99 Vodafone Group Plc Annual Report 2026
Strategic report
Governance
Financials
Other information
ESG Committee
The ESG Committee provides independent oversight on behalf of the Board, monitoring our ESG programmes, performance, and our contribution to societies in which we operate. Chair Amparo Moraleda Members Jean-François van Boxmeer Christine Ramon Simon Segars Anne-Françoise Nesmes T he attendance at Committee meetings can be found on page 80
Focus during the year During the year the ESG Committee engaged with senior leaders across many business functions and operating companies, all of whom are responsible for key ESG strategic deliveries. Each meeting is supplemented by our ‘need to know paper’, which outlines key insights from the last quarter across ESG policy and regulation, litigation and corporate action. These insights inform deep dives on specific areas of ESG during the sessions, with focuses highlighted in the summaries below. July 2025 The Committee received an update on FY25 performance following the publication of the Annual Report, helping to identify priority areas for FY26. It also reviewed and discussed revisions to the annual Modern Slavery Statement, confirming the strategic focus for the year ahead. In addition, the Committee discussed the yearly Transparency report, a voluntary disclosure outlining our approach to law enforcement and government assistance. November 2025 In November, the Committee received a briefing on developments across the circular economy landscape and a progress update on our circularity programme. Members also discussed the strategic drivers behind the supply chain due diligence transformation, including long‑term ambitions and the roadmap for delivery. A further paper provided an overview of the initiatives in place to drive progress in Scope 3 emission reductions. This supported discussions around current constraints and next steps were agreed. January 2026 The Committee received two programme‑level updates in January. The first reviewed the annual progress of the Empowering People strategy, highlighting both its impact and commercial value. The second provided an overview of our child
safety programme, including progress and future focus areas. The Committee also considered a paper on ESG macro‑trends, which outlined the external forces shaping corporate sustainability and their implications for our strategy. March 2026 In March, Vodafone Business shared insights with the Committee on the role of ESG credentials in protecting revenues from business and public sector customers. The Committee also discussed the potential for ESG to support future growth opportunities. In addition, members received an update on our climate strategy, including planned revisions for the next phase of the climate transition plan and the strategic approach to neutralising residual greenhouse gas emissions. Furthermore, proposed revisions to the ESG governance architecture were highlighted to the members for awareness and the Committee reviewed the updated terms of reference. Key focus for the next year Looking forward, the Committee will continue to monitor developments across the ESG landscape and ensure we are prepared for emerging regulatory requirements, such as the EU’s Corporate Sustainability Reporting Directive (‘CSRD’) and the Corporate Sustainability Due Diligence Directive (‘CSDDD’), in addition to the UK’s Sustainability Reporting Directive (‘UK SRS’). In addition, the Board will draw insights from their industry expertise to explore the potential for ESG to contribute towards business growth through value creation, as the economy responds to ESG macro-trends.
over the ESG content for disclosures and regulatory compliance. Click to read the Committee’s terms of reference: v odafone.com/board-committees Letter from Committee Chair On behalf of the Board, I am pleased to present our ESG Committee report for the year ended 31 March 2026. In FY26, the ESG Committee met four times, and discussed a range of topics across the Committee’s areas of responsibility. The meetings provide an opportunity to foster close alignment with the senior leaders driving our mission and ESG agenda, to enable Vodafone to deliver against its ESG objectives. An important objective of the ESG Committee is to provide external perspectives and challenge the ESG programme and direction. Therefore, it is important that our Committee members bring a wealth of experience across the domains that relate to ESG, complemented by specialist industry expertise. To learn more about the composition of our ESG Committee and the core competencies of its members, please refer to page 99. In March 2025, our Board also participated in ESG training, which clarified their director responsibilities with regard to ESG compliance and enhanced their understanding of ESG value creation ahead of the FY26 meetings. I have reported this year’s Committee work to the Board. Following the conclusion of the 2026 AGM I will be stepping down as Chair of the ESG Committee. Anne-Françoise Nesmes will be appointed as Chair of the Committee with effect from the same date. Amparo Moraleda On behalf of the ESG Committee 19 May 2026
Find out more Click or scan to watch our Non-Executive Directors explain their role: vodafone.com/videos
Key responsibilities The responsibilities of the Committee are to: – Provide oversight of our ESG strategy, in addition to monitoring the progress of our mission (Protecting the Planet, Empowering People and Maintaining Trust); – Review and provide guidance on the implementation of the ESG strategy, related policies and programmes; – Oversee progress against ESG commitments and targets, providing advice and direction; – Monitor performance of external ESG indices; – Understand future ESG developments, industry trends and regulation that may impact our strategy or reputation; and – Provide joint oversight and effective governance with the Audit and Risk Committee (‘ARC’)
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