ANNUAL REPORT 2019 ANNUAL REPORT 2019 1 2019 ANNUAL REPORT 2 ANNUAL REPORT 2019 INDEX CORPORATE PROFILE: Message to Shareholders About Chedraui from the Chairman of the History Board and the CEO Strategy – Chedraui Experience 04 06 Geographical Footprint OPERATING AND FINANCIAL SUSTAINABILITY: PERFORMANCE: Stakeholders Suppliers Grupo Comercial Chedraui Employees Retail in Mexico Social Responsibility Retail in the U.S. Environment 20 Real Estate Division 26 CORPORATE GOVERNANCE: Shareholder Structure ABOUT THIS REPORT: Corporate Structure Key Executives Materiality and Preparation Board of Directors GRI Index 38 Committees 47 Code of Ethics EXTERNAL ASSURANCES: BACK COVER: Letters of Verification Contact External Audit 52 Financial Statements 130 ANNUAL REPORT 2019 3 MESSAGE TO SHAREHOLDERS FROM THE CHAIRMAN OF THE BOARD AND THE CEO This material references Disclosure 102-14 of GRI 102: General Disclosures 2016 Dear Shareholders: During 2019, in Chedraui, we faced a challenging Consequently, and favored by the operation backdrop, notwithstanding, we advanced of El Super, which reported a 1.7% increase in on a strong footing towards the operational same-store sales, both sales and EBITDA of this consolidation of the 61 stores that comprise segment posted double-digit annual increases the food retail chain Fiesta in the United (17.9% and 39.6%), totaling Ps.51,304 million and States, as it completed its first full year under Ps.2,811 million, respectively. our administration. Moreover, in Mexico we deployed a number of strategies to bolster In the Retail in Mexico segment we recorded a our omnichannel system, aiming for all our 3.3% increase in SSS when compared to that of customers to have an exceptional shopping last year. Additionally, in 2019 we celebrated the experience in each of the store formats we put at opening of 12 stores, thus expanding the sales their disposal. Likewise, we moved forward in the floor by 2.2% to reach a total of 306 units in development of our proximity format, Supercito, operation, which further positions us as the third where we already reached the average sale per largest food retail chain in the country. Moreover, store volume required to obtain the profitability revenue from this segment rose 7.7% annually to we are looking for. Ps.77,090 million. Turning to the operation in the United States, It is worth noting that during 2019, we continued to during 2019, we conducted a program to optimize support our omnichannel strategy, highlighting prices and improve the quality of the offering the improvements made to both Company’s in all Fiesta units, our most recent acquisition in website and app, while by means of our this segment, with presence in the three most Supercito stores, we are focusing our efforts in important cities of the state of Texas (Houston, strengthening the proximity formats our clients Dallas and Austin). are seeking. Fiesta is a very well-positioned brand in southern The investments conducted to integrate Fiesta United States, as it caters a wide variety of stores to Chedraui’s operating standards, customers whose ethnic backgrounds are together with the openings in Mexico, represented distinct to Latino, allowing it to perform as the the majority of our capital expenditure investment perfect complement to El Super, primarily focused during the year, amounting to Ps.4,092 million. on consumers with Mexican heritage living in the states of California, Arizona, Nevada, New Mexico Meanwhile, the Real Estate Division maintained and part of Texas. its meaningful role in Chedraui’s operations, complementing our retail offering as well as This not only fueled a significant expansion of acting as an important generator of cash flow, our geographic footprint in the south of that enabling us to move forward with the execution country, but also the climb to approximately 40% of our strategy and operations. As of December in the participation that Retail in the United States 31st, 2019, the occupancy rate posted by this segment has with respect to our consolidated division was 97.2%. revenue, nourishing an important diversification in our consolidated sales. 4 ANNUAL REPORT 2019 Adding up our three business segments, Chedraui’s consolidated sales and EBITDA grew 11.6% and 10.5%, respectively, to Ps.129,443 million and Ps.9,127 million. About sustainability, we reaffirmed our commitment to maintain our status as model corporate citizen, pursuing economic profitability while producing environmental and social benefits, which enable us to reduce our environmental footprint as much as possible and contribute to the well-being of the most vulnerable sectors. In environmental matters, we carried on with the execution of our strategy of minimizing GHG emissions and our CO2 footprint, through the increased use of clean energy sources, such as wind and solar power instead of traditional sources, coupling it with the launch of recycling and resource management campaigns to save energy, water, paper, cardboard and plastic wraps, supporting us to stop emitting, 202,523.51 tons of CO2 equivalent to planting a total of 10,126,175 trees, thanks to the use of wind energy. In line with our social responsibility, as every year through Chedraui Foundation, we executed noteworthy actions in terms of housing, health, food, social welfare and education. Regarding the latter, outstanding are the services provided by our Liceos de Artes y Oficios in Veracruz, Villahermosa and Xalapa which offer high school, vocational degrees and intensive courses, whether on-site or online, to young people and adults with scarce resources, which in 2019, trained a total of 3,119 students through both courses. In Chedraui, we acknowledge that our greatest asset is represented by our workforce comprised of more than 50,000 employees, as we always seek to offer them an optimal work environment that nurtures personal and professional growth. We thank our shareholders for the trust they have placed in the Board of Directors, as well as for the invaluable support and guidance they give us year after year, significant actions that drive Chedraui to continue meeting its mission of “Provide our customers with outstanding value by offering the products they desire at the lowest possible price”. ANNUAL REPORT 2019 55 CORPORATE PROFILE ABOUT CHEDRAUI This material references Disclosures 102-1, 102-2, 102-3, 102-5, 102-6 and 102-16 of GRI 102: General Disclosures 2016 Grupo Comercial Chedraui, S.A.B. de C.V., mainly Finally, the Real Estate division is responsible for the known as Chedraui, is a leading company in the Food management of the Company’s owned and leased Retail sector, in which it participates by means of its properties and the gross leasable area, the planning divisions in Mexico and the United States, in addition of new stores as well as of the building and remodeling to owning a Real Estate division to operate shopping of stores in Mexico. centers. Grupo Comercial Chedraui, S.A.B. de C.V., was incorporated for an indefinite term in the city of Xalapa - Enriquez Veracruz on April 23rd, 1987, and its headquartered at Privada de Antonio Chedraui Caram #248, Colonia Encinal, 91180, Xalapa, Veracruz. Separately, the corporate offices are located at Av. Constituyentes #1150, Lomas Altas, Delegacion Miguel Hidalgo, 11950, Mexico City. In its operations in Mexico, Chedraui’s geographical footprint extends throughout 25 states by means of four store formats, Tiendas Chedraui, Súper Chedraui, Súper Che and Supercito, while also having the “Selecto” concept, which offers premium products for customers with high purchasing power, thus catering different segments of the population through multiple formats ranging from hypermarkets to proximity stores. In its operations in the U.S., Chedraui focuses on serving the needs of the Hispanic and Mexican American communities in the states of California, Nevada, Arizona, New Mexico and Texas through its El Super stores, and since 2018, as a result of the acquisition of Fiesta, one of the leading niche food retail chains in this country, meets the needs of Latino consumers as well of those of different backgrounds, in the main cities of Texas. 6 ANNUAL REPORT 2019 Provide our customers with outstanding value Mission by offering the products they desire at the lowest possible price. A leading institutional company in its field, which maintains in force throughout Vision the time and through people the fundamental values with which the first Chedraui store was created. ANNUAL REPORT 2019 77 8 ANNUAL REPORT 2019 CHEDRAUI VALUES: Honesty 1 We drive ourselves with a truthful and upright behavior whether inside or outside the Company’s facilities, in order to preserve the trust and credibility of customers, suppliers, shareholders and co-workers. Commitment 2 With loyalty and responsibility, we assume the Company’s mission of “Provide our customers with outstanding value by offering the products they desire at the lowest possible price”. Respect 3 We treat all our employees, clients and suppliers, with dignity and justice, avoiding taking advantage of our authority level. Goal-oriented 4 All our actions are focused on working with effectiveness and efficiency to guarantee our permanence, by means of meeting the established objectives and making the most of the resources we have, without any waste. ANNUAL REPORT 2019 99 2012: Bodega Latina buys 8 supermarket stores in the United HISTORY States from Value Plus, which 2008: were added to the operation of Bodega Latina acquires seven El Super stores