Renewing Earth

Renewi plc Annual Report and Accounts 2022

Renewi plc Annual Report and Accounts 2022

Renewi plc Dunedin House, Auckland Park, Mount Farm, Milton Keynes, Buckinghamshire MK1 1BU
 Strategy

“The climate emergency is leading to unprecedented Leader in

changes in our markets, which are evolving fast. recycling
Renewi is responding with major investment and fast-
paced innovations, in collaboration with key partners, Leading
waste-to-
to create a cleaner, more circular world.” product
company
Leader in
Otto de Bont, Chief Executive Officer secondary
materials
production Selectively grow
market share
Our purpose
To protect the world
by giving new life
to used materials Value drivers

2.0
Our vision
To be the leading Circular innovations ATM recovery Renewi 2.0
waste-to-product
company in the world’s
Sustainability themes
most advanced circular
economies

Enable the circular Reduce carbon Care for people

economy emissions

Our values
Contents
Strategic report 66 Climate-Related Financial 156 Other disclosures
6 Why what we do matters Disclosures (TCFD) 159 Directors’ Responsibilities Innovative Sustainable Safe Accountable Customer- Together
74 Sustainability strategy focus Statement
10 How our markets are changing
90 Risk management
focused
12 Our market position
14 Our unique waste-to-product Financial statements
strategy
Governance report 162 Auditor’s Report
104 Governance at a glance Key figures
16 Our Divisions 170 Financial statements

€133.6m 67.2% €75m 8.88

Wateringen, Commercial Waste

106 The Board of Directors

18 Business model
108 The Executive Committee
20 Engaging with stakeholders Other information
110 Corporate Governance Report Underlying EBIT* Recycling rate Statutory profit Lost Time Incident rate
24 A message from the Chairman 260 Shareholder information
127 SHE Committee Report
28 A message from the CEO 261 Company information (FY21: €73.0m) (FY21: 65.8%) (FY21: €5m) (FY21: 13.97)
129 Audit Committee Report
34 Business strategy 262 Glossary
135 Nomination Committee Report
46 Finance Review The definition and rationale for the use of non-International Financial Reporting Standards (IFRS) measures are on page 240.
138 Directors’ Remuneration Report
52 Operating Review

2 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 3
 STRATEGIC REPORT
Moerdijk, ATM

Renewi plc
Annual Report and Accounts 2022 5
 Strategic
report
Why what we
do matters

Governance
report
1 2

statements
Financial
information
Climate emergency Circular economies

Other
The world is facing a climate Circular economies are a vital solution
emergency. Without an urgent and to the climate emergency. Energy
concerted effort, this will prove transition alone is not enough to meet
catastrophic for future generations. By the challenges we face. Climate
the year 2100, temperatures could mitigation and resource preservation
increase by four degrees. This is more will help deliver a cleaner, more
than double the Paris Climate sustainable world for future
Agreement. generations.

3
Society
What we do matters to society. Our
4
Stakeholders
Creating a circular economy matters to
children, grandchildren and our many stakeholders: our customers,
generations to come will face the employees and partners, consumers
consequences of inaction today. We and governments.
must act now to secure their future by
transforming our planet into one which
is sustainable.
The climate
emergency is
leading to
unprecedented
changes in our
markets.
Moerdijk, ATM

6 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 7
 The world is

Strategic
report
For more information

evolving in on our sustainability

strategy, see our
Sustainability Review
response... at renewi.com

50%
The Netherlands

Governance
report
circular by 2030

statements
Financial
Advanced circular economies
The Netherlands and Belgium are two of
the world’s most advanced circular economies,
currently leading the way in climate change
mitigation, carving a path towards a

information
circular economy.

Other
This has growing international relevance as
many countries look to adopt the same
technologies and solutions against a
backdrop of mounting political pressure
and increasing consumer demand. This
gives Renewi the opportunity to scale
solutions beyond the countries in
which it currently operates.

Advanced circular
economies
Key
Very low
Low
Low–Medium
Medium
Medium–High
High
Wateringen, Commercial Waste Netherlands

8 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 9
 How our

Strategic
report
markets
are changing

Governance
Increasing demand

report
for recyclates
There will be a sustained increase
in demand for recyclates, and
they will become a scarce and
valuable product.

statements
Financial
Currently, only 11% of minerals
in the construction market
Global consensus are recycled.
An increasing shift by
governments towards a
sustainable future can be

information
seen through various new Material use in the EU (in mT)

Other
targets: for example, those
190 2,100 58 114 75 37
agreed at the UN’s COP26
Upside
gathering in November 2021 potential
21
41
and the EU’s Fit for 55 plan 10

EU and national to reduce greenhouse gas 1,860 41

government policies (GHG) emissions by 55% 183
Recycled
72% content
Increasingly, regulation is by 2030. 73%
64%
being introduced to
29%
eliminate landfill and Consumers 4% 11%
reduce incineration. Consumers demand a viable Wood Mineral Plastic Metals Paper, Glass
These rules also aim to future for the generations to Cardboard
increase recycling and come and these attitudes
Upside potential Recycled content
re-use, demand secondary are driving governments and
materials, cleaner cities, corporations to do what’s
foster responsible best for the climate.
production and encourage Consumers increasingly
circularity throughout demand responsible
the economy. production from the
businesses they use.
Corporates
There is an increased focus
on environmental, social
and governance (ESG)
criteria throughout major
economies, and many
corporations are
Recycling, waste to
implementing more
responsible production.
product and production
At the same time, they
of secondary materials
need to weave secondary
material feedstocks into
are experiencing
their processes to meet
long-term
Moerdijk ATM, Mineralz & Water

these targets.
structural support

10 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 11
 Our market

Strategic
report
position
Renewi holds a

Governance
report
strong position within its
markets. The broader European
landscape is dynamic: there
Pure-play waste-to-product
have been significant mergers, recycling company
acquisitions and disposals in the

statements
Financial
sector. Against this backdrop,
Renewi is evolving through Operating for over
100 years
investment and innovation.

information
Listed on London Stock

Other
Exchange since 1988, and on
Euronext Amsterdam since
2020

1 Renewi was created five years

ago, by combining Shanks
Waste and Van Gansewinkel
producer
Renewi experts advise
companies on how they can
generate less residual waste. Benelux market leader
The typical
Manufacturing focus of
We collaborate with Collection most waste
Operating in the Netherlands,
manufacturers to source and Our fleet comprises zero- companies
and low-emission trucks.
Belgium, UK, France, Portugal
design feedstocks to make and Hungary
secondary products. We optimise routes to reduce
emissions and fuel use.

The circular Incineration

162 operating sites
economy
drives our
business 6,641 employees
Avoid at year end
Refine model disposal
secondary Landfill
materials We seek to avoid
At our specialist facilities sending waste to

Wateringen, Commercial Waste Netherlands

we refine products to exacting landfill.
customer specifications.
Sorting
and processing
We use technology such
as optical sorting lines to
segregate specific recycling
materials for further use.

12 Renewi plc
Annual Report and Accounts 2022 13
 Our unique

Strategic
waste-to-

report
Value drivers
product
strategy €60m

Governance
report
EBIT in FY26

statements
Financial
Volume of
Mission75

75%
Operating materials
sites recycled Employees

162 8.4mT 6,641

information
Other
Increase recycling rate
from 65% in 2020 to 75%
by end of 2025
Capital investment

>€100m
Board-approved capex for innovation
investments to deliver
€20m of EBIT by 2025

We focus on secondary material We don’t have installed incineration five-year focus is on growth drivers: processing sites for glass, WEEE companies and large businesses other corporates. We have multiple
production through innovation, capacity and therefore benefit from circular innovations investments, (Waste from Electrical and Electronic from most European industrial innovation models: direct investment,
technology and partnering. diverting waste to avoid this cost. Renewi 2.0 and recovery at ATM. Equipment), wood, construction and sectors. co-investment in joint ventures, and
demolition, bulky waste, organics, logistics support.
This focus is leading to increased quality At 67.2%, our recycling rates are leading Our market position paper, plastics, soil, packed chemical We have a dense collection network
secondary materials, for example, internationally and we aim to further We own the waste. We have the waste and mattresses. across the region. We have an established innovation
Moerdijk ATM, Mineralz & Water

advanced plastics processing from increase this leadership position to 75%. number one position in our markets process to continually generate
previously non-recycled streams. We handling: 12.44mT of waste, a fleet of We don’t have any incinerators A long track record as new ideas.
also have new processes to recycle More recycling means less CO2 over 2,000 trucks and around 0.5 installed, which means we have no a recycling innovator
mattresses, asbestos-contaminated Our activities avoid 3.1mT CO2 each year million bins and containers across disincentives to recycling and For years, Renewi has worked with For innovation examples please
steel and orange peel, and to deliver by putting 8.4mT of materials back into 162 sites. secondary material production. We innovative customers and partners see pages 26 to 27 and 44 to 45.
higher-value solutions, for example re-use. We are a leader in recycling and are the partner of choice for large to provide new closed-loop and
bio-LNG and gas to grid rather than secondary materials, and are selectively We are specialists in converting waste companies to source secondary circular solutions. We work with
electricity generation. growing our market share. Our three-to- into secondary materials at our major materials, including global universities, entrepreneurs and

14 Renewi plc
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Annual Report and Accounts 2022 15
 Our Divisions

Strategic
report
Processing

12.4mT
Renewi operates across three Divisions:
Commercial Waste, Mineralz & Water and
Specialities
What makes us

Governance
different

report
of waste handled each year,
of which 8.4mT
are recycled
1

statements
Financial
Carbon avoidance We are recognised

3.1mT
Commercial Waste as a waste-to-product leader
Comprises waste collecting, in sustainability at the heart of
the circular economy.
processing and secondary
materials production across both

information
Other
the Netherlands and Belgium. Key of carbon avoided 2
activities include the processing of through our various recycling
technologies and solutions
wood, aggregates, plastics, paper
products and organic waste. As a pure-play recycling
company, we exclusively
focus on extracting value
from waste rather than its
disposal through incineration
or landfill.
Mineralz & Water (M&W)
Comprises our Mineralz activities, 3
processing and cleaning bottom
ash, fly ash and other soils. It also
includes our gravel, sand, filler and Our waste-to-product
clean water production process at approach addresses social
and regulatory trends, and
ATM, which thermally cleans soil and offers the most efficient
contaminated water and processes solution for recycling used
materials.
packed chemical waste
via pyrolysis.
Specialities 4
Comprises three business
elements: UK Municipal public
We have been recognised for
private partnership (PPP) our strong ESG performance.
contracts, Maltha glass recycling For example, S&P Global
and Coolrec – our specialist Ratings has scored Renewi 83
Moerdijk ATM, Mineralz & Water

out of 100.
WEEE recycling business.

16 Renewi plc
Annual Report and Accounts 2022 17
 Underpinned
Business model: by our values

Strategic
report
creating Safe
Safety above all else
value for Innovative
stakeholders Do it better every day Together

Governance
We consider our stakeholders Always open

report
in every decision we make. Sustainable and respectful
Our purpose and vision lead Make a daily difference
to our planet Accountable
our strategy. Our ultimate Do what we say we’ll do
aim is to benefit our
Customer-focused
stakeholders and wider

statements
Financial
Add value for
society. our customers

Led by Driven by Aligned

information
Creating value

Other
Our purpose Our strategy at the heart of the to the
To protect the world Leader in circular economy UN SDGs
recycling
by giving new life
to used materials
What we do
Our vision Leading We generate revenue from collecting
waste-to-
To be the leading product and processing waste and by selling
company
waste-to-product Leader in the recyclates and secondary materials
company in the secondary we produce. Our focus is shifting
world’s most advanced material towards the downstream end of the For all stakeholders
production
circular economies Selectively value chain in line with market value We regularly engage with our
gain market – from collection to processing. We stakeholders, responsive to their
share plan to deliver more and higher-quality feedback so that we can continually
Taking into account secondary raw materials and biofuels. address key issues, add value
Value drivers This focus on creating products from and resolve any problems:
Why what we do matters waste differentiates us from many Local communities
Climate change is the key issue large competitors, who typically draw Waste-producing customers
of our times; the circular economy 2.0 revenues from incineration activities. Product customers
is a key part of the solution Suppliers
Page 6 Circular ATM recovery Renewi 2.0
Innovation partners
innovations Government
Regulators
Our divisions
Employees
Our people, investments,
Page 36 Global communities
innovation and technology are
Lenders
all essential to our business
Page 16
Our sustainability themes Investors

Pages 20 to 23

Nieuwegein, Commercial Waste Netherlands

Engaging with our
stakeholders Enable the Reduce carbon Care for
We encourage feedback from circular emissions people
all our stakeholders, so that economy
Page 6
we can continue to grow and
strengthen our business
Page 20 Page 42

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Annual Report and Accounts 2022 19
 Engaging with

Strategic
stakeholders

report
From customers to partners, lenders to
governments and employees to
communities, we constantly seek to create
value for stakeholders by understanding

Governance
and addressing their priorities and concerns

report
statements
Financial
Local communities
Why we engage
Our business is better positioned to succeed if
we are part of a community that recognises the

information
need for our services and appreciates the value

Other
Renewi brings to local and neighbouring
communities. We recognise our sites can bring
some disruption.

What we are delivering

Proactive management of known issues such as
flies, odour, noise, truck movements and fire
risks, among others. We are responsive to Our suppliers
concerns raised by local communities, and Why we engage
our policy is always to track these through Working with a trusted supplier enables us to
to resolution. Our waste-producing customers optimise our customer service. Our teams
Why we engage translate internal requirements for goods and
Close co-operation with our customers is vital if services and external market circumstances.
we are to best meet their needs. We focus on These can include the impact of Covid-19, supply
finding solutions to manage their waste and chain disruptions, rapidly evolving energy prices
encourage source segregation of recyclate waste. and other factors. In this way we develop
Furthermore, we help them achieve their long-term and effective supplier relationships.
sustainability targets and we collaborate to We focus on safety and on high ethical standards
address emerging market trends. We continually in our supply chain. Our innovation partners
Our product customers seek their feedback so we can identify ways to Why we engage
Why we engage enhance the service we provide. What we are delivering Renewi recognises cooperation is crucial if we
We work collaboratively with customer design We seek to understand the impacts on supply are to succeed in the circular economy, so we
teams to create materials of sufficiently high What we are delivering chains of the ongoing market disruptions caused partner with technology providers and
quality for either re-use or secondary materials We provide support and advice for waste by Covid-19, supply chain delays and rapidly manufacturers to develop circular innovations.
production. We align to gain a deeper segregation and separate collections. We evolving market prices. We use our collective expertise to create
understanding of product customers’ communicate market changes such as recyclate This can affect delivery patterns, product innovations for a broad range of materials
purchasing needs. pricing and other general inflation factors, for availability and pricing and bring about and processes to meet our manufacturing
example those driven by the war in Ukraine. a need to substitute materials. customers’ needs.
What we are delivering
We are investing in further refinement of waste, What we are delivering
in order to produce higher-specification We are delivering incremental waste processing
recyclates and secondary materials to meet the innovations to enable recycling where this
For more information
needs of these customers. We also partner previously wasn’t possible. Examples include
on how we connect
directly with product customers, such as Shell, mattresses, citrus peels, asbestos-contaminated
with our stakeholders,
in relation to bio-LNG. steel, advanced sorting, building materials,
see page 119
electrostatic separation processing, creation of
Waalwijk, Coolrec

bio-LNG at a commercial scale, gas to grid,

separation of thermally treated soil into gravel,
sand and filler, plus many others.

20 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 21
Engaging with stakeholders continued

Strategic
report
Global community
Why we engage
Renewi’s business model helps address the
Government climate emergency. We recognise that the global
Why we engage community is the beneficiary of the work we do.
To bring about meaningful change by positively We are contributing to the ongoing debate

Governance
impacting regulatory changes. We share our around climate change, joining conversations

report
intentions, educate governments about new and influencing dialogue, both in the media and
possibilities and seek to understand their on our social networks.
concerns and priorities to find mutually
beneficial solutions. What we are delivering
Encouraging society to recognise its role as a
What we are delivering Regulators driver for the changes required to achieve true

statements
Financial
We deliver on climate change and the circular Why we engage circularity, placing pressure on governments,
economy. We support progressive legislation in We engage with a wide range of regulators to influencing policies, creating new markets and
the creation of a circular economy, reduction of interpret and understand European Commission demanding greater ESG credentials from the
incineration and stimulation of demand for regulations and national legislation and to products and services they use.
secondary materials. ensure the best possible compliance with
existing and prospective regulations.

information
Other
What we are delivering
We are ensuring operational compliance against
permits and quality standards and meeting high
environmental standards. We are also applying
best practices and are responsive to any Lenders
investigations or compliance concerns raised. Why we engage
Our employees We build relationships with debt investors and
Why we engage banks as key providers of capital to the Group, to
We engage with our employees to create a ensure we optimise the availability and terms of
satisfying and enjoyable working experience as the facilities that support the capital investments
we unite to deliver our purpose. Living our values – in particular those that relate to our innovation
daily with our employees is also a priority. Our pipeline. This way, we selectively increase
first value, Safety is our key priority as we seek to Investors market share.
reduce the number of accidents, ensuring Why we engage
everyone arrives home safely every day. We are We actively and regularly engage with our What we are delivering
also increasing our focus on improving diversity investors and analysts to inform them of our This approach assures our continued access to
and inclusiveness across the organisation. business strategy, future growth and recent the lending markets, including the recent
performance. We maintain a deep and engaged incremental bond issuance. We achieve
What we are delivering dialogue on our outlook and on their optimised liquidity and conditions such as the
We are fostering a positive connection to our requirements. We use this to refine our strategy extension of the main banking facility.
corporate purpose. We are improving our safety and to shape our communications.
culture and fostering diverse and inclusive teams
which feel invested in. We strive for ever-stronger What we are delivering
employee satisfaction, improved welfare Our recent Capital Markets Day was an
conditions for our operations teams opportunity for us to communicate our future
and resolution of detractors to plans in more detail. The markets have
employee engagement. responded positively and are starting to reflect
the higher growth expectations. We are fostering
an understanding of the market-wide tailwinds
that are supporting our market positioning
and strategy.
Waalwijk, Coolrec

22 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 23
 A message

Strategic
report
from
the Chairman

Governance
report
statements
Financial
I am pleased to report that Renewi has performed very well Customer focus. Our customers are responding to changes Corporate governance
in the past year, in terms of both a robust financial driven by Covid-19, Ukraine and climate change, to name a few. The Board continues to aim for the highest standards of
performance and a step change in its safety record, We have supported them throughout as an essential service. We corporate governance. Details of our policies and procedures,
alongside the further development of its long-term strategy have enhanced our customer offering to improve customer including those relating to the role and effectiveness of the Board
for accelerated growth. experience. Under the Renewi 2.0 programme, we have observed and compliance with the UK Corporate Governance Code, are set
a strong uptick in usage of our new My Renewi digital customer out in the Governance section on pages 102 to 159.

information
Renewi is a purpose-led organisation, with each of us deeply portal and a fall in customer complaints.
Passion and dedication

Other
inspired by our goal to protect the planet by giving new life to
used materials. This purpose is supported by our six values, Accountability. Accountability is about meeting our Our people have again worked with passion and dedication
which define what we are and how we act. These values are used commitments and doing so with complete integrity. This year through another year of lockdowns and change. We have met
in a practical way daily, and in this report I would like to illustrate we have delivered a very strong increase in profitability, margins our objectives, served our customers and worked tirelessly to
how we turn them into real core drivers of our success. and returns, and we have reduced leverage ratio below our keep each other safe. I would like to thank them all for their
long-term target of 2x. We continue to focus on excellent energy, skill, determination and togetherness. I would also like
Success built on living our values governance, and we were pleased to note this contributed to our to thank our customers, suppliers, investors and other key
Safety. Safety is the first of our six values and, as I outlined last increased score of 83 in our ESG rating by S&P. stakeholders who together make Renewi the leading waste-to-
year, the Company’s Board and Executive leadership wanted to product company that it is.
see a step-change improvement in our safety culture and Together. We can only achieve our purpose and our values
performance. During the past year we have appointed a new if we work together as a team, in a respectful and diverse
Safety, Health, Environmental and Quality (SHEQ) Director, environment. This year we have created a Diversity & Inclusion
Jeanine Peppink-Van der Sterren, who is part of the Excom. We board to foster greater diversity in our organisation, with an
have also started to implement the International Sustainability initial goal of increasing the number of women in our business.
Rating System (ISRS) to provide structure and better data for all Ben Verwaayen
our safety and compliance activities. We continued to embed our Refining our strategy for the long term Chairman
Lifesaving Rules (LSR) and promote better incident reporting. During the year we have worked extensively with the executive
While we can never be complacent or satisfied with safety, we are management team to review and deepen the strategy and the
pleased to report a 36% reduction in lost time accidents in the 2030 vision for Renewi. While the core strategy remains
year, with no fatalities or near-fatal incidents. Despite this Our people have again worked with unchanged, we are building plans to achieve our ambitious
improvement, we remain vigilant to risks and continually passion and dedication through another objectives. Our markets are evolving rapidly, and we are attuned
focused on improvements. to the associated opportunities and challenges. We are now
year of lockdowns and change increasingly focused on inorganic opportunities in addition to
Sustainability. Sustainability is fundamental to everything we do our existing organic growth.
and is considered by the Board in every major decision we make. I
am pleased to report a further increase in our recycling rate during EPS and dividend
the year to 67.2%, another step towards our Mission75. This year FY22 was marked by a modest recovery of volumes and an
we report according to the requirements of the Taskforce for ongoing and sustained increase in most recyclate prices. We are
Climate-Related Financial Disclosures (TCFD) for the first time. pleased to report a 118% increase in underlying earnings per
During 2022 we will lay out further ambitious plans to reduce our share to 98 cents (FY21: 45 cents). Exceptional items remained
own carbon footprint alongside our ongoing success in avoiding modest, meaning Renewi reported a statutory net profit of
3mT of carbon annually for our customers. €75.4m (FY21: €5.5m).

Innovation. Innovation underpins our ability to deliver our Recognising the Group’s significant growth investment
purpose. We continually seek to invest in new technologies programme and the resultant cash flow profile in the short term,
to increase our recycling rates and in new processes to digitise the Board is not recommending a dividend for FY22; however, it
our activities. This year, our Board has committed over €100m to will keep the Group’s dividend policy under review for FY23.
projects, such as advanced sorting installations in Flanders,
to deliver €20m additional EBIT by FY26. Our Innovations Team
continues to build our innovation pipeline, originate prospects,
and validate their potential for further investment.

24 Renewi plc
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Annual Report and Accounts 2022 25
 Innovation BIO-LNG PLASTICS SORTING

Strategic
in action

report
With fossil fuels depleting fast, the world needs to The world changed when plastics were
Working together to create decarbonise. Transport is one of the world’s most introduced into society. Living standards were
a cleaner, circular world polluting sectors and clean fuel alternatives for enhanced, and hygiene improved. Plastics like
long-haul trucks are not yet available at the scale PE, PP and PET became widely used. At Renewi,
they should be. we understand the benefits of this durable

Governance
and functional material. However, the myriad

report
Ever focused on solutions, we have accelerated of plastic types and composites used creates
our decarbonisation journey. Alongside our challenges when separating these streams for
technology partner Nordsol and our end re-use.
customer Shell, we have built the first commercial
bio-LNG plant in Europe. Plastic production from inexpensive virgin
materials continues to grow and, with it, a

statements
Financial
Renewi has yet again demonstrated it’s a front- corresponding increase in plastic waste. Around
runner in organic waste valorisation. At our 85% of the plastics produced in Europe are
pre-treatment facility in Amsterdam, we take WHAT OUR CUSTOMER HAS TO incinerated, added to landfills or lost to the
SAY ABOUT THIS INNOVATION
out-of-date food waste from supermarkets, such environment. There is growing societal awareness
as Albert Heijn, and turn it into biogas. Part of the “We use Renewi’s regrinds to produce that this is damaging the environment and is
biogas is converted into green gas and supplied custom-made granules. The demand for post- unsustainable. Consumers, committed brand
consumer plastics is increasing. Previously,

information
to the grid. The rest is used to produce bio-LNG at owners and legislators are demanding cleaner
we only used post-production material to

Other
our processing installation in Amsterdam. alternatives. This is encouraging and drives our
create granules. We’re delighted to work with ambitions and appetite to collaborate to meet
Bio-LNG is a low-emission fuel that replaces Renewi to achieve our sustainability targets. this demand.
fossil fuels. Therefore, it is the perfect solution to Several years ago, our customers were only
decarbonise the heavy-duty transport sector in interested in granules based on the price We make plastic waste available for recycling and
the short term. Our renewable fuel is developed difference compared to virgin materials. close the loop with circular plastics. As a leader
and delivered to consumers. We currently Today, there is a big change. Our customers in recycling technology, we have invested in new
produce 3.5 kilotonnes of bio-LNG per year, and prefer granules made with post-consumer and innovative sorting lines and techniques to
it’s our mission to upscale it in the next two years. plastics. It is crucial that the product can increase purity.
be recycled and that it’s made with
Our Renewi bio-LNG truck is frequently seen at recycled material.” An example is the processes we employ at our
our site in Amsterdam, bringing organic food Caroline van der Perre, Managing Director facility in Waalwijk. We use density, electrostatic
WHAT OUR CUSTOMER HAS TO waste to our pre-treatment facility. It is a vehicle at RAFF Plastics, a Flemish specialist and optical separators to segregate different
powered by climate-friendly energy, which is in compounding, extruding, and polymers. This means our sustainable raw
SAY ABOUT THIS INNOVATION
derived from the very same waste it carries. recycling plastic. material has a quality equal to virgin plastics, and
“We see the use of bio-LNG as one of
The truck is a superb example of our contribution we can offer clean and pure plastic granulates.
the important sustainable fuels on the At our planned hard
to the circular economy. The granules are so clean that they are suitable to
menu. In addition to electricity and plastic sorting line in Acht, be manufactured into children’s toys.
possibly hydrogen, the renewable fuel
bio-LNG is also of great importance and we will produce

14,000
From our new sorting line in the port of Ghent,
allows us to take the steps needed to
tonnes of hard plastic regrinds are supplied to the
reduce carbon dioxide emissions.”
packaging and automotive industries. To meet
Peter Leegstraten, Manager Transport Expertise recycled plastics per year.
increasing customer specification requirements,
at Albert Heijn, the largest supermarket chain in
We will avoid we have invested in analytical capabilities at our
the Netherlands.

6,200
laboratory, where we extensively test composition
tonnes of and quality. We also produce customised recycled
materials by including the required additives.
CO2 emissions.

3.5 kilotonnes
Amsterdam, Commercial Waste Netherlands

With Our recycling rate

of bio-LNG, a truck can drive for of these
13 million kilometres .
plastics will rise from

400 times
That’s SUSTAINABILITY THEMES: VALUE DRIVERS: 50% 75%. to SUSTAINABILITY THEMES: VALUE DRIVERS:

around the world.

Waalwijk, Coolrec
2.0 2.0

26 Renewi plc
Annual Report and Accounts 2022 27
 A message

Strategic
report
from
the CEO Overview
Renewi delivered a record performance in FY22, with revenues,
Revenue was up 10% to €1,869m, and underlying EBIT was up
83% to €133.6m. Underlying profit before tax increased by
profits and returns all increasing significantly ahead of the €57.8m to €105.2m. Underlying earnings per share increased by

Governance
previous year. Our end markets continue to grow, with 118% to 98 cents (FY21: 45 cents).

report
legislation and corporate strategies supporting increased
recycling and demand for high-quality secondary materials. The Commercial Waste Division, which represents over 70% of
This contributed to the increase in recyclate prices over the past Group revenues, increased revenues by 10% and underlying EBIT
18 months. We have also managed the aftershocks of the Covid by 77%. EBIT margin increased 380bps to 10.0%, driven by a
crisis with ongoing tight control of costs and an ability to cover year-on-year benefit of €35m from the increased quality and
inflationary pressures from recyclate prices and customer pricing of recyclates and ongoing cost control. EBIT was 73%

statements
Financial
pricing. We made good progress on our key strategic initiatives higher than the pre-Covid FY20 reference period.
to deliver sustained growth for Renewi, notably with the
commitment of over €100m of capital to build a new state-of- The Mineralz & Water (M&W) Division saw revenues increase by
the-art recycling capacity. Underlying EBIT increased by 83% to 6%, and underlying earnings increase by €5.5m to €5.8m. The
€133.6m. Statutory profit increased by €69.9m to €75.4m. Core Specialities Division increased revenues by 16%, and underlying
net debt reduced by €41m to €303m, and our leverage ratio EBIT increased by €1.7m to €4.1m.

information
reduced below the Board’s target to 1.4x (FY21: 2.2x).

Other
Group central services costs have increased in the year as a result
Sustainability is at the heart of our business model. Our of investment in a number of areas and higher costs for
purpose of giving new life to used materials enables us to long-term incentive plans.
deliver secondary materials to our end customers with a lower
carbon footprint than the primary materials they replace. This The business delivered adjusted free cash flow of €90.6m (FY21:
helps our customers get to their net-zero ambitions and €113.5m), partly reflecting an underlying reduction in payables.
supports the development of a circular economy, which is Free cash at €60.5m was lower than last year which included the
essential if society is to meet its carbon reduction goals. We €55m benefit of deferred payroll and other taxes in the
have therefore maintained our focus on the longer-term Netherlands. Core net debt at 31 March 2022 was €303m (2021:
strategic drivers for Renewi: increasing our recycling rate; €344m). Leverage fell to 1.4x (FY21: 2.2x), comfortably below the
increasing the quantity and quality of the secondary materials Board’s long-term target of 2.0x. Liquidity headroom including
we supply; expanding our market share and improving both cash and undrawn facilities was also strong at €428m (FY21:
efficiency and customer service through our Renewi 2.0 €364m).
programme. We have continued to advance this strategy and
we remain well positioned to benefit from the adoption of Recognising the Group’s significant growth investment
circularity by European economies, which ensures resources programme and the resultant cash flow profile in the short term,
such as products, materials and energy are reused for as long the Board is not recommending a dividend for FY22; however, it
as possible at the highest value. will keep the Group’s dividend policy under review for FY23.

Group summary

REVENUE UNDERLYING EBIT

FY22 FY21 Variance FY22 FY21 Variance
€m €m % €m €m %
Commercial Waste 1,360.5 1,240.6 10% 135.7 76.8 77%
Mineralz & Water 193.9 182.8 6% 5.8 0.3 N/A
Specialities 350.1 300.8 16% 4.1 2.4 71%
Group central services – – – (12.0) (6.5) -85%
Inter-segment revenue (35.3) (30.6) – – – –
Total 1,869.2 1,693.6 10% 133.6 73.0 83%
The underlying figures above are reconciled to statutory measures in note 2 of the consolidated financial statements.

28 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 29
Chief Executive Officer’s Review continued

Sustainability means a need for circularity Our purpose of giving new life to used roadmap we intend to strengthen our sustainability strategy c onsumer demand for recycled plastics leading to major
Our purpose is to protect our planet by giving new life to used and will start building a net-zero carbon emissions roadmap plastics manufacturers looking for long-term supply
materials enables the circular economy,

Strategic
materials, and our vision is to be the leading waste-to-product this year. agreements to meet their growing need.

report
company in Europe’s most advanced circular economies. This which is essential if society is to meet
differentiates Renewi as a company that focuses on re-use: its carbon reduction goals Progress against each of our specific targets is detailed in full In the short-term recyclate prices may still fluctuate and, whilst
supplying high-quality secondary materials, which we believe is in our Sustainability Review. we expect that recyclate prices will moderate in FY23, we expect
the best way to extract value from waste. We are a key player in prices to stabilise above pre-Covid levels for the medium term,
the rapidly emerging circular economy and a pioneer in keeping with our purpose, our business and sustainability Increased value for the high-quality reflecting the structural growth of the circular economy.
deploying innovative technologies that turn waste that would strategies are inextricably linked and mutually supportive. recyclate products that we make

Governance
have been incinerated or sent to landfill into high-quality Starting from the UN Sustainable Development Goals, we focus A prominent feature of our strong performance since Covid has Our strategy for long-term profitable growth

report
secondary materials. on three key objectives: Enable the circular economy; Reduce been the recovery of recyclate prices from 10 year lows to their We have a clear and consistent business strategy to deliver
carbon emissions; and Care for people. current high levels, which have now been sustained for nearly long-term growth in both margins and volumes. This strategy
In the past year we have seen the world’s governments, 18 months. has initially focused on margin expansion through increased
companies and investors continue to advance the agenda to During the last year we have made good progress with our recycling rates and the production of higher-quality materials.
reduce carbon emissions very significantly, with the EU playing a strategy, including the following highlights: Different recyclate streams are subject to specific supply and We are now focusing increasingly on how to expand our market
leading role. In November 2021, COP26 set out the necessary demand factors. However, at a more fundamental level we share both domestically and internationally. Our strategy is

statements
Financial
steps to avoid catastrophic increases in global temperatures by Enable the circular economy believe that environmental policies to stimulate the use of based on three pillars:
the end of the century. Production of more secondary materials I ncreased recycling rate from 65.8% in March 2021 to 67.2% secondary materials mean that recyclates will over time 1. Leader in recycling: increase our recycling rate. Our
to reduce virgin material use and the associated carbon (+1.4% points), with positive progress across all divisions become scarce materials. Furthermore, we believe prices may ambitious goal, launched as Mission75, is to increase our
emissions is a key requirement to meet these goals. Becoming Total recyclate output amounted to 8.4mT, 5% higher than ultimately increase to a sustainable premium, or a reduced recycling rate within five years to 75% from the current 67.2%,
more circular and cutting virgin materials use by 28% within nine prior year discount, to virgin materials. In addition to the supply and which we believe is already the highest in the industry.
years could lead to a reduction in global GHG emissions by 39% Carbon avoidance of 3.1mT, similar to last year demand factors, we are increasing the quality of our recyclates. 2. Leader in secondary material production: Enhance the

information
according to The Circularity Gap Report. This allows our end customers to replace virgin materials with quality and value of the products we produce. To build a
Reduce carbon emissions

Other
our recyclates and allows us to demand higher prices. circular economy, the usage of secondary raw materials must
Recycling plays a key role in enabling a circular economy by  educed our carbon intensity from processing 23% per tonne,
R increase. For production companies currently using primary
converting waste back into secondary materials and is therefore driven for example by our Commercial Waste Netherlands Other factors that support the increased pricing for raw materials, the easiest way to convert is by using high
increasingly supported by fiscal and regulatory governmental Division having switched to 100% green electricity recyclates include: quality secondary raw materials that they can ‘drop-in’.
policy. Recycling, like most markets, needs balanced supply and Reduced total scope 1 and scope 2 emissions by 7% to 0.5mT demand for paper and cardboard in Europe being driven by the Accordingly, we are investing in advanced processing facilities.
demand. of CO2 equivalent. growth in e-commerce as well as the transition to cardboard as 3. Selectively gain market share. Our primary focus in the
the preferred packaging material including for example Netherlands and Belgium is on driving margin expansion from
Supply is stimulated by disincentivising landfill and incineration Care for people replacing plastic inside delivery boxes. At the same time, existing waste flows through the first two pillars of our
through taxations and prohibitions to create an environment in  ignificantly improved safety results: Lost time injuries (LTIs)
S reduced office working as a result of Covid has resulted in lower strategy. In addition, there are consolidation opportunities in
which sorting and processing to produce recyclates is are down 36% and major fires are down 25% volumes of source segregated commercial paper for recycling; our sector, and we intend to participate both in
economically competitive. This is already in place in the Established a Diversity & Inclusion Board, aimed at making high energy prices making the use of recycled metals, glass complementary acquisitions in our core markets and, in due
Netherlands and Belgium and has been further strengthened in Renewi an even more rewarding and inclusive and plastic cheaper compared to production from virgin course, to enter into new territories with strong growth
Flanders by the government’s announcement to double the place to work materials; potential for our waste-to-product model.
incineration tax to €25 per tonne. Fundamental new legislation a strong increase in demand for waste wood for a range
in Flanders, which comes into effect in January 2023, will provide This year we report specifically about climate change risk of applications including conversion to wood products, This strategy is further underpinned by our Renewi 2.0
further stimulation of recyling. The most recent amendment to according to the guidelines of the TCFD. Within our climate methanol and bio-fuels in addition to biomass; and modernisation programme.
Vlarema 8 effectively introduces the mandatory pre-sorting of
waste to remove recyclates before residues are incinerated, and
this legislation is the key driver of our decision to invest in three
large state-of-the-art sorting lines in Flanders.

Demand is stimulated by setting targets for minimum recycled

content for government tenders, or indeed simply mandating
certain levels of recycled content in all materials. For example,
the Netherlands has a longstanding policy commitment to be
50% circular by 2030, and Belgium has similar circularity
ambitions in both Flanders and Wallonia. This is further backed
by trends in consumer demand, where a sustainable solution
appeals to a growing segment of customers.

Looking forward, legislators in Renewi’s end markets and beyond

are considering further action, including carbon taxes on
incineration, minimum recycled content levels and producer
responsibility for the management of closed loops. All these
measures will accelerate the transition to increased recycling
rates and, crucially, increase demand for secondary materials.
Waalwijk, Coolrec
Putting sustainability at
the centre of our strategy
Sustainability is at the heart of what we do. Our purpose, our
vision and our business strategy are all about sustainability. In

30 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 31
Chief Executive Officer’s Review continued

Our innovation portfolio:

investing for higher returns
For more information

Strategic
We are investing in innovative solutions to increase recycling rates

report
on our innovation
and product quality, the first two pillars of our growth strategy,
portfolio, go to:
with a view to delivering an additional EBIT of €20m by FY26. In
renewi.com
FY22 we committed to invest over €100m over the next three years
in order to achieve our target and exceed our threshold for return
on assets of 16%. More details on the timing of investment and
returns are given in the Finance Review.

Governance
report
Mineralz & Water recovery for our services based on factors such as material recycling rate,
Innovation portfolio Profits at ATM, our major site that cleans contaminated soil and use of secondary materials, regulation, and taxonomy related to
water, are recovering well but slower than initially planned. material usage. The RACE index confirms the Netherlands and
PROJECT PARTNER OPPORTUNITY STATUS
Ongoing uncertainty by regulators on the adequacy of the Belgium as two of the most advanced circular economies. It
Advanced residual waste Stand-alone €€€€€ Three lines approved. Programme progressing in line current environmental regime has reduced intake of further allows us to focus on a number of countries, including

statements
Financial
sorting Flanders with expectations. contaminated soil and continues to hamper obtaining necessary Denmark, Sweden, Germany, and the UK, where we see scope
Organics: expanded Stand-alone € Construction complete and plant operational. permits to dispose of TGG. This situation is expected to be for successful and profitable expansion in the long term.
depackaging capacity resolved when proposed amendments to current legislation are
brought forward and should bring much needed clarity to this Resilience in an uncertain world
Organics: bio-gas to bio-LNG Shell & Nordsol €€ New plant commissioned and operational.
important part of our business. The end of Covid has triggered significant inflation, supply chain
Mattress recycling IKEA Group €€€ New facilities: fourth facility completed and fifth in disruptions and a tightness in European labour markets,

information
planning. Chemical recycling plant to be commissioned Despite these challenges, good underlying progress was made exacerbated by geopolitical uncertainty arising from the war in

Other
mid-2022. Exploring opportunities to expand activities during FY22, with the production of secondary building materials Ukraine and the potential for macroeconomic impact. In
outside NL. like gravel, sand and filler replacing TGG. There is a growing response we have created teams to monitor and address
Plastic recycling Stand-alone €€ Ghent and Waalwijk investments complete. Acht to be interest in these secondary building materials from cement and emerging issues. We are monitoring the situation closely and
commissioned in 2023. asphalt producers as the construction industry is converting to while a significant and widespread economic slowdown could
circularity. ATM’s profit improvement is also supported by growth eventually impact Renewi, we have experienced no material
Polyurethane recycling Chemical recycler € – €€€ Technical and commercial feasibility studies ongoing.
in water treatment, where we plan to expand our treatment adverse impact to our business since the war in Ukraine.
ATM recovery Stand-alone €€€ Filler storage capacity installed, and product capacity. We therefore anticipate that, as the regulatory
certifications expected. Project to increase capacity at environment for soil becomes clearer, as our building materials More broadly, Renewi has a resilient business model in that it:
waterside commenced. achieve their certification and as we expand our water treatment, provides an essential service across all sectors of the Dutch
Wood flake for low-carbon steel Arcelor-Mittal €€ – €€€€ Partner is preparing for industrial performance testing ATM will be able to restore EBITDA margins. and Belgian economies, with no material exposure to any
early next year and subsequent commercial contracting one sector;
discussions. Potential for market share growth has demonstrated an ability to pass inflationary costs through
Following the formation of Renewi in 2017, our focus was on to customers: price increases implemented on 1 January 2022
integration and successfully delivering the merger synergies are expected to cover 2022 inflation;
while maintaining market share. This has been achieved in full. hedged the majority of its energy and diesel requirements for
2022; and
We continue to have a dialogue with a number of plastics As previously indicated, the programme is expected to With leverage now reduced to comfortably below the Board’s has guidance for FY23 that anticipates a reduction in recyclate
recyclers concerning the provision of plastics streams for deliver a minimum of €20m of annual cost benefits on a target of 2.0x, we have increased our pursuit of long-term top prices from their current highs.
chemical recycling. Other new innovation ideas have been run-rate basis after completion of this three-year line growth opportunities, both organic and through acquisition.
identified during the past year and are passing through our programme for a total cash cost of €40m. €5.0m of net Accordingly, we have revisited our merger and aquisition (M&A) Group outlook
disciplined investment process. benefit was reported in FY22, in line with our plan. We pipeline activities, cultivating potential targets and reinvigorating Recyclates strength has so far continued into FY23. Although a
remain confident that we will achieve the targeted internal evaluation processes. We note that M&A activity within reduction from the high prices is expected, a sustained benefit
Renewi 2.0 programme savings on schedule. the Netherlands and Belgium is picking up and Renewi intends from structural changes to recyclate quality and price is also
FY22 was the second year of our Renewi 2.0 programme: a to participate in sector consolidation opportunities, providing anticipated. Looking ahead, the Board now anticipates the
three-year programme to make the company simpler, more More than 65,000 customers are logging into MyRenewi, there are good strategic and sustainability synergies that offer Group’s performance in FY23 to be ahead of its previous
customer-focused, more efficient and a better place to work. our customer platform, and we see adoption rates appropriate financial returns. expectations given the Group’s strong results in FY22 and
This comprises multiple projects, based around two key themes: increase every month. Our “scaled agile” framework continuing recyclate price strength.
Digitisation of the business. We have developed and approach has allowed for faster time to market for new Within the Netherlands and Belgium we will continue to expand
launched a new front-end interface for customers that developments and features for MyRenewi, delivery of our our share organically, with an unmatched combination of The transition to a circular economy will increase demand for
allows them to place and amend orders, have full visibility broader commercial offering and in driving efficiency in breadth of services and proven sustainable treatment of waste. recycling and higher-quality recyclates, which supports our
of services and related costs and the circular benefits their sales and back-office operations. A dedicated team is Renewi 2.0 will further improve our customer service and offer business model. The sustainability agenda and the potential for
waste is creating. This digitisation is already delivering a working on a project called ‘Help Customer’ to further customers convenient digital interaction. a “green recovery” driven by the EU and national governments
better 24/7 customer experience, while reducing our cost improve our service delivery when customers have are expected to present further attractive opportunities for
to serve. queries. During the year we have seen call and complaint Renewi also has a two-stage strategy for further international Renewi to convert waste into a wider range of high-quality
Simplification and harmonisation of processes. Our core volumes drop by 20% in some parts of our business expansion. In the immediate term there are opportunities to secondary materials. We remain confident our three strategic
business processes are being simplified and standardised through these frictionless interactions. expand in niche waste segments where collection is not a growth initiatives – our innovation pipeline, Mineralz & Water
across our Divisions to save costs, reduce errors, and improve required part of the business model: glass, white goods and recovery and Renewi 2.0 programme – will deliver significant
customer, supplier and employee experiences. We are The procurement application Coupa has been fully mattresses are good examples. Longer term, we believe our additional earnings over the next three years and beyond.
implementing global process owners for our core processes implemented in our Commercial Waste Division as model can be replicated in other advanced circular economies.
and centres of excellence to simplify our service offering, well as for central functions, and use is increasing on We have created the “Renewi Advanced Circular Economy”
improve our master data and eliminate non-value add activity. a daily basis. (RACE) index of all European countries, assessing their suitability

32 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 33
 Business

Strategic
report
strategy

Governance
report
MEASURING PERFORMANCE

statements
Financial
Renewi’s top-line financial results – from revenue to return on capital employed
Leader in recycling
Revenue (€m) Underlying EBIT margin (%) Underlying EBITDA margin (%)
Recycling is central to our
waste-to-product mission, FY22 1,869 FY22 7.1 FY22 14.0

information
and also answers

Other
market demand FY21 1,693 FY21 4.3 FY21 11.6
FY20 1,697 FY20 4.4 FY20 11.1

Our performance Our performance Our performance

Leading Overall revenues were up 10% in the year Significant year-on-year margin increase Similarly, EBITDA margins increase on
waste-to- as outbound revenues increased, driven by increased quality and pricing of prior years due to the strong EBIT
Leader in product reflecting the strength of recyclate prices recyclates, retention of structural cost performance. The circular innovation
secondary company and increase of recyclate quality. savings made in response to Covid-19 and pipeline, Renewi 2.0 and ATM recovery
material ongoing cost control. will contribute to an improvement in both
production EBIT and EBITDA margins going forward.
Improving the quality
of the products we
produce increases Selectively gain
the value market share
of what we recycle This strategy helps us
Value drivers Sustainability strategy Value drivers Sustainability strategy Value drivers Sustainability strategy
grow the total volume
2.0 2.0 2.0
of waste treated

Return on capital employed (%) Leverage ratio KEY

FY22 11.6 FY22 1.44 Link to value drivers

6.3 2.24 2.0 Renewi 2.0

FY21 FY21

We launched our business Renewi launched its enhanced Internal improvement FY20 6.0 FY20 2.98
ATM recovery
strategy two years ago, supporting its strategies
strategy two years ago vision to be the leading waste-to- These strategies, forming our Renewi 2.0 Our performance
and we will continue product company. This further programme, are making Renewi leaner ROCE has increased year on year, driven Our performance Circular innovations

to set, refine and meet differentiates Renewi as a pure-play and more efficient through digitisation by the strong EBIT performance and Due to strong profits and cash
recycler, extracting value from waste and simplification. continued tight control of capital performance, core net debt reduced
targets to further and contributing to a solution to the Digitisation of sales and services to expenditure in the year. Capital further in the year, with leverage ending
Link to sustainability strategy
Enable the circular
strengthen our position world’s climate problem. improve the customer experience. expenditure on both replacement and well below the Board’s target. Payment of
economy
Simplification of processes across
as a waste-to-product growth projects will increase in the Covid-19 tax deferrals has started in the
The strategy is based on three market Renewi’s Divisions to boost efficiency coming years as the large projects year and will continue for a further 30 Reduce carbon
Moerdijk ATM, Mineralz & Water

market leader facing priorities: and reduce costs and errors. progress through the construction months. emissions
phases.
 o build our leadership position in the
T  ee page 37 for further details
S Care for people
circular economy of the Renewi 2.0 improvement Value drivers Sustainability strategy Value drivers Sustainability strategy
To selectively gain market share programme. 2.0
2.0
To be the leading waste-to-product
company

34 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 35
 Value 2.0 RENEWI 2.0

Strategic
report
drivers
Customer complaints
Online sales

20%
dropped
grew over

30%

Governance
report
We are making good progress towards the objective 120,000 over the
course of FY22
Customers rated
in FY22

statements
Financial
7.5/10
of generating an additional €60m of EBIT from our MyRenewi
three initiatives of circular innovations investments,
orders were placed
the Renewi 2.0 digitisation programme and recovery
through MyRenewi
of earnings within our M&W Division.

The Board has approved over €100m of investments in

information
four key areas: advanced sorting to address Vlarema 8,

Other
out-of-date organic food waste valorisation into Phone call

20%
biogases; construction materials production; and volumes dropped
advanced plastics recycling. These projects were
explained in detail at our capital markets event in
October 2021, and are each featured within the annual
report. Collectively these projects deliver incremental
profits at attractive levels of return above our 16% Our Renewi 2.0 programme is entering its
pre-tax threshold. They also contribute towards our over the third and final year. The programme is
objective to reach a 75% recycling rate for the Group. course of the year designed to streamline the business so it
is more customer focused, more efficient
FY22 was also the second of the three-year programme and a better place to work. This
to create frictionless efficient processes and improve comprises multiple projects, based
customer interactions through increased digital around two key themes:
engagement. The programme is expected to complete
in FY23 and deliver lower selling, general and Digitisation of the business
administrative expenses (SG&A) through more efficient We have developed and launched
digital customer engagement and improved accuracy MyRenewi, a new front-end interface for
from touchless straight-through processes. customers that allows them to place and
amend orders, have full visibility of
Within M&W the ATM site continues moving towards its services, related costs and the circular
previous profitability before the regulatory intervention. benefits their waste is creating. This
It is progressing certifications for the gravel, sand and digitisation is already delivering a better
filler products to increase the range of customers and 24/7 customer experience, while reducing

+67,000
the achievable price. The ability to scale this production our cost to serve our customers.
is also impacted by reduced availability of contaminated
soils and as a result the path to recover profitability Simplification and
is taking longer than originally expected. Disposal of harmonisation of processes
historic production of TGG has progressed, with 0.7mT Our core business processes are being
sold in FY22 which reduces storage on site and at simplified and standardised across our
third-party locations. The on-site storage is then customers use MyRenewi Divisions to save costs, reduce errors, and
available to support testing of the cleaned materials improve customer, supplier and
towards additional certifications. In addition to an employee experiences. This has included
ongoing focus on soil processing, the site processes the implementation of a Group-wide
over 1mT of water, and there are potential opportunities procurement tool as part of our
to expand this further to support the recovery PEAR project (Procurement made Easy
of profitability. Across Renewi).

We see further digitisation opportunities

beyond the scope of Renewi 2.0.

36 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 37
Value Drivers continued

CIRCULAR INNOVATIONS

Strategic
report
“Let’s hear from our leaders. In the videos below,
they introduce some of our innovative processes,
collaborations and discuss market dynamics.”
LOCATIONS ACROSS
Otto de Bont, Chief Executive Officer
THE REGION

Governance
Organics

report
Klaas explains the organic waste market, where we process
out-of-date food waste and green waste. As you can see, there’s a

>€100m
lot happening at our site in Amsterdam, where a new
depackaging facility has been built, in addition to our bio-LNG
Amsterdam
Organics installation opened by His Majesty King Willem-Alexander in
October 2021. Work is under way to clean biogases to export to

statements
Financial
of investments the grid network. You can also see comments from one of our
large supermarket customers, Albert Heijn, and hear from our
partners Nordsol and Shell about our bio-LNG venture.
Waalwijk
Plastics Plastics
Moerdijk Marc explains market dynamics. Dieter, Philip and Olaf will take

information
Building you to our sites at Waalwijk, Ghent and Acht, where we process
materials

Other
plastics. You can hear from our customer, Raff Plastics, about
how the post-consumer plastics materials are valuable
Ghent feedstocks to build new products.
Advanced
sorting,
Plastics

Acht
Puurs Plastics
Advanced sorting
(V8) Mark explains the waste-sorting requirements in Flanders,

>€20m
Belgium and the latest Vlarema 8 legislation, which is driving a
fundamental change in the waste market, with less waste going
Beringen
Advanced to incineration and more being recycling. This is great news for
sorting the environment and Renewi is investing €60m at Ghent, Puurs
and Beringen to support this transition.
EBIT

>16%
>2mT
Building materials
Theo explains the building materials market and its drive
pre-tax returns towards circularity. He discusses building materials with
Puurs
Advanced Heijmans and Martens Beton, and looks to the future of
of waste
sorting our markets for gravel, sand and filler recovered from
contaminated soils.

You can read about each in

detail on pages 26,27,44 and 45
During FY22 we committed over €100m Individually these projects meet the and we would encourage you to visit
of investments into the circular Group’s requirements for 16%+ returns, our website at renewi.com/investors to Innovation as a process
economy from our innovations pipeline. and collectively they will generate over play back the virtual capital markets Bas explains how partnering and innovation are essential to
These are advanced sorting, building €20m of additional profits. event. This will provide an opportunity meeting the climate commitments in the region, for example
materials, plastics and organics. Our to see footage from our sites, hear the Dutch commitment to be 50% circular by 2030. Renewi is a
investments span the Netherlands and As a result of Mission75, our focus to from our business leaders, and hear connector for waste innovation and works with many partners
Belgium, and in each case are focused on achieve a 75% recycling rate, we consider testimonials from our customers. to develop solutions and products to provide secondary
the increased valorisation of waste to innovation as a process and are materials for re-use.
generate more valuable outcomes for our generating new circular innovation
customers, for the planet and to increase ideas for future investments.
the Group’s profitability.

38 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 39
Value Drivers continued

ATM RECOVERY

Strategic
report
Water
treatment
>0.8mT of water
decontamination.
Strong waterside
demand and
possible expansion

Governance
Soil and opportunities

report
sand
storage Rotary
kiln

statements
Financial
Washing
and Contaminated
sorting soil storage

information
Other
ATM Moerdijk covers an area of

Filler
storage
4kT created
in 2020 180,000m 2

Capable of

2mT
processing over

of waste a year across Laboratory to

water, soil and packed test soil and
water
chemical waste contamination
Within our M&W Division, ATM, pictured investments made in the gravel cleaning levels
30,000 samples
here, is one of our largest and most facility, sieving capacity and filler storage tested per annum
complicated sites. It is located in capacity. Work is ongoing to achieve M&W aims to return to

€20m
Moerdijk, on the Holland Diep river with certifications for these materials and Jetty for
great access for international deliveries to sell historic productions of thermally cleaning ships
Extended to
of soil and water. The site has been in cleaned soil. 4 berths in 2017
operation for 40 years and offers unique
circular solutions to customers, while The site also decontaminates 800kT of
constantly evolving to meet market contaminated water created by industrial EBIT
demands. cleaning, and from ship-cleaning services
we provide at the jetty. There are
For the past few years, ATM has been opportunities to invest and expand in
reconfiguring the site to separate cleaned the water segment at ATM.
soil into gravel, sand and filler, with

40 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 41
 Progress

Strategic
report
against our
sustainability
themes

Governance
report
THEMES OBJECTIVES KEY PERFORMANCE INDICATORS EXPLANATORY COMMENTS 2025 TARGETS

Turn our customers’ Recycling rate (%) Good progress in the year with Recycling rate

66+34+z 65+35+z 67+33+z

waste into an additional 0.2 mT diverted from (% of total waste handled)
new products. incineration and 0.1 mT diverted
Sustainability is at our very core. It is part of our from landfill.
75.0%

statements
Financial
Enable the 64.7 65.8 67.2
purpose and one of our six core company values.
Two years ago we fully refreshed our circular economy
sustainability strategy, which is linked to the six We want to be a driving force in
FY20 FY21 FY22
United Nations SDGs which we have a significant the transition towards a circular
economy, one where all waste is
positive impact on. This is realised across three Carbon avoidance
converted into new products. An absolute total carbon avoidance Carbon avoidance
themes: Enable the circular economy; Reduce (kg CO2 per tonne of waste handled) of 3.1mT, similar to FY21, and an
Link to SDGs (kg CO2 per tonne of waste handled)

information
carbon emissions; and Care for people. These increase in total waste handled led

275

Other
themes split into different objectives, each to a slight decrease.
FY20
quantified with several performance metrics. 257 FY22
252
We’re pleased to report good progress across the FY21
three themes, as per the table on the right. 261

Enable the circular economy. This is the core of

Be a leader in kg CO2 per tonnes of waste collected The percentage of Euro 6 Carbon intensity of collection
our business model, turning waste into high-value trucks owned by Renewi rose
clean and green (kg CO2 per tonne of waste collected)
secondary materials. We measure progress with our to 67% during the year. These trucks
waste collection.

<9.00
recycling rate and the resulting carbon avoidance FY20 are more fuel-efficient.
achieved. Last year we launched, both internally and Reduce carbon emissions 10.04 FY22 In addition, we focused on ongoing
We understand the need not only NA1 route optimisation, and ‘white label’
externally, our ambitious Mission75 programme to FY21
activate our journey to a 75% recycling rate. to reduce our footprint, but also 9.84 truck projects have driven
to decrease the negative impact improvements.
of carbon emissions on wider society.
Reduce carbon emissions. We realise that while Reduce the carbon kg CO2 per tonne of waste handled Carbon emissions in scope 1 & 2 Carbon intensity of our sites
recycling is an inherently sustainable activity, both Link to SDGs went down thanks to continuous
impact of our (kg CO2 per tonne of waste handled)
our logistics and processing operations have a operations. FY20 effort to reduce our energy
significant carbon footprint. For that reason this
second theme aims to reduce the impact of
operations. We have made continued progress and
10.47

FY21
11.10
FY22
8.57
consumption and a switch to 100%
green electricity by our Commercial
Waste Netherlands Divisions. Our
<9.42
FY25 target is now met. As we will Target achieved
are currently working on a longer-term roadmap. be building a plan toward net zero
in the coming year, a more
Care for people. We take a holistic approach to ambitious target will be established
sustainability, covering our employees and the by next year.
communities in which we operate. Our aim is to
positively impact these communities, tirelessly Deliver people Lost time incidents (LTIs) The number of LTIs decreased by LTIF
home safe and well 36% within one year, shifting the LTI Number of LTIs (lost time
working to improve the safety of our operations, and
every day. FY20 frequency (LTIF) rate from 13.97 to incidents) x 1,000,000
want Renewi to be the most rewarding, diverse and 8.88. The goal for FY23 is LTIF of less
11.54

<7.00
inclusive working environment possible. Care for people FY22 than 8. In addition to this, the
FY21 8.88
We have a responsibility to deliver amount of significant events
our employees home safe and 13.97 decreased dramatically from 38 to
well, to create a rewarding, equal 10 events.
and inclusive working environment
and to have a positive impact on Make Renewi a Employee engagement It is our goal to position ourselves as Employee engagement
our communities. rewarding, diverse a leading company to work for in the (eNPS score in Pulse survey)
and inclusive working circular economy. We expect

+30
Link to SDGs +14 +21 +21 employee engagement to improve
environment.
post-Covid–19.
FY20 FY21 FY22

1
Metric being restated.

42 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 43
 Innovation ADVANCED SORTING BUILDING MATERIALS

Strategic
in action

report
The Flanders government in Belgium is Highlighted in The Circularity Gap Report 2022, the
Working together to create progressing its climate plan by introducing construction sector is one of the five industries
a cleaner, circular world further waste-handling regulations. In January with the highest resource use and GHG emissions.
2023, an amendment to the current ‘Vlarema’ Advanced economies continually invest in new
legislation stipulates that 24 commercial waste infrastructure projects to meet societal needs,

Governance
streams are separated at source. Vlarema 8 is and housing alone accounts for almost 40% of

report
designed to reduce the volume of commercial global gas emissions.
waste sent for incineration while substantially
increasing recycling rates. This huge level of demand, combined with a
shortage of raw materials, creates the strongest
This progressive move aligns with Renewi’s possible case for a more circular construction
waste-to-product mission. We are responding industry. The picture is one of rising prices

statements
Financial
by investing €60m in technologically advanced for virgin materials and growing demand for
sorting lines at three of our sites. The first will qualitative and sustainable alternatives. There
be installed in Ghent this year, with Puurs and has never been a more pressing need to use
…DRIVEN BY FLANDERS’ Beringen due to follow in 2023. State-of-the-art existing resources such as coal fly ash or concrete
PROGRESSIVE CLIMATE PLAN technology will enable us to produce greater for housing and infrastructure – rather than fast-
Vlarema 8 is the most progressive recycling volumes of high-quality, clean raw materials diminishing raw materials.
legislation in Europe. It is a model we hope will

information
and ensure our customers go beyond Vlarema 8 WHAT OUR CUSTOMER HAS TO
be replicated elsewhere, scaling up benefits for

Other
compliance. SAY ABOUT THIS INNOVATION Our M&W Division is perfectly placed to meet
both society and the planet.
“We have been working closely with the growing need for secondary construction
Mark Thys, Managing Director CWBE, said: “This The new, sophisticated sorting lines will ensure materials. We’re investing in cutting-edge
is a major investment for Renewi and will help
Renewi for several years to identify
greater segregation of materials so more can opportunities to use circular materials in our technology to process, test and clean
towards our sustainability goals – to grow our
be brought back into the loop for further constructions to achieve our sustainability contaminated soil, enhancing the quality of
recycling rate to 75%, avoid carbon emissions and
preserve natural materials. Progressive legislation recycling, producing quality end streams. These goals. For example, we use concrete, asphalt our circular materials. By decontamination, we
like Vlarema 8 helps drive our waste-to-product will not only increase the number of recycled and sand for landscaping and foundations. We prevent pollution and make re-use possible,
mission and we hope monostreams like metal, paper and wood, but have therefore been able to collaborate with contributing to the preservation of resources.
it will be replicated across will also generate new products for chemical or Renewi to identify usable materials from their
We’ll reduce the the Benelux and internationally.” biogenic recycling. processing and turn these into construction- At the same time, we are focused on securing
grade products.” product certification. Achieving end-of-waste
volume of RDF
The new technology is totally unique to the sector Bas van de Pol, Project Manager Secondary
status is guaranteed to open growing markets
incineration fuels from and looks set to become the new standard, not further too. We offer sought-after products at
Materials at Heijmans, a leading European
waste by two-thirds – that’s just in Belgium but also in the rest of Europe. attractive prices. The market is becoming more
construction services business based

180,000 in the Netherlands significant and, brick by brick, we are moving

towards a more sustainable future.
tonnes We can produce up to:

250,000
We’ll process

375,000 tonnes of gravel

for concrete and asphalt
tonnes
per year through our three
facilities and triple the volume
100,000 tonnes of filler
for replacing coal fly ash in cement, and

500,000
of waste we recycle, keeping more
valuable materials in the tonnes of sand
circular economy for concrete and infrastructure purposes

Wateringen, Commercial Waste Netherlands

SUSTAINABILITY THEMES: VALUE DRIVERS: SUSTAINABILITY THEMES: VALUE DRIVERS:
Heijningen, Maltha

2.0 2.0

44 Renewi plc
Annual Report and Accounts 2022 45
 Finance

Strategic
report
Review
For more information
on our financial

Governance
performance, go to:

report
renewi.com

statements
Financial
Renewi delivered a strong performance, with revenues and profit before tax due to their size, nature or incidence. Total
underlying EBIT up 10% and 83% respectively. We have non-trading and exceptional items excluding tax were reduced
retained some of the structural cost savings made in by 74% to €9.5m (FY21: €36.5m as adjusted for the change in
response to Covid-19 and these, combined with a strong accounting policy restatement). As previously reported, we have
prices benefit, have contributed to a significant increase in accounted for the cost of the Renewi 2.0 programme as
margins and profits. Underlying EBIT was €60.6m higher exceptional due to its size and nature. The programme is forecast

information
than the prior year, of which €44.6m resulted from the net to deliver cost benefits at an annualised run rate of €20m in FY24.

Other
impact of increased waste producer pricing, recyclate prices, The cost of the programme is still expected to be €40m, split
less cost indexation and €9.2m from volume and mix between capital and an exceptional charge. Benefits of €5.0m
changes, €8.7m from cost savings with balancing €1.9m from were secured in the year, with cash spend of €6.6m, which was
others.Underlying EBIT increased by 83% and underlying lower than expected. As a result, we now expect €8m of the
EBITDA increased by 34% as the level of non-cash items of programme costs to be incurred later, falling into FY24.
depreciation, amortisation and impairment charges only The table below sets out the expected costs and benefits over
increased by 6% year on year. later periods.

The level of exceptional and non-trading items in the current

year was again significantly reduced to €9.6m, resulting in a
statutory operating profit of €124.0m compared to €36.1m last
year. This was adjusted for the prior year restatement for the
change in cloud computing charges, as referred to below.
Financial performance

FY22 FY21 Variance

Following on from an IFRS clarification on the accounting €m €m %
treatment of costs associated with the configuration and
Revenue 1.869.2 1,693.6 10%
customisation incurred in cloud computing or Software as a
Underlying EBITDA 262.6 195.7 34%
Service (SaaS) arrangements, the Group has reviewed its
accounting policy. The revised policy, applied retrospectively, Underlying EBIT 133.6 73.0 83%
aligns with the clarification, whereby configuration and Operating profit 124.0 36.1 243%
customisation costs are recognised as an expense as incurred,
except in the limited instances where these costs result in a Underlying profit before tax 105.2 47.4 122%
separately identifiable intangible asset. We have determined that Non-trading and exceptional items (9.5) (36.5)
€3.9m of costs incurred and capitalised during the current Profit before tax 95.7 10.9
financial year and €7.3m of intangible assets held at 31 March Total tax charge for the year (20.3) (5.4)
2021 no longer meet the criteria for recognition under IAS 38 Profit for the year 75.4 5.5
Intangible Assets. The impact relating to the year ended March The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in
2020 and prior was not material, and has therefore been the consolidated financial statements.
FY21 statutory profit and non-trading and exceptional items have been restated to
included in the 31 March 2021 comparative adjustment. reflect the change in accounting for cloud computing costs as referenced in note 1.
Accordingly, €3.9m (FY21: €7.3m) has been expensed and .

disclosed as a non-trading and exceptional administrative

Renewi 2.0: expected costs and benefits
expenses item because it arises from the one-off introduction of
interpretations to accounting policy guidance and is material in
FY21 FY22 FY23 FY24
size. The prior year balance sheet has been adjusted with a

Ghent, Commercial Waste

€m €m €m €m
reduction of €7.3m of intangibles with an increase in deferred tax
Annual net benefit 2 5 12 20
assets of €1.8m and a reduction in retained earnings of €5.5m.
Exceptional costs (7) (7) (8) (8)
Capital spend (5) (2) – –
Non-trading and exceptional items
Net cash flow (10) (4) 4 12
excluded from underlying profits
The capital spend of €7m includes €5m of items which are now classified as exceptional
To enable a better understanding of underlying performance, charge as a result of the change in policy relating to cloud computing related spend.
certain items are excluded from underlying EBIT and underlying

46 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 47
 Strategic
report
Our purpose of giving new life to used
materials enables the circular economy,
which is essential if society is to meet
its carbon-reduction goals

Governance
report
In the prior year, in response to Covid-19 and ongoing lower
economic activity, we took action to reduce capacity in the
Commercial Waste Division. Further details are provided in note
3.3 to the consolidated financial statements.

Operating profit, after taking account of all non-trading and

statements
Financial
exceptional items, was €124.0m (FY21: €36.1m as adjusted for the
change in accounting policy restatement as referred to above).

Net finance costs

Net finance costs, excluding exceptional items, increased by
€1.7m to €28.9m (FY21: €27.2m) due to a lower level of finance

information
income. With regard to finance charges, the new Belgian retail

Other
bond, launched in July 2021 increased costs by €2.7m offset by
lower borrowings on the RCF facility. Further details are provided
in note 5.4 to the consolidated financial statements.

Profit before tax

Profit before tax on a statutory basis, including the impact of
non-trading and exceptional items, was €95.7m (FY21: €10.9m as
adjusted for the change in accounting policy restatement).

Taxation
Total taxation for the year was a charge of €20.3m (FY21: €5.4m as
adjusted for the change in accounting policy restatement). The
effective tax rate on underlying profits was 25% at €26.4m,
unchanged from previous expectations and 24.5% in the prior
year. An exceptional tax credit of €6.1m includes €2.4m
attributable to the non-trading and exceptional items of €9.5m
and €3.7m as a result of tax rate changes in the UK, which were
enacted during the first half of the year.

Looking forward, we anticipate the underlying tax rate to remain

around 26% given the recent changes in the Netherlands and
the UK.

The Group statutory profit after tax, including all non-trading and
exceptional items, was €75.4m (FY21: €5.5m as adjusted for the
change in accounting policy).

Earnings per share (EPS)

Following the one for ten share consolidation in July 2021, EPS
Nieuwegein, Commercial Waste Netherlands

comparatives have been restated to reflect the change in the

number of shares. Underlying EPS, excluding non-trading and
exceptional items, was 98 cents per share, an increase of 53
cents. Basic EPS was 93 cents per share compared to 7 cents per
share in the prior year as adjusted for the restatement of FY21 for
the change in accounting policy.

Dividend
Recognising the Group’s significant growth investment
programme and the resultant cash flow profile in the short term,
the Board is not recommending a dividend for FY22; however, it
will keep the Group’s dividend policy under review for FY23.

48 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 49
 being payable in July 2022. Tax payments were also lower vehicles (SPVs). Core net debt was better than management Provisions and contingent liabilities
Funds flow performance as a result of phasing as some payments have moved out to expectations at €303.0m (FY21: €343.6m), which resulted in a net Around 90% of the Group’s provisions are long term in nature,

Strategic
April 2022. debt to EBITDA ratio of 1.4x. Liquidity headroom including cash with landfill provisions being utilised over more than 20 years.

report
FY22 FY21
€m €m
and undrawn facilities was also strong at €428m (FY21: €364m).
Looking at the three components that are shown below adjusted Onerous contract provisions were increased between 2017 and
EBITDA 262.6 195.7
free cash flow, there has been an initial €10.6m repayment on Debt structure and strategy 2020 to a peak of €109.5m in 2018 and have now reduced to
Working capital movement (38.0) 35.4
Covid-19 tax deferrals, as forecast. The total tax deferrals were Borrowings, excluding PPP non-recourse borrowings, are mainly €79.9m. Of the outstanding balance, €9.2m is in current
Movement in provisions and other 4.5 8.9
€60m at the end of March 2021 and the Dutch elements will be long term with the exception of the €100m Belgian retail bond provisions and the remainder will mainly be used for BDR and
Net replacement capital expenditure (68.2) (50.7)
settled in 36 monthly instalments as from October 2021. Cash maturing in July 2022. All our core borrowings of bonds and Wakefield over the remaining 15+ years of these contracts.

Governance
Repayments of obligations under (44.2) (40.4)
spend for placement of TGG soil stocks placed in the market was loans are green financed. During the year, all term loans and

report
lease liabilities
Interest, loan fees and tax (26.1) (35.4) €10.3m. The balance of the liability of up to €15m is expected to revolving credit facilities denominated in Sterling were repaid The total current element of provisions amounts to €31m,
Adjusted free cash flow 90.6 113.5 be placed in the market over the next 12 to 24 months. Cash and the related cross-currency interest rate swaps were including onerous contracts, €4m for restructuring, €6m for
Deferred Covid-19 taxes (10.6) 54.1 outflow on UK PPP contracts was €9.2m due to an improved cancelled. We have extended the Group’s main banking facility, landfill-related spend and €12m for environmental, legal and
Offtake of ATM soil (10.3) (2.6) operational performance driven by volumes and continuous with most commitments now maturing in May 2025. At the same others. Additional detail of the non-current element of provisions
UK Municipal contracts (9.2) (19.3) improvement initiatives, as well as benefits from higher time, the size of the facility has been reduced to €400m from is given in note 4.10 in the consolidated financial statements.
recyclate prices. €495m, removing excess liquidity following the Green Bond

statements
Financial
Free cash flow 60.5 145.7
issuance completed in 2021. The position on the alleged Belgian State Aid claim remains
Growth capital expenditure (13.1) (6.9)
Renewi 2.0 and other exceptional spend (11.0) (17.4)
Renewi 2.0 and other exceptional spend includes €4m relating to unchanged since last year, with a gross potential liability of €63m
Other (7.0) (3.9)
cloud computing arrangements in both years and €7m relating The Group operates a committed invoice discounting as at 31 March, against which we have provided for €15m. We
Total cash flow 29.4 117.5
to Renewi 2.0 (FY21: €8m). Other cash flows include the funding programme. The cash received for invoices sold at 31 March 2022 expect a ruling from the European Commission during FY23, but
for the closed UK defined benefit scheme and the purchase of was €80.5m (FY21: €80.3m). no monies would likely become payable until early in FY24.
Free cash flow conversion 45% 200%
short-term investments in the insurance captive net of sundry Details of contingent liabilities are set out in note 8.4 of the
Free cash flow conversion is free cash flow as a percentage of underlying EBIT. The

information
non-IFRS measures above are reconciled to statutory measures in note 8.3 in the dividend income from other investments. The introduction of IFRS 16 in 2019 brought additional lease financial statements and the Group does not expect any of these

Other
consolidated financial statements. The 2021 values for net replacement capital liabilities onto the balance sheet, with an associated increase in to crystallise in the coming year.
expenditure and other exceptional spend have been adjusted by €4.7m to reflect the
element of SaaS related capital expenditure now restated as an exceptional item. Net cash inflow from operating activities decreased from €238.7m assets. Covenants on our main bank facilities remain on a frozen
in the prior year to €180.4m in the current year. A reconciliation to GAAP basis and exclude IFRS 16 leases. Retirement benefits
the underlying cash flow performance as referred to above is The Group has a closed UK defined benefit pension scheme and
included in note 8.3 in the consolidated financial statements. Debt borrowed in the special purpose vehicles (SPVs) for the at 31 March 2022, the scheme had an accounting surplus of
financing of UK PPP programmes is separate from the Group €8.6m (FY21: €4.0m deficit). The change in the year was due to an
Cash flow performance Investment projects core debt and is secured over the assets of the SPVs with no increase in the discount rate assumption reduced by a decrease
The funds flow performance table is derived from the statutory Expenditure in FY23 recourse to the Group as a whole. Interest rates on PPP in asset returns. The latest triennial actuarial valuation of the
cash flow statement and reconciliations are included in note 8.3 The Group’s long-term expectations for replacement capital borrowings were fixed by means of interest rate swaps at scheme was completed at 5 April 2021 and the future funding
in the consolidated financial statements. expenditure remain around 80% of depreciation. FY23 contract inception. At 31 March 2022 this net debt amounted plan has been maintained at the current level of €3.6m per
replacement capital spend is expected to be around €80m which to €79.1m (FY21: €87.8m). As set out in note 1 in the consolidated annum until December 2024.
The table above shows the cash flows from an adjusted free cash represents a significant increase over recent years. It includes financial statements the presentation of cash held in the
flow to total cash flow. The adjusted free cash flow measure was some catch-up from the prior two years and some one-offs for fire UK PPP entities has been restated to show gross in cash There are also several defined benefit pension schemes for
introduced in March 2021 and focuses on the cash generation safety and office improvements in Commercial, the Green Gas and cash equivalents rather than netted off the non-recourse employees in the Netherlands and Belgium, which had a
excluding the impact of Covid-19 tax deferrals, settlement of ATM project and jetty works at ATM. In addition, up to €45m of IFRS 16 debt balance. retirement benefit deficit of €6.3m at 31 March 2022, a €1.1m
soil liabilities and spend relating to the UK PPP onerous lease investments principally in replacement trucks are decrease from 31 March 2021.
contracts. Adjusted free cash flow includes lease repayments for anticipated, although some production delays are now expected
IFRS 16 leases. given supply chain issues caused by the war in Ukraine. Changes to accounting standards
From 1 April 2022, the company will apply the Amendments to
Adjusted free cash flow was lower, at €90.6m, despite the strong Expenditure on the circular innovation pipeline will increase as IAS 37, ‘Onerous contracts - costs of fulfilling a contract.’
EBITDA improvement in the year. As noted with the Group’s elements of the advanced sorting investments in Belgium for Debt structure Consequently, all costs required for the fulfilment of a contract
interim results, there has been an outflow on working capital in Vlarema 8 and expansion in plastics sorting at Acht in the should be included when assessing the onerous contract
the year driven by an underlying reduction in payables along Netherlands progress through the construction phases. Timing provision, including an allocation of divisional central overheads.
FY22 FY21 Variance
with increased outstanding receivables as a result of higher of the investment expenditure is now slightly later than originally €m €m €m The Group is in the process of finalising the impact which is
revenues and delays in billing from recent process changes. Days expected: €12m lower in FY22, correspondingly increasing €100m Belgian Green retail bonds (100.0) (100.0) –
estimated to increase reported annual underlying EBIT from
sales outstanding have remained unimpacted by Covid-19. expectations for FY23 to €50m and for FY24 to €35m respectively. €75m Belgian Green retail bonds (75.0) (75.0) – 1 April 2022 by c.€5m. An increase of approximately €53m will be
The returns expected are still more than €20m by FY26. In €125m Belgian Green retail bonds (125.0) – (125.0) recorded in the onerous contract provisions, which have up to 18
Replacement capital spend, at €68.2m, has remained well addition growth capital expenditure of around €14m is expected €400m Green RCF (15.0) (185.0) 170.0 years still to run. This increase is taken as an adjustment to
controlled and ahead of last year due to catch-ups. In addition, for other large one-off projects. Green EUPP (25.0) (25.0) – retained earnings on 1 April. There is no impact on cash and this
€27.1m of new leases have been entered into which are reported adjustment reflects no change in the underlying performance of
Gross borrowings before leases (340.0) (385.0) 45.0
as right-of-use assets with a corresponding lease liability. These Return on assets the contracts.
IAS 17 lease liabilities and other (8.7) (13.6) 4.9
leases include the continuation of the truck replacement The Group return on operating assets, excluding debt, tax and Loan fees 3.2 3.5 (0.3)
programme, property lease renewals or extensions and other goodwill, increased from 22.6% at 31 March 2021 to 42.6% at 31 Core cash and money market funds 42.5 51.5 (9.0)
assets. Growth capital spend included spend on the €10m facility March 2022. The Group post-tax return on capital employed was
Core net debt (303.0) (343.6) 40.6
to process out-of-date food waste in Amsterdam and some initial 11.6% (FY21: 6.3%). (as per covenant definitions)
spend on the advanced residual waste-sorting projects in IFRS 16 lease liabilities (221.9) (236.7) 14.8
Flanders, reflecting a slightly later cash phasing than originally Treasury and cash management Net debt excluding UK PPP (524.9) (580.3) 55.4
anticipated. Core net debt and leverage ratios
UK PPP restricted cash balances 21.1 17.3 3.8
Core net debt excludes IFRS 16 lease liabilities and the net debt
UK PPP non-recourse debt (100.2) (105.1) 4.9
Interest payments were lower than last year given reduced bank relating to the UK PPP contracts, which is non-recourse to the
Total net debt (604.0) (668.1) 64.1
borrowings and the first interest payment on the new retail bond Group and secured over the assets of the special-purpose

50 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 51
 Operating

Strategic
report
Review
The Commercial Waste Division, the Sustainability

Governance
We believe our commercial businesses encapsulate best

report
market leader in the Netherlands and practice, with an overall recycling rate of 62.6%.
Belgium, provides a wide range of waste-
to-product solutions and represents This is clear evidence we are prioritising recycling, successfully
growing our business and investing in the latest technology to
over 70% of Renewi’s revenue. The increase recycling rates. Our current projects, such as the
Division collects, sorts and recycles waste recently opened state-of-the-art bio-LNG plant and our

statements
Financial
materials from a wide range of sources. gas-to-grid activities, as well as the key investment to be made
in building advanced sorting lines in Belgium (in line with new
Over the past year, it has extended
COMMERCIAL
recycling requirements from the upcoming Flemish Vlarema 8
its focus on sustainable innovation regulations) and high-quality plastics sorting, will all directly
contribute to further growth. Also our RetourMatras venture,
by investing in improved production
WASTE capabilities and delivering greater
where we partner with IKEA, shows continuation of growth and

information
opening of new mattress dismantling facilities and investment
volumes of secondary materials. As a

Other
in repolyol technology to allow recycling of mattress foam.
result, Commercial Waste is playing a key Our activities saved 1.5mT of CO emissions that would
METAL 2
role in delivering on Renewi’s business otherwise be emitted if these materials were produced from
GLASS
strategy – it is a market leader in recycling virgin sources (FY21: 1.5mT). This comes at a cost of
RENEWING WOOD 0.22mT (FY21: 0.24mT) of processing, transportation and energy
and secondary materials production, emissions from our operations. The recycling of 4.74mT (FY21:
PLASTIC
expected to outperform competitors. 4.5mT) of waste preserved a significant amount of finite virgin
RESIDUAL WASTE resources. This equates to a carbon avoidance intensity ratio of
PAPER While our focus is to provide cost-efficient waste-to-product 204kg CO2 per tonne of waste handled.
solutions for our customers, we create added value by
offering advisory services tailored to help them manage The most significant contribution to carbon avoidance is from
Operating
waste more effectively, for example, optimised source materials with high CO2 production costs due to mining,
sites
separation. Furthermore, we offer innovative recycling refinement, global transportation, fabrication and installation,

108 technologies, ensuring waste recovered can be converted

into high-quality raw materials. We thereby actively help our
customers meet sustainability goals by supporting product
such as ferrous and nonferrous metals. These account for 22%
of the Commercial Waste Division CO2 avoidance. Of the
remaining 78%, the most material waste streams are plastics,
recycling, reducing materials getting wasted and minimising wood, paper and rubble/aggregates.
the unnecessary use of virgin raw materials such as plastics
Marc den Hartog, MD, Volume of and wood. During the past five years we have demonstrated our
Netherlands Employees
materials recycled commitment to reducing carbon emissions by upgrading our

4.7mT 4,965
Our market is divided into three segments: Industrial and fleet to low-emission Euro 6 vehicles, as well as introducing
Commercial (I&C); Domestic; and Construction and Demolition zero-emission vehicles and electric cranes, loaders and shovels
Revenue (C&D). In each, our unique business model allows us to focus on the that operate on our sites. Our Euro 6 or higher standard fleet now

€1,360m (FY21: €1,241m)

value we can recover from specific waste streams. Our process accounts for 67% (FY21: 60%) of the Division’s vehicles. On-site
begins with our collection fleet of predominantly modern, clean energy requirements are increasingly provided by solar roofs and
Euro 6 trucks which collect inbound waste. Our customers wind turbines, and the procurement of renewable electricity. We
increasingly support re-use by segregating waste at source, buoyed are step by step prioritising the procurement of renewable
Underlying EBIT by favourable legislation, corporate sustainability targets and good electricity in our Commercial Waste Divisions. Commercial Waste

€135.7m (FY21: €76.8m)

practice. This is then handled, sorted and processed through one of Netherlands took a first step this year, by switching to 100%
our 108 sites, where we have dedicated capacity to separate and green electricity (from wind farms). While having a significant
Mark Thys, MD,
process specific waste streams, including paper, cardboard, impact on the carbon footprint of the Commercial Waste
Belgium
organics, wood, plastics, metals and rubble. This enables us to Divisions, this is also showing the way to the other Divisions.
produce high-quality secondary materials and recyclates.
Safety is paramount, with the use of machinery and vehicle
Where waste collected meets quality standards, we use our movements in close proximity to pedestrians near customer
technological solutions to optimise re-use. Only waste that sites and in the public domain. During the year, there has
Renewing Wood

cannot be recycled is disposed of. This increases margins and been a strong focus on safety culture including ongoing
makes a significant environmental contribution by minimising training and awareness around the HomeSafe agenda and our
the depletion of virgin materials. 10 LSRs. Our safety strategy continues to focus on our sites,
safety leadership, driving continuous improvement and raising

52 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 53
Operating Review continued

risk awareness. Our safety procedures – for example driver Divisional strategy
induction, ongoing assessment and training – has been This Division creates value from its leading position in waste

Strategic
standardised across the Division. collection and treatment in the Netherlands and Belgium. Its

report
national coverage, density, operational scale and advantaged
During the year we completed fire improvement upgrades processing technologies mean it is strongly positioned in its
at many of our sites, focusing on fire prevention, detection core markets.
and suppression.
The Division’s ambitious plans closely align with the Company’s
An enhanced fire standard has been cemented across the wider business strategy – organic growth, M&A, ground-

Governance
organisation, plus enhanced and ongoing training. Graded breaking innovation and major investment, technological

report
assessments have been completed for all applicable sites against advancement and a rapidly evolving market, underpinned by
this standard, which were reviewed by the central Group SHEQ favourable legislation.
Team. Resulting action plans have been developed to increase
performance. A fire risk register has been created to rate our sites Organic growth will cement our position as the market leader in
as low, medium or high risk, listing associated risk mitigations, recycling and secondary materials production. Investment in
including the levels of fire prevention, detection, suppression and new and innovative technologies which divert more waste from

statements
Financial
water reserves available. incineration and landfill will deliver an accretive return on
investment and a growth in our profitable market share.
Markets
The I&C segment meets the needs of specific markets, sectors Rapidly changing and more stringent requirements to separate
and businesses covering the broader activities of the local waste at source and dispose of it in an ecologically friendly way
economy, including hospitals, factories, offices, shops and is creating M&A opportunities for market-leading companies

information
restaurants. Waste streams, such as segregated paper or plastic, like Renewi, with many unwilling to make the necessary

Other
food waste or glass, are preferably separated at source to retain investments to cope with the new regulations and circular
quality. However, within this sector there remains a significant needs.
flow of mixed waste. The domestic segment provides clean and
efficient ‘hands and wheels’ services in door-to-door municipal Renewi is perfectly placed to adapt and meet the demands of a
collection. Waste is then delivered as instructed by the authority, changing market, offering opportunities to increase the spread
which retains responsibility for sorting, treatment and disposal. of our processing margins by adding value to the products we
make, ie increased valorisation. Leaders embrace our internal
The C&D segment is at the core of Renewi’s activity in the objective to deliver a 75% recycling rate (Mission75) and are
Netherlands and arises from infrastructure, commercial and driven to go beyond. The third year of Renewi’s internal
residential construction. The Commercial Waste Division also efficiency programme (Renewi 2.0) is all set to deliver efficiency
operates several specific business lines, many of which are gains that will result in a more efficient and agile response to
complementary to the principal segments outlined above. These market opportunities.
include the collection, separation and aggregation for treatment
of small-packed hazardous waste, such as batteries, paint and Across all our processes we use the latest technological
out-of-date pharmaceuticals. We also collect and treat organic solutions to optimise re-use, increasing margins while making a
waste streams from restaurants, produce waste wood chips for significant environmental contribution by minimising the
furniture, recycle mattresses, manage confidential paper depletion of virgin materials. We collaborate with our partners
shredding and recycling, and have a leading position collecting to reduce the cost and the CO2 impact of our collection
and processing medical waste from hospitals. The hazardous activities, which are necessary to secure the waste as our raw
segment in Belgium is a niche operation, focused on industrial material input. This combines to help us reduce our carbon
cleaning and hazardous waste collection and decontamination. footprint, driving us towards net zero.

Many recyclate markets have improved during the year, notably Financial performance
ferrous metal and paper prices, the latter driven by increased The Commercial Waste Division increased revenues by 10% to
demand for packaging required for home deliveries and lower €1,360m and underlying EBIT by 77% to €135.7m, representing
supply from segregated collections offices, which were below an EBIT margin of 10.0%. EBIT margin increased 380bps driven
pre-pandemic occupancy during the year. by a year-on-year benefit of €35m from increased quality and
pricing of recyclates and ongoing cost control. EBIT was 73%
Wateringen, Commercial Waste Netherlands

The competitive landscape is dynamic, with a number of M&A higher than the pre-Covid FY20 reference period. Return on
transactions in the sector. It is encouraging to see increased operating assets increased from 17.6% to a strongly accretive
capital deployment in the recycling and EfW sectors. None of the 31.6%.
transactions are expected to materially change the competitive
balance of our core markets.

54 Renewi plc
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Annual Report and Accounts 2022 55
Operating Review continued

Revenues in the Netherlands grew by 8% to €896.2m and market and a higher mass balance margin, while contributing foam recycling processing facility is being constructed. In
underlying EBIT increased by 73% to €93.1m. Underlying EBIT positively to society’s sustainability challenges. the second half of 2023 it is expected to deliver the first

Strategic
margins increased by 390bps to 10.4% and return on operating ‘repolyol’ material to form new mattress foams;

report
assets increased significantly to 27.6%. Volumes in the We have seen demand shift from the front to the back end of at Mont-Saint-Guibert in Belgium we have invested €2.4m
Netherlands were less impacted by Covid-19 than in Belgium the business, with very high demand for our secondary to upgrade the sand-washing and water treatment facility
and the UK. Volumes in FY22 were 5% lower than the prior year materials. We have observed an increasing trend of end-users to a fully automated technology capable of producing

Nieuwegein, Commercial Waste Netherlands

and were around 10% below pre-Covid-19 levels. Compared to looking for long-term contracts which has enabled us to over 160,000 tonnes a year of clean sand using 25% less
the prior year, there was a small recovery in commercial establish secure partnerships with some of our main offtake water;
volumes offset by the expected contraction in construction customers. We have established multi-year framework the Renewi Rockwool recycling initiative (‘Rockcycle’),

Governance
and bulky waste. Inbound revenues in the Netherlands agreements for several product categories including which creates an opportunity for unlimited recycling of

report
increased by 2% and outbound revenues by 64%, reflecting combustible waste, paper, plastics and wood offtake. This shift rockwool instead of landfill, has gained traction and is
the strength of recyclate prices and increase of recyclate has also enabled us to extend the application of value-based being rolled out nationwide in the Netherlands; and
quality. As reported earlier, paper/cardboard and ferrous metal pricing to our commercial customers and partners, who are the partnership with Greencycl-Van Straten Medical was
prices have been particularly strong throughout the year. increasingly looking to transition to longer-term contracts. extended to recycle stainless steel and plastic medical
Around €26m or 66% of the uplift in underlying EBIT was instruments.
attributable to extra margin on recyclates, supported by Within collections, we have focused on optimising existing

statements
Financial
continuing tight control of costs. trucks, collection routes and site asset utilisation, improving Clean and green collection
our efficiency and cost base. For our roller bin collections, we The efficient collection of waste provides an essential
In Belgium, revenue increased by 13% to €466.9m and continually focus on improving route density, eliminating service to customers and provides us with the raw materials
underlying EBIT by 84% to €42.6m. Underlying EBIT margins ‘loose stops’ (where no bins are available), improving from which to create new products. We aim to optimise
increased by 350bps to 9.1% and return on operating assets customer performance and reducing miles driven, CO2 our capital-intensive logistical activity while preserving our
increased significantly to 46.2%. Core volumes increased by emissions, as well as our cost. customer relationships and service. Our approach seeks Over the next decade, we expect a step-change in the reduction

information
5% compared to the prior year and recyclates by 1%, although to minimise pollution and traffic impact to become of carbon emissions from waste collection through two
Organic investments

Other
these volumes also remain around 7% below pre-Covid levels. cleaner, greener and more efficient, in support of our approaches. The most significant will be a transition to use of
The increase in underlying EBIT was a result of volume Significant growth investments in plastics recycling, organic primary focus to increase recycling and close the loop zero-emission vehicles (ZEV) in response to zero-emission zones
recovery, strong recyclate prices, improved price mix and waste valorisation and advanced sorting in Flanders were in the circular economy. in major cities. We have Volvo and DAF’s first production electric
ongoing operational cost savings. Around €9m or 46% of the approved by the Board at attractive levels of return. Important rear-end loaders operating in our fleet and are monitoring
uplift in underlying EBIT was attributable to extra margin on milestones were achieved on each of these and other projects We continue to reduce pollution by investing in the latest operational performance in conjunction with the manufacturers
recyclates. during the year: technologies. During the year we placed orders for over 200 as part of our roadmap to zero emissions. The second is an
good progress has been made preparing our €60m Euro 6 trucks with the lowest emissions and took delivery of opportunity for waste companies to co-operate to collect waste
Operational review investment in advanced sorting across three sites in 49 (FY21: 272). Our investment of €9m (FY21: €39m) was in single ‘white label’ truck fleet in each town, increasing route
Our Commercial Waste Division had a year of strong delivery Flanders to meet the needs of the Vlarema 8 legislation. The lower than previous years reflecting supply chain delays. efficiency and reducing the number of vehicles. Our Green
despite the impact of Covid-19 and, more recently, the war in sites will process 375,000 tonnes of waste and triple the These trucks reduce pollutants significantly compared to Collective joint venture with PreZero is the first and leading white
Ukraine. We have seen improvements in our commercial volume of waste recycled and at the same time halve the the older trucks they are replacing, significantly improving label commercial waste collection initiative in the Netherlands. It
effectiveness driven by operational efficiencies and dynamic waste incinerated. At our first site in Ghent the building has the air quality of the cities in which they operate. 67% of our is now operational in 10 municipalities and is expected to grow
management of offtake markets. Safety performance has also been prepared for the sorting line installation which will be fleet is now Euro 6 and we are on track for 100% by 2025. to over 30 cities in future years.
significantly improved, driven by several leadership and culture completed in FY23. Preparations for both Puurs and
initiatives, driver training and further investments in fire Beringen are ongoing. These installations will begin during
detection and suppression systems. 2023 and are expected to be operational in late FY24;
supporting the Vlarema 8 pre-sorting and reporting
Commercial contracting margins have improved through the requirement an initial 80 trucks in Belgium have been
streamlining of our product offering. By removing less equipped with cameras using artificial intelligence to allow
profitable lines we have sharpened our focus on the remaining identification of non-compliant waste at source. A total of Commercial Waste financial performance
core portfolio. This tailored portfolio is now more closely 200 trucks will be equipped with these systems during the
aligned with industry requirements. In C&D, we have course of the next year; REVENUE UNDERLYING EBITDA UNDERLYING EBIT
responded to weaker volumes by improving our customer site preparations have begun and contractors have been FY22 FY21 FY22 FY21 FY22 FY21
offering. This has led to increased market share. Customer appointed for a €13m investment in Acht to recycle rigid Netherlands Commercial 896.2 828.4 148.9 113.9 93.1 53.7
service has been further improved via the Renewi 2.0 plastics. The site is expected to be commissioned in 2023; Belgium Commercial 466.9 412.9 77.5 52.5 42.6 23.1
programme and MyRenewi platform which allows digital construction of the €10.5m out-of-date food waste Intra-segment revenue (2.6) (0.7) – – – –
engagement with customers in a more flexible, responsive and de-packaging facility was completed in Amsterdam and has Total (€m) 1,360.5 1,240.6 226.4 166.4 135.7 76.8
interactive way. We gained momentum in our specialist been in operation since November 2021, providing feedstock
hazardous waste business in Belgium and secured more to our anaerobic digester; Period-on-period variance %
out-of-date food waste offtake agreements with retailers in the construction of the bio-LNG facility in Amsterdam was Netherlands Commercial 8% 31% 73%
Netherlands. Building on our partnership with Greencycl, we completed together with Shell and Nordsol and opened by Belgium Commercial 13% 48% 84%
have become a leader in the medical sector, with new His Majesty King Willem-Alexander in October 2021. The Total 10% 36% 77%
contracts secured with several hospitals and medical centres. plant takes bio-gas from our anaerobic digester and
Our commercial teams have also been able to optimise pricing converts it to three million litres per year of bio-LNG for RETURN ON OPERATING ASSETS UNDERLYING EBITDA MARGIN UNDERLYING EBIT MARGIN
with our customers, reflecting dynamic offtake prices, and zero-carbon transportation, and bio-CO2 for the agriculture FY22 FY21 FY22 FY21 FY22 FY21
create value for our services in tandem. For example, in industry;
Netherlands Commercial 27.6% 15.7% 16.6% 13.7% 10.4% 6.5%
Belgium where we are preparing for Vlarema 8 legislation, we our RetourMatras joint venture with the IKEA Group
Belgium Commercial 46.2% 24.2% 16.6% 12.7% 9.1% 5.6%
are offering advanced sorting services that improve recycling continues to expand rapidly. During the last year the fourth
rates, and so helping our customers to avoid paying higher facility was commissioned. The first site outside the Total 31.6% 17.6% 16.6% 13.4% 10.0% 6.2%
taxes for waste that would otherwise go to incineration. This Netherlands is expected during FY23 as part of the The return on operating assets for Belgium excludes all landfill related provisions. The underlying figures above are reconciled to statutory measures in notes 2 and 8.3 in the
consolidated financial statements.
has resulted in new commercial contracts in a competitive international expansion. A new closed-loop polyurethane

56 Renewi plc
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Annual Report and Accounts 2022 57
 Strategic
report
Governance
MINERALZ

report
& WATER The Mineralz & Water (M&W) Division Around 20 people work at ATM’s high-tech laboratory
carrying out over 35,000 tests per annum to ensure that
includes our soil and water treatment ATM not only complies every time with technical
activities at ATM, and the Mineralz standards, but can also develop new capabilities for issues

statements
Financial
business, with a total of 11 sites in arising as a result of our industrialised economies. The
FLY ASH team ensures we meet the broader tests of our duty of care
the Netherlands and Belgium. as a responsible operator. As Seveso-controlled sites, our
SOIL
ATM and CFS plants are strictly regulated and have high
RENEWING WATER M&W plays an essential role in the circular economy by safety standards in compliance with the Seveso guidelines.
MINERALZ processing a significant volume of highly contaminated soils,
Markets

information
CHEMICALS old road surfaces, industrial waters, sludges, chemical waste,

Other
incinerator residues and packed hazardous waste. The underlying market drivers for inbound waste to ATM are
industrial activity in the region. This includes the oil and gas
These waste streams are decontaminated through separation sectors that predominate in Rotterdam and Antwerp, as well
processes, biological, thermal extractive, and pyrolysis as construction and site remediation activity across Europe
treatments to make secondary materials available for the which drives demand for inbound and outbound soil
building and construction industries. Often the solutions are in a materials. The market for inbound contaminated soil,
closed loop, such as gravel being put back into new tarmac. Our particularly internationally, has changed this year and
flagship ATM site has a leading position because of its unique become more challenging. Project off-site remediation has
Operating combination of technologies, the cost advantages provided by slowed, associated with shifting priorities due to Covid-19
Theo Olijve, MD, sites its integrated plant processes and its waterside location for the and permits to import contaminated soil being restricted.

11
Mineralz & Water ship-cleaning. It operates according to the extensive set of This has led to a lack of availability of inbound soil.
environmental controls and permits required in the hazardous
waste processing market. Maasvlakte, near Rotterdam, is another In November 2021, the Dutch National Institute for Public
unique site. It is the only landfill site in the Netherlands capable Health and the Environment (RIVM) published a report to
of the immobilisation of leaching hazardous waste, and the evaluate the environmental standards for secondary
disposal of naturally occurring radioactive materials. mineral products, including thermally cleaned soil (TGG)
Volume of
Employees and bottom ashes from incinerators, amongst others. It
materials recycled
Sustainability concluded the current legislation is not effective and
Revenue
1.9mT 343 M&W processed 2.3mT of waste in FY22 (FY21: 2.4mT), well below amendments will be brought forward. We expect this to

€194m (FY21: €183m)

the peak production capacity of 3mT as a result of the reduced bring much needed clarity to this important area of
throughput of soil at ATM. The Division has a blended recycling secondary materials, facilitating import permits for
rate of 84% (FY21: 82%) and, within this, ATM has an exceptionally inbound materials and export permits for clean soil
high recycling rate of 95% (FY21: 92%). It is expected to increase or soil components.
Underlying EBIT with soil processing volumes, as soil recycling rates are very high,

€5.8m (FY21: €0.3m)

at circa 98%. Incineration activity and the Dutch Green Deal requirements
ensure responsible treatment of incinerator ashes is
The principal purpose is the decontamination of materials that undertaken domestically. Following the regulatory
would otherwise pollute our world and the re-use of materials, shutdown of the TGG market in 2018–19, the market has
which contributes to the preservation of virgin materials. The been slow to recover. Historic productions of TGG during
Division has comparatively lower carbon avoidance than other this period continue to be placed into the market.
Divisions, at 0.71 million (FY21: 0.74 million) due to the lower
carbon cost of production for aggregates building materials from ATM continues to focus on separation into three building
virgin sources. materials: gravel, sand and filler. Certifying each of these
new products, ideally to end-of-waste status and then
As specialist processing sites, M&W facilities operate to the producing at scale to the required standards, is the core
highest environmental standards, within multiple permits, focus of market development for M&W. We continue to see
and are proud to meet leading standards and regulations. strong customer demand for secondary materials as
Compliance is at the heart of the licence to operate. showcased in our capital markets event with Martens Beton
Renewing Oil

The Division has exacting standards for the acceptance of waste, and Heijmans. ATM’s materials can help these customers
testing of the clean products produced and all emissions arising meet their own ESG and secondary content targets towards
from operations. the government policy.

58 Renewi plc
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Operating Review continued

Strategic
report
Governance
report
Divisional strategy The revitalisation of the inbound soil pipeline has been delayed.
The strategy is focused on restoring ATM to full production, Inbound deliveries of contaminated soil have been lower than
expanding activities in water treatment, bottom-ash treatment expected due to short-term reductions in active projects in the
and creating an integrated portfolio of secondary materials. market as well as delays in securing import permits from the
authorities. As a result, we did not further increase our

statements
Financial
Progress is being made to restore ATM’s position in the market throughput. We are working closely with IL&T to unlock the
for processing contaminated soils. Further investments are being international contaminated soil market.
made in processing, storage and certification of these products
in order to build our capability to serve the higher-value building Good progress was made reducing our TGG inventory by 54%,
materials market. This will continue to be the core focus of the with the shipment of 0.7mT during the year. We continue to
Division until the soil cleaning kiln is back to 100% of processing explore outlet opportunities for the remaining stock and have

information
capacity. Additional areas of focus include expanding the taken an additional disposal cost charge of €2m.

Other
contaminated water treatment, extending bottom-ash cleaning
processes and developing the synergies of an integrated As previously noted, the preferred applications for
portfolio of secondary materials activities with a joint go-to- decontaminated soils are as separated and refined filler, sand
market approach directed towards the construction market. and gravel which are each secondary construction materials.
We continue to experience strong interest in these secondary
Financial performance building materials as the construction market seeks to become
The M&W Division made underlying progress and saw revenues more circular. We are working to obtain full certification and
increase by 6% to €193.9m and underlying EBIT increased by end-of-waste status for the secondary building materials.
€5.5m to €5.8m. Volumes at the waterside increased 6% to 811kT Testing of the products with customers in the infrastructure
showing recovery post-Covid-19 and accounting for an and concrete industries is ongoing. Gravel certification and
additional €3m of contribution margin. Other activities in the end-of-waste status have been achieved. Certification for sand
Division performed well with good volumes and the benefit of and filler for concrete applications are expected as early as
higher values for metal recyclates. 2023. Our commercial pipeline for each product is growing and
once the regulatory environment becomes clearer our fully
Operational review certified secondary materials will have long-term outlet markets
As previously indicated, the resumption of full soil treatment and customers.
production requires progress in three interlinked areas:
revitalisation of the inbound soil pipeline, placement of historic The remainder of the Division performed well. Our metals
cleaned TGG stocks in the market, and establishing sand, gravel extraction facilities saw growth on the prior year helped by
and filler as certified products for the construction markets. increases in metal prices. With sustained increased demand we
see good growth opportunities in the water treatment market.
We saw lower profits in the landfill segment, as expected
following the scheduled closure of the Braine landfill from
1 January 2021.

Mineralz & Water financial performance

FY22 FY21 Variance

€m €m %
Revenue 193.9 182.8 6%
Underlying EBITDA 22.4 15.0 49%
Underlying EBITDA margin 11.6% 8.2% –
Underlying EBIT 5.8 0.3 –
Underlying EBIT margin 3.0% 0.2% N/A
ATM, Moerdijk

Return on operating assets 11.3% 0.8% –

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

60 Renewi plc
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Operating Review continued

Strategic
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Governance
SPECIALITIES

report
statements
Financial
METAL
PLASTIC The Specialities Division includes the Carbon avoidance contributions come from the recovery of
usable materials and the fuels generated by these processes,
RENEWING GLASS specialist recycling businesses of Maltha which collectively produce a positive CO2 avoidance of
RESIDUAL WASTE for glass and Coolrec for household 0.87mT (FY21: 0.95mT). Given the majority of waste

information
PAPER appliances, in addition to our UK is delivered to our facilities, transportation emissions are not

Other
significant in Specialities. Site processing is important,
Municipal public private partnership however, as we operate complex mechanical and biological
(PPP) operating contracts. treatment facilities.

Coolrec has a strong position in the recycling of fridges, As with all our Divisions, safety is a key area of focus for
freezers and other small domestic appliances. It produces Specialities. Particular challenges are the complexity of the
recycled plastics and both ferrous and non-ferrous metals various technologies and processes deployed across the
following decontamination. Inbound supply comes from Division. There has been a focus on HomeSafe and the 10
Operating so-called producer schemes on long-term supply contracts, LSRs. In addition, the Specialities Division has the most
sites and outbound products provide industry partners with mature risk awareness culture, based on it having the largest

43
James Priestley, MD,
secondary materials to make closed-loop circular products. number of Health and Safety Tracking system entries (HITs)
Specialities
reported each year and the number of people reporting them,
Maltha is a European leader in glass recycling, focused primarily leading to progressive closure of the associated risks
on recycling flat and container glass into cullet and glass powder identified by our teams.
for re-use in the glass industry. O-I, a world leader in packaging
glass, owns 33% of the Maltha group. Maltha has sites in the Markets
Volume of
Employees Netherlands, Belgium, France, Portugal and Hungary. Coolrec continues to win new business and we see positive
materials recycled
developments in the market for our recycled plastics.
Revenue
1.7mT 892 Our UK Municipal business operates waste treatment facilities for

€350m (FY21: €301m)

UK councils, typically under long-term PPP contracts and with a The division has won several important tenders on the WEEE
significant residual waste component. The PPP contracts are waste market. Compliance schemes in the Netherlands,
rigid in structure with an inflation-linked inbound fee and Belgium and France granted us important volumes of
market-based offtake cost of the disposal for sorted and treated incoming electrical and electronic equipment waste. These
Underlying EBIT materials. This resulted in significant contract provisions used materials allow us to produce high quality secondary

€4.1m (FY21: €2.4m)

between FY18 and FY20. materials. The Coolrec team have extensive knowledge of
high-tech sorting technologies and the Division a recognised
Sustainability supplier of these materials in the European market. In
Specialities processes 2.6mT of waste per year (FY21: 2.6 million), addition to the production of metals (ferrous, non-ferrous,
51% within the UK Municipal contracts, 45% in Maltha and 4% in precious metals), Coolrec is increasingly successful in
Coolrec. Levels of recycling in the UK from the PPP contracts are manufacturing high-end plastics (extremely close to virgin
lower than those achieved in our Commercial Waste Division, quality). We are currently working on partnerships with
however the Renewi Municipal recycling rate of 39% is significantly known A-brands.
above the market average for residual waste. This is due to most of
the input being residual waste, which is what is left after other Maltha is seeing attractive market growth, with an increase
streams have been separated for recycling. At the outset, the seen across Europe in the demand for recycled cullet, which
contracts were established to facilitate diversion from landfill and uses 30% less energy. The division is seeing some pricing
to boost the recycling and recovery rate of 94% (FY21: 93%). By changes from the market that influence our operations on
Renewing Glass

contrast, Maltha and Coolrec both have exceptionally high various levels directly or indirectly. Maltha is currently
recycling rates, and their purpose is to create secondary products. preparing a strategy for growth in various destinations
This results in a divisional recycling rate of 66% (FY21: 63%). with its clients.

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Annual Report and Accounts 2022 63
Operating Review continued

Strategic
report
Governance
report
statements
Financial
information
Other
Specialities financial performance

FY22 FY21 Variance

€m €m %
Revenue 350.1 300.8 16%
Underlying EBITDA 14.5 12.0 21%
Underlying EBITDA margin 4.1% 4.0% –
Underlying EBIT 4.1 2.4 71%
Heijningen, Maltha

Underlying EBIT margin 1.2% 0.8% –

Return on operating assets 28.9% 5.4% –
Underlying EBIT includes utilisation of €7.0m (2021: €11.4m) from onerous contract
provisions. The return on operating assets excludes the UK Municipal business.
The underlying figures above are reconciled to statutory measures in notes 2 and 8.3
in the consolidated financial statements.

Although we have no intention to invest further in PPP We also note with interest significant waste M&A activity and continued, benefiting from operational improvements, investments Maltha volumes recovered during the year to pre-Covid-19 levels,
contracts, the UK waste market remains an interesting one, further consolidation of the fragmented landscape. and strong recyclate prices. Maltha volumes recovered during the up 15% on prior year. The business benefited from higher metal
adjacent to our core Benelux-based operations. The market is year to pre-Covid-19 levels and up on prior year, including good prices and is assessing exit options for the small unprofitable
expected to transition towards more mature and higher Divisional strategy volumes in both France and Portugal. UK Municipal saw the operation in Hungary.
environmental standards for the treatment of waste, with an The focus for Coolrec is to concentrate on product quality and benefits of high recyclate prices offset by higher council volumes,
inadequate supply of incineration capacity being addressed improving recycling through investment and innovation as a an accounting adjustment in one contract as referenced with the In UK Municipal we continue to operate the loss-making
and active migration away from comparatively high landfill basis to grow the business. For Maltha, the focus is the interim results and €2m costs relating to a fire at one of our facilities contracts within the aggregate provisions taken in previous
rates. To reach the same standards as the most advanced operational performance of the sites, working in close co- in Cumbria with insurance recovery possible in FY23. years. Continuous improvement initiatives delivered a further
European countries, such as Germany, the Netherlands and operation with our customers as the market grows. The core €1.4m of annualised savings across the various contracts.
Belgium, increased focus on recycling, circularity and focus for Municipal is on continuing to improve the operating Operational review Underlying improvements have continued at the ELWA contract.
secondary materials production is required. performance of the remaining assets to reduce cash losses and Coolrec performed very well in the year and is the national The ongoing activity at Derby to manage the council’s waste
create a platform for future growth. We watch with interest the leader in recycling fridges in the Netherlands and Belgium as a remains in place through the second half of 2022 under
The UK Waste Strategy aims to halve the amount of waste going to evolution of the UK waste market more broadly and hope to find key partner to the national white goods collection schemes. short-term contracts pending their long-term plans.
landfill and incineration in England by 2035 and increase the level opportunities to participate in the transition to a circular Volumes increased 4% benefiting from Belgium contracts and
of waste going to recycling to 65%. Clearly the UK recycling economy in due course. achieving double digit underlying EBIT margin. A further
industry is destined to grow significantly as these ambitious investment was completed at Waalwijk where electrostatic
targets are delivered. As the industry grows in line with demand, it Financial performance separators now increase the purity of our PS and ABS post-
will require significant investment, matched to attractive returns The Specialities Division grew revenues by 16% to €350m and consumer plastic materials to >95% to achieve a significantly
that are underpinned by government legislation. underlying EBIT was up 71% to €4.1m. The recovery at Coolrec has better offtake price.

64 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 65
 Climate-related

Strategic
report
Financial
Disclosures
(TCFD)

Governance
report
The climate transition
and our pure-play
recycling go hand in
hand and reinforce

statements
each other

Financial
This is our first disclosure, and we will continue
developing our internal climate-related
processes and associated disclosures in the
coming years. We are in the process of
developing a TCFD roadmap, which will lay out

information
our plan for expanding each of the strands set

Other
out here, and the processes that sit behind them.

Renewi recognises the recommendations of the Task Force

on Climate-related Financial Disclosures (TCFD). Areas in
which we continue to develop our climate-related
disclosures are described throughout this section, such that
we explain where we do not meet TCFD expectations. We are
not yet able to fully disclose Scope 3 greenhouse gas
emissions and as noted later we are currently embarking on
a project to improve and externally validate our greenhouse
gas emissions data including Scope 3.

Governance
As a waste-to-product company, Renewi is in the business of
sustainability. Waste management is an essential component
of climate change mitigation through the creation of circular
economies, with significant opportunities as well as risks
associated with climate change itself. Climate-related matters
are therefore considered at every level of the organisation
whenever key decisions are made, with the ultimate
responsibility residing with the Board.

Historically, we have considered and assessed the Group

to be in a ‘net positive’ carbon-avoidance position with
regards to the drivers and impacts of climate-related issues.
From a transition perspective, this is due to our position as a
leading waste-to-product company. We have not yet been
significantly impacted by physical climate change. Therefore,
Nieuwegein, Commercial Waste Netherlands

until recently we have not considered climate-related risks and

opportunities in a systematic, comprehensive and consistent way.
However, with the continuing integration of the TCFD framework
into our processes, this has begun to change and will continue to
evolve over time to meet the increasing needs of these risks
themselves as well as the disclosure needs of all stakeholders
related to them.

Board oversight
The Board and Executive Committee review investment
decisions in light of climate-related risks and opportunities. Also,
they have approved the shortlist of risks and opportunities that

66 Renewi plc
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Annual Report and Accounts 2022 67
TCFD disclosures continued

Transition risks

Strategic
report
Category Key risk/opportunity Risk/ Commentary Time horizon Potential financial Scenario trend significance Planned mitigation approaches
opportunity impact area
Products & Increasing pricing of GHG Opportunity If the Group can monetise the realised carbon To 2025 Revenues Higher opportunity We aim to get broader recognition for the carbon avoidance we generate by
Services emissions avoidance its services provide this could provide recycling as an offset for our customers’ emissions among legislators and
a growing revenue stream. standard setting bodies.
Products & Development of waste stream Opportunity Producing valuable and highly sought-after transition 2025 to 2030 Revenues Higher opportunity We monitor the market for opportunities to recycle additional waste streams

Governance
Services recycling activities that support materials from waste benefits the Group by increasing and advancements in processing technologies to create the highest possible

report
the low carbon transition demand for their services and products. product quality.
Products & Enhanced climate change Opportunity Continuing development of climate change regulation 2025 to 2030 Revenues Moderate opportunity We aim to be a leader in sustainability, and push what is necessary in order
Services regulation & reporting could increase competitiveness because the Group is to be recognised as such by the (international) rating agencies.
well prepared and lobbying for positive change.
Markets Increasing cost of materials Opportunity Higher revenue, due to prices of recycled 2025 to 2030 Revenues Moderate opportunity In order to replace virgin materials as much as possible, we invest in recycling
materials becoming more competitive as cost technologies that come as close as possible to the virgin alternative in terms

statements
of raw materials rise. of specification and price.

Financial
Markets Circular economy principles Opportunity Being a circular economy specialist allows for To 2025 Revenues Lower opportunity We aim to maintain a leadership position by continuously investing in
expansion of our offerings. advanced recycling technologies and acquiring new technologies and
capabilities.
Products & Increasing importance of scope Opportunity Increase in customers who may need to To 2025 Revenues Lower opportunity Investment in MyRenewi portal will create advanced customer
Services 3 emissions reduce emissions, leads to higher revenue dashboards that provide insight for customers to show recycling
and product/service opportunities. outcomes and associated emissions.

information
Policy & Legal Increasing pricing of GHG Risk Rising cost of carbon is a risk, due to the expansion of To 2025 Operating costs Higher risk While assessing how to consider and apply carbon prices in our decisions, we

Other
emissions EU/UK ETS scope to include Renewi. are building a carbon emission reduction plan as well as considering advanced
technologies for carbon capture.
Policy & Legal Supply chain transparency Risk Lack of transparency could lead to key stakeholders 2025 to 2030 Revenues Lower risk We will continue to improve as techniques develop further.
being disappointed and unsupportive.

Policy & Legal Lack of developing climate Risk Slowing climate action could have a negative 2025 to 2030 Revenues Lower risk We support and lobby for progressive climate-related policies of
policies effect on growth. governments in our markets.

Markets Changes in waste volume and Risk Revenues impacted to the downside due to reduce 2025 to 2030 Revenues Lower risk We encourage re-use and will continue to actively monitor composition
composition due to reduce and and reuse principles. Less materials or less high-value of inbound streams for changes in customer behaviours.
reuse principles materials in inbound stream.
Our key climate-related transition risks and opportunities, including planned or existing responses, which have been assessed using climate change scenarios. Scenario
trend significance of risk/opportunity accounts for the time horizons in which the issue is likely to occur.

were identified and assessed as potentially material by the from all Divisions, Central Finance, Procurement, Risk and associated with low-and high-carbon futures. This supports better existing mitigation efforts against the future materiality and
TCFD Steering Committee for the purpose of climate-related Sustainability functions. planning and preparation for alternative outcomes. The following time-frame of risk and opportunity trends. This is to further
financial disclosures. time-frames and scenarios were used in the assessment: enhance strategic resilience and position the business to capture
Our Sustainability function is responsible for climate-related Time-frame. Short term: to 2025 opportunity upsides.
In recognition of the importance of climate-related risk matters at the management level and for reporting progress Medium term: 2025 to 2030
disclosure to a broad range of stakeholders, the Board will against our broad range of climate, ESG and sustainability Long term: 2030 to 2050 The impact of climate-related risks and
implement a TCFD roadmap of activities to review, assess, targets. The Sustainability Manager collects climate-related Transition risks and opportunities. Using a higher carbon opportunities on our strategy
model and report on these risks with increasing detail. information from the Divisions and updates the Executive scenario aligned with the Stated Policies Scenario (STEPS) and Our business and strategy are centred on goals and ambitions
Committee on progress. a lower carbon scenario aligned with the Net Zero Emissions relating to climate change and sustainability. These goals and
Management’s role by 2050 Scenario (NZE) provided by the International Energy ambitions range from carbon emissions avoidance by recycling
Within the Executive Committee, the CEO has responsibility for To view our corporate governance framework, see page 112. Agency (IEA). The NZE is consistent with a 1.5°C temperature and supporting the circular economy, to investing in the
communicating climate-related issues to the Board. The Chief outcome. Where required, for example for trends specific to commercialisation of innovative recycling techniques to reduce
Financial Officer (CFO) is responsible for guiding climate risk Strategy market or technology factors not provided in IEA data, data waste and increase the quantity and quality of secondary
management, and the Strategy and Business Development Our process for identifying and assessing climate-related from other equivalent sources was taken. materials produced. We are also investing in decarbonising our
Director is accountable for driving climate-related strategies. risks and opportunities Physical risks. Using the Intergovernmental Panel on Climate operations, to help us better align with the global effort to limit
The Executive Committee review investment decisions We have worked alongside a leading global sustainability Change (IPCC) Representative Concentration Pathways (RCP) global warming to 1.5°C. In addition, Renewi is entirely
including climate-related risks and opportunities on an consultancy to identify relevant climate-related risks and 4.5 (low emissions) and 8.5 (high emissions). green-financed for its core debt. These instruments are issued
ongoing basis. opportunities and assess the materiality of these issues. under the Renewi Green Finance Framework aligned with the
To better understand the potential timing and future materiality As part of the TCFD roadmap, after this initial qualitative scenario Green Bond and Loan taxonomy and principles.
In 2021, we formed an internal TCFD Steering Committee to of key climate-related risks and opportunities, we have also analysis assessment, we will continue to develop our scenario
establish our TCFD reporting strategy and to begin embedding completed an initial, qualitative scenario analysis assessment. analysis capabilities to an extent that our next disclosures We have identified three sustainability themes in our
climate-related risk management into our existing enterprise We have employed globally recognised datasets which give will seek to quantify the business impacts of material climate- sustainability strategy of which two are directly linked to climate
risk management framework. The Committee includes experts insight into the possible risk and/or opportunity trends related risks and opportunities. We also intend to stress-test change and the opportunities and risks assessed in our scenario

68 Renewi plc
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Renewi plc
Annual Report and Accounts 2022 69
TCFD disclosures continued

Strategic
report
Governance
report
risks in the waste industry. These investments are in processes
and systems of fire prevention, detection, and suppression.
Transition risk and opportunities
Smart technology such as cameras supported by artificial
intelligence plays an important role and is being deployed High

statements
on sites.

Financial
With this information in mind, and following the findings from Medium
the scenario analysis exercise, we consider our current business
model and strategy to be resilient to the transition to a lower

Opportunity
carbon economy. This is because, on balance, this transition Low
presents more opportunities for Renewi than risks. Physical

information
climate change poses risks to our operations and supply chain.

Other
However, mitigation measures are either already in place, or are
in the process of being further developed.

Risk
The two tables on pages 68 and 72 provide details on the key
risks and opportunities that were included in the scenario Low
analysis assessment. For transition risks and opportunities, we
are in the early stages of assessing current mitigation measures,
in light of the scenario analysis findings, to understand whether Medium
they are sufficient or not. Therefore, only planned mitigation
Wateringen, Commercial Waste Netherlands

approaches are listed. For physical climate risks, our risk

management process already considers some mitigation
High
measures in relation to those identified and assessed. These are
therefore listed as current mitigation approaches. 2025 2030 2040 2050

Risk management
Our process for identifying and
assessing climate-related risks Key
In assessing climate-related risks and opportunities, we have Max Risk Max Opportunity Average Risk/ Opportunity
followed the categories outlined by the TCFD. We conducted
a high-level assessment of climate-related risks. In a first step,
we identified a long list of physical and transition risks and
opportunities that the business is potentially exposed to.
analysis: Enable the circular economy and Reduce carbon successive processes. Increasingly these more sophisticated The TCFD Steering Committee guided the development of this
emissions and waste. These are outlined in detail on pages 42 techniques increase energy consumption and hence our own long list. This exercise prioritised the risk analysis on our top 40
and 43. GHG emissions for a greater benefit in the full value chain. sites. It did not include an initial assessment with regard to the
Despite this increasing intensity, we continue to decarbonise our impact on all open and closed landfill sites which will be
At its core, Renewi is focused on creating products from waste by operations. In addition to the renewable energy produced at our developed further in the coming period.
recycling to help avoid unnecessary raw material manufacture and anaerobic digestion and compost plant sites, we are investing in
associated resource depletion where possible, reducing millions of renewable energy such as solar and wind production at sites and Risks are evaluated along three dimensions: time-frame,
tonnes GHG emissions in value chains every year through the reuse increasing the procurement of green electricity. likelihood, and impact. The time-frame dimension considers
of materials. This trend reflects the growing demand for recycled the time horizon along which a risk may materialise in the
products and the rising importance of scope 3 emissions, which As well as our site-based emissions, our collection activities are short, medium, or long term. For now, time-frame is separated
increases demand for our services from companies looking to also energy-intensive. The associated GHG emissions intensity from likelihood due to the long-term nature of some climate
reduce supply chain emissions. Our role in the circular economy has been reduced over the past few years by route optimisation, issues, which goes beyond the typical timeframe for enterprise
allows us to avoid more GHG emissions than we generate in our increased route density, shared collections, transition to Euro 6 risk management. The likelihood score is based on a
scope 1 & 2, as well as preserving scarce natural resources by trucks, and first steps towards migration towards a zero-emission qualitative assessment on whether a risk trend is already in
recirculating materials. vehicle fleet. occurrence, or whether it is made increasingly likely by the
low-carbon transition (for transition risks) or physical climate
However, some recycling activities, and particularly the In response to increased temperatures and in anticipation of hazards (for physical risks). Impact is assessed qualitatively,
increased valorisation of those materials to high-quality further increases, we are continually investing to avoid and based on relative financial significance to Renewi of a risk
secondary materials, require energy to sort and treat through mitigate the impact of fires as one of the greatest operational materialising. Likelihood has been scored on a scale of 1–5,

70 Renewi plc
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Annual Report and Accounts 2022 71
TCFD disclosures continued

Physical risks

Strategic
report
Category Key risk Key impacted geographies Commentary – business disruption caused by: Time horizon Potential financial Scenario trend Current mitigation approach
impact area significance
Acute & Chronic Extreme heat Across all Main foreseen occurrences To 2025 Operating costs Higher risk Emergency response and contingency plans to ensure business continuity
Increased likelihood of fires at sites due to spontaneous  apital
C Procedures for controlling temperatures at some sites
combustion of waste interruption expenditure Fire detection and extinguishing systems
Minor foreseen occurrences Revenues

Governance
Heat-related illnesses, such as heat stroke

report
L ower efficiency, intermittent operation or failure, of equipment
used for sorting and recycling processes. Biological processes
could be disrupted or halted
Additional energy to cool equipment processes, and sites
Chronic Water stress & Netherlands L ower river levels disrupt barge shipments of products to 2025 to 2030 Operating costs Moderate  ome sites are already used to managing flow of raw materials (woods for
S
drought destination sites Revenues – higher risk example) even when low river levels

statements
Financial
 educed water supplies may halt processing. Water supplies may
R  apital
C  map of priority sites will be drafted in the coming year to assess where new
A
become more expensive to procure expenditure mitigation plans need to be created
L ower river levels during water stressed periods may impact water
discharge rates for waste processing sites, resulting in reduced
operational capacity
Investment in additional water storage facilities
Acute Flooding Netherlands, Belgium, UK Damages to site equipment and infrastructure 2025 to 2050 Operating costs Moderate Emergency response and contingency plans to ensure business continuity

information
– higher risk

Other
Contamination of water due to mixing with waste materials  apital
C Flood barriers at some sites located near water courses (eg, Jenkins Lane, UK)
Impact water discharge rates expenditure Investment in extra water storage capacity at some processing sites
Investment in additional wastewater storage facilities Revenues  rainage systems at some sites designed to manage storm water flows, with
D
Coastal flooding could disrupt supply chains reference to forward-looking scenarios

Acute Storms & wind UK  torms and extreme winds may carry debris and result in road
S 2025 to 2030 Operating costs Moderate risk Emergency response and contingency plans to ensure business continuity
blockages disrupting supply chains  apital
C  rainage systems at some sites designed to manage storm water flows, with
D
Could lead to increased repairs of infrastructure expenditure reference to forward-looking scenarios
Revenues

Our key climate-related physical risks, including planned or existing responses, which have been assessed using climate change scenarios. Scenario trend significance of risk
accounts for the time horizons in which the issue is likely to occur. For physical risks, overall risk levels represent projected climate trends under a high-emissions scenario (RCP8.5)
and include a consideration of the proportion of our sites that may be exposed.

from highly unlikely to almost certain. Where possible, this aligned to our five-year strategic planning. It is a future performance improvements. Based on projected volumes of In addition to the existing metrics and targets we intend to
assessment has been aligned with our current enterprise risk priority item to integrate our climate-related risk management waste streams and secondary materials we have set targets. develop and monitor signpost indicators for material climate-
management framework. into our existing risk management processes and to align These were approved by the Executive Committee and the related risk and opportunity issues, which will help us monitor
materiality assessments such that climate-related risk can be Board. our business environment and determine when risk or strategic
Based on the assessment impact and likelihood of risks, an compared to business risks. With time, climate-related risks management measures should be taken.
inherent risk profile has been assigned to each item on the long could be fully integrated – where appropriate – into other Our commitment to achieve our climate-related targets is also
list. Based on this profile, the most significant risks and risks we currently identify, to understand the additional risk reflected in the way we evaluate performance. To motivate GHG emissions
opportunities were then assessed using scenario analysis. Risks climate change presents. It is expected that this process will senior executives and managers to increase climate-related We recalculated our baseline data in FY20 and therefore do not
were assessed on an inherent risk basis to understand the baseline take time, but our direction of travel is to aim for integration performance, we have an annual bonus plan and long-term provide comparative data prior to FY20. In future annual reports,
risk Renewi may be exposed to. This means any mitigation efforts where possible. incentive plan (LTIP) in place. The measures used in both the we will include data from 2020 onwards, which will allow for
already in place have not yet been fully considered, which would annual bonus and LTIP are selected annually to reflect the trend analysis. We are currently embarking on a project to
result in a current risk profile. As a next step, we will take stock of For our enterprise risk management framework, please see Group’s main business and strategic priorities for the year and improve and externally validate our GHG data, develop a scope 3
existing mitigation efforts for key risks and assess whether these pages 90 to 99. capture both financial and non-financial objectives. Within the footprint and set emissions targets aligned with the Science-
efforts are appropriate for the level of risk now and in the future, non-financial objectives, we use a climate-related ESG metric of Based Targets initiative (SBTi). The outcomes from this project
informed by our scenario analysis exercise. Metrics and targets the Group’s recycling rate in our LTIP awards. Together with the will be included in our subsequent disclosures.
Our climate-related metrics and targets financial metrics, these measures are transparent, visible and
The outcomes of the scenario analysis were reviewed by the Renewi has an existing set of metrics to manage and motivational to participants, balance growth and returns, and
TCFD Steering Committee. Findings were presented to the assess climate-related risks and opportunities. The provide good line-of-sight for executives and alignment with
Executive Committee and subsequently the Board to validate the metrics consider a time-frame of five years, which shareholders.
most significant risks and opportunities for our business. aligns with our strategic planning. The base year a
gainst which progress is measured is FY20. These We consider the legislation of carbon pricing in operating
Integration of climate-related risk factors metrics are also aligned with our three sustainability countries but currently we do not have an internal carbon
into risk management themes as shown on page 42. price in place. Due to the nature of our business, some
In the assessment process, climate-related risks have been climate-related opportunity metrics are already reported, for
considered up to 2050. This differs from our enterprise risk When setting climate-related targets, we analysed government example recycling rate, carbon emissions avoided, and
management framework that we use to conduct risk targets and pledges in countries where our sites are located. secondary materials produced. We also engage in lobbying
assessments for the wider business, where timeframes are We have also looked at our past performance and drivers of for regulation around avoided emissions.

72 Renewi plc
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Annual Report and Accounts 2022 73
 Sustainability

Strategic
strategy focus

report
Governance
report
For more information
on our sustainability
strategy, see our
Sustainability Review

1
at renewi.com
Circularity is our business, vision It’s urgent that we act now. There are

statements
Financial
and mission. We produce secondary solutions which will limit further climate
raw materials from our clients’ waste change, a key one being circularity. The
streams for all kinds of applications. amount of virgin materials extracted can be
In this way, we prevent the extraction minimised by driving the circular economy,
of new materials and associated which results in fewer GHGs and less
emissions that contribute to residual waste. In this way, we harness

Enable the

information
global warming. sufficient resources for future generations

Other
and bequeath them a safe a healthy world

circular Climate change and weather-related

hazards have life-changing and
to inhabit.

A circular economy explained

economy
devastating impacts on communities on
every single continent. Floods, droughts, The circular economy is an economic
intense heat waves and wildfires are system geared towards eliminating all
increasing, with a devastating impact waste by finding continual uses for recycled
Today’s waste is the raw on, among other things, agricultural materials, creating a more sustainable
material for tomorrow. production, health, the economy and society. A linear economy stands for taking,
Renewi contributes to biodiversity. Europe itself faced heavy making and wasting.
floods in July 2021, resulting in damage
a circular economy and to villages, infrastructure and A circular economy represents a closed-
protects the world by agricultural lands. loop system where new resources are not
needed. Instead, all products and materials
giving new life to used Correlation between material are reused, shared, repaired, refurbished,
materials use and global warming remanufactured, or recycled.
Globally, 2021 was one of the hottest
Objectives years on record. The cause is increased Becoming circular: Europe’s role
concentrations of GHGs in the Europe is taking essential steps to stimulate
 urn our customers’ waste
T atmosphere, mainly due to human the circular economy and reduce global
into new products activities like burning fossil fuels and the warming, by introducing new legislation
extraction and processing of materials. and supportive initiatives. Both countries
SDG links According to The Circularity Gap Report and individual cities are taking important
2022, published by Circle Economy, 70% steps towards becoming carbon neutral
of all global GHG emissions are related and more circular, paving the way for others
to material handling and use. to follow.

The world population is increasing Legislative tailwinds

and with it, growing levels of A new version of existing legislation is
consumption. but natural resources Vlarema 8, which demands increased
are being depleted. Over the past six commercial waste recycling in Flanders
Serang, Commercial Waste Belgium

years, since the United Nations Climate (Belgium). Regulations require 24 waste
Change Conference in Paris, we have streams are sorted at source, with an
consumed more than half a trillion onus on waste collectors to
tonnes of raw materials, the equivalent ensure this is carried out correctly.
weight of 14 elephants for every person
in the world. This is too much. Vlarema 8 complements and reinforces
We are consuming an average of 1.6 Renewi’s position as the market leader in
planets each year: well beyond what collecting and processing commercial
our planet can naturally replenish. waste in Flanders. Read more on this
This is unsustainable. legislative tailwind on page 44.

74 Renewi plc
Annual Report and Accounts 2022
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Annual Report and Accounts 2022 75
Sustainability strategy focus continued

Breakdown of our 3.1mT of carbon avoidance by major category

extension, repairability, recycling, the
recovery of secondary raw materials from Our role at the heart of the circular economy

Strategic
waste streams and the use of recyclates in

report
88% products.
79% As a leading waste-to-product giving new life to used materials. This
Recycling is not the final destination for a company, we play a vital role in is precisely what we do at Renewi.

3.1M
66%
product. The demand for products made enabling the circular economy.
of recyclates and those that can be From our key position, we can make
recycled is on the increase. Therefore, Circularity is essential to meet a genuine impact by recycling more

Governance
44%
people and businesses should consider climate targets and better. We face many challenges,

report
29%
recycling as a starting point and naturally Globally, we consume 100 billion tonnes including the difficulty in achieving avoided carbon
integrate recycling in the design, of raw materials per year, and we reuse the purity of virgin materials due to emissions
22%
production, distribution, and only 8.6%. mixed inputs, and competing with their
1%
consumption of all goods and services. lower cost.
0% -9% Our overuse of new ‘virgin’ materials
0%
There is potential to reach higher creates emission levels incompatible with due to non-homogeneous inputs.

statements
Financial
1.3mT
recycling rates and simultaneously the Paris Agreement. We need to act now However, we are proud of our innovations
avoid more carbon emissions. For to overcome the current circularity gap which enable us to create high-quality
-22%
example, Europe aims to recycle at least and become more circular. secondary materials that can be used
Recyling-based Waste-derived Anaerobic Landfill R1 incineration
65% of household waste by 2035 and repeatedly.
potential fuels produced digestion gas power emissions dispose of a maximum of 10% in landfills. At Renewi, we keep valuable materials in
‘avoidance’ and sold or power generation (negative) more recycling over
used on site generation If the UK and the European member the product value cycle by diverting waste RENEWIng Earth
five years, equivalent to

information
states achieve this target, annual CO2 from landfills and incineration. In this way, Earth Overshoot Day marks the date
10% points increase

Other
emissions would be reduced by 150mT, we prevent the extraction of new when humanity’s demand for ecological
shown in a study from the European materials and associated emissions that resources and services in a given year
Waste Management Association FEAD cause global warming. Today’s waste exceeds what Earth can regenerate in
and market research agencies CE materials are the resources for tomorrow that year. In 2021, Earth Overshoot Day fell
The European Union wants to be net-zero Our waste sector plays a central role in Delft and Prognos. This amount equals – and for the future. Keeping materials in on 29 July. By recycling more and using
by 2050. The Netherlands, Belgium and these aspirations because we provide the total emissions of a country like the loop by linking product chains at the fewer natural resources, we try to
the UK have also committed to this goal. secondary raw materials derived from the Netherlands. end and beginning is the answer to postpone this date.
According to the Paris Agreement, we public and commercial waste. The growth worldwide climate questions.
need to limit the global temperature rise potential of the circular economy lies in These CO2 savings result from more Renewi protects the environment and
to 1.5°C in this century. By reducing GHG the ability to recycle products. By extensive recycling and reuse of the Giving life to used materials resources by taking waste and creating
emissions, we contribute to reducing recycling, we’re playing our part to close recovered raw materials. Our current take–make–waste economy something new. Recycling and
climate change. the gap. A significant amount is already wastes over 90%. This huge circularity gap recovering help retain the world’s natural
recycled in Western Europe, but there are By recycling and recovering secondary offers remarkable opportunities to reduce resources and preserve the planet for
Only 8.6% of the global economy is now still some challenging material flows, raw materials, we avoid the carbon CO2 in the short term by recycling and future generations.
circular and unfortunately, this figure is which are difficult to recycle and therefore emissions from extracting, transporting
decreasing. The Circularity Gap Report need innovation. and processing virgin raw materials. In
2022 states that with their roadmap of 21 addition, carbon emissions are saved by
circular solutions, businesses, cities and Potential of the European recovering energy from non-recyclable Temperature impact of doubling global circularity
nations can reduce resource extraction waste industry materials in waste-to-energy plants and
and use by 28%, therefore cutting A durable transition to circularity is by producing fuels from waste. The current policies and
greenhouse gas emissions by 39%. So by reachable with a combination of multiple national climate pledges of
closing the worldwide circularity gap, we actions: reducing the use of primary raw Considering all this, the European waste governments are only 15%
of the path to a world where 5°C
would be on a 1.5-degree pathway. material, eco-design, product lifespan sector would make a very significant
climate change remains well
below 2°C. The other 85% Business
could be delivered by the as usual
4°C
circular economy. 4–5°C
warming
Over the next 11 years, if
Our goals and targets we doubled the level of
3°C

Nieuwegein, Commercial Waste Netherlands

circularity globally from
8.6% to 17%, we would 2°C
OBJECTIVE METRIC FY21 FY22 FY25 TARGET return to a below 2°C
world. By doing so, we Doubling
Turn our customers’
waste into new
Recycling rate 65.8% 67.2% 75.0%
would partially close the
1°C
COP21 ambition circularity
to 17% by
(% of total waste handled) (+10% point) circularity gap and also
products 2032
limit global warming. 1.8°C
Carbon avoidance 261 252 275
0°C
warming
(kg CO2 per tonne of waste handled) (+15%)

Innovative secondary
materials produced
353,500 282,400 1M 1900 2020 2032 2100

Source Based on The Circularity Gap Report 2021 by Circle Economy, and global temperature time series by NOAA.
(tonnes)

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Annual Report and Accounts 2022 77
Sustainability strategy focus continued

contribution to Europe’s climate possible from waste and recycled instead of primary raw materials, it leads pandemic. Therefore, we experienced
ambitions. This is without the carbon materials. to substantial carbon savings from more need for recyclates, which led to
 elivering a carbon avoidance six times greater
D
than our scope 1 & 2 carbon footprint

Strategic
reduction from these companies through, avoiding energy for extraction, handling, higher yields and worked out as a boost

report
for example, multimodal transport, Together with our partners, we made use and disposal. This accounts for 2.5mT for circularity. Renewi prevents carbon emissions in value chains. Production
greener mobility in the sector, transition notable progress in optimised sorting, of avoided CO2 emissions per year. of virgin materials consumes vast amounts of energy, as well as
to renewable energy sources and less exploring new destinations for our Due to the lockdowns, we collected less depleting natural resources. We expend far less energy to sort and
carbon-intensive operations. secondary materials and producing Our target for 2025 is to avoid 275 kg CO2 waste. Despite this, levels of waste process waste. This enables these materials to recirculate which
high-quality circular materials and per tonne of waste handled. This year we recycled remained stable, following a delivers a net saving of over 3mT of CO2 emissions every year. Most
Our goals and metrics for 2025 products. Last year we produced avoided 252 kg CO2 per tonne of waste higher recycling rate. The recycling rate of our recycled and secondary materials therefore have a better

Governance
carbon impact than virgin materials.
Our objective is to turn our customers’ 353,500 tonnes of innovative handled. rose 1.4 percentage points to 67.2%.

report
waste into new products by focusing on secondary materials, and this year This outcome is driven by significant mT
three metrics: recycling rate, carbon 282,400 tonnes. This is a small Renewi avoids carbon emissions through investments in post-sorting techniques, 3.0
avoidance and innovative secondary reduction linked to the discontinuation its activities. In order to do so, our and we know that regulation like Vlarema
materials produced. We have set very of one of the two innovative secondary activities consume energy and generate 8 in Belgium, will also contribute in the
clear and ambitious – and attainable – materials produced by our Mineralz & CO2 emissions. coming year to give a boost to our 2.0
goals to stay focused. Water (M&W) Division. Our internal recycling rate in the Commercial Waste

3.1

statements
Financial
innovation pipeline still gives us Of course, our energy use also increases Divisions.Our total carbon avoidance this
Transforming waste into confidence in reaching our FY25 target with our increasing effort to recycle more year remains almost equal to last year.
1.0
new products of 1mT per year. and produce more secondary materials. This can be explained with the fact that,
We contribute to more circularity and We are working on reducing our own on one side, our recycling volumes and
a smaller circularity gap by transforming To successfully close the circularity carbon emissions, eg by switching to our recycling rate did increase. However, 0.0
our customers’ waste into new materials gap means we and our customers are green alternatives if possible and by on the other side, the three other

information
and products. This year Renewi has a responsible for a higher recycling rate. creating our own energy via solar and contributors to our total carbon (0.5)

Other
recycling rate of 67.2%. By 2025, we intend That is why we guide and advise our wind. Read more at Reduce carbon avoidance did not increase and more
(1.0)
to divert 75% of all the waste we receive customers about circularity, from emissions on page 80. actual carbon emissions were emitted Emissions in Avoidance
towards recycling, saving more than inspiration on circular purchases to from the emissions from incinerators with scope 1 & 2
10mT of materials from incineration eco-design and from developing their Looking at our impact at a different scale, energy recovery, with a negative effect on
and landfill. For our entire organisation circular business models to more Renewi contributes to a great ‘carbon our total carbon avoidance. Recycling performance
to work towards this goal, we launched possibilities to sort waste better at benefit’ for the planet. The amount of
the ‘Mission75’ programme, allowing the source. carbon avoidance in the supply chain is Taking care in health care Volumes (mT) FY21 FY22
every employee to contribute. six times higher than our own (scope 1 & Hospitals generate a lot of medical waste, Total waste handled at sites 12.05 12.44
Carbon avoidance from 2) footprint. resulting in a tremendous impact on the Materials recycled1,2 7.94 8.36
Accomplishing a recycling rate of 75% is recycling and recovery environment. To Renewi, medical waste Materials recovered for energy production 3.16 3.19
based on our belief that our customers’ Our goal for 2025 is to enable a total of Performance means recycling opportunities. Together from waste1,2
waste is an excellent resource for 4.2mT of CO2 avoidance in the supply Renewi is positioned in the middle of our with GreenCycl in the Netherlands and a Total materials recycled and recovered 11.11 11.54
for energy production
secondary material use. To achieve this chain annually. More circularity and a society and is subject to external pilot project with partners in Belgium,
Recycling rate 65.8% 67.2%
uplift, we must continue doing what we do higher recycling rate are commensurate influences. Covid-19 also had its effects in VinylPlus® Med, we started to make (% of total waste handled)
best and introduce and develop innovative with avoided carbon emissions. When FY22. We noted high raw material prices medical plastics more circular.
1. Recycling is material given a ‘second life’ for reprocessing into new goods/
solutions to extract as much value as secondary raw materials are used due to high demand during the materials. Recovery is waste used for energy production, such as production of
Outlook waste-derived fuels, biomass and similar.
2. Includes water recovery and moisture loss during treatment for some
The numbers show a positive trend and technologies employed.
slight increases. We are still on track to
meet our 2025 targets. Carbon avoidance in the supply chain
as a result of our activities
We are optimistic about the progress of a
circular economy, especially when Volumes (’000 tonnes) FY21 FY22
regulations that require better sorting at
Materials separated for re-use/recycling 2,425 2,476
source, like Vlarema 8, become more
Waste-derived fuels produced and sold 865 712
uniform. In addition, achieving the CO2
Landfill gas/anaerobic digestion 44 41
reduction potential will require efforts electricity production
across Europe to further boost recycling Waste-derived fuel used at ATM 206 200
capacity, including public support for Total avoided emissions 3,148 3,134
more systems allowing separate Carbon avoidance 261 252
collection of more waste streams. (kg CO2 per tonne of waste handled)
Seraing, Commercial Waste Belgium

Companies should also focus more on

the ecological design and recyclability
of the products they put on the market.
The government can do its part by
introducing new regulations that, for
example, impose a minimum use of
recycled materials in new products.

78 Renewi plc
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Sustainability strategy focus continued

2
Renewi’s purpose is to protect the
world by giving new life to used

Strategic
materials. Each year we recycle and

report
reuse millions of tonnes of valuable
resources. However, directly or
indirectly, our activities generate CO2
emissions and we continually search

Reduce carbon for solutions and innovations to

reduce our carbon footprint.

Governance
emissions

report
Heat records are broken yearly, and
climate-related incidents are on the
Waste collection, recycling increase across the world. According to
the IPCC, human activities are estimated
and producing secondary to have caused approximately 1.0°C of
materials all use energy, global warming above pre-industrial

statements
Financial
levels. Furthermore, the IPCC states
which generates carbon global warming is likely to reach 1.5°C
emissions. Renewi is between 2030 and 2052 if it continues to
focused on increased increase at the current rate.
valorisation of waste to High-carbon economy
produce products, and

information
Fossil fuels are generally inexpensive,

Other
often these additional convenient and widely available. Their
widescale mining and exploitation are
processing steps add to key features of the developed world,
energy consumption. resulting in high-carbon economies.
Notwithstanding this
The current levels of GHGs pumped into
backdrop, which has a net the atmosphere are unsustainable. Fossil
benefit, we also actively fuels are depleting fast. If we don’t act
now, the impact of climate change on
seek ways to reduce our future generations and global
carbon footprint for each ecosystems will be irreversible and
of these processes catastrophic.

Besides being more circular, energy

Objectives reduction and cleaner alternatives to
fossil fuels are the solution to reducing
 e a leader in clean and
B
carbon emissions. Generating energy via
green waste collection
green or renewable sources, such as
Reduce the impact of our solar cells and wind, is what is needed to
carbon operations turn the tide.
SDG links
Responsibility of governments
and businesses
COP26 sent a clear reminder that each
government and every company should
comply and participate in order to meet
the Paris Climate Agreement by the end
of the century. The pressure is increasing,
as we are yet to see enough effort being
made to start reversing the trend.
Furthermore, disruptive solutions are still
too few to produce a game-changer
Moerdijk ATM, Mineralz & Water

impact. We need to act NOW.

By the nature of our activities, we at

Renewi contribute to fight climate
change. By recycling waste, we avoid
carbon emissions and we enable the
circulation of recycled raw materials. We
do, and will continue doing, our part to
enable a lower-carbon economy.

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Annual Report and Accounts 2022 81
Sustainability strategy focus continued

While continuing to do what we do well, route plan, collaborations like Green Reducing our energy consumption, per tonne of waste collected’, with a
we support governments and institutions Collective (see below), less polluting eliminating unnecessary energy needs carbon intensity of 8.57 this year. Carbon footprint1

Strategic
where we operate in building a regulatory fuels and more clean-emission Euro 6 and driving continuous improvement

report
Volumes FY21 FY21 FY21 FY22 FY22 FY22
frame that should foster the ecological vehicles. Zero-emission vehicle usage initiatives. As a result, our total energy Participating in carbon-capture (CO2 equivalent ’000 tonnes)2 ex UK UK Total ex UK UK Total
transition. will play an increasing role over time as consumption (gas, electricity and fuel) innovation projects. M&W has engaged
Process-based emissions 255 42 297 244 53 297
we start to electrify our fleet. decreased by 11% versus FY21. with multiple parties in the Moerdijk (scope 1)
Responsibility of Renewi region to investigate options for carbon- Transport-based emissions 105 4 109 101 2 103
Renewi is evolving fast across all parts of We optimised our collection routes to Greening-up our energy mix. Our on-site capture. Specifically, the goal for M&W of (scope 1)
the business – not least by improving reduce the number of kilometres driven, energy requirements are increasingly the exploration is to investigate the Site fuel use emissions (scope 1) 31 3 34 31 2 33

Governance
support to our customers to help them urban traffic and emissions. A part of this provided by solar roofs and wind options for capturing all of the emissions Site gas use emissions (scope 1) 18 1 19 18 1 19

report
achieve the required sustainability goals optimisation is ‘Green Collective’, a joint turbines, and the procurement of of the ATM site in Moerdijk. Site electricity use emissions 73 12 85 45 9 54
(scope 2)
by 2023. We play a crucial role in lowering venture between Renewi and other large renewable electricity.
Total emissions from 482 62 544 439 67 506
carbon emissions, within both our own waste collection companies. As a result, Reducing our carbon footprint in our significant sources
and our customers’ value chain. we now jointly collect waste within 25 In Ghent, we will be installing panels and operations is aided by the awareness of Carbon intensity 11.10 8.57
Consequently, we work hard to expand municipal regions in the Netherlands. the largest wind turbine on the Belgian our employees. For those who have a (kg CO2 equivalents per tonne
of waste handled)
our waste-to-product activities, reduce By driving with one collection vehicle mainland in 2022. This turbine should company car, we are working with our

statements
Financial
CO2 emissions and find innovative via one combined route, we reduced cover 75% of the electricity use at our fleet leasing partners to encourage hybrid 1. This table is drafted in accordance with the Streamlined Energy and Carbon
Reporting (SECR) disclosure requirements. For a full methodology on numbers
solutions that accelerate this journey. collection traffic by up to 50%. Every Ghent site and around 10% of total or electric cars. This year the percentage used to calculate the information disclosed above, please see the Sustainability
reduction in 100 kilometres driven electricity use within our Commercial of hybrid or electric cars out of our total section on our corporate website.
2. Figures rounded to nearest 1,000 tonnes – totals may reflect rounding. Some
Our goals and metrics for 2025 leads to a saving of 160kg of CO2. By Waste Division in Belgium. employee mobility fleet increased from data based on carbon ‘factors’. These vary from country to country and are
Our objectives are to be a leader in clean 2025, we aim to reach 30 regions within 23.7% to 32%. periodically updated, such as by government agencies.
and green waste collection and reduce this project. Step by step, we are prioritising the
Outlook

information
the carbon impact of our operations. We procurement of renewable electricity.

Other
aim to reduce our carbon intensity within This year, we are on track to complete Commercial Waste Netherlands took a We will continue our efforts to remain at
our scopes 1 & 2. 67% of our transition to Euro 6 trucks. first step this year by switching to 100% the forefront of clean and green waste
Also, we put our first bio-LNG truck green electricity. collection and reducing our operations’
We work with a number of metrics for into use. carbon impact. As mentioned earlier in Energy use1
our logistics, fleet, and direct site By doing so, the total share of renewable this report, we are currently embarking
operations. Reduce carbon impact of our energy used on site climbed up 32.7%, on a project to improve and externally FY21 FY21 FY21 FY22 FY22 FY22
operations: what we do which is already beyond our FY25 target validate our GHG data, develop a Megawatt hours ex UK UK Total ex UK UK Total
Clean and green waste To reduce our carbon footprint in our (25%). Furthermore, this had a significant scope 3 footprint and set emissions Fuel use transport (scope 1) 356,740 3,662 360,402 316,237 3,892 320,128
collection: what we do operations, several levers and solutions impact on the carbon intensity in our targets aligned with SBTi. The outcomes Fuel use sites (scope 1) 101,217 10,709 111,926 89,069 8,469 97,539
Within our two Commercial Divisions, our are available and rolled out within operations: Renewi has also already met from this project will be included in our Gas use sites (scope 1) 95,156 5,534 100,690 89,430 5,592 95,022
efforts were mainly focused on: optimised our operations: the target of ‘well below 9kg CO2 emitted subsequent disclosures. Electricity use (scope 2) 163,353 34,927 198,280 162,820 40,661 203,481
Total energy use from 716,466 61,427 777,893 657,556 58,614 716,170
significant sources

1. This table is drafted in accordance with the Streamlined Energy and Carbon Reporting
(SECR) disclosure requirements. For a full methodology on numbers used to calculate the
information disclosed above, please see the Sustainability section on our corporate website.

Our goals and targets

OBJECTIVE METRIC FY21 FY22 FY25 TARGET

Be a leader in
clean and green
Carbon intensity of collection 9.84 NA1 <9.00
(kg CO2 per tonne of waste collected) (−10%)
waste collection
Share of clean-emission trucks 60.9% 67% 100%
(% Euro 6 trucks of total fleet)

2
Amsterdam, Commercial Waste Netherlands

Zero-emission trucks 2 65
(number)

Reduce the carbon

impact of our
Carbon intensity of our sites 11.10 8.57 <9.42
(kg CO2 per tonne of waste handled) (−10%)
operations
Share of renewable energy used on site 15.8% 32.7% 25.0%
(% renewable electricity out of total (+10% points)
electricity use)

Hybrid or electric lease cars 23.7% 32% 40.0%

(% (PH)EV vehicles out of total fleet) (+27.5% points)
1. Metric being restated

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Sustainability strategy focus continued

3
Small changes can have a big impact on Our Maltha business has launched an
people’s day-to-day working lives. Pulse improvement project called ‘Factory of

Strategic
surveys are just one way we can identify the Future’. This will look at everything

report
and resolve issues to benefit our from safety and wellbeing of staff to
employees and improve their day-to-day quality of inputs, process control,
working experience. Recent ‘you said, we organisational set-up and innovation.
did’ examples include improved PPE for This will enable the business to perform

Care for adverse weather conditions, a café for our

drivers in Belgium, and improved signage
at the highest levels in the industry.

Governance
people
at one of our sites. Fit for the future

report
We aspire to be an inclusive and
Health and wellbeing respectful employer with the ambition
This year, we launched a range of initiatives to create a progressive and
Our people are the key to to enhance wellbeing. Mental health collaborative culture with a professional
the successful delivery of continues to be a priority. We increased leadership style. Our focus is on our
our business objectives. support through Covid-19 restrictions and value, Together, acting with integrity

statements
Financial
lockdowns and provided tailored guidance and authenticity to build long-term
We strive for an engaged for all our staff. The Mental Health relationships.
and inclusive workforce. Committee, now in its third year, held a
Valued and well-supported Mental Health Awareness Week and Nurturing talent and
supported World Mental Health Day. developing our future leaders
staff can fulfil their Renewi is a leader in the markets it
potential and ambitions,

information
A cross-section of staff, including leaders, operates in. To maintain this position,

Other
shared their personal mental health we must develop and adapt to a rapidly
inspired by our compelling journeys via video. This resulted in a changing world. People are energised
purpose. Their safety, series of powerful testimonies, which when allowed the opportunity to

Renewi colleague, Commercial Waste Netherlands

health and wellbeing are generated much discussion and flourish and progress their careers, and
engagement. In November, we focused on we work to nurture the best talent in
paramount men’s health, supported Movember and order to have the right people in the
published a series of blogs on various right place at the right time, doing the
aspects of men’s health awareness. Blogs right things for Renewi.
Objectives
were also published in support of World
 eliver people home safe
D Menopause Day, Global Diversity Day and LEAD is the Renewi leadership
and well every day International Women’s Day. development programme launched in
Make Renewi a rewarding, 2019. It has been expanded to offer
diverse and inclusive We have embedded a working from home training, development and support for
working environment policy, allowing people to preserve a new managers, with uniformity across
work–life balance. This includes Divisions. In the leadership team itself,
Positively impact our
introducing a package of support to help 4.5% of staff had previous non-
communities
homeworkers to remain fit and well. leadership roles within the company.
SDG links
Our learning platform RenewiYou is now
Engaging our people The platform was chosen to encourage available in all our Divisions across each
Our employees are Renewi ambassadors. bottom–up communication and improve country we operate in. Our Learning
We strive to ensure they have a clear the way we interact with our frontline and Development Team has supported
understanding of our business purpose staff. It facilitates tailored communication our SHEQ, Legal and IT developments
and objectives. The culture of our to increase accessibility and encourages with the rollout of mandatory
workforce will enable the company’s feedback. This operates in addition to e-learnings on this platform, including
long-term success and its pivotal role text messages, screens and on-site notice the Renewi Code of Conduct, 10
in society. boards. Important communications are
also delivered via daily stand-up
Health and safety performance Lifesaving Rules and cyber security.

Our ambition is to be a responsive meetings and team briefings. Indicator FY21 FY22 RUNewi
employer with an open, collaborative and One of our popular initiatives focusing
Number fatal accidents 2 –
inclusive management structure, which Pulse (Number) on health and wellbeing is the RUNewi
includes regular engagement with all staff. We listen to and respond to our people. >3-day accident rate 1,495 1,096 challenge. We launched this in 2021 to
This year, we implemented a range of This year, we conducted three Pulse (Number of >3-day accidents/FTE x 100,000) encourage staff to make exercise a part
human resources and internal surveys, with a response rate of 70%. Lost time injuries/rate1 85/13.97 137/8.88 of their everyday lives and to get out
Number/((number LTI)/total number working hours) x 1,000,000
communications initiatives to boost When employees were asked to rate and about in the darkest winter days.
Severity rate 20.1 17.4
employee engagement. We launched an how they feel about working at Renewi, (Total number days lost as result of accidents/total number LTIs) They are supported to run or walk in
internal social media platform called a large proportion of staff responded Concerns/close-out rate2 49,208/ 46,298/ virtual teams during February, helping
RenewiGO – this will transform the way we positively, returning a score of 7.3 out (Number/number concerns closed out/number concerns raised as 73% 96% boost physical and mental health, while
a %)
communicate with our more than 6,500 of 10. We intend to further improve fostering togetherness and raising funds
staff across our 162 sites, 68% of whom both this score and the overall Pulse 1. LTI: accident which results in a person being off work for a day or more. for our chosen mental health charities.
2. Concern: an accident which nearly, but did not, happen. Also called risk reports, close calls, near-misses etc
are operations-based. response rate.

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Sustainability strategy focus continued

Renewi pledged €15,000 for these Ethics, compliance and people had multiple reward systems and COMMUNITIES

Q&A with our

charities every time teams covered a Delivering our circular economy schemes across our countries and Being a positive force in communities is a

Strategic
distance equivalent to circling the globe. ambitions can only be achieved if we Divisions. We have created a single, fundamental part of our Care for People

report
RUNewi has proved so popular, this year work together – this is one of our core common, clear and fair reward pillar within the Sustainability Strategy.
new SHEQ Director, 830 people took part in 186 teams, a big
increase on last year. The teams clocked
values. Working as one in a diverse and
inclusive environment is our ambition
structure across the entire business.
During 2021 we completed the
We actively take part in community
engagement projects to educate and
Jeanine Peppink-Van up 127,832 kilometres – enough to
circumnavigate the world three times.
and our commitment is to become an
ever more diverse organisation.
harmonisation and implementation. inform people on the circular economy
and the importance of keeping materials
der Sterren Their efforts raised a much-needed Our goals and metrics for 2025 in use. We encourage our communities to

Governance
donation of €45,000 for our charities. For many of our operations-based Our two primary objectives are: to deliver consider ways to ‘waste no more’. We also

report
staff, roles include manual labour and people home safe and well every day, work tirelessly to minimise the impact of
RUNewi is now a yearly initiative and our shift patterns outside of office hours. We and to make Renewi a rewarding, diverse our operations on local communities.
aim in 2023 is to encourage more of our are focused on diversity in operational and inclusive working environment (see
operations-based staff to participate. roles, building on this through awareness, table below). Engaging with communities
branding and targeting campaigns Over many years, Renewi’s UK operation
Health and welfare internally and on social media. We would A zero-tolerance approach has partnered with local councils to

statements
Financial
Our aim is to keep staff healthy and fit particularly like to increase female truck to modern slavery educate children on what happens to
for future employment. We have driver numbers and are running a targeted Modern slavery is the illegal exploitation household waste thrown away, and how
modernised equipment to ease the campaign to encourage applicants. of people for personal or commercial they can play their part in giving new life to
physical burden of many of our frontline gain, and is often hidden in plain sight. used materials through recycling. Over the
roles. We have purchased trucks with We continue to adjust employee benefits, Renewi has a zero-tolerance approach to past 12 months our educators have visited
lower access points and replaced heavy such as parental leave, study leave, this heinous crime, which has no place in primary schools with an interactive

information
and difficult-to-manipulate containers enhanced maternity and paternity leave, our society. workshop in which they playfully but

Other
with lighter alternatives. Our fire, to facilitate a more diverse and inclusive powerfully unite waste and science. The
Renewi has seen more than a 30% drop in LTIs in the last 12 months. What environmental and safety investments working environment. We have a responsibility to raise students have learned about the need to
do you attribute this to? have grown to promote a healthier and awareness across our workforce and recycle, Renewi’s local waste processing
I’m very glad our efforts have resulted in such a significant drop in LTIs and zero safer working environment. Many of our As an equal opportunities employer, supply chains and we are committed to and our technology to convert waste into
fatalities. We invested in creating a safer working environment with a range of staff canteens on sites across the Renewi is committed to nurturing a ensuring our everyday procurement secondary materials. We encourage these
tactics, which included the introduction of the 10 Lifesaving Netherlands are currently being culture of equality and fair treatment practices are robust and cannot be children to make small changes, like
Rules by e-learning, laying the foundations for our SHEQ Excellence Campus, upgraded and re-styled to give them a throughout our processes, including infiltrated by traffickers and passing on toys instead of throwing them
and carrying out audits to improve good housekeeping and compliance with better look and feel for staff to enjoy. recruitment, training and development. exploitative recruiters. away or being responsible for separating
fire standards. rubbish and recycling at home.
A journey of transformation The gender pay gap is another priority This year, Renewi has made significant
What were the most impactful findings identified by the Homesafe and Fire and digitisation that we take very seriously. We are using progress with anti-slavery prevention and Over and above engaging children in
Safety Audits from the past 12 months? Renewi is on a journey of our UK disclosures, where disclosure is awareness-raising in the UK and Benelux. person, Renewi communicators have
The main findings relate to how we manage our assets safely, our awareness of transformation. As part of the Renewi mandatory, as a benchmark to build our This will continue next year, unifying the also informed parents by publishing
risk, how we can minimise it and how well we help our people cope with 2.0 programme and ongoing investment data in our other operating territories. work across the Group with the ambition articles in local newspapers and posting
change. That is the reason we are implementing the International Sustainability in people, we are investing in WorkDay, to have a single company-wide approach. stories on social media channels about
Rating System (ISRS). an upgraded HR system. This is a One reward home composting, food waste action,
cloud-based human resource Following the merger between Shanks the re-use revolution, upcycling and the
What is the target outcome of SHEQ and how will ISRS help to achieve this? management software system that and Van Gansewinkel Groep in 2017, we re-use of toys.
Our ambition is zero incidents, zero non-compliances with law, regulations, unifies a wide range of HR functionality
standards and reduction of costs of non-quality. Implementation of ISRS into a single dashboard.
enables us to measure, therefore making the outcomes more visible and
transparent across all safety, environment and quality areas. Through more The current labour market Our goals and targets
structure and alignment our performance will improve further. The current labour market is
challenging. The economy is growing at OBJECTIVE METRIC FY21 FY22 FY25 TARGET
In an organisation with different Divisions and businesses, why is one way a faster pace than the available
of working important? workforce. Despite this, we are pleased
Deliver people
home safe and well
LTIF > 1 day 1,495 1,096 600
(number >1-day accidents/FTE x 1,000,000 hours) (−60%)
One way of working is equally important for safety, environmental compliance with our recruitment performance – our every day
and quality. With its implementation, benchmarking and sharing best practices, Talent Team filled 501 vacancies, hired
we continuously improve our performance in an effective and efficient way. 165 new female colleagues and we
Safety training ~25.0% 78% 100.0%
(% employees trained annually)
launched a variety of marketing
How do you create an engaging safety culture? campaigns this year to strengthen our Employee mood 7.3 7.3 7.5
Good safety performance is about winning employees' ‘hearts and minds’, by employer brand. (‘mood’ score in Pulse) (+5%)
getting everyone to work safely because they want to work in this way.
Improving the safety culture of the organisation is about making safety a fully The average staff turnover rate for 2021 Healthy at work rate 95.1% 93.9% 96.0%
integrated part of working behaviour. Hearts and Minds is a toolkit to improve is 11.8%, which we are satisfied with (% healthy employees)
safety culture. It is designed to facilitate cultural change within organisations. given the current labour market.
World-class safety performance involves more than mechanically applying a National statistics for the Netherlands
Make Renewi a
rewarding, diverse
Employee engagement +21 18% +30
safety management system. It requires the involvement of everyone in the show an average turnover rate of 18%. (eNPS score in Pulse survey) (doubled)
and inclusive
organisation, from top to bottom, using knowledge at all levels and fully
integrating this into everyday behaviour. The Benelux has been unaffected by the
working Females in higher management 21% 22% 30%
environment (% of all employees) (+7% points)
acute truck driver shortages.

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Sustainability strategy focus continued

Simon Lee from

Renewi ELWA with his
daughter, learning Safety

Strategic
report
about recycling
through play
Our priority is the prominence of SHEQ by promoting training where employees learn
Jeanine to be part of the Executive interactively about safety leadership,
health and safety of our Committee. This ensures the closest driver safety, plant and machinery
employees, contractors, co-operation between SHEQ and our safety, incident and reporting,
customers and visitors Divisions, helping to promote one way working at height, environmental

Governance
of working company-wide. This compliance, process safety, fire safety

report
Safety is a core value at Renewi, standardisation means we can learn and HomeSafe. The training will be
sitting at the heart of our and perform better. rolled out during FY23 and onwards,
organisation. This commitment has at entry, learner and expert levels.
been translated to all levels of the Implementation of the
business, demonstrated by the International Sustainability The summer and winter season each
implementation of our 10 LSRs, Rating System (ISRS) have their own safety challenges, and

statements
Financial
internal audits and multiple safety We are committed to the we have campaigns linked to these
campaigns. Performance in FY22 has implementation of the ISRS. This risks to target awareness.
shown the benefit of several years of implementation is resulting in more
intensive focus. We have seen an structure and alignment throughout SHEQ Awards
important reduction in LTIs, fires and the entire organisation. The ISRS is an SHEQ Awards have been implemented
environmental concerns. After several internationally recognised system for to recognise positive behaviour in

information
difficult years, we are pleased to measuring, improving and making relation to safety. There has been a

Other
report zero fatalities among our safety, environmental and corporate significant increase in these awards
employees. performance visible and transparent. throughout the business. This also
So far, assessments have been applies to site and driver tours, which
Renewi in the Netherlands and Belgium Keeping communities safe community members on the importance Though our safety results have conducted in each Division and more employees, including
has also undertaken a programme to Fires are a major issue in our industry. of prioritising re-use, where possible, improved significantly over the past training has commenced for key management, are asked to undertake.
educate children, but in these countries It is impossible to entirely control the and recycling. year, we are still focused on further members of staff. The goal is to roll the This helps to create a safety dialogue.
– among Europe’s most advanced circular composition of waste received on our improvements and keeping our people system out across the organisation
economies – this has also been extended sites. Due to inappropriately discarded Over the year under review we saw a 25% safe through continuous improvement. during FY23. This system also results in Audits
to university students. combustible waste, notably lithium drop in the number of major fires that Our most important responsibility is to improved environmental performance. Audits are carried out to monitor and
batteries and gas cannisters, fires can occurred on site, down from 24 in FY21 to create the safest possible working improve our SHEQ performance. The
Through this proactive approach, Renewi inevitably happen. For this reason, Renewi 18 in FY22. We also saw a reduced number environment. Our ultimate goal is to Renewi Safety Academy past year saw a continuation of the
is playing a part in helping community has carried out measures to manage of substantiated complaints from our achieve an accident rate of zero. This is The 10 LSRs continued as an area of execution and reporting of the
members to solve a real-world problem: these risks carefully. They include communities as compared with FY21 a serious ambition that cannot be critical focus, reinforcing the training HomeSafe and Fire Safety audits, with
to shift from today’s throw-away culture improved waste storage protocols, new – down 56.4%. achieved without investment. present in prior years. We launched an excellent co-operation and support
towards one of re-use. According to The thermal sensors to detect heat, engaging and interactive LSR across the sites. Our top management
Circularity Gap Report 2022, only 8.6% of sophisticated intelligent camera Conclusion and outlook Evolution of Safety, e-learning requirement, which is the participated in some of these, which
products manufactured and purchased technology to identify dangerous items We look forward to increasing our Health, Environment first component for our SHEQ was a positive demonstration of their
around the world are recycled. By and state of the art deluge systems to community engagement now that the and Quality (SHEQ) Excellence Campus. commitment to improving our safety
bringing understanding of the importance fight fires quickly. We also collaborate economies are re-opened following Renewi has made important steps performance. In addition, there was
of keeping materials in use for as long as with innovators to constantly redefine and Covid-19. We will continue to take active towards the evolution of the SHEQ In the past year, the expertise of an increase in the HomeSafe audit
possible, Renewi is playing an active part maintain ‘best in class’ practices. steps to keep the number of fires on site organisation, starting with the Renewi’s SHEQ professionals has been scores compared with last year,
in enabling the circular economy. at the lowest possible level, and further appointment of a Group SHEQ collected to create a learning meaning HomeSafe is becoming
Renewi and the wider industry work with reduce the number of complaints coming Director, Jeanine Peppink-Van der programme for the Excellence Campus. embedded across our organisation.
Listening and acting regulators to improve dangerous waste from communities. Sterren. We have also increased the This is the umbrella name for tailored Next year all internal audits will be
It goes without saying that processing handling legislation and enforcement. We integrated according to the ISRS
discarded items can have a significant also seek to engage and educate the methodology.
impact on neighbouring local public around waste separation, to
communities. Issues with odour, dust, minimise the risk of fires from waste Our safety culture is evolving
noise pollution and flies are real arriving on site. Evidence shows Renewi’s safety
challenges. Therefore, it is important that culture is evolving. We are fostering a
site managers across our 162 sites in the Performance culture of continuous improvement
Netherlands, Belgium, the UK, France, Throughout the pandemic, which around safety awareness, and we are
Portugal and Hungary have an open impacted customers and communities confident that we are moving in the
dialogue with the local community to across all countries in which Renewi right direction, with evidence of good
Heijningen, Maltha

identify and understand issues, and be operates, our teams maintained safety leadership and the use of
able to take action where required to the continuity of service. Hearts and Minds tools.
mitigate the impact.
We were, however, unable to connect This is undoubtedly leading to
We also remain committed to managing with our communities as much as we a positive shift in attitude across
and reducing emissions to air, land and would have liked. That said, we did our the organisation.
water, and pollution of any kind. best to educate, inform and train

88 Renewi plc
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Annual Report and Accounts 2022 89
 Our risk management framework
Risk appetite

Strategic
report
Risk Renewi’s risk appetite is considered in relation to our key risks
and is assessed against the following impact dimensions:
TOP-DOWN
Strategic risk management
OUR RISK MANAGEMENT
FRAMEWORK
BOTTOM-UP
Enterprise risk management

management Health and safety

Development and acquisition
Investors and shareholders
Environment
Business continuity
Financial
Approval and oversight of strategic objectives and actions
Put in place an appropriate policy for the
Assess the effectiveness of risk management
management of risk that is adequately resourced Ensure that risk in excess of the risk appetite is insured
Reputation and media Control environment Board

Governance
effectively
Establish the risk appetite of the

report
Group and to review periodically Oversight to ensure that the processes for management of
Renewi’s risk appetite for environmental, regulatory and health Assess key strategic risks
risk are effective, efficient and robust (delegated to the Audit
and safety risks is low. The Executive Committee and senior Committee)
management have dedicated significant resources and attention
to these risk areas.
Consider completeness of key strategic risks
Delivery of strategic actions in
Other dimensions and risks are reviewed on an ongoing basis.

statements
line with risk appetite Consider adequacy of mitigations

Financial
For each risk, controls and mitigations are applied with a view to Executive in line with risk appetite
Identify and manage key strategic risks
Renewi’s risk appetite. Committee Consider aggregation of risk exposures across the Divisions
The successful execution of our strategy Monitor key risk developments
Submit summary risk reports for the
Drive a culture of risk awareness
is supported by our risk management and Our risk framework Audit Committee and the Board

internal audit frameworks. The overall Our risk framework encompasses a systematic process for
evaluating and addressing the likelihood and impact of risks in a
responsibility for risk management Ensure that the Board-approved Group risk management

information
structured and cost-effective way. Risk management is a framework is implemented and effective
resides with our Board. However, the

Other
cornerstone of sound management practice and is a Promote an appropriate risk culture in Renewi in which an Review selected risks from risk registers, assess adherence to
fundamental part of our strategic decision-making. The core appropriate awareness and management of risk in all its forms the risk appetite and the mitigations in place
Executive Committee, our operating is considered by management in their daily activities Risk Committee Review occurrences of risk management failure
elements of our risk management framework include:
divisions and all our employees have our schedule of matters reserved for the Board and our strict
Support the Renewi risk culture through risk systems,
the delivery of risk training, sharing of learnings and
to identify root cause, identify and share lessons
learned to mitigate risk of repetition
an important role to play in the daily adherence to it. This ensures that all significant issues affecting best practices, and review of risk failures
Drive consistency in approach, use of tools
strategy, structure, viability and financing are appropriately Provide access to expertise in managing risks, where and risk appetite across Renewi
management of risk managed by the Directors; appropriate, from across Renewi or from outside specialists

 ur risk management framework. This ensures that each

o
Integrated risk management business adopts the appropriate risk culture, identifies risks,
Periodic and ongoing assessments of risks and risk trends
Risk is continually reviewed by the Board and the Executive recognises the importance of them, designs and implements
Owners of the risks are responsible for delivering Business Areas/ Reporting risk registers that include the inherent
Committee, who recognise and prioritise their responsibility to effective mitigations to control those that are key and mitigating actions in line with the risk appetite Divisions key strategic risks for each Division, the mitigating
anticipate potential threats. These could impact our operational monitors effectiveness. The output of this process is a and within a strong risk culture actions in place, current risk score, design and
execute future mitigation approaches and consider the
activities – our working environment, customers and employees summary of all significant strategic, operational, financial and effects of such actions to the risks and risk profile
– and by extension the company’s ability to deliver its strategy. compliance risks, our current mitigating controls and the
Our strategy and the risks that may impact it are therefore action plans necessary to reduce risks to a level aligned with
interrelated and it is important we act quickly to mitigate our risk appetite;
identified risks. Key risks and mitigations are cascaded into the formal responsibility for risk management resides with
business and form the foundation for Renewi’s divisional risk divisional management teams and is co-ordinated by
assessment and risk management processes. divisional Finance Directors. Risk registers, mitigations
and alignment with risk appetite are reviewed by divisional Review of the risk environment during FY22 Disruptive events – Ukraine
As an organisation, we operate in a rapidly changing environment management, the Risk Committee, Audit Committee and In this section we review risk events and assess how well We maintain a generic key risk of disruptive events – the event
and we face specific industry, commercial, regulatory and other the Board to ensure the appropriateness of the risks identified our risk detection and mitigation processes worked. itself of course often being very specific or novel. The war in
risks, some of which are beyond our control. and that controls and actions are reported effectively; Ukraine is rapidly changing and initial consequences like
the management of change through project management and Safety increased energy prices and general inflation are already reality.
Our risk management strategy, risk and internal audit approval processes, with embedded risk management in Fire continues to be one of the greatest operational risks in These risks are offset by our diesel hedge, targeted price
frameworks are crucial to the delivery of our strategy and project management activities; our industry. Certain waste streams can spontaneously increases and dynamic pricing, limiting our price risk.
objectives, and to the achievement of sustainable shareholder risk management systems embedded in our day-to-day combust and flammable lithium-ion batteries in ordinary
value, the protection of our reputation, good corporate operations. These underpin the effectiveness of our risk waste streams pose a risk. We have one of the best Availability of energy (both fuels and electricity) and supply chain
governance and ethical conduct. management processes by involving a wide audience in risk reputations on fire risk in the industry among insurers and could become a concern. Potential escalation scenarios are being
systems. These include divisional registers that ensure all risks we continue to invest in new fire detection, fire prevention considered and mitigations are being designed and implemented.
Over the past year, we have completed recurring risk are considered and ranked appropriately and that mitigations and fire suppression technology, training our employees
assessments across the Group. Our most significant risks are the are effective and practical; and educating the public on the risks of fires within the Covid-19
compliance and regulatory environment as well as the increased enhanced risk assessment for all major capital requests. These recycling industry. Covid-19 continued to impact worldwide, including the
risks on the labour market and the continued risks of disruptive follow a dedicated Investment Committee review and approval communities we operate in. Our established crisis protocols and
events such as the Covid-19 pandemic and the war in Ukraine. procedure. This ensures we allocate funds in a risk-aware Our strong safety performance in FY22 shows the Virus Response Team worked well to address the risk and
manner to maximise the value of our investments and benefits of several years of intensive focus on safety. co-ordinate our group-wide responses. The health and wellbeing
Offtake market-related risks, such as recyclate pricing, minimise the risk of under-performance; and We have seen an important reduction in LTIs, fires and of our people remains our key priority, followed by ensuring we
incinerator costs and capacity show a reduced risk profile. key risk review undertaken at each divisional review meeting, environmental concerns. We continue to focus on continue to operate and securing the financial stability of the
Cyber threats are increasing in likelihood of occurrence, yet our ensuring that key risks are monitored and mitigations taken at further improvements. We decided not to reduce our company. We implemented with agility a full range of measures
mitigations are improved and have reduced the potential impact an appropriate level. It also supports risk management as an health and safety risk rating based on one year of strong to mitigate the impact of Covid-19 on our people, customers
of a cyber attack. embedded feature of our decision-making process. safety performance. and operations.

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Annual Report and Accounts 2022 91
Risks and uncertainties continued

Further Covid-19 lockdowns during FY22 meant reduced waste carried out online training for our employees about risks Our risk responsibilities and architecture
volumes and rising inflation as well as increased secondary Objectives of our risk management framework in the digital environment. Our operating divisions and business unit management have

Strategic
material prices and pressure on sourcing in the supply chain. responsibility for the assessment and management of risk. Our

report
1
Our effective mitigations ensured we passed on inflation to KNOW WHAT RISKS WE FACE Risk Committee Risk Committee, working with the Group Risk Director, promotes
customers and had no major issues with key investments, Identify and evaluate our universe of potential Our Risk Committee is an important component of our risk an appropriate risk culture in Renewi in which an awareness and
risks to allow the creation and management of
although our truck plan projects in Acht and Vlarema are registers of risks faced by the Group. management architecture. Activities undertaken by the management of risk in all its forms is considered by management
currently experiencing delays in the supply chain. Committee include: in their daily activities and ensures that the Board-approved
producing and proposing risk management processes and Group risk management framework is implemented and

2
KNOW WHAT RISK WE WANT TO ACCEPT
Although the Covid-19 pandemic currently appears to be under Manage a risk strategy in which the tolerance policies for consideration and approval by our Audit effective.

Governance
control, we continue to monitor developments closely and are and appetite of the Group for differing levels and Committee and Board;

report
types of risk is clearly understood.
positioned to respond to potential changes in infections, new ensuring the Board-approved Group risk management The Risk Committee supports how we manage risk through
variants and preventive governmental measures to ensure we framework is implemented and effective; information, frameworks, policy, strategy and processes.

3
continue to keep our people safe, our operations running and MANAGE OR MITIGATE OUR RISKS promoting an awareness of the risk culture in Renewi and the Reporting through our Audit Committee and Executive
our fleets on the road. Ensure that all identified key risks are effectively management of risk in all its forms through daily activities; Committee ensures the identification and communication of
mitigated or, where appropriate, transfer risks
through insurance. supporting the Renewi risk culture through the sharing of critical risks, and that these are brought to the attention of the
Climate risks learnings and best practices and review of risk failures; Board. The decisions of the Board and their risk appetite are

statements
Financial
In our current enterprise risk management process, we have reviewing selected risks from risk registers to ensure consistency cascaded back through our risk architecture to ensure that the

4
TRAIN OUR PEOPLE IN RISK MANAGEMENT
incorporated into our risk assessments and risk scores the effects Ensure that management is trained in the of risk appetite being borne and mitigations in place; approach to risk appetite and tolerance are aligned and
of climate-related physical and transitional risks, specifically with effective identification, assessment and reviewing occurrences of risk events to understand root cause consistent across Renewi.
management of risk.
regard to fire risk, volumes and pricing. The Financial Stability and identify and share lessons learned to avoid future failures;
Board established the TCFD to promote more effective climate driving consistency in approach, use of tools and risk appetite

5
related disclosures. The TCFD section on page 66 gives more CONTROL SYSTEMIC RISK across Renewi; and
Maintain and improve a system of internal controls

information
details about our emerging risks relating to climate change. to manage risks in decision-making, contract providing access to expertise in managing risks, where

Other
management and financial transactions. appropriate, from across Renewi or from outside specialists.
Cyber Baukje Dreimuller
Increased numbers and activity of malicious actors in the cyber Our Risk Committee continues to consist of senior people from Risk Committee Chair
domain results in a higher probability of becoming a victim of a all major functions: operations, commercial, environmental
cyber attack. We encountered such attempts during FY22 and permitting, finance, legal and health and safety. This broad
expect this trend to continue. We have significantly strengthened composition ensures we capture all our potential risks and can
our systems and processes during the year. We have also rank them effectively, no matter what risk area they fall into.

Risk universe Summary of key risks

Inherent Current Current risk impact scores Previous year scores
PRINCIPAL RISKS Risk trend risk risk
Unchanged risks s profile profile Likelihood Impact Likelihood Impact
r isk Pe
op
Increased risks al
1 Product pricing, demand and quality ↓ l l 4 3 4 4
n

le
io

Product pricing,
at

isk

Decreased risks
er

demand and quality 2 Residue pricing, capacity and specification ↓ l l 3 3 4 4

s
Op

Input pricing Talent development,

Low risk
leadership and diversity 3 I nput volumes ↓ l l 4 3 4 4
Medium risk Health and safety
4 Changes in law and policy ↓ l l 5 3 5 4
High risk Input volumes
Labour 5 Disruptive event ↑ l l 5 3 3 5
Major plant failure or fire availability
Disruptive and cost 6H
 ealth and safety — l l 3 4 3 4
Residue pricing, capacity event
7 Digitisation ↓ l l 3 3 4 3
and specification
Regulatory ICT failure and 8 Labour availability and cost ↑ l l 5 4 4 3
Changes
in law and compliance cyber threat
9 Major plant failure or fire — l l 3 3 3 3
policy
10 Unsustainable debt ↓ l l 2 3 2 4

11 Regulatory compliance ↑ l l 4 4 2 4
Long-term contracts
Digitisation
Fin

12 Talent development, leadership and diversity — l l 3 3 3 3

an
cia

ks

13 Long-term contracts — l l 3 3 3 3
l,

ris
leg

&
y
al

l
og

co Unsustainable debt 14 Input pricing ↑ l l 3 3 2 3

m no
pli
an e ch
ce T 15 ICT failure and cyber threat ↑ l l 4 4 5 3
risk
s
Key — ↑ ↓ l l l
Unchanged risks Increased risks Decreased risks Low risk Medium risk High risk

92 Renewi plc
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Annual Report and Accounts 2022 93
Risks and uncertainties continued

Summary of key risks

Reference numbers are consistent with those used in the heat diagram.

Strategic
report
KEY RISK KEY MITIGATION COMMENTARY KEY RISK KEY MITIGATION COMMENTARY

1. Product pricing, demand and quality 4. Changes in law and policy

That the value we receive By focusing on improving product quality, we The risk of product pricing has fallen, reflecting Adverse impacts from  orizon-scanning by competent internal
H Our business model is in line with society’s
changes in law and policy, needs for sustainable waste management.

Governance
for recycled product falls, optimise the value we receive for our products higher recyclate prices, but remains high due to specialists to ensure changes are planned
including environmental, tax

report
that markets contract, the volatility (especially in paper and metals) for and managed, and potential
Partnerships, innovation and investments in and similar legal and policy opportunities captured
Changes in law and policy occur frequently and
reducing demand for our and its importance to our margins.
cutting-edge technology that fit with market regimes, including changes this is expected to continue. The impact from
product, or we become
needs for products  lignment of business model with
A the changes is increasingly favourable as and
unable to produce to in regulatory attitude and
national and international policy and when enforced.
the required quality. Sustainable technologies that are used to behaviours as a result of
law towards more sustainable waste
align with market needs and international shifts in public opinion. Most changes in law and policy provide
Risk direction management practices
and national policy opportunities for Renewi. We see sustained
Risk direction  ngagement with regulators and legislators to
E

statements
We apply dynamic pricing that links input pressure on law and policymakers for new laws

Financial
discuss what is possible in treating waste and and policies, and on regulatory bodies to
and output prices. This leads to more
Strategic objectives to support tough but achievable sorting and enforce existing laws and policies. Maintaining
stable margins
Strategic objectives product quality targets good dialogue with governing bodies remains
1 2 4 Renegotiation of long-term and fixed-price crucially important. Potentially adverse changes
offtake contracts where appropriate 1 6
are planned for and managed.
We thoroughly understand and closely
monitor the capacity-driven markets to 5. Disruptive event

information
mitigate risk and leverage opportunities that

Other
are presented That a disruptive event such  risis protocols in place with principles
C We identified the potential threats of Covid-19 at
as a pandemic or war has that can be applied to any crisis, whatever an early stage and have a structured approach
We use multiple product offtakers to spread
severe consequences for our the nature to address the evolving situation: effective swift
the risk where appropriate
incoming waste streams, actions to protect our people, ensure customer
 usiness continuity plans in place
B
market prices, access to service and cut cost. Should current trends
2. Residue pricing, capacity and specification energy and workforce,  onitor changes in government and health
M reverse, we are prepared and able to
causing business interruption adviser advice within our operating countries manage effectively.
Lack of capacity at outlets We have experienced employees dedicated to Taxation on importing waste reduces the input or loss.
and/or inability to produce burnable and residual waste offtake markets volumes (also see risk 14). The continuing  scalation and impact scenarios for the
E The war in Ukraine is rapidly changing and initial
in specification, resulting in pressure on recycling and our investments in Risk direction geopolitical situation in Ukraine being consequences, like increased energy and diesel
A range of residue offtakers contracted to designed and implemented
increased price or limitations cutting-edge recycling technologies lead to prices and general inflation, are a reality. These
spread the risk. Contract end dates are
of disposal of burnable waste reduced residue volumes and overcapacity at risks are offset by our diesel hedge, targeted
carefully managed to avoid having to renew
and other residues. outlets. Improved output streams at ATM further price increases and dynamic pricing, limiting our
contracts simultaneously, further reducing Strategic objectives
reduces this risk. price risk.
Risk direction the risks
1
Quality control systems are in place to The calorific value of residues remains a focus Availability of energy (both fuels and
ensure specification of residues is at the for incinerators. electricity) and supply chain is a concern.
required level Potential escalation scenarios are being
Strategic objectives Input volume drops due to Covid-19 and/or the considered and mitigations are being designed
Offtake strategy designed, implemented and geopolitical situation in Ukraine may raise the
1 5 and implemented.
continuously improved risk of a failure to meet or pay contract
commitments at certain incinerators.
6. Health and safety
3. Input volumes Injury or loss of life. That Safety is a core value at Renewi.
 orporate health and safety managers and
C
we incur reputational loss, competent internal specialists in place This commitment has been translated to all
That incoming waste Effective reporting of incoming waste volumes The likelihood of a lack of input volumes or civil and criminal costs. levels of the business, demonstrated by the
volumes in the market across the Group for rapid response to market remains stable but high, due to Covid-19 and the  afety is the top agenda item at all
S
implementation of our 10 LSRs, internal audits
may fall. changes geopolitical situation in Ukraine. The reduced Risk direction management meetings
and multiple safety campaigns.
input volumes prove less impactful for Renewi  efined and tracked health and safety
D
Risk direction Rapid response to cut costs if input
and are offset by higher recyclate prices. priorities plan under way and delivering The health and safety risk is kept stable until we
volumes fall
see the improved safety performance in FY22
Public opinion continues to shift towards Strategic objectives  e actively and openly engage
W
Continued investment to secure new waste repeated next year.
increased recycling rather than incineration, with regulators
Strategic objectives streams and volumes 6
which is favourable for Renewi given our assets We have seen an important reduction in LTIs,
1 3 4 5 Market-facing, customer-focused organisation and partnerships.  afety leadership programme in place
S fires and environmental concerns. After several
Major capital deployed only if backed by  oherent targets in place for accident,
C difficult years, we are pleased to report zero
long-term contracts and appropriate margins near-miss and other key safety performance fatalities among our employees.
parameters
Please refer to the Safety section on page 89.
 omeSafe audits are performed by our
H
internal SHEQ audit team

Strategic objectives Risk direction key:

1 Leader in recycling 2 Leader in secondary material production 3 Selectively gain market share Increase Stable Decrease

4 Enable the circular economy 5 Reduce carbon emissions and waste 6 Care for people

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Annual Report and Accounts 2022 95
Risks and uncertainties continued

Summary of key risks

Reference numbers are consistent with those used in the heat diagram.

Strategic
report
KEY RISK KEY MITIGATION COMMENTARY KEY RISK KEY MITIGATION COMMENTARY

7. Digitisation 9. Major plant failure or fire

That a disruptive technology The CIO, a member of the Executive This year we have reversed this risk trend Operational failure and/or I mprovements in fire control through stricter Our fire safety programme and audits as well as
fire at a key facility leading on-site improvements in fire control processes

Governance
or business model deployed Committee, has a remit to identify future and see a declined risk in digitisation due fire control standards
to business interruption and investments have driven the number of fires

report
by a competitor or new opportunities and risks to our investments in our own digital F ire risk survey process in place including
entrant impacts our ability to customer solutions. and other costs. down this year.
Active monitoring across the Divisions and engagement with insurers and with
compete. competent external advisers
Group of new digital entrants, technology or Renewi 2.0 continues to optimise and digitise Risk direction In line with the health and safety risk, we will
Risk direction services from competitors as planned.  usiness continuity planning in place at all
B reduce the risk rating once this stronger
major sites performance is confirmed next year.
Renewi takes a fast-follow approach to We continue to monitor competitor threats and
emerging threats to keep expenditure apply a fast-follower principle. We run numerous Strategic objectives  echanical breakdown insurance in place for
M High-quality maintenance and life cycle
Strategic objectives proportionate to threat

statements
digitisation pilots within Renewi to establish at-risk facilities and reviewed on a regular programmes are in place in order to ensure

Financial
their viability, value and disruptive capability.
3 4 5 6 resilience at major unique facilities. Across our
1 2 4 5 6 Diversification of business, core operational basis for adequacy
services and products limits threat and general recycling and recovery plants, our larger
We remain alert and proactive to changes seen  ighly experienced operational teams with
H company provides flexibility to divert waste and
impact from disruptive business models in the markets around us and those emerging in in-depth knowledge of processes
and technology retain value internally in the event of a
the global waste-to-product markets. breakdown.
 egular annual and other shutdowns at key
R
Renewi’s innovation programme identifies facilities to ensure they remain well invested
opportunities ahead of competitive and maintained

information
threats and generates competitive
 usiness continuity planning includes
B

Other
advantage proactively
breakdown risk and mitigation measures
Renewi has several digital developments
under investigation to retain a competitive  ffective insurance programmes supported by
E
leading position and mitigate threats (AI, big experienced brokers
data, robotics, online/digital services,
platform services) 10. Unsustainable debt
Increased integration across the Group to
That funding is not available  ur financing structures reduce our
O The risk of unsustainable debt continues to fall
align data and increased efficiency through
or that funding sources are financing cost, continuously optimising along with our leverage.
digital automation
available, but that cash liquidity and headroom
Partnerships in place, which continue to generation is insufficient to We currently have significant covenant and
increase, and allow for collaboration on
 apital investment to meet strict return
C liquidity headroom on our main Group facility.
allow access to funding.
requirements We have a balanced maturity profile supported
industry innovations with key existing, as well
as new, players in the industry Risk direction  trong budget control on capital projects
S by the recent bond issuance and extension of
the banking facility maturity.
Renewi 2.0 transformation programme  ood balance of leased and owned assets
G

Strategic objectives  e have a diverse range of financing sources

W
8. Labour availability and cost and maturities
3 6
That there are shortages We measure employee engagement and The risks around labour availability and cost  upportive and flexible finance partners
S
of certain labour types, satisfaction through surveys have increased due to general economic I nvestment Committee in place to support
leading to unavailability conditions and macro-economics, combined Divisions with mergers, acquisitions,
We offer competitive wages
or severe wage inflation. with a relative unwillingness of the younger partnerships and investments from an
Successful recruitment programmes for generation to undertake certain forms of early stage
Risk direction drivers have continued physical labour, a lack of some core skills and an
ageing workforce.
Strengthened learning and development and
diversity and inclusion leadership
Strategic objectives
Leadership development programmes
3 6 under way

Strategic objectives Risk direction key:

1 Leader in recycling 2 Leader in secondary material production 3 Selectively gain market share Increase Stable Decrease

4 Enable the circular economy 5 Reduce carbon emissions and waste 6 Care for people

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Annual Report and Accounts 2022 97
Risks and uncertainties continued

Summary of key risks

Reference numbers are consistent with those used in the heat diagram.

Strategic
report
KEY RISK KEY MITIGATION COMMENTARY KEY RISK KEY MITIGATION COMMENTARY

11. Regulatory compliance 14. Input pricing

That we fail to comply with Effective management of all environmental Despite Renewi’s expertise in the field, That market pricing may put  rices are constantly monitored and reported
P High inflation and output price levels increases
pressure on our margins. our risk of margin erosion.

Governance
environmental permits and/ and regulatory matters arising through remaining compliant is becoming increasingly on via operational systems

report
or environmental laws and environment management systems and more difficult. Regulations are tightening,
 o deliver cost leadership in core markets we
T
regulations. regular inspections and audits analytical equipment can detect the smallest Risk direction We are pricing new business for margin over
effectively manage our costs, both structurally volume and with clear minimum returns targets.
real-time issues, and there is a less tolerant
Risk direction Monthly environmental issues reporting and operationally
attitude from regulators. As industry leader,
across all levels of organisation with prompt  here appropriate, we use longer-term
W
Renewi’s approach to regulatory compliance is Strategic objectives
follow-up contracts to limit exposure
to be transparent, forward-looking and
Experienced and competent environmental proactive in collaboration with the regulators, 1 3
Strategic objectives  argeted price increases and dynamic pricing
T
specialist employees in place not just complying with the bare minimum

statements
are used to optimise margins

Financial
1 5 6 requirements when performing our business
Community environmental engagement
activities.
performance in place as a key business 15. ICT failure and cyber threat
objective Effective mitigations are in place with our
Increasingly more difficult to comply as the environment and regulatory management That ICT failure and/or cyber  usiness continuity planning and testing in
B The inherent risk cyber threat has increased,
nature of compliance rules is often based systems, reporting, inspections and audits. crime causes business place for ICT reflecting the rising number of cyber attacks
upon best available (measurement) interruption or loss. globally. We encountered such attempts during
Internal management of compliance through  ontinued investment in upgraded systems
C
FY22 and expect this trend to continue. We have

information
capabilities. When a compliance rule does not competent specialists is recognised as key. Risk direction and infrastructure
significantly strengthened our systems and

Other
change, but the ability to measure certain
substances improves, the threshold is lowered
 egular external security tests and
R processes during the year. We have also carried
improvements throughout the year out online training for our employees about
accordingly. Our operational grip and
continuous improvements processes ensure Strategic objectives  ecurity planned at design stage in all projects
S
risks in the digital environment to ensure
we can adapt rapidly consequences of successful attempts are
1 6 and programmes
reduced.
 yber resilience software in place
C
12. Talent development, leadership and diversity The internal risk for ICT failure is limited due
 ystems hardened with improved detection
S to effective mitigations and general IT controls
That we fail to develop the Key objectives set for employee development The economy, as well as impacts of Covid-19, and other mitigations in place.
required management means that talent remains in short supply,  wareness among employees raised through
A
Performance appraisal and talent
capabilities for future needs. which is offset by further driving retention and ongoing cyber security awareness campaigns
management processes are in place
optimisation of internal talent through
Risk direction Engagement surveys are conducted and leadership development programmes and
followed up improved external talent recruitment
Leadership development programmes in capabilities. Risk direction key:
Strategic objectives place
Increase Stable Decrease
1 6 Our software solutions bring increased
structure and capabilities to learning and
development
We continue to invest significantly in our HR
teams and the supporting software solutions Financial risks Commodity price risk
Renewi takes action to insure or hedge against the most material Renewi is exposed to diesel price changes, which are
13. Long-term contracts financial risks. Details of our key policies for control of financial managed using forward contracts. The Group manages other
risks are: exposures to prices of paper, plastics, metals, residual fuels
That we enter into long-term Selective bidding on contracts, combined with The Board’s caution regarding complex and other recyclates associated with offtake through
contracts at disadvantageous strict Board controls on entering any new long-term contracts remains. Interest rate risk commercial contracting.
terms or we rely on a small major contracts, are in place Renewi has continued to limit its exposure to interest rate risk on
number of large contracts. The risks mainly reside in municipal contracts
Detailed risk assessments and due diligence and renewal risks in Maltha and Coolrec, where core borrowings by using fixed-rate retail bonds and fixed-rate Credit risk
Risk direction on contracts are conducted we are reliant on a small number of large finance leases. At the end of March 2022, circa 97% of core Credit risk is the risk of financial loss where counterparties are
contracts. borrowings were fixed. Additionally, the PPP non-recourse not able to meet their obligations. The Group has implemented
Ongoing operational improvements for floating rate borrowings are hedged for the duration of the the setting and monitoring of appropriate customer credit limits,
Strategic objectives remaining contracts continue. contracts using interest rate swaps entered into as part of often supported by credit insurance. Credit limits and
financial close of the project. outstanding receivables are reviewed monthly. The Group
1
has a policy to ensure that any surplus cash balances are
Foreign exchange risk held by financial institutions meeting minimum acceptable
Renewi operates in the UK and is exposed to translation risk into credit ratings.
Euros on the value of assets denominated in Sterling. The Group
has limited transactional risk as the Group’s subsidiaries conduct Fraud risk
Strategic objectives the majority of their business in their respective functional To mitigate the exposure to losses arising from fraud committed
currencies. Some risk arises in Euros on the export of processed on the Group or by its employees, robust internal controls and
1 Leader in recycling 2 Leader in secondary material production 3 Selectively gain market share waste from the UK to Europe. financial procedures are reviewed and tested regularly.
4 Enable the circular economy 5 Reduce carbon emissions and waste 6 Care for people

98 Renewi plc
Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 99
 VIABILITY STATEMENT SECTION 172(1) STATEMENT

Strategic
In accordance with Provision 31 of the UK Corporate The Board assessed the principal risks to the When making decisions, the Directors of Renewi plc Report. Here we identify the relevance of each

report
Governance Code, the Board has assessed the business as set out in the preceding pages and will always act in the way that they believe will best stakeholder to our business model, describe how
prospects of the Group over a period of more than concluded that eight severe but plausible risk promote the success of the Company for the benefit we engage and the key issues of discussion, list
12 months and has adopted a period of three years scenarios should be tested separately. We have also of its members as a whole, while also considering the metrics to measure stakeholder relationships and
for the assessment. This assessment was considered tested appropriate combinations of scenarios. The broad range of stakeholders who interact with and summarise the outcomes of engagement. Further
in the context of the Group’s five-year strategic risks selected for modelling are considered to be are impacted by our business. details of how the Board discharged their Section
planning process; however, for this viability those with the most significant, quantifiable potential 172(1) duties when making principal decisions

Governance
assessment only the first three years are used. The impact in the three-year period. The scenarios Throughout the past year, the Board of Directors has during FY22 are also set out on page 125 of the

report
strategic planning process includes a five-year modelled included up to 60% lower recyclate again acted to promote the long-term success of the Corporate Governance Report. Here we report the
forecast model which comprises a base case product pricing due to challenges in the offtake Company while also having due regard to the considerations made for each stakeholder and
business plan and a strategic growth plan. The markets, a 2% decline in input volumes due to an matters set out in Section 172(1) of the UK describe the strategic actions taken by the Board,
assessment of viability is modelled using the base economic downturn, a further 12-month delay in the Companies Act 2006. along with the outcomes of those principal
case business plan, within which the financials in the operational ramp-up at ATM combined with decisions.
past two years are largely extrapolations of key increased plant downtime, a 25% reduction in Directors have had regard to those specific factors as

statements
Financial
assumptions used in the budgeting process. The first long-term cost efficiencies from the Renewi 2.0 listed below, as well as others that are relevant to Renewi is a waste-to-product company and, as such,
three years of the plan represents the period over programme, an extended increase to diesel and the particular decisions being made. The Board, environmental and sustainability matters are at the
which the Group’s risk would have the most adverse energy prices, a cyber attack which severely impacts however, acknowledges that not every decision may heart of what we do. The consideration and impact of
impact and is the period that the Group gives most our ability to operate for a period of up to one month result in a positive outcome for all stakeholders. By the Group’s operations on the environment and our
focus to in the forecasting process. The strategic and a settlement of the potential maximum claim of considering our purpose and values, together with wider contribution to the circular economy are
growth plan represents the longer-term strategic €63m in FY24 arising from the European Commission our strategic priorities, the Board aims to ensure evidenced throughout the Strategic Report section of

information
goals of the Group, including elements of our investigation into alleged state aid in Belgium. For that decisions are consistent and intended to this Annual Report and also in our FY22 Sustainability

Other
innovation pipeline, which are expected to deliver each scenario, the Group has also identified the promote the Company’s long-term success. Review, which will be available on our website in late
significant growth in the later years of the five-year mitigation steps it would take to reduce the risk and June 2022.
plan, but the benefits of any projects not yet formally performed the scenario testing on that basis. These The Company continued its engagement with key
approved by the Board are not included in our mitigations include the deferral of capital stakeholders throughout the year to deepen Our Directors recognise the importance of
viability assessment modelling. expenditure, working capital controls, pricing understanding of the issues and factors that are increasing engagement with the widest range of
increases commensurate with cost inflationary significant for them. Our key stakeholders are set stakeholders, taking decisions that will support the
The key assumptions made in Renewi’s long-term changes and other discretionary cash flows. out in the Connecting with our Stakeholders section circular economy and at the same time operating
financial model are: economic growth following the on pages 119 to 124 of the Corporate Governance in a way that helps secure the long-term success of
Covid-19 pandemic; continuing growth opportunities The Group’s liquidity and financial headroom have the business.
leading to further margin improvements in the been assessed and incorporated within the risk-
Commercial Waste Division; long-term recovery at scenario modelling. Based on the consolidated S.172 factor Relevant disclosure
ATM; and the delivery of the Renewi 2.0 programme. financial impact of the sensitivity analysis and
a. Likely consequences of any decisions in A message from the Chairman (page 24)
The ATM recovery includes returning to higher soil associated mitigating actions that are either in place
the long term A message from the CEO (page 28)
production levels along with the completion of or could be implemented, it has been demonstrated
certification and ramp-up of production of higher- that the Group maintained headroom in the event of Finance Review (page 46)
value secondary raw materials. The Renewi 2.0 each of the separate scenarios and the combined Our key stakeholders (page 120 to 124)
programme is forecast to deliver a minimum of €20m scenarios occurring. Principal decisions in FY22 (page 125)
of annual cost benefits in FY24. It has been assumed
b. Interests of the Company’s employees Employee engagement (page 84)
for viability modelling that the €75m Retail Bonds Having considered all of the elements of the
which mature in July 2024 will be replaced and the assessment, the Directors confirm they have a Diversity (page 87)
existing €400m RCF facility will be replaced with a reasonable expectation that the Group will be able to Care for people (page 84)
facility of equivalent value in FY25. continue in operation and meet its liabilities as they c. Need to foster the Company’s business Connecting with our stakeholders (page 119)
fall due for the period of assessment. relationships with suppliers, customers and Modern slavery statement (renewi.com/en/our-policies)
others

d. Impact of the Company’s operations on Sustainability Review (to be released late June)
the community and environment TCFD (climate) disclosures (page 66)
Communities (page 87)
e. Desirability of the Company maintaining Care for people (page 84)
a reputation for high standards of
Values (page 36)
business conduct
Risk management (page 90)
Audit Committee Report (page 129)
Code of Conduct (renewi.com/en/our-policies)

f. Need to act fairly between the members Principal rights and obligations attaching to shares (page 157)
of the company Annual General Meeting (page 158)
Shareholder engagement (page 115)

100 Renewi plc

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Renewi plc
Annual Report and Accounts 2022 101
 GOVERNANCE REPORT
Moerdijk ATM, Mineralz & Water

Renewi plc
Annual Report and Accounts 2022 103
 3
Governance

Strategic
at a glance

report
A snapshot guide to corporate
governance at Renewi – committee
reporting to the Board of Directors, Connecting with our stakeholders
and Board membership, attendance Our approach to workforce engagement, how

Governance
and meetings calendar during FY22. we engaged with our stakeholders over the

report
course of the year, and the outcomes of our
engagement can be found from page 119

1
onwards, where we look in detail at our key
stakeholder groups: waste-producing customers,
product customers, Innovation Partners,
Suppliers, Employees, Local communities,

statements
Financial
Government, Regulators, Investors, Lenders and
the Global Community.

Principal decisions
Information about the decisions and
discussions that were material or

information
strategic to the Group and significant to
Engaging with our workforce

Other
our stakeholder groups can be found on
page 125. These include investment in Find out about our approach to workforce
innovation, safety and ISRS engagement, and how our Board-designated

2
(International Sustainability Rating Non-Executive Director, Jolande Sap, assisted the
System) framework, and investment Board with workforce engagement, on page 126.
in cyber security.

Introducing our new CFO

We have appointed Annemieke den Otter as
our new Chief Financial Officer. Anniemieke
joins us on 1 June 2022, succeeding Toby
Woolrych. To find out more about Annemieke Director tenure
see our questions and answers on page 116, As at 31 March 2022
where you can find out about what attracted
Annemieke to Renewi, the attributes she will
Our Board
As at 31 March 2022
bring, and her leadership style.
3 2 1 2
75%
Board
25%
Female
2–4 years 4–5 years 5–9 years

*Toby Woolrych left the Company

9+ years*

independance representation on 31 March 2022 and Marina Wyatt

steps down from the Board at the
(FY21: 75%) (FY21: 25%) conclusion of the AGM in July 2022

11
Number of
100%
Board meeting
Board nationality
As at 31 March 2022
Board meetings attendance
Seraing, Commercial Waste Belgium

(FY21: 13) (FY21: 100%)

4
Dutch
3
British
1
Belgian

104 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 105
 The Board

Strategic
of Directors

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

Governance
report
statements
Financial
information
Other
Ben Verwaayen, MSC Allard Castelein, MD Marina Wyatt, MA, FCA Jolande Sap, MSC Luc Sterckx, MSc, PhD Neil Hartley, MA, MBA Otto de Bont, MSc Annemieke den Otter,
Chairman Senior Independent Director Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Chief Executive Officer MA, RC
Chief Financial Officer
Appointed April 2019. (designate)
Appointed April 2020. Appointed January 2017. Appointed April 2013. Appointed April 2018. Appointed September 2017. Appointed January 2019. Skills and experience
Skills and experience Skills and experience Skills and experience Skills and experience Skills and experience Skills and experience Otto was promoted to the role Appointed June 2022.
Ben has a breadth of Allard is currently President Marina currently holds the Between 2008 and 2012, Luc started his career at Exxon Neil is a Partner at Buckthorn of Chief Executive Officer in Skills and experience
experience, having been the and Chief Executive Officer of position of Chief Financial Jolande represented the Chemicals, before becoming Partners, a private equity firm April 2019. Prior to this, he was Annemieke joins the Board on
CEO of several companies, the Port of Rotterdam, having Officer of Associated British Dutch Green Party, the CEO of Indaver and that invests in businesses that the Managing Director of 1 June. Previously she held the
including Alcatel-Lucent SA been appointed in 2014. He Ports. She is a Chartered GroenLinks, in the lower subsequently joining the support the integration of Renewi’s Commercial Waste position of CFO of ERIKS, a €1.7
and BT plc. He held the qualified as a medical doctor Accountant, a Fellow of the house of the Dutch executive committee of renewable energy, lowering Netherlands Division, playing billion revenue global
position of vice chairman and before pursuing an Institute of Chartered parliament, leading the party PetroFina, where he served as emissions, increasing energy a central role in the integration engineering components and
chief operating officer of international career in the Accountants and a graduate of from 2010. Prior to that she managing director of Fina efficiency, decarbonisation of of Shanks Group plc with Van service provider (privately owned
Lucent Technologies Inc, was energy sector, holding a the University of Cambridge. worked as an economist, and Holding Deutschland and as industrial processes and other Gansewinkel Groep B.V. Before and part of SHV group). From
president of KPN and a number of senior positions at Marina spent the first part of between 1996 and 2003 at the group senior vice president for improvements to existing joining Renewi, Otto worked 2016, she served for five years as
non-executive director of Shell in various countries, her career at Arthur Andersen Dutch Ministry of Social Affairs SHEQ matters worldwide. He energy infrastructure. He has for a number of blue-chip the CFO of Ordina, a Dutch
Bharti Airtel. He has also been culminating in the post of Vice in the UK and on overseas and Employment, where she was then appointed CEO of an MBA from Harvard Business companies including United software company listed on the
chairman of a number of President Environment of assignments before joining headed the Incomes Policy Oleon where he led a School and is also a graduate Technologies’ divisions Otis, Amsterdam Stock Exchange.
companies and industry Royal Dutch Shell in 2009. He Psion PLC, where she became Department, before being successful management of Oxford University in Carrier and Chubb and Earlier in her career she worked
bodies including the CBI is a senior member of several group finance director in 1996. appointed a director of buyout. Luc was subsequently engineering, economics and General Electric’s Plastics and for three years at VolkerWessels,
Energy and Climate Change Dutch trade organisations In 2002, she joined Colt LEEFtijd, a consultancy for appointed as CEO of management. Neil has a total Security divisions. During his one of the large construction
Board in the UK. Ben currently including the Economic Board Telecom plc as chief financial sustainable employment SPE-Luminus in 2005, the of 16 years in private equity, six years at United companies in the Netherlands.
serves as a non-executive of Zuid Holland and the officer and then in 2005, ahead issues. Jolande is currently on second largest power and gas and prior to that, spent six Technologies, Otto spent time Prior to this she worked for ING
director on the boards of Confederation of Netherlands of its IPO, she became chief the Board of the Dutch company in Belgium, created years in investment banking in various managerial and Macquarie Bank and lived in
Ofcom and Akamai Industry and Employers. financial officer of TomTom NV Emission Authority (NEA), a as a result of a multi-party with Simmons & Company positions culminating in his London for five years. Since 2020,
Technologies Inc. He is a based in Amsterdam. In 2015 member of the Supervisory merger. Luc is an INSEAD International, specialising in role as president of Chubb she has been a Supervisory
Founding Partner at venture she was appointed chief Boards of KPMG (Netherlands) certified international director corporate finance, M&A and Continental Europe. Board member of ForFarmers
capital company Keen Venture financial officer of UBM plc and and Royal KPN N.V. and chairs and a specialist in internal capital raising in the energy N.V., an international
Partners LLP. Ben graduated following UBM’s takeover she Fairfood International. governance. He currently sector. Neil has also been a organisation offering feed
from Utrecht University with a moved to her current role at Jolande graduated from the holds a number of non- management consultant at solutions for livestock farming.
master’s degree in Law and ABP. Marina is a Member of the Tilburg University in executive and advisory McKinsey & Company Inc and Annemieke holds a master’s
International Politics. Supervisory Board of Lucas economics. positions, specialising in the spent seven years in technical degree in English and Literary
Bols N.V. fields of energy and chemicals, and line management roles Science from the Vrije
renewables and corporate with Schlumberger as a field Universiteit, Amsterdam and has
governance. service manager and field a post-masters degree in finance
engineer. and control from Erasmus
University, Rotterdam (Register
Key: Committee Membership: Audit Nomination Remuneration Safety, Health and Environment Chair Controller in Dutch).

106 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 107
 The Executive

Strategic
Committee

report
Our CEO and CFO are
Committee members are a strong also members of the
combination of industry experts and Executive Committee.
talented leaders from other sectors – See their biographies
benefiting Renewi with extensive on page 107

Governance
knowledge and exciting new perspectives

report
statements
Financial
information
Marc den Theo Olijve Mark Thys James Priestley Helen Maarten Daniël Post Patrick Deprez Baukje Jeanine Bas Van Ginkel

Other
Hartog  anaging Director,
M  anaging Director,
M Managing Director, Richardson Buikhuisen Transformation Product Sales Dreimuller Peppink-Van  trategy and
S
 anaging Director,
M Mineralz & Water Commercial Waste Specialities Human Resources Chief Information Director Director General Counsel der Sterren Business
Commercial Waste Belgium Director Officer SHEQ Development
Netherlands Skills and Skills and Skills and Skills and Skills and Director
experience Skills and experience Skills and Skills and experience experience experience Skills and
Skills and Theo joined Renewi experience James was experience experience Daniël joined Renewi Patrick has been a Baukje has extensive experience Skills and
experience in 2019. He worked in Mark joined Renewi appointed as Helen joined Renewi Maarten joined in 2020 as Transfor- member of the Group experience from Jeanine joined experience
Marc joined Renewi senior management in 2021 as Managing Managing Director of on 1 April 2019 as HR Renewi in January mation Director. since 1998. He has leading legal firms Renewi on 1 October Bas joined Renewi in
in 2021 as Managing positions in the Director, Commercial the Municipal Director. Helen has a 2020 with more than Before joining held various roles Simmons & 2021 as Group SHEQ 2018 as Strategy
Director, Commercial petrochemical Waste Belgium. He Division in 2016. He strong track record in 20 years of IT Renewi, Daniël spent including Belgium Simmons, Ashurst Director. Previously, Director and was
Waste Netherlands. industry and liquid previously worked has a wide range of international HR experience, having more than 23 years Regional Director, and Houthoff. She she was Group promoted to join
He previously bulk terminals for for Eurofins experience running leadership roles. She worked in a number in the energy and oil Group SHEQ, and has joined Renewi in SHEQ-CSR Director Renewi’s Executive
worked for Corbion more than 25 years. Scientific, where, and improving has worked across of global IT leadership and gas industries, been a member of 2017 from Houthoff, for Royal IHC and Committee on 1
N.V., a multinational Theo was divisional since 2019, he held businesses in Europe various industries roles. Prior to joining first working for the Executive where she held the lead assessor and February 2019. Prior
company where he vice president for the position of global and America. Prior to including FMCG, Renewi, Maarten had Schlumberger, where Committee since position of senior environmental to joining Renewi,
held a number of LyondellBasell, chief transformation joining he was telecommunications, various international he started his 2012.Before joining lawyer within the verifier for Lloyd’s Bas held senior
senior management where he was officer. Prior to that, president Europe for real estate develop- business and IT roles international career, the Group, he was the corporate transac- Register. Other senior positions at Philips
positions. Prior to responsible for he built his career at RGIS, an inventory ment and retail. Most at Heineken, an and then at GE Oil & head of the waste tion (M&A) depart- positions involved Lighting and Bain &
this, he held senior global Goodyear Dunlop, services company recently, Helen held internet B2C start-up Gas in operational division at B&P Sobry ment. In this overall responsibility Co. He holds an MBA
positions at Croklaan manufacturing. completing various owned by various HR leader- and at Alcatel in and commercial line NV for almost 10 capacity, Baukje was for quality assurance from Harvard
and at Unilever. Marc He was also international Blackstone. After ship roles at Danone telecommunication. management roles. years. Patrick has a very closely involved and control, Business School in
holds a master’s managing director of assignments and starting his career at Nutricia. During this During this period, he Daniël holds an MSc degree in environ- with the VGG-Shanks environment, health the US, plus an MSc
degree in Chemistry the Odfjell Terminal holding a number of ICI, he moved on to period, Helen played delivered business in Mining & mental management. merger having led and safety, security in Business
from the University Rotterdam, where he senior positions. gain extensive a leading role in the and IT transforma- Petroleum Engineer- much of the and sustainability. Administration and a
of Leiden. was responsible for Mark holds a management integration of several tions, global ERP ing from Delft deal-related legal Jeanine holds a BSc in Economics
restoring the master’s degree in experience at Ford, businesses, programmes, digital University of activity. Baukje holds master’s degree from from the University
operation and Commercial British Airways and professionalising HR innovations and Technology and an master’s degrees in the University of of Groningen.
compliance after a Engineering and an Tesco and consulting by driving employee data-driven organisa- MBA from IMD. both Dutch Law and Technology of
safety shutdown in Executive MBA in with Alix Partners. He engagement, putting tions. Maarten has a International and Eindhoven in
2012. Theo holds a Business has a degree in talent management bachelor’s degree in European Law from Industrial Engineer-
master’s degree in Management. Chemical at the heart of the Information Radboud University ing & Management
Chemical Engineering and an organisation and Technology and an in Nijmegen. Science and an MBA
Engineering from the MBA. improving HR MBA from the from the Vlerick
University of services. University of University.
Groningen. Bradford.

While the Executive Committee does not have specific powers of its own delegated by the Board, the Chief Executive Officer is assisted in the
performance of his duties by the Executive Committee, which meets monthly and comprises the Chief Executive Officer, Chief Financial Officer,
Divisional Managing Directors and Corporate Function Directors. Key: Divisional Manager Functional leader

108 Renewi plc

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Renewi plc
Annual Report and Accounts 2022 109
 Corporate
Governance

Strategic
report
Report
This report explains the structures, processes
and procedures employed by the Board to
ensure that Renewi’s high standards of

Governance
corporate governance are maintained

report
throughout the Group.

statements
Financial
On behalf of the Board, I am pleased to present our The Board is required to confirm that the Annual Report and The Board fully supports the principles of
Corporate Governance Report and confirm our compliance Accounts, taken as a whole, is fair, balanced and understandable, good corporate governance. The Corporate
with the UK Corporate Governance Code published in July and provides the information necessary for shareholders to
Governance Report, together with the Directors’
2018, for the year ended 31 March 2022. assess the Group’s performance, business model and strategy.
The Audit Committee has again assisted the Board in its Remuneration Report on pages 138 to 155,
explains how the Group has applied and

information
We believe that both the Board collectively and Directors assessment of these matters, together with those of Going

Other
individually have a responsibility to set and demonstrate high Concern and Viability Statement disclosures. The full Audit complied with the provisions of the
standards of corporate governance. The following pages outline Committee Report is set out on pages 129 to 134. UK Corporate Governance Code 2018
the structures, processes and procedures by which the Board
We began FY22 with the consolidation of our share capital on the
for the year to 31 March 2022.
ensures that these high standards are maintained throughout
the Group. basis of one new ordinary share with nominal value of £1.00 for There was one item with which the Group did not comply during
every 10 existing ordinary shares of 10 pence. I am pleased to the year, in relation to the legacy pension arrangement for the
As in FY21, the Covid-19 pandemic once again proved to be a test report a steady increase in share price since the completion of CFO which remained at an above average workforce level up until
for Renewi’s solid governance foundations. Although some the consolidation. the date of his leaving the Group on 31 March 2022.
Directors were able to meet in person, due to international travel
restrictions the full Board was again unable to physically meet This year, the Board has paid particular attention to Renewi’s The Board
during FY22. Despite these challenges, by making the best use of investments and innovation pipeline, which you can read more The Board comprises the Chairman, a further five independent
technology, the Board and its Committees continued to meet about on page 125. Non-Executive Directors, the Chief Executive Officer and the Chief
regularly, collaborate and maintain control of its governance Financial Officer.
processes and activities in what has been a successful year, with The Safety, Health and Environmental Committee has continued
results ahead of expectations. the implementation of International Sustainability Rating System The Chairman, who is independent, has primary responsibility for
(ISRS), a structured framework for managing safety and running the Board. The Chief Executive Officer is responsible for
The Board recognises that over the duration of the pandemic, its sustainability processes. the operations of the Group and for the development of strategic
ability to engage with all stakeholders has been impacted to plans and initiatives for consideration by the Board. The formal
varying degrees but is now looking forward to resuming a more The Nomination Committee has had a particularly busy year, division of responsibilities between the Chairman and the Chief
normal level of engagement over the coming year. Structure of the Governance section continuing to work on succession planning, with CFO, Toby Executive Officer has been agreed by the Board and documented,
Woolrych, leaving the Board on 31 March 2022, and Non- a copy of which is available on the Group’s website.
Over the course of the year, the Board has continued to Renewi’s governance framework page 112 Executive Director, Marina Wyatt, stepping down from the Board
demonstrate compliance with the Companies (Miscellaneous at the conclusion of the 2022 AGM. We are pleased to welcome to The Non-Executive Directors bring a wide range of experience to
Reporting) Regulations 2018 and the revisions to the Corporate Renewi’s Board Committees page 113 the Board, CFO designate, Annemieke den Otter, who will be the Group and are considered by the Board to be independent of
Governance Code. The Report includes a statement disclosing its How Renewi has complied with page 114 appointed on 1 June 2022. There has also been the creation of a management and free from any business or other relationship
compliance with the UK Corporate Governance Code 2018, the UK Corporate Governance Code new role within the Executive Committee, Group SHEQ Director, that could materially interfere with the exercise of their
which can be found on pages 114 to 118, and a disclosure of how leading to the appointment of Jeanine Peppink-Van der Sterren independent judgement.
Connecting with our stakeholders page 119
the Company engages with its stakeholders, which can be found on 1 October 2021.
on pages 119 to 124. Principal decisions in FY22 page 125 The Non-Executive Directors make a significant contribution to
The Remuneration Committee was similarly focused on the functioning of the Board, thereby ensuring that no individual
Engaging with our workforce page 126
The Non-Executive Directors, all of whom the Company regards considering Board composition and succession. The full or group dominates the decision-making process.
as independent, bring considerable international experience to Safety, Health and Environment page 127 committee reports can be found on pages 127 to 155.
the Board across a number of sectors. They play a full role in Committee Report Non-Executive Directors are not eligible to participate in any of
constructively challenging and developing strategic proposals, the Company’s share option or pension schemes. The Chairman
Audit Committee Report page 129
as well as chairing and being members of Board Committees. also meets and communicates regularly with the Non-Executive
The Executive Directors implement Board strategy to deliver Nomination Committee Report page 135 Directors without the presence of the Executive Directors.
growth and returns by driving margin expansion, investing in
Director’s Remuneration Report page 138
infrastructure and actively managing the portfolio of businesses. The Senior Independent Director is available to shareholders in
In particular, the Board ensures that the Group as a whole Other disclosures page 156 Ben Verwaayen instances where the Chairman, Chief Executive Officer or Chief
remains committed to achieving the highest standards of legal Chairman Financial Officer have failed to resolve the concern, or where such
Directors’ Responsibilities Statement page 159
compliance, environmental protection and safety. 24 May 2022 contact is inappropriate.

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Annual Report and Accounts 2022 111
Corporate Governance Report continued

Board governance In reviewing Renewi’s overall corporate governance Gender diversity As required under the UK Corporate Governance Code, Marina
There is a formal schedule of matters reserved specifically for the arrangements, the Board continues to give equal consideration Wyatt has current and relevant financial experience. She is a
Female Male

Strategic
Board’s decision. These include approval of financial statements, to balancing the interests of customers, shareholders, employees Chartered Accountant and currently holds the position of Chief

report
strategic policy, acquisitions and disposals, capital projects over and the wider communities in which Renewi operates. Number % Number % Total Financial Officer of the Associated British Ports Group. The
defined limits, annual budgets and new borrowing facilities. The Board 2 25 6 75 8
Nomination Committee is in the process of finding a new
Board meets regularly, having met 11 times during the year. Board induction and development Non-Executive Director to replace the chair, Marina Wyatt, as she
On appointment, Directors are given an introduction to the Executive Committee 3 23 10 77 13 will not be seeking re-election at the AGM.
The Board is provided with appropriate information in a timely Group’s operations, including visits to principal sites and Senior managers 80 22 281 78 361
manner to enable it to discharge its duties effectively. All meetings with operational management. Specific training The Board considers that the Audit Committee as a whole has

Governance
Directors have access to the Company Secretary, whose role requirements of Directors are met either directly or by the Group 1,328 20 5,310 80 6,638 competence relevant to the waste-to-product sector.

report
includes ensuring that Board procedures and regulations are Company through legal/regulatory updates. Unfortunately, Data as at 31 March 2022. Female representation on the Board will increase to 37.5% in
followed. In addition, Directors are entitled, if necessary, to seek due to the Covid-19 pandemic, the Board has only just been June 2022 upon Annemieke den Otter joining as Chief Financial Officer. The Executive Directors and representatives from the external
independent professional advice in connection with their duties able to resume its usual programme of site visits to review auditors are regularly invited to attend meetings. The Committee
at the Company’s expense. operations and safety. Board balance also has access to the external auditors without the presence of
the Executive Directors.
Female Male
In recognition of the importance of their stewardship Diversity

statements
Financial
responsibilities, the first standing item of business at every All Board appointments are based on merit and against objective Executive Directors 0 2 The Audit Committee Report on pages 129 to 134 sets out the role
scheduled Board meeting is the consideration of health and criteria, but within this context the Board believes that inclusion Non-Executive Directors 2 4
of the Committee and its main activities during the year.
safety and environmental matters. Other regular reports include and diversity, in its broadest sense, including gender and
those from the Chief Executive Officer and Chief Financial Officer, ethnicity, should be promoted, as they are an important factor in Remuneration Committee
covering business performance, markets and competition, Board effectiveness. In particular, role profiles for any Board The Nomination Committee and the Board continue to closely The Remuneration Committee met four times during the year
investor and analyst updates, as well as progress against vacancies will incorporate any necessary skills or strengths that monitor all aspects of diversity in recruitment and promotions and is formally constituted with written terms of reference, which

information
strategic objectives and capital expenditure projects. may be required, to either fill any gaps or complement existing across the workforce. To assist in the process, a Diversity and are available on the Group’s website. The Committee is made up

Other
Board member competencies. Inclusion Board has been appointed to help advise the Board on solely of Non-Executive Directors: Neil Hartley, who chairs the
All Directors are required to notify the Company on an ongoing how to embed diversity and inclusivity within the organisation. Committee, Allard Castelein and Luc Sterckx. The Committee
basis of any other commitments. Through the Company The Board recognises both the Lord Davies and Hampton- formulates the Company’s Remuneration Policy and the
Secretary, there are procedures for ensuring that the Board’s Alexander Reviews on female representation, including the Statistical employment data for the Group can be found in the individual remuneration packages for Executive Directors. The
powers for authorising Directors’ conflicts of interest are recommendation that 33% of FTSE 350 board positions should Sustainability Review, which is available on the Renewi website. Committee also determines the remuneration of the Group’s
operated effectively. be held by women by 2020. In response to these reports, Renewi, Further summary details, in addition to those shown below senior management and that of the Chairman.
which sits outside the FTSE 350 currently, has set a target of 25% including those on gender pay gap reporting, can also be found
Four formal Committees (Audit, Remuneration, Nomination, and female representation within the Company and senior in the Care for People section from page 84. The Committee recommends the remuneration of the Non-
Safety, Health and Environment) further support the work of the leadership team by 2025. The Board also acknowledges that the Executive Directors for determination by the Board. In exercising
Board. In addition, while not a committee with specific powers of Parker Review recommends that each FTSE 250 board has at Audit Committee its responsibilities, the Committee has access to professional
its own delegated by the Board, the Executive Committee assists least one director from an ethnic minority background by 2024. The Audit Committee met three times during the year and is advice, both internally and externally, and may consult the
the Chief Executive Officer in the performance of their duties. The Board comprises individuals from diverse professional formally constituted with written terms of reference, which are Chief Executive Officer about its proposals. The Directors’
This Committee meets monthly and comprises the Chief backgrounds and a number of European nationalities, reflecting available on the Group’s website. The Committee is made up Remuneration Report on pages 138 to 155 contains particulars
Executive Officer and Chief Financial Officer, the Divisional the range of countries in which Renewi operates. You can read solely of Non-Executive Directors: Marina Wyatt who chairs the of Directors’ remuneration and their interests in the
Managing Directors and Corporate Function Directors. In more about our approach to Board diversity in the Nomination Committee, Neil Hartley, Luc Sterckx and Jolande Sap. Company’s shares.
addition, there are a number of specialist committees covering Committee Report on page 135.
Risk, Investment, Data and IT, and Sustainability matters.

Renewi’s Governance Framework Board meetings and attendance in FY22

Safety,
BOARD OF DIRECTORS Audit Remuneration Nomination Health and
Board
Committee Committee Committee Environment
Committee
Principal Board
Committees

AUDIT COMMITTEE SHE (SAFETY, HEALTH REMUNERATION NOMINATION COMMITTEE

AND ENVIRONMENT COMMITTEE Number of meetings held 11 3 4 4 4
COMMITTEE)
Ben Verwaayen 11/11 4/4
See pages 129-134 See pages 127-128 See pages 138-155 See pages 135-137
Allard Castelein 11/11 4/4 4/4 4/4

EXECUTIVE COMMITTEE Marina Wyatt 11/11 3/3 4/4

Jolande Sap 11/11 3/3 4/4

Committees

Luc Sterckx 11/11 3/3 4/4 4/4 4/4

Specialist

INVESTMENT DATA AND SUSTAINABILITY GREEN FINANCE DIVERSITY & Neil Hartley 11/11 3/3 4/4 4/4 4/4
RISK COMMITTEE COMMITTEE IT BOARD COMMITTEE COMMITTEE INCLUSION BOARD
Otto de Bont 11/11

Toby Woolrych 11/11

OPERATING DIVISIONS

112 Renewi plc

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Corporate Governance Report continued

D
Nomination Committee The Board discharges its responsibilities, as set out in the Shareholder engagement London, E1 6PW on Thursday, 14 July 2022 at 11.00 a.m. A Notice
The Nomination Committee met four times during the year and Corporate Governance Report on pages 110 to 126, through a The Board aims to engage with shareholders and of AGM, setting out detailed arrangements, will be sent in

Strategic
is formally constituted with written terms of reference, which are programme of Board and Committee meetings that includes understand their issues and concerns. Whether from advance to all registered holders of ordinary shares and, where

report
available on the Group’s website. The Committee is made up reviews of financial performance, critical business issues, and large institutional or smaller private shareholders, the Board requested, to the beneficial holders of shares, and will also be
solely of Non-Executive Directors: Ben Verwaayen, who chairs short and long-term planning and strategies. endeavours to respond to all queries and questions, although available on our website at renewi.com.

B
the Committee, Allard Castelein, Marina Wyatt, Jolande Sap, Neil responses may be facilitated through management. Renewi aims
Hartley and Luc Sterckx. Renewi’s purpose, values and culture to present a balanced and understandable assessment of our Wider stakeholder engagement
Renewi’s purpose is to protect the world by giving new strategy, financial position and prospects when reporting to The Directors recognise the fundamental importance of
The Committee is responsible for making recommendations to life to used materials. The Group focuses on making shareholders and other interested parties. The investors pages of promoting the long-term success of the Company. Clear

Governance
the Board on the appointment of Directors and succession valuable products from waste, rather than on its disposal renewi.com contain a wide range of information of interest to communication and proactive engagement to understand the

report
planning. It also reviews organisation and resourcing plans for through incineration or landfill. The Company meets the growing institutional and private investors. Board members are kept issues and factors that are most important to stakeholders are
the purpose of providing assurance that appropriate processes need to deal with waste sustainably and cost-effectively and is informed of any issues and receive regular reports and fundamental to this.
are in place to ensure a sufficient supply of competent executive positioned higher up the value chain in the segments expected presentations from executive management and our advisers to
and senior management. to show the highest structural growth. Renewi’s values are the assist them in developing an understanding of our major A summary of our approach to stakeholder engagement and its
foundation for everything that Renewi does and has helped the shareholders’ views about Renewi. consideration in decision-making is set out on pages 119 to 124.
The Nomination Committee Report on pages 135 to 137 sets out Group build a culture of togetherness and One Renewi. They Our Section 172(1) statement is set out on page 101.

statements
Financial
the role of the Committee in further detail and its main activities illustrate that how Renewi acts is just as important as what All Board members ordinarily attend the AGM to answer questions
during the year. Renewi does. The Group uses its values as a guide for behaviours raised by shareholders, including private investors. Details of proxy Renewi has an active investor relations programme to engage
and decision-making. voting by shareholders, including votes withheld, are given at the with institutional investors, analysts, press and other interested
Safety, Health and Environment Committee AGM and are posted on our website following the AGM. parties. The Company uses multiple channels to do this,
The Safety, Health and Environment Committee, met four times The Board has designated Non-Executive Director Jolande Sap including its results presentations, capital markets day, reports,
during the year and is formally constituted with written terms with responsibility for monitoring workforce culture and All resolutions were approved by shareholders at the Company’s regulatory news announcements, press releases, AGM, face-to-

information
of reference, which are available on the Group’s website. employee engagement. Together with the Group HR Director, 2021 AGM. The Company’s 2022 AGM will be held at the offices of face meetings including roadshows, videos, the corporate

Other
The Committee is made up solely of Non-Executive Directors: Jolande also has responsibility for making regular reports to the Ashurst LLP, London Fruit & Wool Exchange, 1 Duval Square, website, LinkedIn and other social media channels.
Luc Sterckx, who chairs the Committee, Allard Castelein and Board. For more information, see the Engaging with our
Neil Hartley. Workforce section on page 126.
Director roles and responsibilities
The Committee is responsible for making recommendations The Audit Committee received regular updates on a range of risk
to the Board over safety, health and environmental matters. and compliance matters including reports and presentations on
It reviews safety, health and environmental performance, whistle-blowing and integrity issues as well as the results of Chairman Senior Independent Non-Executive Directors
providing guidance on the implementation of appropriate internal audits, which provided insight into the risk and control Ben Verwaayen Non-Executive Director (SID) Neil Hartley
measures to protect the environment and keep people safe. environment both within the Group and within individual areas Allard Castelein Jolande Sap
Responsibility Marina Wyatt
of the business. The Committee reviewed the steps taken by
Responsible for leading the Board, Responsibility Luc Sterckx
The Safety, Health and Environment Committee Report on page senior management to address weaknesses identified. Where ensuring its effectiveness in all aspects of Provides a sounding board for the Group
127 sets out the role of the Committee in further detail and its concerns remained, the Committee ensured further action was its role and developing the Group’s Chairman and discusses concerns that Responsibility
main activities during the year. taken, including requesting further information monitoring and, culture with the Group Chief Executive. can’t be resolved through the normal Responsible for bringing an external
if required, follow-up audits. For more information, see pages 129 Promotes high standards of integrity and channels or where such contact would be perspective, sound judgement and
Other information to 134. governance across the Group and inappropriate with shareholders and objectivity to Board discussion and
ensures effective communication and other stakeholders. Is available to decision-making, and to support and
Other information, necessary to fulfil the requirements of the
understanding between the Board, shareholders if they have concerns that constructively challenge the Executive
Corporate Governance Statement, relating to the Company’s As part of its considerations, the Remuneration Committee also management, shareholders, and cannot be resolved through the normal Directors using their broad range of
share capital structure and the appointment and powers of the reviewed the Company’s approach to rewarding the workforce. wider stakeholders. channels of Chairman, CEO or CFO, or experience and expertise.

C
Directors, can be found in the Other Disclosures section on pages where such contact is inappropriate. Can
156 to 158. Resources and controls be contacted via the Company Secretary
The Board ensures that necessary resources are in place at the UK corporate head office.
to help the Company to meet objectives and measure
HOW RENEWI HAS COMPLIED WITH THE UK performance.
CORPORATE GOVERNANCE CODE Chief Executive Officer (CEO) Chief Financial Officer (CFO) Company Secretary
Otto de Bont Annemieke den Otter with effect Philip Griffin-Smith
Renewi’s statement of compliance, together with the wider The system of internal control is based on a continuous process
from 1 June 2022
Corporate Governance Report and other sections of this Annual of identifying, evaluating, and managing risks, including the risk Responsibility Responsibility
Report, describes how the Company has applied the main management framework outlined on page 91. The Risk Responsible for the management of all Responsibility Responsible to the Chairman for ensuring
principles of good governance in the UK Corporate Governance Committee is a critical component of our risk management and aspects of Renewi’s businesses, Responsible for the management of that all Board and Board Committee
Code, published by the UK Financial Reporting Council (FRC) in controls architecture. It provides direct assurance to the Audit developing the strategy in conjunction Renewi’s Finance, Corporate Treasury, meetings are conducted properly, that
July 2018, a copy of which is available on its website, frc.org.uk. Committee on a number of matters, including the preparation with the Chairman and the Board and Strategy, Corporate Development and Directors receive appropriate information
leading its implementation. The CEO Investor Relations. prior to meetings to enable them to
and review of risk registers and the promotion of risk awareness.
chairs the Executive Committee, which is make an effective contribution, and
BOARD LEADERSHIP AND COMPANY PURPOSE

A
Complementing this, our internal key controls framework the vehicle through which the CEO’s that governance requirements are
The Board’s role ensures monthly execution and review of our (financial) key authority is exercised. The Executive considered and implemented. All
The Board comprises Directors from a diverse range of controls. Our internal audit function aims to improve Renewi’s Committee meets monthly and Directors have access to the advice of the
skills, nationalities and professional backgrounds, as set overall control framework and evaluate and improve the design comprises the CEO, CFO, Divisional Company Secretary. Both the
out in their biographies on pages 106 to 107 and on pages 135 to and effectiveness of control processes, reporting the results of its Managing Directors and Corporate appointment and removal of the
137 of the Nomination Committee Report. It is this diversity of activities to the Audit Committee. The Risk Committee works Function Directors. Company Secretary is a matter for the
whole Board.
experience and ability to exercise independent and objective with the operating Divisions of our organisation to share
judgement that helps the Board to operate effectively and outcomes and to co-ordinate reporting on compliance matters.
establish a governance framework to assist the Group in the The Board has a formal system in place for Directors to declare The roles of the Board, Board Committees, Chairman and CEO, are documented in more detail on our website, as are those matters
delivery of its strategy. any conflicts, or potential conflicts, of interest. reserved to the Board. They can be found at renewi.com/en/investors/corporate-governance.

114 Renewi plc

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Corporate Governance Report continued

COMPOSITION, SUCCESSION AND EVALUATION

J
During the year the Remuneration Committee continued to Non-Executive Directors bring a wide range of experience to the

Introducing monitor institutional investors’ and investor bodies’ updated Group and are considered by the Board to be independent of Appointments to the Board and succession planning

Strategic
remuneration-related guidance. management and free from any business or other relationship The Nomination Committee regularly reviews the

report
our new CFO Workforce engagement
that could materially interfere with the exercise of their
independent judgement. The Non-Executive Directors make a
composition of the Board and the status of succession
for both senior executive management and Board-level
Renewi relies on its workforce and their commitment to uphold significant contribution to the functioning of the Board, thereby positions. Directors have regular contact with and access
Annemieke den Otter joins as Chief the Group’s values, deliver strategic priorities and make the ensuring that no individual or group dominates the decision- to succession candidates for senior executive management
Financial Officer on 1 June 2022, changes necessary to sustain performance. Engagement with making process. The Chairman also meets and communicates positions.
succeeding Toby Woolrych. the workforce is key to ensuring that the Board understands the regularly with the Non-Executive Directors without the

Governance
employee voice. presence of the Executive Directors. The Nomination Committee’s role is to recommend to the

report
Board any new Board appointments and to consider, more
In addition to the existing channels of communication via the Time commitment broadly, succession plans for both senior executive
Group’s Works Council arrangements in the Netherlands and Generally, Non-Executive Directors commit 24 days a year to management and Board-level positions. As part of its
Belgium, the Board has designated Non-Executive Director the Group’s business. In practice, Board members’ time consideration, the Nomination Committee evaluates the
Jolande Sap to assist the Board with workforce reporting. commitment exceeds this minimum expectation when all the balance of skills, knowledge, experience and diversity of the

E
work that they undertake for the Group is considered, Board. Any decisions relating to the appointment of Directors

statements
Financial
Our workforce policies particularly in the case of the Chairman of the Board and the are made by the entire Board based on the merits of the
Renewi operates a Code of Conduct, based on our core Chairs of the Board Committees. As well as their work in candidates and the relevance of their background and
values, expected behaviours and key policy principles. relation to formal Board and Board Committee meetings, the experience, measured against objective criteria, with care taken
This includes creating a safe and healthy working environment, Non-Executive Directors also commit time throughout the year to ensure that appointees have enough time to devote to our
diversity, equality, non-discrimination and accountability. to meetings and conference calls with various levels of business.
Renewi is an equal opportunities employer and publishes an executive management, visits to sites and, for new Non-

information
annual Modern Slavery Statement. Executive Directors, induction sessions. During the year, the Nomination Committee has been working

Other
with independent search consultants to fill two Board
DIVISION OF RESPONSIBILITIES

F
If a Director is unavoidably absent from a Board or Board vacancies. Toby Woolrych, Chief Financial Officer, retired from
The role of the Chairman Committee meeting, they receive and review the papers for the the Board on 31 March 2022 and will be succeeded by
Ben Verwaayen, our Non-Executive Chairman, is meeting and typically provide verbal or written input ahead of Annemieke den Otter, on 1 June 2022. Marina Wyatt, Non-
responsible for leadership of the Board and promoting a the meeting, usually through the Chairman of the Board or the Executive Director and Chair of the Audit Committee will be
What attracted you to Renewi? culture of openness and constructive debate. He was and remains Chair of the relevant Board Committee, so that their views are stepping down from the Board at the conclusion of the AGM,
Renewi’s vision and purpose really inspired me. independent since his appointment as Chairman on 1 April 2020. made known and considered at the meeting. and a search for her successor is under way.

G
Its position at the heart of sustainability means Renewi
is on a very exciting journey, one I want to be a part of. Composition of the Board Given the nature of the business to be conducted, some Board For more information, please see the Nomination Committee
There are huge opportunities for growth, and I believe The Board comprises six Non-Executive Directors, meetings are convened at short notice, which can make it Report from page 135.
we are perfectly placed to take advantage of them, including the Chairman, and two Executive Directors. difficult for some Directors to attend due to prior commitments.
supported by government, regulation and the drive for The Board’s responsibilities are set out on page 111 of Re-election of Directors
lower carbon emissions. the Corporate Governance Report and an overview of the Subject to specific Board approval, Executive Directors and In accordance with Article 94 of the Articles, all Directors retire at
Board roles can be found on page 115 of the Corporate other Executive Committee members may accept external each AGM and may offer themselves for re-election by
How would you describe the organisation and team Governance Report. appointments as non-executive directors of other companies, shareholders. Accordingly, all the Directors will retire at the AGM
based on your interactions so far? and retain any related fees paid to them, provided that such in July 2022. The Notice of AGM will contain details of all
They’re a highly professional, down-to-earth bunch! All The roles of the Board, Board Committees, Chairman and CEO appointments are not considered by the Board to prevent or Directors seeking re-election.
my interactions have shown me the workforce is are documented, as are those matters reserved to the Board. reduce the ability of the executive to perform his or her role
passionate about Renewi’s purpose and waste-to-product They can be found on our website at renewi.com/en/investors/ within the Group to the required standard. For more information, see the ‘Other disclosures’ from page 156.

K
mission. The staff have strong values and these shine corporate governance. The CEO is responsible to the Board for
through. They are clearly committed to the Company and the management, development and performance of our Senior Independent Director Skills, experience and knowledge of the Board
passionate about what it stands for. business for those matters for which he has been delegated Allard Castelein, who joined the Board as a Non-Executive As part of its role, the Nomination Committee is
authority by the Board. Although the CEO retains full Director in January 2017, was appointed Senior Independent responsible for reviewing the composition of the Board,
What are the key attributes you bring to executive responsibility for the authority delegated to him by the Board he Director with effect from 1 September 2019. The role of the to ensure that it has the appropriate expertise while also
management? has established and chairs, the Executive Committee, which is Senior Independent Director is to serve as a sounding board for recognising the importance of diversity.

L
It’s really important to be alive and attentive to all the vehicle through which he exercises that authority in respect the Chairman and as an intermediary for the other Directors
strategic possibilities and to give close attention to their of our business. when necessary. The Senior Independent Director will be Board evaluation
execution. It’s crucial to partner closely with finance available to shareholders should they have concerns that In FY22 the Board evaluation was carried out through
leadership, while keeping a strong focus on customers During the year, the Board considered the independence of each contact through the normal channels of Chairman, Chief an externally facilitated structured online survey.
and people. I plan to help the Company maximise the Non-Executive Director for the purposes of the UK Corporate Executive Officer or Chief Financial Officer has failed to resolve, The findings are set out in the Nomination Committee Report
opportunities brought about by digitisation, mergers and Governance Code and finds that all the Non-Executive Directors or where such contact is inappropriate. on page 136.

I
acquisitions – and to exploit the opportunities for growth are independent.
AUDIT, RISK AND INTERNAL CONTROL

M
beyond the Benelux. The Company Secretary
The membership of the Board as at 31 March 2022 and The Company Secretary is responsible to the Chairman Internal and external audit
How would you describe your leadership style? biographical information about individual Directors can be for ensuring that all Board and Board Committee meetings The Audit Committee reviews the Company’s
I’m a people person and that has obvious benefits when found on pages 106 to 107. are properly conducted, that the Directors receive appropriate relationship with its external auditors, BDO LLP,

H
you seek to create strong and positive relationships. I like information prior to meetings to enable them to make an including the independence of the external auditors. BDO LLP
to think I’m down to earth, open and curious. As Renewi’s Role of the Non-Executive Directors effective contribution, and that governance requirements was first appointed to conduct the audit of the Company’s
CFO, I will strive for growth and development in both the The role of the Non-Executive Directors is to provide are considered and implemented. Both the appointment and Group’s consolidated financial statements for the f
Company and its people. constructive challenge and strategic guidance, offer and removal of the Company Secretary is a matter for the inancial year ending 31 March 2021 and will be put forward
specialist advice and hold management to account. The whole Board. for re-appointment at the 2022 AGM.

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Corporate Governance Report continued

Q Connecting with our stakeholders

The Committee maintains a policy for the pre-approval of all Procedure for developing remuneration policy
permitted non-audit services undertaken by the external auditor. Following consultation with institutional shareholders

Strategic
and advisory bodies, the Directors’ Remuneration Policy

report
The principal purpose is to ensure that the independence of the was approved at the 2020 AGM and will remain
auditor is maintained. The Audit Committee also reviews the in place until a new policy is put to shareholders for approval at Renewi’s approach to 1. Engagement 4. Measurement
independence and effectiveness of the Internal Audit function. the 2023 AGM. Remuneration policy is designed to align with stakeholder engagement Understanding stakeholder objectives, Measuring performance of
corporate governance best practice, support the Company’s Considering the interests of our needs, interests and concerns. stakeholder relationships.
For more information, see the Audit Committee Report on pages ability to recruit and retain executive talent to deliver against its stakeholders is fundamental to the way
129 to 134. strategy, and promote the delivery of the long-term strategy. we operate. Our values and Code of 2. Consideration 5. Outcomes

Governance
N
Conduct empower employees to make Considering alignment of stakeholder A virtuous circle of shared outcomes:

report
Fair, balanced and understandable assessment The Directors’ Remuneration Policy can be found in the the best decisions in the interests of the needs, interests, concerns and objectives shared rewards, alignment of interests,
The Board as a whole is responsible for the Company’s Directors’ Remuneration Report from page 138. Group and our stakeholders, helping to with Renewi’s purpose, values, business strong relationships, long-term value

R
financial and business reporting including reviewing the ensure these considerations are made not model, and strategic objectives. creation, competitiveness, reputation,
Company’s financial results announcements. Exercising independent judgement only at Board level, but throughout our Understanding risks and opportunities. investment attraction, innovation, and
The Remuneration Committee exercises independent organisation. The diagram below achievement of purpose.
The Board considers this Annual Report, taken as a whole, to be judgement when determining remuneration outcomes. illustrates our approach to 3. Decision-making

statements
Financial
fair, balanced and understandable, and provides the information The Committee takes into account factors such as wider stakeholder engagement: Balancing the needs of
necessary for shareholders to assess Renewi’s position, business and individual performance during the year, including different stakeholders.
performance, business model and strategy. health and safety performance and environmental, social and

O
governance (ESG) objectives.
Risk management and internal controls
The Board has overall responsibility for our system of For more information on FY22 performance, decisions and
5 . O u t co m e s

information
internal controls and risk management policies and has reward outcomes, see the Directors’ Remuneration Report from

Other
an ongoing responsibility for reviewing their effectiveness. page 138.
During FY22, the Directors continued to review the effectiveness
of our system of controls, risk management (including a robust
assessment of the emerging and principal risks, including those Shared Alignment
rewards of interests
that would affect the business model, future performance,
solvency or liquidity) and high-level internal control processes.
These reviews included an assessment of internal, financial, 4 . M ea s u r e m e n t
operational and compliance controls, risk management and
ision making
their effectiveness. These were supported by management 3. Dec
assurance of the maintenance of controls reports from internal Achievement
s i d e r at i o n
audit, as well as the external auditor on matters identified in the of purpose 2 . Co n
Strong
course of its statutory audit work. relationships
g a ge m e n t
1 . En
The system of controls is designed to manage, rather than
eliminate, the risk of failure to achieve business objectives and
can only provide reasonable (not necessarily absolute)
assurance of effective operation and compliance with laws
and regulations. Stakeholder
The Directors believe that the Group maintains an effective,
Innovation Governance
embedded system of internal controls and complies with the
Long-term
FRC’s guidance entitled Guidance on Risk Management, Internal value creation
Control and Related Financial and Business Reporting.

For more information about the ways in which Renewi manages

business risks, procedures for identifying emerging risks,
descriptions of principal risks and uncertainties, and the
Viability Statement, see the Risks Management section
from page 90. Investment
attraction
REMUNERATION

P
Competitiveness
Policies and practices
The Remuneration Committee is responsible for
Reputation
determining, approving and reviewing the Company’s
remuneration principles and frameworks, to ensure they support
the strategy of the Company and are designed to promote
long-term success.

For more information on the Remuneration Committee’s

work during FY22, see the Directors’ Remuneration Report
from page 138.

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Corporate Governance Report continued

How our Board understands the OUR KEY STAKEHOLDERS

interests of our stakeholders Our waste-producing customers Our product customers Our innovation partners Our suppliers

Strategic
Over FY22, the Board received updates on

report
various engagement initiatives designed Relevance to business model Key issues discussed Relevance to business model Relevance to business model Relevance to business model
to promote waste and recycling and an By understanding the needs and concerns Commercial terms of engagement and By understanding the needs and concerns It is strategically important for Renewi to Working with a trusted group of suppliers
understanding of sustainability goals of our waste-producing customers we can services provided of our product customers we can innovate innovate and improve the valorisation of is key to creating a reliable and effective
among stakeholders. This gave Directors a innovate and find better solutions to Quality of service – on time, every time, and improve the valorisation of waste, waste, increasing the volume and quality supply chain. Managing the inflation
grasp of the various initiatives that the manage their waste, improve the responsiveness and flexibility producing superior quality secondary of the secondary materials we produce. pressures from the supply chain and
Group leads, and the relationship valorisation of waste, and increase Responsible management of waste products, demanding higher prices, and in By extracting more value from waste, therefore the cost base of the Group is

Governance
between it and its stakeholders. qualities and quantities of the secondary Market developments and requirements turn increasing revenues and margins. It Renewi will increase revenues and essential to financial outcomes. Reliability

report
materials produced. This in turn leads to of legislation and regulations also allows us to adapt to changing market margins, as well as market share, so we and ethics are key to upholding our
Over the course of the year, Directors greater revenues and healthier margins How to deliver quality waste streams/ trends, so we can be a leader in recycling. can be a leader in recycling. reputation and helps us win market share.
engaged with various stakeholders, to and enables us to adapt to and invest in ensure the workforce is aligned behind We deliver value to our customers by Increasing efficiency of interactions with
understand the issues that concern and changing market trends, so we can be a better sorting collaborating and addressing the key issues. How we engage suppliers through Renewi 2.0 and the
impact them most. The CEO and CFO met leader in recycling. We deliver value to our How to support the circular economy CEO reports to the Board implementation of procurement system
with investors throughout the year to customers by collaborating and How we engage Meetings with members of the supports long-term relationships and

statements
Financial
gauge their views on a range of issues. addressing the key issues. Measurement CEO reports to the Board Executive Committee administrative savings.
Customer questionnaires and surveys Meetings with members of the Executive Regular meetings with potential
The Board recognises the engagement How we engage Net promoter scores Committee manufacturers to explore and develop How we engage
process has been more difficult due to the CEO reports to the Board Churn rates, win rates Regular strategic and operational new product possibilities With our procurement team to ensure
Covid-19 pandemic and is looking forward Meetings with members of the Customer complaints engagements Work alongside network organisations transparency and engagement
to resuming a more normal level of Executive Committee Adoption rates of My Renewi Customer meetings with the engineering that provide a platform to meet CEO reports to the Board

information
engagement with all stakeholders in My Renewi digital portal and customer team to collaborate/conceptualise new potential partners and to screen the Meetings with members of the

Other
FY23. Over the coming year we will be call centres Outcomes of engagement solutions innovation potential of ideas/co- Executive Committee
reviewing our engagement processes to Regular engagement through daily Customer service that retains our Marketing collateral, including factsheets operation opportunities Initial formal market tender
ensure we best understand how the interactions, knowledge-sharing customers and meets their needs Industry and customer events Definition of processes to support
Company’s interests align with those of sessions and reports on sustainability Support and advice for customers over Questionnaires and satisfaction surveys Key issues discussed suppliers to become embedded in our
our shareholders. performance waste segregation and separate How to bring ideas to life. This may Source-to-pay system and procurement
Being part of coalitions that contribute collections, enabling greater Key issues discussed include construction of a facility or digital platform
How our Board considers to sustainability and circularity valorisation of waste Certainty of supply – timeliness and co-investing in a circular partner Listening sessions to identify and
stakeholders’ interests in Sustainability and separation advice, Communication of market changes sufficient volumes Market expectations on use of address supplier concerns
decision-making education and training programmes such as recyclate pricing and other Technical feasibility and potential secondary materials and potential of Annual audit to ensure compliance
Throughout the year, Directors recognised Customer events general inflation factors driven, for commercialisation recycled content
their responsibility to act in good faith to example, by the invasion of Ukraine Ways to minimise customers’ cost Opportunity of waste-to-product Key issues discussed
promote the success of the Company for Mission75 target to increase the through pricing reductions, while processes, improving the viability of Adding value by introducing new
the benefit of shareholders, whilst also recycling rate from 65% to 75% by the delivering high product specifications circular developments sustainable technical innovations
considering the impact of their decisions end of 2025 Innovative solutions Responsible sourcing
on wider stakeholders and other factors Renewi 2.0, an improvement Requirements following changes in Measurement Enhanced safety of our products
relevant to the decisions being made. programme launched in FY21 to legislation and regulations Capital investment in innovation Improvements on operational
Clear communication and proactive harmonise business processes Market developments The number of projects within our processes eg our Source-to-pay system
engagement to understand the issues and and improve customer and innovation pipeline Mitigating risks on quality and take
factors that are most important to employee experiences Measurement advantage of market developments
stakeholders is fundamental to this. Recycling rate and secondary Outcomes of engagement
materials production Renewi has a comprehensive Measurement
The Board acknowledges that every Innovation funnel and investments spend innovation pipeline delivering Real-time supplier data
decision made will not necessarily result Partnerships and collaborations agreed incremental waste processing and Divisional payment practices data
in a positive outcome for all stakeholders. Questionnaires and surveys enabling recycling where this previously Supplier reporting and audit reviews
By considering our purpose and values, Net promoter scores wasn’t possible
together with our strategic priorities, the In FY22 the Board committed €110m+ in Outcomes of engagement
Board aims to ensure the decisions made Outcomes of engagement capital to bring new innovations to Long-term relationships with trusted
are consistent and intended to promote Customer service that retains our the market suppliers to enable efficient and
the Company’s long-term success. customers and meets their needs To see some examples of our latest sustainable purchase decisions
We are investing in further refinement of innovations, such as bio-LNG and Focus on safety and high ethical
waste in order to produce higher plastics sorting, see the Innovation in standards
specification recyclates and action segment on page 26 of the Collaboration over mutual concerns.
secondary materials Strategic section Example: To understand market
Participation in setting industry disruptions caused by Covid, and war in
standards Ukraine
Example: Renewi has collaborated Collaboration over technical
alongside innovation partner Nordsol innovations. To find out more about our
and end customer Shell, to build the first investment in innovation see page 26
Wateringen, commercial bio-LNG plant in Europe. To Investment in digital platforms, more
Commercial Waste find out more see page 26 efficient processing and development
Netherlands of preferred suppliers

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Annual Report and Accounts 2022 121
Corporate Governance Report continued

To find out more about Local communities Regulators

employee outcomes

Strategic
see the Care for People Relevance to business model Relevance to business model

report
section on page 84 We maintain long-term relationships with Increasingly, regulation is being
our local communities that uphold our introduced to encourage recycling and
Nieuwegein, Commercial Waste Netherlands

Nieuwegein, Commercial Waste Netherlands

reputation. This is essential as we grow re-use, demand secondary materials use,
our operations and become a leader in develop low emissions cities, foster
recycling. The processing of waste is responsible production and encourage
critical for communities to continue to circularity throughout the economy. As a

Governance
operate. However, our purpose adds waste-to-product company this presents

report
greater value, increasing the production a great opportunity for Renewi, but also
of secondary material from waste, means we need to ensure our operations
avoiding the disposal of waste through remain compliant in a continuously
incineration or landfill, and enabling local changing regulatory landscape.
and global communities to meet their
sustainability ambitions. How we engage

statements
Financial
Board and Executive Committee level
How we engage engagement over political and
Our employees Continuous dialogue with our Government regulatory matters
neighbours and local legislators CEO reports to the Board
Relevance to business model working at Renewi and the Renewi Community events, open days and Relevance to business model Key issues discussed Virtual meetings, site inspections,
Our employees are a significant source of operations education events There has been an increasing shift by Ways to shape the legislation to testing and data submissions

information
value that drives our performance and Identification of key risk areas locally, CEO reports to the Board governments towards a sustainable deliver on climate change and the Participate in investigations

Other
productivity and enables us to be a leader divisionally and at business level Meetings with members of the future, with new targets agreed such as at circular economy Through trade and industry
in recycling. We retain and attract the best through HIT reporting and listening Executive Committee the UN’s COP26 summit and the EU’s Fit How the industry can play its part in associations
employees by creating a great working Meetings with special interest groups for 55 plans to reduce greenhouse gas helping to meet climate change targets Join community advisory panels
experience. Innovation is one of our value Measurement Leafleting and newsletters emissions. The impact of the climate (including CO2 reduction, energy
drivers and helps us utilise the latest Pulse surveys emergency has further led to transition and creating secondary raw Key issues discussed
methods of secondary material Safety data and HIT reporting Key issues discussed unprecedented changes within markets, materials to lower CO2 emissions) EC-wide harmonisation and permitted
production and satisfy the evolving needs Diversity data How we manage the environmental presenting an opportunity for Renewi to Regulatory compliance national differences
of our customers. To foster innovation, we Performance and Development Review impact of our activities meet growing and new demands for Use of fiscal and monetary Enforcement policy
are co-creating with our employees a (PDR) assessment of performance and The benefits of recycling and secondary secondary materials, whilst also incentives and regulation to encourage Operational compliance with permits
culture that is diverse and inclusive. Company values material production helping governments meet their desired outcomes Meeting permitted environmental
Employee turnover and applications How we reduce the impact of climate sustainability targets. Sustainable and safe solutions for standards
How we engage received change through recycling Covid-19-related waste Quality requirements – best ways
The Board’s workforce engagement Talent reviews Ways to deliver essential services with How we engage Responses to Covid-19, Ukraine and the to measure
representative, Non-Executive Director, minimal impact to the local Board and Executive Committee level general market Defining evolving standards and
Jolande Sap Outcomes of engagement environment engagement over political and addressing topical concerns
CEO reports to the Board A motivated and aligned workforce regulatory matters Measurement Applications of best practices and best
Meetings with members of the Retain and attract the best employees. Measurement CEO reports to the Board General contact with government available techniques
Executive Committee See employee engagement KPI on page Community engagement projects data Meetings with members of the representatives Responding to compliance breaches
Group-wide employee surveys (Pulse 43 Carbon emissions and recycling data Executive Committee appropriately
survey) and leader-led feedback A positive safety culture. See Lost Time Complaints data Face-to-face engagement with the Outcomes of engagement
Performance and development reviews Incidents (LTI) KPI on page 43 state secretary, politicians and Understanding of the risks and Measurement
Monthly Group-wide leadership and Creating diverse and inclusive teams Outcomes of engagement other local, regional and national opportunities within the waste-to- Operational permit management data
management team meetings that foster innovation. To find out more Renewi’s contribution to community government officials product sector Safety data and HIT reporting
Employee relations through Works about our investment in innovation see projects Lobbying on recycling, secondary An ongoing dialogue with governments ISRS framework
Councils in Belgium and the page 26 The Local Community contribution to materials usage and climate transition enables us to work together to deliver
Netherlands Talent development. For example, our overall carbon emissions and Engaging directly or through trade and on climate change and the circular Outcomes of engagement
Toolbox training, safety stand-downs for during our talent reviews we identified recycling rates. See carbon emissions industry associations and lobby groups economy. We support progressive Operational compliance with permits,
non-desk workers 45 young high potentials across our and recycling KPIs on page 43 and the Media coverage legislation in the creation of a circular quality standards and meeting high
Lifesaving Rules and safety reporting for divisions who have the potential to fulfil Sustainability Review (to be released economy, reduction in incineration environmental standards
all employees a leadership role (one or two levels up) late June) and stimulation of demand for Application of best practices and
Group, divisional and business Renewi continued to maintain Where there is an adverse event, we secondary materials responsiveness to any investigations or
newsletters, and news on screens, productivity rates throughout the actively engage with community Renewi’s contribution to overall carbon compliance concerns raised
noticeboards and intranet duration of the Covid-19 pandemic stakeholders. emissions and recycling rates. See Continuous improvements generated
Opening growth pathways through Improved employee experiences Renewi works with communities and carbon emissions and recycling KPIs on from introduction of the ISRS
training – leaders (LEAD) and through digitisation of the business, local authorities on different initiatives page 43 and the Sustainability Review framework
employees (online) including through Renewi 2.0 throughout the year, eg disposal of (to be released late June) A positive safety culture. Lost Time
To find out more about employee batteries. We also visit primary schools Incident Rate on page 43
Key issues discussed outcomes see the Care for People to discuss recycling and what happens
We constantly discuss an exhaustive section on page 84 to waste.
range of topics with our employees on a
daily basis covering every aspect of

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Annual Report and Accounts 2022 123
Corporate Governance Report continued

Investors Lenders Global community PRINCIPAL DECISIONS IN FY22  enewi has collaborated with innovation partner Nordsol and
R
Renewi defines principal decisions as decisions and discussions end customer Shell, to build the first commercial bio-LNG

Strategic
Relevance to business model Relevance to business model Relevance to business model that are material or strategic to the Group, and also those that are plant in Europe. bio-LNG is a low-emission fuel that replaces

report
We use the capital from equity investors We use the capital from debt investors The climate emergency is a major concern significant to any of our stakeholder groups. The following items fossil fuels. Therefore, it is the perfect solution to decarbonise
to execute our business model. Surging and banks to execute our business model. throughout the world. Our children, are considered to be examples of principal decisions made by the the heavy-duty transport sector in the short term. To find out
demand for sustainable and green Increasingly, lenders want to understand grandchildren and generations to come Board during FY22. more see page 26
investments has made Renewi’s purpose our approach to ESG so they can satisfy will face the consequences of inaction The Mineralz & Water Division has invested in processing
and business model more appealing for their own compliance obligations. today. Renewi’s business model helps Investment in innovation equipment to process test and clean contaminated soil.
investors, presenting an opportunity for address the climate emergency. Context The investment has improved the quality and quantity of

Governance
Renewi to attract further investment. How we engage Renewi’s business model is to create valuable secondary products output of secondary building materials that can be used as

report
Increasingly, the way companies CEO reports to the Board Society is a driver for the changes from waste, avoiding the disposal of waste through incineration or a replacement for fast diminishing raw building materials.
approach Environmental, Social and Meetings with members of the required to achieve true circularity, landfill. It is strategically important for Renewi to innovate and To find out more see page 45
Governance (ESG) is a key topic for Executive Committee placing pressure on governments, increase the volume and quality of the secondary materials that it Within the Commercial Waste Division we have committed
investor stewardship and a major Meetings with CEO, CFO and Group influencing policies, creating new produces from waste. By creating that added value, Renewi will €60m to address the legislation in Flanders, Vlarema 8. Our
influence in investment decisions. Treasury markets, and demanding greater ESG increase revenues and margins, as well as market share. advanced sorting investments at three sites in Belgium will
Regular financial reporting and credentials from the products and increase the recycling and reduce waste going to incineration.

statements
Financial
How we engage covenant compliance reporting services they purchase. Stakeholder considerations To find out more see page 44
Meetings with the CEO, CFO, Chair and documents Product customers. Increased valorisation of waste can lead to The Board has committed a further investment of €7m in
Investor Relations Close contact regarding the ongoing How we engage superior secondary products for customers, creating new plastics recycling for a new facility in Acht, Netherlands. To find
CEO reports to the Board performance of the Group Contribution to ongoing debate around markets and providing secondary alternatives to virgin inputs out more see page 27
Meetings with members of the Discussions regarding the ongoing climate change Government/regulators. Increasing the recycling rate is
Executive Committee facilities and utilisation Influencing communication channels essential to meet policy ambitions to address climate change Safety and ISRS (international sustainability
rating system) framework

information
Capital Markets events and analyst Consultation regarding alternative such as press and social media via the realisation of a circular economy

Other
site visits financial products available Innovation partners. Renewi embraces collaboration with its Context
Roadshows, telephone calls and Regularly sharing insights Key issues discussed innovation partners, universities, and commercial operators to In FY21, following a number of tragic accidents, a new Board
other meetings How we can address the climate bring new ideas to life. It is important that Renewi finds new Committee was created, the Safety, Health and Environment
Regular trading updates on regulatory Key issues discussed emergency ways of creating new products to satisfy the growing demand for (SHE) Committee. The objective of the Committee was to make a
platforms Our approach to ESG Ways to deliver essential services with secondary materials sustained improvement in safety and environmental
Annual and interim results and Annual Ways to optimise debt facilities, minimal impact to the environment Global community. To protect the planet we must reduce performance.
Report including new issuance carbon emissions and preserve natural resources, both of which
Annual General Meetings Market changes, including Brexit and Measurement are supported by increased recycling rates Stakeholder considerations
Sustainability reports benchmark rate reforms Carbon emissions and recycling data. Investors. Creating more value from the waste we process will Employees. Safety is Renewi’s primary value, and we want our
Financial market insights See carbon emissions and recycling increase shareholder value staff to arrive home safely from their work. There is a strong
Key issues discussed Experiences and expectations for the KPIs on page 43 Waste-producing customers. Renewi can better meet emphasis on training employees in good safety practices such
Responses to Covid-19 local economies TCFD reporting on pages 66 to 73 the needs of its customers by finding new methods of recycling as the 10 Lifesaving Rules and reporting safety concerns
Progress of the three strategic value How we can optimise liquidity, cash that enable customers to deliver on their own sustainability Regulators. All of the necessary environmental permits need
drivers: ATM, Renewi 2.0 and management and other treasury Outcomes of engagement ambitions to be in place and regulations complied with. Renewi operates
Innovations activities Greater expectations of society have within the limits set out in these regulations
Progression of the circular economy placed pressure on governments and Strategic actions supported by the Board Local communities. Our teams and vehicles are in close
and the market in which we operate Measurement regulators to introduce legislation that The Board has set an ambitious Mission75 target, to increase the contact with the members of the public, particularly in urban
Our strategy to increase the Financial performance data. See supports our business model recycling rate from 65% to 75% by the end of 2025. Investing in collections. We take very seriously the safety of the public and
performance of the Group Financial KPIs on page 35 Greater expectations of society have innovation is one of the Board’s priorities as the Company works to ensure that operatives are fully trained in carrying out their
Our approach to ESG ESG performance data. See carbon placed pressure on companies to deliver the first two pillars of the growth strategy with a target of duties safely. Also, residents who live in the locality of our sites
emissions and recycling KPIs on page produce products that can be recycled, achieving an additional EBIT of €20m by FY26. The Board has want assurance that Renewi is operating without causing
Measurement 43 and the Sustainability Review (to be leading to greater valorisation of waste decided to approach its investment in innovation by maximising the nuisance
Financial performance released late June) A culture of recycling has led to a number of initiatives in Renewi’s innovation pipeline. The Board does Investors. Safety and sustainability are key factors of
ESG performance change in behaviour of society, such as not expect all of its innovation initiatives to reach commercialisation Environmental, Social and Governance (ESG), which is a major
Changes in investor shareholdings Outcomes of engagement greater discipline to sort waste for but sees the importance of having a wide variety of initiatives to influence in investment decisions
Share price Lenders understand our capital collection, leading to greater provide more positive outcomes in the long term.
requirements valorisation of waste Strategic actions supported by the Board
Outcomes of engagement Continued access to the lending Outcomes In the past year, the SHE Committee has initiated the
Our recent Capital Markets Event was an markets, including the recent In FY22, the Renewi Board has committed more than €100m in implementation of ISRS, a structured framework for managing
opportunity for us to communicate our incremental bond issuance. We achieve growth capital to bring new innovations to market over the next safety and sustainability processes. By implementing a tried and
future plans in more detail. The markets optimised liquidity and conditions such few years. tested framework the Board believes the necessary internal
have responded positively and are as the extension of the main banking Investments Capital commitment controls and oversight will be in place to bring a sustained
starting to appreciate the higher growth facility improvement in safety and environmental performance for the
Organics €21m
expectations. We are fostering an long term.
understanding of the market wide Building materials €17m
tailwinds that are supporting our To facilitate the work of the SHE Committee, a new role was
Plastics €10m
market positioning and strategy created within the Executive Committee, Group SHEQ Director.
Advanced sorting €60m The Nomination Committee initiated a search for
suitable candidates.
Other innovations €2m

Total investments €110m+

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Annual Report and Accounts 2022 125
Corporate Governance Report continued

Outcomes
In October 2021, Jeanine Peppink-Van der Sterren was
In 2019, in response to the provision in the 2018 UK Corporate
Governance Code prescribing certain methods that the Board
Safety,
Health and

Strategic
appointed Group SHEQ Director. Jeanine has significant could use to engage with the workforce, the Board designated Committee membership:

report
experience of SHEQ, including ISRS, that will be key in Non-Executive Director Jolande Sap to assist the Board with

Environment
Luc Sterckx (Chair)
facilitating the implementation of ISRS. To read more about workforce engagement. Jolande, a former leader of the Dutch Allard Castelein
Jeanine see pages 86 and 109 Green Party, GroenLinks, is experienced in understanding Neil Hartley
To find out more about safety outcomes during FY22 see the
SHE Committee Report on page 127 and Care for People
social-economic issues and is believed by the Board to have the
relevant skills required. Despite the challenges of Covid-19, over Committee FY22 Committee meeting attendance
section on page 84 the course of the year Jolande has been involved in a number of
Report

Governance
Luc Sterckx 4 (4)
workforce engagement activities:

report
Allard Castelein 4 (4)
Investment in cyber security Participated in the Article 24 meeting, a general consultation Neil Hartley 4 (4)
Context meeting between management and the Dutch Works Council
Bracketed figures indicate maximum potential attendance of
Cyber attacks could cause breaches of our IT systems to discuss Renewi’s operations each Director.
environment. Increasingly, cyber aggressors are targeting Participated in a general meeting held between Belgian Works
commercial organisations and there is heightened awareness Council and Dutch Works Council
and risk of an attack. Breaches could result in computer Held three meetings with the Chair of the Dutch
Role of the Committee

statements
Financial
networks being paralysed, data leakages, regulatory fines and Works Council  eview and recommend appropriate policies related
R
parts of our operations being incapacitated. For that reason, to the protection of the environment, together with
the safety of employees, contractors, customers
Renewi takes cyber security very seriously. In addition to direct engagement with the workforce, the Board Luc Sterckx and the public, and oversee the monitoring and
is able to receive updates from the Diversity and Inclusion Board Chair of the Safety, Health enforcement of these policies and related practices
Stakeholder considerations and Group HR Director to understand the workforce’s views on a and Environment Committee and procedures
If Renewi fell victim to a serious cyber attack the Company may wide variety of topics. The Board also receives a number of
 eview significant risks or exposures and assess
R

information
be unable to operate for a period of time. It is in the interests company-wide reports providing insight into the views of the
the steps management has taken to minimise

Other
of Renewi and all of our stakeholders that the Company has entire workforce, regardless of location and role, allowing for a On behalf of the Board, I am pleased to present the Safety,
those risks
robust processes and procedures in place to mitigate the risk of breadth of views to be understood when making key decisions. Health and Environment Committee Report for the year
a cyber attack. ended 31 March 2022.  ssist in keeping Directors informed of their safety,
A
CASE STUDY: health and environmental responsibilities and
Strategic actions supported by the Board The Works Councils expressed an interest in discussing the The Committee met four times during the year with all meetings duties as necessary and relevant
To give the Board the necessary oversight the Audit Committee implementation of Renewi 2.0, an improvement programme held virtually owing to the local and national restrictions  onitor regulatory changes in relation to safety,
M
received regular cyber security updates, detailing the cyber risks launched in FY21 to harmonise business processes and improve imposed as a result of Covid-19. By invitation, there were a health and environmental matters and the impact
and mitigating actions. Over the course of the year the Board has customer and employee experiences. The matter was included number of other regular attendees, including the Chief such changes may have on the business of Renewi
received refresher training to assist in the formulation of a as an item on the agenda for a consultation meeting held Executive Officer, the Group SHEQ Director and Divisional
 eceive reports as to divisional safety and health
R
revised Cyber Strategy. This has led to a review of the cyber between the Dutch and Belgian Works Councils, attended by the Managing Directors. and environmental policies and arrangements,
risks affecting the business and a revised plan of investment in HR team, including participation from Non-Executive Director compliance with and any proposed changes to those
the IT infrastructure. Jolande Sap. The meeting identified a number of improvements This is the first full year of the Committee’s work, following the policies and arrangements
to digitised processes that were subsequently fed back to Board’s decision to create it in December 2020. The main
 eceive reports as to safety and health and
R
Outcomes: management for implementation. objective of the Committee has been to assist the Board in
environmental performance and any major
Improved robustness of Business Continuity Management and driving and implementing a structural and sustained
incidents to ensure that management identifies
Disaster Recovery plans Investing in and rewarding our workforce improvement in safety, health and environmental performance. and implements any corrective action considered
Increased investments in cyber security up to €2.4m Although the Remuneration Committee does not consult directly In FY22, we have continued to implement the International appropriate to achieve compliance and raise
Ongoing programme of activity to upgrade and replace old IT with employees, the Committee considers general basic salary Sustainability Rating System (ISRS) and improve the Committee’s performance where required
systems, particularly where support has been withdrawn. This increases for our workforce, aiming to ensure the global total oversight of safety, health and environmental risks.
For terms of reference go to renewi.com/sheco
results in investment in new IT systems and processes reward offering is competitive, compelling and aligned to our
Better protection of our accounts with the use of two-factor business performance; while supporting a culture where In October 2021, Jeanine Peppink-Van der Sterren was appointed
authentication across key access points and systems everyone feels valued and included. For more information see Group SHEQ Director, a new position created within the
Over 2,000 staff received data security training. Ongoing the Remuneration Report on page 138. Executive Committee that will be key in facilitating the work of
SHE corporate governance framework
awareness campaigns educating staff about cyber threats the Safety, Health and Environment Committee. Jeanine has
A Renewi-wide security monitoring and detection solution Employee Pulse surveys significant experience of SHEQ, including ISRS, which will be a
providing us with capabilities to detect and respond to cyber Renewi conducts regular Pulse surveys to understand the mood great benefit as Renewi continues its implementation of ISRS. To Renewi plc Board
attacks 24/7 of employees and their attitude towards Renewi as an employer. find out more about Jeanine go to pages 86 and 109.
Implementation of an advanced next-generation protection The data analysis includes the calculation of a net promoter
system on all Renewi endpoints to help prevent, detect, score estimating the likelihood of staff to recommend Renewi as SHE Committee
investigate and respond to advanced threats an employer. The results and analysis of Pulse surveys are
reported to the Board to allow it to monitor any changes in
Executive Safety and Compliance
To find out more about Renewi’s key risks, see the Risk attitudes. For more information about Pulse surveys, see the Committee Taskforce*
Management section on page 90. Care for People section on pages 84 to 89.

Engaging with our workforce SHEQ Leads**

Renewi is committed to being a great place to work. Engagement
with employees is an important element in fostering a positive *The Safety and Compliance Taskforce meet monthly to review
environment in which all employees are respected, openness is performance and progress against the SHEQ Strategy Plan. Membership
includes Divisional MDs, the CEO and the Group SHEQ Director,
valued, diversity celebrated, and every voice heard. The Company and divisional SHEQ Directors. The S&C Taskforce is focused on
accountability and ensuring the execution of the SHEQ Strategy Plan.
recognises and values people as an important asset in achieving “Always lock-off before you clear blockages, clean, or do maintenance.” **The team of SHEQ Leads comprises the Group SHEQ Director,
goals, upholding values and delivering strategic priorities. One of our 10 Lifesaving Rules divisional SHEQ Directors, and the Group SHEQ team.

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Annual Report and Accounts 2022 127
SHE Committee Report continued

Safety, Health and Environment performance

Over the course of FY22, the Committee monitored performance
The Committee is pleased to report further progress on the
implementation of ISRS over FY22, having supported the initial
Audit
Committee

Strategic
in mitigating safety, health and environmental risks, reviewing elements and loss categories to be included within the ISRS

report
the root cause of significant events. The Committee is pleased to implementation plan. ISRS core teams have been installed
report solid improvements in performance over FY22. and trained, ready for continued application of the ISRS
implementation and for the conducting of ISRS assessments. Report
Type of incident FY2020/21 FY2021/22 % change The Committee estimates that the ISRS framework will be fully
functional for the selected elements and scope by the end Committee membership:
Medical Treatment Cases 125 109 -12.8%
of FY23. Marina Wyatt (Chair)

Governance
Restricted Work Cases3 68 69 +1.5% Neil Hartley

report
Environmental permit controls Luc Sterckx
Lost Time Incidents 208 137 -33.2% Jolande Sap
The Committee has been working closely with the Executive
Fatalities 2 0 -100% Team to design reporting dashboards and improve oversight of FY22 Committee meeting attendance
Total Recordable Incidents 403 318 -21.1% compliance information around environmental permits and of
Marina Wyatt (Chair) 3 (3)
any non-conformities. Enhanced reporting systems will be
Lost Time Injury Frequency Rate 13.97 9 -35.6% Neil Hartley 3 (3)
implemented in FY23 and will align with the application of ISRS.

statements
Financial
(LTIF)1 Luc Sterckx 3 (3)
The intention is to be able to take additional preventive
Jolande Sap 3 (3)
Total Recordable Incident Rate 27.07 20.6 -23.9% measures where necessary in order to comply with actual and
(TRIR)2 future regulations. Bracketed figures indicate maximum potential attendance
Marina Wyatt of each Director.
1. Lost Time Injury Frequency Rate (LTIF) is the number of lost time injuries occurring Chair of the
per 1 million man hours worked. Staff safety awareness Audit Committee Role of the Committee
2. Total Recordable Incident Rate (TRIR) is the total recordable incidents per 1 million The Committee is pleased to confirm the successful rollout of
man hours worked. The primary objective of the Audit Committee is to

information
3. Restricted Work Cases is number of cases when a person is so injured that they our Lifesaving Rules campaign, a staff training programme On behalf of the Board, I am pleased to present the Audit assist the Board in fulfilling its corporate governance
cannot perform their normal duties.

Other
designed to improve safety performance. The design of the Committee Report for the year ended 31 March 2022. The responsibilities relating to the Group’s corporate
programme was bespoke for each individual, focusing on a level Audit Committee assists the Board in fulfilling its reporting, risk management systems, internal controls
Introduction of ISRS of learning specific to roles and Divisions. Following the responsibilities relating to the Group’s corporate reporting, and any other matters referred to it by the Board.
In FY21, the Committee advised the Board to implement the introduction of the programme we are pleased to see there risk management and financial controls and the internal and
This covers:
International Sustainability Rating System (ISRS), which has a has been a notable improvement in safety performance and external audit functions. monitoring the integrity of the financial statements
long-proven international record in adequately monitoring and HIT reporting, indicating a greater awareness of safety across including annual and half-yearly reports;
improving safety, health and environmental performance. the Group. The report is intended to provide shareholders with an insight
Independent assurance and risk management experts DNV into key areas considered, together with how the Committee has r eviewing and challenging the consistency and
appropriateness of and changes to significant
were appointed to advise on the start of the implementation. discharged its responsibilities. This includes details of the
accounting policies, the methods used to account for
The ISRS model of continuous performance improvement is significant accounting matters and issues in relation to the
significant or unusual transactions, and appropriate
set out below. Group’s financial statements that the Committee has assessed estimates and judgements;
during the year and how these were addressed, and our process
Luc Sterckx for concluding that this Annual Report is fair, balanced and  eeping under review the adequacy and
k
Chair of the Safety, Health and Environment Committee understandable. The other primary responsibilities of the effectiveness of internal financial controls and
internal control and risk management systems;
Strategy 24 May 2022 Committee, including ensuring that the external auditor is
and policy independent and effective, ensuring that the Group has an r eviewing the adequacy of procedures for detecting
effective internal control framework and reviewing the fraud and ensuring that appropriate arrangements
effectiveness of the Group’s internal audit function, are also are in place to allow for Company employees to raise
detailed over the following pages. concerns, in confidence, about possible wrongdoing
Management in financial reporting or other matters;
Planning
review The Committee met three times during the year with all  onitoring and review of the effectiveness of the
m
Continual meetings held virtually owing to the local and national internal audit function in the context of the overall
improvement risk management system;
Covid-19 restrictions. The timing of meetings coincides with key
intervals in the Group’s reporting and audit cycle. Regular t he appointment, terms of engagement,
attendees at Audit Committee meetings include the Chief effectiveness, objectivity and independence of the
Financial Officer, the Group Financial Controller, the Group external auditors and the nature and scope of the
Tax Manager, the Director of Risk and Audit and the external audit; and
Monitoring and Implementation auditors. Other attendees who attend as required include the
measurement and operation t he development and implementation of policy on
Chief Executive Officer, the Chief Information Officer, other the engagement of the external auditor to supply
members of the senior divisional finance teams, other senior non-audit services.
personnel and other advisers to the Company.
For terms of reference go to renewi.com/audit

Marina Wyatt
Chair of the Audit Committee
24 May 2022

128 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 129
Audit Committee Report continued

Committee activities during FY22 Financial Statements and

At its meeting in May 2021, the Committee considered corporate significant accounting matters

Strategic
report
governance compliance, taxation and the FY21 financial During the year and prior to the publication of the Group’s results
Issue Review
statements. At this meeting there was continued focus on the for the half year and full year, the Committee assessed whether
financial effects of the Covid-19 pandemic and the challenges it suitable accounting policies had been adopted, that Impairment considerations Impairment testing is inherently subjective as it includes assumptions
in calculating the recoverable amount of the cash generating unit being
posed to the preparation of the FY21 financial statements with management had made appropriate estimates and judgements The Group has goodwill and other intangible assets. As part tested. Cash flow projections include discount rates that reflect the
regard to additional disclosures and the forecast modelling for and disclosures were appropriate. The Committee reviewed the of the normal impairment testing the Group has sufficient appropriate risk, long-term growth rates and future profitability.
going concern and viability statements. The November 2021 main issues as noted below, challenging management at various headroom on the carrying values of its goodwill and The annual impairment review is submitted to the February meeting.
therefore did not recognise any impairments.

Governance
meeting was concerned primarily with the interim results, stages during the year. For the current period, the Committee has reviewed the papers prepared

report
strength of the finance organisation including a presentation by management which also include downside modelling and sensitivity
from one of the divisional Finance Directors, Group risk After reviewing the reports from management, challenging the analysis and concluded that there is sufficient headroom across all
management and internal control compliance, and internal key judgements and estimates and assessing the risks identified, cash-generating units. An impairment charge was reflected in FY21 relating
to the Maltha cash generating unit and no further charge is required this
audit performance. The February 2022 meeting considered the Committee is satisfied that the Financial Statements address year. The goodwill note in the financial statements includes appropriate
preparation of the FY22 financial statements and all other these areas, both in respect of the amounts reported and the disclosures for any reasonable possible changes in assumptions including
year-end accounting matters and treatments, review of the disclosures made. The Committee has also reviewed the in the case of Maltha where the headroom is limited.

statements
external auditor’s plan and strategy, review of the non-trading significant assumptions used for determining the value of assets

Financial
In addition, it was noted that there were a number of impairment charges
and exceptional items policy, year-end risk management and liabilities and provided appropriate challenge to ensure reflected in the current year relating to property, plant and equipment and
planning, scenarios for viability statement modelling and the these are sufficiently robust. The Committee has discussed these other intangibles driven by a number of factors. The Committee
internal audit plan for the new financial year. A review of the issues with the external auditors during the audit planning challenged management on the appropriateness and completeness of
strength of the finance organisation continued in the year with process and at the finalisation of the year-end audit. these charges.
two further divisional Finance Directors presenting at the May Landfill related provisioning The annual review of provisions in discussions with management has
and November meetings. Advisers selected to work with us as The table is not a complete list of all the Group’s accounting considered the assumptions used including discount rates and the period
Landfill provisions, due to their nature, are judgemental as

information
part of our first year of compliance with TCFD (Task Force for issues, judgements, estimates and policies but highlights the of liability and has confirmed these are reasonable and appropriate. The
they are subject to a number of factors including changes in

Other
Climate Related Financial Disclosures) gave an update on their most significant ones in the period. The accounting treatment of Committee has also considered the adequacy of disclosures of the key
legislation and uncertainty over timing of payments sensitivities as included in note 4.10 in the financial statements.
findings and recommendations to the February meeting. all significant issues and judgements was subject to audit by the
external auditor as set out in their Independent Auditor’s Report.
Other provisions The Committee regularly monitors disputes and claims with a summary of
all open litigations and disputes a standing agenda item at all meetings. In
Issue Review The Group has a number of open legal and addition, independent legal advice has been received as appropriate and
environmental matters. reviewed in respect of the larger claims, such as the Belgian State Aid
Onerous contracts in UK Municipal Given the significant provisions reflected in earlier years, reviews of
expected future cash flows and assumptions on a contract-by-contract matter. The Committee concurred with management’s assessment that
These provisions are judgemental and based on basis are discussed with management with appropriate challenge as part appropriate provisions are held and ensured that there was adequate
management’s best estimates including long-term forecasts of the interim and year-end procedures. Following these discussions, the disclosure of this judgement in the contingent liability note in the Annual
along with a number of assumptions given the long-term Committee concluded that the total level of provisions and the associated Report and Accounts.
nature of the contracts. disclosures included in the financial statements were appropriate at Accounting for various tax-related matters The Committee received verbal and written reports from senior
As referenced in the FY21 financial statements, the 31 March 2022, noting that some provisions have been released and others management that there have been no significant changes during the year
were increased. The most significant judgements for tax relate to deferred and the level of balances recognised at March 2022 remains appropriate.
amendment to IAS 37 Onerous Contracts – Costs of Fulfilling
tax asset recognition and uncertain tax positions. The Committee reviewed the Group’s considerations on future profitability
a Contract is effective from 1 April 2022. This clarifies that With regard to the impact of the amendment to IAS 37, the Committee has
the costs that relate directly to a contract consist of both the to evaluate the judgement that it is appropriate to reflect deferred tax
reviewed the work and assessment by management as to which additional
incremental costs of fulfilling that contract and an assets with regard to the Dutch and UK businesses.
costs should be included in the costs to deliver the contracts which will
allocation of other costs that relate directly to fulfilling the lead to an increase to the onerous contract provisions at 1 April 2022. The Adoption of new accounting standards in the year As a result of this clarification, the Group has revised its accounting policy,
contract. Committee also considered the disclosure given to this matter in Section 1 assessed the impact of this change on the current and prior year and
Basis of preparation in the financial statements. In March 2021 the IFRS Interpretations Committee (IFRIC) accounted for this as a prior year adjustment as disclosed in Section 1 of
published its agenda decision that clarifies how the financial statements. The Committee has reviewed the position and
Presentation of underlying performance and other The Group’s performance measures continue to include some metrics configuration and customisation costs in Cloud Computing considered the prior year adjustment and the disclosures as set out in the
alternative performance measures which are not defined or specified under IFRS reporting and the Group Arrangements (Software as a Service (SaaS)) should be financial statements.
discloses non-trading and exceptional items separately due to their size or accounted for. This agenda decision is relevant to the
Management considered the latest FRC guidelines and incidence to enable a better understanding of performance. Based on a Group’s historical, ongoing and future technology
thematic review on alternative performance measures to review of the supporting papers from management, the Committee investments which include a number of SaaS related
ensure that the Annual Report and Accounts have been considers that these items have been appropriately classified and are in items. The decision clarifies that implementation costs
prepared in line with best practice. line with the non-trading and exceptional items policy which is reviewed that previously have been capitalised as intangibles are
annually by the Committee. The Committee also considered disclosure of now likely to be expensed immediately for SaaS
the Group’s alternative performance measures and noted that these are arrangements unless they meet the definition of separate
set out in detail in note 8.3 in the financial statements together with intangible assets.
reconciliations of adjusted performance measures to statutory results.

PPP non-recourse net debt presentation In preparing the 2022 financial statements, management revisited this
presentation and concluded that the cash balances should be shown gross
Given that cash held in the UK PPP entities is not freely in line with the requirements of IAS 32. This has resulted in a prior year
available to the Group it has historically been determined adjustment and the presentation of gross PPP non-recourse debt and PPP
that is was appropriate to present these cash balances cash being presently separately within borrowings and current assets
together with the gross non-recourse debt as PPP respectively. The Committee reviewed the adequacy of the disclosure
non-recourse net debt. included in the financial statements.

130 Renewi plc

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Renewi plc
Annual Report and Accounts 2022 131
Audit Committee Report continued

Going concern and viability

The Committee is required to make an assessment of the

Strategic
report
going concern assumptions for the Group and the basis of the
Viability Statement before making a recommendation to the
Board. A comprehensive assessment has been presented to the
Committee which included a review of medium-term cash flow
modelling over an 18-month period to 30 September 2023.
As well as a base case scenario setting out current expectations

Governance
of future trading, a downside scenario has been prepared.

report
In addition, a reverse stress test calculation has been undertaken
to consider the point at which covenants may be breached.
The Committee has reviewed the detailed paper and cash flow
analysis and challenged management on the assumptions and
judgements of the continued cash generation of the Group and
the compliance with covenants. After careful consideration, the

statements
Committee has confirmed to the Board that sufficient headroom

Financial
exists and that the adoption of the going concern principle
remains appropriate.

The Committee also considered a paper and financial model

prepared by management in respect of the longer-term Viability
Statement to be included in the Annual Report and Accounts.

information
The Committee discussed with management the risks,

Other
sensitivities and mitigations for the modelled scenarios and
concluded that the longer-term viability statement was
appropriate and approved by the Committee for
Waalwijk, Coolrec

recommendation to the Board.

Fair, balanced and understandable

As part of its review of the FY22 Annual Report and Accounts, the
Committee considered whether the report, taken as a whole, was
fair, balanced and understandable and that it provided the
information necessary for shareholders to assess the Company’s
position, performance, business model and strategy. To assist Committee holds private meetings with the auditors in identified by the Committee. The Committee’s responsibility As a result of the Covid-19 pandemic, the internal audit
with this assessment, the Committee reviews questions the absence of management and the Audit Committee Chair to monitor and review the objectivity and independence of programme has again been impacted by restrictions on site
completed by management to illustrate the fair, balanced and also maintained regular contact with the audit partner the external auditor is supported by a non-audit services access and the reduced ability to travel, resulting in a number of
understandable aspects of the Annual Report and Accounts and throughout the year. Given the ongoing regulations with regard policy. Specified services may be provided by the external reviews being delivered remotely. The original plan for the year
a summary of the review and approval processes involved. to the pandemic, a proportion of the audit work has again been auditor subject to a competitive bid process, other than in was completed despite these challenges. During the year, the
Following consideration of these items at the May 2022 meeting, carried out remotely, albeit less so than for the FY21 year end. situations where it is determined by the Committee that the key control framework was enhanced further across all Divisions,
together with the Annual Report and Accounts, the Committee is work is closely related to the audit or when a significant shared services and central finance functions, with compliance
satisfied that the key events and issues, both positive and In order to ensure the effectiveness of the external audit benefit can be obtained from work previously conducted by reporting consistently above 95%. Consistent with previous
negative, have been adequately reflected and referenced in the process, BDO LLP conducts an audit risk identification process the external auditor. The approval process of any new years, internal audit services from suitably qualified external
Annual Report and Accounts. at the start of the audit cycle. This plan is presented to the Audit engagement remains in place, with the CFO able to approve providers were also engaged during the year.
Committee for its review and approval and for the FY22 audit, any new engagement up to the value of €25,000, with
Interaction with the Financial the key risks and audit matters identified included revenue anything in excess of that limit requiring Committee approval. The detailed findings from all reviews were presented to
Reporting Council (FRC) recognition, impairment of goodwill and other assets, going During the year €0.2m of non-audit services were provided by and considered by the Committee. Any necessary actions,
As noted last year, a letter was received from the FRC in concern and covenant compliance, presentation of non-trading BDO, which is comparable to the prior year. The total audit including improvements, are acted upon by local divisional
December 2020 which gave advance notice of the selection of and exceptional items, onerous contract provisions, landfill fees, as disclosed in note 3.2 of the financial statements, teams with revisits from internal audit as required and regular
our 2021 Annual Report and Accounts for the thematic review provisions, compliance with laws and regulations, and tax. amounted to €1.7m (2021: €1.6m). follow-up at monthly business review meetings. The Committee
into IAS 37 Provisions, Contingent Liabilities and Contingent is provided with updates on the implementation of agreed
Assets. In September 2021, we received confirmation that the The Committee reviews the performance and effectiveness During the year, tax and other professional services have also management actions and overall control environment progress
review had been completed and that some extracts from our of the external auditors in performing the audit. Taking into been provided to the Group by the audit firms Deloitte, KPMG at each meeting.
March 2021 financial statements would be included as examples account feedback from the business and the Committee’s and PwC.
of best practice in the thematic review. The Committee is own experiences of working with BDO during the year, the Accountability and audit
pleased to report that the FRC raised no questions or queries Committee is satisfied that the external auditors are providing Internal audit The responsibilities of the Directors and the auditors in relation
and that there was no exchange of substantive correspondence an effective service. The internal audit function is an independent and objective to the financial statements are set out on page 159.
between the FRC and the Group. There are some improvements function which aims to improve Renewi’s overall control
that have been incorporated into the FY22 Annual Report and For the Committee and the Board the objectivity of the Group’s framework and evaluate and improve the design and Risk management
Accounts based on the FRC’s observations. external auditors is key. The Committee reviews the effectiveness of control processes. Reviews of financial The Group Risk Management framework, major risks and the
independence of the auditors on an annual basis. BDO LLP’s processes and cycles are carried out and investigation steps taken to manage these risks are outlined on pages 90 to
External auditors rotation rules require the lead audit partner and key partners activities are performed on control failures to identify root 99.
Following the competitive tender carried out in 2019 and the involved in the audit to rotate every five years. BDO LLP is cause and provide recommendations for resolution and
shareholder approval at the 2020 AGM, BDO LLP was appointed required to confirm to the Committee that it has the prevention. The Committee monitors and reviews the Internal control responsibility
as the Company’s statutory external auditor for FY21. The appropriate independence and no matters of concern were effectiveness of its work and approves its annual plan. The system of internal control is based on a continuous process

132 Renewi plc

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Renewi plc
Annual Report and Accounts 2022 133
 of identifying, evaluating and managing risks, including the risk
management processes outlined on pages 90 to 93. The Board
 monthly key control framework is in operation in all Divisions
A
and a summary of compliance is reported to the Group Board
Nomination
Committee

Strategic
report
of Directors has overall responsibility for the Group’s system of on a monthly basis
internal control and for reviewing its effectiveness. The Board A range of quality assurance, safety and environmental
recognises that internal control systems are designed to manage
rather than eliminate the risk of failure to achieve business
management systems are in use across the Group. Where
appropriate, these are independently certified to Report
objectives and can therefore only provide reasonable and not internationally recognised standards and subject to regular
absolute assurance against material misstatements, losses, and independent auditing Committee membership:

Governance
the breach of laws and regulations. A minimum of three scheduled Risk Committee meetings each Ben Verwaayen (Chair)

report
year, to consider all key aspects of the risk management and Allard Castelein
Effectiveness of the risk management and internal control systems Marina Wyatt
Jolande Sap
internal control systems Prompt review by the Committee of any fraudulent activity or
Luc Sterckx
In addition to the Board’s ongoing internal control monitoring whistle-blowing reports with appropriate action and follow up
Neil Hartley
process, it has also conducted an annual effectiveness review of
the Group’s risk management and internal control systems in Where weaknesses in the internal control system have been FY22 Committee meeting attendance

statements
compliance with Provision 29 of the UK Corporate Governance identified through the monitoring processes outlined above,

Financial
Code. This covered risk management systems and all significant plans for strengthening them are put in place and action plans Ben Verwaayen 4 (4)
material controls including financial, operational and regularly monitored until complete. The Board confirms that no Allard Castelein 4 (4)
compliance controls. material weaknesses were identified during the year and Marina Wyatt 4 (4)
Ben Verwaayen
therefore no remedial action is required in relation to them. Jolande Sap 4 (4)
Chair of the
Luc Sterckx 4 (4)
Specifically, the Board’s review included consideration of Nomination Committee
Neil Hartley 4 (4)
changes in the risk universe and the Group’s ability to respond to Financial reporting

information
these through its review of business risk register controls and In addition to the general risk management and internal control On behalf of the Board, I am pleased to present the Bracketed figures indicate maximum potential attendance

Other
of each Director.
improvement action plans. It also reviewed the six-monthly processes described above, the Group has implemented internal Nomination Committee Report for the year ended
certification by divisional management to ensure that controls specific to the financial reporting process and the 31 March 2022.
appropriate internal controls are in place as well as reports by preparation of the annual consolidated financial statements.
Role of the Committee
internal audit and external auditors. The main control aspects are as follows: The Committee met four times during the year and details of  eview the structure, size and composition (including
R
Formal written financial policies and procedures applicable to members’ attendance are shown opposite. The Committee the skills, knowledge, experience and diversity) of the
The main elements of the internal control and risk management all business units was particularly focused on the recruitment of a new Chief Board and make recommendations to the Board with
regard to any changes
frameworks, which contribute towards continuous monitoring, A detailed reporting calendar including the submission of Financial Officer and of the new Executive Committee position
are as follows: detailed monthly accounts for each business unit, in addition of Group SHEQ Director as well as senior management  ive full consideration to succession planning
G
A defined schedule of matters for decision by the Board to the year-end and interim reporting process succession planning. for Directors and other senior executives and, in
Group manuals and guidance setting out financial and Detailed management review to Board level of both monthly particular, for the key roles of Chairman and Chief
accounting policies, minimum internal financial control management accounts and year-end and interim accounts Diversity and inclusion Executive Officer
standards and the delegation of authority over items Consideration by the Board of whether the Annual Report is Renewi is committed to offering a rewarding, diverse and inclusive  eep under review the leadership needs of the
K
such as capital expenditure, pricing strategy and fair, balanced and understandable working environment. With regard to gender diversity, the target Company, both executive and non-executive,
contract authorisation Biannual certification by divisional Managing and Finance set last year was to increase the percentage of women across with a view to ensuring the continued ability of
the organisation to compete effectively in the
A comprehensive planning and budgeting exercise Directors and Executive Directors on compliance with Renewi, including in the senior leadership team, to 25% by 2025.
marketplace
Performance is measured monthly against plan, prior year and appropriate policies and accuracy of financial information
latest forecast results with explanations sought for significant The Committee receives regular reports from the Group With the appointment of Annemeike den Otter to the position of I dentify and nominate, for the approval of the Board,
variances. Key performance indicators are also used to help Tax Manager on the Group’s tax policy, tax management Chief Financial Officer this target at Board level will already have candidates to fill Board vacancies as and when they
management of the business and to provide early warning of and compliance been surpassed (37.5%) when she joins on 1 June this year. arise
potential additional risk factors  ecommend the re-election by shareholders of
R
Monthly meetings with the divisional management teams to Anti-bribery and corruption Renewi now has a Diversity and Inclusion (D&I) Board which Directors under the annual re-election provisions,
discuss performance and plans The Renewi Code of Conduct and Reporting and Investigation was formed in November 2021. It is chaired by the Chief Executive having due regard to their performance and
Appointment and retention of appropriately experienced and Protocol has operated throughout the year and integrity Officer and comprises a diverse group of Renewi colleagues who contribution in light of the knowledge, skills and
experience required and the need for progressive
qualified staff to help achieve business objectives reporting is a standing item at all committee meetings. meet regularly to discuss D&I initiatives and plans, and monitor
refreshing of the Board
An annual risk-based internal audit plan approved by the progress against targets and objectives. Employee representatives
Committee. Summaries of audit findings and the status of are invited to join the D&I Board to enable the contribution of  eview the results of the annual Board performance
R
action plans to remedy significant failings are discussed at opinions and ideas from across the whole workforce. evaluation process
Group Board and Committee meetings on a regular basis
For terms of reference go to renewi.com/nomco
The main aims of the D&I Board are:
Communication: ensuring everyone understands what D&I is,
what Renewi stands for and what Renewi is doing to become a
diverse and inclusive employer
Inclusion: making sure everyone feels included and heard
Achieving our target of 25% women working at Renewi
by 2025
Tackling our unconscious biases
Celebrate diversity and inclusivity within Renewi

Talent development
During talent reviews across the Group, 45 young people were
identified as having the potential to fulfil a leadership role.

134 Renewi plc

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Renewi plc
Annual Report and Accounts 2022 135
Nomination Committee Report continued

A programme has been designed to help them develop the Biographical details of Annemieke den Otter and Jeanine

Amsterdam, Commercial Waste Netherlands

skills and qualities to position themselves as future leaders of Peppink-Van der Sterren and the other members of the Board

Strategic
report
Renewi. In addition, the Renewi leadership programme, LEAD, and Executive Committee can be found on pages 106 to 109 and
continued to offer training, development and support for are also available on the Company website.
managers across all Divisions.
Any new Director appointed to the Board is subject to election by
In FY22, Renewi hired 746 colleagues, of which 22% were shareholders at the first opportunity after their appointment. All
internal hires and 34% were female. This included a successful Directors are also required under the Company’s Articles of

Governance
recruitment campaign for drivers in both the Netherlands Association to stand for re-election at each AGM.

report
and Belgium.
Succession plans were reviewed in the year and action plans
Many vacancies were filled despite tight labour markets, in part prioritised to ensure a potential pipeline of internal candidates
due to the investment in employer branding, social media for senior positions within the Group.
campaigns, improved HR processes and insourcing of most
recruitment activities. Board evaluation

statements
The FY21 review of Board and Committee effectiveness as

Financial
Further details are set out in the Care for People section on reported last year was undertaken with the use of an externally
pages 84 to 89. facilitated structured questionnaire facilitated by the Company
Secretary. Key findings from the FY22 review and subsequent
Succession planning actions are detailed below.
No Board changes were made in the actual financial year with
the current Directors having been in post for the full financial Finding Action

information
year. The departure of Toby Woolrych as Chief Financial Officer Leverage a renewed focus Appointment of a new Executive

Other
was announced in January 2022, and he remained in post until through the new SHE Committee level, Group SHEQ
31 March 2022. Committee members worked closely with search Committee to drive and Director to support the SHE
consultants, Heidrick and Struggles, with whom the Company improve safety Committee with the
had no other connection, to recruit a successor. A performance across implementation of the
the Group. International Sustainability Rating
comprehensive and efficient process involved shortlisting of
System (ISRS) across the Group.
candidates followed by interviews by Committee members, the See the Report of the SHE
Chief Executive Officer and Group HR Director. Together with Committee on pages 127 to 128. FY22 evaluation
input from the Remuneration Committee, a final It was determined that the FY22 evaluation would again be Following the review, which was supplemented by individual
Broader communication on Successful Circular Innovations
recommendation was made by the Committee to the Board implementation and Capital Market Event in October carried out via a structured questionnaire survey of the Directors discussions with the Directors by the Chairman, the Board
resulting in the announcement on 28 March that Annemieke den realisation of long-term, 2021 (video still available at renewi. and the Company Secretary. After a shortlisting process concluded that, along with its committees, it had continued to
Otter would join the Board as Chief Financial Officer on 1 June ambitious strategic goals. com/en/investors/capital-markets- undertaken by the Chairman and Company Secretary it was operate effectively during the year and that each Director had
2022. A short introductory question and answer interview with event). Renewi’s increased social agreed that this be facilitated for a second year by Gould continued to demonstrate commitment to their role and
Annemieke is set out on page 116. media presence and wider Consulting, with whom the Group has no other commercial performed capably. The Senior Independent Director led the
contribution to the circularity relationship. review of the Chairman’s performance with the other Directors.
debate.
Non-Executive Director and Chair of the Audit Committee, The Board was therefore able to recommend the re-election of
Marina Wyatt, will be stepping down from the Board at the Launch of Mission75 to generate Gould Consulting is fully compliant with the Chartered all those Directors standing at the forthcoming AGM.
conclusion of the forthcoming AGM. A search for a new Chair of ideas and co-innovate. Governance Institute’s Code of Practice for Independent Board
the Audit Committee is under way. Review of ongoing process Selection of similar Board Reviewers, published in January 2021.
of Board evaluation and evaluation process, facilitated by
An important new addition was made at the Executive monitoring of Directors’ same external provider to monitor Having considered the results and themes which had emerged
performance throughout development of Board views and
Committee level, with the appointment of Jeanine Peppink- from the evaluation, the Board agreed specific FY22 action plans
the year. alignment on Group strategy and
Van der Sterren to the new position of Group SHEQ Director. outlook for Company’s prospects across three main areas: Ben Verwaayen
She has extensive safety audit experience and is skilled in as well as internal governance Clearer communications around primary strategic ESG focus Chair of the Nomination Committee
implementing and working with ISRS, the new safety and arrangements and performance of and purpose of the business 24 May 2022
sustainability framework being implemented across Renewi. Audit, Remuneration, Nomination Development of closer engagement with all stakeholders to
and SHE Committees. drive the circular economy
Ongoing promotion of diversity and inclusion objectives
throughout the Group

Board tenure Background/experience of Non-Executive Directors Nationalities

Male Female Total Male Female Total Nationality Number Board member
2–4 years 3 0 3 Energy/chemicals 1 0 1 Dutch 4 Ben Verwaayen, Allard Castelein,
4–5 years 1 1 2 Politics/socio-economics 0 1 1 Jolande Sap, Otto de Bont
5–9 years 1 0 1 Telecoms 1 0 1 UK 3 Marina Wyatt, Neil Hartley, Toby Woolrych
>9 years* 1 1 2 Transport 1 1 2 Belgian 1 Luc Sterckx
Private equity/investment 1 0 1
*Toby Woolrych left the Company on 31 March 2022 and Marina Wyatt
steps down from the Board at the conclusion of the AGM in July 2022 As at 31 March 2022 As at 31 March 2022

136 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 137
 Directors’

Strategic
report
Remuneration
Report

Governance
report
statements
Financial
Neil Hartley
Chair of the Remuneration Committee

information
Committee membership:

Other
Waalwijk, Coolrec

Neil Hartley (Chair)

Allard Castelein
Luc Sterckx

FY22 Committee meeting attendance

Neil Hartley (Chair) 4 (4)
Allard Castelein 4 (4)
Luc Sterckx 4 (4) This report, prepared by the Remuneration Committee on Work of the Committee during the year  isk. Our Remuneration Policy is based on: (i) a combination
R
Bracketed figures indicate maximum potential attendance behalf of the Board, takes full account of the UK Corporate The Committee met four times during FY22 and details of of both short- and long-term incentive plans based on
of each Director. Governance Code and the latest Investment Association (IA) members’ attendance at meetings are shown on the previous financial, non-financial and share price-linked targets; (ii) a
Principles of Remuneration and Institutional Shareholder page. The main Committee activities during the year (full details of combination of cash and equity (in terms of both deferred
Role of the Committee Services (ISS) UK and Ireland Proxy Voting Guidelines, and which are set out in the relevant sections of this Report) included: bonus and LTIP awards); and (iii) a number of shareholder
 etermines the Group’s policy on remuneration and
D has been prepared in accordance with the provisions of the agreeing the performance against the targets and payout for protections (ie bonus deferral, shareholding guidelines, malus/
monitors its implementation Companies Act 2006 (the Act), the Listing Rules of the the FY21 annual bonus awards; clawback provisions) which have been designed to mitigate
Financial Conduct Authority and the Large and Medium- setting the performance targets for the FY22 annual bonus; the impact of inappropriate risk-taking.
 eviews and sets performance targets for incentive
R
plans
Sized Companies and Groups (Accounts and Reports) agreeing the vesting levels for the 2018 LTIP awards which Predictability. Our incentive plans are subject to individual
(Amendment) Regulations 2013, the Companies vested in 2021; caps, with our share plans also subject to market standard
 ets the remuneration of the Group’s senior
S (Miscellaneous Reporting) Regulations 2018 and the agreeing the award levels and performance targets for the 2021 dilution limits. The scenario charts in the Remuneration Policy
management
Companies (Directors’ Remuneration Policy and Directors’ LTIP awards; illustrate how the rewards potentially receivable by our
 pproves the specific remuneration package for the
A Remuneration Report) Regulations 2019. The Act requires agreeing Executive Director base salary increases and the Executive Directors vary based on performance and share
Chairman, each of the Executive Directors and below the Auditor to report to the Group’s shareholders on the Chairman’s fee from 1 April 2022; price growth.
Board members of the Executive Team audited information within this Report and to state whether considering regulatory/disclosure developments and Proportionality. There is a clear link between individual
 etermines the terms on which LTIP, Deferred Annual
D in their opinion those parts of the report have been prepared shareholder views during FY22; awards, delivery of strategy and our long-term performance. In
Bonus and Sharesave awards are made to employees in accordance with the Act. The Auditor’s opinion in this reviewing the ongoing operation of the Remuneration Policy; addition, the structure of our short- and long-term incentives,
 etermines the policy for and scope of pension
D regard is set out on page 162 and those aspects of the Report reviewing the ongoing impact of Covid-19; and together with the structure of the Executive Directors’ service
arrangements for the Executive Directors and below that have been subject to audit are clearly marked. close liaison with the SHE Committee to ensure alignment on contracts, ensures that poor performance is not rewarded.
Board members of the Executive Team ESG (safety) targets. Alignment to culture. Renewi’s focus on making valuable
Summary products from waste, meeting the growing need to deal with
For terms of reference go to renewi.com/Remco The key elements of the Directors’ Remuneration Report are In addition, the Committee has considered how the waste sustainably and cost-effectively, is fully supported
outlined below. Remuneration Policy and practices are consistent with the six through the metrics in both the annual bonus and long-term
Annual Statement. Summarises performance and reward in factors set out in Provision 40 of the 2018 UK Corporate incentive which measure how we perform against main KPIs
the year ended 31 March 2022 and how the Remuneration Governance Code: that underpin the delivery of our strategy.
Policy will be operated for the year ending 31 March 2023. Clarity. Our policy is well understood by our senior team and
Remuneration Policy. Sets out a summary of the employees more generally and has been clearly articulated.
Remuneration Policy which was approved by shareholders at Simplicity. The Committee is mindful of the need to avoid
the 2020 AGM. overly complex remuneration structures which can be
Annual Report on Remuneration. Details how the misunderstood and deliver unintended outcomes. As such,
Remuneration Policy was implemented during the year ended our executive remuneration policies and practices are as
31 March 2022 and how the Committee intends the Policy to simple to communicate and operate as possible, while
apply for the year ending 31 March 2023. ensuring that they are aligned to our strategy.

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Annual Report and Accounts 2022 139
Directors’ Remuneration Report continued

DIRECTORS’ REMUNERATION POLICY

Strategic
report
The following section of this report sets out a summary of the
Directors’ Remuneration Policy which was approved by
shareholders at the 2020 AGM. The full Policy as approved by
shareholders is set out in the Annual Report and Accounts 2020.

Policy scope

Governance
The Policy applies to the Chairman, Executive Directors and

report
Non-Executive Directors.

Policy duration
Following shareholder approval at the 2020 AGM, the Policy will
apply from that date for a maximum of three years.

Policy table

statements
Financial
OPERATION OPPORTUNITY PERFORMANCE METRICS
BASE SALARY: To pay a competitive basic salary to attract, retain and motivate the talent required to operate and
BDR, Municipal UK

develop the Group’s businesses

Base salaries are generally reviewed on an annual For Executive Directors, it is None.

information
basis or following a significant change in anticipated that salary increases

Other
responsibilities. will normally be in line with those
of salaried employees as a whole.
Salary levels are reviewed by reference to In exceptional circumstances
FTSE-listed companies of similar size and
ANNUAL STATEMENT complexity. The Committee also has regard to
individual and Group performance and changes to
(including, but not limited to, a
material increase in job size or
complexity or a material market
pay levels across the Group.
On behalf of the Board, I am pleased to present the Directors’ Implementing the Policy for FY22 misalignment), the Committee
Remuneration Report for the year ended 31 March 2022. I have In respect of the implementation of the Remuneration Policy has discretion to make
summarised below the key decisions the Committee has taken for FY22: appropriate adjustments to salary
levels to ensure they remain
during the year and provided an explanation of the context in The Chief Executive Officer’s basic salary was increased by
market-competitive.
which they were made. 4.1% with effect from 1 April 2022, in line with the general
workforce rate of increase PENSION: To provide an opportunity for executives to build up a provision for income on retirement
FY22 performance, decisions The new Chief Financial Officer was appointed on a broadly
and reward outcomes similar remuneration package as their predecessor Executive Directors may receive a pension New Executive Directors: None.
FY22 annual bonus The Executive Directors both now receive a cash supplement contribution or cash allowance in lieu of pension. In line with the local workforce
contribution rate (as a % of basic
Profit and net debt/leverage targets were exceeded, contributing in lieu of pension of 12.5% of salary
salary).
to the financial target element of the bonus measures. LTIP grants for Executive Directors will be set at levels no
greater than the equivalent value of 150% and 120% of the Current Executive Directors:
Personal targets were also largely met. This resulted in bonus base salaries of the Chief Executive Officer and Chief Financial CEO: 12.5% of basic salary
awards of 150% and 138% of the base salaries of the Chief Officer respectively. Performance metrics will continue to be CFO designate: 12.5% of basic
Executive Officer and Chief Financial Officer respectively. based on EPS, ROCE, relative TSR and a key ESG measure (the salary from appointment
Group’s recycling rate)
Further details are set out on pages 148 and 149.
Looking forward BENEFITS: To provide market-competitive benefits
2019 LTIP vesting in 2022 At the 2021 AGM, the Annual Statement and Annual Report on
The Long-Term Incentive Plan (LTIP) granted in 2019 was Remuneration received the support of more than 92.1% of votes Benefits include life assurance, medical insurance, Benefits may vary by role. None.
income protection and car/travel allowances. However, the total cost of taxable
designed to incentivise and reward the achievement of financial cast. The Committee would like to thank shareholders for their
benefits will not normally exceed
(EPS and ROCE) and share price performance over the three-year continued support and asks that they similarly support the 2022 10% of salary.
performance period to 31 March 2022. All three targets were Directors’ Remuneration Report resolution.
exceeded, resulting in 100% vesting. Further details are set out The Committee retains discretion
to approve a higher cost in
on page 150.
exceptional circumstances (eg
relocation or expatriation) or in
Use of Remuneration Committee discretion circumstances where factors
As per the announcement issued on 5 January 2022, Toby outside the Group’s control have
Woolrych stood down as Chief Financial Officer and from the changed (eg increases in market
Board at the end of the financial year. As announced on insurance premia).
28 March 2022, his successor, Annemieke den Otter will be Neil Hartley
ALL-EMPLOYEE SHARE SCHEMES: To encourage Group-wide share ownership
appointed and join the Board on 1 June 2022. The Committee Chair of the Remuneration Committee
used its discretion to determine the elements of Toby Woolrych’s 24 May 2022 Executive Directors may participate in all-employee The maximum opportunity will None.
Settlement Agreement and composition of Annemieke’s share arrangements on the same terms offered to not exceed the relevant HMRC
remuneration and benefits package, details of which are set out employees. limits, where applicable.
on page 151.

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Annual Report and Accounts 2022 141
Directors’ Remuneration Report continued

OPERATION OPPORTUNITY PERFORMANCE METRICS Notes to the policy table Opportunities and specific performance conditions vary by
Use of discretion organisational level, with business area specific metrics
ANNUAL BONUS: To motivate senior executives to maximise short-term

Strategic
report
The Committee may apply discretion as detailed below. incorporated where appropriate. Members of the Executive
performance and help drive initiatives that support long-term value creation
Under each element of remuneration, a full description Committee and other senior managers may participate in the
Performance measures, targets and weightings 150% of salary. Executive Director performance is of how discretion can be applied is set out in line with UK LTIP on a similar basis to, but at lower levels than Executive
are set at the start of the year. The maximum assessed by the Committee on an annual reporting requirements. Directors. Such awards may be on the same terms as those
bonus is payable only if all performance targets basis by reference to Group financial granted to Executive Directors or they may differ in respect of
are met in full. performance (eg profit or cash flow To ensure fairness and align executive remuneration with vesting periods, holding periods and performance targets (ie the
measures) (majority weighting) and the

Governance
50% of any bonus is awarded in shares, with half individual and underlying Company performance the Committee targets used and/or whether performance targets apply for some
achievement of personal or strategic

report
vesting immediately and the other half deferred objectives (minority weighting). may adjust up or down (including to zero) the outcome of the or all of the awards). All UK employees are eligible to participate
into an award over Renewi plc ordinary shares annual bonus and LTIP or the performance measures of inflight in the Sharesave Scheme on the same terms although other
which vests after three years. Bonus targets are generally calibrated awards under either plan. Any adjustments in light of ‘non- all-employee share arrangements may be introduced if
with reference to the Group’s budget for
Dividend equivalents may accrue over the relevant regular events’ (including, but not limited to, corporate events considered appropriate.
the year.
vesting period of deferred share awards to the (including Rights Issues), changes in the Group’s accounting
extent awards vest. The Committee has the discretion to policies, minor or administrative matters, internal promotions, Approach to recruitment remuneration
adjust the formulaic bonus outcomes

statements
Malus & clawback: external recruitment and terminations of employment) are External appointments

Financial
both upwards (within the plan limits) and
The Committee may at its discretion not pay expected to be made on a ‘neutral’ basis – ie adjustments will be In the cases of hiring or appointing a new Executive Director, the
downwards, to ensure that payments are
bonuses/reduce deferred share awards and/or a true reflection of performance over the designed so that the event is not expected to be to the benefit or Committee may make use of any of the existing components of
recover bonuses which have been paid or shares performance period, eg in the event of the detriment of participants. Adjustments to incentives to remuneration, as described in the Policy Table. The maximum
which have vested under deferred share awards in unforeseen circumstances outside ensure that outcomes reflect underlying performance may be limits for variable pay (excluding buyouts) will be as for existing
the following circumstances: misstatement of the management control.
Company’s financial results, an error in calculating
made in exceptional circumstances to help ensure outcomes are Executive Directors.
the vesting result, misconduct, material corporate fair to shareholders and participants.

information
failure, material risk management failure, serious In determining the appropriate remuneration for a new Executive

Other
reputational damage or material loss caused by the Performance measurement selection Director, the Committee will take into consideration all relevant
participant’s actions. The measures used in the annual bonus are selected annually to factors (including the overall quantum and nature of
reflect the Group’s main business and strategic priorities for the remuneration, and the jurisdiction from which the candidate is
LONG-TERM INCENTIVE PLAN (LTIP): To motivate and retain senior executives and managers to
year and capture both financial and non-financial objectives. being recruited) to ensure that all such arrangements are in the
deliver the Group’s strategy and long-term goals and to help align executive and shareholder interests
Group financial performance targets relating to the annual best interests of Renewi and its shareholders.
Executive Directors and senior employees may be 150% of salary. Vesting of LTIP awards will be subject to bonus plan are based around the Group’s annual budget, which
granted awards annually, as determined by the continued employment and financial, is reviewed and approved by the Board prior to the start of each The Committee may also make an award in respect of a new
Committee. The vesting of these awards is subject strategic environmental and/or share financial year. Underlying profit before tax and cash-related appointment to buy out incentive arrangements forgone on
to the attainment of performance conditions. price-related performance targets targets are typically used as the key financial performance leaving a previous employer on a like-for-like basis, in addition to
measured over a period of at least three measures in the annual bonus plan because they are clear and providing the normal remuneration elements. In constructing a
Awards are in the form of Renewi plc ordinary years.
shares. Dividend equivalents may accrue over the well understood measures of Group performance. buy-out, the Committee will consider all relevant factors
vesting period to the extent that awards vest. In addition to the Group achieving the including time to vesting, any performance conditions attached
financial/share price targets, the Performance targets are reviewed annually and set to be to awards, and the likelihood of those conditions being met.
Awards made under the LTIP have a performance Committee must satisfy itself that the
and vesting period of at least three years. If no stretching and achievable, taking into account the Group’s Any such buyout awards will typically be made under the
recorded outcome is a fair reflection of
entitlement has been earned at the end of the the underlying performance of the Group.
resources, strategic priorities and the economic environment in existing annual bonus and LTIP schemes, although the
relevant performance period, then the awards will which the Group operates. Targets are set taking into account a Committee may exercise the discretion available under the FCA
lapse. Threshold performance will result in range of internal and external reference points, including the Listing Rule 9.4.2 R to make awards using a different structure.
vesting of no more than 25% of maximum
A two-year post-vesting holding period applies to Group’s strategic plan and broker forecasts for both the Group Any buy-out awards would have a fair value no higher than that
under each element.
LTIP awards granted to Executive Directors since the and sector peers. The Committee believes that the performance of the awards forgone.
2017 AGM. The Committee has discretion (within the targets are stretching, and that to achieve maximum outcomes
limits of the scheme) to adjust the requires truly outstanding performance. Internal appointments
Malus & clawback: formulaic performance outcomes to
The Committee may at its discretion decide that In cases of appointing a new Executive Director by way of
ensure that payments fairly reflect
LTIP awards are reduced and/or clawback vested underlying performance over the period. The Committee considers the combination of three-year EPS internal promotion, the Committee will determine remuneration
LTIP awards in the following circumstances: Adjustments may be upwards or growth, ROCE improvement, share price growth and ESG in line with the policy for external appointees. Where an
misstatement of the Company’s financial results, an downwards. (recycling rate) target to be key indicators of success for the individual has contractual commitments made prior to
error in calculating the vesting result, misconduct,
Group. These measures are transparent, visible and motivational promotion to the Board, the Group will continue to honour
material corporate failure, material risk
management failure, serious reputational damage to participants, balance growth and returns, and provide good these. Incentive opportunities for below Board employees are
or material loss caused by the participant’s actions. line-of-sight for executives and alignment with shareholders. typically no higher than for Executive Directors, but measures
may vary to ensure they are relevant to the role.
SHAREHOLDING GUIDELINES: To align executive and shareholder interests Remuneration policy for our senior leaders
The Group’s approach to annual salary reviews is broadly Non-Executive Director recruitment
The Committee recognises the importance of In employment: None.
consistent across the Group, with consideration given to the In recruiting a new Non-Executive Director, the Committee will
Executive Directors aligning their interests with 200% of salary.
shareholders through building up significant scope of the role, level of experience, responsibility, individual use the policy as described in the Policy Table. A base fee in line
shareholdings in the Group. Post employment: performance and pay levels for comparable roles in comparable with the prevailing rate for Board membership would be payable,
200% of salary up until the companies. The broader Remuneration Policy across the Group with additional fees payable for acting as Senior Independent
Executive Directors are required to retain 100% (net second anniversary of cessation.
is also consistent with that set out in this report for the Executive Director or Chair of a Committee, as appropriate.
of tax) of any LTIP, annual bonus awarded in shares
which vest immediately and deferred bonus shares Own shares purchased, shares Directors. For example, remuneration is linked to Group and
acquired on vesting (net of tax) until they reach the acquired through buyout awards individual performance in a way that is ultimately aimed at Service contracts and exit payment policy
ownership guideline. and share awards granted prior to reinforcing the delivery of shareholder value. Senior employees Executive Director service contracts, including arrangements for
the 2020 AGM will be excluded
generally participate in an annual bonus scheme with a similar early termination, are carefully considered by the Committee.
from the post-cessation guideline.
structure to that described for the Executive Directors. The Committee has agreed that the policy with regard to the

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Annual Report and Accounts 2022 143
Directors’ Remuneration Report continued

Treatment of awards on exit

Strategic
SCENARIO TIMING OF VESTING TREATMENT OF AWARDS

report
Annual Cash Bonus

Ill-health, disability, death, retirement (with Group Normal payment date, although Cash bonuses will only be paid to the
consent) or any other reasons the Committee may the Committee has discretion to extent that Group and personal objectives
determine in its absolute discretion. accelerate. set at the beginning of the year have been
achieved. Any resulting bonus will

Governance
generally be pro-rated for time served

report
during the year.

Change of control. Immediately. Performance against targets will be

assessed at the point of change of control
and any resulting bonus will generally be
pro-rated for time served.

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

Deferred Annual Bonus (DAB)

Ill-health, disability, death, retirement (with Group Normal payment date, although Any outstanding DAB awards will
consent) or any other reasons the Committee may the Committee has discretion to generally be pro-rated for time served.
determine in its absolute discretion. accelerate.

information
Change of control. Immediately. Any outstanding DAB awards will

Other
generally be pro-rated for time served. In
the event of a change of control, awards
may alternatively be exchanged for new
Seraing Commercial Waste Belgium

equivalent awards in the acquirer where

appropriate.

Any other reason. Not applicable. Awards normally lapse.

Long-Term Incentive Plan (LTIP)

Ill-health, disability, death, retirement (with Group Normal vesting date, although the Any outstanding LTIP awards will
consent) or any other reasons the Committee may Committee has discretion to generally be pro-rated for time served and
determine in its absolute discretion. accelerate. performance, subject to the Committee’s
discretion.

Change of control. Immediately. Any outstanding LTIP awards will

generally be pro-rated for time served and
performance, subject to the Committee’s
discretion. In the event of a change of
control, awards may alternatively be
exchanged for new equivalent awards in
the acquirer where appropriate.
notice period for Executive Directors is one year’s written notice addition, the Committee retains discretion to settle any other
from the Group (or less if required by local employment law) and amounts reasonably due to the Executive Director, for example Any other reason. Not applicable. Awards normally lapse.
one year’s notice from the individual (or less if required by local to meet the legal fees incurred by the Executive Director
employment law). The contracts provide for an obligation to pay in connection with the termination of employment, where
salary plus contractual benefits for any portion of the notice the Group wishes to enter into a settlement agreement (as
period waived by the Group where permitted by local provided for below) and the individual must seek independent Non-Executive Directors Non-Executive Director Initial agreement date Renewal date
employment law. The Group has the ability to pay such sums in legal advice. The Non-Executive Directors do not have service contracts as
Ben Verwaayen (Chairman) 8 March 2020 1 August 2022
instalments, requiring the Director to mitigate loss (for example, their terms of engagement are governed by letters of
Allard Castelein 10 November 2016 1 August 2022
by gaining new employment) over the relevant period. In certain circumstances, the Committee may approve new appointment. These letters and the Company’s Articles of
contractual arrangements with departing Executive Directors Association make provision for annual renewal at each AGM. Jolande Sap 13 March 2018 1 August 2022
Executive Effective date Notice period Notice period including (but not limited to) settlement, confidentiality, Details of the Non-Executive Directors’ terms of appointment are Luc Sterckx 3 August 2017 1 August 2022
Director of service (Company) (individual) restrictive covenants and/or consultancy arrangements. These shown in the table opposite. The appointment and Neil Hartley 17 January 2019 1 August 2022
contract will be used sparingly and only entered into where the re-appointment and the remuneration of Non-Executive
Otto de Bont 1 April 2019 12 months 6 months* Committee believes that it is in the best interests of the Group Directors are matters reserved for the full Board. Marina Wyatt1 2 April 2013 -
Annemieke den 1 June 2022 12 months 6 months* and its shareholders to do so. 1
Marina Wyatt steps down from the Board at the conclusion of the 2022 AGM.
Otter The Non-Executive Directors are not eligible to participate in the Non-Executive Directors’ fees are capped in the Company’s Articles of Association at an
aggregate of £750,000.
*Both Executive Directors are Dutch residents and Dutch law limits the maximum
When considering exit payments, the Committee reviews all Group’s performance-related incentive plans and do not receive
notice they can be required to provide. potential incentive outcomes to ensure they are fair to both any pension contributions.
shareholders and participants. The table on the following page
If employment is terminated by the Group, the departing summarises how the awards under the annual bonus and LTIP
Executive Director may have a legal entitlement (under statute or are typically treated in different circumstances, with the final
otherwise) to certain payments, which would be met. In treatment remaining subject to the Committee’s discretion.

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Directors’ Remuneration Report continued

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

Strategic
PERFORMANCE LTIP

report
The following section provides details of how our Remuneration
OBJECTIVE OPERATION OPPORTUNITY
METRICS Policy will be implemented during the year ending 31 March 2023 LTIP awards for 2022 will be considered at the time of grant over
and how it was implemented during the financial year ended shares equal in value to no more than 150% of salary for the
To attract and retain Non- Fee levels are reviewed annually, Non-Executive Director fee None. 31 March 2022. Chief Executive Officer and 120% of salary for the new Chief
Executive Directors of the highest with any adjustments effective 1 April increases are applied in line
calibre with broad commercial each year. with the outcome of the
Financial Officer. The performance conditions will continue to be
and other experience relevant to review. Fees in respect of the Implementation of based on EPS, ROCE, relative TSR and the Group’s recycling rate
The fee paid to the Chairman is Remuneration Policy for FY23

Governance
the Group. year under review, and for the as follows:
determined by the Committee and fees

report
following year, are disclosed in Basic salary
to Non-Executive Directors are the Annual Report on Performance metric Weighting Performance targets
determined by the Board. The Chief Executive Officer’s basic salary was increased in line
Remuneration. with the general workforce rate of increase from 1 April 2022. 25% of this part of an award vests
Additional fees are payable for for EPS growth of 5% p.a. increasing
It is expected that any EPS 25%
pro-rata to 100% vesting for EPS
additional responsibilities – eg acting as increases to Non-Executive growth of 15% p.a. or more
Senior Independent Director and as 1 April 2021 1 April 2022 % increase
Director fees will normally be
Chair of the Board’s Committees and 25% of this part of an award vests
in line with those for salaried Otto de Bont €479,192 €498,839 4.1%

statements
subsidiary company Supervisory for an improvement in ROCE of 0.5%

Financial
employees. However, in the ROCE 25% increasing pro-rata to 100% vesting
Boards. event that there is a material Annemieke den Otter1 – – –
for an improvement in ROCE of 2%
misalignment with the market or more
Fee levels are reviewed by reference to 1. Annemieke den Otter joins the Company as Chief Financial Officer on 1 June 2022 at
FTSE-listed companies of similar size or a change in the complexity, a starting base salary of €440,000. The former Chief Financial Officer, Toby Woolrych, 25% of this part of an award vests
responsibility or time left the Company prior to the 1 April 2022 salary review date. His base annual salary for TSR equal to median increasing
and complexity. The required time at time of leaving was £368,988.
commitment and responsibilities are commitment required to fulfil a pro-rata to 100% vesting for TSR
Relative TSR 25%
Non-Executive Director role, equal to upper quartile or above
taken into account when reviewing Pension against the FTSE 250 (excluding
the Board has discretion to

information
fee levels. The Chief Executive Officer will continue to receive a cash investment trusts)
make an appropriate

Other
Non-Executive Directors may receive adjustment to the fee level. supplement in lieu of pension of 12.5% of salary, as will the new 25% of this part of an award
benefits (including travel and office Chief Financial Officer. Recycling Rate 25%
vests for a Recycling Rate of 70%
support, together with any associated increasing pro-rata to 100% vesting
tax liability that may arise). for a Recycling Rate of 73% or more
Annual bonus
The maximum annual bonus for Executive Directors for FY23 will For any shares to vest, the Committee will also need to satisfy
remain unchanged at 150% of salary with 50% payable in shares, itself that the recorded outcome is a fair reflection of the overall
External appointments Policy for the Executive Directors. In compliance with the 2018 with half of those vesting immediately and the other half after performance of the Group over the period. Awards will vest on
The Committee acknowledges that Executive Directors may be UK Corporate Governance Code, Jolande Sap is the designated three years. The majority of the bonus will be based by reference the third anniversary of grant and will be subject to a further
invited to join Supervisory Boards or become Non-Executive Non-Executive Director with the responsibility of assisting the to Group financial performance and the remainder on the two-year holding period.
Directors of other quoted companies which have no business Board with workforce engagement and reporting. achievement of personal or strategic objectives including
relationship with the Group and that these duties can broaden ESG-related targets. The specific targets are deemed to be Chairman and Non-Executive Director fees
their experience and knowledge to the benefit of the Group. Consideration of shareholder views commercially sensitive but will be disclosed retrospectively in Non-Executive Director fees were also increased in line with the
Executive Directors are limited to holding one such position, When determining executives’ remuneration, the Committee the FY23 Annual Report. general workforce rate of increase from 1 April 2022. No increase
and the policy is that fees may be retained by the Director, takes into account views of shareholders and best practice was applied to the Chairman’s fee.
reflecting the personal risk assumed in such appointments. guidelines issued by institutional shareholder bodies. The
The new Chief Financial Officer, Annemieke den Otter will Committee seeks feedback from shareholders on Remuneration Base fees Fee from Fee from %
continue to hold one such position as disclosed in her Policy and arrangements and commits to undergoing 1 April 1 April Increase
biographical details on page 107. shareholder consultation in advance of any significant 2021 2022
Remuneration Policy changes. The Committee will continue to Chairman £160,429 £160,429 –
Consideration of conditions monitor trends and developments in corporate governance and Non-Executive Director £51,337 £53,442 4.1%
elsewhere in the Group market practice to ensure that the structure of the executive
Chair fee for Audit/ £9,090 £9,463 4.1%
Although the Committee does not consult directly with remuneration remains appropriate. Further details of the votes Remuneration/SHE Committees
employees on Executive Remuneration Policy, the Committee received in relation to last year’s remuneration-related
Senior Independent Director £6,417 £6,680 4.1%
does consider general basic salary increases across the Group, resolutions (not adjusted for the subsequent July 2021, 1 for 10 additional fee
remuneration arrangements and employment conditions for the share consolidation) are provided below:
broader employee population when determining Remuneration

ANNUAL REPORT ON
REMUNERATION REMUNERATION POLICY
2021 AGM 2020 AGM
Total number Total number
of votes % of votes cast of votes % of votes cast
For (including discretionary) 403,491,196 92.09% 435,428,674 95.12%
Against 34,639,310 7.91% 22,337,973 4.88%
Total votes cast (excluding withheld votes) 438,130,506 100% 457,766,647 100%
Votes withheld 108,082 – 245,442 –

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Annual Report and Accounts 2022 147
Directors’ Remuneration Report continued

Single total figure of Remuneration for Executive Directors (audited) Financial element outcomes
The table below sets out a single figure for the total remuneration received by each Executive Director for the year ended 31 March The financial targets and corresponding potential outcomes for the Executive Directors’ FY22 annual bonus are shown below.

Strategic
report
2022 and the prior year.
FY22 Potential bonus
OTTO DE BONT TOBY WOOLRYCH Measure Weighting final outcome Threshold Maximum payout (% of max)
FY21 FY22 FY21 FY22 Underlying profit before tax 40% €104.7m €48.2 m €53.0m 100%
€000 €000 €000 €000 Leverage ratio 20% 1.44x 2.95x <2.5x 100%
Basic salary1 446 479 389 443

Governance
Taxable benefits2 27 20 25 27

report
Underlying profit before tax is set based on the Group’s expected budget outcome for the year as adjusted for disposals and
Pension3 59 60 81 87 acquisitions in the year. All non-Euro denominated entity values are converted to Euros at the budgeted rate of exchange and actual
Other4 12 12 8 7 performance is also measured at this constant exchange rate. The leverage ratio is based on the net debt to EBITDA covenant level as
determined in the main banking facilities.
Total fixed remuneration 544 571 503 564

Single-year variable5 458 719 399 300 ESG element outcomes

statements
Multiple-year variable The safety performance targets and corresponding outcomes for the Executive Directors’ FY22 annual bonus are detailed below.

Financial
6,7 15 959 50 323
Total variable remuneration 473 1,678 449 623
As safety is the Group’s first value and first priority, the Committee introduced a collective safety target. The goal is to reduce incidents
Total 1,017 2,249 952 1,187 to 0, but for bonus purposes a maximum LTIF (Lost Time Incidents Frequency rate) target was set which was 15% lower than last year
1. Executive Directors took a 20% reduction in salaries for three months from 1 April 2020. for Renewi as a whole. For FY22 this meant that each percentage point improvement over the baseline, led to a percentage point
2. Taxable benefits comprise car allowance/lease and medical insurance.
3. Otto de Bont and Toby Woolrych received cash supplements in lieu of pension contribution of 12.5% and 20% of salary respectively. bonus realisation (with a maximum of 15%). The Group level LTIF target was 12 and the actual rate achieved was 9, resulting in a
4. Includes life assurance, accident insurance and income protection. maximum 15% award.

information
5. Payment for performance during the year under the annual bonus including any deferred annual bonus. (50% cash element only awarded to Toby Woolrych with no deferred
shares. See following sections for further details.)

Other
6. Based on the estimated value of LTIPs granted in 2019 to Otto de Bont and to Toby Woolrych assuming 100% vesting, dividend equivalent shares and a three-month share Personal element outcomes
price to 31 March 2022 of £6.77. The value of LTIP awards for FY21 was based on 22.5% vesting and a three-month share price to 31 March 2022 of £6.77 and included dividend
equivalents. The actual value of the awards at vesting for Otto de Bont and Toby Woolrych were £56,450 and £16,962 respectively. The personal performance measures were based on individual objectives, as detailed below.
7. The impact of share price movements on the vesting of the LTIP awards, based on the average three-month share price to 31 March 2022 (£6.77) and the £3.45 (adjusted for
the 1 for 10 share consolidation) share price at grant and ignoring dividend equivalents, is as follows: Executive Director Target Weighting Score Committee assessment of performance
Otto de Bont 1. Group safety 8.3% 8.3% Significant improvement
Otto de Bont Toby Woolrych
Shares granted 116,710 Shares granted 41,601 2. Strategy development 8.3% 8.3% Strong progress
Value of awards expected to vest (116,710 shares granted x £6.77 x 100% £790,126 Value of awards expected to vest (41,601 shares granted x £6.77 x 100% £281,639
vesting) vesting) 3. Talent management 8.3% 8.3% New appointments and succession
Face value at grant of proportion of awards expected to vest (116,710 £402,650 Face value at grant of proportion of awards expected to vest (41,601 shares £143,523 25% 25% 100% of max
shares granted x £3.45 x 100% vesting) granted x £3.45 x 100% vesting)
Impact of share price movement on vesting value £387,476 Impact of share price movement on vesting value £138,116 Toby Woolrych 1. Simplify financial reporting 5% 2% Partially achieved
2. Develop financial tools for recyclates 5% 3.5% Progressed
Single total figure of remuneration for Non-Executive Directors (audited) 3. Support Renewi 2.0 5% 4% Good implementation
The table below sets out a single figure for the total remuneration received by each Non-Executive Director for the year ended
4. Strategy development 5% 3.5% Good progress
31 March 2022 and the prior year.
5. Engagement/talent development 5% 4% Partially achieved
25% 17% 68% of max
BASE FEE ADDITIONAL FEES TOTAL FIXED REMUNERATION1
FY21 FY22 FY21 FY22 FY21 FY22 FY22 annual bonus
€000 £000 £000 £000 £000 £000 Financial targets were met with Group profit before tax achieving a maximum payout for a 100% performance. The leverage ratio at
Ben Verwaayen (Chairman) 168 188 – - 168 188 1.44x resulted in a maximum payout. The ESG target was also exceeded. The personal targets were partially met, resulting in a bonus
Allard Castelein 2 54 61 7 7 61 68 award of 100% and 92% of the maximum for the Chief Executive Officer and Chief Financial Officer respectively.

Luc Sterckx 3 54 60 1 11 55 71
Overall bonus outcomes
Marina Wyatt 4 54 60 9 11 63 71
Jolande Sap 54 60 – - 54 60 Financial element bonus Personal element bonus
outcome Safety element bonus outcome Overall bonus outcome
Neil Hartley5 54 60 9 11 63 71
Executive Director (% of total) outcome (% of total) (% of total) (% of salary/€)
1. Non-Executive Directors receive fixed remuneration only (ie no variable remuneration is payable or has been paid). Otto de Bont 60% 15% 25% 150%/€718,788
2 Allard Castelein’s additional fee is in respect of his role as Senior Independent Director.
3. Luc Sterckx’s additional fee is in respect of his role as Chair of the SHE Committee. Toby Woolrych 60% 15% 17% 138%/€599,769
4. Marina Wyatt’s additional fee is in respect of her role as the Chair of the Audit Committee.
5. Neil Hartley’s additional fee is in respect of his role as the Chair of the Remuneration Committee.
6. At an exchange rate of €1:£0.885 for FY21 and €1:£0.849 for FY22. Notwithstanding the bonus award as measured against the performance targets, the Remuneration Committee determined that the
50% of the award ordinarily payable to Toby Woolrych in deferred shares, be forfeited as a result of his departure from the Company
Incentive outcomes for the year ended 31 March 2022 on 31 March 2022. His resulting bonus, payable in cash was therefore €299,885.
Performance-related annual bonus in respect of FY22 performance
The annual bonus was measured against underlying profit before tax (40% weighting), net debt/EBITDA leverage ratio (20%
weighting), ESG (Safety) performance (15%) and the achievement of personal objectives (25% weighting). Actual performance against
the targets set for each of these elements is shown on the following page.

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Annual Report and Accounts 2022 149
Directors’ Remuneration Report continued

2019 LTIP vesting in 2022 Deferred annual bonus (DAB)

Otto de Bont and Toby Woolrych hold LTIP awards over 116,710 and 41,601 shares respectively on 3 June 2019 which would vest in Otto de Bont and Toby Woolrych were granted awards under the Renewi plc Deferred Annual Bonus Plan on 23 July 2021 as follows:

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2022 based on three-year performance to 31 March 2022. Vesting for both awards was dependent on three-year adjusted underlying
EPS, share price performance and ROCE. The vesting schedules, targets and the performance against targets are set out below. Executive Date of 2020/21 Basis of Share price2 Face value3 Number of shares
Director grant annual bonus award1

Actual % Of this part of award 25% £5.39 €115,735 18,230 shares vesting immediately
Otto de Bont 23 July 2021 €458k
Measure Weighting Targets performance (% of maximum) 25% £5.39 €115,729 18,229 shares vesting after three years
EPS CAGR 50% 0% vesting below 5% p.a. >15% 100% 25% £5.39 €103,800 16,350 shares vesting immediately
Toby Woolrych 23 July 2021 €399k
25% vesting for 5% p.a. (50%) 16,350 shares vesting after three years4

Governance
25% £5.39 €103,800

report
50% vesting for 10% p.a.
1. 50% of the bonus is awarded in shares, with half vesting immediately and the other half deferred into an award over Renewi plc shares which vest after three years.
100% vesting for 15% p.a. 2. Based on the three-day average dealing price prior to the grant date (adjusted for the 1 for 10 share consolidation).
3. At an exchange rate of €1:£0.849.
Straight-line vesting between these points 4. Subject to time pro-rating reduction as determined by the Remuneration Committee.
Share price CAGR 25% 0% vesting below 9% p.a. >25% 100%
25% vesting for 9% p.a. (25%) Board changes
50% vesting for 13% p.a. As per the announcement issued on 5 January 2022, Toby Woolrych stood down as Chief Financial Officer and from the Board on

statements
100% vesting for 25% p.a. 31 March 2022. In respect of his remuneration arrangements:

Financial
Straight-line vesting between these points salary and contractual benefits were paid up to 1 April 2022;
Improvement in ROCE 25% 0% vesting below +0.5% >2% 100% untaken holiday entitlement, equating to £7,096, was paid in lieu;
25% vesting for +0.5% (25%) annual bonus for the year ended 31 March 2022 of £254,602 to be paid on the normal payment date. No bonus was paid or is
100% vesting for +2.0% payable in respect of the deferred share element which was forfeited;
Straight-line vesting between these points outstanding Deferred Annual Bonus Plan awards will vest on the normal vesting dates, subject to time pro-rating;
Total vesting 100% outstanding/unvested LTIP awards granted in 2019, 2020 and 2021 will vest on the normal vesting dates, subject to performance

information
targets and time pro-rating;

Other
Share price growth was calculated using three-month average share prices immediately prior to the start and end of the performance period.
all outstanding/unvested awards under the Company’s Sharesave Scheme lapsed on 1 April 2022; and
Based on the above, the vesting of the 2019 LTIP in June 2022 for Otto de Bont and Toby Woolrych will be: post cessation shareholding requirements will continue to apply in accordance with the prevailing Remuneration Policy, last
Executive Director Awards granted1 Shares vesting based Dividend equivalent Total shares Estimated value at approved by shareholders at the 2020 AGM.
on performance shares (estimated) expected to vest vesting (€’000)3
Otto de Bont 116,710 116,710 3,525 120,235 959 As per the announcement issued on 28 March 2022, Annemieke den Otter will be appointed as Chief Financial Officer and join the
Toby Woolrych 41,601 39,290 2
1,186 40,476 323 Board with effect from 1 June 2022. In respect of her remuneration arrangements:
joining salary of €440,000;
1. As adjusted for the 1:10 share capital consolidation following shareholder approval in July 2021. maximum annual bonus potential of 150% of salary, with 50% delivered as Deferred Annual Bonus shares;
2. Time pro-rating reduction by two months as determined by the Remuneration Committee.
3. Based on the average three-month share price to 31 March 2022 of £6.77 and at an exchange rate of €1:£0.849. maximum LTIP opportunity of equivalent value of up to 120% of salary;
payment in lieu of pension of equivalent of 12.5% of basic salary; and
Share awards granted in FY21 (audited) commensurate car allowance and life assurance benefits as per the CEO.
Long-Term Incentive Plan
The Executive Directors were granted LTIP awards on 23 July 2021 as follows: Payments made to past Directors made in the year (audited)
No termination payments were made to past Directors during the year.
Executive Director Date of grant Basis of award Share price1 Face value2 Number of shares
Otto de Bont 23 July 2021 150% of salary £5.24 €729,101 118,131 Relative importance of spend on pay
Toby Woolrych 23 July 2021 120% of salary £5.24 €521,408 84,480 The table shows the percentage change in total employee pay expenditure and shareholder distributions (ie dividends) from the
1. Based on the three-day average dealing price prior to the grant date. financial year ended 31 March 2022 to the financial year ended 31 March 2021.
2. At an exchange rate of €1:£0.849.
FY21 FY22
€m €m % change
Performance targets are as follows:
Distribution to shareholders - - 0%
Performance metric Weighting Performance targets Employee remuneration 395.6 402.5 1.7%
25% of this part of an award vests for EPS growth of 5% p.a. increasing pro-rata to
EPS 25%
100% vesting for EPS growth of 15% p.a. or more
25% of this part of an award vests for an improvement in ROCE of 0.5% increasing
ROCE 25%
pro-rata to 100% vesting for an improvement in ROCE of 2% or more
25% of this part of an award vests for TSR equal to median increasing pro-rata to 100% vesting
Relative TSR 25%
for TSR equal to upper quartile or above against the FTSE 250 (excluding investment trusts)
25% of this part of an award vests for a Recycling Rate of 70% increasing pro-rata
Recycling Rate 25%
to 100% vesting for a Recycling Rate of 73% or more
For any shares to vest, the Committee will also need to satisfy itself that the recorded outcome is a fair reflection of the overall
performance of the Group over the period. Awards will vest on the third anniversary of grant and will be subject to a further two-year
holding period.

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Annual Report and Accounts 2022 151
Directors’ Remuneration Report continued

Pay for performance CEO pay ratio

The graph shows the TSR of Renewi plc over the 10-year period to 31 March 2022. While there is no comparator index or group of The CEO pay ratio data for FY22 is presented below (with prior year data). The data shows how the CEO’s single figure remuneration

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companies that truly reflects the activities of the Group, the FTSE Support Services sector has been selected as a comparator index as for FY22 (as taken from the single figure remuneration table) compares to equivalent single figure remuneration for full-time
it is the sector in which Renewi is classified and is an index against which the performance of the Group is judged. The FTSE All-Share equivalent UK employees ranked at the 25th, 50th and 75th percentile.
Index is also presented. The table below the graph details the Chief Executive Officer’s single figure remuneration and actual variable
Year Method 25th percentile pay ratio Median pay ratio 75th percentile pay ratio
pay outcomes over the same period.
FY22 Option B 63 : 1 41 : 1 45 : 1
Historical TSR performance FY21 Option B 33 : 1 31 : 1 19 : 1

Governance
Growth in value over 10 years of a hypothetical £100 invested at 31 March 2012.
FY20 Option B 41 : 1 38 : 1 23 : 1

report
No components of pay and benefits have been omitted for the purpose of the above calculations. Option B (UK gender pay gap data)
300
Total shareholder return (rebased to 100)

was selected, given that this method of calculation was considered to be the most efficient and robust approach in respect of
250 gathering the required data. The respective quartile salary and total pay and benefits numbers are as follows:

Renewi plc 200

statements
Financial
FTSE All-Share Support 150
Services Index SALARY TOTAL PAY AND BENEFITS
100
Year 25th percentile Median 75th percentile 25th percentile Median 75th percentile
FTSE All-Share Index 50
FY22 €33,869 €53,642 €47,200 €35,945 €55,083 €55,473
0 FY21 €27,762 €30,147 €47,918 €30,557 €33,086 €53,052
Source: Datastream

information
(Thomson Reuters) 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR 31 MAR FY20 €28,175 €30,596 €48,632 €31,013 €33,579 €53,843

Other
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
Directors’ interests (audited)
The interests of the Directors and persons closely associated in the ordinary shares of the Group during the year and as at 23 May
CEO single figure remuneration over the ten years to 31 March 2022 2022 were as shown below. Details of Directors’ interests in shares and options under the long-term share schemes are set out in the
PETER DILNOT1 OTTO DE BONT3 sections below.
FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 Ordinary shares at 1 April 20211 Ordinary shares at 31 March 2022
Executive Director and 23 May 2022
Chief Executive Officer single figure of 808 1,015 1,155 1,456 1,100 1,685 753 1,244 1,017 2,249 Otto de Bont 101,321 102,874
remuneration (€000)
Allard Castelein – –
Annual bonus outcome 19% 66% 47% 69% 48% 88% 0% 88% 65% 100%
Neil Hartley – –
(% of maximum)
Jolande Sap – –
LTIP vesting outcome 0% 0% 0% 0% 0% 21.5% 0%2 43.3% 22.5% 100%
(% of maximum) Luc Sterckx 28,500 28,500
1. Peter Dilnot was appointed as Chief Executive Officer on 1 February 2012 and resigned on 31 March 2019. Ben Verwaayen – –
2. Although 23% of the 2016 LTIP awards vested in 2019, Peter Dilnot’s LTIP awards lapsed upon his resignation.
3. Otto de Bont was appointed as Chief Executive Officer on 1 April 2019. Toby Woolrych 124,815 139,280
Marina Wyatt 1,160 1,160
Percentage change in Chief Executive Officer’s remuneration 1. Restated to reflect the 1:10 share consolidation in July 2021.
The table below shows the percentage change in Director remuneration (excluding pension and long-term incentives) from the prior
year compared to the average percentage change in remuneration for all UK-based employees. This group was selected because the Directors’ shareholdings (audited)
Committee believes it provides a sufficiently large comparator group to give a reasonable understanding of underlying increases that The table below shows the shareholding of each Executive Director, against their respective shareholding requirement
are based on similar incentive structures, while on the other hand reducing any distortion arising from including all of the as at 31 March 2022:
geographies in which the Group operates, with their different economic conditions.

FY20–21 FY21–22 Owned Unvested Unvested Vested Exercised Unvested Shareholding Current Requirement
outright but subject and but not during and requirement shareholding1 met?
Base Benefits Annual Base Benefits Annual or vested to holding subject to exercised the year subject to (% of salary) (% of salary)
salary bonus salary bonus period performance continuous
conditions employment
Executive Directors
Otto de Bont 102,874 83,314 415,163 – – – 200% 160% In progress
Otto de Bont -3% 23% -24% 7% -18% 57%
Toby Woolrych -4% 4% -24% 7% 3% -25% Toby Woolrych 139,280 83,301 252,310 – – 8,100 200% 249% Achieved

Non-Executive Directors 1. Shareholdings were calculated using the number of outright shares, at £6.61, as percentage of salary as at 31 March 2022.
Ben Verwaayen -5% n/a n/a 7% n/a n/a
Allard Castelein 2% n/a n/a 7% n/a n/a
Neil Hartley -4% n/a n/a 7% n/a n/a
Jolande Sap -2% n/a n/a 6% n/a n/a
Luc Sterckx -5% n/a n/a 22% n/a n/a
Marina Wyatt 3% n/a n/a 7% n/a n/a
UK employees -3% n/a -8% 4% n/a 5%

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Annual Report and Accounts 2022 153
Directors’ Remuneration Report continued

Directors’ interests in share awards The Executive Directors held the following options to subscribe for ordinary shares under the Renewi Sharesave Scheme:
The Executive Directors have been made the following conditional awards under the Renewi Deferred Annual Bonus Plan:
Date of Normal Normal Option Number at Granted in Lapsed in Exercised Number at

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grant exercise exercise price 31 March year year in year 31 March
dates dates (£)1,2 20213 20224,5
Outstanding Awards Awards Awards Outstanding Date of Share price Restricted
awards at 31 made during lapsed vested awards at 31 award on date of period end from to
March 20211 the year2,3 during the during the March 20225 award5 13.09.17 01.11.20 30.04.21 0.76 11,842 – 11,842 – –
year year4 (£)
Toby Woolrych 12.09.19 01.11.22 30.04.23 2.50 36,000 – – – 3,600
Otto de Bont 650,868 – – – 65,085 22.06.20 2.78 22.06.256
10.09.20 01.11.23 30.04.24 2.00 45,000 – – – 4,500

Governance
– 18,230 – 18,230 – 23.07.21 5.24 23.07.213

report
1. 2019 and 2020 prices adjusted for the 1:10 share capital consolidation in July 2021.
– 18,229 – – 18,229 23.07.21 5.24 23.07.04 3 2. The option price is the price at which the option was granted. The price is set by the Remuneration Committee but is not less than 80% of the average market price of the shares
over the last three dealing days immediately preceding the date of the invitation to subscribe.
Toby Woolrych 36,046 – – 36,046 – 23.11.16 9.35 23.11.216 3. Prior to the 1:10 share capital consolidation in July 2021.
4. As adjusted for the share capital consolidation.
37,318 – – 18,659 1,865 01.06.17 9.32 01.06.226 5. Outstanding options lapsed on 1 April 2022.
201,661 – – 100,830 10,082 01.06.18 7.81 01.06.236
The highest closing mid-market price of the ordinary shares of Renewi plc during the year was £8.40 and the lowest closing mid-
550,041 – – – 55,004 22.06.20 2.78 22.06.256

statements
market price during the year was £4.82. The mid-market price at the close of business on 31 March 2022 was £6.61.

Financial
– 16,350 – 16,350 – 23.07.21 5.24 23.07.213
– 16,350 – – 16,350 23.07.21 5.24 23.07.24 3 Other interests
None of the Directors had an interest in the shares of any subsidiary undertaking of the Group or in any significant contracts
1. Prior to the 1:10 share capital consolidation in July 2021.
2. Post the share consolidation.
of the Group.
3. 50% of awards vesting immediately and 50% vest after three years.
4. In addition to Toby Woolrych’s 36,046 awards which vested during the year, an additional 4,971 shares were awarded in respect of dividend equivalents, totalling 41,017 shares.
In addition to Toby Woolrych’s 18,659 awards which vested during the year, an additional 2,363 shares were awarded in respect of dividend equivalents, totalling 21,022 shares. Advice provided to the Committee during the year

information
In addition to Toby Woolrych’s 100,830 awards which vested during the year, an additional 9,231 shares were awarded in respect of dividend equivalents, totalling 110,061 FIT Remuneration Consultants LLP (FIT) were appointed by the Remuneration Committee during 2016 to provide independent advice

Other
shares.
5. As adjusted for the 1:10 share capital consolidation. on Committee matters. During FY22, FIT provided independent advice on executive remuneration. FIT reports directly to the Chair of
6. 50% of awards are released three years after the date of award, 25% after four years and the remaining 25% after five years. the Committee. Its total fees for the provision of remuneration services to the Committee in FY22 were €21,767 (£18,480) charged on a
The Executive Directors have been made the following conditional awards of shares under the Renewi Long-Term Incentive Plan: time and materials basis. FIT provides no other services to the Group.

Outstanding Awards Awards Awards Outstanding Date of Share price Performance Restricted FIT is a member of the Remuneration Consultants Group and is a signatory to the Code of Conduct for Remuneration Committees
awards at 31 made during lapsed vested awards at 31 award on date of period end period end7 Consultants which can be found at remunerationconsultantsgroup.com.
March 20211 the year2 during the during the March award5 (£)
year3 year4 20225,6
The Committee periodically undertakes due diligence to ensure that the Remuneration Committee advisers remain independent of
Otto de Bont 125,000 – 96,875 28,125 – 01.06.18 7.81 31.03.21 01.06.23 the Group and that the advice provided is impartial and objective. The Committee is satisfied that the advice provided is
1,167,104 – – – 116,710 03.06.19 3.45 31.03.22 03.06.22 independent.
1,803,227 – – – 180,322 27.07.20 2.58 31.03.23 27.07.23
By order of the Board
– 118,131 – – 118,131 23.07.21 5.24 31.03.24 23.07.24
Toby Woolrych 416,012 – 322,410 93,602 – 01.06.18 7.81 31.03.21 01.06.23
416,012 – – – 41,601 03.06.19 3.45 31.03.22 03.06.22
1,262,294 – – – 126,229 27.07.20 2.58 31.03.23 27.07.23
– 84,480 – – 84,480 23.07.21 5.24 31.03.24 23.07.24

1. Prior to the 1:10 share capital consolidation in July 2021.

2. Post the share consolidation. Neil Hartley
3. Awards lapse to the extent the performance conditions are not met.
4. 22.5% of the 2018 LTIP award vested in 2021. In addition to the awards which vested, awards held by Otto de Bont and Toby Woolrych were increased by an additional 2,575 Chair of the Remuneration Committee
shares and 8,570 shares respectively in respect of dividend equivalents. 24 May 2022
5. As adjusted for the share consolidation.
6. The performance conditions relating to the vesting of outstanding awards are shown on page 150.
7. For LTIP awards granted to Directors since the 2017 AGM, a two-year post-vesting holding period applies.

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Renewi plc
Annual Report and Accounts 2022 155
 Other
 he Company’s members may, by ordinary resolution, appoint
T In respect of those liabilities for which the Directors may not be Renewi plc’s ordinary shares were admitted to trading on
any person who is willing to act to be a Director indemnified, the Company maintained a Directors’ and Officers’ Euronext Amsterdam on 30 January 2020. No new shares were

Strategic
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The Board may appoint any person who is willing to act to be liability insurance policy throughout the financial year and has placed in connection with the application for that secondary
disclosures a Director. Any Director so appointed shall hold office only
until the next AGM and shall then be eligible for election
renewed that policy. listing and the Company continues to remain listed on the
premium segment of the Official List in London.
Each Director shall retire from office at every AGM but may be Corporate governance
re-appointed by ordinary resolution if eligible and willing The Board is fully committed to high standards of corporate Following shareholder approval at the 2021 AGM, on 19 July
The Company may, by special resolution, remove any Director governance. Details relating to the Company’s compliance with 2021 Renewi undertook a consolidation of its share capital on

Governance
before the expiry of his or her period of office or may, by the UK Corporate Governance Code for the financial year are the basis of 1 new ordinary share with nominal value of £1.00

report
ordinary resolution, remove a Director where special notice given in the Corporate Governance and Directors’ Remuneration for every 10 existing ordinary shares of 10 pence.
has been given and the necessary statutory procedures are Reports on pages 110 to 155.
complied with As at 31 March 2022 and as at the date of this report, there
A Director must vacate their office if any of the circumstances Sustainability were 80,059,937 ordinary £1.00 shares in issue.
in Article 100 of the Articles of the Company arise Renewi plc is a leading international waste-to-product company.
Information on sustainability matters, including those on Principal rights and obligations
The Company’s Articles of Association Powers of Directors attaching to shares

statements
environment, social, community and employment policies, and

Financial
Many of the matters described below are governed by the The business of the Company is managed by the Board, which health and safety, are set out in the Sustainability Strategy Focus  ividend rights. The Company may, by ordinary resolution,
D
Company’s Articles of Association and also by current legislation may exercise all the powers of the Company, whether relating to section from page 74 of the Strategic Report. declare dividends but may not declare dividends in excess
and regulations. The Articles can be viewed on the Company the management of the business of the Company or not. This of the amount recommended by the Directors. The Directors
website at renewi.com. power is subject to any limitations imposed on the Company by Further information about the Company’s approach to carbon may also pay interim dividends. No dividend may be paid
legislation. It is also limited by the provisions of the Articles and avoidance and the benefits of sustainable waste management, other than out of profits available for distribution. Payment
Strategic Report by any directions given by special resolution of the members of including disclosures on Streamlined Energy and Carbon or satisfaction of a dividend may be made wholly or in part

information
The Strategic Report set out on pages 5 to 101 provides a fair the Company. Specific provisions relevant to the exercise of Reporting (SECR) and Task Force on Climate-related Financial by distribution of assets, including fully paid shares or

Other
review of the Group’s business for the year ended 31 March 2022. powers by the Directors include the following: Disclosures (TCFD), can also be found in the Sustainability debentures of any other company. The Directors may
It also explains the objectives and strategy of the Group, its Pre-emptive rights and new issues of shares. Under the Review, which is available on the Company’s website. deduct from any dividend payable to a member all sums of
competition and the markets in which it operates, the principal Companies Act 2006 (the Act), the directors of a company are, money (if any) payable by such member to the Company in
risks and uncertainties it faces, the Group’s financial position, with certain exceptions, unable to allot any equity securities Task Force on Climate-related Financial respect of their ordinary shares.
key performance indicators and likely future developments of without express authorisation, which may be contained in a Disclosures (TCFD) Voting rights. On a poll, every shareholder who is present
the business. company’s Articles or given by its shareholders in a general The Group’s TCFD disclosure is provided in a readily identifiable in person or by proxy or represented by a corporate
meeting. In addition, under the Act, the Company may not and accessible format for all interested stakeholders and can be representative has one vote for every share held by that
The Strategic Report was approved by a duly authorised allot shares for cash (otherwise than pursuant to an employee found on pages 66 to 73 of the Strategic Report. shareholder. In the case of joint holders of an ordinary
committee of the Board on 23 May 2022 and signed on its behalf share scheme) without first making an offer to existing share, the vote of the senior who tenders a vote shall be
by the Company Secretary. shareholders to allot such shares to them on the same or more Results and dividends accepted to the exclusion of the votes of the other joint
favourable terms in proportion to their respective The Group’s Consolidated Income Statement, which appears on holders. Seniority is determined by the order in which the
Directors’ Report shareholdings, unless this requirement is waived by a special page 170 and note 2 to the financial statements, shows the names of the joint holders appear in the Company’s register
The Directors’ Report comprises pages 103 to 159. The Directors’ resolution of the Company’s shareholders. The Company contribution to revenue and profits made by the different of members in respect of the joint holding. The deadline for
Report was approved by a duly authorised committee of the Board received authority at the last AGM to allot shares for cash on a segments of the Group’s business. The Group’s profit for the year appointing proxies to exercise voting rights at any general
on 23 May 2022 and signed on its behalf by the Company Secretary. non-pre-emptive basis up to a maximum nominal amount of was €75.4m (2021: profit of €5.5m). meeting is set out in the notice convening the relevant
£4,001,183. This authority lasts until the earlier of the AGM in meeting. The Company is not aware of any agreements
Other information 2022 or 30 September 2022. The Directors are not recommending a final dividend (2021: between holders of its shares that may result in restrictions
Apart from the details of the Company’s Long-Term Incentive Repurchase of shares. Subject to authorisation by 0 pence) be paid. Having determined not to pay an interim on voting rights.
Plan, as set out in the Directors’ Remuneration Report on pages shareholder resolution, the Company may purchase all or any dividend (2021: 0 pence), the total dividend for the year is nil Return of capital. In the event of the liquidation of the
138 to 155, no further information requires disclosure for the of its own shares in accordance with the Act and the Listing pence per share (2021: 0 pence). Company, after payment of all liabilities and deductions
purposes of complying with the Financial Conduct Authority’s Rules. Any shares that have been bought back may be held as taking priority, the balance of assets available for
Listing Rule 9.8.4C. treasury shares or, if not so held, must be cancelled Going concern and viability distribution will be distributed among the holders of
immediately upon completion of the purchase, thereby After making enquiries, including the impact of the proposed ordinary shares according to the amounts paid up on the
Directors reducing the amount of the Company’s issued share capital. Paro acquisition (see note 8.5) the Directors have formed the shares held by them. A liquidator may, with the sanction of a
The composition of the Board at the date of this report can be The Company received authority at the last AGM to purchase view, at the time of approving the financial statements, that the special resolution of the shareholders and any other
found on pages 106 to 107. Directors’ biographical details are up to 8,002,367 ordinary shares. This authority lasts until the Company and Group have adequate resources to continue to sanction required by law, divide among the shareholders in
shown on pages 106 to 107. All Directors served on the Board earlier of the AGM in 2022 or 30 September 2022. operate and that the Group’s business is a going concern. For kind the whole or any part of the Company’s assets or vest
throughout the financial year under review. Borrowing powers. The Directors are empowered to exercise this reason, the Directors continue to adopt the going concern the Company’s assets, but no shareholder may be
all the powers of the Company to borrow money and to basis in preparing the financial statements. compelled to accept any assets upon which there is any
Toby Woolrych, Chief Financial Officer, stepped down from the mortgage or charge all or any part of the Company’s assets, liability.
Board on 31 March 2022. Annemieke den Otter, Chief Financial provided that the aggregate amount of borrowings of the Taking account also of the Company’s current position and
Officer (designate), is to be appointed on 1 June 2022 and will be Group outstanding at any time does not exceed the limit set principal risks, the Board sets out on page 100 how it has assessed Share restrictions
seeking election by shareholders at the AGM. After nine years’ out in the Articles, unless sanctioned by an ordinary resolution the prospects of the Company. In compliance with the provisions of There are no limitations under the Company’s Articles of
service, Non-Executive Director Marina Wyatt will be stepping of the Company’s shareholders. the UK Corporate Governance Code, the Board also confirms that it Association that restrict the rights of members to hold the
down from the Board at the conclusion of the AGM. All other has a reasonable expectation that the Company and the Group will Company’s shares. Certain restrictions may, from time to time,
Directors will be seeking re-election at the AGM. Directors’ indemnities be able to continue in operation and meet their liabilities as they be imposed on the transfer of the Company’s shares by laws
As at the date of this report, the Company has granted indemnities fall due over the three-year period ending 31 March 2025. and regulations such as insider trading laws. In limited
Appointment and replacement of Directors to the extent permitted by law, in respect of certain liabilities situations, as permitted by the Articles, the Board may also
The Company’s minimum requirement is to appoint at least two incurred as a result of carrying out the role of a Director of the Share capital decline to register a transfer. The Company is not aware of any
Directors. The appointment and replacement of Directors may Company. The indemnities are qualifying third-party indemnity The Company’s share capital comprises ordinary shares agreements between holders of its shares that may result in
be made as follows: provisions for the purposes of the Companies Act 2006. of £1.00 each par value. restrictions on the transfer of securities.

156 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 157
Other disclosures continued

Employee share schemes – control rights Notifiable interests Directors’

responsibilities
The Company operates a number of employee share schemes. The Company has been notified of direct and indirect interests in

Strategic
report
Under some, ordinary shares may be held by trustees on behalf voting rights equal to or exceeding 3% of the ordinary share

statement
of employees. Employees are not entitled to exercise directly any capital of the Company as set out in the table below.
voting or other control rights in respect of any shares held by
NOTIFICATIONS RECEIVED
such trustees. Trustees have full discretion to vote or abstain UP TO 24 MAY 2022
from voting at general meetings of the Company in respect of The Directors are responsible for preparing
Number of % issued
such shares. shares capital the Annual Report and the financial

Governance
statements in accordance with UK adopted
Avenue Europe International 6,615,426 8.26

report
Retail bonds Management LP international accounting standards and
As at 31 March 2022, the Company had in issue three retail bonds: applicable law and regulations.
SPICE ONE Investment Cooperatief U.A. 4,001,259 5.00
the first, comprising €100m 3.65% guaranteed notes due 16 June
Coast Capital Management 3,695,990 4.61
2022; the second, comprising €75m 3.00% guaranteed notes due
19 July 2024; and the third, comprising €125m 3.00% guaranteed Paradice Investment Management LLC 2,658,064 3.32
notes due 23 July 2027. There are no restrictions under the Pettelaar Effectenbewaarbedrijf N.V. in 2,433,723 3.04

statements
instruments governing these notes that restrict the rights of its capacity as the legal owner of ASN

Financial
Aandelenpool, ASN Milieupool and ASN
investors to hold or transfer them. The Company is not aware of Small & Midcappool Company law requires the Directors to prepare financial accordance with legislation in the United Kingdom governing the
any agreements between the holders of the notes that may statements for each financial year. Under that law the Directors preparation and dissemination of financial statements, which
result in restrictions on their transfer. are required to prepare the Group financial statements and have may vary from legislation in other jurisdictions. The maintenance
Investor relations elected to prepare the Company financial statements in and integrity of the Company’s website is the responsibility of
Change of control – significant agreements Renewi has an active investor relations programme to accordance with UK adopted international accounting the Directors. The Directors’ responsibility also extends to the
The Group’s principal financing instrument at 31 March 2022 is a engage with institutional investors, analysts, press and standards. Under company law the Directors must not approve ongoing integrity of the financial statements contained therein.

information
€425m banking facility, consisting of a €400m multi-currency other stakeholders. the financial statements unless they are satisfied that they give a

Other
revolving credit facility with seven major banks and a €25m dual true and fair view of the state of affairs of the Group and Directors’ responsibilities pursuant to DTR4 of
tranche European Private Placement (EUPP). The facility The Company uses a number of channels to do this including its Company and of the profit or loss for the Group and Company the UK Listing Rules
contains an option for those banks and investors to declare by AGM, face-to-face meetings, roadshows, analyst workshops, for that period. The Directors confirm to the best of their knowledge:
notice that all sums outstanding under that agreement are videos, presentations, reports and its corporate website. The financial statements have been prepared in accordance
repayable immediately in the event of a change of control of the In preparing these financial statements, the Directors are with the applicable set of accounting standards and give a true
Company. Any such notice may take effect no earlier than 30 Annual General Meeting required to: and fair view of the assets, liabilities, financial position and
days from the change of control and, if exercised at 31 March Notice of the AGM of the Company to be held at the offices of select suitable accounting policies and then apply them profit and loss of the Group and Company
2022, would have required the repayment of €15.0m (FY21: Ashurst LLP, The London Fruit & Wool Exchange, 1 Duval Square, consistently; The Annual Report includes a fair review of the development
€185.4m) in principal and interest relating to the revolving credit London, E1 6PW on Thursday, 14 July 2022 at 11.00am will be made make judgements and accounting estimates that are and performance of the business and the financial position of
facility, along with a make-whole payment amounting to €0.7m available to shareholders, together with a form of proxy, and will reasonable and prudent; the Group and Company, together with a description of the
(FY21: €1.6m), which is not provided for in these financial also be available on the Company’s website at renewi.com. state whether they have been prepared in accordance with UK principal risks and uncertainties that they face
statements, payable to EUPP investors based on market yields at adopted international accounting standards, subject to any
31 March 2022. Further to the recent lifting of Covid-19 restrictions, the Directors material departures disclosed and explained in the financial Directors’ statement as to the disclosure of
are keen to reopen all channels of shareholder engagement and statements; information to auditors
The Group’s retail bonds issued in June 2015, July 2019 and July welcome shareholders to attend the AGM. prepare the financial statements on the going concern basis All of the current Directors have taken all the steps that they
2021 require notice to be given to bondholders within seven unless it is inappropriate to presume that the Group and the ought to have taken to make themselves aware of any
business days of a change of control following which the holders The Directors consider that all the AGM resolutions are in the Company will continue in business and information needed by the Company’s auditors for the purposes
have an option to seek repayment at a 1% premium, within 60 best interests of the Company, and they recommend prepare a Directors’ Report, a Strategic Report and Directors’ of their audit and to establish that the auditors are aware of that
days of that notice. Such repayment must be made within 10 unanimously that all shareholders vote in favour, as they intend Remuneration Report which comply with the requirements of information. The Directors are not aware of any relevant audit
business days of the expiry of the option period. If exercised at to in respect of their own shareholdings. the Companies Act 2006. information of which the auditors are unaware.
31 March 2022, repayment of €307.0m (FY21: €179.5m) in principal
and interest would have been required. By order of the Board The Directors are responsible for keeping adequate accounting By order of the Board
records that are sufficient to show and explain the Company’s
The rules of the Company’s employee share plans provide that transactions and disclose with reasonable accuracy at any time
awards and options may vest and become exercisable on a the financial position of the Company and enable them to
change of control of the Company. ensure that the financial statements comply with the Companies
Act 2006.
Research and development Philip Griffin-Smith Philip Griffin-Smith
The Group spent €203k (FY21: €204k) on research and Company Secretary They are also responsible for safeguarding the assets of the Company Secretary
development in the year. This related to a number of projects 24 May 2022 Company and hence for taking reasonable steps for the 24 May 2022
including research into using end-of-life goods for new products, Renewi plc, Registered in Scotland no. SC077438 prevention and detection of fraud and other irregularities. Renewi plc, Registered in Scotland no. SC077438
developing new sources of secondary materials for the circular The Directors are responsible for ensuring that the Annual Report
economy and innovative technologies for recycling as yet and Accounts, taken as a whole, are fair, balanced and
unutilised waste streams. understandable, and provide the information necessary for
shareholders to assess the Group’s performance, business model
Political donations and strategy.
No donations were made by the Group for political purposes
during the financial year (FY21: £nil). Website publication
The Directors are responsible for ensuring the Annual Report and
the financial statements are made available on a website.
Financial statements are published on the Company’s website in

158 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 159
 FINANCIAL STATEMENTS
bio-LNG, Netherlands

Renewi plc
Annual Report and Accounts 2022 161
 Independent

Strategic
Overview

report
years covering the years ending 31 March 2021 and 31 March THE SCOPE OF OUR AUDIT
auditor’s report 2022. We remain independent of the Group and the Parent
Company in accordance with the ethical requirements that are
Coverage  0% of Group profit before tax (2021: 94%)
9
 8% of Group revenue (2021: 84%)
9
Significant We focused our Group audit scope primarily
on six significant components, which were

to the members relevant to our audit of the financial statements in the UK, components
 4% of Group total assets (2021: 91%)
9 subject to full scope audit procedures.
including the FRC’s Ethical Standard as applied to listed public
These significant components contribute 90%

of Renewi plc
interest entities, and we have fulfilled our other ethical Key audit matters of the Group profit before tax (on an absolute

Governance
responsibilities in accordance with these requirements. The basis), 98% of Group revenue and 94% of
2022 2021

report
non-audit services prohibited by that standard were not Group total assets.
provided to the Group or the Parent Company. Going concern and covenant The six significant components were the
compliance1 Commercial Waste Netherlands and
Conclusions relating to going concern Revenue recognition
Commercial Waste Belgium operating
In auditing the financial statements, we have concluded that the segments, UK Municipal (part of Specialities),
Presentation of non-trading and ATM (part of Mineralz & Water), Group Central
Directors’ use of the going concern basis of accounting in the
exceptional items2 Services – Eindhoven (part of GCS) and Group

statements
preparation of the financial statements is appropriate. Our

Financial
Central Services – Milton Keynes (also part
evaluation of the Directors’ assessment of the Group and the Impairment of goodwill, intangible of GCS).
Opinion on the financial statements Parent Company’s ability to continue to adopt the going concern and tangible assets3
For the Commercial Waste Netherlands,
In our opinion: basis of accounting included: Valuation of onerous contract Commercial Waste Belgium, ATM and GCS
the financial statements give a true and fair view of the state of Review of the Director’s going concern assessment, forecasts provisions Eindhoven components, following
the Group’s and of the Parent Company’s affairs as at 31 March and covenant compliance for the Group and the Parent involvement at the planning stage in risk
Valuation of landfill provisions
2022 and of the Group’s profit for the year then ended; Company for a period of at least 12 months from the date of assessment and setting the overall audit
approach and strategy with the component

information
the Group financial statements have been properly prepared in approval of the financial statements Provision for ongoing legal matters
auditor (BDO member firms), we conducted a

Other
accordance with UK adopted international accounting Our review included the following: Accounting for taxation4 detailed review of the testing performed and
standards; • comparing the profit and cash flow outturn per the forecasts attended both physical and remote meetings
the Parent Company financial statements have been properly against historically achieved levels and challenging the 1 This item is no longer considered a key audit matter given strong trading with local management and the component
performance in 2022 and the resilience displayed by the Group to Covid-19 related
prepared in accordance with UK adopted international basis behind significant variances through meetings with events and the resulting headroom against covenants. auditor to evaluate conclusions reached.
accounting standards and as applied in accordance with the divisional finance to qualitatively explain key variances; 2 This item is no longer considered a key audit matter following the reduction in
quantum of non-trading and exceptional items. The audit of the UK Municipal and Group
provisions of the Companies Act 2006; and • detailed enquiries with the Board of Directors and 3 Following the strong trading performance in 2022, impairment risk has diminished Central Services – Milton Keynes components
and, as such, this item was not considered a key audit matter. were performed by BDO LLP.
the financial statements have been prepared in accordance management on assumptions made in the preparation of 4 Certain key tax judgements have either been resolved during the year or reduced
with the requirements of the Companies Act 2006. the forecasts. In particular, we have focused on how key in judgement due to improved trading performance and are no longer deemed a
Specified We instructed BDO member firms to perform
key audit matter.
judgements from other areas of our audit, such as the procedures specified procedures, designed by the Group
We have audited the financial statements of Renewi plc (the Belgium State Aid claim against the Group, expected Materiality Group financial statements as a whole audit team to address the risk of material
and audits of
‘Parent Company’) and its subsidiaries (the ‘Group’) for the year performance of the ATM plant, and the sustainability of misstatement arising from key balances in
£ 6.51m based on 5% of earnings before balances on non-significant components, with testing
ended 31 March 2022, which comprise the Consolidated Income recyclate pricing are modelled both in terms of future interest and tax adjusted for non-recurring non- performed on certain material balances
Statement, the Consolidated Statement of Comprehensive profitability and expected cash inflows and outflows; items (2021: €6.77m based on 0.4% of significant within these components.
Income, the Consolidated Balance Sheet, the Consolidated • we have also challenged the completeness of revenue) components This specific scope testing was performed on
Statement of Changes in Equity, the Consolidated Statement of management’s downside and reverse stress test modelling, components that contribute less than 1% of
Cash Flows, the Parent Company Balance Sheet, the Parent based on our own knowledge of the sector and macro- An overview of the scope of our audit the Group profit before tax and 10% of the
Company Statement of Changes in Equity, the Parent Company economic forecasts, including considering the Group’s Our Group audit was scoped by obtaining an understanding of Group revenue.
Statement of Cash Flows and notes to the financial statements, resilience to the ongoing Russia-Ukraine war, potential the Group and its environment, including the Group’s system of These components included:
including a summary of significant accounting policies. The economic slow-down and the impact on energy costs and internal control, and assessing the risks of material misstatement • Coolrec Nederland B.V.
financial reporting framework that has been applied in their diesel pricing; in the financial statements. We also addressed the risk of • Maltha Glasrecycling Nederland B.V.
preparation is applicable law and UK adopted international • recalculation and consideration of management’s ability to management override of internal controls, including assessing
• Renewi Tisselt N.V.
accounting standards and as regards the Parent Company meet facility and covenant headroom under both the base whether there was evidence of bias by the Directors that may
• Mineralz B.V.
financial statements, as applied in accordance with the case and downside scenarios. have represented a risk of material misstatement.
provisions of the Companies Act 2006. • Mineralz Zweekhorst B.V.
Based on the work we have performed, we have not identified Our involvement with component auditors • Verwerking Bedrijfsafvalstoffen
Basis for opinion any material uncertainties relating to events or conditions that, We designed an audit strategy to ensure that we obtained the Maasvlakte (VBM) C.V.
We conducted our audit in accordance with International individually or collectively, may cast significant doubt on the required audit assurance for each component for the purposes • Mineralz ES Treatment N.V.
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our Group and the Parent Company’s ability to continue as a going of our Group audit opinion (in accordance with ISA 600 (UK)). Remaining For all other components, analytical review
responsibilities under those standards are further described in concern for a period of at least 12 months from when the Components were scoped in to address aggregation risk and to non- procedures were performed by the Group
the Auditor’s responsibilities for the audit of the financial financial statements are authorised for issue. ensure sufficient coverage was obtained of group balances on significant audit team to confirm our conclusion that
statements section of our report. We believe that the audit which to base our audit opinion. components there were no significant risks of material
evidence we have obtained is sufficient and appropriate to In relation to the Parent Company’s reporting on how it has misstatement of the aggregated financial
information.
provide a basis for our opinion. Our audit opinion is consistent applied the UK Corporate Governance Code, we have nothing For the work performed by component auditors, we determined
with the additional report to the Audit Committee. material to add or draw attention to in relation to the Directors’ the level of involvement needed in order to be able to conclude Parent The Parent Company is located in the UK and
statement in the financial statements about whether the whether sufficient appropriate audit evidence has been obtained Company and is audited by the Group audit team.
Independence Directors considered it appropriate to adopt the going concern as a basis for our opinion on the Group financial statements consolidation The Group audit team performed testing of
Following the recommendation of the Audit Committee, we were basis of accounting. as a whole. the consolidation and related consolidation
adjustments posted in preparation of the
appointed by the Directors on 22 October 2020 to audit the
Group financial statements.
financial statements for the year ending 31 March 2021 and Our responsibilities and the responsibilities of the Directors with Our approach to scoping, along with our involvement with
subsequent financial periods. The period of total uninterrupted respect to going concern are described in the relevant sections component auditors is detailed in the table below:
engagement including retenders and reappointments is two of this report.

162 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 163
Independent auditor’s report to the members of Renewi plc continued

Key audit matters

KEY AUDIT MATTER HOW THE SCOPE OF OUR AUDIT ADDRESSED THE KEY AUDIT MATTER
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

Strategic
report
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to Valuation of landfill provisions In auditing the valuation of landfill provisions, our procedures have included but were not
fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the – Section 4.10 limited to:
audit and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial The required restoration and aftercare of discussing with divisional management the process used to update the models, to
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. landfill sites results in provisions being understand the process, rigour and expertise involved in building up the cash flow
recognised within the financial forecasts;
statements of the Group. reviewing the underlying assumptions (notably discount rates and expected future costs)
KEY AUDIT MATTER HOW THE SCOPE OF OUR AUDIT ADDRESSED THE KEY AUDIT MATTER in the model prepared by Renewi’s external environmental specialists (where applicable)

Governance
The Group holds €156.9m (2021:
against key changes year-on-year and challenging whether movements are appropriate

report
€157.6m) in respect of these site
Revenue recognition – Section 3.1 In addressing the risk that erroneous manual journal entries may have been posted to restoration and aftercare (‘landfill’) in the context of our expectations (informed by legislative changes, economic drivers of
We considered the following factors in revenue, our audit procedures have included: provisions on its balance sheet at year cost and other factors) and assessment of their expectations;
our risk assessment in regard to revenue identification and testing of material, manual journal entries posted to revenue in the end. review of the output of management’s experts (where applicable), to assess volume
recognition: period including agreeing to supporting documentation; and The long-term horizons involved in assumptions via drone and other techniques. We evaluated all experts’ capabilities,
 s a listed business, there may be
a t racing a sample of revenue transactions recorded in the period to supporting estimating the provisions give rise to competence and independence in providing their service;
pressure on management to achieve documentation. increased levels of judgement and high assessment of the historical outturn of aftercare and restoration spend in FY22 compared

statements
Financial
results to meet market and levels of estimation uncertainty. with prior year budgets to assess management’s accuracy in forecasting;
In addressing the risk of incorrect measurement of deferred revenue balances arising on
shareholders’ expectation. This unprocessed waste, our audit procedures have included: There are a number of significant reassessed the discount rates used by comparison against government bond yields over
may lead to a risk of inappropriate assumptions involved in estimation of equivalent time periods; and
entries to revenue being recorded,
 ttending waste counts at material waste collection and processing sites, which were
a
future cash flows, including: the period
in particular via manual journal
performed by management’s experts in certain key locations. We evaluated the experts’ considered the appropriateness of the sensitivity disclosures included in the notes to the
of aftercare; the level of expected future
capabilities, competence and objectivity in providing their service; financial statements in connection with landfill provisions, compared with the
entries; and costs; and the discount rate applied.
v erified the quantum of processed and non-processed waste had been accurately requirements of IAS 37.
c ontracts in certain operating entities Changes in government legislation or
with customers contain performance
applied from physical waste counts and were then appropriately reflected in revenue Key observations:

information
policy may impact the expected level of
and deferred revenue calculations; Based on the procedures performed, we believe that the Group’s estimate of the landfill
obligations, which are performed after

Other
aftercare required by the Group.
billing has occurred, giving rise to r eviewing the conversion rates for various waste types from volume to weight through provisions falls within a reasonably acceptable range as at 31 March 2022.
Given the level of estimation and
deferred revenue (for example, at assessment of the density assumptions;
judgement involved in determining the
ATM). This may give rise to a risk  greeing the cost price per type of waste to underlying supporting documents; and
a required provision, we consider
material misstatement arising from
 erforming analytical audit procedures comparing actual deferred revenue to an
p valuation of landfill provisions and the
the cut-off of revenue either through
estimate informed by application of the gross profit margin achieved in the prior period associated disclosure in the financial
misidentification of these terms and/
to the costs incurred in March 2022. statements to be a key audit matter.
or through incorrect measurement of
the quantum of unprocessed Key observations:
Based on this testing, we are satisfied that revenue recognition was appropriate for the Provision for ongoing legal matters Our procedures included:
performance obligations.
year ended 31 March 2022. – Section 4.10 review of Board minutes, internal audit reports, internal integrity reports and internal
Due to the potential pressure on
The Group has significant exposure to health and safety monitoring (SHEQ reports) for indications of further legal matters and
management to misstate revenue and
complex environmental regulations. The therefore the completeness of amounts provided for legal claims;
given the judgemental nature of
measuring the amount of unprocessed Group is also currently subject to a enquiry of the Group’s legal counsel regarding the completeness of identified key
waste at the balance sheet date, we number of ongoing matters as outlined ongoing legal matters, along with their assessment of the likely outcome of key matters
consider revenue recognition to be a key in Sections 4.10 and 8.4 of the financial and the basis for this assessment;
audit matter. statements.
in respect of the ongoing State Aid case:
The most significant case currently
• made enquiries of external lawyers to understand their estimate of the outcome;
Valuation of onerous contract In auditing the valuation of onerous contract provisions, our audit procedures facing the Group is the legal case
have included: announced by the European • review of external legal advice and specific case matter confirmations for any
provisions – Section 4.10
Commission on 6 February 2020 into contradictory or supporting information;
The Group holds €79.9m (2021: €80.9m)  btaining the onerous contract models that are used to determine the carrying value of
o
State Aid provided to the Group by the • review of written correspondence from the Group’s external counsel for any
of onerous contract provisions on its provisions and our modelling team have interrogated the accuracy and integrity of the
Walloon Region of Belgium, where contradictory or supporting information;
balance sheet at year end – the models;
management has estimated a maximum • corroboration of the claim amount through review of aid previously received;
significant majority of which is in  iscussing with divisional management the process used to update onerous contract
d exposure of €63m (including interest).
connection with the UK Municipal models, to understand the process, rigour and expertise involved in building up the cash • assessment of evidence that the €15.1m provision represents the Group’s best
business within the Specialities The outcome of such matters is estimate of the likely economic outflow based on the most likely outcome of this
flow forecasts;
reporting segment. uncertain and involves significant matter;
 ssessing the appropriateness of discount rates used by comparison with government
a judgement and estimation regarding
bond yields over a consistent timeframe; both the determination of the most in respect of certain other legal claims or environmental tax exposures, we have had
The measurement of these provisions at c onsidering management’s forecasting ability in light of actual outturn versus historical likely outcome of any claim and the direct discussion with external lawyers and/or obtained written case matter
the year-end involves a high degree of forecasting; associated quantum. We therefore confirmations;
estimation and judgement, in particular consider this to represent a key audit review of correspondence with other lawyers during the year, including their reported
c onsidering the consistency of onerous contract modelling with the forecasts used in
as the provisions relate to cash outflows matter. quantification of likely economic outflow; and
other areas;
that arise over a long-term horizon and review of professional fees expense accounts for large unexplained legal costs, which
are influenced by market conditions in c orroborating assumptions used in the models, including input tonnage and recyclate
pricing on variable revenue streams to recently achieved levels; could indicate the presence of further ongoing cases requiring provision.
the offtake and recyclate markets that
are difficult to forecast.  erforming sensitivity analysis on key inputs (notably recyclate pricing, discount rates
p Key observations:
and volumes of waste processed), in order to understand how sensitive the model is to Based on our procedures performed, we believe that provisions and contingent liability
these inputs; and disclosures in respect of both the State Aid case and other cases are reasonable and
Given the level of estimation uncertainty appropriate. We note that scenarios do exist (although not considered the ‘most likely’
and judgement involved, we consider c onsidering the appropriateness of the sensitivity disclosures included in the notes to scenarios) where these claims could be settled for amounts that are materially more or less
the valuation of onerous contracts and the financial statements in connection with the onerous contracts. than the provision made at 31 March 2022.
the associated disclosure in the financial Key observations:
statements to be a key audit matter. Based on the testing performed, we believe that the Group’s estimate of the onerous
contract provision falls within a reasonably acceptable range as at 31 March 2022.

164 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 165
Independent auditor’s report to the members of Renewi plc continued

Our application of materiality Other information Other Companies Act 2006 reporting
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We The Directors are responsible for the other information. The Based on the responsibilities described below and our work

Strategic
report
consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of other information comprises the information included in the performed during the course of the audit, we are required by the
reasonable users that are taken on the basis of the financial statements. Annual Report and Accounts, other than the financial statements Companies Act 2006 and ISAs (UK) to report on certain opinions
and our auditor’s report thereon. Our opinion on the financial and matters, as described below.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality statements does not cover the other information and, except to
level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not the extent otherwise explicitly stated in our report, we do not Strategic In our opinion, based on the work
necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular express any form of assurance conclusion thereon. Our report and undertaken in the course of the audit:
Directors’ t he information given in the Strategic

Governance
circumstances of their occurrence, when evaluating their effect on the financial statements as a whole. responsibility is to read the other information and, in doing so,
report

report
consider whether the other information is materially inconsistent report and the Directors’ report for the
financial year for which the financial
Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality with the financial statements or our knowledge obtained in the
statements are prepared is consistent with
as follows: course of the audit, or otherwise appears to be materially the financial statements; and
misstated. If we identify such material inconsistencies or
PARENT COMPANY t he Strategic report and the Directors’
GROUP FINANCIAL STATEMENTS apparent material misstatements, we are required to determine
FINANCIAL STATEMENTS report have been prepared in accordance
whether this gives rise to a material misstatement in the financial with applicable legal requirements.

statements
Materiality €6.51m (FY21: €6.77m). £13m (FY21: £6.37m). statements themselves. If, based on the work we have

Financial
In the light of the knowledge and
performed, we conclude that there is a material misstatement of understanding of the Group and Parent
Basis for determining 5% of EBIT adjusted for non-recurring items 2% of net assets (FY21: 1% of net assets). this other information, we are required to report that fact. Company and its environment obtained in
materiality (FY21: 0.4% of Group revenue). the course of the audit, we have not
We have nothing to report in this regard. identified material misstatements in the
Rationale for the As the principle intent of the Group is to generate Net assets is considered the primary measure Strategic report or the Directors’ report.
benchmark applied stakeholder return, a profit-based measure is considered of shareholders in assessing the performance
most appropriate. of the Parent Company, as performance will Corporate governance statement Directors’ In our opinion, the part of the Directors’

information
be measured on the performance of its The Listing Rules require us to review the Directors’ statement in remuneration remuneration report to be audited has been

Other
Revenue was selected in the prior year as earnings based investments through dividend receipts and relation to going concern, longer-term viability and that part of properly prepared in accordance with the
measures were not considered to have sufficient stability, impairment charges.
as a result of a combination of integration activity
the Corporate Governance Statement relating to the Parent Companies Act 2006.
following the merger of the legacy VGG and Shanks The increase to 2% represents alignment Company’s compliance with the provisions of the UK Corporate
businesses. Given the trading performance in the year, we with our internal methodology. Governance Code specified for our review. Matters on We have nothing to report in respect of the
consider that transitioning to an earnings based measure which we are following matters in relation to which the
is appropriate. required to Companies Act 2006 requires us to report to
Based on the work undertaken as part of our audit, we have you if, in our opinion:
concluded that each of the following elements of the Corporate report by
Performance €4.56m (FY21: €4.40m). £9.1m (FY21: £4.14m). exception  dequate accounting records have not
a
Governance Statement is materially consistent with the financial been kept by the Parent Company, or
materiality
statements or our knowledge obtained during the audit. returns adequate for our audit have not
Basis for determining Performance materiality has been set at 70% (FY21: 65%). Performance materiality has been set at 70% been received from branches not visited
(FY21: 65%). Going t he Directors’ statement with regards to the by us; or
performance Our performance materiality percentage has increased, concern and appropriateness of adopting the going t he Parent Company financial statements
materiality given this is our second year of appointment, having Our performance materiality percentage has concern basis of accounting and any
longer-term and the part of the Directors’
developed relevant business and risk understanding increased for the reasons set out opposite. viability material uncertainties identified set out on remuneration report to be audited are not
during our first-year audit. The percentage selected page 157; and in agreement with the accounting records
ensures our audit adjustment aggregation risk is at an t he Directors’ explanation as to its and returns; or
appropriate level. assessment of the entity’s prospects, the c ertain disclosures of Directors’
period this assessment covers and why the remuneration specified by law are not
Component materiality period is appropriate set out on page 157. made; or
We set materiality for each component of the Group based on a percentage of between 18% and 86% of Group materiality, dependent
 e have not received all the information
w
on the size and our assessment of the risk of material misstatement of that component. Component materiality ranged from Other Code  irectors’ statement on fair, balanced and
D
and explanations we require for our audit.
€1,200,000 to €5,600,000. In the audit of each component, we further applied performance materiality levels of 70% of the provisions understandable set out on page 118;
component materiality to our testing, to ensure that the risk of errors exceeding component materiality was appropriately mitigated.  oard’s confirmation that it has carried out
B
a robust assessment of the emerging and
Reporting threshold principal risks set out on page 118;
We agreed with the Audit Committee that we would report to them all individual audit differences in excess of €130,000 (2021: t he section of the annual report that
describes the review of effectiveness of risk
€133,000). We also agreed to report differences below this threshold that, in our view, warranted reporting on qualitative grounds.
management and internal control systems
set out on page 118; and
t he section describing the work of the Audit
Committee set out on page 129.

166 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 167
Independent auditor’s report to the members of Renewi plc continued

European Single Electronic Format (ESEF) true and fair view, and for such internal control as the Directors considered the extent to which non-compliance might have a example, forgery, misrepresentations or through collusion. There
The Annual Report and Accounts of Renewi plc, has been determine is necessary to enable the preparation of financial material impact on the financial statements. We have reviewed are inherent limitations in the audit procedures performed and

Strategic
report
prepared in single electronic reporting format (ESEF), pursuant statements that are free from material misstatement, whether Board minutes and other key correspondence (including with the further removed non-compliance with laws and regulations
to the Commission Delegated Regulation (EU) 2019/815 of due to fraud or error. external counsel) to identify any undisclosed instances of is from the events and transactions reflected in the financial
17 December 2018, supplementing Directive 2004/109/EC of non-compliance with such regulations. We also considered statements, the less likely we are to become aware of it.
the European Parliament and the Council. The requirements In preparing the financial statements, the Directors are those laws and regulations that have a direct impact on the
to be met are set out in the aforementioned delegated regulation responsible for assessing the Group’s and the Parent Company’s preparation of the financial statements, including Companies Act A further description of our responsibilities is available on the
(these requirements are hereinafter referred to as: the RTS ability to continue as a going concern, disclosing, as applicable, 2006, the listing rules and local tax laws. We have reviewed the Financial Reporting Council’s website at: frc.org.uk/

Governance
on ESEF). matters related to going concern and using the going concern financial statements against Companies Act 2006 and Listing auditorsresponsibilities. This description forms part of our

report
basis of accounting unless the Directors either intend to liquidate Rules disclosure checklists to confirm that disclosures are Auditor’s Report.
In our opinion, the Annual Report and Accounts, made up in the Group or the Parent Company or to cease operations, or have compliant with the requirements. In respect of local tax laws, we
XHTML format, including the partly tagged consolidated financial no realistic alternative but to do so. have focused our testing on the recognition of deferred tax assets Use of our report
statements as included in the reporting package by Renewi plc, and the quantification of uncertain tax positions, in accordance This report is made solely to the Parent Company’s members, as
has been prepared in all material respects in accordance with the Auditor’s responsibilities for the audit of the with our understanding of the associated local tax legislation a body, in accordance with Chapter 3 of Part 16 of the Companies
RTS on ESEF. financial statements supported by in-country tax experts. Act 2006. Our audit work has been undertaken so that we might

statements
Our objectives are to obtain reasonable assurance about state to the Parent Company’s members those matters we are

Financial
Management is responsible for preparing the Annual Report and whether the financial statements as a whole are free from We have considered the incentives and opportunities of required to state to them in an auditor’s report and for no other
Accounts, including the financial statements, in accordance with material misstatement, whether due to fraud or error, and to management to carry out fraudulent financial reporting purpose. To the fullest extent permitted by law, we do not accept
the RTS on ESEF, whereby management combines the various issue an auditor’s report that includes our opinion. Reasonable (including override of controls) and determined that the or assume responsibility to anyone other than the Parent
components in a reporting package. Our responsibility is to assurance is a high level of assurance, but is not a guarantee that principal risks relate to management bias in determining Company and the Parent Company’s members as a body, for our
obtain reasonable assurance for our conclusion on whether the an audit conducted in accordance with ISAs (UK) will always accounting estimates and judgements (the most significant of audit work, for this report, or for the opinions we have formed.
Annual Report and Accounts in this reporting package, is in detect a material misstatement when it exists. Misstatements can which are outlined in our key audit matters above) and through

information
accordance with the requirements. We have taken into arise from fraud or error and are considered material if, the recording of inappropriate journal entries. Mark Cardiff

Other
consideration what is stated in Alert 43. individually or in the aggregate, they could reasonably be Senior Statutory Auditor
expected to influence the economic decisions of users taken on We communicated relevant identified laws and regulations and For and on behalf of BDO LLP, Statutory Auditor
Our procedures included: the basis of these financial statements. potential fraud risks to all engagement team members, and London, UK
obtaining an understanding of the entity’s financial reporting remained alert to any indications of fraud or non-compliance 24 May 2022
process, including the preparation of the annual financial Extent to which the audit was capable of detecting with laws and regulations throughout the audit.
BDO LLP is a limited liability partnership registered in England and Wales (with
report in XHTML-format; irregularities, including fraud registered number OC305127).
obtaining the reporting package and performing validations to Irregularities, including fraud, are instances of non-compliance Audit procedures performed, which are capable of detecting
determine whether the reporting package containing the inline with laws and regulations. We design procedures in line with our irregularities, including fraud, include:
XBRL instance document and XBRL extension taxonomy files responsibilities, outlined above, to detect material critical challenge and exercise of professional scepticism in the
have been prepared in accordance with the technical misstatements in respect of irregularities, including fraud. The assessment of significant accounting estimates, judgements
specifications; and extent to which our procedures are capable of detecting and policies for any indications of management bias;
examining the information related to the consolidated irregularities, including fraud, is detailed below: identification and testing of unusual journal entries focusing
financial statements in the reporting package to determine on journals with parameters indicative of fraud; and
whether all required taggings have been applied and whether We have gained an understanding of the legal and regulatory detailed verification of consolidation level journal entries.
they are in accordance with the RTS on ESEF. framework in which the Group operates through our core team
members’ knowledge of the industry and countries in which the Our audit procedures were designed to respond to risks of
Responsibilities of Directors Group operates, in addition to enquiries of Group legal counsel. material misstatement in the financial statements, recognising
As explained more fully in the Directors’ responsibilities Based on this understanding, we identified that the principal that the risk of not detecting a material misstatement due to
statement, the Directors are responsible for the preparation of risks of non-compliance with laws and regulations relates to fraud is higher than the risk of not detecting one resulting from
the financial statements and for being satisfied that they give a environmental and health and safety regulations. We have error, as fraud may involve deliberate concealment by, for

168 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 169
 Consolidated Income Statement Consolidated Statement of Comprehensive Income
For the year ended 31 March 2022 For the year ended 31 March 2022
2022 2021 Restated*
Restated* 2022 2021
Non Non Note €m €m
trading & trading & Items that may be reclassified subsequently to profit or loss:
exceptional exceptional Restated*
Underlying items Total Underlying items Total Exchange differences on translation of foreign subsidiaries (0.2) (3.1)
Note €m €m €m €m €m €m Fair value movement on cash flow hedges 5.5 16.5 14.3
Deferred tax on fair value movement on cash flow hedges 3.4 (1.9) (2.4)
Share of other comprehensive income of investments accounted for using the equity method 4.4 0.5 0.3
Revenue 2,3.1 1,869.2 – 1,869.2 1,693.6 – 1,693.6
Cost of sales 3.3 (1,512.5) 0.1 (1,512.4) (1,408.5) (15.7) (1,424.2) 14.9 9.1
Gross profit (loss) 356.7 0.1 356.8 285.1 (15.7) 269.4
Items that will not be reclassified to profit or loss:
Administrative expenses 3.3 (223.1) (9.7) (232.8) (212.1) (21.2) (233.3)
Actuarial gain (loss) on defined benefit pension schemes 7.2 10.5 (23.3)
Operating profit (loss) 2,3.3 133.6 (9.6) 124.0 73.0 (36.9) 36.1
Deferred tax on actuarial gain (loss) on defined benefit pension schemes 3.4 (2.4) 4.4
Finance income 5.4 9.3 0.2 9.5 10.9 0.4 11.3
8.1 (18.9)
Finance charges 5.4 (38.2) (0.1) (38.3) (38.1) – (38.1)
Share of results from associates and
joint ventures 4.4 0.5 – 0.5 1.6 – 1.6 Other comprehensive income (loss) for the year, net of tax 23.0 (9.8)
Profit for the year 75.4 5.5
Profit (loss) before taxation 105.2 (9.5) 95.7 47.4 (36.5) 10.9
Taxation 3.4 (26.4) 6.1 (20.3) (11.6) 6.2 (5.4) Total comprehensive income (loss) for the year 98.4 (4.3)
Profit (loss) for the year 78.8 (3.4) 75.4 35.8 (30.3) 5.5
Attributable to:
Owners of the parent 97.5 (4.2)
Attributable to:
Non-controlling interests 0.9 (0.1)
Owners of the parent 77.9 (3.4) 74.5 35.9 (30.3) 5.6
Total comprehensive income (loss) for the year 98.4 (4.3)
Non-controlling interests 5.9 0.9 – 0.9 (0.1) – (0.1)
78.8 (3.4) 75.4 35.8 (30.3) 5.5 * The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.

* The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.
The notes on pages 175 to 244 are an integral part of these consolidated financial statements.
Restated*
2022 2021
Earnings per share Note cents cents

Basic 3.5 93 7
Diluted 3.5 93 7
Underlying basic 3.5 98 45
Underlying diluted 3.5 98 45
* The comparatives have been restated in accordance with the requirements of IAS 33 Earnings per share following the share consolidation and also due to prior period
adjustments as explained in section 1 Basis of preparation.

The notes on pages 175 to 244 are an integral part of these consolidated financial statements.

170 171
 Consolidated Balance Sheet Consolidated Statement of Changes in Equity
As at 31 March 2022 For the year ended 31 March 2022

Restated* Restated* Non- Restated*

31 March 31 March Share Share Exchange Retained controlling Total
2022 2021 capital premium reserve earnings interests equity
Note €m €m Note €m €m €m €m €m €m
Assets Balance at 1 April 2021 – restated* 99.5 473.6 (14.8) (326.8) 6.1 237.6
Non-current assets
Profit for the year – – – 74.5 0.9 75.4
Goodwill and intangible assets 4.1 592.8 594.9
Other comprehensive (loss) income:
Property, plant and equipment 4.2 553.6 560.7
Exchange loss on translation of foreign subsidiaries – – (0.2) – – (0.2)
Right-of-use assets 4.3 213.8 233.8
Investments 4.4 14.3 17.2 Fair value movement on cash flow hedges 5.5 – – – 16.5 – 16.5
Financial assets relating to PPP contracts 4.5 135.7 142.4 Actuarial gain on defined benefit pension schemes 7.2 – – – 10.5 – 10.5
Derivative financial instruments 5.5 0.4 7.9 Tax in respect of other comprehensive income items 3.4 – – – (4.3) – (4.3)
Defined benefit pension scheme surplus 7.2 8.6 – Share of other comprehensive income of investments accounted
Other receivables 4.8 5.1 4.1 for using the equity method 4.4 – – – 0.5 – 0.5
Deferred tax assets 3.4 41.6 51.3 Total comprehensive (loss) income for the year – – (0.2) 97.7 0.9 98.4
1,565.9 1,612.3
Current assets Share-based compensation 7.3 – – – 2.5 – 2.5
Inventories 4.7 22.5 20.6 Movement on tax arising on share-based compensation – – – 1.3 – 1.3
Investments 4.4 11.1 9.3
Proceeds from exercise of employee options 5.9 – 0.2 – – – 0.2
Loans to associates and joint ventures 4.4 0.9 0.9
Financial assets relating to PPP contracts 4.5 7.7 6.7 Own shares purchased by the Employee Share Trust 5.9 – – – (1.8) – (1.8)
Trade and other receivables 4.8 269.3 247.7 Balance as at 31 March 2022 99.5 473.8 (15.0) (227.1) 7.0 338.2
Derivative financial instruments 5.5 6.6 1.2
Current tax receivable 0.9 0.5
Balance at 1 April 2020 99.5 473.6 (11.6) (327.6) 1.4 235.3
Cash and cash equivalents – including restricted cash 5.2 63.6 68.8
Profit (loss) for the year – restated* – – – 5.6 (0.1) 5.5
382.6 355.7
Other comprehensive (loss) income:
Assets classified as held for sale 6.3 3.3 –
Exchange (loss) gain on translation of foreign subsidiaries – – (3.2) – 0.1 (3.1)
385.9 355.7
Fair value movement on cash flow hedges 5.5 – – – 14.4 (0.1) 14.3
Total assets 1,951.8 1,968.0
Actuarial loss on defined benefit pension schemes 7.2 – – – (23.3) – (23.3)
Liabilities
Non-current liabilities Tax in respect of other comprehensive income items 3.4 – – – 2.0 – 2.0
Borrowings 5.3 (518.7) (689.1) Share of other comprehensive income of investments accounted
Derivative financial instruments 5.5 (14.6) (25.3) for using the equity method 4.4 – – – 0.3 – 0.3
Other non-current liabilities 4.9 (36.2) (54.4) Total comprehensive loss for the year – restated* – – (3.2) (1.0) (0.1) (4.3)
Defined benefit pension schemes deficit 7.2 (6.3) (11.4)
Provisions 4.10 (258.1) (252.6) Share-based compensation 7.3 – – – 1.4 – 1.4
Deferred tax liabilities 3.4 (47.0) (50.9)
Movement on tax arising on share-based compensation – – – 0.3 – 0.3
(880.9) (1,083.7)
Disposal of non-controlling interest – – – 1.3 4.8 6.1
Current liabilities
Own shares purchased by the Employee Share Trust 5.9 – – – (1.2) – (1.2)
Borrowings 5.3 (148.9) (47.8)
Derivative financial instruments 5.5 (0.1) (0.2) Balance as at 31 March 2021 – restated* 99.5 473.6 (14.8) (326.8) 6.1 237.6
Trade and other payables 4.9 (528.4) (546.2) * The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.
Current tax payable (24.2) (13.8)
Provisions 4.10 (31.1) (38.7)
The notes on pages 175 to 244 are an integral part of these consolidated financial statements.
(732.7) (646.7)
Total liabilities (1,613.6) (1,730.4)
Net assets 338.2 237.6
Issued capital and reserves attributable to the owners of the parent
Share capital 5.9 99.5 99.5
Share premium 5.9 473.8 473.6
Exchange reserve 5.9 (15.0) (14.8)
Retained earnings 5.9 (227.1) (326.8)
331.2 231.5
Non-controlling interests 5.9 7.0 6.1
Total equity 338.2 237.6
* The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.

The notes on pages 175 to 244 are an integral part of these consolidated financial statements.

The Financial Statements on pages 170 to 257 were approved by the Board of Directors and authorised for issue on 24 May 2022. They
were signed on its behalf by:

Ben Verwaayen Otto de Bont

Chairman Chief Executive Officer

172 173
 Consolidated Statement of Cash Flows Notes to the financial statements
For the year ended 31 March 2022

Restated* SECTION 1. BASIS OF PREPARATION

2022 2021
Note €m €m This section provides general information about the Group and the accounting policies that apply to the consolidated financial
Profit before tax 95.7 10.9 statements as a whole. Accounting policies that are specific to a particular note are provided within the note to which they relate.
Finance income (9.5) (11.3) This section also details the new or amended accounting standards adopted during the year as well as the anticipated impact of
Finance charges 38.3 38.1 future changes to accounting standards that are not yet effective.
Share of results from associates and joint ventures (0.5) (1.6)
Operating profit 124.0 36.1
Amortisation and impairment of intangible assets 4.1 11.1 19.1 Renewi plc is a public limited company listed on the London Stock Exchange with a secondary listing on Euronext Amsterdam. Renewi
Depreciation and impairment of property, plant and equipment 4.2 74.7 80.4 plc is incorporated and domiciled in Scotland under the Companies Act 2006, registered number SC077438 and the address of the
Depreciation and impairment of right-of-use assets 4.3 45.5 42.5
Impairment of investment in associate 4.4 1.9 – registered office is given on page 261. The nature of the Group’s operations and its principal activities are set out in section 2.
Net gain on disposal of property, plant and equipment and intangible assets (0.8) (0.1)
Exceptional (credit) charge on long term provisions (1.6) 3.7 The consolidated financial statements of the Group are prepared in accordance with UK adopted international accounting standards
Net decrease in provisions (5.8) (11.0) in conformity with the requirements of the Companies Act 2006.
Payment related to committed funding of the defined benefit pension schemes (3.6) (3.6)
Other non-cash items – 2.6
Share-based compensation 7.3 2.5 1.4 The consolidated financial statements have been prepared on the historical cost basis, except for derivative financial instruments, other
Operating cash flows before movement in working capital 247.9 171.1 receivables relating to invoice finance facilities, share-based payments, plan assets within pension schemes, unlisted investments and
(Increase) decrease in inventories (1.9) 0.2 short-term investments which are stated at fair value. The accounting policies adopted in the consolidated financial statements have
(Increase) decrease in receivables 4.8 (23.2) 25.1 been consistently applied. The Group has applied all accounting standards and interpretations issued relevant to its operations and
(Decrease) increase in payables 4.9 (34.8) 57.1 effective for accounting periods beginning on 1 April 2021. The consolidated financial statements are presented in Euros and all
Cash flows from operating activities 188.0 253.5 amounts are rounded to the nearest €0.1m unless otherwise stated.
Income tax paid (7.6) (14.8)
Net cash inflow from operating activities 180.4 238.7 Going concern
Investing activities The Directors have adopted the going concern basis in preparing these consolidated financial statements after assessing the Group's
Purchases of intangible assets (8.4) (4.1) principal risks including an assessment of the impact of continued recovery from the Covid-19 pandemic, the current high inflationary
Purchases of property, plant and equipment (77.6) (58.0)
Proceeds from disposals of property, plant and equipment 4.7 4.5
environment and the uncertainty arising from the invasion of Ukraine.
Acquisition of business assets 6.1 (0.5) –
Net cash outflow in relation to prior year sale of business (0.8) – The Directors have carried out a comprehensive assessment of the Group’s ability to continue as a going concern. This assessment has
Capital contribution to associates and joint ventures – (1.1) involved the review of medium-term cash flow modelling over an 18-month period to 30 September 2023. This includes expectations on
Dividends received from associates and joint ventures 1.3 1.6 the future economic environment, available liquidity, which includes repayment of the €100m Belgian retail bond in June 2022, as well
Receipt of deferred consideration 0.3 0.6
Purchase of other short-term investments (2.2) (0.8) as other principal risks associated with the Group’s ongoing operations.
Outflows in respect of PPP arrangements under the financial asset model (0.4) (1.9)
Capital received in respect of PPP financial assets 6.2 5.1 The assessment includes a base case scenario setting out the Directors’ current expectations of future trading and a plausible but
Finance income 9.9 10.2 severe downside scenario and without applying any mitigating actions to assess the potential impact on the Group’s future financial
Net cash outflow from investing activities (67.5) (43.9) performance. The key judgement in both scenarios is the level and speed of economic recovery following the disruption caused by the
Financing activities Covid-19 pandemic and the impact of recent geopolitical events.
Finance charges and loan fees paid (28.4) (30.8)
Investment in own shares by the Employee Share Trust 5.9 (1.8) (1.2)
The downside scenario includes significantly weaker macro-economic conditions leading to a volume decline, well below the forecast
Proceeds from share issues 0.2 –
Loan from non-controlling interest – 0.5 economic growth in all our territories in FY23 and FY24. Other downsides include a significant decline in recyclate prices from the
Proceeds from retail bonds 5.1 125.0 – current levels, higher energy and diesel prices, operational downtime in some of our plants and a settlement of the provision arising
Proceeds from bank borrowings 5.1 141.6 9.0 from the European Commission investigation into alleged state aid in Belgium. These factors reduce FY23 EBIT by 31% compared to
Repayment of bank borrowings 5.1 (312.2) (269.0) the base case. No mitigating cost and cash actions, such as deferral of uncommitted capital expenditure, working capital actions and
Settlement of cross-currency interest rate swaps 6.4 –
Repayment of PPP debt 5.1 (5.7) (4.1)
reduced discretionary spend, have been applied to our downside modelling as these are not necessary to preserve sufficient liquidity
Repayments of obligations under lease liabilities 5.1 (44.2) (40.4) or to avoid a breach of covenants.
Net cash outflow from financing activities (119.1) (336.0)
Net decrease in cash and cash equivalents (6.2) (141.2) In the base case and plausible downside scenarios the Group has sufficient liquidity and headroom in its existing facilities and no
Effect of foreign exchange rate changes 1.0 0.2 covenants are breached at any of the forecast testing dates.
Cash and cash equivalents at the beginning of the year 68.8 209.8
Cash and cash equivalents at the end of the year 5.2 63.6 68.8 In addition, a reverse stress test calculation has been undertaken to consider the points at which the covenants may be breached.
* The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation. Underlying EBIT in FY23 would need to reduce by 59% compared to the base case without considering any mitigating actions. In the
opinion of the Directors there is no plausible scenario or combination of scenarios that we consider to be remotely likely that would
The notes on pages 175 to 244 are an integral part of these consolidated financial statements generate this result.

Having considered all the elements of the financial projections, sensitivities and mitigating actions, the Directors confirm they have
a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and
to meet all banking covenants.

In accordance with Provision 31 of the UK Corporate Governance Code, the Directors have also assessed the prospects and financial
viability of the Company for a period longer than the 12 months required in the going concern assessment. Further details are provided
in the Viability Statement on page 100.

174 175
 Notes to the financial statements continued

SECTION 1. BASIS OF PREPARATION CONTINUED SECTION 1. BASIS OF PREPARATION CONTINUED

Prior year restatements The impact of the above restatements on the Consolidated Balance Sheet as at 31 March 2021 is as follows:
PPP non-recourse net debt presentation
Given that cash held in UK PPP entities is not freely available to the Group, historically management determined that it was appropriate 31 March 2021 Restatement Restatement
to present these cash balances together with the gross non-recourse debt as PPP non-recourse net debt. In preparing these financial (previously due to PPP due to SaaS 31 March 2021
reported) cash and debt arrangements (restated)
statements, management identified this presentation of cash and cash equivalents and PPP non-recourse debt in the balance sheet as
Balance Sheet extract €m €m €m €m
an error and accordingly a prior year adjustment has been made. Non-recourse debt in these UK PPP entities has always been excluded
Goodwill and intangible assets 602.2 – (7.3) 594.9
from the calculation of the Group’s covenants which remains unchanged. It has been determined that the appropriate presentation
Deferred tax assets 49.5 – 1.8 51.3
should be on a gross basis in line with the requirements of IAS 32 Financial Instruments. The impact of this change has led to gross PPP
Non-current assets 1,617.8 – (5.5) 1,612.3
non-recourse debt and PPP cash held at bank being presented separately within borrowings and current assets respectively which has Cash and cash equivalents – including restricted cash 51.5 17.3 – 68.8
resulted in the following changes to the 31 March 2021 Balance Sheet: an increase in non-current borrowings of €15.2m, an increase in Current assets 338.4 17.3 – 355.7
current borrowings of €2.1m with a corresponding increase in cash and cash equivalents of €17.3m. There is no impact on the Income Total assets 1,956.2 17.3 (5.5) 1,968.0
Statement, earnings per share, Statement of Comprehensive Income, Group equity or the alternative performance measure of core net Borrowings – non-current (673.9) (15.2) – (689.1)
debt. The Balance Sheet and Statements of Cash flows together with related disclosures have been restated to reflect this adjustment. Non-current liabilities (1,068.5) (15.2) – (1,083.7)
A 31 March 2020 balance sheet has not been presented as considered not material, the impact is an increase in non-current borrowings Borrowings – current (45.7) (2.1) – (47.8)
of €14.0m, an increase in current borrowings of €1.3m with a corresponding increase in cash and cash equivalents of €15.3m. Current Liabilities (644.6) (2.1) – (646.7)
Total liabilities (1,713.1) (17.3) – (1,730.4)
Earnings per share due to share capital consolidation Net assets 243.1 – (5.5) 237.6
At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders approved the consolidation of the Company’s share Issued capital and reserves attributable to the owners of the parent
capital on the basis of one new ordinary share with a nominal value of £1.00 each for every ten existing ordinary shares of 10 pence each Retained earnings (321.3) – (5.5) (326.8)
held. As a result earnings per share disclosures have been restated in these consolidated financial statements in accordance with the Other equity 558.3 – – 558.3
requirements of IAS 33 Earnings per share and as set out in note 3.5. 237.0 – (5.5) 231.5
Non-controlling interests 6.1 – – 6.1
Change in accounting policy – Configuration or customisation costs in cloud computing, Software as a Service (SaaS) Total equity 243.1 – (5.5) 237.6
arrangements
In April 2021 the IFRS Interpretations Committee (IFRIC) published an agenda decision in relation to the interpretation on accounting The impact of the above restatements on the Consolidated Statement of Cash Flows for the year ended 31 March 2021 is as follows:
for configuration or customisation costs in cloud computing or Software as a Service (SaaS). As a result the Group has reviewed its
accounting policy regarding the configuration and customisation costs incurred when implementing SaaS arrangements. 31 March 2021 Restatement Restatement
(previously due to PPP due to SaaS 31 March 2021
The Group’s revised policy, applied retrospectively, aligns with the IFRIC agenda decision whereby: reported) cash and debt arrangements (restated)
Statement of Cash Flows extract €m €m €m €m
In SaaS arrangements where the Group controls the underlying software, configuration and customisation costs are capitalised as part Net cash flows from operating activities 243.4 – (4.7) 238.7
of bringing the identified intangible asset into use Net cash flows from investing activities (48.6) – 4.7 (43.9)
Where the Group does not control the underlying software, but the related configuration and customisation costs are not distinct from Net cash flows from financing activities (337.3) 1.3 – (336.0)
access to the software, these costs are expensed over the term of the SaaS contract Net decrease in cash and cash equivalents (142.5) 1.3 – (141.2)
In all other circumstances, configuration and customisation costs are recognised as an expense as incurred, except in the limited Effect of foreign exchange rate changes (0.5) 0.7 – 0.2
instances where these costs result in a separately identifiable intangible asset. Cash and cash equivalents at 31 March 2020 194.5 15.3 – 209.8
Cash and cash equivalents at 31 March 2021 51.5 17.3 – 68.8
We have determined that €3.9m of costs incurred and capitalised during the current financial year and the net book value of €7.3m of
software intangible assets held at 31 March 2021 no longer meet the criteria for recognition under IAS 38 Intangible assets. The impact The impact of the above restatements on basic and diluted earnings per share for the year ended 31 March 2021 is as follows:
on opening reserves for the year ended March 2020 of €3.7m was deemed immaterial and has therefore been included in the year
ended March 2021 adjustment. Accordingly, €3.9m (2021: €7.3m) has been expensed and disclosed as a non-trading and exceptional 31 March 2021 Restatement Restatement
administrative expenses item because it arises from the one-off introduction of interpretations to accounting policy guidance and is (previously Share capital due to PPP due to SaaS 31 March 2021
material in size. The prior year balance sheet has been adjusted with a reduction of €7.3m of intangibles, an increase in deferred tax reported) consolidation cash and debt arrangements (restated)
cents cents cents cents cents
assets of €1.8m and a reduction in retained earnings of €5.5m. The impact on the Statement of Cash flows is a €4.7m increase in
cashflows from operating activities and a reduction in cash outflows due to investing activities of €4.7m. Basic 1.4 12.6 – (7.0) 7.0
Diluted 1.4 12.6 – (7.0) 7.0
Underlying basic 4.5 40.5 – – 45.0
The impact of the above restatements on the Consolidated Income Statement for the year ended 31 March 2021 is as follows:
Underlying diluted 4.5 40.5 – – 45.0

31 March 2021 Restatement Restatement

(previously due to PPP due to SaaS 31 March 2021
reported) cash and debt arrangements (restated)
Income statement extract €m €m €m €m
Underlying operating profit 73.0 – – 73.0
Non-trading and exceptional items (29.6) – (7.3) (36.9)
Operating profit 43.4 – (7.3) 36.1
Profit before taxation 18.2 – (7.3) 10.9
Taxation (7.2) – 1.8 (5.4)
Profit for the year 11.0 – (5.5) 5.5

176 177
 Notes to the financial statements continued

SECTION 1. BASIS OF PREPARATION CONTINUED SECTION 1. BASIS OF PREPARATION CONTINUED

New standards and interpretations not yet adopted Basis of consolidation
Standards and interpretations issued by the International Accounting Standards Board (IASB) are only applicable if endorsed by the The consolidated financial statements incorporate the financial statements of Renewi plc (the Company), all its subsidiary undertakings
UK Endorsement Board (UKEB). At the date of approval of these financial statements there were no new IFRSs or IFRS Interpretation (subsidiaries) and the Group’s interests in joint ventures, associates and joint operations.
Committee interpretations which were early adopted by the Group.
Subsidiaries are entities which are directly or indirectly controlled by the Group. Control exists where the Group is exposed to, or has
The following amendments are effective for the period beginning 1 April 2022: rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the
entity. Where there is a non-controlling interest this is identified separately from the Group’s equity. Accounting policies of subsidiaries
Onerous Contracts – Costs of Fulfilling a Contract (Amendments to IAS 37)
have been adjusted where necessary to ensure consistency with those used by the Group. The results of subsidiaries acquired or sold
Property, plant and equipment: Proceeds before Intended Use (Amendments to IAS 16)
during the year are included in the consolidated financial statements from or up to the date control passes. All intra-group transactions,
Annual improvements to IFRS Standards 2018-2020 (Amendments to IFRS 1, IFRS 9, IFRS 16 and IAS 41)
balances, income and expenses are eliminated on consolidation. A joint venture is a joint arrangement whereby the parties that have
References to Conceptual Framework (Amendments to IFRS 3).
joint control of the arrangement have rights to the net assets of the arrangement. An associate is an entity, other than a subsidiary or
joint venture, over which the Group has significant influence. Significant influence is the power to participate in the financial and
The amendment to IAS 37 Onerous Contracts – Costs of Fulfilling Contract clarifies that the costs of fulfilling a contract should include
operating decisions of an entity but is not in control or joint control over those policies. Investments in associates and joint ventures are
an allocation of other costs that relate directly to fulfilling the contract. Costs that relate directly to a contract consist of both the
accounted for using the equity method of accounting and are initially recognised at cost or, in the case of a disposal of the majority
incremental costs of fulfilling that contract – for example, direct labour and materials; and an allocation of other costs that relate
shareholding, at fair value. The cumulative post-acquisition profits or losses and movements in Other Comprehensive Income are
directly to fulfilling contracts – for example, an allocation of the depreciation charge for an item of property, plant and equipment used
adjusted against the carrying amount of the investment. When the Group’s share of losses exceeds the carrying amount of the joint
in fulfilling that contract among others. Prior to this amendment there has been a diversity in practice as to whether the costs of
venture or associate, the carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the
meeting contractual obligations should comprise only incremental costs or also include an allocation of direct costs which would have
Group has incurred legal or constructive obligations or made payments on behalf of the joint venture or associate. Accounting policies
been incurred regardless of whether the contract was being performed or not. The Group’s current accounting policy only includes
of associates and joint ventures have been adjusted where necessary to ensure consistency with the policies of the Group. Where the
incremental direct costs when measuring the costs to fulfil a contract. The amendment is effective from 1 April 2022 and requires any
Group is party to a jointly controlled operation, the Group proportionately accounts for its share of the income and expenditure, assets
additional provisions to be recognised as an adjustment to retained earnings at that date. The Group is in the process of finalising the
and liabilities and cash flows on a line-by-line basis in the consolidated financial statements.
impact of this amendment and it is currently estimated that this will result in an increase in the existing onerous contract provisions of
approximately €53m.
Other investments in entities that are neither associates, joint ventures nor subsidiaries are held at fair value through profit or loss
except for the other unlisted investments that the Group has elected to hold at fair value through Other Comprehensive Income.
The following amendments are effective for the period beginning 1 April 2023:
Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2) Foreign currencies
Definition of Accounting Estimates (Amendments to IAS 8) The financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which
Deferred Tax Related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). the entity operates (the functional currency). The results and financial position of all the Group entities that have a functional currency
different from the presentational currency of the Group are translated as follows:
The Group does not expect a significant impact from any of the other new accounting standards and amendments.
monetary assets and liabilities at each balance sheet date are translated into Euros at the closing year end exchange rate;
income and expenses in each Income Statement are translated into Euros at the average rate of exchange for the year;
Consideration of climate change
equity items are translated at the historical rate being the average rate of exchange in the year when the transaction occurred; and
In preparing the financial statements, the Directors have considered the impact of climate change, particularly in the context of the risks
the resulting exchange differences are recognised in the exchange reserve in Other Comprehensive Income.
identified in the TCFD disclosures on pages 66 to 73 this year. Physical climate change poses risk to our operations and supply chain
however mitigation measures are either already in place or are in the process of being further developed therefore no medium-term
In addition to the Group’s presentational currency of Euros, the most significant currency for the Group is Sterling with the closing rate
impact is expected from climate change. The Directors are aware of the changing risks attached to climate change and are in the
on 31 March 2022 of €1: £0.845 (2021: €1: £0.852) and an average rate for the year ended 31 March 2022 of €1: £0.849 (2021: €1: £0.885).
process of developing a TCFD Roadmap which will lead to quantifying the business impact of material climate related risks and
opportunities. There have been no material impacts identified on the financial reporting judgements and estimates. In particular,
Cumulative exchange differences are recognised in the Income Statement in the year in which a non-Euro denominated subsidiary
the impact of climate change has been considered in respect of the following areas:
undertaking is sold.
Going concern and viability of the Group over the next three years
The Group applies the hedge accounting principles of IFRS 9 Financial Instruments relating to net investment hedging to offset the
Cash flow forecasts in the impairment assessments of goodwill
exchange differences arising on foreign currency denominated borrowings with the translation of foreign operations. Net investment
Carrying value and useful economic lives of property, plant and equipment.
hedges are accounted for by recognising exchange rate movements in the exchange reserve, with any hedge ineffectiveness being
charged to the Income Statement in the period the ineffectiveness arises.

Critical accounting judgements and estimates

The preparation of financial statements in accordance with IFRS requires management to make judgements, estimates and
assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenditure. The areas
involving a higher degree of judgement or complexity are set out below and in more detail in the related notes. Critical estimates are
defined as those that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within
the next financial year. The estimates and associated assumptions are based on factors including historical experience and expectations
of future events that are considered to be relevant and reasonable. These estimates, assumptions and judgements are reviewed on an
ongoing basis.

178 179
 Notes to the financial statements continued

SECTION 1. BASIS OF PREPARATION CONTINUED SECTION 1. BASIS OF PREPARATION CONTINUED

Judgements in applying the Group’s accounting policies Contingent liabilities – Management have used judgement in determining if a contingent liability exists and if a provision needs to be
Use of alternative performance measures – The Group uses alternative performance measures as we believe these measures provide recognised by considering whether an outflow of economic benefit is possible as a result of past events including seeking legal advice
additional useful information on the underlying trends, performance and position of the Group. These underlying measures are used by where appropriate in order to determine the most likely outcome. Where it is considered that there is a possible obligation but it is not
the Group for internal performance analysis and incentive compensation arrangements for employees. The term ‘underlying’ refers to probable that there will be an outflow of economic benefit or the amount cannot be reliably estimated then a contingent liability is
the relevant measure being reported for continuing operations excluding non-trading and exceptional items. These include underlying disclosed as set out in note 8.4.
earnings before interest and tax (underlying EBIT), underlying profit before tax, underlying profit after tax, underlying earnings per share
and underlying EBITDA (earnings before interest, tax, depreciation and amortisation). The terms ‘EBIT’, ‘EBITDA’, ‘exceptional items’, Estimates and assumptions
‘adjusted’ and ‘underlying’ are not defined terms under IFRS and may therefore not be comparable with similarly titled profit measures Impairment of goodwill – Impairment testing is carried out annually at a cash generating unit (CGU) level. The Group estimates the
reported by other companies. These measures are not intended to be a substitute for, or superior to, GAAP measurements of profit. recoverable amount of a CGU using a value in use model which involves an estimation of future cash flows and applying appropriate
A full list of alternative performance measures and non-IFRS measures together with reconciliations are set out in note 8.3. discount and long-term growth rates. The future cash flows are derived from approved forecasts which have taken into account the
ongoing impact of Covid-19 together with increasing energy prices and high inflation as a result of the events in Ukraine, specifically
Non-trading and exceptional items – In establishing which items are disclosed separately as non-trading and exceptional to enable a with regard to recovery of input volumes across different waste streams. Details of the key assumptions and sensitivity analysis are
better understanding of the underlying financial performance of the Group, management exercise judgement in assessing the size, given in note 4.1.
nature or incidence of specific items. A policy for non-trading and exceptional items is followed consistently and is submitted to the
Audit Committee for annual review. See note 3.3 for further details of the costs included within this category. Impairment of tangible assets, intangible assets and investments – The Group assesses the impairment of tangible assets,
intangible assets and investments whenever there is reason to believe that the carrying value may exceed the fair value and where
Service concession arrangements – Management considered all relevant factors including the expectation by the relevant client a permanent impairment in value is anticipated. The determination of whether the impairment of these assets is necessary involves
authority of who was the primary obligor, the ability of the Group to set the selling price, who performed the service, who assumed the the use of estimates that includes, but is not limited to, the analysis of the cause of potential impairment in value, the timing of such
credit risk and who had discretion in selecting suppliers. Following this assessment the Group determined that it acted as agent during potential impairment and an estimate of the amount of the impairment.
the construction phase of the UK Municipal contracts. Consequently the consideration from local authorities for the operations of waste
management service concessions is treated as financial assets relating to PPP contracts in accordance with IFRIC 12. Management Landfill related provisions – The Group has landfill related provisions of €156.9m (2021: €157.6m). These provisions are long term in
determined that the cash flows relating to the outflows and capital repayments in respect of PPP arrangements under the financial nature and are recognised at the net present value of the best estimate of the likely future cash flows to settle the Group’s obligations.
asset model are investing activities in the statement of cash flows and not operating cash flows. At the balance sheet date, the Group The period of aftercare post-closure and the level of costs expected are uncertain and could be impacted by changes in legislation
has financial assets relating to PPP contracts of €143.4m (2021: €149.1m). Consideration relating to financial assets is split between a and technology and can vary significantly from site to site. The timings of cash outflows are uncertain and have been based on
service element as revenue and a repayment element, split between capital and interest receivable that is deducted from the financial management’s latest expectation. A discount rate is applied to recognise the time value of money and is unwound over the life of the
asset. Further details are given in notes 3.1 and 4.5. provision. Details of the discount rates used and sensitivity assumptions are set out in note 4.10.

Defined benefit pension scheme surplus – Management have concluded that the UK defined benefit pension scheme rules determine Onerous contract provisions – Onerous contract provisions arise when the unavoidable costs of meeting contractual obligations exceed
that upon winding up the scheme the Group has an unconditional right to a refund once all of the liabilities have been discharged and the cash flows expected. The Group has onerous contract provisions of €79.9m (2021: €80.9m) which have been provided for at the lower of
that the trustees of the scheme do not have the unilateral right to wind up the scheme, therefore the asset is not restricted and no the net present value of either exiting the contract or fulfilling our obligations under the contract. The most significant component of these
additional liability was recognised. See note 7.2 for further details of the scheme. provisions relates to UK Municipal PPP contracts which amount to €77.3m (2021: €78.9m). The provisions have been based on the best
estimate of likely future cash flows including assumptions on tonnage inputs, plant performance and recyclates pricing. A discount rate is
Taxation – The recognition of deferred tax assets, particularly in respect of tax losses, is based upon management’s judgement that it is applied to recognise the time value of money and is unwound over the life of the provision. Further details including the discount rates used
probable that there will be taxable profits in the relevant legal entity or tax group which will utilise the assets in the future. In respect of and sensitivity assumptions are set out in note 4.10.
tax losses, the time expiry period, if any, is also taken into account in the analysis. The Group assesses the availability of future taxable
profits using the five year projections as used for impairment reviews, together with other available forecasts. The predictability of Right-of-use assets and lease liabilities – Estimates and assumptions are made in calculating the incremental borrowing rate used
income streams is also taken into consideration and where profits are highly predictable beyond the five year projections, profits from to measure lease liabilities. For certain leases the determination of the lease liability is based on assumptions of the term of the lease,
subsequent periods are taken into account in the recognition of deferred tax assets. The longest period of forecasts used to calculate whether purchase options are likely to be exercised and the amount expected to be payable under any residual value guarantees as set
deferred tax recovery is nine years. Where there is some uncertainty around profits in five year projections and a period of five years out it note 5.3.
or less to the time expiry of the losses exists, the profits used to calculate a deferred tax asset are amended to reflect management’s
judgement of the higher probability profit streams within those forecasts. The intention is to avoid the recognition of a deferred tax Defined benefit pension schemes – The calculation of the present value of the defined benefit pension schemes is determined by using
asset that is not ultimately recovered. Provisions have been recognised where necessary in respect of any uncertain tax positions in the actuarial valuations based on assumptions including discount rate, life expectancy and inflation rates. The principal assumptions used to
Group, being an uncertainty over whether the relevant tax authority will accept the tax treatment. measure the schemes’ liabilities, sensitivities to changes in those assumptions and future funding obligations are set out in note 7.2.

Expected credit loss allowance – Management have used judgement to determine how the expected credit loss allowance could Taxation – The recognition of deferred tax assets, particularly in respect of tax losses, is based upon management’s calculation of
be impacted as a result of the Covid-19 pandemic and other macro-economic factors. For trade receivables and accrued income, in expected taxable profits in the relevant legal entity or tax group against which to utilise the assets in the future. In respect of tax losses,
addition to using a provision matrix based on the payment profile of revenues a detailed review has been undertaken at a customer the time expiry period, if any is also taken into account in the calculation. The Group assesses the availability of future taxable profits
level in order to assess the likely potential of default considering the nature of the customers business and any government support using the five year projections as used for the value in use calculations for impairment reviews together with other available long-term
measures. Further details are set out in note 4.8. forecasts. The predictability of income streams is also taken into consideration and where profits are highly predictable beyond the five
year projections, profit from subsequent periods are taken into account in the recognition of deferred tax assets. The longest period of
Alleged Belgium State Aid Claim – Management have used judgement in determining if a liability or contingent liability exists by forecasts used to calculate deferred tax recovery is nine years. Where there is some uncertainty around profits in five year projections
considering whether an outflow of economic benefit is probable or possible as a result of past events. Legal advice has been obtained and a period of five years or less to the time expiry of the losses exists, the profits used to calculate a deferred tax asset will be amended
to determine that the most likely outcome, the median case, results in a €15m provision. It is noted that the potential maximum claim to reflect management’s estimate of the higher probability profit streams within those forecasts. The intention is to avoid the
could be higher resulting in a potential further liability. Further details are set out in notes 4.10 and 8.4. recognition of a deferred tax asset that is not ultimately recovered. Provisions have been recognised where necessary in respect of any
uncertain tax positions in the Group and are based upon management’s evaluation of the potential outcomes of the relevant
discussions with the tax authorities. Further details on sensitivity assumptions are set out in note 3.4.

180 181
 Notes to the financial statements continued

SECTION 1. BASIS OF PREPARATION CONTINUED SECTION 2. SEGMENTAL INFORMATION CONTINUED

Waste disposal cost accruals – Management have used judgement in determining the value of disposal cost accruals with a carrying Results
amount included in accruals and other payables of €48.9m (2021: €54.3m). Included in this is €14.9m (2021: €24.7m) relating to
processed soil accruals at ATM. The value is determined by management’s best estimate after carrying out an assessment of the cost Restated*
per tonne to dispose of the waste based on historical transactions, discussions with potential customers and knowledge of the market 2022 2021
€m €m
as in some cases, due to the nature of some of these accruals there is no observable market data. Management carry out sensitivity
Netherlands Commercial Waste 93.1 53.7
analysis on a range of potential outcomes and an increase or reduction of the cost per tonne by 10% would impact the ATM accrual
Belgium Commercial Waste 42.6 23.1
by €1.5m. It is anticipated that the majority of the waste with the most judgemental values should be disposed of during the next
Commercial Waste 135.7 76.8
12 months and as such is recorded as a current liability.
Mineralz & Water 5.8 0.3
SECTION 2. SEGMENTAL INFORMATION
Specialities 4.1 2.4
This section shows the performance, net assets and other information on a segmental basis. The Group’s segmental reporting
reflects the management structure which is aligned with the core activities of the Group.
Group central services (12.0) (6.5)
The Group’s chief operating decision maker is considered to be the Board of Directors. The Group’s reportable segments,
determined with reference to the information provided to the Board of Directors in order for it to allocate the Group’s resources Underlying EBIT 133.6 73.0
and to monitor the performance of the Group are unchanged from March 2021 and are set out below. Non-trading and exceptional items (note 3.3) (9.6) (36.9)
Commercial Waste Collection and treatment of commercial waste in the Netherlands and Belgium. Operating profit 124.0 36.1
Finance income (note 5.4) 9.3 10.9
Mineralz & Water Decontamination, stabilisation and re-use of highly contaminated materials to produce certified
Finance charges (note 5.4) (38.2) (38.1)
secondary products for the construction industry in the Netherlands and Belgium.
Finance income – non-trading and exceptional items (note 3.3) 0.2 0.4
Specialities Processing plants focusing on recycling and diverting specific waste streams. The operations are Finance charges – non-trading and exceptional items (note 3.3) (0.1) –
in the UK, the Netherlands, Belgium, France, Portugal and Hungary. Share of results from associates and joint ventures 0.5 1.6
Profit before taxation 95.7 10.9
Group central services Head office corporate function.
* The comparative for non-trading and exceptional items has been restated following the change in accounting policy in relation to Software as a Service arrangements
as explained in section 1 Basis of preparation.

The profit measure the Board of Directors uses to evaluate performance is underlying EBIT. The Group accounts for inter-segment
trading on an arm’s length basis. Net Assets

Restated*
The Commercial Waste reportable segment includes the Netherlands Commercial Waste and Belgium Commercial Waste operating
Restated* Tax, net debt
segments which have been aggregated and reported as one reportable segment as they operate in similar markets in relation to the Commercial Mineralz & Group central and Restated*
nature of the products, services, processes and type of customer. Waste Water Specialities services derivatives Total
€m €m €m €m €m €m
Revenue 31 March 2022
Gross non-current assets 1,010.8 257.5 219.3 36.3 42.0 1,565.9
2022 2021 Gross current assets 192.0 37.9 67.7 17.2 71.1 385.9
€m €m Gross liabilities (399.3) (206.4) (174.7) (79.7) (753.5) (1,613.6)
Netherlands Commercial Waste 896.2 828.4 Net assets (liabilities) 803.5 89.0 112.3 (26.2) (640.4) 338.2
Belgium Commercial Waste 466.9 412.9 31 March 2021
Intra-segment (2.6) (0.7) Gross non-current assets 1,042.6 258.2 225.7 26.6 59.2 1,612.3
Commercial Waste 1,360.5 1,240.6 Gross current assets 174.1 31.6 64.3 15.2 70.5 355.7
Gross liabilities (414.6) (224.3) (173.0) (91.4) (827.1) (1,730.4)
Mineralz & Water 193.9 182.8 Net assets (liabilities) 802.1 65.5 117.0 (49.6) (697.4) 237.6
* The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.
Specialities 350.1 300.8

Inter-segment revenue (35.3) (30.6)

Revenue 1,869.2 1,693.6

During the course of the year, the Group identified certain revenue transactions in the Specialities division which were presented net
within the results for the year ended 31 March 2021 which, under IFRS 15, should be presented gross between revenue and cost of sales.
These items have been corrected prospectively however no adjustment has been recorded in the year ended 31 March 2021
comparatives as the impact on revenue and cost of sales, which if corrected would increase both by €12m, is not considered material.
There is no impact on gross profit or operating profit.

182 183
 Notes to the financial statements continued

SECTION 2. SEGMENTAL INFORMATION CONTINUED SECTION 3. OPERATING PROFIT AND TAX

Other disclosures This section contains the notes that relate to the results and performance of the Group during the year, along with the related
accounting policies that have been applied.
Restated*
Group 3.1 Revenue recognition
Commercial Mineralz & central Restated*
The Group applies IFRS 15 Revenue from Contracts with Customers which requires companies to apportion revenue from customer
Waste Water Specialities services Total
€m €m €m €m €m contracts to separate performance obligations and recognise revenue as these performance obligations are satisfied. The majority
2022 of the Group’s revenue is generated from the performance obligation to the customer to collect and process the waste.
Capital additions:
Property, plant and equipment 52.0 13.0 6.6 1.7 73.3 In the Commercial segment where the contract with a customer includes the collection of waste with a positive value and in the
Right-of-use assets 17.0 1.6 5.0 3.5 27.1 Specialities segment where a customer is paid a compensation based on the composition of the waste processed, the transaction price
Intangible assets 0.1 1.7 0.1 7.4 9.3 includes an element of non-cash consideration. This increases revenue with a corresponding increase in cost of sales for the value of the
waste collected or compensation paid with no impact on operating profit.
Depreciation charge:
Property, plant and equipment 50.6 12.8 4.6 1.3 69.3 Accounting policy
Right-of-use assets 34.0 3.0 3.5 4.3 44.8 Under IFRS 15 revenue is defined as income arising in the course of the Group’s waste collection and processing activities and is
recognised when the control of goods or services transfer and is allocated to individual performance obligations. Revenue represents
Amortisation of intangibles 3.2 0.6 1.7 3.3 8.8 the fair value of consideration received or receivable for goods and services provided in the normal course of business, including landfill
tax but excluding sales taxes, discounts and inter-company sales. Revenue is recognised either at a point in time, for example when the
Impairment charge:
goods or services are transferred, or over time. Revenue is recognised over time when the customer simultaneously receives and
Property, plant and equipment 5.2 0.2 – – 5.4
consumes the goods or services or when there is an enforceable right to payment for performance completed to date. The Group’s
Right-of-use assets 0.7 – – – 0.7
Goodwill and Intangible assets – – – 2.3 2.3
revenue is not subject to conditions that would imply a variable consideration in most cases. There is a limited number of contracts with
Investment in associate – – 1.9 – 1.9 variable consideration where revenue is only recognised to the extent that it is highly probable that a significant reversal in the amount
of cumulative revenue recognised will not occur.
Non-trading and exceptional items before tax 6.2 (2.9) 0.7 5.5 9.5
2021 Revenue recognition criteria for the key types of services have been examined, determined and documented on a divisional level, based
Capital additions: on the general and specific contracts with customers and are as follows:
Property, plant and equipment 48.4 5.5 5.7 1.5 61.1
Inbound revenue relates to the collection and/or processing of waste. The transaction price is based on contractually agreed prices for
Right-of-use assets 50.9 0.8 2.9 6.3 60.9
collecting and processing the waste and differs depending upon the nature of the contract – contracts can be an all-in-tariff, split between
Intangible assets – 0.1 0.2 11.0 11.3
rent, processing and transport or a price per tonne basis for different types of waste. Due to the very short time period between the start and
Depreciation charge: completion of the performance obligations (usually on the same day), the revenue recognition and the allocation of the transaction price
Property, plant and equipment 57.4 10.9 5.0 0.9 74.2 over performance obligations is usually straightforward and dependent on the daily collection and processing of the waste.
Right-of-use assets 29.9 3.1 3.7 4.0 40.7 ― Waste collection services: revenue is recognised at the point in time when the waste is delivered to transfer stations or to a third-party
processing facility.
Amortisation of intangibles 3.5 0.7 1.6 3.8 9.6 ― Waste processing services: where the Group’s revenue contracts include an obligation to process waste, revenue is recognised over
time based on the percentage of the processing service or activity that has been undertaken as there is an enforceable right to
Impairment charge: payment for performance completed. Where the waste processing has a very short cycle then revenue is recognised at the point
Property, plant and equipment 6.2 – – – 6.2 in time when the waste is processed.
Right-of-use assets 0.3 – 1.5 – 1.8 Outbound revenue relates to the sale of recyclate materials and products from processing waste and the generation of power from gas.
Goodwill and Intangible assets – – 9.5 – 9.5 The transaction price is agreed with the customer either in a contract or in relation to a market index and is charged based on tonnage
or kilowatt hour and in some situations will include an additional charge for transport services.
Non-trading and exceptional items before tax 16.1 4.8 10.1 5.5 36.5
― Sale of recyclate materials and products from waste: revenue is based on contractually agreed prices and is recognised at a point
* The comparative for non-trading and exceptional items before tax in Group central services has been restated following the change in accounting policy in relation to Software in time when control of the asset is transferred to the buyer.
as a Service arrangements as explained in section 1 Basis of preparation.
― Income from power generation: for gas produced by processes at anaerobic digestion facilities and landfill sites revenue is
Geographical information recognised at a point in time based on the volumes of energy produced and an estimation of the amount to be received.
The Group’s segment assets (non-current assets being intangible assets, property plant and equipment, right-of-use assets and On-site revenue relates to activities and services provided to the customer on their own site, mainly cleaning services at customer
investments) by geographical location are detailed below: installations. The transaction price can be a contracted lump sum or is charged by applying a fixed price by hour, litre or item depending
on the nature of the contract.
Restated*
Other includes charges for sundry low value packing materials, waste advisory services to customers, services to support customers with
2022 2021
€m €m waste collection and treatment activities.
Netherlands 985.8 1,000.4 The timing of payments from customers is generally aligned to revenue recognition and subject to agreed invoice terms. Unprocessed
Belgium 362.1 379.8 waste may give rise to deferred revenue, where invoices to customers are raised in advance of performance obligations being completed
UK 6.6 9.5 or require an accrual for the costs of disposing of residual waste once the Group has an obligation for its disposal. These amounts are
France 17.4 14.7 shown in deferred revenue or accruals in the financial statements as appropriate. Further details relating to deferred revenue are given
Portugal 2.5 1.6 in note 4.9. Accrued income (unbilled revenue) at the balance sheet date is recognised at fair value based on services provided and
Hungary 0.1 0.6 contractually agreed prices. It is subsequently invoiced and accounted for as a trade receivable and further details are set out in note 4.8.
Segment assets 1,374.5 1,406.6
* The comparative for intangible assets in the Netherlands has been restated following the change in accounting policy in relation to Software as a Service arrangements as
explained in section 1 Basis of preparation.

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 Notes to the financial statements continued

SECTION 3. OPERATING PROFIT AND TAX CONTINUED SECTION 3. OPERATING PROFIT AND TAX CONTINUED
3.1 Revenue recognition continued 3.1 Revenue recognition continued

The practical expedient available under IFRS 15 has been taken whereby any financing element of the contract has been ignored as the Revenue recognised at a point in time amounted to €1,652.5m (2021: €1,580.3m) with the remainder recognised over time. The majority
timing difference between the satisfaction of the obligations under the contract and the receipt of payment due under the contract are of the Commercial Waste and Specialities revenue is recognised at a point in time, whereas for Mineralz & Water 57% of revenue (2021:
expected to be one year or less. The Group’s Private Finance Initiative/Public Private Partnership (PPP) contracts in the Municipal business 55%) is recognised over time.
line are waste management contracts which require the building of new infrastructure and all rights to the infrastructure pass to the local
authority at the termination or expiry of the contract. The Group applies IFRIC 12 (Service Concession Arrangements) which specifies the 3.2 Operating profit
accounting treatment applied by concession operators. Under IFRIC 12, the operator’s rights over infrastructure operated under concession
arrangements should be accounted for based on having considered the extent to which the grantor (the local authority) controls the assets, Detailed below are the key amounts recognised in arriving at the operating profit for the year:
over what services the operator must provide with the infrastructure, to whom it must provide them and at what price. Having considered
these factors, the Group applies the ‘financial asset’ model to account for the infrastructure as it has an unconditional right to receive cash. Restated*
The Group splits the local authority payment between a service element as revenue and a repayment element that is deducted from the 2022 2021
Note €m €m
financial asset. The part of the service element which covers the obligation to undertake major refurbishments and renewals to maintain the
Staff costs 7.1 402.5 395.6
infrastructure such that it is handed over to the local authority in good working order is known as lifecycle and is deferred and only
Depreciation of property, plant and equipment 4.2 69.3 74.2
recognised as revenue when the service is provided, further details are given in note 4.5.
Impairment of property, plant and equipment (not included in non-trading and exceptional items) 4.2 5.4 1.6
Depreciation of right-of-use assets 4.3 44.8 40.7
The following tables show the Group’s revenue by type of service delivered and by primary geographical markets:
Impairment of right-of-use assets (not included in non-trading and exceptional items) 4.3 0.7 –
Amortisation of intangible assets 4.1 8.8 9.6
Commercial Mineralz &
Impairment of intangible assets 4.1 2.3 –
Waste Water Specialities Inter-segment Total
By type of service €m €m €m €m €m Impairment of investment in associate 4.4 1.9 –
Repairs and maintenance expenditure on property, plant and equipment 99.7 93.4
2022
Net gain on disposal of property, plant and equipment and intangible assets (0.8) (0.1)
Inbound 1,073.0 146.5 231.4 (31.6) 1,419.3
Expense relating to short-term leases 17.4 16.9
Outbound 212.2 47.4 116.5 (3.5) 372.6
Expense relating to low-value assets 9.5 9.0
On-Site 53.1 – – (0.2) 52.9
Income from subleasing right-of-use assets (0.8) (1.0)
Other 22.2 – 2.2 – 24.4
Non-trading and exceptional items 3.3 9.5 36.5
Total revenue 1,360.5 193.9 350.1 (35.3) 1,869.2
Net charge on trade receivables and accrued income expected credit loss allowance 4.8 0.6 4.7
2021
* The comparative for non-trading and exceptional items has been restated following the change in accounting policy in relation to Software as a Service arrangements as
Inbound 1,032.2 136.3 210.1 (26.3) 1,352.3
explained in section 1 Basis of preparation.
Outbound 130.4 46.5 89.7 (2.6) 264.0
On-Site 41.3 – – (0.1) 41.2
The total remuneration of the Group’s auditors, BDO LLP and its associates for services provided to the Group during the year was:
Other 36.7 – 1.0 (1.6) 36.1
Total revenue 1,240.6 182.8 300.8 (30.6) 1,693.6
2022 2021
€m €m
Commercial Mineralz & Audit of parent company and consolidated financial statements 0.4 0.4
Waste Water Specialities Inter-segment Total
Audit of subsidiaries pursuant to legislation 1.3 1.2
By geographical market €m €m €m €m €m
Audit related assurance services 0.2 0.2
2022
Fees payable to the auditors pursuant to legislation 1.9 1.8
Netherlands 895.5 152.9 55.4 (32.9) 1,070.9
Belgium 465.0 41.0 39.8 (2.4) 543.4
UK – – 216.3 – 216.3 In the prior year BDO LLP were also paid de minimis non-audit services of €400 for a software licence entered into historically. Given the
France – – 26.3 – 26.3 value and nature these non-audit services do not present a risk to audit independence however the service has not been renewed in the
Other – – 12.3 – 12.3 current year.
Total revenue 1,360.5 193.9 350.1 (35.3) 1,869.2
2021
Netherlands 827.9 140.8 40.7 (29.0) 980.4
Belgium 412.7 42.0 28.1 (1.6) 481.2
UK – – 205.5 – 205.5
France – – 18.9 – 18.9
Other – – 7.6 – 7.6
Total revenue 1,240.6 182.8 300.8 (30.6) 1,693.6

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 Notes to the financial statements continued

SECTION 3. OPERATING PROFIT AND TAX CONTINUED SECTION 3. OPERATING PROFIT AND TAX CONTINUED
3.3 Non-trading and exceptional items 3.3 Non-trading and exceptional items continued

To improve the understanding of the Group’s financial performance, items which are not considered to reflect the underlying Other items
performance are presented in non-trading and exceptional items. Items classified as non-trading and exceptional are disclosed Configuration or customisation costs in cloud computing, Software as a Service (SaaS) arrangements, relate to the Group updating its
separately due to their size or incidence to enable a better understanding of performance. These include, but are not limited to, accounting policy on when software can be capitalised following the IFRIC interpretation. This guidance clarified the criteria under
significant impairments, significant restructuring of the activities of an entity including employee associated severance costs, IAS 38 Intangible assets in relation to SaaS arrangements as explained in section 1 Basis of preparation. As a result €3.9m of costs
acquisition and disposal related transaction costs, significant fires, onerous contracts arising from restructuring activities or if incurred in the current year have been expensed. In addition €7.3m of capitalised intangible assets in existence at 31 March 2021 have
significant in size, profit or loss on disposal of properties or subsidiaries as these are irregular, the change in fair value of non- been expensed as a prior year restatement as they no longer meet the criteria for recognition as an asset. The costs have been expensed
hedged derivatives, the impact of terminating hedge derivatives, ineffectiveness of derivative financial instruments, the impact of as a non-trading and exceptional item due to the size, nature and incidence as they are not reflective of underlying performance.
changing the discount rate on provisions, amortisation of acquisition intangibles and one-off tax credits or charges. The Group
incurs costs each year in maintaining intangible assets which include acquired customer relationships, permits and licences and
The prior year goodwill impairment of €9.5m related to the Maltha business as a result of a reduction in the expected future cash flows
excludes amortisation of these assets from underlying EBIT to avoid double counting such costs within underlying results.
due to difficult market conditions.
Exceptional items are considered individually and assessed at each reporting period.
The restructuring charges in the prior year related to a Covid-19 cost action programme to address the challenges of the pandemic.
These costs were considered to be exceptional due to the total cost of the programme and the one-off nature. The costs of €8.4m
Restated*
were reflected following the decision to close two processing lines in Belgium and some sites and business activities in the Netherlands.
2022 2021
Note €m €m Of the total costs €5.3m were non-cash asset impairments. Following a reassessment in the current year €0.5m of these charges have
Renewi 2.0 improvement programme 6.6 7.3 been released as no longer required.

Portfolio management activity: The total charge of €3.4m (2021: €25.2m restated) was split €0.5m credit (2021: €8.4m charge) in cost of sales and €3.9m charge (2021:
Prior year disposals (0.7) (2.6) €16.8m restated) in administrative expenses.

Other changes in long-term provisions (3.1) 3.7 Items recorded in finance charges and finance income
The €0.1m credit (2021: €0.4m) relates to the termination and ineffectiveness on the cancelled cross-currency interest cash flow hedges and
Other items: ineffectiveness of the Cumbria PPP project interest rate swaps as a result of a revised repayment programme for the PPP non-recourse debt.
Configuration or customisation costs in cloud computing, Software as a Service arrangements 3.9 7.3
Restructuring (credit) charge – cash (0.5) 3.1 Amortisation of acquisition intangibles
Restructuring charge – non-cash impairments – 5.3 Amortisation of intangible assets acquired in business combinations of €3.4m (2021: €3.3m) is all recorded in cost of sales.
Goodwill impairment – 9.5
3.4 25.2 Exceptional tax (credit) charge
Ineffectiveness and impact of termination of cash flow hedges (0.1) (0.4) The €3.7m exceptional tax credit related to changes in UK tax rates as explained in note 3.4. The prior year exceptional tax charge of
Amortisation of acquisition intangibles 4.1 3.4 3.3 €1.0m related to changes in tax rates in the Netherlands. Where one-off tax credits or charges are deemed significant they are classified
Non-trading and exceptional items in profit before tax 9.5 36.5 as exceptional and outside of normal tax charges.
Tax on non-trading and exceptional items (2.4) (7.2)
Exceptional tax (credit) charge (3.7) 1.0 3.4 Taxation
Total non-trading and exceptional items in profit after tax 3.4 30.3
* The comparative has been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation. This section details the accounting polices applied for tax, the current and deferred tax charges or credits in the year,
a reconciliation of the total tax expense to the accounting result and the movements in deferred tax assets and liabilities.
Renewi 2.0 improvement programme
Renewi 2.0 improvement programme is a significant one-off business improvement project with expected capital and one-off costs Accounting policy
of €40m over a three-year period and as a result is considered to be exceptional. Following the transformational merger five years ago, Current tax is based on taxable profit or loss for the year. Taxable profit differs from profit before tax in the Income Statement because
the goal of the Renewi 2.0 programme is to make the Group more streamlined and more efficient and improve customer experience it excludes items of income or expense that are taxable or deductible in other years or that are never taxable or deductible. The asset
and increase employee engagement. The programme also includes around €4m of IT integration costs carried over from the original or liability for current tax is calculated using tax rates that have been enacted, or substantively enacted, at the balance sheet date.
integration programme and now merged with the Renewi 2.0 digitisation plans. This is the second year of the programme with total
costs of €6.6m (2021: €7.3m) of which €0.1m (2021: €0.3m) are recorded in cost of sales and €6.5m (2021: €7.0m) are recorded in Deferred tax is recognised in full where the carrying value of assets and liabilities in the financial statements is different to the
administrative expenses. corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent that it is probable that the taxable profits will be available
Portfolio management activity against which deductible temporary differences can be utilised. Deferred tax is calculated at the tax rates that have been enacted, or
The credit of €0.7m (2021: €2.6m) relates principally to releases of warranty provisions in relation to prior year disposals and is all substantively enacted, at the balance sheet date. Deferred tax is charged or credited in the Income Statement, except where it relates
recorded in administrative expenses. to items charged or credited directly to equity in which case the deferred tax is also dealt with in equity. Deferred income tax liabilities
are not provided on taxable temporary differences arising from investments in subsidiaries as the timing of the reversal of the temporary
Other changes in long-term provisions difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred
Other changes in long-term provisions of €3.1m credit (2021: €3.7m charge) relates to future cash flow funding requirements in relation tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities,
to Dutch landfills as a result of changes in the discount rate as determined by the relevant Dutch Province in relation to the long-term when they relate to income taxes levied by the same taxation authority.
aftercare funds. These funds are managed and under the control of the Province. This resulted in a reduction of €1.6m in landfill
provisions and a €1.5m cash refund from the Province. The credit (2021: charge) was all recorded in cost of sales.

188 189
 Notes to the financial statements continued

SECTION 3. OPERATING PROFIT AND TAX CONTINUED SECTION 3. OPERATING PROFIT AND TAX CONTINUED
3.4 Taxation continued 3.4 Taxation continued

The Group operates primarily in the Netherlands, Belgium, the UK and France, all of which have their own tax legislation. Deferred tax Exceptional charge relating to changes in Netherlands tax rate
assets and liabilities have been calculated based on the substantively enacted tax rates in the relevant jurisdictions at the balance sheet In September 2020 the Dutch government announced the cancellation of the reduction to 21.7% for the period ended 31 March 2022 and
date or those rates expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. The Group has subsequent periods with the rate to remain at 25% going forward and this was enacted on 15 December 2020. This resulted in a prior year
available tax losses, some of which have been recognised as deferred tax assets and some have not based on management’s best exceptional tax charge of €1.0m.
estimate of the ability of the Group to utilise those losses.
Furthermore, in October 2021 the Dutch government announced an increase in the rate to 25.8% for the period ending 31 March 2023 and
Income Statement subsequent periods which was enacted in December 2021. In addition, a tightening of the general interest deduction rule (also referred to
The tax charge based on the profit for the year is made up as follows: as the EBITDA rule) by lowering the 30% EBITDA threshold to 20% was also enacted. As a result, Dutch deferred tax has been calculated
at the substantively enacted rates depending on when the timing differences are expected to reverse.
Restated*
2022 2021 Deferred tax
€m €m
Deferred tax is provided in full on temporary differences under the liability method using applicable local tax rates. Deferred tax assets
Current tax and liabilities are only offset where there is a legally enforceable right of offset and there is an intention to settle the balances net.
UK corporation tax
– Current year 1.4 1.4
The analysis of the net deferred tax liability and the net deferred tax charge in the Income Statement is as set out below:
– Adjustment in respect of prior year (0.9) –
Overseas tax
Balance Sheet Income Statement
– Current year 17.1 10.3
– Adjustment in respect of the prior year (0.2) 0.7 Restated* Restated*
2022 2021 2022 2021
Total current tax charge 17.4 12.4 €m €m €m €m
Deferred tax
Retirement benefit schemes (0.5) 2.7 (0.8) (0.3)
– Origination and reversal of temporary differences in the current year (0.8) (6.5)
Tax losses 37.1 37.1 – 2.6
– Exceptional tax credit 3.7 –
Derivative financial instruments 0.7 2.6 – (0.1)
– Adjustment in respect of the prior year – (0.5)
Capital allowances (37.2) (42.9) 5.7 1.0
Total deferred tax charge (credit) 2.9 (7.0) Other timing differences (5.5) 0.9 (7.8) 3.8
Total tax charge for the year 20.3 5.4 At 31 March (5.4) 0.4 (2.9) 7.0
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation. * The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.

The tax on the Group’s profit for the year differs from the UK standard rate of tax of 19% (2021: 19%), as explained below: The movement in the deferred tax balance during the year was:

Restated* Restated*
2022 2021 2022 2021
€m €m €m €m
Total profit before taxation 95.7 10.9 Net deferred tax asset (liability) at 1 April 0.4 (9.7)
(Charged) credited to Income Statement (2.9) 7.0
Tax charge based on UK tax rate of 19% (2021: 19%) 18.2 2.1 (Charged) credited to Other Comprehensive Income (4.3) 2.0
Effects of: Movement in tax arising on share-based compensation 1.3 0.3
Adjustment to tax charge in respect of prior years (1.1) 0.2 Exchange rate changes 0.1 0.8
Profits (losses) taxed at overseas tax rates 5.7 (0.5) Net deferred tax (liability) asset at 31 March (5.4) 0.4
Non-deductible other items 3.0 1.6
Non-deductible profit on portfolio management activity – (0.5)
Analysed in the Balance Sheet, after offset of balances within countries, as:
Non-deductible goodwill impairment – 1.8
Deferred tax assets 41.6 51.3
Unrecognised deferred tax assets (1.8) (0.3)
Deferred tax liabilities (47.0) (50.9)
Exceptional charge relating to change in Netherlands tax rate – 1.0
Net deferred tax (liability) asset at 31 March (5.4) 0.4
Exceptional credit relating to change in UK tax rate (3.7) –
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.
Total tax charge for the year 20.3 5.4
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.
The majority of the €41.6m (2021: €51.3m restated) deferred tax assets are expected to be recovered after more than one year and the
majority of the €47.0m (2021: €50.9m) deferred tax liabilities are expected to reverse after more than one year.
Exceptional credit relating to change in UK tax rate
In the UK Chancellor’s Budget of 3 March 2021 it was announced that the UK corporation tax rate will increase to 25% with effect from 1 April
As at 31 March 2022, the Group had unused trading losses (tax effect) of €93.3m (2021: €79.7m restated) available for offset against
2023. This measure was substantively enacted on 24 May 2021. As a result, the UK deferred tax position has been calculated based on the
future profits. Deferred tax assets have been recognised in respect of €37.1m (2021: €37.1m restated) of such losses and recognition is
substantively enacted rates of 19% and 25% (2021: 19%). This resulted in an exceptional tax credit of €3.7m in the current year.
based on management’s projections of future profits in the relevant companies. No deferred tax assets have been recognised in respect
of the remaining €56.2m (2021: €42.6m) due to the uncertainty of future profit streams. Tax losses may be carried forward indefinitely in
the relevant companies. Changes in future profitability will impact the recoverability of the deferred tax assets recognised in respect of
losses. A 10% decrease in profitability would result in a reduction of €4m in the value of the deferred tax assets.

190 191
 Notes to the financial statements continued

SECTION 3. OPERATING PROFIT AND TAX CONTINUED SECTION 3. OPERATING PROFIT AND TAX CONTINUED
3.4 Taxation continued 3.5 Earnings per share continued

In the prior year, Dutch tax losses could only be carried forward for between 6 and 9 years (depending on the date of origin of the The reconciliation between underlying earnings per share and basic earnings per share is as follows:
losses). New rules were enacted on 4 June 2021 which allow losses to be carried forward indefinitely. However, the offset of tax losses
against taxable income in excess of €1m is intended to be limited to a maximum of 50%. This legislation takes effect for accounting 2022 2021 restated*
periods beginning on or after 1 January 2022. Therefore the deferred tax asset positions in respect of Dutch tax losses have been Cents €m Cents €m
calculated based on the newly enacted rules. Underlying earnings per share/Underlying profit after tax attributable
to ordinary shareholders 98 77.9 45 35.9
No liability has been recognised on the aggregate amount of temporary differences associated with undistributed earnings of Adjustments:
subsidiaries. This is because the Group is in a position to control the timing and method of the reversal of the differences and it is Non-trading and exceptional items (12) (9.5) (46) (36.5)
probable that such differences will not give rise to a tax liability in the foreseeable future. The total temporary difference at 31 March Tax on non-trading and exceptional items 3 2.4 9 7.2
2022 amounted to €243.8m (2021: €226.2m) and unrecognised deferred tax estimated to arise on the unremitted earnings is €nil Exceptional tax 4 3.7 (1) (1.0)
(2021: €nil) which would relate to taxes payable on repatriation and dividend withholding taxes levied by overseas jurisdictions. UK tax Basic earnings per share/Earnings after tax attributable to ordinary shareholders 93 74.5 7 5.6
legislation relating to company distributions provides for exemption from tax for most repatriated profits, subject to certain exemptions.
Diluted underlying earnings per share/Underlying profit after tax attributable
to ordinary shareholders 98 77.9 45 35.9
3.5 Earnings per share Diluted basic earnings per share/Earnings after tax attributable to
ordinary shareholders 93 74.5 7 5.6
Basic earnings per share is calculated by dividing the profit attributable to the owners of the parent entity by the weighted average * The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.
number of ordinary shares during the year excluding shares held by the Employee Share Trust.
Diluted earnings per share is calculated by dividing profit for the year attributable to the owners of the parent entity by the
SECTION 4. OPERATING ASSETS AND LIABILITIES
weighted average number of ordinary shares during the year plus the weighted average number of any commitments made by the
Group to issue shares in the future. This section contains Balance Sheet notes showing the assets and liabilities used to generate the Group’s results and the related
accounting policies.
Underlying basic and diluted earnings per share excludes non-trading and exceptional items, amortisation of acquisition intangibles
and the change in fair value of derivatives, net of related tax. Non-trading and exceptional items are those items that need to be 4.1 Intangible assets
disclosed separately on the face of the Income Statement, because of their size or incidence, to enable a better understanding of Accounting policy
performance. The Directors believe that adjusting earnings per share in this way enables comparison with historical data calculated Goodwill represents the excess of the purchase consideration over the fair value of the Group’s share of the net identifiable assets at the
on the same basis to reflect the business performance in a consistent manner and reflect how the business is managed and date of acquisition and is measured at cost less accumulated impairment losses. Goodwill arising on acquisitions prior to the date of
measured on a day to day basis. transition to IFRS (31 March 2004) has been retained at the previous UK GAAP net book value following impairment tests.
At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders approved the consolidation of the Company’s share
For the purpose of impairment testing, goodwill is allocated to those cash generating units (CGUs) or groups of CGUs that are expected
capital on the basis of one new ordinary share with a nominal value of £1.00 each for every ten existing ordinary shares of 10 pence each
to benefit from the synergies of the business combination. Goodwill is tested annually for impairment or more frequently if events or
held. This was subsequently completed on 19 July 2021 when the issued share capital of 800,236,740 10 pence shares were replaced
changes in circumstances indicate a potential impairment. Any impairment is charged immediately to the Income Statement and is not
with 80,023,674 £1 shares. As a result earnings per share have been restated in accordance with the requirements of IAS 33 Earnings per
reversed in a subsequent period. In conducting the impairment review on goodwill and intangibles, management is required to make
share. For details of share allotments during the year see note 5.9.
estimates of pre-tax discount rates, future profitability and growth rates. The pre-tax discount rates are derived from the Group’s
weighted average cost of capital (WACC) which takes into account the capital structure of the Group, the cost of risk-free rate finance
2022 2021 restated*
and the relative volatility of the equity of the Group compared to the market and is adjusted by management as considered appropriate
Basic Dilutions Diluted Basic Dilutions Diluted
for each CGU.
Weighted average number of shares (million) 79.7 0.4 80.1 79.5 0.1 79.6
Profit after tax (€m) 75.4 – 75.4 5.5 – 5.5 Landfill void represents the value of landfill capacity to deposit waste in two landfill sites in the Netherlands. The initial landfill void was
Non-controlling interests (€m) (0.9) – (0.9) 0.1 – 0.1 capitalised at fair value on the acquisition of a Netherlands operation in 2006 and further void has been acquired in relation to the
Profit after tax attributable to ordinary shareholders (€m) 74.5 – 74.5 5.6 – 5.6 Maasvlakte landfill site and capitalised at cost. The assets are amortised over their estimated useful life on a void usage basis and
Basic earnings per share (cents) 93 – 93 7 – 7 measured at cost less accumulated amortisation. The estimated remaining useful life is up to 18 years.
* The comparatives have been restated due to prior period adjustments as explained in section 1 Basis of preparation.
An internally generated intangible asset arising from the Group’s software and systems development is recognised when an asset is
created that can be identified, it is probable that the asset will generate future economic benefits that the Group controls and the
development cost can be reliably measured. Following the IFRS Interpretations Committee (IFRIC) agenda decision published in April
2021, the Group has reviewed its accounting policy regarding the configuration and customisation costs incurred when implementing
Software as a Service (SaaS) arrangements:
In SaaS arrangements where the Group controls the underlying software, configuration and customisation costs are capitalised as part
of bringing the identified intangible asset into use
Where the Group does not control the underlying software, but the related configuration and customisation costs are not distinct from
access to the software, these costs are expensed over the term of the SaaS contract
In all other circumstances, configuration and customisation costs are recognised as an expense as incurred, except in the limited
instances where these costs result in a separately identifiable intangible asset.

192 193
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.1 Intangible assets continued 4.1 Intangible assets continued

Other intangible assets are capitalised on the basis of the fair value of the assets acquired or on the basis of costs incurred to purchase The net book value of acquisition related intangibles of €19.0m (2021: €22.1m) includes customer relationships of €14.6m (2021: €16.7m)
and bring the assets into use. They are subsequently measured at cost less accumulated amortisation. They are amortised over the and permits of €4.1m (2021: €5.0m).
estimated useful life on a straight-line basis, as follows:
Goodwill impairment
Contract right relating to leasehold land Term of the lease Impairment testing is carried out at a CGU level on an annual basis.
Contract right relating to PPP contracts in Municipal Term of the contract
Computer software Up to 5 years The material CGUs are Netherlands Commercial Waste, Belgium Commercial Waste and Mineralz & Water. A summary of the closing net
Acquisition related intangibles: book values by reportable segment is set out below:
Waste permits and licences 5 to 20 years
Customer relationships* Up to 14 years 2022 2021
* The remaining useful life of customer relationships is based on the accumulated excess earnings approach
€m €m
Netherlands Commercial Waste 262.1 262.1
Intangible assets are analysed as follows: Belgium Commercial Waste 136.3 136.3
Commercial Waste 398.4 398.4
Restated* Mineralz & Water 129.5 129.5
Computer Acquisition Specialities 23.7 23.7
software and related Restated* Total goodwill 551.6 551.6
Goodwill Landfill void others intangibles Total
€m €m €m €m €m
Cost The Group estimates the recoverable amount of a CGU using a value in use model by projecting cash flows for the next five years
At 1 April 2020 624.8 27.3 59.1 73.7 784.9 together with a terminal value using a long-term growth rate. However, given a landfill closure in Mineralz & Water CGU it is more
Additions – – 11.3 – 11.3 appropriate to use a 14 year model for projecting cash flows. The five year plans used in the impairment models are based on
Reversal of previously capitalised SaaS costs – – (11.2) – (11.2) management’s past experience and future expectations of performance. They also reflect the planned changes in the CGUs as a result
Disposals – – (17.6) – (17.6) of the Renewi 2.0 improvement programme and actions instigated in the current year together with expected general market and
Exchange rate changes – – 0.8 – 0.8
economic conditions. The key assumptions underpinning the recoverable amounts of the CGUs tested for impairment are forecast
At 31 March 2021 – restated 624.8 27.3 42.4 73.7 768.2 revenue and underlying EBIT, taking into account the recovery from the impact of Covid-19. The forecast revenues in these models are
Additions – 1.6 7.7 – 9.3
based on management’s predictions of overall market growth rates, including both volume and price. Underlying EBIT margin is the
Acquisition through business combinations (note 6.1) – – – 0.3 0.3
average EBIT margin as a percentage of revenue over the five year forecast period. The pre-tax discount rate reflects the Group’s
Disposals – – (9.1) (0.1) (9.2)
assessment of the risks related to the CGUs and the countries in which they operate.
Reclassifications – – (0.4) – (0.4)
At 31 March 2022 624.8 28.9 40.6 73.9 768.2
For each of the material CGUs, the key assumptions used in the value in use calculations are shown below:
Accumulated amortisation and impairment
At 1 April 2020 63.7 20.6 42.2 48.3 174.8
Netherlands Belgium
Amortisation charge – 1.4 4.9 3.3 9.6
Commercial Commercial Mineralz &
Impairment charge 9.5 – – – 9.5 2022 Waste Waste Water
Reversal of amortisation relating to previously capitalised SaaS costs – – (3.9) – (3.9)
Revenue (% annual growth rate from year 1 to year 5) 2.9% 3.5% 2.5%
Disposals – – (17.4) – (17.4)
Underlying EBIT margin (average % of revenue for years 1 to year 5) 8.0% 8.9% 7.7%
Exchange rate changes – – 0.7 – 0.7
Long-term growth rate* 2.0% 2.0% 2.0%
At 31 March 2021 – restated 73.2 22.0 26.5 51.6 173.3
Pre-tax discount rate 8.7% 9.7% 9.0%
Amortisation charge – 1.2 4.2 3.4 8.8
* The terminal long-term growth rate of 2.0% is only applied to the results of ATM and Tisselt within the Mineralz & Water CGU.
Impairment charge – – 2.3 – 2.3
Disposals – – (8.9) (0.1) (9.0)
Netherlands Belgium
At 31 March 2022 73.2 23.2 24.1 54.9 175.4
Commercial Commercial Mineralz &
Net book value 2021 Waste Waste Water
At 31 March 2022 551.6 5.7 16.5 19.0 592.8 Revenue (% annual growth rate from year 1 to year 5) 2.3% 2.5% 1.1%
At 31 March 2021 – restated 551.6 5.3 15.9 22.1 594.9 Underlying EBIT margin (average % of revenue for years 1 to year 5) 6.5% 5.8% 10.2%
At 31 March 2020 561.1 6.7 16.9 25.4 610.1 Long-term growth rate* 2.0% 2.0% 2.0%
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation. Pre-tax discount rate 8.5% 8.8% 8.5%
* The terminal long-term growth rate of 2.0% is only applied to the results of ATM and Tisselt within the Mineralz & Water CGU.
Of the total amortisation charge of €8.8m (2021: €9.6m), €3.4m (2021: €3.3m) related to acquisition related intangible assets which has
been charged in cost of sales. Of the remaining amortisation expense of €5.4m (2021: €6.3m), €1.3m (2021: €1.7m) has been charged A long-term growth rate of 2% has been applied as this is deemed to represent the long-term growth rate for the industry and in the
in cost of sales and €4.1m (2021: €4.6m) has been charged in administrative expenses. The prior year reversal of amortisation relating countries in which the Group operates.
to previously capitalised SaaS costs has been credited to administration expenses within non-trading and exceptional items.
The prior year impairment charge of €9.5m related to the Maltha business line in Specialities division.
The current year impairment charge of €2.3m is a result of a detailed review of computer software assets. The prior year goodwill
impairment of €9.5m related to the Maltha CGU as a result of a reduction in the expected future cash flows due to difficult
market conditions.

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 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.1 Intangible assets continued 4.2 Property, plant and equipment continued

Sensitivity to changes in assumptions Property, plant and equipment are analysed as follows:
The Group performs sensitivity analysis on the impairment testing by considering reasonably possible changes in the key assumptions
used. For the Commercial Waste, Mineralz & Water and Coolrec CGUs a change in discount rate of 1% demonstrated that there is still Land and Landfill Plant and
appropriate headroom and it is concluded that no reasonably possible change to the assumptions would result in an impairment buildings sites machinery Total
€m €m €m €m
charge. The headroom for the Maltha CGU is more limited. At 31 March 2022 the recoverable amount for this CGU exceeds the carrying
value by €3m. On a sensitised profit basis applying an annual 5% profit reduction or with a 0.5% increase in discount rate the headroom Cost
would reduce to €1m. At 1 April 2020 464.7 68.5 772.7 1,305.9
Additions 11.7 – 49.4 61.1
Disposals (2.3) (0.1) (89.6) (92.0)
4.2 Property, plant and equipment
Reclassifications 2.2 – – 2.2
Accounting policy
Exchange rate changes 0.3 – 0.2 0.5
Property, plant and equipment, except for freehold land and assets under construction, is stated at cost less accumulated depreciation
At 31 March 2021 476.6 68.4 732.7 1,277.7
and provision for impairment. Freehold land is not depreciated. Cost includes the original purchase price of the asset and the costs
Additions 17.3 0.5 55.5 73.3
attributable to bringing the asset to its working condition for its intended use. The asset’s residual values and useful lives are reviewed
Acquisition through business combinations (note 6.1) – – 0.2 0.2
and adjusted if appropriate at the end of each reporting period.
Disposals (1.5) (0.5) (52.9) (54.9)
Transferred to Assets held for sale (note 6.3) (6.7) – – (6.7)
Where a government grant has been received in relation to an item of capital expenditure it is generally deducted from the carrying Reclassifications – – 0.4 0.4
amount of the asset purchased once all the conditions have been met. However, where the grant has been received and the conditions Exchange rate changes 0.1 – – 0.1
of the grant have not been fully met then the government grant is recognised as a liability at the value of the cash received and is At 31 March 2022 485.8 68.4 735.9 1,290.1
subsequently transferred to the asset once all conditions are fully met. Accumulated depreciation and impairment
At 1 April 2020 149.8 50.4 521.7 721.9
Assets other than goodwill are reviewed for impairment whenever events or circumstances indicate that the carrying amount may not be Depreciation charge 14.9 1.8 57.5 74.2
recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The Impairment charge 2.5 – 3.7 6.2
recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are Disposals (2.0) (0.1) (85.9) (88.0)
discounted to their present value. An impairment loss is recognised immediately as an operating expense and at each subsequent reporting Reclassifications 2.2 – – 2.2
date the impairment is reviewed for possible reversal. Exchange rate changes 0.3 – 0.2 0.5
At 31 March 2021 167.7 52.1 497.2 717.0
Depreciation is provided to write off cost (less the expected residual value) on a straight-line basis over the expected useful economic Depreciation charge 14.0 2.2 53.1 69.3
lives as follows: Impairment charge 0.2 – 5.2 5.4
Disposals (1.1) (0.4) (49.7) (51.2)
Buildings Up to 30 years Transferred to Assets held for sale (note 6.3) (4.1) – – (4.1)
Landfill site development costs including engineering works Up to 30 years (over the operational life of the site) Exchange rate changes 0.1 – – 0.1
Plant and installations Up to 20 years At 31 March 2022 176.8 53.9 505.8 736.5
Trucks, cars and service vehicles Up to 12 years Net book value
Other items of plant and machinery Up to 15 years At 31 March 2022 309.0 14.5 230.1 553.6
Computer equipment Up to 5 years At 31 March 2021 308.9 16.3 235.5 560.7
Fixtures and fittings Up to 10 years At 1 April 2020 314.9 18.1 251.0 584.0

Depreciation expense of €66.6m (2021: €71.8m) has been charged in cost of sales and €2.7m (2021: €2.4m) in administrative expenses.

The impairment charge of €5.4m relates to several sites across the Commercial division following detailed reviews including €1.4m
in relation to the advanced sorting project in Belgium. The prior year impairment charge of €6.2m related to a Covid-19 cost action
programme to address the challenges of the pandemic, resulting in the actual and planned closure of processing lines and sites in the
Commercial Division in both Belgium and the Netherlands which resulted in asset impairments. The impairment charge of €5.4m
(2021: €6.2m) has been charged to cost of sales.

Included within the net book value of property, plant and equipment of €553.6m (2021: €560.7m) are assets under construction of which
€16.5m (2021: €18.1m) is plant and machinery and €2.5m (2021: €6.2m) is land and buildings. The net book value of plant and machinery
of €230.1m (2021: €235.5m) includes €109.7m (2021: €106.0m) of plant and installations, €55.5m (2021: €60.5m) of machinery and
€59.3m (2021: €63.3m) of containers.

196 197
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.3 Right-of-use assets 4.3 Right-of-use assets continued
Accounting policy
Right-of-use assets are recognised at the lease liability commencement date and are initially measured at cost which comprises the The net book value of plant and machinery right-of-use assets includes €1.7m (2021: €3.4m) of plant and installations, €90.1m (2021:
initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct €105.0m) of machinery including trucks and €13.7m (2021: €15.3m) of company cars.
costs incurred.
Depreciation expense of €37.3m (2021: €33.0m) has been charged in cost of sales and €7.5m (2021: €7.7m) in administrative expenses.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease
term. If the lessor transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use The impairment charge of €0.7m is principally a small number of trucks in the Commercial division. The prior year impairment charge
asset reflects that the Group will exercise a purchase option, then the right-of-use asset is depreciated over the useful life of the of €1.8m related to UK Municipal and the Covid-19 cost action programme in Netherlands Commercial.
underlying asset, which is determined on the same basis as those in property, plant and equipment. The lease liability is remeasured
when there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, if the Group 4.4 Investments and loans to associates and joint ventures
changes its assessment of whether it will exercise a purchase extension or termination option or if there is a revision to fixed lease Accounting policy
payments. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right- Investments in associates and joint ventures are accounted for using the equity method of accounting and are initially recognised at cost or,
of-use asset. The Group leases out a limited number of right-of-use assets which are classified as operating leases from a lessor in the case of a disposal of the majority shareholding, at fair value. The cumulative post-acquisition profits or losses and movements in
perspective with the exception of one sub-lease which is classified as a finance sub-lease. Other Comprehensive Income are adjusted against the carrying amount of the investment. When the Group’s share of losses exceeds the
carrying amount of the joint venture or associate, the carrying amount is reduced to nil and recognition of further losses is discontinued
Right-of-use assets are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the joint venture or
recoverable following the same approach as property, plant and equipment as stated in note 4.2. associate. Accounting policies of associates and joint ventures have been adjusted where necessary to ensure consistency with the policies
of the Group.
Right-of-use assets are analysed as follows:
For the other unlisted investments the Group made an irrevocable election to classify these at fair value through Other Comprehensive
Land and Plant and Income rather than profit or loss because this is considered to be more appropriate for these strategic investments. They were initially
buildings machinery Total recorded at fair value and then remeasured at subsequent reporting dates with the unrealised gains and losses recognised in Other
€m €m €m
Comprehensive Income.
Cost
At 1 April 2020 130.7 134.3 265.0 Short-term investments are measured at fair value through profit or loss with unrealised gains and losses recognised in the
Additions/modifications 16.0 44.9 60.9
Income Statement.
Disposals (0.3) (3.4) (3.7)
Derecognition of right-of-use assets into a finance sub-lease (0.4) – (0.4)
Loans to joint ventures and associates are measured at amortised cost and where appropriate a 12-month expected credit loss
Reclassifications (2.3) 2.3 –
allowance is recorded on initial recognition. If there is subsequent evidence of a significant increase in the credit risk the allowance
Exchange rate changes 0.6 0.2 0.8
is increased to reflect the full lifetime expected credit loss.
At 31 March 2021 144.3 178.3 322.6
Additions/modifications 9.9 17.2 27.1
Disposals (2.2) (6.2) (8.4)
Exchange rate changes 0.2 – 0.2
At 31 March 2022 152.2 189.3 341.5
Accumulated depreciation and impairment
At 1 April 2020 24.8 24.3 49.1
Depreciation charge 9.8 30.9 40.7
Impairment charge 0.2 1.6 1.8
Disposals (0.3) (3.3) (3.6)
Reclassifications (0.6) 0.6 –
Exchange rate changes 0.6 0.2 0.8
At 31 March 2021 34.5 54.3 88.8
Depreciation charge 10.4 34.4 44.8
Impairment charge 0.2 0.5 0.7
Disposals (1.3) (5.5) (6.8)
Exchange rate changes 0.2 – 0.2
At 31 March 2022 44.0 83.7 127.7
Net book value
At 31 March 2022 108.2 105.6 213.8
At 31 March 2021 109.8 124.0 233.8
At 1 April 2020 105.9 110.0 215.9

198 199
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.4 Investments and loans to associates and joint ventures continued 4.5 Financial assets relating to PPP contracts

Key judgement Financial assets result from the application of IFRIC 12 on accounting for concession arrangements relating to the UK PPP
The Group has a 50.001% interest in the joint venture Wakefield Waste Holdings Limited. Upon the sale of 49.99% of this entity in 2016 Municipal contracts.
the Group assessed the criteria of control considering power over the investee, exposure or rights to a variable return and the ability to
use power over the investee to affect the amount of the investors returns. The Group determined that it does not meet the criteria for Accounting policies and key judgements
having control as each partly jointly controls the entity and as a result it is appropriate to equity account. Financial assets relating to PPP contracts are classified as financial assets at amortised cost and are initially recognised at the fair value of
consideration receivable and subsequently at amortised cost. These service concession arrangements under IFRIC 12 represent the present
The carrying amount of investments and loans to associates and joint ventures are as follows: value of the future cash flows of the contract. These cash flows are dependent on, amongst other things, tonnages, indexation, recycling
rates and labour costs.
Loans Investments
Loans to The IFRS 9 general approach is applied in relation to expected credit loss which requires an allowance to be recorded on initial
associates recognition if appropriate and then at each reporting date an assessment is made to determine the changes in the risk of default
and Other unlisted Short-term Total occurring over the expected life of the financial asset. The UK Municipal division entered into PPP long-term waste management
joint ventures Joint ventures Associates investments investments investments
€m €m €m €m €m €m contracts with local authorities which included the infrastructure capital costs. UK local authorities have historically held a strong credit
At 31 March 2020 0.9 1.5 9.4 4.7 8.1 23.7
profile with the capacity to meet financial commitments and none have ever defaulted. These financial assets are assessed to have low
Additions – – 1.1 – 0.8 1.9 credit risk based on low risk of default, the vital nature of the service being provided, strong financial capacity to meet contractual cash
Share of retained profits – 0.9 0.7 – – 1.6 flow obligations in the near term and adverse changes in economic and business conditions in the longer term may, but will not
Dividend income – (0.5) (1.1) – – (1.6) necessarily, reduce the local authority’s ability to fulfil its obligations.
Fair value adjustment on cash flow hedges – – 0.3 – – 0.3
Fair value movement on short-term investments – – – – 0.4 0.4 UK PPP contracts
Reclassification – – 0.1 (0.1) – – The Group is the operator for one class of service concession arrangements, that of the provision of waste treatment and waste
Exchange rate changes – – 0.2 – – 0.2 treatment facilities, and these are classified as service concession arrangements in accordance with IFRIC 12. If the Group
At 31 March 2021 0.9 1.9 10.7 4.6 9.3 26.5 underperforms, including failure to divert waste from landfill, the contract can be terminated before the end of its term.
Additions – – – – 2.2 2.2
Transferred to Assets held for sale (note 6.3) – – (0.7) – – (0.7) The Group’s UK PPP arrangements relate to the construction and operation of waste management facilities for local authorities and at
Share of retained profits – 0.1 0.4 – – 0.5 the end of the concession arrangement the facility will be handed over to the local authority. The building of the facilities was governed
Dividend income – (0.5) (0.8) – – (1.3) by the engineer, procure and construct contract entered into by the Group at that time. The construction work was undertaken by third
Fair value adjustment on cash flow hedges – – 0.5 – – 0.5 party contractors with drawdowns of financing from the UK PPP funders used to pay the subcontractor for the construction works. The
Fair value movement on short-term investments – – – – (0.4) (0.4)
Group considered all relevant factors in the contractual arrangements between the parties to determine whether the Group acted as
Impairment charge – – (1.9) – – (1.9)
agent or principal during the construction phase. On the basis that the construction contractor was known to the local authority at the
At 31 March 2022 0.9 1.5 8.2 4.6 11.1 25.4
date of financial close and in view of the negligible credit risk taken by the Group, on balance, despite some overall risk residing with the
Group for delivery of services, the Group acted as agent versus principal in the provision of construction services.
The loans to associates and joint ventures of €0.9m (2021: €0.9m) are current. Total investments are split €11.1m current (2021: €9.3m)
and €14.3m non-current (2021: €17.2m). In light of these conclusions and the historical presentation of the revenue and costs associated with the construction services net in the
Income Statement, we consider that the most appropriate classification of the PPP non-recourse debt cash flows in the Statement of
Investments in joint ventures are held at €nil when the Group’s share of losses exceeds the carrying amount. The Group has not Cash Flows is as financing outflows and capital received in relation to PPP financial assets as investing cash flows and not as operating
recognised an investment value in relation to the UK Municipal Wakefield Waste Holdings Limited joint venture as there are insufficient cash flows. This classification has been consistently applied to all periods presented in the financial statements.
future cash flows to support a carrying value. The Group’s share of profits in the year was €3.1m (2021: €1.8m profit) which resulted in
a cumulative profit of €1.1m (2021: €2.0m loss).

Where the associate or joint venture holds non-recourse PPP debt there is a restriction on payment of dividends, which is due to the
terms of the financing facility agreements and as such requires lender approval.

Details of joint ventures and associated investments are shown in note 8.1. No joint venture or associate is considered individually
material to the Group for further disclosure.

200 201
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.5 Financial assets relating to PPP contracts continued 4.6 Capital commitments

Other information for PPP contracts Restated*

The table below sets out the Group’s interest in service concession arrangements as at 31 March 2022. 2022 2021
€m €m

Interests in Special Contracts placed for future intangible assets 2.7 3.4
Contract Financial close Full-Service Commencement Contract Expiry Purpose Vehicle Contracts placed for future capital expenditure on property, plant and equipment 38.6 15.0
Argyll & Bute September 2001 April 2003 September 2026 Renewi: 100% Contracts placed for future right-of-use assets 38.8 8.2
Contracts placed for future capital expenditure on financial assets 0.3 0.3
Cumbria June 2009 April 2013 June 2034 Renewi: 100%
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.
Wakefield January 2013 December 2015 February 2038 Renewi: 50.001%
Equitix Infrastructure 4
Limited: 49.999% 4.7 Inventories
Barnsley, Doncaster March 2012 July 2015 June 2040 Renewi: 100% Accounting policy
and Rotherham Inventories are stated at the lower of cost and net realisable value and are measured on a first in first out basis.
East London December 2002 August 2007 December 2027 Renewi: 20%
Waste Authority JLEN Environmental Assets Inventories are analysed as follows:
Group (UK) Limited: 80%
2022 2021
€m €m
There have been no changes to any of the arrangements during the year ended 31 March 2022. Further disclosures in respect of service
Raw materials and consumables 13.8 12.7
concession arrangements as required by paragraph 6 SIC 29 are provided on pages 62 to 65 of the Specialities operating review.
Finished goods 8.7 7.9
22.5 20.6
The movements in financial assets during the year are as follows:

€m In the current year there was a write down of €0.3m (2021: €1.1m) of inventories to net realisable value. This included €0.3m (2021: €0.8m)
At 1 April 2020 147.8 in the Commercial Waste division and €nil (2021: €0.2m) in Specialities. The charge was recognised as a cost of sale and in the prior year
Income recognised in the Income Statement: Interest Income (note 5.4) 9.0 €0.2m was recognised as an exceptional cost of sale.
Advances 1.9
Repayments (15.0) 4.8 Trade and other receivables
Exchange rate changes 5.4 Accounting policy
At 31 March 2021 149.1 Trade receivables and accrued income do not carry interest and are initially recognised at the transaction price and are subsequently
Income recognised in the Income Statement: Interest Income (note 5.4) 9.0 measured at amortised cost net of impairment loss allowances. Accrued income relates to the Group’s rights to consideration for work
Advances 0.3 completed but not billed at the reporting date until they become unconditional, at which point they are transferred to trade receivables.
Repayments (16.1) Unbilled amounts arise when revenue is recognised prior to an invoice being raised to the customer; typically, this arises when
Exchange rate changes 1.1 supporting documentation is required to be delivered with the invoice, the invoice needs to be agreed with the customer prior to issue
At 31 March 2022 143.4 or revenue is recognised over time with the invoice only raised on completion of all the performance obligations.
Current 7.7
Non-current 135.7 The Group applies the IFRS 9 simplified approach to measuring expected credit losses (ECL) which uses a lifetime expected allowance
At 31 March 2022 143.4 for all trade receivables and accrued income which includes an assessment of both the current and forecast conditions at the reporting
Current 6.7 date. To measure the ECL, trade receivables and accrued income have been assessed by the divisions and grouped based on ageing.
Non-current 142.4 Accrued income relates to unbilled services provided and has substantially the same risk characteristics as the trade receivables for
At 31 March 2021 149.1 the same types of contracts. The Group has therefore concluded that the expected loss rates for trade receivables are a reasonable
approximation of the loss rates for accrued income. The ECL on trade receivables and accrued income is estimated using a provision
At 31 March 2022 and 2021 there was no expected credit loss allowance recorded in relation to the financial assets relating to PPP matrix by reference to payment profiles of revenue. In addition outstanding trade receivables and accrued income have been reviewed
contracts as explained in note 5.7. on a detailed customer by customer basis taking into account general economic conditions of the industry in which the debtor operates
in, past default experience and an analysis of the current financial position of the debtor. The Group has not yet seen a marked increase
The table below reconciles the financial asset repayments to the Statement of Cash Flows: in trade receivable write offs as a result of the Covid-19 pandemic, however as the Government support has now come to an end it is
expected that the number of bankruptcies will increase.
2022 2021
€m €m For receivables other than trade receivables and accrued income the general approach under IFRS 9 is applied which requires an ECL
Capital received in respect of PPP financial assets included in cash flows from investing activities 6.2 5.1 allowance to be recorded on initial recognition if appropriate and then at each reporting date an assessment is made to determine the
Interest in relation to PPP financial assets included in finance income in cash flows from investing activities 9.9 9.9 changes in the risk of default occurring over the expected life of the receivable.
16.1 15.0

202 203
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.8 Trade and other receivables continued 4.8 Trade and other receivables continued

The Group has entered into invoice finance facilities whereby certain of its trade receivables are sold to third parties on a regular basis and The expected credit loss allowance for trade receivables and accrued income is equivalent to 10% (2021: 11%) of gross trade receivables
the trade receivables subject to these arrangements are derecognised. For the proportion of trade receivables derecognised the Group has and accrued income and the movement in the loss allowance is shown below:
neither transferred nor retained substantially all the risks and rewards of ownership and control has not passed to the third party, therefore
the Group continues to recognise part of the trade receivable according to the Group’s continuing exposure to the risks and rewards. This is 2022 2021
determined by the extent to which the Group remains exposed to any remaining late payment risk and is included within trade receivables €m €m
and other payables. The Group continues to perform the servicing of the receivables sold and is not authorised to use the receivables sold At 1 April 25.9 22.4
other than in its capacity as servicer. The value of this service is not considered material for specific disclosure. Charged to Income Statement 0.6 4.7
Utilised (0.6) (1.0)
Other receivables includes amounts recoverable under invoice finance arrangements from the third party which are classified at fair Reclassification – (0.8)
Exchange rate changes 0.1 0.6
value through profit and loss. The classification is appropriate as the receivables are held within a business model which has the
objective to sell contractual cash flows. Amounts owed under leases where the Group is the lessor and the terms of the lease meet the At 31 March 26.0 25.9
definition of a finance lease are also classified as other receivables.
The expected credit loss allowance includes €15.4m (2021: €15.3m) in relation to 100% of the gross receivable balance for the
Trade and other receivables are analysed as follows: receivables relating to the terminated Derby contract in the UK Municipal business line within Specialities. There has been no change in
the value of this loss allowance with the increase from 2021 to 2022 representing a movement in foreign exchange. For both March 2022
2022 2021 and March 2021 this receivable is included in the category of more than 180 days past due.
€m €m
Non-current assets The expected credit loss allowance for trade receivables and accrued income is as follows:
Other receivables 0.9 1.0
Prepayments 4.2 3.1
More than More than More than
5.1 4.1 30 days 90 days 180 days
31 March 2022 Current past due past due past due Total
Current assets Expected loss rate % 2% 18% 30% 90% 10%
Trade receivables 177.8 155.0 Gross carrying amount (€m) 237.0 3.4 2.0 21.6 264.0
Accrued income 86.2 83.4 Expected credit loss allowance (€m) 5.3 0.6 0.6 19.5 26.0
Expected credit loss allowance (26.0) (25.9)
Trade receivables and accrued income – net 238.0 212.5 31 March 2021
Deferred consideration – 0.2 Expected loss rate % 2% 9% 17% 95% 11%
Other receivables 16.5 18.7 Gross carrying amount (€m) 209.0 4.5 3.5 21.4 238.4
Prepayments 14.8 16.3 Expected credit loss allowance (€m) 4.6 0.4 0.6 20.3 25.9
269.3 247.7

The increase in receivables in the Statement of Cash Flows of €23.2m differs to the balance sheet movement of €22.6m by €0.6m mainly
The carrying amounts of trade and other receivables are denominated in the following currencies: as a result of a receivable being settled in relation to a disposal which is included within the €0.8m net cash outflow in relation to prior
year sale of business.
2022 2021
€m €m
Euro 237.3 214.3
Sterling 37.1 37.5
274.4 251.8

As at 31 March 2022 the total value of trade receivables subject to the invoice finance facilities was €90.4m (2021: €90.9m). The Group
recognises the continuing involvement carrying amount in trade receivables of €0.3m (2021: €0.3m) and therefore the net amount of
transferred assets was €90.1m (2021: €90.6m). The carrying amount of the associated liability was €0.3m (€2021: €0.3m). The Group
considers that the carrying amount of the continuing involvement asset and related liability equals the fair value.

The amount owed to the Group from the financial institutions providing invoice finance facilities is €9.5m (2021: €9.5m). This represents
the portion of the receivable that has been sold that is not advanced but is covered by credit insurance and is included within other
receivables. This classification also includes €1.0m (2021: €1.1m) relating to the net investment in leases where the Group acts as lessor
of which €0.9m (2021: €1.0m) is non-current and €0.1m (2021: €0.1m) is current. No financial assets within other receivables were
impaired in the current or prior year.

204 205
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.9 Trade and other payables and other non-current liabilities 4.10 Provisions
Accounting policy Accounting policy
Trade and other payables are not interest bearing and are measured initially at fair value and subsequently held at amortised cost. Provisions are recognised where there is a present legal or constructive obligation as a result of a past event and it is probable that an
outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the
Where a government grant has been received in relation to an item of capital expenditure it is generally deducted from the carrying amount amount of the obligation. The value of a provision is the present value of the expenditures expected to be required to settle the
of the asset purchased once all relevant conditions, such as completion of the project and an independent audit of costs, have been met. In obligation and where the effect of the time value of money is material a discount is applied and is unwound over the life of the
circumstances where the grant has been received and all conditions of receipt have not been met the government grant is recognised as a provision. The discount rates are reviewed at each year end with consideration given to relevant market rates. The landfill provisions are
liability at the value of the cash received. On satisfaction of all conditions it is subsequently transferred to plant and equipment. principally located in the Netherlands and Belgium therefore the discount rate is calculated with reference to Government bond yields
in these countries. The onerous contract provisions are principally in the UK therefore the discount rate is calculated with reference to
Trade and other payables and other non-current liabilities are analysed as follows: UK Government bond yields. The unwinding of the discount to present value is included within finance costs.

2022 2021 The Group’s policies on provisions for specific areas are:
€m €m
Non-current liabilities
Site restoration and aftercare provisions are recognised at the net present value (NPV) of the estimated future expenditure required to
Other tax and social security payables 29.7 49.5 settle the Group’s restoration and aftercare obligations at its landfill and mineral extraction sites. Provision is made for the Group’s
Deferred revenue 4.8 4.1 unavoidable costs in relation to restoration liabilities. Provision is made for the NPV of post closure costs (aftercare) as the aftercare
Government grants 1.7 0.8 liability arises. Costs are charged to the Income Statement based on the quantity of waste deposited in the year or recognised as a landfill
36.2 54.4 site asset within property, plant and equipment and depreciated over the operational period of the site.
Current liabilities Aftercare provisions relate to landfill sites in the Netherlands, Belgium and the UK. The aftercare obligations in relation to the Netherlands
Trade payables 117.3 136.8 landfill sites are transferred to the Province in line with the legal framework which requires the Group to prepare aftercare plans which
Accruals and other payables 300.8 308.2 must be approved by the Province. The Group is required to provide the funds to the Province which are then administered and
Other tax and social security payables 61.3 49.7 controlled by the Province per landfill location. The Group recognises an aftercare provision to the extent that additional contributions
Deferred revenue 48.4 50.2 are required. For the landfill sites in Belgium and the UK the aftercare obligation remains with the Group.
Government grants 0.6 1.3 Onerous contract provisions are recognised at the NPV of the future cash flows when the unavoidable costs of meeting the obligation
528.4 546.2 under the contract exceed the economic benefits expected to be received.
Legal and warranty provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is
probable that an outflow of resources will be required to settle the obligation and the amount can be reliably measured. The value of the
The carrying amounts of trade and other payables and other non-current liabilities are denominated in the following currencies:
provision is management’s best estimate of the expenditure required to settle the present obligation based on the most likely outcome.
Provisions for restructuring costs are recognised when a detailed formal plan exists and those affected by that plan have a valid
2022 2021
€m €m expectation that the restructuring will be carried out.
Euro 499.0 538.5 Long-service employee awards included within Other provisions are recognised as long term employee benefits in relation to employees
Sterling 65.6 62.1 in the Netherlands and Belgium in accordance with IAS 19 Employee Benefits. The valuation method is similar to defined benefit pension
564.6 600.6 schemes although the cost is recognised immediately in the Income Statement. These plans are unfunded.
The split of timings of outflows is not certain and has been estimated based on management’s latest expectation.

The non-current other tax and social security payables relate to the Dutch government tax deferrals in relation to Covid-19 which are
repayable in 36 instalments from October 2021.

At 31 March 2022 the balance of interest accrued relating to total borrowings was €7.9m (2021: €5.4m) and was included within the
accruals and other payables balance. This balance was after finance charges of €29.3m (2021: €30.3m) (including the finance charges
impact of the cross-currency and interest rate swaps) net of a cash outflow of €28.4m (2021: €30.6m) (excluding €1.6m (2021: €0.2m of
loan fees).

Deferred revenue primarily relates to waste received or collected which has not yet been processed in accordance with the performance
obligations of the contracts with customers. At each month end the amount of unprocessed waste is determined and there is an
adjustment to revenue with a corresponding credit to deferred revenue. Additionally, in the Municipal business line within Specialities
deferred revenue relates to the service element of the PPP contracts known as lifecycle as explained in note 3.1. Of the deferred revenue
recognised at 31 March 2021 of €54.3m (2020: €55.1m), €50.7m (2021: €48.0m) has been recognised in revenue during the year ended
31 March 2022.

The decrease in payables in the Statement of Cash Flows of €34.8m differs to the balance sheet movement of €36.0m by €1.2m as a result
of capital creditors, foreign exchange, interest accruals and the transfer of a government grant to property, plant and equipment following
the satisfaction of all conditions.

206 207
 Notes to the financial statements continued

SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED SECTION 4. OPERATING ASSETS AND LIABILITIES CONTINUED
4.10 Provisions continued 4.10 Provisions continued

Provisions are analysed as follows: Legal and warranty

Legal and warranty provisions relate to legal claims, warranties and indemnities. Under the terms of the agreements for the disposal
Site of certain businesses, the Group has given a number of warranties and indemnities to the purchasers which may give rise to payments.
restoration The Group has a liability until the end of the contractual terms in the agreements. The Group considers each warranty provision based on
and Onerous Legal and
aftercare contracts warranty Restructuring Other Total
the nature of the business disposed of and the type of warranties provided with judgement used to determine the most likely obligation.
€m €m €m €m €m €m
At 1 April 2020 152.8 89.7 25.2 4.3 18.1 290.1 On 6 February 2020 the European Commission announced its decision to initiate a formal investigation in which it alleges that the
Provided in the year 5.7 17.4 3.2 5.9 7.2 39.4 Walloon Region of Belgium provided state aid to the Group in relation to the Cetem landfill. An adverse judgement would require the
Released in the year (1.1) (15.8) (2.4) (1.0) (0.8) (21.1) Walloon Region to seek repayment from the Group and a provision of €15.1m has been recognised in both the current year and the prior
Finance charges – unwinding of discount (note 5.4) 3.7 2.4 – – 0.2 6.3 year as non-current as timing of any cash flow is expected to be after 12 months from the balance sheet date. The matter remains
Utilised in the year (3.7) (15.6) (0.3) (5.4) (1.6) (26.6) ongoing and based on legal advice management consider this value to be their best estimate of the potential exposure based on the
Exchange rate changes 0.2 2.8 – – 0.2 3.2 most likely outcome. Further contingent liability information is provided in note 8.4.
At 31 March 2021 157.6 80.9 25.7 3.8 23.3 291.3
Provided in the year 1.4 6.2 0.4 4.8 4.7 17.5 Restructuring
Released in the year (2.6) (4.8) (1.3) (0.7) (1.8) (11.2) The restructuring provision primarily relates to redundancy and related costs incurred as a result of restructuring initiatives. As at
Finance charges – unwinding of discount (note 5.4) 3.9 2.3 0.1 – 0.1 6.4 31 March 2022 the provision is expected to be spent in the following twelve months as affected employees leave the business.
Utilised in the year (3.4) (5.3) (1.8) (3.9) (1.0) (15.4)
Exchange rate changes – 0.6 – – – 0.6 Other
At 31 March 2022 156.9 79.9 23.1 4.0 25.3 289.2 Other provisions includes dilapidations €9.1m (2021: €8.7m), long-service employee awards €7.0m (2021: €6.0m) and other
Within one year 5.7 9.2 4.7 4.0 7.5 31.1 environmental liabilities €9.2m (2021: €8.6m). The dilapidations provisions are determined on a site by site basis using internal expertise
Between one and five years 49.3 23.4 15.6 – 5.4 93.7 and experience and are calculated as the most likely cash outflow at the end of the contracted obligation. The provisions will be utilised
Between five and ten years 50.8 23.1 0.5 – 3.4 77.8 over the period up to 2071.
Over ten years 51.1 24.2 2.3 – 9.0 86.6
At 31 March 2022 156.9 79.9 23.1 4.0 25.3 289.2 Sensitivities
Within one year 8.4 11.0 7.3 3.8 8.2 38.7 Landfill related provisions in the Netherlands and Belgium have been discounted at a real discount rate of 0.49% (2021: 0.49%).
Between one and five years 45.7 28.2 15.1 – 4.6 93.6 The impact of a 0.5% reduction in the discount rate would result in an increase in the provisions of approximately €6m (2021: €9m).
Between five and ten years 55.1 20.2 0.7 – 3.3 79.3
Over ten years 48.4 21.5 2.6 – 7.2 79.7
Onerous contracts relating to the Municipal business line within the Specialities Division have been discounted at a real discount rate
At 31 March 2021 157.6 80.9 25.7 3.8 23.3 291.3 of 0.98% (2021: 0.98%). A 0.5% reduction in the discount rate would result in an increase in the provisions of approximately €3m (2021:
€3m). In addition to a change in discount rate, the provisions are sensitive to achievement of improvement initiatives and the impact of
Site restoration and aftercare future recyclate prices. We have based our assumptions for recyclate prices on observed prices over recent periods, which includes
The Group’s unavoidable costs have been reassessed at the year end and the NPV fully provided for. The site restoration provisions at periods of both record high and record low prices. Recyclate prices have reached record highs in the last year and are expected to fall,
31 March 2022 relate to the cost of final capping and covering of the landfill and mineral extraction sites. These site restoration costs but there is uncertainty as to when or to what extent. Prices for metals and plastics are assumed to fall to an average level of observed
are expected to be paid over a period of up to 30 years (2021: 31 years) from the balance sheet date. Aftercare provisions cover post-closure prices over recent periods but paper prices remain above that level due to structural changes in the market. This uncertainty could lead
costs of landfill sites which include such items as monitoring, gas and leachate management and licensing. The dates of payments of these to an increase or reduction in the onerous contract provisions of around €5m.
aftercare costs are uncertain but are anticipated to be over a period of at least 30 years from closure of the relevant landfill site. All site
restoration and aftercare costs have been estimated by management based on current best practice and technology available and may
be impacted by a number of factors including changes in legislation and technology.

Onerous contracts
Onerous contract provisions arise when the unavoidable costs of meeting contractual obligations exceed the cash flows expected. Onerous
contracts are provided for at the lower of the NPV of either exiting the contracts or fulfilling our obligations under the contracts. The
provisions have been calculated on the best estimate of likely future cash flows over the contract term based on the latest budget and five
year plan projections, including assumptions on tonnage inputs, plant performance with efficiency improvements, off-take availability and
recyclates pricing. The provisions are to be utilised over the period of the contracts to which they relate with the latest date being 2040.

208 209
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
This section outlines how the Group manages its capital structure and related financing costs. It includes cash, borrowings, 5.1 Movement in total net debt continued
derivatives and the equity of the Group. The instruments in place enable the Group to maintain the required capital structure in
order to finance the activities both now and in the future. Restated*
2022 2021
Total net debt reflects the Group’s cash and cash equivalents and borrowings including IFRS 16 lease liabilities and PPP cash and €m €m
non-recourse debt. Net debt for covenant reporting includes cash and cash equivalents and finance leases previously reported Net decrease in cash and cash equivalents (6.2) (141.2)
under IAS 17 but excludes additional lease liabilities reported under IFRS 16 and both cash and the non-recourse debt relating to the Net decrease in borrowings and lease liabilities 95.5 304.5
UK PPP contracts.
Total cash flows in net debt 89.3 163.3
Lease liabilities entered into during the year (27.1) (60.9)
5.1 Movement in total net debt Lease liabilities cancelled during the year 1.5 –
Capitalisation of loan fees 1.6 0.2
Restated* Other Amortisation of loan fees (1.9) (1.5)
At non-cash Exchange At Exchange gain (loss) 0.7 (10.3)
1 April 2021 Cash flows changes movements 31 March 2022
Movement in net debt 64.1 90.8
2022 €m €m €m €m €m
Total net debt at beginning of year (668.1) (758.9)
Bank loans and overdrafts (184.8) 170.6 (0.5) 0.6 (14.1)
European private placements (24.7) – (0.1) – (24.8) Total net debt at end of year (604.0) (668.1)
Retail bonds (174.5) (125.0) 0.3 – (299.2) * The comparatives relating to net decrease in cash and cash equivalents, borrowings and lease liabilities have been restated due to a prior year adjustment as explained
in section 1 Basis of Preparation. The total cash flows in net debt remain unchanged.
Lease liabilities (247.8) 44.2 (25.6) (0.1) (229.3)
Debt excluding PPP non-recourse debt (631.8) 89.8 (25.9) 0.5 (567.4)
5.2 Cash and cash equivalents
PPP non-recourse debt (105.1) 5.7 – (0.8) (100.2)
Accounting policy
Total debt (736.9) 95.5 (25.9) (0.3) (667.6)
Cash and cash equivalents comprises of core cash which includes cash balances, money market funds and call deposits with a maturity
Cash and cash equivalents – core 51.5 (9.8) – 0.8 42.5
of three months or less at the date of deposit and restricted cash at bank balances relating to PPP contracts. The cash held in the PPP
Cash and cash equivalents – restricted relating to PPP contracts 17.3 3.6 – 0.2 21.1
entities is not freely available to the Group and historically these cash balances were presented together with gross PPP non-recourse
Total net debt (668.1) 89.3 (25.9) 0.7 (604.0) debt as PPP non-recourse net debt. Also included in cash and cash equivalents is €2.3m (2021: €1.7m) held by joint operations which is
only available to the Group in consultation with all other partners in the joint operation.
Analysis of total net debt:
Net debt excluding PPP non-recourse net debt (580.3) 80.0 (25.9) 1.3 (524.9) Cash at bank and in hand and cash at bank restricted relating to PPP contracts is held at amortised cost. Money market funds are constant
PPP non-recourse net debt (87.8) 9.3 – (0.6) (79.1) net asset value funds with same day access for subscription and redemption. The funds fail the ‘solely payments of principal and interest’
Total net debt (668.1) 89.3 (25.9) 0.7 (604.0) criteria under IFRS 9. They are therefore classified at fair value through profit and loss, although the fair value is materially the same as
* The comparatives for cash and cash equivalents relating to PPP contracts and PPP non-recourse debt have been restated due to a prior year adjustment as explained amortised cost. Gains and losses arising from changes in fair value are included in the Income Statement in net finance charges.
in section 1 Basis of preparation.

Cash and cash equivalents are analysed as follows:

Restated* Other Restated* Restated*
At Restated* non-cash Exchange At
1 April 2020 Cash flows changes movements 31 March 2021 Restated*
2021 €m €m €m €m €m 2022 2021
Bank loans and overdrafts (437.9) 260.0 (1.0) (5.9) (184.8) €m €m
European private placements (24.6) – (0.1) – (24.7) Cash at bank and in hand – core 42.5 51.5
Retail bonds (174.3) – (0.2) – (174.5) Cash at bank – restricted relating to PPP contracts 21.1 17.3
Lease liabilities (226.6) 40.4 (60.9) (0.7) (247.8) Total cash and cash equivalents 63.6 68.8
Debt excluding PPP non-recourse debt (863.4) 300.4 (62.2) (6.6) (631.8) * The comparatives have been restated to include cash at bank – restricted relating to PPP contracts due to a prior year adjustment as explained in section 1 Basis of preparation.
PPP non-recourse debt (105.3) 4.1 – (3.9) (105.1)
Total debt (968.7) 304.5 (62.2) (10.5) (736.9) The carrying amounts of cash and cash equivalents are denominated in the following currencies:
Cash and cash equivalents – core 194.5 (142.5) – (0.5) 51.5
Cash and cash equivalents – restricted relating to PPP contracts 15.3 1.3 – 0.7 17.3 Restated*
2022 2021
Total net debt (758.9) 163.3 (62.2) (10.3) (668.1)
€m €m
Euro 29.8 41.1
Analysis of total net debt:
Sterling 33.8 27.5
Net debt excluding PPP non-recourse net debt (668.9) 157.9 (62.2) (7.1) (580.3) Canadian Dollar – 0.2
PPP non-recourse net debt (90.0) 5.4 – (3.2) (87.8) 63.6 68.8
Total net debt (758.9) 163.3 (62.2) (10.3) (668.1)
* The comparatives have been restated to include cash at bank – restricted relating to PPP contracts due to a prior year adjustment as explained in section 1 Basis of preparation.
* The comparatives for cash and cash equivalents relating to PPP contracts and PPP non-recourse debt have been restated due to a prior year adjustment as explained
in section 1 Basis of preparation.

210 211
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.3 Borrowings 5.3 Borrowings continued
Accounting policy
Retail bonds and bank borrowings Borrowings are analysed as follows:
Interest bearing loans and retail bonds are recorded at their initial fair value which normally reflects the proceeds received, net of direct
issue costs and subsequently at amortised cost. When the Group exchanges one debt instrument for another one with an existing lender Restated*
and with substantially different terms, such exchange is accounted for as an extinguishment of the original financial liability and the 2022 2021
€m €m
recognition of a new financial liability. Similarly, the Group accounts for substantial modifications of the terms of an existing liability or
part of it as an extinguishment of the original financial liability and the recognition of a new liability. The terms are considered to be Non-current borrowings
Retail bonds 199.2 174.5
substantially different if the discounted present value of the cash flows under the new terms calculated using the original effective rate,
European private placements 24.8 24.7
is at least 10% different from the discounted present value of the remaining cash flows of the original financial liability. Any gain or loss
Term loans – 85.2
on extinguishment is recognised in the Income Statement.
Revolving credit facility 12.8 97.1
Lease liabilities 187.3 205.7
Lease liabilities Bank loans – 1.3
Lease liabilities are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is PPP non-recourse debt 94.6 100.6
available for use by the Group. The Group leases various real estate properties and items of plant, machinery and trucks for normal 518.7 689.1
business operations across the divisions. Lease terms are negotiated on an individual basis and contain a wide range of different terms Current borrowings
and conditions. Retail bonds 100.0 –
Lease liabilities 42.0 42.1
For new contracts entered into the Group considers whether a contract is or contains a lease. A lease is defined as ‘a contract that Bank loans and overdrafts 1.3 1.2
conveys the right to use an asset for a period of time in exchange for consideration’. To apply this definition the Group assesses whether PPP non-recourse debt 5.6 4.5
the contract meets three key evaluations which are: 148.9 47.8
The contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being identified at * The comparatives of current and non-current PPP non-recourse debt have been restated due to a prior year adjustment as explained in section 1 Basis of preparation.
the time the asset is made available to the Group;
The Group has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use, European private placements, revolving credit facility and retail bond borrowings include capitalised loan fees of €3.2m (2021: €3.5m).
considering its rights within the defined scope of the contract; and
The Group has the right to direct the use of the identified asset throughout the period of use. The Group assesses whether it has the right The carrying amounts of borrowings are denominated in the following currencies:
to direct ‘how and for what purpose’ the asset is used throughout the period of use.
Restated*
2022 2021
The lease liability is initially measured at the present value of the contractual payments due to the lessor over the lease term, €m €m
discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing
Euro 552.0 437.6
rate. Generally, the Group uses its incremental borrowing rate as the discount rate, which is determined based on interest rates from Sterling 115.6 299.3
various external financing sources and adjusted to reflect the terms of the lease and type of leased asset. The incremental borrowing
667.6 736.9
rate is reassessed on a regular basis. The exercise price of any purchase options are only included in the carrying value if the Group can
* The comparatives of sterling borrowings have been restated due to a prior year adjustment as explained in section 1 Basis of preparation.
assess with reasonable certainty that the option would be exercised.
The table below details the maturity profile of non-current borrowings:
The lease liability is subsequently measured at amortised cost and remeasured when there is a change in future lease payments arising
from a change in an index or rate or if there is a change in the Group’s estimate of the amount expected to be payable under a residual
2022 2021 Restated*
value guarantee, if the Group changes its assessment of whether it will exercise a purchase, extension or termination option or if there
Debt Debt
is a rise in-substance fixed lease payment. When the lease liability is remeasured in this way, a corresponding adjustment is made to the
excluding PPP excluding PPP
carrying amount of the right-of-use asset. non-recourse PPP non- Total non-recourse PPP non- Total
debt recourse debt debt debt recourse debt net
Lease payments are allocated between principal and finance cost. The finance cost is charged to the Income Statement over the lease €m €m €m €m €m €m
period to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Between one and two years 52.6 5.5 58.1 139.6 5.5 145.1
Between two years and five years 154.6 18.7 173.3 356.4 21.3 377.7
The Group has applied the exemption not to recognise a right-of-use asset and a lease liability where the leased assets are of a low Over five years 216.9 70.4 287.3 92.5 73.8 166.3
value determined as being below €5,000 when new or when the lease duration is for 12 months of less. For these items the annual 424.1 94.6 518.7 588.5 100.6 689.1
expense of lease payments is disclosed in note 3.2. * The PPP non-recourse debt comparatives have been restated due to a prior year adjustment as explained in section 1 Basis of preparation.

Estimates and assumptions

Extension and termination options are included in a number of real estate and plant and machinery leases across the Group. In
determining the lease term, management has considered all facts and circumstances that create an economic incentive to exercise such
options. Extension options are only included in the lease term if the lease is reasonably certain to be extended or not terminated.
The Group estimates the incremental borrowing rate by taking into account the type of right-of-use asset, the lease term and the country
of operation.

212 213
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.3 Borrowings continued 5.3 Borrowings continued

Revolving credit facility, term loans and European private placements The following table analyses the Group’s financial liabilities including derivative financial instruments into relevant maturity groupings.
At 31 March 2022, the Group had a Euro denominated multicurrency green finance facility of €425m (2021: €520m) including a €400.0m The maturities of the undiscounted cash flows, including interest and principal, at the balance sheet date are based on the earliest date
(2021: €412.5m) revolving credit facility (RCF) and €25.0m (2021: €25.0m) European private placement (EUPP). In the prior year the facility on which the Group is obliged to pay and as a result will not always reconcile with the amounts disclosed in the Balance Sheet.
also included a €82.5m term loan which has been repaid during the year. Of the RCF €30m matures on 18 May 2023, €65m matures on
18 May 2024 and €305m matures on 18 May 2025. The EUPP has a maturity of December 2023 for €15m and December 2025 for €10m. Total
Within Between one Over contractual
one year and five years five years cash flows
At 31 March 2022 €15.0m (2021: €99.8m) of the RCF was drawn for borrowings in Euros. The remaining €385.0m (2021: €312.7m) was €m €m €m €m
available for drawing of which €48.5m (2021: €48.3m) was allocated for ancillary overdraft and guarantee facilities. The EUPP and RCF
At 31 March 2022
are unsecured and have cross guarantees from members of the Group. Further details are given in note 5.8.
Retail bonds 109.6 94.5 128.7 332.8
Bank loans – Revolving credit facility and European private placements 2.2 41.5 – 43.7
Retail bonds Bank loans – PPP non-recourse debt 9.7 38.3 82.5 130.5
At 31 March 2022, the Group had three issues of green retail bonds. The bonds of €100m (2021: €100m) maturing in June 2022 have an Lease liabilities 48.1 113.7 161.4 323.2
annual gross coupon of 3.65%, the bonds of €75m (2021: €75m) maturing in July 2024 have an annual gross coupon of 3.00% and the PPP Interest rate swaps 2.3 6.4 7.3 16.0
bonds of €125m issued on 23 July 2021 maturing in July 2027 have an annual gross coupon of 3.00%. The retail bonds are unsecured Fuel derivatives 0.1 – – 0.1
and have cross guarantees from members of the Group. Further details are given in note 5.8. Trade and other payables 411.0 – – 411.0
Financial liabilities and derivative financial liabilities 583.0 294.4 379.9 1,257.3
Lease liabilities Fuel derivatives (6.6) (0.4) – (7.0)
The Group’s lease liabilities are payable as follows: Financial liabilities and total derivatives 576.4 294.0 379.9 1,250.3

2022 2021 At 31 March 2021

Minimum Minimum Retail bonds 5.9 185.4 – 191.3
lease lease Bank loans – Term loans, revolving credit facility and European private placements 5.2 216.7 – 221.9
payments Interest Principal payments Interest Principal Bank loans – PPP non-recourse debt 7.6 38.2 85.0 130.8
€m €m €m €m €m €m Lease liabilities 48.8 132.5 161.7 343.0
Within one year 48.1 (6.1) 42.0 48.8 (6.7) 42.1 PPP Interest rate swaps 4.1 14.1 12.7 30.9
Between one and five years 113.7 (18.7) 95.0 132.5 (19.2) 113.3 Fuel derivatives 0.2 – – 0.2
More than five years 161.4 (69.1) 92.3 161.7 (69.3) 92.4 Trade and other payables 445.0 – – 445.0
323.2 (93.9) 229.3 343.0 (95.2) 247.8 Financial liabilities and derivative financial liabilities 516.8 586.9 259.4 1,363.1
Cross-currency interest rate swaps – pay 2.3 169.9 – 172.2
Cross-currency interest rate swaps – receive (3.4) (178.3) – (181.7)
For most plant and machinery leases the Group has an option to purchase the leased assets at the end of the lease term. There are no
Financial liabilities and total derivatives 515.7 578.5 259.4 1,353.6
restrictions imposed by lessors to take out further debt or leases.

PPP non-recourse debt

The PPP non-recourse debt is held in three PPP companies: Argyll & Bute, Cumbria and Barnsley, Doncaster & Rotherham with
maturities on 15 January 2023, 30 September 2032 and 30 June 2037 respectively. Each UK Municipal PPP company has non-recourse
loan facilities which are secured by a legal mortgage over any land and a fixed and floating charge over the assets of the PPP company
and the carrying amount of financial assets pledged excluding cash was €135.6m (2021: €142.7m).

In the majority of cases subsidiaries holding non-recourse PPP debt and financial assets are restricted in their ability to transfer funds to
the parent in the form of cash dividends or to repay loans and advances. This is due to the terms of the financing facility agreements and
lender approval is required to make such transfers.

Liquidity risk
Liquidity risk is the risk that the Group does not have sufficient financial resources to meet its obligations as they fall due. The Group
primarily manages liquidity risk by monitoring forecast cash flows to ensure that revolving credit facility drawdowns are arranged as
necessary and an adequate level of headroom is maintained. The way the Group manages liquidity risk has not changed from the
previous year. Furthermore, the Group utilises its cash resources which are either held in bank accounts or highly liquid money market
funds to manage its short-term liquidity.

The Group has unutilised committed borrowing facilities expiring between one and two years of €30.0m (2021: €nil) and expiring
more than 2 years of €321.5m (2021: €279.5m) in relation to the Euro denominated multicurrency green finance facility. The unutilised
committed PPP non-recourse debt borrowing facilities of €2.2m (2021: €2.2m) expire in more than 2 years. In addition, the Group has
access to €12.5m (2021: €12.5m) of undrawn uncommitted working capital facilities.

214 215
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.4 Net finance charges 5.5 Derivative financial instruments and hedging activities
Accounting policy Accounting policy
Finance charges, including direct issue costs, are accounted for on an accruals basis in the Income Statement using the effective interest All derivatives are initially recognised at fair value and subsequently measured at fair value at each reporting date. The fair value of a
rate method. Interest receivable on financial assets relating to PPP contracts is added to the financial asset based on the rate implied at derivative financial instrument is classified as a non-current asset or liability when the remaining maturity of the hedged item is more
the start of the PPP project. than one year and as a current asset or liability when the remaining maturity is less than one year.

In certain circumstances, finance charges may be classified as non-trading or exceptional due to their size or incidence to enable In accordance with its treasury policy, the Group only holds derivative financial instruments to manage the Group’s exposure to
a better understanding of the underlying net finance costs. These non-trading or exceptional income or charges include: financial risk. The Group does not hold derivative financial instruments for trading or speculative purposes.
The change in fair value where a derivative financial instrument does not qualify for hedge accounting
The exposure to financial risk includes:
Ineffectiveness incurred by a derivative financial instrument that does qualify for hedge accounting
The gain or loss where a derivative financial instrument is terminated Interest risk and foreign exchange risk on the Group’s variable rate borrowings and
A significant impairment of an interest receivable balance. Commodity risk in relation to diesel consumption.

Net finance charges are analysed as follows: The Group manages these risks through a range of derivative financial instruments, including interest rate swaps, cross-currency
interest rate swaps and fuel derivatives.
2022 2021
€m €m Hedge accounting
Finance charges Derivative financial instruments are considered to be used for hedging purposes when they alter the risk profile of an underlying
Interest payable on borrowings 13.5 14.0 exposure of the Group in line with the Group’s risk management policies. At the inception of the hedge relationship, the Group formally
Interest payable on PPP non-recourse debt 7.4 7.4 designates and documents the relationship between the hedging instrument and hedged item, along with its risk management
Lease liabilities interest 7.2 7.2
objectives and its strategy for undertaking various hedge transactions. Hedge accounting allows the matching of gains and losses
Unwinding of discount on provisions (note 4.10) 6.4 6.3
on hedged items and associated hedging instruments in the same accounting period to minimise volatility in the Income Statement.
Interest charge on the retirement benefit schemes (note 7.2) 0.1 –
In order to qualify for hedge accounting, prospective hedge effectiveness must meet all the following criteria:
Amortisation of loan fees 1.9 1.5
Other finance costs 1.7 1.7 An economic relationship exists between the hedged item and the hedging instrument
Total finance charges before non-trading and exceptional items 38.2 38.1 The effect of credit risk does not dominate the value changes resulting from the economic relationship
Non-trading and exceptional finance charges: The hedge ratio is the same as that resulting from actual amounts of hedged items and hedging instruments for risk management.
Charge as a result of the termination of cash flow hedges (note 3.3) 0.1 –
Total non-trading and exceptional finance charges 0.1 – The hedge ratio for each designation is established by comparing the quantity of the hedging instrument and the quantity of the
Total finance charges 38.3 38.1 hedged item to determine their relative weighting. For all the Group’s existing hedge relationships the hedge ratio has been determined
at 1:1. Where there is a cumulative loss or gain on the hedging instrument and it is no longer expected that the loss or gain will be
Finance income recovered it is immediately recognised in the Income Statement.
Interest receivable on financial assets relating to PPP contracts (note 4.5) (9.0) (9.0)
Unwinding of discount on deferred consideration receivable (0.1) (0.1) Derivatives designated as hedging instruments are classified on inception as cash flow hedges or net investment hedges. Changes in the
Interest income on the retirement benefit schemes (note 7.2) – (0.3) fair value of derivative financial instruments that are designated and qualify as cash flow hedges are recognised in Other Comprehensive
Other finance income (0.2) (1.5) Income and subsequently reclassified into profit or loss as the hedged cash flows occur. Net investment hedges are accounted for in a
Total finance income before non-trading and exceptional items (9.3) (10.9) similar way to cash flow hedges. Certain derivative financial instruments do not qualify for hedge accounting and are held at fair value
Non-trading and exceptional finance income: through profit or loss. Changes in the fair value of such instruments are recognised in the Income Statement as a non-trading finance
Ineffectiveness income on cash flow hedges (note 3.3) (0.2) (0.4) income or finance charge.
Total non-trading and exceptional finance income (0.2) (0.4)
Total finance income (9.5) (11.3) Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, exercised or no longer qualifies for hedge
accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained in equity until the
Net finance charges 28.8 26.8 forecast transaction occurs at which point it is recognised in the Income Statement. If a hedged transaction is no longer expected to
occur, the net cumulative gain or loss recognised in equity is recognised in the Income Statement immediately as a non-trading finance
income or finance charge.

Ineffectiveness
Sources of hedge ineffectiveness in the Group may arise when there is a change in circumstances that affect the terms of the hedged
item such that the critical terms no longer match exactly the critical terms of the hedging instrument such as if there is a change in the
credit risk of both counterparties, if there is a change in the underlying debt profile of a variable rate loan in relation to interest rate
swaps, a change in the foreign exchange rate or a change in timing of the cash flows being hedged in relation to the cross-currency
interest rate swaps. Additional sources of hedge ineffectiveness include if there is a reduced requirement for diesel volumes in relation
to the fuel derivatives or for Euros under the forward foreign exchange contracts. Any ineffectiveness is recognised in the Income
Statement as a non-trading finance income or finance charge.

216 217
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.5 Derivative financial instruments and hedging activities continued 5.5 Derivative financial instruments and hedging activities continued

On 5 March 2021, the UK’s Financial Conduct Authority (FCA) formally announced the cessation of all GBP London Interbank Offered Cross-currency interest rate swaps
Rate (LIBOR) benchmark settings published by ICE Benchmark Administration (IBA) after 31 December 2021. In response, during the During the year ended 31 March 2022 all forward cross-currency interest rate swaps in place at 31 March 2021 with a notional principal
current year, work has been undertaken with the providers of the PPP non-recourse borrowings and interest rate swaps to amend amount outstanding of €176.1m were terminated incurring a charge of €0.1m. At 31 March 2021 the Group held four floating rate
the benchmark rate referenced in the loan agreements and derivative hedging instruments from GBP LIBOR to GBP SONIA (Sterling contracts in relation to Sterling borrowings: £37.5m swapped to €41.6m at a fixed interest rate of 1.27% expiring October 2022, £37.5m
Overnight Index Average) including a credit adjustment spread on the debt to compensate for the basis differential between the two swapped to €41.6m at a fixed interest rate of 1.29% expiring October 2022, £50m swapped to €56.8m at a fixed interest rate of 1.35%
benchmarks. Progress has been made but the documentation has not yet been executed. expiring December 2022 and £25m swapped to €28.4m at a fixed interest rate of 1.40% expiring December 2022.

Consequently at 31 March 2022 the Group continues to have an exposure to the GBP LIBOR benchmark for its interest rate swaps During the year ended 31 March 2022 the asset relating to cross-currency interest rate swaps terminated resulting in a movement of
relating to PPP contracts with a notional principal amount of €100.9m. Transition to GBP SONIA is expected to occur during 2022. The €7.7m (2021: €5.7m). This movement included interest income of €0.2m (2021: €2.6m) which was wholly paid in cash during the year
interest rate swaps are designated as cash flow hedge relationships hedging GBP LIBOR term loans. The FCA are publishing a synthetic (presented in both the Income Statement and Statement of Cash Flows within finance charges as this offset the interest charge on
GBP LIBOR but its availability is not guaranteed beyond the end of 2022. The Group contracts are now referenced to this synthetic LIBOR the related borrowings), a fair value movement of €nil (2021: €0.3m loss) of which €0.1m income (2021: €0.5m loss) was taken to Other
rate and we will continue to work to bilaterally amend these contracts to transition to SONIA. The transition is not expected to have a Comprehensive Income with the remainder to the Income Statement, the impact of foreign exchange in the related debt was a loss of
significant impact on the Group, although there will be changes to systems, processes, risk and valuation models, as well as managing €1.3m (2021: €6.0m gain) and as a result of the termination of the cross-currency interest rate swaps in the current year there was a cash
related tax and accounting implications. inflow of €6.4m (2021: €nil).

Given the uncertainties in terms of the timing or the amount of interest rate benchmark-based cash flows, the Group continues to adopt Fuel derivatives
the Amendments to IFRS 9, IAS 39 and IFRS 7 Interest Rate Benchmark Reform issued in September 2019 (“Phase 1 relief”) in relation to The notional value of wholesale fuel covered by fuel derivatives at 31 March 2022 amounted to €14.7m (2021: €11.1m). The Group has
GBP LIBOR hedging instruments in hedge relationships that have not transitioned yet to SONIA. Adopting these amendments provides annual usage across the Netherlands and Belgium of approximately 43m litres of diesel per annum of which approximately 27m litres
temporary relief from applying specific hedge accounting requirements to hedging relationships directly affected by IBOR reform. have been fixed at an average of €0.44 per litre for the year to 31 March 2023 (notional value €12.6m) and a further 5m litres has been
fixed at an average of €0.51 per litre for the year to 31 March 2024 (notional value €2.7m).
The reliefs mean that this IBOR reform should not generally cause hedge accounting to terminate. However, any hedge ineffectiveness
continues to be recorded in the Income Statement as a non-trading item. Furthermore, the amendments set out triggers for when the Interest rate swaps relating to PPP contracts
reliefs will end, which include the uncertainty arising from interest rate benchmark reform no longer being present. The notional principal amount of the outstanding interest rate swap contracts at 31 March 2022 was €100.9m (2021: €104.6m). Under these
contracts the interest rates on PPP non-recourse borrowings for Argyll & Bute, Cumbria and Barnsley, Doncaster & Rotherham projects are
The Group will continue to apply the Phase 1 relief to its hedge relationships until the end of the uncertainty. The Group anticipates that fixed at rates of 5.8%, 4.8% and 3.4% respectively from inception to expiry on 16 January 2023, 30 September 2032 and 30 June 2037
this uncertainty will continue until the contracts are amended to specify both the spread adjustment between the existing GBP LIBOR respectively. The gains and losses recognised in the Statement of Comprehensive Income for cash flow hedges will be released to the
rate and SONIA and the effective date of the replacement benchmark rate. Income Statement within finance costs until the repayment of the non-recourse borrowings. A revised repayment programme for the
Cumbria PPP project borrowing has led to ineffectiveness of a credit of €0.2m (2021: €0.2m) being recognised for the related interest rate
Derivative financial instruments are analysed as follows: swap which has been taken to the Income Statement as a non-trading and exceptional finance credit.

2022 2021 During the year ended 31 March 2022 the liability of the interest rate swaps relating to PPP contracts reduced by €10.7m (2021: €6.3m),
Assets Liabilities Assets Liabilities included in this movement was an interest charge of €4.1m (2021: €3.8m) which was wholly paid in cash during the year (presented in both
€m €m €m €m the Income Statement and Statement of Cash Flows within finance charges), a fair value gain of €10.9m (2021: €7.6m) of which €10.7m
Cross-currency interest rate swaps – cash flow hedges – – 7.7 – (2021: €7.4m) gain was taken to Other Comprehensive Income with the remainder to the Income Statement and the impact of foreign
Fuel derivatives – cash flow hedges 7.0 0.1 1.4 0.2 exchange was €0.2m (2021: €1.3m) loss.
Relating to PPP contracts:
Interest rate swaps – cash flow hedges – 14.6 – 25.2 The following table shows the impact of the Group’s cash flow hedges in Other Comprehensive Income:
Interest rate swaps – at fair value through profit or loss – – – 0.1
Total 7.0 14.7 9.1 25.5 2022 2021
Current 6.6 0.1 1.2 0.2 €m €m
Non-current 0.4 14.6 7.9 25.3 At 1 April (23.8) (38.1)
Total 7.0 14.7 9.1 25.5 Effective element of changes in fair value arising from:
Cross-currency interest rate swaps 0.1 (0.5)
Fuel derivatives 5.7 7.3
Forward foreign exchange contracts – 0.1
Interest rate swaps relating to PPP contracts 10.7 7.4
At 31 March (7.3) (23.8)

218 219
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.5 Derivative financial instruments and hedging activities continued 5.6 Financial instruments and related disclosures
Accounting policy
Net investment hedge The Group classifies and measures its financial assets at amortised cost or at fair value (either through Other Comprehensive Income or
Renewi plc, a Sterling functional currency company, has Euro borrowings of €300.0m (2021: €175.0m) with a fair value of €300.2m through profit or loss). The classification depends on the entity’s business model for managing the financial assets and the contractual
(2021: €178.5m) which have been designated as a net investment hedge of the Group’s investments denominated in Euros. The hedge term of the cash flows.
was 100% effective for the year ended 31 March 2022 (2021: 100%) and as a result the related exchange loss of €3.0m (2021: €7.1m) has
been recognised in the exchange reserve in the consolidated financial statements. Assets that are held for collection of contractual cash flows, where those cash flows represent solely payments of principal and interest,
are measured at amortised cost.
The following tables show the impact of the Group’s cash flow hedges and net investment hedge on the Balance Sheet, Other
Comprehensive Income and Income Statement: Derivatives are initially recognised at fair value and subsequently measured at fair value at the end of each reporting period. The
accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument and, if so,
Hedging instrument Hedged item the nature of the item being hedged. Derivatives which are not hedging instruments are measured at fair value through profit or loss
Cumulative upon initial recognition
Change in cash flow Hedge Change in
the fair value hedge ineffectiveness the fair value Short-term investments are classified and measured at fair value through profit or loss with changes in the fair value recognised in the
Nominal used to movement included in the Cumulative used to
amount at determine in Other Income movement determine Weighted Income Statement. Unlisted investments not held for trading are held at fair value and the Group has elected to present subsequent
31 March hedge Comprehensive Statement in exchange hedge average changes in fair value in Other Comprehensive Income. Dividends on these investments are recognised in the Income Statement when
2022 effectiveness Income in the year reserve effectiveness hedged Hedge the Group’s right to receive the dividends is established, it is probable that they will be paid and the amount can be reliably measured.
March 2022 €m €m €m €m €m €m rate ratio
Cross-currency interest rate
swaps/variable rate borrowings – – – 0.1 – – 1.32% – Cash and cash equivalents includes money market funds which are constant net asset value funds with same day access for
Fuel derivatives/purchase €0.46 subscription and redemption. The funds fail the ‘solely payments of principal and interest’ criteria under IFRS 9. They are therefore
of diesel 14.7 5.7 6.9 – – (5.7) per litre 1:1 classified as fair value through profit and loss, although the fair value is materially the same as amortised cost. Gains and losses arising
Interest rate swaps/variable from changes in fair value are included in the Income Statement in net finance charges.
rate borrowings relating to
PPP contracts 100.9 6.3 (14.2) (0.2) – (6.1) 4.07% 1:1
Net investment hedge: Financial liabilities are classified and measured at fair value through profit or loss or at amortised cost.
Euro borrowings/investment in
Euro denominated subsidiaries 300.0 (2.5) – – (15.3) 2.5 – 1:1 Fair value hierarchy
The Group uses the following hierarchy of valuation techniques to determine the fair value of financial instruments:
Hedging instrument Hedged item
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
Cumulative Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly
Change in cash flow Hedge Change in
the fair value hedge ineffectiveness the fair value or indirectly
Nominal used to movement included in the Cumulative used to Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable
amount at determine in Other Income movement determine Weighted market data.
31 March hedge Comprehensive Statement in exchange hedge average
2021 effectiveness Income in the year reserve effectiveness hedged Hedge
March 2021 €m €m €m €m €m €m rate ratio During the year ended 31 March 2022, there were no transfers between level 1 and level 2 fair value measurements and no transfers into
Cross-currency interest rate or out of level 3.
swaps/variable rate borrowings 176.1 (10.9) (0.1) (0.2) – 10.9 1.32% 1:1
Fuel derivatives/purchase €0.33
of diesel 11.1 7.3 1.2 – – (7.3) per litre 1:1
Forward foreign exchange
contracts/off-take contracts – 0.1 – – – (0.1) – 1:1
Interest rate swaps/variable
rate borrowings relating to
PPP contracts 104.6 1.0 (24.9) (0.2) – (0.9) 4.07% 1:1
Net investment hedge:
Euro borrowings/investment in
Euro denominated subsidiaries 175.0 (6.9) – – (18.3) 6.9 – 1:1

220 221
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.6 Financial instruments and related disclosures continued 5.6 Financial instruments and related disclosures continued

Valuation techniques used to derive level 2 fair values Restated*

Unlisted non-current investments comprise unconsolidated companies where the fair value approximates the book value 2022 2021
Financial liabilities Note €m €m
Short-term investment valuations are provided by the fund manager
Derivative financial instruments are determined by discounting the future cash flows using the applicable period-end yield curve Financial liabilities at amortised cost
The fair value of the European private placements are determined by discounting the future cash flows using the applicable period-end Revolving credit facility, European private placements and other loans 5.3 38.9 209.5
Retail bonds 5.3 299.2 174.5
yield curve
Lease liabilities 5.3 229.3 247.8
The fair value of retail bonds is based on indicative market pricing.
Trade and other payables excluding non-financial liabilities# 4.9 418.1 445.0
PPP non-recourse debt 5.3 100.2 105.1
The table below presents the Group’s assets and liabilities measured at fair values:
Financial liabilities at fair value through profit or loss
Interest rate swaps relating to PPP contracts 5.5 – 0.1
2022 2021
Derivatives used for hedging
Level 2 Level 2 Fuel derivatives 5.5 0.1 0.2
€m €m
Interest rate swaps relating to PPP contracts 5.5 14.6 25.2
Assets
1,100.4 1,207.4
Unlisted non-current investments (note 4.4) 4.6 4.6
Short-term investments (note 4.4) 11.1 9.3 * The comparatives for PPP non-recourse debt have been restated due to a prior year adjustment as explained in section 1 Basis of preparation.
#
Trade and other payables excluding non-financial liabilities comprises trade payables, other payables and accruals of €418.1m (2021: €445.0m).
Derivative financial instruments (note 5.5) 7.0 9.1
22.7 23.0 With the exception of retail bonds and European private placements, the Group considers that the fair value of bank borrowings, trade
Liabilities and other payables and lease liabilities are not materially different to their carrying value.
Derivative financial instruments (note 5.5) 14.7 25.5
European private placements 25.7 26.6 5.7 Financial risk management objectives and policies
Retail bonds 300.2 179.1
340.6 231.2
The Group is exposed to market risk (interest rate risk and commodity price risk), foreign exchange risk, liquidity risk and
counterparty credit risk. The Group’s Treasury Committee is charged with managing and controlling risk relating to the
Carrying value of financial assets and financial liabilities financing and liquidity of the Group under policies approved by the Board of Directors. The Group does not enter into
Restated* speculative transactions.
2022 2021
Financial assets Note €m €m
Interest rate risk
Financial assets at amortised cost
Changes in interest rates could have an impact on the interest cover covenant of the Group’s core facilities and on the interest charge
Loans to associates and joint ventures 4.4 0.9 0.9
in the Income Statement. In order to monitor and manage the risk, borrowings and the expected interest cost for the year are frequently
Trade and other receivables at amortised cost# 4.8 243.4 219.3
forecast and sensitised for potential changes.
Cash and cash equivalents (excluding money market funds) 5.2 63.6 68.8
Financial assets relating to PPP contracts 4.5 143.4 149.1
Derivatives used for hedging The Group has continued to limit its exposure to interest rate risk by using fixed rate retail bonds, European private placements, fixed
Fuel derivatives 5.5 7.0 1.4 rate lease liabilities and cross-currency interest rate swaps until July 2021. The proportion of the Group’s total borrowings excluding
Cross-currency interest rate swaps 5.5 – 7.7 PPP non-recourse floating rate borrowings that were fixed or hedged at 31 March 2022 was €554.3m (2021: €629.9m) or 97% (2021: 98%).
Financial assets at fair value through profit or loss (mandatorily) Additionally, the PPP non-recourse floating rate borrowings are hedged using interest rate swaps which hedge the interest cash flows.
Short-term investments 4.4 11.1 9.3 Further details of the IBOR transition from LIBOR to SONIA is set out in note 5.5.
Other receivables relating to invoice finance facilities 4.8 9.5 9.5
Financial assets at fair value through 0ther comprehensive income Interest rate swaps and cross-currency interest rate swaps are accounted for under IFRS 9 with changes in the fair value recognised in
Unlisted non-current investments 4.4 4.6 4.6 Other Comprehensive Income, as they are effective hedges. Any ineffectiveness is recognised in the Income Statement as a non-trading
483.5 470.6 income or charge. The interest rate swap in relation to the Argyll & Bute PFI contract has not been designated as a hedge by the Group
* The comparatives for cash and cash equivalents have been restated due to a prior year adjustment as explained in section 1. therefore it is classified at fair value through profit or loss.
#
Trade and other receivables at amortised cost comprise trade receivables and accrued income net of allowance of €238.0m (2021: €212.5m) and other receivables held
at amortised cost of €5.4m (2021: €6.8m).

The Group considers that the fair value of financial assets is not materially different to their carrying value.

222 223
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.7 Financial risk management objectives and policies continued 5.7 Financial risk management objectives and policies continued

Interest rate sensitivity for bank borrowings Trade and other receivables mainly comprise amounts due from customers for services performed. Each division monitors the level of
Interest on the floating rate revolving credit facilities and the term loan until it was repaid will vary as interest rates increase or decrease. trade receivables on a monthly basis, continually assessing the risk of default by any counterparty taking into account that the Group
If rates had moved by 1% the impact on profit before tax would have been a loss or gain of €0.6m (2021: €0.9m) based on the average bank uses credit insurance to minimise the credit risk of trade receivables. As a result of Covid-19 together with increasing energy prices and
borrowings during the year. high inflation due to the events in Ukraine a detailed review has been undertaken at a customer level in some cases, in order to assess
the likely potential of default considering the nature of the customers business and any government support measures. At 31 March
Interest rate sensitivity for PPP non-recourse borrowings 2022 the amount of credit risk on trade and other receivables amounted to €243.4m (2021: €219.3m). The Group does not hold any
The PPP non-recourse borrowings are fully hedged with interest rate swaps. The fair values of interest rate swaps used for hedging of collateral as security.
PPP non-recourse borrowings are determined with reference to floating market interest rates. A 1% increase in interest rates would have
reduced the fair value of the interest rate swap liabilities and resulted in a pre-tax gain in Other Comprehensive Income of €6.2m (2021: The financial assets relating to PPP contracts are recoverable from the future revenues relating to these contracts. Management
€8.4m) and a pre-tax gain in the Income Statement of €0.7m (2021: €0.4m). A 1% decrease in interest rates would have increased the fair consider these to be very low risk as the counterparties for the future revenues are local authorities or councils in the UK. This is
value of the interest rate swap liabilities and led to a pre-tax loss in Other Comprehensive Income of €6.9m (2021: €6.3m) and a pre-tax reviewed on a regular basis and there has been no change in the capacity of the counterparties to meet the contractual cash flow
loss in the Income Statement of €0.8m (2021: €3.5m). obligations. At 31 March 2022 the amount of credit risk on financial assets amounted to €143.4m (2021: €149.1m).

Foreign exchange risk For derivative financial assets the maximum exposure to credit risk at the reporting date is the net fair value of the derivative assets
The Group operates in the UK and is exposed to translation risk on the value of assets denominated in Sterling into Euros. Renewi plc, a which are included in the consolidated statement of financial position.
Sterling functional currency company, has Euro borrowings which are designated as a net investment hedge of the Group’s investments
denominated in Euros. The Group has limited transactional risk as the Group’s subsidiaries conduct the majority of their business in No other loans to associates or joint ventures are credit impaired.
their respective functional currencies. Some risk arises in Euros on the export of processed waste from the UK to Europe.
5.8 Capital management
Foreign exchange sensitivity The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern in order to provide optimal
The impact of a change of Sterling foreign exchange rates of 10% on the Group’s profit before tax would be €2.1m (2021: €0.9m) and the returns for shareholders, maintain an efficient capital structure to reduce the cost of capital and provide appropriate levels of liquidity
impact on underlying profit before tax would have been €2.2m (2021: €1.2m). headroom. In order to meet these objectives, the Group may issue or repay debt, issue new shares or adjust the amount of dividend
paid to shareholders.
Commodity price risk and sensitivity
The Group is exposed to diesel price changes which are managed using forward contracts. The Group manages other exposures to As a result of the Covid-19 pandemic no dividends were paid for the year ended 31 March 2021 and no dividend is being paid for the year
prices of paper, plastics, metals, residual fuels and other recyclates associated with off-take through commercial contracting. The ended March 2022. The Board will review the reinstatement of dividends taking into consideration the trading performance, macro-
impact of a change in unhedged wholesale fuel prices (excluding duty) of 10% on the Group’s profit before tax would have been economic outlook and the significant changes in the investment and growth opportunities for the Group.
€1.3m (2021: €1.1m).
The following table shows the capital of the Group:
Credit risk
Credit risk is the risk of financial loss where counterparties are not able to meet their obligations. The Group’s principal financial assets Restated*
are cash and cash equivalents, trade and other receivables and financial assets relating to PPP contracts. The Group’s objective is to 2022 2021
reduce its exposure to counterparty default by restricting the type of counterparty it deals with and by employing an appropriate policy Note €m €m
in relation to the collection of trade receivables. The Covid-19 pandemic together with increasing energy prices and high inflation as a Total borrowings 5.3 667.6 736.9
result of the events in Ukraine are having a significant impact on various sectors and industries and the impact has been considered Less: PPP non-recourse borrowings 5.3 (100.2) (105.1)
when assessing the credit risk of the Group. Less: Lease liabilities as a result of the adoption of IFRS 16 (221.9) (236.7)
Less: core cash and cash equivalents (excluding restricted cash at bank relating to PPP contracts) 5.2 (42.5) (51.5)
The Group recognises lifetime expected credit losses at the point of initial recognition for trade receivables and accrued income as set Net debt as per banking covenant definition 303.0 343.6
out in note 4.8. For other financial assets, a loss allowance is recognised for expected credit losses taking into account changes in the Total equity 338.2 237.6
level of credit risk. Where credit risk is considered to be low, the loss allowance is limited to expected losses arising from default events Total capital 641.2 581.2
that are possible within 12 months from the balance sheet date. At 31 March 2022 taking into account the impact of Covid-19 and other * The comparatives have been restated due to prior year adjustments as explained in section 1 Basis of preparation.
macro-economic factors there has not been a significant increase in credit risk in relation to receivables where the IFRS 9 general
approach is followed to determine expected credit loss. The Group monitors its financial capacity by reference to key financial ratios which provide a framework within which the Group’s
capital base is managed. The Group’s Euro denominated multicurrency green finance facility agreements have covenants including
At 31 March 2022 the amount of credit risk on cash and cash equivalents totalled €63.6m (2021: €68.8m restated to include restricted adjusted net debt to comparable adjusted EBITDA and interest cover in accordance with a frozen GAAP concept. The Group has
cash at bank relating to PPP contracts as explained in section 1). The banks and financial institutions used by the Group for core cash complied with its banking covenants during the year.
and cash equivalents are restricted to those with the appropriate geographical presence and suitable credit rating. Money market
investments are made in accordance with the internal treasury policies and the fund invested in has AAA rating by both Fitch and S&P.
The Group has an objective to minimise cash and where possible repay the Group borrowings to manage counterparty credit risk
amongst other objectives. The restricted cash relating to PPP contracts is managed in accordance with the guidelines specific to each of
the PPP contracts. Expected credit losses over cash and cash equivalents are considered to be immaterial with no losses experienced.

224 225
 Notes to the financial statements continued

SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED SECTION 5. CAPITAL STRUCTURE AND FINANCING CONTINUED
5.9 Equity 5.9 Equity continued
Accounting policy
Share capital and share premium Non-controlling interests
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or share options are The information below reflects the amounts included in the Group’s Income Statement and Balance Sheet for subsidiaries with material
shown in equity as a deduction, net of tax, from the proceeds. The share premium account represents any excess of the net proceeds non-controlling interests.
over the nominal value of any shares issued.
2022 2021
At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders approved the consolidation of the Company’s share 3SE
capital on the basis of one new ordinary share with a nominal value of £1.00 each for every ten existing ordinary shares of 10 pence each (Barnsley,
Maltha Maltha Doncaster &
held. This was subsequently completed on 19 July 2021 when the issued share capital of 800,236,740 10 pence shares was replaced with
Groep Others Total Groep Rotherham) Others Total
80,023,674 £1 shares. €m €m €m €m €m €m €m
Revenue 60.2 37.3 97.5 52.0 9.9 20.4 82.3
Share capital – Share Profit (loss) after tax 1.8 3.1 4.9 (0.9) (0.6) 0.9 (0.6)
Ordinary shares premium
Other comprehensive loss – – – – (0.4) – (0.4)
Number €m €m
Total comprehensive income (loss) 1.8 3.1 4.9 (0.9) (1.0) 0.9 (1.0)
Share capital allotted, called up and fully paid
Total comprehensive income (loss)
At 1 April 2020 and 31 March 2021 (ordinary shares of 10p each) 800,141,536 99.5 473.6 allocated to the non-controlling interests 0.5 0.4 0.9 (0.2) (0.2) 0.3 (0.1)
Issued under share option schemes – prior to share consolidation (ordinary shares of 10p each) 95,204 – –
Ordinary shares of 10p each held on 19 July prior to the consolidation 800,236,740 99.5 473.6 Disposal of non-controlling interest – – – – 4.8 – 4.8
Adjustment to number of shares following the share consolidation (720,213,066) – –
Issued under share option schemes (ordinary shares of £1 each) 36,263 – 0.2 Non-current assets 24.0 8.1 32.1 23.2 – 6.4 29.6
At 31 March 2022 (ordinary shares of £1 each) 80,059,937 99.5 473.8 Current assets 19.5 11.6 31.1 18.8 – 10.5 29.3
Non-current liabilities (4.1) (1.3) (5.4) (5.1) – (0.9) (6.0)
Current liabilities (25.2) (6.6) (31.8) (24.1) – (7.4) (31.5)
During the year 95,204 (2021: nil) ordinary shares of 10p each were allotted prior to the share consolidation and 36,263 ordinary shares
Net assets 14.2 11.8 26.0 12.8 – 8.6 21.4
of £1 each were issued after the consolidation being the exercise of share options under the Savings Related Share Option Schemes for
Accumulated non-controlling interests 4.7 2.3 7.0 4.3 – 1.8 6.1
an aggregated consideration of €0.2m (2021: €nil). Further disclosures relating to share-based options are set out in note 7.3.
Net (decrease) increase in cash and cash
equivalents (0.1) – (0.1) 3.4 – – 3.4
Exchange reserve
The exchange reserve comprises all foreign exchange differences arising since 1 April 2005 from the translation of the financial
statements of non-Euro denominated operations, excluding those disposed of, as well as from the translation of liabilities that hedge The disposal of non-controlling interest of €4.8m in the prior year is the value of the non-controlling interest at the date of disposal which
the Group’s net investment in foreign operations. was transferred to retained earnings and includes the impact of the Group no longer owing external subordinated debt to a third party.

Retained earnings 5.10 Dividends

The Group includes within retained earnings the cumulative balance relating to the effective portion of hedging instruments carried Accounting policy
at fair value in a qualifying cash flow hedge and further details are provided in note 5.5. Final dividend distributions to the equity holders are recognised in the period in which they are approved by the shareholders in general
meeting. Interim dividends are recognised when paid.
The Group also includes the cumulative impact of the Renewi Employee Share Trust within retained earnings. The Trust owns 552,851
£1 shares (0.7%) (2021: 5,013,343 10p shares (0.6%)) of the issued share capital of the Company in trust for the benefit of employees of the The Directors have not recommended a final dividend for the year ended March 2022 (2021: nil).
Group. The Trust waives its dividend entitlement. During the year 798,433 10 pence shares (2021: 4,419,977 10 pence shares) were
transferred to individuals under the LTIP and DAB schemes prior to the share consolidation and 34,580 £1 shares were issued under
the DAB scheme after the consolidation. During the year 237,000 £1 shares (2021: 3,888,031 10 pence shares) were purchased by the
Trust at a cost of €1.8m (2021: €1.2m).

226 227
 Notes to the financial statements continued

SECTION 6. ACQUISITIONS AND DISPOSALS SECTION 7. EMPLOYEE BENEFITS

This section provides details of acquisitions and disposals. 7.1 Employee costs and employee numbers

6.1 Acquisitions This note shows the staff costs and the average monthly number of employees analysed by reportable segment.
Accounting policy
The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of
the subsidiary is the fair value of assets transferred, liabilities incurred or assumed including the equity interests issued by the Group. 2022 2021
Identifiable assets acquired and liabilities and contingent liabilities assumed, meeting the conditions for recognition under IFRS 3, are Note €m €m
recognised at their fair value at the acquisition date. The fair value of businesses acquired may include waste permits, licences and Wages and salaries 311.6 306.6
customer relationships with the value calculated by discounting the future attributable revenue streams, which are recognised as Social security costs 56.6 56.6
intangible assets and amortised. The Group recognises any non-controlling interest in the acquired entity on an acquisition by Share-based benefits 7.3 2.5 1.4
acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net identifiable Other pension costs 7.2 31.8 31.0
assets. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recorded Total staff costs 402.5 395.6
as goodwill. The costs of acquisition are charged to the Income Statement in the year in which they are incurred.
2022 2021
Acquisitions The average number of employees by reportable segment during the year was:
During the year ended March 2022 Netherlands Commercial Division acquired plant and machinery business assets of €0.2m and Commercial Waste 4,568 4,702
acquisition related intangible customer lists of €0.3m. Mineralz & Water 337 342
Specialities 864 861
6.2 Disposals Group central services 384 355
Accounting policy Total average number of employees 6,153 6,260
The results of operations disposed of during the year are included in the consolidated Income Statement up to the date of disposal,
unless they meet the criteria of a discontinued operation. 7.2 Retirement benefit schemes

There have been no disposals in the current year. The Group operates defined benefit and defined contribution schemes in the UK and overseas.

6.3 Assets classified as held for sale Accounting policy

Accounting policy The Group accounts for pensions and similar benefits under IAS 19 (revised) Employee Benefits.
Assets classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Assets are classified
as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition The pension cost for the defined benefit schemes is assessed in accordance with management’s best estimates using the advice of an
is regarded as met only when the sale is highly probable and the assets are available for sale in their present condition. Following the independent qualified actuary and assumptions in the latest actuarial valuation. For defined benefit plans, obligations are measured
classification as held for sale, non-current assets are not depreciated. at discounted present value. Plan assets in the UK scheme are recorded at fair value and in the overseas schemes the plan assets are
calculated as the cash value of all future insured benefit payments using an appropriate discount rate. The operating and financing
The Group had €3.3m (2021: €nil) assets classified as held for sale at 31 March 2022. The assets include €2.0m land and buildings at costs of the plans are recognised separately in the Income Statement. Interest is calculated by applying the discount rate to the net
a Netherlands Commercial Division site which has now been closed and €1.3m in the Belgium Commercial Division in relation to an defined pension liability. Actuarial gains and losses are recognised in full through the Statement of Comprehensive Income and
associate of €0.7m and land and buildings of €0.6m. All these assets are expected to be sold within the next 12 months surpluses are recognised only to the extent that they are recoverable. Movements in irrecoverable surpluses are recognised immediately
in the Statement of Comprehensive Income.
6.4 Discontinued operations
Accounting policy Payments to defined contribution schemes are charged to the Income Statement as they become due. The Group participates in several
A discontinued operation is a component of the Group’s business that represents a separate major business line or geographical area of multi-employer schemes in the Netherlands which are accounted for as defined contribution plans as it is not possible to split the assets
operations that meets the criteria to be classified as held for sale. Discontinued operations are presented in the consolidated Income and liabilities of the schemes between participating companies. The Group has been informed by the schemes that it has no obligation
Statement as a single line which comprises the post-tax profit or loss of the discontinued operation along with the post-tax gain or loss to make additional contributions in the event that the schemes have an overall deficit.
recognised on the re-measurement to fair value less costs to sell or on disposal of the assets or disposal groups constituting
discontinued operations. Retirement benefit schemes costs

There are no discontinued operations in the current or prior year. 2022 2021
€m €m
UK defined contribution scheme 1.7 1.6
Overseas defined benefit schemes 2.3 1.1
Overseas defined contribution schemes 27.8 28.3
31.8 31.0

228 229
 Notes to the financial statements continued

SECTION 7. EMPLOYEE BENEFITS CONTINUED SECTION 7. EMPLOYEE BENEFITS CONTINUED

7.2 Retirement benefit schemes continued 7.2 Retirement benefit schemes continued

UK defined benefit scheme The amounts recognised in the financial statements for all defined benefit schemes are as follows:
The UK defined benefit pension scheme (called the Shanks Group Pension Scheme) provides pension benefits for pensioners, deferred
members and eligible UK employees and is closed to new entrants and closed to future benefit accrual. The defined benefit scheme Income Statement 2022 2021
provides benefits to members in the form of a guaranteed level of pension payable for life and the level of benefits provided depends on UK Overseas Total UK Overseas Total
the members’ length of service and final salary. Plan assets are managed by Aon Investments Ltd on behalf of the Trustees. There are €m €m €m €m €m €m
five trustees currently, three appointed by the Company and two nominated by members, who are responsible for ensuring the scheme Current service cost – 2.3 2.3 – 1.1 1.1
is run in accordance with the members’ best interests and the pension laws of the UK which are overseen by The Pensions Regulator. Interest expense (income) on scheme net liabilities – 0.1 0.1 (0.4) 0.1 (0.3)
Net retirement benefit charge before tax – 2.4 2.4 (0.4) 1.2 0.8
The most recent triennial actuarial valuation of the Scheme, which was performed by an independent qualified actuary for the Trustees of the
Scheme, was carried out as at 5 April 2021. The Group has agreed to pay annual deficit contribution of €3.6m (£3.1m) until December 2024. Statement of Comprehensive Income 2022 2021
The total estimated contributions expected to be paid to the scheme in the year ending 31 March 2023 are €3.6m. UK Overseas Total UK Overseas Total
€m €m €m €m €m €m
The significant actuarial assumptions adopted at the balance sheet date were as follows: Actuarial gain (loss) on scheme liabilities 14.8 8.2 23.0 (24.1) 1.3 (22.8)
Actuarial (loss) gain on scheme assets (5.8) (6.7) (12.5) 0.6 (1.1) (0.5)
2022 2021 Actuarial gain (loss) 9.0 1.5 10.5 (23.5) 0.2 (23.3)
% p.a. % p.a.
Discount rate 2.8 2.1
Rate of price inflation 3.6 3.3
Cumulative actuarial gains and losses recognised in the Statement of Comprehensive Income since 1 April 2004 are losses of €30.4m
Consumer price inflation 3.0 2.7 (2021: €40.9m).

Balance Sheet 2022 2021

The discount rate assumption is derived from the single agency curve based on high quality AA rated bonds. The mortality assumptions
UK Overseas Total UK Overseas Total
are based on standard mortality tables which allow for future mortality improvements. The assumptions are that a member currently €m €m €m €m €m €m
aged 65 will live on average for a further 23 years (2021: 22 years) if they are male and for a further 25 years (2021: 24 years) if they are Present value of funded obligations (201.2) (74.5) (275.7) (216.7) (79.9) (296.6)
female. For a member aged 40 who retires at age 65 the assumptions are that they will live on average after retirement for around a Fair value of plan assets 209.8 68.2 278.0 212.7 72.5 285.2
further 24 years (2021: 23 years) if they are male or for a further 27 years (2021: 26 years) if female The weighted average duration of Pension schemes net asset (deficit) 8.6 (6.3) 2.3 (4.0) (7.4) (11.4)
the defined benefit obligation is approximately 16 years. Related deferred tax asset (note 3.4) (2.1) 1.6 (0.5) 0.8 1.9 2.7
Net pension asset (liability) 6.5 (4.7) 1.8 (3.2) (5.5) (8.7)
Overseas defined benefit schemes
The overseas defined benefit obligation relates to funded plans, mainly insurance contracts managed by insurers, in both the Classified as:
Netherlands and Belgium. There are various schemes which are based on average salaries and in some cases on final salaries. The Defined benefit scheme surplus – included in non-
assets consist of qualifying insurance policies which match the vested benefits. The build-up of rights for inactive member are indexed current assets 8.6 – 8.6 – – –
on the basis of additional interest and the rights of active employees are being indexed unconditionally with the price-inflation figure. Defined benefit pension schemes deficit – included
There are no unfunded plans. The plans are subject to laws for pension insurance companies offering pension arrangements and are in non-current liabilities – (6.3) (6.3) (4.0) (7.4) (11.4)
overseen by Autoriteit Financiele Markten in the Netherlands and Autoriteit voor Financiele Diensten en Markten in Belgium. The Group Pension schemes net asset (deficit) 8.6 (6.3) 2.3 (4.0) (7.4) (11.4)
has no responsibilities for governance of the plans other than correct calculation and timely payment of the contributions. The total
estimated contributions expected to be paid to the schemes in the year ending 31 March 2023 are €2.4m. The UK scheme’s assets of €209.8m (2021: €212.7m) are invested via Aon’s Delegated Consulting Service which is a fiduciary investment
management platform managed by Aon Investments Limited. A breakdown of the underlying investment classes is given below:
The significant actuarial assumptions adopted at the balance sheet date were as follows:
2022 2021
2022 2021 €m €m
% p.a. % p.a.
Equities 87.7 57.1
Discount rate 1.7 to 2.0 1.1 to 1.3 Liquid alternatives 23.6 17.9
Rate of price inflation 2.0 2.0 Fixed income 24.1 26.0
Rate of salary inflation 2.0 to 2.5 2.0 to 2.5 Liability driven investment 65.8 105.0
Cash and others 8.6 6.7
The discount rate assumption is based on interest rates applying to high quality corporate bonds with a term approximately equal 209.8 212.7
to the term of the related pension liability. The mortality assumptions are based on standard mortality tables which allow for future
mortality improvements. The assumptions are that a member currently aged 65 will live on average for a further 21 years (2021: 22 years) The overseas schemes assets of €68.2m (2021: €72.5m) are insurance contracts managed by insurers in the Netherlands and Belgium.
if they are male and for a further 23 years (2021: 24 years) if they are female. For a member aged 40 who retires at age 65 the
assumptions are that they will live on average after retirement for around a further 23 years (2021: 24 years) if they are male or for
a further 25 years (2021: 26 years) if female. The maturity of the schemes ranges from 18 to 23 years.

230 231
 Notes to the financial statements continued

SECTION 7. EMPLOYEE BENEFITS CONTINUED SECTION 7. EMPLOYEE BENEFITS CONTINUED

7.2 Retirement benefit schemes continued 7.2 Retirement benefit schemes continued

The movement in the pension scheme deficit (asset) Reconciliation of plan assets

UK Overseas Total UK Overseas Total

€m €m €m €m €m €m
At 1 April 2020 16.0 (7.5) 8.5 At 31 March 2020 202.7 72.1 274.8
Current service cost – (1.1) (1.1) Interest income 4.8 0.8 5.6
Interest income (expense) 0.4 (0.1) 0.3 Remeasurements: Return on plan assets excluding interest expense 0.6 (1.1) (0.5)
Net actuarial (loss) gain recognised in the year (23.5) 0.2 (23.3) Contributions from employer 3.4 1.1 4.5
Contributions from employer 3.4 1.1 4.5 Contributions from plan participants – 0.5 0.5
Exchange rate changes (0.3) – (0.3) Benefit payments (6.6) (0.9) (7.5)
At 31 March 2021 (4.0) (7.4) (11.4) Exchange rate changes 7.8 – 7.8
Current service cost – (2.3) (2.3) At 31 March 2021 212.7 72.5 285.2
Interest expense – (0.1) (0.1) Current service cost – 0.3 0.3
Net actuarial gain recognised in the year 9.0 1.5 10.5 Interest income 4.3 0.8 5.1
Contributions from employer 3.5 2.0 5.5 Remeasurements: Return on plan assets excluding interest expense (5.8) (6.7) (12.5)
Exchange rate changes 0.1 – 0.1 Contributions from employer 3.5 2.0 5.5
At 31 March 2022 8.6 (6.3) 2.3 Contributions from plan participants – 0.5 0.5
Benefit payments (6.5) (1.2) (7.7)
Reconciliation of the defined benefit obligation Exchange rate changes 1.6 – 1.6
At 31 March 2022 209.8 68.2 278.0
UK Overseas Total
€m €m €m Significant defined benefit pension scheme risks
At 1 April 2020 (186.7) (79.6) (266.3) Through its defined benefit pension schemes the Group is exposed to a number of risks, the most significant of which are set out below.
Current service cost – (1.1) (1.1)
Interest expense (4.4) (0.9) (5.3) Asset volatility – The UK scheme liabilities are calculated using a discount rate set with reference to corporate bond yields and if plan
Remeasurements: assets underperform this yield, this will result in a deficit. The UK pension scheme’s assets are held in a portfolio of pooled funds which
Actuarial (loss) gain on scheme liabilities arising from changes in financial assumptions (24.4) 0.9 (23.5) are single priced at the net asset value. The investment objective of the portfolio is to achieve long-term total returns in excess of a
Actuarial (loss) gain on scheme liabilities arising from change in demographic assumptions (1.1) 0.4 (0.7) nominal portfolio of long-dated Sterling bonds through a diversified portfolio of collective investment schemes, which may include
Actuarial gain on scheme liabilities arising from changes in experience 1.4 – 1.4
derivatives. Investments are well diversified, such that the failure of any single investment would not have a material impact on the
Contributions from plan participants – (0.5) (0.5)
overall level of assets. The Trustees have agreed an underlying strategy with the Group so that any ongoing improvements in the
Benefit payments 6.6 0.9 7.5
scheme’s funding position would trigger movements from growth assets to non-growth assets in order to protect and consolidate
Exchange rate changes (8.1) – (8.1)
such improvements. The plan assets in the overseas pension schemes are calculated as the cash value of all future insured benefit
At 31 March 2021 (216.7) (79.9) (296.6)
payments using an appropriate discount rate.
Current service cost – (2.6) (2.6)
Interest expense (4.3) (0.9) (5.2)
Remeasurements: Inflation risk – The majority of benefit obligations are linked to inflation and higher inflation will lead to higher liabilities.
Actuarial gain on scheme liabilities arising from changes in financial assumptions 15.3 9.0 24.3
Actuarial (loss) gain on scheme liabilities arising from change in demographic assumptions (4.4) 0.8 (3.6) Life expectancy – The majority of the obligations are to provide benefits for the life of the member, so increases in the life of the
Actuarial gain (loss) on scheme liabilities arising from changes in experience 3.9 (1.6) 2.3 member will result in an increase in the liabilities.
Contributions from plan participants – (0.5) (0.5)
Benefit payments 6.5 1.2 7.7 Changes in bond yields – A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset by
Exchange rate changes (1.5) – (1.5) an increase in the value of the investments.
At 31 March 2022 (201.2) (74.5) (275.7)
Sensitivities for defined pension benefit schemes
The sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is
unlikely to occur, as changes in assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit
credit method at the end of the reporting period) has been applied as when calculating the pension liability recognised within the
Balance Sheet.

Impact on defined benefit obligation

UK Overseas
Change in Increase in Decrease in Change in Increase in Decrease in
assumption assumption assumption assumption assumption assumption
% €m €m % €m €m
Discount rate 0.25 7.6 (7.8) 0.25 2.9 (3.0)
Rate of price inflation 0.25 (3.7) 4.8 0.25 (0.1) 0.1
Consumer price inflation 0.25 (3.7) 4.8 – – –

232 233
 Notes to the financial statements continued

SECTION 7. EMPLOYEE BENEFITS CONTINUED SECTION 7. EMPLOYEE BENEFITS CONTINUED

7.2 Retirement benefit schemes continued 7.3 Share-based payments continued

UK Overseas Fair value of awards and options granted during the year
Increase Decrease Increase Decrease
by 1 year in by 1 year in by 1 year in by 1 year in SRSOS LTIP
assumption assumption assumption assumption
€m €m €m €m 2022
2022 2021 2022 2021 Monte Carlo 2021
Life expectancy (9.4) 8.6 (2.0) 2.0 Valuation model Binomial Black-Scholes Share price Share price and Finnerty Monte Carlo
Weighted average fair value 223p 6p 508p 26p 362p 23p
Other overseas schemes Weighted average share price 555p 20p 548p 26p 548p 26p
The total cost in the year for other overseas pensions was €27.8m (2021: €28.3m). In the Netherlands in particular, most employees are Weighted average exercise price 422p 20p – – – –
members of either a multi-employer pension scheme or other similar externally funded schemes, including Government funded schemes. Expected volatility 51% 47% – – 53% 48%
Expected life 3 years 3 years 3 years 3 years 3 years 3 years
7.3 Share-based payments Risk-free interest rate 0.25% (0.1)% – – 0.16% (0.2)%
Dividend yield 2.2% 1.3% – – – –
As described in the Directors’ Remuneration Report, the Group issues equity-settled share-based payments under a Savings Related
Share Option Scheme (SRSOS), a Long-Term Incentive Plan (LTIP) and a Deferred Annual Bonus (DAB) arrangement. Further details For the LTIP awards granted, the fair value of the element subject to non-market conditions has been calculated based on the share
and performance metrics of both LTIPs and DABs can be found in the Directors’ Remuneration Report on pages 138 to 155. price at the award date and the expense recognised is based on expectations of these conditions being met which are reassessed at
each balance sheet date. The Monte Carlo valuation model is used to determine the weighted average fair value of the market
Accounting policy
conditions element of awards granted. Expected volatility has been calculated using average volatility historical data over a three-year
The Group issues equity-settled share-based awards to certain employees. The fair value of share-based awards is determined at the
period from the grant date. The risk-free interest rate is based on the implied yield of zero-coupon government bonds with a remaining
date of grant and expensed on a straight-line basis over the vesting period with a corresponding increase in equity based on the Group’s
term equal to the expected life. The expected life used in the models equals the vesting period. The awards granted vest after three
estimate of the shares that will eventually vest. At each balance sheet date the Group revises its estimates of the number of awards that
years, four years and five years. There is no service condition after three years on any of the awards granted, just a holding period of
are expected to vest based on service and non-market performance conditions. The amount expensed is adjusted over the vesting
between one and two years.
period for changes in the estimate of the number of shares that will eventually vest, except for changes resulting from any market-
related performance conditions.
Charge for the year
The Group recognised a total charge of €2.5m (2021: €1.4m) relating to equity-settled share-based payments. The DAB awards for the
At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders approved the consolidation of the Company’s share
year ended 31 March 2022 have not yet been granted and therefore the charge is based on an estimate.
capital on the basis of one new ordinary share with a nominal value of £1.00 each for every ten existing ordinary shares of 10 pence each
held. This adjustment has been applied to the outstanding awards and options as presented below:

Outstanding awards and options

SRSOS LTIP DAB

Weighted
Average
Number of exercise Number of Number of
options price awards awards
Outstanding at 1 April 2020 5,121,329 30p 10,502,128 366,408
Granted 4,797,900 20p 5,965,521 1,200,909
Forfeited (2,438,792) 27p (510,067) –
Expired (106,354) 71p (1,728,178) –
Exercised/vested – – (1,319,755) (91,383)
Outstanding at 31 March 2021 7,374,083 24p 12,909,649 1,475,934
Forfeited (350,341) 22p (650,750) –
Expired (119,120) 76p (1,976,460) –
Exercised/vested (95,200) 23p (573,802) (155,535)
Outstanding on 19 July 2021 prior to share consolidation 6,809,422 23p 9,708,637 1,320,399
Adjustment to the number of shares following the share consolidation (6,128,480) – (8,737,775) (1,188,361)
Granted 89,323 422p 487,111 69,159
Forfeited (62,527) 242p (35,000) –
Exercised/vested (36,263) 417p – (34.580)
Outstanding at 31 March 2022 671,475 245p 1,422.973 166,617
Exercisable at 31 March 2022 6,436 520p
Exercisable at 31 March 2021 119,120 76p
At 31 March 2022:
Range of price per share at exercise 200p to 520p
Weighted average remaining contractual life 1 to 2 years

234 235
 Notes to the financial statements continued

SECTION 8. OTHER NOTES SECTION 8. OTHER NOTES CONTINUED

8.1 Subsidiary undertakings and investments at 31 March 2022 8.1 Subsidiary undertakings and investments at 31 March 2022 continued

The structure of the Group includes a number of different operating and holding companies that contribute to the consolidated Subsidiary Address of the registered office
financial performance and position. Incorporated in Belgium
EcoSmart NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Subsidiary undertakings Enviro+ NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
In accordance with section 409 of the Companies Act, a full list of subsidiaries at 31 March 2022 is disclosed below by country of Maltha Glasrecyclage Belgie BV (67%) Fabrieksstraat 114, 3920 Lommel, Belgium
incorporation which is the principal country of business. All are wholly owned by the Group and have a 31 March year end, unless Mineralz ES Treatment NV Gerard Mercatorstraat 8, Lommel, Belgium
otherwise stated, and all operate in the waste management sector and have been consolidated in the Group’s financial statements. Ocean Combustion Services NV Baeckelmansstraat 125, 2830 Tisselt, Belgium
Those subsidiaries owned directly by Renewi plc, the parent company, are indicated with an asterisk. Recydel SA (80%) Rue Wérihet 72, 4020 Liège, Belgium
Renewi Belgium NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Subsidiary Address of the registered office Renewi Chemical Services NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Renewi Logistics NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Incorporated in the Netherlands
Renewi NV Berkebossenlaan 7, 2400 Mol, Belgium
ATM B.V. Vlasweg 12, 4782 PW, Moerdijk, Netherlands
Renewi Shared services Center SA (previously Belgo-Luxembourgeoise Gerard Mercatorstraat 8, 3920, Lommel, Belgium
A&G Holding B.V. Van Hilstraat 7, 5145 RK Waalwijk, Netherlands de Services Publics SA)
B.V. Twente Milieu Bedrijven Flight Forum 240, 5657 DH Eindhoven, Netherlands Renewi Tisselt NV Baeckelmansstraat 125, 2830 Tisselt, Belgium
CFS B.V. Wetering 14, 6002 SM Weert, Netherlands Renewi Valorisation & Quarry NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Coolrec B.V. Van Hilststraat 7, 5145 RK Waalwijk, Netherlands Renewi Wood Products NV Gerard Mercatorstraat 8, 3920, Lommel, Belgium
Coolrec Nederland B.V. Grevelingenweg 3, 3313 LB Dordrecht, Netherlands
Coolrec Plastics B.V. Van Hilststraat 7, 5145 RK Waalwijk, Netherlands Incorporated in Germany
EcoSmart Nederland B.V. Spaarpot 6, 5667 KX Geldrop, Netherlands ATM Entsorgung Deutschland GmbH (Year end 31 December) Kaldenkirchener Strasse 25, D-41063, Mönchengladbach, Germany
Glasrecycling Noord-Oost Nederland B.V. (67%) Columbusstraat 20, 7825 VR Emmen, Netherlands Coolrec Deutschland GmbH (Year end 31 December) Stadtweide 17, 46446 Emmerich am Rhein, Germany
Immo C.V. Loswalweg 50, 3199 LG Maasvlakte Rotterdam, Netherlands
Maltha Glasrecycling Nederland B.V. (67%) Glasweg 7, 4794 TB Heijningen, Netherlands
Incorporated in France
Maltha Glassrecycling International B.V. (67%) Glasweg 7, 4794 TB Heijningen, Netherlands
Coolrec France SAS (90%) Rue Iéna Parcelle 36, 59810 Lesquin, France
Maltha Groep B.V. (67%) Glasweg 7, 4794 TB Heijningen, Netherlands
Maltha Glass Recycling France SAS (67%) Zone Industrielle, 33450 Izon, France
Mineralz B.V. Van Hilstraat 7, 5145 RK Waalwijk Netherlands
Mineralz Maasvlakte B.V. Loswalweg 50, 3199 LG Maasvlakte Rotterdam, Netherlands
Incorporated in Hungary
Mineralz Zweekhorst B.V. Doesburgseweg 16D, 6902 PN Zevenaar, Netherlands
Maltha Hungary. Üvegújrahasznosító (67%) 1214 Budapest, Orion utca 14, Hungary
Orgaworld International B.V. Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Orgaworld Nederland B.V. Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Incorporated in Portugal
Orgaworld WKK 1 B.V. Hornweg 67 1044 AN Amsterdam, Netherlands
Maltha Glass Recycling Portugal Lda (67%) Parque Industrial da Gala, Lotes 26 e 27, 3081-801 Figueira da Foz, Portugal
Orgaworld WKK II B.V. Hornweg 69, 1044 AN Amsterdam, Netherlands
Orgaworld WKK III B.V. Hornweg 71, 1044 AN Amsterdam, Netherlands
Incorporated in the UK
Renewi Commercial B.V. Lindeboomseweg 15, 3825 AL, Amersfoort, Netherlands
Renewi European Holdings Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Renewi Europe B.V. Lindeboomseweg 15, 3825 AL, Amersfoort, Netherlands Buckinghamshire, MK1 1BU, United Kingdom
Renewi Hazardous Waste B.V. Vlasweg 12, 4782 Moerdijk, Netherlands Renewi Holdings Limited* Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Renewi Icopower B.V. Kajuitweg 1, 1041 AP Amsterdam, Netherlands Buckinghamshire, MK1 1BU, United Kingdom
Renewi Monostreams B.V. Flight Forum 240, 5657 DH Eindhoven, Netherlands Renewi PFI Investments Limited* Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Renewi Nederland B.V. Flight Forum 240, 5657 DH Eindhoven, Netherlands Buckinghamshire, MK1 1BU, United Kingdom
Renewi Netherlands Holdings B.V. Lindeboomseweg 15, 3825 AL, Amersfoort, Netherlands Renewi SRF Trading Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Renewi Overheidsdiensten B.V. Rijksweg-Zuid 91, 4715 TA Rucphen, Netherlands Buckinghamshire, MK1 1BU, United Kingdom
Renewi Smink B.V. Lindeboomseweg 15, 3825 AL, Amersfoort, Netherlands Renewi UK Services Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Buckinghamshire, MK1 1BU, United Kingdom
Renewi Support B.V. Flight Forum 240, 5657 DH Eindhoven, Netherlands
Safewaste Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Robesta Vastgoed Acht B.V. Flight Forum 240, 5657 DH Eindhoven, Netherlands Buckinghamshire, MK1 1BU, United Kingdom
Robesta Vastgoed B.V. Flight Forum 240, 5657 DH Eindhoven, Netherlands
Semler B.V. Ockhuizenweg 5-A, 5691 PJ Son, Netherlands Subsidiary undertakings holding UK PPP contracts
Verwerking Bedrijfsafvalstoffen Maasvlakte (V.B.M.) C.V. Loswalweg 50, 3199 LG Maasvlakte Rotterdam, Netherlands Renewi Argyll & Bute Limited 16 Charlotte Square, Edinburgh, EH2 4DF, United Kingdom
Renewi Argyll & Bute Holdings Limited* 16 Charlotte Square, Edinburgh, EH2 4DF, United Kingdom
Renewi Cumbria Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Buckinghamshire, MK1 1BU, United Kingdom
Renewi Cumbria Holdings Limited Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Buckinghamshire, MK1 1BU, United Kingdom
Renewi BDR Holdings Limited (previously 3SE (Barnsley, Doncaster & Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Rotherham) Holdings Limited)) Buckinghamshire, MK1 1BU, United Kingdom
Renewi BDR Limited (previously 3SE (Barnsley, Doncaster & Dunedin House, Auckland Park, Mount Farm, Milton Keynes,
Rotherham) Limited)) Buckinghamshire, MK1 1BU, United Kingdom

236 237
 Notes to the financial statements continued

SECTION 8. OTHER NOTES CONTINUED SECTION 8. OTHER NOTES CONTINUED

8.1 Subsidiary undertakings and investments at 31 March 2022 continued 8.1 Subsidiary undertakings and investments at 31 March 2022 continued

Joint ventures, associates and joint operations Group Most recent

At 31 March 2022 the Group through wholly owned subsidiaries had the following interests in joint venture companies, joint operations Joint operations Holding % year end Address of the registered office
and associates, all of which operate in the waste management sector. Incorporated in the Netherlands
Hydrovac V.O.F. 50% 31 December 2021 Graafsebaan 67, 5248 JT Rosmalen, Netherlands
Group Most recent Induserve V.O.F. 33% 31 December 2021 Flight Forum 240, 5657 DH Eindhoven, Netherlands
Joint ventures Holding % year end Address of the registered office Octopus V.O.F. 50% 31 December 2021 Forellenweg 24, 4941 SJ Raamsdonksveer, Netherlands
Incorporated in the Netherlands Smink Boskalis Dolman V.O.F. 50% 31 December 2021 Lindeboomseweg 15, 3825 AL Amersfoort, Netherlands
Green Collective B.V. 50% 31 December 2021 Mr E.N. van Kleffensstraat 10, 6842 CV, Arnhem,
Netherlands
PQA B.V. 50% 31 December 2021 Bennebroekerdijk 244, 2142 LE, Cruquius, Netherlands 8.2 Related party transactions
Recycling Maatschappij Bovenveld B.V. 50% 31 December 2021 Coevorderweg 48, 7737 PG Stegeren, Netherlands Transactions between the Group and its associates and joint ventures
SQAPE B.V. 50% 31 December 2021 Bennebroekerdijk 244, 2142 LE Cruquius, Netherlands The Group had the following transactions on arm’s length terms and outstanding balances with associates and joint ventures, in the
ordinary course of business:
Incorporated in Belgium
Marpos NV 45% 31 December 2021 L. Coiseaukaai 43, 8380 Dudzele, Belgium Associates Joint ventures
Recypel BV 50% 31 December 2021 Reinaertlaan 82, 9190 Stekene, Belgium
2022 2021 2022 2021
Silvamo NV 50% 31 March 2022 Regenbeekstraat 7C, 8800 Roeselare, Belgium €m €m €m €m
Sales 51.5 51.2 20.1 18.8
Incorporated in the UK Purchases 4.4 4.4 2.4 1.3
Caird Evered Holdings Limited 50% 31 December 2021 Bardon Hall, Copt Oak Road, Markfield, Leicestershire, Management fees 0.8 0.8 0.4 0.4
LE67 9PJ, United Kingdom
Receivables at 31 March 5.0 5.2 2.5 2.2
Caird Evered Limited 50% 31 December 2021 Bardon Hall, Copt Oak Road, Markfield, Leicestershire,
LE67 9PJ, United Kingdom Payables at 31 March 0.2 0.2 0.4 0.2
Wakefield Waste Holdings Limited 50.001% 31 March 2022 Dunedin House, Auckland Park, Mount Farm, Loans made by Group companies at 31 March 0.7 0.7 0.2 0.2
Milton Keynes, Buckinghamshire, MK1 1BU, Loans made to Group companies at 31 March – – 0.6 0.6
United Kingdom
Wakefield Waste PFI Holdings Limited 50.001% 31 March 2022 Dunedin House, Auckland Park, Mount Farm,
Milton Keynes, Buckinghamshire, MK1 1BU, The receivables and payables are due one month after the date of the invoice and are unsecured in nature and bear no interest.
United Kingdom
Wakefield Waste PFI Limited 50.001% 31 March 2022 Dunedin House, Auckland Park, Mount Farm,
Milton Keynes, Buckinghamshire, MK1 1BU,
Remuneration of key management personnel
United Kingdom Key management personnel comprises the Board of Directors and the members of the Group’s Executive Committee. The disclosures
required by the Companies Act 2006 and those specified by the Financial Conduct Authority relating to Directors’ remuneration
(including retirement benefits and incentive plans), interests in shares, share options and other interests, are set out in the Directors’
Group Most recent Remuneration Report on pages 138 to 155, and form part of these consolidated financial statements. The emoluments paid or payable
Associates Holding % year end Address of the registered office to key management personnel were:
Incorporated in the Netherlands
AMP B.V. 33% 31 December 2021 Victoriberg 18, 2211 DH Noordwijkerhout, Netherlands 2022 2021
Dorst B.V. 50% 31 December 2021 Wateringveldseweg 1, 2291 HE Wateringen, €m €m
Netherlands
Short-term employee benefits 6.3 5.6
RetourMatras B.V. 31.63% 31 December 2021 Goudseweg 181 Unit E, 2411HK, Bodegraven,
Netherlands Termination benefits – 0.4
Tankterminal Sluiskil B.V. 40% 31 December 2021 Oostkade 7, 4541 HH Sluiskil, Netherlands Post-employment benefits 0.2 0.2
Zavin B.V. 33% 31 December 2021 Baanhoekweg 42, 3313 LA Dordrecht, Netherlands Share-based payments 1.1 –
Zavin C.V. 33% 31 December 2021 Baanhoekweg 46, 3313 LA Dordrecht, Netherlands 7.6 6.2

Incorporated in Belgium 8.3 Explanation of non-IFRS measures and reconciliations

SUEZ PCB Decontamination NV 23% 31 December 2021 Westvaartdijk 97, 1850 Grimbergen, Belgium The Directors use alternative performance measures as they believe these measures provide additional useful information on the
Valorem SA 30% 31 December 2021 Rue des trois Burettes 65 1435 Mon-Saint-Guibert, underlying trends, performance and position of the Group. These measures are used for internal performance analysis. These terms
Belgium are not defined terms under IFRS and may therefore not be comparable with similarly titled measures used by other companies.
These measures are not intended to be a substitute for, or superior to, IFRS measurements. The alternative performance measures
Incorporated in Austria used are set out below, there have been no changes in approach.
EARN Elektroalgeräte Service GmbH 33% 31 December 2021 Johannesgasse 15, 1010 Wien, Austria

Incorporated in the UK
ELWA Limited 20% 31 March 2022 Dunedin House, Auckland Park, Mount Farm,
Milton Keynes, Buckinghamshire, MK1 1BU,
United Kingdom
ELWA Holdings Limited 20% 31 March 2022 Dunedin House, Auckland Park, Mount Farm,
Milton Keynes, Buckinghamshire, MK1 1BU,
United Kingdom

238 239
 Notes to the financial statements continued

SECTION 8. OTHER NOTES CONTINUED SECTION 8. OTHER NOTES CONTINUED

8.3 Explanation of non-IFRS measures and reconciliations continued 8.3 Explanation of non-IFRS measures and reconciliations continued

Financial Measure How we define it Why we use it Reconciliations of certain non-IFRS measures are set out below:
Underlying EBIT Operating profit excluding non-trading and exceptional items, Provides insight into ongoing profit generation
amortisation of intangible assets arising on acquisition and the change in and trends Reconciliation of operating profit (loss) to underlying EBITDA
fair value remeasurements of derivatives. Amortisation on acquisition
intangibles is excluded to avoid double counting of costs in underlying
EBIT as the Group incurs costs each year in maintaining intangible assets Netherlands Belgium
which include acquired customer relationships, permits and licences Commercial Commercial Mineralz & Group central
Underlying EBIT margin Underlying EBIT as a percentage of revenue Provides insight into margin development Waste Waste Water Specialities services Total
and trends 2022 €m €m €m €m €m €m
Underlying EBITDA Underlying EBIT before depreciation, amortisation and impairment Measure of earnings and cash generation to Operating profit (loss) 89.1 40.4 8.7 3.2 (17.4) 124.0
of plant, property and equipment, intangible assets and investments, assess operational performance Non-trading and exceptional items
profit or loss on disposal of plant, property and equipment and (excluding finance items) 4.0 2.2 (2.9) 0.9 5.4 9.6
intangible assets.
Underlying EBITDA Underlying EBITDA as a percentage of revenue Provides insight into margin development Underlying EBIT 93.1 42.6 5.8 4.1 (12.0) 133.6
margin and trends Depreciation and impairment of property, plant and
Underlying profit Profit before tax excluding non-trading and exceptional items, Facilitates underlying performance evaluation equipment and right-of-use assets 56.2 34.2 16.0 8.1 5.7 120.2
before tax amortisation of intangible assets arising on acquisition and the change Amortisation and impairment of intangible assets
in fair value remeasurements of derivatives (excluding acquisition intangibles) 0.9 – 0.6 0.6 5.6 7.7
Underlying EPS Earnings per share excluding non-trading and exceptional items, Facilitates underlying performance evaluation Impairment of investment in associate – – – 1.9 – 1.9
amortisation of intangible assets arising on acquisition and the change Non-exceptional (gain) loss on disposal of property,
in fair value remeasurements of derivatives plant and equipment and intangible assets (1.3) 0.7 – (0.2) – (0.8)
Underlying effective The effective tax rate on underlying profit before tax Provides a more comparable basis to analyse our Underlying EBITDA 148.9 77.5 22.4 14.5 (0.7) 262.6
tax rate tax rate
Return on Last 12 months underlying EBIT divided by a 13-month average of net Provides a measure of the return on assets across
operating assets assets excluding core net debt, IFRS 16 lease liabilities, derivatives, tax the Divisions and the Group excluding goodwill Netherlands Belgium Restated*
balances, goodwill and acquisition intangibles and acquisition intangible balances Commercial Commercial Mineralz & Group central Restated*
Post-tax return on Last 12 months underlying EBIT as adjusted by the Group effective tax rate Provides a measure of the Group return on assets Waste Waste Water Specialities services Total
capital employed divided by a 13-month average of net assets excluding core net debt, IFRS taking into account the goodwill and acquisition 2021 €m €m €m €m €m €m
16 lease liabilities and derivatives intangible balances Operating profit (loss) 46.3 14.4 (4.5) (7.9) (12.2) 36.1
Adjusted free cash flow Net cash generated from operating activities including interest, tax and Measure of cash generation in the underlying Non-trading and exceptional items
replacement capital spend and excluding cash flows from non-trading and business, including regular replacement capital (excluding finance items) 7.4 8.7 4.8 10.3 5.7 36.9
exceptional items, Covid-19 tax deferral payments or receipts, settlement expenditure and excluding items of a historic
of ATM soil liabilities and cash flows relating to the UK PPP contracts. nature, to fund growth capital projects and invest Underlying EBIT 53.7 23.1 0.3 2.4 (6.5) 73.0
Payment to fund defined benefit pension schemes are also excluded as in acquisitions. We classify our capital spend into Depreciation and impairment of property, plant and
these schemes are now closed to both new members and ongoing accrual general replacement expenditure and growth equipment and right-of-use assets 59.8 29.1 14.0 8.7 4.9 116.5
and as such relate to historic liabilities. The Municipal contract cash flows capital projects which include the innovation Amortisation of intangible assets (excluding
are excluded because they principally relate to onerous contracts as portfolio and other large strategic investments acquisition intangibles) 1.2 0.1 0.6 0.6 3.8 6.3
reported in exceptional charges in the past and caused by adverse market
conditions not identified at the inception of the contract Non-exceptional (gain) loss on disposal of property,
plant and equipment (0.8) 0.2 0.1 0.3 0.1 (0.1)
Free cash flow Net cash generated from operating activities principally excluding non- Measure of cash available after regular
trading and exceptional items and including interest, tax and replacement replacement capital expenditure to pay Underlying EBITDA 113.9 52.5 15.0 12.0 2.3 195.7
capital spend dividends, fund growth capital projects and invest * The comparatives for operating loss and non-trading and exceptional items in Group central services have been restated following the change in accounting policy in relation
in acquisitions to Software as a Service arrangements as explained in section 1 Basis of preparation.
Free cash flow The ratio of free cash flow to underlying EBIT Provides an understanding of how our profits
conversion convert into cash
Reconciliation of statutory profit before tax to underlying profit before tax
Non-trading and Renewi 2.0 and other exceptional cash flows are presented in cash flows Provides useful information on non-trading and
exceptional cash from operating activities and are included in the categories in note 3.3, exceptional cash flow spend
flow items net of opening and closing Balance Sheet positions Restated*
Total cash flow Total cash flow is net debt excluding loan fee capitalisation and Provides an understanding of total cash flow of 2022 2021
amortisation, exchange movements, settlement of cross-currency interest the Group €m €m
rate swaps, movement in PPP cash and PPP non-recourse debt and Statutory profit before tax 95.7 10.9
additions to IFRS 16 lease liabilities
Non-trading and exceptional items in operating profit 9.6 36.9
Core cash Core cash excludes cash and cash equivalents relating to UK The cash relating to UK PPP contracts is not freely
PPP contracts available to the Group and is excluded from Non-trading and exceptional finance net income (0.1) (0.4)
financial covenant calculations of the main Underlying profit before tax 105.2 47.4
multicurrency green finance facility therefore
excluding this gives a suitable measure of cash for * The comparatives for statutory profit before tax and non-trading and exceptional items in operating profit have been restated following the change in accounting policy
the Group in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.

Core net debt Core net debt includes core cash excludes debt relating to the UK PPP The borrowings relating to the UK PPP contracts
contracts and lease liabilities as a result of IFRS 16 are non-recourse to the Group and excluding
these gives a suitable measure of indebtedness
for the Group and IFRS 16 lease liabilities are
excluded as financial covenants on the main
multicurrency green finance facility remain on a
frozen GAAP basis
Liquidity Liquidity headroom includes core cash, money market funds and Provides an understanding of available
undrawn committed amounts on the multicurrency green finance facility headroom to the Group
Net debt to Adjusted net debt to a comparable adjusted annualised underlying Commonly used measure of financial leverage
EBITDA/leverage ratio EBITDA in accordance with frozen GAAP, excluding lease liabilities which and consistent with covenant definition
are a result of IFRS 16, and translated at an average rate of exchange for
the period

240 241
 Notes to the financial statements continued

SECTION 8. OTHER NOTES CONTINUED SECTION 8. OTHER NOTES CONTINUED

8.3 Explanation of non-IFRS measures and reconciliations continued 8.3 Explanation of non-IFRS measures and reconciliations continued

Reconciliation of adjusted free cash flow as presented in the Finance review Reconciliation of property, plant and equipment additions to replacement capital expenditure as presented in the Finance review

Restated* Restated*
2022 2021 2022 2021
€m €m €m €m
Net cash generated from operating activities 180.4 238.7 Property, plant and equipment additions (note 4.2) (73.3) (61.1)
Exclude non-trading and exceptional provisions and working capital 11.0 17.3 Intangible asset additions (note 4.1) (9.3) (11.3)
Exclude payments to fund defined benefit pension schemes 3.6 3.6 Reversal of capitalised SaaS costs in the year ended 31 March 2021 – 4.7
Exclude deferred Covid taxes 10.6 (54.1) Proceeds from disposals of property, plant and equipment 4.7 4.5
Exclude offtake of ATM soil 10.3 2.6 Movement in capital creditors (included in trade and other payables) (1.9) 5.6
Exclude UK Municipal contracts 9.2 19.3 Growth capital expenditure – as disclosed in the Finance review 13.1 6.9
Include finance charges and loan fees paid (excluding exceptional finance charges) (28.4) (30.8) Government grant received in a prior period transferred to property, plant and equipment (1.5) –
Include finance income received 9.9 10.2 Replacement capital expenditure per Finance review (68.2) (50.7)
Include repayment of obligations under lease liabilities (44.2) (40.4)
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.
Include purchases of replacement items of intangible assets (8.4) (4.1)
Include purchases of replacement items of property, plant and equipment (64.5) (51.1)
Reconciliation of total cash flow as presented in the Finance review
Include proceeds from disposals of property, plant and equipment 4.7 4.5
Include repayment of UK Municipal contracts PPP debt (5.7) (4.1)
Restated*
Included capital received in respect of PPP financial assets net of outflows 5.7 3.2 2022 2021
Include movement in UK Municipal contracts PPP cash (3.6) (1.3) €m €m
Adjusted free cash flow 90.6 113.5 Total cash flow 29.4 117.5
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation. Additions to lease liabilities (25.6) (60.9)
Repayment of obligations under lease liabilities 44.2 40.4
Reconciliation of net capital spend in the Finance review to purchases and disposal proceeds of property, plant and equipment Movement in PPP non-recourse debt 5.7 4.1
and intangible assets within Investing activities in the consolidated Statement of Cash Flows Movement in PPP cash and cash equivalents 3.6 1.3
Capitalisation of loan fees net of amortisation (0.3) (1.3)
Restated* Exchange movements 0.7 (10.3)
2022 2021 Settlement of cross-currency interest rate swaps 6.4 –
€m €m Movement in total net debt (note 5.1) 64.1 90.8
Purchases of intangible assets (8.4) (4.1)
* The comparatives for movements in PPP non-recourse debt and PPP cash and cash equivalents have been restated as explained in section 1 Basis of preparation.
Purchases of replacement property, plant and equipment (64.5) (51.1)
Proceed from disposals of property, plant and equipment 4.7 4.5
Reconciliation of total net debt to net debt under covenant definition
Net replacement capital expenditure (68.2) (50.7)
Growth capital expenditure (13.1) (6.9)
Restated*
Total capital spend as shown in the cash flow in the Finance review (81.3) (57.6) 2022 2021
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation. €m €m
Total net debt (604.0) (668.1)
Restated* Less PPP non-recourse debt 100.2 105.1
2022 2021 Plus PPP cash and cash equivalents (21.1) (17.3)
€m €m Less IFRS 16 lease liabilities 221.9 236.7
Purchases of intangible assets (8.4) (4.1) Net debt under covenant definition (303.0) (343.6)
Purchases of property, plant and equipment (replacement and growth) (77.6) (58.0)
* The comparatives for PPP non-recourse debt and PPP cash and cash equivalents have been restated as explained in section 1 Basis of preparation.
Proceed from disposals of property, plant and equipment 4.7 4.5
Purchases and disposal proceeds of property, plant and equipment and intangible assets within Investing
activities in the consolidated Statement of Cash Flows (81.3) (57.6)
* The comparatives have been restated following the change in accounting policy in relation to Software as a Service arrangements as explained in section 1 Basis of preparation.

242 243
 Notes to the financial statements continued Consolidated five year financial summary

SECTION 8. OTHER NOTES CONTINUED Restated*

2022 2021 2020 2019 2018
8.4 Contingent liabilities €m €m €m €m €m
There is an ongoing investigation by the European Commission in which it alleges the Walloon region of Belgium provided state aid to Consolidated Income Statement
the Group in relation to the Cetem landfill. An adverse judgement would require the Walloon region to seek repayment from the Group. Revenue from continuing operations1 1,869.2 1,693.6 1,775.4 1,780.7 1,760.3
Both the Walloon Region and Renewi believe that no state aid was offered and will defend their conduct vigorously. Renewi has Underlying EBIT from continuing operations1 133.6 73.0 87.6 85.5 82.5
provided €15m based on legal advice which represents management’s best estimate of the most likely outcome. It is noted that the Finance charges – interest (19.2) (19.3) (23.4) (13.3) (14.0)
potential maximum claim is €58m (excluding compound interest currently amounting to €5m), and therefore there is a potential further Finance charges – other (9.7) (7.9) (11.0) (10.1) (8.8)
liability should the Group be wholly unsuccessful in its defence. A ruling from the European Commission has not been received and is Share of results from associates and joint ventures 0.5 1.6 0.9 0.4 2.6
expected during FY23 but no monies would likely become payable until FY24 should the European Commission conclude Renewi did Profit from continuing operations before exceptional items and tax
(underlying profit) 105.2 47.4 54.1 62.5 62.3
receive state aid.
Non-trading and exceptional items (9.5) (36.5) (113.5) (151.5) (115.1)
Profit (loss) before tax from continuing operations 95.7 10.9 (59.4) (89.0) (52.8)
The criminal investigation into the production of thermally cleaned soil at ATM has been closed without any prosecution. It is noted that
Taxation (26.4) (11.6) (13.3) (15.6) (15.7)
there are discussions ongoing on the application of thermally cleaned soil in certain areas in the Netherlands and it cannot be ruled out
Exceptional tax and tax on exceptional items 6.1 6.2 12.2 28.0 17.1
that this could result in liability for damages resulting from third party claims in the future.
Profit (loss) after tax from continuing operations 75.4 5.5 (60.5) (76.6) (51.4)
Loss after tax from discontinued operations – – (16.6) (21.1) (2.5)
Due to the nature of the industry in which the business operates, from time to time the Group is made aware of claims or litigation
Profit (loss) for the year 75.4 5.5 (77.1) (97.7) (53.9)
arising in the ordinary course of the Group’s business. Provision is made for the Directors’ best estimate of all known claims and all such
Profit (loss) attributable to:
legal actions in progress. The Group takes legal advice as to the likelihood of success of claims and actions and no provision is made
Owners of the parent 74.5 5.6 (77.9) (92.8) (54.2)
where the Directors consider, based on that advice, that the action is unlikely to succeed or a sufficiently reliable estimate of the
Non-controlling interests 0.9 (0.1) 0.8 (4.9) 0.3
potential obligation cannot be made. None of these other matters are expected to have a material impact.
75.4 5.5 (77.1) (97.7) (53.9)

Under the terms of sale agreements, the Group has given a number of indemnities and warranties relating to businesses sold in prior
Consolidated Balance Sheet
periods. Different warranty periods are in existence and it is assumed that these will expire within 15 years. Based on management’s Non-current assets 1,565.9 1,612.3 1,625.8 1,439.6 1,669.2
assessment of the most likely outcome appropriate warranty provisions are held. Other assets less liabilities (623.7) (706.6) (631.6) (472.7) (637.7)
Total net debt (604.0) (668.1) (758.9) (647.4) (595.2)
In respect of contractual liabilities the Group and its subsidiaries have given guarantees and entered into counter indemnities of bonds Net assets 338.2 237.6 235.3 319.5 436.3
and guarantees given on their behalf by sureties and banks totalling €226.0m (2021: €219.8m). Equity attributable to owners of the parent
Share capital and share premium 573.3 573.1 573.1 573.1 573.1
8.5 Events after the balance sheet date Exchange reserve and retained earnings (242.1) (341.6) (339.2) (254.6) (142.9)
On 24 May 2022 the Group announced that it had signed a conditional agreement to acquire 100% of the shares of GMP Exploitatie BV 331.2 231.5 233.9 318.5 430.2
(“Paro”), an Amsterdam based commercial waste and recycling business. The agreement is conditional upon competition approval and Non-controlling interests 7.0 6.1 1.4 1.0 6.1
completion of relevant employee representation procedures. The cash consideration will be €53.5m including debt with the net assets Total equity 338.2 237.6 235.3 319.5 436.3
to be determined on the date the acquisition completes later in 2022.
Financial ratios
Underlying earnings per share – continuing operations
(cents per share) 2 98c 45c 51c 59c 58c
Basic earnings (loss) per share – continuing operations
(cents per share) 2 93c 7c (77)c (90)c (65)c
Dividend per share (pence per share) 2 – – 4.5p 14.5p 30.5p
1. Revenue and underlying EBIT from continuing operations is stated before non-trading and exceptional items as set out in note 3.3.
2. For all prior years, earnings per share and dividend per share have been recalculated to reflect the share consolidation as set out in section 1 Basis of preparation.
* The comparatives for the year ended 2021 have been restated due to prior period adjustments as explained in section 1 Basis of preparation.

244 245
 Parent company Balance Sheet Parent company Statement of Changes in Equity
As at 31 March 2022 For the year ended 31 March 2022

31 March 31 March Share Share Retained Total

2022 2021 capital premium earnings equity
Note £m £m Note £m £m £m £m
Assets Balance at 1 April 2021 80.0 401.4 155.4 636.8
Non-current assets Profit for the year – – 9.1 9.1
Intangible assets 6 0.2 0.3 Other comprehensive income (loss):
Property, plant and equipment 7 0.2 0.2 Actuarial gain on defined benefit pension scheme 15 – – 7.7 7.7
Investments 8 525.8 524.5 Tax in respect of other comprehensive income items – – (1.7) (1.7)
Defined benefit pension scheme surplus 16 7.3 – Total comprehensive income for the year – – 15.1 15.1
Other receivables 9 363.4 254.2 Transactions with owners in their capacity as owners:
Deferred tax assets 10 7.0 6.1 Share-based compensation 3 – – 2.1 2.1
903.9 785.3 Movement in tax arising on share-based compensation – – 1.1 1.1
Current assets Proceeds from exercise of employee options 16 – 0.2 – 0.2
Trade and other receivables 9 6.5 6.0 Own shares purchased by the Employee Share Trust 16 – – (1.5) (1.5)
Cash and cash equivalents 11 8.3 8.8 Balance at 31 March 2022 80.0 401.6 172.2 653.8
14.8 14.8
Total assets 918.7 800.1 Balance at 1 April 2020 80.0 401.4 139.1 620.5
Liabilities Profit for the year – – 32.8 32.8
Non-current liabilities Other comprehensive (loss) income:
Borrowings 12 (168.3) (148.6) Actuarial gain on defined benefit pension scheme 15 – – (21.0) (21.0)
Provisions (1.1) – Tax in respect of other comprehensive income items – – 4.0 4.0
Defined benefit pension scheme deficit 15 – (3.4) Total comprehensive income for the year – – 15.8 15.8
(169.4) (152.0) Transactions with owners in their capacity as owners:
Current liabilities Share-based compensation 3 – – 1.3 1.3
Borrowings 12 (84.5) – Movement in tax arising on share-based compensation – – 0.3 0.3
Trade and other payables 13 (10.2) (7.8) Own shares purchased by the Employee Share Trust 16 – – (1.1) (1.1)
Provisions 14 (0.8) (3.5) Balance at 31 March 2021 80.0 401.4 155.4 636.8
(95.5) (11.3)
Total liabilities (264.9) (163.3)
Net assets 653.8 636.8
Equity
Share capital 16 80.0 80.0
Share premium 16 401.6 401.4
Retained earnings* 172.2 155.4
Total equity 653.8 636.8
* As permitted by section 408 of the Companies Act, the Company has elected not to present its own Income Statement or Statement of Comprehensive Income.
The Company reported a profit for the year ended 31 March 2022 of £9.1m (2021: £32.8m).

The notes on pages 249 to 257 are an integral part of these financial statements.

These Financial Statements were approved by the Board of Directors and authorised for issue on 24 May 2022. They were signed on its
behalf by:

Ben Verwaayen Otto de Bont

Chairman Chief Executive Officer

246 247
 Parent company Statement of Cash Flows Notes to the parent company financial statements
For the year ended 31 March 2022

2022 2021 1. ACCOUNTING POLICIES – COMPANY

£m £m
Profit before tax 7.0 32.7 General information
Fair value loss on financial instruments – (0.1) Renewi plc is a public limited company listed on the London Stock Exchange with a secondary listing on Euronext Amsterdam.
Finance income (18.5) (18.0) Renewi plc is incorporated and domiciled in Scotland under the Companies Act 2006, registered number SC077438. The address
Finance charges 9.6 7.1 of the registered office is given on page 261. The nature of the Company’s principal activity is a head office corporate function.
Operating profit (1.9) 21.7
Amortisation of intangible assets 0.1 0.1 The financial statements for Renewi plc the Company are presented in Sterling being the functional currency of the entity and are
Dividend income (3.5) (28.0) rounded to the nearest £0.1m unless otherwise stated.
Net decrease in provisions (1.6) (0.5)
Payment related to committed funding of the defined benefit pension scheme (3.1) (3.1) Basis of preparation
Share-based compensation 2.1 1.3 The separate financial statements of the Company are presented in compliance with the requirements for companies whose shares are
Exchange gain 0.6 3.1 listed on the London Stock Exchange. They have been prepared on the historical cost basis, except for share-based payments, which are
Operating cash flows before movement in working capital (7.3) (5.4) stated at fair value. The policies set out below have been consistently applied. The Company has applied all accounting standards and
Increase in receivables (109.7) (0.9) interpretations issued relevant to its operations and effective for accounting periods beginning on 1 April 2021.
Increase (decrease) in payables 0.1 (2.0)
Cash flows from operating activities (116.9) (8.3) Going concern
Income tax received 0.6 0.7 Having assessed the principal risks and other matters in connection with the viability statement, the Directors consider it appropriate
Net cash outflow from operating activities (116.3) (7.6) to continue to adopt the going concern basis of accounting in preparing these financial statements.
Investing activities
Dividend received in cash 2.2 28.0 Statement of compliance
Finance income 16.8 15.0 The financial statements are prepared in accordance with UK adopted international accounting standards in conformity with the
Net cash inflow from investing activities 19.0 43.0 requirements of the Companies Act 2006.
Financing activities
Proceeds from share issues 0.2 – New standards and interpretations not yet adopted
Finance charges and loan fees paid (8.8) (6.6) Standards and interpretations issued by the International Accounting Standards Board (IASB) are only applicable if endorsed by the
Proceeds from retail bonds 106.9 –
UK Endorsement Board (UKEB). There were no new standards, amendments to standards or interpretations not yet effective that would
Proceeds from bank borrowings 2.6 8.0
be expected to have a material impact on the Company.
Repayment of bank borrowings (2.6) (29.7)
Investment in own shares by the Employee Share Trust (1.5) (1.1)
Intangible assets
Net cash inflow (outflow) from financing activities 96.8 (29.4)
Computer software is capitalised on the basis of the costs incurred to purchase and bring the assets into use. These costs are amortised
Net (decrease) increase in cash and cash equivalents (0.5) 6.0
over the estimated useful life ranging from one to five years on a straight-line basis.
Cash and cash equivalents at the beginning of the year 8.8 2.8
Cash and cash equivalents at the end of the year 8.3 8.8
Property, plant and equipment
Property, plant and equipment, except for freehold land, is stated at cost less accumulated depreciation and provision for impairment.
Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its
intended use. Freehold land is not depreciated. The asset’s residual values and useful lives are reviewed and adjusted if appropriate at
the end of each reporting period.

Depreciation is provided to write off the cost of fixtures and fittings (less the expected residual value) on a straight-line basis over an
expected useful life of up to 10 years.

Assets are reviewed for impairment whenever events or circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are
discounted to their present value. An impairment loss is recognised immediately as an operating expense and at each subsequent
reporting date the impairment is reviewed for possible reversal.

Investments in subsidiary undertakings

Investments in subsidiary undertakings are stated at cost less any provision for impairment in value. Investments are reviewed for
impairment whenever events or circumstances indicate that the carrying amount may not be recoverable. An impairment provision is
recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of
fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value.

248 249
 Notes to the parent company financial statements continued

1. ACCOUNTING POLICIES – COMPANY CONTINUED 1. ACCOUNTING POLICIES – COMPANY CONTINUED

Provisions Trade payables
Provisions are recognised where there is a present legal or constructive obligation as a result of a past event and it is probable that an Trade payables are not interest bearing and are stated initially at fair value and subsequently held at amortised cost.
outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the
amount of the obligation. Amounts owed to subsidiary undertakings
Amounts owed to subsidiary undertakings are initially recognised at fair value and subsequently held at amortised cost.
Employee benefits
Retirement benefits Other receivables and other payables
The Company accounts for pensions and similar benefits under IAS 19 (revised) Employee Benefits. For defined benefit plans, obligations Other receivables and other payables are initially recognised at fair value and subsequently measured at amortised cost.
are measured at discounted present value whilst plan assets are recorded at fair value. The operating and financing costs of the plans are
recognised separately in the Income Statement. Interest is calculated by applying the discount rate to the net defined pension liability. Called up share capital
Actuarial gains and losses are recognised in full through the Statement of Comprehensive Income; surpluses are recognised only to the Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or share options are
extent that they are recoverable. Movements in irrecoverable surpluses are recognised immediately in the Statement of Comprehensive shown in equity as a deduction, net of tax, from the proceeds. The share premium account represents any excess of the net proceeds
Income. Payments to defined contribution schemes are charged to the Income Statement as they become due. over the nominal value of any shares issued.

Share-based payments Dividends

The Company issues equity-settled share-based awards to certain employees. The fair value of share-based awards is determined at the Dividend distributions to the equity holders are recognised in the period in which they are approved by the shareholders in general
date of grant and expensed on a straight-line basis over the vesting period with a corresponding increase in equity based on the meeting. Interim dividends are recognised when paid.
Company’s estimate of the shares that will eventually vest. At each balance sheet date, the Company revises its estimates of the number
of awards that are expected to vest based on service and non-market performance conditions. The amount expensed is adjusted over 2. KEY ACCOUNTING JUDGEMENTS AND ESTIMATES
the vesting period for changes in the estimate of the number of shares that will eventually vest, save for changes resulting from any
market-related performance conditions. The preparation of financial statements in accordance with IFRS requires management to make judgements, estimates and
assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenditure. The areas
Taxation involving a higher degree of judgement or complexity are set out below and in more detail in the related note.
Current tax
Current tax is based on taxable profit or loss for the year. Taxable profit differs from profit before tax in the Income Statement because Defined benefit pension scheme
it excludes items of income or expense that are taxable or deductible in other years or that are never taxable or deductible. The asset The Company operates a defined benefit scheme in the UK for which an actuarial valuation is carried out as determined by the trustees
or liability for current tax is calculated using tax rates that have been enacted, or substantively enacted, at the balance sheet date. at intervals of not more than three years. The pension cost under IAS 19 (revised) Employee Benefits is assessed in accordance with
management’s best estimates using the advice of an independent qualified actuary and assumptions in the latest actuarial valuation.
Deferred tax Management have concluded that the pension scheme rules determine that upon winding up the scheme the Company has an
Deferred tax is recognised in full where the carrying value of assets and liabilities in the financial statements is different to the unconditional right to a refund of any surplus once all the liabilities have been discharged and that the trustees of the scheme do not
corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are generally recognised for all taxable have the unilateral right to wind up the scheme, therefore the asset is not restricted and no additional liability was recognised. The
temporary differences and deferred tax assets are recognised to the extent that it is probable that the taxable profits will be available principal assumptions in connection with the retirement benefit scheme are set out in note 7.2 of the Group financial statements.
against which deductible temporary differences can be utilised. Deferred tax is calculated at the tax rates that have been substantively
enacted at the balance sheet date. Deferred tax is charged or credited in the Income Statement, except where it relates to items charged Impairment of investments in subsidiary undertakings
or credited directly to equity in which case the deferred tax is also dealt with in equity. Investments in subsidiary undertakings are reviewed for impairment whenever events or circumstances indicate that the carrying value
may not be recoverable. The carrying value is estimated based on projected cash flows which may be long term in nature as detailed
Foreign currencies in note 8.
The functional currency of the Company is Sterling. Monetary assets and liabilities denominated in foreign currencies at the year end are
translated at the period end exchange rates. Foreign currency gains or losses are credited or charged to the profit and loss account as 3. EMPLOYEES
they arise. 2022 2021
Staff costs £m £m
Financial instruments Wages and salaries 4.1 4.0
Amounts owed by subsidiary undertakings Social security costs 0.4 0.3
Amounts owed by subsidiary undertakings are initially recognised at fair value and subsequently measured at amortised cost using Share-based benefits 2.1 1.3
the effective interest method less any provision for impairment losses. The Company measures impairment losses using the general Other pension costs 0.1 0.1
expected credit loss model taking into account objective evidence of impairment as a result of assessing the estimated future cash Total staff costs 6.7 5.7
flows of the financial asset.

Cash and cash equivalents The average number of people (including executive directors) employed by the Company was 18 employees (2021: 17).
Cash and cash equivalents comprise cash balances and call deposits with a maturity of three months or less and is held at amortised cost.
See pages 138 to 155 of the Directors’ Remuneration report for details of the remuneration of executive and non-executive Directors and
External borrowings their interest in shares and options of the Company. Further details on share-based payments are set out in note 7.3 of the Group
Retail bonds and bank loans are recorded at the proceeds received, net of direct issue costs. Finance charges, including premiums financial statements.
payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the Income Statement using the
effective interest rate method.

250 251
 Notes to the parent company financial statements continued

4. AUDITORS’ REMUNERATION 8. INVESTMENTS

The auditors’ remuneration for audit services to the Company was £0.1m (2021: £0.1m) and the fees paid to BDO LLP and its associates for Investments
non-audit services for audit related assurance services for the Company were £35,000 (2021: £nil). in subsidiary
undertakings
£m
5. DIVIDENDS At 1 April 2020 and 2021 524.5
The Directors have not recommended a final dividend for the year ended March 2022 (2021: nil). Additions 1.3
At 31 March 2022 525.8
6. INTANGIBLE ASSETS
During the year the Company made a further investment of £1.3m in an existing subsidiary.
Computer
Software
£m In the opinion of the Directors, the value of investments in subsidiary undertakings is not less than the aggregate amount of £525.8m
Cost (2021: £524.5m). This assessment is based on the value in use calculated with reference to the discounted cash flow forecasts for each
At 1 April 2020, 31 March 2021 and 31 March 2022 0.5 of the reporting segments of the Group as set out in note 4.1 of the Group financial statements. The Group performs sensitivity analysis
Accumulated amortisation and impairment of the impairment testing by considering reasonably possible changes in the key assumptions used. The results of sensitivities performed
At 1 April 2020 0.1 demonstrated significant headroom and it is concluded that no reasonably possible change to the assumptions would result in an
Amortisation charge 0.1 impairment charge.
At 1 April 2021 0.2
Amortisation charge 0.1 9. TRADE AND OTHER RECEIVABLES
At 31 March 2022 0.3
Net book value 2022 2021
£m £m
At 31 March 2022 0.2
At 31 March 2021 0.3 Non-current assets
At 31 March 2020 0.4 Amounts owed by subsidiary undertakings 363.4 254.2
Current assets
Amounts owed by subsidiary undertakings 4.1 4.3
7. PROPERTY, PLANT AND EQUIPMENT Other receivables 0.4 0.9
Prepayments 2.0 0.8
Fixtures and 6.5 6.0
Land fittings Total
£m £m £m
Cost The carrying amounts of trade and other receivables are denominated in the following currencies:
At 1 April 2020, 31 March 2021 and 31 March 2022 0.1 0.2 0.3
Accumulated depreciation and impairment 2022 2021
At 1 April 2020, 31 March 2021 and 31 March 2022 – 0.1 0.1 £m £m
Net book value Sterling 33.6 19.2
At 31 March 2022 0.1 0.1 0.2 Euro 336.3 241.0
At 31 March 2021 0.1 0.1 0.2 369.9 260.2
At 31 March 2020 0.1 0.1 0.2

During the year an expected credit loss allowance of £2.0m (2021: £1.3m) was charged to the Income Statement in relation to loans
owed by subsidiary undertakings in the UK Municipal business. The Directors do not consider there to be any significant increases in
credit risk in relation to the remaining receivables.

Interest on amounts owed by subsidiary undertakings is received at rates of between 0% and 14% (2021: 0% and 14%), the balances are
unsecured and repayable either on demand or in accordance with the loan agreements with a final repayment date of 30 September 2039.

252 253
 Notes to the parent company financial statements continued

10. DEFERRED TAX ASSET 13. TRADE AND OTHER PAYABLES

Deferred tax is provided in full on temporary differences under the liability method using the applicable tax rate. 2022 2021
£m £m
Retirement Other Trade payables 0.2 0.2
benefit timing Other tax and social security payable 0.4 0.3
scheme Tax losses differences Total Accruals and other payables 9.5 7.1
£m £m £m £m Amounts owed to Group undertakings 0.1 0.2
At 31 March 2020 (2.7) 5.2 0.3 2.8 10.2 7.8
Charge to Income Statement (0.7) (0.2) (0.1) (1.0)
Credit to equity 4.0 – 0.3 4.3
At 31 March 2021 0.6 5.0 0.5 6.1 The carrying amounts of trade and other payables are denominated in the following currencies:
(Charge) credit to Income Statement (0.7) 2.3 (0.1) 1.5
(Charge) credit to equity (1.7) – 1.1 (0.6) 2022 2021
At 31 March 2022 (1.8) 7.3 1.5 7.0 £m £m
Sterling 3.7 3.6
Euro 6.5 4.2
The majority of the £7.0m (2021: £6.1m) deferred tax asset is expected to be recovered after more than one year. 10.2 7.8

As at 31 March 2022, the Company has unused tax losses (tax effect) of £7.3m (2021: £5.0m) available for offset against future profits.
A deferred tax asset has been recognised in respect of £7.3m (2021: £5.0m) of such losses and recognition is based on management’s Amounts owed to Group undertakings are interest free, unsecured and repayable upon demand.
projections of future profits in the Company. Tax losses may be carried forward indefinitely.
14. PROVISIONS
11. CASH AND CASH EQUIVALENTS £m
The carrying amount of cash and cash equivalents of £8.3m (2021: £8.8m) was denominated in the following currencies: At 1 April 2021 3.5
Additions 0.2
2022 2021 Released in the year (0.4)
£m £m Utilised in the year (1.4)
Sterling 8.3 8.4 At 31 March 2022 1.9
Euro – 0.2
Canadian Dollar – 0.2
Provisions principally include warranties, whereby under the terms of the agreements for the disposal of certain businesses, the
8.3 8.8 Company has given warranties to the purchasers which may give rise to payments. The Company has the liability until the end of the
contractual terms in the agreements.
12. BORROWINGS
15. RETIREMENT BENEFIT SCHEME
2022 2021
£m £m The Company’s defined benefit pension scheme (called the Shanks Group Pension Scheme) covers eligible UK employees and is closed
Non-current borrowings to new entrants and closed for future benefit accrual. The plan provides benefits to members in the form of a guaranteed level of
Retail bonds 168.3 148.6 pension payable for life and the level of benefits provided depends on the members’ length of service and salary. The total estimated
Current borrowings contributions expected to be paid to the scheme in the year ending 31 March 2023 are £3.0m. Further details are provided in note 7.2 of
Retail bonds 84.5 – the Group financial statements.

At 31 March 2022 the Group had three issues of green retail bonds. The bonds of £84.5m (€100m) (2021: £85.0m (€100m)) maturing in
June 2022 have an annual gross coupon of 3.65%, the bonds of £63.1m (€75m) (2021: £63.6m (€75m)) maturing in July 2024 have an
annual gross coupon of 3.00% and the bonds of £105.2m (€125m) issued on 23 July 2021 maturing in July 2027 have an annual gross
coupon of 3.00%.

Of the non-current borrowings of £168.3m (2021: £148.6m), £nil (2021: £85.0m) is due to be repaid between one and two years, £63.1m
(2021: £63.6m) is due to be repaid between two and five years and £105.2m (2021: £nil) is due to be repaid after five years.

The carrying amounts of borrowings are denominated in Euros.

254 255
 Notes to the parent company financial statements continued

16. SHARE CAPITAL AND SHARE PREMIUM 17. FINANCIAL INSTRUMENTS CONTINUED
At the Annual General Meeting of Renewi plc held on 15 July 2021, shareholders approved the consolidation of the Company’s share The following table analyses the Company’s financial liabilities including derivative financial instruments into relevant maturity
capital on the basis of one new ordinary share with a nominal value of £1.00 each for every ten existing ordinary shares of 10 pence each groupings. The mpaturities of the undiscounted cash flows, including interest and principal, at the balance sheet date are based
held. This was subsequently completed on 19 July 2021 when the issued share capital of 800,236,740 10 pence shares were replaced on the earliest date on which the Company is obliged to pay.
with 80,023,674 £1 shares.
Within Between one Over five
Share capital – Share one year and five years years Total
Ordinary shares premium £m £m £m £m
Number £m £m At 31 March 2022
Share capital allotted, called up and fully paid Retail bonds 92.7 79.8 108.7 281.2
Trade and other payables 3.8 – – 3.8
At 1 April 2020 and 31 March 2021 (ordinary shares of 10p each) 800,141,536 80.0 401.4
Issued under share option schemes – prior to share consolidation (ordinary shares of 10p each) 95,204 – – 96.5 79.8 108.7 285.0
Ordinary shares of 10p each held on 19 July prior to the consolidation 800,236,740 80.0 401.4 At 31 March 2021
Adjustment to number of shares following the share consolidation (720,213,066) – – Retail bonds 5.0 157.9 – 162.9
Issued under share option schemes (ordinary shares of £1 each) 36,263 – 0.2 Trade and other payables 7.8 – – 7.8
At 31 March 2022 (ordinary shares of £1 each) 80,059,937 80.0 401.6 12.8 157.9 – 170.7

During the year 95,204 (2021: nil) ordinary shares of 10p each were allotted prior to the share consolidation and 36,263 ordinary shares 18. CONTINGENT LIABILITIES
of £1 each were issued after the consolidation being the exercise of share options under the Savings Related Share Option Schemes for
an aggregated consideration of £0.2m (2021: £nil). Further disclosure relating to share-based options are set out in note. 7.3 of the In addition to the contingent liabilities as referred to in note 8.4 of the Group financial statements, the Company has given guarantees in
Group financial statements. respect of the Group’s subsidiary undertakings’ borrowing facilities totalling £74.8m (2021: £220.0m). The Company also has contingent
liabilities in respect of both VAT and HM Revenue & Customs group payment arrangements of £1.6m (2021: £1.1m).
Renewi plc Employee Share Trust
The Renewi plc Employee Share Trust owns 552,851 £1 shares (0.7%) (2021: 4,302,746 10 pence shares (0.6%)) of the issued share capital 19. RELATED PARTY TRANSACTIONS
of the Company in trust for the benefit of employees of the Group. The Trust waives its dividend entitlement. Retained earnings include
A list of the Company’s subsidiaries is set out in note 8.1 of the Group financial statements. Transactions with subsidiaries relate to
ordinary shares held by the Trust to satisfy future share awards which are recorded at cost. During the year 798,433 10 pence shares
interest on intercompany loans, management charges and dividends. Net interest income was £18.6m (2021: £17.5m), management
(2021: 4,419,977 10 pence shares) were transferred to individuals under the LTIP and DAB schemes prior to the share consolidation and
charges were £5.4m (2021: £3.8m) and dividends received were £3.5m (2021: £28.0m). Total outstanding balances are listed in notes
34,580 £1 shares were issued under the DAB scheme after the consolidation. During the year 237,000 £1 shares (2021: 3,888,031 10 pence
9 and 13.
shares) were purchased by the Trust at a cost of £1.5m (2021: £1.1m).

17. FINANCIAL INSTRUMENTS

The carrying value of the Company’s financial assets and financial liabilities is shown below:

2022 2021
Note £m £m
Financial assets
Trade and other receivables excluding prepayments 9 367.9 260.8
Cash and cash equivalents 11 8.3 8.8
376.2 269.6
Financial liabilities
Retail bonds 12 252.8 148.6
Trade and other payables excluding non-financial liabilities 13 9.8 7.5
262.6 156.1

The fair value of financial assets and financial liabilities is not materially different to their carrying value except for the retail bonds which
have a fair value of £253.6m (2021: £152.5m).

256 257
 OTHER INFORMATION
Seraing, Commercial Waste Belgium

Renewi plc
Annual Report and Accounts 2022 259
 Shareholder Company
society account, and who wish to do so, should complete a
mandate form obtainable from Computershare. Overseas

Strategic
report
shareholders wishing to receive their dividend payment in local
information currency can now do so using Computershare’s Global Payments
Service.
information
Financial calendar
14 July 2022 Annual General Meeting

Governance
November 2022 Announcement of interim results

report
31 March 2023 2023 financial year end
May/June 2023 Announcement of 2023 results

For updates to the calendar during the year, please visit the
Company website: renewi.com.

ShareGift

statements
Financial
Holders % Shares held % If shareholders have only a small number of shares, the value of Principal offices Corporate advisers
Private shareholders 1,518 73.4 791,180 1.0 which makes it uneconomical to sell, they may wish to consider
donating them to the charity ShareGift (UK registered charity no. Renewi Commercial Waste Netherlands Corporate Head Office Independent Auditors
Corporate shareholders 549 26.6 79,268,757 99.0
1052686). Flight Forum 240 Renewi plc BDO LLP
Total 2,067 100.0 80,059,937 100.0
5657 DH Eindhoven Dunedin House
Further information may be obtained from its website at The Netherlands Auckland Park, Mount Farm Principal Bankers

information
Size of shareholding Holders % Shares held % sharegift.org or by calling +44 (0)20 7930 3737. Milton Keynes ING Bank N.V.

Other
1 - 5,000 1,771 85.7 951,529 1.2 Renewi Commercial Waste Belgium Buckinghamshire Coöperatieve Rabobank U.A.
5,001 - 25,000 111 5.4 1,345,242 1.7 Electronic shareholder communication Gerard Mercatorstraat 8 MK1 1BU ABN AMRO Bank N.V.
Shareholders may elect to receive future shareholder documents B-3920 UK KBC Bank N.V.
25,001 - 50,000 40 1.9 1,378,069 1.7
and information by email or via the Company’s website. This is Lommel Tel: +44 (0)1908 650580 BNP Paribas Fortis S.A./N.V.
50,001 - 100,000 46 2.2 3,216,680 4.0
intended to help the environment by reducing paper and Belgium HSBC Bank plc
100,001 - 250,000 35 1.7 5,967,652 7.5 transport as well as reducing administrative costs including Company Secretary Landesbank Baden-Wurttemberg
250,001 - 500,000 26 1.3 9,534,565 11.9 printing and postage. Please contact the Company Registrar for Renewi Mineralz & Water Philip Griffin-Smith, FCG
over 500,000 38 1.8 57,666,200 72.0 details. Vlasweg 12 email: [email protected] Financial Advisers
4782 PW Greenhill & Co International LLP
Total 2,067 100.0 80,059,937 100.0 Share fraud warning Moerdijk Website
Fraudsters use persuasive and high-pressure tactics to lure The Netherlands renewi.com Corporate Brokers
Registrar services investors into scams. They may offer to sell shares that turn out Investec
Administrative enquiries concerning shareholdings in the to be worthless or non-existent, or to buy shares at an inflated Renewi Specialities Peel Hunt
Company made via the London Stock Exchange should be price in return for an upfront payment. While high profits are Dunedin House
directed to the Registrar, Computershare Investor Services plc, promised, if you buy or sell shares in this way you will probably Auckland Park, Mount Farm Euronext Listing and Paying Agent
The Pavilions, Bridgwater Road, Bristol BS99 6ZZ. lose your money. Milton Keynes ABN AMRO Bank N.V.
Buckinghamshire
Computershare can also be contacted by telephone on How to avoid fraud MK1 1BU Solicitors
+44 (0)370 707 1290. Shareholders can manage their holding Firms authorised by the Financial Conduct Authority (FCA) in the UK Ashurst LLP
online by registering at investorcentre.co.uk. UK will rarely contact you out of the blue with an offer to buy or Dickson Minto W.S.
sell your shares. If you feel that the person contacting you is not Registered Office
Queries in relation to shareholdings through Euronext should be legitimate, note their name and the firm they work for. You can Renewi plc Remuneration Committee Advisers
directed to Renewi’s Euronext Listing and Paying Agent, ABN check the Financial Services Register at fca.org.uk to see if the 16 Charlotte Square FIT Remuneration Consultants LLP
AMRO Bank N.V. who can be contacted at as.exchange.agency@ person and firm is authorised by the FCA. If the firm does not Edinburgh
nl.abnamro.com. have contact details on the register or they are out of date, call EH2 4DF
the FCA on 0800 111 6768 (from the UK) or +44 20 7066 1000 Registered in Scotland
Website (from abroad). You can search the list of unauthorised firms to No. SC077438
Shareholders are encouraged to visit our website, which has a avoid at fca.org.uk/scams. If you buy or sell shares from an
wealth of information about Renewi. unauthorised firm, you will not have access to the Financial
Ombudsman or Financial Services Compensation Scheme. You
There is a section designed specifically for investors. It includes should always consider getting independent financial advice
detailed coverage of the Renewi share price, annual results, before any transaction.
performance charts, financial news and investor relations’
videos. This Annual Report can also be viewed on our website, Report a scam
together with many other reports, at renewi.com. If you are approached by a fraudster, please tell the FCA
using the share fraud reporting form at fca.org.uk/scams,
Dividends where you can find out more about investment scams, or
Shareholders are strongly encouraged to receive their cash call the FCA Consumer Helpline. If you have already paid
dividends by direct transfer as this ensures dividends are money to share fraudsters, you should contact Action Fraud
credited promptly and efficiently. Shareholders who do not on +44 (0)300 123 2040.
currently have their dividends paid directly to a bank or building

260 Renewi plc

Annual Report and Accounts 2022
Renewi plc
Annual Report and Accounts 2022 261
 Glossary

ABS – Acrylonitrile butadiene styrene LLP – Limited liability partnerships

AD – Anaerobic digestion LTI – Lost time injuries
ATM – Afvalstoffen Terminal Moerdijk, a LTIP – Long-Term Incentive Plan
brand in our Mineralz & Water Division M&A – Mergers and acquisitions
BDR – Barnsley, Doncaster and MBT – Mechanical biological treatment
Rotherham NOx – Gases (nitric oxide and nitrogen
Benelux – The economic union of dioxide) produced when fuel is burned
Belgium, the Netherlands and PFAS – Per- and polyfluoroalkyl
Luxembourg substances
Bio-LNG – Bio-liquefied natural gas PFI – Private finance initiative
C&D – Construction and Demolition PPP – Public private partnership*
CER – Constant exchange rate PS – Polystyrene
CFS – A brand in our Mineralz & Water RDF – Refuse-derived fuel
Division ROA – Return on operating assets
CI – Continuous improvement ROCE – Return on capital employed
CLA – Collective labour agreement SDGs – UN Sustainable
Core net debt – Borrowings less cash Development Goals
from core facilities excluding PPP SHEQ – Safety, health, environment
non-recourse net debt and lease liabilities and quality
as a result of IFRS 16 SPV – Special purpose vehicle
DAB – Deferred annual bonus TCFD – Task Force on Climate-Related
EBIT – Earnings before interest and tax Financial Disclosures
EBITDA – Earnings before interest, tax, TGG – Thermally treated soil
depreciation and amortisation TSR – Total shareholder return
ELWA – East London Waste Authority VGG – Van Gansewinkel Groep B.V.
EPS – Earnings per share WEEE – Waste from electrical and
ESG – Environmental, social and electronic equipment
governance ZEV – Zero-emission vehicle
FCA – Financial Conduct Authority
FTE – Full-time equivalent
HIPS – High Impact Polystyrene
HIT – Hazards, incidents or threats
HWRCs – Household waste recycling
centres
I&C – Industrial and commercial
ICT – Information and communications
technology
IFRS – International Financial Reporting
Standards
IL&T – Human Environment and
Transport Inspectorate
KPI – Key performance indicator

*PPP refers to a public private partnership project in the UK between (1) one or more local
authorities and (2) a special purpose vehicle owned either solely by Renewi or together Designed and produced by Wardour wardour.co.uk.
with joint venture partners and financed with project finance debt, under which Renewi, as Printed by DG3 Newnorth on Revive Silk, a 100% recycled paper which is FSC® certified. Revive Silk is the
operator, performs some of the waste management functions of the relevant local authorities. recipient of certificates and awards associated with its raw materials procurement and manufacture.
These include, where appropriate, those projects that also benefit from central government Revive Silk is also a fully carbon-balanced paper product, and fulfils essential compliance and due diligence
private finance initiative (PFI) credits. requirements for supply chain analysis, as well as social and environmental product risk assessments.
DG3 Newnorth is FSC® and PEFC certified. Its environmental management system is accredited to ISO 14001
and its procedures are accredited to ISO 9001.

262 Renewi plc

Annual Report and Accounts 2022
Please see details on page 260 on how to receive electronic copies of future documentation from Renewi plc.
Cover image: Greg Meeson hitandrun creative studio. Photography: Epsilon Studios
 Renewing Earth
Renewi plc Annual Report and Accounts 2022

Renewi plc Annual Report and Accounts 2022

Renewi plc Dunedin House, Auckland Park, Mount Farm, Milton Keynes, Buckinghamshire MK1 1BU