Vodafone Group Plc Annual Report 2025 31
Strategic report
Governance
Financials
Other information
Our ESG governance structure
ESG is integral to Vodafone’s operations, reinforced by our ESG governance framework. We continue to enhance this framework to drive the effective delivery of our ESG initiatives while meeting evolving regulatory and reporting requirements. Our ESG strategy is overseen by the Board ESG Committee, and implemented through the ESG and Reputation Committee (‘ESGR’). Actions and initiatives under our ESG strategy are assigned to individual senior managers within a range of relevant business functions across Vodafone’s global business, such as our networks and technology operations, commercial and enterprise business units, procurement, external affairs and property teams. Accountable delivery functions report quarterly to the ESGR, including escalating risks to the delivery of our strategy.
Board The Board is responsible for the overall conduct of the Group’s business. It has the powers, authorities and duties vested in it by, and pursuant to, the relevant laws of England and Wales and the Articles of Association of Vodafone Group Plc. The Board delegates responsibility for oversight of our ESG programme to the ESG Committee, supported by the Audit and Risk Committee for ESG regulatory requirements. ESG Committee In 2021, the Board of Directors approved the formation of the ESG Committee, which provides oversight of Vodafone’s ESG programme and monitors the company’s purpose agenda. Its key responsibilities Audit and Risk Committee (‘ARC’) The ARC have joint responsibility for the adequacy of related disclosures and oversight of the Group’s systems, control points, business risks and related compliance activities. In FY26, we aim to increase the frequency of joint meetings to bi-annual. This change signifies the importance of joining together compliance with strategy, as we look to meet evolving requirements and embed ESG more widely across the business. Executive Committee The Executive Committee has overall accountability to the Board for our purpose and ESG programme. We continue to include ESG measures in the long-term incentive plan for our senior leaders; both our purpose targets and activities have executive (‘ExCo’) level ownership. ESG and Reputation Committee Selected members of the ExCo meet monthly at the ESGR with the responsibility to drive Purpose activities and review the submissions to the Board ESG Committee. We have three strategic purpose pillars: Empowering People, Protecting the Planet, and Maintaining Trust, each of which has clearly defined priorities and accountable owners to seek to achieve our objectives and targets. In recent years, we have spread responsibility further across the ExCo to embed accountability for ESG more widely across the business. Protecting the Planet encompass reviewing the ESG strategy, monitoring progress against key ESG objectives, external ESG indices and collaboration with the ARC.
Empowering People We seek to connect everyone, regardless of who they are or where they live. Our Empowering People pillar consists of three key areas: closing the digital divide, empowering customers, and supporting communities.
We seek to protect the planet and enable our customers to do the same. Our Protecting the Planet pillar consists of three key areas: tackling carbon emissions, promoting circularity, and enabling the clean industrial transition.
Maintaining Trust We strive to deliver our services securely and responsibly and earn the trust of our customers through everything we do, by protecting data, protecting people and responsible business practices. Maintaining Trust is broken down further into subtopics such as business integrity, human rights, responsible supply chain, and tax and economic contribution.
Read more about the ESG Committee on page 93 Read more about the ARC on pages 86 to 91 Read more about remuneration on pages 94 to 112
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