Live better together 2021 ANNUAL REPORT WOOLWORTHS GROUP LIMITED ABN 88 000 014 675 1 ANNUAL REPORT 2021 REPORT ANNUAL GROUP WOOLWORTHS Contents SECTION 1 PERFORMANCE HIGHLIGHTS Our impact 2 Sustainability 4 SECTION 2 How we create value 6 BUSINESS REVIEW Our key strategic priorities 8 Australian Food 24 Chairman's Report 14 New Zealand Food 30 Chief Executive Officer’s Report 16 BIG W 32 Group financial performance 18 Discontinued operation 34 Our material risks 36 SECTION 3 DIRECTORS’ REPORT Governance 42 Board skills and experience 43 Building a strong Board of Directors 44 Group Executive Committee 46 Directors’ Statutory Report 50 Remuneration Report 52 foundation for a new era of Woolworths Group Woolworths Group is a diverse SECTION 4 FINANCIAL REPORT group of retail businesses on a Auditor's Independence Declaration 76 journey to becoming a purpose‑led Financial Report 77 Directors’ Declaration 152 organisation. Our Group purpose, Independent Auditor’s Report 153 we create better experiences together for a better tomorrow, creates the framework for how Acknowledgement of Country Woolworths Group acknowledges the Traditional Custodians of Country we aspire to operate, to be better; throughout Australia and recognises their continuing connection to land, SECTION 5 waters and community. We pay our respects to them and their cultures; OTHER INFORMATION for our customers, our team, and to Elders both past and present. Shareholder information 158 We support the Uluru Statement from the Heart and the recognition the communities we serve of Aboriginal and Torres Strait Islander peoples in the Australian Corporate Governance Statement 159 Constitution. We commit to continued listening and learning from Glossary 161 and our shareholders. First Nations voices and to work in partnership to create change. We Company directory 164 acknowledge that we have a responsibility and must do more to truly live our purpose to create better experiences together for a better tomorrow. 1 ANNUAL REPORT 2021 REPORT ANNUAL GROUP WOOLWORTHS Contents SECTION 1 PERFORMANCE HIGHLIGHTS Our impact 2 Sustainability 4 SECTION 2 How we create value 6 BUSINESS REVIEW Our key strategic priorities 8 Australian Food 24 Chairman's Report 14 New Zealand Food 30 Chief Executive Officer’s Report 16 BIG W 32 Group financial performance 18 Discontinued operation 34 Our material risks 36 SECTION 3 DIRECTORS’ REPORT Governance 42 Board skills and experience 43 Building a strong Board of Directors 44 Group Executive Committee 46 Directors’ Statutory Report 50 Remuneration Report 52 foundation for a new era of Woolworths Group Woolworths Group is a diverse SECTION 4 FINANCIAL REPORT group of retail businesses on a Auditor's Independence Declaration 76 journey to becoming a purpose‑led Financial Report 77 Directors’ Declaration 152 organisation. Our Group purpose, Independent Auditor’s Report 153 we create better experiences together for a better tomorrow, creates the framework for how Acknowledgement of Country Woolworths Group acknowledges the Traditional Custodians of Country we aspire to operate, to be better; throughout Australia and recognises their continuing connection to land, SECTION 5 waters and community. We pay our respects to them and their cultures; OTHER INFORMATION for our customers, our team, and to Elders both past and present. Shareholder information 158 We support the Uluru Statement from the Heart and the recognition the communities we serve of Aboriginal and Torres Strait Islander peoples in the Australian Corporate Governance Statement 159 Constitution. We commit to continued listening and learning from Glossary 161 and our shareholders. First Nations voices and to work in partnership to create change. We Company directory 164 acknowledge that we have a responsibility and must do more to truly live our purpose to create better experiences together for a better tomorrow. 2 3 ANNUAL REPORT 2021 REPORT ANNUAL GROUP WOOLWORTHS Our impact 1 People Customers Product Planet Community Economic 2 HIGHLIGHTS 1PERFORMANCE Team members Group Voice of Removed Carbon emissions Total Group sales Customer NPS June community 210,067 >2,500 tonnes 27% below contribution $67,278 M of plastic from 2015 baseline 57 REVIEW 2 BUSINESS operations in F21 M 1pt from Q3'21 $34.9 Group EBIT Gender Equality Organic waste $3,663M Customers served Animal Welfare WGEA Employer on average per week of Choice for Gender Cash donations First Australian and 113,238 REPORT 3 DIRECTORS' Equality citation tonnes 27.8 M New Zealand retailer to Free cash flow achieve Tier 2 in the global diverted from landfill $21.0M before dividends Business Benchmark on Resourcing the Future Online visits Farm Animal Welfare $1,089M Indigenous team per week Power from solar members In kind 4REPORT FINANCIAL 19.7M Macro Whole 31,480kW Return on funds $13.9M 4 ~5,000 Living Products capacity installed employed More ways to better 100% 15.1% serve our customers 3 compliant with LGBTQ+ Inclusion Palm Oil Policy Food relief meals Leveraged 5INFORMATION OTHER 1,074 donated Awarded AWEI Gold fundraising 5 Employer Status for LGBTQ+ Supermarkets and Dividend per share Metro Food Stores > workplace inclusion for the Customers using 24M $14.1M fourth consecutive year 184 734 eReceipts via store network 108¢ Countdown Pick up stores locations >250,000 ‘I am here’ program 176 875 Odd Bunch fruit & S.T.A.N.D. donation Tax paid 6 BIG W Home vegetables 32,000 stores Delivery stores M M 2,905 tonnes $2.9 $738 team members trained 35,506 706 10 of soft plastic tonnes to identify and support Direct to boot CFCs and team members that need help returned to store purchased by customers 1 For the 2021 financial year including Endeavour Group. locations eStores 2 Before significant items. 3 Including Australian and New Zealand Food and BIG W. 4 F21 ROFE calculation normalised to exclude the $7,870 million demerger distribution liability. 5 Full year fully franked dividend. 6 From Woolworths Group cash flow. 2 3 ANNUAL REPORT 2021 REPORT ANNUAL GROUP WOOLWORTHS Our impact 1 People Customers Product Planet Community Economic 2 HIGHLIGHTS 1PERFORMANCE Team members Group Voice of Removed Carbon emissions Total Group sales Customer NPS June community 210,067 >2,500 tonnes 27% below contribution $67,278 M of plastic from 2015 baseline 57 REVIEW 2 BUSINESS operations in F21 M 1pt from Q3'21 $34.9 Group EBIT Gender Equality Organic waste $3,663M Customers served Animal Welfare WGEA Employer on average per week of Choice for Gender Cash donations First Australian and 113,238 REPORT 3 DIRECTORS' Equality citation tonnes 27.8 M New Zealand retailer to Free cash flow achieve Tier 2 in the global diverted from landfill $21.0M before dividends Business Benchmark on Resourcing the Future Online visits Farm Animal Welfare $1,089M Indigenous team per week Power from solar members In kind 4REPORT FINANCIAL 19.7M Macro Whole 31,480kW Return on funds $13.9M 4 ~5,000 Living Products capacity installed employed More ways to better 100% 15.1% serve our customers 3 compliant with LGBTQ+ Inclusion Palm Oil Policy Food relief meals Leveraged 5INFORMATION OTHER 1,074 donated Awarded AWEI Gold fundraising 5 Employer Status for LGBTQ+ Supermarkets and Dividend per share Metro Food Stores > workplace inclusion for the Customers using 24M $14.1M fourth consecutive year 184 734 eReceipts via store network 108¢ Countdown Pick up stores locations >250,000 ‘I am here’ program 176 875 Odd Bunch fruit & S.T.A.N.D. donation Tax paid 6 BIG W Home vegetables 32,000 stores Delivery stores M M 2,905 tonnes $2.9 $738 team members trained 35,506 706 10 of soft plastic tonnes to identify and support Direct to boot CFCs and team members that need help returned to store purchased by customers 1 For the 2021 financial year including Endeavour Group. locations eStores 2 Before significant items. 3 Including Australian and New Zealand Food and BIG W. 4 F21 ROFE calculation normalised to exclude the $7,870 million demerger distribution liability. 5 Full year fully franked dividend. 6 From Woolworths Group cash flow. 4 5 ANNUAL REPORT 2021 REPORT ANNUAL GROUP WOOLWORTHS Community contribution as % Our plan is explicitly underpinned of EBT on a 2-year rolling average Sustainability by our Guiding Principles We act like a leader and speak up on issues that matter 1.23% We care for, and unlock the potential of our people We have a positive impact on the planet Carbon emissions Working together to reduction We apply circular thinking in everything we do We embrace the power of partnerships to create change 27% create a better tomorrow HIGHLIGHTS 1PERFORMANCE below 2015 levels F21 Plastics reduction >2,500t REVIEW 2 BUSINESS Woolworths Group believes sustainability is the right thing to do and sees it as an opportunity to create long‑term value through innovation and resilience building a significant investment in growing the Climate‑related risks and opportunities measures that will deliver benefits for decades to come. industry. In June, we announced our first are identified through the Woolworths renewable power purchase agreement Group Risk Management Process in line Human rights key REPORT 3 DIRECTORS' (PPA) which will inject enough green with our Risk Management Framework Responsible Sourcing electricity into the state’s energy grid (RMF) framework. The RMF framework highlights in F21 Woolworths Group is committed Climate Change to power 30% of Woolworths Group’s sets out the required end‑to‑end F21 Performance • Conducted a risk to creating positive change in our NSW energy needs. management of our risk assessment Recognising that addressing climate analysis of labour and business and our extended value and risk response processes, and change is of critical importance to service providers in chain. We want to give our customers our business and economies globally, Sustainability Governance monitoring and reporting.