Governance

Growing our business, the smarter way

We are creating sustainable value for our stakeholders, operating with integrity, transparency and responsible governance.

We have developed a robust framework for ESG practices to address increasing customer demands and navigate regulatory challenges in the EU and the UK. The commitment to our sustainability approach instils confidence in our ability to adapt and thrive in the future.

10%

The Board met the diversity targets outlined in the FTSE Women Leaders Review and the Parker Review, and they set a 10% ethnic diversity target by FY2027 for the Executive Committee and direct reports, with succession plans developed and agreed.

4.6 out of 5

Our continued efforts to improve our service by fostering a customer-centric culture have resulted in the Group’s customer experience rating increasing to 4.6 out of 5 and a NPS score of 64, which is considered excellent for our industry.

A full description of our governance structures can be found in the ‘Sustainable governance’ section. Here we highlight the actions of the Sustainability committee in FY2025.

We established our first Sustainability Committee in FY2023, chaired by the CFO and supported by our Head of ESG. The Committee comprises senior representatives from across the organisation. The Chair of the Committee serves as a direct link between the Committee and the Board in delivering the sustainability programme. The Sustainability Committee met four times during the year. Its goal is to assess the significant issues affecting our ability to generate economic, environmental, and social value. The Sustainability Committee evaluates the steps to address significant risks and opportunities and recommends alternative programmes to improve social and environmental performance.

Committee responsibilities	FY2025 Actions
Evaluate the material issues that impact our ability to create economic, environmental and social value.	• Approved the double materiality assessment programme and deliverables. • Analysed the strategically significant issues captured as part of the early DMA information gathering process. • Reviewed the ESG communication plan for the organisational-wide socialising of the ESG Framework.
Review the approaches adopted to systematically address material risks and opportunities, and propose alternative programmes of activity, to improve social and environmental performance.	• Fully briefed on the people strategy, inclusive of work programmes for: health and safety, wellbeing & recognition, DE&I and early careers and technical training. • Updated on the outputs of the Data and Motility working group, including the methodology to assess service vehicle suitability and changes to Scope 3 measurement.
Evaluate the degree of progress being made to achieve stated commitments, targets and positive sustainability outcomes.	• Considered the appropriateness of the methodologies to be used to set the new carbon reduction targets • Approved the formulation of a new working group, aimed at reducing the environmental impact of vehicle accident repair. Updated on the ESG programs in Spain aimed at advancing ESG commitments.

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Commitment

Ensure effective Board oversight of ESG matters, including integration into strategic decision-making processes and risk management.

FY2024: The progress we made this year
1. The Board reviewed and evaluated the new ESG commitments for final approval.
2. The Board’s focus on employee engagement remained strong, especially on the Group’s updated strategic framework, purpose, and new corporate brand and name.
3. The CFO is responsible for supervising the company’s efforts to address climate change, leading the Sustainability Committee, and providing the Board with regular updates on the strategic implementation of ESG.
4. The company adopted the recommendations of the 2023 Parker Review to increase the participation of ethnically diverse colleagues at the Executive Committee level and among their direct reports.
5. The Board assessed the Group’s risk management approach and conducted in-depth reviews of the principal risks.
FY2025: What we plan to do
- The Board has approved a 2023 Parker Review-related target of achieving 10% ethnically diverse representation at the Executive Committee level and their direct reports by FY2027. The Nominations Committee will monitor progress towards this target annually.
- In FY2025, the Committee intends to continue reviewing the Board’s succession plans to ensure that the Board continues to operate effectively and add value to the Group.
Visit our Sustainability Governance page for a summary of ZIGUP’s governance structure and responsibilities and committee terms of reference.
Commitment

Reinforce sustainable value creation within our strategy, linking this to remuneration targets and outcomes

FY2024: The progress we made this year
- As a testament to our unwavering commitment to long-term value creation, sustainability goals were again integrated into the CEO and CFO’s FY2024 annual bonus targets. 25% of the CEO’s and the CFO’s bonuses were tied to strategic/non-financial objectives, including:-:-
  - Energy efficiency improvements and EV Charging infrastructure.
  - Scope 1 and 2 GHG emission reduction.
  - Maintaining organic growth through branch extensions.
  - Developing new strategic pillars.
- In addition to featuring in the CEO and CFO’s bonus targets, sustainability goals were also incorporated in senior business leaders’ objectives.
FY2025: What we plan to do
- Develop an approach that facilitates the translation of the ESG commitments into individuals’ annual performance objectives and development plans.
Report of the remuneration committee can be found on pages 110 to 122 of the FY2024 Annual Report and Accounts.
Commitment

Build trust with stakeholders through an operating environment and compliance framework that fosters ethical and responsible behaviour across the Group.

FY2024: The progress we made this year
- The Sustainability Committee met on six occasions in the year. Key outcomes of the committee included the approval of ESG commitments, policies covering environmental and social matters, and support for developing a communication and engagement plan.
- We developed a Group Policy Framework and updated key ESG policies to support a more unified approach to governance.
- The Group has a formal whistleblowing policy and procedures ensuring every employee can have a voice and a means to raise concerns to the Group. The Chairman of the Audit Committee is responsible for managing any reports; in FY2024, no matters were identified as sufficiently material to be escalated for their attention.
- The Financial Conduct Authority (FCA) Consumer Duty came into force in July 2023. We undertook training across appropriate parts of our organisation and enhanced our management information to view customer outcomes better and drive continuous improvement.
FY2025: What we plan to do
- Publish revised governance policies for Antibribery and Corruption and Whistleblowing, with supporting communication and training programmes
- Antibribery and Corruption Policy
- Whistleblowing policy
Commitment

Communicate clearly and effectively with customers to ensure we understand their needs and expectations. Foster a customer-centric culture that continually improves the customer experience and drives positive outcomes.

FY2024: The progress we made this year
- Northgate UK produced a ‘Customer First’ charter with a supporting delivery programme. The initiative, led by a team of ‘Customer First’ champions, included training, process improvement workshops, and an award scheme aimed at recognising and rewarding excellence in customer service.
- The Customer Experience rating across the Group was 4.2 (-0.2pt), with the Recommend Our Service rating at 89% (+3ppt)
- While the Group customer experience score reduced marginally, it was pleasing to see an increase in score within UK&I from 3.9 to 4.7 following the launch of the Customer First initiative.
- Northgate Spain received the Excelente quality endorsement stamp from the Madrid Government. The seal is awarded to companies committed to excellence in management, innovation, environmental and social sustainability, and customer satisfaction.
FY2025: What we plan to do
- Northgate UK will expand its customer touchpoint surveys to cover all points in the customer journey. This will enable them to monitor, maintain, and accelerate their efforts to manage customer satisfaction and proactively address dissatisfaction.
- Our Spanish operations are creating B2B and B2C customer journeys, to enable the identification of pain points and action plans to improve our service.
Commitment

Engage with our stakeholder groups to deliver long-term value aligned with their expectations. Maintain accountability by reporting on the inward and outward financial, social and environmental impacts of our operations.

FY2024: The progress we made this year
- ZIGUP, as an active member of the UK industry body BVRLA, supported the launch of their 2024 Zero Emission Van Plan, which included an ask of Government to increase fiscal support for eLCV’s.
- Spain produced its first State of Non-Financial Information report, referred to as EINF, in which they provided information about their performance in non-financial aspects, such as environmental sustainability, social responsibility, and diversity and inclusion.
- The use of 3rd party sustainability assurance was expanded to cover Group Scope 3 carbon emissions and the EINF report in Spain.
- For the fourth year running, the Group conducted its employee ‘Have Your Say Survey’. 82% of our people indicated their belief that the Group is in a strong position to succeed and grow, and 87% of our people were proud of the services they provide to our customers.
- The Employee Engagement Forum, chaired by a senior member of the Executive Committee, met twice during the year and discussed the results of the colleague survey, reward, learning and development, our apprenticeship programmes and supporting the health and wellbeing of our workforce.
FY2025: What we plan to do
- We will conduct a thorough double materiality assessment to determine which sustainability issues are most important to ZIGUP and our stakeholders from both internal and external perspectives.
- We will be developing and deploying an ESG data collection and reporting platform, which will help us meet increasing mandatory corporate reporting requirements.
- Continue to expand the scope of Sustainability Assurance across the Group to cover a greater breadth of ESG data and information.

Growing our business, the smarter way

Commitment

FY2024: The progress we made this year

FY2025: What we plan to do

Commitment

FY2024: The progress we made this year

FY2025: What we plan to do

Commitment

FY2024: The progress we made this year

FY2025: What we plan to do

Commitment

FY2024: The progress we made this year

FY2025: What we plan to do

Commitment

FY2024: The progress we made this year

FY2025: What we plan to do