iso4217:EURiso4217:EURxbrli:shares259400T6ZDQIMDBGDN422024-01-012024-12-31259400T6ZDQIMDBGDN422023-01-012023-12-31259400T6ZDQIMDBGDN422024-12-31259400T6ZDQIMDBGDN422023-12-31259400T6ZDQIMDBGDN422022-12-31259400T6ZDQIMDBGDN422023-12-31ifrs-full:IssuedCapitalMember259400T6ZDQIMDBGDN422023-12-31amrest:ReservesMember259400T6ZDQIMDBGDN422023-12-31ifrs-full:RetainedEarningsMember259400T6ZDQIMDBGDN422023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember259400T6ZDQIMDBGDN422023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember259400T6ZDQIMDBGDN422023-12-31ifrs-full:NoncontrollingInterestsMember259400T6ZDQIMDBGDN422024-01-012024-12-31ifrs-full:IssuedCapitalMember259400T6ZDQIMDBGDN422024-01-012024-12-31amrest:ReservesMember259400T6ZDQIMDBGDN422024-01-012024-12-31ifrs-full:RetainedEarningsMember259400T6ZDQIMDBGDN422024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember259400T6ZDQIMDBGDN422024-01-012024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember259400T6ZDQIMDBGDN422024-01-012024-12-31ifrs-full:NoncontrollingInterestsMember259400T6ZDQIMDBGDN422024-12-31ifrs-full:IssuedCapitalMember259400T6ZDQIMDBGDN422024-12-31amrest:ReservesMember259400T6ZDQIMDBGDN422024-12-31ifrs-full:RetainedEarningsMember259400T6ZDQIMDBGDN422024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember259400T6ZDQIMDBGDN422024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember259400T6ZDQIMDBGDN422024-12-31ifrs-full:NoncontrollingInterestsMember259400T6ZDQIMDBGDN422022-12-31ifrs-full:IssuedCapitalMember259400T6ZDQIMDBGDN422022-12-31amrest:ReservesMember259400T6ZDQIMDBGDN422022-12-31ifrs-full:RetainedEarningsMember259400T6ZDQIMDBGDN422022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember259400T6ZDQIMDBGDN422022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember259400T6ZDQIMDBGDN422022-12-31ifrs-full:NoncontrollingInterestsMember259400T6ZDQIMDBGDN422023-01-012023-12-31ifrs-full:IssuedCapitalMember259400T6ZDQIMDBGDN422023-01-012023-12-31amrest:ReservesMember259400T6ZDQIMDBGDN422023-01-012023-12-31ifrs-full:RetainedEarningsMember259400T6ZDQIMDBGDN422023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember259400T6ZDQIMDBGDN422023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember259400T6ZDQIMDBGDN422023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
AmRest Group
Consolidated annual report 2024
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_2.jpg
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_3.jpg
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_4.jpg
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_5.jpg
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_6.jpg
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2020
  Consolidated Financial
          Statement   
              for the year ended 31 December 2024 
      AmRest Group
          26 February 2025
Opinion CONSOL 31-12-24-AmRest (EN)_Page_7.jpg
Consolidated Financial
Statements
for the year ended 31 December 2024
AmRest Group
26 February 2025
TAG.png
AMREST GROUP Consolidated Financial Statements
for the the year ended 31 December 2024
Contents
Consolidated income statement for the year ended 31 December 2024..............................................................................................................
Consolidated statement of comprehensive income for the year ended 31 December 2024 .............................................................................
Consolidated statement of financial position as at 31 December 2024 ................................................................................................................
Consolidated statement of cash flows for the year ended 31 December 2024 ...................................................................................................
Consolidated statement of changes in equity for the year ended 31 December 2024 .......................................................................................
Notes to the Consolidated Financial Statements ......................................................................................................................................................
1.  General information on AmRest Group .........................................................................................................................................................
2.  Group Structure ................................................................................................................................................................................................
3.  Basis of preparation ........................................................................................................................................................................................
4.  Use of judgements and estimates ..................................................................................................................................................................
5.  Segment reporting ............................................................................................................................................................................................
6.  Revenues ...........................................................................................................................................................................................................
7.  Operating costs and losses .............................................................................................................................................................................
8.  Other operating income and expenses .........................................................................................................................................................
9.  Finance income and costs ...............................................................................................................................................................................
10.  Income taxes ...................................................................................................................................................................................................
11.  Property, plant and equipment ......................................................................................................................................................................
12.  Leases ..............................................................................................................................................................................................................
13.  Intangible assets .............................................................................................................................................................................................
14.  Goodwill ............................................................................................................................................................................................................
15.  Net impairment of non-financial assets .......................................................................................................................................................
16.  Trade and other receivables .........................................................................................................................................................................
17.  Cash and cash equivalents ...........................................................................................................................................................................
18.  Other assets ....................................................................................................................................................................................................
19.  Equity ................................................................................................................................................................................................................
20.  Non-controlling interests ................................................................................................................................................................................
21.  Earnings per share .........................................................................................................................................................................................
22.  Loans and borrowings ....................................................................................................................................................................................
23.  Share-based payments ..................................................................................................................................................................................
24.  Employee information ....................................................................................................................................................................................
25.  Provisions ........................................................................................................................................................................................................
26.  Trade payables and other liabilities ............................................................................................................................................................
27.  Financial instruments .....................................................................................................................................................................................
28.  Tax risks and uncertain tax positions ...........................................................................................................................................................
29.  Future commitments and contingent liabilities ...........................................................................................................................................
30.  Assets held for sale and discontinued operations .....................................................................................................................................
31.  Transactions with related entities .................................................................................................................................................................
32.  Audit fees .........................................................................................................................................................................................................
33.  Events after the reporting period ..................................................................................................................................................................
34.  Material accounting policies ..........................................................................................................................................................................
a.  Basis of consolidation ............................................................................................................................................................................
b.  Foreign currency .....................................................................................................................................................................................
c.  Non-current assets held for sale and discontinued operations ........................................................................................................
d.  Revenues .................................................................................................................................................................................................
e.  Government grants .................................................................................................................................................................................
f.  Income tax .................................................................................................................................................................................................
g.  Leases ......................................................................................................................................................................................................
h.  Property, plant and equipment ..............................................................................................................................................................
i.  Franchise, license agreements and other fees ...................................................................................................................................
j.  Intangible assets ......................................................................................................................................................................................
k.  Goodwill ....................................................................................................................................................................................................
l.  Impairment of non-financial assets ........................................................................................................................................................
m.  Investment properties ............................................................................................................................................................................
n.  Inventories ...............................................................................................................................................................................................
o.  Cash and cash equivalents ...................................................................................................................................................................
p.  Financial assets ......................................................................................................................................................................................
q.  Financial liabilities ...................................................................................................................................................................................
r.  Derivative financial instruments and hedge accounting ....................................................................................................................
s.  Share-based payments and employee benefits .................................................................................................................................
t.  Provisions ..................................................................................................................................................................................................
u.  Equity ........................................................................................................................................................................................................
36.  Standards issued but not yet effective ........................................................................................................................................................
Signatures of the Board of Directors ....................................................................................................................................................................
5
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Consolidated income statement for the year ended 31 December 2024
YEAR ENDED
Note
31 December 2024
31 December 2023
Continuing operations
Restaurant sales
5,6
2,397.0
2,265.9
Franchise and other sales
159.3
165.7
Total revenue
5 ,6
2,556.3
2,431.6
Restaurant expenses:
  Food and merchandise
7
(656.3)
(644.3)
  Payroll and other employee benefits
7
(606.4)
(555.3)
  Royalties
7
(121.3)
(112.5)
  Occupancy, depreciation and other operating expenses
7
(725.1)
(682.4)
Franchise and other expenses
7
(124.1)
(128.9)
Gross Profit
323.1
308.2
General and administrative expenses
7
(176.8)
(170.6)
Net impairment losses on financial assets
27
(1.3)
(2.6)
Net impairment losses on non-financial assets
15
(50.9)
(38.6)
Other operating income/expenses
8
24.1
7.1
Profit/loss from operations
118.2
103.5
Finance income
9
3.7
9.0
Finance costs
9
(87.5)
(63.5)
Profit/loss before tax
34.4
49.0
Income tax expense
10
(20.9)
(4.6)
Profit/loss for the period from continuing operations
13.5
44.4
Discontinued operations
Profit/loss for the period from discontinued operation
30
-
6.5
Profit/loss for the period
13.5
50.9
Attributable to:
Shareholders of the parent
8.5
44.9
Non-controlling interests
5.0
6.0
YEAR ENDED
Note
31 December 2024
31 December 2023
Earnings per share for profit/loss from continuing operations
attributable to the ordinary equity holders of the company:
Basic earnings per ordinary share in EUR
21
0.04
0.18
Diluted earnings per ordinary share in EUR
21
0.04
0.18
Earnings per share for profit/loss attributable to the ordinary
equity holders of the company:
Basic earnings per ordinary share in EUR
21
0.04
0.21
Diluted earnings per ordinary share in EUR
21
0.04
0.21
The above consolidated income statement should be read in conjunction with the accompanying notes.
6
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Consolidated statement of comprehensive income for the year ended
31 December 2024
YEAR ENDED
Note
31 December 2024
31 December 2023
Profit/loss for the period
13.5
50.9
Other comprehensive income/loss
Exchange differences on translation of disposed operation
-
(8.4)
Exchange differences reclassified on loss of control
30
-
28.6
Exchange differences on translation of foreign operations
(2.8)
(7.1)
Net investment hedges
19
0.5
9.5
Income tax related to net investment hedges
19
-
(1.7)
Other comprehensive income/loss for the period
(2.3)
20.9
Total comprehensive income/loss for the period
11.2
71.8
Attributable to:
Shareholders of the parent
6.2
65.5
Non-controlling interests
5.0
6.3
Total comprehensive income/loss for the period attributable to
owners arises from:
Continuing operations
11.2
45.1
Discontinued operations
-
26.7
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
7
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Consolidated statement of financial position as at 31 December 2024
Note
31 December 2024
31 December 2023
Assets
Property, plant and equipment
11
649.6
580.4
Right-of-use assets
12
896.3
825.6
Goodwill
14
212.5
253.3
Intangible assets
13
238.2
236.7
Investment properties
18
1.2
1.2
Other non-current assets
18
24.3
23.0
Deferred tax assets
10
57.6
55.0
Total non-current assets
2,079.7
1,975.2
Inventories
18
33.1
34.9
Trade and other receivables
16 , 27
76.1
102.4
Income tax receivables
2.3
1.3
Other current assets
18
8.6
10.4
Cash and cash equivalents
17
139.6
227.5
Assets classified as held for sale
30
29.0
-
Total current assets
288.7
376.5
Total assets
2,368.4
2,351.7
Equity
Share capital
19
22.0
22.0
Reserves
19
170.8
174.1
Retained earnings
187.0
193.7
Translation reserve
19
(7.2)
(4.4)
Equity attributable to shareholders of the parent
372.6
385.4
Non-controlling interests
20
15.8
15.3
Total equity
388.4
400.7
Liabilities
Loans and borrowings
22 , 27
580.9
571.4
Lease liabilities
12
781.1
715.9
Provisions
25
17.9
17.8
Deferred tax liability
10
34.9
35.2
Other non-current liabilities and employee benefits
26
7.4
6.2
Total non-current liabilities
1,422.2
1,346.5
Loans and borrowings
22 , 27
36.5
52.5
Lease liabilities
12
188.8
171.1
Provisions
25
7.3
6.2
Trade payables and other liabilities
26
308.8
362.9
Income tax liabilities
6.5
11.8
Liabilities directly associated to assets held for sale
30
9.9
-
Total current liabilities
557.8
604.5
Total liabilities
1,980.0
1,951.0
Total equity and liabilities
2,368.4
2,351.7
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
8
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Consolidated statement of cash flows for the year ended 31 December 2024
YEAR ENDED
Note
31 December 2024
31 December 2023
Cash flows from operating activities
Profit/loss for the period
13.5
50.9
Adjustments for:
  Amortisation and depreciation
260.0
243.1
  Net interest expense
80.4
59.1
  Foreign exchange result
3.8
(4.0)
  Result on disposal of property, plant and equipment and intangibles
(0.6)
(0.9)
  Result on sale of discontinued operation
30
-
(3.5)
  Impairment of non-financial assets
50.9
38.6
  Share-based payments
7.2
6.0
  Tax expense
20.9
5.5
  Other
(1.1)
(1.9)
Working capital changes:
17
  Change in trade and other receivables and other assets
17.6
(14.0)
  Change in inventories
(1.0)
1.0
  Change in payables and other liabilities
(14.3)
8.3
  Change in provisions and employee benefits
0.7
0.7
Cash generated from operations
438.0
388.9
Income tax paid
(29.5)
(18.4)
Net cash from operating activities
408.5
370.5
Cash flows from investing activities
Net cash outflows on acquisition
(0.3)
(0.9)
Net proceeds from the sale of the business
30
-
61.6
Proceeds from the sale of property, plant and equipment, and
intangible assets
1.6
-
Purchase of property, plant and equipment
(207.1)
(185.9)
Purchase of intangible assets
(8.7)
(11.2)
Proceeds from investment property
-
3.4
Net cash from investing activities
(214.5)
(133.0)
Cash flows from financing activities
Purchase of treasury shares
(10.5)
(6.6)
Proceeds from loans and borrowings
22
42.5
615.4
Repayment of loans and borrowings
22
(51.6)
(636.6)
Payments of lease liabilities including interests paid
12
(179.0)
(168.8)
Transaction costs paid
22
(8.2)
(4.5)
Interest paid
22
(44.9)
(35.2)
Interest received
2.9
4.9
Dividends paid to equity holders of the parent
19
(15.2)
-
Dividends paid to non-controlling interest
(4.5)
(2.1)
Net cash from financing activities
(268.5)
(233.5)
Net change in cash and cash equivalents
(74.5)
4.0
Effect of foreign exchange rate movements
-
(6.1)
Balance sheet change of cash and cash equivalents
(74.5)
(2.1)
Cash and cash equivalents, beginning of period
227.5
229.6
Cash and cash equivalents presented in the statement of
financial position
17
139.6
227.5
Cash and cash equivalents presented as assets classified as
assets held for sale
30
13.4
-
Total cash and cash equivalents, end of period
153.0
227.5
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
9
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Consolidated statement of changes in equity for the year ended 31 December 2024
ATTRIBUTABLE TO THE SHAREHOLDERS OF THE PARENT
Note
Share capital
Reserves
Retained
earnings
Translation
reserve
Total
Non-
controlling
interest
Total
equity
As of 1 January 2024
22.0
174.1
193.7
(4.4)
385.4
15.3
400.7
Profit/loss for the period
-
-
8.5
-
8.5
5.0
13.5
Other comprehensive income/loss
-
0.5
-
(2.8)
(2.3)
-
(2.3)
Total comprehensive income/loss
-
0.5
8.5
(2.8)
6.2
5.0
11.2
Dividends paid to equity holders of the parent
19
-
-
(15.2)
-
(15.2)
-
(15.2)
Dividends to non-controlling interests
19
-
-
-
-
-
(4.5)
(4.5)
Purchases of treasury shares
19
-
(10.5)
-
-
(10.5)
-
(10.5)
Share-based payments
19
-
6.7
-
-
6.7
-
6.7
As of 31 December 2024
22.0
170.8
187.0
(7.2)
372.6
15.8
388.4
ATTRIBUTABLE TO THE SHAREHOLDERS OF THE PARENT
Note
Share capital
Reserves
Retained
earnings
Translation
reserve
Total
Non-
controlling
interest
Total
equity
As of 1 January 2023
22.0
166.5
148.8
(17.2)
320.1
11.1
331.2
Profit/loss for the period
-
-
44.9
-
44.9
6.0
50.9
Other comprehensive income/loss
-
7.8
-
12.8
20.6
0.3
20.9
Total comprehensive income/loss
-
7.8
44.9
12.8
65.5
6.3
71.8
Dividends to non-controlling interests
19
-
-
-
-
-
(2.1)
(2.1)
Purchases of treasury shares
19
-
(6.6)
-
-
(6.6)
-
(6.6)
Share-based payments
19
-
6.4
-
-
6.4
-
6.4
As of 31 December 2023
22.0
174.1
193.7
(4.4)
385.4
15.3
400.7
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
10
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Notes to the Consolidated Financial Statements
1.  General information on AmRest Group
AmRest Holdings SE (“The Company”, “AmRest”) was incorporated in the Netherlands in October 2000. Since 2008 the
Company operates as European Company (Societas Europaea, SE). The company is domiciled in Spain.
Paseo de la Castellana 163, 28046 Madrid, Spain is the Company’s registered office as of 31 December 2024 and has
not changed during the year 2024.
Hereinafter the Company and its subsidiaries shall be referred to as the “Group” or “AmRest Group”.
The shares of AmRest Holdings SE are listed in the Warsaw Stock Exchange (“WSE”) and in all four Spanish stock
exchanges through the Spanish Automated Quotation System (Sistema de Interconexión Bursátil – SIBE).
The Group is the largest independent chain restaurant operator in Central and Eastern Europe. The Group is also
conducting its operations in Western Europe and China. The Group’s principal place of business is Europe.
The Group operates Kentucky Fried Chicken (“KFC”), Pizza Hut (“PH”), Burger King (“BK”) and Starbucks (“SBX”)
restaurants through its subsidiaries in Poland, the Czech Republic (hereinafter Czechia), Hungary, Slovakia, Serbia,
Croatia, Bulgaria, Romania, Germany, France, Austria, Slovenia and Spain, on the basis of franchise rights granted.
Starting from October 2016 the Group as a master-franchisee has the right to grant a license to third parties to operate
Pizza Hut Express and Pizza Hut Delivery restaurants (sub-franchise) in countries of Central and Eastern Europe, while
ensuring a certain share of restaurants operated directly by AmRest. Since November 2024, AmRest does not operate
Pizza Hut restaurants in the French market. In December 2024 the Group signed an agreement to separate the business
operations with SCM Sp. z o.o. (“SCM”) that is a majority owned subsidiary. In 2023 AmRest sold its KFC business in
Russia. Further details are presented in note 30.
In Spain, Portugal and Andorra the Group operates its own brand La Tagliatella. In China the Group operates its own
brand Blue Frog. Both businesses are based on operating equity and franchise restaurants supported by the central
kitchens located in Spain (La Tagliatella) and in China (Blue Frog) that produce and deliver products to the whole
network.
In 2018 the Group acquired the Bacoa and Sushi Shop brands, as a result of which it operates licensed restaurants in
Spain (Bacoa) and proprietary and franchise Sushi Shop restaurants in France, Belgium, Spain, Switzerland, United
Kingdom, Luxembourg, United Arab Emirates and Saudi Arabia. Bacoa is a primarily premium burger concept in Spain
and Sushi Shop is one of the major operators of the European chains of restaurants for sushi, sashimi and other
Japanese specialties.
The table below summarizes key types of AmRest Group activities including area of that activities and a franchisor name
(if applicable) as of 31 December 2024.
ACTIVITY PERFORMED THROUGH OWN BRANDS
Brand
Franchisor
Area of the activity
La Tagliatella
Own brand
Spain, Portugal
Blue Frog
Own brand
China
Sushi Shop
Own brand
France, Spain, Switzerland, Luxembourg, UK
ACTIVITY WHERE AMREST IS A FRANCHISOR (OWN BRAND OR BASED ON MASTER-FRANCHISE AGREEMENTS)
Brand
Franchisor
Area covered by the agreement
La Tagliatella
Own brand
Spain, Andorra
Blue Frog
Own brand
China
Sushi Shop
Own brand
France3, Belgium, United Arab Emirates, Saudi Arabia, UK
Bacoa1
Own brand
Spain
Pizza Hut Express, Delivery
Pizza Hut Europe Limited, Pizza Hut Europe
S.a.r.l
Hungary, Czechia, Poland, Slovakia, Slovenia
ACTIVITY WHERE AMREST IS A FRANCHISEE
Brand
Franchisor
Area covered by the agreement
KFC
YUM! Restaurants Europe Limited and its
affiliates  and ISHKFC GmbH
Poland, Czechia, Hungary, Bulgaria, Serbia, Croatia,
Spain, Germany, France, Austria, Slovenia
Pizza Hut Dine-In
Pizza Hut Europe Limited
Poland
Pizza Hut Express, Delivery
Pizza Hut Europe Limited
Poland, Czechia, Hungary, Slovakia
Burger King
Burger King Europe GmbH, Rex Concepts BK
Poland S.A,and Rex Concepts BK Czech S.R.O.
Poland, Czechia, Bulgaria, Slovakia, Romania
Starbucks 2
Starbucks Coffee International, Inc/Starbucks
EMEA Ltd., Starbucks Manufacturing EMEA B.V.
Poland, Czechia, Hungary, Romania, Bulgaria, Germany,
Slovakia, Serbia
1)  Bacoa restaurants are currently operated under trademark license agreements.
2) AmRest, through AmRest Sp. z o.o. owns 82% and Starbucks owns 18% of the share capital of the companies in Poland (AmRest Coffee Sp. z o.o),
Czechia (AmRest Coffee s.r.o.) and Hungary (AmRest Kavezo Kft.). Upon occurrence of an event of default, both AmRest and Starbucks (as the case
may be, acting as non-defaulting shareholder) will have the option to purchase all of the shares of the other shareholder (the defaulting shareholder) in the
terms and conditions foreseen in the corresponding agreements. In the event of a deadlock, Starbucks will have, in the first place, the option to purchase
all the shares of AmRest and, if Starbucks does not exercise that option, AmRest will have the option to purchase all the shares of Starbucks, in the terms
and conditions foreseen in the corresponding agreements. In the event of a change of control in AmRest Holdings, Starbucks will have the right to
increase its participation in each of the companies up to 100%.
3) In October 2024, 21 franchisees of the French network sued Sushi Shop Management before the Paris Commercial Court, accusing it of contractual
breaches with respect to supplies, communication, know-how and assistance provided, which in their view are grounds for a request for the judicial
termination of their franchise agreements. Sushi Shop Management formally denies all the allegations made against it. Given the current state of the
dispute, there is a significant risk that some of these franchisees will leave the franchise network in the near future.
11
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Where AmRest acts as a franchisee, the agreements are signed for individual restaurants to operate under a franchised
brand. The majority of the agreements are entered into for a 10-year period with the possibility of further extension. Under
the agreements AmRest is required to pay an agreed initial fee when the restaurant opens, and variable royalties and
marketing fees.
AmRest operates Starbucks stores under license agreements entered into per each country where the brand is present.
2.  Group Structure
As of 31 December 2024 , the Group comprised the following subsidiaries:
Company name
Registered office
Parent/non-controlling undertaking
Owner-ship interest
and total vote
Date of effective control
Holding activity
AmRest TAG S.L.U.
Madrid, Spain
AmRest Sp. z o.o.
100.00%
March 2011
AmRest China Group PTE Ltd
Singapore
AmRest Holdings SE
100.00%
December 2012
Bigsky Hospitality Group Ltd
Hong Kong, China
AmRest China Group PTE Ltd
100.00%
December 2012
New Precision Ltd
Birkirkara, Malta
AmRest China Group PTE Ltd
100.00%
December 2012
Horizon Consultants Ltd.
Birkirkara, Malta
AmRest China Group PTE Ltd
100.00%
December 2012
GM Invest SRL
Brussels, Belgium
AmRest TAG S.L.U.
100.00%
October 2018
Sushi Shop Group SAS
Courbevoie, France
GM Invest SRL
9.47%
October 2018
AmRest TAG S.L.U.
90.53%
AmRest France SAS
Courbevoie, France
AmRest Holdings SE
100.00%
December 2018
Sushi Shop Management SAS
Courbevoie, France
Sushi Shop Group SAS
100.00%
October 2018
Sushi Shop Luxembourg SARL
Luxembourg
Sushi Shop Group SAS
100.00%
October 2018
Sushi Shop Switzerland SA
Fribourg, Switzerland
Sushi Shop Management SAS
100.00%
October 2018
Restaurant, franchise and master-franchise activity
AmRest Sp. z o.o.
Wroclaw, Poland
AmRest Holdings SE
100.00%
December 2000
AmRest s.r.o.
Prague, Czechia
AmRest Holdings SE
100.00%
December 2000
AmRest Kft
Budapest, Hungary
AmRest Sp. z o.o.
100.00%
June 2006
AmRest Coffee Sp. z o.o.
Wroclaw, Poland
AmRest Sp. z o.o.
82.00%
March 2007
Starbucks Coffee International,Inc.
18.00%
AmRest EOOD
Sofia, Bulgaria
AmRest Holdings SE
100.00%
April 2007
AmRest Coffee s.r.o.
Prague, Czechia
AmRest Sp. z o.o.
82.00%
August 2007
Starbucks Coffee International,Inc.
18.00%
AmRest Kávézó Kft
Budapest, Hungary
AmRest Sp. z o.o.
82.00%
 August 2007
Starbucks Coffee International,Inc.
18.00%
AmRest d.o.o.
Belgrade, Serbia
AmRest Sp. z o.o.
100.00%
October 2007
Restauravia Food S.L.U.
Madrid, Spain
AmRest TAG S.L.U.
100.00%
April 2011
Pastificio Service S.L.U.
Madrid, Spain
AmRest TAG S.L.U.
100.00%
April 2011
AmRest Adria d.o.o.
Zagreb, Croatia
AmRest Sp. z o.o.
100.00%
October 2011
AmRest GmbH i.l. 1
Cologne, Germany
AmRest TAG S.L.U.
100.00%
March 2012
AmRest Adria 2 d.o.o.
Ljubljana, Slovenia
AmRest Sp. z o.o.
100.00%
August 2012
Frog King Food&Beverage
Management Ltd
Shanghai, China
Bigsky Hospitality Group Ltd
100.00%
December 2012
Blue Frog Food&Beverage
Management (Shanghai) Ltd.
Shanghai, China
New Precision Ltd
100.00%
December 2012
Shanghai Kabb Western Restaurant
Ltd
Shanghai, China
Horizon Consultants Ltd.
100.00%
December 2012
AmRest Skyline GmbH i.l. 2
Cologne, Germany
AmRest TAG S.L.U.
100.00%
October 2013
AmRest Coffee EOOD
Sofia, Bulgaria
AmRest Sp. z o.o.
100.00%
June 2015
AmRest Coffee S.R.L.
Bucharest, Romania
AmRest Sp. z o.o.
100.00%
June 2015
AmRest Food S.R.L.
Bucharest, Romania
AmRest Sp. z o.o.
100.00%
July 2019
AmRest Coffee SK s.r.o.
Bratislava, Slovakia
AmRest s.r.o.
99.00%
December 2015
AmRest Sp. z o.o.
1.00%
AmRest Coffee Deutschland
Munich, Germany
AmRest Kaffee Sp. z o.o.
23.00%
May 2016
Sp. z o.o. & Co. KG
AmRest TAG S.L.U.
77.00%
AmRest DE Sp. z o.o. & Co. KG 5
Munich, Germany
AmRest Kaffee Sp. z o.o.
100.00%
December 2016
Kai Fu Food and Beverage
Management (Shanghai) Co. Ltd
Shanghai, China
Blue Frog Food&Beverage
Management Co. Ltd
100.00%
December 2016
LTP La Tagliatella Portugal, Lda
Lisbon, Portugal
AmRest TAG S.L.U.
100.00%
February 2017
LTP La Tagliatella II Franchise
Portugal, Lda 3
Lisbon, Portugal
AmRest TAG S.L.U.
100.00%
April 2019
AmRest AT GmbH
Vienna, Austria
AmRest Sp. z o.o.
100.00%
March 2017
AmRest Topco France SAS
Courbevoie, France
AmRest France SAS
100.00%
May 2017
AmRest Delco France SAS
Courbevoie, France
AmRest Topco France SAS
100.00%
May 2017
AmRest Opco SAS
Courbevoie, France
AmRest France SAS
100.00%
July 2017
AmRest Coffee SRB d.o.o.
Belgrade, Serbia
AmRest Holdings SE
100.00%
November 2017
AmRest Chamnord SAS
Courbevoie, France
AmRest Opco SAS
100.00%
March 2018
12
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Company name
Registered office
Parent/non-controlling undertaking
Owner-ship interest
and total vote
Date of effective control
AmRest SK s.r.o.
Bratislava, Slovakia
AmRest s.r.o.
100.00%
April 2018
AmRest Pizza GmbH 5
Munich, Germany
AmRest DE Sp. z o.o. & Co. KG
100.00%
June 2018
Sushi Shop Restauration SAS
Courbevoie, France
Sushi Shop Management SAS
100.00%
October 2018
Sushi House SA
Luxembourg
Sushi Shop Luxembourg SARL
100.00%
October 2018
Sushi Shop London Pvt LTD
London, UK
Sushi Shop Group SAS
100.00%
October 2018
Sushi Shop Belgique SA
Bruxelles, Belgium
Sushi Shop Group SAS
100.00%
October 2018
Sushi Shop Louise SA
Bruxelles, Belgium
Sushi Shop Belgique SA
100.00%
October 2018
Sushi Shop UK Pvt LTD
Charing, UK
Sushi Shop Group SAS
100.00%
October 2018
Sushi Shop Anvers SA
Bruxelles, Belgium
Sushi Shop Belgique SA
100.00%
October 2018
Sushi Shop Geneve SA
Geneva, Switzerland
Sushi Shop Switzerland SA
100.00%
October 2018
Sushi Shop Lausanne SARL
Lasanne, Switzerland
Sushi Shop Switzerland SA
100.00%
October 2018
Sushi Shop Madrid S.L.U.
Madrid, Spain
Sushi Shop Management SAS
100.00%
October 2018
Sushi Shop Zurich GMBH
Zurich, Switzerland
Sushi Shop Switzerland SA
100.00%
October 2018
Sushi Shop Nyon SARL
Nyon, Switzerland
Sushi Shop Switzerland SA
100.00%
October 2018
Sushi Shop Vevey SARL
Vevey, Switzerland
Sushi Shop Switzerland SA
100.00%
November 2019
Sushi Shop Fribourg SARL
Fribourg, Switzerland
Sushi Shop Switzerland SA
100.00%
November 2019
Sushi Shop Yverdon SARL
Yverdon, Switzerland
Sushi Shop Switzerland SA
100.00%
November 2019
Sushi Shop Morges SARL
Moudon, Switzerland
Sushi Shop Switzerland SA
100.00%
October 2020
AmRest Franchise Sp. z o.o.
Wrocław, Poland
AmRest Sp. z o.o.
100.00%
December 2018
Financial services and others for the Group
AmRest LLC
Wilmington, USA
AmRest Sp. z o.o.
100.00%
July 2008
AmRest Work Sp. z o.o.
Wroclaw, Poland
AmRest Sp. z o.o.
100.00%
March 2012
La Tagliatella SAS
Courbevoie, France
AmRest TAG S.L.U.
100.00%
March 2014
AmRest Kaffee Sp. z o.o.
Wroclaw, Poland
AmRest Sp. z o.o.
100.00%
March 2016
AmRest Estate SAS
Courbevoie, France
AmRest Opco SAS
100.00%
September 2017
AmRest Leasing SAS
Courbevoie, France
AmRest Opco SAS
100.00%
September 2017
AmRest Global S.L.U.
Madrid, Spain
AmRest Holdings SE
100.00%
September 2020
Supply services for restaurants operated by the Group
SCM Czech s.r.o.4
Prague, Czechia
SCM Sp. z o.o.
90.00%
March 2007
Ondrej Razga
10.00%
SCM Sp. z o.o.4
Warsaw, Poland
AmRest Sp. z o.o.
51.00%
October 2008
R&D Sp. z o.o.
33.80%
Beata Szafarczyk-Cylny
5.00%
Zbigniew Cylny
10.20%
AmRest Foodservice Sp. z o.o.6
Wroclaw, Poland
AmRest Sp. z o.o.
100.00%
December 2024
1) On 25 November 2016 AmRest TAG S.L.U., the sole shareholder of AmRest GmbH, decided to liquidate this company. The liquidation process has not
been finished up until the date of authorization of these consolidated financial statements.
2) On 12 October 2023 AmRest TAG S.L.U., the sole shareholder of AmRest Skyline GmbH, decided to liquidate this company. The liquidation process
has not been finished up until the date of authorization of these consolidated financial statements.
3)  On 31 October 2024  AmRest TAG S.L.U., the sole shareholder LTP La Tagliatella II Franchise Portugal Lda, decided to liquidate this company. On 18
February 2025 the company was deregistered.
4)  In December 2024, the Group signed an agreement that is subject to the fulfilment of certain conditions, which are expected to be met on or before 31
March 2025, and by means of which 51% of the shares which AmRest Sp. z o.o. holds in SCM Sp.z o.o. will be sold to R&D Sp. z o.o. Details in the note
30.
5) On 23 January 2025, the Court has registered the merger between AmRest DE Sp. z o.o. & Co. KG and AmRest Pizza GmbH.  From that date, AmRest
Pizza GmbH has ceased to exist. Yet, its rights and obligations were, from a trade law perspective and on the basis of the date of AmRest Pizza Gmbh’s
closing balance sheet, retroactively transferred to AmRest DE Sp. z o.o. & Co. KG as successor company effective from 1 October 2024.
6) On 3 December 2024 AmRest Sp. z o.o. acquired 100% shares of Gunsana Sp. z o.o. for the purchase price below EUR 0.1 million. In 2025 the name
of the company was changed to AmRest Foodservice Sp. z o.o. 
Other changes to the Group Structure that occurred in 2024:
on 27 January 2023 Sushi Shop Management SAS and VANRAY S.r.l., shareholders of Sushi Shop Milan SARL, decided to liquidate this
company. On 5 April 2024 the company was deregistered,
on 31 December 2023 AmRest Holdings SE, the sole shareholder of AmRest Acquisition Subsidiary Ltd, decided to liquidate this company. On
6 December 2024 the company was deregistered.
3.  Basis of preparation
These consolidated financial statements have been prepared in accordance with the International Financial Reporting
Standards as adopted by the European Union (“IFRS”) and other provisions of the financial reporting applicable in Spain.
These consolidated financial statements were authorised for issue by the Company’s Board of Directors on 26 February
2025.
Unless disclosed otherwise, the amounts in these consolidated financial statements are presented in euro (EUR),
rounded to full millions with one decimal place.
Details of the Group’s accounting policies are included in note 34.
The accounting policies adopted in the preparation of the consolidated financial statements are consistent with those
followed in the preparation of the Group’s annual consolidated financial statements for the year ended 31 December
2023 , except for the adoption of new standards, interpretations, and amendments to standards effective as of 1 January
2024, as described below and in the note 35. Several amendments and interpretations apply for the first time in 2024, but
do not have any material impact on the Group’s policies. The Group has not early adopted any other standard,
interpretation or amendment that has been issued but is not yet effective.
13
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The Group has prepared these consolidated financial statements on the basis that it will continue to operate as a going
concern.
4.  Use of judgements and estimates
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal
the actual results. Management also needs to exercise judgement in applying the Group’s accounting policies.
Estimates and judgments are continually verified, and are based on professional experience and various factors,
including expectations of future events, that are deemed to be justified in given circumstances. Revisions to estimates are
recognised prospectively. Actual results may differ from these estimates.
This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which
are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong.
Judgements
Determination of the lease term, whether the Group is reasonably certain to exercise extension or termination options
For a majority of contracts the Group holds options for extension/termination of the lease period, on specified conditions.
The Group’s practice is to assess the reasonableness of exercising options one year before the decision deadline,
because in that time all relevant facts and circumstances to make such a decision can be generally available. The Group
considers, for example, latest performance of the restaurant, brand strategy revised during budgeting process,
comparison of lease fees to the market average, length of the non-cancellable period of a lease and significance of
leasehold improvements recently undertaken (or expected to be undertaken).
The assessment of whether the Group is reasonably certain to exercise such options impacts the lease term, which
significantly affects the amount of lease liabilities and right-of-use assets recognised.
Assets held for sale
In December 2024, the Group signed an agreement to separate the business operations between the AmRest Group and
SCM Sp. z o.o. (“SCM”). SCM is a majority owned subsidiary. Based on an analysis of the facts and circumstances
related to the transaction, the Group assessed that the sale transaction is highly probable and the assets and liabilities of
the SCM business meet the criteria to be classified as held for sale. Consequently, the Group applied IFRS 5 for the
presentation and measurement of the assets and liabilities of that disposal group. Further details are presented in note
30.
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that
have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next
financial year, are described below. The Group based its assumptions and estimates on available parameters when the
consolidated financial statements were prepared. Existing circumstances and assumptions about future developments,
however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such
changes are reflected in the assumptions when they occur.
Impairment of non-financial assets including goodwill
Impairment losses are recognised whenever the carrying value of an asset or group of assets that are part of one cash
generating unit or a group of cash generating units exceeds its recoverable amount, which is the higher of its fair value
less costs of disposal and its value in use. The recoverable amount is determined based on a discounted cash flow (DCF)
models. The cash flows are derived from the budgets and forecasts. The recoverable amount is sensitive to the discount
rates used for the DCF model as well as the expected future growth margins, sales growths, and the growth rate used for
extrapolation purposes. Accounting policies for impairment testing of non-financial assets are disclosed in note 34. The
key assumptions used to determine the recoverable amount of the different CGUs, including a sensitivity analysis, are
disclosed and further explained in note 15.
Share-based payments
Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation
model, which depends on the terms and conditions of the grant. This estimation may also require determination of the
most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield,
and making assumptions about them. The assumptions and models used for estimating fair value for share-based
payment transactions are disclosed in note 23.
Recognition of provisions for potential tax obligations and uncertain tax provisions
Recognition of provision requires estimates of the probable outflows of resources embodying economic benefits and
defining the best estimates of the expenditures required to settle the present obligation at the end of the reporting period.
The Group operates in various tax jurisdictions. Regulations concerning VAT, corporate income tax and social contribution
charges are frequently amended. The applicable regulations may have unclear aspects, leading to differing opinions on
the legal interpretation of tax legislation among tax authorities and between these authorities and enterprises.
Tax reports and other matters (e.g. customs or foreign currency transactions) may be audited by authorities competent to
impose substantial penalties and fines, whereas any additional tax liabilities assessed during such audits have to be paid
together with interests. Consequently, the figures presented and disclosed in these consolidated financial statements may
change in the future if a final decision is issued by tax inspection authorities.
Details of current tax inspections open in Group entities are presented in note 28.
Taxes
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be
available against which the losses can be utilised. Significant management judgement is required to determine the
probability that in the future taxable profit will be available against which the deductible temporary difference can be
utilised. Details of deferred tax assets are disclosed in note 10.
14
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
International Tax Reform – Pillar Two Model Rules – Expected changes to income tax legislation
In 2021 an agreement was reached between 136 countries for a two-pillar approach to international tax reform (‘the
OECD agreement’). Amongst other things, Pillar Two seeks to apply a global minimum effective tax rate of 15%. The
OECD agreement is likely to see changes in corporate tax rates in a number of countries in the next few years.
By December 2024, all countries in which AmRest has entities have implemented Pillar Two regulations, with the
exception of China and the United States. Further details are disclosed in note 10.
Climate change: risk analysis and financial impacts
All companies face risks and opportunities arising from the climate and need to make strategic decisions in this area. The
impacts of climate risks on financial statements are broad and potentially complex, and will depend on the specific risks of
the sector. When the future is analysed, probability scenarios are presented where not only the physical consequences of
climate change are assessed, but also the changes in environmental regulations to face it.
Both physical risks and transitional risks pose a number of threats and opportunities to overall financial stability,
potentially influencing financial markets in the future. Climate risk has been incorporated into the estimates and
judgments in relation to the future used for accounting purposes, although they do not present significant differences with
those used in previous years.
5.  Segment reporting
AmRest as a Group of dynamic developing entities running operations in many markets and various restaurant business
segments is under constant analysis of the Board of Directors. The Board is also constantly reviewing the way business
is analysed and adjusts it accordingly to changes in the Group’s structure as a consequence of strategic decisions.
Group produces various reports, in which its business activities are presented in a variety of ways. Operating segments
are set on the basis of management reports used by the Board when making strategic decisions. The Board of Directors
analyses the Group’s performance by geographical breakdown in divisions described in the table below.
Own restaurant and franchise business is analysed in three operating segments presenting Group’s performance in
geographic breakdown. Geographical areas are identified based on the similarity of products and services, similar
characteristics of the production process and of the customer base, and economic similarities (i.e. exposure to the same
market risks). Fourth segment includes in general non-restaurant business. Details of the operations presented in each
segment are presented below:
Segment
Description
Central and Eastern Europe (CEE)
Restaurant operations and franchise activity in:
Poland – KFC, Pizza Hut, Starbucks, Burger King,
Czechia – KFC, Pizza Hut, Starbucks, Burger King,
Hungary – KFC, Pizza Hut, Starbucks,
Bulgaria – KFC, Starbucks, Burger King,
Croatia, Austria, Slovenia – KFC,
Slovakia – Starbucks, Pizza Hut, Burger King,
Romania – Starbucks, Burger King,
Serbia – KFC, Starbucks.
Western Europe
Restaurant operations together with supply chain and franchise activity in:
Spain – KFC, La Tagliatella, Sushi Shop, Bacoa,
France – KFC, Sushi Shop, Pizza Hut (until October 2024, when the franchise
agreement was early terminated),
Germany – Starbucks, KFC,
Portugal and Andorra – La Tagliatella,
Belgium, Switzerland, Luxembourg, United Kingdom and other countries with activities of
Sushi Shop.
China
Blue Frog operations in China.
Other
Segment Other includes global support functions such as e.g. Executive Team, Controlling, Global
Finance, IT, Global Human Resources, Treasury and Investors Relations. Segment Other also
includes expenses related to M&A transactions not finalised during the period, whereas expenses
related to finalised merger and acquisition are allocated to applicable segments. Additionally, Other
includes non-restaurant businesses performed by AmRest Holdings SE, SCM Sp. z o.o. and its
subsidiaries and other minor entities performing holding and/or financing services.
When analysing the results of particular business segments the Board of Directors draws attention primarily to EBITDA
reached, which is not an IFRS measure.
The segment information has been prepared in accordance with the accounting policies applied in these consolidated
financial statements.
Segment measures and the reconciliation to profit/loss from operations for the year ended 31 December 2024 and for the
comparative year ended 31 December 2023 is presented below.
15
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
YEAR ENDED
31 December 2024
CEE
Western
Europe
China
Other
Total
Restaurant sales
1,483.7
824.7
88.6
-
2,397.0
Franchise and other sales
0.8
73.8
3.8
80.9
159.3
Segment revenue
1,484.5
898.5
92.4
80.9
2,556.3
EBITDA
305.1
135.4
18.7
(28.8)
430.4
Depreciation and amortisation
143.1
97.7
18.1
1.1
260.0
Net impairment losses on financial assets
0.2
1.1
-
-
1.3
Net impairment losses on other assets
4.6
46.0
0.3
-
50.9
Profit/loss from operations
157.2
(9.4)
0.3
(29.9)
118.2
*Capital investment
141.1
47.6
3.6
1.6
193.9
*Capital investment comprises additions and acquisition in property, plant and equipment and intangible assets.
YEAR ENDED
31 December 2023
CEE
Western
Europe
China
Other
Total
Restaurant sales
1,341.2
830.3
94.4
-
2,265.9
Franchise and other sales
0.9
72.5
5.5
86.8
165.7
Segment revenue
1,342.1
902.8
99.9
86.8
2,431.6
EBITDA
267.2
118.9
20.5
(27.4)
379.2
Depreciation and amortisation
124.6
91.0
18.1
0.8
234.5
Net impairment losses on financial assets
-
2.1
0.2
0.3
2.6
Net impairment losses on other assets
2.0
35.8
0.8
-
38.6
Profit/loss from operations
140.6
(10.0)
1.4
(28.5)
103.5
*Capital investment
143.1
58.4
8.4
1.4
211.3
*Capital investment comprises additions and acquisition in property, plant and equipment and intangible assets.
Information on geographical areas
Significant geographical regions are disclosed below with their key characteristics:
YEAR ENDED
31 December 2024
31 December 2023
Revenue from external customers
Poland
773.0
670.1
Spain
365.4
338.7
Czechia
334.2
324.7
France
304.7
321.2
31 December 2024
31 December 2023
Total of non-current assets other than financial instruments
and deferred tax assets
Poland
576.6
476.3
Spain
437.8
430.3
France
361.8
406.2
Czechia
204.2
185.9
6.  Revenues
The Group operates chains of own restaurants under own brands as well as under franchise license agreements.
Additionally, the Group operates as franchisor (for own brands) and master-franchisee (for a franchised brand) and
develops chains of franchisee businesses, organizing marketing activities for the brands and supply chain. Consequently,
the Group analyses two streams of revenue:
Restaurant sales,
Franchise and other sales.
This is reflected in the format of Group’s consolidated income statement. Details of revenues streams are also presented
in note 34d. Additional disaggregation by geographical market is included in the note 5.
Restaurant sales
Restaurant revenues are the most significant source of revenues representing over 94% of total revenues.
Group's customers are mainly individual guests, that are served in the restaurants, therefore the Groups’ customer base
is widely spread. There are no significant concentrations of revenues risks. Payments for the restaurant sales are settled
generally immediately in cash or by credit, debit and other cards. There are no material credit risks related to this type of
operations.
16
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
7.  Operating costs and losses
The table below presents an additional analysis of operating expenses by nature:
YEAR ENDED
31 December 2024
31 December 2023
Food, merchandise and other materials
780.3
774.9
Payroll
611.2
551.9
Social security and employee benefits
141.2
136.7
Royalties
123.6
115.2
Utilities
115.7
122.7
Marketing expenses
110.5
98.5
Delivery fees
94.9
87.2
Other external services
118.9
115.8
Occupancy cost
28.0
30.7
Depreciation of right-of-use assets
147.1
136.8
Depreciation of property, plant and equipment
103.2
87.8
Amortisation of intangible assets
9.7
9.9
Other
25.7
25.9
Total cost by nature
2,410.0
2,294.0
Summary of operating expenses by functions:
YEAR ENDED
31 December 2024
31 December 2023
Restaurant expenses
2,109.1
1,994.5
Franchise and other expenses
124.1
128.9
General and administrative expenses
176.8
170.6
Total costs
2,410.0
2,294.0
8.  Other operating income and expenses
Details of other operating income and expenses are presented in the table below:
YEAR ENDED
31 December 2024
31 December 2023
Refunds, compensations and insurance claims
12.5
0.3
Supply chain services
4.3
5.6
Government assistance
1.0
0.6
Gains/losses on disposal and liquidation of non-current assets
0.6
0.9
Reversal (creation) of provision
(0.6)
(2.8)
Other income
6.3
2.5
Total other operating income and expenses
24.1
7.1
Other operating income and expenses for the year ended 31 December 2024 consists mainly of retail tax refund in the
amount of EUR 9.3 million and VAT refund in the amount of EUR 3.0 million.
9.  Finance income and costs
Finance income for the year ended 31 December 2024 consists mainly of income from bank and other interests in the
amount of EUR 2.9 million and other income in the amount of EUR 0.8 million. For the year ended 31 December 2023
finance income represents mainly bank and other interests received in the amount of EUR 4.0 million, net gain from
exchange differences in the amount of EUR 4.7 million and other income in the amount of EUR 0.3 million.
Finance costs for the year ended 31 December 2024 and 2023 consist mainly of bank and lease interests.
YEAR ENDED
31 December 2024
31 December 2023
Interest expense
45.2
33.6
Interest expense on lease liabilities
38.1
29.3
Net cost from exchange differences
3.8
-
Other
0.4
0.6
Total finance cost
87.5
63.5
17
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
10.  Income taxes
YEAR ENDED
31 December 2024
31 December 2023
Current tax
(24.1)
(20.6)
Deferred tax
3.2
16.0
Income tax recognised in the income statement
(20.9)
(4.6)
Deferred tax asset
Opening balance
55.0
44.5
Closing balance
57.6
55.0
Deferred tax liability
Opening balance
35.2
43.0
Closing balance
34.9
35.2
Change in deferred tax assets/liabilities
2.9
18.3
Change in deferred tax assets/liabilities from continuing operation
2.9
15.4
Change in deferred tax assets/liabilities from discontinued operation
-
2.9
Temporary differences in the calculation of deferred tax related to the following items: 
Asset
Liability
31 December 2024
31 December 2023
31 December 2024
31 December 2023
Leases
192.6
176.2
180.1
165.5
Property, plant and equipment and intangible assets
16.9
17.7
47.6
45.9
Tax losses carried forward
25.7
25.4
-
-
Provisions and other liabilities
13.2
10.9
0.9
1.5
Trade and other receivables
0.3
0.1
-
-
Other differences
2.9
3.4
0.3
1.0
Total temporary differences
251.6
233.7
228.9
213.9
The offset of tax
(194.0)
(178.7)
(194.0)
(178.7)
Net total amount
57.6
55.0
34.9
35.2
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against
current tax liabilities and when the deferred taxes relate to the same fiscal authority. The current financial situation and
strategic plans allowed to consider the level of recognised deferred tax assets to be reasonable.
Changes in deferred tax asset and liabilities were recognised as follow:
YEAR ENDED
31 December 2024
31 December 2023
Change in deferred tax assets/liabilities
of which:
2.9
18.3
Deferred taxes recognised in the income statement
3.2
16.0
Deferred tax of discontinued operation
-
2.9
Deferred taxes related to assets classified as held for sale
(0.2)
-
Deferred taxes recognised in other comprehensive income - net investment
hedges
-
(1.7)
Deferred taxes recognised in equity - valuation of share-based payments
-
0.4
Exchange differences
(0.1)
0.7
The Group operates in various tax jurisdictions. Income taxes and deferred taxes were measured using tax rates enacted
or substantively enacted at the reporting date in particular countries. Deferred tax assets and liabilities were measured at
the tax rates that are expected to apply in the year when the asset is or the liability is settled, based on tax rates (and tax
laws) that have been enacted or substantively enacted at the reporting date.
Income tax on the Group’s profit before tax differed from the theoretical amount which would be obtained if the weighted
average nominal tax rate applicable to consolidated companies was applied:
 
YEAR ENDED
 
31 December 2024
31 December 2023
Profit before tax
34.4
49.0
Income tax calculated according to domestic tax rates applicable to income
in particular countries*
(0.2)
0.9
Impairment of goodwill
10.3
7.4
Tax losses for the current period for which no deferred tax asset was recognised
3.4
4.9
Effect of local taxes reported as income tax
3.2
3.3
18
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
 
YEAR ENDED
 
31 December 2024
31 December 2023
Change of assumptions on deferred tax asset from tax losses related to previous
years
2.5
(4.6)
Tax effect of liquidations of subsidiaries
(3.9)
(5.5)
Utilization of tax losses not recognised in prior periods
(1.0)
(2.6)
Permanent differences and changes in estimates
6.6
1.3
Change in tax rates
-
(0.5)
Corporate income tax in the income statement
20.9
4.6
*The applicable weighted average nominal tax rate amounted to (0.6)% (for the period ended 31 December 2023: 1.8%).
As of 31 December 2024 the Group had the following tax losses for which no deferred tax asset was recognised:
2024
Expiry date
2023
Expiry date
Expire
21.3
2025 – 2030
22.7
2024 – 2029
Never expire
224.9
193.6
Tax losses in respect of which no deferred tax asset was recognised
246.2
216.3
The Group analysed recoverability of deferred taxes on tax losses based on the guidance in IAS 12. Group subsidiaries
analysed the periods in which tax losses can be utilised, whether there were sufficient taxable temporary differences
related to the same tax authority and tax jurisdiction, and if the entity will create taxable profits in the periods in which
unused tax losses can be utilised.
The Group analysed business plans and cash flows forecasts of subsidiaries in terms of recoverability of deferred tax
assets recognised. As a starting point, the Group used projections from goodwill impairment tests to estimate future tax
payments. The balances of tax losses for which deferred taxes were recognised were verified against projected tax cash
outflows. In case projections for the business unit changed, the deferred tax assets were reassessed in terms of
recoverability.
The total tax effect for the period ended 31 December 2024 of tax losses for the current period for which no deferred tax
asset was recognised amounted EUR 3.4 million. As of 31 December 2024 deferred tax was recognised on tax losses in
Germany on the trade tax rate of 15%, on top of that the deferred tax was recognised on the corporate income tax rate of
15,82% at the shareholders level.
The table below presents tax rate by country applicable for the year 2024 and 2023.
Income tax rates
Deferred tax assets and liabilities rates
Country
2024
2023
2024
2023
Spain
25.0%
25.0%
25.0%
25.0%
Poland
19.0%
19.0%
19.0%
19.0%
Czechia
21.0%
19.0%
21.0%
21.0%
Hungary
9.0%
9.0%
9.0%
9.0%
Serbia
15.0%
15.0%
15.0%
15.0%
Bulgaria
10.0%
10.0%
10.0%
10.0%
Malta
35.0%
35.0%
35.0%
35.0%
Germany*
15.0%
15.0%
15.0%
15.0%
France
25.0%
25.0%
25.0%
25.0%
Croatia
18.0%
18.0%
18.0%
18.0%
Hong Kong
16.5%
16.5%
16.5%
16.5%
China
25.0%
25.0%
25.0%
25.0%
Romania
16.0%
16.0%
16.0%
16.0%
Slovakia**
21.0%
21.0%
24.0%
21.0%
Slovenia
22.0%
19.0%
22.0%
22.0%
Austria
23.0%
24.0%
23.0%
23.0%
Portugal**
21.0%
21.0%
20.0%
21.0%
UK***
19.0%
19.0%
19.0%
19.0%
Switzerland****
8.5%
8.5%
8.5%
8.5%
Italy
24.0%
24.0%
24.0%
24.0%
Luxembourg**
17.0%
17.0%
16.0%
17.0%
Belgium
25.0%
25.0%
25.0%
25.0%
*Tax rates in Germany consist of two components: 15% of trade tax and 15.82% of corporate income tax.
**From 1 January 2025 tax rates in Slovakia, Portugal and Luxembourg have changed.
***The main rate of corporation tax in UK is 25%. This main rate applies to companies with profits in excess of GBP 250,000. For companies with profits
below GBP 50,000, a lower rate of 19% is applicable.
****Tax rates in Switzerland consist of two components: 8.5% of direct federal corporate income tax and canton/communal corporate income tax at
different rates for each canton. The overall approximate range of the maximum CIT rate on profit before tax for federal, cantonal, and communal taxes is
between 11.9% and 21.0%, depending on the company’s location of corporate residence at a specific capital of a canton/communal.
19
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
International Tax Reform – Pillar Two Model Rules
In 2021 there was agreement reached between 136 countries for a two-pillar approach to international tax reform (‘the
OECD agreement’). Amongst other things, Pillar Two seeks to apply a global minimum effective tax rate of 15%.
On 21 December 2024, the Spanish Official State Gazette published Law 7/2024 of 20 December 2024 (Global Minimum
Tax Law), which implements a top-up tax for large multinational and domestic groups in Spain. The approval of the Global
Minimum Tax Law complies with the transposition obligation of the European Union Council Directive 2022/2523 of 15
December 2022 (EU Pillar Two Directive).
Global Minimum Tax Law is applicable to multinational groups with revenues higher than EUR 750 million which are taxed
at a minimum effective rate of 15% wherever they operate. Global Minimum Tax Law is retroactive from 31 December
2023, applying also for fiscal year 2024. The AmRest Group, as a large multinational Group, is subject to said top-up tax.
For the purposes of the Global Minimum Tax regulations approved in Spain, the Mexican entity Grupo Far-Luca, S.A. de
C.V. is considered the ultimate parent company. Due to the fact that Mexico has not implemented the Global Minimum
Tax regulations as of 31 December 2024, AmRest Holdings SE prepares the safe harbour computations for the entities of
the AmRest Group including in its Global Minimum Tax perimeter those entities owned by the ultimate parent company
which operate in the same jurisdictions as AmRest.
To determine the potential impacts of Global Minimum Tax, AmRest management has performed the analysis of the
application of Transitional Safe Harbours that has been established according to the Law in line with OECD guidelines
and EU Directive. These transitional safeguards are intended to facilitate adaptation to Pillar Two regulations and would
be applicable for AmRest to fiscal years 2024 to 2026. Therefore, if any of these safeguards are met in all countries
where AmRest operates, the additional amount to be paid (top-up tax) will be zero.
Based on management’s assessment of Transitory Safe Harbours, the application of the Pillar Two legislation for markets 
covered by AmRest Group does not have material impact on its current tax expense for fiscal year 2024.
Regarding deferred taxes, AmRest applies the IAS 12 exception to recognizing and disclosing information about deferred
tax assets and liabilities related to Pillar Two income taxes.
11.  Property, plant and equipment
The table below presents changes in the value of property, plant and equipment in 2024 and 2023:
2024
Leasehold
improvements,
land, buildings
Restaurants
equipment and
vehicles
Furniture and
other assets
Assets under
construction
Total
PPE as of 1 January
286.9
181.3
43.6
68.6
580.4
Additions
4.6
7.1
1.4
172.1
185.2
Depreciation (Note 7)
(44.7)
(43.0)
(15.5)
-
(103.2)
Impairment (Note 15)
(4.5)
(0.1)
-
-
(4.6)
Disposals, liquidations
(0.2)
(0.3)
(0.8)
(0.6)
(1.9)
Transfers
92.7
68.4
25.6
(189.5)
(2.8)
Transfer to assets classified as held for sale
(0.1)
(1.4)
(0.1)
(1.5)
(3.1)
Exchange differences
(0.3)
0.2
-
(0.3)
(0.4)
PPE as of 31 December
334.4
212.2
54.2
48.8
649.6
Gross book value
743.6
508.7
157.7
48.8
1,458.8
Accumulated depreciation and impairments
(409.2)
(296.5)
(103.5)
-
(809.2)
Net book value
334.4
212.2
54.2
48.8
649.6
2023
Leasehold
improvements,
land, buildings
Restaurants
equipment and
vehicles
Furniture and
other assets
Assets under
construction
Total
PPE as of 1 January
263.3
153.4
36.8
48.0
501.5
Acquisitions
-
-
0.7
-
0.7
Additions
5.1
14.1
2.7
181.2
203.1
Depreciation (Note 7)
(39.6)
(37.7)
(13.6)
-
(90.9)
Impairment (Note 15)
(1.0)
(0.2)
(1.4)
0.1
(2.5)
Loss of control
(25.6)
(7.9)
(2.0)
(1.6)
(37.1)
Disposals, liquidations
(0.3)
(0.8)
(0.1)
(0.3)
(1.5)
Transfers
81.9
58.4
20.1
(161.5)
(1.1)
Exchange differences
3.1
2.0
0.4
2.7
8.2
PPE as of 31 December
286.9
181.3
43.6
68.6
580.4
Gross book value
661.5
446.6
132.6
69.1
1,309.8
Accumulated depreciation and impairments
(374.6)
(265.3)
(89.0)
(0.5)
(729.4)
Net book value
286.9
181.3
43.6
68.6
580.4
Due to the nature of the Group business the balance of the property, plant and equipment consists of assets in over 1.8
thousand properties. There are no individually significant assets.
20
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Depreciation was charged as follows:
YEAR ENDED
31 December 2024
31 December 2023
Costs of restaurant operations
99.9
87.5
Franchise expenses and other
1.4
1.4
General and administrative expense
1.9
2.0
Total depreciation
103.2
90.9
from continuing operation
103.2
87.8
from discontinued operation
-
3.1
Increasing the average useful lives of property, plant and equipment by 10% would lead to a decrease in depreciation for
the year ended 31 December 2024 by around EUR (9.4) million. Increasing the average useful lives of property, plant and
equipment by 10% would lead to a decrease in depreciation for the year ended 31 December 2023 by around EUR
(8.3) million.
12.  Leases
The Group leases over 1.8 thousand properties to operate restaurants. Lease terms are negotiated on an individual basis
and contain a wide range of different terms and conditions, depending on local lease practice and legal framework.
Additionally, in some countries, the Group leases cars, equipment, as well as properties for administration or storage
purposes and company flats.
The table below presents the reconciliation of the right-of-use assets and lease liabilities for years ended 31 December
2024 and 2023:
Right-of-use assets
Lease liabilities
2024
Restaurant
properties
Other
Total right-of-use
assets
Total liabilities
As of 1 January
801.5
24.1
825.6
887.0
Additions – new contracts
66.6
6.4
73.0
72.0
Remeasurements and modifications
151.8
0.5
152.3
150.2
Depreciation (Note 7)
(140.6)
(6.5)
(147.1)
-
Impairment (Note 15)
(5.1)
-
(5.1)
-
Interest expense (Note 9)
-
-
-
38.1
Payments
-
-
-
(179.0)
Exchange differences
(0.9)
-
(0.9)
2.1
Transfer to assets and liabilities
classified as held for sale
-
(0.5)
(0.5)
(0.4)
Disposals, liquidations
(0.7)
(0.3)
(1.0)
(0.1)
As of 31 December
872.6
23.7
896.3
969.9
Right-of-use assets
Lease liabilities
2023
Restaurant
properties
Other
Total right-of-use
assets
Total liabilities
As of 1 January
793.0
20.3
813.3
878.7
Additions – new contracts
75.5
5.0
80.5
80.3
Remeasurements and modifications
136.5
6.4
142.9
140.7
Depreciation (Note 7)
(136.1)
(5.9)
(142.0)
-
Impairment (Note 15)
(7.3)
-
(7.3)
-
Interest expense (Note 9)
-
-
-
30.2
Payments
-
-
-
(168.8)
Exchange differences
5.2
0.1
5.3
1.0
Loss of control
(63.6)
(1.5)
(65.1)
(73.0)
Disposals, liquidations
(1.7)
(0.3)
(2.0)
(2.1)
As of 31 December
801.5
24.1
825.6
887.0
The following are the remaining contractual maturities of lease payments at the reporting date. The amounts are gross
and undiscounted and include contractual interest payments.
31 December 2024
31 December 2023
Up to 1 year
193.6
177.7
Between 1 and 3 years
317.1
275.8
Between 3 and 5 years
229.2
205.7
Between 5 and 10 years
285.5
257.7
More than 10 years
195.9
182.7
Total contractual lease payments
1,221.3
1,099.6
Future finance costs of leases
251.4
212.6
Total lease liabilities
969.9
887.0
21
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Depreciation was charged as follows:
YEAR ENDED
31 December 2024
31 December 2023
Costs of restaurant operations
141.3
136.9
General and administrative expenses
5.8
5.1
Total depreciation
147.1
142.0
from continuing operation
147.1
136.8
from discontinued operation
-
5.2
The Group recognised rent expenses from short-term leases of EUR 0.9 million, leases of low-value assets of EUR
5.5 million and variable lease payments of EUR 24.0 million for the year ended 31 December 2024.
During the year ended 31 December 2023, the Group recognised rent expenses from short-term leases of EUR
0.7 million, leases of low-value assets of EUR 6.0 million and variable lease payments of EUR 23.3 million.
Total cash outflow for leases amounted to EUR 209.4 million in the year ended 31 December 2024. Out of that EUR
179.0 million was presented in financing activity as repayment of lease liabilities and EUR 30.4 million in operating activity
as lease payments not included in the lease liabilities.
During the year ended 31 December 2023, total cash outflow for leases amounted to EUR 198.8 million. Out of that EUR
168.8 million was presented in financing activity as repayment of lease liabilities and EUR 30.0 million in operating activity
as lease payments not included in the lease liabilities.
Impairment test procedures, assumptions used and tests’ results are disclosed in note 15.
Additional information about lease payments and lease term
The Group’s lease payments are often charged as a higher of fixed payment and turnover based payment. The Group
recognised the excess of turnover based rent as variable lease payments. In such cases, variable lease payments
depend on the restaurant's revenue level. In the year ended 31 December 2024, the total value of variable payments
represented 13% of fixed lease payments (2023: 14%).
13.  Intangible assets
The table below presents changes in the value of intangible assets in 2024 and 2023:
2024
Own brands
Licenses for
franchise brands
Relations with
franchisees and
customers
Other intangible
assets
Total
IA as of 1 January
153.3
21.5
23.4
38.5
236.7
Additions
-
5.9
-
2.8
8.7
Amortisation (Note 7)
(0.2)
(3.6)
(2.4)
(3.5)
(9.7)
Impairment (Note 15)
-
(0.1)
-
(0.1)
(0.2)
Disposals, liquidations
-
(0.4)
-
(0.1)
(0.5)
Transfers
-
0.4
-
2.4
2.8
Exchange differences
0.1
-
-
0.3
0.4
IA as of 31 December
153.2
23.7
21.0
40.3
238.2
Gross book value
156.1
53.7
51.9
84.3
346.0
Accumulated amortisation and
impairments
(2.9)
(30.0)
(30.9)
(44.0)
(107.8)
Net book value
153.2
23.7
21.0
40.3
238.2
2023
Own brands
Licenses for
franchise brands
Relations with
franchisees and
customers
Other intangible
assets
Total
IA as of 1 January
153.8
22.9
25.8
33.9
236.4
Additions
-
3.8
-
7.3
11.1
Amortisation (Note 7)
(0.3)
(3.9)
(2.4)
(3.6)
(10.2)
Impairment (Note 15)
-
0.3
-
0.3
0.6
Loss of control
-
(2.4)
-
(0.1)
(2.5)
Disposals, liquidations
-
(0.5)
-
(0.7)
(1.2)
Transfers
-
0.5
-
0.6
1.1
Exchange differences
(0.2)
0.8
-
0.8
1.4
IA as of 31 December
153.3
21.5
23.4
38.5
236.7
Gross book value
155.8
47.5
51.9
87.2
342.4
Accumulated amortisation and
impairments
(2.5)
(26.0)
(28.5)
(48.7)
(105.7)
Net book value
153.3
21.5
23.4
38.5
236.7
22
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Amortisation was charged as follows:
YEAR ENDED
31 December 2024
31 December 2023
Costs of restaurant operations
4.6
4.7
Franchise expenses and other
1.8
1.8
General and administrative expense
3.3
3.7
Total amortisation
9.7
10.2
from continuing operation
9.7
9.9
from discontinued operation
-
0.3
Impairment test procedures, assumptions used and tests’ results are disclosed in note 15.
The Group believes that brands do not generate cash inflows that are largely independent of other groups of assets. For
some Group brands, cash inflows from the franchisee business are partially independent of other cash inflows, however,
these do not represent the value of the whole brand. Brands are used to support restaurant business development and
revenues from sales of products under certain brands are not capable of being split between revenue for the brand and
revenue for costs of production. Consequently, brands are not a cash-generating unit and are not tested on a standalone
basis. Such assets are tested together with their relevant goodwill values. The results of the test are presented in note 15.
The table below presents details of proprietary brands as of 31 December 2024:
Brand
Useful life
Level of goodwill test
Gross value
Accumulated
amortisation
Impairment
Net value
La Tagliatella
indefinite
Spain – La Tagiatella and KFC
65.0
-
-
65.0
Sushi Shop
indefinite
Sushi Shop (all markets)
86.1
-
-
86.1
Blue Frog
definite
China – Blue Frog
5.0
(2.9)
-
2.1
Total
156.1
(2.9)
-
153.2
Other intangible assets include key monies in the amount of EUR 18.0 million (EUR 18.0 million as of 31 December
2023), sales and business intelligence systems of EUR 17.2 million (EUR 10.6 million as of 31 December 2023),
exclusivity rights and other.
14.  Goodwill
Goodwill recognised on business combinations is allocated to the group of CGUs that is expected to benefit from the
synergies of the business combination.
The table below presents goodwill allocated to particular levels on which it is monitored by the Group. In all cases is not
higher than the operating segment level:
2024
1 January
Increases
(provisional)
Impairment
Transfer to
assets
classified as
held for sale
Exchange
differences
31 December
Sushi Shop (all markets)
111.8
-
(41.1)
-
-
70.7
Spain – La Tagiatella and KFC
91.4
-
-
-
-
91.4
China – Blue Frog
19.8
-
-
-
0.7
20.5
France – KFC
14.0
-
-
-
-
14.0
Germany – Starbucks
8.6
-
-
-
-
8.6
Hungary - KFC
3.2
-
-
-
(0.2)
3.0
Romania – Starbucks
2.5
-
-
-
-
2.5
Czechia – KFC
1.4
-
-
-
-
1.4
Poland – Other
0.6
-
-
(0.2)
-
0.4
Total
253.3
-
(41.1)
(0.2)
0.5
212.5
2023
1 January
Increases
(provisional)
Impairment
Transfer to
assets
classified as
held for sale
Exchange
differences
31 December
Sushi Shop (all markets)
141.0
-
(29.2)
-
-
111.8
Spain – La Tagiatella and KFC
90.9
0.5
-
-
-
91.4
China – Blue Frog
21.1
-
-
-
(1.3)
19.8
France – KFC
14.0
-
-
-
-
14.0
Germany – Starbucks
8.6
-
-
-
-
8.6
Hungary - KFC
3.1
-
-
-
0.1
3.2
Romania – Starbucks
2.5
-
-
-
-
2.5
Czechia – KFC
1.4
-
-
-
-
1.4
Poland – Other
0.6
-
-
-
-
0.6
Total
283.2
0.5
(29.2)
-
(1.2)
253.3
Impairment test procedures, assumptions used and tests’ results are disclosed in note 15.
23
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
15.  Net impairment of non-financial assets
Details of impairment losses recognised:
YEAR ENDED
Note
31 December 2024
31 December 2023
Net impairment of property, plant and equipment
11
4.6
2.5
Net impairment of intangible assets
13
0.2
(0.6)
Net impairment of right-of-use assets
12
5.1
7.3
Net impairment of goodwill
14
41.1
29.2
Net impairment of inventories and other assets
(0.1)
0.2
Net impairment losses of non-financial assets
50.9
38.6
Restaurant level tests
The Group periodically reviews the carrying amounts of its non-financial non-current assets to determine whether there is
any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated for the
purpose of impairment testing.
The recoverable amount of an asset is determined at the level of a single restaurant as the smallest unit (or set of assets)
generating cash flows that are largely independent of the cash inflows generated by other assets or groups of assets.
Restaurant assets include amongst others property, plant and equipment, intangible assets and right-of-use assets.
Impairment indicators defined by the Group are described in note 34l.
Impairment indicators are reviewed and respective impairment tests for restaurants are performed twice a year.
The recoverable amount of the cash-generating unit (CGU) is determined based on a value in use calculation for the
remaining useful life, determined by lease expiry date or restaurant closure date (if confirmed), using the discount rate for
each individual country.
For recoverable value calculations of value in use, the Group uses cash flow projections based on financial budgets that
require relevant judgments and estimates. Cash flow projections are prepared for individual restaurants. As a starting
point, the Group uses the most recent budgets and forecasts prepared on the level of brands in certain countries. Next,
those assumptions are enhanced or worsened, to reflect the best estimate for expected cash projections of the analysed
restaurants, if needed. Individual projections for sales and costs may depend on restaurant’s main streams of revenues
(different for take-away business, dine-in, food courts), cost pressure in various markets, supply chain related elements or
marketing actions.
The main assumptions used to determine the value in use were:
sales growth projections dependent on sales mix and sales channels for a given restaurant,
EBITDA margin,
projections period (useful life of rental agreement),
a discount rate based on the weighted average cost of capital.
Except for discount rates, the Group does not disclose quantitative ranges for the main assumptions used in restaurant
tests. The amounts assigned to each of these parameters reflect the Group's experience adjusted for expected changes
in the forecast period and corrected by local specifics and characteristics of a given restaurant. This reflects the specifics
of Group’s operations, where business is conducted through multiple, individually small operating units.
Discounts rates applied are shown in the table below.
Post-tax discount rate
31 December 2024
Implied pre-tax
discount rate
31 December 2024
Implied pre-tax
discount rate
30 June 2024
Implied pre-tax
discount rate
31 December 2023
Spain
9.3%
12.4%
13.4%
13.5%
Germany
7.4%
10.5%
11.4%
11.4%
France
8.0%
10.7%
11.5%
11.2%
Poland
10.1%
12.5%
13.5%
14.6%
Czechia
8.5%
10.7%
11.4%
11.4%
Hungary
11.7%
12.9%
14.0%
15.3%
China
8.4%
11.2%
12.0%
12.3%
Romania
11.8%
14.0%
15.4%
15.9%
Serbia
12.6%
14.9%
16.3%
16.9%
Bulgaria
10.2%
11.3%
12.5%
12.3%
Croatia
10.3%
12.6%
13.8%
13.9%
Slovakia
9.0%
11.4%
12.3%
12.1%
Portugal
9.1%
11.6%
12.6%
14.1%
Austria
8.3%
11.0%
11.8%
11.8%
Slovenia
9.3%
11.5%
12.4%
13.4%
Switzerland
7.1%
8.3%
9.1%
9.7%
Luxembourg
7.8%
10.4%
11.0%
10.9%
United Kingdom
8.3%
11.0%
11.9%
11.9%
The implied pre-tax discount rate was determined as post-tax discount rate grossed-up by the standard tax rate
applicable in each country.
24
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Details of impairment losses recognised for each category of assets (property, plant and equipment, right-of-use assets,
intangible assets or goodwill) are presented in notes 11, 12, 13 and 14.
Recognised impairment losses do not relate to any individual significant items, but to numerous restaurants tested during
the year.
Summary of impairment tests results on the level of restaurants for the year ended 31 December 2024 is presented in the
table below:
2024
Impairment loss
Impairment reversals
Net/Total
Number of units tested
258
Units with impairment/reversal recognised
83
61
Impairment of property, plant and equipment and intangible
assets
(8.3)
3.5
(4.8)
Impairment of right-of-use assets
(7.9)
2.8
(5.1)
Five highest individual impairment loss/reversals totalled
(5.4)
2.0
Average impairment loss/ reversal per restaurant
(0.2)
0.1
Summary of impairment tests results on the level of restaurants for the year ended 31 December 2023 is presented in the
table below:
2023
Impairment loss
Impairment reversals
Net/Total
Number of units tested
332
Units with impairment/reversal recognised
116
89
Impairment of property, plant and equipment and intangible
assets
(8.2)
6.3
(1.9)
Impairment of right-of-use assets
(10.8)
3.5
(7.3)
Five highest individual impairment loss/ reversals totalled
(4.1)
2.6
Average impairment loss/ reversal per restaurant
(0.2)
0.1
Business (goodwill) level tests
The impairment tests are performed at least once a year for businesses where goodwill is allocated. Goodwill is tested
together with intangibles (including those with indefinite useful lives), property plant and equipment and right-of-use
assets allocated to tested group of cash generating units (CGUs) that represent the business to which goodwill is
allocated.
Annual mandatory impairment tests for goodwill are made in 4th quarter. Goodwill impairment tests are also performed
when impairment indicators are identified (arising from internal or external sources of information).
The recoverable amount is assessed using the discounted cash flows method, assuming organic growth of the business.
Cash flow projections are based on financial budgets that require judgment and other estimates that include, among
others, sales levels, EBITDA margin levels, and the discount and growth rates at long term.
Present value technique model (discounted cash flow) is used to determining recoverable amount. The cash flows are
derived from the most recent budgets, plans for next year and forecasts for the following years. The 5th year normalized
projections are used to extrapolate cash flows into the future if the 5th year represents a steady state in the development
of the business. The adjustments may be necessary to reflect the expected development of the business (normalization
of cash flows). Growth rates do not exceed the long-term average growth rate for the products, industries, or country or
market in which the asset is used.
The recoverable amount is most sensitive to the discount rate used, growth rate used for extrapolation purposes, the
weighted average budgeted EBITDA margins and restaurant sales growths. EBITDA margin represents EBITDA divided
by total sales. The weighted average budgeted EBITDA margin is calculated as an average for the 5 years projection
period i.e. without any impact of the residual value element. Budgeted revenues are used as weights. Average restaurant
sales growth refers to arithmetical average growth rates for restaurant sales reflected in impairment models.
Following approach towards determination of key assumptions is used by the Group:
discount rate represents the current market assessment of the risks specific to business, calculated using
weighted average cost of capital formula based on market inputs,
growth rate (for residual value) is based on forecasts included in industry reports,
budgeted EBITDA margin is based on past performance and expectations for the future,
sales growth rate is based on past performance and expectations of market development and current industry
trends in future.
The Group carries out a sensitivity analysis for the impairment tests performed. The sensitivity analysis examines the
impact of changes in below factors assuming other factors remain unchanged:
discount rate applied,
weighted average budgeted EBITDA margin,
growth rate for residual value,
restaurant sales growth.
The objective of such a sensitivity analysis is to determine if reasonable possible changes in the main financial
assumptions would lead to an impairment loss being recognised.
For discount rate, growth rate for residual value, weighted average budgeted EBITDA margin, a reasonable possible
change was determined as 10% of the input data. Consequently, each impairment test has a different level of a
reasonable change in inputs, which can be determined by multiplying the base input data used in the impairment test by
10%. Additionally the Group performed sensitivity analysis on the expected changes in restaurant sales growths. In that
25
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
case Group determines reasonable change individually for each business tested. Usually this is in a range of 3-5%
decrease of estimated sales revenues in each year of projection.
Test results for YE 2024
The main input assumptions used in test performed as of year end 2024 are as follows:
2024
Post-tax discount
rate
Implied pre-tax
discount rate
Growth rate for
residual value
Average
restaurant sales
growth 2025-2029
Weighted average
budgeted EBITDA
margin
Sushi Shop (all markets)
8.0%
10.0%
1.8%
2.3%
16.7%
Spain  - La Tagiatella and
KFC
9.3%
11.5%
2.2%
5.9%
22.2%
France - KFC
8.0%
9.7%
1.8%
4.4%
13.6%
Germany - Starbucks
7.4%
9.1%
2.0%
11.3%
19.6%
China - Blue Frog
8.4%
10.0%
2.0%
9.9%
22.2%
Romania  - Starbucks
11.8%
13.1%
2.6%
8.8%
19.8%
Czechia  - KFC
8.5%
10.2%
2.0%
8.5%
23.3%
Hungary  - KFC
11.7%
12.6%
2.9%
10.0%
20.7%
Implied discount rate was calculated individually for each goodwill impairment tests made.
For all units, the recoverable amount exceeded the carrying amount and no impairment loss was recognised. The
sensitivity analysis performed for all units, except for Sushi Shop showed that reasonably possible change in any of the
key assumptions used would not lead to the recognition of impairment losses.
Results of the sensitivity analysis for Sushi Shop Group business unit
The table presents the scenario where changes in assumptions would lead to the potential impairment. For the remaining
scenarios, no impairment risk was identified.
Input/change in input
(Increase)/Decrease in impairment loss
Weighted average budgeted EBITDA margin value - in model (16.7%)
-10% of base value
(7.6)
Test results for HY 2024
The main input assumptions used in test performed as of 30 June 2024 are as follows:
HY 2024
Post-tax discount
rate
Implied pre-tax
discount rate
Growth rate for
residual value
Average
restaurant sales
growth 2025-2029
Weighted average
budgeted EBITDA
margin
Sushi Shop (all markets)
8.6%
10.6%
1.8%
1.9%
15.4%
The impairment loss of EUR 41.1 million was recognised for goodwill of Sushi Shop business unit. The main factors that
lead to recognition of impairment included: a further increase in the discount rate applied to the future cash flows of the
French business and a revision of the growth expectations of the Sushi Shop business for the coming years.
Results of sensitivity analysis for Sushi Shop Group business unit
The following table presents what change in impairment loss would be accounted for if respective input data were
changed by tested percentage, assuming the remaining parameters remain stable.
Input/change in input
(Increase)/Decrease in impairment loss
Discount rate - in model post-tax discount rate (8.6%)
-10% of base value
28.4
-5% of base value
13.2
+5% of base value
(11.6)
+10% of base value
(22.0)
Growth rate for residual value - in model (1.8%)
-10% of base value
(3.9)
-5% of base value
(2.0)
+5% of base value
2.0
+10% of base value
4.1
Weighted average budgeted EBITDA margin value - in model (15.4%)
-10% of base value
(29.8)
-5% of base value
(14.9)
+5% of base value
13.5
+10% of base value
29.8
Restaurant Sales
-5% in each year of projection
(16.5)
-3% in each year of projection
(9.9)
+3% in each year of projection
9.9
+5% in each year of projection
16.5
26
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The following table shows the values to discount rate and growth rate under which recoverable amount in the model
would equal to carrying amount of tested unit (assuming the remaining input in model unchanged).
Input value
Post-tax discount rate
Growth rate
Applied in model
8.6%
1.8%
When carrying amount of CGU equals to recoverable amount
7.7%
2.7%
Comparative information for the YE 2023
The key assumptions used in year end 2023 test were as follows:
2023
Post-tax
discount rate
Implied pre-tax
discount rate
Growth rate for
residual value
Average
restaurant sales
growth
2024-2028
Weighted
average
budgeted
EBITDA margin
Sushi Shop (all markets)
8.4%
10.2%
1.8%
5.6%
14.0%
Spain – La Tagiatella and KFC
10.1%
12.5%
1.9%
4.7%
19.4%
France – KFC
8.4%
10.1%
1.8%
4.8%
12.2%
Germany – Starbucks
8.0%
10.2%
2.2%
16.6%
22.1%
China – Blue Frog
9.2%
11.1%
2.1%
11.0%
21.9%
Romania – Starbucks
13.4%
15.2%
2.9%
9.5%
24.5%
Czechia – KFC
9.2%
10.8%
2.3%
8.5%
22.5%
Hungary – KFC
13.9%
14.8%
3.4%
10.7%
20.7%
The impairment loss of EUR 29.2 million was recognised for goodwill of Sushi Shop business unit. The main factors that
led to recognition of impairment loss were the reduction in profitability of the brand, affected by the increase in the price of
fresh salmon, and the increase in the discount rates.
For all other units the recoverable amount exceeded the carrying amount and no impairment loss was recognised.
Additionally, based on the sensitivity analysis performed a reasonably possible change in any of the key assumptions
used would not lead to recognition of impairment losses i.e. carrying amount would not exceed the recoverable amount.
Results of sensitivity analysis for Sushi Shop Group business unit
The following table presents what change in impairment loss would be accounted for if respective input data were
changed by tested percentage, assuming the remaining parameters remain stable.
Input/change in input
(Increase)/Decrease in impairment loss
Discount rate - in model post-tax discount rate (8.4%)
-10% of base value
29.2
-5% of base value
16.9
+5% of base value
(14.9)
+10% of base value
(28.1)
Growth rate for residual value - in model (1.8%)
-10% of base value
(5.4)
-5% of base value
(2.7)
+5% of base value
2.8
+10% of base value
5.7
Weighted average budgeted EBITDA margin value - in model (14.0%)
-10% of base value
(36.0)
-5% of base value
(18.0)
+5% of base value
18.0
+10% of base value
29.2
Restaurant Sales
-5% in each year of projection
(10.0)
-3% in each year of projection
(6.0)
+3% in each year of projection
6.0
+5% in each year of projection
10.0
The following table shows the values to discount rate and growth rate under which recoverable amount in the model
would equal to carrying amount of tested unit (assuming the remaining input in model unchanged).
Input value
Post tax discount rate
Growth rate
Applied in model
8.4%
1.8%
When carrying amount of CGU equals to recoverable amount
7.7%
2.6%
27
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
16.  Trade and other receivables
As of 31 December 2024 and 2023 the balances of trade and other receiva bles were as follows:
Note
31 December 2024
31 December 2023
Trade receivables
31.1
45.1
Other tax receivables
35.2
34.4
Credit cards, coupons and food aggregators receivables
20.7
33.8
Loans and borrowings
0.3
0.3
Other
2.5
2.6
Allowances for receivables
27
(13.7)
(13.8)
Total
76.1
102.4
Information about the impairment of trade receivables and the Group’s exposure to credit risk, foreign currency risk and
interest rate risk can be found in note 27.
17.  Cash and cash equivalents
Cash and cash equivalents as of 31 December 2024 and 31 December 2023 are presented in the table below:
31 December 2024
31 December 2023
Cash at bank
123.6
213.9
Cash in hand
10.9
13.6
Cash equivalents
5.1
-
Total cash
139.6
227.5
Reconciliation of working capital changes as of 31 December 2024 and 31 December 2023 is presented in the table
below:
2024
Change in trade
and other
receivables
Change in
inventories
Change in other
assets
Change in
payables and
other liabilities
Change in other
provisions and
employee
benefits
Balance sheet change
26.3
1.8
0.5
(52.9)
1.2
Change in investment liabilities
-
-
-
21.9
-
Debt transaction
-
-
-
8.2
-
Transfer to assets and liabilities classified
as held for sale
(9.0)
(2.8)
-
9.4
0.1
Exchange differences
(0.2)
-
-
(0.9)
(0.6)
Working capital changes
17.1
(1.0)
0.5
(14.3)
0.7
2023
Change in trade
and other
receivables
Change in
inventories
Change in other
assets
Change in
payables and
other liabilities
Change in other
provisions and
employee
benefits
Balance sheet change
(13.3)
2.6
3.7
25.3
0.9
Loss of control
(2.6)
(2.0)
(3.9)
11.3
-
Change in investment liabilities
-
-
-
(17.2)
-
Debt transaction
-
-
-
(7.6)
-
Exchange differences
1.3
0.4
0.8
(3.5)
(0.2)
Working capital changes
(14.6)
1.0
0.6
8.3
0.7
18.  Other assets
Other currents assets
As of 31 December 2024 and 2023 the balances of other current assets consists mainly of prepayments for IT and digital
services, utilities, marketing, insurance and other services.
Investment properties
As of 31 December 2024 the balance of investment properties consists of the unsold part of the investment property in
Poland.
Other non-currents assets
As of 31 December 2024 and 2023 the balances of other non-current assets were as follows:
31 December 2024
31 December 2023
Deposit for rentals
23.4
22.6
Other
0.9
0.4
Total other non-currents assets
24.3
23.0
28
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Inventories
As of 31 December 2024 and 2023, inventories cover mainly food and packaging used in the restaurants and stocks in
central kitchen for sale by La Tagliatella restaurants. Inventories are presented at net value including write-downs.
19.  Equity
Share capital
There were no changes in share capital of the Company in year 2024.
All shares issued are subscribed and fully paid. The par value of each share is EUR 0.1. As of 31 December 2024 and as
of 31 December 2023 the Company had 219,554,183 shares issued.
All the shares are ordinary shares and have the same economic and voting rights. There are no shares committed to be
issued under options, employee share schemes and contracts for the sale of shares.
To the best of AmRest’s knowledge as of 31 December 2024, in accordance with the information publicly available,
AmRest Holdings had the following shareholder structure:
Shareholder
Number of shares and votes at the
Shareholders’ meeting
% of shares and votes at the
Shareholders’ meeting
FCapital Dutch S.L.*
147,203,760
67.05%
FYNVEUR S.C.A.
11,612,680
5.29%
Nationale-Nederlanden PTE SA
10,742,600
4.89%
PTE Allianz Polska SA
9,531,792
4.34%
Other Shareholders
40,463,351
18.43%
* Mr. Carlos Fernández González indirectly controls the majority of the shareholding and voting rights in FCapital Dutch, S.L. (direct shareholder of the
stake appearing in the above table).
To the best of AmRest’s knowledge as of 31 December 2023, in accordance with the information publicly available, 
AmRest Holdings had the following shareholder structure:
Shareholder
Number of shares and votes at the
Shareholders’ meeting
% of shares and votes at the
Shareholders’ meeting
FCapital Dutch S.L.*
147,203,760
67.05%
Artal International S.C.A.
11,366,102
5.18%
Nationale-Nederlanden OFE
10,718,700
4.88%
PTE Allianz Polska SA
9,531,792
4.34%
Other Shareholders
40,733,829
18.55%
* Mr. Carlos Fernández González indirectly controls the majority of the shareholding and voting rights in FCapital Dutch, S.L. (direct shareholder of the
stake appearing in the above table).
Dividends paid and received
In the period covered by these consolidated financial statements the parent entity of the Group has paid an interim cash
dividend against the results of fiscal year 2024 in the amount of 0.07 gross euros per share. The total dividend paid to
equity holders of the parent amounted to EUR 15.2 million.
The Group has paid a dividend to non-controlling interests of: AmRest Coffee s.r.o. in the amount of EUR 3.6 million,
SCM Sp. z o. o. in the amount of EUR 0.7 million and SCM Czech s.r.o. in the amount of EUR 0.2 million. The total
dividend paid to non-controlling interest amounted to EUR 4.5 million.
29
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Reserves
The structure of Reserves is as follows:
2024
Share premium
Outstanding
share-based
payments
Settled share-
based
payments
Treasury
shares
Hedges
valuation
Transactions
with NCI
Total Reserves
As of 1 January
236.3
18.8
(35.4)
(9.9)
(4.1)
(31.6)
174.1
Net investment hedges
-
-
-
-
0.5
-
0.5
Total comprehensive income
-
-
-
-
0.5
-
0.5
Purchases of treasury shares
-
-
-
(10.5)
-
-
(10.5)
Value of disposed treasury shares
-
-
(2.0)
2.0
-
-
-
Share-based payments - reclassifications
-
(1.7)
1.7
-
-
-
-
Share-based payments - remeasurements
-
7.1
-
-
-
-
7.1
Share-based payments - tax withholding requirements
-
-
(0.4)
-
-
-
(0.4)
Total share-based payments
-
5.4
(0.7)
2.0
-
-
6.7
Total distributions and contributions
-
5.4
(0.7)
(8.5)
-
-
(3.8)
As of 31 December
236.3
24.2
(36.1)
(18.4)
(3.6)
(31.6)
170.8
2023
Share premium
Outstanding
share-based
payments
Settled share-
based
payments
Treasury
shares
Hedges
valuation
Transactions
with NCI
Total Reserves
As of 1 January
236.3
15.5
(38.1)
(3.7)
(11.9)
(31.6)
166.5
Net investment hedges
-
-
-
-
9.5
-
9.5
Income tax related to net investment hedges
-
-
-
-
(1.7)
-
(1.7)
Total comprehensive income
-
-
-
-
7.8
-
7.8
Purchases of treasury shares
-
-
-
(6.6)
-
-
(6.6)
Value of disposed treasury shares
-
-
(0.4)
0.4
-
-
-
Share-based payments - reclassifications
-
(3.1)
3.1
-
-
-
-
Share-based payments - remeasurements
-
6.0
-
-
-
-
6.0
Share-based payments - deferred tax effect
-
0.4
-
-
-
-
0.4
Total share-based payments
-
3.3
2.7
0.4
-
-
6.4
Total distributions and contributions
-
3.3
2.7
(6.2)
-
-
(0.2)
As of 31 December
236.3
18.8
(35.4)
(9.9)
(4.1)
(31.6)
174.1
30
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Share premium
Share premium reflects the surplus over the nominal value of the share capital increase and additional contributions to
equity without issue of shares made by shareholders prior to becoming a public entity.
There were no transactions within share premium in 2024.
Treasury shares
As of 31 December 2024 the Group had 2,927,790 treasury shares for a total purchase value of EUR 18.4 million,
presented as treasury shares. As of 31 December 2023 the Group had 1,412,446 treasury shares for a total purchase
value of EUR 9.9 million.
Transactions with NCI
This item reflects the impact of accounting for transactions with non-controlling interests (NCI). In 2024 the Group has
paid dividends to non-controlling shareholders in the amount of EUR 4.5 million. In 2023 the Group has paid dividends to
non-controlling shareholders in the amount of EUR 2.1 million.
Hedges valuation
The Group is exposed to foreign currency risk associated with its investments in foreign subsidiaries, which is managed
by applying net hedge investment strategies.
Until December 2023, the Group had assigned part of the Syndicated Bank Loan 2017 in foreign currencies as a hedging
instrument for net investments. In December 2023, when the Syndicated Bank Loan 2017 debt was fully repaid, the
hedging relationship ceased.
In December 2023, AmRest Group signed a new financing agreement referred to as the Syndicated bank loan 2023.
Part of the debt was taken by AmRest Holdings in PLN. The Group assigned the amount of PLN 508.0 million as a
hedging instrument for the net investment in its Polish subsidiary. As of 31 December 2024 and 31 December 2023 the
value of the net investment hedge resulting from the Syndicated bank loan 2023 amounted to PLN 508.0 million.
Another part of the debt was taken by AmRest Sp. z o.o. in EUR. The Group assigned the amount of EUR 156.0 million
as a hedging instrument for the net investment in its Spanish subsidiaries. As of 31 December 2024 and 31 December
2023 the value of the net investment hedge resulting from the Syndicated bank loan 2023 amounted to EUR 156.0
million.
During the years ended 31 December 2024 and 2023 the hedges were fully effective.
For all net investment hedges, exchange gains or losses arising from the translation of liabilities that are hedging
instruments are charged to other comprehensive income. During the year ended 31 December 2024 the total hedge
valuation recognised in other comprehensive income amounted to EUR 0.5 million. During the year ended 31 December
2023 the total hedge valuation recognised in other comprehensive income amounted EUR 9.5 million, and deferred tax
related to net investment hedges amounted to EUR (1.7) million.
Translation reserves
The balance of translation reserves depends on the changes in the foreign exchange rates. Total change in translation
reserves allocated to shareholders of the parent in year 2024 amounted to EUR (2.8) million. The most significant impact
had a change in Hungarian forint of EUR (2.7) million, Czech crown of EUR (0.8) million, Polish zloty of EUR (0.2) million
and Chinese yuan of EUR 1.3 million.
Total change in translation reserves in year 2023 amounted to EUR 12.8 million (including recycling of translation reserve
in Russia of EUR 28.6 million). The most significant impact on that balance had a change in Russian rouble in the amount
of EUR (8.4) million. Other significant changes result from change of Chinese yuan of EUR (2.7) million, Czech crown of
EUR (1.5) million, Hungarian forint of EUR 1.2 million and Polish zloty of EUR (5.0) to EUR.
20.  Non-controlling interests
Key compositions of non-controlling interests are presented in the table below:
31 December 2024
31 December 2023
SCM Sp. z o.o.
7.0
4.8
SCM Czech s.r.o
3.0
2.4
AmRest Coffee Sp. z o.o.
2.6
1.6
AmRest Coffee s.r.o.
2.4
5.7
AmRest Kávézó Kft
0.8
0.9
Sushi Shop Milan SARL
-
(0.1)
Non-controlling interests
15.8
15.3
31
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
As of 31 December 2024 and 31 December 2023 the summarised financial information for each subsidiary that has non-controlling interests is as follows:
Summarised balance sheet
31 December 2024
AmRest Coffee s.r.o.
AmRest Kávézó Kft
AmRest Coffee
Sp. z o. o.
SCM Sp. z o.o.
SCM Czech s.r.o.
Sushi Shop Milan SARL
Current assets
8.5
5.1
3.0
20.0
5.4
-
Current liabilities
10.8
7.4
14.1
8.1
1.6
-
Total current net assets
(2.4)
(2.3)
(10.9)
12.0
3.9
-
Non-current assets
31.3
16.6
43.5
4.0
-
-
Non-current liabilities
14.5
9.2
20.2
0.2
-
-
Total non-current net assets
16.8
7.4
23.2
3.8
-
-
Net assets
14.4
5.0
12.3
15.8
3.9
-
31 December 2023
AmRest Coffee s.r.o.
AmRest Kávézó Kft
AmRest Coffee
Sp. z o. o.
SCM Sp. z o.o.
SCM Czech s.r.o.
Sushi Shop Milan SARL
Current assets
18.1
4.7
2.5
15.5
7.0
0.2
Current liabilities
11.4
7.2
12.1
8.3
3.1
-
Total current net assets
6.7
(2.6)
(9.4)
7.3
4.0
0.2
Non-current assets
31.8
18.7
32.5
2.9
0.1
-
Non-current liabilities
17.2
10.8
16.8
0.2
-
-
Total non-current net assets
14.5
7.9
15.6
2.6
0.1
-
Net assets
21.2
5.2
6.1
9.9
4.1
0.2
Summarised income statement
Year ended 31 December 2024
AmRest Coffee s.r.o.
AmRest Kávézó Kft
AmRest Coffee
Sp. z o.o.
SCM Sp. z o.o.
SCM Czech s.r.o.
Sushi Shop Milan SARL
Total sales
46.1
30.1
59.7
63.4
21.3
-
Profit before tax
3.0
0.3
5.0
9.3
1.9
0.7
Income tax expense/income
0.7
0.2
-
1.5
0.3
-
Profit/loss for the period
2.3
0.1
5.0
7.8
1.6
0.7
Profit/loss for the period allocated to
NCI
0.4
-
0.9
2.8
0.8
0.1
Year ended 31 December 2023
AmRest Coffee s.r.o.
AmRest Kávézó Kft
AmRest Coffee
Sp. z o.o.
SCM Sp. z o.o.
SCM Czech s.r.o.
Sushi Shop Milan SARL
Total sales
47.4
28.1
51.8
54.8
36.8
0.1
Profit before tax
6.3
2.6
5.9
7.0
1.6
0.4
Income tax expense/income
1.1
0.5
(1.0)
1.4
0.4
-
Profit/loss for the period
5.2
2.2
6.9
5.6
1.3
0.4
Profit/loss for the period allocated to
NCI
0.9
0.4
1.2
2.8
0.6
0.1
There are no significant restrictions on the possibility of access to the assets or their use and settlement of obligations for the subsidiaries having a non-controlling interest.
32
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
21.  Earnings per share
As of 31 December 2024 and 2023 the Company had 219,554,183 shares issued.
Table below presents calculation of basic and diluted earnings per share ("EPS") for the year 2024 and 2023.
Basic EPS is calculated by dividing net profit attributable to shareholders of the parent by the weighted average number
of ordinary shares outstanding during the year.
Diluted EPS is calculated by dividing net profit attributable to shareholders of the parent by the weighted average number
of ordinary shares outstanding during the year, adjusted by the weighted average number of ordinary shares that would
be issued on conversion of all dilutive potential ordinary shares into ordinary shares.
YEAR ENDED
EPS calculation
31 December 2024
31 December 2023
Net profit attributable to shareholders of the parent (EUR millions)
8.5
44.9
Weighted average number of ordinary shares for basic EPS (in thousands)
217,229
218,875
Weighted average number of ordinary shares for diluted EPS (in thousands)
217,841
219,097
Basic earnings per share (EUR)
From continuing operations attributable to the ordinary equity holders of the company
0.04
0.18
From discontinued operation
-
0.03
Total basic earnings per share attributable to the ordinary equity holders of the company
(EUR)
0.04
0.21
Diluted earnings per share (EUR)
From continuing operations attributable to the ordinary equity holders of the company
0.04
0.18
From discontinued operation
-
0.03
Total diluted earnings per share attributable to the ordinary equity holders of the company 
(EUR)
0.04
0.21
Reconciliation of weighted average number of ordinary shares for basic EPS:
YEAR ENDED
Weighted average number of ordinary shares (in thousands)
31 December 2024
31 December 2023
Shares issued at the beginning of the period
219,554
219,554
Effect of treasury shares held
(2,404)
(756)
Effect of share-based payments vested
79
77
Weighted average number of ordinary shares for basic EPS
217,229
218,875
Reconciliation of weighted average number of ordinary shares for diluted EPS:
YEAR ENDED
Weighted average number of ordinary shares for diluted EPS (in thousands)
31 December 2024
31 December 2023
Weighted average number of ordinary shares for basic EPS
217,229
218,875
Effect of share-based payments unvested
612
222
Weighted average number of ordinary shares for diluted EPS
217,841
219,097
The intrinsic value of the vested SOP and MIP options is included in the calculation of basic EPS, from the date on which
options vest. The LTI plans are included in the calculation of basic EPS if vested and if the performance conditions are
met at the reporting date.
The intrinsic value of unvested SOP and MIP options is included in the calculation of diluted EPS, to the extent to they are
dilutive. The unvested LTI plans are included in the calculation of diluted EPS if performance conditions are met at the
reporting date and to the extent to which are dilutive. Details relating to the share-based payments are disclosed in note
23.
Instruments that could potentially dilute basic earnings per share in the future, but were antidilutive as of 31 December
2024 included 8,840 thousand of options for SOP and MIP plans and 3,412 thousand of shares for LTI plans (8,841
thousand of options for SOP and MIP plans and 2,629 thousand of shares for LTI plans as of 31 December 2023).
22.  Loans and borrowings
The Group had the following balances of loans and borrowings:
31 December 2024
31 December 2023
Non-current
Syndicated bank loan
574.8
549.5
Other bank loans
6.1
21.9
Total non-current
580.9
571.4
Current
Syndicated bank loan
17.7
-
Schuldscheinedarlehen (SSD) Bonds
-
35.9
Other bank loans
18.8
16.6
Total current
36.5
52.5
Total
617.4
623.9
33
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Key characteristics of loans and borrowings:
Currency
Country
Loans/bonds
Effective interest rate
Final
maturity
31 December
2024
31 December
2023
EUR
Poland, Spain
Syndicated bank loan 2023
3M EURIBOR+margin
2028
431.7
391.1
PLN
Poland, Spain
Syndicated bank loan 2023
3M WIBOR+margin
2028
160.8
158.4
EUR
Spain
SSD Bonds
Fixed
n/a
-
26.4
EUR
Spain
SSD Bonds
6M EURIBOR+margin
n/a
-
9.5
EUR
Spain
Bilateral loans
3M EURIBOR+margin
2025
5.0
2.5
EUR
France
State supported loan(SSL)
Fixed
2026
14.5
23.3
EUR
Spain
State supported loan(SSL)
Fixed
2026
5.4
11.7
EUR
Germany
Bank loans/overdrafts
Euro Short-Term Rate
(€STR)+margin
2025
-
1.0
Total
617.4
623.9
The Group is required to meet certain ratios as agreed with financing institutions. Those covenants were met as of
31 December 2024.
Tables below presents the reconciliation of loans and borrowings as of 31 December 2024 and 31 December 2023:
2024
Syndicated
bank loan
2023
Syndicated
bank loan
2017
SSD Bonds
Bilateral
loans
SSL loans
Other
borrowings
Total
As of 1 January
549.5
-
35.9
2.5
35.0
1.0
623.9
Repayments
-
-
(35.5)
-
(15.1)
(1.0)
(51.6)
New loans
40.0
-
-
2.5
-
-
42.5
Interest expense
42.6
-
1.6
-
0.9
0.1
45.2
Payment of interests
(41.9)
-
(2.0)
-
(0.9)
(0.1)
(44.9)
Exchange differences
2.3
-
-
-
-
-
2.3
As of 31 December
592.5
-
-
5.0
19.9
-
617.4
2023
Syndicated
bank loan
2023
Syndicated
bank loan
2017
SSD Bonds
Bilateral
loans
SSL loans
Other
borrowings
Total
As of 1 January
-
567.3
35.9
-
50.5
-
653.7
Repayments
-
(569.2)
-
(51.5)
(15.9)
-
(636.6)
New loans
560.4
-
-
54.0
-
1.0
615.4
Interest expense
1.9
27.1
1.3
2.0
1.1
0.2
33.6
Payment of interests
-
(31.0)
(1.3)
(2.0)
(0.7)
(0.2)
(35.2)
Transaction costs
(12.1)
-
-
-
-
-
(12.1)
Exchange differences
(0.7)
5.8
-
-
-
-
5.1
As of 31 December
549.5
-
35.9
2.5
35.0
1.0
623.9
In December 2023 the Group signed Syndicated Bank Loan agreement. Various transaction costs directly attributable to
the issuance of that loan were deducted from the initial fair value of the new debt and are included in the calculation of
the amortized cost of the borrowing. The payment of EUR 8.2 million of those transaction costs was made during the year
ended 31 December 2024 and was presented as a financial outflow in the cash flow statement.
Regarding the Syndicated Bank Loan agreement, and in accordance with the provisions of the financing agreement, on
23 December 2024, a modification was signed to include certain sustainability objectives thereby converting the
agreement into a sustainability linked loan.
Available credit limits
The Group had the following unused credit limits and available tranches as of 31 December 2024 and 31 December
2023:
31 December 2024
31 December 2023
Available Tranche B of Syndicated bank loan 2023
70.0
110.0
Syndicated bank loan 2023 credit line
130.0
130.0
Credit line Spain
-
2.5
Credit line Poland
4.7
4.6
Credit line Germany
5.8
5.1
Credit line Czechia
2.3
2.3
Total
212.8
254.5
34
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Collaterals on borrowings
The Group granted several guarantees to finance institutions under the previous syndicated bank loan agreement. Those
guarantees were fully cancelled together with the repayment of that loan, which took place on 14 December 2023.
The new Syndicated Bank Loan 2023 is jointly and severally guaranteed by the Borrowers (AmRest Holdings SE and
AmRest Sp. z o. o.) and other Group companies, in particular, AmRest S.R.O., AmRest Coffee Deutschland Sp. z o. o. &
Co.KG, AmRest DE Sp. z o. o. & Co.KG, AmRest Kft, AmRest Coffee SRL, AmRest Tag S.L.U., Restauravia Food S.L.U.,
Pastificio Service S.L.U.
Additionally, pledge on the shares of Sushi Shop Group and AmRest France SAS has been established as security for
the bank financing.
23.  Share-based payments
There are several share-based payments plans in AmRest Group as of 31 December 2024. Since 2021 the Group
introduced share-based payments programs referred as Long Term Incentive plan (LTI). Earlier, the Group was granting
options within programs referred as Stock Option (SOP) and Management Incentive Plans (MIP).
The only cash-settled Stock Option plan has been fully settled in 2024. All remaining share-based payments plans as of
31 December 2024 are equity-settled.
Summary of share-based payments balances recognised as equity
The Group recognises costs of equity-settled share-based payments programs in reserve capital. The total reserves
related to share-based payments not exercised, without deferred tax effect, as of 31 December 2024 and 31 December
2023 are presented in a table below:
31 December 2024
31 December 2023
LTI 2021
1.6
3.1
LTI 2022
4.5
2.0
LTI 2023
2.5
0.2
LTI 2024
0.2
-
SOP
12.3
12.0
MIP
3.1
2.8
Total
24.2
20.1
Summary of share-based payments recognised in income statement
The total costs recognised in income statement for share-based payments for the years ended 31 December 2024 and
31 December 2023 are presented below:
YEAR ENDED
31 December 2024
31 December 2023
LTI 2021
0.9
2.0
LTI 2022
2.5
1.8
LTI 2023
2.3
0.2
LTI 2024
0.2
-
SOP
1.0
1.5
MIP
0.2
0.5
Total
7.1
6.0
Long Term Incentive Plans (LTI)
In 2021 the Group introduced Long Term Incentive (LTI) Program which is addressed to members of the management
team and other relevant personnel of the Group. Participants of the LTI plans have the opportunity to receive AmRest
shares. Under each annual program participants are granted three tranches with different vesting periods. The number of
shares to be finally received by participant that stays within Group during vesting period is linked to the Group’s
performance defined as realization of Global EBITDA for three years following the date of approval of each annual grant.
The rights under the LTI Plans are granted as an amount (denominated in payroll currency of each participant). The grant
date for each annual plan takes place at the vesting date of the 1st tranche. At the grant date the LTI rights are evaluated
and converted into number of shares, and subsequently the shares are transferred to the participant’s brokerage account.
As a rule, there are no cash settlement alternatives under LTI plans.
The number of shares to be received is determined according to the following formula:
N = [(Grant ÷ ExRate) ÷ VWAP] × M,
where:
Grant is the value allocated to participant, denominated in payroll currency,
ExRate is the average exchange rate for the month preceding the vesting date of the 1st tranche that is
applicable to the payroll currency being converted into EUR,
VWAP is the volume weighted average price of AmRest share expressed in EUR, during the month preceding
the vesting date of the 1st tranche,
M is the multiplier which depends on the degree of non-market performance conditions realization (minimum 0%,
maximum 200%).
35
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The principal terms and conditions of LTI plan as of 31 December 2024 are presented in the table below:
LTI Plan
Approval date
Vesting date of each tranche
Grant date
Performance condition factor
LTI 2021
23 December 2021
60% : 31 May 2024
20% : 31 May 2025
20% : 31 May 2026
31 May 2024
Global EBITDA 2021-2023
LTI 2022
30 November 2022
60% : 31 May 2025
20% : 31 May 2026
20% : 31 May 2027
31 May 2025
Global EBITDA 2022-2024
LTI 2023
29 November 2023
60% : 31 May 2026
20% : 31 May 2027
20% : 31 May 2028
31 May 2026
Global EBITDA 2023-2025
LTI 2024
13 November 2024
16 January 2025 (France)
60% : 31 May 2027
20% : 31 May 2028
20% : 31 May 2029
31 May 2027
Global EBITDA 2024-2026
LTI Plans that reached the grant date
LTI 2021
The LTI 2021 reached the grant date on 31 May 2024. Conversion into shares was done in accordance with formula
described above. Fair value of share for LTI 2021 was determined based on the actuary valuation as EUR 6.0 per share.
At the grant date the first tranche of the plan vested (in the amount of 456 thousand of shares). Tranche 2nd and 3rd are
fully unvested.
The Board of Directors approved alternative cash settlement of the first tranche of LTI 2021 for selected part of the plan.
Employees received the cash equivalent of vested shares. As a result of that modification EUR 0.1 million has been
reclassified as employee benefits from reserves.
The table below presents reconciliation of the movement in the number of shares of LTI 2021 plan in the year ended
31 December 2024.
2024 (thousands of shares)
LTI 2021
Outstanding as of 1 January
-
Converted to shares on grant date
760
Transferred to participants
(398)
Forfeited
(13)
Modified (settled in cash)
(21)
Outstanding as of 31 December
328
Vested
40
Unvested
288
LTI Plans that didn’t reach the grant date yet
LTI 2022-2024
In November 2024 new LTI 2024 plan was approved with fair value EUR 8.5 million. In January 2025 a sub plan of LTI
2024 granted to employees of the French entities was approved with fair value EUR 0.9 million.
In November 2023 LTI 2023 was approved with fair value EUR 9.8 million.
Cost of plans recognised in income statement are calculated taking into account fair values adjusted by the multiplier M
and recognised over time based on the vesting scheme. LTI 2022-2024 will be finally evaluated and converted into
shares at the grant date of each plan. Those programs are fully unvested.
Details of each LTI plan recognised in equity and in the income statement is presented in the tables above.
Stock Option and Management Incentive Plans
Stock Option Plans and Management Incentive Plans are share option plans. Under these plans, entitled participants
received the options at agreed exercise prices. Annual plans consists of 3 tranches each, with vesting period of 3, 4 and 5
years. Participants are entitled to exercise options and receive shares if remain within the Group during the vesting
periods. Options vest when the terms and conditions relating to the period of employment are met. The plans do not
provide any additional market conditions for vesting of the options. Vested options can be exercised within 10 years from
the grant date of each program, otherwise they expire. The fair value of option plans was measured using the Black-
Scholes formula and determined by an external actuary.
As of 31 December 2024 there are 5 share option plans:
Stock Option Plan (SOP 2005-2016) – currently plan is fully vested and partially exercised,
Stock Option Plan (SOP 2017-2019) – currently plan is fully vested and partially exercised,
Management Incentive Plan (MIP 2017-2019) – currently plan is fully vested and not exercised,
Stock Option Plan (SOP 2020) – plan will be fully vested in October 2025 and is partially exercised,
Management Incentive Plan (MIP 2020-2021) – plan will be fully vested in May 2026 and is not exercised.
The key terms and conditions for the share options plans as of 31 December 2024 are presented in the table below:
Grant date
Terms and conditions for vesting of the options
Option exercise price in EUR
SOP 2005-2016
9 December 2015
1-5 years, 20% per annum
3.14
30 April 2016
5.35
36
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Grant date
Terms and conditions for vesting of the options
Option exercise price in EUR
SOP 2017-2019
30 May 2017
3-5 years, 60% after 3rd year, 20% after 4th and 5th year
8.14
30 April 2018
10.91
1 October 2018
10.63
10 December 2018
9.40
30 April 2019
9.62
MIP 2017- 2019
1 October 2018
3-5 years, 33% per annum
14.54
26 March 2019
14.49
13 May 2019
12.10
SOP 2020
13 July 2020
3-5 years, 60% after 3rd year, 20% after 4th and 5th year
4.99
1 October 2020
5.78
MIP 2020-2021
10 February 2020
3-5 years, 33% per annum
15.10
1 October 2020
7.90
1 February 2021
7.71
23 March 2021
6.08
1 May 2021
9.50
The number of options, movements in number of options and weighted average of the exercise prices (WAEP) of options
during the year ended 31 December 2024 and 2023 are presented in table below:
Number of options 2024 (in
thousands)
WAEP in EUR
MIP 2020-2021
SOP 2020
MIP 2017- 2019
SOP 2017-2019
SOP 2005-2016
At the beginning of the
period
8.14
2,400
2,031
700
3,710
255
Granted during the period
-
-
-
-
-
-
Exercised during the period
4.73
-
(9)
-
-
(43)
Expired during the period
9.25
-
-
-
(113)
(3)
Forfeited during the period
6.22
-
(36)
-
(5)
-
Outstanding at the end of the
period
8.68
2,400
1,986
700
3,592
209
- including exercisable as of
the end of the period
8.87
1,400
1,604
700
3,592
209
Number of options 2023 (in
thousands)
WAEP in EUR
MIP 2020-2021
SOP 2020
MIP 2017- 2019
SOP 2017-2019
SOP 2005-2016
At the beginning of the
period
8.56
2,400
2,443
700
4,707
468
Granted during the period
-
-
-
-
-
-
Exercised during the period
4.11
-
-
-
-
(99)
Expired during the period
9.05
-
-
-
(901)
(114)
Forfeited during the period
6.52
-
(412)
-
(96)
-
Outstanding at the end of
the period
8.14
2,400
2,031
700
3,710
255
- including exercisable as of
the end of the period
8.45
600
1,222
533
3,388
255
The weighted average share price at the dates of exercise of the options was EUR 6.11 in 2024 and EUR 6.17 in 2023.
The weighted average remaining contractual life for the share options outstanding as of 31 December 2024 was
4.7 years (2023: 5.6 years).
24.  Employee information
Below information is disclosed based on the reporting requirement established in Spanish Mercantile Law and Spanish
Commercial Code:
AmRest Group average annual employment distributed by professional category:
31 December 2024
31 December 2023
Senior Executives
8
8
Office employees
2,360
2,323
Restaurant employees
42,666
43,831
Total
45,034
46,162
37
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Year end distribution of the Group employees and members of the Board of Directors by gender:
31 December 2024
31 December 2023
Female
Male
Female
Male
Board of Directors (not employees)
3
4
3
4
Senior Executives
-
8
-
8
Office employees
1,355
992
1,304
965
Restaurant employees
23,621
19,283
24,308
18,879
Total
24,979
20,287
25,615
19,856
In 2024 Spanish AmRest Group companies employed on average 25 people with a disability greater than or equal to 33%
(19 in 2023).
25.  Provisions
Changes in the balance of provisions are presented in the table below:
2024
Asset
retirement
obligation
Court and legal
proceedings
Provision for
tax risks
Franchise and
development
agreements
risks
Other
provisions
Total
As of 1 January
9.4
5.1
0.7
5.5
3.3
24.0
Increases
0.9
5.2
-
1.7
1.1
8.9
Releases
(0.1)
(2.1)
-
(0.2)
(1.5)
(3.9)
Usage
(0.1)
(0.7)
(0.6)
(1.2)
(1.2)
(3.8)
Exchange differences
-
-
-
-
-
-
As of 31 December
10.1
7.5
0.1
5.8
1.7
25.2
Presented as short-term
-
0.8
-
5.6
0.9
7.3
2023
Asset
retirement
obligation
Court and legal
proceedings
Provision for
tax risks
Franchise and
development
agreements
risks
Other
provisions
Total
As of 1 January
9.3
2.8
0.5
7.2
3.3
23.1
Increases
0.2
2.7
0.5
1.1
1.3
5.8
Releases
-
(0.4)
(0.1)
(0.1)
(0.1)
(0.7)
Usage
(0.1)
(0.1)
(0.2)
(2.8)
(1.1)
(4.3)
Exchange differences
-
0.1
-
0.1
(0.1)
0.1
As of 31 December
9.4
5.1
0.7
5.5
3.3
24.0
Presented as short-term
-
0.8
-
4.3
1.1
6.2
Asset retirement obligation
The Group recognised a provision for costs of future asset restorations mainly on German and French market. The
provision consists of expected costs at the end of rental agreement. The provision would be used for renovation work
needed to restore rented properties, as required by rental agreements.
Provision for court and legal proceedings
Periodically, the Group is involved in disputes and court proceedings resulting from the Group’s on-going operations. The
Group recognises provisions for the costs of court proceedings which reflects the most reliable estimate of the probable
losses expected as a result of the said disputes and legal proceedings.
Provision for tax risks
The Group operates in numerous markets with different and changing tax regulations. Tax related provisions may be
recognized if certain tax risks are identified. The provisions are recognized based on the available information, historical
experience, judgments and estimates that may change over the time.
Franchise agreements and development agreements
The Group restaurants are operated under franchise, development and master franchise agreements with YUM! and
subsidiaries of YUM!, Burger King Europe GmbH, Rex Concepts BK Poland S.A, Rex Concepts BK Czech S.R.O.,
Starbucks Coffee International, Inc. and its affiliates. In the accordance with these agreements, the Group is obliged to
meet certain development commitments as well as to make the renovations required to maintain the identity, reputation
and high operating standards of each brand. 
If the Group believes the development commitments will not be attained the respective provisions are recognised.
38
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
26.  Trade payables and other liabilities
Trade payables and other liabilities as of 31 December 2024 and 31 December 2023 are presented below:
31 December 2024
31 December 2023
Trade payables
97.8
105.8
Accruals and uninvoiced deliveries
56.7
85.3
Employee payables
20.3
21.1
Employee related accruals
33.4
35.3
Accrual for holiday leave
16.0
16.2
Social insurance payables
17.7
16.2
Other tax payables
34.5
27.7
Investment payables
21.5
41.6
Contract liabilities – initial fees, loyaltee programs, gift cards
11.2
12.1
Deferred income
4.7
6.0
Other payables
2.4
1.8
Total trade payables and other liabilities
316.2
369.1
31 December 2024
31 December 2023
Current
308.8
362.9
Non-current
7.4
6.2
Total trade payables and other liabilities
316.2
369.1
Below information is disclosed for Spanish AmRest Group companies based the reporting requirements established by
Spanish Law 18/2022 of 29 September which introduced measures to combat late payments in commercial transactions:
2024
2023
Number of days:
39
41
Ratio of payments
40
40
Ratio of outstanding invoices
35
54
Millions of EUR:
Total payments
250.7
251.5
Outstanding invoices
23.1
22.2
Amount payments < 60 days
233.5
220.2
Other:
Number of invoices paid < 60 days
92,984
86,580
% Amount of payments made < 60 days out of the total payments
93%
88%
% Number of invoices paid < 60 days out of the total payments
81%
81%
The payments to suppliers reflected in the table above pertain to trade payables for goods and services.
27.  Financial instruments
The following table shows the carrying amounts of financial assets and financial liabilities. The Group assessed that the
fair values of cash and cash equivalents, rental deposits, trade and other receivables, trade and other payables, as well
as current loans approximate their carrying amounts largely due to the short-term maturities of these instruments. Fair
values of non-current rental deposits, immaterially differ from their carrying values. Trade and other receivables and
liabilities presented below do not include balances relating to taxes and employee settlements.
As of 31 December 2024 and 2023 the Group did not have equity instruments measured at fair value. There were no
transfers between fair value hierarchy levels in year 2024 and 2023.
Classification of key classes of financial assets and liabilities with their carrying amounts is presented below:
31 December 2024
Note
Financial assets at
amortised cost
Financial liabilities at
amortised cost
Financial assets not measured at fair value
Rental deposits
18
23.4
-
Trade and other receivables
16
40.6
-
Cash and cash equivalents
17
139.6
-
Financial liabilities not measured at fair value
Loans and borrowings
22
-
617.4
Lease liabilities
12
-
969.9
Trade and other liabilities to suppliers
26
-
250.7
39
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
31 December 2023
Note
Financial assets at
amortised cost
Financial liabilities at
amortised cost
Financial assets not measured at fair value
Rental deposits
18
22.6
-
Trade and other receivables
16
67.7
-
Cash and cash equivalents
17
227.5
-
Financial liabilities not measured at fair value
Loans and borrowings
22
-
588.0
SSD
22
-
35.9
Lease liabilities
12
-
887.0
Trade and other liabilities to suppliers
26
-
308.8
Risk management
The Group is exposed to several financial risks in connection with its activities, including: the risk of market fluctuations
(covering the foreign exchange risk and risk of changes in interest rates), the risk related to financial liquidity and – to a
limited extent – credit risk. The risk management program implemented by the Group is based on the assumption of the
unpredictability of the financial markets and is used to maximally limit the impact of negative factors on the Group’s
financial results.
Credit risk
Credit risk is the risk of financial loss to the Group if a counterparty to a financial instrument fails to meet its contractual
obligations, and arises principally from the Group’s receivables from customers. 
Financial instruments especially exposed to credit risk include trade and other receivables and cash and cash
equivalents. The Group has no significant concentrations of credit risk. The maximum credit risk exposure on rental
deposits, trade and other receivables, cash and cash equivalents amounts to EUR 203.6 million (2023: EUR 317.8
million).
Credit risk related to financial instruments in the form of cash in bank accounts is limited, due to the fact that the parties to
the transactions are banks with high credit ratings received from international rating agencies.
For trade and other receivables: the Group operates restaurants under own brands as well as under franchise license
agreements. Additionally, the Group operates as franchisor (for own brands) and master-franchisee (for a franchised
brand) and develops chains of franchisee businesses, organizing marketing activities for the brands and supply chain.
Consequently, the Group analyses two streams of receivables related to: restaurant sales and franchise and other sales.
The Group’s receivables related to restaurant sales are limited and have low credit risk due to the short settlement time
and the nature of settlement, as guests pay in restaurants generally in cash or via credit or debit cards. For receivables
related to franchise and other sales the Group performs detailed analysis of expected credit loss.
The Group’s exposure to that credit risk is influenced mainly by the individual characteristics of each customer. However,
the Group also considers the factors that may influence the credit risk of its customer base, including the default risk
associated with the industry and country in which customers operate, including the external rating related to particular
country. For these receivables the Group applied the simplified approach permitted by IFRS 9, which requires expected
credit losses (ECLs) to be recognised from initial recognition of the receivables. The Group has established a provision
matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and
the economic environment.
During the year 2024 the Group recognised an impairment of the Group’s receivables exposed to credit risk in a net
amount of EUR (1.3) million (2023: EUR (2.6) million).
The ageing break-down of receivables and receivable loss allowance as of 31 December 2024 and 31 December 2023 is
presented in the table below.
Current
Overdue in days
Total
2024
Less than 90
91 - 180
181 - 365
More than 365
Trade and other receivables
31.4
7.7
1.7
2.2
11.3
54.3
Loss allowance (note 16)
(0.1)
(0.4)
(0.6)
(1.7)
(10.9)
(13.7)
Total
31.3
7.3
1.1
0.5
0.4
40.6
Current
Overdue in days
Total
2023
Less than 90
91 - 180
181 - 365
More than 365
Trade and other receivables
53.0
15.1
1.3
3.4
8.7
81.5
Loss allowance (note 16)
(0.7)
(1.0)
(1.0)
(3.0)
(8.1)
(13.8)
Total
52.3
14.1
0.3
0.4
0.6
67.7
Movement in loss allowance for receivables for the year ended  31 December 2024 and 31 December 2023 is presented
in the table below:
31 December 2024
31 December 2023
At the beginning of the period
(13.8)
(13.2)
Created
(2.0)
(4.3)
Released
0.7
1.7
Used
1.4
1.9
Other
-
0.1
At the end of the period
(13.7)
(13.8)
40
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Interest rate risk
Bank borrowings drawn by the Group are most often based on fluctuating interest rates (note 22). As of 31 December
2024 the Group does not hedge against changes in cash flows resulting from interest rate fluctuations. The Group
analyses the market position relating to interest on loans in terms of potential refinancing of debt or renegotiating the
lending terms and conditions.
Had the interest rates on loans denominated in PLN during the year ended 31 December 2024 been 30 base points
higher/lower, the profit before tax for the period would have been EUR 485 thousand lower/higher, in 2023 EUR 268
thousand.
Had the interest rates on loans denominated in EUR during the year ended 31 December 2024 been 30 base points
higher/lower, the profit before tax for the period would have been EUR 1,303 thousand lower/higher, in 2023 EUR 1,420
thousand.
Foreign exchange risk
The Group is exposed to foreign exchange risk related to transactions in currencies other than the functional currency in
which the business operations are measured in particular Group companies. The Group has loans liabilities in EUR and
PLN which are exposed to exchange risk. Moreover, 23% of Group’s total lease liabilities are agreements expressed in
EUR and USD in subsidiaries whose functional currency is different than EUR or USD (22% in 2023).
Net investment foreign currency valuation risk
The Group is exposed to risk of net investment valuation in subsidiaries valued in foreign currencies. This risk is hedged
for key positions with use of net investment hedge. Details are described in note 19.
Liquidity risk
Prudent financial liquidity management assumes that sufficient cash and cash equivalents are maintained and that further
financing is available from guaranteed funds from credit lines. The table below shows maturity analysis of the Group’s
financial liabilities. The amounts shown in the table constitute contractual, undiscounted cash flows.
The maturity analysis as of 31 December 2024 and 31 December 2023 is presented in the table below:
31 December 2024
Contractual, undiscounted cash flows
Carrying
amount
Up to 1 year
Between 1
and 2 years
Between 2
and 3 years
Between 3
and 4 years
Between 4
and 5 years
More than 5
years
Total
Trade and other liabilities
178.4
-
-
-
-
-
178.4
178.4
Loan instalments
38.3
86.4
80.3
421.5
-
-
626.5
617.4
Interest and other
charges
39.9
37.2
32.4
29.4
-
-
138.9
-
31 December 2023
Contractual, undiscounted cash flows
Carrying
amount
Up to 1 year
Between 1
and 2 years
Between 2
and 3 years
Between 3
and 4 years
Between 4
and 5 years
More than 5
years
Total
Trade and other liabilities
234.5
-
-
-
-
-
234.5
234.5
Loan instalments
50.6
34.6
80.6
74.6
391.8
-
632.2
623.9
Interest and other
charges
43.3
40.7
36.9
31.5
26.2
-
178.6
-
Contractual, undiscounted payments of interests and other fees have been determined taking into consideration following
assumptions:
for loans in foreign currency the expected cash flows were translated at spot rates at the reporting date,
the interest payments on variable interest rate loans reflect market interest rates at the reporting date.
The future cash flows may differ from the amounts in the table as exchange rates or interest rates change.
Capital risk
The Group manages capital risk to ensure its ongoing operations, aiming to generate returns for shareholders, provide
benefits for other stakeholders, and maintain an optimal capital structure to minimize costs.
28.  Tax risks and uncertain tax positions
Tax authorities may inspect the tax returns of the Group companies from 3 to 5 years after the date of their filing, if they
have not already been audited.
Tax inspections in AmRest Sp. z o.o.
a) On 28 September 2022, the Tax Authorities in Wrocław initiated a tax audit on VAT rates in AmRest Sp. z o.o. for the
periods from April 2018 to September 2018. The total VAT liability assessed by the Tax Authorities amounts to EUR 2.2
million (PLN 9.8 million – secured by the bank guarantee), without interest. On 11 December 2023 the Company
submitted the complaint to the Local Administrative Court. On 17 April 2024 the Court suspended the proceeding. On the
grounds of the Supreme Administrative Court resolution (number I FPS 1/24), on 17 December 2024 the Court revoked
the decision initially issued by the Tax Authorities and sent the case to the Tax Authorities to finalize the proceeding.
b) On 17 May 2019, the Tax Authorities in Katowice initiated a customs and tax inspection on VAT rates in AmRest Sp. z
o.o. for the periods from October 2018 to March 2019. The total VAT liability assessed by the Tax Authorities amounts to
EUR 4.0 million (PLN 17.9 million) which includes a penalty of 30% and does not include interest. The Company
appealed against the decisions to the Tax Authorities of second instance. On 8 October 2024 the Tax Authorities issued
the decision regarding the resumption of the previously suspended proceeding. On the grounds of the Supreme
41
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Administrative Court resolution (number I FPS 1/24), on 19 November 2024, the Tax Authorities of second instance
revoked the first-instance authority's decisions and discontinued the proceedings of the case.
c) On 12 October 2023, the Tax Authorities in Warsaw initiated a tax audit on VAT rates in AmRest Sp. z o.o. for the
periods from April 2019 to August 2019. On 2 May 2024, the Tax Authorities stated that the Company should tax the sale
at 8% VAT rate instead of 5% and the tax rulings do not apply. On 5 June 2024 the tax audit was transformed into tax
proceeding. On 21 August 2024 AmRest Sp. z o.o. received protocol from the audit of the tax books and on 4 September
2024 filed the reservations. On the grounds of the Supreme Administrative Court resolution (number I FPS 1/24), on 16
December 2024, the Tax Authorities decided to discontinue the proceedings of the case.
The Group analyzed the risk with regards to ongoing tax inspections related to VAT and assessed that it is more probable
than not that the tax authority will finally accept the Company’s VAT tax filings the same as in the case of other VAT
proceedings that have been finished. The same conclusions have been taken considering external tax advisors.
d) On 26 November 2018, the Tax Authorities initiated a tax audit on 2013 Corporate Income Tax (CIT) in AmRest Sp. z
o.o. The decision of the Tax Authorities was contested by the Company in the Court proceeding. On 4 April 2024, the
decision of the Tax Authorities was repealed by the Court and the tax proceeding was discontinued. The Company
received a refund amounting to EUR 0.6 million (PLN 2.7 million) including liability and interest.
e) On 12 March 2024, the Supreme Administrative Court confirmed that AmRest Sp. z o.o. provides services and
therefore is out of scope of the retail sales tax. Following the judgement, on 3 July 2024, the Company corrected its retail
sales tax settlements for the period from January 2021 to January 2024 and applied for retail sales tax overpayment
amounting to EUR 9.5 million (PLN 41.0 million). The retail sales tax refund was received in August 2024 (overpayment is
subject to CIT of 19%). After receiving the overpayment, the Company started the proceedings aimed to obtain delay
interests. No decision has been issued till the date of this report.
Tax inspections in other Group companies
f) Pastificio Service S.L.U., AmRest Tag S.L.U. and AmRest Holdings SE (Spain): On 22 March 2021, the entities
received tax settlement agreement indicating the additional tax liability amounting to EUR 1.1 million for CIT 2014-2017
with regards to certain tax benefits related to intangible assets (i.e. patent box regimen), which was paid on 14 June
2021. The Group disagreed and submitted on 26 July 2021 an economic-administrative claim which was rejected. On 21
December 2022, the companies filed before the National Audience the allegations writ and to date the Court's resolution
has not been received.
On 18 April 2023, AmRest Holdings SE (as head of the CIT Group) and Pastificio Service S.L.U received a notice of
initiation of tax audit relating to the patent box regime for fiscal years 2018 and 2019. In relation to this tax audit a tax
assessment amounted to EUR 0.5 million. However, on 1 December 2023, the companies submitted allegations before
the tax auditors that were dismissed. On 17 July 2024 the companies filed an economic-administrative claim which is
pending of resolution.
g) On 4 March 2024, Sushi Shop Management SAS was notified by the tax authorities of the initiation of a tax audit for
2021 and 2022. On 24 January 2024 the Company received a final tax assessment from French tax authorities that
results in a payment of a non-material amount for the Group and a reduction of tax losses amounting EUR 1.0 million.
In Group’s opinion there are no other material contingent liabilities concerning pending audits and tax proceedings, other
than those stated above.
29.  Future commitments and contingent liabilities
As in the previous reporting period, the Group’s future liabilities are derived mainly from the franchise agreements,
development agreements and master franchise agreements. Group restaurants are operated in accordance with
franchise, development and master franchise agreements with YUM! and subsidiaries of YUM!, Burger King Europe
GmbH, Rex Concepts BK Poland S.A, Rex Concepts BK Czech S.R.O., Starbucks Coffee International, Inc. and its
affiliates. In accordance with these agreements, the Group is obliged to meet certain development commitments as well
as to make the renovations required to maintain the identity, reputation and high operating standards of each brand. More
details in note 1 and 34d.
Commitments regarding credit agreement are described in note 22.
30.  Assets held for sale and discontinued operations
Disposal group in 2024
In December 2024, the Group signed an agreement that is subject to the fulfilment of certain conditions, which are
expected to be met on or before 31 March 2025, and by means of which 51% of the shares which AmRest Sp. z o.o.
holds in SCM Sp.z o.o. ("SCM") will be sold to R&D Sp. z o.o. Additionally, the supply chain management services and
quality assurance (QA) provided to date by SCM to the AmRest Group, together with the team providing such services,
will be transferred over to AmRest Group. SCM is a Polish, 51% owned subsidiary and a parent entity of SCM s.r.o.,
Czechia subsidiary.
Based on an analysis of the facts and circumstances related to the transaction, the Group assessed that the sale
transaction is highly probable, and the assets and liabilities of the SCM business meet the criteria to be classified as held
for sale. SCM business is expected to be disposed to the buyer in its current condition, the actions to complete the sale
were already initiated and the key terms were negotiated by parties. The closing of the transaction is subject to several
conditions and is expected to be completed in few months.
SCM disposal group does not meet the definition of discontinued operations.
As of 31 December 2024, the Group applied IFRS 5 “Non-current assets held for sale and discontinued
operations” (“IFRS 5”) for the presentation and measurement of the assets and liabilities of that disposal group. As
required by IFRS 5, the disposal group was measured at the lower of its carrying amount and fair value less costs to sell
(or costs to distribute).
42
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Details of major classes of assets held for sale and liabilities associated with assets held for sale are presented in the
table below:
31 December 2024
Property, plant and equipment
3.1
Inventories
2.8
Trade and other receivables
9.0
Cash and cash equivalents
13.4
Other current and non-current assets
0.7
Assets classified as held for sale (A)
29.0
Trade payables and other liabilities
9.4
Tax and lease liabilities
0.5
Liabilities directly associated to assets held for sale (L)
9.9
Non- controlling interest related to disposal group (NCI)
10.0
Net carrying amount (A-L-NCI)
9.1
Discontinued operations in 2023
During the second quarter of 2023 AmRest Group disposed its Russian KFC operations and ceased all its operations and
corporate presence in Russia. The transaction represented full disposal of AmRest business held in Russia. That market 
was a separate operating segment reported in the consolidated financial statements. The disposal met the definition of
discontinued operations under IFRS 5. The result of discontinued operations was presented separately from continued
operations.
The comparative data in these consolidated financial statements present the operations of business disposed in 2023 as
discontinued operations.
YEAR ENDED
31 December 2023
Restaurant sales
85.7
Restaurant expenses
(78.4)
General and administrative expenses
(3.0)
Other operating income/expenses
0.3
Net finance result
(0.7)
Income tax expense
(0.9)
Result from operating activities, after tax
3.0
Gain/loss on sale after income tax
3.5
Profit/loss from discontinued operation
6.5
Exchange differences
20.2
Other comprehensive income from discontinued operations
26.7
Details of accounting for loss of control are presented below:
15 May 2023
Consideration received
100.0
Carrying amount of net assets sold
(61.2)
Transaction related and other costs
(3.1)
Gain on sale before income tax and reclassification of exchange differences
35.7
Exchange differences reclassified on loss of control
(28.6)
Income tax expense on loss of control
(3.6)
Gain/loss on sale after income tax
3.5
43
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Details of net assets deconsolidated as a result of transaction are presented below:
15 May 2023
Property, plant and equipment
37.1
Right-of-use assets
65.1
Other non-current assets
5.1
Cash and cash equivalents
38.4
Other current assets
7.0
Total assets
152.7
Lease liabilities non-current
57.2
Other non-current liabilities
12.5
Lease liabilities current
15.8
Other current liabilities
6.0
Total liabilities
91.5
Carrying amount of net assets sold
61.2
Net operating, investing and financing cash flows from discontinued operations are presented below: 
YEAR ENDED
31 December 2023
Net cash flows from operating activities
9.9
Net cash flows from investing activities
58.1
Net cash flows from financing activities
(4.6)
Net cash flows of discontinued operation
63.4
Financing cash flows reflect mainly lease payments, whereas investing activities cash outflows for purchase of property,
plant and equipment  and - in 2023 only- net cash inflow on disposal transaction. Group received EUR 100 million of cash
proceeds and deconsolidated EUR 38.4 million of cash in Russian operations.
31.  Transactions with related entities
Significant shareholders
As of 31 December 2024, FCapital Dutch, S.L. was the largest shareholder of AmRest and held 67.05% of its shares and
voting rights.
Grupo Far-Luca, S.A. de C.V. is the ultimate parent of the Group.
There were no transactions with FCapital Dutch, S.L., Grupo Far-Luca, S.A. de C.V. in 2024 and 2023.
Transactions with group entities of significant shareholders
The balances arising from the transactions carried out with Group entities of significant shareholders were as follows:
31 December 2024
31 December 2023
Cash equivalents
5.1
-
YEAR ENDED
31 December 2024
31 December 2023
Interest income
0.1
-
Transactions with related parties are carried out at market conditions, were not material and are in the ordinary course of
the business.
Transactions with members of the Board of Directors and Senior Management Personnel
The remuneration of the Board of Directors and Senior Management Personnel (for these purposes, Senior Management
Personnel is understood to be those executives who report directly to the executive chairman or the chief executive
officer of the Company, and also for these purposes, the person responsible for Internal Audit) paid by the Group was as
follows:
YEAR ENDED
31 December 2024
31 December 2023
Remuneration of the members of the Board of
Directors
0.8
0.8
Remuneration of Senior Management Personnel:
- Remuneration received by the Senior Executives*
4.4
3.7
- Share-based payment plans
0.4
-
Remuneration of Senior Management Personnel
4.8
3.7
Total compensation paid to key management
personnel
5.6
4.5
*includes the total amount of the variable remuneration in cash (Short-Term Incentive Program) that is recognised in the year it is paid.
44
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The current Directors' Remuneration Policy was approved at the General Shareholders’ Meeting held on 12 May 2022
and will remain in force until 31 December 2025.
As of 31 December 2024 and 2023, the Group had no outstanding balances with the Senior Management Personnel,
except for the accrual and payment of annual bonuses to be paid in the first quarter of the following year.
As of 31 December 2024 and 31 December 2023 there were no material liabilities to former employees.
As of 31 December 2024 and 2023, the members of the Board of Directors, other than Executive Chairman, who has a
life insurance from 1 August 2023 and health insurance from 1 October 2023, had no life insurance nor pension fund at
the Company's expense. Members of the Board of Directors do not participate in Stock Option (SOP), Management
Incentive (MIP) and LTI Plans. Senior Management Personnel participate in share-based payments plans (details below
and in note 23). The Group has not granted any advances, loans or credits in favour of the Board Members or the Senior
Management.
The Group has arranged a third-party liability insurance policy covering the directors and managers of the group
companies. The premium paid in 2024 under the aforementioned insurance policy amounted to EUR 0.1 million (EUR 0.1
million in 2023).
The table below presents reconciliation of the movement in the number of shares of LTI 2021 plan, for Group’s Senior
Management Personnel, in the year ended 31 December 2024.
2024 (thousands of shares)
LTI 2021
Outstanding as of 1 January
-
Converted to shares on grant date
132
Transferred to participants
(79)
Outstanding as of 31 December
53
Vested
-
Unvested
53
In November 2024, a new LTI 2024 plan was approved with a fair value related to Group’s Senior Management Personnel
of EUR 1.0 million. In November 2023, the LTI 2023 was approved with a fair value EUR 1.0 million.
Total number of outstanding and exercisable options for Group’s Senior Management Personnel is presented below:
31 December 2024
31 December 2023
Number of outstanding options (in thousands)
3,299
3,299
Number of exercisable options (in thousands)
2,273
1,274
Conflicts of interest concerning the Board Directors
In 2023 and 2024 the Board of Directors and their related parties have had no conflicts of interest requiring disclosure in
accordance with article 229 of the Revised Spanish Capital Companies Act.
32.  Audit fees
The services entrusted to the auditors comply with the independence requirements established by the Spanish Audit Law
22/2015 of July 20.
During the years ended 31 December 2024 and 2023 PwC Auditores S.L., and other companies of the PwC network, as
well as other auditors, rendered professional services to the Group as detailed below:
2024
PwC Auditores, S.L.
Other  companies of
the PwC network
Other auditors
Total
Audit and other assurance services
0.3
0.8
0.4
1.5
Other verification services
0.1
-
-
0.1
Total
0.4
0.8
0.4
1.6
2023
PwC Auditores, S.L.
Other  companies of
the PwC network
Other auditors
Total
Audit and other assurance services
0.3
0.7
0.4
1.4
Other verification services
0.1
-
-
0.1
Total
0.4
0.7
0.4
1.5
Other assurance services include limited review of interim financial statements. Other verification services include the
verification of the non-financial information in the annual reports and agreed upon-procedures performed by the auditors.
The amounts detailed in the above table include the total fees for 2024 and 2023, irrespective of the date of invoice.
33.  Events after the reporting period
There were no significant subsequent events after the reporting date .
45
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
34.  Material accounting policies
a.  Basis of consolidation
Business combinations
The Group accounts for business combinations using the acquisition method when the acquired set of activities and
assets meets the definition of a business and control is transferred to the Group. In determining whether a particular set
of activities and assets is a business, the Group assesses whether the set of assets and activities acquired includes, at a
minimum, an input and substantive process and whether the acquired set has the ability to produce outputs.
The Group has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an acquired set
of activities and assets is not a business. The optional concentration test is met if substantially all of the fair value of the
gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets.
The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at
acquisition date fair value, and the amount of any non-controlling interests in the acquiree. For each business
combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the
proportionate share of the acquiree’s identifiable net assets.
Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in profit or loss
immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities.
The consideration transferred does not include amounts related to the settlement of pre‑existing relationships. Such
amounts are generally recognised in profit or loss.
Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent
consideration that meets the definition of a financial instrument is classified as equity, then it is not remeasured and
settlement is accounted for within equity. Otherwise, other contingent consideration is remeasured at fair value at each
reporting date and subsequent changes in the fair value of the contingent consideration are recognised in profit or loss.
Subsidiaries
Subsidiaries are entities controlled by the Group.
Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee
and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee
if, and only if, the Group has:
- Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities  of the
investee),
- Exposure, or rights, to variable returns from its involvement with the investee,
- The ability to use its power over the investee to affect its returns.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes
to one or more of the three elements of control.
Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group
loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the
year are included in the consolidated financial statements from the date the Group gains control until the date the Group
ceases to control the subsidiary.
When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any
related NCI and other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained
in the former subsidiary is measured at fair value when control is lost.
Non-controlling interests and transactions with non-controlling interests
Changes in the Group’s interest in a subsidiary that do not result in a loss of control over subsidiary company are
recognised as equity transactions. In such cases, the Group adjusts the carrying amount of the controlling and non-
controlling interest and effect of transactions with non- controlling interest is presented in equity items allocated to the
owners of the parent.
Transactions eliminated on consolidation
Intragroup balances and transactions, and any unrealised income and expenses arising from intragroup transactions,
are eliminated. Unrealised gains arising from transactions with equity accounted investees are eliminated against the
investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as
unrealised gains, but only to the extent that there is no evidence of impairment.
b.  Foreign currency
Functional currencies and presentation currency
The Group’s consolidated financial statements are presented in euros.
For each entity, the Group determines the functional currency and items included in the financial statements of each entity
are measured using that functional currency.
The functional currency of none of the subsidiaries is the currency of a hyperinflationary economy as of 31 December
2024 and 2023.
Foreign currency transactions
Transactions in foreign currencies are translated into the respective functional currencies of Group companies at the
exchange rates at the dates of the transactions. For simplification monthly income statements are translated using
average monthly exchange rates based on the European Central Bank rates.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the
exchange rate at the reporting date. Nonmonetary assets and liabilities that are measured at fair value in a foreign
currency are translated into the functional currency at the exchange rate when the fair value was determined.
46
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Nonmonetary items that are measured based on historical cost in a foreign currency are translated at the exchange rate
at the date of the transaction. Foreign currency differences are generally recognised in profit or loss and presented within
finance costs.
However, foreign currency differences arising from the translation of the following items are recognised in OCI:
- An investment in equity securities designated as of FVOCI,
- A financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is
effective,
- Qualifying cash flow hedges to the extent that the hedges are effective.
Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are
translated into euro at the exchange rates at the reporting date. The income and expenses of foreign operations are
translated into euro at the exchange rates at the dates of the transactions.
Foreign currency differences are recognised in OCI and accumulated in the translation reserve, except to the extent that
the translation difference is allocated to NCI. On disposal of a foreign operation, the component of OCI relating to that
particular foreign operation is reclassified to profit or loss.
c.  Non-current assets held for sale and discontinued operations
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered
principally through a sale transaction rather than through continuing use. Non-current assets and disposal groups
classified as held for sale are measured at the lower of their carrying amount and fair value  less costs to sell. Costs to
sell are the incremental costs directly attributable to the disposal of an asset (disposal group), excluding finance costs
and income tax expense.
The criteria for held for sale classification is regarded as met only when the sale is highly probable and the asset or
disposal group is available for immediate sale in its present condition. Actions required to complete the sale should
indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell  will be withdrawn.
Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from
the date of the classification. 
Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial
position.
A disposal group qualifies as discontinued operation if it is a component of an entity that either has been disposed of, or is
classified as held for sale, and:
- Represents a separate major line of business or geographical area of operations,
- Is part of a single coordinated plan to dispose of a separate major line of business or geographical area of
operations, or
- Is a subsidiary acquired exclusively with a view to resale.
Discontinued operations are excluded from the results of continuing operations and are presented as a single amount as
profit or loss after tax from discontinued operations in the statement of profit or loss.
d.  Revenues
The Group operates chains of own restaurants under own bands as well as under franchise license agreements.
Additionally Group operates as franchisor (for own brands) and master-franchisee (for some franchised brand), and
develops chains of franchisee businesses, organizing marketing activities for the brands, and supply chain.
Revenue from contracts with customers is recognised when control of the goods or services is transferred to the
customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those
goods or services.
Restaurant sales
Revenues from the sale of goods by owned restaurants are recognised as Group sales when a customer purchases the
goods, which is when our obligation to perform is satisfied. These revenues are presented in “Restaurant sales” line in
the Consolidated Income Statement.
Franchise and other sales: owned brands
Royalty fees (based on percentage of the applicable restaurant’s sales) are recognised as the related sales occur.
Royalty fees are typically billed and paid monthly.
Initial fees, renewal fees: for each brand separately, the Group analyses if the activities performed are distinct from
the franchise brand. If they do not represent a separate performance obligation they are recognised on a straight-line
basis over the contract duration. If they represent a separate obligation, the Group estimates the allocation of the
part of the transaction price to that performance obligation.
Advertising funds:  for Sushi Group the Group operates the advertising funds that are designed to increase sales and
enhance the reputation of the own brands and its franchise owners. Contributions to the advertising cooperatives are
required for both Company-owned and franchise restaurants and are generally based on a percentage of restaurant
sales. Revenues for these services are typically billed and paid on a monthly basis. Advertising services that
promote the brand (rather than an individual location), such as national advertising campaigns, are not separable
between different franchise agreements or franchisees, and not distinct because the services and franchise right are
highly dependent and interrelated with each other. The sales-based advertising fund contributions from franchisees
are recognised as the underlying sales occur, are reported gross as part of revenue and presented in line “Franchise
and other sales”. Own restaurants participation in marketing costs as an element is presented as element of
operational costs.
47
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Revenue from sale of products to franchisees is recognised at the moment of transaction which is when our
obligation to perform is satisfied.
Franchise and other sales: master-franchise agreements
As a result of signed master franchise agreements the Group was granted a master franchise rights for the agreed term
in the particular territories. Intellectual property is exclusive property of Master Franchisor and Master Franchisor grants
AmRest a license to use it in the agreed territory. Under the master franchise agreement parties established the
development commitments for development periods.
Performance obligations identified:
AmRest’s performance obligation to YUM: to develop the market by opening new restaurants (either AmRest own or
sub-franchises) and promote the YUM’s brand by performing marketing activities. Managing marketing fund is not
distinct from the development of the market, and no separate remuneration was agreed between parties for those
services. Various streams of cash flows are agreed in MFA: AmRest collects initial fees and transfers them to YUM,
AmRest manages the marketing fund (collects revenue based contributions from owned and sub-franchised
restaurants and spends them on marketing activities, any unspent amount is to be paid to YUM and YUM spends it
on national campaigns at its discretion). If a certain point of market development level is reached, AmRest is enabled
to receive a bonus that represents the transaction price for the service performed for the Master Franchisor. To
reflect the substance of the transaction, incomes from sub franchisees from initial and marketing fees are netted with
the initial fees paid/actual marketing expenses and bonus earned.
AmRest’s performance obligation to sub-franchisees: to grant sub-franchisees the right to use the system, system
property etc. and other services solely in connection with the conduct of the business at the outlet (sub-licensing
from YUM). The transaction price is agreed in the form of sales based royalties paid by franchisees. Initial fees and
renewal fees paid by franchisees are part of other performance obligations (described above). Corresponding costs
of acquiring license right from YUM are presented within costs of sales of franchise activities in the line “Franchise
and other expenses”.
Loyalty points programs
The Group has various loyalty points programs where retail customers accumulate points for purchases made which
entitle them to discount on future purchases. The loyalty points give rise to a separate performance obligation as they
provide a material right to the customer. A portion of the transaction price is allocated to the loyalty points awarded to
customers based on relative stand-alone selling price and recognised as a contract liability until the points are redeemed.
Revenue from the award points is recognised when the points are redeemed or when they expire or are likely to expire.
When estimating the stand-alone selling price of the loyalty points, the Group considers the likelihood that the customer
will redeem the points.
Gift cards
Gift cards may be issued to the guests in some brands and redeemed as a payment form in subsequent transactions.
The Group records a contract liability in the period in which gift cards are issued and proceeds are received. This liability
is calculated taking into account the probability of the gift cards’ redemption. The redemption rate is calculated based on
own and industry experience, historical and legal analysis. Revenue is recognised when a performance obligation is
fulfilled and a guest redeems the gift cards.
e.  Government grants
Government grants that compensate the Group for expenses incurred are recognised in profit or loss as other operating
income on a systematic basis in the periods in which the expenses are recognised, unless the conditions for receiving the
grant are met after the related expenses have been recognised. In this case, the grant is recognised when it becomes
receivable.
f.  Income tax
Income tax expense comprises current and deferred tax. It is recognised in profit or loss except to the extent that it
relates to a business combination, or items recognised directly in equity or in OCI.
Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any
adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payable or receivable
is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if
any. It is measured using tax rates enacted or substantively enacted at the reporting date.
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date. 
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax asset to be recovered. Depending on the tax
jurisdiction where the Group’s subsidiaries operate recoverability of deferred taxes is assessed taking into account
potential time expiry of availability of deferred tax utilisation (e.g. in case of tax losses).
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when  the asset is
realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are
recognised in correlation to the underlying transaction either in OCI or directly in equity.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that
date, are recognised subsequently if new information about facts and circumstances change. The adjustment is either
treated as a reduction in goodwill (as long as it does not exceed goodwill) if it was incurred during the measurement
period or recognised in profit or loss.
48
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right to set off
current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes
levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to
settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in
each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or
recovered.
g.  Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a
lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration.
The Group as a lessee
At commencement or on modification of a contract that contains a lease component, the Group allocates the
consideration in the contract to each lease component on the basis of its relative stand-alone prices. However, for the
leases of property the Group has elected not to separate non-lease components and account for the lease and non-lease
components as a single lease component.
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is
initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment losses, and
adjusted for certain remeasurements of the lease liability.
Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-
line basis. If the group is reasonably certain to exercise a purchase option, the right of-use asset is depreciated over the
underlying asset’s useful life.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental
borrowing rate. Generally, the Group uses the incremental borrowing rates as the discount rates.
The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources
(differentiated by currency of the debt) and makes certain adjustments to reflect the terms of the lease, based on long-
term IRS quotation.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payment
made (amortised cost using the effective interest method). It is remeasured when there is:
- a change in future lease payments arising from a change in an index or rate,
- a change in the estimate of the amount expected to be payable under a residual value guarantee, or
- changes in the assessment of whether a purchase or extension option is reasonably certain to be exercised or a
termination option is reasonably certain not to be exercised.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the
right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The Group incurs expenses on maintenance, security and promotion in the shopping malls (so called “common area
charges”). These items are separate services (non-lease components) and are recognised as an operating expenses.
The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-
term leases. The Group recognises the lease payments associated with these leases as an expenses on a straight-line
basis over the lease term.
The Group as a lessor
At inception or on modification of a contract that contains a lease component, the Group allocates the consideration in the
contract to each lease component on the basis of their relative stand-alone prices. When the Group acts as a lessor, it
determines at lease inception whether each lease is a finance lease or an operating lease.
When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It
assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not
with reference to the underlying asset. If a head lease is a short-term lease to which the Group applies the exemption
described above, then it classifies the sub-lease as an operating lease.
Rental income arising from operating lease is accounted for on a straight-line basis over the lease terms and included in
other income in the income statement.
h.  Property, plant and equipment
Items of property, plant and equipment (PPE) are measured at cost less accumulated depreciation and any accumulated
impairment losses.
The initial value of the property, plant and equipment of new restaurants built internally (such as construction sites and
leasehold improvements in restaurants) include the cost of materials, direct labour, costs of architecture design, legal
assistance, the present value of the expected cost for the decommissioning of an asset after its use, wages and salaries
and benefits of employees directly involved in launching a given location.
The Group capitalizes the restaurants costs mentioned above incurred from the moment when the completion of the
project is considered likely. In the event of a later drop in the probability of launching the project at a given location, all the
previously capitalised costs are transferred to the income statement.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as
separate items (major components) of property, plant and equipment.
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the
expenditure will flow to the Group. All other repairs and maintenance are charged to the income statement during the
financial period in which they are incurred.
49
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss, under „other operating
gains and losses”.
Amortisation and depreciation
Property, plant and equipment, including their material components, are depreciated on a straight-line basis over the
expected useful life of the assets/components. Land is not depreciated. Construction in progress is stated at cost, net of
accumulated impairment losses, if any.
The estimated useful lives of property, plant and equipment are as follows:
Buildings, mainly drive- through restaurants
30 - 40 years 
Costs incurred on the development of restaurants (including leasehold improvements and costs of development
of the restaurants)
10 - 20 years*
Kitchen equipment assets
3 - 14 years 
Vehicles
4 - 6  years 
Other property, plant and equipment
3 - 10 years 
*over the lease term
The residual value, depreciation method and economic useful lives are reassessed at least annually.
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a
substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other
borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that
an entity incurs in connection with the borrowing of funds.
i.  Franchise, license agreements and other fees
The Group operates own restaurants on the basis of franchise agreements (third party brands). In accordance with the
franchise agreements, the Group is obliged to pay a non-reimbursable initial fee upon opening each new restaurant and
further fees over the period of the agreement (in the amount of a % of sales revenues, usually 5-6%), and to allocate a %
of revenues (usually 5%) to advertising activities specified in the respective agreements. Moreover, after the end of the
initial period of the franchise agreement, the Group may renew the franchise agreement after paying a renewal fee.
Non-reimbursable initial fees are in fact fees for the right to use the trademark and are included in intangible assets and
amortised over the period of the franchise (usually 10 years). Further payments made in the period of the agreement are
disclosed in the income statement upon being made. Fees for extending the validity of the agreements are amortised as
of the date of a given extension agreement coming into force.
The local marketing fee is recognised in the income statement as incurred in category direct marketing costs.
j.  Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Acquired licenses for computer software
are capitalised on the basis of costs incurred to acquire and prepare specific software for use.
Franchise right-of-use for Pizza Hut, KFC, Burger King and Starbucks trademarks are recognised at the acquisition price.
The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition.
Internally generated intangibles, excluding capitalised development costs, are not capitalised and the related expenditure
is reflected in profit or loss in the period in which the expenditure is incurred. Following initial recognition, intangible
assets are carried at cost less any accumulated amortisation and accumulated impairment losses.
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset
to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised
in profit or loss as incurred.
Amortisation
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever
there is an indication that the intangible asset may be impaired.
Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or
at the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the
indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective
basis. 
Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the
asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in
accounting estimates. The estimated useful lives of assets are as follows:
Intangible asset
Acquired routinely
Computer software
3-5 years  
Franchise rights
5-10 years
Other intangible assets
5-10 years
Acquired in business combinations
Intangible asset category
La Tagliatella brand
Marketing related
indefinite
Sushi Shop brand
Marketing related
indefinite
50
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Intangible asset
Blue Frog brand
Marketing related
20 years
Sushi Shop loyalty program
Customer related
10 years
La Tagliatella franchisee relations
Customer related
24 years
Favourable lease agreements
Contract based
2-10 years over the period to the end of the
agreement
Clients’/vendors’/ Franchise databases
Customer related
2-5 years
Exclusivity rights brand operator
Customer related
6-12 years
k.  Goodwill
Goodwill on acquisition of a business  is initially measured at acquisition cost which is an excess of:
the sum total of:
o the consideration paid,
o the amount of all non-controlling interest in the acquiree, and
o in the case of a business combination achieved in stages, the fair value, at the acquisition-date, of an
interest in the acquiree,
over the net fair value of the identifiable assets and liabilities at the acquisition date.
Goodwill on consolidation is disclosed in a separate line in the statement of financial position and measured at cost net of
accumulated impairment write-downs. Goodwill is tested for impairment annually or more frequently if events or changes
in circumstances indicate that the carrying amount may be impaired.
Goodwill of foreign operations is translated into euro at the exchange rates at the reporting date. Gains and losses on the
disposal of an entity include the carrying amount of goodwill allocated to the entity sold.
l.  Impairment of non-financial assets
The Group periodically reviews the carrying amounts of its nonfinancial assets (other than investment property,
inventories and deferred tax assets) to determine whether there is any indication of impairment. If any such indication
exists, then the asset’s recoverable amount is estimated for the purpose of impairment test.
A cash-generating unit (CGU) is the smallest identifiable group of assets that generates cash inflows that are largely
independent of the cash inflows from other assets or groups of assets.
Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets or groups of assets. If this is the case, recoverable amount is determined
for the cash-generating unit to which the asset belongs. The recoverable amount of an asset or CGU is the greater of its
value in use and its fair value less costs to sell.
Goodwill arising from a business combination is allocated groups of CGUs that are expected to benefit from the synergies
of the combination.
An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its recoverable amount.
Impairment losses are recognised in profit or loss in line “Net impairment losses on other assets” They are allocated first
to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other
assets in the CGU.
An assessment is made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased.
An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the
extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation or amortisation, if no impairment loss had been recognised. The reversal of impairment losses in recognised
in line “ Net impairment losses on other assets”.
Group performs in general two types of impairment tests: on restaurant levels, when impairment indicators exists and for
businesses were goodwill is assigned or impairment indicators identified.
Restaurants tests - procedure performed twice a year
Usually individual restaurants are considered separate CGUs in Group.
Impairment indicators are checked twice a year for of all Group’s own restaurants that are operating over 24 months in
AmRest structures. The impairment test is performed in following cases:
Store was already fully or partially impaired during previous impairment processes.
Restaurant EBITDA  for last 12 months is negative.
Store is planned to be closed.
If at least one of the above indicators is identified for the store then the restaurant is tested for impairment. Value in use is
usually determined for the remaining estimated period of operation, as well analysis of potential onerous liabilities (mainly
for rental agreement costs) is performed for planned closures.
The recoverable amount of an asset is determined at the level of a single restaurant as the smallest unit (or set of assets)
generating cash flows that are largely independent of the cash inflows generated by other assets or groups of assets.
Restaurant assets include amongst others property, plant and equipment, intangible assets and right-of-use assets.
The recoverable amount of the cash-generating unit (CGU) is determined based on a value in use calculation for the
remaining useful life, determined by lease expiry date or restaurant closure date (if confirmed), using the discount rate for
each individual country.
51
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
For recoverable value calculations of value in use, the Group uses cash flow projections based on financial budgets that
require relevant judgments and estimates. Cash flow projections are prepared for individual restaurants. As a starting
point, the Group uses the most recent budgets and forecasts prepared on the level of brands in certain countries. Next,
those assumptions are enhanced or worsen, to reflect the best estimate for expected cash projections of the analysed
restaurants, if needed. Individual projections for sales and costs may depend on restaurant’s main streams of revenues
(different for take-away business, dine-in, food courts), cost pressure in various markets, supply chain related elements or
marketing actions.
Discounted cash flows do not include outflows relates to rental agreements as those are considered an element of
financing and reflected in discount rate applicable for test.
Goodwill tests - unless impairment indicators exist, procedure performed once a year
For businesses where goodwill is allocated impairment tests are performed at least once a year. Goodwill is testes
together with intangibles (including those with indefinite useful lives), property plant and equipment, right-of-uses assets
as well other non-current assets allocated to groups of CGUs where goodwill is monitored. If impairment indicators exist
additional tests are performed. Following indicators are analysed:
Arising from external sources of information such as:
Significant adverse changes that have taken place (or are expected in the near future) in the technological, market,
economic or legal environment in which the entity operates or in its markets,
Increases in interest rates, or other market rates of return, that might materially affect the discount rate used in
calculating the asset’s recoverable amount.
Arising from internal sources of information, including:
Plans to discontinue or restructure the  operation to which the asset belongs, as well as  reassessing the asset’s
useful life from indefinite to finite,
Deterioration in the  expected level of the asset’s performance i.e. when the actual net cash  outflows or operating
profit or loss are significantly worse than budgeted,
Where management’s own forecasts of future net cash inflows or operating profits show a significant  decline from
previous budgets and forecasts.
Materiality applies in determining whether an impairment review is required. If previous impairment reviews have shown a
significant excess of recoverable amount over carrying amount, no review would be necessary in the absence of an event
that would eliminate the excess. Previous reviews might also have shown that an asset’s recoverable amount is not
sensitive to one or more of the impairment indicators.
Annual mandatory impairment tests for goodwill are made in 4th quarter.
The recoverable amount is assessed using the discounted cash flows method, assuming organic growth of the business.
Cash flow projections are based on financial budgets that require judgment and other estimates that include, among
others, sales levels, EBITDA margin levels, and the discount and growth rates at long term.
Present value technique model (discounted cash flow) is used to determining recoverable amount. The cash flows are
derived from the most recent budgets, plans for next year and forecasts for the following years. The 5th year normalized
projections are used to extrapolate cash flows into the future if the 5th year represents a steady state in the development
of the business. The adjustments may be necessary to reflect the expected development of the business (normalization
of cash flows). Growth rates do not exceed the long-term average growth rate for the products, industries, or country or
market in which the asset is used.
Post tax rate is applied, and implied pre-tax rate subsequently determined.
Discounted cash flows do not include outflows relates to rental agreements as those are considered an element of
financing  and reflected in discount rate applicable for test.
Sensitivity analysis is performed as an element of impairment tests procedures.
m.  Investment properties
Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition,
investment properties are stated at fair value.
Gains or losses arising from changes in the fair values of investment properties are included in profit or loss in the period
in which they arise, including the corresponding tax effect, when applicable.
n.  Inventories
Inventories are stated at the lower of cost and net realizable value. Net realizable value is the estimated selling price in
the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the
sale.
o.  Cash and cash equivalents
Cash reported in the statement of financial position comprises cash at banks and on hand, short-term deposits with a
maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of the consolidated cash flow statement, cash and cash equivalents consist of cash and short-term
deposits, as defined above, net of outstanding bank overdrafts if they are considered an integral part of the Group’s cash
management.
52
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
p.  Financial assets
The Group classifies its financial assets in the following measurement categories:
Those to be measured subsequently at fair value through other comprehensive income (FVOCI),
Those to be measured subsequently at fair value through profit or loss (FVTPL),
Those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual terms of
the cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in
equity instruments that are not held for trading, this will depend on whether the group has made an irrevocable election at
the time of initial recognition to account for the equity investment at fair value through other comprehensive income
(FVOCI). The Group reclassifies debt investments when and only when its business model for managing those assets
changes.
Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the group commits
to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial
assets have expired or have been transferred and the group has transferred substantially all the risks and rewards of
ownership.
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair
value through profit or loss (FVTPL), transaction costs that are directly attributable to the acquisition of the financial asset.
Transaction costs of financial assets carried at FVTPL are expensed in profit or loss. Financial assets with embedded
derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and
interest. A trade receivable without a significant financing component is initially measured at the transaction price.
Debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the
cash flow characteristics of the asset. There are three measurement categories into which the Group classifies its debt
instruments:
- Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments of principal and interest are measured at amortised cost. Interest income from these financial assets is
included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is
recognised directly in profit or loss and presented in other gains/(losses), together with foreign exchange gains and
losses. Impairment losses are presented as a separate line item in the statement of profit or loss,
- FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the
assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the
carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue
and foreign exchange gains and losses which are recognised in profit or loss. When the financial asset is
derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and
recognised in other gains/ (losses). Interest income from these financial assets is included in finance income using
the effective interest rate method. Foreign exchange gains and losses are presented in other gains/(losses) and
impairment expenses are presented as separate line item in the statement of profit or loss,
- FVTPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVTPL. A gain or loss on a
debt investment that is subsequently measured at FVTPL is recognised in profit or loss and presented net within
other gains/(losses) in the period in which it arises.
Equity instruments
The Group subsequently measures all equity investments at fair value. Where the Group’s management has elected to
present fair value gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value
gains and losses to profit or loss following the derecognition of the investment.
Dividends from such investments continue to be recognised in profit or loss as other income when the Group’s right to
receive payments is established.
Changes in the fair value of financial assets at FVTPL are recognised in other operating gains/(losses) in the statement of
profit or loss as applicable. Impairment losses (and reversal of impairment losses) on equity investments measured at
FVOCI are not reported separately from other changes in fair value.
Impairment
The group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at
amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit
risk. For trade receivables, the group applies the simplified approach permitted by IFRS 9, which requires expected
lifetime losses to be recognised from initial recognition of the receivables.
The Group recognises loss allowance for expected credit losses (ECLs) on:
Financial assets that are debt instruments such as loans, debt securities, bank balances and deposits and trade
receivables that are measured at amortised cost,
Financial assets that are debt instruments measured at fair value through other comprehensive income,
Finance lease receivables and operating lease receivables,
Contract assets under IFRS 15.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk
since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the
53
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit
risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the
exposure, irrespective of the timing of the default (a lifetime ECL). The changes in the loss allowance balance are
recognised in profit or loss as an impairment gain or loss.
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash
flows of that financial asset have occurred. Evidence that a financial asset is impaired includes observable data about
such events.
The Group applied the simplified approach for:
all trade receivables or contract assets that result from transactions within the scope of IFRS 15, and that contain a
significant financing component in accordance with IFRS 15,
all lease receivables that result from transactions that are within the scope of IAS 17 and IFRS 16 (when applied).
Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime
ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss
experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
q.  Financial liabilities
Financial liabilities are classified as measured at amortised cost or FVTPL.
A financial liability is classified as of FVTPL if it is classified as heldfortrading, it is a derivative or it is designated as such
on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any
interest expense, are recognised in profit or loss. The Group has not designated any financial liability as of fair value
through profit or loss.
Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest
expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also
recognised in profit or loss. This category generally applies to interest-bearing loans and borrowings.
Initially, borrowings are recognised in the books of account at the fair value net of transaction costs associated with the
borrowing. Subsequently, borrowings are recognised in the books of account at amortised cost using the effective interest
rate.
The liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing
financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing
liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability
and the recognition of a new liability.
The difference in the respective carrying amounts is recognised in the statement of profit or loss. Borrowings are
classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12
months after the balance sheet date.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial
position if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on
a net basis, to realise the assets and settle the liabilities simultaneously.
r.  Derivative financial instruments and hedge accounting
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-
measured at their fair value. The method of recognising the resulting gain or loss depends on whether the derivative is
designated as a hedging instrument, and if so, the nature of the item being hedged.
Any gains or losses arising from changes in the fair value of derivatives that do not qualify for hedge accounting are taken
directly to profit or loss for the period.
The Group designates certain derivatives as either:
Hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast transaction
(cash flow hedge), or
Hedges of a net investment in a foreign operation (net investment hedge).
At inception of the hedge relationship, the Group documents the economic relationship between hedging instruments and
hedged items including whether changes in the cash flows of the hedging instruments are expected to offset changes in
the cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking its
hedge transactions.
Cash flow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is
recognised in other comprehensive income and accumulated in the hedging reserve. The gain or loss relating to the
ineffective portion is recognised immediately in the income statement under ‘other financial income or costs – net’.
When forward contracts are used to hedge forecast transactions, the Group generally designates only the change in fair
value of the forward contract related to the spot component as the hedging instrument. Gains or losses relating to the
effective portion of the change in the spot component of the forward contracts are recognised in the cash flow hedge
reserve within equity. The change in the forward element of the contract that relates to the hedged item (‘aligned forward
element’) is recognised within OCI in the costs of hedging reserve within equity. In some cases, the entity may designate
the full change in fair value of the forward contract (including forward points) as the hedging instrument. In such cases,
the gains or losses relating to the effective portion of the change in fair value of the entire forward contract are recognised
in the cash flow hedge reserve within equity.
Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss.
54
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is terminated or
is exercised, then hedge accounting is discontinued prospectively. When hedge accounting for cash flow hedges is
discontinued, the amount that has been accumulated in the hedging reserve remains in equity until, for a hedge of a
transaction resulting in the recognition of a non-financial item, it is included in the non-financial item’s cost on its initial
recognition or, for other cash flow hedges, it is reclassified to profit or loss in the same period or periods as the hedged
expected future cash flows affect profit or loss. If the hedged future cash flows are no longer expected to occur, then the
amounts that have been accumulated in the hedging reserve and the cost of hedging reserve are immediately reclassified
to the income statement under ‘other financial income or costs – net’. 
Net investment hedge
Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges.
Any gain or loss on the hedging instrument relating to the effective portion of the hedge is recognised in other
comprehensive income and accumulated in reserves in equity. The gain or loss relating to the ineffective portion is
recognised immediately in the income statement. Gains and losses accumulated in equity are included in the income
statement when the foreign operation is partially disposed of or sold.
Hedge is effective if:
There is economic relationship between hedged item and hedging instrument,
The effect of credit risk does not dominate the value changes,
The actual hedge ratio (designated amount of hedged item/designated of hedged instrument) is based on the
amounts the Group is us using for risk management.
The Group uses loans as a hedge of its exposure to foreign exchange risk on its investments in foreign subsidiaries.
s.  Share-based payments and employee benefits
Share-based payments
There are several share-based payments plans in AmRest Group: Long Term Incentive plans (LTI), Stock Option Plans
(SOP) and Management Incentive Plans (MIP). The only cash-settled Stock Option plan has been fully settled in 2024.
Equity-settled transactions
The cost of equity-settled transactions with employees is measured by reference to awarding fair value at the grant date.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in
which the performance conditions are fulfilled, ending on the date on which the relevant employees become fully entitled
to the award (“vesting date”). The cumulative expense is recognised for equity-settled transactions at each reporting date
until the vesting date reflects the extent to which the vesting period has expired and the number of awards that, in the
opinion of the parent’s Management Board at that date, based on the best available estimate of the number of equity
instruments, will ultimately vest.
Cash-settled transactions
Cash-settled transactions have been accounted since 2014 as a result of a modification introduced to existing share-
based programs. Some programs were modified so that they may be settled in cash or in shares upon decision of a
participant. As a result, the Group re-measures the liability related to cash-settled transaction.
The liability is subsequently measured at its fair value at every balance sheet date and recognised to the extent that the
service vesting period has elapsed, with changes in liability valuation recognised in income statement. Cumulatively, at
least at the original grant date, the fair value of the equity instruments is recognised as an expense (share-based
payment expense).
At the date of settlement, the Group remeasures the liability to its fair value. The actual settlement method selected by the
employees, will dictate the accounting treatment:
If cash settlement is chosen, the payment reduces the fully recognised liability,
If the settlement is in shares, the balance of the liability is transferred to equity, being consideration for the shares
granted. Any previously recognised equity component shall remain within equity.
Long-term employee benefits based on years in service
The net value of liabilities related to long-term employee benefits is the amount of future benefits which were vested in
the employees in connection with the work they have carried out them in the current and past periods. The liability was
accounted for based on the estimated future cash outflows, and at the balance sheet date, the amounts take into
consideration the rights vested in the employees relating to past years and to the current year.
Retirement benefit contributions
During the financial period, the Group pays mandatory pension plan contributions dependent on the amount of gross
wages and salaries payable, in accordance with legally binding regulations. The public pension plan is based on the pay-
as-you-go principle, i.e. the Group has to pay contributions in an amount comprising a percentage of the remuneration
when they mature, and no additional contributions will be due if the Company ceases to employ the respective staff. The
public plan is a defined contribution pension plan. The contributions to the public plan are disclosed in the income
statement in the same period as the related remuneration, under “Payroll and employee benefits”.
t.  Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is
probable that an outflow of resources embodying economic benefits will be required to settle  the obligation and a reliable
estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be
reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only
when the reimbursement is virtually certain. The expense relating to  a provision is presented in the statement of profit or
loss net of any reimbursement.
55
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects,
when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the
passage of time is recognised as a finance cost.
Costs of bringing the location to the condition it had been in before the lease agreement was signed
Depending on particular contracts the Group may be obliged to bring the location to the condition it had been in before
the lease agreement was signed. Asset retirement provision costs are provided for at the present value of expected costs
to settle the obligation using estimated cash flows and are recognised as part of the cost of the relevant asset.
The unwinding of the discount is expensed as incurred and recognised in the statement of profit or  loss as a finance
cost. The estimated future costs of decommissioning are reviewed periodically and adjusted if needed.
Development commitments unattained
Group restaurants are operated under franchise and development agreements with YUM! and subsidiaries of YUM!,
Burger King Europe GmbH, Starbucks Coffee International, Inc. In accordance with these agreements, the Group is
obliged to meet certain development commitments as well as maintain the identity, reputation and high operating
standards of each brand.
Certain development commitments may be determined on annual basis and may result in recognition of agreed bonuses
if case the development commitments are satisfied or exceeded. Alternatively if the Group believes the commitments will
not be attained the respective provision are recognised. The Group considers all available fact and circumstances to
determine the risks related to future liabilities including planned openings as included in the annual operating plan for next
reporting year.
The provisions are periodically reviewed. The net expenses/gains relating to a provision are presented in the statement of
profit or loss in other operating incomes/expenses section.
Contingent liabilities and assets
A contingent liability is disclosed unless the possibility of an outflow of resources embodying economic benefits is remote.
Contingent assets usually arise from unplanned or other unexpected events that give rise to the possibility of an inflow of
economic benefits to the entity. Contingent assets are not recognised in financial statements since this may result in the
recognition of income that may never be realised. A contingent asset is disclosed, where an inflow of economic benefits is
probable.
u.  Equity
Equity includes equity attributable to shareholders of the parent and non-controlling interests.
Equity attributable to shareholders of the parent is grouped into the following:
Share capital,
Reserves,
Retained earnings,
Translation reserve.
The effect of the following transactions is presented under reserves:
Share premium  (surplus over nominal amount) and additional contributions to capital without the issue of shares
made by the shareholders prior to becoming public entity,
Effect of accounting for put options over non-controlling interests,
Effect of accounting for share-based payments,
Treasury shares,
Effect of hedges valuation,
Effect of accounting for transactions with non-controlling interests.
Share capital
Ordinary shares are classified as share capital. Incremental costs directly attributable to the issue of new shares are
shown in equity as a deduction from the proceeds. The income tax effect relating to transaction costs of an equity
transaction is also accounted for in equity.
Treasury shares
When shares recognised as equity are repurchased, the amount of the consideration paid, which includes directly
attributable costs, is recognised as a deduction from equity. Repurchased shares are classified as treasury shares and
are presented in “Reserves”.
Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion
of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
35.  Changes in accounting policies, reclassification and restatement of
comparatives summary
Newly applied standards, amendments and interpretations
The accounting policies adopted in the preparation of these consolidated financial statements are consistent with those
followed in the preparation of the Group’s consolidated financial statements for the year ended 31 December 2023,
except for the adoption of new standards, interpretations, and amendments to standards effective as of 1 January 2024.
56
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The amendments and interpretations listed below were applied in 2024 and had no material impact on the accounting
policies applied by the Group.
Amendments to IAS 1: Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
The amendments clarify that liabilities are classified as either current or non-current, depending on the rights that exist at
the end of the reporting period. Classification is unaffected by the entity’s expectations or events after the reporting date
(e.g. the receipt of a waiver or a breach of covenant). 
Amendments to IFRS 16 – Lease Liability in a Sale and Leaseback
These amendments include requirements for sale and leaseback transactions in IFRS 16 to explain how an entity
accounts for a sale and leaseback after the date of the transaction. Sale and leaseback transactions where some or all of
the lease payments are variable lease payments that do not depend on an index or rate are most likely to be impacted.
Amendments to IAS 7 and IFRS 7- Supplier Finance Arrangements
The amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures clarify the
characteristics of supplier finance arrangements and require additional disclosure of such arrangements. The disclosure
requirements in the amendments are intended to assist users of financial statements in understanding the effects of
supplier finance arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk.
36.  Standards issued but not yet effective
Below amendments to standards are effective for annual periods beginning after 1 January 2025. The Group has not
early adopted the new or amended standards in these consolidated financial statements.
Amendments to IAS 21 - Lack of Exchangeability
In August 2023, the IASB amended IAS 21 to help entities to determine whether a currency is exchangeable into another
currency, and which spot exchange rate to use when it is not. The amendments are effective for annual periods beginning
on or after 1 January 2025. The Group does not expect these amendments to have a material impact on its operations or
financial statements.
Amendments to the Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7
On 30 May 2024, the IASB issued targeted amendments to IFRS 9 and IFRS 7 to respond to questions arising in
practice, and to include new requirements not only for financial institutions but also for corporate entities. These
amendments: clarify the date of recognition and derecognition of some financial assets and liabilities, with a new
exception for some financial liabilities settled through an electronic cash transfer system; clarify and add further guidance
for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion; add new
disclosures for certain instruments with contractual terms that can change cash flows (such as some financial instruments
with features linked to the achievement of environment, social and governance targets); and update the disclosures for
equity instruments designated at fair value through other comprehensive income (FVOCI).
The amendments are effective for annual periods beginning on or after 1 January 2026. The Group does not expect these
amendments to have a material impact on its operations or financial statements.
IFRS 19 Subsidiaries without Public Accountability: Disclosures
Issued in May 2024, IFRS 19 allows for certain eligible subsidiaries of parent entities that report under IFRS Accounting
Standards to apply reduced disclosure requirements. The standard is effective for annual periods beginning on or after 1
January 2027. The standards will not have impact on Group's consolidated financial statements.
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 will replace IAS 1 Presentation of financial statements, introducing new requirements that will help to achieve
comparability of the financial performance of similar entities and provide more relevant information and transparency to
users. Even though IFRS 18 will not impact the recognition or measurement of items in the financial statements, its
impacts on presentation and disclosure are expected to be pervasive, in particular those related to the statement of
financial performance and providing management-defined performance measures within the financial statements.
The Group is currently assessing the implications of applying the new standard on the Group’s consolidated financial
statements. It is expected that although the adoption of IFRS 18 will have no impact on the Group’s net profit, the
grouping items of income and expenses in the statement of profit or loss into the new categories may impact how
operating profit is calculated and reported. The line items presented on the primary financial statements might change as
a result of the application of the concept of ‘useful structured summary’ and the enhanced principles on aggregation and
disaggregation.
The Group will apply the new standard from its mandatory effective date of 1 January 2027. Retrospective application is
required.
Amendments to IFRS 9 and IFRS 7 - Contracts Referencing Nature-dependent Electricity
These amendments include: clarifying the application of the ‘own-use’ requirements; permitting hedge accounting if these
contracts are used as hedging instruments; and adding new disclosure requirements to enable investors to understand
the effect of these contracts on a company’s financial performance and cash flows.
The amendments are effective for annual periods beginning on or after 1 January 2026. The Group is analysing the
potential impact of those amendments.
Annual Improvements to IFRS Accounting Standards—Volume 11
Annual improvements provide a mechanism to issue a collection of minor amendments to the accounting standards That
cycle covers minor amendments to: IFRS 1 First-time Adoption of International Financial Reporting Standards; IFRS 7
Financial Instruments: Disclosures and its accompanying Guidance on implementing IFRS 7; IFRS 9 Financial
Instruments; IFRS 10 Consolidated Financial Statements; and IAS 7 Statement of Cash Flows.
The amendments are effective for annual periods beginning on or after 1 January 2026. The Group does not expect these
amendments to have a material impact on its operations or financial statements.
AMREST GROUP Consolidated Financial Statements
for the year ended 31 December 2024
Signatures of the Board of Directors
José Parés Gutiérrez
Chairman of the Board
Luis Miguel Álvarez Pérez
Vice-Chairman of the Board
Begoña Orgambide García
Member of the Board
Romana Sadurska
Member of the Board
Pablo Castilla Reparaz
Member of the Board
Mónica Cueva Díaz
Member of the Board
Emilio Fullaondo Botella
Member of the Board
Madrid, 26 February 2025
AmRest Holdings SE
28046 Madrid, Spain
CIF A88063979 | +34 91 799 16 50 | amrest.eu
Directors’ Report
for the year ended 31 December 2024
AmRest Group
26 February 2025
AmRest Group
Directors’ Report
for the year ended 31 December 2024
Contents
Financial highlights (consolidated data) .............................................................................................................................................
Group Business Overview ....................................................................................................................................................................
Financial and asset position of the Group ..........................................................................................................................................
Brands operated by the Group .............................................................................................................................................................
Key investments .....................................................................................................................................................................................
Planned investment activities ...............................................................................................................................................................
Significant events and transactions in 2024 ......................................................................................................................................
External Debt ..........................................................................................................................................................................................
Shareholders of AmRest Holdings SE ................................................................................................................................................
Changes in the Parent Company’s Governing Bodies .....................................................................................................................
Remuneration of the Board of Directors and Senior Management Personnel .............................................................................
Changes in the number of shares held by members of the Board of Directors ...........................................................................
Transactions on own shares concluded by AmRest .........................................................................................................................
Dividends paid and received ...............................................................................................................................................................
Average period of payment to suppliers .............................................................................................................................................
Activity in Research and Development area ......................................................................................................................................
Subsequent events ................................................................................................................................................................................
Factors impacting the Group’s development .....................................................................................................................................
Basic risks and threats the Group is exposed to ...............................................................................................................................
NON-FINANCIAL INFORMATION STATEMENT ..............................................................................................................................
ANNUAL CORPORATE GOVERNANCE REPORT OF LISTED COMPANIES ...........................................................................
ANNUAL REPORT ON DIRECTORS' REMUNERATION OF LISTED COMPANIES .................................................................
Signatures of the Board of Directors ...................................................................................................................................................
4
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Dear Shareholders,
Dear shareholder,
I am honoured to present the financial report and non-financial information statement of AmRest Holdings SE for the full
year 2024.
The strength of AmRest's business model, the excellent lead of its management team and the intense dedication of the
more than 45,000 people who make up our team have once again led us to bring you remarkable growth that translates
into a record level of revenue, 2,556 million euros, and EBITDA generation, 430 million euros.
I have to point out that these results mean that we have fulfilled the commitments made by the AmRest management
team. Justifying once again the trust that our shareholders and partners have placed in AmRest.
Likewise, these results have allowed us to announce the first dividend payment in the history of the Group. This endorses
the success of the strategy implemented in recent years, focused on the generation of value through profitable and
sustainable growth.
This approach has led us to redefine the perimeter and portfolio of managed restaurants with the closure or sale of non-
strategic businesses. As a result, in 2024, the 121 Pizza Hut restaurants that AmRest managed in France were
transferred, 120 of them under a sub-franchise model. However, AmRest has continued to focus on organic growth with
the opening of 109 units which, together with the closure of 52, has led to the end of the 2024 financial year with a
portfolio of 2,099 restaurants.
In addition, technological innovation, digitalisation and process optimisation have been key pillars in efficiently adapting to
customer needs and maintaining competitiveness in a global environment greatly affected by the cumulative effect of high
inflation rates in recent years. Despite this, our capacity to adapt has led to a 5.1% increase in sales compared to 2023,
and the EBITDA margin expanding by 1.2 percentage points to reach 16.8%.
Finally, our vision of a sustainable business model is based on generating value for society, for our shareholders, as well
as on the optimal management of the resources obtained. At AmRest restaurants we sell products, but more importantly,
we provide a service that brings us closer to our customers. Furthermore, the rigorous management of the resources
generated has allowed us to combine the opening of a significant number of restaurants with the payment of dividends
and a further reduction in the Group's leverage, which continues to decrease from 1.84x in 2023 to 1.82x at the end of the
2024.
The achievements we have made are the result of the tireless effort and dedication of the entire AmRest team, as well as
the constant and firm support of our management. To each of them, I express my deepest gratitude for their
professionalism and perseverance over the years. I would also like to extend my gratitude to the more than 30 million
customers who choose us every month, as without their trust, none of this would be possible. Finally, I would like to thank
the Board of Directors and our shareholders for their guidance and continued trust.
I am proud to say that the future of AmRest remains promising and full of opportunities.
José Parés Gutiérrez
Chairman of the Board of Directors
Zrzut ekranu 2022-11-23 150654.jpg
6
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Financial highlights (consolidated data)
 
YEAR ENDED
3 MONTHS ENDED
 
31 December 2024
31 December 2023
31 December 2024
31 December 2023
Revenue
2,556.3
2,431.6
665.3
628.9
EBITDA*
430.4
379.2
111.1
96.2
EBITDA margin
16.8%
15.6%
16.7%
15.3%
Adjusted EBITDA**
437.0
386.0
113.8
99.5
Adjusted EBITDA margin
17.1%
15.9%
17.1%
15.8%
Profit from operations (EBIT)
118.2
103.5
34.3
(0.5)
EBIT margin
4.6%
4.3%
5.2%
(0.1)%
Profit before tax
34.4
49.0
12.5
(11.3)
Profit/loss for the period from continuing
operations
13.5
44.4
10.5
(4.8)
Profit/loss for the period from
discontinued operation
-
6.5
-
-
* EBITDA – Operating profit before depreciation, amortisation and impairment losses.
**Adjusted EBITDA – EBITDA adjusted for new openings expenses (Start-up costs), M&A expenses; all material expenses connected with
successful acquisition covering professional services (legal, financial, other) directly connected with a transaction or profit/loss on sale of shares/
entities and effect of SOP exercise method modification (difference in accounting cost of employee benefits accounted under cash settled
versus equity settled option plan).
 
YEAR ENDED
3 MONTHS ENDED
 
31 December 2024
31 December 2023
31 December 2024
31 December 2023
Net profit
13.5
50.9
10.5
(4.8)
Net margin
0.5%
2.1%
1.6%
(0.8)%
Net profit attributable to non-controlling
interests
5.0
6.0
0.9
1.0
Net profit attributable to equity holders of
the parent
8.5
44.9
9.6
(5.8)
Cash flows from operating activities
408.5
370.5
127.5
108.2
Cash flows from investing activities
(214.5)
(133.0)
(61.6)
(79.9)
Cash flows from financing activities
(268.5)
(233.5)
(71.1)
15.7
Total cash flows, net
(74.5)
4.0
(5.2)
44.0
Average weighted number of ordinary
shares for basic earnings per shares (in
thousands)
217,229
218,875
217,500
219,052
Average weighted number of ordinary
shares for diluted earnings per shares (in
thousands)
217,841
219,097
218,305
219,843
Basic earnings per share (EUR)
0.04
0.21
0.04
(0.03)
Diluted earnings per share (EUR)
0.04
0.21
0.04
(0.03)
Declared or paid dividend per share
0.07
-
0.07
-
YEAR ENDED
 
31 December 2024
31 December 2023
Total assets
2,368.4
2,351.7
Total liabilities
1,980.0
1,951.0
Non-current liabilities
1,422.2
1,346.5
Current liabilities
557.8
604.5
Equity attributable to shareholders of the
parent
372.6
385.4
Non-controlling interests
15.8
15.3
Total equity
388.4
400.7
Share capital
22.0
22.0
Number of restaurants*
2,099
2,163
*AmRest closes 2024 with a portfolio of 2,099 restaurants after opening 109 units, closing 52 and transferring the 121 Pizza Hut restaurants in
France.
7
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Group Business Overview
Basic services provided by the Group
AmRest Holdings SE (“AmRest”, “Company”) with its subsidiaries (the “Group”) is Europe's leading publicly listed
restaurant operator with a portfolio of renowned brands in 22 countries. The Group operates 2,099 restaurants under
franchised brands such as KFC, Starbucks, Pizza Hut and Burger King, as well as through its own brands such as La
Tagliatella, Sushi Shop,  Blue Frog and Bacoa. In addition, within the concepts of Pizza Hut Delivery and Pizza Hut
Express the Company acts as a master-franchisee, having the rights to sub-license these brands to third parties.
As of 31 December 2024, AmRest managed a network of 2,099 restaurants. Given the current scale of the business,
every day more than 45 thousand of AmRest employees deliver, on a daily basis, delicious taste and exceptional service
at affordable prices, in accordance with the Company’s unique culture.
Nowadays, the Group manages the network of restaurants across three main segments, which are aligned with the
geographical regions of its operations:
Central and Eastern Europe (“CEE”), where historically the Company was founded and opened its first restaurant
under the name of Pizza Hut; today CEE division covers the region of 10 countries (Poland, Czech Republic,
Hungary, Bulgaria, Serbia, Croatia, Romania, Austria, Slovenia and Slovakia) and with 1,228 restaurants,
accounting for 58.1% of Group´s revenue.
Western Europe (“WE”), is a segment which primarily consists of Spain, France and Germany, where both
franchised and proprietary brands are operated. As a result of dynamic organic expansion supported by previous
acquisitions, Western Europe has become a significant operating segment of the Group consisting of 11
countries, 784 restaurants and generating 35.2% of AmRest’s revenues.
China, where the 87 restaurants of Blue Frog proprietary brand are operated.
And one additional segment “Other” which covers among others corporate office expenses. It accounts for the results of
SCM Sp. z o.o. along with its subsidiaries and other support costs and functions rendered for the Group or not allocated
to applicable segments such as, for instance, Executive Team, Controlling, Treasury, Investor Relations, Mergers &
Acquisitions. The detailed description of the segments is included in Note 5 (‘Segment reporting’) of the Consolidated
Financial Statements.
The brands of AmRest are well-diversified across four main categories of restaurant services:
1) Quick Service Restaurants (“QSR”), represented by KFC and Burger King,
2) Fast Casual Restaurants (“FCR”), represented by Pizza Hut Delivery and Express, Bacoa and Sushi Shop,
3) Casual Dining Restaurants (“CDR”), represented by Pizza Hut Dine-in, La Tagliatella and Blue Frog,
4) Coffee category, represented by Starbucks.
AmRest restaurants provide on-site catering, take-away and drive-through services at special sales points (“Drive Thru”),
as well as deliveries of orders placed online or by telephone. The diversification of channels and the continuous
enhancement of take away and delivery capabilities has been key to adapting quickly to the evolving consumer habits. In
addition, these channels show a high complementarity with in-store consumption.
Number of AmRest restaurants broken down by brands as at 31 December 2024
Brand
Restaurants*
Equity share
Franchise share
Share in total
Franchised
1,600
99%
1%
76%
KFC
878
100%
-
42%
PH
193
91%
9%
9%
Starbucks*
431
100%
-
21%
Burger King
98
100%
-
5%
Own
499
54%
46%
24%
La Tagliatella
229
31%
69%
11%
Sushi Shop
181
65%
35%
9%
Blue Frog
87
89%
11%
4%
Bacoa
2
-
100%
<1%
*Data doesn't include Starbucks licensed stores for which AmRest offers supply service.
8
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Number of AmRest restaurants broken down by countries as at 31 December 2024
Region
Restaurants*
Equity share
Franchise share
Share in total
Total
2,099
88%
12%
100%
CEE
1,228
99%
1%
59%
Poland
660
98%
2%
31%
Czech
240
67%
-
11%
Hungary
164
98%
2%
8%
Romania
73
100%
-
3%
Other CEE*
91
100%
-
4%
WE
784
72%
28%
37%
Spain
356
56%
44%
17%
France
205
82%
18%
10%
Germany**
173
100%
-
8%
Other WE*
50
44%
56%
2%
China
87
89%
11%
4%
*Other CEE includes Bulgaria, Serbia, Slovakia, Croatia, Austria and Slovenia. Other WE includes Belgium, UAE, Switzerland, Portugal, UK,
Luxembourg and Saudi Arabia.
** Germany franchise share excludes Starbucks licensed stores for which AmRest offers supply service.
Financial and asset position of the Group
External Environment
During 2024, the economic growth of the countries where AmRest operates has shown significant divergences. In the
Central and Eastern European (CEE) markets, economic growth was robust, driven by private consumption, rising real
wages and lower interest rates. In contrast, in Western Europe (WE) growth has been much more modest, with some
countries, such as Germany, facing negative growth rates or virtual stagnation, as in the case of France. However, the
economic evolution registered in the main markets for AmRest, Poland and Spain, stands out positively, where the
company has been able to capitalize on this economic growth in a solid increase in income and profitability.
Consumers have remained relatively resilient in most of the countries in which AmRest operates, supported by lower cost
pressures and strong labour markets. However, their purchasing power has been affected by the cumulative effect of high
inflation in recent years. Although price increases have moderated markedly, they continue to put pressure on consumer
budgets, leading them to be cautious with discretionary spending decisions.
This context has led to consumers being much more sensitive to the perception of price and value, and has also resulted
in a highly competitive environment in most regions. This situation has not prevented AmRest from setting new historical
records for revenue, EUR 2,556.3 million, and EBITDA generation, EUR 430.4 million, by increasing sales by 5.1%
compared to 2023, and EBITDA by 13.5%, thanks to strict cost control and efficiency gains, maintaining a balance with
attractive and competitive promotions for all customers.
Once again, China deserves a separate chapter. Although China's Gross Domestic Product (GDP) grew by 5.0% during
the year, this growth had to be boosted by a series of stimulus measures launched by the government as consumer
confidence fell sharply. However, consumer spending declined despite government subsidies. This situation has led to a
very competitive environment where companies had to work even harder to attract consumers.
Revenues
AmRest's annual revenue in 2024 increased by 5.1% to EUR 2,556.3 million. The same-store sales index (SSS)
stood at 100.9, while the total number of transactions increased by 3.0%.
During the fourth quarter of the year, revenues stood at EUR 665.3 million, an increase of 5.8% compared to the same
period in 2023. This sale figure also marks a quarterly record high for AmRest and shows an acceleration in the pace of
growth compared to previous quarters, driven by a significant increase of 4.9% in the number of transactions.
On the key levers in the success of AmRest's business model has been the efficient adaptation to a consumer who is
more price-conscious and looking for value options, as well as on a commitment to technological innovation as a key
factor in maintaining competitiveness in a constantly changing global environment. This is particularly relevant in a world
dominated by omnichannel retailing where data appears everywhere. This positioning is what has allowed AmRest to be
prepared to guarantee price competitiveness and continue to strengthen the market position of its different brands.
The successful execution of this project has been carried out by a team of more than 45,000 people focused on providing
excellence in service as a recipe for gaining the trust of the more than 30 million customers who eat at one of AmRest's
restaurants every month of the year.
With regard to consumer trends, the evolution of sales originated through digital channels continues to advance
incessantly and during the 2024 financial year they surpassed those originated through other channels. In terms of the
channels used for consumption, there has been stability in the distribution of consumption preferences over the last few
quarters. In this sense, dine-in consumption is the preferred form and accounts for practically half of the Group's sales.
With respect to the delivery channel, it accounted for 18% of the sales generated by the Group during the 2024,
practically the same proportion as in 2022 and 2023.
9
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
AmRest Group revenue for the 12 months ended 31 December 2022-2024
image.png
The Group's EBITDA generation during 2024 reached EUR 430.4 million, after increasing by 13.5% compared to
2023. This figure represents a historical record that corroborates the Group's strategy of positioning towards
sustainable and profitable growth. This result implies that the EBITDA margin rose 1.2 percentage points to
16.8%.
From a fourth-quarter perspective, EBITDA reached EUR 111.1 million, after increasing by 15.5% compared to the same
period in 2023, which represents an expansion of 1.4 percentage points in terms of EBITDA margin, which stood at
16.7%.
The expansion of margins is the result of the work carried out in the optimization of processes, adopting technology-
driven efficiency and rethinking work models, each of which has a considerable impact on the margin and the customer
experience. Predictive management of food and labour costs has been key to offsetting the effects of higher labour costs
in many geographies. Ultimately, the results of this work translate into an improved customer experience.
The definition and execution of many of these projects have been carried out within the framework of specific programs
for the generation of added value which, through multidisciplinary teams from different brands and countries, identify,
develop, apply and share opportunities for savings in sales, personnel, semi and CAPEX costs, which give AmRest
a unique and distinctive positioning in the 22 geographical areas where it operates.
AmRest Group EBITDA for the 12 months ended 31 December 2022-2024
image.png
10
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
The Group's operating profit (EBIT) in 2024 stood at EUR 118.2 million after increasing by 14.2%, which
represents an EBIT margin of 4.6%, 0.3 percentage points higher than that obtained in the 2023. This progress has
been achieved despite having booked value corrections of EUR 52.2 million during the 2024 financial year. EUR 41.1
million of these correspond to the value correction of the goodwill associated with Sushi Shop, which was recorded at the
end of the first half of the year. With this, the value of the goodwill of this investment stands at EUR 70.7 million at the end
of the financial year, and it has not been necessary to make any further corrections during the second semester of the
year as the profitability targets set for the Group have been met.
In the fourth quarter, EBIT reached EUR 34.3 million, compared to the losses obtained in the same period of 2023. This
represents an EBIT margin of 5.2%. During this period, the corresponding impairment tests were carried out at the
restaurant level, which are updated twice a year, and as a result, impairments of EUR 7.4 million were registered. The
number of restaurants subject to impairment was reduced to 83 from 116 in 2023 as a result of the work carried out to
optimize the quality of the restaurant portfolio. 
AmRest Group EBIT for the 12 months ended 31 December 2022-2024
image.png
The annual profit for the 2024 financial year was EUR 13.5 million, compared to EUR 50.9 million in 2023. Despite
the improvement in operating results, the fall in profit was due to four main factors: the booking of higher impairments in
the goodwill associated with Sushi Shop, the existence of discontinued operations in 2023, the increase in financial costs
due to higher interest rates and a higher tax burden. Meanwhile, the profit attributed to the shareholders of the parent
company stood at EUR 8.5 million.
During the fourth quarter, the profit for the period amounted to EUR 10.5 million, compared to the losses recorded in the
same period of 2023. The profit attributed to the shareholders of the parent company was EUR 9.6 million.
The Group's strong progress in generating operating cash flow has allowed it to make the first dividend payment
in AmRest's history, in the amount of EUR 15.2 million, which was made on December 23, 2024. The cash flow
generated from operating activities during the year amounted to EUR 408.5 million, which represents an increase of EUR
38.0 million compared to 2023. CAPEX incurred during the year amounted to EUR 193.9 million, which is a reduction of
EUR 21.0 million compared to 2023.
The Group's leverage continues to decrease to 1.82x compared to 1.84x at the end of 2023. This level is at the
lower end of the internal management target set, which the Group's managers believe to be a prudent level to be able to
face new investments focused on accelerating growth, both organic and non-organic. The Group's gross financial debt,
according with the definition of the bank agreements, amounted to EUR 621.3 million at the end of the year, EUR -3.6
million less than at the end of  2023. In net terms, the net financial debt amounted to EUR 468.3 million.
The financial conditions (covenants) established for AmRest in the financing agreement stipulate that the adjusted
consolidated net debt/EBITDA must be kept below 3.5x and the debt service coverage ratio must be higher than 1.5x.
Both ratios are calculated according to the definitions mentioned in the loan agreement and on a non-IFRS16 basis. In
addition, the Group is required to maintain an equity ratio of over 8%. All these conditions were adequately met by
AmRest at the end of the financial year.
The Group's liquidity amounted to EUR 153.0 million at the end of the financial year, of which EUR 13.4 million are
included under the assets available for sale line. This figure represents a decrease of EUR 74.5 million during the current
financial year. The Group considers that this amount of liquidity, together with additional liquidity lines and credit facilities
of EUR 212.8 million, constitutes an efficient level in accordance with the Group's needs.
11
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Net financial debt evolution and cash position                
image.png
*Cash including cash and cash equivalents presented as assets classified as assets held for sale.
**Net Debt non-IFRS16 including operating lease liabilities.
Additionally, during 2024, two extraordinary transactions should be highlighted:
In October 2024, YUM, with whom the AmRest Group has been working for several years in France, took over
the operation of the Pizza Hut Master Franchise in France and the direct management of the sub-franchised
restaurants, previously operated by AmRest. This involved the transfer of 121 restaurants (120 sub-franchises
and 1 owned).
In December 2024, the Group signed an agreement to separate the commercial operations between the AmRest
Group and SCM Sp. z o.o. (“SCM”). SCM is a majority owned subsidiary. Based on an analysis of the facts and
circumstances related to the transaction, the Group assessed that the sale transaction is highly probable and
that the assets and liabilities of the SCM business meet the criteria to be classified as held for sale.
AmRest closes 2024 with a portfolio of 2,099 restaurants after opening 109 units, closing 52 and transferring the
121 Pizza Hut restaurants in France. It is precisely the French market that has seen the highest number of closures
with 15 units, including the closure of Pizza Hut sub-franchisees that occurred prior to YUM acquiring the management of
this business.
In addition, a significant effort has been made in terms of renovations. A total of 251 restaurants have been renovated
during the year with the aim of guaranteeing that all AmRest production units provide the best possible experience for
AmRest customers.
12
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Number of AmRest Group restaurants at 31 December 2014-2024
12509
Our commitment to society
At AmRest we have integrated sustainability into all our processes and decisions. Aligning our growth objectives,
generating value for our shareholders and society, and meeting the demands of our customers.
AmRest's commitment to society continues to accelerate as evidenced by some of the initiatives carried out during the
year, among which the following stand out:
Cuore Felice
In 2024, La Tagliatella brand continued collaboration with Cima Universidad de Navarra
donating a percentage of profits from the products’ sales to support the research of
cardiovascular diseases.
Disaster relief
In 2024 AmRest made a donation to Red Cross in Spain to support the victims of the
floods in Valencia.
Food Sharing Day
In November 2024, AmRest conducted its annual “Food Sharing Day”. KFC, Starbucks,
Pizza Hut, Burger King, and La Tagliatella delivered meals to children in 170 locations in
nine countries with the engagement of over 1000 company volunteers.
Saving food – Harvest
program
AmRest donated surplus products from its restaurants, Central Kitchen and
warehouses. KFC, La Tagliatella, Starbucks, Pizza Hut and Burger King cooperated with
Food Banks and saved 250 tons of food in total.
Strategic partnership with
SIEMACHA Association
In 2024, AmRest continued to support SIEMACHA Spot Wrocław, an educational facility
for young people run by SIEMACHA Association, by providing in-kind and financial
donations.
At AmRest, there is also an unwavering and ongoing commitment to advancing the nutritional quality of our food and our
gastronomic offerings.
In addition, sustainability is a crucial aspect of our industry, and technology plays a key role in this process. From energy
efficient appliances to waste reduction algorithms, technology-driven sustainability initiatives are becoming increasingly
important. In short, the role of technology has evolved from being an optional enhancement to an essential component of
business strategy, customer acquisition and sustainability advancements.
13
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Revenues and profitability by segments
Table 1. Structure of Group’s revenue
YEAR ENDED
 
31 December 2024
31 December 2023
Revenue
Amount
Share
Amount
Share
Central and Eastern Europe
1,484.5
58.1%
1,342.1
55.2%
Western Europe
898.5
35.2%
902.8
37.1%
China
92.4
3.6%
99.9
4.1%
Other*
80.9
3.2%
86.8
3.6%
Total
2,556.3
100.0%
2,431.6
100.0%
*Other includes non restaurant businesses performed by AmRest Holdings SE, SCM Sp. z o.o. and its subsidiaries and other minor entities
performing holding and/or financing services.
Central and Eastern Europe (CEE)
In 2024, annual sales in this segment amounted to EUR 1,484.5 million, representing 58.1% of Group sales and a year-
on-year growth of 10.6%. The EBITDA generated reached EUR 305.1 million, this is EUR 38.0 million more than in 2023,
representing an EBITDA margin that surpasses the 20% threshold, standing at 20.6%. These figures represent a new
record in sales and EBITDA generation in nominal terms. The good evolution registered in Poland, the Group's main
market, has been remarkable, where sales grew by more than 15% and EBITDA by 25.5%.
In the fourth quarter, revenues amounted to EUR 389.6 million, 11.5% higher than in the same quarter of 2023. EBITDA
was EUR 78.3 million, representing an EBITDA margin of 20.1%.
The restaurant portfolio reached 1,228 units after increasing by 51 restaurants with the opening of 65 new restaurants
and the closure of 14 restaurants during the year.
Western Europe (WE)
Revenues in this segment amounted to EUR 898.5 million for full year 2024, this implies a small drop of -0.5%. However,
the EBITDA generated amounted to EUR 135.4 million after increasing by 13.9%, that represents an EBITDA margin
expansion of 1.9 percentage points that stands at 15.1%.
During the whole year, there were significant performance differences among countries, while annual sales in Spain,
AmRest´s second biggest market, grew by almost 8%, sales in Germany and France decreased by more than 5% on
both cases. Nonetheless, the positive generation of EBITDA in the French market is noteworthy, with an EBITDA margin
of 8.2% after increasing by 4.5 percentage points, corroborating the success of the value strategies implemented in the
market.
Fourth-quarter sales stood at EUR 230.7 million, this is a decrease of -1.6% with respect to the same period of 2023.
EBITDA reached EUR 37.8 million after increasing by 29.2%, this is an EBITDA margin of 16.4%, 3.9 percentage points
higher than last year.
The total number of restaurants in the region stood at 784 units. From an organic perspective, there were 36 new
openings and 29 closures, in addition to the transfer of the 121 Pizza Hut restaurants in France, of which 120 were sub-
franchisees.
China
Revenues generated during the year stood at EUR 92.4 million, this is -7.6% lower than in 2023. The depreciation of the
Yuan against the Euro impacted this performance. In constant Euros, annual sales decreased by -6.1%. On the other
hand, the EBITDA generated, EUR 18.7 million, represents a margin of 20.2% almost repeating the 2023 margin of
20.5%.
Nonetheless, revenues in the fourth quarter, which reached EUR 23.3 million, showed a modest but promising growth of
3.0% compared to the same period in 2023. The EBITDA amounted to EUR 4.2 million, with a margin expansion of 1.4
percentage points that stands at 17.9%.
AmRest closed 2024 with 87 restaurants in the region after the opening of 8 new units and the closure of 9.
14
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Table 2. Revenues and margins generated in the particular markets for the years ended 31 December 2024 and
2023
 
12 MONTHS ENDED
 
31 December 2024
31 December 2023
 
Amount
% of sales
Amount
% of sales
Revenue
2,556.3
100.0%
2,431.6
100.0%
Poland
773.0
30.2%
670.1
27.5%
Czechia
334.2
13.1%
324.7
13.4%
Hungary
215.4
8.4%
198.4
8.2%
Other CEE
161.9
6.3%
148.9
6.1%
Total CEE
1,484.5
58.1%
1,342.1
55.2%
Spain
365.4
14.3%
338.7
13.9%
Germany
196.8
7.7%
208.7
8.6%
France
304.7
11.9%
321.2
13.2%
Other WE
31.6
1.2%
34.2
1.4%
Western Europe (WE)
898.5
35.2%
902.8
37.1%
China
92.4
3.6%
99.9
4.1%
Other
80.9
3.2%
86.8
3.6%
 
 
 
 
 
EBITDA
430.4
16.8%
379.2
15.6%
Poland
156.4
20.2%
124.6
18.6%
Czechia
74.8
22.4%
73.7
22.7%
Hungary
43.0
20.0%
37.8
19.0%
Other CEE
30.9
19.1%
31.1
20.9%
Total CEE
305.1
20.6%
267.2
19.9%
Spain
75.6
20.7%
67.9
20.1%
Germany
31.8
16.1%
36.8
17.6%
France
25.1
8.2%
12.0
3.7%
Other WE
2.9
9.4%
2.2
6.5%
Western Europe (WE)
135.4
15.1%
118.9
13.2%
China
18.7
20.2%
20.5
20.5%
Other
(28.8)
(35.7)%
(27.4)
(31.5)%
 
 
 
 
 
Adjusted EBITDA
437.0
17.1%
386.0
15.9%
Poland
159.2
20.6%
126.8
18.9%
Czechia
75.6
22.6%
74.5
22.9%
Hungary
43.9
20.4%
38.6
19.5%
Other CEE
31.6
19.5%
31.5
21.2%
Total CEE
310.3
20.9%
271.4
20.2%
Spain
75.8
20.7%
69.5
20.5%
Germany
32.9
16.7%
37.1
17.8%
France
25.1
8.2%
12.0
3.7%
Other WE
3.0
9.4%
2.2
6.5%
Western Europe (WE)
136.8
15.2%
120.8
13.4%
China
18.7
20.4%
21.1
21.1%
Other
(28.8)
(35.7)%
(27.3)
(31.5)%
EBIT
118.2
4.6%
103.5
4.3%
Poland
80.4
10.4%
60.6
9.0%
Czechia
40.4
12.1%
44.1
13.6%
Hungary
23.7
11.0%
22.1
11.1%
Other CEE
12.7
7.8%
13.8
9.3%
Total CEE
157.2
10.6%
140.6
10.5%
Spain
34.7
9.5%
24.2
7.1%
Germany
(0.3)
(0.1)%
14.1
6.8%
France
(42.7)
(14.0)%
(45.8)
(14.2)%
Other WE
(1.1)
(3.4)%
(2.5)
(7.5)%
Western Europe (WE)
(9.4)
(1.0)%
(10.0)
(1.1)%
China
0.3
0.2%
1.4
1.4%
Other
(29.9)
(36.9)%
(28.5)
(33.0)%
15
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Table 3. Revenues and margins generated in the particular markets for 3 months ended 31 December 2024 and
2023
 
3 MONTHS ENDED
 
31 December 2024
31 December 2023
 
Amount
% of sales
Amount
% of sales
Revenue
665.3
100.0%
628.9
100.0%
Poland
200.9
30.2%
173.0
27.5%
Czechia
88.8
13.3%
84.4
13.4%
Hungary
55.8
8.4%
52.2
8.3%
Other CEE
44.1
6.6%
39.9
6.4%
Total CEE
389.6
58.6%
349.5
55.6%
Spain
97.8
14.7%
93.0
14.8%
Germany
51.2
7.7%
53.1
8.4%
France
74.0
11.1%
80.5
12.8%
Other WE
7.7
1.2%
7.9
1.3%
Western Europe (WE)
230.7
34.7%
234.5
37.3%
China
23.3
3.5%
22.7
3.6%
Other
21.7
3.3%
22.2
3.5%
 
 
 
 
 
EBITDA
111.1
16.7%
96.2
15.3%
Poland
39.2
19.5%
36.6
21.2%
Czechia
19.9
22.5%
18.5
21.9%
Hungary
10.7
19.1%
8.3
16.0%
Other CEE
8.5
19.3%
8.5
21.1%
Total CEE
78.3
20.1%
71.9
20.6%
Spain
21.8
22.3%
21.1
22.7%
Germany
11.7
23.0%
8.0
15.0%
France
2.2
3.0%
0.2
0.2%
Other WE
2.1
27.1%
-
0.6%
Western Europe (WE)
37.8
16.4%
29.3
12.5%
China
4.2
17.9%
3.7
16.5%
Other
(9.2)
(42.4)%
(8.7)
(39.2)%
 
 
 
 
 
Adjusted EBITDA
113.8
17.1%
99.5
15.8%
Poland
40.1
20.0%
37.9
21.9%
Czechia
20.5
23.1%
19.0
22.6%
Hungary
10.9
19.6%
8.8
16.8%
Other CEE
8.8
20.0%
8.6
21.5%
Total CEE
80.3
20.6%
74.3
21.3%
Spain
21.8
22.3%
21.5
23.3%
Germany
12.3
24.1%
8.2
15.4%
France
2.2
3.0%
0.2
0.2%
Other WE
2.1
27.1%
0.1
0.6%
Western Europe (WE)
38.4
16.7%
30.0
12.8%
China
4.3
18.1%
3.9
17.0%
Other
(9.2)
(42.4)%
(8.7)
(39.2)%
EBIT
34.3
5.2%
(0.5)
(0.1)%
Poland
17.4
8.7%
18.9
10.9%
Czechia
10.4
11.7%
10.7
12.7%
Hungary
5.2
9.2%
3.9
7.5%
Other CEE
3.0
6.9%
4.1
10.4%
Total CEE
36.0
9.2%
37.6
10.8%
Spain
11.0
11.3%
7.9
8.5%
Germany
1.0
1.9%
3.3
6.3%
France
(5.2)
(7.0)%
(37.1)
(46.1)%
Other WE
1.5
19.1%
(1.6)
(20.3)%
Western Europe (WE)
8.3
3.6%
(27.5)
(11.7)%
China
(0.6)
(2.7)%
(1.6)
(7.2)%
Other
(9.4)
(43.5)%
(9.0)
(40.8)%
16
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Table 4. Reconciliation of the net profit and adjusted EBITDA for years ended 31 December 2024 and 2023
 
YEAR ENDED
 
31 December 2024
31 December 2023
 
Amount
% of sales
Amount
% of sales
Profit/(loss) for the period
13.5
0.5%
44.4
1.8%
+ Finance costs
87.5
3.4%
63.5
2.6%
– Finance income
(3.7)
(0.1)%
(9.0)
(0.4)%
+/– Income tax expense
20.9
0.8%
4.6
0.2%
+ Depreciation and Amortisation
260.0
10.2%
234.5
9.6%
+ Impairment losses
52.2
2.0%
41.2
1.7%
EBITDA
430.4
16.8%
379.2
15.6%
+ Start-up expenses*
6.6
0.3%
6.8
0.3%
Adjusted EBITDA
437.0
17.1%
386.0
15.9%
* operating costs incurred by the company to open a restaurant but before a restaurant starts generating revenue.
Table 5. Reconciliation of the net profit and adjusted EBITDA for 3 months ended 31 December 2024 and 2023
 
3 MONTHS ENDED
 
31 December 2024
31 December 2023
 
Amount
% of sales
Amount
% of sales
Profit/(loss) for the period 
10.5
1.6%
(4.8)
(0.8)%
+ Finance costs 
22.6
3.4%
14.3
2.3%
– Finance income 
(0.7)
(0.1)%
(3.5)
(0.6)%
+/– Income tax expense
2.0
0.3%
(6.5)
(1.0)%
+ Depreciation and Amortisation
68.8
10.3%
61.5
9.8%
+ Impairment losses 
7.9
1.2%
35.2
5.6%
EBITDA 
111.1
16.7%
96.2
15.3%
+ Start-up expenses* 
2.7
0.4%
3.3
0.5%
Adjusted EBITDA 
113.8
17.1%
99.5
15.8%
* operating costs incurred by the company to open a restaurant but before a restaurant starts generating revenue.
Table 6. Liquidity analysis
YEAR ENDED
 
31 December 2024
31 December 2023
Current assets
288.7
376.5
Inventory
33.1
34.9
Current liabilities
557.8
604.5
Cash and cash equivalents*
153.0
227.5
Trade and other receivables
76.1
102.4
Trade and other accounts payable
308.8
362.9
*including cash and cash equivalents presented as assets classified as assets held for sale.
17
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Table 7. Balance sheet leverage analysis
YEAR ENDED
 
31 December 2024
31 December 2023
Non-current assets
2,079.7
1,975.2
Liabilities
1,980.0
1,951.0
Non-current liabilities
1,422.2
1,346.5
Debt
1,587.3
1,510.9
Share of inventories in current assets (%)
11.5%
9.3%
Share of trade receivables in current assets (%)
26.4%
27.2%
Share of cash and cash equivalents* in current assets (%)
53.0%
60.4%
Equity to non-current assets ratio
0.19
0.20
Long-term liabilities to equity ratio
3.66
3.36
Liabilities to equity ratio
5.10
4.87
Debt/equity
4.09
3.77
*including cash and cash equivalents presented as assets classified as assets held for sale.
Definitions:
- Share of inventories, trade and other receivables, cash and cash equivalents in current assets – ratio of, respectively, inventories, trade
receivables and cash and cash equivalents to current assets;
- Equity to non-current assets ratio – equity to non-current assets;
- Non-current liabilities to equity – non-current liabilities to equity;
- Liabilities to equity – liabilities and provisions to equity;
- Debt/equity – total non-current and current interest bearing loans and borrowings.
Alternative Performance Measures (APM) description
APM are metrics used by the company to describe operational or financial performance taking into account some key
information or constituent and adjusting them based on the purpose of such measure. AmRest identifies the following
Alternative Performance Measures in the Director’s Report:
1. Like-for-like or Same Store Sales (“LFL” or “SSS”) – represents revenue growth from comparable restaurants
(restaurants that have been operating for a period of longer than 12 months). The measure shows the ability of a
restaurant or a brand to increase its sales organically, It can be totalled the most accurately by taking the last
twelve months core revenue growth minus the last twelve months net equity openings growth.
2. EBITDA – One of Key Performance Indicators for the Group. It is a close indicator of the cash profitability on
operations and consists of profit from operations excluding amortisation and depreciation costs as well as
impairments. Reconciliation of the measure is provided in tables 4 or 5.
3. Adjusted EBITDA – Measures profitability performance without startup costs (operating costs incurred by the
Group to open a restaurant but before a restaurant starts generating revenue), indirect tax adjustments, M&A
related expenses (all material expenses connected with successful acquisitions, covering all professional
services, legal, financial, and other directly connected with a transaction) and effect of Stock Option Plan (SOP)
exercise method modification (difference in the accounting costs of employee benefits accounted for under the
cash settled versus equity settled option plan). It allows to present profitability for restaurants that already
generate revenue and without some unusual costs related to M&A, tax adjustments or accounting adjustments
related to SOP, Reconciliation of this APM is provided in tables 4 or 5.
4. EBITDA margin – EBITDA divided by Total Revenue.
5. EBIT margin – EBIT divided by Total Revenue.
6. CAPEX – investments capitalized during the period on Property, Plant and Equipment, and on intangible assets.
7. Net financial debt: this is the main metric used by management to measure the Company's level of indebtedness. It is
composed of interest-bearing loans and borrowings minus cash and cash equivalents.
8. Net debt – measures the level of external financing provided for the business as a sum of balance sheet
positions of loans and borrowings, including financial lease liabilities pre-IFRS 16, net of available cash and cash
equivalents, and guarantees.
9. Leverage ratio - measures the level of EBITDA calculated according to the financing agreements with the banks
to net debt. It is a generally accepted level that shows indebtedness of a company relative to its ability to
generate cash and profits from operations.
18
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Brands operated by the Group
At year end 2024, the portfolio of AmRest comprises 2,099 restaurants under franchised brands such as KFC, Starbucks,
Pizza Hut and Burger King, as well as its own brands such as La Tagliatella, Sushi Shop, Blue Frog and Bacoa.
AmRest is a franchisee of Yum! Brands Inc. for the KFC and Pizza Hut brands. Starting from 1 October 2016 the Group
as a master-franchisee has the right to grant a license to third parties to operate Pizza Hut Express and Pizza Hut
Delivery restaurants (sub-franchise) in countries of Central and Eastern Europe, while ensuring a certain share of
restaurants operated directly by AmRest.
Burger King restaurants are operated on a franchise basis. With effect 1st of February 2022, Burger King Europe GMBH 
notified the termination of AmRest´s development agreements of the Burger King brand in Poland, the Czech Republic,
Slovakia, Bulgaria and Romania. Nonetheless, AmRest continues to operate Burger King restaurants that it owns in these
countries under the best standards of service and quality, in compliance with the franchise agreements that continue to
be in force.
Starbucks restaurants in Poland, the Czech Republic and Hungary are opened by the companies AmRest Coffee (owned
in 82% by AmRest and 18% by Starbucks). These companies have the rights and licenses to develop and manage
Starbucks restaurants in their respective countries. Starbucks restaurants in Romania, Bulgaria, Germany, Serbia and
Slovakia are operated by the Group on a franchise basis.
La Tagliatella is one the proprietary brands of AmRest and became a part of its portfolio in April 2011. La Tagliatella
restaurants are operated directly by AmRest as well as by third party entities which operate restaurants on a franchise
basis.
Blue Frog brand became the property of AmRest in December 2012 as a result of acquisition of majority stake in Blue
Horizon Hospitality Group LTD.
Bacoa brand was acquired by AmRest on 31 July 2018. It is a primarily burger restaurants concept operated in Spain.
Sushi Shop, a leading European sushi concept, is a proprietary brand of AmRest and became a part of its portfolio
through the acquisition of Sushi Shop Group SAS on 31 October 2018. Sushi Shop restaurants are operated by both
AmRest (equity stores) and AmRest’s franchisees. Sushi Shop network is present in 8 countries and reported within the
Western Europe segment.
Quick Service Restaurants (QSR)
Image_29.png
Established in 1952, the KFC brand is one of the biggest and most popular chain of quick
service restaurants serving chicken meals. They are the original experts in fried chicken, and
everything they do celebrates a passion for serving finger lickin’ good food. There are currently
about 30,000 KFC restaurants in over 145 countries worldwide.
On 31 December 2024 the Group operated 878 KFC restaurants: 383 in Poland, 134 in the
Czech Republic, 100 in Hungary, 127 in Spain, 24 in Germany, 72 in France, 17 in Serbia, 8 in
Bulgaria, 10 in Croatia, 2 in Austria and 1 in Slovenia.
Image_30.jpg
The beginnings of Burger King date back to 1954. Today, Burger King (“Home of the Whopper”)
operates approximately 19,000 restaurants, serving about 15 million customers in over 100
countries every day. Burger King brand is owned by Restaurant Brand International (RBI).
On 31 December 2024 AmRest operated 98 Burger King restaurants: 45 in Poland, 33 in the
Czech Republic, 10 in Romania, 2 in Bulgaria and 8 in Slovakia.
Casual Dining and Fast Casual Restaurants (CDR, FCR)
LaTagliatella_Logo_CMYK.jpg
La Tagliatella arose from the experience of 20 years of specialization in the tradition of the
Italian cuisine and the innovation in its recipes. Over all these years the brand has always
focused on the Italian origin of raw materials, the quality of service and the satisfaction of its
more than 12 million yearly customers in all of our restaurant types (La Tagliatella, La Tagliatella
Piccola, La Tagliatella Senza Glutine and La Tagliatella Espresso).
On 31 December 2024 AmRest operated 229 La Tagliatella restaurants: 223 in Spain 4 in
Portugal and 2 in Andorra.
19
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
image.png
The activity of Pizza Hut has its beginnings in 1958. The brand’s famous menu includes pizza
based on iconic PAN dough – fluffy inside, crunchy on the outside. The most popular pizza
flavour is pepperoni. In addition to pizza, the offer includes also pasta and numerous appetizers.
AmRest has pioneered the brand's growth since 1993 - first restaurant was opened in Poland.
On 31 December 2024 AmRest operated 193 Pizza Hut restaurants: 150 in Poland, 15 in the
Czech Republic, 25 in Hungary and 3 in Slovakia.
image.png
Inclusion of the Blue Horizon Hospitality Group to AmRest structure in 2012 enriched the CDR
segment brand portfolio with a new position operating in the Chinese market: Blue Frog Bar &
Grill.
Blue Frog Bar & Grill restaurants are serving grilled dishes from the American cuisine and a
wide selection of wines and drinks in a nice atmosphere.
On 31 December 2024 AmRest operated 87 Blue Frog restaurants in China.
image.png
Bacoa is a primarily premium burger concept in Spain. Since 2010, it has been bringing high
quality, freshly cooked burgers and  chips to their loyal fans. Bacoa is passionate about using
premium ingredients, proving every day that fast food can also be good food with the right
approach.
On 31 December 2024 there were 2 licensed Bacoa restaurants in Spain.
image.png
Founded in 1998 Sushi Shop is the leading European chain of restaurants for sushi, sashimi
and other Japanese specialties. It is positioned as a premium brand offering freshly prepared
food with highest quality ingredients.
Sushi Shop has successfully established an international network of company-operated and
franchises stores across 8 countries.
On 31 December 2024, AmRest operated 181 Sushi Shop restaurants: 133 in France, 4 in
Spain, 8 in Belgium, 11 in Switzerland, 3 in Luxembourg, 5 in UK, 12 in UAE and 5 in Saudi
Arabia.
Coffee category
image.png
Starbucks is the world leader in the coffee sector with more than 40,000 stores in about 85
countries. Since 1971, Starbucks® Coffee Company has been committed to ethically sourcing
and roasting high-quality arabica coffee. Today, with stores around the globe, Starbucks® is the
premier roaster and retailer of speciality coffee in the world.
As at 31 December 2024 AmRest operated 431 Starbucks restaurants: 82 in Poland, 58 in the
Czech Republic, 39 in Hungary, 63 in Romania, 149 in Germany, 14 in Slovakia, 9 in Serbia and
17 in Bulgaria.
Key investments
In the overall strategy of AmRest, capital expenditure are mainly related to the development of the restaurant network.
The Group increased the scale of the business through the construction of new restaurants, the acquisition of restaurant
chains from third parties as well as reconstruction and replacement of assets in the existing stores. Each year, the
Group’s capital expenditure depend mainly on the number and type of restaurants opened, IT investments,  as well as the
scale and profile of M&A activities.
In 2024 AmRest’s capital expenditure stood at EUR 193.9 million with a decrease of EUR 21.0 million with respect to
2023. The strategic commitment of the company is to look for formulas to accelerate growth but always aiming for a
sustainable and profitable growth opportunities.
The table below presents purchases of property, plant and equipment and intangible assets in 12 months ended 31
December 2024 and 31 December 2023.
20
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Acquisition of property, plant and equipment and intangible assets
YEAR ENDED
 
31 December 2024
31 December 2023
Intangible assets:
8.7
11.1
Licenses for use of Pizza Hut, KFC, Burger King, Starbucks
trademarks
5.9
3.8
Other intangible assets
2.8
7.3
Property, plant and equipment:
185.2
203.8
Buildings and expenditure on development of restaurants
4.6
5.1
Machinery & equipment
7.1
14.1
Other tangible assets (including assets under construction)
173.5
184.6
Total
193.9
214.9
AmRest’s New Restaurants
AmRest equity
restaurants
AmRest franchisee
restaurants
Total
31/12/2023
1,791
372
2,163
New Openings
91
12
103
Acquisitions / Disinvestments
-1
-120
-121
Closings
-30
-15
-45
Relocation closings
-7
0
-7
Relocation openings
6
0
6
Conversions
-1
1
0
31/12/2024
1,849
250
2,099
On 31 December 2024, AmRest operated 2,099 restaurants, including 250 restaurants which were managed by
franchisees. During 2024, 109 new restaurants were opened and  52 closed. In addition, in October 2024 the 121 Pizza
Hut restaurants in France were transferred.
Number of AmRest restaurants (as at 31 December 2024) 
Countries
Brands
31.12.2023
31.03.2024
30.06.2024
30.09.2024
31.12.2024
Poland
Total
636
644
646
650
660
KFC
360
369
369
374
383
BK
46
46
46
46
45
SBX
74
74
76
77
82
PH equity
141
140
140
138
135
PH franchised
15
15
15
15
15
Czechia
Total
232
232
232
234
240
KFC
128
127
127
127
134
BK
33
33
33
33
33
SBX
55
56
56
58
58
PH equity
16
16
16
16
15
Hungary
Total
158
158
159
163
164
KFC
95
96
96
99
100
SBX
38
38
39
39
39
PH equity
24
23
23
23
22
PH franchised
1
1
1
2
3
Bulgaria
Total
26
26
26
26
27
KFC
8
8
8
8
8
BK
2
2
2
2
2
SBX
16
16
16
16
17
Serbia
Total
22
22
22
24
26
KFC
15
15
15
16
17
SBX
7
7
7
8
9
Croatia
KFC
8
8
8
8
10
Romania
Total
69
69
70
70
73
SBX
59
59
60
60
63
BK
10
10
10
10
10
21
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Countries
Brands
31.12.2023
31.03.2024
30.06.2024
30.09.2024
31.12.2024
Slovakia
Total
23
23
23
24
25
SBX
12
12
12
13
14
PH equity
3
3
3
3
3
BK
8
8
8
8
8
Spain
Total
357
356
359
358
356
TAG equity
70
70
68
68
68
TAG franchised
154
154
156
157
155
KFC
125
125
128
127
127
BCA franchised
2
2
2
2
2
SSG equity
6
5
5
4
4
France
Total
338
336
333
327
205
KFC
73
73
73
72
72
SSG equity
101
99
98
96
96
SSG franchised
37
37
38
38
37
Germany
Total
153
155
160
161
173
SBX
128
130
135
136
149
KFC
25
25
25
25
24
Austria
KFC
2
2
2
2
2
Slovenia
KFC
1
1
1
1
1
Portugal
Total
4
4
4
4
4
TAG equity
4
4
4
4
4
Andorra
TAG franchised
1
2
2
2
2
China
Total
88
88
86
87
87
BF equity
78
78
75
77
77
BF franchised
10
10
11
10
10
Belgium
Total
9
9
9
9
8
SSG franchised
9
9
9
9
8
Switzerland
SSG equity
11
11
11
11
11
Luxembourg
SSG equity
3
3
3
3
3
UK
Total
7
5
5
5
5
SSG equity
5
4
4
4
4
SSG franchised
2
1
1
1
1
UAE
SSG franchised
11
11
12
12
12
Saudi Arabia
SSG franchised
4
4
4
4
5
Total AmRest
2,163
2,169
2,177
2,185
2,099
Planned investment activities
AmRest’s investment priorities comprise increasing the number of restaurants in the portfolio, enhance commercial and
operational capabilities, including digitalization and IT projects, and maintain restaurants and systems in optimal
conditions.
From a business model perspective the development of a robust franchising activity is a key pillar of growth in the short
term. In addition, the Group intends to continue to pursue its development objectives, increase scale in supply chain
management and lead in digitalisation processes.
Finally, potential acquisitions remain an important factor for AmRest’s growth. The Group is well positioned for any
consolidation or acquisition in the sector that might be identified and would generate long term value for AmRest
shareholders.
Significant events and transactions in 2024
Agreement to separate the business operations between the AmRest Group and SCM Sp. z o.o.
In December 2024, the Group signed an agreement that is subject to the fulfilment of certain conditions, which are
expected to be met on or before 31 March 2025, and by means of which 51% of the shares which AmRest sp. z o.o.
holds in SCM Sp.z o.o. ("SCM") will be sold to R&D sp. z o.o. Additionally, the supply chain management services and
quality assurance (QA) provided to date by SCM to the AmRest Group, together with the team providing such services,
will be transferred over to AmRest Group. SCM is a Polish, 51% owned subsidiary and a parent entity of SCM s.r.o.,
Czechia subsidiary.
22
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Share Buy-back Program
On 1 December 2023 AmRest informed that the Company’s Board of Directors had resolved unanimously to set-up a
buy-back program for the repurchase of its own shares (the "Buy-back Program"), pursuant to the authorisation granted
by resolution of the AmRest General Meeting of Shareholders held on 12 May 2022 under item nine of the agenda,
relating to the authorisation to the Board of Directors for the derivative acquisition of AmRest shares.
The Buy-back Program had been conducted in accordance with the transparency and operational requirements under
Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market
Abuse Regulation) and Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 (the "Delegated Regulation
2016/1052") and had the following features:
- Purpose of the Buy-back Program: to cover the settlements of the remuneration plans currently in force for AmRest
Group executives and employees.
- Maximum investment: the Buy-back Program was to have a maximum monetary amount of EUR 12 million. The
maximum monetary amount of the Buy-back Program could be reduced by the amount applied by the Company,
during its term, to the acquisition of its own shares in the block market or outside the market for the same purpose,
which would be notified to the market in the periodic communications of other relevant information informing of the
transactions carried out under the Buy-back Program or separately.
- Maximum number of shares: the maximum number of shares to be acquired in the execution of the Buy-back
Program was to be dependent on the average price at which purchases took place but could not exceed 10% of the
Company's share capital.
- Price and volume: the acquisition of the shares was to be carried out in accordance with the price and volume
conditions set out in article 3 of Delegated Regulation 2016/1052. Specifically:
AmRest could not acquire shares at a price higher than the higher of (a) the price of the last independent
transaction, or (b) the highest independent bid at that time on the trading venue where the purchase was made,
even if the shares were traded on different trading venues. In addition, the limitations approved in the resolution
authorizing the acquisition of treasury shares granted to the Board of Directors by AmRest's General Meeting of
Shareholders held on 12 May 2022 were to be considered.
AmRest could not purchase on any trading day more than 25% of the average daily volume of AmRest shares on
the Continuous Market of the Spanish Stock Exchanges or, as the case may be, the Warsaw Stock Exchange,
during the 20 trading days preceding the date of purchase.
- Duration of the Program: The Buy-back Program commenced on 4 December 2023 and expired on 4 December
2024.
- Execution of the Buy-Back Program: Banco Santander, S.A. was appointed as the manager of the Buy-Back
Program, which was to independently make decisions regarding the purchase of the AmRest shares without any
influence or interference from the Company. Purchases under the Buy-back Program could be made on the
Continuous Market of the Spanish Stock Exchanges or, as the case may be, the Warsaw Stock Exchange.
On 4 December 2024 the Company informed of the end of the Buy-back Program, as the last day of validity of the same.
The total number of shares acquired under the Program were 1,913,804 own shares, representing 0.8717% of the share
capital.
All acquisitions under the Buy-Back Program were carried out and duly reported on a regular basis to the Spanish
Securities Market Commission (CNMV) and the Polish Financial Supervision Authority (KNF) by means of the publication
of the corresponding communications to the market, in accordance with the provisions of Delegated Regulation
2016/1052 and the Market Abuse Regulation.
External Debt
The Group's gross financial debt, according with the definition of the bank agreements, amounted to EUR 621.3 million at
the end of the year, EUR -3.6 million less than at the end of  2023. In net terms, the net financial debt amounted to EUR
468.3 million.
The Group's leverage continues to decrease to 1.82x compared to 1.84x at the end of 2023. This level is at the lower end
of the internal management target set, which the Group's managers believe to be a prudent level to be able to face new
investments focused on accelerating growth, both organic and non-organic.
The financial conditions (covenants) established for AmRest in the financing agreement stipulate that the adjusted
consolidated net debt/EBITDA must be kept below 3.5x and the debt service coverage ratio must be higher than 1.5x.
Both ratios are calculated according to the definitions mentioned in the loan agreement and on a non-IFRS16 basis. In
addition, the Group is required to maintain an equity ratio of over 8%. All these conditions were adequately met by
AmRest at the end of the financial year.
23
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Shareholders of AmRest Holdings SE
During the period covered by this Report following changes occurred with respect to the Company’s shareholder
structure:
On April 3, 2024 Nationale-Nederlanden Powszechne Towarzystwo Emerytalne Spółka Akcyjna, which represents and
manages funds: Nationale-Nederlanden Otwarty Fundusz Emerytalny and Nationale-Nederlanden Dobrowolny Fundusz
Emerytalny ("the Funds"), informed AmRest and the National Securities Market Commission (CNMV) that as a result of
registration of a capital increase through a private placement in November 2018, the Funds together decreased their
shares and voting rights below 5% (i.e. 4.893%) of total number of votes in AmRest Holdings SE.
Pursuant to the notifications sent on December 16, 2024 and January 2, 2025, to the Spanish National Securities Market
Commission (“CNMV”), on December 6, 2024, Artal International, S.C.A. transferred its entire stake in AmRest Holdings,
SE (5.289%) to its wholly-owned subsidiary FYNVEUR, S.C.A.
To the best of AmRest’s knowledge as at 31 December 2024, in accordance with the information publicly available,
AmRest Holdings had the following shareholder structure:
 
Shareholder
Number of shares and votes at the
Shareholders’ meeting
% of shares and votes at the
Shareholders’ meeting
FCapital Dutch S.L.*
147,203,760
67.05%
FYNVEUR S.C.A.
11,612,680
5.29%
Nationale-Nederlanden PTE SA
10,742,600
4.89%
PTE Allianz Polska SA
9,531,792
4.34%
Other Shareholders
40,463,351
18.43%
* Mr. Carlos Fernández González indirectly controls the majority of the shareholding and voting rights in FCapital Dutch, S.L. (direct
shareholder of the stake appearing in the above table).
Changes in the Parent Company’s Governing Bodies
During the period covered by this Report there were no changes with respect to the composition of AmRest's Board of
Directors.
As at 31 December 2024 the composition of the Board of Directors was as follows:
Mr. José Parés Gutiérrez
Mr. Luis Miguel Álvarez Pérez
Ms. Romana Sadurska
Mr. Pablo Castilla Reparaz
Mr. Emilio Fullaondo Botella
Ms. Mónica Cueva Díaz
Ms. Begoña Orgambide García
Carlos Fernández González  (Honorary chairman, non-Board member)
Eduardo Rodríguez-Rovira (Secretary, non-Board member)
Mauricio Garate Meza (Vicesecretary, non-Board member)
On the day of publication of this Report the composition of the Board of Directors remains the same.
24
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Remuneration of the Board of Directors and Senior Management Personnel
The remuneration of the Board of Directors and Senior Management Personnel (for these purposes, Senior Management
Personnel is understood to be those executives who report directly to the executive chairman or the chief executive
officer of the Company, and also for these purposes, the person responsible for Internal Audit) paid by the Group was as
follows
31 December 2024
31 December 2023
Remuneration of the members of the Board of Directors
0.8
0.8
Remuneration of Senior Management Personnel:
- Remuneration received by the Senior Executives*
4.4
3.7
- Share-based payment plans
0.4
-
Remuneration of Senior Management Personnel
4.8
3.7
Total compensation paid to key management personnel
5.6
4.5
*includes the total amount of the variable remuneration in cash (Short-Term Incentive Program) that is recognized in the year it is paid.
The current Directors' Remuneration Policy was approved at the General Shareholders’ Meeting held on 12 May 2022
and will remain in force until 31 December 2025.
As of 31 December 2024 and 2023, the Group had no outstanding balances with the Senior Management Personnel,
except for the accrual and payment of annual bonuses to be paid in the first quarter of the following year.
As of 31 December 2024 and 31 December 2023 there were no material liabilities to former employees.
As of 31 December 2024 and 2023, the members of the Board of Directors, other than Executive Chairman, who has a
life insurance from 1 August 2023 and health insurance from 1 October 2023, had no life insurance nor pension fund at
the Company's expense. Members of the Board of Directors do not participate in Stock Option (SOP), Management
Incentive (MIP) and LTI Plans. Senior Management Personnel participate in share-based payments plans (details below
and in note 23). The Group has not granted any advances, loans or credits in favour of the Board Members or the Senior
Management.
The Group has arranged a third-party liability insurance policy covering the directors and managers of the group
companies. The premium paid in 2024 under the aforementioned insurance policy amounted to EUR 0.1 million (EUR 0.1
million in 2023).
The table below presents reconciliation of the movement in the number of shares of LTI 2021 plan, for Group’s Senior
Management Personnel, in the year ended 31 December 2024.
2024 (thousands of shares)
LTI 2021
Outstanding as of 1 January
-
Converted to shares on grant date
132
Transferred to participants
(79)
Outstanding as of 31 December
53
Vested
-
Unvested
53
In November 2024, a new LTI 2024 plan was approved with a fair value related to Group’s Senior Management Personnel
of EUR 1.0 million. In November 2023, the LTI 2023 was approved with a fair value EUR 1.0 million.
Total number of outstanding and exercisable options for Group’s Senior Management Personnel is presented below:
31 December 2024
31 December 2023
Number of outstanding options (in thousands)
3,299
3,299
Number of exercisable options (in thousands)
2,273
1,274
Changes in the number of shares held by members of the Board of Directors
During the year 2024 there were no significant changes with respect to AmRest shares and stock options held by the
members of the Board of Directors of AmRest.
25
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Transactions on own shares concluded by AmRest
As of 31 December 2023, the Company owned a total of 1,412,446 treasury shares, representing 0.6433% of its share
capital.
The Company’s Board of Directors approved during 2024 one buy-back program for the repurchase of its own shares
(the "Buy-back Programs"), pursuant to the authorization granted by resolution of the AmRest General Meeting of
Shareholders held on 12 May 2022 under item nine of the agenda, relating to the authorization to the Board of Directors
for the derivative acquisition of AmRest shares and in accordance with Article 5 of Regulation (EU) No. 596/2014 of the
European Parliament and of the Council, of 16 April 2014, on market abuse, and Articles 2.2 and 2.3 of Commission
Delegated Regulation (EU) 2016/1052, of March 8, 2016.
The Buy-back Program of treasury shares was communicated to the Spanish National Securities Market Commission and
Polish KNF by means of communication of Inside Information dated December 1, 2023, respectively.
The Buy-back Program of treasury shares ended on December 4, 2024.
In the period between 1 January 2024 and 31 December 2024, AmRest purchased 1,856,470 own shares with a total
nominal value of EUR 185,647.0, representing 0.8456% of the share capital of the Company. The aggregate
consideration for those purchases was PLN 45.3 million (EUR 10.5 million).
In the period between 1 January 2024 and 31 December 2024, the LTI 2021 program was evaluated and converted into
shares. During this period, the Company disposed of a total of 327,241 own shares with a total nominal value of EUR
32,724.1 and representing 0.1490% of the share capital to entitled participants. The shares were transferred to the
entitled participants free of charge.
Also, in the period between 1 July 2024 and 31 December 2024, 13,885 treasury shares with a nominal value of EUR
1,388.5 and representing 0.0063% of the share capital were delivered to the beneficiaries of the stock options plans in
force for the AmRest Group.
In total the Company during the period between 1 January 2024 and 31 December 2024, AmRest disposed 341,126 of
own shares with a total nominal value of EUR 34,112.6 and representing 0.1554% of the share capital.
As of 31 December 2024, AmRest held 2,927,790 own shares with a total nominal value of EUR 292,779.0 and
representing 1.3335% of the share capital.
The subsidiaries of AmRest Holdings SE do not hold any Company’s shares.
Dividends paid and received
The Company’s Board of Directors approved the payment on December 23rd of the first dividend in the history of the
Group, as an interim cash dividend against the results of fiscal year 2024, in the amount of 0.070 gross euros per share
of the Company entitled to receive such dividend. The total amount of funds distributed via dividends reached EUR 15.2
million.
In addition, in the period covered by this report the Group has paid dividends to non-controlling shareholders in the
amount of EUR 4.5 million. In 2023 the Group has paid dividends to non-controlling shareholders in the amount of EUR
2.1 million.
The Group has paid a dividend to non-controlling interest of: AmRest Coffee s.r.o. in the amount of EUR 3.6 million, to
SCM Sp. z o. o. in the amount of EUR 0.7 million and to SCM Czech s.r.o. in the amount of EUR 0.2 million. The total
dividend paid to non-controlling interest amounted EUR 4.5 million.
Average period of payment to suppliers
Pursuant to Law 18/2022 of September 28, amending Law 15/2010 of July 5, which established measures against late
payment in commercial transactions, the information on the average period of payment to suppliers of AmRest and its
Spanish subsidiaries at 31 December 2024 and 2023 is as follows:
26
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
2024
2023
Number of days:
Average payment period to suppliers
39
41
Ratio of payments
40
40
Ratio of outstanding invoices
35
54
Millions of EUR:
Total payments
250.7
251.5
Outstanding invoices
23.1
22.2
Amount payments < 60 days
233.5
220.2
Other:
Number of invoices paid < 60 days
92,984
86,580
% Amount of payments made < 60 days out of the total payments
93%
88%
% Number of invoices paid < 60 days out of the total payments
81%
81%
The payments to suppliers of the Spanish consolidated companies reflected in the above table are trade payables as they
relate to goods and services.
Activity in Research and Development area
The Group wants to serve to its customers the highest quality products that are balanced in terms of taste and nutritional
composition. According to the business trends and customer needs, all brands operated by the Group have set up
departments focusing on new product development, as well as the improvement of the existing products.
Activities in this area include for example: market researches, the careful selection of ingredients and packaging, the
creation and preparation of new products, tastings followed by collection of customers feedbacks and, ultimately, the
launch of the final products.
In addition, the use of data analytics is having an increasing impact on business decisions and impacts firms’ innovation
processes. Automation, technology and data analytics tools to extract insights from data, enhance efficiency, visibility, and
the overall customer experience are core areas of research and development for AmRest.
Subsequent events
There were no significant subsequent events after the reporting date.
Factors impacting the Group’s development
AmRest considers that the factors listed below may have a significant effect on the Group’s future development and
results.
External factors
competitors – in terms of prices,
demographic changes,
consumer habits and trends (i.e. number of people using the restaurants), changes in consumer trust,
consumers’ disposable income and individual spending patterns,
changes in laws and regulations which impact the functioning of the restaurants and the employees,
changes in real estate rental costs and related costs,
changes in the prices of ingredients used to prepare meals and changes in the prices of packaging materials,
changes in the general economic and political environment in all countries where the business is run,
changes in legal and tax determinants,
adverse changes in the financial markets.
27
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Internal factors
acquiring and training the human resources necessary for the development of existing and new restaurant
networks,
securing attractive restaurant locations,
effective launch of new brands and products,
building an integrated information system.
Basic risks and threats the Group is exposed to
The Board of Directors of AmRest is responsible for the risk management system and the internal control system as well
as for reviewing these systems for operating efficiency. These systems help to identify and manage risks which may
prevent the execution of the long-term objectives of AmRest. However, having these safeguards in place does not ensure
completely against the risk of fraud or against breaking laws. The Board of Directors of AmRest is permanently analysing
and reviewing risks to which the Group is exposed. The main current risks and threats have been summarised in this
section. AmRest reviews and improves its risk management and internal control systems on an on-going basis. 
AmRest has a Global Risk Inventory, considering the following 5 risk taxonomies: Operations/Infrastructure, Compliance,
Strategy and Planning, Governance and Reporting. Under these taxonomies, the AmRest' Global risk inventory considers
different categories of the risk. 
Liquidity risk
Liquidity risk is defined as the risk of incurring losses resulting from the inability to meet payment obligations in a timely
manner when they become due or from being unable to do so at a sustainable cost. The Group is exposed to the risk of a
lack of financing at the moment of the maturity of bank loans.
As of 31 December 2024, the Group has sufficient liquidity to fulfil its liabilities over the next 12 months.
The Group analyses liquidity needs with particular focus on the maturity of debt and proactively investigates various
forms of financing that could be utilized as needed.
Dependency on the franchisor
AmRest manages KFC, Pizza Hut, Burger King and Starbucks (in Romania, Bulgaria, Serbia, Germany and Slovakia) as
a franchisee, and therefore a number of factors and decisions related to the business activities conducted by AmRest and
the possibility of renewing or extending the duration of the franchise agreements, depend on the conditions (including
limitations or specifications) imposed by the franchisors or are subject to their consent.
Therefore, in relation to the duration of those agreements, the renewal is not automatic and AmRest cannot guarantee
that after the expiry of the initial periods of duration of the franchise agreements, which are typically ten years, a given
franchise agreement will be extended.
Dependency on cooperation with minority shareholders and Starbucks' call option
AmRest operates Starbucks restaurants in Poland, the Czech Republic and Hungary based on partnership agreements
with Starbucks Coffee International, Inc. The partnerships establishes that Starbucks Coffee International, Inc. is the
minority shareholder of companies operating Starbucks stores in mentioned countries. Therefore, some decisions as part
of the joint business activities are dependent on Starbucks’ consent.
Upon occurrence of an event of default, both AmRest and Starbucks (as the case may be, acting as non-defaulting
shareholder) will have the option to purchase all of the shares of the other shareholder (the defaulting shareholder) in the
terms and conditions foreseen in the corresponding agreements. In the event of a deadlock, Starbucks will have in the
first place, the option to purchase all the shares of AmRest. In the event of a change of control AmRest Holdings,
Starbucks will have the right to increase its participation in each of the companies up to 100%.
No exclusivity rights
International Franchise Agreements per se do not typically grant exclusivity rights to the franchisee in the relevant
territories. In order to secure exclusivity rights for a certain territory, franchisees aim to have either a master franchise
agreement or a development agreement with the franchisor. Currently, AmRest does not have master franchise
agreements or development agreements in all territories and cannot secure that it will have exclusivity on certain
territories.
28
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Risks related to the consumption of food products
Changes in consumer preferences arising from concerns over the nutritious properties of chicken, which is the main
ingredient in the KFC menu, or as a result of unfavourable information being circulated by the mass media concerning the
quality of the products, could pose a threat to the Group. 
Also, the result of the disclosure of unfavourable data prepared by the competent authorities or a certain market sector in
relation to products served in AmRest restaurants and the restaurants of other franchisees of KFC, Pizza Hut, Burger
King, Starbucks, La Tagliatella, Blue Frog and Sushi Shop, could also pose a threat to the Group.
Furthermore, possible diseases (i.e. food poisoning), any health-related issues as a result of eating in AmRest
restaurants and restaurants of other franchisees of KFC, Pizza Hut, Burger King, Starbucks, La Tagliatella, Blue Frog and
Sushi Shop as well as issues related to the functioning patterns of one or more restaurants run by AmRest or the
competitors, could also pose a threat to the Group.
Food risks can result from a microbiological, chemical (formed during preparation like acrylamide e.g., burned
meat, dark brown fried French fries) or physical factors.
Risks associated with new technologies - that alter the characteristics of the food, such as genetic modification or
food irradiation, may change the composition of the food, replacing an existing or traditional method of food
production can also lead to a change in the levels of a hazard, such as the levels of pathogenic microorganisms.
Risks associated with allergenic foods - can range from mild to severe gastrointestinal effects, headaches,
respiratory problems or skin reactions to potentially life-threatening anaphylaxis.
Food poisoning (e.g., by incautious storage and preparation of food, contaminated food, or water).
Hormones or antibiotics in meat.
Risks related to key personnel turnover in the Group and increasing labour costs
AmRest´s success depends, to some extent, on the individual effort of selected employees and key members of
management.
Excessive turnover of employees and too frequent changes in managerial positions may pose a significant risk to the
stability and quality of the business activities.
Risk related to increase in the cost of commodities, raw material and goods
Increases in the cost of commodities, raw materials and goods can have an adverse impact on Group's operating profit
margins.
AmRest´s situation is also affected by the need to ensure frequent deliveries of fresh agricultural products and foodstuffs
and anticipating and responding to changes in supplies costs. Also the increased demand for certain products
accompanied by limited supply may lead to difficulties in obtaining these by the Group or to relevant price increases. The
product price increases may have an adverse effect on the Group‘s results, operations and financial standing.
Disruption in the supply chain
Disruption to supply of goods, or to logistics suppliers, resulting in limited access to essential supplies.
The Group cannot rule out the risk related to delivery shortage or interruptions caused by factors such as unfavourable
weather conditions, changes in legal regulations, problems with delivery infrastructure, reduction in available sources
withdrawing some foodstuffs from trading, third-party breach of transport obligations, key suppliers’ bankruptcy or lack of
alternative sources of supply.
The shortages may have an adverse effect on the Group‘s results, operations and financial standing.
Risks related to the incorporation of new business and failed openings of new restaurants
Opening or taking over restaurants operating in a new geographical and political area involves the risk of varying
consumer preferences, a risk of insufficient knowledge of the market, the risk of legal restrictions arising from local
regulations, the ability to obtain the permits required by relevant bodies, the possibility of delays in opening new
restaurants, and the political risk of these countries.
Currency risk
The results of AmRest are exposed to currency risk related to transactions and exchanges into currencies other than the
currency in which business transactions are measured in the individual Capital Group companies. The Group adjusts its
currency portfolio of debt to the geographical structure of its profile of activities.
29
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Risks related to the current geopolitical situation
The Company operates in regions with dynamic political climates, which can influence the economy through factors like
currency fluctuations, interest rates, liquidity, supply chain dynamics, and consumer confidence.
In 2024, sanctions, and regional conflicts, such as the Russia-Ukraine situation, have introduced market uncertainties.
These events have impacted global financial markets and consumer confidence, contributing to inflation due to higher
energy and commodity prices.
AmRest has developed a comprehensive Enterprise Risk Management framework to identify, assess and monitor risks.
This includes geopolitical risks to ensure the company is prepared for different scenarios and can adapt quickly to
changing environments.
Risk of increased financial costs
AmRest and its subsidiaries are exposed to a certain extent to adverse impact of interest rate fluctuations in connection
with obtaining financing which bears floating interest rates and investing in assets bearing floating interest rates. The
interest rates of bank loans and borrowings are based on a combination of fixed and floating reference rates which are
updated over periods shorter than one year.
Additionally, AmRest and its subsidiaries may, as part of the interest rate hedging strategy, enter into derivative and other
financial contracts, where the valuation of which is significantly affected by the level of reference rates.
Increases in the cost of energy and utilities
Most of the European markets are exposed to the risk of energy and utilities price increases, which may result in a direct
increase in the Group's operating costs.
Tax risk
In the process of managing and executing strategic decisions, which may affect the tax settlements, AmRest could be
exposed to tax risk. In the event of irregularities occurring in tax settlements it would increase the dispute risk in the case
of a potential tax control.
Credit risk
Exposure to credit risk include cash and cash equivalents and trade and other receivables. With the development of
franchise business, AmRest is getting exposed more to credit risk. Therefore the quality of the franchisees portfolio is a
key priority.
Risks of economic slowdowns
Economic slowdown in the countries where AmRest runs its restaurants may affect the level of consumption expenditure
in these markets, which in turn may affect the results of the AmRest restaurants operating in these markets.
Risk of system breakdowns and temporary breaks in serving customers in restaurants
Risk of systems failures and communication network failures, as well as the potential partial or complete loss of data in
connection with system breakdowns or damage or loss of key tangible fixed assets of the Group might result in temporary
interruptions in serving customers in restaurants, which might have an adverse effect on the Group’s financial results.
Risk of an inadequate security protection of our data and IT systems and lack of capabilities to respond to
cybersecurity threats
The Group’s operations are supported by a wide variety of IT systems, including point-of-sale systems, electronic
ordering platforms, supply-chain management systems and finance and controlling tools. Consequently, the Group is
exposed to the risk of temporary operational disruption, data integrity risk and/or unauthorized access to confidential data,
which may be a result of cyberattacks.
Global crisis and disruption
The potential occurrence of global disasters, such as health epidemics, economic crises, energy crises, extreme weather
events, or other critical events creates a risk of disruption the Group’s business, industry and economies where the Group
operates and could impact the Group's day to day business concerns.
Likewise, a potential adverse impact on the Group's image or brands may deteriorate its perception with the different
stakeholders.
Adverse regulatory change or evolution
Failure to anticipate, identify and respond to new regulation that may result in fines, litigations and/or the loss of operating
licenses or other restrictions.
30
AMREST GROUP Director’s Report
for the year ended 31 December 2024
(all figures in EUR millions unless stated otherwise)
Loss of market share due to a volatile customer trends or an increase in competition
Failure to anticipate or respond to competitors leads to a loss of market share for the Group and failure to anticipate or
address consumer's preferences in the Group's products, services, or channels.
Risk related with ESG
Inadequate management of environmental, social and governance (“ESG”) aspects in own operations and non-
compliance with the current regulatory framework can lead to reputational, financial or operational consequences.
Additionally, non-sustainable practices by suppliers may create supply chain vulnerabilities and affect brand reputation.
AmRest developed the Global Sustainability Strategy and implemented an effective governance structure of ESG matters
to mitigate these risks and ensure resilience in short and long term time perspective. The Strategy consists of three
pillars: Food, People and Environment, and applies to all AmRest employees and executives across each brand operated
by AmRest in every geography where the Company is present. 
The statements contained in this Director’s Report may contain certain forward-looking statements relating to the Group
that are based on the beliefs of the Group’s management as well as assumptions made by and information currently
available to the Group’s management and are not a guarantee of future performance or developments. These forward-
looking statements are, by their nature, subject to significant risks and uncertainties. The Group does not intend to update
or otherwise revise such forward-looking statements, whether as a result of new information, future events or otherwise.
Reliance on any forward-looking statements involves known and unknown risks and uncertainties and, accordingly,
readers are strongly cautioned to not place reliance on any forward-looking information or statements.
Consolidated Statement
of Non-Financial Information
and Sustainability Information
AmRest Group
26 February 2025
Contents
General Information ...............................................................................................................................................................................
Environmental Information ....................................................................................................................................................................
Taxonomy disclosure .............................................................................................................................................................................
Social Information ..................................................................................................................................................................................
Governance Information ........................................................................................................................................................................
ANNEX I. Law 11/2018 indicators .......................................................................................................................................................
ANNEX II. Independent verification opinion .......................................................................................................................................
General Information
* In Spain, AmRest Holdings, SE is reporting under CSRD on a voluntary basis due to the lack of transposition as of the publication of this report.
36
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
The Consolidated Statement of Non-Financial Information and Sustainability Information of AmRest Holdings SE for 2024
outlines the Company’s management, performance, and strategic planning of the key sustainability issues. The main
objective of this document is to provide a transparent description of AmRest's efforts to maintain the required standards in
its day-to-day operations concerning the industry in which it operates and towards the groups of people identified as the
Group's stakeholders.
AmRest Group has been operating in the market since 1993. It is currently one of the largest restaurant operators in
Europe and has presence in China. The growth results from a business model that includes franchised restaurants and
equity restaurants and acquisition of stores. The Group employs more than 45,000 people in 22 countries around the
world.
ESRS 2 General Disclosures
BP-1 General basis for the preparation of the sustainability statement [3, 5a, 5bi, 5c, 5d, 5e]
BP-2 Disclosures in relation to specific circumstances [9, 10, 11bii, 12, 13, 14, 16, 17]
Basis for preparation
This Statement is an independent part of the Consolidated Directors' Report for 2024 and its scope in terms of entities
covered herein is the same as the entities covered in AmRest’s consolidated financial statements for 2024. The
companies included in the sustainability reporting can be found in the financial statements for 2024, note 2.
AmRest Group, as a listed company, has been subject to a legal obligation to report annually on the results of its
management of environmental, social, and governance ("ESG") matters since 2017. While preparing the Statement, the
Group has considered the significant impacts, risks, and opportunities associated with its direct and indirect business
relationships in the upstream and downstream value chain.
This report is a Consolidated Statement of Non-financial Information and Sustainability Information prepared by AmRest
Holdings SE according to the Royal Decree-Law 11/2018 of 28 December, relating to non-financial information and
diversity, and following the Global Reporting Initiative as methodological guideline when presenting the information. It also
contains EU Taxonomy disclosures. Reporting on the EU Taxonomy is mandatory under Regulation (EU) 2020/852 of the
European Parliament and of the Council of 18 June 2020.
As of 31 December 2024, AmRest operated 2,099 equity and franchised restaurants and coffee houses in 22 countries,
and the Group's registered office was Paseo de la Castellana 163 (10th floor), 28046 Madrid, Spain.
In addition, this document provides a response to the European Sustainability Reporting Standards ("ESRS") as a way of
fulfilling the requirements of the Corporate Sustainability Reporting Directive ("CSRD"). *
About the report
AmRest’s Consolidated Statement of Non-Financial Information and Sustainability Information is a public document and
may be consulted on the following website: www.amrest.eu
The reporting scope covers the period from 1 January 2024 to 31 December 2024. Unless stated otherwise, all the data
is presented as of 31 December 2024.
For the purposes of this document, the following should be understood to mean the same: AmRest Holdings SE, AmRest,
the AmRest Group and the Group.
The qualitative and quantitative information included in the report have undergone external assurance conducted by an
independent entity, PricewaterhouseCoopers Auditores, S.L. The Independent verification opinion can be found in Annex
II.
AmRest has used various calculation methods to accurately represent the Group’s performance and impact. The
Company’s approach guarantees that the information provided is accurate, reliable, and meaningful to the stakeholders.
In instances where precise data is unavailable, AmRest employs well-founded estimates to fill the gaps. These estimates
are derived from robust methodologies and are clearly defined, allowing readers to understand the context and sources of
the information presented in this report.
Table. List of indicators that includes estimations [ESRS 2/11a, 11b]
Topic
Disclosure
Requirement
Data gap
Estimation source
Page
E1
E1-5 Energy
consumption and mix
December data not available due to the
extended period of submission of invoices by
third-parties 
Historical data, considering the change in the
number of transactions and the average
annual utilities consumption during the
period from January to November 2024
97
E1
E1-6 Gross Scopes 1,
2, 3 and Total GHG
emissions
Scope 3 was calculated for the first time in
AmRest history, some of the data was not
available on time
Details on the estimations method are
presented in the table "Emission factors
used in carbon footprint calculation"
98
E3
E3-4 Water
consumption
Data from landlords
In case  where water supply is managed by
the facility landlord and there is no evidence
of water consumption, assumptions have
been made based on historical data.
105
37
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Topic
Disclosure
Requirement
Data gap
Estimation source
Page
E3
E3-4 Water
consumption
December data not available due to the
extended period of submission of invoices by
third-parties
Historical data, considering the change in the
number of transactions and the average
annual utilities consumption during the
period from January to November 2024
105
E5
E5-5 Resource
outflows
December data not available due to the
extended period of submission of invoices by
third-parties
Historical data, considering the change in the
number of transactions and the average
annual utilities consumption during the
period from January to November 2024
110-111
During this reporting period, AmRest did not exercise the option to omit any specific information pertaining to intellectual
property, know-how, or the results of innovation. All relevant information was disclosed comprehensively, ensuring full
transparency in the Company's reporting. [BP-1/5d]
AmRest adheres to the transitional provisions outlined in the ESRS for its sustainability reporting. When complete
information about the upstream and downstream value chain is not available, AmRest explains the efforts made to
acquire this information, the challenges encountered, and the plans to obtain it in the future. Currently, AmRest has used
in this report only internal information related to policies, actions, and targets.
During this reporting period, AmRest did not exercise any exemption from disclosure regarding impending developments
or matters in the course of negotiation. There were no events or circumstances that required the use of this exemption.
[BP-1/5e]
Since the financial year 2024 is the first year of application of the CSRD, AmRest has adhered to: [BP-2/10]
ESRS 1 10.2. Transitional provision related to Chapter 5 Value chain.
ESRS 1 10.3. Transitional provision related to section 7.1. presenting comparative information.
As AmRest average annual employment count exceeds 750 people, the Company decided to omit some information, in
line with Appendix C of ESRS 1.
Table. Omitted information [BP-2/17]
ESRS
Disclosure
Requirement
Full name of the
Disclosure Requirement
Phase-in or effective date (including the first
year)
AmRest Approach
ESRS 2
SBM-1
Strategy, business model
and value chain
The undertaking shall report the information
prescribed by ESRS 2 SBM-1 paragraph 40(b)
(breakdown of total revenue by significant ESRS
sector) and 40(c) (list of additional significant
ESRS sectors) starting from the application date
specified in a Commission Delegated Act to be
adopted pursuant to article 29b(1) third
subparagraph, point (ii), of Directive 2013/34/EU.
The effective date is not
available since the Commission
Delegated Act pursuant to article
29b(1) third subparagraph, point
(ii), of Directive 2013/34/EU has
not been adopted.
ESRS 2
SBM-3
Material impacts, risks and
opportunities and their
interaction with strategy
and business model
The undertaking may omit the information
prescribed by ESRS 2 SBM-3 paragraph 48(e)
(anticipated financial effects) for the first year of
preparation of its sustainability statement. The
undertaking may comply with ESRS 2 SBM-3
paragraph 48(e) by reporting only qualitative
disclosures for the first 3 years of preparation of
its sustainability statement, if it is impracticable to
prepare quantitative disclosures.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
E1
E1-9
Anticipated financial effects
from material physical and
transition risks and
potential climate-related
opportunities
The undertaking may omit the information
prescribed by ESRS E1-9 for the first year of
preparation of its sustainability statement. The
undertaking may comply with ESRS E1-9 by
reporting only qualitative disclosures for the first 3
years of preparation of its sustainability
statement, if it is impracticable to prepare
quantitative disclosures.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
E3
E3-5
Anticipated financial effects
from water and marine
resources-related impacts,
risks and opportunities
The undertaking may omit the information
prescribed by ESRS E3-5 for the first year of
preparation of its sustainability statement.The
undertaking may comply with ESRS E3-5 by
reporting only qualitative disclosures, for the first
3 years of preparation of its sustainability
statement.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
E4
E4-6
Anticipated financial effects
from biodiversity and
ecosystem-related
impacts, risks and
opportunities
The undertaking may omit the information
prescribed by ESRS E4-6 for the first year of
preparation of its sustainability statement.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
E5
E5-6
Anticipated financial effects
from resource use and
circular economy-related
impacts, risks and
opportunities
The undertaking may omit the information
prescribed by ESRS E5-6 for the first year of
preparation of its sustainability statement.
The undertaking may comply with ESRS E5-6 by
reporting only qualitative disclosures, for the first
3 years of preparation of its sustainability
statement.
The Company adheres to the
available omission for the first
year of preparation.
38
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS
Disclosure
Requirement
Full name of the
Disclosure Requirement
Phase-in or effective date (including the first
year)
AmRest Approach
ESRS
S1
S1-7
Characteristics of non-
employee workers in the
undertaking’s own
workforce
The undertaking may omit reporting for all
datapoints in this Disclosure Requirement for the
first year of preparation of its sustainability
statement.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
S1
S1-11
Social protection
The undertaking may omit the information
prescribed by ESRS S1-11 for the first year of
preparation of its sustainability statement.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
S1
S1-14
Health and safety
The undertaking may omit the data points on
cases of work-related ill-health and on number of
days lost to injuries, accidents, fatalities and
work-related ill health for the first year of
preparation of its sustainability statement.
The Company adheres to the
available omission for the first
year of preparation for those
data points related to cases of
work-related ill-health and on
number of days lost to injuries,
accidents, fatalities and work-
related ill health.
ESRS
S1
S1-14
Health and safety
The undertaking may omit reporting on non-
employees for the first year of preparation of its
sustainability statement.
The Company adheres to the
available omission for the first
year of preparation.
ESRS
S1
S1-15
Work-life balance
The undertaking may omit the information
prescribed by ESRS S1-15 for the first year of
preparation of its sustainability statement.
The Company adheres to the
available omission for the first
year of preparation.
* More information about AmRest’s products can be found in Consolidated Financial Report 2024.
39
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Strategy and Business model
SBM-1 Strategy, business model, and value chain [40, 40ai, 40aii, 40aiii, 40b, 40c, 40e, 40f, 40g, 42, 42a, 42b, 42c]
AmRest is a leading European listed restaurant operator and master franchisor managing some of the world’s most
popular and well-recognized restaurant brands across 22 countries including: Andorra, Austria, Belgium, Bulgaria, China,
Croatia, Czech Republic, France, Germany, Hungary, Luxembourg, Poland, Portugal, Romania, Saudi Arabia, Serbia,
Slovakia, Slovenia, Spain, Switzerland, United Arab Emirates and the United Kingdom.  The key markets representing the
biggest number of equity restaurants are the Czech Republic, France, Germany, Hungary, Poland, and Spain (presented
in alphabetic order).
The Group’s portfolio consists of four franchise brands: KFC, Pizza Hut, Starbucks, and Burger King, and four proprietary
brands: La Tagliatella, Sushi Shop, Blue Frog, and Bacoa. Furthermore, the Company acts as a master franchisee for
Pizza Hut Delivery and Pizza Hut Express, in Central and Eastern Europe, holding the right to sub-license these brands
to third parties.
Table. AmRest geographical presence and types of business (self-owned/franchise) [40i,40ii]
Country
Restaurant count (total)
Self-owned restaurants
Franchise restaurants
Andorra
2
-
2
Austria
2
2
-
Belgium
8
-
8
Bulgaria
27
27
-
China
87
77
10
Croatia
10
10
-
Czech Republic
240
240
-
France
205
168
37
Germany
173
173
-
Hungary
164
161
3
Luxembourg
3
3
-
Poland
660
645
15
Portugal
4
4
-
Romania
73
73
-
Saudi Arabia
5
-
5
Serbia
26
26
-
Slovakia
25
25
-
Slovenia
1
1
-
Spain
356
199
157
Switzerland
11
11
-
United Arab Emirates
12
-
12
United Kingdom
5
4
1
Total
2,099
1,849
250
The Company employs 45,259 people in total, including 42,904 restaurant employees and 2,355 office employees.
Details on the Group’s employment can be found in Social Information chapter. [ESRS 2/40aiii]
AmRest restaurants provide on-site catering, takeaway, and drive-through services at dedicated locations and deliveries
of orders placed online or by phone *. Diversifying service channels and continuously enhancing takeaway and delivery
capabilities have been crucial to the Company’s development actions to adapt quickly and meet consumers' new habits.
40
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
AmRest's strategic approach, executed by a highly experienced leadership team, integrates key operational pillars,
including not only restaurants and franchising but also other food services, sustainability, and digital capabilities. The
Company's strategy is to develop an adaptable business model focused on long-term profitable and sustainable growth.
This comprehensive framework enables the Company to effectively navigate the dynamically changing business,
environment, economies, and consumer landscapes across the markets while gaining the trust and loyalty of its
stakeholders.
As restaurants are the core of AmRest’s business model, the Company focuses on various activities related to
operational excellence and building profitability in every unit. These elements are supported by integrated supply chain
systems, which allow control over high-quality standards by implementing relevant policies and procedures. This
approach enables the Company to guarantee high-quality products with attractive value-for-money offers, making the
model more competitive. At the same time, the Company promotes sustainable practices across its value chain. While
striving to reduce its environmental impact and promote responsible sourcing, the Group engages with the communities,
particularly in the areas where its impact is most significant.
Given the global advancement of digitalization, AmRest has continuously invested in technical solutions. The Company
has been implementing innovative technologies to optimize operations, enhance the ordering process, and increase the
availability of delivery services. An integrated approach driven by digital solutions strengthens the resilience of the
AmRest business model to enable further profitable and sustainable growth.
Table. AmRest strategic pillars and value creation [ESRS 2/42a, 42b]
Strategic pillar
Description
Value creation
Input
Output
Food services
AmRest’s end-to-end food service
must be sustainable and deliver
excellence in margin, innovation,
and quality. It must also serve
guests to the highest standards
and deliver commercial value.
Raw materials secured by
supply chain management
Food products
Restaurant Operations
Every single restaurant should
provide excellent experience to
the guests and, at the same time,
have a healthy, profitable
business model.
Human capital secured through
HR processes
Sales and customer service
Franchising
Successful franchising demands a
clear strategy, robust business
model, market know-how, and
great brands. AmRest gives its
partners the confidence and
stability of working with a
worldwide franchisor.
Brands developed by
partnerships with franchisors
and franchisees
Profitability
Online & delivery
Digital has become an integral
part of AmRest’s customers’
journey and one of the Company’s
strategic growth pillars. The Group
believes that by providing
exceptional customer experience,
it can be ahead of the game.
Therefore, it continues to drive for
a seamless, personalized,
omnichannel experience for all
customers.
Logistics and delivery secured
by own and external channels
Customer satisfaction
AmRest’s commercial dynamics result from a customer-centric culture of service excellence and continuous client
feedback. AmRest employees are passionate professionals aligned on a common goal: to win customers' loyalty. The
delivery of this value proposition is underpinned by the continuous strengthening of the Company’s financial profile.
AmRest expects all employees to embody the Company's dedication to excellence in service. Brand positioning in each
country, customer rating, along with a deep analysis of any complaint received, are the key indicators for achieving this
strategic objective and correcting any possible deviations.
41
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Efficient adaptation to the changing tastes and needs of the customers, operational improvements, and innovation have
become the key aspects of the Group’s development. AmRest’s objective is to guarantee that each of the 30 million
customers who visit its restaurants each month is presented with an attractive, relevant, and competitive offer, particularly
considering the growing digitalisation of the customers' preferences.
The Company’s revenues: 2,556.3 mEUR (see: note 6 in the Consolidated Financial Statement). AmRest does not derive
any revenues related to the fossil fuels sector (coal, oil, and gas), chemical production, controversial weapons, cultivation,
and production of tobacco.
There were no significant changes in products, markets and customers served during the reporting period.
Table. Disclosure of information about key elements of general strategy that relate to or affect sustainability matters*
[SBM-1/40e]
Elements of the business strategy related to sustainability issues
Description
Groups of services offered
On-site catering /Dine in
Take-away
Drive through
Delivery
Markets served (equity business)
Central and Eastern Europe (“CEE”),
Western Europe (“WE”),
China
Number of employees by geographical areas
45,259
More information about the employment can be found in the Social
Information chapter.
Products/services subject to bans/sanctions
No products or services offered by AmRest are banned or subject to
sanctions
* Further information regarding AmRest sustainability efforts is described in section AmRest’s Global Sustainability Strategy. [SBM-1/40e]
AmRest has not defined sustainability-related goals regarding significant groups of products and services, customer
categories, geographical areas, and relationships with stakeholders. Consequently, the Group has not conducted an
assessment of the related goals. The Company plans to define such goals under the revised AmRest Global
Sustainability Strategy, which will be implemented in the medium-term time horizon.
Value chain
SBM-1 Strategy, business model, and value chain. [42c]
AmRest’s value chain requires attention at all levels, as each is crucial for the Company's optimal performance.
The upstream value chain encompasses all the activities related to sourcing and procuring raw materials and services
needed for the operations. Downstream operations refer to all the activities that occur after the production of the food
products. This encompasses end users of the products, defined as customers visiting the Group’s own and franchised
restaurants, as well as business partners. This category includes franchisees, and last-mile deliveries.
Details on the management of the relations with suppliers can be found in the Governance Information chapter, section
"Management of relationships with suppliers".
42
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Infographic. AmRest Group’s Value Chain [ESRS 2/ 42a, c]
AmRest Group’s Value Chain
Upstream
Own operations
Downstream
Farming
Food processing
Food and packaging
supplies (direct)
Non-food related supplies
(indirect)
Restaurant operations
Sales and customer
services
Franchising
Meat, fish and seafood
supplies
Energy and operating
supplies
Food processing (Central
Kitchen)
Marketing communication
Dairy
Renting spaces
Administrative and
functional support
(offices)
Last-mile delivery (fleet
and aggregators)
Fruits and vegetables
Property and construction
services
Coffee
IT services
Flour and crops
Consulting
Packaging
Distribution and logistics
Affected stakeholders
• Environment (silent stakeholder)
• Environment (silent
stakeholder)
• Customers
• Franchisors
• Employees
• Environment (silent stakeholder)
• Local communities
• Local communities
• Investor community
• Regulatory bodies
• Workers’ union
• Local communities
• Suppliers
• Local government
• Workers in the value chain
• Workers in the value chain
43
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Sustainability strategy
The Group has integrated responsible practices into its daily operations within the AmRest Global Sustainability Strategy
framework.
The Strategy is based on global sustainability standards (e.g., the United Nations Sustainable Development Goals),
benchmarks, and trends and reflects the existing and forthcoming legislation applying to Environmental, Social, and
Governance aspects (“ESG”).
It consists of three pillars – Our Food, Our People, and Our Environment – and applies to all AmRest employees and
executives across each brand operated by AmRest and in every geography where the Company is present.
Responsibility for the implementation on an ongoing basis of the AmRest Global Sustainability Strategy belongs to the
respective members of the AmRest Senior Management (Pillar Owners):
Food Services President (Our Food)
Chief People Officer (Our People)
Chief Operations Officer (Our Environment)
The Pillar Owners provide quarterly updates on implementing the AmRest Sustainability Strategy to the Sustainability,
Health and Safety Board Committee and to the Audit and Risk Board Committee. [GOV-2/26a]
Table. Key pillars of AmRest Global Sustainability Strategy
Pillar
Key areas of focus
Our Food
Responsible sourcing
Nutrition and balanced choice
Food safety
Our People
Fair employment practices
Diversity & Equality
Social engagement
Our Environment
Circular economy
Climate change
AmRest Global Sustainability Strategy was developed in 2021 and has not been aligned with the double materiality
assessment ("DMA") results. In 2024, the Company launched the strategy revision process to address the Impacts,
Risks, and Opportunities (“IROs”) generated during the double materiality assessment and set targets related to them.
The process is planned to be completed in the short term horizon.
Stakeholder dialogue
SBM-2 Interests and views of stakeholders [45a, 45ai, 45aii 45aiii, 45aiv, 45av, 45b, 45c, 45d]
Stakeholder engagement has been crucial for AmRest's corporate sustainability and social responsibility efforts. The
Company regularly conducts a dialogue with its key stakeholders, including employees, customers, suppliers, investors,
and local communities. This helps the Company understand and incorporate stakeholder needs and expectations into its
business practices. [ESRS 2/45av, b-d]
44
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Key stakeholder group and engagement practices
Stakeholder group
Engagement practices
Purpose
Outcomes taken into account
in the Company strategic
planning
Function responsible for
contact
Reporting to Senior
Management and Board of
Directors
EMPLOYEES
Strategic documents, policies,
and guidelines;
Opinion and satisfaction
surveys;
Routine communication;
Trainings;
Direct meetings;
AmRest website.
Ensuring execution of the
Company's standards and
expectations on business
conduct
Strengthening loyalty and
retention of the employees
Building occupational Health
& Safety culture
Increasing understanding of
the Company’s business model
and operations
Promoting sustainability and
corporate responsibility
Action Plans for the
departments based on the
Barometer results
Community engagement
initiatives in restaurant
neighbourhoods
Chief People Officer
Quarterly
CUSTOMERS
Direct contact with employees
in restaurants and cafés;
Loyalty programs;
Information in traditional, social,
and online media;
Marketing campaigns;
Customer feedback
mechanisms;
Building awareness of the
brands, products and services
Collecting customer feedback
Building customer loyalty and
trust
Promoting sustainability and
corporate responsibility
Advertising plans and
strategies
Product innovation
Customer Care services
Chief Marketing Officer
Brand Leaders (brand-specific)
Regular business reviews
45
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Stakeholder group
Engagement practices
Purpose
Outcomes taken into account
in the Company strategic
planning
Function responsible for
contact
Reporting to Senior
Management and Board of
Directors
SUPPLIERS
Direct contact with Company’s
representatives;
Strategic documents, policies,
and guidelines;
Audits and assessments;
AmRest website;
Routine communication;
Information in traditional and
online media;
Supplier Innovation;
Supplier Forums, recognition
and awards for top suppliers.
Strengthening relationship
Promoting sustainability and
the Company's responsibility
practices
Mitigating risks
Ensuring compliance with the
Company's standards and
expectations on business
conduct
Sharing knowledge of
Company's business
performance
Fostering a culture of co-
creation and innovation
Motivating suppliers to
consistently meet or exceed
expectations and strengthen
long-term partnerships
Building a community of
engaged and forward-thinking
suppliers
Improvements of quality and
safety of products
Mitigation of risks associated
with supply chain inefficiencies
or non-compliance
Responsible and ethical
sourcing standards
New innovative products or
processes that differentiate
AmRest in the market
Improved supplier
performance and commitment
Reinforced supplier loyalty,
reducing risk of disruption
Food Services President
Quarterly
INVESTORS AND INVESTOR
COMMUNITY
Reports and statements
(annual and periodic);
AmRest website;
Investor Relations Events;
Routine communication;
Direct contact with Company’s
representatives;
Building trust and reputation
Strengthening relationship
Promoting sustainability and
Company's responsibility
practices
Fostering transparency
Ensuring regulatory
compliance
Brand and markets strategies
Reporting obligations
Chief Financial Officer
Quarterly
46
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Stakeholder group
Engagement practices
Purpose
Outcomes taken into account
in the Company strategic
planning
Function responsible for
contact
Reporting to Senior
Management and Board of
Directors
LOCAL COMMUNITIES
Direct contact with Company’s
representatives;
Voluntary and charity activities;
AmRest website;
Information in traditional and
online media.
Engaging in local community
matters and support through
charity and social actions
Building trust and reputation
Promote sustainability and
Company's responsibility
practices
Sharing knowledge of
Company's local operations
Community relations
External Communications and
Corporate Affairs Director
Annually
REGULATORS
Reports and statements
(annual and periodic);
AmRest website;
Participation in industry
organizations and consultations
Maintaining standards of
Corporate Governance
Ensuring regulatory
compliance
Fostering transparency
Compliance and reporting
obligations
General Counsel
Quarterly
47
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Navigating the dynamic business environment of the restaurant sector requires agility and innovation to meet evolving
consumer preferences and regulatory standards while ensuring sustainable practices, which AmRest is constantly
searching for. AmRest identifies several factors that may significantly impact its future development and business model:
[SBM-2 45 c]
Economic Conditions: Economic fluctuations, including changes in consumer spending and inflation rates,
affect the company’s performance. AmRest needs to be agile in responding to economic challenges and
opportunities.
Regulatory Environment: Compliance with local and international regulations, including food safety standards
and labour laws, is essential. Changes in regulations impact operational costs and processes.
Supply Chain Management: Efficient and ethical supply chain management is vital for ensuring product quality
and sustainability. Disruptions in the supply chain affect the availability and cost of ingredients.
Technological Advancements: Embracing digital transformation and technological innovations can enhance
customer experience and operational efficiency. Staying ahead in technology adoption is important for long-term
success.
Material impacts, risks and opportunities
SBM-3  - Material impacts, risks and opportunities and their interaction with strategy and business model [48a, 48b,
48c(i), 48c(ii), 48c(iii), 48c(iv), 48d, 48f]
AmRest addresses the essential disclosure requirements that provide insight into how the Company has identified and
managed the material impacts, risks, and opportunities inherent to its operations. Using a double materiality approach,
the aim is to offer a clear overview of the assessment process undertaken, emphasizing how these critical factors
influence and underpin the corporate strategy and business model. This process includes a thorough analysis of
AmRest's business from the perspective of restaurant operations and value chain.
In 2024 Group completed a double materiality assessment, which provides an understanding of the material impacts,
risks, and opportunities. The identified aspects influence the adaptation of the strategy and business model and the
allocation of resources. This process has brought significant value to the management of sustainability topics.
Regarding the time horizons for the potential material IROs identified, AmRest used the deadlines established by the
directive in ESRS 1 as a baseline.
AmRest followed the naming of ESRS topics given in the relevant legal acts during the process, but the ESRS sub-topic
titles were adjusted, merging or specifying the scope. In the table below, the Company provides traceability between the
regulatory and own names to ensure clarity on the perception of the results.
Table. Traceability between ESRS topics, sub-topics and AmRest own naming
ESRS topics
ESRS Sub-topic
AmRest Sub-topic
E1 Climate change
Energy
Energy
Climate change adaptation
Climate change adaptation and mitigation
Climate change mitigation
E2 Pollution
Pollution of air
Pollution
Pollution of soil
Substances of concern
E3 Water and marine
resources
Water
Water resources
Marine Resources
Habitat degradation and intensity of pressure on marine
resources
E4 Biodiversity and
ecosystems
Direct impact drivers of biodiversity loss
Biodiversity loss in the value chain
Impacts on the extent and condition of ecosystem
E5 Resource use and
circular economy
Resources inflows, including resource use
Efficient resource and waste management
Resource outflows related to products and service
Organic Waste
Waste
48
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS topics
ESRS Sub-topic
AmRest Sub-topic
S1 Own workforce
Working conditions
Working conditions
Equal treatment and opportunities for all
Equal treatment and opportunities for all
Other work-related rights
Human rights, fundamental freedoms, democratic
principles
S2 Workers in the value
chain
Working conditions
Workers in the value chain
Equal treatment and opportunities for all
Other work-related rights
S3 Affected Communities
Communities’ economic, social and cultural rights
Communities economic, social and cultural rights and
development
Communities’ civil and political rights
S4 Consumers and end-
users
Information-related impacts for consumers and/or end-
users
Consumer experience and information
Personal safety of consumers and/or end-users
Social inclusion of consumers and/or end-users
Entity-specific
Food services excellence
G1 Business Conduct
Animal welfare
Animal welfare
Management of relationships with suppliers including
payment practices
Responsible sourcing
Corporate culture
Corporate governance
Protection of whistle-blowers
Corruption and bribery
Entity-specific
Data protection and Cybersecurity
The material impacts, risks, and opportunities (IROs) identified through this double materiality assessment include:
E1 Climate Change.
For climate change, 17 IROs were identified, categorized as six impacts, eight opportunities, and three risks, distributed
across two sub-topics: energy and climate change mitigation and adaptation.
The energy sub-topic focuses on managing energy efficiency and the financial impacts of direct and indirect energy
consumption. As a result of their assessment, the following IROs were identified:
Risks:
o Financial losses due to volatile energy prices in the market. This risk affects AmRest’s own businesses,
suppliers, and customers.
Impacts:
o High dependence on traditional energy sources for electricity. This impact is linked to AmRest’s strategy
and has a short-term horizon.
o Improvements in energy efficiency across all brands through initiatives such as installing energy-efficient
equipment and solar panels. This impact also ties to AmRest’s strategy and has a short-term horizon.
Opportunities:
o Increase renewable energy consumption due to the change of energy suppliers.
o Access to financing from the European Union for the energy transition. This opportunity affects both
AmRest’s own businesses and suppliers.
o Signing a Power Purchase Agreement (PPA) contract to stabilize energy costs over time. This
opportunity directly impacts AmRest’s operations and indirectly affects suppliers within the value chain.
o Promoting the usage of low-emission vehicles, such as electric or hybrid vehicles. This opportunity has
implications for the entire value chain.
49
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Climate change mitigation and adaptation. This area reflects AmRest’s commitment to reducing greenhouse gas
emissions and implementing measures to minimize climate-related impacts and optimize operations:
Risks:
o Economic sanctions related to non-compliance with the decarbonization goals imposed by the UE
Regulation (Paris Agreement). It affects AmRest´s own operations and its value chain.
o Increasing temperatures in cities due to climate change result in greater energy consumption. This
directly affects AmRest´s operations.
Impacts:
o Increased awareness among employees about climate change, including the adaptation and mitigation
measures implemented by AmRest. This impact is linked to AmRest’s strategy and has a short-term
horizon (within the next two years).
o Increased awareness of the need of clearly defined environmental strategy. This impact also ties to
AmRest’s business strategy and has a short-term horizon.
o Reduction of GHG emissions thanks to the implementation of energy efficiency measures (energy mix,
inclusion of electric vehicles in the transport fleet). This impact is connected to AmRest’s business
strategy and has a medium-term horizon (two to five years).
o Loss of reputation and competitive position because of a failure to define and implement the ESG
strategy and communication plan of the Group. This impact is linked to AmRest’s business strategy and
has a long-term horizon.
Opportunities
o Define a decarbonization strategy engaging third-party logistics. This opportunity impacts the value
chain.
o Define green energy purchasing requirements in AmRest operations. This opportunity impacts AmRest’s
operations and suppliers.
o Access to EU funding for energy transition due to a higher percentage of alignment with EU taxonomy.
This opportunity impacts AmRest’s operations and suppliers.
o Define requirements for using green vehicles in the fleet managed by third parties, which may impact the
carbon footprint (E.g., last-mile delivery). This opportunity affects the entire value chain.
E3. Water and marine sources.
Focused on sustainable water use and minimizing pressures on marine ecosystems across the value chain.
Risks:
o Lack of water usage strategy considering stress areas as a result of climate change.
o Financial fines and operational restrictions for not meeting new legal requirements relating to water
management.
o Increased demand for fish causing overfishing and higher prices.
Impact:
o Lower water usage related to installing low-consumption restaurant equipment (toilets, special plugs).
This impact is linked to AmRest’s strategy and has a short-term horizon.
o Strengthen fish procurement requirements related to the promotion of sustainable fishing practices
resulting in certified/sustainable supply of whitefish and salmon.
Opportunities:
o Use of rainwater/grey water in AmRest operations (e.g. cleaning).
E4. Biodiversity and ecosystems.
Aimed at mitigating biodiversity loss throughout the value chain, focusing on sustainable agricultural practices. Three
IROs were identified, with only one resulting as material:
Risks:
o Non-compliance with the relevant laws regarding biodiversity resulting from purchases of controversial
products from foreign suppliers  (e.g., cocoa and coffee)
Impact:
o Loss of ecosystems due to agricultural activities (such as overexploitation of soils and the use of
phytosanitary products). This impact is connected to AmRest’s strategy and has a medium-term horizon.
50
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Opportunities
o Include products that adjust to consumer preferences without changing the business model (e.g. vegan).
E5. Resource use and circular economy.
This area is divided into two main sub-topics: efficient resource and waste management, and organic waste.
The sub-topic of Efficient resource and waste management, which corresponds to the ESRS sub-topic Resources
inflows, including resource use, aims to ensure responsible management of the resources used, such as packaging,
and to minimise waste through mechanisms of reduction, regeneration and optimisation of materials.
Risks:
o Financial consequences for using environmentally unfriendly materials (for example Single use plastic
tax). It affects AmRest´s operations and suppliers.
o Disruption to the supply of goods or logistics suppliers, resulting in limited access to essential supplies.
This risk affects the entire value chain.
Impacts:
o Implementation of the Packaging and Waste Management Policies based on the circular economy
model. This impact is connected to AmRest’s strategy and has a medium-term horizon.
o Reduction in the use of packaging due to the collaboration with logistics suppliers to reduce the
packaging used in AmRest's. This impact is linked to AmRest’s strategy and has a short-term horizon.
o Weak internal control of waste management in some markets. This impact also ties to AmRest’s strategy
and has a short-term horizon.
Opportunities
o Cost savings achieved through the food saving programs. This opportunity affects AmRest´s operations.
o Improve waste functionality (3R—recycle, reuse, repair) by implementing a global waste management
model. This will affect the entire value chain.
The Organic waste sub-topic focuses on reducing food waste through effective management and prevention programs.
The following IROs have been identified:
Risks:
o Financial consequences of the failure in waste segregation. This risk is linked to AmRest´s operations.
o Lack of compliance with legal requirements on circularity. It is linked to the entire value chain.
Impacts:
o Reduction of landfill waste. This impact is connected to AmRest’s strategy and has a medium-term
horizon.
o Actions implemented to minimize food waste, such as excess inventory management. This impact also
ties to AmRest´s strategy and has a medium-term horizon.
Opportunities:
o Cost decrease by obtaining certificates related to waste management or circular economy. Linked to
AmRest´s own operations.
o Measuring the level of circularity of raw materials and organic waste (inputs and outputs). Linked to
AmRest´s value chain.
o Increasing consumer and employee awareness of waste segregation. Affects AmRest´s value chain.
S1. Own Workforce.
Addresses employee Working conditions, inclusion, and recruitment practices.
Risks:
o Loss of knowledge and expertise due to key personnel turnover. This risk impacts AmRest's own
operations.
o Increased cost of labour resulting from staff turnover. This risk affects AmRest’s business directly.
o Risk of accidents generated in kitchens. This risk impacts AmRest’s own operations.
o Strikes and protests generated by reasons that are outside AmRest's control (geopolitical instability,
human rights violation, national concerns, local discontent).
51
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts:
o The company's business model allows flexible working hours and different types of work contracts that
respond to the needs of employees. This impact ties to AmRest’s business model and has a short-term
horizon.
Opportunity:
o Increasing employee well-being at work positively impacts employee retention and talent attraction. This
opportunity positively affects AmRest’s own workforce.
o Due diligence implementation across ESG areas increases transparency.
In terms of Equal treatment and opportunities for all, this sub-topic has identified the following IROs:
Risk:
o Reputational loss resulting from the lack of women in top management executive positions. This risk
impacts AmRest’s operations and external perception.
Impacts:
o Increased labour inclusion of people without the minimum qualification. This impact is linked to AmRest’s
strategy and has a medium-term horizon.
o Adapting HR processes in multiple languages allows hiring people from different countries or diverse
national backgrounds. This impact aligns with AmRest’s business model and has a short-term horizon.
Opportunity:
o Well-designed diversity strategy increases the company's position as an Employer of Choice.  This
opportunity affects AmRest's operational inclusivity.
S2. Workers in the value chain.
Addresses employee Working conditions, Equal treatment and opportunities for all and Other work related rights
along the value chain. The following IROs have been identified:
Risk:
o Delays and disruption in the supply chain due to workers' strikes as a result of poor working conditions.
Impact:
o Improving working conditions for employees in the value chain by implementing stricter supplier
approval measures. This impact has a medium-term horizon and benefits AmRest’s value chain.
Opportunity:
o Increased access to sustainable financing for demonstrating ESG/Social criteria throughout the
company's value chain.
S3. Affected communities.
Risks:
o Resistance and activism in favour of small local businesses and against global brands.
o Local legislation limiting business expansion or opening of new stores.
Impacts:
o Improve the well-being of underprivileged groups through global social programs. This impact aligns with
AmRest’s strategy and has a short-term horizon.
Opportunity:
o Increase social investment in countries or areas where AmRest operates
S4. Consumers and end-users.
The sub-topic Consumer experience and information, which corresponds to the ESRS sub-topics Information-related
impacts for consumers and/or end-users, Personal safety of consumers and/or end-users and Social inclusion of
consumers and/or end-users and an entity-specific sub-topic called Food services excellence, has identified the
following material IROs:
Risks:
o Legal or reputational consequences due to failures in operational excellence. This risk affects AmRest’s
operations and market position.
52
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts:
o Improve customers' wellbeing, enabling them to make more informed and healthier choices in their daily
diet.
Opportunity:
o Strengthen the accessibility of products and services for groups at risk of exclusion. This opportunity
affects AmRest’s customer experience and operational inclusivity.
G1 Business Conduct.
This topic is composed of sub-topic Corporate Governance which corresponds to the ESRS sub-topics Corporate
Culture, Protection of whistle-blowers and Corruption and bribery, sub-topic Animal Welfare which corresponds to
the ESRS sub-topic Animal Welfare , sub-topic Responsible Sourcing which corresponds to the ESRS sub-topic
Management of relationships with suppliers including payment practices and an entity-specific sub-topic called
Data protection & Cybersecurity.
In terms of Corporate Governance the following IROs have been identified as material:
Risk:
o Failure of franchisees to adhere to policies and measures established by AmRest.
o Possible sanctions due to violations of human rights and ethics, and cases of bribery and corruption
across value chain.
Impact:
o Insufficient controls in corruption and bribery areas.
Opportunities:
o Strengthen the cooperation with trade, and industry and non-governmental organizations.
In the Animal Welfare and Responsible Sourcing sub-topics AmRest identified:
Risks:
o Financial or reputational losses related to failures in the identification and monitoring of regulatory
changes related to animal welfare
o Resistance to company's brands and activism in favour of animal welfare.
o Lack of a general framework  addressing human rights in the value chain
Impacts:
o Improving animal husbandry.
o Ensure a responsible use of resources by implementation of ethical standards and practices across the
value chain
Opportunities:
o Promoting ethical practices in animal husbandry.
o Enhance long-term relationships with suppliers by implementing supplier engagement programs.
o Define ESG criteria for suppliers selection in procurement purchases (such as raw materials, machinery,
uniforms).
In the Data Protection and Cybersecurity sub-topic the Company considers the following:
Risks:
o Financial or reputational consequences of cybersecurity breaches.
o Security breaches in the company's systems leading to loss of customers trust.
Impact:
o Lack of integration of multiple IT systems affects management and processing of personal and business
data
Opportunities:
o Strengthen cybersecurity strategy to improve data security
o Increase the security of AmRest mobile apps in line with the General Data Protection Regulation.
53
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Processes to identify and assess material impacts, risks, and opportunities
SBM-3  - Material impacts, risks and opportunities and their interaction with strategy and business model [48a, 48b,
48c(i), 48c(ii), 48c(iii), 48c(iv), 48d, 48f]
AmRest’s double materiality analysis includes analyses of both impact and financial materiality. A sustainability matter is
considered material if it is significant from  a financial perspective, impact perspective or both. The Company conducts a
continuous and comprehensive medium-term review of the double materiality assessment whenever significant changes
occur within the sector or the Company itself. Thus, the analysis of impacts, risks, and opportunities is guaranteed to
remain up-to-date and in line with emerging trends. Moreover, the strategic decisions reflect the changing state of the
market and its operating environment. The Company’s IRO identification process was based on a methodology
comprising five principal activities: context analysis, identification of IROs, workshops maintained for their evaluation,
stakeholder consultations and, lastly, interpretation of the results and preparation of the double materiality matrix.
[IRO-1/53a]
Context analysis.
In the project's initial phase, AmRest conducted a comprehensive analysis of sector trends, evaluated the
relevant European legislation affecting the Company, assessed the approach of ESG analysts within the sector,
examined controversies, and conducted a comparative study of five competitors.
Identification of IROs.
The second phase of the project concentrated on identifying and clarifying the relevant IROs. This preliminary
work provided the basis for strategic planning and project development. 
Workshops for the evaluation of IROs.
This analysis was conducted at five workshops held throughout the project, with the participation of the
Company’s subject matter experts and Senior Managers. Subsequently, IROs were evaluated, with each one
assessed in terms of its associated scope, likelihood, and remediability.
Stakeholder consultations. [IRO-1/53b(iii)]
Consultations were held with both internal and external stakeholders. Nine interviews were conducted with
Senior Managers, suppliers and brands. Additionally, AmRest conducted surveys, obtaining over 230 responses
from five distinct stakeholder categories.
Double materiality matrix and interpretation of the results.
The final stage involved assigning an individual scale to each IRO based on the consultations' outcomes. The
resulting tool generated materiality-based outcomes, which were then prioritized. This process led to the creation
of the materiality matrix.
The IRO identification stage facilitated the association of IROs with all ten topical ESRS. Two IROs related to topics
specific to the Group (entity-specific topics) were also identified, namely: “Data protection and Cybersecurity” and “Food
services excellence” given their recent rise to prominence and potential impact on the Company’s activity.
A total of 24 impacts, 29 opportunities, and 24 risks were identified concerning each topic analysed. This resulted in 77
material IROs, derived from both the Company's own operations and from value chain stages upstream and downstream
of AmRest. These topics are deemed material as they meet the criteria to be considered as such from the impact
perspective, the financial perspective, or both.
The identification and assessment of material impacts, risks, and opportunities are results of the double materiality
analysis, which has determined the information that the undertaking included in its Consolidated Statement of Non-
Financial Information and Sustainability Information. The Group, taking the provisions of the ESRS as a basis, has
applied a process methodology composed of the following stages. [IRO-1/53a]
Understanding stage
The initial stage included an analysis of the Company and the environment in which it operates, encompassing both
general market dynamics and the sustainability sector, as well as the trends that may influence its development. This
analysis was conducted globally across all locations, operations, and activities, ensuring inclusivity of the full scope of
AmRest’s activities and their specific significance. [IRO-1/53bi] A two-pronged approach, focusing on general trends and
ESG principles, was adopted, allowing more accurate decision-making aligned with the sector's specific characteristics.
This process enabled the Group's sustainability priorities to be identified and laid a solid foundation for future strategy
development, ensuring that AmRest's decisions are aligned with long-term industry trends and challenges. [IRO-1/53g]
At first, the ESG standards were subjected to a comprehensive analysis, including evaluating future directives in light of
their strategic value. This analysis considered specific European Green Deal directives and regulations, such as the
CSRD and EFRAG, the Taxonomy Regulation, the New Circular Economy Action Plan, and the Green Claims Proposal.
As a result, more than 70 out of 150 European Green Deal initiatives were identified as having a direct impact on the
Company. Secondly, a comparative analysis of the main competitors was conducted, including a review of their
sustainability and double materiality strategies and practices. This process allowed the Company to identify the best
practices, the areas for improvement, and the key matters affecting the competitors. The next stage was to analyse the
investors' expectations of the restaurant industry. As a result, the Company identified the key sustainability issues it must
54
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
address to ensure its future success in the sector. Finally, the sector's main controversies were analysed, focusing on
those directly affecting AmRest and its brands. These controversies facilitated the identification of areas of concern within
the value chain. [IRO-1/53bi] [IRO-1/53g]
Identification stage [IRO-1/53bii] [IRO-1/53bii] [IRO-1/53biii]
The identification stage centered around the recognition of the impacts, risks, and opportunities created by AmRest in
both its internal operations and throughout its value chain, including operations, business relationships, joint ventures,
and franchisees. When identifying risks, the company’s risk map was used, focusing on aligning these risks with
sustainability-related considerations.
Identifying the IROs was divided into several stages, as follows:
Identification through an internal dialogue conducted within the Company's key areas associated with the
material topics and stakeholders.
Identifying the impacts by topic (positive or negative and actual or potential) including a qualitative description.
Identification of the risks and opportunities that were classified by topic and accompanied by a qualitative
description in each case.
AmRest has established a process to identify, assess, prioritize, and monitor risks and opportunities that may financially
affect its operations. This process carefully examines the connections between the impacts and dependencies of natural,
human, and social resources with the risks and opportunities that may arise from these impacts and dependencies.
[IRO-1/53ci]
The IROs were assessed from two perspectives: impact and financial. The impact perspective relates to the long-term
impacts of the Company’s processes, activities, products, services, or relationships on people or the environment. On the
other hand, the financial perspective focuses on identifying risks and opportunities.
Finally, to identify IROs and gain a more in-depth understanding of the Group's operations, relevant workshops for
AmRest's managers and subject matter experts were held, providing a collaborative platform for a more comprehensive
understanding of the Company. They focused on environmental, governance, human rights, and supply chain topics. At
the beginning of each workshop, the attendees were provided with an overview of the project through an introduction of
the purpose, a presentation of the methodology used, the different phases, and a definition of the various IROs. Then,
each area's relevant material topics and subtopics were explained, and the subject matter experts and Senior Managers
were informed about which topics were significant for them. [IRO-1/53biii]
To complement the workshops, consultations were held with both internal and external stakeholders to ensure a
comprehensive view of impact materiality. Nine interviews were conducted with the representatives of the Senior
Management, suppliers, and franchised brands owners. As the next step, surveys were carried out, delivering over 230
responses from five distinct stakeholder categories, including workforce, top management, and board members as
internal stakeholders; and business partners, society, analysts, and suppliers as external stakeholders. The results of
these consultations were cross-checked with scores from the quantitative external stakeholder consultation process
(surveys), and a weighted average was applied to each topic.
Assessment stage [IRO-1/53iv] [IRO-1/53cii]
The assessment stage resulted in prioritizing potential matters based on their significance to the Group, establishing a
mechanism for assessing the impacts, risks, and opportunities. This phase was conducted using assessment scales to
align the materiality assessment with the Company’s internal processes and the assessment procedure established by
the ESRS. The formula recommended by the ESRS was maintained, i.e., severity based on the likelihood of impact
materiality and financial effect based on the likelihood of financial materiality.
The analysis conducted for financial materiality has been approached from a qualitative perspective. It is not tied to
quantitative financial parameters but evaluated within the framework of a scaled assessment.
In assessing the materiality of each IRO, consideration should be given to its scale, scope, likelihood, and remediability.
Scale: Level of importance attributed to each IRO. The value is determined by combining the overall data
collected on each sub-topic from stakeholder consultations and external input, together with the assessment of
each IRO. This global assessment leads to a final score on a scale of 1 to 5.
Scope: rated from 0 to 5, reflecting the geographical extent of the impact.
Likelihood: rated from 1 to 4, this denotes the likelihood of occurrence of the IRO.
Remediability: rated from 0 to 5, measures how quickly risk exposure can affect an organization and how quickly
it can be mitigated.
Impact materiality
Within the environmental section, the topic of greatest materiality is efficient resource and waste management, as
implementing mechanisms to reduce, regenerate, and optimize materials and resources is crucial to AmRest's business
model. In contrast, pollution represents the least material environmental topic, with a limited impact on the Company and
no mention during the stakeholder interviews.
55
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
In the social realm, working conditions received the highest score since effective human resource management is
fundamental to ensure compliance with the most stringent labour legislation, as well as with hygiene and health and
safety standards. In comparison, the area of human rights achieved the lowest rating.
Regarding consumer and food-related matters, the most highly rated topic is responsible sourcing. This is due to the
importance of sustainable practices and AmRest’s supply chain management. It is important to note that, despite the low
score awarded to animal welfare, it remains a significant concern for the Group.
In the area of governance, cybersecurity, and data protection emerge as the most material topics, given their impact on
the Company's reputation and the potential consequences of an inadequate response to a cyberattack. Of these two, the
topic of corporate governance received a lower score.
Financial materiality
Regarding financial materiality, efficient resource, and waste management are the most important material and
environmental topics, as poor management in these areas could result in financial penalties or require investments to
improve AmRest's operational practices. In contrast, habitat degradation and the intensity of pressure on marine
resources received the lowest score since the Company's own operations do not have a direct impact on these areas and
are identified mainly across the supply chain.
In the Social area, working conditions emerged as the most material topic, as sound human resource management can
have a considerable economic and reputational impact. In comparison, the lowest scores were awarded to economic,
social, and cultural rights, along with community development (S3).
Responsible sourcing was considered the most material topic within the food area, while food services excellence
received the lowest rating. Nonetheless, AmRest considers the latter a fundamental topic for its business model, as the
high standards in quality, food safety, and traceability of nutritional information are pivotal for the food business.
From the financial perspective, data protection and cybersecurity represent the most material issues in the governance
domain.
Inclusion and identification stage
The identification process facilitated the Group's recognition of the material topics. The results of the assessments
performed by the internal and external stakeholders were analysed. Based on the analysis and consolidated results, a
materiality threshold was established and defined according to the maximum and minimum ranges obtained in both
materialities.
In the final stage, individual scores were assigned to each IRO based on the consultations' outcomes, thus generating a
materiality classification. Priorities were then established, leading to the creation of a materiality matrix.
Furthermore, the stakeholders involved in the double materiality analysis were assigned a weighting. The weighting
system reflects the importance of the responses received from each stakeholder. The scales were calculated for each
topic based on the materiality of the above responses and the outcome of the interviews and surveys. The results were
then cross-checked with the scores obtained during the quantitative external stakeholder consultation process (surveys),
with a weighted average applied for each topic. The outcome of this process formed the materiality matrix or a definitive
list of material topics:
IRO-2        Disclosure requirements in ESRS covered by the undertaking’s sustainability statement [IRO-2 59]
Throughout the materiality assessment process, the complete AR 16 list of sustainability topics, including all sub-topics
and sub-subtopics, was analysed. Material impacts, risks, and opportunities were identified in detail to ensure
consistency with the Disclosure Requirements ("DR"). In terms of defining the information to be disclosed on material
IROs, a materiality threshold has been established and defined according to the maximum and minimum ranges obtained
in both materialities:
56
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impact materiality
Minimum values of 1.89 and maximum values of 4.71 were identified, reflecting significant dispersion across the pre-
defined scales, with varying levels of impact across all topics. The threshold was set at 70% of the highest assessed
impact. The following graph displays the results for each subtopic, grouped by the four main pillars.
Infographic. Impact materiality
Impact materiality.png
----- Impact materiality threshold: 3.30
Financial materiality
The values ranged from a minimum of 1.46 to a maximum of 4.43, showing a level of dispersion similar to that observed
for impact materiality and heterogeneity in terms of impact levels. The threshold was set at 70% of the highest-rated risk
assessed. The following graph presents the results for each subtopic, grouped by the four main pillars.
Infographic. Financial materiality
Financial materiality.png
----- Impact materiality threshold: 3.10
57
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
In the final stage, individual scores were assigned to each IRO based on the consultations' outcomes, thus generating a
materiality classification. Priorities were then established, leading to the creation of a materiality matrix.
Infographic. AmRest's double-materiality matrix
image.png
58
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Governance bodies
GOV-1 The role of the administrative, management and supervisory bodies [21, 21a, 21c, 21d, 21e, 22, 22a, 22b, 22c,
22ci, 22cii, 22ciii, 22d, 23, 23a, 23b]
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management
and supervisory bodies [26a]
Infographic. Information about the reporting lines to the administrative, management and supervisory bodies
image.png
Reporting lines.png
Board of Directors
Except for those matters reserved by law or the bylaws to the competence of the General Shareholders' Meeting, the
Board of Directors is the Company’s supreme decision-making body, and is responsible for the governance, management
and administration of the business and interests of the Company.
Infographic. Board of Directors composition presented in numbers [GOV 1/21a, d, e]
Board of directors in numbers.png
Table. Composition of the Board of Directors as of 31 December 2024
Name
Category of Director
Position on the
Board
Profile [GOV-1 21c]
Mr. José Parés Gutiérrez
Executive
Chairman
CEO of Finaccess Capital (Mexico) since 2013 and Chairman of the
Board of Directors of Restaurant Brands New Zealand Limited. He
has international experience in marketing, sales, finance and
operational management. He spent 19 years of his career working in
various roles for Grupo Modelo (Mexico) and was the member of the
Board of Crown Imports (Chicago, Illinois), Vice Chairman of the
Board of MMI (Toronto, Canada), member of the Board of DIFA
(Mexico) and member of the Mexican Brewers Association (Cámara
de Cerveceros de México).
59
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Name
Category of Director
Position on the
Board
Profile [GOV-1 21c]
Mr. Luis Miguel Álvarez
Pérez
Proprietary
Vice Chairman
Board Member, Audit Committee Member and Investment
Committee Member of Finaccess, S.A.P.I. (since 2013). Founder and
CEO of Compitalia, S.A. de C.V. Member of the Board of Directors
and of the Appointments and Remuneration Committee of
Restaurant Brands New Zealand Limited. Previously held several
roles at Grupo Modelo (Mexico) for more than 25 years. Currently he
is a member of the Board of Directors of numerous private
companies and NGOs, in addition to holding various positions in the
Finaccess Group.
Mr. Pablo Castilla
Reparaz
Independent
Lead Independent
Director
He has more than 30 years of experience in the banking sector as a
lawyer for Banco Santander, S.A., having been responsible for M&A
transactions in several jurisdictions. He has also served as Director
of Santander Direkt Bank (Germany), Director of Banco Mercantil
(Peru), Secretary non director of BT Telecomunicaciones S.A.,
director Secretary of Santander Investment, S.A., Secretary of the
Investment Committee of Grupo Santander, director Secretary of
OpenBank and director Secretary of Grupo Vitaldent.
Ms. Mónica Cueva Díaz
Independent
Director
She worked with Banco Santander for more than 30 years, holding
various roles in different jurisdictions, generally linked to the
financial, accounting and control areas, also participating in
important integration processes such as the acquisition of ABN
AMRO. Ms. Mónica Cueva has also been a college professor and
lecturer, a member of the European Banking Authority representing
Banco Santander, and a director in numerous companies of the
Santander Group. She currently holds the position of director of
Banco Santander Río (Argentina).
Mr. Emilio Fullaondo
Botella
Independent
Director
He held senior management positions for more than 23 years in the
beer industry, leading various departments related to the financial
area of the Mexican beer group Grupo Modelo, including the position
of Chief Financial Officer for a period of 4 years and subsequently in
the Belgian company AB InBev, following the acquisition by Grupo
Modelo as Chief People Officer for Middle Americas until his
resignation in January 2019. Currently, he is an independent director
of the Restaurant Brands New Zealand Limited.
Ms. Begoña Orgambide
García
Proprietary
Director
She is currently Director of Investor Relations at Finaccess Capital,
S.A. de C.V. and has developed expertise in investment analysis,
mainly in the restaurant and real estate sector, and return evaluation.
She is also responsible for the design and implementation of the
communication strategy for the investor group regarding the financial
situation and evolution of the different investments. Previously, she
was Director of Investor Relations at Grupo Modelo S.A.B. de C.V.
and subsequently held the same position at Grupo Sports World
S.A.B. de C.V. In 2015, she joined Walmart de México S.A.B. de
C.V. as Director of Strategic Planning and M&A.
Ms. Romana Sadurska
Independent
Director
She was a professor at the University of Sidney and the Australian
National University. She was also a partner in the Secretary General
of the Spanish law firm Uría Menédez, being responsible for the
practice area of Central and Eastern Europe of said firm. She has
also served as Executive Vice Chairman of the Professor Uría
Foundation. She is currently a member of the Patronage
("Patronato") of the Aspen Institute Spain and a member of the Real
Diputación de San Andrés de los Flamencos - Fundación Carlos de
Amberes.
[IRO-1/26a-c, 53d-f] There is no formalized approach to management of the impacts, risks and opportunities on a Board
of Directors level. However, five most material topics (see the AmRest’s double-materiality matrix infographic in section
"Material impacts, risks and opportunities") were addressed in the agenda of the formal Board Committees in 2024:
Audit and Risk Board Committee – Business Conduct;
Appointments, Remuneration, and Corporate Governance Board Committee – Business Conduct;
Sustainability, Health, and Safety Board Committee – Circular Economy, Climate Change, Own workforce, Our
Food and Consumers.
Related information and performance analyses were presented to the Board Committee Members by AmRest Subject-
Matter Experts on a quarterly basis.
60
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Board Committees
Committee name
Members (Chairperson)
Description and main responsibilities related to sustainability
EXECUTIVE BOARD COMMITTEE
Mr. José Parés Gutiérrez
Mr. Luis Miguel Álvarez Pérez
Mr. Pablo Castilla Reparaz
The Board of Directors has delegated its authority, except for those that by the Law, the Articles of Association and
the Board of Directors Regulations of AmRest Holdings, SE cannot be delegated, to an Executive Committee.
The Executive Committee shall inform the Board of Directors of the important matters and decisions adopted at its meetings.
AUDIT AND RISK BOARD
COMMITTEE
Ms. Mónica Cueva Díaz
Mr. Pablo Castilla Reparaz
Mr. Emilio Fullaondo Botella
The Audit and Risk Committee at AmRest plays an important role in ensuring the integrity of the company's financial
and non-financial/sustainability reporting and the effectiveness of its risk management systems. The Committee helps
maintain the trust of shareholders and other stakeholders, by overseeing that AmRest operates with high standards of
governance and accountability.
1. Financial Oversight: The committee oversees the preparation and presentation process, and the integrity of financial and
non-financial/sustainability information, reviewing compliance with legal requirements. This includes reviewing the correct
application of accounting standards and any changes to them.
2. Internal Controls and Risk Management: The committee monitors the effectiveness of the internal control systems and the
enterprise risk management framework. This involves monitoring in general that the internal control policies and systems
established are applied effectively in practice.
3. Compliance: Ensuring that the company complies with legal and regulatory requirements is a critical function. For this
purpose, the committee monitors
the main activities carried out by the Compliance Department;
the Global Compliance Model;
the complaints received through the channels established at the AmRest Group; and
the investigations and inspections, reporting ethical violations and ensuring appropriate actions are taken.
4. Internal and External Audits: The committee oversees internal and external audit functions. This includes approving the
internal audit plan, ensuring that it focuses primarily on the main risks the company is exposed to (including reputational risk),
receive regular report-backs on its activities, and verify that Senior Management are acting on the findings and
recommendations of its reports. The committee also manages the relationship with external auditors, including proposing their
appointment, compensation, and performance.
61
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Committee name
Members (Chairperson)
Description and main responsibilities related to sustainability
APPOINTMENTS, REMUNERATION
AND CORPORATE GOVERNANCE
BOARD COMMITTEE
Mr. Pablo Castilla Reparaz
Mr. Luis Miguel Álvarez Pérez
Mr. Emilio Fullaondo Botella
Ms. Romana Sadurska
The Appointments, Remuneration, and Corporate Governance Committee at AmRest helps maintain a robust
governance framework, by overseeing that AmRest operates with integrity and in the best interests of its
stakeholders.
1. Board Composition and Appointments: The committee assesses the qualifications, knowledge, and experience required for
the Board of Directors. It is responsible for defining the functions and qualifications required from candidates, evaluating the
exactly amount of time and dedication required for them to effectively discharge their duties, ensuring a diverse and competent
Board.
2. Remuneration Policies: The committee proposes the remunerations policy for the Directors, including the remuneration for
the Executive Chairman and the other conditions of his contract, reviewing it periodically and ensuring compliance. Also, the
committee proposes the remuneration policy applied for Senior Management, including the remuneration packages with shares
and their application.
3. Corporate Governance and Compliance: The committee oversees compliance with corporate governance policies and rules,
as well as the Company's internal codes of conduct, ensuring that the corporate culture is aligned with its purpose and values,
and evaluates and periodically reviews the Company's corporate governance system, so that it fulfils its mission of promoting
the corporate interest and takes into account the legitimate interests of the remaining stakeholders.
4. Performance Evaluation: The committee coordinates the periodic evaluation of the performance of the Board of Directors and
its committees. This helps identify areas for improvement and ensures that the Board operates effectively.
5. Succession Planning: The committee is responsible for reviewing and organizing succession plans for key positions within
the company. This ensures continuity in leadership and the smooth functioning of the organization.
SUSTAINABILITY, HEALTH AND
SAFETY BOARD COMMITTEE
Ms. Romana Sadurska
Mr. Pablo Castilla Reparaz
Ms. Mónica Cueva Díaz
The Sustainability, Health, and Safety Committee at AmRest oversees that AmRest operates responsibly, prioritizing
the well-being of its employees, customers, and the protection of the environment.
1. Occupational Safety: The committee reviews and monitors policies and frameworks related to occupational safety, ensuring
that the company maintains a safe working environment for all employees.
2. Nutrition and Food Safety: The committee oversees the management frameworks and policies concerning nutrition and food
safety, contributing to the company's products maintaining the highest quality and safety standards.
3. Sustainability: The committee is responsible for overseeing the progress of the company's sustainability strategies. This
includes monitoring environmental impact, resource management, and other sustainability initiatives.
4. Reporting and Recommendations: The committee regularly report to the Board of Directors on significant issues within its
purview and recommend improvements and new initiatives.
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
62
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Senior Management
Senior Management is defined as executives who report directly to the Board of Directors, the Executive Chairman, or the
Chief Executive Officer of the Company, including the person responsible for Internal Audit. This group has the authority
to make managerial decisions that may affect the Company's future development and business prospects.
Table. Composition of the Senior Management and material topics within their scope of responsibility
Name
Position(s)
Material topics responsibility
Mr. Luis Comas Jiménez
Chief Executive Officer
Climate Change, Water and Marine
resources, Biodiversity and ecosystems,
Circular economy, Own workforce, Workers in
the value chain, Affected communities,
Consumers, Business conduct
Mr. Ismael Sánchez Moreno
Chief People Officer
Own workforce, Workers in the value chain,
Affected communities, Consumers, Business
conduct
Mr. Daniel del Río Benítez
Chief Operations Officer
Climate Change, Water and Marine
resources, Biodiversity and ecosystems,
Circular economy
Mr. Eduardo Zamarripa Escamilla
Chief Financial Officer
Climate Change, Business conduct
Mr. Santiago Gallo Pérez
Chief Marketing Officer
Affected communities, Consumers
Mr. Robert Żuk
Chief Information Officer
Business conduct (Cybersecurity)
Mr. Ramanurup Sen
Food Services President
Climate Change, Water and Marine
resources, Biodiversity and ecosystems,
Circular economy, Workers in the value chain,
Consumers, Business conduct
Mr. Mauricio Gárate Meza
General Counsel
Own workforce, Workers in the value chain,
Affected communities, Consumers, Business
conduct
Mr. Jacek Niewiadomski
Chief Internal Audit and Control Officer
Business conduct (Corporate Governance)
GOV-3      Integration of sustainability-related performance in incentive schemes [29, 29a, 29b, 29c, 29d, 29e]
While the Company has set internal sustainability objectives, it is still working on the implementation of an incentive
scheme to support these goals.
Statement on due diligence
GOV-4 Statement on Due Diligence [GOV-4/ 30, 32]
Table. Core elements of due diligence [GOV-4/ AR10]
CORE ELEMENTS OF DUE DILIGENCE
Paragraphs in the  Consolidated Statement of
Non-Financial Information and Sustainability
Information
a) Embedding due diligence in governance, strategy, and business model
General Information
b) Engaging with affected stakeholders in all key steps of the due diligence
General Information
c) Identifying and assessing adverse impacts
General Information
d) Taking actions to address those adverse impacts
Environmental Information, Social Information,
Governance Information
e) Tracking the effectiveness of these efforts and communicating
Environmental Information, Social Information,
Governance Information
GOV-5 Risk management and internal controls over sustainability reporting [36a, 36b, 36c, 36d, 36e]
Risk management and internal control over sustainability reporting
[ESRS 2 GOV-5 36a-e] AmRest has Enterprise Risk Management (“ERM”) at the group level, following best practices
and the COSO framework, overseen by the Global Risk and Compliance Department, with the main aim of ensuring
compliance with regulations. Within this ERM framework, there are some risks related to the publication of the
sustainability statement. However, AmRest does not have a formalized internal control system over sustainability
reporting.
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
63
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
List of disclosure requirements to report under ESRS
[BP-2 16]
Table. List of disclosure requirements to report under ESRS
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS 2
General
disclosures
BP-1
General
General basis for preparation of the
sustainability statement
General Information
36-38
BP-1
Section: Basis for
preparation
ESRS 2
General
disclosures
BP-2
General
General basis for preparation of the
sustainability statement
General Information
36-38
Disclosures in relation to specific
circumstances
BP-1
Disclosures in relation to specific
circumstances - Time horizons
Section: Basis for
preparation
Disclosures in relation to specific
circumstances - Value chain estimation
Disclosures in relation to specific
circumstances - Sources of estimation and
outcome uncertainty
Disclosures in relation to specific
circumstances - Changes in preparation or
presentation of sustainability information
Disclosures in relation to specific
circumstances - Reporting errors in prior
periods
Disclosures in relation to specific
circumstances - Disclosures stemming from
other legislation or generally accepted
sustainability reporting pronouncements
Disclosures in relation to specific
circumstances - Incorporation by reference
Disclosures in relation to specific
circumstances - Use of phase-In provisions
in accordance with Appendix C of ESRS 1
ESRS 2
General
disclosures
GOV-1
Governance (GOV)
The role of the administrative, management
and supervisory bodies
General Information
58-62
GOV-1
Section: Governance
bodies
ESRS 2
General
disclosures
GOV-2
Governance (GOV)
Information provided to and sustainability
matters addressed by the undertaking’s
administrative, management and
supervisory bodies
General Information
58-62
GOV-2
Section: Governance
bodies
ESRS 2
General
disclosures
GOV-3
Governance (GOV)
Integration of sustainability-related
performance in incentive schemes
General Information
62
GOV-3
Section: Senior
Management
ESRS 2
General
disclosures
GOV-4
Governance (GOV)
Statement on due diligence
General Information
62
GOV-3
Section: Statement on due
diligence
ESRS 2
General
disclosures
GOV-5
Governance (GOV)
Risk management and internal controls over
sustainability reporting
General Information
62
GOV-5
Section: Risk management
and internal control over
sustainability reporting
ESRS 2
General
disclosures
SBM-1
Strategy (SBM)
Strategy, business model and value chain
General Information
39-41
SBM-1
Section: Strategy and
business model
ESRS 2
General
disclosures
SBM-2
Strategy (SBM)
Interests and views of stakeholders
General Information
43-47
SBM-2
Section: Stakeholder
dialogue
ESRS 2
General
disclosures
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
General Information
47-57
SBM-3
Section: Material impacts,
risks and opportunities
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
64
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS 2
General
disclosures
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material impacts, risks and
opportunities
General Information
53-57
IRO-1
Processes to identify and
assess material impacts,
risks, and opportunities
ESRS 2
General
disclosures
IRO-2
Impact, risk and
opportunity
management (IRO)
Disclosure requirements in ESRS covered
by the undertaking’s sustainability statement
General Information
53-57
IRO-1
Processes to identify and
assess material impacts,
risks, and opportunities
ESRS 2
General
disclosures
MDR-P
Impact, risk and
opportunity
management (IRO)
Policies adopted to manage material
sustainability matters
Throughout the entire
Consolidated Statement
of Non-Financial
Information
and Sustainability
Information
ESRS 2
General
disclosures
MDR-A
Impact, risk and
opportunity
management (IRO)
Actions and resources in relation to material
sustainability matters
Throughout the entire
Consolidated Statement
of Non-Financial
Information
and Sustainability
Information
ESRS 2
General
disclosures
MDR-
M
Metrics and targets
(MT)
Metrics in relation to material sustainability
matters
Throughout the entire
Consolidated Statement
of Non-Financial
Information
and Sustainability
Information
ESRS 2
General
disclosures
MDR-T
Metrics and targets
(MT)
Tracking effectiveness of policies and
actions through targets
Throughout the entire
Consolidated Statement
of Non-Financial
Information
and Sustainability
Information
ESRS E1
Climate
change
GOV-3
Governance (GOV)
Integration of sustainability-related
performance in incentive schemes
Environmental information.
Section: Climate Change
90
GOV-3 Integration of
sustainability-related
performance in incentive
schemes
ESRS E1
Climate
change
E1-1
Strategy (SBM)
Transition plan for climate change mitigation
Environmental information.
Section: Climate Change
91-102
ESRS E1
Climate
change
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Environmental information.
Section: Climate Change
92-94
E1 SBM-3 Material impacts,
risks and opportunities and
their interaction with
strategy and business
model
ESRS E1
Climate
change
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material climate-related impacts,
risks and opportunities
Environmental information.
Section: Climate Change
92-94
SBM-3 Material impacts,
risks and opportunities and
their interaction with
strategy and business
model
ESRS E1
Climate
change
E1-2
Impact, risk and
opportunity
management (IRO)
Policies related to climate change mitigation
and adaptation
Environmental information.
Section: Climate Change
94-96
E1-2 Policies related to
climate change mitigation
and adaptation
ESRS E1
Climate
change
E1-3
Impact, risk and
opportunity
management (IRO)
Actions and resources in relation to climate
change policies
Environmental information.
Section: Climate Change
96
E1-3 Actions and resources
in relation to climate change
policies
ESRS E1
Climate
change
E1-4
Metrics and targets
(MT)
Targets related to climate change mitigation
and adaptation
Environmental information.
Section: Climate Change
96
E1-4 Targets related to
climate change mitigation
and adaptation
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
65
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS E1
Climate
change
E1-5
Metrics and targets
(MT)
Energy consumption and mix
Environmental information.
Section: Climate Change
97
Energy consumption and mix - Energy
intensity based on net revenue
E 1-5 Energy consumption
and mix
Energy consumption and
mix - Energy intensity
based on net revenue
ESRS E1
Climate
change
E1-6
Metrics and targets
(MT)
Gross Scopes 1, 2, 3 and Total GHG
emissions
Environmental information.
Section: Climate Change
97-99
GHG Intensity based on net revenue
E1-6 Gross Scopes 1, 2, 3
and Total GHG emissions
GHG Intensity based on net
revenue
ESRS E1
Climate
change
E1-7
Metrics and targets
(MT)
GHG removals and GHG mitigation projects
financed through carbon credits
Environmental information.
Section: Climate Change
100
E1-7 GHG removals and
GHG mitigation projects
financed through carbon
credits
ESRS E1
Climate
change
E1-8
Metrics and targets
(MT)
Internal carbon pricing
Environmental information.
Section: Climate Change
100
E1-8 Internal carbon pricing
ESRS E1
Climate
change
E1-9
Metrics and targets
(MT)
Anticipated financial effects from material
physical and transition risks and potential
climate-related opportunities
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS E2
Pollution
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material pollution-related impacts,
risks and opportunities
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-1
Impact, risk and
opportunity
management (IRO)
Policies related to pollution
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-2
Impact, risk and
opportunity
management (IRO)
Actions and resources related to pollution
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-3
Metrics and targets
(MT)
Targets related to pollution
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-4
Metrics and targets
(MT)
Pollution of air, water and soil
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-5
Metrics and targets
(MT)
Substances of concern and substances of
very high concern
Not material according to
the double materiality
analysis.
ESRS E2
Pollution
E2-6
Metrics and targets
(MT)
Anticipated financial effects from material
pollution-related impacts, risks and
opportunities
Not material according to
the double materiality
analysis.
ESRS E3
Water and
Marine
Resources
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material water and marine
resources-related impacts, risks and
opportunities
Environmental Information /
ESRS E3 Section: Water
and Marine Resources
SBM-3 - Incidents, Risks,
and Opportunities of
Material Relevance and
Their Interaction with the
Strategy and Business
Model
103-105
ESRS E3
Water and
Marine
Resources
E3-1
Impact, risk and
opportunity
management (IRO)
Policies related to water and marine
resources
Environmental Information /
ESRS E3 Section: Water
and Marine Resources E3-1
Policies
103
ESRS E3
Water and
Marine
Resources
E3-2
Impact, risk and
opportunity
management (IRO)
Actions and resources related to water and
marine resources
Environmental Information /
ESRS E3 Section: Water
and Marine Resources E3-2
Actions and Related
Resources
103-104
ESRS E3
Water and
Marine
Resources
E3-3
Metrics and targets
(MT)
Targets related to water and marine
resources
Environmental Information /
ESRS E3 Section: Water
and Marine Resources E3-3
Targets
104
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
66
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS E3
Water and
Marine
Resources
E3-4
Metrics and targets
(MT)
Water consumption
Environmental Information /
ESRS E3 Section: Water
and Marine Resources E3-4
Water Consumption
105
ESRS E3
Water and
Marine
Resources
E3-5
Metrics and targets
(MT)
Anticipated financial effects from material
water and marine resources-related risks
and opportunities
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS E4
Biodiversity
and
ecosystems
E4-1
Strategy (SBM)
Transition plan and consideration of
biodiversity and ecosystems in strategy and
business model
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4-1 Transition
Plan and Assessment
106
ESRS E4
Biodiversity
and
ecosystems
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4 SBM-3
Incidents, Risks, and
Opportunities of Material
Relevance
106
ESRS E4
Biodiversity
and
ecosystems
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of processes to identify and
assess material biodiversity and ecosystem-
related impacts, risks, dependencies and
opportunities
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4 IRO-1
Description of Processes for
Identifying and Assessing
Incidents, Risks, and
Opportunities
106
ESRS E4
Biodiversity
and
ecosystems
E4-2
Impact, risk and
opportunity
management (IRO)
Policies related to biodiversity and
ecosystems
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4-2
106-107
Policies related to
biodiversity and ecosystems
ESRS E4
Biodiversity
and
ecosystems
E4-3
Impact, risk and
opportunity
management (IRO)
Actions and resources related to biodiversity
and ecosystems
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4-3
106-107
Actions and resources
related to biodiversity and
ecosystem
ESRS E4
Biodiversity
and
ecosystems
E4-4
Metrics and targets
(MT)
Targets related to biodiversity and
ecosystems
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4-4
106-107
Targets related to
biodiversity and ecosystems
ESRS E4
Biodiversity
and
ecosystems
E4-5
Metrics and targets
(MT)
Impact metrics related to biodiversity and
ecosystems change
Environmental Information /
ESRS E4 Section:
Biodiversity and
Ecosystems E4-5
106-107
Impact metrics related to
biodiversity and ecosystems
change
ESRS E4
Biodiversity
and
ecosystems
E4-6
Metrics and targets
(MT)
Anticipated financial effects from biodiversity
and ecosystem-related risks and
opportunities
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS E5
Resource
use and
circular
economy
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material resource use and circular
economy-related impacts, risks and
opportunities
Environmental Information /
ESRS E5 Section:
Resource Use and Circular
Economy E5 ESRS 2 IRO-1
108-111
Description of the
processes to identify and
assess material resource
use and circular economy-
related impacts, risks and
opportunities
ESRS E5
Resource
use and
circular
economy
E5-1
Impact, risk and
opportunity
management (IRO)
Policies related to resource use and circular
economy
Environmental Information /
ESRS E5 Section: Circular
Economy E5-1 Policies
related to resource use and
circular economy
109-110
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
67
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS E5
Resource
use and
circular
economy
E5-2
Impact, risk and
opportunity
management (IRO)
Actions and resources related to resource
use and circular economy
Environmental Information /
ESRS E5 Section:
Resource Use and Circular
Economy E5-2 Actions and
resources related to
resource use and circular
economy
108-109
ESRS E5
Resource
use and
circular
economy
E5-3
Metrics and targets
(MT)
Targets related to resource use and circular
economy
Environmental Information /
ESRS E5 Section:
Resource Use and Circular
Economy E5-3 Targets
related to resource use and
circular economy
110
ESRS E5
Resource
use and
circular
economy
E5-4
Metrics and targets
(MT)
Resource inflows
Environmental Information /
ESRS E5 Section:
Resource Use and Circular
Economy E5-4 Resource
inflows
110
ESRS E5
Resource
use and
circular
economy
E5-5
Metrics and targets
(MT)
Resource outflows
Environmental Information /
ESRS E5 Section:
Resource Use and Circular
Economy E5-5 Resource
Outflows
110-111
Resource outflows - Products and materials
Resource outflows - Waste
ESRS E5
Resource
use and
circular
economy
E5-6
Metrics and targets
(MT)
Anticipated financial effects from resource
use and circular economy-related impacts,
risks and opportunities
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS S1
Own
Workforce
SBM-2
Strategy (SBM)
Interests and views of stakeholders
Social Information/ ESRS
S1 Section: Own workforce
115-118
SBM-2 Interests and views
of stakeholders
ESRS S1
Own
Workforce
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Social Information/ ESRS
S1 Section: Own Workforce
118-119
SBM-3 Material impacts,
risks and opportunities and
their interaction with
strategy and business
model
ESRS S1
Own
Workforce
S1-1
Impact, risk and
opportunity
management (IRO)
Policies related to own workforce
Social Information/ ESRS
S1 Section: Own workforce
120-122
S1-1 Policies related to own
workforce
ESRS S1
Own
Workforce
S1-2
Impact, risk and
opportunity
management (IRO)
Processes for engaging with own workforce
and workers’ representatives about impacts
Social Information/ ESRS
S1 Section: Own workforce
115-118
S1-2 Processes for
engaging with own
workforce and workers’
representatives about
impacts
ESRS S1
Own
Workforce
S1-3
Impact, risk and
opportunity
management (IRO)
Processes to remediate negative impacts
and channels for own workers to raise
concerns
Social Information/ ESRS
S1 Section: Own workforce
120-122
S1-3 Processes to
remediate negative impacts
and channels for own
workers to raise concerns
ESRS S1
Own
Workforce
S1-4
Impact, risk and
opportunity
management (IRO)
Taking action on material impacts on own
workforce, and approaches to managing
material risks and pursuing material
opportunities related to own workforce, and
effectiveness of those actions
Social Information/ ESRS
S1 Section: Own workforce
119
S1-4 Taking action on
material impacts on own
workforce, and approaches
to managing material risks
and pursuing material
opportunities related to own
workforce, and
effectiveness of those
actions
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
68
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS S1
Own
Workforce
S1-5
Metrics and targets
(MT)
Targets related to managing material
negative impacts, advancing positive
impacts, and managing material risks and
opportunities
Social Information/ ESRS
S1 Section: Own workforce
119
S1-5 Targets related to
managing material negative
impacts, advancing positive
impacts, and managing
material risks and
opportunities
ESRS S1
Own
Workforce
S1-6
Metrics and targets
(MT)
Characteristics of the undertaking’s
employees
Social Information/ ESRS
S1 Section: Own workforce
123-124
S1-6 Characteristics of the
undertaking’s employees
ESRS S1
Own
Workforce
S1-7
Metrics and targets
(MT)
Characteristics of non-employee workers in
the undertaking’s own workforce
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS S1
Own
Workforce
S1-8
Metrics and targets
(MT)
Collective bargaining coverage and social
dialogue
Social Information/ ESRS
S1 Section: Own workforce
124
S1-8 Collective bargaining
coverage and social
dialogue
ESRS S1
Own
Workforce
S1-9
Metrics and targets
(MT)
Diversity metrics
Social Information/ ESRS
S1 Section: Own workforce
125
S1-9 Diversity metrics
ESRS S1
Own
Workforce
S1-10
Metrics and targets
(MT)
Adequate wages
Social Information/ ESRS
S1 Section: Own workforce
125
S1-10 Adequate wages
ESRS S1
Own
Workforce
S1-11
Metrics and targets
(MT)
Social protection
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS S1
Own
Workforce
S1-12
Metrics and targets
(MT)
Persons with disabilities
Social Information/ ESRS
S1 Section: Own workforce
126
S1-12 Persons with
disabilities
ESRS S1
Own
Workforce
S1-13
Metrics and targets
(MT)
Training and skills development metrics
Social Information/ ESRS
S1 Section: Own workforce
126
S1-13 Training and skills
development metrics
ESRS S1
Own
Workforce
S1-14
Metrics and targets
(MT)
Health and safety metrics
Social Information/ ESRS
S1 Section: Own workforce
126
S1-14 Health and safety
metrics
ESRS S1
Own
Workforce
S1-15
Metrics and targets
(MT)
Work-life balance metrics
Not reported. More
information in the table.
Omitted Information in the
"About this Report" section.
ESRS S1
Own
Workforce
S1-16
Metrics and targets
(MT)
Remuneration metrics (pay gap and total
remuneration)
Social Information/ ESRS
S1 Section: Own workforce
125
S1-16 Remuneration
metrics (pay gap and total
remuneration)
ESRS S1
Own
Workforce
S1-17
Metrics and targets
(MT)
Incidents, complaints and severe human
rights impacts
Social Information/ ESRS
S1 Section: Own workforce
127
S1-17 Incidents, complaints
and severe human rights
impacts
ESRS S2
Workers in
the value
chain
SBM-2
Strategy (SBM)
Interests and views of stakeholders
Social Information/ ESRS
S2 Section Workers in the
value chain
128-129
SBM-2 Interests and views
of stakeholders
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
69
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS S2
Workers in
the value
chain
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Social Information/ ESRS
S2 Section Workers in the
value chain
128
SBM-3 Material impacts,
risks and opportunities and
their interaction with
strategy and business
model
ESRS S2
Workers in
the value
chain
S2-1
Impact, risk and
opportunity
management (IRO)
Policies related to value chain workers
Social Information/ ESRS
S2 Section Workers in the
value chain
128-129
S2-1 Policies related to
value chain workers
ESRS S2
Workers in
the value
chain
S2-2
Impact, risk and
opportunity
management (IRO)
Processes for engaging with value chain
workers about impacts
Social Information/ ESRS
S2 Section Workers in the
value chain
128
S2-2 Processes for
engaging with value chain
workers about impacts
ESRS S2
Workers in
the value
chain
S2-3
Impact, risk and
opportunity
management (IRO)
Processes to remediate negative impacts
and channels for value chain workers to
raise concerns
Social Information/ ESRS
S2 Section Workers in the
value chain
129
S2-3 Processes to
remediate negative impacts
and channels for value
chain workers to raise
concerns
ESRS S2
Workers in
the value
chain
S2-4
Impact, risk and
opportunity
management (IRO)
Taking action on material impacts on value
chain workers, and approaches to managing
material risks and pursuing material
opportunities related to value chain workers,
and effectiveness of those actions
Social Information/ ESRS
S2 Section Workers in the
value chain
128
S2-4 Taking action on
material impacts on value
chain workers, and
approaches to managing
material risks and pursuing
material opportunities
related to value chain
workers, and effectiveness
of those actions
ESRS S2
Workers in
the value
chain
S2-5
Metrics and targets
(MT)
Targets related to managing material
negative impacts, advancing positive
impacts, and managing material risks and
opportunities
Social Information/ ESRS
S2 Section Workers in the
value chain
129
S2-5 Targets related to
managing material negative
impacts, advancing positive
impacts, and managing
material risks and
opportunities
ESRS S3
Affected
communities
SBM-2
Strategy (SBM)
Interests and views of stakeholders
Social Information/ ESRS
S3 Affected communities
131
SBM-2 Interests and views
of stakeholders
ESRS S3
Affected
communities
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Social Information/ ESRS
S3 Affected communities
130
SBM-3 Material impacts,
risks and opportunities and
their interaction with
strategy and business
model
ESRS S3
Affected
communities
S3-1
Impact, risk and
opportunity
management (IRO)
Policies related to affected communities
Social Information/ ESRS
S3 Affected communities
131
S3-1 Policies related to
affected communities
ESRS S3
Affected
communities
S3-2
Impact, risk and
opportunity
management (IRO)
Processes for engaging with affected
communities about impacts
Social Information/ ESRS
S3 Affected communities
131
S3-2 Processes for
engaging with affected
communities about impacts
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
70
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS S3
Affected
communities
S3-3
Impact, risk and
opportunity
management (IRO)
Processes to remediate negative impacts
and channels for affected communities to
raise concerns
Social Information/ ESRS
S3 Affected communities
131
S3-3 Processes to
remediate negative impacts
and channels for affected
communities to raise
concerns
ESRS S3
Affected
communities
S3-4
Impact, risk and
opportunity
management (IRO)
Taking action on material impacts on
affected communities, and approaches to
managing material risks and pursuing
material opportunities related to affected
communities, and effectiveness of those
actions
Social Information/ ESRS
S3 Affected communities
131
S3-4 Taking action on
material impacts on affected
communities, and
approaches to managing
material risks and pursuing
material opportunities
related to affected
communities, and
effectiveness of those
actions
ESRS S3
Affected
communities
S3-5
Metrics and targets
(MT)
Targets related to managing material
negative impacts, advancing positive
impacts, and managing material risks and
opportunities
Social Information/ ESRS
S3 Affected communities
131
S3-5 Targets related to
managing material negative
impacts, advancing positive
impacts, and managing
material risks and
opportunities
ESRS S4
Consumers
and end-
users
SBM-2
Strategy (SBM)
Interests and views of stakeholders
Social Information/ESRS S4
Section: Consumers and
end-users S4 SBM-2
Interests and views of
stakeholders
134-135
ESRS S4
Consumers
and end-
users
SBM-3
Strategy (SBM)
Material impacts, risks and opportunities
and their interaction with strategy and
business model
Social Information/ESRS S4
Section: Consumers and
end-users S4 SBM-3
Material impacts, risks and
opportunities and their
interaction with strategy and
business model
132-135
ESRS S4
Consumers
and end-
users
S4-1
Impact, risk and
opportunity
management (IRO)
Policies related to consumers and end-
users
Social Information/ESRS S4
Section: Consumers and
end-users S4-1 Policies
related to consumers and
end-users
132-136
ESRS S4
Consumers
and end-
users
S4-2
Impact, risk and
opportunity
management (IRO)
Processes for engaging with consumers and
end-users about impacts
Social Information/ESRS S4
Section: Consumers and
end-users S4-2 Processes
for engaging with
consumers and end-users
about impacts
134-135
ESRS S4
Consumers
and end-
users
S4-3
Impact, risk and
opportunity
management (IRO)
Processes to remediate negative impacts
and channels for consumers and end-users
to raise concerns
Social Information/ESRS S4
Section: Consumers and
end-users S4-3 Processes
to remediate negative
impacts and channels for
consumers and end-users
to raise concerns
134-135
ESRS S4
Consumers
and end-
users
S4-4
Impact, risk and
opportunity
management (IRO)
Taking action on material impacts on
consumers and end-users, and approaches
to managing material risks and pursuing
material opportunities related to consumers
and end-users, and effectiveness of those
actions
Social Information/ESRS S4
Section: Consumers and
end-users S4-4 Taking
action on material impacts
on consumers and end-
users, and approaches to
managing material risks and
pursuing material
opportunities related to
consumers and end-users,
and effectiveness of those
actions
132-134
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
71
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Standard
Cross-
cutting /
Topic
Nr.
Reporting Area
Designation of the DRs
Section
Page
ESRS S4
Consumers
and end-
users
S4-5
Metrics and targets
(MT)
Targets related to managing material
negative impacts, advancing positive
impacts, and managing material risks and
opportunities
Social Information/ESRS S4
Section: Consumers and
end-users S4-5 Targets
related to managing
material negative impacts,
advancing positive impacts,
and managing material risks
and opportunities
132-134
ESRS
G1
Business
Conduct
GOV-1
Governance (GOV)
The role of the administrative, management
and supervisory bodies
Governance Information/
ESRS G1 Section:
Business Conduct GOV-1
The role of the
administrative,
management and
supervisory bodies
140-141
ESRS
G1
Business
Conduct
IRO-1
Impact, risk and
opportunity
management (IRO)
Description of the processes to identify and
assess material impacts, risks and
opportunities
Governance Information/
ESRS G1 Section:
Business Conduct IRO-1
Business Description of the
processes to identify and
assess material impacts,
risks and opportunities
138-152
ESRS
G1
Business
Conduct
G1-1
Impact, risk and
opportunity
management (IRO)
Business conduct policies and corporate
culture
Governance Information/
ESRS G1 Section:
Business Conduct G1-1
Business conduct policies
and corporate culture
139, 142,
144-146, 152
ESRS
G1
Business
Conduct
G1-2
Impact, risk and
opportunity
management (IRO)
Management of relationships with suppliers
Governance Information/
ESRS G1 Section:
Business Conduct G1-2
Management of
relationships with suppliers
150-151
ESRS
G1
Business
Conduct
G1-3
Impact, risk and
opportunity
management (IRO)
Prevention and detection of corruption and
bribery
Governance Information/
ESRS G1 Section:
Business Conduct G1-3
Prevention and detection of
corruption and bribery
142-144
ESRS
G1
Business
Conduct
G1-4
Metrics and targets
(MT)
Incidents of corruption or bribery
Governance Information /
ESRS G1 Section:
Business Conduct G1-4
Incidents of corruption or
Bribery
142-144
ESRS
G1
Business
Conduct
G1-5
Metrics and targets
(MT)
Political influence and lobbying activities
Governance Information /
ESRS G1 Section:
Business Conduct G1-5
Political influence and
Lobbyng Activities
150
ESRS
G1
Business
Conduct
G1-6
Metrics and targets
(MT)
Payment practices
Governance Information/
ESRS G1
151-152
Section: Business Conduct
G1-6 Payment Practices
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
72
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
List of datapoints in Cross-cutting and topical standards that derive from other EU
legislation
[IRO-2 56]
Tabla. List of datapoints in Cross-cutting and topical standards that derive from other EU legislation
List of datapoints in Cross-cutting and topical standards that derive from other EU legislation
Disclosure Requirement and
related datapoint
SFDR (1) reference
Pillar 3 (2) reference
Benchmark Regulation (3)
reference
EU Climate Law (4)
reference
ESRS 2 GOV-1 Board's
gender diversity paragraph
21 (d)
Indicator number 13 of Table
#1 of Annex 1
Commission Delegated
Regulation (EU)
2020/1816(5), Annex II
ESRS 2 GOV-1 Percentage
of board members who are
independent paragraph 21 €
Delegated Regulation (EU)
2020/1816, Annex II
ESRS 2 GOV-4 Statement
on due diligence paragraph
30
Indicator number 10 Table
#3 of Annex 1
ESRS 2 SBM-1 Involvement
in activities related to fossil
fuel activities paragraph 40
(d) i
Indicators number 4 Table #1
of Annex 1
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 (6) Table 1:
Qualitative information on
Environmental risk and Table
2: Qualitative information on
Social risk
Delegated Regulation (EU)
2020/1816, Annex II
ESRS 2 SBM-1 Involvement
in activities related to
chemical production
paragraph 40 (d) ii
Indicator number 9 Table #2
of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
ESRS 2 SBM-1 Involvement
in activities related to
controversial weapons
paragraph 40 (d) iii
Indicator number 14 Table
#1 of Annex 1
Delegated Regulation (EU)
2020/1818(7), Article 12(1)
Delegated Regulation (EU)
2020/1816, Annex II
ESRS 2 SBM-1 Involvement
in activities related to
cultivation and production of
tobacco paragraph 40 (d) iv
Delegated Regulation (EU)
2020/1818, Article 12(1)
Delegated Regulation (EU)
2020/1816, Annex II
ESRS E1-1 Transition plan
to reach climate neutrality by
2050 paragraph 14
Regulation (EU) 2021/1119,
Article 2 (1)
ESRS E1-1 Undertakings
excluded from Paris-aligned
Benchmarks paragraph 16
(g)
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 1:
Banking book-Climate
Change transition risk: Credit
quality of exposures by
sector, emissions and
residual maturity
Delegated Regulation (EU)
2020/1818, Article12.1 (d) to
(g), and Article 12.2
ESRS E1-4 GHG emission
reduction targets paragraph
34
Indicator number 4 Table #2
of Annex 1
Article 449a
Delegated Regulation (EU)
2020/1818, Article 6
ESRS E1-5 Energy
consumption from fossil
sources disaggregated by
sources (only high climate
impact sectors) paragraph
38
Indicator number 5 Table #1
and Indicator n. 5 Table #2 of
Annex 1
ESRS E1-5 Energy
consumption and mix
paragraph 37
Indicator number 5 Table #1
of Annex 1
ESRS E1-5 Energy intensity
associated with activities in
high climate impact sectors
paragraphs 40 to 43
Indicator number 6 Table #1
of Annex 1
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
73
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
List of datapoints in Cross-cutting and topical standards that derive from other EU legislation
ESRS E1-6 Gross Scope 1,
2, 3 and Total GHG
emissions paragraph 44
Indicators number 1 and 2
Table #1 of Annex 1
Article 449a; Regulation
(EU) No 575/2013;
Commission Implementing
Regulation (EU) 2022/2453
Template 1: Banking book –
Climate change transition
risk: Credit quality of
exposures by sector,
emissions and residual
maturity
Delegated Regulation (EU)
2020/1818, Article 5 (1), 6
and 8 (1)
ESRS E1-6 Gross GHG
emissions intensity
paragraphs 53 to 55
Indicators number 3 Table #1
of Annex 1
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 3:
Banking book – Climate
change transition risk:
alignment metrics
Delegated Regulation (EU)
2020/1818, Article 8 (1)
ESRS E1-7 GHG removals
and carbon credits
paragraph 56
Regulation (EU) 2021/1119,
Article 2 (1)
ESRS E1-9 Exposure of the
benchmark portfolio to
climate-related physical risks
paragraph 66
Delegated Regulation (EU)
2020/1818, Annex II
Delegated Regulation (EU)
2020/1816, Annex II
ESRS E1-9 Disaggregation
of monetary amounts by
acute and chronic physical
risk paragraph 66 (a) ESRS
E1-9 Location of significant
assets at material physical
risk paragraph 66 (c).
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 paragraphs
46 and 47; Template 5:
Banking book - Climate
change physical risk:
Exposures subject to
physical risk..
ESRS E1-9 Breakdown of
the carrying value of its real
estate assets by energy-
efficiency classes paragraph
67 (c).
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 paragraph
34; Template 2: Banking
book -Climate change
transition risk: Loans
collateralised by immovable
property - Energy efficiency
of the collateral
ESRS E1-9 Degree of
exposure of the portfolio to
climate- related opportunities
paragraph 69
Delegated Regulation (EU)
2020/1818, Annex II
ESRS E2-4 Amount of each
pollutant listed in Annex II of
the E-PRTR Regulation
(European Pollutant Release
and Transfer Register)
emitted to air, water and soil,
paragraph 28
Indicator number 8 Table #1
of Annex 1 Indicator number
2 Table #2 of Annex 1
Indicator number 1 Table #2
of Annex 1 Indicator number
3 Table #2 of Annex 1
ESRS E3-1 Water and
marine resources paragraph
9
Indicator number 7 Table #2
of Annex 1
ESRS E3-1 Dedicated policy
paragraph 13
Indicator number 8 Table 2
of Annex 1
ESRS E3-1 Sustainable
oceans and seas paragraph
14
Indicator number 12 Table
#2 of Annex 1
ESRS E3-4 Total water
recycled and reused
paragraph 28 (c)
Indicator number 6.2 Table
#2 of Annex 1
ESRS E3-4 Total water
consumption in m3 per net
revenue on own operations
paragraph 29
Indicator number 6.1 Table
#2 of Annex 1
ESRS 2- IRO 1 - E4
paragraph 16 (a) i
Indicator number 7 Table #1
of Annex 1
ESRS 2- IRO 1 - E4
paragraph 16 (b)
Indicator number 10 Table
#2 of Annex 1
ESRS 2- IRO 1 - E4
paragraph 16 (c)
Indicator number 14 Table
#2 of Annex 1
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
74
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
List of datapoints in Cross-cutting and topical standards that derive from other EU legislation
ESRS E4-2 Sustainable
land / agriculture practices or
policies paragraph 24 (b)
Indicator number 11 Table #2
of Annex 1
ESRS E4-2 Sustainable
oceans / seas practices or
policies paragraph 24 (c)
Indicator number 12 Table
#2 of Annex 1
ESRS E4-2 Policies to
address deforestation
paragraph 24 (d)
Indicator number 15 Table
#2 of Annex 1
ESRS E5-5 Non-recycled
waste paragraph 37 (d)
Indicator number 13 Table
#2 of Annex 1
ESRS E5-5 Hazardous
waste and radioactive waste
paragraph 39
Indicator number 9 Table #1
of Annex 1
ESRS 2- SBM3 - S1 Risk of
incidents of forced labour
paragraph 14 (f)
Indicator number 13 Table
#3 of Annex I
ESRS 2- SBM3 - S1 Risk of
incidents of child labour
paragraph 14 (g)
Indicator number 12 Table
#3 of Annex I
ESRS S1-1 Human rights
policy commitments
paragraph 20
Indicator number 9 Table #3
and Indicator number 11
Table #1 of Annex I
ESRS S1-1 Due diligence
policies on issues addressed
by the fundamental
International Labor
Organisation Conventions 1
to 8, paragraph 21
Delegated Regulation (EU)
2020/1816, Annex II
ESRS S1-1 processes and
measures for preventing
trafficking in human beings
paragraph 22
Indicator number 11 Table #3
of Annex I
ESRS S1-1 workplace
accident prevention policy or
management system
paragraph 23
Indicator number 1 Table #3
of Annex I
ESRS S1-3 grievance/
complaints handling
mechanisms paragraph 32
(c)
Indicator number 5 Table #3
of Annex I
ESRS S1-14 Number of
fatalities and number and
rate of workrelated accidents
paragraph 88 (b) and (c)
Indicator number 2 Table #3
of Annex I
Delegated Regulation (EU)
2020/1816, Annex II
ESRS S1-14 Number of
days lost to injuries,
accidents, fatalities or illness
paragraph 88 (e)
Indicator number 3 Table #3
of Annex I
ESRS S1-16 Unadjusted
gender pay gap paragraph
97 (a)
Indicator number 12 Table
#1 of Annex I
Delegated Regulation (EU)
2020/1816, Annex II
ESRS S1-16 Excessive CEO
pay ratio paragraph 97 (b)
Indicator number 8 Table #3
of Annex I
ESRS S1-17 Incidents of
discrimination paragraph 103
(a)
Indicator number 7 Table #3
of Annex I
ESRS S1-17 Non-respect of
UNGPs on Business and
Human Rights and OECD
paragraph 104 (a)
Indicator number 10 Table
#1 and Indicator n. 14 Table
#3 of Annex I
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818 Art 12 (1)
ESRS 2- SBM3 – S2
Significant risk of child
labour or forced labour in the
value chain paragraph 11 (b)
Indicators number 12 and n.
13 Table #3 of Annex I
ESRS S2-1 Human rights
policy commitments
paragraph 17
Indicator number 9 Table #3
and Indicator n. 11 Table #1
of Annex 1
ESRS S2-1 Policies related
to value chain workers
paragraph 18
Indicator number 11 and n. 4
Table #3 of Annex 1
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
75
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
List of datapoints in Cross-cutting and topical standards that derive from other EU legislation
ESRS S2-1Non-respect of
UNGPs on Business and
Human Rights principles and
OECD guidelines paragraph
19
Indicator number 10 Table
#1 of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Art 12 (1)
ESRS S2-1 Due diligence
policies on issues addressed
by the fundamental
International Labor
Organisation Conventions 1
to 8, paragraph 19
Delegated Regulation (EU)
2020/1816, Annex II
ESRS S2-4 Human rights
issues and incidents
connected to its upstream
and downstream value chain
paragraph 36
Indicator number 14 Table
#3 of Annex 1
ESRS S3-1 Human rights
policy commitments
paragraph 16
Indicator number 9 Table #3
of Annex 1 and Indicator
number 11 Table #1 of
Annex 1
ESRS S3-1 non-respect of
UNGPs on Business and
Human Rights, ILO
principles or and OECD
guidelines paragraph 17
Indicator number 10 Table
#1 Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Art 12 (1)
ESRS S3-4 Human rights
issues and incidents
paragraph 36
Indicator number 14 Table
#3 of Annex 1
ESRS S4-1 Policies related
to consumers and end-users
paragraph 16
Indicator number 9 Table #3
and Indicator number 11
Table #1 of Annex 1
ESRS S4-1 Non-respect of
UNGPs on Business and
Human Rights and OECD
guidelines paragraph 17
Indicator number 10 Table
#1 of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Art 12 (1)
ESRS S4-4 Human rights
issues and incidents
paragraph 35
Indicator number 14 Table
#3 of Annex 1
ESRS G1-1 United Nations
Convention against
Corruption paragraph 10 (b)
Indicator number 15 Table
#3 of Annex 1
ESRS G1-1 Protection of
whistleblowers paragraph 10
(d)
Indicator number 6 Table #3
of Annex 1
ESRS G1-4 Fines for
violation of anticorruption
and anti-bribery laws
paragraph 24 (a)
Indicator number 17 Table
#3 of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II)
ESRS G1-4 Standards of
anti-corruption and anti-
bribery paragraph 24 (b)
Indicator number 16 Table
#3 of Annex 1
(1) Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability-related disclosures in the financial
services sector (Sustainable Finance Disclosures Regulation) (OJ L 317, 9.12.2019, p. 1).
(2) Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and
investment firms and amending Regulation (EU) No 648/2012 (Capital Requirements Regulation “CRR”) (OJ L 176, 27.6.2013, p. 1).
(3) Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments
and financial contracts or to measure the performance of investment funds and amending Directives 2008/48/EC and 2014/17/EU and Regulation (EU)
No 596/2014 (OJ L 171, 29.6.2016, p. 1).
(4) Regulation (EU) 2021/1119 of the European Parliament and of the Council of 30 June 2021 establishing the framework for achieving climate
neutrality and amending Regulations (EC) No 401/2009 and (EU) 2018/1999 (‘European Climate Law’) (OJ L 243, 9.7.2021, p. 1).
(5) Commission Delegated Regulation (EU) 2020/1816 of 17 July 2020 supplementing Regulation (EU) 2016/1011 of the European Parliament and of
the Council as regards the explanation in the benchmark statement of how environmental, social and governance factors are reflected in each
benchmark provided and published (OJ L 406, 3.12.2020, p. 1).
(6) Commission Implementing Regulation (EU) 2022/2453 of 30 November 2022 amending the implementing technical standards laid down in
Implementing Regulation (EU) 2021/637 as regards the disclosure of environmental, social and governance risks (OJ L 324,19.12.2022, p.1.).
(7) Commission Delegated Regulation (EU) 2020/1818 of 17 July 2020 supplementing Regulation (EU) 2016/1011 of the European Parliament and of
the Council as regards minimum standards for EU Climate Transition Benchmarks and EU Paris-aligned Benchmarks (OJ L 406, 3.12.2020, p. 17).
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
76
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Minimum Disclosure requirements on policies and actions
The disclosure requirement on policies and actions required concerning each topical ESRS will be disclosed in each
thematic standard when requiring specific regulations, policies and actions in environmental, social and governance
matters. The disclosure requirements are the following:
Disclosure requirement - Policies MDR-P: Policies adopted to manage material sustainability issues.
Disclosure requirement - Actions MDR-A: Actions and resources in relation to material sustainability issues.
Metrics and targets
The disclosure requirement on targets required in relation to each topical ESRS will be disclosed in each thematic
standard when requiring specific regulations on environmental, social and governance matters. The disclosure
requirements the following:
Disclosure requirement - Parameters MDR-M: Metrics in relation to material sustainability matters
Disclosure requirement - Targets MDR-T: Tracking effectiveness of policies and actions through targets
Environmental Information
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
78
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Taxonomy disclosure
The EU Taxonomy, which entered into force on July 12, 2020, is one of the measures implemented by the European
Commission with the end goal of directing capital flows towards more sustainable activities and advancing the European
Union towards its environmental and social targets.
Scope of the analysis
The first part of the analysis was carried out to identify the percentage of AmRest’s activities which could be defined as
“eligible” under the Taxonomy criteria. The list of potential activities that may satisfy the conditions outlined in the
Taxonomy Regulation was derived from a comprehensive cross-departmental (Cost Management, Development, Facility
Management, Finance, IT and Procurement) analysis of the Company from which the data had been retrieved.
To calculate the eligibility percentage of AmRest’s activities, the analysis followed the mandates outlined in Annex I of the
Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021, amendments to Delegated Regulation (EU)
2021/2139 Annex I and Annex II, and Annexes I, II, III, IV and V of the supplementary Regulation (EU) 2020/852
(Commission Delegated Regulation (EU) 2023/2486). 
The second part of the analysis was conducted vis a vis specific requirements ensuring alignment of taxonomy eligible
activities: meeting Technical Screening Criteria, Do No Significant Harm ("DNSH") criteria and complying with minimum
social safeguards. 
For the sake of clarity, the mandates of Commission Delegated Regulation (EU) 2021/2178 have been reported in the
following paragraphs.  
Calculation of turnover %
The proportion of turnover referred to in Article 8(2), point (a), of Regulation (EU) 2020/852 shall be calculated as the part
of the net turnover derived from products or services – including intangibles – associated with Taxonomy-aligned
economic activities (numerator), divided by the net turnover (denominator) as defined in Article 2, point (5), of Directive
2013/34/EU. The turnover shall cover the revenue recognized pursuant to International Accounting Standards ("IAS") 1,
paragraph 82(a), as adopted by Commission Regulation (EC) No 1126/2008. 
The Key Performance Indicator ("KPI"), referred to in the first subparagraph shall exclude from its numerator the part of
the net turnover derived from products and services associated with economic activities that have been adapted to
climate change in line with Article 11(1), point (a) of Regulation (EU) 2020/852 and in accordance with Annex II to
Delegated Regulation (EU) 2021/2139, unless those activities are either qualified as enabling activities in accordance
with Regulation (EU) 2020/852; or are themselves Taxonomy-aligned. 
In the case of AmRest, the turnover covers the revenue recognized pursuant to International Accounting Standard IAS 1.
In the first place, the numerator includes all revenues derived from products or services associated with economic
activities that qualify as environmentally sustainable. In the second place, the denominator covers the total revenues
presented in the Consolidated Income Statement for the year 2024. With regards to the denominator, its measure does
not differ from any Alternative Performance Measures ("APMs") as defined in the European Securities and Markets
Authority ("ESMA"). 
AmRest Group operates chains of restaurants under own brands as well as under franchise license agreements.
Additionally, the Group operates as a franchisor (for own brands) and master-franchisee (for some franchised brands),
and develops chains of franchisee businesses, organizing marketing activities for the brands, and supply chain. 
Revenues from contracts with customers are recognized when control of the goods or services is transferred to the
customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those
goods or services. 
AmRest Group classified its activities in accordance with the criteria established by the most recent version and
amendments of the European Taxonomy (Delegated Regulation (EU) 2021/2178 of the Commission of 6 July 2021), so
that none of the activities identified generate income for the Company. Therefore, the reference indicator relating to
turnover takes on a value of 0%.
Calculation of CapEx %
The proportion of CapEx referred to in Article 8(2), point (b), of Regulation (EU) 2020/852 shall be calculated as in the
previous subsection by the means of a division between the numerator and the denominator. 
However, there are some differences between the two approaches that must be highlighted. 
On the one hand, in this framework, the denominator covers additions to tangible and intangible assets during the
financial year considered before depreciation, amortization and any re-measurements, including those resulting from
revaluations and impairments, for the relevant financial year and excluding fair value changes. Furthermore, the
denominator covers additions to tangible and intangible assets, resulting from business combinations. 
References to the Consolidated Financial Statements for the year 2024:
Intangible assets – note 13
Property, plant and equipment – note 11
Leases – note 12
Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
79
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
For non-financial undertakings applying international financial reporting standards (IFRS) as adopted by Regulation (EC)
No 1126/2008, CapEx shall cover costs that are accounted based on: 
IAS 16 Property, Plant and Equipment, paragraphs 73, (e), point (i) and point (iii);
IAS 38 Intangible Assets, paragraph 118, (e), point (i);
IAS 40 Investment Property, paragraphs 76, points (a) and (b) (for the fair value model);
IAS 40 Investment Property, paragraph 79(d), points (i) and (ii) (for the cost model);
IAS 41 Agriculture, paragraph 50, points (b) and (e);
IFRS 16 Leases, paragraph 53, point (h).
For non-financial undertakings applying national generally accepted accounting principles ("GAAP"), CapEx shall cover
the costs accounted under the applicable GAAP that correspond to the costs included in the capital expenditure by
nonfinancial undertakings applying IFRS. Leases that do not lead to the recognition of a right-of-use over the asset and
are not counted as CapEx. 
As before, in this framework, the denominator of CapEx KPI does not differ from any Alternative Performance Measures
("APMs") as defined in ESMA. 
On the other hand, the numerator equals to the part of the capital expenditure included in the denominator that is any of
the following: 
related to assets or processes that are associated with Taxonomy-aligned economic activities;
part of a plan to expand Taxonomy-aligned economic activities or to allow Taxonomy-eligible economic activities
to become Taxonomy-aligned (‘CapEx plan’) under the conditions specified in the second subparagraph of this
point 1.1.2.2;
related to the purchase of output from Taxonomy-aligned economic activities and individual measures enabling
the target activities to become low-carbon, lead to greenhouse gas reductions or contribute to one of the other
four environmental objectives, notably activities listed in points 4.16, 7.3, 7.5 and 7.6 of Annex I of the Climate
Delegated Act, as well as activities 4.1, and 5.1 of Annex II to the transition to a circular economy objective of
Regulation (EU) 2020/852 and provided that such measures are implemented and operational within 18 months.
Calculation of OpEx %
The proportion of OpEx referred to in Article 8(2), point (b), of Regulation (EU) 2020/852 shall be calculated again by
dividing the numerator with the denominator as specified in what follows. 
In the first place, the denominator shall cover direct non-capitalized costs that relate to research and development,
building renovation measures, short-term lease, maintenance and repair, and any other direct expenditures relating to the
day-to-day servicing of assets of property, plant and equipment by the undertaking or third party to whom activities are
outsourced, that are necessary to ensure the continued and effective functioning of such assets, incurred during the
relevant financial year.
Only direct costs should be included. Consequently, AmRest includes in the denominator part of the restaurant expenses
and franchise as well as other expenses (lines above Gross Profit).
Non-financial undertakings, that apply national GAAP and are not capitalizing right-of-use assets, shall include lease
costs in the OpEx. 
In the second place, the numerator equals to the part of the operating expenditure included in the denominator that is any
of the following: 
related to assets or processes associated with Taxonomy-aligned economic activities, including training and
other human resources adaptation needs, and direct non-capitalized costs that represent research and
development;
part of the CapEx plan to expand Taxonomy-aligned economic activities or allow Taxonomy-eligible economic
activities to become Taxonomy-aligned within a predefined timeframe as set out in the second paragraph of this
point 1.1.3.2;
related to the purchase of output from Taxonomy-aligned economic activities established in the last amended
version of Delegated Regulation 2021/2139 referred to mitigation and adaptation to climate change, and
Delegated Regulation 2023/2486 referred to protection of water and marine resources, transition to a circular
economy, pollution prevention and control, or protection and restoration of biodiversity. As well as to individual
measures enabling the target activities to become low-carbon, lead to greenhouse gas reductions or contribute
to one of the other four environmental objectives, as well as individual building renovation measures as identified
in the delegated acts adopted pursuant to Article 10(3), Article 11(3), Article 12(2), Article 13(2), Article 14(2) or
Article 15(2) of Regulation (EU) 2020/852 and provided that such measures are implemented and operational
within 18 months.
80
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Results
Turnover
Table. Presentation of turnover [EUR, %]
Financial year 2024
Year 2024
Substantial contribution criteria
DNSH criteria (“Do No Significant Harm”)
Economic Activities
Code
Turnover
Proportion of Turnover,
year 2024
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
Minimum Safeguards
Proportion of Taxonomy
aligned (A.1.) or -eligible
(A.2.) turnover, year 2023
Category enabling activity
Category transitional
activity
M€
%
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
N/EL
N/EL
N/EL
N/EL
N/EL
N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Turnover of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
€0
0%
0%
0%
0%
0%
0%
0%
N
N
N
N
N
N
N
0%
Of which enabling
€0
0%
0%
0%
0%
0%
0%
0%
N
N
N
N
N
N
N
0%
E
Of which transitional
€0
0%
N
N
N
N
N
N
N
0%
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Turnover of Taxonomy eligible but not environmentally
sustainable activities (not Taxonomy-aligned activities)
(A.2)
€0
0%
0%
0%
0%
0%
0%
0%
0%
A. Turnover of Taxonomy-eligible activities (A.1+A.2)
€0
0%
0%
0%
0%
0%
0%
0%
0%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of Taxonomy non-eligible activities
2,556
100%
TOTAL A + B
2,556
100%
Proportion of turnover / Total turnover
Taxonomy-aligned per
objective
Taxonomy-eligible per
objective
CCM
0%
0%
CCA
0%
0%
WTR
0%
0%
CE
0%
0%
PPC
0%
0%
BIO
0%
0%
81
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
CapEx
The process that was carried out to outline the specific AmRest’s activities that could be identified as “eligible” and then
“aligned” – according to the last version of Commission Delegated Regulation (EU) 2021/2139 and Commission
Delegated Regulation (EU) 2023/2486 – is accurately described in the following paragraphs. 
Eligibility Analysis
AmRest has been committed to implementing the Taxonomy since its inception and continues to strive each year to
enhance its analysis and compliance. To strengthen this analysis, AmRest has engaged an independent third party to
support, coordinate, and guide the involved teams. This third party has not only covered the foundational concepts of the
Regulation but also introduced technical aspects, enabling the teams to independently identify sustainable practices
embedded in their daily activities. Through this collaborative approach, combined with training sessions and workshops,
AmRest has emphasized the importance of aligning its activities with sustainable criteria, fostering an organizational
culture that prioritizes sustainability across all operations.
Regarding the analysis, an initial study was conducted on AmRest's Enterprise Resource Planning extract ("ERP extract")
with the support of an independent sustainability advisory firm and the working teams identified in earlier phases. The
goal was to detect those CapEx entries related to AmRest’s activities that could potentially fulfil the eligibility criteria
mentioned above.
In the next step, the Company experts from relevant departments (listed above in the second paragraph of Taxonomy
Chapter) were involved to provide technical information and collect from their internal systems supporting evidence such
as Company’s expenses related to the financial year 2024. 
In accordance with Commission Delegated Regulation (EU) 2021/2139 and Commission Delegated Regulation (EU)
2023/2486 the following activities from the AmRest portfolio were selected as taxonomy eligible:
Firstly, regarding the objectives of climate change adaptation and mitigation in the context of AmRest, the following
activities are presented as eligible activities:
Table. List of AmRest Taxonomy-eligible activities (in accordance with Commission Delegated Regulation (EU)
2021/2139)
Activity
Description
Installation and operation of electric heat pumps
The use of heat pumps in AmRest locations improves energy
efficiency, decreasing dependence on fossil fuels and reducing CO₂
emissions.
Includes all expenses related to refrigeration systems that are either
delivered or installed within AmRest’s buildings.
Installation, maintenance, and repair of energy efficient
equipment
AmRest installs and maintains efficient equipment in its premises
(kitchen, refrigeration), reducing energy consumption and meeting
sustainability goals.
Includes all expenses related to the installation, repairment and
maintenance of specific kitchen equipment used within AmRest
restaurants, to increase the internal level of energy efficiency and
therefore to reduce the footprint of the Company.
Installation, maintenance, and repair of instruments and devices
for measuring, regulation and controlling energy performance of
buildings
Through monitoring devices, AmRest optimizes energy consumption in
its facilities, helping to reduce environmental impact and improve
climate adaptation.
Includes all expenses related to the installation, reparation or
maintenance of electrical control systems to help monitor and analyse
the energy performance of AmRest’s restaurants.
Installation, maintenance, and repair of renewable energy
technologies
By incorporating renewable energy sources (e.g., solar panels),
AmRest reduces its dependence on non-renewable sources and its
carbon footprint.
Includes all the expenses carried out by AmRest to install, maintain
and repair renewable technologies that are essential to support the
energy transition.
82
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Secondly, regarding the objectives of transitioning to a circular economy and the context of AmRest, the following
activities are eligible:
Table. List of AmRest Taxonomy-eligible activities (in accordance with Commission Delegated Regulation (EU)
2023/2486)
Activity
Description
Provision of IT/OT data-driven solutions
and software
The use of monitoring systems in its operations reduces waste of inputs and improves the
efficiency of its processes, which is not only beneficial for profitability but also minimizes the
environmental impact of its operational activities.
Includes all expensed linked to the manufacturing, development, installation, deployment,
maintenance, reparation or provision of professional services that improve the efficiency of the
activity carried out by AmRest through the implementation of data automation systems.
Repair, refurbishment, and
remanufacturing
AmRest has adopted practices for repairing, refurbishing, and remanufacturing equipment and
components in its facilities, extending their lifespan and reducing the need to acquire new
resources.
Includes all expenses that result from the reparation of items that are essential for the proper
functioning of AmRest’s business, with the final objective of extending their useful life.
In 2024, AmRest has increased the financial resources allocated to eligible activities by 4.80 percentage points compared
to the previous year.
In the 2023 analysis, new eligible activities related to the incorporation of the circular economy transition objective
described in Annex II were added to the eligibility scope (see: Table. List of AmRest Taxonomy-eligible activities (in
accordance with Commission Delegated Regulation (EU) 2023/2486). In the 2024 analysis, these activities have
improved their performance, increasing by 6.87 percentage points in the eligibility percentage compared to last year's
results.
It is important to note that in the initial phases of the analysis a broader range of activities was considered due to the
potential relevance for AmRest's business and to the workshops conducted with the teams, with the hope of improving
the manuals and verification documents so that guidelines can be established within the Company for certain aspects that
are being developed and are not yet standardized across all locations. Among these activities are specifically including
Construction of new buildings; Preparation for re-use of end-of-life products and product components; Sale of second-
hand goods and Marketplace for the trade of second-hand goods for reuse. After thorough internal evaluation, the
conclusion was that at this stage these activities lacked verifying elements for the inclusion in the eligibility percentage
and therefore they were not further included in the analysis. However, AmRest will continue working on improving these
aspects to enhance the analysis in the coming years.
Alignment Analysis 
A transversal working group analysed whether the list of eligible activities could be regarded as aligned with the
Taxonomy Regulation. To do that, first it was necessary to demonstrate whether the eligible activities were complying with
the specific “Technical Screening Criteria” laid out in Commission Delegated Regulation (EU) 2021/2139 and 2023/2486.
The next steps in this process were to identify and prove that the activities were not causing significant harm to the other
objectives and that they were adhering to a set of minimum social safeguards. 
The alignment analysis was conducted in all six objectives and all teams were trained on the technical criteria that need
to be met to generalize knowledge and responsibility for the analysis throughout the Company. With these activities each
department assessed whether its activities complied with these criteria and to what extent its corporate processes were
adequate to assure compliance with such criteria. While making the cost calculations of the activities listed in the table,
AmRest considered only the CapEx directly related to each one of these activities. As a result, the risk of double counting
was eliminated. The data employed to assess the alignment status of AmRest’s activities was retrieved from technical
manuals, interpersonal meetings, and expert consultations. 
The conclusion of this analysis is that the alignment of CapEx KPI of AmRest equals “0”. This is resulting from the fact
that taxonomy eligible activities identified in the process were not fully meeting all Technical Screening Criteria and DNSH
criteria. Also, while most of the minimum social safeguards have been implemented by the Company (taxation,
anticorruption, bribery, and fair competition), the requirement regarding Human Rights due diligence still needs more work
to be completed. AmRest has already launched work on the Human Rights Statement and related due diligence process
to meet this obligation. 
Additionally, AmRest has also begun working on implementing nuances related to the taxonomy in its internal accounting
systems to enhance the automation of the analysis and the unification of systems across the Company.
The results of internal analyses which disclose the level of eligibility and alignment in percentage terms of AmRest’s
CapEx according to the criteria set out in the Taxonomy Regulation are presented in the following tables.
83
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Presentation of CapEx [EUR, %]
Financial year 2024
Year 2024
Substantial contribution criteria
DNSH criteria (“Do No Significant Harm”)
Economic Activities
Code
CapEx
Proportion of CapEx,
year 2024
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Minimum Safeguards
Proportion of Taxonomy
aligned (A.1.) or -
eligible (A.2.) CapEx,
year 2023
Category enabling
activity
Category transitional
activity
M€
%
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
N/EL
N/EL
N/EL
N/EL
N/EL
N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
CapEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
0
0%
0%
0%
0%
0%
0%
0%
N
N
N
N
N
N
N
0%
Of which enabling
0
0%
0%
0%
0%
0%
0%
0%
N
N
N
N
N
N
N
0%
E
Of which transitional
0
0%
N
N
N
N
N
N
N
0%
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Installation and operation of electric heat
pumps
CCM 4.16 /
CCA 4.16
5
2%
EL
EL
N/EL
N/EL
N/EL
N/EL
2%
Installation, maintenance and repair of energy
efficient equipment
CCM 7.3 /
CCA 7.3
16
7%
EL
EL
N/EL
N/EL
N/EL
N/EL
8%
Installation, maintenance and repair of
instruments and devices for measuring,
regulation and controlling energy performance
of buildings
CCM 7.5 /
CCA 7.5
4
2%
EL
EL
N/EL
N/EL
N/EL
N/EL
1%
Installation, maintenance and repair of
renewable energy technologies.
CCM 7.6 /
CCA 7.6
1
1%
EL
EL
N/EL
N/EL
N/EL
N/EL
1%
Provision of IT/OT data-driven solutions and
software
CE 4.1
1
0%
N/EL
N/EL
N/EL
EL
N/EL
N/EL
0%
Repair, refurbishment and remanufacturing
CE 5.1
28
10%
N/EL
N/EL
N/EL
EL
N/EL
N/EL
4%
CapEx of Taxonomy-eligible but not
environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
56
21%
10%
0%
0%
0%
11%
0%
16%
A. CapEx of Taxonomy eligible activities
(A.1+A.2)
56
21%
10%
0%
0%
0%
11%
0%
16%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
A. CapEx of Taxonomy eligible activities
(A.1+A.2)
211
79%
TOTAL A + B
267
100%
84
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Presentation of CapEx [EUR, %]
Proportion of CapEx / Total CapEx
Taxonomy-aligned per objective
Taxonomy-eligible per objective
CCM
0%
11.51%
CCA
0%
0%
WTR
0%
0%
CE
0%
0%
PPC
0%
10.93
BIO
0%
0%
OpEx
In 2024 total operating expenses of AmRest Group excluding amortization and depreciation amounted to EUR 2,150.0
million and are described in the note 7 of the Consolidated Financial Statements for the year 2024.
Out of that amount, EUR 44.3 million (2.1%) constitutes building renovation measures, short-term leases, maintenance
and repair, and any other direct expenditures relating to the day-to-day servicing of assets of property, plant and
equipment by the undertaking that are necessary to ensure the continued and effective functioning of such assets
incurred during the relevant financial year (mainly direct maintenance expenses). In 2024, the Taxonomy OpEx for
AmRest was non-material (under 5%) with respect to the total OpEx of the Group. Therefore, according to section 1.1.3.2
of Annex I of Delegated Regulation of July 6th, AmRest only discloses the denominator. 2024 OpEx denominator: EUR
44.3 million.
85
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Presentation of OpEx [EUR, %]*
Financial year 2024
Year 2024
Substantial contribution criteria
DNSH criteria (“Do No Significant Harm”)
Economic Activities
Code
OpEx
Proportion of OpEx,
year 2024
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Minimum
Safeguards
Proportion of
Taxonomy aligned
(A.1.) or -eligible
(A.2.) OpEx, year
2023
Category enabling
activity
Category
transitional activity
M€
%
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y; N;
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
N/EL
N/EL
N/EL
N/EL
N/EL
N/EL
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1 Environmentally sustainable activities (Taxonomy-aligned)
OpEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Of which enabling
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
E
Of which transitional
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
OpEx of Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
A. OpEx of Taxonomy eligible activities
(A.1+A.2)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
B. TAXONOMY-NON-ELIGIBLE
ACTIVITIES
OpEx of Taxonomy non-eligible
activities
N/A
N/A
TOTAL A + B
44.3
100%
* According to the Taxonomy legislation, in this exercise only the eligibility KPI has been calculated with respect to these objectives.
Proportion of OpEx / Total OpEx
Taxonomy-aligned per objective
Taxonomy-eligible per
objective
CCM
0%
0%
CCA
0%
0%
WTR
0%
0%
CE
0%
0%
PPC
0%
0%
BIO
0%
0%
86
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Activities related to nuclear energy
Row
Nuclear energy activities
YES/NO
1
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of
innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel
cycle.
NO
2
The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to
produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen
production, as well as their safety upgrades, using best available technologies.
NO
3
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce
electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen
production from nuclear energy, as well as their safety upgrades.
NO
 
Fossil gas activities
4
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that
produce electricity using fossil gaseous fuels.
NO
5
The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool
and power generation facilities using fossil gaseous fuels.
NO
6
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation
facilities that produce heat/cool using fossil gaseous fuels.
NO
87
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Environmental area
EN-Environment-1.png
88
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Environmental area
EN-Environment-2.png
89
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Environmental area
EN-Environment-3.png
* AmRest has not yet implemented a system for incentive schemes linked to its sustainability goals. The Company plans to introduce such a system within
the framework of the revised Sustainability Strategy in medium-term time horizon. [E1 GOV-3/13]
90
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Introductory note
AmRest takes active steps to protect the environment and optimize the use of natural resources in accordance with
applicable laws and regulations. The Company has not set global environmental targets for the entire Group, however it
has specified environmental priorities – Circular Economy and Climate Change - under the framework of AmRest Global
Sustainability Strategy.
AmRest Global Sustainability Strategy, launched in 2021, has not been fully aligned with the outcomes of the double
materiality  assessment and climate risk analysis results, however it addresses the most critical environmental issues for
the Company's own operations – energy efficiency and waste management, including food waste and single-use plastics.
In the process of  a gradual transition to a more sustainable model, AmRest has been primarily focused on its own
operations, and has not implemented related actions in the value chain.
The Board of Directors monitors the Group's environmental performance quarterly through the agenda of the
Sustainability, Health, and Safety Board Committee. The Chief Operations Officer oversees the implementation of the
Environmental Pillar of AmRest Global Sustainability Strategy on a strategic and operational level. In AmRest Group the
environmental topics are managed by relevant units and functions at the subsidiary level. In 2024, the remuneration of
Board of Directors members, Senior Managers and other supervisory bodies was not evaluated in relation to reducing
emissions as no targets related to reduction level had been set *. The Company will implement such a relation and
evaluate it after the AmRest Global Sustainability Strategy is updated and the sustainability goals are established. [E1
GOV-3/13]
The Group’s approach to environmental management has been based on legal requirements in individual countries. This
approach is tailored to the type and location of stores—whether they are situated in shopping malls, drive-throughs, or in-
line streets—ensuring compliance with relevant laws, standards, and best practices specific to each establishment.
Consequently, global environmental data reporting is a complex process that requires the involvement of multiple internal
and external stakeholders. For some indicators, AmRest was unable to collect data from all the markets; therefore,
estimations were made to fill the gaps. The list of indicators with estimates is presented in the General Information
chapter, section "About the report". Regarding the estimation methodology, the explanation for each indicator is provided
next to the metric.
In 2024, AmRest conducted a series of projects in relation to the environment including climate-related risks and
opportunities analysis, the development of a transition plan, and the definition of a Business Resilience Plan that provided
a comprehensive overview of environmental impacts, risks, and opportunities. The outcomes of these exercises will serve
as a base for revising the AmRest Global Sustainability Strategy and setting the goals related to sustainability. AmRest
also outlined the Environmental Guidelines that express the Company's approach to environmental issues. Additionally,
AmRest conducted the double materiality assessment which covered ESRS Environmental topics. Details on the DMA
process can be found in the General Information chapter, section "Material impacts, risks and opportunities".
* The Transition Plan has not yet received approval from the administrative, management and supervisory bodies of AmRest, though it will be reviewed in
the period ahead. [E1-1 16i, 16j]
** AmRest is not included in the EU Paris-aligned Benchmarks. [E1-1/16g]
91
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS E1 CLIMATE CHANGE
E1-1 Transition plan for climate change mitigation [14, 16a-j, 17, AR4, AR5]
[E1-1/14, 16hij, 17] In 2024, AmRest started designing a strategic plan to align its core business with a net-zero future as
part of a process of revising the AmRest Global Sustainability Strategy.
The key initiatives of this project include:
Climate Risk and Opportunities Assessment, aimed at evaluating the exposure, sensitivity, adaptive capacity and
climate vulnerability of assets using a high-emissions climate scenario (Intergovernmental Panel on Climate
Change "IPCC", Shared Socioeconomic Pathway 5 "SSP5-8.5") for physical risks, and the Net Zero Scenario
("NZE") by 2050 scenario for transition risks, which aligns with the Paris Agreement and aims to limit climate
change to 1.5ºC. [E1-1 34f]
Transition Plan *, which AmRest was developing throughout 2024 and in the beginning of 2025 and, therefore, the
detailed results will be published in the next reporting year, with an objective to define:
o AmRest's decarbonisation plan enabling to achieve Near Term and Net Zero targets linked to Scope 1
and 2 emissions through Science Based Targets Initiative ("SBTi").
o An estimation of the financial costs associated with the proposed decarbonisation measures.
o Its offsetting options to neutralize remaining emissions.
o The governance model that will be established to support and monitor the transition plan.
o The transition plan will enable the organization to reduce and offset its emissions, anticipate current and
future regulatory requirements (CSRD) and demonstrate its role in the fight against climate change.
Business Resilience Plan. Once the potential climate risks and opportunities have been assessed, and the
necessary improvements and actions to decarbonize the Company have been established, the climate resilience
plan evaluates the cost difference between implementing mitigation and adaptation measures and taking no
action against the impacts of climate change. Results related to this Business Resilience Plan will be considered
internally with the aim of being disclosed in the coming years.
AmRest climate efforts are guided by relevant regulations, including the EU Taxonomy (2020/852), Corporate
Sustainability Reporting Directive (CSRD) (2022/2464) and the Corporate Sustainability Due Diligence Directive
(CSDDD) (2024/1760).
[E1-1/16abc] AmRest complies with its activities and set goals with key EU regulations on energy efficiency, including
Directive 2012/27, Directive 2018/2002, Directive 2023/1791 recasting and extending the energy efficiency framework
and Directive 2024/1275 on the energy performance of buildings ("EPBD"), taking into account the goals for the period
after 2030. The Company is committed to reaching Net Zero by 2050, following relevant legal regulations.** At present,
AmRest does not have GHG targets in place. However, specific GHG reduction objectives and mitigation actions will be
set in 2025. The targets will be compatible with the Paris Agreement's goal of limiting global warming to 1.5°C and will
include targets for Scope 1 and Scope 2 emissions for 2030/2040/2050.
AmRest developed a decarbonization plan throughout 2024 setting objectives for Scopes 1 and 2. Nevertheless, this
comprehensive decarbonization plan will be published once full GHG emissions Scope 1+2+3 are calculated and GHG
reduction objectives are determined. It will include monetary quantification associated with climate change mitigation
actions.
[E1-1/16df, AR5] AmRest currently has no stranded assets within its direct operations, given that it has no significant
CapEx amounts invested in economic sectors linked to coal, oil or gas related economic activities. The Company’s assets
are restaurants, whose current Scope 1 and Scope 2 emissions originate from the consumption of fuels required in the
kitchens, air conditioning systems and the Company's fleet, as well as from electricity and heat purchased from third
parties. Upon completing the calculation and measurement of GHG emissions, potential activities, products or assets that
could generate locked-in GHG emissions will be identified. These will be communicated in future reports of the Transition
Plan, along with the strategies and measures in place to address these emissions, if applicable.
[E1-1/16e, AR4] AmRest's 2024 CapEx eligible activities according to Commission Delegated Regulation (EU) 2021/2139
and Commission Delegated Regulation (EU) 2023/2486 were:
Installation and operation of electric heat pumps.
Installation, maintenance and repair of energy efficiency equipment.
Installation, maintenance and repair of instruments and devices for measuring, regulating and controlling the
energy performance of buildings.
Installation, maintenance and repair of renewable energy technologies.
* The interrelation between climate physical hazards and climate transition events with AmRest's defined climate risks are included in section "Climate risk
development".
92
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Provision of IT/OT C solutions and software based on IT/OT C data.
Repair, refurbishment and reconstruction.
The combined CapEx of these activities in 2024 accounted for 21% of the global CapEx reported by the Company. These
figures are expected to grow as the decarbonization measures outlined in the Transition Plan are implemented and as the
exact economic resources required to carry them out become known. Many of the proposed actions have the potential to
expand the Company's eligible activities. Also, it is anticipated that the implementation of the proposed decarbonization
measures will lead to reporting of additional eligible activities in the future. This approach will enable the accurate
quantification of resources needed to implement these actions, along with their timing and alignment with the Transition
Plan. The Company is committed to updating and reporting this information in its future sustainability reports.
E1 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [18, 19abc,
AR6, AR7abc, AR8ab]
[E1 SBM-3/18] Following the completion of the Climate Risk and Opportunities Assessment, 7 material risks have been
identified, consisting of 2 physical and 5 transitional risks.
[E1 SBM-3/19abc, AR6] The Company has conducted a comprehensive analysis of the resilience to climate change
mainly in its own assets and operations and, to a lesser extent, in the elements of the value chain related to the business,
drawing on the findings from its Climate Risk and Opportunities Assessment and Transition Plan. This evaluation
considered both physical and transition risks, including all of AmRest’s material climate risks, alongside associated
opportunities, leveraging established climate scenarios such as the IPCC’s SSP5-8.5 for physical risks and the NZE from
the International Energy Agency ("IEA") for transition risks and climate opportunities. The approach focused on assessing
the economic and strategic feasibility of implementing adaptation and mitigation measures, highlighting their potential
benefits and effectiveness in contrast to the risks and challenges of inaction, ensuring an informed and forward-looking
perspective.
The results underscore that the integration of targeted adaptation and mitigation actions enhances the Company's
capacity to navigate climate-related challenges while safeguarding the long-term economic viability of its business model
across diverse climate scenarios. These measures effectively address critical risks while unlocking opportunities arising
from the energy transition, such as increased competitiveness and alignment with global climate objectives. This holistic
approach contributes to reaffirm the resilience of the Company’s strategy in terms of adaption to both current and future
climate realities. As stated earlier, results related to this Business Resilience Plan will be considered internally with the
aim of being disclosed in the coming years.
[E1 SBM-3/AR7abc, AR8ab] For the reporting purposes in this chapter, the Company defines the short term as around
2030, the medium term as 2050, and the long term up to 2100, reflecting expected climate impacts based on IPCC and
IEA scenarios. These horizons are set in order to be close enough to remain plausible but distant enough to capture
significant changes in weather patterns, energy demand, global population growth and the best business growth
strategies for the Company. However, during the elaboration of the plan, uncertainties such as the reduction of emissions
over the years, the projected economic growth of the Company or the evolution of the market have been encountered.
Assumptions such as investment horizons and asset lifespans have also been considered. 
Although this Business Resilience Plan is not yet final and may be further enhanced in the upcoming years, it currently
reflects that the Company is well-prepared to withstand the impacts of climate change. Once AmRest incorporates the
Business Resilience Plan into its business strategy and discloses detailed results, it will assess its ability to adjust its
decarbonization and adaptation plan to measure climate change in the short, medium, and long term while also providing
insight into how the financial impacts of physical and transition climate risks were considered in the analysis.
E1 IRO-1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities
[20abc, 21, AR9ab, AR11abcd, AR12abcd, AR13abcd, AR15]
In 2024 AmRest conducted a process of identifying material climate-related impacts, risks, and opportunities. It included
completion of Double-Materiality Assessment (identified IROs are presented at the beginning of this chapter, impact on
climate change is divided into two main sub-topics: Energy and Climate Change adaptation and mitigation) and
conducting Climate Risk and Opportunities Assessment. Currently, the Company is reviewing the outcomes of the latter to
include them in an update of the AmRest Global Sustainability Strategy.
[E1 IRO-1/20b, 21, AR11] The Company has identified climate-related hazards in accordance with Appendix A of the
Delegated Act 2021/2139 of the European Taxonomy and assessed how its assets and activities are exposed to and
sensitive to these hazards. The assessment has been conducted considering three-time perspectives: short (2030),
medium (2050), and long term (2100), in line with expectations in terms of the likelihood, magnitude, and duration of the
hazards, as well as the specific geospatial coordinates of the Company's assets along with its upstream and downstream
value chain. These horizons allow for consistent planning with the climate scenarios of the IPCC and the IEA, also
considering the investment horizons and asset lifespan. The identification of hazards is informed by a high emission
SSP5-8.5 scenario. To determine which climate risks * and opportunities are considered material (i.e. that can financially
affect the reality of AmRest Group), the risks and opportunities scores with the highest climate vulnerability score are
selected. Subsequently, risks and opportunities are categorized based on the AmRest Group’s 2023 Annual Risk
Assessment conducted by Global Risk and Compliance and their materiality is determined.
93
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Physical risks identified during the assessment (based on the Intergovernmental Panel on Climate Change):
Short term - Climate vulnerability or residual risk for the short-term horizon presents as medium or low for most
physical climate risks, specifically for material risks: strong winds and severe thunderstorms and extreme
precipitation and flooding. Meteorological extreme events related to heavy precipitation and flooding, as well as
hailstorms and droughts, are expected to slightly increase in frequency and intensity compared to current
weather conditions. Therefore, these risks should be closely monitored to assess the potential economic,
operational, and, to a lesser extent, reputational impacts on the Company's restaurants and associated activities.
Medium term - The most vulnerable physical climate risks are water-related. Incidences of extreme
meteorological events such as heavy precipitation and flooding are steadily increasing in frequency and intensity
compared to current short-term weather conditions.
Long term - Climate vulnerability for the long-term horizon presents as high or almost very high for extreme
precipitation and flooding and strong winds and severe thunderstorms risks, respectively.
AmRest must monitor and manage these climate risks to prevent potential future financial impacts on its fixed assets,
equipment and furnishings as well as on employees and customers. By doing so, the Company would be well-prepared to
avert prolonged closures of its restaurants, facilitated by the implementation of robust management systems and
protocols. It is essential for the Company to avert significant damage to its establishments from potential floods, heavy
precipitation, or material harm caused by strong winds as these risks could result in a substantial reduction in net income.
Table. Vulnerability results of AmRest material physical climate risks
Physical climate-related risk
Scenario SSP5-8.5
Near term
Medium term
Long term
Severe thunderstorms
Precipitation and flooding
Note: Yellow (low) and orange (medium) indicate risks to be monitored, while red (high) represents material risks.
[E1 IRO-1/20c(i-ii), 21, AR12] Several transition risks and opportunities have been identified in NZE:
Short term - Over the next years until 2030, the Company needs to focus on calculating, reporting, and
significantly reducing its corporate carbon footprint, particularly the emissions associated with Scope 3.
Sustainability legislation, including the CSRD, requires companies to work on decarbonizing their activities and
building their resilience to increasingly frequent and intense extreme weather events. In addition, several climate
opportunities related to renewable energy consumption and waste management have been identified.
Medium term - In general, under the NZE by the International Energy Agency, the most significant transition risks
and opportunities are categorized under policy and legal and market Task Force on Climate-related Disclosures
("TCFD’s") types. These risks are anticipated to peak in the mid-term (by 2050), when it is expected that global
economies will achieve net zero and have reduced greenhouse gas emissions by up to 90%. In the same way,
the potential positive impact from the opportunities will peak in by this time horizon. Beyond this point, the
vulnerability to these transition risks and opportunities is expected to diminish towards the end of the century, as
it is anticipated that the Company will have implemented necessary measures to align with market demands and
regulatory requirements.
Long term - In this time horizon, the Company’s vulnerability to transition risks is expected to diminish, as the
most critical challenges will have peaked by 2050. Under the NZE, economies will have largely decarbonized,
achieving substantial reductions in greenhouse gas emissions. On the other hand, the climate opportunities
identified by the Company will already have been seized and integrated in a satisfactory manner. By this stage,
AmRest will have implemented the necessary measures to adapt to regulatory and market changes. The focus
will shift towards consolidating resilience, optimizing operations in a low-carbon economy, and addressing any
residual challenges or emerging trends in sustainability.
94
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Vulnerability results of AmRest material transition climate risks
Transition risk
Scenario NZE 1,5 oC
Near term
Medium term
Long term
Replacing existing equipment and
facilities with Lower-Emission
Technologies
Emerging risks in waste
management due to new
environmental regulations
(downstream)
Increases in costs associated with
corporate carbon footprint
Suppliers' non-compliance with
GHG reduction targets (upstream)
Increased costs of raw materials
due to its scarcity
Note: Yellow (low) and orange (medium) indicate risks to be monitored, while red (high) represents material risks
Table. Vulnerability results of AmRest material climate opportunities
Climate opportunities
Scenario NZE 1.5oC
Near term
Medium term
Long term
Cost savings resulting from the
increased use of renewable
energies through self-consumption,
power purchase agreements
("PPAs") , and improved energy
efficiency of restaurant
Improvements in waste
management in restaurants by
minimizing waste generation and
applying revalorization techniques
such as the circular economy
Increased capital attraction through
green bonds and sustainable
finance mechanisms
Integration of Nature-based
solutions to improve climate
resilience of assets
Note: Light (low) and medium green (medium) indicate opportunities to be monitored, while dark (high) and very dark (very high) greens
represent material opportunities.
E1-2 Policies related to climate change mitigation and adaptation [22, 24, 25abcde, 62 MDR-P]
[E1-2/22, 24] AmRest has no global policies in place that address climate change mitigation and adaptation. The
Company is in the process of implementing Environmental Guidelines. The purpose of the document is to ensure
compliance with regulations and contribute to achieving a net-zero economy while maintaining business competitiveness
and growth. The Company is committed to achieving climate neutrality goals, striving for a sustainable future by
minimizing environmental impact and leveraging emerging business opportunities.
[E1-2/25abe] The Environmental Guidelines outlines AmRest's commitments regarding climate and environment, focusing
on minimizing negative impact, identifying risks, and leveraging opportunities. Special attention will be given to circular
economy, energy efficiency and responsible management of natural resources, identified as key action areas through the
double materiality assessment.
Table. AmRest policies in Climate change mitigation and adaptation area
Policy
Scope
Key contents
Regulation
owner
Third-
party
standard
addressed
Affected stakeholders
Available on
Environmental
Guidelines
Global
Establishing AmRest
comprehensive
approach to
environmental
issues
Chief
Operations
Office
-
Employees
Suppliers
Customers
Not in force - Awaiting internal
approvals
Brands’ Building
Manuals
Global
Setting requirements
for construction work
of AmRest
restaurants
Global
Design
Director
-
Employees
Suppliers
Available for selected
Company’s departments
(including Design, Construction)
The precise definition of actions related to mitigating climate change will be made in medium-term time horizon (as
understood by CSRD) after AmRest’s environmental goals are defined.
95
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
[E1-2/25c] In its own operations, as of 2024, the Company has applied the principles described in the Sustainable Design
Initiatives. All initiatives are inseparable parts of Brand Manuals (Building Manual/Design Manual/Technical Manual) and
are implemented as standard solutions in design documentation for new and renovated restaurants. These Manuals
deliver a comprehensive framework of innovations for green building design, construction, operations, and maintenance
of new and existing buildings, focusing on the core areas of energy savings, water conservation, site sensitivity, sensible
materials use, and a healthy environment for people. Given AmRest's business model, the implementation of energy
efficiency measures is integrated in the Brand's Building Manuals both in the design and construction phases, since it
imposes a critical point in the sustainability of its assets. AmRest does not count with an Energy Efficiency Policy per se,
but due to its business model this handbook provides impactful energy efficiency solutions for new buildings.
Table. Selected groups of initiatives from Brands’ Building Manuals
Group pf initiatives
Scope (global/local)
Area covered (energy/water/waste)
Waste Recycling
Global
Waste
HVAC efficiency
Global
Energy
Energy harvesting from waste heat
Global
Energy
Electricity consumption monitoring system
Local
Energy
Energy efficient lighting
Global
Energy
Minimization of water usage
Global
Water
AR30b] Additionally, the Company has invested in technology supporting the monitoring, automation and control of
buildings: Global Supervisory Control and Data Acquisition (“SCADA”) and local Building Management Systems (“BMS”).
These tools allow users to monitor and control processes and devices thanks to sensors and controllers installed in the
facility. In the case of AmRest, SCADA and BMS systems allow the optimization of energy consumption in their buildings
by remote supervision and management. Several projects are already in execution to implement these systems in equity
stores in Spain, France, Germany, Romania, Bulgaria, and the Balkans, with hundreds of locations already executed in
Poland, Czechia and Hungary. Initial conclusions indicate that SCADA systems have the potential to reduce 2-15% of the
energy consumption of a restaurant, depending on the case. Implementing BMS and SCADA systems will be based on
new technologies, especially concerning the development of IoT and AI.
[E1-2/25acd] As mentioned earlier, AmRest has no global policies in place that address climate change mitigation and
adaptation. However, some actions have been implemented in this area such as the replacement of the most energy-
intensive kitchen equipment for modern appliances, replacing dishwashers or ovens. AmRest is researching the topic of
renewable energy generated by e.g. solar panels installation. As part of this process, the Company is reviewing the
technical and economic feasibility, evaluating the locations and available space to house the modules or solar panels and
their complementary components (inverters, cables, connectors, batteries, etc.). Likewise, the inclination and orientation
of the roof, type of material and losses due to shadows are evaluated to guarantee the highest possible performance. In
2024, the Company installed photovoltaic panels in selected stores in Poland, Czechia, and Hungary, achieving a
reduction in the consumption of electricity from the grid, with a consequent decrease in Scope 2 emissions.
E1-3 Actions and resources in relation to climate change policies [26, 28, 29abc, AR19d, AR21, AR22, 62 MDR-A]
[E1-3/26, 28] In 2024, the Company made significant progress in the design of its climate change mitigation and
adaptation actions, in line with the principles established in the ESRS 2 MDR-A. These initiatives are currently in the
process of internal validation to define the allocation of resources necessary for their implementation. However, as
considered in the analysis of climate risks and opportunities, the Company has risk premiums for extreme weather events
and natural catastrophes as adaptation measures currently available. These insurances significantly improve resilience to
the impacts of climate change.
[E1-3/29] In the upcoming years, the Company will detail these actions, including their classification by decarbonization
levers, considering both technological and nature-based solutions. The GHG emission reductions achieved and planned
will also be published, along with the list of significant CapEx and OpEx amounts allocated to these actions. These
amounts will be linked to the relevant line items in the financial statements, the key performance indicators, ensuring
transparent disclosure aligned with regulatory requirements. As stated in E1-2 section, AmRest is already carrying out
different initiatives to mitigate climate change related to energy efficiency and self-generation of renewable energy.
[E1-3/AR21, AR22] The Company has not currently implemented specific policies in relation to these areas; however, the
responsible departments are in the process of evaluating and developing the necessary actions. As the Company moves
forward with its climate strategy, the resources required in terms of OpEx and CapEx will be established, ensuring
alignment with decarbonization objectives. Likewise, the dependence on financing and the consistency of investments
with the applicable regulatory frameworks will be analysed, ensuring transparency and credibility in their future execution.
96
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
E1-4 Targets related to climate change mitigation and adaptation.
[30, 32, 33, 34a-f, AR25abc, AR30abc, 81 MDR-T]
[E1-4/30, 32, 33] AmRest has not set public climate-related targets yet. However, the Company invested significant
resources throughout 2024 to identify the impacts, risks, and opportunities in this regard. AmRest collaborated with
external experts to conduct scientific analysis of the environmental challenges for the restaurant industry and is
committed to publishing targets in upcoming years. As part of this effort, the Company is assessing pathways toward
ambitious emissions reductions and aims to establish targets in the coming years, such as the Net Zero target for 2050.
[E1-4/AR25, AR30] When climate targets are established and reported, AmRest will ensure full alignment with reporting
requirements. This will include defining short-, medium-, and long-term time horizons, selecting an appropriate base year,
and applying recognized scientific methodologies. Additionally, a 1.5°C global warming scenario will be considered to
align commitments with international frameworks and industry best practices. The Company will also define key
performance indicators and decarbonization levers to track progress and ensure effective implementation of its climate
strategy.
AmRest monitors and discloses in annual reports carbon dioxide emissions from Scope 1 and 2. The standards used are
presented in the table "Emission factors used in carbon footprint calculation". 
[E1-4/AR30a] Taking into account the carbon footprint results for the past years, most of the analysed actions are focused
on mitigating Scope 2 emissions and, to a lesser extent, Scope 1 emissions because the most significant emission
sources for AmRest are:
Electricity consumption.
Mobile combustion sources.
Stationary combustion sources.
Complementary actions on other emission sources are also analysed in order to improve the Company’s environmental
performance and reduce the overall carbon footprint. As AmRest is currently in the process of measuring its Scope 3
emissions and the greenhouse gases generated by the refrigerant refills consumed in its restaurants, it is expected that
the Company's emissions profile and the carbon footprint will change.
97
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
E1-5 Energy consumption and mix [35, 37abc, 38abcde, 39, 40, 41, 42, 43, AR32, AR33, AR36]
Table. Energy consumption and mix
ESRS Data point
Current reporting period
MWh
37a AR 33, AR
32
Total energy consumption from fossil sources
193,672
37 b
Total energy consumption from nuclear sources
74,797
37 c
Total energy consumption from renewable sources, including:
37 c i
fuel consumption for renewable sources including biomass (also comprising industrial
and municipal waste of biologic origin), biofuels, biogas, hydrogen from renewable
sources, etc.
n/a
37 c ii
consumption of purchased or acquired electricity, heat, steam, and cooling from
renewable sources
20
37 c iii
consumption of self-generated non-fuel renewable energy
415
37 AR 35
Total energy consumption of own operations
365,979
39
Total energy production
415
Production of renewable energy
415
Production of non-renewable energy
-
Methodology: Data as of 31 December 2024, covering 100% equity restaurants. Data has been calculated based on the invoices from third
parties. For the stores where the consumption data was not available (e.g. restaurants located in shopping malls) the data has been estimated.
As of the publication date of this document, AmRest does not have the renewable origin certificates for every country. Therefore, the data
reported regarding renewable energy is only for those countries for which certificates of origin have been obtained to date. Next year, this figure
is likely to change due to the release of renewable origin guarantee certificates for 2024.
[AR33] AmRest should be classified in section “I” Accommodation and food services activities, in accordance with
Regulation (EC) No. 1893/2006. Section “I” is not listed among the sectors with a high climate impact, i.e. Sections A to H
and Section L, in accordance with Commission Delegated Regulation (EU) 2022/1288. Therefore, AmRest does not meet
the criteria for qualifying as a sector with a high climate impact.
E1-6 Gross Scopes 1, 2, 3 and Total GHG emissions [44, 46, 47, 48, 50, 51, 52, 53, 54, 55, AR39, AR40, AR41, AR42,
AR43, AR44, AR45, AR46, AR47, AR48, AR49, AR51, AR53]
[E1-6/AR39] For the disclosure of greenhouse gas emissions, the Company has applied the GHG Protocol methodology.
For Scope 1 and Scope 2 emissions, primary data from energy consumption across various restaurants and the vehicle
fleet has been used to ensure accuracy. For the emission factors used in each emission category, details can be found in
table "Emission factors used in carbon footprint calculation". In addition, the Company has used the most up-to-date
information available for global warming potentials, from the IPCC AR6 report. According to the latest requirements of the
Science Based Targets initiative ("SBTi"), AmRest will evaluate the need to measure its Forest, Land and Agriculture
(“FLAG”) emissions as well.
98
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
[E1-6/44] Table. AmRest gross Scope 1, 2, 3 and total GHG emissions
Milestones and targets years related to GHG Emissions are being evaluated and will be defined and approved during
2025.
ESRS
Data point
Retrospective
Milestones and target years
Base year
Comparative
N
% N / N-1
2025
2030
2050
Annual %
48, AR43,
AR44
Scope 1 GHG emissions
48a
Gross Scope 1 GHG emissions (tCO2eq)
n/a
n/a
105,422
n/a
48b
Percentage of Scope 1 GHG emissions from
regulated emission trading schemes (%)
n/a
n/a
n/a
n/a
49, AR45
Scope 2 GHG emissions
49a
Gross location-based Scope 2 GHG emissions
(tCO2eq)
n/a
n/a
125,991
n/a
49b
Gross market-based Scope 2 GHG emissions
(tCO2eq)
n/a
n/a
176,123
n/a
51, AR46
Significant scope 3 GHG emissions
1 Purchased goods and services
n/a
n/a
1,046,997
n/a
2 Capital goods
n/a
n/a
182,111
n/a
3 Fuel and energy-related Activities (not included
in Scope1 or Scope 2)
n/a
n/a
45,868
n/a
4 Upstream transportation and distribution
n/a
n/a
13,974
n/a
5 Waste generated in operations
n/a
n/a
305
n/a
6 Business travelling
n/a
n/a
344
n/a
7 Employee commuting
n/a
n/a
16,240
n/a
8 Upstream leased assets
n/a
n/a
Not
relevant
n/a
9 Downstream transportation
n/a
n/a
12,804
n/a
10 Processing of sold products
n/a
n/a
Not
relevant
n/a
11 Use of sold products
n/a
n/a
Not
relevant
n/a
12 End-of-life treatment of sold products
n/a
n/a
17,939
n/a
13 Downstream leased assets
n/a
n/a
Not
relevant
n/a
14 Franchises
n/a
n/a
11,049
n/a
15 Investments
n/a
n/a
Not
relevant
n/a
52, AR47
Total GHG emissions
52a
Total GHG emissions (location- based) (tCO2eq)
n/a
n/a
1,579,043
n/a
52b
Total GHG emissions (market- based) (tCO2eq)
n/a
n/a
1,629,175
n/a
Methodology: Data as of 31 December 2024. For all scopes data was collected internally using specific software designed to collect and process
information. For Scope 1 and 2 data bases used were DEFRA, EEA and AIB. For Scope 3 two additional databases were used: Ecoinvent 3.11
and Exiobase 3.8. AmRest was unable to collect some of the data from all the markets; therefore, estimations were made to fill the gaps, the
assumptions behind are indicated in the table "Emission factors used in carbon footprint calculation".
[E1-6/53, 54, 55, AR53] Table. AmRest GHG intensity per net revenue
GHG intensity per net revenue
Current reporting period
Total greenhouse gas emissions (according to location-based method) per net
revenue (tCO2-equivalent/monetary unit)
0.00062
Total greenhouse gas emissions (according to the market-based method) per net
revenue (tCO2-equivalent/monetary unit)
0.00064
Methodology: Calculations for GHG intensity were made using the resulting total numbers for GHG emissions (both location and market based)
and divided by the total net revenue data from the FY2024. The net revenues can be found in Consolidated income statement in the financial
statement.
99
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Emission factors used in carbon footprint calculation
Emission category
Source of Emission Factor
Calculation methodology
Scope 1 GHG emissions
DEFRA
For scope 1, calculations were made with the
data from stationary and mobile sources and
multiplied using corresponding emission factors.
This year data on refrigerants was also included.
Scope 2 GHG emissions
Gross location-based Scope 2 GHG emissions
EEA
Electricity energy usage data was used for both
location and market based calculations
Gross market-based Scope 2 GHG emissions
AIB
Significant scope 3 GHG emissions by category
1 Purchased goods and services
Ecoinvent 3.11
Exiobase 3.8
In the case of goods, the weight of raw materials
was multiplied by related coefficient.
In the case of services, (marketing, IT, office
supplies), the emissions were estimated on the
basis of expenditures incurred for each type of
purchases. The calculations included the inflation
between the establishment of the base and the
reporting year, as well as exchange rate
differences as of 31 Dec of the reporting year.
2 Capital goods
Exiobase 3.8
The calculations were made on the basis of
expenses for investments, where the amounts
obtained were multiplied by the coefficients
obtained according to the methodology for Cat. 1.
3 Fuel and energy-related Activities (not included in
Scope1 or Scope 2)
DEFRA
Fossil fuel coefficients for European region were
used. In the case of electricity, losses and
additional emissions from the UK mix were
recalculated due to differences in the energy mix
of different countries.
Calculations were made by multiplying the
indicated respective by the consumption of each
fuel and electricity.
4 Upstream transportation and distribution
DEFRA
The calculations were carried out by multiplying
the km travelled by averaged emission factor
(averaged load, averaged size).
5 Waste generated in operations
DEFRA
It was estimated based on the specific
management of each group of raw material
where the weight of managed wasted was
multiplied by an appropriate factor.
6 Business travelling
DEFRA
These distances travelled was multiplied by the
corresponding emission factors.
7 Employee commuting
DEFRA
The calculations were made by multiplying
travelled distances by the corresponding
emission factors. The data issued included the
total amount of employees and for distances
travelled a 75% was assumed to travel by bus
and 25% by car.
8 Upstream leased assets
N/A
Emissions included in Scope 1 and Scope 2
according to the requirements of ESRS
(operational control approach).
9 Downstream transportation
Emissions from service
suppliers
Kilometers travelled and kgCO2 emitted were
both collected from service suppliers. For
kilometres travelled, the calculation was made by
multiplying with the corresponding emission
factor.
10 Processing of sold products
N/A
AmRest does not sell products for the further
processing.
11 Use of sold products
N/A
AmRest does not sell products that requires
additional energy to be consumed.
12 End-of-life treatment of sold products
DEFRA, EPA
Emissions were calculated based on the
designated amounts of waste collected by the
restaurants and the disposal methods selected
accordingly.
13 Downstream leased assets
N/A
AmRest does not rent its properties for other
companies.
14 Franchises
DEFRA,EEA
In the case of Cat. 14, the calculations were
carried out adequately for Scope 1 and 2
emissions averaging the total amount emissions
per restaurant.
15 Investments
N/A
Accounted in category 14.
100
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
E1-7 GHG removals and GHG mitigation projects financed through carbon credits [56ab, 58ab, 59ab, 60, 61abc, AR56,
AR57abcd, AR58a-i, AR59, AR62abcde, AR63a-g]
E1-8 Internal carbon pricing [62, 63abcd, AR65abcd]
AmRest does not sell or buy carbon credits nor invest in GHG-related activities, including GHG removals.
101
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Climate risks development [IRO-1]
Table. Relationship between EU Taxonomy physical climate hazards and the potential climate risks that may arise
within the company
EU Taxonomy climate-related hazards and additional identified by AmRest
Typology
Potential climate-related risk for AmRest
Precipitation or hydrological variability
Chronic
Reduction in the availability of water resources
in infrastructure due to droughts and lack of
rainfall
Saline intrusion
Heavy precipitation in solid form (hail, snow or ice)
Water stress
Drought
Changing precipitation patterns and types
Acute
Increase in the frequency of infrastructure
damage due to extreme precipitation and
flooding
Precipitation or hydrological variability
Floods (fluvial, pluvial, coastal and ground water)
Cyclone, hurricane, high-impact squalls, explosive cyclogenesis and DANAs (cut-
off lows)
Storm (rain, snow, Saharan dust or sand and supercells)
Temperature variability
Acute
Increase in the frequency and magnitude of
forest fires near infrastructure
Changing temperature (air, freshwater, marine water)
Heat wave
Drought
Changes in cloud cover and relative humidity
Changing wind patterns
Heavy precipitation in solid form (hail, snow or ice)
Acute
Increase in infrastructure damage due to the
intensity and frequency of hailstorms and
extreme snowfalls
Avalanche
Cold waver/Frost
Changing wind patterns
Acute
Increase in the frequency of damage to
infrastructure caused by strong winds,
hurricanes, tropical storms, explosive
cyclogenesis and tornadoes
Cyclone, hurricane, high-impact squalls, explosive cyclogenesis and DANAs (cut-
off lows)
Storm (rain, snow, Saharan dust or sand and supercells)
Tornado, wet and dry downburst, waterspout
Landslide
Acute
Increase in the frequency and intensity of
landslides and subsidence affecting
infrastructure and economic activities
Subsidence
Soil erosion
Soil degradation (desertification)
102
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
EU Taxonomy climate-related hazards and additional identified by AmRest
Typology
Potential climate-related risk for AmRest
Changing temperature (air, freshwater, marine water)
Acute
Increase in the exposure of infrastructure,
activities, employees, and customers to
extreme temperatures
Temperature variability
Heat stress
Increased UV radiation
Heat wave
Sea level rise
Chronic
Infrastructure near the coast threatened by sea
level rise
Coastal erosion
Storm surge
Table. Relationship between TCFD transition climate events and potential climate risks that may arise within the
company
TCFD Climate-related events
Typology
Potential climate-related risk for AmRest
Rising prices for GHG emissions
Policy and
legal
Increase in costs associated with the corporate
carbon footprint
Costs associated with the import of goods from non-EU countries (Carbon
Border Adjustment Mechanism "CBAM")
Increased cost of raw materials
Policy and
legal
Geopolitical and social instability driven by the
impacts of climate change
New legal requirements for construction and/or maintenance materials and
their production
Policy and
legal
New legal requirements for new construction
and renovation of buildings
Increased operational difficulties due to new legislation (protection of
workers)
Policy and
legal
Enhanced operational difficulties due to new
worker protection legislation (i.e. internal/
external on-site employees)
Costs associated with the import of goods from non-EU countries (CBAM)
Policy and
legal
Increased costs for importing goods from non-
EU countries due to CBAM regulations
New legal requirements for waste and/or landfill management
Policy and
legal
Emerging risks in waste management due to
new environmental regulations (downstream)
Replacement of existing products by third parties produced with low-
emission materials
Technology
Replacing existing equipment and facilities with
Lower-Emission Technologies
Costs related to the transition to low-emission technologies
New legal requirements for product technical specifications or the use of
infrastructure
Changes in user behaviour/preferences
Market
Increased cost of raw materials due to its
scarcity
Increased cost of raw materials
Suppliers' non-compliance with GHG reduction targets
Price increases or reduced insurance coverage
Market
Increase of premium costs associated with the
rise of extreme weather events
Suppliers' non-compliance with GHG reduction targets
Market
Suppliers' non-compliance with GHG reduction
targets (upstream)
Changes in consumer preferences
Market
Changes in customer behaviour/preferences
related to sustainable products
Changes in user behaviour/preferences
Sector stigmatisation due to the use of fossil resources
Reputational
Sector stigmatization due to the environmental
and social impact
Increased investor concerns and/or negative stakeholder comments
Reputational
Diminished corporate image due to increased
climate awareness among stakeholders
103
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS E3 WATER AND MARINE RESOURCES
The Group acknowledges the significance of safeguarding natural resources. AmRest is committed to protecting water
resources, guided by the principles of sustainable development and key EU regulations, such as the Water Framework
Directive (WFD, 2000/60/EC) and the Marine Strategy Directive (2008/56/EC). 
During the double-materiality analysis, water and marine resources were evaluated as material. Fish and seafood are
included in AmRest's menu offerings across some of its brands. The Company focuses on sustainable sourcing practices
to ensure the quality and environmental responsibility of its supply. This includes partnerships with the suppliers of
certified salmon and adherence to international standards for sustainable fishing and aquaculture.
Since water in own operations is mainly utilized for meal preparation, water consumption is not regarded as having a
critical environmental impact. However, being aware that the greatest impact on water resources results from processes
in the supply chain, AmRest will implement water management mechanisms to extend activities to the entire value chain
under a strategy of responsible water management in cooperation with business partners. The Group is dedicated to
maximizing efficiency solutions such as water-efficient kitchen equipment, hand faucets aerators and proximity sensors,
sanitary equipment with limited water flow in newly constructed restaurants and coffee houses.
E3 IRO - 1 Description of the processes to identify and assess material water and marine resources-related impacts, risks
and opportunities [8a, 8b]
E3-1 Policies related to water and marine resources [11, 12a, 12ai, 12aii, 12aiii, 12b, 12c, 13, 14, AR18a, AR18b, AR18c,
62 MDR-P]
AmRest has no formal water management policy in place regarding own operations, nor the policies related to
sustainable sourcing and management of oceans. The Company follows applicable local laws which require e.g.
wastewater management, monitoring of water usage, and reporting to regulatory authorities. However, topics such as
water management, water sourcing, water treatment or the prevention of water pollution, or business opportunities that
address water-related issues are not addressed in any of the policies. The Company does not have a more restrictive
frame for their operations in areas of water risk. Regarding the Group’s supply chain and water and marine resources,
AmRest has included in its Supply Code of Practice several commitments on water, including the commitment to request
suppliers to work towards the reduction of their water consumption and sewage generation, both in their production and
warehouse facilities, as well as commitments on marine resources, mainly by the inclusion of all fish consumed in the
Group’s restaurants in the Group’s Animal Welfare Policy.
E3-2 Actions and resources related to water and marine resources. [17, 18, AR20, 19, 62 MDR-A]
[E3-2/15, 17] AmRest’s actions are currently focused on management of water resources in its own operations. Though
no formal action plan has been set, nor specific resources allocated, a series of actions and acting principles have been
already conducted last year and are to be continued in the next few.
[E3-1/8ab] During a planning phase of a construction work, the Company applies for a building permit and fulfils all legal
requirements related to the water consumption. In opening new stores and in renovation of the sites, AmRest uses the
design and construction standards which include multiple solutions to minimize water consumption. In addition, the
Company uses HVAC system that is not based on water cooling and in the case of plantings in the outdoor areas,
chooses plants that do not require abundant watering.
In its operations, AmRest uses the practices aimed at the prevention and abatement of water pollution. These include the
installation of grease separators and periodic cleaning of these, limiting the use of marinades, especially those containing
oil, during product preparation can help reduce the amount of oil released into the sewage system, and measuring
wastewater contamination levels.
[E3-1/8ab] Moreover, the Company cooperates with the key stakeholders such as franchisors and landlords, in the area
of responsible water and marine resources management, implementing monitoring and reporting practices for selected
restaurants. AmRest expects its suppliers to minimise harm to water and marine ecosystems by adhering to
environmental laws. This includes managing water responsibly and avoiding contamination.
[E3-1/14] Regarding fish (salmon) supply chain, AmRest has two formal documents – the Supplier Code of Practice and
Animal Welfare Policy  – described in the chapter Governance Information. The Group requires its suppliers to follow all
applicable laws and regulations and to comply with AmRest’s Animal Welfare Audit Program.
Actions regarding water and marine resources have been designed as a way of reducing negative impacts and
dependencies, promoting the positive ones, mitigating risks and taking advantage of opportunities. All of them were
evaluated as material in the IRO identification process and double materiality assessment.
104
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. IROs identified in the Water and Marine Resources topic
IROs
Selected actions
Status (taken/planned)
Scope (global/countries/
selected groups)
Targets
Water consumption
Water-saving
measures
Taken
Global
No specific targets set
Fish procurement
Cooperation with
suppliers
Policies and
procedures
Taken
Global
No specific targets set
Lack of water usage
strategy considering stress
areas
Water stress
area
identification
Development of
Environmental
Policy
Taken (part of
Climate Risk
Assessment)
Planned
Global
No specific targets set
Financial fines and
operational restrictions for
non-meeting new legal
requirements relating to
water management.
Cooperation with
local authorities
(permits)
Implementation
of water
management
solutions
Taken
Local level
No specific targets set
Increased demand of fish
causing overfishing and
higher prices.
Diversification of
the menu
offerings
Taken
Global
No specific targets set
As detailed above, AmRest has been carrying out actions related to the IROs identified on water and marine resources,
with the expected outcome of IRO management: reducing water consumption, promoting sustainable fish sourcing,
setting a special set of policies and actions in facilities affected by water stress, as well as mitigating regulatory risks.
Water saving measures include the implementation of water-saving technologies, such as aerators and proximity sensors
in every newly built premises. Cooperation with suppliers has been based on a collaborative framework to promote
sustainable water use in line with the AmRest Group Supply Code of Practice.
[E3-2/ 19] All of AmRest’s actions are cross cutting in scope with regards to water stress level, and for now do not
distinguish between the different water risk levels where the facilities are placed. No financial resources have been
associated with the Company’s actions on water and marine resources.
E3-3 Targets related to water and marine resources [22, 23a, 23b, 23c, 24, 24a, 24b, 24c, 25, AR23a, AR23b, 81 MDR-
T]
The Company has not set targets related to water and marine resources.
As the Company is in the process of implementing Environmental Guidelines, and AmRest Global Sustainability Strategy
does not cover the Water Management topic, AmRest discloses a general approach only in reference to selected IROs
identified during the Double-Materiality Assessment (as described in chapter General Information, section "Material
impacts, risks and opportunities").
105
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
E3-4 Water consumption [28a, 28b, 28c, 28d, 28e, 29, AR28, AR29]
The monitoring of total water consumption on own operations seeks the optimization of processes, to ensure sustainable
resource management, and doing so distinguishing between areas with and without water stress amongst all of AmRest
Group’s sites.
Table. AmRest water consumption
ESRS Data point
Current reporting period
28a
Total water consumption [m3]
1,791,272
28b
Total water consumption in m3 in areas at water risk, including areas of high-water stress
[m3]
602,473
28c
Total water recycled and reused [m3]
-
28d
Total water stored [m3]
-
28d
Changes in water storage [m3]
-
29
Water intensity (total water consumption) [m3 per million EUR net revenue]
701
[E3-4/ 28e] Methodology: Data as of 31 December 2024, covering all equity restaurants. Data collection is responsibility of the Facility
Management team. Every water related data is recorded in files split by site and month and correspond to the data of water usage displayed in
the building’s meters. In the cases where no meters are installed on site, water data is taken from invoices. In the cases where water supply is
managed by the facility’s landlord and there is no actual evidence of water consumption, assumptions have been made based on historically
accepted data in given months. Assumptions are verified after obtaining every new collective settlement from the supplier (after each change in
the amount of rental fees). Water basins and water quality and availability, as well as any specific certified standard were not taken into account
in the compilation of water data or the identification of areas at water risk. At the moment, the Company does not intend on doing an exercise of
identifying water quality and quantity risks in the different water basins where it operates, taking into account that it does not collect water
directly from water bodies and that the use of water is mainly for drinking, sanitary and cleaning purposes. The net revenues can be found in
Consolidated income statement in the financial statement.
[E3-4/28b, AR28] Water risk and high water stress areas have been identified as part of AmRest’s Climate Risk
Assessment.
[E3-4/28d] AmRest facilities in general are not equipped with infrastructure to store water. There is only one location
equipped with water storage tanks  – 20 and 120 m3. This tanks are filled with water from the local water system and is
then later used for food processing. Two additional tanks are in use for fire protection with 50 m3 each one – ascending to
a total storage capacity of 240 m3 both in that site, and overall, in the whole Group. This facility has maintained the same
storage capacity for the last three years as no changes in storage capacity have taken place.
106
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS E4 BIODIVERSITY AND ECOSYSTEMS
E4-1 Transition plan and consideration of biodiversity and ecosystems in strategy and business model [13a, 13b, 13c,
13d, 13e, 13f, AR1a-k]
E4 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [16a, 16ai,
16aii, 16aiii, 16b, 16c]
E4 IRO-1 Description of processes to identify and assess material biodiversity and ecosystem-related impacts, risks and
opportunities [17a, 17b, 17c, 17d, 17e, 17ei, 17eii, 17eiii, 19a, 19b]
[E4 IRO/17a,b,e] Double materiality assessment conducted by AmRest, included a comprehensive review of impacts,
risks, and opportunities related to biodiversity and ecosystems within its value chain. The identification of impacts and
dependencies considered the key drivers of biodiversity loss, their associated pressures, and the reliance on natural
resources such as water. In the process, representatives from various stakeholder groups were consulted. More
information about the analysis is included in chapter General Information, section "Material impacts, risks and
opportunities". As a result, biodiversity and ecosystems topic was identified as material, though it received the second-
lowest score out of the ten topics considered. 
[E4 SBM-3/16b] This is related to the fact that material negative impacts concerning the loss of ecosystems assigned to
AmRest are arising mainly in the supply chain. Practices used by the suppliers of AmRest's key products, particularly in
vegetable and crop farming and animal husbandry can lead to land degradation, with erosion and soil depletion being
common consequences. Such processes affect the ability of ecosystems to regenerate and can also result in
desertification. The Company has implemented responsible practices in its value chain by introducing requirements
towards suppliers’ certification (e.g. RSPO). 
[E4 IRO/17a-e] In the table below, AmRest presents the actions undertaken or planned in relation to the Biodiversity and
Ecosystems IROs. Only selected policies and actions related to the management of the identified IROs are presented
here, as the Company has not yet aligned the results of DMA process with its Global Sustainability Strategy.
Table. IROs identified in the Biodiversity and Ecosystems topic
IROs
Selected actions
Status (taken/
planned)
Targets
Scope (global/
countries/selected
groups)
Loss of ecosystems due to agricultural
activities.
Cooperation with
suppliers and
producers
Taken
Global
No specific targets
set
Non-compliance with the relevant laws
regarding biodiversity resulting from
purchases of controversial products from
foreign suppliers (e.g., cocoa and coffee)
Cooperation with
suppliers and
franchisors
Traceability of
products
Legal monitoring
Taken
Global
No specific targets
set
Include products that adjust to consumer
preferences without changing the business
model (e.g. vegan/gluten free products).
Diversification of
the menu offerings
Taken
Global
No specific targets
set
E4-2 Policies related to biodiversity and ecosystems [22, 23a, 23b, 23c, 23d, 23e, 23f, AR12, AR12a, AR12b, AR12c,
AR16, AR17a, AR17b, AR17c, AR17d, AR17e, 24a, 24b, 24c, 24d, 62 MDR-P]
E4-3 Actions and resources related to biodiversity and ecosystems [27, 28a, 28b, 28bi, 28bii, AR18a, AR18b, AR18c,
28biii, 28c, AR20a, AR20b, AR20c, AR20d, AR20e, AR20f, 62 MDR-A]
E4-4 Targets related to biodiversity and ecosystems [29, 31, 32a, 32ai, 32aii, 32aiii, 32b, 32c, 32d, 32e, 32f, AR22, 81
MDR-T]
E4-5 Impact metrics related to biodiversity and ecosystems change [35, 36, 38, 38a, 38b, 38c, 38d, 38e, AR28, AR34a,
AR34b, AR34c, AR34d, 39, AR32, 40, 40a, 40b, 40c, 40d, 40di, 40dii, 41a, 41bi, 41bii, 41biii]
As detailed above, given the nature of the Company’s operations, AmRest is implementing actions related to the
identified material topics concerning biodiversity and ecosystems, which are more directly associated with the supply
chain.
107
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
[E4 SBM-3/16ac, E4 IRO-1/19a, E4-5/35] The Company’s own operations have no direct impact on ecosystems as its
stores are located mainly in urban areas or along highways. Specifically, AmRest does not directly contribute to the
impact drivers of land-use change, freshwater-use change and/or sea-use change. However, a location analysis will be
conducted to assess the spatial distribution of the Company's assets in relation to sensitive areas and the presence of
threatened species.
[E4-3/28a-c] AmRest, within the scope of the direct operations, implements practices of responsible management of
waste generated by asset locations, aimed at mitigating the contamination of water and soil, one of the main drivers of
biodiversity loss. More information on AmRest waste management can be found in the section Resource use and Circular
Economy. No specific biodiversity offset measures are required.
[E4-1/ 11, 13] AmRest has prioritized the development of its climate transition plan, acknowledging climate change as a
key driver of biodiversity loss. As part of its long-term strategy, the Company will advance in the coming years with the
development of a transition plan.
[E4-2/ 22, 23, 24, E4-4/31-32] AmRest has no specific policy nor targets in place that cover the biodiversity and
ecosystems topic. However, as outlined in the Supplier Code of Practice, AmRest expects its suppliers to apply
environmental care standards, such as reducing water consumption and carbon emissions, and year-over-year
improvement on biodiversity where applicable. While the Code does not specifically address the social consequences on
ecosystems, its emphasis on traceability and responsible resource management encourages the suppliers to minimize
negative environmental and social impacts.
108
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS E5 RESOURCE USE AND CIRCULAR ECONOMY
E5 ESRS 2 IRO-1 Description of the processes to identify and assess material resource use and circular economy-
related impacts, risks and opportunities [11a, 11b]
E5-2 Actions and resources related to resource use and circular economy [19, 20a, 20b, 20c, 20d, 20e, 20f, AR11,
AR12a, AR12b, AR12c, 62 MDR-A]
Resource use and Circular Economy are the highest ranked topics in AmRest double-materiality analysis. The
management of raw materials and packaging are central to AmRest’s commitment to sustainability and the principles of
circular economy. By sourcing responsibly, the Company reduces its environmental impact, supports biodiversity, and
promotes ethical supply chains. Sustainable materials—such as organic, locally sourced, or regeneratively farmed
ingredients— result in lower carbon emissions and enhance resource efficiency.
Packaging is equally critical, as single-use materials contribute to waste and pollution. AmRest is transitioning to
recyclable, compostable, and reusable solutions to minimize its footprint and with suppliers, to close the loop, and ensure
that material are used for other purposes rather than discarded.
The details on the double-materiality assessment related to this topic can be found in chapter General Information,
section "Materials impacts, risks and opportunities".
The Company has implemented various measures to optimize resource efficiency, focusing on reducing packaging input
and enhancing recycling efforts. AmRest identifies the following waste and packaging categories:
[E5 IRO/A7b] Table. Packaging and waste generated in AmRest’s restaurants and the Group’s approach for these
issues
Waste and
packaging
categories
Definition
Value chain stage
[E5 IRO/AR 7f]
Examples
AmRest management technique
Kitchen food waste
Waste generated
during food
preparation
Own operations &
Downstream
Food scraps
Efficient food preparation
Waste segregation
Educational campaigns for employees
Overproduction
Production planning
Food saving programs (Harvest, Too Good To
Go, etc.)
Spoiled products
First In, First Out method - proper inventory
management
Customer food
waste
Waste generated
during customer
consumption
Downstream
Food scraps
Waste segregation
Communication campaigns for customers to
raise awareness and reduce food leftovers.
Primary packaging
Packaging
directly protecting
the food products
Upstream, Own
operations &
Downstream
Food and beverage
containers, paper
wraps
Waste segregation
Sustainable packaging such as packaging with
recycled content and/or recyclable materials.
Reusable/returnable packaging
Communication campaigns for customers, e.g.
Bring Your Own Tumbler in Starbucks, to
minimize use of primary packaging and
potential littering
Secondary
packaging
Protection of
groups of
products during
transportation
Upstream & Own
Operations
Cartons
Waste segregation
Reusable containers
Collaboration with suppliers to optimize the
materials used
Shrink wrap
Tertiary packaging
Protection of
large quantities of
products
Upstream & Own
Operations
Pallets
Waste segregation
Reusable containers
Collaboration with suppliers to optimize the
materials used
Stretch wrap
In the table below, AmRest presents selected actions (planned or undertaken) in relation to Resource Use and Circular
Economy. [E5 IRO/11ab] AmRest’s approach to double materiality assessment in general and identification of impacts
risks and opportunities, including those regarding circular economy and use of resources, is described in the General
Information chapter, alongside the stakeholder consultation process.
109
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. IROs identified in the Resource use and Circular Economy topic
IROs
Selected actions
Targets
Implementation of the
Packaging and Waste
Management Policies
based on the circular
economy model.
Customer
Packaging
Group Policy
Waste
Management
Policy
Taken
Planned
Global
Targets of Customer
Packaging Policy
described in section below
the table
Reduction in the use of
packaging due to the
collaboration with logistics
suppliers to reduce the
packaging used in
AmRest.
Minimizing the
primary
packaging
Taken
Global
No specific targets set
Cost savings by using the
food saving programs.
Harvest
Too Good To Go
Taken
Selected brands
and restaurants
No specific targets set
Reduction of landfill waste.
Waste
segregation
Taken
Global
No specific targets set
Increasing consumer and
employee awareness of
waste segregation.
Educational
campaigns for
customers and
employees
Taken
Brands specific
No specific targets set
E5-1 Policies related to resource use and circular economy [14, 15a, 15b, 16, AR9a, AR9b, 62 MDR-P]
AmRest has the Customer Packaging Group Policy which describes the Company’s commitments regarding sourcing of
packaging products, managing upstream environmental issues for packaging throughout its supply chain in line with the
following requirements for suppliers: [E5-1/16]
AmRest commits to source customer packaging from certified Certificate Highest Grade ("GFSI") or audited
suppliers. [E5-1/15b]
AmRest will give preference to suppliers who provide paper-packaging with fiber from responsibly managed
forests or recycled sources and who avoid sourcing from non-sustainable sources. These should be certified by
a third-party applying the most rigorous forest management standards, including The Forest Stewardship Council
("FSC") standard, The Program for the Endorsement of Forestry Certification ("PEFC"), The Sustainable Forestry
Initiative ("SFI"), [E5-1/15b]
AmRest is committed to using recyclable or reusable plastic-based packaging and not to use single-use plastic
(straws, cutlery, plates, drink stirrers). [E5-1/15a]
AmRest does not use Styrofoam and expanded polystyrene ("EPS") packaging.
All packaging must comply with local and international regulations, franchisor’s and industry standards. AmRest
will comply with whichever standards, levels and norms are the most rigorous. [E5-1/15b]
This policy indirectly supports the promotion of waste segregation and waste reduction by encouraging sustainable
practices across the supply chain, including cooperation with suppliers where feasible. This entails improved waste
management efficiency, better quality recycled waste for secondary raw materials, and minimization of environmental
impact of packaging waste.
Regarding food waste, AmRest, as a restaurant company, aims to reduce food loss in its operations. The Company has
been implementing the Harvest food saving program since 2016 and participating in Too Good To Go scheme since 2018.
The main focus of Harvest program is to save food by donating it. The Company partners with food banks,
charities, and other organizations that distribute food to those in need. By redirecting surplus food the Harvest
program helps reduce the amount of food going to landfills thus lowering greenhouse gas emissions associated
with food waste. Additionally, it aligns with AmRest’s mission to promote environmental sustainability by focusing
on responsible resource management. The program is active across several AmRest brands in several markets
where the Company operates.
Too Good To Go is a mobile app that connects consumers with restaurants, cafes, and stores and enables them
to buy surplus food at a reduced price rather than letting it go to waste. Through the partnership, AmRest has
been able to offer unsold food products from its restaurants and coffee stores to local consumers allowing them
to make use of  good food that might otherwise be discarded. Since 2018, AmRest’s involvement in the program
has been growing, and it now includes a variety of brands across different countries.
Currently, the Company is in the process of preparing its Waste Management Policy. The document will address waste
segregation, the use of mechanisms to reduce the amount of waste (especially from mixed fractions, not suitable for
110
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
recycling) and the proper processing of waste materials (according to the hierarchy: reduction, reuse, recycling,
composting, recovery or elimination).
Table. AmRest policies in Resource Use and Circular Economy area
Policy
Scope
Key contents
Regulation
owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Customer
Packaging
Group Policy
Global
Outlines AmRest’s
commitment to responsible
sourcing of packaging
Food Services
President
-
Employees
Suppliers
Customers
AmRest internal
library
E5-3 Targets related to resource use and circular economy [23, 24, 24a, 24b, 24c, 24d, 24e, 24f, AR18, 25, 26a, 26b,
26c, 27, 81 MDR-T]
AmRest focuses on proper waste collection in stores to allow further processing (including recycling) of paper and
cardboard, plastic and metal, glass, organic waste and used oil. In 2024, the Company did not establish specific goals
regarding resource use and circular economy. AmRest aims to enable the recovery of resources from the waste it
generates by improving its waste segregation and therefore improving the recyclability of the different waste streams and
thus minimizing the waste that needs to be landfilled.
E5-4 Resource inflows [30, 31a, 31b, 31c, 32, AR22, AR25]
[30] AmRest serves a wide range of meals and food products throughout its network of restaurants and coffee stores
under different brands. The Company works with a well-integrated supply chain to source quality ingredients used to
prepare tasty and affordable dishes. Its resource inflows include mainly food products, e.g. meat, fruits and vegetables
and dairy. 
Other resources include restaurant equipment, e.g. kitchen equipment and electronic devices.
[31b] The packaging used in the Company's restaurants must be safe, certified, and compliant with specific requirements,
including FSC, PEFC, or SFI standards, as well as being made from recycled materials or being recyclable. AmRest’s
suppliers must ensure that 100% of packaging is reusable, recyclable, or compostable; eliminate plastic from packaging
and remove unnecessary plastic from the system. AmRest’s packaging features clear and accurate labelling in regards to
recyclability and other environmental issues.
Table. Material resources
ESRS data point
Current reporting period
31a
Overall total weight of food products used during the reporting period [tons]
129,919
31a
Overall total amount of customer packaging used during the reporting period [pieces]
1,315,301,705
31b
[%] Percentage of biological materials (and biofuels used for non-energy purposes) used to
manufacture the undertaking’s products and services (including packaging) that are
sustainably sourced
0%
31c
Absolute weight of secondary reused or recycled components, secondary intermediary
products and secondary materials used to manufacture the undertaking’s products and
services (including packaging) [tons / kg]
n/a
31c
[%] Percentage, of secondary reused or recycled components, secondary intermediary
products and secondary materials used to manufacture the undertaking’s products and
services (including packaging)
n/a
Methodology: The data covers 100% of AmRest equity business. Food products are meat, dairy, fruits and vegetables, flour and drinks. The
Company is currently unable to report the weight data on the equipment it purchases [31a], however, it has been actively monitoring the financial
value of these purchases as part of  the taxonomy reporting. Regarding packaging, AmRest has been tracking the usage through Point of Sale
(POS) system, which makes it possible to provide data on the number of pieces of packaging used rather than on the weight value.
E5-5 Resource outflows [35, 36a, 36b, 36c, 37a, 37b, 37bi, 37bii, 37biii, 37c, 37ci, 37cii, 37ciii, 37d, 38, 38a, 38b, 39, 40,
AR28]
[35, 36a-c] AmRest does not produce non-consumable goods or durable goods. The product of the Company's  own
operations are solely perishable goods, therefore, reporting on durability, reusability, repairability, disassembly,
remanufacturing, refurbishment, recycling, and optimization of the use of the product or material through other circular
business models, is not applicable.
Table. Amount of waste generated
Waste generated in AmRest’s activities originates mainly in its food service operations consisting in serving meals in its
restaurants and is composed of food waste and packaging waste.
ESRS Data point
Current reporting period
37a
Total amount of waste generated [tons]
47,510
37b
Non-hazardous waste diverted from disposal [tons]
19,430
37bi
Non-hazardous waste withdrawn from disposal due to preparation for reuse [tons]
-
111
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ESRS Data point
Current reporting period
37bii
Non-hazardous waste withdrawn from disposal through recycling [tons]
14,907
37biii
Non-hazardous waste withdrawn from disposal as a result of other recovery operations [tons]
4,523
37b
Hazardous waste diverted from disposal [tons]
20
37bi
Hazardous waste withdrawn from disposal due to preparation for reuse [tons]
-
37bii
Hazardous waste withdrawn from disposal through recycling [tons]
-
37biii
Hazardous waste withdrawn from disposal as a result of other recovery operations [tons]
20
37c
Hazardous waste directed to disposal [tons]
-
37ci
Hazardous waste directed to disposal by incineration [tons]
-
37cii
Hazardous waste directed to disposal by landfilling [tons]
-
37cii
Hazardous waste directed to disposal by other disposal operations [tons]
-
37c
Non-hazardous waste directed to disposal [tons]
25,836
37ci
Non-hazardous waste directed to disposal by incineration [tons]
2,214
37cii
Non-hazardous waste directed to disposal by landfilling [tons]
11,862
37cii
Non-hazardous waste directed to disposal by other disposal operations [tons]
11,760
37d
Non-recycled waste [tons]
32,603
37d
Percentage of non-recycled waste [%]
69%
39
Total amount of hazardous waste
20
39
Total amount of radioactive waste
-
Methodology: Data as of 31 December 2024, covering all equity restaurants. AmRest does not generate radioactive waste in its own operations.
The only hazardous waste generated by AmRest are pressure containers, recognized as Hazardous by Polish law. AmRest subcontracted
pressure containers collection in Poland to ensure its proper handling and 100% recycling rate. Non-hazardous waste generated by AmRest is
mainly food waste and single use packaging waste, therefore, ‘preparation for reuse’ does not apply. Non-hazardous waste withdrawn from
disposal through recycling [tons / kg] applies solely to packaging waste. Non-hazardous waste withdrawn from disposal as a result of other
recovery operations [tons / kg] applies to composting of food waste. Information on the methods of processing of waste directed to disposal
comes from third parties: 1) waste collecting companies with whom AmRest has direct agreements, 2) landlords or 3) municipalities, in the case
where the landlord or municipality is a party to waste collecting agreement. For remaining cases AmRest uses “Other disposal operations”
category. Non-recycled waste refers to packaging waste that has not been recycled and food waste that has not been composted. This amount
has been estimated based on the amount of waste generated by AmRest and the average rates of composting and recycling in the different
countries AmRest operates in.[40]
112
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Social Information
113
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Social area
EN-Social-1-new.png
114
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Social area
IRO_EN_Social2_c.png
* More information about the Company’s stakeholder dialogue can be found in chapter General Information, section "Stakeholder dialogue".
115
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Own workforce
S1 SBM-2 Interests and views of stakeholders [12]
S1-2 Processes for engaging with own workers and workers’ representatives about impacts [27, 27a, 27b, 27c, 27d, 27e,
28] [S1 SBM-2/12]
Safe and fair workplace
AmRest conducts business in compliance with all relevant laws and regulations and maintains the highest ethical
standards. The Company follows all applicable labour regulations including human rights, occupational health and safety,
working hours and rest periods, and wage payment. Basic employment matters, such as internal organization, employee
and employer rights and responsibilities, are governed by separate documents adopted by AmRest subsidiaries in
accordance with the applicable laws.
AmRest offers flexible working hours to help employees balance their personal needs with their professional
responsibilities. This approach is part of the Company's broader human resources strategy. The Company engages with
its workforce to gain insights, views, and opinions that can enhance the effectiveness of its strategy, and operational and
management practices. *
Employee Engagement
The Group’s Employee Engagement mission is to create a positive employee experience and strengthen Company
loyalty. Several tools and processes were developed to facilitate active listening and response to people’s needs,
recognize and reward achievements, and enhance global connectivity among AmRest’s employees.
The Key Employee Engagement Programs include:
AmRest Barometer: A global survey that measures work satisfaction, sense of belonging, and cooperation level
within teams and the organization. The employees rate simple, one-sentence statements on a scale from 1 to 5,
indicating their level of agreement. The survey is confidential, and all responses are shared in an aggregated
form. The global results are presented to the entire organisation at the AmRest Global Meeting, as well as during
dedicated local meetings and in an online form. The online material available on the intranet showcases the key
results in the form of a one-pager. Based on the findings, the respective managers develop action plans that form
part of their annual goals.
Collective bargaining: The Group respects the right to freedom of association and the employees' right to
organize. AmRest recognizes membership in organizations whose purpose is to promote employees’ interests
and the Company will refrain from any intervention that seeks to limit or hinder their legal exercise. Collective
bargaining agreements (where applicable) regulate the working time organization and health and safety matters
of  employees alongside compliance with the respective labour law.
116
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Engagement with own workforce
Frequency
Process/Stages
Effectiveness
Responsibility
AmRest Barometer
The process is to gain insights,
opinions, and feedback from the
workforce regarding well-being,
motivation, working conditions,
and collaboration.
Survey
Annual
Conducting full survey (open for
3 weeks)
Opening results and
dashboards for managers with
teams consisting of 5+ employees
Preparing a global results
overview and communicating
globally via internal
communication tools
Organizing dedicated sessions
for all functions to offer support in
understanding results
Creating team’s specific action
plans
Monitoring Action Plans
creation and following up on the
Action Plans statuses
In the corporate balance
scorecard, the Company tracks
year-to-year:
Response rate
Engagement Index
Culture Index
Business Owner – Chief People
Officer
Responsible – Engagement,
Diversity & Inclusion Senior
Manager
Germany
Workers council
Workplace organization:
monitoring compliance with laws,
collective agreements and the
Company agreements;
organization of workplaces,
working hours, break regulations;
introduction of new technologies
Organizational changes:
operational planning, routines,
personnel planning
Equality and integration:
integration of foreigners and
disabled people
Occupational Health and
Safety: measurements and
monitoring, workplace integration
People Development: training
programs, job maps and
responsibilities
Meetings are conducted on a
monthly basis with individual
agenda
Health and Safety Meetings are
conducted on a quarterly basis
with the external company
Regulated in the Works
Constitution Act, which defines
the rights and duties of works
councils.
11 meetings per year;
30 main topics discussed,
4 new agreements,
3 updated agreements,
23 approvals for main topics
within the meeting
HR Services Senior Manager
Legal Cooperate Council
HR Compliance Manager
* ERTE - Expediente de Regulación Temporal de Empleo – a specific legal mechanism used in Spain in relation to temporary employment.
* ERTE - Expediente de Regulación Temporal de Empleo – a specific legal mechanism used in Spain in relation to temporary employment.
117
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Frequency
Process/Stages
Effectiveness
Responsibility
France
Workers council
Wage negotiations (benefits
and increases, gender equity)
Working conditions (changes in
working hours, significant policy
shifts , annual training program,
implementation of new software)
Health and safety standards
(providing all KPI’s related to
social data: absences, accidents,
turnover
Workplace policies and new
organisation (global new policies,
internal organisation)
Comprehensive review of the
past year’s performance, setting
the agenda for the upcoming
year, and major decision-making
Monthly and/or annual meeting
Requested by the regulation and
the jurisprudence as well as the
new legislation or governmental
decision
100 meetings (20 consultation
processes conducted) for all
brands
HR Director
Legal manager
Workers Council
representatives
Spain
Workers council
Collective bargaining (wages,
working conditions, and benefits).
Workplace policies (safety,
health, and equality measures).
Employee development
(training programs and career
progression).
Conflict resolution and
grievance handling.
Organizational changes
(restructuring, layoffs, or
mergers).
Depending on the terms of the
respective agreements, the need
to update the existing agreements
or business circumstances.
All these processes are
determined by the law,
jurisprudence or custom existing
in the legal entity or within the
workplace.
Each update of the agreement
contemplates the term and
effective date of the agreement.
The agreements were reached on 
the following topics:
Monitoring CBA (Collective
Bargaining Agreements) 
implementation.
Health and safety
improvements.
Equality Plan
ERTE*
Training and upskilling
initiatives.
HR Services Director
*
118
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Communication Channels
AmRest is committed to building a transparent environment for information flow across all countries and brands. The
Company’s internal mass communication strategy has been based on four core digital channels.
Table. AmRest communication channels
Channel
Description
Mailbox News and News
Local
The primary channel for essential mass communication, including business, organizational, and other
announcements. The Global Culture & Communication team manages the distribution and cascading of global
messages, while local Employee Engagement teams manage national and local communication.
Square
Square is a network of communication sites powered by SharePoint Online. The platform features a global
homepage and localized pages tailored to specific countries. It houses up-to-date announcements and a
comprehensive knowledge base with resources from all departments and processes.
MS Teams
MS Teams is a tool for real-time interpersonal and group communication accessible to all employees, including
crew members. It supports communication across various forums within the national brand teams, local teams,
and project teams. The Global Culture & Communication team can facilitate PUSH communication through MS
Teams.
Communities
Communities, built on Microsoft Viva Engage, is an inclusive social platform designed to create and nurture
communities, interest groups, and facultative groups. It enables information sharing among all employees and
supports non-mandatory communication to enhance awareness of diverse topics. This platform helps effectively
promote the Company’s organizational culture.
No specific measures are implemented to gain insights from vulnerable groups of employees. The Company’s
communications channels are open to all its workforce, including vulnerable groups of employees. [S1-1 28]
Material impacts, risks and opportunities and their interaction with strategy and
business model
S1 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [13 a, 13 b, 14,
14a, 14c, 14d, 14fii, 14gi, 14gii, 15, 16]
AmRest employees are the Company’s key stakeholders. To better understand the needs and perspectives of its
employees, AmRest classifies its workforce into three groups.
Employee groups at AmRest based on the tasks performed for the Company: [S1 SBM3/14a]
Restaurant employees: This category includes chefs, cooks, waiters, hosts, and other personnel who ensure
the seamless functioning of restaurants.
Central Kitchen employees: These employees prepare semi-finished food products, which are then sent to
various restaurant locations. AmRest has two central kitchens, one in Spain for the La Tagliatella and Sushi Shop
brand and the other in China for the Blue Frog brand.
Office employees: also called Restaurant Support Team (“RST”) - people who work in an office environment.
This group includes administrative personnel and other supporting functions who handle the business's
operational, financial, and strategic aspects.
From the employment perspective, there are three main categories of own workforce at AmRest:
Own employees:
Employment contracts direct contract relationship with AmRest, as defined by local labour legislation. This
includes people employed either on a full-time or a part-time basis.
Non-guaranteed hours contracts – employment based on country-specific laws. These types of contracts
enable the Company to offer flexible work schedules. It is especially important for young people who value the
ability to adjust work to their educational or other commitments. Examples of the countries where these contracts
are used: Czechia and Poland.
Non-employees:
Agency workers – Employment is arranged via employment agencies. The agency workers are formally
employed by the agency and are contracted by the Company based on resource needs. As the restaurant
business is often impacted by fluctuating customer traffic depending on the day or season, contracting agency
workers helps AmRest adjust better staff numbers to current needs, increasing operational efficiency.
[S1 SBM3/13a-b, 14] All own workforce categories were included in the scope of the double materiality assessment and
were subject to impact analysis, considering the nature of the business model. Impacts, risks, and opportunities related to
the Company's own workforce, identified in the result, are described in the table below.
As the AmRest Global Sustainability Strategy is not fully aligned with the results of the double-materiality process, only
selected policies and actions related to the management of the identified IROs in the own workforce area are disclosed.
There are no specific targets set in any of the areas. Following the AmRest Global Sustainability Strategy revision,
AmRest will develop the action plans and targets related to the topics currently not covered. 
119
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
More information on the methodology of the double-materiality analysis process is available in the section “Material
impacts, risks and opportunities" in General Information chapter.
Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material
opportunities related to own workforce, and effectiveness of those actions [37,38b, 38c, 38d, 40a, 40b, 43]
Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and
opportunities [46, 47a, 47v, 47c]
Table. Impacts, risks and opportunities identified in Own Workforce area [S1 SBM3/14c/14d/15/16] [S1-1/19] [S1-5]
IROs
Action
Status (taken/
planned)
Scope (global/
countries/
selected groups)
Diversity
Impact
The recruitment
process has been
adapted to
accommodate
candidates from a
range of linguistic
and national
backgrounds,
enabling the hiring
of individuals from
diverse countries
and communities.
Global Office Recruitment Procedure
Taken
Global
Set the standard for translations of the internal
manuals /trainings - Internal Communication
Manual
Taken
Restaurant Recruitment Global Procedure
In progress (time
horizon 2025)
Diversity
Impact
Increased labour
inclusion of people
without the
minimum
qualification.
Free Access to Global Language Learning
Platform / Global Languages Learning Policy
Taken
Global
Access to Internal LMS Platforms and training
in local languages
Taken
Turnover
Risk
Increased cost of
training of new
employees due to
staff turnover
Initiatives for engaging and motivating
employees
Taken
Global/Local
Employee Development Programs
Taken
Global
Internal Promotion Process
Taken
Global
Dedicated Benefits
Taken
Global/Local
Occupational Health
and Safety (“OHS”)
Risk
Increased risk of
accidents generated
in kitchens
Mandatory OHS training and certification
Taken
Local
Communication campaigns
Taken
Local
OHS Audits
Taken
Global
Monitoring of accidents at work
Taken
Global
Comprehensive insurance for all employees
Taken
Local
Uncertainty on the
labour market
Risk
Strikes and protests
generated by
reasons that are
outside AmRest's
control
Ensuring Legal Compliance
Taken
Global
Cooperating with workers' councils
Taken
Spain, France,
Germany
Employees’ well-
being
Impact
Employees’ well-
being at work
impacts retention
and talent attraction
Well-being initiatives to promote work-life
balance
Taken
Local
Life Compass – Employee Assistance
Program
Taken
Global
The Company does not have a standardized global policy concerning the rights of employees who leave the company nor
any common approach to labour disconnection, but  it strictly follows the requirements of local labour legislation.
In Spain, as directed by local legislation, all AmRest Spanish entities have equality plans implemented. The Company
encourages the co-responsible exercise of both parents in Spain by implementing actions such as: ensuring the
employees are informed of the legal possibilities of conciliation, ensuring options such as the adaptation of the working
timetable instead of reducing working day to avoid changes in salaries, monitoring of the equality plans established by the
Company.
120
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Human rights
S1-1 Policies related to own workforce [19, 20, 20a, 20b, 20c, 21, 22, 23, 24a, 24b, 24c, 24d]
S1-3 Processes to remediate negative impacts and channels for own workers to raise concerns [32b, 32c, 32d, 32e, 33]
AmRest recognizes its responsibility to ensure human and labour rights compliance, adhering to both international
principles and local legislation.
Respect for human rights is a fundamental pillar of business conduct at AmRest and Company’s corporate responsibility,
as stated in the Company’s Code of Ethics and Business Conduct. The document applies to all stakeholders of the
Group. The Code is not directly aligned with relevant internationally recognized instruments such as the UN Guiding
Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights at Work, and the
OECD Guidelines for Multinational Enterprises. The Company does not have a policy dedicated to human rights and
does not conduct global due diligence processes.
[S1 SBM-3/14fii, 14gi, 14gii] [S1-1/19, 20, 21, 22] The Speak Openly platform, the Company’s whistleblowing tool, is used
to collect information i.e. about irregularities and reports on human rights breaches, regarding any of the stakeholders in
the value chain. Processing of the related complaints, including investigation, and remedy measures are implemented on
an individual basis appropriately to the nature of each reported incident. More information about how the Speak Openly
platform operates can be found in Governance Information chapter, section "Whistleblowing Program".
Since the majority of AmRest business is located on the territory of the European Economic Area (“EEA”), where human
rights are highly protected by EU and national legislation, the risks of trafficking in human beings, forced or compulsory
labour, or child labour, are considered very low. In all the markets (including countries outside EEA), the Company uses a
Code of Ethics and Business Conduct to minimize exposure to human rights-related risks.
[S1-1/22] As outlined in the Company’s Code of Ethics and Business Conduct, AmRest forbids any form of forced labour
and child labour in every geography where it operates. The Company does not specifically address the human trafficking
in its internal regulations.
In some countries, individuals aged 16 and above are legally permitted to engage in employment. In such instances,
AmRest adheres to the relevant legislation and implements comprehensive measures to safeguard the rights of these
employees.
Safety at workplace
[S1-1/23] Due to the type of work performed in the restaurant business, certain groups of employees may be exposed to
a higher risk of accidents. AmRest is committed to guaranteeing the safety of all employees. For this purpose, the Group
has implemented Global Health and Safety Guidelines and a Physical Security Policy. Each entity is responsible for
analysing potential emergencies and implementing measures in first aid, fire control, and evacuation procedures. The
relevant personnel are designated and trained to carry out these measures. First aid materials are made available and
adequate for the workplace and personnel in question.
In line with the local legal regulations, the employees are offered regular medical check-ups. Under the specific
requirements of a given position, the Company may also implement specialised health surveillance for the employees
occupying such positions. Furthermore, the employees receive comprehensive information on the occupational risks
inherent to their role. This includes details of the measures and activities implemented to address the identified risks, as
well as emergency procedures and sufficient practical training on the prevention of occupational risks. 
Diversity and inclusion
AmRest has a zero-tolerance approach towards any form of discrimination, as set out in the Code of Ethics and Business
Conduct. All individuals are treated with respect and dignity. The Company is dedicated to cultivating a work environment
where everybody feels valued, respected, and empowered. The Group aims to ensure an awareness of the principles of
equal treatment in the workplace. This means prohibiting discrimination in any way, whether directly or indirectly, based
on, but not limited to age, disability, gender identity, ethnic origin, sexual orientation, religious beliefs, cultural background,
political opinion. There is no permission for harassment either. In addition to the global approach, the Company observes
local regulations and enters agreements with the Country Workers Councils and Employee Representatives in the
countries where such laws apply. [S1-1/24a] [S1-1/24b] [S1-1/24c]
[S1-1/24c] AmRest has no policy commitments for underrepresented groups; however, the Company  is actively seeking
solutions to include and support people from different diversities through dedicated actions and programs conducted in
different countries.
Support for people with disabilities
AmRest is committed to ensuring universal accessibility by addressing both infrastructure and work processes.
o France – The Sushi Shop Group disability Mission FORCE(s) is a wide-reaching project that raises
awareness and helps understand disabilities. It has already adapted over 150 jobs to meet the unique
needs of people with disabilities and trained over 200 AmRest employees to recruit, hire, welcome, and
seamlessly integrate people with disabilities.
o Bulgaria - Barista Academy for hearing-impaired people in partnership with the Jamba Foundation and
with support from Starbucks Global Foundation, this project helps hearing-impaired youth on their
journey toward becoming skilled baristas. By participating in a dedicated development program, they
121
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
improve their qualifications, acquire fresh knowledge, and develop new skills to enter the labour market
with confidence.
o Poland - supporting activities of the Association of Friends of the Blind and Visually Impaired People.
o Spain - recruitment campaigns conducted in cooperation with several organizations supporting people
with disabilities. 
Support for young people
o International scope: Launched in 2021, Food Sharing Day is a global initiative where AmRest shares
meals with non-profit organizations that care for children. Through this action AmRest encourages its
employees to act as volunteers.
o Poland: Through cooperation with the “Opiekuńcze skrzydła” foundation and with grants from Starbucks
Global Foundation and AmRest Coffee who operates Starbucks in Poland, this project aims to aid
financially children in need.
o Romania: Project Hope which addresses high school dropout rates in less privileged
environments. Developed in collaboration with Hope&Homes for Children Association, it helps children
improve their study conditions, supports their educational process, and, equally importantly, gives them
hope for a brighter future. 
Support for women
o AmRest is committed to fostering a workplace that supports women and promotes equal opportunities.
To understand the current perception of gender equality, the Company conducted a comprehensive
Gender Equality Study among employees. This was followed by 22 focus groups with women and
individual meetings to explore the identified challenges in depth. The insights gathered informed the
development of targeted actions aimed at addressing potential inequalities and empowering women to
grow and thrive within the organization.
The Company takes a strategic approach to diversity management, encompassing a comprehensive understanding of the
diverse perspectives and characteristics of its employees.
[S1-1/24d] AmRest’s commitment includes:
Promoting Open Communication: Encouraging an open-door policy where employees feel comfortable
discussing any issues or suggestions directly with leadership.
Upholding Values: Ensure that the values are reflected in all interactions and organizational practices, creating
a foundation of mutual respect.
Appropriate Language Standards: Promoting a culture of respect by encouraging the use of appropriate and
inclusive language in all interactions. (Best Communication Practices)
Whistleblowing Platform: Providing a confidential whistleblowing platform that allows employees to report
issues without fear of retaliation, ensuring all concerns are addressed promptly and fairly.
Training on Respectful Behaviours: Regular training sessions on respectful communication, non-harassment,
and anti-mobbing practices to promote a positive and inclusive workplace culture.
Any instances of discrimination or mobbing in the workplace related to diversity can be reported and addressed through
the Speak Openly platform. The Company conducts a formal investigation of the cases reported, more details can be
found in section "Whistleblowing Program" in Governance Information chapter. Additionally, the HR team conducts audits
in restaurants, that utilize relevant questionnaires and dedicated meetings with staff to ensure active counteraction
against any form of discrimination.
The Code of Ethics and Business Conduct governs equality in access to promotions, training and benefits. The document
provides guidance in diversity management within AmRest Group. AmRest also guarantees equal employment
opportunities and prohibits discrimination during the recruitment process. All employment decisions are based solely on
merit.
Every AmRest employee is expected to contribute to creating an inclusive and respectful workplace. This entails
refraining from actions that may result in exclusion. Employees are encouraged to address inappropriate behaviour, and
report it via  the Speak Openly platform. AmRest leaders are expected to be role models in this respect, holding
themselves accountable for fostering a diverse and inclusive environment. They are responsible for promoting diversity in
recruitment, decision-making, and team management, ensuring that all voices are heard.
To prevent and mitigate exclusion, harassment, or marginalization of vulnerable groups, AmRest requires all employees
to undergo mandatory training on the Code of Ethics and Business Conduct, including a separate module about Respect
in Our Workplace.
122
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. AmRest policies in the Own Workforce area
Policy
Scope
Key contents
Regulation
owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Global Health
and Safety
Guidelines
Global
Sets the principles
for occupational
risk prevention
across the
organization
Chief People
Officer
-
Employees
Available to a
limited group of
employees
Global
Languages
Learning Policy
Global
Sets guidelines for
having access to
different
languages learning
resources offered
by AmRest
Global HR
Planning and
Development
Director
-
Employees
AmRest internal
online library
Physical Security
Policy
EEA countries and
Serbia
Sets the principles
and security
measures to
ensure the
protection of
health and life of
AmRest’s
employees,
clients, building
sites and
equipment from
physical security
risks
Chief Risk and
Compliance
Officer
-
Employees
Customers
AmRest internal
online library
Talent Development
The Group promotes the development of its employees by fostering their skills and competencies development and
transparently communicating performance evaluation policies. AmRest uses clear criteria related to skills, competencies
and professional merit in the selection, training and internal promotion of staff.
Selected employee development initiatives at AmRest:
Internal and External Training – the most crucial part of the training is focusing on providing solutions for job
effectiveness.
International Career – AmRest, as a global Company, creates opportunities for employees to work abroad and to
continue their career in other markets.
123
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Employee metrics
S1-6 Characteristics of the undertaking’s employees [50a, 50b, 50bi, 50bii, 50biii, 50c, 50di, 50dii, 50e, 50f] 
Table. Number of employees by gender
Gender
Number of employees
Male
20,283
Female
24,976
TOTAL
45,259
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees. AmRest collects the
information regarding the number of employees by gender based on the national laws and regulations applying to this area and the data
available in the Company's system.
Table. Number of employees by geographical areas
Country
Number of employees
Austria
66
Bulgaria
520
China
1,848
Croatia
229
Czech Republic
8,472
France
3,838
Germany
2,902
Hungary
2,893
Luxembourg
47
Poland
17,682
Portugal
77
Romania
964
Serbia
209
Slovakia
446
Slovenia
18
Spain
4,864
Switzerland
138
UK
46
TOTAL
45,259
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees.
124
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Number of employees by contract type and gender
FEMALE
MALE
TOTAL
Number of employees (headcount)
24,976
20,283
45,259
Number of permanent employees (headcount)
16,837
13,095
29,932
Number of temporary employees (headcount)
8,139
7,188
15,327
Number of non-guaranteed hours employees (headcount)
7,212
6,257
13,469
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees.
Table. Turnover rate
DEPARTURES / TURNOVER
Current reporting period
Number of departures
27,490
Turnover rate
61%
Methodology: Data as of 31 December 2024. Number of departures covers all cases where own employees left AmRest, either on a voluntary
basis or as a result of a dismissal. Turnover rate is expressed as the number of departures divided by the average annual employment.
S1-8 Collective bargaining coverage and social dialogue [60a, 60b, 60c, 63a, 63b]
Table. Collective Bargaining Coverage and Social dialogue
Collective Bargaining Coverage
Social dialogue
Coverage Rate
Employees – EEA (for countries
with >50 empl. representing
>10% total empl.)
Employees – Non-EEA
(estimate for regions with >50
empl. representing >10% total
empl.)
Workplace representation (EEA
only) (for countries with >50
empl. representing >10% total
empl.)
0–19 %
Austria, Bulgaria, Croatia, Czech
Republic, Hungary, Luxembourg,
Poland, Romania, Slovakia,
Slovenia
China, Serbia, United Kingdom
n/a
20–39 %
-
-
n/a
40–59 %
-
-
n/a
60–79 %
-
-
n/a
80–100 %
France, Germany, Portugal, Spain
Switzerland
n/a
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees. In countries listed in
0-19% category, there is no collective bargaining in place. 
125
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Number of employees at Senior Management level by gender [S1-9 66a]
Female
Male
Number of employees at Senior Management
level
-
9
Percentage of employees at Senior
Management level
-
100%
Methodology: Data as of 31 December 2024. The collected data covered Senior Management as defined in section Governance bodies in
General Information chapter.
Table. Number of employees by age [S1-9 66b]
Number of employees aged under 30
31,307
Percentage of employees under 30 years of age
69%
Number of employees aged between 30 and 50
12,166
Percentage of employees aged between 30 and 50
27%
Number of employees aged over 50
1,786
Percentage of employees aged over 50
4%
TOTAL
45,259
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees.
S1-10 Adequate wages [69, 70]
S1-16 Compensation metrics (pay gap and total compensation) [97a, 97b, 97c, 98]
AmRest ensures that all employees receive wages and salaries that align with applicable standards and regulations. To
guarantee that all remuneration complies with local legislation, regular consultations with local payroll departments verify
compliance with the minimum interprofessional salary.
The salaries are also subject to regular review and adjustment in line with the current market benchmarks, as set out in
reports from comprehensive benchmarking services. Additionally, an annual assessment of wages against market
standards is conducted to ensure competitiveness in the job market by enabling salary adjustments where necessary.
The annual salary review process is based on an approach that considers the position of the salary in the market and the
employee's performance, as well as an analysis of potential links (People Potential Assessment and Organization &
Talent Review).
AmRest’s Global Compensation Model encompasses not only a review of the minimum interprofessional salary with local
payroll departments but also a benchmarking of base salaries to market levels (target 90-110% of the market median for
the position), ensuring internal alignment and gender equality. Additionally, it incorporates the standard allocation of total
salary (base salary and variable pay) to market levels. This is achieved through the implementation of a consistent
position grading matrix and up-to-date benchmarking data, as well as the establishment of a salary change approval
matrix, controls, and workflows to facilitate the execution of salary general and administrative (“G&A”) Enforcement.
Table. Pay gap [S1-16/97a]
Current reporting period
Pay gap %
7.3%
Methodology: Data as of 31 December 2024, contract Base Salary from December, Variable and Fixed - data for the whole year 2024. The
scope of the data covered all equity restaurants and all own employees. Payment and hours data was sourced from the local payroll systems or
SyncPeople where possible.
Table. Annual total remuneration ratio of the highest-paid individual [S1-16/97b]
Total remuneration ratio
97
Methodology: Data as of 31 December 2024. The ratio is defined as the annual total remuneration of the highest-paid full-time individual
compared to the median annual total remuneration of all other employees. It is important to note that approximately 60% of employees work
part-time.
126
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Employees with disabilities [S1-12 79, AR76]
Current reporting period
Percentage of employees with disabilities
2.3%
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees.
Table. Training and skills development metrics [S1-13 83b]
Female
Male
Average number of training hours per
employee
33
29
Methodology: Data as of 31 December 2024, sourced from Company's global IT system. The collected data covered all equity restaurants and
all own employees.
Table. Employee evaluations [S1-13 83a]
Female
Male
Percentage of employees who participated
in regular evaluations
35%
30%
Methodology: Data as of 31 December 2024. The internal evaluation program is mandatory only for selected groups of employees.
S1-14 Health and safety metrics [88a-e]
Table. Employees covered by a health and safety management system
Percentage of employees covered by a health and safety management system based on legal requirements
and (or) recognised standards or guidelines
80%
Methodology: Data as of 31 December 2024. Apart from Poland, in all AmRest countries 100% of headcount is covered by health & safety
management system derived from country specific legal requirements. In Poland only employees on permanent contracts are covered by
obligatory health & safety management system.
Table. Accidents and injuries
Current reporting period
Accidents and injuries among employees
Accidents
549
Fatalities
0
TOTAL
549
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees.
Table. Accident rate at work
Current reporting period
Employees
Number of cases of recordable work-related ill health registered
549
Number of days of work incapacity due to work injury/illness at work
55,196,733
Accident rate at work
9.95
Methodology: Data as of 31 December 2024. The collected data covered all equity restaurants and all own employees. The accident rate is
calculated by dividing the numbers of cases of recordable work-related ill health registers by the number of days of work incapacity due to work
injury/illness at work.
127
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
S1-17 Incidents, complaints and severe human rights impacts [102, 103a, 103c, 103d, 104a, 104b]
Table. Human rights violations
Current reporting period
Cases related to vulneration of human rights
10
Number of cases of discrimination including harassment
10
Number of complaints filed through channels designed for people in the undertaking’s own workforce to raise concerns
203
Number of complaints filed through the National Contact Points for OECD Multinational Enterprises
0
Number of severe human rights incidents connected to the undertaking’s workforce
6
Number of severe human rights issues and incidents related to own workforce that constitute non-compliance with the
UN Guiding Principles and the OECD Guidelines for Multinational Enterprises
6
Number of severe human rights cases in which the Company played a role in securing remedies for those affected
6
Amount of significant fines, penalties and compensation for serious human rights issues and incidents related to own
workforce
0
Amount of material penalties, fines and reparations for damage caused by violations of social and human rights factors
0
Number of cases of non-respect of the UN Guiding Principles on Business and Human Rights, ILO Declaration on
Fundamental Principles and Rights at Work or OECD Guidelines for Multinational Enterprises that involve value chain
workers along the value chain
0
Number of severe human rights issues and incidents connected to its upstream and downstream value chain
0
Number of cases of non-respect of the UN Guiding Principles on Business and Human Rights, ILO Declaration on
Fundamental Principles and Rights at Work or OECD Guidelines for Multinational Enterprises that involve affected
communities
0
Number of severe human rights issues and incidents connected to affected communities
0
Number of cases of non-respect of the UN Guiding Principles on Business and Human Rights, ILO Declaration on
Fundamental Principles and Rights at Work or OECD Guidelines for Multinational Enterprises that involve consumers
0
Methodology: Data as of 31 December 2024, source: the Whistleblowing reports. Severe human rights cases as defined by CSRD.
* No material negative impact was identified during the DMA process. [11c, 12, 13, 32b, 33 a, 33b, 33c, 33d, 35]
128
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Workers in The Value Chain *
S2 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [10a, 10b, 11,
11ai-aiii, 11b, 11d, 11e]
The content of this sub-chapter is based on the IROs identified during the double-materiality analysis process, which are
presented at the beginning of this chapter. At this stage, the Company uses only information available in-house without
external input. [S2 SBM-3/11d]
S2-2 Processes for engaging with value chain workers about impacts [22, 22a, 22b, 22c, 22d, 22e, 23]
S2-4 Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing
material opportunities related to value chain workers, and effectiveness of those action [ 32a, 32b, 32c, 32d, 34b, 36, 38]
Each new restaurant opened by AmRest generates employment opportunities within the whole value chain. This includes
employees of business partners, such as franchisees or aggregators, as well as workers in the supply chain.
[S2 SBM-3/10a, b] The supply chain is a critical component of the Company’s business model. AmRest's restaurants
depend on cooperation with suppliers, who ensure the timely delivery of high-quality ingredients and products. The
workers in this segment play a pivotal role in maintaining the efficiency, reliability, and sustainability of the Company’s
operations. Inadequate working conditions for the workers in the value chain could result in strikes and delays in the
provision of resources.
To gain a deeper insight into the impact of value chain workers, the Company conducted a comprehensive review and a
categorisation process, defining three core categories crucial to AmRest’s operations and sustainability. The double
materiality assessment identified the workforce of the Group's suppliers as the most significant stakeholder in the value
chain. [S2 SBM-3/11ai-aiii] [S2 SBM-3/11] However, all value chain workers were included in the scope of the double
materiality assessment.
The three categories are represented by:
the employees within the supply chain, including distribution and logistics (upstream),
the employees engaged in internal operations but employed through external agencies or third-party entities,
such as delivery drivers and maintenance staff (downstream),
the workforce employed by the franchisees (downstream).
[S2 SBM-3/10b] [S2 SBM-3/11e] [S2 SBM-3/11] No significant negative impacts on the employees in the value chain
were identified. Regarding positive impact, AmRest has an opportunity to improve their working conditions by
implementing stricter supplier approval measures. More information about the practices of cooperation with the suppliers
can be found in the Governance Information chapter. The section “Material impacts, risks, and opportunities,” in General
Information chapter, provides more information on the identified impacts, risks, and opportunities, as well as the
methodology of the double materiality analysis.
Human rights
S2-1 Policies related to value chain workers [15, 16, 17, 17a, 17b, 17c, 19, 36]
[S2-1/15] [S2-4/38] [S2-1/17a, c] AmRest recognizes the importance of respecting human rights within the entire value
chain. All workers in the value chain must be fairly treat regardless of their role, which aligns with the Company's values.
AmRest has no specific Human Rights Policy in place. This area is addressed by two documents:
As stated in the Code of Ethics and Business Conduct (described in chapter Governance Information), the Group will
not engage with companies that employ minors or whose labour practices fail to comply with applicable legislation or
human rights standards. [S2-1/17/17a] This rule applies not only to suppliers and their workforce, but to all workers in the
value chain. [S2-1/15] The Company has not conducted an analysis of the child labour and forced labour among its value
chain workers.
The Supplier Code of Practices (described in chapter Governance Information) plays an important role in strengthening
the positive impact and mitigating the potential risk explicitly related to workers in the supply chain. All suppliers are
expected to align with the Company's principles and contribute to the Company’s ethical standing.
They must acknowledge and sign the Code before launching business activities in cooperation with AmRest. Additionally,
they are required to develop and implement management systems that ensure compliance with the rules outlined in the
document. As part of that, they must ensure that all their relevant employees are aware of the Code and receive regular
related training to observe the following:
ensuring equal opportunities and prohibition of discrimination concerning hiring and employment,
providing the employees with safe and healthy working conditions in compliance with all applicable laws and
regulations,
respecting the rights of the employees to associate, organize and bargain collectively lawfully and peacefully
without penalty or interference,
129
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
maintaining compliance with all applicable laws and regulations regarding remuneration with respect to minimum
wages, overtime, maximum hours, commissions, bonuses, piece rates, and other elements of compensation, as
well as legally mandated benefits.
The same requirements apply to the suppliers' value chain.
Furthermore, during the vendor selection process, suppliers are made aware of the requirement to adhere to the rules in
the Code of Ethics and Business Conduct. By adhering to the rules of fair competition and the relevant legislation in each
country, the Company maintains its integrity in terms of its conduct and procedures.
AmRest recognizes the importance of collaboration and supplier insight in optimizing the Company’s processes and
achieving mutual benefit. The Food Services Team, which manages supplier relations and business contacts, ensures
that all processes involving suppliers are conducted in accordance with the relevant legislation. [S2-4/38]
[S2-4/36] There were no human rights violations related to value chain workers in 2024. The section "Whistleblowing
Program", in the Governance Information chapter provides more information about AmRest’s grievance mechanism.
S2-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks
and opportunities [41, 42, 42a, 42b, 42c]
[S2-5/41, 42] The Food Services department established goals in supply chain management. The main one concerns the
percentage of suppliers who are signatories to the Supplier Code of Practice, as described in chapter Governance
Information. AmRest agrees on the business conduct principles with legal representatives of its business partners, who
represent the interests of the workers in the value chain.
The Company monitors the progress made toward the targets regularly and provides updates to designated corporate
bodies, including the Sustainability, Health and Safety Board Committee, and the Management Team. By pursuing these
goals, AmRest aims to develop a robust, sustainable, and innovative supply chain that will support its long-term growth
and enhance its reputation as a reliable partner.
S2 SBM-2 Interests and views of stakeholders [9, AR4, AR5]
S2-3 Processes to remediate negative impacts and channels for value chain workers to raise concerns [27a, 27b, 27c,
27d, 28, 29]
The Group did not conduct an active dialogue with its value chain workforce. [S2 SBM-2/9] However, the Speak Openly
platform is available to all who wish to raise their concerns. [S2-3/29] All related notifications are treated with the utmost
care, and if necessary, corrective action is taken (see Governance Information chapter). [S2-3/27a] At present, AmRest
does not evaluate whether the value chain workers are aware of and have confidence in this process. Nevertheless, the
Company recognises the potential value of this approach and is open to its implementation in the future. [S2-3/28] 
[S2-1/17c]
130
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Affected Communities
ESRS S3 Affected Communities
S3 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [8a, 8b, 9, 9a,
9c, 9d, 10, 11]
[S3 SBM-3/8a] AmRest's business model is based on operating restaurants in a number of countries. Consequently, the
primary communities affected by this situation are the residents of the cities where the Group's restaurants are located.
Affected communities include also the locations of two central kitchens: one in Lleida, Spain, and the second one in
Shanghai, China.
The Group's other sites comprise office spaces, which are mainly located in urban centres. However, the impact on these
areas is considered negligible.
The following groups may potentially be affected by AmRest operating sites: [S3 SBM-3/9a] [S3 SBM-3/10] 
Local communities – the residents in the immediate vicinity of the AmRest stores and representatives of local
restaurant businesses.
Users – the customers of the restaurants.
Employees – the people employed by the Company in the restaurants and coffee stores.
Local authorities – the local government entities in the areas where AmRest operates.
Each category presents a distinct set of risks and opportunities, although some apply to all. No significant negative
impacts on the local communities were identified during the double-materiality process.
The section "Material impacts, risks and opportunities" in General Information chapter, provides more information on the
identified impacts, risks, and opportunities as well as the methodology of the double materiality assessment.
[S3 SBM-3/7, 8b] AmRest does not operate in areas inhabited by Indigenous people. No groups that may be particularly
vulnerable to impacts or marginalized have been identified.
AmRest focuses on strengthening its positive impacts and opportunities, which include integrating communities through
continuous dialogue and improving the well-being of underprivileged groups through local and global social programs.By
amplifying its philanthropic efforts and increasing charitable contributions, the Company can enhance its positive image
and deepen its connection with the communities it serves. [S3 SBM-3/9a] [S3 SBM-3/9c, 11] The framework for AmRest
charitable activities is described in the Gifts, Entertainment and Hospitality Group Policy. [S3-1/16b] [S3-2/21b] [S3-4/32c]
[S3-4/34b]
The Company makes direct contributions to charitable and non-profit organizations, including both cash and product
donations. The Group also encourages its employees to volunteer in activities that can have a positive impact on their
communities. [S3-1/8a]
Table. Selected AmRest social engagement initiatives. Listed in alphabetical order
Actions
Scope
Frequency
Description
Cuore Felice
Spain
Annual
In 2024, La Tagliatella brand collaborated with Cima
Universidad de Navarra donating a percentage of profits from
the products’ sales to support the research of cardiovascular
diseases.
Disaster relief
Spain
One-time
In 2024 AmRest made a donation to Red Cross in Spain to
support the victims of the floods in Valencia.
Food Sharing Day
Global
Annual
In November 2024, AmRest conducted its annual “Food
Sharing Day”. KFC, Starbucks, Pizza Hut, Burger King, and La
Tagliatella delivered meals to children in 170 locations in nine
countries.
Saving food – Harvest
program
Global
Ongoing
AmRest donated surplus products from its restaurants, Central
Kitchen and warehouses. KFC, La Tagliatella, Starbucks, Pizza
Hut and Burger King cooperated with Food Banks and saved
250 tons of food in total.
Strategic partnership
with SIEMACHA
Association
Poland
Ongoing
In 2024, AmRest continued to support SIEMACHA Spot
Wrocław, an educational facility for young people run by
SIEMACHA Association, by providing in-kind and financial
donations.
131
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
S3 SBM-2 Interests and views of stakeholders  [7]
S3-2 Processes for engaging with affected communities about impacts [21, 21a, 21b, 21c, 21d, 24]
S3-3 Processes to remediate negative impacts and channels for affected communities to raise concerns [27b-d, 28]
AmRest places great importance on an open communication with local communities. The Group recognises the value of
understanding the needs and concerns of people around and is dedicated to responding in an appropriate manner by
integrating them into the ongoing dialogue with the stakeholders.
It is essential to monitor local legislation closely, as it may impose restrictions on business expansion or limit the opening
of new outlets. The regulatory environment varies from region to region, and changes in legislation or policy could present
challenges to AmRest's growth strategy. [S3 SBM-2] [S3 SBM-3/9a] [S3 SBM-3/9d] [S3 SBM-3/11] AmRest does not
consult its strategic plans or business model with affected communities. However, the opinions and concerns of local
communities are particularly important during the planning and construction phases of building projects. The responsibility
for these activities in this area falls upon AmRest’s Construction and Development Department employees. Their role is to
consult and obtain the necessary permits from the local authorities who officially represent the affected communities.
Other methods of engaging with local communities include direct contact with the Company’s representatives, information
published on AmRest’s website as well as information in traditional and online media. [S3-2/21a] [S3-2/21b] [S3-3/27d]
Maintaining positive relationships with local communities is vital for the Company's growth. However, there are also risks
that could have a negative impact on the business. Therefore, any challenges that arise must be addressed and
considered with due care. In some communities, there is a strong preference for supporting local enterprises.
Consequently, global chains like AmRest may encounter criticism on this front. Potential resistance and activism in favour
of small businesses or against global brands could result in protests, campaigns, or public backlash, causing harm to
AmRest's reputation and market presence.
In many countries AmRest is a member of national and local industry associations, representing hospitality, restaurants,
and catering (“HORECA”) businesses. In this role, the Company participates in programs and initiatives aimed at
protecting the interests of restaurant operators including local companies.
The External Communications and Corporate Affairs department manages this area and ensures appropriate measures
are taken. [S3-2/21c] The Group monitors its performance in community engagement by tracing employee volunteerism
and level of donations to charitable and social causes, which is reported annually as a consolidated figure in the Group's
Consolidated Statement of Non-Financial Information and Sustainability Information.
Furthermore, AmRest monitors its engagement with the affected communities through media monitoring platforms. Local
press and online publications are regularly reviewed and analysed to identify and address potential issues as well as to
identify opportunities for cooperation. Information on the effectiveness of engagement with local communities is also
obtained from communication channels such as the Customer Care line (online, phone, direct contact) and the Speak
Openly platform (available for all on AmRest website). Any complaints or suggestions submitted through these channels
are processed under the relevant procedures and addressed by the business owners responsible for the affected area.
[S3-2/21d] [S3-3/27b] [S3-3/27c] [S3-3/27d] All whistleblowers are protected against any form of retaliation. More
information on the whistleblowing channel is available in section Whistleblowing Program in chapter Governance
Information. [S3-3/28] [S3-4/32d] [S3-4/33a] The Customer Care description can be found within the Social Information
chapter, in section Customers engagement and Customer Care.
AmRest has not implemented processes or procedures for determining whether affected communities are aware of the
channels through which they can raise concerns.
S3-1 Policies related to affected communities [14, 16, 16b, 16c, 18]
S3-4 Taking action on material impacts on affected communities, and approaches to managing material risks and
pursuing material opportunities related to affected communities, and the effectiveness of those actions [32c, 32d, 33a,
34b,36, 38]
The Company ensures compliance with human rights at every stage of its value chain and guarantees that the human
rights of all affected communities are safeguarded through compliance with the law. Furthermore, AmRest assures its
activities do not violate human rights and takes preventive measures to avoid such infringements. [S3-1/14] [S3-1/16c]
[S3-1/18] There is no specific policy addressing human rights related to Affected Communities. AmRest approach to
managing and respecting human rights is described in the Code of Ethics and Business Conduct.
[S3-4/36] In the reporting period, there were no cases of human rights violations related to affected communities.
S3-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks
and opportunities [41, 42, 42a, 42b, 42c]
AmRest has not established any specific targets in relation to engagement with the affected communities.
* AmRest considers customers as end-users. AmRest defines its consumers as individuals who acquire, consume or use AmRest goods for personal use,
either for themselves or for others.
* RSPO stands for the Roundtable on Sustainable Palm Oil.
132
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Consumers And End-Users
S4 SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model [9a, 9 b, 10,
10a, 10c, 10d, 11, 12]
S4-1 Policies related to consumers and end-users [15, 16, 16a, 16b, 16c, 17]
S4-4 Taking action on material impacts on consumers and end-users, and approaches to managing material risks and
pursuing material opportunities related to consumers and end-users, and effectiveness of those actions [30, 31c, 31d,
32a, 32b, 32c, 33a, 33b, 35, 37]
S4-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks
and opportunities [40, 41, 41a, 41b, 41 c]
Customer * preferences play a pivotal role in AmRest’s business model, influencing the popularity and scope of products
and services offered. In this context, the customers are regarded as the key stakeholders. The Group places great value
on customer feedback, as it enables the Company to meet its customers' needs and preferences, as well as address any
concerns they may have. The systematic collection and analysis of feedback facilitates accurate adjustments to the
Group's strategy and business model. By maintaining continuous engagement with the customers, AmRest can enhance
the quality of its services and demonstrate its dedication to providing outstanding dining experiences. [S4 SBM3/9a] [S4
SBM3/9b]
Nutrition
One of AmRest’s primary objectives is to offer customers food that meets the highest quality and safety standards. All
brands owned and operated by the Company are subject to rigorous requirements regarding prohibited ingredients, with
the objective of eliminating or reducing artificial additives. This approach aligns with the wider AmRest Nutrition
Commitments to reformulate products in terms of nutritional value, making them more suitable for customers with specific
dietary requirements, including those with conditions such as diabetes or hypertension. [S4 SBM3/9a] [S4 SBM3/9b] [S4
SBM3/12]
The customers with special health needs are considered vulnerable groups:
Consumers with food allergies. 
Consumers with diabetes.  
Customers with low-calorie diet.  
Consumers with lactose intolerance.  
[S4-4/31d] [S4-5] Between 2021 and 2024 all AmRest brands were implementing nutrition plans with annual goals
specified. The status and results were presented to the AmRest Sustainability, Health and Safety Board Committee. In
2025 the Company will conduct a comprehensive revision of the nutrition strategy, followed by creating related actions
and targets in the medium term time horizon. 
According to the nutrition strategy, the Company pursues to achieve the following goals with related actions (listed below).
They are being reviewed within the framework of annual nutrition roadmap. Since these actions are part of AmRest’s daily
activities, the quantification of their implementation is taken into account in each year’s budget. [S4 SBM3/10c] [S4
SBM3/10d] [S4 SBM3/11] [S4-4/30] [S4-4/31a] [S4-4/33b] [S4-5/40] 
Ingredients’ improvements:
AmRest prioritizes the use of high-quality, and sustainable ingredients to enhance menu items by:
o using ingredients rich in essential nutrients,
o implementing a Clean Label approach by reducing artificial preservatives, colours, and flavours,
o sourcing sustainable ingredients, such as cage-free eggs and RSPO-certified * palm oil, while supporting
ethical and environmentally responsible practices.
Recipe enhancement:
To improve the nutritional profile of its menu, AmRest is reformulating recipes while maintaining taste, texture,
and customer satisfaction by:
o reducing calories, sugar, salt, and unhealthy fats across menu items,
o adopting innovative cooking methods to preserve nutrients and minimize the need for added fats,
o diversifying menu options to include balanced meals with high protein, fibre, and other essential
nutrients
Customer health:
AmRest empowers customers to make informed dietary decisions by offering transparent nutritional information
and tailored programs:
133
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
o clearly marking healthy menu options
o providing detailed nutritional information
o developing tailored programs such as gluten-free options, heart-health-focused low-sodium meals, and
high-protein alternatives
Nutrition culture:
o Planning to offer mandatory nutrition training for customer-facing employees to ensure they can provide
informed advice
o Promoting “Wellness Days” and sharing success stories
o Celebrating milestones like achieving sustainability goals, launching new healthy menu items, and
providing staff training in nutrition.
Additionally, the customers have the option to customize their meals, with a range of choices available to suit special
dietary needs, such as food allergies or coeliac disease, and customer preferences, including vegan, vegetarian, and
plant-based diets. [S4-4/31c]
[S4-4/30] [S4-3/31 c] [S4-1/15] AmRest’s efforts regarding the mitigation of any potential negative impacts on the
customers are focused on food and nutrition, as the key areas of possible material impact. These objectives are overseen
by the Nutrition Group Policy, which aims to exceed the customers' expectations by offering a varied gastronomic
selection that meets their health, well-being, nutrition, and pleasure needs. The Policy has been developed in accordance
with the health and nutritional guidelines and recommended practices prevailing in the countries where AmRest operates.
[S4-4/33b] The Company also identified an opportunity to strengthen the accessibility of products and services for groups
at risk of exclusion. Integrating people with disability through e. g. the creation of Braille or audio menus can enhance
their independence and foster new opportunities for social interaction and employment. This approach guarantees that
individuals with visual impairments can independently navigate menus and make choices, thereby fostering a more
inclusive environment.
All types of customers were included in the scope of double materiality assessment. [S4 SBM3/10] More information on
the identified impacts, risks and opportunities as well as the methodology of the double materiality analysis is available in
the section “Material impacts, risks and opportunities” in General Information chapter.
Food Services Excellence
AmRest prioritizes food safety and the highest quality standards across its operations. The Company adheres to its
comprehensive Food Safety Group Policy, implemented since 2022, which mandates that all suppliers, contractors, and
distributors providing food ingredients, beverages, or packaging meet stringent safety and quality requirements. This
includes approval by the Quality Assurance, Food Safety and Supply Sustainability Department.
To ensure product safety, AmRest has established a robust Hazard Analysis and Critical Control Point ("HACCP") plan
and continuously fosters a string food safety culture within organization. This effort includes enhancing employee skills,
raising awareness, and improving risk management through targeted training programs.
Table. Key actions and targets in food safety area
Action
Scope
Time horizon
Owner
Target
Food safety audits
Supplier Approval
Global
Annual auditing plan
Food Services
President
Minimum 80% of audits passed
Minimum 75% of class A and B
suppliers in Europe that have
GFSI-recognized (Global Food
Safety Initiative) certification
Methodology: Target no. 2 is calculated as the total number of Class A and B suppliers in Europe with Global Food Safety Initiative certification
divided by the total number of Class A and B suppliers in Europe. The scope of this KPI covers European suppliers from AmRest’s KFC, Pizza
Hut, Burger King, Starbucks, SushiShop and La Tagliatella restaurants. Class A and B suppliers are defined by critical and medium quality risk
levels based on AmRest’s internal quality risk matrix criteria. This KPI excludes Class C suppliers. The Global Food Safety Initiative certification
is a recognized global standard for ensuring that suppliers adhere to responsible and safe production practices, reducing the risk of
contamination. The certification acts as the best market standard to assess the food safety performance of suppliers. As of 2024, the percentage
of GFSI-certified Class A and B suppliers is 95.
At AmRest, quality and food safety audits are carried out by experienced and independent auditors to ensure compliance
with food safety standards. These audits are regularly conducted in every stage of the supply chain, including suppliers,
central kitchens, distribution and logistics, and restaurants.
AmRest suppliers are subject to audit schemes approved by the Quality Assurance and Food Safety Department
based on the risk assessment of the suppliers and/or provided by the franchisors. The audits are performed
either by third-party auditors selected by the Quality Assurance and Food Safety Department or by the
Franchisors, or by AmRest Quality Assurance Managers/team members qualified as auditors.
Distributors that deliver to AmRest restaurants are audited by a third-party expert who specializes in the audit of
warehouses, cross-dock facilities, and transportation. The main purpose of the audit is to evaluate the systems
and procedures, as well as product and process controls, involved in storing and distributing food.
134
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Independent auditors conduct unannounced inspections and/or audits of AmRest restaurants and coffee houses
to ensure strict adherence to food safety and quality standards. These inspections are tailored to meet each
brand's specific needs and are carried out regularly.
Audit reports are shared with the Quality Assurance and Food Safety Department, and the results are analysed. If the
results are not satisfactory, a Corrective Action Plan will be put in place. AmRest has rigorous processes to identify food
quality issues. All incidents of non-compliance raised during an audit require mandatory corrective actions to ensure
compliance.
The total number of audits conducted in restaurants and among suppliers in 2024 was 6,992 (and 7,249 in 2023).
Table. AmRest policies in the Customer Area
Policy
Scope
Key contents
Regulation owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Nutrition Group
Policy
Global
AmRest
commitments to
exceeding
customers’
expectations
through a diverse
gastronomic offer
Food Services
President
-
Employees
Customers
AmRest internal
online library
Food Safety
Group Policy
Global
Sets requirements
and specific goals
to ensure the
highest food safety
standards
throughout the
entire AmRest
food chain
Food Services
President
-
Employees
Customers
AmRest internal
online library
Customers engagement and Customer Care
[S4 SBM-2/8] S4-2 Processes for engaging with consumers and end-users about impacts. [20, 20a, 20b, 20c, 20d, 21]
S4-3 Processes to remediate negative impacts and channels for consumers and end-users to raise concerns.[25a, 25b,
25c, 25d, 26]
AmRest recognises the importance of meaningful customer engagement for the Company's business and sustainability
efforts. At various stages of the process, customers' opinions and feedback are taken into account, influencing the
development of new offers and the actions taken.
Customers play an active role in the development of customer-facing propositions that can impact their everyday lives.
While there is no official AmRest policy covering customer engagement, it is embedded in the brand's best practices.
[S4-2/20]
The Group engages with its customers on an ongoing basis at various stages of the product development process,
including the introduction of new products and the improvement of the existing ones. This also encompasses the ideation,
development, and testing phases, during which the customers’ needs are considered through various market research
and consultation methods. Firstly, qualitative and quantitative research recognizes customers’ needs and expectations.
This allows the Company to develop product propositions that will have a positive impact on the customers’ lives. The
next stage is the testing phase, during which new products are presented to customers. The customer feedback gathered
during market tests provides insights into the potential impact on consumption patterns. This phase also encompasses
communication testing to guarantee that the message is engaging, transparent, and appealing to end users. Furthermore,
it enables the assessment of the usability of digital services. Other methods of considering the customers’ opinions
include the analysis of reviews on social media and collating data from customer care surveys. [S4-2/20] [S4-2/20a]
[S4-2/20b] [S4-2/20d] 
Since the customers constitute the key stakeholder group, it is crucial not only to include them in relevant processes but
also to recognize and manage their perspectives and concerns. All AmRest brands that operate in the European Union
offer online contact forms and email addresses for the customers to submit claims. Furthermore, the customers are
invited to share their opinions via several alternative channels, including telephone, letters, online customer satisfaction
surveys, systems provided by third-party deliverers, and social media accounts. They can also give their feedback directly
to the restaurant staff. [S4-3/25b] [S4-2/20a]
The complaints are addressed in accordance with the established procedures for each market and in compliance with the
relevant local legislation. Each complaint is evaluated by a subject matter expert and a dedicated Customer Care
representative. The nature of each complaint determines the appropriate grid tier, which determines the necessary
resolution path and the maximum time allowed for its resolution. The entire process is carefully monitored. [S4 SBM3/9a]
[S4 SBM3/9b]
The Customer Care Department is primarily responsible for identifying and addressing significant impacts on individual
customers. Its responsibility is to identify and categorise customer reports and provide a response. The way reports are
managed depends on the priority level assigned to the issue in question. The Customer Care Director, oversees the
135
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Customer Care Team who are split into diverse European markets and brands. Some markets are additionally supported
by external Contact Centres due to the high volume of customer contacts. [S4-3/25a] [S4-4/37] [S4-2/20c]
For instance, if a report relates to a particular visit to a restaurant, the response is discussed with the manager of the
restaurant in question. When the report requires significant input from other departments, the response is consulted with
them. Once all opinions have been obtained, the Customer Care Department formulates a response containing a solution
to the problem and sends it to the customer. The customer then receives a satisfaction survey, which requests feedback
on the proposed solution to the problem. [S4-3/25d]
In contrast, reports that contain incidents of a severely concerning nature with the potential for a significant impact on the
customers are defined as critical. Such cases may include issues related to privacy violations, animal rights violations,
environmental protection violations, harassment of a customer or an employee, food poisoning, foreign objects in food,
discrimination, the need for a medical visit, inappropriate behaviour of staff towards the customer, requests for insurance
protection, media requests for comments on the incident or reports from customer protection offices. The reports are then
forwarded to the relevant departments, which are responsible for ensuring the management of the area in question.
Based on the opinions of the relevant departments, the Customer Care Department formulates the response and directs
it to the affected customers. Should the customers remain unsatisfied with the responses, the matters are referred back to
the Customer Care Department and expert departments for further consultation. If the customers do not raise any
objections within seven days, the matters are considered closed. [S4-3/25d] The effectiveness and customer satisfaction
relating to each handled case are measured by “after contact” surveys sent to all feedback submitters via the contact
form, email, or Facebook direct message. [S4-3/26] [S4-2/20d]
Furthermore, the customers’ satisfaction is measured in two types of customer research. The first one is conducted at the
brand level and refers to the customers’ satisfaction with the brand. The survey is directed at the customers who declared
having recently visited AmRest or competitive brands. It concentrates on various brand KPIs, including awareness,
penetration, and brand associations. The research is conducted in six markets: Poland, the Czech Republic, Hungary,
France, Germany, and Spain. The second type of research is conducted at the visitation level, with the invitation to
participate in the survey distributed together with the bill. The customers willing to give feedback are directed to an online
survey which contains satisfaction questions relevant for each brand, sales channel and market (the content differs by
business unit). The results of the research are collected in online dashboards and shared with brand teams and the
managers of the restaurants. [S4-3/26] [S4-2/20b]
Since AmRest is committed to the highest ethical standards, by taking these measures, the Company ensures that
human rights are respected also regarding the customers. In the reporting period, there were no cases of human rights
violations related to the customers of the organisation. More information about the Group’s approach to managing and
respecting human rights is available in the Code of Ethics and Business Conduct, available on AmRest website. There is
no specific policy on human rights related to consumers. [S4-1/16, 16a, 16b, 16c, 17] [S4-4/35]
In 2024 the complaint ratio per 10 000 transactions in AmRest was 10.78 (and 11.15 in 2023). The total number of
complaints received in 2024 was 221,688  (and 216,869 in 2023).
136
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Marketing Communication
[S4-1/15] Marketing communications directed to the customers are regulated by the Marketing Communications Policy, as
well as global and regional policies created by AmRest franchisors. To ensure a responsible and ethical approach to
marketing and advertising the Marketing Communications  Policy emphasizes the protection of the customers’ interests
as well as states that the Company’s communication activities should not target children under the age of 13 or any
vulnerable groups.
The vulnerable target groups are defined as persons facing specific physical, social, political, or economic conditions or
characteristics that place them at a higher risk of suffering a burden, or at a risk of suffering a disproportionate burden of
the social, economic, or environmental impacts of the organization’s operations. The vulnerable groups may include
children and young people, the elderly, people with disabilities, refugees or returning refugees, and ethnic minorities.
The Policy applies to all members of the Marketing Department and all employees responsible for managing brands
within the AmRest Group, both globally and locally. Furthermore, it encompasses external partners providing marketing,
media, and advertising services. The Policy covers all marketing channels, including media outlets, digital platforms, PR
activities, in-store materials, product packaging, sponsorships, and promotional materials. By adhering to this document,
AmRest guarantees that its marketing communications are ethical, consistent across all brands and markets, and aligned
with both internal and external standards.
Table. AmRest policies in the Customer Area
Policy
Scope
Key contents
Regulation owner
Third-party
standard
addressed
Affected
Stakeholders
Available on
Marketing
Communication
Policy
Global
Principles of
marketing
communication
Chief Marketing
Officer
-
AmRest
Marketing
Departments
Third-parties
cooperating with
AmRest (PR and
communication
agencies etc.)
Customers
AmRest internal
online library
137
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Governance Information
138
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Impacts, risks and opportunities identified in Governance area
EN-Business-1.png
* A comprehensive description of double-materiality process is included in chapter General Information, section "Material impacts, risks and opportunities".
139
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Corporate culture
G1-1 Business conduct policies and corporate culture *
AmRest is a listed company with shares in all four Spanish stock exchanges through the Spanish Automated Quotation
System (Sistema de Interconexión Bursátil – “SIBE”) and on the Warsaw Stock Exchange (“WSE”). The corporate
governance system of AmRest is based on the best corporate governance practices and, in particular, on the principles
and recommendations of the Good Governance Code for listed companies approved in Spain by the National Securities
Market Commission. In addition, and since the Company's shares are listed in both Spain and Poland, AmRest declares
its degree of compliance with the Code of Best Practices for Warsaw Stock Exchange Listed Companies, drawn up by the
Warsaw Stock Exchange Council.
[G1-1/ 9] AmRest’s culture is founded upon the Group’s purpose, mission, and vision which serve as the guiding
principles for all employees. The Company’s purpose is centered on service. The dedication to exceptional service drives
the Group’s mission - to win the guests’ hearts through unique service, products, and experiences delivered by
enthusiastic employees.
AmRest Group’s vision is to become a European leader who inspires the global restaurant industry.
Together, these elements provide a clear framework that motivates AmRest employees to contribute effectively towards
the shared goals presented in “Our Culture Guidebook.”
Infographic. Values – AmRest’s Compass
Values - AmRests Compass.png
140
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
G1 GOV-1 The role of the administrative, management, and supervisory bodies related to business conduct [GOV-1/5a,
5b]
Governance Structure of Global Compliance Model
The governance structure of AmRest Holdings in terms of business conduct is based on the company’s Global
Compliance Model, including several key elements: (i) Risk & Compliance Committee; (ii) Global Risk and Business
Continuity function; and (iii) Global Compliance function. Additionally, other internal bodies and departments provide
support to the governing bodies.
Board of Directors
The Board of Directors is the highest governing body. In accordance with regulatory requirements, it oversees the
determination, management, and administration of AmRest's general policies and strategies. The Board of Directors is
ultimately responsible for the Global Compliance Model, ensuring that the Group's values and principles of ethics and
compliance are upheld.
Audit and Risk Board Committee
The Audit and Risk Board Committee is a permanent internal informative and consultative body established by the Board
of Directors, without executive duties. The Board has delegated its functions and powers in matters of control, ethics, and
compliance to this committee to ensure the Group's risk control and management system is sufficient and effective. The
Audit and Risk Board Committee also supervises the operation of and compliance with the Spanish compliance model, in
accordance with applicable legislation for AmRest Holdings.
Senior Management 
The Senior Management, acting as the first line of defense, is responsible for observing the policies and procedures
established by the Group and for acting ethically and responsibly. They are tasked with maintaining an effective control
environment, ensuring that their areas of responsibility comply with applicable legislation and regulations, and
implementing controls optimally in every area.
Risk & Compliance Committee (“R&CC”)
The Risk & Compliance Committee is responsible for implementing the Global Compliance Model, supervising its correct
functioning, and establishing and overseeing whistleblowing mechanisms within AmRest. It also ensures consistent
communication and training to foster a Risk and Compliance culture throughout the organization. The R&CC supervises
the approval, updating, and observance of regulations and their coherence. The committee is composed of the following
members:
Chief Risk and Compliance Officer (Chairman) 
Chief Executive Officer 
Chief Operations Officer 
Chief People Officer 
Chief Finance Officer 
General Counsel 
Chief Information Officer 
Food Services President 
Global Indirect Procurement Director 
Global Ethics Committee
The Global Ethics Committee provides guidance and consultation on ethical standards at the AmRest Group level. It
consists of at least four members from Senior Management, proposed by the Risk and Compliance Committee and
approved by the Audit and Risk Board Committee. This committee is also responsible for deciding on necessary
remedies and next steps following an investigation into a case indicated in the Whistleblowing Group Policy. 
Local Ethics Committees
The Local Ethics Committees provide guidance and consultation on ethical standards at a regional or country level. They
consist of at least three members appointed by the Global Ethics Committee and are responsible for deciding on
necessary remedies and required next steps following an investigation.
Trainings and Development
Members of AmRest Holdings' Board of Directors participate in various training courses and seminars to gather
information relevant to their competences. These include meetings with auditors, private forums, and events organized by
law firms and consultants on topics important to the Company and the Board. The Audit and Risk Committee and the
Appointments, Remuneration, and Corporate Governance Committees receive information from independent external
advisors (when required) and regular updates from Senior Managers and subject matter experts.
141
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Senior Managers and employees responsible for business conduct and compliance matters participate in the Board
Committees session regularly, updating the Committees' members on the compliance legal requirements and the latest
trends in business conduct area.
The Company has established a unique training program for its Board members, which varies annually based on global
trends, regulatory changes, and business challenges. The Appointments, Remuneration, and Corporate Governance
Board Committee designs and approves this program, including both compulsory and strategic trainings. Board members
participate in these trainings when required.
The Senior Management, as well as the members of the Global and Local Ethics Committees, receive relevant training
including recertification of the Code of Ethics and Business Conduct if necessary. Furthermore, they must participate in
mandatory annual training on Conflicts of Interest and the Gift, Entertainment, and Hospitality Policy. The training courses
are typically conducted online. None of the members of these bodies has official external certification in the business
conduct area. However, their long-term exposure to the management of ethical issues makes them adequately equipped
for this role.
The Local Ethics Committees receive tailored training on the Code of Ethics and Business Conduct matters in dedicated
sessions led by the Compliance function. The training covers various topics, including internal Group policies, anti-
corruption, conflicts of interest, gifts, and whistleblowing processes.
In 2024, the Group implemented charters for Global and Local Ethics Committees. These charters include specific rules
and guidelines regarding the main responsibilities of those bodies regarding the Code of Ethics and Business Conduct.
Table. List of training courses with details of features and functions [GOV-1/5a, 5b, G1-3/21c]
Training title
Code of Ethics and
Business Conduct
Conflict of Interest
(“COI”) Training
Gifts, Entertainment
and Hospitality (“G,
E, H”)
Local Ethics
Committee (“LEC”)
Training
Local roadshows
Target audience
All Employees
Managers Lvl 4+
Managers Lvl 4+
Local Ethics
Committee members
Market Leaders
Training coverage
(completion)
87%
66%
56%
100%
80%
Delivery method
Online
Online
Online
Online
On-site
Duration
1 hour
1 hour
1 hour
3 hours
3 hours
Frequency
Annually
Annually
Annually
Every 2 years
Annually
Topics covered
Compliance model
Policy and definitions
Prevention
Detection and
reporting
Anticorruption
142
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Business conduct policies and corporate culture
[G1-1/10 g] The mandatory annual recertification for the Code of Ethics and Business Conduct is a vital part of AmRest
compliance and ethics program, ensuring that all employees remain consistently aware of and adhere to the ethical
standards and business conduct guidelines. At the beginning of each year, a notification campaign is launched to inform
all employees about the mandatory recertification requirement.
The training is available in multiple languages. For new employees, a full, obligatory version is assigned during
onboarding, providing an in-depth understanding of the Code of Ethics and Business Conduct. For current employees, an
annual recertification version is assigned, offering the option to either take the full course or skip directly to the knowledge
verification test. The full course lasts approximately 25 minutes and includes interactive elements that engage employees
through tasks and scenarios. The training covers basic information about the Code of Ethics, its importance, and its
application in daily work, addressing various workplace situations such as:
Conflict of interest
Bribery & Corruption
Respect in Our Workplace (employee)
Protection of Sensitive Information
Using IT Systems
Insider Trading
Political or Associative Activities
External Communication
To complete the training, employees must pass a test consisting of 15 questions, with a minimum of 12 correct answers
required to pass. The final step involves reading the Code of Ethics and Business Conduct document and confirming it
has been read.
Additionally, there are separate training courses for deeper understanding of specific topics such as Conflict of Interests,
External Communication (Social Media), GDPR, and Gifts, Entertainment & Hospitality.
This comprehensive approach ensures that all employees are well-informed about ethical standards and are equipped to
apply them in their daily work. It also reinforces AmRest commitment to maintaining a culture of integrity and
accountability within the organization.
Table. AmRest policies in the area of business conduct
Policy
Scope
Key contents
Regulation owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Code of Ethics
and Business
Conduct
Global
Establishing
guidelines and
rules of conduct to
be followed by all
those who form
part of the Group.
Board of Directors
-
Employees
Third parties that
collaborate or
establish relations
with AmRest
Group
AmRest corporate
website and
internal online
library
Prevention and detection of corruption and bribery
G1-3 Prevention and detection of corruption and bribery[18a, 18b, 18c, 20, 21a, 21b, 21c]
G1-4 Incidents of corruption or bribery [24 a, 24b]
AmRest has a "zero tolerance" approach toward any form of corruption and money-laundering, or any other acts that may
be unlawful or against the ethical principles stated in the Group’s Code of Ethics and Business Conduct. Additionally, as a
public interest company, with headquarters on the European Union territory and operating in many countries, AmRest
must comply with specific anti-corruption legislation, including the United Nations Convention against Corruption
(“UNCAC”).
To ensure full compliance in this area, the Group established three policies: the Global Anti-corruption Policy, the Conflict
of Interest Group Policy, and the Global Gifts, Entertainment, and Hospitality Policy.
143
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. AmRest policies in the area of anti-corruption and anti-bribery
Policy
Scope
Key contents
Regulation owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Global Anti-
Corruption Policy
Global
Setting the rules
and standards of
conduct to prevent
and counteract
corruption in the
Company
Chief Risk &
Compliance
Officer
Aligned with
United Nations
Convention
against Corruption
Employees
Third parties that
collaborate or
establish relations
with AmRest
Group.
AmRest internal
online library
Conflict of
Interest Group
Policy
Global
Setting the
principles and
rules to prevent
and manage
conflicts of interest
or even the
appearance
thereof
Chief Risk &
Compliance
Officer
-
Employees
Third parties that
collaborate or
establish relations
with AmRest
Group.
AmRest internal
online library
Global Gifts,
Entertainment
and Hospitality
Global
Setting the rules
and guidelines for
offering and
accepting gifts,
entertainment, and
hospitality in the
work environment
Chief Risk &
Compliance
Officer
-
Employees
Third parties that
collaborate or
establish relations
with AmRest
Group.
AmRest internal
online library
AmRest has not identified any employee groups as at a greater risk of exposure to corruption; hence, there is no specific
program dedicated to such a group.
All employees and all members of the supervisory and management bodies undergo general anti-corruption training at
least once a year.
The staple of the Company’s business conduct training program is training on the Group’s Code of Ethics and Business
Conduct, which contains a section on anti-corruption. The course is mandatory for new employees and must be
completed during onboarding. Additionally, a recertification for all current employees is required once a year. To complete
it each employee must pass a test at the end. [G1-1/10g]
To prevent corruption or bribery, AmRest has established rules regarding offering and accepting gifts, entertainment or
hospitality to and from third parties. Exceptions must be approved by the Local Ethics Committee. Furthermore, gifts,
entertainment, or hospitality must be registered in the Gifts and Hospitality Register. The Gifts and Hospitality Register is
maintained by the HR teams at the country level and is supervised by the Global Compliance Team. To ensure proper
execution of the requirements related to gift management, HR team members undergo special training on the Gifts,
Entertainment and Hospitality Policy. [G1-3/18 a] [G1-4/24 b]
Apart from that, general training on the Gifts Policy is required from all other AmRest employees, including the members
of the Risk and Compliance Committee and Senior Management. Additionally, the entire AmRest population must take a
Global Conflict of Interest Policy course. [G1-3/21 a] The training aims to help employees identify situations that may
qualify as a conflict of interest and guide them on how to withdraw from such situations. They also learn how to disclose
and where to report such incidents. The course includes a section on completing an annual conflict-of-interest
declaration. [G1-3/21 a]
AmRest Group requires all employees and individuals entrusted with fiduciary duties to self-disclose any conflict of
interest in the format provided in the Conflict of Interest Policy. [G1-3/18 a] In such cases, the matter should be disclosed
to the supervisor of the person identified as having a conflict and to the Compliance Team. The aim is to assess the
situation and define adequate mitigation measures objectively. [G1-3/18 b] In addition to this, on an annual basis, all L4+
employees – restaurant managers and office workers with significant responsibility, managing teams, and contributing to
strategic decisions–are required to sign a conflict-of-interest declaration.
All AmRest courses run as part of the anti-corruption program end with a test assessing the acquired knowledge, which
requires achieving a minimum score to be passed.
Regarding external partners, the Company asks its key suppliers to sign the AmRest Supply Code of Practice, which
includes a section on corruption and bribery. To guarantee objectivity in vendor selection, the sourcing procedure
implemented at AmRest establishes the obligation to secure and consider a minimum of three offers in the bidding
process.
144
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
The Compliance Department monitors and oversees the updating of Global Policies and manages the Global Library of
all internal regulations to ensure they are accessible to the target audience. The team also periodically assesses the
Maturity Level of the Global Policies approved by the Board of Directors. The process includes an evaluation of the
communication and awareness initiatives to confirm whether all employees within the scope of the policies have been
adequately covered. [G1-3/18 a] [G1-4/ 24 b]
Furthermore, the owners of the internal regulations are responsible for determining the method and means of
communication with all target persons and areas, defining the scope of the necessary training, supervising the execution
of the training process concerning each internal regulation, determining the need for and manner of training of the
employees and confirming the commitment of the relevant employees to follow the internal regulations.  [G1-3/18 a]
The Compliance Department analysed the communication and awareness needs related to the Anti-Corruption Policy and
other related policies, such as Gifts, Entertainment and Hospitality Policy, and Conflicts of Interest Policy. [G1-3/20]
Table. Specific initiatives performed to ensure all relevant functions receive adequate knowledge on relevant policies
COI 2024 Awareness & Training
KPIs:
GEH 2024 Awareness & Training
KPIs:
Anti-corruption 2024 Awareness &
Training KPIs:
Email Policy
Communication:
Globally and 93% Locally
Globally and 93% Locally
Globally and 86% Locally
Policy available
Translations:
15 (100%)
14 (93%)
13 (86%)
Additional
announcements:
Globally
Globally
Globally
Awareness site:
Yes
Yes
Yes
Communication through
other channels:
None
Yes
Yes
Training initiatives:
Yes (global e-course)
Yes (global e-course)
No
Awareness initiatives:
Compliance Roadshows (Czech,
France, Germany, Hungary, Poland)
Compliance Roadshows (Czech,
France, Germany, Hungary, Poland)
Compliance Roadshows (Czech,
France, Germany, Hungary, Poland)
Whistleblowing Program
[G1-1/10 a, 10 ci, 10 cii, 10 e, 10f, 10g], [G1-3/18 a]
The Company recognizes the importance of reporting irregularities and protecting the Whistleblowers.  [G1-3/18 a]
In observance of the EU regulation on Whistleblowing (Directive (UE) 2019/1937), AmRest encourages its employees to
report any unethical behaviour or violations confidentially and without fear of retaliation. This process is governed by the
Whistleblowing Group Policy and follows a detailed Investigation Procedure. [G1-1/10ci]
The Speak Openly platform is the Company’s whistleblowing tool designed to collect information about irregularities
which can be submitted by people who might witness breaches of regulations or want to express other concerns or
grievances in these categories:
Business Integrity 
Human Resources/Diversity and workplace respect 
Accounting, Auditing, Financial Fraud
Environmental, Health & Safety
Public Relations
[S1-3/32c] The platform is available to all AmRest’s stakeholders, both internal and external, and can be accessed by all
concerned parties on a corporate website. An assigned Global Coordinator regularly monitors the tool to ensure each
reported case is handled promptly and efficiently.
A formal procedure for managing the reports received has been established to ensure transparency, integrity, and
compliance with the law. The local and Global Compliance teams supervise the process continuously. In line with the
Company's dedication to continuous improvement, AmRest has been working to enhance the employee feedback
mechanisms and to provide additional communication channels in the near future. [G1-1/10ci, e] AmRest has
implemented and continuously measures the level of awareness and confidence in the whistleblowing mechanism.
Quarterly, in each compliance report provided to the Audit and Risk Board Committee, AmRest measures the number of
145
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
reported cases per 100 employees as well as “Substantiation Rates”, and benchmark them against the Navex report. The
Navex report is published every year and is based on more than 3,400 organisations and 52 million employees. This is an
independent and objective approach to assess whether employees and other stakeholders have confidence and are
aware of our whistleblowing mechanism.  [S1-3/33]
To ensure that all whistleblowing cases are tracked and monitored regularly, the Human Resources Department prepares
a detailed monthly report restricted only to authorized HR Department members. The report includes such data as the
number of open and closed cases, the number of cases per country/brand, categorization depending on the nature of the
cases, and initiatives taken on the substantiated whistleblowing cases.
Furthermore, a comprehensive quarterly report that includes corresponding information in a year-to-date format is
submitted to the Risk and Compliance Committee on the Senior Management level, and presented regularly to the Audit
and Risk Board Committeel. The report contains the number of relevant cases, the number of open cases, the number of
closed cases, and categorization depending on the nature of the report (Business Integrity, Human Resources/Diversity
and workplace respect, Accounting, Auditing, Financial Fraud, Environmental, Health & Safety), number of cases per
country/brand. [G1-1/10e]
Table. Details on the Speak Openly, AmRest whistleblowing tool
Description
Complaint Form
Employees, business partners, and customers can access a complaint form on the online platform, available on
AmRest official website www.amrest.eu. This form allows them to detail the nature of the complaint and provide
any relevant evidence. The classification of cases is the same for all reports, regardless of whether they are
internal or external customers or third parties.
No retaliation rule
Speak Openly ensures that complaints can be submitted anonymously, protecting the employee's identity and
ensuring their concerns are handled confidentially.
Any employee who reports a concern or is under investigation is assured of confidentiality and protection against
any form of retaliation, in line with the European Directive (UE) 2019/1937. The people under investigation without
a substantiated complaint are also covered by support and protection from the HR department to guarantee that
their employment rights are respected. The Company seeks to maintain a safe and supportive environment for all
employees and ensure they can report concerns without fear of any negative consequences. [G1-1/10cii]
Complaint Tracking
Once the complaint is submitted, a person can track the status of their complaint through the platform, receiving
updates on the actions taken and the resolution of the issue.
Communication and
awareness campaigns
Speak Openly is advertised in AmRest internal channels. The Company provides direct access to the
Whistleblowing platform on the intranet. The Whistleblowing Policy and Speak Openly landing pages are available
in all local intranets and Global SharePoint. The information is available in English and 14 other languages.
Additionally, posters and stickers with QR codes are available in multiple corners and common areas of our offices
and restaurants, such as restrooms and eating areas. The QR codes direct the employee or anyone scanning the
code to the landing page of Speak Openly (Whistleblowing Form), where they can submit the complaint, as
explained above.
Table. Speak Openly process flow
Phase
Description
Submission of Complaints
Online site used for submitting complaints.
Initial Review and
Categorization
Global Coordinator receives the submitted reports. Each complaint is reviewed and classified as Relevant
(criteria based on Whistleblowing Group Policy) or Not Relevant (general complaints).
Assignment of Complaints
Relevant complaints are assigned to the appropriate team or department for further investigation and correction
actions where / when required.
Investigation
Receiving Complaints: Local SMEs take over the investigation of relevant complaints. They conduct thorough
investigations to determine the validity and severity of the reported issues.
Confirming or Not Confirming Complaints: After the investigation, SMEs confirm whether the complaint is
substantiated or not.
Informing Global Coordinator and Global Risk and Compliance Department: The outcomes of the
investigations are communicated via the tool in a specific summary.
Case Closure
Global Coordinator: Must receive a list of cases ready to be closed to perform quality checks before closing.
Data Reporting
Internal Reporting:
Monthly Reports to HR Department
Quarterly Reports to Risk & Compliance Committee
Company's External Reporting
During the reported period, all Subject Matter Experts in HR, Compliance, and Internal Control Departments who are
directly involved in handling whistleblowing investigations and reports were obliged to take part in External Investigation
Training. The covered material included the latest best practices in handling and evaluating whistleblowing reports,
ensuring that the employees are well-equipped to manage these sensitive matters effectively. The training is planned to
be repeated in 2025. [G1-1/10ci] [G1-3/18 b]
Investigators assigned to cases must follow the rules in the Procedure for handling whistleblowing cases. In this
procedure, it is specified which investigating team should be assigned depending on:
146
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Case Categorization (fraud, corruption, human rights: harassment, discrimination, etc.)
Case Risk assessment:  as a first stage of the investigation upon reception of the report.
To avoid conflicts of interest, in cases concerning an employee belonging to the same function as the investigation team,
the investigation is assigned to a different team or an external investigation team, as detailed in the Procedure for
handling whistleblowing cases. [G1-3/18 c]
The members of the Global Ethics Committee and Local Ethics Committees who decide on action plans after an
investigation is concluded may be excluded from certain discussions, particularly around whistleblowing cases where it is
believed they cannot be impartial due to potential, actual, or perceived Conflict of Interest situation e.g. when they or
members of their team are involved.
Following the Conflict of Interest Group Policy, The Global and Local Ethics Committee members are obliged to declare
any Conflict of Interest as soon as they become aware of it.
Finally, in the investigation stage of the process, remedial measures are applied. Depending on the case, they may
include implementing procedures or policies concerning a specific area, conducting training sessions or workshops as
well as information campaigns, or, if necessary, applying or recommending disciplinary actions. [G1-1/10ci] 
Table. Number of convictions for violation of anti-corruption and anti-bribery laws. Amount of fines for violation of anti-
corruption and anti-bribery laws [G1-4/24 a]
Current reporting period 2024
Number of convictions for violations of anti-corruption laws
0
Amount of fines for violation of anti-corruption legislation
0
Number of confirmed cases of corruption or bribery
0
Number of confirmed cases of own employees being dismissed or
punished for incidents involving corruption or bribery
0
Number of confirmed incidents related to contracts with business
partners that were terminated or not renewed due to breaches
related to corruption or bribery
0
The incidents involving
participants in the Company's
value chain in which the
Company or its employees are
directly involved.
Table. AmRest policies in the whistleblowing area
Policy
Scope
Key contents
Regulation owner
Third-party
standard
addressed
Affected stakeholders
Available on
Whistleblowing
Group Policy
Global
Specifies the rules
about reporting
Irregularities,
conducting
Investigations,
taking remedial
measures,
protecting the
Reporting Person.
Chief People
Officer
-
Employees
AmRest internal
online library
Procedure on
Handling
Whistleblowing
Cases
Global
Sets instructions
on how to proceed
when accepting
and following up
on Submissions in
accordance with
the Whistleblowing
Group Policy
Chief Risk and
Compliance
Officer
-
Employees
AmRest internal
online library
Data privacy and cybersecurity
[ESRS 1/11] AmRest Group applies strong Data Protection Standards to ensure that the freedom of all individuals, their
right to privacy, and the protection of their personal data are respected. By maintaining rigorous data privacy and security
standards, the Company aims to foster a culture of trust and accountability that supports long-term business objectives
and societal responsibilities.
The role of the Information Security and Data Privacy Team within the AmRest Group is multifaceted and crucial for
ensuring that the organisation adheres to data protection laws and best practices. Their responsibilities include
147
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
monitoring compliance with a range of privacy regulations, conducting privacy impact assessments, and overseeing the
management of data access requests and incidents involving personal data.
The Information Security and Data Privacy Team members have in-depth knowledge of the legal and technical aspects of
data protection. To ensure that expertise is maintained, continuous education is provided. As a result, privacy
professionals frequently engage in ongoing learning to ensure they are aware of new regulations, technologies, and best
industry practices. This includes attending workshops, obtaining certifications, and participating in professional
development programs. Furthermore, the members of the Information Security and Data Privacy Team regularly
contribute to the wider privacy community by acting as speakers at industry events and conferences. These events
provide a valuable opportunity for knowledge sharing, discussions on emerging privacy challenges, and networking with
peers. Participation in such events enhances the individuals' expertise and raises the Company's profile in the domain of
privacy. [S4-4/31c]
Personal data protection training ensures that all employees who process personal data receive proper guidance, extend
their knowledge, and learn about the principles and rules that govern this area. Moreover, the training helps them better
understand and apply data protection regulations. AmRest Group has introduced mandatory General Data Protection
Regulation (GDPR) training for all new employees who will process personal data as a part of their onboarding process.
Furthermore, a recertification process which takes place every year has been implemented. The training provides the
employees with the knowledge and guidance they need to understand and implement the key principles for data
protection based on the General Data Protection Regulation (GDPR). It covers the concept of personal data and its
significance, as well as how to recognise and respond to personal data breaches. It also explains the roles and
responsibilities of the employees in protecting personal data. The training is conducted in an interactive format,
incorporating case studies and real-life scenarios to facilitate the practical application of the data protection principles.
The training concludes with a quiz, with a minimum of 80% correct responses required to complete it successfully. 
Table. Key actions and targets in data privacy area
Action
Audience group
Time horizon
Owner
Target
Results for 2024
Personal data training
for new employees
All office employees
Restaurant
employees from level
2 in the organizational
structure
Annual training plan
Chief Risk of
Compliance Officer
80% passed
91%
Personal data re-
certification training
All office employees
Restaurant
employees from level
2 in the organizational
structure
Annual training plan
Chief Risk of
Compliance Officer
80% passed
96%
Methodology: Data collected from internal system of the Company covering all AmRest equity restaurants. It has not been validated externally.
As an international Company with headquarters based in the European Union, AmRest Group follows the European
approach to the protection of personal data. The Group, therefore, takes the General Data Protection Regulation account
as comprehensive and progressive data protection legislation and the main foundation that should apply to the entire
Group, regardless of geographical location or the jurisdiction of the entity concerned. If any local jurisdiction outside the
European Economic Area where AmRest Group processes personal data has a more protective framework than the
General Data Protection Regulation (GDPR), the local legislation prevails.
AmRest conducts regular risk assessments to identify potential weaknesses in data protection practices. The risk
management process includes continuous monitoring, incident response plans, and employee training programs to
mitigate the risk of data breaches. Further technical and organisational measures which have been implemented across
the Group include, but are not limited to:
appointment of Data Protection Officers/Managers and/or persons responsible for data protection matters,
implementation of ID-based and second-factor access control to infrastructure, applications, and databases (MFA
- Multi Factor Authentication),
measures to protect information systems, including anti-virus programs, firewalls and network segmentation,
mechanisms of system access control based on the unambiguous identification of users or devices, event
logging mechanisms, central computer management system, and encrypted data transmission,
implementation of physical security measures,
system record and assignment of responsibilities to business systems owners,
change management procedures in information systems,
procedures for detecting security weaknesses, updating software, and installing security patches,
installation of anti-malware programs,
implementation of procedures for managing personal data breaches,
implementation of measures to prevent the effects of violations or disasters, such as alarms, fire protection, and
backup systems.
148
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Effective management of personal data breaches is crucial for AmRest to protect the rights of individuals and maintain
trust in an organization's data handling practices. Therefore, in the event of an incident, the relevant Data Protection
Officer or Data Privacy Manager is immediately informed, and the matter is dealt with as a priority. The process typically
commences with prompt detection and categorisation of any personal data that may have been compromised.
Subsequently, an assessment of the risks associated with the personal data breach is conducted, including evaluating the
potential harm to the individuals whose data may have been exposed. A forensic analysis is conducted to identify the
source of the breach and gather evidence required for legal proceedings or regulatory compliance. The relevant data
protection authority, as well as the individuals affected, are informed promptly. Next steps are taken to prevent any further
unauthorized access or distribution of personal data. This involves, among others, implementing additional security
measures or fixing the existing ones.
Table. Significant complaints and data breaches during the reporting period
Total number of identified data protection incidents
154
of which reported to the local supervisory authority
18
Methodology: Data protection incident means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized
disclosure of, or access to, personal data transmitted, stored or otherwise processed.
149
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. AmRest policies and procedures in Data Privacy area
Policy
Scope
Key contents
Regulation owner
Third-party standard
addressed
Affected stakeholders
Available on
Global Data Protection
Policy
Global
Basic principles and the
general operating framework
for privacy matters.
Chief Risk and Compliance
Officer
-
Employees
AmRest internal online
library
Procedure on Privacy
Third Party Assessment
Global
Requirements to analyse
and assess the security and
privacy risks raised from the
Third Party cooperation and
define adequate measures.
Chief Risk and Compliance
Officer
-
Employees
Third parties
AmRest internal online
library
Procedure on Data Subject
Request  (Customers)
Employees handling the
Data Subject Requests at
the AmRest Group.
The Procedure ensures
compliance with respective
laws,
promotes good practices
and protects the rights of the
Data Subject Request which
comes from Customers of
the AmRest Group.
Chief Risk and Compliance
Officer
-
Employees
AmRest internal online
library
Procedure on Data Subject
Request  (Employees)
Employees of any entity of
the AmRest Group located in
the European
Economic Area (‘EEA’)
handling the Data Subject
Requests.
The Procedure ensures
compliance with respective
laws,
promotes good practices
and protects the rights of the
Data Subjects Data Subject
Request which comes from
Employees of an AmRest
Group
entity located in the EEA.
Global Information Security
& Data Privacy Senior
Manager
-
Employees
AmRest internal online
library
Procedure on Privacy by
Design and Default
All Personnel and all entities
within AmRest Group
established on the European
Economic
Area.
The Procedure ensures
compliance with data
protection regulation and, in
particular, with GDPR as
well as enhances the
protection of the rights and
freedoms of Data Subjects
and applies to all Data
Processing and New
Projects performed within
the Group.
Global Information Security
& Data Privacy Senior
Manager
-
Employees
AmRest internal online
library
Global Policy on IT
Acceptable Use
All Personnel. It applies
equally to third parties who
perform functions on behalf
of AmRest.
The policy describes the
acceptable use of IT
systems and services at
AmRest.  These rules are in
place to protect the
Employees and AmRest.
Inappropriate use exposes
AmRest to risks including
malware/virus attacks,
compromise of network
systems and services, data
leakage and legal issues.
IT Strategy & Compliance
Global Director
-
Employees / Third Parties
AmRest internal online
library
150
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Political influence and lobbying activities
G1-5 Political influence and lobbying activities [29a, 29b]
The Group is committed to maintaining neutrality and integrity and focusing on the core business objectives. This
approach ensures that the business decisions are based solely on merit and the best interests of the Group’s
stakeholders. Consequently, the Company does not engage in lobbying or advocacy efforts aimed at influencing
legislation or government policy.
AmRest administrative, management, and supervisory bodies ensure that the Company adheres to the ethical and
objective standards of conduct outlined in the Anti-Corruption Group Policy and the Code of Ethics and Business Conduct
which set the principles of political neutrality.
The Company prohibits the use of its resources, including financial assets, facilities, and communication channels, for
any political purposes. Consequently, in the reporting period, AmRest did not engage in any political contributions, either
financial or in-kind. [G1-5/29b] In addition, none of the appointed members of the administrative, management and
supervisory bodies have held comparable position in public administration within two years preceding the current
reporting period.
Management of relationships with suppliers
G1-2 Management of relationships with suppliers [15a, 15b]
AmRest’s suppliers are critical partners to the business, influencing the quality of the products offered to the customers.
Therefore, the Company seeks to select and manage the relationships with its suppliers properly. The environmental and
social criteria are not considered during the selection process (tendering), but once the supplier is chosen, the principles
followed in this regard are covered in the Supplier Code of Practice which is an integral part of AmRest’s contracting
policies. By implementation of the Code, AmRest ensures that all suppliers adhere to ethical, environmental and social
standards throughout the cooperation. [G1-2/15b]
The Code sets the minimum requirements across several key areas, emphasizing responsible business practices, quality
assurance, and sustainable sourcing. It covers four main sections: [G1-2/15b]
Ethical Business Practices – AmRest’s suppliers must comply with ethical standards and health and safety
requirements, take anti-bribery measures, and manage conflicts of interest. The Company also prohibits child
labour, coercion, harassment, and discrimination.
Quality Assurance – This process applies to food and packaging suppliers, ensuring that high standards for
food quality and safety are maintained throughout the supply chain.
Responsible Sourcing – The Group’s suppliers are required to follow responsible sourcing guidelines, with
details determined upon signing the agreement. This includes compliance with local and international
regulations, e.g., ensuring sustainable practices in areas such as RSPO-certified palm oil for food suppliers using
palm oil.
Animal Welfare – The suppliers must demonstrate humane animal treatment across various areas, including
farm management, health, feeding, transport, and slaughtering practices, assessed through AmRest’s internal
programs.
To ensure effective management of the supply chain AmRest established dedicated departments:
Direct Sourcing and Logistics – which handles the process of planning, managing, and controlling the areas
related to strategic food cost management, comprehensive sourcing & distribution process of food and
packaging, as well as achieving maximum efficiency by optimizing logistics.
The Food Safety, Quality, and Supply Sustainability – responsible for ensuring compliance with the highest
standards of food safety and quality across all brands and regions of AmRest on an end-to-end basis, covering
the suppliers, distribution, central kitchens, and restaurants. This includes overseeing the sourcing of sustainable
and ethical ingredients, implementing robust safety and quality assurance processes, and collaborating with
suppliers to maintain consistency across all brands. Additionally, the department drives initiatives to optimize
sustainability, reduce environmental impact, and promote innovative practices in food quality and supply chain
management.
Indirect Procurement – responsible for managing indirect purchasing activities in AmRest (non-food related),
securing the optimal quality of indirect products and services in the best market conditions.
Product Development and Production – responsible for the entire new product development cycle, from
generating ideas for new menus to leading the new product development processes for all AmRest brands,
making sure that ideas are aligned with customer needs and brand requirements.
AmRest uses a supplier classification system which helps to identify which suppliers require the most attention in terms of
compliance monitoring, based on their risk level and contribution to AmRest’s core business.
151
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Table. Suppliers categorization
Supplier
Class
Description
Specialization
Risk Level
Class A
Critical for the Business – the Company
cannot continue sales without this
supplier
Core products and services, directly
impacting the strategy
High
Class B
Limited substitutes available – the
Company can continue sales with
adjustments
Specialized products and services
impacting the strategy
Medium
Class C
Multi substitutes available – the
Company can continue sales without
significant disruption
Standardized products, a variety of
alternatives on the market
Low
Others
(Class D)
Other suppliers with a low-value
transaction – below €10k annual spend
Standardized products, variety of
alternatives on the market, not impacting
the strategy
Very low
To enhance transparency and risk management, the Group’s suppliers are also required to join the Supplier Ethical Data
Exchange Platform (“Sedex”), where they must complete a Self-Assessment Questionnaire. This enables AmRest to
identify risks within the supply chain and collaborate on mitigation strategies. Minimum 70% of direct suppliers
categorized as high and medium risk supplier in Class A and B were required to join Sedex in Germany by the end of
2024, in Hungary by the end of 1H2025, and across the EU by 2026.
The requirements for the suppliers include: [G1-2/15b].
Suppliers with a spend of more than €100k and identified as high risk must join Sedex by 2024 in Germany, in
Hungary by Q1 2025, and across the EU by 2026.
All suppliers who meet above mentioned conditions must also complete a Self-Assessment Questionnaire (SAQ)
on the Sedex platform.
The Supplier Code of Practice also contains the key compliance targets: a minimum 80% of Class A and B
suppliers must sign the Supplier Code of Practice by 2025, and a minimum of 90% compliance must be achieved
by the end of 2026.
In the event of non-compliance with the Supplier Code, suppliers must submit a detailed action plan, including timelines
for meeting the required standards. AmRest monitors compliance and works closely with suppliers to ensure continuous
ethical practices, environmental impact, and product quality improvements.  [G1-2/15a]
More information on the food quality and safety management, can be found in the chapter Social Information, section
Food Services Excellence.
Payment practices
G1-6 Payment practices [14, 33a, 33b, 33c, 33d, AR16]
AmRest’s Liability Management Policy defines the minimum recommended payment term as 30 days, ensuring
compliance with applicable local regulations. So far, related supplier categories have not been defined in AmRest
systems. Once they are defined and a global supplier database is implemented, AmRest will begin assigning vendors to
these categories. The process will start with new suppliers and be followed by categorizing the existing supply base. 
AmRest will define a standard payment term for each purchase category and market after observing payment practices to
suppliers within the assigned categories in a given market for several months. For some of the defined categories and
markets, AmRest will report payment practices in the short term time horizon. The Company expects to provide
comprehensive reporting in the medium term.
In the short term, AmRest intends to complement its Liability Management Policy to address potential enhancements to
its payment practices aimed at further mitigating the risk of late payments to SMEs. [G1-6/14]
AmRest has not been collecting information about its vendors' SME status thus far. The Company is now working to
collect such data and will be able to report payment practices to SME and non-SMEs once the data collection process is
finalized.
Table. Number of outstanding legal proceedings for late payments [G1-6/33 b, c]
Number of outstanding legal proceedings for late payments
1 (initiated in 2021 for FY2020)
Methodology: Countries analysed: Austria, Bulgaria, China, Croatia, Czech Republic, France, Germany, Hungary, Luxembourg, Malta, Poland,
Portugal, Romania, Serbia, Slovakia, Spain, Switzerland, UK.
152
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
According to internal definition, legal proceedings arising from late payments are ongoing litigations in which AmRest
companies are involved in the context of payment disputes with its vendors in commercial transactions. Reporting
obligation starts after a company: (i) is sued or (ii) faces legal action for not paying its debts or invoices on time (debt
enforcement without a court case). Tax, social security, and administrative proceedings (fines imposed by authorities) are
excluded from the scope of reporting. Any proceedings initiated by administrative authorities (including competition
authorities) related to a separate late payment procedure should also be tracked and reported.
For 2024, the average time for payment of invoices is calculated for the Spanish market – details can be found in note 26 
in Financial Statement. The Company intends to expand its reporting capability in future years in line with a single, unified
database and reporting format for all markets. The process will start in medium term for entities using SAP ERP and will
be extended to entities using other ERP systems, including those with outsourced accounting services in subsequent
years.
Animal Welfare
[G1-1/10f] AmRest is dedicated to upholding the highest animal welfare standards in its global supply chain. AmRest’s
Animal Welfare Group Policy outlines the Company’s dedication to ensuring the ethical treatment of animals and is the
key component of the Group’s responsible sourcing and sustainability practices. This Policy applies to the suppliers of
meat (chicken, beef and pork) and fish (salmon) products across all brands and markets, ensuring that the Group’s
operations comply with all applicable European and local regulations.
AmRest works closely with its suppliers, industry experts, and franchisors to continuously improve animal care standards.
The Company’s approach is rooted in collaboration, focusing on the outcomes that prioritise the health and well-being of
the animals in the protein supply chain. To support this, AmRest Group has developed specific internal programs for
chicken, fish (salmon), beef, and pork, all aligned with the rigorous requirements and standards of the franchisors and
applicable regulations. These programs focus on ensuring humane practices at all supply chain stages.
The Company supports transparency and continuous improvement by collaborating with the suppliers to assess and
enhance their practices. Additional third-party audits are conducted throughout the chicken supply chain for KFC to
ensure compliance with AmRest’s Animal Welfare Group Policy and also the Franchisor’s standards. 
AmRest’s Animal Welfare Group Policy is regularly reviewed and updated to reflect the latest scientific developments,
regulatory requirements, and consumer expectations. This process ensures that animal welfare remains a priority as the
Company grows and evolves its business.
Table. AmRest policies in the supply chain area
Policy
Scope
Key contents
Regulation
owner
Third-party
standard
addressed
Affected
stakeholders
Available on
Animal Welfare
Policy
Global
Outlines AmRest’s
commitment to ethical
animal treatment
Food Services
President
_
Employees
Suppliers
Available to a
limited group of
employees
Supplier Code of
Practice
Global
Establishes
standards for
suppliers, ensuring
adherence to ethical,
environmental, and
social principles
during their
partnership with
AmRest.
Food Services
President
_
Employees
Suppliers
Available for
suppliers as part
of the contracting
Liability
Management
Policy
Global
Establishes a
framework around the
process of
undertaking Financial
or Other Economic
Commitments
Chief Financial
Officer
_
Employees
AmRest internal
online library
153
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
ANNEX I. Law 11/2018 indicators
Environmental questions
1. Circular economy and waste prevention and management
a) Prevention, recycling, reuse, other forms of recovery and types of waste disposal
Table. Waste generation [tonnes, percentage]*,**, ***, ****
Types of waste
Non-hazardous
Hazardous
Mixed waste
Paper and cardboard
Plastic
Glass
Organic
Used oil
2023
27,088
70%
recycled
97%
recycled
79%
recycled
13%
segregated
99%
reused
2024
28,188
90%
recycled
100%
recycled
100%
recycled
17%
segregated
100%
reused
* The main hazardous waste for AmRest is the used cooking oil. The company recovers the oil and forwards it to the biofuel producers. Other
types of hazardous waste are considered non-material.
** For stores where the waste generation data was not available (e.g. restaurants located in shopping malls) the numbers were estimated.
*** Czech Republic, France, Germany, Hungary, Poland, Serbia and Spain represent 23,947 tons of total mixed waste.
**** For the fiscal year 2024, AmRest has improved its mechanisms for data collection in China through comprehensive and frequent inventory
counts. Consequently, the volume of waste data in China has increased, reflecting the availability of more accurate and realistic data.
b) Actions to combat food waste. (Saving food)
Table. AmRest food waste prevention programs*
Name of the project
Harvest
Too Good To Go
Short description
Donating surplus of ready to eat products to
people in need. Cooperation with Food Banks
Selling food products with short expiry date
via mobile app
. Partnership with Too Good To Go company
AmRest brands involved
KFC, Pizza Hut, Burger King, La Tagliatella
Starbucks, Pizza Hut, La Tagliatella,
Sushi Shop
Number of stores involved
354
470
Amount of food saved in 2024
273,505 kg
1,382,296 products saved
* In 2023 the numbers of stores participating in the program were: 414 for Harvest and 483 for Too Good To Go. The amount of food saved in
2023 was: 250,349 kg via Harvest and 1,273,761 products saved via Too Good To Go.
2. Sustainable use of resources
a) Water consumption and water supply according to local constraints
Table. Water consumption [m³]*
2023
2024
AmRest
2,130,029
1,791,272
* For stores where water consumption data was not available (e.g. restaurants located in shopping malls) the numbers were estimated.
b) Use of raw materials and measures taken to improve the efficiency of their utilization.
Table. Main raw material consumption [t]
2023
2024
Meat (incl. Fish)
55,965
54,096
Flour
16,796
16,616
Dairy
21,566
20,874
Fruits & Vegetables
12,128
11,247
Cold drinks
25,811
27,086
154
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
c) Energy use, direct and indirect, Measures taken to improve energy efficiency, Use of renewable energies
Table. AmRest energy consumption [GJ]*
2023
2024
Electricity
1,157,948
1,155,011
Heating
18,570
6,772
Natural gas
185,964
155,743
Renewable energy
37,887
-
* Energy data has been calculated based on the invoices from third parties. For the stores where the consumption data was not available (e.g.
restaurants located in shopping malls) the numbers were estimated based on average consumption.
Table. Fuel consumption of AmRest car fleet [l]*
2023
2024
DIESEL
PETROL
DIESEL
PETROL
AmRest
593,178
1,140,874
348,189
1,384,427
* Fuel data has been calculated based on reports and invoices from third parties. Part of the data was estimated based on average fuel
consumption.
3. Climate change
a) The important elements of greenhouse gas emissions generated as a result of the company's activities, including
the use of the goods and services it produces.
Table. Scope 1 and Scope 2 for AmRest [tCO2eq]*
Carbon footprint
2023
2024
AmRest
Scope 1
14,347
105,422
Scope 2
155,981
125,991
* The standards used in 2024 were Defra, Association of Issuing Bodies (AIB), Ecoinvent 3.11, Exiobase 3.8. Calculations for Scope 1 in 2024
include additional data for refrigerants that were not included in calculations in the previous year.
155
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Social and personnel questions
1. Employees
a) Total number and distribution of employees according to gender, age, country and professional classification
b) Total number and distribution of work contract modalities
c) Number of dismissals by sex, age, and professional classification
Table. AmRest employment and dismissals [headcount]*
 
Employment
2023
2024
Total
45,464
45,259
Female
25,612
24,976
Male
19,852
20,283
<30
31,270
31,307
30-50
12,421
12,166
>50
1,773
1,786
Restaurant employees
43,187
42,904
Office employees
2,277
2,355
Permanent contract
29,503
29,932
Temporary contract
15,961
15,327
Full-time
16,511
16,384
Part-time
28,953
28,875
Dismissals
Total
2,632
2,717
Female
1,149
1,195
Male
1,483
1,522
<30
1,843
1,945
30-50
708
673
>50
81
99
Restaurant employees
2,586
2,663
Office employees
46
54
* Employment information are also included in note 24 Employee information in the Consolidated Financial Statements. 
156
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
d) Total number and distribution of employees according to country.
Table. AmRest employees by country [headcount]
2023
2024
Austria
65
66
Bulgaria
506
520
China
2,107
1,848
Croatia
150
229
Czech Republic
8,403
8,472
France
4,115
3,838
Germany
2,961
2,902
Hungary
2,858
2,893
Luxembourg
49
47
Poland
17,120
17,682
Portugal
92
77
Romania
1,049
964
Serbia
194
209
Slovakia
446
446
Slovenia
18
18
Spain
5,110
4,864
Switzerland
160
138
UK
61
46
e) Annual average of work contract modalities (permanent, temporary and part-time) by sex, age, and professional
classification.
Table. AmRest average annual employment [headcount]
2023
2024
Average annual number of employees
46,162
45,034
Average annual number of female employees
26,114
25,098
Average annual number of male employees
20,048
19,934
Average annual number of employees <30
31,912
30,967
Average annual number of employees 30-50
12,502
12,261
Average annual number of employees >50
1,749
1,807
Average annual number of restaurant employees
43,831
42,666
Average annual number of office employees
2,331
2,369
Average annual number of permanent contract
30,554
29,597
Average annual number of temporary contract
15,608
15,437
Average annual number of full-time employees
17,778
16,305
Average annual number of part-time employees
28,384
28,729
157
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
f) Salary gap
Group Pay Gap is established based on a weighted average of gender wage gap by work classification for the same
segment:
n o of work classification
Gender wage gap x x no of employees x
n o total of employees
x=1
Table. Total salary pay gap between men and women by position within the organization
2023
2024
Total salary pay gap between men and women by position within the organization
-1.9%
-5.2%
g) The average remunerations and their evolution disaggregated by sex, age, and professional classification or equal
value
The tables below present the average annual salaries by gender and age, considering base salary, fixed and variable.
The salaries are calculated based on real-time FTE remuneration.
Table. Average annual salary by gender and professional category, in thousand EUR, presented by segments. The
segments are defined in note number 5 of Consolidated Financial Statements*
Due to data protection and confidentiality, AmRest does not disclose information about remuneration in some countries where there are two or
less persons employed in a given position.
Female
Male
2023
2024
2023
2024
Central Europe
Restaurant employees
8.8
9.5
8.2
8.5
Office employees
35.0
38.5
48.3
51.5
China
Restaurant employees
8.0
9.2
8.1
9.7
Office employees
21.6
31.0
36.9
43.9
Western Europe
Restaurant employees
16.5
17.7
17.8
18.0
Office employees
48.9
54.9
63.9
77.8
* The office workers category represents 5% of the headcount in total.
h) Average annual salary by age in thousand EUR
Table. Average annual salary by age in thousand EUR
2023
2024
<30
9.1
9.5
30-50
20.3
22.0
>50
18.9
21.5
158
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
i) The average remuneration of directors and executives, including variable remuneration, allowances,
compensation, payment to long-term forecast savings and any other perception broken down by gender
Table. The average remuneration of directors and executives by gender*
Annual average remuneration
2023
2024
Board of Directors**
thousand EUR
Female
101
101
Male
94
97
Senior Management Personnel***
Female
n/a
n/a
Male
408
531
* The remuneration of the Board of Directors derives only from the exercise of the position of director. More information is included in the 2024
Annual Report on Director Remuneration available on the corporate website www.amrest.eu.
** The fixed remuneration of the Board of Directors Members is equal. The differences are related to the membership in the Board Committees.
Due to changes in the composition of the Board during 2023, average remuneration was calculated on annualized basis.
*** Senior Management Personnel as defined in note 31 of the Consolidated Financial Statements for the year ended 31 December 2024. 2024
data contains share-based payment plans.
j) Employees with disabilities (Indicator of diversity)
Table. Indicator of diversity
2023
2024
Number of employees with disabilities
1,052
1,028
Percentage of all employees
2.3%
2.3%
2. Information about occupational Health and safety in AmRest Holdings
a) Absenteeism among employees (hours)
b) Work related injuries, types of injuries, frequency rate and severity rate.
Table. Information about occupational health and safety in AmRest Holdings
Work related injuries
2023
2024
Female
315
269
Male
266
242
Absenteeism among employees [hours]
Female
1,898,390
1,844,243
Male
864,411
866,209
Types of injuries
hot water, steam or chemical burns; internal injuries; bone fractures; dislocations or sprains;
Frequency rate*
Female
12.70
8.99
Male
13.30
9.58
Severity rate**
Female
0.42
0.17
Male
0.37
0.24
* Frequency rate calculated using the following formula: Total number of accidents that led to sick leave *10^6/Total number of working hours for
a year.
** Severity rate calculated using the following formula: Days lost due to accidents that led to sick leave *10^3/Total number of working hours for
a year.
159
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
3. Social relations
a) AmRest employees covered by collective bargaining agreements [headcount, percentage]
Table. AmRest employees covered by collective bargaining agreements [headcount, percentage]
2023
2024
France
4,115
3,838
Germany
2,828
2,762
Portugal
92
77
Spain
5,110
4,864
Switzerland
160
138
Percentage of total employment
27%
26%
4. Training
a) The total amount of training hours by professional category
Table. The total amount of training hours by professional category
2023
2024
Restaurant employees
3,458,070
2,410,820
Office employees
24,130
23,504
5. Human Rights
In 2024 there were 10 cases related to human rights area (2 cases in 2023).
6. Corruption and bribery
a) Expenditure on social causes [EUR]
Table. Expenditure on social causes [EUR]
2023
2024
AmRest
109,460
286,612
7. Commitment by the company to sustainable development (Actions of association or sponsorship)
a) Membership of industry organization [EUR]
Table.  Membership of industry organization [EUR]
Country
Name of the organization
Bulgaria
Bulgarian Food and Restaurant Association
China
Foreign Investment Association
Shanghai Catering and Cooking Industry Association
Shanghai GiftCard Association
Croatia
Croatian Chamber of Economics
Tourist Board
Czech Republic
Czech Chamber of Commerce
International Facility Management Association
France
Association of Merchants (Plan de Campagne, Huveaune Valley)
Syndicat National de L’alimentation et de la Restauration Rapide (National Union of Food and
Fast-Food Services)
160
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Country
Name of the organization
Germany
Bundesverband Systemgastronomie (The Federal Association of the System Catering)
Federal Association of Communicators
German Council of Shopping Places
Hamburg Chamber of Architects
Industrie und Handelskammer (Chamber of Commerce and Industry)
KFC Franchisees Germany Association
Hungary
Chamber of Commerce
Poland
American Chamber of Commerce
Association of Business Service Leaders
Portugal
Associação da hotelaria, restauração e similares de Portugal (Association of HoReCA in
Portugal)
Romania
Organizația Patronală a Hotelurilor și Restaurantelor din România - HORA (Organization of
Hotel and Restaurant Operators in Romania)
Serbia
Chamber of Commerce
Slovenia
GS 1 Slovenija
Spain
Asociación del Cluster Food Service de Cataluña (Association of the Food Service Cluster of
Catalonia)
Asociación Española del Franquiciado (Spanish Association of Franchisees)
Comité Horeca de AECOC (HORECA Committee)
Total fees paid
2023
2024
261,845
230,332
8. Subcontractors and suppliers (Supervision systems and audits, and their results)
a) Number of suppliers by type
Table. Number of suppliers by type
2023
2024
Total suppliers
13,537
12,717
Direct suppliers*
1,299
1,205
Indirect suppliers**
12,238
11,512
* Direct suppliers are those who provide food products, packaging products, as well as warehouses and transportation services.
** Indirect suppliers are those who provide goods or services other than food products and direct food packaging.
161
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
9. Tax Information
a) Benefits obtained by country (Profits earned by country)
Table. Profits earned by country*, **
Country
Profit/(loss) before tax
in thousands of EUR
2023
2024
Austria
(45.2)
(103.8)
Belgium
(550.8)
(231.1)
Bulgaria
4,308.7
4,468.2
Croatia
1,255.6
1,678.0
Czech Republic
37,497.4
32,738.5
China
2,976.0
(1,643.2)
France
(21,099.1)
(98,673.3)
Germany
7,241.4
(1,660.3)
Hungary
16,884.3
17,510.9
Italy
420.7
678.9
Luxembourg
(423.3)
119.7
Malta
(24,693.8)
1,569.6
Poland
77,007.1
116,109.3
Portugal
(675.2)
(278.4)
Romania
3,218.6
1,022.5
Russia
4,758.1
-
Serbia
1,079.2
940.9
Slovakia
194.9
905.8
Slovenia
129.5
178.8
Spain
36,174.4
(37,858.4)
Switzerland
2,497.7
(8,414.9)
UK
(1,490.0)
(2,566.2)
USA
(16.5)
330.9
* Profit/(loss) before tax was prepared based on input data used for consolidation purposes before consolidation adjustments (intercompany
elimination, IFRS16 adjustments and other).
** The Group structure with the registered office and type of activity is presented in note 2 of the Consolidated Financial Statements for the year
ended 31 December 2024.
162
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
b) Taxes on paid benefits (Income taxes paid (unearned)*)
Table. Income taxes paid (unearned)*
Country
Income taxes paid (unearned)
in thousands of EUR
2023
2024
Austria
18.2
23.1
Belgium
-
40.8
Bulgaria
337.0
435.1
Czech Republic
8,594.7
9,403.7
China
413.6
198.1
Croatia
-
53.1
France
(1,433.1)
601.7
Germany
1.4
1.0
Hungary
3,207.6
4,373.1
Italy
0.3
(105.9)
Luxembourg
(63.4)
(26.6)
Malta
-
683.9
Poland
4,948.7
12,163.7
Portugal
13.0
(6.5)
Romania
162.0
125.5
Russia
1,193.8
-
Serbia
218.8
187.5
Slovakia
338.7
370.6
Slovenia
1.4
16.7
Spain
162.3
1,010.0
Switzerland
333.3
(3.6)
* In order to ensure compliance with existing tax laws, regulations and principles, AmRest has put in place effective control mechanisms.
AmRest’s tax professionals and external advisors monitor the tax situation of the Group and changes in tax laws and practices which may
impact the business and its growth. AmRest makes significant investments in people, material resources and technology to ensure that this tax
strategy is applied throughout the organization. Apart from Corporate Income Tax, some entities of AmRest Group are subject to local taxes
levied on income earned such as Hungary (HIPA-Helyi Iparűzési Adó) and France (CVAE or Cotisation sur la Valeur Ajouté des Entreprises).
c) Public subsidies received (Public subsidies received [million EUR])
Table. Public subsidies received [million EUR]
2023
2024
Public subsidies received
0.6
1.0
163
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Index of the contents required by Law 11/2018  
Contents index of the Law 11/2018
Aspect
Requirements
Reporting criteria
Section
Pages
Taxonomy
Methodology based on
compliance with Regulation
EU 2020/852.
Environmental Information/ Section: Taxonomy
Information
78-86
General information
Business model
Brief description of the group’s business
model including:
ESRS 2, MDR-P;
General information/ Section: Strategy and
Business Model
39-41
E1-2, E1-4
E2-1, E2-3
E3-1, E3-3
E4-2, E4-4
E5-1, E5-3
S1-1, S1-5
Business environment
S2-1, S2-5
General information/ Section: Strategy and
Business Model
39-41
Organization and structure
S3-3, S3-5
General information/ Section: Strategy and
Business Model
39-41
Markets in which it operates
S4-1, S4-5
General information/ Section: Strategy and
Business Model; Table: AmRest geographical
presence
39
Objectives and strategies of the organization
G1-1
Along the Consolidated Statement
of Non-Financial Information
and Sustainability Information within each section
Main factors and trends that may affect future
evolution
General information/ Section: Stakeholders
Dialogue
43-46
Policies
A description of the policies which the Group
applies with regard to those issues, which will
include:
ESRS 2- Policies MDR-P;
Along the Consolidated Statement
of Non-Financial Information
and Sustainability Information within each section
(MDR-P)
1.) the due diligence procedures applied for
the identification, evaluation, prevention and
mitigation of risks and significant impacts.
ESRS G1-1
2.) the verification and control procedures,
including which measures have been adopted.
Main non-
financial risks
The main risks related to these issues
regarding the Group's activities, including,
where relevant and proportionate, its
commercial relations, products or services
which could have negative effects in those
areas, and
ESRS 2 GOV 5
General information/ Section: Material impacts,
risks and opportunities
47-57
* how the Group manages those risks,
ESRS 2 IRO-1
* explaining the procedures used to detect
them and evaluate them in accordance with
the national, European and international
reference frameworks for each issue.
ESRS 2 SBM-3
* It must include information about the impacts
which have been identified, giving a
breakdown of them, in particular the main
risks in the short, medium and long term.
164
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Contents index of the Law 11/2018
Environmental dimension
Environmental
management
Detailed information about the current and
foreseeable effects of the Company's activities
on the environment and, where applicable,
health and safety, the environmental
evaluation or certification procedures;
ESRS SBM-3; E1-9; E3-5;
E4-6; E5-6.
General information/ Section: Material impacts,
risks and opportunities
47-57
IRO-1 in environmental topical standards
101-102
Environmental evaluation or certification
procedures.
GRI 3-3
Enviromental Information/ Section:
ESRS E1 Climate Change / ESRS E3 Water and
marine resources/ ESRS E4 Biodiversity and
ecosystems /ESRS E5 Resource use and circular
economy
90-111
Resources dedicated to the prevention of
environmental risks
E1-3; E3-2; E4-3; E5-2;
GOV-1.
Enviromental Information/ Section:
ESRS E1 Climate Change
91-102
The application of the precautionary principle,
the quantity of provisions and guarantees for
environmental risks (e.g. arising from
environmental liability legislation).
E1-1; E1-3; E3-2; E4-3;
E5-2
Enviromental Information/ Section:
ESRS E1 Climate Change / ESRS E3 Water and
marine resources/ ESRS E4 Biodiversity and
ecosystems /ESRS E5 Resource use and circular
economy
90-111
Pollution
Measures to prevent, reduce or repair carbon
emissions which seriously affect the
environment
ESRS E1-1, E1-3
General Information/ Section: Material impacts,
risks and opportunities; Double materiality section
(not material)
47-57
Taking into account any form of specific
atmospheric pollution of an activity, including
noise and light pollution.
ESRS E2-2
General Information/ Section: Material impacts,
risks and opportunities; Double materiality section
(not material)
47-57
Circular
economy,
prevention and
waste
management
Circular economy
ESRS E5-2
Environmental Information/ Section: ESRS E5
Resource Use and Circular Economy
108-111
Waste: prevention measures, recycling, re-
use, other forms of recovery and disposal of
waste.
GRI 306-1
Annex Law 11/2018
153
GRI 306-2
Actions to combat food waste
GRI 3-3
Annex Law 11/2018
153
Sustainable use
of resources
The consumption of water and the supply of
water in accordance with local limitations.
GRI 303-5, ESRS E3-4
Annex Law 11/2018, Environmental Information/
Section: ESRS E3 Water and marine resources
153
Consumption of raw materials and the
measures adopted to improve efficiency in
their use.
GRI 301-1
Annex Law 11/2018, General Information/Section
ESRS E5 Resources use and circular economy
153
GRI 301-2
GRI 301-3
Direct and indirect consumption, of energy,
GRI 3-3
Environmental Information/ Section: ESRS E1
Climate Change/ E1-3 Actions and resources in
relation to climate change policies/ E1-5
Consumption and Mix
96, 97
measures taken to improve energy efficiency
and the use of renewable energies.
GRI 302-1
GRI 302-4
Annex Law 11/2018
154
ESRS E1-1, E1-3, E1-5
Climate change
The important elements of greenhouse gas
emissions generated as a result of the
company's activities, including the use of the
goods and services it produces
GRI 305-1, ESRS E1-6
Annex Law 11/2018, Environmental Information/
Section: ESRS E1 Climate Change
154, 91-102
GRI 305-2
The measures adopted in order to adapt to
the consequences of climate change.
ESRS E1-1, E1-3
Environmental Information/ Section: ESRS: E1
Climate Change/ E1-3 Actions and resources in
relation to climate change policies
96
The reduction targets voluntarily established
in the medium and long term to reduce GHG
emissions and the measures implemented to
that end.
ESRS E1-4
Environmental Information/ Section: ESRS: E1
Climate Chang/ E1-4 Targets related to climate
change mitigation and adaptation
96
Protection of
biodiversity
Measures taken to protect or restore
biodiversity
ESRS E4-3
Environmental Information/ Section: ESRS E4
Biodiversity and Ecosystems/ E4-3 Actions and
resources related to biodiversity and ecosystems
106-107
Impacts caused by activities or operations in
protected areas
ESRS 2 SBM-3
General Information/ Section: Material impacts,
Risks, and Opportunities
47-57
Environmental information/ Section: ESRS E4
Biodiversity and Ecosystems / IRO-1 Description
of processes to identify and assess material
biodiversity and ecosystem-related impacts, risks
and opportunities
106
165
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Contents index of the Law 11/2018
Social and personnel dimension
Employees
Total number and distribution of employees
according to country, gender, age, country and
professional classification
GRI 2-7
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
155-156,
123-127
ESRS S1-6 GRI 405-1
Total number and distribution of work contract
modalities
GRI 2-7, ESRS S1-6
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
155-156,
123-127
Annual average of work contract modalities
(permanent, temporary and part-time) by sex,
age, and professional classification
GRI 2-7
Annex Law 11/2018
156
Number of dismissals by sex, age, and
professional classification
GRI 3-3
Annex Law 11/2018
155
Salary gap
GRI 3-3, ESRS S1-16
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
157, 123-127
GRI 405-2
The average remunerations and their
evolution disaggregated by sex, age, and
professional classification or equal value
GRI 3-3, ESRS S1-16
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
157, 123-127
GRI 405-2
The average remuneration of directors and
executives, including variable remuneration,
allowances, compensation, payment to long-
term forecast savings and any other
perception broken down by gender
GRI 3-3
Annex Law 11/2018
158
GRI 405-2
Implementation of disconnection policies
ESRS S1-1
Social Information/ Section: ESRS S1 Own
Workforce / S1-1 Policies related to own
workforce / SBM-3 Material impacts, risks and
opportunities and their interaction with strategy
and business model / S1-5 Targets related to
managing material negative impacts, promoting
positive impacts, and managing material risks
and opportunities.
120-122,
118-119,
Employees with disabilities
GRI 405-1, ESRS S1-12
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
158, 126
Work
organization
Organization of work time
ESRS S1-1, S1-15
ESRS S1 Own Workforce/ S1-2 Processes for
collaborating with own workers and worker
representatives on incidents.
115-118
Number of hours of absenteeism
GRI 403-9
Annex Law 11/2018
158
Measures aimed to facilitate the conciliation
while encouraging the co-responsible
performance by both parents
ESRS S1-1
Social Information/ Section:
ESRS S1 Own Workforce/ S1-4 Taking action on
material impacts on own workforce, and
approaches to mitigating material risks and
pursuing material opportunities related to own
workforce, and effectiveness of those actions
119
Health and safety
Work health and safety conditions
ESRS S1-14
Social Information/ Section:
ESRS S1 Own Workforce/ S1-2: Processes for
collaborating with own workers and worker
representatives on incidents
115-117, 120
Work accidents, in particular their frequency
and severity, disaggregated by gender
GRI 403-9, ESRS S1-14
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
158, 126
GRI 403-10
Occupational diseases, disaggregated by
gender
GRI 403-9
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
158, 126
GRI 403-10, ESRS S1-14
Social
relationships
Organization of social dialogue, including
procedures to inform and consult staff and
negotiate with them
ESRS S1-2, S1-8
Social Information/ Section: ESRS S1 Own
Workforce/ S1-2: Processes for collaborating with
own workers and worker representatives on
incidents
115-118
Percentage of employees covered by
collective agreement by country
GRI 2-30, ESRS S 1-8
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
159, 124
The balance of collective agreements,
particularly in the field of health and safety at
work
ESRS S1-8, S1-14
Social Information/ Section: ESRS S1 Own
Workforce/ S1-2: Processes for collaborating with
own workers and worker representatives on
incidents
115-118
Mechanism and procedures that the company
has in place to promote the involvement of
workers in the management of the company,
in terms of information, consultation and
participation
ESRS S1-2, S1-8, S1-13
Social Information/ Section:
ESRS S1 Own Workforce/ S1-2: Processes for
collaborating with own workers and worker
representatives on incidents
115-118
Training
The policies implemented in the field of
training.
ESRS S1
Social Information/ Section ESRS S1 Own
Workforce/ S1-1: Policies related to own
workforce
122
The total amount of training hours by
professional category
GRI 404-1, ESRS S1-13
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
159
Universal
accessibility for
people with
disabilities
Universal accessibility for people with
disabilities
ESRS S1-4, S1-12
Social Information/ Section ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce.
120-121
166
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Contents index of the Law 11/2018
Equality
Measures taken to promote equal treatment
and opportunities between women and men
ESRS S1-4, S1-9
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce.
120-121
Equality plans (Section III of Organic Law
3/2007, of March 22, for the effective equality
of women and men)
ESRS S1-1, S1-4, S1-9
Social Information/ Section: ESRS S1 Own
Workforce/ S1-5 Targets related to managing
material negative incidents, promoting positive
incidents, and managing material risks and
opportunities.
119
Measures adopted to promote employment,
protocols against sexual and gender-based
harassment, integration, and the universal
accessibility of people with disabilities
ESRS S1-1, S1-4, S1-9
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce;
120-121
Policy against any type of discrimination and,
where appropriate, diversity management
ESRS S1-1
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce
120-121
Information about the respect for human rights
Human rights
Application of due diligence procedures in the
field of human rights.
ESRS 2 GOV-4
General Information/ Section: Statement on due
diligence
62
Prevention of the risks of violation of human
rights and, where appropriate, measures to
mitigate, manage, and repair possible abuses
committed
ESRS S1-4, S2-4, S3-4,
S4-4
Social Information/ Section: ESRS: S1 Own
Workforce/ S1-3 Processes to remedy negative
incidents and channels for own workers to
express their concerns
120
Social Information/ Section: ESRS: S2 Workers in
the value chain/ Human Rights
128-129
Social Information/ Section: ESRS: S3 Affected
Communites/ S3-4 Taking action on material
impacts on affected communities, and
approaches to managing material risks and
pursuing material opportunities related to affected
communities, and effectiveness of those actions
131
Reports of cases of violation of human rights.
GRI 406-1, ESRS S1-17
Annex Law 11/2018, Social Information/ Section:
ESRS S1 Own Workforce/Employee metrics
159
Promotion and compliance with the provisions
contained in the related fundamental
Conventions of the International Labour
Organization with respect for freedom of
association and the right to collective
bargaining;
ESRS S1-1, S2-1
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce/ S1-2 Processes for collaborating with
own workers and worker representatives on
incidents
115-118,
120-122
Social Information/ Section: ESRS: S2 Workers in
the value chain/ Human Rights
128-129
The elimination of discrimination in
employment and occupation
ESRS S1-1, S2-1
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce/ S1-2 Processes for collaborating with
own workers and worker representatives on
incidents
115-118,
120-122
Social Information/ Section: ESRS: S2 Workers in
the value chain/ Human Rights
128-129
The elimination of forced or compulsory labour
ESRS S1-1, S2-1
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce/ S1-2 Processes for collaborating with
own workers and worker representatives on
incidents
115-118,
120-122
Social Information/ Section: ESRS: S2 Workers in
the value chain/ Human Rights
128-129
The effective abolition of child labour
ESRS S1-1, S2-1
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce/ S1-2 Processes for collaborating with
own workers and worker representatives on
incidents
115-118,
120-122
Social Information/ Section: ESRS S1 Own
Workforce/ S1-1 Policies related to own
workforce/ S1-2 Processes for collaborating with
own workers and worker representatives on
incidents
Social Information/ Section: ESRS: S2 Workers in
the value chain/ Human Rights
128-129
167
AMREST GROUP Consolidated Statement of Non-Financial Information and Sustainability Information
for the year ended 31 December 2024
Contents index of the Law 11/2018
Information about anti-bribery and anti-corruption measures
Corruption and
bribery
Measures adopted to prevent corruption and
bribery
ESRS G1-3
Governance Information/ Section:
ESRS G1 Business Conduct/ G1-3 Prevention
and detection of corruption and bribery
142-144
Measures adopted to fight against anti-money
laundering
Governance Information/ Section:
ESRS G1 Business Conduct/ G1-3 Prevention
and detection of corruption and bribery
142-144
Contributions to foundations and non-profit-
making bodies
GRI 2-28
Annex Law 11/2018
159
GRI 201-1
Information about the society
Commitment by
the company to
sustainable
development
Impact of the company’s activities on
employment and local development
ESRS 2 SBM 3, S3-3,
S3-4, S3-5
General Information/ Section: Material Impacts,
Risks, and Opportunities
47-57
Social Information/Section ESRS S3 Affected
Communities/ SMB 3 Material Impacts, Risks,
and Opportunities
130-131
The impact of company activity on local
populations and on the territory
ESRS 2 SBM 3, S3-3,
S3-4, S3-5
General Information/ Section: Material Impacts,
Risks, and Opportunities
47-57
Social Information/Section ESRS S3 Affected
Communities/ SMB 3 Material Impacts, Risks,
and Opportunities
130-131
The relationships maintained with
representatives of the local communities and
the modalities of dialog with these
S3-2
General Information/ Section SBM-2 Interests
and Opinions of Stakeholders; Table: Key
Stakeholder Groups and Collaboration Practices
44-46
Social Information/ ESRS S3 Affected
Communities/ SBM-2 Interests and Opinions of
Stakeholders
130, 131
Actions of association or sponsorship
GRI 413-1
Annex Law 11/2018
159-160
Subcontractors
and suppliers
The inclusion of social, gender equality and
environmental issues in the purchasing policy
ESRS S2-1
Governance Information/ Section
ESRS G1 Business Conduct/ G1-2 Management
of Supplier Relationships
150-151
Consideration of social and environmental
responsibility in relations with suppliers and
subcontractors
ESRS 2 SBM 3, S3-3,
S3-4, S3-5
Governance Information/ Section
ESRS G1 Business Conduct/ G1-2 Management
of Supplier Relationships
150-151
Supervision systems and audits, and their
results
GRI 2-6
Annex Law 11/2018 Social Information/Section: 
ESRS S4 Consumers and End Users
133-134
GRI 308-2
ESRS S4-3 S4-4 S4-5
Consumers
Customer health and safety measures
S4-1, S4-4
Social Information/ Section: Entity-Specific: Food
Service Excellence
133-134
Social Information/ Section: ESRS S4 Consumers
and End Users/ S4-3 Processes to remediate
negative impacts and channels for consumers
and end-users to raise concerns
134-135
Claims systems, complaints received and their
resolution
GRI 3-3
Annex Law 11/2018
135
GRI 418-1
Tax information
Benefits obtained by country
GRI 3-3
Annex Law 11/2018
161-162
Taxes on paid benefits
GRI 207-4
Public subsidies received
GRI 201-4
168
ANNEX II. Independent verification opinion
AmRest - Informe EINF (EN)_Page_2.jpg
169
AmRest - Informe EINF (EN)_Page_3.jpg
170
AmRest - Informe EINF (EN)_Page_4.jpg
171
AmRest - Informe EINF (EN)_Page_5.jpg
172
AmRest - Informe EINF (EN)_Page_6.jpg
173
AmRest - Informe EINF (EN)_Page_7.jpg
Annual Corporate
Governance Report
for the year ended 31 December 2024
Data identify issuer
Ending date of reference financial year
31/12/2024
Tax Identification Code [C.I.F]
A88063979
Registered name
AmRest Holdings SE
Registered office
Paseo de la Castellana 163, 10°
floor, 28046 Madrid, Spain
AmRest Holdings SE
Annual Corporate Governance Report
for the year ended 31 December 2024
Contents
A.
OWNERSHIP STRUCTURE .............................................................................................................................................................................
B.
GENERAL SHAREHOLDER'S MEETING ........................................................................................................................................................
C.
STRUCTURE OF THE COMPANY'S ADMINISTRATION ................................................................................................................................
D.
RELATED-PARTY AND INTRAGROUP TRANSACTIONS ..............................................................................................................................
E.
RISK MANAGEMENT AND CONTROL SYSTEMS ..........................................................................................................................................
F.
INFORMATION (ICFR).....................................................................................................................................................................................
G.
DEGREE OF COMPLIANCE WITH CORPORATE GOVERNANCE RECOMMENDATIONS .........................................................................
H.
FURTHER INFORMATION OF INTEREST ......................................................................................................................................................
176
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
A  OWNERSHIP STRUCTURE
A.1 Complete the following table on share capital and the attributed voting rights, including those
corresponding to shares with a loyalty vote as of the closing date of the year, where appropriate:
Indicate whether company bylaws contain the provision of double loyalty voting:
Yes _No    X_
Date of the last modification of the
share capital
Share capital (euros)
Number of shares
Number of voting rights
15/10/2018
21,955,418.30
219,554,183
219,554,183
Indicate whether there are different classes of shares with different associated rights:
Yes _No    X_
A.2 List the company’s significant direct and indirect shareholders at year end, including directors with a
significant shareholding:
Name or company name of
shareholder
% of voting rights attached to the
shares
% of voting rights through financial
instruments
% of total voting
rights
Direct
Indirect
Direct
Indirect
FCapital Dutch, S.L.
67.05
0.00
0.00
0.00
67.05
FYNVEUR, S.C.A.
5.29
0.00
0.00
0.00
5.29
Nationale-Nederlanden
Powszechne Towarzystwo
Emerytalne Spółka Akcyjna
0.00
4.89
0.00
0.00
4.89
Powszechne Towarzystwo
Emerytalne Allianz Polska, S.A.
0.00
4.34
0.00
0.00
4.34
Remarks
Mr. Carlos Fernández González owns indirectly the majority of the share capital and voting rights of FCapital Dutch, S.L. (direct holder of the
shareholding stated in the table above).
Mr. Amaury Wittouck owns indirectly the majority of the share capital and voting rights of FYNVEUR, S.C.A. (direct holder of the
shareholding stated in the table above).
Breakdown of the indirect holding
Name or company name of the
indirect owner
Name or company name of the
direct owner
% of voting rights
attached to the shares
% of voting rights
through financial
instruments
% of total
voting rights
Nationale-Nederlanden
Powszechne Towarzystwo
Emerytalne Spółka Akcyjna
Nationale-Nederlanden Otwarty
Fundusz Emerytalny
4.893
0.00
4.893
Powszechne Towarzystwo
Emerytalne Allianz Polska, S.A.
Allianz Polska Otwarty Fundusz
Emerytalny
4.339
0.00
4.339
Powszechne Towarzystwo
Emerytalne Allianz Polska, S.A.
Allianz Polska Dobrowolny
Fundusz Emerytalny
0.002
0.00
0.002
177
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Indicate the most significant changes in the shareholder structure during the year:
Most significant movements
Pursuant to the notifications sent on December 16, 2024 and January 2, 2025, to the Spanish National Securities Market Commission
(“CNMV”), on December 6, 2024, Artal International, S.C.A. transferred its entire stake in AmRest Holdings, SE (5.289%) to its wholly-owned
subsidiary FYNVEUR, S.C.A.
A.3 Give details of the participation at the close of the fiscal year of the members of the board of directors who
are holders of voting rights attributed to shares of the company or through financial instruments, whatever the
percentage, excluding the directors who have been identified in Section A2 above:
Name or company
name of director
% of voting rights attached
to the shares (including
votes for loyalty)
% of voting rights
through financial
instruments
% of total
voting rights
From % total number of voting
rights attributed to the shares,
indicate, where appropriate, the
additional votes attributed
corresponding to the shares with a
loyalty vote
Direct
Indirect
Direct
Indirect
Direct
Indirect
Total percentage of voting rights held by the Board of Directors
0.00
Breakdown of the indirect holding
Name or company
name of director
Name or company
name of the direct
owner
% of voting
rights attached
to the shares
(including votes
for loyalty)
% of voting
rights through
financial
instruments
% of total
voting rights
From % total number of voting
rights attributed to the shares,
indicate, where appropriate,
the additional votes attributed
corresponding to the shares
with a loyalty vote
List the total percentage of voting rights represented on the board:
Total percentage of voting rights held by the Board of Directors
67.05
Remarks
See Section A.2.
A.4 If applicable, indicate any family, commercial, contractual or corporate relationships that exist among
significant shareholders to the extent that they are known to the company, unless they are insignificant or arise
in the ordinary course of business, with the exception of those reported in section A.6:
Name or company name of related party
Nature of relationship
Brief description
178
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
A.5 If applicable, indicate any commercial, contractual or corporate relationships that exist between significant
shareholders and the company and/or its group, unless they are insignificant or arise in the ordinary course of
business:
Name or company name of related party
Nature of relationship
Brief description
A.6 Unless insignificant for both parties, describe the relationships that exist between significant shareholders,
shareholders represented on the Board and directors or their representatives in the case of directors that are
legal persons.
Explain, if applicable, how the significant shareholders are represented. Specifically, indicate those directors appointed
to represent significant shareholders, those whose appointment was proposed by significant shareholders, or who are
linked to significant shareholders and/or companies in their group, specifying the nature of such relationships or ties. In
particular, mention the existence, identity and post of any directors of the listed company, or their representatives, who
are in turn members or representatives of members of the Board of Directors of companies that hold significant
shareholdings in the listed company or in group companies of these significant shareholders.
Name or company name of
related director or
representative
Name or company
name of related
significant
shareholder
Company name of the group
company of the significant
shareholder
Description
of relationship/post
Mr. José Parés Gutiérrez
FCapital Dutch, S.L.
Grupo Finaccess S.A.P.I. de C.V.
Director of Grupo Finaccess S.A.P.I. de C.V.
Mr. Luis Miguel Álvarez Pérez
FCapital Dutch, S.L.
Grupo Finaccess S.A.P.I. de C.V.
Director of Grupo Finaccess S.A.P.I. de C.V.
Ms. Begoña Orgambide García
FCapital Dutch, S.L.
Grupo Finaccess S.A.P.I. de C.V.
Director of FCapital Dutch, S.L.
A.7 Indicate whether the company has been notified of any shareholders’ agreements that may affect it, in
accordance with the provisions of Articles 530 and 531 of the Spanish Corporate Enterprises Act. If so,
describe them briefly and list the shareholders bound by the agreement:
Yes _ No   X_
Indicate whether the company is aware of any concerted actions among its shareholders, If so, provide a brief
description:
Yes _ No    X_
If any of the aforementioned agreements or concerted actions have been amended or terminated during the year,
indicate this expressly:
A.8 Indicate whether any individual or company exercises or may exercise control over the company in
accordance with Article 5 of the Securities Market Act, If so, identify them:
Yes   X_  No _
Name or company name
Mr. Carlos Fernández González
179
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Remarks
Mr. Carlos Fernández González owns indirectly the majority of the share capital and voting rights of FCapital Dutch, S.L. (owns 67.05% of
the share capital of AmRest Holdings, SE).   
A.9 Complete the following table with details of the company’s treasury shares:
At the close of the year:
Number of direct shares
Number of indirect shares (*)
Total percentage of share capital
2,927,790
-
1.33%
(*) Through:
Name or company name of direct shareholder
Number of direct shares
Explain any significant changes that have occurred during the financial year:
Explain significant changes
The significant changes in the Company's treasury shares during the financial year 2024 are due to the treasury stock acquisition
transactions carried out under the Share Buyback Program approved by the Board of Directors of AmRest within the framework of the
authorization granted to it by resolution of the Company's General Shareholders' Meeting, held on May 12, 2022, under the ninth item on the
agenda, and in accordance with Article 5 of Regulation (EU) No. 596/2014 of the European Parliament and of the Council, of 16 April 2014,
on market abuse, and Articles 2.2 and 2.3 of Commission Delegated Regulation (EU) 2016/1052, of March 8, 2016.
This Share Buyback Program of treasury shares was communicated to the Spanish National Securities Market Commission by means of
communication of Inside Information dated December 1, 2023. Additionally, through a communication of Other Relevant Information dated
December 4, 2024, it was communicated to the Spanish National Securities Market Commission the completion, on the same day December
4, 2024, of the aforementioned Share Buyback Program.
Likewise, during the financial year 2024, deliveries of shares to employees have been made under the employee incentive plans in order to
comply with these plans.
A.10 Provide a detailed description of the conditions and terms of the authority given to the Board of Directors
to issue, repurchase, or dispose of treasury shares.
In connection with the authorization granted to the Board of Directors by the General Shareholders’ Meeting to acquire the Company’s own
shares, the Ordinary General Shareholders’ Meeting of AmRest held on May 12, 2022 resolved to renew the previous authorization granted
by the General Shareholders’ Meeting of June 6, 2018, on the terms that are literally set forth below:
"Leave without value or effect, in the unused part of the resolution approved under item nine of the Agenda of the Ordinary General
Shareholders Meeting, held on 6 June 2018, concerning the authorisation granted to the Board of Directors for the derivative acquisition of
Company treasury shares, directly or through companies of the group and for the disposal of the same.
Grant express authorisation for the derivative acquisition of Company treasury shares, directly through the Company or through any of its
subsidiaries.
Approve the limits or requirements of these acquisitions, which will be as follows:
(i)  Methods of acquisition: by share purchase deed or by any other “inter vivos” transfer for valuable consideration.
(ii)  Maximum amount: That the nominal value of the shares acquired directly or indirectly, added to the value of those already held by the
Company and its subsidiaries, and, where applicable, the parent company and its subsidiaries, does not exceed, at any time, the
permitted legal maximum.
180
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
(iii)  Characteristics of the acquired shares: That the acquired shares are free of any charge or encumbrance, are fully disbursed and are not
affected by the fulfilment of any kind of obligation.
(iv)  Required reserve: That a restricted reserve, equivalent to the amount of the treasure shares reflected in the assets, may be provided in
the Company's equity. This reserve must be maintained as long as the shares are not sold or redeemed or there is a legislative
amendment authorising it.
(v)  Term: five (5) years from the date of approval of this resolution.
(vi)  Minimum and maximum price: The acquisition price must not be less than the nominal value or more than 20% of the listed price in both
cases at the time of the acquisition in question. The acquisition of treasury shares will be in accordance with the rules and practices of the
securities markets. All the above, without prejudice to the application of the general scheme of derivative acquisitions provided for in Article
146 of the current Companies Act.
It is expressly stated that the shares acquired as a result of this authorisation may be traded or redeemed, as well as applied to remuneration
schemes, plans or agreements, in effect at any time, by providing shares and stock options to [.............................] to management personnel
of the Company or its Group. In addition, it is expressly authorised that the shares acquired by the Company or its subsidiaries in the use of
this authorisation, and those owned by the Company at the date of this General Meeting, may be allocated in whole or in part to facilitate the
fulfilment of these plans or agreements, as well as for the development of programmes that promote equity participation in the Company, such
as dividend reinvestment plans, loyalty bonds or other similar instruments.
The Board of Directors is also authorised to replace the powers delegated to it by this General Shareholders Meeting in relation to this
resolution, in favour of the Chairman of the Board of Directors, the Secretary or the Deputy Secretary of the Board."
In addition, a resolution was also passed at the General Shareholders’ Meeting to delegate the authority to the Board of Directors to increase
the company’s share capital (within the maximum period of five years from the date of the resolution, once or more times, and up to a
maximum amount equivalent to half the share capital at the time of the authorisation), as well as to issue bonds, debentures and other fixed
income securities convertible into shares, warrants or other similar securities that may grant the right to the subscription of shares, as well as
promissory notes and preference shares or debt instruments of a similar nature, in turn delegating the authority to exclude the pre-emptive
subscription right in these issued securities up to a limit of 20% of the share capital, in accordance with the terms of the Spanish Capital
Companies Act.
A.11 Estimated float:
%
Estimated float
17.10
A.12 Indicate whether there are any restrictions (articles of incorporation, legislative or of any other nature)
placed on the transfer of shares and/or any restrictions on voting rights. In particular, indicate the existence of
any type of restriction that may inhibit a takeover of the company through acquisition of its shares on the
market, as well as such regimes for prior authorisation or notification that may be applicable, under sector
regulations, to acquisitions or transfers of the company’s financial instruments.
Yes _ No    X_
A.13 Indicate whether the general shareholders' meeting has resolved to adopt measures to neutralise a
takeover bid by virtue of the provisions of Law 6/2007.
Yes _ No    X_
If so, explain the measures approved and the terms under which such limitations would cease to apply:
A.14 Indicate whether the company has issued shares that are not traded on a regulated EU market.
Yes _ No    X_
If so, indicate each share class and the rights and obligations conferred.
181
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
B  GENERAL SHAREHOLDER’S MEETING
B.1 Indicate whether there are any differences between the minimum quorum regime established by the Spanish
Corporate Enterprises Act for General Shareholders’ Meetings and the quorum set by the company, and if so
give details:
Yes   X_  No _
% quorum different from that established
in Article 193 of the Spanish Corporate
Enterprises Act for general matters
% quorum different from that established
in Article 194 of the Spanish Corporate
Enterprises Act for special resolutions
Quorum required at 1st call
40%
60%
Quorum required at 2nd call
40%
Description of differences
% quorum different from that established in Article 193 of the Spanish Corporate Enterprises Act for general matters
Quorum required at 1st call: at least 40% of share capital subscribed with voting rights
Quorum required at 2nd call: N/A
% quorum different from that established in Article 194 of the Spanish Corporate Enterprises Act for special resolutions
Quorum required at 1st call: at least 60% of share capital subscribed with voting rights
Quorum required at 2nd call: at least 40% of share capital subscribed with voting rights
B.2 Indicate whether there are any differences between the company’s manner of adopting corporate resolutions
and the regime provided in the Spanish Corporate Enterprises Act and, if so, give details:
Yes   X_  No _
Qualified majority different from
that established in Article 201.2 of the Spanish
Corporate Enterprises
Act for matters referred to by
Article 194.1 of said Act
Other matters requiring a
qualified majority
% established by the company for the
adoption of resolutions
0
50
In accordance with the provisions of Article 20 of the Company's Bylaws, corporate resolutions shall be approved by the General Shareholders'
Meeting by the majority of votes required by law in each case, with the sole exception of the majority required to waive the prohibition of
competition in accordance with the provisions of Article 25 bis of the Company's Bylaws, which provides that the waiver shall require the
favourable vote of at least more than half of the share capital with voting rights.
B.3 Indicate the rules for amending the company’s articles of incorporation. In particular, indicate the majorities
required for amendment of the articles of incorporation and any provisions in place to protect shareholders’
rights in the event of amendments to the articles of incorporation.
Pursuant to Article 19 of AmRest’s Bylaws and Article 16 of the General Shareholders’ Meeting Regulation, where an ordinary or extraordinary
General Shareholders’ Meeting is arranged to discuss amendments to the Bylaws, included increasing or reducing the share capital, issuing
bonds within the scope of its powers, cancelling or limiting shareholders’ preferential subscription rights over new shares, transforming,
merging, splitting off, globally assigning assets and liabilities, moving the registered office abroad or winding up of the Company, shareholders
representing at least 60% of the share capital subscribed with voting rights must be in attendance at the first call (‘primera convocatoria’) for
such meeting(s) to be considered valid.  At second call (‘segunda convocatoria’), at least 40% of the subscribed capital with voting rights is
required.
With regard the majorities required for amendments to the Bylaws, Article 20 of AmRest’s Bylaws and Article 26 of the General Shareholders’
Meeting Regulation refer to the terms set forth by law, i.e. at the first call, absolute majority where shareholders representing at least 50% of
the capital subscribed with voting rights are present. At second call, where shareholders representing less than 50% of the capital subscribed
with voting rights are present, resolutions concerning amendments to the Bylaws may only be validly adopted with a favourable vote of two-
thirds of the present or represented shared capital at the General Shareholders’ Meeting. 
182
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Also, and in pursuance to section 286 of the Spanish Capital Companies Act, if the Bylaws are amended, the Directors or, if appropriate, the
shareholders who made the proposal must draw up in full the text of their proposed amendment and a written report justifying the amendment,
which must be made available to the shareholders when the General Shareholders’ Meeting is called to deliberate on the amendment.
Furthermore, and pursuant to section 287 of the Capital Companies Act, the notice calling the General Shareholders’ Meeting must clearly
state the items that might be amended, and note that all the shareholders are entitled to analyse the full text of the proposed amendment and
the report on such amendment at the registered offices, as well as to request such documents to be delivered or sent to them free of charge.
Pursuant to section 291 of the Capital Companies Act, when new obligations are established for the shareholders due to an amendment of the
Bylaws, the resolution must be passed with the approval of the affected shareholders. Furthermore, if the amendment directly or indirectly
affects a type of shares, or part of them, the provisions of section 293 of such Act shall apply.
The procedure for voting on proposed resolutions at the General Shareholders’ Meeting is regulated in section 197 bis of the Capital
Companies Act and in the internal regulations of AmRest, in particular, article 24 of the Regulations for the General Shareholders’ Meeting.
This article states, among other things, that when amendments are made to the Bylaws, each article or group of articles which is materially
different will be voted on separately (voting, as an exception, as a whole on those proposals that are configured as unitary and indivisible, such
as those related to the approval of a consolidated text of the Bylaws).
B.4 Give details of attendance at General Shareholders’ Meetings held during the reporting year and the two
previous years:
Attendance data
Date of General Meeting
% physically present
% present by proxy
% distance voting
Total
Electronic voting
Other
09/05/2024
0.00%
74.01%
0.00%
0.00%
74.01%
Of which floating capital:
0.00%
6.16%
0.00%
0.00%
6.16%
11/05/2023
0.00%
69.49%
0.00%
0.00%
69.49%
Of which floating capital:
0.00%
1.77%
0.00%
0.00%
1.77%
12/05/2022
0.00%
74.61%
0.00%
0.00%
74.61%
Of which floating capital:
0.00%
7.02%
0.00%
0.00%
7.02%
B.5 Indicate whether any point on the agenda of the General Shareholders’ Meetings during the year was not
approved by the shareholders for any reason.
Yes _ No    X_
B.6 Indicate whether the articles of incorporation contain any restrictions requiring a minimum number of shares
to attend General Shareholders’ Meetings, or to vote remotely:
Yes _ No    X_
B.7 Indicate whether it has been established that certain decisions, other than those established by law, entailing
an acquisition, disposal or contribution to another company of essential assets or other similar corporate
transactions must be submitted for approval to the General Shareholders’ Meeting.
Yes _ No    X_
B.8 Indicate the address and manner of access on the company's website to information on corporate
governance and other information regarding General Shareholders’ Meetings that must be made available to
shareholders through the company website.
The company’s website address is www.amrest.eu.
Information on corporate governance, including information on the General Shareholders' Meeting, can be found by accessing directly from
AmRest's home page (www.amrest.eu) to the "Investors" section (https://www.amrest.eu/en/investors/investors-and-shareholders) and, from
there, to the "Corporate Governance" and "General Shareholders' Meeting" subsections, which include not only all the information that is
legally required but also information that the Company considers to be of interest.
183
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C  STRUCTURE OF THE COMPANY'S ADMINISTRATION
C.1  BOARD OF DIRECTORS
C.1.1 Maximum and minimum number of directors established in the articles of incorporation and the number set
by the general meeting:
Maximum number of directors
15
Minimum number of directors
5
Number of directors set by the general meeting
7
C.1.2 Complete the following table on Board members:
Name or
company
name of
director
Represen-
tative
Category of
director
Position on
the board
Date first
appointed
Date of last
appointment
Election
procedure
Date of birth
Mr. José
Parés
Gutiérrez
Executive
Chairman
October 5, 2017
May 12, 2022
General
shareholders’
meeting
resolution
August 12, 1970
Mr. Luis
Miguel
Álvarez Pérez
Proprietary
Vice
Chairman
October 5, 2017
May 12, 2022
General
shareholders’
meeting
resolution
January 31, 1970
Ms. Begoña
Orgambide
García
Proprietary
Director
May 11,2023
May 11, 2023
General
shareholders’
meeting
resolution
March 1, 1979
Ms. Romana
Sadurska
Independent
Director
May 14, 2019
May 9, 2024
General
shareholders’
meeting
resolution
July 28, 1951
Mr. Emilio
Fullaondo
Botella
Independent
Director
May 14, 2019
May 9, 2024
General
shareholders’
meeting
resolution
May 22, 1971
Mr. Pablo
Castilla
Reparaz
Independent
Lead
Independent
Director
October 5, 2017
May 12, 2022
General
shareholders’
meeting
resolution
December 6, 1960
Ms. Mónica
Cueva Díaz
Independent
Director
July 1, 2020
May 12, 2021
General
shareholders’
meeting
resolution
April 6, 1965
Total number of Directors
7
Indicate any cessations, whether through resignation or by resolution of the general meeting, that have taken place in the
Board of Directors during the reporting period:
Name or company name
of director
Category of the
director at the time
of cessation
Date of last
appointment
Date of
cessation
Specialised
committees of
which he/she was a
member
Indicate whether the
director left before the end
of his or her term of office
184
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C.1.3 Complete the following table on Board members and their different category:
EXECUTIVE DIRECTORS
Name or company name of
director
Post in organizational chart of the
company
Profile
Mr. José Parés Gutiérrez
Executive Chairman
Graduated from Universidad Panamericana, Mexico (Business and
Finance) and completed his MBA at ITAM, Mexico, as well as the
Business D-1 Program at IPADE, Mexico, and Executive
Programme at Wharton, San Francisco. CEO of Finaccess Capital
(Mexico) since 2013 and Chairman of the Board of Directors of
Restaurant Brands New Zealand Limited. He has international
experience in marketing, sales, finance and operational
management. He spent 19 years of his career working in various
roles for Grupo Modelo (Mexico) and was the member of the Board
of Crown Imports (Chicago, Illinois), Vice Chairman of the Board of
MMI (Toronto, Canada), member of the Board of DIFA (Mexico) and
member of the Mexican Brewers Association (Cámara de
Cerveceros de México).
Total number of executive directors
1
Percentage of Board
14.29
EXTERNAL PROPRIETARY DIRECTORS
Name or company name of
director
Name or company name of the
significant shareholder
represented by the director or that
nominated the director
Profile
Mr. Luis Miguel Álvarez Pérez
FCapital Dutch, S.L.                 
Graduated from Universidad Iberoamericana (Industrial
Engineering) and completed the International Management
Program at Fort Lauderdale, Florida (IPADE Business School), the
International Top Management Program (ITAM, Ashridge, Kellog,
IMD, Standford) and the Building Skills for Success Program at
Wharton, San Francisco. Board Member, Audit Committee
Member and Investment Committee Member of Finaccess, S.A.P.I.
(since 2013). Founder and CEO of Compitalia, S.A. de C.V.
Member of the Board of Directors and of the Appointments and
Remuneration Committee of Restaurant Brands New Zealand
Limited. Previously held several roles at Grupo Modelo (Mexico)
for more than 25 years. Currently he is a member of the Board of
Directors of numerous private companies and NGOs, in addition to
holding various positions in the Finaccess Group.
Ms. Begoña Orgambide García
FCapital Dutch, S.L.                 
She holds a degree in Administration and Finance with honors
from Universidad Panamericana, where she also studied a
Master's Degree in Investment Project Evaluation. She holds a
Diploma in Communication and Corporate Reputation from
Universidad Anáhuac and a Senior International Management
Program (PADI), taught by ITAM, in collaboration with Kellogg,
Stanford and Ashridge. She is currently Director of Investor
Relations at Finaccess Capital, S.A. de C.V. and has developed
expertise in investment analysis, mainly in the restaurant and real
estate sector, and return evaluation. She is also responsible for the
design and implementation of the communication strategy for the
investor group regarding the financial situation and evolution of the
different investments. Previously she was Director of Investor
Relations at Grupo Modelo S.A.B. de C.V. and subsequently held
the same position at Grupo Sports World S.A.B. de C.V. She was
also Director of Strategic Planning and M&A of Walmart de México
S.A.B. de C.V.
Total number of proprietary directors
2
Percentage of Board
28.57
185
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
EXTERNAL INDEPENDENT DIRECTORS
Name or company name of director
Profile
Mr. Pablo Castilla Reparaz
He holds a Bachelor’s Degree of Laws (Universidad Complutense - CEU) as well as
a Master’s Degrees in Tax Legal Advice and EU Law (ICAI – ICADE) and finished
Advanced Management Program for Overseas Bankers (the Wharton School of the
University of Pennsylvania). He has more than 30 years of experience in the banking
sector as a lawyer for Banco Santander, S.A., having been responsible for M&A
transactions in several jurisdictions. He has also served as Director of Santander
Direkt Bank (Germany), Director of Banco Mercantil (Peru), Secretary non director of
BT Telecomunicaciones S.A., director Secretary of Santander Investment, S.A.,
Secretary of the Investment Committee of Grupo Santander, director Secretary of
OpenBank and director Secretary of Grupo Vitaldent.
Ms. Mónica Cueva Díaz
She holds a degree in Economic and Business Sciences and Executive MBA from
the Instituto de Empresa. She worked with Banco Santander for more than 30 years,
holding various roles in different jurisdictions, generally linked to the financial,
accounting and control areas, also participating in important integration processes
such as the acquisition of ABN AMRO. Ms. Mónica Cueva has also been a college
professor and lecturer, a member of the European Banking Authority representing
Banco Santander, and a director in numerous companies of the Santander Group.
She currently holds the position of director of Banco Santander Río (Argentina).
Ms. Romana Sadurska
Law graduate (University of Warsaw), LLM from Yale University and PhD from the
Polish Academy of Sciences. She was a professor at the University of Sidney and
the Australian National University. She was also partner Secretary General of the
Spanish law firm Uría Menédez, being responsible for the practice area of Central
and Eastern Europe of said firm. Likewise, she held the position of Executive Vice
President of the Professor Uría Foundation. Currently, she is a member of the
Patronage ("Patronato") of the Aspen Institute Spain and a member of the Real
Diputación de San Andrés de los Flamencos - Carlos de Amberes Foundation.
Mr. Emilio Fullaondo Botella
He holds a degree in Public Accounting and an MBA from the Instituto Tecnológico
Autónomo de México (ITAM) and completed the Executive Management of the
Instituto Panamericano de Alta Dirección de Empresa (IPADE). He held senior
management positions for more than 23 years in the beer industry, leading various
departments related to the financial area of the Mexican beer group Grupo Modelo,
including the position of Chief Financial Officer for a period of 4 years and
subsequently in the Belgian company AB InBev, following the acquisition by Grupo
Modelo as Chief People Officer for Middle Americas until his resignation in January
2019. Currently, he  is an independent director of the Restaurant Brands New
Zealand Limited.
Number of independent directors
4
Percentage of the Board
57.14
Indicate whether any director classified as independent receives from the company or any company in its group any
amount or benefit other than remuneration as a director, or has or has had a business relationship with the company or
any company in its group during the past year, whether in his or her own name or as a significant shareholder, director or
senior executive of a company that has or has had such a relationship.
If so, include a reasoned statement by the Board explaining why it believes that the director in question can perform his or
her duties as an independent director.
Name or company name of director
Description
of the relationship
Reasoned statement
186
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
OTHER EXTERNAL DIRECTORS
Identify the other external directors, indicate the reasons why they cannot be considered either proprietary or
independent, and detail their ties with the company or its management or shareholders:
Name or company name of
director
Reason
Company, manager or
shareholder to which or to whom
the director is related
Profile
Total number of other external directors
Percentage of the Board
Indicate any changes that have occurred during the period in each director's category:
Name or company name of
director
Date of change
Previous category
Current category
C.1.4 Complete the following table with information relating to the number of female directors at the close of the
past four years, as well as the category of each:
Number of female directors
% of total directors for each category
Year 2024
Year 2023
Year 2022
Year 2021
Year 2024
Year 2023
Year 2022
Year 2021
Executive
0
0
0
0
0.00%
0.00%
0.00%
0.00%
Proprietary
1
1
0
0
50.00%
50.00%
0.00%
0.00%
Independent
2
2
2
2
50.00%
50.00%
50.00%
50.00%
Other external
0
0
0
0
0.00%
0.00%
0.00%
0.00%
Total
3
3
2
2
42.86%
42.86%
28.57%
28.57%
C.1.5 Indicate whether the company has diversity policies in relation to its Board of Directors on such questions
as age, gender, disability, education and professional experience. Small and medium-sized enterprises, in
accordance with the definition set out in the Spanish Auditing Act, will have to report at least the policy that they
have implemented in relation to gender diversity.
Yes   X_
No
__
Partial polices
__
If so, describe these diversity policies, their objectives, the measures and the way in which they have been applied and
their results over the year. Also indicate the specific measures adopted by the Board of Directors and the nomination and
remuneration committee to achieve a balanced and diverse presence of directors.
If the company does not apply a diversity policy, explain the reasons why.
187
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
If the company does not apply a diversity policy, explain the reasons why
AmRest has a Diversity Policy in relation to the Board of Directors and the Selection of Directors, adapted to the applicable regulations and
the recommendations of the Good Governance Code of the Spanish National Securities Market Commission (CNMV) currently in force.
This Policy ensures that the procedures for selecting directors are based on a prior analysis of the skills required by the Board of Directors,
and favours thereof diversity of knowledge, training and professional experience, age and gender on the Board, free from any implicit bias that
might imply any form of discrimination, particularly on account of gender, disability or any other personal condition, and that facilitate the
selection of female directors in a number that allows the achievement of an equal balance of women and men.
In accordance with the provisions of said Policy and with the Regulations of the Board of Directors, and in accordance with the criteria applied
in practice by the Company, the selection of candidates to serve as a director at AmRest adheres to the following principles:
1. An effort is made to ensure that the Board of Directors has a balanced composition, with a large majority of non-executive directors and an
appropriate mix of proprietary and independent directors, while also endeavouring to ensure that independent directors have sufficient weight
within the Board of Directors.
2. The Board of Directors endeavours to ensure that the procedures for the selection of directors favour diversity of knowledge, training,
professional experience, age and gender, and are free from any implicit biases that might imply any form of discrimination. All of the foregoing
is in order for the Board of Directors to have an appropriate, diverse and balanced composition overall, which i) enriches analysis and debate,
ii) contributes multiple viewpoints and positions, iii) favours decision-making, iv) gives it maximum independence, and v) allows for compliance
with legal requirements and good governance recommendations in relation to composition and suitability required to be met by the members
of the Board of Directors. It shall also ensure that the candidates for director have sufficient available time to properly perform their duties.
3. The process for the selection of candidates to serve as directors is also based on a prior analysis of the skills required by the Board of
Directors. Such analysis is conducted by the Company’s Board of Directors, with the advice and with the required report or proposal, if
applicable, of the Appointments, Remuneration and Corporate Governance Board Committee.
4. In the case of re-election or ratification, the report or proposal of the Appointments, Remuneration and Corporate Governance Board
Committee contains an evaluation of the work and effective dedication to the position for the most recent period of time during which the
proposed director has been in that position, as well as the director’s ability to continue to perform satisfactorily.
5. The required report or proposal of the Appointments, Remuneration and Corporate Governance Board Committee is published upon the
call to the General Shareholders’ Meeting at which the appointment, ratification or re-election of each director is submitted.
Furthermore, the Board of Directors and the Appointments, Remuneration and Corporate Governance Board Committee ensure, within the
scope of their respective powers, that the candidates chosen for the position of director are persons of recognized probity, competence and
experience, who are willing to devote the time and effort required for the performance of their duties.
Accordingly, all the candidates for the position of director shall be professionals of integrity, whose conduct and professional career is in line
with the principles set out in the Code of Business Conduct and with the criteria and values of the AmRest Group. 
Candidates for directors shall be considered in particular if they have training and professional experience in different fields of activity,
especially in economic-financial matters, consumer knowledge, ESG knowledge, marketing, technology, accounting, auditing and risk
management -both financial and non-financial-. 
Likewise, it should be noted that the same criteria and principles that the Company applies in the process of selection and appointment of the
members of the Board of Directors are applied in the appointment of the directors that are part of the different committees of the Board of
Directors of the Company.
The Appointments, Remuneration and Corporate Governance Board Committee verifies compliance with the Diversity Policy in relation to the
Board of Directors and the Selection of Directors on an annual basis, and information thereon is included in the Annual Corporate Governance
Report and in such other documents as are deemed appropriate.
As of December 31, 2024, the composition of the Board of Directors complies with the objectives contemplated in the applicable regulations
and recommendations, in its Regulations and in the Diversity Policy in relation to the Board of Directors and the Selection of Directors.
Accordingly, there is an adequate balance between the different categories of directors, with an ample majority of non-executive directors
(85.71%) and independent directors (57.14%), with a percentage of gender diversity in line with best practices (women represent 42.86% of
the directors), and with a wide diversity of skills, knowledge and global experience. In conclusion, the Board, as a whole, has an adequate and
diverse composition and a deep knowledge of the environment, strategy, activities, business and risks of the Company and its Group,
resulting in a balanced composition adjusted to the needs of the corporate bodies, and thus contributing to ensure the proper performance of
its functions.
AmRest is firmly convinced that diversity in all its facets and at all levels, as well as the fact that its members have different points of view and
positions, is an essential factor in ensuring the competitiveness of the Company and an important element favouring a critical attitude.
188
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C.1.6 Describe the measures, if any, agreed upon by the nomination committee to ensure that selection
procedures do not contain hidden biases which impede the selection of female directors and that the company
deliberately seeks and includes women who meet the target professional profile among potential candidates,
making it possible to achieve a balance between men and women. Also indicate whether these measures include
encouraging the company to have a significant number of female senior executives:
Explanation of measures
As already mentioned, Board members are selected and appointed based on the Company’s needs and the skills required by the Board of
Directors itself. Thus, the Board of Directors and the Appointments, Remuneration and Corporate Governance Board Committee seek
candidates who bring a wealth of diverse knowledge, abilities, experience and profiles to the Company, the search being based, essentially,
on the ability and professional merits of the candidates and on their showing conduct and a track record aligned with AmRest's values. Any
male or female who meets these requirements can be included in the selection process.
Specifically, with regard to gender diversity, the Diversity Policy in relation to the Board of Directors and the Selection of Directors establishes
that the Board of Directors, as far as possible and in the best interest of the Company, promotes the objective of the presence of female
directors, as well as measures that encourage the Company to have a balanced representation at senior management level, taking into
account the recommendations of good governance in force at any given time, and without prejudice to the essential criteria of merit and ability
that must govern all selection processes of the Company.
As of December 31, 2024, the percentage of women on the Board of Directors is 42.86%, with a balanced presence of women and men. 
If in spite of any measures adopted there are few or no female directors or senior managers, explain the reasons for this:
Explanation of reasons
On the other hand, as regards the number of women in senior management, in recent years there has been a significant restructuring in the
composition of the Company's senior management, thus affecting gender diversity. Due to the low turnover in senior management following
this restructuring, the number of female senior managers has not increased during the year 2024.
In this context, one of the Company's objectives is to continue working to ensure that future selection processes to be carried out as
vacancies arise continue to favour gender diversity.
C.1.7 Explain the conclusions of the nomination committee regarding verification of compliance with the policy
aimed at promoting an appropriate composition of the Board of Directors.
In accordance with the provisions of the applicable regulations and policies, in 2024, the Appointments, Remuneration and Corporate
Governance Board Committee proposed to the Board of Directors, for its subsequent submission to the General Shareholders’ Meeting, the
re-election of Ms. Romana Sadurska and Mr. Emilio Fullaondo Botella as independent directors, having verified, in the process of preparation
and approval of these re-election proposals, compliance with the Diversity Policy in relation to the Board of Directors and Selection of
Directors in terms of the objective of favouring diversity of knowledge, training and professional experience, age and gender.
In relation to these proposals, the Board Committee evaluated and weighed the (i) the contribution of the directors whose re-election was
proposed to the proper functioning of the Board of Directors, (ii) that the re-election proposals also aimed to maintain the majority of
independent directors and preserve a balanced composition on the Board, and (iii) the training, competence, professional profile, and
suitability of the proposed candidates, as well as their experience and knowledge in diverse sectors and matters relevant to the Company, and
their capacity to adequately dedicate themselves to the performance of the position and to effectively contribute to the Company's governing
bodies being able to perform their functions with the highest standards of quality and efficiency.
C.1.8 If applicable, explain the reasons for the appointment of any proprietary directors at the request of
shareholders with less than a 3% equity interest:
Name or company name of shareholder
Reason
189
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Indicate whether the Board has declined any formal requests for presence on the Board from shareholders whose equity
interest is equal to or greater than that of others at whose request proprietary directors have been appointed. If so,
explain why the requests were not granted:
Yes _ No    X_
C.1.9 Indicate the powers, if any, delegated by the Board of Directors, including those relating to the option of
issuing or re-purchasing shares, to directors or board committees:
Name or company name of director or
committee
Brief description
Executive Board Committee
The Executive Board Committee has been delegated all of the Board’s faculties, aside from
those which may not be delegated according to the law, the Articles of Association and the
Board of Directors Regulation.
Mr. José Parés Gutiérrez
The Executive Chairman has been delegated all of the Board’s faculties, aside from those
which may not be delegated according to the law, the Articles of Association and the Board of
Directors Regulation.
The Board of Directors delegated to Mr. José Parés Gutiérrez all the powers inherent to the
position of Executive Chairman at the time of his appointment, in November 2020, with effects
from 1 January 2021.
C.1.10 Identify any members of the Board who are also directors, representatives of directors or managers in
other companies forming part of the listed company's group:
Name or company name of
director
Company name of the group
entity
Position
Does the director have executive
powers?
C.1.11 List the positions of director, administrator or representative thereof, held by directors or representatives
of directors who are members of the company's board of directors in other entities, whether or not they are
listed companies:
Identity of the director or representative
Company name of the listed or non-listed entity
Position
Mr. José Parés Gutiérrez
Finaccess Capital, S.A. de C.V.
Sole Director
Mr. José Parés Gutiérrez
Grupo Far-Luca, S.A. de C.V.
Director
Mr. José Parés Gutiérrez
Grupo Finaccess, S.A.P.I. de C.V.
Director
Mr. José Parés Gutiérrez
Wafi, S.A. de C.V.
Sole Director
Mr. José Parés Gutiérrez
Tenedora PGB, S.A. de C.V
Sole Director
Mr. José Parés Gutiérrez
Finaccess Capital USA, Inc.
Chairman
Mr. José Parés Gutiérrez
Fincap USA, Inc.
Manager
Mr. José Parés Gutiérrez
Grupo RBNZ México, S.A. de C.V.
Sole Director
Mr. José Parés Gutiérrez
Restaurant Brands New Zealand Limited
Chairman
Mr. José Parés Gutiérrez
GD Holdings USA Inc.
Sole Director
Mr. José Parés Gutiérrez
Destilados GD, S.A.P.I. de C.V.
Chairman
Mr. Luis Miguel Álvarez Pérez
Finaccess Filantropía, A.C.
Chairman
190
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Mr. Luis Miguel Álvarez Pérez
Finaccess Social, S.A. de C.V.
Director
Mr. Luis Miguel Álvarez Pérez
Grupo Finaccess, S.A.P.I. de C.V.
Director
Mr. Luis Miguel Álvarez Pérez
Christel House Mexico, A.C.
Director
Mr. Luis Miguel Álvarez Pérez
Gestación de Proyectos Sociales, A.C.
Director
Mr. Luis Miguel Álvarez Pérez
Compitalia, S.A. de C.V.
CEO
Mr. Luis Miguel Álvarez Pérez
Restaurant Brands New Zealand Limited
Director
Mr. Luis Miguel Álvarez Pérez
Rancho La Escandalera, S.A. de C.V.
Sole Director
Mr. Luis Miguel Álvarez Pérez
Destilados GD, S.A.P.I. de C.V.
Director
Mr. Luis Miguel Álvarez Pérez
Sueños y Conceptos Inmobiliarios, S.A. de C.V.
Director Secretary
Mr. Luis Miguel Álvarez Pérez
Fornix, S.A. de C.V.
Chairman
Mr. Luis Miguel Álvarez Pérez
Cima Everest, S.A. de C.V.
Chairman
Mr. Luis Miguel Álvarez Pérez
Grupo Aradam, S.A.P.I. de C.V.
Director
Mr. Luis Miguel Álvarez Pérez
LI América S.A.P.I.
Chairman
Mr. Emilio Fullaondo Botella
Restaurant Brands New Zealand Limited
Director
Ms. Romana Sadurska
Aspen Institute España
Patron
Ms. Romana Sadurska
Real Diputación de San Andrés de los Flamencos - Carlos
de Amberes Foundation
Member
Mr. Pablo Castilla Reparaz
PLA Litigation Funding, S.A.
Director
Mr. Pablo Castilla Reparaz
Fundación Dádoris
Patron Secretary
Ms. Mónica Cueva Díaz
Banco Santander Río Argentina
Director
Ms. Begoña Orgambide García
Inmobiliaria Colonial, SOCIMI, S.A.
Director
Ms. Begoña Orgambide García
FCapital Dutch, S.L.
Director
Ms. Begoña Orgambide García
Finaccess Restauración, S.L.
Director
Ms. Begoña Orgambide García
Finaccess Inmobiliaria, S.L.
Director
Ms. Begoña Orgambide García
Finaccess Capital Inversores, S.L.
Director
Ms. Begoña Orgambide García
Atrides
Director
Remarks
Listed below are the positions indicated in the table above that are remunerated:
Mr. José Parés Gutiérrez: Chairman of Restaurant Brands New Zealand Limited; Chairman of Finaccess Capital USA, Inc.
Mr. Luis Miguel Álvarez Pérez: Director of Restaurant Brands New Zealand Limited; Director of Grupo Finaccess, S.A.P.I. de C.V.; CEO of
Compitalia, S.A. de C.V.
Mr. Emilio Fullaondo Botella: Director of Restaurant Brands New Zealand Limited
Ms. Mónica Cueva Díaz: Director of Banco Santander Río Argentina
Mr. Pablo Castilla Reparaz: Director of PLA Litigation Funding, S.A.
Ms. Begoña Orgambide García: Director of Inmobiliaria Colonial, SOCIMI, S.A.
191
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Indicate, where appropriate, the other remunerated activities of the directors or directors' representatives, whatever their nature,
other than those indicated in the previous table
Identity of the director or representative
Other paid activities
Mr. Luis Miguel Álvarez Pérez
Member of the Investment Committee of Grupo Educación, S.A. de C.V.
C.1.12 Indicate whether the company has established rules on the maximum number of company boards on
which its directors may sit, explaining if necessary and identifying where this is regulated, if applicable:
Yes   X_    No _    
Explanation of the rules and identification of the document where this is regulated
Pursuant to Article 23 of the AmRest Board of Directors Regulations and Article 2 of the Diversity Policy in relation to the Board of Directors
and the Selection of Directors, directors shall not form part of more than four other listed companies’ boards of directors. In this regard, all of
the companies’ boards of directors belonging to the same group will be considered to have one single mandate as well as those holding board
memberships as proprietary directors proposed by a company of the same group even if the stock held in the company, or the level of control,
may not qualify that company to be considered as part of the group.
Exceptionally, and provided there is just cause, the Board of Directors may exempt directors from this prohibition. In addition, directors shall
inform to the Appointments, Remuneration and Corporate Governance Board Committee of any material changes to their professional
situation and any that may affect the nature or condition by virtue of which they have been appointed as a director.
C.1.13 Indicate the remuneration received by the Board of Directors as a whole for the following items:
Remuneration accruing in favour of the Board of Directors in the financial year (thousands of euros)
829
Funds accumulated by current directors for long-term savings systems with consolidated economic rights
(thousands of euros)
0
Funds accumulated by current directors for long-term savings systems with unconsolidated economic
rights (thousands of euros)
0
Pension rights accumulated by former directors (thousands of euros)
0
C.1.14 Identify members of senior management who are not also executive directors and indicate their total
remuneration accrued during the year:
Name or company name
Position(s)
Mr. Luis Comas Jiménez
Chief Executive Officer
Mr. Ismael Sánchez Moreno
Chief People Officer
Mr. Daniel del Río Benítez
Chief Operations Officer
Mr. Eduardo Zamarripa Escamilla
Chief Financial Officer
Mr. Santiago Gallo Pérez
Chief Marketing Officer
Mr. Robert Żuk
Chief Information Officer
Mr. Ramanurup Sen
Food Services President
Mr. Mauricio Gárate Meza
General Counsel
Mr. Jacek Niewiadomski
Chief Internal Audit and Control Officer
192
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Number of women in senior management
0
Percentage of total senior management
0,00%
Total remuneration of senior management (thousands of euros)
4,778
C.1.15 Indicate whether the Board regulations were amended during the year:
Yes _  No    X_
C.1.16 Specify the procedures for selection, appointment, re-election and removal of directors. List the
competent bodies, steps to follow and criteria applied in each procedure.
Selection and Appointment
AmRest’s Bylaws provide that the Board of Directors shall consist of a minimum of five and a maximum of fifteen members, who shall be
appointed by the shareholders at the General Meeting.
Directors will exercise their office for a four-year term, and may be re-appointed for one or more additional periods of the same maximum
duration. Once the period has expired, the appointment will be terminated when the next General Shareholders’ Meeting is held, or when the
legal period for holding the Meeting that must approve the previous year’s annual accounts has elapsed.
If a vacancy arises during the term of appointment of the Directors, the Board may appoint a person by co-optation to fill that vacancy up to the
next General Shareholders’ Meeting. Directors appointed by co-optation may be ratified in their position at the first General Shareholders’
Meeting held after their appointment. If the vacancy arises after a General Shareholders’ Meeting is called but before it is held, the Board of
Directors may appoint a director to perform the corresponding duties until the next General Shareholders’ Meeting is held.
Otherwise, and in any event, the proposals for the appointment of directors must comply with the provisions of the Bylaws and the Board of
Directors Regulations.
In this regard, and in accordance with the responsibilities assigned to the Appointments, Remuneration and Corporate Governance Board
Committee, this Board Committee must evaluate the skills, knowledge and experience required on the Board of Directors, defining the
functions and competencies required of the candidates who must fill each vacancy, and evaluating the specific amount of time and dedication
that will allow them to perform their duties effectively.
Similarly, Appointments, Remuneration and Corporate Governance Board Committee must submit to the Board of Directors the proposals for
the appointment of independent directors, whether for their appointment on an interim basis or for their submission to a decision by the
shareholders at the General Shareholders’ Meeting. Likewise, it must report on the proposals for the appointment of the remaining directors of
the Company, whether for their appointment on an interim basis or for their submission to a decision by the shareholders at the General
Shareholders’ Meeting.
The category of each director shall be explain by the Board of Directors at the General Shareholders’ Meeting at which the shareholders must
make or ratify their appointment. Furthermore, such category shall be reviewed annually by the Board, after verification by the Appointments,
Remuneration and Corporate Governance Board Committee, reporting thereon in the Annual Corporate Governance Report. 
The Board of Directors and the Appointments, Remuneration and Corporate Governance Board Committee shall ensure, within the scope of
their respective powers, that the candidates proposed for the position of director are persons of recognized probity, competence and
experience, who are willing to devote the time and effort required for the performance of their duties.
Likewise, the Board of Directors and the Appointments, Remuneration and Corporate Governance Board Committee shall endeavour, in
accordance with the Diversity Policy in relation to the Board of Directors and the Selection of Directors, the applicable regulations and the
recommendations of the Good Governance Code of the National Securities Market Commission in force at any given time, that the procedures
for the selection of its members favour diversity of knowledge, professional training and experience, age and gender on the Board of Directors,
avoiding any type of implicit bias that may imply any discrimination, particularly on the account of gender, disability or any other personal
condition.   
193
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Re-election
The Company’s directors may be re-elected one or more times for periods of the same length as that of the initial period.
In the same way as proposals for appointments, proposals for the re-election of directors must be preceded by the corresponding report of the
Appointments, Remuneration and Corporate Governance Board Committee, and, in the case of independent directors, by the corresponding
proposal.
In any case, and in the event of the re-election or ratification of Directors at the General Meeting, the report of the Appointments, Remuneration
and Corporate Governance Board Committee or, in the case of independent directors, the proposal of said Board committee, shall contain an
assessment of the work and effective dedication to the position during the last period of time in which it was held by the proposed director, in
addition to compliance with the Company's corporate governance rules. 
Cessation or Removal
Directors will be terminated from their position when: so decided by the General Shareholders’ Meeting, they notify the Company of their
resignation and at the expiration of the period for which they were appointed. The effective date of termination in this last case shall be the date
of the first General Shareholders’ Meeting.
The Board will not propose the removal of any independent director before the expiry of their tenure as mandated by the Articles of
Association, except when there is just cause, as determined by the Board after a report from the Appointments, Remuneration and Corporate
Governance Board Committee. In particular, just cause will be presumed to exist when: directors take up new posts or responsibilities that
prevent them from allocating sufficient time to their work as a Board member, are in breach of their fiduciary duties, or fall under one of the
disqualifying grounds for classification as independent established in the applicable legislation.
The removal of independent directors may also be proposed when a takeover bid, merger or similar corporate transaction alters the
Company’s capital structure, provided the changes to the structure of the Board of Directors promotes the proportionality criterion set out in the
good governance recommendations adopted by the Company.
When a director ceases to hold office before the end of his or her term, whether by resignation or by resolution of the General Meeting, the
director must adequately explain in a letter which will be sent to all members of the Board of Directors the reasons for leaving office or, in the
case of non-executive directors, the director’s views as to the grounds for removal by the shareholders acting at the General Meeting.
In addition, to the extent material to investors, the Company shall as soon as possible make public the cessation in office, including sufficient
information as to the reasons or circumstances stated by the director.
C.1.17 Explain to what extent the annual evaluation of the Board has given rise to significant changes in its
internal organisation and in the procedures applicable to its activities:
Description of amendment(s)
Once a year, all the members of the Board of Directors evaluate the performance of the Board of Directors of AmRest Holdings, SE and of its
Board committees. In addition, every three years the Board of Directors is assisted in carrying out this assessment by an external consultant,
having received external advice from the law firm Escalona & De Fuentes Abogados, S.L.P. for the assessment corresponding to the year
2023.
Once the assessment process was completed, and after the review and analysis of the results by the Appointments, Remuneration, and
Corporate Governance Board Committee, it was concluded that, in general, the members of the Board of Directors highly value the
functioning, composition, and competencies of the Board and its Board committees. The performance of the directors, the Chairman of the
Board of Directors, the Chairmen of the Board committees, the lead independent director and the Secretariat of the Board is also generally
considered to be very satisfactory. Additionally, the degree of compliance with the Action Plan for the year 2022 is considered adequate.
However, as a result of this assessment, and in order to continue improving the functioning of the Company's corporate governance system,
some opportunities for improvement were identified, in view of which, and after a detailed examination and analysis of the results achieved, the
Board of Directors, at the proposal of the Appointments, Remuneration and Corporate Governance Board Committee, established an Action
Plan for the implementation of certain suggestions and recommendations, related, among others, to continue working on the continuous
improvement of the documentation and information sent to the Board of Directors, with the agenda and with the matters and issues to be
discussed at the meetings of the Board and its Board committees, and with the complementation of the training and updating programs for the
directors; all with, a view to optimizing as much as possible the organization, operation and activities of the Company's governing and
management bodies. 
Describe the evaluation process and the areas evaluated by the Board of Directors with or without the help of an external
advisor, regarding the functioning and composition of the Board and its committees and any other area or aspect that has
been evaluated.
194
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Description of the evaluation process and areas evaluated
As already indicated, once a year, all the members of the Board of Directors evaluate the performance of the Board of Directors and of its
Board committees. The assessment for the financial year 2020 was carried out with the assistance of the external advisor Ernst & Young, S.L.
(EY); the assessments for the financial years 2021 and 2022 were carried out internally by the Company; and for the assessment
corresponding to the financial year 2023, the Board of Directors, at the proposal of the Appointments, Remuneration and Corporate
Governance Board Committee, has received the support, as external advisor, of the firm Escalona & De Fuentes Abogados.
The assessment process for the financial year 2023 consisted in the completion by each of the members of the Board of Directors of a
questionnaire, as well as in individual interviews conducted by the firm Escalona & De Fuentes with each of them in order to assess and know
the opinions of the Board members on the issues and aspects that were the object of the assessment.
The questionnaire contained a wide range of questions grouped under the following headings:
-Operation of the Board of Directors and its Board committees.
-Composition and competencies of the Board of Directors and its Board committees.
-Performance of the Board Members.
-Performance of the Chairmen of the Board of Directors and its Board committees.
-Performance of the Secretariat of the Board of Directors.
-Degree of compliance with the Action Plan resulting from the evaluation corresponding to the 2022 financial year.
Once this process was completed, the law firm Escalona & De Fuentes issued the corresponding Evaluation Report, which was submitted to
the Appointments, Remuneration, and Corporate Governance Board Committee for its review and analysis. As already noted, this Report
concluded, in general terms, that the members of the Board of Directors had expressed a high degree of satisfaction with the organization and
activities of the governing bodies, considering them optimal and suitable as a whole.
Likewise, the results of the Evaluation Report were made available to all the members of the Board of Directors and presented to the Board of
Directors. After a detailed examination and analysis of the results achieved, the Board of Directors, at the proposal of the Appointments,
Remuneration, and Corporate Governance Board Committee, unanimously approved the corresponding Action Plan on those areas identified
as opportunities for improvement, in order to continue optimizing the functioning of the Company’s governing bodies.
C.1.18 Provide details, for years in which the evaluation was carried out with the help of an external advisor, of
the business relationships that the external advisor or company in its group maintains with the company or any
company in its group.
As noted above, the assessment of the Board of Directors and its Board committees for the 2023 financial year was conducted with the
support of the law firm Escalona & De Fuentes as an external advisor. This firm did not maintain any other business relationship with the
Company or any company in its Group during 2024.
C.1.19 Indicate the cases in which directors are obliged to resign.
Pursuant to Article 25 of the Articles of Association and Article 11 of the Board of Directors Regulation, the directors shall make their position
available to the Board and execute, where deemed appropriate, the relevant resignation in the following cases:
(a)When they cease to hold the executive positions to which their appointment as director was associated.
(b)When they are involved in any of the situations deemed to be incompatible or prohibited according to law.
(c)When they have committed a serious breach of their obligations as director.
(d)When remaining on the Board of Directors may endanger the Company’s interests, generate a situation of structural conflict of
interest or when there are situations affecting them, whether or not related to their conduct within the Company itself, that may
adversely affect the credit and reputation thereof.
(e)When the reasons for which they were appointed disappear (for example, when proprietary directors transfer or reduce their
shareholding in the company).
195
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C.1.20 Are qualified majorities other than those established by law required for any particular kind of decision?
Yes   X_      No _    
If so, describe the differences,
Article 25 bis of the Bylaws ("Prohibition of Competition") and Article 25 of the Regulations of the Board of Directors ("Conflicts of interest and
non-compete obligation") establish, in addition to what has already been indicated in section B.2 of this Report, that the Directors may not
provide advisory or representation services to companies competing with the Company, unless the Board of Directors, following a favourable
report from the Appointments, Remuneration and Corporate Governance Board Committee, authorizes them to do so with the favourable vote
of two thirds of the members not involved in a conflict of interest. If these requirements are not met, the authorization must be approved by the
General Shareholders' Meeting. 
C.1.21 Explain whether there are any specific requirements, other than those relating to directors, for being
appointed as chairman of the Board of Directors,
Yes _ No    X_
C.1.22 Indicate whether the articles of incorporation or Board regulations establish any limit as to the age of
directors:
Yes _ No    X_
C.1.23 Indicate whether the articles of incorporation or Board regulations establish any term limits for
independent directors other than those required by law or any other additional requirements that are stricter
than those provided by law:
Yes _ No    X_
C.1.24 Indicate whether the articles of incorporation or Board regulations establish specific rules for appointing
other directors as proxy to vote in Board meetings, if so the procedure for doing so and, in particular, the
maximum number of proxies that a director may hold, as well as whether any limit has been established
regarding the categories of director to whom votes may be delegated beyond the limits imposed by law.
If so, briefly describe these rules.
Pursuant to Article 13 of the Board of Directors Regulation, directors should attend the sessions in person. Where this is not possible, they
may, using any written means including email and for that session alone, delegate their representation to another director, with the appropriate
instructions. A single director may hold several delegations.
This delegation will be notified to the Chairman or Secretary of the Board of Directors.   
Non-executive directors may only delegate their representation to another non-executive director.
C.1.25 Indicate the number of meetings held by the Board of Directors during the year, Also indicate, if
applicable, the number of times the Board met without the chairman being present. Meetings where the chairman
gave specific proxy instructions are to be counted as attended.
Number of Board meetings
15
Number of Board meetings held without the chairman's presence
0
196
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Indicate the number of meetings held by the coordinating director with the other directors, where there was neither
attendance nor representation of any executive director:
Number of meetings
2
Indicate the number of meetings held by each Board committee during the year:
Number of meetings held by the Executive Board Committee
0
Number of meetings held by the Audit and Risk Board Committee
10
Number of meetings held by the Appointments, Remuneration and Corporate Governance Board Committee
6
Number of meetings held by the Sustainability, Health and Safety Board Committee
6
C.1.26 Indicate the number of meetings held by the Board of Directors during the year with member attendance
data.
Number of meetings in which at least 80% of directors were present in person
15
Attendance in person as a % of total votes during the year
97.14%
Number of meetings with attendance in person or proxies given with specific instructions, by all directors
13
Votes cast in person and by proxies with specific instructions, as a % of total votes during the year
98.10%
C.1.27 Indicate whether the individual and consolidated financial statements submitted to the Board for issue are
certified in advance:
Yes   X_      No _    
Identify, if applicable, the person(s) who certified the individual and consolidated financial statements of the company for issue
by the Board:
Name
Position
Mr. Luis Comas Jiménez
Chief Executive Officer
Mr. Eduardo Zamarripa Escamilla
Chief Financial Officer
C.1.28 Explain the mechanisms, if any, established by the Board of Directors to ensure that the financial
statements it presents to the General Shareholders’ Meeting are prepared in accordance with accounting
regulations.
Through the Audit and Risk Board Committee, the Board of Directors plays an essential role in supervising the preparation of the Company's
financial information.
In this context, and in accordance with Article 20 of the Regulations of the Board of Directors and with Article 5 of the Regulations of the Audit
and Risk Board Committee, this Board Committee is responsible for the following, among other, duties:
(a)To report, through its Chair, to the General Shareholders’ Meeting on questions raised by the shareholders regarding matters within
its remit, and explain the audit’s results and how it contributed to the integrity of the financial information and the Audit and Risk
Board Committee’s role in this process.
(b)To oversee the effectiveness of the Company’s internal control system, the internal audit, and the risk management system (both
financial and non-financial) and discuss with the accounting auditor the significant weaknesses of the internal control system
revealed in the course of the audit, while maintaining its independence. For such purposes, the Board committee may, if appropriate,
submit recommendations or motions to the Board of Directors, with the relevant term for follow-up.
197
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
(c)To oversee and assess the preparation and presentation process and the integrity of the financial and non-financial information,
reviewing compliance with legal requirements, the proper determination of the scope of consolidation and the correct application of
accounting standards, and submit recommendations or motions to the Board of Directors for the purposes of safeguarding the
integrity of such financial information.
(d)To ensure that the annual accounts are prepared in accordance with the legal provisions on accounting. However, in cases where
the statutory auditor has included a qualification in its audit report, the Chair of the Board committee shall clearly explain the content
and scope thereof at the General Meeting. In addition, a summary of such explanation shall be made available to the shareholders at
the time of publication of the call to the General Meeting.
(e)Ensure that the auditor meets annually with the full Board of Directors to inform the Board of Directors of the work performed and on
the accounting status and the risks of the Company.
Moreover, in accordance with articles 8 and 9 of the Audit and Risk Board Committee Regulations, this Board Committee is responsible for the
following, among other, duties:
With regard to the preparation  process of the regulated financial and non-financial information of the Company and its Group:
a)To oversee and assess the process of preparation and presentation and the clarity and integrity of the regulated financial and non-
financial information relating to the Company and its Group, ensuring that the half-yearly financial reports and the quarterly
management statements are drafted in accordance with the same accounting standards as the annual financial reports and to
oversee the review of the interim financial statements requested from the auditor, with the scope and frequency that may be defined,
as the case may be.
b)To review compliance with legal requirements, the proper delimitation of the scope of consolidation, and the correct application of
such generally accepted accounting principles and criteria and international financial and non-financial reporting standards as may
be applicable.
c)To submit recommendations or motions to the Board of Directors for the purposes of safeguarding the integrity of the financial and
non-financial information.
d)To advice the Board of Directors on any significant change of accounting standard and of the significant risks on the balance sheet
and off-balance sheet.
e)The functions relating to the process of collecting, preparing, and elaborating non-financial information shall be carried out in
constant coordination with other Board Committees that the Board of Directors may designate from among its members with
competencies in sustainability matters.
With regard to the audit of the accounts of the Company and its Group:
To review the contents of the account audit reports and, where appropriate, of the reports on limited review of interim accounts, as
well as other mandatory reports to be prepared by the auditors, prior to the issue thereof, in order to avoid qualified reports, ensuring
that the Board of Directors shall present the accounts to the General Shareholders’ Meeting with an unqualified audit report and
without reservations. However, in cases where the auditor has included a qualification in its audit report, the Chairman of the Board
committee shall clearly explain the Board committee’s view of its content and scope, being a summary of such view available to the
shareholders at the time of publication of the call to the General Meeting.
C.1.29 Is the secretary of the Board also a director?
Yes _ No    X_
If the secretary is not a director, please complete the following table:
Name or company name of the secretary
Representative
Mr. Eduardo Rodríguez-Rovira Rodríguez
C.1.30 Indicate the specific mechanisms established by the company to safeguard the independence of the
external auditors, and any mechanisms to safeguard the independence of financial analysts, investment banks
and rating agencies, including how legal provisions have been implemented in practice.
198
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
With regard to the independence of the Company's external auditor, the Audit and Risk Board Committee, as part of its fundamental powers
(Article 20 of the Board of Directors Regulations and Article 5 of the Audit and Risk Board Committee Regulations), has established and
maintains the appropriate relationships with the external auditors to receive information on those matters that may threaten their
independence, to be considered by the Board Committee, and any others related to the process of carrying out the audit, and, where
appropriate, the authorization of services other than those prohibited in accordance with the terms set forth in the applicable law, as well as
other communications set forth in audit legislation and audit regulations.
In any case, the Audit and Risk Board Committee annually receives the external auditor's declaration of independence with regard to the
Company or entities directly or indirectly related to it, as well as information on the additional services of any kind provided and the
corresponding fees received from these entities by the reported auditor, or the persons or entities related to him/her in accordance with the
provisions of current regulations.
Furthermore, the Board Committee issues, prior to issuing the audit report of the accounts, an annual report that expresses an opinion on
whether the independence of the external auditor has been compromised. This report states, in any case, the evaluation, with supporting
evidence/rationale, of the provision of each and every one of the additional services referred to in the previous paragraph, taken into account
individually and together, different to the statutory audit and in relation to the independence regime or the regulations governing account
auditing.
In any event, the Audit and Risk Board Committee must preserve the independence of the external auditor in the performance of its duties, and
in this regard: (i) in the event of the resignation of the external auditor, examine the circumstances giving rise to such resignation; (ii)
endeavour to ensure that the compensation received by the external auditor for its work does not compromise the quality or independence
thereof; (iii) ensure that the Company communicates through the CNMV any change in auditor and attaches a statement regarding any
disagreements with the outgoing auditor and, if any, the substance thereof; (iv) ensure that the external auditor meets annually with the full
Board of Directors to inform the Board of Directors of the work performed and on the accounting status and the risks of the Company; and (v)
ensure that the Company and the external auditor applicable legal provisions regarding the provision of non-audit services, limits on the
concentration of the auditor’s business, and generally all other provisions regarding the independence of the auditors.
In addition, and in accordance with the Board of Directors Regulations (Article 20) and with the Audit and Risk Board Committee Regulations
(Article 9), the Audit and Risk Board Committee puts forward proposals to the Board of Directors for the selection, appointment, re-election and
replacement of the accounting auditor, taking responsibility for the selection process, as well as the terms and conditions of his/her contract,
regularly obtaining information from the auditor on the audit plan and the execution thereof, as well as preserving his/her independence in the
exercise of his/her duties.
The Board Committee shall refrain from proposing to the Board of Directors, and, this latter, also, shall refrain from submitting to the General
Shareholders’ Meeting the appointment as Company’s auditor of any audit firm which is affected by any incompatibility pursuant to the laws
governing financial audits, as well as of any audit firm where the fees that the Company intends to pay on all grounds are in excess of the
limits set by the mentioned financial audit legislation.
Furthermore, the external auditor has direct access to the Audit and Risk Board Committee, participating in some of its meetings, without the
presence of members of the Company's executive team when this is deemed necessary. In addition, the auditor shall hold an annual meeting
with the full Board of Directors to provide an update on the work carried out and the evolution of the Company´s accounting and risk situation.
Finally, and also in line with the legal requirements, contracting any service with the Company's external auditor must be approved beforehand
by the Audit and Risk Board Committee. Furthermore, this contracting of services, other than those of the audit itself, is carried out in strict
compliance with the Audit Act and European regulations. Likewise, the Company states in its Annual Report, in accordance with the legal
requirements in force, how much the Company's external auditor is paid, including those fees related to services of a different nature from
auditing.
Consequently, the Company has implemented, in practice, the legal provisions on this matter as indicated in the preceding paragraphs.
C.1.31 Indicate whether the company changed its external auditor during the year. If so, identify the incoming
and outgoing auditors:
Yes _  No    X_
If there were any disagreements with the outgoing auditor, explain their content:
Yes _ No    X_
C.1.32 Indicate whether the audit firm performs any non-audit work for the company and/or its group and, if so,
state the amount of fees it received for such work and express this amount as a percentage of the total fees
invoiced to the company and/or its group for audit work:
Yes   X_    No _
199
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Company
Group Companies
Total
Amount invoiced for non-audit services
(thousand euros)
145
51
196
Amount invoiced for non-audit services/Amount
for audit work (in %)
82%
6%
19%
C.1.33 Indicate whether the auditors’ report on the financial statements for the preceding year contains a
qualified opinion or reservations, If so, indicate the reasons given to shareholders at the general meeting by the
chairman of the audit committee to explain the content and extent of the qualified opinion or reservations.
Yes _ No    X_
C.1.34 Indicate the number of consecutive years for which the current audit firm has been auditing the
company's individual and/or consolidated financial statements. Also, indicate the number of years audited by the
current audit firm as a percentage of the total number of years in which the financial statements have been
audited:
Individual
Consolidated
Number of consecutive years
4
4
Individual
Consolidated
Number of years audited by the current audit firm/number of years in which the
company has been audited (in %)
57.14%
57.14%
Remarks
This calculation has been made using existing data since the Company’s registered office had been relocated to Spain (year 2018).
C.1.35 Indicate whether there is a procedure for directors to be sure of having the information necessary to
prepare the meetings of the governing bodies with sufficient time; provide details if applicable:
Yes   X_    No _
Details of the procedure
The Company adopts the measures that are necessary in order for the directors to have, whenever possible and sufficiently in advance, the
necessary information, which shall be drawn up and oriented specifically toward the preparation of the meetings of the Board and of its Board
committees.
In this regard, the Board of Directors and its Board committees shall draw up a calendar of the ordinary meetings to be held during the year.
Such calendar may be modified by resolution of the Board itself or of the corresponding Board committee, or pursuant to a decision by its
Chairman, in which case the modification must be disclosed to the Directors as soon as possible.
The Board and its Board committees also have an Action Plan (Agenda) that contains a detailed description and the frequency of the activities
to be carried out in each fiscal year, according to the powers and duties assigned to them.
Similarly, all of the meetings of the Board of Directors and of the Board committees have a pre-established agenda, which is communicated at
least three working days (in general, seven calendar days in advance) before the date on which the meeting is scheduled to be held, along
with the call to the meeting. The Agenda for each meeting indicates the items regarding which the Board of Directors must make a decision or
adopt a resolution.
200
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
With the same goal, in general, the documentation associated with the agenda for the meetings is made available to the directors sufficiently in
advance. In relation to this, the directors have a specific App from which they can easily access meeting documentation to prepare for
meetings.
Likewise, and in compliance with the provisions of article 14 of the Regulations of the Board of Directors, the Chairman of the Board of
Directors organizes the discussions, seeking and encouraging the active participation of all of the directors in the deliberations, safeguarding
the unconstrained statement of their viewpoints. Similarly, with the assistance of the Secretary and Vice Secretary , the Chairman ensures that
the directors receive beforehand sufficient information to deliberate on the items on the Agenda. He also ensures that sufficient time is devoted
to the discussion of strategic issues and stimulates debate during the meetings.
To facilitate the provision of all of the information and clarifications that may be necessary regarding some of the issues to be addressed, the
meetings of the Board of Directors and its Board committees are attended, when previously requested to do so, and only at the stage of
presentation of the agenda item relating to matters within their competence, by the Company's main officers and/or the speakers deemed
appropriate. 
Furthermore, and in general, the Board of Directors Regulations (article 26) sets forth the directors’ right to counsel and information, insofar as
they shall have access to all of the Company’s services and may, with the broadest powers, obtain any information and advice they may need
to perform their duties. This right to information is extended to the subsidiaries, in Spain or overseas, and shall be channelled through the
Chairman or Secretary of the Board of Directors. Said Chairman or Secretary will fulfil all requests from directors, by supplying the information
directly, putting the directors in touch with the appropriate persons, or taking such measures as may be necessary for the requested
examination.
Directors shall also be entitled to propose to the Board of Directors, by way of majority, the engagement, at the company's expense, of any
legal, accounting, technical, financial, commercial or other advisors as they may consider necessary for the Company’s interests in a bid to
assist them in the performance of their functions when facing specific, important or complex problems relating to their duties.
The proposal shall be communicated to the Chairman through the Secretary of the Board. The Board of Directors may withhold its approval if it
considers the engagement unnecessary for the performance of the commissioned duties, either in view of its cost (disproportionate to the
importance of the problem and the Company’s assets and revenues) or if it considers that the technical assistance requested could be
adequately given by experts and officers within the company.
Furthermore, the Company shall provide the necessary support so that new directors may acquire a rapid and sufficient knowledge of the
Company, as well as of its corporate governance rules, and may, for this purpose, establish training and orientation programs. Likewise, the
Company shall offer training and continuous refresher programs for directors when circumstances so require.
C.1.36 Indicate whether the company has established rules obliging directors to inform the Board of any
circumstances, whether or not related to their actions in the company itself, that might harm the company’s
standing and reputation, tendering their resignation where appropriate. If so, provide details:
Yes   X_    No _
Explain the rules
Pursuant to Article 25 of the Articles of Association and Article 11 of the Board of Directors Regulation, the directors shall make their position
available to the Board and execute, where deemed appropriate, the relevant resignation, when remaining on the Board of Directors may
endanger the Company’s interests, generate a situation of structural conflict of interest, or when there are situations affecting them, whether or
not related to their conduct within the Company itself, that may adversely affect the credit and reputation thereof.
In this regard, the directors must report to the Board of Directors any situation affecting them, whether or not related to their conduct within the
Company itself, that may adversely affect the credit or reputation thereof and, in particular, of any criminal cases in which they are under
investigation, as well as their procedural vicissitudes.
Having been notified or otherwise become aware of any of the circumstances mentioned in the preceding paragraph, the Board of Directors
shall examine the case as soon as possible and, based on the specific circumstances, and after a report from the Appointments,
Remunerations and Corporate Governance Board Committee, shall decide, whether or not to take any action, such as opening an internal
investigation, requesting the resignation of the director or proposing his removal to the next General Shareholders' Meeting. Any such matter
shall be included in the annual corporate governance report unless special circumstances justify otherwise, which circumstances must
recorded in formal minutes. Those obligations shall be without prejudice to any information that the Company must disseminate at the time that
any such measures are adopted.
C.1.37 Indicate whether, apart from such special circumstances as may have arisen and been duly minuted, the
Board of Directors has been notified or has otherwise become aware of any situation affecting a director,
whether or not related to his or her actions in the company itself, that might harm the company’s standing and
reputation: 
Yes _ No    X_
201
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C.1.38 Detail any material agreements entered into by the company that come into force, are modified or are
terminated in the event of a change in control of the company following a public takeover bid, and their effects.
N/A
C.1.39 Identify individually as regards directors, and in aggregate form in other cases, and provide details of any
agreements between the company and its directors, executives or employees containing indemnity or golden
parachute clauses in the event of resignation or dismissal without due cause or termination of employment as a
result of a takeover bid or any other type of transaction.
Number of beneficiaries
0
Type of beneficiary
Description of agreement
Executives and employees
No executives or employees of the Company have in their agreements
indemnity or golden parachutes clauses in the event of resignation or
dismissal without due cause or termination of employment as a result
of a takeover bid or any other type of transaction.                                      
Indicate whether, beyond the cases established by legislation, these agreements have to be communicated and/or
authorised by the governing bodies of the company or its group. If so, specify the procedures, the cases concerned and
the nature of the bodies responsible for their approval or communication:
Board of Directors
General Shareholders’ Meeting
Body authorising the clauses
N/A
N/A
YES
NO
Are these clauses notified to the General Shareholders’ Meeting?
N/A
C.2  COMMITTEES OF THE BOARD OF DIRECTORS
C.2.1 Provide details of all committees of the Board of Directors, their members, and the proportion of executive,
proprietary, independent and other external directors forming them:
EXECUTIVE BOARD COMMITTEE
Name
Position
Current category
Mr. José Parés Gutiérrez
Chairman
Executive
Mr. Luis Miguel Álvarez Pérez
Member
Propietary
Mr. Pablo Castilla Reparaz
Member
Independent
% of executive directors
33.33%
% of proprietary directors
33.33%
% of independent directors
33.33%
% of other external directors
0.00%
Explain the functions delegated or assigned to this committee, other than those that have already been described in
Section C.1.9. and describe the rules and procedures for its organisation and functioning. For each of these functions,
briefly describe its most important actions during the year and how it has exercised in practice each of the functions
assigned to it by law, in the articles of incorporation or in other corporate resolutions.
202
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Board of Directors has delegated its authority, except for those that by the Law, the Articles of Association and the Board of Directors
Regulations of AmRest Holdings, SE cannot be delegated, to an Executive Board Committee.
In accordance with the provisions of article 30 of the Articles of Association, article 19 of the Company’s Board of Directors Regulations
governs the Executive Board Committee in the following terms:
The Executive Board Committee shall consist of a minimum of three and a maximum of five directors. At least two of them shall be non-
executive directors, at least one of whom shall be independent. 
At least two-thirds of the Board members currently in office must vote in favour to appoint members of the Executive Board Committee. The
Chairman and Secretary of the Board of Directors shall be the Chairman and Secretary, respectively, of the Executive Board Committee. The
Secretary may be assisted by the Vice Secretary.
The members will step down from the Executive Board Committee when they retire as directors or whenever else so resolved by the Board of
Directors. The Board of Directors shall promptly fill any vacancies.
The Executive Board Committee shall meet as and when called by the Chairman. The Executive Board Committee meetings shall be quorate
when attended, in person or by proxy, by one half plus one of the members. The secretary shall record the resolutions adopted in the meeting
minutes, a copy of which shall be made available to the Board members.
The Executive Board Committee shall inform the Board of Directors of the important matters and decisions adopted at its meetings.
During the 2024 financial year, the Executive Board Committee did not hold any meetings.
AUDIT AND RISK BOARD COMMITTEE
Name
Position
Current category
Ms. Mónica Cueva Díaz
Chairman
Independent
Mr. Pablo Castilla Reparaz
Member
Independent
Mr. Emilio Fullaondo Botella
Member
Independent
% of executive directors
0.00%
% of proprietary directors
0.00%
% of independent directors
100%
% of other external directors
0.00%
Explain the functions assigned to this committee, including where applicable those that are additional to those prescribed
by law, and describe the rules and procedures for its organisation and functioning. For each of these functions, briefly
describe its most important actions during the year and how it has exercised in practice each of the functions assigned to
it by law, in the articles of incorporation or in other corporate resolutions.
The Audit and Risk Board Committee is governed by the provisions of article 20 of the Board of Directors Regulations and in the Regulations of
the Audit and Risk Board Committee itself, approved by the Company's Board of Directors in order to comply with the recommendations set
forth in Technical Guide of the Spanish National Securities Market Commission (“CNMV”) regarding Audit Committees of Public Interest
Entities.
Composition.
The Audit and Risk Board Committee will be made up of a minimum of three and a maximum of five directors. 
All of the Audit and Risk Board Committee members will be appointed and, if necessary, replaced, by the Board of Directors and shall be non-
executive directors, the majority of whom, at least, must be independent directors. The members of the Board Committee as a whole, and
particularly its Chair, shall be appointed taking into account their knowledge and experience in matters of accounting, auditing and
management of both financial and non-financial risks. The Audit and Risk Board Committee members, as a group, must have the relevant
know-how regarding the industry of the Company.
The Board Committee shall appoint the Chair out of its members. The Chair must be an independent director The Chair of the Audit and Risk
Board Committee will exercise his/her office for four years, and may not be re-elected until at least one year after his/her removal has elapsed.
The Board Committee also has a Secretary and a Vice-Secretary.
203
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Responsibilities.
The Audit and Risk Board Committee shall be responsible, in any case, without prejudice to any other duties that may be assigned to it from
time to time by the Board of Directors and by the applicable legislation:
(a)To report, through its Chair, to the General Shareholders’ Meeting on questions raised by the shareholders regarding matters within
its remit, and explain the audit’s results and how it contributed to the integrity of the financial information and the Audit and Risk Board
Committee’s role in this process.
(b)To oversee the effectiveness of the Company’s internal control system, the internal audit, and the risk management system (both
financial and non-financial) and discuss with the accounting auditor the significant weaknesses of the internal control system revealed in the
course of the audit, while maintaining its independence. For such purposes, the Board committee may, if appropriate, submit recommendations
or motions to the Board of Directors, with the relevant term for follow-up.
(c)To oversee and assess the preparation and presentation process and the integrity of the financial and non-financial information,
reviewing compliance with legal requirements, the proper determination of the scope of consolidation and the correct application of accounting
standards, and submit recommendations or motions to the Board of Directors for the purposes of safeguarding the integrity of such financial
information.
(d)To ensure that the annual accounts are prepared by the Board of Directors in accordance with the legal provisions on accounting.
However, in cases where the statutory auditor has included a qualification in its audit report, the Chair of the Board committee shall clearly
explain the content and scope thereof at the General Meeting. In addition, a summary of such explanation shall be made available to the
shareholders at the time of publication of the call to the General Meeting.
(e)To submit to the Board of Directors motions regarding the recruitment, appointment, re-election and replacement of the accounting
auditor, taking charge of the recruitment process, as well as the terms and conditions of the agreement to be executed with him/her, the scope
of his/her professional mandate, the renewal or not of their mandate and where appropriate, and regularly gather information about the audit
plan and its implementation, while preserving its independence in the performance of its duties.
(f)To liaise with the auditor to receive information on: matters that could represent a threat to its independence; any matter related to
the implementation of the audit process; and, where appropriate, the authorisation of any services, other than those forbidden under the terms
of the applicable audit regulations, and other communications envisaged by these regulations.
In any event, the Audit and Risk Board Committee must receive, annually from the accounting auditor: a declaration of its
independence regarding the entity or those entities that it has direct or indirect links to; information on any additional services rendered of any
kind and the relevant fees received by the auditor or persons, natural or legal, related to the auditor, from the above mentioned entities,
pursuant to the provisions of the prevailing audit regulations.
(g)Regarding the auditor, the Audit and Risk Board Committee shall also be responsible for the following duties:
- In the event of the resignation of the auditor, examine the circumstances giving rise to such resignation.
- Ensure that the compensation received by the auditor for its work does not compromise the quality or independence thereof.
- Oversee that the Company communicates through the CNMV any change in auditor and attaches a statement regarding any   
disagreements with the outgoing auditor and, if any, the substance thereof.
- Ensure that the auditor meets annually with the full Board of Directors to inform the Board of Directors of the work performed and on the
accounting status and the risks of the Company.
- Ensure that the Company and the auditor applicable legal provisions regarding the provision of non-audit services, limits on the
concentration of the auditor’s business, and generally all other provisions regarding the independence of the auditors.
(h)To issue, annually prior to the issue of the audit report, a report expressing an opinion on whether the independence of the
accounting auditor has been jeopardised. Such report must include a reasoned assessment of the provision of each and every additional
service referred to in the foregoing paragraph f (other than the legal audit), individually and as a whole, and in relation to the independence
system or the audit regulations.
(i)To report on related-party transactions that must be approved by the shareholders acting at a General Shareholders’ Meeting or by
the Board of Directors and to supervise the internal process established by the Company for those transactions for which approval has been
delegated by the Board of Directors.
(j)To advise the Company’s Board of Directors, in advance, of all of the topics covered by law, the Statute and these Regulations, and
namely, of:
- The financial information and the directors' report that the Company must disclose on a regular basis;
- The creation or acquisition of interests in special purpose vehicles or entities resident in countries or territories considered to be tax
havens; and
204
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
 
- The structural modifications and corporate transactions that the Company plans to carry out, analysing and reporting to the Board of
Directors on their financial terms, accounting impact and in particular, if applicable, on the proposed exchange ratio.
(k)Ensure the independence of the internal audit function; propose the selection, appointment and removal of the head of the internal
audit service; propose the service’s budget; approve or make a proposal for approval to the board of the priorities and annual work programme
of the internal audit unit, ensuring that it focuses primarily on the main risks the company is exposed to (including reputational risk); receive
regular report-backs on its activities; and verify that senior management are acting on the findings and recommendations of its reports.
(l)Establish and supervise the mechanisms that allow employees and other persons related to the Company, such as directors,
shareholders, suppliers, contractors or subcontractors to report, confidentially and, if deemed appropriate, anonymously, any irregularities of
potential significance, financial, accounting or those of any other nature, that are noticed within the Company, respecting in all cases the
personal data protection regulations and the fundamental rights of the parties involved.
(m)Ensure in general that the internal control policies and systems established are applied effectively in practice.
In particular, regarding the Company's risk control and management policy, the Audit and Risk Board Committee is responsible for
supervising that it identifies or determines, at least:
- The different types of financial and non-financial risk the company is exposed to (including operational, technological, financial, legal,
social, environmental, political and reputational risks, and risks relating to corruption), with the inclusion under financial or economic risks
of contingent liabilities and other off-balance-sheet risks.
- A risk control and management model based on different levels.
- The level of risk that the company considers acceptable.
- The measures in place to mitigate the impact of identified risk events should they occur.
- The internal control and reporting systems to be used to control and manage the above risks, including contingent liabilities and off-
balance sheet risks.
(n)Oversee the risk control and management unit, which shall perform the following responsibilities:
- Ensure that risk control and management systems are functioning correctly and, specifically, that major risks the company is exposed to
are correctly identified, managed and quantified.
- Participate actively in the preparation of risk strategies and in key decisions about their management.
- Ensure that the risk control and management systems are mitigating risks effectively in the frame of the policy drawn up by the Board of
Directors.
Operation.
The Audit and Risk Board Committee must meet at least four times a year and can meet as many times as it is called by its own resolutions or
by its Chair. The Chair is obliged to attend the Audit and Risk Board Committee’s meetings and to collaborate and give access to the
information that any executive or the employees of the Company may have. The Audit and Risk Board Committee can require the accounting
auditor to attend its meetings. One of the Audit and Risk Board Committee’s meetings must be held to prepare the financial information that the
Board of Directors has to approve and include within the public annual documentation.
The Audit and Risk Board Committee shall be validly quorate when the majority of its members, present or represented, attend. The
resolutions shall be adopted by the absolute majority of the attending members, present or represented. 
The Audit and Risk Board Committee may seek the advice of external experts up to the amount approved by the Board of Directors (and in
excess with the authorization of the Board of Directors). 
Most important activities during the fiscal year 2024.
The primary activities and actions performed by the Audit and Risk Board Committee during fiscal year 2024 have been associated with the
powers and functions of such Board Committee, either by legal requirements or by internal regulations of AmRest Holdings, SE.
The Annual Report on the Operation of the Audit and Risk Board Committee for 2024 – which will be available to shareholders on the AmRest
website – details the key activities performed by the Board Committee during such period, including the following:
-In the financial and non-financial area: i) review of the Company’s annual financial information (Annual Accounts and Directors
Reports, including the Sustainability Report) for 2023 and of the AmRest Group's quarterly and half-yearly 2024 periodic financial
information, prior to their formulation by the Board of Directors; ii) financial accounting aspects of corporate operations; iii) review of
specific presentations on financial and fiscals aspects; iv) review of the Group's level of leverage; and v) macroeconomic
perspectives.
205
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
- Regarding the external auditor: i) monitoring of actions and services provided by the external auditor (presentation by PwC to the
Board Committee of the corresponding Annual Work Plan, informing about the main services to be provided to the Group and the
most important issues to be reviewed); ii) a review of the audit work conducted by the external auditor with regard to the financial
information; iii) approval of the fee proposal for PwC for financial year 2024 for audit services and other services related to the audit;
iv) approval of various assignments, different from the audit of accounts, to companies belonging to the external auditor’s Group; and
v) analysis of the results obtained in the evaluation process of the external auditor and how the external auditor has contributed to
the quality of the audit and the integrity of the financial information. 
In addition, during the 2024 financial year, the Audit and Risk Board Committee submitted to the Board of Directors: i) the proposal to
re-elect PwC as statutory auditor of the Company and its consolidated Group of companies for the 2024 financial year (re-election
approved by the Ordinary General Shareholders' Meeting of May 9, 2024), and ii) the proposal to appoint PwC as auditor of the
sustainability information of the Company and its consolidated Group of companies for the 2024 financial year (appointment
approved by the Board of Directors on December 11, 2024).
-Regarding audit and internal control: i) review and follow-up of the work performed by the internal audit and internal control area in
relation to the Company’s Internal Control Systems, being informed and analyzing, among other topics, the Annual Activity Report of
the internal audit and internal control area; the Annual Plan of the internal audit and internal control area, the budget proposal for this
area and the details of its work plans; the follow-up of the Review Action Plans of internal audit and internal control; and the
conclusions of internal audit and internal control on reviews of transversal and global processes; and ii) follow-up of the project to
review and update the company's risk map, as well as the implementation process, and its subsequent follow-up, of the Global Risk
Management Policy, Global Compliance Policy and Business Continuity Management Policy to manage the Group's risks.     
- Regarding compliance: review and follow-up of the activities carried out by the compliance area, including cybersecurity and
whistleblowing.
- Other items of interest: i) the 2023 report of the Audit and Risk Board Committee on related-party transactions on the independence
of the external auditor; ii) quarterly report and analysis of the Company's treasury stock balance and the transactions executed using
its own shares; iii) status of the litigation of the AmRest Group; iv) monitoring of the work carried out to improve the consolidation and
reporting systems for better control of information and more efficient preparation to enhance the performance of operations; v)
performance evaluation of those responsible for the internal audit and internal control and for compliance and risks functions; vi)
detailed analysis of the functions of the Board Committee for a more efficient distribution and assignment of the competencies
assigned to each of the Board Committees, and vii) preparation of the Annual Report on the Operation of the Audit and Risk Board
Committee.
Identify the directors who are members of the audit committee and have been appointed taking into account their
knowledge and experience in accounting or audit matters, or both, and state the date on which the Chairperson of this
committee was appointed.
Name of directors with experience
Ms. Mónica Cueva Díaz / Mr. Emilio Fullaondo Botella / Mr. Pablo Castilla Reparaz
Date of appointment of the chairperson
August 21, 2023
APPOINTMENTS, REMUNERATION AND CORPORATE GOVERNANCE BOARD COMMITTEE
Name
Position
Current category
Mr. Pablo Castilla Reparaz
Chairman
Independent
Mr. Luis Miguel Álvarez Pérez
Member
Propietary
Mr. Emilio Fullaondo Botella
Member
Independent
Ms. Romana Sadurska
Member
Independent
% of executive directors
0.00%
% of proprietary directors
25.00%
% of independent directors
75.00%
% of other external directors
0.00%
Explain the functions assigned to this committee, including where applicable those that are additional to those prescribed
by law, and describe the rules and procedures for its organisation and functioning. For each of these functions, briefly
describe its most important actions during the year and how it has exercised in practice each of the functions assigned to
it by law, in the articles of incorporation or in other corporate resolutions.
206
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Appointments, Remuneration and Corporate Governance Board Committee is governed by the provisions of article 21 of the Board of
Directors Regulations.
Composition.
The Appointments, Remuneration and Corporate Governance Board Committee shall be made up of no less than three and not greater than
five non-executive directors, the majority of whom must be independent directors.
The Board of Directors shall endeavour to ensure that the members, and in particular the Chair, of the Appointments and Remuneration Board
Committee have the appropriate knowledge, qualifications and expertise to discharge the duties entrusted to them.
The Appointments, Remuneration and Corporate Governance Board Committee shall appoint the Chair out of its members. The Chair must be
an independent director.
The Board Committee also has a Secretary.
Responsibilities.
Notwithstanding other tasks the Board of Directors and applicable legislation may entrust to it, the Appointments, Remuneration and Corporate
Governance Board Committee shall have the following basic responsibilities:
(a)To assess the qualifications, knowledge and experience required for the Board of Directors. For such purposes, to define the
functions and qualifications required from candidates who must fill each vacancy, evaluate the exactly amount of time and dedication required
for them to effectively discharge their duties, and ensure that the non-executive directors have sufficient time available for the proper
performance of their duties.
(b)Submit proposals on independent directors to be appointed by co-option to the Board of Directors for it to put for decision before the
General Shareholders’ Meeting, as well as the proposals for the re-election or removal of said directors.
(c)To issue a report regarding proposals to appoint the remaining directors for their appointment by co-option or to be submitted to the
General Shareholders’ Meeting, as well as the proposals for their re-election or removal.
(d)To inform on proposals for the appointment, re-election and removal of internal positions on the Company’s Board of Directors.
(e)To inform on the design of the overall organizational structure of the Group and its modification, establishing appropriate policies,
systems or procedures for performance assessment and compensation.
(f)To inform on proposals for the appointment and removal of members of senior management, the basic conditions of their contracts,
their periodic performance and the corresponding decisions regarding remuneration, promotion or any other decisions related to their
employment relationship; as well as those relating to any other executive that, due to their relevance, merit being assessed by the Board
committee and the Board of Directors. For this purposes, senior management is understood to be those executives who report directly to the
Board of Directors, the chief executive officer or the first executive of the Company.
(g)To inform the Board of Directors about gender matters and, particularly, to ensure that the selection procedures for directors and
executives do not implicitly bias female candidates.
(h)To propose to the Board of Directors: (i) the remunerations policy for the directors and senior management; and (ii) the individual
remuneration for the executive directors and the other conditions of their contracts, ensuring that they are followed. 
(i)To analyse, and periodically review the remuneration policy applied for executive directors and senior executives and the , including
the remuneration packages with shares and their application, and ensure that their individual remuneration is proportionate to that paid to the
other directors and executives of the Company.
(j)To check the compliance with the remuneration policy established by the Company.
(k)To review and arrange for the succession of the Chair of the Board of Directors and of the Company’s Chief Executive Office and,
where appropriate, to propose motions to the Board of Directors for such succession to take place in an orderly and well-planned manner, as
well as ensuring that succession plans are in place for the various key functions and positions in the organization..
(l)To inform the shareholders about the exercise of its functions, attending the General Shareholders’ Meeting for this purpose.
(m)To assist the Board of Directors in the elaboration of the directors' remuneration report and submit to the Board any other
remuneration reports foreseen in these Regulations, verifying the information about the directors and senior executives’ remuneration
established in different corporate documents, including the annual report on directors’ remuneration.
(n)To oversee compliance with corporate governance policies and rules, as well as the Company's internal codes of conduct in force
from time to time, also ensuring that the corporate culture is aligned with its purpose and values.
(o)To evaluate and periodically review the Company's corporate governance system, so that it fulfils its mission of promoting the
corporate interest and takes into account the legitimate interests of the remaining stakeholders.
(p)To oversee and evaluate the relationship processes with the different stakeholders.
207
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
(q)To ensure that possible conflicts of interest do not impair the independence of the external advice provided to the Committee.
(r)To oversee application with the general policy regarding the communication of economic-financial, non-financial and corporate
information as well as communication with shareholders and investors, proxy advisors and other stakeholders, monitoring the way in which the
Company communicates and relates to small and medium-sized shareholders.
(s)To oversee compliance with the Company's other policies.
Operation.
The Appointments, Remuneration and Corporate Governance Board Committee shall meet at least three times a year and each time the Chair
deems it necessary. The Chair will call a meeting whenever a report is issued or proposals need to be adopted and, in any case, whenever it is
suitable for the successful performance of its functions.
The Appointments, Remuneration and Corporate Governance Board Committee shall be validly quorate when the majority of its members,
present or represented, attend. The resolutions shall be adopted by the absolute majority of the attending members, present or represented.
The Appointments, Remuneration and Corporate Governance Board Committee shall consult with the Chair of the Board of Directors,
especially when dealing with matters relating to executive directors and senior management.
The Appointments, Remuneration and Corporate Governance Board Committee may seek the advice of external experts up to the amount
approved by the Board of Directors (and in excess with the authorization of the Board of Directors).
Most important activities during the fiscal year 2024.
The primary activities and actions performed by the Appointments, Remuneration and Corporate Governance Board Committee during fiscal
year 2024 have been associated with the powers and functions of such Board Committee, either by legal requirements or by internal
regulations of AmRest Holdings, SE.
The Annual Report on the Operation of the Appointments, Remuneration and Corporate Governance Board Committee for 2024 – which will be
available to shareholders on the AmRest website – details the key activities performed by the Board Committee during such period, including
the following:
-Proposed appointments associated with the Board of Directors and its Board committees.
Regarding the proposals to be submitted to the Company’s General Shareholders’ Meeting in 2024, the Board Committee, at
its meeting held on March 18, 2024, proposed to the Board of Directors the re-election of Ms. Romana Sadurska and Mr.
Emilio Fullaondo Botella as directors of the Company, with the category of independent directors, for the statutory term of four
years as from the date of the General Shareholders’ Meeting (May 9, 2024).
-Verification of the Diversity Policy in relation to the Board of Directors and the Selection of Directors.
-Proposals and/or reports of appointments related to Senior Management and the organizational structure of the AmRest Group.
-Policy and compensation plan for the executives of the AmRest Group (in terms of fixed and variable compensation and share plans)
- Proposals and/or reports related to the approval or modification of the Company’s Regulations.
-Analysis and report to the Board of Directors in connection with the Corporate Governance Report and the Directors' Remuneration
Report.
-Board of Directors’ Training Plan.
-2023 Assessment Process for the Board of Directors and its Board committees, as well as monitoring of the Action Plan approved as
a result of the 2022 assessment.
-Issues related to the Group’s employees, such as diversity.
-Monitoring the implementation of the Group’s global policies.
-Review of the Company's Succession Plan. 
-Preparation of the Annual Report on the Operation of the Appointments, Remuneration and Corporate Governance Board
Committee.
208
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
SUSTAINABILITY, HEALTH AND SAFETY BOARD COMMITTEE
Name
Post
Category
Ms. Romana Sadurska
Chairman
Independent
Mr. Pablo Castilla Reparaz
Member
Independent
Ms. Mónica Cueva Díaz
Member
Independent
% of executive directors
0.00%
% of proprietary directors
0.00%
% of independent directors
100.00%
% of other external directors
0.00%
Explain the functions assigned to this committee and describe the rules and procedures for its organisation and
functioning. For each of these functions, briefly describe its most important actions during the year and how it has
exercised in practice each of the functions assigned to it by law, in the articles of incorporation or in other corporate
resolutions.
The Sustainability, Health and Safety Board Committee is governed by the provisions of article 21 bis of the Board of Directors Regulations.
Composition.
The Sustainability, Health and Safety Board Committee shall be made up of no less than three and not greater than five non-executive
directors, the majority of whom must be independent directors.
The Board of Directors shall endeavour to ensure that the members, and in particular the Chair, of the Sustainability, Health and Safety Board
Committee have the appropriate knowledge, qualifications and expertise to discharge the duties entrusted to them.
The Sustainability, Health and Safety Board Committee shall appoint the Chair out of its members. The Chair must be an independent director.
The Board Committee also has a Secretary and a Vice-Secretary. 
Functions.
Notwithstanding other tasks the Board of Directors and applicable legislation may entrust to it, the Sustainability, Health and Safety Board
Committee shall have the following basic responsibilities:
(a)Regarding occupational safety, nutrition, food safety and sustainability:
- Reviewing, monitoring and recommending to the Board of Directors the respective management framework and policies. 
- Advising, reviewing, and recommending  to the Board of Directors for approval strategies for achieving the Company’s objectives in these
areas, and assessing performance against those targets.
- Aiming the Company’s compliance with its sustainability and health policies as well as with the laws applicable to such matters,
particularly in relation to the areas referred to in this item (a).
- Aiming that the systems used to identify and manage the risks related to these areas are fit-for-purpose, being effectively implemented,
regularly reviewed and continuously improved.
- Ensuring that the Board of Directors is properly and regularly informed and updated on matters relating to the risks related to the areas
referred to in this item (a).
- Aiming that the Company is effectively structured to manage risks related to these areas, including having competent workers, adequate
communication procedures and proper documentation.
- Reviewing and recommending to the Board of Directors regarding the appropriateness of resources available for operating the health and
safety management systems and programmes, in particular for the areas already indicated.
- Reviewing and monitoring all health and safety related incidents / issues in particular those related to the areas referred to in this item (a)
and the actions taken by the Board of Directors to prevent recurrence.
209
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
(b)To oversee and evaluate the preparation and presentation process and the integrity of the non-financial information, reporting to the
Audit and Risk Board Committee and submitting recommendations or proposals on the same.
(c)To assist the Board of Directors in the supervision of the process of preparation and presentation of the mandatory non-financial
information and to submit recommendations or proposals to the Board of Directors, aimed at safeguarding the integrity of such information.
(d)To evaluate and periodically review the Company's environmental and social policy, in order to ensure that it fulfils its mission of
promoting the corporate interest and takes into account, as appropriate, the legitimate interests of the remaining stakeholders.
(e)To oversee that the Company's practices in environmental and social matters are in line with the strategy and policy established.
Operation.
The Sustainability, Health and Safety Board Committee shall meet each time the Chair deems it necessary. The Chair will call a meeting
whenever a report is issued or proposals need to be adopted and, in any case, whenever it is suitable for the successful performance of its
functions.
The Sustainability, Health and Safety Board Committee shall be validly quorate when the majority of its members, present or represented,
attend. The resolutions shall be adopted by the absolute majority of the attending members, present or represented.
.
The Sustainability, Health and Safety Board Committee may seek the advice of external experts up to the amount approved by the Board of
Directors ( and in excess with the authorization of the Board of Directors).
Most important activities during the fiscal year 2024.
The primary activities and actions performed by the Sustainability, Health and Safety Board Committee during fiscal year 2024 have been
associated with the powers and functions of such Board Committee, either by legal requirements or by internal regulations of AmRest
Holdings, SE.
The Annual Report on the Operation of the Sustainability, Health and Safety Board Committee for 2024 – which will be available to
shareholders on the AmRest website – details the key activities performed by the Board Committee during such period, including the following:
Monitoring of the key pillars of the Group’s Sustainability Strategy: Food, People and Environment.
Overseeing of the management of food safety policy, divided into the supplier, central kitchen, logistics and restaurant pillars.
Review of Key Performance Indicators (KPI) audits performed on suppliers.
Monitoring/review the results of the waste management, energy usage and environmental activities of the Group.
Monitoring of the Group’s safety measures to prevent accidents at work.
Overseeing of the preparation of the Group's Sustainability Statement including non-financial information.
Monitoring of the process of collecting non-financial information, in particular sustainability information, required by Corporate
Sustainability Reporting Directive (CSRD) to ensure compliance.
Meetings with the external auditor PwC to supervise the audit of non-financial information, in particular sustainability information,
including review of the scope and development of the audit of the Consolidated Statement of Non-Financial Information and
Sustainability Information for financial year 2024.
C.2.2 Complete the following table with information regarding the number of female directors who were members
of Board committees at the close of the past four years:
Number of female directors
Year 2024
Number %
Year 2023
Number %
Year 2022
Number %
Year 2021
Number %
Executive Board Committee
0
0
0
0
Audit and Risk Board Committee
1 (33.33%)
1 (33.33%)
1 (33.33%)
1 (33.33%)
Appointments, Remuneration and
Corporate Governance Board
Committee
1 (25.00%)
1 (25.00%)
1 (25.00%)
1 (25.00%)
Sustainability, Health and Safety Board
Committee
2 (66.67%)
2 (66.67%)
2 (66.67%)
2 (66.67%)
210
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
C.2.3 Indicate, where applicable, the existence of any regulations governing Board committees, where these
regulations are to be found, and any amendments made to them during the year. Also indicate whether any
annual reports on the activities of each committee have been voluntarily prepared.
The Board committees of AmRest's Board of Directors are regulated in the Company's Board of Directors Regulations. In addition, and in order
to comply with the recommendations of the Technical Guide of the Spanish National Securities Market Commission on Audit Committees of
Public Interest Entities, the Audit and Risk Board Committee is regulated in its own Regulations, approved by the Company's Board of
Directors. 
The Board of Directors Regulations and the Audit and Risk Board Committee Regulations are available for consultation on the corporate
website (www.amrest.eu). 
Each year, all the Committees of the Board of Directors prepare a Annual Report, containing a summary of the main activities and actions
carried out during the financial year, detailing the matters examined and dealt with at the meetings held, and outlining aspects related to their
duties and responsibilities, composition and performance. These reports are published on the Company's website sufficiently in advance of the
Ordinary General Shareholders' Meeting.
211
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
D  RELATED-PARTY AND INTRAGROUP TRANSACTIONS
D.1 Explain, where appropriate, the procedure and competent bodies relating to the approval of transactions with
related and intragroup parties, indicating the criteria and general internal rules of the entity that regulate the
abstention obligations of the affected director or shareholders. Detail the internal information and periodic
control procedures established by the company in relation to those related-party transactions whose approval
has been delegated by the board of directors.
The procedure and competent bodies relating to the approval of transactions with related and intragroup parties are as established by Article
231 bis and 529 vicies and following of the Spanish Capital Companies Act.
In this regard, Article 6 the Board of Directors’ Regulations includes the following non-delegable powers of the Board, among others:
The approval of related party transactions, after a report from the Audit and Risk Board Committee, of upon the terms set forth in Article 25 bis
of these Regulations, unless approval thereof is reserved to the shareholders acting at General Shareholders’ Meeting. The Board of Directors
of the Company may delegate the approval of transactions between companies forming part of its Group that are executed within the scope of
day-to-day management and on arms-length terms, as well as transactions concluded pursuant to contracts with standardized terms that apply
generally to a large number of customers, are carried out at generally established prices or rates, and the amount of which does not exceed
0.5% of the net revenue of the Company, determined in accordance with the calculation rules provided for by law.
Likewise, and in accordance with the provisions of article 25.1(a) of the Board of Directors' Regulations, the director must refrain from carrying
out transactions with the Company, except when they are part of the Company’s ordinary business, are carried out under normal market
conditions and are of little significance, with these being understood to be those involving information that is not required to express a true
image of the Company’s property, financial situation and results, except for those transactions that are approved by the Company upon the
terms set forth in the rules on related party transactions established by law, the Statute and these Regulations.
In addition, Article 25 bis of the Board of Directors' Regulations establishes the following with regard to the regime on related-party
transactions:
1.The Board of Directors, after a favourable report from the Audit and Risks Board Committee, shall approve transactions of the
Company or subsidiaries thereof with Directors, with shareholders owning 10% or more of the voting rights or represented on the Company’s
Board of Directors, or with any other persons who should be considered related parties as provided by law, provided that they are considered
related-party transactions under applicable law, and unless approval thereof is reserved to the shareholders acting at a General Shareholders’
Meeting. This power may not be delegated, except in the cases and upon the terms provided by law and Article 6 of these Regulations.
2.Where the Board of Directors has the power to adopt the resolution approving related-party transactions and this power has not
been delegated, the affected Director, or the Director representing or connected to the affected shareholder must abstain from participating in
the deliberation and voting as provided by law.
3.If the Board of Directors delegates the approval of related-party transactions as provided by law and Article 6 of these Regulations,
the Board of Directors shall establish in relation thereto an internal regular reporting and control procedure, in which the Audit and Risks Board
Committee shall participate, to verify the fairness and transparency of these transactions and, where appropriate, compliance with the
applicable legal standards. The approval of these transactions shall not require a prior report from the Audit and Risks Board Committee.
4.As regards related-party transactions for which approval is reserved to the shareholders at a General Shareholders’ Meeting, the
proposed resolution on approval adopted by the Board of Directors must be submitted to the shareholders at the General Shareholders’
Meeting along with a statement as to whether it has been approved by the Board of Directors with or without the dissenting vote of a majority
of the independent Directors.
Likewise, Article 20.4 (i) of the Board of Directors Regulations establishes, among the competencies of the Audit and Risks Board Committee,
the following:
To report on related-party transactions that must be approved by the shareholders acting at a General Shareholders’ Meeting or by the Board
of Directors and to supervise the internal process established by the Company for those transactions for which approval has been delegated
by the Board of Directors.
It should be noted that the Board of the Company has not delegated the approval of intragroup and related party transactions, so no specific
procedure of periodic control has been established in this regard.
212
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
D.2 Give individual details of operations that are significant due to their amount or of importance due to their
subject matter carried out between the company or its subsidiaries and shareholders holding 10% or more of the
voting rights or who are represented on the board of directors of the company, indicating which has been the
competent body for its approval and if any affected shareholder or director has abstained. In the event that the
board of directors has responsibility, indicate if the proposed resolution has been approved by the board without
a vote against the majority of the independents:
Name or
company
name of the
shareholder
or any of its
subsidiaries
% Share-
holding
Name or
company
name of the
company or
entity within
its group
Nature of the
relationship
Type of
operation and
other
information
required for its
evaluation
Amount
(thousand of
euros)
Approving
body
Identity of the
significant
shareholder
or director
who has
abstained
The proposal to the
board, if applicable,
has been approved by
the board without a
vote against the
majority of
independents
During 2024, no transactions have been formalized between, on the one hand, the Company or its subsidiaries and, on the other hand, the
shareholders holding 10% or more of the voting rights or represented on the Board of Directors of the Company or persons or entities related
to them, which are considered significant due to their amount or of importance due to their subject matter and which, therefore, are subject to
individualized disclosure in this section.
Notwithstanding the above, the Notes to the Annual Accounts include the information relating to related-party transactions required in
accordance with the criteria and level of detail provided in the applicable regulations, including the investment carried out in 2024 by the
AmRest Group in the Finaccess Renta Fija Corto Plazo FI single class fund, managed by an entity related to the controlling shareholder.
This information includes the details on the amount of this related party transaction, approved by the Board of Directors of AmRest Holdings,
SE, following analysis and favorable report by the Audit and Risk Board Committee (in accordance with the procedure set out in section D.1
above), and which will also be duly disclosed in the corresponding Audit and Risk Board Committee Report on relatedparty transactions for the
2024 financial year.
D.3 Give individual details of the operations that are significant due to their amount or relevant due to their
subject matter carried out by the company or its subsidiaries with the administrators or managers of the
company, including those operations carried out with entities that the administrator or manager controls or
controls jointly, indicating the competent body for its approval and if any affected shareholder or director has
abstained. In the event that the board of directors has responsibility, indicate if the proposed resolution has
been approved by the board without a vote against the majority of the independents:
Name or company
name of the
administrators or
managers or their
controlled or jointly
controlled entities
Name or
company name
of the company
or entity within
its group
Relationship
Nature of the
operation and
other
information
necessary for
its evaluation
Amount
(thousand of
euros)
Approving
body
Identity of the
shareholder
or director
who has
abstained
The proposal to the
board, if applicable, has
been approved by the
board without a vote
against the majority of
independents
D.4 Report individually on intra-group transactions that are significant due to their amount or relevant due to
their subject matter that have been undertaken by the company with its parent company or with other entities
belonging to the parent's group, including subsidiaries of the listed company, except where no other related
party of the listed company has interests in these subsidiaries or that they are fully owned, directly or indirectly,
by the listed company.
In any case, report any intragroup transaction conducted with entities established in countries or territories considered as
tax havens:
Company name of the entity within the
group
Brief description of the operation and other information
necessary for its evaluation
Amount
(thousand of euros)
213
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
D.5 Give individual details of the operations that are significant due to their amount or relevant due to their
subject matter carried out by the company or its subsidiaries with other related parties pursuant to the
international accounting standards adopted by the EU, which have not been reported in previous sections.
Company name of the related party
Brief description of the operation and other
information necessary for its evaluation
Amount
(thousand of euros)
D.6 Give details of the mechanisms in place to detect, determine and resolve potential conflicts of interest
between the company and/or its group and its directors, senior management, significant shareholders or other
associated parties.
In accordance with the Company's corporate governance rules, the principles governing possible conflicts of interest that may affect directors,
executives or significant shareholders are as follows: 
With respect to directors, Articles 24 and 25 of the Board of Directors Regulations establish the following:
Directors shall take the necessary measures to avoid incurring situations in which his or her own or other interests may conflict with the
corporate interest and their duties towards the company. In any case, directors must inform the Board of Directors of any direct or indirect
conflicts which they or related individuals may have with the Company’s interests.
Likewise, as set forth in said Regulations with regard to the duty of loyalty, directors are obliged to refrain from participating in the discussion
and vote on resolutions or decisions with which they or a related person -understanding as such those defined in the Capital Companies Act-,
have a direct or indirect conflict of interest. Any resolutions or decisions which affect these individuals in their role as director, such as their
appointment or removal from the Board and similar concepts, are excluded from the aforementioned obligation. 
Also, Article 25 of the Board of Directors Regulation obliges the directors to refrain from:
a)Carrying out transactions with the Company, except when they are part of the Company’s ordinary business, are carried out under
normal market conditions and are of little significance, with these being understood to be those involving information that is not
required to express a true image of the Company’s property, financial situation and results, except for those transactions that are
approved by the Company upon the terms set forth in the rules on related party transactions established by law, the Statute and
these Regulations.
b)Using the Company’s name or adducing their standing as director to have undue influence when carrying out private transactions.
c)Making use of the corporate assets, including the Company’s confidential information, for private ends.
d)Taking advantage of the Company’s business opportunities.
e)Obtaining advantages or remuneration from third parties other than the Company or its Group, associated to the discharge of their
duties, other than minor matters of mere courtesy.
f)Carrying out activities on their own, or another’s, behalf which entail effective competition, whether currently or potentially, or which,
in any other way, places them in permanent conflict with the Company’s interests, unless the following circumstances apply:
it is reasonably foreseeable that the competitive situation will not cause damage to the Company or that the foreseeable damage it
may cause to the Company is outweighed by the expected benefit the Company may reasonably obtain by allowing such
competitive situation;
that, after having received advice from an independent external consultant of recognized standing in the financial community and
after hearing the shareholder or director concerned, the Appointments, Remuneration and Corporate Governance Board Committee
issues a report assessing compliance with the requirement set forth in the above paragraph; and
the General Shareholders’ Meeting expressly resolves to waive the prohibition of competition with the favourable vote of, at least,
one-half of the share capital with voting right.
At the time of convening the General Shareholders’ Meeting called to deliberate on the waiver of the competition prohibition, the
Board of Directors shall make available to the shareholders the aforementioned reports of the Appointments, Remuneration and
Corporate Governance Board Committee and of the independent external consultant and, if it deems appropriate, its own report
thereon. During the General Meeting, the shareholder or director concerned shall have the right to present to the meeting the
reasons supporting the request for dispensation.
The resolutions to be adopted by the General Shareholders’ Meeting pursuant to the provisions of this article shall be submitted to
the General Meeting under a separate item on the agenda.
If the competitive situation arises after the appointment of a director, the director concerned shall resign immediately from his office.
214
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
If the competitive situation arises after the appointment of a director, the director concerned shall resign immediately from his office.
For the purposes of this Article:
a person shall be deemed to be engaged for his own account in activities constituting competition with the Company when he carries
on such activities directly or indirectly through controlled companies.
a person shall be deemed to be engaged for his own account in activities which constitute competition with the Company when he
has a significant shareholding or holds an executive position in a competing company or in another company concerted with the
latter for the pursuit of a common policy and, in any case, when he has been appointed as a proprietary director of the Company at
the request of one of those companies; and
(i) companies belonging to the same controlling group as the Company; and (ii) companies with which AmRest Holdings SE has
entered into a strategic alliance, even if they have the same, similar or complementary corporate purpose and as long as the alliance
remains in force, shall not be deemed to be in competition with the Company. Those who are proprietary directors of competing
companies appointed at the request of the Company or in consideration of the Company's interest in the capital of such companies
shall not be deemed to be covered by the competition prohibition for this reason alone.
Directors may also not provide advisory or representation services to companies competing with the Company, unless the Board of
Directors, following a favourable report from the Appointments,, Remuneration and Corporate Governance Board Committee,
authorises them to do so with the favourable vote of two thirds of the members not involved in a conflict of interest. If these
requirements are not met, the authorisation must be approved by the General Shareholders’ Meeting.
With regard to significant shareholders, Article 25 bis of the Board Regulations establishes that the Board of Directors, following a
favourable report from the Audit and Risk Board Committee, shall approve transactions that the company or its subsidiaries carry out with
shareholders holding 10% or more of the voting rights or represented on the Company’s Board of Directors, provided that, under current
legislation, they are considered to be related-party transactions, and unless their approval corresponds to the General Shareholders' Meeting.
This power cannot be delegated, except in the cases and under the terms provided by law and in Article 6 of the Company's Board of Directors’
Regulations, as described in section D.1 above.
With respect to executives, the Conflict of Interest Group Policy establishes the principles and rules to prevent and manage
potential, actual or perceived conflict of interest situations regarding employees and any person or company who AmRest does business with,
and how such principles and rules are to be implemented.
This policy sets out guidelines for detecting conflict of interest situations, rules on how to disclose them and establishes the responsibilities of
each internal body with regard to reporting and managing conflict of interest situations.
According to the policy, all employees have an obligation to report conflicts of interest at the time such situations arise. In order to actively
manage conflicts of interest situations, AmRest has introduced an annual conflict of interest declaration. This declaration is mandatory for
employees in certain categories, including managers, officers, senior executives, and directors. 
Conflict of interest situations involving senior executives are reported to the Chairman of the Board of Directors and the Chairman of the Audit
and Risk Board Committee.
The Group's Risk and Compliance Department is responsible for making recommendations for the management of disclosed conflicts of
interest, as well as for supervising and monitoring the implementation of mitigating measures.
The Code of Ethics and Business Conduct also governs this matter under section 2 ("Honesty, Integrity and Transparency").
In this regard, the Global Internal Audit and Internal Control Department identifies and reviews, as part of its functions, any risks related to
potential or existing conflicts of interest in the audited processes. If any risks in internal processes and controls are identified, Internal Audit
provides recommendations accordingly. Internal Audit reports are communicated to the Audit and Risk Board Committee and the Company's
Management.
D.7 Indicate whether the company is controlled by another entity in the meaning of Article 42 of the Commercial
Code, whether listed or not, and whether it has, directly or through any of its subsidiaries, business
relationships with said entity or any of its subsidiaries (other than the listed company) or carries out activities
related to those of any of them.
Yes   X_    No _
215
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Company is controlled by the Finaccess Group.
As noted in section D.2 above, during 2024, no transactions have been formalized between, on the one hand, the Company or its subsidiaries
and, on the other hand, the shareholders holding 10% or more of the voting rights or persons or entities related to them, which are considered
significant due to their amount or relevant due to their subject matter.
The only business relationship existing between the aforementioned parties is the investment, in the amount of 5,000,000 euros, made in 2024
by the AmRest Group in the Finaccess Renta Fija Corto Plazo FI single class fund, managed by an entity related to the controlling shareholder.
This transaction, carried out under market conditions, was approved by the Board of Directors of AmRest Holdings,SE, following analysis and
favourable report by the Audit and Risk Board Committee, and will also be duly disclosed in the corresponding Audit and Risk Board
Committee Report on related-party transactions for the 2024 financial year. Likewise, the Notes to the Annual Accounts include a detail of the
amount of this transaction.
The Finaccess Group is an investment company that manages equity capital and develops, through its various companies, financial,
administrative and service activities.
Indicate whether the respective areas of activity and any business relationships between the listed company or its
subsidiaries and the parent company or its subsidiaries have been defined publicly and precisely:
Yes   X_    No _
Report covering the respective areas of activity and any business relationships between the listed company or its subsidiaries and
the parent company or its subsidiaries, and identify where these aspects have been publicly reported
The Company discloses the transactions it carries out with its significant shareholders and related parties in the semi-annual periodic financial
information and in the Notes to the Annual Accounts.
Likewise, in accordance with Recommendation 6 of the Good Governance Code of the National Securities Market Commission, the Company
publishes on its corporate website, sufficiently in advance of the Ordinary General Shareholders' Meeting, the Audit and Risk Board
Committee's report on related-party transactions.
Prior to the 2024 financial year, there was no business relationship between the Company or its subsidiaries and the parent company or its
subsidiaries, and therefore no such information is publicly disclosed. 
Identify the mechanisms in place to resolve potential conflicts of interest between the parent of the listed company and
the other group companies:
Mechanisms for resolving possible conflicts of interest
Article 25 bis of the Regulations of the Board of Directors regulates the procedure for the approval of transactions that the Company or its
subsidiaries carry out with shareholders holding 10% or more of the voting rights. Its full content is transcribed in section D.1 above. In
summary, the competence lies with the Board of Directors, except in the case of transactions that are reserved to the General Shareholders'
Meeting for having an amount or value equal to or greater than 10% of the total asset items.
Likewise, and in accordance with Article 20.4 (i) of the Regulations of the Board of Directors, the Audit and Risk Board Committee is
responsible for reporting on related-party transactions that must be approved by the Shareholders’ Meeting or the Board of Directors.
216
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
E  RISK MANGEMENT AND CONTROL SYSTEMS
E.1 Explain the scope of the company's financial and non-financial risk management and control system,
including tax risk.
AmRest has a Risk Management Framework implemented consistently throughout the Group, inspired by best practices and based on the
Committee of Sponsoring Organizations (“COSO”), best industry external framework.
AmRest monitors, identifies, and assesses the financial and non-financial risks the Group is exposed to.
AmRest established a Global Risk Inventory, including the following 5 risk taxonomies: Operations/infrastructure, Compliance, Strategy and
Planning, Governance and Reporting. Under these taxonomies, the AmRest Global Risk Inventory considers different categories of the risk.
AmRest risk management process begins with the Group’s long-term and short-term objective setting, which leads to the identification of risks
defined as any event which might pose a threat to the fulfilment of such objectives.
The Group’s Risk Inventory is updated periodically, considering the current dynamic context in which we operate and the increasing relevance
of those risks related to intangibles and of global significance, such as Sustainability (ESG) aspects, geopolitical environment, supply chain
risks, inflation among others. 
Risks are evaluated on a periodic basis and assessed for impact and likelihood. Each inherent risk is determined and prioritized in the annual
Risk Inventory for the Group.
For risks identified as critical, the Risk Owners defines response strategies and risk monitoring plans, implementing key risk indicators (KRI).
This combines strategies for risk monitoring, with the execution of control activities, which are assessed for operating effectiveness on a
periodic basis.
The Global Risk and Compliance Department was established in the beginning of 2021 and reports directly to the Audit and Risk Board
Committee. Department key responsibilities include:
Promoting and guiding the organization in the creation of a consistent risk management culture, through an adequate communication,
training and building awareness of all AmRest employees.
Identifying, evaluating and prioritizing the most significant risks that could affect achievement of strategic objectives.
Periodically updating the risk catalogue and the Risk Inventory.
Overseeing the adequate functioning of the ERM System (Enterprise Risk Management), specifically regarding the identification,
assessment, response and reporting to the Audit and Risk Board Committee over the critical risks to which the Group is exposed,
including emerging risks.
Fostering the implementation of efficient and complete risk response strategies to mitigate or reduce critical risks to which the Group is
exposed within the risk appetite and tolerance levels approved.
The trends in critical risks performance and the effectiveness of the control activities are reported on a regular basis to the Risk and
Compliance Committee and to the Audit and Risk Board Committee. When risks exceed the defined tolerance level, action plans are
implemented and monitored with Risk Owners and Risk Delegates. Risk Owners actively participate in the risk strategy and in the important
decisions about their assurance and control.
The Group has set up as well a Global Tax Governance Group Policy that establishes the rules and procedures on this matter and are
supervised by the Tax Department and, ultimately, by the Audit and Risk Board Committee.
E.2 Identify the bodies within the company responsible for preparing and executing the financial and non-
financial risk management and control system, including tax risk.
AmRest has defined a Risk Management governance where the Global Risk and Compliance Department is responsible for the risk
management system and its operating efficiency, so that risks which may prevent the execution of the long-term objectives of the Group are
identified and managed.
The Global Risk and Compliance Department is constantly analysing and reviewing risks that the Group may be exposed to. As the entire
organization has the responsibility to contribute to the identification and management of risks, the Global Risk and Compliance Department
also plays an important role in training and involving employees in the culture of risk management. Employees are asked to consider risk
management as part of the culture to be implemented in their activities, to identify risks and actively participate in their mitigation.
217
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Enterprise Risk Management system is a crucial aspect of AmRest business where the roles and responsibilities are defined based on
COSO framework following three lines of defence model:
First Line of Defence: includes Risk Owners and Risk Delegates: This line of defence is responsible for day-to-day ownership and
management of risks and controls. Risk identification includes analysis of the internal/external factors that may affect the Group,
updating the risks in each area and, where appropriate, collaborate with the different areas in updating the risks. Risk Owners are
responsible for identifying, assessing, and managing risks within their respective areas of responsibility and reporting the Key Risk
Indicators to the Global Risk and Compliance Department.
Second Line of Defence: includes the Global Risk and Compliance Department which is responsible for developing and
implementing the Group’s risk management framework, policies, and procedures. The Global Risk and Compliance Department also
ensures the correct performance and functioning of the ERM (Enterprise Risk Management) and provides guidance and support to
the Risk Owners/Risk Delegates. It also ensures that risks and controls are properly managed, regularly monitored and reported to
the Risk and Compliance Committee and Audit and Risk Board Committee.
Third Line of Defence: includes the Internal Audit and Control Department, which supervise the effectiveness of the Enterprise Risk
Management system. They analyse and evaluate the Risk Management process, Internal Controls and corporate governance and
provide recommendations to mitigate risks. They also focus on increasing the efficiency of business processes and the optimization
of control mechanisms. This line of defence provides assurance to the Audit and Risk Board Committee that the efforts of the first
and second lines are consistent with expectations.
The Risk and Compliance Committee oversees the appropriate functioning of the Enterprise Risk Management system and fosters the
implementation of complete risk response strategies to mitigate or reduce critical risks within the approved Risk Appetite and Risk Tolerance
levels approved by the Board of Directors.
The Audit and Risk Board Committee is responsible for overseeing the effectiveness of the Enterprise Risk Management system in the
Company.
The finance team, led by the Chief Financial Officer, is responsible for the Group’s tax policy and for the implementation of its tax strategy. Tax
strategy is reviewed on an ongoing basis as part of the regular financial planning cycle led by Global Tax Team and Regional/Local Finance
teams. The Audit and Risk Board Committee is responsible for monitoring all significant tax matters. Audit and Risk Board Committee meetings
are usually attended by a number of Group officers and employees including representatives from the global tax team, internal audit,
compliance and risk and financial reporting areas, including the Chief Financial Officer.
E.3 Indicate the main financial and non-financial risks, including tax risks, as well as those deriving from
corruption (with the scope of these risks as set out in Royal Decree Law 18/2017), to the extent that these are
significant and may affect the achievement of business objectives.
AmRest has a Global Risk Inventory, considering the following 5 risk taxonomies: Operations/infrastructure, Compliance, Strategy and
Planning, Governance and Reporting. Under these taxonomies, the AmRest' Global Risk Inventory considers different categories of the risk.
- Liquidity risk
Liquidity risk is defined as the risk of incurring losses resulting from the inability to meet payment obligations in a timely manner when they
become due or from being unable to do so at a sustainable cost. The Group is exposed to the risk to a lack of financing at the moment of the
maturity of bank loans and bonds.
As of 31 December 2024, the Group has sufficient liquidity to fulfil its liabilities over the next 12 months.
The Group analyses liquidity needs with particular focus on the maturity of debt and proactively investigates various forms of financing that
could be utilized as needed.
- Dependency on the franchisor
AmRest manages KFC, Pizza Hut, Burger King and Starbucks (in Romania, Bulgaria, Germany and Slovakia) as a franchisee, and therefore a
number of factors and decisions related to the business activities conducted by AmRest and the possibility of renewing or extending the
duration of the franchise agreements, depend on the conditions (including limitations or specifications) imposed by the franchisors or are
subject to their consent.
Therefore, in relation to the duration of those agreements, the renewal is not automatic and AmRest cannot guarantee that after the expiry of
the initial periods of duration of the franchise agreements, which are typically ten years, a given franchise agreement will be extended.
218
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
- Dependency on cooperation with minority shareholders and Starbucks’ call option
AmRest operates Starbucks restaurants in Poland, the Czech Republic and Hungary based on partnership agreements with Starbucks Coffee
International, Inc. The partnerships establishes that Starbucks Coffee International, Inc. is the minority shareholder of companies operating
Starbucks stores in mentioned countries. Therefore, some decisions as part of the joint business activities are dependent on Starbucks’
consent.
Upon occurrence of an event of default, both AmRest and Starbucks (as the case may be, acting as non-defaulting shareholder) will have the
option to purchase all of the shares of the other shareholder (the defaulting shareholder) in the terms and conditions foreseen in the
corresponding agreements. In the event of a deadlock, Starbucks will have, in the first place, the option to purchase all the shares of AmRest.
In the event of a change of control in AmRest Holdings, Starbucks will have the right to increase its participation in each of the companies up to
100%.
- No exclusivity rights
International Franchise Agreements per se do not typically grant exclusivity rights to the franchisee in the relevant territories. In order to secure
exclusivity rights for a certain territory, franchisees aim to have either a master franchise agreement or a development agreement with the
franchisor. Currently, AmRest does not have master franchise agreements or development agreements in all territories and cannot secure that
it will have exclusivity on certain territories.
- Risks related to the consumption of food products
Changes in consumer preferences arising from concerns over the nutritious properties of chicken, which is the main ingredient in the KFC
menu, or as a result of unfavourable information being circulated by the mass media concerning the quality of the products, could pose a threat
to the Group.
Also, the result of the disclosure of unfavourable data prepared by the competent authorities or a certain market sector in relation to products
served in AmRest restaurants and the restaurants of other franchisees of KFC, Pizza Hut, Burger King, Starbucks, La Tagliatella, Blue Frog
and Sushi Shop, could also pose a threat to the Group.
Furthermore, possible diseases (i.e. food poisoning), any health-related issues as a result of eating in AmRest restaurants and restaurants of
other franchisees of KFC, Pizza Hut, Burger King, Starbucks, La Tagliatella, Blue Frog and Sushi Shop as well as issues related to the
functioning patterns of one or more restaurants run by AmRest or the competitors, could also pose a threat to the Group.
Food risks can result from a microbiological, chemical (formed during preparation like acrylamide e.g., burned meat, dark brown fried
French fries) or physical factors.
Risks associated with new technologies - that alter the characteristics of the food, such as genetic modification or food irradiation,
may change the composition of the food, replacing an existing or traditional method of food production can also lead to a change in
the levels of a hazard, such as the levels of pathogenic microorganisms.
Risks associated with allergenic foods - can range from mild to severe gastrointestinal effects, headaches, respiratory problems or
skin reactions to potentially life-threatening anaphylaxis.
Food poisoning (e.g., by incautious storage and preparation of food, contaminated food, or water).
Hormones or antibiotics in meat.
- Risks related to key personnel turnover in the Group and increasing labour costs
AmRest´s success depends, to some extent, on the individual effort of selected employees and key members of management.
Excessive turnover of employees and too frequent changes in managerial positions may pose a significant risk to the stability and quality of the
business activities.
- Risk related to increase in the cost of commodities, raw material and goods
Increases in the cost of commodities, raw materials and goods can have an adverse impact on Group's operating profit margins.
AmRest´s situation is also affected by the need to ensure frequent deliveries of fresh agricultural products and foodstuffs and anticipating and
responding to changes in supplies costs. Also the increased demand for certain products accompanied by limited supply may lead to difficulties
in obtaining these by the Group or to relevant price increases. The product price increases may have an adverse effect on the Group‘s results,
operations and financial standing.
- Disruption in the supply chain
Disruption to supply of goods, or to logistics suppliers, resulting in limited access to essential supplies.
219
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Group cannot rule out the risk related to delivery shortage or interruptions caused by factors such as unfavourable weather conditions,
changes in legal regulations, problems with delivery infrastructure, reduction in available sources withdrawing some foodstuffs from trading,
third-party breach of transport obligations, key suppliers’ bankruptcy or lack of alternative sources of supply.
The shortages may have an adverse effect on the Group‘s results, operations and financial standing.
- Risks related to the incorporation of new business and failed openings of new restaurants
Opening or taking over restaurants operating in a new geographical and political area involves the risk of varying consumer preferences, a risk
of insufficient knowledge of the market, the risk of legal restrictions arising from local regulations, the ability to obtain the permits required by
relevant bodies, the possibility of delays in opening new restaurants, and the political risk of these countries.
- Currency risk
The results of AmRest are exposed to currency risk related to transactions and exchanges into currencies other than the currency in which
business transactions are measured in the individual Capital Group companies. The Group adjusts its currency portfolio of debt to the
geographical structure of its profile of activities.
- Risks related to the current geopolitical situation
The Company operates in regions with dynamic political climates, which can influence the economy through factors like currency fluctuations,
interest rates, liquidity, supply chain dynamics, and consumer confidence.
                                     
In 2024, sanctions, and regional conflicts, such as the Russia-Ukraine situation, have introduced market uncertainties. These events have
impacted global financial markets and consumer confidence, contributing to inflation due to higher energy and commodity prices.
AmRest has developed a comprehensive Enterprise Risk Management framework to identify, assess and monitor risks. This includes
geopolitical risks to ensure the company is prepared for different scenarios and can adapt quickly to changing environments.
- Risk of increased financial costs
AmRest and its subsidiaries are exposed to a certain extent to adverse impact of interest rate fluctuations in connection with obtaining
financing which bears floating interest rates and investing in assets bearing floating interest rates. The interest rates of bank loans and
borrowings and issued bonds are based on a combination of fixed and floating reference rates which are updated over periods shorter than
one year.
Additionally, AmRest and its subsidiaries may, as part of the interest rate hedging strategy, enter into derivative and other financial contracts,
where the valuation of which is significantly affected by the level of reference rates.
- Increases in the cost of energy and utilities
Most of the European markets are exposed to the risk of energy and utilities price increases, which may result in a direct increase in the
Group's operating costs.
- Tax risk
In the process of managing and executing strategic decisions, which may affect the tax settlements, AmRest could be exposed to tax risk. In
the event of irregularities occurring in tax settlements it would increase the dispute risk in the case of a potential tax control.
- Credit risk
Exposure to credit risk include cash and cash equivalents and trade and other receivables. With the development of franchise business,
AmRest is getting exposed more to credit risk. Therefore the quality of the franchisees portfolio is a key priority.
- Risks of economic slowdowns
Economic slowdown in the countries where AmRest runs its restaurants may affect the level of consumption expenditure in these markets,
which in turn may affect the results of the AmRest restaurants operating in these markets.
220
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
- Risk of system breakdowns and temporary breaks in serving customers in restaurants
Risk of systems failures and communication network failures, as well as the potential partial or complete loss of data in connection with system
breakdowns or damage or loss of key tangible fixed assets of the Group might result in temporary interruptions in serving customers in
restaurants, which might have an adverse effect on the Group’s financial results.
- Risk of an inadequate security protection of our data and IT systems and lack of capabilities to respond to cybersecurity
threats
The Group’s operations are supported by a wide variety of IT systems, including point-of-sale systems, electronic ordering platforms, supply-
chain management systems and finance and controlling tools. Consequently, the Group is exposed to the risk of temporary operational
disruption, data integrity risk and/or unauthorized access to confidential data, which may be a result of cyberattacks.
- Global crisis and disruption
The potential occurrence of global disasters, such as health epidemics, economic crises, energy crises, extreme weather events, or other
critical events creates a risk of disruption the Group’s business, industry and economies where the Group operates and could impact the
Group's day to day business concerns.
Likewise, a potential adverse impact on the Group's image or brands may deteriorate its perception with the different stakeholders.
- Adverse regulatory change or evolution
Failure to anticipate, identify and respond to new regulation that may result in fines, litigations and/or the loss of operating licenses or other
restrictions.
- Loss of market share due to a volatile customer trends or an increase in competition
Failure to anticipate or respond to competitors leads to a loss of market share for the Group and failure to anticipate or address consumer's
preferences in the Group's products, services, or channels.
- Risk related with ESG
Inadequate management of environmental, social and governance (“ESG”) aspects in own operations and non-compliance with the current
regulatory framework can lead to reputational, financial or operational consequences. Additionally, non-sustainable practices by suppliers may
create supply chain vulnerabilities and affect brand reputation.
AmRest developed the Global Sustainability Strategy and implemented an effective governance structure of ESG matters to mitigate these
risks and ensure resilience in short and long term time perspective. The Strategy consists of three pillars: Food, People and Environment, and
applies to all AmRest employees and executives across each brand operated by AmRest in every geography where the Company is present.
E.4 Indicate whether the entity has risk tolerance levels, including for tax risk.
The Global Risk and Compliance Department is responsible for the regular updating of AmRest Risk Inventory, incorporating the risks to which
the Group is exposed in the form of a chart, in which the impact of the risk materialization, and the likelihood of the risk materialization are
captured.
The objectives of the AmRest Risk Inventory are:
Collect comprehensive and structured information about risks at AmRest Group (identification).
Perform risk prioritization of the identified risks (assessment).
Have an updated and integrated risk map for AmRest Group.
In line with the 3-line of defence risks management framework, both Risk Owners and Risk Delegates are accountable for risk identification
and risk response strategies development. Risk identified are assessed within the process system and Risk Inventory is documented.
221
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Risk Inventory is communicated to the AmRest Risk and Compliance Committee and to the Audit and Risk Board Committee for review
and overseeing adequate action plans addressing identified risks.
The AmRest Risk structure includes a 3-level risk classification system:
The first level (main categories of risks) is divided into 5 areas:
- Governance
- Strategy & Planning
- Operations & Infrastructure
- Compliance
- Reporting
The second level includes risk categories.
The third level contains specific risks.
The risks are evaluated by using the consistent parameters: impact (refers to the extent a risk event might affect the Group and measured as a
% of EBITDA), and likelihood (represents the probability that a given event will occur, is measured as a % materialization possibility).
The Group identifies and assesses risks that may impact the achievement of the strategy and business objectives, by monitoring key risk
indicators to gauge behaviour and exposure, providing early warnings which are then combined with strategies of acceptance, reduction or
mitigation measures.
The Group has further developed control activities for the risks in the processes with the aim of mitigating the exposure to the risk
materialization, either reducing its likelihood or minimizing its impact.
Risks are prioritized according to their severity and considering the Group’s risk appetite. The organization then selects risk responses and
monitors performance for change. The organization determines a portfolio view of the amount of risk AmRest has assumed in the pursuit of its
strategy and business objectives.
E.5 Indicate which risks, including tax risks, have materialized during the year.
The risks materialized during the year were inherent to the activity itself, such as the volatility of gas and electricity prices in Spain and Europe,
exchange rates and interest rates.
Increase in the cost of commodities, raw material and goods
Inflation and rising ingredient costs, especially fresh food and other key inputs, as well as increased additional taxes on raw materials have had
a direct effect on the Group's costs.
During the 2024 financial year, and despite a stabilization of prices in the market, the Group has continued to regularly monitor raw material
prices with the market to identify any risks arising from raw material prices. In addition, to mitigate these risks, the Group implemented since
2023 sourcing strategies, such as value added programs to avoid price increases, which have continued to be maintained during 2024.
The Group will continue to maintain long-term relationships with suppliers and retain an adequate portfolio of producers.
Geopolitical Risks
Global political and economic events and tensions have created an environment of uncertainty and volatility for organizations.However, despite
this, AmRest Group has not experienced any supply chain disruptions thanks to its resilient processes that have managed possible product or
raw material unavailability.
Risks related to the consumption of food products
Due to persistent inflation in many countries, global economic instability derived from factors such as geopolitical tensions, have affected
consumption in general, resulting in a reduction in restaurant spending by the consumers.
222
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
At the macroeconomic level, there has been a weakness in domestic consumption in some economies, affecting the sales capacity in our
restaurants and keeping transactions below estimates. Nevertheless, the group continues to show great resilience in the face of these
challenges.
Risks related to key personnel turnover in the Group and increasing labour costs
The pressure on labour costs in the main economies where the Group operates has been higher than expected due to wage rises, increases in
social security contributions and higher labour regulations, increasing costs and thus affecting the Group's profit margins.
Increases in the cost of energy and utilities
During 2024, energy prices have continued to impact, even if to a lower magnitude, the cost of production of our final product.
At AmRest, this impact is offset by reducing consumption and adjusting purchasing strategies, trying to optimize energy consumption and
achieve the highest possible energy efficiency.
E.6 Explain the response and oversight plans for the company's main risks, including tax risks, as well as the
procedures followed by the company in order to ensure that the Board of Directors responds to any new
challenges that arise.
In order to address and supervise the Group’s risk management and control (including fiscal risks), the model is based on a series of
processes described in section E.1 and E.2 of this report.
Audit and Risk Board Committee with the Board of Directors, oversees the degree of implementation of the Risk Inventory’s action plans or the
TOP 10 risks.
There are the committees operating at AmRest in order to respond and supervise entity’s main risks, including:
1.Committees composed of the members of the Board of Directors:
Audit and Risk Board Committee
Sustainability, Health and Safety Board Committee
Appointments, Remuneration and Corporate Governance Board Committee
Executive Board Committee
2.              Other committees:
Risk and Compliance Committee
Crisis Management Committee
Global Ethics Committee
Local Ethics Committees
Communication Committee
To mitigate tax risks, AmRest:
- Applies the Global Tax Governance Group Policy which includes good practices in respect of taxes.
- Ensures that the Company has control mechanisms needed to handle day to day tax and reporting requirements.
- Ensures that tax is properly considered as part of corporate decision making processes.
- Considers the probability of a different approach of tax authority to the application of the tax law and acting in a manner which mitigates
such risk.
223
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
F  INTERNAL RISK MANAGEMENT AND CONTROL SYSTEMS RELATING TO THE
PROCESS OF PUBLISHING FINANCIAL INFORMATION (ICFR)
Describe the mechanisms forming your company's Internal Control over Financial Reporting (ICFR) system.
F.1  THE ENTITY'S CONTROL ENVIRONMENT
Report on at least the following, describing their principal features:
F.1.1 The bodies and/or departments that are responsible for: (i) the existence and maintenance of an adequate
and effective ICFR system; (ii) its implementation; and (iii) its supervision.
The Board of Directors is ultimately responsible for the internal control and risk management systems, reserving for itself, as a non-delegable
power, to approve the Company's control and risk management policy, including taxation, and supervision of the internal information and
control systems.
Likewise, and in accordance with article 20.4.of the Regulations of the Board of Directors, this function is entrusted to the Audit and Risk Board
Committee. In particular, the Audit and Risk Board Committee shall:
Oversee the effectiveness of the Company’s internal control system, the internal audit, and the risk management system (both
financial and non-financial) and discuss with the accounting auditor any significant weaknesses of the internal control system that may be
revealed in the course of the audit, while maintaining its independence. For such purposes, the Board committee may, if appropriate, submit
recommendations or motions to the Board of Directors, with the relevant time period for follow-up.
Oversee and assess the preparation and presentation process and the integrity of the financial and non-financial information,
reviewing compliance with legal requirements, the proper determination of the scope of consolidation and the correct application of accounting
standards, and submit recommendations or motions to the Board of Directors for the purposes of safeguarding the integrity of the financial
information.
Ensure that the annual accounts are prepared by the Board of Directors in accordance with the legal provisions on accounting.
However, in cases where the auditor has included a qualification in its audit report, the Chairman of the Board committee shall clearly explain
the Committee's view of its content and scope, being a summary of such view available to the shareholders at the time of publication of the call
to the General Meeting.
Liaise with the external auditor to receive information on: matters that could represent a threat to its independence; any matter
related to the implementation of the audit process; and, where appropriate, the authorisation of any services, other than those forbidden under
the terms of the applicable audit regulations, and other communications envisaged by these regulations.
Monitor the independence of the internal audit function; propose the selection, appointment and removal of the head of the internal
audit service; propose the service’s budget; approve or make a proposal for approval to the board of the priorities and annual work programme
of the internal audit unit, ensuring that it focuses primarily on the main risks the company is exposed to (including reputational risk); receive
regular report-backs on its activities; and verify that senior management are acting on the findings and recommendations of its reports.
The head of the internal audit service will submit an annual work program to the Audit and Risk Board Committee, for approval by
this Board committee or the Board of Directors, and shall report to the Board committee on (i) its execution, as well as any incidents or scope
limitations arising during its implementation, (ii) the results, and (iii) the follow-up of its recommendations.
Monitor in general that the internal control policies and systems established are applied effectively in practice.
In particular, regarding the Company's risk control and management policy, the Audit and Risk Board Committee is responsible for
supervising that it identifies or determines, at least:
(i)The different types of financial and non-financial risk the company is exposed to (including operational, technological, financial, legal,
social, environmental, political and reputational risks, and risks relating to corruption), with the inclusion under financial or economic risks of
contingent liabilities and other off-balance-sheet risks.
(ii)A risk control and management model based on different levels.
(iii)The level of risk that the company considers acceptable.
(iv)The measures in place to mitigate the impact of identified risk events should they occur.
(v)The internal control and reporting systems to be used to control and manage the above risks, including contingent liabilities and off-
balance sheet risks.
224
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Oversee the risk control and management unit, which shall perform the following responsibilities:
(i)Ensure that risk control and management systems are functioning correctly and, specifically, that major risks the company is
exposed to are correctly identified, managed and quantified.
(ii)Participate actively in the preparation of risk strategies and in key decisions about their management.
(iii)Ensure that the risk control and management systems are mitigating risks effectively in the frame of the policy drawn up by the
Board of Directors.
Also, Regulations adopted on Audit and Risk Board Committee develop and supplement the provisions of the Regulations of the Board of
Directors. With regard to the process of preparing economic and financial information, Audit and Risk Board Committee shall:
Monitor and evaluate the preparation and presentation of regulated financial and non-financial information related to the Company
and its Group, ensuring clarity and integrity in the process; ensure that the half-yearly financial reports and quarterly management statements
are prepared in accordance with the same accounting standards as the annual financial reports; and oversee the external audit of the financial
statements defining the scope and frequency as necessary. 
Review compliance with all relevant laws and regulations, ensure the accurate delineation of the scope of consolidation, and verify
the correct application of accounting principles, as well as international financial and non-financial reporting standards.
Submit recommendations or motions to the Board of Directors to protect the accuracy and reliability of the company's financial and
non-financial information.
Advice the Board of Directors on any significant changes in accounting standards and any significant risks affecting both on-balance
sheet and off-balance sheet items.
The functions relating to the process of collecting, preparing, and elaborating non-financial information must be conducted in
continuous collaboration with other Board Committees that the Board of Directors may designate from among its members with competencies
in sustainability matters.
The Finance Department prepares the financial information and submits it for approval of the Audit and Risk Board Committee and the Board
of Directors, and keeps the daily interaction and communication with the Group’s external auditor.
The Internal Audit and Internal Control Department of the Group, with regard to its function of supporting the Audit and Risk Board Committee
when supervising the efficiency of the Internal Control System and Company Risk Management, includes in its audit plan periodic revisions of
the internal, financial and operational controls. The results of these revisions are summarized in the audit reports, indicating the deficiencies
detected and the action plans proposed by the Group Management to remedy them.
Additionally, the Global Risk and Compliance Department was established in the beginning of 2021, which reports directly to the Audit and Risk
Board Committee.
The Company has also adopted the Global Compliance Group Policy implementing:
- Set of operating principles associated with the main compliance areas affecting organization.
- Set of mechanisms and procedures to prevent, identify and resolve situations in which unethical, unlawful practice or regulatory breaches
occur in the course of our activities.
Lastly, the Code of Ethics and Business Conduct sets out the main ethical principles and regulations on behaviour for all Group employees.
F.1.2 Indicate whether the following exist, especially in relation to the drawing up of financial information:
Departments and/or mechanisms in charge of: (i) the design and review of the organisational structure;
(ii) clear definition of lines of responsibility and authority with an appropriate distribution of tasks and
functions; and (iii) ensuring that adequate procedures exist for their proper dissemination throughout
the entity.
The Group, through the corporate Organisational Design division and the organisational units for each country, defines, implements and
maintains the organisational structures, set of job positions aligned with the size and complexity of the units and strategy of the Group,
addressing appropriate distribution of work and segregation of duties.
With respect to the process of preparing financial information Group has set in place several policies, instructions and manuals (like Group
Accounting Policy, Group Chart of Accounts, Finance Calendar, Global Tax Governance Group Policy, Capex Procedure, Global Compliance
Group Policy and Global Risk Management Group Policy) determining responsibilities and authorities. Those documents are internally
available on the Intranet and/or are communicated through the internal emails. 
225
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Group maintains financial accounting and controlling functions in each of its operating markets or countries, with each function headed by
a Finance Director who reports to the Regional Chief Financial Officer. These teams are responsible for implementing and integrating global
policies at the local level, ensuring consistent reporting standards across the Group. The consolidation process is centralized within the
Corporate Finance Policy & Reporting Department, which has overall responsibility for preparing and issuing the Group's consolidated financial
statements. This organizational structure establishes clear lines of responsibility for financial reporting at both the individual entity and
consolidated Group levels.
Internal Audit reviews during its assignments any risks related to responsibilities and reporting lines, distribution of work and duties. If any risks
in internal processes and controls are identified, Internal Audit provides recommendations. Internal Audit reports are communicated to the Audit
and Risk Board Committee and the Company's Management.
Internal Audit functionally reports to the Audit and Risk Board Committee.
Code of conduct, the body approving this, degree of dissemination and instruction, principles and
values covered (stating whether there is specific mention of record keeping and preparation of financial
information), body charged with analysing breaches and proposing corrective actions and sanctions.
In December 2021 AmRest reviewed and revitalized its Code of Ethics and Business Conduct. The Board of Directors of the Company has an
exclusive authority to approve and amend the Code. The document underlines Group's commitment to ethics and compliance with the law as a
fundamental part of the company's culture. The Code covers aspects related to the compliance with the law, prevention of bribery and
corruption, good accounting and tax practices, as well as respect in the workplace including due regard for human rights, equal opportunities,
diversity and health and safety.
All personnel must familiarize themselves and comply with the Code and cooperate to facilitate its implementation throughout the Group which
includes reporting any breach of the Code of which they become aware through AmRest’s whistleblowing channel.
AmRest set up the process to investigate breaches and propose corrective and/or disciplinary actions and sanctions. Depending on the case
severity, the responsibility for deciding the specific corrective and/or disciplinary actions and sanctions to be implemented, proposed in each
case by the functional areas involved in the investigation, is in charge of different bodies. Local Ethics Committees are deciding on corrective
and/or disciplinary actions and sanctions for breaches occurring in the local markets. These Committees consist of three members in each
market and are appointed by the Global Ethics Committee among local employees. Currently, the Global Ethics Committee is composed of
members chosen for their moral quality, leadership and influence within the Company, proposed by the Risk and Compliance Committee and
approved by the Audit and Risk Board Committee. This Global Committee decide on corrective and/or disciplinary actions and sanctions for
more severe cases. Works of the Global Ethics Committee are supported by Chief Risk and Compliance Officer together with Global
Compliance Director. Depending on the significance or subject matter of the breach, Global Ethics Committee refers the case directly to the
Chair of Board of Directors and Chair of Audit and Risk Board Committee.
Whistleblower channel allowing notifications to the audit committee of irregularities of a financial and
accounting nature, in addition to potential breaches of the code of conduct and unlawful activities
undertaken in the organisation, indicating whether this channel is confidential and whether anonymous
notifications can be made, protecting the rights of the whistleblower and the person reported.
With regard to the whistleblowing channel, as specified in Article 20 of the Regulations for the Board of Directors, the Audit and Risk Board
Committee has as competency: "establish and supervise the mechanisms that allow employees and other persons related to the Company,
such as directors, shareholders, suppliers, contractors or subcontractors to report, confidentially and, if deemed appropriate, anonymously, any
irregularities of potential significance, financial, accounting or those of any other nature, that are noticed within the Company, respecting in all
cases the personal data protection regulations and the fundamental rights of the parties involved.”
AmRest operates whistleblowing channels, including the online “Speak Openly” solution, to allow employees and other stakeholders to report
any irregularities and breaches of external or internal regulations. The online solution currently operates in all major markets where AmRest is
present except for China.
The rules and commitments related to the whistleblowing channels are documented in the Whistleblowing Group Policy, approved by the
Board of Directors and ensure among others the confidentiality, possibility of anonymous reporting, protection of whistleblowers and person
reported, impartiality of the investigation and prohibition of retaliation.
Training and periodic refresher programmes for personnel involved in the preparation and revision of
financial information, as well as in the assessment of the ICFR system, covering at least accounting
standards, auditing, internal control and risk management.
226
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
AmRest offers comprehensive employee training in financial and control matters, encompassing both internal and external programs.
Financial reporting personnel attend technical sessions run by external consultancy firms, covering developments in accounting. Likewise, the
Group relies on the external advice of experts in specific areas related to the financial reporting.
AmRest supports also financial reporting personnel in obtaining professional and internationally recognized certificates like ACCA (Association
of Chartered Certified Accountants) or CIMA (Chartered Institute of Management Accountants). AmRest supports Internal Auditors in getting
professional and internationally recognized certificates like CIA (Certified Internal Auditor), CISA (Certified Information Systems Auditor) and
others.
F.2  ASSESSMENT OF RISKS IN FINANCIAL REPORTING
Report on at least the following:
F.2.1 The main characteristics of the risk identification process, including risks of error and fraud, as regards:
Whether the process exists and is documented.
AmRest Group's risk identification and assessment is an internal process, defined by Global Risk Management Policy adopted by the
Company and cascaded to all subsidiaries within the Group.
Per this policy, process is carried out by:
Board of Directors and Audit and Risk Board Committee (oversight the effectiveness of the Group’s risk management system).
Senior Management (promoting risk management culture).
Risk Owners (Identifying current risks, conducting risk assessment and keeping the risk map updated, defining and executing risk
response strategies to mitigate risks).
Risk and Compliance Committee (fostering the implementation of efficient and complete risk response strategies).
Risk and Compliance Department (coordinating, promoting and supervising risk management process).
Internal Audit and Internal Control Department (auditing and evaluating internal processes and controls, as well as providing
recommendations).
Employees and Co-workers (complying with Global Risk Management Policy and procedures).
Section E.4 of this report indicates the risk classification system, which takes into account different categories of risks. Its scope includes also
risks directly related to the preparation of the Group’s financial information.
The Group’s Risk Inventory is formally documented and it is updated annually following the validation and approval process described in the 3
lines of defence explained in E.2.
In relation to reporting of financial information the Group additionally ensures the existence of specific controls covering the potential risk of
error or fraud in the issuance of the financial information, i.e., potential errors in terms of: the existence of the assets, liabilities and transactions
as of the corresponding date and reporting period; proper and timely recognition and correct measurement of its assets, liabilities and
transactions; the correct application of the accounting rules and standards; and adequate disclosures.
These controls are applied dynamically and updated continually to reflect the reality of the Group’s business as it evolves.
Whether the process covers all the objectives of financial reporting, (existence and occurrence;
completeness; valuation; presentation; disclosure and comparability; and rights and obligations),
whether it is updated and if so how often.
Identification of risks is carried out for each process identified as relevant. Assessment criteria are established from a quantitative perspective
in accordance with parameters such as turnover and from a qualitative perspective in accordance with different issues such as transactions
standardising and processes automation,  changes versus the previous year, complexity of accounting, likelihood of fraud or error. Assessment
covers all the objectives of financial information: existence and occurrence, completeness, valuation, presentation, disclosure and
comparability, and rights and obligations.
227
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The existence of a process for identifying the scope of consolidation, taking into account, among other
factors, the possible existence of complex corporate structures or special purpose vehicles.
In the process of identifying the consolidation scope, the Group Controller (who is the Director of the Corporate Finance Policy & Reporting
Department), with the participation of Legal Department and other financial functions regularly updates the consolidation scope, verifying all
changes such as mergers, acquisitions, divestitures, or other legal entity modifications in the Group structure. The Audit and Risk Board
Committee is responsible for reviewing the proper determination of the scope of consolidation.
Whether the process takes into account the effects of other types of risk (operational, technological,
financial, legal, tax, reputational, environmental, etc,) to the extent that they affect the financial
statements.
The process of identifying risks leading to errors in the financial reporting takes into account also qualitative factors, together with other types
of risk (like operational, financial, strategic, regarding regulatory compliance) as they ultimately affect the financial statements.
The governing body within the company that supervises the process.
The Board of Directors through the Audit and Risk Board Committee supervises this process.
F.3  CONTROL ACTIVITIES
Report on whether the company has at least the following, describing their main characteristics:
F.3.1 Review and authorisation procedures for financial information and a description of the ICFR, to be
disclosed to the securities markets, indicating those responsible, as well as documentation describing the flow
of activity and controls (including those relating to the risk of fraud) of the various types of transactions which
may materially affect the financial statements, including accounting closing procedures and the specific review
of significant judgements, estimates, valuations and projections.
As indicated in F.1.1 section of this report, the Board of Directors relies on the Audit and Risk Board Committee to supervise the process of
preparing and presenting the required financial information relating to the Company and the Group, including related non-financial information,
as well as its integrity, reviewing in the first place compliance with regulatory requirements, the proper determination of the scope of
consolidation and the correct application of accounting standards.
The Audit and Risk Board Committee has also the duty to report to the Board of Directors prior to the adoption of the corresponding decisions,
regarding the financial information that the Group must periodically disclose to the public, ensuring that such information is prepared in
accordance with the same principles and practices used to prepare the financial statements.
AmRest Group issues financial information to the stock market quarterly. This information is prepared by Corporate Finance Policy & Reporting
Department that during the closing follows documented procedures (described in the section F.4.2) to ensure the reliability of the information.
Each quarter the Corporate Finance Policy & Reporting Department submits the periodic consolidated financial information to the Audit and
Risk Board Committee, highlighting the main assumptions and accounting criteria applied and clarifying any significant events which occurred
during the reporting period.
Likewise, AmRest Group has in place documented financial processes, which implies common criteria for preparing financial information for all
subsidiaries within the Group. The Corporate Finance Policy & Reporting Department issues mandatory instructions setting out the calendar
(taking into account regulatory deadlines) and contents for the financial reporting period for the preparation of the consolidated financial
statements.
The Corporate Finance Policy & Reporting Department reviews the key judgments, estimates, valuations and forecasts to identify critical
accounting policies that require the use of estimates and value judgments. The most relevant are dealt with by the Audit and Risk Board
Committee. Senior management determines the presentation format of the financial statements prior to approval by the Board. In this regard,
the Consolidated Financial Statements of the AmRest Group contain full disclosure on all material areas of uncertainty in relation to the use of
judgment, estimates made and the criteria followed in the assessment of such matters.
228
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The most significant areas of material judgements and estimates include:
Impairment of non-financial assets including goodwill.
Share-based payments.
Recognition of provisions for potential tax obligations and uncertain tax provisions.
Taxes, including deferred taxes.
Determination of the lease term, whether the Group is reasonably certain to exercise extension or termination options.
Going concern.
The Board of Directors is responsible for approving the financial information that the Group, being a listed company, is obliged to publish. At
the end of the fiscal year, the Board of Directors prepares the financial information, the directors' report and the proposed allocation of the
Company’s profit, as well as the consolidated reports, and submits them to the General Shareholders’ Meeting for approval. For quarterly, half-
yearly and yearly reporting, the Board reserves the power to approve the financial information that the AmRest Group regularly discloses to the
public.
F.3.2 Internal IT control policies and procedures (access security, control of changes, system operation,
operational continuity and segregation of duties, among others) which support significant processes within the
company relating to the preparation and publication of financial information.
The Group’s IT systems are directly or indirectly related to the financial reporting and financial statements as such. They are configured to
ensure the correct preparation and publication of financial information at all times by means of a specific internal control procedures. The
Group has internal policies and procedures, which are duly updated and distributed, relating to systems security and access to the IT
applications and systems based on roles and in accordance with the duties and clearances ensuring proper separation of powers. The Group’s
internal policies establish that access to all systems storing or processing data shall be strictly controlled, and that the level of access control
required is determined by potential impact on the business. Access rights are assigned by Group experts in this area, by roles and functions. In
addition, to ensure compliance, the user and profile maintenance control and review processes in which responsible personnel in each area
are involved ensure that information is only available to persons who need it for their work.
Per Group’s methodology, any new software developments and any updates of existing IT solutions go through 3 phases, i.e. design,
development, and test before final implementation to the productive environment, which guarantees that financial information is handled
reliably.
Following operational guidelines Group assure the reliability and availability of IT systems through systematic monitoring, ongoing
maintenance, and timely updates, thereby supporting precise financial reporting.
The Group have taken necessary steps to ensure on-going performance of key functions in the event of disasters or other events that could
halt or interrupt business operations. These steps constitute specific initiatives mitigating the scale and severity of IT incidents and ensuring
that operations are up and running again as quickly and with as little damage as possible. The Group has highly automated back-up systems
to ensure the continuity of the most critical systems. In addition, there are specific risk mitigation strategies in place, such as cloud and virtual
data processing centres, back-up power suppliers and offsite storage facilities.
F.3.3 Internal control policies and procedures for overseeing the management of activities subcontracted to third
parties, as well as of those aspects of assessment, calculation or valuation entrusted to independent experts,
which may materially affect financial statements.
AmRest Group does not usually outsource to third parties’ activities that have material impact on the financial reporting process. In case a
process or its part is outsourced to an independent party, the same set of policies and procedures applicable for internal reporting purposes is
put in place for the external contractor, to ensure coverage of the risks associated with such outsourcing. Service level agreements are signed
with external contractors to ensure the integrity and quality of information received from third parties.
The Group mostly assesses its estimates in house. Whenever engaging external experts, the Group evaluates the contractor’s expertise and
independence, and thoroughly validates their methodologies and the reasonableness of the assumptions used in their assessments.
229
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
F.4  INFORMATION AND COMMUNICATION
Report on whether the company has at least the following, describing their main characteristics:
F.4.1 A specifically assigned function for defining and updating accounting policies (accounting policy area or
department) and resolving doubts or conflicts arising from their interpretation, maintaining a free flow of
information to those responsible for operations in the organisation, as well as an up-to-date accounting policy
manual distributed to the business units through which the company operates.
Corporate Finance Policy & Reporting Department is responsible for defining, updating and disseminating the accounting policies of the
AmRest Group. Accordingly, it develops and maintains Group Accounting Policy adapted to the needs of the Group. The objective of the Group
Accounting Policy is: to adapt the accounting principles and policies developed based on the International Financial Reporting Standards as
adopted by the European Union (IFRS), to maintain accounting principles and policies which enable that the information is comparable within
the Group, to improve the quality of the accounting information of the various Group companies and of the Consolidated Group by disclosing,
agreeing and implementing accounting principles which are unique to the Group; and to facilitate the accounting integration of acquired and
newly-created companies into the Group’s accounting system by means of having a reference manual.
The Group Accounting Policy is disseminated to all the personnel involved in the financial reporting process.
Any significant changes affecting Group Accounting Policy as well as clarifications regarding interpretation of accounting policies are
communicated to the organization together with the updated policy. Corporate Finance Policy & Reporting Department consist of high qualified
personnel and supports managements in resolving queries or conflicts deriving from the interpretation of the accounting standards and/or
policies. The Corporate Finance Policy & Reporting Director and Group Chief Financial Officer meets with the Audit and Risk Board Committee
at least every quarter to submit the Group’s financial statements for validation, explains the criteria used to make important estimates,
assessments and conclusions as well as discuss the disclosures of significant and/ or unusual transactions.
F.4.2 Mechanisms for capturing and preparing financial information in standardised formats for application and
use by all units of the entity or group, and support its main financial statements and notes, as well as
disclosures concerning ICFR.
As stated above, AmRest Group possess Group Accounting Policy and Group Chart of Accounts which provide specific instructions for the
preparation of the group reporting packages by all components that are base for the consolidated financial statements including the
explanatory notes.
AmRest Group has consolidation system, which supports the reporting of the group reporting packages of its subsidiaries, carries out the
consolidation procedures including eliminations of intercompany balances. Consolidation tool supports Group in preparation of consolidated
financial statements, including explanatory notes.
The system is managed centrally, and all components of the AmRest Group use it consistently. All consolidated units prepare group reporting
packages using unified and standardized Group Chart of Accounts.
The financial information in local currencies reported by subsidiaries is automatically converted to the Group’s functional currency and is
subsequently aggregated to the consolidated figures. The consolidated procedures are highly automated and includes preventive and
detective automatic controls to minimize the occurrence of incidents in the consolidation process. The Corporate Finance Policy & Reporting
as well as Planning & Analysis departments perform additional supervision and analytical controls.
F.5  SUPERVISION OF THE FUNCTIONING OF THE SYSTEM
Report on at least the following, describing their principal features:
F.5.1 The activities of the audit committee in overseeing ICFR as well as whether there is an internal audit
function one of the responsibilities of which is to provide support to the committee in its task of supervising the
internal control system, including ICFR. Additionally, describe the scope of ICFR assessment made during the
year and the procedure through which the person responsible for performing the assessment communicates its
results, whether the company has an action plan detailing possible corrective measures, and whether their
impact on financial reporting has been considered.
230
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
The Regulations of the Board of Directors state that the primary duty of the Audit and Risk Board Committee shall be to support the Board of
Directors in its supervisory duties, with its main functions including: supervising the effectiveness of the Company’s internal control system and
risk management systems (both financial and non-financial), and discussing with the  external  auditor significant or material weaknesses in
the internal control system detected during the audit. The Audit and Risk Board Committee is responsible for supervising the effectiveness of
the  AmRest Group's Internal Audit function.
The Internal Audit and Internal Control function and Risk and Compliance function report functionally to the Audit and Risk Board Committee,
with the primary goal of providing support in Audit and Risk Board Committee responsibilities concerning overseeing company:
Risk management
Internal control system
The Internal Audit function is carried out in accordance with Internal Audit Charter.
With regard to the supervision of internal control over financial reporting (ICFR), AmRest is listed on the Spanish Stock Exchanges and on the
Warsaw Stock Exchange and is subject to the regulatory requirements established by the National Securities Market Commission (CNMV) for
companies listed on the Spanish Stock Exchanges as well as those established by Polish Financial Supervision Authority (KNF) for foreign
companies listed on the Warsaw Stock Exchange.
F.5.2 Whether there is a discussion procedure whereby the auditor (as defined in the Spanish Technical Audit
Standards), the internal auditor and other experts can report to senior management and the audit committee or
directors of the company any significant weaknesses in internal control identified during the review of the
annual financial statements or any others they have been assigned. Additionally, state whether an action plan is
available for correcting or mitigating any weaknesses detected.
According to the Internal Audit Charter, the Internal Audit Department reports progress of Annual Audits Plan realization, issues with controls,
governance, significant AmRest risks, recommendations, progress of management action plans implementation and others which are required
by the Audit and Risk Board Committee.
Any irregularities identified by accounting auditor in standalone and/or consolidated financial statements are reported to the Audit and Risk
Board Committee as Summary Report (after the half-year review and audit of the annual accounts). The Audit and Risk Board Committee
meets the accounting auditor at least twice a year.
As mentioned above, according to the Regulations of the Board of Directors, the Audit and Risk Board Committee should, among others,
oversee the effectiveness of the Company’s internal control system, the internal audit, and the risk management system (both financial and
non-financial) and discuss with the accounting auditor the significant weaknesses of the internal control system revealed in the course of the
audit, while maintaining its independence  For such purposes, the Board Committee may, if appropriate, submit recommendations or motions
to the Board of Directors with the relevant term for follow-up.
Likewise, according to the Regulations of the Board of Directors and the Regulations of the Audit and Risk Board Committee, with regard to the
preparation of the regulated financial information of the Company and its Group, the Board Committee shall have the following main duties:
a)To oversee and assess the preparation and presentation process and the integrity of the financial and non-financial information,
reviewing compliance with legal requirements, the proper determination of the scope of consolidation and the correct application of accounting
standards, and submit recommendations or motions to the Board of Directors for the purposes of safeguarding the integrity of such financial
information.
b)To ensure that the annual accounts are formulated by the Board of Directors in accordance with the legal provisions on accounting.
However, in cases where the statutory auditor has included a qualification in its audit report, the Chair of the Board committee shall clearly
explain the content and scope thereof at the General Meeting. In addition, a summary of such explanation shall be made available to the
shareholders at the time of publication of the call to the General Meeting.
c)To ensure that the half-yearly financial reports and the quarterly management statements are drafted in accordance with the same
accounting standards as the annual financial reports and to oversee the review of the interim financial statements requested from the auditor,
with the scope and frequency that may be defined, as the case may be. The Board Committee meets often with the external auditor to comply
with this function.
d)To advice the Board of Directors on any significant change of accounting standard and of the significant risks on the balance sheet
and off-balance sheet.
231
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
F.6  OTHER RELEVANT INFORMATION
Not applicable
F.7  EXTERNAL AUDITOR´S REPORT
Report:
F.7.1 Whether the ICFR information sent to the markets has been subjected to review by the external auditor, in
which case the entity should include the corresponding report as an attachment, If not, reasons why should be
given.
The information on the internal risk management and control systems relating to the process of publishing financial information (ICFR) has not
been submitted for review by the external auditor as the AmRest Group is currently in the process of redesigning and improvements of existing
controls and implementation of new controls within the Group.
232
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
G DEGREE OF COMPLIANCE WITH CORPORATE GOVERNANCE
RECOMMENDATIONS
Specify the company’s degree of compliance with recommendations of the Good Governance Code for listed companies.
In the event that a recommendation is not followed or only partially followed, a detailed explanation of the reasons must
be included so that shareholders, investors and the market in general have enough information to assess the company´s
conduct, General explanations are not acceptable.
1. That the articles of incorporation of listed companies should not limit the maximum number of votes that may
be cast by one shareholder or contain other restrictions that hinder the takeover of control of the company
through the acquisition of its shares on the market.
Complies X | Explain
2. That when the listed company is controlled by another entity in the meaning of Article 42 of the Commercial
Code, whether listed or not, and has, directly or through its subsidiaries, business relations with said entity or
any of its subsidiaries (other than the listed company) or carries out activities related to those of any of them it
should make accurate public disclosures on:
a) The respective areas of activity and possible business relationships between the listed company or its
subsidiaries and the parent company or its subsidiaries,
b) The mechanisms in place to resolve any conflicts of interest that may arise,
Complies X | Complies partially | Explain | Not Applicable
3. That, during the ordinary General Shareholders’ Meeting, as a complement to the distribution of the written
annual corporate governance report, the chairman of the Board of Directors should inform shareholders orally,
in sufficient detail, of the most significant aspects of the company's corporate governance, and in particular:
a) Changes that have occurred since the last General Shareholders’ Meeting.
b) Specific reasons why the company has not followed one or more of the recommendations of the Code of
Corporate Governance and the alternative rules applied, if any.
Complies X | Complies partially | Explain
4. That the company should define and promote a policy on communication and contact with shareholders and
institutional investors, within the framework of their involvement in the company, and with proxy advisors that
complies in all aspects with rules against market abuse and gives equal treatment to similarly situated
shareholders. And that the company should publish this policy on its website, including information on how it
has been put into practice and identifying the contact persons or those responsible for implementing it.
And that, without prejudice to the legal obligations regarding dissemination of inside information and other
types of regulated information, the company should also have a general policy regarding the communication of
economic-financial, non-financial and corporate information through such channels as it may consider
appropriate (communication media, social networks or other channels) that helps to maximise the dissemination
and quality of information available to the market, investors and other stakeholders.
Complies X | Complies partially | Explain
5. That the Board of Directors should not submit to the General Shareholders’ Meeting any proposal for
delegation of powers allowing the issue of shares or convertible securities with the exclusion of preemptive
rights in an amount exceeding 20% of the capital at the time of delegation.
And that whenever the Board of Directors approves any issue of shares or convertible securities with the
exclusion of preemptive rights, the company should immediately publish the reports referred to by company law
on its website.
Complies X | Complies partially | Explain
233
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
6. That listed companies that prepare the reports listed below, whether under a legal obligation or voluntarily,
should publish them on their website with sufficient time before the General Shareholders’ Meeting, even if their
publication is not mandatory:
a) Report on the auditor’s independence.
b) Reports on the workings of the audit and nomination and remuneration committees.
c) Report by the audit committee on related party transactions.
Complies X | Complies partially | Explain
7. That the company should transmit in real time, through its website, the proceedings of the General
Shareholders’ Meetings.
And that the company should have mechanisms in place allowing the delegation and casting of votes by means
of data transmission and even, in the case of large-caps and to the extent that it is proportionate, attendance and
active participation in the General Meeting to be conducted by such remote means.
Complies | Complies partially X | Explain
Thus far, the holding of the General Shareholders’ Meeting has not been transmitted via the corporate website since the
implementation of the mechanisms required for such retransmission, taking into account the shareholder structure of the
Company, has not been considered necessary.
On the other hand, the Company has mechanisms that allow remote delegation and exercise of votes by telematic
means. However, since the Company is not a highly capitalized company, attendance and active participation in the
General Shareholders' Meeting through telematic means is not considered a priority.
8. That the audit committee should ensure that the financial statements submitted to the General Shareholders’
Meeting are prepared in accordance with accounting regulations. And that in cases in which the auditor has
included a qualification or reservation in its audit report, the chairman of the audit committee should clearly
explain to the general meeting the opinion of the audit committee on its content and scope, making a summary
of this opinion available to shareholders at the time when the meeting is called, alongside the other Board
proposals and reports.
Complies X | Complies partially | Explain
9. That the company should permanently publish on its website the requirements and procedures for
certification of share ownership, the right of attendance at the General Shareholders’ Meetings, and the exercise
of the right to vote or to issue a proxy.
And that such requirements and procedures promote attendance and the exercise of shareholder rights in a non-
discriminatory fashion.
Complies X | Complies partially | Explain
10. That when a duly authenticated shareholder has exercised his or her right to complete the agenda or to make
new proposals for resolutions in advance of the General Shareholders’ Meeting, the company:
a) Should immediately distribute such complementary points and new proposals for resolutions.
b) Should publish the attendance, proxy and remote voting card specimen with the necessary changes
such that the new agenda items and alternative proposals can be voted on in the same terms as those
proposed by the Board of Directors.
c) Should submits all these points or alternative proposals to a vote and apply the same voting rules to
them as to those formulated by the Board of Directors including, in particular, assumptions or default
positions regarding votes for or against.
d) That after the General Shareholders’ Meeting, a breakdown of the voting on said additions or alternative
proposals be communicated.
Complies | Complies partially | Explain | Not Applicable X
234
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
11. That if the company intends to pay premiums for attending the General Shareholders’ Meeting, it should
establish in advance a general policy on such premiums and this policy should be stable.
Complies | Complies partially | Explain | Not Applicable X
12. That the Board of Directors should perform its functions with a unity of purpose and independence of
criterion, treating all similarly situated shareholders equally and being guided by the best interests of the
company, which is understood to mean the pursuit of a profitable and sustainable business in the long term,
promoting its continuity and maximising the economic value of the business.
And that in pursuit of the company’s interest, in addition to complying with applicable law and rules and
conducting itself on the basis of good faith, ethics and a respect for commonly accepted best practices, it
should seek to reconcile its own company interests, when appropriate, with the interests of its employees,
suppliers, clients and other stakeholders that may be affected, as well as the impact of its corporate activities on
the communities in which it operates and on the environment.
Complies X | Complies partially | Explain
13. That the Board of Directors should be of an appropriate size to perform its duties effectively and in a collegial
manner, which makes it advisable for it to have between five and fifteen members.
Complies X | Explain
14. That the Board of Directors should approve a policy aimed at favouring an appropriate composition of the
Board and that:
a) Is concrete and verifiable.
b) Ensures that proposals for appointment or re-election are based upon a prior analysis of the skills
required by the Board of Directors; and
c) Favours diversity of knowledge, experience, age and gender. For these purposes, it is considered that
the measures that encourage the company to have a significant number of female senior executives
favour gender diversity.
That the result of the prior analysis of the skills required by the Board of Directors be contained in the
supporting report from the nomination committee published upon calling the General Shareholders’ Meeting to
which the ratification, appointment or re-election of each director is submitted.
The nomination committee will annually verify compliance with this policy and explain its findings in the annual
corporate governance report.
Complies X | Complies partially | Explain
15. That proprietary and independent directors should constitute a substantial majority of the Board of Directors
and that the number of executive directors be kept to a minimum, taking into account the complexity of the
corporate group and the percentage of equity participation of executive directors.
And that the number of female directors should represent at least 40% of the members of the Board of Directors
before the end of 2022 and thereafter, and no less 30% prior to that date.
Complies X | Complies partially | Explain
16. That the number of proprietary directors as a percentage of the total number of non-executive directors not
be greater than the proportion of the company's share capital represented by those directors and the rest of the
capital.
This criterion may be relaxed:
a) In large-cap companies where very few shareholdings are legally considered significant.
b) In the case of companies where a plurality of shareholders is represented on the Board of Directors
without ties among them.
Complies X | Explain
235
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
17. That the number of independent directors should represent at least half of the total number of directors.
That, however, when the company does not have a high level of market capitalisation or in the event that it is a
large-cap company with one shareholder or a group of shareholders acting in concert who together control more
than 30% of the company’s share capital, the number of independent directors should represent at least one
third of the total number of directors.
Complies X | Explain
18. That companies should publish the following information on its directors on their website, and keep it up to
date:
a) Professional profile and biography.
b) Any other Boards to which the directors belong, regardless of whether or not the companies are listed,
as well as any other remunerated activities engaged in, regardless of type.
c) Category of directorship, indicating, in the case of individuals who represent significant shareholders,
the shareholder that they represent or to which they are connected.
d) Date of their first appointment as a director of the company’s Board of Directors, and any subsequent re-
elections.
e) Company shares and share options that they own.
Complies X | Complies Partially | Explain
19. That the annual corporate governance report, after verification by the nomination committee, should explain
the reasons for the appointment of any proprietary directors at the proposal of shareholders whose holding is
less than 3%, It should also explain, if applicable, why formal requests from shareholders for presence on the
Board were not honoured, when their shareholding was equal to or exceeded that of other shareholders whose
proposal for proprietary directors was honoured.
Complies | Complies Partially | Explain | Not Applicable X
20. That proprietary directors representing significant shareholders should resign from the Board when the
shareholder they represent disposes of its entire shareholding. They should also resign, in a proportional
fashion, in the event that said shareholder reduces its percentage interest to a level that requires a decrease in
the number of proprietary directors.
Complies | Complies Partially | Explain | Not Applicable X
21. That the Board of Directors should not propose the dismissal of any independent director before the
completion of the director’s term provided for in the articles of incorporation unless the Board of Directors finds
just cause and a prior report has been prepared by the nomination committee. Specifically, just cause is
considered to exist if the director takes on new duties or commits to new obligations that would interfere with
his or her ability to dedicate the time necessary for attention to the duties inherent to his or her post as a
director, fails to complete the tasks inherent to his or her post, or is affected by any of the circumstances which
would cause the loss of independent status in accordance with applicable law.
The dismissal of independent directors may also be proposed as a result of a public takeover bid, merger or
other similar corporate transaction entailing a change in the shareholder structure of the company, provided that
such changes in the structure of the Board are the result of application of the proportionate representation
criterion provided in Recommendation 16.
Complies X | Explain
22. That companies should establish rules requiring that directors inform the Board of Directors and, where
appropriate, resign from their posts, when circumstances arise which affect them, whether or not related to their
actions in the company itself, and which may harm the company’s standing and reputation, and in particular
requiring them to inform the Board of any criminal proceedings in which they appear as suspects or defendants,
as well as of how the legal proceedings subsequently unfold.
And that, if the Board is informed or becomes aware in any other manner of any of the circumstances mentioned
above, it must investigate the case as quickly as possible and, depending on the specific circumstances, decide,
based on a report from the nomination and remuneration committee, whether or not any measure must be
adopted, such as the opening of an internal investigation, asking the director to resign or proposing that he or
she be dismissed. And that these events must be reported in the annual corporate governance report, unless
there are any special reasons not to do so, which must also be noted in the minutes. This without prejudice to
the information that the company must disseminate, if appropriate, at the time when the corresponding
measures are implemented.
Complies X | Complies partially | Explain
236
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
23. That all directors clearly express their opposition when they consider any proposal submitted to the Board of
Directors to be against the company’s interests. This particularly applies to independent directors and directors
who are unaffected by a potential conflict of interest if the decision could be detrimental to any shareholders not
represented on the Board of Directors.
Furthermore, when the Board of Directors makes significant or repeated decisions about which the director has
serious reservations, the director should draw the appropriate conclusions and, in the event the director decides
to resign, explain the reasons for this decision in the letter referred to in the next recommendation.
This recommendation also applies to the secretary of the Board of Directors, even if he or she is not a director.
Complies | Complies Partially | Explain | Not Applicable X
24. That whenever, due to resignation or resolution of the General Shareholders' Meeting, a director leaves
before the completion of his or her term of office, the director should explain the reasons for this decision, or in
the case of non-executive directors, their opinion of the reasons for cessation, in a letter addressed to all
members of the Board of Directors.
And that, without prejudice to all this being reported in the annual corporate governance report, insofar as it is
relevant to investors, the company must publish the cessation as quickly as possible, adequately referring to the
reasons or circumstances adduced by the director.
Complies X | Complies Partially | Explain | Not applicable
25. That the nomination committee should make sure that non-executive directors have sufficient time available
in order to properly perform their duties.
And that the Board regulations establish the maximum number of company Boards on which directors may sit.
Complies X | Complies partially | Explain
26. That the Board of Directors meet frequently enough to be able to effectively perform its duties, and at least
eight times per year, following a schedule of dates and agendas established at the beginning of the year and
allowing each director individually to propose other items that do not originally appear on the agenda.
Complies X | Complies partially | Explain
27. That director absences occur only when absolutely necessary and be quantified in the annual corporate
governance report. And when absences do occur, that the director appoint a proxy with instructions,
Complies X | Complies partially | Explain
28. That when directors or the secretary express concern regarding a proposal or, in the case of directors,
regarding the direction in which the company is headed and said concerns are not resolved by the Board of
Directors, such concerns should be included in the minutes at the request of the director expressing them.
Complies | Complies Partially | Explain | Not Applicable X
29. That the company should establishes adequate means for directors to obtain appropriate advice in order to
properly fulfil their duties including, should circumstances warrant, external advice at the company’s expense.
Complies X | Complies partially | Explain
30. That, without regard to the knowledge necessary for directors to complete their duties, companies make
refresher courses available to them when circumstances make this advisable.
Complies X | Explain | Not Applicable
237
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
31. That the agenda for meetings should clearly indicate those matters on which the Board of Directors is to
make a decision or adopt a resolution so that the directors may study or gather all relevant information ahead of
time.
When, in exceptional circumstances, the chairman wishes to bring urgent matters for decision or resolution
before the Board of Directors which do not appear on the agenda, prior express agreement of a majority of the
directors shall be necessary, and said consent shall be duly recorded in the minutes.
Complies X | Complies partially | Explain
32. That directors be periodically informed of changes in shareholding and of the opinions of significant
shareholders, investors and rating agencies of the company and its group.
Complies X | Complies partially | Explain
33. That the chairman, as the person responsible for the efficient workings of the Board of Directors, in addition
to carrying out the duties assigned by law and the articles of incorporation, should prepare and submit to the
Board of Directors a schedule of dates and matters to be considered; organise and coordinate the periodic
evaluation of the Board as well as, if applicable, the chief executive of the company, should be responsible for
leading the Board and the effectiveness of its work; ensuring that sufficient time is devoted to considering
strategic issues, and approve and supervise refresher courses for each director when circumstances make this
advisable.
Complies X | Complies partially | Explain
34. That when there is a coordinating director, the articles of incorporation or Board regulations should confer
upon him or her the following powers in addition to those conferred by law: to chair the Board of Directors in the
absence of the chairman and deputy chairmen, should there be any; to reflect the concerns of non-executive
directors; to liaise with investors and shareholders in order to understand their points of view and respond to
their concerns, in particular as those concerns relate to corporate governance of the company; and to
coordinate a succession plan for the chairman.
Complies X | Complies partially | Explain | Not Applicable
35. That the secretary of the Board of Directors should pay special attention to ensure that the activities and
decisions of the Board of Directors take into account such recommendations regarding good governance
contained in this Good Governance Code as may be applicable to the company.
Complies X | Explain
36.That the Board of Directors meet in plenary session once a year and adopt, where appropriate, an action plan
to correct any deficiencies detected in the following:
a) The quality and efficiency of the Board of Directors’ work.
b) The workings and composition of its committees.
c) Diversity in the composition and skills of the Board of Directors.
d) Performance of the chairman of the Board of Directors and of the chief executive officer of the company.
e) Performance and input of each director, paying special attention to those in charge of the various Board
committees.
In order to perform its evaluation of the various committees, the Board of Directors will take a report from the
committees themselves as a starting point and for the evaluation of the Board, a report from the nomination
committee.
Every three years, the Board of Directors will rely for its evaluation upon the assistance of an external advisor,
whose independence shall be verified by the nomination committee.
Business relationships between the external adviser or any member of the adviser’s group and the company or
any company within its group must be specified in the annual corporate governance report.
The process and the areas evaluated must be described in the annual corporate governance report.
Complies X | Complies partially | Explain
238
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
37. That if there is an executive committee, it must contain at least two non-executive directors, at least one of
whom must be independent, and its secretary must be the secretary of the Board.
Complies X | Complies Partially | Explain | Not Applicable
38. That the Board of Directors must always be aware of the matters discussed and decisions taken by the
executive committee and that all members of the Board of Directors receive a copy of the minutes of meetings of
the executive committee.
Complies X | Complies Partially | Explain | Not Applicable
39. That the members of the audit committee, in particular its chairman, be appointed in consideration of their
knowledge and experience in accountancy, audit and risk management issues, both financial and non-financial.
Complies X | Complies partially | Explain
40. That under the supervision of the audit committee, there should be a unit in charge of the internal audit
function, which ensures that information and internal control systems operate correctly, and which reports to the
non-executive chairman of the Board or of the audit committee.
Complies X | Complies partially | Explain
41. That the person in charge of the unit performing the internal audit function should present an annual work
plan to the audit committee, for approval by that committee or by the Board, reporting directly on its execution,
including any incidents or limitations of scope, the results and monitoring of its recommendations, and present
an activity report at the end of each year.
Complies X | Complies Partially | Explain | Not Applicable
42. That in addition to the provisions of applicable law, the audit committee should be responsible for the
following:
1. With regard to information systems and internal control:
a) Supervising and evaluating the process of preparation and the completeness of the financial and non-
financial information, as well as the control and management systems for financial and non-financial risk
relating to the company and, if applicable, the group - including operational , technological, legal, social,
environmental, political and reputational risk, or risk related to corruption - reviewing compliance with
regulatory requirements, the appropriate delimitation of the scope of consolidation and the correct
application of accounting criteria.
b) Ensuring the independence of the unit charged with the internal audit function; proposing the selection,
appointment and dismissal of the head of internal audit; proposing the budget for this service;
approving or proposing its orientation and annual work plans for approval by the Board, making sure
that its activity is focused primarily on material risks (including reputational risk); receiving periodic
information on its activities; and verifying that senior management takes into account the conclusions
and recommendations of its reports.
c) Establishing and supervising a mechanism that allows employees and other persons related to the
company, such as directors, shareholders, suppliers, contractors or subcontractors, to report any
potentially serious irregularities, especially those of a financial or accounting nature, that they observe
in the company or its group. This mechanism must guarantee confidentiality and in any case provide for
cases in which the communications can be made anonymously, respecting the rights of the
whistleblower and the person reported.
d) Generally ensuring that internal control policies and systems are effectively applied in practice.
2. With regard to the external auditor:
239
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
a) In the event that the external auditor resigns, examining the circumstances leading to such resignation.
b) Ensuring that the remuneration paid to the external auditor for its work does not compromise the quality
of the work or the auditor’s independence.
c) Making sure that the company informs the CNMV of the change of auditor, along with a statement on any
differences that arose with the outgoing auditor and, if applicable, the contents thereof.
d) Ensuring that the external auditor holds an annual meeting with the Board of Directors in plenary
session in order to make a report regarding the tasks performed and the development of the company's
accounting situation and risks.
e) Ensuring that the company and the external auditor comply with applicable rules regarding the provision
of services other than auditing, limits on the concentration of the auditor’s business, and, in general, all
other rules regarding auditors' independence.
Complies X | Complies partially | Explain
43. That the audit committee be able to require the presence of any employee or manager of the company, even
stipulating that he or she appear without the presence of any other member of management.
Complies X | Complies partially | Explain
44. That the audit committee be kept abreast of any corporate and structural changes planned by the company in
order to perform an analysis and draw up a prior report to the Board of Directors on the economic conditions
and accounting implications and, in particular, any exchange ratio involved.
Complies X | Complies Partially | Explain | Not Applicable
45. That the risk management and control policy identify or determine, as a minimum:
a) The various types of financial and non-financial risks (including operational, technological, legal, social,
environmental, political and reputational risks and risks relating to corruption) which the company faces,
including among the financial or economic risks contingent liabilities and other off-balance sheet risks.
b) A risk control and management model based on different levels, which will include a specialised risk
committee when sector regulations so require or the company considers it to be appropriate.
c) The level of risk that the company considers to be acceptable.
d) Measures in place to mitigate the impact of the risks identified in the event that they should materialised.
e) Internal control and information systems to be used in order to control and manage the aforementioned
risks, including contingent liabilities or off-balance sheet risks.
Complies X | Complies partially | Explain
46. That under the direct supervision of the audit committee or, if applicable, of a specialised committee of the
Board of Directors, an internal risk control and management function should exist, performed by an internal unit
or department of the company which is expressly charged with the following responsibilities:
a) Ensuring the proper functioning of the risk management and control systems and, in particular, that they
adequately identify, manage and quantify all material risks affecting the company.
b) Actively participating in drawing up the risk strategy and in important decisions regarding risk
management.
c) Ensuring that the risk management and control systems adequately mitigate risks as defined by the
policy laid down by the Board of Directors.
Complies X | Complies partially | Explain
240
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
47. That in designating the members of the nomination and remuneration committee – or of the nomination
committee and the remuneration committee if they are separate – care be taken to ensure that they have the
knowledge, aptitudes and experience appropriate to the functions that they are called upon to perform and that
the majority of said members are independent directors.
Complies X | Complies partially | Explain
48. That large-cap companies have separate nomination and remuneration committees.
Complies | Explain | Not Applicable X
49. That the nomination committee consult with the chairman of the Board of Directors and the chief executive of
the company, especially in relation to matters concerning executive directors.
And that any director be able to ask the nomination committee to consider potential candidates that he or she
considers suitable to fill a vacancy on the Board of Directors.
Complies X | Complies partially | Explain
50. That the remuneration committee exercise its functions independently and that, in addition to the functions
assigned to it by law, it should be responsible for the following:
a) Proposing the basic conditions of employment for senior management to the Board of Directors.
b) Verifying compliance with the company's remuneration policy.
c) Periodically reviewing the remuneration policy applied to directors and senior managers, including
share-based remuneration systems and their application, as well as ensuring that their individual
remuneration is proportional to that received by the company's other directors and senior managers.
d) Making sure that potential conflicts of interest do not undermine the independence of external advice
given to the committee.
e) Verifying the information on remuneration of directors and senior managers contained in the various
corporate documents, including the annual report on director remuneration.
Complies X | Complies partially | Explain
51. That the remuneration committee should consult with the chairman and the chief executive of the company,
especially on matters relating to executive directors and senior management.
Complies X | Complies partially | Explain
52. That the rules regarding the composition and workings of the supervision and control committees should
appear in the regulations of the Board of Directors and that they should be consistent with those applying to
legally mandatory committees in accordance with the foregoing recommendations, including:
a) That they be composed exclusively of non-executive directors, with a majority of independent directors.
b) That their chairpersons be independent directors.
c) That the Board of Directors select members of these committees taking into account their knowledge,
skills and experience and the duties of each committee; discuss their proposals and reports; and require
them to render account of their activities and of the work performed in the first plenary session of the
Board of Directors held after each committee meeting.
d) That the committees be allowed to avail themselves of outside advice when they consider it necessary to
perform their duties.
e) That their meetings be recorded and their minutes be made available to all directors.
Complies X | Complies Partially | Explain | Not Applicable
241
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
53. That verification of compliance with the company's policies and rules on environmental, social and corporate
governance matters, and with the internal codes of conduct be assigned to one or divided among more than one
committee of the Board of Directors, which may be the audit committee, the nomination committee, a specialised
committee on sustainability or corporate social responsibility or such other specialised committee as the Board
of Directors, in the exercise of its powers of self-organisation, may have decided to create. And that such
committee be composed exclusively of non-executive directors, with a majority of these being independent
directors, and that the minimum functions indicated in the next recommendation be specifically assigned to it.
Complies X | Complies Partially | Explain
54. The minimum functions referred to in the foregoing recommendation are the following:
a) Monitoring of compliance with the company’s internal codes of conduct and corporate governance rules,
also ensuring that the corporate culture is aligned with its purpose and values.
b) Monitoring the application of the general policy on communication of economic and financial
information, non-financial and corporate information and communication with shareholders and
investors, proxy advisors and other stakeholders. The manner in which the entity communicates and
handles relations with small and medium-sized shareholders must also be monitored.
c) The periodic evaluation and review of the company’s corporate governance system, and environmental
and social policy, with a view to ensuring that they fulfil their purposes of promoting the interests of
society and take account, as appropriate, of the legitimate interests of other stakeholders.
d) Supervision of the company's environmental and social practices to ensure that they are in alignment
with the established strategy and policy.
e) Supervision and evaluation of the way in which relations with the various stakeholders are handled.
Complies X | Complies Partially | Explain
55. That environmental and social sustainability policies identify and include at least the following:
a) The principles, commitments, objectives and strategy relating to shareholders, employees, clients,
suppliers, social issues, the environment, diversity, tax responsibility, respect for human rights, and the
prevention of corruption and other unlawful conduct.
b) Means or systems for monitoring compliance with these policies, their associated risks, and
management.
c) Mechanisms for supervising non-financial risk, including that relating to ethical aspects and aspects of
business conduct.
d) Channels of communication, participation and dialogue with stakeholders.
e) Responsible communication practices that impede the manipulation of data and protect integrity and
honour.
Complies X | Complies partially | Explain
56. That director remuneration be sufficient in order to attract and retain directors who meet the desired
professional profile and to adequately compensate them for the dedication, qualifications and responsibility
demanded of their posts, while not being so excessive as to compromise the independent judgement of non-
executive directors.
Complies X | Explain
57. That only executive directors should receive variable remuneration linked to corporate results and personal
performance, as well as remuneration in the form of shares, options or rights to shares or instruments
referenced to the share price and long-term savings plans such as pension plans, retirement schemes or other
provident schemes.
242
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
Consideration may be given to delivering shares to non-executive directors as remuneration providing this is
conditional upon their holding them until they cease to be directors. The foregoing shall not apply to shares that
the director may need to sell in order to meet the costs related to their acquisition.
Complies X | Complies partially | Explain
58. That, as regards variable remuneration, remuneration policies should incorporate the necessary limits and
technical safeguards to ensure that such remuneration is in line with the professional performance of its
beneficiaries and not based solely on general developments in the markets or in the sector in which the
company operates, or other similar circumstances.
And, in particular, that variable remuneration components:
a) Are linked to pre-determined and measurable performance criteria and that such criteria take into
account the risk incurred to achieve a given result.
b) Promote the sustainability of the company and include non-financial criteria that are geared towards
creating long term value, such as compliance with the company's rules and internal operating
procedures and with its risk management and control policies.
c) Are based on balancing the attainment of short-, medium- and long-term objectives, so as to allow
remuneration of continuous performance over a period long enough to be able to assess its contribution
to the sustainable creation of value, such that the elements used to measure performance are not
associated only with one-off, occasional or extraordinary events.
Complies | Complies Partially | Explain | Not Applicable X
59. That the payment of variable remuneration components be subject to sufficient verification that previously
established performance or other conditions have effectively been met. Entities must include in their annual
report on director remuneration the criteria for the time required and methods used for this verification
depending on the nature and characteristics of each variable component.
That, additionally, companies consider the inclusion of a reduction ('malus') clause for the deferral of the
payment of a portion of variable remuneration components that would imply their total or partial loss if an event
were to occur prior to the payment date that would make this advisable.
Complies | Complies Partially | Explain | Not Applicable X
60. That remuneration related to company results should take into account any reservations that might appear in
the external auditor’s report and that would diminish said results.
Complies | Complies Partially | Explain | Not Applicable X
61. That a material portion of executive directors' variable remuneration be linked to the delivery of shares or
financial instruments referenced to the share price.
Complies | Complies Partially | Explain | Not Applicable X
62. That once shares or options or financial instruments have been allocated under remuneration schemes,
executive directors be prohibited from transferring ownership or exercising options or rights until a term of at
least three years has elapsed.
An exception is made in cases where the director has, at the time of the transfer or exercise of options or rights,
a net economic exposure to changes in the share price for a market value equivalent to at least twice the amount
of his or her fixed annual remuneration through the ownership of shares, options or other financial instruments.
The forgoing shall not apply to shares that the director may need to sell in order to meet the costs related to their
acquisition or, following a favourable assessment by the nomination and remuneration committee, to deal with
such extraordinary situations as may arise and so require.
Complies | Complies Partially | Explain | Not Applicable X
243
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
63. That contractual arrangements should include a clause allowing the company to demand reimbursement of
the variable remuneration components in the event that payment was not in accordance with the performance
conditions or when payment was made based on data subsequently shown to have been inaccurate.
Complies | Complies Partially | Explain | Not Applicable X
64. That payments for contract termination should not exceed an amount equivalent to two years of total annual
remuneration and should not be paid until the company has been able to verify that the director has fulfilled all
previously established criteria or conditions for payment.
For the purposes of this recommendation, payments for contractual termination will be considered to include
any payments the accrual of which or the obligation to pay which arises as a consequence of or on the occasion
of the termination of the contractual relationship between the director and the company, including amounts not
previously vested of long-term savings schemes and amounts paid by virtue of post-contractual non-
competition agreements.
Complies X | Complies Partially | Explanation | Not Applicable
244
AMREST GROUP Annual Corporate Governance Report of listed companies
for the year ended 31 December 2024
H  FURTHER INFORMATION OF INTEREST
1. If there is any significant aspect regarding corporate governance in the company or other companies in the
group that has not been included in other sections of this report, but which it is necessary to include in order to
provide a more comprehensive and reasoned picture of the structure and governance practices in the company
or its group, describe them briefly below.
2. This section may also be used to provide any other information, explanation or clarification relating to
previous sections of the report, so long as it is relevant and not repetitive.
Specifically, indicate whether the company is subject to any corporate governance legislation other than that of
Spain and, if so, include any information required under this legislation that differs from the data required in this
report.
3. The company may also indicate whether it has voluntarily subscribed to other ethical or best practice codes,
whether international, sector-based, or other. In such case, name the code in question and the date on which the
company subscribed to it. Specific mention must be made as to whether the company adheres to the Code of
Good Tax Practices of 20 July 2010.
Note 1.- Section C.1.14
With effect from January 1, 2025, Mr. Petr Adamec assumed the position of Chief Marketing Officer, replacing Mr.
Santiago Gallo Pérez.
Note 2.- Section G, recommendations 10, 19, 20, 23 and 28
Recommendations 10, 19, 20, 23 and 28 of section G have been marked as “not applicable” since none of the events
contemplated in these recommendations occurred during financial year 2024.
Note 3.
Since the Company's shares are listed in both Spain and Poland, AmRest periodically reports on its degree of compliance
with the Code of Best Practices for Warsaw Stock Exchange Listed Companies, drawn up by the Warsaw Stock
Exchange Council.
___________
This Annual Corporate Governance Report was approved by the Board of Directors of the company at the meeting held
on 26 February, 2025.
State whether any directors voted against or abstained from voting on this report.
  Yes    |    No X
Annual Report on
Directors' Remuneration
for the year ended 31 December 2024
Data identify issuer
Ending date of reference financial year
31/12/2024
Tax Identification Code [C.I.F]
A88063979
Registered name
AmRest Holdings SE
Registered office
Paseo de la Castellana 163, 10° floor,
28046 Madrid, Spain
AmRest Holdings SE
Annual Report on Directors' Remuneration
for the year ended 31 December 2024
Contents
A. REMUNERATION POLICY OF THE COMPANY FOR THE CURRENT FINANCIAL YEAR ......................................................................................
C. ITEMISED INDIVIDUAL REMUNERATION ACCRUED BY EACH DIRECTOR ..........................................................................................................
D. OTHER INFORMATION OF INTEREST .............................................................................................................................................................................
247
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
A. REMUNERATION POLICY OF THE COMPANY FOR THE CURRENT
FINANCIAL YEAR
A.1.1 Explain the current director remuneration policy applicable to the year in progress, To the extent that it is
relevant, certain information may be included in relation to the remuneration policy approved by the General
Shareholders’ Meeting, provided that these references are clear, specific and concrete.
Such specific determinations for the current year as the board may have made in accordance with the contracts
signed with the executive directors and with the remuneration policy approved by the General Shareholders’
Meeting must be described, as regards directors' remuneration both in their capacity as such and for executive
functions carried out.
In any case, the following aspects must be reported, as a minimum:
a) Description of the procedures and company bodies involved in determining, approving and applying the
remuneration policy and its terms and conditions.
b) Indicate and, where applicable, explain whether comparable companies have been taken into account in order to
establish the company's remuneration policy.
c) Information on whether any external advisors took part in this process and, if so, their identity.
d) Procedures set forth in the current remuneration policy for directors in order to apply temporary exceptions to the
policy, conditions under which those exceptions can be used and components that may be subject to exceptions
according to the policy.
The Board of Directors of AmRest Holdings, SE (the "Company"), at the proposal of the Appointments, Remuneration and
Corporate Governance Board Committee, drew up the "Remuneration Policy for Directors 2022-2025" (the "Policy" or the
"Remuneration Policy") approved by the General Shareholders' Meeting on May 12, 2022. This Remuneration Policy came
into effect on the date of the mentioned General Shareholders' Meeting (May 12, 2022) and will remain in effect until
December 31, 2025.
The main purpose of the AmRest Remuneration Policy is to contribute to the development of the values, mission and vision
of the AmRest Group, so that the remuneration corresponding to the members of the Company's governing body is
appropriate to the achievement of the objectives and duties that concern the directors. The Remuneration Policy contributes
to the Company's business strategy, interests and long-term sustainability, with the objective of creating shareholder value in
a sustainable way over time, incorporating the necessary precautions to avoid excessive risk-taking and the rewarding of
unfavourable results.
In this context, the basic principles that inspire the Remuneration Policy to achieve this contribution to the Company's
strategy, interests and long-term sustainability are as follows:
- Assess the dedication, qualification and responsibility required for the office, seeking moderation and in any case
relating to the remuneration that is paid in the market in comparable companies, so that they align with best market
practices.
- The remuneration of external directors, and in particular independent directors, will be as necessary to correspond to the
effective dedication, qualification and responsibility required by the office, but not so high as to compromise their
independence in judgement.
- Maintain a balance between the interests of the directors and shareholders and, in particular, align the policy with the
Company's values, the maximization of the company dividend and profitability for shareholders.
- Ensure that the remuneration system promotes the achievement of the strategic objectives established by the Company
and its Group.
- Ensure commitment to the principle of full transparency of the Remuneration Policy by providing timely, sufficient and
clear information in line with applicable regulations and corporate governance recommendations, as recognized in
international markets for the remuneration of directors.
Likewise, in the preparation of the Remuneration Policy and in determining the remuneration scheme and the other terms
and conditions of directors' remuneration, the Board of Directors has paid special attention to the remuneration and
employment terms of the Company's employees, to the extent that directors shall not be granted any remuneration concept
that is not similar to that which other employees of the Company may have.
248
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
In this sense, the Remuneration Policy is aligned with that of the other employees and executives of the Company, with regard
to the principles that inspire it, such as, among others:
(i) remuneration equity: ensuring non-discrimination on grounds of gender, age, culture, religion or race in the application of
remuneration practices and policies. In this regard, AmRest professionals, including employees, executives and directors, are
paid in a manner consistent with the level of responsibility, leadership and performance within the organization, favouring the
retention of key professionals and the attraction of the best talent;
(ii) proportionality and risk management: remuneration levels are appropriate to the importance of the Company, its current
economic situation and market standards in comparable sectors and companies. In addition, provisions to mitigate
inappropriate risk-taking are included; and
(iii) values: the Remuneration Policy is designed to attract and retain the best professionals and to motivate a high
performance culture.
Furthermore, in preparing the Remuneration Policy, the Appointments, Remuneration and Corporate Governance Board
Committee and the Board of Directors have taken into account the pay schemes of comparable companies, and no external
advisors have participated in the preparation of the policy.
Moreover, regarding the procedures and company bodies involved in determining, approving and applying the remuneration
policy:
General Shareholders’ Meeting: it approves the Remuneration Policy at least every three years as a separate item on the
agenda. Likewise, it approves the maximum amount of the annual remuneration for all the directors in their positions as such.
The Annual Report on Directors' Remuneration, which provides details of the remuneration accrued during the year, is
submitted every year to an advisory vote at the General Shareholders' Meeting. 
Board of Directors: in accordance with the Regulations of the Board of Directors of the Company, the Board is responsible for
determining the remuneration of directors for the performance of their duties, including those within the statutory framework,
the Remuneration Policy of the directors, and the ceiling set by the General Shareholders’ Meeting,  as well as for setting up
the remuneration package of the executive directors for the performance of their executive duties, within the statutory
framework and the Remuneration Policy, and approve the remaining terms and conditions of their contracts.
Appointment, Remuneration and Corporate Governance Board Committee: in accordance with the Regulations of the Board of
Directors, this Committee is responsible for proposing to the Board the Remuneration Policy for directors, as well as the
individual remuneration and other contractual conditions of the executive directors, ensuring also their observance. Likewise,
the Appointment and Remuneration Board Committee is responsible for analysing and periodically reviewing the remuneration
policy applied to the directors; checking the compliance with the remuneration policy established by the Company; and
verifying the information on the remuneration for directors.
Structure of remuneration for directors in their capacity as such
The Board members will receive, as such, statutory remuneration whose maximum annual amount for the entire Board of
Directors is determined by the General Meeting and is updated according to the rates or magnitudes that the Meeting itself
defines. The maximum remuneration of the directors in their capacity as such is set, as a whole, at EUR 1,500,000.
The Board of Directors is responsible for determining the distribution among its members of the agreed amount of
remuneration. The distribution may be made on an individual basis, taking into account the duties and responsibilities assigned
to each director, membership in Board committees, and any other objective circumstances deemed relevant by the Board of
Directors.
In this context, the remuneration of directors may be made up of the following items:
-Annual fixed remuneration for participation in the Board of Directors
The maximum amount of the annual fixed remuneration for this item is 82,500 euros gross per director annually.
Any remuneration that a director may receive in cash or in kind from the Company or its Group as an employee will be
deducted from this amount, with the understanding that this discount will not apply to what is received as executive director.
-Fixed annual remuneration for participation in the Board Committees
In addition to the remuneration provided in section above, Independent Directors will receive an additional annual remuneration
of 27,500 euros gross for their membership in the Executive Board Committee or in any of the committees delegated by the
Board (regardless of the number of Board committees of which the independent director is a member).
249
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
-Allowances
The directors, in their capacity as such, may receive allowances for attendance at each of the Board and Board committee
meetings they actually attend. The annual amount of the allowance for attendance will depend on the number of meetings
actually held and the number of directors attending these meetings.
Currently, the directors do not receive, and are not expected to receive, allowances for attending the meetings of the Board of
Directors and the Board committees they attend.
-Coverage of risk and liability benefits
The Company may pay the amount of the premiums corresponding to the insurance policies contracted by the Company with
different insurers to cover the death and disability benefits of directors due to accident or natural causes, as well as contracting
a liability insurance for all its directors under the usual market conditions and proportionate to the circumstances of the
Company itself.
-Expenses associated with Board and Board Committee meetings
Expenses associated with travel and stays for attendance at Board and Board Committee meetings will be covered directly by
the Company and/or reimbursed to the directors, provided that these expenses have been previously notified to the Company
and accepted by it and are duly justified.
Other than the remuneration indicated in the preceding sections and without prejudice to the provisions of the following section
for executive directors, directors will not be entitled to receive any other remuneration from the Company or its Group,
regardless of its concept.
Structure of the remuneration for executive directors for the performance of executive duties
In addition to what they may receive as directors in their capacity as such, executive directors may receive, for the
performance of the executive duties delegated or entrusted to them by the Board, remuneration as determined by the Board
itself.
The basic principles governing the remuneration of executive directors are as follows:
- Ensure that remuneration, in terms of its overall structure and size, complies with market best practices and is competitive
in relation to comparable companies.
- Establish objective criteria for the calculation of the individual remuneration of each executive director, taking into account
individual performance and the achievement of the Company's business objectives.
- Maintain commitment to the values pursued by the Company and the Group, including corporate and personal ethics,
meritocracy and conciliation, so as to retain the best talent.
The remunerative items that make up the remuneration of the executive directors, as well as the basic terms for the
performance of his duties, must be included in a contract signed with these directors. This contract must be approved in
advance by the Board with the favourable vote of two-thirds of its members, at which time, the director in question must
abstain from voting and deliberation.
Remuneration of executive directors may consist of fixed salaries; compensation for termination of the director office for
reasons other than failure to perform his duties; pensions; insurance; social security systems and retirement plans; or other
remuneration in kind.
-Fixed remuneration
Fixed remuneration for executive directors will vary according to the responsibility assumed and the characteristics of the
duties performed by the director, which will be reviewed annually by the Board of Directors at the proposal of the Appointment,
Remuneration and Corporate Governance Board Committee.
Fixed remuneration for executive directors may not exceed EUR 500,000 per year. This figure may be increased during the
Policy's period of validity, in accordance with the AmRest Group general salary update rules, which may not exceed 10% per
year.
-Variable remuneration
Executive directors of the Company will not receive variable remuneration, nor will they form part of remuneration plans
through shares or linked to the share price of the Company.
250
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
-Remuneration for the performance of the office of director or other duties in other companies of the Group
Executive directors may receive additional remuneration for the provision of services to other companies of the Group,
although the overall amount of remuneration to be received may not exceed the maximum limits set out in this policy.
-Health-care benefits and other remuneration in kind
The remuneration system for executive directors may be complemented by health and life insurance contracted by the
Company, in line with the practice followed in the market by comparable companies. Also, executive directors may be paid
with other remuneration in kind, such as rental of vehicles, garage spaces, housing, travel expenses, travel allowances,
coverage of transfer expenses, including transfer to a location abroad, and other social benefits generally applicable to the
executives of the Company. This will be decided by the Board of Directors at the proposal of the Appointment, Remuneration
and Corporate Governance Board Committee.
The relative proportion of health-care benefits and other remuneration to fixed remuneration, will be 20%, unless the executive
director receives no fixed remuneration for the performance of executive duties, in which case, the limit on the value of the
health-care benefits and other remuneration will be the same as provided for the fixed remuneration.
It should be noted that, of all the above concepts, the only executive director of the Company, the Executive Chairman,
receives, in addition to the fixed annual remuneration for his participation in the Board of Directors (82,500 euros gross per
year), an annual remuneration package amounting, in 2024, to 138,342 euros gross.
This remuneration package is updated annually at the amount resulting from applying the accumulated inflation of the
previous year.
Likewise, the Executive Chairman has (since August 1, 2023 and October 1, 2023, respectively), as an assistance benefit and
in accordance with the provisions of the Company's Bylaws and the current Directors' Remuneration Policy, a life insurance
and a general health insurance, the premiums of which are paid by the Company and are considered part of his remuneration.
Finally, the Remuneration Policy does not set forth any procedures in order to apply temporary exceptions or any component
that may be subject to exception.
A.1.2 Relative importance of variable remuneration items vis-à-vis fixed remuneration (remuneration mix) and the
criteria and objectives taken into consideration in their determination and to ensure an appropriate balance
between the fixed and variable components of the remuneration, In particular, indicate the actions taken by the
company in relation to the remuneration system to reduce exposure to excessive risks and to align it with the
long-term objectives, values and interests of the company, which will include, as the case may be, mention of the
measures taken to ensure that the long-term results of the company are taken into account in the remuneration
policy, the measures adopted in relation to those categories of personnel whose professional activities have a
material impact on the risk profile of the company and measures in place to avoid conflicts of interest.
Furthermore, indicate whether the company has established any period for the accrual or vesting of certain
variable remuneration items, in cash, shares or other financial instruments, any deferral period in the payment of
amounts or delivery of accrued and vested financial instruments, or whether any clause has been agreed
reducing the deferred remuneration not yet vested or obliging the director to return remuneration received, when
such remuneration has been based on figures that have since been clearly shown to be inaccurate.
The current Remuneration Policy for directors of AmRest Holdings, SE does not provide for variable remuneration items,
neither in the remuneration for directors in their capacity as such, nor in that of executive directors for the performance of
executive duties.
A.1.3 Amount and nature of fixed components that are due to be accrued during the year by directors in their
capacity as such.
The following fixed components are expected to accrue to the directors in their capacity as such during the financial year
2025:
-Annual fixed remuneration for participation in the Board of Directors: The maximum amount of the annual fixed
remuneration for this item is 82,500 euros gross per director annually.
-Annual fixed remuneration for participation in the Board committees: Independent directors will receive an additional
annual remuneration of 27,500 euros gross for their membership in the Executive Board Committee or in any of the
committees of the Board of Directors (regardless of the number of Board committees of which the independent director is a
member).
Directors are not expected to receive allowances for attending meetings of the Board of Directors and the Board committees
they attend.
251
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
A.1.4 Amount and nature of fixed components that are due to be accrued during the year for the performance of
senior management functions of executive directors.
During the financial year 2025, no fixed components are expected to accrue for the performance of senior management
functions by the executive directors, other than the compensation package entitled to the only executive director of the
Company, the Executive Chairman, which will be updated to apply the accumulated inflation from January 1 to December 31,
2024.
A.1.5 Amount and nature of any component of remuneration in kind that will accrue during the year, including,
but not limited to, insurance premiums paid in favour of the director.
During the financial year 2025, the Executive Chairman will receive, as an assistance benefit, a life insurance and a general
health insurance contracted by AmRest, and the amount to be paid as a premium for the aforementioned insurances is
expected to be, approximately, 1,114 euros per year and 538 euros per year, respectively, subject to any updates that may be
made by the insurance company.
Besides this, no remuneration in kind is expected to accrue in favour of the Company's directors during the financial year
2025.
This regardless of the civil liability policy (D&O) that the Company has contracted for directors and executives, with the usual
conditions for this type of insurance. 
A.1.6 Amount and nature of variable components, differentiating between those established in the short and long
terms, Financial and non-financial, including social, environmental and climate change parameters selected to
determine variable remuneration for the current year, explaining the extent to which these parameters are related
to performance, both of the director and of the company, and to its risk profile, and the methodology, necessary
period and techniques envisaged to be able to determine the effective degree of compliance, at the end of the
year, with the parameters used in the design of the variable remuneration, explaining the criteria and factors
applied in regard to the time required and methods of verifying that the performance or any other conditions
linked to the accrual and vesting of each component of variable remuneration have effectively been met.
Indicate the range, in monetary terms, of the different variable components according to the degree of fulfilment
of the objectives and parameters established, and whether any maximum monetary amounts exist in absolute
terms.
As indicated above, the current Remuneration Policy for Directors of AmRest Holdings, SE does not provide for variable
remuneration items, neither in the remuneration for directors in their capacity as such, nor in that of executive directors for the
performance of executive duties.
A.1.7 Main characteristics of long-term savings schemes, Among other information, indicate the contingencies
covered by the scheme, whether it is a defined contribution or a defined benefit scheme, the annual contribution
that has to be made to defined contribution schemes, the benefits to which directors are entitled in the case of
defined benefit schemes, the vesting conditions of the economic rights of directors and their compatibility with
any other type of payment or indemnification for early termination or dismissal, or deriving from the termination
of the contractual relationship, in the terms provided, between the company and the director.
Indicate whether the accrual or vesting of any of the long-term savings plans is linked to the attainment of
certain objectives or parameters relating to the director's short- or long-term performance.
The Company's directors do not participate in long-term savings schemes.
252
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
A.1.8 Any type of payment or indemnification for early termination or dismissal, or deriving from the termination
of the contractual relationship, in the terms provided, between the company and the director, whether at the
company's or the director's initiative, as well as any type of agreement reached, such as exclusivity, post-
contractual non-competition, minimum contract term or loyalty, that entitles the director to any kind of
remuneration.
There is no provision for any type of payment or indemnification to directors in these cases.
A.1.9 Indicate the conditions that the contracts of executive directors performing senior management functions
should contain, Among other things, information must be provided on the duration, limits on amounts of
indemnification, minimum contract term clauses, notice periods and payment in lieu of these notice periods, and
any other clauses relating to signing bonuses, as well as compensation or golden parachute clauses for early
termination of the contractual relationship between the company and the executive director, Include, among
others, the pacts or agreement on non-competition, exclusivity, minimum contract terms and loyalty, and post-
contractual non-competition, unless these have been explained in the previous section.
The contract of the Executive Chairman is for an indefinite duration, it does not provide indemnification or permanence clause.
The contract does not establish a specific notice period for its termination, which may take place through unilateral resolution
by either party, mutual agreement or by decision of either party in the event of non-compliance by the other, leaving safe, in
this case, the claim that for damages may correspond to the other party.
Likewise, the contract does not foresee clauses relating to hiring bonuses, indemnities or shields for early resolution or
termination of the contractual relationship between the company and the executive director, nor pacts or agreements of non-
competition, exclusivity, permanence or loyalty and post-contractual non-competition.
Finally, the contract provides a standard confidentiality clause.
A.1.10 The nature and estimated amount of any other supplementary remuneration that will be accrued by
directors in the current year in consideration for services rendered other than those inherent in their position.
As of the date of this report, no supplementary remuneration is foreseen to the directors as consideration for services
rendered other than those intrinsic to the role.
A.1.11 Other items of remuneration such as any deriving from the company's granting the director advances,
loans or guarantees or any other remuneration.
As of the date of this report, no advance payments, loans or guarantees are expected to be granted by the Company to the
directors.
A.1.12 The nature and estimated amount of any other planned supplementary remuneration to be accrued by
directors in the current year that is not included in the foregoing sections, whether paid by the company or by
another group company.
As of the date of this report, no supplementary remuneration not included in the foregoing sections is foreseen to be paid by
the Company or by another Group company to the directors.
253
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
A.2 Explain any significant change in the remuneration policy applicable in the current year resulting from:
a) A new policy or an amendment to a policy already approved by the General Meeting.
b) Significant changes in the specific determinations established by the board for the current year regarding the
remuneration policy in force with respect to those applied in the previous year.
c) Proposals that the Board of Directors has agreed to submit to the general shareholders’ meeting to which this
annual report will be submitted and for which it is proposed that they be applicable to the current year.
As already indicated, the Board of Directors, at the proposal of the Appointments, Remuneration and Corporate Governance
Board Committee, submitted the current Remuneration Policy for approval at the 2022 General Shareholders' Meeting, which
came into force on the date of the General Shareholders' Meeting (May 12, 2022) and will remain in force until December 31,
2025, unless the General Shareholders' Meeting decides to amend or replace it during this period.
During financial year 2025, no relevant changes to the current Remuneration Policy are foreseen.
Furthermore, and as provided for in Article 529 novodecies of the Spanish Capital Companies Act, as amended by Law
5/2021 of April 12, once the last financial year established for its application has arrived, and before the end of that  financial
year, a new Remuneration Policy must be submitted to the General Shareholders' Meeting for consideration.
In view of the above, the Board of Directors, at the proposal of the Appointments, Remuneration and Corporate Governance
Board Committee, intends to submit for the approval of the Company's General Shareholders' Meeting to be held in 2025 a
new Directors' Remuneration Policy which, if approved, would enter into force on January 1, 2026 and remain in force until
December 31, 2028, notwithstanding any adaptations or updates that may be made by the Board of Directors in accordance
with the provisions of the policy, and any amendments that may be approved by the Company's General Shareholders'
Meeting from time to time.
A.3 Identify the direct link to the document containing the company's current remuneration policy, which must
be available on the company's website.
The current Remuneration Policy for directors is available on the Company’s website at https://www.amrest.eu/en/investors/
corporate-governance/board-directors-regulations-and-reports
A.4 Explain, taking into account the data provided in Section B,4, how account has been taken of the voting of
shareholders at the General Shareholders’ Meeting to which the annual report on remuneration for the previous
year was submitted on a consultative basis.
The annual report on directors' remuneration for the 2023 financial year was submitted to the consultative vote of the General
Shareholders' Meeting held on May 9, 2024, being approved by the 99.99% of the votes issued, with 0.01% of votes against
and 0.00% of abstentions.
This result reflects the total support the annual report on directors' remuneration received from the Company's shareholders,
for which reason it has been considered appropriate to prepare the report for the 2024 financial year in similar terms.
254
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
B. OVERALL SUMMARY OF HOW REMUNERATION POLICY WAS APPLIED
DURING THE YEAR LAST ENDED
B.1.1 Explain the process followed to apply the remuneration policy and determine the individual remuneration
contained in Section C of this report. This information will include the role played by the remuneration
committee, the decisions taken by the Board of Directors and the identity and role of any external advisors
whose services may have been used in the process of applying the remuneration policy in the year last ended.
The remuneration accrued and paid to the Company's directors in 2024 has followed the terms of the Remuneration Policy
approved by the General Shareholders' Meeting held on May 12, 2022, without any deviation from the procedure for the
application of this Policy, nor has any temporary exception been applied thereto.
In this regard, the remuneration accrued and paid in 2024 to the directors (both to the directors in their capacity as such and to
the Executive Chairman) has been composed of the elements and remuneration items described above in relation to the
current Remuneration Policy.
Regarding the process followed for the application of the Remuneration Policy during the financial year 2024, the following
should be noted:
The General Shareholders' Meeting held on May 12, 2022 agreed to set the maximum annual amount of
remuneration for all of the Company's directors in their capacity as such at 1,500,000 euros.
In turn, the General Shareholders' Meeting delegated to the Company's Board of Directors the distribution among its
members of the agreed amount, taking into account the functions and responsibilities attributed to each director, their
membership of the Board's committees, and any other objective circumstances deemed relevant.
Furthermore, the Appointments, Remuneration and Corporate Governance Board Committee's role in applying the
Remuneration Policy during the 2024 financial year has been based on, among other functions:
(i)        to analyse and periodically review the remuneration policy of the Company's directors, as well as the individual
remuneration of the Executive Chairman and other conditions of his contract, ensuring their observance. 
(ii)to analyse, pose and periodically review the remuneration policy applied to executives, including the remuneration
packages with shares and their application, and ensure that it is proportionate to that paid to the personnel of the Company.
(iii)to ensure compliance with the remuneration policy established by the Company.
(iv)to assist the Board of Directors in reviewing the remuneration policy and submit to the Board any other remuneration
reports foreseen in internal regulation, verifying the information about the directors and senior executives’ remuneration
established in different corporate documents, including the annual report on directors’ remuneration.
The services of external advisors have not been used in the process of applying the remuneration policy in the 2024
financial year.
B.1.2 Explain any deviation from the procedure established for the application of the remuneration policy that
has occurred during the year.
During the financial year 2024 there has been no deviation from the procedure established for the application of the
Remuneration Policy.
255
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
B.1.3 Indicate whether any temporary exception has been applied to the remuneration policy and, if so, explain
the exceptional circumstances that have led to the application of these exceptions, the specific components of
the remuneration policy affected and the reasons why the entity believes that these exceptions have been
necessary to serve the long-term interests and sustainability of the society as a whole or ensure its viability,
Similarly, quantify the impact that the application of these exceptions has had on the remuneration of each
director over the year.
During the financial year 2024 no temporary exception has been applied to the Remuneration Policy.
B.2 Explain the different actions taken by the company in relation to the remuneration system and how they have
contributed to reducing exposure to excessive risks, aligning it with the long-term objectives, values and
interests of the company, including a reference to the measures adopted to ensure that the long-term results of
the company have been taken into consideration in the remuneration accrued, Ensure that an appropriate
balance has been attained between the fixed and variable components of the remuneration, the measures
adopted in relation to those categories of personnel whose professional activities have a material effect on the
company’s risk profile and the measures in place to avoid any possible conflicts of interest.
The main purpose of the AmRest Remuneration Policy for Directors is to contribute to the development of the values, mission
and vision of the AmRest Group, so that the remuneration corresponding to the members of the Company's governing body
is appropriate to the achievement of the objectives and duties that concern the directors. The Remuneration Policy
contributes to the Company's business strategy, interests and long-term sustainability, with the objective of creating
shareholder value in a sustainable way over time, incorporating the necessary precautions to avoid excessive risk-taking and
the rewarding of unfavourable results.
In this context, the basic principles that inspire the Remuneration Policy to achieve this contribution to the Company's
strategy, interests and long-term sustainability are as follows:
- Assess the dedication, qualification and responsibility required for the office, seeking moderation and in any case
relating to the remuneration that is paid in the market in comparable companies, so that they align with best market
practices.
- The remuneration of external directors, and in particular independent directors, will be as necessary to correspond to the
effective dedication, qualification and responsibility required by the office, but not so high as to compromise their
independence in judgement.
- Maintain a balance between the interests of the directors and shareholders and, in particular, align the policy with the
Company's values, the maximization of the company dividend and profitability for shareholders.
- Ensure that the remuneration system promotes the achievement of the strategic objectives established by the Company
and its Group.
- Ensure commitment to the principle of full transparency of the Company's Remuneration Policy by providing timely,
sufficient and clear information in line with applicable regulations and corporate governance recommendations, as
recognized in international markets for the remuneration of directors.
Likewise, in the preparation of the Remuneration Policy and in determining the remuneration scheme and the other terms
and conditions of the directors' remuneration, the Board of Directors has paid special attention to the remuneration and
employment terms of the Company's employees, to the extent that directors shall not be granted any remuneration concept
that is not similar to that which other employees of the Company may have.
In this sense, the Remuneration Policy is aligned with that of the other employees and executives of the Company with
regard to the principles that inspire it, such as, among others:
(i) remuneration equity: ensuring non-discrimination on grounds of gender, age, culture, religion or race in the application of
remuneration practices and policies. In this regard, AmRest professionals, including employees, executives and directors, are
paid in a manner consistent with the level of responsibility, leadership and performance within the organization, favouring the
retention of key professionals and the attraction of the best talent,
256
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
(ii) proportionality and risk management: remuneration levels are appropriate to the importance of the Company, its current
economic situation and market standards in comparable sectors and companies. In addition, provisions to mitigate
inappropriate risk-taking are included; and
(iii) values: the Remuneration Policy is designed to attract and retain the best professionals and to motivate a high
performance culture.
Within the framework of this Remuneration Policy, the measures or actions taken by the Company in relation to the
remuneration system in a bid to reduce exposure to excessive risks and align the system to the long-term objectives, values
and interests of the Company are summarised as follows:
(i)No variable remuneration items are provided for, neither in the remuneration for directors in their capacity as such, nor
in that of executive directors for the performance of executive duties.
The Executive Chairman will not receive variable remuneration, nor will he form part of remuneration plans through shares or
linked to the share price of the Company. His remuneration can only be of fixed nature, it may vary based on the specific
responsibilities and nature of the duties performed. In any event, said fixed remuneration must remain in line with the market
remuneration paid by peer companies.
(ii)To balance the directors and shareholders’ interests and, in particular, alignment with the values of the Company, its
commitment to maximise its shareholder dividend and returns.
(iii)To align the policy to economic conditions and the international landscape.
B.3 Explain how the remuneration accrued and consolidated over the financial year complies with the provisions
of the current remuneration policy and, in particular, how it contributes to the company’s long-term and
sustainable performance.
Furthermore, report on the relationship between the remuneration obtained by the directors and the results or
other performance measures of the company in the short and long term, explaining, if applicable, how variations
in the company's performance have influenced changes in directors' remuneration, including any accrued
remuneration payment of which has been deferred, and how such remuneration contributes to the short- and
long-term results of the company.
The remuneration accrued in the financial year 2024 fulfils the terms of the current AmRest Directors' Remuneration Policy
insofar as the amounts accrued fall within the maximum annual amount approved by the General Shareholders’ Meeting and
correspond to the allocation agreed by the Board of Directors. In addition, the principles and criteria set out in the Policy have
been followed, among others, that the remuneration of the directors in their capacity as such consists only of a fixed amount
and, in the case of the remuneration of the Executive Chairman, of a compensation package (together with the receipt of life
insurance and general health insurance as an assistance benefit).
Directors' remuneration is austere and balanced, reflecting the Company's corporate and personal ethics, thus contributing to
its sustainability and results.
B.4 Report on the result of the consultative vote at the General Shareholders’ Meeting on remuneration in the
previous year, indicating the number of votes in favour, votes against, abstentions and blank ballots:
Number
% of total
Votes cast
162,498,510
74.01
Number
% of total cast
Votes against
10,510
0.01
Votes in favour
162,488,000
99.99
Blank ballots
0
0
Abstentions
0
0
257
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
B.5 Explain how the fixed components accrued and vested during the year by the directors in their capacity as
such were determined, their relative proportion with regard to each director and how they changed with respect
to the previous year:
 
During the financial year 2024 the following fixed components have been accrued for the directors in their condition as such:
- Annual fixed remuneration for participation in the Board of Directors: 
The amount of annual fixed remuneration for this item was 82,500 euros gross per director annually.
- Annual fixed remuneration for participation in the Board committees:
Independent directors received an additional annual remuneration of 27,500 euros gross for their membership in the
Executive Board Committee or in any of the committees of the Board of Directors (regardless of the number of Board
committees of which the independent director is a member).
These amounts are those established in the current Directors' Remuneration Policy approved by the General Shareholders'
Meeting of May 12, 2022.       
Furthermore, the amount accrued for these same fixed components during financial year 2023 was the same as that indicated
for financial year 2024.                           
B.6 Explain how the salaries accrued and vested by each of the executive directors over the past financial year
for the performance of management duties were determined, and how they changed with respect to the previous
year.
During the financial year 2024, no salaries were accrued by the Executive Chairman of the Company for the performance of
management duties.
In financial year 2024, the Executive Chairman accrued an amount of 138,342 euros gross per year as a compensation
package. In financial year 2023, this amount was 135,085 euros gross per year.
The difference in the amount of the compensation package corresponding to financial year 2024 with respect to that
corresponding to financial year 2023 is due solely to the adjustment resulting from applying the accumulated inflation from
January 1, 2023 to December 31, 2023 (adjustment that was applied with effect from March 1, 2024), as a result of which the
Executive Chairman received 138,342 euros gross per year in financial year 2024 compared to the 135,085 euros gross per
year received in financial year 2023. 
B.7 Explain the nature and the main characteristics of the variable components of the remuneration systems
accrued and vested in the year last ended.
In particular:
a) Identify each of the remuneration plans that determined the different types of variable remuneration accrued by
each of the directors in the year last ended, including information on their scope, date of approval, date of
implementation, any vesting conditions that apply, periods of accrual and validity, criteria used to evaluate
performance and how this affected the establishment of the variable amount accrued, as well as the
measurement criteria used and the time needed to be able to adequately measure all the conditions and criteria
stipulated, explaining the criteria and factors applied in regard to the time required and the methods of verifying
that the performance or any other kind of conditions linked to the accrual and vesting of each component of
variable remuneration have effectively been met.
b) In the case of share options and other financial instruments, the general characteristics of each plan must
include information on the conditions both for acquiring unconditional ownership (vesting) of these options or
financial instruments and for exercising them, including the exercise price and period.
258
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
c) Each director that is a beneficiary of remunerations systems or plans that include variable remuneration, and his
or her category (executive director, external proprietary director, external independent director or other external
director).
d) Information is to be provided on any periods for accrual, vesting or deferment of payment of vested amounts
applied and/or the periods for retention/unavailability of shares or other financial instruments, if any.
Explain the short-term variable components of the remuneration systems
During the financial year 2024 no short-term variable components have been accrued for any of the directors.
Explain the long-term variable components of the remuneration systems
During the financial year 2024 no long-term variable components have been accrued for any of the directors.
B.8 Indicate whether certain variable components have been reduced or clawed back when, in the former case,
payment of non-vested amounts has been deferred or, in the latter case, they have vested and been paid, on the
basis of data that have subsequently been clearly shown to be inaccurate, Describe the amounts reduced or
clawed back through the application of the "malus" (reduction) or clawback clauses, why they were implemented
and the years to which they refer.
Not applicable. The current Remuneration Policy for Directors of AmRest Holdings, SE does not provide for variable
components, neither in the remuneration for directors in their capacity as such, nor in that of executive directors for the
performance of executive duties.
B.9 Explain the main characteristics of the long-term savings schemes where the amount or equivalent annual
cost appears in the tables in Section C, including retirement and any other survivor benefit, whether financed in
whole or in part by the company or through internal or external contributions, indicating the type of plan,
whether it is a defined contribution or defined benefit plan, the contingencies covered, the conditions on which
the economic rights vest in favour of the directors and their compatibility with any type of indemnification for
early termination or cessation of the contractual relationship between the company and the director.
Not applicable. The current Remuneration Policy for Directors of AmRest Holdings, SE does not provide for the participation of
directors in long-term savings schemes.
B.10 Explain, where applicable, the indemnification or any other type of payment deriving from the early
cessation, whether at the company's or the director's initiative, or from the termination of the contract in the
terms provided therein, accrued and/or received by directors during the year last ended.
Not applicable.
B.11 Indicate whether there have been any significant changes in the contracts of persons exercising senior
management functions, such as executive directors, and, if so, explain them, In addition, explain the main
conditions of the new contracts signed with executive directors during the year, unless these have already been
explained in Section A.1.
During the financial year 2024, there have been no significant changes in the contract of the Company's Executive Chairman.
B.12 Explain any supplementary remuneration accrued by directors in consideration of the provision of services
other than those inherent in their position.
During the financial year 2024, no supplementary remuneration has been accrued by the directors as consideration for
services rendered other than those inherent to their position.
259
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
B.13 Explain any remuneration deriving from advances, loans or guarantees granted, indicating the interest rate,
their key characteristics and any amounts returned, as well as the obligations assumed on their behalf by way of
guarantee.
No advances payments, loans or guarantees have been granted to any director during the financial year 2024.
B.14 Itemise the remuneration in kind accrued by the directors during the year, briefly explaining the nature of
the various salary components.
During financial year 2024, the only remuneration in kind accrued by the directors was the receipt by the Executive Chairman,
as an assistance benefit, of life insurance and general health insurance contracted by AmRest, with the amount paid by the
Company as premiums for the aforementioned insurances amounting to 1,114 euros per year and 538 euros per year,
respectively.
B.15 Explain the remuneration accrued by any director by virtue of payments made by the listed company to a
third company in which the director provides services when these payments seek to remunerate the director’s
services to the company.
No payments of this type were made in 2024.
B.16 Explain and detail the amounts accrued in the year in relation to any other remuneration concept other than
that set forth above, whatever its nature or the group entity that pays it, including all benefits in any form, such
as when it is considered a related-party transaction or, especially, when it significantly affects the true image of
the total remuneration accrued by the director, Explain the amount granted or pending payment, the nature of
the consideration received and the reasons for those that would have been considered, if applicable, that do not
constitute remuneration to the director or in consideration for the performance of their executive functions and
whether or not has been considered appropriate to be included among the amounts accrued under the “Other
concepts” heading in Section C.
During the financial year 2024, no amounts have been accrued in relation to any other remuneration concept other than that
set forth above.
260
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
C. ITEMISED INDIVIDUAL REMUNERATION ACCRUED BY EACH DIRECTOR
Name
Type
Period of accrual in year 2024
Mr. José Parés Gutiérrez
Executive Chairman
From 01/01/2024 to 31/12/2024
Mr. Luis Miguel Álvarez Pérez
Proprietary Vice Chairman
From 01/01/2024 to 31/12/2024
Mr. Pablo Castilla Reparaz
Lead Independent Director
From 01/01/2024 to 31/12/2024
Ms. Romana Sadurska
Independent Director
From 01/01/2024 to 31/12/2024
Mr. Emilio Fullaondo Botella
Independent Director
From 01/01/2024 to 31/12/2024
Ms. Mónica Cueva Díaz
Independent Director
From 01/01/2024 to 31/12/2024
Ms. Begoña Orgambide García
Proprietary Director
From 01/01/2024 to 31/12/2024
C.1 Complete the following tables regarding the individual remuneration of each director (including remuneration
received for performing executive duties) accrued during the year.
a) Remuneration from the reporting company:
i) Remuneration accruing in cash (thousands of euros)
Name
Fixed
remuneration
Attendance
fees
Remuneration
for
membership
of board
committees
Salary
Short-term
variable
remuneration
Long-term
variable
remuneration
Indemnification
Other
items
Total
year
2024
Total
year
2023
Mr. José Parés
Gutiérrez
83
138
221
218
Mr. Luis Miguel
Álvarez Pérez
83
83
83
Mr. Pablo
Castilla Reparaz
83
27
110
110
Ms. Romana
Sadurska
83
27
110
110
Mr. Emilio
Fullaondo
Botella
83
27
110
110
Ms. Mónica
Cueva Díaz
83
27
110
110
Ms. Begoña
Orgambide
García
83
83
53
ii) Table of changes in share-based remuneration schemes and gross profit from vested shares or
financial instruments
Name
Name of
plan
Financial instruments at
start of year 2024
Financial instruments
granted during year 2024
Financial instruments vested
during the year
Instruments
matured but
not exercised
Financial instruments at
end of year 2024
Nº of
instruments
Nº of
equivalent
shares
Nº of
instruments
Nº of
equivalent
shares
Nº of
instruments
No, of
equivalent
/ vested
shares
Price of
vested
shares
EBITDA
from vested
shares or
financial
instruments
(thousands
of euros)
Nº of
instruments
Nº of
instruments
Nº of
equivalent
shares
No data
iii) Long-term savings schemes
Name
Remuneration from vesting of rights
to savings schemes
No data
261
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
Contribution for the year by the company
(thousands of euros)
Amount of accrued funds
(thousands of euros)
Name
Savings schemes with vested
economic rights
Savings schemes with non-
vested economic rights
Savings schemes with vested
economic rights
Savings schemes with non-
vested economic rights
Year 2024
Year 2023
Year 2024
Year 2023
Year 2024
Year 2023
Year 2024
Year 2023
No data
iv) Details of other items
Name
Concept
Amount of remuneration
Mr. José Parés Gutiérrez
Life Insurance Premium
1
Mr. José Parés Gutiérrez
Health Insurance Premium
1
b) Remuneration of directors of the listed company for seats on the boards of other subsidiary companies:
i) Remuneration accruing in cash (thousands of euros)
Name
Fixed
remuneration
Attendance
fees
Remuneration
for
membership
of board
committees
Salary
Short-term
variable
remuneration
Long-term
variable
remuneration
Indemnification
Other
items
Total year
2024
Total year
2023
No data
ii) Table of changes in share-based remuneration schemes and gross profit from vested shares or
financial instruments
Name
Name of
plan
Financial instruments at
start of year 2024
Financial instruments
granted during year 2024
Financial instruments vested during the year
Instruments
matured but
not exercised
Financial instruments at
end of year 2024
Nº of
instruments
Nº of
equivalent
shares
Nº of
instruments
Nº of
equivalent
shares
Nº of
instruments
Nº of
equivalent /
vested
shares
Price of
vested
shares
EBITDA
from vested
shares or
financial
instruments
(thousands
of euros)
Nº of
instruments
Nº of
instruments
Nº of
equivalent
shares
No data
Plan 1
iii) Long-term savings schemes
Name
Remuneration from vesting of rights
to savings schemes
No data
Contribution for the year by the company
(thousands of euros)
Amount of accrued funds
(thousands of euros)
Name
Savings schemes with vested
economic rights
Savings schemes with non-
vested economic rights
Savings schemes with vested
economic rights
Savings schemes with non-
vested economic rights
Year 2024
Year 2023
Year 2024
Year 2023
Year 2024
Year 2023
Year 2024
Year 2023
No data
iv) Details of other items
Name
Concept
Amount of remuneration
No data
262
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
c) Summary of remuneration (thousands of euros):
This summary must include the amounts corresponding to all the remuneration items included in this report that have
accrued to each director, in thousands of euros.
Remuneration accruing in the Company
Remuneration accruing in group companies
Name
Total cash
remunera-
tion
EBITDA from
vested
shares or
financial
instruments
Remunera-
tion by way
of savings
systems
Other items
of remune-
ration
Total in
year 2024
company
Total cash
remunera-
tion
Gross
benefit of
vested
shares or
financial
instruments
Remunera-
tion by way
of savings
systems
Other items
of remune-
ration
Total in
year 2024
group
Total in year
2024
company +
group
Mr. José
Parés
Gutiérrez
221
2
223
223
Mr. Luis
Miguel
Álvarez
Pérez
83
83
83
Mr. Pablo
Castilla
Reparaz
110
110
110
Ms Romana
Sadurska
110
110
110
Mr. Emilio
Fullaondo
Botella
110
110
110
Ms. Mónica
Cueva Díaz
110
110
110
Ms. Begoña
Orgambide
García
83
83
83
Total:
827
2
829
829
C.2 Indicate the evolution in the last five years of the amount and percentage variation of the remuneration
accrued by each of the directors of the listed company who have held this position during the year, the
consolidated results of the company and the average remuneration on an equivalent basis with regard to full-
time employees of the company and its subsidiaries that are not directors of the listed company.
Total amounts accrued and % annual variation
Year 2024
% variation
2024/2023
Year 2023
% variation
2023/2022
Year 2022
% variation
2022/2021
Year 2021
% variation
2021/2020
Year 2020
Executive directors
Mr. José Parés Gutiérrez
223
1.36
220
10.00
200
2.56
195
413.16
38
External directors
Mr. Luis Miguel Álvarez
Pérez
83
0.00
83
3.75
80
6.67
75
97.37
38
Mr. Pablo Castilla
Reparaz
110
0.00
110
3.77
106
6.00
100
100.00
50
Ms. Romana Sadurska
110
0.00
110
3.77
106
6.00
100
100.00
50
Mr. Emilio Fullaondo
Botella
110
0.00
110
3.77
106
6.00
100
100.00
50
Ms. Mónica Cueva Díaz
110
0.00
110
3.77
106
6.00
100
100.00
50
Ms. Begoña Orgambide
García
83
56.60
53
0
0
0
Consolidated results of
the company
34,435
-29.77
49,031
77.97
27,550
-52.40
57,875
-71.27
201,462
Average employee
remuneration
14
16.67
12
9.09
11
10.00
10
11.11
9
263
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
Observations
Ms. Mónica Cueva joined AmRest Board in July 2020 and Ms. Begoña Orgambide in May 2023.
In 2020, due to the exceptional circumstances caused by the Covid-19 pandemic, the Board lowered its remuneration by 50%.
In 2021 there was no increase in directors’ remuneration but just the reinstatement of the ordinary remuneration, which had
remained unchanged since 2017.
Likewise, in 2023 the amount of the annual remuneration package of the Executive Chairman was updated to the amount
resulting from applying the accumulated inflation from the date of his appointment as Executive Chairman until December 31,
2022, going from 120,000 euros gross per year to 135,085 euros gross per year; all within the framework of the provisions of
the Company's Bylaws and the current Remuneration Policy.
Regarding consolidated results, during the year 2023 the Group sold its business operations in Russia. Consolidated result of
the Group for the year 2023, in amount of 49.0 million euros, represents the profit before taxes from continuing operations of
the Group. Additionally, the Group recognized 11 million euros of profit before tax for discontinued operations in year 2023.
Consolidated results of the Group for previous years were not restated.
264
AMREST GROUP Annual Report on Directors' Remuneration of listed companies
for the year ended 31 December 2024
D. OTHER INFORMATION OF INTEREST
If there are any significant issues relating to directors’ remuneration that it has not been possible to include in the
foregoing sections of this report, but which it is necessary to include in order to provide more comprehensive and
reasoned information on the remuneration structure and practices of the company with regard to its directors, list
them briefly.
Note to Section C "ITEMISED INDIVIDUAL REMUNERATION ACCRUED BY EACH  DIRECTOR".
This section includes the amounts accrued and received by the directors, in thousands of euros and without
decimals.
With decimals and without rounding, the amounts are as follows: 83 (82.5); 27 (27.5); 110 (110.0); 53 (52.8); 138
(138.3); 221 (220.8); 223 (222.5), 827 (825.8) 829 (827.5). Life Insurance (1.1) and Health Insurance (0.5).
-----
This annual remuneration report was approved
by the Board of Directors of the company in its meeting of February 26, 2025.
Indicate whether any director voted against or abstained from approving this report.
Yes _ No    X_
AMREST GROUP Director's Report
for the year ended 31 December 2024
Signatures of the Board of Directors
José Parés Gutiérrez
Chairman of the Board
Luis Miguel Álvarez Pérez
Vice-Chairman of the Board
Begoña Orgambide García
Member of the Board
Romana Sadurska
Member of the Board
Pablo Castilla Reparaz
Member of the Board
Mónica Cueva Díaz
Member of the Board
Emilio Fullaondo Botella
Member of the Board
Madrid, 26 February 2025
Statement of responsibility of AMREST HOLDINGS, SE
The members of the Board of Directors of AMREST HOLDINGS, SE (“AmRest” or the “Company”) on its meeting held on
26 February 2025, and according to article 99 of Law 6/2023, of 17 March, on Securities Markets and Investment
Services as well as to article 8,1, b) of Royal Decree 1362/2007, of 19 October, declare that, as far as they are aware, the
individual Financial Statements of the Company, as well as the consolidated ones with its dependent companies,
corresponding to the financial year ended 31 December 2024, drawn up by the Board of Directors on the referred
meeting of 26 February 2025 and prepared in accordance with the applicable accounting principles, offer a true and fair
image of the equity, the financial situation and the results of the Company and the companies within the consolidation
taken as a whole, and the complementary Directors’ Reports of the individual and consolidated Financial Statements
include an accurate analysis of the business evolution and results and of the position of AmRest and the companies
within the consolidation taken as a whole, together with the main risks and uncertainties which they face.
Madrid , on 26 February 2025
AmRest Holding SE
2846 Madrid, Spain
CIF A88063979 | +34 917 99 16 50 | amrest.eu