A. Composition

21. Organisational Charts Concerning the Allocation of Powers Between the Various Corporate Boards, Committees and/or Departments Within the Company, Including Information on Delegating Powers, Particularly as Regards the Delegation of the Company’s Daily Management

Chairman of the Board of Directors

The Chairman of the Board of Directors, according to the Board of Directors’ Regulations, in addition to the institutional representation of the Company, has a special responsibility for managing the respective meetings, for monitoring the action taken on the decisions made by this body, for taking part in the meetings of other committees set up by the Board of Directors and for defining the overall strategy of the Company.

Delegation of Powers and Coordination of Non-executive Directors

The Board of Directors, by resolution, delegated various duties regarding the day-to-day management of the Company in one Chief Executive Officer who, in the terms of such delegation, is entitled:

1. to manage all corporate businesses and perform all operations relating to its corporate objectives, included in the scope of its current role, as holding company;
2. to represent the Company, in court or otherwise, to propose and answer to any lawsuits or engage in any arbitrations, for which purpose it may designate proxies, as well as compromise in, confess or withdraw from any such lawsuits or arbitrations;
3. to decide on loans or other financial operations to be contracted from the financial market at home or abroad, as well as on the issuance of debt securities within the powers of the Board of Directors and to accept the supervision of the lending entities, all these up to the amount of fifty million euros and in full compliance with that prescribed in the Articles of Association of the Company;
4. to decide on the provision of technical and financial support, including through the granting of loans by the Company to companies whose stakes or shares the former holds in total or in part;
5. to decide on the sale/transfer or lease (as lessor) any movable or immovable assets, including shares, units, quotas and bonds, and in general to decide on any divestments up to the amount of fifty million euros or, independently of such threshold, whenever such divestment is set out in the Medium or Long Term Plans, as defined below, approved by the Board of Directors;
6. to decide on the acquisition or lease (as lessee) of any movable or immovable assets, including shares, units, quotas and bonds, and in general to decide on any investments up to the amount of fifty million euros or, independently of such threshold, whenever such investment is set out in the Medium and Long Term Plans, as defined below, approved by the Board of Directors;
7. to appoint the individuals to be proposed to the General Shareholders’ Meeting from the companies referred to in sub-paragraph d) above, to fill the roles of the respective corporate bodies, indicating those who will fulfil executive functions;
8. to approve policies and rules transverse to the Companies of the Group, such as procedure manuals, regulations and service instructions, maxime, those concerning (i) Human Resources, (ii) Operational Control, (iii) Food Safety and Quality Control, and (iv) Reporting and Investments;
9. to approve the expansion plans with respect to the activities of each of the business areas, as well as Group Companies forming part of the Group but not included in the business areas;
10. to approve the organic structure for the Group’s companies;
11. to decide on the instructions to be given by the Company to the management of its subsidiary Companies with respect to those matters referred to herein, pursuant to and in compliance with the applicable laws.

For the purpose of the delegation of powers, it is considered as being foreseen in the Medium and Long-Term Plans (which are considered to be the activity and investment plans and financial projections on a three-year term), the acquisitions, sales, investments or divestments, the amount of which does not exceed by more than 10% each heading contained in those Plans.

In 2024, the Managing Committee remained in office as the consultative body which, as referred in point 29., has the primary goal of assisting the Chief Executive Officer in the duties delegated by the Board, in relation to the daily management of the businesses within the corporate purpose of the Company.

Nevertheless, pursuant to the terms of its Internal Regulation, the Board of Directors retains authority over strategic matters of management of the Group, in particular those regarding the definition of general policies of the Company and the corporate structure of the Group and those that, due to their importance and special nature, may significantly impact on the business activity of the Group, seeking to ensure the economic, financial and environmental sustainability of the Company’s long-term objectives and an effective contribution for the community at large (see also “Overview” and “Sustainability Statement”).

In addition to the delegated responsibilities, the Chief Executive Officer shall submit to the Board of Directors, for approval: consolidated medium and long term plans for Jerónimo Martins Group and for each business area thereof, together with his appraisal, including the activity and investments plans, as well as the three year term financial projections (“medium and long term plans”); budgets, including financial targets to be achieved in the following financial year, for Jerónimo Martins Group and for each business area thereof; accounts and the consolidated results for the Group and for each of the its business areas, any investments not foreseen in the delegation of powers.

The matters referred to in Art. 407(4) CCC are off-limits to the Chief Executive Officer.

Apart from the powers on strategic matters of management of the Group, the Board of Directors has effective control on directing corporate activities by always seeking to be duly informed and by ensuring the supervision of the Company’s management, having implemented mechanisms that ensure such supervision.

To this end, at each Board of Directors meeting the Chief Executive Officer reports on the Company activity since the last meeting and provides any further clarification that the Non-executive Directors may require. All information requested by the Non-executive Directors in 2024 was provided in full and in a timely manner by the Chief Executive Officer.

Additionally, considering that the Chief Executive Officer is, simultaneously, Chairman of the Board of Directors, it was approved by decision of the said Board, a Mechanism for Coordinating the Activities of Non-Executive Directors.

Such Mechanism foresees that the members of the Board of Directors who are not part of an Executive Committee or are not Executive Directors are responsible, pursuant to the terms of Art. 407, paragraph 8 CCC, for monitoring the activity of the Executive Committee or the Executive Director(s), as the case may be, as well as for the damages caused by their acts or omissions when, having knowledge of such acts or the intent to commit them, they do not seek the intervention of the Board of Directors to take the necessary measures.

The monitoring and supervising activity is also carried out by Non-executive Directors through their participation in Specialized Committees and working groups set up by the Company, as well as in the corporate bodies of subsidiary companies.

Still on the terms of such Mechanism, the Executive Director(s) or the Chairman of the Executive Committee, as applicable, as well as Directors charged with a special duty, pursuant to the terms of Art. 407, paragraphs 1 and 2 CCC, shall:

1. whenever necessary disclose to Non-executive Directors all the relevant information regarding the performance of the delegated powers or the special duty conferred upon them;
2. answer, within a reasonable deadline, to any information request presented by any Non-Executive Director, within their respective functions, and such information shall also be made available to the remainder members of the Board of Directors.

It is foreseen in the said Mechanism that Non-executive Directors may also meet in ad hoc meetings, convened at the request of any two of them by the Company´s Secretary (who shall inform the Chairman of the Board of Directors about the summons), pursuant to the terms foreseen in the Board of Directors Regulations.

In order to allow for an independent and informed participation of Non-executive Directors in the meetings of the Board of Directors or in the meetings of the Specialised Committees and working groups set up by the Company as well as in the corporate bodies of subsidiary companies they integrate, the Mechanism foresees that the Company’s Secretary shall make available to them the definitive agenda of the meeting and respective preliminary documentation, pursuant to the terms and within the deadlines foreseen in the Board of Directors Regulation.

The Company’s Secretary shall also ensure, according to the Mechanism implemented, the delivery to the Directors, who so request, of a copy of the minutes of the meetings of the Managing Committee as well as a copy of any other minutes of the meetings of corporate bodies or Specialised Committees within the Board of Directors. Moreover, the Company’s Secretary shall, within its duties, provide Directors with all information regarding the resolutions of the Board of Directors or Executive Committee or the decisions of the Executive Director(s).

Organisational Structure and Division of Responsibilities

Jerónimo Martins, SGPS, S.A. is the Holding Company of the Group and, as such is responsible for the main guidelines for the various business areas, as well as for ensuring consistency between the established objectives and available resources. The Holding Company’s services include a set of functional divisions which provide support for corporate centre and services to the operating areas of the Group’s companies, in the different geographical areas in which they operate.

In operational terms, Jerónimo Martins is organised into two business segments: i) Food Distribution and ii) Specialised Retail, being its major focus on the first one. The Food Distribution and the Specialised Retail are organised into geographical areas and operating areas (under different brands and formats). The Company also has operations in the agrobusiness segment which serve, essentially, as a support to Food Distribution, mainly in Portugal, guaranteeing the supply and differentiation in relevant categories.

Holding Company Functional Divisions

The Holding Company is responsible for:

1. defining and implementing the development strategy of the Group’s portfolio;
2. strategic planning and control of the various businesses and consistency with the global objectives;
3. defining and controlling financial policies; and
4. defining Human Resources Policy, with direct responsibility for implementing the Management Development Policy.

The Holding Company’s functional divisions are organised as follows:

Environment – Defines the environmental strategy, policies and procedures across all the countries in which the Group operates. It coordinates and guides the efforts of Jerónimo Martins’ Companies to fulfil their commitments. It seeks to identify opportunities for eliminating and/or minimising negative impacts (on the environment and on the business), both direct and indirect, arising both from the Group Companies’ operations and own-brand products, and from the value chain.

Based on the assessment of environmental risks, trends, the best scientific information available at any given time and the Sustainable Development Goals established by the United Nations, the Group’s environmental strategy prioritises fighting climate change, protecting biodiversity and accelerating the transition to a more circular economic model. Specific objectives, plans and targets are set for each of these areas, and the respective degree of implementation and progress is reported periodically and publicly.

The main commitments and actions carried out in 2024, as well as the results achieved, can be found in the “Sustainability Statement”. Of particular note during the year was the approval by the Science-Based Targets Initiative of the Group’s greenhouse gas emission reduction targets in line with the Paris agreement.

Legal Affairs – Ensures ongoing legal assistance to the Company, preparing contracts, opinions and studies, assisting the Board of Directors in decision making, implementing risk planning policies and giving support to other functional divisions. It also ensures the necessary coordination between the legal departments of subsidiaries in the different jurisdictions in which they operate.

Internal Audit – Assesses the quality and effectiveness of the internal control and risk management systems (both operational and non-operational) that are set by the Board of Directors, ensuring their compliance with the Group’s and each business unit’s procedures, as well as ensuring compliance, namely, with the law, regulations, rules and policies applicable to the respective operations.

This division reports hierarchically to the Chairman of the Board of Directors and functionally to the Audit Committee. The activities carried out by this functional division are referred in point 50.

Commercial/Global Sourcing – Responsible for proposing, coordinating and implementing the global procurement strategy, and global sourcing policies, in the different geographies where the Group operates.

Procurement, particularly of agri-food products, is becoming increasingly complex, as a series of trends are emerging in the international context that have a major impact on international supply chains and the production sites of these types of goods. Examples include geopolitical tensions, climate change with an increase in the number of extreme phenomena, the increase in the world population, the globalization of consumer habits, or the scarcity of certain commodities. This last trend has also been impacted by increasing limitations on intensive agricultural and livestock production, imposed by regulators, NGO’s, analysts and consumer groups.

All of these trends, many of which already have a current and significant expression, and are expected to worsen over the next 3 years, should continue to guide the Global Sourcing strategy of the Group companies, with the vision of prioritizing the following 3 axes:

• Ensuring the supply of the main agri-food commodities – guarantee availability of volumes and protect their sources of supply;
• Protect the profitability of operating companies – guarantee the best purchasing conditions, based on leveraging volumes;
• Buy in a more responsible and sustainable way, developing the group of strategic suppliers for the Group in the areas of Private Brands and Specialized Perishables, with a view to continuous improvement in terms of quality, food safety and compliance with ESG criteria, in the areas environmental and social.

Based on this vision, Global Sourcing’s main mission is to conduct and lead the coordination and integration of the commercial departments of the various operational companies, in pursuit of the following main activities:

• Coordinate and implement international negotiations with selected global suppliers;
• Plan and execute the annual commodity Global Tenders plan;
• Deepen technical knowledge of global food commodity markets and development of costing models for essential products;
• Develop the park of international suppliers of quality food products;
• Analyse, propose and coordinate the implementation of new procurement models for fresh agri-food products, with a focus on fruits and vegetables, bringing the Group operating companies closer to the producers and shortening supply chains;
• Promote the sharing of know-how and information between different geographies;
• Develop global brands (to be potentially used by all Group operating companies) in specific product categories;
• Harmonize the internal standards and procedures for procurement, supplier selection and price negotiation, applicable in all Group operating companies, with integration of ESG criteria into the respective decision-making processes;
• Anticipate and support the preparation of all Group operating companies for the impacts on their sourcing activity of new relevant regulatory frameworks, particularly in the E.U.

Reinforcing the emphasis on social and environmental sustainability criteria introduced in the decision-making process of global tenders, Global Sourcing also takes as a priority in its actions:

• Coordinate monitoring, control and decision-taking following the results of the environmental and social performance audit program of the Group’s suppliers. This activity also includes mapping the risk of the Group’s suppliers, with emphasis on private brand products and perishables.

Compliance (Personal Data Privacy & Corruption Prevention) – Responsible for designing and coordinating the implementation of compliance mechanisms within the Group concerning data protection and corruption prevention, as well as providing ongoing support to the various companies in these matters to safeguard the Group’s value and operations, reinforcing its commitment to sustainable development principles. This division reports hierarchically to the Office of the Chairman and Chief Executive Officer and functionally to the Legal Affairs Department.

Concerning data protection, and in close collaboration with data protection officers, this Division is responsible for (i) monitoring compliance with applicable legislation, (ii) supporting companies in the prevention, assessment, and mitigation of privacy risks, and (iii) defining and implementing policies, procedures, and methodologies across all Group companies. In 2024, continued to focus its activities on (i) monitoring personal data processing activities to strengthen and implement appropriate controls, (ii) overseeing relevant projects to ensure compliance, and (iii) communicating and training employees on data privacy matters.

Regarding corruption prevention, the Division is responsible for (i) identifying the main legal obligations and risks to which companies are exposed and (ii) supporting companies in implementing the most suitable prevention and mitigation mechanisms to comply with these legal obligations and address risks. In 2024, the Group’s compliance program in this area was enhanced, primarily through (i) reviewing, defining, and implementing procedures relevant to corruption prevention and related offenses, (ii) reviewing processes in areas more exposed to risk, and (iii) conducting training and communication activities to educate and raise awareness among employees about risk situations, as well as the procedures and measures to prevent and mitigate them.

Corporate Communications and Responsibility – Ensures the strategic management of the Jerónimo Martins brand and develops the Group’s sustainability strategy and policies, promoting its reputation and the alignment, across all Companies, of responsible practices in their operations and throughout the value chain. It carries out its mission through constant dialogue with several internal and external stakeholders, whose concerns and expectations it seeks to incorporate into strategic priorities and major lines of action to manage the balance between economic prosperity, social development and environmental protection.

The “Sustainability Statement” provides detailed information about the most material topics identified in the double materiality assessment and the sustainability-related initiatives, as well as about the main policies and measures adopted by the Company with regard to the fulfilment of its environmental and social objectives. Likewise, the processes established by the Company for collecting and processing data related to environmental and social sustainability are also described in the aforementioned “Sustainability Statement”, to alert the management body about the risks the Company may be incurring and for the presentation of strategies for their mitigation. The Company also provides information in the “Sustainability Statement”, as well as in point 53, on how climate change is considered in the organization and on how it considers climate-related risk analysis in decision-making processes.

Controlling and M&A – The division of Financial Controlling coordinates and supports the preparation of the Strategic Plans’ financial statements, which are the basis for the strategic decision-making by the Company corporate bodies.

It has a control function, monitoring the performance of the different business units of the Group and identifying eventual deviations from the plans. It thus provides the Managing Committee with relevant information and proposals to guarantee corrective measures that allow the defined strategic objectives to be achieved.

It also makes a financial assessment of all investment projects that are relevant for the Group, providing support to the Managing Committee for its approval and monitoring.

In 2024, it maintained the support and monitoring of the performance of the business units and supported the development of the Group’s medium and long-term strategic plans, which are essential to the valorisation and protection of the Group’s assets.

In the Mergers and Acquisitions component, all the Jerónimo Martins Group’s inorganic growth opportunities, including partnerships, are analysed and evaluated. This process is conducted in close collaboration with the tax, legal and different teams of the different business units, as well as with external advisors. For each opportunity, the Management is provided with a complete report of the analysis carried out, which supports decision-making.

Food Portfolio Development – The food portfolio development area emerges following the need to monitor the new consumer trends and to anticipate and limit the impacts from the disruption and strong challenges that affected the food manufacturing industry over the last few years, namely coming from instability in the raw materials supply chains, increasing regulatory requirements, and a general shortage of funding, which are pressuring small and medium-sized suppliers that are so important to the Jeronimo Martins Group.

The Group’s ambition to continue growing implies taking a very close look at the food industry in order to identify strategic suppliers with support needs where we can make a difference, as well as investment opportunities for a group with the know-how, capabilities and size of Jeronimo Martins.

Working in articulation with Strategy and M&A, this area is thus responsible for:

• Monitoring consumer trends and the food industry’s ability to respond;
• Continuously assessing vulnerabilities in the food industry supply chain, with a focus on private label producers;
• Identifying opportunities for differentiation and value creation in the food industry;
• Structuring proposals for the development and expansion of a potential industrial portfolio;
• Preparing action plans and monitoring potential M&A, mergers and partnership processes.

Strategy and Risk Management – Performs a set of activities aimed at supporting strategic decisions, whilst ensuring the continuous monitorisation of the risks the Group is exposed to. These are described in points 52 to 55 of this Report, together with the activities, policies and procedures developed in the Group’s risk management. The work developed can be classified into the following areas:

• Trends analysis – research and analysis of market and consumer main trends and benchmarking with the world’s largest food retailers and main competitors in Poland, Portugal and Colombia;
• Risk monitoring – regular monitorisation of the risks the Group is exposed to, including the preparation of periodic reports to inform the Group’s several Departments and companies, and of the suitability of the main mitigation initiatives for the identified risks;
• Strategic project management – coordination of analysis and multidisciplinary projects with global reach as well as business units’ projects of a disruptive nature, with the goal of implementing new solutions, achieving greater efficiency or reducing costs;
• Strategic planning support – provides the necessary support to the Group’s several companies and governance bodies in the identification, description and quantification of the main trends and risks that should be considered while elaborating and approving the strategy, and in defining the risk mitigation measures, which must be included in the annual strategic planning process.

During 2024, it led and supported several strategic projects, and it kept monitoring the most recent developments in the sector. Additionally, it again conducted the annual risk assessment, which involved all the Group, and ensured the main conclusions were shared with the teams involved in the preparation and approval of the strategic plans.

Sustainable Finance – The Sustainable Finance division is responsible for reinforcing and ensure full coordination between financial operations and the Group’s sustainability initiatives and practices, including the introduction of metrics in financial activity and a total alignment in financial and non-financial reporting. It is also responsible for creating incentive mechanisms that aim to support the implementation of more sustainable practices throughout the Group’s supply chain.

During 2024, the work directed towards the in-depth study of the numerous regulations, already in force or expected to be approved, with an impact on financial transactions and the Companies’ annual reporting was continued. It was issued the Sustainable Finance Framework (SFF), a fundamental financial instrument to frame as sustainable the current and future credit lines of Jerónimo Martins Group, and to ensure full alignment between ESG and financial practices. In the financial area, there was a participation in the negotiation and contracting of a green financing granted by the IFC (International Finance Corporation) to Jerónimo Martins Colombia (ARA), issued under the frame of the SFF. Also under the SFF, two Supply Chain Finance credit lines were converted, which now include sustainability metrics for the suppliers benefitting from those, allowing them to benefit from reduced financing costs, indexed to their sustainability practices. It was also converted a guarantees credit line that, which is now included in the SFF, is a sustainable finance instrument as it is indexed to KPI’s included in the SFF, with conditions indexed to sustainability indicators and objectives pre-defined therein. Together with the Global Sourcing area, the development of a project that aims to encourage the adoption of best ESG practices in the Group’s supply chain was continued.

Fiscal Affairs – Provides all the Group’s companies with assistance in tax matters, ensuring compliance with legislation in force and in the optimisation of the business units’ management activities from a tax perspective. It also manages the Group’s tax disputes and its relations with external consultants and lawyers, as well as with tax authorities.

In 2024, it provided the necessary technical support in M&A and ownership restructuring operations. It monitored all tax legislation changes, in particular, new withholding tax rules’ implementation by the Portuguese Group Companies. It analysed the impact on the Group of the EU Directives, in particular that usually known as “Pillar Two”. Additionally, through the associations, national and international, that represent the sector it ensured the defence of the Group’s interests, whether collaborating on the clarification and implementation of new legislation, or in the public debate of legislative projects.

Financial Operations and Insurance – This Division includes Financial Risk Management, as well as Insurance and Treasury Management. The activity of the first area is discussed in detail in points 52 to 55.

Treasury Management is responsible for managing relations with the financial institutions that already undertake, or have the potential to undertake, business with the companies of the Group, ensuring that these entities fulfil the defined criteria, and also ensuring that the best possible conditions are always achieved and ensuring the best possible conditions are contracted for Jerónimo Martins. It also executes treasury planning with the aim of negotiating and implementing, for all the Group’s Companies, the most suitable financial sources according to its cash flow generation profile, or to get the highest return with the lowest risk from the excess cash of the Group.

A large part of the treasury activities of Jerónimo Martins is centralized in the Holding Company, which is a structure that provides services to all other Companies of the Group. The negotiation and management of the main insurance policies of the Group are also negotiated and managed in this division, where lies the responsibility for the relation with the insurance brokers and insurance companies that do business with the Group.

In compliance with the above-described activities, during 2024, credit lines were reinforced which, according to the Financial Risk Management Policy, have to be available up to the limits imposed on it. On what concerns insurance policies, the annual renegotiation of the same was made, reinforcing once again an integrated approach of all geographies where the Group operates.

Quality and Private Brand Development – Responsible for defining, planning, implementing and controlling the policies, procedures, methodologies and rules in the various countries where Jerónimo Martins operates, ensuring the use of the best and most up-to-date practices in this area. This Division is also responsible for managing the JM Molecular Biology Lab.

In 2024, the main activities carried out focused on:

• carrying out the defined product and supplier control activities;
• implementation of the suppliers audit check-list;
• continuous improvement of Private Brand products by reformulating existing products;
• in the largest and fastest anti-fraud related to ingredient species and genetically modified organisms (GMO) ingredients control – carried out in the Molecular Biology Laboratory;
• maintaining the certifications in quality and food safety;
• rolling-out of the Quality Management System (QMS) IT tool for all geographies;
• revision of the corporate guidelines for Private Brand – perishables, food and non-food products;
• Accreditation of the JM Molecular Biology Laboratory (DNA Lab).

Operations Quality and Food Safety – Responsible for ensuring quality and food safety in all perishable products and processes, along the supply chain, in all its steps: producers and suppliers, goods reception and storage, stores, kitchens and fresh dough factory.

For that it defines, plans, implements and controls Group policies, standards and requirements, for products and processes, promoting alignment of local structures and sharing of best practices, always seeking continuous improvement of products Quality and Food Safety and customer satisfaction.

In 2024, the main activities developed were the implementation of a continuous improvement plan for suppliers focused on their performance along the year and in food fraud control, a continuous improvement plan for product through several consumer panels and internal sensory panels and its follow up in stores, maintenance of Quality and Food Safety Certifications, and continuous improvement of Quality management and data analysis tool.

Human Resources – Responsible for defining the strategy and global policies of human resources that contribute to keep being a benchmark employer, guiding its compliance in a sustainable way and safeguarding the uniqueness of the different countries in which the Group operates and the individual nature of the different Companies, aiming to positively impact the attraction and retention of talent through the promotion of best practices.

The activities that this functional division carried out in 2024 can be found in detail in “Own work force”.

Investor Relations – Responsible for the communication with investors – whether current shareholders or not, institutional and private, national and foreign – as well as with the analysts who formulate opinions and recommendations regarding Jerónimo Martins’ share price. It is also the responsibility of this Division to co-ordinate all matters related to the Portuguese financial markets regulator (CMVM).

The activities carried out by this functional division can be found in detail in points 56 and 58.

Institutional Relations – Responsible for implementing a strategy and maintaining relationships with the main sectoral organizations in which the Group’s companies participate. The focus of this Department is to serve the interests of the Group through its representation in organizations considered strategic and with which it wants to be involved in their agendas. For this purpose, it coordinates and internally promotes the active participation of the corporate functional areas (Sustainability, Environment, Food and Non-Food Quality, Legal, Financial/Treasury, Tax and Human Resources) in the different activities of the various organizations.

In 2024, the Department continued to reformulate its organization, with a view to being effective in managing short-term dossiers, i.e., in dossiers that are in the process of being consulted, or legislation about to be implemented, ensuring coordination with representatives of similar entities in Portugal, Poland and Colombia, respectively, APED, CIP, PoHid and FENALCO – as well as in the medium and long term – ensuring coordination with EuroCommerce and European Institutions.

Within the scope of the coordination efforts mentioned above, internal groups were set up to support representation in the sectoral organizations referred. The Institutional Relations Department also promoted a meeting between members from various companies and corporate areas of the Group and external guests, experts in EuroCommerce Committees, with the aim of sharing and debating information and to defining priorities and guidelines for external representation. It is also worth highlighting the participation of the representative of Jerónimo Martins as a member of the EuroCommerce Board of Directors, who continued to be closer to the European Union’s agenda and to provide in-depth monitoring of matters that impact the activities carried out by the Group.

Security Services – Responsible for the implementation of a security strategy in order to ensure the protection of employees, customers, values and assets of the Group. In this context, the Security division defines and coordinates the procedures in terms of protecting the safety of people and the Companies’ assets, always intervening in situations of theft, robbery and other illicit and/or violent activities perpetrated in the facilities or against employees of the Group.

The activity of the Security Services comprised 591 occurrences and security incidents, in addition to the 4194 requests for image recording, with the aim of preventing the protection of the Group’s values, the safety of assets, customers and employees in 2024, the interests of shareholders, as well as ensuring the improvement of the experience and the shopping environment in stores.

In 2024, 275 safety audits were carried out in Portugal (a significant increase of 19% compared to 2023), and the first steps were taken in the development of a security risk management platform for Recheio stores, which is expected to be consolidated in 2025 with the start of audits.

The expansion and development of companies at the level of the agribusiness has generated new challenges for the Security services in the four business areas in which it operates: dairy, agriculture, fruits and vegetables

The DSS technical team carried out 761 interventions in terms of monitoring, technological innovation and cyberprotection, as well as in the analysis and evaluation of the CCTV system – installation and repositioning of cameras and development of security projects in the Stores.

Information Security – Responsible for planning, implementing and maintaining an information security and cybersecurity management system in all Group Companies, based on risk management, incident prevention, detection, response and recovery.

Information security officers (ISO) in the geographies where the Group operates, as well as the technology security responsible, report to this division. Together they ensure the implementation of the information security strategy, compliance with applicable legislation in cybersecurity and internal Information Security Policies and Standards. They also support the respective Companies by assessing and mitigating cybersecurity risks of projects and activities.

In 2024, the main initiatives were security awareness and training of employees in cybersecurity, the strengthening of technical and human resources in prevention, detection and recovery of incidents, as well as resilience improvement of systems. New policies were issued, including a new Information Security Policy, as well as cybersecurity technical standards. This Division continued and reinforced its cooperation with national cybersecurity authorities in Portugal, Poland and Colombia.

Information Technology – Its mission is to create value for the Group by leading IT adoption and innovation and by delivering effective IT solutions for every business unit. This Division is divided between global teams, which provide services to several companies in the Group, and local teams that provide services to just one company.

The global team is responsible for i) defining and implementing the Group’s global information technology strategy; ii) promoting technology-based innovation and for aligning and ensuring synergy on IT policies, systems and processes; iii) promoting agility and autonomy in the IT areas of each company to improve productivity; and iv) to follow the activities of the different businesses and incorporate their relevant goals into decision-making within the Division.

In 2024, the global area completed the implementation of two significant global projects, the “Hello JM” HR solution, with the roll-out in Portugal and Slovakia, and the implementation of the “ServiceNow” service management tool for the IT services component.

Another major initiative was the internalization of IT infrastructure management services in Portugal, which were outsourced.

At the same time, ongoing efforts to update and modernize our systems technologically continued. The use of cloud infrastructure has also grown significantly, and it is now the preferred infrastructure solution for our companies’ mobile applications and data analytics ecosystem.

In addition, constant work was carried out by the teams to keep infrastructures and systems functional and secure, replacing and upgrading obsolete on-premise hardware.

In 2024, the user-tests of various Artificial Intelligence tools continued, with due support and technological integration from IT teams.

In the year under review, and although the Company used effective technological solutions to assist in the preparation and management of meetings of its corporate bodies, namely meetings of the Board of Directors and General Meeting, Artificial Intelligence mechanisms were not used as a decision-making tool by its corporate bodies.

Finance Transformation and Reporting – Responsible for optimizing and automating financial processes and tasks, aiming for its modernization and best practices alignment, alongside with the adaptation of systems and technological solutions of support.

Together with the Finance Transformation team, also integrates the Consolidation and Accounting areas, responsible for the preparation of consolidated financial information in order to comply with statutory and legal obligations and for supporting the Board of Directors by implementing and monitoring the policies and the accounting principles adopted by the Group.

It also supervises the financial reporting of the different Group Companies to ensure that it conforms to the standards, supporting the Companies in the accounting assessment of non-recurrent transactions, as well as restructuring and expansion operations.

In 2024, continued the automation of financial reports, as well as the standardizing administrative and accounting processes, following the implementation of the Financial Shared Services Center for the accounting area. A procurement process was carried out to acquire a new Consolidation and financial reporting solution, which the design and implementation phase was initiated in the second half of the year.

It also ensured compliance with the financial reporting of 2023, in what regards the IFRS (International Financial Reporting Standards), as well as the guidelines issued by ESMA (European Securities and Markets Authority), with regard to the priorities defined for the 2023 annual reports.

Operational Areas

The organisational structure of Jerónimo Martins is aimed mainly at ensuring specialisation in the Group’s various businesses by creating geographical areas and operational areas, thus guaranteeing the required proximity to the different markets.

The Food Distribution business is divided into geographical areas – Portugal, Poland and Colombia – and within those countries then further divided into operational areas. In Portugal there are two operational areas: Pingo Doce (supermarkets) and Recheio (cash & carry), which encompasses the food service division through Recheio Masterchef. In Poland there is the operational unit Biedronka (food stores), having, in 2024, continued with the preparation of the expansion of this brand to Slovakia, which culminated with the opening of the first stores at the beginning of March 2025. In Colombia it has Ara (food stores).

Within the Group’s portfolio there is also a business segment devoted to Specialised Retail, existing in Portugal the operational areas Jeronymo (cafeterias) and Hussel (chocolates and confectionery shops) and Hebe in Poland (health and beauty retail) which also operates in Czechia (via e-commerce and with three stores, two of which opened in 2024) and in Slovakia (via e-commerce and with two stores opened in 2024).

The Group has made investments in the agro business area, starting its activity in areas such as dairy products, beef and aquaculture in Portugal and, in the case of aquaculture, also in Morocco, with a special focus in the protection and differentiation of the supply chain from the operations of Food Distribution. It also holds a relevant investment in Andfjord Salmon, a company that produces salmon in Norway in an innovative and sustainable way.