A BUSINESS BUILT ON
DELIVERING EXCELLENCE
ANNUAL REPORT AND ACCOUNTS 2025

STRATEGIC REPORT
2 At a Glance
3 Financial Highlights
6 Chair’s Statement
8 Chief Executive Officer’s Review
14 Market Review
26 Our Business Model
28 Our Brand Partnerships
34 Our Strategy
38 Our Strategy in Action
54 Key Performance Indicators
59 Financial Review
65 Non-Financial and Sustainability Information Statement
66 Section 172(1) Statement
70 Environmental, Social and Governance
144 Risk Management
148 Principal Risks and Uncertainties
154 Going Concern and Viability Statement
CORPORATE GOVERNANCE REPORT
158 Corporate Governance at a Glance
160 Chair’s Introduction
162 Board of Directors
164 Corporate Governance Statement
175 Board and Committee Performance Review
176 Nomination Committee Report
178 Audit & Risk Committee Report
184 ESG Committee Report
187 Remuneration Committee Report
192 Directors’ Remuneration Report at a Glance
200 Directors’ Remuneration Policy
210 Directors’ Report
FINANCIAL STATEMENTS
216 Independent Auditor’s Report
222 Consolidated Income Statement
223 Consolidated Statement of ComprehensiveIncome
224 Consolidated Balance Sheet
225 Consolidated Statement of Changes inEquity
226 Consolidated Statement of Cash Flows
227 Notes to the Consolidated Financial Statements
264 Company Balance Sheet
265 Company Statement of Changes in Equity
266 Notes to the Company Financial Statements
270 Glossary
274 Shareholder Information
Chief Executive Officer’s Review pages 8 to 13
Corporate Governance pages 156 to 213
Financial Statements pages 214 to 274
THEWOSGROUPPLC.COM
We are Great Place to Work-Certified™
Read more page 79

Read more page 80
The Watches of Switzerland Group is an international retailer of world leading luxury
watch brands, complemented by a strong luxury jewellery offering.
The Watches of Switzerland Group provides clients with the finest selection of luxury timepieces from all the
major groups and independent brands together with an impressive presentation of smaller independent brands.
Our showrooms are in prominent, high-profile shopping areas within the UK and US.
ABOUT US
Our Purpose is to WOW our clients while caring for our colleagues, our communities and our planet.
Our Purpose is an inextricable part of how we do business. Environmental, social and governance factors
are considered in our decision-making processes, at every level of our business.
OUR PURPOSE
Our Values shape our culture and behaviour, driving performance and purposeful action.
They are the cornerstone of our Code of Ethics and truly represent who we are.
OUR VALUES
OUR WATCH BRAND PARTNERSHIPS
WE EARN TRUST
& CONFIDENCE
WE CARE FOR OUR
COMMUNITIES
WE TREAT EVERYONE
WITH RESPECT
WE PROTECT
OUR PLANET
WE DO THE RIGHT
THING, ALWAYS
WE ADVOCATE FOR
OUR INDUSTRY
1

146
UK SHOWROOMS
AT 27APRIL 2025
208
TOTAL SHOWROOMS
AT 27APRIL 2025
60
US SHOWROOMS
AT 27APRIL 2025
3,000+
NUMBER OF COLLEAGUES
AT 27APRIL 2025
WELL-INVESTED SHOWROOM NETWORK
TRAVEL RETAILONLINE
AT A GLANCE
2
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

US
UK and
Europe
52%
48%
Services/other
Luxury
jewellery
2
Luxury
watches
2
82%
13%
5%
82%
0
200
400
600
800
1,000
1,200
1,400
1,600
£m
FY17FY16 FY19F Y18 FY20 FY21 FY22 FY23 FY24 FY25
CAGR 15%Growth in sales 262%
1,652
1,238
1,5381,543
905
811
774
687
568
456
0
30
60
90
120
150
180
0%
2%
4%
6%
8%
10%
12%
FY17F Y16 FY19FY18 FY20 FY21
Adjusted EBIT
Adjusted EBIT margin %
1
FY22 FY23 FY24 FY25
£m
Growth in
Adjusted EBIT
733%
135
150
130
165
78
56
45
43
34
18
HISTORICAL SALES PERFORMANCE
SALES BY CATEGORY (%)
PROFITABILITY
FINANCIAL HIGHLIGHTS
1 This is an Alternative Performance Measure. Refer to the Glossary on pages 270 to 273 for definition and reconciliation to statutory measures where relevant.
2 Please refer to the Glossary on pages 270 to 273 for a definition.
REVENUE RETURN ON CAPITAL EMPLOYED
1
£1,652m
CHANGE VS LY:
+7%
19.0%
CHANGE VS LY:
-50bps
ADJUSTED EBIT
1
OPERATING PROFIT
£150m
CHANGE VS LY:
+11%
£114 m
CHANGE VS LY:
-5%
SALES BY REGION (%)
3
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

STR ATEGIC
REPORT
4
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

6 Chair’s Statement
8 Chief Executive Officer’s Review
14 Market Review
26 Our Business Model
28 Our Brand Partnerships
34 Our Strategy
38 Our Strategy in Action
54 Key Performance Indicators
59 Financial Review
65 Non-Financial and Sustainability
Information Statement
66 Sec tion 172(1) Statement
70 Environmental, Social and Governance
144 Risk Management
148 Principal Risks and Uncertainties
154 Going Concern and Viability Statement
5
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

IAN CARTER
CHAIR
CHAIR’S STATEMENT
6
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

I am pleased to share this year’s Chair’s Statement, marking another
successfulchapter in our Group’s journey. Despite an increasingly complex
global environment – defined by political uncertainty, economic fluctuations
andrisingoperational costs – our business has not only demonstrated
resilience butachieved meaningful strategic progress throughout FY25.
OurUKbusiness has performed well, returning to revenue growth, while
theUS business continued tooutperform, boosted by the acquisitions of
Roberto Coin Inc. and the Hodinkee business. The year 2025 also sees the
startof our celebrations forthe 250-year anniversary of the Mappin & Webb
brand, a testament toourlong-standing heritage and expertise within the
luxury watch and jewellerymarket.
We continue to pursue our growth strategy through investment in our showrooms,
selective acquisitions and retailing excellence whilst driving underlying profitability.
Our brand relationships are stronger than ever and our focus on providing the
best client experience remains unchanged.
The recent opening of the new flagship Rolex boutique on Old Bond Street,
London, has been a real highlight. The boutique showcases our business at its
verybest, through showroom design, client experience and retailing excellence.
We also believe it demonstrates the strong relationship we have with our key
brand partners and the collaboration between us.
The acquisition of Roberto Coin Inc. has accelerated our growth in the luxury
branded jewellery market. Roberto Coin is a globally renowned brand, with
aparticularly strong position in North America, and has high-quality, exquisite
designs. We are excited about the potential of this brand within North America
and we are working on a number of strategic growth initiatives. We will further
bedeveloping our luxury branded jewellery strategy through the opening of the
Mappin & Webb Luxury Jewellery boutique, Manchester in FY26.
We are encouraged by the strong performance of the Rolex Certified Pre-
Owned programme – now present in 46 showrooms across the UK and US
– inaddition to the sustained growth in our overall pre-owned business.
Additionally, FY25 saw the exciting acquisition of the Hodinkee business, a leading
global digitalplatform for luxury watch enthusiasts, further strengthening our
online sector leadership.
SUSTAINABILITY
We continued to build a more sustainable business and are proud to become
Great Place to Work-Certified™ which reflects our deep investment in culture,
talent and the wellbeing of every colleague.
Business growth and our commitment to improving the quality of our
Greenhouse Gas (GHG) emissions data, contributed to an 11% increase in
ourtotal location-based emissions. However, we remain determined to reach
net-zero by 2050 and are pleased to report a 86% reduction in our market-based
operational emissions. We look forward to further reductions in FY26, following
investment into a new energy management and decarbonisation system and the
introduction of on-site energy generation at a key site.
Our support of a more circular economy continued with a 39% increase in sales
of pre-owned watches, although with fewer clients seeking after-sales and
servicing, we missed our overall circularity target in FY25, making the promotion
of our repairs business a key focus for us in FY26.
We continue to work with supplier partners to help highlight more sustainable
attributes of our products, and have strengthened our procurement function and
introduced a new supply chain management system to ensure our watches and
jewellery are responsibly and ethically sourced.
GOVERNANCE
We continue to recognise the importance of good governance alongside diversity
and inclusion both in the boardroom, with Senior Management and throughout
the organisation. I am pleased to report that the Group remains compliant with
the recommendations of the Parker Review and the FTSE Women Leaders
Review, where we were ranked #7 of the FTSE 250, our highest score to date.
LOOKING AHEAD
The business has been resilient and agile, and our strategy remains the right one
for the long-term success of the business. As we look ahead, we are confident in
the strength of our business model, our strong pipeline of showroom openings
and the resilience of the luxury watch and jewellery categories.
On behalf of the Board, I extend my sincere gratitude to Brian Duffy, our
executive team and colleagues throughout the organisation for their hard work
and dedication, as well as to personally thank my fellow Board members for their
active role in supporting the work of the team.
Finally, I would like to take this opportunity to thank our clients, brand partners,
shareholders and other stakeholders for their continued support, trust and belief
in our vision.
IAN CARTER
CHAIR
2 July 2025
We are confident in the strength of our business model,
our strong pipeline of showroom openings and the resilience
of the luxury watch and jewellery categories.”
DELIVERING STRATEGIC
HIGH-QUALITY GROWTH
7
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

BRIAN DUFFY
CEO
CHIEF EXECUTIVE OFFICER’S REVIEW
8
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

A highlight this year, was the opening of the flagship Rolex boutique on Old Bond
Street, London. Operating across four floors in circa 7,200 square feet, this
boutique includes the first dedicated Rolex Certified Pre-Owned floor, as well
asthree floors dedicated to sales and hospitality, and an after-sales lounge home
to six watchmakers and technicians. The performance of the Rolex boutique has
exceeded expectations.
On 8 May 2024, we announced that the Group had acquired the exclusive
distribution rights for the Roberto Coin brand in the US, Canada, Central America
and the Caribbean, through the acquisition of Roberto Coin’s US associated
company, Roberto Coin Inc.. The brand is well-recognised within the growing US
luxury jewellery market. Integration is progressing to plan, and we see enormous
potential growing this iconic brand with existing customers and using our retail
expertise to elevate and expand store presence. We have received positive
feedback from the network of retail partners and distribution remains intact from
the acquisition. FY25 saw good revenue growth from the Roberto Coin brand
within the Group’s US showrooms, particularly following the installation of
elevated displays. Looking ahead to FY26, we are working on a shop-in-shop
concept with retail partners and are actively negotiating new mono-brand
boutiques in the US, with three leases signed to date. The Roberto Coin US
website upgrade is in progress. May 2025 saw the launch of a new marketing
campaign with Dakota Johnson as the global brand ambassador.
I am proud of the strong performance our team has delivered, underpinned by
asignificant trading improvement in H2 FY25 with Group revenue +12% vs prior
year. The US business has continued its strong momentum, surpassing $1 billion
revenue for the first time, and the UK returned to growth. Our performance
reflects our scale and leadership in our chosen markets, supported by long-
standing, collaborative partnerships with world-leading brands across luxury
watches and luxury branded jewellery.”
STRONG PARTNERSHIPS AND
CONTINUED EXCELLENCE
FY25 was a year of strong strategic and operational progress forthe Group,
which saw the US business continuing its strong momentum, and the UK returning
to growth. Group revenue came in at £1,652 million, which is an increase of +8%
on the prior year, with +16% in the US (including Roberto Coin Inc.) and+2% in
the UK (all in constant currency). From a profitability perspective, we saw full year
Adjusted EBIT

improvement to £150 million, which was +12% (constant currency)
year-on-year.
In the US, we experienced good growth, delivering +19% revenue growth inH2
FY25 (constant currency) following a first half that was impacted by the Q1
increase of showroom stock levels of key brands to enhance displays and client
experience. The US now makes up 48% of Group revenue in FY25.
In the UK, we were pleased to see the external environment stabilise in line
withour expectations, supporting revenue growth of +6% in H2 FY25. The UK
performance continues to be driven by a domestic clientele with minimal return
of tourist spending due to lack of VAT free shopping.
The luxury watch category is strong, resilient and offers long-term consistent
growth. In recent years, the impact of the global pandemic has resulted in a
period ofunprecedented volatility. We believe the market has now normalised
and secondary market prices have stabilised at above pandemic levels.
9
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

We are encouraged by the performance of the Rolex Certified Pre-Owned
programme, which launched last year and continues to trade strongly, and the
sustained growth in our overall pre-owned business. Rolex Certified Pre-Owned
is available in all 21 of our US Rolex showrooms and 25 of our UK showrooms.
Window displays are now in place and productivity is expected to increase as
aresult.
The luxury branded jewellery market continues to grow, particularly in the US,
and remains a key part of our long-term strategy for growth. FY25 saw exclusive
luxury branded jewellery launches in the UK and there will be further brands
tofollow in FY26 with the opening of the Mappin & Webb Luxury Jewellery
boutique, Manchester, which will include a De Beers boutique – the first one
outside of London.
On 3 October 2024, we acquired the editorial, insurance and limited-edition
business from Hodinkee, the pre-eminent global digital editorial content provider
and gateway for luxury watch enthusiasts, further strengthening our online sector
leadership. Integration is progressing in line with our expectations, and it has been
a pleasure working closely with Ben Clymer and his team. The upgrade for the
new Watches of Switzerland US ecommerce website launched in May 2025,
withMayors, Betteridge and Roberto Coin sites to follow shortly.
Significant progress has been made on key showroom projects:
– Opened the new flagship Rolex boutique on Old Bond Street, London, which
istrading ahead of our expectations
– Opening of new 2,000 sq ft Patek Philippe room in Betteridge, Greenwich,
Connecticut
– Relocation and introduction of Rolex and Cartier to Watches of Switzerland,
Plano, Texa s
– Reintroduction of Rolex to Mayors, Jacksonville, Florida
– Conversion of Mayors, Lenox, Atlanta to a Rolex boutique
– Relocation of Mayors, Tampa, Florida
– Expansion of Betteridge, Vail, Colorado
– New Watches of Switzerland, Ross Park, Pittsburgh
– New Mappin & Webb, Edinburgh
– Expansion of Watches of Switzerland, Oxford Street, London
– Relocations of Goldsmiths, Cheltenham and Milton Keynes
– Conversion and expansion of Watches of Switzerland, Fenchurch Street,
London from Mappin & Webb
– Opened the Audemars Piguet AP House, Manchester (opened 6 May 2025)
operating as a joint venture
– Progress made on the Mappin & Webb Luxury Jewellery boutique, Manchester,
opening in Autumn 2025
In April 2025, the Group announced the closure of a number of low profitability
showrooms in the UK. The Group continually assesses its operations to remain
asefficient and productive as possible.
The exit from Europe is now complete, which allows us to focus on higher
returning markets. Three showrooms closed in the year and four sold to brand
partners. The final two boutiques were sold to brand partners in June 2025.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
We have continued to progress against our strategic pillars of People, Planet
andProduct throughout FY25. Highlights during the year include:
– Great Place to Work-Certified™ in the UK and US
– Met the recommendations of the FTSE Women Leaders Review and improved
our ranking from #10 to #7 in the FTSE 250
– Continued to comply with the UK Real Living Wage recommendations
– Grew sales of pre-owned watches by +39% YoY and expanded our team of
accredited watchmakers and technicians to support circularity, however missed
our overall circularity target for the year
– Transitioned to 100% renewable energy across our Group, through the
purchase of renewable energy certificates, backed by guarantees of origin
– GHG location-based emissions increased by 11% vs prior year due to business
growth and therefore we did not meet our climate target in the year. We
remain determined to reach net-zero by 2050 and are pleased to report an 86%
reduction in our market-based operational emissions
– Mappin & Webb named as CSR Jewellery Retailer of the Year for the second
year running in the 2024 Professional Jeweller Awards
– £8.3 million committed by the Group to The Watches of Switzerland Group
Foundation since launch, providing essential support to local charities focusing
on poverty, the advancement of education and relief to those in need
– Headline sponsor for The King’s Trust Change a Girl’s Life campaign and biggest
fundraiser in the Trust’s Future Steps initiative
– Achieved Fair Tax Mark reaccreditation for second year running
CHIEF EXECUTIVE OFFICER’S REVIEW
CONTINUED
Our recently acquired Roberto Coin business in
North America has traded well since acquisition.
We see great potential for this well-recognised
brand in the fast-growing US branded jewellery
market and are excited to have launched a
marketing campaign featuring Dakota Johnson
asaglobal brand ambassador.”
BRIAN DUFFY
CEO
10
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

11
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CHIEF EXECUTIVE OFFICER’S REVIEW
CONTINUED
12
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

OUTLOOK FOR FY26
As we enter FY26, we are mindful of the uncertain macroeconomic backdrop,
geopolitical developments, potential US tariff changes, and their potential impact
on consumer confidence. We remain confident in the strong fundamentals of the
luxury watch category and our differentiated business model in the
underdeveloped US market.
The US luxury jewellery market is the largest in the world and growing strongly.
Wewill continue to build on the momentum we have seen in Roberto Coin Inc.,
withseveral exciting growth initiatives, including a major marketing campaign, secured
locations for three mono-brand boutiques and our ecommerce website upgrade.
We are focused on the delivery of our strategy and are encouraged by our strong
pipeline of high-quality projects opening in FY26, across both the UK andUS, including:
– Mappin & Webb Luxury Jewellery boutique, Manchester
– Audemars Piguet AP House, Manchester (opened 6 May 2025) operating
asajoint venture
– Northern Goldsmiths, Newcastle
– New Watches of Switzerland Southdale, Minneapolis
– Relocation of Mayors University Town Center, Florida
– Expansions or relocations of a further six UK showrooms
Our Guidance for the 53 weeks of FY26 (pre-IFRS 16) is based on:
– Current US tariff rate of 10% maintained beyond the 90 day pause
– Currently announced margin changes from brand partners in response to the
10% tariffs remaining in place. As it stands today, the 10% tariff on imported
goods from Switzerland has led some of our brand partners to put through
mid-single digit price increases in the US, alongside reducing their authorised
distribution network’s margin percentage
– Visibility of supply of key brands for calendar year 2025
– No significant changes in tax burden
– Guidance reflects confirmed showroom projects but excludes any uncommitted
capital projects or acquisitions
Constant currency revenue growth 6% - 10%
Adjusted EBIT margin % Flat to -100 bps vs prior year
Capital expenditure £65 - £70 million
The Group is exposed to movements in the £/$ exchange rate when translating
the results of its US operations into Sterling. The actual exchange rate for FY25
was $1.28.
The outcome of US tariff developments remains uncertain. We are in regular
dialogue with our brand partners, but it is too early to comment on the potential
sector impact of further changes. We will provide a further update as to the
potential impact on FY26 guidance once the situation becomes clearer.
Finally, the progress we have made over the year could not have been achieved
without the continued hard work and dedication of our 3,000+ colleagues at
theWatches of Switzerland Group. I would like to personally thank them for
theircontribution.
BRIAN DUFFY
CHIEF EXECUTIVE OFFICER
2 July 2025
As we look ahead, whilst we are
of course remaining mindful of
the broader macroeconomic and
consumer environment, including
potential US tariff changes, we
remain confident in the strength
of our business model, our strong
pipeline of showroom openings
and the resilience of the luxury
watch category where demand
for key brands continues to
outstrip supply.”
BRIAN DUFFY
CEO
13
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

MARKET REVIEW
HIGH BARRIERS TO ENTRY
Strong brand partnerships are based on many years
of experience and category expertise
Brands actively manage distribution through
SelectiveDistribution Agreements
A UNIQUE MARKET
Led by the most prestigious global brands focused on
investment, product quality and innovation and brand
marketing, achieving a higher average selling price
than most luxury consumer goods categories
DEMAND EXCEEDS SUPPLY FOR KEY BRANDS
The overall market demand for Swiss watches
exceeds production levels and supply for key brands.
Clients required to ‘register interest’ for key products
LITTLE THREAT OF DIGITAL PUREPLAY
DEVELOPMENT
All major brands generally require prior
showroom approval asa pre-requisite for online
selling; multi-channel isapreferred direction
SWISS CONCENTRATION
Limited threat from technology
or geography
SUPPORTS A MORE CIRCULAR ECONOMY
High-quality mechanical luxury watches are often
passed down for generations or resold. Most can be
repaired indefinitely and many of the materials they
contain are recyclable
STRONG VALUE RETENTION
Rarity, heritage, craftsmanship and precious
materials support brand image and value;
some products considered investment
asset class
SPECIALIST CATEGORY
Specialist for both the manufacturer and the retailer;
consumers respond to expertise, authority
andheritage
WHAT DIFFERENTIATES
THE LUXURY WATCH CATEGORY
14
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

KEY REASONS TO INVEST
1
Market with attractive, long-term structural
growth dynamics. Resilient demand exceeding
supply for key brands.
2
Track record of strong revenue growth, ahead
ofunderlying markets and further opportunities
for growth.
3
Long-term margin progression.
4
Good cash conversion supporting ongoing
balance sheet strength.
5
Disciplined capital allocation across organic and
inorganic growth, with surplus capital returned
toshareholders.
6
Long-term, compounding shareholder returns.
15
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

(40)%
(30)%
(20)%
(10)%
20%
10%
0%
40%
50%
60%
vs 2024
US
19%
3%
12%
25%
14%
51%
(1)%
20%
27%
0%
3%
16%
(27)%
(30)%
(26)%
(18)%
(12)%
(10)%
UK EU China Hong KongWorld
vs 2023
vs 2022
Source: Swiss Watch Federation
30%
2009:
Exports to the
UK up +0.1%
(in GBP)
2020:
12-week pandemic
lockdown in
Switzerland
2011-13:
China/HK
bubble
2014-16:
China/HK
correction
2000 2005 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 20242023
CHF billion
Luxury Non-luxury
+4.2%
Total CAGR 2000 to 2024
+5.2%
Non-luxury CAGR 2000 to 2024
-2.2%
Luxury CAGR 2000 to 2024
Source: Company information, Swiss Watch Federation statistics
0
5
10
15
20
30
25
THE LUXURY WATCH MARKET HAS A STRONG
TRACK RECORD OF GROWTH
MARKET REVIEW
CONTINUED
The Group estimates global retail sales
ofluxury watches were approximately
£48.0billion in calendar year 2024. This is based
onthe estimated retail value of Swiss luxury
watches (Swiss exports and the Swissmarket),
repairs and services, and the contribution from
non-Swiss luxury watch brands.
Luxury watches have continued to be supported by
long-term increases in prices, with the average selling
price (ASP) of Swiss watch exports (wholesale)
generating a 24-year CAGR of +5.2% (2024 vs2000).
Watches at the luxury end of the market have
outperformed lower priced segments and represent
95% of the value of global Swiss watch exports in
calendar year 2024.
The US has seen significant increases in Swiss watch
exports in recent years, while the UK has remained
inline with the global average, as can be seen in the
graph (opposite). The EU market has benefited from
the post-pandemic increase in tourist shopping.
TheUK market’s removal of VAT-free shopping for
tourists means that international sales have been
minimal since Brexit.
The Global market experienced a period of
significant demand during the pandemic, which
hassince normalised in 2023/24.
1 Luxury is defined as expor ts >CHF 500
RESILIENT LONG-TERM GROWTH IN SWISS WATCH EXPORTS (CALENDAR YEARS)
SWISS WATCH EXPORTS (WRISTWATCHES PRICED ABOVE 500 CHF) APRIL 2024 TO MARCH 2025
The luxury watch industry is well protected with high barriers to entry
and a track record of consistent long-term growth, underpinned by
sustained investment and elevated innovation.
16
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Source: Morgan Stanley, Eighth Annual Swiss Watcher (13 February 2025)
GLOBAL BRANDS
Major independents Swatch Group Richemont LVMH Independents
GLOBAL BRANDS HAVE SUPPLY-DRIVEN GROWTH
For the total luxury watch industry, demand has increased at a faster rate than
production, in part reflecting the labour-intensive nature of watchmaking and its
dependence on highly skilled watchmakers in Switzerland. Long-term growth has been
underpinned by increased Average Selling Prices (ASP), positive mix effects and
limited volume increases.
ESTIMATED 2024 GLOBAL RETAIL SALES FOR THE MAJOR SWISS WATCH BRANDS
Luxury watch brand owners are made up of major independents, large groups and
smaller independents, as can be seen below. Our Group provides the largest selection
of luxury watches covering a wide range of prices and consumer preferences, including
the largest and best known brands alongside smaller independent brands.
We stock confidently, which provides our clients with a greater range and availability.
We have regular dialogue with our brand partners on current trends, often leading
tothe development of exclusive partnerships and/or first to market timepieces.
Thetable below shows the breakdown of the Group’s brand partners.
17
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

MARKET REVIEW
CONTINUED
LOYAL, DIVERSE, MULTI-GENERATIONAL
CLIENT BASE
Luxury watches attract a set of shoppers, who can become repeat clients,
spanning age, income groups and genders. Over the years, there has beenan
increasingly positive impact from digital and social media appealing to a younger
market. The Group invests in digital marketing to attract clients and stimulate
interest in the category.
Our showroom design, location, marketing and unique client service of the Group
appeal to a broad demographic audience.
In FY25 the Group acquired the Hodinkee business, the pre-eminent global
digitaleditorial content provider and gateway for luxury watch enthusiasts.
Hodinkee has 48.0 million views per year and 1.5 million socialmedia followers.
CONTINUOUS PRODUCT
INNOVATION AND
ADVANCEMENT
Luxury watches are characterised by a focus
onproduct innovation and advancement and
arenormally introduced at prestigious watch
fairsinSwitzerland. In the UK and the US, there
isastrong preference for sports models with
thekeybrands consistently investing to ensure
thehighest degree of technical (diver, aviation
andchronograph) specifications.
This year saw the largest watchmaking gathering
ever to take place in Geneva, Watches and
Wonders 2025, where exciting new products
were launched, accompanied by relevant
marketingsupport.
Watchmakers are making greater use of strap and
dial combinations to increase consumer interest.
The Group offers exclusive and first to market
watch product in collaboration with a number
ofluxury watch brands.
Breitling Endurance Pro 44mm Unisex Watch Turquoise
The Watches of Switzerland Group Exclusive
DISCIPLINED DISTRIBUTION MANAGEMENT
THROUGH SELECTIVE DISTRIBUTION AGREEMENTS
Distribution of luxury watches takes place under Selective Distribution Agreements,
strict legally binding contracts entered into with brands on a point of sale basis.
These are ordinarily limited by geography and ensure retailers maintain strict
presentation standards. Selective Distribution Agreements enable brands to manage
the number of points of sale and qualitative criteria on retailer approval. Product
presentation and client experience are closely monitored by the brand owners.
Globally, the retail market for luxury watches is fragmented, predominantly
comprised of a large volume of small retailers. However, consolidation to fewer,
better points of sale has been an ongoing trend, particularly in the US market.
This provides an opportunity for our Group.
18
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

UK Italy France Germany Benelux Spain NordicsUS
50
60
0
20
10
40
30
Source: Company estimates
2021 2022 2023 2024 Our key markets
LUXURY WATCH PER CAPITA RETAIL SALES (US$)
GEOGRAPHICAL MARKETS
The Group operates in the UK and US markets, two of the major Swiss watch
markets. The below chart shows the luxury watch retail sales per capita over the
past four years.
On a per capita basis, the UK market has outperformed the US market and all
major European markets since 2000. The UK market has the highest per capita
Watches and Wonders Geneva 2025
retail spend by domestic clients on luxury watches; we believe the differential
toother markets reflects retail investment, not consumer behaviour, creating
anopportunity to successfully replicate our model in other geographies and
building on the success we have delivered in the US to date. The US market
isunderdeveloped providing significant growth opportunities for the Group.
19
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

2000 2005 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2021 2022 2023 20242020
CHF 500-3,000 CHF 3,000+
1,400
200
600
400
1,200
1,000
800
0
CHF million
+7.4%
CAGR 2000 to 2010
CAGR 2000 to 2024
+5.6%
CAGR 2010 to 2024
+8.8%
46%
4%
8%
23%
19%
Watches of Switzerland Group
National groups
Independent jewellers
Luxury department stores
Corporate boutiques
1
MARKET REVIEW
CONTINUED
The UK is the fifth largest market globally for Swiss luxury watch exports. The Group estimates retail sales of luxury
watches amounted to £3.4 billion in calendar year 2024.
The UK market has been strong, a testament to a well-invested, disciplined multi-channel market and highly engaged
andsophisticated domestic clientele which has typically had a preference for the sports luxury watch category.
In the period 2000 to 2024, luxury Swiss watch exports to the UK increased by a CAGR of 7.4%, to CHF 1.6bn in 2024.
The UK market is made up of national groups, independent jewellers, luxury department stores and boutiques directly
operated by the brands. It is led by Rolex, with strong market positions of Patek Philippe, OMEGA, Cartier, Breitling,
TAGHeuer and TUDOR.
THE UK LUXURY WATCH MARKET
LUXURY SWISS WATCH EXPORTS TO THE UK (CALENDAR YEARS)
5
RANKING IN GLOBAL MARKETS
FOR SWISS WATCH EXPORTS
CALENDAR YEAR 2024
£3.4bn
ESTIMATED LUXURY WATCH
RETAIL SALES CALENDAR
YEAR 2024
UK MARKET HIGHLIGHTS
Source: GFK
1 Directly operated by the brands.
UK LUXURY WATCH MARKET 2024
Source: Swiss Watch Federation
Watches of Switzerland, Fenchurch Street, London
20
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

2020
2000 2005 2010 2011 2012 2013 2014 2015 2016 2017 2018
2019
2021
2022
2023
2024
CHF 500-3,000 CHF 3,000+
3,500
3,000
0
500
1,000
1,500
2,000
2,500
CHF million
+4.6%
CAGR 2000 to 2010
CAGR 2000 to 2024
-0.3%
CAGR 2017 to 2024
+12.7%
After a period of underinvestment in the US leading up to 2018, the market has performed strongly and is today the
largest global market for Swiss watch exports, overtaking China in 2021. The Group estimates retail sales ofluxury
watches reached $8.8 billion in calendar year 2024.
The US market is led by Rolex with strong market positions of Cartier, Patek Philippe, Audemars Piguet, OMEGA, TUDOR,
Breitling, Officine Panerai and TAG Heuer. Additionally, there are also relatively strong market positions for smaller
independent brands such as MB&F, Bovet and H. Moser & Cie.
US retail distribution is in the process of consolidation towards larger showroom formats in major shopping centres, and retail
investment from the Watches of Switzerland Group and others has increased. The US market is predominantly domestic,
although domestic tourism (e.g. to Florida or Las Vegas) is significant. In recent years Rolex, Patek Philippe and other brands
have been rationalising distribution, reducing the number of agencies to a smaller number of higher quality retailers.
In the period 2000 to 2024, luxury Swiss watch exports to the US increased by a CAGR of 4.6%, with a CAGR of 12.7%
inthe period of 2017 to 2024 coinciding with the Watches of Switzerland Group entering the US market.
US MARKET HIGHLIGHTS
1
RANKING IN GLOBAL MARKETS
FOR SWISS WATCH EXPORTS
CALENDAR YEAR 2024
$8.8bn
ESTIMATED LUXURY WATCH
RETAIL SALES CALENDAR
YEAR 2024
THE US LUXURY WATCH MARKET
Source: Swiss Watch Federation
LUXURY SWISS WATCH EXPORTS TO THE US (CALENDAR YEARS)
Mayors, Jacksonville, Florida
21
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

MARKET REVIEW
CONTINUED
PRE-OWNED WATCH MARKET
We believe the pre-owned market is a positive development for the retail market.
It provides liquidity and value preservation for luxury watches. This is a growing
sector due to the supply of certain products being unable to meet demand in
thefirst hand market and for collectors given nearly 95% of watches are no
longer in production.
Research analysts believe that the pre-owned watch market will beas big as
theprimary one within the next ten years. The pre-owned product often sells
atprices above retail due to unavailability and scarcity.
The market is made up of pre-owned (purchase or trade-in watches tosell on)
and online marketplace players.
29%
20%
12%
15%
15%
6%
16%
14%
11%
16%
25%
15%
3%3%
Very likely
Somewhat likely
Undecided
Somewhat unlikely
Very unlikely
Not interested
Don/t know
20242020
Source: Deloitte Swiss Watch Industry Insights 2024 (December 2024).
RESPONSES TO “HOW LIKELY IS IT THAT YOU WILL BUY
A PRE-OWNED/SECOND HAND LUXURY WRISTWATCH
IN THE NEXT 12 MONTHS?”
In 2023, Rolex launched the Rolex Certified Pre-Owned programme offering the
opportunity to purchase from official authorised retailers, pre-owned watches
that are certified as authentic and come with a Rolex backed two-year warranty.
Thishas opened the pre-owned market up to clients who may have previously
been nervous about purchasing pre-owned items. We see Rolex Certified
Pre-Owned as a significant opportunity for the Group and at the financial
year-end we showcased Rolex Certified Pre-Owned in 25 showrooms in the UK,
including adedicated floor at the recently opened flagship Rolex boutique onOld
Bond Street, London, and in all 21 of our Rolex agencies in the US, alongside our
online offering.
1 Source: BCG Luxury Preowned Watches, Your Time Has Come (March 2023).
2 Source: Deloitte Swiss Watch Industry Insights 2024 (December 2024).
22
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

AFTER-SALES AND SERVICING
After-sales and servicing complements the first-hand market for luxury watches
and is critical inprotecting and prolonging the lifeand value of the products.
The market is primarily supported by traditional multiple and independent
retailers and brand in-house resources. After-sales and servicing represents 7%
of the global luxury watch market and is very impor tant interms of providing a
luxury client experience. The after-sales and servicing market has notkept pace
with the growth of new watch sales.
The Group continues to invest in expanding its after-sales and servicing offering
inboth the UK and US, highlighted in FY25 by the new insurance offering
launched in the US, and with the dedicated service centre floor at the recently
opened flagship Rolex boutique on Old Bond Street, London.
After-sales and servicing contributes to the circular economy; refer to page 111
tolearn more.
1 Source: Verified Market Reports, Watch Service Market Insights (April 2025)
23
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

2018
2019
2020 2021 2022 2023 2024
25
30
0
5
10
15
20
US
UK
2015 2016 2017
2018
2019
2021 2022 2023 20242020
-10%
-20%
-30%
10%
0%
20%
30%
40%
50%
60%
US
UK
EU
World total
+7.9%
UK CAGR 2015 to 2024
US CAGR 2015 to 2024
+2.5%
LUXURY JEWELLERY MARKET
Source: Metals Focus, Refinitiv GFMS, ICE Benchmark Administration, World Gold Council
LUXURY JEWELLERY DEMAND PER CAPITA (US$)
MARKET REVIEW
CONTINUED
LUXURY JEWELLERY
Our luxury watch business is complemented by a strong luxury jewellery offering.
The US and UK markets are growing strongly and are among the largest globally on a per capita basis
forluxury jewellery as can be seen by the charts (below) (Source: World Gold Council).
LUXURY BRANDED JEWELLERY
The global luxury market has seen global trends towards the branded component of the market, as can be
seen in the chart (opposite).
We see this as a significant area of growth for the Group going forward, where we can apply our expertise
gained in luxury watches to luxury jewellery. The Group partners with a number of luxury jewellery brands
including Roberto Coin, Messika, BVLGARI and recently introduced David Yurman to the UK market. The
Group’s strategy is to increase the number of luxury jewellery brands offered within our portfolio, in many
cases exclusively within a geographical area. In FY26 we will open the Mappin & Webb Luxury Jewellery
boutique, Manchester, which will include a De Beers boutique.
On 8 May 2024, we announced that the Group had acquired the exclusive distribution rights for the Roberto
Coin brand in the US, Canada, Central America and the Caribbean, through the acquisition of Roberto Coin’s
US associated company, Roberto Coin Inc.. For more details on our Roberto Coin Inc. acquisition please refer
to pages 46 to 49.
JEWELLERY DEMAND: CUMULATIVE YOY% (CALENDAR YEARS)
Source: Metals Focus, Refinitiv GFMS, ICE Benchmark Administration, World Gold Council
24
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

0
100%
17% 18%
20%
22%
25%
27%
30%
32%
34%
80%
40%
20%
60%
2020 2021 2022 2023 2024F 2025F 2026F 2027F2019
Brands Non-branded
CAGR: Brands 13% Non-branded 1%
F: Forecast
Source: McKinsey, Euromonitor (2023)
JEWELLERY MARKET WORLDWIDE –
TREND IS INEXORABLY TOWARDS BRANDS
25
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OUR BUSINESS MODEL
26
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
HOW THE GROUP CREATES VALUE
INPUTS HOW WE CREATE VALUE
WHAT WE DO
We partner with the most prestigious
luxury watch and jewellery brands
toprovide the highest level of client
service by well-trained, expert
colleagues in modern, luxurious and
welcoming showroom environments
and state-of-the-art online sites. This
isall supported by our international
scale, integrated technology and
impactful marketing.
The Group operates in the UK
andUS.
BRAND PARTNERSHIPS
We collaborate with our long-standing
brand partners to elevate and expand
their distribution and partner on
demand forecasting, product launches,
showroom projects, online, clienteling,
marketing events and learning and
development for all ourcolleagues.
CLIENT EXPERIENCE
Our showroom colleagues provide
expertise and knowledge to ensure an
exceptional client experience through
extensive learning and development.
We have developed our industry-
leading Xenia Client Experience
Programme.
SHOWROOM
ENVIRONMENT
Our well-invested showrooms
areluxurious, open, welcoming,
contemporary, spacious, non-
intimidating and browsable. The
design concept is regularly assessed
inorder toensure we continue to
appeal to a broad client demographic
and drive high levels of productivity
across our estate.
MULTI-CHANNEL
Our multi-channel model spans a
well-invested showroom network,
with flagships, regional showrooms,
travel retail and mono-brand
boutiques complemented by
market-leading ecommerce platforms.
The Group has a truly multi-channel
approach, which includes Click &
Collect, an appointment system and
theLuxury Watch and Jewellery
Virtual Boutique.
BRAND PARTNERSHIPS
Our strong and long-standing
relationships with the most recognised
and prestigious luxury watch and
jewellery brands have been forged
overmany years andinclude new
relationships with developing brands.
Please see pages 28 to 33 for more
details on the prestigious brands we
partner with.
COLLEAGUES
The Watches of Switzerland Group
iscommitted to building a great place
to work by giving people every reason
to join, grow and stay with our Group.
We recognise the many benefits
adiverse and inclusive workforce
canbring.
CLIENTS
We offer an extensive choice of brands
and products in the world of luxury
watches and jewellery. We aim to
make our clients feel welcome through
unintimidating, inviting, browsable,
modern and luxurious environments
inour showrooms, along with a
market-leading online offering.
DESTINATION
SHOWROOMS
Our clients purchase our products
through our retail network of directly
operated showrooms. These include
multi-brand showrooms, a presence in
travel retail, online and a portfolio of
mono-brand boutiques in partnership
with our brands.
FINANCIAL
INVESTMENT
Watches of Switzerland Group PLC is
listed on the London Stock Exchange.
Through focused investment we drive
growth, generate shareholder value
and ensure the long-term sustainable
future of the Group.
T
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m
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r
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a
g
e
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)
m
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a
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k
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)
OUR PURPOSE
To WOW our clients while
caring for our colleagues, our
communities and our planet.
Activities
LUXURY
WATCHES
LUXURY
JEWELLERY
Online sales Marketing
Showrooms Partnerships
Categories

27
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
VALUE CREATED
£1,652m
FY25 REVENUE
19.0%
FY25 RETURN ON
CAPITAL EMPLOYED
1
£214m
FY25 CASH GENERATED
FROM OPERATIONS
3,000+
NUMBER OF COLLEAGUES
£8.3m
COMMITTED BY THE GROUP TO
THE WATCHES OF SWITZERLAND
GROUP FOUNDATION SINCE
LAUNCH
148
UK AND EUROPE
SHOWROOMS
AT 27 APRIL 2025
60
US SHOWROOMS
AT27 APRIL 2025
208
TOTAL SHOWROOMS
AT 27 APRIL 2025
£150m
FY25 ADJUSTED EBIT
1
1 This is an Alternative Performance Measure. Refer to the Glossary on pages 270 to
273 for definition and reconciliation to statutory measures where relevant.
MARKETING
We deliver impactful marketing
focused on digital communications,
Client Relationship Management, PR,
client experiences and co-operative
activity with brand partners. Our
editorial content across watches and
jewellery provides an authoritative
voice within our market, while the
acquisition of the Hodinkee business
accelerates the Group’s online
leadership. Please see page 35
formore details.
SCALE
High barriers to entry created through
national coverage in the UK, with
aportfolio of 146 showrooms, and
agrowing and significant presence
inthe US, comprising 60showrooms
as at 27 April 2025.
OPERATIONAL
EXCELLENCE
Technology: Our retail integrated
ITsystems are based on a single SAP
platform powering showroom point
ofsale, CRM, reporting solutions, live
inventory availability and operations.
This single platform enables rapid
expansion capabilities in new markets
or through acquisitions.
Merchandising: Dynamic inventory
management optimises stock
availability, enhances showroom
productivity and in the UK, allows
fornationwide coverage, giving us
akeycompetitive advantage.
Retail operations: We aim to continually
drive productivity and profitability,
witha high level of accountability and
performance management.
FINANCIAL DISCIPLINE
Financial performance: We run all our
showrooms to be profitable, leveraging
showroom and central overheads
through top line growth with strict
investment criteria on projects or
investment opportunities. The closure
of low profitability showrooms in the
UK is demonstration of this financial
discipline in action.
Cash generation: The strong,
consistent generation of cash is fuelled
by strict working capital management,
with sufficient liquidity to fund growth
and to provide for potential acquisition
opportunities. We take a disciplined
and data-led approach to return on
investment, aiming to deliver long-term
sustainable earnings growth whilst
retaining financial capability to invest
inour business and to execute our
strategic priorities, before returning
toshareholders any surplus capital
above and beyond those requirements,
as appropriate. In FY25 the Group
commenced a £25 million share
buyback programme.
COLLEAGUES AND
COMMUNITIES
We develop ourcolleagues through
significant investment in training and
development. This is supported by
promoting an open and inclusive
environment through listening to our
colleagues. Weare proud to have been
Great Place to Work-Certified™
duringthe year in both the UK and US.
The Watches of Switzerland Group
Foundation launched in 2021 and
supports a number of causes, with
anemphasis on helping poor and
vulnerable people out of poverty. For
more details refer to pages 92 to 99.
PLANET AND PRODUCT
We are committed to always
‘doingthe right thing’ to protect our
planet and ensure our products are
responsibly and sustainably sourced.
During the year, we transitioned to
100% renewable energy across our
Group, backed by guarantees of origin,
and successfully trialled a newenergy
management system to improve
efficiency and reduce costs inour
mostenergy intensive sites.
We also strengthened our
procurement function, introduced a
new supply chain management system
and ran our first UK marketing
campaign dedicated to promoting
pre-owned watches in support of
amore circular economy.

OUR BRAND
PARTNERSHIPS
Our long-standing association with
the most recognised and prestigious luxury
watch and jewellery brands is a key point
of distinction and a cornerstone of our unique
client experience.
28

LUXURY WATCHES
We have developed strong, long-standing and collaborative partnerships with the most
prestigious luxury watch brands over the years. We constantly strive to represent our brand
partners in the best possible way to our clients. We work together to identify distribution
opportunities, partner on demand forecasting and product development, and collaborate
closely on all showroom projects, across our online platform, clienteling initiatives and
marketing activities. We also collaborate with our brand partners on training our colleagues
toensure we have experts across all brands within our business.
Utilising over 180 years of experience and perpetuating the
tradition of Genevan watchmaking, Patek Philippe has always been
atthe forefront of the luxury watch industry.
Founded in 1905 in London by Hans Wilsdorf, Rolex
watches are crafted from the finest raw materials
andassembled with scrupulous attention to detail.
OUR BRAND PARTNERSHIPS
29

Audemars Piguet is the oldest fine watchmaking manufacturer
still in the hands of its founding families (Audemars and Piguet).
Space, James Bond and the Olympics – when it comes to
co-associations, OMEGA certainly beats most watch brands
in terms of cool, but above that is their absolute mastery
of technology and ability to produce some of the finest
movements available today.
Widely regarded as the inventor of the first watch designed
to be worn on the wrist, Cartier was established in Paris
in1847 and is arguably one of the most recognisable Maisons
in the world.
TAG Heuer creates watches that will take you anywhere –
intothe ocean’s depths, up a mountain, behind the wheel
of a car. TAG Heuer timepieces are reliable, innovative
and versatile.
Léon Breitling started his eponymous brand in 1884 and it has
specialisedin complicated timepieces and chronographs from
the beginning, going on to pioneer the wrist-worn chronograph,
which washugely popular with pilots.
Since its founding in 1926, TUDOR has endeavoured
to produce the best possible watches at the best possible price.
Thismission, bold then as it is now, is inspired by the vision
of the brand’s founder Hans Wilsdorf.
OUR BRAND PARTNERSHIPS
30

OUR BRAND PARTNERSHIPS
31

LUXURY JEWELLERY
At the Watches of Switzerland Group, our brands Mappin & Webb, Goldsmiths, Mayors and
Betteridge offer their very own collections of jewellery all steeped in a rich history and heritage,
making our showrooms and websites the destination for fine luxury jewellery. We are also
privileged to partner with the best luxury jewellery brands in the world, including Roberto Coin,
David Yurman, BVLGARI, FOPE, Messika, Jenny Packham and Gucci.
OUR BRAND PARTNERSHIPS
32

33

1. GROW REVENUE, PROFIT AND
RETURN ON CAPITAL EMPLOYED
2. ENHANCE STRONG BRAND
PARTNERSHIPS
3. DELIVER AN EXCEPTIONAL
CLIENT EXPERIENCE
4. DRIVE CLIENT AWARENESS AND
BRAND IMAGE THROUGH MULTIMEDIA
WITH IMPACTFUL MARKETING
WHAT IT MEANS
To drive revenue growth across our markets of the UK and the US and deliver
further operational leverage. Generate strong free cash flow conversion to
support growth leading to enhanced Return on Capital Employed (ROCE).
Delivered through consistent, sustained capital investment and selective
acquisitions to support growth.
WHAT IT MEANS
Our strong and long-standing relationships with the most recognised and
prestigious luxury watch and jewellery brands have remained a point of distinction.
Many of these relationships have been forged over many years, but also include new
relationships with some exciting brands. We have also developed exclusive
partnerships and representations with some of our brand partners.
We work with a long-term view on elevating our brand partners’ equity in the
markets we serve and operate in full collaboration and transparency across all
aspects of the product, marketing and distribution mix.
WHAT IT MEANS
Our Xenia Client Experience Programme is an opportunity to create a unique
differentiator to our competition. Everything we do is driven by our client
experience and our colleagues, who are either serving a client or serving
someone who is. Our three Xenia pillars of Know Me, WOW Me and
Remember Me enable all colleagues to focus on how we make our clients
feelthroughout every interaction with our Group.
WHAT IT MEANS
Creative, effective and relevant marketing content targeted towards a broad
aspirational audience, to support our showrooms and showcase our breadth
ofrange and expertise. We adopt a multi-channel marketing approach to
maximise awareness, invest in performance marketing to drive sales both
onlineand offline, and work with brand partners on co-operative marketing
campaigns, clienteling and events.
HOW WE PERFORMED IN FY25
– Group revenue +8% at constant currency and +7% at reported rates,
Adjusted EBIT of £150 million (+12% at constant currency) and ROCE
of19.0% (-50bps)
– Acquired Roberto Coin Inc. and the Hodinkee business (refer to pages 42
to49)
– Opened four new showrooms
– Relocated/expanded/refurbished 11 showrooms including the new flagship
Rolex boutique on Old Bond Street, London and introduction of Rolex agencies
to Watches of Switzerland, Plano, Texas and Mayors, Jacksonville, Florida
– Closed low profitability showrooms in the UK, and progressed European exit
– Continued the roll-out of Rolex Certified Pre-Owned and Certified
Pre-Owned within our portfolio
– Commenced ecommerce re-platform in US
– Expansion of the luxury branded jewellery offering, including the exclusive
launches of David Yurman and Repossi in the UK
– Launched £25 million share buyback programme
HOW WE PERFORMED IN FY25
– Attended multiple watch and jewellery events, including Watches and
Wonders Geneva, Geneva Watch Days, Vicenza Jewellery Show, and the JCK
and Couture show in Las Vegas
– Watches of Switzerland hosted the 2024 Grand Prix d’Horlogerie de Genève
(GPHG) award-winning watches at our Watches of Switzerland showroom in
Soho, New York
– Formulation of long-term development plans with our strategic brand partners
– Opened the flagship Rolex boutique on Old Bond Street, London (refer to
pages 38 to 41
– Exclusive and first-to-market watch product with a number of brands
including Cartier, Breitling, TAG Heuer and BVLGARI
– Continued acceleration of luxury branded jewellery with new brand
partnerintroductions, including the UK exclusive launches for David Yurman
and Repossi
– Worked with brands on significant training programmes for our colleagues
including our Learning Management System to support e-learning
HOW WE PERFORMED IN FY25
– We made our clients feel comfortable and at ease before their consultation
commenced on 96% of visits with the conversation in 9 out of 10 occasions
going beyond product and purchase to understand the client on a more
personal level
– Our colleagues’ passion, expertise and confidence shone through in 9 out
of10 occasions, with 90% of the shoppers agreeing they would be likely to
purchase luxury watches or jewellery from the showroom in the future
– Our online client experience remains strong with an average Trust Pilot rating
of 4.5 across our US and UK websites
– In the UK, we hosted 225 events and entertained over 5,000 clients in both
showrooms and key prestigious locations around the UK with our key brand
partners across watches and jewellery along with Certified Pre-Owned events
– In the US, we hosted over 360 events and entertained nearly 6,000 clients
across showrooms and external venues with our key brand partners including
launch events
– Worked with The AHA Group to create an unrivalled client experience
inRolex Old Bond Street boutique (refer to page 41)
HOW WE PERFORMED IN FY25
– Continued focus on performance marketing with market-leading digital
campaigns across Google, optimised for multi-channel return
– Our presence on social media continues to be an important channel to
inspire, engage and target a new, younger audience
– Investment in print media and outdoor advertising with our key brand
partners, along with bursts of activity to support our Watches of Switzerland
Group exclusives and new agencies
– Investment in local activations, ensuring each new or refurbished showroom
has a localised support plan to help drive awareness and footfall
– Extensive PR activity in the US with activations such as the GPHG and the
first series of dedicated Rolex Certified Pre-Owned events
– Delivered a comprehensive marketing plan to support the launch of Rolex
Old Bond Street boutique with media, social media and events
OBJECTIVES FOR FY26
– Invest in our showroom portfolio with an exciting pipeline including:
– New Mappin & Webb Luxury Jewellery boutique, Manchester
– New Audemars Piguet AP House, Manchester operating as a joint venture
– Continue to grow pre-owned and Rolex Certified Pre-Owned
– Expansion of luxury branded jewellery within our portfolio of showrooms and
online
– Launch of our Goldsmiths Signature diamond collection, exclusive cut in the
UK market and fully traceable via TracR by De Beers
– Invest in Roberto Coin visibility and brand image, mono-brand boutique
format, space expansion, merchandising and marketing
– Launch the re-platformed US ecommerce sites
OBJECTIVES FOR FY26
– Continue to grow our brand partners’ equity, through network elevation
andexcellence in merchandising and retail
– Develop strategic joint business plans focused on distribution, product
launches, training, marketing and online
– Open the Audemars Piguet AP House, Manchester operating as a
jointventure
– Introduction of new jewellery brands to our portfolio, including De Beers
inour new Mappin & Webb Luxury Jewellery boutique, Manchester
– Continue celebrating our Mappin & Webb 250-year anniversary (refer to
pages 50 to 53
– Strengthen partnerships with our brands on our ESG agenda
OBJECTIVES FOR FY26
– Continue to focus on the Xenia client experience across our showrooms
andembed throughout all our processes and support teams
– Continue to elevate and widen our client event programme, with focus
onstrong commercial client events
– Focus on clienteling the ‘Collector’ with relevant activations and enhanced
personalised VIP offerings
– Enriched retail training programmes to elevate the coaching and delivery
ofconsistent exceptional service levels, supported by enhanced training
resources and targeted training programmes
OBJECTIVES FOR FY26
– Maximise key brand partnerships with the delivery of full 360 marketing
campaigns and event plans – focusing on new and exclusive products
– Continue to drive awareness through a multi-channel strategy with bold,
impactful content creation
– Ongoing investment in performance marketing to drive sales both online and
offline, continuing a strong digital presence to drive awareness and conversion
– Deliver a strong event programme, with focus on commercial events, brand
hospitality and selected brand experiences
– Focus on Certified Pre-Owned and the circular economy of selling and buying
in pre-owned watches
– Focus on retail/commercial marketing to drive footfall and opportunities
within showrooms
– Strengthen our editorial voice, maximising the potential of Hodinkee
– Grow the Roberto Coin brand by creating awareness through a high-profile
campaign, with Dakota Johnson as Global Brand Ambassador, maximised
across all marketing channels to drive conversion
LINK TO KPIS
1
2
3 4 5 6 7 8 9 12
LINK TO KPIS
5 8 9 12
LINK TO KPIS
8 9
LINK TO KPIS
9
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4 6 8 9 10
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 5 6 7 8 9
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4
5 6 7 8
9 11
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 4 6 8 9
Read more on pages 148 to 153 Read more on pages 148 to 153 Read more on pages 148 to 153 Read more on pages 148 to 153
Within the framework of our seven strategic priorities, we made progress during FY25 through elevated levels
of investment and focus on further developing our client-centric business model.
DELIVERING OUR STRATEGY
OUR STR ATEGY
34
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

1. GROW REVENUE, PROFIT AND
RETURN ON CAPITAL EMPLOYED
2. ENHANCE STRONG BRAND
PARTNERSHIPS
3. DELIVER AN EXCEPTIONAL
CLIENT EXPERIENCE
4. DRIVE CLIENT AWARENESS AND
BRAND IMAGE THROUGH MULTIMEDIA
WITH IMPACTFUL MARKETING
WHAT IT MEANS
To drive revenue growth across our markets of the UK and the US and deliver
further operational leverage. Generate strong free cash flow conversion to
support growth leading to enhanced Return on Capital Employed (ROCE).
Delivered through consistent, sustained capital investment and selective
acquisitions to support growth.
WHAT IT MEANS
Our strong and long-standing relationships with the most recognised and
prestigious luxury watch and jewellery brands have remained a point of distinction.
Many of these relationships have been forged over many years, but also include new
relationships with some exciting brands. We have also developed exclusive
partnerships and representations with some of our brand partners.
We work with a long-term view on elevating our brand partners’ equity in the
markets we serve and operate in full collaboration and transparency across all
aspects of the product, marketing and distribution mix.
WHAT IT MEANS
Our Xenia Client Experience Programme is an opportunity to create a unique
differentiator to our competition. Everything we do is driven by our client
experience and our colleagues, who are either serving a client or serving
someone who is. Our three Xenia pillars of Know Me, WOW Me and
Remember Me enable all colleagues to focus on how we make our clients
feelthroughout every interaction with our Group.
WHAT IT MEANS
Creative, effective and relevant marketing content targeted towards a broad
aspirational audience, to support our showrooms and showcase our breadth
ofrange and expertise. We adopt a multi-channel marketing approach to
maximise awareness, invest in performance marketing to drive sales both
onlineand offline, and work with brand partners on co-operative marketing
campaigns, clienteling and events.
HOW WE PERFORMED IN FY25
– Group revenue +8% at constant currency and +7% at reported rates,
Adjusted EBIT of £150 million (+12% at constant currency) and ROCE
of19.0% (-50bps)
– Acquired Roberto Coin Inc. and the Hodinkee business (refer to pages 42
to49)
– Opened four new showrooms
– Relocated/expanded/refurbished 11 showrooms including the new flagship
Rolex boutique on Old Bond Street, London and introduction of Rolex agencies
to Watches of Switzerland, Plano, Texas and Mayors, Jacksonville, Florida
– Closed low profitability showrooms in the UK, and progressed European exit
– Continued the roll-out of Rolex Certified Pre-Owned and Certified
Pre-Owned within our portfolio
– Commenced ecommerce re-platform in US
– Expansion of the luxury branded jewellery offering, including the exclusive
launches of David Yurman and Repossi in the UK
– Launched £25 million share buyback programme
HOW WE PERFORMED IN FY25
– Attended multiple watch and jewellery events, including Watches and
Wonders Geneva, Geneva Watch Days, Vicenza Jewellery Show, and the JCK
and Couture show in Las Vegas
– Watches of Switzerland hosted the 2024 Grand Prix d’Horlogerie de Genève
(GPHG) award-winning watches at our Watches of Switzerland showroom in
Soho, New York
– Formulation of long-term development plans with our strategic brand partners
– Opened the flagship Rolex boutique on Old Bond Street, London (refer to
pages 38 to 41
– Exclusive and first-to-market watch product with a number of brands
including Cartier, Breitling, TAG Heuer and BVLGARI
– Continued acceleration of luxury branded jewellery with new brand
partnerintroductions, including the UK exclusive launches for David Yurman
and Repossi
– Worked with brands on significant training programmes for our colleagues
including our Learning Management System to support e-learning
HOW WE PERFORMED IN FY25
– We made our clients feel comfortable and at ease before their consultation
commenced on 96% of visits with the conversation in 9 out of 10 occasions
going beyond product and purchase to understand the client on a more
personal level
– Our colleagues’ passion, expertise and confidence shone through in 9 out
of10 occasions, with 90% of the shoppers agreeing they would be likely to
purchase luxury watches or jewellery from the showroom in the future
– Our online client experience remains strong with an average Trust Pilot rating
of 4.5 across our US and UK websites
– In the UK, we hosted 225 events and entertained over 5,000 clients in both
showrooms and key prestigious locations around the UK with our key brand
partners across watches and jewellery along with Certified Pre-Owned events
– In the US, we hosted over 360 events and entertained nearly 6,000 clients
across showrooms and external venues with our key brand partners including
launch events
– Worked with The AHA Group to create an unrivalled client experience
inRolex Old Bond Street boutique (refer to page 41)
HOW WE PERFORMED IN FY25
– Continued focus on performance marketing with market-leading digital
campaigns across Google, optimised for multi-channel return
– Our presence on social media continues to be an important channel to
inspire, engage and target a new, younger audience
– Investment in print media and outdoor advertising with our key brand
partners, along with bursts of activity to support our Watches of Switzerland
Group exclusives and new agencies
– Investment in local activations, ensuring each new or refurbished showroom
has a localised support plan to help drive awareness and footfall
– Extensive PR activity in the US with activations such as the GPHG and the
first series of dedicated Rolex Certified Pre-Owned events
– Delivered a comprehensive marketing plan to support the launch of Rolex
Old Bond Street boutique with media, social media and events
OBJECTIVES FOR FY26
– Invest in our showroom portfolio with an exciting pipeline including:
– New Mappin & Webb Luxury Jewellery boutique, Manchester
– New Audemars Piguet AP House, Manchester operating as a joint venture
– Continue to grow pre-owned and Rolex Certified Pre-Owned
– Expansion of luxury branded jewellery within our portfolio of showrooms and
online
– Launch of our Goldsmiths Signature diamond collection, exclusive cut in the
UK market and fully traceable via TracR by De Beers
– Invest in Roberto Coin visibility and brand image, mono-brand boutique
format, space expansion, merchandising and marketing
– Launch the re-platformed US ecommerce sites
OBJECTIVES FOR FY26
– Continue to grow our brand partners’ equity, through network elevation
andexcellence in merchandising and retail
– Develop strategic joint business plans focused on distribution, product
launches, training, marketing and online
– Open the Audemars Piguet AP House, Manchester operating as a
jointventure
– Introduction of new jewellery brands to our portfolio, including De Beers
inour new Mappin & Webb Luxury Jewellery boutique, Manchester
– Continue celebrating our Mappin & Webb 250-year anniversary (refer to
pages 50 to 53
– Strengthen partnerships with our brands on our ESG agenda
OBJECTIVES FOR FY26
– Continue to focus on the Xenia client experience across our showrooms
andembed throughout all our processes and support teams
– Continue to elevate and widen our client event programme, with focus
onstrong commercial client events
– Focus on clienteling the ‘Collector’ with relevant activations and enhanced
personalised VIP offerings
– Enriched retail training programmes to elevate the coaching and delivery
ofconsistent exceptional service levels, supported by enhanced training
resources and targeted training programmes
OBJECTIVES FOR FY26
– Maximise key brand partnerships with the delivery of full 360 marketing
campaigns and event plans – focusing on new and exclusive products
– Continue to drive awareness through a multi-channel strategy with bold,
impactful content creation
– Ongoing investment in performance marketing to drive sales both online and
offline, continuing a strong digital presence to drive awareness and conversion
– Deliver a strong event programme, with focus on commercial events, brand
hospitality and selected brand experiences
– Focus on Certified Pre-Owned and the circular economy of selling and buying
in pre-owned watches
– Focus on retail/commercial marketing to drive footfall and opportunities
within showrooms
– Strengthen our editorial voice, maximising the potential of Hodinkee
– Grow the Roberto Coin brand by creating awareness through a high-profile
campaign, with Dakota Johnson as Global Brand Ambassador, maximised
across all marketing channels to drive conversion
LINK TO KPIS
1
2
3 4 5 6 7 8 9 12
LINK TO KPIS
5 8 9 12
LINK TO KPIS
8 9
LINK TO KPIS
9
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4 6 8 9 10
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 5 6 7 8 9
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4
5 6 7 8
9 11
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 4 6 8 9
Read more on pages 148 to 153 Read more on pages 148 to 153 Read more on pages 148 to 153 Read more on pages 148 to 153
KEY PERFORMANCE INDICATORS PRINCIPAL RISKS AND UNCERTAINTIES
7
Cash generated from operations
8
Average selling price
9
Number of showrooms
0
Colleague Engagement Survey

ESG – Carbon emissions
2
ESG – Circularity
7
Regulatory and compliance
8
Economic and political
9
Brand and reputational damage
0
Financial and treasury

Climate change

Revenue
2
Operating profit/EBIT
3
Adjusted EBIT
4
Basic EPS
5
Adjusted EPS
6
Return on Capital Employed

Business strategy execution and development
2
Key suppliers and supply chain
3
Client experience and market risks
4
Colleague talent and capability
5
Data protection and cyber security
6
Business interruption
35
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

5. LEVERAGE BEST-IN-CLASS
OPERATIONS
6. EXPAND OUR
MULTI-CHANNEL LEADERSHIP
7. CONTINUE TO ADVANCE
ACROSSESG INDICATORS
WHAT IT MEANS
Merchandising
Dynamic inventory management optimises stock availability, enhances
showroom productivity and maximises stock turn. Focus on speed to market
inboth showrooms and online.
Retail operations
We aim to continually drive productivity and profitability, with a high level
ofaccountability and performance management.
IT systems
Our integrated retail IT systems are based on a single SAP platform powering
showroom point of sale, Client Relationship Management, reporting solutions,
live inventory availability and operations. This single platform enables rapid
expansion capabilities in new markets or through acquisitions.
WHAT IT MEANS
Our multi-channel business model is a key competitive advantage and
underscores our ability to react with speed and agility to a rapidly evolving
consumer environment whilst offering our clients an exceptional experience.
We continue to invest in expanding and enhancing our platform, consisting
ofmulti-brand showrooms, online, travel retail and mono-brand boutiques.
WHAT IT MEANS
We continue to make strong progress against Environmental, Social and
Governance indicators, which serve as the foundation of our sustainability
strategy and play a critical role in driving long-term value creation and enhancing
stakeholder trust and satisfaction.
HOW WE PERFORMED IN FY25
Merchandising
– Improved inventory composition and turn to optimise open-to-buy, cost
toassort and bestseller and novelties coverage
– Range reviews by showroom and brand, alongside inventory and turn targets
set by brand and product groups
– Extended the level of SKUs we have for key brands on our ecommerce
platform to ensure we have the full range of products available by brand
Retail operations
– Opened the flagship Rolex boutique on Old Bond Street, London with
unparalleled client service protocols (refer to pages 38 to 41)
– Refined all retail procurement policies and processes, streamlining workload
for retail colleagues and reducing costs
– Commenced the UK retail transformation programme, driving efficiency
andprofitability through our showroom network
– Opened our new US Support Centre in Sunrise, Florida
IT systems
– Continued to refresh and expand our in-store technology, ensuring
showroom teams have the best technology to hand in support of every
clienttransaction
– Began re-platforming of our US ecommerce platforms
– Enhanced the Group’s cyber security protection framework
HOW WE PERFORMED IN FY25
Multi-brand showrooms
– Opened two new multi-brand showrooms
– Completed the significant refurbishments/expansions/relocations of ten
multi-brand showrooms, including the opening of a new 2,000 sq. ft.
PatekPhilippe room in Betteridge, Greenwich, Connecticut
Online
– Continued to leverage our market-leading position in the UK in digital
marketing and multi-channel excellence
– Commenced the US ecommerce re-platform
– Acquisition of the Hodinkee business to leverage online client base and traffic
Mono-brand boutiques
– Opened the flagship Rolex boutique on Old Bond Street, London (refer to
pages 38 to 41)
– Converted our Mayors, Lenox, Atlanta showroom to a Rolex boutique
Travel retail
– Travel retail in the UK continues to improve as traffic continues to increase
Wholesale branded jewellery
– Acquisition and integration of Roberto Coin Inc. (refer to pages 46 to 49)
Media
– Acquisition of the Hodinkee business (refer to pages 42 to 45)
HOW WE PERFORMED IN FY25
People
– Great Place to Work-Certified™ in both the UK and US
– Further closure of the UK Gender Pay Gap by 4% to 16%
– Ranked #7 of the FTSE 250 in the FTSE Women Leaders Review
– Donated £986,646 to UK charities and $591,500 to US charities through
TheWatches of Switzerland Group Foundation
Planet
– Transitioned to 100% renewable energy across our Group through the
purchase of renewable energy certificates, backed by guarantees of origin
– +11% in total location-based emissions, driven by growth in the business.
86%reduction in our market-based operational emissions
– Introduced a new energy management system to help reduce energy
consumption and emissions
– Carried out a net-zero feasibility study and began to align our reporting with
the recommendations of the UK Transition Plan Taskforce (TPT)
– Grew sales of pre-owned watches by 39%, but missed our circularity target
– See page 58 for carbon emissions and circularity KPIs
Product
– Strengthened our procurement function
– Implemented a bespoke AI platform to support data collection, transparency
and due diligence
– Ran our first UK marketing campaign dedicated to promoting pre-owned watches
– Mappin & Webb named CSR Jewellery Retailer of the Year by the Professional
Jeweller Awards for the second consecutive year
OBJECTIVES FOR FY26
– Optimise brand presentation in our showrooms with stock availability and
depth and width of assortment, calibrating according to business needs and
space capacity
– Focus on inventory composition to further improve ranging and inventory turns
– Continue refurbishment and performance improvement of our showroom
network
– Focus on data analytics and AI to drive business insight and performance
– Launch the re-platformed US ecommerce sites
– Continue to enhance our cyber security infrastructure
OBJECTIVES FOR FY26
– Ongoing investment in elevating and upgrading the existing network
– Growing sector leadership online with a focus on luxury watches, jewellery and
luxury branded jewellery with continual improvement of user experience
– Launching the new US ecommerce platform, providing a more seamless
journey for Hodinkee traffic
– Working closely with our brand partners to further develop our multi-channel
partnerships
– Commencing strategic initiatives for Roberto Coin Inc., including space
expansion and opening mono-brand boutiques in the US
OBJECTIVES FOR FY26
– Maintain our Great Place To Work
®
certification
– Set long-term, science-based targets to reach net-zero emissions by 2050
andimprove energy efficiency
– Evolve our climate transition planning
– Grow our range of products with positive environmental and social attributes
– Further support circularity by promoting repairs, servicing and pre-owned
– Continue our support for The Watches of Switzerland Group Foundation
LINK TO KPIS
2
3 4 5 6 7 8 9 12
LINK TO KPIS
9
LINK TO KPIS
10 11 12
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4 6 7 8
10 11
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 4 6 8
10
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 6 9
10 11
Read more on pages 148 to 153
Read more on pages 148 to 153 Read more on pages 148 to 153
OUR STR ATEGY
CONTINUED
36
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

5. LEVERAGE BEST-IN-CLASS
OPERATIONS
6. EXPAND OUR
MULTI-CHANNEL LEADERSHIP
7. CONTINUE TO ADVANCE
ACROSSESG INDICATORS
WHAT IT MEANS
Merchandising
Dynamic inventory management optimises stock availability, enhances
showroom productivity and maximises stock turn. Focus on speed to market
inboth showrooms and online.
Retail operations
We aim to continually drive productivity and profitability, with a high level
ofaccountability and performance management.
IT systems
Our integrated retail IT systems are based on a single SAP platform powering
showroom point of sale, Client Relationship Management, reporting solutions,
live inventory availability and operations. This single platform enables rapid
expansion capabilities in new markets or through acquisitions.
WHAT IT MEANS
Our multi-channel business model is a key competitive advantage and
underscores our ability to react with speed and agility to a rapidly evolving
consumer environment whilst offering our clients an exceptional experience.
We continue to invest in expanding and enhancing our platform, consisting
ofmulti-brand showrooms, online, travel retail and mono-brand boutiques.
WHAT IT MEANS
We continue to make strong progress against Environmental, Social and
Governance indicators, which serve as the foundation of our sustainability
strategy and play a critical role in driving long-term value creation and enhancing
stakeholder trust and satisfaction.
HOW WE PERFORMED IN FY25
Merchandising
– Improved inventory composition and turn to optimise open-to-buy, cost
toassort and bestseller and novelties coverage
– Range reviews by showroom and brand, alongside inventory and turn targets
set by brand and product groups
– Extended the level of SKUs we have for key brands on our ecommerce
platform to ensure we have the full range of products available by brand
Retail operations
– Opened the flagship Rolex boutique on Old Bond Street, London with
unparalleled client service protocols (refer to pages 38 to 41)
– Refined all retail procurement policies and processes, streamlining workload
for retail colleagues and reducing costs
– Commenced the UK retail transformation programme, driving efficiency
andprofitability through our showroom network
– Opened our new US Support Centre in Sunrise, Florida
IT systems
– Continued to refresh and expand our in-store technology, ensuring
showroom teams have the best technology to hand in support of every
clienttransaction
– Began re-platforming of our US ecommerce platforms
– Enhanced the Group’s cyber security protection framework
HOW WE PERFORMED IN FY25
Multi-brand showrooms
– Opened two new multi-brand showrooms
– Completed the significant refurbishments/expansions/relocations of ten
multi-brand showrooms, including the opening of a new 2,000 sq. ft.
PatekPhilippe room in Betteridge, Greenwich, Connecticut
Online
– Continued to leverage our market-leading position in the UK in digital
marketing and multi-channel excellence
– Commenced the US ecommerce re-platform
– Acquisition of the Hodinkee business to leverage online client base and traffic
Mono-brand boutiques
– Opened the flagship Rolex boutique on Old Bond Street, London (refer to
pages 38 to 41)
– Converted our Mayors, Lenox, Atlanta showroom to a Rolex boutique
Travel retail
– Travel retail in the UK continues to improve as traffic continues to increase
Wholesale branded jewellery
– Acquisition and integration of Roberto Coin Inc. (refer to pages 46 to 49)
Media
– Acquisition of the Hodinkee business (refer to pages 42 to 45)
HOW WE PERFORMED IN FY25
People
– Great Place to Work-Certified™ in both the UK and US
– Further closure of the UK Gender Pay Gap by 4% to 16%
– Ranked #7 of the FTSE 250 in the FTSE Women Leaders Review
– Donated £986,646 to UK charities and $591,500 to US charities through
TheWatches of Switzerland Group Foundation
Planet
– Transitioned to 100% renewable energy across our Group through the
purchase of renewable energy certificates, backed by guarantees of origin
– +11% in total location-based emissions, driven by growth in the business.
86%reduction in our market-based operational emissions
– Introduced a new energy management system to help reduce energy
consumption and emissions
– Carried out a net-zero feasibility study and began to align our reporting with
the recommendations of the UK Transition Plan Taskforce (TPT)
– Grew sales of pre-owned watches by 39%, but missed our circularity target
– See page 58 for carbon emissions and circularity KPIs
Product
– Strengthened our procurement function
– Implemented a bespoke AI platform to support data collection, transparency
and due diligence
– Ran our first UK marketing campaign dedicated to promoting pre-owned watches
– Mappin & Webb named CSR Jewellery Retailer of the Year by the Professional
Jeweller Awards for the second consecutive year
OBJECTIVES FOR FY26
– Optimise brand presentation in our showrooms with stock availability and
depth and width of assortment, calibrating according to business needs and
space capacity
– Focus on inventory composition to further improve ranging and inventory turns
– Continue refurbishment and performance improvement of our showroom
network
– Focus on data analytics and AI to drive business insight and performance
– Launch the re-platformed US ecommerce sites
– Continue to enhance our cyber security infrastructure
OBJECTIVES FOR FY26
– Ongoing investment in elevating and upgrading the existing network
– Growing sector leadership online with a focus on luxury watches, jewellery and
luxury branded jewellery with continual improvement of user experience
– Launching the new US ecommerce platform, providing a more seamless
journey for Hodinkee traffic
– Working closely with our brand partners to further develop our multi-channel
partnerships
– Commencing strategic initiatives for Roberto Coin Inc., including space
expansion and opening mono-brand boutiques in the US
OBJECTIVES FOR FY26
– Maintain our Great Place To Work
®
certification
– Set long-term, science-based targets to reach net-zero emissions by 2050
andimprove energy efficiency
– Evolve our climate transition planning
– Grow our range of products with positive environmental and social attributes
– Further support circularity by promoting repairs, servicing and pre-owned
– Continue our support for The Watches of Switzerland Group Foundation
LINK TO KPIS
2
3 4 5 6 7 8 9 12
LINK TO KPIS
9
LINK TO KPIS
10 11 12
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 3 4 6 7 8
10 11
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 3 4 6 8
10
LINK TO PRINCIPAL RISKS AND UNCERTAINTIES
1 2 6 9
10 11
Read more on pages 148 to 153
Read more on pages 148 to 153 Read more on pages 148 to 153
SUSTAINABILITY
Our strategy is underpinned
by three pillars
PEOPLE
Give our colleagues every reason to join, grow and stay
Attract and retain talent
Build an organisation fit for the future
Leverage our unique culture
Support our local communities
PRODUCT
Improve our traceability and sourcing standards
Highlight industry progress
Support circularity through repairs, servicing
and our pre-owned business
PLANET
Achieve net-zero carbon by 2050
Build climate resilience
Help preserve natural resources
Read more on page 78
Read more on page 100
Read more on pa ge 132
37
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OUR STRATEGY IN ACTION
38
We are delighted to support our longest-standing partner in the UK, the Watches of
Switzerland Group, with the opening of the new boutique in Bond Street. The new store
represents the latest elevation in customer service standards and Rolex representation.
The boutique is not only a place to purchase a timepiece but also a celebration of the
brand’s legacy, with The Rolex Watch Company having been founded in London in
the early 1900s. It reflects innovation and a commitment to delivering an unparalleled
experience for every client.”
RICHARD DE LEYSER
MANAGING DIRECTOR, ROLEX UK
38
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

On 14 March 2025, we were proud to open our new flagship Rolex boutique
located on Old Bond Street in Mayfair, London. The opening represents an
exciting new chapter in the partnership with Rolex, which began over 100 years
ago in 1919 with our Northern Goldsmiths showroom in Newcastle. We were
honoured to reveal this landmark showroom, having managed the former Rolex
boutique on Old Bond Street for the last 50 years, marking a significant
milestone in the luxury horology retail landscape.
FOUR FLOORS, A WHOLE ROLEX WORLD
Nestled in one of the most prestigious global luxury retail destinations, the
newboutique spans four elegantly designed floors, each dedicated to welcoming
clients and showcasing the finest Rolex timepieces. Visitors are able to immerse
themselves in the entire Rolex collection, with all iconic families such as GMT
Master II, Cosmograph Daytona and Submariner showcased. Additionally, the
boutique features a floor dedicated to Rolex Certified Pre-Owned and a Rolex
exhibition which proudly displays the finest heritage pieces from the last 120 years.
The boutique also includes a Rolex Authorised Service Centre for the
maintenance and care of clients’ timepieces.
ROLEX INTERIOR
The boutique’s interior is a harmonious blend of contemporary elegance and
timeless craftsmanship, featuring distinct areas that cater to every aspect of a
client’s journey. Upon entering the ground floor, visitors are met with an elegant
marble mosaic-floored reception lobby adorned with a signature green marble
wall and large concierge desk, where they are greeted by attentive hosts who
guide them seamlessly through the boutique.
The opening of one of the largest Rolex boutiques
in Europe marks a monumental milestone for both
the Watches of Switzerland Group and our enduring
partnership with Rolex, which has flourished for
over a century. At over 7,200 square feet, this
boutique will not only showcase the widest array
of timepieces, including rare gem-set models, but
also redefine the luxury retail experience. We have
invested in this venture because we are committed
to delivering a memorable brand experience with
exceptional client experience. This will be a true
destination for Rolex enthusiasts, where they can
immerse themselves in the heritage and craftsmanship
of the brand while enjoying the very best in the
product offerings from current ranges, Rolex Certified
Pre-Owned and After-Sales services.”
BRIAN DUFFY
CEO OF THE WATCHES OF SWITZERLAND GROUP
Directly adjacent to the reception, the main showroom area offers a thoughtfully
arranged display space, allowing clients to explore and familiarise themselves with
the Rolex collections. A captivating, suspended art installation featuring gold
bezels and green glass, visible from each floor, adds a touch of creativity, taking
advantage of the full height of the building. With carefully curated displays and an
expert, passionate team on hand, visitors will receive a personalised service and
guidance as they discover the history and innovation behind each timepiece.
As clients descend to the lower ground floor via the bespoke walnut staircase
which runs throughout, they will enter a room divided into two complementary
spaces: the Rolex exhibition area and the Rolex Certified Pre-Owned room. This
elegant sanctuary resembles a private study, complete with relaxed seating areas
and gallery walls showcasing iconic Rolex testimonies. Here, clients can immerse
themselves in the rich history and technical excellence of the brand, making the
experience not just a retail visit, but an insightful journey into the world of Rolex.
The first floor is home to current Rolex collections, where the pinnacle of
watchmaking is displayed. Designed with luxury in mind, two private consultation
suites grant clients the opportunity to try on rare and exclusive timepieces.
Further presentation areas are furnished with tan leather seating and are set
around a magnificent green marble bar, inviting clients to experience the finest
hospitality. In addition to the classic and world-renowned collections, the boutique
features an exclusive selection of unique and rare gem-set Rolex timepieces.
Links to strategic pillars:
39
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

AUTHORISED SERVICE CENTRE
The flagship experience culminates on the second floor, which houses the
RolexAuthorised Service Centre, with five fully trained watchmakers and two
technicians ensuring clients can enjoy world-class technical service. This floor
emphasises the brand’s commitment to craftsmanship, a glass-walled Rolex
timepiece workshop offering visitors a glimpse into the state-of-the-art specialist
capabilities and technical know-how. With four after-sales desks and consultation
areas at their disposal, clients can expect an all-encompassing service experience.
The Watches of Switzerland Group has a long-lasting partnership with Rolex and
the Old Bond Street boutique is the jewel in the crown, offering an unmatched
retail experience that establishes a new standard in luxury.
OUR STRATEGY IN ACTION
CONTINUED
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

XENIA CLIENT EXPERIENCE AT ROLEX OLD BOND STREET
Client experience is at the heart of everything that the Watches of Switzerland
Group do and working with The AHA Group, we created an unrivalled luxury
experience to ensure that the Rolex Old Bond Street boutique is coveted as the
destination for Rolex worldwide.
The AHA Group crafts unparalleled, scalable and innovative client experiences
that not only drive financial results but also enhance client loyalty and create
passionately engaged clients.
The vision for the client experience in Rolex Old Bond Street was based on
honouring Rolex’s legacy and providing every guest with a personal experience
and a lasting memory – while ensuring consistency, scalability and efficiency. We
wanted to create an unrivalled luxury experience coveted as the destination for
Rolex worldwide. This mission has been the guiding light for the client experiences
that we have designed – from the very first moment coming through the doors
through to the last fond farewell, each guest will be treated exceptionally. The
client experiences at this boutique are guided by a 140-page Experience Playbook
brought to life by the finest teams in luxury retail.
The partnership between Antonia Hock, Founder & President of The AHA
Group, and the Watches of Switzerland Group was established in 2021, when
theGroup launched Xenia – our in-house elevated Client Experience Programme
which is now used across the Group. The Rolex Old Bond Street boutique
isthepinnacle of this luxury client experience, delivering an unmatched retail
experience that establishes a new standard inluxury.
This boutique offers guests and clients an
unparalleled experience that brings the
world of Rolex to life. Each detail – from the
design of the space to the carefully crafted
luxury moments – underpins a commitment
to delivering the highest standards in
luxury retail. It was a pleasure to work
alongside the best teams in the industry
to bring these client experiences to life for
Rolex aficionados worldwide. When the
doors open on Old Bond Street, delightful
experiences await every guest!”
ANTONIA J.A. HOCK
FOUNDER & PRESIDENT OF THE AHA GROUP
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OUR STRATEGY IN ACTION
CONTINUED
42
OUR STRATEGY IN ACTION
CONTINUED
Ben Clymer, Hodinkee CEO
42
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

In October 2024, the Watches of Switzerland Group announced the acquisition
of the editorial, limited edition product and insurance business of Hodinkee,
uniting the leading watch retailer and the digital trailblazer with the goal of
supporting Hodinkee’s continued operation as a leader in the watch community.
The acquisition created an alignment between the Watches of Switzerland
Group and Hodinkee, two pioneering businesses jointly dedicated to the
betterment of the watch industry.
With a history of stewarding brands, the Group is utilising its leadership role
inthe industry to further Hodinkee’s mission in sharing the most engaging,
educational and entertaining watch content. This acquisition significantly impacts
its leadership position by, among other things, providing unmatched insight to
theworld’s leading watch editorial entity as well as access to one of the most
developed watch enthusiast communities in the industry.
As part of the acquisition, Hodinkee founder, and former CEO, Ben Clymer
returned to his leading position for the company, for the first time since 2020.
Hodinkee is run independently as a leading editorial media organisation under
theWatches of Switzerland Group umbrella. In a decision based in protecting an
integral component of the industry, both teams have a shared goal in growing the
global watch community and continuing Hodinkee’s journalism, ensuring the entire
watch industry can continue its faith in Hodinkee’s unique voice and lens through
which they present unmatched editorial content.
The Group also acquired functions behind Hodinkee’s insurance programme.
Inpartnership with Chubb, the premier insurer of valuable collections, Hodinkee
offers maximised protection for watches and jewellery.
Links to strategic pillars:
43
We align ourselves with brands
who inspire us, and whose
partnership offers a mutually
beneficial outcome. Hodinkee
distinguishes itself in the world of
horology, and while our goal is to
provide Hodinkee with a home to
continue to flourish, we are proud
to gain valuable insights from their
groundbreaking team
and operation.”
BRIAN DUFFY
CEO OF THE WATCHES OF SWITZERLAND
GROUP
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OUR STRATEGY IN ACTION
CONTINUED
ABOUT HODINKEE
Since its founding in 2008, Hodinkee has become the pre-eminent resource for
modern and vintage wristwatch enthusiasts. Founder and CEO, Ben Clymer and
his team of writers are known for their innate understanding of both historical
references and the most cutting-edge haute horlogerie, and more importantly,
can explain them in a way that is both entertaining and easy to understand. The
Hodinkee team circles the globe looking for the most interesting stories about
watches, watch collectors, watchmakers and more, and then tells those stories
across a diverse group of multimedia channels. Hodinkee is the horological
touchpoint for other news, business and lifestyle media, too.
Hodinkee also announced that award-winning journalist Andy Hoffman has
joinedthe Hodinkee editorial team as Senior Business Editor. Based in Geneva,
Switzerland, Andy brings exceptional depth of expertise through hiscareer
spanning Bloomberg News and The Globe and Mail.
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Q& A
BEN CLYMER ,
HOD I NK EE
CEO
THE HODINKEE AUDIENCE
Hodinkee is the leading global
platform for watch collectors and
luxury enthusiasts. The global
audience is highly engaged and
connected with the Hodinkee brand
across all platforms. Hodinkee reaches
passionate, knowledgeable and highly
engaged communities across social
media channels globally.
FOCUS FOR HODINKEE
GOINGFORWARDS
The acquisition of the Hodinkee
business will help drive online
leadership in the US, through
leveraging the high-quality traffic
andclient base that Hodinkee holds.
In May 2025 we re-platformed
ourWatches of Switzerland US
ecommerce site to Shopify, which
provides a seamless link between
Hodinkee and the Watches of
Switzerland platform.
Ben and his team have begun
hostingexclusive events within our
showrooms in both the US and UK.
This will become a feature of how
ourtwo businesses can work together
in partnership.
WEBSITE & APP
48m
VIEWS PER YEAR
15m
TOTAL ACTIVE USERS
SOCIAL MEDIA
1.5m
SOCIAL MEDIA FOLLOWERS
Why do you consider
the acquisition of
Hodinkee by the
Watches of Switzerland
Group positive for the
future ofthe business?
Since Hodinkee’s founding in 2008, we’ve always
known we wanted to find a home for it that would
help expand our mission to share the love of watches
with as many people as possible. With the Watches
of Switzerland Group’s role as one of the largest,
strongest and oldest retailers in the English speaking
world – not to mention one with a leadership team
with whom we’ve been friends for approaching ten
years now – it just made great sense to join forces.
We really believe that together, we can serve the
global watch community in a whole new way.
What has been your
first impressions since
joining the Group?
There are two things I’ve really come to appreciate
inthese first six months: 1) the operational efficiency
of such a large, global organisation – something
Idefinitely want to learn from and apply to what
wedo at Hodinkee and 2) the strength of the team.
These people really know their strengths and
weaknesses and lead in a special way, while never
being afraid to ask questions. It’s been great so far,
top to bottom.
Are you concerned
Hodinkee will lose
editorial impartiality by
being part of the Group?
Simply stated, not in the least. Every publication
onearth is owned by someone – including those
thatcite their impartiality daily – and part of the
excitement behind this partnership is that the Group
works with almost every single brand on this earth as
a retail partner, and on the pre-owned side, literally
every brand. The Group, like Hodinkee, is just here
for the greater good of watches – and the Hodinkee
team remains completely removed from the goings
on of the retail business. We are now, more than
ever, encouraged to do things our way.
What are you most
excited about for
the future?
The most exciting part of the future, to me, will be
taking the strengths of Hodinkee, and the strengths
of the larger group, and trying some new ways to
service our community. There isn’t a combination like
us out there anywhere else in the world – and in due
time, we’ll see more people realising that. We can’t
wait to show you what’s next – sincerely.
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46
OUR STRATEGY IN ACTION
CONTINUED
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

On 8 May 2024, we announced that the Group had acquired the exclusive
distribution rights for the Roberto Coin brand in theUS, Canada, Central
America and the Caribbean, through the acquisition of Roberto Coin’s US
associated company, Roberto Coin Inc., for a total consideration of
£106million.
The acquisition of Roberto Coin Inc. builds on the Group’s proven capabilities
inshowcasing luxury brands and represents a significant milestone in our stated
strategy to accelerate jewellery growth in the luxury branded jewellery category
in the US, the world’s largest and fastest growing luxury jewellery market. The
transaction marks a step change in the Roberto Coin Inc. retail and distribution
strategy, underpinned by our retail and digital expertise and portfolio of
showrooms across the US.
STRATEGIC RATIONALE FOR THE ACQUISITION
OF ROBERTO COIN INC.
Luxury branded jewellery is a core pillar of the Group’s growth strategy;
the trend within the global luxury jewellery market is towards branded jewellery
which made up 27% of the market in 2024, up from 17% in 2019.
The acquisition builds on the Group’s proven capabilities in showcasing luxury
brands across both watches and jewellery and will significantly enhance our
strategic positioning in the luxury branded jewellery category inthe US, the
world’s largest luxury jewellery market on a per capita basis.
The Group leverages its operational and retailing expertise to drive incremental
growth in Roberto Coin Inc., both across Roberto Coin Inc.’s wholesale
distribution as well as Direct to Consumer (DTC) inthe Group’s retail boutiques
and online.
47
KEY OPPORTUNITIES INCLUDE:
Expansion opportunities in wholesale
– Opportunity for enhancement of the in-store presentation, including
shop-in-shop formats with existing partners. These have been trialled
togreateffect in our Mayors showrooms
– Focus on merchandising, including core ranges and ‘never out of stock’ products
going into FY26
– Further expansion of the wholesale network with department stores and
independent retailers
– Developing joint business plans with wholesale partners
– Opportunity to develop the export markets in Canada, Central America
andthe Caribbean
DTC through the Group’s showroom portfolio and online
– New shop-in-shop presentations have been installed in Mayors showrooms,
driving improved sales densities and productivity
– FY26 re-launch of theRoberto Coin US online ecommerce platform
– Potential to elevate and expand space
– Using the Group’s CRM and clienteling capabilities to drive sales
– Actively negotiating new mono-brand boutiques in the US with three leases
signed to date
Opportunities for both DTC and wholesale
– Opportunity to grow the high-end Roberto Coin Collection
– In May 2025 we launched the new brand campaign for Roberto Coin, featuring
Dakota Johnson as Global Brand Ambassador. This campaign will significantly
increase brand awareness of Roberto Coin and bring the brand to a wider audience
Links to strategic pillars:
47
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OUR STRATEGY IN ACTION
CONTINUED
ABOUT THE ROBERTO COIN BRAND
Roberto Coin is a brand of fine jewellery, whose
operational and production headquarters are located
in the heart of Vicenza, close to the city of Venice,
otherwise known as the CityofGold because of the
proliferation of goldsmiths. Roberto Coin jewellery
champions the traditional values of Italian artisanship,
with Coin’s immense creativity and his love of fashion
and the arts being channelled through everypiece.
The brand has become famous throughout the world
for its collections’ design and technological innovation,
which pay homage to, and revolutionise ancient Italian
manufacturing techniques, as well as for its particular
‘art of creating newauthenticity’.
Roberto Coin, the brand’s founder, designer and
eclectic businessman, defines hisdesire to make
collections that are always distinct and to guarantee
that each piece of jewellery is perceived as unique.
Far from standardised, the brand avoids aesthetic
traits that would make it easily recognisable.
Roberto Coin prefers that the details of artisanship
tell the story of his mission tocreate beauty – mixing
the past with the present and the codes of elegance
with the forms of art and architecture that inspire
him, particularly as he’s walking through the alleyways
of Venice, the city where he was born.
Another fundamental element that ties the
collections together and has made the brand
aniconof refinement throughout the world, is a
smallsignature ruby found inside every piece. It’s
positioned so that it’s in contact with the wearer’s
skin, respecting the ancient legend that rubies could
confer a long and happy life. This precious signature
has always been the message that the brand
dedicates to each of its clients. Loved by movie and
fashion stars, Roberto Coin’s jewellery takes centre
stage on international red carpets and countless
editorial pages. In part, this is a result of the brand’s
tireless ethical commitment, a beacon that has
illuminated Roberto Coin since its foundation; a
commitment that includes the activities of the
Kimberley Process, World Diamond Council, Dodd
Frank Act, Responsible Jewellery Council, CIBJO
andcarbon offsetting.
Today Roberto Coin is universally recognised as
apioneering talent in conceiving new trends and as
aman capable of balancing creativity and commerce
in the name of a success that is as brilliant as it
isresponsible.
Roberto’s creations have conquered more than
60countries around the world,the US being the
largest market, where the brand is a leader in the
jewellery industry.
Christy Turlington, previous ambassador of Roberto Coin
The brand has become famous throughout
the world for its collections’ design and
technological innovation, which pay
homage to, and revolutionise ancient Italian
manufacturing techniques, as well as for its
particular ‘art of creating newauthenticity’.”
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

THE MAGICAL RUBY SIGNATURE
The idea of the ruby as a symbolic signature comes from an ancient time and the
pages of antique books. A passion for history and mythology led Roberto Coin to
discover three very special stories. Three tales that mixed reality andimagination,
as is the nature of every true legend, which led him to a fundamental choice for
his future.
The legend belongs to the world of ancient Egypt. The pharaohs believed
that the ruby was a sort of talisman capable of, if kept in contact with the skin,
guaranteeing love, joy and everlasting health.
Roberto Coin found a passionate, meaningful symbol in the ruby and decided
toidentify the soul and the mission of his creative world with this little
preciousstone.
In 1996, the launch of the Appassionata collection marked not only the beginning
of the brand’s history, but also the first time that the magical signature, a small
ruby with an immense story, was set inside every piece of the collection.
The now famous hidden ruby conveys a message of goodwill from Roberto Coin,
combining the ardour of courage, the passion of love and the vitality ofhope.
ABO U T
MR ROBERTO COIN
After a first successful career in the world of
hospitality in Great Britain, at the age of 32,
RobertoCoin decides to return to his home country,
Italy andturn a new page in his life. Drivenby his
natural passion for style and exclusivity, he approaches
thejewellery world accompanied by a great will to
learnand to dialogue with the main international
entrepreneurs and the Italian artisanal maestros
whoteach him allthe secrets of the industry.
In 1996, the crucial decision: creating his own
jewellerybrand. At this point Roberto Coin’s
visionand creativity manifest themselves freely,
creating collections that are as exclusive and
multifaceted asthe women who wear them.
Inaveryshort time the brand becomes
recognisedand esteemed worldwide.
Since the beginning, Roberto Coin has signed each
one of his creations with a small ruby set inside;
asecret message of good wishes dedicated to his
clients that over the years has conferred him the
nickname of ‘The Collector of Rubies’.
Beyond the grand success of his creations, in 2009
andin 2013 Roberto Coin was invested by the
ItalianRepublic with the titles of Grand Officer and
Commander Order of Merit. He is also a member
ofthe board of directors of the World Diamond
Council, the organisation that collaborated with
theUN to create the Kimberly Process.
In the last 20 years he has been awarded with
manydifferent prizes, relating to the beauty of his
collections and also to his direct efforts in corporate
social responsibility.
Today, Roberto Coin lives between Vicenza and
Venice and continues his travels around the world
where he takes inspiration for five new collections
every year.
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50
OUR STRATEGY IN ACTION
CONTINUED
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Mark Appleby LVO,
Crown Jeweller
It is our great pleasure that in May 2024
wereceived the Royal Warrant to
His Majesty The King as Jewellers, Goldsmiths
and Silversmiths. As a grantee of a Royal
Warrant, it signifies and reinforces our
exemplary service, quality and excellence
of the highest calibre. The appointment
is judged on the sustainability and
environmental policies we have in place
within the Group and to have been awarded
this for five years is testament to the hard
work we have put in within our Company.”
KARL BAILEY, SENIOR MANAGER
MAPPIN & WEBB, REGENT STREET
Since it was founded in 1775, Mappin & Webb has harnessed a rich and
storiedhistory within the watch and jewellery industry. Now, as we celebrate
250years, we continue to embrace tradition with contemporary design,
cementing our position as a British treasure built upon the foundations
ofexcellence, superior quality and exquisite craftsmanship.
Our brand story began in 1775, when Jonathan Mappin opened a workshop in
Sheffield. His mission was to create the most beautifully crafted silverware for
British society.
The years that followed saw the Company expand internationally, receiving Royal
Warrants and commissions from Monarchs around the world, and becoming
synonymous with excellence, craftsmanship and all things undeniably British.
The Company continued to trade throughout both World Wars and its acclaimed
Campaign watch, supplied to the Admiralty in 1914, played an integral role in the
brand’s widespread popularisation during this time.
Mappin & Webb has been Warrant Holders to all the United Kingdom’s
sovereigns since 1897, having served five monarchs over a continuous period
of128 years. Today we continue as Jewellers, Goldsmiths and Silversmiths
toHisMajesty King Charles III.
THE CROWN JEWELLER
The Crown Jeweller, Mark Appleby LVO, is an
integralpart of our business asthe Head of Jewellery
Services for Mappin & Webb and oversees all the
craftsmanship that is produced inour jewellery
workshop and studios.
Mark Appleby was appointed to the position
ofCrown Jeweller in 2017, having also held the
position of Personal Jeweller to the Sovereign
since2012. This further cemented the Company’s
long-standing royal connection, beingthe 10th
person ever to be awarded this incredible honour.
The Crown Jeweller serves as the custodian of the
Crown Jewels housed in the Tower of London. He is
responsible for their annual maintenance and attends
key ceremonial events, including the Royal Maundy
Service, Royal Christenings, and Baptisms. He also
participates in the State Opening of Parliament and,
of course, in highly significant occasions such as the
State Funeral of a Monarch and the subsequent Royal
Coronation – both of which Mark Appleby LVO has
had the great honour of attending during his tenure
as custodian of the Crown Jewels.
Links to strategic pillars:
51
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OUR JEWELLERY AND SILVER WORKSHOPS
Mappin & Webb’s London Jewellery Workshop services all our Mappin &Webb
showrooms for their repairs and restoration needs and is known forits incredible
one-off bespoke jewellery pieces.
Our Jewellery Workshop has a highly skilled and professional team of mounters,
gemstone setters, renovators and restoration experts, CAD technicians, polishers
and gemmologists who, together, channel their passion for jewellery into the most
exquisite creations.
There have been several collections of jewellery within our Mappin & Webb
showroom that have been overseen by the Crown Jeweller. Inspired by the
depths of our archives, these jewellery pieces marry innovation with craftsmanship
from design origin to completion, all of which meet the final exacting standards of
the Crown Jeweller.
Mappin & Webb is very proud to not only have its own state-of-the-art
JewelleryWorkshop, but also a Silver Workshop based in Greater London.
Ourexperienced team consists of silversmiths, polishers, platers and engravers
who have worked on some incredible pieces in recent years. From the restoration
of mayoral regalia to the traditional professional cricket awards, and the very
prestigious Ascot Trophies. Mappin & Webb had the honour of producing these
trophies during the year that the late Queen Elizabeth II’s horse ‘Estimate’ won
The Queen’s Vase and the famous Ascot Gold Cup the following year.
OUR STRATEGY IN ACTION
CONTINUED
Our Jewellery Workshop has
a highly skilled and professional team
of mounters, gemstone setters, renovators
and restoration experts, CAD technicians,
polishers and gemmologists who, together,
channel their passion for jewellery into the
most exquisite creations.”
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

MAPPIN & WEBB TODAY
Mappin & Webb’s showrooms present our clients with an unparalleled selection
of beautiful watch and jewellery pieces from our luxury brand partners as well as
our own luxury jewellery collections, ranging from entry-level diamond pieces to
high-end jewellery. In 2023 we unveiled a new contemporary design concept in
our Mappin & Webb, York Showroom andwe continue to roll out this concept.
We are proud to host luxury watch brands that include Rolex, Cartier, OMEGA,
TUDOR and TAG Heuer, alongside our luxury jewellery brand partners. From
the romanticism of Roberto Coin to the contemporary vision embraced by
Messika, the Italian style and innovative flair of FOPE, andthe eclectic and
emblematic designs from Gucci.
In July 2024, Mappin & Webb became the sole UK retailer of the luxury American
jewellery brand, David Yurman in our flagship Regent Street showroom.
Pomellato, Pasquale Bruni, Fred, Marco Bicego, Repossi and Fabergé are also
exciting recent additions to Mappin & Webb’s luxury brand portfolio – each
harnessing a unique style combined with a rich heritage and distinct craftsmanship.
SUSTAINABILITY
Within Mappin & Webb we focus on sustainability – an example being the
introduction of a contemporary 18ct Yellow Gold collection, designed and crafted
by Precious Metal Designs by The Royal Mint, using their pioneering precious metal
sourcing technology. The collection is made from a sustainable source of gold
provided by The Royal Mint’s Precious Metals Recovery factory in South Wales.
Using world-first patented chemistry from the Canadian clean tech company Excir,
The Royal Mint has the capability to extract high-quality 999.9 purity gold from
e-waste. This recovered high purity gold reduces the dependence on traditional
mining and encourages more sustainable industry practices.
We were proud that Mappin & Webb was named CSR Jewellery Retailer of
theYear at the Professional Jeweller Awards 2024 for the second year running.
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HOW THE GROUP
MEASURES PERFORMANCE
Key Performance Indicators (KPIs) are designed to measure the development, performance and position of the business.
Certain KPIs are Alternative Performance Measures (APMs). The Directors use these measures as they provide
additional useful information and analyses on the underlying trends, performance and position of the Group. The APMs
are not defined by IFRS and therefore may not be directly comparable with other companies’ APMs. Thesemeasures
are not intended to be a substitute for, or superior to, IFRS measures.
KEY PERFORMANCE INDICATORS
FINANCIAL PERFORMANCE
REVENUE
PERFORMANCE (£MILLION)
£1,651. 5
1,542.8
1,537.9
1,238.0
905.1
1,651.5
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Revenue is stated exclusive of sales taxes andis
measured in accordance with IFRS 15 ‘Revenue
fromcontracts with customers’.
Growing revenue is a key pillar of our business strategy.
COMMENTARY
Group revenue increased +8% versus the prior
year in constant currency (+7% reported), with UK
and Europe +2% and US revenue +16% in constant
currency (+14% reported).
Further details on the revenue performance in the
year can be found in the Financial Review section
on pages 59 to 64.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 3 4 8 9
OPERATING PROFIT
PERFORMANCE (£MILLION)
£113 . 9
142.1
81.9
178.6
120.0
113.9
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Measure presented on the face of the Consolidated
Income Statement representing Profit/Earnings
Before Interest and Taxation.
Growing profit is a key pillar of our business strategy.
COMMENTARY
Operating profit reduced by 5% in the year, behind
revenue growth. The reported number is after the
impact of £55.5 million of exceptional costs (see
note 4 in the Consolidated Financial Statements
fordetails).
Further details on profit performance in the year
can be found in the Financial Review section on
pages 59 to 64.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 3 4 8 9 10
ADJUSTED EBIT
PERFORMANCE (£MILLION)
£149.7
130.3
77.6
165.1
134.7
149.7
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Operating profit before exceptional items and IFRS 16
impact. This is a measure of profitability that excludes
one-off exceptional items and IFRS 16 adjustments to
allow for comparability betweenyears.
This measure is defined as segment profit under
IFRS8 ‘Operating segments’ and is reconciled to
Profit Before Taxation on an IFRS basis in note 2
tothe Financial Statements.
Growing profit is a key pillar of our business strategy.
This measure was linked to the Executive performance
target for the FY25 annual bonus. Further detail can
be found in the Remuneration Committee Report
onpage 193.
COMMENTARY
Adjusted EBIT increased by 11% versus the prior
year, ahead of revenue growth.
Further details on profit performance in the year
can be found in the Financial Review section on
pages 59 to 64.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 3 4 8 9
54
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

FINANCIAL PERFORMANCE
PRINCIPAL RISKS AND UNCERTAINTIES
7
Regulatory and compliance
8
Economic and political
9
Brand and reputational damage
0
Financial and treasury

Climate change

Business strategy execution and
development
2
Key suppliers and supply chain
3
Client experience and market risks
4
Colleague talent and capability
5
Data protection and cyber security
6
Business interruption
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand
image through multimedia with
impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across
ESGindicators
BASIC EARNINGS PER SHARE
PERFORMANCE (p)
22.8
42.2
51.2
25.0
22.8
21.1
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Basic Earnings Per Share (EPS) is a statutory measure
defined by IAS 33. EPS is a direct measure of
profitability per share held in the Group.
Growing Basic EPS is a key pillar of our business strategy.
COMMENTARY
Basic EPS has reduced from 25.0p to 22.8p in
theyear, reflecting the decreased profitability in
the year (inclusive of exceptional costs detailed
innote 4 in the Consolidated Financial Statements).
For further detail please refer to note 9 in the
Consolidated Financial Statements.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 3 4 8 9 10
ADJUSTED EARNINGS PER SHARE
PERFORMANCE (p)
41.6
41.8
52.7
38.0
23.8
41.6
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Basic EPS adjusted for exceptional items as disclosed
in note 4 to the Financial Statements. This measure
isreconciled to statutory measures in note 9 to the
Financial Statements.
This is a measure of profit per share held in the Group,
excluding exceptional items and IFRS 16 adjustments.
This presents the Group’s underlying performance
without distortion from one-off or non-trading events
to provide comparability between years.
Growing Adjusted EPS is a key pillar of our business
strategy. This measure is linked to the Executive
performance target for the LTIP incentives.
Further detail can be found in the Remuneration
Committee Report on page 193.
COMMENTARY
FY25 Adjusted EPS has increased from 38.0p
to41.6p in the year, reflecting the increased
underlying profitability in the year.
For further detail please refer to note 9 in the
Consolidated Financial Statements.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 3 4 8 9 10
RETURN ON CAPITAL EMPLOYED
PERFORMANCE (%)
19.0%
27.4%
27.9%
19.5%
19.7%
19.0%
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Return on Capital Employed (ROCE) is defined as
Adjusted EBIT divided by average capital employed.
Average capital employed is total assets less current
liabilities on a pre-IFRS 16 basis. The calculation for
ROCE is included in theGlossary on page 272.
ROCE demonstrates the efficiency with which
theGroup utilises capital, and is a key pillar of
ourbusiness strategy.
This measure is linked to the Executive performance
target for the LTIP incentives. Further detail can be
found in the Remuneration Committee Report on
page 193.
COMMENTARY
ROCE has reduced by 50bps to 19.0% in the year.
Whilst Adjusted EBIT has increased versus the
prior year, the decrease is reflective of the higher
average capital employed to achieve this.
Further details on performance in the year can be
found in the Financial Review section on pages 59
to 64.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 8 10
55
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

FINANCIAL PERFORMANCE
CASH GENERATED FROM
OPERATIONS
PERFORMANCE (£MILLION)
£214.1
186.6
239.2
225.5
169.8
214.1
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Cash generated from operations is defined under
IAS7 ‘Statement of Cash Flows’. This is a direct
measure of cash generation from the operations of
the business excluding financing, investing, tax and
defined benefit pension contributions.
COMMENTARY
Cash generated from operations decreased by
£11.4 million but remains strong at £214.1 million
inthe year.
Further details on cash flow performance in
theyear can be found in the Financial Review
onpages 59 to 64.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 8 10
AVERAGE SELLING PRICE
PERFORMANCE
Luxury watches
Luxury jewellery
5,523
6,284
6,910
6,689
1,508
5,940
1,318
1,453
1,208
1,440
UK and Europe (£)
FY25 FY24 FY23 FY22 FY21
DEFINITION AND PURPOSE
Average selling price (ASP) represents revenue
generated (including sales-related taxes) in the period
from sales of the category, divided by the total
number of units of such products sold during the
period. This metric is a measure of sales performance.
Luxury watches are defined as those that have a
Recommended Retail Price greater than £1,000.
Luxury jewellery shows retail sales only, and is
defined as those that have a Recommended Retail
Price greater than £500.
COMMENTARY
The data reflects the ASP changes seen in the
yearas a result of the mix of products sold in
eachgeography.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 8
KEY PERFORMANCE INDICATORS
CONTINUED
Luxury watches
Luxury jewellery
13,246
12,673
5,253
6,035
11,476
12,006
12,818
6,099
6,830
5,221
US ($)
FY25 FY24 FY23 FY22 FY21
56
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

PRINCIPAL RISKS AND UNCERTAINTIES
7
Regulatory and compliance
8
Economic and political
9
Brand and reputational damage
0
Financial and treasury

Climate change

Business strategy execution and
development
2
Key suppliers and supply chain
3
Client experience and market risks
4
Colleague talent and capability
5
Data protection and cyber security
6
Business interruption
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand
image through multimedia with
impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across
ESGindicators
NUMBER OF SHOWROOMS
PERFORMANCE
208
171
193
223
208
Total
154
FY25 FY24 FY23 FY22 FY21
DEFINITION AND PURPOSE
Number of showrooms at the end of the financial
year. This metric demonstrates the Group’s size
and scale.
COMMENTARY
In the UK and Europe, the Group opened two
new showrooms, and closed 21 showrooms. In
theUS, the Group opened two new showrooms,
acquired four and closed two. The closures have
taken place as we continually assess our operations
to remain as efficient and productive as possible.
Our 208 showrooms include 94 dedicated
mono-brand boutiques.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
1 2 4 11
COLLEAGUE ENGAGEMENT SURVEY
PERFORMANCE
70%
86%
81%
76%
85%
70%
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Strong engagement is an important indicator of
culture,retention, productivity and ultimately business
performance. In line with our commitment to complete
an annual Colleague Engagement Survey, our most
recent survey was completed in September 2024.
FY25 was the first year that we have partnered with
Great Place To Work
®
and completed the related
employee survey. Comparative survey results are
therefore not shown on a like for like basis.
COMMENTARY
Our certification with Great Place To Work
®
was
achieved in the first year of partnering with the
Great Place To Work
®
organisation. This accolade
demonstrates our commitment to create a positive
employee experience and an enjoyable working
environment. Further detail can be found in the
Environmental, Social and Governance section on
page 80.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
4 11
NON-FINANCIAL PERFORMANCE
131
146
167
148
124
40
47
56
60
30
UK and Europe
US
57
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

PRINCIPAL RISKS AND UNCERTAINTIES
7
Regulatory and compliance
8
Economic and political
9
Brand and reputational damage
0
Financial and treasury

Climate change

Business strategy execution and
development
2
Key suppliers and supply chain
3
Client experience and market risks
4
Colleague talent and capability
5
Data protection and cyber security
6
Business interruption
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand
image through multimedia with
impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across
ESGindicators
ESG – CARBON EMISSIONS
PERFORMANCE (tCO
2
e)
DEFINITION AND PURPOSE
The Board has made a commitment to achieve
net-zero emissions by 2050. This KPI reflects the
Group’s near-term commitment to reduce Scope 1
and 2 carbon emissions by 50% by 2030. The KPI
reported is the total gross Scope 1 and Scope 2
emissions (tCO
2
e).
In March 2023, the Science Based Targets initiative
(SBTi) provided external validation of our
near-term emissions reduction target.
COMMENTARY
Absolute Scope 1 and 2 carbon emissions have
increased by 1.0% in the year. Further detail can be
found in the Environmental, Social and Governance
section on page 103.
LINK TO STRATEGY
LINK TO PRINCIPAL RISKS
AND UNCERTAINTIES
7 8 9 11
ESG – CIRCULARITY
PERFORMANCE (%)
45%
45%
44%
46%
36%
45%
FY23
FY24
FY22
FY
21
FY25
DEFINITION AND PURPOSE
Supporting circularity of luxury watches, measured
by the number of watches repaired, serviced or
resold as a percentage of the number of new watch
sales. This metric aligns to our ESGpillars.
COMMENTARY
This indicator links to our goal to extend the life
ofluxury watches.
Despite growth in pre-owned watch sales in the
year, the number of watch repairs decreased
slightly in line with market conditions. Further
detail can be found under ‘Supporting a Circular
Economy’ on page 111.
LINK TO STRATEGY
LINK TO KEY PRINCIPAL RISKS
AND UNCERTAINTIES
8 9 11
KEY PERFORMANCE INDICATORS
CONTINUED
NON-FINANCIAL PERFORMANCE
1,875
1,906
1,723
1,411
1,848
2,038
1,929
1,855
UK and
Europe
US
2,385
2,505
0.0029
0.0025
0.0037
Scope 1 and 2 intensity ratio
(tCO
2
e per £'000 revenue)
FY23
FY22
FY
21
FY24
FY25
0.0026
0.0026
3,598
3,866
Total
3,307
4,314
4,360
FY25 FY24 FY23 FY22 FY21
58
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

ANDERS ROMBERG
CHIEF FINANCIAL OFFICER
The Group’s Consolidated Income Statement is shown below which
ispresented including IFRS 16 ‘Leases’ and includes exceptional items.
Income Statement – post-IFRS 16 and exceptional
items (£million)
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
YoY
variance
Revenue ,65.5 ,537.9 7%
Operating profit 3 . 9 20.0 (5)%
Net finance cost (38.0) (27.9) (36)%
Profit before taxation 75.9 92. (8)%
Taxation (22.1) (33.0) 33%
Profit for the financial period 53.8 59. (9)%
Basic earnings per share 22.8p 25.0p (9)%
Management monitors and assesses the business performance on a pre-IFRS 16
and exceptional items basis, which is shown below. This aligns to the reporting
used to inform business decisions, investment appraisals, incentive schemes and
debt covenants. A full reconciliation between the pre- and post-IFRS 16 results
isshown in the Glossary.
Income Statement – pre-IFRS 16
and exceptional items (£million)
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
YoY
variance
Revenue ,65.5 ,537.9 7%
Net margin
1
598.6 562.2 6%
Showroom costs (292.7) (289.1) (1)%
4-Wall EBITDA
1
305.9 273. 2%
Overheads (106. 5) (85.3) (25)%
EBITDA
1
99.4 87.8 6%
Showroom opening and closing costs (6.9) (8.9) 22%
Share of loss of joint venture and associates (0.2) – –
Adjusted EBITDA
1
92.3 78 .9 8%
Depreciation, amortisation and loss on disposal
offixed assets
(42.6) (44.2) 4%
Adjusted EBIT
1
(Segment profit) 49.7 34.7 %
Net finance costs (13.6) (5.8) (138)%
Adjusted profit before taxation
1
36. 28.9 6%
Adjusted earnings per share
1
4.6p 38.0p 9%
1 This is an Alternative Performance Measure and is shown on a pre-IFRS 16 basis. Refer to the
Glossary on pages 270 to 273 for definition, purpose and reconciliation to statutory measures
where relevant.
FINANCIAL REVIEW
59
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

FINANCIAL REVIEW
CONTINUED
REVENUE
Revenue by geography and category
52 weeks ended 27 April 2025
(£million)
UK and
Europe US Tot a l Mix
Luxury watches
2
729.5 624.0 1,353.5 82%
Luxury jewellery
3
65.0 39.2 104.2 6%
Luxury jewellery wholesale – 110 . 8 110 . 8 7%
Eliminations – (4.5) (4.5) –
Services/other 71.4 16.1 87.5 5%
Total revenue 865.9 785.6 ,65.5 00%
52 weeks ended 28 April 2024
(£million)
UK and
Europe US Tot a l Mix
Luxury watches 709.4 635.3 1,344.7 87%
Luxury jewellery 62.1 40.3 102.4 7%
Services/other 74.6 16.2 90.8 6%
Total revenue 846. 69.8 ,537.9 00%
Group revenue was up vs prior year at £1,651.5 million (+8% on a constant
currency basis), with an improved second half performance at +12%.
Group revenue from luxury watches grew by +1% on the prior year. As
anticipated, revenue was impacted by one-off increases in showroom inventory
levels to enhance displays and client experience in Q1 FY25, particularly in the US,
with stronger performance in the second half of the year. Demand for our key
brands, particularly products on Registration of Interest lists, continues to be
strong, with consistent additions and conversions.
We continue to be encouraged by the performance of our pre-owned business
with Rolex Certified Pre-Owned now in 21 agencies in the US and 25 in the UK.
Luxury Watches made up 82% of revenue versus 87% in the prior year, with the
acquisition of Roberto Coin Inc. in the period contributing to a higher luxury
jewellery mix.
Group luxury jewellery revenue, excluding wholesale, increased by 2% on the
prior year, boosted by improved trends in the UK at +5%. US luxury jewellery
sales continue to be impacted by market trends in the bridal category. The
majority of luxury jewellery sold by the Group is retailed under our house brands
of Goldsmiths, Mappin & Webb, Mayors and Betteridge. Our strategy is to grow
our luxury branded jewellery offering, where we partner with other major luxury
jewellery brands. Luxury branded jewellery sales continue to significantly
outperform non-branded jewellery.
On 8 May 2024, the Group signed and completed the acquisition of the entire
share capital of Roberto Coin Inc., the exclusive distributor of Roberto Coin in
the US, Canada, Central America and the Caribbean. Wholesale revenue in the
period was £110.8 million, in line with expectations. The business continues to
work positively with retail partners post-acquisition.
Services/other revenue, consisting of servicing, repairs, insurance services and
thesale of fashion and classic watches and other non-luxury jewellery, declined
by4%.
Group ecommerce
4
sales declined by 5% compared to the prior year, impacted by
the mix of products sold through this channel and performance of the UK market.
We continue to be the market leader in ecommerce for luxury watches and
jewellery in the UK, and are growing our proposition in the US.
On3October 2024, the Group completed the acquisition of the editorial,
insurance and limited-edition businesses of Hodinkee, the pre-eminent global
digital editorial content provider, to support our objectives to leverage sector
leadership online.
US revenue increased by 16% year-on-year in constant currency (14% reported)
and the US business made up 48% of the Group’s revenue in FY25 (FY24: 45%).
Revenue and EBIT growth was driven by the Roberto Coin Inc. acquisition.
During the year, the US opened two showrooms, a Rolex boutique in Lenox,
Atlanta and a Cartier anchored Watches of Switzerland showroom at Ross Park,
Pittsburgh. A further five showroom projects were completed in the year,
including significant projects with Rolex and Patek Philippe.
UK and Europe revenue increased by 2% during the year, showing sequential
improvement to +6% in H2 FY25. Sales in the UK were driven by a domestic
clientele. Tourist sales continue to remain low, particularly on account of the
removal of VAT free shopping for tourists. We have seen a continued stabilisation
of the UK market in both luxury watches and jewellery, following a period of
volatile conditions in the prior financial year.
During the year, we opened one mono-brand boutique in the UK, and a
furthermulti-brand Mappin & Webb showroom in Edinburgh. 14 UK non-core
showrooms were closed, allowing us to consolidate our portfolio and drive
productivity across our estate. A further ten showrooms will close in Q1 FY26.
In March the new Rolex flagship boutique on Old Bond Street opened and
trading has exceeded expectations since opening. A further five projects were
completed enhancing our existing estate to further elevate the partner brands
wedisplay in those showrooms and advance our client experience. Significant
progress has been made on our exit from Europe. Three showrooms closed in
the period and four sold to brand partners. The remaining two boutiques were
sold to brand partners in early FY26.
2 Luxury watches are defined as those that have a Recommended Retail Price greater than £1,000.
3 Luxury jewellery is defined as those that have a Recommended Retail Price greater than £500.
4 Ecommerce sales are sales which are transacted online.
60
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

PROFITABILITY
Income Statement – pre-IFRS 16
and exceptional items (£million)
Profitability as a % of revenue
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
YoY
variance
Net margin
1
36.3% 36.6% (30)bps
Showroom costs 17.7% 18.8% (110)bps
4-Wall EBITDA
1
18.5% 17.8% 70bps
Adjusted EBITDA
1
11. 6% 11. 6% –bps
Adjusted EBIT
1
9.1% 8.8% 30bps
Net margin as a % of revenue was 36.3% in the year. This was 30bps lower than
the prior year driven by product mix and higher promotional activity, partly offset
by savings on the cost of Interest Free Credit from the reduction in average term
time from removing the four-year offer.
Showroom costs increased by £3.6 million (1%) from the prior year, to
£292.7million. This reflects the opening of new showrooms, and the annualisation
of prior year openings, including acquisitions and annual pay rises tocolleagues.
This was partly offset by efficiencies found within digital marketing investment
which continues to maximise traffic and conversion versus cost.
Overheads increased by £21.2 million (25%) principally due to the acquisition of
Roberto Coin Inc.. Remaining cost increases are due to IT investment to support
future growth, annual pay rises to colleagues, along with the opening ofour new
US Support Centre in Florida. This was partly offset by strong cost control and
efficiencies within marketing.
Showroom opening and closing costs include the cost of rent (pre-IFRS 16),
ratesand payroll prior to the opening or closing of showrooms, or during closures
when refurbishments are taking place. This cost will vary annually depending on
the scale of expansion in the year.
Exceptional items
Exceptional items are defined by the Group as those which are significant in
magnitude or are linked to events which are expected to be infrequent in nature.
The majority of the items below do not have a cash impact.
Exceptional items (£million)
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
Rolex Old Bond Street 4.2 2.5
Showroom impairment 44.5 21.2
Showroom closures 6.2 –
European showroom impairment 0.7 8.6
Business acquisitions 2.1 3.3
Reversal of inventory provision created on acquisition – (2.4)
Total exceptional items 57.7 33.2
Of which impacts:
Operating profit 55.5 31.9
Net finance costs 2.2 1.3
Rolex Old Bond Street
A new 7,200 sq. ft showroom was built and opened during the year in partnership
with Rolex. This new flagship is our largest Rolex showroom and reflects the
importance of the London market and the special relevance of London to the
history of Rolex. The cost shown here is the IFRS 16 depreciation and interest
costs incurred whilst the showroom was being constructed. They are deemed to
be exceptional in nature given that this unique proposition results in a project size
and complexity significantly outside of a standard build, coupled with documented
project delays outside of the Group’s control. Costs shown are prior to the
showroom opening on 14 March 2025.
Showroom impairment
The current macroeconomic environment, high interest rates and inflationary
landscape gave rise to indicators of impairment in the current period. Consequently,
discounted cash flows were performed on all Cash Generating Units (CGUs) with
indicators of impairment. This resulted in a non-cash impairment charge of £43.6
million being recorded in the period. This is allocated over the right-of-use assets
and the property, plant and equipment of those showrooms as required by IAS 36
‘Impairment of Assets’. A further provision of£1.6 million relates to associated
onerous contracts. A lease surrender gain of£0.7 million was also recognised in
exceptionals, as the original write-off was presented in exceptionals in the prior year.
Showroom closures
In April 2025 the closure of a number of UK showrooms was announced as the
Group continually assesses its operations to remain as efficient and productive as
possible. The exceptional costs are reflective of asset write downs, other onerous
costs and redundancy costs.
European showroom impairment
As announced during the prior year, the Group’s intention has been to reallocate
investment from Europe into the UK and US. During the year the Group has
closed or transferred a further seven showrooms.
Business acquisition costs
Professional and legal expenses on business combinations have been expensed to
the Consolidated Income Statement as an exceptional cost as they are regarded
as non-trading, non-underlying costs and are considered to be material by nature.
Similarly, the costs associated with the integration of Roberto Coin Inc., and the
Hodinkee business have also been expensed as exceptional items.
61
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

FINANCIAL REVIEW
CONTINUED
ADJUSTED EBIT AND OPERATING PROFIT
As a result of the items noted above, Adjusted EBIT was £149.7 million, an
increase of £15.0 million, +11% on the prior year.
After accounting for exceptional costs of £55.5 million and IFRS 16 adjustments
of£19.7 million, operating profit as presented on the face of the Consolidated
Income Statement was £113.9 million, a decrease of 5% on the prior year.
FINANCE COSTS
Net finance costs (£million)
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
Pre-IFRS 6 net finance costs, excluding exceptionals 3.6 5.8
IFRS 16 interest on lease liabilities 22.2 20.8
Total net finance costs, excluding exceptionals 35.8 26.6
Interest payable on borrowings increased in the period, reflecting the new
facilities drawn down to fund the Roberto Coin Inc. acquisition, together with the
annualisation of borrowing to fund the acquisition of 15 showrooms from Ernest
Jones in the prior year. The impact was a net increase in the pre-IFRS 16 interest
charge of £7.8 million to £13.6 million. The IFRS 16 interest on lease liabilities
increased by £1.4 million due to recent additions to the lease portfolio as we
continue to invest in showroom portfolio expansion.
Details of a further £2.2 million of exceptional finance costs are given in note 4
ofthe Consolidated Financial Statements.
TAXATION
The pre-IFRS 16 Effective Tax Rate (ETR) for the period before exceptional items
was 27.8%. The statutory (post-IFRS 16 and including exceptionals) effective tax
rate was 29.1%.
This is higher than the applicable UK corporation tax rate for the year of 25.0%
asa result of higher chargeable taxes on US profits, the impact of expenses
disallowed for corporation tax, and non-recognition of deferred taxes in Europe.
The impact of the US rate differential is lower than the prior year impact due
tothe mix of revenue between states. The impact of the non-recognition of
deferred taxes in Europe has also reduced year-on-year due to the lower activity
in these countries following our announced exit from Europe.
Full detail can be found in note 8 within the Consolidated Financial Statements.
BALANCE SHEET
Balance Sheet (£million)
27 April
2025
28 April
2024
Goodwill and intangibles 304.1 215.7
Investment in joint venture and associates 0.5 –
Property, plant and equipment 192.4 191.4
Right-of-use assets 358.6 381.8
Inventories 447.4 393.3
Trade and other receivables 60.5 24.6
Trade and other payables (259.5) (216. 5)
Lease liabilities (454.6) (460.4)
Net (debt)/cash
1
(96.2) 0.7
Other (13.6) (7.6)
Net assets 539.6 523.0
Goodwill and intangibles increased by £88.4 million as a result of the Roberto Coin
Inc. and the Hodinkee business acquisitions in the year which gave rise to £98.1 million
of goodwill and intangibles, offset by £1.1 million amortisation ofbrands and agency
agreement, and a £9.8 million adverse exchange impact. The most significant
intangible asset recognised on acquisition is £57.2 million for the supply agreement
licence with Roberto Coin S.p.A. which is non-amortising as it extends into
perpetuity. A further £3.6 million of computer software additions were made in
theyear as part of ongoing IT developments, offset by amortisation of £2.2 million
and disposals of £0.2 million.
Property, plant and equipment increased by £1.0 million in the year. Additions
of£69.0 million were offset by depreciation of £40.8 million, impairments
of£19.7million, and loss on disposal and foreign exchange movements of
£7.5million.
Including software costs, which are disclosed as intangibles, capital additions
(including accruals) were £71.6 million in the year, of which £68.8 million was
expansionary. Expansionary capex relates to new showrooms, relocations or
major refurbishments (defined as costing over £0.25 million). In the year, the
Group opened four new showrooms and refurbished 11 showrooms. Investment
in our portfolio is paramount to our strategy and the Group follows a disciplined
payback policy when making capital investment decisions.
Right-of-use assets decreased by £23.2 million in the year, to £358.6 million.
Additions to the lease portfolio along with lease renewals or other lease changes
were £69.5 million. This has been offset by depreciation of £56.5 million and
impairments of £26.8 million. The remaining movement is a £9.4 million adverse
foreign exchange impact.
Lease liabilities decreased by £5.8 million in the year. The portfolio changes noted
above increased the lease liability by £61.6 million. Interest charged on the lease
liability was £24.4 million and there was a £11.2 million favourable foreign
exchange impact. Lease payments were £80.6 million, giving a final lease liability
balance of £454.6 million.
62
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Inventory levels increased by £54.1 million (14%) compared to the prior year.
£53.9 million of inventory was acquired as part of the Roberto Coin Inc.
acquisition, and the Group increased pre-owned watches and Rolex Certified
Pre-Owned volume by £13.3 million. This has been offset through a reduction
inunderlying inventory to maintain stock turn at appropriate levels. The inventory
obsolescence risk remains low for the Group.
Trade and other receivables increased by £35.9 million compared to FY24. Notable
reasons for the increase being: £18.3 million of wholesale trade receivables under
Roberto Coin Inc.; £8.8 million held in escrow in relation tobusiness combinations
(see note 25 of the Consolidated Financial Statements); investment into the joint
venture; and invoices raised for Hodinkee advertising revenue at the period end.
The balance also represents prepayments, rebate receivables, rent deposits and
other ad hoc receivables such as property contributions.
Trade and other payables increased by £43.0 million. Notable reasons for
theincrease being: £10.9 million of trade payables and £18.2 million of other
payables(including deposits taken and the sales return provision) under
RobertoCoin Inc.; £8.8 million held in escrow; and £7.9 million of deferred
consideration payable in relation to business combinations (see note 25 of
theConsolidated Financial Statements).
Other includes taxation balances, defined benefit pension and capitalised
financecosts.
NET CASH/DEBT AND FINANCING
Net debt on 27 April 2025 was £96.2 million, an increase of £96.9 million
since28April 2024. The strong free cash flow of £97.8 million being utilised for
£72.6 million of expansionary capex, £106.9 million relating to the Roberto Coin
Inc. and the Hodinkee business acquisitions and £11.3 million for the purchase of
own shares as part of the share buyback programme.
Net debt post-IFRS 16 was £548.5 million. The value comprises the pre-IFRS 16
netdebt of £96.2 million and the £454.6 million lease liability, offset by capitalised
transaction costs of £2.3 million. The balance increased by £90.5 million (from
£458.0 million) in the period, principally driven by the acquisition spend.
The Group’s maximum amount available under its committed facility was
£368.9million at 27 April 2025.
Facilities held Expiring
Amount
(million)
Multicurrency revolving loan facility – UK SONIA +1.50%
to+2.55%
May 2028 £275.0
Multicurrency term facility – UK SONIA +1.65% to +2.70% May 2028 $125.0
On 13 December 2024, the Group refinanced and repaid its $115.0 million term
loan facility which was originally taken out to finance the Roberto Coin Inc.
acquisition with a new £150.0 million facility (comprising a £100.0 million term
loan and an incremental £50.0 million revolving loan facility). The £100.0 million
was drawn down on 13 December 2024 as $125.0 million and no further
drawdown on the £100.0 million is permitted. The new facilities run
coterminously with the existing UK bank facility of £225.0 million.
£195.1 million of these facilities were drawn down at 27 April 2025. Liquidity
headroom (defined as unrestricted cash plus undrawn available facilities) was
£253.5 million. Further detail with regards to covenant tests and liquidity
headroom can be found in borrowings note 19 within the Consolidated
FinancialStatements.
CASH FLOW
Cash flow (£million)
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
Adjusted EBITDA 92.3 78 .9
Share-based payments 1.8 2.1
Share of loss of joint venture and associates 0.2 –
Working capital (52.2) (20.3)
Pension contributions (0.7) (0.7)
Tax (29.7) (33.5)
Cash generated from operating activities . 7 26. 5
Maintenance capex (2.8) (2.7)
Net interest (11.1) (6.2)
Free cash flow
1
97.8 7. 6
Free cash flow conversion
1
5% 66%
Expansionary capex (72.6) (78.0)
Acquisitions (106.9) (44.2)
Investment in joint venture and associates (0.7) –
Purchase of own shares for employee incentive schemes – ( 7.2)
Share buyback (11. 3) –
Refinancing costs (1. 5) (2.2)
Disposal of European property, plant and equipment 2.7 –
Exceptional items – cash (8.6) (2.5)
Cash flow (0.) (6.5)
Net proceeds/(repayment) of borrowings 85.7 (5.0)
Net decrease in cash and cash equivalents (5.4) (2.5)
Free cash flow decreased by £19.8 million to £97.8 million in the year to 27April
2025 and free cash flow conversion was 51% compared to 66% in the prior year,
primarily as a result of a higher working capital outflow in the period. This related
to the timing of trade creditor payments and the change of payment terms from
certain suppliers. Excluding the change in payment terms, free cash flow
conversion would have been 71%.
Expansionary cash capex of £72.6 million was lower than the prior year due to a
decrease in new showroom openings and refurbishments. In the year, the Group
opened four new showrooms, and refurbished 11 showrooms.
£11.3 million of shares were purchased and paid for in the period as part of the
share buyback programme. The balance of the £25 million buyback programme
was completed in June 2025.
Exceptional cash items of £8.6 million, includes Rolex Old Bond Street pre-
opening rent, business acquisition and integration costs, and showroom exit costs
as detailed in note 4 to the Consolidated Financial Statements.
63
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FINANCIAL REVIEW
CONTINUED
RETURN ON CAPITAL EMPLOYED (ROCE)
1
52 weeks
ended
27 April
2025
52 weeks
ended
28 April
2024
ROCE 19.0% 19. 5%
FY25 ROCE is 19.0%, a decrease of 50bps in comparison to the prior year.
Adjusted EBIT increased by 11% to £149.7 million, however Average Capital
Employed during this period increased by 14% leading to the reduction.
CAPITAL ALLOCATION
The Group has a clear framework of capital allocation and is focused on
optimising capital deployment for the benefit of all our stakeholders, with
afocuson long-term sustainable growth in the business. It is also important
fortheGroup to maintain financial and operational flexibility to be able to
reacttactically to opportunities, such as strategic acquisitions, at speed.
Ourcapital allocation framework is as follows:
1. Showroom investments – given the attractive returns from showroom
investments, this is our key focus area to allocate capital to. In FY25 the
Group spent £72.6 million in expansionary capex
2. Strategic acquisitions – this is a key pillar of our growth strategy. Acquisitions
must deliver return on investment in line with our disciplined financial criteria,
within an appropriate timeframe. In FY25 the Group spent £106.9 million for
the acquisitions of Roberto Coin Inc. and the Hodinkee business
3. Returns to shareholders – in the event of surplus capital above and beyond
the requirements of the business for investment into showrooms or strategic
acquisitions, we would consider returns to shareholders either through
ordinary dividends or share buybacks, with the appropriate mechanism to be
decided at the appropriate time by the Board. On 10 March 2025, the Group
launched a share buyback programme of £25 million. £11.3 million of shares
were purchased and paid for in FY25, with completion of the programme in
June 2025
SHOWROOM PORTFOLIO
As at 27 April 2025, the Group had 208 showrooms. The movement in showroom numbers is included below:
UK multi-brand
showrooms
UK mono-brand
boutiques
Europe
mono-brand
boutiques
Total UK and
Europe
US multi-brand
showrooms
US mono-brand
boutiques Total US Total Group
28 April 2024 99 59 9 67 25 3 56 223
Openings 1 1 0 2 1 1 2 4
Acquisitions – – – – – 4 4 4
Closures (11) (3) (7) (21) (1) (1) (2) (23)
27 April 2025 89 57 2 48 25 35 60 208
64
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT
The following table sets out where stakeholders of Watches of Switzerland Group PLC can find relevant non-financial and sustainability
information within this Annual Report and Accounts further to the Financial Reporting Directive requirements contained in
Sections414CA and 414CB of the Companies Act 2006.
This Non-Financial and Sustainability Information Statement highlights information necessary for an understanding of the Company’s
development, performance, position and impact of its activity, information relating to environmental, colleagues, social matters, respect for
human rights, anti-bribery, corruption and fraud matters. The information listed below is incorporated by cross references to other areas
of the Annual Report and Accounts and the Company website where further information can be found.
ENVIRONMENT
Key matters Relevant policies and procedures which govern our approach Pages
Climate-related financial disclosures Task Force on Climate-Related Financial Disclosures report
Analysis of resilience
Risk Management
Companies Act 2006
114 to 131
123 to 126
127
142 to 143
Taking action on climate change Our Supplier Sustainability Standards set out our net-zero GHG emissions goal and the actions we need
totake within our value chain to achieve them
102 to 109
Reducing our impact
onthe environment*
Our Environment Policy, Vendor Code of Conduct and Supplier Sustainability Standards promote
theefficient use of resources and energy in our supply chain and ensures a Group-wide commitment
tocontinual improvement and compliance with environmental legislations and regulations
102 to 105
134 to 136
Providing sustainable solutions* Our Modern Slavery Statement includes key performance indicators 137
COLLEAGUES
Key matters Relevant policies and procedures Pages
Encouraging colleagues to raise
mattersof concern*
Where colleagues have concerns about suspected wrongdoing, misconduct or malpractice connected
to the Group they can report such concerns on a confidential and anonymous basis, and without fear
ofretaliation, using our Whistleblowing Policy and procedures
142
Investing in our people
andadiverseworkforce
Our Diversity & Inclusion Policy ensures that colleagues are treated fairly and equally and that diversity
andinclusion is embraced
82 to 83
Providing our colleagues with
asafeworking environment
We are committed to maintaining safety standards that comply with legislation and enable colleagues
tobeconfident that their workplace is safe
84
SOCIAL MATTERS
Key matters Relevant policies and procedures Pages
Developing responsible supply chains* Our Vendor Code of Conduct and Supplier Sustainability Standards include measures taken to ensure that
products are sourced responsibly and that adequate standards are maintained throughout our supply chain
102 and 135
Promoting a healthy corporate culture Our Values underline the way we conduct business and recognise we will only continue to be successful if we
grow profitability and conduct our business in a way which impacts all of our stakeholders in a positive way
74
Business standards of behaviour* Our Code of Ethics ensures that all business is conducted in a fair and ethical manner with the highest levels
of integrity and professional standards globally
142
ANTI-BRIBERY, CORRUPTION AND FRAUD
Key matters Relevant policies and procedures Pages
Prevention of bribery, corruption
andfraud*
Our Anti-Bribery, Corruption & Fraud Policy outlines the behaviours and principles required of colleagues
toprevent any form of bribery, corruption or fraud
142
Promoting ethical supply chains* Our Vendor Code of Conduct defines the principles and standards we expect suppliers to understand
andadhere to
102
RESPECT FOR HUMAN RIGHTS
Key matters Relevant policies and procedures Pages
Approach to human rights
andmodernslavery*
Approved annually, by the Board, our Modern Slavery Statement sets out the steps that we take to ensure,
asfar as possible, that slavery and trafficking do not exist in our supply chain or in any part ofourbusiness
Human Rights Policy
137
A description of our business model can be found on page 26.
Where principal risks have been identified in relation to any of the matters listed above, these can be found on page 148.
Our non-financial key performance indicators can be found on page 65.
* Find out more about our policies in the Governance section on our corporate website thewosgroupplc.com
65
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SECTION 172(1) STATEMENT
We believe that in order to maximise value and deliver long-term success, it is critical that we understand who
our key stakeholders are. This will enable us to build relationships, engage in proactive and constructive dialogue,
and to ensure we deliver on what is important to them. To that end, engagement with all of our stakeholders
plays a vital role in delivering our Group strategy. The Board has carried out a stakeholder mapping exercise,
which it reviews annually. The parties below have been identified as those most likely to be affected by its
principal decisions.
HOW WE ENGAGE WITH
OUR STAKEHOLDERS
STAKEHOLDER MAPPING
COLLEAGUES
We have over 3,000 colleagues working
through a network of showrooms,
Support Centres, repair centres and
distribution centres.
CLIENTS
Our clients are a set of
shoppers attracted to luxury
watches and jewellery, who
can become repeat clients
spanning age, income groups
and genders.
BRAND PARTNERS
& OTHER SUPPLIERS
Our brand partners and other
suppliers are comprised of all
third-parties who provide goods
and services.
INVESTORS
Our shareholders in the
Company own the business,
ranging from large institutions
toprivate individuals
(includingcolleagues).
COMMUNITIES
Our communities are made up
of those who live in the areas
in which we operate.
Section 172(1) of the Companies Act 2006 requires that the directors of a company must act in the way they consider, in good faith, would be most likely to
promote the success of the company for the benefit of its members as a whole, having regard to each of its stakeholders and taking into account the factors
listed in Section 172(1) (a) to (f). The Board therefore considers the views of each of its stakeholders as part of the decision-making process. Additional
examples of governance in action can be found on pages 171 and 172.
66
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

COLLEAGUES
Stakeholder priorities
– Job security, future prospects with learning
and development opportunities
– Fair compensation and benefits
– Being part of a diverse, equitable and
inclusive workplace
– Regular and relevant communications and
engagement with management
– Meritocracy and equal access to opportunity,
support and development
– Taking a position on the environment, sustainability
and giving back to the community
Why we engage
– We are committed to giving our colleagues every
reason to join, grow and stay with our Group
– Ensure our colleagues are kept informed about the
business and how any changes may affect them
– Fulfil our commitment to our purpose and values
– Continually develop, attract and retain
talented people
How we engage
– Regular development reviews, performance
discussions and face-to-face training
– Annual Engagement Surveys and Inclusion Surveys;
understanding colleague points of view on matters
which affect them and development of action plans
– Regular engagement with the Diversity Council
andEmployee Resource Groups
– Having an innovative, accessible and collaborative
two-way communication platform called
CONNECT
– Presentations by Executive Directors and Senior
Management, providing business updates with
the opportunity for questions and discussions
Monitoring the impact of our engagement – outcome
– Launched a Great Place To Work
®
survey and
based on the survey results became Great Place
to Work-Certified™
– Following employee surveys, proposed action plans
are presented to the Board for review
– Maintained our commitment to be a UK Real Living
Wage Employer
– Continued our focus on high performance culture
including regular talent and succession sessions
– Introduced a new colleague two-way
communication platform CONNECT
– Supported four internal development programmes
through a newly launched apprentice scheme
– Achieved Gold Status as recognition for embedding
diversity and inclusion into our culture
– Received feedback from the Designated
Non-Executive Director for Workforce
Engagement and from Senior Management
– Received updates on colleagues’ engagement
andfeedback resulting from the UK Retail
Transformation Project
STAKEHOLDER DESCRIPTIONS
Our Colleagues – see pages 78 to 91 and page 172. The strength of our
business is built onthehard work and dedication of all our colleagues. We
give colleagues everyreason to join, grow and stay with our Group through
attracting andretaining talent, building an organisation fit for the future and
leveraging our unique culture.
Clients – see pages 18 and 26. Our clients remain at the centre of
everything wedo. Bypurchasing our products, our clients ensure our viability
as a business. Westrive to meet and exceed our clients’ expectations
through our Xenia client service programme and providing them with highly
creative products ofexceptional quality.
Brand partners and other suppliers – see pages 28 to 33. Our brand
partners are an integral part of our business to manufacture and allocate their
product to us. Our other suppliers provide us with the products and services
that areessential to operate our business
Investors – see pages 170 and 172. All investors are treated fairly and have
equal access to both company information and our Board of Directors. We
also engage with theinvestment community, advisers and potential
shareholders.
Communities – see pages 92 to 99 and page 172. Communities and the
wider publicexpect us to act as a responsible company and neighbour. We
strive todrivepositive change in our communities through our volunteering
programme, supportingThe Watches of Switzerland Group Foundation and
acting asaresponsible employer.
Stakeholder
Colleagues S172(1) (b) The interests of the Company’s employees
Clients S172(1) (c) The need to foster the Company’s business
relationships with suppliers, customers and others
S172(1) (e) The desirability of the Company maintaining
areputation for high standards of business conduct
Brand partners
andother
suppliers
S172(1) (c) The need to foster the company’s business
relationships with suppliers, customers and others
S172(1) (e) The desirability of the company maintaining
areputation for high standards of business conduct
Investors S172(1) (f) The need to act fairly between members
of the Company
Communities S172(1) (d) The impact of the Company’s operations
on the community and the environment
67
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CLIENTS
Stakeholder priorities
– Exceptional client experience through Xenia,
theCompany’s Client Experience Programme
– Receive a memorable experience which positively
differs from our peers
– Receive expert knowledge and advice
– Dedicated lifecycle and support service throughout
the life of the product
– To be enabled to make sustainable decisions
Why we engage
– Our clients are central to all we do, building
relationships and understanding clients is key
– Our Purpose is to WOW our clients while caring
for our colleagues, our communities and our planet
– Our Values support this Purpose to create
aseamless and positive client experience
– Placing clients at the heart of our business is key
todeliver on our growth and long-term strategy
– By putting the value we provide to clients at the
forefront we believe we will earn a greater share
ofour clients’ spend
– Ensure clients or potential clients are supported from
the very beginning of their lifetime journey with us
How we engage
– Teams liaise directly with clients and potential
clients with the aim of providing a differentiated
client experience
– One to one clienteling takes place between
showroom colleagues and clients to engage
onproduct launches and service
– Through a variety of client surveys, reviews
andmystery shoppers
– Supporting clients with their buying journeys,
bothin showrooms and online with the Luxury
Watch and Jewellery Virtual Boutique in the UK
– Engaging through informative and inspiring multiple
marketing channels
– Continuing with strong client event programmes
– If something goes wrong, engaging with our clients,
through our Client Recovery Team
Monitoring the impact of our engagement – outcome
– Discussions at each Board meeting focus on client
behaviour and sentiment and provide directors
with insight as to how clients and future clients
canbe best supported
– The Board receives updates on client experience
through a number of performance indicators
– Continuous improvement of our client service
training through Xenia, our Client Experience
Programme
– Implementing and integrating common systems
andprocesses throughout the Group. Improve
efficiency and deliver improved lead times and
anenhanced client experience
BRAND PARTNERS AND OTHER SUPPLIERS
Stakeholder priorities
– Relationships are built on mutual trust and respect,
we recognise the responsibility we undertake
torepresent the brands and contribute to their
long-term value appreciation
– Working together in a collaborative manner,
co-opmarketing activities, incentives and
trainingopportunities
– Clear and accessible information about our required
specifications, guidance, policies and standards
– Remaining compliant and vigilant to the risks
relating to modern slavery and human trafficking
Why we engage
– Our brand partners and other suppliers play an integral
role in our ability to deliver product and experiences to
our clients
– Regular engagement ensures relationships are
underpinned by clear and open communication
– Facilitate a two-way understanding of issues that may
arise and ease with which we can work together to
solve them
– Work closely with our brand partners and other
suppliers to support them on their sustainability journey
How we engage
– Regular top-to-top meetings locally and in brand
partner head offices, alongside regional and local
brand partner and supplier events and attendance
of industry fairs
– Ongoing dialogue, including the launch of exclusive
ranges and actively identifying distribution
opportunities
– Conducting a Board in Geneva and meeting two
key brand partners
– We carry out independent on-site audits of key
andhigh-risk suppliers, which focus on their social,
environmental, ethical conduct, alongside their
technical and operational capabilities
– Distribution of, and obtaining acknowledgement
of,our Supplier Sustainability Standards, Vendor
Code of Conduct (or equivalent)
Monitoring the impact of our engagement – outcome
– Efficient and timely flow of product into the
showrooms, including limited editions, exclusives
and first to market products
– 89% of our key watch and jewellery suppliers have
accepted the terms of the Vendor Code
ofConduct or have an equivalent standard
– Ensuring that where suppliers do not meet the
expectations of on-site independent audits,
improvements are made within a strict timetable,
orarrangements are put in place for supplier
agreements to be terminated
– Reviewing and approving the Modern Slavery
Statement and through its ESGCommittee, the
new Supplier Sustainability Standards and Vendor
Code ofConduct
– Being provided with market data, where it is
available, detailing how the business is expanding
by assessing and improving market share, and
developing
– Developing an enhanced understanding of brand
partners relationships
SECTION 172(1) STATEMENT
CONTINUED
68
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

INVESTORS
Stakeholder priorities
– Delivery of the long-term strategy which aligns
withthe Group’s purpose and values and culture
– Creation of long-term and sustainable shareholder
value and clear reporting on the Group’s performance
– A return on investment, a clear and disciplined
capital allocation framework
– Meaningful engagement with the Board and
theupholding of good governance practices
Why we engage
– Understand and value the importance of
engagingwith investors’ views, priorities and values
– Build trust and secure ongoing support
– Two-way engagement enables the Board to take
into account investor views within its wide strategic
decision-making
– Ensure current and potential investors understand
our business, long-term strategy and objectives
– Promote the strong and robust corporate governance
framework that exists within the Company
How we engage
– Ongoing dialogue between investors, the CEO
andCFO including investor roadshows, plus
engagement between major shareholders and
theChair
– Hosting investor days with guided showroom
toursin the UK and in the US along with other
in-person events
– The Board has the opportunity to meet
withshareholders, in person, at the Annual
GeneralMeeting
– Regular results and reporting, press releases, results
briefings and participation in investor conferences
– Our corporate brokers attended a number of
Board meetings during the year giving a range
ofupdates and presentations
– Writing to top shareholders regarding the
proposed 2025 Remuneration Policy
Monitoring the impact of our engagement – outcome
– During FY25, our Chair, CEO, CFO and Group
Finance and Investor Relations Director attended
over 200 meetings with over 250 separate
institutions globally
– As at the date of this Report, the Company has
returned £25.0 million to shareholders through
ashare buyback programme which started on
10March 2025
– The 2024 AGM saw all resolutions passed
withvotes in favour ranging from 97% to 100%
– Direct engagement with shareholders offers our
Directors an ideal opportunity to understand
keyareas and common themes of interest,
whichwere discussed by the Board during FY25
COMMUNITIES
Stakeholder priorities
– Understand the differing needs and priorities
ofourlocal communities and how we can best
support them
– Provide local employment and investment to help
our local communities thrive
– Create positive environmental and social impact,
enabling a sustainable future
Why we engage
– One of our core values is that we care for our
communities by engaging and actively supporting
those in need
– We make a positive social impact by being a
goodcorporate citizen and paying our taxes to
contribute to society in the countries in which
weoperate
– We understand the importance in recruiting and
retaining diverse talent from our local communities
– Both the Company and our Foundation donate
directly into the local communities in which we
operate to seek to make a difference
How we engage
– Support The Watches of Switzerland Group
Foundation (the ‘Foundation’) to drive positive
change
– Consider the social impact of our business
decisions, discussed at the ESG Committee and
theBoard
– Support through payroll charity giving, volunteering
at community projects and other organisations
– Entering into sponsorships agreements with
charitypartners
– Establishing volunteering programmes in
ourcommunities
– Being signatories and members of organisations
who aim to make a difference in the responsible
business network
Monitoring the impact of our engagement – outcome
– Increased participation in charitable activities
through fundraising and increased volunteering
hours and number of locations
– Multiple events held with members of the Senior
Leadership Team (alongside a number of the
Trustees from the Foundation) to support charities
– Raising awareness and funds through sponsorship
of the ‘Change a Girl’s Life’ campaign and
collaboration with a brand partner.
– Functional volunteering by colleagues to support
charities introduced by the Foundation
– External Fair Tax Mark accreditation from the
FairTax
®
Foundation, independently certifying
weoperate at the highest levels of responsible
taxconduct
69
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70
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

ENVIRONMENTAL,
SOCIAL AND
GOVERNANCE
Our approach to ESG is rooted in the belief that long-term
commercial success goes hand in hand with environmental
responsibility, social impact and strong governance.
Anchored in our ESG Strategy, we continue to embed ESG
considerations across our Group in order to WOW our clients
while caring for our colleagues, our communities and our planet.
In FY25, we continued to make progress in key areas, including
becoming Great Place to Work-Certified™, improving energy
efficiency and strengthening our procurement and supply chain
management functions. As expectations evolve, we remain focused
on transparency, accountability and delivering meaningful progress
aligned with the priorities and values of our stakeholders.
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LAYING THE FOUNDATIONS OF
OUR CLIMATE TRANSITION PLAN
During the year, we carried out our first structured mapping exercise aligned
withthe UK Transition Plan Taskforce (TPT) framework.
While we have already taken steps to address climate-related risks and
opportunities through our broader ESG strategy, this marks our first formal
alignment with the TPT framework, helping to ensure our approach to climate
mitigation and management is structured, decision-useful and in line
withemerging best practice.
Our mapping assesses our existing information against the relevant disclosure
elements of the TPT framework. Internally, we are continuing to develop our
strategic actions and refine supporting KPIs. We intend to formally align our
reporting with the TPT framework in subsequent reporting cycles.
We remain committed to achieving net-zero emissions by 2050 and have set
near-term science-based targets (SBTs) as part of our decarbonisation pathway.
However, we recognise that we did not meet our emissions reduction trajectory
in FY25 for location-based emissions, largely due to our continued business
growth and associated increases in emissions, which reinforces the need to
strengthen our implementation plans as we scale.
In FY26, we intend to set long-term SBTs and apply for validation by the Science
Based Targets initiative (SBTi) re-calibrating our alignment with a 1.5°C pathway.
Our approach considers the specific context of the retail and luxury goods sector,
and is aligned with the evolving expectations of the Task Force on Climate-
Related Financial Disclosures (TCFD) and International Sustainability Standards
Board (ISSB) frameworks.
This work is a pivotal foundational step in building a resilient and future-ready
business and supports the future development of a full transition plan and
integration of climate considerations across our Group.
Transition Plan Taskforce Mapping
1. Foundation
Page(s)
1.1 Objectives
andpriorities
How the Group Creates Value: Planet and Product 27
Continue to Advance Across ESG Indicators 37
Our Strategy in Action Certified Pre-Owned
Programme & Repairs andServicing
34
Key Performance Indicators: ESG 58
Environmental, Social and Governance:
KeyTargets and Highlights
37
Caring For Our Planet: Climate Action 103
TCFD: Goal and Strategies 129
TCFD: Risk Management 127
1.2 Business model
implications
Market Review: Pre-owned watch market
andRepairs & Servicing
14
1.3 Key assumptions
andexternal factors
TCFD: Emissions Methodology 131
TCFD: Emissions Rebaselining Policy 131
TCFD: Qualitative Climate Scenario Analysis 121
Transition Plan Taskforce Mapping
2. Implementation strategy Page(s)
2.1 Business planning
andoperations
Planet: Transition Planning 103
Planet: Total Scope 1, 2 and 3 130
Planet: Energy Management, Clean Energy
& Building Management
105 and
106
Planet: Transportation & Logistics 107
Planet: Risk Management 127
2.2 Products and services Product: Our Approach 135
Planet: Supporting a Circular Economy 113
Planet: Waste Management and WEEE 107
Planet: Packaging 108
Product: Product Innovation 138
2.3 Policies and
conditions
Planet: Environment Policy 102
Planet: Vendor Code of Conduct 102
Planet: Supplier Sustainability Standards 105
Planet: Energy Management 105
Code of Ethics 142
2.4 Financial planning TCFD: Risk Management 127
3. Engagement strategy
3.1 Engagement
withvaluechain
Planet: Supplier Engagement 105
Planet: Building Management 106
Planet: Transport & Logistics 107
Intro & Mapping: Enhancing our Reporting 77
Planet: Biodiversity & Our Impact on Nature 109
Product: Leveraging AI 136
3.2 Engagement
withindustry
Intro & Mapping: Collaboration with partners 77
Planet: Supporting Growth 111
Supply Chain Engagement: Responsible
Jewellery Council
136
3.3 Engagement with
government, public sector
and civil society
Intro & Mapping: Collaboration withPartners 77
4. Metrics and targets
4.1 Governance, business
and operational metrics
and targets
Planet: Climate Action 103
TCFD: Risk Metrics Table 128
4.2 Financial metrics
andtargets
TCFD: Risk Metrics Table 128
4.3 GHG emissions
metrics and targets
Planet: Climate Action 103
Planet: Energy Management 105
TCFD: Emissions Table 130
4.4 Carbon Credits No information disclosed. Our offset strategy will
be considered as part of longer-term commitments
N/A
5. Governance
5.1 Board oversight
andreporting
TCFD: Governance of Climate-Related
Risksand Opportunities
119
Principal Risk: Climate Change 153
5.2 Roles, responsibilities
and accountability
Intro & Mapping: ESG Governance 76
5.3 Culture Leveraging Our Unique Culture 80
Planet: Rewarding Positive Behaviours 104
5.4 Incentives and
remuneration
Application of the Remuneration Policy inFY25 187
5.5 Skills, competencies
and training
Planet: Affordable and Clean Energy 106
Planet: Waste Management 106
Planet: Colleague Engagement 104
TRANSITION PLAN TASKFORCE
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Our Goldsmiths Signature Collection is our first-ever traceable diamond, offering clients total
confidence in the journey of their ethically mined diamond. All Goldsmiths Signature diamonds
are unearthed from four hand-picked countries, chosen for their outstanding ethical
standards. Our clients have peace of mind it was sourced conflict-free and in a sustainable way.
73
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OUR
PURPOSE
S
T
R
O
N
G
E
N
V
I
R
O
N
M
E
N
T
A
L
,
S
O
C
I
A
L
&
G
O
V
E
R
N
A
N
C
E
P
R
A
C
T
I
C
E
S
R
E
A
S
S
U
R
E
S
T
A
K
E
H
O
L
D
E
R
S
A
N
D
S
A
F
E
G
U
A
R
D
O
U
R
R
E
P
U
T
A
T
I
O
N
Highlight industry
progress and the
good work we do
Delivered by
well-trained colleagues
who feel valued
PEOPLE
PLANET
PRODUCT
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
OUR ESG STRATEGY
With our highly engaged colleagues, brand partners, scale
and expertise, we are uniquely positioned to achieve this.
Our ESG strategy is evolving to focus on key material issues
in line with best practice and global reporting frameworks,
with input from key stakeholder groups.
This strategy is underpinned by clear priorities and ambitious targets
tosafeguard against environmental, social and governance risk,
while leveraging opportunities to secure a more sustainable future.
Guided by our Purpose, our strategy is to build
a more sustainable, valuable business
Our Purpose: To WOW our clients while caring
for our colleagues, our communities and our planet
Our Purpose is an inextricable part of how we do business.
Environmental, social and governance factors are considered
inourdecision-making processes at every level of our business.
OUR ESG PILLARS
Our Values shape our culture and
behaviour, driving performance
and purposeful action. They are
the cornerstone of our Code of
Ethics and truly represent who
weare.
OUR VALUES OUR ESG STRATEGY
WE EARN TRUST
& CONFIDENCE
By being true to ourselves and
honest and transparent with our
colleagues, our clients and our
brand partners.
WE TREAT
EVERYONE
WITH RESPECT
By working together to cultivate a
secure and supportive workplace,
with equal opportunities
and respect.
WE DO THE
RIGHT THING,
ALWAYS
By making the right decisions
for the benefit of our colleagues,
stakeholders and wider society.
WE CARE
FOR OUR
COMMUNITIES
By actively engaging in our
community and supporting
those inneed.
WE PROTECT
OUR PLANET
By working with our industry and
other stakeholders to minimise
our impact on the environment.
WE ADVOCATE
FOR OUR
INDUSTRY
By proactively promoting the
interests and responsibilities
of the luxury watch and jewellery
sectors in ourmarkets.
74
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Colleagues
Clients
Communities
Investors
Brand partners
and other suppliers
Our ESG pillars provide a strategic framework and guiding principles to
help streamline our decision-making and ensure everyone across our
Group works towards common goals.
We WOW clients with the finest selection of watches
and jewellery, together with world-class service.
We provide colleagues with rewarding careers, support
a thriving economy and care for our communities through
rigorous ESG standards and via The Watches of Switzerland
Group Foundation.
We track our progress holistically, across non-financial
and financial performance.
Progress towards our ESG goals is considered aspart of our
colleague bonus scheme, reinforcing our commitment to a
more sustainable future.
In addition, our existing loan facility is linked to the achievement
of our near-term science-based emission reduction targets and
circularity goals.
PEOPLE
GOALS
– Give colleagues every reason to join, growand stay
with our Group through attracting and retaining
talent, building an organisation fit for the future and
leveraging our unique culture
– Support our local communities
SUPPORTING UN SDGS
1
PLANET
GOALS
– Achieve net-zero GHG emissions by 2050
– Build climate resilience
– Preserve natural resources
SUPPORTING UN SDGS
PRODUCT
GOALS
– Improve our traceability and sourcing standards
– Highlight the sustainable attributes of our watches
and jewellery
– Support circularity in watches and jewellery through
repairs, servicing and our pre-owned business
SUPPORTING UN SDGS
As of June 2025, the Group holds ISS Prime Rating and the top QualityScore
of ‘1’ for Environment and Social. As of June 2025, we also hold the top MSCI
ESG Rating of AAA.
The MSCI index is widely recognised as the leader for global equity
benchmarks. The use by Watches of Switzerland Group PLC of any MSCI
ESG Research LLC or its affiliates (MSCI) data, and the use of MSCI logos,
trademarks, service marks or index names herein, do not constitute a
sponsorship, endorsement, recommendation, or promotion of the Watches
of Switzerland Group by MSCI. MSCI services and data are the property of
MSCI or its information providers, and are provided ‘as-is’ and without
warranty. MSCInames and logos are trademarks or service marks of MSCI.
1 UN Sustainable Development Goals.
OUR ESG PILLARS DELIVERING SUSTAINABLE VALUE
FOR OUR STAKEHOLDERS
DRIVING SUCCESS
75
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OPERATIONAL INTEGRATION (Working Groups)
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
ESG GOVERNANCE
This report covers the Watches of Switzerland Group PLC (the ‘Group’) for the
reporting period from 29 April 2024 to 27 April 2025.
It incorporates activities and operations over which the Group has direct control
or significant influence. This includes all owned and operated showrooms, and
service centres in the UK and US, our offices and regional headquarters and
distribution and logistics centres under operational control of the Group.
Performance data and disclosures are reported for all consolidated subsidiaries
within the Group’s financial reporting boundary. Environmental data includes
Scope 1 and Scope 2 emissions across directly controlled locations, and Scope 3
data includes emissions from supply chain logistics and transportation. Social
andgovernance data includes all directly employed colleagues across our
Groupoperations.
During the reporting period, the Group acquired the exclusive distribution
rightsfor the Roberto Coin brand in the US, Canada, Central America and the
Caribbean, through the acquisition of Roberto Coin Inc., an associate company
ofRoberto Coin S.p.A., based in Italy. It also acquired the Hodinkee business,
aglobal digital content provider and gateway for luxury watch enthusiasts. As a
result, the scope of our reporting has grown to include the performance of these
newly acquired businesses from the dates of acquisition onward. Historical data
from prior periods does not include these businesses unless otherwise specified.
Any minor updates or methodological adjustments are noted within the relevant
sections ofthis report.
APPROACH
Guided by our purpose and values to ‘do the right thing, always’, we
operatearesponsible and ethical business by aspiring to best practice and
understanding stakeholder expectations, then making sure this is reflected
inourbusiness decisions.
The Board takes a structured and proactive approach to ESG governance,
providing strategic direction, reviewing risks and performance and ensuring
sustainability and responsible business practices are integrated throughout
theorganisation.
Our approach is built on three core ESG governance pillars: Board-level oversight
supported by our ESG Committee, executive accountability through our ESG
Steering Group, and operational integration through dedicated working groups
aligned to our strategic pillars of People, Planet and Product.
Senior leaders across the business are responsible for driving ESG priorities and
delivering progress against our targets. This is underpinned by cross-functional
collaboration, data-led decision-making and regular stakeholder engagement.
Our ESG risk register ensures a systematic approach to ESG risk management,
which allows us to formally monitor our risk profile and manage change at the
appropriate levels, while mitigating or removing risks to our business operations
before they materialise. Our risk management framework also allows us
toidentify and act on opportunities arising from a changing climate. More
information on how we are identifying and managing climate-related risks
andopportunities, can be found in our TCFD Statement on pages 114 to 131.
Through this framework, ESG is embedded into our long-term ESG Strategy
andday-to-day operations, while meeting regulatory obligations and responding
to stakeholder expectations.
The Group is committed to high standards of environmental and social
governance and our Board governance structure can be found on page 165.
The Board has overall responsibility for oversight of ESG-related risks and
opportunities and is supported by thededicated ESG Committee, chaired
byBaroness (Rosa) Monckton MBE, Non-Executive Director.
Our ESG Committee meets a minimum of three times a year, plus, where
appropriate, additional meetings are held dedicated to training and awareness.
The Committee plays an active role in the development and delivery of the
Group’s ESG Strategy by considering best practice, ratifying key decisions,
andproviding accountability against KPIs in relation to our three ESG Pillars
ofPeople, Planet and Product.
The ESG Committee is supported by an ESG Steering Group, which is
comprised of members of Senior Management, each with formal operational
responsibility for the management of environmental, social and governance
issues. The ESG Steering Group is chaired by our CFO, Anders Romberg,
anddriven by our experienced Head of Sustainability and ESG, Kesah Trowell.
The ESG Steering Group aims to meet once a month and exists primarily
tohelp mitigate risk, and to oversee the development of a progressive
ESGStrategy and ensure its successful delivery across the Group.
ESG GOVERNANCE
People
Planet
Product
BOARD-LEVEL OVERSIGHT
(ESG Committee)
EXECUTIVE ACCOUNTABILITY
(ESG Steering Group and Trading Board)
ESG
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

MATERIALITY ASSESSMENT
We conducted a comprehensive materiality assessment in FY24 to identify the
ESG topics most relevant to our business and stakeholders, and prioritise our
focus on the most significant actual and potential impacts of our operation.
This process involved engagement with key stakeholder groups, including clients,
colleagues, investors, and community representatives. We considered economic,
environmental and social dimensions to identify the topics most relevant to our
stakeholders and to our long-term value creation. The findings from our FY24
assessment were published in our Annual Report and Accounts 2024 and
continue to inform our strategy, risk management and sustainability reporting.
To ensure the continued relevance of these material topics, we carried out a
targeted review in February 2025. This review was prompted by developments
including the US elections, emerging legislation and evolving perspectives on
natural capital. The review confirmed that the material topics identified in FY24
remain current and aligned with our impact areas and stakeholder concerns.
As no significant changes in impact or stakeholder priorities were identified,
wehave maintained the same set of material topics for FY25. We will continue
tomonitor these areas and conduct a full reassessment if significant new
developments or changes in stakeholder sentiment arise. Our approach
todetermining the materiality will be reviewed on an annual basis.
COLLABORATION WITH PARTNERS
The Group’s business strategy is aligned with the United Nations Sustainable
Development Goals (UN SDGs) and we support the principles of the UN Global
Compact, which aims to prioritise and mobilise efforts to drive business action to
achieve these goals by 2030.
We remain members of the UK Government’s All-Party Corporate Responsibility
Group and the British Retail Consortium, who provide regulatory guidance and
represent our sector’s interest in policy discussions, most recently the Corporate
Net-Zero Standard Version 2.0 public consultation. We also partner with
international social enterprise, Slave-Free Alliance, to support the development
and delivery of our human rights and modern slavery roadmap.
We strongly encourage all supplier partners to align with relevant, well-recognised
sustainability standards and certifications, as well as adhere to external initiatives
or sets of principles. More information can be found on page 136.
In FY25, we continued to partner with the Association of Creative Independent
Watchmakers, to help provide talented watchmakers with a platform, guidance
and support, as they hone their skills and shape their careers.
Through our business and The Watches of Switzerland Group Foundation, we
enjoy long-standing partnerships with charities including local food banks in the
UK and Habitat for Humanity in the US, as well as The King’s Trust in both the UK
and US. More information on how we care for our local communities through the
Foundation can be found on pages 92 to 99.
BUILDING A STRATEGIC APPROACH TO SUPPLY CHAIN
ENGAGEMENT AND MANAGEMENT
During FY25, the Group participated in a digital transformation project, led by AI
Agent Platform, Sevva AI and supported by Sheffield University, to explore how
machine-learning technology can enhance ESG due diligence and reporting. The
project was supported by Innovate UK, the UK innovation agency, as part of their
work to understand how AI can help businesses in achieving sustainability goals.
The project was a success and resulted in the development of an AI Agent
toefficiently gather and analyse publicly available data and carry out real-time
sustainability assessments, evidenced with direct links to official information sources.
With an increasing number of ‘off the shelf’ solutions offering generic AI ESG risk
assessments, our project evolved to focus on improving supply chain transparency
and due diligence relevant to our business and industry needs. It included carrying
out detailed supplier entity mapping and categorisation, as well as retrieving
supplier information and data to support business decisions.
In April 2025, we agreed to progress with the AI Agent on a commercial
basisandare actively using ournew platform to monitor the level of supplier
alignment with our Supplier Sustainability Standards. See pages 117, 136 and 137
for more information.
The use of AI across our business is underpinned by our new GroupAIPolicy
which was approved by our AI Council in April 2025 and supports the Group’s
Code of Ethics. ThisPolicy underlines our commitment to the ethical and
responsible use of machine learning technologies and provides guidelines
andprotocols for their usewithin our organisation.
TAX MATTERS
As part of our commitment to transparency and responsible business practices,
we are proud to be reaccredited with the Fair Tax Mark, which demonstrates that
we pay the right amount of tax in the right place, at the right time and that we
openly communicate our tax affairs. See page 142 for more information.
Importance to the Group
Importance to stakeholders
Key:
 Packaging
2 Biodiversity & Nature
3 Social Impact
4 Transparency & Reporting
5 Traceability of Raw Materials
6 Anti-Bribery, Corruption & Fraud
7 Anti-Money Laundering
8 Health, Safety and Wellbeing
9 Achieving GHG Reduction Targets
0 Climate Action
 Energy Management
2 Sustainable Procurement
3 Diversity & Inclusion
4 Whistleblowing & Grievance
Procedures
5 Colleague Engagement
6 Training & Education
7 Supply Chain Engagement
8 Brand & Reputation
9 Data Protection & Cyber Security
20 Circularity via Repairs
& Pre-Owned
77
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
WE ARE A GREAT
PLACE TO WORK
78
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

OUR PEOPLE
At the Watches of Switzerland Group, we have created an inclusive culture which gives our
colleagues every reason to join and develop long-term careers within our Group. We are delighted
to be Great Place to Work-Certified™ in our first year of entry, which demonstrates our continued
commitment to our people.
FY25 KEY PERFORMANCE HIGHLIGHTS
Our ‘Great Place to Work’ is underpinned by our goal of giving
our colleagues every reason to join, grow and stay with our
Group. Each of our supporting strategies is underpinned with
clear tactics and measures set over a three-year horizon
between FY24 and FY26.
GOAL AND STRATEGIES
LEVERAGE OUR
UNIQUE CULTURE
BUILD AN
ORGANISATION
FIT FOR THE FUTURE
ATTR ACT AND
RETAIN TALENT
GOAL
To give colleagues every reason to join,
grow and stay with our Group.
STRATEGIES
50%
OF SHOWROOMS WITH AT LEAST ONE
FEMALE IN LEADERSHIP (2024: 45%)
38%
COLLEAGUES FROM MINORITY ETHNIC
BACKGROUND (2024: 36%)
54%
FEMALE COLLEAGUES (2024: 55%)
37%
INCREASE IN VOLUNTEERING HOURS
TO1,133 HOURS (2024: 13%)
20%
GROUP ATTRITION (2024: 22%)
16%
INCREASE IN GLOBAL TRAINING
HOURS TO 40,616 (2024: 35,000 HOURS)
70%
COLLEAGUE ENGAGEMENT (2024: 76%)
AS AT JUNE 2025, RATED ‘1’ BY ISS ESG
SOCIAL QUALITYSCORE
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STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

Being a great place to work is created through our relentless focus on our purpose and values.
Theseshape our behaviour and result in high performance teams engaged in purposeful action.
They are the cornerstone of our Code of Ethics and truly represent who we are.
OUR VALUES
VALUES IN ACTION – GREAT CULTURE
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
TRUST AND CONFIDENCE: BUILDING HIGH PERFORMANCE TEAMS
Trust is the foundation of our high performance culture. We know that our roles
are demanding and that our expectations are high. Our showroom colleagues
deserve the best managers and our relentless focus on talent management has
improved Group showroom manager capability. The majority of colleagues are
proud to work for our Group and feel that they make a difference.
My team in particular is why it is a great
place to work; from the Showroom
Manager, the Assistant Managers,
Supervisors and the rest of the
Sales Consultants.”
EXTRACT FROM GREAT PLACE TO WORK
®
SURVEY
80%
COLLEAGUES ARE PROUD
TO WORK HERE*
74%
COLLEAGUES FEEL LIKE
THEY MAKE A DIFFERENCE*
GREAT PLACE TO WORK
Our Great Place to Work-Certified
™
status was achieved in the first year
ofpartnering with the Great Place To Work
®
organisation. This accolade
demonstrates our commitment to create a positive colleague experience
andanenjoyable working environment.
Our view is that by living our Values and integrating them into our everyday
actions, colleague engagement will remain strong, which in turn delivers strong
client experience. We share below the results of the survey and examples of how
we have earned trust and confidence throughout the year.
Taking everything into account, I would say
this is a great place to work
I would strongly recommend my organisation
to friends and family as a great place to work
People here are willing to give extra
to get the job done
I feel I make a difference here
I want to work here for a long time
I’m proud to tell others I work here
When I look at what we accomplish,
I feel a sense of pride
My work has special meaning:
this is not ‘just a job’
67%
63%
65%
74%
67%
80%
77%
65%
WE EARN TRUST
& CONFIDENCE
WE TREAT EVERYONE
WITH RESPECT
WE CARE FOR
OUR COMMUNITIES
WE DO THE RIGHT
THING, ALWAYS
77%
INCLUSION SCORE*
* Great Place To Work
®
Survey 2024.
80
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

A
COMPREHENSIVE
GROUP BENEFITS
PACKAGE
Paid time off including
holiday and sick pay
Discount scheme for luxury
products and brand incentives
Health benefits
Colleague sharesave
schemes
Extra holiday
purchase scheme and
birthday off (UK)
Free 24/7 confidential
Employee Assistance
Programme
Pension contribution
Commission, bonus
opportunity for all
Free wellbeing tools
and support
Recognition policies
We continue to provide high levels of support and
reward to our valued colleagues with a wide range
of benefits. These are reviewed each year against
market trends and balanced with our financial
performance. Our reward strategy covers three
elements: financial, physical and mental wellbeing,
and we adapt our tactics accordingly. This year,
weincreased our maternity pay benefits in the
USproviding greater financial support to parents.
Our compensation plans in the US were
thoughtfully reviewed and enhanced to drive
greater engagement with our strategic brand
partners. In the UK, we added a ‘top seller’
element to the commission scheme which has
secured 100% retention of participants. In FY26,
we will bring our progress to life through a
newemployer brand campaign highlighting our
culture of collaboration, listening and support.
TRUST AND CONFIDENCE: REWARD AND RECOGNITION
IN THE US
– Globalised our benefits to all US colleagues which provided a robust plan of
options at a reduced rate. As a result, 85% of our US colleagues enrolled in
medical, dental and/or vision benefits
– Harmonised our benefits offering in a platform which simplifies our offer and
100% of colleagues participated throughout April, an increase of 21%
– Enhanced maternity and paternity leave of absence for parents and paid leave
of absence for all colleagues. In addition, we were able to offer additional
medical and dental options to all colleagues
– The Employee Assistance Program continues to be an important benefit for
all US colleagues. FY25 saw an annualised engagement rate of 100%; the
Program was accessed by our US colleagues 548 times
– Integrated the 401k pension plans resulting in more effective management
and administration for our colleagues, with 75% of colleagues enrolled in the
401k retirement plan
– Sunrise Support Centre has hybrid working arrangements in place
– 9% sharesave participation
– Revamped the vacation policy this fiscal year which recognises tenure and
service to the organisation
– Payroll processes were integrated into one system which allowed for all
Hodinkee and Roberto Coin colleagues to have a common payroll schedule
and payroll practices in the US
IN THE UK
– Introduced a competitive commission scheme introduced for top sales
colleagues to drive engagement and retention
– Introduced new EV salary sacrifice scheme to support colleagues wishing
tolease electric or hybrid cars in a cost efficient way
– 4% reduction in gender pay gap (now 16%) demonstrating our ongoing
commitment to meritocracy
– Launched payroll savings scheme in April 2025 giving colleagues access
toaffordable financial products and services
– 17% sharesave participation enabling colleagues to be shareholders
– 83% colleagues now enrolled in our pension scheme
– Carlton Park and London Support Centres have hybrid working
arrangements in place
– Interest-free support loans: 68 applications to the value of £65,000 supporting
our colleagues through the cost-of-living crisis
– More than 42,000 recognitions through our recognition platform celebrating
the hard work and behaviours of our colleagues
– Renewal of our health, dental and Employee Assistance Programme which
provides 24-hour confidential support to colleagues
– Continued recognition as aUK Real Living Wage employer, highlighting our
ongoing commitment to colleagues
81
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
RESPECT: BUILDING A MERITOCRACY IS KEY TO OUR CULTURE TO DELIVER OUR COMMITMENT TO OUR STRATEGY
Leaders visibly
champion D&I
CARE
Strengthen our
inclusive culture
RESPECT
The power of brands
and our communities
HARNESS
End to end policy and
process alignment
EQUIP
STRATEGIC PILLARS ENABLING DIVERSITY AND INCLUSION
WE ARE A MERITOCRACY DEMONSTRATED BY:
INCLUSION GENDER BALANCE REPRESENTATION
77% inclusivity score Teams represent the national identity
and the race/ethnic mix of the markets
in which they operate
All leadership teams are gender balanced
VALUES IN ACTION – GREAT CULTURE
RESPECT: MERITOCRACY
We advocate for our industry about meritocracy and our demographic
breakdown is shown opposite. The FTSE Women Leaders Review placed us #7
of the FTSE 250 – our highest ever ranking – and we continue to receive external
accreditation for our progress.
RESPECT: GLOBAL EMPLOYEE RESOURCE GROUPS
Our Employee Resource Groups have gone from strength to strength this year,
supporting colleagues with interest and passion in the following areas:
Each group is sponsored by a member of the Senior Leadership Team and meets
every quarter to discuss suggestions, ideas and progress. Our progress this year
can be measured by:
– Brilliant Breakfast event focused on inclusion attended by Group colleagues
on6March 2025. In the US, we had over 200 colleagues from across all regions
participating in virtual and in-person events
– New UK D&I e-learning training programme launched in April, with 1,500
colleagues completing the course within the first month of enrolment
– Our US team led ‘Lean In’ programmes that offer leadership development and
provide all colleagues with tools to improve the culture of work. With a focus
on‘Allyship at Work’, this programme helps colleagues recognise unfairness at
work and learn specific actions they can take to practice allyship
– Our US team created a series of impactful campaigns, including Black History
Month with its focus on Artist Highlights, Pride Month showcasing Trail Blazers
Highlights, and Women’s History Month centred around Leaders in STEAM
Highlights. These campaigns highlighted various cultural awareness events,
fostering education and celebration
– Improved communication channels for Employee Resource Groups on our new
CONNECT platform
Respect starts with understanding, and this year, we introduced a new virtual
discussion format called ‘In Conversation With’ which is hosted by Senior
Management periodically. This enables colleagues in both regions to discuss the
‘real’topics in the business, such as hidden disability, cultural awareness and cyber
crime. Topics are suggested by colleagues and attendance remains high.
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Board
UK FTE – Support
Female Male
50%
Executive Management
1
Trading Board
Executive Team
and direct reports
UK FTE – Retail
UK FTE – Total
US FTE – Retail US FTE – Support US FTE – Total
50%
40%
60%
52%
48%
46%
54%
46%
54%
57%
43%
63%
37%
64%
36%
56%
44%
46%
54%
1 Executive Management is defined on page 173 of the Corporate Governance Statement.
RESPECT: THE POWER OF OUR BRANDS AND COMMUNITIES
Our Diversity & Inclusion Strategy is underpinned by four pillars. Having made great progress on care, respect and equip, we have been delighted with the outcomeof
harnessing the power of our brands and communities this year. This is something we feel our Group is uniquely able to drive because of our scale, brandrelationships,
committed colleagues and The Watches of Switzerland Group Foundation. Some examples of how we have brought this to life are below:
CRISIS HOMELESSNESS ALLIANCE AND HAYS PROJECT FLOURISH
Through our partnership with Crisis and Hays, we have provided employment
and learning opportunities for two new colleagues this year who have both
experienced homelessness. By bringing together our Group and The Watches
ofSwitzerland Group Foundation, we are opening up new ways to source
strongtalent and do the right thing for ourcommunities.
PRIDE
Our LGBTQ+ group made a suggestion this year to leverage Pride month with
afocus on gender neutral jewellery. Listening to this suggestion, we worked with
the LGBTQ+ Employee Resource Group and designed a campaign which was
activated in June 2025 in selected showrooms. This will coincide with Pride month
andthe increased trend of gender neutral jewellery. Bringing together the power
of our product, our community and our colleagues has been a great example of
our positive culture and doing the right thing.
COLLEAGUE GENDER STATISTICS AS AT 27 APRIL 2025
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The launch of CONNECT – our new
intranetand social connection platform – has
provided us with a strong tasking framework
that helps us manage workflows and
operational processes.”
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
A great place to work is underpinned by great teams. We build great teams
bycombining the right structures with the right people. Each year, we review
ourorganisation and where relevant, we adapt and evolve our structures.
Werelentlessly focus on retail, ensuring the teams are empowered through
strong leadership and training. Our colleagues in our Support Centres focus
onprioritising retail, and we have built further capability in the following areas:
– Hiring strong leadership in Retail to support the UK retail transformation
– Hiring a new ecommerce team in the US
– Acquisition support and integration/business development in the US
– New procurement leadership in the UK
ACQUISITIONS
In May 2024, the Group acquired Roberto Coin Inc. which strengthened our
position in the luxury branded jewellery market, particularly in the US. Preserving
the strong people-driven culture has been a priority to ensure success. This has
been achieved through retention of key talent, and ongoing communication with
the objective of maintaining the culture and heritage that has contributed to the
success of the brand since 1996.
With the acquisition of the Hodinkee business in October 2024, we diversified
our US talent pool further with experienced editors and journalists from around
the world joining our Group. Retention following acquisition has been a priority.
Measures such as compensation reviews, benefits enhancements and cross-
functional collaboration with current Group resources continue to be a priority
for thefuture.
These acquisitions mean that our skills base is broader than ever. Integrating new
colleagues has been a priority to ensure we preserve positive culture whilst
providing security and support of our scale and global business. Senior Leadership
has spent significant time with the Leadership in New York. Excitement about the
acquisition has been built across the Group through a series of training events,
town halls and immersion events, all of which have highlighted their talents,
expertise and contributions supporting our position and future growth inthe
USluxury market.
COMMUNICATION
This year, we have developed communication expertise to boost our internal
andexternal communications strategy in order to share and celebrate the great
work our colleagues deliver. This also ensures key messages penetrate through
thebusiness and drives engagement and high performance.
Our approach to two-way communication is set out below:
– Our new communication strategy has been aligned with our Board and in
particular Baroness (Rosa) Monckton MBE, Non-Executive Director for Wider
Workforce Engagement
– The launch of CONNECT – our new intranet and social connection platform
– has provided us with a strong tasking framework that helps us manage
workflows and operational processes
– Colleagues can directly and anonymously give feedback to the highest levels
inregional leadership teams
– Town halls are where colleagues hear from our Executive and Senior Leadership
and we foster open communication, share important organisational updates,
celebrate achievements and provide a platform for colleagues to engage directly
with leadership
COLLEAGUE RELATIONS
As we review our organisation for the long-term, we have had to make
somedifficult choices in closing a number of UK retail showrooms and making
redundancies inour Support Centres in both regions. Where we entered into
redundancy conversations, we have made every effort to retrain and redeploy
colleagues, with36% of our UK retail colleagues being retained post consultation.
HEALTH & SAFETY AND WELLBEING
We are committed to maintaining safety standards that comply with legislation
and enable colleagues to be confident that their workplace is safe. Our Health
&Safety Policy applies to all business activities and premises to ensure the
health,safety and welfare of our colleagues, clients and visitors. A Health &
SafetyCommittee comprising senior leaders from our UK and US operations
meets regularly and a rolling review and audit programme is in place. A formal
mechanism for reporting accidents is in place and we work closely with a
third-party provider.
– Annual retail raid training delivered in partnership with our security partners
– Low colleague accident rate of 2.5 accidents in 200,000 hours globally
– Low sickness absence of <2.5% in the UK
– 91% of colleagues agree that this is a physically safe place to work in the
GreatPlace To Work
®
survey
VALUES IN ACTION – GREAT TEAMS
DO THE RIGHT THING: ORGANISATION AND TEAM
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DO THE RIGHT THING: TEAM BUILDING THROUGH VOLUNTEERING
The Watches of Switzerland Group Foundation works with a number of charity
partners in the US and UK. We have leveraged these connections and our
colleagues have found a passion for volunteering, which has exceeded our
expectations in the last 12 months. Most volunteering is at food banks where
colleagues work together to prepare and hand out food parcels for those in need.
In addition, our colleagues have also volunteered with The King’s Trust and Crisis
in the UK and in the US, The King’s Trust and Habitat for Humanity where
colleagues built homes to support affordable housing initiatives and make a
meaningful impact in our local community. The volunteering teams are often
cross-functional and the sessions can range from regular weekly support to a half
or full day, depending on the charity’s need. We have a Volunteering Policy which
provides guidance for how the arrangements work. By living our Values, we have
delivered 1,133 volunteering hours across the Group which is an increase of 37%.
FY26 AREAS OF FOCUS: PEOPLE
We will continue to use Great Place To Work
®
as our future benchmark for
people, culture and engagement and have agreed four key areas of focus:
– Leadership and values
– Development and progression
– Wellbeing and fun
– Reward
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Our talent is diverse. We offer a wide range of careers spanning from retail showroom roles to technical
roles in our workshops. Our skills are broader than ever following the acquisitions of Roberto Coin Inc.
and the Hodinkee business, yet, wherever our colleagues are based, they are all passionate about the
products and services we offer.
VALUES IN ACTION – GREAT TALENT
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Showroom Manager Leadership
Development cohort, Carlton Park
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CAREER PATHS IN RETAIL
Our focus in Retail has been making career paths clearer and more accessible for
colleagues by harmonising job titles across our brands, creating visibility of ‘larger’
roles with more scope and underpinning this through transparent pay ranges.
We have created career pathways for both sales and management careers,
encouraging cross-brand moves to promote more opportunities.
Following on from the success we have seen in our retail teams, we have
introduced new competency-based interviews to our UK Support Centre to help
build meaningful development plans for colleagues.
In order to bring our career work to life across the Group, we have created
‘Brilliant Careers’ which shares colleagues’ career experiences, progression
andtheir personal achievements. We deliberately highlight the diversity of
opportunities, people and experiences to inspire as many people as possible
tocontinue to develop their career with us.
We have refreshed our external careers website across the Group and our
internal vacancies noticeboard, making opportunities more visible, offering hints,
tips and support for internal applicants, including those who want to stay with the
Group but are relocating to a new city.
Our leadership teams have been instrumental in actively managing talent, through
talent forums and discussions and supporting people to apply for roles. In FY25,
we filled 38% of vacancies through internal talent moves in the UK and 23% in
theUS.
Looking ahead, we are focused on building clear and inspiring career pathways.
From our in-house leadership programmes at all levels to the roll-out of our
successful internal leadership programmes to our support functions, we’re
investing in every stage of the journey. Our soon-to-launch new competency
framework will bring greater clarity to performance conversations, setting a
consistent foundation for progression and growth throughout the organisation.
EARLY CAREERS AND APPRENTICESHIPS
From an early careers perspective, we’re focused on intentionally investing in
thenext generation of talent and shaping the future of our business. This includes
partnerships with the local universities and colleges. In the UK, we welcomed
students in Buying and Merchandising and collaborated with the Goldsmiths’
Centre by offering work placements at our jewellery workshop.
In September 2024, we recruited a UK Apprenticeship and Early Careers
Specialist to drive a more strategic approach and align our initiatives with the
long-term goals of the business. As a result, we expanded our UK apprenticeship
programme from two participants last financial year to 21 colleagues currently
enrolled this year, underscoring our dedication to nurturing talent from within.
We now run four distinct apprenticeship programmes in retail and four core
support functions – Property, Finance, and Learning & Development – ensuring
that we build capability across all business areas for the future. This leadership
programme, delivered in partnership with the Fashion Retail Academy (FRA), is a
blend of hands-on learning and formal training, designed to equip colleagues with
the skills, knowledge and confidence to thrive in their careers. This is a Level 4
apprenticeship standard, equivalent to a first-year undergraduate degree, or a
Higher National Certificate (HNC).
In the US, we continue to expand our team of highly skilled and accredited
watchmakers; a rare and in-demand trade. We support this through our US
Watchmaker Apprenticeship Programme. Three US students participated in this
accelerated watchmaking training in partnership with the Lititz Watch Technicum
under the Swiss American Watchmakers Training Alliance (SAWTA) certification
programme, and six US colleagues are currently participating in the programme.
TALENT MANAGEMENT AT
THE WATCHES OF SWITZERLAND GROUP
38%
UK VACANCIES FILLED THROUGH
INTERNALTALENT
56%
ROLEX OLD BOND STREET
COLLEAGUES WERE INTERNAL HIRES
WITH A COMBINED COMPANY
TENURE OF 254 YEARS
11,000
GROUP HOURS OF BRAND AND
PRODUCT TRAINING
36%
IN THE UK INTERNAL MOVES AND
PROMOTIONS IN RETAIL HAVE
INCREASED BY25% FROM 11%
TO36%
2x
TALENT AND SUCCESSION REVIEWS
TAKE PLACE TWICE ANNUALLY IN
THE UK AND US
77%
RETAIL PERSONAL DEVELOPMENT
PLAN COMPLIANCE IN THE UK
69
GROUP WATCHMAKERS
79
COLLEAGUES ACQUIRED THROUGH
US ACQUISITIONS
Building on the success of the UK training programmes in FY24, we have
introduced a new talent selection and retention programme in the US
which will be delivered through a series of in-person workshops available
to all members of leadership. These workshops are designed to develop
and challenge our colleagues by providing them with skills and tools to
source, interview and on-board new talent. Additionally, strategies will be
shared and implemented that will result in the retention of our colleagues
through more effective communication, motivation and recognition of
ourteams.
In the UK, we have delivered the introduction of a new competency
framework and related interview questions and toolkits for UKretail,
which has supported our commitment recruiting the best talent in
ourshowrooms.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
CREATING EXCELLENCE
LEADERSHIP TRAINING
This year we have continued our focus on excellence in learning and development
to ensure our managers and colleagues are provided with the technical and
leadership skills and knowledge to provide the world-class experience our clients
look for.
We have continued to build on our induction programmes introducing structured
subject matter expert packs in both the UK and US. These practical training
guides complement the digital learning and ensure consistency and expertise for
all new colleagues joining our retail teams. For our colleagues in support we have
introduced in-person induction days bringing to life the elements of our culture,
high performance teams and Xenia. All new colleagues joining our corporate
offices are invited to attend.
We have maintained our engagement with our global learning system. Since the
launch of the new platform in February 2024, global engagement has remained high
with over 1,700 colleagues completing learning each month outside of peak trading.
To maintain our position of providing exceptional service, all of our retail
colleagues attend a two-day Xenia training programme which we deliver in
locations across the UK, exploring Xenia client experience and bringing to life
theclient journey in our showrooms. Over 400 colleagues attended in FY25,
ourtotal number of colleagues now trained is over 1,500.
In the US, we continue our commitment to leadership development by conducting
a five-day management induction programme, engaging 33 colleagues in
comprehensive leadership, and organisational training.
BRAND AND PRODUCT TRAINING
This year, we conducted a skills gap analysis with our multi-brand showrooms
toconfirm levels of confidence across key watch and jewellery brands including
brand knowledge, product expertise and selling ability. This has enabled us to
further focus on gaps in our teams’ knowledge and highlights the levels of training
by showroom.
Working with our brand partners we provided over 11,000 training hours across
30 brands.
To further elevate our product and brand partnership we have appointed
adedicated Brand & Product Training UK manager to strengthen the levels
ofexpertise on our showrooms further.
SUPPORTING HIGH PERFORMANCE CULTURE: INSIDE THE
LEADERSHIP EVOLUTION AT THE WATCHES OF SWITZERLAND
GROUP
Over the past year, the Watches of Switzerland Group has stepped into a new
era of talent development, cultivating a leadership culture that reflects both
theprestige of our brand and the potential of our people. At the heart of this
transformation are our Senior Leadership Programmes, which in the UK
welcomed 24 delegates and achieved a 100% satisfaction score – a testament
tothe calibre of our content and the commitment of our people. Alongside it,
ourCore Leadership Programme empowered 29 rising leaders, providing them
with the tools and insights to lead with clarity, empathy and commercial impact.
Our commitment to inclusive leadership continues to strengthen, with dedicated
investment in external programmes for Ethnic Future Leaders, Ethnic Senior
Leaders and Women in Leadership. These initiatives are not only expanding
representation, they are shaping future-ready leaders across our business.
LEADERSHIP – RETAIL UK
Our everyday leadership training across the Group provides a clear and practical
set of management principles designed to anchor management behaviours across
our retail teams. It’s a new standard for what practical leadership looks like every
day: consistent, supportive and purpose-led. We continue to nurture leaders who
represent both the heritage and the future of luxury retail.
In addition, this year marked the successful launch of our US Situational
Leadership Programme, designed to equip leaders with the skills to adapt
theirmanagement style to meet the evolving needs of their teams, enhance
collaboration and drive performance in a dynamic work environment.
VALUES IN ACTION – GREAT TALENT
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Developed in collaboration with Rolex
and experts from across the Watches of
Switzerland Group, the comprehensive
programme covered an exceptional breadth
of topics – from luxury client behaviours and
technical Rolex knowledge to advanced sales
techniques, leadership, after-sales service and
hosting with grace.”
XENIA – ROLEX OLD BOND STREET
Our focus on Xenia, our bespoke Client Experience Programme, reached a
newlevel this year combined with our largest Rolex boutique. This launch was
underpinned by an industry-leading training programme designed to deliver a
world-class client experience that immerses clients in the world of Rolex. This
ambitious foundation collaborated with the world-leading expertise of The AHA
Group who we worked with in 2021 to design our bespoke Xenia programme.
Developed in collaboration with Rolex and experts from across the Group, this
comprehensive programme covered an exceptional breadth of topics – from
luxury client behaviours and technical Rolex knowledge to advanced sales
techniques, leadership, after-sales service and hosting with grace. Training took
place across a variety of locations, starting in the Shard, London, stopping in
Geneva, and then culminating in two days of intensive practice in the boutique
itself. Across a total of 5,300 training hours, this programme created a highly
knowledgeable, confident team who can deliver experiences that are as precise
and exceptional as the watches themselves.
CREATING EXCELLENCE
COACHING FOR DEVELOPMENT
We are dedicated to client experience and create focus, reflect on insights and
take appropriate action to ensure we continue to deliver high standards across
the Group. We hold regular Client Experience Insights Meetings which are
designed to enhance the overall customer journey within our showrooms and
boutiques. By facilitating the exchange of best practices among retail leadership,
these meetings provide a platform for identifying innovative strategies, addressing
challenges and celebrating outstanding achievements.
As part of our efforts to recognise excellence, the US introduced the ‘100 Club’
initiative, which honours individuals and teams who consistently deliver
exceptional client experiences, achieving our benchmark of 100% satisfaction.
InFY25, 331 colleagues were celebrated through this recognition programme,
highlighting their dedication and impact in elevating the client experience.
The Rolex Old Bond Street team on their induction day
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We conducted a review of our
in-house watchmaker training
programme and have introduced a
modular based training programme
providing a structured
learning programme.”
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
CREATING EXCELLENCE
VALUES IN ACTION – GREAT TALENT
TECHNICAL TRAINING: WATCHES
This year, we have taken further steps to measure the effectiveness of our brand
and product training. In the UK we conducted a skills gap analysis with our
multi-brand showrooms to confirm levels of confidence across key watch and
jewellery brands including brand knowledge, product expertise and selling ability.
This has enabled us to further focus on gaps in our teams’ knowledge, highlight the
levels of training required on a showroom-by-showroom basis, and target our
actions more effectively.
We conducted a review of our in-house watchmaker training programme and
have introduced a modular based training programme providing a structured
learning programme with the flexibility to be assessed and start at different
joiningpoints depending on prior experience.
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CREATING EXCELLENCE
TECHNICAL TRAINING: JEWELLERY
In the US, Roberto Coin Inc. has given us the opportunity to strengthen
ourposition in the luxury branded jewellery market. Colleagues working
atRobertoCoin Inc. undertake a comprehensive induction, onboarding and
education programme which delivers an overview of this prestigious brand.
Inaddition, we have delivered 232 hours of Roberto Coin brand and product
training to our retail colleagues across the US.
As part of our continued investment in colleague development and client
experience, we introduced a new Jewellery Essentials training programme to
thecolleague journey. This specialised training was designed to deepen product
knowledge, enhance presentation skills and empower teams to create memorable
moments centred around jewellery.
In addition, we launched the Creating Moments with Jewellery programme
focusedon elevating the in-showroom experience through refined jewellery
presentation techniques and the creation of impactful jewellery-focused events.
By equipping colleagues with the skills to confidently communicate the
craftsmanship, design and storytelling behind each piece, we aim to strengthen
client engagement and drive a deeper emotional connection with our collections.
In the UK, we have continued to focus on jewellery training in preparation for the
opening of the Mappin & Webb Luxury Jewellery boutique in Manchester in FY26
and delivered 495 hours of brand and product training to showrooms. We
continue to offer our colleagues the opportunity to elevate their gemological
expertise through the GIA Applied Jewelry Professional (AJP) programme.
In FY25, a total of 782 training hours were dedicated to the GIA, reinforcing our
commitment to excellence in service and expertise in fine jewellery. This globally
recognised diploma supports our commitment to deepening product knowledge
and building confidence in delivering an exceptional client experience. In FY25,
15colleagues proudly graduated from the programme, with an additional 60
currently enrolled, reflecting strong engagement and enthusiasm for continued
professional development within our teams.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Lorrie Nelson, Regional Director Watches of Switzerland Group
volunteering at Habitat for Humanity
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

UK STRATEGIC PARTNERS
– The King’s Trust
– Local food banks and Trussell Trust
– Fuel Bank Foundation
– Crisis
US STRATEGIC PARTNERS
– The King’s Trust
– Habitat for Humanity
– Feeding South Florida
– New York and Las Vegas
food banks
The Foundation has donated a total of £5.5 million to charity partners to date,
including a total of £986,646 UK and $591,500 donated in FY25.
The UK Foundation has a board of Trustees who bring drive and stewardship,
including model and fashion expert David Gandy, BAFTA-nominated actor John
Hannah, radio presenter Johnathan Joseph (also known as DJ Spoony) and sports,
brands and diversity expert Terence Parris. They are joined on the board of
Trustees by our Group CEO, Brian Duffy who acts as the Chair and Ruth
Benford, Executive Director, Marketing.
FY25 To date
Amount committed from Group to Foundation £0.8m £8.3m
Donations from Foundation to charity £1.3m £5.5m
Number of people helped 36,345 205,071
Volunteering hours 1,133 2,697
Other Group donations (including payroll giving and
employer matching)
£18,987 £374,418
THE FOUNDATION – TRUSTEES OF THE BOARD
The Trustees meet at least quarterly and have committed to an engagement calendar with our strategic partners for FY25 which has included inspirational
sessions and judging panels.
Brian Duffy
Watches of
Switzerland Group CEO,
Chair of the Foundation
Ruth Benford
Watches of
Switzerland Group Executive
Director of Marketing
David Gandy
Model and fashion expert
John Hannah
BAFTA-nominated actor
Terence Parris
Sports, brands and
diversity expert
Johnathan Joseph
(also known as DJSpoony)
DJ and radio presenter
The Foundation brings most of the Group’s charitable activities under one umbrella. So far, the
Watches of Switzerland Group has committed a total of £8.3 million in donations to support three
pillars: the prevention or relief of poverty; the advancement of education; and the relief of those in
need by reason of youth, age, ill-health, disability, financial hardship or other disadvantage.
VALUES IN ACTION – GREAT COMMUNITIES
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
The partnership between The King’s Trust, the Watches of Switzerland Group
and the Foundation reached a new level this year following a number of
initiatives and events.
TIME TO INSPIRE – AUGUST
In August this year, the Foundation Trustees attended The King’s Trust head office
and led a session for young people to inspire them into work. This involved
inspirational talks from Trustees and interactive sessions to build skills and
confidence in young people.
WORLD OF WORK DAY – SEPTEMBER
The Group hosted a world of work day in the London head office. Thisinvolved
hosting and inspiring young people from The King’s Trust who have an interest in
retail, luxury and jewellery. The young people met functional experts, toured our
showrooms and also spent time with Mark Appleby, Director of Jewellery
Services for Mappin & Webb, who also holds the role of the Crown Jeweller.
FUTURE STEPS – FEBRUARY
Colleagues participated in Future Steps in February 2025 which committed those
signing up to stepping 10,000 steps per day for the month of February. 405
colleagues signed up across the UK and the US and a total of £52,000 wasraised.
Our colleagues walked 40,659 miles which is approximately 1.6 times around the
Earth. In addition, it was the first time a partner working with TheKing’s Trust had
been able to participate globally.
CHANGE A GIRL’S LIFE – MARCH
The Watches of Switzerland Group is proud to be headline sponsors of this
campaign, which raises vital funds to give young women a working future through
training courses with potential employers, access to job opportunities and skills
tostart a business.
The campaign was supported by Group colleagues in the UK and the US
andfeatured a series of Brilliant Breakfast events which provided us with an
opportunity to talk about diversity and inclusion initiatives and in particular, how
we support women who are often the most disenfranchised in society, The funds
raised by The King’s Trust are used to support programmes through which young
women are supported into employment. With this group often having childcare
or other caring responsibilities, the help can be covering the cost of childcare or
covering transport costs before the women get their first payslip.
On 6 March 2025, the Watches of Switzerland Group supported the campaign
with nationwide Brilliant Breakfast fundraising events. The Group hosted bespoke
events across our Goldsmiths, Mappin & Webb, Watches of Switzerland and
Mayors showrooms to support the campaign, bringing together celebrity
ambassadors, influencers and clients to raise vital funds for TheKing’s Trust.
In UK and US showrooms and Support Centres, these Brilliant Breakfasts created
energy and fun across the organisation and focused our colleagues on how to
create a sense of inclusion and belonging in teams.
Donation: £310,000 donated UK
$315,000 donated US
Impact: 10,000 young people helped through
combined programmes
VALUES IN ACTION – GREAT COMMUNITIES
Change A Girl’s Life
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COLLABORATION WITH BRANDS – MARCH
As part of the Change a Girl’s Life campaign and also throughout the month
ofMarch, we partnered with two of our female-led jewellery brands – Pasquale
Bruni and Kiki McDonough – who donated 5% of all sales in the UK to support
the campaign. Goldsmiths and Mappin & Webb also donated 5% of their sales
from ourbeautiful floral inspired jewellery collections during March 2025, meaning
our clients helped to Change a Girl’s Life.
ENTERPRISE CHALLENGE FINALS – APRIL
The Foundation has sponsored the Enterprise Challenge initiatives for the thirdyear
in both the US and the UK. These education programmes are transformative,
improve social mobility and create opportunities for young people to develop
fundamental, foundational life skills and learn about the future world ofwork.
Theprogrammes are aimed at 11-16 year olds who might not thrive through the
traditional curriculum. Enterprise challenge is an inter school competition designed
to ignite the spirit of entrepreneurship, develop confidence and build aspiration.
The challenge broadens young people’s horizons at a key moment in their lives
andhas a transformational impact on their long-term prospects.
The challenge provides the Group and the Foundation trustees with opportunities
to judge and give inspirational talks at regional finals. This year, our Trustees also
recorded impactful and educational video content for young people to learn from.
For the first time in the Enterprise Challenge’s history, we linked together the
finalists from Leeds, UK and the Bronx, New York City for an interactive session
in which they learned about each other, attended by Brian Duffy, CEO Watches
of Switzerland Group and Chair of the Foundation.
Enterprise Challenge Finals
Foundation Trustees participating in
TheKing’s Trust Time to Inspire Event
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Newcastle Food Bank wishes to thank The
Watches of Switzerland Group Foundation
for their wonderful donation and help.
Please come visit us to see how the
Foundation’s support is benefiting people
andcommunities in Newcastle.”
JOHN MCCORY,
CEO NEWCASTLE FOOD BANK
During the year, we donated a total of £328,000 to our UK food bank partners:
Trussell Tr ust Birmingham Central Food Bank
Leicester South Food Bank Liverpool St Andrew’s Community
Network Food Bank
Glasgow SE Food Bank Bristol InHope Food Bank
Euston Food Bank Edinburgh North West Food Bank
Manchester Central Food Bank Kingston Food Bank
Newcastle West End Food Bank
Our key partnership highlights are as follows:
VALUES IN ACTION – GREAT COMMUNITIES
Donation to
UK food
banks
£328,000
£1.5m to date
Impact: 36,345 people
839 hours volunteered
TRUSSELL TRUST
TheTrussell Trust is the umbrella organisation for its food bank partners. The
Foundation’s donation of £58,000 to date enabled the Trussell Trust to fund their
Hardship Helpline which provides support to people in financial hardship. Over
1,316 calls were handled this year with 331 people supported realising over
£230,000 in financial gains.
LEICESTER SOUTH FOOD BANK
The Foundation has partnered with the Leicester South Food Bank since 2021,
continuing the relationship previously held with the Group, and has donated
£210,000 to date. Historically, the Foundation has been a significant partner
enabling the food bank to open its regional distribution centre which provides
food to a regional network of food banks. This year, we donated £30,000 to
support the opening of the Leicester South Food Bank Community Hub based in
Wigston, Leicester which is designed to be a vibrant community space to provide
accessible local services and advice. Across all food banks, colleague volunteering
has increased this year as our colleagues have packed food parcels and also
provided practical skills and advice (such as IT and policy) through our newly
formed functional support teams.
NEWCASTLE FOOD BANK
The Foundation donated an additional £50,000 this year to the Newcastle Food
Bank bringing the total since FY22 to £300,000. This donation has enabled the
food bank to replace the roof, doubling its warehouse capacity for storage.
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

CRISIS
Crisis is a national UK charity for people experiencing homelessness.
Ourpartnership with Crisis started in 2021 and we continue to focus on
therecruitment of clinical psychologists with the aim of ending homelessness
andincreasing social mobility. The psychologists provide intensive one-to-one
specialist support to members covering a range of mental health issues. In
addition, over the past three years, we have supported Crisis at Christmas,
providing homeless guests with somewhere safe to stay over the festive period.
David Gandy, Trustee of The Foundation, donated clothes to the pop-up shop on
Saville Row in London again this year and the generous donations from our Group
and others raised over £141,000 for the charity.
Donation: £165,000 donated
£590,000 donated to date
Impact: Ten people directly supported in FY25
and indirectly many more
274 supported to date
FUEL BANK FOUNDATION
The Fuel Bank Foundation was created to help people in fuel crisis by providing
people with financial support and practical advice to get them back on their feet.
The Foundation started its strategic partnership with the Fuel Bank Foundation
in2022 and this year, donated an additional £50,000 to alleviate the impact of
thecost of heating.
The Foundation’s total contribution to the Fuel Bank over the past five years totals
£550,000 and we have together helped over 27,000 people living in fuel crisis in
England and Scotland. The support offered is emergency fuel top-ups and energy
advice. In addition, this year our donation also provided 200 heated throws to
people living in fuel poverty to keep warm during the colder months.
The Fuel Bank works with over 800 community-based organisations (including
many of the food banks that The Watches of Switzerland Group Foundation
partners with) who assess people’s needs and refer them to the Fuel Bank if they
face living in fuel crisis.
As a result of the support from the Foundation, these households have been
provided with about ten days’ energy, giving them security and time to address
issues within their control that are propelling them into fuel crisis. The Fuel Bank
then provides hands-on advice and support to implement practical solutions for
each household.
Donation: £50,000 donated in FY25
£550,000 to date
Impact: 884 people (512 adults, 372 children)
27,254 total people helped to date
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
VALUES IN ACTION – GREAT COMMUNITIES
FEEDING SOUTH FLORIDA
Feeding South Florida is a member of the Feeding America nationwide network
offood banks. Feeding South Florida supports 25% of the food insecure population
in South Florida and the Foundation has partnered with this charity since 2022.
The Foundation’s donations since 2022 have created a huge impact in the local
community by providing emergency food assistance and advice, training and
support. More specifically, over 310,000 meals have been provided to local people
who are experiencing food insecurity as a result of the Foundation’s donation. In
addition, the School Pantry Program in North Dade High School has benefited
4,500 students and families by providing 13,500 meals through school pantry,
ensuring children have access to after-school meals.
Feeding South Florida is committed to breaking the cycle of hunger and poverty
by increasing household stability and economic self-sufficiency through workforce
training and job placement programmes. These programmes include culinary,
driver and warehouse training which give hands-on practical experience over five
to 12-week programmes. The funding from the Foundation has supported 22
graduates through culinary training, 87% of whom are in full time employment
with benefits.
Our Foundation regularly brings UK and US food banks together to learn from
each other and Feeding South Florida shares its innovative approach through its
access to national food donor partnerships, landmark research and innovative
technology and leading local food distribution and programmatic efforts.
Donation: $176,500 in FY25
$353,000 to date
Impact: 323,500 meals provided
30,000+ people helped to date
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CAFE JOYEUX
Cafe Joyeux opened its first cafe in New York in 2024. The mission of Cafe Joyeux
is to change the lives for people with intellectual and developmental disabilities
through education, training and meaningful employment. Our donation of $50,000
this year has supported a vocational training programme for new cafe employees,
boosting their skills and confidence through education and employment.
We proudly serve Cafe Joyeux coffee at our Sunrise Corporate office, supporting
their mission and turning every cup into an opportunity to promote inclusion,
dignity and meaningful employment for individuals with intellectual and
developmental disabilities.
Donation: $50,000
Impact: 21,000 cups of coffee 39,000
transactions
HABITAT FOR HUMANITY – VOLUNTEERING
Habitat for Humanity works together with families, local communities, volunteers
and partners from around the world so that more people are able to live in
affordable and safe homes. The Foundation’s donations to date total $294,000
and have supported new build projects for families across New York, Atlanta and
Westchester. This charity partner provides Watches of Switzerland colleagues
with enriching volunteering options as colleagues help to build homes for people
in need.
Habitat for Humanity responded promptly to hurricanes Helene and Milton
thisyear as out of their 150 affiliate buildings, 48 suffered damage and needed
recovery support. Following a request, the Foundation Trustees agreed to
re-direct funds from the Foundation’s previous donation to Habitat for Humanity
to support repair and rebuild initiatives.
Donation: $294,000 donated to
date
Impact: Hurricane recovery for
48 homes
TEAM DOMENICA
This year, we started a new partnership with Team Domenica, a charity that
exists to support disabled people into employment. The charity reports that just
4.7% of people with learning disabilities in England are in employment. In addition,
people with learning disabilities are much more likely to suffer from isolation and
mental health issues.
The Founder and Chair of the charity is Baroness (Rosa) Monckton MBE, a
Non-Executive Director of the Company, who setup the charity having witnessed
first-hand the challenges her daughter Domenica has faced as a disabled person.
Donation: £50,000 donated in FY25 to support
moving to a new facility
We are deeply grateful to
TheWatches of Switzerland Group
Foundation. This partnership
isaboutmore than generosity –
itisabout belief.”
BARONESS (ROSA) MONCKTON MBE
FOUNDER AND CHAIR
TEAM DOMENICA
Above: Team Domenica
Above left: Habitat for Humanity
Left: Cafe Joyeux
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
100
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

We are working with stakeholders to develop a climate
transition plan that integrates decarbonisation across our
operations and supply chain. This work includes prioritising
energy efficiency, improving data quality and engaging with
suppliers to reduce value chain emissions.
GOAL AND STRATEGIES
OUR PLANET
We strive to operate to the highest levels of environmental stewardship, while safeguarding against
climate-related risk and supporting a more circular economy, through our after-sales and servicing
andpre-owned businesses.
In FY25, we set out to understand our decarbonisation levers with the aim of modelling a net-zero target
that is grounded in science and embedded within our business strategy, ensuring accountability,
transparency and measurable progress towards a more sustainable future.
FY25 KEY PERFORMANCE HIGHLIGHTS
– Collaborated across industry and investment to develop an AI Agent to support
environmental due diligence and build a decision-useful dataset for climate
transition planning
– Maintained our CDP Climate Change ‘B’ score, placing us ahead of the global
retail sector average and demonstrating good practices in managing climate-
related risks and opportunities
– Engaged internal stakeholders with the development of a strategic Climate
Transition Plan, aligned with the requirements of the Transition Plan
Taskforce(TPT)
100%
RENEWABLE ENERGY SOURCED
ACROSS OUR GROUP, BACKED BY
GUARANTEES OF ORIGIN
96%
LED LIGHTING ACROSS OUR GROUP
96%
ELECTRIC AND HYBRID VEHICLE FLEET
AS AT JUNE 2025, RATED ‘1’ BY ISS ESG
ENVIRONMENTAL QUALITYSCORE
GOALS
– Achieve net-zero carbon by 2050
– Build climate resilience
– Preserve natural resources
STRATEGIES
WE PROTECT
OUR PLANET
By working with our
industry and other
stakeholders to
minimise our impact
on the environment
WE DO THE RIGHT
THING, ALWAYS
By making the right
decisions for the benefit
of our colleagues,
stakeholders and
wider society
WE ADVOCATE FOR
OUR INDUSTRY
By proactively
promoting the interests
and responsibilities
of the luxury watch
and jewellery sectors
in ourmarkets
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The Group operates high levels of environmental stewardship, while safeguarding against climate-related
risk and supporting a more circular economy through our repairs and pre-owned businesses.
CARING FOR OUR PLANET
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
OUR APPROACH
We are taking ownership of our responsibility to minimise our environmental
impact, build climate resilience and preserve natural resources. Through
collaboration across our industry and with key stakeholders, we aim to promote
sustainability at every stage of our operations and value chain.
There were no legal proceedings or financial losses associated with environmental
regulations in FY25.
BUSINESS IMPACTS
Our business and supply chain have the potential to negatively impact our planet
through the mining of metals and gemstones, the production and retailing of
products, energy use, transportation, water and waste.
We strive to minimise these impacts and improve our overall environmental
performance through ongoing stakeholder engagement, innovation and
technological advancement, supported by initiatives to build climate change
resilience and protect nature and biodiversity.
ENVIRONMENT POLICY
Our Environment Policy sets out our commitment to the continual improvement
of the management and operation of our activities to minimise any adverse effects
on the environment and public health.
This Policy applies to all Group operations worldwide and every colleague and
contractor we employ. It refers to compliance with relevant environmental laws
and regulations, ensuring environmental awareness and training, transparent
dealings, the conservation of resources, sustainable procurement, and the
mitigation and management of environmental and climate-related risks.
VENDOR CODE OF CONDUCT
Our Vendor Code of Conduct includes our requirements in relation to
environmental management and the prevention, mitigation and control of
seriousenvironmental and health impacts resulting from our supplier partners’
operations, including, but not limited to, raw materials, energy and greenhouse gas
(GHG) emissions, water, waste, chemical and hazardous substance use, air quality,
and nature and biodiversity.
It is supported by comprehensive Supplier Sustainability Standards, designed to
engage brand partners and other suppliers with the achievement of
environmental goals, including our requirement for sharing primary datasets.
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

CLIMATE ACTION
The Group is committed to building climate resilience and achieving net-zero
GHG emissions by 2050. We are taking prioritised action to reduce our emissions
in line with what the latest climate science says is necessary to meet the goals of
the Paris Agreement and pursue efforts to limit warming to 1.5°C. Our near-term
emission targets have been verified by the Science Based Targets initiative (SBTi),
which is a global body and collaboration between CDP, the UN Global Compact,
World Resources Institute (WRI) and the Worldwide Fund for Nature (WWF).
In FY26, the Group will set long-term emission reduction targets and apply to the
SBTi for verification. We will also resubmit near-term targets that are aligned with
market factors.
Public commitments
Near-term SBTs aligned to 1.5°C under
Paris Climate Agreement Net-zero
Scope 1 and 2 50% reduction in absolute emissions
by 2030 from a FY20 base year
2050
Scope 3 42% reduction in absolute emissions
by 2030 from a FY20 base year
2050
GROUP SCOPE 1, 2 AND 3 EMISSIONS
Overall, in FY25, our total gross location-based GHG emissions increased from
253,368 tCO
2
e to 281,211 tCO
2
e. While we are disappointed to see an 11%
increase year-on-year, it is the result of our commitment to ‘do the right thing’
andimprove the accuracy of our reporting.
To calculate parts of our Scope 3 emissions, we used a hybrid approach which
involved using the most up-to-date spend-based emissions factors, combined with
the most accurate and reliable primary data available, including verified Scope 1
and 2 data from our largest suppliers.
Although we are transitioning away from spend-based calculations, the use of
spend-based data tends to overestimate emissions, as the emission factors related
to spend are closely connected to the carbon impact of the overall economy.
Despite this increase, we remain committed to improving our reporting and
reducing absolute emissions in line with expectations. At the time of this report,
the Group is in the process of reapplying to the SBTi, proposing a new market-
based near-term target, along with a new long-term target to reduce absolute
Scope 1, 2 and 3 emissions by 90% by 2050 from a FY20 baseline. The Group
willaim to offset the residual 10% of emissions through permanent removal and
storage of carbon to achieve net-zero emissions. Setting our net-zero target will
realign our growing business with a 1.5°C trajectory and be supported by our
climate transition plan.
SCOPE 1 AND 2 EMISSIONS
We are pleased to report an 86% reduction in our total gross market-based
Scope 1 and 2 emissions, following our transition to 100% renewable energy
across our Group, backed by guarantees of origin. In FY26, we look forward
toachieving more reductions following recent investment in a new energy
management system, as well as other initiatives reported on pages 105 and 106.
SCOPE 3 EMISSIONS
The Group reports an 11% increase in Scope 3 emissions year-on-year from
249,054 tCO
2
e to 276,850 tCO
2
e.
A recent 19% increase in spend-based emission factors for watches has negatively
impacted our Category 1 emissions, resulting in a small number of watch brands
accounting for 62% of our total Scope 3 emissions. Some of our largest suppliers
now report verified emissions data, and we have included this information in our
calculations where available. As more key brands continue to evolve their
emissions accounting and reporting, we look forward to reflecting
their progress in future.
Further engagement with suppliers through our procurement and supply chain
management functions is a key focus for us in FY26, as well as advocating for the
reporting of verified, Scope 1 and 2 emissions data through public platforms, such
as CDP or company websites.
We were pleased to see an 87% drop in end-of-life treatment emissions
followingour efforts to reduce own brand packaging, as well as a reduction in
business travel journeys, resulting in a 30% decrease in business travel emissions
year-on-year.
The table on page 130 provides a detailed breakdown of our Scope 1, 2 and 3
greenhouse gas (GHG) emissions by activity, calculated with reference to the
GHG Protocol.
TRANSITION PLANNING
As part of our commitment to responsible growth and climate resilience, during
FY25, we undertook a focused stakeholder engagement exercise to inform our
transition planning. It involved a series of meetings with key internal stakeholders
and was facilitated by third-party experts, to understand colleague expectations
around responsible sourcing, emissions reduction and future sustainability.
The resulting insights are shaping our approach to decarbonisation across our
showroom operations and supply chain, and helping to ensure our strategy aligns
with the evolving demands of a low-carbon, high-integrity luxury retail sector.
This consultation exercise underlined our need for a defined emissions reduction
plan and highlighted the risks associated with our limited ability to fully influence
material changes in emissions reduction in relation to location-based energy
sources and purchased goods and services.
Mitigations include switching to market-based emissions targets to achieve our
2030 target through renewable energy purchases, continuing to strengthen
engagement with brand partners and other suppliers to improve our primary
dataset, and further advocating for emissions reduction and reporting throughout
our value chain.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Above left: During the year, colleagues were rewarded for initiating a number of
eco-friendly ideas, including a collaboration with a packaging partner to improve the
recyclability of our own brand packaging. For more information, see page 108.
Above right: Local litter picking group, the Leicestershire Litter Wombles, were invited to
our Leicester Support Centre to engage colleagues with the environmental consequences
of littering. Their talk about how to care for communities by keeping them clean was
followed by a litter pick.
Our GreenVibE incentive rewards
positivebehaviours in support of caring
for our planet. Itoperates through our
award-winning recognition platform, VibE,
and is promoted Group-wide via our
interactive colleague engagement
platform, CONNECT.
Colleagues are encouraged to suggest
ideasto help improve our environmental
performance or share ‘green deeds’,
performed by themselves or other
teammembers. The best ideas and
deedsare communicated to our wider
business and the winning colleague or
colleagues are rewarded with points
thatcan be redeemed for retail or
experience vouchers.
This initiative continues to be a successful
way of engaging colleagues with complex
climate goals and empowering them to
help make a tangible difference, whatever
their role and sphere of influence.
How well we manage climate-related
issues and perform against our
environmental targets is considered by
theRemuneration Committee when
reviewing annual bonuses.
REWARDING POSITIVE BEHAVIOURS
We underlined our commitment to
building climate resilience, improving
climate literacy and embedding
sustainability into core decision-making in
August 2024, when senior leaders across
strategy, operations, finance and
governance took part in a Climate Fresk
Workshop. The session, which aimed to
help drive informed, sustainable decision-
making at the highest level, was hosted by
an expert external facilitator and attended
by the Chair of our ESG Committee,
Baroness (Rosa) Monckton MBE, who
champions the Group’s ESG strategy
atBoard level.
COLLEAGUE ENGAGEMENT
Watches of Switzerland Group colleagues participating in a Climate Fresk Workshop
104
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

SUPPLIER ENGAGEMENT
Engagement with brand partners and other suppliers is key to achieving
ourenvironmental goals, as well as addressing areas of public concern, such
asprotecting nature and biodiversity and guaranteeing the provenance of
rawmaterials.
Understanding the environmental impact of the products we sell and services
weuse is a growing area of focus, and this is reflected in a FY25 update to our
Vendor Code of Conduct requiring suppliers to communicate data on key
environmental indicators.
All suppliers receive a link to our Supplier Sustainability Standards, which support
our Vendor Code of Conduct and set out our environmental goals, along with the
actions needed throughout our value chain to achieve them. These Standards
support engagement across a number of priorities, including sustainable sourcing,
energy efficiency, transport and logistics, circularity, product information,
biodiversity and nature, packaging, and marketing and events.
As part of our environmental assessment approach, we collect environmental
data from key suppliers and actively seek opportunities for collaborative
workingto achieve shared goals. We are committed to continuous improvement
in supply chain engagement and in FY26 will increase the number of suppliers
subject to sustainability risk assessments and participate in industry working
groups and multi-stakeholder initiatives to promote sector-wide responsible
sourcing practices.
ENERGY MANAGEMENT
We strive to use energy in an efficient, cost effective and responsible way
throughout our estate and comply with all relevant local and international
environmental laws and regulations.
Shortly after the end of our financial year, our ESG Committee approved a
newGroup Energy Policy to help formalise and align our efforts with ISO 50001
international energy management certification standards. This Policy outlines our
guidelines and procedures for reducing energy consumption, improving efficiency
and minimising our environmental impact.
Our energy management system includes improving how we collect and use data,
as well as implementing energy efficient technologies such as LED lighting and
motion sensors to reduce energy waste. We invest in high-quality Heating,
Ventilation and Air Conditioning (HVAC) systems, which are regularly serviced in
line with manufacturers’ guidelines. Temperatures are regulated and we use R32
refrigerant gas and R410 A, where there is no alternative.
Our Carlton Park Support Centre solar array will be completed in August 2025
and is set to prevent an estimated 288 tCO
2
e from entering our atmosphere over
the next five years. This property already benefits from heat pumps to provide
hot water, and is one of 55 sites across our Group being fitted with new EnOS™
technology to improve energy efficiency.
When searching for new premises and negotiating leases, we prefer locations
withgreen building certifications such as BREEAM or LEED, which demonstrate
alandlord’s commitment to assessing and improving a building’s environmental
performance, including energy efficiency, water use and the sustainability of raw
materials. In FY25, 57% of landlords and construction companies with over
£500,000 spend, reported being certified by BREEAM or LEED.
In July 2024, we achieved compliance with Phase 3 of the UK’s Energy Savings
Opportunity Scheme (ESOS), which involved an assessment of our largest UK
sites and logistics operations. As a result, a number of energy efficiency
enhancements were recommended, including the installation of half hourly (HH)
meters across our UK portfolio to gain real-time energy usage insights, improve
billing accuracy and highlight cost saving opportunities. To date, over 40%
properties record energy consumption on a half hour basis and we will continue
the roll-out of HH smart meters in FY26.
ENERGY MANAGEMENT SYSTEM WITH ENOS™
In November 2024, we partnered with a global leader in AI powered
energy management, to trial a new technology solution which uses
intelligent data-driven insights to reduce energy consumption and related
emissions. The trial was conducted across our ten most energy intensive
UK sites and included a 24/7 energy consumption analysis at an asset level
to support energy optimisation through actionable insights and/or
automated savings.
The trial was a success, highlighting irregular energy consumption as well as
operational inefficiencies, resulting in identified savings of 9-20% per annum
across the ten sites.
As a result, this technology will be rolled out in an additional 37 sites in
theUK and 11 in the US, early in FY26. We anticipate achieving estimated
energy savings of 12-20% over a three-year period across our portfolio.
Enhancing energy efficiency: A team member installs new LED lighting as part of our
commitment to rolling out this technology across our entire property portfolio.
Investing in long-term sustainability: Colleagues measure up for our rooftop solar array at
our Carlton Park Support Centre in the UK, which will support our clean energy goals.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
AFFORDABLE AND CLEAN ENERGY
During the year, we were pleased to achieve our target of sourcing 100% renewable energy, backed by guarantees of origin.
We also gained approval for the installation of solar panels at our Carlton Park Support Centre in the UK which, on completion in August 2025, will generate over
367,500 kWh of renewable energy per year. This initiative will reduce grid-purchased energy by 30%, cut energy costs by over £15,000 and prevent approximately
57. 59 tCO
2
e of emissions from entering our atmosphere each year.
The Group’s efforts to conserve energy and reduce GHG emissions are continually reviewed and supported by colleague awareness initiatives and training
programmes. Our energy use and GHG emissions are reported on page 130.
Properties we control and where
installation is financially and
practically viable
FY23 FY24 FY25 Target
UK US Group UK US Europe Group UK US Europe Group 2025
LED lighting
90% 51% 70% 85% 67% 100% 84% 100% 85% 100% 96%
00%
Renewable energy
100% 0% 77% 100% 0% 0% 77% 100% 100% 100% 100%
00%
BUILDING MANAGEMENT
Maintaining strong relationships with our landlords is fundamental to the smooth
running of our properties and achieving environmental goals.
Our in-house facilities management teams proactively engage landlords to ensure
our properties are well maintained, are energy efficient and have the appropriate
fire, gas and electrical safety certifications in place.
For an inclusive shopping environment, we meticulously plan our showroom
layouts to ensure accessibility, including space for wheelchair manoeuvrability
andunobstructed pathways. Where necessary, we also provide physical
accommodations, supported by colleague training to assist clients with disabilities.
All sites are subject to regular, internal and independent audits to ensure
conformance with all relevant national and international laws, as well as our own
environmental standards.
WATER
As a retailer, our water usage is relatively low, however, we take steps to reduce
our freshwater intensity wherever possible and promote water-saving measures.
Water meter data is used to identify sites with excessive water use and resolve
issues, however, we do not currently aggregate and report water use for all sites
and are consulting experts with the aim of improving transparency and enhancing
our performance in this area.
Water security poses a significant risk in our supply chain, where polishing
gemstones and refining metals consumes a significant amount of water. Our
Vendor Code of Conduct includes a requirement for suppliers to address the
prevention, mitigation and control of serious environmental and health impacts
resulting from their operations in relation to water use.
Through our Supplier Sustainability Standards, suppliers are asked to assess
exposure to water risks, monitor water consumption, minimise water waste and
conduct industrial wastewater quality testing and/or monitoring as required by
local law. No incidents of non-compliance with water quality or quantity permits,
standards or regulations were reported in FY25.
WASTE MANAGEMENT
We recognise the benefits of effective waste management systems to conserve
natural resources, reduce costs and support a more circular economy, and are
committed to achieving zero waste to landfill across our Group, through
avoidance, recycling and reuse.
Across our Group, we have waste management arrangements in place with
landlords and certified waste management companies, to ensure the responsible
collection, transportation, monitoring, disposal and recycling of waste and
compliance with all law and legislation.
In FY25, we continued our efforts to streamline waste management processes
and improve data collection, to more accurately quantify our waste volumes
andgain a better understanding of the types of materials recycled and resources
diverted from landfill. Enhanced data has resulted in an increase in waste volumes
during the period, highlighting areas for improvement.
Shared waste management facilities in some shopping centres make it difficult for
us to accurately record and monitor waste streams and volumes, however, the
majority of our shopping centre landlords report low or nil waste to landfill
volumes. In the UK, all showrooms have been issued with weighing scales and
colleagues are asked to separate, weigh and record waste volumes. This is
supported by waste management awareness training and colleagues report
thatthey are now more conscious about what they dispose of, and how.
WASTE INTENSITY
FY23 FY24 FY25
Waste in tonnes % to landfill Waste in tonnes % to landfill Waste in tonnes % to landfill
UK 889 1 301 1 803 1
US 210 1 4 1 164 1
Europe 53 1 61 n/a 3 n/a
Total ,52 367 970
Intensity ratio (sq. ft) 0.003 0.0005 0.007
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Fine particles of silver generated by our Silver Workshop are filtered at source and
collected for recycling by our precious metal supplier. Each year, we recover up to 10kg
ofsilver using this method.
TRANSPORTATION AND LOGISTICS
WASTE ELECTRONIC AND ELECTRICAL EQUIPMENT
We strive to deliver continuous improvements to our recycling and sustainability
programme and comply with the Waste Electronic and Electrical Equipment
(WEEE) Directive, which form part of our Group policies and procedures. We
enable and encourage WEEE recycling and in the US, recycle all electronics to the
standards of the Environmental Protection Agency (EPA), Occupational Safety and
Health Administration (OSHA), and federal and state laws, and engage suppliers
with Reece’s Law. Due to the mechanical nature of the majority of our watches
and the small size of watch batteries, the volume of WEEE we handle is very low.
HAZARDOUS WASTE
We comply with all applicable national and international environmental laws and
regulations, including the collection, treatment and disposal of hazardous waste,
for which we partner with licensed contractors who operate an infrastructure of
ISO 9001, ISO 14001 and OHSAS accredited hazardous waste treatment sites.
AIR POLLUTION
Our operations produce minimal direct hazardous emissions; however, we monitor
and report relevant emissions such as refrigerant leaks (HFCs) and transport-
related air pollutants where applicable, in line with regulatory requirements.
49%
All suppliers publicly report having an
environmental management policy*
* This also includes statements within its disclosures about its strategy, management or plans in
this area.
We are working to accurately measure and reduce carbon emissions as a result
ofdownstream transportation, business travel and colleague commuting. These
journeys can take place by road, rail, sea and air.
At the end of FY25, almost 97% of our UK vehicle fleet was electric or hybrid.
Wedo not operate company cars in the US, with the exception of one lease car
within our Roberto Coin Inc. business.
To support the wider use of personal electric and hybrid vehicles, in FY25 we
launched a salary sacrifice car benefit scheme in the UK, providing colleagues with
the option of leasing a tax-efficient low emission vehicle.
We also provide 28 charging points across three key Support Centre sites, all
ofwhich are on a preferential tariff for colleagues.
Our Travel Policies require colleagues to apply sound judgement before arranging
business travel and use public transport whenever practical. Air travel is limited to
journeys necessary to progressing business objectives, and digital technologies are
widely encouraged as an effective means of enabling collaborative working and
maintaining engagement across our Group.
In September 2024, we partnered with Uber for Business to improve operational
efficiency and sustainability. Since launch, almost 2,500 journeys have been
completed using Uber, reducing fares by up to 20% compared with traditional
taxis and avoiding an estimated 0.83 tCO
2
e as a result of colleagues choosing EV
and hybrid options.
FY23 FY24 FY25 2030
UK US Group UK US Europe Group UK US Europe Group Target
Electric or hybrid company fleet 83% n/a 83% 92% n/a n/a 92% 96.5% 0.5% n/a 96.5% 100%
Home deliveries by electric vehicles 22% 0% 17% 32% 0% n/a 31% 38% 0% 0% 37% 100%
Colleagues are encouraged to cycle to work through our cycle to work scheme,
which allows them the opportunity of purchasing a tax efficient bicycle and
accessories. Support Centre sites are also equipped with showering facilities and
cycle parking and our GreenVibE incentive has spurred local colleague car and taxi
sharing initiatives.
Our Luxury Watch and Jewellery Virtual Boutique provides clients with an online
concierge service, without the need for them to travel. To further support a cleaner,
greener, online experience, we continue to increase the number of home deliveries
made by EVs in the UK, avoiding almost 20 tCO
2
e in FY25, and are working across
our Group to offer more clients environmentally friendly delivery options.
Through our Supplier Sustainability Standards, we encourage supplier partners
tocontinually improve the efficiency of their transportation and logistics and
participate in joint industry initiatives, such as EV100, the global initiative committed
to accelerating the transition to electric vehicles by 2030. The Group’s own vehicle
fleet is considered too small to join this initiative.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
FY23 FY24 FY25 2030
UK US Europe Group UK US Europe Group UK US Europe Group Target
Recyclable packaging (own brand)* 66% 100% n/a 71% 66% 100% n/a 71% 66% 100% n/a 71% 100%
* Excludes small magnets and foam which must be separated before recycling.
Our new Goldsmiths jewellery
boxes are fully recyclable
PACKAGING
The Group is committed to reducing any excess own brand packaging and
introducing more sustainable materials wherever possible to help reduce waste,
conserve resources and minimise pollution.
Research and Development (R&D) projects with supplier partners have resulted
in the creation of a range of high-quality, sustainable packaging solutions in the
form of shopping bags, wholesale distribution packaging and presentation
packaging for own brand jewellery.
In July 2024, Mappin & Webb’s product range celebrating the spirit of the
Olympics was packaged in the brand’s most sustainable packaging to date.
Constructed with cardboard frames and covered in ‘Mappin Blue’ paper, they
were made with recycled paper from a mill, which is local to the UK based
manufacturer to keep transport to a minimum.
Early in FY26, we began to roll out our first fully recyclable own brand packaging
solution across our UK Goldsmiths business, where all plastic inserts have been
removed from branded jewellery presentation boxes and replaced with recycled
paper or card alternatives. These bespoke boxes can be easily recycled in
household waste streams and will reduce the total weight of this packaging by
approximately 4.5 tonnes per year.
Instructions and reminders to recycle are printed on packaging and gift boxes,
andwhere appropriate, clients are asked if they would like to reuse presentation
boxes to minimise any negative ‘end-of-life’ environmental impact.
In line with our Supplier Sustainability Standards, our principal packaging suppliers
operate to ISO 9001 and ISO 14001 quality standards, and we are fully compliant
with The UK Producer Responsibility Obligations (Packaging Waste) Regulations
2007, through the registered compliance scheme.
Many branded watch boxes are considered part of the product and kept
asstorage, however, we continue to see developments in packaging design,
production and materials, such as the inclusion of sustainable plywood and
cardboard, and recycled or faux leather, as well as fully recyclable biodegradable,
and compostable materials such as mycelium and soluble seaweed that can be
reused as plant fertiliser.
In FY25, we updated our Sustainability Standards to ensure any green claims are
verifiable and that product information relating to packaging recyclability, or the
presence of any potentially hazardous materials is clearly visible.
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BIODIVERSITY AND OUR IMPACT ON NATURE
We are committed to protecting nature and biodiversity, which form the
foundation of the world’s economy, and are essential to a stable climate, healthy
ecosystem and the natural resources our business depends on.
We support the recommendations from the Taskforce on Nature-Related
Financial Disclosures (TNFD) and continue to work to understand risks and
opportunities in relation to nature-related issues within our value chain, to ensure
they are incorporated into our strategic planning, risk management and asset
allocation decisions.
During an initial LEAP (Locate, Evaluate, Assess and Prepare) exercise conducted
through our Planet Working Group in FY25, we found that while our direct
impact on nature is relatively low, we depend on procuring products from our
supply chain, where there is a greater risk of negatively impacting natural capital.
Identified impacts include the extraction of metals and gemstones, freshwater
processing, leather for watch straps and deforestation in order to provide paper
and wood for packaging and store fixtures.
Our Vendor Code of Conduct requires brand partners and other suppliers to
prevent, mitigate and control any adverse impacts from their operation, and this
issupported by our Supplier Sustainability Standards, which set out our
expectations in relation to the preservation of natural resources and rehabilitation
of any impacted ecosystems.
As a Group, we consider biodiversity and the impact on nature as an important
factor when procuring products and services, as well as in the design and
modification of our showrooms, offices, equipment and processes. We will not
tolerate any harsh or inhumane treatment of animals, and all suppliers must
conform to relevant international laws and have processes in place to protect
endangered species and habitats.
Our Carlton Park Support Centre is set within 32 acres of maintained woodlands
and green space, which are home to a variety of plant life and insects.
Clients can choose from a growing number of more sustainable product options,
including watch straps and packaging made from a variety of waste materials,
including recycled stainless steel, plastic, rubber and cloth, and we are starting
tosee more biodegradable elements in products and packaging.
Hard woods or hard wood veneers found within items such as branded jewellery
boxes and watch cases, are sourced from reputable, sustainably managed sources
and we only allow certified timber in new showrooms, workshops and office designs.
Plans to introduce bees and beehives to our Carlton Park Support Centre in
FY25 were paused after concerns over possible allergies, however, we will
continue to actively seek opportunities to support our local ecosystems and
thebiodiversity of plant and animal life.
25%
Product suppliers* report using
recyclable and/or biodegradable
materials in their packaging
41%
Suppliers* refer to the protection
ofnature in their reporting
* Over £500,000 spend in FY25.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

The Group recognises the importance of an economy where resources are used, reused and recycled
toconserve resources and minimise waste and pollution.
We are committed to promoting innovation and advancement in circular design, while keeping more
watches and jewellery in circulation through our repairs and pre-owned businesses.
SUPPORTING A CIRCULAR ECONOMY
REPAIRS AND SERVICING
We are proud to possess the largest watch repairs capacity out of all UK retailers,
helping us to attract and train highly skilled watchmakers, accelerate repair and
servicing turnaround times, and support the year-on-year growth of pre-owned
watch sales.
Our UK repairs and servicing operation comprises two main repairs and servicing
centres in Manchester and Leicester, as well as repairs benches within key
showrooms. All facilities are meticulously designed and equipped to the highest
Swiss standards, allowing our accredited watchmakers and technicians to support
strategic brand partners, in addition to fulfilling our own in-house repairs.
In March 2025, we opened our new Authorised Service Centre at the flagship
Rolex boutique on Old Bond Street, London. Clients visiting the service lounge
can look through the glazed partition to see our expert watchmakers, technicians
and polisher at work. During the year, we also opened Rolex Authorised Service
Centres in Birmingham and Newcastle in the UK.
After enjoying a post-pandemic boom in repairs volumes for three consecutive
years, we saw a dip in client demand in FY25 as the service market stabilised.
Additionally, our analysis indicated that an uncertain economy and higher living
costs had led to some clients delaying routine services.
To reinvigorate demand and promote an understanding of the benefits of regular
servicing, we ran a series of advertorials in key UK titles, supported by a dedicated
Client Relationship Management (CRM) programme reminding clients of the
importance of professionally servicing luxury watches to ensure they remain
attheir optimum performance and highest value for as long as possible.
In the US, our Repairs and Servicing Group (RSG) comprises two strategically
located service centres in Florida and Connecticut, as well as two watchmakers
operating in the Rolex boutique.
After a 54% growth in US watch repair sales from FY22 to FY24, we saw a slight
annual decrease of 2% in FY25, albeit remaining at encouraging levels.
Improvement areas to support further growth include investment into a new
inventory management system to improve expense tracking and analyse
productivity, and attracting more skilled watchmakers and technicians to support
our circularity goals.
SUPPORTING GROWTH
Watchmaking combines precision engineering with fine craftsmanship, and offers
opportunities and a unique sense of accomplishment that few careers can match.
We use a variety of channels to raise awareness of this specialised trade, including
engagement with schools and colleges, along with other educational institutions,
to actively recruit talented individuals to join our team.
We also have a presence at industry careers events and are a long-standing
supporter of the British School of Watchmaking. In FY25, we recruited four
colleagues from our UK retail and support teams to train as watchmakers,
technicians and polishers, thereby enabling career aspirations. Positive colleague
feedback has since featured in advertorials to highlight opportunities for women
inwatchmaking and help inspire future careers.
PRE-OWNED
In FY25, sales of pre-owned watches grew 39% year-on-year, thereby reducing
the demand for raw materials and resulting in less overall energy and waste.
Every pre-owned piece we sell requires an element of repair and/or servicing
toensure it is in the best possible condition, works perfectly and is verified as
authentic by our experts.
The Group is proud to be part of the network of official Rolex retailers,
authorised to sell Rolex Certified Pre-Owned watches. This programme attracts
clients who see brand-certified, fully warrantied and guaranteed pre-owned
timepieces as a more sustainable and accessible alternative to new models.
Wealso offer a curated collection of luxury pre-owned watches and vintage
timepieces from brands including a number of luxury brands. Key pieces are
available to purchase in showrooms, displayed under the banner of Watches
ofSwitzerland Certified Pre-Owned and Rolex Certified Pre-Owned, plus
anextended collection is available via our online channels.
In line with our goal to highlight the sustainable attributes of the products wesell
and services we offer, in FY25 we delivered our first UK marketing campaign
targeted solely at promoting pre-owned sales. Our ‘WeBuy, We Sell, We
Exchange’ campaign went live across performance marketing, social media, email,
CRM and in-store.
Our US-based business, Analog:Shift, specialises in pairing clients with unique
pre-owned and vintage pieces that reflect individual style and values. Clients can
browse a curated collection of timeless pieces on our analogshift.com website,
orview them in person within selected showrooms. The brand’s ‘Transmissions’
newsletter also supports sustainable practices by encouraging the appreciation
and reuse of heritage timepieces.
The Hodinkee business, which we acquired in October 2024, is a global digital
editorial content provider for horology enthusiasts. This US based business
presents opportunities to further engage audiences with the sustainability value
ofpre-owned watches.
In the spirit of Xenia, exclusive client events were also held in the US and UK
throughout FY25 as a means to promote pre-owned watches as a considered,
more sustainable purchase option.
Specialist roles
FY22 FY23 FY24 FY25 YoY
UK US Group UK US Group UK US Group UK US Group Increase
Accredited watchmakers
35 20 55 37 26 63 34 21 55 41 23 64 +9
Technicians, administrators and
polishing experts
15 12 27 23 16 39 32 18 50 40 20 60 +10
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
ULYSSE NARDIN LAUNCHES A PIONEERING, HIGH HOROLOGY
SPORT WATCH: DIVER AIR
Since 1846, Ulysse Nardin’s mission has been to advance watchmaking.
Overthe past 179 years of undisrupted manufacturing, the independent,
SwissMaison has taken significant efforts across technical innovation resulting
in the improved sustainability of its timepieces.
In April 2025, Ulysse Nardin launched the world’s lightest mechanical dive
watch: the Diver Air weighing in at 51.7 grams while exceeding the high
standards for robustness required in a dive watch. The resulting pioneering,
high horology sport watch is both high performance and high technology,
thoughtfully crafted from materials sourced from a network of start-ups in
Europe and their in-house micromechanical silicon lab, Sigatec.
Over five years of R&D, Ulysse Nardin landed on four key materials to create
the Diver Air: titanium, silicon, Nylo
®
-Foil and carbon-foil. Achieving a superior
robustness-to-lightness ratio, the high-grade titanium used is 90% recycled and
is harvested from biomedical labs in Switzerland.
Thesilicon, which was pioneered into watchmaking by Ulysse Nardin in 2001
with the introduction of the Freak, has itself been upcycled and used to create
the escapement wheel and anchor of the Diver Air. Nylo
®
-Foil, a combination
of 60% ocean netting (Nylo
®
) harvested from Les Sables d’Olonne, France and
40% upcycled carbon fibre, has been used to achieve incredible lightness in the
Diver Air. Finally, carbon-foil, a highly technical material, is upcycled carbon fibre
from IMOCA boats, the world’s fastest sailboats used in the extreme world of
ocean racing.
While Ulysse Nardin continues to be renowned for developing some of the
mosttechnically complex and high horology timepieces, the Diver Air is a
compelling example of how the Manufacture sets the standard for innovation
inmechanical watchmaking.
The Diver Air is available at our Watches of Switzerland showrooms.
112
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CONTRIBUTION TO A CIRCULAR ECONOMY
Our Mappin & Webb business is proud to hold Royal Warrant status to His
Majesty the King. The Group’s commitment to sustainability and reducing our
impact on the environment was a determining factor in our application process.
Mappin & Webb’s skilled craftsmen and women can restore jewellery and
silverware items of any age, make or design to their original glory, and we offer
clients a range of repair, cleaning, restoration and renovation services, alongside
the latest branded and fine jewellery collections. Items can be skilfully modernised
and customised to complement individual tastes and lifestyles, while reducing the
reliance on raw materials.
Our support of a more circular economy is further boosted by our Susan Caplan
offering and Betteridge business in the US, which specialise in the restoration of
vintage designer jewellery.
ACADÉMIE HORLOGÈRE DES CRÉATEURS INDÉPENDANTS (AHCI)
After entering a three-year partnership with the AHCI in FY25, we continued to
work with this non-profit organisation to help preserve traditional watchmaking,
support talented watchmakers and promote quality, innovation and creativity.
AHCI spotlights watchmaking’s rising stars and provides support and guidance as
they hone their craft and drive mechanical innovation and artistic breakthrough.
As an official partner, we are able to call on their network of well-established,
prestigious watchmakers to help elevate the craftsmanship, precision and allure
ofluxury watches through events and other activities.
During the year, the renowned watchmaker and AHCI member, Vianney Halter,
joined an exclusive event in London to meet with interested collectors.
AVOID
Our expert sales teams are
highly trained to help clients
make once-in-a-lifetime
choices to suit individual
needs and lifestyles
REDUCE
Our high-quality watches
and jewellery are designed
to last, helping clients to
buy less, by buying well
REUSE
Our pre-owned business
reduces the demand for
raw materials and carbon
emissions from the
manufacturing process
PROMOTE
Our marketing teams
and sales consultants highlight
the benefits of regular
servicing and benefits of
pre-owned watches
REPAIR
Our expert after-care and
servicing teams help keep
watches and jewellery at
their highest value and use
for as long as possible
RECYCLE
Our product options
increasingly contain the
innovative use of waste
materials and parts
SUPPORTING CIRCULARITY ACROSS OUR GROUP
113
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We support the recommendations of the Financial Stability Board’s Task Force
onClimate-Related Financial Disclosures (TCFD) and continue to evolve our
ESGStrategy to ensure climate-related risks and opportunities are
identifiedandmanaged in a structured, transparent and measurable way.
During the year, we:
– Held an expert-led educational workshop, attended by the Chair of the ESG
Committee, to help key strategic leaders navigate the complexities of a changing
climate and inspire a culture of value driven resilience
– Disclosed through the CDP questionnaire on climate change and maintained
our ‘B’ score, against increasingly demanding criteria
– Undertook a feasibility assessment to highlight key decarbonisation levers and
model a net-zero target which is aligned to market-based factors in order to
achieve a reduction in emissions aligned with a 1.5°C scenario to a residual level
by no later than 2050
– Engaged stakeholders with the development of a strategic Climate Transition Plan
which is aligned with the requirements of the Transition Plan Taskforce (TPT)
– Carried out a successful Energy Management System trial using AI powered insights
(EnOS™) to improve energy efficiency in our most energy intensive UK sites
– Appointed a new Head of Procurement and introduced processes to gauge
thelevel of supplier alignment with our goals
– Implemented a bespoke AI platform to support data collection, transparency
and due diligence
– Ran a business continuity workshop in collaboration with a third-party, which
was attended by members of Senior Management and aimed to raise awareness
of, test and strengthen the robustness of the Company’s Business Continuity
Plan (BCP), which includes climate-related risks and events
– Delivered our first dedicated UK marketing campaign for pre-owned watches
– Transitioned to 100% renewable energy across our Group through the
purchase of renewable energy certificates, backed by guarantees of origin
We are committed to reducing absolute Scope 1 and 2 GHG emissions by 50%
by 2030 from a FY20 baseline. We also commit to reducing absolute Scope 3
GHG emissions by 42% within the same timeframe. These near-term targets are
aligned to a 1.5°C trajectory and have been verified by the Science Based Targets
initiative(SBTi).
The achievement of these targets is linked to our Sustainability Linked Loan,
providing us with a clearly defined pathway to reduce GHG emissions in the
near-term. More information on our progress towards meeting these targets can
be found on page 103 of this report. In line with best practice, in FY26, we will
reapply to the SBTi for their approval of an achievable and ambitious net-zero
target to 2050, in order to help prevent the worst impacts of climate change
andfuture-proof business growth.
Our newly acquired Roberto Coin Inc. business provides the Group with
exclusive rights to import and distribute Roberto Coin jewellery in the US,
Canada, Central America and the Caribbean. While we are confident of existing
business continuity plans, we recognise these areas are particularly vulnerable to
extreme weather conditions, and in FY26 we will conduct a new Climate Scenario
Analysis (CSA) of our business operations, including Roberto Coin Inc..
COMPLIANCE STATEMENT
In meeting the requirements of the Listing Rules UKLR 6.6.6R(8), we have
concluded that we are fully aligned with the TCFD reporting recommendations
for the accounting period ending 27 April 2025.
In the table below, we set out details of the TCFD reporting recommendations
against the 11 disclosure requirements, along with the UK Government’s
Climate-Related Financial Disclosure (CFD) requirements. To do this, we referred
to the documents in the Listing Rules guidance notes, taking into account the 2021
TCFD all sector guidance.
TASK FORCE ON CLIMATE-RELATED
FINANCIAL DISCLOSURES
TCFD disclosure CFD requirements Summary of disclosure More information
GOVERNANCE
Describe the Board’s
oversight of
climate-related risks
and opportunities
Describe the Company’s
governance arrangements
in relation to assessing and
managing climate-related
risks and opportunities
The Board, led by the Chair, Ian Carter, has overall responsibility for managing
climate-related risks, as well as ensuring our strategy creates value and achieves our
Purpose: to WOW our clients while caring for our colleagues, our communities and
ourplanet.
The Board considers climate-related issues when reviewing and guiding our strategy,
setting business performance objectives and agreeing annual budgets, including major
capital expenditures, such as the implementation of a new Energy Management System
in our most energy intensive sites.
The ESG Committee, chaired by Independent Non-Executive Director, Baroness
(Rosa) Monckton MBE, meets three times a year, plus an additional session for targeted
training, and addresses climate-related issues. The ESG Committee reports key matters
it has considered along with decisions it has made, and makes recommendations,
particularly on documents for approval to the Board, for example, changes to our ESG
pillars, associated targets and supporting documents, such as our Environment Policy,
Vendor Code of Conduct and Supplier Sustainability Standards.
The ESG Committee monitors performance against climate-related goals and targets,
using frameworks such as the CDP questionnaire on climate change, and challenges our
ESG Steering Group on progress. The ESG Committee also ensures the Group has an
effective risk management system in place, with key climate-related risks being principally
governed between both our ESG Committee and Audit & Risk Committee, which meets
on a quarterly basis.
Climate Governance
Framework on page
119
Principal Risks and
Uncertainties on
pages 145 to 153
114
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED

TCFD disclosure CFD requirements Summary of disclosure More information
GOVERNANCE
Describe
management’s role
inassessing and
managing climate-
related risks and
opportunities
Describe the Company’s
governance arrangements
in relation to assessing and
managing climate-related
risks and opportunities
As part of our ongoing improvement and in acknowledgement of the threats associated
with a changing climate and extreme weather, we regularly review our approach and
processes to ensure the effectiveness of our management of the climate-related risks
and opportunities impacting on our value chain. The Board, led by Ian Carter, has
overall responsibility for climate-related issues and stays informed on current best
practice in climate governance by maintaining dialogue with peers, policy makers,
investors and other key stakeholders and works to ensure material climate-related risks,
opportunities and strategic decisions are transparently reported to stakeholders.
Our CEO, Brian Duffy, has overall operational responsibility for our climate strategy,
including the mitigation of climate-related risks and leveraging opportunities identified
as aresult of a changing climate. Climate-related risks and opportunities identified over
the short-medium and long-term are presented to the Audit & Risk Committee and
ESG Committee on an ongoing basis.
This process ensures materiality is properly assessed at varying levels of our business
and theappropriate action is taken. The below governance framework is in place to
ensure climate-related risks and opportunities are understood, managed and regularly
reported, and that they are integrated into the Group’s core business strategy, risk
management processes and investment decisions.
ESG Governance on
page 76
Climate Governance
Framework on page
119
STRATEGY
Describe the
climate-related risks
and opportunities the
organisation has
identified over the
short, medium, and
long-term
Description of 1) the
principal climate-related
risks and opportunities
arising in connection with
the Company’s operations,
and 2) the time periods by
reference to which those
risks and opportunities
are assessed
We consider climate-related risks and opportunities across the short (<5 years),
medium (5-10 years) and long-term (>10 years) and these time horizons were
considered according to our sector, the life span of our assets, the type of the
climate-related risks and opportunities we face, and the geographies in which
weoperate.
The severity of the impacts we experience is determined by the extent to which
theworld warms. We therefore considered potential impacts for a range of
possiblescenarios:
– 1.5°C above pre-industrial levels, in line with what the latest climate science says
isnecessary to avoid the worst physical impacts of climate change with increased
transition risk
– Below 2°C above pre-industrial levels, in line with gradually increasing stringency
ofclimate policy to limit the physical impacts of climate change
– 2-3°C disorderly transition above pre-industrial levels, where the transition to a
low-carbon economy is delayed increasing the risk associated with the transition
– 4°C above pre-industrial levels, which is our current warming pathway if the world
does not take climate action, potentially exposing us to the most extreme physical
impacts of climate change
We consider risks in terms of both impact and probability. Impact refers to the severity
of the consequences that may arise from a risk event, while probability refers to the
likelihood or chance of the risk event occurring within the considered climate scenarios.
Likelihood is dependent on the scenario considered and is determined through the
outputs of the scenario modelling.
Assumptions can be
found on page 121
Financial boundaries
can be found on
page 120
115
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

TCFD disclosure CFD requirements Summary of disclosure More information
STRATEGY
Describe the impact of
climate-related risks
and opportunities on
the organisation’s
businesses, strategy,
and financial planning
Description of the actual
and potential impacts of
the principal climate-
related risks and
opportunities on the
Company’s business
modeland strategy
Following a strategic review, we assigned financial impacts to identified climate-related
risks and opportunities and have integrated them into our budget and long-range
planningprocess.
Our strategic review process also focused on target setting and considerations such
asenergy efficiency and supply chain transparency, which are incorporated into our
long-term strategy and standard business processes.
Strategic opportunities which progressed in FY25 include continuing the roll-out of
LED lighting and successfully trialling new EnOS™ technology in the ten most energy
intensive sites in the UK, strengthening our procurement function to identify and
deliver efficiencies, and improving supply chain engagement and transparency.
We have assessed the potential impacts of identified climate-related risks on key
suppliers and assigned final risk scores based on:
– Exposure to the hazard, derived through modelling the likelihood of the hazard
inlow and high-carbon scenarios
– Vulnerability, assessing the potential financial impact of the hazard and
mitigationactions through interviews and discussions with internal stakeholders
andkey suppliers
The table on pages 123 to 125 includes identified high-rated risks. All identified
climate-related risks and opportunities were disclosed within our response to the 2024
CDP questionnaire on climate change.
Our Roberto Coin Inc. business, acquired in May 2024, provides the Group with
exclusive rights to import and distribute Roberto Coin jewellery in the US, Canada,
Central America and the Caribbean. All these areas are vulnerable to extreme
weather conditions, therefore, we will carry out a full climate risk assessment of this
business and its value chain in FY26 in order to pinpoint potential risks and test the
robustness of existing contingency plans.
Pages 120 to 121
Describe the resilience
of the organisation’s
strategy, taking into
consideration different
climate-related
scenarios, including a
2°C or lower scenario
An analysis of the
resilience of the
Company’s business model
and strategy, taking into
consideration different
climate-related scenarios
The Group recognises the importance of taking steps to ensure our assets and
business strategy are resilient to the inevitable effects of a changing climate.
To test the robustness of our business strategy, we conducted a qualitative and
quantitative climate scenario analysis of our business operation in FY22, and on our supply
chain in FY23, considering a considering an orderly (1.5°C and 2°C), disorderly (2-3°C)
and business-as-usual (4°C) scenario up to 2050. This analysis enabled us to identify key
climate-related risks and opportunities faced by the Group and understand where in our
operations we may be vulnerable. These risks are reviewed on an annual basis.
As a result of our analysis, we enhanced our business processes, for example, we assess
climate-related risks when negotiating leases, and during our procurement process we
ask suppliers to set carbon reduction targets and encourage them to align with the
objectives ofthe Paris Climate Agreement to limit global warming to 1.5°C.
Local business continuity plans were activated in Florida due to Hurricane Milton in
October 2024, and again in California during destructive wildfires in Palisades in January
2025. Both severe weather events led to the temporary closure of showrooms and a
potential loss of sales, although it is likely clients delayed their purchases, due to the
wide-scale impact of the emergency on the wider community and nearby competitors.
Just one showroom in Florida suffered damage in the form of a roof leak and no
colleagues or clients were harmed.
In January 2025, we ran a business continuity workshop with a third-party. The
workshop was attended by members of Senior Management and aimed to bring
awareness, test the Company’s BCP and strengthen its robustness. This includes
climate-related risks and events, such as severe weather creating problems, for
example a power outage.
Page 122
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TCFD disclosure CFD requirements Summary of disclosure More information
RISK MANAGEMENT
Describe the
organisation’s
processes for
identifying and
assessing climate-
related risks
Description of how
theCompany identifies,
assesses, and manages
climate-related risks and
opportunities
Our climate-related risks and opportunities sit within detailed risk classification
frameworks. The Group defines risk as uncertainty around the organisation’s ability
to achieve its objectives and execute its strategy effectively. As a principal risk,
climate-related risks are identified and assessed using the same established framework
as other significant risks impacting the business.
In addition, stakeholder consultation and qualitative climate scenario analysis are used
alongside an analysis of existing and emerging regulatory requirements, to understand
key physical and transition climate-related risks and opportunities affecting our
businessoperation.
Within our supply chain we have conducted a mapping exercise, carried out a
quantitative Climate Scenario Analysis (CSA) and engaged internal and external
stakeholders in a series of workshops to identify, manage and mitigate climate-related
supply chain risks.
In FY25, the Group introduced AI Agent technology to help identify suppliers who
actively assess, manage and report the impact of climate change and extreme weather
conditions on their operation and supply chain. The resulting reports are used to help
us understand each individual supplier’s approach to climate risk and mitigation and
thereby gauge the level of risk to the sustainability of our business.
Identified risks are monitored on an ongoing basis, allowing us to identify any changes
and make the necessary adaptations.
Principal Risks and
Uncertainties on
pages 149 to 153
Describe the
organisation’s
processes for
managing climate-
related risks
Description of how
theCompany identifies,
assesses, and manages
climate-related risks and
opportunities
We take the necessary mitigation or adaptation actions to prepare for identified
climate-related risks, depending on the severity of the risk. Similarly, where
opportunities associated with adaption to climate change are identified, we work
toleverage them.
The Group has embedded a robust risk management process across all principal risks.
Identified risks are incorporated into our Group risk register and risks that are classified
as major or severe are escalated to the Board, whereas minor and moderate risks are
handled by the ESG Committee working alongside the Audit & Risk Committee or risk
owners who are responsible for ongoing risk review.
Principal Risks and
Uncertainties on
pages 149 to 153
Describe how
processes for
identifying, assessing,
and managing
climate-related risks
are integrated into the
organisation’s overall
risk management
Description of how
processes for identifying,
assessing, and managing
climate-related risks are
integrated into the
Company’s overall risk
management process
The Group classifies, assesses and manages climate change as a principal risk through
our overall risk management approach.
We consider climate-related risks and opportunities using the TCFD categories, which
cover transition risks (political and legal, market, technology and reputation), and
physical risks (acute and chronic), as well as opportunities posed by a transition to a
low-carbon economy (resource efficiency, energy source, products and services,
marketopportunity).
Identified risks are mitigated through our established risk management process.
Climate Risk
Management Process
on pages 145 to 148
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TCFD disclosure CFD requirements Summary of disclosure More information
METRICS AND TARGETS
Disclose the metrics
used by the
organisation to assess
climate-related risks
and opportunities in
line with its strategy
and risk management
process
KPIs used to assess
progress of targets used
to manage climate-related
risks and realise
climate-related
opportunities and a
description of the
calculations on which
those key performance
indicators are based
We have mapped both our operational and supply chain risks identified in our
qualitative and quantitative CSA to metrics, which allow us to track our progress
managing these risks.
During a workshop with internal stakeholders, we reviewed and approved additional
metrics to monitor our supply chain risks such as extreme weather events, extraction
of raw materials, introduction of carbon prices and legislative requirements.
The Group has collected data against these metrics and assigned responsible data
owners to monitor them in line with our strategy and risk management process.
Metrics and Targets
on page 127
Disclose Scope 1,
Scope 2, and, if
appropriate, Scope 3
greenhouse gas
(GHG) emissions,
andthe related risks
N/A The Group reports Scope 1, 2 and 3 GHG emissions, which are calculated in line with
the GHG Protocol methodology. Our figures are externally assured and reported over
a three-year period within our Annual Report and Accounts. The methodologies used
to calculate our metrics are also reported. As well as the absolute figure, we report
our intensity ratios, which allow us to understand the impact of our growing business.
GHG Emissions
on page 130
Describe the targets
used by the
organisation to
manage climate-
related risks and
opportunities and
performance against
targets
Description targets used
by the Company to
manage climate-related
risks and to realise
climate-related
opportunities and of
performance against
thosetargets
Our near-term targets to achieve net-zero GHG emissions in line with a 1.5°C
trajectory have been validated by the SBTi. The Group commits to reduce absolute
Scope 1 and 2 GHG emissions 50% by 2030 from a FY20 baseline. The Group also
commits to reduce absolute Scope 3 GHG emissions by 42% within the same
timeframe. These targets are underpinned by a series of goals to help us manage risks
and opportunities and these are reported on page 128.
In FY26, we will submit new near and long-term targets to reach net-zero by 2050
tothe SBTi for validation.
Metrics and Targets
on page 127
GOVERNANCE OF CLIMATE-RELATED RISKS AND OPPORTUNITIES
Brian Duffy, CEO, has overall operational responsibility for our climate strategy and the mitigation of related risks. Anders Romberg, CFO, has day-to-day operational
responsibility for identifying and addressing climate-related risks and opportunities and chairs the monthly ESG Steering Group. This Steering Group reports up to the
ESG Committee and is comprised of senior leaders who each have responsibility for assessing and managing climate-related risks and opportunities against KPIs aligned
to our ESG pillars of People, Planet and Product.
The ESG Steering Group is advised by Kesah Trowell, Head of Sustainability and ESG, who has significant experience in climate-related matters. It ensures all
operational matters in respect to our ESG Strategy are fully embedded into our wider business strategy and operation, through weekly engagement with our Trading
Board and ad hoc, as required. Our Finance team plays a key role in ensuring climate-related risks and opportunities are embedded into our core business strategy, by
ensuring that they are considered within our budget planning and approval processes.
Climate-related issues are monitored by the Audit & Risk Committee as part of the review of principal and emerging risks. Each ESG pillar is supported by working
groups, who also have a responsibility for identifying climate-related risks and opportunities. Our working groups include senior operational managers who are assisted
by input from the Head of Sustainability and ESG, and external consultants. These working groups generally meet every four to six weeks and are chaired by
departmental ESG Steering Group members.
Our Planet Working Group has responsibility for developing and implementing the Group’s Climate Strategy, which includes reducing Scope 1 and 2 carbon emissions
resulting from buildings and logistics, energy and waste management. Our Product Working Group is responsible for developing and executing our Supply Chain
Engagement Strategy, including managing the environmental and ethical impacts of products within our value chain, such as the impact of raw material extraction,
manufacturing, packaging and transportation.
All Working Groups have joint responsibility for reducing Scope 3 emissions. In FY25, the Group recruited a new Head of Procurement and introduced a new
Procurement Policy and supporting processes to help gauge the level of new and existing supplier alignment with our environmental goals, including climate mitigation
and adaptation.
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Overall responsibility for climate-related policy, mitigation of key climate-related risks and leveraging opportunities
– Chaired by Ian Carter
BOARD
AUDIT & RISK COMMITTEE
Chaired by Non-Executive Director,
RobertMoorhead
– Considers climate-related risks as part of the
review of principal and emerging risks
– Oversees compliance and progress on reporting
– Reviews internal controls and provides
accountability
PEOPLE WORKING GROUP
Led by Philippa Jackson, Executive Director, Human Resources
Helps achieve goals and feed back areas for improvement
TRADING BOARD ESG STEERING GROUP
– Chaired by CFO, Anders Romberg
– Defines climate-related goals, targets and KPIs over short, medium and
long-term and monitors progress
– Ensures actions to manage identified climate risks and opportunities are
embedded into Group risk management processes, core business strategy
and financial decision-making
Chaired by CEO, Brian Duffy
– CFO, Anders Romberg represents the ESG Steering Group and brings to
attention any relevant matters
– Embeds actions to manage climate-related risks and opportunities into core
business strategy
PRODUCT WORKING GROUP
Led by Eric Macaire, Executive Director Global Buying and Merchandising
– Supports delivery of actions to meet goals and targets
– Identifies opportunities to collaborate across the value chain to increase
climate resilience and create shared value
– Advocates climate resilience for our industry
PLANET WORKING GROUP
Led by CFO, Anders Romberg
– Supports delivery of actions to meet goals and targets
– Identifies opportunities to increase climate resilience and leverage
opportunities, and assesses how they impact the business and value chain in
the short, medium and long-term
– Champions positive behaviour changes
– Embeds climate change culture and mindset
INPUT FROM KEY COLLEAGUE LEADS & EXPERTS
Co-ordinated by Kesah Trowell, Head of
Sustainability and ESG
– Identify climate-related risks and opportunities
and assess how they impact the business and
value chain in the short, medium and long-term
– Develop action plans to deliver environmental
targets, and track progress against targets
– Establish and review effective mitigation and
controls to manage climate risks
– Day-to-day delivery of climate goals and
management of climate-related risks and
opportunities
REMUNERATION COMMITTEE
Chaired by Non-Executive Director, Tea Colaianni
– Considers climate-related targets when
determining the ESG underpin related to the
Group annual bonus
– Ensures incentive framework motivates
colleagues
– Renews and approves performance measures
for bonus to align with strategic objectives
ESG COMMITTEE
Chaired by Non-Executive Director,
Baroness(Rosa) Monckton MBE
– Approves climate strategy and related targets
– Reviews progress against set targets
– Reviews key climate-related risks and opportunities
– Oversees mitigation strategies
– Ensures appropriate action to meet goals and KPIs
– Ensures adequate resource and funding is in place
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STRATEGY
The Group considers climate change to be a principal risk and as such,
ourapproach to mitigating and managing climate-related risks and leveraging
opportunities is incorporated into our core business strategy and operation.
We use the following time horizons across the short, medium, and long-term,
which are agreed by the Board and in line with time horizons used when
considering wider strategic and business planning.
Impact time horizon Year from Year to Duration
Short-term FY26 FY30 <5 years
Medium-term FY31 FY35 5-10 years
Long-term FY36 FY36+ >10 year s
The timeframes were defined according to the retail sector and the nature of the
climate-related risks we face, such as physical risks, ensuring business continuity,
changing consumer preferences, regulatory changes and reputation. We also
considered the long lifespan of our assets, our infrastructure and the geographies
in which we operate.
Our risk classification scoring is as follows:
Financial impact EBIT impact Probability
1 Negligible < 1% of EBIT Rare
2 Minor 1-5% of EBIT Unlikely
3 Moderate 5-10% of EBIT Moderate
4 Major 10-20% of EBIT Likely
5 Severe > 20% of EBIT Almost certain
The financial impact of a risk includes any potential control and mitigation costs
incurred to manage the risk and the cost of repair/replacement programmes or
loss of revenue if the risk were to be realised.
Risks Opportunities
Climate-related risks and
opportunities assessed
during a CSAof our
business operations
Extreme weather events
disrupting key sites and IT
systems
Energy efficiency initiatives
across our property portfolio
and introduction of
Uninterruptable Power
Supplies (UPS)
Increased energy
requirements
Procuring renewable energy
and generating energy on-site
Changing consumer
preferences
Promoting the longevity of
well-made watches and
jewellery, along with our
pre-owned and repairs
offerings
Exposure to carbon
pricing
Proactive collaboration with
suppliers to reduce energy
Our Climate Scenario Analysis considered the following scenarios using data from
publicly available third-party sources, Network for Greening the Financial System
(NGFS) and IPCC Shared Socioeconomic Pathways:
Scenario
Transition
scenario Physical scenario
.5ºC
– Rapid transition to a global
low-carbon economy
– Unified regulations and ambitious
climate policies are implemented
immediately and smoothly
NGFS net-zero
GHG emissions
by2050
Not considered
*
Below 2ºC
– Steady transition to a global
low-carbon economy
– Required by the TCFD
recommendations
– Aligns with the Group’s net-zero
GHG emissions target
NGFS below
2degrees
IPCC SSP1 RCP2.6
2-3ºC disorderly transition
– Delayed and disorderly transition
leading to notable transition and
physical impacts
NGFS delayed
transition
IPCC SSP2 RCP4.5
4ºC
– Business-as-usual emissions
– Assumes climate inaction
– No additional policies are implemented
to address the climate agenda and
temperatures rise to 4°C above
pre-industrial levels
NGFS current
policies
IPCC SSP5 RCP8.5
* Below 2°C scenario has been used which is also a low-carbon scenario.
The above scenarios were chosen as these cover a broad range of possible
climate outcomes. The 1.5°C highlights transition risks experienced through a shift
to a low-carbon economy, whilst the 4°C scenario highlights the greater physical
risks present under a business-as-usual outcome. This allowed the Group to
assess the resilience of our business strategy across a range of potential outcomes.
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Assumptions and estimates included within the qualitative and quantitative CSA
are shown in the below tables:
QUALITATIVE CLIMATE SCENARIO ANALYSIS
Physical risks
Flooding and wind – Flood events are assumed to only impact the floor
the Group occupies. Each floor is assumed to be
three metres (10 ft) high
– For the UK, fluvial/river flooding is the dominant
form of flooding
– For Florida in the US, fluvial flooding dominates in
the lower return periods, whilst coastal flooding
driven by hurricanes dominates in the higher
returnperiods
– Stock, fixtures and fittings and IT equipment values
have been taken at their net book value
– Group sites and assets are assumed to be static
toisolate the climate signal from extreme
weatherevents
Heating and cooling
(changing energy costs)
– Proportion of energy used at all showrooms by heating
and cooling is constant
– Energy consumption remains constant over time to
isolate the climatic signal
Transition risks
Carbon pricing
onScope 1
and Scope 2 emissions
– NGFS carbon price data taken to be applied to all
Scope 1 and Scope 2 operational emissions
– Carbon price is applied in replacement of the
Climate Change Levy (CCL) from 2020 onwards,
which could result in cost savings
QUANTITATIVE CLIMATE SCENARIO ANALYSIS
Transition risks
Carbon pricing
exposure
– 2°C scenario assumes that a carbon price is applied
uniformly across all countries
– Stainless steel was selected as the material of focus
since it is the largest single material in quantity in a
wristwatch
– We estimated that the content of stainless steel per
wristwatch is approximately 100g
– We calculated the carbon footprint of a watch based
on the estimated emissions associated with the
production of stainless steel
– We assumed that the stainless steel used in the
production of the watches is imported into the
European Union to be further transformed
Following our qualitative CSA, in FY23 we conducted a quantitative CSA for
ourdirect operations to quantify the potential financial impact, as well as other
business impacts, such as consumer sentiment and impacts to our value chain in
relation to key risks.
Additionally, the assessment allowed the Group to identify risk hotspot locations
to inform mitigation actions. The following physical risks were analysed in the
quantitative CSA:
– Extreme weather events disrupting offices and distribution centres
– Increased office and showroom energy requirements for heating and cooling
To assess the exposure of all sites to extreme weather events and increased
energy requirements for heating and cooling, we considered the following
indicators in FY22:
– Fluvial flooding
– Hurricane flooding
– Days exceeding 35°C and 38°C
– Cooling degree days (the sum of the number of degrees that a day’s average
temperature is above 18°C)
– Heating degree days (the sum of the temperature increment between the day’s
average temperature and 18°C and the number of days this occurs)
– Wind speed
The key findings have enabled the Group to identify climate-related risk areas
within our operations and implement adaptive measures as described in the risk
table on pages 123 to 125, allowing us to strengthen the resilience of our strategy
to climate-related risks and opportunities.
The impact of carbon pricing on energy consumption and direct emissions was
also considered. Although this risk was identified as a medium risk in the
qualitative CSA, further assessment, which included a workshop with key decision
makers and external consultants, to understand the impact, showed a low risk
due to the low potential financial impact on the Group, in terms of EBIT.
In FY25, we carried out an assessment to understand how our business activities
align with requirements from the TPT. This involved aseries of interviews with
key stakeholders to review internal practices and processes and understand our
level of preparedness when building a strategic transition action plan. During these
interviews, stakeholders shared their views on the availability of necessary data, as
well as data quality, suitability and management. Stakeholders were also asked to
assess the Group’s decarbonisation strategy, action plans and operational
decision-making, and invited to voice any challenges delivering current
commitments and overcoming barriers. We also gained stakeholder input into
financial planning processes and the Group’s future strategy, as well as the
effectiveness of internal and external sustainability/communication strategies,
training and internal governance to strengthen climate resilience and fulfil our
commitment to net-zero by 2050. More information about this work can be found
on page 103.
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SUPPLY CHAIN ANALYSIS
To discuss, determine and consider climate-related risks and opportunities that
could have a material impact within our supply chain, in FY24 and FY25 we
engaged with internal and external stakeholders through a series of workshops,
which were hosted with the help of external consultants.
Key logistics routes, storage sites and warehouses were identified and the impacts
of risks caused by the identified hazards were assessed in both a low-carbon and
high-carbon scenario up to 2040.
Risks Opportunities
Climate-related risks
identified during a
mapping exercise and
CSA of our supply
chain
Extreme weather events
disrupting logistics, caused by
hazards including:
– Extreme precipitation at two
logistics sites in the UK
– Extreme heat at one logistics
site in the US
– Cyclones and hurricanes at
one logistic site in the US
Improve business
continuity and
planning
– Raw material extraction
(minerals and agriculture)
disrupted
– Extreme heat at a stainless-
steel mining location in China
Build climate-related
clauses into relevant
contracts
Introduction of carbon pricing Understand cost
implications and factor
into our decision-
making processes and
budget forecasting
The results of our supply chain quantitative CSA have highlighted the robustness
and resilience of the Group’s supply chain management when faced with value
chain climate-related risk, in both a low and high-carbon scenario. We have found
that, when considering existing mitigations in place to manage risks, the overall
impact to the Group’s operations is low for the risks analysed so far.
This CSA does not include our recent acquisition of Roberto Coin Inc., which
needs reliable, efficient transport operators to fulfil its business of distributing
jewellery to the US, Canada, Central America and the Caribbean. We recognise
that these geographies are all vulnerable to extreme weather conditions and will
conduct a CSA of Roberto Coin Inc. in FY26.
In addition, the CSA does not include the Hodinkee business, which we acquired
in October 2024. Hodinkee is a global digital editorial content provider and
gateway for horology enthusiasts. Both Roberto Coin Inc. and Hodinkee are based
in offices with a small land footprint in New York City and are considered a low
risk from the impact of severe weather. These businesses are covered by
comprehensive insurance policies and will be fully assessed for climate-related risks
and opportunities as part of our Group’s climate strategy and reporting in FY26.
Unexpected global events have demonstrated the resilience of our logistics
operations and ability to quickly adapt to change. The Group allows for the
flexibility to work with various logistics suppliers across all operational geographies
to fulfil door-to-door deliveries and web orders, should a supplier be impacted by
potential climate risks.
From a financial perspective, there would be little to no impact to our logistics
operation in low-carbon or high-carbon scenarios, due to the ability to switch
suppliers, and this is built into our BCP. Cost implications havealso been considered
in budget timelines looking ahead over the short and long-term impact time
horizons. In some instances, switching logistics partners mightresult in a cost saving,
due to our new procurement capability and enhanced tendering process. Our
analysis found that the Group’s suppliers have well-established climate risk mitigation
actions in place, and this is supported by findings from our new supplier screening
capability provided by AI Agent technology.
Engagement with a primary brand partner is in progress to assess their risk
exposure against extreme heat in sourcing locations and the risk of carbon pricing
on stainless steel. Finalising the assessment will allow the Group to understand the
vulnerability scores to both climate hazards.
CLIMATE-RELATED RISKS AND OPPORTUNITIES
Reaching net-zero GHG emissions and managing emerging risks associated with
achanging climate presents both physical and transitional risks. It also presents
opportunities, to our business through adaption to a low-carbon economy.
Risks are prioritised using impact ratings of Low, Medium or High, and are
determined by combining the likelihood of the risk arising, with the potential
impact of the risk, should it happen. This impact scoring is in line with the Group’s
risk register where the materiality of each risk is considered.
We consider risks and opportunities using the TCFD categories covering
transition risks (political and legal, market, technology and reputation) and physical
risks (acute and chronic), as well as opportunities presented within the transition
to a low-carbon economy (resource efficiency, energy source, products and
services and market opportunity).
All geographies are considered when assessing risks. We have a relatively small
number of operational sites (offices, showrooms and distribution centres) across
the UK and US, however, risks are likely to vary across different regions and site
types. The acquisition of Roberto Coin Inc. in May 2024 has widened the scope
ofour operation to include logistics hubs in Canada and the Caribbean. In general,
these areas are vulnerable to the impacts of a changing climate, with Canada
facing rising temperatures, more frequent extreme weather events and sea level
rise, while the Caribbean is particularly vulnerable due to its geographic location
and socioeconomic circumstances, making it susceptible to intense storms,
droughts and sea-level rise.
The process for identifying and assessing climate-related risks and opportunities
isset out in our Climate Governance framework on page 119. Identified risks are
composed of a combination of interrelated elements that could impact the Group,
for example, the demand for particular products, operational costs and regulatory
requirements. They also present physical risks to our premises in addition to our
supply chain and logistics.
The table on pages 123 to 125 includes all High rated risks identified
pre-mitigation, which is where our climate initiatives focus. We do not report
Medium or Low risks considered in this table, however, all climate-related risks
wehave identified to date are disclosed within our annual response to the CDP
questionnaire on climate change. Climate-related risks and opportunities are
reviewed annually as part of our risk management process and disclosed.
All risks featured in the table below are rated as High, however, we acknowledge
that more significant impacts will be experienced for climate-related physical risks
under higher warming scenarios of 4°C, whereas the impacts of transition risks
will be more significant under lower warming scenarios.
To ensure active and holistic management of all climate-related risk components,
our emissions reduction pathways take into account both the direct and supply
chain impacts on biodiversity, as well as the effects of a changing climate on
business initiatives.
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HIGH CLIMATE-RELATED RISKS RELATED TO OUR DIRECT OPERATIONS
Risk type
Risk
category Scenario
Time horizon
Short Medium Long
ACUTE PHYSICAL
Cyclone, hurricane, typhoon
Physical
<2°C
4°C
DETAIL
In the US (particularly Florida) hurricanes are an annual occurrence which could
disrupt the ability to receive products and distribute them around the country.
MITIGATION
– We have insurance policies in place to cover financial losses, either partially
orfully and based on international spread and our showroom presence.
Physical controls are also in place. Suppliers are able to send products directly
to showrooms
– Contingency plans are in place within all sites at risk
Magnitude
ofimpact
post-
mitigation:
Minor
Likelihood
ofimpact
post-
mitigation:
Likely
Financial
impact
post-
mitigation:
1-5% of EBIT
ACUTE PHYSICAL
Flood (coastal, fluvial, pluvial, groundwater)
Physical
<2°C
4°C
DETAIL
Increased extreme rainfall could lead to flash flooding and increased fluvial
flooding. Specific considerations made in relation to pluvial flooding at key
distribution locations in both the UK and US
MITIGATION
– Showrooms are generally leased for <10 years, so this has not been identified as
a material ‘stranded assets’ risk linked to gradual sea-level rise
– As leases expire, we carry out case-by-case reviews and have the option
of relocating showrooms to areas with less risk
– Risk assessments carried out at key distribution locations indicated a low risk
with supplier ability to send products directly to showrooms if required
Magnitude of
impact
post-
mitigation:
Minor
Likelihood of
impact
post-
mitigation:
Likely
Financial
impact
post-
mitigation:
1-5% of EBIT
CHRONIC PHYSICAL
Changing temperature
Physical
<2°C
4°C
DETAIL
A changing climate and extreme weather events are likely to increase energy
consumption associated with heating and cooling. There is also an increased risk
of energy blackouts.
MITIGATION
– Continued engagement with landlords to ensure the most up to date and
efficient energy processes are in place
– The installation of new EnOS™ technology to regulate energy consumption in
our most energy intensive UK and US sites
– Investment in the most efficient and reliable HVAC systems which are regularly
serviced and automatically switch off when colleagues leave the premises at night
– On-site solar energy generation at our UK Carlton Park Support Centre for
FY26
– Uninterruptable power supplies are in place in key sites to allow computers to
keep running if energy flow is disrupted, along with battery storage solutions
Magnitude
ofimpact
post-
mitigation:
Negligible
Likelihood
ofimpact
post-
mitigation:
Moderate
Financial
impact
post-
mitigation:
<1% EBIT
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HIGH CLIMATE-RELATED RISKS RELATED TO OUR DIRECT
Risk type
Risk
category Scenario
Time horizon
Short Medium Long
LEGISLATIVE
Cost of non-compliance with environmental legislation
Adaptation and mitigation activities
Transition
n/a
DETAIL
Under a transition to a low-carbon economy, we expect to see increased-level
and stringency of environmental legislation across regions that the Group
operate. Failure to properly comply with this legislation could lead to potential
fines for the Group.
MITIGATION
– An experienced Head of Sustainability and ESG is in place, supported by
astrong governance structure, external consultants and digital platforms
tounderstand and ensure compliance with environmental legislation
– There would be significant costs associated with non-compliance, however,
identified regulatory requirements are closely monitored and supported by
strong governance processes. External expertise and guidance is also used
asrequired when opening showrooms in new jurisdictions
– AI technology is also used to monitor environmental legislation and to
highlight gaps in the Group’s business strategy and reporting for timely
consideration and action through our governance structure
Magnitude
ofimpact
post-
mitigation:
Negligible
Likelihood
ofimpact
post-
mitigation:
Unlikely
Financial
impact
post-
mitigation:
<1% EBIT
LEGISLATIVE
Cost of compliance with environmental legislation
Transition
n/a
DETAIL
Under a transition to a low-carbon economy, we expect to see increased-level
and stringency of environmental legislation across regions that the Group
operate. Ensuring the Group continues to meet requirements of environmental
legislation could lead to additional costs associated with preparing information
and reporting against requirements.
MITIGATION
– Governance structures are in place to assess the cost of compliance with
environmental legislation and ensure it is factored into the Group budgeting
cycles where necessary
– While the Group considers compliance with environmental legislation
non-negotiable, in FY25 we strengthened our procurement function and
invested in a new AI powered supply chain management system to ensure
that we partner with suppliers that align with, and adhere to, our Supplier
Sustainability Standards
Magnitude
ofimpact
post-
mitigation:
Negligible
Likelihood
ofimpact
post-
mitigation:
Likely
Financial
impact
post-
mitigation:
<1% EBIT
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HIGH CLIMATE-RELATED RISKS RELATED TO OUR DIRECT OPERATIONS
Risk type
Risk
category Scenario
Time horizon
Short Medium Long
ACUTE PHYSICAL
Extreme heat
Logistics Hub, Memphis, Tennessee (third-party)
Physical
<2°C
4°C
DETAIL
A changing climate and extreme weather events such as heatwaves
have the potential to affect to logistics hubs.
MITIGATION
– Flexibility and ability to switch logistics partners with ease where
necessary is built into our BCP
– Delays at third-party distribution centres would not have a significant
impact on our operations, due to the nature of the products we sell
and strong client relationships and engagement strategies
– This third-party site has implemented multiple mitigation actions to
protect workers affected by extreme heat and limit disruption. This
includes tower fans, water fountains, ice machines and the frequent
distribution of water to keep workers cool and hydrated
– Their facility has been constructed to withstand extreme heat and
maintain a constant working temperature of 10-27°C. The hub also
has the flexibility to transfer items between buildings to ensure the
continuity of deliveries
Magnitude
ofimpact
post-
mitigation:
Negligible
Likelihood
ofimpact
post-
mitigation:
Likely
Financial
impact
post-
mitigation:
<1% EBIT
REPUTATION
Expectations for preparedness and responsible conduct from
stakeholders, including investors, lenders and clients
Transition
1.5°C
4°C
DETAIL
Expectations for preparedness and responsible conduct from
stakeholders, including investors, lenders and clients.
MITIGATION
– Supplier partners must agree with the terms of our Vendor Code
ofConduct, or have a publicly available equivalent, which includes
compliance with all law and legislation
– In FY25 we updated our Supplier Sustainability Standards to support
climate resilience and reporting. Suppliers are now expected to
report emissions data and assess the impact, and potential impact,
of extreme weather events on their ability to deliver on contractual
obligations over the short, medium and long-term. This information
is collated for review using AI
– We conduct third-party on-site audits to help us to safeguard the
integrity and reputation of our business operation and partnerships,
and in FY25 we updated our Vendor Code of Conduct to require
suppliers to carry out regular audits of third-party manufacturing sites
– We aim to achieve full traceability and highlight the sustainable
attributes of the products we sell and services we offer
– We continue to invest in our repairs and pre-owned businesses to
help keep more products in circulation and avoid negative impacts
caused by mining and manufacturing processes
Magnitude of
impact
post-
mitigation:
Negligible
Likelihood
ofimpact
post-
mitigation:
Likely
Financial
impact
post-
mitigation:
<1% EBIT
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CLIMATE-RELATED OPPORTUNITIES
While we recognise the importance of the above risks, the opportunities presented through adaption to a low-carbon economy are also significant. Key opportunities
identified during our qualitative CSA are detailed below:
Opportunity Risk category Type
Time horizon
Short Medium Long
DOWNSTREAM
Promoting the prolonged lifetime of watches and
jewellery to encourage clients to retain and repair
watches and jewellery instead of disposing of them
High
Transition
Products and
services
DETAIL
Marketing to retain and repair products instead
ofdisposing of them.
Financial planning
considerations
10-20% of EBIT
Strategy to realise opportunity
– Delivered first dedicated marketing campaign for pre-owned watches in the UK
in FY25. The message ‘We Buy, We Sell, We Exchange’ was promoted across
performance marketing, social media, via emails, CRM and in-store marketing
– In the US we promote our pre-owned offering through Hodinkee and the
brand Analog:Shift which has its own dedicated website, shop-in-shops and
displays in showrooms. Awareness is created through all marketing channels
– Showrooms have dedicated space and displays for pre-owned, as well as on
all our websites
– Regular pre-owned events are held with clients to educate them about our
pre-owned service
– In FY25, we ran a series of editorial articles to promote awareness of our
UK repairs and servicing
– A dedicated CRM programme reminds clients to service their watches at
the recommended time
– We use a variety of channels, including educational institutions, to actively
recruit talented individuals to join our team of highly skilled and accredited
watchmakers to work in our repairs and servicing centres
– We continue to support new watchmakers through apprenticeships and
sponsorships, including through our partnership with the AHCI
– We have invested in training and facilities to provide additional repairs and
servicing support for strategic brand partners
DIRECT OPERATIONS
Energy efficiency in showrooms, offices and
distribution centres and use of renewable
energyin showrooms and offices
High
Transition
Energy source
andresource
efficiency
DETAIL
Use of lower-emission sources of energy.
Reduction in energy use.
Financial planning
considerations
<1% of EBIT
Strategy to realise opportunity
– In line with our energy strategy, 100% of Properties are now powered by
renewable electricity with renewable energy certificates, backed by
guarantees of origin
– 96% of properties across our Group use LED lighting and this is standard in
all new properties
– A solar panel installation on our Carlton Park Support Centre is set to be
completed in August 2025. It will generate renewable energy on-site and
reduce energy costs by over £15,000 per annum
SUPPLY CHAIN
Proactive collaboration with suppliers to
reduceenergy
High
Transition
Resource
efficiency
DETAIL
Reduction in energy use.
Financial planning
considerations
<1% of EBIT
Strategy to realise opportunity
– In FY25, we engaged with suppliers to identify the most energy intensive
areas of our business and carried out a ten-site trial of a new energy
management system. In FY26 we will roll out this EnOS™ technology in our
most energy intensive sites which will reduce consumption by an estimated
12-20% across our portfolio over a three-year period
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RISK MANAGEMENT
The Group defines risk as uncertainty around the ability to achieve its objectives
and execute its strategy effectively. We consider climate change as a principal risk
to better manage associated risks and opportunities.
The Group has embedded a robust risk management process across all principal
risks which is outlined on page 145. The risk management process is led by the
Director of Audit & Risk, reporting key risks and mitigations to the Board’s
Audit& Risk Committee. Our risk management framework helps identify,
assess,manage and monitor risks to within the risk appetite set by the Board,
while taking advantage of opportunities as they are presented. Identified risks are
incorporated into our Group risk register and risks that are classified as major or
severe are escalated to the Board, whereas minor and moderate risks are handled
by the appropriate Committee or risk owners. Management is responsible for
minimising any adverse exposure to the Group and its stakeholders.
To identify and assess climate-related risks within our business operation, we
conducted both qualitative and qualitative CSAs and the results are reported
within the Strategy section of our TCFD disclosure. The classification of climate
risks identified is outlined in the strategy section of our disclosure and is in line
with the Group’s risk register, with the materiality of each risk being considered.
Our climate risks and opportunities sit within detailed risk classification
frameworks with financial boundaries. Further details can be found on page 153.
To help us identify, manage and mitigate climate-related supply chain risks, we used
recognised reporting frameworks to carry out mapping exercises, followed by a
CSA in key locations. This is supported by a series of workshops with internal and
external stakeholders to explore our findings and collaborate on any necessary
mitigations. In FY26, we will conduct a CSA on our Roberto Coin Inc. business.
Climate risks are monitored on an ongoing basis, which allows us to capture any
changes and adapt fluidly. Risks identified through CSA are mapped to metrics,
which allow us to track our progress managing these risks. Metrics are assigned
responsible data owners to monitor them in line with our strategy and risk
management process. Further information on risk-related metrics and targets
canbe found in the below Metrics and Targets section.
As a result of our analysis, we have enhanced our business processes, for example,
we assess climate-related risks when negotiating leases, and during our
procurement process we ask suppliers to set carbon reduction targets and
encourage them to align with the objectives of the Paris Climate Agreement,
tolimit global warming to 1.5°C.
As a result of a CDP gap analysis, we worked with third-party consultants to
explore carbon pricing, including setting an internal carbon price covering our
operational activities. The exercise resulted in the decision to not introduce
thismechanism.
METRICS AND TARGETS
The Group is committed to achieving net-zero GHG emissions by 2050 and our
near-term emissions reduction target has been validated by the SBTi. The Scope 3
categories included in our science-based target are disclosed on page 130.
Public commitments
Near-term SBTs aligned to 1.5°C
under Paris Climate Agreement Net-zero
Scope 1 and 2 50% (location-based) reduction in
absolute emissions by 2030 from a
FY20 base year
2050
Scope 3 42% reduction in absolute emissions
by 2030 from a FY20 base year
We have implemented several emission reduction initiatives across our operations
and value chain as part of our strategy to achieve net-zero GHG emissions by
2050, which are reported on pages 104 to 106 of this report.
Our existing loan facility is aligned with our near-term science-based emission
reduction trajectory and circularity goals, which is supported by our Bonus
Underpin and a colleague incentive. For more information about remuneration
and our sustainability goals, please see page 187.
Due to business growth, during FY24 our emissions did not reduce in line with
our Scope 1 and 2 reduction target trajectory. As well as implementing new
emissions reduction initiatives in FY25, we carried out a feasibility study to
understand whether switching from a location-based method to a market-based
method in FY26 would better support our emissions reduction strategy.
This study showed that switching to a market-based method would necessitate
amore ambitious near-term Scope 1 and 2 target of 71% by 2030 from a FY20
baseline, due to the SBTi applying forward looking ambition (FLA) adjustments to
ensure new targets have not already been largely achieved. The near-term Scope
3 target would remain the same at 42%.
A SBTi re-submission process will be followed in FY26 proposing a new
market-based near-term target as well as a new long-term target to reduce
absolute Scope 1, 2 and 3 emissions by 90% by FY50 from a FY20 baseline.
TheGroup will aim to offset the residual 10% of emissions through permanent
removal and storage of carbon to achieve net-zero emissions.
The Group responded to the 2024 CDP questionnaire on climate change for
thethird consecutive year and we achieved our ambition to maintain our B
‘Management’ score. We continue to review our performance and build further
areas of improvement into our ESG Strategy, which includes having a net-zero
target approved by the SBTi and evidencing a strategic Climate Transition Plan
which is aligned with the requirements of the TPT.
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The below table summarises metrics used to monitor our operational risks going forward:
Risk Scope Metrics to monitor risks Targets to monitor risks FY23 FY24 FY25
YoY
change
YoY
trend
Extreme weather events
disrupting offices and
distribution centres
Group Strategic sites reviewed and
appropriate contingency plans in place
until lease expiry
All properties reviewed for exposure to
extreme weather events
43% 38% 50% +12 %
Increased energy
requirements
Group % of electricity from renewable
sources
Transition to 100% renewable energy
wherever possible (including landlord
energy supplies) by 2025
77% 70% 100% +30 %
Group Number of properties we control
fitted with LED lighting
Transition to 100% LEDs in properties we
control and where installation is financially
and practically viable by 2025
84% 81% 96% +15%
Changing consumer
preferences
Group Number of product repairs, servicing
and sales of pre-owned watches as a
percentage of the number of new
watch sales
Year-on-year increase in watches kept in
circulation through repair, servicing and/or
resale, measured by % of new watches sold
44% 46% 45% (1)%*
Engagement with brand partners and
other suppliers
50% of product suppliers aligned with
relevant, well-recognised sustainability
standards or certifications by 2025
35% 44% 46% +2 %
% of own brand packaging recyclable Own brand packaging fully recyclable
by2030
71% 71% 71% –
Extreme weather events
disrupting offices and
distribution centres
Group Monitoring the cost of extreme
weather damage across sites on an
annual basis
Annual assessment of costs associated
withthe reinsurance of offices and
distribution centres
Complete Complete Complete –
Raw material extraction
(minerals and agriculture)
disrupted
Group Keeping watches in circulation through
repairs, servicing and our pre-owned
business as % of new watches sold
Year-on-year increase in watches kept in
circulation through repair, servicing and/or
resale, measured by % of new watches sold
44% 46% 45% (1)%
Carbon price introduced Group Annual reduction in Scope 1, 2 and3
intensity metrics
**
50% reduction in Scope 1 and 2 emissions
by 2030 from a FY20 baseline
0.0025 0.0026 0.0026 –
42% reduction in Scope 3 emissions
by 2030 from a FY20 baseline
0 .110 0 0.1479 0.1676 +0.0195
Key
Increase No change Missed target
* Sales of pre-owned watches increased 39% year-on-year. For more information see page 111.
** tCO
2
e per £’000 revenue. For more information on our emissions see page 130.
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FY21
– ESG Committee established, responsible
for risk identification and management
alongside the Audit & Risk Committee
– Disclosure of our first voluntary TCFD
Annual Report and Accounts narrative
– Collaboration with an external consultancy
to undertake a TCFD gap analysis to
identify potential gaps against TCFD
recommendations
– Undertook a qualitative and quantitative CSA
of our operation against multiple scenarios
FY23
– Near-term SBTs (across all Scopes)
were externally verified by the SBTi
– Financial boundaries and planning
process defined
– Responded to CDP questionnaire on climate
change for first time and scored a C
– Provided a CSA education workshop
for key internal stakeholders
– Conducted a quantitative CSA on key
climate-related risks across our value chain
– Reviewed the supply chain risks
and associated metrics and targets
– Supply Chain Engagement Strategy initiated
to help manage and mitigate our value
chain emissions
– Continued to implement EcoVadis, to help
manage our value chain emissions
– Embedded ESG into our budgeting and
planning process
FY24
– Improved our CDP score from a C to a B
– Strengthened our approach to risk
management to ensure identified risks are
properly integrated into our business
strategy and risk management processes
– Participated in a project to trial AI to
improve reporting and longer-term climate
mitigation and adaptation planning
– Held a third-party consultant facilitated
workshop to understand the impact of
internal carbon pricing and technological
changes to facilitate the transition to a
low-carbon economy
FY26 GOALS
– Set a long-term net-zero SBT across all
Scopes and reapply to the SBTi for their
approval
– Switch from location-based to market-based
near-term emissions reduction targets
– Renew our business operations CSA,
including Roberto Coin Inc. to ensure
compliance with the CFD requirements
– Roll out new EnOS™ technology in our
most energy intensive sites to improve
energy efficiency
– Complete the roll-out of on-site solar
energy generation in our Carlton Park
Support Centre
– Continue to develop our strategic Climate
Transition Plan which is aligned with TPT
requirements
– Maintain or improve on our CDP B score
and continue to identify areas for
improvement
FY22
– Increased climate change to a principal risk
– Board Chair given overall responsibility for
climate-related issues
– Measured Scope 3 emissions for the first
time covering FY20, FY21 and FY22
– Committed to setting near-term SBTs
through the SBTi
– Scope 1, 2 and 3 emissions externally
verified
FY25
– Achieved 100% renewable energy across
our Group, backed by guarantees of origin
– Maintained our CDP B Score and identified
areas for further improvement
– Began engagement with our strategic
Climate Transition Plan
– Held an expert-led educational workshop
on climate change
– Successfully trialled new EnOS™
technology to improve energy efficiency
– Leveraged AI to improve access to primary
Scope 3 data and support due diligence
– Appointed a new Head of Procurement and
strengthened our procurement practices
– Assessed key decarbonisation levers to
model a net-zero target which is aligned to
market-based factors
GOAL AND STRATEGIES
The timeline below summarises progress and key steps taken by the Group to ensure potential climate-related risks and opportunities are identified and managed
in a structured, transparent and measurable way:
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EMISSIONS TABLE
Global GHG emissions data
FY25 FY24** FY20 baseline**
UK Europe US Total UK Europe US Total UK US Total
Scope 1: Direct combustion from owned and controlled
sources (tCO
2
e)
193 – 59 252 162 – 85 247 264 78 342
Scope 2: Indirect emissions from the generation of
purchased electricity, heat, steam or cooling
Location-based (tCO
2
e)
2,293 19 1,796 4,108 2,194 29 1,844 4,067 2,344 1,529 3,873
Scope 2: Indirect emissions from the generation of purchased
electricity, heat, steam or cooling Market-based (tCO
2
e)
– – – – – 33 1,574 1,607 3,181 1,666 4,847
Total Gross Scope 1 and 2 (tCO
2
e) Location-based 2,486 19 1,855 4,360 2,356 29 1,929 4,314 2,608 1,607 4,215
Total Gross Scope 1 and 2 (tCO
2
e) Market-based 193 – 59 252 162 34 1,659 1,855 3,445 1,743 5,188
Total KWh (Electricity, gas and fleet) 11,489,198 174,752 5,272,306 16,936,256 11,144,098 264,590 5,285,657 16,694,345 10,281,037 4,233,339 14,514,376
Scope 3 emissions
Category 1 – Purchased goods and services
(1)
124,406 626 120,219 245,251 106,933 1,086 109,233 217,252 63,373 39,639 103,012
Category 2 – Capital goods
(2)
8,709 – 13, 376 22,085 15,214 587 6,920 22,721 6,552 4,594 11,14 6
Category 3 – Fuel and energy-related activities
(3)
684 8 433 1,125 744 16 435 1,195 606 411 1,017
Category 4 – Upstream transportation and distribution
(4)
786 6 1,778 2,570 781 10 1,622 2 ,413 704 1,650 2,354
Category 5 – Waste generated in operations
(5)
12 – 2 14 8 – 2 10 7 – 7
Category 6 – Business travel
* (6)
1,700 2,433 1,265
Category 7 – Colleague commuting
(7)
3,104 41 933 4,078 1,845 918 121 2,884 1,318 528 1,846
Ca t eg o r y 11– Use of sold of products
* (8)
10 6 1
Category 12 – End-of-life treatment of sold products
(9)
14 – 4 18 107 32 1 140 70 6 76
Total Gross Scope 3 (tCO
2
e) 276,851 249,054 120,724
Total Gross Emissions (tCO
2
e) Location-based 281, 211 253,368 124,939
Total Gross Emissions (tCO
2
e) Market-based 277,103 250,909 125,913
Emission intensities
FY25 FY24** FY20 baseline**
UK and Europe US Total UK and Europe US Total UK US Total
Revenue (£’000) 865,874 785,627 1,651,501 846,043 838,360 1,684,403 585,473 292,346 877,819
Scope 1 and 2 Intensity ratio
(tCO
2
e per £’000 revenue)
0.0029 0.0024 0.0026 0.0028 0.0023 0.0026 0.0045 0.0055 0.0048
Scope 3 Intensity ratio
(tCO
2
e per £’000 revenue)
*
0.1676 0.1479 0.1375
Total Emissions Intensity ratio
(tCO
2
e per £’000 revenue)
*
0.1703 0.1504 0.1423
* Calculated as Group figure.
** The FY24 and FY20 figures have been rebaselined as detailed on the next page.
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Methodology
The Group’s approach to calculating and reporting its Greenhouse Gas (GHG) emissions follows
the WRI.WBCSD GHG Protocol Corporate Accounting and Reporting Standards (Revised) on
how to measure and monitor GHG emissions.
The Group uses six external data sources for emissions factors, being:
1. UK government GHG conversion factors for company reporting (2024 Department for
Business, Energy & Industrial Strategy (BEIS) condensed set, full set and methodology). These
are used to convert our car fleet mileage to kWh and tCO
2
e, and our electricity, gas and
refrigerant usage to tCO
2
e
2. US Environmental Protection Agency (EPA) (eGRID) emissions factors for greenhouse gas
inventories for US electricity generation (eGRID 2024)
3. Manufacturers’ emissions factors for cars, uplifted for the UK real-world factor (2024 BEIS
Government GHG conversion factors for company reporting)
4. European Environment Agency GHG emission intensity for conversion of electricity kWh
totCO
2
e for Germany, Denmark and Sweden
5. Sustainable Energy Authority of Ireland conversion factors for conversion of Ireland electricity
kWh to tCO
2
e
6. CEDA (Comprehensive Environmental Data Archive) EEIO (Environmentally-Extended Input
Output) country specific spend-based emission factors. Where the country the service took
place was known, purchaser price country specific emissions factors were used, and if not, US
based producer price emission factors were used
All Scope 3 emission calculations follow the guidelines and methodologies that are outlined in the
Greenhouse Gas Protocol. The Greenhouse Gas Protocol is the most widely used greenhouse
gas accounting standard. It provides a framework for businesses and governments to measure and
report their greenhouse gas emissions.
For US operations, emission factors from the International Energy Agency have also been used
for the estimation of emissions relating to T&D losses.
See below more information regarding the methodology and data sources that were used for the
Scope 3 calculations:
1. A combination of supplier-specific data using CDP and Annual Report data
2. Spend-based emission factors from the Environmentally Extended Input Output CEDA 2024
database have been employed for the emission calculations
3. Well-To-Tank and Transmission (WTT) and Distribution (T&D) emissions have been
calculated using the IEA emission factors for the Group’s electricity, natural gas and fuel used
in company owned vehicles
4. A combination of BEIS 2024 freight and Well-To-Tank (WTT) freight emission factors,
alongside CEDA 2024 spend-based emission factors have been utilised to complete the
calculations for Category 4- Upstream Transportation & Distribution
5. Emissions related to the Group’s offices and stores’ waste disposal activity. Emissions
calculations have taken into consideration the share of waste landfilled (1%) and the share
ofwaste diverted from landfill (99%). BEIS emission factors have been used. Moreover, no
waste data was provided for Roberto Coin Inc.; however, it is included in the purchase ledger
6. Business travel emissions considers the emissions from Hotel Stays, Flights, Taxi rides as well
as Tube/Rail journeys. A combination of both CEDA, 2024 for spend-based and BEIS
emission factors, for the distance based calculations, was used
7. Employee commuting and home working emissions have been calculated using a mix of
assumption-based calculations. Employee homeworking was calculated using EcoAct’s
proprietary Homeworking emissions Whitepaper (https://info.eco-act.com/en/homeworking-
emissions-whitepaper-2020). Employee commuting was calculated using the commuter
survey provided by the Watches of Switzerland Group, to create estimates per FTEs in each
region and utilising BEIS emissions factors
8. Emissions related to the energy consumed from the Group’s Quartz, Smart, and Other
watches that require electricity for the charging of their battery. Total quantity per watch
type has been multiplied by emission factors calculated based on publicly available data and
Life Cycle Assessments
9. Emissions relating to the disposal of product packaging. BEIS emission factors are used for UK
operations, while EPA factors have been used for US operations; these have been applied to
packaging quantities. To note that emissions relating to the disposal of watches and jewellery
have been excluded from the calculation, as these products are high in value and are either
repurposed or resold
10. Following the acquisition of Roberto Coin Inc., and in line with our rebaseline policy, the
baseline emissions were recalculated, including Roberto Coin Inc.’s emissions
The Scope 1, 2 and 3 emissions and energy consumption data for FY25, and the restated data
forFY24 and FY20, have been independently assured through a limited assurance engagement,
conducted in accordance with International Standard on Assurance Engagements (ISAE) 3410
‘Assurance Engagements on Greenhouse Gas’, by BDO LLP.
Our FY25 emissions have been restated in line with our Rebaselining Policy.
The baseline for our metrics is FY20. In line with the Greenhouse Gas Protocol,
toensure fair comparison over time, the Group will rebaseline previously
reported figures in subsequent annual reporting, when a material change
occursdue to:
– Structural changes that affect the inventory boundary (such as acquisitions
ordivestments)
– Changes in the methodology of emission calculation (such as improvements
indata quality)
– Scope of emissions boundary changing
– Identification of historical errors
The Group defines a material difference, which would trigger a rebaselining
exercise, as one resulting in a variance of greater than or equal to 5%.
During FY25, our reported Scope 1 and 2, plus Scope 3 Categories 1, 2, 3, 4, 6
and 7 emissions for FY24 and FY20 were restated to reflect the change to our
inventory boundary. In an effort to use the most up to date emission factors,
emissions calculated using a spend-based emission factor in were restated with
the latest updates from CEDA (being version 7 for FY24 and version 6 for FY20.
EMISSIONS REBASELINING POLICY
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

OUR PRODUCTS
We are committed to making sure our supply chain operates responsibly and that everyone we do
business with respects and protects the lives of workers, their communities and the planet.
During the year, we continued to evolve our responsible sourcing standards and were delighted to see an
increasing number of brand partners and other suppliers share sustainability strategies, including Rolex,
who released their first Sustainability Report.
FY25 KEY PERFORMANCE HIGHLIGHTS
– Developed and implemented AI Agent technology to support data collection,
transparency and due diligence
– Mapped and categorised Tier 1 brand partners and other suppliers
– Appointed a new Head of Procurement to support sustainability goals and
mitigate against related risks
– Introduced a new Group Procurement Policy and procedures
– Revised our Supplier Sustainability Standards
– Partnered with world leaders in responsible sourcing and sustainability practices
– Launched first dedicated marketing campaign aimed at extending product
lifecycles
– Mappin & Webb named CSR Jewellery Retailer of the Year for the second year
running in the 2024 Professional Jeweller Awards
+39%
INCREASE IN SALES OF PRE-OWNED
WATCHES
46%
ALL SUPPLIERS* REPORT HOLDING AT
LEAST ONE RELEVANT SUSTAINABILITY
STANDARD OR CERTIFICATION
* Over £100,000 spend in FY25.
AS AT JUNE 2025, RATED ‘1’ BY ISS ESG
SOCIAL QUALITYSCORE
We want to give our clients the peace of mind that everything
they buy from us is responsibly and ethically sourced, while
making it easier for them to choose more sustainable pieces that
reflect individual values and lifestyles.
GOAL AND STRATEGIES
GOALS
– Improve our traceability and sourcing standards
– Promote the sustainable attributes of our watches and jewellery
– Year-on-year increase in sales of pre-owned watches
STRATEGIES
WE ADVOCATE FOR
OUR INDUSTRY
By proactively
promoting the interests
and responsibilities of
the luxury watch
and jewellery sectors
in ourmarkets
WE EARN TRUST
& CONFIDENCE
By being true to
ourselves and honest
and transparent
with our colleagues,
our clients and our
brand partners
WE TREAT EVERYONE
WITH RESPECT
By working together to
cultivate a secure and
supportive workplace,
with equal
opportunities and
respect
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CARING ABOUT OUR PRODUCTS
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
The Group is committed to conducting all business in a fair, transparent, socially responsible
and environmentally sustainable way. We expect the same high standards from brand partners
and other suppliers throughout our value chain.
OUR APPROACH
With sustainability becoming increasingly important to consumers, we want to make
it easier for clients to choose products that reflect individual values and lifestyles, by
improving the traceability of raw materials, growing our range of lower carbon
products with verifiable social and environmental attributes, highlighting innovation
in R&D, and promoting the longevity value of high-quality watches and jewellery.
In September 2024, we recruited a new Head of Procurement who is working
closely with our internal teams and suppliers, to secure the best possible value in
terms of cost and quality, while helping to minimise risk by validating that we are
working with suppliers who share our social and environmental principles and
adhere to our sustainability standards.
Building an ethical and responsible supply
chain is the right thing to do for a better
future. Aligning and ensuring higher social
standards in particular, contributes to
building trust, resilience and stability
which drives innovation, performance
andcreativity.”
ERIC MACAIRE
EXECUTIVE DIRECTOR, GLOBAL BUYING
AND MERCHANDISING
Photo courtesy of Gemfields
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43%
Product and packaging suppliers*
report using recycled or reclaimed
materials in their products or packaging
VENDOR CODE OF CONDUCT
Our Vendor Code of Conduct sets out our minimum requirements across human
rights, labour, environment, anti-corruption, integrity, business ethics, data security
and social impact, which must be applied in addition to compliance with all
relevant national and international laws and legislation.
All active suppliers must read, sign and adhere to our Vendor Code of Conduct
or publish an equivalent commitment which embeds basic business ethics
principles, including adherence to local and national laws and regulations,
specifically laws related to business ethics, responsible sourcing, human rights
andenvironmental responsibilities.
Colleagues with a responsibility for sourcing, as well as other relevant colleagues,
receive training to equip them with the knowledge and skills they need to uphold
our requirements when engaging with suppliers and supplier screening.
We review our Vendor Code of Conduct on an annual basis to ensure it
remainsrelevant to our business and continues to reflect best industry practices.
Following a review in March 2025, our ESG Committee approved additional
requirements, including the visibility of key environmental data to support
emissions reduction goals.
Compliance with our Vendor Code of Conduct is further supported by our
third-party factory audit schedule. Anyone with genuine suspicions about the
contravention of our terms is encouraged to report their concerns through our
confidential global whistleblowing process, which uses an independent reporting
facility and is available in multiple languages.
SUPPLIER SUSTAINABILITY STANDARDS
Our Supplier Sustainability Standards supplement our Vendor Code of Conduct
and provide comprehensive guidance in relation to the common practices we
expect throughout our global supply chain and in all our dealings.
Early in 2025, we reviewed our ESG Partner Standards to ensure they continue to
support business objectives, evolve with best industry practices and resonate with
relevant stakeholders.
Key content updates include guidance on data protection and cyber security,
modern slavery, laboratory grown diamonds, coloured gemstones and green
claims, as well as alignment with updated Group policies and the inclusion of links
to useful resources.
These Standards were approved by the ESG Committee in March 2025 and are
publicly available on our corporate website at thewosgroupplc.com. They are
regularly reviewed and issued to all existing and potential suppliers.
Earning stakeholder trust by ‘doing the
right thing, always’ is key to building
client loyalty, brand reputation and long-
term success, and is the driving force
behind our ESG strategy.”
* Suppliers over £50,000 spend in FY25.
OUR BUSINESS IMPACTS
In FY25, we partnered with approximately 1,600 Tier 1 suppliers*, including
approximately 115 watch and jewellery brands and suppliers worldwide.
We acknowledge a risk of human rights violations within our supply chain tiers,
particularly in the lower tiers where raw materials are sourced and processed.
There is also the potential for negative environmental impacts resulting from
rawmaterials extraction and mining processes, as well as deforestation, water
pollution and high energy use.
The Group operates in countries where high social standards apply and takes
steps to ensure it partners with reputable suppliers. We exercise due diligence in
all our interactions and strive to go beyond basic risk management and compliance
to implement environmental, social and governance considerations into our
decision-making processes at every level.
PROCURING PRODUCTS AND SERVICES
A review of our sourcing function in FY24 identified opportunities to achieve
greater value for money, strengthen supply chain due diligence, encourage
competition and innovation, and enhance collaborative working.
Since the appointment of our new Head of Procurement, we have implemented
anumber of improvements to help realise these opportunities, including a new
Procurement Policy (‘Policy’), which was approved by the ESG Committee in
March 2025.
This Policy standardises our approach to ensuring that the products we sell and
services we use support business objectives and meet our environmental and
social standards and performance criteria. It is supported by procedures detailing
the steps colleagues must take in order to establish relationships with suppliers
who understand our business goals, offer quality and value, and who are willing
tohelp achieve shared goals.
Other improvements to our onboarding process include enhanced data capture,
supplier screening and tendering protocols. We are already benefiting
operationally and financially from these enhancements and plan to further
improve in FY26 with the implementation of a dedicated procurement platform
and contract management system to improve efficiency, secure data and support
our transition towards a paperless workplace.
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Compliance with our Supplier
Sustainability Standards is supported
by AI Agent technology, configured
to assess a supplier’s level of
alignment with our requirements
andexpectations.”
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
LEVERAGING AI TO SUPPORT DUE DILIGENCE
Compliance with our Supplier Sustainability Standards is supported by agentic
AI,configured to assess a supplier’s level of alignment with our requirements
andexpectations.
In March 2025, our project to leverage AI to enhance our ESG reporting and due
diligence culminated in the delivery of an AI Agent with the ability to cross check
our supplier database with publicly available information. This supplier screening
allows us to get an instant understanding of a supplier’s ESG maturity and provides
direct links to primary information sources such as individual supplier websites,
annual reports and polices.
As well as helping us to gain a more accurate understanding of our supply chain
and identify areas for further engagement and improvement, this technology
allows us to learn from supplier initiatives, for example, innovation in Research and
Design, the promotion of human rights and preparedness for a changing climate.
SUPPLIER ENGAGEMENT
Understanding the environmental and social impact of the products we sell and
services we use is a growing area of focus for the Group.
Ongoing engagement with brand partners and other suppliers is key to achieving
our sustainability goals and addressing areas of public concern, such as the
providence of precious metals, diamonds and gemstones, and protecting nature
and biodiversity.
As part of our sustainability assessment approach, we collect key data from
suppliers and actively seek opportunities for collaborative working to improve
performance. Our Supplier Sustainability Standards set out our goals and provide
comprehensive information to help engage suppliers with the actions needed
throughout our value chain to achieve them.
We are committed to continuous improvement in supply chain engagement
andin FY26, we aim to; increase the number of suppliers who will be subject
tosustainability risk assessments; participate in industry working groups; and
multi-stakeholder initiatives to promote sector-wide responsible sourcing
practices, and launch a revised Supplier Manual detailing operational processes
and procedures.
ALIGNMENT WITH RELEVANT WELL-RECOGNISED CERTIFICATIONS
We continue to strongly encourage brand partners and other suppliers to align
with relevant, well-recognised sustainability standards and certifications.
For watch and jewellery manufacturers, we promote membership of the
Responsible Jewellery Council (RJC). In 2024, the RJC expanded its membership
provisions to place an increased focus on human rights due diligence, grievance
mechanisms, supply chain due diligence, claims and GHG emissions.
At the time of this report, 47% of our watch and jewellery suppliers are
accredited members of the RJC and, as such, are subject to rigorous independent
audits to ensure compliance with their standards.
These RJC audits are in addition to our own third-party audit schedules which
wecarry out as part of our supply chain due diligence.
46%
All suppliers* publicly report holding
at least one relevant sustainability
certification
* Product suppliers with over £100,000 spend in FY25.
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To monitor our supply chain
performance and manage compliance
with our standards, colleagues with
a responsibility for sourcing are trained
to assess social and environmental
risks and work collaboratively to
address areas for improvement.”
SUPPLY CHAIN DUE DILIGENCE
We have a duty of care to ensure our supply chain operates responsibly and that
everyone we do business with respects and protects the lives of workers, their
communities and the environment.
To monitor our supply chain performance and manage compliance with our
standards, colleagues with a responsibility for sourcing are trained to assess social
and environmental risks and work collaboratively to address areas for improvement.
Throughout FY25, we continued to partner with EcoVadis to support supply chain
transparency and due diligence. The EcoVadis IQ technology maps sustainability
risks within supply chains using smart automation and analytics, with risks
calculated using factors such as the type of goods or service supplied, geographic
location, and criticality to our business and reputation.
For FY26, we are transitioning to a new supply chain management system,
whichdeploys AI agents to retrieve and assimilate publicly available information
and is customised to assess the level of supplier alignment with our Supplier
Sustainability Standards. Scores relative to the level of performance against
multiple indicators are automatically calculated and areas for further engagement
and improvement are highlighted. Direct links to the supplier’s own information
sources allow for further analysis and support our audit process.
Our new system supports bespoke business needs and can save supplier time
onquestionnaire processes. To support this method of data collection and
transparency, we ask suppliers to publicly report relevant information where
possible. Other benefits of this system include supplier entity mapping, fast
accessto entity information including websites and VAT numbers, and a supplier
record depository.
We continue to encourage supplier partners to participate in an EcoVadis
sustainability assessment, or an equivalent, in line with our goal to partner with
suppliers who hold, or are aligned with, relevant, well-recognised sustainability
standards and certifications.
HUMAN RIGHTS AND MODERN SLAVERY
We remain committed to ensuring nobody involved in the production,
distribution or sale of our products, or delivery of our services, is a victim of any
form of modern slavery or any other form of human rights violation, and have
measures in place to identify, assess and mitigate potential labour and human
rights abuses across our value chain. This includes a commitment to protect
women’s rights across our operations and supply chain.
Our Human Rights Policy was reviewed and approved by the Board in October
2024, and applies to all global business activities and everyone who works for us,
and everyone we do business with.
Our Vendor Code of Conduct includes specific requirements founded on the
conventions of the ILO, which are guided by international human rights principles
and encompassed by the Universal Declaration of Human Rights.
We continue to partner with Slave-Free Alliance (SFA), who provide expert
support by reviewing and assisting in the development of our policies, processes
and practices, which include forced labour risk assessments and specialist training.
In September 2024, we launched a new e-learning module, which is available to
allcolleagues through our Learning Hub and is mandatory for colleagues with a
responsibility for sourcing. This training is designed to break down the common
preconceptions and misconceptions of modern slavery, while equipping colleagues
with the knowledge and skills they need to recognise any signs that might suggest
exploitation is taking place and how to deal with concerns.
In addition, in March 2025, SFA delivered an in-depth face-to-face digital
workshop for key colleagues working in our highest risk business areas, to further
engage them with the steps we can take to cease, eliminate and mitigate human
rights risks in our supply chains. Also in March, our Supplier Sustainability
Standards were updated to include more information on our expectations
inrelation to modern slavery and human trafficking within our supply chain.
No violations in relation to human rights within our Group or extended value
chains have been reported through our reporting processes and procedures
inFY25, however, we remain vigilant and committed to seeking out any such
disclosures, through awareness raising and facilitating confidential reporting
andwhistleblowing mechanisms.
In FY26, we will work with SFA to review our framework for handling disclosures
with the aim of strengthening our escalation process.
In line with the requirements of the UK Modern Slavery Act 2015, the Group is
committed to continuous review of human rights and modern slavery mitigations
within our business and supply chain and our mitigations are reported in our annual
Modern Slavery Transparency Statement, available at thewosgroupplc.com.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
PRODUCT INNOVATION
We continue to seek and strengthen relationships with suppliers who invest
inR&D to introduce new materials, processes and practices with a lower
environmental impact, and/or supply products and services that promote social
and economic sustainability.
Our brand partners continue to pioneer sustainable techniques and materials,
resulting in unique points of difference, such as Tissot’s Lightmaster Solar Quartz
movement, which can recharge using both natural and artificial light, and Oris’s
Aquis date Calibre 400 Upcycle 43.50mm, featuring unique dials made from
recycled PET plastic.
We encourage innovation in products and packaging, supported by training and
resources to help drive client engagement with advancements in eco-design.
To mark Earth Day in April 2025, we promoted brands with sustainable
attributes, along with a reminder of Certified Pre-Owned options as a lower-
carbon option.
PRODUCT INFORMATION
The Group is committed to ethical marketing and advertising practices, which
includes a clear, accurate and honest representation of our products, respect for
cultural sensitivity and diversity, and the responsible use of personal data.
We recognise product disclosure is an important aspect of consumer protection
and fair business practice, as it demonstrates transparency and helps build trust.
Our Supplier Sustainability Standards detail our requirement for supplier partners
to comply with internationally accepted standards and existing obligations under
consumer protection law and safety legislation. In addition, in line with our goal to
help clients make more informed purchasing decisions and protect them from any
negative consequences or disappointment, supplier partners are asked to provide
detailed, accurate information about a product’s features, origins and materials, as
well as any potential health and safety risks.
Claims about the environmental aspects or performance of products must be
substantiated using robust and verifiable methods and we take a zero-tolerance
approach to misleading product representation.
We encourage innovation in products
and packaging, supported by training
and resources to help drive client
engagement with advancements
in eco-design.”
ON-SITE AUDITS
We want to build strong, long-term relationships with all supplier partners, and
will always collaborate to resolve issues wherever possible. However, if we find
evidence of a serious breach of our terms, we will not hesitate to terminate our
contract and, if necessary, notify the relevant authorities.
Suppliers considered ‘High Risk’ in our screening will be asked to present evidence
to support compliance with our terms. This can include a valid third-party audit
report, supported by any completed corrective action plans.
If this evidence is unavailable or considered unsatisfactory, we will conduct our
own on-site audit. On-site audits are carried out by specialist, independent,
third-party auditors who hold an ISO 17020 certification for social audit services
and have expert knowledge of local laws and practices.
As an added precaution, in March 2025, our ESG Committee approved an update
to our Vendor Code of Conduct requiring suppliers to carry out regular audits of
their third-party manufacturing sites.
Historically, jewellery suppliers present a higher risk profile, therefore, during the
year, we audited 29% of our jewellery suppliers by turnover and implemented
seven corrective action plans. A further jewellery supplier was delisted after our
request for an audit was rejected.
FY25 FACTORY AUDITS
Facilities
audited
After corrective
action
Total factories audited 8 –
Low risk 2 4
Intermediate risk – 1
High risk 1 1
Critical risk 6 –
Corrective action plans completed 7 –
Delisted/not approved 1 2
Our commitment to upholding high standards was demonstrated in November
2024 when we ceased trading with a significant jewellery supplier after they failed
to resolve critical risks within our 30-day corrective action period. On re-audit,
we found a repeated failure to clarify the origin of precious metals used in the
products they supplied to us, and irregularities in payment records. The supplier
was promptly notified of our decision, and this was communicated to colleagues
so they could take the appropriate action.
40%
Product suppliers* report having a
Human Rights Policy
16%
Product suppliers** report carrying
out ethical or social audits of their
suppliers
* Over £100,000 spend in FY25.
** Over £500,000 spend in FY25.
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Photo courtesy of Gemfields
The Royal Mint are combining gold
recovered from discarded electronics,
with centuries of craftsmanship to
create the finest quality jewellery
with a fascinating sustainability story.
886 from The Royal Mint is a contemporary collection of jewellery made from
responsibly sourced precious metals, predominantly from recovered and
recycledsources.
In July 2024, sourcing and sustainability colleagues visited The Royal Mint’s
pioneering new Precious Metals Recovery Plant, which is providing a more
sustainable source of high purity gold and reducing reliance on traditional
miningactivity.
The Royal Mint has a history spanning over 1,100 years and it has recently
mastered ‘urban mining’ and developed world-leading chemistry to extract
tinyamounts of 24ct gold and other precious metals from e-waste, including
oldcircuit boards, which are used to create the highest quality bracelets, earrings
and necklaces.
To mark their 250th anniversary, our Mappin & Webb business has partnered
with the Royal Mint to introduce a unisex 18ct yellow gold collection. The
15-piece collection is expertly crafted from reclaimed gold and supports our
commitment to circularity and offering clients fully traceable fine jewellery.
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
IMPROVING TRACEABILITY
In support of our goal to improve traceability and sourcing standards, in
March 2025, we partnered with Gemfields to launch a new emerald capsule
collection in our Goldsmiths business.
Gemfields is a world-leading responsible miner and marketer of coloured
gemstones, and the majority-owner and operator of the Kagem emerald mine
in Zambia, which is believed to be the world’s single largest producing
emerald mine. Gemfields champions industry-leading policies and practices
across its operations and funds projects to improve health, education and
livelihoods in the communities around its mines in Africa.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
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SANCTIONS
The Group complies with all relevant national and international law and legislation,
which includes all UK Government sanctions and requirements, as well as those
imposed by the US Department of the Treasury and its Office of Foreign Assets
Control, and we require our suppliers to do the same.
We continue to cease trade in diamonds, coloured gemstones and precious
metals such as gold, silver and platinum from sanctioned Russian sources.
In March 2025, we updated our Supplier Sustainability Standards to reinforce
ourrequirement that any diamonds supplied to us must be accompanied by
aself-certification statement declaring that they were not mined, extracted,
produced or manufactured wholly or in part in the Russian Federation,
notwithstanding whether such diamonds have been substantially transformed
intoother products outside of the Russian Federation.
GOLD AND OTHER PRECIOUS METALS
We continue to see more watch and jewellery suppliers using recycled gold in
their production processes. All precious metals supplied to us must demonstrate
legal compliance according to all the provisions of the financial market supervisory
authority and be sourced from refineries on the London Bullion Market
Association Good Delivery List or the UAE Gold Good Delivery Scheme.
ANIMAL WELFARE
We will not tolerate any harsh or inhumane treatment of animals and only buy
watches through the most reputable manufacturers. All watch suppliers must
provide written confirmation that any animal skins used to make straps are
sourced from farmed and sustainably managed sources and conform to relevant
international laws, including the Convention on International Trade in Endangered
Species (CITES).
We continue to grow our range of more socially and environmentally preferable
product options, including watch straps made from vegan-friendly materials.
ORGANISATION FOR ECONOMIC CO-OPERATION AND
DEVELOPMENT (OECD) DUE DILIGENCE GUIDANCE
Through our Supplier Sustainability Standards, we ask supplier partners to follow
the OECD Due Diligence Guidance and implement the OECD 5-Step guidance.
This risk-based approach is designed to help organisations avoid contributing to
conflict, serious human rights impacts and financial crime through their operations.
The framework includes embedding strong management systems, identifying risks,
independent third-party audits and transparency.
FREEDOM OF ASSOCIATION AND COLLECTIVE BARGAINING
Our Vendor Code of Conduct and Supplier Sustainability Standards set out our
expectations in relation to freedom of association and collective bargaining.
Suppliers are required to adopt an open attitude towards trade unions and their
activities. It is the Group’s policy that all workers, without distinction, should have
the right to establish and join organisations of their own choosing and bargain
collectively, without prior authorisation or interference from government or
oneanother.
KIMBERLEY PROCESS CERTIFICATION SCHEME AND THE WORLD
DIAMOND COUNCIL SYSTEM OF WARRANTIES
Knowing where our diamonds come from allows us to reassure clients that they
are authentic and ethically sourced.
All suppliers of diamonds, or jewellery incorporating diamonds, must comply with the
Kimberley Process Certification Scheme, as well as all laws in relation to this scheme
and the World Diamond Council System of Warranties Assurance (WDC SoW).
Any diamonds supplied to us must be conflict-free and accompanied by written
guarantees in line with WDC SoW Assurance. We will not accept an invoice
without this statement. Once a diamond is imported and ready for trade, we also
require a WDC SoW Assurance statement on every invoice for rough diamonds,
polished diamonds, or diamond jewellery, through to the final invoice to clients.
Records of warranty invoices received, as well as invoices issued when buying
orselling diamonds, are regularly audited and reconciled.
TRACR
TM
TECHNOLOGY
In FY26, we are launching the Goldsmiths Signature Diamond featuring DTC
diamonds and Tracr
TM
technology, as part of our new engagement and diamond
jewellery collection.
Tracr
TM
, developed by the De Beers Group, is the industry’s first scalable
blockchain platform that provides a traceable and tamper-proof record of a
diamond’s provenance, from mine to finger. Each diamond is individually registered
at the source and assigned a digital identity that captures key characteristics,
including a 3D scan, carat weight, and origin. As the diamond moves from miner
tomanufacturer, these scans are compared to verify authenticity and enhance
traceability, eliminating reliance on self-reported claims. Leveraging the ‘Internet of
Things’ and AI, this data is securely recorded on the blockchain and meticulously
tracked as each diamond progresses from rough to polished.
This advanced technology enhances transparency throughout the supply chain,
offering our clients added confidence that their diamond has been responsibly
andethically sourced.
Tracr
TM
is a pioneering diamond traceability platform, underpinned by blockchain
technology, that enables a diamond’s journey to be recorded from source to showroom.
We are growing our range of more
socially and environmentally preferable
product options, including luxury
watch straps made from vegan
friendlymaterials.”
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ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
GOVERNANCE AND COMPLIANCE
The Corporate Governance Report that begins on page 156 sets out how the
Board and its Committees operate and apply the provisions and principles of the
Corporate Governance Code 2018 and other regulation and best practices. The
Environmental, Social and Governance section which starts on page 76 provides
information regarding the management of ESG issues specifically and includes key
performance data as well as our full TCFD disclosures.
The Watches of Switzerland Group has in place a number of policies and
procedures to ensure risks from unethical conduct and illegal business practice
arereduced and eliminated as far as possible. These underpin our Code of Ethics,
which together with our Supplier Sustainability Standards, sets out the behaviours
expected of our colleagues and third-parties we do business with.
Oversight of the operation of the Group’s key policies in this area is the
responsibility of the Board. Where requested by the Board, the Audit & Risk
Committee or ESG Committee will review the adequacy and security of the
arrangements in place.
CODE OF ETHICS
Our governance framework is underpinned by our Code of Ethics which is
comprised of a number of additional standalone policies covering bribery and
corruption, fraud, competition law and data protection, information security and
cyber security protection. Taken together these policies ensure that we operate
inan open, fair and honest manner in all of our business dealings.
During the year, the Board reviewed and approved the Code of Ethics, which can
be found on the corporate website thewosgroupplc.com. The Code of Ethics was
further expanded to support changes made to the governance framework of the
Company. This included clarification of the Company’s processes and protocols
when considering the use of evolving AI technology.
ANTI-BRIBERY, CORRUPTION & FRAUD
The Company maintains a zero-tolerance approach to all forms of
corruption, including, but not limited to, bribery and fraud. Board has
overall responsibility for the Anti-Bribery, Corruption & Fraud Policy,
whichis regularly reviewed by Senior Management and the Audit & Risk
Committee. The Policy reinforces the Board’s commitment to conducting
the Group’s business affairs to ensure that it does not engage in or facilitate
any form of corruption. The aim of the Policy is to ensure compliance with
applicable anti-bribery and corruption legislation and regulations and to
ensure colleagues act responsibly and ethically at all times when conducting
business. The Policy sets out the Group’s protocols in relation to hospitality
and gifts.
The Group’s Company Secretary and General Counsel has day-to-day
responsibility for the Policy and reports to the Chair of the Audit & Risk
Committee and to the Board as required. Colleagues are required to
complete mandatory e-learning covering anti-bribery, corruption and fraud
risks annually. High risk locations undertake additional face-to-face training
on an annual basis.
During the year, the Policy was reviewed and approved by the Board and
amended to provide additional clarity and reinforcement of the Company’s
aversion to and strict protocols regarding fraud and the receiving and giving
of gifts and hospitality.
During the year, the Audit & Risk Committee were updated on the new
failure to prevent fraud legislation and the progress within the Company
onpreparation for the new legislation and its compliance.
ANTI-MONEY LAUNDERING AND SANCTIONS
The Company has rigorous processes and procedures which operate
alongside an Anti-Money Laundering (AML) Policy which was reviewed
bythe Board during the year. The Policy enforces a strict regime in the
prevention of money laundering. The Group Policy is supported by internal
operational and local territory specific business policies.
TAXATION
We seek to build solid and constructive working relationships with all tax
authorities. The Group has held the Fair Tax Mark since February 2022,
andachieved reaccreditation from the Fair Tax
®
Foundation in March 2025.
The Fair Tax Mark is the gold standard of responsible tax conduct and
demonstrates that the Group pays the right amount of corporate income
tax at the right time and in the right place. The Group pays corporation tax
on all operations and does not operate in any tax havens or use any tax
avoidance schemes.
The Board reviewed the Corporate Criminal Obligations (CCO) Policy
which sets out the Group’s zero-tolerance approach to tax evasion; no
changes were necessary from the prior year when the Policy was
introduced. The CCO Policy describes the legal framework, information
and guidance on how to recognise and deal with tax evasion matters.
Compliance with the Policy and disclosures arising from it are included
inthe annual review undertaken by the Senior Accounting Officer.
During the year, training was delivered to relevant colleagues, including
those in support and retail, and the Directors were provided with
awareness documentation, as it is recognised this is an important part
ofthe legislation. Further information on our Tax Strategy and CCO Policy
can be found at thewosgroupplc.com.
As the laws and regulations governing businesses become ever
more complex we need to ensure the judgements and decisions
we make are taken with both the knowledge and application of
the highest ethical principles.
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PAYMENT PRACTICES
We understand the importance of maintaining good relationships with
suppliers and have transparent payment terms and payment procedures to
ensure prompt payment. It is Group policy to agree appropriate terms and
conditions for transactions with suppliers (ranging from standard written
terms to individually negotiated contracts) and for payments to be made
inaccordance with these terms, provided the vendor has complied with
itsobligations.
Our payment practices report is available at check-payment-practices.
service.gov.uk/search, which showed the Group took on average 27 days
topay in the six-month period to the end of FY25.
RETAIL RETURNS POLICY
The business operates a standard, client-facing Retail Returns Policy. The
manufacturer’s warranty for product varies by brand and style, however,
most warranties are usually valid for two years from the date of purchase,
with three years of extended warranty for certain watch brands. If a
product malfunctions, or is not ‘fit for purpose’, we will, at our discretion,
repair or replace as appropriate.
DATA PROTECTION, INFORMATION SECURITY AND CYBER
SECURITY
The Group has a responsibility to protect client and colleague personal
data, and use it fairly and appropriately in line with the applicable law and
regulation in each country in which we operate. We have a Group Data
Protection Officer with responsibility for all data protection matters, and
aCyber Security Team responsible for security measures across our
networks and systems. The two work closely together to ensure a
joined-up, risk-based approach.
The Group’s data protection framework continues to mature to meet the
needs of a growing global business and evolving legal landscape. We have
inplace a broad range of measures designed to meet our data protection
and security obligations, including policies and processes, governance and
oversight measures, and mandatory annual training. Alongside this, we
employ a suite of technical controls to detect and protect against known
and emerging security threats. Further information on how we govern
associated risks can be found on page 151. The Group has not experienced
any reportable security breaches over the last three years and no fines or
penalties have been incurred.
The Company is continually improving its cyber security and significant
improvements have been made during the year, including enhanced controls
around passwords and access requests, increased penetration testing and
social engineering simulations to minimise the risk of access exploitation.
HEALTH AND SAFETY
The Company has a Group Health & Safety Policy and governance
processes in place to ensure the Board is updated regularly on health
andsafety activities and on any accidents or incidents that occur.
Further information on the Company’s health and safety activities can
befound on page 84.
The Company complies with relevant legislation regarding product safety
and legislation.
We continually review legislation and requirements and work with our
brand partners to ensure early and ongoing compliance.
WHISTLEBLOWING
It is important for the business to have an open and transparent work
culture. We aim to conduct our business with the highest standards of
honesty and integrity every day. The Board has overall responsibility for this
policy and the Director of Internal Audit & Risk has day-to-day operational
responsibility. The Chair of the Audit & Risk Committee receives a summary
of all protected whistleblowing reports for communication to the Board.
Under the Policy, whilst colleagues are encouraged to report any concerns
or complaints, without fear of recrimination, the Board acknowledges there
may be circumstances where internal reporting lines may not be suitable or
may discourage colleagues from speaking out. We use a third-party to
provide an independent reporting system. This is a global facility for
colleagues to raise concerns confidentially, with the option of maintaining
anonymity. Colleagues are required to complete mandatory e-learning
training on whistleblowing protocols annually.
The Company has a number of other Group policies, all of which can
befound on its corporate website, thewosgroupplc.com.
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The Watches of Switzerland Group defines risk as uncertainty around the
organisation’s ability to achieve its objectives and execute its strategy effectively.
Risks can be positive (opportunities) and negative (threats) and are a combination
of the likelihood of an event and the impact of the consequence.
Risk is inherent in both the Group’s operations and strategic decision-making.
These risks and uncertainties could impact the delivery of strategic and
operational objectives. Effective risk management helps support the successful
delivery of the Group’s objectives. The Board’s role is central to understanding
and providing oversight into how risks are being managed and addressed. The
Board has established a framework of prudent and effective controls which enable
risk to be assessed and managed. The Board takes responsibility for the
management of risk and internal control systems throughout the business. This
includes determining the nature and extent of the principal risks the Board is
willing to take in achieving strategic objectives (the Board’s risk appetite), and
challenging management’s implementation of effective systems of risk
identification, assessment, prioritisation and management.
The Audit & Risk Committee, on behalf of the Board, has responsibility for
maintaining oversight of the Group’s framework for risk management. Whilst
ultimate responsibility for the oversight of risk management rests with the Board,
the effective day-to-day management of risk is embedded within the business
through a layered assurance approach.
The Board recognises that risk management is an integral part of good corporate
governance and management practice and to be effective, should be embedded
within the organisation’s culture. The Board is, therefore, committed to ensuring
that risk management forms an integral part of its philosophy, practices and
business plans rather than being viewed or practised as a separate programme and
that responsibility for implementation is accepted at all levels of the organisation.
During the year, the Board reviewed the effectiveness of the Group’s risk
management and internal controls systems. This review included the discussion and
review of risk registers and the internal controls across all business functions, as
part of an annual exercise facilitated by the Internal Audit team.
RECOGNISING EFFECTIVE
RISKMANAGEMENT
Effective risk management is essential in supporting the delivery of
the Group’s strategic objectives, achieving stakeholder value and
delivering long-term success.”
BRIAN DUFFY
CEO
RISK MANAGEMENT
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GROUP RISK REGISTER
WHAT WE MONITOR
Summary of the key risks facing the Group, prepared through review of departmental risks identified through the bottom-up risk
identification process, and the Group-level risks identified and owned by the Trading Board.
OUR RISK LANDSCAPE
– Current risks: risks we are managing
now that could stop us from achieving our
strategic objectives.
– Emerging risks: risks with a future
potential impact from external or internal
opportunities or threats.
WHAT WE ASSESS
– Risk ownership: each risk has a named
owner
– Likelihood and impact: globally applied
scoring scale
– Gross risk: before mitigating controls
– Mitigating controls: subject to Internal
Auditreview
– Net risk: after mitigating controls applied
– Risk movement: any change in risk score
since previous assessment
– Risk appetite: defined at subcategory level
– Target risk: overall target risk score
– Actions: for further mitigation, if required
OUR IDENTIFIED RISKS
Risks are categorised into one of six
categories:
– Financial
– Operational
– Client
– People
– Regulatory
– ESG
DEPARTMENTAL RISK REGISTERS
Owned by individual departments and teams across the Group. These identify specific risks and mitigating controls arising from day-to-day operations.
RISK MANAGEMENT PROCESS
IDENTIFY
– Risk registers are completed by
eachbusiness function, identifying
therisks in their areas of control
– The Audit & Risk Committee and
Board identify key risks within the
Group’s strategic priorities
– Horizon scanning takes place
periodically with Senior Management
ASSESS
– The likelihood of risk occurrence
andthe potential impact of the risk
are assessed. This assessment takes
place before and after consideration
of mitigating controls
– The risks are reviewed to
determinetheir categorisation,
including financial, operational,
client,regulatory and reputational
– Appetite for each key risk is assessed
with a target risk position agreed to
reflect the level of risk that the
business is willing to accept
MANAGE
– Controls and mitigation plans are
implemented to manage the risks
– Consideration is given to the
Board’srisk appetite to help
determine the appropriate risk
management strategy
– Actions are agreed to further
manage the identified risks, in line
with risk appetite and according
torisk strategy
MONITOR
– Continued oversight and tracking of
identified risks. These are presented
to the Trading Board, the Board and
the Audit & Risk Committee
– The Internal Audit Teams review
theeffectiveness of controls and
identifies gaps in control requiring
further action
– Risk incidents are reviewed, and the
lessons learned drive further mitigation
2
3
4
1
The Group’s established framework for managing risks has continued to be in place across the business throughout this financial year, with
responsibility to implement the Board’s policies on risk management and internal control sitting with management.
3
1
4
3
2
Identify
Assess
Manage
Monitor
The Group’s risk management framework helps
identify, assess, manage and monitor risks to
within the risk appetite set by the Board, whilst
taking advantage of opportunities as they are
presented. Senior Management is responsible for
minimising adverse exposures across the Group
and its stakeholders.
Climate-related risks follow the same framework
as all other risks impacting the business.
Additional information relating to the Group’s
TCFD disclosures, including risk management
compliance, governance, strategy and
TCFD-related risks, can be found on pages 123
to 126.
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Set out below are the key responsibilities and key activities of the various functions of the Group in relation to risk management:
– Oversees the adoption of appropriate risk management systems
that identify emerging and established risks facing the Group and
its stakeholders
– Determines the nature and extent of the principal and emerging risks
facedby the Group and those risks which the business is willing to take
in achieving its strategic objectives (determining its risk appetite)
– Conducts a half-yearly review of the risk register and principal risks
– Members have responsibility for managing risk within their areas
of responsibility
– Identifies new and emerging risks
– Maintains the business function risk registers
– Identifies and assesses risk within business functions and implements
actions to reduce risk exposure to an acceptable target level
– Embeds and manages internal controls and risk management processes
as part of business-as-usual operations
– Assists the Board to fulfil its corporate governance responsibilities
in relation to financial reporting, internal controls and the risk
management framework
– Conducts formal reviews of the principal and emerging risks twice a year, one
of which is in connection with the consideration of the Viability Statement
– Reviews and oversees the Group risk register and risk management
framework and assesses their effectiveness in mitigating Group-level risks
– Reviews key risk areas with relevant Senior Managers to understand the
nature of the risks and adequacy of the mitigations and controls in place
– Annually reviews and approves the Group Risk Management Policy
HOW WE MONITOR
BOARD
Collective responsibility for the management of risk throughout the business
TRADING BOARD
Managing the risk management process
on a day-to-day basis
OPERATIONAL MANAGEMENT
Identifying and managing risks on a day-to-day basis
AUDIT & RISK COMMITTEE
Oversees risk management systems and process,
under delegation from the Board
– Provides an objective compliance and monitoring overview – Identifies non-compliance with key business processes
OPERATIONAL AUDIT, LOSS PREVENTION AND SECURITY TEAM
Reviews compliance with certain key internal procedures in showrooms and at other locations
– Ensures that principal risk topics are scheduled for regular review
– Facilitates updates to the corporate and business function risk registers
inpartnership with operational management
– Presents the outcome of the risk review to the Trading Board
and the Audit & Risk Committee
– Shares risk management information and best practice across the Group
INTERNAL AUDIT TEAM
Provides assurance to the Audit & Risk Committee through independent reviews of agreed risk areas
– Agrees how the principal risks should be managed or mitigated and over
what timeframe to reduce the likelihood of their incidence or the
magnitude of their impact
– Establishes clear internal and external communication channels on the
identification of risk factors
– Determines the monitoring and review process
RISK MANAGEMENT
CONTINUED
146
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RISK APPETITE
Risk appetite is an expression of the amount and types of risk that the Group is willing to take to achieve its strategic and
operational objectives. The Group accepts that it cannot achieve its long-term strategic objectives without being exposed
toan element of risk. Understanding current and emerging risk is therefore integral to the Group’s decision-making process.
The Board determines the amount of risk the Group is willing to accept in the pursuit of the Group’s strategic objectives,
dependent on the type of risk. In exploring risks and opportunities, we prioritise the interests and safety of our clients and
colleagues and seek to protect the long-term value and reputation of the brand, while maximising commercial benefits to
support responsible and sustained growth.
The Group assesses the level of risk exposure against its associated risk appetite to ensure that we appropriately prioritise
our resources to manage risks within our risk appetite. Where the residual risk remains outside the Board’s risk tolerance,
additional actions are identified to further mitigate the risk down to an acceptable target level.
The Group’s risk appetite and tolerance levels were considered and approved by the Board and are reviewed annually. These
are used to set tolerance limits and target risks for each of the principal risks and refine mitigation plans where appropriate.
In summary, the Board has a very low appetite for risks that could lead to breaches of legal and regulatory requirements.
The Group has a low appetite for risks that could impact its reputation, for example in the areas of data management and
cyber security. In contrast, the Group has a higher risk appetite in relation to business strategy, as evidenced through our
growth in the UK and US markets.
THE UK CORPORATE GOVERNANCE CODE
REQUIRES COMPANIES TO DETERMINE
THEIR RISK APPETITE
147
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Low
Low
High
High
Likelihood
Impact
1
7
10
11
93
6
4
2 5 8
This year the Group has supplemented its existing risk management processes
in response to the upcoming changes in the UK Corporate Governance Code.
In particular, the Group is identifying and assessing its material controls. The
Group is making good progress here. The existing Code provisions remain
applicable and state that the Board is responsible for determining the nature
and extent of the principal risks it is willing to take in achieving its strategic
objectives and that it should maintain sound risk management and internal
control systems.
The Board has completed its assessment of the Group’s risk landscape and has
identified the most significant risks and uncertainties that may impact the Group’s
ability to achieve its strategic and operational goals. As part of the new 2024
Code guidance, the Board has also begun to assess the material controls that
operate over these risks. The Group recognises that the profile of risks constantly
changes, and additional risks not presently known, or that may be currently
deemed immaterial, may also impact the Group’s business objectives (as detailed
on pages 34 to 37) and performance. The risk management framework is
therefore designed to manage rather than eliminate the risk of failure to achieve
business objectives, and, as such, can only provide reasonable and not absolute
assurance against these principal uncertainties impacting business performance.
The Board confirms that it has carried out a robust assessment of the principal
risks facing the Group, including those that would threaten its business model,
future success, solvency or liquidity.
EMERGING RISKS
As part of the ongoing risk management framework described above, the Group
identifies emerging risks and determines their potential impact on the business.
The Group undertakes horizon scanning to monitor any potential risks that could
change our industry and/or our business, looking at both the inherent risk and
opportunity. Emerging risks are new and evolving, and thus their full potential
impact is still uncertain.
The Group defines emerging risks as newly developing risks that are often difficult
to quantify but may materially affect our business. Emerging risks are usually highly
uncertain risks which are external to the Group, and we take a proactive
approach to the emerging risk management processes, with the objective
ofenabling us to:
– Identify, manage and monitor a broad range of potential emerging risks
– Mitigate the impact of emerging risks which could impact the delivery of the
Group’s strategy
– Record each emerging risk within an Emerging Risk Register
The Board’s assessment of the principal risks and uncertainties facing the Group
and the mitigations in place are set out opposite.
IDENTIFICATION, EVALUATION AND
MANAGEMENT OF THE GROUP’S RISKS
PRINCIPAL RISKS AND UNCERTAINTIES
HEAT MAP (POST-MITIGATION)
Risk

Business strategy execution and development
1
2
Key suppliers and supply chain
2
3
Client experience and market risks
3
4
Colleague talent and capability
4
5
Data protection and cyber security
5
6
Business interruption
6
7
Regulatory and compliance
7
8
Economic and political
8
9
Brand and reputational damage
9
0
Financial and treasury
10

Climate change
11
Donates increasing risk
To support our assessment of risk, the heat map above shows the relative
likelihood and impact of the Group’s principal risks post-mitigation i.e. after the
effects of our control activities. The graph also indicates those risks that have seen
significant movement during the year. A more detailed assessment of each
principal risk is provided over the following pages.
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1. BUSINESS STRATEGY EXECUTION AND DEVELOPMENT
Principal risk description
If the Board adopts the wrong strategy or does not implement
its strategy effectively, the business may suffer.
The Group’s growth strategy exposes it to risks and the Group
may encounter setbacks in its ongoing expansion in the UK
andUS.
The Group’s significant investments in its showroom portfolio,
IT systems, colleagues and marketing may be unsuccessful
in growing the Group’s business as planned.
As the Group continues to make acquisitions, these may prove
unsuccessful or divert its resources. Further growth through
acquisition is dependent upon the Group’s ability to identify
suitable targets, conduct effective due diligence, negotiate
transactions on favourable terms, complete such transactions
and successfully integrate the acquired businesses.
The Group may fail to respond to the pressures of an
increasingly changing retail environment effectively and rapidly.
The re-evaluation of priorities and their delivery, including the
consideration of initiatives to respond to permanent changes in
client behaviours or to change working practices, is paramount
in the current environment.
How we manage or mitigate the risk
– The Board reviews its business strategy on a regular basis to determine
how sales and profit can be maximised, and business operations can be
made more efficient
– The Board has significant relevant experience, including in the retail
andluxury markets
– The CEO provides updates to the Board on key development
opportunities and initiatives
– Expansion of the property portfolio or potential acquisitions must meet
strict payback criteria. Return on investment of marketing and other
investment activity is monitored closely
– Key management information is provided to the Board on a regular
basis to help inform strategic decision-making
– The Group has adapted its strategy to take advantage of online trading,
client appointments and introduced the Luxury Watch and Jewellery
Virtual Boutique to maximise sales
– The Group has diversified its operations through the expansion of
mono-brand boutiques, ecommerce platforms, and enhanced luxury
branded jewellery offers. There is international market diversification
reducing reliance on one territory
Change in risk
No change
Links to strategy
2. KEY SUPPLIERS AND SUPPLY CHAIN
Principal risk description
The manufacture of key luxury watch brands is highly
concentrated among a limited number of brand partners
and theproduction of luxury watches is limited by the small
number of master watchmakers and the availability of artisanal
skills. Owners of luxury watch brands control distribution
through strict, Selective Distribution Agreements. Consequently,
the relationship with owners of luxury watch brands is crucial to
the Group’s success.
Some of the Group’s distribution agreements with luxury watch
brands provide owners of such brands with a right to terminate
the agreement in the event of a change of control and/or
management of the Group. The Group is subject to the risk that
owners of luxury watch brands may decide to terminate these
contracts or otherwise not to renew them upon expiry, or to
reduce the number of agencies they grant to the Group.
The Group’s distribution agreements with suppliers do not
guarantee a steady supply of merchandise.
The Group’s business model may also come under significant
pressure should the owners of luxury watch and jewellery
brands choose to distribute their own watches, increasingly
orentirely by-passing third-party retailers such as the Group.
How we manage or mitigate the risk
– The Group fosters strong relationships with brand partners and other
suppliers, many of which have been held for a significant length of time
– Supplier distribution contracts are closely monitored to ensure
continued compliance with contractual obligations
– The Group works collaboratively with brand partners to identify
product trends and forward demand
– Continued focus on providing exceptional client experience,
representing the brands in the best possible way
– Client experience is further elevated through new, larger showrooms
that are supported by the brands
– In-depth training for showroom colleagues is provided, including specific
training provided by the brand partners
– The Group’s sales mix is becoming more broad-based, with less reliance
on individual brands to drive success
– Review opportunities to extend our expertise into complementary
business and service models
Change in risk
No change
Links to strategy
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand image
through multimedia with impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across ESG indicators
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3. CLIENT EXPERIENCE AND MARKET RISKS
Principal risk description
An inability to maintain a consistent high-quality experience for
the Group’s clients across the sales channels, particularly within
the showroom network, could adversely affect business.
The increased number of registration of interest (ROI) watches
could adversely impact the perceived client experience.
The Group faces competition and any failure by the Group
to compete effectively could result in a loss of market share
or the ability to retain supplier agencies. Long-term consumer
attitudes to diamonds, gold and other precious metals and
gemstones could be affected by a variety of issues, including
concern over the source of raw materials, the impact of mining
and refining of minerals on the environment, labour conditions
in the supply chain, and the availability and perception of
substitute products, such as cubic zirconia and laboratory-
created diamonds. Equally, longer-term consumer attitudes to
more technologically advanced watches, such as ‘smart watches’,
could reduce consumer demand for luxury watches.
How we manage or mitigate the risk
– The Group provides the ultimate luxury environment for its clients
tofeel welcome, appreciated and supported
– Our Xenia Client Experience Programme further elevates our client
experience proposition
– Our brand partners audit and assess our client experience enabling us
to independently benchmark and evaluate our performance
– Exceptional training is provided for our showroom colleagues, and other
client-facing colleagues, to allow them to provide the best client service,
along with in-depth product knowledge
– The CRM database allows the Group to engage with the client on their
journey from potential to loyal client
– The Group continues to invest in and develop its product offering to
improve the value offered to consumers, retailers and manufacturers
– Competitor activity is monitored in detail, enabling strategic decision-
making on key market positions
– Our Luxury Watch and Jewellery Virtual Boutique experience is
aunique differentiator and recognised as a competitive advantage,
asisthe Group’s scale and technological capabilities
– Consumer trends are monitored to ensure product ranges remain
aligned to client demand
Change in risk
No change
Links to strategy
4. COLLEAGUE TALENT AND CAPABILITY
Principal risk description
The Group depends on the services of key talent to manage its
business, and the departure of such colleagues or the failure to
recruit and retain suitable personnel could adversely affect the
Group’s business.
Client experience is an essential element in the success of the
Group’s business, where many clients prefer a more personal
face-to-face experience and have established strong
relationships with the Group’s retail colleagues. An inability to
recruit and retain suitably qualified colleagues, especially with
specialised knowledge of luxury watches and jewellery, would
have a material impact on the Group.
How we manage or mitigate the risk
– The Trading Board considers the development of Senior Management
to ensure there are opportunities for career development, promotion
and appropriate succession
– The Nomination Committee considers succession planning for the
Board, and Senior Management
– The Company’s recognition programmes are in place to incentivise
andmotivate colleagues
– A wide range of training and development programmes are available
tocolleagues
– The Colleague Engagement Survey provides an insight into
what colleagues feel would make the Group an even better place
towork
– The Group continually reviews the remuneration and benefits packages
for all colleagues
– We utilise a two-way engaging, global communications platform,
CONNECT. This digital channel underpins Group communications
tocolleagues
Change in risk
No change
Links to strategy
PRINCIPAL RISKS AND UNCERTAINTIES
CONTINUED
150
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5. DATA PROTECTION AND CYBER SECURITY
Principal risk description
The increasing sophistication and frequency of cyber-attacks,
coupled with data protection laws, highlight the escalating
information security risk facing all businesses.
As the Group operates in the UK and US markets, the
regulatory environment surrounding these areas is considered
more complex.
Security breaches and failures in the Group’s IT infrastructure
and networks, or those of third-parties, could compromise
sensitive and confidential information and affect the
Group’sreputation.
Theft or loss of Company or client data or potential damage to
any systems from viruses, ransomware or other malware could
result in fines and reputational damage to the business that
could negatively impact on our sales.
How we manage or mitigate the risk
– Significant investment in systems development and security programmes
– Systems vulnerability and penetration testing is carried out regularly
– The Group’s IT / Data Steering Committee meets regularly to review
related processes and emerging risks
– Continuous and dynamic training, and enhanced anti-phishing awareness
campaigns have been rolled out to all employees.
– Enhanced multi-factor authentication (MFA) enforced across the Group
– Next generation email security system implemented
– New 24/7 security operations centre (SOC) service onboarded
– Improved reporting capabilities allowing all colleagues to promptly
report any suspicious content or activity they encounter
– External maturity assessment conducted to validate continuous security
improvement programme
Change in risk
Cyber threats are
increasing in volume
and complexity, in
part driven by AI. This
creates a more hostile
external environment
with greater risk.
Links to strategy
6. BUSINESS INTERRUPTION
Principal risk description
Adverse weather conditions, pandemics, travel disruption,
natural disasters, terrorism, acts of war or other external events
could adversely affect consumer discretionary spending or cause
a disruption to the Group’s operations.
The inability of the Group to be able to operate showrooms or
a significant reduction in available colleagues to operate the
business, such as during a material pandemic, would significantly
impact the operations of the business.
The Group offers flexible delivery options (home delivery or
Click & Collect in showroom) and its online operations rely on
third-party carriers and transportation providers. The Group’s
shipments are subject to various risks, including labour strikes
and adverse weather.
The Group may experience significant theft of products from its
showrooms, distribution centres or during the transportation of
goods. Loss of high-value low-availability pieces could damage
our reputation and our clients may become less inclined to visit
our showrooms.
Disruptions to, or failures in, the Group’s IT infrastructure
andnetworks, or those of third-parties, could disrupt the
Group’s operations, especially during periods of increased
reliance on these systems such as those experienced during
thepandemic lockdowns.
The Group relies on IT networks and systems, some of
whichare managed by third-parties, to process, encrypt and
transmit electronic information, and to manage or support
avariety of business processes and activities, including sales,
supply chain, merchandise distribution, client invoicing and
collection of payments.
How we manage or mitigate the risk
– The Group has a framework of operational procedures and business
continuity plans that are regularly reviewed, updated and tested
– The multi-channel model allows clients to continue their relationship
with us and to purchase in the event of disruption to any single channel
– Robust security arrangements are in place across our showroom
network to deter and prevent crime and, in the event of an incident,
protect people and products
– A comprehensive insurance programme is in place to offset the financial
consequences of insured events
– A detailed IT development and security roadmap is in place, aligned to
our strategy
– Reliable and reputable third-party logistic partners have been engaged
to ensure the secure transportation of goods
– The Group has in place action plans to effectively deal with the impact
of a pandemic on business operations
– A Group-wide crisis response programme is in place and is tested regularly
Change in risk
No change
Links to strategy
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand image
through multimedia with impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across ESG indicators
151
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7. REGULATORY AND COMPLIANCE
Principal risk description
Fines, litigation and reputational damage could arise if the Group
fails to comply with legislative or regulatory requirements including,
but not limited to, consumer law, health and safety, employment
law, data protection, anti-bribery and corruption, competition law,
anti-money laundering and supply chain regulations.
As the Group continues its US expansion and trades in
increasing state jurisdictions, there is a risk the business lacks the
detailed knowledge of local US laws and regulations resulting in
a breach, significant fine and reputational impact.
How we manage or mitigate the risk
– The Group actively monitors regulatory developments in the UK and
US as well as continually reviewing compliance with existing obligations
– Clear Group policies and procedures are in place, including, but not limited
to, anti-bribery, corruption and fraud, whistleblowing, data protection and
information security
– Mandatory induction briefings and training for all colleagues on
regulation and compliance
– Experienced in-house legal team with external expertise sought as needed
– The established culture and values foster open, honest communication
– Regulatory compliance reviews form part of the rolling Internal Audit plan
Change in risk
No change
Links to strategy
8. ECONOMIC AND POLITICAL
Principal risk description
The Group’s business is geographically concentrated in the
UK and US. Any significant disruption, sustained stagnation
ordeterioration in the luxury watch or jewellery markets or
decline in consumer spending in these markets could have a
material adverse impact on the Group’s business.
The Group or its suppliers may not be able to anticipate, identify
and respond to changing consumer preferences in a timely
manner, and the Group may not manage its inventory in line
with client demand.
Established geo-political trading relationships and structures
mayshift resulting in unforeseen barriers to free trade and
movement of goods that significantly impact Group costs
andconsumer demand.
Ongoing legal, political and economic uncertainty in the UK,
USand international markets could give rise to significant
currency fluctuations, interest rate increases, adverse taxation
arrangements or affect current trading and supply arrangements.
How we manage or mitigate the risk
– Regular monitoring of economic and political events
– Focus on client service to attract and retain clients
– Fostering brand loyalty and exclusivity
– The Group updates internal return on investment hurdles and criteria
to reflect changing market environments
– Detailed sales and inventory data is analysed to anticipate future
trends and demand, taking into consideration the current economic
environment
– Regular review of supply chain and sourcing options
– Through continued expansion in the US, the Group is not
whollydependent on the economic or political environment in one
single market
Change in risk
Changes in US
trade policies are
creating global
uncertainties and
unpredictable impacts
across our markets
and those of our
suppliers.
Links to strategy
9. BRAND AND REPUTATIONAL DAMAGE
Principal risk description
The Watches of Switzerland Group’s trading brands and its
corporate brand are an important asset, and failure to protect
the Group’s reputation and brand could lead to a loss of trust
and confidence. This could result in a decline in the client base,
affect the ability to recruit and retain the best people, and
damage our reputation with our suppliers or investors.
How we manage or mitigate the risk
– The Group has a clear and open culture with a focus on trust and
transparency
– Excellent client experience is a key priority of the Group and subject
toindependent scrutiny by our major brand partners through mystery
shopping programmes
– The Group undertakes regular client engagement to understand and
adapt the product, offer and showroom environment
– The use of impactful, digital-led marketing, along with an in-depth knowledge
of products, makes the Group an authority in the markets it serves
– Training and monitoring of adherence by colleagues to Group policies
and procedures
– Ongoing monitoring of social media and digital channels for abuse of
Group copyright and disreputable content
– The Group has conducted a materiality assessment to understand the
priorities and focus areas of its stakeholders, including colleagues, brand
partners and other suppliers, investors and community groups
Change in risk
No change
Links to strategy
PRINCIPAL RISKS AND UNCERTAINTIES
CONTINUED
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10. FINANCIAL AND TREASURY
Principal risk description
The Group’s ability to meet its financial obligations and to
support the operations and expansion of the business is
dependent on having sufficient funding over the short, medium
and long-term. The Group is reliant on the availability of
adequate financing from banks and capital markets to meet
itsliquidity needs.
The Group’s level of indebtedness could adversely affect its
ability to react to changes in the business and may limit the
commercial and financial flexibility to operate the business.
The Group is exposed to foreign exchange risk and profits may
be adversely impacted by unforeseen movements in foreign
exchange rates.
Significantly reduced trading over an extended period could
impact the business’s ability to operate within committed
creditfacilities.
How we manage or mitigate the risk
– The Group had a total of £368.9 million in available committed facilities
at 27 April 2025 with a term of three years
– The Group’s net cash position and available funding is actively managed
through a Group Treasury policy and cash flow projections are regularly
monitored by management and theBoard
– Exchange and interest rates are regularly reviewed to determine if
hedging should be put in place
– A three-year strategic cash flow is prepared and stress-tested, including
the impact on covenant calculations
Change in risk
No change
Links to strategy
11. CLIMATE CHANGE
Principal risk description
The increased frequency of extreme weather events may lead
to the significant disruption of retail showrooms, offices and
distribution centres, through flooding and strong winds. The
supply chain may also be impacted through transporting goods
to showrooms and directly to our clients.
In a changing climate, there is the potential for higher
insurancepremiums across business operations, especially those
taking place in geographies particularly impacted by extreme
weather events.
The increasing cost of energy and potential regulatory
mechanisms on direct carbon emissions, may impact business
financials and profit if the Group cannot transition to a
low-carbon business model.
The Group’s reliance on premium raw materials, which are
afinite resource, increases its exposure to resource scarcity,
andthe potential increased cost of obtaining these resources
ina challenging and competitive supply chain environment.
The Group may fail to implement its mitigation strategy
toreduce its impact on the climate and manage the risk
appropriately, leading to increased scrutiny from stakeholders
and investors, resulting in reputational damage.
How we manage or mitigate the risk
– Climate-related issues are addressed on a regular basis by the
ESGCommittee, which is chaired by an Independent Non-Executive
Director
– The ESG Committee challenges the Group on progress against
climate-related goals and targets
– Key climate-related risks and opportunities are governed via our Audit
& Risk Committee along with the accuracy of and compliance with
ESG-related disclosures, including TCFD
– The ESG agenda continues to evolve rapidly and annual training for
Board members is maintained to ensure that they have sufficient
knowledge for effective decision-making
– The CEO has overall operational responsibility for climate strategy and
the mitigation of related risks
– The CFO has day-to-day operational responsibility for climate-related
risks and opportunities and chairs a regular ESG Steering Group, which
reports into the ESG Committee
– The Group has a dedicated Head of Sustainability and ESG, who has
significant experience in relation to climate change
– The ESG Steering Group is responsible for assessing and managing
climate-related risks and opportunities against KPIs aligned to our ESG
pillars of People, Planet and Product and ensuring all operational
matters in respect of our ESG Strategy are fully embedded into our
business strategy and operation, including an underpin to Group bonus
arrangements (refer to page 188)
– Our key ESG pillars are supported by Working Groups, which include
senior operational managers, with input from external consultants
– The Group undergoes numerous external assessments on climate and
sustainability activities
Change in risk
No change
Links to strategy
STRATEGIC PRIORITIES
Grow revenue, profit and
Return on Capital Employed
Enhance strong brand partnerships
Deliver an exceptional client service
Drive client awareness and brand image through
multimedia with impactful marketing
Leverage best-in-class operations
Expand our multi-channel leadership
Continue to advance across ESG indicators
153
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The Directors consider that the Group has, at the time of approving the Group
Consolidated Financial Statements, adequate resources to remain in operation for
the foreseeable future and have therefore continued to adopt the going concern
basis in preparing the consolidated information.
On 13 December 2024, the Group refinanced and repaid its $115.0 million
termloan facility which was originally taken out to finance the Roberto Coin Inc.
acquisition with a new £150.0 million facility, being made up of a £100.0 million
term loan and £50.0 million multicurrency revolving credit facility. The
£100.0 million was drawn down on 13 December 2024 as $125.0 million and
nofurther drawdown on the £100.0 million is permitted. The new facilities run
coterminously with the existing UK bank facility of £225.0 million. The going
concern assessment has been carried out taking into account all facilities now
inplace.
The key covenant tests attached to all Group facilities are a measure of net debt
to EBITDA, and the Fixed Charge Cover Ratio (FCCR) at each April and October.
The facility covenants are on a pre-IFRS 16 basis and exclude share-based
payment costs. Net debt to EBITDA is defined as the ratio of total net debt at the
reporting date to the last 12-month Adjusted EBITDA. This ratio must not exceed
3. The FCCR is the ratio of Adjusted EBITDA plus rent to the total finance charge
and rent for the 12 months to the reporting date. This ratio must exceed 1.6.
At27 April 2025 the Group comfortably satisfied the covenant tests with net
debt to EBITDA being less than 3 and the FCCR exceeding 1.6.
At the balance sheet date, the Group had a total of £368.9 million in available
committed facilities, of which £195.1 million was drawn down. Net debt at
thisdate was £96.2 million. Liquidity headroom (defined as unrestricted cash
plusundrawn available facilities) was £253.5 million. All bank facilities run
coterminously and are due to expire in May 2028. Further detail with regards
tocovenant tests and liquidity headroom can be found in borrowings note 19
within the Consolidated Financial Statements.
In assessing whether the going concern basis of accounting is appropriate,
theDirectors have reviewed various trading scenarios for the period to
31October 2026 from the date of this report. These included:
– The FY26 base case forecast which aligns to Guidance given on page 13, plus
afurthersix-month period which assumes no additional sales or profit uplift.
These included the following key assumptions:
– Revenue forecast supported by expected luxury watch supply
– Impact of US tariffs included where price changes have already been
announced
– Impact of announced UK showroom closures
– Increased cost base in line with macroeconomic environment, employment
taxes and environmental targets
GOING CONCERN
Under the base case forecast, the Group has significant liquidity and complies
with all covenant tests to 31 October 2026. The forecast reflects current visibility
of supply from key brands and confirmed showroom refurbishments, openings
and closures, and excludes uncommitted capital projects and acquisitions which
would only occur if expected to be incremental to the business.
– Severe but plausible scenarios of:
– 15% reduction in sales against the base case forecast as a result of consumer
confidence, macroeconomic and governmental factors. Thisscenario did not
include cost mitigations which are given below
– The realisation of material risks detailed within Principal Risks and
Uncertainties on pages 148 to 153 (including potential data breaches and
non-compliance with laws and regulations), and also environmental risks
highlighted on pages 123 to 126
Under these scenarios the net debt to EBITDA and the FCCR covenants would
be complied with.
– Reverse stress-testing of cash flows during the going concern period was
performed. This determined what level of reduced EBITDA and worst-case cash
flows would result in a breach of the liquidity or covenant tests. The likelihood
of this level of reduced EBITDA is considered remote taking into account
liquidity and covenant headroom, as well as mitigating actions within
management’s control (as noted below) and that this would represent a
significant reduction in sales and margin from prior financial years
– Should trading be worse than the outlined severe but plausible scenarios,
theGroup has the following mitigating actions within management’s control:
– Reduction of marketing spend
– Reduction in the level of inventory holding and purchases
– Restructuring of the business with headcount and showroom operations savings
– Redundancies and pay freezes
– Reducing the level of planned capex
The Directors also considered whether there were any events or conditions
occurring just outside the going concern period that should be considered in their
assessment, including whether the going concern period needed to be extended.
As a result of the above analysis, including potential severe but plausible scenarios
and the reverse stress test, the Board believes that the Group and Company is
able to adequately manage its financing and principal risks, and that the Group
andCompany will be able to operate within the level of its facilities and meet the
required covenants for the period to 31 October 2026. For this reason, the Board
considers it appropriate for the Group and Company to adopt the going concern
basis in preparing the Consolidated Financial Statements.
GOING CONCERN AND VIABILITY STATEMENT
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In accordance with UK Corporate Governance Code (the Code), the Directors
are required to issue a Viability Statement declaring whether the Directors believe
the Group is able to continue to operate and meet its liabilities over a period
greater than 12 months, taking into account its current position and principal risks.
ASSESSMENT OF PROSPECTS
The Directors have assessed the prospects of the Group by reference to its
current financial position, its recent and historical financial performance, its
forecasts for future performance, its business model (pages 26 and 27), strategy
(pages 34 to 37) and its principal risks and mitigating factors (pages 148 to 153).
Inaddition, the Board regularly reviews the financial position of the Group, its
liquidity and financial forecasts.
The base case forecast for FY26 aligns to Guidance given on page 13, and other
years have prudently assumed no further sales or profit uplift for the purposes
ofour viability assessment.
ASSESSMENT PERIOD
The Directors have assessed the prospects of the Group over a three-year period
to April 2028. This period is considered an appropriate timeframe to assess the
Group’sprospects and is consistent with the Group’s business model,
strategicplanning period, management incentive schemes and medium-term
financing considerations.
The strategic planning process reviewed by the Board is over a three-year
period.In determining the appropriate assessment period, the Board considered
the uncertainty regarding a number of global economic events, including the
levelof inflation, the cost-of-living crisis, and the impact of US tariffs, together
witha number of environmental matters.
CURRENT FINANCING
On 13 December 2024, the Group refinanced and repaid its $115.0 million term
loan facility which was originally taken out to finance the Roberto Coin Inc.
acquisition with a new £150.0 million facility, being made up of a £100.0 million
term loan and £50.0 million multicurrency revolving credit facility. The
£100.0 million was drawn down on 13 December 2024 as $125.0 million and
nofurther drawdown on the £100.0 million is permitted. The new facilities run
coterminously with the existing UK bank facility of £225.0 million. The going
concern assessment has been carried out taking into account all facilities now
inplace. All bank facilities run coterminously and are due to expire in May 2028.
The key covenant tests attached to all Group facilities are a measure of net debt
to EBITDA, and the Fixed Charge Cover Ratio (FCCR) at each April and October.
The facility covenants are on a pre-IFRS 16 basis and exclude share-based
payment costs. Net debt to EBITDA is defined as the ratio of total net debt at the
reporting date to the last 12-month Adjusted EBITDA. This ratio must not exceed
3. The FCCR is the ratio of Adjusted EBITDA plus rent to the total finance charge
and rent for the 12 months to the reporting date. This ratio must exceed 1.6.
At27 April 2025 the Group comfortably satisfied the covenant tests with net
debt to EBITDA being less than 3 and the FCCR exceeding 1.6.
During the three-year viability period, the Group anticipates that it will
comfortably comply with the net debt to EBITDA and FCCR covenants at each
six-month interval from October 2025 to April 2028.
ASSESSMENT OF VIABILITY
During the normal cycle of strategic planning, budgets and forecasts are approved
by the Board at the start of each financial year.
VIABILITY STATEMENT
In making the Viability Statement, the Board carried out a robust assessment of
the principal risks and uncertainties facing Group as described on pages 148 to
153. In addition to the uncertainties noted above, the key risks identified that
would have a material impact on the long-term viability of the Group were the
loss of a key supplier and the impact of a potential penalty for statutory breaches
The scenarios assessed in relation to viability were:
– Severe but plausible scenarios of:
– 15% reduction in sales against the base case forecast. This scenario did not
include cost mitigations which are given below
– The realisation of material risks detailed within the Principal Risks and
Uncertainties on pages 148 to 153 and environmental risks highlighted on
pages 123 to 126
These scenarios would still result in the net debt to EBITDA and the FCCR
covenants all being complied with.
– Reverse stress-testing of this plan to determine what level of reduced EBITDA
and other possible cash outflows would result in a breach of the lending
requirements during the three-year period. This level of reduced EBITDA
andother possible cash outflows is considered to be remote
– The loss of a key supplier to the business. Whilst this scenario would have
asignificant adverse impact on the Group, management consider that the
strength of the current supplier relationship combined with the historic
showroom investment and revenue growth achieved means that this scenario
isnot plausible, and therefore would not result in a covenant breach during
theviability assessment period
– The severe impact of any statutory non-compliance has been evaluated
andwould not result in a breach of the facility covenants
Whilst global economic factors could impact the Group, the long-term strategy
for value creation in the UK and US remains unchanged. The advantages of the
Group’s multi-channel operating model coupled with its scale and technological
expertise should enable the business to outperform the market, take market
share and capitalise on the material growth opportunities in the US.
The financial impact of actions being taken by the Group to achieve its climate
change commitment have been included in future cash flows and stress testing.
CONCLUSION
Based upon this assessment, the Directors confirm that they have a reasonable
expectation that the Group will be able to continue in operation to meet its
liabilities as they fall due over the three-year assessment period.
APPROVAL OF STRATEGIC REPORT
Approved by the Board and signed on its behalf:
BRIAN DUFFY
CHIEF EXECUTIVE OFFICER
2 July 2025
155
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CORPORATE
GOVERNANCE
REPORT
156
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

158 Corporate Governance at a Glance
160 Chair’s Introduction
162 Board of Directors
164 Corporate Governance Statement
175 Board and Committee Performance Review
176 Nomination Committee Report
178 Audit & Risk Committee Report
184 ESG Committee Report
187 Remuneration Committee Report
192 Directors’ Remuneration Report at a Glance
200 Directors’ Remuneration Policy
210 Directors’ Report
157
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CORPORATE GOVERNANCE
AT A GLANCE
2
5
Balance of the Board
Executive
Directors
Non-Executive
Directors
Board Skills
Information technology
Internal audit and risk
International experience
Retail experience
ESG
Culture and stakeholders
Corporate finance
More than
6 years
1-3 years
3-6 years
Director Tenure
1
2
4
2
3
4
Female
Male
Balance of the Gender
Mixed/Multi-ethnic
background
White
Board Members by Ethnicity
1
6
BOARD MEMBERS BY GENDER
BOARD MEMBERS BY ETHNICITY
BALANCE OF THE BOARD
DIRECTOR TENURE
BOARD SKILLS
CORPORATE GOVERNANCE REPORT
158
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

BOARD AND COMMITTEE ATTENDANCE
Director
Board Audit & Risk Remuneration Nomination ESG
Held Attended Held Attended Held Attended Held Attended Held Attended
Ian Carter 6 6 n/a n/a 3 3 3 3 3 3
Brian Duffy 6 6 n/a n/a n/a n/a n/a n/a 3 3
Anders Romberg 6 6 n/a n/a n/a n/a n/a n/a n/a n/a
Tea Colaianni 6 6 4 4 3 3 3 3 3 3
Baroness (Rosa) Monckton MBE 6 6 4 4 3 3 3 3 3 3
Robert Moorhead 6 6 4 4 3 3 3 3 3 3
Chabi Nouri 6 6 4 4 n/a n/a n/a n/a 3 3
MATTERS RESERVED FOR THE BOARD
Below is a summary of the key matters reserved for the Board. The full document can be viewed on the corporate website thewosgroupplc.com
STRATEGY AND MANAGEMENT
FINANCIAL REPORTING, RISK AND CONTROL
STAKEHOLDER ENGAGEMENT
CAPITAL ALLOCATION AND STRUCTURE
CORPORATE GOVERNANCE
PEOPLE AND LEADERSHIP
– Overall leadership of the Group and its subsidiaries
– Annual budgets and business plans
– Establish, promote and articulate the Group’s culture and assess and
monitor how the desired culture has been embedded into the Group
– Extension of the activities into new areas or territories and cessation of
operations of material parts
– Ensure necessary resources, policies and practices are in place to meet
the Group’s objectives and measure performance against them
– Financial results and announcements relating thereto
– Policies and procedures to ensure independence and effectiveness
ofinternal and external audit functions
– External Auditor appointment or removal
– Establish and maintain an effective risk and internal control framework
– Monitor and review at least annually the Group’s risk management
andinternal control systems including financial, operational and
compliance controls
– Approve matters requiring shareholder approval
– Review circulars and significant shareholder communications
– Ensure effective engagement and par ticipation from stakeholders
– Ensure the Annual Report and Accounts describe how stakeholders’
interests and the matters set out in Section 172 of the Companies Act
2006 are considered in Board discussions and decision-making
– Changes relating to the Group’s capital or material corporate structure
– Major capital projects or property leases
– Significant acquisitions or disposals
– Changes to the Group’s management and control structure
– Dividend Policy, dividend payment recommendations and share
buyback decisions
– Delegation of authorities, including the division of responsibilities
between the Chair of the Board and the CEO and Delegated Levels
ofAuthority
– Policies and practices to ensure consistency with the Company’s
purpose, values and strategy
– Material Group policies and statements and any major changes
– Review of the Group’s overall corporate governance arrangements
– Board and Committee constitutions and Committee Terms of Reference
– Annual Board Performance Review facilitation
– Appointment or removal of Directors and the Company Secretary
– Non-Executive Director fees
– Ensure the Board and its Committees have a combination of skills,
experience and knowledge
159
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CHAIR’S INTRODUCTION
Welcome to the Corporate Governance Report, which I am pleased to
present on behalf of the Board for the financial year ended 27 April 2025.
The Report that follows, in conjunction with the other Committee reports,
provides a clear and transparent overview of the Board’s oversight, providing
details of our robust governance and risk management, our effective engagement
with stakeholders and compliance with the principles and provisions of the
Corporate Governance Code 2018.
As detailed in last year’s Chair’s letter, the Board has been briefed on the changes
of the UK Corporate Governance Code 2024 which come into effect for FY26
and FY27. The Board considers that the Company is already prepared for the new
requirements, which come into effect for FY26 and has included enhanced
reporting and disclosures in the Annual Report and Accounts. The new
substantive internal control changes will be effective for FY27, and the Company is
making good progress to ensure the new requirements will be complied with by
the deadline. The Board – alongside the Audit & Risk Committee – is being kept
regularly updated on the plan and its progress.
Additionally, the Board has reviewed the requirements on the ‘failure to
preventfraud’ offence, which will become effective from September 2025. The
Company will be building on its existing anti-fraud controls to enhance and build
on existing procedures.
The Board believes that effective governance leads to better decision-making
andthat the robust framework should be embedded within every level of
theorganisation.
Throughout the financial year, the Board and its Committees have been highly
engaged and played a key role in overseeing and shaping the strategic direction
ofthe Group and supporting management. The Board aims to ensure the
business remains sustainable over the long-term and ready to respond to external
factors which may affect it. With the continuing challenging macroeconomic
environment, the Board has focused on supporting the business to mitigate the
ongoing impact of the economic environment whilst delivering its strategy, and
ensuring the Group is in a strong position to take advantage when the economic
environment improves. Thebusiness has been resilient and agile and the Board
believes that our strategy remains the right one for the long-term success of the
business and that the rightteam is in place to deliver it. To achieve this, it is
essential for the Board to ensure appropriate governance is in place to support
the Executive Directors andSenior Management.
We conducted an externally facilitated Board Performance Review this year.
Iwaspleased that the review showed that there is a high level of satisfaction with
the effectiveness of the Board and its Committees, with no high priority or urgent
matters identified as needing to be addressed. More details can be found on
page175.
IAN CARTER
CHAIR
The Company is committed to
supporting work initiatives that promote
a culture of diversity and inclusion
throughout the organisation.”
160
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

DIVERSITY AND INCLUSION
The Board continues to recognise the importance of diversity, inclusion and
opportunities for all, including the benefits of recruiting leaders who reflect
thediverse communities which we serve, and society as a whole.
The Company is not only focused on diversity and inclusion at the top level of
theorganisation but is committed to supporting work initiatives that promote
aculture of inclusion and diversity throughout the organisation.
In recognition of the continually changing environment, the Board amended
itsBoard Diversity & Inclusion Policy in May 2025, to take account of new
recommendations of the Parker Review; recognising the importance of reviewing
and enhancing recruitment practices by eliminating bias; creating progression
opportunities for underrepresented groups and sustaining strong leadership
pipelines; and recognising the importance of sponsorship, mentorship and
structured training in developing leadership.
Additional information on diversity and inclusion in the boardroom can be found in
the Nomination Committee Report on page 176 and 177 and information on the
wider organisation can be found in the People Strategy section on pages 78 to 99.
Our succession planning and future recruitment considers diversity as set out in
our Board Diversity & Inclusion Policy, which can be found on our corporate
website thewosgroupplc.com.
ESG
The Company’s governance framework has been further enhanced this year, with
the recruitment of a new Head of Procurement and the introduction of Supplier
Sustainability Standards (previously known as ESG Partner Standards), which have
been issued to all suppliers.
STAKEHOLDER CONSIDERATIONS
We take our responsibilities to stakeholders very seriously ensuring all
stakeholder views, whether complementary or diverging, are understood and
embedded into Board discussions and the decision-making process. We also
consider the impact of the Group’s activities on the communities within which
itoperates, the environment and the Group’s reputation for high standards of
business conduct.
The Board considers all relevant stakeholders during its decision-making processes
and continues to strengthen its understanding of the different key stakeholder
groups. Relationships with our brand partners and other key suppliers are
reviewed at each Board meeting and updates provided of activities undertaken.
Atthe beginning of FY25, the Board held one of its meetings in Geneva. This visit
was the perfect opportunity to meet with our key brand partners.
Baroness (Rosa) Monckton MBE, continues as our Designated Non-Executive
Director for Workforce Engagement, providing information to the Board on
keyareas of interest and concern from our colleagues. Rosa’s attendance at the
Listening Forums, both UK and US, as well as our Global Listening Forum ensures
that the Board remains increasingly visible amongst our colleagues. After each
forum, Rosa reports back to the Board on her findings. During the year, the
Workforce Engagement Programme was refreshed and from May 2025 Rosa will
meet with a mixed group of junior team members (Head of Department level
and below), known as skip-level meetings. Topics to be discussed over the next
12months include business operation and culture. Equally, colleagues will get the
opportunity to ask questions to Rosa from an outside-in-perspective, there will
be no predetermined questions.
Rosa’s feedback, along with the annual Colleague Engagement Survey, helps us
toensure that our colleagues’ perspectives are considered by the Board and
Committees during their decision-making processes.
More information on the Board’s decision-making, engaging with stakeholders,
aswell as the interests of each of its stakeholders, can be found on pages 171
and172.
BOARD CHANGES
There have been no changes to the membership of the Board or Committees
during the year. The first three-year tenure for Chabi Nouri came to an end on
1May 2025 and the second three-year tenure came to an end for Tea Colaianni,
Robert Moorhead and Rosa Monckton early in May 2025. All the Directors
expressed their willingness to remain in office and their Letters of Appointments
were extended for a further three years. Further details can be found on page 205.
REMUNERATION POLICY
We will be putting a new Remuneration Policy to our shareholders at the 2025
AGM. This follows engagement with our top shareholders. Full details regarding
the new policy can be found in the Directors’ Remuneration Report on page 200.
ANNUAL GENERAL MEETING
I look forward to engaging with you at the forthcoming AGM which is scheduled
to take place on 3 September 2025, commencing at 2.30pm, and will be held at
36 North Row, London W1K 6DH. Full details including the resolutions to be
proposed to our shareholders can be found in the Notice of AGM, which will
becommunicated to shareholders and made available on our corporate website
thewosgroupplc.com.
I am pleased to provide you with a clear outline of the work the Board has
undertaken during the year and how our governance and Board agendas are
aligned with the Group’s strategy.
IAN CARTER
CHAIR
2 July 2025
161
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

BOARD OF DIRECTORS
EXPERIENCED LEADERS GUIDING
OUR FUTURE
Yes No No
APPOINTED
BRIAN DUFFY
Chief Executive Officer
Executive Director
ANDERS ROMBERG
Chief Financial Officer
Executive Director
12 May 20237 May 20191 November 2020
Ian brings over 30 years of international
and retail experience, having held
anumber of senior positions at
consumer-facing and luxury companies.
Ian currently serves as a non-executive
director with Servpro Industries, LLC,
owned by Blackstone, where he is the
Chair of the Audit Committee. Ian is
Chair of Eataly USA LLC. Ian joined
Hilton International as CEO in London
in 2005 becoming an integral part of
theteam that took Hilton Worldwide
private andthen public in 2013. Prior to
joining Hilton, Ian served as an Officer
and President of Black & Decker
Corporation. Ian has significant
experience as a non-executive director
having served onanumber of boards in
the UK and the US, including Burberry
Group PLC and Chair of the Del Frisco
Restaurant Group Inc., listed in the US.
Brian has served on several boards
across the fashion, retail and sports
sectors and has been the CEO of the
Group since 2014. Brian has previously
served on the boards of several
subsidiaries of Ralph Lauren, as well
asthe board of Celtic PLC. Brian is an
ICAS Chartered Accountant and holds
an Honorary Doctorate from Glasgow
Caledonian University.
Brian is the Chair of The Watches of
Switzerland Group Foundation and
wasrecently the Chair of The King’s
Trust Retail, Leisure and Hospitality
Fundraising Leadership Group,
steppingdown in December 2024.
Anders was reappointed to the Board in
2023 as Chief Financial Officer. Anders
was previously the CFO at the Watches
of Switzerland Group from 2014 to
2022, transforming the business globally
and taking the Company from private
topublic. Before this, Anders was with
Ralph Lauren serving as Chief Financial
Officer and Chief Operating Officer
forEurope, Middle East and Africa, and
Chief Operating Officer for Asia Pacific.
Anders has previously held senior finance
roles at Gillette and Duracell.
– Nomination (Chair)
– Remuneration
– ESG
– ESG
Servpro Industries, LLC
Eataly USA LLC
The Watches of Switzerland Group
Foundation
None
COMMITTEE MEMBERSHIP
INDEPENDENT
PRINCIPAL EXTERNAL
APPOINTMENTS
Ian brings to the Board a wealth of
international and retail experience and a
deep understanding of the global luxury
industry. Ian has considerable experience
in the understanding of matters of a
strategic nature. Ian also has significant
experience as a non-executive director.
Brian brings to the Board significant
retail and international experience,
financial acumen and in-depth
understanding of the global luxury watch
and jewellery sector. Brian’s corporate
experience is relevant to the governance
of a listed company and includes culture
and stakeholder considerations.
Anders brings to the Board extensive
experience at Senior Management level
of accounting and operational matters,
including IT and cyber, and has extensive
experience in the international luxury
retail sector.
RELEVANT SKILLS
AND EXPERIENCE
IAN CARTER
Chair
162
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Yes Yes Yes Yes
TEA COLAIANNI
Senior Independent Director
Non-Executive Director
BARONESS (ROSA)
MONCKTON MBE
Independent Designated
Non-Executive Director for
Workforce Engagement
ROBERT MOORHEAD
Independent Non-Executive
Director
CHABI NOURI
Independent Non-Executive
Director
Tea was appointed as a Non-Executive
Director and Chair ofthe Remuneration
Committee inDecember 2018 and
Senior Independent Director of the
Company in May 2019. Tea has more
than30 years’ experience in international
human resource positions, within
consumer facing industries, and has
served as anon-executive director on
multiple boards including DWF Group
Plc, Bounty Brands and Mothercare Plc,
and also as the Chair of the Remuneration
Committees. Tea is currently serving
onthe board of SD Worx NV as an
Executive, and has held senior roles at
Merlin Entertainments and Hilton
HotelsCorporation.
Tea is the Founder and Chair ofWiHTL
– Diversity in Hospitality, Travel and
Leisure and Diversity in Retail (DiR).
Tea is a qualified lawyer.
Rosa has over 20 years’ experience in
the luxury jewellery and watch sectors,
and was appointed as a Non-Executive
Director in 2014. Her experience
includes setting up Tiffany & Co in the
UK, and serving as Chief Executive
Officer and then Chair of Asprey &
Garrard. Rosa also has experience in the
charity sector, and campaigns on behalf
of disabled children and adults, through
her role as Chair of Team Domenica.
Rosa is a member of the House of Lords
having been granted peerage in January
2024 for her work as a charity founder
and advocate for inclusion and equal
opportunity for people with special
educational needs.
Robert has significant experience in
theretail sector and was appointed
asaNon-Executive Director in 2018.
Robert previously served as Chief
Financial Officer and Chief Operating
Officer of WH Smith PLC, and was
Finance Director at Specsavers Optical
Group and Finance and IT Director
atWorld Duty Free Europe Limited.
Robert is an ICAEW Chartered
Accountant.
Chabi has over 20 years’ experience in
the luxury jewellery and watch sectors
and was appointed as a Non-Executive
Director in 2022. Chabi has particular
experience in the jewellery sector for
marketing and merchandising, being
responsible for Cartier’s creative and
fine jewellery collections and in watches
serving as the Chief Marketing Officer
ofPiaget, before being appointed as
Chief Executive Officer of the company
in 2017. Chabi is currently, since August
2024, the Global CEO of Bonhams, a
non-executive director of Lucid Group,
Inc., an automotive and luxury consumer
goods business listed on the US Stock
Exchange. Prior to her current role
Chabi was a Private Equity Partner
withMirabaud Asset Management.
– Audit & Risk
– ESG
– Nomination
– Remuneration (Chair)
– Audit & Risk
– ESG (Chair)
– Nomination
– Remuneration
– Audit & Risk (Chair)
– ESG
– Nomination
– Remuneration
– Audit & Risk
– ESG
SD Worx NV
Team Domenica
None Bonhams
Lucid Group, Inc.
EveryWatch DMCC
Robert brings to the Board extensive
experience in the retail sector as well as
recent relevant and up to date financial
and information technology and cyber
experience, which enables him to carry
out his role as Chair of the Audit &
RiskCommittee.
Chabi brings to the Board significant
international experience of the luxury
watches and jewellery retailindustry.
Chabi has relevant experience and
acumen in strategicmatters.
Tea brings to the Board a wealth of
experience in HR strategy governance
and consumer facing industries as well as
extensive DEI expertise. Tea’s significant
experience as a non-executive director,
including extensive and current
experience of all remuneration matters,
enables her to carry out her role as
Chairof the Remuneration Committee.
Rosa brings to the Board significant
experience of the luxury jewellery and
watch industry. Rosa’s environmental,
social and governance (ESG) experience
includes diversity and inclusion initiatives
and a deep understanding of the charity
sector, which enables her to carry out
herrole as Chair of the ESG Committee.
7 May 2019 1 May 20227 May 2019
7 May 2019
163
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CORPORATE GOVERNANCE REPORT
CONTINUED
CORPORATE GOVERNANCE
STATEMENT2025
This Corporate Governance Statement explains
key features of the Group’s governance structure
and how the Group measures itself against
thestandards set out in the UK Corporate
Governance Code 2018 (the ‘Code’), as required
by the Listing Rules of the Financial Conduct
Authority, the accepted standard of good
governance practice in the UK. A copy ofthe
Code can be found on the Financial Reporting
Council’s website at frc.org.uk.
We believe that good governance provides
theframework for stronger value creation and
lower risk for shareholders. It is the Board’s
responsibility to instil and maintain a culture
ofopenness, integrity and transparency
throughout the business, through our actions
and conduct, policies and communications.
We apply corporate governance guidelines in
away that is relevant and meaningful to our
business and consistent with our culture and
values. If we decide that the interests of the
Company and its shareholders can be better
served by doing things in a different way, we
willexplain the reasons why.
CORPORATE GOVERNANCE STATEMENT
UK CORPORATE GOVERNANCE CODE 2018
DIVISION OF
RESPONSIBILITIES
BOARD LEADERSHIP
& COMPANY PURPOSE
COMPOSITION,
SUCCESSION &
EVALUATION
AUDIT, RISK
MANAGEMENT &
INTERNAL CONTROL
REMUNERATION
READ MORE:
Page 166
READ MORE:
Page 167
READ MORE:
Page 172
READ MORE:
Page 174
READ MORE:
Page 174
STATUTORY INFORMATION
Disclosures required by the Disclosure Guidance and Transparency Rules DTR 7.2.6 with regard to share
capital are presented in the Directors’ Report on page 212. Disclosures required by DTR 7.2.8 relating to
Diversity & Inclusion Policy are presented in the Nomination Committee Report on page 177. Information
concerning diversity, including gender and ethnicity, as required under Listing Rule UKLR 6.6.6R(10) can be
found on page 173 and in the Nomination Committee Report on page 177.
Statutory information Section of report Page
Internal control and risk management Risk Management 174
Securities carrying special rights with regard
to the control of the Company
Directors’ Report 212
Restrictions on voting rights Directors’ Report 212
Appointment and replacement of Directors and
amendments to the Company’s Articles
Directors’ Report 211
Powers of the Company’s Directors relating to
transactions in own shares
Directors’ Report 212
Purpose, values and culture Environmental, Social and Governance 74
UK CORPORATE GOVERNANCE CODE 2018 COMPLIANCE
The Company’s obligation is to state whether it has complied with the relevant provisions of the Code,
or to explain why it has not done so (up to the date of this Annual Report and Accounts).
The Board confirms that, throughout the year, the Company has applied the principles, both in spirit and in
form, and complied with the provisions set out in the issued by the Financial Reporting Council (FRC) in July
2018. The Company’s governance arrangements have been considered alongside the Code. The information
set out in the Corporate Governance Statement and the Directors’ Report on pages 164 to 213, including the
various Board Committee Reports (on pages 176 to 189), is intended to provide an explanation of how the
Code’s principles were applied practically throughout the year.
BOARD APPROVAL FOR THE CORPORATE GOVERNANCE STATEMENT 2025
This Corporate Governance Statement is approved by the Board and signed on behalf of the Board by the
Chair and by the Company Secretary.
IAN CARTER LAURA BATTLEY
CHAIR COMPANY SECRETARY
2 July 2025 2 July 2025
164
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

NOMINATION COMMITTEE
Undertakes an annual review of
Board appointments, the talent
pipeline and succession planning.
Ensuring that the membership and
composition of the Board, including
the combination of skills and
diversity, remains appropriate.
KEY STEERING GROUPS, SUB-COMMITTEES AND WORKING GROUPS
Underneath the Trading Board, there are a number of key steering groups made up of Senior Management and other colleagues, who are tasked with delivering key
projects or ensuring compliance and the monitoring of risks within important business areas including: ESG; cyber security and data protection; and health and safety.
There are also a number of functional working groups which support the Steering Groups. For further information on the ESG Governance Framework see page 76
a n d 119.
REMUNERATION COMMITTEE
Determines the policy for
remuneration, bonuses, long-term
incentive arrangements, contract
terms and other benefits in respect
of the Executive Directors, the
Chair, the Company Secretary and
General Counsel and Senior
Management. Reviews workforce
remuneration and related policies.
EXECUTIVE DIRECTORS
The Executive Directors are the CEO and the CFO who are responsible for the day-to-day operational running of the business.
Further information on their respective roles and responsibilities can be found on page 168.
TRADING BOARD
The CEO has delegated authority for the day-to-day management of the business to operational management comprising the CFO, the Company Secretary and
General Counsel and members of Senior Management who have responsibility for their respective functions.
The Trading Board meets weekly and considers key business matters including weekly trading, capital expenditure and business reviews whilst also focusing on risk
management of the business areas, Xenia, people matters, strategy preparation and implementation, merchandising and specific areas of training, such as
competition compliance.
SHAREHOLDERS
ESG COMMITTEE
Provides oversight on behalf of the
Board in relation to the Group’s ESG
Strategy and activities, oversees any
ESG strategic goals, targets and Key
Performance Indicators.
AUDIT & RISK COMMITTEE
Reviews and reports to the Board
on the Group’s financial reporting,
internal control and risk
management systems and the
independence and effectiveness of
the External Auditor. Reviews and
approves the responsibilities of the
Internal Audit function and ensures
the necessary resources and access
to information are in place.
Nomination Committee Report
on pages 176 and 177
Audit & Risk Committee Report
on pages 178 to 183
Remuneration Committee Report
on pages 187 to 199
ESG Committee Report
on pages 184 to 186
GOVERNANCE FRAMEWORK
The Board facilitates the operation of an open and straight-forward culture without complex hierarchy and over-delegation
ofresponsibilities. The structure of the Board and its governance framework is set out below.
BOARD COMMITTEES
The Terms of Reference for each Committee are documented and agreed by the Board. They are annually reviewed and where necessary updated, and are available
on the corporate website thewosgroupplc.com.
The key responsibilities of each Committee are set out below.
BOARD
The Board of Directors is led by the Chair.
The Board is collectively responsible for the long-term success of the Company and the Group. The business of the Group is managed by the Board who may
exercise all the powers of the Company. The Board delegates certain matters to the Board Committees, and delegates the detailed implementation of matters
approved by the Board and the day-to-day operational aspects of the business to the Executive Directors and other members of Senior Management. There is
aschedule of matters specifically reserved for the Board which is available on the corporate website thewosgroupplc.com.
165
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

CORPORATE GOVERNANCE REPORT
CONTINUED
KEY ROLES AND RESPONSIBILITIES
There is a clear division of responsibilities between the Chair and the CEO, which is set out in writing and has been agreed by the Board. This can be found on our
corporate website at thewosgroupplc.com.
The Board biographies are included on pages 162 and 163.
Chair – Responsible for the operation, leadership and governance of the Board
– Sets the Board agenda and ensures sufficient time is allocated to ensure effective debate to support sound decision-making
– Ensures the Board is fully informed of all matters and receives precise, timely and clear information sufficient to make informed
judgements
– Ensures each Non-Executive Director makes an effective contribution to the Board
– Meets with the Non-Executive Directors independently of the Executive Directors
Chief Executive Officer – Management of the day-to-day operations of the Group
– Develops the Group’s strategic objectives for consideration and approval by the Board
– Implements the strategy approved by the Board
– Leads the Trading Board and Senior Management
– Manages the Company and the Group
– Ensures effective and ongoing communication with investors
Chief Financial Officer – Manages all aspects of the Group’s financial affairs
– Works with the CEO to develop and implement the Group’s strategic objectives
– Delivers the financial performance of the Group
– Ensures the Group remains appropriately funded to pursue its strategic objectives
– Ensures proper financial controls and risk management of the Group and compliance with associated regulation
– Ensures effective and ongoing communication with investors
Senior Independent Director – Acts as a ‘sounding board’ for the Chair and serves as an intermediary for the other Directors where necessary
– Leads the Non-Executive Directors in their annual assessment of the Chair’s performance
– Available to investors if they have concerns which the normal channels through the Chair, CEO or other Directors have failed
to resolve
Non-Executive Directors – Are all independent, experienced and influential individuals from a diverse range of industries, backgrounds and countries
– Provide constructive contribution and challenge to the Executive Directors regarding the development of the strategy
– Scrutinise the operational and financial performance of Senior Management
– Monitor the integrity of financial information, financial controls and systems of risk management
– Devote such time as is necessary to the proper performance of their duties
Designated Non-Executive
Director for Workforce
Engagement
– Gauges the views of colleagues and identifies any areas of concern
– Ensures the views and concerns of the workforce are taken into account by the Board, particularly when they are making
decisions that could affect colleagues
– Ensures the Board takes appropriate steps to evaluate the impact of proposals and developments on colleagues and considers
what steps should be taken to mitigate any adverse impact
Company Secretary and General
Counsel
– Supports the Board and its Committees with their responsibilities and ensures information is made available to Board
members in a timely fashion
– Supports the Chair in setting Board agendas, designing and delivering Board inductions and Board evaluations, and co-
ordinates post-evaluation action plans
– Advises on regulatory compliance and corporate governance matters
– Ensures compliance with the Board’s procedures and with applicable rules and regulations
– Communicates with investors and organises the AGM
DIVISION OF RESPONSIBILITIES
166
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

BOARD SKILLS AND EXPERIENCE
It is essential to have an appropriate mix of skills, experience, diversity and
independence on the Board. Such diverse attributes enable the Board, as a whole,
to provide informed opinions and advice on strategy and relevant topics, thereby
discharging its duty of oversight. Appointments to the Board are made following
consideration of the experience and expertise of existing Directors, any required
skill sets or competencies, and the strategic requirements of the Company.
The principles of the UK Corporate Governance Code 2018 (the ‘Code’) are
embodied in both the Board and the Nomination Committee’s approach to Board
performance and succession planning. During the year, the Board refreshed its
skills survey, the results of which were considered by the Nomination Committee
during its continuous process of evaluating the skills and experience it believes are
required on the Board. The results of the survey will be continually assessed and
taken into consideration by the Chair, during discussions on succession planning.
INFORMATION AND SUPPORT
The Board discharges its responsibilities through an annual programme of Board
meetings. Papers and presentations are given to the Board (and its Committees)
to focus its oversight on key areas of the business, including trading, cash flows,
financial and non financial key performance indicators and financing.
This information helps to facilitate effective decision-making and input, and aids
the Board’s oversight andawareness of business performance or routine good
governance practices operated by the Company. A selection of principal decisions
taken by the Board can be found on pages 171 and 172. The Board considers how
the interests of relevant stakeholders are set out in summary on pages 66 to 69.
Alongside this reporting, there is regular daily market updates containing summary
of the share price performance.
Full and timely access to all relevant information is given to the Board in advance
of meetings. For Board meetings, this consists of a formal agenda, minutes of
previous meetings, a matters arising schedule with details of progress made and a
comprehensive set of papers including regular operational and financial reports.
Where ad hoc meetings are required, outside ofthe scheduled meetings, the
Board is sent documents in advance, for consideration and approval.
All Directors have the right to have their opposition to, or concerns over, any
Board decision noted in the minutes. Directors are entitled to take independent
professional advice at the Company’s expense in the furtherance of their duties,
where considered necessary.
All Directors have access to the advice and services of the Company Secretary
and General Counsel.
PURPOSE, VALUES AND CULTURE
As set out in the Reserved Matters, the Board is responsible for establishing the
Company’s purpose and values and ensuring these and the Company’s culture are
aligned. The Board monitors culture and seeks to ensure that business practices,
policies and behaviours are aligned and embedded within the Company’s purpose,
values and culture. During the year, the Executive Director HR updated the Board
on the People Strategy, and how it was being embedded into the organisation. As
part of the update, the Board considered culture, and the aim to further develop
a high performing culture environment which would support the long-term
success of the Company.
Following changes to the 2018 Code, in addition to setting the culture from
top-down, boards are now also required to focus on the manifestation of culture
within the organisation. Management have started to consider what processes
(and metrics) are in place to provide the Board with assurance that the desired
culture is effectively embedded.
BOARD LEADERSHIP AND COMPANY PURPOSE
THE ROLE OF THE BOARD
The Board provides leadership to the Group and is collectively responsible
forpromoting its long-term success and for delivering sustainable value to
allstakeholders.
The Board ensures there is a sound system of internal control and risk
management in place (including financial, operational and compliance controls)
and ensures the overall effectiveness and maintenance of those systems.
The Board is supported by a number of Committees, to which it has delegated
certain powers. The role of these Committees, their respective memberships,
responsibilities and activities, during the year, are detailed on pages 176 to 199.
Some decisions are sufficiently material or important to the Group’s business that
they can only be made by the Board as a whole. There is a Schedule of Matters
Reserved for the Board (‘Reserved Matters’), which contains items reserved for
the Board to consider and approve, relating to strategy and management, material
contracts, financial reporting and controls, internal controls and risk management,
Board membership and succession planning, corporate governance, structure
andcapital, and delegation of authority. In addition to the Reserved Matters,
eachBoard Committee has written Terms of Reference defining its role and
responsibilities. The Reserved Matters and the Terms of Reference of the Board
Committees can be found on our corporate website, thewosgroupplc.com.
Further details regarding the role and activities of the Board can be found on
pages 165 and 168 to 169. The Reserved Matters and the various Committees’
Terms ofReference are reviewed annually, updated as appropriate and approved
by theBoard.
To support with stakeholder considerations and engagement, the Board has
received updates on its roles and responsibilities, including its duties under the
Companies Act 2006 and, in particular, is equipped to consider S172(1) of the
Companies Act 2006 when decision-making for the Group.
Group policies and processes have been drafted with these duties in mind and
toensure that there is a culture of stakeholder engagement within the Group.
The Company’s purpose and values can be found on page 1.
The Company Secretary and General Counsel ensures that as the Board makes
decisions, the impact on any of the stakeholder groups is considered.
BOARD AND COMMITTEE MEETING ATTENDANCE
In addition to the six scheduled Board meetings, the Board held two additional
meetings toreview the Trading Updates released to the market during the
financial year and delegate to the Disclosure Committee for the final approval.
Anumber of ad hoc meetings were also held to cover approvals which arose
outside of the scheduled meetings. Additionally, a full day Board strategy session
was held, where the Board received a number of presentations from Senior
Management representing various functions, within the Group, and outlining
matters which are considered to be strategically important to the Group
goingforward.
Recognising the importance of its stakeholders, and as a mechanism to improve
their understanding, the Board held one of its meetings in Geneva, the home of
anumber of the Company’s key brand partners. Scheduled meetings were also
held at the corporate Support Centre in Leicester and in a London showroom.
The table on page 159 indicates the number of scheduled Board and Committee
meetings, and attendance, during the financial year.
During the year, the Non-Executive Directors held three meetings without
theExecutive Directors present. The Chair also regularly maintains dialogue
witheach of the Non-Executive Directors outside of formal meetings.
167
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

MAY
2024
GENEVA
FEBRUARY
2025
SUPPORT CENTRE,
LEICESTER
JUNE
2024
HEAD OFFICE,
LONDON
SEPTEMBER
2024
HEAD OFFICE,
LONDON
MARCH
2025
JANUARY
2025
HEAD OFFICE,
LONDON
PRINCIPAL AREAS OF BOARD FOCUS IN 2025
CORPORATE GOVERNANCE REPORT
CONTINUED
BOARD MEETINGS THROUGHOUT THE YEAR
AREAS OF BOARD FOCUS
– Reviewed FY25 budget assumptions
– Visited two key brands, toured both
manufacturing facilities and discussed brand
relationships
– ESG Materiality Assessment
– Colleague engagement – pulse surveys and
insights
– UK organisation and key people structure
KEY APPROVALS
– FY25 Budget
– Acquisition of Roberto Coin Inc.
– Trading Update Q4 FY24
– Key governance matters

– Committee Terms of Reference
– Key corporate policies
2
AREAS OF BOARD FOCUS
– Ad hoc meeting to discuss Holiday Season trading
– Refinancing update
AREAS OF BOARD FOCUS
– Investor relations deep dive by corporate
brokers including market trends
– Group Technology Director on IT strategy and
cyber security
– Talent and development update from key
colleagues, including diversity and inclusion
initiatives
– Designated Non-Executive Director for
Workforce Engagement feedback
KEY APPROVALS
– Preliminary announcement FY24
– Annual Report and Accounts 2024
– AGM Notice of Meeting 2024
– Annual assessment of internal controls
AREAS OF BOARD FOCUS
– One-day separate strategy session
– Suitability of non-financial KPIs, including ESG
– Corporate training including effective governance
and directors’ duties by external law firm
– Review of UK Retail Transformation project
– Post-investment review of acquisition of 15
Ernest Jones showrooms
– Board composition and Non-Executive Director
tenure
KEY APPROVALS
– Capital expenditure on a number of projects
within the US
– Trading Update Q3 FY25
– Key governance matters
6
– Key corporate policies
6
AREAS OF BOARD FOCUS
– Annual General Meeting
– Company Foundation update and long-term
plans
– Feedback from CEO on a recent
US Management Team trip
– Group’s Insurance programme renewal
– UK Retail Transformation Project structure
– Acquisition integration
KEY APPROVALS
– Renewal of Group Directors and Officers
Liability Insurance
– Trading Update Q1 FY25
– Key corporate policies
3
KEY APPROVALS
– Share buyback programme approval
168
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

OCTOBER
2024
HEAD OFFICE,
LONDON
DECEMBER
2024
KNIGHTSBRIDGE
SHOWROOM,
LONDON
REGULAR REPORTS
BOARD MEETINGS THROUGHOUT THE YEAR
AREAS OF BOARD FOCUS
– Progress on key acquisitions
– Feedback on a trip to Switzerland
by the CEO on meeting with key brand partners
KEY APPROVALS
– Acquisition of the Hodinkee business
– Modern Slavery Statement 2024
– Key corporate policies
4
AREAS OF BOARD FOCUS
– Proposed changes to the Workforce Board
Engagement Programme
– Brand engagement presentation
– People Strategy and certification of Right Place
to Work
– New insurance product introduction in US retail
showrooms and roll-out plans
– Investor Relations deep dive by corporate brokers,
including a focus on capital allocation
– Impact of UK Government budget on UK
operations
– Board composition and Board Performance
Review
KEY APPROVALS
– FY25 Half Year Results
– Refinanced the £150.0million term loan facility
– Foundation Memorandum of Understanding
with Company
– Non-Executive Director fees
– Key corporate policies
5
Reports by the CFO Review which includes:
– Financial review
– Investor Relations updates including share price
and market feedback
– Annual acquisition and major project reviews
Updates from Board Committees
Key Corporate Policies:
– Board Diversity & Inclusion
2
– Whistleblowing
3
– Human Rights
4
– Anti-Money Laundering
5
– Anti-Bribery, Corruption and Fraud
6
– Code of Ethics
6
– Environmental
6
– Anti-Trust; and Competition
6
– Data Protection and Information Security
6
Key Governance Matters:
– Delegated Levels of Authority
 6
– Matters Reserved for the Board

– Updates on key legal and regulatory
developments
Director Conflicts of Interest Schedule
CEO Review which includes:
– Update on trading
– Update on key brand partnerships, relationships
and priorities
– UK and US Operations update
– Progress on strategy
– Consideration and progress of proposed
acquisitions
– Organisation and People update
– Communities, including The Watches of
Switzerland Group Foundation
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PURPOSE, VALUES AND CULTURE (CONTINUED)
The Board recognises the importance of ensuring a positive and supportive
culture throughout the Group which it believes can lead to organisational
resilience and superior performance. Culture is monitored through direct and
indirect colleague engagement activities and discussions with the Executive
Directors, the Executive Director HR, the Designated Non-Executive Director for
Workforce Engagement and other members of Senior Management. For further
information see People Strategy on pages 78 to 99.
Through the following activities we ensure the Company’s culture aligns with
itspurpose and values:
– Dedicated time at Board meetings for culture, people and workforce matters
– Reviewing the results of the annual Colleague Engagement Survey and one pulse
survey which took place during the year, including diversity and inclusion
– Monitoring the levels and nature of whistleblowing reports through the Audit
&Risk Committee
– Updates on legal and regulatory matters
– Monitoring colleague turnover and retention and other key performance
indicators
– Reporting by Internal Audit on fraud and compliance breaches to the Audit
&Risk Committee
– Engaging with colleagues directly during showroom and Support Centre visits,
including a Board meeting held at the UK Support Centre
– Reviewing the Group’s key policies and HR initiatives
– Being updated on the activities of the Diversity Council and the Employee
Resource Group meetings and actions
Up until now, we engaged with colleagues through our regional Listening Forums
chaired by Senior Management and co-chaired by Baroness (Rosa) Monckton
MBE, Designated Non-Executive Director for Workforce Engagement.
During FY25, Baroness (Rosa) Monckton MBE joined colleagues for a meet
andgreet Q&A session in the Summer, along with a Climate Fresk workshop.
Inaddition, the Board met with graduates from our internal management and
leadership development programme in the Summer and in February 2025,
andwere joined by Heads of Department.
In conjunction with our new Communication Strategy, Rosa will hold skip-level
meetings, starting in FY26 in which she will meet colleagues to discuss their work
experience, without Senior Management being present. Topics will include
culture, leadership, onboarding and safety. Equally colleagues will get the
opportunity to ask questions to Rosa from an outside-in perspective and
therewill be no predetermined questions.
The Board takes responsibility for all the Group policies which are applicable
toour colleagues, and further information can be found on pages 144 to 145.
STAKEHOLDER ENGAGEMENT
Our S172(1) Companies Act 2006 Statement includes details on how the Board
has had regard to the need to foster the Company’s business relationships and
includes a Statement of Engagement with Colleagues. More information about
theBoard’s engagement with its colleagues, clients, brand partners and other
suppliers, communities and investors can be found on pages 66 to 69.
Understanding the views of the Company’s stakeholders is a key priority for
theBoard and the business as a whole. As part of the Board Strategy Day in
February 2025, the Board reviewed its key stakeholders, an update was included
to ensure each stakeholder was considered as part of the strategy discussions.
This review helped to focus the Company’s resources, engagement and reporting
activities by addressing issues that matter most to the Group’s businesses and to
the Company’s wider stakeholders. Fostering strong business relationships is an
intrinsic part of the Company’s long established and successful compounding
strategy and a key consideration in all decision-making.
We understand that our business can only grow and prosper responsibly over the
long-term if we understand and respect the views and needs of our stakeholders
including colleagues, clients and the communities in which we operate, as well as
our brand partners and other suppliers and investors, all of whom we are
accountable to. Knowing who our stakeholders are and what interests them
enables us to manage their expectations and deliver upon their requirements.
Weensure effective communication with all stakeholder groups by identifying
keypersonnel who manage the relationships with them.
Further details on the key stakeholders identified can be found on page 66.
ENGAGING WITH INVESTORS
We welcome the opportunity to engage with our investors. The Chair has
overallresponsibility for ensuring the Company has appropriate channels of
communication with all of its investors and is supported in this by the Executive
Directors, the Group Finance and Investor Relations Director, the Company
Secretary and General Counsel and members of Senior Management.
We are in frequent contact with investors through a scheduled programme
ofcommunications and engagements.
The Board organises and directs the Group’s affairs in a way that it believes will
help the Group succeed for the benefit of its members as a whole, whilst having
regard to each of its stakeholders. The Board seeks to ensure that it acts fairly
between all members and considers both institutional investors and private
shareholders when making decisions that impact them.
The Group ensures that it communicates the information that investors require,
using traditional methods such as the Annual Report and Accounts, Trading Updates,
RNS newswires, corporate press releases and in-person meetings. Engagements
include various investor meetings attended, as appropriate, by theChair, CEO, CFO,
and the Group Finance and Investor Relations Director. Asummary of meetings and
communications with investors is provided at each Board meeting.
During the year, the Company’s corporate brokers provided regular feedback to
the Board and attended two meetings. The CEO, CFO and the Group Finance
and Investor Relations Director provide information to the Board, at each meeting,
on topics such as share price performance and macroeconomic conditions.
Feedback is also provided to the Board on the views of investors following
individual meetings, relating to the following:
– Particular elements of the Company’s strategy and operations; progress
onspecific projects, financial performance, product development and risks
– ESG issues that affect our stakeholders, such as the environment, climate change,
working conditions and relationships with brand partners and other suppliers
– Governance issues, particularly on remuneration, but also succession planning,
board diversity and expertise and independence
– Capital allocation plans, including share buyback
– Progress with long-term strategy
– Acquisitions and integration updates of acquired businesses
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GOVERNANCE IN ACTION
STAKEHOLDER ENGAGEMENT – BRAND PARTNERS
Board trip to Geneva May 2024
The Watches of Switzerland Group has established strong and long-standing
relationships with our brand partners. We retail the most prestigious and
recognised luxury watch and jewellery brands.
Our brand partners are one of our key stakeholders and maintaining relationships
is critical to the success of our Group. At each Board meeting, the Board receives
updates on performance by brand, supply and allocation of product as well as
brand partner relationships, any meetings that have taken place with the CEO or
Senior Management, events held and exclusive partnerships on future product.
Board Performance Reviews have reinforced the need for Non-Executive
Directors to continue enhancing and expanding their knowledge of these
relationships. Subsequently, given the importance of the brand relationships, the
Board took the opportunity to hold one of its meetings in Geneva – where there
is a tradition of Genevan watchmaking – and meet two of its key brand partners.
During this visit, the Board met the respective CEOs, senior representatives
andemployees from different functions within the businesses and was able to
discuss first-hand, the existing relationships, brand strategy, future opportunities
and product allocation. The Board toured both of the brand’s watchmaker
manufacteurs, where it learnt about the history of the respective brands
andgained insight about the product and the manufacturing process.
At a museum visit with one of the brands, the Board viewed the evolution of pieces
across the years, from pocket watches to modern day complications.
The visit has extended the Board’s knowledge of the product offering of key
brand partners and ensured the Non-Executive Directors are better equipped in
subsequent meetings to make key decisions on brand partner long-term strategy.
STAKEHOLDER ENGAGEMENT – BOARD DECISION-MAKING
Acquisition of the Hodinkee business
One of the Watches of Switzerland’s Group’s strategic priorities is to grow
revenue, profit and return on capital employed. We achieve this through
disciplined investment in growth opportunities and achieving; improved operating
margins; increased shareholder returns; and delivering profitable sales growth.
During FY25, the Board considered and approved the acquisition of the business
of Hodinkee, which included editorial, limited edition product and insurance. The
business attracts more than four million people each month across its platforms,
making it the go-to digital hub for watch culture with the unique ability to drive
demand and engagement across a range of watch brands.
The Board received regular updates on the acquisition, from initial discussions
through to signing and completion. The Board considered the new areas of
business that the Group would enter into and how the Group would benefit from
potential growth opportunities, as well as discussing the benefits, challenges and
integration. The acquisition significantly enhanced the Group’s leadership position
within the watch community, particularly driving the online leadership through the
use of the Hodinkee platform.
The Board considered the impact on each of the Group’s key stakeholders. Following
the acquisition, the Board continues to receive updates, from management, on the
integration of the business and colleagues into the Group. In FY26, the Board will
also receive a full financial review, integration and ‘lessons learnt’ update from Senior
Management as part of the annual review of the acquisition.
In considering the transaction, the Board identified and assessed the impact on all
of its key stakeholders as part of its decision-making process. These
considerations included:
– Investors: business growth, increased revenue and profits in the US luxury
watch market. Rigorous commercial and financial evaluation to analyse return
on investment
– Colleagues: experience and new skills being brought in-house diversifying our
talent pool further, as a result of colleague transfers and integration
– Brand partners and other suppliers: further extending brand partner exposure,
including specific editorial linkage to a number of key partner brands. New and
exclusive in-store and third-party events for targeted audiences
– Clients: expanding knowledge and choice, driving online traffic and advertising
to build the Group’s credibility and increase transaction flow. Increased product
offering to clients via specialist insurance and new limited edition product
– Communities: extending our community reach and enhancing dialogue
concerning sustainability
Further information of the acquisition of the Hodinkee business can be found on
pages 43 to 45.
STAKEHOLDER ENGAGEMENT – SHAREHOLDERS
The Company is owned by its shareholders, ranging from large institutions to
private individuals (including colleagues). In order to maximise value and deliver
long-term success, it is critical that we understand who our investors are and, by
being open and transparent about our business and strategy, enable them to
make informed decisions.
All shareholders are treated fairly and have equal access to both company
information and our Board of Directors. In order to maximise value and deliver
long-term success, it is critical that we understand who our investors are and
theirpreferences.
In addition, we continually engage with potential investors to broaden the
investorbase.
At each Board meeting, the Board receives feedback on specific investor
interactions including acquisitions and capital expenditure projects. Additionally, the
CFO provides details on investor relations highlighting key shareholder movements.
During FY25, the Board received two separate presentations from our brokers
which, following discussions with key investors, focused on their current needs
andconcerns. One was specially dedicated to capital allocation.
These presentations provide Directors with detailed knowledge of the current
shareholder base and how supportive they are of the Company’s management
and strategic direction of the business. It equips the Directors with views of the
investors and supports the decision-making when considering long-term
sustainable business decisions.
Further information on the share buyback program can be found on page 63.
Further information on board engagement with investors can be found on page 69.
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COMPOSITION, SUCCESSION AND EVALUATION
COMPOSITION AND INDEPENDENCE
The Code recommends that at least half of the Board, excluding the Chair, should
comprise Non-Executive Directors determined by the Board to be independent.
At the end of the year, excluding the Chair, the Board consists of six members,
ofwhich four members are determined by the Board to be independent
Non-Executive Directors and is supported by the Company Secretary
andGeneral Counsel.
The composition of the Audit & Risk Committee, Nomination Committee and
Remuneration Committee comply in all respects with the independence
provisions of the Code.
Biographical details of the Directors of the Company are set out on pages 162
and163.
DIVERSITY, EQUITY AND INCLUSION
The Company is committed to having a Board comprising Directors from
different backgrounds, with diverse and relevant experience, perspectives, skills
and knowledge. We believe that the Board can only adequately represent all of
itsstakeholder groups if collectively, it has the skills, experience and background
to reflect them. We believe diversity contributes towards ahigh performing and
effective Board, and this is considered in all recruitment andsuccession planning
discussions. We fully support the aims, objectives andrecommendations outlined
by the FTSE Women Leaders Review (WLR) and the ParkerReview.
The Company is pleased to report that as at 27 April 2025, the Board met
thetargets set out in the FTSE WLR and the Parker Review, and has also met
thetargets set out in the UK Listing Rules 9.8.6.
We are fully committed to providing opportunities for all to promoting
aninclusive culture and diverse workforce.
Further information on the Company’s targets can be found in the Nomination
Committee Report on page 177.
All Board appointments are based on merit, and candidates are considered
against objective criteria and with due regard for the benefits of diversity on the
Board. As well as experience and track record, appointments will be made taking
due account of other criteria, such as curiosity, insights, engagement, cultural
contribution, personal identity and the differentiation that they could bring to
thecollective make-up of the Board.
In May 2025, the Nomination Committee reviewed the Board Diversity &
Inclusion Policy which was updated, to include further recommendations of the
Parker Review. The amended Policy was approved by the Board in May 2025
andcan be found on our corporate website, thewosgroupplc.com.
We are fully committed to building an inclusive culture and workforce, and our
Diversity and Inclusion Strategy continues to support this aim. We believe that
bytreating our colleagues with respect and trust, supported by our Company
purpose and values, we will build a more diverse, fair, inclusive Group, which will
underpin our strategy and management decisions, actions and behaviours. It is
essential that the Company continues to hold itself accountable and that we have
set ourselves clear goals to help us realise our ambitions.
The Company collects both gender and ethnicity data direct from the Board
members and executive management annually on a self-identifying basis in a
questionnaire. The data is used for statistical reporting purposes and is provided
with consent. Board members and executive management are asked to identify
their gender and ethnicity as set out in the table opposite.
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STAKEHOLDER ENGAGEMENT – COMMUNITIES
Communities have been identified as being one of the key stakeholders of the
Company. Their interests are considered by the Board as part of the principal
decision making process.
In 2021, we established The Watches of Switzerland Group Foundation as a
means of establishing strategic long-term partners with a number of charities,
within a number of our communities, that support our values.
The Foundation has introduced avenues for our colleagues to engage with these
charity partners and to volunteer within the organisations and we have seen an
increased interest in this over the past few years.
Additionally, the Group continues to sponsor and build a relationship with
TheKing’s Trust on major events.
The Board receives regular updates on the Foundation and its sponsorship
arrangements, which includes impact assessments and details of events held
whichare often attended by both Trustees of the Foundation and members
ofSenior Management.
The Board also receives regular updates on the success of our colleague
volunteering programme through People Strategy presentations.
This ensures the Non-Executive Directors have detailed knowledge and
understanding of our community activities when making key decisions on
supporting our community stakeholders.
Further information on our community activities can be found on pages 92 to 99.
STAKEHOLDER ENGAGEMENT – COLLEAGUES
We are committed to giving our colleagues every reason to join, grow and stay
with our Group. To fulfil this we work within our purpose and values. Engaging
with our colleagues and understanding their views is therefore of paramount
importance to the Board.
We achieved Great Place to Work-Certified™ status for the first time this year.
This accolade demonstrates our commitment to create a positive colleague
experience and an enjoyable working environment.
Given the importance of our colleagues, the key themes from the colleague
engagement survey, as well as Great Place To Work
®
were presented to the
Board and areas that require focus are discussed within presentations of the
People Strategy.
Additionally, feedback is received from the Designated Non-Executive Director
for Workforce Engagement (DNED) and from Senior Management after each
colleague engagement forum. A number of initiatives have been put in place
following feedback and further discussions. As evidence of the importance of
continually ensuring colleague engagement remains ‘fit for purpose’ and relevant,
anumber of proposed changes to the programme were discussed with the DNED
and communicated during FY25, these are to be put in place shortly after the end
of the financial year.
We believe we have created an inclusive culture which gives our colleagues every
reason to join and develop long-term careers within our Group.
Further information on our People Strategy can be found on pages 78 to 99.
Further information on our purpose and values can be found on page 1.
GOVERNANCE IN ACTION
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

SUCCESSION PLANNING
The Nomination Committee continues to review succession plans for both Board
and Senior Management each year. During the year, the Nomination Committee
focused specifically on the succession planning for Executive Directors,
Non-Executive Directors and Senior Management. Further information on our
approach to succession planning and Board appointments can be found in the
Nomination Committee Report on pages 176 to 177.
The Board annually reviews the bench strength and skill set of Senior
Management, taking into consideration the growth strategy of the business
andthe need to ensure we maintain the right levels of talent to support the
futuregrowth of the business. Succession planning for Executive Directors and
Non-Executive Directors is considered on an ongoing basis throughout the year.
BOARD PERFORMANCE REVIEW
It is the Board’s policy to conduct a Board Performance Review exercise on an
annual basis. In line with the Code, the Board’s policy is to conduct an externally
facilitated review, at least, once every three years. During FY25, anexternally
facilitated board performance review was conducted by Independent Audit Limited.
The purpose of the Board Performance Review is to conduct a comprehensive
review of how the Board operates, as measured against current best practice and
in accordance with theUK Corporate Governance Code and associated guidance.
Further information on the Board effectiveness and Performance Review can
befound on page 175.
RE-ELECTION OF DIRECTORS
In accordance with the Code, the Board has determined all Directors willstand
forelection or re-election at each AGM. The Chair of the Board has confirmed the
Directors standing for re-election at this year’s AGM continue to perform effectively
and they demonstrate commitment to their roles. Thiscan be seen by the attendance
record set out on page 159. The reasons why the Board considers each Director’s
contribution is, and continues to be, important to the Company’s long-term
sustainable success are set out in the Directors’ biographies on pages 162 and 163.
Board and Senior Management diversity
The following tables set out the information required under the UK Listing Rule 9.8.6R(10) as at 27 April 2025. The information included supports the statements made
in the Nomination Committee Report which can be found on page 177.
For the purposes of the below table, Executive Management is defined in the UK Listing Rules. In the absence of an executive committee, the Watches of Switzerland
Group has defined Executive Management as the CEO and his direct reports, as per the UK Listing Rules definition and guidance.
Gender on a self-identifying basis
Number of
Board members
Percentage
of the Board
Number of senior positions
on the Board (CEO, CFO,
SID and Chair)
Number of members
of Executive
Management
Percentage
ofExecutive
Management
Men 4 57.1% 3 5 62.5%
Women 3 42.9% 1 3 37. 5%
Not specified/prefer not to say – – – – –
Ethnicity on a self-identifying basis
Number of
Board members
Percentage
of the Board
Number of senior positions
on the Board (CEO, CFO,
SID and Chair)
Number of members
of Executive
Management
Percentage
ofExecutive
Management
White British or other White (including minority-white groups) 6 85.7% 4 7 87. 5%
Mixed/Multiple Ethnic Groups 1 14.3% – 1 12. 5%
Asian/Asian British – – – – –
Black/African/Caribbean/Black British – – – – –
Other ethnic group – – – – –
Not specified/prefer not to say – – – – –
During the year, Chabi Nouri completed her first three-year term with the
Company, while Tea Colaianni, Robert Moorhead and Rosa Monckton completed
theirsecond three-year terms. All of the Non-Executive Directors expressed
awillingness to remain in office and the Board approved that terms be extended
for a period of up to three years.
PREPARATION OF THE ANNUAL REPORT AND ACCOUNTS
Assisted by the Audit & Risk Committee, the Board has carried out a review
ofthe Annual Report and Accounts and considers that, in its opinion, the report
isfair, balanced and understandable and provides the information necessary for
shareholders to assess the Group and Company’s position and performance,
business model and strategy. Further information on this process can be found
inthe Audit & Risk Committee Report on page 179.
See pages 26 and 27 in the Strategic Report for the description of our Business
Model and page 154 and 155 for the Going Concern and Viability Statement.
CONFLICTS OF INTEREST
Each of the Directors has a statutory duty under the Companies Act 2006 to
avoid conflicts of interest with the Company and to disclose the nature and extent
of any such interest to the Board. Under the Articles, the Board may authorise
anymatter which would otherwise involve a Director breaching this duty to avoid
conflicts of interest and may attach to any such authorisation such conditions
and/or restrictions on participation at relevant Board meetings. The Chair, acting
reasonably, has the power to determine whether a matter was a conflict matter.
Directors are required to give notice of any potential situational and/or
transactional conflicts, which are then considered by the Board and, if deemed
appropriate, authorised accordingly. A Director is not however, permitted to
participate in such considerations or to vote in relation to their own conflicts.
Following the last review, the Board concluded that any potential conflicts have
been appropriately authorised, that no circumstances existed which would
necessitate that any prior authorisation be revoked or amended and that
theauthorisation process continued to operate effectively.
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EXTERNAL DIRECTORSHIPS
Any external appointments or other significant time commitments of the
Directors require the prior approval of the Board.
The Board is comfortable that external appointments of the Chair and the
Directors do not impact on the time that any Director devotes to the Company
and there are no overboarding concerns for any of the Directors.
TRAINING AND INDUCTION
The Directors are provided with annual refresher training on their duties and
responsibilities as directors of a publicly listed company and governance and
regulatory trends or updates. Any new director receives a comprehensive
induction which includes a separate session on governance and directors’ duties.
During the year, the Board Performance Review questionnaire focused on the
needs of the Directors with regard to training, no new training requirements were
identified. The Company Secretary and General Counsel continue to monitor the
training requirements of each Director, and technical briefings are provided in
response to any training requirements.
Training topics for FY25 included: effective governance; key relevant recent
legalrulings; shareholder activism – recent themes; directors’ duties andinside
information; AI (specifically on ESG matters); corporate governance; and changes
to the fraudlegislation.
Additionally, a Board trip to Geneva, enabled the Non-Executive Directors to
extend their knowledge of two key brand partners. Further information can found
on page 171.
The Board is committed to the training and development of Directors to improve
their knowledge of the business and the regulatory environment in which it operates.
The Company Secretary and General Counsel is responsible for helping the Chair
identify and organise training for the Directors which is tailored to individual needs.
The Board acknowledges its responsibility for establishing and maintaining the
Group’s system of risk management and internal controls, and it receives regular
reports from management identifying, evaluating and managing the risks within
the business. The system of internal controls is designed to manage, rather than
eliminate, the risk of failure to achieve business objectives and can provide only
reasonable, and not absolute, assurance against material misstatement or loss.
CORPORATE GOVERNANCE REPORT
CONTINUED
– Establishing procedures to manage risk, oversee the internal control framework
and determine the nature and extent of the principal risks the Group is willing
to take in pursuance of its long-term strategic objectives
Refer to page 179 for detail on the work of the Audit & Risk Committee.
The Board is collectively responsible for determining the nature and extent of the
principal risks it is willing to take in achieving its strategic objectives. The processes
in place for assessment, management and monitoring of risks are described in the
Risk Management section on pages 144 to 147.
The Board acknowledges its responsibility for establishing and maintaining the
Group’s system of risk management and internal controls, and receives regular
reports from management identifying, evaluating and managing the risks within
the business. The system of internal controls is designed to manage, rather than
eliminate, the risk of failure to achieve business objectives and can provide only
reasonable, and not absolute, assurance against material misstatement or loss.
The Board, assisted by the Audit & Risk Committee, has carried out a review of
the effectiveness of the system of risk management and internal controls during
FY25 and for the period up to the date of approval of the Consolidated Financial
Statements contained in the Annual Report and Accounts.
All relevant members of Senior Management completed an annual ‘control
certificate’, to confirm the effectiveness of internal control within their respective
area. The ‘control certificate’ asked for the disclosure of any known control
failures, instances of non-compliance with legislation or regulatory requirements,
instances of identified fraud or serious control breakdown, or any other relevant
matters they are aware of, that may need to be considered by the Board.
To gain assurance over the design and operation effectiveness of controls, and to
confirm that accurate statements had been provided, sample tests were conducted,
by Internal Audit, to determine whether controls are effective in mitigating risks.
In conclusion, based on the work performed, the Board is satisfied with the adequacy
of the Group control framework and the Board confirms that no significant
weaknesses or failings were identified as a result of the review of effectiveness.
AUDIT, RISK MANAGEMENT AND INTERNAL CONTROL
The Audit & Risk Committee is chaired by Robert Moorhead and is comprised
entirely of Independent Non-Executive Directors. Robert was until recently the
Chief Financial Officer of WH Smith PLC and continues to have recent, relevant
and up to date financial experience. The Committee has defined
TermsofReference which include assisting the Board in discharging its
responsibilities with respect to:
– Establishing formal and transparent policies and procedures to agree the
independence and effectiveness of internal and external audit functions and
satisfy itself on the integrity of financial and narrative statements
– Establishing and reviewing procedures to ensure the Annual Report and
Accounts present a fair, balanced and understandable assessment of the Group’s
position and prospects
REMUNER ATION
The Remuneration Committee is chaired by Tea Colaianni and is made up of
Independent Non-Executive Directors and the Chair. Prior to her appointment
asChair of the Committee, Tea had served on a Remuneration Committee for
asignificant period of time, longer than the required 12 months.
The Committee has defined Terms of Reference which include assisting the
Boardin discharging its responsibilities with respect to:
– Determining the policy for Executive Director remuneration and setting
remuneration for the Chair of the Board, Executive Directors and Senior
Management
– Reviewing workforce remuneration and related policies
Refer to page 187 for further details on the work of the Remuneration Committee.
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FY24 INTERNAL BOARD EVALUATION PROGRESS
During FY24, the Board conducted an internal Board Evaluation. The Chair
andthe Company Secretary and General Counsel worked together on producing
a questionnaire which reflected the workings of our Board. The purpose of the
exercise was to conduct a comprehensive evaluation of how the Board and its
Committees operate, asmeasured against current best practice corporate
governance principles andinaccordance with the provisions of the Code and
associated guidance.
The review concluded that the Board operated effectively, and the Group’s
governance framework had continued to develop. The Board has a range of
strengths, with relevant, complementary skills and experience that help to
providescrutiny, oversight, input and value. The Directors intend to build on
these strengths and develop the Board further with some key areas of focus.
These strengths form a solid foundation.
Whilst the evaluation concluded that the Board and its Committees were
effectiveand operated efficiently, and with good engagement, some areas still
required development. A number of recommendations were agreed and, under
the supervision of the Nomination Committee, an action plan was put in place
covering the following priorities:
Key priorities identified
fromFY24 evaluation Progress made against the FY24 evaluation
Further work is required to ensure
there is effective succession
planning process for all Board
members and also for Senior
Management
Additional sessions were held during the course
of the year at the Nomination Committee
Executive Director HR presented an updated
plan and progress which focused on succession
The Board met with the next level of ‘top talent’
Senior Management, informally
A detailed review of Board composition, skills,
diversity and tenure to aid succession planning
ofNon-Executive Directors
Strategic initiatives (and less
operational matters) to be given
greater discussion and less
presentation
The Chair reallocated time on agendas to
ensure certain items were given additional
timefor debate. This allows key strategic items
to be prioritised
Reviewed rolling agenda items to ensure there
were increased presentations from Senior
Management across the business
Further enhanced training and
awareness in key relevant areas
e.g. around different product
categories and brands
Board meeting held in Geneva allowing
Non-Executive Directors to expand their
knowledge and understanding on two
keybrands
Received updates on Jewellery Strategy and
products, particularly, new brands recently
introduced to the Group
FY25 EXTERNALLY FACILITATED BOARD PERFORMANCE REVIEW
Following the recommendations made by the 2024 Corporate Governance Code,
the Company will refer to the annual evaluation as a ‘Board Performance Review’.
This is in line with the current process where the annual board evaluation
considers Boards succession, skills and composition.
Towards the end of FY25, the Chair of the Board, alongside the Company
Secretary and General Counsel, agreed the proposed approach for an external
Board Performance Review with the Nomination Committee. Three expert
external facilitators provided proposals for review and meetings were held with
the Chair. The Company engaged Independent Audit Limited (IAL), who had
carried out the previous external review in FY22. IAL is independent and does
not provide any other services to the Group, and there are no connections
between IAL and individual Directors to be disclosed.
A performance review questionnaire was completed to gain an insight into how
well the Board is performing prior to carrying out one to one interviews with all
Board members and the Company Secretary and General Counsel. The review
also included the President of UK and Europe and the President of North America
and Deputy CEO. IAL reviewed papers prepared for the Board’s consideration.
IAL sought views on a range of topics including the effectiveness of Board
composition and culture, the relationships between the Board and executive
team, implementation and oversight of the strategic objectives and progress
against the agreed areas of focus following the FY24 review.
The review concluded the Board has a number of strengths, including; being
ledby a strong Chair with immense industry knowledge; a long-standing CEO
who holds the confidence of the Board; a Board which is made up of strong
Non-Executive Directors, who bring relevant experience; high quality company
secretarial support; and Committees which are functioning well and led by strong
Chairs. The Board is therefore satisfied that it is operating effectively.
The following areas were identified for further development:
– Further enhance the Board’s oversight of culture
– Ongoing development of Board agendas and papers to ensure they are more
forward looking and sufficiently focused on key strategic initiatives
– Balance the agenda between US and UK topics
– Continued development and focus on Jewellery Strategy and the long-term view
– Ongoing focus on the wider Executive team succession
Additionally, the Senior Independent Director conducted an independent
assessment of the Chair of the Board and provided feedback to the Board.
BOARD AND COMMITTEE
PERFORMANCE REVIEW
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NOMINATION COMMITTEE REPORT
DEAR STAKEHOLDER
I am pleased to report the Nomination Committee (the ‘Committee’)
remains compliant with the Corporate Governance Code 2018 (the ‘Code’).
The Code recommends that the Committee be comprised of amajority of
independent Non-Executive Directors which it does, as TeaColaianni,
Robert Moorhead and Baroness (Rosa) Monckton MBE areall independent.
The Company Secretary and General Counsel acts as Secretary to the
Nomination Committee and, by invitation, the CEO, other Board members, the
Executive Director HR, as well as other Senior Management and/or external
advisers may attend as appropriate for all, or part of any meeting.
ROLE
The Committee is a Board committee whose role is to keep the composition and
structure of the Board and its Committees under review and has responsibility for
nominating candidates for appointment as Directors to the Board having regard
to the Board’s structure, size and composition (including the skills, knowledge,
experience, diversity and independence of its members) ensuring that the Board
and its other Committees are effective in discharging their responsibilities. The
Committee is tasked with ensuring that succession plans are in place for the Board
and Senior Management, taking into consideration the current Board composition,
the leadership requirements of the Group and the wider commercial and market
environment within which the Group operates.
During the year, there were no disagreements between the Committee and
theBoard.
TERMS OF REFERENCE
The responsibilities of the Committee are set out in its Terms of Reference which
reflect the current regulatory requirements and best practice appropriate to the
Group’s size, nature and stage of development. The Terms of Reference were reviewed
during the year and minor stylistic changes were made, which included a clarification of
the definition of the Group’s Senior Management to ensure consistency with the Board
Diversity & Inclusion Policy and the new diversity reporting requirements.
The Terms of Reference can be found in full at thewosgroupplc.com.
The Committee’s Terms of Reference require that it meets at least twice a year.
During the year, the Committee met three times.
SUCCESSION
The Committee plays a vital role in promoting effective Board and leadership
succession, making sure it is fully aligned to the Group’s strategy.
Succession planning is the process of identifying the critical positions within our
organisation and developing action plans and pipelines to fill them, thereby
minimising the risk to the business of key roles being vacant. The Committee
continues to ensure that succession planning for business-critical roles is
proactively reviewed and the diverse pipeline continues to develop.
As part of our succession planning, the Committee held a comprehensive review
oftalent and considered succession for Executive Directors and Senior
Management. The review assessed the performance and potential of Senior
Management and closely monitored successor development plans when taking
into consideration the future growth strategy of the business. The Committee
considered the current skills, experience and tenure of the Directors, and
assessed future needs against the Group’s strategic objectives. In addition to
Senior Management, the Committee considered succession planning at the next
level down and met key colleagues from that level, informally.
In order to conclude the Board’s composition and succession planning discussions,
an information memorandum was discussed which detailed current Board
composition, Non-Executive Director tenure and future considerations and
Board diversity.
MEMBERS
Ian Carter (Chair)
Tea Colaianni
Baroness (Rosa) Monckton MBE
Robert Moorhead
KEY RESPONSIBILITIES
– Review the structure, size and composition of the Board and its
Committees
– Give full consideration to succession planning for the Board and
other Senior Management taking into account the challenges and
opportunities facing the Company, and the skills, diversity and
expertise needed
– Review the leadership needs of the organisation
– Remain fully informed about strategic issues and commercial
changes affecting the Company and the market in which it operates
– Identify and nominate potential Board candidates
– Evaluate the combination of skills, knowledge, experience, diversity
and independence on the Board
– Review the results of the Board performance evaluation process
andmanage any recommendations
– Support people initiatives that promote a culture of inclusion
anddiversity
IAN CARTER
Chair of the Nomination
Committee
176
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

At the same time the collation of ‘skills data’ was requested, which is converted
into a skills matrix to help identify the Board’s requirements, and as part of
general Board planning, gender and ethnicity data for Board members was
captured, the details of which can be found on page 158.
KEY ACTIVITIES DURING THE YEAR
– Conducted a review of Executive Directors and Senior Management
succession planning and talent development
– Considered pipeline of top talent at next level down from Senior Management
– Considered the skills, diversity and expertise as well as the backgrounds of
each of the Board members, when reviewing the future needs of the Board
– Considered the Board composition, including Non-Executive Director
tenure and succession planning
– Discussed the FY24 Board Performance Review
– Reviewed external appointments for the Non-Executive Directors to
assess whether any appointment is significant or causes any conflicts
– Reviewed the Committee’s Terms of Reference and recommended them
to the Board for approval
– Reviewed the Company’s Declarations and Conflicts of Interest Register
– Reviewed and recommended to the Board, the updated Board Diversity
&Inclusion Policy
– Agreed, with the Board, the process for the FY25 external Board
Performance Review
DIVERSITY
The Company is fully committed to providing opportunities for all to promote
aninclusive culture and diverse workforce. We believe that our culture should
promote integrity and openness, value diversity and be responsive to the views
ofall our stakeholders. Ensuring a culture of fairness and equity underpins all
management decisions, actions and behaviours.
The Committee recognises the importance of diversity and inclusion both in
theBoardroom and throughout the organisation, and understands that a diverse
Board will offer wider perspectives which lead to better decision-making, enabling
the Board to meet its responsibilities.
The Committee, on behalf of the Board, is responsible for the development of a
diverse pipeline for succession to the Board and will ensure proper assessment as
tothe values and behaviours expected on the Board as part of the recruitment
process. In being responsible for the Board’s composition, the Committee will
consider the benefits of all aspects of diversity in order to maintain an appropriate
range and balance of skills, experience and background on the Board. Whilst the
Committee will take into account a variety of factors before recommending any new
appointment to the Board, including relevant skills to perform the role, experience,
knowledge, ethnicity and gender, the most important priority of theCommittee,
however, is ensuring that the best candidate is selected to join the Board.
The Committee takes into consideration all regulations and best practice,
including the FTSE Women Leaders Review (FTSE WLR) as well as the Parker
Review, and is pleased to report it remains compliant with the recommendations
of both these initiatives. With regard to the FTSE WLR, the Company was ranked
#7 of the FTSE 250 (2024: #10), its highest score to date.
The Committee annually reviews the Board Diversity & Inclusion Policy as well as
measurable objectives for achieving diversity on the Board. In May 2025, the Committee
reviewed the Board Diversity & Inclusion Policy and made recommendations to the
Board for amendments in line with the new Corporate Governance Code.
Reporting under the Listing Rule 9.8.6 can be found within the Corporate
Governance Report on page 173. The Board has chosen to align its diversity
reporting reference date with the Company’s financial year-end and proposes to
maintain this alignment for future reporting periods. As required under LR 9.8.6
R(10), further details in respect of the three targets as at 27 April 2025 are
disclosed in the tables on page 173.
Information on Board appointments and the criteria considered can be found
within the Board Diversity & Inclusion Policy on the corporate website
thewosgroupplc.com.
When considering succession planning, the Nomination Committee is advised by
the CEO as to the internal pipeline of Board capable candidates. The pipeline aims
to appropriately reflect the importance of diversity to the organisation.
The Board recognises and considers the importance of diversity, and opportunities
for all, not just at Board level but throughout the organisation, and we have a
number of programmes and initiatives in place within the organisation to help
develop a diverse talent pipeline, including diversity induction training, learning and
development, mentoring and sponsorship. Further information on our workforce
initiatives on diversity and inclusion can be found on pages 82 and 83.
EFFECTIVENESS AND COMPOSITION
The FY25 Board Performance Review was conducted by way of an external
facilitator, Independent Audit Limited. Directors were asked to complete a
questionnaire prepared by Independent Audit, which was followed up by
one-to-one interviews with the Directors and the President of UK & Europe,
andthe President of North America and Deputy CEO. Independent Audit also
reviewed a number of Board packs.
Further details of key observations and also progress from the FY24 Board
Evaluation and the process for FY25 can be found on page 175. The performance
ofthis Committee was evaluated as part of the Board Performance Review process.
The Committee will be responsible for overseeing an action plan to be put in
place following recommendations from Independent Audit, following the FY25
Board Performance Review.
As part of the annual review of the effectiveness of the Board, and its
Committees, diversity and composition is considered, to ensure it is appropriate
to discharge its duty effectively and to manage succession issues. The Committee
keeps the composition of the Board and its Committees under continual review,
to ensure that they have a suitable balance of skills and experience to oversee and
challenge the delivery of the Group’s strategy, and to discharge the Committee’s
responsibilities effectively.
RE-ELECTION OF DIRECTORS
The effectiveness and commitment of each of the Non-Executive Directors is
reviewed by the Committee annually. During FY25 the tenure of the Non-Executive
Directors was considered. Chabi Nouri’s first three-year term ended on 1 May
2025, Tea Colaianni’s, and Rosa Monckton’s second three-year terms ended on
7May 2025, and Robert Moorhead’s second three-year tenure ended on 10 May
2025. All of the appointments were renewed for a further three-year term following
confirmation from each of an expression to continue in office. The Committee has
satisfied itself as to the individual skills, relevant experience, contributions and time
commitment of all the Non-Executive Directors, taking into account their other
offices and interests held. As detailed on page 211, the Board is recommending the
election or re-election to office of all Directors at our 2025 AGM.
I will be available at the AGM to answer any questions on the work of the Committee.
IAN CARTER
CHAIR OF THE NOMINATION COMMITTEE
2 July 2025
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AUDIT & RISK COMMITTEE REPORT
DEAR STAKEHOLDER
I am pleased to introduce the Audit & Risk Committee Report for the
financial year ended 27 April 2025. The Committee plays a key role in
developing the Group’s governance framework and its activities included
reviewing and monitoring the integrity of financial information, the
Group’s system of internal controls and risk management, Internal
andExternal Audit processes and the process for compliance with laws,
regulations and ethical codes of practice. Inaddition, we work with other
Committees and the Board to ensure that stakeholder interests are
protected and support the delivery of the Group’s strategy. The
Committee also worked alongside the ESG Committee having regard
toESG risk management and TCFD reporting.
COMMITTEE COMPOSITION
All members of the Audit & Risk Committee are deemed Independent
Non-Executive Directors. The Board considers that I have recent and relevant
financial experience as required by the Corporate Governance Code 2018 (the
Code) and the Committee has competence relevant to the sector in which the
Group operates. Details of the Audit & Risk Committee members’ experience
can be found on pages 162 to 163. The Committee’s wide range of financial and
commercial skills and experience serves to provide the necessary knowledge and
ability to work as an effective committee and to robustly challenge the Executive
Directors and Senior Management as and when appropriate.
At the invitation of the Committee, the Chair of the Board, the CEO, the CFO,
the Director of Internal Audit, Senior Management and the External Auditor
attend meetings. The Committee has regular private meetings with the External
and Internal Auditors during the year.
The Company Secretary and General Counsel acts as Secretary to the Committee.
TERMS OF REFERENCE
The Terms of Reference of the Committee reflect the current statutory
requirements and best practice appropriate to the Group’s size, nature and stage
ofdevelopment. The Committee met its requirement to meet at least four times
ayear. Details of meeting attendance can be found on page 159. The Committee
reviews its Terms of Reference annually, recommending any suggested changes
through to the Board. Changes were made this year in anticipation of the
Corporate Governance Code 2024 coming into effect on 1 January 2025,
butremain aligned to the current Code guidance.
COMMITTEE EFFECTIVENESS
During FY25, an externally facilitated Board Performance Review of the Board
and its Committees was undertaken. The Report concluded that the Committees
were thought to be functioning well, with effective Chairs in place. Details of how
the Board Performance Review was conducted can be found on page 175.
MEMBERS
Robert Moorhead (Chair)
Tea Colaianni
Baroness (Rosa) Monckton MBE
Chabi Nouri
KEY RESPONSIBILITIES
Financial reporting:
– Monitor the integrity of the Financial Statements of the Company
and Group
– Review the appropriateness and consistency of significant
accounting policies
– Review and report to the Board on significant financial issues
andjudgements
– Review the appropriateness of Task Force on Climate-Related
Financial Disclosures (TCFD)
Internal control and risk management:
– Carry out a robust assessment of the Group’s emerging and
principal risks on an annual basis, including environmental risks
andopportunities
– Review the Group’s internal control and risk management systems
– Monitor and review the effectiveness of the Group’s Internal Audit
function
– Assess the effectiveness of whistleblowing arrangements
External audit:
– Review the effectiveness of the External Auditor process
– Develop and implement policies on the engagement of the
External Auditor to supply non-audit services and consider the
impact they have on independence
– Review and monitor the External Auditor’s independence and objectivity
– Conduct any external audit tender process and make
recommendations to the Board about the appointment,
reappointment and removal of the External Auditor
– Approve the remuneration and terms of engagement of the
External Auditor
– Ensure the External Auditor has full access to Company colleagues
and records
– Invite challenge by the External Auditor, giving due consideration to
the points raised
Other:
– Engaging with shareholders on the scope of the external audit,
where appropriate
ROBERT MOORHEAD
Chair of the Audit &
RiskCommittee
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

ACTIVITIES UNDERTAKEN BY THE AUDIT & RISK COMMITTEE
Financial reporting:
– Monitored the integrity of the Group’s FY25 year-end Results Announcement,
Annual Report and Accounts, and the FY25 Half Year Review
– Assessed and recommended to the Board that the Annual Report and
Accounts are fair, balanced and understandable, including Alternative
Performance Measures (APMs)
– Assessed the Going Concern and Viability Statement having reviewed
supporting papers from management including the consideration of the
cost-of-living increases, global conditions which included rapidly changing trading
tariffs and climate change on those assessments
– Considered papers from management on the key financial reporting judgements
and estimates
– Reviewed the TCFD FY25 year-end reporting, including the scenario analysis
undertaken to assess the impact of climate-related risks
Internal control and risk management:
– Considered the adequacy and effectiveness of the Group’s ongoing risk
management systems and control processes, including environmental risks
andopportunities
– Considered the Group’s risk environment, including its significant and emerging
principal risks and uncertainties, and reviewed the mitigating actions that
management has taken, along with determining the risk appetite of the business
– Reviewed the Group’s approach to identification and assessment of its material
controls over principal risks
– Reviewed impact of climate-related risks and considered associated
opportunities to enhance capital management
– Received deep dive presentations on principal risk areas of data governance,
cyber security, health and safety and business interruption
– Received updates and recommendations on forthcoming changes to the
Corporate Governance Code and new fraud legislation
– Reviewed and approved the Group’s Whistleblowing Policy and received and
reviewed whistleblowing incidents, investigation details and follow-up actions
– Received updates in relation to anti-bribery and corruption and anti-money
laundering programmes. The Committee recommended to the Board for
approval the Anti-Bribery, Corruption & Fraud Policy which includes the gifts
and hospitality protocols. The Committee also recommended to the Board for
approval the Anti-Money Laundering Policy
– Considered the Group’s systems and framework of controls designed to detect
and report fraud. Received updates on the Economic Crime and Transparency
Act including the Failure to Prevent Fraud Legislation and the Group’s response
and preparedness
– Approved the Group Tax Strategy and received management reports on the
tax affairs of the Group
Internal and external audit:
– Reviewed the effectiveness of the external audit process, taking into
consideration relevant UK professional and regulatory requirements
– Invited challenge by the External Auditor, giving due consideration to the
accounting, financial control, and audit issues reported by the External Auditor
as a result of their work
– Reviewed the Internal and External Auditor independence and objectivity
including approving the policy on non-audit services
– Agreed the External Auditor engagement letter and recommended the External
Auditor remuneration to the Board
– Reviewed and approved the Internal Audit Charter
– Received and reviewed the annual plan and audit reports from the Internal
Audit function
– Undertook a review of the effectiveness of the Internal Audit function
– Held regular private meetings with the Internal and External Auditors, without
management present
– Ensured the External Auditor had full access to Company colleagues and records
Making recommendations to the Board about the reappointment of the
External Auditor:
– Reported to the Board on how the Committee has discharged its responsibilities
with respect to external audit
Other:
– Reviewed the integration plans for Roberto Coin Inc.
– Reviewed the Committee’s Terms of Reference and approved amendments
– Monitored mandatory e-learning completion statistics for key compliance areas
such as Health & Safety, Anti-bribery, Corruption & Fraud and Code of Ethics
– Received legal and regulatory compliance updates
GOING CONCERN AND VIABILITY STATEMENT
The Committee reviewed the process and assessment of the Group’s prospects
made by management, including:
– The three-year viability assessment period and alignment with the Group’s
internal forecasts and business model
– The assessment of the capacity of the Group to remain viable after
consideration of future cash flows, financing and mitigating factors
– The modelling of the financial impact of the Group’s principal risks materialising
using severe but plausible scenarios
The Committee reviewed management’s analysis supporting the going concern
basis of preparation, including reviewing the Group’s financial performance, FY26
forecasts and cash flow projections. The going concern and viability reviews by the
Committee included the review of the results of the reverse-stress tests performed
by management, available financing in place and any further mitigating actions that
management could take. In making its assessment, the Committee took into
consideration the trading results of the Group, liquidity and covenant compliance.
As a result of the assessment, the Committee reported to the Board that the
going concern basis of preparation remained appropriate and that there is a
reasonable expectation that the Group will be able to continue in operation to
meet its liabilities as they fall due over the three-year viability assessment period.
The Going Concern and Viability Statement is set out in the Strategic Report on
pages 154 and 155.
179
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

IFRS 16 ‘Leases’
During the year, the Committee reviewed the key judgements and assumptions
applied to the calculations and disclosures provided within the Financial
Statements. These included the determination of the term of the leases and the
discount rates used. The Committee also considered and challenged the use of
pre-IFRS 16 APMs within the Annual Report and Accounts and concluded that
these APMs align with the management reporting used to inform business
decisions, investment appraisals, incentive schemes and banking covenants.
Pensions
The Committee assessed the accounting treatment adopted by management and
the application of IAS 19 ‘Employee Benefits’ in relation to the Aurum Retirement
Benefits Scheme. The Committee reviewed the judgements made in respect of
the assumptions used in the valuation of the Group’s obligations under the
scheme and the associated disclosures made in the Financial Statements.
Exceptional items
The Committee considered the presentation of the Financial Statements and in
particular the use of APMs and the presentation of exceptional items in line with
the Group accounting policy. This policy states that adjustments are only made to
reported profit when not considered part of the normal operating costs of the
business and considered exceptional due their size, nature or incidence.
Each of the above areas of judgement has been identified as an area of focus and
therefore the Committee has also reviewed reporting from the External Auditor
on the relevant areas.
Annual Report and Accounts – fair, balanced and understandable
assessment
At the request of the Board, the Committee has considered whether, in its
opinion, the Annual Report and Accounts 2025, taken as a whole, are fair,
balanced and understandable, and that they provide the information necessary for
shareholders to assess the Group’s position and performance, business model and
strategy. The Group has established internal controls in relation to the process for
preparing the Annual Report and Accounts. These include thefollowing:
– Management regularly monitors and considers developments in accounting
regulations and best practice in financial reporting and, where appropriate,
reflects developments in the Financial Statements
– The Annual Report and Accounts are drafted by Senior Management with
overall co-ordination by a member of the finance team, to ensure consistency
across the relevant sections
– An internal verification process is undertaken to ensure accuracy
– Comprehensive reviews of drafts of the Annual Report and Accounts are
undertaken by Executive Directors and Senior Management
– The final draft of the Annual Report and Accounts is reviewed by the Audit
&Risk Committee prior to consideration by the Board
Following its review, the Committee advised the Board that the Annual Report
and Accounts, taken as a whole, were considered to be fair, balanced and
understandable and that they provided the information necessary for shareholders
to assess the Group’s position and performance, business model andstrategy. The
Committee was also satisfied that suitable accounting policies have been adopted
and appropriate disclosures have been made in the FinancialStatements.
SIGNIFICANT FINANCIAL REPORTING AREAS
In preparing the Financial Statements, there are several areas requiring the
exercise of judgement by management. The Committee’s role is to assess
whether the judgements and estimates made by management are reasonable and
appropriate. To assist in this evaluation, the CFO provided an accounting paper to
the Committee, setting out all the financial reporting judgements and estimates
which were considered material to the Financial Statements.
The main areas of judgements and estimates that have been considered by the
Committee in the preparation of the Financial Statements are as follows:
Impairment of tangible and right-of-use assets
The Committee received and considered a paper from management covering the
judgements made in respect of the impairment testing of the Group’s property,
plant and equipment, and right-of-use assets. The Committee noted that
management had considered the trading results of each showroom and noted
where a showroom has low profitability which is not expected to improve in the
near future. The Committee also reviewed management’s assessment of whether
any prior impairments should be reversed.
Given management has continued to report on the performance of the business
on a pre-IFRS 16 (IAS 17) basis within its APMs alongside statutory measures
derived under IFRS 16, the paper and discussions considered impairment
assessment of these assets on both bases.
As part of their review of impairment, the Committee challenged the assumptions
used in the cash flow forecasts for impairment testing, along with the disclosures
made in the Financial Statements. The Committee also received and discussed
apaper from the External Auditor on its work in this area, which specifically
considered and reported on its challenge and assessment of the key assumptions
and methodology used.
The Committee was satisfied that the approach adopted by management was
sufficiently robust to identify when an impairment charge or reversal for showroom
assets needs to be recognised and how it should be assessed andreported.
Inventory valuation
The Committee received a paper from management on accounting for and
valuation of inventory, including pre-owned inventory. It discussed the judgements
made by management, with specific consideration to discontinued product and
slow-moving stock. The Committee also considered the policy for, and calculation
of, rebates recognised and absorbed into inventory.
The Committee received a paper from the External Auditor regarding the audit
work it performed over the valuation of inventory. The Committee is satisfied
that the process and judgement adopted by management for the valuation of
inventory is sufficiently robust to establish the value of inventory held and is
satisfied as to the appropriateness of the Group’s provisioning policy.
Revenue recognition
The Committee received papers from management covering the control
environment relating to sales cut-off and accounting judgements in relation
totheaccounting for gift cards, client returns and client deposits.
The Committee also received a paper from the External Auditor regarding the
audit work they performed over revenue recognition, which included the use of
data analytic tools. The Committee determined that the majority of the Group’s
revenue transactions are non-complex, with minimal judgement applied over the
amount recorded.
The Committee is satisfied that the approach taken by management is sufficiently
robust in relation to the recognition of revenue.
AUDIT & RISK COMMITTEE REPORT
CONTINUED
180
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

RISK MANAGEMENT AND INTERNAL CONTROLS
The Board has ultimate responsibility for effective management of risk for the
Group including determining its risk appetite, identifying key strategic and
emergingrisks, and reviewing the risk management and internal control
framework. The Committee, in supporting the Board to assess the effectiveness of
risk management and internal control processes, relies on several different sources
to carry out its work including Internal Audit assurance reports, the assurance
provided by the External Auditor and other third-parties in specific riskareas.
The Committee monitors and reviews the effectiveness of the Group’s risk
management processes and internal financial and non-financial controls. The key
features of the risk management process that were in place during the year are
as follows:
– Each business function conducted risk assessments based on identified business
objectives, which were reviewed and agreed annually by the Senior
Management of each function. Risks are considered and evaluated in respect of
their potential impact and likelihood. These risk assessments are updated and
reviewed at least quarterly and are reported to the Committee
– A Group risk assessment is also undertaken by management, which considers all
areas of potential risk across all systems, functions and key business processes.
This risk assessment, together with the business risk assessments, forms the
basis for determining the Internal Audit plan
– Climate-related physical and transition risks and opportunities, which could
impact the business in the future under different climate scenarios, have been
considered and incorporated into the risk management framework with
oversight from the ESG Committee
– The Director of Internal Audit & Risk met with all Senior Management to
undertake a formal review of the internal controls across the Group. Senior
executives were required to certify compliance with the Group’s policies and
procedures and that appropriate internal controls were in operation during
theperiod under review. Any weaknesses were highlighted, and the results were
reviewed by the Director of Internal Audit & Risk, the Committee, and the Board
– The Committee confirmed to the Board that it has reviewed the effectiveness
of the systems of internal control, including financial, operational and compliance
controls, and risk management for the period of this report, in accordance with
the Code and the Risk Management and Internal Control Guidance
INTERNAL AUDIT
The Director of Internal Audit & Risk, who reports directly to the Committee
Chair, provides assurance to the Committee through independent reviews of
agreed risk areas. The Committee is responsible for overseeing the work of the
Internal Audit function. It reviews and approves the scope of the Internal Audit
plan and assesses the quality of Internal Audit reports, along with management’s
actions relating to findings and the closure of recommended actions.
Each year, a carefully targeted Internal Audit plan is agreed to provide appropriate
assurance to the Committee over the effectiveness of risk management and internal
control processes across the Group. The Internal Audit plan is risk-based and takes
an independent view of what Internal Audit considers to be the highest known and
emerging risks and strategic priorities facing the business. The Committee is
satisfied that the Internal Audit plan provides appropriate assurance on the controls
in place to manage the principal risks facing the Group. Internal Audit resources
continue to be reviewed, with an agreement that external partners would be
utilised where subject matter expertise would be most appropriate.
The Director of Internal Audit & Risk:
– Attended all Audit & Risk Committee meetings and provided reports and verbal
updates to the Committee
– Had direct access to all Committee members and met with the Committee
Chair and Committee members separately
– Regularly met with the Audit & Risk Committee Chair to carry out formal
reviews of the Internal Audit function’s resources, approach and audit plan
– Managed the risk register review process
– Met privately with the Committee without management being present
The assessment of the Internal Audit team covered the Internal Audit findings and
reporting, Internal Audit delivery including the Internal Audit plan and whether
Internal Audit has sufficient, appropriate resources. In reviewing the effectiveness
of Internal Audit, the Audit & Risk Committee considered:
– The results of Internal Audits and reporting thereof
– Ongoing communication between the Director of Internal Audit & Risk and the
Audit & Risk Committee, including the private sessions held
– Self-assessment by the Director of Internal Audit & Risk
– Questionnaires and feedback from key stakeholders including Senior Management
Following assessment by the Committee during the year, the Audit & Risk
Committee is satisfied that the Internal Audit team has the quality, experience
and expertise appropriate for the business.
The Group also has an operational audit, loss prevention and security team that
reviews compliance with certain key internal procedures in showrooms and at
other locations.
EXTERNAL AUDITOR
Interaction with external audit
One of the Committee’s roles is to oversee the relationship with the External
Auditor, Ernst & Young LLP (EY), and to evaluate the effectiveness of the service
provided and their ongoing independence.
The External Auditor has attended all this year’s Committee meetings and at two
of those had time with the Committee without management present. The Chair
of the Audit & Risk Committee has also met with the external audit partner to
review the audit scope and audit findings.
The Committee had regular open communication with the External Auditor
aswell as the Group’s management.
Auditor independence and objectivity
During the year, the External Auditor reported to the Committee on its
independence from the Group.
The Company’s independence and objectivity are safeguarded by:
– A policy being in place which limits the nature of non-audit services
– The External Auditor’s own internal processes to approve requests for
non-audit work to the External Auditor
– Monitoring changes in legislation related to auditor independence and objectivity
– Rotation of the lead audit partner after five years
– Independent reporting lines from the External Auditor to the Committee
– Restrictions on the employment by the Group of employees of the External Auditor
The Committee and the Board are satisfied that EY has adequate policies and
safeguards in place to ensure that the External Auditor objectivity and
independence are maintained.
When assessing the independence of the External Auditor, the Committee
considers, amongst other things, the length of tenure of the audit firm and the
audit partner, the value of non-audit fees provided by the External Auditor and
the relationship with the External Auditor as a whole. As part of the assessment
of the External Auditor, the Committee considered whether the External
Auditorhad exercised professional scepticism and an appropriate degree
ofchallenge to management.
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Non-audit services provided by the External Auditor
The Committee has adopted a formal policy in respect of non-audit services provided by the External Auditor to ensure that Auditor objectivity and independence are
maintained, in accordance with the EU Audit Reform.
Non-audit service Policy
Audit-related services
Audit-related services are services, generally of an assurance nature, provided by the Auditor as a result
ofits expert knowledge and experience of the Group. Audit-related services include:
– Reviews of interim financial statements
– Reporting required by law or regulation to be provided by the Auditor
– Reports to regulators
The Auditor is eligible for selection to provide non-audit
services to the extent that its skills and experience
make it a competitive and most appropriate supplier
ofthese services.
Each new non-audit service must be approved by the
Committee in advance of the services being commenced.
Non-audit fees are capped to a maximum aggregate in
any financial year of 70% of the average of the statutory
audit fees charged in the previous three consecutive
financial years. In the case of this cap, audit-related
services concerning work required by national legislation
are excluded.
Permissible non-audit services
Including, but not limited to:
– Work related to mergers, acquisitions, disposals or circulars
– Benchmarking services
– Corporate governance advice
Prohibited services
In line with the FRC’s ethical standards, services where the Auditor’s objectivity and independence may
becompromised by the threat of self-interest, self-review, management, advocacy, familiarity or
intimidation are prohibited. Prohibited services include:
– Tax services
– Services that involve playing any part in the management decision-making process
– Bookkeeping and preparing accounting records and financial statements
– Payroll services
– Designing or implementing internal controls
– Valuation services (except such services that have no direct effect or are immaterial to the
financialstatements)
– Legal, internal or human resources services
– Services linked to financing, capital structure and allocation and investment strategy except providing
assurance services in relation to the Financial Statements, such as the issuing of comfort letters in
connection with prospectuses issued by the audited entity
– Promoting, dealing in or underwriting shares in the Company
The Auditor is prohibited from performing these
services for the Company or any subsidiary within the
Group.
Non-audit services provided by EY during the financial year ending 27 April 2025 were limited to the Half Year Review. Fees in relation to these services were £73,100
(FY24: £66,520).
Competition and Market Authority (CMA) Order 2014 Statement of Compliance
EY was first appointed in 2019 following a competitive tender process. This means that FY25 represents EY’s sixth year as the Company’s External Auditor. Under UK
law, as set out in the Companies Act 2006, the Company may retain its External Auditor for up to 20 years with a public tender process every ten years.
The Group confirms that it was in compliance with the provisions of the Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of
Competitive Tender Processes and Audit Committee Responsibilities) Order 2014 during the financial year ended 27 April 2025.
AUDIT & RISK COMMITTEE REPORT
CONTINUED
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EXTERNAL AUDITOR EFFECTIVENESS
It is the Committee’s responsibility to assess the effectiveness of the external
audit, including audit quality. The Committee assessed the External Auditor’s
effectiveness in September 2024 and kept this under review throughout the year
taking into account the External Auditor’s mindset and culture; skills, character
and knowledge; quality control and judgement. The assessment included:
Reviewing the Auditor’s risk assessment and audit plan
The Committee discussed EY’s risk assessment and detailed audit plan in
response to those risks. The proposed approach and planned scope of the audit
were also reviewed including the proposed materiality. The Committee was
satisfied that the audit plan was robust and covered the financial reporting risks.
The Committee also considered the balance of work completed between the UK,
US and European components along with recent acquisitions.
Proposed level of audit fees
The Committee reviewed and approved the proposed audit fees, which included
a detailed breakdown of those fees. This review also considered the level of
resources, senior leadership involvement and the use of specialist teams where
appropriate. The Committee satisfied itself that the agreed amount represented
fair value in order to deliver the quality and scale of audit sought.
Evaluation of the FRC’s Audit Quality Inspection and Supervision
Report on Ernst & Young LLP
The Committee reviewed the FRC’s Audit Quality Inspection and Supervision
Report for Ernst & Young LLP and also compared the results of the Auditor to
other audit firms. EY presented to the Audit & Risk Committee its feedback
onthe findings and planned actions to respond to each of those findings. The
Committee was satisfied with the outcome of this review.
The Committee also considered how the Auditor had responded to its previous
assessments of audit quality.
Feedback from management and the Committee members
The Committee considers it important to gather feedback from management,
particularly those who are in direct contact with the audit team. Management
andAudit & Risk Committee members completed a questionnaire and the results
were reviewed by the Committee. The questions covered the following areas:
– Mindset and culture
– Skills, character and knowledge
– Quality control
– Judgement
The feedback received was positive in all areas. Each year the External Auditor
meets with management to review the audit process, obtain feedback and make
recommendations for improvement in the following year’s audit.
Interaction with the External Auditor
Throughout the year, the Committee worked closely with EY and was able
togather a good insight into the overall quality of the audit process and the
performance of key individuals within the audit team. This interaction included
private sessions with the External Auditor without management present and
regular meetings between the Audit & Risk Committee Chair and the Audit
Partner. The Committee also considered the quality of the reporting provided by
the External Auditor throughout the audit process. This included the robustness
and perceptiveness of the Auditor in handling key judgements, responding to
questions from the Committee and in its commentary where appropriate on
thesystems of internal control.
The Committee considered the External Auditor’s use of professional scepticism
throughout the audit by examining areas in which the External Auditor had
challenged Senior Management’s assumptions. This was particularly in relation to
the key areas of judgement around the significant financial reporting areas, noted
above, and the number and nature of accounting and control observations raised.
Based on these reviews, the Committee concluded that EY had applied
appropriately robust challenge and scepticism throughout the audit, that it
possessed the skills and experience required to fulfil its duties effectively and
efficiently, and that the audit was effective.
Auditor reappointment
The Committee is responsible for considering whether there should be a
rotationof the External Auditor in order to ensure continuing auditor quality and
independence, including consideration of the advisability and potential impact of
conducting a tender process for the appointment of a different External Auditor.
The Committee is also responsible for recommending to the Board whether it
should ask the shareholders to appoint, reappoint or remove the External
Auditor at the AGM.
In its oversight of the external audit, the Committee considered whether it
wouldbe appropriate to conduct an audit tender at this time. The Committee
took into account:
– Its continued satisfaction with the quality and independence of EY’s audit
– Any new External Auditor would need a transition period to develop sufficient
understanding of the business given the Company’s size and complexity
– Frequent changes of External Auditor would be inefficient and could lead to
increased risk and the loss of cumulative knowledge
– A change in auditor would be expected to have a significant impact on the
Company, including on the Company’s finance function
– Any change in auditor should be scheduled to limit operational disruption
The Committee also considered EY’s leadership and activities in the area of
climate change. After due consideration the Committee determined it would not
be appropriate to re-tender for the external audit at this time.
EY has expressed willingness to continue in its capacity as independent Auditor
ofthe Company. The Committee has recommended to the Board the
reappointment of the External Auditor for the 2026 financial year and the
Directors will be proposing the reappointment of EY at the forthcoming AGM.
The External Auditor is required to rotate the audit engagement partner every
five years. Towards the end of FY24, EY engagement partner, Julie Carlyle, who
began her appointment at the commencement of FY20, was replaced by the new
engagement partner, Helen McLeod-Jones, who has been appointed with effect
from FY25.
ROBERT MOORHEAD
CHAIR OF THE AUDIT & RISK COMMITTEE
2 July 2025
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ESG COMMITTEE REPORT
DEAR STAKEHOLDER
It is my pleasure to present the ESG Committee Report for the financial
year ended 27 April 2025.
The ESG Committee continues to support the Group in making progress
acrossenvironmental, social and governance strategic initiatives; strengthening
compliance and mitigating against risk. These incremental improvements are
reflected in our rating agency scores.
A personal highlight of mine was joining colleague representatives in an interactive
and collaborative Climate Fresk workshop, in my capacity as the Chair of the ESG
Committee and also as the designated Non-Executive Director for Workforce
Engagement. The workshop, which was delivered by a third-party climate expert,
proved to be a fun and powerful way of understanding the scientific findings of
the Intergovernmental Panel on Climate Change (IPCC), while providing an
opportunity for quality engagement with colleagues within the organisation.
Guided by the results of our FY24 materiality assessment, we continued to
advance the Company’s ESG Strategy to ensure the business priorities identified
in our assessment remain material. In FY25 the Committee considered a number
of new and emerging issues impacting on our business, including the political and
legislative landscape. A subsequent review of these issues by key business
stakeholders confirmed that the priorities identified in FY24 remained mostly
relevant and it was agreed that the Group would continue to manage and
monitor all previously identified issues through our ESG Risk Register.
To drive continual improvement, the Committee stays up-to-date with best
practice and, during each meeting, the Company’s performance is benchmarked
against retail peers and leaders in luxury discretionary goods. We remain
cognisant of the continually evolving ESG landscape, particularly in light of the
macroeconomic backdrop, and that the corporate ESG agenda is becoming
increasingly under scrutiny. We monitor this alongside the increasing burden
ofclimate reporting regulation.
MEMBERS
I am joined on the ESG Committee by Ian Carter, Chair of the Board, and a
majority of independent Non-Executive Directors, comprising Tea Colaianni,
Robert Moorhead and Chabi Nouri. Brian Duffy, the Company’s CEO, is also
amember of the Committee and plays an instrumental role in integrating ESG
matters into the Company’s business strategy and planning, demonstrating top
level commitment from Senior Management in progressing the ESG Strategy.
Biographies of Committee members, including details of their skills and
experience, can be found on pages 162 and 163.
The Company Secretary and General Counsel acts as Secretary to the ESG
Committee and other Senior Management and/or external advisers may attend
by invitation, as appropriate, for all or part of meetings. This includes the CFO,
theHead of Sustainability and ESG, the Executive Director, Global Buying and
Merchandising and the Executive Director HR.
ROLE
The role of the Committee is to oversee, on behalf of the Board, the governance
ofour ESG Strategy. Our ESG Strategy is aligned with best practice and the
expectations of our stakeholders and aims to be both inspiring and achievable. Our
ESG Strategy is organised into three strategic pillars: (i) People; (ii) Planet; and (iii)
Product, to support engagement, and to align with the Group’s purpose and values,
as well as wider business strategies.
The Committee closely monitors progress against our metrics and targets for all
areas of the ESG Strategy including the key performance indicators, set annually
inthe Modern Slavery Statement. Alongside the Remuneration Committee, the
Committee also considers the key areas of strategy which link to the ESG
MEMBERS
Baroness (Rosa) Monckton MBE (Chair)
Tea Colaianni
Ian Carter
Brian Duffy
Robert Moorhead
Chabi Nouri
KEY RESPONSIBILITIES
– Provide oversight on behalf of the Board in relation to the
Company’s ESG Strategy including activities and performance
– Oversee ESG goals, targets and KPIs, and provide accountability
forsuccessful delivery
– Monitor the Company’s ESG Strategy to ensure it is embedded
intocore business operations, stakeholders are engaged with it
andprogress against achieving related goals, targets and KPIs
ismonitored
– Ensures the Company monitors current and emerging ESG trends
and adheres to relevant international standards and legal/
regulatory/governance requirements
– Provide guidance and monitor actions and initiatives taken to
prevent, mitigate and manage risks related to ESG matters which
may have a materially adverse impact on the Company and its
stakeholders
– Collaborate with the Audit & Risk Committee and the
Remuneration Committee on matters which overlap
– Make recommendations to the Board in relation to the required
resourcing and funding of ESG related activity
– Oversee the Company’s public disclosures, regarding the Company’s
ESG Strategy activities and performance, and review and monitor
the Company’s non-financial reporting with respect to ESG matters
BARONESS (ROSA)
MONCKTON MBE
Chair of the ESG Committee
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underpin, for determining bonus outcomes. Further details on the ESG
underpinand its performance can be found in the Directors’ Remuneration
Report on page 187.
The Committee supports the Audit & Risk Committee and the Remuneration
Committee, in respect of ESG-related matters reserved for their remit. The
Committee also plays a crucial role in monitoring environmental goals and
ensuring actions are taken to mitigate and manage climate-related risks and
opportunities by making sure they are embedded in the Company’s risk
management processes, financial decision-making and core business strategy.
The ESG Committee is supported by an ESG Steering Group, which is chaired
bythe CFO. The ESG Steering Group is made up of key members of Senior
Management, who each have formal operational responsibility for the
management of relevant ESG issues. The ESG Steering Group acts under a
separate Terms of Reference and reports progress towards the development,
implementation and delivery of the Company’s ESG Strategy into the ESG
Committee. The ESG Steering Group is supported by a number of working
groups which sit under the People, Planet and Product pillars. There is also
agovernance working group.
In FY25, the Committee continued to oversee the development and delivery
ofthe ESG Strategy, including challenging and collaborating with the Executive
Directors and Senior Management, to ensure ESG best practice is integrated into
the Company’s day-to-day business operations as well as the long-term strategy.
During the year, the Committee was pleased to note the appointment of a new
Head of Procurement which is enabling the Company to drive improvements
within its Supply Chain Management System. The Committee approved our new
Procurement Policy which helps to deliver key ESG goals, and operates alongside
revised Supplier Sustainability Standards (the ‘Standards’) (formerly known as the
‘ESG Partner Standards’).
The Procurement Policy, Standards and the Vendor Code of Conduct operate
simultaneously to support the factory audit programme, which independently
audits suppliers on a rotational basis. The Committee receives updates on the
audit programme at each meeting. On-site factory audits help safeguard the
integrity and reputation of our business operations and partnerships. Specialist
independent auditors assess facilities against over 200 indicators consistent with
our Vendor Code of Conduct and produce a report with a Low to Critical Risk
classification. Following an audit a corrective action is drafted and sent to the
supplier for review and comment. After a specified time period, a new audit will
take place and if the designated action plan has not been completed, the supplier
will be exited from the business. Stricter criteria has been applied this year,
including a number of environmental matters, and during the year a number of
high-risk suppliers have been audited, the results of which have led to us ceasing
our relationships with three suppliers.
The Group participated in the CDP questionnaire on climate change for the third
consecutive year and we were pleased to maintain our B Score, demonstrating
significant good environmental management practices, including the management
of climate-related risks and opportunities, which is detailed in our TCFD report
on page 123 to 126.
While the Committee is disappointed to have missed our annual emission
reduction targets, we have achieved our 100% renewable energy target across
our Group through the purchase of renewable energy certificates, backed by
guarantees of origin. We look forward to realising the benefits of a number of
new energy management initiatives which were approved in FY25 and will be
rolled out in FY26.
KEY FOCUS AND ACTIVITIES DURING THE YEAR
– Approved the Annual Report and Accounts 2024 ESG Committee Report
– Reviewed the ESG Committee Terms of Reference for Board approval
– Contributed to the development and delivery of the ESG Strategy and
reporting, by approving key decisions and providing accountability against
goals, targets and KPIs
– Received reports and recommendations from the ESG Steering Group,
key management stakeholders and subject matter experts
– Governance – reviewed key documents for Board for approval including:
the Modern Slavery Statement; the Environmental Policy; the Human
Rights Policy; the Data Information and Security Information Statement;
and the Vendor Code of Conduct
– Benchmarked the Company’s performance against sustainability rating
agency reports along with the CDP questionnaire on climate change
– Participated in an in-depth training session covering ESG areas suitable for
automation through agentic AI, alongside anticipated future technological
developments
– In conjunction with the Audit & Risk Committee, reviewed the
Company’s progress against recommendations by the TCFD and
non-financial reporting
– Discussed the integration of the two acquisitions, Roberto Coin Inc.
andthe Hodinkee business, into the ESG Strategy of the Group
– Approved the Procurement Policy and Supplier Sustainability Standards
– Reviewed the Company’s participation in an AI project to enhance its
ESG reporting
– Reviewed the actions identified by the FY24 Materiality Assessment
– Reviewed the recently published Rolex Sustainability Report and
considered any impact on the business
185
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

Further details on our approach to managing our environmental performance
canbe found on pages 76 and 77.
As previously reported in last year’s Committee Report, the Company
participated in its grant-funded programme to explore the use of artificial
intelligence (AI) technology to supply chain support due diligence and ESG
reporting. To advance the Committee’s understanding of machine learning
technology, a dedicated training session was held with external experts, who
explained some of the many business benefits including strategic efficiency,
regulatory agility and reporting automation. The Company recommended to the
Committee that the Company entered into a commercial agreement at the close
of the project and this was agreed. Further details on our AI project can be found
on page 136.
STAKEHOLDER ENGAGEMENT
The Committee welcomes feedback from all our stakeholders to ensure their
interests are represented in the ongoing development of the Company’s ESG
Strategy and approach to ESG matters.
Colleagues can share their thoughts through a variety of channels, including
Colleague Listening Forums, which I attend, the annual Colleague Engagement
Pulse/Surveys, or directly via email or CONNECT – the interactive digital
Groupengagement platform, which is used to promote and communicate
thecolleague incentive, GreenVibE, which encourages and rewards positive
environmental behaviours.
The Company responds to sustainability rating agency questionnaires received on
behalf of investors and facilitates meetings and roadshows to enable investors to
ask questions.
The Head of Sustainability and ESG regularly updates the Committee with key
external drivers and stakeholder sentiment, and it is also kept up to date with
supplier engagement activities to support the promotion of shared sustainability
goals and ensure due diligence.
A Materiality Assessment was undertaken towards the end of FY24; the results
and action plans were carried out during FY25. A Materiality Assessment is an
important way of engaging with all stakeholder groups to identify issues impacting
on our business. Issues identified as ‘material’ through this process were assessed
to help the Committee. The results and next steps resulting from this assessment
can be found on page 77.
ESG COMMITTEE REPORT
CONTINUED
OUTLOOK
We will continue to monitor the Company’s performance and review our
approach to ESG matters in FY26 to further enhance the Company’s brands,
create new business opportunities, help reduce costs, engage stakeholders and
ultimately build a successful business that is sustainable over the long-term. This
monitoring will take place alongside external factors assessing the future of the
ESG agenda as we continue to embed ‘doing the right thing, always’ into our
business as usual practices and processes under the banner of delivering on
ourPurpose.
Further information on the work of the Committee and the progress being made
by the Group can be found on pages 76 and 77.
BARONESS (ROSA) MONCKTON MBE
CHAIR OF THE ESG COMMITTEE
2 July 2025
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The Remuneration Committee’s Terms of Reference at:
thewosgroupplc.com
TEA COLAIANNI
Chair of the Remuneration
Committee
On behalf of the Remuneration Committee, I am pleased to present the Group’s
Remuneration Committee Report for the financial year ended 27April 2025.
FY25 business performance highlights
FY25 was: a year of strong strategic and operational progress for the Group,
which saw the US business continuing its strong momentum, and the UK returning
to growth.
– Revenue increased by 7% to £1,651.5 million
– Adjusted EBIT
1
increased 11% to £149.7 million
– Operating profit decreased 5% to £113.9 million
– Return on Capital Employed
1
(ROCE) decreased by 50 bps from 19.5% to 19.0%
We remain confident that our strategy, exceptional client experience and strong
brand relationships will enable us to continue to drive growth. I would like to
thank all colleagues for their continued work and dedication during the year.
Base salary/fee increases in FY25
The annual salary review process took place in November 2024, in line with
ournormal review timing. The UK salary review saw an increase of 3% for our
colleagues below Senior Management level. The salary review in the US saw an
increase of 3% for both Support Centre and retail colleagues.
In the UK, following our accreditation with the Living Wage Foundation, we invested
£0.7 million in salary increases for over 680 colleagues across retail and support
functions, to bring them in line with the 2024-2025 Real Living Wage rates.
The CEO and CFO elected once again, not to receive an increase in base salary.
The Chair and Non-Executive Director fees were reviewed in December 2024,
and it was once again agreed that there would be no increase in their fees.
Annual bonus outturn for FY25
The executive performance target for the FY25 annual bonus was based on
Adjusted EBIT, with an ESG underpin. Adjusted EBIT for FY25 was £149.7 million,
this falls between the threshold and target performance levels and there will be a
bonus at 24.2% of maximum paid in respect of FY25.
The Remuneration Committee assessed progress against our ESG Strategy
usingthe ESG underpin agreed at the start of the financial year. The key
highlightsincluded:
– Caring for our Planet – We have reduced our Scope 1 and 2 market-based
emissions year-on-year and implemented a new energy management system
– Caring for our Colleagues – We have maintained strong engagement with our
colleagues and were pleased to be Great Place to Work-Certified™ in the first
year of entry. Our engagement score and inclusion score for the year were 70%
and 77% respectively. We have also taken steps to protect and support lower
paid employees in light of the cost-of-living crisis through the Real Living
Wagecommitment
– Caring for our Communities – We have continued our support of The
Watches of Switzerland Group Foundation and increased volunteering hours
by37%
Overall, the Committee considered that the progress against our ESG strategy in
FY25 was positive. The Committee therefore determined that the ESG underpin
has been met and there would be no downwards adjustment to the formulaic
bonus outcome.
Full details on the performance outturn against the targets are shown in the
‘At a glance’ section on pages 192 and 193.
R EMU NER ATION
COMMITTEE REPORT
Members Independent
No. of meetings
attended
Tea Colaianni (Chair)
3/3
Ian Carter
3/3
Baroness (Rosa) Monckton MBE
3/3
Robert Moorhead
3/3
Section
Page
Chair’s statement 187
Wider workforce considerations 190
At a glance 192
Annual Report on Remuneration 194
2025 Directors’ Remuneration Policy 200
1 This is an Alternative Performance Measure. Refer to Glossary on pages 270 to 273 for
definitions and reconciliation to statutory measures.
187
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

REMUNERATION COMMITTEE REPORT
CONTINUED
Long-Term Incentive Plan (LTIP) awards vesting in FY25
The LTIP grants awarded in July 2022 were based 80% on three-year cumulative
Adjusted EPS and 20% on three-year average ROCE performance.
The performance targets were set taking into account internal and external
expectations of performance at the time. The macroeconomic backdrop over the
performance period has resulted in tough trading conditions in the UK this year,
resulting in cumulative Adjusted EPS of 132.3p and three-year average ROCE of
22.1%. As such, 0% of the LTIP award is due to vest in July 2025.
NEW DIRECTORS’ REMUNERATION POLICY
Our Remuneration Policy was last approved by shareholders at the 2022 AGM
where it received strong support (98.15%). In line with the normal three-year
cycle, we are submitting a new Remuneration Policy for shareholder approval this
AGM. Following a comprehensive review the Committee has concluded that for
now the current Policy remains fit-for-purpose and continues to support the
execution of our long-term strategy and the continued generation of sustainable
shareholder value. Key features remain as follows:
– No change to the overarching pay framework – the incentive structure will
continue to include an annual bonus and performance-based LTIP
– No increase to incentive opportunities under either the annual bonus or LTIP
– Retention of ‘best practice’ features, including shareholding guidelines in-
employment and post-employment, a post-vesting LTIP holding period and a
pension allowance aligned with the wider workforce
We are proposing an amendment to our approach to annual bonus deferral to
reflect developing market practice in this area. The Committee proposes that
where Executive Directors have met their shareholding requirements in full,
annual bonus awards will typically be made fully in cash rather than part being
deferred into shares. Where an Executive Director has not met their shareholding
guidelines, they would still be required to defer one-third of their annual bonus
into shares to support building their shareholding and to increase alignment with
shareholder interests.
This change will simplify the annual bonus structure and better align us with
international market practice, whilst still ensuring strong shareholder alignment
through existing shareholding guidelines. The Committee’s view is that both
deferral and shareholding guidelines ensure strong alignment to shareholders
andit is not necessary to have further deferral of annual bonus awards where
Executives already hold substantial holdings in the Company. Both Executive
Directors currently have significant shareholdings, very considerably above the
listed market average and in excess of our Executive Director shareholding
guidelines (200%). Our Remuneration Policy continues to include other best
practice features that further reinforce stewardship and creates shareholder
alignment including a two-year holding period on the LTIP, post-employment
shareholding requirements and recovery provisions to avoid payments for failure.
While only a minor change is proposed to the Policy at this stage, the Committee
is conscious that we are operating in a rapidly changing macroeconomic context
for both the luxury sector and UK pay governance. The Group is also continuing
to evolve with US revenue increasing to 48% of total Group revenue. The
Committee therefore intends to keep the Policy under careful review and it may
be necessary to make further changes to the Policy within the three-year life of
the Policy. Should the need to make further changes arise we will consult with our
shareholders at that time. We maintain an ongoing dialogue with shareholders to
understand their views and sought feedback from our major shareholders as we
developed this Remuneration Policy.
FY26 IMPLEMENTATION OF REMUNERATION POLICY
Base salary/fee increases for FY26
Salary reviews for all colleagues in the UK and US Support Centres took place
inNovember 2024 and the next support and retail colleague review will be in
November 2025.
Annual bonus for FY26
The annual bonus will be determined in line with the normal cycle. For FY26, the
annual bonus will continue to be based on Adjusted EBIT and the ESG underpin
will continue to apply for FY26. The underpin will focus on key metrics under our
three main ESG pillars:
– Caring for our Planet
– Caring for our Colleagues
– Caring for our Communities
This ESG underpin will inform the Committee’s decision of whether or not to
apply a downwards adjustment of up to 10% to the formulaic FY26 annual bonus
outcome in order to take into account the wider ESG performance of the Group.
Key factors considered by the Committee will be disclosed retrospectively in next
year’s Annual Report and Accounts, in line with best practice.
LTIP awards to be granted in FY26
Due to the ongoing market volatility the Committee has not yet finalised the
LTIPtargets for FY26 awards. These targets will be set prior to grant and will
bedisclosed, at the latest, in the RNS at the time of the award. No changes are
proposed to the LTIP award levels and these will continue to be 200% of base
salary for the CEO and 175% of base salary for the CFO. In line with last year’s
grant, the LTIP measures will be based on a three-year cumulative Adjusted EPS
and three-year average ROCE with weightings of 80% and 20% of maximum
respectively. ROCE is a Key Performance Indicator (KPI) and measures the
efficiency with which the Group is able to utilise its capital. Strong average ROCE
performance combined with continued growth in earnings is critical in ensuring
the successful execution of our long-term strategy and growth ambitions.
1 This is an Alternative Performance Measure. Refer to Glossary on pages 270 to 273 for
definitions and reconciliation to statutory measures.
188
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS
Wider workforce considerations and helping our employees with the
cost-of-living crisis
The Watches of Switzerland Group always strives to be an organisation that is
inclusive, rewarding and fair to all colleagues. It is the unwavering commitment
from our colleagues that has been critical to the Group as we navigated the
trading conditions across luxury retail. During this time, the Committee has been
acutely aware of the challenges our colleagues have been facing because of the
macroeconomic environment.
The Watches of Switzerland Group continues to be an organisation that values
allcolleagues across the business and is particularly mindful of the circumstances
of those on the lowest salaries. We were proud to retain our Living Wage
Foundation accreditation in FY25, making a commitment to paying all our UK
colleagues the minimum real living wage to ensure that they receive sufficient
income to meet their basic needs. In the US, we pay above state minimum to
allour colleagues.
We launched a new communication strategy in FY25 which creates a further
opportunity for two-way communication across the Group. Town halls have been
attended by Baroness (Rosa) Monckton MBE in her capacity as the Designated
Non-Executive Director for Workforce Engagement, which included question
andanswer sessions and review of colleague feedback.
In the US, we were pleased to confirm 100% participation in the new benefits
platform enrolment and we have increased maternity leave to provide greater
financial support to parents.
In the UK, we continue to provide the Watches of Switzerland Group Support
Fund, which offers financial support by way of a loan for those most impacted
bythe cost-of-living crisis.
We will continue to monitor this area and make adjustments as necessary
tosupport ongoing retention and motivation in a challenging macroeconomic
andtalent environment.
Engagement with shareholders
I would like to take this opportunity to thank our shareholders for their support
ofour Directors’ Remuneration Report at our 2024 AGM which received 94% of
votes cast in favour. We recognise that executive remuneration is an area of public
interest and we have worked hard to ensure that full transparency has been
provided in this year’s Directors’ Remuneration Report on the Group’s
remuneration practices and our new Remuneration Policy.
In conclusion
In addition to the policy, the remainder of the Remuneration Report is split into
three parts:
Wider workforce considerations
This section contains discussions on the Company’s initiatives in colleague and
stakeholder engagement. In addition, we have included a report on specific areas
in relation to wider workforce remuneration which the Committee reviewed
during the course of the year.
‘At a glance’ section
The ‘At a glance’ section provides a summary of the payments made to the
Executive Directors during FY25.
Annual Report on Remuneration
This section summarises remuneration decisions during the past year. This includes
details of annual bonus and long-term incentive awards granted and vesting during
the year.
I hope that you will find this year’s report clear, transparent and informative. If you
wish to discuss any aspect of this Remuneration Report, I would be happy to hear
from you. You can contact me through our Company Secretary and General
Counsel, Laura Battley. I will also be available at the Company’s AGM at 2.30pm
on Wednesday 3 September 2025 to answer any questions.
On behalf of the Remuneration Committee and the Board.
TEA COLAIANNI
CHAIR OF THE REMUNERATION COMMITTEE
2 July 2025
As a Remuneration Committee, it is our responsibility to make decisions
which support the Group’s long-term business strategy, and which align with
the Group’s culture and values. We must balance this with our desire to
reflect best practice remuneration and high standards of corporate
governance. In addition to its usual activities, key areas of focus for the
Committee in FY25 have been:
– Ensured that our incentive framework continues to appropriately motivate
and retain our colleagues in challenging market circumstances
– Reviewed performance against incentives, performance measures including
reviewing the ESG underpin
– Reviewed our Directors’ Remuneration Policy and consulted with
shareholders
– Considered and approved the remuneration package for colleagues below
Board
– Reviewed gender pay gap progress and relevant actions
– Reviewed Chair fees
HOW THE REMUNERATION COMMITTEE SPENT ITS TIME IN FY25
189
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

WIDER WORKFORCE CONSIDERATIONS
As part of our commitment to fairness, openness and inclusivity, as in previous
years, we have included this dedicated section to provide more information on
our communication with colleagues, our remuneration principles and wider
workforce pay conditions.
COMMUNICATIONS WITH COLLEAGUES
We have a number of channels where colleagues’ views on remuneration can
becaptured. For example, colleagues are able to express their views through the
Company’s Colleague Engagement Surveys and through two-way communication
channels in the UK and the US. We are committed to giving our colleagues a
voice and they have always had the opportunity to interact with our Directors.
We have a dedicated Designated Non-Executive Director for Workforce
Engagement, Baroness (Rosa) Monckton MBE, responsible for gathering our
colleagues’ views and presenting these to the Board.
How we engaged with colleagues in FY25
– Open conversation during ‘In Conversation With’ sessions attended by
Baroness (Rosa) Monckton MBE and senior leadership
– Engagement survey and understanding what matters to our colleagues
– Innovative and accessible communication portals including CONNECT
– Colleague engagement, input to office environment and Foundation Forum
– Visits to showrooms by the Chair of the Board and other Board members
– Colleague attendance at Board meetings and informal engagement events
withthe Board
Our Listening Forums have been replaced by skip-level meetings chaired by
Baroness (Rosa) Monckton in the UK and the US which involves open two-way
conversation without senior levels of management. This gives Rosa an opportunity
to ask questions in an informal setting about culture and organisation and any
other issues.
REMUNERATION COMMITTEE REPORT
A process was introduced in 2020, which enables the Remuneration Committee
to carry out its oversight and review of wider workforce pay and policies, and to
ensure that they are designed to support the Company’s desired culture and
values. When conducting its annual review, the Remuneration Committee is
paying particular attention to:
– Whether the element of remuneration is consistent with the Company’s
remuneration principles
– If there are differences, whether they are objectively justifiable
– Whether the approach seems fair and equitable in the context of other employees
Once the Remuneration Committee has conducted its review of the wider
workforce remuneration and incentives, it will consider the approach applied
tothe remuneration of the Executive Directors and Senior Management. In
particular, the Remuneration Committee is focused on whether the approach
tothe remuneration of the Executive Directors and Senior Management is
consistent with that applied to the wider workforce.
The Remuneration Committee remains satisfied that the approach to
remuneration across the Group is consistent with the Company’s principles
ofremuneration. Furthermore, in the Remuneration Committee’s opinion, the
approach to executive remuneration aligns with the wider Company pay policy
and there are no anomalies specific to the Executive Directors excluding the fact
that, since the IPO in 2019, the Executive Directors have elected not to receive
salary increases or pension.
GENDER PAY
UK legislation requires employers with more than 250 employees to disclose
information on their gender pay gap on an annual basis. We have published our
seventh disclosure of the pay gap based on amounts paid in the April 2024 payroll.
The bonus gap was based on incentives paid in the year to 31 March 2024.
The mean gender pay gap at the Group is 16%, compared to 20% last year. The
median bonus gap at the Group is 25%, compared to 42% last year. Whilst there
is still a way to go, we are encouraged by the result. The full report, including
details on the initiatives we have underway to help close our gender pay gap,
isavailable on our website thewosgroupplc.com
The following table sets out a summary of the information received by the
Remuneration Committee on the Group’s remuneration structure:
Element of
remuneration Overview of practice at the Watches of Switzerland Group PLC
Alignment
with
remuneration
principles
The Group’s remuneration principles are designed to enable
fairand flexible reward structures to be developed and
implemented across the entire organisation. We continue
toreview and redesign our policies in line with this principle.
Salary
Salaries are set to reflect the market value of the role, and
toaid recruitment and retention. Remuneration for all UK
colleagues is above the Real Living Wage. We also closely
monitor the rates of pay of people who are training with
ustomake sure they remain fair and competitive.
Salary increases are normally awarded annually following the
Company’s main pay review and are typically between 2% and
3%. This year, our UK Support Centre pay review delivered an
increase of 3% for all colleagues below Senior Management level.
We also implemented adjustments in support and retail salaries
to comply with our commitment to the Real Living Wage.
Typically, the Executive Directors will receive no more than
thesame percentage increase as the wider workforce. The US
awarded pay increases of 3% to support and retail colleagues.
From time to time, ad hoc pay reviews are conducted in order
to make market or inflationary adjustments and ensure the
Company’s targeted living wage differential is maintained.
REMUNERATION COMMITTEE REPORT
CONTINUED
190
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Element of
remuneration Overview of practice at the Watches of Switzerland Group PLC
Annual
variable pay
All Watches of Switzerland Group colleagues are entitled to
earn variable pay linked to stretching performance targets:
Annual bonus plan
Subject to service and eligibility, our colleagues in support
functions participate in the Company’s annual bonus plan
andare rewarded based on financial performance measured
using Adjusted EBIT . As outlined in last year’s Directors’
Remuneration Report, a robust ESG underpin applies to
annualbonus awards.
Bonuses typically operate in one of three formats depending
onthe level of seniority and line-of-sight to performance:
– For roles with a global remit, bonuses are based 100% on
Group performance
– For roles that wholly or mainly concentrate on either our
UKor US operations, bonuses are based 100% on the
performance of the business in the relevant country
In line with market practice, the bonus quantum and the
question of whether it is paid solely in cash or in a mixture
ofcash and deferred shares depends on the level of seniority
ofthe colleague.
Bonuses to eligible colleagues are normally paid in July, when
performance conditions have been met.
Sales commission plans
A range of plans exist for our retail team members which
reflect the size and complexity of the showrooms. Targets
canbe based on individual objectives for larger showrooms
orteam-based objectives for smaller showrooms. The majority
of these plans are paid monthly and biannually.
We review these schemes periodically to ensure they adhere
toour reward principles and support good client outcomes.
LTIP
The LTIP is currently available to Executive Directors and
Senior Management. LTIP awards are normally granted annually.
Malus and clawback provisions are in place.
The vesting period is three years and all LTIP participants
aresubject to an additional two-year holding period. Eligible
colleagues and details of the award opportunity are set
outbelow.
Level
No. of eligible
colleagues
Targeted ranges (% of
salary)
Group CEO 1 200%
Group CFO 1 175%
Senior Management 18 20–80%
Pension
The Company operates a UK defined contribution pension
arrangement, which all UK employees are entitled to
participatein.
The Executive Directors are entitled to receive an employer
pension contribution of 3% of salary, which is aligned with the level
available to the majority of the wider workforce in the UK. The
CEO and the CFO waive their employer pension contributions.
Arrangements for US employees vary depending on territory.
Insome locations, the Company offers a 3% 401k employer
match and in other locations a 2% match is offered.
Element of
remuneration Overview of practice at the Watches of Switzerland Group PLC
Benefits
We offer a suite of benefits across the Group, which are
designed to be appropriate for different roles and functions and
countries. These include health insurance (for all US colleagues
and some UK colleagues), and in the UK, season ticket loans,
acycle to work scheme, a Health Cash Plan and UK and US
enhanced maternity leave. Life cover is offered to varying
degrees depending on grade and region.
We operate an Employee Assistance Programme (EAP) in the
UK and US. This is intended to help employees deal with any
personal problems that may adversely impact their work
performance, health and/or wellbeing and financial support.
All of our colleagues are entitled to staff discounts, subject
tothe rules of the relevant schemes.
All-employee
share schemes
Our colleagues are able to participate in our employee
sharesave schemes in the UK and US.
A summary of the Company’s general policies is as follows:
Policy Description
Reward
We have an ethical pay policy, whereby we ensure that
our pay rates are ahead of the Real Living Wage in the UK
and we periodically benchmark salaries against market
data. We have implemented interim reviews for relevant
groups of colleagues when deemed necessary to
guarantee compliance with the legislation, and to ensure
that our pay rates remain competitive with those of our
main competitors.
Recognition and
celebration
Our UK recognition programme, VibE, provides all
colleagues with the ability to recognise and celebrate
achievements across the colleague population instantly
viaa digital platform. CONNECT, our internal community
based social platform, provides Company news, and
enables our colleagues to recognise and celebrate
achievements across the Group.
Development
opportunities
We are proud of our wide range of training and
development programmes in the UK and US and we
workclosely with our brand partners to ensure that
ourcolleagues are true experts in our category.
Oure-learning modules make learning and personal
development accessible to all.
Equal opportunities
and diversity
initiatives
The Company is committed to an active Diversity &
Inclusion Policy from recruitment and selection to training
and development, performance reviews and promotion.
All decisions relating to employment practices are
objective, free from bias and based solely upon work
criteria and individual merit. The Company is responsive
to the needs of its colleagues, clients and the community.
We are an organisation that seeks to make use of
everyone’s talents and abilities, and where diversity
isvalued. The Company ensures that its promotion
andrecruitment practices are fair and objective and
encourages the continuous development and training, as
well as the provision of equal opportunities for the training
and career development, of all colleagues. Further details
of this are shown on pages 176 and 177.
191
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

AT A GLANCE
DIRECTORS’ REMUNERATION REPORT
REMUNERATION PRINCIPLES
Our reward strategy is designed to support and reinforce our purpose and values, and to reward all of our colleagues for delivering against our strategic objectives.
Theremuneration principles that we have developed across the Group are cascaded throughout the organisation.
Current Directors’ Remuneration Policy
Fixed
Salary
Reflects the value of the individual, their role, skills, experience and contribution to the business
Benefits
Aligned with all other colleague arrangements
Pension
Alignment of employer pension contributions with the wider workforce at 3%. The CEO and CFO waive their employer pension contribution
Variable
Annual bonus plan
Incentivises achievement of annual objectives and aligns Director and shareholder interests by ensuring share ownership for Executive Directors
LTIP
Provides alignment with shareholders and motivates key individuals to achieve long-term targets and deliver sustainable performance
WHAT IS THE LINK TO COMPANY STRATEGY?
The following diagram shows the link between our Remuneration Policy and our strategy through looking at our KPIs, which measure the successful implementation
ofthat strategy and the performance conditions we use for our incentive plans. Our FY25 performance against our KPIs is also shown below:
KPIs
REVENUE
£1,651. 5m
FY24: £1,537.9m
ADJUSTED EBIT1
£149.7m
FY24: £134.7m
RETURN ON CAPITAL EMPLOYED 1
19.0%
FY24: 19.5%
OPERATING PROFIT
£113 .9 m
FY24: £120.0m
ADJUSTED EPS 1
41.6p
FY24: 38.0p
CASH GENERATED FROM OPERATIONS
£214.1m
FY24: £225.5m
BONUS PLAN
Performance condition: 100% based on Adjusted EBIT
Reflects the successful delivery of our Adjusted EBIT KPIsubject
to an ESG underpin, which can reduce the bonus up to 10%
taking into account progress against our ESG strategy
LTI P
Performance conditions: Adjusted EPS (80%) and ROCE (20%)
Reflects the successful delivery of a number of KPIs overthe
long-term: Adjusted EPS and ROCE
1 This is an Alternative Performance Measure and is shown pre-IFRS 16. Refer to the Glossary on pages 270 to 273 for definition, purpose and reconciliation to statutory measures where relevant.
192
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

REMUNERATION IN RESPECT OF FY25
Total compensation
Brian Duffy (CEO) Anders Romberg (CFO)
Salary: £500,000 Salary: £380,000
Taxable benefits:
1
£28,771 Taxable benefits:
1
£6 ,17 7
Annual bonus:
2
£181,500 Annual bonus:
2
£114,950
LTIP:
3
– LTIP:
3
–
Pension: – Pension: –
Tot al: £710,271 Total: £501,127
1 Taxable benefits include one or more of private healthcare, accommodation when attending different offices, company car (including private fuel) or a car allowance.
2 A bonus payment is to be awarded for FY25, based on 24.2% of maximum potential with two-thirds payable in cash and one-third deferred shares.
3 The FY23 LTIP awards have not met the performance conditions and 0% will vest.
For further detail refer to page 195.
ANNUAL BONUS OUTCOMES IN FY25 (AUDITED)
Performance
condition Weighting
Threshold
performance
required (20% of
max bonus)
Target
performance
required (50% of
max bonus)
Maximum
performance
required (100% of
max bonus)
Actual
performance
Percentage of
maximum
performance
achieved
Bonus value achieved
Brian Duffy Anders Romberg
Adjusted EBIT 100% £148.6m £156.4m £164.2m £149.7m 24.2%
£181,500 £114,950
For further detail refer to page 195.
LTIP OUTCOMES IN FY25
The LTIP awards granted in July 2022 were based 80% on three-year cumulative Adjusted EPS and 20% on three-year average ROCE performance.
As a result of Adjusted EPS and ROCE performance over the three-year performance period, 0% of the LTIP award is due to vest in July 2025.
Performance condition Weighting
Threshold performance
required (20% of max
LTI P)
Target performance
required (60% of max
LTI P)
Maximum
performance required
(100% of max LTIP)
Actual
performance Vesting level
Cumulative Adjusted Earnings Per Share
80% 166.2p 175.0p 183.7p 132. 3p 0%
Average ROCE 20% 26.4% 27.8% 29.2% 22.1% 0%
For further detail of the performance outcomes refer to page 195.
No malus nor clawback provisions in relation to any element of Directors’ remuneration were used during the year under review.
193
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

DIRECTORS’ REMUNERATION REPORT
CONTINUED
SINGLE TOTAL FIGURE OF REMUNERATION (AUDITED)
The table below sets out the single total figure of remuneration and breakdown for each Director in respect of FY25. Figures provided have been calculated in
accordance with the UK disclosure requirements: The Large and Medium-Sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2019
(Schedule 8 to the Regulations).
Name Period
Salary/fees
£
Taxable
benefits
1
£
Bonus
2
£
LTI P
3
£
Pension
4
£
Other
£
Total
£
Total fixed
remuneration
£
Total variable
remuneration
£
Executive Directors
Brian Duffy FY25 500,000 28,771 181,500 – –
–
710,271 528,771 181,500
FY24 500,000 25,190 – 347,770 –
–
872,960 525,190 347,770
Anders Romberg
5
FY25 380,000 6 ,177 114,950 – –
–
501,127 386 ,17 7 114,950
FY24 37 7,082 8,523 – 41,415 – –
427,020
385,605
41,415
Non-Executive Directors
6
Ian Carter
FY25 190,000 8,577 n/a n/a n/a
n/a
198,577 198,577 n/a
FY24 190,000 19,820 n/a n/a n/a
n/a
209,820 209,820 n/a
Tea Colaianni
FY25 82,500 – n/a n/a n/a
n/a
82,500 82,500 n/a
FY24 82,500 230 n/a n/a n/a
n/a
82,730 82,730 n/a
Robert Moorhead
FY25 72,500 155 n/a n/a n/a
n/a
72,655 72,655 n/a
FY24 72,500 – n/a n/a n/a
n/a
72,500 72,500 n/a
Baroness (Rosa)
Monckton MBE
FY25 72,500 283 n/a n/a n/a
n/a
72,783 72,783 n/a
FY24 72,500 – n/a n/a n/a
n/a
72,500 72,500 n/a
Chabi Nouri FY25
60,000 1,301 n/a n/a n/a
n/a
61,301 61,301 n/a
FY24 60,000 3,848 n/a n/a n/a n/a 63,848 63,848 n/a
1 Taxable benefits for Executive Directors includes one or more of: private healthcare; accommodation when attending different offices; company car (including private fuel); or a car allowance.
Healthcare provision for Executive Directors was enhanced effective 23 December 2024. Taxable benefits for Non-Executive Directors includes reimbursement for travel and accommodation costs.
2 The annual bonus is paid two-thirds in cash and one-third in shares, with the portion deferred into shares subject to continued employment for three years but with no further performance
conditions attached.
3 The FY23 LTIP award will vest at 0% of maximum due to the performance conditions not being met. The value of the FY22 LTIP award which vested in FY24 has been updated to reflect the share
price on the exercise date of 7 April 2025, being £3.276.
4 The CEO and CFO waive their employer pension contributions.
5 Anders Romberg retired as CFO and as an Executive Director of the Board with effect from 1 January 2022. On 12 May 2023 he rejoined the Board and replaced Bill Floydd as CFO. The increased
salary in comparison to FY24 is as a result of the annualisation of his remuneration. The FY24 LTIP value shown reflects the proportion of the LTIP award he retained (12,642) shares of the original
65,021 shares granted.
6 Non-Executive Director fees include fees in respect of committee meetings. There has been no increase in respect of any of the individual fee components.
ANNUAL REPORT ON REMUNERATION
194
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

ANNUAL BONUS OUTCOMES IN FY25 (AUDITED)
The maximum bonus opportunity for the CEO and CFO for FY25 was 150% and 125% of salary respectively. Two-thirds of the bonus award is paid out in cash with
the remaining one-third deferred into shares and subject to a three-year vesting period.
Details of the targets used to determine bonuses in respect of FY25 and the extent to which they were satisfied are shown in the table below:
Performance
condition Weighting
Threshold
performance
required (20% of
max bonus)
Target
performance
required (50% of
max bonus)
Maximum
performance
required (100% of
max bonus)
Actual
performance
Percentage of
maximum
performance
achieved
Bonus value achieved
Brian Duffy Anders Romberg
Adjusted EBIT 100% £148.6m £156.4m £164.2m £149.7m 24.2%
£181,500 £114,950
Included in our bonus pay-out, in line with best practice and as disclosed in last year’s report, the Remuneration Committee assessed progress against our ESG Strategy
using the ESG underpin developed at the start of the year. The key highlights included:
– Caring for our Planet – We have reduced our Scope 1 and 2 market-based emissions year-on-year and implemented a new energy management system
– Caring for our Colleagues – We have maintained strong engagement with our colleagues. Our engagement score and inclusion score for the year were 70% and 77%
respectively. We have also taken steps to protect and support lower paid colleagues in light of the cost-of-living crisis through the Real Living Wage commitment
– Caring for our Communities – We have continued our support of The Watches of Switzerland Group Foundation and increased the Company’s volunteering hours
by 37%
Overall, the Committee considered that the progress against our ESG Strategy in FY25 was positive and we have delivered continuous improvements across our
environmental and social activities in FY25. The Committee therefore determined that the ESG underpin has been met and it has not resulted in any downwards
adjustment to the formulaic bonus outcome.
LONG-TERM INCENTIVE OUTCOMES IN FY25
LTIP awards granted in July 2022 were subject to performance to the end of FY25. Details of the three-year cumulative Adjusted EPS and three-year average ROCE
targets attached to these awards and the extent to which they were satisfied are shown in the table below. EPS and ROCE performance was below the stretching
thresholds and therefore no portion of this award will vest. A two-year holding period applies to long-term incentive awards following vesting.
Performance condition Weighting
Threshold
performance required
(20% of max LTIP)
Target
performance required
(60% of max LTIP)
Maximum
performance required
(100% of max LTIP)
Actual
performance Vesting level
Cumulative Adjusted EPS 80% 166.2p 175.0p 183.7p 132. 3p 0%
Average ROCE 20% 26.4% 27.8% 29.2% 22.1% 0%
LONG-TERM INCENTIVES AWARDED IN FY25 (AUDITED)
The table below sets out the details of the long-term incentive awards granted in FY25, where vesting will be determined according to the achievement of performance
conditions that will be tested based on three-year performance to the end of FY27.
Name
Award
type
Basis on which
award made
Shares
awarded
Percentage of award
vesting at threshold
performance (%)
Maximum percentage of
face value that could vest
(%)
Performance
conditions
Brian Duffy Nil-cost options 200% of annual salary 241,429 20% 100% EPS (80%)
ROCE (20%)
Anders Romberg Nil-cost options 175% annual of salary 160,550 20% 100% EPS (80%)
ROCE (20%)
The awards were granted on 8 July 2024; the face value is calculated with reference to a share price of £4.14, being the closing share price on 5 July 2024.
Awards are based 80% on three-year cumulative Adjusted EPS and 20% on three-year average ROCE over the period FY25 to FY27. Targets are as follows:
– Cumulative Adjusted EPS: 178.2p (Threshold); 187.6p (Target); 196.9p (Maximum)
– Average ROCE: 22.7% (Threshold); 23.9% (Target); 25.1% (Maximum)
195
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

DIRECTORS’ REMUNERATION REPORT
CONTINUED
DIRECTORS’ SHARE INTERESTS (AUDITED)
Name
Shares held directly
Deferred
shares not
subject to
performance
conditions
LTIP vested
but not yet
exercised
LTIP interests
subject to
performance
conditions
LTIP interests
not subject to
performance
conditions
Shareholding requirement
Current
shareholding
Beneficially
owned % Salary
Shareholding
requirement
met?
Executive Directors
Brian Duffy 8 , 511, 4 59 8 , 511, 459 58 ,112 – 524,038 – 200% Yes
Anders Romberg 1,494,236 1,494,236 12,853 – 259,877 – 175% Yes
Non-Executive Directors
Ian Carter 182,200 182,200 – – – – n/a n/a
Tea Colaianni 32,947 32,947 – – – – n/a n/a
Robert Moorhead 30,620 30,620 – – – – n/a n/a
Baroness (Rosa) Monckton MBE 8,904 8,904 – – – – n/a n/a
Chabi Nouri – – – – – – n/a n/a
There have been no changes to shareholdings between 27 April 2025 and the date of this Report.
The market price of shares at 25 April 2025 was £3.59 and the range during FY25 was £3.25 to £5.92.
PAYMENTS TO PAST DIRECTORS AND PAYMENTS FOR LOSS OF OFFICE
No payments were made to past Directors or for loss of office in FY25.
REMUNERATION AND ALIGNMENT WITH PERFORMANCE
CEO pay ratio
Our CEO to employee pay ratios for FY20 to FY25 are set out in the table below:
Financial year Method used
25th percentile
pay ratio
50th percentile
pay ratio
75th percentile
pay ratio
FY25 (reported) Option A 27:1 24:1 19:1
FY24 (reported) Option A 37:1 32:1 25:1
FY23 (reported) Option A 144:1 124:1 92:1
FY22 (reported) Option A 206:1 174:1 128:1
FY21 (reported) Option A 61:1 51:1 37:1
FY20 (reported) Option A 317:1 262:1 179:1
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THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Details of salary and total pay and benefits as required under the regulations are set out below:
CEO base salary: £500,000
CEO total pay and benefits: £710,271
Employee figures (£’000) Salary
Total pay and
benefits
25th percentile employee 36.8 37.9
50th percentile employee 29.0 29.5
75th percentile employee 24.8 26.2
The Company has used Option A to calculate the CEO pay ratio. The Company feels that using comparable single figure data ensures the most like for like comparison
of CEO pay against the pay levels of employees at the 25th, 50th and 75th percentiles. We have determined the individuals at the 25th, 50th and 75th percentiles as at
27 April 2025, the last day of the financial year.
The CEO pay ratio gap has decreased during the year, and while this is influenced by a number of factors, a key influence is the fact that there is no LTIP vesting this
year compared to a full vesting of the award which vested last year.
The value of the LTIP vesting in respect of FY25 is £nil due to the performance conditions not being met.
In addition, we expect the ratios could be fairly volatile for the following reasons:
– The CEO’s pay is made up of a greater proportion of incentive pay than for employees generally, and this leads to a higher degree of variability in his overall pay
eachyear
– LTIPs are provided in shares, and therefore a change in share price over the three years changes the value of a long-term incentive award vesting in any given year
We recognise that the ratio is driven by the different structure of the pay of our CEO versus that of our colleagues generally, as well as the make-up of our workforce.
What is important from our perspective is that this ratio is influenced only by the differences in structure, and not by divergence in fixed pay between the CEO and
wider workforce. The Remuneration Committee reviews information about colleague pay, reward and progression policies of the Company and is comfortable that
themedian pay ratio is consistent with these policies.
NOTES ON METHODOLOGY
In determining the quartile figures, the hourly rates were annualised using the same number of contractual hours as the CEO. Actual pay and benefits were calculated
for all UK colleagues at the snapshot date and subsequently ranked in order to identify the relevant person at each quartile. For the purpose of the calculations the
following elements of pay were included (if applicable) for all colleagues:
– Annual basic salary
– Private medical insurance cover
– Car or car allowance
– Employer pension contribution (noting that the CEO and CFO waive their employer pension contribution)
– Bonus and commission earned in the year in question
– LTIP value
– Management incentive plan value
197
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

PERCENTAGE CHANGE IN DIRECTORS’ REMUNERATION
The table below shows how the percentage change in each Director’s salary/fees, taxable benefits and annual bonus from FY20 to FY25 compares with the average
percentage change in each of those components of pay for the UK-based employees of the Group as a whole.
The reporting regulations prescribe that all employees of the listed company, excluding Directors, should be included in the average employee calculation. However,
asthe Watches of Switzerland Group PLC does not have any colleagues other than the two Executive Directors, no statutory disclosure can be provided in respect
ofcolleagues. Therefore, the Company has chosen to voluntarily disclose the information in the table below using UK full time colleagues as the comparator group;
thisgroup was chosen on the basis that the majority of our workforce is UK-based.
Year-on-year changes in pay for Directors compared to the average UK colleague increase:
Name
FY20 to FY21 FY21 to FY22 FY22 to FY23 FY23 to FY24 FY24 to FY25
Salary/
fees
Taxable
benefits
Annual
bonus
Salary/
fees
Taxable
benefits
Annual
bonus
Salary/
fees
Taxable
benefits
Annual
bonus
Salary/
fees
Taxable
benefits
Annual
bonus
Salary/
fees
Taxable
benefits
Annual
bonus
Executive Directors
Brian Duffy 0% 2.7% n/a 4.3% (0.6)% 4.3% 0% 6.9% (25.0)% 0% 1.2% (100.0)% 0% 14.2% 100%
Anders Romberg
1
0% (43.0)% n/a (30.4)% (27.7)% (30.4)% n/a n/a n/a 100.0% 100.0% n/a 0.8%
1
(27. 5)% 100%
Non-Executive Directors
Ian Carter n/a n/a n/a 0% 0% n/a 0% 28.7% n/a 0% 128.2% n/a 0% (56.7)% n/a
Tea Colaianni 0% n/a n/a 10.0%
2
0% n/a 1.0%
2
100.0% n/a 0% (83.0)% n/a 0% (10 0.0)% n/a
Robert Moorhead 0% n/a n/a 10.8%
2
0% n/a 1.2%
2
0% n/a 0% 0% n/a 0% 100.0% n/a
Baroness (Rosa) Monckton MBE 0% n/a n/a 18.3%
2
0% n/a 2.4%
2
0% n/a 0% 0% n/a 0% 100.0% n/a
Chabi Nouri n/a n/a n/a n/a n/a n/a 100.0% 100.0% n/a 1.4%
3
(18.0)% n/a 0% (66.2)% n/a
Average percentage increase
for UK employees
5.0% 4.0% n/a 9% (15. 5)% 35% 9.1% (14.4)% (48.3)% 12. 5% 15.9% (100.0)% 5.0% (10.0)%
4
100%
1 Anders Romberg retired as CFO and as an Executive Director of the Board with effect from 1 January 2022. On 12 May 2023 he rejoined the Board and replaced Bill Floydd as CFO.
The increased salary in comparison to FY24 is as a result of the annualisation of his remuneration.
2 Changes in pay for the Non-Executive Directors related to the introduction of the ESG Committee part way through FY22. There have been no increases in Non-Executive Director fees over
theyear.
3 Chabi Nouri was appointed as an independent Non-Executive Director with effect from 1 May 2022. The increase in FY24 was as a result of the annualisation of her remuneration.
4 The reduction in taxable benefits is due to a move to more efficient fleet cars.
TOTAL SHAREHOLDER RETURN
The graph shows the Group’s TSR performance (share price plus dividends paid)
compared with the performance of the FTSE 250 (excluding Investment Trusts)
Index and the FTSE 350 General Retailers, since the Company’s IPO in June 2019.
These indices have been selected because the Company believes that the
constituent companies are the most appropriate for this comparison for the
Group. This chart will be built out in future reports until it provides a picture
ofperformance over ten years.
0
50
100
150
350
300
250
200
400
Watches of Switzerland Group PLC FTSE 250 (ex. Investment Trusts)
FTSE 350 General Retailers
20202019 2021 20232022
Rebased TSR from 30/05/2019
20252024
CEO REMUNERATION SINCE IPO
The Remuneration Committee does not believe that the remuneration paid
whilst the Company was private is relevant to the remuneration following IPO.
Assuch, this table shows remuneration from FY20, the first financial year when
the Company was listed. We will add to this table each year until a full ten-year
history is shown
Financial year
Single figure of
remuneration
% of max annual
bonus earned
% of max LTIP
awards vesting
FY25 – Brian Duffy £710,271 24% 0%
FY24 – Brian Duffy £872,960 0% 100%
FY23 – Brian Duffy £3,329,581 75% 100%
FY22 – Brian Duffy £4,547,352 100% 100%
FY21 – Brian Duffy £1,221,337 100% n/a
FY20 – Brian Duffy
excluding one-off IPO award
£6,512,387
(£512,388)
0% n/a
DIRECTORS’ REMUNERATION REPORT
CONTINUED
198
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

RELATIVE IMPORTANCE OF SPEND ON PAY
The table below shows the percentage change in total colleague pay expenditure and shareholder distribution (i.e. dividends and share buybacks) from 28 April 2024
to27 April 2025.
Relative importance of the spend on pay
FY25
£m
FY24
£m % change
Colleague remuneration £170.1 £149.4 13.9 %
Distribution to shareholders (share buyback) £11. 3 – 100.0%
The Company commenced a share buyback programme on 10 March 2025 which was completed on 18 June 2025 (refer to note 21 of the Consolidated Financial
Statements for further detail).
APPROVAL OF THE DIRECTORS’ REMUNERATION REPORT
The FY25 Directors’ Remuneration Report will be subject to a shareholder vote at the 2025 AGM. The table below sets out the actual voting in respect of resolutions
regarding remuneration at previous Annual General Meetings.
Votes for % for Votes against % against Total votes Votes withheld
Approve the 2024 Directors’ Remuneration Report (2024 AGM) 175 ,413,162 93.71% 11, 7 76 , 624 6.29% 187,189,786 21,340
Approve the 2022 Directors’ Remuneration Policy (2023 AGM) 189,914, 532 98.15% 3,583,126 1.85% 193,685,453 187,795
ROLE OF THE REMUNERATION COMMITTEE
The Committee complies with the UK Corporate Governance Code 2018 in terms of composition and Terms of Reference. The Committee’s Terms of Reference,
which are reviewed annually, are available on the Group’s website at thewosgroupplc.com.
The Committee’s responsibilities are to:
– Determine Remuneration Policy for the Company Chair, Executive Directors, the Company Secretary and General Counsel and other members of the Senior
Management as designated
– Determine remuneration packages for the Company Chair, Executive Directors, the Company Secretary and General Counsel and other members of the Senior
Management as designated. No Director plays a part in any decision about their own remuneration
– Review the appropriateness of the Remuneration Policy on an ongoing basis and make recommendations to the Board on appropriate changes
– Obtain up to date comparative market information and appoint remuneration consultants as required to advise or obtain information
– Approve the design of, and set targets for, performance related incentives across the Group
– Oversee any major changes to benefits for employees
– Oversee wider workforce pay practices and incentive arrangements
– Ensure that failure and excessive risk taking are not rewarded
None of the Committee members have any personal financial interest (other than as a shareholder) in the decisions made by the Committee, any conflict of interest
arising from cross-directorships, or day-to-day involvement in running the business.
WHO SUPPORTS THE COMMITTEE?
Internal
Internal support is provided by the Company Secretary and General Counsel and the Executive Director HR, whose attendance at Committee meetings is by
invitation from the Remuneration Committee Chair, to advise on specific questions raised by the Remuneration Committee and on matters relating to the
performance and remuneration of the Senior Management team. No Director was present for any discussions that related directly to their own remuneration.
External
The Committee appointed Deloitte LLP as independent adviser to the Committee following an independent selection process. Fees paid to Deloitte LLP in relation
toremuneration services provided to the Committee for FY25 were £59,950, which were charged on a time and materials basis. Deloitte LLP is a member of the
Remuneration Consultants’ Group, and as such chooses to operate pursuant to a code of conduct that requires remuneration advice to be given objectively and
independently. Deloitte did not provide any other services to the Group during the year under review, and there are no connections between Deloitte LLP and individual
Directors to be disclosed. The Committee is satisfied that the advice provided by Deloitte LLP in relation to remuneration matters is objective and independent.
TEA COLAIANNI
CHAIR OF THE REMUNERATION COMMITTEE
2 July 2025
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STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

DIRECTORS’ REMUNERATION POLICY
This section contains Watches of Switzerland Group PLC’s proposed Directors’
Remuneration Policy (the ‘Remuneration Policy’) that will govern and guide the
Company’s future remuneration payments to Directors. The Remuneration Policy
described in this section will be subject to approval by shareholders at the
Company’s AGM on 3 September 2025, and will apply from this date. The
Remuneration Policy may be in force for three years until the AGM in 2028
(‘Policy Period’). However, the Committee intends to keep the operation of
theRemuneration Policy under review during this time and the Policy may be
returned to shareholders in advance of the AGM in 2028, if appropriate.
The Remuneration Committee has established the Remuneration Policy for the
remuneration of the Chair and Executive Directors, and the Board (without the
Non-Executive Directors present) has established the Remuneration Policy for
the remuneration of the Non-Executive Directors.
PROCESS TO DETERMINE NEW REMUNERATION POLICY
In order to determine the Remuneration Policy, the Remuneration Committee:
– Independently reviewed the impact of the Company’s strategy on remuneration
and considered whether the current approach to remuneration continues to be
the best way to align the Policy with our growth strategy
– Sought advice from its independent remuneration consultant on global market
practice and current investor sentiment in formulating the Remuneration Policy
– Consulted with the Chair of the Board and Executives on the proposed
Remuneration Policy
During its deliberations on the Remuneration Policy, the Remuneration
Committee was mindful of the potential for conflicts of interest and sought to
minimise these through an open and transparent process, both internally and
externally, by seeking independent advice and through communication with
shareholders on the Remuneration Policy.
REMUNERATION STRATEGY
The Company’s Remuneration Policy is designed to provide a framework to:
– Promote the long-term sustainable success of the Group and the delivery
ofshareholder value
– Support the delivery of Group strategy and the achievement of key KPIs
– Recruit, retain and develop high-quality people who are experts in their field
and incentivise the Executive Directors to deliver the Group’s growth strategy
– Provide an appropriate balance between fixed and performance-related pay
tosupport a high performance culture and a platform for delivering superior
service to our clients and enabling expansion of the business and delivering value
for our shareholders
– Provide a remuneration structure which is easily understood by all stakeholders
– Adhere to principles of good corporate governance and appropriate
risk management
2025 DIRECTORS’ REMUNERATION POLICY
In determining the Remuneration Policy the Remuneration Committee
considered Provision 40 of the UK Corporate Governance Code 2018 (the
‘Code’). The following table summarises the Committee’s views of how the
Remuneration Policy continues to align with these principles:
Factor: Clarity
– The Remuneration Policy sets out clearly the basis for any payments and the
terms of the incentive arrangements
– The performance conditions used for the Annual Bonus Plan and Long-Term
Incentive Plan (LTIP) are based on the Group’s KPIs ensuring direct alignment
between the successful implementation of the strategy and the reward provided
to the Executive Directors
Factor: Simplicity
– The incentive plans are in line with standard UK market practice and therefore
should be familiar to all stakeholders
Factor: Risk
– Setting defined limits on the maximum awards which can be awarded under the
Annual Bonus Plan and the LTIP
– Applying shareholding guidelines, including post-employment, a holding period
for vested LTIP awards and the deferral of a portion of the annual bonus where
shareholding guidelines have not been achieved to support alignment with
shareholders and to encourage sustainable long-term decision-making
– Aligning the performance conditions for incentives with the strategy of the Company
– Ensuring there is sufficient flexibility to adjust incentive payments through malus
and clawback
– Ensuring an overriding discretion to depart from formulaic outcomes under
theincentives
These features outlined above mitigate against the inherent risk of incentives
creating the wrong behaviours by:
– Limiting the maximum value that can be earned
– Requiring Executives to build a significant shareholding, applying a post-vesting
LTIP holding period and deferral of annual bonus where shareholding guidelines
have not been met, which helps ensure that the performance was sustainable
and thereby discouraging short-term behaviours
– Aligning any reward to the agreed strategy of the Company
– Focusing the LTIP on sustainable performance over the longer-term
– Reducing the awards or cancelling them if the behaviours giving rise to the
awards are inappropriate
– Reducing the awards or cancelling them, if it appears that the criteria on which
the award was based do not reflect the underlying performance of the Group
Factor: Predictability
– The Remuneration Policy clearly sets out the potential rewards available to the
Executive Directors depending on the performance achieved
200
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Factor: Proportionality
– The Company’s incentives clearly reward the successful implementation of the
strategy and, through deferral and measurement of performance over a number
of years, ensure that the Executive Directors have a strong drive to ensure that
the performance is sustainable over the long-term
– The Remuneration Committee has overriding discretion to depart from the
formulaic outcomes under the incentive plans if they do not reflect underlying
business performance or the experience of stakeholders which mitigates the risk
of reward for poor performance
Factor: Alignment to culture
– A key tenet of the Group culture is a focus on ensuring long-term sustainable
performance. This is reflected in the type of performance conditions used in the
incentive plans
– The focus on share ownership as a support to delivering long-term sustainable
performance is also a key part of the Company’s culture
OPERATION OF THE REMUNERATION POLICY
The Remuneration Policy aims to align the interests of the Executive Directors,
Senior Management and employees to the long-term interests of shareholders
andaims to support a high performance, collegiate and inclusive culture with
appropriate reward for superior Group, business unit and individual performance
without creating incentives that will encourage excessive risk taking or unsustainable
Company performance. Overall remuneration levels have been set at a level that
are considered by the Remuneration Committee to be appropriate for the size and
nature of the business, having taken specialist, independent advice where necessary.
There has been no increase to any element of the CEO’s remuneration package
since our admission to the London Stock Exchange in June 2019 despite the increase
in the size, complexity and geographical spread of the business since this time.
Desired Remuneration Policy position
The Remuneration Committee considers that it is appropriate to have a defined
policy position for new members of the Board to take into account that the
Company continues to mature and the size and complexity of its global operations
continue to increase. The CEO has been with the business since 2014 and has
elected not to take an annual pay rise at any time during his tenure. He retains
asubstantial equity holding in the business and his remuneration, in particular
thelevel of his base salary, is at the lower end of market compared to other
companies of a similar size and complexity.
In the event that we were to appoint a new Executive Director, the desired policy
position for remuneration (compared to the FTSE 250, excluding financial
services) is as follows:
– Median fixed pay
– Median to upper quartile incentive opportunities
– Total target remuneration at around the median
The Remuneration Committee feels that this approach is aligned with the
performance-based culture of the Group with market level of rewards only being
earned if performance is delivered with the opportunity to earn more than
median for exceptional performance, while ensuring that the overall remuneration
arrangements are sufficiently complex to enable us to recruit talent at the right
level to run the business.
Key changes to our Remuneration Policy
Following the Remuneration Committee’s detailed review of the current
Remuneration Policy, the Remuneration Committee concluded that the current
Remuneration Policy remains broadly fit-for-purpose and continues to support
the execution of our long-term strategy. As such, no major changes are proposed
at this time.
The Committee has determined that where Executive Directors have met their
shareholding requirement in full, awards made under the Annual Bonus Plan will
typically be made in cash rather than a portion being deferred into shares. The
Committee’s view is that both of these features ensure strong alignment to
shareholders, and it is not necessary to have further deferral of annual bonus
awards where Executives already meet the Company’s shareholding guidelines.
Other minor changes have been made to the wording of the Remuneration Policy
to aid operation, increase flexibility in certain areas in-line with standard market
practice and to increase clarity.
The Committee will keep the operation of the Policy under review during the
Policy Period to ensure that it remains appropriate, and it enables us to recruit
and retain the talent that we need to run the business successfully.
Remuneration Policy table
The following table sets out the key components of Executive Director remuneration:
Element of remuneration and link to strategy: Base salary
Provides a base level of remuneration to support recruitment and retention of
Executive Directors with the necessary experience and expertise to deliver the
Group’s strategy.
Operation
An Executive Director’s basic salary is set on appointment and normally reviewed
annually or when there is a change in position or responsibility. When determining
an appropriate level of salary or salary increases, the Remuneration Committee
considers factors such as:
– Pay increases to other colleagues
– Remuneration practices within the Group
– Any change in scope, role and responsibilities including as a result of any changes
in the size and complexity of the organisation
– The general performance of the Group and each individual
– The experience of the relevant Director
– The economic environment
As set out above our desired fixed pay positioning for Executive Directors is
around market median.
Maximum opportunity
Whilst there is no maximum salary, increases will normally be in line with the
typical increases awarded to other colleagues in the Group.
However, the Remuneration Committee may determine larger increases in
circumstances such as, but not limited to, if there is a material change in the size and
responsibilities of the role (including as a result of a significant change in Group size
and/or complexity of operations), where there has been a significant change in the
market, where the overall remuneration opportunity has been set lower than the
market and where larger increases are justified based on skills/performance in role
or in any other circumstances which the Committee considers to be exceptional.
Performance conditions and recovery provisions
A broad assessment of individual and business performance is used as part of the
salary review.
No recovery provisions apply.
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DIRECTORS’ REMUNERATION POLICY
CONTINUED
Element of remuneration and link to strategy: Pension
Provides an appropriate level of benefits taking into account the responsibilities
ofthe role, market practice and our overall remuneration philosophy.
Operation
The Group may provide a pension contribution or allowance (or a combination
ofthe two) in line with corporate governance best practice aligned with the rate
of pension contribution available to the majority of the wider workforce. This
contribution or allowance will be a non-consolidated allowance and will not
impact any incentive calculations.
Maximum opportunity
The maximum value of the pension contribution allowance is in line with the rate
of pension contribution available to the majority of the wider workforce (currently
this is 3.0% of salary).
Performance conditions and recovery provisions
No performance or recovery provisions applicable.
Element of remuneration and link to strategy: Benefits
Provides an appropriate level of benefits taking into account the responsibilities
ofthe role, market practice and our overall remuneration philosophy.
Operation
Benefits may include (but are not limited to) provision of a car and coverage of its
cost (including business fuel costs), car allowance, membership of any private health
insurance or medical scheme operated by the Group (including eligibility for spouse/
civil partner and dependent children), death in service life assurance, subsistence
expenses, mobile telephone expenses, a retirement gift and staff discounts.
Executive Directors may participate in any all-employee plans on the same basis
as other colleagues up to the same limits as for other employees.
The Committee may introduce other benefits if it is considered appropriate to do so.
Executive Directors shall be reimbursed for all reasonable expenses and the
Company may settle any tax incurred.
Where an Executive Director is required to relocate to perform their role,
appropriate one-off or ongoing benefits may be provided (e.g. housing, schooling etc.)
Maximum opportunity
The maximum value is the cost of providing the relevant benefits.
Performance conditions and recovery provisions
No performance or recovery provisions applicable.
Element of remuneration and link to strategy: Annual bonus
The Annual Bonus Plan provides an incentive to the Executive Directors linked
toachievement in delivering goals that are closely aligned with the Company’s
strategy and the creation of value for shareholders.
Operation
The performance period is normally one financial year with pay-out determined
by the Remuneration Committee following the year-end, normally based on the
achievement against a performance target or targets.
Where an Executive Director has not met their shareholding guideline (as
determined by the Committee), two-thirds of the bonus award will normally be
paid out in cash with the further one-third normally deferred into shares subject
to a three-year vesting period. Deferred shares will be in the form of conditional
awards or nil-cost options. There are no further performance targets on the
deferred amount.
Where an Executive Director has met their shareholding guideline (as determined
by the Committee), the annual bonus will normally be paid out in cash.
Participants may be entitled to dividends or dividend equivalents (where
applicable) on deferred share awards to the extent they vest representing the
dividends paid during the deferral period (as determined by the Committee).
Maximum opportunity
The maximum annual award in the Annual Bonus Plan in respect of a financial
year is 150% of salary.
Up to 20% of the bonus will be paid for delivering a threshold level of
performance and up to 50% of the bonus will be paid for delivering a target level
of performance and 100% for maximum performance. The Committee retains
discretion to vary these percentage if considered appropriate in the
circumstances.
Performance conditions and recovery provisions
The specific performance measures, underpins, targets and weightings may vary
from year-to-year in order to align with the Group’s strategy over each year. The
measures may include financial and non-financial measures. However, at least 50%
of the awards will be linked to financial measures.
Discretion may be exercised in cases where the Remuneration Committee
believes that the bonus does not reflect the underlying financial or non-financial
performance of the participant or the Group over the relevant period, or that
such payout level is not appropriate in the context of circumstances that were
unexpected or unforeseen when the targets were set. When making this
judgement the Committee may take into account such factors as the Committee
considers relevant. The exercise of this discretion may result in a downward or
upward movement in the amount of bonus earned resulting from the application
of the performance measures and underpins.
The actual performance targets set will not normally be disclosed at the start of
the financial year, as they are considered to be commercially sensitive. These will
be reported and disclosed retrospectively at the end of the year in order for
shareholders to assess the basis for any bonus outcomes.
The Annual Bonus Plan contains malus and clawback provisions (further details
are provided on page 206).
202
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Element of remuneration and link to strategy: LTIP
Awards are designed to incentivise the Executive Directors over the longer-term
to successfully implement the Group’s strategy and to support retention.
Operation
Under the LTIP, the Remuneration Committee may award annual grants of
performance share awards in the form of conditional awards or nil-cost options.
LTIP awards will normally vest three years from the date of grant subject to the
achievement of the performance measures.
A two-year holding period will normally apply following the three-year vesting
period for LTIP awards granted to the Executive Directors. Upon vesting,
sufficient shares can be sold to pay tax.
Participants may be entitled to dividends or dividend equivalents (where
applicable) on the LTIP shares representing the dividends paid during the vesting
and holding period (as determined by the Committee).
Maximum opportunity
The maximum award that may be granted under the LTIP in respect of a financial
year is 200% of salary. The maximum LTIP award in exceptional circumstances is
250% of salary.
20% of the award will normally vest for threshold performance and 100% of the
award will vest for maximum performance. The Remuneration Committee retains
discretion to vary these percentages if considered appropriate in the circumstances.
Performance conditions and recovery provisions
Awards vest based on performance against targets, normally measured over a
three-year performance period. The Remuneration Committee will review and
set weightings and targets for each grant to ensure they remain appropriate. The
Remuneration Committee may change the balance of the measures, or use
different measures for subsequent awards, as appropriate.
Discretion may also be exercised in cases where the Remuneration Committee
believes that the vesting outcome does not reflect the underlying financial or
non-financial performance of the participant or the Group over the relevant
period, or that such payout level is not appropriate in the context of circumstances
that were unexpected or unforeseen when the targets were set. When making
this judgement the Remuneration Committee may take into account such factors
as the Remuneration Committee considers relevant. The exercise of this discretion
may result in a downward or upward movement in the amount of the LTIP vesting
resulting from the application of the performance measures.
Details of the performance conditions for awards made in the year will normally be
set out in the Annual Report on Remuneration and for future grants in the section
headed Implementation of Remuneration Policy.
The LTIP contains clawback and malus provisions.
Choice of performance measures and targets
The performance measures selected for the annual bonus and LTIP awards are set
on an annual basis by the Committee, to ensure that they remain appropriate to
reflect the priorities for the Company in the year ahead. For FY26, the annual bonus
is based on Adjusted EBIT, subject to an ESG underpin to reflect our commitment
to delivering our strategy in this area. The performance measures for the FY26 LTIP
award will be based on Adjusted Earnings Per Share (EPS) and Return on Capital
Employed (ROCE), which are selected by the Remuneration Committee to reflect
the successful delivery of revenue, sales growth, capital efficiency and profit. The
targets for the performance measures are set taking into account a number of
factors, including the Company’s annual operating plan, strategic priorities, the
economic environment and market conditions and expectations.
Discretion within the Remuneration Policy
The Remuneration Committee has discretion in several areas of the
Remuneration Policy as set out in this document. The Remuneration Committee
may also exercise operational and administrative discretions under relevant plan
rules as set out in those rules (see ‘Operation of incentive plans’ below). In
addition, the Remuneration Committee has the discretion to amend the
Remuneration Policy with regard to minor or administrative matters where
itwould be, in the opinion of the Remuneration Committee, disproportionate
toseek or await shareholder approval.
Operation of incentive plans
The Remuneration Committee will operate all incentive plans according to the rules
of each respective plan and the discretions contained therein. The discretions cover
aspects such as the timing of grant and vesting of awards, determining the size of
the award (subject to the Remuneration Policy limits), the treatment of leavers,
retrospective adjustment of awards (e.g. for a rights issue, a corporate restructuring
or for special dividends) and, in exceptional circumstances, the discretion to adjust
previously set targets for an incentive award if events happen which cause the
Remuneration Committee to determine that it would be appropriate to do so. In
exercising such discretions, the Remuneration Committee will take into account
generally accepted market practice, best practice guidelines, the provisions of the
UK Listing Rules and the Company’s approved Remuneration Policy.
In exceptional circumstances the Remuneration Committee retains the discretion
to change the performance measures and targets and the weighting attached to
the performance measures and targets part-way through a performance period if
there is a significant and material event which causes the Remuneration Committee
to believe the original measures, weightings and targets are no longer appropriate.
1 This is an Alternative Performance Measure. Refer to Glossary on pages 270 to 273 for
definitions and reconciliation to statutory measures.
203
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DIRECTORS’ REMUNERATION POLICY
CONTINUED
Legacy arrangements
The Remuneration Committee reserves the right to make any remuneration
payments and/or payments for loss of office (including exercising any discretions
available to it in connection with such payments) notwithstanding that they are
not in line with the Remuneration Policy, where the terms of the payment were
agreed (i) before the Remuneration Policy set out came into effect, provided that
the terms of the payment were consistent with any shareholder-approved
Directors’ Remuneration Policy in force at the time they were agreed; or (ii) at a
time when the relevant individual was not a Director of the Company (or other
persons to whom the Remuneration Policy set out above applies) and, in the
opinion of the Remuneration Committee, the payment was not in consideration
for the individual becoming a Director of the Company or such other person.
Forthese purposes, ‘payments’ includes the Remuneration Committee satisfying
awards of variable remuneration and, in relation to an award over shares, the
terms of the payment are ‘agreed’ no later than at the time the award is granted.
This Policy applies equally to any individual who is required to be treated as
aDirector under the applicable regulations.
Minimum shareholding guideline
The Remuneration Committee has adopted shareholding guidelines that will
encourage the Executive Directors to build up their shareholding over a five-year
period, from date of appointment, and then subsequently hold a shareholding
equivalent to a percentage of salary. This policy ensures that the interests of
Executive Directors and those of shareholders are closely aligned. The minimum
expected shareholding guideline for Executive Directors is 200% of salary. The
Remuneration Committee retains the discretion to increase the shareholding
requirements.
In addition, a post-cessation minimum shareholding guideline will apply to
Executive Directors who step down from the Board. Leavers will have a
requirement to hold 100% of their pre-cessation shareholding guideline for 24
months from the date they step down from the Board. In the event that a leaver
has not met the relevant shareholding requirement at the point of stepping down
from the Board then they would be required to retain their full pre-cessation
shareholding for the 24-month period. The Committee retains discretion to waive
this guideline if is not considered to be appropriate in the specific circumstance.
Recruitment policy
The Group’s approach is that the remuneration of any new recruit will be
assessed in line with the same principles as for the current Executive Directors.
The Remuneration Committee is mindful that it wishes to avoid paying more
thanit considers necessary to secure a preferred candidate with the appropriate
calibre and experience needed for the role. In setting the remuneration for new
recruits, the Remuneration Committee will have regard to our desired
Remuneration Policy position outlined above as well as to guidelines and
shareholder sentiment.
The Group’s detailed policy when setting remuneration for the appointment
ofnew Executive Directors is summarised below:
Remuneration element: Salary, benefits and pension
These will normally be set in line with the Remuneration Policy table.
Remuneration element: Annual bonus
The Executive Director may be eligible to participate in the Annual Bonus Plan as
set out in the Remuneration Policy table.
Remuneration element: LTIP
The Executive Director may be eligible to participate in the LTIP as set out in the
Remuneration Policy table.
Remuneration element: Maximum variable remuneration
The maximum level of variable remuneration which may be offered in the year of
recruitment is 400% of salary.
Remuneration element: ‘buy out’ of incentives forfeited on cessation of
employment
The Remuneration Committee does not provide replacement awards as a matter
of course. However, should the Remuneration Committee determine that the
individual circumstances of recruitment justified the provision of compensatory
payments or awards then, where an individual forfeits outstanding variable pay
opportunities or contractual rights at a previous employer as a result of
appointment, the Remuneration Committee may offer compensatory payments
or awards, in such form as the Remuneration Committee considers appropriate,
taking into account all relevant factors including the form of awards, expected
value and vesting timeframe of forfeited opportunities.
When determining any such ‘buyout’, the guiding principle would be that awards
would generally be on a ‘like for like’ basis unless this is considered by the
Remuneration Committee not to be practical or appropriate.
Remuneration element: Relocation policies
In instances where a new Executive Director is required to relocate or spend
significant time away from their normal residence, the Company may provide
assistance with relocation (either via one-off or ongoing payments or benefits). The
level of the relocation package will be assessed on a case-by-case basis but will take
into consideration any cost-of-living differences/housing allowance and schooling.
Where an existing colleague is promoted to the Board, the Remuneration Policy
would apply from the date of their appointment to the Board as an Executive
Director and there would be no retrospective application of the Remuneration
Policy in relation to subsisting incentive awards or remuneration arrangements.
Accordingly, prevailing elements of the remuneration package for an existing
employee would be honoured and form part of the ongoing remuneration of the
person concerned. Where required, these would be disclosed to shareholders in
the Remuneration Report for the relevant financial year.
When setting fees for the appointment of new Non-Executive Directors the
same arrangement applies as to the current Non-Executive Directors.
204
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Service contracts and letters of appointment
The Remuneration Committee’s policy for setting notice periods is that
asix-month period will normally apply for Executive Directors unless the
Remuneration Committee determines that a longer period of up to 12 months
would be more appropriate in the circumstances. The Remuneration Committee
may in exceptional circumstances, arising on recruitment, allow a longer period,
which would in any event reduce to either six or 12 months following the first
year of employment. The Non-Executive Directors of the Company do not have
service contracts.
The Non-Executive Directors are appointed by letters of appointment. Each
Non-Executive Director’s term of office runs for a three-year period.
The Company follows the Code’s recommendation that all directors of FTSE 350
companies be subject to annual reappointment by shareholders.
Service agreements
The table below summarises the service contracts for Executive Directors.
Director Date of contract Notice period
Brian Duffy (CEO) 7 May 2019 6 months
Anders Romberg (CFO) 12 May 2023 6 months
Letters of appointment
The Non-Executive Directors do not have service contracts but do have letters
of appointment which reflect their responsibilities and commitments.
Name
Date of letter of
appointment
Date of letter of
appointment renewal Notice period
Ian Carter (Chair) 1 November 2020 1 November 2023 3 months
Tea Colaianni 7 May 2019 7 May 2025 3 months
Robert Moorhead 7 May 2019 7 May 2025 3 months
Rosa Monckton 7 May 2019 7 May 2025 3 months
Chabi Nouri 3 May 2022 3 May 2025 3 months
Contracts and letters of appointments will be available for inspection at the
Company’s office.
Loss of office
When determining any loss of office payment for a departing Executive Director,
the Remuneration Committee will always seek to minimise the cost to the Group
while complying with contractual terms and seeking to reflect the circumstances
in place at the time.
Element: General
The Remuneration Committee will honour Executive Directors’ contractual
entitlements. Service contracts do not contain liquidated damages clauses. If a
contract is to be terminated, the Remuneration Committee will determine such
mitigation as it considers fair and reasonable in each case. There are no
contractual arrangements that would guarantee a pension with limited or no
abatement on severance or early retirement. There is no agreement between the
Company and its Directors or colleagues providing for compensation for loss of
office or employment that occurs because of a takeover bid.
The Remuneration Committee reserves the right to make additional payments
where such payments are made in good faith in discharge of an existing legal
obligation (or by way of damages for breach of such an obligation); or by way
ofsettlement or compromise of any claim arising regarding the termination
ofanExecutive Director’s office or employment.
The Remuneration Committee may agree that the Group will pay for the
provision of outplacement support and the reasonable fees for a departing
Director to obtain independent legal advice in relation to their termination
arrangements and reasonable consideration for any agreement to introduce
contractual terms protecting the Company’s rights following termination.
Element: Salary, benefits and pension
These will be paid over the notice period. The Company has discretion to make a
lump sum payment in lieu of any remaining notice.
Element: Annual bonus – cash awards
Good leaver reason
Performance conditions will normally be measured at the bonus measurement date.
Bonus will normally be pro-rated for the period worked during the financial year.
Other reason
No bonus will be payable for year of cessation.
Discretion
The Remuneration Committee has the following elements of discretion:
– To determine that an Executive Director is a good leaver
– To determine whether to pro-rate the bonus for time or not. The
Remuneration Committee’s normal policy is that it will pro-rate for time
– To determine that any annual bonus in respect of the year of cessation of
employment will be paid fully in cash
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DIRECTORS’ REMUNERATION POLICY
CONTINUED
Element: Annual bonus – deferred share awards
Good leaver reason
All subsisting deferred share awards will vest.
Other reason
Lapse of any unvested deferred share awards.
Discretion
The Remuneration Committee has the following elements of discretion:
– To determine that an Executive Director is a good leaver
– The Remuneration Committee’s normal policy is that the deferred share award
vests at the end of the original performance period, but it retains discretion to
allow for vesting at the date of cessation
– To determine whether to pro-rate the maximum number of shares to the time
from the date of grant to the date of cessation. The Remuneration Committee’s
normal policy is that it will not pro-rate awards for time
Element: LTIP
Good leaver reason
Pro-rated for time and performance in respect of each subsisting LTIP award.
Other reason
Lapse of any unvested LTIP awards.
Discretion
The Remuneration Committee has the following elements of discretion:
– To determine that an Executive Director is a good leaver
– To measure performance over the original performance period or at the date
of cessation. The Remuneration Committee’s normal policy is that performance
will be measured over the original performance period
– The Committee’s normal policy is that the LTIP award vests at the end of the
original performance period, but it retains discretion to allow for vesting at the
date of cessation
– To determine whether the holding period will apply including whether in full
orin part
– To determine whether to pro-rate the maximum number of shares to the time
from the date of grant to the date of cessation. The Remuneration Committee’s
normal policy is that it will pro-rate awards for time
Change of control
The following treatment will apply on a change of control of the Company
asdefined in the relevant plan rules.
Element: Annual bonus – cash awards
Pro-rated for time and performance to the date of the change of control.
The Remuneration Committee has discretion regarding whether to pro-rate the
bonus for time or not. The Remuneration Committee retains the discretion to
determine the extent to which the performance targets have been met.
Element: Annual bonus – deferred share awards
Subsisting deferred share awards will vest on a change of control.
Element: LTIP
The number of shares subject to subsisting LTIP awards will vest on a change
ofcontrol, pro-rated to time and performance.
The Remuneration Committee has discretion regarding whether to pro-rate the
LTIP awards for time or not. The Remuneration Committee retains the discretion
to determine the extent to which the performance targets have been met.
Definition of ‘good leaver’ under the Group’s incentive plans
A good leaver reason is defined as cessation in the following circumstances:
– Death
– Redundancy
– Ill-health
– Retirement (in agreement with the Company)
– Injury or disability
– Employing company ceasing to be a Group company
– Transfer of employment to a company which is not a Group company
– Any reason permitted by the Remuneration Committee in its absolute
discretion in any particular case except where termination is for dishonesty,
fraud, misconduct or other circumstances justifying summary dismissal
Cessation of employment in circumstances other than those set out above is
cessation for other reasons.
Malus and clawback
Element: Annual bonus – cash awards
Malus will apply up to the date of the bonus payment and clawback will apply for
a period of two years following the bonus payment.
Element: Annual bonus – deferred share awards
Malus will apply during any share deferral period.
Element: LTIP
Malus will apply during the vesting period and clawback will apply for a period
oftwo years post-vesting.
The Remuneration Committee determined the most appropriate timeframe for
provisions to apply in consideration of a number of factors including the timing of
the underlying award as well as the nature of our business. The circumstances in
which malus and clawback could apply are as follows:
– Discovery of a material misstatement resulting in an adjustment in the audited
accounts of the Group or Company
– The assessment that any performance condition or condition in respect of the
annual bonus or LTIP award was based on error, or inaccurate or misleading
information
– The discovery that any information used to determine the annual bonus or LTIP
award was based on error, or inaccurate or misleading information
– Action or conduct of a participant which amounts to fraud or gross misconduct
– Events or the behaviour of a participant have led to the censure of the Company
or Group by a regulatory authority or have had a significant detrimental impact on
the reputation of the Group or Company provided that the Board is satisfied that
the relevant participant was responsible for the censure or reputational damage
and that the censure or reputational damage is attributable to the participant
– A material failure of risk management
– Corporate failure
206
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

Remuneration scenario charts FY25
The charts below seek to demonstrate how pay varies with performance for the
Executive Directors based on the stated Remuneration Policy. The charts show
an estimate of the remuneration that could be received by Executive Directors
under the Remuneration Policy set out in this document. Each of the bars is
broken down to show how the total under each scenario is made up of fixed
elements of remuneration, the annual bonus and the LTIP. The charts indicate that
a significant proportion of both target and maximum pay is performance related.
0
500
1,000
1,500
2,500
2,000
3,000
Minimum
performance
On-target Maximum
performance
Fixed Annual bonus LTIP Early growth on LTIP shares
CEO – Brian Duffy £’000
Maximum (with
LTIP equity growth at
50% over 3 years)
100%
529
1,504
2,279
2,779
35%
25%
40%
23%
33%
44%
19%
27%
36%
18%
0
500
1,000
1,500
2,000
2,500
3,000
Minimum
performance
On-target Maximum
performance
Maximum (with
LTIP equity growth at
50% over 3 years)
Fixed Annual bonus LTIP Early growth on LTIP shares
CFO – Anders Romberg £’000
100%
386
1,023
1,526
1,859
38%
23%
39%
25%
44%
31%
21%
36%
29%
18%
Assumptions for the scenario charts
Element: Fixed pay (base salary, pension and benefits)
– Base salary of £500,000 for CEO and £380,000 for CFO
– No employer pension for either CEO or CFO
– Benefits as disclosed in the single total figure of remuneration for FY25
Element: Annual bonus
Minimum
None
On-target
50% of maximum award
Maximum
100% of maximum award
Element: LTIP
Minimum
None
On-target
60% of maximum award
Maximum
100% of maximum award
External appointments
Executive Directors are permitted to accept external, non-executive
appointments with the prior approval of the Board where such appointments are
not considered to have an adverse impact on their role within the Group. The
Executive Directors may retain fees paid for these services, which will be subject
to approval by the Board. Neither Brian Duffy nor Anders Romberg currently
have any external appointments.
207
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DIRECTORS’ REMUNERATION POLICY
CONTINUED
Non-Executive Director Remuneration Policy
Non-Executive Directors are paid fees at a level sufficient to attract individuals
ofthe calibre and qualifications required to manage the business of the Group
effectively. Fees are set at levels appropriate to the size and complexity of the
organisation, the time commitment required, and the qualifications and
experience of the individual appointed.
Element of remuneration and link to strategy
Core element of remuneration set at a level sufficient to attract and retain
individuals with appropriate knowledge and experience in organisations of
broadly similar size and complexity.
Operation
The Board is responsible for setting the remuneration of the Non-Executive
Directors.
The Remuneration Committee is responsible for setting the Chair of the
Board’sfees.
Non-Executive Directors are paid an annual fee and additional fees for chairship
of committees, the role of Senior Independent Director (SID) and membership
of committees.
The Chair of the Board receives a fee but does not receive any additional fees
formembership of committees.
Fees are reviewed annually with reference to the market as well as to the time
commitment of the role and the evolving size and complexity of the business.
Changes to fees are normally effective from the beginning of the relevant
financialyear.
Non-Executive Directors and the Chair of the Board do not participate in any
variable remuneration or benefits arrangements with the exception of the staff
discount offered to colleagues.
Additional fees may be paid to reflect additional Board or Committee
responsibilities or time commitment (such as travel) as appropriate.
Reasonable costs in relation to travel and accommodation for business purposes
are reimbursed to the Chair of the Board and Non-Executive Directors.
The Company may meet any tax liabilities that may arise on such expenses.
Additional benefits may be introduced if considered appropriate.
Maximum opportunity
There is no maximum fee or fee increase for the Non-Executive Directors and
the Chair of the Board.
In general the level of fee increase for the Non-Executive Directors and the Chair
of the Board will be set taking account of any change in responsibility and will take
into account the general rise in salaries across the UK workforce. However, the
Board/Remuneration Committee may determine larger increases in
circumstances such as but not limited to if there is a material change in the size
and responsibilities of the role or the time commitment of the role (including as
aresult of a significant change in Group size and/or complexity of operations)
orwhere there has been a change in market practice.
The Group will pay reasonable expenses incurred by the Non-Executive
Directors and settle any tax incurred in relation to these.
Remuneration throughout the Group
When setting the Remuneration Policy for Executive Directors, the Remuneration
Committee takes into account the pay and employment conditions elsewhere
within the Group. The Remuneration Committee considers factors such as
Group colleagues’ base salary increases (the base salary increases for Executive
Directors takes into consideration base salary increases for colleagues and
relevant market conditions), Group colleagues’ pension plans design and
contribution levels (the pension contribution for Executive Directors will not
exceed the maximum contribution that can be made to the majority of the wider
workforce), and the Group’s remuneration principles which apply to all colleagues
in the Group.
Remuneration arrangements and practices throughout the Group are determined
taking into account the Group’s purpose and values, to support delivery of our
strategy and promote long-term sustainable success. The Group also seeks to
remunerate in line with market salaries and benefits. Bonus arrangements are
cascaded down the organisation to incentivise the achievement of Group and
personal objectives. Participation in the LTIP is extended to members of the
Senior Executive Team and others on a discretionary basis. The Remuneration
Committee believes the Group’s approach to cascading its variable incentive
arrangements down the organisation is fair.
Given the geographical spread of the Group’s operations, the Remuneration
Committee does not consider it appropriate to consult colleagues on the
Remuneration Policy in operation for Executive Directors. Although we do not
specifically consult colleagues on executive remuneration, we have in place a
variety of colleague engagement channels which provide colleagues with an
opportunity to provide feedback on any topics that interest or concern them.
Consideration of shareholder views
The Remuneration Committee carefully considered the views of our shareholders
and shareholder bodies when developing the Remuneration Policy. The Company
welcomes continued dialogue with its shareholders and the Remuneration
Committee will consult with key shareholders prior to any significant changes
toits Remuneration Policy in future.
Implementation for FY26 for Executive Directors
Element Implementation for FY26
Salary
The Executive Directors elected not to receive a salary
increase with the salary budget focused on providing
increases to lower paid workers.
Base salary levels for FY26 therefore remain at:
– CEO: £500,000
– CFO: £380,000
– Salary reviews for all colleagues take place in November
Pension
The CEO and CFO have chosen to waive their employer
pension contributions.
Benefits
Market standard benefits.
The CFO has chosen to waive his car allowance.
208
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Element Implementation for FY26
Annual bonus
No changes to opportunity levels:
– CEO: 150% of salary
– CFO: 125% of salary
For FY26, the annual bonus will continue to be based on
Adjusted EBIT and the ESG underpin will continue to apply.
The ESG underpin will inform the Committee’s decision
ofwhether or not to apply a downwards adjustment of up
to10% to the formulaic FY26 annual bonus outcome in
order to take into account the wider ESG performance
ofthe Group.
Two-thirds will be paid out in cash and one-third deferred
into shares for any Executive Director whose shareholding
guidelines have not been met. Where an Executive Director
has met their shareholding guideline, the annual bonus will be
paid fully in cash.
LTIP
No changes proposed to opportunity levels:
– CEO: 200% of salary
– CFO: 175% of salary
LTIP awards will continue to be based 80% on a three-year
cumulative Adjusted EPS and 20% on three-year average
ROCE.
LTIP awards will be granted later in the year. The payouts
under the LTIP for levels of performance are as follows:
– Threshold: 20% of max
– Target: 60% of max
– Max: 100% of max
With straight-line vesting between these points. Due to the
ongoing market volatility, the Committee has not yet finalised
the LTIP targets for FY26 awards. These targets will be set
prior to grant, and will be disclosed, at the latest, in the RNS
at the time of the award.
Shareholding
guidelines
The minimum shareholding requirement for Executive
Directors is 200% of salary, which can be built up within five
years of appointment.
Implementation for FY26 for Non-Executive Directors
Element Implementation for FY26
Chair and
Non-Executive
Director fees
Fees remain as follows:
– Chair £190,000 (no change)
– NED base fee £50,000 (no change)
– Senior Independent Director fee £10,000 (no change)
– Committee Chair fee £10,000 (no change)
– Audit & Risk Committee, Remuneration Committee, ESG
Committee membership fee £5,000 (no change)
– Nomination Committee membership fee £2,500 (no
change)
No increase to Non-Executive Director or Chair fees has
been determined at this time but fees will continue to be
kept under review.
209
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INFORMATION REQUIRED BY SCH 7.11(1)(B) COMPANIES
(MISCELLANEOUS REPORTING) REGULATIONS 2018
Statement of Engagement with Colleagues
The Group has chosen to provide information in relation to the Statement of
Engagement with colleagues elsewhere in this report. This is cross referenced
inthe table below:
Information Section of the report Page
How the Directors engage with
colleagues
Section 172(1) Statement Board
activity
67
How the Group provides colleagues
with information on matters of
concern to them as colleagues
Environment, Social and Governance 143
How the Group consults with and
considers colleague feedback
Environment, Social and Governance 80 to 82
Non-Financial Information and
Sustainability Information Statement
Non-Financial and Sustainability
Information Statement
65
Business relationships
Information Section of the report Page
Foster the Company’s business
relationships
Section 172(1) Statement 66
Principal decisions affecting suppliers,
clients and others taken by the
Company during the financial year
Section 172(1) Statement Board
activity
66 to 69
DTR 4.1.8
The Strategic Report and the Directors’ Report (or parts thereof), together with
sections of this Annual Report and Accounts incorporated by reference, are the
Management Report for the purposes of DTR 4.1.8.
ARTICLES OF ASSOCIATION
In accordance with the Companies Act 2006, the Articles of Association
(the‘Articles’) may only be amended by a special resolution of the Company’s
shareholders at a general meeting.
AGM
The 2025 AGM of the Company will be held at 2.30pm on 3 September 2025,
atour offices at 36 North Row, London W1K 6DH. The Notice of AGM is given,
together with explanatory notes, in the booklet which accompanies this Annual
Report and Accounts.
BOARD OF DIRECTORS
Ian Carter
Brian Duffy
Anders Romberg
Tea Colaianni
Robert Moorhead
Baroness (Rosa) Monckton MBE
Chabi Nouri
All Directors have served throughout the year. Full biographies of the current
Directors can be found on pages 162 and 163.
Registered number: 1183 84 43
Registered office address: Aurum House, 2 Elland Road, Braunstone,
Leicester, LE3 1TT
Country of incorporation: England and Wales
Type: Public Limited Company
Principal activities: The principal activity of the Group is the retailing
ofluxury watches and jewellery.
The Directors present their report, together with the audited Consolidated Financial
Statements of the Group and of the Company, for the financial year ended 27 April
2025. The Company has chosen in accordance with Section 414C (11) of the
Companies Act 2006 to provide disclosures and information in relation to a number
of matters which are covered elsewhere in this Annual Report and Accounts. These
matters, together with those required under the 2013 Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008, are cross-
referenced in the accompanying tables and together form the Directors’ Report.
STATUTORY INFORMATION
Topic Section of the report Page
Important events impacting the business Strategic Report 8 to 13
Financial instruments Note 23 of the Consolidated
Financial Statements
258
Colleague disabilities Environment, Social and Governance 211
Modern Slavery Statement Environment, Social and Governance 137
Greenhouse gas emissions, energy
consumption and energy-efficient action
Environment, Social and Governance 130
Carbon reporting Environment, Social and Governance 13 0
Risk Management Risk Management 144 to
147
S172(1) Companies Act 2006 Strategic Report 66
INFORMATION REQUIRED BY LR 9.8.6(10)
Topic Section of the report Page
Diversity and Ethnicity Corporate Governance Report
Nomination Committee Report
173 and
177
INFORMATION REQUIRED BY LR 9.8.4(R)
Topic Section of the report Page
Directors’ interests in shares Remuneration Committee Report 196
Directors’ long-term incentive share awards Remuneration Committee Report 196
Going concern Going Concern and
ViabilityStatement
154
155
INFORMATION REQUIRED BY DTR 7.2
Topic Section of the report Page
Corporate Governance Statement 2025 Corporate Governance Report 164
INFORMATION REQUIRED BY DTR 4.1.11R
Topic Section of the report Page
Likely future developments Strategic Report 8 to 13
Research and Development Strategic Report 108
Branches – A list of our subsidiaries,
associates and joint ventures
Financial Statements 267
DIRECTORS’ REPORT
WATCHES OF SWITZERLAND GROUP PLC
210
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

APPOINTMENT AND REMOVAL OF A DIRECTOR
The appointment, reappointment and replacement of Directors is governed
bythe Articles, the UK Corporate Governance Code 2018 (the ‘Code’), the
Companies Act 2006 and related legislation. The Code recommends that all
directors of publicly listed companies stand for election every year. At the 2024
AGM, all members of the Board stood for election or re-election and were duly
elected. At the 2025 AGM all Directors will be offering themselves for re-election.
The Board is satisfied that each Non-Executive Director, offering themselves for
re-election, is independent in both character and judgement, and that their
experience, knowledge and other business interests enable them to contribute
significantly to the work and balance of the Board.
A Director may be appointed to the Board by:
(i) Ordinary resolution of the shareholders
(ii) Board approval following recommendation by the Nomination Committee
(iii) Ordinary resolution if the Director chooses to seek re-election at a
generalmeeting
In addition, the Directors may appoint a Director to fill a vacancy or as an
additional Director, provided that the individual retires at the next AGM; if they
are to continue, they must offer themselves for election. A Director must vacate
office in certain circumstances as set out in the Company’s Articles and may be
removed by ordinary resolution provided special notice of that resolution has
been given.
POWERS OF THE DIRECTORS
Subject to the Articles, the Companies Act 2006 and any directions given by
theCompany by special resolution and any relevant statutes and regulations,
thebusiness of the Company will be managed by the Board which may exercise
allthe powers of the Company. Specific powers relating to the allotment and
issuance of ordinary shares and the ability of the Company to purchase its own
securities are also included within the Articles, and such authorities may be
submitted for approval by the shareholders at the AGM each year.
DIRECTORS’ INTERESTS AND CONFLICTS OF INTEREST
The Directors’ interests in, and options over, ordinary shares in the Company are
shown in the Directors’ Remuneration Report on Remuneration on page 196. In
line with the requirements of the Companies Act 2006,
Directors have a statutory duty to avoid situations in which they have, or may
have, interests that conflict with those of the Company unless that conflict is first
authorised by the Board. The Company has procedures in place for managing
conflicts of interest. The Company’s Articles contain provisions to allow the
Directors to authorise potential conflicts of interest, so that if approved, a
Director will not be in breach of his/her duty under company law. In line with
therequirements of the Companies Act 2006, each Director has notified the
Company of any situation in which they have, or could have, a direct or indirect
interest that conflicts, or possibly may conflict, with the interests of the Company
(a situational conflict). Directors have a continuing duty to update any changes to
their conflicts of interest and a note is then made of that update.
During the year, the conflict of interests’ procedures operated effectively.
DIRECTORS’ INDEMNITIES
Directors’ and Officers’ insurance has been established for all Directors and
Officers to provide cover against their reasonable actions on behalf of the
Company. The Company also indemnifies the Directors under a qualifying
indemnity for the purposes of Section 236 of the Companies Act 2006. This
indemnity contains provisions that are permitted by the director liability provisions
of the Companies Act 2006 and the Company’s Articles.
EQUAL OPPORTUNITIES AND EMPLOYMENT OF PERSONS WITH
DISABILITIES
The Group has policies on equal opportunities and the employment of persons
with disabilities which, through the application of fair employment practices,
areintended to ensure that individuals are treated equitably and consistently
regardless of age, race, creed, colour, gender, marital or parental status, sexual
orientation, religious beliefs and nationality. Applications for employment by
persons with disabilities are always fully considered, bearing in mind the respective
aptitudes and abilities of the applicant concerned. In the event of colleagues
becoming disabled, every effort is made to ensure their employment with the
Group is continued and that the appropriate training is arranged. It is the policy of
the Group that the training, career development and promotion of a persons with
disabilities should, as far as possible, be identical to that of a person who does not
have a disability.
DIRECTORS’ STATEMENT OF RESPONSIBILITY IN RESPECT OF THE
ANNUAL REPORT AND THE FINANCIAL STATEMENTS
The Directors are responsible for preparing the Annual Report and Accounts
inaccordance with applicable law and regulations.
Company law requires the Directors to prepare Financial Statements for each
financial year that give a true and fair view of the state of affairs of the Group and
the Company as at the end of the financial year, and of the profit or loss of the
Group for the financial year. Under that law the Directors have prepared the
Group Financial Statements in accordance with UK adopted international
accounting standards and have elected to prepare the Company’s Financial
Statements in accordance with United Kingdom Generally Accepted Accounting
Practice, including FRS 102 (The Financial Reporting Standard applicable in the
United Kingdom and the Republic of Ireland) and the Companies Act 2006.
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 the Company and of the profit or loss of the Group for that period.
In preparing the Annual Report and Accounts, the Directors are required to:
– Select suitable accounting policies in accordance with IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors (or in respect of the Parent Company
Financial Statements, Section 10 of FRS 102) and then apply them consistently
– Make judgements and accounting estimates that are reasonable and prudent
– Present information, including accounting policies, in a manner that provides
relevant, reliable, comparable and understandable information
– Provide additional disclosures when compliance with the specific requirements
in IFRSs (or in respect of the Parent Company Financial Statements, FRS 102) is
insufficient to enable users to understand the impact of particular transactions,
other events and conditions on the Group’s financial position and financial
performance
– For the Group Financial Statements, state whether International Financial
Reporting Standards in conformity with the requirements of the Companies
Act2006 and UK adopted international accounting standards have been
followed, subject to any material departures disclosed and explained in the
Financial Statements
– For the Parent Company Financial Statements, state whether applicable UK
accounting standards, FRS 102, have been followed, subject to any material
departures disclosed and explained in the Parent Company 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
211
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

SHARE CAPITAL AND SHAREHOLDER VOTING RIGHTS
The share capital of the Company at 27 April 2025 was as follows:
Number
of shares Nominal value
Allotted, called up and fully paid ordinary
shares of £0.0125 each
236 ,767, 569 £2,959,595
All shareholders are entitled to attend and speak at the general meetings of
theCompany, appoint proxies, receive any dividends, exercise voting rights and
transfer shares without restriction. On a show of hands at a general meeting,
every member present in-person shall have one vote, and on a poll, every
member present in-person or by proxy shall have one vote for every ordinary
share held. There are no known arrangements that may restrict the transfer
ofshares or voting rights.
Under the Company’s Share Incentive Plan, Trustees hold shares on behalf of
colleague participants. The Trustees will only vote on those shares, and receive
dividends on those shares, should the Company pay dividends in the future, that
aparticipant beneficially owns, in accordance with the participant’s wishes.
An Employee Benefit Trust also operates which has discretion to vote on any
shares it holds as it sees fit, except any shares participants own beneficially, in
which case the Trustee will only vote on such shares as per a participant’s
instructions. The Trustee of the Employee Benefit Trust has waived its right
todividends on all shares within the Trust.
The Company is not aware of any other dividend waivers or voting restrictions
inplace.
RESTRICTIONS ON THE TRANSFER OF SECURITIES
The Articles do not contain any restrictions on the transfer of ordinary shares
inthe Company other than the usual restrictions applicable where any amount
isunpaid on a share. However, restrictions are imposed by laws and regulations
such as the prohibition on insider trading and the requirements of the Listing
Rules whereby PDMR’s dealings need to be approved. The Company has adopted
a Share Dealing Code to regulate PDMR dealings and has extended the scope of
that Code to include certain other colleagues.
AUTHORITY TO ALLOT SHARES
Under the Companies Act 2006, the Directors may only allot shares if authorised
to do so by the shareholders in a general meeting.
SHAREHOLDER AUTHORITY TO PURCHASE OWN SHARES
At the Company’s 2024 AGM the Company’s shareholders passed a shareholder
resolution granting the Company authority to purchase its own shares pursuant
to Sections 693 and 701 of the Companies Act 2006.
The authority is limited to an aggregate maximum number of 23,957,029 ordinary
shares, representing 10% of the Company’s issued share capital, excluding treasury
shares. The maximum price which may be paid for an ordinary share will be an
amount which is not more than the higher of (i) 5% above the average of the
middle market quotation for an ordinary share as derived from the London Stock
Exchange Plc’s Daily Official List for the five business days immediately preceding
the day on which the ordinary share is contracted to be purchased; and (ii) the
higher of the price of the last independent trade and the highest current
independent bid on the trading venue where the purchase is carried out (in each
case, exclusive of expenses).
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Group’s and the Company’s transactions and
disclose with reasonable accuracy at any time the financial position of the
Company and the Group 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 the Group and hence for taking reasonable steps
for the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for
preparing a Strategic Report, Directors’ Report, Directors’ Remuneration Report
and Corporate Governance Statement that comply with that law and those
regulations. The Directors are responsible for the maintenance and integrity
ofthe corporate and financial information included on the Company’s website.
Each of the Directors, whose names and functions are listed on pages 162 and
163 confirms that, to the best of their knowledge:
– That the Group Financial Statements, which have been prepared in accordance
with UK adopted international accounting standards, give a true and fair view
ofthe assets, liabilities, financial position and profit of the Group
– That the Annual Report and Accounts 2025, including the Strategic Report,
include a fair review of the development and performance of the business and
the position of the Company and undertakings included in the consolidation
taken as a whole, together with a description of the principal risks and
uncertainties that they face
– That they consider the Annual Report and Accounts 2025, taken as a whole,
arefair, balanced and understandable and provide the information necessary for
shareholders to assess the Company’s position, performance, business model
and strategy
COMPANY SECRETARY
Laura Battley is the Company Secretary of the Watches of Switzerland Group
PLC and its trading UK Group subsidiaries who can be contacted via the
Company’s Registered Office.
AUDITOR REAPPOINTMENT
Having been appointed as the External Auditor in 2019, Ernst & Young LLP has
expressed its willingness to continue in its capacity as independent External
Auditor of the Company. The Directors are recommending a resolution in favour
of this reappointment and a resolution for authorisation of Auditor remuneration
at the forthcoming AGM.
DISCLOSURE OF INFORMATION TO THE AUDITOR
In accordance with Section 418(2) of the Companies Act 2006, each Director
inoffice at the date the Directors’ Report is approved, confirms that:
i. So far as the Director is aware, there is no relevant audit information
ofwhich the Company’s Auditor is unaware
ii. They have taken all the steps that they ought to have taken as a Director
inorder to make themselves aware of any relevant audit information and
toestablish that the Company’s Auditor is aware of that information
DIVIDENDS
The Directors do not recommend the payment of a dividend.
POLITICAL DONATIONS
The Group made no political donations and incurred no political expenditure
during the year.
DIRECTORS’ REPORT
CONTINUED
212
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

The authority shall, unless varied, revoked or renewed, expire at the end of the
Company’s 2025 AGM or, if earlier, at close of business on 3 December 2026,
when a resolution to renew the authority to purchase Company shares will be
submitted to shareholders.
During the financial year, 3,302,454 ordinary shares of GBP 0.025 each
(representing 1.3% of the ordinary shares in issue at 27 April 2025) were
purchased by the Company for a total consideration of £12,115,883, including
expenses, and subsequently cancelled.
A further 3,465,947 shares were purchased between 28 April 2025 and the date
of this Report and subsequently cancelled.
There are currently no shares held in Treasury.
The purpose of the share buyback programme was to reduce the capital
oftheCompany.
USE OF FINANCIAL INSTRUMENTS
Information regarding the Company’s use of financial instruments, financial risk
management objectives and policies can be found in the Risk Management section
of the Strategic Report on pages 144 to 147 and note 23 of the Consolidated
Financial Statements.
CHANGE OF CONTROL
There are no agreements between the Company and its Directors or colleagues
providing for compensation for loss of office or employment (whether through
resignation, purported redundancy or otherwise) by reason of a takeover bid.
Details concerning the impact on the annual bonus (cash and deferred share
awards) and LTIPs held by Directors and Senior Management in the event of a
change of control are set out in the Remuneration Policy which was approved by
shareholders at the AGM in 2022; a revised Remuneration Policy will be proposed
to shareholders for approval at the 2025 AGM. Further details on the 2025
Remuneration Policy can be found on pages 200 to 209.
Various agreements that the Group has entered into with third-parties, including
key distribution agreements with luxury watch and jewellery brands, lease
agreements, as well as contracts with third-party service providers, provide such
parties with a right to terminate the agreement in the event of a change of control.
The £225.0 million multicurrency revolving loan facility entered into on 9 May
2023, includes certain customary mandatory prepayment and cancellation events,
including mandatory prepayments on a change of control of either Watches of
Switzerland Group PLC or Jewel UK Midco Limited if a lender so requests after
aperiod of negotiations.
Additionally, a £150.0 million multicurrency term and revolving facilities agreement
was entered into on 13 December 2024, which includes certain customary
mandatory prepayment and cancellation events, including mandatory
prepayments on a change of control of either Watches of Switzerland Group PLC
or Jewel UK Midco Limited if a lender so requests after a period of negotiations.
SIGNIFICANT SHAREHOLDERS AND INTEREST IN VOTING RIGHTS
The table below, shows the notifiable interests in the Company’s ordinary issued
share capital, as at the date of this report, as notified in accordance with the
provisions of DTR 5.1.2R representing 3% or more of the Company’s issued
ordinary share capital.
These holdings may have changed since the Company was notified. However,
notification of any change is not required until the next notifiable threshold
iscrossed.
Notifiable interest
Voting
rights
% of capital
disclosed
Nature of holding as
per disclosure
The Capital Group Companies, Inc. 12,052,654 5.03 – Indirect interest 5.03%
Pelham Capital Ltd. 11,9 4 8, 3 69 4.99 – Direct interest 4.99%
Norges Bank 10,284,447 4.41 – Indirect interest 4.41%
Brian Duffy 7,696,999 3.21 – Direct interest 3.21%
Alberta Investment Management
Corporation
7,075,000 3.00 – Direct interest 3.00%
1 These holdings reflect the latest notification received by the Company. However, the
Company is of the view that this holding may no longer be accurate and is seeking
confirmation from the relevant investor.
TRANSACTIONS WITH RELATED PARTIES
Refer to note 24 on page 261 of the Consolidated Financial Statements for details
of related party transactions in the year.
POST-BALANCE SHEET EVENT
Following the year-end, the £25.0 million share buyback programme was
completed with the payment and cancellation of 3,465,947 shares for a cash
consideration of £13.7 million. Following the cancellation, there are 233,301,622
ordinary shares in issue.
APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS
The Strategic Report on pages 2 to 155, the Directors’ Report on pages 201
to213 and the Corporate Governance Report were approved by the Board
on2July 2025.
Approved by the Board and signed on its behalf.
LAURA BATTLEY
COMPANY SECRETARY
2 July 2025
213
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

FINANCIAL
STATEMENTS
214
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025

216 Independent Auditor’s Report
222 Consolidated Income Statement
223 Consolidated Statement of Comprehensive Income
224 Consolidated Balance Sheet
225 Consolidated Statement of Changes in Equity
226 Consolidated Statement of Cash Flows
227 Notes to the Consolidated Financial Statements
264 Company Balance Sheet
265 Company Statement of Changes in Equity
266 Notes to the Company Financial Statements
270 Glossary
274 Shareholder Information
215
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS

OPINION
In our opinion:
– Watches of Switzerland Group PLC’s Group Financial Statements and Parent
Company Financial Statements (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27April 2025 and of the Group’s profit for the 52-weeks 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 United Kingdom Generally Accepted Accounting Practice; and
– the Financial Statements have been prepared in accordance with the
requirements of the Companies Act 2006.
We have audited the Financial Statements of Watches of Switzerland Group
PLC (the ‘Parent Company’) and its subsidiaries (the ‘Group’) for the 52-week
period ended 27 April 2025 which comprise:
Group Parent Company
Consolidated Income Statement for
the 52-weeks ended 27 April 2025
Company Balance Sheet as at 27 April
2025
Consolidated Statement of Comprehensive
Income for the 52-weeks ended 27 April
2025
Company Statement of Changes in
Equity as at 27 April 2025
Consolidated Balance Sheet as at 27 April
2025
Related notes C1 to C10 to the Financial
Statements including a summary of
significant accounting policies
Consolidated Statement of Changes in
Equity as at 27 April 2025
Consolidated Statement of Cash Flows
for the 52-weeks ended 27 April 2025
Related notes 1 to 27 to the Financial
Statements, including material accounting
policy information
The financial reporting framework that has been applied in the preparation of
the Group Financial Statements is applicable law and UK adopted international
accounting standards. The financial reporting framework that has been applied
in the preparation of the Parent Company Financial Statements is applicable law
and United Kingdom Accounting Standards, including FRS 102 ‘The Financial
Reporting Standard applicable in the UK and Republic of Ireland’ (United
Kingdom Generally Accepted Accounting Practice).
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.
INDEPENDENCE
We are independent of the Group and Parent 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 the FRC’s Ethical Standard were not
provided to the Group or the Parent Company and we remain independent
ofthe Group and the Parent Company in conducting the audit.
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 Parent Company’s ability to continue to adopt the going concern
basis of accounting included:
– Obtaining management’s going concern assessment, which covers the period to
31October 2026, and includes details of facilities available, forecast covenant
calculations, and the results of management’s downside sensitivity scenarios;
– Testing management’s model for clerical accuracy;
– Understanding and assessing the design effectiveness of controls over the
Directors’ going concern assessment and management’s forecasting process;
– Obtaining the agreements in respect of the Group’s financing arrangements
andconfirming the maturity dates and covenants that are required to be met;
– Challenging the reasonableness of forecasts and key assumptions underpinning
the going concern model, which are based on the FY26 base case forecast
presented to the Board in May 2025 plus a further six-month period which
assumes no additional sales or profit uplift. Our procedures included assessing
changes from the prior period, ensuring the forecast appropriately reflect the
Group’s climate change commitments, comparing to external forecasts for the
sector and considering whether there was any indication of management bias,
including consideration of any contrary indicators;
– Performing sensitivity analysis to challenge management’s assessment of the
impact of climate change based on their TCFD disclosures;
– Considering management’s historical forecast accuracy by comparing actual
performance to that budgeted;
– Comparing actual performance and liquidity post year-end to that budgeted;
– Reperforming forecast covenant calculations and comparing to the requirements
under the facility agreements;
– Assessing the Group’s severe but plausible downside scenarios which factor in
the potential effect of a reduction in sales due to reduced consumer confidence,
macroeconomic and governmental factors. This assessment included challenging
the assumptions and whether the quantum of the impact of the downside
scenarios is sufficiently severe;
– Challenging whether the scenarios modelled appropriately consider the Group’s
principal risks and uncertainties;
– Assessing the mitigating factors available to management should downside
scenarios be worse than anticipated, including challenging whether these are
realistic and controllable;
– Assessing the reverse stress tests used by the Directors to determine the risk to
liquidity and covenant compliance. Including performing appropriate sensitivity
analysis and assessing the likelihood of this occurring;
– Performing a suite of procedures, including management enquiry to identify
events or conditions beyond the period of assessment that may cast significant
doubt on the entity’s ability to continue as a going concern; and
– Assessing the going concern disclosures in the Financial Statements to assess
whether they are in accordance with regulatory and legislative requirements.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS
OF WATCHES OF SWITZERLAND GROUP PLC
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
216

Our key observations are that the director’s assessment forecasts that the Group
will maintain sufficient liquidity and comply with all covenants throughout the
going concern assessment period in both the base case and plausible downside
scenarios. The directors consider that the possibility of the reverse stress
scenario occurring to be remote taking into account liquidity and covenant
headroom, as well as mitigating actions within the Group’s control and the fact
that this would represent a significant reduction in sales and margin from prior
financial years.
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 Parent Company’s ability to
continue as a going concern for a period to 31 October 2026.
In relation to the Group and Parent Company’s reporting on how they have
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. However,
because not all future events or conditions can be predicted, this statement
isnot a guarantee as to the Group’s ability to continue as a going concern.
Overview of our audit approach
Audit scope – We performed an audit of the complete financial
information of three components and audit procedures on
specific balances for a further one component. We also
performed specified audit procedures on certain accounts
on one additional component. Central procedures were
performed on cash, loans and borrowings, taxation,
exceptional items and equity.
Key audit matters – Showroom asset impairment
– Inventory provision valuation
– Revenue recognition including the risk of management override
Materiality – Overall Group materiality of £6.7m which represents 5% of
profit before tax and exceptional items.
AN OVERVIEW OF THE SCOPE OF THE PARENT COMPANY
AND GROUP AUDITS
In the current year our audit scoping has been updated to reflect the new
requirements of ISA (UK) 600 (Revised). We have followed a risk-based
approach when developing our audit approach to obtain sufficient appropriate
audit evidence on which to base our audit opinion.
We performed risk assessment procedures, with input from our component
auditors, to identify and assess risks of material misstatement of the Group
Financial Statements and identified significant accounts and disclosures. When
identifying components at which audit work needed to be performed to respond
to the identified risks of material misstatement of the Group Financial Statements,
we considered our understanding of the Group and its business environment,
thepotential impact of climate change, the applicable financial framework, the
Group’s system of internal control at the entity level, the existence of centralised
processes, applications and any relevant internal audit results.
We determined that centralised audit procedures can be performed on 14
components in the following audit areas: cash, loans and borrowings, taxation,
exceptional items and equity.
We then identified four components as individually relevant to the Group due
to significant risks or an area of higher assessed risk of material misstatement of
the Group Financial Statements being associated with the components.
For the above individually relevant components, we identified the significant
accounts where audit work needed to be performed at these components
byapplying professional judgement, having considered the Group significant
accounts on which centralised procedures will be performed, the reasons
foridentifying the financial reporting component as an individually relevant
component and the size of the component’s account balance relative to the
Group significant financial statement account balance.
We then considered whether the remaining Group significant account balances
not yet subject to audit procedures, in aggregate, could give rise to a risk of
material misstatement of the Group Financial Statements. We selected one
component of the Group to include in our audit scope to address these risks.
Having identified the components for which work will be performed,
wedetermined the scope to assign to each component.
Of the five components selected, we designed and performed audit
procedureson the entire financial information of three components (‘full scope
components’). For one component, we designed and performed audit
procedures on specific significant financial statement account balances or
disclosures of the financial information of the component (‘specific scope
components’). For one component, we performed specified audit procedures
to obtain evidence for one or more relevant assertions.
Our scoping to address the risk of material misstatement for each key audit
matter is set out in the Key audit matters section of our report.
INVOLVEMENT WITH COMPONENT TEAMS
In establishing our overall approach to the Group audit, we determined the
type of work that needed to be undertaken at each of the components by us,
asthe Group audit engagement team, or by component auditors operating
under our instruction.
Of the five components selected, audit procedures were performed on four
ofthese directly by the Group audit team. For the component not audited by
the Group team, we determined the appropriate level of involvement to enable
us to determine that sufficient audit evidence had been obtained as a basis for
our opinion on the Group as a whole.
During the current year’s audit cycle, the Group audit team visited the component
team in the US. This involved meeting with our local component team to discuss
the audit approach, understanding the significant audit findings, reviewing relevant
working papers in risk areas, and meeting with local management.
The Group team interacted regularly with the component team where
appropriate during various stages of the audit, reviewed relevant working
papers and were responsible for the scope and direction of the audit process.
Where relevant, the section on key audit matters details the level of
involvement we had with component auditors to enable us to determine that
sufficient audit evidence had been obtained as a basis for our opinion on the
Group as a whole. This, together with the additional procedures performed
atGroup level, gave us appropriate evidence for our opinion on the Group
Financial Statements.
CLIMATE CHANGE
Stakeholders are increasingly interested in how climate change will impact
Watches of Switzerland Group PLC. The Group has determined that the most
significant future impacts from climate change on its operations will be from
extreme weather events disrupting offices and distribution centres as well as the
supply chain, increased office and showroom energy requirements for heating
and cooling, the costs of complying with environmental legislation and from
changing expectations from stakeholders. These are explained on pages 114 to
131 in the required Task Force On Climate-Related Financial Disclosures and on
pages 150 to 153 in the principal risks and uncertainties. They have also explained
their climate commitments on pages 148 to 153. All of these disclosures form
partof the ‘Other information’, rather than the audited Financial Statements.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
217

Ourprocedures on these unaudited disclosures therefore consisted solely of
considering whether they are materially inconsistent with the Financial Statements
or our knowledge obtained in the course of the audit or otherwise appear to be
materially misstated, in line with our responsibilities on ‘Other information’.
In planning and performing our audit we assessed the potential impacts of
climate change on the Group’s business and any consequential material impact
on its Financial Statements.
The Group has explained in note 1 how they have reflected the impact of
climate change in their Financial Statements including how this aligns with their
commitment to the aspirations of the Paris Agreement to achieve net zero
emissions by 2050. Significant judgements and estimates relating to climate
change have been factored into the Directors’ showroom asset impairment
assessment. These considerations did not have a material impact on the
Financial Statements.
Our audit effort in considering the impact of climate change on the Financial
Statements was focused on evaluating management’s assessment of the impact
of climate risk, physical and transition, their climate commitments, the effects
ofmaterial climate risks disclosed on pages 123 to 125 and the significant
judgements and estimates disclosed in note 1 and whether these have been
appropriately reflected in asset values where these are impacted by future
cashflows and associated sensitivity disclosures, being the showroom asset
impairment testing (see notes 12 and 13), following the requirements of UK
adopted international accounting standards. As part of this evaluation, we
performed our own risk assessment, supported by our climate change internal
specialists, to determine the risks of material misstatement in the Financial
Statements from climate change which needed to be considered in our audit.
We also challenged the directors’ considerations of climate change risks in their
assessment of going concern and viability and associated disclosures. Where
considerations of climate change were relevant to our assessment of going
concern, these are described above.
Based on our work, whilst we have not identified the impact of climate change
on the Financial Statements to be a standalone key audit matter, we have
considered the impact on the showroom impairment key audit matter. Details
of the impact, our procedures and findings are included in our explanation of
key audit matter below.
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. These matters included 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 our
opinion thereon, and we do not provide a separate opinion on these matters.
Risk Our response to the risk
Key observations communicated to
the Audit and Risk Committee
Showroom asset impairment – £46.5m (FY24
£26.2m)
Refer to the Audit and Risk Committee Report (page
178); Accounting policies (page 227); and Note 4 and 12
of the Consolidated Financial Statements (page 246)
Cash generating units (‘CGU’) should be reviewed for
indicators of impairment at each reporting period end.
Forecasts and discount rates used in assessing
showroom impairment are judgemental and involve
estimates of future trading which involves uncertainty.
In particular, there is a risk of impairment as a result
ofthe current consumer landscape which adds
greater uncertainty on future showroom
performance particularly in respect of non-supply
constrained brands.
– We understood and assessed the design effectiveness and
implementation of management’s controls over the impairment indicator
review and impairment test.
– We validated that management’s calculations were performed in
accordance with the requirements of IAS 36.
– We challenged the UK and US discount rates used with the assistance of
EY valuation specialists which included independently determining a
reasonable range as a corroboration for the appropriateness of the
discount rate used by management.
– We challenged the showroom cash flow forecasts used by management
in calculating the value in use. Our procedures included assessing changes
from the prior period, comparing to external forecasts for the industry,
considering the potential impacts from climate change, inspecting post
year-end results and considering whether there was any indication of
management bias, including consideration of any contrary indicators.
– We have challenged the judgements on the identification of cash
generating units to assess whether the threshold for grouping showrooms
as one CGU had been met.
– We challenged the long-term growth rates applied by comparing to
external forecasts in the UK and US.
– We assessed the process for allocating forecast cash flows to individual
showrooms.
– We validated impairment test input data and arithmetical accuracy of the
model, including the allocation of overheads to CGUs.
– We independently stress tested the model’s key assumptions to
determine if any plausible change in assumptions would result in a material
change in impairment.
– We assessed the adequacy of the disclosures in the Financial Statements in
respect of the impairment. This included assessing the disclosure on the
reasonable possible changes in assumptions.
All audit work performed to address this risk was undertaken by the Group
audit team.
Based on our procedures over
showroom asset impairment no
material misstatements were identified.
We consider the showroom asset
impairment recognised to be materially
stated and appropriately disclosed in
exceptional items.
Management has appropriately
included sensitivity analysis disclosures
in note 12 to the Financial Statements
to reflect the level of estimation
uncertainty.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS
OF WATCHES OF SWITZERLAND GROUP PLC
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
218

Risk Our response to the risk
Key observations communicated to
the Audit and Risk Committee
Inventory valuation – £447.4m of inventory,
(FY24£393.3m)
Refer to the Audit and Risk Committee Report (page
178); Accounting policies (page 227); and Note 15 of the
Consolidated Financial Statements (page 249)
The Group sells luxury goods, which have a high carrying
value and are subject to changing consumer trends.
Management applies judgement to anticipate the
saleability of on-hand inventory and to evaluate the
liquidation of slow moving and discontinued inventory
when calculating the inventory provision.
There is greater risk on the inventory provision for
products where margins tend to be lower, more
variable and impacted by changes in the consumer
landscape such as jewellery and non-super high
demand products.
There is also a heightened risk on the valuation of
second-hand watch inventory, including Rolex
Certified Pre-Owned, given the recoverable amount
is subject to fluctuations in second hand market prices.
– We understood and assessed the design effectiveness and
implementation of management’s controls over the inventory valuation
and provision calculation process.
– We enquired of key members of finance and the merchandising team to
understand inventory levels, ageing and plans for discontinuation.
– We assessed management’s judgements and assumptions used in
determining the inventory provision to challenge if they were appropriate
and supportable and recalculated the provision. We understood the
sensitivity of these assumptions to change.
– We assessed the level of provisioning by specific brand and compared this
to performance in the year and stock turn. We directed greater attention
to the products likely to be impacted by cost of living challenges as well as
pre-owned inventory.
– We inspected the value of inventory sold at less than cost during the
period and challenged management on whether a provision was required
for any such products that remain on hand at year-end.
– In assessing the reasonableness of management’s methodology, we have
considered the historical level of provisioning and subsequent utilisation
and releases to determine the accuracy of prior provisions.
Audit work performed to address this risk was undertaken by the Group
audit team and the component audit team. For details of our involvement
with the component team refer to the section above on Involvement with
component team.
Based on our procedures we consider
the valuation of inventory to be
materiality appropriate.
Revenue recognition including the risk of
management override – £1,651.5m Revenue (FY24
£1, 537.9m)
Refer to the Audit and risk Committee Report (page 178);
Accounting policies (page 227); and note 2 and 3 of the
Consolidated Financial Statements (pages 234 to 236)
Our assessment is that the majority of the Group’s
revenue transactions are non-complex, with no
judgement applied over the amount recorded.
Revenue recognition is a significant risk by presumption
due to the risk of material misstatements as a result of
fraudulent or erroneous financial reporting.
We consider the revenue recognition significant risk
to be in the following areas:
– Manual adjustments to revenue; and
– Completeness of deferred customer deposits
(occurrence of revenue)
– We understood and assessed the design effectiveness and
implementation of management’s controls over the revenue recognition
process.
– We performed analytical review procedures to understand the revenue
trends compared to the prior period, budget and post year-end to identify
areas that warrant further investigation.
– For the full scope components and specific scope component (totalling
99.4% of Group revenue), we utilised data analytic procedures to test the
entire population of postings from Revenue to Cash, correlating the cash
conversion of sales. For a sample of these items, we then verified the
revenue to the receipt and bank statement.
– Using data analytic tools, we identified material manual adjustments to
revenue that do not follow the core processes such as postings for
deferred revenue on deposits for further investigation and corroboration
to other audit procedures.
– We tested the completeness of deposits through the use of data analytics
procedures on showroom margins and by testing a sample of deposit
releases to revenue in the period confirming the goods were collected
before the period end date by inspecting receipts.
– We tested material consolidation adjustments to revenue and assessed
whether they are appropriate.
– We assessed the year-end consignment revenue accrual estimate through
analysing historical trends and current performance.
Audit work performed to address this risk was undertaken by the Group
audit team and the component audit team. For details of our involvement
with the component team refer to the section above on Involvement with
component team.
We did not identify any evidence of
management override through the use
of manual journal entries.
Based on our procedures in respect of
deposits no material misstatements
were identified.
The following changes have been made to our key audit matters in the current year:
– The revenue recognition key audit matter, previously included a risk on sales returns. This is no longer considered to be a significant risk following our risk assessment
procedures and lack of historical audit differences.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
219

OUR APPLICATION OF MATERIALITY
We apply the concept of materiality in planning and performing the audit,
inevaluating the effect of identified misstatements on the audit and in forming
ouraudit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate,
could reasonably be expected to influence the economic decisions of the users of the
Financial Statements. Materiality provides a basis for determining the nature and
extent of our audit procedures.
We determined materiality for the Group to be £6.7 million (2024: £6.2 million),
which is 5% (2024: 5%) of profit before tax and exceptional items. Webelieve
that profit before tax and exceptional items provides us with an appropriate
basis for setting materiality as it is not distorted by exceptional items which are
both material and occur infrequently and which may fluctuate from period to
period. This measure represents Adjusted PBT adding back the impact of
IFRS16 since this reoccurs each year.
We determined materiality for the Parent Company to be £9.2 million
(2024: £9.4 million), which is 2% (2024: 2%) of equity due to the main purpose
of the entity being an investment holding company which does not trade.
When auditing balances included within to the Group Financial Statements
wereduced this down to the Group materiality.
During the course of our audit, we reassessed initial materiality and trued thisup
to final results to reflect the full year actual profit before tax and exceptional items.
OTHER INFORMATION
The other information comprises the information included in the Annual Report
and Accounts set out on pages 1 to 213, other than the Financial Statements
and our auditor’s report thereon. The directors are responsible for the other
information contained within the Annual Report and Accounts.
Our opinion on the Financial Statements does not cover the other information
and, except to the extent otherwise explicitly stated in this 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 the other information, we are required to report that fact.
We have nothing to report in this regard.
OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES
ACT 2006
In our opinion, the part of the directors’ remuneration report to be audited has
been properly prepared in accordance with the Companies Act 2006.
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.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
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 the strategic report or the directors’ report.
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
CORPORATE GOVERNANCE STATEMENT
We have reviewed the directors’ statement in relation to going concern,
longer-term viability and that part of the Corporate Governance Statement
relating to the Group and company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review by the UK Listing Rules.
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:
– Directors’ statement with regards to the appropriateness of adopting the going
concern basis of accounting and any material uncertainties identified set out on
page 154;
– Directors’ explanation as to its assessment of the Company’s prospects, the period
this assessment covers and why the period is appropriate set out on page 155;
– Directors’ statement on whether it has a reasonable expectation that the Group
will be able to continue in operation and meets its liabilities set out on page 211;
– Directors’ statement on fair, balanced and understandable set out on page 212;
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS
OF WATCHES OF SWITZERLAND GROUP PLC
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
220
STARTING
BASIS
Profit before tax – £75.9m
ADJUSTMENTS
– Exceptional items – £57.7m
MATERIALIT Y
– Tot als £133 .6 m
– Materiality of £6.7m (5% of materiality basis)
PERFORMANCE MATERIALITY
The application of materiality at the individual account or balance level. It is set at
an amount to reduce to an appropriately low level the probability that the aggregate
of uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s
overall control environment, our judgement was that performance materiality
was75% (2024: 75%) of our planning materiality, namely £5.0 million (2024: £4.6
million). We have set performance materiality at this percentage as we did not
anticipate a significant level of audit differences following our 2024 audit.
Audit work was undertaken at component locations for the purpose of
responding to the assessed risks of material misstatement of the Group Financial
Statements. The performance materiality set for each component is based on
the relative scale and risk of the component to the Group as a whole and our
assessment of the risk of misstatement at that component. In the current year,
the range of performance materiality allocated to components was £1.0 million
to £4.9 million (2024: £0.9 million to £4.6 million).
REPORTING THRESHOLD
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit and Risk Committee that we would report to them
all uncorrected audit differences in excess of £0.33 million (2024: £0.31 million),
which is set at 5% of planning materiality, as well as differences below that
threshold that, in our view, warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative
measures of materiality discussed above and in light of other relevant qualitative
considerations in forming our opinion.

– Board’s confirmation that it has carried out a robust assessment of the emerging
and principal risks set out on page 144;
– The section of the Annual Report and Accounts that describes the review
ofeffectiveness ofrisk management and internal control systems set out on
page 144; and
– The section describing the work of the Audit & Risk Committee set out on
page179.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the directors’ responsibilities statement set out
onpage 211, 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 and Parent Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless 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.
EXPLANATION AS TO WHAT EXTENT THE AUDIT WAS CONSIDERED
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 irregularities, including fraud. 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 or intentional misrepresentations, or through collusion.
The extent to which our procedures are capable of detecting irregularities,
including fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud
rests with both those charged with governance of the company and management.
We obtained an understanding of the legal and regulatory frameworks that
areapplicable to the Group and determined that the most significant are
frameworks which are directly relevant to specific assertions in the Financial
Statements are those that relate to the reporting framework (UK adopted
international accounting standards, FRS 102, the Companies Act 2006 and UK
Corporate Governance Code). In addition, we concluded that there are certain
significant laws and regulations which may have an effect on the determination of
the amounts and disclosures in the Financial Statements being the Listing Rules
ofthe UK Listing Authority, and those laws and regulations relating to General
Data Protection Regulation (GDPR), health and safety and employee matters.
We understood how Watches of Switzerland Group PLC is complying with
those frameworks by making enquiries of management, Internal Audit, those
responsible for legal and compliance matters and the Company Secretary and
General Counsel. We confirmed our enquiries through our review of Board
minutes, papers provided to the Audit & Risk Committee and correspondence
received from regulatory bodies.
We assessed the susceptibility of the Group’s Financial Statements to material
misstatement, including how fraud might occur by meeting with management and
Internal Audit to understand where they considered there was susceptibility to
fraud. We also considered performance targets and the potential incentives or
opportunities to manage earnings or influence the perceptions of analysts. We
considered the programmes and controls that the Group has established to
address risks identified, or that otherwise prevent, deter and detect fraud; and
how Senior Management monitors those programmes and controls. Where the
risk was considered to be higher, we performed audit procedures to address each
identified fraud risk as discussed in the key audit matters section above. These
procedures included testing manual journals and were designed to provide
reasonable assurance that the Financial Statements were free from material fraud.
Based on this understanding we designed our audit procedures to identify
non-compliance with such laws and regulations. Our procedures involved
understanding management’s internal controls over compliance with laws and
regulations; reviewing internal audit reports and whistleblowing investigation
reports provided to the Audit and Risk Committee; making enquiries of legal
counsel, Group management, Internal Audit; involving the use of management
and EY specialists; and journal entry testing, with a focus on manual
consolidation journals and journals indicating large or unusual transactions based
on our understanding of the business.
Specific enquiries were made with the component team to confirm any
non-compliance with laws and regulations and this was reported through their
audit deliverables. Further, the Group team would communicate any instances
of non-compliance with laws and regulations to the component team through
our regular interactions.
A further description of our responsibilities for the audit of the Financial
Statements is located on the Financial Reporting Council’s website at
https://www.frc.org.uk/auditorsresponsibilities. This description forms part
ofour auditor’s report.
OTHER MATTERS WE ARE REQUIRED TO ADDRESS
– Following the recommendation from the Audit & Risk Committee we were
appointed by the company on 17 October 2019 to audit the Financial
Statements for the year ending 26 April 2020 and subsequent financial periods.
– The period of total uninterrupted engagement including previous renewals
andreappointments is six years, covering the years ending 26 April 2020 to
27April 2025.
– The audit opinion is consistent with the additional report to the Audit
&Committee.
USE OF OUR REPORT
This report is made solely to the company’s members, as a body, in accordance
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has
been undertaken so that we might state to the company’s members those
matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company and the company’s
members as a body, for our audit work, for this report, or for the opinions
wehave formed.
HELEN MCLEOD-JONES (SENIOR STATUTORY AUDITOR)
FOR AND ON BEHALF OF ERNST & YOUNG LLP, STATUTORY AUDITOR
Birmingham
2 July 2025
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
221

1, 6 51 . 5
1, 537.9
Cost of sales
(1, 4 3 8 . 3)
(1, 3 4 8 . 5)
Exceptional cost of sales
4
(2 .0)
0.5
211 . 2
189 .9
Administrative expenses
(43 . 6)
(3 7. 5)
Exceptional impairment of assets
4
(4 6 . 5)
(2 6 . 2)
Exceptional other administrative expenses
4
( 7. 0)
(6 . 2)
Share of loss of joint venture and associates
11
(0 . 2)
–
113 . 9
12 0 . 0
Finance costs
7
(3 8 . 1)
(29.5)
Finance income
7
2.3
2 .9
Exceptional finance costs
4, 7
(2 . 2)
(1. 3)
(3 8. 0)
(2 7. 9)
Profit before taxation
75 .9
92 .1
Taxation
8
(2 2 . 1)
(33 . 0)
Profit for the financial period
53. 8
59 .1
22. 8p
25.0p
2 2 . 7p
24. 8p
The notes on pages 227 to 263 are an integral part of these Consolidated Financial Statements.
CONSOLIDATED INCOME STATEMENT
FOR THE 52 WEEKS ENDED 27 APRIL 2025
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
222

Profit for the financial period
53. 8
59 .1
Foreign exchange (loss)/gain on translation of foreign operations
(15 . 2)
1. 7
Related current tax movements
8
1.1
(0 . 1)
(14 .1)
1. 6
Actuarial movements on defined benefit pension scheme
20
0 .1
(0 .9)
Related deferred tax movements
8
–
0.2
0 .1
(0 .7)
Other comprehensive (expense)/income for the period
(14 . 0)
0 .9
Total comprehensive income for the period
39. 8
60.0
The notes on pages 227 to 263 are an integral part of these Consolidated Financial Statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE 52 WEEKS ENDED 27 APRIL 2025
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
223

Goodwill
10
2 31. 2
19 9. 3
Intangible assets
10
72 .9
16 . 4
Property, plant and equipment
12
19 2 . 4
191. 4
Right-of-use assets
13
358 .6
3 81. 8
Investment in joint venture and associates
11
0.5
–
Deferred tax assets
8
4 .1
0 .4
Post-employment benefit asset
20
0.5
–
Trade and other receivables
14
4.5
2 .1
86 4.7
7 91. 4
Inventories
15
4 4 7. 4
393 . 3
Current tax asset
8.6
4. 5
Trade and other receivables
14
56 .0
22.5
Cash and cash equivalents
16
98 .9
115 . 7
610 . 9
53 6. 0
Total assets
1, 47 5 . 6
1, 3 2 7. 4
Trade and other payables
17
(2 5 4 .9)
(215 . 4)
Current tax liability
(0. 5)
–
Lease liabilities
13
(56 . 0)
(5 7. 0)
Provisions
18
(2 .4)
(1. 9)
(313 . 8)
(2 74 . 3)
Trade and other payables
17
(4 . 6)
(1.1)
Deferred tax liabilities
8
(15 . 9)
(3 .4)
Lease liabilities
13
(39 8. 6)
(4 03 .4)
Borrowings
19
(19 2 . 8)
(113 . 3)
Post-employment benefit obligations
20
–
(0 . 2)
Provisions
18
(1 0 . 3)
(8 .7)
(62 2 . 2)
(5 30. 1)
Total liabilities
(936 .0)
(8 0 4.4)
Net assets
53 9. 6
52 3. 0
Share capital
21
3.0
3.0
Share premium
21
14 7. 1
14 7. 1
Merger reserve
21
(2 . 2)
(2 . 2)
Other reserves
21
(13 . 3)
(2 3 .4)
Retained earnings
21
414 . 7
3 9 4 .1
Foreign exchange reserve
21
(9. 7)
4.4
Total equity
53 9. 6
52 3. 0
The notes on pages 227 to 263 are an integral part of these Consolidated Financial Statements.
The Consolidated Financial Statements were approved and authorised for issue by the Board and were signed on its behalf by:
L A ROMBERG
CHIEF FINANCIAL OFFICER
Date: 2 July 2025
CONSOLIDATED BALANCE SHEET
AS AT 27 APRIL 2025
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
224

Balance at 30 April 2023
3.0
1 4 7.1
(2 . 2)
(18 . 4)
3 3 7. 0
2.8
4 69. 3
Profit for the financial period
–
–
–
–
5 9.1
–
59.1
Other comprehensive income, net of tax
–
–
–
–
(0.7)
1. 6
0.9
Total comprehensive income
–
–
–
–
58.4
1. 6
60.0
Purchase of own shares for share schemes
–
–
–
( 7. 2)
–
–
(7. 2)
Share-based payment charge (note 22)
–
–
–
–
2 .1
–
2 .1
Share-based payments exercised
–
–
–
2.2
(2 . 2)
–
–
Tax on items credited to equity
–
–
–
–
(1 .1)
–
(1.1)
Tax on vested shares moved to current tax
–
–
–
–
(0 .1)
–
(0 .1)
Total other transactions
–
–
–
(5.0)
(1. 3)
–
(6 . 3)
Balance at 28 April 2024
3.0
1 4 7.1
(2 . 2)
(23.4)
39 4 .1
4.4
523 .0
Profit for the financial period
–
–
–
–
53 . 8
–
53 . 8
Other comprehensive income, net of tax
–
–
–
–
0 .1
(14 . 1)
(14 . 0)
Total comprehensive income
–
–
–
–
53.9
(14 .1)
3 9. 8
Purchase of own shares for cancellation (note 21)
–
–
–
(12 . 1)
–
–
(12.1)
Own shares cancelled (note 21)
–
–
–
11 . 3
(11 . 3)
–
–
Committed share buyback
–
–
–
–
(12 . 9)
–
(12 . 9)
Share-based payment charge (note 22)
–
–
–
–
1. 8
–
1. 8
Share-based payments exercised
–
–
–
10 .9
(1 0 . 9)
–
–
Tax on items credited to equity
–
–
–
–
0.4
–
0.4
Tax on vested shares moved to current tax
–
–
–
–
(0 .4)
–
(0 .4)
Total other transactions
–
–
–
10 .1
(33. 3)
–
(23. 2)
Balance at 27 April 2025
3.0
1 4 7.1
(2 . 2)
(13 . 3)
414 . 7
(9. 7)
53 9. 6
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
AS AT 27 APRIL 2025
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
225

£m
£m
Profit for the period
53.8
59.1
Depreciation of property, plant and equipment
12
40.8
39.7
Depreciation of right-of-use assets
13
54.5
54.8
Depreciation of right-of-use assets – exceptional items (note 4)
13
2.0
1.2
Amortisation of intangible assets
10
3.3
3.6
Impairment of right-of-use assets – exceptional items (note 4)
13
26.8
16.4
Impairment of property, plant and equipment – exceptional items (note 4)
12
19.7
9.8
Loss on disposal of property, plant and equipment
12
0.2
1.1
Loss on disposal of property, plant and equipment – exceptional items (note 4)
12
0.6
–
Loss on disposal of intangibles
10
0.2
–
Gain on lease modifications and disposals
13
(5.5)
(0.8)
Share-based payment charge
22
1.8
2.1
Share of loss of joint venture and associates
11
0.2
–
Finance income
7
(2.3)
(2.9)
Finance costs
7
38.1
29.5
Finance costs – exceptional items (note 4)
7
2.2
1.3
Taxation
8
22.1
33.0
Increase in inventory
(13.3)
(11.3)
Increase in debtors
(18.2)
(4.4)
Decrease in creditors, provisions and pensions
(12.9)
(6.7)
Cash generated from operations
214.1
225.5
Pension scheme contributions
20
(0.7)
(0.7)
Tax paid
(29.7)
(33.5)
Total net cash generated from operating activities
183.7
191.3
Property, plant and equipment additions
12
(6 8 . 0)
(81 . 6)
Intangible asset additions
10
(3 . 6)
(2 .4)
(3 . 8)
4 .1
(75.4)
(7 9.9)
2.3
3.0
(0. 7)
–
2.7
–
Acquisition of subsidiaries net of cash acquired
25
(10 6 . 9)
(4 4 . 2)
(17 8 . 0)
(121.1)
Purchase of own shares for share schemes
–
(7.2)
Purchase of own shares for cancellation
21
(11.3)
–
Proceeds/(repayment) of term loan
19
99.5
(120.0)
Net movement on multicurrency revolving loan facility
19
(13.8)
115.0
Costs directly attributable to raising new loan facility
19
(1.5)
(2.2)
Payment of capital element of leases
13
(56.2)
(46.0)
13
(24.4)
(22.1)
Interest paid
(13.4)
(9.2)
Net cash outflow from financing activities
(21.1)
(91.7)
Net decrease in cash and cash equivalents
(15.4)
(21.5)
Cash and cash equivalents at the beginning of the period
115.7
136.4
Exchange (losses)/gains on cash and cash equivalents
(1.4)
0.8
Cash and cash equivalents at the end of period
98.9
115.7
80.4
93.8
18.5
21.9
Cash and cash equivalents at end of period
98.9
115.7
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE 52 WEEKS ENDED 27 APRIL 2025
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
226

1. ACCOUNTING POLICIES
GENERAL INFORMATION
Watches of Switzerland Group PLC (the ‘Company’) is a public limited
company, limited by shares, which is listed on the London Stock Exchange and
incorporated and domiciled in England and Wales. The address of the registered
office is Aurum House, 2 Elland Road, Braunstone, Leicester, LE3 1TT. The
Company and its subsidiaries together form the Group.
The principal activity of the Group is the selling of luxury watches and jewellery,
in showrooms, online and via wholesale. At the balance sheet date, the Group
was trading from 148 UK and Europe based showrooms, and 60 US based
showrooms. The Group mainly trades under seven prestigious brands: Watches
of Switzerland (UK and US), Mappin & Webb (UK), Goldsmiths (UK), Mayors
(US), Betteridge (US), Analog:Shift (US) and Hodinkee (US), with a
complementary jewellery offering. Since 8 May 2024, the Group has also owned
the exclusive distribution rights for Roberto Coin in the US, Canada, Central
America and the Caribbean.
The Consolidated Financial Statements are presented in Pounds Sterling (£),
which is the Group’s presentational currency, and are shown in £millions to one
decimal place.
BASIS OF PREPARATION
The Consolidated Financial Statements include the financial statements of
the Company and its subsidiary undertakings made up to 27 April 2025.
A subsidiary is an entity that is controlled by the parent. The financial year
represents the 52 weeks to 27 April 2025 (prior financial year 52 weeks to
28 April 2024). The financial year-end date is determined to be the Sunday
closest to 30 April each year.
The Consolidated Financial Statements are prepared in accordance with
UK adopted international accounting standards. The Consolidated Financial
Statements have been prepared under the historical cost convention except
for pension assets which are measured at fair value.
GOING CONCERN
The Directors consider that the Group has, at the time of approving the Group
Consolidated Financial Statements, adequate resources to remain in operation
for the foreseeable future and have therefore continued to adopt the going
concern basis in preparing the consolidated information.
On 13 December 2024, the Group refinanced and repaid its $115.0 million
term loan facility which was originally taken out to finance the Roberto Coin Inc.
acquisition with a new £150.0 million facility, being made up of a £100.0 million
Term Loan and £50.0 million multicurrency revolving credit facility. The
£100.0 million was drawn down on 13 December 2024 as USD $125.0 million
and no further drawdown on the £100.0 million is permitted. The new facilities
run coterminously with the existing UK bank facility of £225.0 million. The going
concern assessment has been carried out taking into account all facilities now
in place.
The key covenant tests attached to all Group facilities are a measure of net
debt to EBITDA, and the Fixed Charge Cover Ratio (FCCR) at each April
and October. The facility covenants are on a pre-IFRS 16 basis and exclude
share-based payment costs. Net debt to EBITDA is defined as the ratio of total
net debt at the reporting date to the last 12 month Adjusted EBITDA. This ratio
must not exceed 3. The FCCR is the ratio of Adjusted EBITDA plus rent to the
total finance charge and rent for the 12 months to the reporting date. This ratio
must exceed 1.6. At 27 April 2025 the Group comfortably satisfied the covenant
tests with net debt to EBITDA being less than 3 and the FCCR exceeding 1.6.
At the balance sheet date, the Group had a total of £368.9 million in available
committed facilities, of which £195.1 million was drawn down. Net debt at
this date was £96.2 million. Liquidity headroom (defined as unrestricted cash
plus undrawn available facilities) was £253.5 million. All bank facilities run
coterminously and are due to expire in May 2028. Further detail can be found
in borrowings note 19 within the Consolidated Financial Statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
In assessing whether the going concern basis of accounting is appropriate, the
Directors have reviewed various trading scenarios for the period to 31 October
2026 from the date of this report. These included:
– The FY26 base case forecast which aligns to Guidance given on page 13, plus
a further six-month period which assumes no additional sales or profit uplift.
These included the following key assumptions:
– Revenue forecast supported by expected luxury watch supply
– Impact of US tariffs included where price changes have already been announced
– Impact of announced UK showroom closures
– Increased cost base in line with macroeconomic environment, employment
taxes and environmental targets
Under the base case forecast, the Group has significant liquidity and complies
with all covenant tests to 31 October 2026. The forecast reflects current visibility
of supply from key brands and confirmed showroom refurbishments, openings
and closures, and excludes uncommitted capital projects and acquisitions which
would only occur if expected to be incremental to the business.
– Severe but plausible scenarios of:
– 15% reduction in sales against the base case forecast as a result of
consumer confidence, macroeconomic and governmental factors. This
scenario did not include cost mitigations which are given below
– The realisation of material risks detailed within the Principal Risks and
Uncertainties on pages 148 to 153 (including potential data breaches and
non-compliance with laws and regulations), and also environmental risks
highlighted on pages 123 to 126
Under these scenarios the net debt to EBITDA and the FCCR covenants
would be complied with.
– Reverse stress-testing of cash flows during the going concern period was
performed. This determined what level of reduced EBITDA and worst-case cash
flows would result in a breach of the liquidity or covenant tests. The likelihood
of this level of reduced EBITDA is considered remote taking into account
liquidity and covenant headroom, as well as mitigating actions within
management’s control (as noted below) and that this would represent a
significant reduction in sales and margin from prior financial years
– Should trading be worse than the outlined severe but plausible scenarios, the
Group has the following mitigating actions within management’s control:
– Reduction of marketing spend
– Reduction in the level of inventory holding and purchases
– Restructuring of the business with headcount and showroom operations
savings
– Redundancies and pay freezes
– Reducing the level of planned capex
The Directors also considered whether there were any events or conditions
occurring just outside the going concern period that should be considered
in their assessment, including whether the going concern period needed to
be extended.
As a result of the above analysis, including potential severe but plausible
scenarios and the reverse stress test, the Board believes that the Group and
Company is able to adequately manage its financing and principal risks, and that
the Group and Company will be able to operate within the level of its facilities
and meet the required covenants for the period to 31 October 2026. For this
reason, the Board considers it appropriate for the Group and Company to adopt
the going concern basis in preparing the Consolidated Financial Statements.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
227

1. ACCOUNTING POLICIES (CONTINUED)
CLIMATE CHANGE
In preparing the Consolidated Financial Statements management has considered
the impact of climate change, particularly in the context of the disclosures
included in the Strategic Report. These considerations did not have a material
impact on the Consolidated Financial Statements, including the Group’s going
concern assessment to 31 October 2026 and the viability of the Group over
the next three years (refer to the Viability Statement on page 155).
EXCEPTIONAL ITEMS
The Group presents as exceptional items on the face of the Consolidated
Income Statement those items of income and expense which, because of their
size, nature or the expected infrequency of the events giving rise to them, merit
separate presentation to provide a better understanding of the elements of
financial performance in the financial period, so as to assess trends in financial
performance. Further details on exceptional items are given within note 4.
ALTERNATIVE PERFORMANCE MEASURES (APMS)
The Group has identified certain measures that it believes will assist the
understanding of the performance of the business. These APMs are not defined
or specified under the requirements of IFRS.
The Group believes that these APMs, which are not considered to be a
substitute for, or superior to, IFRS measures, provide stakeholders with
additional useful information on the underlying trends, performance and
position of the Group and are consistent with how business performance
is measured internally. The APMs are not defined by IFRS and therefore may
not be directly comparable with other companies’ APMs.
The key APMs that the Group uses include: Net Margin, Adjusted EBITDA,
Adjusted EBIT and Adjusted Earnings Per Share. These APMs are set out in the
Glossary on pages 270 to 273, including explanations of how they are calculated
and how they are reconciled to a statutory measure where relevant.
The Group makes certain adjustments to the statutory profit measures in order
to derive many of these APMs. The Group’s policy is to exclude items that are
considered non-underlying and exceptional due to their size, nature or
incidence, and are not considered to be part of the normal operating costs of
the Group. Treatment as an adjusting item provides stakeholders with additional
useful information to assess the year-on-year trading performance of the Group
but should not be considered in isolation of statutory measures.
FOREIGN CURRENCIES
The Consolidated Financial Statements are presented in Pounds Sterling (£),
which is the Group’s presentational currency, and are shown in £millions to one
decimal place. The Group includes foreign entities whose functional currencies
are not Pounds Sterling (£). On consolidation, the assets and liabilities of those
entities are translated at the exchange rates at the balance sheet date and
income and expenses are translated at average rates during the period.
Translation differences are recognised in other comprehensive income.
Transactions in currencies other than an entity’s functional currency are
recorded at the exchange rate on the transaction date, whilst assets and
liabilities are translated at exchange rates at the balance sheet date. Exchange
differences are recognised in the Consolidated Income Statement.
SEGMENT REPORTING
Operating segments are reported in a manner consistent with the internal
reporting provided to the Chief Operating Decision-Makers (CODMs).
The CODMs, who are responsible for allocating resources and assessing
performance of the operating segments, have been identified as the Chief
Executive Officer and Chief Financial Officer of the Group. The CODMs review
the key profit measures Adjusted Earnings Before Interest, Tax, Depreciation
and Amortisation (EBITDA) and Adjusted Earnings Before Interest and Tax
(EBIT), both shown pre-exceptional items and IFRS 16.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
REVENUE
The Group is in the business of selling luxury watches and jewellery and
providing ongoing services to our customers, such as repairs and servicing.
Revenue from contracts with customers is recognised when control of the
goods or services is transferred to the customer at an amount that reflects the
consideration to which the Group expects to be entitled in exchange for those
goods or services. The Group has concluded that it is the principal in its revenue
arrangements because it controls the goods or services before transferring
them to the customer.
In determining the transaction price for the sale of goods, the Group considers
the existence of significant financing components.
Sale of goods
Revenue from sale of goods is recognised at the point in time when control
of the asset is transferred to the customer, generally on delivery of the goods.
Sale of goods – retail
Sales of goods are recognised when a Group entity sells a product to the
customer and control of the goods is transferred to the customer. Retail sales
are usually settled in cash or by credit card. It is the Group’s policy to sell its
products to the retail customer with a right to return within 14 days for a cash
refund and 30 days for a product exchange. The Group does not operate any
loyalty programmes.
Where sales are made on credit provided by a third-party, revenue is
recognised immediately on sale of the product and control has been passed to
the customer. The Group offers Interest Free Credit on certain goods and the
cost of this product is netted against revenue.
Sale of goods – wholesale
Sales of goods are recognised when a Group entity sells a product to a
customer and control of the goods is transferred to the customer. This is either
upon delivery to customers, or for consigned inventory, the date of sell through
by the customer, provided the sales price is fixed, title has transferred, and
collectability of the resulting receivable is reasonably assured.
Sale of goods – online
Revenue from the sale of goods on the internet is recognised at the point that
control has passed to the customer, which is the point of delivery. Transactions
are settled by credit or payment card. Where sales are made on credit provided
by a third-party, revenue is recognised when control has been passed to the
customer, on delivery.
Rendering of services
Revenue from a contract to provide services, such as product repairs and
servicing, is recognised in the period in which the services are provided.
Revenue is recognised when the following conditions are satisfied:
– The amount of revenue can be measured reliably
– It is probable that the Group will receive the consideration due under
the contract
– The service has been completed
– Control of the good is passed back to the customer
Rights of return
When a contract provides a customer with a right of return, under IFRS 15, the
consideration is variable because the contract allows the customer to return the
product. The Group uses the expected value method to estimate the goods
that will be returned and recognise a refund liability and an asset for the goods
to be recovered. Provisions for returned goods are calculated based on future
expected levels of returns for each channel, assessed across a variety of factors
such as historical trends, economic factors and other measures.
Rebates
Under IFRS 15, rebates give rise to variable consideration. To estimate this the
Group applies the most likely amount method.
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
228

Contract balances – customer deposits and gift cards
A customer deposit or gift card liability is the obligation to transfer goods
or services to a customer for which the Group has received consideration.
If consideration is received before the Group transfers goods or services to
the customer, revenue is deferred and a customer deposit or gift card liability
is recognised. Customer deposits and gift cards are recognised as revenue when
the customer is passed control of the goods.
Gift card redemptions are estimated on the basis of historical redemptions and
are reviewed regularly and updated to reflect management’s best estimate of
patterns of redemption. The estimated non-redemption is recognised in
revenue based on historical redemptions.
Cost of sales
Included within cost of sales are any items which are directly attributable to
the sale of goods and services. This includes the cost of bringing inventory into
a condition to sell, wages and salaries, depreciation on land and buildings and
fittings and equipment, and other costs directly attributable to the cost of selling
goods and services.
Insurance contracts
Commission income is earned by the Group in showrooms and online through
the sale of insurance policies. In addition, the Group issues contracts that
transfer insurance risk which are classified as insurance contracts. This activity
is completed through the Aurum Insurance (Guernsey) Limited subsidiary which
is fully consolidated. The Group manages its risk via its underwriting strategy
within its overall risk management framework. Premiums are earned from the
date of the attachment of risk, over the indemnity period, based on the pattern
of risks underwritten. The earned portion of premiums written is recognised as
revenue. Unearned premium represents the proportion of premiums written
which is estimated to be earned in future financial years, calculated separately
for each insurance contract using the daily pro-rata method. Claims and claims
handling expenses are recognised as incurred based on the estimated cost of
settling all liabilities arising on events occurring up to the balance sheet date.
Share-based payments
Some employees (including senior executives) of the Group receive
remuneration in the form of share-based payments, whereby employees render
services as consideration for equity instruments (equity-settled transactions).
The fair value of the equity-settled awards is calculated at grant date using a
Black-Scholes model. The resulting cost is charged in the Consolidated Income
Statement over the vesting period of the option or award and is regularly
reviewed and adjusted for the expected and actual number of options or awards
vesting. This applies to LTIP Awards, Deferred Share Bonus Schemes, Save as
You Earn and Employee Stock Purchase Plan Awards, and Free Share Awards.
Service and non-service performance conditions are not taken into account
when determining the grant date fair value of awards, but the likelihood of the
conditions being met is assessed as part of the Group’s best estimate of the
number of equity instruments that will ultimately vest. No expense is recognised
for awards that do not ultimately vest because of non-market performance and/
or service conditions that have not been met.
The social security contributions payable in connection with the award of
the share options is determined at each balance sheet date as a liability with
the total cost recognised in the Consolidated Income Statement over the
vesting period.
Own shares held
Own shares represent the shares of Watches of Switzerland Group PLC that
are held in an Employee Benefit Trust which has been set up for this purpose.
The Company adopts a ‘look-through’ approach which, in substance, accounts
for the trust as an extension of the Company. Own shares are recorded at cost
and are deducted from equity.
Taxation
Taxation, comprised of current and deferred tax, is charged or credited to the
Consolidated Income Statement unless it relates to items recognised in other
comprehensive income or directly in equity. In such cases, the related tax is also
recognised in other comprehensive income or directly in equity.
Current tax liabilities are measured at the amount expected to be paid, based
on tax rates and laws that are enacted or substantively enacted at the balance
sheet date.
Deferred tax is accounted for using the balance sheet liability method and is
calculated using rates of taxation enacted or substantively enacted at the balance
sheet date which are expected to apply when the asset or liability is settled.
Deferred tax liabilities are generally recognised for all taxable temporary
differences. Deferred tax assets are only recognised to the extent that it is
probable that taxable profits will be available against which deductible temporary
differences can be utilised. Deferred tax is not recognised in respect of investments
in subsidiaries where the reversal of any taxable temporary differences can be
controlled and are unlikely to reverse in the foreseeable future. Deferred tax
assets and liabilities are offset when there is a legally enforceable right to offset
and there is an intention to settle the balances on a net basis.
On 23 May 2023, IASB issued ‘International Tax Reform-Pillar Two Model Rules
– Amendments to IAS 12’ in response to the OECD’s BEPS Pillar Two model
rules. The amendments introduced an immediate, mandatory temporary
exception (IAS 12 Para 4A) from the requirement for companies to recognise
and disclose deferred tax assets and liabilities related to Pillar Two income taxes.
The Group has applied the mandatory temporary exception at 27 April 2025.
Business combinations and goodwill
Business combinations are accounted for using the acquisition method. The cost
of an acquisition is measured as the aggregate of the consideration transferred,
which is measured at acquisition date fair value, and the amount of any non-
controlling interests in the acquiree. Acquisition-related costs are expensed as
incurred and included in administrative expenses.
The Group determines that it has acquired a business when the acquired set
of activities and assets include an input and a substantive process that together
significantly contribute to the ability to create outputs. The acquired process
is considered substantive if it is critical to the ability to continue producing
outputs, and the inputs acquired include an organised workforce with the
necessary skills, knowledge or experience to perform that process or it
significantly contributes to the ability to continue producing outputs and is
considered unique or scarce or cannot be replaced without significant cost,
effort or delay in the ability to continue producing outputs.
When the Group acquires a business, it assesses the financial assets and
liabilities assumed for appropriate classification and designation in accordance
with the contractual terms, economic circumstances and pertinent conditions
as at the acquisition date.
Any contingent consideration to be transferred by the acquirer will be
recognised at fair value at the acquisition date. Contingent consideration
classified as an asset or liability that is a financial instrument and within the scope
of IFRS 9 ‘Financial Instruments’, is measured at fair value with the changes in fair
value recognised in the statement of profit or loss in accordance with IFRS 9.
Goodwill is initially measured at cost (being the excess of the aggregate of the
consideration transferred and the amount recognised for non-controlling interests
and any previous interest held over the net identifiable assets acquired and liabilities
assumed). If the fair value of the net assets acquired is in excess of the aggregate
consideration transferred, the Group reassesses whether it has correctly identified
all of the assets acquired and all of the liabilities assumed and reviews the
procedures used to measure the amount to be recognised at the acquisition date. If
the reassessment still results in an excess of the fair value of net assets acquired over
the aggregate consideration transferred, then the gain is recognised in profit or loss.
After initial recognition, goodwill is measured at cost less any accumulated
impairment losses.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
229

1. ACCOUNTING POLICIES (CONTINUED)
Joint venture and associates
The Group presents its share of profit or loss of joint venture and associates
using the equity method under IAS 28 ‘Investments in Associates and Joint
Ventures’. IAS 1.82(c) requires share of the profit or loss of joint venture and
associates accounted for using the equity method to be presented in a separate
line item on the face of the Consolidated Income Statement. In complying with
this requirement, the Group combines the share of profit or loss in one line item.
After application of the equity method, the Group determines whether it is
necessary to recognise an impairment loss on its investment. At each reporting
date, the Group determines whether there is objective evidence that the
investment is impaired. If there is such evidence, the Group calculates the
amount of impairment as the difference between the recoverable amount
and its carrying value and then recognises the loss within ‘Share of profit or
loss of joint venture and associates’ in the Consolidated Income Statement.
Intangible assets
Expenditure on internally generated goodwill and brands is recognised in the
Consolidated Income Statement as an expense as incurred.
Other intangible assets that are acquired by the Group are stated at cost less
accumulated amortisation and accumulated impairment losses.
The cost of intangible assets acquired in a business combination is capitalised
separately from goodwill if the fair value can be measured reliably at the
acquisition date.
Intangible assets with indefinite useful lives are not amortised, but are tested for
impairment annually, either individually or at the cash-generating unit (CGU)
level. The assessment of indefinite life is reviewed annually to determine
whether the indefinite life continues to be supportable. If not, the change
in useful life from indefinite to finite is made on a prospective basis.
Acquired computer software licences are capitalised based on the costs incurred
to acquire and bring to use the specific software. Software is measured initially at
acquisition cost or costs incurred to develop the asset. Following initial recognition,
software is carried at cost less accumulated amortisation. Assets are amortised on
a straight-line basis over their estimated useful lives of three to five years.
Cloud software licence agreements
Licence agreements to use cloud software are treated as service contracts
and expensed in the Consolidated Income Statement, unless the Group has
both a contractual right to take possession of the software at any time without
significant penalty, and the ability to run the software independently of the host
vendor. In such cases the licence agreement is capitalised as software within
intangible assets. Costs to configure or customise a cloud software licence are
expensed alongside the related service contract in the Consolidated Income
Statement, unless they create a separately identifiable resource controlled by
the Group, in which case they are capitalised.
Amortisation
Amortisation is charged to the Consolidated Income Statement on a straight-
line basis over the estimated useful lives of intangible assets. Amortisation is
recognised wholly within cost of sales. Intangible assets are amortised from
the date they are available for use. The estimated useful lives are as follows:
Computer software
3 to 5 years
Brands
5 to 30 years
Agency agreements
10 years
The bases for choosing these useful lives are:
– Brand longevity considering brand history and market awareness
– Agency agreements considering the longevity of the agreements in place with
a major supplier
The Group reviews the amortisation period and method when events and
circumstances indicate that the useful life may have changed since the last
reporting date.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
Property, plant and equipment
Management accounts for property, plant and equipment under the cost basis
of IAS 16 ‘Property, plant and equipment’, rather than applying the alternative
(revaluation) treatment. The cost of property, plant and equipment includes
directly attributable costs.
Depreciation is provided on the cost of all other assets (except assets in the
course of construction), so as to write off the cost, less residual value, on a
straight-line basis over the expected useful economic life of the assets
concerned, as follows:
Land and buildings
Lease period
Fittings and equipment
3 to 10 years
Useful lives and residual values are reviewed at each balance sheet date and
revised where expectations are significantly different from previous estimates.
In such cases, the depreciation charge for current and future periods is adjusted
accordingly. The impact of climate change on asset lives has also been considered
in the period. Asset lives are not affected by climate actions taking place.
Impairment of non-financial assets
The carrying values of non-financial assets are reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any
impairment loss arises, the asset is adjusted to its estimated recoverable amount
and the difference is recognised in the Income Statement.
Property, plant and equipment and other non-current assets are reviewed for
impairment if events or changes in circumstances indicate that the carrying
amount of an asset or a CGU is not recoverable. A CGU is the smallest
identifiable group of assets that generate independent cash flows which are
monitored by management and the CODMs. The Group considers this to be
showroom locations or offices. CGUs are grouped for the purposes of allocating
goodwill where the CGU group is expected to benefit from synergies, such as
sharing of centralised functions and management. Goodwill allocated to groups
of CGUs is tested annually for impairment and whenever there is an indication
that the goodwill may be impaired.
Impairment testing is performed at several levels and applied in the order set
out by IAS 36 ‘Impairment of assets’. Impairment testing is first applied to the
assets within a CGU where the value of assets held by the CGU are compared
to the recoverable value. Impairment testing is then performed at a higher level
which compares the value of goodwill to the recoverable value of the associated
group of CGUs.
Trade and other receivables
Trade receivables represent outstanding customer balances less an allowance for
Expected Credit Losses (ECLs). Trade receivables are recognised when the Group
becomes party to the contract which happens when the goods are received and
controlled by the end user. They are derecognised when the rights to receive the
cash flows have expired e.g. due to the settlement of the outstanding amount or
where the Group has transferred substantially all the risks and rewards associated
with that contract. Other receivables are stated at invoice value less an allowance
for ECLs. Trade and other receivables are subsequently measured at amortised
cost as the business model is to collect contractual cash flows and the debt meets
the Solely Payment of Principal and Interest (SPPI) criterion.
Expected Credit Losses (ECLs)
The Group recognises an allowance for ECLs for customer and other
receivables. IFRS 9 ‘Financial instruments’ requires a provision to be recognised
on origination of a customer advance, based on its ECL.
The Directors have taken the simplification available under IFRS 9 5.5.15 which
allows the loss amount in relation to a trade receivable to be measured at initial
recognition and throughout its life at an amount equal to lifetime ECL. This
simplification is permitted where there is either no significant financing
component (such as customer receivables where the customer is expected to
repay the balance in full prior to interest accruing) or where there is a significant
financing component (such as where the customer expects to repay only the
minimum amount each month), but the Directors make an accounting policy
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
230

choice to adopt the simplification. Adoption of this approach means that
Significant Increase in Credit Risk (SICR) and Date of Initial Recognition (DOIR)
concepts are not applicable to the Group’s ECL calculations.
Lifetime ECLs are the ECLs that result from all possible default events over the
expected life of a financial instrument. Trade and other receivables are only
written off when the Group has exhausted all options to recover the amounts
due and provided for in full when there is no reasonable expectation of
recovery, which is the Group’s definition of default.
The assessment of credit risk and the estimation of ECL are required to be
unbiased, probability-weighted and should incorporate all available information
relevant to the assessment, including information about past events, current
conditions and reasonable and supportable forecasts of economic conditions at
the reporting date. The forward-looking aspect of IFRS 9 requires considerable
judgement as to how changes in economic factors affect ECLs.
ECL charges in respect of customer receivables are recognised in the
Consolidated Income Statement within cost of sales.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost
includes all costs incurred in bringing each product to its present location and
condition. Raw materials, consumables and goods for resale are recognised on
an average cost basis. Net realisable value is the estimated selling price in the
ordinary course of business, less applicable variable selling expenses.
Cash and cash equivalents
In the Consolidated Balance Sheet, cash and cash equivalents includes cash
in hand, cash in transit, deposits held at call with banks and other short-term
highly liquid investments with original maturities of three months or less. Cash
in transit largely comprises amounts receivable on credit cards where the
transaction has been authorised but the funds have yet to clear the bank. These
balances are considered to be highly liquid, with minimal risk of default, and are
typically received in less than three days.
Provisions
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
– The amount has been reliably estimated
Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow
will be required in settlement is determined by considering the class of obligations
as a whole. A provision is recognised even if the likelihood of an outflow with
respect to any one item included in the same class of obligations may be small.
Provisions are measured at the present value of the expenditures expected to
be required to settle the obligation using a pre-tax rate that reflects current
market assessments of the time value of money and the risks specific to the
obligation. The increase in the provision due to passage of time is recognised
as an interest expense.
Post-employment benefit obligations
The Group operates various post-employment schemes, including both defined
benefit schemes and defined contribution pension plans. Typically, defined
benefit schemes define an amount of pension benefit that an employee will
receive on retirement, usually dependent on one or more factors such as age,
years of service and compensation.
The amount recognised in the Consolidated Balance Sheet in respect of the
defined benefit pension scheme is the present value of the defined benefit
obligation at the end of the reporting period less the fair value of scheme assets.
The defined benefit obligation is calculated by a full yield-curve independent
actuarial valuation. The present value of the defined benefit amount is
determined by discounting the estimated future cash outflows using interest
rates of high-quality corporate bonds that are denominated in the currency in
which the benefits will be paid, and that have terms to maturity approximating
to the terms of the related pension obligation.
The current service cost of the defined benefit scheme, recognised in the
Consolidated Income Statement in employee benefit expense, reflects the
increase in the defined benefit obligation resulting from employee service in
the current period, benefit changes, curtailments and settlements. Past-service
costs are recognised immediately in the Consolidated Income Statement.
The net interest cost is calculated by applying the discount rate to the net
balance of the defined benefit obligation and the fair value of scheme assets.
This cost is included in employee benefit expense in the Consolidated
Income Statement.
Actuarial gains and losses arising from experience adjustments and changes in
actuarial assumptions are charged or credited in other comprehensive income
in the period in which they arise. Where the Group has an unconditional right
to a refund, it recognises an asset measured as the amount of the surplus at the
balance sheet date that is has a right to receive as a refund.
For defined contribution plans, the Group pays contributions to publicly or
privately administered pension insurance plans on a mandatory, contractual
or voluntary basis. The Group has no further payment obligations once the
contributions have been paid. The contributions are recognised as an employee
benefit expense when they are due.
Financial instruments – initial recognition and subsequent measurement
A financial instrument is any contract that gives rise to a financial asset in one
entity and a financial liability or equity instrument in another entity.
The Group does not hold any derivative instruments in either the current
or prior period.
Financial assets
Initial recognition and measurement
Financial assets are classified at initial recognition, and subsequently measured at
amortised cost, Fair Value through Other Comprehensive Income (FVOCI) or Fair
Value through Profit or Loss (FVPL). The classification is based on two criteria:
– The Group’s business model for managing the assets; and
– Whether the instruments’ contractual cash flows represent ‘Solely Payments of
Principal and Interest’ on the principal amount outstanding (the SPPI criterion)
A summary of the Group’s financial assets is as follows:
Financial assets
Classification under IFRS 9
Cash and short-term deposits
Amortised cost
Under IFRS 9 the Group initially measures a financial asset at its fair value plus
directly attributable transaction costs, unless the asset is classified as FVPL.
Transactional costs of financial assets carried at FVPL are expensed in the
Consolidated Income Statement.
Subsequent measurement
Financial assets at amortised cost are subsequently measured at amortised cost
using the effective interest rate (EIR) method. The amortised cost is reduced by
impairment losses. Interest income, impairment or gain or loss on derecognition
are recognised in profit or loss.
Derecognition
A financial asset is derecognised primarily when:
– The rights to receive cash flows from the asset have expired; or
– The Group has transferred its rights to receive cash flows from the asset or has
assumed an obligation to pay the received cash flows in full without material
delay to a third-party under a ‘pass-through’ arrangement; and either a) the
Group has transferred substantially all the risks and rewards of the asset, or b)
the Group has neither transferred nor retained substantially all the risks and
rewards of the asset, but has transferred control of the asset
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
231

1. ACCOUNTING POLICIES (CONTINUED)
Impairment
The Group recognises an allowance for ECLs for all debt instruments not
held at FVPL. The most significant financial assets of the Group are its trade
receivables. ECLs are calculated in accordance with the accounting policies set
out above.
Financial liabilities
Initial recognition and measurement
The Group has classified its financial liabilities as follows:
Financial liabilities
Classification under IFRS 9
All financial liabilities are recognised initially at fair value and, in the case of loans
and borrowings and payables, net of directly attributable transaction costs.
Subsequent measurement
A summary of the subsequent measurement of financial liabilities is set out below:
Financial liabilities at FVPL
Subsequently measured at fair value. Gains and losses
Derecognition
A financial liability is derecognised when the obligation under the liability is
discharged, cancelled or expires. When an existing financial liability is replaced
by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or
modification is treated as the derecognition of the original liability and the
recognition of a new liability. The difference in the respective carrying amounts
is recognised in the Consolidated Income Statement.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported
in the Balance Sheet if there is a currently enforceable legal right to offset the
recognised amounts and there is an intention and ability to settle on a net basis,
to realise the assets and settle the liabilities simultaneously.
Leases
The Group’s lease portfolio is principally comprised of property leases in
relation to Watches of Switzerland, Mappin & Webb, Goldsmiths, Mayors and
Betteridge showrooms, mono-brand boutiques and Support Centres. The
leases typically run for terms between five and 20 years and may include break
clauses or options to renew beyond the non-cancellable periods. The majority
of the Group’s lease payments are subject to market review, usually every five
years, with a number of leases having annual increases dependent on economic
indices. Some lease agreements include rental payments which are contingent
on the turnover of the property to which they relate. These payments are
excluded from the calculation of the lease liabilities under IFRS 16 ‘Leases’.
Definition of a lease
The Group assesses whether a contract is or contains a lease based on the
definition of a lease under IFRS 16. A contract is, or contains, a lease if the
contract conveys a right to control the use of an identified asset for a period
of time in exchange for consideration.
At inception or on reassessment of a contract that contains a lease component,
the Group allocates the consideration in the contract to each lease and non-
lease component on the basis of their relative standalone prices.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
Lease liability – initial recognition
The Group recognises right-of-use assets and lease liabilities at the lease
commencement date. The lease liabilities are initially measured at the present
value of the lease payments that are not yet paid at the commencement date,
less any incentives receivable, discounted using the determined incremental
borrowing rate applicable to the lease.
Lease payments in the measurement of the lease liability comprise:
– Fixed lease payments (including in-substance fixed payments), less any lease
incentives
– Variable lease payments such as those that depend on an index or rate (such as
RPI), initially measured using the index or rate at the commencement date; and
– Penalty payments for terminating the lease, if the lease term reflects the
exercise of an option to terminate the lease
The Group discounts lease payments to their present value, using its
Incremental Borrowing Rate (IBR) at the lease commencement date. IBR
applied to each lease is determined by taking into account:
– The risk-free rate based on country-specific swap markets
– A credit risk adjustment based on country-specific corporate indices; and
– A Group specific adjustment to reflect the Group’s specific borrowing conditions
The IBR applied to individual leases ranged from 2.1% to 7.7%.
Lease liability – subsequent measurement
Lease liabilities are subsequently measured at amortised cost and are increased
to reflect interest on the lease liability (using the effective interest method) and
decreased by the lease payments made.
Lease liability – remeasurement
Lease liabilities are remeasured when there is a change in future lease payments
arising from a change in an index or market rental review, a change in the estimate
of the amount expected to be payable under a residual value guarantee, or as
appropriate, changes in the assessment of whether a renewal option is reasonably
certain to be exercised or a break clause is reasonably certain to be exercised.
When the lease liability is remeasured, an equivalent adjustment is made to the
right-of-use asset, unless its carrying amount is reduced to £nil, in which case
any remaining amount is recognised in profit or loss.
The Group has applied judgement to determine the lease term for those lease
contracts that include a renewal or break option. The assessment of whether
the Group is reasonably certain to exercise a renewal option or reasonably
certain not to exercise a break option significantly impacts the value of lease
liabilities and right-of-use assets recognised on the Balance Sheet and the
Consolidated Income Statement.
Right-of-use assets – initial recognition
Right-of-use assets are initially measured at cost, which is an amount equal to
the corresponding lease liabilities adjusted for any lease payments made at or
before the commencement date, dilapidation provisions required, less any lease
incentives received. The Group has elected to apply the exemption for
short- term leases (leases with a term of less than one year) and low-value
assets under IFRS 16, as such not recognising a right-of-use asset and lease
liability on the Balance Sheet, but recognising lease payments associated with
those leases as an expense on a straight-line basis over the lease term.
Where the Group has an obligation for costs to restore the underlying asset to
the condition required by the terms and conditions of the lease, a provision is
recognised and measured under IAS 37 ‘Provisions, contingent liabilities and
contingent assets’. The estimated costs are included in the related right-of-use
asset. Initial direct costs (lease acquisition costs), incurred subsequently to the
initial date of application, have been included within the right-of-use asset.
Right-of-use assets – subsequent measurement
Right-of-use assets are subsequently measured at cost less any accumulated
depreciation and impairment losses, adjusted for certain remeasurements of
the lease liabilities. Depreciation is calculated on a straight-line basis over the
expected useful economic life of a lease which is taken as the lease term.
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
232

NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
The following amendment was adopted early by the Group in the prior year:
– Classification of Liabilities as Current or Non-current and Non-current Liabilities
with Covenants – Amendments to IAS 1
This had no material impact on the Group.
Significant accounting estimates, assumptions and judgements
The preparation of consolidated financial information requires the Group to
make estimates and assumptions that affect the application of policies and
reported amounts. Estimates and judgements are continually evaluated and
are based on historical experience and other factors, including expectations of
future events that are reasonable under the circumstances. Actual results may
differ from these estimates.
Significant estimates and assumptions
Estimates and underlying assumptions are reviewed by management on an
ongoing basis, with revisions recognised in the period in which the estimates
are revised and in any future period affected.
The areas involving significant risk resulting in a material adjustment to the
carrying amounts of assets and liabilities within the next financial period are
as follows:
Net realisable value of inventories
Inventories are stated at the lower of cost and net realisable value, on a
weighted average cost basis. Provisions are recognised where the net realisable
value is assessed to be lower than cost. The calculation of this provision requires
estimation of the eventual sales price and sell-through of goods to customers in
the future. The inventory provision held at the year-end was £5.8 million (2024:
£6.4 million). A 20% reduction in the sell-through of slow moving stock would
impact the net realisable value by c.£ 4.0 million.
Impairment of property, plant and equipment and right-of-use assets
Property, plant and equipment and right-of-use assets are reviewed for
impairment if events or changes in circumstances indicate that the carrying
amount may not be recoverable. For the impairment test, the value-in-use
method requires the Group to determine appropriate assumptions (which are
sources of estimation uncertainty) in relation to the cash flow projections over
the strategic plan period, the long-term growth rate to be applied beyond this
period and the risk-adjusted pre-tax discount rate used to discount those cash
flows. The key assumptions relate to sales growth rates and discount rates used
to discount the cash flows. Climate risk and near-term environmental actions
that the Group is taking have been considered in future cash flows used in the
impairment review. This includes unavoidable future costs such as price
increases, together with the cost of mitigating climate risks, and consideration
of quantified climate-related risks on future cash flows. Showroom related
property, plant and equipment and right-of-use assets are tested for impairment
at a showroom by showroom level, including an allocation of overheads related
to showroom operations. Sensitivity of the key assumptions in relation to
impairment is included in note 12.
Significant judgements
The following are the critical judgements, apart from those involving
estimations, that the Directors have made in the process of applying the
Group’s accounting policies and that have the most significant effect on the
amounts recognised in the Consolidated Financial Statements:
Classification of exceptional items and presentation of non-GAAP measures
The Directors exercise their judgement in the classification of certain items as
exceptional and outside the Group’s underlying results. The determination of
whether an item should be separately disclosed as an exceptional item,
non-underlying or non-trading requires judgement on its size, nature or
expected infrequency, as well as whether it provides clarity on the Group’s
underlying trading performance. In exercising this judgement, the Directors take
appropriate regard of IAS 1 ‘Presentation of financial statements’ as well as
guidance from the Financial Reporting Council and the European Securities
Market Authority on the reporting of exceptional items and APMs. The overall
goal of the Directors is to present the Group’s underlying performance without
distortion from one-off or non-trading events regardless of whether they are
favourable or unfavourable to the underlying result. Further details on
exceptional items are provided in note 4.
Lease term (IFRS 16)
IFRS 16 defines the lease term as the non-cancellable period of a lease together
with the options to extend or terminate a lease, if the lessee were reasonably
certain to exercise that option.
Where a lease includes the option for the Group to terminate the lease before
the term end, the Group makes a judgement as to whether it is reasonably
certain that the option will or will not be taken.
On entering into a lease, the Group assesses how reasonably certain it is to
exercise these options. The default position is that the Group will determine
that the lease term is to the end of the lease (i.e. will not include break-clauses
or options to extend) unless there is clear evidence to the contrary.
The lease term of each lease is reassessed if there is specific evidence of
a change in circumstance such as:
– A decision has been made by the business to exercise a break or option
– The trading performance significantly changes
– Planned future capital expenditure suggests that the option to extend will
be taken
Discount rates (IFRS 16)
The discount rate used to calculate the lease liability is the rate implicit in the
lease, if it can be readily determined, or the lessee’s incremental borrowing rate
if not. Management uses the rate implicit in the lease in relation to the Group’s
‘Other’ leases and the lessee’s incremental borrowing rate for all property leases.
Incremental borrowing rates are determined on entering a lease and depend on
the term, country, currency and start date of the lease. The incremental
borrowing rate used is calculated based on a series of inputs including:
– The risk-free rate based on country-specific swap markets
– A credit risk adjustment based on country-specific corporate indices; and
– A Group-specific adjustment to reflect the Group’s specific borrowing conditions
As a result, reflecting the breadth of the Group’s lease portfolio, judgements on
the lease terms and the international spread of the portfolio, there are a large
number of discount rates applied to the leases within the range of 2.1% to 7.7%.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
233

2. SEGMENT REPORTING
The key Group performance measures are Adjusted Earnings Before Interest, Tax, Depreciation and Amortisation (Adjusted EBITDA) and Adjusted Earnings
Before Interest and Tax (Adjusted EBIT), both shown pre-exceptional items, as detailed below. The segment profit/loss is disclosed on a pre-IFRS 16 basis reflecting
how results are reported to the Chief Operating Decision Makers (CODMs) and how they are measured for the purposes of covenant testing. Both Adjusted
EBITDA and Adjusted EBIT are APMs and these measures provide stakeholders with additional useful information to assess the year-on-year trading performance
of the Group but should not be considered in isolation of statutory measures.
Adjusted EBITDA represents profit for the period before finance costs, finance income, taxation, depreciation, amortisation, and exceptional items presented
in the Group’s Consolidated Income Statement (consisting of exceptional cost of sales, exceptional administrative expenses and exceptional finance costs) on a
pre-IFRS 16 basis. UK and Europe operating segments are aggregated into one reporting segment, which is reflective of the management structure in place and
meets the aggregation criteria of IFRS 8.
Wholesale revenue is reported separately to the CODM and the results are aggregated into the US reporting segment. This is reflective of the management
structure in place. As such, following the acquisition of Roberto Coin Inc. in the period, wholesale revenue has been reported separately. Roberto Coin Inc. forms
part of the US segment below and further detail of revenue, profit before tax and assets held has been disclosed in note 25 to these accounts.
Retail revenue
865.9
679.3
–
Wholesale revenue
–
110 . 8
–
Eliminations
–
(4.5)
–
Revenue from external customers
865.9
785.6
–
1,651.5
Cost of sales
(553.9)
(499.0)
–
Net margin
312.0
286.6
–
598.6
Showroom costs
(170.3)
(122.4)
–
Overheads
(44.0)
(58.6)
(3.9)
Showroom opening and closing costs
(1.6)
(5.3)
–
Share of loss of joint venture and associates
(0.2)
–
–
Adjusted EBITDA
95.9
100.3
(3.9)
192 .3
Depreciation, amortisation, impairment and loss on disposal of assets
(25.9)
(15.2)
(1.5)
Segment profit/(loss)*
70.0
85.1
(5.4)
149.7
Profit before taxation for the financial period
75.9
* Segment profit/(loss) is defined as being Earnings Before Interest, Tax, exceptional items and IFRS 16 adjustments (Adjusted EBIT).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
234

Revenue from external customers
846.1
691.8
–
1,537.9
Cost of sales
(538.8)
(436.9)
–
Net margin
307. 3
254.9
–
562.2
Showroom costs
(162.6)
(126. 5)
–
Overheads
(50.2)
(32.8)
(2.3)
Showroom opening and closing costs
(5.6)
(3.3)
–
Adjusted EBITDA
88.9
92.3
(2.3)
178.9
Depreciation, amortisation, impairment and loss on disposal of assets
(27.6)
(15.2)
(1.4)
Segment profit/(loss)*
61.3
77.1
(3.7)
134.7
Profit before taxation for the financial period
92.1
Entity-wide revenue disclosures
Luxury watches
729.5
709.4
Luxury jewellery
65.0
62.1
Services/other
71.4
74.6
Total
865.9
846.1
Luxury watches
624.0
635.3
Luxury jewellery
39.2
40.3
Luxury jewellery wholesale
110 . 8
–
Eliminations
(4.5)
–
Services/other
16.1
16.2
Total
785.6
691.8
Luxury watches
1,353.5
1,344.7
Luxury jewellery
104.2
102.4
Luxury jewellery wholesale
110 . 8
–
Eliminations
(4.5)
–
Services/other
87.5
90.8
Total
1,651.5
1,537.9
‘Services/other’ consists of the sale of fashion and classic watches and jewellery, the sale of gifts, servicing, repairs and product insurance. Information regarding
geographical areas, including revenue from external customers, is disclosed above.
No single customer accounted for more than 10% of revenue in any of the financial periods noted above.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
235

2. SEGMENT REPORTING (CONTINUED)
Entity-wide statutory non-current asset disclosures
Goodwill
137.6
137.6
Intangible assets
5.5
5.1
Property, plant and equipment
100.7
115 .7
Right-of-use assets
202.4
252.3
Investment in joint venture and associates
0.5
–
Total
446.7
510.7
Goodwill
93.6
61.7
Intangible assets
67.4
11. 3
Property, plant and equipment
81.9
65.2
Right-of-use assets
151.2
124.3
Total
394.1
262.5
Property, plant and equipment
9.8
10.5
Right-of-use assets
5.0
5.2
Total
14.8
15.7
Goodwill
231.2
199.3
Intangible assets
72.9
16.4
Property, plant and equipment
192.4
191.4
Right-of-use assets
358.6
381.8
Investment in joint venture and associates
0.5
–
Total
855.6
788.9
3. REVENUE
The Group’s disaggregated revenue recognised under contracts with customers relates to the following categories and operating segments:
UK and Europe
839.4
–
–
26.5
865.9
US
666.3
110 .8
(4.5)
13. 0
785.6
Total
1,505.7
110 . 8
(4.5)
39.5
1,651.5
UK and Europe
810.6
35.5
846.1
US
678.8
13.0
691.8
Total
1,489.4
48.5
1,537.9
* The decrease in UK and Europe rendering of service revenue was due to the prior period including the gross amounts collected from the sale of insurance policies, compared to the disclosure for
the 52-week period ended 27 April 2025 showing the net commission earned. The total revenue reported in the prior period was correct, and as the disclosure change is not material the prior year
balances have not been restated.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
236

4. EXCEPTIONAL ITEMS
Exceptional items are those that in the judgement of the Directors need to be separately disclosed by virtue of their size, nature or incidence, in order to draw the
attention of the reader and to show the underlying business performance of the Group. Such items are included within the Income Statement caption to which
they relate and are separately disclosed on the face of the Consolidated Income Statement.
Acquisition costs
–
(0.7)
Rolex Old Bond Street (IFRS 16 depreciation)
(i)
(note 13)
(2.0)
(1.2)
Reversal of inventory provision created on acquisition
–
2.4
Total exceptional cost of sales
(2.0)
0.5
Showroom impairment
(ii)
(24.6)
(13.0)
(19.0)
(7.2)
(1.6)
(1.0)
0.7
–
Showroom closures
(iii)
(2.2)
–
(0.6)
–
(1.8)
–
(1.6)
–
European showroom impairment
(iv)
–
(3.4)
(0.7)
(2.6)
–
(2.6)
Business acquisitions
(v)
(0.9)
(2.6)
(1.2)
–
Total exceptional administrative costs
(53.5)
(32.4)
Rolex Old Bond Street (IFRS 16 interest)
(i)
(note 13)
(2.2)
(1.3)
Total exceptional finance costs
(2.2)
(1.3)
Total exceptional items
(57.7 )
(33.2)
(i) Rolex Old Bond Street
A new 7,200 sq ft showroom was built and opened during the year in partnership with Rolex. This new flagship is our largest Rolex showroom and reflects the importance of the London market and
the special relevance of London to the history of Rolex. The cost shown here is the IFRS 16 depreciation and interest costs incurred whilst the showroom was being constructed. They are deemed to
be exceptional in nature given that this unique proposition results in a project size and complexity significantly outside of a standard build, coupled with documented project delays outside of the
Group’s control. Costs shown are prior to the showroom opening on 14 March 2025.
(ii) Showroom impairment
The current macroeconomic environment, high interest rates and inflationary landscape gave rise to indicators of impairment in the current period. Consequently, discounted cash flows were
performed on all Cash Generating Units (CGUs) with indicators of impairment. This resulted in a non-cash impairment charge of £43.6 million being recorded in the period. This is allocated over the
right-of-use assets and the property, plant and equipment of those showrooms as required by IAS 36 ‘Impairment of Assets’. A fur ther provision of £1.6 million relates to associated onerous contracts.
A lease surrender gain of £0.7 million was also recognised in exceptionals, as the original impairment was presented in exceptionals in the prior year.
(iii) Showroom closures
In April 2025 the closure of a number of showrooms was announced as the Group continually assesses its operations to remain as efficient and productive as possible. The exceptional costs are
reflective of asset write downs, other onerous provisions and redundancy costs.
(iv) European showroom impairment
As announced during the prior year, the Group’s intention has been to reallocate investment from Europe into the UK and US. During the year the Group has closed or transferred a further seven
showrooms.
(v) Business acquisitions
Professional and legal expenses on business combinations have been expensed to the Consolidated Income Statement as an exceptional cost as they are regarded as non-trading, non-underlying costs
and are considered to be material by nature. Similarly, the costs associated with the integration of Roberto Coin Inc., and the Hodinkee business, have also been expensed as exceptional items.
The total cash outflow in FY25 as a result of the above was £8.6 million, being (i) £3.3 million + (ii) £1.6 million + (iii) £1.2 million + (iv) £0.8 million + (v) £1.7 million.
All of these items are considered exceptional as they are linked to unique non-recurring events and do not form part of the underlying trading of the Group.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
237

5. OPERATING PROFIT
Group operating profit for continuing operations is stated after charging the below items:
Depreciation of property, plant and equipment (note 12)
(40.8)
(39.7)
Amortisation of intangible assets (note 10)
(3.3)
(3.6)
Depreciation of right-of-use assets (note 13)
(54.5)
(54.8)
Depreciation of right-of-use assets – exceptional items (note 13)
(2.0)
(1.2)
Impairment of property, plant and equipment – exceptional items (note 12)
(19.7)
(9.8)
Impairment of right-of-use assets – exceptional items (note 13)
(26.8)
(16.4)
Inventory recognised as an expense
(1,064.4)
(981.6)
Write down of inventories to net realisable value
(1.6)
(2.4)
Audit of these Financial Statements
(0.8)
(0.6)
Audit of Financial Statements of subsidiaries
(0.1)
(0.1)
Audit related assurance services
(0.1)
(0.1)
(1.0)
(0.8)
6. EMPLOYEES AND DIRECTORS
Staff costs for continuing operations recognised in operating profit for the Group during the period:
Wages and salaries
151. 5
132 .0
Social security costs
12.9
11. 3
Share-based payments (note 22)
1.8
2.1
Share-based payments social security costs
0.2
0.3
Pensions costs – defined contribution schemes (note 20)
3.5
3.6
Pensions costs – defined benefit scheme (note 20)
0.2
0.1
Total
170.1
149.4
Average number of people (including Executive Directors) employed:
Retail
2,193
2,135
Services
146
149
Wholesale
46
–
Editorial
13
–
Administrative
693
667
Total
3,091
2 ,951
Average Full Time Equivalents (FTE) (including Executive Directors) employed:
Retail
2,041
1,982
Services
140
142
Wholesale
45
–
Editorial
13
–
Administrative
668
645
Total
2,907
2,769
Further disclosure of the amounts paid to key management personnel is included within note 24.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
238

7. FINANCE COSTS AND INCOME
Interest payable on long-term borrowings
(14.9)
(7.9)
Amortisation of capitalised transaction costs
(0.9)
(0.5)
Interest on lease liabilities (note 13)
(22.2)
(20.8)
Net foreign exchange expense on financing activities
(0.1)
(0.3)
Total finance costs
(38.1)
(29.5)
Bank interest receivable
2.2
2.9
Other interest income
0.1
–
Total finance income
2.3
2.9
Total net finance costs excluding exceptional items
(35.8)
(26.6)
Exceptional finance costs (note 4)
(2.2)
(1.3)
Total net finance costs
(38.0)
(27.9)
Further detail of borrowing facilities in place is given in note 19 to these Consolidated Financial Statements.
8. TA X ATION
Tax charge for the period
The tax charge for the period is shown below. Tax is made up of current and deferred tax. Current tax is the amount payable on the taxable income in the period
and any adjustments to tax payable in previous periods.
Current UK tax on profits for the period
9.5
8.7
Current US tax on profits for the period
16. 5
16.9
Adjustments in respect of prior periods
1.0
1.2
Total current tax
27.0
26.8
Origination and reversal of temporary differences
(3.8)
5.2
Impact of change in tax rate
–
0.1
Adjustments in respect of prior periods
(1.1)
0.9
Total deferred tax
(4.9)
6.2
Tax expense reported in the Consolidated Income Statement
22.1
33.0
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
239

8. TA X ATION (CONTINUED)
Factors affecting the tax charge in the period
The tax rate for the current period was higher than the standard rate of corporation tax in the UK due to the following factors:
Profit before taxation
75.9
92.1
Notional taxation at standard UK corporation tax rate of 25.0% (2024: 25.0%)
19.0
23.0
Non-deductible expenses – recurring
2.0
2.5
Non-deductible expenses – exceptional items
0.2
1.9
Overseas tax differentials
0.8
1.9
Deferred tax not recognised – European subsidiaries
0.2
1.5
Adjustments in respect of prior periods
(0.1)
2.1
Adjustments due to deferred tax rate change
–
0.1
Tax expense reported in the Consolidated Income Statement
22.1
33.0
Tax recognised in other comprehensive income
In addition to the amount charged to the Consolidated Income Statement, tax movements recognised in other comprehensive income were as follows:
Foreign exchange difference on translation of foreign operations
1.1
(0.1)
Pension benefit obligation
–
0.2
Tax charge in other comprehensive income
1.1
0.1
Deferred tax
Deferred tax is the tax expected to be payable or recoverable in the future arising from temporary differences that arise when the carrying value of assets and
liabilities differs between accounting and tax treatments. Deferred tax assets represent the amounts of income taxes recoverable in the future in respect of those
differences, while deferred tax liabilities represent the amounts of income taxes payable in the future in respect of those differences.
The deferred tax is made up of:
Deferred tax assets
4.1
0.4
Deferred tax liabilities
(15.9)
(3.4)
Total
(11. 8)
(3.0)
For full breakdown see note below:
Accelerated capital allowances
(i)
(12.3)
(15.4)
Non-trade tax losses
(ii)
0.8
1.2
Trade tax losses
(iii)
1.7
2.0
Deferred tax on leases (IFRS 16)
(iv)
8.2
7.0
Share-based payments
(v)
0.2
1.5
Intangible fixed assets
(vi)
(4.8)
(4.1)
Other temporary differences
(vii)
8.3
3.7
Deferred tax on business combinations
(viii)
(13.9)
1.1
Total
(11. 8)
(3.0)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
240

The material amounts are explained below:
(i) The Group has a deferred tax liability for property, plant, equipment and computer software (advanced capital allowances) due to bonus depreciation in the
US and the availability of the super deduction and full expensing in the UK, reducing the tax value of the assets
(ii) Non-trade tax losses not utilised as they arise are available for offset against non-trade income in future years
(iii) The trade tax losses relate to US losses that will be used based on restricted amounts in accordance with US tax legislation
(iv) The deferred tax on leases relates to future deductions arising from IFRS 16 adjustments
(v) The asset for share-based payments relates to the market value of the shares accrued at the balance sheet date which will be deductible when the shares
are exercised
(vi) The liability for intangible assets relates mainly to US goodwill that is deductible for tax purposes and as such the tax value reduces in value compared to
the book value. This balance will increase year-on-year until the goodwill is fully depreciated for tax purposes. It will unwind upon any future sale of the
relevant goodwill
(vii) Other temporary differences relate to timing differences where expenses incurred in the period are tax deductible in future periods. The full £8.3 million
relates to the US and the material balances include deferred tax assets relating to sales return provisions (£2.5 million), accrued/prepaid rent (£2.4 million),
stock obsolescence provisions (£1.0 million) and onerous lease provisions (£1.0 million). The balance of £1.4 million relates to smaller adjustments for items
including accrued professional fees, warranties, bonuses, intercompany interest and acquisition fees
(viii) The deferred tax on business combinations from the current year relates to the acquired deferred tax liability on Roberto Coin Inc. intangibles (supply
agreement and CENTO brand). This will be included in intangible assets in FY26 onwards. It differs to the acquired amount in note 25 due to the difference
between the FX rate at acquisition and the FX rate at the year-end date. The asset arising on business combinations in the prior year is in relation to
accelerated capital allowances of the Ernest Jones trade and assets acquired
The net deferred tax asset in the UK of £4.1 million is disclosed separately on the balance sheet from the net deferred tax liability in the US of £15.9 million. The
UK net deferred tax asset largely relates to a £6.6 million deferred tax asset on leases, a £0.8 million deferred tax asset on tax losses and a £0.4 million deferred
tax asset on share-based payments, net of deferred tax liabilities on fixed asset differences (£3.7 million).
The deferred tax movement in the period is as follows:
Balance at 29 April 2024
(3.0)
3.2
Accelerated capital allowances
2.0
(5.6)
Pension benefit obligations
(0.2)
(0.2)
Movement on unused tax losses
(0.7)
(0.7)
Deferred tax on leases (IFRS 16)
1.2
1.5
Share-based payments
(1.3)
(1.3)
Intangible fixed assets
(0.7)
(1.6)
Other temporary differences
4.6
1.7
Pension benefit obligations
–
0.2
Foreign exchange movements
0.2
(0.1)
Share-based payments
0.4
(1.1)
Vested share-based payments
(0.4)
(0.1)
Deferred tax on business combination
(13 .9)
1.1
Balance at 27 April 2025
(11. 8)
(3.0)
Non-trade losses available in future years have no expiry date and have been fully recognised. They will be fully utilised against future non-trade profits as and when
they arise. In addition to the deferred tax items above, the Group has additional unrecognised gross non-trading tax losses of £4.2 million (2024: £4.2 million).
These are unrecognised as it is uncertain as to whether the losses will be capable of utilisation. There is no expiry date applicable to the use of these losses. No
deferred tax asset has been recognised in respect of trading losses in the European countries on the basis that they are unlikely to be utilised.
Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which the Group operates. This legislation is effective for the period
ended 27 April 2025, and subsequent periods. The Group has performed an assessment of the Group’s potential exposure to Pillar Two income taxes based on
the financial performance of the constituent entities in the Group. Based on the assessment performed, the Pillar Two effective tax rates in all jurisdictions in which
the Group operates are above 15%, or the results fall under a Pillar Two Safe Harbour. Management is not currently aware of any circumstances under which this
might change for future periods and therefore the Group does not expect a potential exposure to Pillar Two top up taxes.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
241

9. EARNINGS PER SHARE (EPS)
EPS
22.8p
25.0p
EPS adjusted for exceptional items
40.8p
36.8p
EPS adjusted for exceptional items and pre-IFRS 16
41.6p
38.0p
EPS
22.7p
24.8p
EPS adjusted for exceptional items
40.8p
36.6p
EPS adjusted for exceptional items and pre-IFRS 16
41.5p
37.7p
Basic EPS is based on the profit for the year attributable to the equity holders of the Parent Company divided by the weighted average number of shares.
Diluted EPS is calculated by adjusting the weighted average number of shares used for the calculation of basic EPS as increased by the dilutive effect of potential
ordinary shares.
The following table reflects the profit and share data used in the basic and diluted EPS calculations:
Profit after tax attributable to equity holders of the Parent Company
53.8
59.1
Exceptional items (note 4)
57.7
33.2
Tax on exceptional items
(15.0)
(5.2)
Profit adjusted for exceptional items
96.5
87.1
Pre-exceptional IFRS 16 adjustments, net of tax
1.8
2.8
Profit adjusted for exceptional items and IFRS 16
98.3
89.9
The following table reflects the share data used in the basic and diluted EPS calculations:
Weighted average number of ordinary shares in issue
236 , 518
236,753
Weighted average shares for basic EPS
236,518
236,753
Weighted average dilutive potential shares
224
1,446
Weighted average shares for diluted EPS
236,742
238,199
The weighted average number of shares takes into account the weighted average effect of changes in own shares during the period. Following the year-end, the
£25.0 million share buyback programme was completed with the payment and cancellation of 3,465,947 shares for a cash consideration of £13.7 million. Following
the cancellation there are 233,301,622 ordinary shares in issue.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
242

10. INTANGIBLE ASSETS
At 29 April 2024
199.3
14.1
2.8
–
15.6
231.8
Acquired on business acquisition (note 25)
37. 5
3.4
–
57.2
–
98.1
Additions
–
–
–
–
3.6
3.6
Disposals
–
–
–
–
(2.6)
(2.6)
Foreign exchange differences
(5.6)
(0.9)
(0.2)
(3.5)
(0.1)
(10.3)
At 27 April 2025
231.2
16.6
2.6
53.7
16.5
320.6
At 29 April 2024
–
4.1
1.8
–
10.2
16 .1
Charge for the period
–
0.8
0.3
–
2.2
3.3
Disposals
–
–
–
–
(2.4)
(2.4)
Foreign exchange differences
–
(0.3)
(0.1)
–
(0.1)
(0.5)
At 27 April 2025
–
4.6
2.0
–
9.9
16.5
At 27 April 2025
231.2
12.0
0.6
53.7
6.6
304.1
At 28 April 2024
199.3
10.0
1.0
–
5.4
215.7
At 1 May 2023
182.8
14.0
2.8
13. 2
212.8
Acquired on business acquisition (note 25)
16.0
–
–
–
16.0
Additions
–
–
–
2.4
2.4
Foreign exchange differences
0.5
0.1
–
–
0.6
At 28 April 2024
199.3
14.1
2.8
15.6
231.8
ACCUMULATED
AMORTISATION
AND
IMPAIRMENT
At 1 May 2023
–
3.5
1.6
7.3
12.4
Charge for the period
–
0.6
0.2
2.8
3.6
Foreign exchange differences
–
–
–
0.1
0.1
At 28 April 2024
–
4.1
1.8
10.2
16.1
NET
BOOK
VALUE
At 28 April 2024
199.3
10.0
1.0
5.4
215.7
At 30 April 2023
182.8
10.5
1.2
5.9
200.4
The Brands category is formed of intangible assets recognised on the business combinations of Mayors Jewelers, Analog:Shift, Betteridge, CENTO (acquired as part
of the Roberto Coin Inc. business combination), and Hodinkee.
As at 27 April 2025, the Mayors Jewelers’ brand had a remaining useful economic life of 23 (2024: 24) years, the Analog:Shift brand had a remaining useful economic
life of nil (2024: one) year(s), the Betteridge brand had a remaining useful life of seven (2024: eight) years, the CENTO brand had a remaining useful economic life of
four years, and the Hodinkee brand had a remaining useful economic life of nine years.
The Agency agreement category is solely formed of the intangible assets recognised on the business combination in relation to the showrooms within the
Wynn Resort, Las Vegas, acquired in December 2017. As at 27 April 2025, the Agency agreements had a remaining useful economic life of 3 (2024: 4) years.
Impairment tests for goodwill
As noted within the accounting policies (note 1), goodwill is allocated between groups of CGUs for the purposes of impairment testing. CGUs are grouped due
to sharing centralised functions and management, and this represents the smallest identifiable group of assets that generate independent cash flows that are
monitored by management and the CODMs.
Goodwill is monitored by management based on the categories set out below. Goodwill relating to the Heritage CGU consists of the Goldsmiths, Mappin & Webb
and Watches of Switzerland businesses (included in the UK segment) which were purchased as part of the acquisition of Watches of Switzerland Group Limited
(formerly Aurum Holdings Limited) in the period to 4 May 2014. Goodwill relating to the Watches of Switzerland (US) CGU consists of a number of US acquisitions
which trade as Watches of Switzerland. The goodwill acquired as part of the Hodinkee business combination has been included in the Watches of Switzerland (US)
goodwill number, as a large proportion of incremental revenue will be generated through the existing showroom network.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
243

10. INTANGIBLE ASSETS (CONTINUED)
A summary of the groups of CGUs and allocation of goodwill held by the Group is presented below:
Heritage (UK)
137.6
137.6
Watches of Switzerland (US)
31.4
24.2
Betteridge (US)
20.9
22.1
Mayors Jewelers (US)
11. 5
12.2
The Wynn Resort, Las Vegas (US)
2.9
3.0
Analog:Shift (US)
0.2
0.2
Roberto Coin Inc. (US)
26.7
–
Total
231.2
199.3
As at each period end, the recoverable amount of all groups of CGUs, owned for greater than 12 months, has been determined based on value-in-use calculations.
Value-in-use calculations are underpinned by the Group’s forecasts and strategic plans covering a three-year period, which have regard to historical performance
and knowledge of the current market, together with management’s view on the future achievable growth and committed initiatives. The cash flows which derive
from the forecasts and strategic plans are pre-tax and include ongoing maintenance capital expenditure. Cash flows beyond the three-year period are extrapolated
using the estimated long-term growth rates. Other than detailed strategic plans, the key assumptions for the value-in-use calculations are the long-term growth
rates and the pre-tax discount rate, which takes into account the impact of IFRS 16 lease liabilities. The UK used a long-term growth rate of 2.0% (2024: 2.0%) and
a pre-tax discount rate of 13.3% (2024: 13.0%), and the US used a long-term growth rate of 2.0% (2024: 2.0%) and a pre-tax discount rate of 13.1% (2024: 13.3%).
Using these assumptions, no sales growth was required to support the asset values.
Sensitivity analysis
Whilst management believes the assumptions are realistic, it is possible that an impairment would be identified if any of the above key assumptions were changed
significantly. A sensitivity analysis has been performed on each of these key assumptions with other variables held constant. Given ongoing uncertainties in the
global economy, management continues to use increased sensitivities. Despite this, management has concluded that there are no reasonably possible changes in any
key assumptions that would cause the carrying amount of goodwill to exceed the value-in-use.
11. INTEREST IN JOINT VENTURE AND ASSOCIATES
From November 2024, the Group held a 40% interest in Audemars Piguet (Manchester) Limited. The Group’s interest in Audemars Piguet (Manchester) Limited
is accounted for using the equity method in the Consolidated Financial Statements. Summarised financial information, based on its financial statements prepared
in accordance with IFRS accounting standards, and reconciliation with the carrying amount of the investment in the Consolidated Financial Statements are set
out below.
The showroom opened after the year-end in May 2025, and the results below reflect pre-opening costs incurred.
Summarised balance sheet of Audemars Piguet (Manchester) Limited
Current assets
2.9
–
Non-current assets
5.3
–
Current liabilities
(1.0)
–
Non-current liabilities
(6.0)
–
Equity
1.2
–
Group’s share in equity – 40.0%
0.5
–
Group’s carrying amount of the investment
0.5
–
Summarised income statement of Audemars Piguet (Manchester) Limited
Administrative expenses
(0.5)
–
Finance costs
(0.1)
–
Loss before taxation
(0.6)
–
Taxation
–
–
Loss for the financial period
(0.6)
–
Group’s share of loss for the financial period
(0.2)
–
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
244

12. PROPERTY, PLANT AND EQUIPMENT
At 29 April 2024
2.2
342.4
344.6
Additions
–
68.0
68.0
Acquired on business acquisition (note 25)
–
1.0
1.0
Disposals
–
(18.2)
(18.2)
Disposals – exceptional items (note 4)
–
(3.8)
(3.8)
Foreign exchange differences
–
(7.3)
(7.3)
At 27 April 2025
2.2
382.1
384.3
At 29 April 2024
1.6
151.6
153.2
Charge for the period
0.1
40.7
40.8
Impairment – exceptional items (note 4)
–
19.7
19.7
Disposals
–
(15.3)
(15.3)
Disposals – exceptional items (note 4)
–
(3.2)
(3.2)
Foreign exchange differences
–
(3.3)
(3.3)
At 27 April 2025
1.7
190.2
191.9
At 27 April 2025
0.5
191.9
192.4
At 28 April 2024
0.6
190.8
191.4
28
A pr il
2024
At 1 May 2023
2.5
264.4
266.9
Additions
0.1
81.5
81.6
Acquired on business acquisition (note 25)
–
5.8
5.8
Disposals
(0.4)
(9.7)
(10.1)
Foreign exchange differences
–
0.4
0.4
At 28 April 2024
2.2
342.4
344.6
At 1 May 2023
1.7
110 . 8
112 . 5
Charge for the period
0.2
39.5
39.7
Impairment – exceptional items (note 4)
–
9.8
9.8
Disposals
(0.3)
(8.7)
(9.0)
Foreign exchange differences
–
0.2
0.2
At 28 April 2024
1.6
151.6
153.2
At 28 April 2024
0.6
190.8
191.4
At 30 April 2023
0.8
153.6
154.4
Expenditure on assets in the course of construction at 27 April 2025 was £13.1 million (2024: £26.0 million). The cost of assets which continue to be used that have
a £nil net book value (excluding impaired assets) total £48.8 million (2024: £41.2 million).
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
245

12. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
Impairment of property, plant and equipment and right-of-use assets
For impairment testing purposes, a CGU is defined as the smallest identifiable group of assets that generate independent cash flows which are monitored by
management and the CODMs. The Group considers this to be showroom locations or offices. Each CGU is tested for impairment at the balance sheet date if any
indicators of impairment have been identified.
The value-in-use of each CGU is calculated based on the Group’s latest forecast cash flows, covering a three-year period, which have regard to historic performance and
knowledge of the current market, together with the Group’s views on the future achievable growth. Cash flows beyond this three-year period are extrapolated using a
long-term growth rate based on management’s future expectations, with reference to forecast GDP growth. These growth rates do not exceed the long-term growth
rate for the Group’s operations in the relevant territory. The recoverable amount of the two remaining European mono-brand boutiques is based on fair value less costs
to sell. Revenues used for showroom impairment include revenues generated by those showrooms only, and no overlay is made for ecommerce sales.
The key assumptions in the value-in-use calculations are the growth rates of sales and gross profit margins, long-term growth rates and the risk-adjusted pre-tax
discount rates. Pre-tax discount rates are derived from the Group’s weighted average cost of capital, which has been calculated using the capital asset pricing
model, the inputs of which include a country risk-free rate, equity risk premium and a risk adjustment (beta). The pre-tax discount rates are 13.3% in the UK and
13.1% in the US. Pre-tax discount rates are used to discount pre-tax cash flows. The post-tax discount rates, calculated in the same manner as the pre-tax discount
rates, are 10.5% in the UK and 10.4% in the US.
During the period, the Group recognised an exceptional impairment charge of £26.8 million relating to right-of-use assets, and £19.7 million relating to property,
plant and equipment. The Group reviewed the profitability of its showroom network, taking into account the potential future impact on customer demand and
increased costs. At 27 April 2025, following the impairment having been booked, all showroom asset values are supported by their value-in-use recoverable amount.
As disclosed in the accounting policies (note 1), the cash flows used within the impairment model are based on assumptions which are sources of estimation
uncertainty and movements in these assumptions could lead to further impairments. Management has performed sensitivity analysis on the key assumptions in the
impairment model using reasonably possible changes in these key assumptions across the showroom portfolio.
Reducing the expected FY26 sales by 5.0% and modelling this lower performance through the outer periods, would result in an increased impairment charge of
£5.4 million. A 2.0% increase in the discount rate would increase the impairment charge by £1.5 million. In combination, a 5.0% sales reduction and a 2.0% increase
in discount rate would increase the impairment charge by £6.5 million. This analysis does not assume any improvement in macroeconomic conditions or interest
rates. Reasonably possible changes of the other assumptions would have no further significant impact on the impairment charge.
13. LEASES
Group as a lessee
Right-of-use assets have been grouped into two groups being Properties and Other. Properties are defined as land and buildings leased for our showrooms and offices
which are generally leased for between five and ten years with some office buildings leased for longer. Other leases are mainly motor vehicles which are in general
leased for four years. There are several lease contracts that include extension and termination options and variable lease payments. Management assesses the lease
term at inception based on facts and circumstances applicable to each property including the period over which the investment appraisal was initially considered.
Management reviews the retail lease portfolio on an ongoing basis, taking into account retail performance and future trading expectations. In certain instances,
management may exercise break options, negotiate lease reductions or decide not to negotiate a lease extension at the end of the lease term. The most significant
factor impacting future lease payments is the changes management chooses to make to the showroom portfolio.
A number of the retail property leases incur payments based on a percentage of revenue achieved at the location. Changes in future variable lease payments will
typically reflect changes in the Group’s retail revenues. In line with IFRS 16, variable lease payments which are not linked to an index are not included in the lease liability.
The Group also has certain leases with lease terms of 12 months or less and leases of office equipment with low-value. The Group applies the ‘short-term lease’
and ‘lease of low-value assets’ recognition exemptions for these leases.
Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:
Right-of-use assets
At 29 April 2024
380.6
1.2
381.8
Additions
75.4
0.1
75.5
Acquired on business acquisition (note 25)
1.9
–
1.9
Lease surrenders and breaks
(15.4)
–
(15.4)
Impairment – exceptional items (note 4)
(26.8)
–
(26.8)
Depreciation
(54.0)
(0.5)
(54.5)
Depreciation – exceptional items (note 4)
(2.0)
–
(2.0)
Leases renewed during the period
6.4
–
6.4
Lease modifications and expansions
1.1
–
1.1
Foreign exchange differences
(9.4)
–
(9.4)
At 27 April 2025
357.8
0.8
358.6
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
246

Right-of-use assets
At 1 May 2023
358.0
1.1
359.1
Additions
88.3
0.6
88.9
Acquired on business acquisition (note 25)
14. 5
–
14.5
Lease surrenders and breaks
(15.4)
–
(15.4)
Impairment – exceptional items (note 4)
(16.4)
–
(16.4)
Depreciation
(54.3)
(0.5)
(54.8)
Depreciation – exceptional items (note 4)
(1.2)
–
(1.2)
Leases renewed during the period
6.0
–
6.0
Lease modifications and expansions
0.5
–
0.5
Foreign exchange differences
0.6
–
0.6
At 28 April 2024
380.6
1.2
381.8
Set out below are the carrying amounts of lease liabilities and the movements during the period:
Lease liabilities
At 29 April 2024
(459.3)
(1.1)
(460.4)
Additions
(73.0)
(0.1)
(73.1)
Acquired on business acquisition (note 25)
(1.9)
–
(1.9)
Lease surrenders and breaks
20.5
–
20.5
Interest (note 7)
(22.2)
–
(22.2)
Interest – exceptional items (note 4)
(2.2)
–
(2.2)
Leases renewed during the period
(6.0)
–
(6.0)
Lease modifications and expansions
(1.2)
0.1
(1.1)
Payments
80.0
0.6
80.6
Foreign exchange differences
11. 2
–
11. 2
At 27 April 2025
(454.1)
(0.5)
(454.6)
Lease liabilities
At 1 May 2023
(409.4)
(1.0)
(410.4)
Additions
(86.4)
(0.6)
(87.0)
Acquired on business acquisition (note 25)
(18. 5)
–
(18. 5)
Lease surrenders and breaks
16 .1
–
16.1
Interest (note 7)
(20.8)
–
(20.8)
Interest – exceptional items (note 4)
(1.3)
–
(1.3)
Leases renewed during the period
(5.7)
–
(5.7)
Lease modifications and expansions
(0.4)
–
(0.4)
Payments
67.6
0.5
68.1
Foreign exchange differences
(0.5)
–
(0.5)
At 28 April 2024
(459.3)
(1.1)
(460.4)
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
247

13. LEASES (CONTINUED)
The following are the amounts recognised in the Consolidated Income Statement:
Depreciation expense of right-of-use assets
(54.5)
(54.8)
Depreciation expense of right-of-use assets – exceptional items (note 4)
(2.0)
(1.2)
Interest expense on lease liabilities
(22.2)
(20.8)
Interest expense on lease liabilities – exceptional items (note 4)
(2.2)
(1.3)
Impairment of right-of-use assets – exceptional items (note 4)
(26.8)
(16.4)
Gain on lease modifications and disposals
5.5
0.8
Expense relating to short-term leases (included within cost of sales)
(1.1)
(1.4)
Variable lease payments (included within cost of sales)
(5.0)
(6.8)
Total amount recognised in the Consolidated Income Statement
(108.3)
(101.9)
Rental expense for contracts not in the scope of IFRS 16 totalled £3.7 million (2024: £3.6 million). Contracts not in the scope of IFRS 16 are contracts that were
considered to be leases under IAS 17 which do not meet the definition under IFRS 16, principally because the supplier is considered to have substantive substitution
rights over the associated assets.
Total cash flows in relation to leases, as defined in IFRS 16, in the 52-week period ended 27 April 2025 are £87.5 million (2024: £75.9 million). This relates to
payments of £56.2 million (2024: £46.0 million) of lease principal, £24.4 million (2024: £22.1 million) of lease interest, £5.8 million (2024: £6.4 million) of variable
lease payments and £1.1 million (2024: £1.4 million) of other lease payments principally relating to short-term leases and leases in which tenancy has continued after
the lease term has ended.
Maturity analysis of lease liabilities
The below table gives the undiscounted cash flows which relate to the leases recognised in line with IFRS 16. For leases which contain a break clause, the full liability
to the end of the lease term is shown, unless highlighted in the narrative below.
Within 1 year
78.0
78.7
Between 1 and 2 years
76.5
77.9
Between 2 and 3 years
73.4
74.7
Between 3 and 4 years
70.9
70.2
Between 4 and 5 years
65.7
64.4
Total for the periods thereafter
211. 5
214.4
Total
576.0
580.3
As at 27 April 2025, 12 (2024: 13) leases have cash flows that exceed ten years. The value of undiscounted cash flows greater than ten years totals £28.0 million
(2024: £22.3 million).
Future possible cash outflows not included in the lease liability
Some leases contain break clauses to provide operational flexibility. In some instances, the Group has identified certain leases where it is reasonably likely that a
break will be served and as such has reflected this in the term of the lease. Potential future undiscounted lease payments not included in the reasonably certain
lease term and hence not included in lease liabilities total £9.9 million (2024: £10.8 million).
Future increases or decreases in rentals linked to an index or rate, which is applicable to two properties, are not included in the lease liability until the change in
cash flows take effect. Approximately 48.6% of leases (2024: 50.2%) will be subject to rent reviews in future periods with rental changes linked to rent reviews
which typically occur on a five-yearly basis. The Group is committed to payments totalling £31.0 million (2024: £33.1 million) in relation to leases that have been
agreed but have not yet commenced and as such, do not form part of the lease liability balance and are not included within the maturity analysis above.
Impairment of right-of-use assets
The Group has incurred an exceptional impairment charge of £26.8 million in the year in relation to right-of-use assets. Refer to note 12 for further disclosure
relating to impairment of non-current assets including right-of-use assets.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
248

14. TRADE AND OTHER RECEIVABLES
27 April 2025
28 April 2024
Trade receivables
32.4
–
10.1
–
Other receivables
15.4
4.5
5.7
2.1
Allowance for expected credit losses
(0.9)
–
(0.5)
–
46.9
4.5
15.3
2.1
Prepayments
9.1
–
7. 2
–
Total
56.0
4.5
22.5
2.1
Included within trade receivables are amounts receivable from third-parties which provide credit arrangements with our customers. The increased trade
receivables in the year is as a result of the inclusion of Roberto Coin Inc. balances. Other receivables includes supplier incentives, and in the current year also
includes £8.8 million held in escrow in relation to business combinations (note 25). Prepayments relate mainly to prepaid property rates and service charges, and
insurance and software prepayments. There are no material differences between the fair values and book values stated above.
Movements on the allowance for expected credit losses (ECLs) for impairment of trade and other receivables are as follows:
Opening balance
0.5
0.3
(Decrease)/increase in allowance – cost of sales
(0.1)
0.2
Receivables written off during the period as uncollectable
(0.1)
–
Acquired on business combination
0.6
–
Balance at period end
0.9
0.5
15. INVENTORIES
Finished goods
439.0
389.2
Work in progress
8.4
4.1
Inventories
447.4
393.3
16. CASH AND CASH EQUIVALENTS
Cash at bank and in hand
80.4
93.8
Cash in transit
18.5
21.9
Cash and cash equivalents
98.9
115 .7
Included in cash and cash equivalents is restricted cash of £19.2 million (2024: £16.4 million). Restricted cash is defined as cash controlled by the Group but which is
not freely useable by the Group in day-to-day operations.
17. TRADE AND OTHER PAYABLES
27 April 2025
28 April 2024
Trade payables
(114.1)
–
(123.7)
–
Other taxation and social security
(19. 5)
–
(16.1)
–
Accruals and deferred income
(121.3)
(4.6)
(75.6)
(1.1)
Total
(254.9)
(4.6)
(215.4)
(1.1)
Trade payables do not bear interest and are generally settled within 30 to 60 days. Accruals and deferred income do not bear interest.
The increase in accruals and deferred income in the year is as a result of the inclusion of Roberto Coin Inc. balances, including £7.9 million of contingent
consideration and £8.8 million held in escrow (see note 25 for further detail).
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
249

18. PROVISIONS
27 April 2025
28 April 2024
Dilapidations
(1.9)
(8.3)
(1.4)
(8.1)
Onerous
(0.5)
(2.0)
(0.5)
(0.6)
Total
(2.4)
(10.3)
(1.9)
(8.7)
Movement of dilapidations provision
Opening balance
(9.5)
( 7.8)
Increase in provision
(1.9)
(2.3)
Utilised
1.2
0.6
Balance at period end
(10.2)
(9.5)
The dilapidations provision comprises obligations for showroom or office remediation costs to be incurred in compliance with applicable legal and environmental
regulations together with constructive obligations stemming from established practice once the property leases have expired. The key estimates associated with
calculating the provision relate to the cost of repair or replacement to perform the necessary remediation work as at the reporting date together with determining
the year of retirement. Estimates are updated annually based on the total estimated remaining life of leases.
Movement of onerous contracts
Opening balance
(1.1)
–
Charged to Income Statement
(1.6)
(1.3)
Utilised
0.2
0.2
Balance at period end
(2.5)
(1.1)
A provision is recognised for certain contracts with suppliers for which the unavoidable costs of meeting the obligations exceed the economic benefits expected to
be received.
19. BORROWINGS
Ter m loan
(93.9)
–
Multicurrency revolving loan facility
(101.2)
(115 .0)
Associated capitalised transaction costs
2.3
1.7
Total borrowings
(192 .8)
(113 . 3)
Analysis of net debt
Non-cash changes
1
Cash and cash equivalents
115 . 7
(15.4)
–
(1.4)
98.9
Ter m loan
–
(99.5)
–
5.6
(93.9)
Multicurrency revolving loan facility
(115 . 0)
13 .8
–
–
(101.2)
Net cash/(debt) excluding capitalised transaction costs (pre-IFRS 16)
0.7
(101.1)
–
4.2
(96.2)
Capitalised transaction costs
1.7
1.5
(0.9)
–
2.3
Net cash/(debt) (pre-IFRS 16)
2.4
(99.6)
(0.9)
4.2
(93.9)
Lease liabilities
(460.4)
80.6
(86.0)
11. 2
(454.6)
Total net debt
(458.0)
(19.0)
(86.9)
15.4
(548.5)
1 Non-cash charges are principally a release of capitalised finance costs and lease liability interest charges, additions and revisions.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
250

On 13 December 2024, the Group refinanced and repaid its $115.0 million term loan facility which was originally taken out to finance the Roberto Coin Inc.
acquisition with a new £150.0 million facility, being made up of a £100.0 million term loan and £50.0 million multicurrency revolving credit facility. The £100.0 million
was drawn down on 13 December 2024 as USD $125.0 million and no further drawdown on the £100.0 million is permitted. The new facilities run coterminously
with the existing UK bank facility of £225.0 million.
The key covenant tests attached to all Group facilities are a measure of net debt to EBITDA, and the Fixed Charge Cover Ratio (FCCR) at each April and October.
The facility covenants are on a pre-IFRS 16 basis and exclude share-based payment costs. Net debt to EBITDA is defined as the ratio of total net debt at the
reporting date to the last 12 month Adjusted EBITDA. This ratio must not exceed 3. The FCCR is the ratio of Adjusted EBITDA plus rent to the total finance
charge and rent for the 12 months to the reporting date. The covenant tests at October 2024 and April 2025 were comfortably met.
20. POST-EMPLOYMENT BENEFIT OBLIGATIONS
Defined contribution schemes
The Group operates two (2024: two) separate UK defined contribution pension schemes. A defined contribution scheme called the Watches of Switzerland
Company Limited Pension Scheme which is a Group Personal Pension (GPP) scheme, and a second scheme also called the Watches of Switzerland Company
Limited Pension Scheme which is a defined contribution multi-employer occupational pension scheme. The Group operates one (2024: two) US defined
contribution pension scheme, called The Mayors Jewelers Inc. Scheme.
During the period to 27 April 2025, the pension charge for the period represents contributions payable by the Group to these schemes and amounted to £3.5 million
(2024: £3.6 million). The Group has no legal or constructive obligation to pay further contributions to the fund once the contributions have been paid. Members’
benefits are determined by the amount of contributions paid by the Group and the member, together with investment returns earned on the contributions arising
from the performance of each individual’s chosen investments and the type of pension the member chooses to buy at retirement. As a result, actuarial risk (that
benefits will be lower than expected) and investment risk (that assets invested in will not perform in line with expectations) fall on the employee. The assets of the
schemes are held separately from the assets of the Group in trustee administered funds.
Defined benefit scheme
The Group operates a defined benefit scheme, the Aurum Retirement Benefits Scheme. The pension scheme operates under the regulatory framework of
The Occupational Pension Schemes Regulations 1996. This is an approved funded pension scheme. Defined benefit arrangements entitle employees to retirement
benefits based on their final salary and length of service at the time of leaving the scheme, payable on attainment of retirement ages (or earlier death). The assets
of the scheme are held separately from the assets of the Group in trustee administered funds. Contributions to the scheme are assessed in accordance with the
advice of a qualified independent actuary. As a result of the valuation at 5 April 2023, contributions of £0.7 million per annum are being paid to the scheme until
5 April 2029, however, this will be reassessed upon the next triennial valuation in 2026. The Group is expecting to make total contributions of approximately
£0.7 million in the 53-week period ended 3 May 2026.
By operating its defined benefit pension scheme, the Group is exposed to the risk that the cost of meeting its obligations is higher than anticipated. This could occur
for several reasons, for example:
– Investment returns on the scheme’s assets may be lower than anticipated, especially if falls in asset values are not matched by similar falls in the value of the scheme’s
liabilities
– The level of price inflation may be higher than that assumed, resulting in higher payments from the scheme
– Scheme members may live longer than assumed, for example due to unanticipated advances in medical healthcare. Members may also exercise (or not exercise)
choices in a way that leads to increases in the scheme’s liabilities, for example through early retirement or commutation of pension for cash
– Legislative changes could also lead to an increase in the scheme’s liabilities
The scheme liabilities are calculated using a discount rate set with reference to corporate bond yields. If scheme assets underperform this yield, this will create a
deficit. The Group believes that due to the long-term nature of the scheme liabilities, a level of continuing equity investment is an appropriate element of the
Group’s long-term strategy to manage the scheme efficiently.
A decrease in corporate bond yields will increase scheme liabilities, although that will be partially offset by an increase in the value of the scheme’s bond holdings.
This scheme was closed on 28 February 2002 to new employees. There are nil (2024: nil) active employees within the scheme. The latest full actuarial valuation
was carried out at 5 April 2023 and was updated for IAS 19 ‘Employee benefits’ purposes to 27 April 2025 by a qualified independent actuary.
Income Statement
The components of the net defined benefit expense recognised in the Consolidated Income Statement are as follows:
Administrative expenses
(0.2)
(0.1)
Charge within labour costs and operating profit
(0.2)
(0.1)
Defined benefit charge to the Consolidated Income Statement
(0.2)
(0.1)
Defined contribution schemes
(3.5)
(3.6)
Total charge to the Consolidated Income Statement
(3.7)
(3.7)
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
251

20. POST-EMPLOYMENT BENEFIT OBLIGATIONS (CONTINUED)
Other comprehensive income
The components of the net defined benefit expense recognised in other comprehensive income are as follows:
Actuarial gains due to liability financial assumption changes
1.0
0.4
Experience adjustment
–
(0.5)
Loss on scheme assets greater than discount rate
(0.7)
(1.0)
Actuarial (losses)/gains due to demographic changes
(0.2)
0.2
Actuarial gain/(loss) recognised in other comprehensive income
0.1
(0.9)
Balance Sheet valuation
The net defined benefit pension amount recognised in the Consolidated Balance Sheet is analysed as follows:
Diversified growth funds
–
9.6
Bonds
13.1
–
Liability Driven Investment (LDI)
–
3.4
Cash
–
0.2
Fair value of scheme assets
13.1
13.2
Present value of benefit obligations
(12.6)
(13.4)
Net pension asset/(liability)
0.5
(0.2)
Scheme obligations
Changes in the present value of defined benefit pension obligations are analysed as follows:
Opening defined benefit obligation
(13 .4)
(13.7 )
Interest cost
(0.6)
(0.6)
Actuarial gains on defined benefit obligation
0.8
0.1
Benefits paid
0.6
0.8
Closing defined benefit obligation
(12.6)
(13.4)
Scheme assets
Changes in the fair value of scheme assets were as follows:
Opening scheme assets
13 .2
13 .8
Expected return on scheme assets
0.7
0.6
Actuarial losses on pension scheme assets
(0.7)
(1.0)
Employer contributions
0.7
0.7
Benefits paid
(0.6)
(0.8)
Administrative expenses
(0.2)
(0.1)
Closing scheme assets
13.1
13.2
None of the pension arrangements directly invest in any of the Group’s own financial instruments nor any property occupied by, or other assets used by, the
Group. During the period, Schroders remain appointed as the Scheme investment manager with a mandate to invest 30% of the Scheme’s assets in Liability Driven
Investment (LDI) and 70% invested in a diversified growth fund. The LDI allocation is around three times leveraged and therefore targets around 100% interest
rate and inflation hedging of the Scheme’s liabilities.
During the year the Trustees and the Company agreed to implement a new bond-based investment strategy that consists of high-quality credit assets and removes
the exposure to leveraged LDI. The trade was completed on 20 May 2024 and Schroders remain appointed as the Scheme investment manager but with a revised
mandate to invest 60% in gilts, 25% in buy and maintain credit and 15% in secured finance. The investment strategy continues to hedge the Scheme’s funded
interest rates and inflation risks associated with the liabilities measured on a gilt flats basis.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
252

Principal assumptions
The IAS 19 (accounting) valuation of the defined benefit obligation was undertaken by an external qualified actuary as at 27 April 2025 using the projected unit
credit method. The principal actuarial assumptions used in the valuation were as follows:
27 April 2025
28 April 2024
Discount rate
5.55%
5.10%
Rate of future inflation – RPI
3.15%
3.45%
Rate of future inflation – CPI
2.55%
2.85%
Rate of increase in pensions in payment
2.95%
3.20%
Proportion of employees opting for a cash commutation
100.0%
100.0%
27 April 2025
28 April 2024
aged 45
Pensioner aged 65
Male
21
22
21
22
Female
24
25
24
25
The post-retirement mortality assumptions allow for expected increases to life expectancy. The life expectancies quoted for members currently aged 45 assume
that they retire at age 65 (i.e. 20 years after the balance sheet date). The base mortality assumptions are in line with the standard S3PA year of birth tables. Future
improvement trends have been allowed for in line with the CMI 2023 (2024: CMI 2023) series with a long-term trend towards 1.0% (2024: 1.0%) per annum.
The discount rate in the current and prior year has been derived using a full yield curve approach. The yield curve is based on iBoxx AA rated GBP Corporate
Bond index and considers expected scheme cash flows at each duration. The expected average duration of the scheme’s liabilities is 12 years.
The rate of retail price inflation (RPI) has been derived in a consistent way to the discount rate, so that it is appropriate to the term of the liabilities. The RPI
assumption for the scheme allows for the inflation risk premium of 0.2% per annum (2024: 0.2% per annum).
The rate of consumer price inflation (CPI) is set at 0.6% lower (2024: 0.6% lower) than the assumption for retail price inflation, reflecting the long-term expected
gap between the two indices.
Sensitivity analysis
The impact on the defined benefit obligation to changes in the financial and demographic assumptions is shown below:
0.25% increase in discount rate
0.3
0.4
0.25% decrease in discount rate
(0.3)
(0.4)
0.25% increase in pension growth rate
(0.3)
(0.2)
0.25% decrease in pension growth rate
0.3
0.2
1 year increase in life expectancy
(0.4)
(0.4)
1 year decrease in life expectancy
0.4
0.4
Virgin Media Limited v NTL Pension Trustees II Limited legal case
On 16 June 2023, the High Court issued a ruling in respect of Virgin Media v NTL Pension Trustees II Limited (and others) calling into question the validity of rule
amendments made between 6 April 1997 and 5 April 2016 to defined benefit pension schemes contracted-out on a salary-related basis. Relevant amendments to
benefits within these pension schemes over this time required written confirmation from the Scheme Actuary that the ‘Reference Scheme Test’ would continue to
be met. In the absence of such a confirmation, the Rule amendment would be void.
This decision was confirmed by the Court of Appeal in 2024, however the Government announced on 5 June 2025 that legislation would be introduced to give
affected pension schemes the ability to retrospectively obtain written actuarial confirmation that historic benefit changes met the necessary standards. This
effectively means that provided schemes did in fact continue to meet the ‘Reference Scheme Test’ following any rule amendments, obtaining a retrospective
actuarial confirmation where necessary will resolve this issue entirely.
The Aurum Retirement Benefits Scheme includes benefits arising from having been contracted-out on a salary-related basis and we have identified five relevant
amendments over the time period in question. The Company has not yet reviewed these with its legal adviser, however in the majority of the important cases it is
clear that the relevant documentation is in order as the S37 certification is present. Furthermore, given that retrospective actuarial confirmation would now be
permitted if necessary, there is no cause to believe that the legal ruling will have any impact on the Scheme, and by extension on the pensions disclosures required
for accounting purposes.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
253

21. EQUITY
0.0125
239,570,297
3.0
147.1
(2.2)
(23.4)
394.1
4.4
Other comprehensive income, net of tax
–
–
–
–
–
–
53.9
(14.1)
Purchase of own shares for cancellation
–
–
–
–
–
(12.1)
–
–
Own shares cancelled
–
(2,802,728)
–
–
–
11. 3
(11. 3)
–
Committed share buyback
–
–
–
–
–
–
(12.9)
–
Share-based payment charge
–
–
–
–
–
–
1.8
–
Share-based payments exercised
–
–
–
–
–
10.9
(10.9)
–
Tax on items credited to equity
–
–
–
–
–
–
0.4
–
Tax on vested shares moved to current tax
–
–
–
–
–
–
(0.4)
–
As at 27 April 2025
0.0125
236,767,569
3.0
147.1
(2.2)
(13.3)
414.7
(9.7)
Share capital
236,767,569 ordinary shares of £0.0125 nominal value. At the year-end date, 229,726 shares had been purchased by the Group as part of the share buyback
programme, which were subsequently cancelled after the year-end date to give a holding of 236,537,843 ordinary shares in issue.
Share premium account
This reserve represents the amount of proceeds received for shares in excess of their nominal value of £0.0125 per share.
Merger reserve
This reserve arose as a consequence of a Group reorganisation which inserted the Company as the Parent Company of the Group.
Capital redemption reserve
The capital redemption reserve relates to the repurchase and cancellation of shares of the Company. During the year, the aggregate nominal value of shares
cancelled and transferred to the capital redemption reserve was £35,034 (2024: £nil).
Other reserves
Other reserves represent own shares purchased by the Group. During the period, the Group purchased £12.1 million of own shares for cancellation as part of the
announced £25.0 million share buyback programme. At the year-end date, £11.3 million of these shares had been paid, cancelled and transferred to retained
earnings, with the remaining £0.8 million being paid and cancelled on 28 and 29 April 2025.
In the prior period the Group purchased £7.2 million of shares to satisfy employee share incentive schemes. Shares are held by an Employee Benefit Trust. The
Group adopts a ‘look-through’ approach which, in substance, accounts for the Trust as an extension of the Group. Own shares are recorded at cost. At the
year-end the Group held 1,889,509 (2024: 3,119,758) own shares.
Foreign exchange reserve
This reserve represents the cumulative effect of foreign exchange differences in relation to the retranslation of the Group’s subsidiaries which are denominated
in a currency other than the Group’s reporting currency of Pounds Sterling (£).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
254

22. SHARE-BASED PAYMENTS
During the period to 27 April 2025, the Group operated four (2024: five) separate share-based payment schemes. The Group has granted a number of different
equity-based awards to employees which it has determined to be share-based payments as detailed below.
Long-Term Incentive Plan (LTIP)
The LTIP is a discretionary executive share plan under which the Board may grant options over shares in Watches of Switzerland Group PLC, subject to Adjusted
EPS and Return on Capital Employed (ROCE) performance conditions. The Group grants awards with one to three-year performance periods. Grants vest and
become exercisable after the performance period and are awarded as nil-cost options. There are no cash settlement alternatives.
Details of the share options outstanding are as follows:
27 April 2025
28 April 2024
Outstanding at 29 April 2024
2,093,838
1,866,662
Granted
1,271,895
551,319
Exercised
(1,198,711)
(284,703)
Forfeited/lapsed
(463,532)
(39,440)
Outstanding at 27 April 2025
1,703,490
2,093,838
Exercisable price
£nil
£nil
Exercisable at period end
28,819
988,471
Average fair value at grant
£4.87
£5.08
Deferred Bonus Plan (DBP)
The DBP is a discretionary bonus plan under which the Board may issue one-third of a bonus in the form of conditional share awards in Watches of Switzerland
Group PLC. The annual bonus is linked to annual earnings targets. Two-thirds of the bonus is settled in cash. The remaining third of the bonus is deferred as share
options and accounted for as an equity-settled share-based payment. These deferred shares are subject to a three-year vesting period with no additional
performance conditions except for continued employment. Deferred shares are awarded as nil-cost options. Refer to the Remuneration Committee Report on
pages 187 to 199 for further details of the scheme and changes made in the year.
Details of the share options outstanding are as follows:
27 April 2025
28 April 2024
Outstanding at 29 April 2024
372,886
378,607
Granted*
27, 541
–
Change in FY23 number of shares granted*
–
9,440
Exercised
(251,975)
(7, 552)
Forfeited/lapsed
(1,894)
( 7,609)
Outstanding at 27 April 2025
146,558
372,886
Exercisable price
£nil
£nil
Exercisable at period end
40,203
15,485
Average fair value at grant
£6.92
£8.02
* The share price at which the number of shares granted under the DBP scheme is calculated is not confirmed until after the date of the approval of the Annual Report and Accounts. The maximum
number of DBP shares granted during the period is therefore estimated using the year-end closing share price and trued up at the date of grant.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
255

22. SHARE-BASED PAYMENTS (CONTINUED)
Save As You Earn (SAYE) (UK)/Employee Stock Purchase Plan (ESPP) (US)
The Company operated two (2024: one) SAYE schemes for UK employees and one (2024: one) ESPP scheme for US employees in the year.
Options are granted at the prevailing market rate less a discount of 15%, being exercisable after three years (UK employees) and two years (US employees) from
the date of grant. The scheme permits a maximum saving of £500 (or US equivalent at the time of invitation) per month out of taxed income. SAYE/ESPP options
are accounted for as an equity-settled award under IFRS 2.
Details of the share options outstanding are as follows:
27 April 2025
28 April 2024
Outstanding at 29 April 2024
202,549
367,259
Granted
764,610
–
Forfeited
(212,70
4)
(133 ,013)
Expired
–
(31,697)
Outstanding at 27 April 2025
754,455
202,549
Exercisable price
£nil
£nil
Exercisable at period end
nil
nil
Average fair value at grant
£3.99
£10.80
FY22 Free share issue
During FY22 the Group issued 50 free shares to all colleagues who were employed by the Group on 15 December 2021. Employees were required to remain
employed for a period of three years to earn the shares. The UK shares are administered through a Share Incentive Plan. The US shares are issued under the LTIP
and subject to the Employee Benefit Trust. The Trust results are consolidated by the Group. During the year, the required three-year employment period ended,
giving employees the option to exercise shares earned.
Details of the share options outstanding are as follows:
27 April 2025
28 April 2024
Outstanding at 29 April 2024
73,450
92,700
Exercised
(16,700)
–
Forfeited
(8,150)
(19,250)
Outstanding at 27 April 2025
48,600
73,450
Exercisable price
£nil
£nil
Exercisable at period end
48,600
nil
Average fair value at grant
£12.66
£12.66
Former Chief Financial Officer buy-out award (CFO)
Two buy-out share options were granted to the former CFO when joining the Group to replace those in place at his previous employment. The awards were
translated into Group shares at the share price on the date of joining. These options were exercised and finalised in the prior year.
Details of the share option movements are as follows:
27 April 2025
28 April 2024
Outstanding at 29 April 2024
–
1,722
Exercised
–
(1,722)
Lapsed
–
–
Outstanding at 27 April 2025
–
–
Exercisable price
–
£nil
Exercisable at period end
–
nil
Average fair value at grant
–
£14.20
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
256

Charged to the Consolidated Income Statement
The amounts recognised in the Consolidated Income Statement within administrative expenses (excluding employer’s national insurance) in relation to these
schemes were as follows:
LTIP
0.4
0.5
DBP
0.7
0.8
SAYE/ESPP
0.5
0.6
Free shares
0.2
0.2
1.8
2.1
Fair value of share schemes
The fair value of equity-settled share options and share awards granted is estimated at the date of grant using share option valuation models. The schemes are
valued using the Black-Scholes model.
The following tables list the inputs to the models for options and share-based payment costs during the year:
27 April 2025
28 Apr 2024
30 Apr 2023
1 May 2022
2 May 2021
Share price (£)
£4.14/£4.56
£4.89/£6.70
£ 7.51
£9.42
£3.20
Exercise price (£)
nil
nil
nil
nil
nil
Dividend yield (%)
0.00%
0.00%
0.00%
0.00%
0.00%
Risk-free interest rate (%)
3.83%
4.39%
3.72%
0.61%
0.57%
Expected life of share option
1-3 yrs
3 yrs
3 yrs
3 yrs
3 yrs
DBP
SAYE/ESPP
27 April 2025
30 Apr 2023
1 May 2022
2 May 2021
27 April 2025
1 May 2022
Share price (£)
£3.59
£7.56
£ 7.51
£9.42
£3.49
£10.80
Exercise price (£)
nil
nil
nil
nil
nil
nil
Dividend yield (%)
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
Risk-free interest rate (%)
3.83%
3.71%
0.66%
0.57%
3.83%
0.05%
Expected life of share option
4 yrs
4 yrs
4 yrs
4 yrs
UK 3 yrs
The Group did not enter into any share-based payment transactions with parties other than employees during the current period.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
257

23. FINANCIAL INSTRUMENTS
Categories
Trade and other receivables*
51.4
17.4
Cash and cash equivalents
98.9
115 .7
Total financial assets
150.3
133.1
Term loan (net of capitalised transaction costs)
(93.2)
–
Multicurrency revolving loan facility (net of capitalised transaction costs)
(99.6)
(113 . 3)
Multicurrency revolving loan facility interest payable
–
(1.4)
Trade and other payables**
(235.6)
(188.4)
(428.4)
(303.1)
Lease liability (IFRS 16)
(454.6)
(460.4)
Total financial liabilities
(883.0)
(763.5)
* Excludes prepayments of £9.1 million (2024: £7.2 million) that do not meet the definition of a financial instrument.
** Trade payables exclude customer deposits of £4.3 million (2024: £6.0 million) and deferred income of £19.6 million (2024: £20.7 million) that do not meet the definition of a financial instrument.
Fair values
At 27 April 2025, the fair values of each category of the Group’s financial instruments are materially the same as their carrying values in the Group’s Balance Sheet
based on either their short maturity or, in respect of long-term borrowings, interest being incurred at a floating rate.
Financial risk management
The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk and capital management framework and for establishing
the Group’s risk management policies.
The Group has exposure to the following risks arising from financial instruments:
– Liquidity risk
– Interest rate risk
– Credit risk
– Currency risk
– Capital risk
No significant changes were made in the objectives, policies and processes for managing capital during the years ended 27 April 2025 and 28 April 2024.
Liquidity risk
The Group has generated sufficient cash from operations to meet its working capital requirements. Cash flow forecasting is performed in the operating entities of
the Group. The Group monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining
sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits on any of its borrowing facilities.
The table below shows the maturity analysis of the undiscounted remaining contractual cash flows, including interest, of the Group’s financial liabilities:
Ter m loan
–
(93.2)
–
(93.2)
Multicurrency revolving loan facility
–
(99.6)
–
(99.6)
Trade and other payables
(231.0)
(4.6)
–
(235.6)
Lease liabilities (IFRS 16)
(78.0)
(286.5)
( 211. 5)
(576.0)
Total
(309.0)
(483.9)
( 211. 5)
(1,004.4)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
258

Multicurrency revolving loan facility
(1.4)
(113 .3)
–
(114.7)
Trade and other payables
(188.4)
–
–
(188.4)
Lease liabilities (IFRS 16)
(78.7)
(287.2)
(214.4)
(580.3)
Total
(268.5)
(400.5)
(214.4)
(883.4)
As at 27 April 2025, 12 (2024: 13) leases have cash flows that exceed ten years. The value of undiscounted cash flows greater than ten years totals £28.0 million
(2024: £22.3 million).
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group’s
exposure to the risk of changes in market interest rates relates primarily to the Group’s debt obligations with floating interest rates.
The Group’s policy is to maintain low levels of variable debt by managing the cash position of the business closely and ensuring that the debt position is minimised.
The Group regularly refinances in order to obtain better rates for both long-term debt and short-term debt obligations. The Group uses strong cash positions to
pay down long-term and short-term debt when possible in order to reduce the overall debt position.
Interest rate risk – sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected.
The analysis has been prepared using the assumptions that:
– For floating rate assets and liabilities, the amount of the asset or liability outstanding at the balance sheet date is assumed to have been outstanding for the whole period
– Fixed rate financial instruments that are carried at amortised cost are not subject to interest rate risk for the purpose of this analysis. With all other variables held
constant, the Group’s profit before tax is affected through the impact on floating rate borrowings, as follows:
Interest rate increase of 0.5%
(1.0)
(0.6)
Interest rate decrease of 0.5%
1.0
0.6
Credit risk
Credit risk arises from cash and cash equivalents, credit sales and deposits with banks. Credit risk related to the use of treasury instruments is managed on a Group
basis. This risk arises from transactions with banks, such as those involving cash and cash equivalents and deposits. To reduce the credit risk, the Group has
concentrated its main activities with a group of banks that have secure credit ratings. For each bank, individual risk limits are set based on its financial position,
credit ratings, past experience and other factors. The utilisation of credit limits is regularly monitored.
Management continually review specific balances for potential indicators of impairment. In the instance where an indicator is identified, management will determine
overall recovery from a legal perspective and provide for any irrecoverable amounts.
Credit risk also arises from the recoverability of the Group’s trade and other receivables. Trade and other receivables are only written off when the Group has
exhausted all options to recover the amounts due and provided for in full when there is no reasonable expectation of recovery, which is the Group’s definition of
default. Indicators that there is no reasonable expectation of recovery include, amongst others, the failure of the debtor to engage in a repayment plan with the
Group and a failure to make contractual payments. An ECL provision is then calculated on the remaining trade and other receivables.
The ageing analysis of the trade receivables is as follows:
Not past due
22.8
9.3
Less than one month past due
3.9
0.2
One to two months past due
2.0
0.1
More than two months past due
3.7
0.5
Total
32.4
10.1
The maximum exposure to credit risk at the reporting date is the carrying value of each class of asset.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
259

23. FINANCIAL INSTRUMENTS (CONTINUED)
Currency risk
The exposure to currency risk is considered below:
Trade and other receivables
18.5
32.9
–
51.4
Cash and cash equivalents
61.1
37.4
0.4
98.9
Total financial assets
79.6
70.3
0.4
150.3
Ter m loan
0.7
(93.9)
–
(93.2)
Multicurrency revolving loan facility
(88.4)
(11. 2)
–
(99.6)
Trade and other payables
(123.3)
(107.7 )
(4.6)
(235.6)
Lease liabilities
(265.5)
(186.5)
(2.6)
(454.6)
Total financial liabilities
(476.5)
(399.3)
(7. 2)
(883.0)
Trade and other receivables
10.6
6.8
–
17.4
Cash and cash equivalents
77.3
37.4
1.0
115 .7
Total financial assets
87.9
44.2
1.0
133.1
Multicurrency revolving loan facility
(113 .3)
–
–
(113 .3)
Trade and other payables
(113 .9)
(72.8)
(3.1)
(189.8)
Lease liabilities
(299.7)
(152.9)
(7.8)
(460.4)
Total financial liabilities
(526.9)
(225.7)
(10.9)
(763.5)
Currency risk sensitivity
The following table demonstrates the sensitivity to a change in the US Dollar exchange rate, with all other variables held constant, and the impact upon the Group’s
profit after tax assuming that none of the US Dollar exposures are used as hedging instruments. Sensitivities have not been performed for any other currencies as
the Group has no significant exposure in any other currency.
US Dollar
(5%)
(1.9)
(2.3)
US Dollar
5%
2.1
2.5
Capital risk
The capital structure of the Group consists of debt, as analysed in note 19, and equity attributable to the equity holders of the Parent Company, comprising issued
capital reserves and retained earnings as shown in the Consolidated Statement of Changes in Equity. The Group manages its capital with the objective that all
entities within the Group continue as going concerns while maintaining an efficient structure to minimise the cost of capital.
The Directors carefully monitor the Group’s long-term borrowings including the ability to service debt and long-term forecast covenant compliance.
The Group takes a disciplined approach to capital allocation with the objective to deliver long-term sustainable earnings growth whilst retaining financial capability
to invest in developing our business and to execute our strategic priorities. The Group is well positioned to continue investing in elevating and expanding its existing
showroom portfolio and to make complementary acquisitions which meet strict investment criteria and advance the Group’s strategic objectives.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
260

24. RELATED PARTY TRANSACTIONS
Key management personnel compensation
Total compensation of four (2024: two) key management personnel in the period to 27 April 2025 amounted to £2.1 million (2024: £1.5 million). Compensation
includes salaries and other short-term employee benefits, post-employment benefits and other long-term benefits. Key management are eligible to receive discounts
on goods purchased from the Group’s trading companies. Such discounts are in line with discounts offered to all staff employed by Group companies. In addition to
their salaries, the Group also contributes to post-employment defined contribution plans unless individuals choose to waive these employer contributions.
Key management are those individuals who have authority and responsibility for planning, directing and controlling the activities of the Group. Figures reported for
the 52 week period ended 27 April 2025 now also include President North America & Deputy CEO, and President UK & Europe to align with the latest Group
operational structure in place.
Short-term employment benefits
1.8
0.9
Share-based payments
0.3
0.6
Total
2.1
1.5
Other items to note
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.
In November 2024, a loan of £2.4 million has been made to Audemars Piguet (Manchester) Limited in which the Group holds a 40% interest.
In April 2025, the Executive Directors exercised vested share-based payment awards. The grossed up taxable value of the shares was processed through the Group’s
payroll. Amounts owed to HMRC of £1.7 million were owing by Directors at 27 April 2025, and were settled in May 2025 as per the terms of the exercise agreement.
25. BUSINESS COMBINATIONS
Roberto Coin Inc.
On 8 May 2024, the Group signed and completed the acquisition of the entire share capital of Roberto Coin Inc., an associate company of Roberto Coin S.p.A.
from Roberto Coin S.p.A., Peter Webster, Co-Founder and President of Roberto Coin Inc., and Pilar Coin. The acquisition completed for a total cash consideration
of £106.2 million, of which £7.9 million was deferred for one year and contingent on the future profitability of the acquired business. This has been paid in full after
the year-end. A final net working capital true up payment of £2.1 million was paid after the 27 April 2025 year-end date.
Luxury branded jewellery is a core pillar of the Group’s growth strategy and the acquisition will significantly enhance our strategic positioning in the luxury branded
jewellery market on a per capital basis. The business contributed revenue of £111.9 million and profit before tax of £23.5 million from the 8 May 2024 acquisition
date to 27 April 2025.
The following table summarises the consideration paid for the acquisition net of £4.0 million of cash acquired, and the fair value of assets acquired at the
acquisition date:
Total cash consideration net of cash acquired
106.2
Inventories
53.9
Trade and other receivables
13. 2
Intangibles – licences with indefinite useful life
57.2
Intangibles – brand
0.5
Property, plant and equipment
1.0
Trade and other payables
(32.3)
Provisions
(0.4)
Right-of-use asset
1.9
Lease liabilities
(1.9)
Deferred tax liability
(15. 5)
Total identifiable net assets
77.6
Goodwill
28.6
Total assets acquired
106.2
At 27 April 2025 an amount of £8.2 million, from the initial consideration paid, was held with a third-party on retention and reported within debtors in these
accounts. The full amount was paid in June 2025 after the year-end date.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
261

25. BUSINESS COMBINATIONS (CONTINUED)
The goodwill recognised is attributable to the profitability of the acquired business and is deductible for tax purposes. Intangible assets have been recognised
in relation to the licence with an indefinite useful life and the brand name CENTO was acquired. The licence is non-amortising as the supply agreement with
Roberto Coin S.p.A. extends into perpetuity. The CENTO brand has been assigned a five-year life.
Wholesale non-current assets are contained within the US operating segment. At the year-end the values remain materially in line with the acquisition balances.
The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were
measured at an amount equal to the lease liabilities.
Given the proximity of the acquisition to the beginning of FY25, the Group’s revenue and profit before tax had the acquisition been made on the first day of the
year would not be materially different to the result reported and therefore has not been disclosed separately.
Acquisition-related costs have been charged to exceptional items in the Consolidated Income Statement, as disclosed in note 4 to these Consolidated Financial Statements.
Hodinkee, Inc.
On 3 October 2024, the Group signed and completed the acquisition of the trade and assets of Hodinkee, Inc., a digital editorial content provider for luxury watch
enthusiasts. As part of the transaction, the entire share capital of Hodinkee Insurance Holdings Inc. was acquired to retain the licence to sell insurance. The
acquisition completed for a total cash consideration of £10.7 million. The acquisition allows the Group to leverage existing growth opportunities by growing sector
leadership online, and also further enhances the Group’s ability to capture market share, particularly in the fast growing US market.
The acquisition contributed revenue of £3.1 million from the 3 October 2024 acquisition date to 27 April 2025. The profit before tax contribution was not material
to the Group result.
The following table summarises the consideration paid for the acquisition, and the provisional fair value of assets acquired at the acquisition date:
Total cash consideration net of cash acquired
10.7
Inventories
0.2
Trade and other receivables
0.1
Intangibles – brand
2.9
Trade and other payables
(1.4)
Total identifiable net assets
1.8
Goodwill
8.9
Total assets acquired
10.7
An amount of £0.6 million, from the initial consideration paid, is held with a third-party on retention and is reported within debtors in these accounts. This will be
paid by the Group within 12 months of the acquisition date.
The goodwill recognised is attributable to the profitability of the acquired business and is deductible for tax purposes.
An intangible asset has been recognised in relation to the Hodinkee brand which has been assigned a ten-year life.
If the business combination had taken place at the beginning of FY25, the contribution to revenue would have been £6.1 million. The profit before tax is not
material to the results of the Group and therefore has not been disclosed separately.
Acquisition-related costs have been charged to exceptional items in the Consolidated Income Statement, as disclosed in note 4 to these Consolidated Financial Statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
262

Acquisitions completed in the 52 week period to 28 April 2024
On 17 November 2023, the Group acquired the trade and assets of 15 showrooms from retailers Ernest Jones Limited and Signet Trading Limited for a cash
consideration of £44.2 million. The acquisition further advanced the Group’s expansion strategy.
The following table summarises the consideration paid for the acquisition, and the fair value of assets acquired at the acquisition date:
Total cash consideration
44.2
Inventories
25.3
Fixed assets
5.8
Right-of-use asset
14. 5
Lease liabilities
(18.5)
Deferred tax asset
1.1
Total identifiable net assets
28.2
Goodwill
16.0
Total assets acquired
44.2
The goodwill recognised was attributable to the profitability of the acquired showrooms and is deductible for tax purposes.
The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-of-use assets were
measured at an amount equal to the lease liabilities, with an adjustment required to reflect the terms of the lease relative to market terms.
26. CONTINGENT LIABILITIES
There are a number of contingent liabilities that arise in the normal course of business, which if realised, are not expected to result in a material liability to the Group.
27. POST-BALANCE SHEET EVENTS
Following the year-end, the £25.0 million share buyback programme was completed with the payment and cancellation of 3,465,947 shares for a cash consideration
of £13.7 million. Following the cancellation there are 233,301,622 ordinary shares in issue.
No further post-balance sheet events have been identified.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
263

Note
27 April 2025
£m
28 April 2024
£m
FIXED ASSETS
Investments C2 471.9 471.9
CURRENT ASSETS
Debtors: amounts receivable within one year C3 0.2 0.3
CURRENT LIABILITIES
Creditors: amounts falling due within one year C4 (13.7 ) –
Net current liabilities (13.5) 0.3
Net assets 458.4 472.2
EQUITY
Share capital C6 3.0 3.0
Share premium C6 147.1 147.1
Other reserves C6 (13.3) (23.4)
Retained earnings 321.6 345.5
Total equity 458.4 472.2
The Company’s profit after tax was £9.4 million (2024: £4.4 million). The profit in year is a result of a dividend received which allowed repayment of management
recharges from subsidiary entities, and enabled the purchase of shares.
The Financial Statements were approved and authorised for issue by the Board and were signed on its behalf by:
L A ROMBERG
CHIEF FINANCIAL OFFICER
Date: 2 July 2025
The notes on pages 264 to 269 form part of these Financial Statements.
Company number: 11838443
COMPANY BALANCE SHEET
AS AT 27 APRIL 2025
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
264

Share capital
£m
Share premium
£m
Other reserves
£m
Retained earnings
£m
Total equity
attributable to
owners
£m
Balance at 30 April 2023 3.0 147.1 (18.4) 341.2 472.9
Profit for the financial period – – – 4.4 4.4
Purchase of own shares – – ( 7.2) – ( 7.2)
Share-based payments charge – – – 2.1 2.1
Share-based payments exercised – – 2.2 (2.2) –
Balance at 28 April 2024 3.0 147.1 (23.4) 345.5 472.2
Profit for the financial period – – – 9.4 9.4
Purchase of own shares for cancellation – – (12.1) – (12.1)
Own shares cancelled – – 11. 3 (11. 3) –
Committed share buyback – – – (12.9) (12.9)
Share-based payments charge – – – 1.8 1.8
Share-based payments exercised – – 10.9 (10.9) –
Balance at 27 April 2025 3.0 147.1 (13.3) 321.6 458.4
COMPANY STATEMENT OF CHANGES IN EQUITY
AS AT 27 APRIL 2025
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
265

C1. GENERAL INFORMATION
Watches of Switzerland Group PLC (the ‘Company’) is a public limited company, limited by shares, which is listed on the London Stock Exchange and incorporated
and domiciled in England and Wales. The registered number is 11838443 and the address of the registered office is Aurum House, 2 Elland Road, Braunstone,
Leicester, LE3 1TT.
These Financial Statements present information about the Company as an individual undertaking and not about its Group. The Financial Statements of Watches of
Switzerland Group PLC have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102, ‘The Financial
Reporting Standard applicable in the United Kingdom and the Republic of Ireland’ (FRS 102) and the Companies Act 2006. The Financial Statements are presented
in Pounds Sterling (£), which is the Group’s presentational currency, and are shown in £millions to one decimal place.
Accounting policies
The accounting policies set out in the notes below have been applied in preparing the Financial Statements for the 52 week period ended 27 April 2025 and the
comparative information presented in these Financial Statements for the 52 week period ended 28 April 2024.
The Company is included within the Consolidated Financial Statements of Watches of Switzerland Group PLC. The Consolidated Financial Statements of Watches
of Switzerland Group PLC are prepared in accordance with IFRS and are publicly available. In these Financial Statements, the Company is considered to be a
qualifying entity (for the purposes of this FRS) and has applied the exemptions available under FRS 102 in respect of the following disclosures:
– The requirement to prepare a statement of cash flows
– Certain disclosures in relation to share-based payments
– Key Management Personnel compensation
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the Company is not presented as part of the Financial Statements.
TheCompany’s accounting policies are the same as those set out in note 1 of the Consolidated Financial Statements, unless noted below.
Investments
Investments in subsidiaries are measured at cost less accumulated impairment. Where merger relief is applicable, the cost of the investment in a subsidiary
undertaking is measured at the nominal value of the shares issued together with the fair value of any additional consideration paid.
Impairment
The carrying values of non-financial assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any impairment
loss arises, the asset is adjusted to its estimated recoverable amount and the difference is recognised in the Income Statement.
Trade and other debtors/creditors
Trade and other debtors are recognised initially at transaction price plus attributable transaction costs. Trade and other creditors are recognised initially at
transaction price less attributable transaction costs. Subsequent to initial recognition, they are measured at amortised cost using the effective interest method,
lessany impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal
business terms, then it is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument.
Share-based payments
Some employees (including senior executives) of the Group receive remuneration in the form of share-based payments, whereby employees render services as
consideration for equity instruments (equity-settled transactions). The fair value of the equity-settled awards is calculated at grant date using a Black-Scholes model.
The resulting cost is charged in the Income Statement over the vesting period of the option or award and is regularly reviewed and adjusted for the expected and
actual number of options or awards vesting. This applies to LTIP Awards, Deferred Share Bonus Schemes, Save as You Earn and Employee Stock Purchase Plan
Awards, and Free Share Awards.
Service and non-service performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the
conditions being met is assessed as part of the Group’s best estimate of the number of equity instruments that will ultimately vest. No expense is recognised for
awards that do not ultimately vest because of non-market performance and/or service conditions that have not been met.
The social security contributions payable in connection with the grant of the share options is determined at each balance sheet date as a liability with the total cost
recognised in the Income Statement over the vesting period.
Own shares held
Own shares represent the shares of Watches of Switzerland Group PLC that are held in an Employee Benefit Trust which has been set up for this purpose. The
Company adopts a ‘look-through’ approach which, in substance, accounts for the Trust as an extension of the Company. Own shares are recorded at cost and are
deducted from equity.
Financial risk management
The Company’s financial risk is managed as part of the Group’s strategy and policies as discussed in note 23 of the Consolidated Financial Statements.
Company result for the period
In accordance with the exemption allowed by Section 408(3) of the Companies Act 2006, the Company has not presented its own Income Statement or
Statement of Comprehensive Income.
Directors’ remuneration and staff numbers
The Company has no employees other than the Directors, who did not receive any remuneration for their services directly from the Company in either the
current or preceding period. Refer to note 24 in the Group Financial Statements for Key Management Personnel compensation.
External Auditor’s remuneration
The remuneration paid to the External Auditor in relation to the audit of the Company is disclosed in note 5 of the Consolidated Financial Statements. The fees for
the audit of the Company’s Financial Statements are borne by a subsidiary of the Company and are not recharged.
NOTES TO THE COMPANY FINANCIAL STATEMENTS
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
266

C2. FIXED ASSET INVESTMENTS
Our activities and interests are operated through subsidiaries, joint ventures and associates which are subject to the laws and regulations of many different
jurisdictions. As at 27 April 2025:
Entity Principal activity
Country of
incorporation Registered office
Type of share held
bythe Group
Proportion of
ordinary shares
held by Group
companies
Jewel UK Midco Limited* Intermediate holding
company
England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Jewel UK Bidco Limited Intermediate holding
company
England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Watches of Switzerland Operations
Limited
Intermediate holding
company
England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Aurum Acquisitions Limited Intermediate holding
company
England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Watches of Switzerland Company
Limited
Retailer England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Mappin & Webb Limited Trading England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Goldsmiths Limited Dormant England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
WoS Dormant 1 Limited Dormant England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
WoS Dormant 2 Limited Dormant England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Aurum Insurance (Guernsey)
Limited**
Captive insurance
company
Guernsey Heritage Hall, Le Marchant Street,
St Peter Port, Guernsey GY1 4JH
Ordinary 100%
Watches of Switzerland Limited Dormant England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary &
redeemable preference
100%
Aurum Pension Trustees Limited Pension trustee
company
England and
Wales
Aurum House, 2 Elland Road, Braunstone,
Leicester LE3 1TT
Ordinary 100%
Audemars Piguet (Manchester)
Limited
Non-trading England and
Wales
Audemars Piguet (Uk) Limited 82-84 Grosvenor
Street, 1st Floor, London W1K 3JZ
Ordinary 40%
Watches of Switzerland Group USA
Inc
Holding company USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
Watches of Switzerland (Nevada)
LLC
Retailer USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
Watches of Switzerland (A/S) LLC Retailer USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
Watches of Switzerland LLC Retailer USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
Mayors Jewellers LLC Retailer USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
Roberto Coin Inc. Wholesaler
and Retailer
USA 579 5th Avenue, 17th Floor, New York 10017 Ordinary 100%
Hodinkee LLC Holding USA 13450 W. Sunrise Blvd. Suite 500, Sunrise FL 33323 Ordinary 100%
RC Employee Services LLC Non-trading USA 579 5th Avenue, 17th Floor, New York 10017 Ordinary 100%
RBC 100 LLC Non-trading USA 579 5th Avenue, 17th Floor,
New York 10017
Ordinary 100%
Hodinkee Insurance Holding Inc. Holding USA 255 Centre Street, 4th Floor, New York 10013 Ordinary 100%
Hodinkee Insurance Agency Inc. Trading USA 255 Centre Street, 4th Floor, New York 10013 Ordinary 100%
Mayors Jewellers Florida LLC Retailer USA 3340 NW 53rd Street, Suite 402,
Fort Lauderdale, Florida 33309
Ordinary 100%
WOSG (Ireland) Limited Non-trading Ireland Suite 3, One Earlsfort Centre, Lower
Hatch Street, Dublin 2, D02 X288, Ireland
Ordinary 100%
Watches of Switzerland Group
(Denmark) Aps
Retailer Denmark Store Kongensgade 68, 1264 København
K, Denmark
Ordinary 100%
Watches of Switzerland Group
(Sweden) AB
Non-trading Sweden AB Birger Jarlsgatan 14,
Stockholm, 114 34, Sweden
Ordinary 100%
W123 BV Non-trading Netherlands Herikerbergweg 88, 1101CM, Amsterdam, Netherlands Ordinary 100%
WOSG (Germany) GmbH Non-trading Germany Maximiliansplatz 17, 80333, Munchen, Germany Ordinary 100%
* Investment in Jewel UK Midco is directly held. All other investments are indirectly held.
** Results of this company are fully taxable in the UK as a controlled foreign company.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
267

C2. FIXED ASSET INVESTMENTS (CONTINUED)
All subsidiary undertakings are included in the Consolidated Financial Statements. The proportion of the voting rights in the subsidiary undertakings held directly by
the Company do not differ from the proportion of ordinary shares held.
Investment in subsidiaries at the period end was as follows:
27 April 2025
£m
28 April 2024
£m
Investment in subsidiaries
471.9
471.9
Investments in Company undertakings are recorded at cost, which is the fair value of the consideration paid.
C3. DEBTORS: AMOUNTS RECEIVABLE WITHIN ONE YEAR
27 April 2025
£m
28 April 2024
£m
Amounts owed by Group undertakings
0.2
0.3
Amounts owed by Group undertakings are unsecured and repayable on demand.
C4. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
27 April 2025
£m
28 April 2024
£m
Other creditors
(13.7 )
–
Other creditors represent £0.8 million of shares purchased as part of the share buyback programme which had not been settled at the year-end date, in addition
to a further £12.9 million commitment to purchase shares after the balance sheet date.
C5. FINANCIAL INSTRUMENTS
27 April 2025
£m
28 April 2024
£m
FINANCIAL ASSETS – HELD AT AMORTISED COST
Amounts owed by Group undertakings
0.2
0.3
FINANCIAL LIABILITIES – HELD AT AMORTISED COST
Other creditors
(13.7 )
–
NOTES TO THE COMPANY FINANCIAL STATEMENTS
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
268

C6. EQUITY
Nominal value
£
Shares
No.
Share capital
£m
Share premium
£m
Other reserves
£m
Retained earnings
£m
As at 29 April 2024
0.0125 239,570,297 3.0 147.1 (23.4) 345.5
Profit for the financial period – – – – – 9.4
Purchase of own shares for cancellation – – – – (12.1) –
Own shares cancelled – (2,802,728) – – 11. 3 (11. 3)
Committed share buyback – – – – – (12.9)
Share-based payments charge – – – – – 1.8
Share-based payments exercised – – – – 10.9 (10.9)
As at 27 April 2025 0.0125 236,767,569 3.0 147.1 (13.3) 321.6
Share capital
236,767,569 ordinary shares of £0.0125 nominal value. At the year-end date, 229,726 shares had been purchased by the Group as part of the share buyback
programme, which were subsequently cancelled after the year-end date to give a holding of 236,537,843 ordinary shares in issue.
Share premium account
This reserve represents the amount of proceeds received for shares in excess of their nominal value of £0.0125 per share.
Capital redemption reserve
The capital redemption reserve relates to the repurchase and cancellation of shares of the Company. During the financial year, the aggregate nominal value
ofshares cancelled and transferred to the capital redemption reserve was £35,034 (2024: £nil).
Other reserves
Other reserves represent own shares purchased by the Company. During the period, the Company purchased £12.1 million of own shares for cancellation as
partof the announced £25.0 million share buyback programme. At the year-end date, £11.3 million of these shares had been paid, cancelled and transferred to
retained earnings, with the remaining £0.8 million being paid and cancelled on 28 and 29 April 2025.
In the prior period the Company purchased £7.2 million of shares to satisfy employee share incentive schemes. Shares are held by an Employee Benefit Trust.
TheGroup adopts a ‘look-through’ approach which, in substance, accounts for the Trust as an extension of the Company. Own shares are recorded at cost.
Attheyear-end the Company held 1,889,509 (2024: 3,119,758) own shares.
C7. RELATED PARTY TRANSACTIONS
The Company has taken advantage of the exemptions under FRS 102.33 ‘Related Party Transactions’ for wholly owned subsidiaries not to disclose intra-
grouptransactions.
C8. SHARE-BASED PAYMENTS
Details of the Company’s share-based payments are disclosed within note 22 in the Consolidated Financial Statements.
C9. GUARANTEES
At the date of signing the accounts, the Company has provided cross guarantee arrangements to Barclays Bank PLC, BNP Paribas London Branch, Citibank N.A.
London Branch, Fifth Third Bank National Association, HSBC UK Bank PLC, Lloyds Bank PLC, National Westminster Bank PLC, Northern Bank Limited Trading as
Danske Bank and Crédit Industriel et Commercial London Branch in respect of the obligations of certain fellow subsidiary undertakings in relation to the Group’s
lending facilities.
C10. POST-BALANCE SHEET EVENTS
Following the year-end, the £25.0 million share buyback programme was completed with the payment and cancellation of 3,465,947 shares for a cash consideration
of £13.7 million. Following the cancellation there are 233,301,622 ordinary shares in issue.
No further post-balance sheet events have been identified.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
269

ALTERNATIVE PERFORMANCE MEASURES
The Directors use Alternative Performance Measures (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
performance analysis. The APMs are not defined by IFRS and therefore may not
be directly comparable with other companies’ APMs. These measures are not
intended to be a substitute for, or superior to, IFRS measures.
The majority of the Group’s APMs are on a pre-IFRS 16 basis. This aligns with
the management reporting used to inform business decisions, investment
appraisals, incentive schemes and banking covenants.
4-WALL EBITDA
Net margin less showroom costs.
Why used
4-Wall EBITDA is a direct measure of profitability of the showroom operations.
Reconciliation to IFRS measures
£million FY25 FY24
Revenue 1,651.5 1,537.9
Inventory recognised as an expense (1,064.4) (981.6)
Other inc. supplier incentives 11.5 5.9
Net margin 598.6 562.2
Showroom costs (292.7) (289.1)
4-Wall EBITDA 305.9 273.
Showroom costs include rental costs on a pre-IFRS 16 basis (i.e. under IAS 17).
Refer to the IFRS 16 reconciliations on page 273 for further details.
4-WALL EBITDA, EBITDA, ADJUSTED EBITDA AND ADJUSTED
EBITMARGIN
For each of these areas as defined above, the Group shows the measures
asapercentage of Group revenue.
Why used
Profitability as a percentage of Group revenue is shown to understand how
effectively the Group is managing its cost base.
Reconciliation to IFRS measures
£million FY25 FY24
Revenue ,65.5 ,537.9
Net margin 598.6 562.2
36.3% 36.6%
4-Wall EBITDA 305.9 273.1
18.5% 17.8%
EBITDA (Unadjusted) 199.4 187.8
12.1% 12.2%
Adjusted EBITDA 192.3 178.9
11.6% 11.6%
Adjusted EBIT (segmental profit) 149.7 134.7
9.1% 8.8%
ADJUSTED EARNINGS BEFORE INTEREST AND TAX (ADJUSTED EBIT)
Operating profit before exceptional items and IFRS 16 impact.
Why used
Measure of profitability that excludes one-off exceptional costs and IFRS 16
adjustments to allow for comparability between years.
This measure was linked to management incentives in the financial year.
Reconciliation to IFRS measures
Reconciled in note 2 to the Consolidated Financial Statements.
ADJUSTED EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND
AMORTISATION (ADJUSTED EBITDA)
EBITDA before exceptional items presented in the Group’s Consolidated Income
Statement. Shown on a continuing basis and before the impact of IFRS 16.
Why used
Measure of profitability that excludes one-off exceptional items and IFRS 16
adjustments to provide comparability between years. This measure was linked
to management incentives in the financial year.
Reconciliation to IFRS measures
Reconciled within note 2 of the Consolidated Financial Statements.
ADJUSTED EARNINGS PER SHARE (ADJUSTED EPS)
Basic Earnings Per Share before exceptional items and IFRS 16 impact.
Why used
Measure of profitability that excludes one-off exceptional items and IFRS 16
adjustments to provide comparability between years. This measure was linked
to management incentives in the financial year.
Reconciliation to IFRS measures
Reconciled within note 9 of the Consolidated Financial Statements.
ADJUSTED PROFIT BEFORE TAX (ADJUSTED PBT)
Profit before tax before exceptional items and IFRS 16 impact.
Why used
Measure of profitability that excludes one-off exceptional items and IFRS 16
adjustments to provide comparability between years.
Reconciliation to IFRS measure
£million FY25 FY24
Segment profit (as reconciled in note 2 of the
FinancialStatements)
149.7 134.7
Net finance costs excluding exceptional items (note 7) (35.8) (26.6)
IFRS 16 lease interest (note 13) 22.2 20.8
Adjusted profit before tax 36. 28.9
GLOSSARY
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
270

AVERAGE SELLING PRICE (ASP)
Revenue (including sales related taxes) generated in a period from sales of a
product category divided by the total number of units of such products sold in
such period.
Why used
Measure of sales performance.
Reconciliation to IFRS measures
Not applicable.
CONSTANT CURRENCY BASIS
Results for the period had the exchange rates remained constant from the
comparative period.
Why used
Measure of revenue growth that excludes the impact of foreign exchange.
Reconciliation
(£/US$ million)
FY25 Group revenue (£) 1,651.5
FY25 US revenue ($) 1,006.2
FY25 US revenue (£) @ FY25 exchange rate 785.6
FY25 US revenue (£) @ FY24 exchange rate 799.8
FY25 Group revenue (£) at constant currency ,665.7
FY25 exchange rate £1: $1.281
FY24 exchange rate £1: $1.258
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND
AMORTISATION (EBITDA)
EBITDA before exceptional items presented in the Group’s Consolidated
Income Statement. Shown on a continuing basis before the impact of IFRS 16
and showroom opening and closing costs. These costs include rent (pre-IFRS
16), rates, payroll and other costs associated with the opening or closing of
showrooms, or during closures when refurbishments are taking place.
Why used
Measure of profitability that excludes one-off exceptional and non-underlying
items, IFRS 16 adjustments and showroom opening and closing costs to allow
for comparability between years.
Reconciliation to IFRS measures
£million FY25 FY24
Adjusted EBITDA 192.3 178.9
Showroom opening and closing costs 6.9 8.9
Share of loss of joint venture and associates 0.2 –
EBITDA 99.4 87.8
EXCEPTIONAL ITEMS
Items that in the judgement of the Directors need to be disclosed by virtue of
their size, nature or incidence, in order to draw the attention of the reader and
to show the underlying business performance of the Group.
Why used
Draws the attention of the reader and to show the items that are significant
byvirtue of their size, nature or incidence.
Reconciliation to IFRS measures
Disclosed in note 4 of the Group’s Consolidated Financial Statements.
FREE CASH FLOW
Cash flow shown on a pre-IFRS 16 basis excluding expansionary capex,
acquisitions of subsidiaries, exceptional items, financing activities and the
purchase of own shares.
Why used
Represents the cash generated from operations including maintenance of capital
assets. Demonstrates the amount of available cash flow for discretionary
activities such as expansionary capex, dividends or acquisitions.
Reconciliation to IFRS measures
£million FY25 FY24
Net decrease in cash and cash equivalents (15.4) (21.5)
Net financing cash flow 21.1 91.7
Interest paid (13.4) (9.2)
Lease payments (80.6) (68.1)
Acquisitions 106.9 44.2
Investment in joint venture and associates 0.7 –
Exceptional items – cash (note 4) 8.6 2.5
Expansionary capex 72.6 78.0
Disposal of European property, plant and equipment (2.7) –
Free cash flow 97.8 7.6
FREE CASH FLOW CONVERSION
Free cash flow divided by Adjusted EBITDA.
Why used
Measurement of the Group’s ability to convert profit into free cash flow.
Reconciliation to IFRS measures
Free cash flow of £97.8 million divided by Adjusted EBITDA of £192.3 million
shown as a percentage.
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
271

LIQUIDITY HEADROOM
Liquidity headroom is unrestricted cash plus undrawn available facilities.
Why used
Liquidity headroom shows the amount of unrestricted funds available to
theGroup.
Reconciliation to IFRS measures
£million FY25 FY24
Multicurrency revolving credit facility 275.0 225.0
Term loan ($125.0 million USD at 27 April 2025) 93.9 –
Total facility 368.9 225.0
Facility drawn (195.1) (115.0)
Unrestricted cash (note 16) 79.7 99.3
Total headroom 253.5 209.3
NET CASH/(DEBT)
Total borrowings (excluding capitalised transaction costs) less cash and cash
equivalents and excludes IFRS 16 lease liabilities.
Why used
Measures the Group’s indebtedness.
Reconciliation to IFRS measures
Reconciled in note 19 of the Consolidated Financial Statements.
NET MARGIN
Revenue less inventory recognised as an expense, commissions paid to the
providers of interest-free credit and inventory provision movements.
Why used
Measures the profit made from the sale of inventory before showroom
oroverhead costs.
Reconciliation to IFRS measures
Refer to 4-Wall EBITDA.
RETURN ON CAPITAL EMPLOYED (ROCE)
Return on Capital Employed (ROCE) is defined as Adjusted EBIT divided by
average capital employed, calculated on a Last Twelve Months (LTM) basis.
Average capital employed is total assets less current liabilities excluding IFRS 16
lease liabilities.
Why used
ROCE demonstrates the efficiency with which the Group utilises capital.
Thismeasure was linked to management incentives in the financial year.
Reconciliation to IFRS measures
Adjusted EBIT of £149.7 million divided by the average capital employed, which
is calculated as follows:
£million FY25 FY24
Pre-IFRS 16 total assets 1,123.0 958.9
Pre-IFRS 16 current liabilities (275.0) (229.7)
Capital employed 848.0 729.2
Average capital employed 788.6 690.
OTHER DEFINITIONS
EXPANSIONARY CAPITAL EXPENDITURE/CAPEX
Expansionary capital expenditure relates to new showrooms or offices,
relocations or refurbishments greater than £250,000.
LUXURY WATCHES
Watches that have a Recommended Retail Price greater than £1,000.
LUXURY JEWELLERY
Jewellery that has a Recommended Retail Price greater than £500.
SHOWROOM MAINTENANCE CAPITAL EXPENDITURE/CAPEX
Capital expenditure which is not considered expansionary.
GLOSSARY
CONTINUED
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
272

IFRS 16 ADJUSTMENTS
The following tables reconcile from pre-IFRS 16 balances to statutory post- IFRS
16 balances.
FY25 Consolidated Income Statement
£million
Pre-IFRS 16
and
exceptional
items
IFRS 16
adjustments
Exceptional
items Statutory
Revenue ,65.5 – – ,65.5
Net margin 598.6 – (2.0) 596.6
Showroom costs (292.7) 65.9 – (226.8)
4-Wall EBITDA 305.9 65.9 (2.0) 369.8
Overheads (106.5) – (7.0) (113.5)
EBITDA 99.4 65.9 (9.0) 256.3
Showroom opening and
closing costs
(6.9) 4.7 – (2.2)
Share of loss of joint venture and
associates
(0.2) – – (0.2)
Adjusted EBITDA 92.3 70.6 (9.0) 253.9
Depreciation, amortisation, loss
on disposal, impairment of fixed
assets and lease modifications
(42.6) (50.9) (46.5) (140.0)
Adjusted EBIT (Segment profit) 49.7 9.7 (55.5) 3.9
Net finance costs (13.6) (22.2) (2.2) (38.0)
Adjusted profit before tax 36. (2.5) (57.7) 75.9
Adjusted Basic EPS 4.6p (0.8)p (8.0)p 22.8p
FY25 Balance Sheet
£million Pre-IFRS 16
IFRS 16
adjustments Post-IFRS 16
Goodwill and intangibles 304.1 – 304.1
Property, plant and equipment 191.9 0.5 192.4
IFRS 16 right-of-use assets – 358.6 358.6
Investment in joint venture and associates 0.5 – 0.5
Inventories 447.4 – 447.4
Trade and other receivables 71.1 (10.6) 60.5
Trade and other payables (305.5) 46.0 (259.5)
IFRS 16 lease liabilities – (454.6) (454.6)
Net debt (96.2) – (96.2)
Other (47.0) 33.4 (13.6)
Net assets 566.3 (26.7) 539.6
FY24 Consolidated Income Statement
£million
Pre-IFRS 16
and
exceptional
items
IFRS 16
adjustments
Exceptional
items Statutory
Revenue ,537.9 – – ,537.9
Net margin 562.2 – .7 563.9
Showroom costs (289.1) 64.9 – (224.2)
4-Wall EBITDA 273. 64.9 .7 339.7
Overheads (85.3) – (6.2) (91.5)
EBITDA 87.8 64.9 (4.5) 248.2
Showroom opening and
closing costs
(8.9) 5.3 – (3.6)
Adjusted EBITDA 78.9 70.2 (4.5) 244.6
Depreciation, amortisation, loss
on disposal, impairment of fixed
assets and lease modifications
(44.2) (53.0) (27.4) (124.6)
Adjusted EBIT (Segment profit) 34.7 7.2 (3.9) 20.0
Net finance costs (5.8) (20.8) (1.3) (27.9)
Adjusted profit before tax 28.9 (3.6) (33.2) 92.
Adjusted Basic EPS 38.0p (.2)p (.8)p 25.0p
FY24 Balance Sheet
£million Pre-IFRS 16
IFRS 16
adjustments Post-IFRS 16
Goodwill and intangibles 215.7 – 215.7
Property, plant and equipment 193.1 (1.7) 191.4
IFRS 16 right-of-use assets – 381.8 381.8
Inventories 393.3 – 393.3
Trade and other receivables 36.2 (11.6) 24.6
Trade and other payables (263.3) 46.8 (216.5)
IFRS 16 lease liabilities – (460.4) (460.4)
Net cash 0.7 – 0.7
Other (29.2) 21.6 (7.6)
Net assets 546.5 (23.5) 523.0
STRATEGIC REPORT | GOVERNANCE REPORT | FINANCIAL STATEMENTS
273

COMPANY
Watches of Switzerland Group PLC
Registered office address
Aurum House, 2 Elland Road, Braunstone, Leicester LE3 1TT
Registered in England and Wales
Company Number: 11838443
VAT number: 834 8634 04
ADVISERS
Independent Auditor
Ernst & Young LLP, 1 More London Place, London, SE1 2AF
Corporate solicitors
Slaughter and May, One Bunhill Row, London, EC1Y 8YY
Registrars
Equiniti, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA
Joint brokers
Barclays Bank plc, 5 The North Colonnade, Canary Wharf, London, E14 4BB
Jefferies International Limited, 100 Bishopsgate, London, EC2N 4JL
Financial PR
Headland PR Consultancy LLP, Cannon Green, 27 Bush Lane, London,
EC4R 0AA
FINANCIAL CALENDAR
Trading Update: 3 September 2025
AGM: 3 September 2025
H1 FY26 results: December 2025
Trading Update: February 2026
Financial year-end: April 2026
ANNUAL GENERAL MEETING
The AGM will be held at 2.30pm on Wednesday, 3 September 2025 at our
offices at 36North Row, London, W1K 6DH. The Notice of Meeting which
accompanies this report and accounts sets out the business to be transacted.
SHAREHOLDING INFORMATION
Registrars
Please contact our Registrar Equiniti directly for all enquiries about your
shareholding. Visit their website shareview.co.uk for online information about
your shareholding. You will need your shareholder reference number which
canbe found on your share certificate or telephone the Registrar direct
on+44(0)371 384 2577. The overseas shareholder helpline number is
+44(0)371 384 2577. Lines are open 8.30am to 5.30pm Monday to Friday.
For more information see thewosgroupplc.com/investors/shareholder-contacts.
FORWARD LOOKING STATEMENTS
Cautionary statement: The Annual Report and Accounts contain certain
forward looking statements with respect to the operations, performance and
financial conditions of the Group. By their nature, these statements involve
uncertainty since future events and circumstances can cause results and
developments to differ materially from those anticipated. The forward looking
statements reflect knowledge and information available at the date of
preparation of this Annual Report and Accounts and the Company undertakes
no obligation to update these forward looking statements. Nothing in this
Annual Report and Accounts should be construed as a profit forecast. Certain
regulatory performance data contained in this Annual Report and Accounts is
subject to regulatory audit.
TERMS USED IN THIS REPORT
The term ‘Group’ means Watches of Switzerland Group PLC (Company
registration number 11838443) and its subsidiaries, associates and joint ventures.
ONLINE ANNUAL REPORT
Our Annual Report and Accounts is available online. View or download the full
Annual Report and Accounts from: thewosgroupplc.com/investors/results-centre.
WARNING TO SHAREHOLDERS
Please be very wary of any unsolicited contact about your investments or offers
of free company reports. It may be from an overseas ‘broker’ who could sell
you worthless or high risk shares. If you deal with an unauthorised firm, you will
not be eligible to receive payment under the Financial Services Compensation
Scheme. Further information and a list of unauthorised firms that have targeted
UK investors is available from the Financial Conduct Authority at: fca.org.uk.
SHAREHOLDER INFORMATION FOR
WATCHESOFSWITZERLAND GROUP PLC
THE WATCHES OF SWITZERLAND GROUP PLC ANNUAL REPORT AND ACCOUNTS 2025
274

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