plx-2024-08-31-en


		Fiscal 2024 annual report		3


Message from the Executive Chair


Didier Michaud-Daniel Executive Chair of the Board of Directors

Pluxee has immense

scope for growth.

The ever-evolving

employee engagement

market has tremendous

potential.

An extraordinary transformation

Publishing our first annual report brings a sense of

accomplishment. It marks the beginning of a new

endeavor — a moment made possible by the people

who laid the groundwork for Pluxee's remarkable

transformation. I especially want to thank our

5,400+ employees around the world, who have

worked tirelessly to make this ambitious spin-off

project a success. Every single one of them has met

this challenge with enthusiasm, rallying around the

shared goal of strengthening our position as a global

leader in Employee Benefits and Engagement.

It has been an honor for me personally to join Pluxee

as Executive Chair of the Board of Directors. My goal

was to create a Board comprised of members whose

experience spans technology start-ups and major

publicly listed companies, individuals with strong

expertise in digital technology, data management,

cybersecurity, payment, human resources and other

areas. I am grateful to all our Board members who

bring their enthusiasm to Pluxee because they see

its potential. And lastly, I want to recognize what a

vote of confidence—and source of stability—it is to

have the support of Bellon S.A. for this new chapter

at Pluxee. Together, we will oversee the Group as it

executes its strategy.

A dynamic, ever-evolving world of work

Pluxee has immense scope for growth. Attracting,

retaining, and engaging employees is a significant

challenge for companies of every size, in every

geography, and in every sector. The ever-evolving

employee engagement market has tremendous

potential.

Meal and Food benefits are where Pluxee got its start,

and we've remained at the forefront of changing

workplace practices for years. Today, through the

broad range of our offering, we want to be our clients'

partner for happy, healthy employees both at work

and in their every day lives.

To navigate the next phase, Pluxee aims to drive

profitable growth by reinforcing our leadership in Meal

and Food benefits and augmenting our offer of

Employee Benefit and Engagement solutions in

targeted markets.

A successful start as a standalone company

In Fiscal 2024 Pluxee went from success to success,

starting with a flawless spin-off and listing on Euronext

Paris on February 1. The Group has performed

remarkably well, delivering Organic revenue growth of

+18.6% up to 1.2 billion euros, and Recurring EBITDA of

430 million euros.

These excellent results demonstrate the soundness

of our position as a pure player in Employee Benefits

and Engagement. We have proven that we are up to

the challenge and are in a strong position to

accomplish our goals, continuing to create value for

all of Pluxee's stakeholders. I am delighted to support

Pluxee as it delivers on its ambition over the coming

year, bringing to life an enriching experience for

employees.


4		Fiscal 2024 annual report

Pluxee's

outperformance

in Fiscal 2024

proves the

success of our

growth strategy

Aurélien Sonet

Chief Executive Officer

1. Pluxee's spin-off was a major milestone of

2024. What have you taken away from this

exciting journey?

It has been an exceptional year in every respect. We

We all share a common goal:

delivering value to our clients,

their employees, and our

merchant partners, and ensuring

their satisfaction.

pulled off a challenging transformation of Pluxee and

positioned it at the forefront of the Employee Benefit

and Engagement market. We introduced our new

brand, which embodies our positioning as a pure

player in Employee Benefits and Engagement. We

adopted an ambitious strategic plan, finalized our

spin-off, successfully listed on the Euronext Paris

stock market, and concluded our first M&A deal with

the acquisition of Cobee in Spain. These

achievements are driven by each of our employees

around the world, and I want to highlight their efforts

and thank them for all their hard work.

I have three key takeaways from this period:

• first, we have the long-term support of Bellon S.A.,

and that's a significant advantage as we implement

our strategic plan;

• second, we've strengthened our leadership team by

appointing highly experienced, international

executives to key positions and geographies;

• lastly, we accomplished this transformation in a very

short period of time, proving our agility and capacity

to seize opportunities in a dynamic market.

With these solid foundations, we're well positioned

and more determined than ever to begin the next

chapter in Pluxee's history.

2. What do you consider to be some of your most

significant achievements in Pluxee's first

months as a standalone company?

Pluxee has outperformed all the financial

objectives it set for Fiscal 2024. Strong +18.6%

Organic revenue growth, driving a significant increase

in profitability, with Recurring EBITDA margin of 35.6%

up +105 bps compared to Fiscal 2023, at current

rates.

These results are partly due to very strong business

momentum, with double-digit growth in business

volume issued (BVI) in Employee Benefits. This solid

performance reflects our ability to identify our clients'

needs and offer them new solutions that help improve

the daily lives of their employees.


		Fiscal 2024 annual report		5

Pluxee has reinvented

itself to better address

evolving expectations at

work and beyond.

One of our many achievements is the multi-year

agreement we've signed with Romania's Ministry of

Education, which is rewarding over 300,000 teachers

with an attractive benefits program.

In France, we're proud to have provided the Pluxee

Restaurant Card to the security forces deployed for

the Paris 2024 Olympic and Paralympic Games.

In Fiscal 2024, we also ramped up our growth in Brazil

—one of our key markets—by completing our strategic

partnership with Santander. Pluxee can now leverage

this global bank's 4,000 sales managers—2,500 of

whom specialize in small and medium-sized

enterprises (SMEs)—and access over 1.4 million

Santander clients across Brazil.

These results demonstrate our commitment to

executing our strategic plan. Everyone is on board,

from the Executive Committee to our teams around

the world, and we're on track to meet our Fiscal 2026

objectives.

3. How do you think Pluxee will continue

to perform in its market? Which trends are

driving growth?

Our global operations in 29 countries offer us a

nuanced understanding of the trends shaping the

world of work, along with the ability to act on them. The

Covid crisis disrupted people's relationship with their

work in a fundamental way. Employees now expect

their employers to do even more to protect and

increase their purchasing power and improve their

well-being. Our solutions help companies meet these

expectations and are a valuable asset for them. All

companies face the same challenge—attracting and

retaining employees.

All of which gives us a great opportunity to gain a

larger share of a market already worth more than

1,000 billion euros.

Our strategy is based on two complementary pillars:

First, we are strengthening our leadership in Meal

and Food benefits. There remains significant

untapped potential in this market, where only 10% of

SMEs offer employee benefit packages. This is a key

strategic priority for Pluxee: we aim to have new SME

client accounts for more than 30% of our new

business volume growth by the end of Fiscal 2026.

Second, we're adding new benefits to our offer to

meet the changing needs of employees. Our multi-

benefit range, covering meals, food, gifts, and mental

and physical well-being, is currently available in 16

countries and will expand to more than 20 by Fiscal

2026.

This strategy is supported by ongoing investments in

our products, technology, data, and digital marketing.

We are rapidly advancing in the use of artificial

intelligence to provide more customized services and

more efficient processes.

4. What are the strengths of Pluxee's business

model?

Originally, we catered to the desire of companies to

offer their employees a nourishing meal and pleasant

lunch break. Since then, lunch breaks have become a

must in many countries around the world, and

employees expect more than just meal vouchers.

Pluxee has reinvented itself to better address

evolving expectations at work and beyond. We

leverage our 45+ years of experience along with the

agility and energy injected by the spin-off, and our new

positioning as a pure player in Employee Benefits and

Engagement. We operate in 29 countries, are market

leaders in at least one vertical in 17 of them, and

continuously enrich our extensive range of

employee benefits, with 250 products and services.

With our laser focus on Employee Benefits and

Engagement, we now also have more clout. We all share

a common goal: delivering value to our clients, their

employees and our merchant partners, and ensuring

their satisfaction. They are all part of an interconnected

ecosystem—with Pluxee as its driving force—that

represents a business volume of 24 billion euros.

This ecosystem provides fertile ground for long-term

profitable growth.

5. Speaking of which, how do you plan to motivate

Pluxee's teams for what comes next?

The essence of our business is to help everyone

enjoy more of what really matters in their lives. This

human dimension is paramount. That's the spirit that

drives Pluxee. Each one of us is motivated by the

desire to enhance the employee experience.

To help shape Pluxee's motivating culture, and define

how we work together, we've created Life@Pluxee.

With input from 1,200 employees, we've defined four

core principles. Our aim is to:

• be the driving force in our communities;

• help bring about positive change in the working world;

• share our passion for enriching the employee

experience;

• add value throughout our ecosystem.


6		Fiscal 2024 annual report

But we won't stop there. We're using cutting edge

technology from our partner, The Happiness Index, to

measure our employees' well-being and enthusiasm

so we can closely follow their experience. That also

means we'll be able to adapt our HR policies and

management style to better meet their needs.

6. What actions is Pluxee taking to further its

sustainability commitments?

At Pluxee, we believe progress comes from people

working together. Today, we are a trusted partner for

our clients, our affiliated merchants, and the people

who use our services. These relationships are built on

our commitment to making a positive impact on

society and protecting the environment.

Every year, we support local economic development

by generating 6.2 billion euros in business volume for

SME merchants. We plan to increase it to 8 billion

euros by Fiscal 2026. As a digital company, we also

back numerous projects designed to help women

enter digital professions, such as "Women in Tech".

Our Social Hub program in Brazil is enabling women

running SMEs to develop the digital and management

skills they need to grow their businesses.

And we are the first company in our sector to have

adopted a Net-Zero trajectory to cut our carbon

footprint by 2035. We're working on every aspect of

our operations and value chain to curb emissions.

The human dimension

is paramount. Each one

of us is driven by the desire

to enhance the employee

experience.

To start, we have optimized space use and electricity

consumption and have transitioned to renewable

electricity sources across our locations. And, when it

comes to clients, we are developing and prioritizing

virtual solutions, and increasing the use of alternative

materials with a lower carbon footprint.

Pluxee delivered a solid performance in Fiscal 2024,

and I'm excited about what the future holds for us.

We have a clear goal: to support them as they

navigate changes in the working world. We do this by

meeting employee expectations on how to improve

their purchasing power and well-being, and by making

sure our clients, partners and consumers have what

they need to make more responsible choices every

day.

Pluxee Group Executive Committee


		Fiscal 2024 annual report		7

A first chapter rich in

milestones

In a record time of nine months, Pluxee accomplished a successful spin-off while delivering

a historically-high financial performance.


		2023


April, 5 2023 Announcement of spin-off by Sodexo
					June 15, 2023 Reveal of Pluxee brand
June 30, 2023 Pluxee's Executive Chair and CEO announced Didier Michaud-Daniel Aurélien Sonet
					October 2023 Pluxee reported outstanding Fiscal 2023 results and signed the United Global Compact Pact
December 2023 Net-Zero 2035 Trajectory approved by SBTi


	2024


January 10, 2024 First Capital Markets Day held in Paris
					February 1, 2024 Pluxee's spin-off and listing on Euronext Paris
April 2024 Pluxee reports half-year results as a standalone company for the first time
					June 2024 Agreement to acquire Cobee
July 2024 Closing of a strategic partnership with Santander in Brazil
					August 2024 First Fiscal Year closing as a standalone company


8		Fiscal 2024 annual report

Pluxee, more of what

matters to you

We're all about making

more of life and adding that

extra bit of joy that

brightens our days.

We shape the world of employee benefits and

engagement by bringing to life a personalized

and sustainable employee experience at work

and beyond.

For over four decades, we have been contributing

to making work not just a place to be, but a

place to belong.

Driven by people and enabled by technology, we

act as the beating heart of a rich ecosystem of

stakeholders.

We are a trusted partner to private and public

companies, committed to nurturing vibrant

workplaces that attract, grow and retain talent.

We are a smart companion to employees – our

clients' and our own. We continuously evolve our

digital and personalized solutions to transcend

well-being, helping to build meaningful

connections and communities.

We are a reliable ally to local businesses, working

hand-in-hand to support their success and better

serve their consumers.

Moving forward, our goal is to strengthen our

positive impact on the communities of which we

are a part. Whether it's through our own

continuous efforts or those of our partners, we

are cultivating solidarity, diversity, inclusion and

sustainability, in the pursuit of progress for all.

Pluxee delivers more than just benefits; it's about

paving the path toward a more joyful and

meaningful life.


		Fiscal 2024 annual report		9

This is the

story they'll

remember

forever

Give your employees more of

what matters at pluxeegroup.com


10		Fiscal 2024 annual report

At the center of a highly

interconnected B2B2C

ecosystem

At Pluxee, we focus on delivering value to each of our stakeholders. We are constantly

evolving our range of solutions to meet the changing needs of our entire ecosystem.


	Clients	We are a trusted partner to private companies and public institutions, committed to nurturing vibrant workplaces that attract, grow and retain talent
	500k+

We are a smart companion, offering that extra bit of joy that brightens the day and improves well- being. We provide them access to our extensive merchant network			Consumers(1)	`
			37m+	`

	Merchants	We are a business partner, supporting the adoption of new payment technologies, helping to boost revenue-enhancing traffic, reducing costs, and promoting consumer loyalty
	1.7m+

We support our stakeholders with a diverse team of talent, dedicated to serving our stakeholders and promoting the inclusion of everyone			Employees(2)
			5,415

(1) See definition in section 8.5 Glossary

(2) Total headcount at August 31, 2024


		Fiscal 2024 annual report		11

Pluxee in the world


A highly scalable business spanning companies of all sizes	29 countries	Strong stakeholder engagement
€24bn business volume issued(2)		71.2% engagement rate
15%+ small and medium businesses(3)		71.2% engagement rate
15%+ small and medium businesses(3)	1 in 17 countries(1)	90% employee net retention rate
4.8m+ daily transactions powered by data	1 in 17 countries(1)	90% employee net retention rate

Total Revenues - Geographic distribution

Fiscal 2024

38%

Latin America

€460m

Source: Group information for Fiscal 2024 Total Revenues in million euros and percentage of Total Revenues.

(1) Countries where Pluxee is market leader in at least one vertical.

(2) Business volume issued (BVI) corresponds to the cumulative value of benefits issued by the Group on behalf of clients in the form of

paper vouchers, cards and digitally delivered services, and in respect of which commissions are charged to clients.

(3) Percentage of total BVI accounted for by small and medium-sized businesses.

44%

Continental Europe

€ 534m

18%

Rest of the world

€216m


12		Fiscal 2024 annual report

Driving sustainable and

profitable growth

Financial performance

Fiscal 2024 key figures

Pluxee's results as a standalone listed company underscore the progress made toward

delivering the Group's strategic growth plan and financial objectives. Strong business

momentum continued in Fiscal 2024, with top-line growth outperforming expectations,

and strong improvement in Recurring EBITDA margin.



	€1,210m Total Revenues		+18.6% Organic Revenue Growth(1)
	€430m Recurring EBITDA(1)		35.6% Recurring EBITDA Margin (+105 bps vs. Fiscal 2023)
	€379m Recurring Free cash flow(1)		88% Recurring cash conversion rate(1)
			Recurring EBITDA

Source: Group information as of Fiscal 2024. For more information, see section 3 Business Performance.

(1) Financial indicator not defined in IFRS, see section 3.5 Alternative performance measure (APM) definitions


		Fiscal 2024 annual report		13

Progress on our sustainability commitments

At Pluxee, sustainability priorities are embedded in our Strategic Growth plan.

As a trusted partner to our stakeholders, we are committed to having a positive impact

by driving business in local communities, supporting employee well-being at work,

and preserving the planet. Together, we are building a world where sustainability

and innovation go hand-in-hand, enabling people to live more joyful and meaningful lives.

Our commitments to Fiscal 2026




Trusted partner	Individuals	Local communities	Environment
Ethics and Compliance	Gender Balance	Support Merchants	Reach Net-Zero
Maintain >99%	Achieve at least 42%	Achieve €8bn	Achieve 100%
Employees trained in responsible business conduct by Fiscal 2026	Women in leadership positions by Fiscal 2026	Business volume reimbursed benefiting small & medium merchants	Renewable electricity in all Pluxee offices by Fiscal 2025
Fiscal 2024: 99.6%	Fiscal 2024: 39.9%	Fiscal 2024: €6.2bn	Fiscal 2024: 55.7%
~	~	~	~

Pluxee places sustainability at the heart

of its strategy. We believe in human progress

and we work every day, along with our stakeholders,

toward our vision of a sustainable world.

Aurélien Sonet

Chief Executive Officer


14		Fiscal 2024 annual report




	Pluxee, a pure player in Employee Benefits & Engagement


		Fiscal 2024 annual report		15

Pluxee's Business

and Strategy

1 As part of its portfolio rationalization efforts, Pluxee exited two non-core countries in Fiscal 2024.


16		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Introduction to Pluxee

1.1Introduction to Pluxee

1.1.1A global leader in Employee Benefits & Engagement

The Pluxee Group is an Employee Benefit and

Engagement solutions pure player with significant

Public Benefit activities.

The Group is the second largest provider worldwide

of Employee Benefit and Engagement solutions, and

the largest player in 17 countries in at least one

benefit category locally, according to available public

and market sources.

As of August 31, 2024, Pluxee delivers over

250 programs to clients in 29 1 countries. The Group

sells a comprehensive suite of benefits to more

than half a million clients across the globe, comprised

of public and private companies spanning all sizes

and industries, as well as public institutions.

The employee benefits provided by the Group help

clients augment their employees' compensation

package in ways that are particularly engaging for

employees and efficient for clients. Operating in a

B2B2C model, Pluxee reaches 37 million+ consumers

through its client base. These consumers have

access to Pluxee's proprietary merchant network

comprised of 1.7 million+ partners and 600 delivery

and e-commerce platforms (as of August 31, 2024).

Reflecting Pluxee's mission to "bring to life a

personalized and sustainable employee

experience at work and beyond", the Group

provides a wide range of benefits through its rich

network of merchant partners who offer meal, food,

gift, mental and physical well-being services, mobility

services, culture, and many other lifestyle benefits.

Pluxee thus contributes to increased purchasing power,

healthy lifestyles, work-life balance, and eco-

responsibility, reflecting the diverse needs of

companies and their employees. The Group also

provides reward and recognition programs to encourage

behaviors in line with company goals and to recognize

performance. All these solutions act as powerful levers

to help clients attract, grow, and retain talent.

Driven by people and enabled by technology, Pluxee

has developed an advanced and rapidly evolving

digital ecosystem integrating three groups of

stakeholders: clients, consumers, and merchants. This

highly interconnected ecosystem is at the heart of

Pluxee's B2B2C business model.

This ecosystem provides a compelling consumer

experience, seamlessly supporting daily, recurrent

benefit usage such as meal, food and mobility benefits or

more occasional interactions (mental and physical well-

being, leisure, etc.). Consumers use pre-paid benefit

cards, often fully virtualized, to make purchases at

affiliated merchants' points of sale, both physical and

online. With 92% of its total business volume issued

(BVI) digitalized on average over Fiscal 2024, Pluxee

manages more than 4.8 million transactions daily.

Pluxee also provides digital interfaces and solutions

to its clients to optimize their experience at each

stage of their journey. These tech-enabled tools

provide a smooth experience when onboarding new

clients, interacting with existing ones, or assisting

them when they consider purchasing new benefits.

The Group has developed optimized client journeys

for small and medium enterprises to facilitate their

access to benefit products. Its digital solutions also

enable merchants to go fully digital from affiliation to

virtual payment and reimbursement tracking.

Pluxee is a reliable ally to local businesses, generating

positive returns for merchants who benefit from

access to recurring purchases from consumers,

digital interfaces for their daily operations, and value-

added services, all of which positively impact their

top-line and efficiency.

Additionally, Pluxee leverages its know-how to help

local authorities and public institutions reach people

in need, facilitating the distribution of social benefits.

The Group's services help public authorities promote

the welfare of vulnerable citizens by providing access

to food, transport, and other social aid services. The

Group also provides efficient means for public

authorities to channel specific purpose funds to

different groups of citizens to encourage specific

spending behaviors (eco-responsible, buying local,

etc.). Pluxee thereby enhances the effective

distribution of public programs, leading to positive

outcomes for a broad range of stakeholders.

The Group's business model is based on corporate

clients, who load funds representing the amount of

benefits that their employees will spend, onto a

Pluxee account. Funds from this account are paid out

to merchants progressively as employees use their

benefits in the merchant network. This pre-paid

B2B2C model provides revenue sources from clients,

merchants, and Float investment. It leads to a

platform that initially requires volumes sufficient to

amortize fixed costs, and eventually becomes

scalable with growth (for more on Pluxee's cash-

generative business model, see section 1.3).


		Fiscal 2024 annual report		17


	Pluxee's Business and Strategy
	Introduction to Pluxee

1.1.2Pluxee: a new employee experience brand built on a strong

heritage

Pluxee was born out of the Sodexo Group's Benefits

and Rewards Services (BRS) business, which began

operating in 1976. Initially, Sodexo's BRS division

focused its development on Western Europe, where

favorable tax frameworks were established for

employee meal benefits. In the 1990s Sodexo's BRS

embarked on an expansion to countries in Latin

America, Central Europe, North Africa, and the Middle

East. Through the early 2000s the BRS business

strengthened its footprint in Europe and Latin

America while gaining entry to Asian markets and

providing Reward & Recognition services in the U.S.

and the UK. During this period, Sodexo BRS

established strong positions in rapidly growing

markets such as Brazil, India, Mexico, and Türkiye.

Since 2017, the business has pursued a strategy of

accelerating growth in high-potential and profitable

markets, leading to exits from less profitable

locations, such as Argentina, Kenya, Russia, and

Taiwan, as well as the disposal of non-core assets

such as Rydoo (a travel and expenses business).

In 2018 Sodexo began to accelerate its transition

toward becoming a tech-enabled provider of digital

employee and public benefits. Paper-based products

were migrated to cards and fully digital payment

solutions, complemented by portals and applications

on PCs, mobile phones or other devices.

In June 2023 Sodexo launched Pluxee, its new

brand signifying its positioning in Employee

Benefits and Engagement. The transition from

Sodexo BRS to Pluxee entailed the redesign of all

branded assets, including websites, applications, in

addition to all Pluxee card layouts.

On February 1, 2024 Pluxee became a standalone

company via a spin-off from Sodexo, and was listed on

the regulated market of Euronext Paris.

As of August 31, 2024, Pluxee operates in

29 countries worldwide.

1.1.3Strategic assets underpinning Pluxee's growth

Pluxee's sustainable, profitable, and value-creating business model is bolstered by several core assets which

are key to its strong market position, global reach, and ongoing growth.

A differentiated global brand

The Pluxee brand is a key component of the Group's

strategy for sustainable growth. The name Pluxee

encompasses:

• "Plu" signaling the Group's ambition to bring "more" to

its stakeholders by helping consumers enjoy more of

what really matters to them; enabling clients to

strengthen employee engagement through a variety of

comprehensive solutions delivered via an advanced

digital ecosystem; and driving more business to the

points of sale of affiliated merchants, providing them

access to data and data analytics, and revenue-

enhancing consumer insights;

• "x" signifying the Group's role as a catalyst and

amplifier of opportunities for a rich ecosystem of

stakeholders;

• "ee" representing the heart of the Group's

expertise and know-how in employee experience

and engagement.

This unified global brand reflects Pluxee's modern and

innovative value proposition, and serves as a single,

cohesive identity. The name "Pluxee" is used across

the Group's 29 countries and is the sole commercial,

employer and consumer-facing brand. This new

corporate identity enables Pluxee to better attract

talent, engage its employees, organize its product

portfolio more efficiently, and stand apart from its

competitors. The global Pluxee brand also enables the

Group to raise its visibility in the employee benefits

market and, more broadly, within the tech industry.

Global Reach, Local Presence

Pluxee operates in 29 countries and holds market

leadership in 17 of those geographies in at least one

benefit vertical. The Group leverages the competitive

advantages inherent in its global scale and has the

ability to mutualize expertise and assets.

This global and local approach enables Pluxee to

identify relevant benefits market trends and shape its

offering accordingly. As an example, in response to

the estimated 600 million people working remotely

worldwide in 2024. Pluxee has reviewed its offer

catalog and has launched a new solution to ensure

that employees can access their benefits when

working from home, addressing the specific needs of

a "hybrid work" population.

Through its global and local reach, the Group can

capitalize on its global presence and its own on-the-

ground operational teams to offer a unique selling

point to multi-country clients seeking to work with a

single provider. The Group's capacity to adapt its

offer to the imperatives, local preferences, and


18		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Introduction to Pluxee

requirements of clients in different locations is a

strategic strength and differentiator in a competitive

and high-growth market.

Additionally, this global reach enables Pluxee to

provide a consistent, high-quality digital offer while

strengthening its cybersecurity capabilities. The

Group's Product team has deployed a centralized

website across virtually all of its countries, providing a

single authentication solution, Pluxee Connect. This

capability creates a strong foundation for enhanced

security and behavioral analysis. Additionally, it

supports the Group's ambitions to increase cross-

selling capabilities and provide an excellent consumer

experience.

To maximize the benefits of "Global Reach, Local

Presence", Pluxee has transitioned its management

from a decentralized structure to one that is global in

outlook and scope. This enables the Group's

leadership to implement its global strategy by

consistently deploying its product roadmap and

digital and data capabilities, tailored to the needs and

conditions of each country.

A comprehensive suite of branded employee benefit solutions fueled by technology

Pluxee offers a full suite of Employee Benefit &

Engagement solutions that addresses a broad range

of needs. These benefits include:

• Meal and food;

• Gift;

• Mobility;

• Rewards and recognition;

• Other employee benefits such as health, physical

and mental well-being, leisure, etc., as well as

engagement solutions.

Pluxee's products and solutions are delivered through

websites, applications, portals, and cards (either

virtual or plastic).

The Group also provides a multi-benefit offer through

which clients can load multiple benefits – according

to their needs – onto one app or one card.

In some countries, Pluxee's core offering is

supported by well-established regulatory frameworks

that provide clear advantages for both employers and

employees. The Group has demonstrated its ability to

grow the Meal and Food benefit portion of its

business in various regulatory environments.

Additionally, Pluxee is a global leader in Public

Benefits, leveraging its broad product expertise and

its digital and payment platforms to help public

authorities and institutions deliver social aid to

targeted populations.

To provide seamless user experiences Pluxee

leverages leading technology, enabling access to

features for its three business stakeholder groups

(clients, merchants, consumers) such as onboarding,

account management, payment options, promotions,

savings calculators, merchant finders, personalized

security, etc. The Group has built a unique data

platform integrating more than 100 different data

sources. To process this data, Pluxee has developed

highly scalable tech capabilities, including a cloud-

based, unified data platform and flexible, modular

solutions that can be adapted for use and that ensure

compliance across different countries. The Group has

also adopted a modular suite of cloud-hosted payment

services that enable an omnichannel payment

experience. Pluxee leverages continuous research to

develop clear product roadmaps enabling the

implementation of additional features going forward.

These comprehensive, widely applicable technology

solutions provide Pluxee with a strong competitive

edge in the rapidly evolving digital marketplace.

A broad and diversified client, consumer, and merchant base

The growth of Pluxee's business is fueled by the

preference and loyalty of 500,000+ clients, 37 million+

consumers, and a merchant base that numbers more

than 1.7 million enterprises.

Over more than four decades of operations, Pluxee

has built a large, highly diversified and loyal client

base by developing a powerful commercial engine

that encompasses marketing, sales, and customer

care. The Group's clients include companies of all

sizes, located across the globe. They range from large

blue-chip firms to dynamically-growing small and

medium-sized enterprises.

Through Pluxee's applications, end users – in effect,

the Group's clients' employees — enjoy the flexibility

and convenience of using the benefits granted by

their employers directly at a broad range of

restaurants and stores that cover a large array of

products and services.

Pluxee's merchant network has grown consistently

over the last decade and constitutes an important

strategic asset. The Group has successfully

developed strong relationships with merchants

across geographic regions and a diversity of sectors.

Pluxee provides its affiliated merchants a wide range

of value-added services such as express

reimbursement and discount cards for wholesalers,

thereby encouraging their engagement and loyalty.

Pluxee's unique merchant ecosystem — with digital

management rapidly becoming the norm —

encompasses meals, food, retail, mobility, health and

well-being, enabling Pluxee to offer clients' employees

a broad range of compelling consumer experiences.


		Fiscal 2024 annual report		19


	Pluxee's Business and Strategy
	The Employee Benefit & Engagement Market

An engaged workforce with Life@Pluxee

Pluxee relies on an engaged and loyal workforce of

5,415 talented employees to achieve success. Built on

its strong legacy, Pluxee's culture and principles are

outlined in Life@Pluxee, a purposeful statement and

framework of guiding principles that define the

Group's corporate culture. Life@Pluxee lays out what

Pluxee aims to accomplish as a company, the ways in

which it plans to achieve results, and the principles

that guide the Pluxee community in attaining its

objectives. Life@Pluxee provides the basis for

employee engagement across the Group. For more

about Life@Pluxee, see section 1.5.4.

Pluxee aims to attract highly skilled and diverse talent

through an in-house global talent acquisition team

and a fully digital online recruitment and onboarding

process. Once on board, Pluxee team members are

provided opportunities for upskilling and personal

development through a global, multi-disciplinary, and

multilingual learning platform. Pluxee also emphasizes

a "learning by doing" culture, enabling on-the-job

growth for employees.

Pluxee has a successful track record of maintaining

high levels of employee engagement and retention,

with a Group-level employee retention rate of 90% in

Fiscal 2024. Some of the measures Pluxee takes to

promote employee satisfaction and engagement

include: providing a fully digital employee experience

with accessible processes that are user-friendly and

customizable; ensuring a global minimum benefits

package that includes parental and care leave, life

insurance, and access to various types of support;

and enriching the employee experience by offering

Pluxee benefit and engagement solutions.

In Fiscal 2024 1,176 new employees joined Pluxee,

strengthening the Group's IT, product, marketing and

sales teams.

1.2The Employee Benefit & Engagement Market

The Employee Benefit and Engagement market

presents a very attractive growth opportunity, fueled

by three powerful structural elements:

• A sizeable addressable market with significant

potential for increased market penetration;

• Robust, sustained market growth underpinned by

macroeconomic tailwinds in key countries, and the

continuous growth of the employee population,

particularly in developing markets;

• The combination of compelling megatrends and

supportive regulation in key markets, including an

upward trend in the value of authorized tax

exemption thresholds.

These macroeconomic expectations and global

trends lead to an estimated annual growth rate for

the Meal and Food Benefit direct captured market

in a range of 7 to 9% for Fiscal 2024 to Fiscal 2026.

Specific dynamics within job markets in Pluxee's

countries, and evolving consumer trends also

underscore the growth case for the services Pluxee

offers:

• the increase in demand for enhanced employee

engagement solutions driven by competition for

talent among companies;

• the growth in demand for flexibility among

increasingly empowered employees;

• the growing adoption of employee benefits, driven

by increasing penetration of the small and medium-

sized enterprise segment;

• the positive impact of the shift to more work-

from-home, with an evolution toward digital meal

benefits or hybrid offers.


20		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	The Employee Benefit & Engagement Market

1.2.1A large and underpenetrated market

Pluxee operates in an attractive and vastly underpenetrated global market.

Employee Benefit & Engagement Addressable Market


	> €1,000bn(1) Total addressable Employee Benefit and Engagement market



Meal & Food (20-30%) with vast growth potential, particularly in the small and medium-sized enterprise segment	Gift & Rewards (10-20%) benefit redemption through gift cards	Other Employee Benefit & Engagement solutions (50-70%) such as mobility/commuting benefits, mental and physical well-being, leisure and culture, hybrid work, training, and uniforms, among others.
(1) Total addressable Employee Benefit and Engagement market: Aggregate BV of all companies that are eligible to provide employee benefits, incl. those that do not offer these services to their employees.

The size of the global addressable Employee

Benefit & Engagement market in Fiscal 2024 was

estimated to be more than 1,000 billion euros in

business volume. This estimate takes into account

the aggregate potential business volume of all

companies that are eligible to grant employee

benefits (regardless of whether or not they actually

offer such benefits to their employees), calculated on

the basis of:

• the estimated maximum allowance that could be

granted to an employee as a benefit in a given

country;

• multiplied by the total number of employees that

are eligible to receive employee benefits in that

country.

The markets for both employee benefits and

engagement are estimated to be largely

underpenetrated and to be growing dynamically and

continuously.

Notably in Meal and Food, accounting for 20 to 30%

of the total Employee Benefit & Engagement business,

the market is estimated to grow on a 7 to 9% CAGR

over Fiscal 2024 to Fiscal 2026, with a penetration

rate that stands at approximately 25% of the total

addressable market. Within Meal and Food, the small

and medium-sized enterprise segment has a

significantly lower penetration rate than larger

companies, and provides a particularly compelling

growth opportunity.

1.2.2Small and medium-sized business potential

Historically, employee benefits have been offered to

workers primarily by large companies, which usually

have the necessary means to provide these benefits

to their workforce. Consequently, the penetration

rate of Meal and Food benefits in the small and

medium-sized enterprise universe, estimated to be

no more than 10% in key markets such France, Spain,

and Mexico, is significantly below the penetration

rate of larger companies, underscoring the

potential for the expansion of Pluxee's services

within this segment. The growth potential of Pluxee's

business among small and medium-sized enterprises is

further supported by evolving trends in the

employment market, as companies of all sizes compete

to attract and retain top talent. Employee Benefit and

Engagement solutions have a meaningful role to play

in the employee value proposition that companies

can offer to attract and retain employees.

Additionally, digitalization has progressively made

benefits more easily accessible and essential for all

companies, regardless of size, as they strive to meet

evolving employee expectations. Technology is

facilitating the ability to customize products so that

they are accessible to small and medium-sized

enterprises that seek to enhance the employee

benefits they provide. Digital marketing is also an

increasingly important tool for understanding and

addressing the needs of small and medium-sized

enterprises.


		Fiscal 2024 annual report		21


	Pluxee's Business and Strategy
	Pluxee's Cash-Generative and Scalable Business Model

1.3Pluxee's Cash-Generative and Scalable Business

Model

Pluxee operates at the heart of an ecosystem that

encompasses three large groups of stakeholders:

• 500,000+ clients, comprised essentially of large,

small and medium-sized enterprises, whose human

resources departments contract benefit products

and services on behalf of their employees;

• 37 million+ consumers, comprised of the employees

who are granted Pluxee-branded benefits by their

employers;

• 1.7 million+ merchants sell their products which are

redeemed through Pluxee's various benefit

products and solutions.

Pluxee is at the heart of a highly connected B2B2C ecosystem



		500k+
		Clients

	1.7m+
	Merchants

		37m+
		Consumers

Source: Company information as of Fiscal Year 2024

Pluxee operates a prepaid business, collecting cash

from clients when they order the Group's solutions,

and then loading the cards and digital wallets of the

clients' employees, the end-consumers. The amount

loaded onto cards and digital devices corresponds to

the Group's business volume issued (BVI). The end-

users, or consumers, then spend their benefits within

the merchant network. Finally, the Group reimburses

the merchants (business volume reimbursed, or BVR).

This model generates three main sources of revenue:

• commissions paid by clients;

• commissions paid by merchants;

• revenue generated by the investment of the Float.

The Float is made up of the cash collected from

clients before employee benefits are issued. It

remains on Pluxee's balance sheet until these funds

are reimbursed to the merchants where the end-

consumers disbursed their benefits. At

August 31, 2024, the Float stood at 2.8 billion euros.

Pluxee thus operates a highly scalable B2B2C

business model: in which more business volume leads

to revenue growth, which in turn positively impacts

Pluxee's profitability.


22		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Pluxee's Cash-Generative and Scalable Business Model

Pluxee's B2B2C ecosystem is the foundation of its cash-generative and highly scalable business model.

A highly cash generative and scalable business model

Pluxee pre-loads

clients' employees'

digital wallet/card

Pluxee collects cash

from clients

Clients

Client commissions

€2.8bn Float

as of

August 31, 2024

Pluxee

reimburses

merchants

net of

commission

Merchant

commissions

Clients provide employee

consumers with digital

wallet/card

Interest income on Float

Consumers spend with

digital wallet/card at

affiliated merchants

Merchants

Consumers

Revenue streams

Balance sheet Cash flow

Benefit rights


		Fiscal 2024 annual report		23


	Pluxee's Business and Strategy
	A Value Proposition for All Business Stakeholders

1.4A Value Proposition for All Business Stakeholders

1.4.1A customized value proposition

Pluxee offers a value proposition that fits the needs and requirements of each stakeholder in its B2B2C

ecosystem.

A value proposition for each stakeholder in Pluxee's B2B2C ecosystem



	Clients		Merchants		Consumers
Pluxee is a tech-enabled partner, providing attractive solutions that can:		Pluxee is a trusted business partner that can help drive:		Pluxee enhances the employee experience by:
• Provide tax-effective, compliant, secure, and flexible benefit solutions for employees • Increase employee engagement • Ensure seamless onboarding and excellent customer support		• Predictable traffic with access to recurring consumers • An incremental revenue stream • Augmented digital presence and local visibility		• Augmenting purchasing power • Providing a broad choice of merchant options • Providing multiple consumption and payment possibilities as well as simplified expense processes

1.4.2A best-in-class offering

Pluxee takes a programmatic approach to deploying its

benefits. Starting from core Meal and Food benefits,

Pluxee has built an offer that encompasses a large

and expanding array of solutions that meet the

evolving needs of a growing number of clients located

across the globe. These include lifestyle benefits and

employee engagement tools.

Pluxee has also introduced a multi-benefits offering,

which enables clients to provide several benefits to

their employees on one single app or card, and also

allows the Group to enhance its cross-selling

capabilities. The adoption of multi-benefits is

accelerating in key markets such as Brazil, India,

Türkiye, France, and Romania.

Although each market has its own preferences,

dictated by local culture and customs, the benefits

Pluxee provides address fundamental trends and

universal needs. To deploy the Pluxee offer

efficiently, the Group provides global solutions where

possible, incorporating local configuration elements. A

combination of in-house solutions and offerings

provided by partners enable Pluxee to address a

broad set of needs.

1.4.3A large, diversified, and loyal client base

Over 40+ years of operation, Pluxee has built a large,

highly diversified, and loyal client base. The Group's

500,000+ clients include local and international

companies, ranging from large blue-chip firms to

dynamically-growing small and medium-sized enterprises.

Pluxee's ability to adapt its offer to the imperatives and

local needs and preferences of its clients is an

important differentiator and strength in a high-growth

and competitive market. As a trusted global partner,

Pluxee has a diverse portfolio of multi-country clients to

which it consistently demonstrates its capacity to

address varied needs across worldwide locations.

Pluxee's large employee benefit clients generate the

majority of the Group's business volume, and represent

a broad diversity of sectors. Small and medium-sized

clients currently account for slightly more than 15% of

Pluxee's business volume and constitute a priority within

the Group's growth objectives (for a definition of small

and medium-sized enterprise, see section 8.5).

Pluxee's segmented and tailored sales and marketing

strategies are designed to help small and medium-sized

clients in their decision-making processes through

specialized offerings, marketing, and self-service

journeys (including digital onboarding, ordering, etc.).

As the small and medium-sized market is less

penetrated than other client segments, Pluxee has

developed a systemic approach to convince these

clients to offer employee benefits to their workforce.

Pluxee is driving increased penetration in the small

and medium-sized business segment through:

• A meal benefit offer with vast merchant

networks and full compliance with local

regulations, to adapt to the changing needs of

hybrid work;

• Lifestyle benefits and engagement solutions, to

meet evolving employee expectations;


24		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	A Value Proposition for All Business Stakeholders

• Self-service buyer journeys, to enable more

efficient decision-making and account management

through digitalization;

• Card-based or fully virtual solutions, to simplify

the management of benefits.

Pluxee aims to maintain and increase its client loyalty,

which is measured through a net retention rate. In

Fiscal 2024 this indicator reached +103% (for a

definition of net retention, see section 8.5).

1.4.4Engaging Pluxee consumers through freedom of choice and

flexibility

A large portion of Pluxee's 37 million+ consumers enjoy

the benefits of Pluxee mobile applications. These

applications provide employees the flexibility and

convenience of using their employer-issued benefits

at a broad range of restaurants and stores with a

wide array of end uses.

The ability to provide consumers with this level of choice

and flexibility requires relevance, and personalization

from in-app features as well as from digital marketing

actions targeted to Pluxee's consumers. The Group

focuses on three key attributes:

• freedom of choice;

• augmenting purchasing power;

• personalization.

Pluxee's products provide ease of use for consumers

through digital interfaces, simple digital onboarding,

and self-care options. The Group promotes consumer

engagement through recurring promotions and

appropriately-targeted offers that increase

purchasing power. Through a digital platform and

digital offers, Pluxee ensures a secure and

sustainable consumer experience, including virtual-

only products, donations to NGOs, etc.

Pluxee has built powerful consumer applications

that provide personalized features to enhance the

consumer experience. The Group continues to test

and add features to its applications on a continuous

basis and seeks to capitalize fully on the frequent

usage of Meal and Food benefits as a point of

leverage for increasing consumer engagement with

Pluxee applications. As an example, with employee

convenience in mind, Pluxee India launched the

Pluxee Café offering which enables employees to

pre-order food at the office with their Pluxee card.

To meet the preferences and needs of consumers,

Pluxee's digital application encompasses mobile

payment options, features that ensure seamless

processes such as digital onboarding and card

management, and other value-added services.

1.4.5A thriving network of affiliated merchants

Pluxee has developed an extensive network of more

than 1.7 million a ffiliated merchants , The Group has

invested in – and continues to prioritize – strong

relationships with merchants spanning a spectrum

of geographies and a diverse range of sectors.

The offer of Pluxee's affiliated merchants spans

meals, food, retail, mobility and commuting, health and

well-being, and sustainable products and services.

The breadth of the offer provides a wide range of

compelling consumer experiences to end users (the

employees of Pluxee's clients).

Pluxee has also developed strategic and

operational partnerships with delivery platforms,

such as UberEats and Deliveroo, among other global

players, and with local distributors such as iFood in

Brazil and Zomato in India. These platforms are

increasingly relevant as companies adopt a hybrid

work model and consumers accelerate their use of

food delivery platforms.

Partnerships with digital payment platforms and

technology players are priority areas as Pluxee

invests further in digitalization with the aim of

providing an attractive and competitive offering to

clients and consumers. The Group has developed an

assortment of payment options for in-store payments,

including NFC, QR, and plastic cards. Specifically,

Pluxee has continued to support the evolution of

merchant acceptance and consumer demand for

mobile-based payment options. As an example, the

use of Google Pay and Apple Pay for payment with

Pluxee benefits has grown in all of the Group's

countries in line with national adoption rates of those

payment methods. In some countries, mobile-based

payment has reached 70% of transactions carried

out with Pluxee benefits.

The Group considers the development of strategic

relationships with technology partners to be an

important contributor to its current and future

growth.

Pluxee brings volume to its small and medium-sized

merchant networks through the recurring patronage

of its consumer bases, ensuring that its offering,

programs and delivery methods continue to drive

growth. Pluxee also provides its affiliated merchants

with an array of value-added services, delivered

through a unique merchant digital ecosystem.


		Fiscal 2024 annual report		25


	Pluxee's Business and Strategy
	A Value Proposition for All Business Stakeholders

1.4.6A powerful commercial engine

A powerful commercial engine has driven the Group's

growth — proactively and systematically — over more

than forty years, through the acquisition of new

clients and the expansion of its business with ongoing

clients.

Pluxee's commercial engine is fully aligned across

marketing, sales, and customer care teams, reflecting

the specific needs of each client segment. The Group

supports its clients at every step of their decision-

making journey which entails awareness,

consideration and evaluation, purchase, client

onboarding, and loyalty. Pluxee's sales teams work to

turn loyalty into repeat purchases by providing best-

in-class customer service to the Group's clients.

Client decision journey

Awareness

Consideration

& evaluation

Purchase

Client

onboarding

Loyalty/repeat

purchase



Advanced digital marketing	Segmented sales team	Omnichannel customer care and segmented account management

The three key attributes of Pluxee's commercial

engine are:

1. advanced digital marketing techniques,

leveraging automated data flows to optimize

messaging, timing, and channels used;

2. a segmented sales approach to guide the client

from consideration to purchase;

3. omnichannel customer care and segmented

account management.

Pluxee makes use of internal and external resources,

tailored sales techniques, and technology to ensure

its commercial engine runs efficiently. The Group also

draws on effective distribution partnerships, such as

the recently-signed Santander partnership in Brazil

(for more on Santander Brazil, see section 1.5.2).

Marketing campaigns and sales activities are tailored

to obtain results. Pluxee tracks its performance for

self-evaluation and to learn from its efforts.

Pluxee's sales and marketing systems and processes

provide a 360-degree view of the client relationship,

enabling upselling and cross-selling when timely and

appropriate. Pluxee also supports and advises its

clients through consultative selling.

The Group's approach to marketing, selling, and client

service is yielding tangible results. Pluxee's

commercial engine continues to scale up, generating

leads through a wide range of approaches to client

prospecting such as inbound, outbound, and event-

driven lead generation that leverage digital marketing

and automation. Marketing teams work hand-in-hand

with sales to qualify leads and convert them into new

contracts. In Fiscal 2024 in Pluxee's 10 largest

markets the Group received a customer satisfaction

score of 4.5 (out of 5), pointing to the effectiveness of

its commercial engine.

1.4.7One Platform Architecture

Pluxee leverages technology and innovation to

create value for its stakeholders in three ways:

1. Generating Business Growth and Top Line

Impact by innovating and developing best-in-

class digital products and personalized programs,

delivered to market in the fastest time possible

(measured in days or weeks);

2. Boosting Operating Efficiency and Cost

Optimization through standardization,

automation, industrialized methodologies, and

cost-disciplined delivery;

3. Being a trusted partner, particularly in the areas

of cybersecurity and sustainability.

Pluxee has invested approximately 10 % of its total

revenue in Capital expenditures – mostly in Tech &

Data – over the past five years to ensure a strong

technology foundation and the ability to implement its

value-creating imperatives through an ROI-driven

roadmap. The result is the One Platform

Architecture .


26		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	A Value Proposition for All Business Stakeholders

This One Platform Architecture was built by leveraging

modular architecture, combining Pluxee's digital

assets with best-in-class third-party solutions such as

SAP, Salesforce, Workday, and Microsoft. Pluxee

defined target solutions across the various

architecture layers, from interaction services or front-

end solutions at the top, to infrastructure and

security at the bottom.

Pluxee's One Platform Architecture

Today, the Group continues to prioritize investment in

the One Platform Architecture to provide its clients

with the benefits of innovation and state-of-the-art

solutions as they navigate their Pluxee journey. This

journey spans the acquisition of Pluxee services,

onboarding, payment processes, and customer care.

Pluxee's One Platform Architecture enables multiple

value-adding benefits:

• the platform is built under Cloud and API-based

principles;

• all new assets are cloud-native solutions;

• the platform enables every Pluxee country to

implement the same cybersecurity tools to protect,

detect, and respond to cyber threats;

• Pluxee is able to integrate acquisitions into its

digital ecosystem rapidly and effectively.

Pluxee's One Platform Architecture provides the

capacity to incorporate several other tech solutions

that will add efficiency and breadth to the Group's

capabilities. These include implementing robotic

process automation to manage purchase-to-pay

processes, and incorporating bots to enrich the

customer care experience.

Additionally, the Group has increased its investment

in artificial intelligence and machine learning. Pluxee

has also developed data analytics use cases, and has

analyzed the potential impact of generative artificial

intelligence (AI) on its business model. Pluxee uses

blockchain technology in its employee benefits

programs.

The Group's ability to unleash the power of the One

Platform Architecture is enabled by the top digital

talent Pluxee has successfully attracted, developed,

and retained; by its global operating model; and by its

strong governance structure.


		Fiscal 2024 annual report		27


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

1.5Pluxee's Profitable Growth Strategy

Pluxee is delivering on the roadmap it published in

January 2024 at its Capital Markets Day. The Group's

strategic plan aims to drive ongoing profitable growth

by combining global scale and deep local roots to

further address a large underpenetrated market with

high growth potential. Pluxee's competitive

advantages enable the Group to accelerate the

expansion of its Employee Benefit and Engagement

products and solutions.

A Clear Strategy to Drive Profitable Growth

PLUXEE - 1.5 - sustainability by design.svg

1.5.1Key pillars and foundational enablers

To consolidate and amplify its strong market position

and to continue to drive profitable growth, Pluxee

builds the expansion of its business on two key

strategic pillars:

• Pluxee's strong leadership position in the Meal and

Food benefit market;

• Pluxee's Employee Benefit and Engagement

offering beyond Meal and Food.

Pluxee leverages its foundational enablers — digital

and engaged talent, best-in-class and scalable tech &

data, and targeted and disciplined M&A — to continue

to drive growth, market share, and profit.

In pursuing Pluxee's strategy, sustainability is

integrated into everything the Group does. Pluxee

acts as a trusted partner to its customers and

merchant networks, empowers individuals, uplifts

local communities, and works to minimize its carbon

footprint.


28		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

1.5.2Leveraging Pluxee's foundational enablers

To deploy its strategic roadmap, Pluxee will continue to leverage and strengthen its foundational enablers.

Pluxee's foundational enablers


Talent	• Investing in employees, with a focus on critical product, tech & data, and sales talent. • Leveraging Pluxee's new employer brand and employee value proposition to recruit, engage and retain top talent. To support Pluxee’s growth by attracting, developing, and retaining talent.
Tech & Data	• Enabling sales growth, agile time-to-market, and the development of advanced digital products, supported by Pluxee's IT infrastructure. • Leveraging tech & data to reduce processing costs and leverage global scale. To drive top-line growth, boost operating efficiency, automate the delivery model, and be a trusted partner.
Mergers & Acquisitions (M&A)	• Growing Pluxee's market share in underpenetrated markets. • Expanding Pluxee's product offering in Employee Benefits and Engagement, and in Reward & Recognition solutions. • Enhancing Pluxee's tech capabilities through partnerships with innovative companies. To strengthen Pluxee's market presence and enrich the Group's product offering and tech capabilities.

Digital and engaged talent

People are the cornerstone of Pluxee's success. To

attract and retain the best talent, Pluxee offers its

employees competitive compensation packages, a

stimulating and engaging work environment, ongoing

training, and opportunities for career advancement.

Pluxee measures employee satisfaction every year

through an engagement survey.

As Pluxee transitions to a digital business model, the

Group ensures that its people possess or acquire the

necessary skills and abilities to drive Pluxee's growth

agenda forward.

For more on talent management, strategies, and

activities at Pluxee, and further information on the

Group's employee training programs, see section 5.2.

Best-in-class scalable tech & data

Pluxee delivers value with best-in-class scalable

technology capabilities through its cloud-based One

Platform Architecture. The objectives of the Group's

tech strategy are to:

• drive growth via quality and fast time-to-market;

• boost efficiency through automation and cost-

discipline;

• be a trusted partner through cybersecurity and

data protection.

For more on Pluxee's One Platform Architecture, see

section 1.4.7.

Scaling up through M&A

Pluxee has defined a targeted and disciplined M&A

approach, ensuring that acquisitions support the

Group's strategic intent to accelerate sustainable

growth and profitability. Pluxee will focus on targets

that can:

• add business volume to drive Pluxee's market share;

• broaden its offering and product portfolio; and/or

• enrich the Group's tech capabilities.

In addition to these strategic priorities, Pluxee has

defined clear investment criteria in order to maximize

synergies including:

• a compelling strategic and financial rationale;

• scalable assets with the potential for synergies;

• incremental client and merchant bases; and

• a strong people and culture fit with Pluxee.


		Fiscal 2024 annual report		29


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

Pluxee's M&A strategy and execution are carried out

by a specialized, experienced, and dedicated team.

The group scouts for and identifies acquisition

targets in geographies where Pluxee is already

present with a focus on growth potential, profitability,

and synergies. The Group M&A team's disciplined

approach evaluates the targets' client and/or

merchant base, product lines, tech capabilities,

corporate culture and employee fit, as well as

financial performance, position, and potential.

Pluxee is building a robust pipeline of acquisition

targets in key geographies that offer opportunities for

consolidation. This selective and disciplined approach

enables the Group to deliver a combination of bolt-on

and build-up acquisitions to accelerate Pluxee's

sustainable growth agenda.

Pluxee has delivered robust M&A activity. Since 2012,

the Group has completed 21 sizeable acquisitions

which have enabled Pluxee to expand its global

employee engagement and recognition offer in

targeted markets. The Group has also created global

agreements with online marketplaces such as Uber

Eats and Just Eat to expand its merchant network

across several markets.

Pluxee's more recent acquisitions include:

• Wedoogift (renamed Glady), the leading gift benefit

provider in France, in July 2021;

• a strategic partnership with Santander in Brazil,

one of the largest private banks in one of the world's

largest Employee Benefit and Engagement markets,

with the terms of the deal completed in June 2024;

• Cobee, a Spanish employee benefits digital-native

player, with the deal finalized in September 2024.

Acquisition of Wedoogift to lead the digital gift

market in France

Pluxee acquired Wedoogift – rebranded as Glady – a

digital gift start-up company founded in 2013. The

management teams at Pluxee and Glady have worked

together to combine the best of both companies with

the aim of creating the leading digital gift enterprise in

France, offering a range of formats (wallet, card, and

voucher), and providing a one-stop shop for Pluxee's

clients and consumers. Companies of all sizes can

use a single platform to select a broad range of meal,

gift, and mobility/commuting benefits. Pluxee has also

developed an app for employees to select and use

their benefits.

The Glady platform strengthens Pluxee's ability to

cross-sell and upsell its client portfolios. Pluxee and

Glady are undergoing a gradual integration, creating

powerful synergies by leveraging their combined

strengths. The Group also aims to replicate the Glady

experience in other Pluxee markets.

Game-changing strategic partnership with

Santander Brazil

Pluxee's strategic partnership with Santander in

Brazil, completed in June 2024, enables the Group to

continue strengthening its leadership position and

substantially expand its business platform in the

Brazilian market.

Pluxee's partnership with Santander Brazil

encompasses:

• a 25-year exclusive distribution agreement for Pluxee's

products and solutions through a broad national

network of Santander agencies and bankers;

• Santander's contribution through Ben (its Employee

Benefits business in Brazil, created in 2019) a

portfolio of 3,000 clients, 600,000 consumers, and

400,000 merchants;

• other key assets provided by Santander, including a

tech-enabled platform, 4,000 sales and relationship

managers from its distribution network (of which

over 2,500 are focused on small and medium-sized

enterprises), and a B2B portfolio of more than

1.4 million clients.

This partnership enables Pluxee to accelerate the

penetration of the small and medium-sized enterprise

segment and strengthen Pluxee's market position in

Brazil by leveraging Santander Brazil's distribution

network and expertise in the employee benefits

business. It should provide Pluxee the means to

significantly enhance the distribution of its products,

creating synergies to capture market potential in one of

the largest Employee Benefit and Engagement markets

in the world.

The partnership with Santander provides a strong

platform for growth in Brazil. Through it, Pluxee has

begun to drive its market share expansion in Brazil by

leveraging: 1) a large and loyal client base; and 2) a

targeted digital marketing and sales strategy.

As a part of this partnership, Santander now retains 20%

ownership of Pluxee Brazil while Pluxee maintains an

80% controlling interest in the combined business. The

transaction is expected to contribute positively to

Organic revenue growth and Recurring EBITDA

margin from Fiscal 2025.

Cobee acquisition: an innovative digital player in

Employee Benefits in Spain

In June 2024 Pluxee entered into an agreement to

acquire 100% of Cobee, a Spanish Employee Benefit

digital-native player operating in Spain, Portugal, and

Mexico. The acquisition of Cobee will further strengthen

Pluxee's leadership position in growing and

underpenetrated markets, and will also boost its tech

capabilities globally.

Cobee serves more than 1,500 clients and

100,000 employee consumers with a broad multi-benefit

offering. The comprehensive offer encompasses a

dozen products such as meal vouchers, training, health

and life insurance, physical well-being and employee

discounts, among others. Cobee's best-in-class, modular

technology has been pivotal to its success, enabling

exponential growth since its launch in 2019. The

company is expected to deliver +100% year-on-year

organic revenue growth in Fiscal 2024. Cobee's strong

potential was recognized early on, when it won first place

in BBVA's Open Talent 2019, the world's largest FinTech

competition.


30		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

Pluxee and Cobee teams signing the acquisition agreement.

Before the Cobee acquisition, Pluxee counted

330,000+ consumers in Spain, making the Group a

leading player in the Spanish Employee Benefit and

Engagement market. The combination of Pluxee and

Cobee talent, capabilities, and technology enables

Pluxee to create the most complete, competitive, and

attractive solution in Spain, expanding the Group's

existing benefits offering and enhancing its tech

capabilities at global scale.

The transaction was fully funded from existing

financial resources with marginal impact on Pluxee's

leverage. In light of Cobee's dynamic growth, the

transaction is expected to be accretive to Recurring

EBITDA margin and Net income from Fiscal 2026.

1.5.3Strategic initiatives in 2024

In Fiscal 2024, Pluxee made significant progress toward achieving the primary strategic objectives released

during its Capital Markets Day in January 2024.

Pluxee's Key Strategic Initiatives


	Key Initiatives	Fiscal 2024 achievements
1	Elevate the benefit offering to address evolving client and consumer needs • Broad range of employee benefits; partnerships • Leverage data and analytics • Fully integrated Pluxee brand: "One platform, One App, One Card"; data and analytics-driven personalized experiences	• 16 countries with integrated multi-benefit offer, including +3 countries in Fiscal 2024
2	Expand engagement with merchants to strengthen a win-win partnership • Focus on small merchants • Dedicated sales and marketing approach • Value-added services and advanced digital journey • Match merchants with consumers and provide consumer insights	• €6.2bn business volume reimbursed catering to small and medium-sized merchants
3	Scale up presence in Employee Engagement and Reward & Recognition business • Build state-of-the-art platform leveraging U.S. and UK expertise • Integrate other HR capabilities • Establish Pluxee as thought leader on employee engagement and experience • Targeted M&A	• Ongoing identification of new opportunities in Employee Engagement and Reward & Recognition.
4	Acquire new clients, with focus on small and medium-sized businesses • Using segmented and personalized marketing • Consultative selling to sign new large contracts • Driving sales through incentive programs • Amplifying commercial positioning through the Pluxee brand	• 1.6 billion euros annualized business volume issued from new client development • 29.6% of business volumes issued from development coming from new small and medium-sized clients
5	Leverage data to unlock full client potential • Increasing average face value via digital marketing and specialized sales • Optimizing pricing • Increasing cross-selling by leveraging Pluxee's product portfolio; maximizing revenue	• 103%+ Net retention rate • Including 1.3 billion euros in additional business volumes from further increase in average face value
6	Drive profitability through efficiency gains and operating leverage • Leveraging scale and One Platform Architecture • Expanding digitalization • Optimizing costs • Ongoing rationalization of operations	• +183 basis point organic increase in Recurring EBITDA margin compared to Fiscal 2023


		Fiscal 2024 annual report		31


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

1.5.4Embedding sustainability across all Pluxee initiatives

Pluxee's mission is to bring to life a personalized and

sustainable employee experience at work, at home,

and beyond. The Group's capacity to engage with and

build lasting relationships with all its stakeholders will

drive Pluxee's success as an employer, a supplier of

choice, and as a good corporate citizen.

Pluxee aims to create sustainable value through a

business model and business strategy that encompass

the concerns, issues, priorities, and feedback of all

stakeholders.

The Group aims to conduct its business as a trusted

partner, embedding business integrity and

transparency into all its operations, and ensuring the

data security of all Pluxee stakeholders. Pluxee's

sustainability approach prioritizes its impact on

individuals, communities, and the environment.

Through its corporate culture, the Group works to

ensure that all its employees are aware of Pluxee's

positive sustainability footprint and the ways in which

each employee individually contributes to amplify

Pluxee's impact.

Pluxee's corporate culture model

Pluxee's updated corporate culture model, named

Life@Pluxee, was introduced in Fiscal 2024.

Life@Pluxee defines how people at Pluxee work

together and interact, how every Pluxee team

member contributes to creating sustainable value

and collective success through living the Group's

culture, and how Pluxee achieves its business

objectives and wins in the marketplace.

Life@Pluxee seamlessly weaves together the Group's

heritage and ambitions for the future development of

the business, serving as the unifying thread in all

Pluxee's people-related initiatives.

Life@Pluxee:

• highlights Pluxee's uniqueness and envisions the

Group's future;

• reflects Pluxee's collective principles and beliefs;

• describes Pluxee's collaborative, decision-making,

and work styles;

• guides how every Pluxee employee can contribute

to a sustainable future.


32		Fiscal 2024 annual report


	Pluxee's Business and Strategy
	Pluxee's Profitable Growth Strategy

Pluxee strives to be a Smart Leader in the world of

work and in the Employee Benefit and Engagement

sector. This "Smart Leader" intention reflects the

Group's drive to shape the market, pioneer new

products and services, and inspire its community of

stakeholders to enhance employee engagement and

experience. This ambition is central to Pluxee's model:

it drives focus, action, and innovation.

The Principles of Life@Pluxee

The Beating Heart of Our Communities

Pluxee is at the center of an ecosystem made up of

diverse communities. The Group embraces diversity

and inclusion as a cornerstone of its culture and

connects with partners to advance employee

engagement within their companies. Pluxee views

itself as part of an open community, establishing

continuous dialogue and engagement with its

stakeholders, and creating a positive impact

wherever the Group operates.

Moving the World of Work Forward

Pluxee builds its products and services based on the

market intelligence the Group collects, analyzes, and

interprets. Pluxee engages with and listens to the

viewpoints of all its business stakeholders. This data-

driven approach helps the Group innovate and stay

ahead in its industry.

Passionate About the Employee Experience

Pluxee offers digital and personalized solutions designed

to enhance employees' lives, combining the best of

human-centered and tech solutions. Improving the

employee experience is Pluxee's passion.

Accountable to Deliver Global Performance

As a responsible leader, Pluxee aims to deliver global

performance, ensuring that its growth and financial

success are sustainable, benefiting society and the

planet. This requires accountable, results-driven, and

efficient team players, all working together as one

global team.

For more on Pluxee's sustainability strategy, initiatives

and progress see Chapter 5.

1.5.5Upgraded Fiscal 2025 and 2026 financial objectives

During its Capital Markets Day, the Group set out

medium-term financial objectives focusing on

delivering sustainable Organic revenue growth,

improving Recurring EBITDA margin and maintaining

strong Recurring cash conversion.

Based on the strong financial performance delivered

in Fiscal 2024, Pluxee has increased its financial

objectives for Fiscal 2025 and Fiscal 2026:

• Low double-digit Organic revenue growth

confirmed for both Fiscal 2025 and 2026 , based

on a higher Fiscal 2024 revenue base;

• +75bps Recurring EBITDA margin expansion

expected in each of Fiscal 2025 and 2026 ,

leading to delivery of the initial 3-year target of

+250bps organic increase one year ahead of plan ;

• Above 75% Recurring cash conversion on

average over Fiscal 2024 to Fiscal 2026

compared to above 70% previously.

Fiscal 2025 and 2026 financial objectives include:

• a slight organic growth in Float revenue year on

year , based on current forward curves, and driven

by the expansion of the Float and the optimization

of the Group's investments compensating for the

expected evolution in interest rates;

• the synergies to be generated through the

deployment of the partnership with Santander and

the integration of Cobee; and

• the possible regulatory change in Italy with a

potential 5% cap on merchant commissions for

meal & food benefits in the private sector, noting

that meal & food solutions in Italy contribute to less

than 3% of the Group’s financial aggregates.


		Fiscal 2024 annual report		33


	Pluxee's Business and Strategy


34		Fiscal 2024 annual report




	Pluxee, committed to the highest standard of corporate governance


		Fiscal 2024 annual report		35

Corporate governance

and remuneration


36		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

2.1Corporate governance

This section of the Annual Report describes relevant

elements of Pluxee's corporate governance practices

and provides the information required by the Dutch

governmental Decree on Corporate Governance

(Besluit inhoud bestuursverslag ). This section also

includes an explanation of how Pluxee applies the

principles and best practices of the Dutch Corporate

Governance Code (the "Code"), and the Dutch

governmental Decree on article 10 of the Takeover

Directive 2004/25 (Besluit artikel 10

overnamerichtlijn). The Code, which was updated on

December 20, 2022, is publicly available on the

website of the Dutch corporate governance code

monitoring committee at www.mccg.nl.

Pluxee N.V. is a public limited liability company

(naamloze vennootschap) governed by the laws of

the Netherlands (in particular volume 2 of the Dutch

civil code), the Code (on a comply or explain basis)

and by its articles of association (the "Articles of

Association"). The corporate seat of the Company is

in Amsterdam, the Netherlands. Since its

incorporation the Company has, and intends to

continue to have, its place of effective management

and sole registered location in France, moved during

Fiscal 2024 at the Company's address, 16 rue du

Passeur de Boulogne, 92130 Issy-les-Moulineaux,

France. The Articles of Association are publicly

available on Pluxee N.V.'s website at

www.pluxeegroup.com/board-of-directors.

Pluxee N.V. is subject to various legal provisions of the

Dutch financial supervision act (Wet op het financieel

toezicht) and of the Dutch financial reporting

supervision act (Wet toezicht financiële

verslaggeving). In addition, given that its shares

trade on the regulated market of Euronext Paris,

Pluxee N.V. is also subject to certain French laws and

regulations.

2.1.1Board of Directors

2.1.1.1Governance structure

In accordance with its Articles of Association, Pluxee

has a one-tier Board of Directors consisting of one

Executive Director and nine Non-Executive Directors.

The Board of Directors appointed the Executive

Director as Executive Chair, as well as a Lead Director

from among the independent Non-Executive Directors

who serves as the chairperson (voorzitter) of the

Board under Dutch law and within the meaning of the

Code. The Board did not designate any vice chair. The

Company adopted this governance structure on

January 31, 2024 in the context of the Spin-off. Prior to

that date the Company had a sole managing director.

In accordance with the Board Rules, the Executive

Chair has the following role:

• define, in cooperation with the Chief Executive

Officer, the strategy and propose it to the Board for

approval;

• demonstrate the highest values of integrity and

probity, giving very clear guidance and expectations

regarding the Company's culture and values, and

dedicate sufficient time, energy and attention to

ensure the diligent performance of its duties;

• ensure, in cooperation with the Lead Director, that

the Board work and functioning meets the defined

standards of corporate governance;

• assume all relevant responsibilities defined in the

Board Rules; and

• supervise and support the Chief Executive Officer.

The Lead Director, in regular consultation with the

Executive Chair, shall notably ensure that:

• the Non-Executive Directors have proper contact

with the Executive Directors, and the General

Meeting;

• there is sufficient time for deliberation and

decision-making by the Board and that the

Directors receive all information that is necessary

for the proper performance of their duties in a

timely fashion;

• the Board and the Committees have a balanced

composition and function properly;

• the functioning of individual Directors is reviewed at

least annually;

• the Directors follow their induction program, as well

as their education or training program;

• the Executive Directors perform activities in

respect of corporate culture;

• the Board is responsive to signs of misconduct or

irregularities from the Company's business; and

• effective communication with the Company's

shareholders is assured.


		Fiscal 2024 annual report		37


	Corporate governance and remuneration
	Corporate governance

2.1.1.2Powers, responsibilities and functioning

The Board is entrusted with the management of the

Company subject to the restrictions contained in the

Articles of Association and the law. This includes

setting the Company's policy and strategy. The Board

may allocate its duties among the Directors by means

of the Board Rules or otherwise in writing, with due

observance of any limitations provided for by law or in

the Articles of Association. The Board may determine

in writing, in or pursuant to the Board Rules or

otherwise pursuant to resolutions adopted by the

Board, that one or more Directors can validly pass

resolutions in respect of matters which fall under his/

their duties. In performing their duties, Directors shall

be guided by the interests of the Company and of the

business connected with it.

The Executive Director, i.e., the Executive Chair, shall

be entrusted primarily with the Company's day-to-day

operations and the Non-Executive Directors shall be

entrusted primarily with the supervision of the

performance of the duties of the Directors as

specified in the Articles of Association and the Board

Rules. The Non-Executive Directors also perform any

duties allocated to them under, or pursuant to, the

law and the Articles of Association.

The power to represent the Company vests in the

Board of Directors and in the Executive Chair

individually. The Board vested the salaried Chief

Executive Officer, Aurélien Sonet, with representation

powers pursuant to a power of attorney included in

the Board Rules. The Chief Executive Officer is

supervised by the Executive Chair, who in turn has

limitations of authorities from the Board of Directors.

These limitations and authorities are reflected in the

Board Rules (see section 2.1.1.3).

2.1.1.3Board Rules

Pursuant to the Articles of Association, the Board has established Board Rules concerning its organization,

decision-making and other internal matters, with due observance of the Articles of Association. In performing

their duties, the directors act in compliance with the Board Rules. The Board Rules are available on the

Company's website (www.pluxeegroup.com).

2.1.1.4Composition, appointment and removal

This section deals with the rules included in the

Articles of Association and the Board Rules which

support and apply to the above-mentioned

governance structure of the Company.

The Articles of Association provide that the Board

consists of one or more Executive Directors and one

or more Non-Executive Directors. The Board shall be

composed of individuals. The Board shall determine

the number of Executive and Non-Executive Directors.

Pursuant to the Board Rules, the Board shall be

composed of at least eight Directors, consisting of

one or two Executive Directors and, for the remainder,

of Non-Executive Directors.

The Board may designate as Chief Executive Officer

an Executive Director or any other employee or

officer of the Company or Group Companies. The

Board may also designate an Executive Director as

Executive Chair. The Board shall further designate a

Non-Executive Director as the Chair of the Board

( voorzitter) for purposes of Dutch law. Such Non-

Executive Director will carry the title "Chair". However,

if, and for as long as an Executive Chair is elected, the

Chair of the Board (voorzitter) for purposes of Dutch

law will carry the title of "Lead Director" instead of the

title "Chair". Certain duties and powers of the Chief

Executive Officer, the Executive Chair and the Chair

or Lead Director, as applicable, are set out in the

Articles of Association and the Board Rules. If and for

as long as (i) a Chief Executive Officer has been

elected who is not an Executive Director and (ii) an

Executive Chair has been elected, the Board's tasks

and responsibilities, as well as its decision-making

authority, in respect of the matters that are

delegated to the Chief Executive Officer pursuant to

the Board Rules are instead delegated to, and shall

be resolved upon by, the Executive Chair. The

Executive Chair shall then authorize the Chief

Executive Officer to implement and effect such

matters under the supervision of the Executive Chair

and ensure that the appropriate checks and

balances are put in place to ensure appropriate

oversight over the Chief Executive Officer's exercise

of its authorities set out in the Board Rules. The Board

may designate one or more other Non-Executive

Directors, other than the Chair or Lead Director, as

applicable, as Vice-Chair.

The General Meeting shall appoint the Directors and

may at any time suspend or dismiss any Director.

Upon the appointment of a person as a Director, the

General Meeting shall determine whether that person

is appointed as Executive Director or as Non-

Executive Director. In addition, the Board may at any

time suspend an Executive Director. A resolution of

the General Meeting to suspend or dismiss a Director

can be passed by simple majority of votes cast

representing more than one third of the issued share

capital. A second meeting as referred to in

article 2:120(3) BW cannot be convened. If a Director

is suspended and the General Meeting does not

resolve to dismiss him or her within three months from

the date of such suspension, the suspension shall

lapse.


38		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

2.1.1.5Term of appointment

Pursuant to the Board Rules, a person may be

appointed as Executive Director or Non-Executive

Director for a term up to the end of the annual

General Meeting held in the fourth calendar year after

the year of appointment, without limitation on the

number of consecutive terms which an Executive

Director or Non-Executive Director may serve. The

Board drew up a rotation schedule for the Non-

Executive Directors which may evolve over time, to

achieve a staggered end to terms of office.

2.1.1.6Board meetings and decisions

Resolutions of the Board shall be passed by a simple

majority of votes cast, unless the Board Rules provide

otherwise. Each Director entitled to vote may cast

one vote in the decision-making of the Board. Where

there is a tie in any vote of the Board, the Executive

Chair has a casting vote, except for certain

resolutions in which the Executive Chair shall not take

part as set forth in the Board Rules (§6.15 referring to

article 19.6 of the Articles of Association): the

determination of the compensation of Executive

Directors; and the instruction of an auditor to audit

the annual accounts if the General Meeting has not

granted such instruction. Otherwise, the relevant

resolution shall be rejected.

Under the current set up, the Board shall meet as

often as the Lead Director or the Executive Chair or

any group of three directors jointly deem(s)

necessary or appropriate and at least quarterly. A

Board meeting may be convened by, or at the request

of, the Lead Director, the Executive Chair or a group

of three directors jointly by means of a written notice

sent to all directors.

The Board's meetings may take place virtually or at a

physical location, and they are normally held at the

Company's offices in France, or another location in

France, with the Executive Directors, the Chair or the

Lead Director (as applicable), and a majority of

directors physically attending. Meetings may only

incidentally take place virtually. In compliance with

the above principles, the form and location of the

meetings will be determined by the Director

convening the meeting as desirable given the

circumstances.

Subject to the previous paragraph, Directors entitled

to vote shall be given the opportunity to attend the

meeting of the Board by telephone, videoconference

or electronic communication, provided that (i) all

participants can hear each other simultaneously, and

(ii) Directors are not physically located in the

Netherlands during such meeting unless exceptional

circumstances require this. The Lead Director or the

Executive Chair determines whether exceptional

circumstances apply. Directors attending the meeting

by telephone, videoconference or electronic

communication are considered present at the

meeting.

A Director can be represented by another Director

entitled to vote holding a written proxy for the

purpose of the deliberations and the decision-making

of the Board.

The approval of the General Meeting is required for

resolutions of the Board concerning a material

change to the identity or the character of the

Company or the business, including in any event:

• transferring the business or materially all of the

business to a third party;

• entering into or terminating a long-lasting alliance of

the Company or of a Group Company either with

another entity or company, or as a fully liable

partner of a limited partnership or general

partnership, if this alliance or termination is of

significant importance for the Company; and

• acquiring or disposing of an interest in the capital of

a company by the Company or by a Group Company

with a value of at least one third of the value of the

assets, according to the balance sheet with

explanatory notes or, if the Company prepares a

consolidated balance sheet, according to the

consolidated balance sheet with explanatory notes

in the Company's most recently adopted Annual

Accounts;

provided that the absence of approval of the General

Meeting shall not affect the powers of representation

of the Board or of the Directors.

Pursuant to the Articles of Association and the Board

Rules, resolutions of the Board may, instead of at a

meeting, be passed in writing, provided that all

directors are familiar with the resolution to be passed

and none of them, insofar as entitled to vote, objects

to this decision-making process.


		Fiscal 2024 annual report		39


	Corporate governance and remuneration
	Corporate governance

2.1.1.7Directors' training

The Nomination and Remuneration Committee oversees

the induction and training programs and provides advice

on the annual training provided to Directors. This

program covers strategy, governance and legal affairs,

financial, social and sustainability reporting by the

Company, specific aspects that are unique to the

Company and its business, the Company's culture and

the responsibilities of Directors.

In Fiscal 2024, the Board received and completed

training on the following topics:

• the legal aspects of being a Director of a Dutch

company listed on Euronext Paris as well as

directors' duties, corporate bodies functioning and

disclosure requirements;

• key drivers of the current Company strategy

including the description of the competitive

landscape and the business components;

• preparation of the Group for the CSRD (ESG-

related reporting), review of the Group's activities

relating to the Ethics Charter.

In addition, each Non-Executive Director will be, as

part of the Board annual evaluation, able to identify

the aspects on which he or she requires training or

education.

The Non-Executive Directors also discussed and

received regular updates during Board meetings on

commercial developments and the competitive

landscape, notably with commercial and financial

related KPIs.

2.1.1.8Directors' share ownership

On July 3, 2024 the Board of Directors adopted

"Share ownership guidelines for members of the

Board of Directors" whose purpose is to align the

directors' interests with the long-term interests of the

shareholders of Pluxee: each member of the Board is

expected to buy and own at least 500 ordinary

shares by the end of his/her first year on the Board,

and to hold them from that date until the end of the

term of his/her office with Pluxee. Each Director shall

comply with all legal trading obligations/prohibitions

laid down in the "Insider Trading Prevention Policy" as

approved by the Board.


40		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

2.1.2Directors

2.1.2.1Current Board composition

Pluxee's Board consists of one Executive Director and nine Non-Executive Directors. The Board includes five

independent Non-Executive Directors. The four Non-Executive Directors affiliated with Bellon S.A., a shareholder

exceeding 10% of the O rdinary Shares, are considered to be non-independent.

The Board of Directors at October 30, 2024


		Didier Michaud-Daniel Executive Director – Executive Chair
Date of birth: February 2, 1958 Director as of: January 31, 2024 Citizenship: French Committee membership: None Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 1,290		Experience and Education • CEO of Bureau Veritas from 2012 to 2023. • President of Otis elevator Company from 2008 to 2012, based in the U.S. • Extensive international experience across sales, operations and senior management positions at Otis Elevator. • Appointed Executive Chair of the Company at January 31, 2024. • Graduate of the Poitiers business management school, and of INSEAD. He is also Chevalier de la Légion d’Honneur.
		Other Board memberships • Independent member of the Supervisory Board of Tarkett (1), a global leader in the flooring solutions industry, and Chairman of its Nomination, Compensation and Governance Committee • Member of the Supervisory Board of the SAUR Group, a global leader in water services
		Competencies • General management • International • Governance • Finance/M&A • Marketing & Sales • Technology/Digital/Data • Sustainability

(1)Public company


		Fiscal 2024 annual report		41


	Corporate governance and remuneration
	Corporate governance


		Sophie Bellon Non-Executive Director
Date of birth: August 19, 1961 Director as of: January 31, 2024 Citizenship: French Committee membership: Audit Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 7,964		Experience and Education • Chairwoman of the Board of Directors of Sodexo S.A. since 2016; CEO of Sodexo S.A. since 2021. • Extensive experience across Sodexo in finance, strategic planning, and senior management roles in client retention, corporate services and facilities management. • M&A advisory experience at Crédit Lyonnais – U.S. • Graduate of the École des hautes études commerciales du Nord (EDHEC business school).
		Other Board memberships • CEO and Chairwoman of the Board of Directors of Sodexo S.A. (1). • Chairwoman of PB Holding SAS (France) • Member of the Management Board of Bellon S.A. (France) • Member of the Board of Directors of L'Oréal (1), and also chairwoman of the Board Human Resources and Remuneration Committee and member of the Board Nominations and Governance Committee • Member of the Board of Directors of private organizations: Association nationale des sociétés par actions (ANSA); Association française des entreprises privées (AFEP); Association Comité France Chine (CPC)
		Competencies • General management • International • Sustainability • Governance • Finance/M&A • Human Resources • Marketing & Sales • Payments • Technology/Digital/Data

(1)Public company


		Nathalie Bellon-Szabo Non-Executive Director
Date of birth: January 26, 1964 Director as of: January 31, 2024 Citizenship: French Committee membership: Nomination and Remuneration Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 3,047		Experience and Education • Chief Executive Officer of Sodexo Live! Worldwide (previously known as Sports and Leisure) and member of the Sodexo Group Executive Committee; Chairwoman of the Pierre Bellon Foundation. • Extensive experience across Sodexo businesses: Managing Director of Sodexo Prestige; Managing Director of L’Affiche, CEO of Sodexo Prestige Sports and Leisure, and Chairwoman of the Management Board of Lenôtre. • Graduate of the European Business School.
		Other Board memberships • Director of Sodexo S.A. (1) (member of the Board Nominating Committee and Sustainability Committee) • Chairwoman of the Pierre Bellon Foundation • Member of the Management Board of: Bellon S.A. • Chairwoman of: Gedex SAS; Lenôtre SAS; Umanis SAS (France)
		Competencies • General management • International • Sustainability • Governance • Finance/M&A • Human Resources • Technology/Digital/Data • Marketing & Sales • Payments

(1) Public company


42		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance


		François-Xavier Bellon Non-Executive Director
Date of birth: September 10, 1965 Director as of: January 31, 2024 Citizenship: French Committee membership: Nomination and Remuneration Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 36,382		Experience and Education • Chairman of the Management Board of Bellon S.A. • Extensive experience across Sodexo in France and internationally, in the healthcare segment, and as CEO of Sodexo Mexico, and CEO of Sodexo UK and Ireland. • CEO of a company in the UK that provides home care services to dependent people; founder of LifeCarers. • Experience at Adecco France and Spain, ultimately heading up the Sales and Marketing Department of the Global Staffing Division. • Graduate of the European Business School.
		Other Board memberships • Director of Sodexo S.A. (1) (member of the Board Audit Committee, Nominating Committee and Compensation Committee) • Chief Executive Officer of PB Holding SAS (France) • Chairman of the Management Board of Bellon S.A. (France)
		Competencies • General management • International • Sustainability • Governance • Entrepreneurship • Human Resources • Finance/M&A • Technology/Digital/Data • Marketing & Sales • Payments

(1)Public company


		Laszlo Szabo Non-Executive Director
Date of birth: September 13, 1992 Director as of: January 31, 2024 Citizenship: French and U.S. dual national Committee membership: Audit Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: Not yet acquired		Experience and Education • Co-founder and CEO of Kiln, the leading digital asset rewards platform. • Co-founder of Skill Hunter, a tech sector recruitment agency. • Keen interest in blockchain ecosystem and technologies. • Bachelor's degree of Business Administration in Hospitality Management from Glion, Switzerland.
		Other Board memberships • Managing Director of Skill Hunter SAS (France) • President of Kiln SAS (France)
		Competencies • General management • Finance/M&A • Technology/Digital/Data • Entrepreneurship • International • Marketing & Sales


		Fiscal 2024 annual report		43


	Corporate governance and remuneration
	Corporate governance


		Guillaume Boutin Non-Executive Director – Independent Lead Director
Date of birth: April 16, 1974 Director as of: January 31, 2024 Citizenship: French Committee membership: Audit Committee; Nomination and Remuneration Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 600		Experience and Education • CEO of Proximus, a leading provider of telecom and digital services in Benelux and other global markets. • Extensive experience in the telecom, media and technology sectors. • Master's degree from HEC Paris.
		Other Board memberships • CEO of Proximus (1) (Belgium) • Chairman of the Board of BICS and Telesign, two Proximus entities
		Competencies • General management • Sustainability • Governance • Finance/M&A • Technology/Digital/Data • Cyber • International

(1)Public company


		Bénédicte Chrétien Non-Executive Director – Independent
Date of birth: September 6, 1969 Director as of: January 31, 2024 Citizenship: French Committee membership: Chair of the Nomination and Remuneration Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 500		Experience and Education • Group Human Resources Director and member of the Executive Committee at Crédit Agricole S.A. • Extensive experience across functions at AXA Investment Managers including M&A and restructuring, sales, international expansion and Global Head of Human Resources. • Head of Human Resources and member of the Executive Committee at Edmond de Rothschild, Geneva. • Master's degree in Human Resources, Paris 1 University.
		Other Board memberships • Non-Executive Director at CA Indosuez, Amundi(1), and Institut de formation du Crédit Agricole Mutuel (IFCAM), subsidiaries of Crédit Agricole (France)(1)
		Competencies • General management • Sustainability • Governance • Human Resources • Finance/M&A • Payments • International

(1)Public company


44		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance


		Arnaud Loiseau Non-Executive Director – Independent
Date of birth: June 5, 1975 Director as of: January 31, 2024 Citizenship: French Committee membership: Nomination and Remuneration Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 1,000		Experience and Education • CEO of Redpin, a global technology and payments company backed by Blackstone, Corsair and Palamon Capital. • Former CEO of the international division of WorldRemit (now Zepz), a consumer fintech unicorn backed by Accel and TCV. • Held several senior roles across strategy, corporate development, publishing and new product development at King Digital Entertainment ($7 billion IPO on NYSE), the developer of mobile game Candy Crush Saga. • Finance sector in trading and M&A at Société Générale, Reuters and UBS Investment Bank in New York. Media sector experience at Bertelsmann in Spain, China and the U.S. • Master's Degree in Science from École Polytechnique, France; MBA from Harvard Business School.
		Other Board memberships • CEO and director at Redpin (United Kingdom)
		Competencies • General management • Sustainability • Entrepreneurship • Finance/M&A • Technology/Digital/Data • Cyber • Payments • International


		Michel-Alain Proch Non-Executive Director – Independent
Date of birth: April 18, 1970 Director as of: January 31, 2024 Citizenship: French Committee membership: Chair of the Audit Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 10,000		Experience and Education • Chief Financial Officer and member of the Board of LSEG plc (London Stock Exchange Group). • Former CFO at Publicis; former CFO at Ingenico, and Senior Advisor to the CEO during the merger with Worldline. • Several senior roles at Atos, including EVP & Group CFO, Senior EVP and CEO North America Operations, and Senior EVP & Group Chief Digital Officer. • Co-led the IPO of Worldline and served on the Company's Board of Directors. • Held senior executive roles at Hermès in France and the U.S. • Master's Degree in Finance from the Toulouse Business School.
		Other Board memberships • Member of the Board of LSEG plc(1) (London Stock Exchange Group)
		Competencies • General management • Governance • Finance/M&A • Technology/Digital/Data • Cyber • Payments • International

(1)Public company


		Fiscal 2024 annual report		45


	Corporate governance and remuneration
	Corporate governance


		Bénédicte de Raphélis Soissan Non-Executive Director – Independent
Date of birth: May 5, 1987 Director as of: January 31, 2024 Citizenship: French Committee membership: Audit Committee Term: Through end of annual General Meeting to be held in 2028 Pluxee ordinary shares: 500		Experience and Education • Founder and General Partner at Emblem, a venture capital firm providing seed-stage capital to French and Nordic start-ups. • Founder of Clustree (later acquired by Cornerstone OnDemand), an innovative French technology company that helps manage employee skills and job placement at large companies. • Active business angel and former Venture Partner at Northzone, a leading Scandinavian venture capital firm. • Master’s degree in managerial economics from Université Paul Cézanne Aix-Marseille III and a master’s degree in applied mathematics from Université Panthéon Sorbonne Paris I.
		Other Board memberships • Managing Director of Emblem SAS (France)
		Competencies • General management • Sustainability • Entrepreneurship • Human Resources • Finance/ M&A • Technology/ Digital/ Data • Cyber • International

The Company's address, 16 rue du Passeur de Boulogne, 92130 Issy-les-Moulineaux, France, serves as the

business address for all directors and members of global senior management.

2.1.2.2Directors' independence

The Board has determined that five out of nine Non-

Executive Directors shall be qualified as independent

directors: Guillaume Boutin, Bénédicte Chrétien,

Arnaud Loiseau, Michel-Alain Proch and Bénédicte de

Raphélis Soissan.

The current composition of the Board enables the Non-

Executive Directors to operate independently, including

the ability to operate critically with one another, the

Executive Chair, and any particular interests involved.

Given the shareholder base of the Company, the Non-

Executive Directors are of the opinion that, in the

context of preserving the continuity of Pluxee and

ensuring a focus on sustainable long-term value

creation, it is in the Company's corporate interests

and in the interests of the Company's stakeholders

that among the Non-Executive Directors, there is a fair

and adequate representation of persons who are

affiliated with Bellon S.A., the Company's controlling

shareholder, even if this means that the composition

of the Board does not meet the independence

requirements pursuant to best practice provision 2.1.7

of the Code.

Currently, four out of nine Non-Executive Directors are

considered non-independent on the aforementioned

basis, being:

• Sophie Bellon, who is affiliated with Bellon S.A. which

holds more than 10% of the Ordinary Shares;

• Nathalie Bellon-Szabo, who is affiliated with Bellon

S.A. which holds more than 10% of the Ordinary

Shares;

• François-Xavier Bellon, who is affiliated with Bellon S.A.

which holds more than 10% of the Ordinary Shares;

• Laszlo Szabo, who is the son of Nathalie Bellon-

Szabo (Nathalie Bellon-Szabo being affiliated with

Bellon S.A. which holds more than 10% of the

Ordinary Shares).

However, the other Non-Executive Directors, who are

independent, including the Lead Director, are

comfortable that Sophie Bellon, Nathalie Bellon-

Szabo, François-Xavier Bellon and Laszlo Szabo are

nonetheless able to act independently and critically.

Independence requirements under the Code are not

applicable to Didier Michaud-Daniel as Executive

Director.


46		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

2.1.2.3Directors' skills


	Didier Michaud- Daniel	Sophie Bellon	Nathalie Bellon- Szabo	François- Xavier Bellon	Laszlo Szabo	Guillaume Boutin	Bénédicte Chrétien	Arnaud Loiseau	Michel- Alain Proch	Bénédicte de Raphélis Soissan
General management	✔	✔	✔	✔	✔	✔	✔	✔	✔	✔
Sustainability	✔	✔	✔	✔		✔	✔	✔		✔
Governance	✔	✔	✔	✔		✔	✔		✔
Entrepreneurship				✔	✔			✔		✔
Human Resources		✔	✔	✔			✔			✔
Finance/ M&A	✔	✔	✔	✔	✔	✔	✔	✔	✔	✔
Technology/ Digital/ Data	✔	✔	✔	✔	✔	✔		✔	✔	✔
Cyber						✔		✔	✔	✔
Payments		✔	✔	✔			✔	✔	✔
Marketing & Sales	✔	✔	✔	✔	✔
International	✔	✔	✔	✔	✔	✔	✔	✔	✔	✔

2.1.2.4Board meetings in Fiscal 2024

In Fiscal 2024 from January 31, 2024 when the Board members took office, the Board held five meetings. All

Board members attended these meetings.


	Didier Michaud- Daniel	Sophie Bellon	Nathalie Bellon- Szabo	François- Xavier Bellon	Laszlo Szabo	Guillaume Boutin	Bénédicte Chrétien	Arnaud Loiseau	Michel- Alain Proch	Bénédicte de Raphélis Soissan
Attendance	5/5	5/5	5/5	5/5	5/5	5/5	5/5	5/5	5/5	5/5
Attendance rate	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%

Highlighted below are the topics that were addressed

by the Board during Fiscal 2024 from January 31,

2024:

• Approve and submit resolutions to the sole

shareholder's meeting

• Approve of number of executive and Non-Executive

Directors and designation of the Executive Chair, of

the Lead Director and of the Chief Executive Officer

• Set the remuneration components of the Executive

Chair and of the Non-Executive Directors in

accordance with the Remuneration Policy

• Adopt the Board Rules and related power of

attorney in favor of the Chief Executive Officer

• Establish the Committee's composition and appoint

their Chairs and other members

• Adopt Board Committee charters, loyalty voting

structure, and various corporate governance

policies (including the DE&I Policy)

• Strategic review

• M&A, business and stock market updates and

updates regarding the spin-off implementation

• Review of reports on roadshows and analyst

coverage

• Review and approve M&A transactions

• Set the conditions for the Executive Chair's bonus

• Approval of the Fiscal 2022, Fiscal 2023 and

Fiscal 2024 LTI performance share plans

• Approval of the Internal audit plan

• Approval of the bonds issuance and of the share-

buyback program

• Review of financial performance, approval of the

press release, and the financial statements for the

first half of Fiscal 2024

• Review of the financial performance and approval of

the press release for the third quarter of

Fiscal 2024

• Review of main litigation proceedings

• Approval of share ownership guidelines for the

Directors

• Information regarding the succession and

recruitment processes for the Executive

Committee

• Strategic review


		Fiscal 2024 annual report		47


	Corporate governance and remuneration
	Corporate governance

The Board regularly interacts, including through ad

hoc strategic sessions, with management to review

and assess the Company's strategic objectives as

well as to review the actions required to accomplish

these objectives. This notably involves Board reviews

and assessments of market analyses of the Group's

competitive landscape, focused attention on key

activities/geographies, sustainability initiatives and

challenges, and/or potential M&A and partnership

opportunities.

2.1.2.5Board stakeholder engagement

The Board of Directors is committed to engage with

Pluxee's stakeholders, including its shareholders,

through meaningful and ongoing dialogue.

Mr. Michaud-Daniel participated in the presentation of

Pluxee's listing, as speaker introducing the Capital

Markets Day held on January 10, 2024 and he met

with investors during Fiscal 2024. The Executive Chair

also took part in the "Leadership Convention" held on

May 14 and 15, 2024, which was an opportunity for a

direct dialogue with the 200 Group leaders. On

January 31, 2024 the Board of Directors adopted a

stakeholder engagement policy (the "Stakeholder

Engagement Policy") aimed at ensuring consistent

application of the Company's corporate stakeholder

engagement framework across the Company's

activities worldwide. The Stakeholder Engagement

Policy is publicly available on Pluxee N.V.'s website at

www.pluxeegroup.com/governance-documents/.

2.1.2.6Board evaluation

Given that its operations began on January 31, 2024, the Board of Directors has decided to conduct the first

annual evaluation of its collective functioning and of its individual members during Fiscal 2025 in order to have a

comprehensive view of its accomplishments during the first year of Pluxee's operations as a standalone

company.

2.1.2.7Directors' positions outside the Company

The Board has not adopted guidelines limiting or

prohibiting Directors from serving on boards and/or

committees of other organizations. Serving on other

boards and/or committees should be consistent with

the provisions of the Articles of Association and the

Board Rules relating to conflict of interests, and all

applicable laws and regulations. In accordance with

the Board Rules, the acceptance by an Executive

Director of a position as supervisory director or non-

executive director with another company or entity

shall be subject to the approval of the Board with a

simple majority of Directors' votes, including a simple

majority of the Non-Executive Directors' votes. An

Executive Director shall notify the Board in advance of

any other position he wishes to pursue.

As of this date, the Company is not yet subject to

Dutch statutory rules on over-boarding. Nevertheless,

all Directors comply with the restrictions of Dutch law

in respect of the overall number of management and

supervisory positions that executive and non-

executive directors of a "large Dutch company" may

hold: a person may not be appointed as a managing or

executive director of a "large Dutch company" if he or

she already holds a supervisory position at more than

two other "large Dutch companies" or if he or she is

the chairperson of the supervisory board or one-tier

board of another "large Dutch company". Also, a

person cannot be appointed as a supervisory

director or non-executive director of a "large Dutch

company" if he or she already holds a supervisory

position at five or more other "large Dutch

companies", whereby the position of chairperson of

the supervisory board or one-tier board of another

"large Dutch company" is counted twice.

2.1.3Board Committees

The Board has two permanent Committees: an Audit Committee and a Nomination and Remuneration

Committee. Each Committee is subject to the relevant provisions in the Board Rules and its respective

Committee charter. The Board appoints and removes the members of each Committee.

2.1.3.1Audit Committee

The Audit Committee consists of at least three Non-

Executive Directors. More than half of all Audit

Committee members, including the Chair of the Audit

Committee, are independent within the meaning of

the Code. In addition, at least one Audit Committee

member has expertise and experience in respect of

financial reporting and/or auditing annual accounts.

The Audit Committee prepares the decision-making of

the Board regarding the supervision of the integrity

and quality of the Company's financial and

sustainability reporting (including sustainability

reports) and the effectiveness of the internal

controls.


48		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

The Audit Committee assists the Board with respect

to, inter alia:

• t he Company's audit plan, process, and results,

especially in relation to the Company's annual

accounts and annual report;

• the interactions with the external audit function of

the Company, the external auditor, and other

relevant external parties involved in the audit

process;

• the Company's financing;

• the Company's tax policy; and

• the Company's primary sustainability initiatives and

ESG ambitions.

The Audit Committee meets as often as it determines

is appropriate to carry out its responsibilities and

whenever one or more of the members of the Audit

Committee requests such meeting. Each meeting is

presided over by the Chair of the Audit Committee or,

in his or her absence, one of the other members of

the Audit Committee designated for that purpose by

the members of the Audit Committee present at such

meeting.

As of the date of this annual report, the Audit

Committee is comprised of five Directors: Michel-

Alain Proch (Chair), Sophie Bellon, Laszlo Szabo,

Guillaume Boutin, and Bénédicte de Raphélis Soisson.

Three of them (60%), including the Chair, are

independent Directors. In Fiscal 2024 from

January 31, 2024, the Audit Committee held three

meetings. There was a very high attendance level of all

the Audit Committee's members at these meetings.


	Michel-Alain Proch	Sophie Bellon	Laszlo Szabo	Guillaume Boutin	Bénédicte de Raphélis Soissan
Attendance	3/3	3/3	3/3	2/3	3/3
Attendance rate	100%	100%	100%	67%	100%

Highlighted below are the notable topics that were

addressed by the Audit Committee over the course of

Fiscal 2024 and starting on January 31, 2024:

• Approve Pluxee internal audit charter and annual

internal audit plan;

• Follow up of internal audit plan and of the resolution

of its action plan;

• Approve non-audit services policy;

• Review of the financial performance, the press

release, the market presentation and the financial

statements for the first half of Fiscal 2024;

• Review of the financial performance, the press

release and the market presentation for the third

quarter of Fiscal 2024;

• Review external auditor's comments and reports;

• Review audit reports of internal audit;

• Report on roadshow and feedbacks following the

listing;

• Review Company's performance, budgets,

forecasts and guidance updates;

• Review bridge loan refinancing;

• Review bonds issuance transaction;

• Review share buy-back program;

• Review guarantees and off-balance sheet

commitments;

• Review M&A accounting and updates;

• Review of whistleblowing policy and of modifications

to insider trading prevention policy;

• Review of investment policy and decisions; and

• Review of main litigation proceedings.

2.1.3.2Nomination and Remuneration Committee

The Nomination and Remuneration Committee

consists of at least three Non-Executive Directors.

More than half of all Nomination and Remuneration

Committee members, including the Chair of the

Nomination and Remuneration Committee, are

independent within the meaning of the Code.

The committee members shall have awareness

related to social matters, environment, and/or

governance.

The Nomination and Remuneration Committee

assists the Board with respect to, inter alia:

Nomination

• drawing up selection criteria and appointment

procedures for the Directors;

• periodically assessing the size and composition of

the Board and submitting proposals for the

composition profile of the Board;

• addressing Director functioning, succession, re-

appointments;


		Fiscal 2024 annual report		49


	Corporate governance and remuneration
	Corporate governance

• supervising the policy of the Board regarding the

selection criteria and appointment procedures for

the Company's senior management and executive

officers; and

• ensuring that the diversity, equity and inclusion

policy is duly put in practice and periodically

reviewing training plans for directors.

Remuneration

• supervising the Remuneration Policy, as well as

ensuring that ESG components are included in

remuneration packages;

• addressing the remuneration of individual Directors,

in accordance with the Remuneration Policy and

supporting sustainable long term value creation;

and

• preparing the Company's remuneration report for

the Board.

The Nomination and Remuneration Committee meets

as often as it determines is appropriate to carry out

its responsibilities and whenever one or more of the

members of the Nomination and Remuneration

Committee requests such meeting. Each meeting is

presided over by the Chair of the Nomination and

Remuneration Committee or, in his or her absence,

one of the other members of the Nomination and

Remuneration Committee designated for that

purpose by the members of the Nomination and

Remuneration Committee present at such meeting.

As of the date of this Annual Report, the Nomination

and Remuneration Committee is comprised of five

directors: Bénédicte Chrétien (Chair), Guillaume

Boutin, Arnaud Loiseau, Nathalie Bellon-Szabo and

François-Xavier Bellon. Three of them (60%), including

the Chair, are independent Directors. In Fiscal 2024

from January 31, 2024, the Nomination and

Remuneration Committee held two meetings. All the

Nomination and Remuneration Committee's members

attended these meetings.


	Bénédicte Chrétien	Nathalie Bellon-Szabo	François-Xavier Bellon	Guillaume Boutin	Arnaud Loiseau
Attendance	2/2	2/2	2/2	2/2	2/2
Attendance rate	100%	100%	100%	100%	100%

Highlighted below are the notable topics that were

addressed by the Nomination and Remuneration

Committee over the course of Fiscal 2024 and

starting on January 31, 2024:

• review Fiscal 2022, Fiscal 2023 and Fiscal 2024

performance share plans;

• review conditions for the bonus of the Executive

Chair (and the Chief Executive Officer);

• review of the Non-Executive Directors' fees

payment schedule;

• review of the share ownership guidelines for

Directors;

• information regarding the recruitment and succession

processes for the Executive Committee; and

• benchmark of remuneration of the Executive

Committee.

2.1.4Senior management team

The Chief Executive Officer, Mr. Sonet, leads a senior

management team, the Executive Committee. This

executive team, comprised of 12 senior leaders from

across the Group, encompasses a diverse range of

educational backgrounds, professional experience,

skill sets, nationalities, and age groups. The Executive

Committee reflects a diversity of senior management

experience gained within large and scale-up

companies, French and non-French entities, and

companies at different stages of their digital

transformation. It is gender-balanced, as 42% of its

members are women. The Executive Committee also

benefits from a diversity of corporate perspectives. It

is comprised of senior executives who held positions

of different tenure lengths within the Sodexo Group

(prior to the February 2024 Pluxee spin-off), or who

had leadership roles at other global corporations

before joining Pluxee. All these leaders have

significant international management experience.


50		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance

Pluxee Group's executive team is composed of the following persons:


		Aurélien Sonet Chief Executive Officer
• Pluxee CEO since 2017, confirmed in his position post-rebranding of Sodexo Benefits and Rewards Services (BRS). • 24-year tenure at Sodexo Group. • From 2017 to 2023, CEO of Sodexo's BRS business and member of Sodexo Group's Leadership Team. Spearheaded digital transformation, drove profitable growth, and secured a leading global position with international operations. • From 2013 to 2017, relocated to Singapore to develop Sodexo Group's business in the Asia Pacific region; promoted to Region Chair in 2015. • From 2010 to 2013, Global Executive VP for Strategy, Brand and Communications of the Sodexo Group. • From 2000 to 2010, held roles of ascending responsibility at Sodexo in finance, strategic planning, marketing & communication, and general management. • Senior consultant at Deloitte (1997-2000) • Graduate of École Centrale de Lyon.


		Béatrice Bihr Executive Vice-President Group General Counsel
• Joined Pluxee as EVP and Group General Counsel in September 2023. Oversees Legal, Sustainability, Ethics & Compliance, Public Affairs, Data Protection. and Security & Safety. • Served as EVP and Group General Counsel for world-leading shipping and logistics CMA CGM in 2023, and Servier Pharmaceuticals from 2021 to 2023. • From 2014 to 2021, General Counsel at Teva Santé. • Admitted to the bars of Paris and New York; she specialized in M&A for 10 years early in her career. • Deep experience leading large and diverse teams to drive transformation in complex organizations. • Graduate of HEC Business School, Sciences Po Paris, Université de Paris I (Sorbonne), and University of Chicago Law School (LLM),


		Alexandre Cotarmanac'h Group Chief Product Officer
• Joined Pluxee in February 2024 as Group Chief Product Officer. • From 2021 to 2024, Chief Product & Technology Officer (CPTO) at Stuart, the leading last-mile B2B logistics company in Europe, where he led the transformation of Tech, including a new offering for large grocery retailers in the UK and France. • From 2018 to 2021, CPTO at Dunnhumby’s Media business unit, producing best-in-class offerings for retail media. • From 2015 to 2018, led Publishers Products at Criteo (serving billions of targeted ads per day, covering half of the global internet population). • Began his career in research at the French telecom leader, Orange, authoring 10+ patents. • Graduate of École Polytechnique and Corps des Mines.


		Fiscal 2024 annual report		51


	Corporate governance and remuneration
	Corporate governance


		Manuel Fernández Amezaga Chief Revenue Growth Officer for Hispanic Latin America
• In March 2024 named to the role of Pluxee Chief Revenue Growth Officer, Hispanic Latin America, and to Pluxee's Executive Committee. • 14-year tenure at Pluxee (formerly, Sodexo BRS). • From 2020 to 2024 was CEO of Pluxee Romania and Bulgaria, based in Bucharest, driving 250% growth, accelerating digitalization, and establishing Pluxee's leadership in the Romanian payment market. • From 2017 to 2020 was CEO of Pluxee Philippines, overseeing digitalization of products and processes, and digital transformation • In 2010 joined Sodexo BRS Spain as Commercial Director, leading process overhauls, business development and restructuring. • From 1997 to 2010, early career at American Express in Greece, moving to the company's Global Business Travel in Spain, and named Commercial Director in 2008. • Holds a law degree from CEU University in Madrid and a PDD from IESE Business School.


		Sébastien Godet Chief Revenue Growth Officer for Asia, Middle East, Africa and Continental Europe
• Since 2020, Pluxee's Asia-Middle East-Türkiye-Africa President, based in Paris; member of Sodexo BRS' Executive Committee since 2012. • 14-year tenure at Pluxee (formerly, Sodexo BRS). • From 2015 to 2020, Sodexo BRS Asia President, based in Singapore. • In 2010 joined Sodexo BRS as General Manager B2C in the Gift business unit; appointed Gift Market President in 2012. • Early career in various roles in Purchasing, Marketing, and Operations between 2000 and 2008 at PPR (now Kering); VP Marketing & Development at Accor Services (now Edenred), and General Manager Purchasing, IT & Offer Marketing at the Altavia Group. • Graduate of HEC Business School.


		Malena Gufflet Managing Director Pluxee France
• Managing Director of Pluxee France since July 2023; member of Pluxee's Executive Committee since March 2024. • From 2020 to 2023 was CEO of Booking.com France. • From 2016 to 2020 was Commercial Director of events sector company La Maison Options. • From 2007 to 2016 held various positions at AccorHotels in Paris, being named Director of Sales, Business Travel France, and later, Sales Director of Adagio Aparthotels. • Brings extensive digital and change management expertise to the Pluxee Group. • Holds a Master's Degree from the Leonardo da Vinci School of Management in Paris; attended Coventry University in England.


52		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance


		Thierry Guihard Managing Director Pluxee Brazil
• Managing Director, Pluxee Brazil since January 2021, driving digital transformation and introducing new products; member of Pluxee's Executive Committee since March 2024. • 28-year tenure at Pluxee (formerly, Sodexo BRS). • From 2017 to 2021, CEO of Sodexo BRS Mexico, and from 2008 to 2017 CEO of Sodexo BRS Chile, leveraging deep expertise in the Latin American benefits market. • Joined Sodexo BRS Mexico in 1996 as Marketing Manager and later took on various senior marketing roles in Central and Western Europe and Latin America. • Board Member of the Brazilian Association of Worker Benefits Companies (ABBT) and Foreign Commerce Adviser for France - Conseiller du Commerce Extérieur de la France (CCEF). • Graduate of Paris ESLSCA Business School; holds a Master's Degree in International Management from IAE France.


		Stéphane Lhopiteau Group Chief Financial Officer (CFO)
• Pluxee Group Chief Financial Officer since July 2023. • From 2019 to 2022, Managing Director Finance at Diot-Siaci, a leader in insurance and social protection brokerage. • From 2015 to 2019, Chief financial and legal officer of Areva Group (now Orano Group), a large player in the nuclear energy space; contributed to Areva's turnaround. • From 2011 to 2015, Deputy CFO, and later SVP Performance and Business Services at Thales Group, leading major transformation projects. • From 2008 to 2011, CFO for DCNS (today Naval group), a European leader in the naval defense sector. • From 2004 to 2008, Head of Business Development and Finance at Morina Baie Biscuits (now Saint-Michel Biscuits). • Early career, from 1994, at Arthur Andersen where he made partner in 2002, in various audit and consulting positions. • From 1992 to 1994, co-founder of Anthyllis Communication, a marketing and publishing agency. • Graduate of HEC Business School.


		Viktoria Otero del Val Group Chief Strategy, Marketing and Sales Officer, & Chief Revenue Growth Officer for the U.S. and UK
• 10 years of experience at Sodexo Group, including 5 years at Pluxee (formerly, Sodexo BRS). • In 2019 joined Pluxee (formerly, Sodexo BRS) as SVP Strategy, Product & Customer Experience, with a focus on digital transformation. • From 2017 to 2019, SVP Strategy, M&A and New Business Initiatives at Thales Alenia Space. • From 2012 to 2017, Sodexo's VP Group Strategic Planning, and later Director for Commercial Development and Innovation for Sodexo Corporate Services in France. • Early career as consultant at McKinsey & Company, followed by positions in Strategic Planning and Marketing at EDF. • Graduate of Harvard College and Harvard Business School; holds a Master's Degree in Political Science from the Central European University.


		Fiscal 2024 annual report		53


	Corporate governance and remuneration
	Corporate governance


		Cecilia de Pierrebourg Group Chief Communications Officer & Chief of Staff
• Joined Pluxee in September 2023 as Group Chief Communications Officer & Chief of Staff. • From 2018 to 2023 served as Global Communications and Brand Director at Ipsos. • From 2007 to 2018 held several roles of ascending responsibility at Danone: Senior Manager, International Coordination and Corporate Communication (2007-2008), Director of External Communications, Asia Pacific (2019-2012), Global Communications Director, Danone Dairy (2012-2016), and Global Director Corporate Affairs Network and Content (2016-2017). • Began her career with the global communications firm Burson Marsteller (today Burson) managing international accounts on corporate issues and crises in Buenos Aires and Paris. • Graduate of Sciences Po Paris (MBA) and Universidad Belgrano de Buenos Aires in Political Science.


		Laure Pourageaud Group Chief Human Resources Officer
• Since 2019, Chief Human Resources Officer of Pluxee (formerly Sodexo BRS) and member of its Executive Committee. • Five-year tenure at Pluxee, formerly Sodexo BRS. • In 2018 joined TalentSoft, a French scale-up, as Chief People Officer. • From 2001 to 2017 held roles across various functions and of ascending responsibility at Sage, a UK software multinational. Roles included SME Product and Service Marketing, Director of HR France, and in 2011, Chief People Officer Europe, overseeing 7,500+ employees. • Early career in the management of apprenticeship schools. • Member of the board of directors of humanitarian and cultural associations. • Holds degrees in Sociology and Political Science from Paris 1 Panthéon Sorbonne.


		Gabriel Rotella Group Chief Information Officer (CIO)
• Since 2019, Chief Information Officer (CIO) and member of Pluxee's (formerly, Sodexo BRS) Executive Committee. • Five-year tenure at Pluxee (formerly, Sodexo BRS). • From 2017 to 2019, Group CIO at agri-food Savencia, driving the group's IT transformation. • From 2010 to 2017 roles of ascending responsibility at Pernod Ricard, ultimately as Global VP IT Solutions from 2014 to 2017. • From 2004 to 2010 Information Systems Senior Manager at LVMH, after a role as Information Systems Head at Moët Hennessy in Argentina from 2000 to 2004. • Early career in Argentina in Finance functions at various multi-nationals. • Graduate of CEMA (MBA) and Insead Business School.

1 Management Positions include employees classified as managers or directors and Pluxee Leadership.

2 Pluxee Leadership includes the Chief Executive Officer, Pluxee's Executive Committee, the direct reports of the Pluxee Executive Committee

members (excluding executive assistants) and the members of Local Leadership.


54		Fiscal 2024 annual report


	Corporate governance and remuneration
	Diversity, equity and inclusion

2.2Diversity, equity and inclusion

In accordance with the Code, the Company's Board

adopted a diversity, equity and inclusion policy made

available on Pluxee's website (the "DE&I Policy"). The

DE&I Policy set specific, appropriate and ambitious

targets in order to achieve a satisfactory balance in

gender diversity and the other diversity and inclusion

aspects of relevance to the Company.

• In respect of the Board's composition, the gender

diversity target for each of (i) the group of Executive

Directors, and (ii) the group of Non-Executive

Directors separately was set at a minimum of 40%

female and a minimum of 40% male, provided that if

the group of Executive Directors would be

comprised of only one member, this gender diversity

target applies to the Board as a whole.

• The Board determined in the DE&I Policy the

category of employees in managerial positions and

the applicable objective: Pluxee shall continue to

improve gender diversity in Fiscal 2024 with a focus

on increasing the representation of women in

Management Positions 1 and reaching a ratio of at

least 40% women by Fiscal 2026. In addition, end of

Fiscal 2026 target on women ratio in Pluxee

Leadership 2 is 42%.

For more information on Pluxee's DE&I Policy and its

results, see section 5.3.2.

2.3Potential conflicts of interest

Pursuant to Dutch law and the Articles of Association,

a Director shall not participate in the deliberations

and decision-making of the Board on a matter in

relation to which he or she has a direct or indirect

personal interest which conflicts with the interests of

the Company and of the business connected with it.

If, as a result thereof, no resolution can be passed by

the Board, the resolution may nevertheless be

passed by the Board as if none of the Directors has a

conflict of interests as described in the previous

sentence. The previous sentence applies mutatis

mutandis to the deliberations and decision-making of

the Board in respect of related party transactions in

which a Director is involved within the meaning of

article 2:169(4) BW.

The Board Rules contain provisions on how to identify

and address a conflict of interest of a Director, all in

accordance with the Dutch civil code and the Code. A

Director shall promptly report any actual or potential

conflict of interests in a transaction that is of material

significance to the Company and/or such Director to

the other directors, providing all relevant information

relating to such transaction, including the involvement

of any Director's spouse, registered partner or other

life companion, foster child or any relative or in-law up

to the second degree.

During Fiscal 2024, no transactions were entered into

in which there were conflicts of interest with

Directors that were of material significance to the

Company, and best practice provisions 2.7.3 and 2.7.4

of the Code, which apply to the Company since its

listing, have been complied with.


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	Corporate governance and remuneration
	Shareholder rights

2.4Shareholder rights

2.4.1Rights attached to shares

Ordinary Shares

The Ordinary Shares are ordinary shares in the issued

and outstanding share capital of Pluxee with a

nominal value of 0.01 euro each. In accordance with

the Articles of Association, they rank pari passu with

each other and holders of Ordinary Shares are

entitled to dividends and other distributions declared

and paid on them, if any. Each Ordinary Share carries

dividend rights and entitles its holder to attend and to

cast one vote at any General Meeting of the

Company's shareholders. There are no restrictions on

voting rights attached to the Ordinary Shares.

Each holder of Ordinary Shares (a "Shareholder")

holding their Ordinary Shares in pure administrative

form (nominatif pur) may at any time elect to

participate in the loyalty voting structure by

requesting that Pluxee register all or some of their

Ordinary Shares in the loyalty register of Pluxee (the

"Loyalty Share Register"). The registration of Ordinary

Shares in the Loyalty Share Register blocks such

shares from trading. If such number of Ordinary

Shares has been registered in the Loyalty Share

uninterrupted period of four years in the name of the

same Shareholder, such Shareholder becomes

eligible to receive Special Voting Shares in the share

capital of Pluxee with a nominal value of 0.01 euro

each ("Special Voting Shares") and the relevant

Shareholder will be entitled to receive one Special

Voting Share for each such Ordinary Share.

Pursuant to the loyalty voting structure foreseeing a

grandfathering system described in the Prospectus,

any holder for at least four years in their own name of

fully paid-up Sodexo Shares in registered form was

entitled to request within 20 trading days following

the payment date, i.e. on February 5, 2024 that

holding of the Ordinary Shares be deemed to have

commenced on the first day of the period for which

such Sodexo Grandfathering Ordinary Share was

uninterruptedly held by such holder in their own name.

If, at any time, such Ordinary Shares are de-

registered from the Loyalty Share Register for

whatever reason, the relevant Shareholder will lose

their entitlement to hold a corresponding number of

Special Voting Shares. Shareholders holding Special

Voting Shares are entitled to exercise one vote for

each Ordinary Share held and one vote for each

Special Voting Share held.

Upon issue of Ordinary Shares or grant of rights to

subscribe for Ordinary Shares, each Shareholder

shall have a pre-emptive right in proportion to the

aggregate nominal amount of their Ordinary Shares.

Shareholders do not have pre-emptive rights in

respect of the Ordinary Shares issued: (i) to

employees of the Company or of a Group Company,

(ii) against contribution other than in cash, and (iii) to

a person exercising a previously acquired right to

subscribe for Ordinary Shares. Pre-emptive rights may

be restricted or excluded by a resolution of the

General Meeting or another corporate body

authorized by the General Meeting for this purpose

for a specified period not exceeding five years.

There are no restrictions on the transferability of the

Ordinary Shares in the Articles of Association or

under Dutch law. However, the transfer of Ordinary

Shares to persons located or resident in, or who are

citizens of, or who have a registered address in

jurisdictions other than the Netherlands, however,

may be subject to specific regulations or restrictions

according to their securities laws.

Special Voting Shares

The Special Voting Shares are governed by the

provisions included in the Articles of Association and

the Loyalty Voting Plan. These documents govern the

issuance, allocation, acquisition, sale, holding,

repurchase and transfer of the Special Voting Shares

and certain aspects of the transfer and the

registration of the Ordinary Shares in the Loyalty

Share Register. These documents provide in

particular that:

• Shareholders holding Special Voting Shares are

entitled to exercise one vote for each Ordinary

Share held and one vote for each Special Voting

Share held;

• no entitlement to Ordinary Shares' dividend

distributions is attached to Special Voting Shares.

However, pursuant to the Articles of Association,

holders of Special Voting Shares will be entitled to a

minimum dividend, which is allocated to a separate

Special Voting Shares dividend reserve (see below).

The Company has no intention to propose any

distribution from the Special Voting Shares dividend

reserve; and

• a transfer of Special Voting Shares shall require the

prior approval of the Board (see article 15 of the

Articles of Association).

Rights to reserve

After the adoption of the Company's financial

statements that show that such distribution is

allowed, the profits shown in the Annual Accounts in

respect of a financial year shall be appropriated as

follows, and in the following order of priority: (i) the

Board shall determine which part of the profits shall

be added the Company's reserves, (ii) out of the

remaining profits, an amount equal to one percent

(1%) of the aggregate nominal value of the issued and

outstanding Special Voting Shares, determined at the

end of the last day of the previous financial year, shall


56		Fiscal 2024 annual report


	Corporate governance and remuneration
	Shareholder rights

be added to the Company's special dividend reserve,

provided that such amount shall be reduced, but

never below zero, by any amounts added to the

special dividend reserve in respect of any interim

distribution from profits of the same financial year,

and (iii) subject to article 27 of the Articles of

Association, the remaining profits shall be at the

disposal of the general meeting of shareholders for

distribution on the Ordinary Shares. The Board shall

determine how a shortfall that is determined by the

adoption of the Company's financial statements shall

be accounted for. A loss may be set off against the

reserves to be maintained by law only to the extent

permitted by applicable law. All reserves maintained

by the Company shall be attached exclusively to the

Ordinary Shares, except for the special dividend

reserve and the special capital reserve maintained

for the holders of Special Voting Shares pursuant to

the Articles of Association. The special voting capital

reserve shall be applied exclusively for facilitating an

issue of Special Voting Shares. For this purpose, the

Board may allocate any part of the balance of the

Company's share premium reserve to the special

capital reserve and vice versa.

Dissolution or liquidation

If the Company is dissolved or liquidated, the

Company's assets shall be paid to secured creditors,

preferential creditors (including tax and social

securities authorities) and unsecured creditors, in

that order. The balance of the assets of the Company

remaining after all liabilities and the costs of

liquidation have been paid shall be distributed to the

Shareholders in the following order of priority and in

accordance with the Articles of association: (i) the

amount paid up on the Special Voting Shares shall be

repaid on such Special Voting Shares and (ii) any

remaining assets shall be distributed to the holders of

Ordinary Shares.

2.4.2Shareholder meetings

2.4.2.1Voting rights and quorum

Each Pluxee Share, irrespective of which class it

concerns, shall give the right to cast one vote at the

General Meeting. Subject to certain exceptions

provided by Dutch law or the Articles of Association,

resolutions of the General Meeting are passed by a

simple majority of votes cast, regardless of which part

of the issued share capital such votes represent.

Where there is a tie in any vote of the General

Meeting, the relevant resolution shall not have been

passed.

No vote can be cast at a General Meeting in respect

of a Pluxee Share belonging to the Company or a

Group Company or in respect of a Pluxee Share for

which any of them holds the depositary receipt.

Usufructuaries and pledgees of Pluxee Shares

belonging to the Company or its Group Companies

are not, however, precluded from exercising their

voting rights if the usufruct or pledge was created

prior to the acquisition of the relevant Pluxee Share

by the Company or a Group Company. Neither the

Company nor a Group Company can vote Pluxee

Shares in respect of which it holds a usufruct or a

pledge.

2.4.2.2Functioning of meetings

General Meetings must be held in the place where the

Company has its corporate seat (Amsterdam) or in

Arnhem, Assen, The Hague, Haarlem, 's-

Hertogenbosch, Groningen, Leeuwarden, Lelystad,

Maastricht, Middelburg, Rotterdam, Schiphol

(Haarlemmermeer), Utrecht or Zwolle (the

Netherlands), with due observance of, if so decided

by the Board, the possibility for persons with meeting

rights to participate in, address and vote at the

General Meeting by electronic means of

communication, in accordance with the Articles of

Association.

An annual General Meeting shall be held within six

months after the end of the Company's financial year.

The annual General Meeting for Fiscal 2024 will be

held on December 18, 2024. A General Meeting may

also be held whenever the Board so decides. One or

more persons with meeting rights who collectively

represent at least one tenth of the Company's issued

share capital may request the Board in writing to

convene a General Meeting, setting out in detail the

matters to be discussed. If the Board has not taken

the steps necessary to ensure that the General

Meeting could be held within the relevant statutory

period after the request, the requesting person(s)

with meeting rights may, subject to applicable law, be

authorized, at his/their request, by the court in

preliminary relief proceedings to convene a General

Meeting.

A General Meeting must be convened with due

observance of the relevant statutory minimum

convening requirements. All persons with meeting

rights must be convened for the General Meeting in

accordance with applicable law. The holders of

registered shares may be convened for the General

Meeting by means of convening letters sent to the

addresses of those Shareholders as set out in the

Company's shareholders' register. The previous

sentence does not prejudice the possibility of

sending a convening notice by electronic means in

accordance with article 2:113(4) BW. The notice must

state the subjects to be dealt with, the time and place

(where applicable) of the meeting, the record date,

the manner in which persons entitled to attend the

General Meeting may register and exercise their

rights, the time by which registration for the meeting


		Fiscal 2024 annual report		57


	Corporate governance and remuneration
	Shareholder rights

must have occurred, as well as the place where the

meeting documents may be obtained, and such other

information as may be required by Dutch law. The

notice must be given by at least such number of days

prior to the day of the meeting as required by Dutch

law, which currently is 42 days.

The agenda for the annual General Meeting must,

among other things, include the adoption of the

Annual Accounts and the allocation of the profit,

insofar as this is at the disposal of the General

Meeting. At least every four years, the adoption of the

Board remuneration policy is included in the agenda.

In addition, the agenda must include such items as

have been included therein by the Board or

Shareholders (with due observance of Dutch law as

described below). The agenda shall also include such

matter of which the discussion has been requested in

writing by one or more persons with meetings rights

who, individually or collectively, represent at least

three percent (3%) of the Company's issued share

capital, subject to applicable law, be included in the

convening notice or announced in the same manner, if

the Company has received the substantiated request

to a proposal for a resolution no later than on the

60th day prior to the General Meeting. No resolutions

may be adopted on items other than those which

have been included in the agenda.

The General Meeting shall be chaired by one of the

following individuals, taking into account the following

order of priority: (i) by the Executive Chair, if any and

present at the General Meeting, (ii) by the Chair or the

Lead Director, as applicable, in each case if any and

present at the General Meeting, (iii) by the Vice-Chair,

if any and present at the General Meeting and in case

multiple Vice-Chairs are present the General Meeting,

by the highest ranked Vice-Chair, (iv) by another Non-

Executive Director who is chosen by the Non-

Executive Directors present at the General Meeting

from their midst, (v) by the CEO, if any and present at

the General Meeting, or (vi) by another person

appointed by the General Meeting. The person who

should Chair the General Meeting pursuant to item

(i) through (v) may appoint another person to Chair

the General Meeting instead of him or her.

The Chair of the General Meeting shall decide on the

admittance to the General Meeting of persons other

than (i) the persons who have meeting rights at the

General Meeting, or their proxyholders, and (ii) those

who have a statutory right to attend that General

Meeting on other grounds.

2.4.2.3Right to attend and vote at shareholders meetings

Each person with meeting rights has the right to

attend, address and, if applicable, vote at General

Meetings, whether in person or represented by the

holder of a written proxy. Shareholders may exercise

these rights, if they are the holders of Pluxee Shares

on the record date as required by Dutch law, which is

currently the 28th day before the day of the General

Meeting, and they or their proxy have notified the

Company in writing of their identity and intention to

attend the General Meeting. This notice must be

received by the Company ultimately on the seventh

day prior to the General Meeting, unless indicated

otherwise when such General Meeting is convened.

Persons with meeting rights that have not complied

with this requirement may be refused entry to the

General Meeting.

A class meeting of persons with meeting rights with

respect to Pluxee Shares of a certain class shall be

held whenever a resolution of that class meeting is

required by Dutch law or under the Articles of

Association and otherwise when the Board so

decides. Without prejudice of the preceding

sentence, for class meetings of Ordinary Shares, the

provisions concerning the convening of, drawing up of

the agenda for, holding of and decision-making by the

General Meeting, other than as set out in the Articles

of Association, apply mutatis mutandis, provided that

for the purpose of those provisions solely those who

have voting rights and/or meetings rights in respect of

Ordinary Shares are considered to have voting rights

and/or meeting rights. For class meetings of Special

Voting Shares the requirements as set out in the

Articles of Association apply.

2.4.2.4Amendment to the Articles of Association

The Articles of Association may be amended by a

resolution submitted to the shareholders at a general

meeting where at least one third of the issued share

capital of the Company is present or represented, by

a simple majority of votes cast, but only at the

proposal of the Board. If a resolution to amend the

Articles of Association is to be submitted to the

General Meeting, this must in all cases be stated in

the agenda of the notice convening the General

Meeting.


58		Fiscal 2024 annual report


	Corporate governance and remuneration
	Remuneration report

2.5Remuneration report

This section represents the remuneration report and was prepared by the Nomination and Remuneration

Committee. The remuneration report has been prepared with due observance of the requirements of Dutch law

and the Code, and provides an overview of the implementation of the applicable remuneration policy for the

Board of Directors in Fiscal 2024.

2.5.1Main elements of Remuneration Policy for the Board of Directors

Pluxee's current remuneration policy for the Board of Directors was adopted as disclosed in the Prospectus by

the Company's (pre-listing) shareholder on January 31, 2024 with immediate effect (the "Remuneration Policy").

2.5.1.1Remuneration Policy objectives

The Remuneration Policy's objective is to establish a

competitive remuneration and benefits framework

that enables the Company to attract, retain, and

motivate Directors who possess the essential

leadership qualities, skills, and experience to drive

exceptional business performance and promote the

sustainable success of the Company.

The Remuneration Policy promotes the achievement

of Pluxee's strategic short and long-term performance

objectives contributing to the achievement of

Pluxee's sustainable long-term value creation.

Accordingly, the Remuneration Policy and its

implementation serve Pluxee's long-term interests

and promote its sustainable success.

The Remuneration Policy establishes a fair,

responsible, and transparent remuneration

framework, consistent with Pluxee's identity, mission,

and corporate principles.

The Remuneration Policy establishes a remuneration

framework that discourages Directors from acting in

their personal interest or engaging in risk-taking that is

inconsistent with Pluxee's strategic objectives and

corresponding risk appetite.

A summary of the main remuneration and benefit

elements for the Executive Director and Non-

Executive Directors as applicable as of January

31, 2024, is presented below for information purposes.

2.5.1.2Non-Executive Director remuneration

The remuneration and benefits awarded to Non-

Executive Directors are proportional to their role and

responsibilities on the Board and its Committees, as

well as the time devoted to their duties and

responsibilities.

Non-Executive Directors will be awarded fixed cash,

consisting of (i) an annual retainer fee, (ii) an

additional annual retainer fee, in respect of the Chair

or Lead Director's (as applicable) additional

responsibilities assumed on the Board, and

(iii) additional annual fees for their responsibilities

assumed as Committee member and/or Committee

chairperson.

Annual retainer fees for Directors


Retainer fees (in euros)	Non-Executive Director	Lead Director
Standard retainer fee	20,000	20,000
Additional retainer fee	—	30,000

Additional annual retainer fees for Committee members and Committee chairpersons


Committees (in euros)	Committee member	Committee chairperson(1)
Audit Committee	8,000	25,000
Other Committees	6,000	22,500

(1)Committee chairpersons are eligible for both the Committee member fees and the additional Committee chairperson fees.


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	Corporate governance and remuneration
	Remuneration report

Non-Executive Directors will also be eligible to receive a separate fee for each Board and Committee meeting

they attend. These fees are set at a level to provide appropriate compensation for the Non-Executive Director's

time devotion, without encouraging them to organize an excessive number of Board or Committee meetings:

Meeting attendance fees (in euros)


Board	Audit Committee	Other committees
4,500	3,500	3,000

The Non-Executive Directors' remuneration may be

paid out in several installments. The Board

determined that from Fiscal 2025 payments of the

Non-Executive Directors' remuneration would take

place twice a year, in March and in September

following a half of a fiscal year.

Other benefits

The Remuneration Policy provides for certain flexibility

and usual other benefits in favor of Non-Executive

Directors such as reimbursement of expenses and

costs reasonably incurred in connection with the

performance of their duties and responsibilities. Non-

Executive Directors are not eligible for additional

benefits such as retirement or pension plans or

benefits related to a removal from office.

2.5.1.3Executive Director remuneration

Currently, Didier Michaud-Daniel is the only Executive

Director of Pluxee, and as such, he is the only Director

who is subject to the remuneration framework for

Executive Directors outlined in the Remuneration Policy.

In the context of the Spin-off, Didier Michaud-Daniel was

appointed Executive Chair with effect from

January 31, 2024. The Board of Directors on

January 31, 2024 set the remuneration of the Executive

Chair in accordance with the Remuneration Policy.

The Executive Chair has signed an employment

contract with Bellon S.A., with an unspecified duration,

under which he is currently assigned to the position of

Executive Chair of Pluxee.

The remuneration of the Executive Chair falls within

the limits of the Remuneration Policy applicable to

Executive Directors, including severance payment

under the circumstances specified in the

Remuneration Policy.

The remuneration of the Executive Chair consists of:

• Fixed annual remuneration (base salary):

430,000 euros.

• Target annual variable remuneration (cash): 25% of

the fixed annual remuneration with a maximum

annual variable remuneration set at 150% of the

target bonus amount, i.e., 37.5% of the fixed annual

remuneration. The annual variable remuneration

comprises performance-based remuneration that is

linked to the achievement of predetermined

performance targets aligned with the Remuneration

Policy objectives. The annual variable remuneration

promotes the achievement of Pluxee's strategic

short-term performance objectives that contribute

to Pluxee's sustainable long-term value creation.

As per the Remuneration Policy, Executive Directors

may be eligible for long-term variable remuneration in

the form of shares, rights to acquire shares, or share-

based remuneration (LTI). Though, the current

Executive Chair is not eligible for Pluxee share awards

(long-term variable remuneration). The Executive

Chair is eligible to receive customary fringe benefits

as part of his overall remuneration and benefits

package. These fringe benefits may include, but are

not limited to, liability insurance, indemnification,

collective health and benefit plans, retirement and

pension plans, travel allowances, a company car, and

other benefits that are considered appropriate taking

into account benefits customary for executives in

similar roles. The Executive Chair is not subject to any

non-compete clause upon the end of his mandate.

In accordance with the service agreement described

in the note 14.3 Related party transactions (in the

Consolidated financial statements) and the

Executive Chair secondment agreement, described in

section 7.1.2.3 Relations with Bellon S.A., the Executive

Chair's remuneration (as well as related tax and social

security costs) is re-invoiced to Pluxee up to the

amount corresponding to the Executive Chair's

remuneration determined by Pluxee's Board of

Directors. This is in line with the Remuneration Policy,

which provides for the possibility that the

remuneration of an Executive Director is made

payable via a third party. The Board of Directors shall

approve the re-invoicing of this compensation on an

annual basis.


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	Corporate governance and remuneration
	Remuneration report

2.5.2Application of the Remuneration Policy in Fiscal 2024

In accordance with article 2:135b of the Dutch civil code, application of the Remuneration Policy in Fiscal 2024

will be submitted to a non-binding vote of the shareholders at the annual General Meeting of December 18, 2024.

2.5.2.1Non-Executive Director remuneration for Fiscal 2024

Applying the elements referred to in Section 2.5.1.2 Non-Executive Director remuneration above, the following

amounts were paid in one installment in September 2024 to the Non-Executive Directors in respect of

Fiscal 2024, i.e., for the period from January 31, 2024 to August 31, 2024 prorata temporis:


Non-Executive Directors fees for Fiscal 2024 (in euros)⁽¹⁾
Name of Director	Annual Standard retainer	Committee leads' / Lead Director's annual retainer	Board attendance fee	Audit Committee Annual standard retainer	Nomination & Remuneration Committee Annual standard retainer	Committees attendance fee	Total Fiscal 2024
Sophie Bellon	11,667	—	22,500	4,667	—	10,500	49,333
Nathalie Bellon-Szabo	11,667	—	22,500	—	3,500	6,000	43,667
François-Xavier Bellon	11,667	—	22,500	—	3,500	6,000	43,667
Laszlo Szabo	11,667	—	22,500	4,667	—	10,500	49,333
Guillaume Boutin	11,667	17,500	22,500	4,667	3,500	13,000	72,833
Bénédicte Chrétien	11,667	13,125	22,500	—	3,500	6,000	56,792
Arnaud Loiseau	11,667	—	22,500	—	3,500	6,000	43,667
Michel-Alain Proch	11,667	14,583	22,500	4,667	—	10,500	63,917
Bénédicte de Raphélis Soissan	11,667	—	22,500	4,667	—	10,500	49,333
Total							472,542

(1) For the period from January 31, 2024 to August 31, 2024.

2.5.2.2Executive Director remuneration for Fiscal 2024

Set forth below is information regarding Pluxee's Executive Chair.

Current agreement


Fixed annual remuneration	Fixed annual compensation of 430,000 euros in 13 monthly installments, aligned with the Executive Chair's experience and scope of responsibilities and intended to attract and retain an Executive Director necessary to execute the Company's strategy
Annual variable remuneration	Target bonus: Annual variable remuneration with a target payout of 107,500 euros (25% of fixed annual remuneration), a minimum payout of zero euros and a maximum payout of 161,250 euros in case of over-achievement (37.5% of fixed annual remuneration), subject to the achievement of specific quantitative financial and non-financial targets detailed below
Long term incentive plan	No annual LTI grant
Benefits	No supplementary pension plan

1 The Executive Chair took office at the Company from January 31, 2024.

2 When setting the performance levels for the annual variable remuneration, scenario analyses were conducted. This analysis included an

assessment of the potential achievement of these performance levels and their alignment with the strategic objectives, and whether these

performance levels were appropriate.


		Fiscal 2024 annual report		61


	Corporate governance and remuneration
	Remuneration report

Summary

For the period from January 31, 2024 to

August 31, 20241 (for ease of reference, hereinafter

for Fiscal 2024) the Executive Chair was awarded the

following (see more details below):

• Annual fixed remuneration: 250,833 euros

(corresponding to the months of February to

August 2024);

• Annual variable remuneration (paid for Fiscal 2024):

150,500 euros corresponding to full fiscal year

variable remuneration.

Key components of the Executive Chair's

remuneration for Fiscal 2024

The key components of the Executive Chair's

remuneration for Fiscal 2024 encompass:

Annual fixed remuneration

Fixed remuneration is reflective of the Executive

Chair's skills, experience, scope of responsibilities and

the external market. The Executive Chair was paid

250,833 euros in Fiscal 2024 corresponding to

monthly installments for the period from February to

August 2024 based on a fixed compensation of

430,000 euros per year paid in 13 installments.

Annual variable remuneration - STI2

In order to incentivize the Executive Chair to achieve

the annual business priorities for the relevant year

and tie a portion of his annual remuneration to

Company performance, the Executive Chair is eligible

for an annual STI under his secondment, service

agreement based on the achievement of certain

quantitative financial and non-financial objectives,.

The Executive Chair's Fiscal 2024 individual

objectives have been set and agreed by the Board of

Directors, upon the recommendation of the

Nomination and Remuneration Committee. In Fiscal

2025, these objectives will include a free cash flow-

related indicator.

The individual performance of the Executive Chair has

been assessed as follows:

Executive Chair Fiscal 2024 short-term remuneration:


	Weight	Achievement	Payout
Financial quantitative objectives	70%		110%
Organic Revenue Growth(1)	25%	200%	50%
Recurring EBITDA margin(1)	25%	200%	50%
Development rate	10%	100%	10%
Net retention(2)	10%	97%	0%

Non-financial quantitative objectives	30%		30%
Spin-off success	15%	100%	15%
ESG	15%	100%	15%
Total payout			140%

(1)Maximum 200%.

(2)The bonus target on net retention was set above the related objective disclosed to the market, which was overachieved at 103%.

The Nomination and Remuneration Committee reviewed the achievement of the objectives during a session on

October 29, 2024 based on the Company's financial and ESG performances.

Pay ratio consideration

As Pluxee's ordinary shares were admitted to listing on the regulated market of Euronext Paris in February 2024,

there is no pay ratio before Fiscal 2024.


(in euros)	Fiscal 2024
Executive Chair remuneration(1)	756,226
Average Pluxee Group employee payroll cost	67,545
Pay ratio	11.20

(1)Calculated using linear extrapolation, based on the amounts recharged by Bellon S.A. for 7 months from February 1 to

August 31, 2024 (see Company financial statements, note 10.3.3).


62		Fiscal 2024 annual report


	Corporate governance and remuneration
	Remuneration report

The pay ratio is calculated by dividing the

remuneration of the Executive Chair (including base

salary, variable remuneration, social charges, benefits

and pension contributions) by the average Pluxee

Group employee payroll cost.

The average Pluxee Group employee payroll cost is

67,545 euros in Fiscal 2024. It was calculated

considering Employee costs for a total amount of

363 million euros (see Fiscal 2024 Consolidated

Financial Statements note 5.2.1) divided by 5,371

which is the average number of Pluxee Group's Full

Time Equivalent employees as of August 31, 2024 (see

Fiscal 2024 Consolidated Financial Statements

note 6.3).

Pluxee will disclose the evolution of the pay ratio from

Fiscal 2024 onwards.

Remuneration and company performance

development

Considering that Pluxee was listed on the regulated

market of Euronext Paris on February 1, 2024, it will

begin to disclose, in its remuneration report for

Fiscal 2025, the annual changes in remuneration, the

Company's performance development, and the

average remuneration of the employees of the

Company who are not Directors during this period.


		Fiscal 2024 annual report		63


	Corporate governance and remuneration
	Remuneration of the Chief Executive Officer

2.6Remuneration of the Chief Executive Officer

In the context of the Spin-off, Mr. Aurélien Sonet was

appointed Chief Executive Officer as an employee of

Pluxee with effect from February 1, 2024.

Consequently, the Executive Chair determines the

Chief Executive Officer's remuneration. The Board is

informed of the decisions taken on the Chief

Executive Officer's remuneration.

The principles for the Chief Executive Officer's

remuneration are not part of the Remuneration Policy

and thus are not subject to the approval of the

shareholders, and there shall be no vote in respect of

the Chief Executive Officer's remuneration, whether

on the principles or the way they have been

implemented, at the annual General Meeting.

2.6.1Principles for the Chief Executive Officer's remuneration

The total remuneration of Pluxee's Chief Executive

Officer is aligned with short-term and long-term key

objectives reflecting Pluxee's strategy.

The Chief Executive Officer's remuneration consists

of three main components:

• annual base remuneration;

• annual variable pay with a 100% target compared to

annual base pay and a maximum of 150% to reward

outperformance;

• long-term incentive: award pursuant to a three-year

performance-based share plan subject to

continuous presence within the Group.

• Finally, Pluxee's CEO benefits from a defined benefit

pension plan.

The Chief Executive Officer is eligible for Pluxee's long-

term incentive awards pursuant to a Group policy

aiming to offer competitive awards in view of the

market environment. Both short-term and long-term

incentives include demanding performance

conditions, including ESG conditions , to reflect

Pluxee's strategy.

In Fiscal 2025, short-term incentives to be included

in the Chief Executive Officer's variable remuneration

will encompass a free cash flow-related indicator.

Seventy-four percent (74%) of the total remuneration

(on-target) of the Chief Executive Officer is based on

performance in alignment with Pluxee's compensation

strategy:

Chief Executive Officer Fiscal 2024 remuneration components (on-target)

1 The Chief Executive Officer has an employment contract with Pluxee N.V. since February 1, 2024. Prior to that date, he held an employment

contract with Sodexo S.A.


64		Fiscal 2024 annual report


	Corporate governance and remuneration
	Remuneration of the Chief Executive Officer

2.6.2Chief Executive Officer remuneration for Fiscal 2024

For the period from February 1, 2024 to

August 31, 2024 1 (for ease of reference, for

Fiscal 2024) the Chief Executive Officer was awarded

the following:

• annual base remuneration (paid prorata temporis

for seven months): 350,000 euros;

• short-term incentive (paid): 781,319 euros;

• long-term incentive: discretionary award pursuant

to a collective 3-year performance-based share

plan subject to continuous presence condition

within the Group: 151,487 euros estimated in

accordance with IFRS 2.

Chief Executive Officer Fiscal 2024 short-term remuneration

Assessment of the Chief Executive Officer's Fiscal 2024 short-term remuneration was based on the following

criteria, which are the same criteria as for the Executive Chair's Fiscal 2024 short-term remuneration:


	Weight	Achievement	Payout
Financial quantitative objectives	70%		110%
Organic Revenue Growth(1)	25%	200%	50%
Recurring EBITDA margin(1)	25%	200%	50%
Development rate	10%	100%	10%
Net retention(2)	10%	97%	0%

Non-financial quantitative objectives	30%		30%
Strategic plan implementation	15%	100%	100%
ESG	15%	100%	100%
Total			140%

(1)Maximum 200%.

(2)The bonus target on net retention was set above the related objective disclosed to the market, which was overachieved at 103%.

Chief Executive Officer Fiscal 2024 long-term incentive award

As a former member of Sodexo's executive

committee, Pluxee's CEO benefited from share grants

on an annual basis before the Spin-off pursuant to

plans based on Sodexo's global performance only.

• The Fiscal 2022 and Fiscal 2023 Sodexo LTI plans,

which contained a presence condition, were

granted before the Spin-off. The benefits of these

plans for Pluxee employees coming from Sodexo

BRS, including Pluxee's CEO, were cancelled and

superseded by new Pluxee LTI "transitional plans"

adapted to Pluxee's post Spin-off context, including

performance objectives.

• Fiscal 2024 LTI plan granted post Spin-off is based

on Pluxee's perimeter and includes transitional

indicators.

• Fiscal 2025 LTI plan will be based on Pluxee KPIs,

including a free cash flow-related indicator.

The Chief Executive Officer was awarded in

Fiscal 2024 share-based long-term incentives with

discretionary grant pursuant to several collective

three-year performance-based share plans subject to

the continuous presence condition within the Group

(see section 2.7):

• 586,435 euros estimated in accordance with

IFRS 2, pursuant to two plans aimed at replacing

forfeited Sodexo plans;

• 151,487 euros estimated in accordance with IFRS 2,

pursuant to the Fiscal 2024 plan aimed at aligning

the Chief Executive Officer's remuneration with

Pluxee's strategy. .

2 The value of the performance shares is determined, on the grant date, pursuant to IFRS 2 standard, and recognized in the Consolidated

financial statements.


		Fiscal 2024 annual report		65


	Corporate governance and remuneration
	Remuneration of the Chief Executive Officer

Pay ratio consideration

As Pluxee's ordinary shares were admitted to listing on the regulated market of Euronext Paris in February 2024,

there is no pay ratio before Fiscal 2024.


(in euros)	Fiscal 2024
Chief Executive Officer remuneration(1)	2,102,377
Average Pluxee Group employee payroll cost	67,545
Pay ratio	31.13

(1)Calculated using linear extrapolation in respect of the fixed compensation, based on the 7 months from February 1 to

August 31, 2024, and including the LTI IFRS 2 value for Fiscal 2024 share-based plan.

The pay ratio is calculated by dividing the

remuneration of the Chief Executive Officer (including

base salary, variable remuneration, social charges,

benefits, pension contributions and LTI IFRS 2

value 2), by the average Pluxee Group employee

payroll cost.

The average Pluxee Group employee payroll cost is

67,545 euros in Fiscal 2024. It was calculated

considering Employee costs for a total amount of

363 million euros (see Fiscal 2024 Consolidated

Financial Statements, note 5.2.1) divided by 5,371

which is the average number of Pluxee Group's Full

Time Equivalent employees as of August 31, 2024 (see

Fiscal 2024 Consolidated Financial Statements, note

6.3).

Pluxee will disclose the evolution of the pay ratio from

Fiscal 2024 onwards.


66		Fiscal 2024 annual report


	Corporate governance and remuneration
	Performance shares

2.7Performance shares

2.7.1Grants of performance shares

Further to the grants under several performance

share-based plans in February 2024 the outstanding

1,139,412 rights to performance shares represented

0.8% of Pluxee N.V.'s ordinary share capital as of

August 31, 2024.

Pluxee has a clear performance-based compensation

philosophy and grants performance shares to

approximately 200 employees each year. The

eligibility is based on managerial decisions to retain

and reward senior leaders and key talent. For

Fiscal 2024 onward, the performance conditions are

shared by all beneficiaries including quantitative

financial and non-financial objectives in line with the

Group strategy.

The plans which are currently in place are

summarized below:

• Fiscal 2024 long term incentive plan

The Fiscal 2024 plan performance period will end on August 31, 2026, with delivery date of March 1, 2027.

Fiscal 2024 Long term incentive KPIs:


	Weight
Financial performance conditions
Organic Revenue Growth rate(1)	40%
Recurring Operating Profit Margin rate(2)	30%
Non-financial quantitative performance conditions	30%
1. Diversity: achieve target of women within Pluxee Leadership(3) at the end of Fiscal 2026 (15%)
2. Trusted partner: improve NPS client score over the 3 years (15%)

(1)See definition in section 3.5 Alternative performance measure (APM) definitions.

(2)Pluxee's Recurring Operating Profit Margin rate corresponds to Recurring Operating Profit divided by Total Revenues, excluding

currency effects.

(3)Pluxee Leadership includes the Chief Executive Officer, Pluxee's Executive Committee, the direct reports of the Pluxee Executive

Committee members (excluding executive assistants) and the members of Local Leadership.

• Fiscal 2023 and Fiscal 2022 long term incentive plans

Transitional plans were put in place to maintain past Sodexo long-term incentives for Pluxee employees – including the

CEO – who left Sodexo on February 1, 2024

and no longer meet the Sodexo presence condition required by the plan up to the end of the vesting period.

Fiscal 2023 plan: performance period will end on August 31, 2025, with a delivery date March 2, 2026


	Weight(1)
Financial performance conditions
Organic Revenue Growth rate	40%
Recurring Operating Profit margin rate	20%
Relative performance on Recurring Operating Profit Margin: reach target above competition	20%
Non-financial quantitative performance conditions 1. Diversity (10%)	20%
2. Sustainability (10%)

(1)Criteria and weighting applicable to Pluxee's Executive Committee only, including the Chief Executive Officer.


		Fiscal 2024 annual report		67


	Corporate governance and remuneration
	Performance shares

Fiscal 2022 plan: performance period will end on August 31, 2024, with delivery date March 3, 2025 (and a

subsequent holding period of one year up to March 3, 2026, applicable to beneficiaries working in France only).


	Weight(1)
Financial performance conditions
Total revenues (in million euros)(2)	20.0%
Underlying Operating Profit Margin rate(3)	26.7%
TSR (4)	26.7%
Non-financial quantitative performance conditions 1. Sustainability (13.3%) 2. Diversity (13.3%)	26.6%

(1)Criteria and weighting applicable to the Chief Executive Officer only.

(2)Revenue includes the interest income, that is generated on cash not related to the float (classified in financial income in Pluxee's

consolidated financial statements).

(3)The Underlying Operating Profit is a financial indicator used by Sodexo. The Underlying Operating Profit, as defined by Sodexo,

corresponds to Recurring operating profit (as defined by Pluxee) adjusted (i) to exclude management fees and amortization of

intangible assets acquired through business combination and (ii) to include interest income generated on cash not related to the

float. Underlying Operating Profit Margin rate corresponds to such Underlying Operating Profit divided by Total Revenues (adjusted

to include interest income generated on cash not related to the float, currently classified in Financial income in Pluxee Consolidated

Financial Statements).

(4)Achievement not available at time of publication of this Annual Report. See definition of TSR in section 8.5.2.

2.7.2Summary table of performance shares

Performance share plans granted in Fiscal 2024:


	Fiscal 2022 Plan	Fiscal 2023 Plan	Fiscal 2024 Plan
Grant date	February 28, 2024	February 28, 2024	February 28, 2024
Number of beneficiaries at grant date	236	233	200
Total number of granted perf. shares	333,863	447,992	432,303
Of which to the Executive Chair	—	—	—
Of which to the CEO	44,209	54,288	40,575
Vesting date	March 3, 2025	March 2, 2026	March 1, 2027
End of holding period (France-based beneficiaries)	March 3, 2026	—	—
Performance conditions (see section 2.7.1 )	Yes	Yes	Yes
Number of shares cancelled during Fiscal 2024⁽¹⁾	29,718	29,717	4,685
Outstanding performance shares at August 31, 2024	304,145	418,275	427,618

(1)As a result of employee departures, excluding retirement, in accordance with the performance share plan rules.


68		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance statement

2.8Corporate governance statement

2.8.1Disclosures pursuant the Dutch Decree on article 10 of the

Takeover Directive

In accordance with the Dutch Decree on article 10 of

the Takeover Directive (Besluit artikel 10

overnamerichtlijn) (the "Takeover Decree"), the

Company makes the following disclosures:

a.For information on the capital structure of the

Company, the composition of the issued share

capital and the existence of the classes of shares,

see section 7.1.2 and note 8 to the Company

financial statements. For information on the rights

attached to the Ordinary Shares and the Special

Voting Shares, see section 2.4.1 and the Articles of

Association and the Loyalty Voting Plan which can

both be found on the Company's website.

At August 31, 2024, the issued share capital of the

Company consisted of 147,174,692 ordinary shares,

representing 70.01% of the aggregate issued share

capital amounting to 2,102,150.55 euros, and

63,040,363 Special Voting Shares, representing

29.99% of the aggregate issued share capital.

b.The Articles of Association do not provide for

transfer restrictions for Ordinary Shares but do

provide for transfer restrictions for Special Voting

Shares (see article 15 of the Articles of

Association). The Loyalty Voting Plan provides for

transfer restrictions for Ordinary Shares included

in the Loyalty Share Register and to Special Voting

Shares (see articles 9 and 10 of the Loyalty Voting

Plan).

c.For information on shares in the Company's capital

in respect of which pursuant to sections 5:34, 5:35

and 5:43 of the Dutch financial supervision act

(Wet op het financieel toezicht) notification

requirements apply, see section 7.1.3.4, which

contains an overview of shareholders who

declared holdings of 3% or more at the stated date.

d.No special control rights accrue to shares in the

capital of the Company.

e.The Company has not yet launched any employee

share participation program in the sense of

article 1 sub 1(e) of the Takeover Decree. Pluxee's

employee shares partially result from the past

Sodexo employee stock ownership plans. They are

held indirectly through a Pluxee mutual fund (fonds

commun de placement d’entreprise, "FCPE") or

held in direct shareholding. The FCPE's unit-

holders are current and former employees of

Sodexo and Pluxee: three out of six members of

the supervisory board of this mutual fund are

elected members selected among the unit-holders

employed by Pluxee. The supervisory board

exercises the voting rights attached to the

Ordinary Shares held within the fund based on the

choices of these elected members.

f.No restrictions apply to voting rights attached to

shares in the capital of the Company (see section

2.4). There are not any deadlines for exercising

voting rights other than the final registration date

for the general meetings of the Company. The

Articles of Association allow the Company to

cooperate in the issuance of depository receipts

for shares in its capital. At August 31, 2024, no

depository receipts have been issued for shares

in the capital of the Company.

g.The Company is not aware of the existence of any

agreements with Shareholders which may result in

restrictions on the transfer of shares or limitation

of voting rights.

h.The procedures regarding the appointment and

dismissal of Directors are stated in article 17 of the

Articles of Association. The procedure for the

amendment of the Articles of Association is stated

in article 27 of the Articles of Association. For

further information on the rules governing the

appointment and dismissal of Directors, see

sections 2.1.1.4 and 2.1.1.5. For further information

on rules regarding amendments of the Articles of

Association, see section 2.4.2.4.

i.The general meeting of the Company resolved on

January 31, 2024 to authorize the Board of

Directors to issue Ordinary Shares and to grant

rights to subscribe for such Ordinary Shares as

well as to restrict or exclude pre-emptive rights

accruing to Shareholders in connection with

issuances or granting of rights under the

aforementioned authorization (for more

information see section 7.1.2.1). In addition, the

Company has the authority to acquire shares in its

own share capital and to cancel such shares (for

more information see sections 7.1.3.2 and 7.1.3.3).

j.The Company is not a party to any significant

agreements which will take effect, be altered or

terminated upon a change of control of the Company

as a result of a public offer within the meaning of

Section 5:70 of the Dutch financial supervision act,

provided that some of the loan and guarantee

agreements entered into, and some notes issued, by

Pluxee contain clauses that, as it is customary for

such financial transactions, may require early

repayment or termination in the event of a change of

control of the guarantor or the borrower. In certain

cases, that requirement may only be triggered if the

change of control event coincides with other

conditions, such as a rating downgrade.

k.The Company is not party to any contract with a

director or an employee, which provides for a

payment on termination of employment in

connection with a public offer within the meaning of

Article 5:70 of the Dutch financial supervision act.


		Fiscal 2024 annual report		69


	Corporate governance and remuneration
	Corporate governance statement

2.8.2Compliance with the Dutch Corporate Governance Code

As a company incorporated in the Netherlands and

listed on Euronext Paris, Pluxee is subject to the

Code , which contains governance principles and best

practices for Dutch listed companies. Pluxee is

required to disclose in its management report

whether it complies with the suggested governance

principles and best practices of the Code or list the

reasons for any deviation in its management report.

As a Dutch company, Pluxee does not refer to the

French Afep-Medef Corporate Governance Code or

any other inapplicable governance conventions.

Pluxee complies with all applicable provisions of the

Code except for the provisions stated below.

Pluxee endorses the underlying principles of the

Code and is committed to adhering to the best

practices promoted by this code. Governance

practices adopted by Pluxee that differ from the

Code principles are the following:

• More than one Non-Executive Director (i.e., 4 out

of 9) are affiliated with a shareholder exceeding

10% of Ordinary Shares

Best practice provision 2.1.7(iii) of the Code

recommends that there should be at most one Non-

Executive Director who can be considered to be

affiliated with or representing a shareholder who

holds more than 10% of the Ordinary Shares.

At Pluxee three out of nine Non-Executive Directors,

being Sophie Bellon, Nathalie Bellon-Szabo and

François-Xavier Bellon, are representatives of

Bellon S.A. which holds more than 10% of the

Ordinary Shares. Also, one Non-Executive Director,

being Laszlo Szabo, is the son of Nathalie Bellon-

Szabo who is affiliated with Bellon S.A.

Justification: The Company believes that it and all of

its stakeholders will benefit from all four affiliates of

Bellon S.A., especially in respect of their expertise

and valuable knowledge of the Company's business

and the industry the Company operates in, which

outweighs any perceived disadvantage of non-

independence.

• The Board decided not to elect any vice chair of

the Board considering the appointment of a

Lead Director

Best practice provision 2.3.6 of the Code

recommends that the chair of the Board ensure

that the Board elects a vice chair, who should

deputize for the chair of the Board when the

occasion arises and should act as a contact for

individual Board members regarding the functioning

of the chair of the Board.

Justification: The Company believes that it is not

needed to appoint a vice chair given the current

Board structure with both an Executive Chair and a

Lead Director. Pursuant to the Board Rules, if the

Lead Director is absent or incapacitated, he may be

replaced temporarily by a Non-Executive Director

designated by the Board for that purpose.

Moreover, the Articles of Association and Board

Rules provide that the Board may designate one or

more Non-Executive Directors as vice-chair and the

Board will consider doing so if and when the Board

structure changes.

2.8.3References included in the corporate governance statement

Pursuant to the Dutch decree on the content of the

Board report, the Company is required to publish a

statement concerning its approach to corporate

governance and compliance with the Code. The

information required to be included in this statement

can be found in the following sections of the Annual

Report:

• the information concerning compliance with the

Code is set out in section 2.8.2 Compliance with the

Dutch Corporate Governance Code.

• the information concerning the Company's internal

risk management and control systems relating to

the financial reporting process is set out in

Chapter 6 (including section 6.3 Internal control

procedures related to accounting and financial

information).

• the information concerning the functioning of the

General Meeting and its powers and rights is set out

under section 2.4.2 Shareholder meetings.

• the information concerning the composition and

functioning of the Board and its Committees is set

out under sections 2.1.1 Board of Directors, 2.1.2

Directors, 2.1.2.1 Current Board composition, 2.1.3.1

Audit Committee, and 2.1.3.2 Nomination and

Remuneration Committee.

• the information concerning the DE&I Policy is set

out under sections 2.2 Diversity, equity and

inclusion and 5.3.2 Diversity, Equity & Inclusion

(DE&I) at Pluxee.

• the information concerning the whistleblower policy

"Code of Ethics" adopted by the Board is set out in

section 5.2.1 Ethics & Compliance: Integrity,

Reliability, Respect.

• the information concerning conflicts of interest and

maximum number positions of Directors are

respectively set out in sections 2.3 Potential

conflicts of interest and 2.1.2.7 Directors' positions

outside the Company.

• the information concerning the inclusion of the

information required by the Dutch Decree on

article 10 of the Takeover Directive is set out in

section 2.8.1 Disclosures pursuant the Dutch

Decree on article 10 of the Takeover Directive.


70		Fiscal 2024 annual report


	Corporate governance and remuneration
	Corporate governance statement

2.8.4Supervision by the Non-Executive Directors

Supervision by the Non-Executive Directors during

Fiscal 2024 from January 31, 2024 was achieved as

recommended by provision 5.1.5 of the Dutch

Corporate Governance Code.

"As the Non-Executive Directors, we are responsible

for supervising the Executive Directors' policy and

performance of duties and the Company's general

course of affairs and business, and rendering advice

and direction to the Executive Directors. In

performing our duties, we are guided by the

Company's corporate interests, which extend to the

interests of all of the Company's stakeholders,

including the shareholders and the Company's

creditors, customers and employees".

The Non-Executive Directors fully endorse the Board

report with regards to compliance with the relevant

best practice provisions of the Code, as reflected in

the sections of this Annual Report mentioned below:


Best practice provisions	References of sections in this Annual Report
1.1.3	2.1.3.1
2.1.2	2.1.2.1
2.1.10	2.1.2.2
2.2.8	2.1.2.6
2.3.5	2.1.3.1 (Audit Committee) and 2.1.3.2 (Nomination and Remuneration Committee)
2.4.4	2.1.2.4 – See attendance table
1.3.6 (if applicable)	N.a.
2.2.2 (if applicable)	N.a.


		Fiscal 2024 annual report		71


	Corporate governance and remuneration


72		Fiscal 2024 annual report




	Strong performance in Fiscal 2024


		Fiscal 2024 annual report		73

Business Performance


3.1Fiscal 2024 Highlights	74
3.1.1Executive Summary	74
3.1.2Significant events	75
3.2Fiscal 2024 Performance	77
3.2.1Consolidated Financial results	77
3.2.2Liquidity and capital resources	82


3.3Outlook	84
3.4Subsequent Events	85
3.4.1Completion of Cobee acquisition	85
3.4.2Extension of the revolving credit facility	85
3.5Alternative performance measure (APM) definitions	86

1 Adjusted net profit is defined in the section Alternative performance measures (APM) in the appendix

2 At Fiscal 2024 constant rates

3Attributable to the equity holders of the parent

4Excluding a positive impact from the evolution in regulation in Brazil (€191m)


74		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Highlights

3.1Fiscal 2024 Highlights

3.1.1Executive Summary

• All business targets achieved - Strong commercial development fueled by continuous investment in Pluxee's

full range of innovative solutions, powerful commercial engine and best-in-class tech capabilities

• 1,210 million euros Total Revenues, representing +18.6% Organic revenue growth, well above low double-

digit target

• 430 million euros Recurring EBITDA, growing +24.8% organically, with a Recurring EBITDA margin at 35.6%

reported, i.e. 36.4% on an organic basis implying a +183bps increase, compared to initial objective of stable

margin

• 379 million euros Recurring free cash flow, i.e. 88% cash conversion rate significantly above 70% target

and increased Net financial cash position of 1,054 million euros

• Enhanced shareholder distribution policy with 0.35 euro proposed dividend per share, corresponding to a

25% payout based on an expanded basis of Adjusted net profit1 at 203 million euros

• Fiscal 2025 and 2026 financial objectives revised upward reflecting the Group's confidence in structural

market growth trends, its proven business model and ability to deliver successfully on its strategic plan:

◦ low double-digit Organic revenue growth each year confirmed on a higher Fiscal 2024 base;

◦ +75bps Recurring EBITDA margin expansion expected in each of Fiscal 2025 and 20262, leading to

delivery of the initial 3-year target of +250bps organic increase one year ahead of plan

◦ above 75% Recurring cash conversion rate on average over Fiscal 2024-2026 vs. above 70% previously


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Total Growth
Total Revenues	1,210	1,052	18.6%	15.0%
Recurring EBITDA	430	363	24.8%	18.5%
Recurring EBITDA margin	35.6%	34.5%	+183bps	+105bps
Net profit for the year⁽³⁾	133	81		64.2%
Recurring free cash flow	379	289⁽⁴⁾		31.1%
Recurring cash conversion (%)	88%	80%⁽⁴⁾
Net Financial (Debt) / Cash	1,054	859



	"As we conclude our first fiscal year, I am proud to announce that we have exceeded all our business and financial objectives. Fiscal 2024 was marked by the significant transformation of the Group as a standalone and listed company and by the delivery of outstanding Organic revenue growth, strong Recurring EBITDA margin expansion and robust cash conversion. Demonstrating our commitment to a clear capital allocation framework, we have made significant strides on our M&A roadmap with the deployment of our partnership with Santander in Brazil and the successful acquisition of Cobee in Spain while pursuing our investments in growth and enhancing our shareholder distribution policy. These achievements reflect the remarkable efforts and unwavering commitment of all our employees and I would like to thank them for their contribution to this success. As we transition to Fiscal 2025, I am confident that Pluxee is well-positioned to deliver on its objectives going forward, continuing to generate sustainable low double-digit organic growth combined with steady margin expansion and strong cash flow generation. This is underpinned by the disciplined execution of our strategic roadmap, driven by product innovation, a powerful commercial engine, best-in-class tech capabilities and a targeted M&A strategy, creating value for all our shareholders, clients, consumers and merchant partners." Aurélien Sonet, Chief Executive Officer of Pluxee


		Fiscal 2024 annual report		75


	Business Performance
	Fiscal 2024 Highlights

3.1.2Significant events

3.1.2.1The Spin-off

The Pluxee Group ("the Group") encompasses the

former Benefits & Rewards Services business

segment of the Sodexo Group, separated from

Sodexo's On-Site Services through the distribution of

Pluxee N.V. ("the Company") ordinary shares to

Sodexo shareholders and the subsequent admission

to listing of Pluxee's ordinary shares on the regulated

market of Euronext Paris on February 1, 2024 ("the

Spin-off"). The Spin-off places Pluxee in a stronger

position to execute its strategies and realize its full

potential in fast-growing markets. See section 7.1.1 The

Spin-off in this Annual report for further details.

Financing implemented in connection with the Spin-off

In October 2023, the Group entered into a 2.15 billion

euro financing package with a syndicate of

international banks. Such financing package included

(i) a 1.5 billion euro bridge loan, and (ii) a 0.65 billion

euro revolving credit facility (see Fiscal 2024

Consolidated Financial Statements, note 12.4).

The bridge loan was partly drawn for an amount of

1.1 billion euros on January 11, 2024, to repay the short-

term borrowings due to Sodexo. The bridge loan was

repaid on March 4, 2024, with the proceeds of the

1.1 billion euro bond issue described below.

Inaugural bonds issue

On March 4, 2024, Pluxee N.V. issued bonds for an

aggregate amount of 1.1 billion euros structured in two

tranches:

• 550 million euro bond issue with a 4.5-year maturity,

redeemable at par value on September 4, 2028 and

bearing interest at an annual rate of 3.5% (effective

interest rate of 3.71%), with interest payable

annually on September 4 (commencing on

September 4, 2024);

• 550 million euro bond issue with a 8.5-year maturity,

redeemable at par value on September 4, 2032,

and bearing interest at an annual rate of 3.75%

(effective interest rate of 3.87%), with interest

payable annually on September 4 (commencing on

September 4, 2024).

The proceeds of the bonds issued were used to

repay the bridge loan mentioned above.

3.1.2.2Strengthened Executive Committee

The Group has strengthened its Executive Committee

and enhanced its geographic governance to

accelerate the execution of its strategic plan and the

delivery of its medium-term financial objectives.

• Alexandre Cotarmanac'h was appointed Chief

Product Officer to drive further enhancement of the

product offering globally.

• Thierry Guihard, Managing Director of Pluxee Brazil,

and Malena Gufflet, Managing Director of Pluxee

France, joined the Executive Committee to ensure

alignment and strategic decision-making in the

Group's two largest markets.

• Sébastien Godet, previously President of Asia,

Middle East, Türkiye and Africa, was named Chief

Revenue Growth Officer for Asia, Middle East, Africa

and Continental Europe excluding France. Manuel

Fernandez Amezaga , previously Managing Director

of Romania and Bulgaria, was appointed Chief

Revenue Growth Officer for Hispanic Latin America.

V iktoria Otero del Val, Group Chief Strategy,

Marketing and Sales Officer, was also appointed

Chief Revenue Growth Officer for the UK and the

U.S. All three Executive Committee members will

support country teams in setting, enabling and

tracking growth plans, and ensuring best in class

execution.

These events within the Executive Committee, fully

effective from March 2024, do not impact the

segment information since the Group's operating

segments as defined by IFRS 8 "Operating segments"

remain the countries regrouped in Latin America,

Continental Europe and Rest of the world (according

to aggregation criteria set out by IFRS 8).


76		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Highlights

3.1.2.3Closing of the strategic partnership with Santander in Brazil

In July 2023, Pluxee signed a strategic partnership

with Santander in Brazil, one of the largest private

banks in the country, to reinforce Pluxee's market

leadership in Brazil. The transaction was completed

on June 27, 2024 following approval from the

Administrative Council for Economic Defense (CADE)

and the Central Bank of Brazil.

This strategic partnership will strengthen Pluxee's

market position in Brazil through (i) a 25-year

exclusive distribution agreement of Pluxee's

Employee benefit solutions in the Santander network

and (ii) the integration of Ben's business volume and

expertise (Santander's Employee Benefits activity). It

will enable Pluxee to significantly enhance the

distribution of its products through the wide national

network of Santander agencies and bankers and it will

create synergies to capture market share. Through

this operation, Banco Santander (Brasil) S.A. now

holds 20% of Pluxee Benefícios Brasil, the Group

subsidiary operating the Employee Benefits business

in Brazil.

The impact on the Fiscal 2024 consolidated financial

statements is described in Fiscal 2024 Consolidated

Financial Statements, note 3.2. The transaction is

expected to positively contribute to Organic revenue

growth and Recurring EBITDA margin from Fiscal

2025.

3.1.2.4Acquisition of Cobee

In June 2024, Pluxee entered into an agreement to

acquire 100% of Cobee, an Employee Benefits digital-

native player operating in Spain, Portugal and Mexico,

and serving more than 1,500 clients and 100,000

employee consumers with a broad multi-benefit

offering. The acquisition of Cobee will strengthen

Pluxee's position in the growing and underpenetrated

Spanish Employee Benefits market. The combination

of Pluxee and Cobee's respective talent, capabilities,

and technology will create a complete, competitive,

and attractive solution in Spain, Portugal, and Mexico,

broadening the Group's existing benefit offering and

enhancing its tech capabilities at global scale.

On September 26, 2024, the Group announced the

successful completion of the acquisition, following the

approval by Spanish regulatory authorities (see

section 3.4 Subsequent Events). The transaction is

expected to be neutral in terms of Pluxee’s Recurring

EBITDA and Recurring free cash flow in Fiscal 2025

and accretive to Recurring EBITDA margin and Net

income from Fiscal 2026.

3.1.2.5Other transactions

In December 2023, the Group disposed of its

minority stake in ePassi for 67 million euros.

In August 2024, in accordance with agreements

signed with Zeta Investments Holdings Pte Ltd, the

Group:

• disposed of its 7.46% minority stake in Zeta

Investments Holdings Pte Ltd for 57 million U.S.

dollars (52 million euros);

• acquired the 29.22% minority stake held by Zeta

Investments Holdings Pte Ltd in Pluxee India

Private Limited for 60 million U.S. dollars (55 million

euros).

See Fiscal 2024 Consolidated Financial Statements,

notes 3.4 and 4.2, for additional information on these

transactions and their impact on Consolidated

Financial Statements.

3.1.2.6Other significant events

On November 16, 2023, the Paris Court of Appeal

confirmed the conviction issued by the French

competition authority to rule against the meal

benefit issuers and fined Pluxee France S.A.

(formerly Sodexo Pass France S.A.), jointly and

severally with Sodexo S.A., for an amount of

126 million euros. The Group recorded a provision of

127 million euros (including Pluxee's share of the CRT

fine) in Other Income and Expenses as of

August 31, 2023. Vigorously contesting this decision,

Sodexo and Pluxee France filed an appeal in

cassation on December 18, 2023, and therefore the

proceedings are still ongoing (see Fiscal 2024

Consolidated Financial Statements, note 10.2).


		Fiscal 2024 annual report		77


	Business Performance
	Fiscal 2024 Performance

3.2Fiscal 2024 Performance

3.2.1Consolidated Financial results


(in million euros)	Fiscal 2024	Fiscal 2023	Total Growth
Total Revenues	1,210	1,052	15.0%
Operating expenses	(780)	(689)	13.2%
Recurring EBITDA⁽¹⁾	430	363	18.5%
Depreciation, amortization and impairment	(89)	(78)	13.7%
Recurring operating profit (Recurring EBIT)	341	285	19.8%
Other operating income and expenses	(92)	(150)	-38.9%
Operating profit (EBIT)	250	135	85.1%
Financial income and expenses	(20)	28	-170.4%
Profit before tax for the year	230	163	41.1%
Income tax expense	(91)	(80)	13.7%
Share of net profit of companies accounted for using the equity method	(0)	—	—
Net profit for the year	139	83	67.3%
Of which:			—
Attributable to the equity holders of the parent	133	81	64.2%
Attributable to non-controlling interests	6	2	177.5%

(1)Supplemental non-IFRS financial measure defined in section 3.5 Alternative performance measure (APM) definitions.

3.2.1.1Total Revenues

Total Revenues by nature


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Operating revenue	1,055	953	13.3%	0.3%	-2.9%	10.7%
Float revenue	155	99	69.0%	1.5%	-14.0%	56.4%
Total Revenues	1,210	1,052	18.6%	0.4%	-3.9%	15.0%

Total Revenues stood at 1,210 million euros in

Fiscal 2024, representing an Organic growth rate of

+18.6%, well above the Group's financial objectives

communicated during the Capital Markets Day on

January 10, 2024 (i.e. low double digit Organic revenue

growth). Currency fluctuations led to a -3.9% impact,

mainly due to operations in Türkiye and Brazil, while

recording a +0.4% scope effect related to the

integration of Santander Brazil's Employee Benefit

activity following the closing of the strategic

partnership in June 2024. This strong performance

highlights the positive business momentum

experienced by the Group and its commitment to

disciplined execution.

Over Fiscal 2024, Operating revenue grew +13.3%

organically (+10.7% Total Growth) to 1,055 million euros

while Float revenue was up +69.0% organically

(+56.4% Total Growth) to 155 million euros.


78		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Performance

Total Revenues by region


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Continental Europe	534	466	14.5%	—	-0.1%	14.4%
Latin America	460	394	17.3%	1.0%	-1.6%	16.8%
Rest of the world	216	192	31.0%	—	-18.2%	12.9%
Total Revenues	1,210	1,052	18.6%	0.4%	-3.9%	15.0%

Total Revenues in Continental Europe grew +14.4%,

i.e. +14.5% organically, up +68 million euros, to

534 million euros, accounting for 44% of Total

Revenues.

Total Revenues in Latin America grew +16.8%, i.e.

+17.3% organically, up +66 million euros, to 460 million

euros, accounting for 38% of Total Revenues.

Total Revenues in Rest of the world grew +31.0%

organically, excluding a -18.2% currency impact, up +24

million euros to 216 million euros, accounting for 18%

of Total Revenues.

Operating revenue by line of service


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Employee Benefits	892	786	16.7%	0.4%	-3.5%	13.6%
Other Products and Services	163	167	-2.7%	—	0.0%	-2.7%
Total Operating revenue	1,055	953	13.3%	0.3%	-2.9%	10.7%

Operating revenue for Fiscal 2024 increased to

1,055 million euros, up +10.7% compared to Fiscal

2023, including a -2.9% currency effect and a +0.3%

positive scope effect related to the integration of

Santander Brazil's Employee Benefit activity since the

closing date of the strategic partnership. With +13.3%

organic growth delivered over the year, Pluxee

continued to present a sustained pace of growth in

Operating revenue, driven by the Employee Benefit

line of services over Fiscal 2024.

Employee Benefits generated 892 million euros in

Operating revenue over Fiscal 2024, growing +16.7%

organically, excluding -3.5% negative currency effect.

Operating revenue in the Employee Benefits business

accounted for 85% of total Operating revenue.

Performance in Employee Benefits was fueled by

double-digit growth in business volume issued,

supported by a steady increase in the average take-

up rate for Fiscal 2024 which grew to 4.95%

compared to 4.73% in Fiscal 2023. Such improvement

in the take-up rate reflects the Group's strong

commercial focus as well as the positive impact of the

change in regulation in Brazil on client commission

rates. Substantial growth in business volume resulted

from the strong commercial dynamics experienced by

the Group across countries and client sizes,

leveraging its powerful commercial engine to win both

large accounts and small and medium enterprises.

Growth was further driven by the continuous efforts

deployed to realize the full potential of the client

portfolio through further increases in average face

value and cross-selling.

Other Products and Services generated Operating

revenue of 163 million euros in Fiscal 2024 compared to

167 million euros in Fiscal 2023 representing 15% of total

Operating revenue. The performance of Other Products

and Services reflected changes in some Public Benefit

contracts, including the discontinuation of a Public

Benefit contract in Chile (Latin America) and large

programs issued in Fiscal 2023 in Continental Europe.

The Group continued to rationalize its portfolio in the UK

and U.S. in order to focus on the digital Employee

Engagement offering. Except in Chile, all significant Public

Benefit contracts have been successfully renewed

paving the way for a progressive return to growth in that

line of service over Fiscal 2025.


		Fiscal 2024 annual report		79


	Business Performance
	Fiscal 2024 Performance

Operating revenue by region


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Continental Europe	472	423	11.5%	—	-0.1%	11.4%
Latin America	405	360	13.2%	0.8%	-1.5%	12.5%
Rest of the world	178	170	18.0%	—	-12.8%	5.2%
Total Operating revenue	1,055	953	13.3%	0.3%	-2.9%	10.7%

The ongoing robust performance in Operating

revenue reflected positive business dynamics across

countries with all regions delivering double digit

organic growth over the fiscal year.

In Continental Europe, Operating revenue grew

+11.4%, up +49 million euros to 472 million euros and

+11.5% organically. This solid performance is driven by

strong commercial momentum in Western European

countries such as Belgium and France while facing

high comparison bases in Central and Eastern

Europe, especially over the second half of Fiscal

2024.

Growth was driven by strong commercial momentum

with Pluxee solutions experiencing growing traction,

particularly in Belgium and France. As an example,

Pluxee was entrusted by the French security forces

with meal benefit distribution for the Paris 2024

Olympics. As such, more than 90,000 civil servants

and military personnel were equipped with a meal

card for the entirety of the games. Positive

momentum was also fueled by the continuous

increase in average face value to reach the legal face

value cap established by Public Authorities, as is the

case in Romania. Cross-selling across Pluxee's

product range also contributed significantly to the

steady performance delivered over the year in the

region. In Belgium, the Group was able to leverage a

one-off government measure supporting purchasing

power to develop and deploy a non-recurring benefit

program to existing and new clients.

In Latin America, Operating revenue reached

405 million euros in Fiscal 2024, growing +13.2%

organically, excluding a -5.5% currency impact

attributable to Brazil and Mexico, particularly during

the fourth quarter.

The solid performance in Latin America resulted from

strong new development, driven by the growing

penetration of small and medium enterprises. In

Brazil and Mexico, small and medium enterprises

represented around 35% of business volume growth

over the year. Pluxee continued to manage actively its

client portfolio, constantly leveraging analytics to

advise clients in driving average face value upward.

The performance of the region in the second half of

Fiscal 2024 reflected the change in regulation that

occurred in Brazil in May 2023, and the

discontinuation of a Public benefit contract in Chile.

As a result, Operating revenue organic growth in Latin

America landed at +6.5% in the second half of Fiscal

2024 and is expected to rebound in the First Half

Fiscal 2025.

In Rest of the world, Operating revenue amounted to

178 million euros in Fiscal 2024, showing +18.0%

Organic growth excluding a -12.8% currency impact

mostly related to the evolution of the Turkish Lira.

Performance was driven in the region by the growing

adoption and usage of Pluxee solutions across

countries. In Türkiye, the Group has continued to take

advantage of the hyperinflationary environment

ensuring additional increases in average face value

across its client portfolio and further penetrating the

meal benefit segment by signing new contracts.

Development was also particularly strong in India

across the full range of employee benefit products.

Float revenue


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Continental Europe	62	43	44.1%	—	-0.2%	43.9%
Latin America	55	34	61.2%	4.1%	-2.0%	63.3%
Rest of the world	38	22	129.0%	—	-58.8%	70.2%
Total Float revenue	155	99	69.0%	1.5%	-14.0%	56.4%

Float revenue increased to 155 million euros in

Fiscal 2024, growing +69.0% organically. After

adjusting for a +1.5% scope effect and a -14.0%

currency effect, overall Float revenue growth for the

year was +56.4%.

The significant increase in Float revenue was driven

by the expansion of the Float in all regions, which was

enhanced by continuously increasing business

volume as well as the ability of the Group to seize

investment opportunities (longer tenor, fixed rate) to

secure Float revenue in light of interest rate

fluctuations. Interest rates remained at a high level

globally over Fiscal 2024, even if a progressive

decrease has been observed in Brazil and in

Continental Europe. In Türkiye specifically, the

depreciation of the Turkish Lira was compensated by

an increase in interest rates that fostered Float

revenue generation in the country.


80		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Performance

Taking into account the forward evolution of interest

rates and foreign currency fluctuations, the Group

expects to generate a slight organic growth in Float

revenue both in Fiscal 2025 and 2026 compared to

Fiscal 2024, driven by the expansion of the Float and

the optimization of the Group's investments

compensating the expected evolution in interest

rates.

3.2.1.2Recurring EBITDA


(in million euros)	Fiscal 2024	Fiscal 2023	Organic growth	Scope effect	Currency effect	Total Growth
Total Recurring EBITDA	430	363	24.8%	0.5%	-6.8%	18.5%

Recurring EBITDA increased to 430 million euros in Fiscal 2024, growing by +24.8% organically and +18.5% at

current rates including a non-significant scope effect coming from the integration of Santander Brazil's

Employee Benefit activity.

Recurring EBITDA reached 430 million euros in

Fiscal 2024, up +18.5% year-on-year and +24.8%

organically. It includes a +0.5% scope effect related

to the integration of Santander Brazil's employee

benefits activity following the closing of the strategic

partnership in June 2024 and a -6.8% currency effect.

The Recurring EBITDA margin increased by +183bps

to 36.4% on an organic basis, absorbing standalone

costs, and well above the Group's financial objective

of at least stable at 34.5% at constant rates,

announced in January 2024 at Capital Markets Day

and subsequently increased to at least 35%. On a

reported basis, Recurring EBITDA margin stood at

35.6%, representing a +105bps increase including

currency impacts.

The increase in Recurring EBITDA, absorbing the

new standalone costs, was driven by steady growth in

business volumes and substantial increase in

Operating revenue in all regions, a positive

contribution of Float revenue as well as operating

leverage and progressive cost optimization. The

operating EBITDA margin expansion in Fiscal 2024

was back-end loaded, as the First Half reflected one-

off effects related to the spin-off such as

management fees still invoiced by Sodexo. All the

regions contributed to this substantial increase in

Recurring EBITDA.

3.2.1.3Operating profit (EBIT)


(in million euros)	Fiscal 2024	Fiscal 2023
Recurring EBITDA	430	363
Depreciation, amortization and impairment	(89)	(78)
Other operating income and expenses	(92)	(150)
Operating profit (EBIT)	250	135

Operating profit (EBIT) amounted to 250 million

euros in Fiscal 2024 compared to 135 million euros for

Fiscal 2023.

Other operating income and expenses amounted to

-92 million euros, as a result of one-off charges

related to (i) the Spin‑off and listing that took place on

February 1, 2024, including the rebranding that

introduced the new identity of the Group, for a total

amount of -62 million euros, (ii) the write-off of specific

digital assets related to the Zeta platform narrowed

down to two countries for -16 million euros, (iii)

restructuring and rationalization costs of -8 million

euros as well as (iv) M&A costs related to business

combinations for -7 million euros. Other operating

income encompassed a capital gain on disposal of

investments in equity-accounted companies.

3.2.1.4Financial income and expenses


(in million euros)	Fiscal 2024	Fiscal 2023
Gross borrowing cost	(52)	(20)
Interest income from cash and cash equivalents	44	47
Net borrowing cost	(8)	27
Other financial income and expenses	(12)	1
Financial income and expenses	(20)	28

Financial income and expenses stood at -20 million

euros in Fiscal 2024, compared to 28 million euros for

Fiscal 2023. This variation of -47 million euros results

mainly from the increase of -32 million euros in Gross

borrowing cost that occurred in Fiscal 2024 as a

result of the refinancing of the Group in connection

with its new capital structure as part of the Spin-off.

Gross borrowing cost was made up of (i) interest on

loans with Sodexo S.A. (including the vendor loan)


		Fiscal 2024 annual report		81


	Business Performance
	Fiscal 2024 Performance

amounting to -17 million euros, (ii) costs related to the

bridge loan amounting to -11 million euros (of which

-7 million euros of interest) and (iii) interest and

expenses related to the bond issuance completed on

March 4, 2024, as well as fees related to external

debt (such as a Revolving Credit Facility set-up),

totaling -22 million euros.

Interest income generated on non-Float related cash

and cash equivalents amounted to 44 million euros,

partially offsetting the gross borrowing cost.

Other financial income and expenses mainly

consisted of the impact of hyperinflation in Türkiye

amounting to -6 million euros and the net foreign

exchange gains and losses amounting to -3 million

euros.

3.2.1.5Profit before tax

Profit before tax amounted to 230 million euros for Fiscal 2024 compared to 163 million euros for Fiscal 2023. .

3.2.1.6Income Tax

Income tax expense amounted to -91 million euros for

Fiscal 2024 compared to -80 million euros for

Fiscal 2023.

The Effective tax rate went from 49.1% in Fiscal 2023

including the impacts of the litigation with the French

competition authority, down to 39.5% in Fiscal 2024,

reflecting the one-off costs related to the Spin-off.

3.2.1.7Net profit

Net profit for the year increased by +67.3%, up

+56 million euros, to 139 million euros for Fiscal 2024

from 83 million euros for Fiscal 2023. It was driven by

significant increase in Total revenues and

enhanced Recurring EBITDA margin, while reflecting

the new capital structure of the Group and the Other

operating expenses as well as the income tax

expense specifically related to Fiscal 2024.

3.2.1.8Adjusted net profit


(in million euros)	Fiscal 2024	Fiscal 2023
Net profit for the year - Attributable to the equity holders of the parent	133	81
Other operating income and expenses	92	150
Tax impact on Other operating income and expenses	(20)	(6)
Neutralization of Other income and expenses (net of tax) attributable to non-controlling interests	(1)	—
Adjusted net profit for the year - Attributable to the equity holders of the parent	203	225

Adjusted net profit (Attributable to the equity holders of the parent) was 203 million euros for Fiscal 2024

compared to 225 million euros for Fiscal 2023.


82		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Performance

3.2.1.9Adjusted earning per share


Attributable to the equity holders of the parent	Fiscal 2024	Fiscal 2023
Basic weighted average number of shares⁽¹⁾	146,517,613	146,348,321
Average dilutive effect of free share plans	606,517	364,024
Diluted weighted average number of shares⁽¹⁾	147,124,130	146,712,345

Net profit for the year (in million euros)	133	81
Basic earnings per share (in euro)	0.91	0.55
Diluted earnings per share (in euro)	0.90	0.55

Adjusted net profit for the year (in million euros)	203	225
Adjusted basic earnings per share (in euro)	1.39	1.54
Adjusted diluted earnings per share (in euro)	1.38	1.53

(1)For further details on earnings per share calculation see Fiscal 2024 Consolidated Financial Statements, note 11.2 Earnings per

share.

3.2.2Liquidity and capital resources

3.2.2.1General

The Group operates under a centralized cash

management framework to effectively manage its

liquidity needs.

The Group utilizes internal cash pooling arrangements

through its central treasury management subsidiary,

Imagor. As of August 31, 2024, Total Cash and Current

financial assets totaled 2,230 million euros (excluding

Restricted cash for 973 million euros), compared to

2,162 million euros at August 31, 2023 (excluding

Restricted cash for 936 million euros). More precisely,

at the end of Fiscal 2024, such Total Cash and

Current financial assets consisted of 1,421 million

euros in Cash and cash equivalents excluding

Restricted cash and 814 million euros in Current

financial assets net of -6 million euros in Bank

overdrafts. Over the course of Fiscal 2024, the Group

invested a larger amount of cash in longer-maturity

financial instruments, resulting in lower Cash and

cash equivalents and higher Current financial assets

at August 31, 2024 versus the previous year. Pluxee's

Net Financial Cash position increased to 1,054 million

euros from 859 million euros the previous fiscal year.

The Group believes its financial resources are

sufficient to meet its current requirements.

Pluxee Group maintains its liquidity management with

a combination of gross cash, long-term committed

financial debt, an undrawn Revolving Credit facility

and robust cash generation. It has issued two bonds

of 550 million euros each with respectively 2028 and

2032 tenors, to refinance the bridge loan, which was

set up for the Spin-off to repay the short-term

borrowings due to Sodexo group. These bonds are

rated BBB+ by S&P, aligning with investment-grade

standards.

To secure its liquidity, the Group has a revolving credit

facility amounting to 650 million euros, now maturing

in October 2029, after obtaining bank approval on

October 2, 2024, to extend the original termination

date by an additional year. The revolving credit facility

may be further extended for an additional one-year

period at the Company's option. Notably, as of August

31, 2024, the facility had not been drawn. The Group

emphasizes the importance of efficient cash

management and liquidity strategies to support its

operations and growth. While the Group relies on

internal cash pooling, the Group benefits from a mix of

credit facilities and bond issuances, reflecting its

approach to maintaining financial stability.


		Fiscal 2024 annual report		83


	Business Performance
	Fiscal 2024 Performance

3.2.2.2 Recurring free cash flow generation and conversion


(in million euros)	Fiscal 2024	Fiscal 2023
Recurring EBITDA	430	363
Capital expenditures	(116)	(116)
Change in working capital (including restricted cash variation)⁽¹⁾	225	288
Income tax paid	(100)	(96)
Exclusion of antitrust one-off penalty payment	0	45
Other⁽²⁾	(4)	2
Recurring LGO	436	486
Restricted cash variation exclusion	(57)	(6)
Recurring free cash flow⁽¹⁾	379	480
Recurring cash conversion rate	88%	132%

(1)Change in working capital in Fiscal 2023 including a positive impact from the evolution in regulation in Brazil for 191 million euros.

Excluding this one-off, Change in working capital would have amounted to 97 million euros and Recurring free cash flow to 289 million

euros in Fiscal 2023.

(2)Partly including repayments of lease liabilities, cancellation of non-cash charges, and net interests received. Excluding impact from

other income and expenses received / paid.

Recurring free cash flow amounted to 379 million

euros in Fiscal 2024 compared to 289 million in

Fiscal 2023 excluding one-off impact, i.e. 480 million

euros reported.

In Fiscal 2024, the Group continued to invest,

especially in technology and data, strengthening its IT

infrastructure following the Spin-off and paving the

way for future growth. Capital expenditures amounted

to 116 million euros representing 9.6% of Total

Revenues, compared to its objective of c. 10% of Total

Revenues.

The strong generation of Recurring free cash flow in

Fiscal 2024, in addition to the improvement in

Recurring EBITDA, was driven by the positive Change

in working capital of 225 million euros reflecting strong

business growth. The evolution in the product mix in

Fiscal 2024 led to a higher share of restricted cash

regulated solutions issued, especially in Belgium,

leading to a -57 million euros impact on working

capital.

Income tax paid amounted to 100 million euros in

Fiscal 2024, reflecting the impact of the Effective tax

rate and timing effect of the one-off costs on Profit

before tax.

The Recurring cash conversion rate was 88% in

Fiscal 2024 compared to 80% in Fiscal 2023,

adjusted from the positive impact from the evolution

in regulation in Brazil mentioned above (i.e. 132%

reported).

3.2.2.3 Net Financial (Debt)/Cash


(in million euros)	August 31, 2024	August 31, 2023
Long-term borrowings	(1,091)	(11)
Long-term lease liabilities	(51)	(38)
Short-term borrowings	(22)	(1,244)
Short-term lease liabilities	(11)	(10)
Gross financial debt	(1,175)	(1,303)
Cash and cash equivalents⁽¹⁾	1,421	1,625
Bank overdrafts	(6)	(5)
Current financial assets	814	542
Total Cash and Current financial assets	2,230	2,162
Net Financial (Debt) / Cash	1,054	859

(1)Excluding Restricted cash related to the float standing at 973 million euros as of August 31, 2024, compared to 936 million euros as

of August 31, 2023.

Net Financial (Debt) / Cash position as of August 31,

2024 stood at 1,054 million euros compared to 859

million euros as of August 31, 2023, representing an

increase of +195 million euros.

This increase was fueled mainly by an inflow of

379 million euros coming from Recurring free cash

flow and to a lesser extent, by the disposal of non-

consolidated investments and a positive cash

position resulting from Santander Brazil's Employee


84		Fiscal 2024 annual report


	Business Performance
	Fiscal 2024 Performance

Benefit activity. It was partially offset by the cash

impact of the currency effects, the Other operating

income and expenses incurred over Fiscal 2024 and

other effects such as purchase of treasury shares

and recognition of Lease Liabilities.

Long-term borrowings amounted to 1,091 million euros

in Fiscal 2024, corresponding to the bonds issued at

the end of February 2024, with a closing date of

March 4, 2024.

Cash and cash equivalents stood at 1,421 million euros

as of August 31, 2024, compared to 1,625 million euros

as of August 31, 2023, while Current financials assets

amounted to 814 million euros compared to 542

million euros as of August 31, 2023. These variations

resulted from the gradual diversification of the

Group's investment policy starting in the second half

of fiscal year 2024, which included an extension of

cash investment maturity and progressive exposure

to money market funds to further optimize returns.

Cash and cash equivalents were mostly invested in

(i) bank balances and (ii) short-term investments in

bank term deposits and risk-free interest-bearing

demand deposits over Fiscal 2024.

3.2.2.4Float and non-Float related cash

Float-related cash increased to 2,753 million euros as

of August 31, 2024, compared to 2,562 million euros

as of August 31, 2023, i.e. an increase of +191 million

euros in Fiscal 2024. The growth of the Float reflected

the strong positive momentum in business volumes,

which continued to progress quarter over quarter.

Non Float-related cash stood at 455 million euros as of

August 31, 2024, compared to 541 million euros as of

August 31, 2023. The strong generation of Non-Float

related cash over Fiscal 2024 was offset by the

repayment of debt, the purchase of treasury shares,

foreign exchange impact and Other operating income

and expenses incurred over Fiscal 2024 .


(in million euros)	August 31, 2024	August 31, 2023 Proforma	August 31, 2023
Value in circulation and related payables	3,728	3,543	3,543
Net trade receivables related to the float	975⁽¹⁾	981	1,029
Float-related cash	2,753	2,562⁽²⁾	2,515
Non Float-related cash	455	541	588
Total Liquidity⁽³⁾	3,208	3,103	3,103

(1)As of August 31, 2024,Net trade receivables related to the float of 975 million euros composed of trade receivables related to the

float of 1,068 million euros net of advances from clients of 93 million euros.

(2)Proforma amount of Float-related cash with the estimated identification of 48 million euros of net trade receivables not related to

the float as of August 31, 2023, while such information was not available as of August 31, 2023.

(3) Excluding -6 million euros of Bank overdrafts

3.3Outlook

During its Capital Markets Day, the Group set out

medium-term financial objectives focusing on

delivering sustainable Organic revenue growth,

improving Recurring EBITDA margin and maintaining

strong Recurring cash conversion.

Based on the strong financial performance delivered

in Fiscal 2024, Pluxee has increased its financial

objectives for Fiscal 2025 and Fiscal 2026:

• Low double-digit Organic revenue growth

confirmed for both Fiscal 2025 and 2026 , based

on a higher Fiscal 2024 revenue base;

• +75bps Recurring EBITDA margin expansion

expected in each of Fiscal 2025 and 2026 ,

leading to delivery of the initial 3-year target of

+250bps organic increase one year ahead of plan ;

• Above 75% Recurring cash conversion on

average over Fiscal 2024 to Fiscal 2026

compared to above 70% previously.

Fiscal 2025 and 2026 financial objectives include:

• a slight organic growth in Float revenue year on

year , based on current forward curves, and driven

by the expansion of the Float and the optimization

of the Group's investments compensating for the

expected evolution in interest rates;

• the synergies to be generated through the

deployment of the partnership with Santander and

the integration of Cobee; and

• the possible regulatory change in Italy with a

potential 5% cap on merchant commissions for

meal & food benefits in the private sector, noting

that meal & food solutions in Italy contribute to less

than 3% of the Group’s financial aggregates.


		Fiscal 2024 annual report		85


	Business Performance
	Subsequent Events

3.4Subsequent Events

3.4.1Completion of Cobee acquisition

On September 25, 2024, after receiving clearance

from Spanish regulatory authorities, the Group

completed the 100% acquisition of Cobee.

The majority of the transaction price was paid on the

closing date, while the agreement also provided for

two earn-outs, subject to the achievement of defined

milestones that have been designed to align all

stakeholders' interests and representing, if achieved,

less than 50% of the fixed base price paid on the

closing date. The acquisition will be fully funded from

existing cash resources with limited impact on Group

leverage.

3.4.2Extension of the revolving credit facility

The Group obtained bank approval on October 2, 2024 to extend the original maturity of the 650 million euro

revolving credit facility by an additional year, which now matures in October 2029.


86		Fiscal 2024 annual report


	Business Performance
	Alternative performance measure (APM) definitions

3.5Alternative performance measure (APM) definitions

Adjusted basic / diluted earnings per share

Adjusted basic or diluted earnings per share are

calculated by dividing Adjusted net profit (attributable to

the equity holders of the parent) by respectively basic

weighted average number of shares or diluted weighted

average number of shares.

See section 3.2.1.9 Adjusted earning per share.

Adjusted net profit

Adjusted net profit serves as the basis for calculating

the dividend payout ratio.

Adjusted net profit consists of Net profit (attributable to

Group equity holders) restated for the impact of items

recognized in Other operating income and expenses, net

of income tax and non-controlling interests.

See section 3.2.1.8 Adjusted net profit.

Float-related cash

Float-related cash corresponds to the cash collected

from clients in relation to the value loaded on cards or

the issuance of digital solutions or paper vouchers, but

not yet reimbursed to merchants (Float).

Float is calculated as Value in circulation and related

payables minus Net trade receivables related to the

float (corresponding to Trade receivables related to the

float restated from Advances from clients).

See section 3.2.2.4 Float and non-Float related cash.

Net Financial (Debt) / Cash

Net Financial (Debt) / Cash evaluates the Group's

liquidity, capital structure and financial leverage. Net

Financial (Debt) / Cash consists of gross borrowings and

lease liabilities, minus the Cash and cash equivalents

(net of overdraft) and Current financial assets.

See section 3.2.2.3 Net Financial (Debt)/Cash.

Non-Float Related Cash

Non-Float related Cash is calculated as Cash, Cash

equivalents and Current financial assets excluding the

cash collected from clients in relation to business

volumes issued.

See section 3.2.2.4 Float and non-Float related cash.

Organic revenue growth

Organic revenue growth is calculated as growth in the

current period, calculated using the exchange rate for

the prior fiscal period, and adjusted for the impact in the

comparable prior period to include or remove the effect

of acquisitions and/or divestitures that have occurred

subsequent to that period.

See section 3.2.1.1 Total Revenues.

Recurring cash conversion rate

The Recurring cash conversion rate measures the ability

of the Group to convert its Recurring EBITDA into Cash.

The Recurring cash conversion rate consists of the ratio

of Recurring free cash flow to Recurring EBITDA.

See section 3.2.2.2 Recurring free cash flow generation

and conversion.

Recurring EBITDA

Recurring EBITDA is used to assess the performance of

reported operating segments.

Recurring EBITDA is calculated by deducting the impact

of amortization, depreciation and impairment of

intangible assets, property, plant and equipment, and

right-of-use assets relating to leases (as reported in the

line Depreciation, amortization and impairment of the

consolidated income statement) from the Recurring

operating profit (Recurring EBIT) presented in the

consolidated income statement.

See sections 3.2.1.2 Recurring EBITDA and 3.2.1.3

Operating profit (EBIT).

Recurring EBITDA margin

Recurring EBITDA margin consists of the ratio of

Recurring EBITDA to Total Revenues.

See section 3.2.1.2 Recurring EBITDA.

Recurring free cash flow

The Recurring free cash flow measures the net cash

generated from operations that is available for strategic

investments (net of divestments), for financial debt

repayment, and for payments of dividends to

shareholders.

Recurring free cash flow is calculated as Net cash

provided by operating activities as shown in the

consolidated cash flow statement minus (i) Acquisitions

of property, plant and equipment and intangible assets,

(ii) Repayments of Lease liabilities and (iii) Restatement

of Other operating income and expenses on Net cash

from operating activities.

See section 3.2.2.2 Recurring free cash flow generation

and conversion.

Recurring Liquidity Generated by Operations

(LGO)

Recurring Liquidity Generated by Operations provides

information to measure the net cash generated from

operations regardless of the differences in regulations

governing the issuance of digitally delivered services,

cards and paper vouchers.

Recurring Liquidity Generated by Operations is

calculated as Recurring Free Cash Flow plus the Change

in restricted cash related to the Float.

See section 3.2.2.2 Recurring free cash flow generation

and conversion.

Recurring operating profit (Recurring EBIT)

corresponds to Operating profit (EBIT) before Other

operating income and expenses.

See section 3.2.1.3 Operating profit (EBIT).


		Fiscal 2024 annual report		87


	Business Performance


88		Fiscal 2024 annual report




	Pluxee's Fiscal 2024 financial statements


		Fiscal 2024 annual report		89

Financial statements


90		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1Consolidated financial statements for Fiscal 2024

(August 31, 2024)

4.1.1Consolidated income statement


(in million euros)	Notes	Fiscal 2024	Fiscal 2023
Operating revenue		1,055	953
Float revenue		155	99
Total Revenues	5.1	1,210	1,052
Operating expenses	5.2	(780)	(689)
Depreciation, amortization and impairment		(89)	(78)
Recurring operating profit (Recurring EBIT)		341	285
Other operating income and expenses	5.2	(92)	(150)
Operating profit (EBIT)		250	135
Financial income and expenses	12.1	(20)	28
Profit before tax for the year		230	163
Income tax expense	9.1	(91)	(80)
Share of net profit of companies accounted for using the equity method		(0)	—
Net profit for the year		139	83
Of which:
Attributable to the equity holders of the parent		133	81
Attributable to non-controlling interests		6	2

Basic earnings per share (in euro)	11.2	0.91	0.55
Diluted earnings per share (in euro)	11.2	0.90	0.55

4.1.2Consolidated statement of comprehensive income


(in million euros)	Notes	Fiscal 2024	Fiscal 2023
Net profit for the year		139	83
Components of other comprehensive income that may be subsequently reclassified to profit or loss		(116)	(30)
Currency translation adjustment	11	(116)	(30)
Components of other comprehensive income that will not be subsequently reclassified to profit or loss		1	52
Remeasurement of defined benefit plan obligation	6.1 and 11.1	0	(0)
Change in fair value of financial assets revalued through other comprehensive income⁽¹⁾	11.1 and 12.3	2	54
Tax on components of other comprehensive income that may not be subsequently reclassified to profit or loss	11.1	(1)	(2)
Other comprehensive income (loss), after tax for the year		(115)	22
Total Comprehensive income for the year		24	105
Of which:
Attributable to the equity owner of Pluxee group		32	105
Attributable to non-controlling interests		(8)	(0)

(1)Including 54 million euros in Fiscal 2023 corresponding to the fair value reassessment of ePassi investment based on the expected

disposal price (refer to notes 3.5, 4.2 and 12.3.1).


		Fiscal 2024 annual report		91


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1.3Consolidated statement of financial position

Assets


(in million euros)	Notes	August 31, 2024	August 31, 2023
Goodwill	7.1	670	627
Other intangible assets	7.2	468	220
Property, plant and equipment		19	18
Right-of-use assets relating to leases	8.2	56	47
Investments in equity-accounted companies		6	1
Non-current financial assets	12.3	35	36
Other non-current assets	10.2	127	0
Deferred tax assets	9.3	17	27
Non-current assets		1,399	976
Trade receivables	5.3	1,084	1,122
Other current operating assets	5.3	182	287
Income tax receivable		56	45
Current financial assets	12.3	814	542
Restricted cash related to the float	12.3	973	936
Cash and cash equivalents	12.2	1,421	1,625
Assets held for sale	4.2	19	140
Current assets		4,548	4,697
Total Assets		5,947	5,673

Shareholders' equity and liabilities


(in million euros)	Notes	August 31, 2024	August 31, 2023
Issued capital	11.1	2	—
Treasury shares	11.1	(33)	—
Additional paid-in capital, reserves and retained earnings		320	(36)
Currency translation adjustment reserve		(31)	78
Equity attributable to the equity holders of the parent		258	42
Non-controlling interests	11.1	96	5
Total Shareholders' Equity		353	47
Long-term borrowings	12.4	1,091	11
Long-term lease liabilities	8.1	51	38
Employee benefits liability	6	8	15
Non-current provisions	10.1	133	8
Deferred tax liabilities		22	46
Non-current liabilities		1,305	118
Bank overdrafts	12.2	6	5
Short-term borrowings	12.4	22	1,244
Short-term lease liabilities	8.1	11	10
Trade and other payables	5.3	489	548
Current provisions	10.1	1	128
Income tax payable		32	30
Value in circulation and related payables	5.3	3,728	3,543
Current liabilities		4,288	5,508
Total Shareholders' Equity and Liabilities		5,947	5,673


92		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1.4Consolidated cash flow statement


(in million euros)	Notes	Fiscal 2024	Fiscal 2023
Operating profit (EBIT)		250	135
Depreciation, amortization, impairment and changes in provisions		97	203
(Gains)/Losses on disposals		3	—
Other non-cash items		6	6
Interests paid		(26)	(19)
Interests received		43	50
Interests paid on lease liabilities		(3)	(2)
Income tax paid		(100)	(96)
Operating cash flow		270	277
Change in trade receivables and other current operating assets		(11)	41
Change in trade and other payables		(44)	133
Change in value in circulation and related payables		280	114
Change in restricted cash related to the float	12.3	(57)	(6)
Change in working capital from operating activities		168	282
Net cash provided by operating activities		438	559
Acquisitions of property, plant and equipment and intangible assets		(116)	(116)
Disposals of property, plant and equipment and intangible assets		1	2
(Acquisitions)/Disposals of current financial assets	12.3	(286)	114
(Acquisitions)/Disposals of non-current financial assets and in investments in companies accounted for using the equity method⁽¹⁾	12.3	69	(11)
Business combinations (net of cash acquired)⁽²⁾	4.1	62	—
Disposals of activities		(1)	4
Net cash used in investing activities		(270)	(7)
Dividends paid to Sodexo S.A.	11.1	—	(140)
Dividends paid to non-controlling interests	11.1	(2)	(3)
(Purchases)/Sales of treasury shares	11.1	(33)	—
Proceeds from the issue of ordinary shares of Pluxee N.V.	11.1	1	—
(Acquisitions)/Disposals of non-controlling interests	11.1	3	—
Proceeds from borrowings	12.4	2,191	314
Repayments of borrowings	12.4	(2,362)	(201)
Repayments of lease liabilities	8.1	(10)	(13)
Net cash provided by/(used in) financing activities		(213)	(43)
Net effect of exchange rates		(159)	(32)
Change in net cash and cash equivalents		(205)	476
Net cash and cash equivalents, beginning of year		1,620	1,143
Net cash and cash equivalents, end of year	12.2	1,415	1,620

(1)Including 66 million euros in Fiscal 2024 in relation with the disposal of ePassi investment (refer to notes 3.4 and 4.2).

(2)Including 65 million euros corresponding to cash and cash equivalents held by Ben (Santander's Employee Benefits activity in

Brazil), acquired on June 2024 (refer to note 3.2 and 4.1).


		Fiscal 2024 annual report		93


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1.5Consolidated statement of changes in equity


	Equity attributed to equity holders of the parent
(in million euros)	Number of shares⁽¹⁾	Issued capital	Treasury shares	Additional paid-in capital	Reserves and retained earnings⁽²⁾	Currency translation adjustment reserve	Total	Non- controlling interests	Total equity
Total Equity as of August 31, 2023	100	—	—	—	(36)	78	42	5	47
Net profit for the year					133		133	6	139
Other comprehensive income (loss), net of tax					1	(102)	(101)	(14)	(115)
Comprehensive income					133	(101)	32	(8)	24
Increase (decrease) in share capital⁽³⁾	210,214,955	2		614	(615)		1		1
Dividends paid					0		0	(2)	(2)
Share-based payment (net of income tax)					6		6		6
Treasury share transactions			(33)				(33)		(33)
Change in ownership interest without any change of control⁽⁴⁾					224	(10)	213	100	313
Other					(6)	2	(4)	1	(3)
Total Equity as of August 31, 2024	210,215,055	2	(33)	614	(295)	(31)	258	96	353

(1)Including special voting shares, representing 63,040,363 shares as of August 31, 2024 (refer to note 11.1).

(2)Including Other Comprehensive Income reserves, with the exclusion of the currency translation adjustment reserve (presented

separately).

(3)The -615 million euros negative impact in Reserves and retained earnings is the result of the in-kind contribution of the 88.05% stake

in Pluxee International SAS by Sodexo S.A. to Pluxee N.V., which was completed as of September 1, 2024 (see notes 1.1, 3.1 and 11.1.1).

(4)See note 3.2 Closing of the strategic partnership with Santander in Brazil and note 3.4 Other transactions about the minority stake

of Pluxee India acquired by the Group.


	Equity attributed to equity holders of the parent
(in million euros)	Number of shares	Issued capital	Treasury shares	Additional paid-in capital	Reserves and retained earnings⁽¹⁾	Currency translation adjustment reserve	Total	Non- controlling interests	Total equity
Total Equity as of August 31, 2022	100	—	—	—	593	106	699	5	704
Net profit for the year					81		81	2	83
Other comprehensive income (loss), net of tax					52	(28)	24	(2)	22
Comprehensive income					133	(28)	105		105
Dividends paid					(140)		(140)	(3)	(143)
Share-based payment (net of income tax)					6		6		6
Change in ownership interest without any change of control					(3)	—	(3)	3	—
Transactions with the parent company⁽²⁾					(610)		(610)		(610)
Other⁽³⁾					(15)	—	(15)	—	(15)
Total Equity as of August 31, 2023	100	—	—	—	(36)	78	42	5	47

(1)Including Other Comprehensive Income reserves, with the exclusion of the currency translation adjustment reserve (presented

separately).

(2)Acquisition of 11.95% Pluxee International SAS shares by the Company from Sodexo S.A. (see note 1.1).

(3)Including variation of liabilities recognized in connection with written put options over non-controlling interests in certain

subsidiaries for -10 million euros.

Additional information on the composition of share capital, treasury shares, dividends, Other Comprehensive

Income and Non-controlling interests is provided in note 11.


94		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1.6Notes to consolidated financial statements

Note 1

Note 2

Note 3

Note 4

Note 5

Note 6

Note 7

Note 8

Note 9

Note 10

Note 11

Note 12

Note 13

Note 14


		Fiscal 2024 annual report		95


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The accompanying notes are an integral part of the consolidated financial statements.

As used herein, "Pluxee Group" , "Pluxee" or "the Group" refers to Pluxee N.V. and all the companies included in

the scope of consolidation. " Pluxee N.V." or "the Company" refers only to the parent company of the Group.

Note 1Description of the business

1.1Background

Pluxee N.V. is a public limited liability company

(naamloze vennootschap) registered in the

Netherlands and having its place of management and

sole registered location in France. Pluxee Group

encompasses the former Benefits & Rewards

Services business segment of Sodexo group,

separated from Sodexo's On-Site Services through

the distribution of Pluxee N.V. ordinary shares to

Sodexo shareholders ("the Spin-off").

Pluxee Group was formed during the 2023 calendar

year, pursuant to the following successive

transactions:

• in August 2023, the Company acquired 11.95% of the

shares of Pluxee International SAS from Sodexo S.A.

with an effective date of August 31, 2023;

• in September 2023, Sodexo S.A. contributed the

remaining 88.05% of Pluxee International SAS

shares to the Company with an effective date of

September 1, 2023. Through this transaction, the

Pluxee business was carved out to prepare a

complete separation from the other activities of the

Sodexo group;

• in November 2023, the Company converted from

Sodexo Asset Management 2 SAS into a Dutch

private limited liability company (besloten

vennootschap met beperkte aansprakelijkheid)

governed by Dutch law, with the name Sodexo Asset

Management 2 B.V.

On January 31, 2024, the Company converted into a

public limited liability company (naamloze

vennootschap), with the name Pluxee N.V. upon the

Spin-off and listing of the Company.

Pluxee N.V.'s ordinary shares were admitted to listing

and trading on Euronext Paris, a regulated market of

Euronext Paris S.A. on February 1, 2024. On

February 5, 2024, Sodexo S.A. distributed 100% of

Pluxee N.V. shares held by Sodexo S.A. to its

shareholders by way of a distribution in kind.

Pluxee N.V. prepared combined financial statements

for the fiscal year 2023, which were drawn up on the

basis of the values presented in Sodexo group's

consolidated financial statements. They reflected all

historical assets, liabilities, revenues, expenses, and

cash ﬂows that were attributable to the Pluxee

entities included in the scope of combination. The

scope of combination comprised the Company,

Pluxee International SAS and the entities holding the

operations of Pluxee, which were under the common

control of Sodexo S.A. As the Pluxee business has

been carried out under autonomous entities, no

carve-out was required to prepare the combined

financial statements. This scope of combination

included all of the operations of Pluxee's business

and there were no other pieces of this business

conducted within other legal entities not included in

this scope. It is worth noting that the acquisition of

11.95% of the shares of Pluxee International SAS by

the Company from Sodexo S.A. on August 31, 2023 led

to the recognition of 610 million euros of short-term

borrowings due to Sodexo S.A. with a corresponding

reduction in the equity of Pluxee in the Fiscal 2023

combined financial statements (transaction

assimilated to a dividend distribution to parent).

The historical financial information in Pluxee's

combined financial statements provides general

purpose historical information of the Pluxee business.

Therefore, the combined financial statements

presented only the historical financial information of

those entities and business activities that are part of

the Pluxee Group.

1.2Definition of Pluxee business

Pluxee is a global leader in employee benefit and engagement solutions. Through a tech-enabled employee

benefit and engagement platform operating in an advanced digital ecosystem, the Group delivers a full suite of

digital and innovative employee benefit solutions in 29 countries to help employees feel engaged, motivated,

financially supported, and cared for.

1.3Corporate information

Pluxee N.V. is a company with corporate seat in

Amsterdam, the Netherlands, and its place of

management and sole registered location at 16, rue du

Passeur de Boulogne, 92130 Issy-les-Moulineaux,

France.

As of August 31, 2024, the French company Bellon S.A.

is the Company's ultimate controlling entity.

1 EU rules on financial information disclosed by companies available on https://finance.ec.europa.eu/capital-markets-union-and-financial-markets/

company-reporting-and-auditing/company-reporting/financial-reporting_en#ifrs


96		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The present consolidated financial statements,

starting from September 1, 2023 and ending August

31, 2024, were prepared under the responsibility of

and authorized for issue by the Board of Directors on

October 30, 2024. They will be submitted for adoption

to the annual General Meeting on December 18, 2024.

Their presentation currency is the euro, which is the

Company's functional currency. They were prepared

in thousands of euros and are presented in millions of

euros, after rounding to the nearest million (unless

otherwise specified). As a result, there may be

rounding differences between the amounts reported

in the various statements.

Note 2Basis of preparation of the financial statements

2.1Statement of compliance

Pursuant to European Regulation 1606/2002 of

July 19, 2002, the consolidated financial statements

of the Group for the year ended August 31, 2024 have

been prepared in accordance with IFRS Accounting

Standards as issued by the International Accounting

Standards Board (IASB) and endorsed by the

European Union as of August 31, 2024, and comply

with the statutory provisions of Part 9, Book 2 of the

Dutch Civil Code. A comprehensive list of the

accounting standards adopted by the European

Union is available for consultation on the European

Commission website (EU rules on financial

information disclosed by companies 1). Considering

the Company closing date, IFRS as endorsed by the

European Union have been the same as IFRS as

issued by the IASB.

Information for the comparative year presented has

been prepared using the same principles.

2.2Evolution of accounting policies

2.2.1Standards, amendments and interpretations endorsed by the European Union

The application of standards, amendments and

interpretations effective as of September 1, 2023 did

not have a material impact on the Group's

consolidated financial statements:

• IFRS 17 "Insurance Contracts" (issued in

December 2021);

• amendment to IAS 12 "Income Taxes": Deferred Tax

related to Assets and Liabilities arising from a Single

Transaction (issued in May 2021);

• amendment to IAS 12 "Income Taxes":

International Tax Reform – Pillar Two Model Rules

(issued in May 2023).

In particular, the impact of the temporary exception

to the recognition of deferred taxes resulting from the

international tax reform (Pillar Two) introduced by the

amendments to IAS 12 is considered to be immaterial

based on the current state of regulations in the

countries in which the Group is located, subject to

future regulatory specifications (detailed analyses

are underway to measure the impact of this reform

and to coordinate the processes necessary to

ensure compliance with the Group's obligations).

Bellon SA will be the Ultimate Parent Entity for the

purposes of Pillar Two provisions.

The Group has not opted for early adoption of the

amendments to standards endorsed by the European

Union but with no mandatory implementation by

September 1, 2023:

• amendment to IFRS 16 "Leases": Lease Liability in a

Sale and Leaseback (issued in September 2022);

• amendments to IAS 1 "Presentation of Financial

Statements": Classification of Liabilities as Current

or Non-current (issued in January 2020); and Non-

current Liabilities with Covenants (issued in

October 2022);

• amendments to IAS 7 "Statement of Cash Flows"

and IFRS 7 "Financial Instruments: Disclosures":

Supplier Finance Arrangements (issued in

May 2023).

The Group does not anticipate the application of

these amendments to have a material impact on its

consolidated financial statements.


		Fiscal 2024 annual report		97


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

2.2.2Standards, amendments and interpretations not yet endorsed by the European Union and

not anticipated by the Group

The Group has not applied any standards,

amendments, or interpretations that had not yet been

approved by the European Union:

• IFRS 18 "Presentation and Disclosure in Financial

Statements" (issued in April 2024), which will be

effective for periods beginning on or after

January 1, 2027. The Group is currently analyzing

the impacts of applying IFRS 18 on its consolidated

financial statements;

• Annual Improvements to IFRS Accounting

Standards - Volume 11 (issued in July 2024), which

will be effective for periods beginning on or after

January 1, 2026. The Group does not anticipate the

application of these amendments to have a material

impact on its consolidated financial statements.

• amendments to IAS 21 "The Effects of Changes in

Foreign Exchange Rates": Lack of Exchangeability

(issued in August 2023).

2.3Use of critical accounting estimates, judgments and assumptions

The preparation of the consolidated financial

statements requires the management of the Group

and its entities to make estimates and assumptions

which affect the amounts reported for assets,

liabilities and contingent liabilities as of the date of

preparation of the financial statements, and for

revenues and expenses for the year, as well as for

information provided in the notes to the financial

statements.

These estimates and valuations are updated

continuously based on past experience and on

various other factors considered reasonable in view

of current circumstances and are the basis for the

assessments of the carrying amount of assets and

liabilities.

Actual amounts may differ substantially from these

estimates if assumptions or circumstances change.

2.3.1Key judgments and estimates

Significant items subject to such estimates and assumptions include the following:

• assessment of the recoverable value of Group's

cash-generating units (CGUs) or intangible assets

for impairment of non-current assets (note 7.3);

• valuation of intangible assets acquired as part of a

business combination, as well as their estimated

useful lives (note 4.1);

• assessment of expected credit losses for

impairment of Trade receivables (note 5.3.1);

• estimates of the likelihood and timing of potential

cash flows relating to claims and litigation for

provisions for risks and litigation (note 10);

• assessment of recoverability of tax loss

carryforwards for recognition of deferred tax

assets (note 9);

• assessment of fair value of financial assets

(note 12.3).

2.3.2Going concern

These consolidated financial statements have been

prepared on a going concern basis. In this respect,

the Group's assessment is that no material

uncertainties as defined in IAS 1 "Presentation of

Financial Statements" exist about its ability to

continue as a going concern.

2.3.3Assessment of the effects of climate change

Pluxee is committed to fighting climate change at

every level of its value chain. The Group's 2035 net-

zero trajectory was submitted to the Science Based

Targets initiative (SBTi) in March 2023 and approved

in December 2023, with the objective of reducing by

no later than 2035 the Group's direct and indirect

greenhouse gas emissions (scope 1, 2 and 3) by 90%

compared to a Fiscal 2017 baseline. The financial

impact of achieving these near and medium-term

emissions targets on the Group's consolidated

financial statements is not expected to be material.

Pluxee is conducting a risk screening analysis to

identify climate-related risks across its subsidiaries

as part of the definition of its Climate Adaptation Plan.

This analysis considers transitional risks (including

potential increased operation costs due to

compliance or indirect effects of regulations, risks

from failure to adapt its business model to evolving

regulation, subscription of insurance policies and

consumer preferences, risks on operational

efficiencies due to regulations, potential increased

costs due to more sustainable materials and

technologies) and physical risks (including business

interruption and increased capital expenditures due

to damaged facilities and production shutdowns,

impact on operations due to supply chain disruptions,

operational costs from cooling load). Based on the

analysis of Pluxee's risks carried out to date, Pluxee


98		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

does not expect that climate change-related risks will

have significant financial impacts on the Group.

Considering the above, the impact of climate-related

risks on the accounting estimates, judgements, or

assumptions used in preparing the Fiscal 2024

consolidated financial statements identified by the

Group is not material.

2.4Measurement bases

The consolidated financial statements are prepared

on a historical cost basis, with the exception of

identifiable assets acquired and liabilities assumed

through a business combination, measured at the

acquisition date fair value (note 4.1), and certain

financial instruments measured at fair value (note 12).

Fair value is defined as the price that would be

received to sell an asset or paid to transfer a liability

in an orderly transaction between market participants

at the measurement date (an exit price). In line with

the IFRS 13 "Fair Value Measurement" classification,

there are 3 levels of fair value:

• level 1: unadjusted quoted prices in an active market

for identical assets or liabilities, used for the

valuation of cash and cash equivalents;

• level 2: models that use observable inputs for the

asset or liability, either directly (i.e., prices) or

indirectly (i.e., price-based data), used for the

valuation of derivative financial instruments

(valuation models commonly used for derivative

instruments traded on a regulated or over-the-

counter market);

• level 3: fair value determined using valuation

techniques based on unobservable inputs, used for

the valuation of client relationships acquired as

part of a business combination and non-

consolidated investments.


		Fiscal 2024 annual report		99


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 3Significant events

3.1Spin-off from Sodexo and listing of Pluxee shares on Euronext Paris

Preliminary Spin-off transactions

The Spin-off has required the implementation of

certain preliminary transactions involving the transfer

of interests in order to separate Pluxee's operations

(former Benefits & Rewards Services business

segment of Sodexo group) from other activities of the

Sodexo group.

Pluxee Group entered into successive transactions

over the course of the 2023 calendar year. In

addition to the transactions completed in Fiscal 2023

(see note 1.1), the following transactions took place

during Fiscal 2024:

• on September 1, 2023, Sodexo S.A. contributed

88.05% of Pluxee International SAS shares to the

Company. As compensation for this contribution,

146,348,320 new ordinary shares of the Company

with a par value of 0.01 euro each were issued,

increasing the share capital nominal amount and

share premium by 1.5 million euros and 614 million

euros respectively, with its counterpart in the

consolidated retained earnings;

• on September 1, 2023, 26,272 new ordinary shares

were issued in exchange for a cash contribution;

• on November 3, 2023, the Company increased its

capital for a total amount of 8,000 euros by issuing

800,000 new ordinary shares, bringing the total

number of shares issued to 147,174,692.

Additional information on the composition of share

capital is provided in note 11.

Financing implemented in connection

with the Spin-off

In October 2023, the Company entered into a

2.15 billion euro financing package with a syndicate of

international banks. Such financing package included

(i) a 1.5 billion euro bridge loan, and (ii) a 0.65 billion

euro revolving credit facility (refer to note 12.4).

The bridge loan was partly drawn for an amount of

1.1 billion euros on January 11, 2024, to repay the short-

term borrowings due to Sodexo. The bridge loan was

repaid on March 4, 2024, with the proceeds of the

1.1 billion euro bond issue described below.

Separation agreements

Pluxee N.V. and Sodexo S.A. entered into separation

and services agreements with effect from

February 1, 2024. Transactions carried out pursuant

to these agreements are described in note 14.3.2.

Listing on Euronext Paris

On February 1, 2024, Pluxee N.V.'s ordinary shares

were admitted to listing and trading on

compartment A of Euronext in Paris, a regulated

market of Euronext Paris S.A., under the ticker PLX

and the ISIN code NL0015001W49.

On February 5, 2024, Sodexo S.A. distributed by way

of an exceptional distribution in kind 100% of

Pluxee N.V. shares held by Sodexo S.A. to its

shareholders.

Additional operation on share capital

The Company increased its capital for a total amount

of 622,505 euros on February 5, 2024 and

7,899 euros on March 18, 2024 by issuing respectively

62,250,485 and 789,878 new special voting shares,

fully paid up from and solely charged against the

special capital reserve, bringing the total number of

issued shares to 147,174,692 ordinary shares and

63,040,363 special voting shares.

Inaugural bonds issue

On March 4, 2024, Pluxee N.V. issued bonds for an

aggregate amount of 1.1 billion euros structured in two

tranches:

• 550 million euro bond issue with a 4.5-year maturity,

redeemable at par value on September 4, 2028 and

bearing interest at an annual rate of 3.5% (effective

interest rate of 3.71%), with interest payable

annually on September 4 (commencing on

September 4, 2024);

• 550 million euro bond issue with a 8.5-year maturity,

redeemable at par value on September 4, 2032,

and bearing interest at an annual rate of 3.75%

(effective interest rate of 3.87%), with interest

payable annually on September 4 (commencing on

September 4, 2024).

The bonds received a BBB+ rating (with a stable

outlook) from Standard & Poor's and were admitted to

trading on the regulated market of Euronext in Paris

as from their issue date.

The proceeds of the bonds issue were used to repay

the bridge loan mentioned above.

3.2Closing of the strategic partnership with Santander in Brazil

In July 2023, Pluxee signed a strategic partnership

with Santander in Brazil, one of the largest private

banks in the country, to reinforce Pluxee's market

leadership in Brazil. The transaction was completed

on June 27, 2024 following approval from the

Administrative Council for Economic Defense (CADE)

and the Central Bank of Brazil.


100		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

This strategic partnership will strengthen Pluxee's

market position in Brazil through (i) a 25-year

exclusive distribution agreement of Pluxee's

Employee benefit solutions in the Santander network

and (ii) the integration of Ben's business volume and

expertise (Santander's Employee Benefits activity). It

will enable Pluxee to significantly enhance the

distribution of its products through the wide national

network of Santander agencies and bankers and it will

create synergies to capture market share. Through

this operation, Banco Santander (Brasil) S.A. now

holds 20% of Pluxee Benefícios Brasil, the Group

subsidiary operating the Employee Benefits business

in Brazil.

The contribution by Santander to its Employee

benefits activity in Brazil (Ben) as part of this

partnership was accounted for in accordance with

IFRS 3 "Business Combinations". The impacts on

Fiscal 2024 consolidated financial statements,

determined based on a preliminary purchase price

allocation, are described in note 4.1. The transaction

also gave rise to the recognition of an intangible asset

for the exclusive distribution right of Pluxee's

Employee benefit solutions in the Santander network

contributed by Santander (see note 7.2.1). These

contributions were remunerated by the issue of

shares in Pluxee Beneficios Brasil SA representing

20% of its capital, generating (i) an increase of 107

million euros in non-controlling interests and (ii) an

increase of 261 million euros in shareholders' equity

attributable to the equity holders of the parent (group

share) corresponding to the dilution gain (see note

11.1.4).

3.3 Acquisition of Cobee

In June 2024, Pluxee entered into an agreement to

acquire 100% of Cobee, an Employee Benefits digital-

native player operating in Spain, Portugal and Mexico,

and serving more than 1,500 clients and 100,000

employee consumers with a broad multi-benefit

offering. The acquisition of Cobee will strengthen

Pluxee's position in the growing and underpenetrated

Spanish Employee Benefits market. The combination

of Pluxee and Cobee's respective talent, capabilities,

and technology will create a complete, competitive,

and attractive solution in Spain, Portugal, and Mexico,

broadening the Group's existing benefit offering and

enhancing its tech capabilities at global scale.

The transaction was finalized at the beginning of

Fiscal 2025, in September 2024 (subsequent event

described in note 14.1.1), following the approval by

Spanish regulatory authorities.

The acquisition has no impact on the Fiscal 2024

consolidated financial statements. Cobee will be

consolidated for the first time in Fiscal 2025.

3.4Other transactions

In December 2023, the Group disposed of its

minority stake in ePassi for 67 million euros. This non-

controlling interest was initially recognized in Non-

current financial assets measured at fair value

through Other Comprehensive Income (investments

in non-consolidated companies) and reclassified as of

August 31, 2023 as assets held for sale in accordance

with IFRS 5 "Non-current Assets Held for Sale and

Discontinued Operations" (see notes 4.2 and 12.3).

In August 2024, in accordance with agreements

signed with Zeta Investments Holdings Pte Ltd, the

Group, through its wholly owned subsidiary Pluxee

International SAS:

• disposed of its 7.46% minority stake in Zeta

Investments Holdings Pte Ltd for 57 million U.S.

dollars (52 million euros). This investment was

initially recognized in Non-current financial assets

measured at fair value through Other

Comprehensive Income like other investments in

non-consolidated companies, and reclassified as of

August 31, 2023 as assets held for sale in

accordance with IFRS 5 "Non-current Assets Held

for Sale and Discontinued Operations" (see

notes 4.2 and 12.3).

• acquired the 29.22% minority stake held by Zeta

Investments Holdings Pte Ltd in Pluxee India

Private Limited for 60 million U.S. dollars (55 million

euros), impacting Equity attributable to the equity

holders of the parent for -48 million euros, and Non-

controlling interests for -7 million euros.

The payments were settled in August through a

limited cash settlement presented as (Acquisitions)/

Disposals of non-controlling interests within Net cash

provided by/(used in) financing activities in the cash

flow statements.

3.5Other significant events

On November 16, 2023, the Paris Court of Appeal

confirmed the conviction issued by the French

competition authority to rule against the meal benefit

issuers and fined Pluxee France S.A. (formerly Sodexo

Pass France S.A.), jointly and severally with

Sodexo S.A., for an amount of 126 million euros. The

Group recorded a provision of 127 million euros

(including Pluxee's share of the CRT fine) in Other

Income and Expenses as of August 31, 2023.

Vigorously contesting this decision, Sodexo and

Pluxee France filed an appeal in cassation on

December 18, 2023, and therefore the proceedings

are still ongoing. Refer to note 10.2 for more details.


		Fiscal 2024 annual report		101


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 4Main changes in scope of consolidation

Accounting principles and policies

Consolidation methods

A subsidiary is an entity directly or indirectly controlled by the Group. In accordance with IFRS 10 "Consolidated

Financial Statements", an investment (the Group) controls a subsidiary when it is exposed or has rights to obtain

variable benefits from its involvement with the subsidiary and has the ability to influence those benefits through its

power over the subsidiary. In determining whether control exists, voting rights granted by equity instruments are

taken into account only when they give the Group substantive rights. The financial statements of subsidiaries are

included in the consolidated financial statements from the date on which control is obtained to the date on which

control ceases to be exercised.

Associates are companies in which the Group directly or indirectly exercises significant influence over financial and

operating policy without exercising exclusive or joint control. Joint ventures are joint arrangements in which the Group

directly or indirectly exercises joint control and has rights to the net assets of the arrangement. Associates and joint

ventures are accounted for using the equity method.

Information on the main entities included in the consolidation scope as of August 31, 2024, is provided in note 14.4

Scope of consolidated entities.

Intragroup transactions

Intragroup transactions and balances, and unrealized losses and gains between Group subsidiaries, are eliminated.

Unrealized losses are eliminated in the same way as unrealized gains, unless they represent an impairment charge.

Foreign currency translation

The exchange rates used are derived from rates quoted by the European Central Bank and on other major

international financial markets (refer to exchange rates of the principal currencies in note 14.5).

Foreign currency transactions

Monetary assets and liabilities denominated in foreign currencies at the year-end are translated using the closing

rate. The resulting translation differences are reported in financial income or expenses.

Non-monetary foreign currency assets and liabilities reported at historical cost are translated using the exchange

rate at the date of the transaction. Non-monetary assets and liabilities reported at fair value are translated using the

exchange rate at the date when the fair value was determined.

Transactions for the year are translated at the exchange rate at the transaction date.

Financial statements denominated in foreign currencies

(i) Countries with stable currencies

The separate financial statements of each consolidated entity are presented on the basis of the primary economic

environment (functional currency) in which the entity operates.

All foreign-currency assets and liabilities of consolidated entities are translated into the reporting currency of the

Group (the euro) at the closing exchange rate, and all income statement and cash flow statement items are

translated at the average exchange rate for the year. The resulting translation differences are recognized in other

comprehensive income under Currency translation adjustment.

In preparing its first financial statements in accordance with IFRS 1 "First-time Adoption of International Financial

Reporting Standards" (Fiscal 2021 combined financial statements issued in the context of the Spin-off), the Group

used the exemption provided for by this standard to transfer the cumulative translation adjustment reserve that

existed at the date of transition to IFRSs to reserves. The cumulative translation differences for foreign operations as

of September 1, 2020, were reversed through an adjustment to retained earnings and the gain or loss on disposal of

any foreign operation only includes translation differences recorded since September 1, 2020.

(ii) Countries with hyperinflationary economies

Non-monetary assets and liabilities in hyperinflationary countries, as well as the income statement, are adjusted to

reflect the changes in the general pricing power of the functional currency in accordance with IAS 29 "Financial

Reporting in Hyperinflationary Economies". Moreover, financial statements of subsidiaries in hyperinflationary

countries are translated at the closing rate of the period in accordance with IAS 21 "The Effects of Changes in Foreign

Exchange Rates".

Türkiye has been classified as a country with a hyperinflationary economy since April 2022. The application of

hyperinflationary accounting to the Group's operations in this country had a 0.7 million euros positive impact on Net

profit attributable to the holders of the parent, and a 9.2 million euros positive impact on consolidated reserves for

the year. Non-monetary items have been adjusted using Türkiye's TÜFE consumer price index. The index value used as

of August 31, 2024 was 2.394,10, it rose by 62% over the Fiscal 2024.


102		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

4.1 Business combinations

Accounting principles and policies

In accordance with IFRS 3 "Business Combinations", the purchase method is used to account for acquisitions of

subsidiaries by the Group, except for subsidiaries acquired prior the Spin-off from other Sodexo S.A.'s direct or

indirect subsidiaries (these acquisitions between companies under common control do not fall within the scope of

IFRS 3). At the acquisition date, the Group measures the consideration transferred, the identifiable assets acquired,

and the liabilities assumed at fair value, as well as any non-controlling interest in the acquired company. The residual

difference between the fair value of the consideration transferred, increased by the amount of the non-controlling

interest in the acquired company, and the fair value as of the date of acquisition of the assets acquired and liabilities

assumed, is recognized as goodwill in the statement of financial position.

Fair value of the consideration transferred corresponds to the fair value of assets transferred, liabilities incurred, and

equity interests issued by the Group measured as of the date of the acquisition. Costs directly related to the

acquisition are expensed as incurred in the income statement (presented in Other operating income and expenses).

The Group measures non-controlling interests on a case-by-case basis for each business combination either at fair

value or based on their percentage of interest in the fair value of identifiable net assets acquired. Commitments to

purchase non-controlling interests given in connection with business combinations are recognized as described in

the section Accounting principles and policies of the note 11 Equity and earnings per share.

Changes to the measurement of identifiable assets and liabilities resulting from specialist valuations or additional

analysis may be recognized as adjustments to goodwill if they are identified within one year of the date of acquisition

and result from facts and circumstances existing at the acquisition date. Once this one-year period has elapsed, the

effect of any adjustments is recognized directly in the income statement (unless it is the correction of an error).

Purchase price adjustments and/or earn-outs

Purchase price adjustments and/or earn-outs related to business combinations are recognized at their fair value as

of the date of acquisition. After the date of acquisition, changes in estimates of the fair value of price adjustments

lead to an adjustment to goodwill only if they occur within the time allowed (a maximum of one year as of the date of

acquisition) and if they result from facts and circumstances that existed at the acquisition date. In all other cases,

the change is recognized in profit or loss except when the consideration transferred consists of an equity instrument.

Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for

within equity.

Step acquisitions

In a step acquisition, the fair value of the Group's previous interest in the acquired entity is measured at the date that

control is obtained and is recognized in profit or loss. In determining the amount of goodwill recognized, the fair value

of the consideration transferred (for example the price paid) is increased by the fair value of the interest previously

held by the Group.

During Fiscal 2024, goodwill totaling 85 million euros was recognized in relation with the acquisition of 80% of

Ben Benefícios (Santander's Employee Benefits activity) in Brazil, in June 2024 (transaction described in

note 3.2). The table below shows the impact of this acquisition on the consolidated statement of financial

position. The fair values assigned to the assets acquired and liabilities assumed are provisional.


(in million euros)	Fiscal 2024
Identifiable intangible assets⁽¹⁾	42
Trade receivables and other current operating assets	10
Cash and cash equivalents	65
Net deferred tax	3
Trade and other payables	(5)
Value in circulation and related payables	(69)
Total Net identifiable assets	47
Consideration transferred⁽²⁾	123
Non-controlling interests⁽³⁾	9
Goodwill⁽⁴⁾	85

(1)Mainly include the client relationship and the merchant relationship, whose fair value at the acquisition was assessed by a third-

party appraiser using the expected present value technique. Their useful life has been assessed to 14 and 12 years respectively.

(2)The consideration transferred corresponds to fair value of the minority equity interests in Pluxee Benefícios Brasil, issued as a

remuneration of the 80% stake in Ben acquired by Pluxee Benefícios Brasil.

(3)The non-controlling interests correspond to the 20% stake indirectly held by Banco Santander (Brasil) S.A. through its participation

in the share capital of Pluxee Benefícios Brasil. They were measured at the proportionate share of Ben (the acquiree)'s identifiable

net assets ("partial goodwill" method).

(4)Goodwill is recognized as the difference between (i) acquisition price (the consideration transferred) plus non-controlling interests,

and (ii) identifiable net assets at fair value. It principally represents revenue and cost synergies expected from the acquired

company.


		Fiscal 2024 annual report		103


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Ben, the company consolidated during Fiscal 2024, was integrated from the date of acquisition, on June 27,

2024; its contribution to consolidated Total Revenues and to the consolidated Recurring operating profit

(Recurring EBIT) of the year was not material.

4.2Disposed or held for sale activities and assets

Accounting principles and policies

In accordance with IFRS 5 "Non-current Assets Held for Sale and Discontinued Operations", when the Group expects

to recover the value of an asset or a group of assets through its sale rather than by its use, this asset or group of

assets is presented on a separate line, Assets held for sale of the consolidated statement of financial position. Non-

financial non-current assets classified as such are measured at the lower of their carrying value and their fair value

net of disposal costs and therefore are no longer subject to depreciation.

The liabilities relating to the asset or group of assets are also presented on a separate line of the consolidated

statement of financial position (Liabilities directly associated with assets held for sale).

In addition, when the asset or group of assets held for sale represents a separate major line of business or

geographic area of operations (discontinued operation within the meaning of IFRS 5), its contribution to income and

cash flows is presented on separate lines in the consolidated income statement and the consolidated cash flow

statement. The comparative consolidated income statement and consolidated cash flow statement are restated as if

the activity had met the criteria for a discontinued activity as of the opening of the comparative period.

Assets classified as held for sale as of

August 31, 2024 correspond to the non-consolidated

investment in Resort Topco, the disposal of which has

been contracted in June 2024 and completed post

Fiscal 2024 closing (see note 14.1.2). The fair value of

this investment as of August 31, 2024 has been

remeasured based on the disposal price, through

other comprehensive income.

Assets classified as held for sale as of

August 31, 2023 in accordance with IFRS 5 included

investments in non-consolidated companies

(accounted for as financial assets measured at fair

value through other comprehensive income)

disposed during Fiscal 2024 (the 15% stake in ePassi

and the 7.46% stake in Zeta Investments Holdings).

See note 3.4.

The total effect of these transactions on non-consolidated investments recognized in Other Comprehensive

Income amounts to -3 million euros in Fiscal 2024, (+54 million euros in OCI in Fiscal 2023).


104		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 5Segment information, revenues and other operating items

Accounting principles and policies

(A) Income statement

The Group presents its income statement using the nature of expense method.

In order to better focus the Group's financial communication on Recurring operating profit, the consolidated income

statement includes the indicator Recurring operating profit (Recurring EBIT), which corresponds to Operating profit

(EBIT) before Other operating income and expenses. The management of the Group considers that this intermediate

aggregate provides useful information to users of financial statements to better understand the Group's recurring

past operating performance that is relevant in assessing its future performance.

This presentation is consistent with the combined financial statements as included in the listing prospectus filed on

January 10th, 2024.

Other operating income and expenses include the following:

• gains and losses arising from changes in the scope of consolidation;

• restructuring and rationalization costs;

• acquisition-related costs incurred as part of business combinations;

• goodwill impairment;

• material impairment of non-current assets triggered by unusual events; and

• other unusual or non-recurring items representing material amounts (such as Spin-off costs).

Revenues

Revenues reported by the Group include mainly commissions received from clients and affiliated merchants, financial

income from the investment of cash generated by the activity (i.e., Float revenue), and unreimbursed cards, digital

solutions, and paper vouchers.

Commissions received from clients are recognized when the cards are credited or when the digitally delivered

services or paper vouchers are issued and sent to the client. Commissions received from affiliated merchants are

recognized when the cards are used, or when the digitally delivered services or paper vouchers are redeemed, in

accordance with IFRS 15 "Revenue from Contract with Customers". Revenue from unreimbursed cards, digitally

delivered services and paper vouchers are recognized based on their expiration date and the deadline for

presentation for reimbursement by the affiliated merchants. Float revenue is recognized in accordance with IFRS 9

"Financial Instruments" and corresponds primarily to interest on financial assets measured at amortized costs, which

are recognized in revenues in the period to which they relate applying the effective interest method. As such, interest

revenue is allocated over the expected life of the financial instruments.

The Group evaluates whether or not it has control of the service before it is transferred to its affiliated merchants'

consumers, and, in consequence, whether the Group is acting as agent or principal in relation to the service

performed by the affiliated merchants. Based on this assessment, the Group determined that it does not control the

services performed by affiliated merchants, which are the primary obligators for the services performed.

Revenues are measured at the amount of consideration to which the Group expects to be entitled in exchange for

transferring promised goods or services to the clients, net of discounts and rebates as well as Value Added Tax (VAT)

and other taxes. The financial component of each commercial transaction is considered as negligible and therefore is

not recognized separately in accordance with IFRS 15 provisions.

(B) Cash flow statement

The cash flow statement analyzes changes in net cash and cash equivalents, defined as Cash and cash equivalents

less current Bank overdrafts and credit bank balances payable on demand that form an integral component of

treasury management.


		Fiscal 2024 annual report		105


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

5.1Segment information and revenues information

5.1.1Segment information

Accounting principles and policies

In accordance with IFRS 8 "Operating Segments", the segment information presented below has been prepared

based on internal management data as monitored by the Chief Executive Officer assisted by the Executive

Committee, which is Pluxee's chief operating decision-maker.

Group's operating segments consist of the countries in which Pluxee conducts its business, as each country's

Revenues and Recurring EBITDA are reviewed monthly by the Executive Committee. Operating segments (countries)

are aggregated into three reported operating segments:

• Continental Europe (composed mainly of France, Belgium, Romania, Czech Republic and Italy);

• Latin America (composed mainly of Brazil, Mexico, Chile and Colombia);

• Rest of the world (including in particular United Kingdom, United States, Türkiye, India and Israel).

The operating segments making up Latin America and Continental Europe have been aggregated as they carry out

similar operations – both in terms of type of services rendered and processes and methods used to deliver the

services – and have similar economic characteristics (notably in terms of margins they generate). The other countries,

which do not exceed quantitative thresholds, have been grouped within the reported segment Rest of the world.

Group's management considers Recurring EBITDA (Earnings Before Interest and Tax, Depreciation and

Amortization), a non-IFRS financial indicator used as an alternative performance measure, to be a relevant measure

to assess the performance of its operating segments as reported in the segment information as it enables the Group

to more effectively evaluate the recurring operating performance (operating performance excluding material unusual

or infrequent items) to assess the segments' future performance.

Recurring EBITDA is calculated by deducting the impact of amortization, depreciation and impairment of intangible

assets, property, plant and equipment, and right-of-use assets relating to leases (as reported in the line Depreciation,

amortization and impairment of the consolidated income statement) from the Recurring operating profit (Recurring

EBIT) presented in the consolidated income statement (defined in introduction of the note 5).


Fiscal 2024
(in million euros)	Continental Europe	Latin America	Rest of the world	Total Segments
Operating revenue	472	405	178	1,055
Float revenue	62	55	38	155
Total Revenues	534	460	216	1,210
Recurring EBITDA	176	192	62	430
Segment assets⁽¹⁾	2,892	1,747	736	5,375
Segment liabilities⁽²⁾	2,665	976	563	4,204

(1)Mainly include Goodwill, Other intangible assets, Other non-current assets,Trade receivables, Other current operating assets,

Restricted cash related to the float, Current financial assets and Cash and cash equivalents.

(2)Mainly include Value in circulation and related payables and Trade and other payables.


Fiscal 2023
(in million euros)	Continental Europe	Latin America	Rest of the world	Total Segments
Operating revenue	423	360	170	953
Float revenue	43	34	22	99
Total Revenues	466	394	192	1,052
Recurring EBITDA	152	163	48	363
Segment assets⁽¹⁾	2,861	1,606	673	5,140
Segment liabilities⁽²⁾	2,588	967	528	4,083

(1)Mainly include Goodwill, Other intangible assets, Other non-current assets, Trade receivables, Other current operating assets,

Restricted cash related to the float, Current financial assets and Cash and cash equivalents.

(2) Mainly include Value in circulation and related payables, and Trade and other payables.

Reconciliation of Recurring EBITDA and of segments assets and liabilities


(in million euros)	Fiscal 2024	Fiscal 2023
Recurring EBITDA	430	363
Depreciation, amortization and impairment	(89)	(78)
Other operating income and expenses	(92)	(150)
Operating profit (EBIT)	250	135


106		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)


(in million euros)	August 31, 2024	August 31, 2023
Total Segments assets	5,375	5,140
Unsegmented non-current assets⁽¹⁾	133	71
Unsegmented current assets⁽²⁾	439	462
Total Assets	5,947	5,673

(1)Mainly include Other intangible assets and Non-current financial assets of holding companies.

(2)Mainly include Current financial assets of holding companies.


(in million euros)	August 31, 2024	August 31, 2023
Total Segments liabilities	4,204	4,083
Unsegmented non-current liabilities⁽¹⁾	1,269	71
Unsegmented current liabilities⁽²⁾	121	1,472
Total Liabilities	5,593	5,626

(1)Mainly include Long-term borrowings.

(2)Mainly include Short-term borrowings.

5.1.2Revenues and non-current assets by significant country

The Group's operations are spread across 29 countries, including two that each represent over 10% of

consolidated revenues in Fiscal 2024: Brazil and France. Revenues and non-current assets (including non-

current assets of subsidiaries that are not engaged in business activities) in these countries are as follows:


Fiscal 2024
(in million euros)	Brazil	France	Other	Total
Revenues	344	150	715	1,210
Non-current assets⁽¹⁾	530	443	373	1,347

(1)Non-current assets are comprised of goodwill, other intangible assets, property, plant and equipment, right-of-use assets relating to

leases, investments in equity-accounted companies and other non-current assets.


Fiscal 2023
(in million euros)	Brazil	France	Other	Total
Revenues	287	129	636	1,052
Non-current assets⁽¹⁾	256	294	363	914

(1)Non-current assets are comprised of goodwill, other intangible assets, property, plant and equipment, right-of-use assets relating to

leases, investments in equity-accounted companies and other non-current assets.

5.1.3Revenues by line of services

The Group's offers can be categorized into two principal lines of services:

• Employee Benefits; and

• Other Products and Services, including Rewards & Recognition and Employee Engagement as well as Public

Benefits and Fuel & Fleet and Expense Management Solutions.

The breakdown of Total Revenues by line of services is the following:


(in million euros)	Fiscal 2024	Fiscal 2023
Employee Benefits	1,033	873
Other Products and Services	176	179
Total Revenues	1,210	1,052

No single Group client or other contract accounts represent more than 2% of the consolidated revenues.


		Fiscal 2024 annual report		107


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

5.2Operating expenses and other operating income

5.2.1Operating expenses


(in million euros)	Fiscal 2024	Fiscal 2023
Employee costs	(363)	(314)
• Wages and salaries	(281)	(249)
• Other employee costs⁽¹⁾	(82)	(65)
External costs⁽²⁾	(406)	(350)
Management fees to Sodexo	(11)	(25)
Total Operating expenses	(780)	(689)

(1)Primarily payroll taxes, Also include post-employment and other long term employees benefits expenses.

(2)Mainly consist of development expenses for IT projects, external fees, marketing and travel expenses.

5.2.2Other operating income and expenses


(in million euros)	Fiscal 2024	Fiscal 2023
Gain related to disposal of equity-accounted companies	6	(0)
Other operating income	6	0
Spin-off and rebranding costs⁽¹⁾	(62)	(20)
Impairment and write-off of goodwill, other intangible assets, property, plant and equipment, and right-of-use assets relating to leases⁽²⁾	(16)	0
Restructuring and rationalization costs	(8)	(3)
Losses related to consolidation scope changes	(2)	—
Business combination-related costs	(7)	—
Provisions for litigation⁽³⁾	(4)	(127)
Other operating expenses	(98)	(150)
Total Other operating income and expenses	(92)	(150)

(1)Correspond to non-recurring costs incurred with respect to the Spin-off and the listing of the Pluxee Group that occurred on

February 1, 2024, as well as to the rebranding that introduced the new identity of the Group, namely Pluxee, across all countries

where Pluxee operates.

(2)Relates to specific digital assets in connection with the Zeta platform refocused on two countries only.

(3)127 million euros provision recorded in Fiscal 2023 in relation with the dispute with the French competition authority (note 10.2).

5.3Working capital

5.3.1Trade receivables

Accounting principles and policies

Trade receivables are initially recognized at the amount of consideration to which the Group expects to be entitled in

exchange for transferring promised goods or services and are subsequently measured at amortized cost less

impairment charges recognized in the income statement.

Trade receivables are impaired to reflect the expected credit losses, assessed using an impairment matrix

(application of the simplified impairment model as provided for in IFRS 9 "Financial Instruments"). This method

consists of applying for each aging balance category a separate impairment rate based on historical credit losses

adjusted, when necessary, to take into account prospective factors.


	August 31, 2024			August 31, 2023
(in million euros)	Gross amount	Impairment	Carrying amount	Gross amount	Impairment	Carrying amount
Trade receivables related to the float	1,124	(56)	1,068	1,127	(52)	1,075
Trade receivables non related to the float	17	(2)	16	48	—	48
Total Trade receivables	1,141	(58)	1,084	1,175	(52)	1,122


108		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The maturities of trade receivables as of August 31, 2024 and August 31, 2023 were as follows:


	August 31, 2024			August 31, 2023
(in million euros)	Gross amount	Impairment	Carrying amount	Gross amount	Impairment	Carrying amount
Less than 3 months past due	102	(3)	98	100	(4)	96
More than 3 months and less than 6 months past due	9	(2)	7	17	(3)	14
More than 6 months and less than 12 months past due	19	(8)	12	21	(3)	18
More than 12 months past due	42	(42)	0	47	(40)	7
Total Trade receivables due	173	(55)	117	185	(50)	135
Total Trade receivables not yet due	969	(2)	966	989	(2)	987
Total Trade receivables	1,141	(58)	1,084	1,175	(52)	1,122

Given the geographic dispersion of the Group's activities and the wide range of client industries, there is no

material concentration of risk in individual receivables due but not written down, except the receivables relating

to public benefits contracts in Belgium due by Belgian regions for which the counterparty risk is deemed remote.

5.3.2Other current operating assets


	August 31, 2024			August 31, 2023
(in million euros)	Gross amount	Impairment	Carrying amount	Gross amount	Impairment	Carrying amount
Other operating receivables⁽¹⁾	125	(11)	114	223	(8)	216
Prepaid expenses	32	—	32	27	(0)	27
Inventories	25	(0)	25	22	(0)	22
Advances to suppliers	9	—	9	21	—	21
Other current assets	1	—	1	0	—	0
Other current operating assets	193	(11)	182	286	(0)	287

(1)Of which 126 million euros as of August 31, 2023 corresponding to the asset recognized in counterpart of the sums paid in relation

with the dispute with the French competition authority (note 10.2). This asset was reclassified as Other non-current assets as of

August 31, 2024. The impairment in Fiscal 2023 and Fiscal 2024 refers to the legal proceedings in Mexico (note 10.2).

5.3.3Trade and other payables

Accounting principles and policies

Trade payables are classified as financial liabilities measured at amortized cost, as defined in IFRS 9 "Financial

Instruments". They are recognized at their nominal amount, which represents a reasonable estimate of fair value in

light of their short maturities.

Employee-related liabilities mainly include short-term employee benefits recognized in accordance with IAS 19

"Employee Benefits" (see note 6.1).


(in million euros)	August 31, 2024	August 31, 2023
Trade payables	229	289
Employee-related liabilities	96	106
Advances from clients	93	94
Tax liabilities	26	22
Other operating payables	32	29
Deferred revenues	10	8
Non-operating payables	2	0
Trade and other current payables	489	548

The maturities of trade payables as of August 31, 2024 and August 31, 2023 were as follows:


		Fiscal 2024 annual report		109


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)


(in million euros)	August 31, 2024		August 31, 2023
(in million euros)	Carrying amount	Undiscounted contractual value	Carrying amount	Undiscounted contractual value
Less than 3 months	208	208	250	250
More than 3 months and less than 6 months	1	1	16	16
More than 6 months and less than 12 months	17	17	20	20
More than 1 year	4	4	3	3
Trade payables	229	229	289	289

5.3.4Value in circulation and related payables

Accounting principles and policies

Value in circulation and related payables correspond to (i) the funds loaded on cards not yet used, and the face value

of digital solutions and of paper vouchers in circulation, and to (ii) amounts payable to affiliated merchants in relation

with cards used, and digital solutions and paper vouchers presented for reimbursement.


(in million euros)	August 31, 2024	August 31, 2023
Value in circulation	2,915	2,907
Funds and vouchers payable	813	637
Total Value in circulation and related payables	3,728	3,543

5.4Recurring free cash flow

The Group Recurring free cash flow is calculated based on the consolidated cash flow statement as follows:


(in million euros)	Fiscal 2024	Fiscal 2023
Net cash provided by operating activities	438	559
Restatement of Other income and expenses with cash impact	65	5
Restatement of change in working capital related to Other income and expenses	2	45
Acquisitions of property, plant and equipment and intangible assets	(116)	(116)
Repayments of lease liabilities	(10)	(13)
Recurring free cash flow	379	480

Note 6Employee benefits liability, share-based payments and

headcount


(in million euros)	August 31, 2024	August 31, 2023
Post-employment benefits – Net defined benefit plan obligation	6	5
Free share recharge liability⁽¹⁾	—	8
Other long-term employee benefits	1	2
Employee benefits liability	8	15

(1)Recharging of the cost of Sodexo S.A.'s shares delivered to Pluxee's employees prior the Spin-off as part of Sodexo S.A.'s restricted

share plans.


110		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

6.1Employee benefits liability

Accounting principles and policies

Short-term benefits

Group employees receive short-term benefits such as vacation pay, sick pay, bonuses and other benefits (other than

termination benefits), whose payment is expected within 12 months of the related service period.

These benefits are reported as current liabilities (see note 5.3.3).

Post-employment benefits

In accordance with IAS 19 "Employee benefits", the Group measures and recognizes post-employment benefits as

follows:

• contributions to defined-contribution plans are recognized as an expense; and

• defined benefit plans are measured using actuarial valuations.

(i) Defined contribution plans

Under a defined contribution plan, periodic contributions are made to an external entity that is responsible for the

administrative and financial management of the plan. Under such a plan, the employer is relieved of any future

obligation (the external entity is responsible for paying benefits to employees as they become due, and the employer

is not required to make additional payments related to prior or current years if the entity does not have sufficient

funds).

Contributions made by the Group are expensed in the period to which they relate.

(ii) Defined benefit plans

The Group uses the projected unit credit method as the actuarial method for measuring its post-employment benefit

obligations, on the basis of the national or company-wide collective agreements effective within each entity. Factors

used in calculating the obligation include length of service, life expectancy, salary inflation, staff turnover, and

macroeconomic assumptions specific to countries in which the Group operates (such as inflation rate and discount

rate).

Remeasurements of the net obligation under defined benefit plans, including actuarial gains and losses, differences

between the return on plan assets and the corresponding interest income recognized in the income statement, and

any changes in the effect of the asset ceiling, are recognized in other comprehensive income and have no impact on

profit for the period.

Plan amendments and the establishment of new defined benefit plans result in past service costs that are recognized

immediately in the income statement.

The accounting treatment applied to defined benefit plans is as follows:

• the obligation, net of plan assets, is recognized as a non-current liability in the consolidated statement of financial

position if the obligation exceeds the plan assets;

• if the value of plan assets exceeds the obligation under the plan, the net amount is recognized as a non-current

asset. Plan surpluses are recognized as assets only if they represent future economic benefits that will be available

to the Group. Where the calculation of the net obligation results in an asset for the Group, the amount recognized

for this asset may not exceed the present value of all future refunds and reductions in future contributions under

the plan;

• the expense recognized in the income statement comprises:

◦ current service cost, past service cost, if any, and the effect of plan settlements, all of which are recorded in

Operating profit (EBIT),

◦ the interest expense (income) on the net defined benefit obligation (asset), calculated by multiplying the

obligation (asset) by the discount rate used to measure the defined benefit obligation at the beginning of the

period, all of which are recorded in Financial result.

Other long-term employee benefits

Other long-term employee benefits are measured in accordance with IAS 19. The expected cost of such benefits is

recognized as a non-current liability over the employee's period of service. Actuarial gains and losses and past service

costs arising from plan amendments and the establishment of new plans are recognized immediately in the income

statement. Other long-term employee benefits are reported as non-current liabilities.

The defined benefit plan obligation primarily relates to

lump-sum benefits payable on retirement in several

countries including France, Mexico and Philippines, if

the employee is still in the Group at retirement age, in

accordance with the law and the applicable collective

bargaining agreement.

The amount recognized in Operating expenses,

related to defined benefit plans and other long-term

employee benefits, amount to 1 million euros for

Fiscal 2024 (1 million euros for Fiscal 2023).


		Fiscal 2024 annual report		111


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

6.2Share-based payments

Accounting principles and policies

Some Group employees receive compensation in the form of share-based payments, for which payment is made in

Pluxee N.V.'s equity instruments (in Sodexo S.A.'s until the Spin-off).

In accordance with IFRS 2 "Share-based Payment", these plans are classified as equity-settled share-based

payment transactions and, accordingly, the services compensated by these plans are recognized as an operating

expense over the vesting period (i.e., the period in which the service and, where applicable, the performance

conditions are fulfilled), with a corresponding entry recorded in equity.

The amount of expense recognized in each period is determined by reference to the fair value of the equity

instruments granted as of the grant date.

The fair value of restricted shares is estimated at the date of grant based on the share price at that date after

deductions for dividends on the shares that will not be paid to beneficiaries during the vesting period.

Each year, the number of shares that is likely to be delivered to beneficiaries of restricted shares is reassessed

based on the applicable vesting non-market conditions. The impact of any change in estimates is recognized in the

income statement, with the offset recognized in equity.

In addition, a liability was recognized through equity in relation with the recharge arrangements signed between

Sodexo S.A. and Pluxee entities over the vesting period of the share-based payment plans implemented before the

Spin-off (see note 14.3). The liability arising from the recharge arrangements was measured for its fair value

considering the contractual terms, and remeasured until the settlement date, with changes in fair value from initial

recognition to settlement accounted for as a true-up of the initial estimate through equity.

In very specific circumstances, the Group has implemented in the past incentive award plans for the benefit of

certain key employees of acquired digital tech and innovative businesses, which are classified as cash-settled share-

based payment transactions. The employee services compensated by these plans are measured at the fair value of

the liability at grant date (which is based on the fair value of the underlying instruments) and recognized as an

operating expense over the vesting period. The liability is remeasured until settlement date. Once awards are vested,

subsequent remeasurements of the liability up to the settlement date are recognized as financial income or expense.

6.2.1Pluxee restricted share plans implemented or modified in Fiscal 2024

On February 21, 2024, the Board of Directors decided

to grant Pluxee's senior management:

• 781,855 free shares to replace the value of

unvested equity awards under the Fiscal 2022 and

Fiscal 2023 share plans of Sodexo S.A. that have

been forfeited as a result of the Spin-off. The shares

granted under these plans will only vest if the

beneficiaries are still working for the Group on the

vesting date and some are subject to a

performance condition;

• 432,303 free shares under a new plan. The shares

granted under this plan are subject to a 3-year

service condition and performance conditions.

Principle features of the Fiscal 2024 restricted

share plan

Rules governing the new restricted share plan

implemented by Pluxee N.V. in Fiscal 2024 are as

follows:

• shares vest only if the beneficiary is still working for

the Group on the vesting date;

• the presence condition is 3 years from the grant

date; this presence condition applies to all

beneficiaries;

• all restricted share grants are subject to

performance conditions.

The number of shares that vest will depend on the

achievement of 4 performance conditions:

• 2 financial performance (non-market) conditions:

Organic Growth for 40% and Recurring Operating

Profit Margin for 30%;

• 2 non-financial quantitative performance conditions

(Women within Pluxee Leadership and NPS) for

30%.

Principle features of the Fiscal 2022 and

Fiscal 2023 restricted share plans modified in

Fiscal 2024

Rules governing the restricted share plans

implemented by Pluxee N.V. to replace the

Fiscal 2022 and Fiscal 2023 share plans of

Sodexo S.A. are as follows:

• shares vest only if the beneficiary is still working for

the Group on the vesting date; in addition, some

restricted share grants are subject to performance

conditions;

• the presence condition, applying to all beneficiaries,

remains 3 years from the original grant date of the

Sodexo share plans (i.e. remaining vesting period of

1 and 2 years respectively from the replacement

date);

• the proportion of shares subject to a performance

condition ranges from 10% to 100%, depending on

the total number of shares awarded.

In accordance with IFRS 2, the restricted shares

granted by Pluxee N.V. under the plans implemented in

February 2024 correspond to replacement equity

instruments awarded for the cancelled equity

instruments previously granted under the Fiscal 2022

and Fiscal 2023 share plans of Sodexo S.A. As a

result, the granting of replacement free shares are

accounted for in the same way as a modification of

the original grant.


112		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Movements in Fiscal 2024

The table below shows movements in restricted shares in Fiscal 2024:


(number of shares)	Fiscal 2024
Outstanding at the beginning of the year	—
Granted during the year	1,214,158
- in replacement of forfeited Sodexo restricted shares	781,855
- as part of the new restricted shares plan	432,303
Forfeited during the year	(64,120)
Delivered during the year	—
Outstanding at the end of the year	1,150,038

The table below shows the main characteristics of the restricted share plans outstanding as of August 31, 2024:


Plans	Grant date⁽¹⁾	Fair value per share (in euros)⁽²⁾	Number of shares outstanding as of August 31, 2024⁽³⁾	Expense recognized in Fiscal 2024 (in million euros)
Fiscal 2022-1	February 1, 2022	19.97	301,859	2
Fiscal 2022-2	June 22, 2022	15.39	2,286	0
Fiscal 2023-1	January 31, 2023	23.00	408,345	3
Fiscal 2023-2	June 28, 2023	26.46	9,930	0
Fiscal 2024	February 29, 2024	24.89	427,618	2
Total			1,150,038	6

(1)Original grant date (within the meaning of IFRS 2) for the Fiscal 2022 and Fiscal 2023 plans that were modified on

February 29, 2024.

(2)For Fiscal 2022-1, the fair value per share is a weighted average due to Total Shareholder Return condition applicable to a limited

number of free shares.

(3)For Fiscal 2022 and Fiscal 2023 plans, after application of the 3.81 conversion ratio from Sodexo shares to Pluxee shares.

6.2.2Restricted share plans in force in Fiscal 2023

Movements in Fiscal 2023

The number of outstanding Sodexo restricted shares

granted to employees of Pluxee entities was 287,742

as of August 31, 2023 (including 115,174 granted during

Fiscal 2023).

Expense recognized in Fiscal 2023

The expense recognized for restricted shares settled

in Sodexo S.A's equity instruments that have been

granted to Pluxee's employees was 6 million euros in

Fiscal 2023.

Recharge liability

Free shares recharge liability as of August 31, 2023,

amounting to 8 million euros, represented the

estimated cost to be paid to Sodexo S.A. pursuant to

the recharge arrangements between Pluxee entities

and Sodexo S.A. for restricted share plans attributed

to the Pluxee Group employees for the portion of the

vesting period already expired on this date. The

amount recharged by Sodexo for the Fiscal 2021 plan

vested in Fiscal 2024, before the Spin-off, amounted

to 4 million euros (cost of the 92,050 Sodexo S.A.'s

shares delivered to Pluxee's employees in January

2024).

6.3Headcount


	Fiscal 2024	Fiscal 2023
Average headcount	5,371	4,973
Headcount at closing date	5,368	5,074

The headcounts mentioned for Fiscal 2024 and Fiscal 2023 are full-time equivalent.


		Fiscal 2024 annual report		113


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 7Goodwill and other intangible assets

7.1Goodwill

Accounting principles and policies

Goodwill is recognized in the statement of financial position as part of business combinations accounted for in

accordance with IFRS 3 and corresponds to the residual difference between the fair value of the consideration

transferred (for example the amount paid), increased by the amount of the non-controlling interest in the acquired

company (measured either at fair value or its share in the fair value of the identifiable net assets acquired) and the

fair value as of the date of acquisition of the assets acquired and liabilities assumed.

Principles applicable to the accounting of business combinations are described in note 4.1 Business combinations.

Goodwill is not amortized but is subject to impairment tests immediately if there are indicators of impairment, and at

least once per year. Impairment test procedures are described in note 7.3 Impairment of non-current assets.

Goodwill impairment charges recognized in the income statement are irreversible.

Changes in goodwill during the fiscal years were as follows:


(in million euros)	August 31, 2023	Increases	Decreases	Impairment	Currency translation adjustment	August 31, 2024
Continental Europe	240	—	—	—	(0)	240
Of which France	175	—	—	—	—	175
Latin America	296	85	—	—	(48)	333
Of which Brazil⁽¹⁾	224	85	—	—	(40)	269
Rest of the world⁽²⁾	91	—	(0)	—	7	97
Total Goodwill	627	85	(0)	—	(41)	670

(1)Goodwill totaling 85 million euros was recognized in relation with the acquisition of Ben (Santander's Employee Benefits activity) in

Brazil in June 2024. This transaction is described in note 3.2. and its impact detailed in note 4.1.

(2)Including the impact of the revaluation linked to hyperinflation in Türkiye for 8 million euros, which is presented in Currency

Translation Adjustment reserve.


(in million euros)	August 31, 2022	Increases	Decreases	Impairment	Currency translation adjustment	August 31, 2023
Continental Europe	240	—	—	—	—	240
Of which France	175	—	—	—	—	175
Latin America	299	—	—	—	(3)	296
Of which Brazil	230	—	—	—	(6)	224
Rest of the world	98	—	—	—	(7)	91
Total Goodwill	637	—	—	—	(10)	627

Goodwill is allocated to and followed by country but is presented in the table above at the level of aggregations

of segments for the sake of concision. Countries for which the carrying amount of goodwill is significant in

comparison with the total carrying amount of goodwill (France and Brazil) are disclosed separately.


114		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

7.2Other intangible assets


Accounting principles and policies
Separately acquired intangible assets are initially measured at cost. Intangible assets acquired in connection with a business combination and which can be reliably measured, are controlled by the Group and are separable or arise from a legal or contractual right, are recognized at fair value separately from goodwill. Subsequent to initial recognition, intangible assets are measured at cost less accumulated amortization and impairment charges.
Intangible assets are considered to have finite useful lives, and are amortized by the straight-line method over their expected useful lives:

	Integrated management software	3-7 years
	Licenses and other software	3-10 years
	Client and merchant relationships	3-20 years
	Other intangible assets	3-25 years

The amortization periods for client and merchant relationships recognized in connection with business combinations have been set by Management based on the estimated attrition rate for the contracts concerned (with a maximum of 20 years). Other intangible assets include contract-based intangible assets whose useful life is determined based on the duration of the contractual rights.
The cost of licenses and software recognized in the statement of financial position comprises the costs incurred in acquiring the software and bringing it into use and is amortized over the estimated useful life of the asset.
Subsequent expenditures on intangible assets are capitalized only if they increase the expected future economic benefits associated with the asset to which they relate. Other expenditures are expensed as incurred.

7.2.1Gross value of other intangible assets


(in million euros)	Licenses and software	Client and merchant relationships and other	Total
Gross value as of August 31, 2022	327	194	521
Acquisitions	92	13	105
Disposals	(3)	(4)	(7)
Change in consolidation scope	—	—	—
Translation adjustments	(6)	(4)	(10)
Reclassifications	1	(0)	0
Gross value as of August 31, 2023	411	199	610
Acquisitions⁽¹⁾	92	239	332
Disposals	(12)	0	(12)
Change in consolidation scope⁽²⁾	(0)	42	42
Translation adjustments	(2)	(56)	(58)
Reclassifications	2	2	4
Gross value as of August 31, 2024	491	426	917

(1)Includes the 25-year exclusive distribution agreement of Pluxee's Employee Benefit solutions in the Santander network for an

amount of 226 million euros (see note 3.2).

(2)Corresponds to identifiable intangible assets recognized in relation with the acquisition of Ben (Santander's Employee Benefit

activity) in Brazil, in accordance with the provisional purchase price allocation (see note 4.1).


		Fiscal 2024 annual report		115


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

7.2.2Amortization and impairment of other intangible assets


(in million euros)	Licenses and software	Client and merchant relationships and other	Total
Amortization and impairment as of August 31, 2022	(194)	(146)	(340)
Amortization	(45)	(15)	(60)
Disposals	1	3	4
Impairment	(0)	—	(0)
Translation adjustments	4	2	6
Reclassifications	(0)	0	(0)
Amortization and impairment as of August 31, 2023	(234)	(156)	(390)
Amortization	(53)	(15)	(69)
Disposals	4	0	4
Impairment	(8)	(1)	(9)
Translation adjustments	2	13	15
Reclassifications	1	(1)	(1)
Amortization and impairment as of August 31, 2024	(290)	(160)	(450)

7.2.3Net value of other intangible assets


(in million euros)	Licenses and software	Client and merchant relationships and other	Total
Net carrying amount as of August 31, 2022	133	48	181
Net carrying amount as of August 31, 2023	177	43	220
Net carrying amount as of August 31, 2024	201	266	468


116		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

7.3Impairment of non-current assets

Accounting principles and policies

Impairment of assets with finite useful lives

Property, plant and equipment and intangible assets with finite useful lives are tested for impairment if there is any

indication of impairment. Impairment charges are recognized in the income statement and may be reversed

subsequently.

Impairment of assets with indefinite useful lives

Goodwill is tested for impairment whenever there is an indication of impairment, and at least annually, in the last

quarter of the fiscal year.

Cash Generating Units

Assets that do not generate cash inflows that are largely independent of those from other assets, and hence cannot

be tested for impairment individually, are grouped together in Cash Generating Units (CGUs).

Goodwill is tested for impairment at country level, which corresponds to the lowest level at which goodwill is monitored

by the Group.

The assets allocated to CGUs comprise:

• goodwill, which is allocated to the country (Group component that is likely to benefit from the business

combinations);

• other intangible assets, property, plant and equipment and net working capital.

Indications of impairment

The main indicators that a CGU or group of CGUs may be impaired are a significant decrease in the CGU's or group of

CGUs' revenues and Recurring operating profit (Recurring EBIT) or material changes in market trends.

Methods used to determine the recoverable amount

An impairment charge is recognized in the income statement when the carrying amount of an asset or CGU or group of

CGUs is greater than its recoverable amount.

Recoverable amount is the greater of:

• fair value less costs of disposal, i.e., the amount obtainable from the sale of an asset (net of selling costs) in an

orderly transaction between market participants at the measurement date; and

• value in use, which is the present value of the future cash flows expected to be derived from continuing use and

ultimate disposal of the asset or CGU or group of CGUs.

The value in use of a CGU or group of CGUs is estimated using after-tax cash flow projections based on business

plans and a terminal value calculated by extrapolating data for the final year of the business plan. Business plans

generally cover a 5-year period.

These plans have been drawn up for each country. Management both at Group and subsidiary levels prepares

recurring profit forecasts on the basis of past performance and expected market trends.

The growth rate used beyond the initial period of the business plans reflects the estimated long-term inflation rate of

the country concerned.

Expected future cash flows are discounted at the weighted average cost of capital calculated for each country. For

certain CGUs or groups of CGUs a premium is added to the weighted average cost of capital in order to reflect the

greater risk factors affecting certain countries.

Recognition of impairment charges

An impairment charge recognized with respect to a CGU or group of CGUs is allocated initially to reducing the carrying

amount of any goodwill allocated to that group of CGUs, and then to reducing the carrying amount of the other assets

of the CGU or group of CGUs in proportion to the carrying amount of each asset.

Reversal of impairment charges

Impairment charges recognized with respect to goodwill cannot be reversed.

Impairment charges recognized with respect to any other asset may only be reversed if there is an indication that the

impairment charge is lower or no longer exists. The amount reversed is based on the new estimates of the recoverable

amount. The increased carrying amount of an asset resulting from the reversal of an impairment charge cannot

exceed the carrying amount that would have been determined for that asset had no impairment charge been

recognized.

An impairment of 8 million euros on other intangible

assets (corresponding mainly to digital assets in

connection with the Zeta platform refocused on two

countries only ) was recognized in Fiscal 2024 (no

impairment was recognized in Fiscal 2023). The

impairment of Zeta assets as well as an additional 8

million euros write-off of the platform impact the

Other operating income and expenses for an amount

of 16 million euros in Fiscal 2024 (see note 5.2.2).

As mentioned in the summary of accounting principles

and policies above, impairment tests are performed by

country but the results are presented below at the level

of aggregations of segments for the sake of concision.


		Fiscal 2024 annual report		117


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The main assumptions used were as follows:


	Fiscal 2024		Fiscal 2023
	Discount rate	Long-term growth rate	Discount rate	Long-term growth rate
Continental Europe	7.0%	1.8%	7.3%	1.5%
Continental Europe	to 12.0%	to 3.0%	to 14.0%	to 2.5%
Including France	7.0%	1.8%	7.3%	1.5%
Latin America	9.8%	2.0%	9.3%	2.0%
Latin America	to 13.8%	to 4.5%	to 15.0%	to 4.5%
Including Brazil	13.8%	3,0%	15.0%	3.0%
Rest of the world	8.0%	2.0%	8.0%	2.0%
Rest of the world	to 34.8%	to 5.0%	to 36.0%	to 5.0%

Sensitivity analysis

The Group has analyzed the sensitivity of goodwill impairment test results to different financial and operational

scenarios:

• the results of the impairment testing demonstrate

that an increase of 100 basis points in the discount

rate or a reduction of 100 basis points in the long-

term growth rate would not result in an impairment

of the assets tested for any country;

• the Group also performed a sensitivity analysis on

the operational assumptions used in order to

determine whether a 500 basis points decrease in

forecast Recurring EBITDA margin in terminal value

would result in the recognition of an impairment in

the Group's consolidated financial statements as of

August 31, 2024. The results of this analysis did not

indicate any risk of impairment for any country.

According to these sensitivity analyses, no probable scenario would lead to the recoverable amount of capital

employed allocated to each country being lower than their carrying amount.

Note 8Leases

Accounting principles and policies

The Group determines whether a contract is or contains a lease at inception of the contract. The Group classifies as

a lease a contract that conveys to the Group the right to control the use of an identified asset for a given period of

time.

Leases are recognized on the consolidated statement of financial position at the commencement date of the

contract, except for leases covered by the exemptions allowed by IFRS 16 "Leases" (short-term leases and leases of

low value assets), adopted by the Group.

Leases are reflected in the consolidated statement of financial position by recognizing an asset representing the right

to use the leased asset and a related liability corresponding to the obligation to make future lease payments. In the

consolidated income statement, a depreciation of the right-of-use assets is recorded in Operating expenses,

separately from the interest expense on lease liabilities. In the consolidated cash flow statement, cash outflows

relating to interest on lease liabilities impact operating activities flows, while repayments of the lease liabilities impact

financing activities flows.

Short-term leases (i.e., lease term of 12 months or less) and leases of low-value assets (such as IT equipment) are

expensed directly in Operating expenses on a straight-line basis over the lease term.

The leases contracted by the Group as a lessee

mainly relate to real estate: the Group leases land and

buildings for its offices. Terms and conditions are

negotiated on an individual case basis and contain

numerous different clauses, depending on the legal

environment specific to each country. These leases

are entered into for terms of 1 to 10 years and may

contain extension options.


118		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

8.1Lease liabilities

Accounting principles and policies

The Group recognizes a lease liability at the date on which the underlying asset is made available for use. The lease

liability is measured at the net present value of lease payments to be made over the lease term.

Lease payments

The lease payments included in the measurement of the lease liability comprise:

• fixed rents, less any lease incentive receivable from the lessor;

• variable rents that depend on an index or a rate;

• in-substance fixed payments.

Payments expected to be made to the lessor at the termination of the contract are also included (relatively rare in

practice within the Group), such as:

• residual value guarantees;

• exercise price of a purchase option, when its exercise is reasonably certain; and

• termination penalties payable to the lessor when the exercise of a termination option is reasonably certain.

Variable lease payments that do not depend on an index or a rate (relatively rare in practice within the Group) remain

recognized in Operating expenses when incurred. In addition, the Group elected to exclude, where applicable, non-

lease components of the contract in the measurement of the lease liability (for example, vehicle maintenance

services). Consequently, payments in relation with service components of the lease contracts are recorded in

Operating expenses, in the same way as variable lease payments.

Lease term

The lease term is assessed for each lease as the non-cancellable period of the contract, adjusted to reflect periods

covered by an option to extend the lease that the Group is reasonably certain to exercise, and periods covered by an

option to terminate the lease that the Group is reasonably certain not to exercise.

The legal environment and market practices specific to each country are also considered in assessing the lease term.

This applies in particular to open-ended leases, for which enforceable period is determined in light of circumstances

specific to each situation. In assessing the enforceable period of each contract, the Group determines whether it

would incur a penalty on termination that is more than insignificant, taking into account various relevant indicators

(indemnities arising from contractual obligations and economic penalties based on operational criteria, in accordance

with the clarifications provided by IFRS IC). In the specific case of French commercial property leases (also referred

to as "3/6/9 leases"), the assessment is made on a case-by-case basis, that may lead to consider an enforceable

period that is beyond the residual length of the initial 9-year term in some instances.

Discount rate

The discount rate used is generally the lessee incremental borrowing rate, as the rate implicit in the lease cannot be

readily determined for most of the contracts. The incremental borrowing rate is calculated using the following

parameters: risk-free rate of the relevant currency, duration of the lease, credit spread of the subsidiary concerned.

Subsequently, the lease liability is recognized at amortized cost using the effective interest method and is

remeasured after the commencement date to reflect changes arising from:

• any modification of the lease term, reflecting a contractual modification or a reassessment of the probability of an

extension or termination option being exercised;

• any changes in rent amount, resulting for example from a change in an index or a rate used to determine lease payments;

• any reassessment of the probability of a purchase option being exercised;

• any other contractual modification, such as the scope of the underlying asset.

The lease liabilities amount to 63 million euros as of August 31, 2024 (48 million euros as of August 31, 2023),

including 51 million euros of non-current lease liabilities (38 million euros as of August 31, 2023) and 11 million

euros of current lease liabilities (10 million euros as of August 31, 2023). The change in lease liabilities breaks

down as follows:


(in million euros)
Lease liabilities as of August 31, 2022	28
Increase/(Decrease)⁽¹⁾	34
Repayments of the principal	(13)
Other movements	(1)
Lease liabilities as of August 31, 2023	48
Increase/(Decrease)⁽¹⁾	27
Repayments of the principal	(10)
Other movements	(2)
Lease liabilities as of August 31, 2024	63

(1)Impact of new leases entered into, rent indexation, contractual modifications, as well as changes in assessment of the likelihood

that renewal and termination options will be exercised.


		Fiscal 2024 annual report		119


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The increase in Fiscal 2024 mainly corresponds to the lease liability recognized in connection with the new

lease contract signed by the Group for its headquarters in Issy-les-Moulineaux, which amounted to 16 million

euros at the commencement date of the lease (January 1, 2024).

Lease liabilities maturity breaks down as follows:


(in million euros)	August 31, 2024	August 31, 2023
< 1 year	11	10
1 to 3 years	33	10
3 to 5 years	9	27
> 5 years	9	1
Lease liabilities carrying value	63	48

8.2Right-of-use assets relating to leases

Accounting principles and policies

A right-of-use asset is recognized for each lease contract (except for those covered by the exemptions), as a

counterpart of the lease liability. This right-of-use asset is measured as the initial amount of the lease liability

(assessed as specified above) plus, where applicable, the initial direct costs incurred in obtaining the contract (fees

and administrative costs), the advance lease payments made to the lessor and the estimated costs to be incurred in

restoring the underlying asset to the condition required by the terms and conditions of the contract.

The right-of-use asset is depreciated on a straight-line basis over the lease term used to measure the lease liability

and, when necessary, is subject to impairment tests according to the same rules as those used for intangible assets

and property, plant and equipment (see note 7.3). The carrying amount is subsequently adjusted to reflect the change

in the lease liability arising from amendments to the lease provisions and other remeasurement events (see above).

Right-of-use assets break down as follows, by type of underlying asset:


(in million euros)	Land and buildings	Vehicles	Equipment	Total
Gross value as of August 31, 2022	41	7	9	57
Increase	32	4	0	36
Decrease	(12)	(2)	(1)	(15)
Translation adjustments	(1)	(1)	(0)	(2)
Other movements	(0)	0	1	0
Gross value as of August 31, 2023	60	8	8	76
Increase	23	2	2	27
Decrease	(8)	(1)	(1)	(10)
Translation adjustments	(1)	(0)	(1)	(2)
Other movements	(2)	1	(0)	(1)
Gross value as of August 31, 2024	73	9	9	90

The increase in Fiscal 2024 mainly corresponds to the right-of-use asset recognized in connection with the new

lease contract signed by the Group for its headquarters in Issy-les-Moulineaux, which amounted to 13 million

euros at the commencement date of the lease (January 1, 2024).


120		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)


(in million euros)	Land and buildings	Vehicles	Equipment	Total
Amortization and impairment as of August 31, 2022	(22)	(5)	(5)	(32)
Amortization	(9)	(2)	(1)	(12)
Reversals	10	2	1	13
Impairment	1	—	—	1
Other	1	0	(0)	1
Amortization and impairment as of August 31, 2023	(19)	(5)	(5)	(29)
Amortization	(11)	(2)	(2)	(15)
Reversals	8	1	1	9
Impairment	—	—	—	—
Other	(2)	1	2	1
Amortization and impairment as of August 31, 2024	(24)	(5)	(5)	(34)


(in million euros)	Land and buildings	Vehicles	Equipment	Total
Net carrying amount as of August 31, 2022	19	2	4	25
Net carrying amount as of August 31, 2023	41	3	3	47
Net carrying amount as of August 31, 2024	48	4	4	56


		Fiscal 2024 annual report		121


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 9Income tax

Accounting principles and policies

Income tax expense

Income tax expense for the year includes current income taxes and deferred taxes.

Tax credits which do not affect taxable profit and must be refunded by tax authorities if they have not been deducted

from corporate income tax are recognized as subsidies and therefore presented as a reduction to the expenses to

which they relate.

Uncertain income tax positions are estimated in accordance with IFRIC 23 "Uncertainty over Income Tax

Treatments". The accounting for uncertain tax treatments requires an entity to make estimates and judgments about

whether the relevant taxation authority and/or Court will accept the position taken by the entity in its tax filings (most

likely amount or expected value corresponding to the probability-weighted average of the possible outcomes).

Uncertain tax positions balances are presented as current or deferred tax assets or liabilities.

Deferred taxes

Deferred taxes are recognized on temporary differences between the carrying amount of an asset or liability and its

tax base, using the tax rate that is expected to apply in the period when the asset is realized or the liability is settled,

based on tax rates (and tax laws) that are enacted or substantially enacted at the period end.

Deferred taxes are not recognized on the following items:

• initial recognition of goodwill (deferred taxes liabilities are however recognized after initial recognition when the

goodwill is amortized for tax purposes);

• initial recognition of an asset in a transaction that is not a business combination and that affects neither accounting

profit nor taxable profit; and

• temporary differences on investments in subsidiaries that are not expected to reverse in the foreseeable future.

Taxes on items recognized directly in net invested equity or in other comprehensive income are recognized in net

invested equity or in other comprehensive income, respectively, and not in the income statement (see note 10).

Deferred tax assets on temporary differences and tax loss carry-forwards are only recognized if their recoverability is

considered probable, considering existing temporary differences giving rise to deferred tax liabilities expected to

reverse and taxable profits that will be available in the foreseeable future and against which the temporary difference

can be utilized. When assessing the probability of a taxable profit being available in the foreseeable future, account is

taken, primarily, of prior years' results, forecasted future results based on a business plan performed at the level of

each taxable entity, non-recurring items unlikely to occur in the future and the tax strategy.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to set off current tax assets and

liabilities and the deferred taxes relate to the same taxable entity and tax authority.

9.1Components of income tax expense


(in million euros)	Fiscal 2024	Fiscal 2023
Current income tax (expense)/income	(88)	(91)
Withholding taxes	(7)	(3)
Deferred income tax (expense)/income	4	14
Total Income tax expense	(91)	(80)


122		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

9.2Income tax rate reconciliation


(in million euros)	Fiscal 2024	Fiscal 2023
Profit for the year before tax	230	163
French statutory tax rate	25.83%	25.83%
Theoretical income tax (expense)/ income	(59)	(42)
Effect of jurisdictional tax rate differences	(6)	(4)
Permanently non-deductible expenses or non-taxable income	(11)	(34)
Other tax repayments/(charges), net	2	—
Tax loss carry-forwards used or recognized during the period but not recognized as a deferred tax asset in prior periods	—	7
Tax loss carry-forwards and temporary differences arising during the period or prior years but not recognized as a deferred tax asset	(9)	(4)
Actual income tax expense	(84)	(77)
Withholding tax	(7)	(3)
Total Income tax expense	(91)	(80)

The effective tax rate, calculated on profit for the year

before tax went from 49.1% for Fiscal 2023 to 39.5%

for Fiscal 2024. The effective tax rate was impacted

by one-off costs related to the Spin-off in Fiscal 2024

(see note 5.2.2), and by the provision related to the

dispute with the French competition authority in

Fiscal 2023 (see note 10.2).

9.3Deferred tax assets and liabilities

Movements in deferred taxes were as follows:


(in million euros)	August 31, 2023	Deferred tax benefit / (expense)	Deferred tax recognized in other comprehensive income	Change in consolidation scope	Currency translation adjustment and other	August 31, 2024
Employee-related liabilities	5	1	—	—	—	6
Fair value of financial instruments	—	—	(2)	—	—	(2)
Intangible assets	16	—	—	—	(4)	12
Goodwill (tax amortization)	(66)	—	—	7	7	(52)
Other temporary differences	12	4	1	1	(1)	17
Tax loss carry-forwards	14	(2)	—	2	—	14
Total net deferred tax	(19)	4	(1)	10	1	(5)
Of which:
Deferred tax assets	27					17
Deferred tax liabilities	(46)					(22)


		Fiscal 2024 annual report		123


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)


(in million euros)	August 31, 2022	Deferred tax benefit / (expense)	Deferred tax recognized in other comprehensive income	Currency translation adjustment and other	August 31, 2023
Employee-related liabilities	4	1	—	—	5
Fair value of financial instruments	—	—	—	—	—
Intangible assets	15	1	—	—	16
Goodwill (tax amortization)	(68)	—	—	2	(66)
Other temporary differences	7	8	(2)	(1)	12
Tax loss carry-forwards	11	4	—	(1)	14
Total net deferred tax	(31)	14	(2)	—	(19)
Of which:
Deferred tax assets	22				27
Deferred tax liabilities	(53)				(46)

Temporary differences giving rise to the recognition of

deferred taxes relate primarily to goodwill tax

amortization in Brazil.

As of August 31, 2024, the deferred tax assets arising

from tax loss carry-forwards amount to 14 million

euros (mainly Brazil for 7 million euros and India for 5

million euros). Carried-forward tax losses not having

given rise to recognition of deferred tax assets

amount to 7 million euros as of August 31, 2024

(mainly at the French tax unit level).

As of August 31, 2023, the deferred tax assets arising

from tax loss carry-forwards amounted to 14 million

euros (mainly Brazil for 7 million euros and India for

6 million euros). Carried-forward tax losses not having

given rise to recognition of deferred tax assets

amounted to 2 million euros as of August 31, 2023.

In India, the unused tax loss, which can be carried

forward for a maximum period of 8 years, mainly result

from non-recurring costs. The deferred tax assets

have been recognized in view of the forecasted future

taxable results derived from the business plan

prepared by the management, evidencing that it is

probable that taxable profits will be available in the

foreseeable future against which the tax loss carry-

forwards can be utilized before they expire.

The Group's tax loss carry-forwards, whether or not they have given rise to the recognition of deferred tax

assets, break down as follows by maturity:


(in million euros)	August 31, 2024	August 31, 2023
(in million euros)	August 31, 2024	August 31, 2023
Fiscal 2024	—	2
Fiscal 2025	5	5
Fiscal 2026	3	3
Fiscal 2027	3	2
Fiscal 2028	6	5
Fiscal 2029 and beyond	10	8
Indefinite	55	28
Total	82	53


124		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 10Provisions, litigation, and contingent liabilities

Accounting principles and policies

A provision is recognized if the Group has a legal or constructive obligation at the closing date and it is probable that

settlement of the obligation will require an outflow of resources and the amount of the liability can be reliably

measured.

Provisions primarily cover commercial, employee-related and tax-related risks and litigation (other than those related

to income tax (see note 9) arising in the course of operating activities and are measured using assumptions that take

account of the most likely outcomes.

Where the effect of the time value of money is material, the amount of the provision is determined by discounting the

expected future cash flows at a pre-tax discount rate that reflects current market assessments of the time value of

money and any risks specific to the liability.

10.1Provisions


(in million euros)	August 31, 2023	Increases / charges	Reversals with utilization	Reversals without utilization	Currency translation adjustment and other	August 31, 2024
French competition authority litigation	127	—	—	—	—	127
Employee claims and litigation	1	0	(0)	—	(0)	1
Tax and social security exposures	2	(0)	(0)	—	(1)	1
Client/supplier claims and litigation	1	0	(0)	—	(0)	0
Other provisions	5	2	(2)	—	0	5
Total Provisions	136	2	(3)	—	(1)	134


(in million euros)	August 31, 2022	Increases/ charges	Reversals with utilization	Reversals without utilization	Currency translation adjustment and other	August 31, 2023
French competition authority litigation	—	127	—	—	—	127
Employee claims and litigation	3	0	(2)	—	(0)	1
Tax and social security exposures	2	0	(0)	—	(0)	2
Client/supplier claims and litigation	1	0	(0)	—	(0)	1
Other provisions	5	0	(0)	—	(0)	5
Total Provisions	11	127	(2)	—	(0)	136

Provisions for exposures and litigation are determined on a case-by-case basis and rely on management's best

estimate of the outflows deemed likely to satisfy legal or implicit obligations to which the Group is exposed as of

the end of the year.

Current and non-current provisions are as follows:


(in million euros)	August 31, 2024		August 31, 2023
(in million euros)	Current	Non-current	Current	Non-current
French competition authority litigation	—	127	127	—
Employee claims and litigation	0	1	0	1
Tax and social security exposures	0	1	0	1
Client/supplier claims and litigation	—	0	—	1
Other provisions	1	3	1	5
Total Provisions	1	133	128	8


		Fiscal 2024 annual report		125


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

10.2Litigation and contingent liabilities

A summary of relevant current legal proceedings is

provided below.

Competition proceedings in France

In 2015, the French company Octoplus and three

hospitality unions filed several complaints with the

French competition authority (Autorité de la

concurrence) concerning several French meal

benefit issuers, including Pluxee France S.A. (formerly

Sodexo Pass France S.A.). Some of the complaints

were combined with a request for interim measures

pending the decision on the merits of the case.

Following hearings of the parties concerned in April

and July 2016, the French competition authority

decided on October 6, 2016 to continue the

proceedings without ordering any interim measures

against Pluxee France.

On February 27, 2019, the prosecution services of the

French competition authority sent their final

investigation report to Pluxee France in which they

confirmed the dismissal of all the alleged practices

denounced by the complainants, including the alleged

tariff practices (and in particular the allegedly high

commission rates on the "acceptance" side of the

market). However, they maintained two other

objections on the basis of the case file: exchange of

information and foreclosure of the meal benefit

market through the Centrale de Règlement des Titres

(CRT). In its response filed on April 29, 2019, Sodexo

and Pluxee France contested both objections. On

December 17, 2019, the French competition authority

ruled against the meal benefit issuers and fined

Pluxee France, jointly and severally with Sodexo S.A.,

126 million euros for the two objections above. This

decision was formally notified to Pluxee France and

Sodexo S.A. on February 6, 2020. Both companies

filed an appeal against the decision with the Paris

Court of Appeal and the hearing was held on

November 18, 2021. On November 16, 2023, the Paris

Court of Appeal confirmed the conviction issued by

the French competition authority. Vigorously

contesting this decision, Sodexo and Pluxee France

filed on December 18, 2023 an appeal in cassation,

and therefore the proceedings are still ongoing.

Pluxee France began payment on December 15, 2021

through a monthly settlement plan until January 2023.

An asset was recognized in Other operating

receivables as a counterpart of the sums paid. Taking

into consideration all of the above-mentioned

developments, the Group also recorded a provision of

127 million euros (including Pluxee's share of the CRT

fine) in Other operating income and expenses as of

August 31, 2023 as a counterpart of the related

operating receivable booked.

Following the decision of the Paris Court of Appeal,

certain hospitality unions and affiliated merchants

could try to seek compensation for possible damages.

Two private funds have publicly announced their

intention to launch a legal action on behalf of affiliated

merchants possibly harmed by the alleged anti-

competitive practices.

As part of the Spin-off transactions, Pluxee undertook

to hold Sodexo harmless for losses in connection with

the dispute with the French competition authority

(see note 14.3 Related party transactions).

Competition proceedings in the Czech Republic

On June 25, 2018, the Czech competition authority

initiated an investigation against several Czech

companies operating in the meal voucher sector,

including Pluxee Česká Republika AS (formerly

Sodexo Pass Česká Republika AS). The competition

authority issued its report on October 12, 2021,

accusing the companies under investigation of anti-

competitive practices. On September 7, 2022, the

Czech competition authority ruled against the meal

voucher issuers and fined Pluxee Česká Republika AS

132 million Czech korunas (approximately 5.4 million

euros as of August 31, 2023). Pluxee Česká

Republika AS contested this first instance decision

and appealed to the Chairman of the Czech

competition authority. Payment of the fine was

suspended pending the appellate proceedings.

On October 24, 2023, the Chairman issued his

decision and confirmed the first-instance findings with

regards to the alleged anti-competitive practices, but

cancelled the fine imposed on Pluxee Česká

Republika AS and referred the case back to the first

instance in this particular respect, mainly for

technical legal reasons. Accordingly, there is currently

no fine against Pluxee Česká Republika AS and the

Czech competition authority is required to render a

new decision, which remains subject to appeal.

Nevertheless, Pluxee Česká Republika AS continues

to contest the findings of the alleged anti-competitive

practices and has challenged the Chairman's

decision before the judicial review court. No provision

has been made in account of this proceeding as of

August 31, 2024 (nor as of August 31, 2023).

Legal proceedings in Mexico

During the fiscal year ended August 31, 2022, the

Group was subject to a sophisticated fraud scheme

in relation to its postpaid fuel and fleet activity in

Mexico. Subsequently, the Group undertook a

forensic investigation in order to better understand

the fraud scheme and initiated legal proceedings,

which are currently ongoing, to protect the Group's

rights and interests. The Group has since worked to

update and reinforce its controls over card-based

payment transactions.


126		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

The probable loss related to this case was assessed

at 170 million Mexican pesos (approximately 7.6 million

euros as of August 31, 2023) and accrued for such

amount in the consolidated financial statements as of

August 31, 2023. The probability-weighted value of the

loss was reassessed based on the opinion of Group

advisers, and an additional provision recognized in

Other operating income and expenses as of

August 31, 2024 for 70 million Mexican pesos

(approximately 3.7 million euros).

Tax proceeding in India

On January 21, 2016, a tax audit was conducted by the

Income Tax Department (TDS/withholding tax office).

Tax Authorities reclaimed that Pluxee India (formerly

Sodexo SVC India) should have applied TDS of 2% on

the reimbursement of face value of Pluxee vouchers

to merchants. As face value is not income, Pluxee

India disagrees with this tax analysis.

The Income Tax Department passed orders dated

March 21, 2016, for the previous eight years

(Fiscal 2009 to Fiscal 2016) raising demand of tax to

pay 3.54 billion Indian rupees (principal of 2.47 billion

Indian rupees and interest of 1.07 billion Indian

rupees), or approximately 38 million euros as of

August 31, 2024. Pluxee India contested the decision

and obtained "stay orders" to withhold the payment of

any pre-deposit until resolution of the case.

On March 28, 2018, the Appeal was decided in favor of

Pluxee India for the Fiscal 2012 only. The Tribunal held

that the order of the Tax Department having been

passed after expiry of two years, was barred by

limitation and declared the same as "null and void".

Further, for Fiscal 2009 to Fiscal 2011, orders have

also been passed in favor of Pluxee India on the

grounds of limitation. Tax Authorities have appealed

the decisions.

Regarding Fiscal 2013 to Fiscal 2016, Pluxee India

received a positive decision from the Tribunal on the

merits of the case on December 24, 2021, confirming

that there was no obligation to deduct tax on

payments to merchants.

The Income Tax Department has decided lately to

lodge an appeal against an order passed by the

Tribunal. The copies of appeal were served to Pluxee

India in July 2023. The case is not yet listed for

admission hearing.

Pluxee India considers, based on the opinion

obtained from its tax advisors and unequivocally

confirmed by the positive decision received from the

Tribunal in December 2021, that there is a strong

probability of winning the dispute with the Tax

Authorities. As a result, no provision has been

recognized for this dispute as of August 31, 2024 (nor

as of August 31, 2023 and previous years).

Other proceedings

Except as described in this section, there have been

no governmental, legal or arbitration proceedings

(including any such proceedings which are pending or

threatened of which the Company is aware) which

may have, or have had in the recent past, a significant

effect on the Company's or the Group's financial

position or profitability. The Group does not anticipate

that any potential related liabilities will in the

aggregate be material to its activities or to its

consolidated financial position.


		Fiscal 2024 annual report		127


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 11Equity and earnings per share

Accounting principles and policies

Pluxee treasury shares

Pluxee shares held by Pluxee N.V. itself and/or by other Group Companies are shown as a reduction in consolidated

shareholders' equity at their acquisition cost.

Gains and losses on acquisitions and disposals of treasury shares are recognized directly in consolidated

shareholders' equity and do not affect profit or loss for the year.

Transactions with non-controlling interests

Changes in non-controlling interests while retaining control are recognized in equity. In particular, when additional

shares in an entity already controlled by the Group are acquired, the difference between the acquisition cost of the

shares and the share of net assets acquired is recognized in Equity attributable to the equity holders of the parent.

The value of the assets and liabilities of the subsidiary (including goodwill) remains unchanged.

Commitments to purchase non-controlling interests

As required by IAS 32 "Financial Instruments: Presentation", the Group recognizes commitments to purchase non-

controlling interests as a liability within borrowings in the consolidated statement of financial position. Commitments

to purchase non-controlling interests given in connection with business combinations are recognized as follows:

• the liability arising from the commitment is recognized in other borrowings at the present value of the purchase

commitment;

• the corresponding non-controlling interests are cancelled; and

• additional goodwill is recognized for the balance.

Subsequently, the financial liability is remeasured at each year-end in accordance with the contractual arrangements

(at fair value or at present value if fixed price) and, in the absence of any guidance provided by IFRS, with a

counterparty in net invested equity.

Earnings per share

Earnings per share is calculated by dividing profit for the period by the weighted average number of ordinary shares

outstanding during the period, net of treasury shares, as prescribed by IAS 33 "Earnings per Share".

In the calculation of diluted earnings per share, the denominator is increased by the number of potentially dilutive

ordinary shares, and the numerator is adjusted for all dividends and interest recognized in the period and any other

change in income or expenses that would result from conversion of the potentially dilutive ordinary shares.

Potential ordinary shares are treated as dilutive if, and only if, their conversion to shares would decrease earnings per

share or increase loss per share. Potentially dilutive ordinary shares correspond exclusively to the free shares

mentioned in note 6.2. Their dilutive effect is calculated by the treasury stock method provided for in IAS 33.

11.1Equity

11.1.1Share capital and treasury shares

Composition of share capital and treasury shares


(number of shares)	August 31, 2024	August 31, 2023
Share capital	210,215,055	100
Treasury shares	(1,258,683)	—
Outstanding shares	208,956,372	100

Share capital and share premium

According to its articles of association, the Company

has an authorized share capital of 6 million euros

divided into 300 million ordinary shares and

300 million special voting shares, each having a

nominal value of 0.01 euro.

As mentioned in note 3.1, the Company issued in Fiscal

2024:

• 146,348,320 new ordinary shares on

September 1, 2023, in exchange for a non-cash

contribution by Sodexo consisting of 88.05% of

Pluxee International SAS shares (increasing the

share capital nominal amount and share premium

by 1.5 million euros and 614 million euros

respectively, with its counterpart in the

consolidated retained earnings). The contribution

was made at the net book value of the shares

contributed as they appear on the balance sheet of

Sodexo S.A. on the date of completion;

• 26,272 new ordinary shares on September 1, 2023,

in exchange for a cash contribution;


128		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

• 800,000 new ordinary shares on

November 3, 2023, in exchange for a cash

contribution;

• 62,250,485 special voting shares on

February 5, 2024, which were fully paid up from and

solely charged against the special capital reserve;

• 789,878 special voting shares on March 18, 2024,

which were fully paid up from and solely charged

against the special capital reserve.

As of August 31, 2024, the issued and fully paid share

capital consisted of 147,174,692 ordinary shares and

63,040,363 special voting shares with a nominal value

of 0.01 euro each. The share premium, which

represents the premium paid in excess of the par

value of shares at the time of the issuance of new

shares, amounted to 614 million euros.

The special voting shares are governed by the

provisions included in Pluxee N.V.'s articles of

association and its loyalty voting plan. These

documents govern the issuance, allocation,

acquisition, sale, holding, repurchase and transfer of

the Pluxee special voting shares and certain aspects

of the transfer and the registration of the Pluxee

ordinary shares in the loyalty share register.

These documents provide in particular that:

• shareholders holding special voting shares are

entitled to exercise one vote for each ordinary

share held and one vote for each Pluxee special

voting share held;

• no entitlement to ordinary shares' dividend

distributions is attached to special voting shares.

However, pursuant to Pluxee N.V.'s articles of

association, holders of special voting shares will be

entitled to a minimum dividend, which is allocated to

separate special voting shares dividend reserve.

The Company has no intention to propose any

distribution from the special voting shares dividend

reserve.

Treasury shares

On February 1, 2024, the Company implemented a

liquidity contract with BNP Paribas Financial Markets

Paris, which complies with accepted market practices

(in particular, the provisions of the French securities

regulator (Autorité des marchés financiers – AMF)'s

decision n° 2021-01), for the purpose of enhancing the

liquidity of Pluxee shares. The resources allocated to

the liquidity account amount to 10 million euros.

As of August 31, 2024, the Company held under the

liquidity account:

• 133,977 shares as treasury shares amounting to

3.3 million euros;

• 6.8 million euros as monetary market fund shares

and cash.

All rights attached to these shares are suspended for

as long as they are held in treasury.

On March 4, 2024, pursuant to an authorization

granted by the general meeting of shareholders to the

Board of Directors and in accordance with the

provisions of the Market Abuse Regulation (EU)

596/2014 and Commission Delegated Regulation (EU)

2016/1052, Pluxee N.V. launched a share buy-back

program of up to 30 million euros with a duration until

June 30, 2024.

As of August 31, 2024, the Group held 1,124,706 shares

(amounting to 29.9 million euros) as treasury shares

acquired under this buy-back program to meet the

Company's obligations under free share plans (see

note 6.2).

11.1.2Dividends


(in million euros)	Fiscal 2024	Fiscal 2023
Dividends paid	—	140

Proposed dividend in respect of Fiscal 2024

At the annual General Meeting convened to approve

the Pluxee financial statements for the year ended

August 31, 2024, the shareholders will be asked to

approve a dividend of 0.35 euro per ordinary share,

representing a total payout of 51 million based on the

number of outstanding ordinary shares (excluding

treasury shares) as of August 31, 2024. Subject to

approval by the annual General Meeting, this dividend

will be granted during the first half of Fiscal 2025.


		Fiscal 2024 annual report		129


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

11.1.3Other comprehensive income

Items recognized directly in Other Comprehensive Income (OCI) attributable to the equity owner of Pluxee N.V.

are shown below:


	Fiscal 2024			Fiscal 2023
(in million euros)	Increase / (Decrease) during the year, pre-tax	Income tax (expense) / Benefit	Increase / (Decrease) during the year, net of tax	Increase / (Decrease) during the year, pre-tax	Income tax (expense) / Benefit	Increase / (Decrease) during the year, net of tax
Financial assets measured at fair value through other comprehensive income⁽¹⁾	2	(1)	1	54	(2)	52
Remeasurements of net defined benefit obligation	0	—	0	(0)	—	(0)
Currency translation adjustment⁽²⁾	(116)	—	(116)	(30)	—	(30)
Total other comprehensive income (loss) (group share)	(114)	(1)	(115)	24	(2)	22

(1)See notes 3.5 and 12.3.

(2)Mainly linked to the evolution of the Brazilian Real (BRL) exchange rate.

11.1.4Non-controlling interests


(in million euros)
Non-controlling interests as of August 31, 2023	5
Net profit for the year	6
Other comprehensive income (loss), net of tax	(14)
Increase (decrease) in share capital	—
Dividends paid	(2)
Change in ownership interest without any change of control:
- Equity interests disposed to non-controlling interests⁽¹⁾	98
- Equity interests acquired to non-controlling interests⁽²⁾	(7)
Change in consolidation scope⁽¹⁾	9
Other	1
Non-controlling interests as of August 31,2024	96

(1)A total increase of 107 million euros related to Santander operation (note 3.2 and 4.1).

(2)Related to the acquisition of the minority stake held by Zeta Investments Holdings Pte in Pluxee India Private Limited (note 3.4).

11.1.5Policy for managing the Company's capital

The capital management of the Pluxee Group has

historically been carried out centrally by Sodexo S.A.

Following the Spin-off, Pluxee Group established its

own capital management policy, including the

definition of its dividend policy. Pluxee takes a long-

term view in managing its capital structure, with the

objectives of ensuring the Pluxee Group's ability to

continue operating as a going concern, in particular by

maintaining high level of liquid resources, optimizing its

financial structure and allowing shareholders to

benefit from its strong cash flow generation.

In order to maintain or adjust the capital structure,

which consists of equity and net financial debt (as

defined by the Management, consisting of the sum of

borrowings and lease liabilities, minus cash and cash

equivalents (net of overdraft) and current financial

assets), the Group may adjust the dividend paid to

shareholders, issue new shares, subscribe or repays

borrowings, or sell assets.

Some subsidiaries are subject to constraints on

equity capital imposed by local authorities and must

have sufficient equity to comply with capital

adequacy ratios and the minimum capital rules

applicable. These constraints may be applicable to

participate to public tenders (e.g., in Brazil) or be

required by regulatory authorities (e.g., Reserve Bank

of India).


130		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

11.2Earnings per share

The table below presents the calculation of basic and diluted earnings per share:


	Fiscal 2024	Fiscal 2023
Profit for the year attributable to equity holders of the parent (in million euros)	133	81
Basic weighted average number of shares⁽¹⁾	146,517,613	146,348,321
Basic earnings per share (in euro)	0.91	0.55
Average dilutive effect of free share plans	606,517	364,024
Diluted weighted average number of shares⁽²⁾	147,124,130	146,712,345
Diluted earnings per share (in euro)	0.90	0.55

(1)The weighted average number of shares excludes special voting shares. The weighted average number of shares used to calculate

Fiscal 2023 earnings per share was adjusted to take into account the effect of the in-kind share capital increase of the 88.05%

stake in Pluxee International SAS on September 1, 2023 (retrospective adjustment prescribed by IAS 33).

(2)Including for Fiscal 2023 and Fiscal 2024 the dilutive effect of free shares granted in February 2024 to replace the value of

unvested equity awards under the Fiscal 2022 and Fiscal 2023 share plans of Sodexo S.A. that have been forfeited as a result of

the Spin-off, and for Fiscal 2024, the dilutive effect of free shares granted in February 2024 under the new of the Fiscal 2024

restricted share plan (see note 6.2).


		Fiscal 2024 annual report		131


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Note 12Financial income and expenses, cash and cash equivalents,

financial assets and liabilities

Accounting principles and policies

(A) Financial instruments

Financial assets and liabilities are recognized in the statement of financial position on the transaction date, which is

the date when the Group becomes a party to the contractual provisions of the instrument.

The fair values of financial assets and derivative instruments are generally determined on the basis of quoted market

prices, values resulting from recent transactions, or valuations carried out by the depository bank (see additional

information on fair value measurement in note 2.4).

Financial assets

In accordance with the principles of IFRS 9 "Financial Instruments", financial assets are initially recognized at fair

value corresponding, in general, to the consideration paid, which is best evidenced by the acquisition cost (including

transaction costs, if any). Thereafter, financial assets are measured at fair value or at amortized cost depending on

which financial asset category they belong to:

• financial assets measured at amortized cost represent debt instruments for which contractual cash flows are

solely payments of principal and interest on the principal amount outstanding that are held within a business model

whose objective is to hold assets to collect contractual cash flows. They include financial and security deposits,

and loans to non-consolidated entities. These financial assets are initially recognized at fair value in the statement

of financial position and subsequently at amortized cost, using the effective interest rate method. They are impaired

to cover the estimated expected credit losses;

• financial assets measured at fair value through other comprehensive income include investments in non-

consolidated entities, which correspond to equity instruments that the Group has irrevocably elected to classify in

this category. When an equity instrument is sold, the cumulative fair value adjustment recognized in other

comprehensive income is not transferred to the income statement; only dividends are booked in the income

statement. For securities listed on an active market, fair value is considered to equal the market value. If no active

market exists, the fair value is generally determined based on an appropriate financial criterion for the specific

security;

• financial assets at fair value through profit or loss include marketable securities with maturities greater than

three months and other financial assets held for trading and acquired for the purpose of resale in the near term

(instruments that are not eligible to be classified as financial assets measured at amortized cost or at fair value

through other comprehensive income). These assets are measured at fair value, with changes in fair value

recognized in financial income or expense in the income statement, with the exception of changes in the fair value of

financial assets related to the activity which are recognized in operating income or expenses.

Borrowings

All borrowings, bank credit facilities and overdrafts, are initially recognized at the fair value of the amount received less

directly attributable transaction costs.

Subsequent to initial recognition, borrowings are measured at amortized cost using the effective interest method. The

effective interest rate is the rate that discounts estimated future cash payments or receipts through the expected

life of a financial liability to the net carrying amount of that liability. The calculation includes the effects of transaction

costs, and of differences between the issue proceeds (net of transaction costs) and reimbursement value.

Amortized cost is equivalent to historical cost (nominal amount) insofar as no significant transaction costs are

incurred.

(B) Cash and cash equivalents

Cash and cash equivalents comprise current bank account balances, cash on hand and short-term cash investments

in money‑market instruments. These instruments mainly correspond to short-term notes and bonds admitted to

trading on regulated markets and bank term deposits that have an initial maturity of less than three months at the

moment of purchase (or may be withdrawn at any time at a known cash value with no material risk of loss in value), are

readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value, and that are

held for the purpose of meeting short-term cash commitments.


132		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

12.1Financial income and expenses


(in million euros)	Fiscal 2024	Fiscal 2023
Gross borrowing cost⁽¹⁾	(52)	(20)
Interest income from cash and cash equivalents	44	47
Net borrowing cost	(8)	27
Net foreign exchange gains/loss	(3)	2
Other financial income	1	4
Other financial expenses	(9)	(5)
Financial income and expenses	(20)	28
Of which financial income	45	53
Of which financial expenses	(65)	(25)

(1)Gross borrowing cost represents interest expense on financial liabilities measured at amortized cost including lease liabilities

recognized in accordance with IFRS 16, and interest expense on hedging instruments. Interest expense on lease liabilities

amounted to -3 million euros in Fiscal 2024 (-2 million euros in Fiscal 2023).

12.2Cash and cash equivalents


(in million euros)	August 31, 2024	August 31, 2023
Marketable securities	1,121	749
Cash	300	876
Cash and cash equivalents	1,421	1,625
Bank overdrafts	(6)	(5)
Cash and cash equivalents net of bank overdrafts	1,415	1,620

Marketable securities comprise:


(in million euros)	August 31, 2024	August 31, 2023
Short-term notes⁽¹⁾	788	643
Term deposits	131	90
Mutual funds and other	203	16
Total Marketable securities	1,121	749

(1)Short-term notes are made up of credit deposits and overnight deposits.

Cash, cash equivalents and overdraft break down as follows by currency:


(in million euros)	August 31, 2024	August 31, 2023
Euro (EUR)	500	630
Brazilian real (BRL)	577	590
Mexican peso (MXN)	84	81
Turkish lira (TRY)	58	69
Chilean peso (CLP)	55	68
Czech koruna (CZK)	47	57
Romanian leu (RON)	26	36
Zloty (PLN)	12	28
Other currencies	57	62
Total Cash and cash equivalents net of bank overdrafts	1,415	1,620

No significant amount of cash or cash equivalents was subject to any restrictions as of August 31, 2024, nor as

of August 31, 2023.


		Fiscal 2024 annual report		133


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

12.3Financial assets

12.3.1Breakdown of financial assets


	August 31, 2024		August 31, 2023
(in million euros)	Current	Non-current	Current	Non-current
Restricted cash related to the float	973	—	936	—
Current financial assets	814	—	542	—
Investments in non-consolidated companies	—	16	—	13
Loans and deposits	—	19	—	23
Derivative financial instruments	0	—	—	—
Total Financial assets	1,787	35	1,478	36
Of which:	—
Financial assets measured at fair value	493	16	465	13
Financial assets measured at amortized cost	1,294	19	1,013	23
Cost	1,294	19	1,013	24
Impairment	—	(1)	—	(1)

Restricted cash related to the float

Restricted cash related to the float corresponds primarily to funds set aside to comply with regulations

governing the issuance of digitally delivered services, cards and paper vouchers, in the following countries:


(in million euros)	August 31, 2024	August 31, 2023
France	310	312
Belgium	217	162
Romania	170	157
India	157	137
China	58	64
Other countries	61	103
Total Restricted cash related to the float	973	936

They break down as follows by currency:


(in million euros)	August 31, 2024	August 31, 2023
Euro (EUR)	527	488
Romanian leu (RON)	170	157
Indian rupee (INR)	157	137
Chinese yuan (CNY)	58	64
Other currencies	61	89
Total Restricted cash related to the float	973	936

The funds remain the property of the Group but are subject to restrictions on their use. They may not be used

for any purpose other than to reimburse affiliated merchants and must be kept separate from the Group's

unrestricted cash. Restricted cash related to the float is invested in interest-bearing instruments.


134		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Current financial assets

Current financial assets correspond to marketable securities maturing in more than 3 months and less than

12 months.

They break down as follows by currency:


(in million euros)	August 31, 2024	August 31, 2023
Euro (EUR)	454	223
Brazilian real (BRL)	151	165
Turkish lira (TRY)	52	33
Romanian leu (RON)	42	17
Philippine peso (PHP)	27	26
Mexican peso (MXN)	23	44
Other currencies	66	34
Total Current financial assets	814	542

Investments in non-consolidated companies

They correspond to investments in entities for which

the Group has neither control nor significant

influence. As of August 31, 2024, investments in non-

consolidated companies correspond to the Group's

minority stake in Egym, Visa Inc and Happiness Index.

As of August 31, 2023, the carrying amount of

investments in non-consolidated companies included

a 15% non-controlling interest in Resort Topco, which

were reclassified in Fiscal 2024 as assets held for

sale in accordance with IFRS 5 in Fiscal 2024 as

mentioned in note 4.2 Disposed or held for sale

activities and assets, after being remeasured at fair

value as required by IFRS 9.

12.3.2Changes in financial assets

Changes in financial assets for the year were as follows:


	August 31, 2023	Increase/ (Decrease)	Impairment	Changes in scope of consolidation	Change in fair value		Reclassi fication	Currency translation adjustment and other	August 31, 2024
(in million euros)	August 31, 2023	Increase/ (Decrease)	Impairment	Changes in scope of consolidation	Income	OCI	Reclassi fication	Currency translation adjustment and other	August 31, 2024
Restricted cash related to the float	936	57	—	—	—	—	(14)	(6)	973
Current financial assets	542	285	—	—	0	—	19	(32)	814
Investments in non-consolidated companies	13	2	—	—	(0)	5	(4)	0	16
Loans and deposits	23	(3)	—	0	—	—	—	(2)	19
Derivative financial instruments	—	0	—	—	—	—	—	—	0
Financial assets	1,514	341	—	0	(0)	5	0	(39)	1,822


		Fiscal 2024 annual report		135


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)


	August 31, 2022	Increase/ (Decrease)	Impairment	Changes in scope of combination	Change in fair value		Reclassifi cation(1)	Currency translation adjustment and other	August 31, 2023
(in million euros)	August 31, 2022	Increase/ (Decrease)	Impairment	Changes in scope of combination	Income	OCI	Reclassifi cation(1)	Currency translation adjustment and other	August 31, 2023
Restricted cash related to the float	960	6	—	—	—	—	—	(30)	936
Current financial assets	664	(114)	—	—	—	1	—	(9)	542
Investments in non-consolidated companies	90	2	—	—	0	54	(133)	(0)	13
Loans and deposits	15	8	—	—	—	—	0	(0)	23
Financial assets	1,729	(98)	—	—	0	55	(133)	(39)	1,514

(1)Reclassification of investments in non-consolidated companies as assets held for sale (see note 4.2 Disposed or held for sale

activities and assets).

12.4Borrowings

12.4.1Changes in borrowings

Changes in borrowings for the year were as follows:


(in million euros)	August 31, 2023	Increases	Repayments	Currency translation adjustment	Discounting effects and other	August 31, 2024
(in million euros)	August 31, 2023	Increases	Repayments	Currency translation adjustment	Discounting effects and other	August 31, 2024
Bonds	—	1,111	—	—	—	1,111
Debt to Sodexo	1,215	—	(1,215)	—	—	—
Bridge loan	—	1,100	(1,100)	—	—	—
Other financial liabilities⁽¹⁾	40	—	(41)	(1)	4	2
Total borrowings excluding derivative financial instruments	1,255	2,211	(2,356)	(1)	4	1,113
Derivative financial instruments	(0)	0	—	—	—	(0)
Total Borrowings	1,255	2,211	(2,356)	(1)	4	1,113

(1)The 41 million euros repayment relates to the put options on the non-controlling interests of Glady for 11 million euros and Pluxee

Israël LTD for 30 million euros, which were exercised by the minority shareholders during the year. As of August 31, 2024, there is no

financial liability in connection to put options.


(in million euros)	August 31, 2022	Increases	Repayments	Currency translation adjustment	Discounting effects and other	August 31, 2023
(in million euros)	August 31, 2022	Increases	Repayments	Currency translation adjustment	Discounting effects and other	August 31, 2023
Debt to Sodexo	478	924	(187)	—	—	1,215
Other financial liabilities⁽¹⁾	45	—	(14)	—	9	40
Total borrowings excluding derivative financial instruments	523	924	(201)	—	9	1,255
Derivative financial instruments	1	—	—	—	(1)	(0)
Total Borrowings	524	924	(201)	—	8	1,255

Debt to Sodexo

The short-term borrowings due to Sodexo amounting

to 1,215 million euros as of August 31, 2023 were

repaid on January 11, 2024. They comprised:

• loans with Sodexo S.A. and its subsidiaries of

605 million euros, with a maturity between 3 and

10 months and bearing interest at annual rate

ranging from 1.6% to 4.7%;

• a vendor loan with Sodexo S.A. of 610 million euros

related to the acquisition of 11.95% of the shares in

Pluxee International SAS, with a 12-month maturity

ending August 31, 2024 and bearing interest at an

annual rate of 3.75%.


136		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Financing implemented in connection with the Spin-off

In connection with the Spin-off, the Company entered

in October 2023 into a 2.15 billion euro financing

package with a syndicate of international banks

consisting of (i) a 1.5 billion euro bridge loan with an

initial term of 12 months, and (ii) a 650 million euro

revolving credit facility with an initial 5-year term:

• The bridge loan, which had an initial termination

date in October 2024, might have been extended

twice at the Company's option for a period of six

months each. The terms of the bridge loan provided

for mandatory repayment with the proceeds of term

debt or debt capital markets instruments of any

kind, subject to certain exceptions and an

aggregate basket of 50 million euros. Borrowings

under the bridge loan bore interest at a EURIBOR-

indexed variable rate, plus an applicable margin,

initially set at 0.30% per annum, and scheduled to

increase by 0.10% every three months for the first

12 months.

1.1 billion euros were borrowed under the bridge loan

during the first half of Fiscal 2024, to repay the

short-term borrowings due to Sodexo.

The bridge loan was repaid on March 4, 2024, with

the proceeds of the bonds issue (see below).

Upfront and coordination fees, and interest on this

facility recognized in Gross borrowing cost in Fiscal

2024 amounted to 10.7 million euros.

• The syndicated revolving credit facility, which had

an initial termination date of October 2028, was

extended on October 2, 2024 until October 2029

(subsequent event mentioned in note 14.1.3), and

may be further extended for an additional one-year

period at the Company's option. Borrowings under

the revolving credit facility may be made, in Euro or

U.S. dollar, by the Company, Pluxee

International SAS and certain other subsidiaries of

the Company. Borrowings under the revolving credit

facility will bear interest at a EURIBOR-indexed (or,

in the case of borrowings in U.S. dollar, compounded

SOFR-indexed) variable rate, plus an applicable

margin initially set at 0.30% per annum and that will

vary between 0.20% and 0.50% (for any term rate

loan) or between 0.40% and 0.70% (for any

compounded rate loan drawn in U.S. dollar),

depending on the credit rating of Pluxee.

The purpose of these facilities is to fund the

Group's general cash requirements. No amounts

had been drawn down on this facility as of

August 31, 2024.

Upfront fees and other fees on this facility

recognized in Gross borrowing cost amounted to

1.7 million euros as of August 31, 2024.

The revolving credit facility is subject to customary

fees, including commitment fees, upfront fees,

extension fees (to the extent the term of the

revolving credit facility is extended), and a utilization

fee.

This facility does not contain any financial

covenants. It is subject to customary

representations, undertakings, events of default

and mandatory prepayment conditions, including

upon a change of control of the Company.

Inaugural bonds issue

On March 4, 2024, Pluxee N.V. issued bonds for an

aggregate amount of 1.1 billion euros structured in two

tranches:

• 550 million euro bond issue with a 4.5-year maturity,

redeemable at par value on September 4, 2028 and

bearing interest at an annual rate of 3.5% (effective

interest rate of 3.71%), with interest payable

annually on September 4 (commencing on

September 4, 2024);

• 550 million euro bond issue with a 8.5-year maturity,

redeemable at par value on September 4, 2032,

and bearing interest at an annual rate of 3.75%

(effective interest rate of 3.87%), with interest

payable annually on September 4 (commencing on

September 4, 2024).

The proceeds of the bonds issue were used to repay

the bridge loan.

Interest on bonds recognized in Gross borrowing

cost (determined using the effective interest rate)

amounted to 20.3 million euros as of August 31, 2024

These bonds do not contain any financial covenants.

They are subject to customary representations,

undertakings, events of default and mandatory

prepayment conditions, including upon a change of

control of the Company.


		Fiscal 2024 annual report		137


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

12.4.2Borrowings by currency

Borrowings break down as follows by currency:


(in million euros)	August 31, 2024		August 31, 2023
(in million euros)	Current	Non-current	Current	Non-current
Bonds
Euros	20	1,091	—	—
Total Bonds	20	1,091	—	—
Debt to Sodexo
Euros	—	—	1,208	—
Other currencies	—	—	7	—
Total Debt to Sodexo	—	—	1,215	—
Other borrowings
Euros	2	—	3	11
Other currencies	0	—	26	—
Total Other borrowings	2	—	29	11
Borrowings excluding derivative financial instruments	2	—	1,244	11
Derivative financial instruments	0	—	—	—
Borrowings	22	1,091	1,244	11

12.4.3Borrowings by maturity

Borrowings break down as follows by maturity:


(in million euros)	Payments Due by Period
(in million euros)	Total	Less than 1 year	1-3 years	3-5 years	After 5 years
As of August 31, 2024	1,113	22	—	545	546
As of August 31, 2023	1,255	1,244	11	0	—


138		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

12.5Financial instruments

The table below presents the categories of financial instruments, their carrying amount and their fair value, by

item in the consolidated statement of financial position.

The fair value hierarchy used in classifying financial instruments is provided for in IFRS 13 "Fair Value

Measurement" as defined in note 2.4.

Financial assets


(in million euros)	Category	Note	August 31, 2024		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Marketable securities	Cash equivalents	12.2	1,121	1,121	203	918	—	1,121
Current financial assets	Financial assets at amortized cost	12.3	814	814	—	—	—	—
Restricted cash related to the float	Financial assets at amortized cost	12.3	480	480	—	—	—	—
Restricted cash related to the float	Financial assets at fair value through profit or loss	12.3	493	493	493	—	—	493
Trade and other receivables	Financial assets at amortized cost	5.3	1,198	1,198	—	—	—	—
Other financial assets	Financial assets at fair value through other comprehensive income	12.3	16	16	—	—	16	16
Other financial assets	Financial assets at amortized cost	12.3	19	19	—	—	—	—
Derivative financial instrument assets	Derivatives	12.3	0	0	—	0	—	0

Financial liabilities


(in million euros)	Category	Note	August 31, 2024		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Borrowings	Financial liabilities at amortized cost	12.4	1,113	1,100	—	—	—	—
Bank overdrafts	Financial liabilities at amortized cost	12.2	6	6	—	—	—	—
Trade and other payables	Financial liabilities at amortized cost	5.3	489	489	—	—	—	—
Value in circulation and related payables	Financial liabilities at amortized cost	5.3	3,728	3,728	—	—	—	—
Derivative financial instrument liabilities	Derivatives	12.4	(0)	(0)	—	(0)	—	(0)


		Fiscal 2024 annual report		139


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Financial assets


(in million euros)	Category	Note	August 31, 2023		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Marketable securities	Cash equivalents	12.2	749	749	16	733	—	749
Current financial assets	Financial assets at amortized cost	12.3	542	542	—	—	—	—
Restricted cash related to the float	Financial assets at amortized cost	12.3	471	471	—	—	—	—
Restricted cash related to the float	Financial assets at fair value through profit or loss	12.3	465	465	465	—	—	465
Trade and other receivables	Financial assets at amortized cost	5.3	1,339	1,339	—	—	—	—
Other financial assets	Financial assets at fair value through other comprehensive income	12.3	13	13	—	—	13	13
Other financial assets	Financial assets at amortized cost	12.3	23	23	—	—	—	—

Financial liabilities


(in million euros)	Category	Note	August 31, 2023		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Borrowings	Financial liabilities at amortized cost	12.4	1,222	1,222	—	—	—	—
Borrowings	Financial liabilities at fair value through equity	12.4	33	33	—	—	33	33
Bank overdrafts	Financial liabilities at amortized cost	12.2	5	5	—	—	—	—
Trade and other payables	Financial liabilities at amortized cost	5.3	548	548	—	—	—	—
Value in circulation and related payables	Financial liabilities at amortized cost	5.3	3,543	3,543	—	—	—	—
Derivative financial instrument liabilities	Derivatives	12.4	(0)	(0)	—	—	—	—

Note 13Financial risk management objectives and policy

Pluxee's financial policies and procedures are designed to prevent speculative positions. Under these policies

and procedures foreign exchange risk on loans to subsidiaries must be hedged, which is aligned with Sodexo's

policies and procedures applied by the Group until the Spin-off.

Given the significant cash and cash equivalents held at floating rates, the Group may decide to swap its gross

financial debt to floating rates in order to create a natural hedge, optimizing its risk management strategy (while

Sodexo's policies and procedures applied until the Spin-off prescribed that substantially all borrowings must be

at fixed interest rates, or converted to fixed rate using hedging instruments).

13.1Exposure to interest rate risk

The nature of the Group's financial indebtedness as of August 31, 2024, is detailed in note 12.4. As of

August 31, 2024, and as of August 31, 2023, an increase or a decrease in interest rates would have had no

material impact on the cost of debt (Financial income and expenses) as all liabilities at those dates were at a

fixed interest rate.


140		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

13.2Exposure to foreign exchange rate risk

Because the Group has operations in 29 countries, all

components of the financial statements denominated

in euros are significantly impacted by foreign currency

translation effects, and in particular by fluctuations in

the Brazilian real. Although exchange rate fluctuations

do not generate substantial operational risks – since

each of the Group's subsidiaries generates its

revenues, incurs its expenses and manages its cash

flows in the same currency – the Group faces

heightened risk when transferring dividends to the

parent company. These transfers are subject to

currency volatility, potentially affecting the overall

financial performance and liquidity at the parent level .

Sensitivity to exchange rates


Impact of a 10% appreciation of the exchange rate of the following currencies against the euros (in million euros)	August 31, 2024		August 31, 2023
	Impact on revenues	Impact on shareholders' equity	Impact on revenues	Impact on shareholders' equity
Brazilian real (BRL)	31	54	32	39
Romanian leu (RON)	7	4	7	4
Mexican peso (MXN)	7	5	4	5
Turkish lira (TRY)	6	4	21	2

A 10% increase or decrease in the average exchange

rates of all foreign currencies as of August 31, 2024,

would have changed the Pluxee Total Revenues and

Shareholder's equity by approximately 75 million

euros and 83 million euros, respectively.

A 10% increase or decrease in the average exchange

rates of all foreign currencies as of August 31, 2023,

would have changed the Pluxee Total Revenues and

Shareholder's equity by approximately 91 million euros

and 69 million euros, respectively.

13.3Exposure to liquidity risk

Although the Group has a demonstrated capacity to

generate significant levels of free cash flow, its ability

to repay its liabilities will depend on its future

operating performance and could be affected by

other factors (economic environment, conditions in

the debt market, compliance with legislation,

regulatory changes, etc.).

The Group was integrated into the liquidity

management system of Sodexo group until the Spin-

off. Since then, Pluxee has established its own liquidity

management policy, which includes notably setting up

a revolving credit facility.

The primary objectives of liquidity management

consist of meeting the continuing funding

requirements of Pluxee's global operations with cash

generated by such operations. External financing is

largely centralized by Pluxee N.V. Pluxee's financing

needs are determined through short- and medium-

term liquidity planning, with centralized controls over

funding decisions on a forward-looking basis in

accordance with projected liquidity requirements or

surplus. The Group's cash flow forecasts take into

consideration growth assumptions, potential stress

factors and financial contingencies. Pluxee maintains

a strict policy for managing and investing cash

surpluses, with a focus on preserving capital and

ensuring limited risk of loss at maturity. Cash is pooled

in local currencies, and investments outside the

Group are made with capital protection in mind.

Pluxee also employs robust daily cash flow reporting

to ensure optimal liquidity management and

transparency across its operations.

In October 2023, Pluxee N.V. (formerly Sodexo Asset

Management 2 B.V.) entered into a 2.15 billion euro

financing package with a syndicate of international

banks that had replaced the short-term loan from

Sodexo a few days before the Spin-off date. Such

financing package included (i) 1.5 billion euro bridge

loan, which was partly drawn for an amount of 1.1 billion

euros on January 11, 2024, to repay the short-term

borrowings due to Sodexo and was repaid on

March 4, 2024, with the proceeds of the 1.1 billion euro

bond issue described below, and (ii) 0.65 billion euro

revolving credit facility. The revolving credit facility is

due five years after signing, i.e. October 2028 with two

extension options of one year each. There is no

covenant related to this financing package. The

interest rate of the bridge loan is based on Euribor

and a margin between 0.3% and 1.2% depending of the

time elapsed from the signing date.

On March 4, 2024, Pluxee N.V. issued a dual-tranche

bond totaling 1.1 billion euros. This bond issuance

allowed Pluxee to refinance the bridge loan through

the debt capital markets, as part of its post-spin-off

debt management strategy. The revolving credit

facility remains due in October 2028, with two one-

year extension options.

As of August 31, 2024, current assets stand at

4,548 million euros and current liabilities stand at

4,288 million euros. As of August 31, 2023, the current

liabilities of 5,508 million euros included a 1,244

million euros short-term borrowing from Sodexo, which

explained why current liabilities were higher than

current assets by an amount of 811 million euros.

The nature and maturity of the Group's borrowings as

of August 31, 2024 and as of August 31, 2023 are

described in detail in note 12.4.


		Fiscal 2024 annual report		141


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

13.4Exposure to counterparty risk

The Group's main exposure to counterparty risk is

limited to the carrying amount of financial assets

(including trade receivables), cash related to the

float, cash and cash equivalents.

Group policies and procedures are in place to

manage and spread counterparty risk.

The Group's main counterparty risk is bank-related

(banks and financial institutions in which the Group

invests its cash and cash equivalents, restricted cash

related to the float and current financial assets). The

Group has limited its exposure to counterparty risk by

diversifying its investments and limiting the

concentration of risk held by each of its

counterparties. Transactions are conducted with

highly creditworthy counterparties taking into

consideration country risk. The Group has instituted a

regular reporting of the risk spread between

counterparties and of their quality. The Group's

maximum exposure to a single counterparty

represents approximately 16% of the Group's

operating cash as of August 31, 2024, and is related to

a high investment grade bank counterparty.

Counterparty risk relating to client accounts

receivable is limited due to the Group's geographic

spread and lack of concentration of risk on past due

individual receivables for which no provision has been

recorded, apart from the receivables relating to

public benefits contracts established and due by

Belgian Regions for which the counterparty risk is

deemed remote. As of August 31, 2024, the net

carrying amount of overdue receivables amounts to

117 million euros, of which 12 million are beyond

6 months (1% of total net accounts receivable), while

the net carrying amount of overdue receivables

amounted to 135 million euros as of August 31, 2023,

of which 25 million were beyond 6 months (2% of total

net accounts receivable).

The Fuel & Fleet products and services, representing

2.5% of the Trade receivables as of August 31, 2024,

and 2,9% as of August 31, 2023, present a higher

exposure to the counterparty risk, being a postpaid

product. For this specific product, credit guarantees

(issued either from an insurance company or from a

bank) are systematically used in all countries in which

this product is being sold in order to mitigate the

counterparty risk for the amount ordered by the

clients.

Note 14Other information

14.1Subsequent events

14.1.1Completion of Cobee acquisition

On September 25, 2024, after receiving clearance

from Spanish regulatory authorities, the Group

completed the 100% acquisition of Cobee

(transaction mentioned in note 3.3).

The majority of the transaction price was paid on the

closing date, while the agreement also provided for

two earn-outs, subject to the achievement of defined

milestones that have been designed to align all

stakeholders' interests and representing, if achieved,

less than 50% of the fixed base price paid on the

closing date. The acquisition will be fully funded from

existing cash resources with limited impact on Group

leverage.

14.1.2Disposal of investments in non-consolidated companies

On September 27, 2024, the Group disposed of its

minority stake in Resort Topco (the holding company

that owned Rydoo) for 19 million euros.

This non-controlling interest was classified as assets

held for sale in accordance with IFRS 5 "Non-current

Assets Held for Sale and Discontinued Operations" as

of August 31, 2024 (see note 4.2).

14.1.3 Extension of the revolving credit facility

The Group obtained bank approval on October 2, 2024 to extend the original maturity of the 650 million euro

revolving credit facility by an additional year, which now matures in October 2029.


142		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

14.2Off-balance sheet commitments and contingencies

14.2.1Sureties

Collaterals and commitments arising from surety arrangements (pledges, charges secured against plant and

equipment, and real estate mortgages) contracted by the Group and its subsidiaries in connection with

operating activities during Fiscal 2024 and Fiscal 2023 are not material.

14.2.2Other commitments given


(in million euros)	August 31, 2024
(in million euros)	Less than 1 year	1 to 5 years	More than 5 years	Total
Performance bonds given to clients	115	41	0	156
Financial guarantees to third parties	—	—	46	46
Other commitments	39	26	—	65
Total Other commitments given	155	67	46	268


(in million euros)	August 31, 2023
(in million euros)	Less than 1 year	1 to 5 years	More than 5 years	Total
Performance bonds given to clients	129	24	1	154
Financial guarantees to third parties	—	—	46	46
Other commitments	65	43	—	108
Total Other commitments given	194	67	47	308

Performance bonds given to clients relate to bank guarantees regarding funds already received for cards, digital

solutions and paper vouchers and not yet reimbursed to the affiliated merchants.

Financial guarantees to third parties correspond to Imagor's e-money bank guarantee.

14.3Related party transactions

Accounting principles and policies

Pluxee's related parties identified in accordance with IAS 24 "Related Party Disclosures" include:

• the fully consolidated Pluxee entities: the transactions between these companies have been eliminated for the

preparation of Pluxee's consolidated financial statements;

• the companies over which the Group exercises a significant influence (associates) or joint control (joint ventures);

• Bellon S.A., the controlling shareholder of Pluxee, and its related parties (including Sodexo S.A., its consolidated

entities (the Sodexo group), as well as its other related parties); and

• the key management personnel of Pluxee and Bellon S.A.

14.3.1Transactions with the controlling shareholder

As of August 31, 2024 the French company Bellon S.A.

held 42.83% of the ordinary shares and 59.98% of the

voting rights of Pluxee N.V. Bellon S.A. is the active

holding company owned by the Bellon family and the

Company's ultimate controlling entity. Bellon S.A.

intends to continue playing such a long-term dual role

in Pluxee which ensures Pluxee's independence as

well as it guarantees a long-term vision and strategy of

sustainable and profitable growth.

On January 29, 2024 Pluxee N.V. entered into a

management and service agreement ( convention

d'animation et de prestations de services ) on an

arm's length basis with Bellon S.A. which contains

certain arrangements between the Company and

Bellon S.A.:

• Bellon S.A. provides Pluxee N.V.'s Board of Directors

with its proposal regarding the overall orientation of

its strategy, its development, the orientation of its

activities, and its investments. To this end, the

Company entered into an Executive Chair

secondment agreement with Bellon S.A. whereby

Didier Michaud-Daniel, a senior executive of

Bellon S.A., is seconded to the Company to perform

the offices as an Executive Director and Executive

Chair of the Board. The Executive Chair is

remunerated by Bellon S.A. up to the amount of

such person's remuneration as determined by the


		Fiscal 2024 annual report		143


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Board, based on the recommendations of the

Company's Nomination and Remuneration

Committee, plus all the associated tax and social

costs. Bellon S.A. re-invoices the Company on a

euro-for-euro basis for such remuneration, plus the

related social security charges and taxes.

• Bellon S.A. provides the Company with services

notably in the areas of finance and stock markets.

These services are provided by a senior executive

employed by Bellon S.A. and seconded to the

Company to perform the duties of Chief Financial

Officer of the Group. To this end, the Company

entered into a Group CFO secondment agreement

with Bellon S.A. invoiced on a euro-for-euro basis;

The expense recognized in Fiscal 2024 under this

services agreement amounts to 1.2 million euros.

14.3.2Transactions with Sodexo S.A., its subsidiaries and its other related parties

As of August 31, 2024, Sodexo S.A. is controlled by Bellon S.A., Pluxee N.V.'s ultimate controlling entity. All

transactions between Pluxee Group and Sodexo S.A. or its subsidiaries are entered into on arm's length terms.

Completed equity transactions

For more details regarding the main capital and equity securities transactions completed by the Company with

Sodexo S.A. and its subsidiaries prior to the Spin-off, refer to note 1 Description of the business.

Separation and services agreements

In connection with the Spin-off, Pluxee and Sodexo

entered into the following separation and services

agreements, with effect from February 1, 2024:

• framework separation agreement with respect to

several aspects of the separation, including mutual

indemnification undertakings in connection with

respective businesses, provisions governing the

management of certain matters (such as claims,

insurance, data segregation, retention of records),

Pluxee's specific undertaking to indemnify and hold

Sodexo harmless for losses in connection with any

matter and any legal action relating to, arising out of,

or resulting from the dispute with the French

competition authority (see section Competition

proceedings in France in note 10.2);

• trademark and domain name license agreement

with respect to the use of intellectual property

owned by Sodexo, whereby Sodexo has granted

Pluxee the right with limitations to use certain

trademarks and domain names;

• various agreements regarding the exit of certain tax

consolidation groups, and containing certain mutual

undertakings regarding tax matters between the

Sodexo and Pluxee Groups;

• services reinvoicing agreement, which governs the

nature of costs invoiced to Pluxee by Sodexo with

respect to certain costs incurred in connection

with the Spin-off; and

• master transition services agreement, which sets

out the legal, technical, commercial and financial

conditions applicable for the transitional

continuation of certain agreed-upon services

provided by Sodexo to Pluxee, including IT services,

such as domain name management, cybersecurity

services, workplace IT management and IT

support, among others, as well as certain non-IT

services.

Other minor transition related issues are covered by

local agreements between the respective

subsidiaries of Sodexo and Pluxee.

Other transactions

For the period from September 1, 2023 to

January 31, 2024, other transactions with related

companies include management fees and specific

services, recharge of Sodexo group free share plans

granted to Pluxee employees, commercial

transactions, loans and borrowings involving

Sodexo S.A. and its subsidiaries, entered into as part

of the normal course of business. These transactions

notably include:

• the invoicing of elements of intellectual property fee

by Sodexo S.A. for access to the intangibles

provided by Sodexo S.A. (trademarks, know-how,

processes and other Sodexo group intangibles that

are available to the group as a whole) to Pluxee

entities under a license agreement;

• the invoicing of support services provided to Pluxee

entities by Sodexo S.A. and/or other Sodexo global

hubs;

• the reinvoicing of costs incurred by Sodexo S.A. and

its non-Pluxee subsidiaries for services benefiting

Pluxee entities (employee related costs, including

compensation for employees assigned by

Sodexo S.A. and/or its non Pluxee subsidiaries to

Pluxee entities, IT services, premises and other

pass-through costs);

• the recharging of the cost of Sodexo S.A.'s shares

delivered to Pluxee's employees as part of

Sodexo S.A.'s restricted share plans;

• the invoicing by Pluxee entities of employee

benefits solutions delivered to Sodexo S.A. and its

non-Pluxee subsidiaries;

• the invoicing of interest by/to Sodexo S.A. and its

non-Pluxee subsidiaries for financial transactions

(borrowings/loans, and related parent company

guarantees).


144		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

Balance sheet – Positions with Sodexo group

Due to/due from balances as at balance sheet date with Sodexo group in the consolidated statement of

financial position consisted of:


(in million euros)	August 31, 2024	August 31, 2023
Assets
Cash and cash equivalents	—	415
Short-term loans	—	155
Trade receivables	1	2
Other assets	0	4
Liabilities
Trade payables	5	15
Free share recharge liability	—	8
Short-term borrowings	—	1,215
Long-term borrowings	—	—

Income statement – Positions with Sodexo group

Related party revenue and operating expenses with Sodexo group in the consolidated income statement

consisted of:


(in million euros)	Fiscal 2024	Fiscal 2023
Revenues	4	8
Management fees	(11)	(25)
Free share cost (IFRS 2 valuation)	—	(6)
Operating expenses (other than Management fees and Free share cost)	(6)	(5)
Financial income and expense, net	(17)	(16)

14.3.3Key management personnel compensation

Key management personnel include the members of the Board of Directors and of the Executive Committee.

The table below shows, by type, the aggregate compensation to key management personnel recognized in the

consolidated income statement:


(in million euros)	Fiscal 2024	Fiscal 2023
Short-term benefits (including social security contributions)⁽¹⁾	9	6
Post-employment benefits	0	0
Share-based payments	2	2
Total Compensation	10	8

(1)Short-term benefits correspond to compensations paid to the Board members and Executive Committee members during

Fiscal 2024, and to the Executive Management members during Fiscal 2023 (including variable compensations of the prior financial

year which were accrued during the latter).

The amounts presented above include amounts

reinvoiced by Bellon SA (and Sodexo S.A. before the

Spin-off) for the compensation of the key

management personnel who are not direct employees

of Pluxee (see note 14.3.1). They do not include the

payment of Director fees, which occurred in the

beginning of Fiscal 2025 for an amount of 0.5 million

euros.

No loans have been granted to the Board or the

Executive Committee members.

14.3.4Transactions with other related parties

Transactions between the Group and its associates and joint ventures are not material.


		Fiscal 2024 annual report		145


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

14.4Scope of consolidated entities

The main companies consolidated as of

August 31, 2024 and presented in the table below

together represent 92% of consolidated Revenues,

operating profit, profit for the year attributable to

equity holders of the parent, and shareholders' equity.

The other entities individually represent less than 3%

of each of these items.

The first column shows the percentage interest held

by the Group, and the second column the percentage

of voting rights held by the Group.


		% interests	% voting rights	Country
	Pluxee N.V. (formerly Sodexo Asset Management 2 B.V.)	100%	100%	France
	Pluxee International SAS (formerly Sodexo Pass International SAS)	100%	100%	France
Continental Europe
	Pluxee France SA (formerly Sodexo Pass France SA)	100%	100%	France
	Glady SAS	98.51%	98.51%	France
	Pluxee Austria GmbH (formerly Sodexo Benefits & Rewards Services Austria GmbH)	100%	100%	Austria
	Imagor SA	100%	100%	Belgium
	Pluxee Belgium SA (formerly Sodexo Pass Belgium SA)	100%	100%	Belgium
	Pluxee Česká Republika AS (formerly Sodexo Pass Česka Republika AS)	100%	100%	Czech Republic
	Pluxee Italia SRL (formerly Sodexo Benefits & Rewards Services Italia SRL)	100%	100%	Italy
	Pluxee Deutschland GmbH (formerly Sodexo Pass GmbH)	100%	100%	Germany
	Pluxee España SAU (formerly Sodexo Soluciones de Motivacion España SAU)	100%	100%	Spain
	Pluxee Polska Sp. zoo (formerly Sodexo Benefits & Rewards Services Polska Sp. zoo)	100%	100%	Poland
	Pluxee Romania SRL (formerly Sodexo Pass Romania SRL)	100%	100%	Romania
Latin America
	Pluxee Beneficios Brasil SA (formerly Sodexo Pass do Brasil Serviços E Comércio SA)	80%	80%	Brazil
	Pluxee Frota e Combustivel Brasil LTDA (formerly Sodexo Pass do Brasil Gestao de Despesas e Frota LTDA)	100%	100%	Brazil
	Pluxee Mexico SA de CV (formerly Sodexo Motivation Solutions Mexico SA de CV)	100%	100%	Mexico
	Pluxee Chile (formerly Sodexo Soluciones de Motivation Chile SA)	100%	100%	Chile
	Pluxee Panama S.A. (formerly Sistemas de Incentivos Empresariales)	100%	100%	Panama
Rest of the world
	Pluxee UK LTD (formerly Sodexo Motivation Solutions UK LTD)	100%	100%	United Kingdom
	Pluxee India Private Limited (formerly Sodexo SVC India Private LTD)	100%	100%	India
	Pluxee Çalışan Deneyimi Danışmanlık ve Pazarlama Hizmetleri AS (formerly Sodexo Avantaj Ve Odullendirme Hizmetleri AS)	100%	100%	Türkiye
	Pluxee Israël LTD (formerly Sodexo Pass Israël LTD)	100%	100%	Israel
	Inspirus LLC	100%	100%	United States


146		Fiscal 2024 annual report


	Financial statements
	Consolidated financial statements for Fiscal 2024 (August 31, 2024)

14.5Principal currency exchange rates

The following table presents exchange rates for the main currencies used to convert the financial statements of

subsidiaries compared with the prior fiscal year:


	Closing rate as of August 31, 2024	Average rate for Fiscal 2024	Closing rate as of August 31, 2023	Average rate for Fiscal 2023
Brazilian real (BRL)	6.216	5.534	5.308	5.403
Pound sterling (GBP)	0.841	0.857	0.857	0.871
Mexican peso (MXN)	21.758	18.905	18.187	19.539
Romanian leu (RON)	4.977	4.969	4.942	4.936
Turkish lira (TRY)	37.765	37.765	28.985	21.857
U.S. dollar (USD)	1.109	1.081	1.087	1.059

14.6Auditors' fees


(in million euros)	Fiscal 2024
(in million euros)	PwC Accountants N.V.	Other PwC firms⁽¹⁾	Total
Audit of financial statements	0.5	1.0	1.5
Other audit services	0.1	0.2	0.3
Other non-audit services	—	—	—
Tax services	—	0.1	0.1
Total	0.7	1.2	1.9

(1)Other PwC firms refer to PwC member firms outside of the Netherlands.


		Fiscal 2024 annual report		147


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.2Company financial statements for Fiscal 2024

(August 31, 2024)

4.2.1Company statement of comprehensive income


(in million euros)	Notes	Fiscal 2024	Fiscal 2023
Operating income	5.1	5	—
Operating expenses	5.2	(23)	(5)
Operating profit/(loss) (EBIT)		(18)	(5)
Financial income	4.1	165	—
Financial expenses	4.1	(40)	—
Profit/(loss) before tax for the year		106	(5)
Income tax benefit / (expense)	6	5	—
Net profit/(loss) for the year		112	(5)
Other comprehensive income		(0)	—
Total comprehensive income for the year		111	(5)


148		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.2.2Company statement of financial position

Assets


(in million euros)	Notes	August 31, 2024	August 31, 2023
Investments in subsidiaries	3	700	—
Non-current financial assets	4.3	277	610
Deferred tax assets		0	—
Non-current assets		977	610
Trade receivables	5.3.1	10	—
Other current operating assets		2	—
Income tax receivable	6	5	—
Current financial assets	4.3	294	—
Cash and cash equivalents	4.2	0	—
Current assets		311	—
Total Assets		1,288	610

Equity and Liabilities


(in million euros)	Notes	August 31, 2024	August 31, 2023
Issued capital		2	0
Additional paid-in capital		614	—
Other reserve for adjustment at inception⁽¹⁾		(527)	—
Treasury shares		(33)	—
Retained earnings and other reserves		1	—
Total comprehensive income for the year		111	(5)
Total Equity	8	169	(5)
Long-term borrowings	4.4	1,091	—
Employee benefits liability		0	—
Non-current provisions		0	—
Non-current liabilities		1,092	—
Short-term borrowings	4.4	20	610
Trade and other payables	5.3.2	8	5
Current liabilities		28	615
Total Equity and Liabilities		1,288	610

(1)Other reserve for adjustment at inception corresponds to the technical adjustment of the book value of the Pluxee International

SAS shares acquired at fair value on August 31, 2023 (representing 11.95% of its share capital) down to their carrying value as it was

reflected in Sodexo S.A. (the transferor)'s separate financial statements (accounting policy applied to this transaction under

common control described in note 3).


		Fiscal 2024 annual report		149


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.2.3Company cash flow statement


(in million euros)	Notes	Fiscal 2024	Fiscal 2023
Operating profit/(loss) (EBIT)		(18)	(5)
Depreciation, amortization, impairment and changes in provisions		0	—
Other non-cash items		1	—
Interests paid		(15)	—
Interests received		10	—
Income tax paid		—	—
Operating cash flow		(23)	(5)
Change in trade receivables and other current operating assets		(2)	—
Change in trade and other payables		(2)	5
Change in working capital from operating activities		(4)	5
Net cash provided by operating activities		(26)	—
Investment in subsidiary		—	—
Dividends received from subsidiaries	4.1	150	—
(Acquisitions)/Disposals of current financial assets	4.3	(289)	—
(Acquisitions)/Disposals of non-current financial assets	4.3	(277)	(610)
Net cash used in investing activities		(417)	(610)
Dividends paid to Pluxee N.V. shareholders		—	—
(Purchases)/Sales of treasury shares	8.1.	(33)	—
Proceeds from the issue of ordinary shares of Pluxee N.V.	8.1.	1	—
Proceeds from borrowings	4.4	2,191	610
Repayments of borrowings	4.4	(1,715)	—
Net cash provided by/(used in) financing activities		443	610
Change in net cash and cash equivalents		0	—
Net cash and cash equivalents, beginning of year		—	—
Net cash and cash equivalents, end of year	4.2	0	—


150		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.2.4Company statement of changes in equity


(in million euros)	Number of shares⁽¹⁾	Issued capital	Additional paid-in capital	Other reserve for adjustment at inception	Treasury shares	Retained earnings and other reserves	Result for the year	Total equity
Total Equity as of August 31, 2023	100	0	—	—	—	—	(5)	(5)
Net profit/(loss) for the year						—	112	112
Other comprehensive income (loss), net of tax						—	(0)	(0)
Comprehensive income						—	111	111
Appropriation of prior year result						(5)	5	—
Increase (decrease) in share capital	210,214,955	2	614					616
Dividends paid								—
Share-based payment (net of income tax)						6		6
Treasury share transactions					(33)			(33)
Other				(527)				(527)
Total Equity as of August 31, 2024	210,215,055	2	614	(527)	(33)	1	111	169

(1)Including special voting shares, representing 63,040,363 shares as of August 31, 2024 (refer to note 8).


(in million euros)	Number of shares	Issued capital	Additional paid-in capital	Other reserve for adjustment at inception	Treasury shares	Retained earnings and other reserves	Result for the year	Total equity
Total Equity as of August 31, 2022	100	0	—	—	—	—	—	0
Net profit/(loss) for the year						—	(5)	(5)
Other comprehensive income (loss), net of tax							—	—
Comprehensive income							(5)	(5)
Appropriation of prior year result							—	—
Increase (decrease) in share capital							—	—
Dividends paid							—	—
Share-based payment (net of income tax)							—	—
Treasury share transactions							—	—
Other							—	—
Total Equity as of August 31, 2023	100	0	—	—	—	—	(5)	(5)

Additional information on the composition of share capital and treasury shares is provided in note 8.1.

The accompanying notes are an integral part of the Company financial statements.

As used herein, "Pluxee N.V." or "the Company" refers to Pluxee N.V. The Company financial statements are part

of the Fiscal 2024 financial statements of Pluxee N.V.


		Fiscal 2024 annual report		151


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.2.5Notes to the Company financial statements

Note 1

Note 2

Note 3

Note 4

Note 5

Note 6

Note 7

Note 8

Note 9

Note 10

1 EU rules on financial information disclosed by companies available on https://finance.ec.europa.eu/capital-markets-union-and-financial-markets/

company-reporting-and-auditing/company-reporting/financial-reporting_en#ifrs


152		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Note 1Description of the business

1.1Background

Pluxee N.V. is a public limited liability company

(naamloze vennootschap) registered in the

Netherlands and having its place of management and

sole registered location in France. Pluxee N.V. holds

100% of the equity capital of Pluxee International SAS

located in France, which holds directly or indirectly all

Pluxee subsidiaries. Pluxee along with its subsidiaries

(hereafter referred to as "Pluxee Group"),

encompasses the former Benefits & Rewards

Services business segment of Sodexo group,

separated from Sodexo's On-Site Services through

the distribution of Pluxee N.V. ordinary shares to

Sodexo shareholders ("the Spin-off").

Pluxee Group was formed during the 2023 calendar

year, pursuant to the following successive

transactions:

• in August 2023, the Company acquired 11.95% of the

shares of Pluxee International SAS from

Sodexo S.A. with an effective date of

August 31, 2023;

• in September 2023, Sodexo S.A. contributed the

remaining 88.05% of Pluxee International SAS

shares to the Company with an effective date of

September 1, 2023. Through this transaction, the

Pluxee business was carved out to prepare a

complete separation from the other activities of the

Sodexo group;

• in November 2023, the Company converted from

Sodexo Asset Management 2 SAS into a Dutch

private limited liability company (besloten

vennootschap met beperkte aansprakelijkheid)

governed by Dutch law, with the name Sodexo Asset

Management 2 B.V.;

• on January 31, 2024, the Company converted into a

public limited liability company (naamloze

vennootschap), with the name Pluxee N.V. upon the

Spin-off and listing of the Company.

Pluxee N.V.'s ordinary shares became admitted to

listing and trading on Euronext Paris, a regulated

market of Euronext Paris S.A. on February 1, 2024. On

February 5, 2024, Sodexo S.A. distributed 100% of

Pluxee N.V. shares held by Sodexo S.A. to its

shareholders by way of a distribution in kind.

1.2Corporate information

Pluxee N.V. is registered at the Chamber of

Commerce with registration number 91983991 and it

has its corporate seat in Amsterdam, the

Netherlands.

The Company has no establishment in the

Netherlands. Its place of management and sole

registered location is at 16, rue du Passeur de

Boulogne, 92130 Issy-les-Moulineaux, France.

The financial year of the Company runs from

September 1 to August 31.

The presentation currency is the euro, which is the

Company's functional currency. The Company

financial statements are presented in millions of

euros, after rounding to the nearest million (unless

otherwise specified). As a result, there may be

rounding differences between the amounts reported

in the various statements.

Note 2Basis of preparation of the financial statements

2.1Statement of compliance

Pursuant to European Regulation 1606/2002 of

July 19, 2002, the Company financial statements for

the year ended August 31, 2024 have been prepared

in accordance with the IFRS Accounting Standards,

as issued by the International Accounting Standards

Board (IASB) and endorsed by the European Union,

and comply with the statutory provisions of Title 9,

Book 2 of the Dutch Civil Code. A comprehensive list

of the accounting standards adopted by the

European Union is available for consultation on the

European Commission website (EU rules on financial

information disclosed by companies 1). Considering

the Company closing date, IFRS as endorsed by

European Union have been the same as IFRS as

issued by the IASB.

Information for the comparative year presented has

been prepared using the same principles.

In case no other policies are mentioned, refer to the

accounting policies as described in the consolidated

financial statements of the Pluxee Annual report. For

an appropriate interpretation, the Company financial

statements should be read in conjunction with the

consolidated financial statements.


		Fiscal 2024 annual report		153


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

2.2Evolution of accounting policies

2.2.1First-time adoption of IFRS

As noted above, in November 2023, the Company

converted from Sodexo Asset Management 2 SAS

into a Dutch private limited liability company (besloten

vennootschap met beperkte aansprakelijkheid)

governed by Dutch law, with the name Sodexo Asset

Management 2 B.V., and subsequently into a public

limited liability company (naamloze vennootschap),

with the name Pluxee N.V.

As a French SAS, the Company previously prepared

its financial statements in accordance with

accounting principles generally accepted in France

("French GAAP"). Therefore, these financial

statements are the first financial statements of the

Company that have been prepared in accordance

with IFRS Accounting Standards as endorsed by the

European Union and Title 9, Book 2 DCC. This change

in reporting framework qualifies as a first-time

adoption under IFRS. The accounting policies stated

in these Company financial statements have been

applied to both years presented.

This change in accounting policy has not had an

impact on the statement of financial position as at

August 31, 2023 and September 1, 2022 nor on the

financial performance for the year ended

August 2023.

No statement of financial position as at September 1,

2022, is presented. This is because the Company only

had 10 thousand euros in share capital and in current

assets as at that date. Since the financial statements

are presented in millions, these balances would round

to zero.

2.2.2Standards, amendments and interpretations endorsed by the European Union

The application of standards, amendments and

interpretations effective as of September 1, 2023 did

not have a material impact on the Company financial

statements:

• IFRS 17 "Insurance Contracts" (issued in

December 2021);

• amendment to IAS 12 "Income Taxes": Deferred Tax

related to Assets and Liabilities arising from a Single

Transaction (issued in May 2021);

• amendment to IAS 12 "Income Taxes":

International Tax Reform – Pillar Two Model Rules

(issued in May 2023).

The Company has not opted for early adoption of the

amendments to standards endorsed by the European

Union but with no mandatory implementation by

September 1, 2023:

• amendment to IFRS 16 "Leases": Lease Liability in a

Sale and Leaseback (issued in September 2022);

• amendments to IAS 1 "Presentation of Financial

Statements": Classification of Liabilities as Current

or Non-current (issued in January 2020); and Non-

current Liabilities with Covenants (issued in

October 2022);

• amendments to IAS 7 "Statement of Cash Flows"

and IFRS 7 "Financial Instruments: Disclosures":

Supplier Finance Arrangements (issued in

May 2023).

The application of these amendments will have no

impact on the Company's financial statements.

2.2.3Standards, amendments and interpretations not yet endorsed by the European Union and

not anticipated by the Company

The Company has not applied any standards,

amendments, or interpretations that had not yet been

approved by the European Union:

• IFRS 18 "Presentation and Disclosure in Financial

Statements" (issued in April 2024), which will be

effective for periods beginning on or after

January 1, 2027. The Company is currently analyzing

the impacts of applying IFRS 18 on its financial

statements;

• Annual Improvements to IFRS Accounting

Standards - Volume 11 (issued in July 2024), which

will be effective for periods beginning on or after

January 1, 2026. The Company does not anticipate

the application of these amendments to have a

material impact on its financial statements;

• amendments to IAS 21 "The Effects of Changes in

Foreign Exchange Rates": Lack of Exchangeability

(issued in August 2023).

2.3Use of critical accounting estimates, judgments and assumptions

The preparation of the financial statements requires

the management of the Company to make estimates

and assumptions which affect the amounts reported

for assets, liabilities and contingent liabilities as of the

date of preparation of the financial statements, and

for revenues and expenses for the year, as well as for

information provided in the notes to the financial

statements.


154		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

These estimates and valuations are updated

continuously based on past experience and on

various other factors considered reasonable in view

of current circumstances and are the basis for the

assessments of the carrying amount of assets and

liabilities.

Actual amounts may differ substantially from these

estimates if assumptions or circumstances change.

2.3.1Key judgments and estimates

Significant items subject to such estimates and assumptions include the following:

• determination of the cost of investments in

subsidiaries arising from transactions under

common control (note 3);

• assessment of the recoverable value of

investments in subsidiaries accounted for at cost

(note 3);

• assessment of expected credit losses on

receivables from Pluxee group entities (note 9).

Note 3Investments in subsidiaries

Accounting principles and policies

A subsidiary is an entity that is controlled by the Company. The Company controls a subsidiary when it is

exposed or has rights to obtain variable benefits from its involvement with the subsidiary and has the ability to

influence those benefits through its power over the subsidiary. In determining whether control exists, voting

rights granted by equity instruments are taken into account only when they give the Group substantive rights.

Investments in subsidiaries are accounted for from the date on which control is obtained to the date on which

control ceases to be exercised.

In accordance with IAS 27 "Separate Financial Statements", the Company has elected to account for

investments in subsidiaries at cost. Subsequently to their initial recognition, they are subject to impairment

testing as per IAS 36 "Impairment of Assets". At each reporting date, the Company reviews the carrying

amounts of investment in subsidiary to determine whether there is any indication that those assets have

suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to

determine the extent of the impairment loss (if any).

Recoverable amount is the greater of:

• fair value less costs of disposal, i.e., the amount obtainable from the sale of an asset (net of selling costs) in

an orderly transaction between market participants at the measurement date; and

• value in use, which is the present value of the future cash flows expected to be derived from continuing use

and ultimate disposal of the asset.

The Company obtained control over its subsidiary,

Pluxee International SAS, with its principal place of

business in Issy-les-Moulineaux (France), through two

transactions:

• effective August 31, 2023, the Company acquired

11.95% of the shares of Pluxee International SAS

from Sodexo S.A., at a fair value of 610 million euros.

As at August 31, 2023, this investment was

classified as a non-current financial asset that was

carried at fair value through profit or loss in

accordance with IFRS 9, as determined by a third

party appraiser;

• effective September 1, 2023, the Company

obtained the remaining 88.05% of Pluxee

International SAS shares from Sodexo S.A. through

a contribution in kind, which was made at the net

book value of the shares as they appeared on the

balance sheet of Sodexo S.A. on the date of

completion, as this transaction was made under

joint control. Upon this transaction, the Company

obtained control over Pluxee International SAS.

Therefore, the existing 11.95% investment was

reclassified from a non-current financial asset to

investment in subsidiary. As compensation for this

contribution, 146,348,320 new ordinary shares of

the Company with a par value of 0.01 euro each

were issued, increasing the share capital nominal

amount and share premium by 1.5 million euros and

614 million euros respectively, with its counterpart in

the consolidated retained earnings.

Given that both transactions were part of a single

coordinated plan, and this subsidiary was acquired

under common control, the cost of the investment in

100% of the shares Pluxee International SAS as at 1


		Fiscal 2024 annual report		155


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

September, 2023, was derived from the book value of

the shares as they appeared on the balance sheet of

Sodexo S.A. prior to both transactions, being an

amount of 699 million euros.

Therefore, an Adjustment reserve at inception was

recognized in equity for -527 million euros, being the

difference between the book value of the initial 11.95%

interest, which amounted to 84 million euros, and the

cost of this 11.95% interest, which was acquired for

610 million euros.

The aggregate value of the investments as at

August 31, 2024 amounted to 700 million euros.

Movements in the investment in the subsidiary during the year were as follows:


(in million euros)	Fiscal 2024	Fiscal 2023
Investment as at beginning of period	—	—
Reclassification from non-current financial assets	610	—
Adjustment at Sodexo S.A. book value	(527)	—
Contributions in kind received	616	—
Other⁽¹⁾	1	—
Investment as at end of period	700	—

(1)This represents an informal capital contribution to Pluxee International SAS on account of certain share-based payment expenses

for employees of the Group not being recharged to their respective Group entities. For further details refer to note 5.2.2 Share-

based payments.

Impairment testing

As of August 31, 2024, the market capitalization of Pluxee N.V. amounted to approximately 3.1 billion euros, thus

exceeding the book value of the Company's equity. Management has assessed that there are no indicators for

impairment.

Note 4Financial income and expenses, Cash and cash equivalents,

financial assets and liabilities

4.1Financial income and expenses

The following table presents a disaggregation of the financial income and expenses for the fiscal year:


(in million euros)	Fiscal 2024	Fiscal 2023
Sodexo vendor loan interest	(8)	—
Bridge loan interest and fees	(11)	—
Revolving Credit Facility fees	(2)	—
Bonds interest and fees	(20)	—
Interest income from financial assets⁽¹⁾	14	—
Interest income from cash and cash equivalents	1	—
Net borrowing cost	(26)	—
Dividends⁽²⁾	150	—
Net foreign exchange gains/loss	0	—
Financial income and expenses	124	—
Of which financial income	165	—
Of which financial expenses	(40)	—

(1)12 million euros pertain to the interest on the loans granted to Pluxee International SAS and 2 million euros to the interest on the

current account with the Group cash pooling entity (see note 4.3).

(2)Dividends received from Pluxee International SAS.

4.2 Cash and cash equivalents

Cash and cash equivalents amounted to 0.2 million euros as of August 31, 2024. Certain bank accounts are zeroed-

out and transferred to a euro cash pooling account managed by the Group treasury entity (refer to note 4.3)


156		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.3 Financial assets

Financial assets were comprised of:


(in million euros)	August 31, 2024	August 31, 2023
Loan to Pluxee International SAS maturing June 28, 2026	127	—
Loan to Pluxee International SAS maturing July 07, 2026	150	—
Investment in Pluxee International SAS⁽¹⁾	—	610
Non-current financial assets	277	610
Loan to Pluxee International SAS maturing June 30, 2025	100	—
Receivable from Pluxee Group's treasury entity⁽²⁾	183	—
Investments in Money Market Funds	7	—
Interest receivable	5	—
Current financial assets	294	—

(1)Corresponds to the 11.95% stake acquired in August 2023 from Sodexo S.A., reclassified as Investments in subsidiaries in Fiscal

2024 following the contribution of the remaining 88.05% in September 2023 (see note 3).

(2)Current account with the Group cash pooling bears interest at a short-term variable rate The euro cash pooling account is managed

by the Group treasury entity. At the end of every day, balances on Pluxee N.V.'s accounts are zeroed-out and transferred to the euro

cash pooling account, therefore the amount fluctuates every day.

Loans have been granted on January 11, 2024 to

Pluxee International SAS and amount to a total of

377 million euros:

• 100 million euro loan at a 4.36% interest rate

maturing on June 30, 2025;

• 127 million euro loan at an interest rate of EURIBOR

3M + 109 bps maturing on June 28, 2026;

• 150 million euro loan at an interest rate of EURIBOR

3M + 109 bps maturing on July 07, 2026,

The Company has considered expected credit losses

for these loans and has recognized these at nil, based

on the assessment of the credit risk associated with

Pluxee International SAS.

4.4 Borrowings

As of August 31, 2024, borrowings consisted of bonds issued by Pluxee N.V. for an aggregate amount of 1.1 billion

euros structured in two tranches of 550 million each, with respective maturities of 4.5 and 8.5 years, as further

explained in 4.4.1.

4.4.1Changes in borrowings

Changes in borrowings for Fiscal 2024 were as follows:


(in million euros)	August 31, 2023	Increases	Repayments	August 31, 2024
Debt to Sodexo	610	—	(610)	—
Bridge loan	—	1,100	(1,100)	—
Bonds⁽¹⁾	—	1,111	—	1,111
Total Borrowings	610	2,211	(1,710)	1,111
Of which non-current borrowings	—	1,091	—	1091
Of which current borrowings	610	1,120	(1,710)	20

(1)Principal of 1,100 million euros net of fees and issuance premium (9 million euros) plus accrued interest (20 million euros).

Changes in borrowings for Fiscal 2023 were as follows:


(in million euros)	August 31, 2022	Increases	Repayments	August 31, 2023
Debt to Sodexo	—	610	—	610
Total Borrowings	—	610	—	610


		Fiscal 2024 annual report		157


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Debt to Sodexo

The short-term borrowings due to Sodexo amounting

to 610 million euros as of August 31, 2023 consisted of

a vendor loan with Sodexo S.A. of 610 million euros

related to the acquisition of 11.95% of the shares in

Pluxee International SAS, with a 12-month maturity

ending August 31, 2024 and bearing interest at an

annual rate of 3.75%. They were repaid on January 11,

2024 as a result of the drawing-down of the bridge

loan as described below.

Interest expenses on this facility recognized in Fiscal

2024 amounted to 8.4 million euros.

Financing implemented in connection with the Spin-off

In October 2023, the Company entered into a

2.15 billion euro financing package with a syndicate of

international banks consisting of (i) a 1.5 billion euro

bridge loan with an initial term of 12 months, and (ii) a

650 million euro revolving credit facility with an initial

5-year term:

• The bridge loan, which had an initial termination

date in October 2024, might have been extended

twice at the Company's option for a period of six

months each. The terms of the bridge loan provided

for mandatory repayment with the proceeds of term

debt or debt capital markets instruments of any

kind, subject to certain exceptions and an

aggregate basket of 50 million euros. Borrowings

under the bridge loan bore interest at a EURIBOR-

indexed variable rate, plus an applicable margin,

initially set at 0.30% per annum, and scheduled to

increase by 0.10% every three months for the first

12 months.

1.1 billion euros were borrowed under the bridge loan

in January 2024, to repay the Short-term

borrowings due to Sodexo.

The bridge loan was repaid on March 4, 2024, with

the proceeds of the bonds issue (see below).

Upfront and coordination fees, and interest on this

facility that were expensed in Fiscal 2024

amounted to 10.7 million euros.

• The revolving credit facility , which had an initial

termination date of October 2028, was extended

on October 2, 2024 until October 2029

(subsequent event mentioned in note 10.1), and may

be further extended for an additional one-year

period at the Company's option. Borrowings under

the revolving credit facility may be made, in Euro or

U.S. dollar, by the Company, Pluxee

International SAS and certain other subsidiaries of

the Company. Borrowings under the revolving credit

facility will bear interest at a EURIBOR-indexed (or,

in the case of borrowings in U.S. dollar, compounded

SOFR-indexed) variable rate, plus an applicable

margin initially set at 0.30% per annum and that will

vary between 0.20% and 0.50% (for any term rate

loan) or between 0.40% and 0.70% (for any

compounded rate loan drawn in U.S. dollar),

depending on the credit rating of Pluxee.

The purpose of these facilities is to fund the

Company's general cash requirements. No amounts

had been drawn down on this facility as of

August 31, 2024.

The revolving credit facility is subject to customary

fees, including commitment fees, upfront fees,

extension fees (to the extent the term of the

revolving credit facility is extended), and a utilization

fee. Such fees amounted to 1.7 million euros and

were expensed in as of Fiscal 2024.

This facility does not contain any financial

covenants. It is subject to customary

representations, undertakings, events of default

and mandatory prepayment conditions, including

upon a change of control of the Company.

Inaugural bonds issue

On March 4, 2024, Pluxee N.V. issued bonds for an

aggregate amount of 1.1 billion euros structured in two

tranches:

• 550 million euro bond issue with a 4.5-year maturity,

repayable upon maturity, redeemable at par value

on September 4, 2028 and bearing interest at an

annual rate of 3.5% (effective interest rate of 3.71%),

with interest payable annually on September 4

(commencing on September 4, 2024);

• 550 million euro bond issue with a 8.5-year maturity,

repayable upon maturity, redeemable at par value

on September 4, 2032, and bearing interest at an

annual rate of 3.75% (effective interest rate of

3.87%), with interest payable annually on

September 4 (commencing on September 4, 2024).

The proceeds of the bonds issue were used to repay

the bridge loan.

Interest on bonds recognized in Net borrowing costs

(determined using the effective interest rate)

amounted to 20.3 million euros as of August 31, 2024 .

These bonds do not contain any financial covenants.

They are subject to customary representations,

undertakings, events of default and mandatory

prepayment conditions, including upon a change of

control of the Company.


158		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

4.4.2 Borrowings by maturity

Borrowings break down as follows by maturity:


(in million euros)	Payments Due by Period
(in million euros)	Total	Less than 1 year	1-3 years	3-5 years	After 5 years
As of August 31, 2024	1,111	20	—	545	546
As of August 31, 2023	610	610	—	—	—

4.5Financial instruments

This section presents the categories of financial

instruments, their carrying amount and their fair value,

by item in the statement of financial position.

The fair value hierarchy used in classifying financial

instruments is provided for in IFRS 13 "Fair Value

Measurement".

Fair value is defined as the price that would be

received to sell an asset or paid to transfer a liability

in an orderly transaction between market participants

at the measurement date (an exit price). In line with

the IFRS 13 "Fair Value Measurement" classification,

there are 3 levels of fair value:

• level 1: unadjusted quoted prices in an active market

for identical assets or liabilities, used for the

valuation of Cash and cash equivalents;

• level 2: models that use observable inputs for the

asset or liability, either directly (i.e., prices) or

indirectly (i.e., price-based data), used for the

valuation of derivative financial instruments

(valuation models commonly used for derivative

instruments traded on a regulated or over-the-

counter market);

• level 3: fair value determined using valuation

techniques based on unobservable inputs.


Financial assets	Category	Note	August 31, 2024		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Non-current financial assets	Financial assets at amortized cost	4.3	277	277	—	—	—	—
Current financial assets	Financial assets at amortized cost	4.3	294	294	—	—	—	—
Trade and other receivables	Financial assets at amortized cost	5.3.1	10	10	—	—	—	—


Financial liabilities	Category	Note	August 31, 2024		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Borrowings	Financial liabilities at amortized cost	4.4	1,111	1,098	—	—	—	—
Trade and other payables	Financial liabilities at amortized cost	5.3.2	8	8	—	—	—	—


Financial assets	Category	Note	August 31, 2023		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Non-current financial assets	Financial assets at fair value through profit or loss	4.3	610	610	—	—	—	—


Financial liabilities	Category	Note	August 31, 2023		Fair value level
(in million euros)	Category	Note	Carrying amount	Fair value	Level 1	Level 2	Level 3	Total
Borrowings	Financial liabilities at amortized cost	4.4	610	610	—	—	—	—
Trade and other payables	Financial liabilities at amortized cost	5.3.2	5	5	—	—	—	—


		Fiscal 2024 annual report		159


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Note 5Operating items

5.1Operating income

Operating income is comprised of management fees invoiced to Pluxee international S.A.S. relating to services

rendered from February 1, 2024 to August 31, 2024. Refer to 10.3.

5.2Operating expenses

Operating expenses were comprised of:


(in million euros)	Fiscal 2024	Fiscal 2023
Employee benefits expenses	(9)	—
External costs	(2)	—
Spin-off costs⁽¹⁾	(13)	(5)
Total Operating expenses	(23)	(5)

(1)Corresponds to non-recurring costs incurred with respect to the Spin-off and the listing of the Pluxee Group that occurred on

February 1, 2024.

5.2.1Employee benefits expenses

Employee benefits expenses were comprised of:


(in million euros)	Fiscal 2024	Fiscal 2023
Wages and salaries	(5)	—
Social security costs	(2)	—
Post-employment benefits – Net defined benefit plan obligation⁽¹⁾	(0)	—
Expense relating to share-based payment arrangements⁽²⁾	(1)	—
Total employee benefits expenses	(9)	—

(1)The defined benefit plan obligation relates to lump-sum benefits payable on retirement in France if the employee is still in the

Company at retirement age, in accordance with the law and the applicable collective bargaining agreement. In Fiscal 2024, the

expense amounted to 119 thousand euros.

(2)See note 5.2.2.

The place of management is located in France and the Company's employees are subject to French social law.

5.2.2Share-based payments

Accounting principles and policies

Some Group employees receive compensation in the form of share-based payments, for which payment shall

be made by the Company in its own equity instruments. These plans are classified as equity-settled share-

based payment transactions.

For the Company’s own employees, the accounting policy as set out in note 6.2 to the consolidated financial

statements is applied, resulting in the recognition of an operating expense over the vesting period (i.e., the

period in which the service and, where applicable, the performance conditions are fulfilled), with a

corresponding entry recorded in equity.

Where the Company will issue its own equity instruments to employees of other Group entities, in exchange for

employment services provided by the employees to the respective Group entities, and the Company will not

recharge those Group entities, this is considered as an informal capital contribution and the Company

recognizes this as an increase of its investments in subsidiaries over the course of the vesting period, with a

corresponding entry recorded in equity.

Where the Company will recharge the respective Group entities, the Company recognizes a receivable from

those Group entities over the course of the vesting period, with a corresponding entry recorded in equity.

Under the Pluxee restricted share plans, free shares

will be granted to senior management of the

Company, its subsidiary and other Group entities.

The Company's expense relating to share-based

payment arrangements consists of the portion of the

Pluxee restricted share plans solely related to the

Company's employees. An expense of 1.2 million euros


160		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

was recognized in Fiscal 2024 for the grants made to

the Company's employees, of which 0.9 million euros

were related to the restricted share plans already in

force until the spin off and 0.3 million euros were related

to the new Pluxee Fiscal 24 restricted share plan.

The Company's equity has been credited for 6.1 million

euros in Fiscal 2024, representing the aggregate of

the share-based payment expenses for the own

employees of the Company (1.2 million euros in

Fiscal 2024), as well as the share-based payment

expense of the subsidiary and other Pluxee entities.

• Where Pluxee entities are recharged for the cost of

the free shares relating to their employees, a

corresponding receivable has been recognized

under Trade receivables (3.7 million euros as of

August 31, 2024).

• Where other Pluxee entities are not recharged, this

is considered as an informal capital contribution to

the entity and the cost is added to the carrying

amount of the Company's investment in the

subsidiary (1.2 million euros as of August 31, 2024).

This section sets out the characteristics of the

Pluxee restricted share plans followed by the details

of the grants under such restricted restricted share

plans to the Company's employees.

Restricted Share plans for all Pluxee entities including the Company

Pluxee restricted share plans implemented in

Fiscal 2024

On February 21, 2024, the Board of Directors decided

to grant the Company's, its subsidiary Pluxee

International SAS' and other Pluxee entities' senior

management:

• a total of 781,855 free shares to replace the value of

unvested equity awards under the Fiscal 2022 and

Fiscal 2023 share plans of Sodexo S.A. that have

been forfeited as a result of the Spin-off. The shares

granted under these plans will only vest if the

beneficiaries are still working for the Company on

the vesting date and some are subject to a

performance condition;

• a total of 432,303 free shares under a new plan. The

shares granted under this plan are subject to a 3-

year service condition and performance conditions.

Principle features of the Fiscal 2024 restricted

share plan

Rules governing the new restricted share plan

implemented by Pluxee N.V. in Fiscal 2024 are as

follows:

• shares vest only if the beneficiary is still working for

the Group on the vesting date;

• the presence condition is 3 years from the grant

date; this presence condition applies to all

beneficiaries;

• all restricted share grants are subject to

performance conditions.

The number of Pluxee restricted shares granted to

employees of the Company as a consequence under

the Fiscal 2024 restricted share plan was 77,064

shares as of August 31, 2024.

The expense recognized for restricted shares settled

in Pluxee N.V.'s equity instruments that have been

granted to Pluxee N.V's employees under the Fiscal

2024 restricted share plan was 0.3 million euros in

Fiscal 2024.

Principle features of the Fiscal 2022 and

Fiscal 2023 restricted share plans

Rules governing the restricted share plans

implemented by Pluxee N.V. to replace the

Fiscal 2022 and Fiscal 2023 share plans of

Sodexo S.A. are as follows:

• shares vest only if the beneficiary is still working for

the Group on the vesting date; in addition, some

restricted share grants are subject to performance

conditions;

• the presence condition, applying to all beneficiaries,

remains 3 years from the original grant date of the

Sodexo share plans (i.e. remaining vesting period of

1 and 2 years respectively from the replacement

date);

• the proportion of shares subject to a performance

condition ranges from 10% to 100%, depending on

the total number of shares awarded.

The number of Pluxee restricted shares granted to

employees of the Company as a consequence of this

conversion was 144,463 shares as of August 31, 2024.

The expense recognized for restricted shares settled

in Sodexo S.A. or Pluxee N.V.'s equity instruments that

have been granted to Pluxee N.V's employees

was 0.9 million euros in Fiscal 2024.

See Fiscal 2024 Consolidated Financial Statements,

note 6.2 for further details on the share-based

payment expense as incurred by the Group.

All restricted Shares for the Company

Movements in Fiscal 2024

The following table details the number of restricted shares granted to the employees of the Company in

Fiscal 2024. As such, restricted shares granted to other employees within the Group are not included in this

table.


		Fiscal 2024 annual report		161


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)


(number of shares)	Fiscal 2024
Outstanding at the beginning of the year	—
Granted during the year	221,527
- in replacement of forfeited Sodexo restricted shares	144,463
- as part of the new restricted shares plan	77,064
Forfeited during the year	—
Delivered during the year	—
Outstanding at the end of the year	221,527

The table below shows the main characteristics of the restricted share plans outstanding as of August 31, 2024

for the Company's employees:


Plans	Grant date⁽¹⁾	Fair value per share (in euros)⁽²⁾	Number of shares outstanding as of August 31, 2024⁽³⁾
Fiscal 2022	February 1, 2022	18.75	65,855
Fiscal 2023-1	January 31, 2023	23.00	75,617
Fiscal 2023-2	June 28, 2023	26.46	2,991
Fiscal 2024	February 29, 2024	24.89	77,064
Total		—	221,527

(1) Original grant date (within the meaning of IFRS 2) for the Fiscal 2022 and Fiscal 2023 plans that were modified on February 29,

2024.

(2) For Fiscal 2022, the fair value per share is a weighted average due to Total Shareholder Return condition applicable to a limited

number of free shares.

(3) For Fiscal 2022 and Fiscal 2023 plans, after application of the 3.81 conversion ratio from Sodexo shares to Pluxee shares.

5.2.3Headcount

There are 10 employees in Pluxee N.V as of August 31, 2024. All of them were members of the Executive

Committee or finance senior managers and are located outside of the Netherlands. There was no employee as

of August 31, 2023.

Members of the Board of Directors were not employed by the Company (refer to note 10.3.3).

5.3Working capital

5.3.1Trade receivables

Trade receivables fall due in less than three months. The fair value of the receivables reasonably approximates

the book value, due to their short-term character. All counterparties are Pluxee Group entities. See note 10.3.1.

5.3.2Trade and other payables

Trade and other payables were comprised of:


(in million euros)	August 31, 2024	August 31, 2023
Trade payables	3	5
Employee-related liabilities	4	—
Tax liabilities	0	—
Other operating payables	2	—
Trade and other current payables	8	5


162		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

The maturities of Trade payables as of August 31, 2024 and August 31, 2023 were as follows:


(in million euros)	August 31, 2024		August 31, 2023
(in million euros)	Carrying amount	Undiscounted contractual value	Carrying amount	Undiscounted contractual value
Less than 3 months	2	2	5	5
More than 3 months and less than 6 months	1	1	—	—
More than 6 months and less than 12 months	—	—	—	—
More than 1 year	—	—	—	—
Total Trade payables	3	3	5	5

Note 6Income tax

Pluxee N.V. is the head of the Pluxee Group French tax

unit set up in France pursuant to Articles 223 et seq.

of the French Tax Code (Code général des impôts),

as from financial years beginning on or after

September 1, 2023. This French tax unit also

comprises Pluxee International SAS and Pluxee

France SAS.

In accordance with Article 223 et seq. of the French

Tax Code, Pluxee N.V. has been heading the French

tax unit of Pluxee with effect since September 1, 2023.

As such Pluxee N.V. acts as the only taxpayer on

behalf of whole the tax unit. Pursuant to the

provisions of the tax unit agreement entered into with

Pluxee N.V. and regardless of the income tax actually

due by Pluxee N.V. on behalf of the tax unit, each

member of the tax unit shall contribute the amount of

income tax that it would have been liable to if it was

standalone, less any tax attributes such as tax credits

belonging to that member.

The income tax due, calculated by Pluxee N.V. for the

fiscal year 2024 was nil both on a standalone basis as

well as on behalf of the tax unit. However, the tax unit

regime has generated a gain (so called "gain

d'intégration fiscale") of million euros for said fiscal

year.

The following table shows reconciliation from the theoretical income tax (expense) using the French corporate

tax rate to the reported income tax (expense):


(in million euros)	August 31, 2024	August 31, 2023
Profit/(loss) before tax for the year	106	(5)
Tax benefit/(expense) at the Company's statutory tax rate (25%)⁽¹⁾	(27)	1
Taxable share of dividends from Pluxee International	36	—
Permanent differences (net)	0	—
Current year tax losses not recognized	—	(1)
Others	0	—
Withholding tax	(4)	—
Income tax benefit / (expense)	5	—

(1)25% as the Company is not eligible for the extra social solidarity contribution, being below threshold.


		Fiscal 2024 annual report		163


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Note 7Litigation and contingent liabilities

There have been no governmental, legal or arbitration

proceedings (including any such proceedings which

are pending or threatened of which the Company is

aware) which may have, or have had in the recent

past a significant effect on the Company's financial

position or the Company's profitability. As of the date

of closing these financial statements, the Company

does not anticipate that any potential related

liabilities will in the aggregate be material to its

activities or to its financial position.

Note 8Equity

8.1 Share capital and treasury shares

Composition of share capital and treasury shares


(number of shares)	August 31, 2024	August 31, 2023
Share capital	210,215,055	100
Treasury shares	(1,258,683)	—
Outstanding shares	208,956,372	100

Share capital and share premium

According to its articles of association, the Company

has an authorized share capital of 6 million euros

divided into 300 million ordinary shares and

300 million special voting shares, each having a

nominal value of 0.01 euro.

As mentioned in note 1.1, the Company issued in Fiscal

2024:

• 146,348,320 new ordinary shares on

September 1, 2023, in exchange for a non-cash

contribution by Sodexo consisting of 88.05% of

Pluxee International SAS shares (increasing the

share capital nominal amount and share premium

by 1.5 million euros and 614 million euros

respectively, with its counterpart in the retained

earnings). The contribution was made at the net

book value of the shares contributed as they

appear on the balance sheet of Sodexo S.A. on the

date of completion;

• 26,272 new ordinary shares on September 1, 2023,

in exchange for a cash contribution;

• 800,000 new ordinary shares on

November 3, 2023, in exchange for a cash

contribution;

• 62,250,485 special voting shares on

February 5, 2024, which were fully paid up from and

solely charged against the special capital reserve;

• 789,878 special voting shares on March 18, 2024,

which were fully paid up from and solely charged

against the special capital reserve.

As of August 31, 2024, the issued and fully paid share

capital consisted of 147,174,692 ordinary shares and

63,040,363 special voting shares with a nominal value

of 0.01 euro each. The share premium, which

represents the premium paid in excess of the par

value of shares at the time of the issuance of new

shares, amounted to 614 million euros.

The special voting shares are governed by the

provisions included in Pluxee N.V.'s articles of

association and its loyalty voting plan. These

documents govern the issuance, allocation, acquisition,

sale, holding, repurchase and transfer of the Pluxee

special voting shares and certain aspects of the

transfer and the registration of the Pluxee ordinary

shares in the loyalty share register.

These documents provide in particular that:

• shareholders holding special voting shares are

entitled to exercise one vote for each ordinary

share held and one vote for each Pluxee special

voting share held;

• no entitlement to ordinary shares' dividend

distributions is attached to special voting shares.

Adjustment reserve at inception

Given the fact that Pluxee International SAS was

acquired under common control, and both

transactions were part of a single coordinated plan, a

negative "Other reserve for adjustment at inception"

was recorded to reflect the difference between the

fair value of the acquisition of 11.95% of the shares of

the subsidiary, 610 million euros, and their book value

as they appeared on the balance sheet of Sodexo

S.A., 84 million euros (refer to note 3).

Treasury shares

As at 31 August 2024, the treasury shares reserve

that is recognized within equity relates to 3.3 million

euros of shares that have been repurchased under a

liquidity contract and 29.9 million euros of shares that

have been repurchased for the purposes of meeting

obligations under restricted share plans.

Liquidity contract

On February 1, 2024, the Company implemented a

liquidity contract with BNP Paribas Financial Markets

Paris, which complies with accepted market practices


164		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

( in particular, the provisions of the French securities

regulator (Autorité des marchés financiers – AMF)'s

decision No. 2021-01), for the purpose of enhancing

the liquidity of Pluxee shares. The resources allocated

to the liquidity account amount to 10 million euros.

As of August 31, 2024, the Company held under the

liquidity account:

• 133,977 shares as treasury shares amounting to

3.3 million euros;

• 6.8 million euros as monetary market fund shares

and cash classified as financial assets (note 4.3).

All rights attached to these shares are suspended for

as long as they are held in treasury.

Restricted shares

On March 4, 2024, pursuant to an authorization

granted by the general meeting of shareholders to the

Board of Directors and in accordance with the

provisions of the Market Abuse Regulation (EU)

596/2014 and Commission Delegated Regulation (EU)

2016/1052, Pluxee N.V. launched a share buy-back

program of up to 30 million euros with a duration until

June 30, 2024.

As of August 31, 2024, the Company held

1,124,706 shares (amounting to 29.9 million euros) as

treasury shares acquired under this buy-back

program to meet the Company's obligations under

free share plans (see note 5.2.2) and recorded

against equity as disclosed in section 4.2.2 in

compliance with IFRS.

8.2Dividends

Proposed dividend in respect of Fiscal 2024

At the annual General Meeting convened to approve the Pluxee financial statements for the year ended

August 31, 2024, the shareholders will be asked to approve a dividend of 0.35 euro per ordinary share,

representing a total payout of 51 million based on the number of outstanding ordinary shares (excluding treasury

shares) as of August 31, 2024. Subject to approval by the Shareholders' Meeting, this dividend will be granted

during the first half of Fiscal 2025.

8.3Policy for managing the Company's capital

The capital management of the Company has

historically been carried out centrally by Sodexo S.A.

Following the Spin-off, Pluxee Group established its

own capital management policy, including the

definition of its dividend policy and the creation of a

Group dividend committee. Consideration with

respect to statutory requirements in relation to

capital structure are determined in line with the

requirements of this policy, whose objectives are to

ensure the Pluxee Company's ability to continue

operating as a going concern, in particular by

maintaining high level of liquid resources, optimizing its

financial structure and allowing shareholders to

benefit from its strong cash flow generation.

In order to maintain or adjust the capital structure,

which consists of equity and net financial debt (as

defined by the Management, consisting of the sum of

borrowings and lease liabilities, minus Cash and cash

equivalents (net of overdraft) and Current financial

assets), the Company may adjust the dividend paid to

shareholders, issue new shares, subscribe or repay

borrowings, or sell assets.

8.4Reconciliation of equity and Net profit

The following table reconciles the equity and the net profit in the Consolidated Financial statements and the

Company Financial statements for Fiscal 2024 and Fiscal 2023:


	Fiscal 2024		Fiscal 2023
(in million euros)	Total equity	Net profit for the year	Total equity	Net profit for the year
Consolidated Financial Statements	353	139	47	83
(-) Subsidiaries contribution to Consolidated Financial Statements⁽¹⁾	884	178	662	88
(+) Dividends received from Pluxee International SAS	—	150	—	—
(+) Investment in subsidiary elimination⁽²⁾	699	—	610	—
Company Financial statements	169	112	(5)	(5)

(1)These amounts reflect the net asset / net profit of the subsidiaries in the consolidated financial statements.

(2)Refer to note 3.


		Fiscal 2024 annual report		165


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Note 9Financial risk management objectives and policy

Pluxee's financial policies and procedures are

designed to prevent speculative positions. Under

these policies and procedures, foreign exchange risk

on loans to subsidiaries must be hedged, which is

aligned with Sodexo's policies and procedures

applied by the Group until the Spin-off.

Given the significant cash and cash equivalents held

at floating rates, the Group may decide to swap its

gross financial debt to floating rates in order to create

a natural hedge, optimizing its risk management

strategy (while Sodexo's policies and procedures in

force until the Spin-off stipulated that substantially all

borrowings must be at fixed interest rates, or

converted to fixed rate using hedging instruments).

9.1 Exposure to interest rate risk

Interest rate risk is the risk that the fair value or

future cash flows of a financial instrument will

fluctuate due to changes in market interest rates. As

of August 31, 2024, and as of August 31, 2023, the

Company's financial assets were primarily held at

floating interest rates. This exposed the Group to

potential volatility in its cash flows, as increases or

decreases in market interest rates could directly

impact the income generated from these assets.

Conversely, Pluxee's Gross Financial debts at these

dates were at fixed rates, meaning fluctuations in

interest rates did not affect the Group's cost of debt

(Financial income and expenses).

9.2Exposure to liquidity risk

Although the Company has a demonstrated capacity

to generate significant levels of free cash flow, its

ability to repay its liabilities will depend on its future

operating performance and could be affected by

other factors (economic environment, conditions in

the debt market, compliance with legislation,

regulatory changes, etc.).

The Company was integrated into the liquidity

management system of Sodexo Group until the Spin-

off. Since then, Pluxee N.V. has established its own

liquidity management policy, which includes notably

setting up a revolving credit facility.

The primary objectives of liquidity management

consist of meeting the continuing funding

requirements of Pluxee's global operations with cash

generated by such operations. External financing is

largely centralized by the Company. The financing

requirements of the Company are determined

through short- and medium-term liquidity planning,

with centralized controls over funding decisions on a

forward-looking basis in accordance with projected

liquidity requirements or surplus. The Company's cash

flow forecasts take into consideration growth

assumptions, potential stress factors and financial

contingencies. Pluxee maintains a strict policy for

managing and investing cash surpluses, with a focus

on preserving capital and ensuring limited risk of loss

at maturity. Cash is pooled in local currencies, and

investments outside the Group are made with capital

protection in mind. The Company also employs robust

daily cash flow reporting to ensure optimal liquidity

management and transparency across its operations.

The nature and maturity of the Company's borrowings

and payables as of August 31, 2024 and as of

August 31, 2023 are described in detail in note 4 and

in note 5.3.2.

9.3Exposure to counterparty risk

The Company's exposure to counterparty risk is

limited to the carrying amount of financial assets,

Trade receivables and Cash and cash equivalents.

Policies and procedures are in place to manage and

spread counterparty risk.

The Company's counterparty risk is mainly

concentrated in Pluxee group entities. The Company

considers the counterparty risk associated with

these Group entities as minimal, taking into account

their solvency and liquidity. The Company has

implemented regular reporting to monitor the risk

distribution among counterparties and assess their

credit quality. Based on the assessment of the credit

risk associated with the respective Group entities,

expected credit losses for the loans to and

receivables from these Group entities have been

recognized at nil.


166		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

Note 10Other information

10.1Subsequent events

The Company obtained bank approval on October 2, 2024 to extend the original maturity of the 650 million euro

revolving credit facility by an additional year, which now matures in October 2029.

10.2 Off-balance sheet commitments and contingencies

As the head of the French tax unit, the Company is jointly and severally liable for the obligations of the tax unit.

Other off-balance sheet commitments given or contracted by the Company during Fiscal 2024 and Fiscal 2023

are not material.

10.3 Related party transactions

Related party relationships exist between the Company, its main shareholder, its subsidiaries and key

management personnel.

10.3.1Transactions with subsidiaries

The following section is a summary of transactions with subsidiary companies during the period and balances at

the end of the period:

Balance sheet

Due to/due from balances as at balance sheet date with subsidiaries in the statement of financial position

consisted of:


(in million euros)	August 31, 2024	August 31, 2023
Assets
Non-current financial assets	277	610
Trade receivables	10	—
Income tax receivable	5	—
Current financial assets	288	—
Liabilities
Short-term borrowings	—	610

Details of investments in direct subsidiaries are disclosed in note 3.

Income statement

Income and expenses with subsidiaries in the income statement consisted of:


(in million euros)	Fiscal 2024	Fiscal 2023
Management fees	5	—
Financial income and expenses	164	—

Management fees consist of services rendered to Pluxee International S.A.S. These transactions are

conducted at arm's length.

Financial income and expenses are mainly comprised of dividends received from Pluxee International SAS (150

million euros) and interest on the loans granted Pluxee International SAS (12 million euros).

10.3.2Key management personnel compensation

Key management personnel includes members of the Board of Directors and members of the Executive

committee.

See Fiscal 2024 Consolidated Financial Statements, note 14.3.3 for further details on Key management

personnel compensation.


		Fiscal 2024 annual report		167


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

10.3.3Board of Directors compensation

This note discloses the details of the remuneration of

the Board of Directors. The current members of the

Board of Directors have been in function since

January 31, 2024. Prior to this, the Company had a

single Director, Mr. Marc Rolland, who did not receive

any remuneration from the Company.

Remuneration cost

The table below shows, by type, the compensation to

the Company's Directors as recognized in the

Company income statement. Expenses related to

Didier Michaud-Daniel are included in the Employee

Benefits expenses while the expenses related to the

other Directors are included in External costs (refer

to note 5.2).


(in euros)	Short-term benefits	Annual incentives⁽¹⁾	Social-security charges	Total Fiscal 2024
Didier Michaud-Daniel	251,777	62,944	142,797	457,518
Sophie Bellon	49,333	—	9,867	59,200
Nathalie Bellon-Szabo	43,667	—	8,733	52,400
François-Xavier Bellon	43,667	—	8,733	52,400
Guillaume Boutin	72,833	—	—	72,833
Bénédicte Chrétien	56,792	—	11,358	68,150
Arnaud Loiseau	43,667	—	—	43,667
Michel-Alain Proch	63,917	—	—	63,917
Bénédicte de Raphélis Soissan	49,333	—	9,867	59,200
Laszlo Szabo	49,333	—	9,867	59,200
Total	724,319	62,944	201,222	988,485

(1)Annual incentives relate to a bonus that is conditioned upon the achievement of targets in Fiscal 2024 and will be paid in Fiscal

2025.

None of the Directors were employed by the

Company.

Didier Michaud-Daniel's remuneration costs relate to

the amounts recharged by Bellon S.A. since January

31, 2024, corresponding to the projected 12-month

remuneration costs prorated over the same period in

Fiscal 2024. The annual incentive for fiscal year 2024

will be approved and paid in Fiscal 2025. Any variance

between projected and actual costs will be subject to

adjustment in the following fiscal year by Bellon S.A.

With regard to other Directors, their remuneration

costs consisted of Director fees for the period from

January 31, 2024 to August 31, 2024. The fees paid to

French tax residents were subject to a 20% company

social security levy.

No restricted shares were granted to Directors.

Remuneration paid

The table below shows, by type, the compensation actually paid to the Company's directors in Fiscal 2024:


(in euros)	Short-term benefits	Annual incentives	Social-security charges	Total Fiscal 2024
Didier Michaud-Daniel	233,056	—	114,827	347,883
Sophie Bellon	—	—	—	—
Nathalie Bellon-Szabo	—	—	—	—
François-Xavier Bellon	—	—	—	—
Guillaume Boutin	—	—	—	—
Bénédicte Chrétien	—	—	—	—
Arnaud Loiseau	—	—	—	—
Michel-Alain Proch	—	—	—	—
Bénédicte de Raphélis Soissan	—	—	—	—
Laszlo Szabo	—	—	—	—
Total	233,056	—	114,827	347,883

Didier Michaud-Daniel received a salary from Bellon S.A. from January 31, 2024.

Regarding other Directors, the payment of Director fees occurred in the beginning of Fiscal 2025.


168		Fiscal 2024 annual report


	Financial statements
	Company financial statements for Fiscal 2024 (August 31, 2024)

10.3.4Transactions with other related parties

Transactions between the Company and its other related parties consist mainly of interest paid to Sodexo S.A.

(see note 4.4.1) and remuneration costs recharged by Bellon S.A. See Fiscal 2024 Consolidated Financial

Statements, note 14.3 for the details on related party information.

10.4Auditors' fees

See Fiscal 2024 Consolidated Financial Statements, note 14.6 for further details of the auditors' fees.

Issy-les-Moulineaux, October 30, 2024

On behalf of Pluxee N.V.

• Didier Michaud-Daniel, Executive Chair

• Sophie Bellon, Director

• Nathalie Bellon-Szabo, Director

• François-Xavier Bellon, Director

• Guillaume Boutin, Lead Director

• Bénédicte Chrétien, Director

• Arnaud Loiseau, Director

• Michel-Alain Proch, Director

• Bénédicte de Raphélis Soissan, Director

• Laszlo Szabo, Director


		Fiscal 2024 annual report		169


	Financial statements
	Independent auditor's report

4.3Independent auditor's report

To: the general meeting and the board of directors of Pluxee N.V.

Report on the audit of the financial statements Fiscal 2024

Our opinion

In our opinion, the financial statements of Pluxee N.V. ('the company') give a true and fair view of the financial

position of the Company and the Group (the company together with its subsidiaries) as at 31 August 2024, and

of its result and its cash flows for the year then ended in accordance with International Financial Reporting

Standards as adopted in the European Union ('EU-IFRS') and with Part 9 of Book 2 of the Dutch Civil Code.

What we have audited

We have audited the accompanying financial statements Fiscal 2024 of Pluxee N.V., Amsterdam – the

Netherlands. The financial statements comprise the consolidated financial statements of the Group and the

company financial statements.

The financial statements comprise:

• the consolidated and company statement of financial position as at 31 August 2024;

• the following statements for Fiscal 2024: the consolidated income statement, the consolidated and company

statement of comprehensive income, the consolidated and company cash flow statement and the

consolidated and company statement of changes in equity;

• the notes to the financial statements, including material accounting policy information and other explanatory

information.

The financial reporting framework applied in the preparation of the financial statements is EU-IFRS and the

relevant provisions of Part 9 of Book 2 of the Dutch Civil Code.

The basis for our opinion

We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. We have

further described our responsibilities under those standards in the section 'Our responsibilities for the audit of

the financial statements' of our report.

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

opinion.

Independence

We are independent of Pluxee N.V. in accordance with the European Union Regulation on specific requirements

regarding statutory audit of public-interest entities, the 'Wet toezicht accountantsorganisaties' (Wta, Audit firms

supervision act), the 'Verordening inzake de onafhankelijkheid van accountants bij assuranceopdrachten' (ViO,

Code of Ethics for Professional Accountants, a regulation with respect to independence) and other relevant

independence regulations in the Netherlands. Furthermore, we have complied with the 'Verordening gedrags- en

beroepsregels accountants' (VGBA, Dutch Code of Ethics).

Our audit approach

We designed our audit procedures with respect to the key audit matters, fraud and going concern, and the

matters resulting from that, in the context of our audit of the financial statements as a whole and in forming our

opinion thereon. The information in support of our opinion, such as our findings and observations related to

individual key audit matters, the audit approach fraud risk and the audit approach going concern was addressed

in this context, and we do not provide separate opinions or conclusions on these matters.


170		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report

Overview and context

Pluxee N.V. is a global leader in Employee Benefits and Engagement solutions. Through a tech-enabled Employee

Benefits and Engagement platform operating in a digital ecosystem, the Group delivers a suite of digital and

employee benefits solutions in 29 countries to help employees feel engaged, motivated, financially supported,

and cared for. The Group is comprised of several components and therefore we considered our group audit

scope and approach as set out in the section 'The scope of our group audit'.

The financial year 2024 was the first year for Pluxee N.V. to operate on a stand-alone basis, after the spin-off

from Sodexo at the end of the previous financial year. On 1 February 2024, Pluxee N.V.'s ordinary shares were

admitted to listing on Euronext Paris. In March 2024, Pluxee N.V. issued bonds for an aggregate amount of 1.1

billion euros. Cash flows received from the bond issue were used to repay the bridge loan, repay the Sodexo

vendor loan and to finalize the re-financing. During fiscal year 2024 Pluxee N.V. has been focussing on developing

the existing business and on continuing to grow both organically as well as through acquisitions.

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the

financial statements. In particular, we considered where the board of directors made important judgements, for

example, in respect of significant accounting estimates that involved making assumptions and considering

future events that are inherently uncertain. In these considerations, we paid attention to, amongst others, the

assumptions underlying the physical and transition risk related to climate change. In paragraph 2.3 of the

financial statements the company elaborates on critical accounting estimates, judgments and assumptions.

This paragraph also includes the board of directors' assessment of the effects of climate change, which the

company concludes to be not material.

We ensured that the audit teams at both group and component level included the appropriate skills and

competences which are needed for the audit of Pluxee N.V. We therefore included experts and specialists in the

areas of amongst others IT and valuation in our team.

The outline of our audit approach was as follows:


	Materiality Overall materiality: € 14.000.000
	Audit scope • We conducted audit work in 11 locations. We paid particular attention to the strategic partnership with Santander in Brazil which was completed in June 2024. • Site visit was conducted to one country – Pluxee Beneficios Brasil S.A. • Audit coverage: 75% of consolidated revenue, 74% of consolidated total assets and 79% of consolidated profit before tax.
	Key audit matters • Measurement of the recoverable amount of goodwill • Revenue recognition • Presentation of recurring operating profit in the consolidated income statement

First-year audit consideration

After our appointment as the Company's auditors, we developed and executed a comprehensive transition plan.

As part of this transition plan, we carried out a process of understanding the strategy of the Group, its business,

its internal control environment and IT systems. We examined where and how this affected the Company's and

the Group's financial statements and internal control framework. Additionally, we read the prior year financial

statements, we reviewed the predecessor auditor's files and discussed and evaluated the outcome of the audit

procedures included therein. Based on these procedures, amongst others, we obtained sufficient and

appropriate audit evidence regarding the opening balances. Furthermore, we prepared our risk assessment, our

audit strategy and our audit plan for the year 2024, which we discussed with the board of directors and audit

committee.


		Fiscal 2024 annual report		171


	Financial statements
	Independent auditor's report

Materiality

The scope of our audit was influenced by the application of materiality, which is further explained in the section

'Our responsibilities for the audit of the financial statements'.

Based on our professional judgement we determined certain quantitative thresholds for materiality, including

the overall materiality for the financial statements as a whole as set out in the table below. These, together with

qualitative considerations, helped us to determine the nature, timing and extent of our audit procedures on the

individual financial statement line items and disclosures and to evaluate the effect of identified misstatements,

both individually and in aggregate, on the financial statements as a whole and on our opinion.


Overall group materiality	€ 14.000.000
Basis for determining materiality	We used our professional judgement to determine overall materiality. As a basis for our judgement, we used 5% of recurring profit before tax (profit before tax which is normalised for spin-off and rebranding costs and legal costs relating to the French competition authority case).
Rationale for benchmark applied	We used recurring profit before tax as the primary benchmark, a generally accepted auditing practice, based on our analysis of the common information needs of the users of the financial statements. On this basis, we believe that recurring profit before tax is the most relevant metric for the financial performance of the company.
Component materiality	Based on our judgement, we allocate materiality to each component in our audit scope that is less than our overall group materiality. The range of materiality allocated across components was between € 2,500,000 and € 14,000,000. Where applicable components were audited with a local statutory audit materiality that was also less than the materiality we allocated to them for group reporting purposes

We also take misstatements and/or possible misstatements into account that, in our judgement, are material for

qualitative reasons.

We agreed with the board of directors that we would report to them any misstatement identified during our

audit above €1.400.000 as well as misstatements below that amount that, in our view, warranted reporting for

qualitative reasons.

The scope of our group audit

Pluxee N.V. is the parent company of a group of entities. The financial information of this group is included in the

consolidated financial statements of Pluxee N.V.

We tailored the scope of our audit to ensure that we, in aggregate, performed sufficient work on the financial

statements to enable us to provide an opinion on the financial statements as a whole, taking into account the

management structure of the Group, the nature of operations of its components, the accounting processes and

controls, and the markets in which the components of the Group operate. In establishing the overall group audit

strategy and plan, we determined the type of work required to be performed at component level by the group

engagement team and by each component auditor.

We included 11 components in our audit for which audit procedures have been performed. Two of these

components are considered significant components given that they are individually financially significant to the

Group. Next to Pluxee N.V. this is Pluxee Beneficios Brasil S.A. With the 11 components included in our audit

procedures we achieve appropriate coverage on financial line items in the consolidated financial statements.

In total, in performing these procedures, we achieved the following coverage on the financial line items:


Revenue	75%
Total assets	74%
Profit before tax	79%

None of the remaining components represented more than 4% of total group revenue and total group assets.

For those remaining components we performed, among other things, analytical procedures to corroborate our

assessment that there were no significant risks of material misstatements within those components.

The group engagement team performed the audit work for Pluxee N.V. standalone. All other components were

audited by component auditors who are familiar with the local laws and regulations to perform the audit work.

Where component auditors performed the work, we determined the level of involvement we needed to have in

their work to be able to conclude whether we had obtained sufficient and appropriate audit evidence as a basis

for our opinion on the consolidated financial statements as a whole.


172		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report

We issued instructions to the component audit teams in our audit scope. These instructions included amongst

others our risk analysis, materiality and the scope of the work. We explained to the component audit teams the

structure of the Group, the main developments that were relevant for the component auditors, the risks

identified, the materiality levels to be applied and our global audit approach. We had individual calls with each of

the in-scope component audit teams both during the year and upon conclusion of their work. During these calls,

we discussed the significant accounting and audit issues identified by the component auditors, their reports,

the findings of their procedures and other matters, that could be of relevance for the consolidated financial

statements.

The group engagement team visits the component teams and local management on a rotational basis. In the

current year, the group audit team visited the Brazilian component given the financially significant importance of

this component and the acquisition which took place during financial year 2024. For this location we reviewed

selected working papers of the respective component auditor. For component Pluxee Odul Danismanlik

Hizmetteri AS (Türkiye) the group engagement team reviewed selected working papers as well. We selected this

component given the fact that this entity is audited by a non-PwC component auditor.

The group engagement team performed the audit work on the group consolidation, financial statement

disclosures and a number of more complex items at the head office. These notably included the valuation of

goodwill and share-based payments.

By performing the procedures outlined above at the components, combined with additional procedures

exercised at group level, we have been able to obtain sufficient and appropriate audit evidence on the Group's

financial information, to provide a basis for our opinion on the financial statements.

Audit approach fraud risks

We identified and assessed the risks of material misstatements of the financial statements due to fraud. During

our audit we obtained an understanding of Pluxee N.V. and its environment and the components of the internal

control system. This included the board of directors' risk assessment process, the board of directors' process

for responding to the risks of fraud and monitoring the internal control system and how the board of directors

exercised oversight, as well as the outcomes. We refer to section 6 Risks and risk management in the Annual

Report for their risk assessment including the risk of fraud.

We evaluated the design and relevant aspects of the internal control system with respect to the risks of

material misstatements due to fraud, and particularly the fraud risk assessment, as well as the code of conduct

and whistleblower procedures. incident registration and investigation protocols, among other things. We

evaluated the design and the implementation and, where considered appropriate, tested the operating

effectiveness of internal controls designed to mitigate fraud risks.

We asked members of the board of directors as well as the internal audit department and legal affairs whether

they are aware of any actual or suspected fraud. This did not result in signals of actual or suspected fraud that

may lead to a material misstatement.

As part of our process of identifying fraud risks, we evaluated, in close co-operation with our forensic specialists,

fraud risk factors with respect to financial reporting fraud, misappropriation of assets and bribery and

corruption. We evaluated whether these factors indicate that a risk of material misstatement due to fraud is

present.


		Fiscal 2024 annual report		173


	Financial statements
	Independent auditor's report

We identified the following fraud risks and performed the following specific procedures:


Identified fraud risks	Our audit work and observations
Fraud risk 1 – Management override of controls Management is in a unique position to perpetrate fraud because of management's ability to manipulate accounting records and prepare fraudulent financial statements by overriding controls that otherwise appear to be operating effectively. That is why, in all our audits, we pay attention to the risk of management override of controls in: • the appropriateness of journal entries and other adjustments made in the preparation of the financial statements; • estimates; and • significant transactions, if any, outside the normal course of business for the entity. Management receives bonuses, of which the size partly depends on the financial results achieved. In this context, management has been given specific targets for growth in turnover and results. Management has incentive to overperform budgets which were communicated to the shareholders. This could lead to pressure on management to override the controls in place to manipulate figures for favourable financial results, including overstating revenue.	Where relevant to our audit, we evaluated the design and implementation of the internal control system in the processes of generating and processing journal entries, consolidation entries and making estimates. We also paid specific attention to the access safeguards in the IT system and the possibility that these lead to violations of the segregation of duties. We performed our audit procedures primarily substantive based. We selected journal entries based on risk criteria and conducted specific audit procedures for these entries. These procedures include, amongst others, inspection of the entries through reconciliation to source documentation. We performed substantive audit procedures on significant transactions outside the normal course of business. Especially regarding the acquisition of the Employee Benefit activity in Brazil (BEN) and partnership concluded with Santander in Brazil. We also performed specific audit procedures related to important estimates of management. We specifically paid attention to the inherent risk of bias (increasing profitability) of management in estimates. Our audit procedures did not lead to specific indications of fraud or suspicions of fraud with respect to management override of controls
Fraud risk 2 – Fraud in revenue recognition – fictitious revenues via manually recorded revenue transactions (existence/occurrence) As part of our risk assessment and based on the presumption that there are risks of fraud in revenue recognition, we evaluated for which types of revenue a fraud risk is applicable. Management receives bonuses, of which the size partly depends on the financial results achieved. In this context, management has been given specific targets for growth in turnover and results. Management has incentive to overperform budgets which were communicated to the shareholders. This could lead to pressure on management to overstate revenue by recording fictitious turnover. The revenue transactions recorded within the Pluxee group are low individual amounts. Given these characteristics, we assess the risk of fraud in revenue recognition leading to a material misstatement to be low on a transactional level. We consider the risk of fraud in revenue recognition to relate to manual journal entries posted that increase revenue.	Where relevant to our audit, we evaluated the design and implementation of the internal control system in the processes related to revenue reporting. We performed our audit procedures primarily substantive based. Also refer to the key audit matter relating to revenue recognition in this audit opinion. We selected potential notable revenue journal entries based on risk criteria and conducted specific audit procedures for these entries. These procedures include, amongst others, inspection of the entries through reconciliation to source documentation. Our audit procedures did not lead to specific indications of fraud or suspicions of fraud with respect to the existence/occurrence of the revenue reporting.

We incorporated an element of unpredictability in our audit. During the audit, we remained alert to indications of

fraud. Furthermore, we considered the outcome of our other audit procedures and evaluated whether any

findings were indicative of fraud or non-compliance with laws and regulations.


174		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report

Audit approach going concern

The board of directors prepared the financial statements on the assumption that the entity is a going concern

and that it will continue all its operations for at least 12 months from the date of preparation of the financial

statements.

Our procedures to evaluate the board of directors' going-concern assessment included, amongst others:

• considering whether the board of directors identified events or conditions that may cast significant doubt on

the entity's ability to continue as a going concern (hereafter: going concern risks);

• considering whether the board of directors' going concern assessment included all relevant information of

which we were aware as a result of our audit and inquiring with the board of directors regarding the board of

directors' most important assumptions underlying its going concern assessment.

• evaluating the board of directors' current budget including cash flows for at least 12 months from the date of

preparation of the financial statements taken into account current developments in the industry and all

relevant information of which we were aware as a result of our audit;

• analysing whether the current and the required financing has been secured to enable the continuation of the

entirety of the entity's operations, including compliance with relevant covenants.

Based on our procedures performed, we concluded that the board of directors' use of the going concern basis

of accounting is appropriate, and based on the audit evidence obtained, that no material uncertainty exists

related to events or conditions that may cast significant doubt on the entity's ability to continue as a going

concern.


		Fiscal 2024 annual report		175


	Financial statements
	Independent auditor's report

Key audit matters

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

the financial statements. We have communicated the key audit matters to the board of directors. The key audit

matters are not a comprehensive reflection of all matters identified by our audit and that we discussed. In this

section, we described the key audit matters and included a summary of the audit procedures we performed on

those matters.


Key audit matter	Our audit work and observations
Measurement of the recoverable amount of goodwill Note 7.1 Goodwill and note 7.3 Impairment of non- current assets As at 31 August 2024, the goodwill balance amounted to € 670 million representing a material item in the consolidated balance sheet of Pluxee N.V. Pluxee management prepared the impairment assessment in the last quarter of the fiscal year in which the carrying amount of the cash-generating unit is compared with the recoverable amount. As stated in notes 7.1 Goodwill and 7.3 Impairment of non- current assets to the consolidated balance sheet, in accordance with the provisions of IAS 36 “Impairment of assets”, the new establishment of Pluxee as a stand-alone company in financial year 2024 led Pluxee N.V. to assess the appropriate level at which the goodwill impairment tests are carried out. Consequently, for the Pluxee activities goodwill was measured at the level of the individual countries. As stated in paragraph 7.3 Impairment of non-current assets to the notes to the consolidated statements, an impairment loss is recognized in the income statement when the carrying amount of an asset or CGU or group of CGUs is greater than its recoverable amount. The recoverable amount is the higher of fair value (less selling costs corresponding to the amount for which Pluxee N.V. could sell the asset) and its value in use. It is usually determined based on the calculation of discounted future cash flows and requires significant judgment from Pluxee management. Main assumptions within the impairment model are projected cashflows (generally for five years), the discount rate and long-term growth rate. We deemed the measurement of the recoverable amount of goodwill to be a key audit matter, due to the importance of this asset in the consolidated balance sheet and the inherent uncertainty of certain inputs used, in particular the likelihood of achieving forecast results and the long- term growth rate included in such measurement.	We obtained understanding and performed a critical review of the methods applied by management to determine the recoverable amount of goodwill. Our work consisted amongst other of: • Reviewing the methodology used to perform the impairment tests and assessing compliance with IAS 36. • Assessing the methodology used to allocate goodwill performed during the financial year ended 31 August 2024 (the first financial year of Pluxee N.V.). • Verifying the mathematical accuracy of the model used to calculate values in use. • Reconciling the elements comprising the net carrying amount of the assets used for the impairment test with the financial statements. • Assessing Pluxee management's assumptions underlying the projected cash flows through inquiry of group management and assessing its budgeting process. • Assessing with the support of our valuation experts, the reasonableness of the discount rates applied to the projected cash flows as well as the perpetual growth rates used. • Assessing the sensitivity analyses of values in use to changes in the main assumptions used by Pluxee management. • Evaluating the appropriateness of the information disclosed in note 7.1 to the consolidated balance sheet. After completing our fieldwork, we evaluated our procedures and the outcome for this estimate as well as for other estimates and discussed within the team whether there were indications of management bias in preparing the estimates. We found no such indications.


176		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report


Key audit matter	Our audit work and observations
Revenue recognition Note 5.1 Segment information and revenues information Revenues reported by Pluxee mainly include commissions received from clients and affiliated merchants, financial income from the investment of cash generated by its activities ('i.e. float revenue') and unreimbursed cards, digital solutions, paper vouchers and other products. Revenue is recognized based on the provisions of IFRS 15 and are disclosed in note 5.1 to the consolidated financial statements. • Commissions received from clients are recognized when the cards are credited or when the digitally delivered services or paper vouchers are issued and sent to the client. • Commissions received from affiliated merchants are recognized when the cards are used or when the digitally delivered services or paper vouchers are redeemed. • Revenue from unreimbursed cards, digitally delivered services and paper vouchers are recognized based on their expiration date and the deadline for presentation for reimbursement by the affiliated merchants • Float revenue is recognized in accordance with IFRS 9 "Financial instruments" and corresponds primarily to interest on financial assets Pluxee operates in numerous countries where specific regulations related to Employee Benefits apply. This element in combination with the variety in revenue streams and the risk to overstate revenues in its first year as a stand-alone listed company, have led to us focusing a significant part of our audit efforts on verifying the existence and occurrence of the revenue recognized in the financial statements. Accordingly, we deemed the audit of revenue recognition as a key audit matter.	In order to identify and gain an understanding of the various revenue streams, the related regulations applicable in countries in which Pluxee operates and the processes implemented, we made inquiries in France and abroad with the relevant persons in charge. Our procedures primarily consisted of: • Evaluation of the design and implementation of controls around revenues that we considered the most relevant in determining the appropriate timing of revenue recognition. • Assessing through sample testing whether revenue was appropriately recognized in line with IFRS 15 for the customer and merchant commissions, based on underlying contracts, transaction data of vouchers and cards issued/redeemed, payments received from customers and amounts paid to merchants. • Obtaining for a sample of clients/merchants confirmations of amounts receivable or payable by Pluxee. • Assessing on a sample testing basis the adequacy of the cut-off of revenues based on underlying contracts, transaction data of vouchers and cards and their date of issuing/redemption. • For the 'unreimbursed cards part of revenue we have assessed on a sample basis whether the revenue has been adequately recognized based on contractual agreements, transaction data relating to cards and vouchers issued and relevant local (fiscal) regulations. • For the float revenue we have tested on a sample basis whether the revenue has been recognized in line with IFRS 9 based on contracts, bank statements and confirmations of financial institutions. • Inquiring management involved in the financial reporting process whether there have been any instances of overrides of controls through recording of journal entries or other adjustments. • Analysing manual revenue journal entries by assessing its nature and corroborating them with underlying documentation. • We assessed the appropriateness of disclosures in note 5.1 to the consolidated financial statements. Based on our audit procedures performed, we found the revenue recognition to be supported by sufficient audit evidence. In addition, we consider the related disclosures in note 5.1 to be adequate.


		Fiscal 2024 annual report		177


	Financial statements
	Independent auditor's report


Key audit matter	Our audit work and observations
Presentation of recurring operating profit in the consolidated income statement Note 5 Segment information, revenues and other operating items In the consolidated income statement Pluxee N.V. makes a distinction between "Recurring operating profit" and "Operating profit". In Note 5 "Segment information, revenues and other operating items", Pluxee discloses the following: • To provide more insight to the users of the financial statements, the consolidated income statement includes the line item 'Recurring operating profit' (Recurring EBIT). This line item is an alternative performance measure. The line item 'Other operating income and expenses', which includes the non-recurring items, are deducted from "Recurring operating profit (Recurring EBIT)" in order to calculate the "Operating profit (EBIT)". • Management considers that this intermediate aggregate provides useful information to the users of the financial statements to better understand the Group's recurring past operating performance. • The elements that are included in the Other operating income and expenses are the following: ◦ gains and losses arising from changes in the scope of consolidation; ◦ restructuring and rationalization costs; ◦ acquisition related costs incurred as part of a business combination; ◦ goodwill impairment; ◦ material impairments triggered by unusual events and; ◦ other unusual or non-recurring items representing material amounts (such as Spin-off costs). • The current presentation of the recurring operating profit and the elements included in Other operating income and expenses has been consistently applied compared to the combined financial statements as included in the listing prospectus that has been dated 10 January 2024. In note 5.2.2 Other operating income and expenses, the amounts of Other income and expenses per category are disclosed for Fiscal 2024 and 2023. We considered the presentation of recurring operating profit in the consolidated income statement be a key audit matter, given that an intermediate aggregate is included additional to the provisions of IAS1, it is not common in the Dutch reporting environment to include such a intermediate aggregate and the judgment that is to be applied in the elements presented as Other operating income and expenses.	Our procedures primarily consisted of: • Evaluation of the design and implementation of controls around the classification of income and expenses as non-recurring Other income and expenses. • Assessing on a sample basis the adequacy of costs and income recognized and their classification as non-recurring Other income and expenses. • We assessed whether the presentation and the classification of Other income and costs has been consistently applied compared to the audited combined financial statements of the company for Fiscal 2023. • We assessed the financial statements of the former parent company Sodexo S.A. as well as the main competitor for consistency of reporting the distinction between recurring and non-recurring operating profit. • We assessed documentation received on the process of drawing up the prospectus for the company’s listing and interaction with the regulator. • We assessed the consistency of the presentation and disclosure between the combined financial statements as included in the listing prospectus dated on 10 January 2024 and the financial statements Fiscal 2024. Based on our audit procedures performed, we found the presentation of Recurring operating profit and classification of the Other income and expenses to be supported by sufficient audit evidence. In addition, we consider the related disclosures in note 5 are adequate.

Unaudited corresponding figures

We have not audited the financial statements Fiscal 2023. Consequently, we have not audited the

corresponding figures included in the consolidated and company income statement, the consolidated and

company statements of comprehensive income, changes in equity and cash flows and the related notes.


178		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report

Report on the other information included in the annual report

The annual report contains other information. This includes all information in the annual report in addition to the

financial statements and our auditor's report thereon.

Based on the procedures performed as set out below, we conclude that the other information:

• is consistent with the financial statements and does not contain material misstatements; and

• contains all the information regarding the directors' report and the other information that is required by Part 9

of Book 2 and regarding the remuneration report required by the sections 2:135b and 2:145 subsection 2 of

the Dutch Civil Code.

We have read the other information. Based on our knowledge and the understanding obtained in our audit of the

financial statements or otherwise, we have considered whether the other information contains material

misstatements.

By performing our procedures, we comply with the requirements of Part 9 of Book 2 and section 2:135b

subsection 7 of the Dutch Civil Code and the Dutch Standard 720. The scope of such procedures was

substantially less than the scope of those procedures performed in our audit of the financial statements.

The board of directors is responsible for the preparation of the other information, including the directors' report

and the other information in accordance with Part 9 of Book 2 of the Dutch Civil Code. The board of directors

are responsible for ensuring that the remuneration report is drawn up and published in accordance with

sections 2:135b and 2:145 subsection 2 of the Dutch Civil Code.

Report on other legal and regulatory requirements and ESEF

Our appointment

We were appointed as auditors of Pluxee N.V. on 31 January 2024 by the general meeting of the company. Our

appointment will be renewed annually by the shareholders if applicable and now represents a total period of

uninterrupted engagement of 1 year.

European Single Electronic Format (ESEF)

Pluxee N.V. has prepared the annual report in ESEF. The requirements for this are set out in the Delegated

Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single

electronic reporting format (hereinafter: the RTS on ESEF).

In our opinion, the annual report prepared in XHTML format, including the marked-up consolidated financial

statements, as included in the reporting package by Pluxee N.V., complies in all material respects with the RTS on

ESEF.

The board of directors is responsible for preparing the annual report, including the financial statements in

accordance with the RTS on ESEF, whereby the board of directors combines the various components into a

single reporting package.

Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting

package complies with the RTS on ESEF.

We performed our examination in accordance with Dutch law, including Dutch Standard 3950N

'Assuranceopdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal

verantwoordingsdocument' (assurance engagements relating to compliance with criteria for digital reporting).

Our examination included amongst others:

• Obtaining an understanding of the entity's financial reporting process, including the preparation of the

reporting package.

• Identifying and assessing the risks that the annual report does not comply in all material respects with the

RTS on ESEF and designing and performing further assurance procedures responsive to those risks to

provide a basis for our opinion, including:

◦ obtaining the reporting package and performing validations to determine whether the reporting package containing

the Inline XBRL instance document and the XBRL extension taxonomy files have been prepared in accordance

with the technical specifications as included in the RTS on ESEF;

◦ examining the information related to the consolidated financial statements in the reporting package to determine

whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF.


		Fiscal 2024 annual report		179


	Financial statements
	Independent auditor's report

No prohibited non-audit services

To the best of our knowledge and belief, we have not provided prohibited non-audit services as referred to in

article 5(1) of the European Regulation on specific requirements regarding statutory audit of public-interest

entities.

Responsibilities for the financial statements and the audit

Responsibilities of the board of directors for the financial statements

The board of directors is responsible for:

• the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of

Book 2 of the Dutch Civil Code; and for

• such internal control as the board of directors determines is necessary to enable the preparation of the

financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the board of directors is responsible for assessing the company's ability

to continue as a going concern. Based on the financial reporting frameworks mentioned, the board of directors

should prepare the financial statements using the going-concern basis of accounting unless the board of

directors either intends to liquidate the company or to cease operations or has no realistic alternative but to do

so. The board of directors should disclose in the financial statements any event and circumstances that may

cast significant doubt on the company's ability to continue as a going concern.

The board of directors is responsible for overseeing the company's financial reporting process.

Our responsibilities for the audit of the financial statements

Our responsibility is to plan and perform an audit engagement in a manner that allows us to obtain sufficient and

appropriate audit evidence to provide a basis for our opinion. Our objectives are to obtain reasonable

assurance about whether the financial statements as a whole are free from material misstatement, whether due

to fraud or error and to issue an auditor's report that includes our opinion. Reasonable assurance is a high but

not absolute level of assurance, and is not a guarantee that an audit conducted in accordance with the Dutch

Standards on Auditing will always detect a material misstatement when it exists. Misstatements may arise due to

fraud or error. They are considered material if, individually or in the aggregate, they could reasonably be

expected to influence the economic decisions of users taken on the basis of the financial statements.

Materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of

identified misstatements on our opinion.

A more detailed description of our responsibilities is set out in the appendix to our report.

Zwolle, 30 October 2024

PricewaterhouseCoopers Accountants N.V.

F.S. van der Ploeg RA


180		Fiscal 2024 annual report


	Financial statements
	Independent auditor's report

Appendix to our auditor's report on the financial statements Fiscal 2024 of Pluxee N.V.

In addition to what is included in our auditor's report, we have further set out in this appendix our

responsibilities for the audit of the financial statements and explained what an audit involves.

The auditor's responsibilities for the audit of the financial statements

We have exercised professional judgement and have maintained professional scepticism throughout the audit

in accordance with Dutch Standards on Auditing, ethical requirements and independence requirements. Our

audit consisted, among other things of the following:

• Identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud

or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence

that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material

misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion,

forgery, intentional omissions, misrepresentations, or the intentional override of internal control.

• Obtaining an understanding of internal control relevant to the audit in order to design audit procedures that

are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of

the company's internal control.

• Evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates

and related disclosures made by the board of directors.

• Concluding on the appropriateness of the board of directors' use of the going-concern basis of accounting,

and based on the audit evidence obtained, concluding whether a material uncertainty exists related to events

and/or conditions that may cast significant doubt on the company's ability to continue as a going concern. If

we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the

related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion.

Our conclusions are based on the audit evidence obtained up to the date of our auditor's report and are

made in the context of our opinion on the financial statements as a whole. However, future events or

conditions may cause the company to cease to continue as a going concern.

• Evaluating the overall presentation, structure and content of the financial statements, including the

disclosures, and evaluating whether the financial statements represent the underlying transactions and

events in a manner that achieves fair presentation.

Considering our ultimate responsibility for the opinion on the consolidated financial statements, we are

responsible for the direction, supervision and performance of the group audit. In this context, we have

determined the nature and extent of the audit procedures for components of the Group to ensure that we

performed enough work to be able to give an opinion on the financial statements as a whole. Determining factors

are the geographic structure of the Group, the significance and/or risk profile of group entities or activities, the

accounting processes and controls, and the industry in which the Group operates. On this basis, we selected

group entities for which an audit or review of financial information or specific balances was considered

necessary.

We communicate with the board of directors regarding, among other matters, the planned scope and timing of

the audit and significant audit findings, including any significant deficiencies in internal control that we identify

during our audit. In this respect, we also issue an additional report to the audit committee in accordance with

article 11 of the EU Regulation on specific requirements regarding statutory audit of public-interest entities. The

information included in this additional report is consistent with our audit opinion in this auditor's report.

We provide the board of directors with a statement that we have complied with relevant ethical requirements

regarding independence, and to communicate with them all relationships and other matters that may

reasonably be thought to bear on our independence, and where applicable, related actions taken to eliminate

threats or safeguards applied.

From the matters communicated with the board of directors, we determine those matters that were of most

significance in the audit of the financial statements of the current period and are therefore the key audit

matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure

about the matter or when, in extremely rare circumstances, we determine that a matter should not be

communicated in our report because the adverse consequences of doing so would reasonably be expected to

outweigh the public interest benefits of such communication.


		Fiscal 2024 annual report		181


	Financial statements


182		Fiscal 2024 annual report




	Creating sustainable value as a trusted partner for all our stakeholders


		Fiscal 2024 annual report		183


	Sustainability

Sustainability

1 Medal earned for being in the top 35% of companies evaluated by EcoVadis over the past year in the sector titled "Activities of head offices;

management consultancy activities".


184		Fiscal 2024 annual report


	Sustainability
	Pluxee's Sustainability Journey

5.1Pluxee's Sustainability Journey

Pluxee's sustainability foundations precede the

Company's existence as a standalone company. They

were developed over more than a decade when, as

Sodexo BRS, the Pluxee Group was a component of

and contributed to Sodexo's sustainability roadmap.

The Group's sustainability journey has accelerated

over the past five years, as illustrated by the

following highlights:

• in 2020 it established its own ESG targets based

on material topics specific to the Sodexo BRS

business line and activities;

• in 2022 it defined a net-zero trajectory to 2035;

• in 2023:

◦ received validation of the Group's net-zero

target from the Science Based Targets

initiative (SBTi);

◦ joined the United Nations Global Compact.

• in 2024:

◦ earned a Bronze medal from EcoVadis based on

the results of Pluxee's first sustainability

performance assessment as a standalone

company 1,

◦ joined the UN Global Compact's Target Gender

Equality Accelerator program.

In Fiscal 2024 Pluxee also joined the CAC SBT 1.5°

Index, a Euronext index that invests exclusively in

companies within the SBF 120 Index that have

emission reduction targets confirmed to be in line

with the 1.5°C goal of the Paris Agreement.

The Company's sustainability foundations, which are

global in scope, have been recognized at the local

level in several country operations such as

Luxembourg, where Pluxee received the label

Entreprise Responsable, and in Mexico, where the

Group received the Super Empresas para Mujeres

label, among others.

The sustainability heritage and the roadmap Pluxee

has navigated since 2020 provide a solid base on

which to build its strategy and meet its commitments

going forward.

5.1.1Fiscal 2026 Commitments

Pluxee has established an ESG roadmap, aligned with the Company's corporate strategy and focused on four

key pillars:

• act as a trusted partner in everything it does;

• empower individuals;

• uplift local communities;

• minimize its impact on the environment.

Pluxee's Commitments to Fiscal 2026 and beyond




Trusted partner	Individuals	Local communities	Environment
Ethics and Compliance	Gender Balance	Support Merchants	Reach Net-Zero
Maintain >99%	Achieve at least 42%	Achieve €8bn	Achieve 100%
Employees trained in responsible business conduct by Fiscal 2026	Women in leadership positions by Fiscal 2026	Business volume reimbursed benefiting small & medium merchants	Renewable electricity in all Pluxee offices by Fiscal 2025
Fiscal 2024: 99.6%	Fiscal 2024: 39.9%	Fiscal 2024: €6.2bn	Fiscal 2024: 55.7%
~	~	~	~


		Fiscal 2024 annual report		185


	Sustainability
	Pluxee's Sustainability Journey

A trusted partner

As a trusted partner, Pluxee engages its

stakeholders in the Group's value chain to develop

reliable technology and manage data responsibly, as

well as ensuring the highest standards of business

ethics and compliance. This enables the Company to

provide the best user experience across the Pluxee

ecosystem.

The Group has deployed a comprehensive

Responsible Business Conduct training program,

aligned with Pluxee's guiding principles and Ethics

Charter. This program addresses topics such as

harassment, anti-corruption and anti-bribery, data

privacy, conflicts of interest, and fair competition (for

more see section 5.2).

Empower individuals

Pluxee brings to life an inclusive and sustainable

employee experience at work and beyond for its team

members and its clients' employees. The Group believes

that the well-being of its employees contributes to their

professional satisfaction and engagement, motivating

them to remain at Pluxee for the long term. The Company

aims to extend this positive impact toward the

employees of its clients through its suite of Pluxee

benefits (for more see section 5.3).

Uplift local communities

Pluxee contributes to the development of local

communities by generating value for small and

medium-sized (SME) merchants present in its

network. Pluxee products and services lead to growth

in consumer traffic. The Group's support of SME

merchants also enables consumers to benefit from a

more diversified offer in their local areas. Moreover,

through Pluxee's partnerships for community

outreach, the Group participates in the

empowerment of women and young people (for more

see section 5.4).

Minimize impact on the environment

Pluxee is strongly committed to minimizing its

environmental impact. The Group works to reduce the

greenhouse gas (GHG) emissions generated by its

operations, and aims to achieve its net-zero

emissions objective by no later than 2035 (for more

see section 5.5).

5.1.1.1 Governance

Sustainability topics are addressed across the

organization, and are coordinated by the

Sustainability Department, reporting to the Group

General Counsel, a member of Pluxee's Executive

Committee. Sustainability strategy and performance

are overseen by both the Audit Committee and the

Nomination and Remuneration Committee of the

Board of Directors, who review its integration with

the company's strategic imperatives.

Specifically, the Audit Committee periodically

reviews and makes recommendations on the

Company's main sustainability initiatives, their

objectives and disclosures, based on its knowledge of

current and emerging trends as well as stakeholder

views regarding sustainability matters. Furthermore,

the Nomination and Remuneration Committee

periodically reviews and proposes changes in

environmental, social, and governance (ESG)-related

components – namely, specific KPIs – of the

remuneration packages of individual directors, in

support of sustainable long-term value creation and in

observance of the approved Remuneration Policy. All

directors are required to have an understanding of

ESG topics, with the Nomination and Remuneration

Committee identifying and calling for relevant training,

as needed.

Local Sustainability Steering Committees, which

exist in 16 Pluxee countries, are responsible for the

identification of sustainability issues and initiatives in

their respective locations. Resource allocation

decisions related to the implementation of

sustainability initiatives are made by the local

leadership or similar local or regional decision-making

body. Additionally, a network of 90+ sustainability

champions take part in bi-monthly webinars to share

best practices and make progress on Pluxee's

sustainability roadmap.


186		Fiscal 2024 annual report


	Sustainability
	Pluxee's Sustainability Journey

Sustainability Governance

Group

Board of Directors

Audit Committee

Nomination & Remuneration

Committee

• Supervises the quality of

sustainability reporting, reviewing

and making recommendations

regarding the main ESG initiatives

• Frequency: at least quarterly

• Submits proposals to the Board on

ESG components to be included in

remuneration, as well as ESG

training

• Frequency: at least quarterly


	Group Executive Committee
• Validates main ESG-related strategic decisions • Frequency: at least quarterly
		q	p
Group General Counsel and Global Sustainability Team
• Develop vision and targets, coordinate implementation, consolidate reporting, analyze and implement related action plan
	p		pq



Global Sustainability Committee

Global Sustainability Champions

• Identify solutions for progress, implement actions • Frequency: three committee meetings per year at the Group level


	¢	Strategic consultations
	¢	Operating decisions
	¢	Execution



Country Leadership		t
	p

	q		q	q
Local Sustainability Committees		t u	Local Sustainability Champions
			• Report ESG data, analyze and implement progress action plans • Share best practices • Frequency: quarterly

Countries


		Fiscal 2024 annual report		187


	Sustainability
	Pluxee's Sustainability Journey

5.1.1.2 Stakeholder engagement

Pluxee values stakeholder engagement as a way to build trust, include diverse viewpoints, and maximize the

sustainable value the Group is able to co-create with internal and external stakeholders. The Group has

established contacts and touchpoints for each category of Pluxee stakeholders.


Stakeholders	Primary Pluxee contact	Engagement touchpoints
Employees	HR Group HR Business partners	Annual engagement survey Sustainability committees Internal communication, intranet, newsletter Internal events, town hall meetings
Clients	Sales, Marketing, Customer Care and Country Managing Directors	Annual Client global and local surveys Workshops Newsletter "Clients for life" initiative; Fresh Eyes review
Consumers	Local Marketing & Communication teams	Surveys, focus groups Events Mobile App Website, social networks
Merchants	Sales Enablement and Performance Group Local Merchant Department	Surveys Regularly scheduled visits Newsletter, website, Merchant Portal
Suppliers	Procurement Group (country level)	Co-created workshops Carbon measurement training Third-party screenings
Public authorities	Country Managing Directors, Public Affairs (country level)	Third-party expert research Membership in dedicated Councils Meetings Workshops and roundtables
Associations, NGOs	Sustainability Group (country level)	Events Meetings
Media	Group Brand and Communications	Press releases Corporate website Social media
Investors, shareholders	CEO CFO Head of Investor Relations	Publications Website Roadshows Capital Markets Day


188		Fiscal 2024 annual report


	Sustainability
	Pluxee's Sustainability Journey

Pluxee's Stakeholders




Consumers	Clients	Merchants

We promote healthy and conscious lifestyle options to help consumers access responsible consumption behavior easily.	We provide guidance on improving carbon footprints. We also focus on bolstering our own sustainability roadmap to support clients.	We increase recurring traffic and support financial and digital inclusion.




Employees		Underprivileged populations

We foster a strong culture of engagement underpinned by an unwavering commitment to diversity, equity and inclusion for all, to attract and retain talent.		We work with the Stop Hunger Foundation to support fair access to the job market for disadvantaged women and young people through education, small business development, and mentoring.




Planet	Suppliers	Public authorities

We are improving our impact; this is coupled with facilitating easy access to responsible choices for our consumers and merchants.	We provide guidance on improving carbon footprints. We also focus on bolstering our own sustainability roadmap and EVP to support clients.	We contribute to the development of local communities, and we support authorities to help optimize the use of public funds to contribute to a virtuous economy.

Employee Awareness and Engagement Drive

Sustainability Performance

Pluxee employees play a key role in the optimal

implementation of the Group's sustainability priorities

and achievement of its targets. The Company has

established specific cross-functional initiatives to

communicate Pluxee's objectives and to motivate

employees to achieve them. These initiatives include:

• Pluxee Academy: an online training platform for

learning about the Group's sustainability objectives

via open courses, gamified experiences, and

newsletters;

• Awards: to highlight best practices for the

implementation of Pluxee's sustainability principles

in a local context. In the first edition of sustainability

awards, recognitions were received by France,

Brazil, Bulgaria, and Romania.


		Fiscal 2024 annual report		189


	Sustainability
	Trusted Partner

5.1.2Shaping Pluxee's 2030 vision

Pluxee has developed its sustainability vision with the

active participation of its stakeholders. The feedback

they provided during the double materiality exercise

carried out in November 2023 is encompassed in the

Group's objectives to achieve positive impact by

2030. Pluxee aims to identify the most significant

topics for its business, as well as sustainability risks

and opportunities. Pluxee's ambition is to inspire

change and ignite progress by empowering people

across its ecosystem and the local communities it

supports through economic impact, and digital and

financial inclusion.

5.1.2.1Double Materiality and Risk Assessment

To define the most significant material topics for

Pluxee's business and stakeholders, the Group

embarked on its first double materiality assessment.

Pluxee considers this an opportunity to engage

internal and external stakeholders to understand

their viewpoints on Pluxee's operations and the role

the Company plays as a corporate citizen across its

29 countries.

Through this assessment process, Pluxee collected

the viewpoints of more than 3,000 people, including

senior leadership members across the Group and

external stakeholders, Preliminary results of this

assessment have helped to identify the material

topics used in structuring this Annual Report. The final

outcome of the assessment will underpin Pluxee's

sustainability priorities and reporting from 2025

onward, and shape the Group's 2030 vision. The

process and findings will also be key for Pluxee's

future compliance with the Corporate Sustainability

Reporting Directive (CSRD).

The process for identifying, assessing, and managing

Pluxee's ESG-related risks and opportunities is

described in sections 6.1 and 6.2 of this report.

Section 6.2.6 addresses environmental risk

specifically.

5.1.2.2Next Step: CSRD Reporting

Completion of the double materiality assessment will

enable Pluxee to comply with the CSRD and to begin

reporting under the European Sustainability

Reporting Standards (ESRS). This new European

regulation seeks to enhance the quality, reliability,

transparency, and comparability of information on the

current and future implementation of a company's

sustainability program. Pluxee will disclose the results

of this exercise in its Fiscal 2025 Annual Report,

which will encompass the CSRD report.

5.2Trusted Partner

Pluxee's first and fundamental commitment is to act

as a trusted partner by ensuring the integrity and

transparency of its governance and operations. The

Group expects its employees to comply with the

Ethics Charter and its principles of integrity, reliability

and respect. Pluxee trains its team members on

responsible business conduct, with a target of

maintaining a level of more than 99% employees

trained by Fiscal 2026.

Being a trusted partner means developing reliable

technology and managing data responsibly to provide

the best user experience across Pluxee's value chain.

It also entails contributing to the development of

actionable policy in a transparent way, and

establishing responsible partnerships with suppliers.

This section further develops all actions that help

Pluxee build and maintain credibility for long-term

relationships with stakeholders.


Trusted Partner Target	FY 2026 target	FY 2024 actual
Employees trained in Responsible Business Conduct (%)	Maintain >99%	99.6%


190		Fiscal 2024 annual report


	Sustainability
	Trusted Partner

5.2.1Ethics & Compliance: Integrity, Reliability, Respect

The Group's Foundation: Pluxee's Ethics Charter

Since it began operating as a standalone company in

February 2024, Pluxee has embarked on a collective

effort to define its ethical principles. The Group has

established the expectations it has of each Pluxee

employee in the area of compliance standards and

responsibilities. The resulting Pluxee Ethics Charter

is the convergence of the Group's strong heritage and

its own principles applied to Pluxee's daily business

activities.

Launched in May 2024, the Ethics Charter has been

disseminated by global and local leadership to all

Pluxee countries and departments. Every employee

has access to the Charter through Pluxee's learning

platform, marking the first step of a broad and ongoing

communication strategy.

There are many challenges inherent in operating a

business across numerous countries and multiple

cultures. Nevertheless, Pluxee expects the principles

outlined and defined in the Ethics Charter to be

applied uniformly in all countries where the Group

does business. All Pluxee employees are responsible

for understanding and respecting these principles. As

of August 31, 2024, 99.6% of employees had

acknowledged their understanding of Pluxee's Ethics

Charter and its principles.

The Ethics Charter also provides guidelines for

ensuring that all employees use sound judgement.

Pluxee seeks to be legally compliant and remain a

good corporate citizen. The Group adheres

steadfastly to all applicable laws and regulations

across its operational landscape and commits to

raising ethical standards whenever possible, inspired

by the three main principles of its Ethics Charter:

integrity, reliability, and respect.

Pluxee's Ethics Charter is the cornerstone of all existing and forthcoming compliance programs



INTEGRITY: Acting honestly and fairly	RELIABILITY: Striving for innovation with confidence	RESPECT: Working for life improvement in all its dimensions

This principle applies to all our interactions with stakeholders and includes our commitment to honoring our contractual obligations and upholding the essence of our business agreements. We do not tolerate any practice that is not born of honesty, integrity and fairness anywhere in the world where we do business.	Our team is dedicated to thinking outside the box, constantly pushing the boundaries of creativity and innovation. We strive to provide tailored and data- driven solutions to meet the needs of our clients beyond conventional approaches, but in compliance with the ethical standards as described in this charter. Our success comes from offering smart, innovative services that people can trust and rely on.	Working for life improvement leads to the building of an open-minded community that embraces diversity and respects people, the planet, and the communities where we operate. We are committed to conducting our business in a socially and environmentally responsible manner, mindful of our impact on human beings and the planet.

~	~	~


		Fiscal 2024 annual report		191


	Sustainability
	Trusted Partner

Governance

The Group level Executive Committee is responsible

for Ethics & Compliance across Pluxee. The oversight

structure is based on the active involvement of the

Group level Ethics & Compliance Committee, which

communicates principles and provides training to the

local Ethics & Compliance committees at Pluxee's

entities across the globe. The local committees

report to the Group level committee as well as to their

country managing directors on a regular basis

regarding the Ethics & Compliance activities, issues,

and potential risk exposures of their respective

entities.

Pluxee's Group level Ethics & Compliance Committee

reports quarterly to the Pluxee Executive Committee

on the status of compliance activities across the

Group. The Pluxee Executive Committee makes use of

the quarterly updates to set priorities for area

leadership teams and country executive committees

on matters of ethics and compliance.

Ethics & Compliance Governance


	PLUXEE EXECUTIVE COMMITTEE
		p

		Quarterly reporting

Pluxee Group Ethics & Compliance Committee
		p
Inform on local performances and risks				Cascading principles and programs
Inform on local performances and risks				Cascading principles and programs
			q
Local Ethics & Compliance Committee

		Ongoing reporting

		q
	COUNTRY MANAGING DIRECTOR

Anti-Money Laundering and Counter Financing of Terrorism (AML-CFT),

Respect of International Economic Sanctions

Pluxee operates primarily in limited-service networks.

Consequently, Pluxee's services and products are

minimally exposed to the risk of money laundering and

counter financing terrorism. Nevertheless, Pluxee has

established policies and procedures to ensure that

its services and solutions are not diverted from their

primary function. These procedures are led by

dedicated Compliance Officers, trained to apply

appropriate AML-CFT regulations, internal processes,

and methodologies in their daily business activities.

In February 2024, the Pluxee Group issued a new

policy for the prevention of money laundering and

terrorism financing risks. In parallel, all of the Group's

entities worldwide began the assessment and

classification of risks related to this topic. The

digitalization of Pluxee's products, along with the

robustness of its compliance organization, enable the

Company to better detect and report suspicious

activity that may arise in relation to consumers and

merchants.


192		Fiscal 2024 annual report


	Sustainability
	Trusted Partner

Fighting Bribery and Corruption

Pluxee has a zero-tolerance policy for all forms of

corruption or bribery, whether private or public, for all

its activities wherever the Company operates. The

Group is adamant about winning and maintaining

business the right way: by being the best provider of

Employee Benefit & Engagement products, services,

and client care.

To deploy this zero-tolerance policy, Pluxee has

developed an anti-corruption system, consisting of a

dedicated governance structure, risk mapping,

policies, and procedures, all of which are monitored

by the highest governance bodies (such as the

Executive Committee or Audit Committee of the

Board of Directors). Anti-corruption training for

employees is also a key element of the system, with

99.6% of all eligible employees successfully trained in

responsible business conduct (including anti-

corruption among other topics) as of August 31, 2024.

At the local level, Pluxee Brazil obtained the ISO

37001 certification for its anti-corruption

management system. Other local entities have also

taken action on the topic by following a strengthened

third-party assessment process, collecting

information to better calculate third-party related

risks which may include bribery and corruption.

Ensuring Fair Play with Competition Standards

Pluxee operates under the principles of fair and legal

competition, as established by the global free

enterprise system and applicable laws and

regulations. The Group secures business by providing

services efficiently, reliably, and at competitive prices.

Virtually all employees are trained in responsible

business conduct. Specialized teams with exposure

to related risks receive specific training on this topic.

Human Rights Commitment

At Pluxee, the respect and promotion of human rights is

a fundamental commitment in the Company's approach

to conducting business responsibly. It sets the baseline

for the way Pluxee interacts with employees, clients,

consumers, partners, and suppliers.

Pluxee understands human rights as the set of

principles that are recognized internationally through

documents such as the International Bill of Human

Rights and the International Labor Organization's

Declaration on Fundamental Principles and Rights at

Work. The United Nations Guiding Principles on

Business and Human Rights, as well as Pluxee's

commitment to the ten principles of the United

Nations Global Compact, provide a framework for the

Group's action through its employees, and for its

overall understanding of the topic.

No Underage Labor

All Pluxee entities are committed to upholding the

minimum working age regulations in every country or

local jurisdiction where they operate. This minimum

working age should never be lower than the age

specified in the International Labor Organization

(ILO) conventions.

No Forced or Hidden Labor

Pluxee does not tolerate any form of forced or hidden

labor in any of its operations or business

relationships. The Group understands forced labor as

any work performed involuntarily and/or under the

threat of violence, or through intimidation,

manipulation, detention, or other threats. Hidden

labor is understood as avoiding to declare as an

employee someone who works in the Company.

Whistleblowing: Pluxee's Speak Up Policy

Pluxee's whistleblowing platform, the Speak Up Ethics

Hotline, enables all the Company's employees and

partners (in particular suppliers, clients, and

consumers) to report any wrongful acts, unethical

behavior, or violations of the Group's internal policies.

Managed and secured independently by a third-party

supplier in alignment with local laws and regulations,

this platform is available to all employees in 29

countries and 16 languages, through Pluxee's global

and local intranets, and available on the Group's

corporate website.

1 Policy available on Pluxee's website.


		Fiscal 2024 annual report		193


	Sustainability
	Trusted Partner

Pluxee's Speak Up Process

As set out in the Pluxee Speak Up whistleblowing

policy, 1 all reports are handled with the utmost

seriousness and confidentiality. Reporting individuals

are protected against retaliation of any kind including

threats, harassment, or any other sanctions, and their

identity is kept confidential to the extent allowed by

law.

Once an incident is reported and investigated, the

Pluxee Speak Up Ethics Committee decides on

disciplinary measures, implements improvements, and

monitors and/or responds to any trends identified.

Statistics on whistleblowing cases are periodically

shared with the Executive and Audit Committees.

Breakdown of Speak Up alerts by category


g		Business Integrity, Ethics, Privacy and Legal Concerns
g		Respect at Work, Diversity and Equal Opportunity Concerns
g		Employee Human Resources Concerns
g		Misuse/Misappropriation of Company Resources and Other Financial Concerns
g		Other concerns


194		Fiscal 2024 annual report


	Sustainability
	Trusted Partner

Breakdown of Speak Up closed cases by resolution


g		Substantiated: a supported and demonstrated case for which reported allegations constitute a breach.
g		Partially Substantiated: a supported and demonstrated case for which reported allegations constitute a breach.
g		Unsubstantiated: a case in which the reported allegation has not been demonstrated to constitute a breach.
g		Undetermined substantiation: a case in which the reported allegation has not been sufficiently demonstrated to constitute a breach.
g		Other: the allegation reported is not eligible in the Speak Up tool.

5.2.2Privacy, Data Protection, and Cybersecurity

As a tech company, Pluxee takes very seriously its

responsibility for the management of its stakeholders'

data. The Company is committed and works to

preserve the privacy of its employees, clients,

merchants, and consumers, and to protect their

information. Pluxee advocates for strong privacy laws

requiring companies, including Pluxee, to be

accountable and responsible for their collection and

use of personal data. Consequently, the Group's

common privacy minimum baseline, worldwide is

based on the General Data Protection Regulation

(GDPR) requirements.

Governance, global compliance

program, and automated processes

At the time of the spin-off from Sodexo, Pluxee

continued to be supported by the Sodexo group's

global data protection program, which encompasses:

• a Group Data Protection Officer (DPO), who is the

former Sodexo Group's DPO, reporting directly to

Pluxee's Group General Counsel (an Executive

Committee member), underscoring Pluxee's

commitment to strengthen its data protection

governance at the highest level of management;

• the Binding Corporate Rules ("BCRs") of the

Sodexo Group, approved by the French supervisory

authority ( Commission nationale de l’informatique

et des libertés) in December 2023 before the

effective date of the spin-off. The Sodexo BCRs

were signed by all Pluxee entities for transitional

compliance reasons as the Company awaits a

standalone set of Pluxee BCRs;

• an annual risk assessment process, based on a

data protection compliance self-assessment

checklist and replicated through an automated

process;

• a Pluxee tenant of the digital platform created to

automate privacy and data protection compliance.

This platform is shared with all Pluxee entities and

aims to achieve accountability while facilitating the

maintenance of data processing records and

activities, the privacy by design assessments for all

IT or digital projects that involve the processing of

personal data, the third-party risk assessments, the

management of privacy rights and the compliance

of websites and apps in relation to cookies-related

requirements;

• an extension of the global training program

provided to Sodexo Group employees on GDPR

principles, consisting of a new training module,

adapted to Pluxee activities only and launched on

May 15, 2024 to refresh Pluxee employees'

knowledge of data protection principles;

• publication of "Use of Generative Artificial

Intelligence Guidelines" after the close of Fiscal

2024.

Sodexo's Data Protection compliance program was

replicated and adapted to meet the specific

requirements of Pluxee's operating model, reflecting

the Group's latest developments and best practices,

and delivering on the objective of fostering reliability.


		Fiscal 2024 annual report		195


	Sustainability
	Trusted Partner

Pluxee's global and local data management: ambition and actions

Pluxee has three objectives to meet its commitment to be a trusted partner, and to demonstrate the Group's

reliability in data processing activities, whatever their purpose or geographic scope:


Data Privacy and Protection Objectives	2024 Achievements and Ambitions
1. Ensure privacy by design in all IT and digital projects at Pluxee	Implementation of an end-to-end automated process, from the initial privacy risk assessment to the execution of the necessary privacy compliance actions, including a Privacy Impact Assessment ("PIA") questionnaire, for all IT and digital projects involving personal data. This process is fully integrated into the cybersecurity by design process. Ambition: to exceed requirements in the automatization and integration of the cybersecurity and privacy workflows, and simplification of the required risk assessments while ensuring accountability and empowerment .
2. Ensure accountability and monitor the effectiveness of Pluxee's global data protection program	Updating all Pluxee International's data processing activity records, particularly regarding all recent global IT infrastructure and global assets. Ambition: to share a master register of all records of global data processing activities with all relevant Pluxee legal entities to ensure accuracy, and — as of Fiscal 2025 — enable them to update of their own records at the local level.
3. Rely on a robust network of local data protection officers and privacy leaders in all Pluxee countries	Maintaining the network of local data protection officers and privacy leaders, originally set up within the Sodexo Group. Ambition: to upskill Pluxee's network of local data protection officers and privacy leaders in light of new digital laws and AI regulations, enabling them to act as internal strategic and business advisors; and, to strengthen the Group's operational support for its business in Latin America.

Cybersecurity

Pluxee conducts thorough risk assessments and

implements measures to ensure that its operations

are cyber secure and the data it processes (including

private data) are protected. The Group's

Cybersecurity Department ensures that access to

information is limited to the right profiles of users.

Payment transactions and customer data are

performed in a secure manner.

Pluxee's IT systems are protected by multiple layers

of defense:

• governance frameworks and ongoing monitoring

proactively identify and mitigate risks;

• security-by-design principles are embedded in all

digital assets, whether fully managed by Pluxee or by

third-party providers under the accountability and

control of Pluxee;

• the constant robustness of IT systems is ensured

by regular and automatic assessments;

• internal and external audits provide an additional

layer of scrutiny;

• multiple layers of technical protective and

detective measures enable the identification of

and reaction to suspicious activity,

• a disaster recovery plan is in place to handle

unexpected disruptions.

Pluxee's cybersecurity posture is enhanced through

a multi-year program. Given the increase in the

number of cybersecurity threats and growing risks,

this program will most likely face evolving and ongoing

challenges. The program aims to ensure a sustainable

level of cybersecurity, adapted to Pluxee's needs,

business requirements, and the evolution of its

operations.

As of Fiscal 2024 38% of Pluxee countries are ISO

27001 certified. This standard confirms that Pluxee's

countries have established a system to manage risks

related to the security of data owned or handled by

the company, and that this system observes all the

best practices and principles enshrined in this

international standard.

For more on cybersecurity, please see Chapter 6

Risks and risk management.


196		Fiscal 2024 annual report


	Sustainability
	Trusted Partner

5.2.3Public Policy & Advocacy

Pluxee operates in a variety of political, financial, and

economic systems, with diverse legislative

frameworks, cultures, traditions, and languages.

Notwithstanding, all Pluxee operations work toward

the same business objectives and commitments.

As a global company, the Group is in a privileged

position to make a significant contribution to the

development of strong policy. By sharing best

practices from many countries and building on its

45+ years of experience in developing employee

benefit and public benefit programs, Pluxee is able to

provide its expertise by supporting governments in

developing programs that meet their political

objectives.

At Pluxee, Public Affairs are defined as all the

interactions with Government officials, public

authorities, elected people and external stakeholders

(business associations, NGOs and international

institutions) to represent and advocate for the

interests of the Group's ecosystem.

Public Affairs activities include:

• monitoring political, social and economic

developments in countries and across regions to

identify upcoming regulatory changes which could

represent a risk to Pluxee's business or generate

opportunities to develop its business;

• increasing awareness and providing thought

leadership on issues related to Pluxee's activities

and their positive impact, including the development

of macroeconomic studies, research reports and

surveys, and participation in dialogues, platforms

and associations with key stakeholders;

• engaging in public forums and developing

partnerships with stakeholders involved in

shaping policies of interest for Pluxee's existing

programs or new ones.

Pluxee's approach to Public Affairs encompasses:

• being a trusted, reliable partner to public

authorities and external stakeholders;

• providing relevant, best in class data (through

studies and surveys) and practices from other

countries, to inspire innovative public policy;

• balancing boldness and humility, seeking to be

regarded as an expert and thought leader, and

working toward long-term and sustainable

engagement;

• exploring new ideas and co-developing concepts

with other stakeholders, avoiding a one-size-fits-all

approach.

The Group aims to play a positive role, providing

insights and ideas for sustainable public policy. Pluxee

is pro-active in sharing new ideas and identifying

opportunities for its stakeholders, leveraging both

local expertise and the knowledge acquired across

the global business. Pluxee listens to its stakeholders'

ideas and needs, engaging in constructive dialogue.

The Group communicates its positions in a clear and

direct way.



Public Advocacy use case: Green week participation to promote Eco Vouchers in Belgium


	Over the course of the 2024 EU Green week held in May 2024, Pluxee, in conjunction with Belgium's Social Voucher International Association (SVIA) led a workshop that explored the potential of eco-consumption practices, giving the floor to various stakeholders who ranged from public authorities to environmental researchers, social partners, and consumer associations. The event provided an occasion to present the Belgian Eco Voucher, discuss its potential for upskilling the general public's knowledge of eco-friendly options, and explore possible transferability (for more see section 5.5.4).

Policies & processes

Public Affairs Policy

Pluxee has published a Public Affairs Policy, derived

from the principles set out in the Ethics Charter. This

policy defines the parameters for all Public Affairs

activities carried out on behalf of Pluxee, whether by

the Group's employees or by intermediaries that the

Company appoints. Pluxee's Public Affairs Policy

complies with all applicable laws and regulations, as

well as the Company's Ethics Charter. Pluxee ensures

this compliance through continuous monitoring,

annual audits, and training of employees who engage

in Public Affairs activities.


		Fiscal 2024 annual report		197


	Sustainability
	Trusted Partner

Transparency

Pluxee is committed to transparency concerning its

Public Affairs organization (internal dedicated team

and intermediaries), ensuring there are no conflicts of

interest regarding any employees who undertake

roles as elected officials and/or regulators, or with

any business roles at the Company. The Group

requires all employees and relevant intermediaries to

clearly state who they are and who they represent

when interacting with government institutions and

organizations. Pluxee provides, upon request, a list of

the Company's memberships and history of

interactions with think tanks and professional

associations.

Anti-trust

Pluxee participates in business associations to

represent the common interests of economic

operators within its ecosystem for legitimate

business purposes, ensuring non-interference with

market forces. Pluxee refrains from sharing business-

critical information, or information regarding pricing or

other commercial practices, to prevent any anti-

competitive behavior. The Company provides regular

training to relevant employees on anti-trust through

ongoing webinars and online training (at least

annually) conducted by legal professionals.

Working with Intermediaries

Pluxee periodically engages the services of

intermediaries to conduct specific Public Affairs

projects that improve efficiency or enhance strategy

in an ethical way. Intermediaries are contracted in

accordance with Pluxee's third party Public Affairs

hiring process which requires strict compliance with

Pluxee's Ethics Charter, robust screening of the

intermediary, and includes a formal contract. To the

extent required, intermediaries engaged in Public

Affairs activities with Pluxee must be registered on

the applicable local transparency register.

5.2.4Sustainable procurement

Pluxee's responsible partnerships with suppliers

As a trusted partner, Pluxee ensures that its supply

chain is fully aligned with the Group's corporate

commitments. Sustainable procurement enables

companies to incorporate transparency into their

supply chain processes while accounting for the

impact of their products or services on people and

the planet. Pluxee's objective is to work with

suppliers that meet sustainability standards such

as reducing environmental impact, implementing

fair labor practices, and supporting local

communities. This is a critical element of the

Group's business strategy.

The ability to purchase certain products or services

under the right conditions is imperative for both

Pluxee and its suppliers. The Group ensures that it

meets this imperative by having an effective

Procurement Policy in place, ensuring:

• transparency and fairness: ensuring that all

suppliers are treated equally, without favoritism or

partiality, and that selection criteria are applied

consistently;

• risk management: following the process and rules to

ensure that selected suppliers meet Pluxee's

standards, thus reducing the risk of litigation, regulatory

non-compliance, or discontinuity of services;

• ethics principles: as outlined in Pluxee's Ethics

Charter and in its Supplier Code of Conduct,

fostering loyalty, transparency, and commercial

integrity among the Group's suppliers;

• cost optimization: establishing rules to help Pluxee

maximize the added value of purchases, avoid

unnecessary expenses, and ensure that costs are

justified and consistent with budgets;

• total cost logic: the policy enables the

Procurement Team to insist on traceability

throughout the value chain of the product or

service purchased, underpinned by the

documented and consistent process followed with

each supplier;

• training: supporting Pluxee's suppliers in

understanding how to measure and monitor their

carbon footprint and raising awareness regarding

respect for Global Compact principles.

The Procurement Policy includes a clear governance

process that establishes how stakeholders in the

business should approach and run a procurement

activity, and when they should consult the broader

Procurement team for support and approval.

Organization and governance: embedding sustainable procurement

Procurement plays a central role in Pluxee's

sustainability strategy and is embedded in the

Company's supply chain organization.

Pluxee has developed internal procurement policies

that are shared with all key stakeholders, clearly

defining sustainability criteria. Any tender activity that

Pluxee runs in the supplier market, including Request

for Information (RFI), Request for Quotations (RFQ),

or Request for Proposal (RFP) must include a set of

standard questions regarding sustainability

policies, carbon emissions, and accreditations,

tailored to the relevant topics for specific purchases.

This information establishes a base for how the Group


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	Sustainability
	Trusted Partner

can work collaboratively with its suppliers on

sustainability topics, and enables Pluxee to identify

suppliers who are ineligible or whose values are not

aligned with Group's principles. Pluxee uses a scoring

template to ensure transparency and consistency

across key questions, with adjustments made for

technical categories.

Pluxee's procurement and sustainability teams,

including a Sustainable Procurement Manager, work

collaboratively in the supplier selection process. The

sustainability team is responsible for scoring the

ESG/sustainability factors in the selection of

strategic suppliers. The weight allocated to

sustainability factors is around 10% to ensure that

they have a tangible impact on the supplier selection

process.

Alignment of suppliers with Pluxee's sustainability commitments

Pluxee has established a Supplier Code of Conduct

("Supplier Code") to articulate the expectations it has

of its partners, including businesses with which the

Group has ongoing supply relationships. Pluxee's

Supplier Code applies to suppliers, vendors,

contractors and other partners with whom the Group

conducts business. It addresses the topics of

responsible and ethical social, labor, and

environmental practices.

Pluxee recognizes that suppliers operate in different

legal and cultural environments throughout the world.

Regardless, the Supplier Code sets forth the minimum

requirements that Pluxee expects its suppliers to meet

when doing business. Suppliers are compliant with these

requirements if they can demonstrate that they conduct

their business in accordance with principles and

requirements set out in the Supplier Code. Suppliers are

expected to disseminate the requirements of this

Supplier Code throughout their supply chains.

Pluxee believes that compliance is best achieved

through a process of continuous improvement, which

includes dialogue between suppliers and the Group.

Pluxee receives regular updates on the actions and

improvement plans of suppliers to ensure their

compliance with the Supplier Code. The Group

acknowledges that suppliers may require a

reasonable period of time to address areas in which

they may not yet meet the standards of the Supplier

Code.

When local law sets higher standards than Pluxee's

Supplier Code, the local law should always prevail. If,

on the other hand, the Supplier Code provides for

more stringent rules, they must prevail unless

prohibited by law. Pluxee encourages its suppliers to

support the achievement of the objectives set forth

in Pluxee's sustainability commitments as well as in

the UN Sustainable Development Goals (UN SDGs)

(for more see section 5.1.1).

Addressing Supplier-related Impacts

Carbon footprint

To minimize the environmental impact of Pluxee's

procurement activities, the Group has identified the

suppliers in its value chain with a strong impact on

the Company's carbon footprint. This enables Pluxee

to prioritize issues and risks to be addressed in the

supply chain to ensure that decisions and actions are

aligned with the Group's decarbonization priorities

and net-zero trajectory (for more on Pluxee's net-zero

commitment, see section 5.5).

Pluxee is embarking on the digital transformation of

the Company, which addresses the carbon footprint

throughout the Group's value chain (for more on

Pluxee's digital transformation, see section 5.4.3).

Tracking Sustainability in the Supply Chain

Pluxee is implementing systems for monitoring and

reporting on activities with its strategic suppliers,

encompassing their ESG criteria (collected in the

selection and onboarding phase) and their

sustainability objectives. Supplier sustainability

reporting is a critical element in the management of

Pluxee's relationship with its suppliers. Reporting is

carried out periodically (quarterly or annually), and

encompasses specific pre-established KPIs.

In Fiscal 2024, Pluxee worked closely with transport

and intellectual services suppliers to obtain specific

and usable carbon metrics, enabled through tailored

training to ensure the ongoing delivery of this data.

The granularity of the data received was key to

outlining decarbonization actions and improving the

data intake in Pluxee's supplier selection process.


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	Sustainability
	Trusted Partner

Pluxee's product supply chain

To ensure the alignment of Pluxee's suppliers with the Group's sustainability priorities, Pluxee's procurement

teams work with category leads of the major expenditure categories within the Company (such as IT) to ensure

they include relevant ESG criteria for that particular category in their requirements of suppliers.



Country Spotlight: France


	In February 2024, Pluxee France signed the Supplier Purchasing Charter (Relations Fournisseurs et Achats Responsables, or RFAR in French), and its 10 commitments for responsible sourcing, ranging from responsible financial practices with suppliers to integrating ESG criteria, carrying out centralized monitoring, and ensuring ethical practices. Also in 2024, Pluxee France contributed to the white paper "Decarbonizing our purchases", edited by the National Purchasing Council (Conseil National des Achats, or CNA in French), with the objective of sharing best practices to accelerate decarbonization across procurement networks. Pluxee France has also initiated sustainable initiatives with its key card producer partner across three areas: environmental, by procuring alternative bio-sourced and infinitely recyclable materials; social, by sourcing from NGOs or inclusive enterprises; and financial, by encompassing responsible procurement financing.



Country Spotlight: Brazil


	Pluxee Brazil implemented a Supplier Assessment Program to ensure proper performance of its suppliers and minimize issues that could impede its business continuity, including mitigation of risks such as corruption, bribery, protection of personal data, financial restrictions, and environmental issues. The program is led by the Risk Department, in partnership with the Purchasing, Compliance, Privacy, Sustainability and Information Security areas. It was applied to suppliers considered critical to the business, following a documented methodology based on best practices. This process was considered a significant strength in the ISO 37001 (Anti-Bribery Management System) and ISO 37301 (Compliance Management System) certification processes, for which the implementation of supplier due diligence is considered a mandatory requirement.


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	Sustainability
	Individuals

5.3Individuals

Pluxee's second sustainability pillar addresses the

Group's direct impact on individuals. Pluxee aims to

improve the employee experience at work and

beyond for its own workforce and for workers across

thousands of organizations. The Group is convinced

that the positive impact of its value proposition

begins with Pluxee itself. By caring for the well-being of

its employees, their professional development, and

their sense of being included, Pluxee positively

impacts their motivation and engagement, and the

likelihood that they will remain at Pluxee for the longer

term.

This chapter discusses Pluxee's engaged talent;

diversity, equity and inclusion; and the positive impact

of the Group's employee benefit solutions.


Individuals Target	FY 2026 target	FY 2024 actual
Women within Pluxee leadership (%)	at least 42%	39.9%

5.3.1Talent management at Pluxee: Passionate about the employee

experience

People are the cornerstone of the Pluxee's success .

Pluxee is committed to fostering an attractive and

inclusive corporate culture that welcomes a diversity of

talent, where continuous learning, agility and adaptation

to ever-changing technologies and market demands are

strongly encouraged. The Group also prioritizes a

positive digital experience for employees, enhancing job

satisfaction and performance across the organization.

After becoming a standalone company in February

2024, the Group undertook the challenge of defining

Pluxee's corporate culture. This collaborative process

culminated in Life@Pluxee, a framework that outlines

and defines the Group's foundational principles,

ambitions, and differentiated operating culture (for

more on Life@Pluxee, see section 1.5.4).

Pluxee's dynamic corporate environment supports the

Group's efficient and agile operating model, enabling it

to respond swiftly to new opportunities and challenges.

This holistic approach not only attracts diverse talent

but also empowers the Group's employees to

innovate, thrive professionally, and drive Pluxee

forward in the digital era.

Pluxee's Employee Value Proposition

Pluxee's Employee Value Proposition (EVP) is a key

driver of the Group's ability to attract and retain top

talent. It clearly articulates Pluxee's uniqueness and

appeal as an employer, providing a positive and

engaging employee experience. The success of

Pluxee's EVP is reflected in the Company's employee

retention rate of 89.6%, an engagement rate of 71.2%,

and an employee Net Promoter Score (eNPS) of

+28.9 in Fiscal 2024.

Pluxee's EVP strengthens the Group's commitment to

professional growth, innovation, and community

throughout the entire employee lifecycle. It fosters a

work environment in which everyone can thrive and

contribute meaningfully while growing alongside

Pluxee, driving success and innovation.


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	Sustainability
	Individuals

Pluxee's Employee Value Proposition is built on three key pillars



At Pluxee, you make an impact Not just on our digital future, but also by putting a part of yourself into projects that touch millions of people. Your contribution matters to us and it's your perspective, ideas and input that will influence what tomorrow's employee experiences look like.	At Pluxee, we grow together From our digital transformation to disruptive new employee experiences, we're on a trajectory of accelerating growth. And we'll invest in your individual growth too, with a supportive, flexible and forward-thinking culture.	At Pluxee, you inspire people As part of our global team, every day is an opportunity to inspire others and take inspiration from new perspectives. All with the freedom and autonomy to fuel our game-changing transformation.

Employer Branding to Attract Talent

To promote its EVP externally, Pluxee invests in

employee branding efforts. The aim of these efforts is

to ensure that all external stakeholders are exposed

to a true sense of what it's like to work at Pluxee. The

Group's employees serve as its primary

ambassadors, and their experiences are central to

shaping the perception of the Pluxee brand. Through

their stories, insights, and daily interactions, they

convey Pluxee's principles, culture, and mission,

contributing to a positive and authentic image of the

Group in the marketplace.

Pluxee uses two primary platforms to monitor the

impact of its employer branding:

• Pluxee regularly follows the performance of its

profile on Glassdoor, a leading global recruitment

site that provides insights into the recruitment

process and company life through anonymous

employee feedback. Over Fiscal 2024, traffic on

Pluxee's Glassdoor profile increased by 275%. The

Group's strong performance is further illustrated by

key metrics, with 85% of participating employees

stating that they would recommend working at

Pluxee to their friends, 90% approving of the Group

CEO's leadership, and 80% believing in the

Company's positive future and growth.

• LinkedIn provides a dynamic window into Pluxee's

vibrant company culture, showcasing everyday

moments that define the Group, from collaborative

brainstorming sessions to team outings,

emphasizing the Group's commitment to creativity,

inclusivity, and mutual respect. Pluxee's corporate

LinkedIn page includes a "Life" section, which

highlights the Group's greatest asset — its people —

through authentic stories that illustrate Pluxee's

principles and values, and strengthens its EVP.

An attractive and inclusive company for

all employees

Pluxee provides structured frameworks for

recruitment, onboarding, talent management, and

career development, which together define the

Pluxee employee experience.


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The Pluxee Employee Experience



Attractive & inclusive company for all employees		u		Culture of continuous learning
Attractive & inclusive company for all employees		u		Culture of continuous learning

	p		q

Evolving mindset & ways of working				Digital employee experience
Evolving mindset & ways of working				Digital employee experience

	p		q

Efficient & agile operating model		t		Focus on the outer game
Efficient & agile operating model		t		Focus on the outer game

Recruitment process

Pluxee's sourcing and recruitment process is

designed to be both transparent and impartial,

ensuring that every applicant receives fair

treatment and equal opportunity to join the

organization. Pluxee uses an evaluation process that

assesses all candidates' expertise and experience

through a defined approach, ensuring objectivity and

enabling the Company to select the most qualified

individuals, without bias. With the support of Pluxee's

Collaborative Human Resources Information

System (CHRIS) and under the leadership of the

global talent acquisition team, this process is

managed clearly and efficiently across regions.

Job applicants have access to the Pluxee Job Hub,

where all current job openings can be filtered by skills

and preferences, enhancing the job search

experience.

In Fiscal 2024, Pluxee successfully onboarded 1,176

new hires with a focus on critical product, tech & data,

and sales roles, of which 1,028 were hired under a

permanent contract.

Onboarding

Pluxee's onboarding process is fully digital, leading

new staff members to be better aligned with the

Life@Pluxee culture from the beginning of their

journey as a Pluxee employee. Onboarding spans the

weeks before the official start date to several months

after a new employee has joined the Company.

Integration is assessed under regular check-ins

conducted with Human Resources team and

functional managers, supplemented by surveys

tracking the new joiner's experience. This structured

feedback loop endeavors to ensure that each

employee feels connected and supported from day

one.

The onboarding process includes face-to-face meetings

with key internal stakeholders, enabling new employees

to connect with colleagues from diverse departments

and learn from them, fostering a sense of belonging.

Talent management

Performance and skills review

All team members with three or more months of

tenure at the Company undergo an employee-driven

annual performance review to identify their strengths

and development needs. A robust competency-based

talent management framework – supported by CHRIS

– evaluates performance, identifies skill gaps, and

guides employee development.

By incorporating the talent management process into its

strategy, Pluxee ensures high performance standards

while promoting the continuous growth of its employees.

This approach highlights Pluxee's commitment to a

supportive work environment where every team member

can thrive.


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	Sustainability
	Individuals

Performance and competency review process

People review

A manager-driven process, the people review

dovetails with the performance review by focusing on

four key criteria:

• potential: based on individual qualities, drive, and

ability, with the aim of determining how an employee

can grow and contribute to Pluxee's future success;

• retention risk: to understand the risk of losing

valuable employees, by considering factors like

market demand for their skills, compensation

competitiveness, job satisfaction, and engagement

levels;

• readiness: to assess how prepared an employee is

for promotion by evaluating demonstrated

proficiency in their current job and their

contribution to the organization;

• critical impact of an employee's role on business

continuity, and the existence of a backup plan to

ensure continuity in case of absence.

In October 2023, 91% of Pluxee team members had a

performance or people review, with 85% of employees

benefiting from both.

Career development framework

Pluxee's performance and people reviews are integral

components for crafting individual and global

development plans, ensuring that the Company

addresses the unique needs of its employees while

aligning with its organizational goals.

The Group's career development framework

emphasizes a three-way partnership between the

employee, manager, and HR team. Employees are

encouraged to proactively manage their careers by

growing their skill sets and experience, managers

provide support and encouragement for growth and

mobility within the organization, while the HR team

offers access to personalized recommendations and

opportunities.


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Pluxee's Career Development Framework


ENRICH: Grow in your job					LATERAL MOVE: Move to another job
Enhancing current skills and responsibilities by adding new challenges such as:					Moving to new responsibilities or areas at the same level of responsibility
• New project tools • New organization, team, scope • Ambassador role • Joining new communities • Training • Global Mentoring Program					• Same position for another project or scope • Similar position in a new job area




VERTICAL MOVE: More complexity					EXPLORATION: Investigate opportunities
Seeking more complex tasks					Exploring or testing job or career options without a permanent commitment
• Management responsibility • Budget responsibility • "Double-hatting" • Bigger country/area • Global/local					• Temporary assignment • Temporary replacement • Temporary "double-hatting" • Training • Global Mentoring Program

Training and Development

Pluxee lives its commitment to continuous

improvement and professional development through

the training it provides to its employees. In

Fiscal 2024, the number of training hours supplied

across the Company totaled 74,190.

Providing learning opportunities is crucial for the

development of top talent, leadership, and the entire

Pluxee organization. By investing in comprehensive

training programs, the Group ensures that its leaders

can inspire and guide their teams effectively, that top

talent remains at the forefront of innovation, and all

employees are equipped with the skills and knowledge

necessary to thrive in a dynamic environment. This

commitment to continuous learning fosters a culture

of growth and adaptability, enhancing individual

performance and driving collective success.

Leadership development program

Pluxee believes that continuous development is key

to sustaining exceptional leadership and driving the

organization forward. Since 2019, the Group has

implemented an ongoing leadership training program,

known as Shake My Mind, consisting of three stages

in the understanding of a management context,

leadership qualities, and agile culture. In the past five

years, more than 200 leaders have participated in

this program, awarding it an average satisfaction

rating of 4.6 out of 5.

Top talent development program

Through the Global Mentoring Program, Pluxee invests

in the personal and professional development. of ts

top talent and builds a leadership pipeline.

Participants are connected to seasoned mentors

among the Group's leadership team who provide

guidance, support, and valuable insights.


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	Sustainability
	Individuals

Local talent development programs

In addition to the programs conducted for large

groups of employees at Pluxee's global headquarters,

additional learning opportunities are implemented by

individual countries.

• In Fiscal 2024, Türkiye launched a comprehensive

program to enhance agility by engaging a

specialized coach to introduce agile principles,

define roles and responsibilities, and foster an agile

mindset across the organization. This

encompassed a review of the entire product

lifecycle for inclusion of agile principles. Specific

groups received specialized training on agile

methodologies and leadership,

• The Pluxee Digital Academy in Tunisia aims to

elevate professional and personal development in

the digital age for all employees, with modules

supporting them in the transition toward digital

roles. Additional modules are available on topics

such as emerging technologies, digital literacy and

tools, certification programs, social responsibility,

and community-based digital education through

partnerships with external organizations.

The Digital Employee experience

To ensure an optimized and seamless employee

experience from recruitment to talent management,

Pluxee has redesigned and integrated all its human

resource processes into its Collaborative Human

Resources Information System (CHRIS). This tool

seamlessly links all key stages of an employee's

lifecycle, from recruitment, onboarding, performance

management, learning and development, to employee

engagement. Moreover, it offers robust analytics and

reporting, enabling data-driven decision-making and

strategic planning.

For employees, CHRIS delivers personalized and

digital experiences and timely support, ensuring they

feel valued and engaged. For Pluxee, it streamlines

operations and supports a cohesive, well-informed

and productive workforce.

Pluxee Human Resources Information System modules (CHRIS)

Measuring Employee Engagement

Pluxee regularly monitors employee well-being,

engagement, and overall happiness through the

"Pluxee Pulse" survey.

In Fiscal 2024, "Pluxee Pulse" achieved a high 88.9%

participation rate, an employee Net Promoter Score

(eNPS) of +28.9 and an engagement rate of 71.2%. The


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	Sustainability
	Individuals

engagement rate reflects factors such as personal

growth, purpose, freedom at work, diversity, equity,

inclusion (DE&I), sustainability, role clarity, and overall

happiness.

The CHRIS platform enables "Pluxee Pulse" to provide

advanced analytics, highlighting issues that require

prompt attention, and helping the Company to shape

a responsive and engaging work environment. At a

local level, country ambassadors help colleagues

understand the survey results and develop effective

action plans.

Pluxee strives to enhance employee attraction and

retention globally and locally through targeted efforts.

The Group is proud to have received numerous

awards in Fiscal 2024 in recognition of its

commitment to creating a positive work environment.

Recognition for Pluxee as a great place to work

Pluxee has been recognized as a great place to work by specialized organizations in several countries. Those

recognitions include:

• United Kingdom: Investors in People (IIP) Gold

Accreditation;

• Türkiye: Great Place to Work's Best Workplaces

2024, and inclusion in the "Best Workplaces for

Millennials" list;

• Romania: Best Places to Work in 2024;

• India: Great Place to Work's "India's Great Mid-

Sized Workplaces 2024" (fifth consecutive year

since 2019).

Attractive compensation and engaging benefits

Employee Compensation

Pluxee's compensation and benefits strategy strives

to set employees' total remuneration packages at a

competitive level by benchmarking to the markets in

which the Group operates. In addition to a base

salary, most employees are eligible for variable

compensation.

A comprehensive suite of Employee Benefits

In addition to employee compensation, Pluxee

provides a suite of benefits to its employees, part of

which reflects the commercial offering in each

specific country, with the aim of fostering engagement

and well-being. Pluxee commits to offering a common

foundation of social benefits across its geographies,

and delivers on this promise through a program called

VITA. by Pluxee which consists of four groups of

employee benefits:

1. Parental/Care Leave: Benefit payable to

employees who take Parenting or Family Care

leave

This benefit sets the global minimum leave to

support Pluxee employees welcoming a newborn

or adopted child to their lives, without adversely

affecting their compensation and career

development. The primary caregiver is entitled to

a transition process, including back-to-work

interviews and psychological support if needed.

2. Family Care Giver: five-day payable benefit

The minimum benefit is set at five business days

of care leave per year, with 100% base pay for

permanent employees, subject to tenure

requirements and depending on location. The

Family Care benefit may encompass

bereavement in places where no days off are

granted for the funerals of a direct family member.

3. Life insurance benefit

Pluxee seeks to provide for the families of its

employees in the unfortunate event of their death

by supporting their survivors with a pre-retirement

death benefit. The dependents of an active

employee with at least one year of tenure at

Pluxee who passes away before retirement,

receive the equivalent of one year of the

employee's base salary.

4. Mental health support with "Pluxee Supports

me"

Pluxee supports its employees who may be facing

stress, isolation, disconnection, disrupted

routines, financial issues, or anxiety. Since 2015,

Employee Assistance solutions are in place to

support Pluxee employees and their family

members' well-being and quality of life, free of

charge, with a mental health support phone

helpline that is available 24/7, confidential,

anonymous, and counseling that is provided in

their local language. The management of each

Pluxee entity must ensure that such a helpline is

available for Pluxee employees in their country.

Detailed terms and conditions of each benefit are

available through the Group's Human Resources

departments in each country.

1 In French, Index de l'égalité professionnelle.


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	Sustainability
	Individuals

Pay Equity

Continuous monitoring to ensure pay equity is a key

focus at Pluxee. Periodic monitoring and analysis on

the topic are carried out in countries such as Brazil

and France. Pluxee scores a strong 92 out of

100 points in France's 2024 Professional Equality

Index, 1 driven in particular by gender parity in

promotions and salary increases, and a low gender

pay gap. The upcoming implementation of the EU Pay

Transparency Directive, in 2025, along with local

methodologies like Brazil's Report on Salary

Transparency and Gender Equality (Relatório de

Transparência e Igualdade Salarial de Mulheres e

Homens in Portuguese) will provide an additional

analytical framework for approaching the topic.

Personal Health, Safety and Well-being

Pluxee's first priority is the safety of its people. To

safeguard the safety and security of its employees,

Pluxee takes measures to prevent on-the-job injuries,

sickness, and disease. The Group ensures that its

employees work – at a minimum – in an environment

that meets the safety and health standards required

by law. Policies, guidelines, procedures, and

communication have been developed to proactively

address and respond to potential risks in these areas.

Pluxee is keenly aware of the direct link between the

general health and well-being of the workforce and the

productivity and efficiency of workers. The Group

develops initiatives that promote workplace well-

being to supplement its Occupational Health and

Safety (OHS) efforts, ensuring that employees remain

safe, healthy, satisfied, and committed to their roles.

Social dialogue – Freedom of Association and Collective Bargaining

Pluxee believes in constructive dialogue with its

employees and representatives as a way to establish

fair rights and responsibilities, and as a means for

fostering a productive work environment. The Group

respects the rights of its employees to form and join

trade unions and to engage in collective bargaining.

Pluxee will not discriminate or retaliate against any

associate or employee representative because of

their affiliation with, support for, or opposition to any

trade union.

In Fiscal 2024, 55% of the total workforce across all

Pluxee locations was covered by formal collective

agreements concerning working conditions.

Fighting against harassment

The right to human dignity is core to Pluxee's culture.

The Group does not tolerate any behavior or actions

that might threaten this right (including moral

harassment, or harassment based on gender). The

Group expects its employees to treat each other with

respect and consideration. Violence in the workplace

is strictly prohibited. Verbal, emotional, sexual,

physical or any other form of harassment, abuse,

intimidation, or bullying is not tolerated. Pluxee

ensures the right of employees to a working

environment free from physical and nonphysical

violence, harassment, and threats.

Any employee who witnesses such behavior must

report it to the local human resource department,

management, or via Pluxee's internal whistleblowing

mechanism (see section 5.2.1).

Non-Discrimination

Non-discrimination is a fundamental principle of

Pluxee's Diversity and Inclusion policy. Pluxee

prohibits any form of discrimination, whether based

on gender, gender reassignment, marriage and civil

partnership, age, race (including color, nationality, and

ethnic or national origin), sexual orientation,

pregnancy and maternity, disability, political or

religious belief, or union membership. The Group firmly

believes that all individuals deserve to be treated with

fairness, decency, respect, and dignity aligned with

Pluxee's Diversity, Equity & Inclusion policy.


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5.3.2Diversity, Equity & Inclusion (DE&I) at Pluxee

Pluxee promotes DE&I for all its employees and all

external stakeholders. The Group strives to create an

equitable and inclusive work environment where

everyone is heard, valued, and respected, and feels

empowered to contribute their best to the growth of the

Pluxee organization and business. Moreover, diversity

has historically been a highly-valued element of the

Company's culture, with an average 87% of employees

recognizing it as one of Pluxee's core values in the

Group's annual Pulse survey.

DE&I policy

Pluxee established its DE&I policy in November 2023.

This policy strengthens a diverse, equitable and

inclusive culture that supports Pluxee's workforce

and stakeholders, and is essential to the Company's

growth and long-term success.

Pluxee's vision is to integrate a DE&I mindset into the

management of the Group's people and business by

respecting the uniqueness and differences of

Pluxee employees and building diverse work teams.

Pluxee believes it can achieve optimal individual and

team performance by managing diversity and

inclusion at work to recognize and leverage each

employee's unique contribution to meeting Pluxee's

business objectives. Ultimately, the Group is

convinced that its DE&I mindset and culture can

enhance Pluxee's competitive advantage in the

marketplace.


DIVERSITY	Focusing on workforce representation and the many visible and invisible identities that define each individual as unique; that shape their particular worldview, perspectives, and thoughts; and, that employees bring to the workplace.
EQUITY	Providing fair treatment and full access to resources, opportunities, and advancement, by eliminating barriers and empowering the full participation of all employees, with a focus on historically excluded or underrepresented groups.
INCLUSION	Creating an environment where employees, clients, consumers, and partners feel they are heard, understood, valued, and respected for who they are by optimizing their unique perspectives, diverse backgrounds and styles.

DE&I pillars

Pluxee has structured its DE&I strategy across the following four pillars:


Achieve gender equality	Support People with Disabilities and Ensure Accessibility	Foster a multi-generational workplace	Champion diverse origins
Focus on maintaining a gender balance within digital functions and addressing specific needs (e,g, maternity and needs of women from underprivileged backgrounds)	Celebrate the diversity of Pluxee employees and value their unique contributions, irrespective of their physical and/or cognitive abilities.	Attract and retain talent from all age groups, with a focus on youth and senior employees.	Foster awareness on diversity of origin (in line with the legal requirements and/or constraints of each country).
• Achieve gender equality across all leadership levels; • Provide opportunities for everyone to thrive regardless of gender identity.	• Ensure workplaces, products, and services are accessible and inclusive; • Work to provide options for populations with specific needs.	Foster and support: • an intergenerational workplace; • collaborative work.	• Work to ensure a safe and inclusive workplace for everyone, irrespective of citizenship, nationality, ethnicity, color of skin, migratory background, social origin, or education.

1 Management Positions include employees classified as managers or directors, and Pluxee Leadership.

2 Pluxee Leadership includes the Chief Executive Officer, Pluxee's Executive Committee, the direct reports of the Pluxee Executive Committee

members (excluding executive assistants), and Local Leadership members.


		Fiscal 2024 annual report		209


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	Individuals

DE&I Enablers

Pluxee has identified five enablers to ensure the progress of its diversity agenda across the organization.

Pluxee's DE&I enablers


People	Process	Training	Data	Communication
From champions to senior leaders, ensure Pluxee employees take responsibility for diversity and inclusion	Ensure a very positive employee experience, irrespective of identity considerations, by securing and enhancing processes. Support those with specific needs.	Develop a culture of inclusive management, tackling bias in all decision-making.	Measure sensitive aspects of DE&I and perception of inclusion throughout the entire employee experience.	Ensure an open communication style and DE&I visual identity. Inspire with the testimonials of real employees acting as role models. Promote DE&I externally to grow and advocate for and with Pluxee's stakeholders and peers.

DE&I Management

Pluxee's Human Resources and Sustainability

departments have partnered to recruit a dedicated

DE&I Director who coordinates an active community

of DE&I Champions in all Pluxee countries. DE&I

Champions are Pluxee employees who have

voluntarily accepted the task of promoting DE&I

principles and ensuring the design and deployment of

coherent DE&I practices at the local level, in

accordance with Pluxee's global vision and local legal

frameworks. Monthly meetings to move ahead on

Pluxee's global DE&I roadmap revolve around

identifying best practices and sharing achievements.

DE&I Commitments and Targets

Gender

Pluxee's largest countries are signatories of the

Women's Empowerment Principles (WEPs), a set of

standards offering guidance on how to advance

gender equality and women's empowerment in the

workplace, marketplace, and broader community.

Established by UN Women and the UN Global

Compact, the WEPs are informed by international

labor and human rights standards, and grounded in

the recognition that businesses have a stake in, and a

responsibility for, gender equality and women's

empowerment.

Moreover, Pluxee has established two targets for the

representation of women in leadership roles. The

Group has made a commitment to have, by the end of

Fiscal 2026:

• at least 40% of women in Management Positions; 1

and

• at least 42% of women in Pluxee Leadership

positions. 2

The following table reports on the progress Pluxee

has made in meeting these commitments at the end

of Fiscal 2024.

Gender balance in leadership roles


	Fiscal 2026 Target	Fiscal 2024 (%)	Fiscal 2024 (Headcount)
Management Positions(1)	at least 40%	43.0%	580
Pluxee Leadership(2)	at least 42%	39.9%	94

As regards gender diversity at the Board of Directors level, at the end of Fiscal 2024, 40% of Pluxee N.V.'s non-

executive directors were women.


210		Fiscal 2024 annual report


	Sustainability
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Global DE&I partnerships

Pluxee's DE&I agenda is propelled forward through a clear action plan, strong enablers, and dedicated

management, The Group further enhances its ability to deliver on its DE&I goals by partnering with specialized

organizations and programs. As an example, Pluxee Brazil has developed Social Hub to empower women SME

merchants in the food sector to build financial independence through education, mentoring, and business

opportunities. Other DE&I initiatives and partnerships are illustrated in this section.



Women in Tech


	As a company whose growth strategy relies on expanding its digital capabilities and offer, IT and Digital are central to Pluxee's culture and objectives. To address the gender imbalance in tech, Pluxee has established a partnership with Women in Tech®, a non-profit organization founded in 2018 with a global presence across 54 countries. The organization provides women with skill development, supports entrepreneurs, and ensures digital equity by focusing on four pillars: education, business, digital inclusion, and advocacy. The partnership began in Spring 2024 and enables Pluxee to post its job openings on Women in Tech®'s Talent Hub. Pluxee aims to develop this partnership further by identifying synergies and common alliances. Pluxee and Women in Tech® share the goal to provide tech skills and professional paths to five million women and girls by 2030.



Pluxee joined the French Association of Diversity Managers (Association Française des Managers de la Diversité or AFMD)


	AFMD is a French association, with more than 180 member organizations (companies, institutions, NGOs, schools, and universities), that centralizes DE&I activity in France. It is both a community and a venue for sharing ideas about diversity management, communication, employer brand, data, hiring, learning, compensation and benefits, among other topics. AFMD organizes events that encompass best practice sharing, working groups, webinars, and inspirational lectures. AFMD also provides managers with adequate tools to manage diversity and deploy DE&I policies across their organizations. Pluxee joined AFMD in June 2024 to strengthen its expertise in DE&I and advocacy, and to participate in a network that shares best practices and engages on trends and the evolution of the market.



Pluxee joined the UN Global Compact's Target Gender Equality Accelerator program


	The UN Global Compact's Target Gender Equality Accelerator aims to help businesses move rapidly from commitment to action on gender equality by setting and strengthening gender equality targets relevant to each contributing company's business activities. The program lasts nine months and includes participants from hundreds of companies across the globe. For Pluxee, the objective in joining this program is to accelerate progress on achieving its gender diversity target at the highest levels of the Company, developing a global approach, and acquiring tools to share with all Pluxee entities.


		Fiscal 2024 annual report		211


	Sustainability
	Individuals

International DE&I day

In Fiscal 2024 several DE&I sessions were organized

across Pluxee's entities to develop the training and

communication enablers of the Group's DE&I goals.

To mark the beginning of the DE&I journey as a

standalone company, Pluxee organized an inclusive

Global DE&I event, "DE&I day - All In", held in June

2024

The event consisted of a one-hour special broadcast

for Pluxee's entities worldwide to explain the Group's

vision, launch the DE&I strategy, and present

inspirational experiences. Through speakers,

discussions, and workshops, the event worked to

broaden an understanding of Pluxee's four DE&I

pillars of inclusion: gender, disability, age, and diversity

of background. The DE&I day also included employee

testimonials, the participation of external experts, and

presentations of products, services, and actions that

Pluxee has launched. More than 2,000 Pluxee

employees from across the globe attended

workshops and activities that covered topics such as

unconscious bias, ageism, sign language, and

blindness.

DE&I Day in the Philippines


212		Fiscal 2024 annual report


	Sustainability
	Individuals

DE&I Initiatives & Certifications

Mexico

Became a signatory of the

Mexican government's Gran

Acuerdo para el Trato

Igualitario (GATI), an initiative

to involve the private sector in

fighting discrimination and

promoting inclusion and human

rights.

Received the Mexican

government's NMX-R-025-

SCFI-2015 certification on labor

equality and non-discrimination

in the workplace

Colombia

Joined Pride Connection

Colombia, a network of

organizations sharing and

promoting practices to include

LGBT+ employees in the

workplace.

Chile

Brazil

ææ

Supported the women's

acceleration program "Acelera

Mulheres", a nine-month

personal development program

with the participation of 37

women in the last three editions.

The program included

workshops on diversity and

gender equality topics.



æ		æ


		Latin America
		Latin America
		Continental Europe
		Continental Europe
		Rest of the World
		Rest of the World

around the world


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	Sustainability
	Individuals

Pluxee leaders co-led an

International Women's Day

webinar series on

empowerment, diversity, and

eliminating barriers to gender

equality.

Germany

Belgium

ææ

Pluxee joined and made a

commitment to the CEASE

network, an organization working

to achieve the Belgian National

Action Plan against Gender

Violence.

France

Pluxee France's Managing

Director participated in a round

table on Women in Leadership.

Czech Republic

Romania

Pluxee runs year-round

engagement campaigns with

employees from all departments.

Pluxee employees, in

partnerships with a local NGO,

volunteered to mentor women

from underprivileged

backgrounds and victims of

domestic violence.

Bulgaria

Pluxee sponsored the Bulgarian

Diversity Charter's Annual

Meeting, an initiative to promote

DE&I action in the workplace,

encompassing 90+ companies.

India

ææ

Pluxee implemented strategies

for gender inclusivity among

merchant partners; activated an

awareness campaign on

stopping gender-based violence;

and supported a bee-keeping

project for 550+ women farmers,

impacting 8,000+ people across

34 villages.

Türkiye

1 Source: surveys conducted by Ipsos in 21 countries, from January 18 to February 16, 2023, among 10,318 respondents.


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	Sustainability
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5.3.3Offering employee benefit solutions to promote engagement and

well-being

Pluxee is an employer of choice, partly due to the

suite of benefits the Group provides its employees.

Through its commercial offer, Pluxee makes the same

robust set of benefits available to its clients so that

they may enhance the employee experience within

their own companies.

Pluxee's Employee Benefit offering encompasses a

broad range of benefits such as Meal & Food, gift,

mobility/commuting, training, and wellness which are

designed to encourage local consumption.

End-to-end user experience

The Employee Benefit & Engagement solutions Pluxee

offers its clients are engineered to provide quick and

easy access to benefits, rewards, and recognition,

driven by a fully digitized experience. Users can

access and manage benefits 24/7 from Pluxee's

mobile application, with easy access to support,

convenient payment options, information on

merchants in the Pluxee network, and additional

services such as cashback and promotions. These

capabilities support purchasing power optimization

for the end user of Pluxee products and solutions.

In addition to the web and mobile platforms, the

Group also efficiently manages more than one million

interactions per month by leveraging multichannel

solutions coupled with AI and Chatbot self-service

features.

Pluxee receives very positive ratings from its users,

with 74% expressing satisfaction with their experience

using Pluxee solutions1 and a 4.5/5 satisfaction rate

for case management in the use of Pluxee's customer

service channels.

Health and Well-being

Among other benefits, meal solutions always provide

access to a range of healthy food options within

Pluxee's diverse merchant network. For more on the

Group's merchant network, see section 1.4.5.

Moreover, Pluxee is working to develop wellness

solutions in several countries through partnerships

to enhance the Group's health and well-being offering.

As examples, in Brazil, Spain, and Romania, Pluxee has

partnered with Wellhub to provide fitness,

mindfulness, therapy, nutrition, and sleep aid services.

Pluxee also strives to offer products that increase

the well-being of employees at work and beyond. An

illustration of this goal is provided by the spectrum of

the Group's offer in the UK, which spans from financial

benefits to physical and mental well-being, enabling a

positive impact on health through a gym pass, an

employee assistance program, and "Cycle to work" (a

high-impact employee benefit that provides savings

on bikes and accessories).



Spotlight: Vivir Bien


	In Brazil, Mexico, Chile, and Tunisia, Pluxee has developed initiatives to provide nutrition awareness and coaching to the employees of Pluxee clients. These initiatives are organized under the name "Vivir Bien" or Live Well in Spanish. The Vivir Bien initiative is disseminated through several channels and activities such as: lectures and assistance/food guidance provided by a nutritionist, encompassing food, health. and well-being. Individual sessions with a nutritionist address questions on food and nutrition. Health-related content available through digital platforms provides exercise work-out routines, advice on making healthy meal choices, and recipes encompassing vegetarian, sustainable, and other health-conscious food.


		Fiscal 2024 annual report		215


	Sustainability
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Engagement

Pluxee initiated a partnership with the Happiness

Index as a means for impacting employee motivation

and retention. In Brazil, an early campaign of the

Happiness Index triggered 25,000+ responses,

providing a compelling compass for the state of

"Happiness at Work" in that country. The partnership

is also active in Romania and the U.S., and supports

Pluxee clients in driving employee engagement. Pluxee

clients are invited to use the same survey as the

Group does to measure the engagement of their

employees and to calculate an eNPS (see

section 5.3.1).

Work place connections and recognition have proven

to increase employee well-being. Pluxee works to

provide engagement solutions that foster strong

connections between employees and the

organization where they work, and between

employees and their peers. Within Pluxee's

engagement portfolio in the U.S., the addition of

Inspirus has enabled Pluxee to evolve from incentives

to social recognition and celebration (exemplified by

the Connect Plus, Social, and Celebrate solutions).

Inclusion

Pluxee aims to promote an inclusive payment

ecosystem by ensuring accessible products available

to people with visual-impairment.

As an example, in France and Belgium Pluxee benefit

cards are available with braille writing for the vision

impaired.

Enhancing the Satisfaction of Clients and Consumers

Pluxee aims to interact with its clients and their

inclusion of their feedback and input in the

development of Pluxee products and solutions (see

section 5.1.1.2).

The Group believes its efforts are yielding results

based on Fiscal 2024 average user ratings of 4.4/5 on

Android and 4.2/5 on iOS for Pluxee's mobile

applications.

5.4Local Communities

Pluxee aims to be the beating heart of the

communities in its ecosystem. The Group contributes

to the development of local communities by

generating value for its small and medium-sized

affiliated merchants and by empowering vulnerable

populations through digital and financial inclusion.

Pluxee focuses on small and medium-sized

enterprises (SMEs) to drive impact in local

communities. Pluxee's Meal & Food benefits and other

products and solutions – provided by the Group's

clients to their own employee – increase consumer

traffic, helping SME merchants to augment their

visibility and revenues. The targeted support of SME

merchants is also a win for consumers as this usually

enables a more diversified offer in their local areas.

Moreover, Pluxee partners with public authorities to

help them provide social services and aid to

populations in need, and to target specific-use

benefits for defined populations. Pluxee also

participates in the empowerment of women and youth

through its support of the Stop Hunger global

network.


Local Communities Target	FY 2026 target	FY 2024 actual
Business Volume Reimbursed (BVR) benefiting SME Merchants (in billion euros)	€8	€6.2


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	Sustainability
	Local Communities

5.4.1Win-win partnership with merchants

Building strong relationships with merchants

Pluxee strives to be a reliable partner, working hand in

hand with merchants of all sizes to help them grow

and thrive. To strengthen these partnerships, the

Group works to maintain an open and ongoing

dialogue with its affiliated merchants by meeting often

and building alliances with their trade associations.

Pluxee's objective is to develop joint initiatives that

generate positive impact and value for its networks of

affiliated merchants.

Spotlight on merchant relationships and partnerships



France: Nationwide merchant rail show meetings


	To maintain close ties with their merchant network, team members at Pluxee France completed a "rail show" by train to meet with merchants, interact and create connections with them, hear about their needs, answer their questions, and respond to their requests. By the end of August 2024, Pluxee had met with 900 SME merchants from seven medium-sized cities and associated city centers. The initiative has been well received, with merchants expressing appreciation for the open discussions and transparent feedback, driving joint progress. The "rail show" has also provided an opportunity for additional technical support and immediate answers to potential questions and challenges merchants may face. For some, it has also enabled an introduction to Pluxee France products and opportunities to build new partnerships.

Pluxee France rail show visits merchants nationwide.


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	Sustainability
	Local Communities



Brazil: the Abrasel merchant association


	Over the past 10 years, Pluxee Brazil has successfully built a strong relationship with Abrasel (the Brazilian Association of Bars and Restaurants). Abrasel is the primary and most influential association in the Brazilian restaurant sector with a presence across all Brazilian states. The goals of the Pluxee/Abrasel collaboration are to develop initiatives that support and drive more sustainable traffic to member restaurants and bars. Pluxee and Abrasel have developed an initiative, the contest "O Quilo Nosso," a national competition to choose the best self-service restaurant in Brazil. The contest, which was in its eighth edition in Fiscal 2024, has contributed to promoting regional cuisine and tourism, stimulating innovation and quality, and enhancing the visibility of participants. The finalists are able to increase their revenue significantly as a result of the broad local and national media coverage they receive. The winner of the contest's last edition saw the revenue of his business grow by 40%. In an effort to support entrepreneurs in the state of Rio Grande do Sul, which suffered the consequences of major floods during 2024, Pluxee Brazil is supporting various initiatives implemented by Abrasel, with the objective of providing continuous and efficient support to rebuild the state's economy. This is also expected to have an impact on employment over the next two years. The initiative includes a solution to create personalized reconstruction plans and to provide access to services such as supporting mental and physical health care, promoting public sector involvement, and providing materials.

Pluxee's footprint in Brazil's merchant network.

Transparency and fair practices

Pluxee communicates on a regular basis with its

affiliated merchants to understand their needs and

gauge their assessment of how Pluxee products and

solutions add to their business. Through this process,

Pluxee has identified their top priorities which are: to

understand the full cost of each transaction; to be

able to easily follow reimbursement; to minimize

administrative processes; and to access support in

the event of an incident or if they have questions.

To meet these expectations, Pluxee provides

transparent information about the rules for accepting

its products. This is enabled, in particular, by providing

a full end-to-end digitized merchant experience,

from onboarding to the invoicing process. Pluxee is

upfront about commission levels from the onboarding

phase, . Additionally, full customer care and

administrative support are available on Pluxee's

online Merchant Portal. Pluxee ensures that

merchants make affiliation decisions with an optimal

level of information and support.

In some countries, the Merchant Portal is a digital full

self-service channel for merchants to self-manage

their Pluxee products and services, and access

additional value-added services. The market

segments that benefit from this portal are primarily

SME merchants, whether they are independent

entrepreneurs or members of chains and federations.

Merchants can also access a Merchant App to

manage their services. Extra services can be

accessed with Pluxee-on-the-go, and with a simple

mobile-based interface. In addition, the Merchant

App enables small merchants to transform their

mobile phones into a payment terminal, receiving

payments from Pluxee cards instantly without any

additional hardware or software updates.

Benefits for merchants include a quick and

straightforward affiliation, on demand access to

transactions that is available at any time of the day or

night, information on invoices and reimbursement,

requests for faster reimbursement (when the option

is available), easy account and point-of-sale

management in a few clicks, acceptance of online

payments, access to marketing services, and access

to third-party services.

The global platform is available in Brazil, Chile, Czech

Republic, Panama, Colombia, and Belgium. It will

progressively replace local platforms to ensure a

seamless user experience.

Moreover, Pluxee offers omnichannel Customer

Support (via telephone, e-mail, webforms, and chat)

enabling merchants to pick their preferred

communication channel. Customer support is

available every day and is managed by trained

advisors able to handle different types of requests,

with the objective of resolving any issue presented

during the first contact. In India and Romania,

merchants report Pluxee customer support

satisfaction rates of 77% and 75% respectively.

1 Source: Commission Nationale des Titres-Restaurant (CNTR).


218		Fiscal 2024 annual report


	Sustainability
	Local Communities

Driving traffic and revenue

Pluxee seeks to help local merchants thrive by

connecting them with consumers and helping them

generate additional sustainable business. More

specifically, Pluxee's Fiscal 2026 goal is to drive

eight billion euros in BVR to SME merchants. In Fiscal

2024, the Group recorded 6.2 billion euros

reimbursed to SMEs. As an example of Pluxee's

achievements in this regard, during the period, Pluxee

Brazil accredited 102,000 new merchants of which

95% were SMEs, representing 52% growth in

accreditation compared to the previous year.

Pluxee's service has a positive impact in driving

sustainable traffic to merchants. The Group's

service has proven the ability to increase average

basket/spend at points-of-sale by increasing the end-

user's purchasing power. For example, in the French

market, the total amount of meal vouchers issued

between 2021 and 2022 showed a growth of almost

10% in value and 6% in volume 1. These figures

demonstrate Pluxee's capacity to develop the

restaurant industry by convincing its clients to grant

meal vouchers to their employees and consequently

increase the number of potential meal voucher end-

users that have access to its network of merchants.

To enable more business, Pluxee is supporting

merchants through targeted traffic services. The

Group provides insight dashboards to merchants

from its global merchant portal that include analytics

on the consumer profiles that frequent their

venue. The merchants can then invest in targeted

campaigns. This service has been rolled out in Brazil,

Czech Republic, Belgium, and Mexico.

Pluxee also provides marketing services, offering ad

campaigns, promotions, and cashback tools to drive

targeted traffic to merchants who cannot develop

and personalize their own campaigns.

Pluxee aims to provide greater visibility to the

merchants from its network who have sustainable

practices. Pluxee has successfully launched a new

initiative in France in partnership with a community-

based platform to promote sustainable consumption

behaviors. This enhances visibility of merchants

offering healthy, inclusive, and eco-friendly options

aligned with consumer preferences. Currently more

than 10,000 affiliated merchants offer sustainable

products or solutions.

Digital & Financial inclusion

As a tech company, Pluxee's mission is to support the

stakeholders in its ecosystem to leverage digital

services for greater impact. Pluxee accomplishes this

by providing training to ensure merchants (especially

in the SME merchant segment) to acquire all

necessary skills to develop their business online. For

example, Pluxee Brazil has developed Social Hub to

empower women SME merchants in the food sector

to build financial independence through education,

mentoring, and business opportunities. As a result of

this program – run in two editions – more than

1,200 women developed management and

entrepreneurial skills via an online platform

(specialized courses, complementary activities,

recognition, and mentoring) and received

certifications. After completing the training, they were

all invited to become accredited within the Pluxee

merchant network, diversifying the Group's merchant

network and driving revenue to their businesses.

Some small independent business owners may also

occasionally lack sufficient resources to purchase

and maintain a payment terminal. To support such

SME merchants, Pluxee may provide payment

terminals to selected merchants. In Tunisia, for

example, 1,240 payment terminals have been

deployed, representing 20% of Pluxee's total

acceptance network. These payment terminals are

able to process transactions with any bank card

which ensures the SME owner a broader acceptance

capacity.

Pluxee also provides mobile phone-based payment

acceptance methods such as QR Codes, to ensure

that even the smallest merchants who cannot invest

in a sophisticated point-of-sale (POS) system can still

accept Pluxee's payment solutions and be included in

its sustainable network. Additionally, this helps SME

merchants to reduce their investment and

maintenance costs. The app is deployed to enable

SME merchants to take digital payments without

depending on other local payment partners. The

Group has rolled out this solution in Chile, Colombia,

Panama Peru, China, and India.

Pluxee believes that by providing a range of payment

options, the Group contributes to empowering

merchants in their business creation and

expansion journey.

Some small merchants may have difficulty accessing

financial services. Pluxee aims to support its

merchants to access credit and loans they

otherwise might not be able to secure as they often

lack guarantees. For example, Pluxee Belgium has

partnered with a trusted financial service partner that

offers fast, flexible financing access to small-sized

merchants. As of 2024, Pluxee Belgium has

contributed to 114 merchants being able to secure

1.7 million euros in funding.

Pluxee also supports gaining access to specific

categories of merchants which may have more

difficulty developing their businesses. For instance, in

India, social conditioning has prevented women from

joining the entrepreneurial journey in the past, and

consequently the trend toward broader female

representation among merchants is recent. To

support existing women entrepreneurs and

encourage more women to become entrepreneurs,

Pluxee India provides a range of value-added

services and store branding material to enhance


		Fiscal 2024 annual report		219


	Sustainability
	Local Communities

visibility. Pluxee India has witnessed encouraging

growth in the number of affiliated women merchants,

which increased by more than 4,200 between Fiscal

years 2020 and 2024.

With the increase in the cost of raw materials, Pluxee

also looks to support its merchants in finding

discounts from suppliers. In Türkiye and Czech

Republic, the Group developed the "Merchant pass"

card by which merchants can allocate their BVR to a

prepaid account/card which they use to purchase

supplies at a discounted price from Pluxee's supplier

affiliate networks (typically made up of wholesalers).

Pluxee also aims to support merchants in their

access to daily services through Pluxee Assistance,

emergency and preventive services at a negotiated

discount price. The primary coverage of this service

encompasses plumbers, locksmiths, electricians,

water supply, cleaning of air conditioning and grease

filters, fire extinguisher checks, assistance with

computers and electronic devices, and financial

advisory services.

Finally, the Group aims to help SME merchants in

their ability to provide the same level of benefits as

a large corporation to their employees with

services such as Pluxee Life Insurance provided to

the owner(s) and employee(s) at a negotiated

discounted rate. Main coverages include death

benefits, disability insurance, medical and dental

expenses, hospital expenses, and funeral assistance.

Spotlight on Pluxee's Support of Small and Medium-Sized Enterprises



Romania: Pluxee IMM Connect and Startarium: Booseter program for Small and Medium-Sized Enterprises


	Pluxee Romania has developed an SME community with more than 650 merchants. The purpose is to create a dynamic ecosystem where businesses connect, collaborate, and empower every member with the tools they need to achieve lasting success in an ever-evolving market. This community has access to a content platform and exclusive experts' workshops, tailored solutions, and networking events. Pluxee Romania also contributed to a joint initiative called Startarium "Romanii sunt Antreprenori" (Romaninans are entrepreneurs) alongside Impact Hub Bucharest, to support small and medium-sized enterprise owners in developing their businesses. The initiative was carried out in two phases. From October to December 2023, a pitching competition was organized with multiple prizes for several categories, totaling up to 100,000 euros. In a second phase, from January 2024 onward, an interactive dedicated educational platform was provided to SMEs and entrepreneurs, supporting them in growing their businesses sustainably. A total of 20 learning experiences will have been delivered and 2,000+ event registrations planned. We expect that more than 200 certificates of completion will be distributed at the end of the program.

5.4.2Supporting local authorities in the delivery of socioeconomic

programs

Positioning in Public Benefits

One of Pluxee's goals is to drive positive impact by

supporting governments in driving specific benefits to

targeted population profiles.

Pluxee does so by providing one-off or recurring

solutions that improve the management and control

of social and economic programs on behalf of public

(central, regional, or local government bodies) or

private entities (NGOs, foundations). Usually, the

goals of these programs is to provide social

assistance or additional purchasing power to

targeted categories of people, or subsidies to

targeted categories of companies.

Pluxee contributes to occasional or recurring public

benefit programs to support populations such as:

• vulnerable populations: social assistance programs

provided by public or private entities to support

people in need;

• children and students: programs provided by public

or private entities to support the welfare of children

and students;

• benefits provided to support household service

needs;

• other programs provided by public authorities or

agencies to private companies.

The programs supported by Pluxee have a defined

purpose such as:

• food aid;

• supplementing purchasing power;

• access to medicine;

• support in finding employment;

• developing skills and competencies through training;

• education or cultural activities.


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	Sustainability
	Local Communities

In Fiscal 2024, Pluxee helped beneficiaries in 13 countries through these programs. The Group leads in the

Public Benefits markets of Belgium, Romania, Germany, and Austria.

Spotlight on Public Benefits



Romania: Social Plus Card


	Since June 2022, Pluxee Romania has contributed to the provision of food and hot meals through a social card program, benefiting more than 2.5 million people in need. Beneficiaries of the program include low–income people, people with disabilities, single-parent families, and homeless people. The program provides an allowance of 250 Romanian leu every two months to ensure that the targeted beneficiaries have access to nutritious hot meals and food products every day, in Fiscal 2024, in addition to supporting vulnerable populations, this program has enabled digital inclusion of the beneficiaries through card-only distribution.



Austria: Klimabonus


	Pluxee is an established and reliable partner for the public sector in Austria and has already implemented numerous projects in this area. With a volume of approximately one billion euros over a three-year period and more than one million recipients per year, the Klimabonus voucher is the largest cooperation of this kind so far. The Klimabonus is intended to promote climate-friendly behavior among Austria's residents. The voucher is the result of an effective collaboration between Pluxee Austria and the Federal Ministry for Climate Protection and is being issued for the third time this year following a successful tender in 2021. It is accepted by over 12,000 network partners in Austria.



Belgium: Service Vouchers


	Since 2008, Pluxee Belgium manages the three Belgian regional service voucher systems. These schemes support working families while providing social coverage for household helpers. With a voucher, a family can finance one hour of domestic work (cleaning, shopping and cooking, ironing and transport for less mobile people), under a beneficiary contribution of around 10 euros, with a regional government subsidy of around 20 euros, payable to a certified enterprise employing household helpers. Pluxee was chosen as the exclusive provider to support each of the three Belgian regions in their delivery of this program due to the Group's close collaboration with and support for the regional clients and their partner organizations, such as Digital Flanders. The regions' administrations strongly value Pluxee's continuous development of the service voucher ecosystems that integrate partners such as banks, software developers, and certified enterprises. This was an important differentiator in the regions' decision to choose Pluxee. Around 1.2 million people in Belgium use the service vouchers for a total business volume of approximately 3.2 billion euros. The system has contributed to formal employment for an estimated 160,000 household helpers, now the third largest employment sector in Belgium. Most of the vouchers are in fully virtual formats, with 30% of them available in paper format. The Flanders region voucher system will move to full virtualization by June 2025.



Germany: Education Card


	Developed in close collaboration with 29 municipalities in seven federal states of Germany, the Education Card aims to support children and youth from low-income families that receive specific social benefits, offering them better educational development opportunities. Through the Card, over 260,000 children and youth can access in-school and out-of-school educational opportunities, and can participate more fully in community life through services such as learning support, lunch, sports, school trips, and school supplies. These services are offered by a network of more than 32,200 providers across the participating municipalities.


		Fiscal 2024 annual report		221


	Sustainability
	Local Communities

5.4.3Supporting underprivileged communities

Pluxee's work with local communities prioritizes the

empowerment of women and young people from

underprivileged backgrounds, carried out through

projects with NGOs contributing to the Stop Hunger

mission.

Stop Hunger is a global non-profit network that works

locally to enable those most in need to permanently

escape hunger. Pluxee, together with Sodexo, is a

founding member of the Stop Hunger endowment

fund and is an important contributor to the

organization's mission.

Stop Hunger fights food insecurity and believes that

empowering women and young people can provide

solutions to a range of social inequities. Pluxee shares

this commitment and joins forces with the

organization to promote change in this pursuit

through two spheres of action:

1. Saving Lives

Food Aid: Support and food donations during

crises, either directly or by connecting Pluxee's

merchants to food banks;

Emergen cy Aid: helping to save lives in

emergency situations;

2. Changing Lives

Beyond Food Aid: changing lives by targeting

women and younger generations through

education and technical skill development to

provide paths to employment, and/or helping

them to build and grow their businesses. Pluxee's

aim is to provide them with the tools and

capabilities so they are qualified to eventually join

the Group's network of small and medium-sized

merchants.

Pluxee's actions are carried out through:

• volunteering, which also provides an opportunity

for Pluxee employees' to contribute their skills

beyond their professional activities;

• financial contributions, to co-create initiatives and

programs, and to provide support in emergencies;

• other philanthropic initiatives, such as donations

of meal benefits by consumers and clients via

Pluxee's mobile application, annual giving campaigns

such as Small Acts of Kindness and Servathon,

where teams worldwide join forces to volunteer,

raise money, and donate food in their local

communities.

In Fiscal 2024 Pluxee's support of Stop Hunger

programs directly impacted 260,800 beneficiaries.

This support was complemented by the volunteer

activities of 1,200 Pluxee employees.

Stop Hunger: Strategic spheres of action

2024.10.25 - Pluxee x Stop Hunger Design v2_Vecto.svg


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	Sustainability
	Local Communities

5.4.3.1 Emergency aid

In Brazil: Flooding emergency support

In May 2024, the state of Rio Grande do Sul in

southern Brazil experienced severe rainfall. The

flooding that followed constituted the worst natural

calamity ever to hit the state, with catastrophic

consequences including an estimated 450 cities and

2.1 million people affected, more than half a million

people displaced, and 147 deaths.

To provide relief and assistance to victims of the

flooding, Pluxee Brazil and Stop Hunger jointly

activated a 50,000 euro fund to support two local

NGOs: Banco de Alimentos do Rio Grande do Sul (a

local food bank), and Parceiros Voluntários

(Volunteer Partners). Pluxee Brazil also donated an

additional 14,300 euros to support Parceiros

Voluntários.

In partnership with Stop Hunger, Pluxee worked with

both NGOs to assess and secure the best use of

collected funds. Parceiros Voluntários used the

funds primarily in sixteen municipalities to fund and

distribute food and disposable items, household

utensils, personal care kits, and healthcare materials.

In Morocco: Earthquake emergency relief

In September 2023, a 6.8 magnitude earthquake

struck Morocco, causing damage to buildings and

villages, affecting more than 6.6 million inhabitants,

and killing 3,000 people in the provinces and

municipalities of Al-Haouz, Marrakech, Ouarzazate,

Azilal, Chichaoua, and Taroudant.

Pluxee Morocco and Stop Hunger partnered to

establish a fundraising campaign, collecting more than

8,600 euros which was matched by Stop Hunger,

making a total donation of around 15,000 euros to the

Moroccan Food Bank. In addition, the Stop Hunger

Emergency Fund was activated with a donation of

20,000 euros to partner with the NGO CARE

Morocco, which deployed a series of activities to

address the urgent needs of those affected. These

included healthcare support, temporary shelter, food,

water, and hygiene kit distribution in the regions of

Marrakech-Safi and Souss-Massa. The provision of

these goods focused on women, the elderly and

people with mobility challenges. With the funds

provided by Pluxee and Stop Hunger, an estimated

6,000 individuals directly benefited from these

efforts, with an additional 20,000 receiving indirect

aid through the actions carried out by CARE with the

funds provided by Pluxee and Stop Hunger.

5.4.3.2 Promoting skill development for women and young people

Pluxee supports public and NGO partners in their work to empower women and youth from disadvantaged

communities, equipping them with the digital skills and capabilities needed to thrive economically. Following are

some examples of activities carried out in Fiscal 2024.

Bulgaria: Entrepreneurship support for women living in precarious conditions

Thousands of Ukrainian refugees, most of them

women and children, have entered and remained in

Bulgaria since the beginning of the conflict with

Russia. Suffering the consequences of family

separation, forced to remake their lives in a foreign

country, this population is in need of targeted

support. Victims of domestic violence (a particularly

vulnerable group) require immediate and ongoing

support as their numbers continue to increase.

Within this context, Pluxee Bulgaria and Stop Hunger

signed a three-year partnership (2023-2025) with the

Sofia-based BCause Foundation, to support a

program that helps women to achieve economic

independence, self-confidence, and empowerment

through the following activities:

• business development training: equipping 20

women-led teams with the skills to create and

implement successful business plans;

• community grants: awarding six grants to women-led

projects that support other women and their

communities;

• comprehensive support services: providing

assessment, mentoring, and mental health support

to 120 women;

• skill development: enhancing the employability of 90

women through soft skills training.

Pluxee Bulgaria and Stop Hunger partnership


		Fiscal 2024 annual report		223


	Sustainability
	Local Communities

Czech Republic: Scholarships for IT training

There is an identified deficit of an estimated 15,000 IT

professionals in the Czech Republic, representing a

captive job market for individuals with specialized

skills. To provide women with relevant training and

improve their chances of filling positions in the IT

industry, the Prague-based Czechitas Foundation and

Stop Hunger disbursed grants to ten women for IT

education and employability skills training, such as

interview coaching and CV writing, complemented by

meal vouchers, mentoring, and other assistance.

Participants in Czechitas' three-month Digital

Academy course gain knowledge in data analysis,

testing or web development, which they then apply to

projects they themselves develop. As part of the

academy, the participants will also receive career

guidance, soft-skills training, and contacts at partner

companies. The program seeks to support single

mothers, women raised in institutional settings,

women with disabilities, and otherwise disadvantaged

women who want to learn new skills.

Graduates of the Digital Academy course, delivered by Pluxee Czech

Republic and Stop Hunger in partnership with a local NGO.

Brazil: Developing women-led small businesses

The Menu a Empreendedora project aims to provide

training on technical, social, and soft skills to women

who are or wish to be leaders of micro and small food

businesses. In 2024 the project took place in

Paraisópolis, the second largest low-income urban

district in São Paulo. In Paraisópolis, 70% of the

inhabitants are between the ages of 18 and 44. They

are mostly in low income- earning brackets, with 36%

of the population making minimum wage or less. More

than a third of them are entrepreneurs or have

informal jobs. The socioeconomic profile of the area

strengthens Pluxee's conviction to work with local

communities in an effort to provide them with training

and tools to achieve financial self-sufficiency through

empowerment and the growth of their small

businesses.

Entrepreneurship plays a key role in social inclusion in

Brazil. More than 10 million women are estimated to be

business owners. Most of them are heads of

households. They start businesses out of necessity,

to cover their families' basic needs. Aware of the

support required by this group of current and future

female entrepreneurs, Pluxee Brazil partnered with

the Instituto Rede Mulher Empreendedora (IRME) to

develop the Menu a Empreendedora project.

The project was funded by Stop Hunger locally. It

counted 23 participants, of which 81% are from

historically underrepresented racial groups, 69% are

mothers, 57% are high school graduates, and 52% are

the sole income-providers in their households. The

business profiles of the participants included 36%

business owners, with 14% of the businesses

formalized after project participation, and 56% of

which are in the food and beverage sector.

The program, which also included individual mentoring

sessions, achieved significant positive near-term

results: after the training, 29% of the participants

opened a new business, 29% reactivated their

businesses, 71% reported an increase in sales

revenue, 71% believe others have benefited from their

business, and 100% intend to keep their businesses.

The self-esteem of the women participating in the

project, measured through a survey, also increased

after the training.

Philippines: Better With Water project

Access to safe water is a challenge for thousands of

families all over the Philippines. The country's water

infrastructure is still undeveloped in low-income

areas, with family budgets pressured further by the

cost of sourcing potable water for domestic use. To

address this issue, Pluxee supported the Better with

Water project with the aim of improving nutrition, living

conditions, and the overall development of

underprivileged urban communities. The first phase of

the project, called 2gether4water, entailed the

construction of a water network to supply homes with

potable water, available 24/7. The second component,

Smarter4Water, offered training sessions in subjects

such as public speaking, leadership, project

management and financial literacy, which were later

replicated by the participants in their own

communities.

As a result of the project, 90 families, counting a total

of 390 individuals in urban poor areas of the Cavite

province, secured sustainable and continued access

to water. Moreover, 138 women and 22 men

participated in skill development activities to improve

their community leadership skills and employability.


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	Sustainability
	Local Communities

Indonesia: Empowering and inspiring youth

Indonesia is estimated to have 64 million people

between the ages of 16 and 30, accounting for 21% of

the country's total population. A significant portion of

them are classified as NEET (Not in Education,

Employment or Training). To pursue its goal of

becoming a developed country by 2050, Indonesia

must address the skill gap of its younger generation to

empower them to thrive in the labor market. Within

this context, Pluxee Indonesia chose to partner with

Life Project 4 Youth (LP4Y) in 2023 to provide career

development workshops to young people.

LP4Y trains and develops young adults who come

from economically disadvantaged families, without the

means to pursue post-high school education at

colleges and universities. Through the LP4Y career

workshop, Pluxee invited the participants to visit the

Pluxee Indonesia offices, where employees greeted

them and gave them an office tour. The workshop

included presentations by Pluxee employees about

their jobs and what they do on a daily basis. This

enabled the career workshop participants to develop

an initial understanding of the skills required for

positions in sales, marketing, IT, and operations. The

participants also attended a session on how to

master the job interview and conducted several mock

interviews and role-playing exercises.

Career development workshop participants, visiting Pluxee Indonesia

offices.

Brazil: Volunteering marathon

The Volunteering Marathon is a campaign focused on

promoting and strengthening the volunteer culture at

Pluxee Brazil. During the month of June, Pluxee

promoted a social impact-focused agenda with seven

different volunteering opportunities. The purpose was

to engage Pluxee employees, provide impact for

individuals and communities, and strengthen the

causes and issues that Pluxee supports, such as

Stop Hunger, DE&I, health and well-being, and access

to education. From online to offline volunteering

opportunities, Pluxee employees participated in

cooking workshops, mentoring and volunteer training

activities, painting homes, planting and harvesting

vegetables, and donating meals and food baskets.

Pluxee's Volunteering Marathon counted 203 Pluxee

volunteers, who together donated 495 hours of their

time for the benefit of six NGOs and 1,050 people who

received donations totaling more than 950 items.

1 The decarbonization of our direct emissions will be prioritized and all residual emissions will be neutralized (if applicable) in line with SBTi criteria

before reaching net-zero emissions. Pluxee continues to commit to not include the use of environmental attribute certificates to reduce Scope

3 emissions.


		Fiscal 2024 annual report		225


	Sustainability
	Environment

5.5Environment

Pluxee's fourth sustainability pillar outlines the Group's strategies and goals to preserve the environment. The

Company's strong environmental commitment is reflected in its ambitious targets to reduce the GHG emissions

generated by its operations. Pluxee also endeavors to amplify environmentally-friendly behavior and habits

across its ecosystem, focusing specifically on its communities of consumers and merchants.


Environment Target	FY 2025 target	FY 2024 actual
Share of the renewable electricity in buildings (% kWh)	100%	55.7%

5.5.1Net-Zero emissions by 2035

Pluxee has set an objective to achieve net-zero

emissions by 2035 across its operations and

value chain. The Group considers this an essential

component of its commitment to operate in alignment

with high environmental standards and to ensure a

positive impact across the Pluxee ecosystem.

Science-based Targets and Action Plan

Pluxee has established a science-based net-zero

target for its worldwide operations.

The first steps in this process were taken in

September 2022 when the Group made a commitment

to submit its net-zero trajectory to the Science Based

Targets initiative ("SBTi") within two years. The trajectory

outlined entails a 90% absolute reduction in Pluxee's

Scope 1, 2, and 3 GHG emissions by Fiscal 2035 from a

Fiscal 2017 baseline 1, with near and medium-term targets

for achieving the stated goal.

Specifically, Pluxee's near and medium-term targets

are to:

• source 100% of electricity from renewable sources

by Fiscal 2025;

• reduce absolute Scope 1, 2, and 3 GHG emissions

65% by Fiscal 2030 (from a Fiscal 2017 baseline);

• reduce absolute Scope 1, 2 and 3 GHG emissions

90% by Fiscal 2035 (from a Fiscal 2017 baseline).

Pluxee's Net-Zero trajectory

In December 2023 the Science Based Targets

initiative verified Pluxee's net-zero science-based

target by 2035, making Pluxee the first company in

its industry to have a formal confirmation of its GHG

emissions reduction objectives. The Group has

developed and is implementing a Global Net-Zero

Action Plan to work toward achieving these targets.

To carry out Pluxee's global action plan, a Net-Zero

Steering Committee has been established, through

which the 15 highest carbon-emitting operating units

across Pluxee meet regularly to share best practices

and address common challenges.

Additionally, those 15 countries work to identify

opportunities for decarbonization, and fine-tuning of the

Group's GHG emission reduction strategies, with the aim

of achieving broader impact. The overall objective of the

committee is to ensure that the necessary actions are

taken so that Pluxee can achieve its net-zero targets. To

this end, Pluxee tracks quarterly metrics and analyzes

progress toward the Group's three climate targets.

2 To ensure a robust measure of Pluxee's Scope 3 emissions, the Group engaged the support of an expert third-party environmental consultancy,

whose recommendations have been implemented in Pluxee's practice since Fiscal 2022 and reviewed by another external party in Fiscal 2023.


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	Sustainability
	Environment

The Group's Climate Impact Manager, who reports

to the Head of Sustainability, is responsible for

measuring and monitoring GHG emissions, and

provides support to local teams seeking to reduce

emissions within their operations.

Pluxee's methodology for measuring its carbon emissions

Pluxee has developed a process to measure direct and indirect carbon emissions across its operating entities,

in alignment with the international Greenhouse Gas (GHG) Protocol. The Group relies on the expertise it

acquired in the past, and works under the same audited and expert-based methodology2 as it did before the

spin-off. Pluxee's scope for this assessment has been structured as follows:

Pluxee's Direct and Indirect GHG emissions sources, by scope


Scope 1	Scope 2	Scope 3
Direct emissions	Indirect emissions	Indirect emissions Upstream	Indirect emissions Downstream
Source: • Combustion in company vehicles or in Pluxee sites	Source: • Generation of the purchased electricity for Pluxee sites	Sources: • Production of cards and vouchers • IT equipment and IT hosting services • Intellectual services and other purchases • Employee commuting and business travel • Distribution of Pluxee products • Fuel and energy consumption (indirect) • Leased assets	Sources: • Transport to recover paper vouchers • End of life of Pluxee products

In alignment with the methodology of the Greenhouse

Gas (GHG) Protocol, the calculation of Pluxee's

carbon emissions does not include Scope 3 indirect

use-phase of sold products, which encompass

products and services purchased using Pluxee's

solutions (such as meals consumed and food).

Nevertheless, the Group works to provide reasonable

means to mitigate the carbon impact of the products

and services purchased with Pluxee solutions (see

section 5.5.4).

Pluxee's greenhouse gas emissions

In Fiscal 2024 Pluxee reduced its carbon footprint

within the net-zero target perimeter by 11%, compared

to a Fiscal 2017 baseline, driven by the numerous

actions taken at the Group and country levels.

Pluxee's global carbon footprint totaled 26,360

metric tons of carbon dioxide equivalent (tCO2e)

emissions in Fiscal 2024, of which 36% were linked to

travel and commuting activities; 13% to the

production, transport and end-of-life of Pluxee

products (cards and vouchers); and 19% to the

Group's direct operations in office buildings and

related use of company vehicles.

Carbon emissions net-zero target perimeter


Scope 1
Direct emissions from fuel combustion	10.6%
Scope 2
Indirect emissions linked to electricity consumption	3.6%
Scope 3
Purchased goods and services	33.8%
Capital goods	—%
Fuel-and energy-related activities (not included in scope 1 or scope 2)	4.3%
Upstream transportation and distribution	7.1%
Business travel	14.5%
Employee commuting	21.4%
Upstream leased assets	0.2%
Downstream transportation and distribution	3.5%
End-of-life treatment of sold products	0.9%


		Fiscal 2024 annual report		227


	Sustainability
	Environment

Progress on Pluxee's net-zero agenda

Pluxee's Global Net-Zero Action Plan encompasses changes to the Group's global operations and value chain

that it believes will lead to achieving its net-zero targets. The Plan has been translated into concrete actions

across the Group's geographies.

Global Net-Zero Action Plan


Scopes 1 & 2	Company Cars	Optimize car fleet to reduce fuel consumption Transition to electric vehicles when available and relevant
	Energy Consumption	Implement measures to reduce energy consumption Optimize office space Select renewable electricity provider
Scope 3	Products & Payment	Digitalize and transition to virtualization of products and services Ensure sustainable card best practices (see section 5.5.2).
	Digital Assets & IT	Purchase refurbished hardware and extend equipment life spans Optimize GHG emissions linked to the use of digital assets Establish responsible cloud partnerships through eco-design and hosting, and prioritize responsible suppliers using renewable electricity
	Commuting and Travel	Facilitate low-carbon commuting options for employees Implement a climate strategy-conscious travel policy
	Supplier Engagement	Incorporate GHG emissions into RFP screening Embed decarbonization reporting in contracts Offer training on carbon emissions measurement

The operating changes called for in the Plan have

been consolidated into Traace, a centralized digital

platform through which Pluxee monitors progress on

its decarbonization strategy. The Traace platform

enables each country to test the effectiveness and

measure the potential impact of decarbonization

activities before they are implemented.

Pluxee is making progress on the achievement of its

net-zero targets. The Group expects to meet its net-

zero emissions reduction objectives within the

planned timeframe, with a specific focus on Scope 1

and 2 in the near-term. In Fiscal 2024 Pluxee

succeeded in decreasing its Scope 1 & 2 GHG

emissions by decreasing office space, improving

energy efficiency, and increasing the Group's direct

sourcing of renewable electricity.

Scope 1 & 2 Carbon Emissions Reduction trajectory toward Net-Zero

-90%


		in tCO2e
		in tCO2e

-65%

Pluxee's spin-off from Sodexo and activities related to

the Pluxee rebranding have had a negative impact on

the Group's indirect, or Scope 3, emissions. Activities

such as business travel related to brand launch

events, and reissuing physical cards to comply with

legal requirements in some countries presented

exceptional circumstances that led to an increase in

Pluxee's Scope 3 emissions compared to the

previous year. Pluxee's brand transformation, which is

ongoing in Fiscal 2024, is being conducted under

clear guidelines to minimize the environmental impact

of the Group's business and commercial activities.

These activities include the deployment of Pluxee

products (see section 5.5.2) as well as all other

marketing collaterals (such as the removal of the

Sodexo logo from merchant stickers), and

merchandising guidelines (rationale for purchases,

local, eco-conceived).


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	Sustainability
	Environment

Global electricity consumption and transition

to renewables

Optimizing electricity consumption and transitioning

to renewable energy sources at the Group's sites

constitute Pluxee's key actions on its path to net-zero.

The first initiative in this effort aims to reduce

electricity consumption by decreasing office space,

and opting for certified buildings with optimized

electricity efficiency. One of Pluxee's SBTi

commitments is to source 100% of its electricity from

renewable sources — wind, solar, geothermal,

biomass, or hydropower – by the end of Fiscal 2025.

Pluxee has developed a global program to source

renewable electricity across its operations. The first

goal of this program is to source renewable electricity

directly from the electricity providers. In countries

where this is not possible, Pluxee is purchasing

Renewable Energy Attribute Certificates.

In Fiscal 2024, Pluxee consumed 4,146,367 kWh of

electricity and increased its sourcing of renewable

electricity sources by around +30 points.

Pluxee electricity consumption in kWh and share of

renewable electricity

74%

44%

56%

26%

Spotlight on commuting and energy efficiency-optimized offices



France and Belgium


	Pluxee's 29 countries have signed on to the net-zero challenge, developing local actions to contribute to the net- zero goal within their specific commercial and operational contexts. As an example of these initiatives, Pluxee France and Pluxee Belgium have adapted the size and chosen location of their office buildings to optimize employee commuting and reduce energy use. These changes have had a positive impact on their carbon footprints. In both countries, decisions regarding new building locations took into consideration accessibility to public transportation. Currently in central locations of Paris and Brussels, Pluxee's offices are connected to main metro and train stations, making it more convenient for employees to use the public transport system instead of their cars. The percentage of employees in Pluxee Belgium's offices that use their vehicles to commute to work dropped from 65% to 6% after the offices moved. At Pluxee France's new offices, the number of employees using their car to commute to work decreased by two-thirds, driving a 73% reduction in related carbon emissions. Both entities have engaged in discussions with employees to encourage changes in their transportation habits such as promoting the use of bicycles and fully subsidizing monthly public transport subscriptions. Pluxee's new offices in Belgium and France were intentionally designed with sustainability in mind, promoting inclusiveness, conviviality, and practicality. Pluxee Belgium's offices, in the center of Brussels, are 63% smaller than the previous building, with space optimized for heating, cooling, and lightning, and eco-designed for efficient insulation. Pluxee France's new offices are 40% smaller than in the previous building, leading to a 78% reduction in electricity consumption. The building hosting these new offices has been distinguished for its environmental performance and design, and has been assessed under the BRE Environmental Assessment Method (BREEAM) and the French standard for Sustainable Buildings (NF HQE Bâtiment durable et Gestion durable) obtaining a recognition of excellent for both.


		Fiscal 2024 annual report		229


	Sustainability
	Environment

5.5.2Circularity: Sustainable payment products

The development of Pluxee products and systems incorporates the principles of eco-design and circularity.

Pluxee is mindful of features, resource use, responsible sourcing, and end-of-life in the manufacturing process of

all its products.

Pluxee's approach to Virtual-First

Current global trends in technology are driving the

virtualization of Pluxee's products. This evolution

renders obsolete the use of plastic and metal used

customarily in cards and chips, with a consequent

positive environmental impact.

The Group's goal is to be Virtual-First, enabling the

distribution and use of its products through

electronic means. While the Group is transitioning to

achieve its Virtual-First goal, Pluxee continues to

maintain the availability of paper and card solutions

when required by local regulations, customs, and

logistics. Pluxee strives to use sustainable materials,

limit the quantities of resources it requires, and

ensure optimal end-of-life management of its physical

means of payment.

The guidelines adopted by the Group's Product,

Procurement and Payment teams for the Virtual-First

approach are:

Guidelines for implementing Virtual-First


1. Conceive products or solutions in Virtual-First format	Involve the entire ecosystem: • Issuing acceptance • Merchant readiness • Consumer experience
2. Encourage clients to limit their use of plastic	Leverage what matters most to the client: • Innovation • Sustainability • Ease of administration

Tangible steps for transitioning to Virtual-First include linking benefits to employees' mobile phones, and/or

migrating to 100% mobile phone-based solutions (see India, Romania and Luxembourg use cases below).

Spotlight on product virtualization



Pluxee India


	Virtualization of Pluxee's meal solutions is supported by its mobile application and an extensive national network for QR code transactions. India presents challenging logistics for card delivery, replacement and recycling. The virtualization solution provides the benefit of rapid implementation for customers and avoids emissions linked to the production and transportation of cards across a geographically vast market.



Pluxee Romania


	Pluxee Romania has made significant progress in the digitization of its product portfolio by launching the virtual card as an option for more than 35,000 clients and two million consumers who use the company's products in a network of over 55,000 merchants. This new digital, environmentally-friendly solution allows the use of a virtual card for all employee benefits offered by Pluxee, including meal, gift, leisure, and culture. Pluxee Romania continuously invests in technological solutions, registering over 1.1 million active users for the mobile application and generating more than 21.6 million virtual and online transactions in Fiscal 2024. By replacing the issuing of plastic cards with the virtual cards, Pluxee's customers contribute to the Group's efforts of reducing GHG emissions and preserving the environment. The transition from plastic cards to virtual solutions will save up to 340 tCO2e emissions, the equivalent of what is captured by 170 hectares of forest during one year.


230		Fiscal 2024 annual report


	Sustainability
	Environment



Pluxee Luxembourg


	The roll-out of a virtual solution placed Pluxee Luxembourg in a position of market leadership, underscoring Pluxee's image as a company attentive to consumer preferences. It also provided an opportunity to innovate sustainably by offering the same services as a physical card (load and spend limits, security, network of merchants) with a lower environmental impact. The virtual card has been rolled out for meal and gift products. Pluxee Luxembourg was certified Entreprise Socialement Responsable (ESR) in June 2024 as a result of this virtualization, in addition to other socially responsible initiatives.

Sustainable Cards

Physical cards continue to be an important part of

Pluxee's offer as the Group transitions to its Virtual-

First objective. Pluxee seeks to employ alternative

materials to plastic in the ongoing use of meal and

other cards. The Group made progress on this front in

Fiscal 2024, increasing the percentage of non-PVC,

lower carbon footprint cards to 60% of total volume,

compared to 39% in Fiscal 2023. Alternative materials

to PVC run from rPVC (recycled PVC), to PLA

(Polylactic Acid).

Pluxee has established Sustainable Card

Guidelines through coordination between its

Product, Procurement and Payment teams which

provide an outline of how to prioritize Virtual-First with

clients, and how to manage physical cards for

sustainability for those who continue to use plastic

cards.

Sustainable Card Guidelines


1. One card, multiple products	Encourage customers that use more than one product to use a single card for multiple services
2. Longer-lasting solutions	Cards should be used until their expiration date Validity dates of cards should be extended as long as allowable Seek alternatives to single-use cards
3. Optimize recycling	Design cards with recycling in mind Collect expired cards at a central point
4. Source alternative and less impactful card materials	Leverage Pluxee best practices to identify optimal available options in the local market


		Fiscal 2024 annual report		231


	Sustainability
	Environment

Spotlight on Best Practices in Card Management



Extending card expiration and combining products on one card


	Pluxee Brazil created a card solution that combines Meal & Food benefits, offering consumers practicality in addition to sustainability benefits. The card is valid for 10 years. In Fiscal 2024 the number of consumers benefiting from this solution totaled almost 1.8 million.



Alternative materials, recycling, and optimized logistics


	Pluxee France successfully transitioned to the use of renewable and bio-based plastic materials such as polylactic acid (PLA). The Group's operations in France also moved production of the cards from Singapore to Poland, optimizing the transportation logistics and reducing the carbon footprint per card by about 50%. Additionally, the collection of cards for recycling is centralized at clients' offices, facilitating the process for end users. The transition to PLA has contributed to a reduction of four tons of plastic used, equivalent to the avoidance of an estimated 18 tons of CO2e emissions. Moreover, it is a non-toxic material, created from renewable resources and can be infinitely recycled.



Pluxee's Flagship Product in France: A sustainable and accessible Restaurant Card


	In Fiscal 2024 the Pluxee Restaurant Card continued to be the Group's flagship product in France. The Restaurant Card is both environmentally-friendly and accessible to the visually-impaired employees of Pluxee's clients. Pluxee Restaurant Cards are personalized to highlight clients' branding and their commitment to sustainability within the French socio-environmental ecosystem. The elements of sustainability included in Pluxee France's brand proposition to clients encompass: 1. for the environment: the only card on the market that is manufactured with recyclable biomaterials, with comparable resistance to PVC; 2. for inclusivity: accessible to sight-impaired people through embossing of the letter "R" in braille; 3. for the revitalization of local economies: the product lifecycle of cards takes place almost entirely in a French ecosystem.

Ensuring the environmental responsibility of paper vouchers

Despite the Group's efforts to virtualize or digitize all

its operations, paper vouchers are still used in some

Pluxee countries as a means of payment. The Group

has adopted several strategies to ensure that

environmental responsibility principles are respected

and implemented in cases where the use of paper

vouchers is ongoing.

Pluxee's first priority is to digitize the management of

the paper vouchers, including invoicing and related

administrative processes. The Group has witnessed a

22% decrease in paper voucher production between

Fiscal 2023 and Fiscal 2024. Pluxee ensures the use

of sustainable materials, in particular paper from

recycled sources and certified by entities such as the

Forest Stewardship Council® (FSC). Pluxee also tracks

the percentage of recycled paper used in the

production of its vouchers and endeavors to use eco-

friendly ink and other components, as available. The

Group ensures that its vouchers are recycled by

collecting them from merchants after use.

Pluxee is learning from the paper management best

practices developed in some of its operations. such as:

• Pluxee Spain: Although paper vouchers are still

often used in Spain, operations in that country have

transitioned contractual processes and related

training to full virtual formats;

• Pluxee Poland: During the transition from Sodexo

to Pluxee, the Group's employees in Poland printed

information on the front of remaining Sodexo

vouchers, thus customizing them for Pluxee-

branded use, informing end-users of the change,

and pointing them to the www.pluxee.pl website for

further details. This avoided the need to destroy

and duplicate vouchers;

• Pluxee Tunisia decided to continue to use the

Sodexo hologram with Pluxee's design to deplete

their remaining stock. The initiative of reusing the

existing vouchers avoided additional emissions

related to the production of new vouchers.


232		Fiscal 2024 annual report


	Sustainability
	Environment

5.5.3Sustainable tech by design

Green information technology (IT) encompasses all the techniques and practices aimed at reducing the

environmental footprint of communication and traditional information technologies. As a tech-enabled

company, green IT is a priority topic at Pluxee.

Pluxee's sustainable tech practices: four levers for green IT

To address the environmental challenges inherent in

IT, Pluxee is implementing green technology practices

as a central component of its corporate policy. The

Group's commitment to reducing its carbon footprint

includes the adoption of sustainable digital solutions

and energy-efficient IT infrastructure.

Pluxee's IT and tech departments have identified four

key levers to advance green IT: software, cloud and

operations development, transformation, and

infrastructure.


Four Key Levers for Sustainable Tech
Software	Cloud & DevOps
Code optimization Exchange optimization Design	Service micro-segmentation Monitoring Design FinOps
Transformation	Infrastructure
Value management Energy sobriety Lifecycle analysis	Life extension of IT assets Optimized energy consumption for machines Inventory of re-used machines

Software

Pluxee prioritizes the use of the binary format when

writing code, enabling more efficient use of energy.

Additionally, the Group has integrated GraalVM, a

general-purpose virtual machine that enables Pluxee

to run programs in several programming languages for

optimized performance. GraalVM also helps to reduce

application latency, improve throughput, and reduce

garbage collection time with 24/7 support.

On the design side, Pluxee's teams work with tools like

SonarQube, a code analysis tool that identifies bugs,

vulnerabilities and maintenance issues in software

projects. It helps developers improve the quality and

security of their code by providing detailed reports

and recommendations.

Pluxee has also opted to evaluate the environmental

performance of its corporate website with the Eco

Index. This tool measures the environmental impact

of websites by evaluating criteria such as page size,

number of requests, and energy efficiency of servers.

These measurements help Pluxee to reduce its digital

carbon footprint, promoting more sustainable use.

DevOps & the Cloud

The Microsoft Azure Advisor service enables

employees to optimize the sizing of workloads. Azure

Advisor contributes to sustainability by

recommending optimization features that reduce

energy consumption and costs, thereby promoting

more sustainable and responsible cloud operations.

Continuous database monitoring and intelligent

adjustments help improve performance across

Pluxee.

Managing cloud services at Pluxee, such as halting

unused cloud services during non-working days, saves

energy. Additionally, Pluxee foregoes unnecessary

cloud services in non-production environments for

maximum energy savings.

Infrastructure

Aware of the environmental impact of IT

infrastructure, Pluxee has adopted a non-renewal

policy of its equipment. The Group prioritizes use until

end-of-life, repair, and donation of devices to recycling

services. In addition, Pluxee increasingly uses

refurbished equipment, particularly servers.

Sustainable IT is a matter of environmental

responsibility, but it also provides an opportunity for

Pluxee to generate significant savings and stand

apart in the market. The Group's IT activities are

overcoming initial challenges and adopting innovative

practices to contribute to a more sustainable future.


		Fiscal 2024 annual report		233


	Sustainability
	Environment

5.5.4Promoting eco-responsible behavior

Pluxee believes its impact transcends the environmental impact of its operations. The Group is implementing

several initiatives to promote responsible behavior beyond its operations.

Eco-consumption

Pluxee's advocates for eco-consumption throughout

its ecosystem. Some of the Group's countries are

taking leadership roles in this area.

A case in point is Pluxee Belgium. When the Belgian

Government began developing the eco voucher in

2009, Pluxee was the first player in its market to

provide eco vouchers, aligned with the objective of

driving environmentally-friendly consumption

patterns.

The Belgian eco voucher system uses a list of eligible

goods and services including sustainable products

and services in the areas of transportation/

commuting, leisure, waste, product reuse, and ease of

recycling. Eco vouchers are an efficient tool to raise

awareness among consumers for more widespread

use of environmentally-sound products and services,

as illustrated in the Belgian Listen study that shows

54% of Belgian workers who benefit from eco

vouchers claim they consider the environment when

making a purchase.

Moreover, Pluxee Belgium co-developed — in

conjunction with local companies becom, bpost,

combell and myShopi — a web platform called

ecowednesday.be that consolidates on one site eco-

friendly webshops that sell environmentally-

conscious products or take steps in packaging and

delivery to advance circularity. The platform combines

discounts, promotions, and eco voucher payment with

a media campaign to attract as many consumers as

possible. This campaign was launched in May 2024

and reached more than one million people, with

55,000 unique visitors to ecowednesday.be.

Clean Commuting

Pluxee France and Pluxee Belgium have developed a

partnership with Skipr, to offer commuting solutions

to their consumers that generate less pollution. The

platform enables the use of a budget that provides

alternatives to individual car commuting. It

encompasses options such as the purchase of

electric-assisted bicycles and related accessories

and repairs, bike-share programs, and public

transport. Beneficiaries can access multiple flexible

commuting options through a dedicated card.

Food Waste

Pluxee aims to support SME merchants in improving

their environmental impact by reducing food waste.

One of Pluxee's main actions in the market is the

development of partnerships to connect merchants

with leftovers to consumers from the Pluxee network.

This food waste solution has been deployed in Peru,

Chile and Brazil.

Spotlight on food waste



Pluxee Brazil: The Yunus Partnership


	Pluxee Brazil is partnering with Yunus – named after Muhammad Yunus, the 2006 Nobel Peace Prize recipient and current Chief Adviser of Bangladesh – a local social enterprise start-up, to provide end-to-end solutions to reduce food waste in the areas of production, procurement, and inventory management. This provides new opportunities for SME merchants to unlock innovation and sustainability across the Pluxee ecosystem. Through an open innovation strategy, Pluxee and Yunus have carried out research on food waste in Brazilian restaurants. The partnership has identified 29 start-ups that address this challenge, evaluated nine proposals, and selected four solutions for the implementation of pilot programs: Through this work, Pluxee-Brazil's Managing Director shared the Company's vision and impact strategy on a panel with four other senior leaders from Pluxee's Brazilian ecosystem including Professor Muhammad Yunus.


234		Fiscal 2024 annual report


	Sustainability
	Environment

5.5.5Raising environmental awareness

Making progress on Pluxee's environmental agenda

requires an understanding of what drives climate

change and how to mitigate its consequences. The

involvement and commitment of Pluxee's employees

and other stakeholders is crucial for the attainment of

the Group's environmental goals. Pluxee has

established a training program to ensure that

members of the Group's ecosystem acquire the

knowledge and awareness required by its ambitious

environmental objectives.

The training activities carried out for employees

include:

• Race to Net-Zero, a specialized training module for

Pluxee employees on the Group's net-zero targets

and decarbonization trajectory;

• Climate Fresks which are collaborative workshops

for teaching groups about the specifics of climate

change by solving an interactive climate-themed

puzzle as a group. Climate training, using this

methodology, was provided to employees in France,

Brazil and countries in Pluxee's Asia Pacific region.

The training activities conducted for other Pluxee

stakeholders include:

• climate change training for employees of 120

start-ups, in partnership with French Tech Grand

Paris, in five cities throughout France, using the

Digital Collage methodology which highlights the

environmental, social, and geopolitical impact of

tech;

• clients' session in Philippines: a consultative

workshop followed by a Climate Fresk activity (see

above for description of Climate Fresk);

• supplier onboarding through which Pluxee has

trained 90+ suppliers on carbon emissions

calculations in the areas of transport and

intellectual services (in addition to awareness of

human rights issues within the Group's Ethics and

Compliance program).



Moving Forward: Climate Adaptation and Resilience


	Pluxee is currently developing a Climate Adaptation Plan, in alignment with the requirements of the European Corporate Sustainability Reporting Directive ("CSRD"), The Group is in the first phase of development of the risk screening analysis (infrastructure screening and analysis of the exposed sites), which will be followed by a detailed risk and opportunities analysis. These analyses will form the basis of the Group's Adaptation Plan and Policy. This risk screening exercise covers all subsidiaries of the Pluxee Group with the involvement of all Group countries. Two risk screening scenarios are being assessed: SSP5 - 8.5 and SSP2 - 4.5. In the risk screening analysis, Pluxee is considering the risks with regard to chronic and acute hazards associated to temperature, wind, water and solid mass. Pluxee has established an ESG impact working group for the development of the Climate Adaptation Plan. It is led by the Group's Sustainability team, and is comprised of colleagues responsible for the Company's physical and IT assets and members of Pluxee's insurance, security, internal control, and internal audit departments. Pluxee does not anticipate any material environmental risk that will impact the organization or its operations. However, if any such risk is identified, the Group and local level Internal Control departments would be called upon, and the Group and local level Finance teams would be informed. Both groups are aware that this screening is currently being conducted. Once the analysis is completed, the Adaptation Plan and Policy will be written and approved at the Executive Committee level. An execution team will be put in place, and a project manager will be assigned the task of tracking the progress on the Plan's deliverables. We anticipate that the cost to achieve these commitments will not be considered to have a substantial financial impact. The migration of our data centers to the cloud is already included in the IT development budget and our employees are already able to work remotely as proven during the Covid pandemic.


		Fiscal 2024 annual report		235


	Sustainability
	ESG performance

5.6ESG performance

5.6.1ESG certifications & commitments


ESG rating agency	Details
Ecovadis - Pluxee International	60/100 score, Bronze medal
Ecovadis - Pluxee France	73/100 score
Ecovadis - Pluxee Belgium	74/100 score, Gold medal
CDP	Status: Discloser


Certification and detail	Countries
ISO 9001	Belgium, Bulgaria, Czech Republic, France, Italy, Romania, Spain, Tunisia, United Kingdom
ISO 14001	Chile, France, Italy, Romania, Tunisia
ISO 27001	Belgium, Bulgaria, France, India, Israel, Italy, Luxembourg, Mexico, Romania, Spain, United Kingdom
GEEIS	Belgium, Brazil, India, Pluxee International
SA 8000	Italy


Commitments	Since
Global Compact	October 2023
Science-Based Target initiative	December 2023


236		Fiscal 2024 annual report


	Sustainability
	ESG performance

5.6.2ESG Indicators

Pluxee has identified commitments on which it would like to share its progress, in alignment with the Group's

sustainability journey. As indicated in footnote (1) below, selected indicators have been reviewed with "limited

assurance" by the Group's independent auditors per the methodological note in section 8.6.1. As discussed in

section 5.1.2., Pluxee is preparing to ensure the disclosure of indicators aligned with CSRD requirements

beginning in Fiscal 2025.


Category	Indicator	Fiscal 2024	Fiscal 2023	Evolution YTD	Target
Governance – Trusted Partner	Employees trained in responsible business conduct(1)	99.6%	94.0%	6.0%	>99%
Social – Individuals	Employee engagement(1)	71.2%	81.0%	-12.1%
	Employee retention rate(1)	89.6%	89.0%	0.7%
	Women in leadership positions(1)	39.9%	N/A	N/A	At least 42.0%
	Women in management positions(1)	43.0%	44.0%	-2.3%	At least 40.0%
Social – Communities	Business Volume Reimbursed benefiting Small & Medium Merchants(1) (in billion euros)	6.2	5.7	8.8%	8.0
Environment – Energy	Total Energy consumption in Direct Operations(1) (in kWh)	15,958,901	17,500,370	-8.8%
	Electricity consumption in buildings (in kWh)	4,146,367	5,122,926	-19.1%
	Share of renewable electricity in buildings(1) (in % kWh)	55.7%	26.3%	111.8%	100%
Environment – Climate	Scope 1 & 2 GHG emissions(1) Market-based (in tCO2e)	3,759	4,240	-11.3%
	Scope 3 GHG emissions(2) (Downstream and upstream) (in tCO2e)	22,602	21,090	7.2%
	Scope 1 & 2 GHG emissions (Market-based) reduction from 2017	-50.0%	-43.6%	N/A
	Scope 3 GHG emissions(2) reduction from 2017	1.7%	-5.1%	N/A
	Total GHG emissions(2) reduction from 2017	-11.3%	-14.8%	N/A

(1)This indicator has been reviewed with "limited assurance" by the Group's external auditors per the Methodological note in section

8.6.1.

(2)Emissions included in the Net-Zero carbon footprint perimeter validated by SBTi. This excludes the following emissions from Scope 3:

Category 1 Purchased goods and services subcategories: marketing and mailing; office supplies and maintenance; hotel and catering

and telecommunications. These subcategories of emissions are measured on an annual basis aligned with the GHG protocol and we

intend to continue taking action to reduce their associated emissions.


		Fiscal 2024 annual report		237


	Sustainability
	ESG performance

5.6.3 Auditor's report

Assurance report of the independent auditor

To: the general meeting and the board of directors of Pluxee N.V.

Assurance report on the selected non-financial indicators

Our conclusion

Based on the procedures performed and evidence obtained, nothing has come to our attention that causes us

to believe that the selected non-financial indicators of Pluxee N.V. over 2023/2024, highlighted with the symbol 1

are not prepared in all material respects, in accordance with the criteria established by Pluxee N.V.

What we have examined

The object of our assurance engagement contains the selected non-financial indicators highlighted with the

symbol 1 (hereafter: the indicators) as included in the Annual Report Fiscal 24 of Pluxee N.V.:

1. Business Volume Reimbursed benefiting Small & Medium merchants (€)

2. Share of the renewable electricity in buildings (% kWh)

3. Total Energy Consumption in Direct Operations (kWh)

4. Scope 1 & 2 GHG emissions (tCO2e)

5. Women in leadership position (%)

6. Women in management position (%)

7. Employees retention rate (%)

8. Employees trained on responsible business conduct (%)

9. Employees engagement (%)

We have examined the above selected non-financial indicators, stamped for identification purposes, of Pluxee N.V.,

Amsterdam – The Netherlands over 2023/2024. Comparative figures of the selected non-financial indicators

are not included in our scope of work for this limited assurance engagement. We will not provide assurance or

conclusions on other presented information in the Annual Report Fiscal 24 that is outside of our scope.

The basis for our conclusion

We conducted our examination in accordance with Dutch law, including the Dutch Standard 3000A Assurance

engagements, other than audits or reviews of historical financial information (attestation-engagements). This

engagement is aimed to provide limited assurance. Our responsibilities under this standard are further

described in the section ‘Our responsibilities for the examination’ of our report.

We believe that the assurance information we have obtained is sufficient and appropriate to provide a basis for

our conclusion.

Independence and quality control

We are independent of Pluxee N.V. in accordance with the ‘Verordening inzake de onafhankelijkheid van

accountants bij assurance opdrachten’ (ViO, Code of Ethics for Professional Accountants, a regulation with

respect to independence) and other relevant independence requirements in the Netherlands. Furthermore we

have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Code of Ethics for

Professional Accountants, a regulation with respect to rules of professional conduct).

PwC applies the ‘Nadere voorschriften kwaliteitssystemen’ (NVKS, Regulations for quality systems) and

accordingly maintains a comprehensive system of quality control including documented policies and

procedures regarding compliance with ethical requirements, professional standards and other applicable legal

and regulatory requirements.


238		Fiscal 2024 annual report


	Sustainability
	ESG performance

Applicable criteria

The applicable criteria used in drawing up the indicators have been drawn up by Pluxee N.V. and are in

accordance with Pluxee’s non-financial information reporting principles. These are explained per indicator in the

Annual Report Fiscal 24 in chapter 8.6 ’Additional Sustainability Information’.

The scope of the indicators is explained in the paragraph 8.6 'Additional Sustainability Information'. Fiscal For

each indicator, it is explained when there are deviations from this scope in this chapter.

The lack of established practices for assessing and measuring the indicators offers the opportunity to apply

different, accepted measurement techniques. This can influence the comparability between companies and over

time. On this basis, the indicators should be read and understood together with the criteria and definitions used.

Responsibilities for the indicators and the examination thereof

Responsibilities of the board of directors

The board of directors of Pluxee N.V. are responsible for the preparation of the indicators in accordance with

the own reporting methodology and criteria of Pluxee N.V., including the identification of the intended users and

the criteria being applicable for the purpose of these users.

Furthermore, the board of directors are responsible for such internal control as it determines is necessary to

enable the preparation of the indicators that is free from material misstatement, whether due to fraud or error.

Our responsibilities for the examination

Our responsibility is to plan and perform our examination in a manner that allows us to obtain sufficient and

appropriate evidence to provide a basis for our conclusion.

Our conclusion aims to provide limited assurance. The procedures performed in this context consisted primarily

of making inquiries with officers of the entity and determining the plausibility of the information included in the

indicators. The level of assurance obtained in a limited assurance engagement is substantially lower than the

assurance that would have been obtained had a reasonable assurance engagement been performed.

Procedures performed

We have exercised professional judgement and have maintained professional scepticism throughout the

examination in accordance with the Dutch Standard 3000A, ethical requirements and independence

requirements.

Our examination consisted, among other things of the following:

• Identifying areas of the indicators with a higher risk of a material misstatement, whether due to fraud or error,

designing and performing assurance procedures responsive to those risks, and obtaining evidence that is

sufficient and appropriate to provide a basis for our conclusion. These procedures consisted among others of:

◦ Interviewing management and/or relevant staff at corporate (and business/local) level responsible for the

sustainability strategy, policy and results.

◦ Interviewing relevant staff responsible for providing the information for, carrying out internal control procedures

on, and consolidating the data regarding the non-financial indicators in the 2023/2024 annual report.

◦ Obtaining assurance evidence that the non-financial indicators in the 2023/2024 annual report reconciles

to underlying records of the Company.

◦ Reviewing, on a limited test basis, relevant internal and external documentation.

◦ Considering the data and trends in the information submitted for consolidation at corporate level.

• Evaluating the appropriateness of the reporting criteria applied, their consistent application and related

disclosures in the Sustainability Report.

• Obtaining an understanding of internal control relevant to the examination in order to design assurance

procedures that are appropriate in the circumstances, but not for the purpose of expressing a conclusion on

the effectiveness of the company’s internal control.

Zwolle, 30 October 2024

PricewaterhouseCoopers Accountants N.V.

/PwC_Partner_Signature/

F.S. van der Ploeg RA


		Fiscal 2024 annual report		239


	Sustainability


240		Fiscal 2024 annual report




	Proactively addressing Risk Management through a rigorous and methodological approach


		Fiscal 2024 annual report		241

Risks and risk management


6.3Internal control procedures related to accounting and financial information	264
6.4Board declaration	264


242		Fiscal 2024 annual report


	Risks and risk management
	Risk management

6.1Risk management

The purpose of Pluxee's risk management and internal

control systems is to protect the Group's business,

assets and reputation through:

• identification and evaluation of risks that could

prevent the organization from achieving its

business objectives;

• anticipation of changes in these risks;

• implementation of mitigating actions and risk

transfer measures.

Risk management is therefore not an isolated

process within the organization but an integral part of

Pluxee's governance. It is a continuous process

which is executed at all the Group's locations, locally

and globally.

Pluxee inherited a robust risk management system from

its past as part of the Sodexo Group, based on the

Committee of Sponsoring Organizations of the Treadway

Commission (COSO) 2013 framework, and the internal

control reference framework recommended by the

French securities regulator (Autorité des marchés

financiers – AMF). Following the Group's recent spin-off

from Sodexo, Pluxee has taken measures to enhance its

risk management system even further by continuing to

invest in the improvement of risk management and

internal controls across its entities.

Pluxee's risk management framework focuses on the

Group's main areas of risk exposure. It provides

reasonable assurance that Pluxee can achieve its

business objectives and meet its obligations to

customers, shareholders, employees, and all

stakeholders.

6.1.1Risk management overview

In light of Pluxee's commitment to ensure that the

Group's risk management activities are an integral

part of its business units and processes, the Group

has implemented an iterative and continuous risk

management process across all its units, designed to

identify, assess, mitigate, monitor, and report risks.

Pluxee's risk management process

The risk management process consists of the

following core actions:

1. identify risks that could prevent achievement of

objectives, taking into account internal and/or

external events, key indicators and various data;

2. assess qualitative and quantitative evaluation of

the risks identified in terms of impact, probability

of occurrence, and level of internal control. This

enables prioritization of a response plan, which is

mandatory for the highest-risk priorities. Currently,

this assessment is reported on an annual basis

through the Risk Identification and Assessment

("RIDA") process.

This annual process is carried out by all units

across the Group ("bottom-up RIDA") and is

consolidated with the "top-down RIDA" performed

by Pluxee's global Executive Committee;

3. mitigate the identified risks, following the

assessment and level of priority, definition of the

action or the set of actions to be carried out with

the aim of reducing risk to an acceptable level;

4. monitor and report through internal control,

internal audit, and second line of defense

activities, providing visibility on the Group's

implementation of standards, norms, processes,

policies, and procedures to assist ultimate risk

owners in issuing and adjusting action plans.

(For more on the "three lines of defense model", see

sections 6.1.2.1 and 6.1.2.2).

A network of local internal control managers and

coordinators, embedded across the business,

supports the deployment of the entire risk

management framework

Further, to ensure risk management is not conducted in

isolation, risk sponsors (Executive Committee members)

and risk ow ners (the direct reports of Executive

Committee members), who together comprise the

Risk Committee (see section 6.1.2.4 Supervisory

bodies), have been appointed to ensure adequate

accountability is given to all functions and that they

are all adequately involved in the risk management

system. To facilitate these interactions and centralize

all data and response actions, a Governance, Risk and

Compliance (GRC) software platform is currently being

put in place, in line with best practices.


		Fiscal 2024 annual report		243


	Risks and risk management
	Risk management

6.1.1.1Risk identification and assessment

Pluxee is exposed to a variety of risks due to the

nature of its business. Within an operating

environment that is constantly evolving, the Group

relies on an annual process of identification and

assessment of risks to enable the organization and its

management to anticipate and mitigate risks

proactively.

To do so, Pluxee employs a hybrid risk assessment

approach, both "bottom-up" from the management of

local units, and "top-down" from global management.

• The bottom-up approach relies on the local

executive committees and operational

management teams across all Pluxee's operating

units to carry out an annual "Risk Identification &

Assessment" process, facilitated by risk and

internal control managers. The results of these

assessments are recorded in a global risk

management tool and risks thus identified are

owned and managed at the local level.

The identification and assessment of all Pluxee

operating units are also consolidated and analyzed at

the regional and global levels to identify trends and

common risks for which a regional and/or global

response is required. In such cases, risk owners and

risk sponsors are involved in the relevant analyses

and are accountable for the design of the appropriate

mitigating measures.

• The top-down approach relies on a series of

interviews between the Group Internal Audit team

and Pluxee's global senior leaders including the

Executive Committee members to identify and

assess key risks impacting the Group's business

and strategy, and the achievement of its objectives.

The results of both the bottom-up and top-down

approaches are consolidated and analyzed to update

continuously the Group's risk profile. This is validated

by the Risk Committee and shared with Pluxee's

Executive Committee before submission to the Audit

Committee and to the Board of Directors.

The Pluxee global risk assessment methodology

consists of three stages:

• the first stage is risk identification which consists

of identifying all risks and/or events that could

prevent the organization from reaching its goals and

objectives, whether at the local, regional or global

level;

• the second stage is risk evaluation which consists

of assessing the risks identified in the previous step

using three criteria:

a. Impact – effect or consequence the risk will have,

b. Likelihood – frequency or probability of the risk

occurring,

c. Level of control – level of control already in place

to reduce the risk;

• the third and last stage is risk prioritization which

consists of prioritizing risks based on their

assessment for further actions to address them

and develop a Risk Response.

The main risk factors identified for the Pluxee

organization are described below in section 6.2 Risk

factors.

No significant deficiencies or material weaknesses in

the risk management and internal control systems

were observed during Fiscal 2024. The risk

management and internal control framework is rooted

in the Group's history and has been enhanced to

reflect the Group's operating model.

6.1.1.2Mitigation

As described above, risk assessment is used to

identify, evaluate and prioritize risks. Once they have

been assessed, risks are addressed in order to

reduce their impact and/or probability of occurring.

One way of addressing risks is the implementation of

controls. Therefore, controls constitute an important

component within the range of measures that are

used to mitigate risks at Pluxee.

Consequently, the Group's internal control

procedures are part of an ongoing process of

managing the Group's risk exposure. These policies

and procedures cover the parent company as well as

all its operating units which are responsible for

implementing the instructions and directional

guidelines established by executive management,

including internal control objectives. Each subsidiary's

internal control system includes both the procedures

defined at the Group level and business-specific

procedures that take into account the subsidiary's

specific organization, culture, risk factors and

operating environment. As the parent company,

Pluxee is responsible for ensuring that adequate

internal controls exist and are applied, in particular to

the accounting, financial and operating procedures of

its entities.

As part of its risk governance and management

framework, the Group has established a number of

Group policies. These policies aim at mitigating the

risks to which the Group is exposed. They cover

subjects such as information security, payment,

finance, human resources, responsible business

conduct, and data protection. Policies are regularly

updated and approved by the Executive Committee.

To strengthen its risk management capabilities,

Pluxee's Executive Committee has established a Risk

Committee. This committee serves as a central

platform for Risk Owners to present and discuss

mitigation measures for identified risks. By fostering a

culture of risk awareness and proactive risk

management, the Risk Committee plays a vital role in

safeguarding the Group's assets, reputation, and long-

term sustainability (see section 6.1.2.4 Supervisory

bodies).


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Information Security and Technology (IS&T)

The Group's IS&T function is composed of the

following departments: IT governance and

transformation, Technology platforms and operations,

Cybersecurity, Data, and IT operating model. These

departments contribute significantly to generating

growth, boosting efficiency, and ensuring that Pluxee

is considered a trusted partner by its key

stakeholders thanks to value-added solutions that

are delivered and run in an industrialized, efficient and

secure manner.

The main Group policies and procedures addressed

by IS&T risk mitigation measures are:

• Payment Security Policy;

• Information & Security Policy;

• Information & Systems Security Principles;

• Minimum Security Baseline Directive;

• Cloud services Security Directive;

• IT Golden rules Guidelines;

• IT acceptable use Policy.

Finance

The Group's Finance function is composed of the

following departments: Accounting, Financial Planning

and Analysis, Treasury, Investor Relations, Internal

Control, Tax, Procurement and Insurance. These

departments play a pivotal role in the company's

success. The primary responsibilities of the Finance

function include providing accurate financial information

and analysis, managing budgets and forecasts,

supporting organic and M&A growth, generating and

managing cash, managing risk, setting and implementing

financial and compliance governance, fostering a culture

of financial performance, communicating effectively with

stakeholders, ensuring adequate financing, and

proactively monitoring and managing group taxes.

Consequently, financial policies establish rules

applicable to the above-mentioned areas, such as:

• Group Accounting Manual;

• Group Tax Policy;

• Treasury Guidelines;

• Procurement Policy;

• Credit Policy.

Furthermore, the Group Finance team maintains

regular contact with the external auditor, responsible

for auditing the financial statements of the Company

and the Group in accordance with applicable laws

and regulations.

Data Protection

The Data Protection department is part of the Group

General Counsel. The mission of this department is to

ensure that all Pluxee entities whatever their location

comply with the applicable privacy and data

protection laws and Pluxee's global data protection

compliance program (for further details of the global

data protection compliance program, please refer to

section 5.2.2 Privacy, Data Protection, and

Cybersecurity). This program relies on a

comprehensive framework including all the necessary

policies and procedures based on the standards of

the European data protection law, namely, the GDPR

as well as the tools dedicated to the protection of

personal data.

The main policies of the comprehensive framework of

Pluxee's global data protection compliance program

are the following:

• Group data protection Statement;

• Group data protection rights management Policy;

• Group data retention Policy;

• Pluxeegroup.com Privacy Policy and Cookie Policy;

• Local Acceptable Use Policies;

• Local websites' Privacy Policies.

Ethics and Compliance

The Group's Ethics and Compliance department is

part of the Group General Counsel. It works to

ensure that Pluxee's business success is achieved

while following the highest ethical standards. The

Ethics and Compliance teams work collaboratively

across the organization to identify and address

potential risks, promote a culture of transparency,

and ensure that Pluxee's business practices are

aligned with its values and the expectations of its

stakeholders. The Ethics and Compliance department

deploys Pluxee's compliance program via compliance

managers covering the countries where the Group

has an operational presence.

Pluxee's Ethics and Compliance program primarily

encompasses the following policies:

• Ethics Charter;

• Speak Up - Whistleblowing Policy;

• Gifts, invitations, and donations Policy;

• Supplier Code of Conduct;

• Anti-Money Laundering and Combating the

Financing of Terrorism Policy (AML-CFT);

• Public Affairs Policy.

Human Resources

The Group's human resources priorities are:

• to anticipate and adapt the staffing requirements of

operations in terms of numbers, skills, and

competencies to enhance operational efficiency;

• to continue to develop a performance-based

culture built on shared priorities and indicators, by

offering training and learning for individual

development;

• to promote an inclusive work environment and

embrace diversity in all its dimensions.


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Annual tracking of improvement metrics serves to

validate action plans aimed at advancing these

priorities. The metrics taken into consideration

include the employee "Net Promoter Score" (eNPS),

employee engagement rates, employee retention,

employee absenteeism, internal promotion, and the

representation of women in senior management.

Pluxee continually strives to go further in diversity,

equity and inclusion. The Group focuses on promoting

gender balance throughout the business and

providing job opportunities for people with disabilities.

The Group seeks to foster an inclusive culture for

employees, irrespective of ethnicity and race, to

create a welcoming environment for people of all

sexual orientations and identifications. It is mindful of

the generation gaps that may arise when employees

of different age groups work together, and has

created generational networks to support better

understanding.

The Group's human resources priorities are outlined

and explained primarily in the following policies and

procedures:

• Assignment Policy;

• Diversity, Equity, & Inclusion Policy;

• Nomination and Remuneration Committee Charter;

• Remuneration Policy.

6.1.1.3Monitoring and reporting

A key element of Pluxee's risk management and

internal control system is "monitor and report".

Several means and channels are used to monitor and

report:

• the proper implementation and deployment of the

framework designed by the second line of defense;

• progress and status update on action plans and

mitigation measures decided locally, regionally or

globally.

Pluxee uses a comprehensive business planning and

performance review process to monitor the Group's

performance. This process covers the adoption of

strategy, budgeting and the reporting of current and

projected results. The Group assesses business

performance according to both financial and non-

financial (including sustainability) targets. All Pluxee's

businesses are required to maintain and manage a

sound internal control environment with robust

policies, guidelines, procedures and controls, and

strong financial discipline. In order to meet business

needs and the requirements of the "Dutch Corporate

Governance Code", the Company has a Group-wide

management certification process in place, which

requires that the designated executive management

team member at each of the reporting entities send:

• representation letters to the Corporate Financial

Controlling Group (semi-annually); and

• a self-assessment questionnaire to the Internal

Control function (annually).

Taken together, these items confirm: (i) that the

reporting entities have incorporated standards, global

policies, guidelines and procedures in the local

processes and controls, and (ii) when deficiencies,

non-adherence or breaches to the controls and/or

procedures are identified, that these are reported

and that the necessary remedial action is undertaken

to ensure that the internal control systems remain

effective in preventing and detecting fraud and error.

Both the Risk & Internal Control and Internal Audit

functions help to ensure that the Group maintains

and improves the integrity and effectiveness of the

system of risk management and internal control.

The Risk & Internal Control system is monitored by

the second line of defense Risk & Internal Control

function essentially through control testing. Internal

Audit undertakes regular risk-based audits to review

and validate the self-assessment questionnaire in

accordance with the audit plan as approved by

Pluxee's Audit Committee.


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6.1.2Risk management framework

6.1.2.1Risk management governance

The "three lines of defense" model is a popular

framework for risk management and internal control,

developed by the Institute of Internal Auditors (IIA).

Pluxee has implemented this model to structure its

risk management and internal control framework. It

provides a clear structure to help Pluxee manage its

risks and establish effective governance, aiming to

ensure that risks are identified and effectively

managed to achieve key objectives.

6.1.2.2Organization and Participants

Pluxee's risk governance framework is organized as follows:

Board Committee

Audit Committee

Executive Committee

Third line of defense

Informs

Provides independent and objective

assurance related to the risk

management and its level

of control

Risk Committee

Informs

First line of defense

Second line of defense

Operational management

Various functions set up by

management to monitor risk control

and compliance

Comprised of:

ó Operational Management in charge

of "the business"

ó Internal Control, Ethics &

Compliance, Global functions

(IS&T, Cyber, Finance, HR, Legal…)

ó Internal Audit

Objectives:

ó Operationally own & manage risks

ó Implement risk & control framework

ó Execute risk assessments and

identify emerging risks

ó Design and deploy risk & control

framework

ó Provide Policies & Tools to 1st line

of defense

ó Oversee & support risk

management and results from

1st line of defense

ó Provide independent assurance on

the quality of risks management

& control

ó Assess the Top Risks through a top-

down approach

ó Issue recommendations to improve

risks management of first 2 lines of

defense, and monitor their

implementation

Regulatory agencies

External audit

First line of defense: Operational Management

Operational management is the first line of defense. It

consists of maintaining effective internal controls and

executing daily risk management processes.

Managers identify, assess, and mitigate risks by

owning and managing the risks identified;

implementing corrective actions; and ensuring

controls operate as designed. They also ensure

compliance with organizational policies, guidelines,

procedures, and regulations.


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Second line of defense: Risk management and

compliance oversight

The second line of defense includes specialized

functions that oversee risk management and

compliance, ensuring that the first line of defense

operates effectively. These functions are organized

into several teams, each with specific objectives.

Each of these functions operates with the shared

goal of supporting and enhancing Pluxee's overall risk

management framework:

• The Internal Control teams focus on identifying,

monitoring, and reporting risks across the

organization, providing guidance and tools to help

operational managers manage these risks. This

function is housed within the Group Finance

department;

• The Ethics & Compliance teams ensure adherence

to external regulations and internal policies,

monitoring and reporting on any deviations. They

promote a culture of integrity, ensuring ethical

behavior aligns with Pluxee's values and standards.

This function is housed within the Group General

Counsel;

• The cybersecurity teams ensure that Pluxee is

protected against cyber threats. It is responsible

for defining the cybersecurity policy framework, in

line with all applicable regulations and laws, and to

continuously monitor their enforcement throughout

the Group, across all of Pluxee's entities. The

cybersecurity teams are also responsible for

detecting and responding to cybersecurity events.

This function is housed within the Group IT

department;

• The insurance teams manage global insurance

programs to protect Pluxee's assets and activities.

It partners with internal functions and external

advisors to assess and address insurable risks,

regularly reviewing both existing and emerging risks.

This function is housed within the Group Finance

department.

Internal Control

The Group Internal Control department reports to

the Group Finance function and its role is to ensure:

• the implementation and coordination of adequate

controls and any initiatives related to such controls,

especially with regard to its monitoring and

continuous improvement;

• the deployment and implementation of the overall

risk management process, as well as its continuous

improvement and updating;

• permanent monitoring to verify risks are mitigated

by operational management via the issuance of

standards, procedures, policies and controls.

To ensure that these activities can be carried out, a

structured system is currently being deployed within

the Group to identify, assess, mitigate, monitor and

report the primary risks.

The Internal Control team ensures that risk

management is running smoothly, and continuously

provides methodological support across Pluxee to

ease adoption and compliance internally. The team

also provides expertise in defining controls and other

mitigation measures to be implemented by the first

line of defense in collaboration with global expert

functions (IT), Cybersecurity, Tax, and Procurement.

Internal control managers and coordinators are

present in every unit of the organization to help

deploy and ensure implementation and the smooth

running of the internal control and risk management

systems.

Ethics and Compliance

The Ethics and Compliance department reports to

the Group General Counsel and is essential for

ensuring that Pluxee operates legally, and in

accordance with the Group's ethical standards. The

department acts as a safeguard, preventing legal and

reputational risks that could harm Pluxee.

The Ethics and Compliance function typically

oversees a wide range of areas, including:

• Legal and Regulatory Compliance: Ensuring

adherence to local, national, and international laws

and regulations relating to all aspects of Pluxee's

business. This might involve areas such as anti-

corruption, anti-trust, anti-money laundering and

combating the financing of terrorism, and the

adherence to international economic sanctions;

• Internal Policies and Procedures: Developing and

enforcing internal compliance policies and

procedures to ensure consistent practices and

ethical behavior within the organization;

• Risk Management: Identifying, assessing, and

mitigating and monitoring compliance and ethics

risks that could impact Pluxee's compliance

posture;

• Training and Education: Providing training and

education to employees to ensure their ability to

comply with obligations and best practices;

• Investigations: Conducting investigations into

suspected compliance violations and taking

appropriate corrective actions;

• Speak-up: Fostering an ethical culture and handling

whistleblowing alerts within the Ethics and

Compliance Committee.

Cybersecurity

The mission of the Cybersecurity department is to

protect the organization against cyber threats. It is

responsible for defining the cybersecurity policy

framework, in line with all applicable regulations and

laws, and for continuously monitoring their

enforcement throughout the Group, in all of Pluxee's

entities.


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By conducting thorough risk assessments that aim to

implement or provide recommendations for the

implementation of adequate protective measures,

the department ensures that the access of

information is limited to the necessary employees,

that the overall information systems remain available,

and payment transactions and customer data are

handled in a secure manner.

Moreover, using appropriate technical solutions, the

Cybersecurity Department identifies and responds to

security incidents in order to protect Pluxee's digital

assets.

Finally, The Cybersecurity Department leads the

Group's ongoing effort to extend the ISO 27001

certification to all countries (nine countries have

been certified as of August 2024).

Insurance

The Group Insurance Department reports to the

Group Finance function and oversees the design,

placement and monitoring of global international

insurance programs versus pure local insurance

programs with the objective of protecting the Group's

assets and activities in all countries where Pluxee

operates.

The Group Insurance Department works closely with

business functions, other Group functions, and

external advisors such as insurers and brokers to

assess the Group's insurance needs and determine

insurable risks through a regular review of existing and

emerging risks associated with the Group's evolving

offers and operations (see section 6.1.2.3 Risk

transfer (insurance)).

Third line of defense: Internal audit

The Internal Audit department reports directly to the

Executive Chair and functionally to the Chief

Executive Officer. As the third line of Pluxee's risk

framework, it operates independently within the

organization while reporting its activities to the Audit

Committee. This function ensures that risks are being

effectively managed and that financial and other

controls are in place, supporting the achievement of

Pluxee's objectives. It helps Pluxee in achieving its

goals by adopting a structured and methodical

approach to assess and enhance the efficiency of

Pluxee's risk management, control, and governance

processes.

The Pluxee Internal Audit function conducts its

activities in accordance with the Audit Committee

Charter, approved by the Board, as well as the

professional standards and requirements set by the

Institute of Internal Auditors (IIA)

The Pluxee Internal Audit team conducts its activities

according to an annual audit program approved by

the Audit Committee. The primary types of audits, as

outlined in the "Pluxee Internal Audit Charter", include

the following:

• Entity Audits (including a global hub and spoke

organization): full or limited reviews of an entity to

assess the design and operating effectiveness of

controls around several key operational and

functional processes;

• Review of the quality of the risk identification and

assessment process, as well as the effectiveness

of self assessment questionnaires conducted by

local entities;

• Cross-functional/Theme/Process Audits: subject

matter chosen, based on specific results of the

annual risk assessment;

• IS&T Audits: focusing on security, governance,

application controls, access rights, project

management, etc.

Additionally, the Pluxee Internal Audit function may

undertake special audits upon request from members

of the Executive Committee, or from the Board of

Directors, or in other special circumstances. Audits

may extend to Pluxee's partners, including joint

ventures and third-party providers (data centers,

card issuers, etc.). The Senior Vice President of

Internal Audit, in collaboration with Pluxee

management, determines the information to be

communicated to partners.

The performance of the Internal Audit Function is

evaluated annually by the Board after consultation

with the Audit Committee. At least once every five

years, this evaluation shall be performed by an

independent third party.

Risk management tool to be used across

the three lines of defense

In Fiscal 2024, Pluxee embarked on a significant

project to implement a global Governance, Risk, and

Compliance tool, aiming for full deployment in the first

half of Fiscal 2025. This tool will centralize all relevant

information, in particular from the Risk Committee,

and actions related to Pluxee's risk management

processes. It is expected to become an essential

resource for stakeholders such as internal control,

compliance, cybersecurity, process owners, and

internal audit. The tool is designed to enhance robust

risk management, track regulatory and internal

compliance, ensure effective governance and

reporting, and consolidate all relevant data into one

central location.

At Pluxee, the integrated tool will be pivotal in

clarifying risks and providing valuable insights. The

main outcomes the Group expects include

strengthened risk management through improved

oversight and insight via a centralized platform,

promotion of a global and local risk culture, and

increased efficiency by reducing offline work. This tool

will also serve as an interactive platform that boosts

overall efficiency and effectiveness in Pluxee's risk

management and compliance efforts.


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	Risk management

6.1.2.3Risk transfer (insurance)

In managing its risk exposure, the Group works to

strike an appropriate balance between risk transfer

through insurance providers and risk retention (self-

insurance).

Insurance programs

The Group has implemented global international

insurance programs placed with appropriate

reputable insurers in order to standardize coverage

as much as possible. They are applicable to all

subsidiaries in compliance with applicable laws and

regulations.

In addition, pure local insurance programs are

maintained in the countries where Pluxee operates

for risks which require local management (such as, for

instance, coverage of vehicle fleets and work-related

accidents). These pure local insurance programs are

negotiated and managed in accordance with local

regulations, within the framework of directives given

by the Group.

Within the scope of its global international insurance

programs, the Group has taken out the main following

insurance policies:

• General Liability insurance, which provides

coverage for personal injury, property damage or

consequential loss caused to third parties

(including operational, product, after-delivery and

professional liability insurance);

• Crime insurance, which provides coverage for the

risks of fraud, falsification and theft committed by a

third party or an employee, and related to or by

means of a fraudulent multi-services product

provided by the Group;

• Employment practices liability, which provides

coverage for wrongful termination, harassment,

discrimination and workplace litigation;

• Directors and officers insurance, which provides

coverage to directors or officers if a lawsuit is

brought against them for a wrongful act committed

in the course of an activity of management,

representation, administration or supervision;

• Cybersecurity risk insurance, which provides

coverage in case of security breaches or systems

failures of the Group's IT systems and in some

circumstances service providers' IT systems. The

Group is insured for crisis management costs, data

restoration costs, business interruptions, cyber-

extortion, costs related to data, and network liability;

• Marine Cargo coverage which provides coverage to

the products during transportation and storage;

• Others such as Property, Automobile Liability, etc.

The Group believes that it is sufficiently insured and

that the global international insurance programs are

in line with its exposure profile considering the

capacities, scope of coverage, and conditions offered

by the insurance market. The Group considers that it

pays appropriate premiums for its insurance

programs. The insurance limits are regularly evaluated

and adjusted as necessary, considering the evolution

of the insurance market and the loss history within

the Group.

Pluxee cannot, however, rule out the possibility that

the Group could suffer damages that are not covered

by its existing insurance policies or that exceed the

coverage limits set in these policies.

When the Group completes acquisitions during the

insurance period, it seeks to have the acquired entity

join its global international insurance program where

applicable.

Self-insurance

The Group's self-insured risks consist of the

deductibles specified in the insurance programs

contracted by the Group. These deductibles typically

include frequency risks (risks that occur regularly)

and may also include intensity risks (risks

representing substantial monetary sums).

The Group contemplates creating a captive re-

insurance company to self-insure risks that are

deemed to be frequent or of significant impact.

6.1.2.4Supervisory bodies

The governance and responsibility of Pluxee's risk

framework is organized as follows:

Executive Committee: oversees risk management

strategies, ensuring alignment with organizational

goals. This committee is also responsible for the

effectiveness of the risk management process, which

is approved by the Audit Committee and Board

Committee.

The Executive Committee members are:

• Chief Executive Officer;

• Chief Product Officer;

• Executive Vice President General Counsel;

• Chief Communications Officer & Chief of Staff;

• Chief Information Officer;

• Chief Human Resources Officer;

• Chief Revenue Growth Officer for Asia, Middle East,

Africa and Continental Europe;

• Chief Revenue Growth Officer for Hispanic Latin

America;

• Chief Financial Officer;

• Chief Strategy, Marketing and Sales Officer, & Chief

Revenue Growth Officer for the U.S. and UK;

• Managing Director France;

• Managing Director Brazil.


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Audit Committee: oversees Pluxee's financial

reporting process, internal controls, and compliance

with laws and regulations. This committee notably

ensures the integrity of financial statements, monitors

the performance of internal and external auditors,

and addresses any significant risks.

Board of Directors: with the support of the Audit

Committee, the Board oversees risk management by

identifying potential threats, assessing their impact,

and implementing strategies to mitigate them.

The Board, composed of 10 Directors, combines

substantial global leadership experience and strong

expertise in areas such as digital, data management,

cybersecurity, payment, and human resources. The

Board, inter alia, guides Pluxee in the execution of its

strategy, ensuring the delivery of sustained profitable

growth and value creation for all of the Group's

stakeholders.

Risk Committee: its purpose is to reinforce Pluxee's

risk-aware culture and better risk monitoring across

the Group via:

• gathering the information related to the

management status of each risk;

• analyzing the information to determine the level of

mitigation and the residual risk exposure;

• designing, when necessary, further mitigation

measures;

• reporting status update and progress of mitigation

measures and actions.

The Risk Committee, provides reports to the

Executive Committee regarding risk management and

status updates, convenes on a quarterly basis and is

facilitated by the Internal Control function. Risk

owners and risk sponsors will report on the actual risk

mitigation status of their risks to the CFO and Internal

Audit SVP who will chair this committee.

Throughout Fiscal 2024, the Executive Committee

and the Board examined the key risks outlined in

Pluxee's risk landscape. Additionally, Directors

received regular updates regarding the significant

changes in the risk management and control systems

and the progress made on the implementation of the

new Governance, Risk, and Compliance (GRC)

system, with full deployment expected during the first

half of Fiscal 2025.


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	Risk factors

6.2Risk factors

Pluxee conducts its business in a dynamic environment

and is exposed to risks which, if they materialize, could

have a significant adverse impact on the Group, its

business, its financial position, its results, or its

prospects and which are important considerations for

investment decisions. Pluxee may face a number of the

risks described below simultaneously, and one or more

risks may be interdependent. The order in which the

risks are presented is not necessarily an indication of

the likelihood of the risks, or of the potential impact of

the risks.

The risks presented below are not exhaustive, and

other risks — unknown or whose realization is not

considered as at the date of this document as likely

to have a significant adverse effect on the Group, its

business, its financial position, its results or its

prospects — may exist or arise.

As part of its major risk management procedure, the

Group has mapped its main risks, which are reviewed

on an annual basis. This risk mapping exercise assists

the Group in identifying the major risks to which the

Group is exposed and to assess the potential impact

for each risk. The main risks described in this chapter

are those identified in the context of this risk mapping,

which assesses their level of risk, i.e. their probability

of occurrence, their potential impact and their level of

control (see section 6.1.1.1 Risk identification and

assessment).


Summary table of risks
Category	Risk		Level of risk
Strategic risks		Brand recognition	● ●
		Competitive environment	● ●
		Mergers & Acquisitions	● ●
Operational risks		Talent management (employees are Pluxee's greatest assets)	● ●
		Third-party management	● ●
		Fraud	● ●
Technological risks		Information Systems & Technology	● ● ●
		Cyber & Data Security	● ● ●
Legal risks		Employee Benefit tax & social frameworks	● ● ●
		Privacy and Data Protection	● ●
		Competition law, anti-corruption, anti-money laundering and countering the financing of terrorism regulation	● ●
		Increasing regulation related to the payment industry	● ●
Financial risks		Counterparty and liquidity	● ●
		Foreign Exchange Rate and currency	● ● ●
		Tax	● ●
Climate risks		Environmental Sustainability	●

			● Low
			● ● Medium
			● ● ● High


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6.2.1Strategic risks

Brand recognition


	Level of risk	● ●

Risk description

As a result of the recent Spin-off, the Group now

operates under the brand name Pluxee. The Pluxee

brand may not enjoy the same awareness among the

Group's stakeholders as the former brand did. The

success of the Group's business going forward will

depend in part on its ability to build and grow under

the Pluxee brand.

As part of its new branding strategy, Pluxee is

currently registered as a trademark in most of the

countries in which the Group currently operates.

The risk to the Group's reputation increases as the

brand's deployment and awareness grow.

The Group believes that maintaining its reputation is

critical to its ability to attract and retain clients and

affiliated merchants, and appeal to consumers. The

Group's success in cultivating and protecting its

reputation will depend on a wide range of factors,

such as:

• the quality and perceived value of the Group's

services;

• the Group's ability to maintain high satisfaction

among clients and their employees;

• the Group's ability to provide client support;

• the efficiency of the Group's marketing efforts;

• any service interruptions or delays;

• the Group's compliance with laws and regulations;

• any actual or perceived data breaches or data loss;

• litigation or regulatory developments materially

affecting the Group's operations;

• the Group's ability to address the environmental,

social, and governance expectations of its various

stakeholders and meet its own stated objectives in

these domains.

Loss of brand equity or damage to the Group's

reputation from one or more of the factors listed

above may reduce demand for the Group's offerings

and have a material adverse effect on its business,

financial condition, results of operations, and

prospects. Moreover, any attempts to restore the

value of the Group's brand and rebuild its reputation

may be costly and time-consuming, and such efforts

may not ultimately be successful.

Risk mitigation

Safeguarding and enhancing brand recognition is a

cornerstone of any successful business strategy. To

mitigate the risks associated with brand damage,

several key strategies have been implemented by

Pluxee. Firstly, the Group built a robust trademark

protection strategy. Pluxee registers and protects

trademarks in each country where it operates to

prevent unauthorized use or infringement. Secondly,

Pluxee employs tools such as social media monitoring,

to allow Pluxee to proactively identify and address

potential threats to the Group's brand reputation.

Additionally, Pluxee has developed comprehensive

communication guidelines and policies under the

responsibility of the Communication department,

ensuring that all brand messaging is aligned and

consistent. The Group's strong communication plan

to support brand reveal and build brand awareness is

deployed worldwide by its well-staffed communications

team, equipped with the necessary skills and

resources.

To further protect its brand and reputation, Pluxee

has established a robust crisis management plan.

This plan outlines the Group's response procedures

in the event of a negative incident, ensuring that it can

quickly identify and address issues, minimize damage,

and restore public trust. Moreover, the

comprehensive Ethics Charter that outlines Pluxee's

values and expectations for all stakeholders serves

as a guiding principle for the Group's business

practices and helps to prevent unethical behavior

that could harm Pluxee's reputation.


		Fiscal 2024 annual report		253


	Risks and risk management
	Risk factors

Competitive environment


	Level of risk	● ●

Risk description

The Group operates in a highly competitive

environment, with intensifying competition in recent

years. (For more on Pluxee's competitive landscape,

see section 1.4). Indeed, the sector in which the

Group operates has become increasingly digitalized

in recent years as benefits have transitioned from

paper vouchers to plastic cards and digital solutions.

Consumers now expect digital and seamless payment

experiences.

The Group faces competition from historical global

competitors as well as from local players. While the

Group has been competing with historical global

competitors in a context of gradual digitalization of

products, new entrants (including digital–native

businesses) may enter one or several markets with

new technology and fully digitalized products and

services which could offer more digital and seamless

experiences to clients, consumers, and/or merchants.

Further, these new entrants may use different

business models that could be preferred by clients or

merchants due to their lower cost, ease of use, or

popularity among employees. These business models

may generate lower margins, which could exert more

financial pressure on the Group, despite the Group's

extensive client human resources network and

affiliated merchant network.

The Group's growth, its profitability and the diversity

of its revenue sources depends on its ability to

continue to innovate, develop and adopt new digital

technologies to expand its existing offerings,

proactively identify new revenue streams and improve

cost efficiencies in its operations, all while meeting

rapidly evolving client and consumer digital

expectations.

The capacity of the Group to retain clients and

merchants and to sign new contracts is therefore

closely linked with its capacity to:

• maintain technological advantages;

• innovate to meet the expectations of its clients,

consumers, and merchants;

• execute and deliver on the digital initiatives in which

it invests;

• respond effectively and in a timely manner to

changes in technology affecting its product

portfolio.

If the Group is unable to meet these challenges, its

ability to compete effectively could decline, and the

Group could lose market share as a result.

Risk mitigation

Pluxee is focused on differentiating itself through

innovation in its portfolio of offerings, products, and

solutions, and the quality of the experience provided

to its clients, consumers, and merchants. By investing

approximately 10% of its annual revenues in capital

expenditure over the next three years, with a primary

focus on product, technology, and data, the Group

aims to further develop and enhance its digital

offerings. This includes exploring new service areas

through its own Payment and Product Engineering

capabilities, and through relevant partnerships or

disciplined M&A.

To better understand and meet the evolving needs of

its clients and consumers, the Group has

implemented and will continue to implement tools and

processes to gather insights and evaluate

satisfaction more frequently. This enables the Group

to identify areas for improvement and tailor its

offerings accordingly. Furthermore, the Group actively

monitors competitors' activities, regulatory changes,

and market trends across all geographies. Thus, the

Group is well-positioned to navigate the competitive

landscape and maintain its strong market position.

Mergers & Acquisitions


	Level of risk	● ●

Risk description

Part of the Group's business strategy relies on

strategic transactions, which could involve

acquisitions and combinations of businesses or

assets, or strategic alliances or joint ventures with

companies. Through such strategic transactions, the

Group may aim to seek opportunities to expand the

scope of its existing services or add new clients. The

Group may not be able to successfully identify

suitable candidates in the future for acquisitions at

acceptable prices or at all, have sufficient capital

resources to finance potential acquisitions or be able

to consummate any desired transactions.

Acquisitions and the subsequent integration of any

acquired companies involve a number of risks,

including the following: (i) the business plan

assumptions underlying the Group's valuations may

not be accurate, especially those relating to

synergies, client retention or consumer demand,

(ii) the Group may not be able to successfully

integrate the acquired companies, their technologies,

their product ranges and/or their employees, as a

result of which such acquisitions may not deliver

expected synergies, (iii) there may be legal risks and

liabilities relating to the acquisition or the acquired

entity's historic operations, which may be unknown

or undisclosed at the time of the acquisition and for


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	Risk factors

which the Group may not be indemnified fully or at all,

(iv) the Group may be unable to retain key staff

members and clients of the acquired company, and

(v) the Group may increase its leverage in connection

with its acquisitions, which may result in a decrease in

its credit rating.

If the Group is unable to finalize or complete in a

timely manner potential strategic acquisitions or

investments, despite significant time and resource

investments, this could represent a significant risk

and potential significant impacts on its business and

financial performance.

Risk mitigation

Pluxee employs a rigorous and comprehensive

approach to mergers and acquisitions (M&A), with a

particular focus on mitigating risks throughout the

process. Upon identification of a potential acquisition

target, the Group's M&A team, in close collaboration

with the Strategy team, orchestrates a thorough due

diligence exercise. This involves coordinating

investigations and audits across various

departments, including finance, legal, and information

systems and technology. External consultants are

also retained to provide expert analysis and validation

of critical aspects such as the target's integration

plan and asset valuation. Notably, Pluxee's processes

include integration planning alongside assessment. All

aspects of integration, including cultural, Human

Resources, operational and technological, are

addressed from the very beginning of the due

diligence process which allows for a smoother

transition and helps identify potential challenges early

on.

6.2.2Operational risks

Talent management


	Level of risk	● ●

Risk description

The proper execution and delivery of Pluxee's projects,

products, and services requires executive officers,

qualified employees and other key personnel who

possess significant experience, expertise and

specialized skills that are important to the Group's

operations. Further, the Group's capacity to be

productive and profitable and the success of its growth

strategy depends on its ability to attract and retain

talented and skilled workers, including qualified

employees for Pluxee's digital operations. This challenge

is more significant given Pluxee's exposure to the risk of

knowledge loss, induced by employee turnover and

other factors. This risk directly threatens Pluxee's

intellectual capital, consisting of unique know-how,

procedures, and relationships, which can be difficult to

document and transfer. In the highly dynamic market in

which the Group operates, companies face high levels

of employee attrition and must compete for talent. A

lack of attention to employee engagement,

development, and retention could lead to a decrease in

service quality, which would jeopardize client

satisfaction and retention and therefore long-term

profitable growth, as well as the loss of talented

employees to other companies, which may in turn have

the effect of strengthening the Group's competitors.

Consequently, the success of the Group's growth

strategy depends in part on its ability to retain existing

and attract new talent.

Risk mitigation

Risk mitigation efforts focus on talent attraction and

retention. To foster a high-performance culture, Pluxee

invests in growing employee expertise through targeted

training and upskilling initiatives. By identifying and

nurturing top talent, coupled with robust talent

management and succession planning, Pluxee aims to

ensure business continuity. Additionally, enhancing the

Group's Employee Value Proposition (EVP) and

cultivating a diverse and inclusive workplace helps to

attract and retain top talent, mitigating the risk of skill

shortages and turnover. Pluxee also implements

effective knowledge management practices by

developing a comprehensive knowledge management

strategy and promoting a culture of knowledge sharing

through platforms, training, and process

documentation. Ensuring regular monitoring and follow-

up on employee engagement helps to maintain high

levels of motivation and satisfaction, further supporting

the Group's talent retention efforts.


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	Risks and risk management
	Risk factors

Third-party management


	Level of risk	● ●

Risk description

In the course of conducting its business Pluxee relies

on critical suppliers and key partners to deliver

specific services to clients and consumers. In the

context of the digitalization of its products,

specifically, the Group relies on third-party providers

of technology, systems and networks. Securing the

continuity of such activities and partnerships as well

as the consumer experience is critical to the success

of the Group's business.

Further, through these partnerships Pluxee may be

exposed to adverse events and risks that may

negatively affect its partners. These adverse events,

such as lapses in compliance or ethics, fraud, and

cybersecurity incidents could harm Pluxee's

reputation, or have a detrimental impact on the user

experience of the Group's products and services that

rely on the affected partner impacted, as well as on

the Group's operating business model.

Risk mitigation

The Group has implemented a third-party

management framework encompassing contract

management processes, from negotiation to

termination, ensuring that performance expectations,

an observance of Pluxee's Code of Conduct, and

Service Level Agreements are clearly defined. A

thorough due diligence process is employed to

assess the financial stability, reputation, and

compliance of potential suppliers and partners.

Moreover, the Group has established a structured

third-party risk management framework to identify,

assess, and mitigate risks associated with these

relationships. By emphasizing the strategic

importance of third parties and incorporating

cybersecurity, privacy and data protection risk

assessment processes, the Group aims to

strengthen its supply chain, protect its reputation,

and ensure business continuity.

Fraud


	Level of risk	● ●

Risk description

Online, card-based, and paper voucher-based

payment transactions may be subject to

sophisticated schemes, collusion to defraud or other

illegal activities, and the Group faces the risk that its

products may be subject to or used for such

activities.

In particular, Pluxee is exposed to forgery, theft,

fraudulent use and/or fraudulent requests for

reimbursement of its paper, card, and/or paperless

vouchers.

• For paper-based products, the main type of fraud to

which the Group is exposed includes the

falsification or forgery of vouchers that could be

distributed en masse, resulting in high levels of

acceptance of such fraudulent vouchers by

merchants who would then request reimbursement

from the Group. Further, the theft of vouchers

during their storage or distribution exposes the

Group to non-material but frequent losses for which

all associated costs (reimbursements and re-

issuance of new vouchers) must be supported by

the Group.

• For digital solutions, the main type of fraud to which

the Group is exposed includes fraudulent use of

card details for online purchases and/or "card not-

present" (CNP) transactions. These are made

possible after the theft of information using email

phishing or scamming.

With the digitalization of its portfolio and in line with

the digitalization of the broader global economy, the

Group has been facing an increasing level of

sophistication of fraud schemes. If the Group is

unable to counter new fraud techniques, the Group

could lose the confidence of its clients, affiliated

merchants, and consumers and its reputation could

be damaged.

Risk mitigation

To mitigate risk, the Group has placed the migration

from paper solutions to digital solutions at the heart

of its strategy. By transitioning to digital platforms, the

Group aims to significantly reduce the impact and

likelihood of mass fraud targeting paper-based

products. This transformation is complemented by

ongoing product enhancements and robust security

measures. Comprehensive security guidelines,

encompassing both digital and traditional formats,

have been implemented across the Group. To further

safeguard against fraud-related losses, the Group

maintains insurance coverage. For more, see section

6.1.2.3 Risk transfer (insurance).


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	Risk factors

6.2.3Technological risks

Information Systems & Technology


	Level of risk	● ● ●

Risk description

The efficient operation of the Group's business is

dependent on its Information Systems & Technology

(IS&T). Accordingly, the Group relies upon the capacity,

reliability, and security of its IT hardware and software

infrastructure and its ability to expand and update this

infrastructure in response to changing needs and

requirements.

Threats to the Group's IT systems arise from

numerous sources, not all of which are within its

control, including failures in hardware or software,

fraud or malice on the part of third parties, accidental

technological failure, electrical or telecommunication

outages, natural disasters, outbreaks of hostilities or

terrorist acts.

The Group also relies on third parties to support the

operation of its IT hardware and software infrastructure

and for cloud services. These third parties include

vendors, in particular Microsoft Azure, that provide

infrastructure and business system support services

that are integral to the Group's operations. If an event

were to occur that prevented the Group from being able

to use the third-party services on which it depends, the

Group's business and operations would be disrupted.

The failure of the Group's IT systems or those of its

vendors to perform as anticipated for any reason or

any significant breach of security could disrupt the

Group's business and result in numerous adverse

consequences, including reduced effectiveness and

efficiency of operations, inappropriate disclosure of

confidential and proprietary information, reputational

harm, increased overhead costs and loss of

important information, which could have a material

adverse effect on the Group's business, prospects,

financial condition and results of operations. For

example, IT or production system failures could block

cards issued by the Group such that client

employees would be temporarily unable to use the

value loaded on such cards to purchase meals or

other benefits. This would reduce the revenue the

Group generates from those cards while they are

blocked. In addition, the Group may be required to

incur significant costs to protect against damage

caused by these disruptions or security breaches in

the future.

Risk mitigation

The Group's IT Systems and Infrastructure are

protected from the above risk by applying several

layers of monitoring, governance, quality

assessments, security framework, controls, internal

and external audits. The process owners, IT internal

controls, and IT internal audits form three layers of

defense that proactively assess and identify risks and

mitigate against them in a timely fashion. Pluxee

follows the best practices of international standards

(such as ISO 27001) while building processes and

controls to ensure the continuity and the resilience of

Pluxee infrastructure and services. Additionally, all

Pluxee digital assets (i.e. Infrastructure, applications,

frameworks, etc.) are built with a security-by-design

approach. Pluxee applications are designed with built-

in industry standard security configurations on

identity management and payments guided by its

digital payment security framework. Pluxee's external-

facing applications are mostly part of its cloud

program for maximum availability and security

supported by its cloud partners.

Actions to mitigate technological risks include:

• Disaster Recovery Plan;

• Insurance coverage;

• Project Risk management process: Confidentiality,

Availability and Integrity Risks - Third party risks

management processes;

• Crisis Management Process.

Cyber & Data Security


	Level of risk	● ● ●

Risk description

The Group may be vulnerable to cyberattacks, including

phishing, malware, and ransomware, targeting Pluxee or a

key third-party provider, resulting in unauthorized access

to data and systems, destruction of data and other

similar disruptions which may ultimately lead to the

inability to operate.

Moreover, the Group's IT systems, including its mobile

and online platforms, payment systems, card

management systems and customer relationship

management system, as well as the IT systems of its

third-party business partners and service providers,

contain proprietary or confidential information such

as banking details and sensitive personal data,


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	Risks and risk management
	Risk factors

including personally identifiable information entrusted

to the Group. The Group is therefore exposed to

cybercrime and to the risk of cyberattacks that could

impair the confidentiality of this information.

Information security issues, such as poor data

integrity, loss of data confidentiality, data breach and

lack of availability of key systems or collaboration

services, could result in high-cost and/or high-volume

impacts on the Group.

Although the Group implements both human and

system-wide controls, the risk of data breach,

particularly due to human error on the part of the

Group's suppliers or third parties, cannot be entirely

eliminated. In addition, the security, privacy and data

protection measures implemented by third parties, as

well as the measures implemented by any entity the

Group acquires or with whom it does business, may

not be sufficient to identify or prevent cyber-attacks.

Risk mitigation

The Group engages in many efforts to mitigate

information security risks, including maintaining a

cybersecurity program, an enterprise resilience

program, and insurance coverage, as well as regularly

testing and scanning its systems to address potential

vulnerabilities. For several years now, a Group

dedicated cybersecurity organization has been in

place to strengthen protection and resilience against

potential attacks.

Events and incidents are monitored through a

Security Operations Center. There is also Group-wide

collaboration on security and compliance topics such

as privacy and data protection, cyber threats, new

technologies and IT internal controls. The Group

invests in security infrastructure, tools and services

such as multi-factor authentication, endpoint security,

email and web threat monitoring, and Cloud

protection.

The Group's cybersecurity risks are mitigated through a

comprehensive multi-layered approach, combining

rigorous monitoring, governance, quality assessments,

and robust security frameworks with the capacity to

handle cybersecurity threats, incident and crisis

management, and actions for identifying the nature and

assessing the severity of a cybersecurity threats. These

efforts are supported by both internal and external

audits.

The Group adheres to international best practices,

such as ISO 27001 Information Security Management

Systems to build resilient processes and controls that

ensure the continuity and reliability of its infrastructure

and services. Cyber security teams carry out NIST

assessments at regular intervals to evaluate and track

the evolution of the maturity of Pluxee systems against

security standards and follow a proactive approach in

risk mitigation.

6.2.4Legal risks

Employee Benefit tax and social frameworks


	Level of risk	● ● ●

Risk description

In the majority of the countries in which the Group

operates, the Group's employee benefit products are

supported by favorable tax and social frameworks,

which often reflect a social purpose. Where favorable

tax or social frameworks exist, the employer and/or

employee financial contribution to employee benefits

is subject to reduced tax or social security levies,

which has the effect of incentivizing the use of

employee benefits. For example, in Brazil, if employers

are registered with the PAT (Workers' Food Program

regulated by the Ministry of Labor), the amounts

granted in meal and food vouchers to their employees

will be exempted from social charges and shall not

constitute a salary. In addition and subject to certain

conditions, they may be able to claim a deduction of

up to 4% on income tax. Similar government-led

frameworks exist in other countries in which the

Group operates that provide employers with

opportunities for tax deductions through the

administration of employee benefits.

Because the competitiveness of employee benefit

products as part of an employee's overall

compensation depends on these tax and social

frameworks, a significant modification or the

cancellation of favorable tax laws or regulations could

result in a diminished market for employee benefit

products and thereby cause a decrease in the Group's

business volumes and revenues. Similarly, changes in

regulations that would have the effect of limiting the

commissions that employee benefits issuers are able

to charge merchants for these products could also

negatively impact the Group's revenues.

The resulting impact of any framework alteration on

the Group's business may differ depending on the

extent of any such change, the nature of employee

benefits affected as well as the scale of the Group's

activities in terms of business volume and client

portfolio in the specific country in which such a

change occurs. If such changes were to be adopted,

particularly in Brazil or France, this could have a

material adverse effect on the Group's business,

growth prospects, and operating results.


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	Risk factors

Risk mitigation

For products that rely on favorable tax and social

frameworks, Pluxee undertakes continuous monitoring of

political, social, and economic developments in each

country in which it is present in order to proactively

identify proposed changes in the laws that could

unfavorably impact the Group. Pluxee also identifies

key government sector players in the countries where

it operates, as well as in the corporate world and

academia, that are involved with tax and social

frameworks at national and international levels, and

aims to develop long-term contacts with such players.

Privacy and Data Protection


	Level of risk	● ●

Risk description

The Group handles extensive data, including personal

data, to run digital services, manage client, merchant

and consumer relationships, and oversee employees.

For the Group, this entails adhering to the EU data

protection regulation, namely the GDPR and other

local privacy, data protection and cybersecurity laws.

These regulations mandate proper handling of

personal data, and any violations could result in

financial penalties, disrupt business operations,

damage reputation, and impact trust within the

Group's ecosystem.

Risk mitigation

At Pluxee, respecting privacy and safeguarding

personal data are central to the Group's Integrity and

Reliability principles and is a collective responsibility.

The Group has strengthened its trust with employees,

consumers, clients, merchants, and shareholders, by

appointing a Group Data Protection Officer, who

reports directly to the Group General Counsel, a

member of the Executive Committee. The Group Data

Protection Officer has established a central team

dedicated to ensuring compliance with relevant laws

and the Group's data protection policies and

procedures. Local governance is managed by a

network of local data protection officers and privacy

leaders responsible for implementing the global data

protection program. They evaluate the compliance of

their local data processing activities using a self-

assessment questionnaire designed to assess the

effective implementation of the overall compliance

program.

An automated system handles all required

assessments for all IT and digital projects involving

personal data, from an initial privacy impact

assessment to a transfer impact assessment if

required. This ensures the Group complies with

"privacy by design" and upholds accountability

principles. (see section 5.2.2 Privacy, Data Protection,

and Cybersecurity) An automated risk assessment is

also conducted on IT and digital suppliers during the

RFP process and prior to signing any contracts.

The Group has implemented digital processes for

managing data protection rights, such as online forms

and a tracking tool to enhance the handling of

requests. Additionally, a response protocol is

established to ensure that any security incidents

leading to personal data breaches are effectively

managed.

The Group has updated all Pluxee privacy policies and

procedures, and a digital platform aimed at recording

user consent and preferences before installing

cookies is active on all corporate and business sites.

An essential element in cultivating a privacy-

conscious culture at Pluxee is the provision of training

on privacy and data protection to its employees. As of

August 31, 2024, 99.6% of Pluxee's workforce has

been successfully trained.

Competition law, anti-corruption, anti-money laundering


	Level of risk	● ●

and countering the financing of terrorism regulation

Risk description

The Group is subject to antitrust and competition

laws administered by various governing bodies and

regulatory agencies, such as the French competition

authority, the European Commission and the Brazilian

Administrative Council for Economic Defense. These

and other government agencies, entities, and

individuals have jurisdiction to consider whether the

Group's business practices violate applicable

antitrust or competition laws of the countries and

regions in which the Group operates.

The Group is required to comply with various anti-

corruption, laws and regulations at both the global

and local levels, in jurisdictions around the world

where it does business.

As an issuer of cards, some entities of the Group are

subject to specific local anti-money laundering and

counter terrorism financing laws in various

jurisdictions.


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	Risks and risk management
	Risk factors

In certain countries, the Group benefits from

exemptions to these anti-money laundering and

counter terrorism financing requirements due to the

specific features of its products; however, such

exemptions are subject to change or discontinuation

in the future.

Operating mainly in limited-service networks, the

Group's products and services are minimally exposed

to the risks associated with money laundering and the

financing of terrorism; some specific services could

be misused for the purpose of money laundering or

financing terrorist organizations or actions when

diverted from their primary function (see section 5.2.1

Ethics & Compliance: Integrity, Reliability, Respect).

Risk mitigation

Pluxee is committed to complying with applicable laws

and regulations on antitrust and competition. Pluxee

has formalized its fair and legal competition approach

in its Ethics Charter as well as its Supplier Code of

Conduct. Initiatives have been put in place to raise

awareness among employees and suppliers of the

importance of complying with antitrust laws. This

commitment was strongly reaffirmed by the Group's

CEO to all country managers during Pluxee's first

international convention in May 2024.

The General Counsel function and more specifically

its Ethics and Compliance team has defined and

communicated an anti-corruption and anti-money

laundering program to all Pluxee units. These

programs are composed mainly of risk assessment

and mapping, an ethics charter, policies, guidelines

and procedures, training activities and a

whistleblowing communication line. A strengthened

global team monitors and supports local teams in the

management of global, regional and local laws and

regulations.

In 2024, Pluxee adopted a new Ethics Charter which

summarizes the main ethical principles that govern all

of Pluxee's interactions with its stakeholders and

third parties. These ethical principles are

implemented through concrete day-to-day activities.

Pluxee launches regular training sessions on

Responsible Business Conduct. By the end of FY

2024, the completion rate by all worldwide employees

was 99.6%.

The Group's policy on anti-money laundering and

countering financing terrorism includes the

assessment of the local exposure to the money

laundering risk, and monitoring the proper application

of mitigation measures such as evaluating their third

parties and verifying transactions. Since 2024, all

Pluxee units present their money laundering risk

management to local risk committee during regularly

scheduled meetings. Also, the Compliance community

meets regularly to ensure awareness of the program.

Increasing regulation related to payment industry


	Level of risk	● ●

Risk description

Pluxee's products and services are subject to varying

degrees of regulation depending on the country in

which they are sold. The majority of the Group's

products and services are digital in nature and

characterized as vouchers, benefiting from the

exclusion or exemption from payment services

regulation in accordance with defined criteria. Other

Group products and services are subject to

requirements relating to the payment industry. The

Group's products and services are subject to

increasing regulation. In several countries, the

regulatory framework is evolving toward increased

protection of the beneficiaries of such products.

Regulations governing gift cards and other payment

cards, for example, are becoming broader, in

particular with respect to (i) information required to

be given to consumers at the time of sale, (ii)

commercial terms and (iii) the treatment of partially

used balance on expiration.

Due to the nature of its products and services, the

Group is subject to banking laws and regulations at

both regional and local levels. For example, in the

European Union, Directive (EU) 2015/2366, known as

the PSD2, requires providers of payment services to

comply with strong customer authentication

processes. In some countries, such as France, Brazil,

the United Kingdom, Belgium, Türkiye and Mexico,

specific organizations have also been set up to issue

payment instruments and manage electronic money

or payment services under the oversight of the local

supervisor in order to comply with legal and regulatory

requirements applicable to certain services. Such

laws and regulations may impose obligations that

could require the Group to take measures that may

impact:

• the Group's organization, if it becomes necessary to

obtain a specific type of license for a dedicated

entity;

• the Group's business model, if commercial terms

with clients or affiliated merchants and the specific

revenues linked to unused balances on expired

cards become limited; and/or

• the Group's operations, if laws related to claims-

processing deadlines and obligations to perform

due diligence on corporate clients become more

stringent.

The growing number of laws and regulations may also

require the introduction of measures that are

technically or financially onerous for the Group. Many

countries have introduced legislative and regulatory

requirements that apply specifically to providers of

payment services and/or electronic money issuance.


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	Risk factors

Risk mitigation

As a trusted partner striving for the long-term

sustainability of its business, Pluxee aims at

contributing to the development of laws and

regulations that are likely to have a favorable impact

on its business and its ecosystem partners.

Regarding this specific regulatory risk, Pluxee

implements targeted initiatives in line with its Ethics

Charter:

• Monitoring political, social and economic

developments in countries and across regions to

identify upcoming regulatory changes which could

represent a risk to Pluxee's business or generate

opportunities to develop its business;

• Increasing awareness and pedagogy on the nature

of Pluxee's activities which can be differentiated

from payment services, also highlighting their

positive impact (including by developing macro-

economic studies, research reports and surveys

with reputable researchers, and by participating in

discussions, platforms and associations with key

stakeholders);

• Engaging in public debates as a trusted expert and

developing partnerships with stakeholders involved

in shaping public policies of interest for Pluxee's

existing programs or new ones, including payment

and e-money regulations.

In some countries where a specific license is

mandatory to operate its business, Pluxee has set up

dedicated entities to issue payment instruments and

manage e-money or payment services under the

supervision of the local authority to comply with legal

and regulatory requirements applicable to the related

digital product and services. This is notably the case

in the European Union, Brazil, Mexico, the United

Kingdom and India.

6.2.5Financial risks

Counterparty and liquidity


	Level of risk	● ●

Risk description

Financial Institution Counterparty Risk:

The Group is exposed to the credit risk of its

counterparties, comprised of the banks and financial

institutions in which the Group invests its float-related

and non float-related cash, including its restricted

cash related to the Float, the management of which

must comply with regulations governing the issuance

of benefits in the different countries in which the

Group operates. The Group may therefore incur

losses in the event of default or insolvency of one or

more counterparties. Counterparty defaults could be

amplified within the same region of the world due to

the interdependency of these counterparties or as a

result of a contagion effect impacting the banking

sector overall. Consequently, the default of one or

more significant counterparties of the Group could

have a material adverse effect on the Group's results

of operations and financial position.

Liquidity risk:

In connection with such obligations, the Group also

faces liquidity risk, or the risk that the Group will not

be able to meet its financial obligations as they

become due. The ability of the Group to raise new

financial resources is not guaranteed as access to

such financial resources depends on conditions in

the debt capital markets. Furthermore, the Group's

ability to make payments on its indebtedness will

depend on its ability to manage its working capital and

generate cash flows. Issuing new financial debt also

introduces interest rate risk.

Interest rate risk:

Fluctuations in interest rates can significantly impact

the cost of borrowing for the Group. Rising interest

rates may lead to higher costs for new debt

issuances or renewals of existing loans, thereby

increasing borrowing expense and potentially

negatively impacting the Group's net profit.

As the Group carries its current debt mainly via bond

tranches, it may encounter challenges during

refinancing if interest rates have risen substantially

since the initial borrowing. Higher refinancing costs

could restrain cash flows and limit financial flexibility,

impacting the company's ability to pursue strategic

initiatives.

These factors underscore the importance for the

Group to proactively manage interest rate risk in its

financial planning and operations, ensuring resilience

and sustainable growth amidst market uncertainties.

Due to Pluxee's specific business model, part of its

revenue is generated from the interest income

derived from the float-related cash received from its

clients that their employees have not yet consumed.

This is referred to as float revenue. Fluctuations in

interest rates can also significantly impact this

revenue but in the opposite direction of the cost of

borrowing which could mitigate the global impact.


		Fiscal 2024 annual report		261


	Risks and risk management
	Risk factors

Customer counterparty credit risk:

Furthermore, the Group's business relies on its ability

to successfully obtain payment from its clients. The

Group is thus subject to the credit risk inherent in the

Group's business for its "post-paid" solutions or for

cases where payment terms are granted to clients for

"prepaid" solutions. In those cases, the Group relies

on the creditworthiness of its clients.

Risk mitigation

To mitigate these risks, the Group undertakes several

key strategies.

Financial institution counterparty risk:

The Group limits the concentration of risk held by any

single counterparty through a diversified investment

approach, thereby spreading exposure across a

range of institutions. This diversification not only

dilutes potential risks but also enhances the

resilience of the Group's financial portfolio.

Additionally, the Group places significant emphasis on

assessing the creditworthiness of its counterparties.

This involves a rigorous evaluation of their financial

stability and credit ratings, ensuring that the

institutions the Group engages with are reliable and

robust.

Furthermore, the Group actively avoids over-reliance

on a limited number of counterparties. By diversifying

its financial relationships, the Group minimizes the

impact of any single counterparty's failure, thus

safeguarding its financial stability.

In adherence to legal and regulatory requirements,

the Group also ensures compliance with all relevant

local laws and guidelines. This proactive approach not

only mitigates risks but also aligns the Group's

operations with best practices and regulatory

expectations.

Monitoring market conditions is another critical

aspect of the Group's risk mitigation strategy. By

remaining vigilant against economic downturns and

disruptions in financial markets, the Group can

anticipate and respond to potential threats, thereby

protecting its financial interests.

 Liquidity risk:

To secure its liquidity the Group has defined and

implemented a long-term financing strategy.

Following the spin-off, the Group secured a

comprehensive financing package with a consortium

of international banks, encompassing a 650 million

euro Revolving Credit Facility with an initial 5-year

term and 1+1 years extension (the first 1-year extension

was confirmed on October 2, 2024).

Furthermore, in early March 2024, the Group issued 1.1

billion euros in bonds, divided into two tranches: 550

million euros, with a 4.5-year maturity; and 550 million

euros with an 8.5-year maturity. These bonds were

issued to refinance the initial bridge loan previously

undertaken with a syndicate of seven international

financing institutions to refinance the Group's debt to

Sodexo.

Interest Rate Risk:

In terms of interest rate management, the Group is

considering the diversification of its exposure

between fixed-rate and floating-rate.

• Fixed-rate debt offers stability in interest costs but

exposes the company to the risk of higher costs if

interest rates decrease and the Group is therefore

unable to benefit from such interest rate

decreases;

• Floating-rate debt offers flexibility, as it allows the

Group to benefit from lower interest payments

when market rates decrease. However, it comes

with the risk of rising interest costs if rates increase.

Additionally, the Group's substantial investment of its

float-related and non float-related cash balances,

which may equal or even exceed the amount of its

debt, is a powerful lever to mitigate its interest rate

risk, provided that the cash invested and the debt

due are both denominated in either fixed rates of

floating rates and over similar terms and maturities.

For that purpose, the Group is considering swapping

part of its bond-related interest rates from fixed to

floating, provided the related cost remains

acceptable.

In this context, using derivative instruments such as

interest rate swaps, caps, or collars allows the Group

to mitigate exposure to interest rate fluctuations.

These instruments enable securing favorable rates or

capping potential increases, ensuring financial

stability and flexibility amid evolving economic

conditions.

Customer counterparty credit risk:

The Group has established a credit policy and

implements stringent creditworthiness checks. The

related processes ensure the safeguarding of the

Group's financial health and the minimization of

potential risks.

The Group strictly adheres to established credit

procedures, which encompass credit checking, client

selection, and credit follow-up. Compliance with such

procedures ensures that credit-related activities are

conducted consistently and in alignment with best

practices, thereby maintaining operational integrity.


262		Fiscal 2024 annual report


	Risks and risk management
	Risk factors

Foreign Exchange Rate and currency


	Level of risk	● ● ●

Risk description

The Group's subsidiaries primarily conduct their

business in local currency, meaning that most of their

revenues and expenses are denominated in the local

currency of the countries where they operate. This

reduces exposure to foreign exchange risk in their

day-to-day operations.

Translation risk:

The most direct currency risk arises from converting

financial data from local currencies to euros. This risk

materializes when financial results in local currencies

are translated into the reporting currency (euro). Due

to volatility in foreign exchange markets and the

Group's operations in 29 countries, these

translations can lead to financial statement

variances, which may not reflect the operational

performance of the local entity but rather the

fluctuations in exchange rates.

Transactional risk:

While a large portion of the Group's transactions

occurs in local currencies, certain operations, such

as the payment of dividends or intercompany charges

(e.g., management fees), expose the group to

currency risk. For example:

• Dividends: When local entities pay dividends to the

parent company, the conversion of these payments

from volatile currencies to euros can lead to foreign

exchange gains or losses, particularly in regions with

unstable currencies;

• Intercompany fees: Similarly, if services are

invoiced between group entities, delayed payments

or significant currency fluctuations between the

invoice date and payment date could affect the

Group's financial result.

Risk mitigation

Translation Risk:

The Group's policy is to invest cash generated by

operations in the local currency. This approach helps

avoid managing the liquidity risk tied to currency

fluctuations and minimizes exposure to currency risk

for the subsidiary cash balances. But, regarding the

Group's overall investment in its foreign subsidiaries,

the related foreign exchange translation risk is not

hedged.

Transaction Risk:

To manage and mitigate these risks, the Group is

implementing several strategies. By using financial

instruments, such as forward contracts, options, or

swaps, the Group mitigates the risk of currency

fluctuations affecting key transactions by locking in

exchange rates in advance. Ensuring prompt

settlement of intercompany invoices also minimizes the

transactional foreign exchange risk caused by currency

movements between invoicing and payment dates.

Tax


	Level of risk	● ●

Risk description

As a result of its geographic footprint, Pluxee is subject

to taxation in multiple jurisdictions which have their own

laws and regulations. Although Pluxee is committed to

act as a responsible corporate citizen and pay its fair

share of taxes in the countries where it operates, these

laws and regulations are inherently complex, and the

Group has to make judgments and interpretations

about their application to its operations and businesses.

As there can be no assurance that the relevant tax

authorities will always agree with the Group's

interpretation of these laws or, as the case may be, that

relevant tax authorities will not deviate from the former

interpretations of applicable tax laws and regulations on

which the Group often relies, Pluxee may be subject to

tax controversies and litigation. See Fiscal 2024

Consolidated Financial Statements, note 10.2, related to

tax contingencies and disputes in which the Group is

engaged as of 31 August 2024.

Risk mitigation

Pluxee has implemented a comprehensive compliance

framework such that local teams in charge of tax

compliance working closely with the Group tax team

and, if required, with assistance from external tax

advisors, ensure that the Group operates adequately

in the complex and evolving tax landscape.

The Pluxee Group tax policies and procedures

contain more details on this framework, and are

available on the Pluxee Group corporate website.

As part of this policy, when the Group is subject to tax

scrutiny, controversies or litigation, Pluxee together

with its external tax advisors, makes sure that the

Group interests are properly defended and that, if

required, the appropriate tax provisions reflect the

potential financial exposure as a result of these

controversies or litigation.


		Fiscal 2024 annual report		263


	Risks and risk management
	Risk factors

6.2.6Climate risks

Environmental Sustainability


	Level of risk	●

Risk description

Pluxee faces environmental sustainability risks from

its greenhouse gas (GHG) emissions and from the

potential impact of climate change. These risks fall

into two categories:

a. Greenhouse gas emissions: Pluxee committed

publicly to a net-zero trajectory with an

associated GHG emissions reduction plan.

Pluxee's operations generate GHG emissions,

primarily from company vehicles, buildings, and

indirect sources like travel and products. Scopes

1 and 2 include GHG emissions from company

cars and distribution vehicles and energy from

buildings. Scope 3 includes GHG emissions from

travel and commuting, products, other purchases,

IT hardware (for more see section 5.5.1). By

making this public commitment, Pluxee is subject

to reputational risk if the trajectory is not followed;

b. The potential impact of climate change: could

disrupt Pluxee's business through physical

impacts on assets, supply chain and operations,

or transitional risks if the company fails to adapt

its business model to evolving regulation,

subscription of insurance policies, and consumer

preferences.

Risk mitigation

a. Pluxee has committed to achieving net-zero

emissions by 2035 (through the Group's Net-Zero

by 2035 program), aligning its targets with the

Paris Agreement's 1.5°C goal.

The company implements several measures to

achieve this goal:

• Awareness and Measurement: Pluxee raises

awareness among employees and its value

chain about environmental issues. It also

measures its carbon footprint annually in all

operating countries;

• Solutions and Governance: Pluxee has

developed a global action plan translated into

activities for each operating country. These

activities are monitored through a centralized

platform called Traace. To drive progress,

Pluxee has established net-zero committees

with the top 15 emitting countries and local

sustainability committees in 16 entities;

• Investment and Implementation: the tracking

of Pluxee's carbon reduction progress is

embedded in the annual execution plan as a

key strategic initiative to be monitored and

implemented by Pluxee's in-country units.

During this process, Pluxee establishes the

appropriate budget to ensure an optimal level

of resources locally. Pluxee's Board may act on

recommendations from the Audit Committee

regarding priority sustainability initiatives, and

from the Nomination & Remuneration

Committee's recommendations on the

integration of ESG criteria in remuneration, as

well as ESG training for employees.

b. Pluxee is developing a Climate Adaptation Plan

aligned with upcoming CSRD reporting

requirements. The plan involves:

• Risk Assessment: Pluxee is conducting a risk

screening analysis to identify climate-related

risks across its subsidiaries. This analysis

considers chronic and acute hazards

associated with temperature, wind, water, and

solid mass movement;

• Working Group: An ESG impact working group

composed of relevant departments, suppliers,

and internal audit is leading the development of

the Adaptation Plan;

• Approval and Implementation: Once the risk

assessment is complete, the Adaptation Plan

and Policy will be approved by the Executive

Committee and implemented by a designated

team.

Pluxee foresees an opportunity to position itself as an

intermediary for governments, supporting public

policies to develop eco-consumption and/or

sustainable mobility policies, and for merchants in

developing low-carbon offers. Moreover, Pluxee

foresees opportunities in providing beneficiaries and

merchants access to basic resilience services (see

section 5.5.4).


264		Fiscal 2024 annual report


	Risks and risk management
	Internal control procedures related to accounting and financial information

6.3Internal control procedures related to accounting

and financial information

Pluxee's Finance department is responsible for

preparing the accounting and financial information.

The Group and local finance teams have established

standard procedures and integrated tools to

produce and process financial information.

Local teams produce, on a monthly basis, a monthly

and a cumulative (year-to-date) income statement

starting at the beginning of the fiscal year, a balance

sheet, and a statement of cash flows. Three times a

year they also prepare updated forecasts for the next

quarters and for the full year based on the year-to-

date achievement and the updated forecast for the

rest of the fiscal year. The entirety of this information

and the related financial statements are consolidated

on a monthly basis by Group Finance.

Pluxee's Group Finance team, comprised of the

Controlling department (including the Consolidation,

FP&A, and Accounting Principles departments), the

Treasury and Financing department, and the Investor

Relations department perform controls and analyses

to ensure the reliability of published accounting and

financial information.

These departments report to the Group's Chief

Financial Officer. Their tasks thus include:

• preparing Pluxee's Company financial statements

and Group consolidated financial statements within

the timeframes required by law and International

Financial Reporting Standards (IFRS);

• managing the budgeting and forecasting process

and preparing management reports, while ensuring

that data is consistent;

• preparing the documents necessary to communicate

financial results and to enable Pluxee's management

to prepare the compulsory financial reports and

related materials, including financial press releases

and investor presentations;

• designing and implementing Pluxee's accounting

and management methods, procedures and

guidelines;

• identifying and overseeing any changes to Pluxee's

accounting and management information systems

that may be necessary; and

• developing and maintaining a financial reporting tool

that aims to ensure that local accounting standards

comply with regulations, that they are available to

everyone involved in the preparation of accounting

and financial information, and that they can be

translated into Group accounting standards in

compliance with IFRS.

Pluxee's Tax Department designs and publishes the

Group Tax Policy. This policy aims to achieve tax

consistency worldwide and to ensure that taxes due

are paid in compliance with local tax rules in the

various geographic regions in which the Pluxee Group

operates. Both local and global tax teams ensure that

significant changes in local, European, and worldwide

tax laws are anticipated and correctly applied.

The Audit Committee reviews the annual and half-year

financial statements and the external auditor's

conclusions to form an opinion before the final review

of the financial statements by the Board of Directors.

6.4Board declaration

Based on the Company's current state of affairs, the

reports made directly available to the Board coming

from different processes, audits and controls, and the

information the Board has received from

management, the Board believes to the best of its

knowledge that:

• the internal risk management and control systems

provide reasonable assurance that the financial

reporting does not contain any material

inaccuracies;

• this Annual Report provides sufficient insight into

any material failings in the effectiveness of the

internal risk management and control systems with

regard to the risks associated with the strategy and

activities of the Company and its affiliated

enterprises (including strategic, operational,

compliance and reporting risks);

• it is justified that the financial statements have

been prepared on a going concern basis; and

• this Annual Report states the material risks and

uncertainties to the extent that they are relevant to

the Company's continuity for the period of

12 months after the preparation of this Annual

Report.

It should be noted that no matter how well-designed,

the internal risk management and control system has

inherent limitations, such as vulnerability to

circumvention or the potential to override the

controls in place. Consequently, no assurance can be

given that the Company's internal risk management

system and procedures are or will be, despite all care

and effort, entirely effective.


		Fiscal 2024 annual report		265


	Risks and risk management


266		Fiscal 2024 annual report




	Pluxee: listed on Euronext Paris since February 2024


		Fiscal 2024 annual report		267

Capital and share ownership


7.1Share capital	268
7.1.1The Spin-off	268
7.1.2Share capital composition	269
7.1.3Listing/Trading of Pluxee Ordinary Shares	272
7.1.4Share trading performance	274


7.2Bonds and credit rating	276
7.3Financial calendar	276
7.4Dividend policy	276


268		Fiscal 2024 annual report


	Capital and share ownership
	Share capital

7.1Share capital

7.1.1The Spin-off

The Pluxee Group ("the Group") encompasses the

former Benefits & Rewards Services business

segment of the Sodexo Group, separated from

Sodexo's On-Site Services through the distribution of

Pluxee N.V. (the "Company") ordinary shares to

Sodexo shareholders and the subsequent admission

to listing of Pluxee's ordinary shares ("Ordinary

Shares") on the regulated market of Euronext Paris on

February 1, 2024 (the "Spin-off"). The Spin-off places

Pluxee in a stronger position to execute its strategies

and realize its full potential in fast-growing markets.

The Spin-off required the implementation of certain

preliminary transactions involving the transfer of

interests in order to separate Pluxee's operations

(former Benefits & Rewards Services business

segment of Sodexo). In particular, the Group entered

into the following transactions over the course of the

2023 calendar year through February 2024:

• on August 31, 2023 the Company acquired 11.95% of

the shares of Pluxee International SAS from

Sodexo S.A.;

• on September 1, 2023 Sodexo S.A. contributed the

remaining 88.05% of Pluxee International SAS

shares to the Company. As compensation for this

contribution, 146,348,320 new Ordinary Shares of

the Company with a par value of 0.01 euro each

were issued. Through the transactions of August 31,

2023 and September 1, 2023, the Pluxee business

was carved out to prepare a complete separation

from Sodexo's other activities;

• the issued share capital of the Company amounted

to 1,471,746.92 euros and consisted of

147,174,692 Ordinary Shares with a nominal value of

0.01 euro each on November 3, 2023 as a result of

several transactions in its share capital in order to

achieve the required amount of Ordinary Shares

with regard to the distribution under the Spin-off

(see also section 7.1.2.2 History of share capital);

• on November 15, 2023 Pluxee was converted from a

French simplified joint-stock company (société par

actions simplifiée) into a Dutch private limited

liability company (besloten vennootschap met

beperkte aansprakelijkheid) with the legal and

commercial name Sodexo Asset Management 2 B.V.,

and Pluxee's corporate seat (statutaire zetel) was

transferred to the Netherlands through the

execution of a notarial deed of conversion and an

amendment to the Articles of Association before a

Dutch notary;

• on December 15, 2023 the combined (ordinary and

extraordinary) general meeting of Sodexo S.A.'s

shareholders approved the preparatory resolutions

for the Spin-off; on January 30, 2024 the ordinary

general meeting of Sodexo S.A.'s shareholders

approved the Spin-off;

• on January 31, 2024 Pluxee was converted from a

Dutch private limited liability company (besloten

vennootschap met beperkte aansprakelijkheid)

into a Dutch public limited liability company

(naamloze vennootschap) through a notarial deed

of conversion and an amendment of the Articles of

Association executed before a Dutch notary;

• after the execution of that notarial deed, the

authorized share capital of the Company amounts

to 6,000,000 euros, divided into (i) 300,000,000

Ordinary Shares with a nominal value of 0.01 euro

each and (ii) 300,000,000 Special Voting Shares

with a nominal value of 0.01 euro each.

The Spin-off of the Pluxee business consisted of:

(i) the distribution by Sodexo of 100% of the Ordinary

Shares to its shareholders by way of distribution

in kind deducted from Sodexo's reserves

(distribution en nature prélevée sur les réserves);

and

(ii) the subsequent admission to listing and trading of

all the Ordinary Shares on the regulated market of

Euronext Paris.

When the Spin-off took place, 147,174,692 Ordinary

Shares, representing 100% of Pluxee's share capital

and voting rights (other than certain shares retained

by Sodexo for adjustment purposes) were distributed

to Sodexo shareholders (other than Sodexo itself) in

proportion to their equity interest in the share capital

of Sodexo, at the rate on one Ordinary Share for every

Sodexo Share that such shareholders beneficially

owned on the record date of February 2, 2024.

Pluxee became an independent public company, no

longer part of Sodexo Group, on February 1, 2024.

Ordinary Shares began trading on an independent

basis on Euronext Paris at 9:00 a.m. CET on the same

date.

The Spin-off entailed the establishment of a "Loyalty

Share Register", maintained by or on behalf of the

Pluxee Group, in which the relevant particulars of

holders of Ordinary Shares who requested to (and

were otherwise eligible to) participate in the "Loyalty

Voting Plan" were registered. The Loyalty Voting Plan

enables holders of Ordinary Shares to request the

registration of all or part of their Ordinary Shares in

the Loyalty Share Register, with a view to receiving, in

accordance with and subject to the terms of such

arrangements as described in article 6 of the Articles

of Association and the Loyalty Voting Plan and any

such additional rules and regulations that shall be

published on the Company's website from time to

time, Pluxee special voting shares ("Special Voting

Shares"). The Loyalty Voting Plan is intended to

secure a degree of continuity in the governance in the

event an unsolicited approach is made which could

result in a change of control of Pluxee.


		Fiscal 2024 annual report		269


	Capital and share ownership
	Share capital

7.1.2Share capital composition

7.1.2.1Share capital at August 31, 2024

At August 31, 2024 the Company's issued ordinary

share capital amounted to 1,471,746.92 euros, divided

into 147,174,692 fully paid-up shares of 0.01 euro par

value each.

Since January 31, 2024 Pluxee's aggregated share

capital was increased by a total amount of

630,403.63 euros by issuing 63,040,363 new special

voting shares, bringing the total number of issued

shares to 147,174,692 Ordinary Shares and

63,040,363 Special Voting Shares, all with a nominal

value of 0.01 euro. Ordinary Shares and Special Voting

Shares represent respectively 70.01% and 29.99% of

the total issued share capital of Pluxee.

Since January 31, 2024 the authorized share capital

of the Company amounts to 6,000,000 euros, divided

into (i) 300,000,000 Pluxee Ordinary Shares with a

nominal value of 0.01 euro each and (ii) 300,000,000

Special Voting Shares with a nominal value of

0.01 euro each.

The Board was granted by the general meeting of

shareholders an authorization for twenty-four months

from February 1, 2024 to issue Ordinary Shares up to

ten percent of the Company's issued share capital,

and to restrict or exclude the preemptive rights

accruing to shareholders in connection with the share

issuances and granting of rights to subscribe for

these Ordinary Shares.

7.1.2.2History of share capital

History and e volution of the ordinary share capital

Since its incorporation, the Company has issued the following Ordinary Shares:


Date	Nature of transaction	Number of shares issued or cancelled	Nominal amount (in euros)	Cumulative nominal amount of share capital (in euros)	Total cumulative number of shares in circulation	Nominal value (in euros)
April 26, 2022	Incorporation of the Company	(+) 10,000	(+) 10,000	10,000	10,000	1.00
July 24, 2023	Share capital decrease	(-) 9,999	(-) 9,999	1	1	1.00
July 24, 2023	Division of the nominal value	(+) 99	-	1	100	0.01
September 1, 2023	Cash share capital increase	(+) 26,272	(+) 262.72	263.72	26,372	0.01
September 1, 2023	In kind share capital increase (as a result of the contribution of 88.05% of Pluxee International SAS shares by Sodexo to Pluxee)	(+) 146,348,320	(+) 1,463,483.20	1,463,746.29	146,374,692	0.01
November 3, 2023	Cash share capital increase	(+) 800,000	(+) 8,000	1,471,746.92	147,174,692	0.01

Evolution of stock ownership


	At August 31, 2024		At February 1, 2024
	Number of shares	% of shares	Number of shares	% of shares
Free float	82,875,646	56.31%	84,134,329	57.17%
Bellon S.A.⁽¹⁾	63,040,363	42.83%	63,040,363	42.83%
Treasury shares	1,258,683	0.86%	—	—%
Ordinary Shares issued	147,174,692	100.00%	147,174,692	100.00%

(1) 100% of the 63,040,363 Special Voting Shares were issued for and are held by Bellon S.A. as part of the Loyalty Voting Plan. Bellon

S.A. notified the AFM on February 5, 2024 about the holding of 62,250,485 Special Voting Shares, and came into possession of the

remaining Special Voting Shares only in March 2024.


270		Fiscal 2024 annual report


	Capital and share ownership
	Share capital

The principal change in the ownership of the

Company's share capital since February 1, 2024 was

the overall creation of 63,040,363 Special Voting

Shares in February and March 2024 (for more see

section 7.1.1 regarding the Loyalty Voting Plan and 2.4.1

Rights attached to shares).

At August 31, 2024, no shareholders other than those

included in section 7.1.3.4 had disclosed an actual

shareholding exceeding 3% of the Company's

aggregate share capital. The Company is not aware of

any agreements between shareholders which may

result in restrictions on transfer of shares or

restrictions on the exercise of voting rights.

The evolution of treasury stock is described below in

section Treasury stock and liquidity contract.

The threshold crossings which were disclosed in

Fiscal 2024 are described in section 7.1.3.3.

7.1.2.3Relations with Bellon S.A.

As of August 31, 2024 the French company Bellon S.A.

held 42.83% of the ordinary shares and 59.98% of the

voting rights of Pluxee N.V. Bellon S.A. is the active

holding company owned by the Bellon family and the

Company's ultimate controlling entity. Bellon S.A.

intends to continue playing such a long-term dual role

in Pluxee which ensures Pluxee's independence as

well as it guarantees a long-term vision and strategy of

sustainable and profitable growth.

On January 29, 2024 Pluxee N.V. entered into a

management and service agreement (convention

d'animation et de prestations de services) on an

arm's length basis with Bellon S.A. which contains

certain arrangements between the Company and

Bellon S.A.:

• Bellon S.A. provides Pluxee N.V.'s Board of Directors

with its proposal regarding the overall orientation of

its strategy, its development, the orientation of its

activities, and its investments. To this end, the

Company entered into an Executive Chair

secondment agreement with Bellon S.A. whereby

Didier Michaud-Daniel, a senior executive of

Bellon S.A., is seconded to the Company to perform

the offices as an Executive Director and Executive

Chair of the Board. The Executive Chair is

remunerated by Bellon S.A. up to the amount of

such person's remuneration as determined by the

Board, based on the recommendations of the

Company's Nomination and Remuneration

Committee, plus all the associated tax and social

costs. Bellon S.A. re-invoices the Company on a

euro-for-euro basis for such remuneration, plus the

related social security charges and taxes.

• Bellon S.A. provides the Company with services

notably in the areas of finance and stock markets.

These services are provided by a senior executive

employed by Bellon S.A. and seconded to the

Company to perform the duties of Chief Financial

Officer of the Group. To this end, the Company

entered into a Group CFO secondment agreement

with Bellon S.A. invoiced on a euro-for-euro basis;

The expense recognized in Fiscal 2024 under this

services agreement amounts to 1.2 million euros.

Since the Company's listing, the Company has not

entered into any other transactions with legal or

natural persons who hold at least 10% of the shares in

the Company. Prior to the Company's listing and Spin-

off from the Sodexo Group, the Company has entered

into several agreements with Sodexo S.A., which at

that time was the 100% shareholder of the Company.

Best practice provision 2.7.5 of the Code has been

complied with. See section 13.2 of the Prospectus for

further details on these related party transactions

entered into by the Company with Bellon S.A. and

Sodexo S.A. in Fiscal 2024.


		Fiscal 2024 annual report		271


	Capital and share ownership
	Share capital



	A long-term vision ensured through controlling-family shareholding
	Pluxee's independence is ensured through the shareholding of the family of Pierre Bellon, founder of Sodexo. Following Pluxee's Spin-off from the Sodexo Group, the family-held control of Pluxee guarantees the Group a long-term vision and strategy of sustainable and profitable growth. As of August 31, 2024, Bellon S.A. held 42.83% of Pluxee’s ordinary share capital and 59.98% of the total voting rights.
	In 2015, Mr. and Mrs. Pierre Bellon and their children entered into a 50-year agreement which prevents the direct descendants of Pierre Bellon, founder of Sodexo, from freely disposing of their shares in Bellon S.A. Bellon S.A. has no intention of selling its shareholding in Pluxee to third parties.	Pluxee's sustained commitment to developing a successful offering, nurturing lasting client relationships and building a truly international organization reflects Bellon S.A.'s long-term vision. To ensure this independence, a management and service agreement was entered into between Pluxee and Bellon S.A. in 2024 for an initial five-year period, to consolidate the position of Bellon S.A. as the Group’s active holding company.

Bellon S.A.'s participation in Pluxee



Distribution of Pluxee's ordinary share capital	Distribution of the voting rights
At August 31, 2024	At August 31, 2024



* With its place of management and sole registered location in France
** Including 1,258,683 treasury shares deprived of voting rights in accordance with applicable law


272		Fiscal 2024 annual report


	Capital and share ownership
	Share capital

7.1.3Listing/Trading of Pluxee Ordinary Shares

On February 1, 2024, Pluxee's ordinary shares were admitted to listing and trading in compartment A of Euronext

in Paris, a regulated market of Euronext Paris S.A., under the ticker PLX and the ISIN code NL0015001W49.

7.1.3.1Information on stock trading

The Euronext sector classification for Pluxee is as follows:


Industry	Industrials
SuperSector	Industrial Goods and Services
Sector	Industrial Support Services
Sub-sector	Transaction Processing Services

Pluxee shares are eligible for SRD (Service de

règlement différé or Deferred Settlement Service), a

mechanism that enables taking leveraged share

positions and is mainly used by retail investors as an

alternative to margin accounts; and PEA (Plan

d’épargne en actions), a savings product that

enables tax-advantaged investment in the shares of

qualified French and European companies.

The Company's shares are included in the following Euronext stock indexes(1):


Index	Ticker
CAC All Share	PAX
CAC All-Tradable	CACT
Euronext Tech Leaders	TCLP
CAC Mid 60	CACMD
CAC Mid & Small	CACMS
CAC Consumer Discretionary	FRCG
CAC SBT 1.5	CSBTP
Euronext Biodiversity Screened Index	BISWP
Euronext Developed Market	ENDMP
Euronext Equileap Gender Equality Eurozone 100	EQGEP
Euronext Eurozone 300	EZ300
Euronext EZ Transatlantic	ENZTP
Euronext France PAB 50	FPABP
Euronext CA Index	CAIND
Euronext Eurozone SBTI 1.5 Index	ZSBTP
(1) Not an exhaustive list.

7.1.3.2Share buyback

The Board of Directors was granted by the general

meeting of shareholders an authorization to purchase

Pluxee Ordinary Shares for eighteen months from

February 1, 2024 up to ten percent of the Company's

issued share capital at the time of such repurchase, at

prices ranging from the nominal value of the Ordinary

Shares up to one hundred and ten percent of the

market price for the Ordinary Shares; provided that (i)

for open market or privately negotiated repurchases,

the market price shall be the price for the Ordinary

Shares on the Euronext Paris at the time of the

transaction; (ii) for self-tender offers, the market price

shall be the volume weighted average price ("VWAP")

for the Ordinary Shares on the Euronext Paris during a

period, determined by the Board, of no less than one

and no greater than five consecutive trading days

immediately prior to the expiration of the tender offer;

and (iii) for accelerated repurchase arrangements, the

market price shall be the VWAP for the Ordinary Shares

on the Euronext Paris over the term of the

arrangement. The VWAP for any number of trading days

shall be calculated as the arithmetic average of the

daily VWAP on those trading days.

On March 4, 2024 Pluxee announced the launch of a

share buy-back program of up to 30 million euros with

a duration of up to June 30, 2024. The share buy-back

program was carried out in accordance with the

above-mentioned authorization granted by the

general meeting of shareholders to the Board of


		Fiscal 2024 annual report		273


	Capital and share ownership
	Share capital

Directors, and the provisions of the Market Abuse

Regulation (EU) 596/2014 and Commission Delegated

Regulation (EU) 2016/1052.

The intent of the share buy-back program launched

on March 4, 2024 is to hold the shares bought back

as treasury stock for the purpose of meeting the

Company's obligations under free share plans. The

Company appointed a broker to execute the share

buy-back program in accordance with all applicable

regulations. The broker made decisions relating to the

purchase of Pluxee shares independently of the

Company.

At August 31, 2024 a total of 1,124,706 shares,

equivalent to 0.54% of the issued share capital, had

been recorded in the financial statements as bought

back at a weighted average price of 26.67 euros per

share.

The general meeting of shareholders also granted to

the Board of Directors an authorization for twenty-

four months from February 1, 2024 to cancel treasury

shares from time to time.

7.1.3.3Treasury stock and liquidity contract

On February 1, 2024 Pluxee entered into a liquidity

contract with BNP Paribas Financial Markets to

enhance the liquidity of the Company's shares on

both the buy and sell sides once they were admitted

to trading on Euronext Paris. At the outset, 10 million

euros were allocated to the liquidity account.

The liquidity agreement provides for an initial term

expiring on December 31, 2024 with an automatic

renewal for successive periods of twelve months. The

liquidity contract may be terminated by either party

under the following conditions:

• at any time by Pluxee without prior notice;

• at any time by BNP Paribas Financial Markets,

subject to prior notice of one month.

The implementation of the liquidity contract is carried

out in accordance with a separate authorization to

purchase Ordinary Shares, granted by the general

meeting of shareholders to the Board of Directors, for

eighteen months from February 1, 2024, and with the

legal framework in force, i.e., with the provisions of

Regulation (EU) No. 596/2014 of the European

Parliament and of the Council of April 16, 2014 on

market abuse (MAR), Commission Delegated

Regulation (EU) 2016/908 of February 26, 2016

supplementing Regulation (EU) No. 596/2014,

Section 3 of Title 4 of Book 2 of the Dutch civil code

and AMF Decision No. 2021-01 of June 22, 2021 (AMF

Decision), applicable as of July 1, 2021.

The execution of the liquidity contract may be

suspended as follows or in the following cases:

• under the conditions set forth in article 5 of the

decision of the Autorité des marchés financiers

(AMF, the French financial markets regulator);

• in the event of expiry of the applicable authorization

granted by the General Meeting;

• in the event Pluxee or its subsidiaries hold more

than 50 percent of Pluxee's share capital as a

result of further purchases;

• at the request of Pluxee, giving prior notice of two

business days to BNP Paribas Financial Markets, to

enable the voting rights attached to shares to be

counted before a general meeting or the dividend

rights attached to shares to be counted before any

dividend is paid.

At August 31, 2024 the balance of the liquidity

account in the financial statements was 133,977

shares and 3.3 million euros. Since its implementation

on February 1, 2024 until that date, the Company has

recorded as purchases under the liquidity contract

for 1,185,263 shares for a total of 31.0 million euros,

and sales for 1,051,286 shares for a total of 27.7 million

euros.

7.1.3.4Threshold crossing

Since February 1, 2024 the following threshold crossings have been reported to the AFM as per the AFM's public


Date	Nature of transaction	Share capital level	Voting rights level	Instrument type	Company/Investor
February 5, 2024	Downward	1.87%	2.21%	Ordinary Shares	BlackRock Inc. (1)
February 2, 2024	Downward	2.87%	3.40%	Ordinary Shares	BlackRock Inc. (1)
February 1, 2024	Upward	3.03%	3.56%	Ordinary Shares	BlackRock Inc. (1)
February 1, 2024	Upward	8.05%	8.05%	Ordinary Shares	Artisan Partners Limited Partnership

(1)Aggregate shareholding including potential shares and voting rights.


274		Fiscal 2024 annual report


	Capital and share ownership
	Share capital

7.1.4Share trading performance

7.1.4.1Stock market overview

On August 31, 2024, Pluxee shares closed at 21.45 euros per share compared to 26.00 euros per share as

technical reference price at the date of the Spin-off and listing on February 1, 2024.

Pluxee's share performance in comparison with indices (base 100 at February 1, 2024)

7.1.4.2Market data


(in euros)	Average closing price	Highest closing price	Lowest closing price	Average trading volume
February 2024	27.1	29.9	24.7	24,451,064
March 2024	27.1	28.5	25.9	5,388,153
April 2024	26.7	29.3	24.2	3,903,120
May 2024	30.2	31.8	28.2	3,778,179
June 2024	27.6	29.6	25.3	3,275,537
July 2024	23.5	28.8	20.5	6,115,029
August 2024	20.8	21.9	19.1	2,743,180

7.1.4.3Market capitalization

Based on a closing share price of 21.45 euros on

August 31, 2024 and shares in issue, the market

capitalization of the Group at August 31, 2024 was

3,130 million euros compared to 3,827 million as at

February 1, 2024.

As of August 31, 2024, Pluxee was ranked 23 rd within

the CAC Mid 60 index, which includes the 60 largest

mid-cap companies by market capitalization on the

Paris stock exchange after the CAC 40 and the CAC

Next 20.


		Fiscal 2024 annual report		275


	Capital and share ownership
	Share capital

7.1.4.4Traded volumes

From February 1 to August 31, 2024, the average daily number of shares traded reached 334 thousand on the

Euronext platform.

Monthly trading volume (in million euros)

Monthly trading volume (in million of shares)

1 See definition in section 3.5 Alternative performance measure (APM) definitions


276		Fiscal 2024 annual report


	Capital and share ownership
	Bonds and credit rating

7.2Bonds and credit rating

On March 4, 2024, Pluxee N.V. issued bonds for an

aggregate amount of 1.1 billion euros structured in two

tranches:

• 550 million euro bond issue with a 4.5-year maturity,

redeemable at par value on September 4, 2028 and

bearing interest at an annual rate of 3.5% (effective

interest rate of 3.71%), with interest payable

annually on September 4 (commencing on

September 4, 2024);

• 550 million euro bond issue with a 8.5-year maturity,

redeemable at par value on September 4, 2032,

and bearing interest at an annual rate of 3.75%

(effective interest rate of 3.87%), with interest

payable annually on September 4 (commencing on

September 4, 2024).

The bonds received a BBB+ rating (with a stable

outlook) from Standard & Poor's and were admitted to

trading on the regulated market of Euronext in Paris

as from their issue date.

The proceeds of the bonds issue were used to repay

the bridge loan (see Fiscal 2024 Consolidated

Financial Statements, note 3.1).

Further details of Standard & Poor's credit note can

be found on Pluxee's investor website.

7.3Financial calendar

Fiscal 2024 Financial Calendar

December 18, 2024Fiscal 2024 Annual Shareholders' Meeting

Fiscal 2025 Financial Calendar

January 8, 2025First Quarter Fiscal 2025 Revenues

April 17, 2025First Half Fiscal 2025 Result

July 3, 2025Third Quarter Fiscal 2025 Revenues

October 30, 2025 Annual Fiscal 2025 Results

December 17, 2025Fiscal 2025 Annual Shareholders' Meeting

These dates are indicative and may be subject to change without notice. Regular updates are available in the

calendar on the Group's website www.pluxeegroup.com.

7.4Dividend policy

The Company's dividend policy aims at securing long-

term shareholder loyalty through a regular increase in

dividends, and contemplates an annual ordinary

dividend to the holders of Pluxee ordinary shares

targeting a payout ratio of at least 25% of the Group's

Adjusted net profit (attributable to the equity holders

of the parent) 1 for the relevant prior financial year.

Dividends will be subject to the Company's

compliance with applicable law and will depend on,

among other things, the Company's results of

operations, financial condition, level of indebtedness,

capital requirements, contractual restrictions,

business prospects and other factors that the

Company's Board of Directors may deem relevant.


		Fiscal 2024 annual report		277


	Capital and share ownership


278		Fiscal 2024 annual report




	Appendix


		Fiscal 2024 annual report		279

Other information


280		Fiscal 2024 annual report


	Other information
	Persons responsible for the annual report and the audit of financial statements

8.1Persons responsible for the annual report and the

audit of financial statements

8.1.1Statements of the persons responsible for the Directors' report

Sections 1 , 2.1 to 2.4, 2.8, 3, 5, 6, 7, 8.1.1, 8.2 and 8.6 of this Annual Report concern the Directors' report within the

meaning of article 2:391 of the Dutch civil code.

The information contained in this Annual Report will enable shareholders to form an opinion on the situation of

the Company and the operations, which are submitted to shareholders for adoption.

On behalf of the Board, it is hereby declared that to the best of their knowledge:

• the consolidated financial statements and the

Company financial statements for the fiscal year

ended August 31, 2024 prepared in accordance

with the applicable accounting standards, provide a

true and fair view of the assets, liabilities, financial

position and profits or losses of the Company and

undertakings included in the consolidation taken as

a whole; and

• the Annual Report provides a true and fair view of

the state of affairs at the balance sheet date, and

of the development and performance during the

fiscal year ended August 31, 2024 of the Company

and undertakings included in the consolidation

taken as a whole, and a description of the principal

risks the Company and these undertakings face.

Issy-les-Moulineaux, October 30, 2024

Didier Michaud-Daniel

Pluxee N.V. Executive Chair

8.1.2Responsibility for the audit of the financial statements


External statutory auditor	First appointed	Term of office	Term of office expires
PricewaterhouseCoopers Accountants N.V. Represented by F.S. van der Ploeg RA	January 31, 2024	1 fiscal year	General meeting of shareholders adopting the accounts for Fiscal 2024

8.2Appropriation of results

Articles 31, 32 and 33 of the Articles of Association

provide that the Board of Directors shall determine

which part of the net profit for the fiscal year shall be

attributed to the reserves. The general meeting of

shareholders may dispose of a reserve only upon a

proposal of the Board of Directors and to the extent it

is permitted by law and the Articles of Association.

Dividends may only be paid after adoption of the

Annual Accounts from which it appears that the

shareholders' equity of the Company exceeds the

amount of the paid up and called up part of the share

capital plus the reserves which must be maintained

by law. The Board of Directors will propose at the

annual General Meeting of shareholders on

December 18, 2024 the payment of a dividend of

0.35 euro per Ordinary Share from the net profit of

the Company for Fiscal 2024 of 112 million euros as

shown in the Company statement of comprehensive

income. The part of the full amount of profits shown in

the Company statement of comprehensive income

for Fiscal 2024 that will not be distributed, shall be

added to the relevant reserves of the Company (in

accordance with the Articles of Association and

Dutch law) in order to further strengthen the capital

position of the Group.


		Fiscal 2024 annual report		281


	Other information
	Persons responsible for the annual report and the audit of financial statements

8.3Contacts

Further information regarding Pluxee is available from the Investor Relations department, which can be reached

by email: investors@pluxeegroup.com.

8.4Locations

Pluxee has an operational presence in 29 countries. The details of the Group's main offices can be found on

Pluxee's website:


Continental Europe	Latin America	Rest of the world
• Austria • Belgium • Bulgaria • Czech Republic • France • Germany • Italy • Luxembourg • Poland • Portugal • Romania • Spain	• Brazil • Chile • Colombia • Mexico • Panama • Peru • Uruguay	• China • India • Indonesia • Israel • Morocco • Philippines • Tunisia • Türkiye • UK • US


282		Fiscal 2024 annual report


	Other information
	Glossary

8.5Glossary

The terms "we", "our" and "us" are used to describe the Group in the introductory chapter of this Annual Report.

They refer primarily to the consolidated companies in respect of the Pluxee business.

8.5.1Financial terms

Additional increase in average face value

Further increase in the average amount charged on

the cards, digitally delivered services or paper

vouchers issued by the Group.

Adjusted basic / diluted earnings per share

Adjusted basic or diluted earnings per share is a

supplemental non-IFRS financial measure. It is

calculated by dividing Adjusted net profit

(attributable to the equity holders of the parent) by

respectively basic weighted average number of

shares or diluted weighted average number of shares.

Refer to section 3.5 Alternative performance

measure (APM) definitions

Adjusted net profit

Adjusted net profit is a supplemental non-IFRS

financial measure and serves as the basis for

calculating the dividend payout ratio.

Adjusted net profit consists of Net profit (attributable

to Group equity holders) restated for the impact of

items recognized in Other operating income and

expenses, net of income tax and non-controlling

interest.

Refer to section 3.5 Alternative performance

measure (APM) definitions

Business volume issued (BVI)

Business volume issued corresponds to the

cumulative value of benefits issued by the Group on

behalf of clients in the form paper vouchers, cards

and digitally delivered services, and in respect of

which commissions are charged to clients.

Business volume reimbursed (BVR)

Business volume reimbursed corresponds to volumes

reimbursed by the Group when such paper vouchers,

cards and digitally delivered services are presented

to merchants by employee consumers for payment.

Capital expenditures

Capital expenditures (CAPEX) refer to "Acquisitions of

property, plant and equipment and intangible assets" as

shown in the consolidated cash flow statement.

Development

Annualized business volumes issued from the new

Employee Benefits client contracts signed over the

period.

Face Value

Face Value corresponds to the amount marked on

the cards, digitally delivered services or paper

vouchers issued by the Group.

Float-related cash

Float-related cash is a supplemental non-IFRS

financial measure. It corresponds to the cash

collected from clients in relation to the value loaded

on cards or the issuance of digital solutions or paper

vouchers, but not yet reimbursed to merchants

(Float).

Float is calculated as Value in circulation and related

payables minus Net trade receivables related to the

float (corresponding to Trade Receivables related to

the float restated from Advances from clients).

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Net Financial (Debt) / Cash

Net Financial (Debt) / Cash is a supplemental non-

IFRS financial measure. It evaluates the Group's

liquidity, capital structure, and financial leverage. Net

Financial (Debt) / Cash consists of gross borrowings

and lease liabilities, minus the Cash and cash

equivalents (net of overdraft) and Current financial

assets.

Refer to section 3.5 Alternative performance

measure (APM) definitions

Net retention

Net retention measures Pluxee's ability to retain and

expand its client base. It corresponds to the

evolution in business volumes issued over the year -

excluding Public Benefits - resulting from: (i) the

increase in average face value, number of employee

consumers, cross-sell, (ii) the impact of client loss,

and (iii) the full year impact of last-year cross-sell and

loss. It is expressed as a percentage of business

volumes issued over the prior year.


		Fiscal 2024 annual report		283


	Other information
	Glossary

Non-Float Related Cash

Non-Float related Cash is calculated as Cash, Cash

equivalents and Current financial assets excluding

the cash collected from clients in relation to business

volumes issued.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Organic revenue growth

Organic Growth is a supplemental non-IFRS financial

measure of operating performance. Organic growth is

calculated as growth in the current period, calculated

using the exchange rate for the prior fiscal period, and

adjusted for the impact in the comparable prior

period to include or remove the effect of acquisitions

and/or divestitures that have occurred subsequent

to that period.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Portfolio growth

Portfolio growth corresponds to the increase in the

number of employees and consumers from an existing

client for a given product or service and cross-selling.

Recurring cash conversion rate

The Recurring cash conversion rate is a supplemental

non-IFRS financial measure. It measures the ability of

the Group to convert its Recurring EBITDA into Cash.

Recurring cash conversion rate consists of the ratio

of Recurring free cash flow to Recurring EBITDA.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Recurring EBITDA

Recurring EBITDA is a supplemental non-IFRS

financial measure and is used to assess the

performance of reported operating segments.

Recurring EBITDA is calculated by deducting the

impact of amortization, depreciation and impairment

of intangible assets, property, plant and equipment,

and right-of-use assets relating to leases (as reported

in the line Depreciation, amortization and impairment

of the consolidated income statement) from the

Recurring operating profit (Recurring EBIT)

presented in the consolidated income statement.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Recurring EBITDA margin

Recurring EBITDA margin is a supplemental non-IFRS

financial measure that consists of the ratio of

Recurring EBITDA to Total Revenues.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Recurring free cash flow

The Recurring free cash flow is a supplemental non-

IFRS financial measure. It measures the net cash

generated from operations that is available for

strategic investments (net of divestments), for

financial debt repayment, and for payments of

dividends to shareholders.

Recurring free cash flow is calculated as Net cash

provided by operating activities as shown in the

consolidated cash flow statement minus (i)

Acquisitions of property, plant and equipment and

intangible assets, (ii) Repayments of Lease liabilities

and (iii) Restatement of Other operating income and

expenses on Net cash from operating activities.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Recurring Liquidity Generated by Operations

(LGO)

Recurring Liquidity Generated by Operations provides

information to measure the net cash generated from

operations regardless of the differences in regulations

governing the issuance of digitally delivered services,

cards and paper vouchers.

Recurring Liquidity Generated by Operations is

calculated as Recurring Free Cash Flow plus the

Change in restricted cash related to the Float.

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Recurring operating profit (Recurring EBIT)

Recurring operating profit (Recurring EBIT) is a

supplemental non-IFRS financial measure and

corresponds to Operating profit (EBIT) before "Other

operating income and expenses".

Refer to section 3.5 Alternative performance

measure (APM) definitions.

Take-up rate

Take-up rate corresponds to the ratio between

Operating revenue and business volume issued in

Employee Benefits.


284		Fiscal 2024 annual report


	Other information
	Glossary

8.5.2Other terms

AFM

The Dutch Authority for the Financial Markets

(Stichting Autoriteit Financiële Markten).

AMF

The French Authority of the Financial Markets

(Autorité des Marchés Financiers).

Annual Accounts

The Company's Dutch statutory annual accounts as

defined in article 2:361(1) BW.

Annual Report

This report as prepared by the Company's Board

pursuant to article 2:391 BW.

Articles of Association

The articles of association of the Company.

Audit Committee

The audit committee of the Board.

B2B

Business-to-Business.

B2B2C

Business-to-Business-to-Consumer.

Bellon S.A.

A French joint stock company (société anonyme),

with registered office at 17, place de la Résistance,

92130 lssy-les-Moulineaux, France, and registered

with the Commercial and Company Registry of

Nanterre, under number 055812440.

Beneficiaries

Targeted categories of citizens (e.g. vulnerable

populations, children, students, and households)

accessing specific benefits from public (central,

regional or local government bodies) or private

entities (NGOs, foundations).

Board, or Board of Directors

The Board of Directors (raad van bestuur) of the

Company.

Board Rules

The rules which govern the organization, decision-

making and other internal matters of the Board.

Business Volume.

BVI

Business Volume Issued (see section 8.5.1).

Dutch civil code (Burgerlijk Wetboek).

Chief Executive Officer

The person (who may be an Executive Director or a

person who is not a member of the Board) designated

by the Board as the Company's chief executive

officer. The person currently designated as such, is

not a member of the Board.

CET

Central European Time.

Client commissions

Client commissions correspond to commissions billed

to clients on Business volume issued, when cards,

digitally delivered services or paper vouchers are

issued by the Group.

Code

The Dutch Corporate Governance Code, dated

December 20, 2022.

Company

Pluxee N.V.

Collaborative Human Resource Information

System (CHRIS)

Pluxee's proprietary digital human resources

management system, which seamlessly links all the

key stages in an employee's lifecycle, from

recruitment through on-boarding, performance

management, compensation management, learning

and development, and internal mobility through

departure from the company.

Consumers

Employees and other beneficiaries who use the

benefits granted by their employer or by a public/

private institution throughout the Pluxee affiliated

merchant network.

Cross-selling

Cross-selling corresponds to an existing client

ordering in a new product or service.

CSR

Corporate Social Responsibility.


		Fiscal 2024 annual report		285


	Other information
	Glossary

CSRD

"Corporate Sustainability Reporting Directive",

Directive (EU) 2022/2464 of the European

Parliament and the Council of December 14, 2022.

DE&I Policy

Diversity, equity and inclusion policy dated November

2023, adopted by the Company's Board and made

available on Pluxee's website.

Digitalized BVI

Share of Business Volume delivered through non-

paper form factors (card-based and non-card-based)

divided by total Business Volume (excluding Public

Benefits). Digitalized BVI is usually expressed as a

percentage of total BVI.

Director

A member of the Board.

DPO

Data Protection Officer.

Dutch Corporate Governance Code

See definition of Code above.

EEA

European Economic Area.

Employee Net Promoter Score (eNPS)

A scoring system designed to help employers

measure employee satisfaction and loyalty within the

organization.

Employee retention rate

Measures the percentage of employees that remain

at the Company over a specific period of time. It is

calculated as follows: 1 - (total number of voluntary

departures over the last 12 months / average

headcount over the last 12 months). The calculation

encompass all Pluxee employees with permanent

contracts

European Union.

Euronext Paris

Euronext Paris, a regulated market of Euronext Paris S.A.

Executive Chair

Senior executive leaders of the Pluxee Group led by

Pluxee N.V.'s Chief Executive Officer

Executive Committee

Comprised of 11 senior leaders from across the Group,

reporting directly to the Chief Executive Officer.

Executive Director

A Director appointed as an Executive Director.

Fiscal 2023, Fiscal 2024, etc.

Fiscal year of Pluxee starting on September 1 of a said

year and ending on August 31 of the following calendar

year.

FTE

Full Time Equivalent.

GDP

Gross Domestic Product.

GDPR

Regulation (EU) 2016/679 on the protection of natural

persons with regard to the processing of personal

data and on the free movement of such data.

General Meeting

General meeting of the Company, being the corporate

body, or where the context so requires, the physical

meeting of shareholders.

Group

The Company and its Group Companies.

Group Companies

The Company's subsidiaries within the meaning of

article 2:24b BW.

Human Resources.

IAS

International Accounting Standards.

ICSID

International Centre for Settlement of Investment

Disputes.

IFRS

The International Financial Reporting Standards as

adopted by the EU.

ISIN

International Securities Identification Number.

Information Technology.


286		Fiscal 2024 annual report


	Other information
	Glossary

KPI

Key Performance Indicator.

Lead Director

The Non-Executive Director designated by the Board

as the Chair (voorzitter) of the Board for purposes of

Dutch law, if and for as long as such Non-Executive

Director carries the title of Lead Director.

LGPD

Law No. 13.709 of 14 August 2018, General Personal

Data Protection Law ("LGPD"), which was further

amended by Law No. 13.853 of 8 July 2019.

Local Leadership

Local Leadership includes the Pluxee Group's

country leadership team members, i.e., the members

of the country executive committees with reference

to the DE&I policy established in November 2023,

and to the plan rules of Pluxee's performance share

plans dated February 21, 2024.

Loyalty Share Register

The register maintained by or on behalf of Pluxee, in

which the relevant particulars of holders of Ordinary

Shares who have requested to (and are otherwise

eligible to) participate in the Loyalty Voting Plan shall

be registered.

Loyalty Voting Plan

The arrangements pursuant to which holders of

Pluxee's Ordinary Shares may request the registration

of all or part of their Ordinary Shares in the Loyalty

Share Register, with a view to receiving, in accordance

with and subject to the terms of such arrangements

as described in article 6 of the Articles of Association

and otherwise as published on the Company's

website from time to time, Special Voting Shares.

LTI

Long-term incentive.

M&A

Mergers and acquisitions.

Management Position

Management Position includes employees classified

as managers or directors and Pluxee Leadership.

Market Abuse Regulation

Regulation (EU) No. 596/2014 of the European

Parliament and the Council of April 16, 2014 on market

abuse and Commission Delegated Regulation (EU)

2016/1052 of February 26, 2016.

Meal & Food

Pluxee's primary historical line of employee benefits.

Medium-sized business

Merchants managed by an independent business

owner with a size defined by their annual turnover or

number of employees.

Merchant commissions

Merchant commissions correspond to commissions

billed to merchants on business volume reimbursed

when such cards, digitally delivered services or paper

vouchers are reimbursed by the Group.

Net retention rate

Net retention measures Pluxee's ability to retain and

expand clients. It corresponds to the evolution in

business volumes issued over the year – excluding

Public Benefits – resulting from: i) the increase in

average face value, number of employee consumers,

cross-sell, ii) the impact of client loss, and iii) the full

year impact of last-year cross-sell and loss. It is

expressed as a percentage of business volume

issued over the prior year.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee of the

Board.

Non-Executive Director

A Director appointed as Non-Executive Director.

NPS

Net Promoter Score, which is a measure used to

gauge customer loyalty, satisfaction, and enthusiasm

with a company.

Ordinary Shares

The ordinary shares in the Company's share capital,

with a nominal value of 0.01 euro each.

PAT

Programa de Alimentação do Trabalhador (Worker's

Meal Program), the legal framework in Brazil that

regulates employee meal and food vouchers.

Pluxee, the Pluxee Group

Pluxee refers to the Company. The Pluxee Group is

comprised of the Company and its affiliates. Pluxee may

also refer to the Pluxee Group, as the case may be.


		Fiscal 2024 annual report		287


	Other information
	Glossary

Pluxee Leadership

Pluxee Leadership includes the Chief Executive

Officer, Pluxee's Executive Committee, the direct

reports of the Pluxee Executive Committee members

(excluding executive assistants) and the members of

Local Leadership.

Pluxee Shares

The Ordinary Shares and Special Voting Shares.

Prospectus

The Company's listing prospectus dated January 10,

2024 and filed with the AFM in the context of the

admission to listing and trading of all Ordinary Shares

on Euronext Paris.

PSD2

Directive (EU) 2015/2366 of the European Parliament

and of the Council of November 25, 2015 on payment

services in the internal market, repealing Directive

2007/64/EC.

Remuneration Policy

The Company's current policy concerning the

remuneration and benefits of the Board.

SBTi

The Science Based Targets initiative is a

collaboration between the Carbon Disclosure Project

(CDP), the United Nations Global Compact, World

Resources Institute, and the World Wide Fund for

Nature (WWF). It's objective is to accelerate climate

action in the private sector to support the global

economy in reducing emissions -50% before 2030

and achieving net-zero emissions before 2050.

Scope 1

Direct Greenhouse Gas (GHG) emissions that occur

from sources that are owned or controlled by Pluxee.

Scope 2

Indirect Greenhouse Gas (GHG) emissions from the

generation of purchased energy by Pluxee.

Scope 3

Indirect Greenhouse Gas (GHG) emissions that are

not covered under Scope 2 criteria occurring in

Pluxee's value chain.

Shareholder

A holder of Pluxee share(s), which can be Ordinary

Share(s) or Special Voting Share(s).

Small and Medium Enterprise (SME) Merchants

Merchants managed by an independent business

owner with a size defined by their annual turnover or

number of employees.

Sodexo, Sodexo S.A. and Sodexo Group

Sodexo S.A. is a French joint stock company (société

anonyme), listed on Euronext-Paris, with registered

office at 255, quai de la Bataille de Stalingrad, 92130 lssy-

les-Moulineaux, France, and registered with the

Commercial and Company Registry of Nanterre, under

number 301 940 219. Sodexo S.A. and its controlled

affiliates form the Sodexo Group. Sodexo may refer to

Sodexo S.A. and / or the Sodexo Group, as the case may

be.

Sodexo's On-Site Services

Sodexo's segment of business excluding Benefits &

Rewards Services at the time of the Spin-off.

Sodexo Shares

The ordinary shares in the share capital of Sodexo.

Special Voting Shares

The special voting shares in the Company's share

capital, with a nominal value of 0.01 euro each.

Spin-off

Distribution of the Company's ordinary shares to

Sodexo S.A.'s shareholders, which resulted in the

separation of the former Benefits & Rewards Services

business segment from the Sodexo Group, with the

subsequent listing of the Company's ordinary shares

on Euronext Paris.

STI

Short-term incentive.

TSR

TSR measures the shareholder's return in a given period

of time, taking into account both the increase in the

share price and the dividends received and reinvested.

VWAP

Volume Weighted Average Price.


288		Fiscal 2024 annual report


	Other information
	Additional Sustainability Information

8.6Additional Sustainability Information

8.6.1Pluxee's Reporting Methodology.

8.6.1.1Non-financial indicators

Choice of indicators

In Fiscal 2024, the Pluxee Group continues to

disclose Corporate Responsibility related information

and data, available in chapter 5 of this Annual Report.

The Group has opted to disclose indicators:

• Aligned with the indicators previously shared in

Fiscal 2023 as part of Sodexo's Universal

Registration Document (URD) p. 233;

• Aligned with the European Non-Financial Reporting

Directive;

• To address the expectations of other external

stakeholders, including shareholders and rating

agencies.

In addition, Pluxee's indicators:

• Are key in allowing the Group to monitor progress in

the areas identified as key topics;

• Include measures of the tangible benefits Pluxee

brings to its clients;

• Enhance stakeholder knowledge about Pluxee,

increasing awareness and engagement;

• Provide visibility for Group and country

management on progress made.

Scope of consolidation

Indicators include all entities which are fully

consolidated for financial reporting purposes.

Reporting periods

• The reporting period used for Employees retention

rate and women in leadership and management

position is aligned with the financial reporting

period.

• The Fiscal 2024 employees engagement survey

was carried from April 9, 2024 to May 7, 2024.

• Employees trained on responsible business

conduct was carried out between May 15, 2024 and

August 31, 2024.

• The Business Volume Reimbursed (BVR) benefiting

Small and Medium Merchants, total energy

consumption in Direct Operations, Share of the

Renewable electricity in buildings, Scope 1 & 2 GHG

emissions are from June 1, 2023 to May 31, 2024.

This reporting period is due to the time required to

collect, carry out the appropriate internal controls,

and measure the indicators. The Group will align

with the financial reporting period as of Fiscal 2025

to ensure compliance with the CSRD regulation.

Fiscal 2024 social, governance, and

environmental indicators

Social – Individuals

Employees engagement (%):

• Scope:

◦ Eligible employees;

◦ Survey excludes employees who were on parental

leave, sabbatical leave, , and health-related leave

during the survey period (April 9 to May 7, 2024);

◦ Survey was sent to 4,988 employees, taking into

account the exclusion rule outlined above;

◦ Number of responding employees was 4,439,

equivalent to a 89% response rate by eligible

employees.

• Methodology: Employee engagement is calculated

as the share of responding employees whose

average score is greater or equal to 7.5 out of 10

engagement questions, and across all responding

employees.

Employees retention rate (%)

• Scope:

◦ All permanent contracts at Pluxee are included

and fixed-term contracts are excluded;

◦ Comprises voluntary departure only (excludes

involuntary departures due to death, job

performance, misconduct, workforce reduction,

or work authorization).

• Methodology: Retention rate = 1 – (total number of

voluntary departures over the last 12 months /

average headcount over the last 12 months).

Women in leadership and management position (%)

• Definitions:

◦ Pluxee Leadership includes the Chief Executive

Officer, Pluxee's Executive Committee, the direct

reports of the Pluxee Executive Committee

members (excluding executive assistants) and

the members of Local Leadership. Local

Leadership includes the Pluxee Group's country

leadership team members.

◦ Management position includes employees

classified as managers or directors and Pluxee

Leadership.

• Methodology:


		Fiscal 2024 annual report		289


	Other information
	Additional Sustainability Information

◦ Women in management position = (Headcount of

women in management positions / Total Pluxee

management position headcount)*100.

◦ Women in leadership position = (Headcount of

Women in Pluxee Leadership / Total Pluxee

Leadership headcount)*100.

Governance – Trusted Partner

Employees trained on responsible business

conduct (%):

• Scope:

◦ Active employees who are working for Pluxee at

the date of calculation and are included in the

headcount,

◦ Eligible employees excluding those who are on

long-term health-related or parental leave, interns

and temporary / casual employees,

◦ Modules required for completion by all employees:

Four Responsible Business Conduct training

Modules and acknowledgment of the new Pluxee

Ethics Charter within 40 first days of work. The

completion of a refresh is requested of all eligible

employees after two years of tenure. For this year,

all employees have been included.

• Methodology:

◦ (number of active eligible employees who

completed the required modules /total number of

active eligible employees)*100.

Social – Communities

Business Volume Reimbursed benefiting Small &

Medium merchants (€):

• Definition:

◦ Business volume reimbursed corresponds to

volumes reimbursed by the Group when such

paper vouchers, cards, and digitally-delivered

services are presented to merchants by

employee consumers for payment;

◦ Small and medium merchants are defined as

those enterprises managed by an independent

business owner, with small and medium-sized

defined on a country-by-country basis, based on

annual turnover or number of employees, with an

OECD database taken as the reference.

◦ Methodology: sum of all Business Volume

Reimbursed to small and medium-sized

merchants as per the definition above;

• Exchange rate: the rate used is an average

constant rate during the reporting period.

Environment – Energy

Total Energy Consumption in Direct Operations

(kWh)

• Scope:

◦ kWh of electricity and district heating and steam

from buildings;

◦ kWh of electricity per electric company vehicles;

◦ Fuel for company vehicles and buildings,

converted into kWh using calorific value.

• Methodology: sum of electricity, district heating and

steam, and fuel kWh.

Share of the renewable electricity in buildings

(% kWh)

• Scope: renewable electricity consumed by Pluxee

buildings in kWh. Renewable electricity

encompasses wind, solar or geothermal sources as

well as biomass ,and hydropower sources when

sustainable. For sites where it is not possible to

obtain renewable electricity from the network

directly, the Group also includes the procurement

of energy attribute certificates (EACs).

• Methodology: (sum of renewable electricity kWh

consumption in buildings/sum of total electricity

consumption in buildings)*100

Environment - Carbon

Scope & Methodology

Scope 1: includes the direct emissions associated

with the combustion of fuel from Pluxee's vehicle fleet,

as well as the fuel consumption in directly controlled

buildings, such as gas used for heating.

Scope 2: includes the indirect emissions from the use

of electricity and district heat for buildings and sites

that Pluxee directly controls, as well as the electricity

used for Pluxee's electric vehicles fleet.

Scope 3: Fuel and energy-related activities are

related to the upstream emissions of the energy

consumed for Scope 1 & 2: transportation, production

and losses related to energy consumption.

Scope 3 Upstream Leased Assets entails the Pluxee

offices and other sites, where Pluxee doesn't pay for

the energy consumption directly.

Scope 3 Purchased goods & services includes the

production of Pluxee products, the use of the Group's

IT equipment and software as well as all its 'other'

purchases as a business, such as office maintenance,

furniture, intellectual services, etc.

Scope 3 Upstream transportation & distribution

includes the distribution of Pluxee products from its

suppliers or Pluxee sites to its clients.

Scope 3 Downstream transportation & distribution

includes the collection of all Pluxee vouchers and

products from merchants, and their transportation to

end-of-life.


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	Other information
	Additional Sustainability Information

Scope 3 Business travel includes travel by plane,

train, short-term car rentals, and taxis.

Scope 3 Employee commuting encompasses Pluxee

employee travel to and from their workplace.

Scope 3 End-of-life treatment of sold products

concerns the end treatment of Pluxee products after

they have been used.

As Pluxee's business model is based on negative

working capital whereby it leases all its assets, the

Group does not calculate emissions in Scope 3

Capital goods. Given the nature of Pluxee's physical

and digital products, which require external hardware

that consumes electricity to run Pluxee's software,

the emissions of Scope 3 Use of Sold Products are

considered indirect. Pluxee provides end products for

which there are no emissions from processing,

transformation or inclusion in another product by

third-parties after sale by Pluxee and before use by

the end consumer. Therefore Scope 3 Processing of

sold products is not applicable to the Pluxee Group.

Finally, the waste generated for Pluxee's sites is

minimal and considered nonmaterial. Therefore the

Group excludes Scope 3 Waste Generated in

Operations from its GHG inventory. However, the

waste related to the Group's products sold to clients

is included in its Scope 3 Category 12 End-of-life

treatment of sold products.

All the Group's carbon calculations are based on

verified physical data reported by its subsidiaries

across the world. In the exceptional case of a

subsidiary not being capable of providing one of the

physical indicators collected, emissions are

estimated for that subsidiary based on the reported

data from the other subsidiaries on that same year

and a 'driver' indicator, such as the workforce,

revenue or Business Volume Issued.

Databases

The following databases are used for the calculation

of Pluxee's carbon footprint:

• International Energy Agency (IEA); the UK

Department for Business, Energy & Industrial

Strategy (BEIS); France Agence de la transition

écologique (ADEME) Base Empreinte; U.S.

Environmental Protection Agency (EPA) Climate

Leaders, and the Association of Issuing Bodies

(AIB) are used to calculate all energy-related

emissions: Scope 1, Scope 2, Scope 3 Fuel- and

energy-related activities, Scope 3 Upstream Leased

Assets.;

• The UK Department for Business, Energy &

Industrial Strategy (BEIS) and France's Agence de

la transition écologique (ADEME) Base Empreinte

are used for other indicators such as Scope 3

Purchased Goods and Services; Scope 3 Business

Travel; Scope 3 Upstream and downstream

transportation & distribution; and Scope 3

Employee Commuting;

• EcoInvent v3.9 (Allocation cut-off) is used to

calculate emissions related to Scope 3 Purchased

goods and services, and the UK Government GHG

Conversion Factors for Company Reporting is used

for Scope 3 End-of-life treatment of sold products.

Improvements in Fiscal 2024

Only a few improvements were added to this year's

carbon footprint calculations, as many of the principal

changes were introduced in and kept from Fiscal

2023.

Pluxee improved the identification of its buildings

(offices and other sites) to be able to better classify

the sites considered leased assets, while in Fiscal

2023 some of these were included in Scope 1 & 2

emissions from buildings. This change allowed the

Group to include the electricity and fuel consumption

emissions from the leased buildings in Scope 3

Leased Assets.

The methodology adopted in Fiscal year 2023 for

Scope 3 Employee Commuting, which consisted of

asking all employees about office commuting patterns

in Pulse (the annual engagement survey) has been

improved to discard emissions from commuting with

company vehicles, which are already accounted for in

Scope 1. These changes have been incorporated to

Fiscal 2023 and 2024 Employee Commuting data

collected through Pulse and have been considered in

the new estimate of this category of emissions from

Fiscal 2017 to Fiscal 2021.

As per Fiscal 2023, an inflation correction has been

applied for emissions factors used in purchases

reported in spend (for non-food goods & services).

Reporting framework and tools

Each year, Pluxee endeavors to improve its

processes. To this end the Group has implemented a

reporting tool for gathering and consolidating

information.

Consistency checks are embedded within the tools

and additional control testing is performed.

The consolidation of workforce data is performed by

the Group Human Resources department. For the

employee retention rate, employees trained in

responsible business conduct, women in leadership

positions, and women in management positions the

Group is using a centralized Human Resources

System called CHRIS (Workday).

Certain strategic workforce indicators are consolidated

monthly or quarterly to ensure detailed updates.

The consolidation of environmental data is performed

by the Global Sustainability team.

All information published in this report was also

examined by the Group's external auditors. For more

on the details of this assessment, see section 5.6.3.

1 Climate delegated regulation of June 4, 2021 and the appendices thereto supplementing (EU) 2020/852 by specifying the technical criteria for

determining under what conditions a business activity can be considered as making a substantial contribution to climate change mitigation or

adaptation; European Commission delegated regulation 2021/2178 of July 6, 2021 and the appendices thereto, supplementing (EU) regulation

2020/852 specifying the method for calculating the key performance indicators and the narrative information to be published; and European

Commission delegated regulation 2022/1214 of March 9, 2022 modifying delegated regulation 2021/2139 and 2021/2178 (gas and nuclear).


		Fiscal 2024 annual report		291


	Other information
	Additional Sustainability Information

The selected indicators1 are shared in section 5.6.2

(ESG Indicators) with "limited assurance" by the

Group's independent auditors. These indicators are:

• Business Volume Reimbursed benefiting Small &

Medium merchants (€);

• Share of the renewable electricity in buildings (%

kWh);

• Total Energy Consumption in Direct Operations

(kWh);

• Scope 1 & 2 GHG emissions (tCO2e);

• Women in leadership position (%);

• Women in management position (%);

• Employees retention rate (%);

• Employees trained on responsible business

conduct (%);

• Employees engagement (%).

8.6.1.2 Green taxonomy

Regulatory context

In accordance with the European Union (EU)

regulation 1 2020/852 of June 18, 2020 and its

delegated acts (referred to as Taxonomy regulation

or the Regulation), Pluxee is required to publish for

Fiscal 2024, performance indicators that highlight the

proportion of eligible and aligned revenues,

investments (CapEx), and operating expenditure

(OpEx) associated with economic activities

considered to be sustainable within the meaning of

this regulation considering their contribution to the six

environmental objectives defined in Article 9 of the

regulation:

• Climate change mitigation;

• Climate change adaptation;

• Sustainable use and protection of water and marine

resources;

• Transition to a circular economy;

• Pollution prevention and control;

• Protection and restoration of biodiversity and

ecosystems.

An economic activity is considered as "eligible" if it is

included in the list of activities described in the

Taxonomy delegated acts.

An activity becomes "aligned" when it meets all the

technical screening criteria, consisting of specific

conditions and performance objectives necessary to

demonstrate substantial contribution to one of the

six environmental objectives listed above, when it

Does Not Significantly Harm (DNSH) the other

environmental objectives, and if the Company

complies with the minimum safeguards related to

human rights, corruption, taxation and fair

competition.

Methodology elements

The financial information used to conduct this

analysis comes from central financial systems

completed with additional reporting as part of the

year-end closing.

The indicators were reviewed and analyzed jointly by

Global Sustainability and Finance teams, and

supported by third-party experts to ensure

consistency of the decisions regarding eligibility and

alignment, as well as consistency with Fiscal 2024

consolidated revenue, investments and operating

expenses.

Results for Fiscal 2024

Taxonomy indicators for Fiscal 2024 are summarized

below:


Capex (%)
Eligible	6.3%
Aligned	—%

Eligibility analysis

Eligible activities

Pluxee carried out a review of its activities and

investments in countries, with a view to determining

which ones are likely to be eligible within the meaning

of the EU Taxonomy and its delegated acts.

Pluxee offers a full suite of Employee Benefit &

Engagement solutions. These solutions do not

explicitly fall within the scope of the Taxonomy

regulation, and therefore no eligible Revenues have

been identified. As of today, only a few of the Group's

investments (CapEx) and operating expenses (OpEx)

correspond to eligible activities defined by the EU

taxonomy:

• Acquisition and ownership of buildings, for leases of

buildings (CapEx);

• Transport by motorbike, passenger car, and light

commercial vehicles for the Group's vehicles fleet

(CapEx);

• Data processing, hosting and related activities, for

the Group's servers hosted on premise (CapEx and

OpEx).

Eligible investments (CapEx)

As Pluxee's revenue-generating activities are ineligible,

its eligible CapEx includes only CapEx considered

individually eligible, as defined in the Taxonomy

regulation. The eligible CapEx identified mainly

corresponds to the increase of right-of-use assets


292		Fiscal 2024 annual report


	Other information
	Additional Sustainability Information

related to leases on buildings. Following this analysis,

eligible CapEx for Fiscal 2024 was assessed at 6% of

total CapEx. The denominator amounts to 411 million

euros and includes additions and scope entrance of

intangible assets (excluding goodwill) and property, plant

and equipment for 384 million euros, as well as right-of-

use assets for 27 million euros. It is important to note

that the total CapEx for Fiscal 2024 comprises the

intangible assets recognized as part of the strategic

partnership concluded with Santander in Brazil

(intangible asset relating to the exclusive distribution

right of Pluxee's Employee Benefit solutions in the

Santander network for 226 million euros, and identifiable

intangible assets of Santander's Employee Benefits

activity in Brazil acquired by the Group in June 2024 for

42 million euros).

Eligible Operating Expenditure (OpEx)

Operating expenditure within the meaning of the

Taxonomy Regulation is limited to a few categories of

cost and represents less than 10% of Group's

operating expenses. Therefore, Pluxee has elected to

use the materiality exemption provided in the

regulation.

Alignment analysis

Generic "Do No Significant Harm" (DNSH)

For its eligible activities to be taxonomy aligned, the

Group is required to perform a Climate risk

assessment relevant for those activities. The Group's

strategic plan identifies Climate adaptation as a major

topic for the coming years, and as a result, a study on

risks, vulnerability and mitigation actions regarding

physical events induced by climate change was

launched in Fiscal 2024. While an analysis of climate

risks was carried out at the Group level, it did not

cover the specific aspects of the activities

considered eligible within the meaning of the

Taxonomy regulation considering the insignificant

amounts involved.

As a result, for Fiscal 2024, Pluxee does not meet the

conditions for alignment defined by the green

taxonomy with regard to the DNSH "climate change

adaptation" (Appendix A).

Minimum safeguards

Based on an internal analysis, the Group concluded

that it complies with the four themes covered by the

minimum safeguards:

Human rights

The respect for and promotion of human rights is a

fundamental commitment in the Company's approach to

conducting business responsibly. It sets the baseline

for the way the Company interacts with employees,

clients, consumers, partners, and suppliers.

Pluxee understands human rights as the set of

principles that are recognized internationally through

documents such as the International Bill of Human

Rights and the International Labor Organization's

Declaration on Fundamental Principles and Rights at

Work. The United Nations Guiding Principles on

Business and Human Rights, as well as Pluxee's

commitment to the ten principles of the United

Nations Global Compact, provide a framework for the

Group's actions through its employees, and for its

overall understanding of the topic. All Pluxee

employees are responsible for understanding and

respecting these principles. As of August 31, 2024,

99.6% of employees had acknowledged their

understanding of Pluxee's Ethics Charter and its

principles.

Anti-corruption

Pluxee has documented its approach in Pluxee's Ethics

Charter. The Group has deployed a comprehensive

Responsible Business Conduct training program, aligned

with Pluxee's guiding principles and Ethics Charter. This

program addresses topics such as harassment, anti-

corruption and anti-bribery, data privacy, conflicts of

interest, and fair competition (see more in section 5.2

Trusted Partner).

Taxation

Pluxee is committed to act as a corporate citizen and

pay its fair share of taxes in the countries where it

operates. To meet this commitment, the Group has

implemented a comprehensive compliance framework

such that local teams in charge of tax compliance

working closely with the Group tax team and, if required,

with assistance from external tax advisors, are able to

ensure that the Group operates adequately in the

complex and evolving tax landscape.

The Pluxee Group tax policies and procedures

contain more details on this framework and are

available on the Pluxee Group website.

Fair Competition

Pluxee operates under the principles of fair and legal

competition, as established by the global free

enterprise system and applicable laws and

regulations. The Group secures business by providing

services efficiently, reliably, and at competitive prices.

All employees are trained in responsible business

conduct. Specialized teams with exposure to related

risks receive specific training on this topic.

Synthesis and outlook for Fiscal 2025

The Group strictly applied the Taxonomy regulation

and considers its eligible CapEx and OpEx as non-

aligned given the unavailability of evidence to support

that all technical screening criteria required for

alignment are met. It should be noted that Fiscal

2024 is the first year for which eligibility and alignment

analysis has been performed. The eligible activities of

the Group are very limited and related CapEx and

OpEx are insignificant. The risk assessment related to

climate adaptation available as of now does not

reflect the level of granularity required by the

Taxonomy regulation.

Despite limited Taxonomy-eligible activities today, the

Group is confident that its services bring positive impact

to its employees, consumers, clients, merchants,

suppliers, and shareholders. In Fiscal 2025, the Group

will review and adapt its methodology as well as its

eligibility and alignment analysis.


		Fiscal 2024 annual report		293


	Other information
	Additional Sustainability Information

8.6.2Information published in connection with the Taxonomy

Regulation (EU) 2020/852

Taxonomy Regulation Delegated Act 2022 - Environmental Annex 5 - Revised climate

Proportion of Turnover from products or services associated with Taxonomy-

aligned economic activities, disclosure covering Fiscal 2024

Fiscal 2024

Year

Substantial Contribution Criteria

DNSH criteria

('Does Not Significantly Harm') (h)

Economic

Activities (1)

Code (a) (2)

Turnover (3)

Proportion of Turnover, year N (4)

Climate Change Mitigation (5)

Climate Change Adaptation (6)

Water (7)

Pollution (8)

Circular Economy (9)

Biodiversity (10)

Climate Change Mitigation (11)

Climate Change Adaptation (12)

Water (13)

Pollution (14)

Circular Economy (15)

Biodiversity (16)

Minimum Safeguards (17)

Proportion of Taxonomy aligned (A.1.) or

eligible (A.2.) Turnover, year N-1 (18)

Category enabling activity (19)

Category transitional activity (20)

Text

Curre

ncy

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y/N

A. TAXONOMY - ELIGIBLE ACTIVITIES

A.1. Environmentally sustainable activities (Taxonomy-aligned)

Turnover of environmentally sustainable activities

(Taxonomy-aligned) (A.1)

of which Enabling

of which Transitional

A.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (g)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

Turnover of Taxonomy-eligible but not

environmentally sustainable activities

(not Taxonomy-aligned activities) (A.2)

A. Turnover of Taxonomy eligible activities (A.1+A.2)

B. TAXONOMY-NON-ELIGIBLE ACTIVITIES

Turnover of Taxonomy-non-eligible activities

1,210

100%

TOTAL (A+B)

1,210

100%


294		Fiscal 2024 annual report


	Other information
	Additional Sustainability Information

Notes:

(a)The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial

contribution, as well as the Section number of the activity in the relevant Annex covering the objective, i.e.:

- Climate Change Mitigation: CCM

- Climate Change Adaptation: CCA

- Water and Marine Resources: WTR

- Circular Economy: CE

- Pollution Prevention and Control: PPC

- Biodiversity and ecosystems: BIO

For example, the Activity "Afforestation" would have the Code: CCM 1.1

Where activities are eligible to make a substantial contribution to more than one objective, the codes for all objectives should be indicated.

For example, if the operator reports that the activity "Construction of new buildings" makes a substantial contribution to climate change

mitigation and circular economy, the code would be: CCM 7.1. / CE 3.1.

The same codes should be used in Sections A.1 and A.2 of this template.

(b)Y - Yes, Taxonomy eligible and Taxonomy-aligned activity with the relevant environmental objective

N - No, Taxonomy eligible but not Taxonomy-aligned activity with the relevant environmental objective

N/EL – not eligible, Taxonomy non-eligible activity for the relevant environmental objective

(c)Where an economic activity contributes substantially to multiple environmental objectives, non-financial undertakings shall indicate, in bold,

the most relevant environmental objective for the purpose of computing the KPIs of financial undertakings while avoiding double counting.

In their respective KPIs, where the use of proceeds from the financing is not known, financial undertakings shall compute the financing of

economic activities contributing to multiple environmental objectives under the most relevant environmental objective that is reported in

bold in this template by non-financial undertakings. An environmental objective may only be reported in bold once in one row to avoid

double counting of economic activities in the KPIs of financial undertakings. This shall not apply to the computation of Taxonomy-alignment

of economic activities for financial products defined in point (12) of Article 2 of Regulation (EU) 2019/2088.

(d)The same activity may align with only one or more environmental objectives for which it is eligible.

(e)The same activity may be eligible and not aligned with the relevant environmental objectives.

(f)EL - Taxonomy eligible activity for the relevant objective

N/EL - Taxonomy non-eligible activity for the relevant objective

(g)Activities shall be reported in Section A.2 of this template only if they are not aligning to any environmental objective for which they are

eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this template.

(h)For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met. For activities listed under A2, columns

(5) to (17) may be filled in on a voluntary basis by non-financial undertakings.

Non-financial undertakings may indicate the substantial contribution and DNSH criteria that they meet or do not meet in Section A.2 by

using: (a) for substantial contribution - Y/N and N/EL codes instead of EL and N/EL and (b) for DNSH – Y/N codes.


		Fiscal 2024 annual report		295


	Other information
	Additional Sustainability Information

Proportion of CapEx from products or services associated with Taxonomy-aligned

economic activities, disclosure covering Fiscal 2024

Fiscal 2024

Year

Substantial Contribution Criteria

DNSH criteria

('Does Not Significantly Harm') (h)

Economic

Activities (1)

Code (a) (2)

CapEx (3)

Proportion of CapEx, year N (4)

Climate Change Mitigation (5)

Climate Change Adaptation (6)

Water (7)

Pollution (8)

Circular Economy (9)

Biodiversity (10)

Climate Change Mitigation (11)

Climate Change Adaptation (12)

Water (13)

Pollution (14)

Circular Economy (15)

Biodiversity (16)

Minimum Safeguards (17)

Proportion of Taxonomy aligned (A.1.) or

eligible (A.2.) CapEx, year N-1 (18)

Category enabling activity (19)

Category transitional activity (20)

Text

M€

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y/N

A. TAXONOMY - ELIGIBLE ACTIVITIES

A.1. Environmentally sustainable activities (Taxonomy-aligned)

CapEx of environmentally sustainable

activities (Taxonomy-aligned) (A.1)

N/A

of which Enabling

N/A

of which Transitional

N/A

A.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (g)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

Acquisition and ownership of

buildings

7.7

N/EL

N/A

Transport by motorbikes,

passenger cars and light

commercial vehicles

6.5

N/EL

N/A

Data processing, hosting and

related activities

8.1

N/EL

N/A

CapEx of Taxonomy-eligible but not

environmentally sustainable activities

(not Taxonomy-aligned activities) (A.2)

6,3%

0,3%

0,4%

0,7%

N/A

A. CapEx of Taxonomy eligible activities

(A.1+A.2)

6,3%

0,3%

0,4%

0,7%

N/A

B. TAXONOMY-NON-ELIGIBLE ACTIVITIES

CapEx of Taxonomy-non-eligible

activities

385

93,7%

TOTAL (A+B)

411*

100%

* Refer to additional information provided in section 8.6.1.2 Green Taxonomy – Eligible investments (CapEx) of the reporting methodology.


296		Fiscal 2024 annual report


	Other information
	Additional Sustainability Information

Notes:

(a)The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial

contribution, as well as the Section number of the activity in the relevant Annex covering the objective, i.e.:

- Climate Change Mitigation: CCM

- Climate Change Adaptation: CCA

- Water and Marine Resources: WTR

- Circular Economy: CE

- Pollution Prevention and Control: PPC

- Biodiversity and ecosystems: BIO

For example, the Activity "Afforestation" would have the Code: CCM 1.1

Where activities are eligible to make a substantial contribution to more than one objective, the codes for all objectives should be

indicated.

For example, if the operator reports that the activity "Construction of new buildings" makes a substantial contribution to climate

change mitigation and circular economy, the code would be: CCM 7.1. / CE 3.1.

The same codes should be used in Sections A.1 and A.2 of this template.

(b)Y - Yes, Taxonomy eligible and Taxonomy-aligned activity with the relevant environmental objective

N - No, Taxonomy eligible but not Taxonomy-aligned activity with the relevant environmental objective

N/EL – not eligible, Taxonomy non-eligible activity for the relevant environmental objective

(c)Where an economic activity contributes substantially to multiple environmental objectives, non-financial undertakings shall indicate,

in bold, the most relevant environmental objective for the purpose of computing the KPIs of financial undertakings while avoiding

double counting. In their respective KPIs, where the use of proceeds from the financing is not known, financial undertakings shall

compute the financing of economic activities contributing to multiple environmental objectives under the most relevant

environmental objective that is reported in bold in this template by non-financial undertakings. An environmental objective may only

be reported in bold once in one row to avoid double counting of economic activities in the KPIs of financial undertakings. This shall

not apply to the computation of Taxonomy-alignment of economic activities for financial products defined in point (12) of Article 2 of

Regulation (EU) 2019/2088.

(d)The same activity may align with only one or more environmental objectives for which it is eligible.

(e)The same activity may be eligible and not aligned with the relevant environmental objectives.

(f)EL - Taxonomy eligible activity for the relevant objective

N/EL - Taxonomy non-eligible activity for the relevant objective

(g)Activities shall be reported in Section A.2 of this template only if they are not aligning to any environmental objective for which they

are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this template.

(h)For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met. For activities listed under A2,

columns (5) to (17) may be filled in on a voluntary basis by non-financial undertakings.

Non-financial undertakings may indicate the substantial contribution and DNSH criteria that they meet or do not meet in Section A.2

by using: (a) for substantial contribution - Y/N and N/EL codes instead of EL and N/EL and (b) for DNSH – Y/N codes.


		Fiscal 2024 annual report		297


	Other information
	Additional Sustainability Information

Proportion of OpEx from products or services associated with Taxonomy-aligned

economic activities, disclosure covering Fiscal 2024

Fiscal 2024

Year

Substantial Contribution Criteria

DNSH criteria

('Does Not Significantly Harm') (h)

Economic

Activities (1)

Code (a) (2)

OpEx (3)

Proportion of OpEx, year N (4)

Climate Change Mitigation (5)

Climate Change Adaptation (6)

Water (7)

Pollution (8)

Circular Economy (9)

Biodiversity (10)

Climate Change Mitigation (11)

Climate Change Adaptation (12)

Water (13)

Pollution (14)

Circular Economy (15)

Biodiversity (16)

Minimum Safeguards (17)

Proportion of Taxonomy aligned (A.1.) or

eligible (A.2.) OpEx, year N-1 N-1 (18)

Category enabling activity (19)

Category transitional activity (20)

Text

Curre

ncy

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y ; N ;

N/EL

(b)(c)

Y/N

A. TAXONOMY - ELIGIBLE ACTIVITIES

A.1. Environmentally sustainable activities (Taxonomy-aligned)

OpEx of environmentally sustainable

activities (Taxonomy-aligned) (A.1)

of which Enabling

of which Transitional

A.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (g)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

EL; N/

EL (f)

OpEx of Taxonomy-eligible but not

environmentally sustainable

activities (not Taxonomy-aligned

activities)

A. OpEx of Taxonomy eligible

activities (A.1+A.2)

B. TAXONOMY-NON-ELIGIBLE ACTIVITIES

OpEx of Taxonomy-non-eligible

activities

TOTAL (A+B)

100%


298		Fiscal 2024 annual report


	Other information
	Additional Sustainability Information