Annual Report & Accounts 2024
Enabling
extraordinary
things
As SEGRO plc has a secondary listing on the regulated market
of Euronext in Paris, the oicial version of the Company’s Annual
Report and Accounts 2024 has been prepared in the ‘European
Single Electronic Format’ (required to be in XHTML format).
This PDF version (in non-XHTML format) is a reproduction of the
oicial version of SEGRO plc’s Annual Report and Accounts 2024
and both versions are available on the Company’s website.
Contents
2% other uses of
industrial land
Overview
An introduction to our business and
investment proposition.
Our Purpose 1
About SEGRO and 2024 highlights 2
Our Purpose in action 8
Strategic Report
A deep dive into our business: an
overview of our business model,
strategy and KPIs, a review of our 2024
performance, and some thoughts on
the outlook for 2025 and beyond.
Strategic Report 10
Chief Executive’s statement 11
Our business model
and strategy 16
Our stakeholders 18
Responsible SEGRO 21
Key performance indicators 30
Performance review 35
Regional updates 42
Financial review 44
Managing risks 50
Principal risks 54
Viability statement 61
Non-inancial information
and sustainability information
statement 62
Streamlined energy and
carbon reporting 63
Climate-related inancial
disclosures 64
Governance
An overview of our corporate
governance structure, policies and
practices as well as the key activities
undertaken by the Board and its
Committees.
Governance Report 72
Chair’s introduction to
governance 73
Application of the UK Corporate
Governance Code 2018 75
Board leadership and Company
purpose 76
Division of responsibilities 83
Stakeholders 84
External Board performance
review 89
Nomination Committee Report 91
Audit Committee Report 98
Directors’ Remuneration Report 105
Directors’ Remuneration Policy 123
Directors’ Report 132
Statement of Directors’
responsibilities 134
Financial Statements
Independent Auditors’ Report
to the members of SEGRO plc 135
Group Income Statement 142
Group Statement of
Comprehensive Income 142
Balance Sheets 143
Statements of Changes in Equity 144
Cash Flow Statement 146
Notes to the Financial Statements 147
Five-year inancial results 191
Further Information
Further information 192
Shareholder information 193
Glossary of terms 194
The Directors present the Annual
Report for the year ended 31 December
2024, which includes the Strategic
Report, Governance Report and
audited Financial Statements for the
year. References to ‘SEGRO’, the
‘Group’, the ‘Company’, ‘we’ or ‘our’ are
to SEGRO plc and/or its subsidiaries,
or any of them as the context may
require. Pages 105 to 131 inclusive
comprise the Directors’ Remuneration
Report and Directors’ Remuneration
Policy and pages 132 to 133 inclusive
comprise the Directors’ Report. These
have been drawn up and presented
in accordance with English company
law and the liabilities of the Directors,
in connection with these sections,
and shall be subject to the limitations
restrictions provided by such law.
The Annual Report contains
forward-looking statements. For
further information see page 192.
Urban warehouses are located in, or close to,
population centres and business districts
and provide lexible space for many activities.
They are used by a wide variety of businesses
that need rapid access to end customers
and skilled labour. They are generally situated
close to main routes into the city.
Big box warehouses are typically used for
storing and processing goods for regional,
national and international distribution and are
much larger than urban warehouses. They
are often located far from the end customer
but on major transport routes (mainly
motorways and around ports, rail freight
terminals and airports) to allow rapid transit.
Data centres house IT infrastructure
for building, running and delivering
applications and services, including the
Cloud and Artiicial Intelligence. They are
often located close to densely populated
areas and major inancial centres in
clusters known as Availability Zones.
Urban
warehouses
Asset type by value
57%
Big box
warehouses
Asset type by value
33%
Data
centres
Asset type by value
8%
SEGRO.com
For more information on
SEGRO’s activities and
performance please
visit our website:
www.SEGRO.com
Responsible SEGRO
For more information on
Responsible SEGRO
go to page 21
We create the
space that enables
extraordinary
things to happen
Real estate
to support the
digital economy
Supporting the
growth of high-
performing cities
Scan here to see
the video
www.SEGRO.com/
ara24/bigbox
Scan here to see
the video
www.SEGRO.com/
ara24/urban
Scan here to see
the video
www.SEGRO.com/
ara24/datacentres
We are both a creator of exceptional buildings
and an enabler for our stakeholders, particularly
our customers, employees, and local communities,
to achieve extraordinary things. For over 100 years,
we have anticipated and responded to their
evolving priorities, creating a portfolio of high-
quality assets across the UK and Europe.
Striving for the highest standards of innovation,
sustainable business practices and enabling
economic and societal prosperity underpins our
ambition to be the best property company and
is evidenced in both our day-to-day and longer
term decision making.
Our Purpose
See more on our Purpose in action:
pages 8, 29, & 34
Transforming
supply chains
Creating
logistics parks
for the future
Modern, lexible
spaces that meet
the needs of
ambitious cities
An authority on
delivering powered
shell data centres
in Europe
1 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Positioned
for long-term
success
Our simple but eective business model and the
consistent application of our clear strategy have
created a portfolio of irreplaceable pan-European
warehouses and data centres, as well as an
exceptional land bank. They are expertly
managed by our market-leading operating
platform that drives growth and unlocks value.
This is particularly valuable in a sector where
powerful, long-term structural drivers support
demand for our space and limit competition.
We have the potential to more than double
our rental income through proactive asset
management of our existing assets and the
development of our land bank, supported by a
strong balance sheet with plenty of irepower.
About SEGRO
Read more about long-term structural trends,
supporting demand for the spaces we create:
pages 4 to 5
Find our more about our business model
and strategy:
pages 16 to 17
Find out more about Responsible SEGRO:
pages 21 to 28
Our business model
and strategy
We have a compelling investment
proposition and our ongoing
commitment to Responsible
SEGRO ensures we deliver value
for all of our stakeholders.
2.
Acquisitions
6.
Asset
recycling
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Market
analysis
4.
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& customer
management
3.
Development
5.
Portfolio
review
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2 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our investment
proposition
>35
dierent sectors
supported
67%
of our portfolio is in
supply constrained
urban areas
19
oices in
9 countries
£20.3bn
Assets under
Management
£422m
of potential rent
from our land bank
28%
Loan to value ratio
About SEGRO continued
Weighted towards urban
warehousing where there are
signiicant barriers to entry due
to land supply and increasingly
challenging planning regimes.
We are focused on the
industrial sector where there
are long-term structural
trends driving occupier
demand from a diverse
range of business sectors.
One of the most modern and
sustainable pan-European
portfolios focused on the most
attractive European markets.
A balance sheet with modest
leverage and a diverse, long-
duration debt proile that
provides us with plenty of
capacity for investment.
Our teams on the ground in
each market build close
relationships with our customers
and other business partners,
helping us to drive value and
create new opportunities.
Our extensive land bank is a
rare and valuable asset and an
important source of growth,
both in terms of the physical
assets that it allows us to
develop and the rental income
that those buildings generate.
Supportive
structural
trends
Restricted land
availability
limits supply
response
Market-leading
pan-European
operating
platform
Exceptional
land bank for
development
Strong
balance
sheet
Prime portfolio
of existing
assets
3 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
About SEGRO continued
All four of these structural trends
are having a powerful impact on
demand for industrial space, where
two or more of them combine the
eect is even greater.
Long-term
structural trends,
supporting demand
for the spaces
we create
The digital revolution has led to signiicant
changes in consumer behaviours and in the
way people communicate and work. Increased
e-commerce penetration across Europe has
led to retailers needing to adapt distribution
networks to facilitate omni-channel and the
growth of logistics to support pure play
e-commerce. The explosion of data and
adoption of Al is driving expansion of data
centre infrastructure across Europe.
Why SEGRO is well positioned:
– Our portfolio of big box and urban
warehouses provides space for both
fulillment and last-mile distribution.
– We own the largest hub of data centres in
Europe and have a 2.3GW land-enabled
power bank focused on Europe’s core
Availability Zones.
Major cities consistently grow faster than their
home countries, which increases demand for
housing as well as goods and services to
support these larger populations. Warehouses
are key to delivering many of these goods and
services, yet industrial land is increasingly
being used for residential development and
other uses (including data centres).
Why SEGRO is well-positioned:
– Two-thirds of our portfolio is in urban
locations and beneits from this structural
shortage of supply.
– We have an incredibly diverse customer
base, many of them providing value-add
goods and services.
– Our urban customers need to be located
close to city centres for rapid access to their
end customers and skilled labour.
Learn more about how the spaces we
create enhance local communities and protect
the environment:
page 29
Learn more about the extraordinary things our
customers do in the spaces we create:
page 34
Source: ONSSource: Euromonitor
19%
e-commerce penetration
across our markets by 2028,
a 16% increase from 2024
16%
expected increase in London’s
population over the next 20 years
1
Digitalisation
2
Urbanisation
4 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
About SEGRO continued
Eicient and reliable distribution networks
and supply chains are of vital importance for
successful, modern businesses. They allow
them to deliver superior customer service,
create cost eiciencies and build in resilience;
and require modern warehousing in the
right locations.
Why SEGRO is well-positioned:
– We manage one of the largest and most
modern warehouse portfolios in Europe,
with big box warehouses located along key
transportation routes and in major logistics
hubs, as well as urban warehouses in
major cities.
– Our focus on logistics parks and the
provision of key infrastructure, such as
strategic rail freight interchanges, attracts the
most ambitious and innovative businesses.
Businesses are increasingly focusing on the
impact of their operations on the environment
and the buildings that they occupy play an
important part in this. Our customers are
looking to minimise their own carbon footprints
and reduce their overall occupancy costs.
Buildings need to be sustainable in the long
term and use natural resources eiciently.
Why SEGRO is well-positioned:
– Our Mandatory Sustainability Policy ensures
that we build to the highest sustainability
standards.
– 76 per cent of SEGRO’s portfolio has an EPC
rating of ‘B’ or better and we have an active
programme to upgrade older assets when
the opportunity arises.
– We added a record level of solar to our
rooftops during 2024, taking our installed
capacity to 123 MW.
Source: European Central Bank: Global production and supply chain risks:
insights from a survey of leading companies 4 Source: CBRE European Logistics Occupier Survey 2024
64%
of logistics occupiers are planning
to be net-zero across their property
footprint by 2030
42%
of European irms have nearshored,
friendshored or diversiied production
in the past ive years
3
Supply chain
optimisation
4
Sustainability
5 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our portfolio is located in densely populated
and supply-constrained cities, as well as key
transportation corridors and logistics hubs across
eight European countries.
The composition of our portfolio has been driven
by a deep understanding of our customers’
needs, as well as our in-depth analysis of key
regional characteristics, such as population
density and infrastructure networks. Our teams
on the ground in each of our key regions
supplement their local knowledge with data
driven insights from our Location Assessments,
which draw upon millions of data points across
an ever-evolving European market.
Our buildings are used by a diverse
customer base, many of whom we
work with across Europe.
Our top 20 customers
A diverse customer base including 1,369
businesses from >35 dierent sub-sectors
Geographical split by value (SEGRO share)
A strategically
located portfolio
About SEGRO continued
Urban
ware-
house
Big box
ware-
house
Data
centre
1 Amazon
2 Deutsche Post DHL
3 Virtus
4 Royal Mail Group
5 Fedex
6 Worldwide Flight
Services
7 GXO
8 British Airways
9 Global Technical
Realty
10 Equinix
11 Maersk
12 CEVA
13 Tesco Group
14 La Poste (DPD)
15 Iron Mountain
16 Evri
17 DP World
18 Ocado
19 Swissport
20 SDA
Transport and logistics 23%
Retail (physical, online and hybrid) 18%
Food and general manufacturing 15%
Technology, media and telecoms 11%
Post and parcel delivery 10%
Wholesale distribution 9%
Services and utilities 7%
Other 7%
1 UK 65%
2 France 11%
3 Germany 10%
4 Italy 5%
5 Poland 4%
6 Netherlands 2%
7 Spain 2%
8 Czech Republic 1%
1.
2.
3.
4.
5.
6.
7.
8.
Located in Europe’s most attractive,
supply-constrained markets
6 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
A strong operating performance and excellent
progress with our Responsible SEGRO targets.
Solar capacity
123MW
2023: 59 MW
Employee volunteering days
700
2023: 707
Average embodied
carbon intensity
318 kgCO
2
e/sq m
2023: 331 kgCO
2
e/sq m
Uplift from rent
reviews and renewals
34%
2023: 31%
Development completions
374,700 sq m
2023: 625,700 sq m
Customer satisfaction
86%
2023: 88%
Investment into
portfolio
£925m
2023: £931m
New headline rent
contracted
£91m
2023: £88m
‘Your Say’
engagement score
86%
2023: 89%
Delivering value
for all of our
stakeholders
About SEGRO continued
7 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Creating
extraordinary
spaces across
our portfolio
We challenge ourselves to pursue excellence
in every aspect of our business. This ensures
that we think creatively, innovate, explore new
ways to serve our customers, challenge market
norms, and strive to stay one step ahead of
the competition.
In this year’s Annual Report & Accounts we
have highlighted three assets, one from each
of our portfolio segments (urban, big box and
data centres), and explore how these spaces
that we have created are enabling extraordinary
things to happen.
Our Purpose in action
Learn more about how the extraordinary things
our customers are doing on these estates on:
page 34
Learn more about how these assets are
enabling extraordinary things for all our
stakeholders on:
page 29
Sustainable growth, thriving economies, and
meeting the needs of growing populations rely on
optimised and eicient supply chains.
SEGRO’s development-led approach enables
delivery of sustainable, lexible warehouse space
for our diverse range of customers and critical
infrastructure to help move goods eiciently.
SEGRO Logistics Park East Midlands Gateway
(‘SLPEMG’) is a 700-acre site which was
transformed, with zero waste to landill, into
a logistics park for the future. Connected by a
Strategic Rail Freight Interchange, SLPEMG enables
11 customers and 7,000 workers to move millions
of goods and parcels.
The on-site rail terminal, operated by Maritime,
transports goods across the UK, linked by rail to
other strategic rail freight interchanges and major
UK ports such as Southampton, Felixstowe, London
Gateway and the Channel Tunnel. Every tonne of
freight transported by rail emits 76 per cent less
carbon compared to road haulage.
Transforming
supply chains
Logistics parks
of the future
Scan here to see the video
www.SEGRO.com/ara24/bigbox
8 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our Purpose in action continued
The rapidly advancing digital economy is driving
innovation and global connectivity, with data
centres serving as the essential backbone for digital
services, including websites, apps, cloud
computing, business operations and increasingly
Artiicial Intelligence.
SEGRO is a leading enabler of this critical
infrastructure with over 20 years’ experience
delivering powered shell warehouses on the
Slough Trading Estate.
The Trading Estate is now home to 31 data centres
(including one under construction), with a headline
rent of £55m (8 per cent of the Group), and is
Europe’s largest cluster of data centres. Proximity,
Power and Planning are the key elements of a
successful data centre development strategy and
the Trading Estate has all three of these, with the
Simpliied Planning Zone creating a signiicant
competitive advantage. SEGRO is well placed to
continue unlocking the data centre potential that
we have in Slough as well as in other key
Availability Zones across Europe, with our 2.3GW
land-enabled power bank.
Growing European cities increase demand for
goods and services as well as employment.
SEGRO is a leading owner and developer of
modern, sustainable urban warehouse space,
located on the edge of some of Europe’s largest
cities. Our spaces are carefully designed to help
enhance our customers’ performance and deliver
tangible value for the communities in which they
are located.
SEGRO Park Berlin Airport epitomises this
approach. Located near Berlin Brandenburg
Airport, we created a park comprising a mix of light
industrial and logistics warehouses, ranging from
500 to 17,000 sq m. The park incorporates
sustainable building practices such as photovoltaic
systems and market-leading DGNB (German
Sustainable Building Council) certiication. It is now
home to 77 customers and a greater than 2,000
strong workforce serving Berlin and beyond.
Real estate to support
the digital economy
Supporting the growth
of high-performing cities
An authority on delivering
powered shell data centres
in Europe
Modern, lexible spaces
that meet the needs of
ambitious cities
Scan here to see the video
www.SEGRO.com/ara24/urban
Scan here to see the video
www.SEGRO.com/ara24/datacentres
9 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Responsible SEGRO lies at the
heart of our strategy. It focuses
on three priorities which we
have identiied as enabling us
to make the greatest business,
environmental and social
contribution.
Our simple but eective
business model, combined
with our clear and consistent
strategy, supported by our
strong culture and Values, are
key to our ambition of becoming
the best property company.
Performance
review
Strategic Report
Our business performed well
during 2024, delivering growth
through both the existing
portfolio and our development
programme.
Responsible
SEGRO
Our strategy and
business model
In this section we review SEGRO’s
performance during 2024 and discuss its
future prospects. We also show how our
business model creates value for all of our
stakeholders, how our strategy drives our
performance and how our responsibility
that goes beyond the space we own
continues to dierentiate us.
Chief Executive’s statement 11
Our business model and strategy 16
Our stakeholders 18
Responsible SEGRO 21
Key performance indicators 30
Performance review 35
Regional updates 43
Financial review 44
Managing risks 50
Viability statement 61
Non-inancial information and
sustainability information statement 62
Streamlined energy and
carbon reporting 63
Climate-related inancial disclosures 64
Find out more about
Responsible SEGRO:
page 21
Find out more about
our strategy:
page 16
Find out more about our
performance in 2024:
page 35
10 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chief
Executive’s
statement
SEGRO has performed well during 2024.
Our prime portfolio of modern, sustainable
warehouses and data centres, located in the
most attractive and supply-constrained markets
and managed by our market-leading operating
platform, has continued to deliver growth.
We have increased the level of contracted rent
signed and delivered strong operating metrics,
despite the macroeconomic and geopolitical
conditions which impacted wider business
conidence during parts of 2024. This has been
possible due to the application of our clear
strategy to drive performance from our existing
portfolio, allocate capital into the most proitable
development and acquisition opportunities, and
maintain an appropriate and eicient capital
structure. This consistent strategy has ensured
that our business is well-placed to take advantage
of an inlection point in occupier markets.
We are pleased to report a 5.5 per cent increase
in Adjusted earnings per share and we are
therefore recommending a 5.4 per cent increase
in the total distribution to our shareholders to
29.3 pence for 2024 (2023: 27.8 pence) through
payment of a 20.2 pence per share inal dividend.
Highlights of the year included:
– £91 million of new headline rent contracted,
including £38 million from rent reviews,
renewals and indexation in the existing portfolio
as we continue to successfully capture the
reversion embedded within it. Lease events in
the UK delivered a record 43 per cent average
rental uplift from reviews and renewals.
– Development completions equating to
£37 million of potential headline rent, of which
84 per cent has been secured, expected to
deliver a yield on cost of 6.9 per cent. 97 per cent
of these projects have been, or are expected
to be, certiied at least BREEAM ‘Excellent’
(or local equivalent).
– Leveraging our local knowledge and strong
relationships to acquire £431 million of
highly-reversionary assets in core markets
with strong growth potential, and recycle
£896 million of assets and land which oered
less attractive risk-adjusted returns.
– Proactive work to source power connections
and prepare land to support future data centre
development with an increase in our power
bank opportunities to 2.3GW.
– Continued progress in addressing our carbon
footprint. In particular, we reduced the average
embodied carbon intensity of our development
programme by 4 per cent and doubled our
installed solar PV capacity to 123MW.
– Almost 1,000 volunteering days delivered
from projects associated with our Community
Investment Plans (we now have 14 following
the addition of plans in Italy and Spain).
– £907 million equity raise in February 2024
which provided us signiicant irepower to
invest in proitable growth opportunities in
2024 and as we head into 2025.
Scan here to see
the video
www.SEGRO.com/
ara24/David-Sleath
David Sleath
Chief Executive
1 Proportionally consolidated igures and metrics: SEGRO
owns assets both wholly itself and through stakes in
50-50 joint ventures. In the Financial Statements, the
proit from joint ventures is stated as a single igure in
the Income Statement and the net asset value of joint
ventures is stated as a single equity igure on the Balance
Sheet; Note 7 to the Financial Statements provides the
component parts of these igures. In operational terms,
SEGRO does not distinguish between assets held in joint
ventures from those assets which are wholly-owned.
Therefore, unless speciically stated, in the Strategic
Report, performance metrics and inancial igures are
stated relecting SEGRO’s wholly-owned assets and its
share of joint venture assets (known commonly as a
‘proportionally consolidated’ basis). Where the Strategic
Report refers to the area of a property, it is stated at 100
per cent of the space, irrespective of whether the
property is wholly-owned or held in a joint venture.
2 EPRA and Adjusted metrics: The Financial Statements are
prepared under IFRS. SEGRO management monitors a
number of adjusted performance indicators in assessing
and managing the performance of the business which
they believe relect the underlying recurring performance
of the property rental business which is the Group’s core
operating activity. These include those deined by EPRA as
part of their mission to establish consistency of calculation
across the European listed real estate sector. Pages 162 to
163 contain more information about the adjustments and
the reconciliation of these to IFRS equivalents. SEGRO
discloses EPRA alternative metrics on pages 184 to 190.
Adjusted NAV per share is in line with EPRA NTA.
3 Percentage valuation movement during the period
based on the dierence between opening and closing
valuations for all properties including buildings under
construction and land, adjusting for capital expenditure,
acquisitions and disposals. More details are provided on
page 35 and Table 3 in the Supplementary Notes.
Financial highlights
1
Adjusted proit
2
before tax
£470m +14.9%
2023: £409m
Adjusted earnings per share
2
34.5p +5.5%
2023: 32.7p
Adjusted NAV per share
2
907p
2023: 907p
Portfolio value
3
£17.8bn +1.1%
2023: £17.8bn
IFRS proit before tax
£636m
2023: £263m loss before tax
IFRS earnings per share
44.7p
2023: (20.7)p
IFRS NAV per share (diluted)
889p
2023: 886p
Loan to value ratio
28%
2023: 34%
11 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
A bird’s eye view of 2024
Occupier markets remain in balance
and are reaching an inlection point
Two-thirds of our portfolio is located in Europe’s
largest, fastest growing and most densely
populated cities. Our urban warehouse portfolio
attracts a highly diverse customer base which
provide value-add goods and services and which
need to be within easy reach of their customers
and skilled employees. These dynamic
businesses tend to have greater pricing power,
making them less sensitive to short-term
macroeconomic factors and more focused
on harnessing growth.
We experienced good levels of occupier demand
during 2024, particularly in the inal part of the
year. As a result we added new customers in
fast-growing sectors such as robotics and
pharmaceuticals, and saw existing customers
move into larger premises to meet their growth
ambitions or into our refurbished and newly
developed space to suit their wider business
priorities, not least meeting their sustainability
ambitions. Our German urban portfolio
performed particularly well, with strong demand
for our newly developed space in and around
some of Germany’s largest cities. Customers
located in our UK urban markets have been
discerning around their real estate decision
making over the past 12 months. Many of them
are very location sensitive so have renewed
leases on their existing space, whilst others have
been expanding. A small number, often lower
margin businesses or those who can be more
lexible around location, have opted to move out
to lower cost more secondary markets but this
remains limited.
The supply situation in most of our urban
environments remains tight, meaning that rental
values continue to rise at more sustainable levels
than we saw during the pandemic. Land in
major European cities remains in short supply
and is shrinking, not least as a result of planning
regimes which often favour alternative
property types, most notably residential, and
green belt land remains very diicult to unlock.
This has capped the delivery of new speculatively
built space, which has helped to keep supply of
new space in our chosen sub-markets in-check.
The other one-third of our portfolio is big box
warehouses, located in key logistics hubs and
along major transportation routes, the most
strategic locations for customers looking to
optimise their supply chains and improve
distribution networks. The pandemic years
resulted in exceptional demand for this type of
space. We were always mindful that the levels
of demand seen during this period were likely to
be unsustainable and recent macroeconomic
and geopolitical conditions have accelerated the
normalisation, resulting in lower pre-let leasing
volumes during 2024. Despite this, data released
recently by Savills indicates that European big
box take-up was 4 per cent higher than the
pre-pandemic period of 2015–2019.
Supply of big box logistics product continued to
gradually increase into the irst half of 2024 as an
elevated amount of new speculatively built space
was delivered. This response was stronger in
some markets than others: market vacancy rates
have increased more in the UK and Poland than
in France and Germany, for example, but they
remain below historical averages. Lower levels of
new construction starts over the past 18 months
have meant that additional supply is now being
absorbed and vacancy rates have likely peaked
across most of our markets. Accordingly, the
supply-demand outlook appears set to
strengthen from here.
Across both our urban and big box markets, our
conversations with customers tell us that they are
continuing to focus on adapting their businesses
for increased levels of e-commerce penetration,
optimising their supply chains (manufacturers
were the largest takers of space in Europe during
2024) and improving the carbon footprint of their
businesses. These structural drivers remain
important and should result in an acceleration
of occupier activity, particularly as business
conidence improves in response to evolving
macroeconomic conditions and greater
political certainty.
Indeed, during the last months of 2024 we saw
a pick-up in enquiry levels for both our urban and
big box space across all of our markets. Heading
into 2025 we therefore have a number of advanced
conversations for lettings on existing space and
for pre-lets.
As a result of these dynamics, we saw continued
rental growth for prime industrial space at rates
similar to sustainable, pre-pandemic levels, and
we expect this to strengthen as occupier
demand accelerates.
Standing portfolio driving performance,
land bank primed and ready to respond to
pick up in occupier demand
Our focus on Operational excellence has been
key to unlocking the reversionary potential within
our portfolio, most of which sits within our UK
assets. Our prime portfolio and our active
approach to managing our estates and working
with our customers has helped us capture a 43
per cent uplift on rent reviews and renewals in the
UK (34 per cent across the Group) whilst
maintaining high levels of retention.
We have continued to take back older, urban
space when the opportunity arises to refurbish
and redevelop, helping to ensure that our
portfolio meets the highest standards, including
sustainability credentials, which are increasingly
important to occupiers. This, combined with the
completion of some speculative schemes that
we started at the peak of the market, has meant
that occupancy has reduced to 94 per cent
(2023: 95 per cent), at the lower end of our target
94 to 96 per cent range. Around half of this is
within our London portfolio, where we have
the most opportunities for such repositioning.
We are inding that when we return this newly
refurbished space to market, we are capturing
signiicant rental uplifts and letting the space
faster, showing that this asset management
activity is creating value.
Chief Executive’s statement continued
External factors that impact our business
Our business is aected by both cyclical factors
and structural trends. These impact both our
occupier markets and the demand for industrial
and logistics assets in investment markets. In
the ‘Bird’s Eye View’ section of our CEO
statement we explain what they meant for our
business during 2024 and give some thoughts
on how they will shape it going forward.
Cyclical factors
– Macroeconomic environment
– Interest rate cycle
– Competitive supply
Structural drivers (see pages 4 to 5)
– Digitalisation of our economies
– Urbanisation
– Supply chain optimisation
– Sustainability
12 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
We generally choose to develop our big box
schemes on a pre-let basis to limit development
risk, so reduced pre-let volumes across the
market in 2024 have resulted in a lower level of
development completions, development spend
and new projects than we have seen in recent
years. We recently commenced a speculative big
box scheme in Dortmund based on the shortage
of supply in that region and the encouraging level
of enquiries that we are seeing, and, based on the
conversations we are having with occupiers in
other markets, we expect to see development
volumes pick up as the year progresses. We have
continued to progress our speculative urban
schemes in markets where occupier demand has
been more buoyant, for example in German urban
markets such as Berlin, Cologne and Düsseldorf.
Our development teams have also been working
hard on preparing future schemes, including
progressing large-scale infrastructure works at
our big box developments in Northampton and
Radlett. We are also actively progressing the data
centre opportunity within our portfolio, working
to secure planning and power for the more
than 2.3GW of opportunities that we have
identiied across Europe – the approval of the
Simpliied Planning Zone on the Slough Trading
Estate, with its expanded parameters, will provide
a signiicant competitive advantage in the
delivery of several projects.
Liquidity in investment markets has improved
and asset values appear to have stabilised
Inlation falling back towards central bank targets
and initial interest rate cuts helped liquidity return
to investment markets during 2024 and there
continues to be good investor appetite for
industrial and logistics assets.
This has led to higher investment volumes and
has helped yields to stabilise. Prime yields in
the UK were lat during 2024 (CBRE prime yield
remained at 5.25 per cent throughout the year)
and although there was some small further
outward yield shift in certain European markets
in the irst six months of the year, most markets
were stable in the second half of the year. (CBRE
prime yield France +15 basis points and Germany
+10 basis points, all in the irst six months of 2024).
Finance costs remain elevated which means
most debt-backed buyers have been active in
the higher yielding end of the market. This has
resulted in less capital chasing lower yielding,
prime assets. Investors have been selective,
focusing on assets in the best locations with
the highest sustainability credentials and where
there is reversionary potential that can be
captured quickly.
The outlook for yield and asset valuations is
notoriously hard to forecast. The recent ‘higher
rates for longer’ narrative has so far not had a
discernible impact on investment market liquidity.
However, as active portfolio managers, we do not
rely on yield compression but aim to create value
across the property cycle through asset and
portfolio management and driving rental growth.
Allocating our capital into the opportunities
with the most attractive risk-adjusted returns
We remained disciplined in our allocation of
capital during 2024. Although quieter pre-let
markets across Europe resulted in lower
investment into development than anticipated,
we took advantage of investment market
conditions and attractive pricing to acquire assets
in our core markets which oer potential for
strong mid-term returns.
Our investment teams used their local market
knowledge and strong relationships to identify
opportunities to acquire high-quality assets in
prime markets, where we have less land (and
therefore less development opportunity), which
complement our existing portfolio and oer
strong rental growth potential.
We were also agile in our recycling of capital,
completing almost £900 million of disposals.
Around half of these were sales of assets and
land where we had identiied special or motivated
purchasers, crystallising very attractive proits
versus book value. We also sold other assets that
we had identiied during our annual asset review
process as having weaker future returns potential.
Chief Executive’s statement continued
During the year, we made an all-share oer to
acquire Tritax Eurobox plc, an externally managed
REIT with a portfolio of high-quality big box
warehouses in Continental Europe, whose
shares had consistently traded at a signiicant
discount to its net asset value. Although we were
unsuccessful in buying the company due to a
rival, higher, oer, we instead negotiated a
transaction with the eventual purchaser on
behalf of our joint venture, SELP, for six assets
in Germany and the Netherlands, exchanging
contracts in January 2025 and we expect to
complete on this transaction later in the irst
quarter. This is the part of the portfolio over which
we had the most conviction and our decision not
to counterbid relects our determination to
maintain capital discipline.
Balance sheet remains strong with plenty
of irepower
Our balance sheet is in great shape, with
moderate leverage and limited near-term
reinancing requirements. In the past six months,
we have taken advantage of liquidity in debt
capital markets to issue an eight-year €500 million
Eurobond from SEGRO and a seven-year
Eurobond from SELP at coupons of 3.5 and
3.75 per cent, respectively, which have extended
our average debt maturities and had only a
modest impact on our 2.5 per cent weighted
average cost of debt.
We raised £907 million through an equity placing
in February 2024, to deploy into the most
attractive development and investment
opportunities as activity in occupier markets
picks up. This, alongside the proceeds of
disposals, provides us with signiicant irepower
for continued investment.
Recent acquisitions, deliberate portfolio
management and our ongoing development
pipeline have allowed us to achieve critical mass
in most of our markets, which means we will be
able to deliver increased operational leverage as
we grow our business. We have also been
investing in developing our digital capabilities to
drive cost eiciency and create a more scalable,
technology-enabled platform.
Signiicant value creation opportunity
in data centres
One area that continues to grow regardless of the
macroeconomic environment is the data centre
sector, which is being driven by the exponential
growth in demand for data as consumers
digitalise their day-to-day lives, and companies
increasingly use data to drive their businesses
and move to cloud-based technology solutions.
The growth of generative artiicial intelligence is
also seeing very signiicant investment into data
centres by so-called ‘hyperscalers’.
Demand for data centres comes from two
main sources:
– Cloud: businesses are increasingly transitioning
their IT infrastructure to data centres, ideally
with low latency, enabling applications for end
user businesses and consumers to be run
remotely instead of running software and
storing data locally. This demand is typically
focused on Availability Zones.
– Artiicial Intelligence: this is expected to drive
signiicant growth. Many of the large hyperscalers
(such as Amazon Web Services, Microsoft and
Google) have announced signiicant investment
into their European data centre capacity over
recent months. The ‘inference’ (user-interface)
element of this demand is likely to focus on key
Availability Zones but the ‘generative’ (machine-
learning) element can happen in more remote
locations where power is more readily available.
Supply of new data centres is limited by a lack
of power infrastructure, a shortage of land and
restrictive planning permissions in key Availability
Zones across Europe – which in turn is driving
strong rental growth and high land values.
We have chosen to focus our data centre
investment on key Availability Zones, close to
major urban conurbations and aligned with our
existing urban footprint, which means that we are
positioned to beneit from both growth in the
Cloud as well as the ‘inference’ elements of AI
that require close proximity to end users. It also
means we retain maximum lexibility in this
fast-evolving space.
13 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chief Executive’s statement continued
We have been active in this market for over 20
years, mainly providing powered shells to some
of the world’s largest data centre operators. Our
existing data centre portfolio (including projects
under development) currently represents over
0.5GW of capacity and the rental income equates
to 8 per cent of our headline rent. Today, the vast
majority of this installed capacity is on SEGRO’s
Slough Trading Estate which we believe to be the
largest hub of data centres in Europe. We have
used the knowledge and expertise, and customer
relationships developed through the creation of
this cluster to identify similar opportunities across
our portfolio where we have secured, or believe
we can secure, planning and power.
The total opportunity set or ‘power bank’ on sites
we own where we have, or believe, we can secure
power equates to 2.3GW of potential capacity,
including the 0.5GW in respect of existing data
centres which are operational or under
construction. We expect to add to this over time
as our teams work hard to secure the necessary
power and planning permissions. The Simpliied
Planning Zone status of the Slough Trading
Estate already provides a signiicant competitive
advantage in respect of planning on several of
these sites.
As we already mentioned, our preferred data
centre model to date has been to develop pre-let
powered shells: we provide the real estate and
arrange, with our partners, the power capacity
and our customers it out and operate or
sub-lease the space themselves. All of our
lettings have been to co-locators so far, but we
are having active conversations with hyperscalers
for some of our larger sites.
We expect this approach will continue to be
used for certain opportunities within our
pipeline. However, as the data centre market
and our own opportunity set has evolved and
grown, we see signiicant potential to create
value through developing fully-itted data
centres, initially working alongside partners
who will provide the operational expertise.
As always we will take a disciplined approach to
our capital allocation choices, seeking to deliver
the most attractive risk-adjusted returns on
every opportunity.
During 2024, we sold a land holding in
Continental Europe where we had obtained
planning permission and secured a large
allocation of power, in a location not aligned with
our view of the core Availability Zones. We were
able to crystallise a signiicant proit on cost,
whilst taking no development risk. We also
realised an attractive 100 per cent proit on
development cost from the sale, to an occupier,
of two long-leased data centres in Slough with
limited medium-term growth potential. We also
invested in expanding our pipeline of opportunities
by securing and progressing additional power
connections across Europe.
Committed to creating value for all
of our stakeholders
Our Responsible SEGRO ambitions remain
embedded in the way we do business, and we
continue to work hard towards achieving the
challenging targets that we have set ourselves.
We remain committed to our low-carbon growth
goal: reducing the embodied carbon in our
development programme, improving the energy
eiciency of our buildings and increasing the
solar capacity of our portfolio. During 2024 we
maintained the improvements in the carbon
intensity of our standing assets and reduced the
average embodied carbon intensity of our
development programme to 318 kgCO
2
e/sq m
(a reduction of 4 per cent versus our new 2023
baseline). We also more than doubled our installed
solar capacity to 123MW by installing photovoltaic
arrays on existing buildings as well as new
developments, and have launched a new Energy
Strategy to encourage consistency across the
Group and ensure that we can provide the power
our customers increasingly need. Recognising
that this is a fast-evolving area, we have updated
our carbon reduction targets based on the latest
guidance, introducing a new long-term science-
based target to be net-zero by 2050.
1 SEGRO Logistics Centre Elancourt
Politzer
2 Yusen Logistics, SEGRO Logistics
Park Northampton
1
2
14 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
We have strong
conviction in the
enduring nature of
the structural trends
supporting demand
for our space –
digitalisation,
urbanisation, supply
chain optimisation and
sustainability – and take
conidence from the
recent pick up in
sentiment.”
David Sleath,
Chief Executive Oicer
Our Community Investment Plans (CIPs) continue
to grow in number and size, and during 2024 we
launched schemes in Italy and Spain, taking the
number of plans to 14, with community projects
in 21 regions, cities and towns across our
portfolio. Our employees, customers, suppliers
and other stakeholders worked together to
deliver almost 1,000 volunteering days in our
local communities. The impact of our CIPs on the
communities near our assets is signiicant and
they embed our buildings as local centres of
economic success, helping to create employment
opportunities for local people and improving the
environment and local amenities for local
residents. This focus on sharing the long-term
beneits of our estates with our local communities
positions us as a preferred partner for local
authorities and is instrumental in creating future
opportunities, demonstrated by the successful
renewal of the Simpliied Planning Zone in Slough.
Our people are vital to our ongoing success and
Nurturing talent therefore remains a key area of
focus. During 2024 we completed the reshaping
of our leadership team and continued to invest in
the development of our employees. Within our
hiring, at these senior levels and across the
broader organisation, we have been deliberate in
creating a diverse talent pool and this has helped
us make progress against both of our diversity
goals, increasing the number of women and
ethnic minorities in senior leadership roles by
3 per cent and 1 per cent respectively. We also
introduced a range of new family-friendly policies.
Positioning our business for long-term success
The continued growth and strong operational
results produced by our business during 2024,
despite the macro environment, has shown that
our strategy to focus on the most demand-resilient
and supply-constrained markets can deliver
consistent results throughout the property cycle.
During the peak of the market, which was
ampliied by the pandemic, occupier and
investor demand was exceptionally strong for
industrial and logistics, fuelled by a very low
interest rate environment which meant that
returns were signiicantly driven by yield
compression and elevated levels of development.
The current environment is more ‘normal’, so
we are focused on executing our long-held
strategy to extract the best returns from our
existing portfolio and opportunities in our control.
We believe that the quality of our portfolio, and
the strength of our operating platform – with its
signiicant market experience, local knowledge
and strong stakeholder relationships – will
deliver stronger risk-adjusted returns than the
wider market.
This platform, and the people within it, have
been vital to our ability to get deals done, create
new opportunities and deliver growth for our
stakeholders this year and I would like to thank
everyone at SEGRO for their hard work and
contributions to our performance during 2024. I am
proud of what we have achieved, facing challenges
head on and constantly innovating to ind new ways
of getting things done, while keeping one eye on
the horizon and ensuring that our business is ready
to take advantage of the opportunities that present
themselves over the coming years. It is this
dedication and focus, that will ensure we continue
to deliver on our Purpose of creating the space
that enables extraordinary things to happen.
Outlook
We enter 2025 with conidence in SEGRO’s
prospects for further growth. Our portfolio is
of irreplicable quality, having been purposefully
curated over the past 15 years. Two-thirds of it
is located in Europe’s largest cities, with the
remaining one-third strategically located near
logistics hubs and along key transportation
corridors. Our chosen markets have a shortage
of modern, sustainable space with low land
availability and restrictive planning policies
limiting the supply of competing space.
We have strong conviction that demand for our
space will continue to be supported by powerful,
enduring structural trends: data and digitalisation,
urbanisation, supply chain optimisation and
sustainability. Sentiment in occupier markets is
improving and we saw a pick up in occupier activity
during the inal months of the year, as evidenced
by our strong leasing activity in the last quarter.
This momentum has carried into the early weeks
of 2025, and we take conidence from the
positive conversations we are having with our
customers across all of our markets.
Our portfolio is full of current and future
opportunity. We have the potential to:
– secure £173 million of additional rental income
from our standing portfolio through capturing
the existing rent reversion (£118 million) and
leasing vacant space (£55 million);
– deliver £422 million of new rent from
development on our exceptional land bank
located in the most attractive markets, with a
proitable yield on cost of 7 to 8 per cent; and,
– continue delivering compounding annual
rental growth on our portfolio in line with our
long-standing guidance of 2 to 6 per cent per
annum, thus growing rents faster than inlation.
Our track record in creating Europe’s largest hub
of data centres in Slough, with over 0.5GW of
capacity either operational or under construction,
has helped us to develop strong relationships
with global data centre players, which provide us
with unique insights into this exciting, high-
growth opportunity.
We have built a landbank with exceptional access
to 2.3GW of potential power in Europe’s key
Availability Zones. As well as building powered
shells, we recognise the potential to create
signiicant additional value from the development
of fully-itted data centres in select locations, with
projects currently under active consideration.
Our business is therefore well-placed for
further attractive, compounding growth in
earnings and dividends in the years ahead, with
signiicant additional value upside from our data
centre pipeline.
David Sleath
Chief Executive
Chief Executive’s statement continued
See more on our strategy on:
page 16
Read more about our risk management:
page 50
Find out more about Responsible SEGRO:
page 21
15 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our business model and strategy
A deep understanding of our customers’
needs and the markets in which we operate
lies at the heart of how we do business.
Our strategy drives our day-to-day decision
making as well as our long-term thinking.
The direction provided by it, supported by
our strong culture, helps us deliver on our
Purpose and create long-term value for all
our stakeholders.
Responsible SEGRO lies at the heart of
our strategy because it is woven through
everything we do, from the asset
management of our portfolio to the
planning and execution of our development
programme to how we treat our people.
1. Market analysis
We consider long-term trends and our customers’
needs when deciding where and what to invest in.
2. Acquisitions
We buy assets and land in key strategic markets and
source opportunities o-market where possible.
3. Development
We build prime, lexible, sustainable warehouses
in key locations.
4. Active asset & customer management
We aim to deliver outstanding customer service
and actively manage our assets to strike a balance
between occupancy and rental growth. We look
for opportunities to create further value through
refurbishment, redevelopment and repositioning
of our assets (including potential alternative uses).
5. Portfolio review
We undertake a detailed analysis of our portfolio
every year to ensure we understand the risk-return
proile of every asset.
6. Asset recycling
We dispose of assets where we have optimised
returns or see better uses of capital.
What we do to enable extraordinary things to happen
Our business model
What we need to enable extraordinary
things to happen
Our Purpose
We create the space that enables extraordinary
things to happen. We are both a creator of
exceptional buildings and an enabler for our
stakeholders, particularly our customers,
employees and local communities, to achieve
extraordinary things.
Our ambition
To be the best property company includes:
driving long-term outperformance from our
portfolio; delivering outstanding customer
service; providing our employees with rewarding
and fulilling careers; and continually challenging
ourselves to innovate and keep one step ahead
of the competition in everything that we do.
Ultimately, we want to be the partner of choice
for all of our stakeholders.
Our culture and Values
We have a special company culture that
permeates throughout SEGRO based upon
a care for our stakeholders and each other, and
we have a mutual desire to create a successful
business that we are proud of.
Our Values and Purpose, co-created with input
from the entire workforce, have stood the test of
time and underpin everything that we do.
They are our core beliefs that guide our decision
making, large and small and inform the ways in
which we work together to make things happen:
– Say it like it is
– Stand side by side
– If the door is closed…
– Keep one eye on the horizon
– Does it make the boat go faster?
Delivering
long-term
success
Find out more about our Values:
page 28
Read How the Board manages and
monitors our Purpose and Culture:
page 81
Click the link to see our video on
what SEGRO Values mean for employees:
https://www.SEGRO.com/responsible-
SEGRO/reports-downloads
2.
Acquisitions
6.
Asset
recycling
1.
Market
analysis
4.
Active asset
& customer
management
3.
Development
5.
Portfolio
review
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16 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our business model and strategy continued
Embedded in the way that we manage our
business day-to-day are our Responsible SEGRO
strategic priorities. They inluence the way we
manage our portfolio, how we create new space,
and the investments that we make into our
business to make sure that it is it for the future.
2024 outcomes
– Good progress against our carbon commitments
and the establishment of new near and long-term
science-based carbon reduction targets.
– Tangible outcomes from our Community
Investment Plans that are changing lives in our
local communities: 10,289 young people inspired
about the world of work, 1,197 unemployed
individuals supported through employability
training (349 of whom found work as a result).
– Good progress with our diversity targets and
a new personal development process that
incorporates the ‘How’ as well as the ‘What’
to help embed our Values and Behaviours.
Relevant risks
4 Health and safety
5
Environmental sustainability
and climate change
9 People and talent
Using our in-depth knowledge of our customers
and the trends impacting their businesses, to pick
markets and assets that create the right portfolio
shape, actively manage its composition and
adapt our capital deployment according to our
assessment of the property cycle.
Leveraging our operating platform to optimise
performance through dedicated customer
service, expert asset management, development
and operational eiciency.
Underpinning the property level returns from our
portfolio with a lean overhead structure, the best
technology-enabled processes and an eicient
capital structure and appropriate inancial
leverage.
2024 outcomes
– Further investment into the most proitable
growth opportunities within our existing footprint.
– Our teams leveraged their local knowledge
and strong relationships to acquire prime
assets in attractive markets with strong rental
growth potential.
– Well-executed disposals to release capital to
invest into opportunities with higher risk-
adjusted returns.
2024 outcomes
– Providing excellent customer service.
– Capturing the signiicant reversionary potential
in the portfolio at lease events, yet maintaining
high levels of customer retention.
– Successful execution of our development
programme.
– Delivering rental growth across our markets.
2024 outcomes
– £1.5 billion of new equity and debt inancing to
provide irepower for further proitable growth.
– Continuation of our digital transformation
programme, including the delivery of key
projects to provide our teams with better
insights and improve process eiciency.
Relevant risks
1 Macroeconomic impact on market cycle
2 Portfolio strategy and execution
3 Major event/business disruption
6 Development and construction execution
8 Legal, political and regulatory
Relevant risks
2 Portfolio strategy and execution
3 Major event/business disruption
4 Health and safety
6 Development and construction execution
8 Legal, political and regulatory
9 People and talent
10 Operational delivery
Relevant risks
1 Macroeconomic impact on market cycle
2 Portfolio strategy and execution
7 Financing strategy
8 Legal, political and regulatory
9 People and talent
10 Operational delivery
Responsible SEGRO Disciplined capital allocation Operational excellence Eicient capital & corporate structure
Our strategyOur sustainable approach
Find out more about Responsible SEGRO
page 21
Find out more on Disciplined capital
allocation in the Performance review
page 37
Read more on Operational excellence
in the Performance review
page 40
Find out more on Eicient capital and corporate
structure in the Finance review
page 44
17 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our stakeholders
Engaging
for mutual
success
Employee engagement
86%
Why they are important to us
Our people deliver our strategy in line with our Purpose, Values and
Behaviours. The strength of our operating platform, and therefore
the success of our business, depends on the talent, engagement
and motivation of our people.
What matters to them
– An inclusive and supportive workplace that is free from bias.
– Working for a company whose values match their own.
– Rewarding careers that enable them to thrive and fulil
their potential.
– Competitive compensation and beneits.
How we engage with them
– Weekly business updates.
– Quarterly employee brieings.
– Annual employee survey (Your Say).
– Employee groups on topics such as Culture, Wellbeing
and Inclusion.
– Annual reviews of individual performance and development needs.
– Training and development programmes and coaching.
2024 engagement highlights
– 86 per cent ‘Your Say’ engagement score, participation rate at
95 per cent.
– Completed the reshaping of our leadership team and supported
the transition.
– Made progress towards our diversity goals.
– Continued to strengthen our culture, embedding our Values and
Behaviours.
– Enhanced our colleague proposition, with new and enhanced
family-friendly policies.
Priorities for 2025
– Support our new leadership team as they inspire commitment,
create accountability for performance and actively build
our culture.
– Focus on supporting the personal and career development
of all of our people.
– Make further progress towards our diversity targets and continue
to create conversations about inclusion.
Employees Customers
We employ 466 people across nine countries with
a diverse range of skills.
We have 1,369 customers across eight countries and aim
to build outstanding customer relationships.
Customer satisfaction
86%
Why they are important to us
A deep understanding of our customers’ needs lies at the heart of
how we do business. The spaces we create enable our customers
to deliver an extraordinary range of goods and services, and are
crucial to their own success.
What matters to them
– High quality, sustainable, well-located space that enables them
to serve their customers and is safe to work in.
– Excellent customer service and a high-level of consistent experience.
– Support with their business goals and challenges.
– Connection with other businesses and insights into peers and
market trends.
How we engage with them
– Regular contact with our property and asset management teams.
– Annual customer satisfaction survey.
– Regular customer forums to discuss emerging trends.
– Partnering on our community projects.
2024 engagement highlights
– Record level of responses (355) to our customer survey, which
reported a high level of satisfaction.
– Launch of irst three SEGRO customer journey priority projects.
– Delivery of two Customer Futures Forums.
– Introduction of a new customer intelligence platform
to improve collaboration.
Priorities for 2025
– Organise further Customer Futures Forums and other industry
events to connect our customers and get insights that help
shape our business decisions.
– Target the customers and sectors that support SEGRO’s
growth plans.
We have identiied six key stakeholders
in our business – employees, customers,
communities, suppliers, investors and
the environment.
Underpinning these relationships is a
culture which promotes high standards of
business ethics, is focused on a long-term
sustainable strategy and which recognises
our responsibilities to the environment.
Read more in our Section 172 Statement and
Board stakeholder engagement summary:
pages 84 and 86
18 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our stakeholders continued
Communities Suppliers
As a long-term investor we are committed to ensuring that
local people and communities beneit from our assets.
We work with 3,069 suppliers across the Group from
a diverse range of industries.
Employee volunteering days
700
Why they are important to us
We aim to deliver long-term economic and social beneits in the
communities where we operate. Our relationship with them means
that we are good neighbours and support each other, this helps
ensure the success of our estates.
What matters to them
– Local environment and quality of life.
– Sustainable designs that mitigate noise and traic congestion.
– Training and employment opportunities.
– Investment into the local economy.
– Enhancement of their local environment.
How we engage with them
– Early consultation on new developments.
– Creating partnerships with local authorities, charities and
education providers to deliver our Community Investment
Plans (CIPs).
– Long-term participation in community groups and local
advisory boards.
2024 engagement highlights
– Launch of two new CIPs in Italy and Spain (taking our total
number of CIPs to 14).
– Signiicant outcomes from our existing CIPs; SEGRO employees,
employees from our customers and suppliers delivered almost
1,000 volunteering days.
– Successfully renegotiated the Slough Trading Estate
Simpliied Planning Zone.
Priorities for 2025
– Continue to increase the number of customers and suppliers
supporting our CIP programme.
– Expand volunteering opportunities to include more stakeholder
partners such as local authorities and launch a new community
investment plan in Hertfordshire, linked to our new logistics park
in Radlett.
– Undertake performance review of our CIP programme to improve
community outcomes.
Supplier spend in 2024
£922m
Why they are important to us
We look to work with suppliers whose aims complement our own.
Close collaboration with them is key to us delivering on our goals,
including the reduction of our carbon emissions. They include our
construction partners, professional advisers and everyone involved
in SEGRO’s supply chain.
What matters to them
– Clearly deined expectations and standards (e.g. ethics,
modern slavery).
– Positive collaboration with aligned values and objectives.
– Advice on best practices and training support.
– Prompt and eicient payment of invoices.
How we engage with them
– Comprehensive supplier assurance process to ensure our
supply chain is maintained to a high standard.
– Regular service review sessions.
– Support with health and safety.
– Collaboration on our Responsible SEGRO ambitions and
CIP projects.
2024 engagement highlights
– Record level of suppliers (59) involved with our volunteering
programme.
– Expanded our Contractor Forums in the UK to include a larger
number of our supply chain partners to engage them in a wide
range of topics (including, sustainability, health and safety and
best practices).
– Developed a framework with key supply chain partners to drive
future areas of collaboration.
Priorities for 2025
– Targeting an even higher level of participation in our suppliers
CIP programme, including inviting new suppliers to participate
in our mentoring programme.
– Continued investment into our Contractor Forums and
development of our approach to working with key suppliers.
– Further enhancement of our third-party supplier due-diligence
systems and processes.
19 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Our stakeholders continued
Total shareholder return
(18)%
Why they are important to us
Shareholders, both institutional and retail, are the owners of our
business. They are also the inancial institutions who provide debt
and our joint venture partners.
What matters to them
– Clearly articulated long-term strategy.
– Financial performance, returns and dividend growth.
– Strong balance sheet.
– Risk management and eicient use of capital.
– Leading ESG performance.
How we engage with them
– Our extensive Investor Relations programme ensures we relect
our investors views in our decision making.
– This includes: meetings, roadshows, conferences and asset tours;
regulatory reporting; and our Annual General Meetings.
2024 engagement highlights
– 285 investor meetings, including all of our active top 20 shareholders.
– Investor and Analyst Day focusing on our unique urban portfolio
attended by 120 analysts and investors.
– Asset tours for institutional shareholders and analysts.
– Areas of focus included the health of occupier markets and the
data centre opportunity within our portfolio.
Priorities for 2025
– Continue to take an open and transparent approach to inancial
communication.
– Engage proactively with our largest shareholders and potential
new investors.
– Develop a retail investor engagement strategy.
Reduction in average embodied carbon intensity
4%
Why it is important to us
We pay close attention to the materials and resources we use in our
business to protect the planet for future generations and ensure
SEGRO’s long-term success.
What matters to it
– Reduction of the carbon emissions generated by our operations
and particularly our development programme.
– Maximising the eiciency and minimising the resource usage
of our assets.
– Protection and enhancement of biodiversity in our local areas.
How we consider the environment
– Ambitious carbon-reduction targets.
– Addition of solar panels where feasible.
– Scenario analysis to understand the potential impact of climate
change and mitigate risks.
– Consideration of carbon and biodiversity impacts of our
development projects.
2024 engagement highlights
– Establishment of new near-term and net-zero science-based
carbon reduction targets.
– 4 per cent decrease in our average embodied carbon intensity
– Signiicant increase in visibility of our customer energy usage
(now at 87 per cent).
– A record 64MW added to our installed solar capacity.
Priorities for 2025
– Continue to drive reductions in our carbon emissions.
– Increase the automation of the retrieval of our customers’
energy data.
– Replace gas with low-carbon alternatives where possible.
– Progress our large-scale solar installation.
– Prepare for reporting against the new European Sustainability
Reporting Standards.
Investors Environment
Our investors provide the capital through equity or debt
which inances SEGRO’s business and its future growth.
The regions in which we operate and local areas impacted
by the development and ongoing operations of our assets.
20 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Responsible SEGRO
We are committed
to being a force
for societal and
environmental good
Responsible SEGRO demonstrates
how our environmental and social
contributions are embedded within
our business.
Our commitment to being a force for societal
and environmental good has been at the heart of
how our business operates since it was founded.
It has been instrumental in SEGRO’s success over
the past century and will be just as important for
the next. This commitment is led by our Board
but lived by our employees every day. It is about
doing the right thing and making a positive
impact wherever we operate.
Championing low-carbon growth
Corporate and customer carbon intensity
36.4 kgCO
2
e/sq m
2023: 36.1 kgCO
2
e/sq m
Visibility of customer energy data
87%
2023: 81%
Average embodied carbon intensity
318 kgCO
2
e/sq m
2023: 331 kgCO
2
e/sq m
Solar capacity
123MW
2023: 59MW
Number of Community Investment Plans
14
Charitable giving
£2.3m
Employee volunteering days across
projects in our local communities
700
Unemployed people trained
(349 of whom who are now in employment)
1,197
‘Your Say’ engagement score
86%
Training hours
7,059
Voluntary employee turnover
7.2%
Gender split of workforce
50% male 50% female
We are committed to reducing the embodied carbon in our development programme as
well as reducing the carbon-intensity of our properties. We want to play our part in tackling
climate change and have ambitious net-zero goals. In 2024, we have set new science-
based carbon reduction targets (with a baseline of 2023), in line with latest best practice.
Investing in our local communities and environments
Championing low-carbon growth
We have a strong track record of supporting local communities and employment
(including training) is one of the areas that our Community Investment Plans (CIPs) focus
on. We want to play our part in reducing inequalities and ensuring more people have the
right skills to access meaningful work.
Nurturing talent
We want our people to have rewarding and fulilling careers and are committed to fair pay
throughout our operations and also our supply chain, and to ensuring that our spaces
provide safe working environments and promote health and wellbeing for all.
Responsible SEGRO priorities (and relevant UN SDGs)
Read more in our
Responsible SEGRO Report:
www.SEGRO.com/responsible-SEGRO/
reports-downloads
21 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Responsible SEGRO continued
ESG reporting and ratings
We recognise that transparency around our
sustainability performance is essential to building
trust with our stakeholders.
As the wider Environmental, Social and
Governance (ESG) reporting environment is
evolving, we continually monitor our approach
to ensure that we are aligned to, and engaged
with, the most relevant frameworks in order to
provide clear, reliable, and meaningful disclosures
to meet the needs of our investors, customers,
employees, and communities, whilst
demonstrating our performance against
our Responsible SEGRO framework.
This currently includes reporting against
established frameworks including the Global
Reporting Initiative (GRI) and Task Force on
Climate-related Financial Disclosures project
(TCFD), as well as the National Equality Standard,
Parker Review and FTSE Women Leaders.
In addition, we expect to report against EU
sustainability reporting standards when these
become mandatory for us.
We also engage with various organisations who
review and assess our ESG performance and
disclosures. This includes agencies that monitor
our disclosures, such as MSCI, who rate us AAA,
as well as organisations that require active
participation and additional transparency, such
as the Carbon Disclosure Project (CDP), who rate
us A. We also participate in indices such as
FTSE4Good, who rate us at 3.3 (2.8 sub-sector
average). The above are SEGRO’s latest ratings
at the time of publication.
How we deliver on our
Responsible SEGRO goals
We have long-held commitments to leadership
in health and safety, stakeholder engagement,
corporate governance and being a good
corporate citizen.
Our Responsible SEGRO framework helps us
to articulate our sustainability goals and address
our stakeholders’ most material concerns.
Within this we have focused in on three
enduring strategic priorities, which were
determined through engagement with our
stakeholders. These priorities cover the areas
where we believe we can make the greatest
business, environmental and social contribution.
They are:
Championing low-carbon growth
Investing in our local communities
and environments
Nurturing talent
For each of these areas we have established
challenging targets that are linked to four
non-inancial KPIs and to the annual bonus
for all employees.
We report a summary of our progress with
these during 2024 in the following section and
discuss our priorities for 2025 – more detailed
information (along with full datasets) can be
found in our 2024 Responsible SEGRO Report.
We intend to set additional, more speciic,
supporting targets as necessary and expect
our actions and approach to evolve over time
to relect our achievement, technological
change and the priorities of our stakeholders
and wider society.
1 SEGRO Park Limeil-Brévannes
2 SEGRO Employment
Programme, East London –
ELBA employment workshop
2 SEGRO Schools Programme,
Slough – Learning to Work
student workplace visit
1
2
3
22 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Responsible SEGRO continued
Our materiality assessment
In 2024, we performed a comprehensive double
materiality analysis.
This helped us identify and understand two key
aspects: irst, how our operations aect society
and the environment, and second, how
sustainability issues create inancial risks and
opportunities for our business. This dual
approach looked at both our impact on the
world and how sustainability factors inluence
our inancial performance, and form the basis
of our sustainability reporting.
Our context: value chain Our stakeholders
1.
Our context
– Our Business model, and our
strategy to apply it, are outlined on
page 16.
– Our value chain represents the
process through which we execute
the strategy and where this may
aect our stakeholders.
2.
Our stakeholders
– Our key stakeholders, aligned to our
value chain, are outlined in pages 18
to 20.
– Primary and secondary research
informed our understanding of the
impacts on these stakeholders from
our business and value chain.
3.
Our material impacts,
risks and opportunities
– Potential impacts, risks and
opportunities were identiied
based on engagement with our
stakeholders.
– Materiality of identiied impacts,
risks and opportunities, for both
the business and our stakeholders
was assessed.
4.
Our material areas
– Our Executive Committee and Audit
Committee monitor and oversee
the process to identify material
impacts, risks and opportunities.
– Material impacts, risks and
opportunities were mapped to
areas of sustainability that are
material for us to disclose
information on our activities.
The process we followed
SEGRO’s key stakeholders are those without
whom we simply would not have a business.
Relationships with these stakeholders are
underpinned by a corporate culture which
promotes high standards of business ethics,
is focused on a long-term sustainable strategy
and which recognises our responsibilities to
the environment.
Our materiality assessment was designed to
consider both positive and negative, and actual
and potential, impacts on all aected stakeholders,
and that user stakeholders should have suicient
information to allow them to assess SEGRO
appropriately from an ESG perspective. The focus
of our business in European developed markets
means that we do not consider there to be
material dierences related to the geography
of our stakeholders.
1 SEGRO Park Amsterdam Airport
1
Asset
management
Acquisitions
& disposals
Development
activities
Leasing
Property
renovation &
refurbishment
Administration
& maintenance
Funding and
investment
management
Raw materials
extraction &
transportation
DemolitionConstruction
Planning &
design
Land
acquisition
Recycling
(asset sales)
Property
acquisition
23 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Responsible SEGRO continued
Our material impacts, risks and opportunities
Management of standing assets – GHG emissions from customer energy use in our buildings have an actual, negative impact on climate change
(gas heating or electricity use from grid)
A I
– Climate change mitigation
– Energy
– Climate change adaptation
– Buildings inconsistent with our customers’ aspirations on carbon reduction may attract lower rents, longer
vacancies and incur higher costs, presenting short-term inancial risk to SEGRO
R
– Capex required to adapt existing buildings to changing climate conditions presents a longer-term inancial
risk to SEGRO
R
– Higher emissions and additional demand for energy generation and infrastructure from less energy eicient
buildings have an actual, negative impact on the environment and our broader stakeholders; as well as
presenting short- and medium-term inancial risk to SEGRO due to emerging regulatory/legal energy eiciency
requirements resulting in additional capex or lower valuations/rents for less energy eicient buildings
A I
R
– Higher rents or additional sources of revenue from generating low cost, on-site clean energy present
short-term inancial opportunity for SEGRO
O
– Provision of local employment opportunities via our value chain (including our customers and development
contractors requiring skilled labour) has an actual, positive impact on our aected communities
A I
– Economic, social and cultural rights
Development – Use of virgin materials, and their transport to site, to support our development activity has an actual, negative
impact on the environment from materials extraction, in particular through the release of CO
2
emissions
A I
– Raw materials
– Increased vehicle movements and noise during development have an actual, negative impact on our
aected communities
A I
– Economic, social and cultural rights
Business-wide – Our well-established and employee-driven set of Values, transparent pay, reward and promotion approach,
clear policy on lexible working, comprehensive beneits package for all employees, and strong internal
communications and feedback processes have an actual, positive impact on our workforce
A I
– Working conditions
– Equal treatment and opportunities
– Other work-related rights
– Calibration of inancial compensation and people policies to ensure gender and ethnic equality, a culture
of continuous improvement from on-the-job and externally-provided training and development and a clear
code of ethics detailing the rights and responsibilities of all employees have an actual, positive impact on
our workforce
A I
– Our transparent and comprehensive governance framework in line with best practice and accessible
management means that suppliers, customers, inance providers, investors, employees and others can
engage directly with the appropriate people in the Company and be conident that their relationships will be
managed in line with the SEGRO Code of Ethics and local and international laws and regulations, having an
actual, positive impact on all stakeholders
A I
– Corporate culture
– Protection of whistleblowers
– Corruption and bribery
– Supplier relationships
– Political engagement
Actual
Potential
P
A
Positive
Negative
Impact
Risk
Opportunity
O
R
I
24 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
SEGRO’s net-zero journey
Through the 2015 Paris Agreement, world
governments committed to restricting global
temperature rise to well-below 2°C above
pre-industrial levels and pursuing eorts to limit
warming to 1.5°C. In 2018, the Intergovernmental
Panel on Climate Change warned that global
warming must not exceed 1.5°C to avoid the
catastrophic impacts of climate change. As an
owner, manager and developer of buildings,
we have a signiicant part to play in tackling
this challenge.
Championing low-carbon growth is one of our
three Responsible SEGRO strategic priorities.
We have had our carbon footprint data externally
assured annually since 2014. The carbon reduction
targets we set in 2021 were approved under the
international Science Based Targets Initiative
(SBTi). The SBTi methodology identiies pathways
for companies to reduce the emissions within
their value chains to align with 1.5°C pathways.
As can be seen in the chart in the bottom right,
the two largest contributors to our carbon
emissions are energy use in our spaces (our
‘corporate and customer’ carbon emissions)
and the energy connected to the materials that
we use in our construction and refurbishment
projects (our ‘embodied’ carbon emissions).
Together these accounted for 86 per cent of
our emissions in 2024.
Since 2021, we consistently tracked ahead of our
targets, achieving signiicant reductions in both
corporate and customer carbon intensity and
embodied carbon intensity.
SEGRO’s pathway to net-zero
The SBTi launched a new ‘Buildings’ framework
in 2024; as our existing targets were due for
renewal, we have used this framework to update
our net-zero targets. Our targets have a baseline
of 2023, a near-term target of 2034 and a net-zero
target year of 2050. The target trajectories are
steeper to 2034, then shallower out to 2050.
The near-term 2034 targets are a 81 per cent
reduction in corporate and customer emissions
intensity and a 58 per cent reduction in the
embodied emissions intensity of our developments.
Once our 2050 target year is reached, the SBTi
target methodology allows for osetting residual
emissions with best practice carbon removals,
accounting for a maximum of 10 per cent of
target emissions.
Creating a new baseline has provided us with
the opportunity to bring emission calculation
methodologies in line with the latest best
practice. This means that the 2023 igures herein
are a restatement of our previously reported
igures. The detail of these changes can be
found in our Responsible SEGRO Report 2024.
We are committed to making a commensurate
and ambitious contribution to limiting global
warming. However, not all of the actions needed
to meet our targets are within our control, and
carbon accounting methodologies are still
evolving. Setting and publicising carbon
reduction targets are crucial elements of carbon
governance, and we are committed to being
transparent about our journey.
Key elements of our carbon reduction strategy
are presented to the right.
Corporate and customer emissions:
– Purchase certiied renewable electricity for
SEGRO’s own use and for those customers for
whom we procure energy on their behalf.
– Where customers do procure their own energy
(the majority of cases), encourage them to
procure certiied renewable electricity and
track uptake – using our ‘green lease’ clauses
– Replace fossil fuel heating systems with
eicient electrical heating
– Install solar panels to generate energy for our
customers, optimise this usage with batteries
and microgrid technology, and, where grid
connectivity allows, feed into the local
electricity network
– Improve the energy eiciency of our units
through construction and refurbishment by
targeting an Energy Performance Certiicate
of B-grade or better
Embodied carbon emissions:
– Work with our partners to procure and utilise
low-carbon materials such as timber and
electric arc furnace or recycled steel
– Support the development of low-carbon
concrete products and utilise them widely
as soon as their suitability is proven
– Design embodied carbon out of our buildings,
changing layouts and using more pre-cast
concrete elements.
Championing low-carbon growth
Responsible SEGRO continued
1.
2.
3.
1 Corporate and
customer emissions
54%
2 Total embodied
carbon
32%
3 Other procurement
related emissions
14%
SEGRO’s full Scope 1 to 3 carbon footprint
Oset remaining carbon (<10%)
Baseline
2023
Net-zero
2050
Embodied
carbon
emissions
from our
developments
206,400 tCO
2
e
Corporate
and customer
carbon
emissions
390,400 tCO
2
e
Build with low-carbon materials
– Increased use of timber
– Support the development of low-carbon concrete products
– Electric arc furnace and recycled steel
Eicient use of low-carbon heating
– Replace fossil fuels with eicient electrical heating systems
– Improve thermal performance
Design low-carbon buildings
– Steel reuse
– Low-carbon building layouts
– More use of pre-cast concrete elements
Maximise the use of zero-carbon electricity in our portfolio
– Green lease clauses
– 100% zero-carbon electricity procurement
Generate and optimise zero-carbon electricity
– Solar generation and battery storage
25 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
2423 26 28 30 32 3425 27 29 31 33
2034 tar
get:
81% r
eduction
2024 achiev
ed:
36 kgCO
e/sq m
40
35
30
25
10
15
20
0
5
2423 26 28 30 32 3425 27 29 31 33
2034 tar
get:
58% r
eduction
2024 achiev
ed:
318 kgCO
e/sq m
400
350
300
250
100
150
200
50
0
Championing low-carbon growth in 2024
We are committed to driving carbon out of our
business as quickly as we can and also help our
customers reduce their own carbon footprints.
We focus our carbon reduction activity on the
areas which are most material. 86 per cent of
our emissions come from our customers and
our development programme.
A key achievement during 2024 was the
establishment of new, science-based, net-zero
carbon targets. In doing so we created a new
emissions forecasting process, introduced a
dynamic Governance process of our carbon
management efforts, and transitioned to a powerful
new carbon reporting platform to help us to more
eiciently manage the thousands of gas and
electricity datapoints and to use sophisticated
estimation methods to ill any gaps. We also took the
opportunity to rigorously review and implement best
practice reporting methodologies at the same time.
This activity has resulted in the new net-zero
targets outlined on the previous page.
During 2024 we reduced the average embodied
carbon intensity of our development programme
by 4 per cent versus the newly created baseline.
Our Mandatory Sustainability Policy commits us
to carry out embodied carbon assessments for
practically all our development projects and we
work closely with our suppliers to innovate and
remove carbon wherever possible.
Having made great strides in corporate and
customer carbon reduction between 2020 and
2023 under our old targets, we have seen a
1 per cent increase in our corporate and customer
carbon intensity during 2024 under our new
target methodology. Our success in bringing
forward our data centre pipeline is a key part of
this story. Adjusting for data centres, the rest
of our portfolio achieved a reduction in carbon
intensity of approximately 4 per cent.
Our data centre customers are on a journey to
net-zero themselves, with commitments to reach
100 per cent renewable electricity by 2030. Our
emissions are tracking their publicly stated uptake
of renewable electricity taris, which is for most
not yet at 100 per cent. However, this is consistent
with our commitment to an 81 per cent reduction
by 2034, and we will continue to work closely
with all our customers to do what we can to help
them make good progress on that commitment.
Beyond our approach to carbon, we also think
carefully about the impact of our operations on
other natural resources and the local environment.
Biodiversity remains an important focus, and our
development projects aim to have a positive
impact on our local communities. Although water
usage is not material for SEGRO, we are careful in
our consumption of it and build in features that
help our customers use it more eiciently.
Finally, the vast majority of our waste is created
by our construction and demolition projects.
We work carefully with our construction partners
to minimise this, for example through ensuring
that they maximise reuse opportunities.
Key targets and achievements
– 4 per cent reduction in the embodied carbon
intensity of our developments.
– 8 per cent increase in the visibility we have
of our customer energy data.
– 76 per cent of the portfolio with an EPC rating
of B or better (2023: 65 percent).
– 97 per cent of our development completions
were rated BREEAM ‘Excellent’ or higher.
– A record 64 MW increase in our installed
solar capacity.
– Implemented an annual corporate and
customer emissions forecasting process.
– Introduced a dynamic Governance process
of our carbon management eorts.
– Rolled out a powerful new carbon reporting
platform.
– Drive further reductions in our corporate and
customer emissions.
– Increase the automation of the retrieval of
our customers’ energy data.
– Replace gas with eicient low-carbon
heat sources.
– Work with our supply chain partners to
further reduce embodied carbon.
– Progress our large-scale solar installation
strategy.
– Prepare for reporting against the new
European Sustainability Reporting Standards.
Responsible SEGRO continued
Read more in our
Responsible SEGRO Report:
www.SEGRO.com/responsible-SEGRO/
reports-downloads
Solar capacity
123MW
2023: 59MW
Visibility of customer
energy data
87%
2023: 81%
Corporate and customer emissions
intensity
36.4 kgCOe/sq m
2023: 36.1 kgCOe/sq m
1
Average embodied carbon intensity
of our developments
318 kgCOe/sq m
2023: 331 kgCOe/sq m
1
1. The 2023 igures are a restatement of previously
reported igures and are line with the methodology
of our new Science Based Target.
Key achievements during 2024:
Our priorities for 2025:
Corporate and customer emissions intensity
(kgCOe/sq m of portfolio)
Embodied carbon intensity of developments
(kgCOe/sq m of lettable area developed)
26 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
The impact of our Community Investment
Plans during 2024
Enabling the communities that live close to our
assets to thrive is something we are incredibly
passionate about. We are committed to building
and nurturing long-term relationships with local
organisations that can enable us to have a
positive impact in the areas where we have a
major presence. We focus on two main areas
with our projects:
– Education and employment: partnering with
local education establishments to help prepare
young people for the world of work through
our education programme, as well as helping
people from disadvantaged or marginalised
backgrounds into employment or better jobs.
Since its launch in 2022, the programme has
engaged over 25,000 young people from
diverse backgrounds in the UK, Poland,
Germany and France.
– Environment: delivering environmental
projects that improve the biodiversity of the
local area and the health and wellbeing of the
local community.
Volunteering is a vital part of the success
of our Community Investment Plans (CIPs).
Our employees, customers and suppliers have
proved once again the incredible impact they
can have when they come together with a shared
goal of improving the lives of local people. During
2024 a total of 437 employees (94 per cent of the
workforce) participated, delivering 700
volunteering days.
Alongside our employees we had a tremendous
response from customers and suppliers, by
providing volunteers to mentor and host school
visits to their businesses or construction sites, as
well as support projects that helped improve the
environment for local communities. A total of 154
customers and suppliers, as well as our inancial
stakeholders, worked in partnership with us.
Alongside our CIPs, our buildings also play an
important role in supporting our local communities.
Our estates provide valuable space for charity
partners such as City Harvest, Slough Foodbank
and the Felix Project to distribute food that would
otherwise be wasted to vulnerable people in our
local communities.
1 Employment mentoring
programme with
East London Business
Alliance, UK
Investing in our local communities and environments in 2024
Responsible SEGRO continued
Key targets and achievements
Charitable
giving in 2024
£2.3m
2023: £2.5m
Young people
engaged
10,289
2023: 7,943
25,232 since launch
of CIP programme
Unemployed
people trained
1,197
2023: 1,303
3,280 since launch
of CIP programme
Unemployed
people into
employment
349
2023: 347
758 since launch
of CIP programme
Students mentored by SEGRO
employees and customers
140
2023: 89
264 since launch of CIP programme
Employee
volunteering days
700
2023: 707
Environmental
community projects
49
2023: 44
119 since launch
of CIP programme
Number of Community Investment Plans
14
2023: 12
Read more in our
Responsible SEGRO Report:
www.SEGRO.com/responsible-SEGRO/
reports-downloads
– Community projects are now being
delivered in 21 regions, cities and towns
across our portfolio.
– Major tender process trialled community
commitment clauses (results expected
in 2025).
– The launch of new community investment
plans in Italy and Spain.
– Employees from our customers and suppliers
delivered a record 273 volunteering days.
– Signed up to Social Value Portal to measure
development impact and CIP programme.
– Further increase the number of customers
and suppliers supporting the CIP programme.
– Expand volunteering opportunities to include
stakeholder partners such as local
authorities.
– Launch a new CIP in St Albans, Hertfordshire.
– Undertake performance review of CIP
programme to improve community
outcomes.
Key achievements during 2024:
Our priorities for 2025:
1
27 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
We want them to work in a healthy, safe and
secure environment so have a comprehensive
health and safety training programme and
initiatives to support employee wellbeing. We
have appropriate support, training and facilities
for employees who are disabled or become
disabled whilst in our employment.
To help us retain the best people we oer
competitive compensation packages that
include variable compensation, share award
and a range of attractive beneits. We want our
people to thrive in their roles and oer various
training and development opportunities as well
as secondments.
Particular areas of focus in 2024 included:
– Building strong leadership. We completed the
signiicant reshaping of our senior leadership
and focused on supporting these leaders as
they transitioned into new roles.
– Continuing on our journey to build a more
diverse and inclusive SEGRO. We are
committed to building an inclusive workplace
where everyone is treated with fairness and
respect, irrespective of gender, ethnicity, age,
educational and professional background,
religion and beliefs, and sexual orientation.
Our focus during 2024 was on building a more
diverse workforce that better relects the
communities we are part of. We have increased
the number of women in senior leadership
roles to 36 per cent (from 33 per cent in 2023)
and have ambitions to go further. We have set
ourselves a target to have women in 40 per cent
of our senior leadership roles by end 2025,
and 15 per cent representation of people
identifying as being from an ethnic minority
group by the end of 2027.
The 466 people that we employ across nine
countries are vital to SEGRO’s ongoing success.
We are therefore committed to attracting talented
people to work with us and creating a workplace
where everyone can thrive. Creating the space
for extraordinary things to happen is as true for
our people as it is for our assets.
We expect our people to follow the highest
standards of business conduct in their daily
work and this is set out in our Code of Business
Conduct and Ethics.
– Celebrating our strong culture. Our people
tell us they enjoy working at SEGRO. During
2024 we focused on embedding our Values
and Behaviours into all of our people processes,
including changes to how we think about
performance.
– Enhancing our colleague proposition. We
launched new and enhanced family-friendly
policies, which are designed to support our
people during key moments of their lives.
UK Gender and Ethnicity Pay and Bonus Gap
Whilst SEGRO continues to report a gender
pay gap above that of the National Average, the
pay gap is improving. Both mean and median
ordinary pay gaps are decreasing each year, as
well as the bonus gap compared to last year’s
analysis. This can be directly attributed to the
increased representation of women in more
senior roles. Whilst the mean ethnicity pay gap
has increased in 2024, the median has reduced
to 19.9 per cent (a 2.5 per cent decrease).
The ethnicity bonus gap has also reduced on
both a mean and a median basis. As SEGRO
continues to progress towards its target of
40 per cent female representation, and 15 per cent
representation of those identifying as being from
an ethnic minority group, these gaps should
continue to narrow.
2024 2023
Gender pay gap (mean) 39.2%
1
40.2%
2
Gender bonus gap (mean) 68.4% 77.2%
2
Ethnicity pay gap (mean) 30.5%
3
24.1%
Ethnicity bonus gap (mean) 63.0% 70.0%
1. This is an adjusted igure that excludes a small number
of one-o payments. Including these further reduces the
mean gender pay gap to 30.3%.
2. 2023 mean gender pay and bonus gap numbers have
been restated. Previously reported numbers (gender pay
gap at 32.9% and gender bonus gap at 73.6%) incorrectly
excluded two male Executive Directors.
3. This is an adjusted igure that excludes a small number
of one-o payments. Including these increases the mean
ethnicity pay gap to 37.4%.
Say it like it is
We always give honest feedback, keep our promises
and keep messaging clear and simple.
Stand side by side
We work together and put the interests of our business
ahead of our own. We go out of our way to support
each other and share knowledge across the business.
If the door is closed…
If one route is closed to us, we always ind another
way. We challenge ourselves to think dierently and
search for new ways to succeed.
Keep one eye on the horizon
We constantly look ahead to ensure we are successful
in the future. We do this in part by taking an active
interest in our customers and their customers.
Does it make the boat go faster?
We keep things simple and continue to
look for improvements to how we work.
Nurturing talent in 2024
Responsible SEGRO continued
Key targets and achievements Our Values
‘Your Say’ engagement scores
86% (Participation rate: 95%)
2023: 89%
% of ethnic minorities in senior
leadership roles
6% (1% increase vs 2023)
2027 target of 15%
% of women in senior leadership roles
36% (3% increase vs 2023)
2025 target of 40%
Read more in our
Responsible SEGRO Report:
www.SEGRO.com/responsible-SEGRO/
reports-downloads
– Completed the reshaping of our leadership
team and supported the transition.
– Made progress towards our diversity goals.
– Continued to strengthen our culture,
embedding our Values and Behaviours.
– Enhanced our colleague proposition, with
new and enhanced family-friendly policies.
– Support new leadership teams as they inspire
commitment, create accountability for
performance and actively build our culture.
– Focus on supporting the personal and career
development of all of our people.
– Make further progress towards our diversity
targets and continue to create conversations
about inclusion.
Key achievements during 2024:
Our priorities for 2025:
28 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Creating spaces
that enhance our
local communities
and protect the
environment
We cannot be the best property company
without a strong social responsibility. Responsible
SEGRO is embedded into the day-to-day running
of our business and all of our decision making.
This helps us to ensure that our business remains
it for the future and delivers long-term beneits
for all of our stakeholders.
Our Purpose in action
Our Community Investment Plans have
been created to ensure that the communities
around our assets thrive, with a focus on projects
that create education and employment
opportunities as well as help to improve the
local environment.
At SEGRO Park Berlin Airport we are working
with Ackerhelden machen Schule to educate the
next generation with a raised vegetable garden
that will provide organic food for children’s
homes in Berlin and teach them about the ease
of preparing nutritious meals. We are also
working with SOS Children Villages Berlin and
some of the customers on the estate to educate
young and disadvantaged adults about the world
of work. These businesses open their doors for
tours and introductions to the types of jobs and
apprenticeships they oer. Finally, in
collaboration with Plant-my-Tree we planted
1,000 trees in a forest outside of Berlin.
Reducing embodied carbon emitted by
our development programme will be key in
achieving our net-zero targets and is particularly
important in our logistics parks that involve large
infrastructure works, like at SEGRO Logistics Park
East Midlands Gateway.
The 700-acre site was former farmland which
required levelling and this was completed with
zero waste transported osite. Instead, the
earthworks created large bunds that surround
the estate and help to shield local communities.
300 acres of the site remains a public Country
Park and includes 14km of hedgerow, 17km of
pathways and 50,000 trees.
All of the buildings were designed to the highest
sustainability standards and embodied carbon
calculations helped us to reduce the carbon
emitted during their development.
Our customers’ carbon emissions form part of
our carbon footprint and we are actively trying to
reduce them. This is particularly important for
our data centre customers whose operations
require a signiicant amount of electricity.
We design our data centre shells to the highest
sustainability standards, providing our
customers with energy eicient buildings
bespoke to their requirements.
We introduced green lease clauses in 2023
which require our customers to commit to
securing renewable energy taris. Our major
data centre customers are on their own net-zero
journey (with the Climate Neutral Data Centre
Pact committing them to 100 per cent green
electricity by 2030).
Most of the data centres on the Slough Trading
Estate use air cooling so are not heavy users of
water, making the sourcing of renewable power
even more important.
Ensuring the communities
around our estates prosper
Driving embodied carbon
out of our developments
Reducing our customers’
carbon emissions
Transforming
supply chains
Supporting the growth of
high-performing cities
Real estate to support the
digital economy
29 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Total property return (TPR) %
5.2%
Total accounting return (TAR) %
3.1%
Total shareholder return (TSR) %
(18.3)%
Key performance indicators
We measure our success by tracking Key
Performance Indicators (KPIs) that relect
our strategic, operational and inancial
progress and performance. They drive
the internal management of the business,
and some are used to determine how
management and employees are
remunerated.
Financial
All our inancial KPIs are based on
proportionally consolidated metrics
incorporating our share of joint ventures
and associates.
1. The TPR has been calculated independently by
MSCI Real Estate in order to provide a consistent
comparison with an appropriate MSCI benchmark.
It is calculated as the change in capital value,
less any capital expenditure incurred, plus net
income, expressed as a percentage of capital
employed over the period concerned for
standing investments held throughout the year,
excluding land.
Description
TSR measures the change in our share price over
the year, assuming that dividends paid are reinvested.
This relects our commitment to delivering enhanced
returns for our shareholders through executing our
strategy over the medium term. TSR is a key metric used
in setting the long-term incentive plan remuneration for
both the Executive Directors and senior managers.
Description
TPR is the ungeared combined income and capital
return from our portfolio of standing investments held
throughout the year. It is an important measure of
the success of our strategy in terms of asset selection
and management. MSCI Real Estate prepares the
calculation, as well as providing benchmark TPR data
for similar properties in their wider universe. We aim to
outperform the benchmark over the long term. Details
on how TPR impacts short- and long-term incentives
are provided on pages 123 to 131.
Description
TAR is the growth in Adjusted NAV per share plus
dividends paid, expressed as a percentage of Adjusted
NAV per share at 31 December 2023. It measures the
return on capital and is a key metric used in setting the
long-term incentive plan remuneration for both the
Executive Directors and senior managers.
Our performance
TSR was -18.3 per cent, compared with -12.4 per cent
for the FTSE 350 Real Estate index. This relects a
combination of the 28.2 pence dividend (19.1 pence
2023 inal dividend and 9.1 pence 2024 interim
dividend) paid during the year, and a decrease in the
share price from 886.4 pence at 31 December 2023 to
701.2 pence at 31 December 2024. The majority of this
underperformance happened in the last quarter.
Our performance
The TPR of the Group’s standing assets held
throughout 2024 was 5.2 per cent (2023: -0.5 per cent).
The UK portfolio generated a TPR of 5.9 per cent,
behind the benchmark calculated by MSCI Real Estate
UK All Industrial Quarterly of 8.3 per cent. The TPR of
our Continental Europe portfolio was 4.0 per cent.
Benchmark data for Continental Europe will be received
later in the year.
Our performance
The TAR for the Group was 3.1 per cent (2023: -3.3 per cent).
This performance relects a combination of a lat
Adjusted NAV at 907 pence and the 28.2 pence dividend
(19.1 pence 2023 inal dividend and 9.1 pence 2024
interim dividend) paid during the year.
Linked to remuneration: Yes
Link to strategy:
All strategic pillars
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
3
Major event/business disruption
7
Financing strategy
Linked to remuneration: Yes
Link to strategy:
Disciplined capital allocation
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
6
Development and construction execution
10
Operational delivery
Linked to remuneration: Yes
Link to strategy:
Eicient capital & corporate structure
Disciplined capital allocation
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
7
Financing strategy
8
Legal, political and regulatory
10 Operational delivery
(18.3)%
20.3%
(45.8)%
2
024
2
023
2
022
5.2%
(0.5)%
(10.3)%
2
024
2
023
2
022
3.1%
(3.3)%
(12.8)%
2
024
2
023
2
022
Read more about our risk management:
page 50
30 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Rent roll growth £m
£ 56m
Loan to value (LTV) %
28%
Adjusted earnings per share (EPS) pence
34.5p
Key performance indicators continued
Description
Our Adjusted EPS relects earnings from our operating
business: rental income less operating, administrative
and inancing costs and tax. It is the primary determinant
of the level of the annual dividend. IFRS EPS includes
the impact of realised and unrealised changes in the
valuation of our assets, which can often mask the
underlying operating performance. The reconciliation
between Basic EPS and Adjusted EPS can be found in
Note 12(i) on page 161.
Description
The headline annualised rent contracted during the
year less income lost from takebacks. There are two
elements: to grow income from our standing assets by
reducing vacancy and increasing rents from lease
renewals and rent reviews; and to generate new rent by
developing buildings, either on a pre-let or speculative
basis. Rent from acquisitions is not included.
Description
Borrowings as a proportion of our portfolio value,
including joint ventures and associates at share.
The timing of investment decisions and disposals,
as well as the movement in the value of our assets,
may cause the LTV to luctuate. We believe that REITs
with lower through-cycle leverage oer a lower risk and
less volatile investment proposition for shareholders.
Our performance
Adjusted EPS increased by 5.5 per cent to 34.5 pence
during the year, relecting higher rental income from our
standing assets and new income from acquisitions and
developments, partially oset by higher inancing costs.
Our performance
In total, we generated £56 million of net new annualised
rent during the year (2023: £65 million). The decrease
was driven by a lower number of pre-lets signed during
the year (£20 million versus £27 million in 2023) as
occupier sentiment was impacted by the macroeconomic
environment and also due to a higher level of takebacks.
Our performance
Our LTV ratio reduced to 28 per cent during 2024. With
the value of our portfolio broadly unchanged during the
period, this was mostly due to our £907 million equity
placing in February and a lower level of net investment
due to a higher number of asset and land disposals.
This gives us plenty of liquidity to fund both visible
investment and potential opportunities that may arise.
Linked to remuneration: Yes
Link to strategy:
Eicient capital & corporate structure
Operational excellence
Disciplined capital allocation
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
7
Financing strategy
8
Legal, political and regulatory
10 Operational delivery
Linked to remuneration: Yes
Link to strategy:
Operational excellence
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
6
Development and construction execution
10
Operational delivery
Linked to remuneration: No
Link to strategy:
Eicient capital & corporate structure
Link to risks:
1
Macroeconomic impact on market cycle
2
Portfolio strategy and execution
7
Financing strategy
See more on our strategy on:
page 16
We recognise that the management of
risk has a role to play in the achievement
of our strategy and KPIs. Risks can hinder
or help us meet our desired level of
performance:
Read more about our risk management:
page 50
Where relevant we have linked our KPIs
directly to SEGRO’s incentive schemes.
Find out more in Remuneration:
page 105
34.5p
32.7p
31.0p
2024
2023
2022
56m
65m
77m
2024
2023
2022
28%
34%
32%
2024
2023
2022
31 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Non-inancial
Our non-inancial KPIs help to measure the
shared value our business creates to ensure
that our business is positioned for long-
term success.
Our non-inancial KPIs link to our
Responsible SEGRO strategic priorities.
Given where we are in our journey towards
these goals we anticipate that our non-
inancial KPIs will evolve as we progress
towards our stated ambitions.
Key performance indicators continued
Employee engagement %
86%
Customer satisfaction %
86%
What it is
The percentage of our customers who rate their
experience as occupiers of our buildings as ‘good’
or ‘excellent’ as opposed to ‘poor’ or ‘average’. Our
customers are at the heart of our business and we
strive to ensure that we are providing the best level
of service possible to maximise customer retention.
What it is
We carry out an employee survey annually asking all our
people to comment on various aspects of their work at
SEGRO. We share the results of this with the Board,
Leadership team and all our people.
Description
We have a strong track record of supporting local
communities. We now have 14 Community Investment
Plans across the Group and measure the number of
employees who volunteered in projects (including on
our annual Day of Giving) associated with them.
Our performance
Satisfaction as an occupier of our buildings was
rated as ‘good’ or ‘excellent’ by 86 per cent of the 355
customers who participated in 2024 (2023: 86 per cent).
The continued high satisfaction rate relects our
focus on communication, being responsive and
understanding the needs of our customers and is
particularly pleasing given the cost pressures that
some of them are under (including rental increases).
Our performance
Our 2024 employee engagement score was 86 per cent.
95 per cent of our people responded and 87 per cent
of employees said that they are proud to work at SEGRO.
89 per cent of employees believe that all people are
valued at SEGRO, regardless of gender, ethnicity,
disability, sexual orientation or background.
Our performance
During 2024 we delivered 700 employee volunteering
days. 437 employees (94 per cent of the workforce) did
at least one day of volunteering. Alongside this 154
customers, suppliers and inancial stakeholders
delivered a further 273 days.
Linked to remuneration: Yes
Link to strategy:
Operational excellence
Link to risks:
10 Operational delivery
Linked to remuneration: Yes
Link to strategy:
Responsible SEGRO
Link to risks:
4 Health and safety
9 People and talent
Linked to remuneration: Yes
Link to strategy:
Responsible SEGRO
Link to risks:
9 People and talent
Employee volunteering days
700
Read more about our risk management:
page 50
86%
86%
85%
2024
2023
1
2022
86%
89%
91%
2024
2023
1
2022
700
707
387
2024
2023
1
2022
1. The 2023 igures are a restatement of previously
reported igures and are line with the methodology
of our new Science Based Target.
32 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Key performance indicators continued
Embodied carbon intensity kgCOe/sq m
318
Visibility of customer energy use %
87%
Corporate and customer emissions intensity
kgCOe/sq m
36.4
Description
Our corporate and customer carbon emissions cover
our own operations under Scope 1 and 2 and our
customer emissions under Scope 3. We have visibility
of 87 per cent of the energy use from our buildings by
loorspace. For buildings where we do not receive data
we have estimated energy use. We established new
science-based targets during 2024 in line with the new
‘Buildings’ framework. We now have a near-term target
to reduce the intensity of our corporate and customer
emissions by 81 per cent by 2034 (versus the new 2023
baseline) and to be net-zero by 2050.
Description
Under standard market lease terms we do not have
automatic visibility of customer energy usage data.
We recognise the importance of having good visibility
of this data so we can accurately assess our Scope 3
emissions and help our customers to reduce their own
carbon footprint as well as improving their energy
eiciency. We are therefore proactively engaging with
our customers, requesting access to this data and have
introduced green clauses requiring energy use visibility
(as well as a commitment to secure renewable energy
taris where possible) to all new leases.
What it is
The largest source of carbon emissions within our
control is the embodied carbon in our newly developed
buildings. We established new science-based targets
during 2024 in line with the new ‘Buildings’ framework.
We now have a near-term target to reduce embodied
carbon intensity by 58 per cent by 2034 (versus the
new 2023 baseline) and to be net-zero by 2050.
We calculate this metric based on completed
developments over the past two years for which a life
cycle assessment has been completed.
Our performance
Our corporate and customer carbon intensity increased
slightly to 36.4 kgCOe/sq m during 2024, versus the
new restated 2023 baseline of 36.1 kgCOe/sq m. Whilst
we reduced emissions in a large part of the portfolio,
we saw a signiicant increase in emissions from our data
centre customers. Data centre operators are on their
own net-zero journey with commitments to reach 100
per cent renewable energy by 2030, we will continue
to work closely with them to ensure they deliver on
that commitment.
Our performance
The visibility of our customers’ energy use improved to
87 per cent (2023: 81 per cent) of our total property
footprint by area.
Our performance
The average embodied carbon intensity in our
development programme was 318 kgCOe/sq m
relecting a 4 per cent improvement from our new 2023
baseline. We reduced this by trialling low carbon or
recycled materials, including concrete, steel and timber
across multiple projects.
Linked to remuneration: No
Link to strategy:
Operational excellence
Responsible SEGRO
Link to risks:
5
Environmental sustainability
and climate change
10 Operational delivery
Linked to remuneration: Yes
Link to strategy:
Operational excellence
Responsible SEGRO
Link to risks:
5
Environmental sustainability
and climate change
10 Operational delivery
Linked to remuneration: Yes
Link to strategy:
Operational excellence
Responsible SEGRO
Link to risks:
5
Environmental sustainability
and climate change
6 Development and construction execution
See more on our strategy on:
page 16
We recognise that the management of
risk has a role to play in the achievement
of our strategy and KPIs. Risks can
hinder or help us meet our desired
level of performance:
Read more about our risk management:
page 50
Where relevant we have linked our KPIs
directly to SEGRO’s incentive schemes.
Find out more in Remuneration:
page 105
Find out more about Responsible SEGRO:
page 21
318
331
2024
2023
1
36.4
36.1
2024
2023
1
87%
81%
68%
2024
2023
1
2022
33 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Creating spaces
that enable
extraordinary
things
Our portfolio is home to a wide range of
businesses and we take pride in the extraordinary
things that our customers do in the spaces
we create.
Our Purpose in action
Our urban warehouse estates are home to an
incredibly diverse array of businesses who use
our lexible and sustainable space to service
growing local populations.
SEGRO Park Berlin Airport is home to 77
customers from 23 dierent sectors, serving the
city’s 4 million residents as well as supporting
Brandenberg airport.
Our customers include: an event and advertising
company FONTLINE Werbung & Beschriftung
who needed space for their large printing
machines but also easy access to the city where
their customers’ events take place; Japanese
food manufacturer JFC, who provide fresh food
and groceries to restaurants and shops, and;
sustainability conscious Swaprad, who
provide Berlin residents with e-bikes on
a monthly subscription.
Maersk is one of our largest customers at SEGRO
Logistics Park East Midlands Gateway. We
completed a 64,000 sq m warehouse for them
in 2023 and during 2024 delivered a 14-acre
container depot.
These spaces, along with the strategic rail freight
interchange, form a ‘Centre of Excellence’ which
has allowed Maersk to integrate UK supply
chains, connecting logistics for both import and
export from one source.
Easy access to major ports, a central location in
the UK’s ‘golden triangle’ and the freeport zone
helps to ensure goods can move into the UK
at speed, with the opportunity to make
secondary decisions on future moves as market
situations dictate.
This provides Maersk’s customers with lexibility
and control and helps them maximise revenues
and reduce costs.
SEGRO is a trusted development partner for
some of the world’s largest data centre
co-locators, including VIRTUS Data Centres,
the UK’s leading data centre company.
VIRTUS commenced operations at their irst
data centre on the Slough Trading Estate in 2014
where it has now its largest UK campus,
including six separate state-of-the-art facilities,
totalling almost 100MW of IT load.
We completed the most recent building during
2024, delivering a bespoke multi-storey shell
totalling 18,700 sq m of loor space that is
capable of delivering 21MW of IT load. The
building meets the highest standards of
performance and eiciency and has been
certiied BREEAM ‘Excellent’. It is the ifth
building that our specialist team has
completed for VIRTUS on a pre-let basis
in the past seven years.
Delivering goods and
services to Germany’s
largest city
Adding resilience,
lexibility and control
to UK supply chains
Supporting London’s
cloud transition
Transforming
supply chains
Supporting the growth of
high-performing cities
Real estate to support the
digital economy
34 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Performance review
Portfolio valuations stable, continued market
rental growth
Warehouse property values stabilised during
2024, as inlation fell back towards central bank
targets and the irst interest rate cuts helped
liquidity return to investment markets. Transaction
volumes have, however, remained low and there
has been a small amount of further yield
expansion in some Continental European markets
(mostly in the irst six months of the year) but this
has been mostly oset by rental growth. As a
result, we have seen positive asset revaluations in
some of our markets for the irst time since 2022,
and only small declines in others (most of which
happened in the irst half of the year).
The Group’s property portfolio was valued at
£17.8 billion at 31 December 2024 (£20.3 billion
of assets under management). The portfolio
valuation, including completed assets, land
and buildings under construction, increased by
1.1 per cent (after adjusting for capital expenditure
and asset recycling) during the year, compared
to a decline of 4.0 per cent in 2023 (H1 2024:
0 per cent, H2 2024: +1.0 per cent).
The increase in the valuation of our portfolio
primarily comprises a 0.9 per cent increase in
assets held throughout the year (2023: 4.5 per cent
decline), relecting a 3.2 per cent increase in our
valuer’s estimate of the market rental value (ERV)
of our portfolio (2023: 6.0 per cent increase) as
well as development proits and the beneit of our
asset management initiatives, partly oset by a
modest amount of yield expansion, mostly in our
Continental European markets.
Assets held throughout the year in the UK
increased in value by 1.8 per cent (2023: 3.3 per cent
decrease), underperforming the MSCI Real
Estate All Industrial Quarterly Index which
increased by 3.6 per cent over the same period.
The underperformance was due to our weighting
towards high-quality, lower yielding prime assets
which, through the cycle, we would expect to
outperform due to their higher rental growth
prospects. The net true equivalent yield applied to
our UK portfolio was 5.3 per cent, 10 basis points
higher than at 31 December 2023 (5.2 per cent).
Rental values improved by 3.7 per cent (2023:
4.9 per cent).
Assets held throughout the year in Continental
Europe decreased in value by 0.8 per cent (2023
6.4 per cent decrease) on a constant currency
basis, relecting a combination of 20 basis points
of yield expansion to 5.6 per cent (31 December
2023: 5.4 per cent) and rental value growth of
2.3 per cent (2023: 7.9 per cent).
Portfolio update
1 Percentage valuation movement during the period
based on the dierence between opening and
closing valuations for all properties including
buildings under construction and land, adjusting
for capital expenditure, acquisitions and disposals.
The valuation movement cannot be directly derived
from the Financial Statements and is calculated to
be comparable with published MSCI Real Estate
indices against which SEGRO is measured. Table 3
on page 185 provides a reconciliation to the
Financial Statements.
Growth in
rent roll and
portfolio
value
Supply and demand in our occupier
markets remains in balance, and we are
making signiicant progress in capturing
the embedded reversion within our
portfolio. We are witnessing a return of
liquidity to investment markets and
continue to identify attractive opportunities
to deploy capital, both through asset
acquisitions and our proitable
development pipeline, leveraging
our exceptional land bank.
Further details of property portfolio can
be found in Note 25 to the Financial
Statements and in the 2024 Full Year
Property Analysis Report, at:
www.SEGRO.com/investors
Assets under management
£20.3bn
2023: £20.7bn
Portfolio valuation
£17.8bn
2023: £17.8bn
Portfolio valuation change
1
+1.1%
2023: -4.0%
ERV growth
+3.2%
2023: 6.0%
Rent contracted
£91m
2023: £88m
Pre-lets signed
£20m
2023: £27m
35 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
UK
France Germany Poland Italy Spain Netherlands Czech
Republic
Total
£237m £12m £(45)m £(1)m £(23)m £(13)m£19m £186m£0m
Passing rent at
31 December 2024
Rent in rent free,
vacancy and
reversions
Current and
near-term
development
pipeline
Future development
pipeline and options
Total
potential
£665m £235m £51m £471m £1,422m
Strong rent roll growth, with a large
contribution from the capture of reversion on
the standing portfolio as well as development
Occupier market demand and supply remained
in balance, although macroeconomic uncertainty
resulted in more subdued demand, particularly
for pre-let development schemes. However,
the availability of modern and sustainable space
remains limited across our chosen markets.
This helped us to grow the rental income on our
portfolio, by increasing the rents on our existing
space and through our development programme,
both of which contributed to income and
earnings growth.
During 2024, we contracted £91 million of new
headline rent, ahead of the £88 million contracted
in 2023. We added £38 million of net new rent
from our existing portfolio (2023: £30 million).
This comprised £32 million on new lettings
(2023: £16 million) and £38 million from the
capture of reversion (the dierence between
in-place and market rents) on rent reviews and
renewals, and from inlation-related uplifts in
index-linked leases (2023: £35 million), oset by
rent lost from space returned which was higher
during 2024 at £32 million (2023: £21 million),
mainly due to the takeback of three units in
SEGRO Park Enield, and the insolvency of a large
customer in Park Royal. These takebacks create
opportunities to drive value from our prime-
located estates: an opportunity to capture
reversion earlier than expected (SEGRO Park
Enield) by leasing the space at a higher rate;
and an opportunity to create income growth
from redeveloping or refurbishing a well-located
unit in Park Royal, West London.
We signed £20 million of headline rent from
pre-let agreements and lettings of speculative
developments prior to completion, compared
to £27 million in 2023. The pre-lets signed during
2024 included two big box warehouses in the UK
(our irst pre-let at SEGRO Park Northampton
Gateway and another unit at SmartParc SEGRO
Derby) and smaller units in Italy and Germany
for retailers, manufacturers and third-party
logistics operators.
As a result of this activity, rent roll growth which
relects net new headline rent from existing space
(adjusted for takebacks of space for development),
take-up of developments and pre-lets agreed
during the period, was £56 million (2023:
£65 million).
At 31 December 2024, our portfolio generated
passing rent of £665 million, rising to £727 million
once rent free periods expire (‘headline rent’) over
the next 12 months.
What to expect from our portfolio in 2025
Forecasting yields over any future period is
notoriously diicult given the multitude of
economic and inancial drivers (particularly
interest rates and credit spreads), most of which
are outside our direct control.
We do not need yield shift to deliver continued
growth in the portfolio. The fundamentals for
our sector remain strong, with occupier demand
supported by structural drivers and limited
supply, which leaves us optimistic about the
prospects for further rental value growth.
Investors clearly agree as industrial and logistics
investment markets have recovered more quickly
than wider real estate assets, although investors
are being selective about where and in what they
invest. We expect that our active approach to
asset management will lead to our high-quality,
modern and sustainable portfolio to outperform
the wider industrial and logistics market on a
long-run basis.
In terms of rent roll, we expect this to increase
through leasing space currently vacant or
under refurbishment, the further capture of
reversion on the existing portfolio and by signing
further pre-lets in response to strengthening
occupier demand.
We have the potential to more than double our
rent roll over the coming years through our active
asset management of the existing portfolio and
the build out of our high-quality land bank.
Unrealised gains and losses on whole portfolio as at 31 December 2024 (£m)
Annualised rent potential as at 31 December 2024 (£m)
Performance review continued
36 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Taking a disciplined approach to capital allocation
is key to delivering long-term outperformance.
We use our in-depth knowledge of our markets
and our customer base to inform portfolio
positioning, and we adapt our approach to capital
deployment depending on our assessment of
the property cycle and other external factors.
We anticipate that, in a stable yield environment,
our portfolio is capable of delivering a 9 per cent
or higher unlevered total return, based on its
income (equivalent yield of 5.4 per cent) and
rental growth (2 to 6 per cent), plus uplift from
development (yield on cost 7 to 8 per cent).
Deploying capital into the most proitable
development opportunities and taking
advantage of more liquid investment markets
to acquire prime assets
During the year we invested £494 million into
our development pipeline, which comprised
£471 million (2023: £527 million) in development
spend (including £138 million for infrastructure)
and £23 million on new land acquisitions, mostly
of smaller plots of land that unlock redevelopment
opportunities on existing sites.
We took advantage of some attractively priced
opportunities in the investment markets, identiied
by our local teams, to acquire a number of
standing assets during 2024, which we believe
oer attractive risk-adjusted total returns through
a mix of the in-place income and future rental
growth. These included:
– a super-prime, highly-reversionary estate in the
supply-constrained north London market which
neighbours SEGRO Park Enield;
– a high-quality urban warehouse scheme in the
UK Midlands, a market with a fast-growing
economy and limited supply, and;
– four modern, sustainable logistics assets in
attractive markets in the Netherlands, with
strong rental growth potential and where
available land supply is very limited.
The consideration for the asset acquisitions was
£431 million, relecting a blended topped-up
initial yield of 4.4 per cent and reversionary yield
of 5.9 per cent. We expect these assets to deliver
a blended average unlevered Internal Rate of
Return (IRR) of around 9 per cent over the next
10 years assuming a stable yield environment.
Well-executed disposal programme
crystallising attractive proits
Our disposal programme is always based upon
a rigorous annual review, asset by asset, of
expected performance. Through this we seek
to identify assets which are likely to oer weaker
risk-adjusted returns compared to the wider
portfolio. On top of this, our teams stay close
to the investment market to identify motivated
or special buyers who are likely to oer higher
pricing than our own assessment of value, thus
creating opportunities for proitable disposals.
As investment market liquidity improved in 2024,
we were able to take advantage by disposing of
£896 million of assets and land to realise proits
and release capital to reinvest in our business.
These included:
– an older West London estate that we had been
positioning for redevelopment, to a purchaser
who intends to convert the site into a mixed use
scheme in the longer-term and who paid a
premium to industrial land value;
– a portfolio of recently-developed, big box
logistics assets in Italy with limited medium-
term rental growth potential due to capped
lease rental uplifts;
– big box assets in the UK, France and Germany
in slightly weaker locations and where we have
lower conviction over future returns potential;
and
– generating a signiicant proit through the sale
of a plot of land in Europe to a hyperscaler, and
selling two powered shell data centres adjacent
to the Slough Trading Estate to the occupier.
The consideration for the asset disposals was
£786 million, relecting a blended topped-up
initial of 4.6 per cent, equating to £38 million of
annualised rental income (at share). We crystallised
over a 10 per cent IRR on the disposals of assets
developed by SEGRO in recent years.
The land disposals totalled £110 million and
combined with the asset disposals they
generated a 9 per cent gain on book values
versus 31 December 2023.
What we said we would do
We said that we would continue to take
a disciplined approach to capital allocation,
focusing the majority of our investment on
our development pipeline and making
strategic asset acquisitions if and when the
opportunity arose.
What we achieved in 2024
We invested £925 million into our portfolio
during the year. We have continued to prioritise
capital deployment into the most proitable
development opportunities, mostly on land that
we already own. We invested £471 million into
development capex to build out our land bank,
and we also acquired £23 million of land.
With liquidity returning to investment markets
we also leveraged our strong local network and
relationships to make £431 million of asset
acquisitions in core markets, and continued our
asset recycling programme, as well as inding
special purchasers for some assets and land
that helped crystallise attractive proits. These
disposals totalled £896 million.
What to expect in 2025
We will continue to take the same disciplined
approach during 2025, preferring mostly pre-let
led development on our attractive land bank but
continuing to consider unique asset or land
acquisition opportunities that may arise. We
expect to dispose of around 2 per cent of the
portfolio, within the range of our normal levels
of capital recycling but adapting the overall
volume of disposals to market conditions.
Link to strategy:
Disciplined capital allocation
Performance review continued
Acquisitions
of assets
£431m
2023: £0m
Development
capex
£471m
2023: £527m
Investment for growth
£925m
Acquisitions
of land
£23m
2023: £404m
Disposals of assets and land
£896m
2023: £356m
Investment update
37 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Disciplined capital allocation and Operational
excellence are both key to the success of our
development programme. They ensure that we
deploy capital into the most proitable opportunities
and into markets with the greatest long-term
return potential, execute on our pipeline
eiciently and safely, and build to the highest
construction and sustainability standards.
Development completions delivered
£37 million of headline rent
Development completions added 374,700 sq m
of new space to the portfolio during 2024,
generating £31 million of headline rent, with a
potential further £6 million when the remainder
of the space is let. The yield on total development
cost (including land, construction and inance
costs) is expected to be 6.9 per cent when
fully let.
We completed 294,700 sq m of big box
warehouse space, including our irst units at
SEGRO Park Coventry, a further unit at SmartParc
SEGRO Derby and big box units for third-party
logistics operators and manufacturers in Italy,
Spain and Poland.
We completed 80,000 sq m of urban warehouses,
including a data centre on the Slough Trading
Estate and schemes in Amsterdam, Frankfurt,
Paris and Warsaw. The majority of these were
developed speculatively and almost half of the
rent has already been secured.
Reducing embodied carbon in our development
programme is critical to helping us improve our
carbon footprint. During 2024 we created new
science-based targets, aligned with the new
‘Buildings’ framework, and our new embodied
carbon pathway has both a near-term target to
reduce embodied carbon by 58 per cent by
2034 versus the 2023 baseline, and a target to
be net-zero by 2050. We reduced the embodied
carbon intensity of our developments by 4 per
cent to 318 kgCOe/sq m during the year
(2023: 331 kgCOe/sq m).
All of our eligible development completions
during 2024 have been, or are expected to be,
accredited at least BREEAM ‘Very Good’
(or local equivalent), with 97 per cent ‘Excellent’
or ‘Outstanding’.
£51 million of headline rent currently under
development or due to start shortly
At 31 December 2024, we had development
projects approved, contracted or under
construction totalling 400,500 sq m,
representing £145 million of future capital
expenditure to complete, £46 million of
annualised gross rental income and a 8 per cent
yield on total development cost when fully
occupied. 50 per cent of this rent has already
been secured (2023: 62 per cent) due to a lower
level of pre-let schemes and our speculative,
mostly, urban pipeline. This includes schemes in
Germany and France where we are responding to
strong local demand which we have experienced
on existing assets.
In the UK, we have 137,100 sq m of space approved
or under construction. Within this are two schemes
on the Slough Trading Estate, a multi-let industrial
unit and a multi-storey powered shell data centre,
as well as our irst big box warehouse at SEGRO
Logistics Park Northampton.
In Continental Europe, we have 263,400 sq m
of space approved or under construction.
This includes urban warehouses in the supply-
constrained markets of Paris, Frankfurt, Berlin,
Düsseldorf and Cologne. We also have big box
warehouses under construction in Germany, Italy
and Spain.
We have factored current construction and
inancing costs into the returns for our future
development projects. Build costs have been
stable across most of our markets during 2024
and in some regions have started to see
construction tenders coming in at reduced
prices. We expect to be able to develop at a
margin over the valuation yields on equivalent
standing assets of at least 150 to 200 basis
points, meaning that development remains
a proitable way of growing the rent roll.
1. The 2023 igures are a restatement of previously
reported igures and are line with the methodology
of our new Science Based Target.
What we said we would do
We expected to continue to develop out our
land bank during 2024 and anticipated investing
approximately £600 million in development
capex, including £150 million of infrastructure
expenditure.
What we achieved in 2024
We completed 374,700 sq m of space, capable
of delivering £37 million of new headline rent,
delivering a yield on cost of 6.9 per cent when
fully let.
What to expect in 2025
We expect to invest approximately £500 million
in development capex during 2025, including
£150 million of infrastructure related to our big
box logistics parks. The yield on cost for our
development programme is expected to be
between 7 and 8 per cent.
Link to strategy:
Disciplined capital allocation,
Operational excellence and
Responsible SEGRO
Performance review continued
Development
completions (rent)
£37m
2023: £50m
Potential rent from
future pipeline
£376m
2023: £392m
Embodied carbon intensity
1
318 kgCOe/sq m
2023: 331 kgCOe/sq m
Development
completions (YoC)
6.9%
2023: 7.0%
Potential rent from
current pipeline
£46m
2023: £51m
Development completions (area)
374,700 sq m
2023: 625,700sq m
Development update
38 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Within the future development pipeline are
a number of pre-let projects close to being
approved, awaiting either inal conditions to
be met or planning approval to be granted.
We expect to commence these ‘near-term’
projects within the next six to 12 months.
These projects total 39,300 sq m of space,
equating to approximately £45 million of future
capital expenditure and £5 million of potential
annual rent.
£476 million of future potential rent from
land bank and options
Our land bank identiied for future development
(including the near-term projects detailed above)
totalled 1,027 hectares as at 31 December 2024,
valued at £1.6 billion, roughly 9 per cent of our
total portfolio value. This includes £619 million
of land acquired for future redevelopment but
which is currently income producing, reducing
the holding costs until development can start
(equating to £10 million of annualised rent).
We estimate our land bank can support 3.2 million
sq m of development over the next ive to seven
years. The estimated capital expenditure associated
with the future pipeline is approximately £3.4 billion,
capable of generating £376 million of gross
rental income, representing a yield on total
development cost (including land and notional
inance costs) of between 7 and 8 per cent.
Within this land bank are sites that SEGRO
has identiied as suitable for data centre
development and there is further potential from
the redevelopment of existing assets which is not
included in these pipeline numbers. The data
centre opportunity within our portfolio equates to
more than 2.3GW of potential additional capacity
across the UK and Continental Europe.
Land acquisitions (contracted but subject to
further conditions) and land held under option
agreements are not included in the igures
above, and these represent signiicant further
development opportunities. These include sites
for big box warehouses in the UK as well as in Italy
and Poland. They also include urban warehouse
sites in East and West London and in Paris. Those
we expect to exercise over the next two to three
years are for land capable of supporting almost
1 million sq m of space and generating over
£100 million of headline rent, for a blended yield
of 7 to 8 per cent. The options are held on the
balance sheet at a value of £17 million (including
joint ventures and associates at share).
All of the igures relating to our land bank and
options, other than the current value, are
indicative, based on our current expectations,
and are dependent on our ability to secure pre-let
agreements, planning permissions, construction
contracts and on our outlook for occupier
conditions in local markets.
1 SEGRO Logistics Park Poznań
Performance review continued
1
Further details of our completed projects
and development pipeline are available in
the 2024 Full Year Property Analysis
Report, at:
www.SEGRO.com/investors
A zero-tolerance approach
to poor health & safety
Health and safety is central to all of our business
activities and it is our responsibility to ensure
that we provide and promote a healthy, safe and
secure environment in which our people can
work, extending throughout our supply chain,
and in particular to our development projects.
We aim to achieve our high standards through
a combination of risk mitigation, training and
promoting a widespread awareness of health
and safety. We only want to work with
businesses that share our approach of zero-
tolerance of poor health and safety. We require
all of our suppliers to conirm that they meet our
Health and Safety Standards, and we undertake
particularly rigorous assessments of those
companies working on our development sites.
We support our contractors by providing
additional guidance, signage and undertake
health and safety visits of all our development
sites through the life of each project. We also
facilitate the sharing of best practice across
the industry though our Contractor Forums.
This approach also extends to the ongoing
day-to-day life of our estates, many of which are
accessed by both our customers and the public.
We factor this into the design, mitigate risks and
provide training to raise awareness. Whenever
incidents occur we fully investigate to
understand the causes and disseminate
learnings across the Group, including the Board
and Executive Committee, to ensure that we
(and where appropriate third-parties) respond
and improve our processes where necessary.
The accident incident rate decreased during
2024, following the implementation of our new
and enhanced safety management system.
All SEGRO employees, including contractors, are
included in our health and safety metrics, which
are reported monthly, quarterly and annually to
all leadership groups, including the Board.
Accident incident rate:
0.46
2023: 0.93
39 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Performance review continued
What we said we would do
We expected occupier demand to remain
strong, but at more normalised levels to the
pandemic years. We anticipated that rental
growth would continue, supported by this
demand and the continued shortage of supply
in our chosen markets.
What we achieved in 2024
Our focus on Operational excellence and
commitment to excellent customer service
helped us to deliver another strong year of rent
roll growth during 2024. We made great progress
capturing reversion and kept occupancy high,
despite taking back some space in London for
refurbishment and redevelopment to very high
sustainability standards.
What to expect in 2025
We have a unique portfolio, focused on
Europe’s strongest industrial and logistics
markets. Our active asset management
approach ensures that it will continually evolve
to provide high-quality, modern space appealing
to the widest variety of customers, thereby
increasing rental levels. In 2025, we will continue
to focus on providing excellent customer
service and to capture the reversion inherent
in our leases which relects the quality of our
buildings. We will continue to take advantage of
leases coming to an end on some of our older
buildings to refurbish them, bringing them up to
the high environmental standards our customers
and other stakeholders expect.
Link to strategy:
Operational excellence and
Responsible SEGRO
Visibility of
customer
emissions
87%
2023: 81%
Customer
satisfaction
86%
2023: 86%
On-site
renewable
energy capacity
123MW
2023: 59MW
Uplift on rent
reviews & renewals
34%
2023: 31%
Rent contracted during the year
£91m
2023: £88m
Corporate and customer
emission intensity
1
36.4 kgCO
2
e/sq m
2023*: 36.1 kgCO
2
e/sq m
Asset management update
The performance of our existing portfolio
relies on our continued focus on Operational
excellence; whether that means providing the
best customer experience throughout the
customer’s ‘journey’ with SEGRO, optimising
rental income and lease terms, ensuring
consistency of operating standards, or driving
eiciency through continuous improvement
and the digitalisation of processes.
We believe SEGRO has a market-leading
operating platform, with people on the ground
in all of our key locations. Through the internal
management of our portfolio, we build strong
and meaningful relationships with our customers
and other business partners, and actively
manage our assets to generate long-term
outperformance.
Strong and diversiied customer base
Understanding our customers and their evolving
needs is crucial to the success of our business.
The insights that we gain from these partnerships
help us to shape our portfolio and ensure that our
buildings are it for the future and suitable for
occupier’s evolving needs.
Our customer base remains well diversiied,
relecting the lexibility of warehouse space
and that two-thirds of our portfolio is in urban
locations. Our top 20 customers account for 33
per cent of total headline rent. Amazon remains
our largest customer, although its share has
reduced to 5 per cent of our total rent roll as a
result of the recycling activity during the year.
Customers from the transport and logistics and
manufacturing sectors were the largest takers
of our space during 2024, as they continued to
focus on prioritising eiciency, resilience and
sustainability into their operations. This was
closely followed by the technology, media and
telecoms sector, which was driven by data centre
operators taking additional space to keep up with
increased corporate and consumer demand.
Our urban spaces continue to be in high
demand by a large range of businesses who
provide value-added goods and services to
nearby growing populations.
The health of our customer base remains
strong: rent lost due to insolvency was £9 million
(2023: £3 million), approximately 1 per cent of our
headline rent. The majority of the increase versus
last year was due to the insolvency of a single
customer in our Park Royal portfolio. Our income
at risk watchlist remains small and rent collection
is tracking at normal levels despite the
economic environment.
Focused on delivering excellent
customer service
Although the quality and location of our
portfolio is of primary importance to our
customers, the value of building outstanding
customer relationships through the delivery of
excellent customer service should not be
underestimated. It helps us to maintain high
levels of customer retention, grow rents and
create new business opportunities.
We often work with our larger customers in
more than one location and regularly across
geographies: 26 per cent of our headline rent
comes from customers with whom we have
leases in more than one country. Our cross-
border customer account teams help to ensure
that we oer a streamlined and informed
approach to these businesses.
We carry out a rolling survey of our customers
throughout the year to identify and rectify issues
promptly. In 2024, we spoke to 355 customers,
and 97 per cent said that they would recommend
SEGRO to others (2023: 96 per cent) while 86 per
cent said they rated their experience with SEGRO
as ‘Excellent’ or ‘Good’ (2023: 86 per cent).
During 2024 we continued to develop our
customer insight programme with the launch of
three SEGRO customer journey projects to help
us better understand their experiences of
working with SEGRO and how we can best
support them. We continued to bring customers
together through our Customer Futures Forums
and we also launched a customer intelligence
platform across the business to help us better
share insights and leverage existing relationships.
1 The 2023 igures are a restatement of previously
reported igures and are line with the methodology
of our new Science Based Target.
40 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Actively managing our portfolio to create value
The supply-demand dynamics across our chosen
markets remained in balance during 2024, and
although occupier demand for pre-lets was
lower than in previous years, we were able to
drive further rental value (ERV) growth and sign
£91 million of new headline rent during the year.
The active asset management of our portfolio
relects our determination to generate
outperformance through the cycle. We create
plans for every single asset as part of our annual
asset review process, aiming to strike a balance
between maintaining current high occupancy
and creating opportunities to drive future rents
and create value through refurbishment,
redevelopment or conversion to alternative,
higher value, such as data centres. We monitor
a number of metrics that help us assess the
performance of our existing portfolio:
– Excellent progress in capturing the
embedded reversion within our portfolio:
Lease reviews and renewals during the period
generated an uplift of 34 per cent (2023: 31.0 per
cent), adding £27 million of new headline rent.
New rents agreed at review and renewal hit a
record level and were 43 per cent higher in the
UK (2023: 40 per cent) as reversion accumulated
over the past ive years was relected in the
signiicantly higher new rents agreed. In
Continental Europe, rents agreed on renewal
were 7 per cent higher (2023: 8 per cent higher),
as a result of market rental growth continuing to
outpace annual indexation uplifts that have
accumulated over recent years. Our portfolio is
now 16 per cent reversionary, providing us with
the opportunity to capture a further £118 million
of headline rent, £71 million of which is up for rent
review or renewal by the end of 2027.
– Occupancy within our target range at 94.0
per cent (31 December 2023: 95.0 per cent)
The increase was mostly due to takebacks in
our London portfolio, including a modern
estate in North London that we are already
marketing and have had good initial interest, as
well as older buildings to facilitate refurbishment
or redevelopment. The occupancy rate
excluding recently completed speculative
developments reduced to 95.4 per cent
(31 December 2023: 96.0 per cent) and the
average occupancy rate during the period was
95.7 per cent (2023: 95.5 per cent).
– Customer retention rate remained high
at 80 per cent. Approximately £99 million of
headline rent was at risk from a break or lease
expiry during the period, of which we retained
78 per cent based on customers staying in their
existing space (2023: 78 per cent), and a further
2 per cent including those who moved to new
premises but stayed within the portfolio (2023:
3 per cent).
– Lease terms continue to oer attractive
income security. The level of incentives
agreed for new leases (excluding those on
developments completed in the period)
increased slightly to 6.7 per cent of the headline
rent (2023: 5.8 per cent). We maintained the
portfolio’s weighted average lease length, with
7.2 years to irst break and 8.4 years to expiry
(31 December 2023: 7.3 years to irst break,
8.3 years to expiry). Lease terms are longer in
the UK (8.5 years to break) than in Continental
Europe (5.3 years to break), relecting the
market convention of shorter leases in
countries such as France and Poland.
Working closely with our customers and
refurbishing older assets to help us achieve our
Championing low-carbon growth ambitions
During 2024 we updated our carbon targets to
align with the new Science-Based Target Initiative
(SBTi) ‘Buildings’ framework. This has resulted in
two new operational targets: a near-term target to
reduce the carbon intensity of our corporate and
customer emissions by 81 per cent by 2034, and
a net-zero target by 2050. These targets have a
new baseline of 2023 and we have restated last
year’s emissions using the new best practice
methodology. There has been a 1 per cent
increase in our corporate customer emission
intensity during 2024, largely due to our data
centre portfolio which accounted for the majority
of the increase in our absolute emissions. Data
centre customers are on their own net-zero
journey with commitments to reach 100 per cent
renewable energy by 2030 and we will continue
to work closely with our customers to do what
we can to help them make good progress on
that commitment.
Our green lease clauses help to improve our
visibility of our customers’ carbon emissions and
are key to delivering a reduction in our corporate
and customer emissions. They allow us to report
more accurate data and to identify opportunities
to help customers operate their buildings more
eiciently, reducing their carbon footprint and
operating costs. These clauses, alongside an
increase in the number of automatic meter feeds
that we receive, have helped increase the visibility
of our portfolio energy use to 87 per cent (2023:
81 per cent).
At the end of 2024, 76 per cent of the portfolio
had an EPC rating of B or better (2023: 65 per
cent). Whilst the majority of our portfolio is
modern and already meets the highest
sustainability standards, we do have some older
assets in cities such as London and Paris, where
land and buildings are in short supply and rents
continue to grow. This provides us with the
opportunity to add signiicant value through
refurbishment and whilst also improving their
environmental performance.
A key part of our asset planning process is
therefore determining the phasing of these
projects and managing the space to ensure we
have vacant possession to suit our future plans.
This can lead to periods where the headline
vacancy in these sub-markets is elevated, for
example in our London portfolio at the end of
2024, but the cost of this vacancy is more than
outweighed by the value created through the
refurbishment or redevelopment. Opportunities
such as these are not included in our future
development programme and could create
signiicant rental uplifts.
Our asset management teams are also working
hard to expand the solar capacity of our portfolio
through retroitting onto existing assets (we install
photovoltaic arrays on almost all new developments)
where feasible. During 2024 we added a record
64MW to our installed solar capacity, more than
doubling it and taking the total to 123MW, 16MW
of this was through retroits onto existing buildings.
Performance review continued
Applying Operational excellence
to our supply chains
We apply the same approach in our supply
chains as we do in our internal operations and
aim to develop collaborative partnerships, with
mutually beneicial aims and objectives. Our
suppliers range from small local businesses to
multinational companies and we look to work
with businesses who share our approach to
matters such as health and safety, compliance
and anti-bribery and corruption. Our Supplier
Code of Conduct and Modern Slavery and
Labour Standards Supplier Code consolidate
and set out in full the principles and standards
that we expect and outline how we can work
side-by-side to create real change.
Our relationships with our suppliers are also
important in us achieving our Responsible
SEGRO ambitions. We work closely with our
construction partners to reduce the embodied
carbon intensity of our development
programme. We also expect our suppliers to
work with us to support local businesses and
economies; this includes proactively sourcing
labour, goods and services from our local
communities and contributing to our
Community Investment Plans. In the spirit of
partnership, we treat our suppliers well and
ensure they are paid on time. We are a
signatory of the UK Prompt Payment Code
(average UK payment time is 14 days). We are
also an accredited UK Living Wage employer,
and are working with our suppliers to help
ensure everyone working in our supply chain
to support us is paid a real Living Wage.
Supplier
spend:
£922m
Number of
suppliers:
3,069
41 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Regional updates
Our UK and Continental
European Managing
Directors discuss what
happened in their respective
regions during 2024, and
give some thoughts on what
2025 might have in store
Find out more about
the structural drivers
aecting our market:
page 4
1. % valuation change.
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£1.8bn (-2.4%)
1
2.7%
£
73m
97%
49%/51%
Germany
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£1.0bn (-2.4%)
1
0.6%
£
54m
99%
89%/11%
Italy
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£0.6bn (-2.8%)
1
6.5%
£
24m
99%
89%/11%
Netherlands
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£0.3bn (+5.9%)
1
0.3%
£
15m
100%
69%/31%
Spain
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£0.2bn (+0.1%)
1
0.1%
£
5m
98%
97%/3%
Czech Republic
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£1.3bn (-0.1%)
1
4.0%
£
44m
93%
77%/23%
Poland
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£1.9bn (+0.7%)
1
2.0%
£
82m
95%
40%/60%
France
Portfolio
value
ERV growth
Headline rent
(at share)
Occupancy
Big Box/
Urban
£11.5bn (+2.1%)
1
3.7%
£
430m
93%
17%/83%
UK
42 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Regional updates continued
SEGRO European Logistics Partnership (SELP) is our Continental
European big box joint venture with PSP Investments. SELP’s
assets are managed by SEGRO alongside its own portfolio
and in return SELP pays SEGRO annual fees for asset
management, development, advisory and administrative
services. At 31 December 2024 SELP’s AUM was €6 billion.
SEGRO European Logistics Partnership (SELP)
Marco Simonetti
Managing Director,
Continental Europe
For more information on the joint venture please visit:
selp.lu
Occupier markets in Continental Europe experienced similar
trends to the UK during 2024 and we saw a lower level of pre-let
requirements in most of our markets. We saw less of a pandemic
supply response on the Continent, however, and vacancy rates
have remained low versus historical averages. We experienced
rental growth in all of our markets but it varied quite signiicantly
and was stronger where we had leasing or development activity.
Investment market liquidity improved in the second half of the year
which helped yields to stabilise and allowed us to recycle a number
of assets, unlocking capital to reinvest into opportunities that we
expect to oer better returns.
2024 key highlights
– Rental growth across all of our markets, albeit at a more
moderate pace than during the pandemic period.
– Lower level of development completions but good progress
in progressing planning for future schemes.
– Well-executed disposals programme.
– Almost doubled the size of our Dutch portfolio through some
great asset acquisitions.
– Good progress securing power for some of our Continental
European data centre opportunities.
Risks and opportunities
– Potential improvements in the political environment (particularly
in France and Germany) has resulted in increased enquiry levels
more recently.
– Completion of speculative schemes in some of our most supply
constrained urban markets (Paris, Frankfurt, Berlin, Düsseldorf),
including our innovative underground scheme Les Gobelins.
– Industrial and logistics is still a favoured sub-sector for real estate
investors so potential for yield compression as activity returns,
supported by lower European bond yields.
UK occupier markets faired reasonably well during 2024, although
macroeconomic uncertainty dented business conidence and
brought take-up back to pre-pandemic levels. As the year progressed
an improving picture emerged with a stabilisation in vacancy rates
and falls in some markets due to a reduction in speculative supply
and increased demand. Rental growth continued throughout the
year, albeit at more moderate levels but with some very strong
pockets of growth, most notably in our Heathrow and certain parts
of our National Markets portfolio. UK property yields were stable
and investor sentiment improved as the year progressed,
particularly for prime assets with strong reversionary potential.
2024 key highlights
– Captured a signiicant amount of reversion during the year,
particularly in the London portfolio.
– Renewal of the Simpliied Planning Zone in Slough.
– Two large pre-lets signed for big box warehouses in the Midlands,
despite a quieter pre-let market.
– Smart acquisitions helping create clusters in attractive markets.
– Hit key milestones on the infrastructure works at our new big box
logistics park development in Radlett in Hertfordshire.
Risks and opportunities
– Signs of improved sentiment in the occupier markets towards
the end of 2024 points to more active pre-let markets in 2025.
– £94 million of reversion to capture in our UK portfolio.
– Vacancy remains high in our London portfolio as we upgrade
older assets to prime standards to enhance value.
– Slough Trading Estate remains in demand for new data centres.
– Planning in place for some of our key London schemes,
which will allow us to progress quickly when occupier
demand accelerates.
James Craddock
Managing Director,
UK
43 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Financial review
Financing
During 2024, SEGRO completed the following
inancing transactions.
– Short-term debt: During the year, SEGRO
has extended the term of €700 million of its
revolving credit facilities by a further year.
€600 million was extended to a 2027 maturity,
and €100 million was extended to a 2028
maturity. SEGRO also cancelled a €100 million
bilateral credit facility, which was replaced by
the bilateral revolving credit facility entered into
in January 2024.
– Medium-term debt: SEGRO has repaid a total
of £725 million of term loans and extended the
maturity of £90 million of term loans for a
further year, to 2027.
– Long-term debt: In September 2024, SEGRO
issued a €500 million 3.5 per cent bond due
in 2032. In January 2025, SELP issued a
€500 million 3.75 per cent bond due in 2032.
– New equity: In February 2024, SEGRO
undertook an equity placing in which we raised
£907 million of gross proceeds (before costs)
through the issue of 111 million new shares at
a price of 820 pence.
Financial review
Financial position at 31 December 2024
At 31 December 2024, the gross borrowings of the
SEGRO Group and its share of gross borrowings in
joint ventures and associates, after capitalised
inance costs, totalled £5,536 million (31 December
2023: £6,420 million), of which £3 million
(31 December 2023: £6 million) are secured by
way of legal charges over speciic assets. The
remainder of gross borrowings are unsecured.
Cash and cash equivalent balances were
£536 million (31 December 2023: £404 million).
The average debt maturity was 6.9 years
(31 December 2023: 6.9 years) and the average
cost of debt as at 31 December 2024 (excluding
non-cash interest and commitment fees) was
2.5 per cent (31 December 2023: 3.1 per cent).
Funds available to the SEGRO Group (including
its share of joint ventures and associates) at
31 December 2024 totalled £2,337 million
(31 December 2023: £1,930 million), comprising
£536 million cash and short-term investments
(which includes £72 million of tenant deposits)
and £1,801 million of undrawn credit facilities
(which includes £140 million of uncommitted
facilities). Cash and cash equivalent balances,
together with the Group’s interest rate and foreign
exchange derivatives portfolio, are spread
amongst a strong group of banks, all of which
have a credit rating of A- or better.
Financial position and funding
31 December 2024 31 December 2023
SEGRO
Group
SEGRO Group, JVs
and associates at
share
SEGRO
Group
SEGRO Group, JVs
and associates at
share
Net borrowings (£m) 4,244 5,000 4,972 6,016
Available cash and undrawn committed
facilities (£m)
1
1,705 2,125 1,527 1,722
Gearing (%) 35 N/A 45 N/A
Loan to value ratio (%) 28 28 34 34
Net debt: EBITDA ratio (times)
2
8.6 N/A 10.4 N/A
Weighted average cost of debt (%) 2.5 2.5 3.2 3.1
Interest cover (times) 3.7 3.9 2.7 3.0
Average duration of debt (years) 7.8 6.9 7.6 6.9
1 Excludes tenant deposits held within cash and cash equivalents.
2 Calculation detailed in Table 2 in the Supplementary Notes.
3 Based on gross debt, excluding commitment fees and non-cash interest.
4 Net rental income/Adjusted net inance costs (before capitalisation).
Adjusted proit before tax
£470m
2023: £409m
IFRS proit before tax
£636m
2023: £263m loss before tax
Available cash and undrawn
committed facilities
£2.1bn
2023: £1.7bn
Loan to value ratio
28%
2023: 34%
Soumen Das
Chief Financial Oicer
44 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Hedging position (% of net borrowings)
31 December
2024
31 December
2023
SEGRO Group
Fixed rate borrowings 92 73
Floating rate borrowings subject to an active cap 23 23
Floating rate borrowings subject to an inactive cap 3 –
Floating rate borrowings not hedged (9) 12
Total gross 109 108
Cash & cash equivalents (9) (8)
Total 100 100
SEGRO Group, JVs and associates at share
Fixed rate borrowings 97 76
Floating rate borrowings subject to an active cap 19 19
Floating rate borrowings subject to an inactive cap 3 –
Floating rate borrowings not hedged (8) 11
Total gross debt 111 106
Cash & cash equivalents (11) (6)
Total 100 100
Gearing and inancial covenants
We consider the key leverage metric for
SEGRO to be a proportionally consolidated
(‘look-through’) loan to value ratio (LTV) which
incorporates assets and net debt on SEGRO’s
balance sheet and SEGRO’s share of assets
and net debt on the balance sheets of its joint
ventures. The LTV at 31 December 2024 on
this basis was 28 per cent (31 December 2023:
34 per cent), the decrease primarily driven by
decreased borrowings.
SEGRO’s borrowings contain gearing covenants
based on Group net debt and net asset value,
excluding debt in joint ventures. The gearing ratio
of the Group at 31 December 2024, as deined
within the principal debt funding arrangements of
the Group, was 35 per cent (31 December 2023:
45 per cent).
This is signiicantly lower than the Group’s tightest
inancial gearing covenant within these debt
facilities of 160 per cent. Property valuations
would need to fall by around 54 per cent from
their 31 December 2024 values to reach the
gearing covenant threshold of 160 per cent.
A 54 per cent fall in property values would equate
to an LTV ratio of approximately 61 per cent.
The Group’s other key inancial covenant within
its principal debt funding arrangements is
interest cover, requiring that net interest before
capitalisation be covered at least 1.25 times by
net property rental income. The ratio for 2024
was 3.7 times, comfortably ahead of the covenant
minimum. Net property rental income would
need to fall by around 66 per cent from 2024
levels, or the average interest rate would need to
rise to 9.2 per cent (from the full-year average
interest rate of 3.1 per cent) to breach the interest
cover covenant threshold. On a proportionally
consolidated basis, including joint ventures, the
interest cover ratio was 3.9 times.
SEGRO also monitors its leverage on a net debt:
EBITDA basis which is an important metric for
rating agencies and our investors. SEGRO’s net
debt: EBITDA ratio at the end of 2024 was
8.6 times (2023: 10.4 times), relecting the net
impact of an £19 million increase in EBITDA and
Monitoring and mitigating inancial risk
As explained in the risks section of this Annual
Report, the Group monitors a number of inancial
metrics to assess the level of inancial risk being
taken and to mitigate that risk.
Treasury policies and governance
The Group Treasury function operates within
a formal policy covering all aspects of treasury
activity, including funding, counterparty exposure
and management of interest rate, currency and
liquidity risks. Group Treasury reports on
compliance with these policies on a quarterly
basis and policies are reviewed regularly by
the Board.
a £728 million decrease in net debt. SEGRO has
a long-term issuer default rating of ‘BBB+’ and a
senior unsecured rating of ‘A-’ from Fitch Ratings
as at 31 December 2024. The outlook on the
long-term issuer default rating was revised in
May 2024 to stable, from negative.
We mitigate the risk of over-gearing the Company
and breaching debt covenants by carefully
monitoring the impact of investment decisions
on our LTV and by stress testing our balance
sheet to potential changes in property values.
Our intention for the foreseeable future is to
maintain our LTV at around 30 per cent, although
the evolution of the property cycle will inevitably
mean that there are periods of time when our
LTV is higher or lower than this. However, this
level of LTV through the cycle provides the
lexibility to take advantage of investment
opportunities arising and ensures signiicant
headroom compared against our tightest gearing
covenants should property values decline.
The weighted average maturity of the gross
borrowings of the Group (including joint ventures
at share) was 6.9 years, with the closest maturity
being SELP’s €500 million euro bond in
November 2025, followed by SEGRO’s
€650 million euro bond in March 2026. This long
average debt maturity comprises a well spread
debt funding maturity proile which reduces
future reinancing risk.
Interest rate risk
The Group’s interest rate risk policy is designed to
ensure that we limit our exposure to volatility in
interest rates. The policy states that between 50
and 100 per cent of net borrowings (including the
Group’s share of borrowings in joint ventures)
should be at ixed or capped rates, including the
impact of derivative inancial instruments.
At 31 December 2024, including the impact of
derivative instruments, 116 per cent (2023: 95 per
cent) of the net borrowings of the Group (including
the Group’s share of borrowings within joint
ventures) were either at ixed rates or are protected
from rising interest rates with an active interest rate
cap. This hedged debt percentage is currently
greater than 100 per cent due to the temporarily
higher cash balance and lower loating rate bank
borrowings. The active interest rate cap portfolio
has a spread of expiry dates over the next 5 years
to 2029 and an average expiry of 3.0 years.
Financial review continued
What we said we would do
We intend to keep our LTV at around
30 per cent.
What we achieved in 2024
The impact of decreased borrowings has
meant that LTV has decreased from 34 per
cent to 28 per cent at 31 December 2024.
What to expect in 2025
We aim to maintain our mid-cycle LTV at
around 30 per cent, although the evolution
of the property cycle will inevitably mean
that there are periods of time when our LTV
is higher or lower than this. We believe this
approach ensures signiicant headroom
compared against our tightest gearing
covenants should property values decline
further, as well as providing the lexibility to
take advantage of investment opportunities
which may arise. We have available cash and
undrawn committed facilities of £2.1 billion
(including our share of joint ventures and
associates) on which we can draw to fund
our investment plans.
Progress against our strategy
Read more on our strategy:
page 2
45 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
– In February 2024, the Group raised £907 million
of new equity.
– In September 2024, the Group raised a
€500 million Eurobond, with a six times over
subscription rate. Proceeds were used to
reinance 2025 and 2026 term loan maturities.
– Cash and available committed facilities,
excluding tenant deposits, at 31 December
2024 were £1.7 billion.
– The negative outlook on SEGRO’s A- senior
unsecured rating from Fitch was removed in
May 2024.
– The Group continuously monitors its liquidity
position compared to the reinancing
requirements of maturing debt, committed and
expected capital and operating expenses on a
rolling forward 18-month basis. The quantum of
committed capital expenditure at any point in
time is typically low due to the short timeframe
to construct warehouse buildings.
– The Group also regularly stress-tests its inancial
covenants. As noted above, at 31 December
2024, property values would need to fall by
around 54 per cent before breaching the
gearing covenant. In terms of interest cover, net
rental income would need to fall by 66 per cent
or the average interest rate would need to reach
in excess of 9 per cent before breaching the
interest cover covenant. All would be signiicantly
in excess of the Group’s experience during the
inancial crisis.
Having made enquiries and having considered
the principal risks facing the Group, including
liquidity and solvency risks, and material
uncertainties, the Directors have a reasonable
expectation that the Company and the Group
have adequate resources to continue in
operational existence for the foreseeable future
(a period of at least 12 months from the date of
approval of the inancial statements). Accordingly,
they continue to adopt the going concern basis
in preparing these inancial statements.
Presentation of inancial information
The Group Financial Statements are prepared
under IFRS where the Group’s interests in joint
ventures and associates are shown as a single
line item on the income statement and balance
sheet and subsidiaries are consolidated at
100 per cent.
The Adjusted proit measure relects the
underlying inancial performance of the Group’s
property rental business, which is our core
operating activity. It is based on EPRA earnings
as set out in the Best Practices Recommendations
Guidelines of the European Public Real Estate
Association (EPRA) which are widely used
alternate metrics to their IFRS equivalents within
the European real estate sector (further details
can be found at www.epra.com). In calculating
Adjusted proit, the Directors may also exclude
additional items considered to be non-recurring,
unusual, or signiicant by virtue of size and
nature. In the current year no such adjustments
have been made. In the prior year, the net proit
after tax impact of the SELP performance fees
recognised of £42 million has been excluded.
Furthermore, in the prior year, an impairment
of a loan to an associate (£28 million) has
been excluded.
See Note 2 for more detail.
The Group seeks to limit its exposure to volatility
in foreign exchange rates by hedging its foreign
currency gross assets using either borrowings or
derivative instruments. The Group targets a
hedging range of between the last reported LTV
ratio (28 per cent at 31 December 2024) and 100
per cent. At 31 December 2024, the Group was
75 per cent hedged by gross foreign currency
denominated liabilities (31 December 2023:
74 per cent).
Including the impact of forward foreign exchange
and currency swap contracts used to hedge
foreign currency denominated net assets, if the
value of the other currencies in which the Group
operates at 31 December 2024 weakened by
10 per cent against sterling (to €1.33, in the case
of euros), net assets would have decreased by
approximately £124 million and there would have
been a reduction in gearing of approximately
2.4 per cent and in the LTV of 1.4 per cent.
The average exchange rate used to translate euro
denominated earnings generated during 2024
into sterling within the consolidated income
statement of the Group was €1.18: £1. Based on
the hedging position at 31 December 2024, and
assuming that this position had applied
throughout 2024, if the euro had been 10 per
cent weaker than the average exchange rate
(€1.30: £1), Adjusted proit after tax for the year
would have been approximately £9 million
(2.4 per cent) lower than reported. If it had been
10 per cent stronger, Adjusted proit after tax
for the year would have been approximately
£11 million (2.9 per cent) higher than reported.
Going concern
As noted in the Financial Position and Funding
section above, the Group has signiicant available
liquidity to meet its capital commitments, a
long-dated debt maturity proile and substantial
headroom against inancial covenants.
Financial review continued
Income statement review
The Group has had a temporary elevated cash
balance throughout the year, which has been
invested in short-term interest-bearing deposits
and money market funds. In order to protect the
Group from decreases in loating interest rates, a
series of interest rate loor contracts were entered
into to manage this risk. The interest rate loors
are short-term contracts to relect the temporary
nature of the elevated cash balance and are all
due to mature during 2025.
As a result of the ixed and capped cover in place,
if short-term interest rates had been 100 basis
points higher throughout the year to 31 December
2024, the adjusted net inance cost of the Group
would have been approximately £5 million lower
(31 December 2023: £10 million higher for a 200
bps increase in interest rates) representing
around 1 per cent (31 December 2023: 3 per cent)
of Adjusted proit after tax. The sensitivity is
currently inverted due to the loating rate income
earned on the higher than usual cash balances
during the year to 31 December 2024.
The Group elects not to hedge account its
interest rate derivatives portfolio. Therefore,
movements in its fair value are taken to the
income statement but, in accordance with EPRA
Best Practices Recommendations Guidelines,
these gains and losses are eliminated from
Adjusted proit after tax.
Foreign currency translation risk
The Group has minimal transactional foreign
currency exposure but does have a potentially
signiicant currency translation exposure arising
on the conversion of its foreign currency
denominated assets (mainly euro) and euro
denominated earnings into sterling in the
Group consolidated accounts.
46 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
1 Comprises net property rental income less administrative
expenses, net inance costs and taxation.
2 The like-for-like net rental growth metric is based on
properties held throughout both 2024 and 2023 on a
proportionally consolidated basis. This provides details
of underlying net rental income growth excluding the
distortive impact of acquisitions, disposals and
development completions.
Adjusted proit (note 2)
2024
£m
2023
£m
Gross rental income 592 547
Property operating
expenses (92) (85)
1
Net rental income
500 462
3
Joint venture
management fee
income 26 29
Management and
development fee
income 6 4
Net service charge and
other income (1) 1
2
Administrative
expenses (76) (63)
3
Share of joint ventures
and associates’
adjusted proit
1
83 82
Adjusted operating
proit before interest
and tax 538 515
4
Net inance costs
(68) (106)
Adjusted proit before
tax 470 409
5
Tax on adjusted proit
(12) (10)
6
Adjusted proit after
tax 458 399
Net rental income
£38m higher
1
Net rental income increased by £38 million to
£500 million (or by £41 million to £628 million
including joint ventures and associates at share
before joint venture fees), relecting the positive net
impact of like-for-like rental growth, development
completions and investment activity during the
year, oset by the impact of disposals.
On a like-for-like basis, before other items
(primarily corporate centre and other costs not
speciically allocated to the two property
businesses), net rental income increased by
£29 million, or 5.8 per cent, compared to 2023.
This is due to strong rental performance across
our portfolio. In the UK, there was a 5.9 per cent
increase, primarily through capturing the
reversionary potential in the portfolio through
lease reviews and renewals. In Continental
Europe there was a similar increase (5.7 per
cent), primarily through indexation; (for more
information see Performance review page 41).
Income from joint ventures and associates
£2m lower
3
SEGRO’s share of joint ventures and associates’
Adjusted proit after tax increased slightly
(£1 million) from £82 million in 2023 to £83 million
in 2024. The increase is due to a small upward
movement in net rental income.
Joint venture fee management fee income
decreased by £3 million to £26 million in 2024
due to a reduction in development activity and
lower property values, on which elements of the
fees are based.
Prior period performance fees from joint
ventures have been excluded from Adjusted
proit and are discussed in Note 7 to the
Financial Statements.
Administration expenses
£13m higher
2
Administrative expenses have increased by
£13 million to £76 million in the current year.
This primarily related to investment in
technology through IT costs and depreciation
from project spend in previous years, as well as
costs relating to transactions not completed.
This is a contributory factor for the total cost
ratio (after share-based payments), which
includes property operating expenses which
increased from 18.4 per cent to 20.7 per cent in
the current year. Further detail is given in Table 9
in the notes to the Financial Statements.
Taxation
2.6% (eective rate)
5
The tax charge on Adjusted proit of £12 million
(2023: £10 million) relects an eective tax rate
of 2.6 per cent (2023: 2.4 per cent).
The Group’s eective tax rate relects the
fact that around three-quarters of its wholly-
owned assets are located in the UK and
qualify for REIT status. This status means that
income from rental proits and gains on
disposals of assets in the UK are exempt from
corporation tax, provided SEGRO meets a
number of conditions including, but not
limited to, distributing 90 per cent of UK
taxable proits.
Income statement review continued
Financial review continued
Net inance costs
£38m lower
4
Net inance costs were £38 million lower than
2023 at £68 million. This is primarily due to lower
net debt in the year following the equity raise in
the early part of 2024, discussed further in the
Financing section above. Furthermore, average
interest rates during the year were 3.1 per cent
compared to 3.4 per cent in the prior year,
further reducing the net inance costs. Interest
capitalised on the development of properties in
the year was £67 million, slightly higher than the
prior year (2023: £64 million).
Adjusted proit (EPS)
£59m higher (34.5p)
6
Adjusted proit after tax increased by £59 million
to £458 million (2023: £399 million) as a result
of the above movements, primarily growth in
rental income and reduced inance costs.
Adjusted proit is detailed further in Note 2 to
the Financial Statements.
Adjusted earnings per share are 34.5 pence
compared to 32.7 pence in 2023 due to the
increase in Adjusted proit oset by the
108.7 million increase in the average number
of shares in issue compared to the prior year,
largely as a result of the equity placing.
47 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
EPRA NTA
attributable
to ordinary
shareholders
at 31 December
2023
Adjusted
profit after
tax
Realised and
unrealised
property
gains
Dividend net
of scrip shares
issued (2023
final and 2024
interim)
Equity share
placing
Exchange
rate movement
(net of hedging)
Other
907p 34p 12p (28)p (9)p (6)p (3)p
EPRA NTA
attributable
to ordinary
shareholders
at 31 December
2024
907p
Balance sheet
At 31 December 2024, IFRS net assets were
£12,049 million (31 December 2023: £10,904
million), relecting 889 pence per share
(31 December 2023: 886 pence) on a diluted basis.
Adjusted NAV per share at 31 December 2024
was 907 pence and lat compared to the prior
year (31 December 2023: 907 pence). This
movement primarily relects proits and property
gains, oset by dividends, the impact of the
equity placing (where shares were issued at a
price below net asset value per share) and
exchange rate movements. The chart highlights
the main factors behind the movement in
Adjusted NAV. A reconciliation between IFRS
and Adjusted NAV is available in Note 12 to the
Financial Statements.
Cash low and net debt reconciliation
Cash lows from operating activities of £459
million are £125 million lower than the prior year.
This is primarily due to the prior period including
receipt of a performance fee (£89 million) and
proceeds from disposal of a trading property
(£35 million). Finance cost outlows of £141 million
in servicing the debt facilities, represent a
£26 million reduction on the prior year, relecting
lower net debt in the period. Interest rate risk
management is detailed further in the Financial
review on page 45. In addition there were tax
payments of £17 million, primarily in France.
The Group made net investments of £377 million
in investment and development properties
during the year on a wholly-owned cash low
basis (2023: £487 million). This is principally
driven by expenditure of £1,000 million
(2023: £839 million) to purchase and develop
investment properties to deliver further growth
in line with our strategy. Disposals of investment
properties increased by £271 million to £623 million
compared to the prior year (2023: £352 million) as
the business continued to recycle assets when
the opportunity arose.
The largest cash low in the year relates to
proceeds from new equity of £889 million (being
gross proceeds £907 million received net of
costs) discussed in the Financing section above.
During the year £277 million (2023: £185 million)
dividends were paid which is lower than the
total dividend due to the level of scrip uptake
of £115 million (2023: £129 million) and tax paid
relating to the prior year Property Income
Distribution of £13 million (2023: £13 million
payment deferred).
Overall, net debt has decreased in the year by
£728 million to £4,244 million.
Capital expenditure
Table 10 in the Supplementary Notes sets out
analysis of the capital expenditure during the
year. This includes acquisition and development
spend, on an accruals basis, in respect of the
Group’s wholly-owned investment and trading
property portfolios, as well as the equivalent
amounts for joint ventures and associates at share.
Total spend for the year was £1,104 million, broadly
in line with the prior year (2023: £1,121 million), with
reduced development spend oset by increased
acquisition spend. More detail on this spend can
be found in the Development and Investment
Updates on pages 37 to 39.
Development capital expenditure was £471 million
in the year (2023: £527 million) primarily in the UK.
This includes infrastructure spend of £138 million
(2023: £92 million). Interest of £69 million (2023:
£68 million) has been capitalised in the year.
Spend on existing completed properties totalled
£54 million (2023: £67 million), of which £1 million
(2023: £1 million) was for incremental lettable
space. The balance mainly comprises
refurbishment and it-out costs, which equates
to less than 5 per cent of total spend.
Adjusted net asset value (pence per share)
IFRS proit
IFRS proit before tax in 2024 was £636 million
(2023: £263 million loss), equating to basic
post-tax IFRS proit per share of 44.7 pence
compared with loss per share of 20.7 pence for
2023. A reconciliation between Adjusted proit
before tax and IFRS proit before tax is provided
in Note 2 to the Financial Statements.
The principal driver of IFRS proit is realised and
unrealised property gains which is the main
reason for the higher proit per share in 2024
versus 2023. Total gain on properties is
£167 million (2023: £760 million loss). This
includes a £195 million realised and unrealised
property gain on investment and trading
properties in the wholly-owned business
(2023: £598 million loss) and £28 million loss
from joint ventures and associates at share
(2023: £162 million loss).
The largest component is valuation gains on
investment properties of £90 million including
joint ventures at share (2023: £809 million loss),
which is driven by a 3.2 per cent increase in ERV
and gains from development completions. These
are discussed in more detail in the Performance
review on page 35. Other property movements
include proit on sale of wholly-owned investment
properties of £75 million (2023: £39 million).
In addition, SEGRO recognised a tax charge in
respect of adjustments of £30 million (2023:
£20 million credit) primarily in relation to property
disposals and valuation movements.
Financial review continued
48 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Opening
net debt
Cash flow
from operating
activities
Finance costs
(net)
Dividends
received
(net)
Tax paid Dividends
paid
Purchase and
development
of investment
properties
(4,972) 459 (141) 29 (17) (277) (1,000)
Sale of
investment
properties
623 (4,244)(12)12(24)16688927(6)
Acquisitions
of interest
in property
and other
investments
Net investment
in joint
ventures and
associates
Proceeds
from issue
of shares
Exchange rate
movements
Purchase of
plant and
equipment
and intangibles
Other cash
movements
Non cash
movements
Closing
net debt
Dividend increase relects the strong
operational results and conidence for
the future
Under the UK REIT rules, we are required to pay
out 90 per cent of UK-sourced, tax-exempt rental
proits as a ‘Property Income Distribution’ (PID).
Since we also receive income from our properties
in Continental Europe, our total dividend should
normally exceed this minimum level and we
target a payout ratio of 85 to 95 per cent of
Adjusted proit after tax. We aim to deliver a
progressive and sustainable dividend which
grows in line with our proitability in order to
achieve our goal of being a leading income-
focused REIT.
The Board has concluded that it is appropriate
to recommend an increase in the 2024 inal
dividend per share by 1.1 pence to 20.2 pence
(2023: 19.1 pence). We will pay the 2024 inal
dividend as a PID and expect to pay the 2025
interim dividend as an ordinary dividend. The
Board’s recommendation is subject to approval
by shareholders at the 2025 Annual General
Meeting to be held on 30 April 2025, in which
event the 2024 inal dividend will be paid on
14 May 2025 to shareholders on the register
at the close of business on 28 March 2025.
In considering the inal dividend, the Board took
into account:
– the policy of targeting a payout ratio of
between 85 and 95 per cent of Adjusted proit
after tax;
– the desire to ensure that the dividend is
sustainable and progressive throughout the
cycle; and
– the results for 2024 and the outlook for
earnings.
The total dividend for the year will, therefore, be
29.3 pence, a rise of 5.4 per cent versus 2023
(27.8 pence) and represents distribution of 86
per cent of Adjusted proit after tax.
The Board has decided not to oer a scrip
dividend option for the 2024 inal dividend.
Cash low bridge (£m)
Financial review continued
49 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Managing risk
Eective risk
management
The Group Risk Committee, comprised of a
team of knowledgeable and experienced senior
management, has convened three times this year
to oversee the risk management function on
behalf of the Executive Committee. Whilst
SEGRO’s principal risks remain relatively
consistent from year to year, we place particular
emphasis on key areas that respond to shifts in
the external environment or within the business.
This year, one area of focus has been the
availability of power. Power was already a key part
of the existing Development and Construction
Execution risk. We continue to focus on the
challenges in securing the right amount of power,
in the right place, at the right time, to meet the
demands of our customers and to optimise
returns. We are increasing internal expertise to
manage this risk and have established an Energy
Strategy. We continue to work closely with
governments, invest in on-site energy generation
capacity and communicate with regulators.
Emerging risks
In addition to monitoring our principal risks
in the Risk Register, we actively identify and
monitor emerging risks. These include a variety
of factors such as longer-term customer trends,
technological development and Artiicial
Intelligence, climate change-related extreme
weather events and corporate growth. Two
examples of what we consider are:
Technological development and
Artiicial Intelligence
There may be negative and/or unintended
consequences of advances in technological
capabilities as well as signiicant opportunities.
Artiicial Intelligence is developing extremely
quickly and longer term, there is uncertainty
around its application, signiicant interconnectivity
with existing risks and potential detrimental
knock-on eects. SEGRO must closely monitor
these developments to be in a position to
maximise potential longer-term opportunities.
Customer concentration and trends
If SEGRO fails to predict longer-term customer
preferences, we could end up holding assets
which do not meet customer demand and this
could be linked to a lack of competitiveness.
SEGRO monitors changes in customer demand
and their drivers (which may be associated with
other risk areas such as climate change,
technological and power demand). To mitigate
these risks, SEGRO maintains close relationships
with customers whilst also monitoring customer
concentration risk.
Soumen Das
Chief Financial Oicer
Successful delivery of our
strategy supported by a
professional and functional
risk management programme.
An eective, proportionate, reliable and
integrated risk management process is essential
to support our strategy, decision-making and
business model. Our risk management approach
ensures that SEGRO can remain stable and
resilient in the face of ongoing macroeconomic
uncertainty and disruption. This approach also
ensures we are best positioned to capitalise from
any short- and long-term market improvement.
Annual risk management update
Throughout the year, the Board and key
committees have overseen our response to
external challenges and their broader economic
implications, as well as internal risks. As a result,
proactive measures have been taken to mitigate
impacts on our operations, strategy and
stakeholders. We regularly review our investment
plans and manage our balance sheet diligently
to protect SEGRO against future uncertainty.
SEGRO Logistics Centre Tilburg III
50 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
1 SEGRO Park Le Thillay
Risk management provides a structured
approach to decision making that aims to reduce
uncertainty regarding expected outcomes and
keep controllable risks within our appetite. This
allows us to protect value for our stakeholders,
both now and in the future.
Risk appetite is at the core of our risk
management process and guides business
decisions, making it integral to our strategic
considerations and medium-term planning.
It is applicable throughout the organisation,
including joint ventures and associates.
The Group’s risk appetite is reviewed annually and
approved by the Board. In addition to qualitative
descriptions, our risk appetite deines tolerances
and targets for key metrics, as well as criteria for
assessing the potential impact of risks and our
strategies for mitigating them. We have dierent
risk appetites for dierent types of risk and they
are dynamic, adapting over time and throughout
the property cycle. Overall, the Group maintains
a low appetite for risk, aligning with our strategic
objective of delivering long-term sustainable value.
Our risk appetite
Managing risk continued
SEGRO recognises that achieving
outperformance from our portfolio requires
accepting a balanced level of property risk to
enhance opportunities for superior returns.
Our portfolio aims for attractive, low-risk
income returns and resilience in downturns.
Our development is supported by appropriate
land holdings and we rely on a diverse occupier
base avoiding overspecialised properties
where possible.
The Group maintains a low appetite for inancial
risk overall, with an especially low tolerance for
risks related to solvency and gearing covenant
breaches. As a REIT, we prioritise stable earnings
and dividends, and seek long-term growth in net
asset value, although we recognise that external
factors can inluence the property cycle. We
acknowledge that a moderate leverage strategy
can amplify the eects of market-driven asset
valuation luctuations on net asset value.
The Group has a very low appetite for risks
that could harm our reputation with customers
and other stakeholders, including investors,
regulators, employees, business partners,
suppliers, lenders, and the communities where
we operate. Our responsibilities to these
stakeholders encompass compliance with
relevant laws, accurate and timely reporting of
inancial and regulatory information, protecting
the health and safety of all stakeholders,
considering our environmental impact, adhering
to ethical codes of conduct, ensuring business
continuity, and contributing positively to our
local communities.
Property risk
Financial risk
Corporate risk
We understand that a
uniied and responsive
approach to risk
management is
essential for us to be
able to address the
risks to our strategy.”
Soumen Das
Chief Financial Oicer
1
51 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Our integrated and robust approach to
risk management
The risk management process aims to identify,
assess, respond to and record signiicant risks
that may aect the Group’s objectives. Since
most risks can often only be partially avoided,
the focus is on mitigation and the process
provides reasonable, but not absolute, assurance
regarding the eectiveness. Continuous
oversight ensures SEGRO can adapt to changing
risks and SEGRO therefore monitors emerging as
well as principal risks.
The Board has conducted a thorough
assessment of the principal risks facing the
Group, formally reviewing them twice a year.
Additionally, the Board has completed its annual
review and approval of the Group’s risk appetite
and risk management policy. The Audit
Committee has evaluated the adequacy of the
Group Risk process during the year.
While the Board acknowledges limited control
over many external risks such as global events,
macroeconomic trends and regulatory factors,
it remains committed to assessing their potential
impact on the business and subsequent
decision-making. Internal risks are closely
monitored to ensure that eective controls are
in place and functioning as intended.
The most signiicant risks are detailed in the
Group Risk Register, where they are assessed in
both inherent (before controls) and residual (after
controls) states. Risk impact is measured against
our risk appetite to categorise each risk as below
appetite, within appetite, tolerable or intolerable.
We also formally assess the velocity of signiicant
risks. Each identiied risk has a range of mitigating
controls established to manage it eectively.
A Key Risk Indicator (KRI) dashboard is regularly
produced and monitored to track actual and
forecast performance against our risk appetite
metrics. This dashboard facilitates informed
decision-making by providing a clear overview of
risk status. KRIs are routinely reviewed by relevant
monitoring committees as part of their decision-
making processes and play a crucial role in the
Group’s Medium-Term Plan, ensuring alignment
with our strategic objectives.
The Register is used as a key input to determine
priorities for the Group’s internal audit assurance
programme. Furthermore, management’s annual
self-assessment of internal control eectiveness
is driven by the register.
Our framework for risk governance
The irst line of defence is provided by the part
of the business that has primary responsibility to
own and manage the risk.
The second line of defence is provided by the
committee or group that oversees the risk or
which specialises in compliance or risk
management. This would typically be a monitoring
committee such as the Executive Committee or
the Investment Committee, as well as the risk
management function overseen by the Group
Risk Committee.
The third line of defence is provided by Internal
Audit which gives objective and independent
assurance over whether the irst and second lines
of defence are operating eectively.
The Board has overall responsibility for ensuring
that risk is eectively and consistently managed
across the Group. The Audit Committee monitors
eectiveness on behalf of the Board.
Further information on compliance with the risk
management provisions of the UK Corporate
Governance Code can be found in the Internal
controls and risk management section of the
Audit Committee Report.
Accountabilities for the Group’s risk management
are outlined in the diagram.
1 SEGRO Logistics Park Poznań,
Komorniki
Managing risk continued
Our risk management
process is well-
established and
understood by the
business and those
involved in the risk
governance process.”
Soumen Das
Chief Financial Oicer
Risk management
1
52 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Our framework for risk governance
– Overall responsibility for ensuring that risk
is eectively managed across the Group.
– Determines the Group’s risk appetite and policy. – Conducts robust assessment of current
and emerging risks.
Monitors eectiveness of the Group’s risk management process and internal control systems.
Board
Audit Committee
Risk Managers
– Responsible for ensuring the risk is within appetite.
– Drive design, implementation and operation of controls.
– Review, identify and assess existing and emerging risks with the
risk management function at least twice per year.
Line 3
Internal Audit
– Agrees internal audit programme with consideration of the Group Risk Register.
– Conducts internal audit programme and reports to Audit Committee.
– Continues to monitor issues as they arise, the resolution of issues identiied and is agile in its response to such issues and amends the programme accordingly.
Line 1
Executive Risk Owners
– Own risks in area for which they are responsible.
– Assign accountability for mitigating individual risks to risk managers.
– Ensure that risks are identiied, assessed and adequately
controlled and mitigated.
– Review and identify existing and emerging risks with the risk management
function at least twice per year.
Monitoring Committees
– Regularly identify and monitor the signiicant risks and corresponding
controls within their function.
– Risk management team regularly attends these committees.
Group Risk Committee
– Coordinates the risk management process on behalf of the
Executive Committee.
– Develops risk policy and appetite.
– Oversees the work of the risk management function, which in turn:
• Manages, maintains and reports on the Risk Register.
• Assesses and documents risks and controls.
• Provides quality assurance and challenge to risk owners
and managers.
Line 2
Executive Committee
– Oversees execution of risk management across the business.
– Formally considers risks, including emerging risks, twice a year.
– Directly oversees strategic risks.
– Delegates accountability for risk management and monitors
performance of risk controls.
– Assigns Executive Risk Owners to each risk.
Managing risk continued
53 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Principal risks and uncertainties
The principal risks have the potential to aect
SEGRO’s business materially. Risks are classiied
as ‘principal’ based on their potential to intolerably
exceed our appetite (considering both inherent
and residual impact) and cause material harm to
the Group.
The principal risks are reviewed and amended to
relect changing knowledge, understanding and
assessment. Some risks that may be unknown at
present, as well as other risks that are currently
regarded as immaterial and therefore not detailed
here, could turn out to be material in the future.
SEGRO records emerging risks which have yet to
reach full maturity and the impact, probability and
timing of the risks is diicult to quantify. SEGRO
monitor emerging risks and considers whether an
emerging risk should be recorded, instead, as a
principal risk.
The current principal risks that the Group is aware
that it is facing are summarised in the diagram
and described on the following pages. The
descriptions indicate the potential areas of
impact on the Group’s strategy; the time-horizon
and probability of the risk; the principal activities
that are in place to mitigate and manage such
risks; the committees that provide second line
of defence oversight; changes in the level of risk
over the course of the year; and link to further
relevant information in this report.
A summary of the Group’s principal risks is
provided below. Each risk includes commentary
on current year activity but there is no material
change to the structure or content of risks
compared with what was reported in the 2023
Annual Report.
Macroeconomic impact on market cycle
Portfolio strategy and execution
Health and safety
Development and construction execution
People and talent
Operational delivery
Legal, political and regulatory
Environmental sustainability and climate change
Financing strategy
Major event/business disruption
Impact
Medium
HighLow Medium
Probability
HighLow
2
3
4
8
9
6
10
7
5
1
Residual
Principal risks
Risk heatmap
54 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
The property market is cyclical in nature and,
therefore, there is a risk that the Group may
misinterpret or fail to react appropriately to
changes in the property market, cost of
inance or broader macroeconomic and
geopolitical conditions.
This misjudgement could lead to the adoption of
an inappropriate strategy or hinder the execution
of an existing strategy, ultimately aecting
property performance and shareholder value.
Mitigations
The Executive Committee, Investment
Committee, and ultimately the Board continuously
monitor the property market cycle and adjust
the Group’s investment and divestment stance
in response to both current and anticipated
market conditions.
Multiple, diverse investment and occupier market
intelligence is regularly reviewed and considered,
both from internal ‘on-the-ground’ sources and
from independent external sources.
Investment Committee papers incorporate both
upside and downside scenarios to evaluate the
impact of varying market conditions and to
inform our portfolio strategy (see separate
principal risk).
The Group’s Total Property and/or Shareholder
Returns could underperform in absolute or
relative terms as a result of an inappropriate
portfolio strategy. This could be caused by:
– Incorrect or ineective capital allocation
decisions;
– Poor or incorrect market or asset level
assumptions (see separate macroeconomic
principal risk);
– Inaccurate modelling or forecasting;
– Lack of appropriate procedures and inadequate
due diligence resulting in lengthy, onerous or
costly transactions;
– Inaccuracy of data or failure of due diligence.
Mitigations
The Board regularly reviews the Group’s portfolio
strategy in order to consider the desired shape of
the portfolio. The portfolio strategy should align
with the Group’s overall strategy and adapt to
market conditions. Major capital investment and
disposal decisions require Board approval.
Policies are in place to govern investment activity.
Regular analysis ensures that the portfolio is
optimally positioned in terms of location and
asset type, maintaining the right balance
between core and opportunity assets. The annual
asset planning exercise provides a bottom-up
assessment of the performance and potential for
all existing assets, helping to determine where to
invest capital and to identify assets for disposal.
Investment hurdle rates are regularly reappraised
taking into account estimates of our weighted
average cost of capital.
Current year activity
The uncertain economic backdrop and elevated
geopolitical risk was relected in lower pre-let
volumes in 2024. There are signs that the
investment markets are improving as we enter
a new phase of the market cycle.
In response, we have continued to perform
thorough economic outlook assessments. We
continue to mitigate our corporate risk through an
appropriate inancing strategy (see other principal
risk) and ensure that the consequences for our
portfolio strategy are appropriately aligned (see
separate principal risk). This preparation enables
us to withstand economic shocks and take
advantage of market opportunities.
Current year activity
The Group maintains a disciplined and responsive
approach to portfolio management and capital
allocation, as outlined in the Performance review
section. We continuously review our portfolio and
uphold appropriate investment criteria and hurdle
rates to ensure resilience against macroeconomic
uncertainty.
The Group’s approach to capital allocation is
informed by comprehensive asset plans and
independent external assessments of market
conditions and forecasts. Locally based property
investment and operational teams provide market
intelligence and utilise their networks to identify
attractive opportunities. These teams are
overseen by the UK and Continental European
Heads of Investment.
.
Link to strategy:
Disciplined capital allocation;
Eicient capital and corporate structure
Overseen by:
Executive Committee, Investment Committee
The market outlook is detailed in the
Chief Executive’s statement:
page 11
Performance review:
page 35
Link to strategy:
Disciplined capital allocation;
Operational excellence;
Eicient capital and corporate structure
Overseen by:
Executive Committee, Investment Committee
1
Macroeconomic impact on market cycle
Change in 2024:
No change
2
Portfolio strategy and execution
Change in 2024:
No change
Principal risks continued
1 SEGRO Logistics Park Prague
1
55 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Principal risks continued
Unexpected global, regional or national events
may result in severe adverse disruption to SEGRO,
such as sustained asset value or revenue
impairment, solvency or covenant stress, liquidity
or business continuity challenges. A global event
or business disruptor may include, but is not
limited to, a global inancial crisis, health
pandemic, power/water shortages, weather-
related event, war or civil unrest, acts of terrorism,
cyber breach (either malicious or accidental) or
other IT disruption. Events may be singular or
cumulative, and lead to business disruption and
impair the operating environment.
Mitigations
The Group ensures its resilience against a global
event and business disruption through its
inancing strategy (see separate principal risk),
diverse portfolio strategy (see separate principal
risk), resilient work force and detailed business
continuity and disaster recovery plans. Where
appropriate, relevant insurance is procured and
horizon scans help identify potential upcoming
risk areas. The assessment of going concern and
viability is conducted through a detailed, bottom-
up, medium-term planning process including a
business stress test and downside scenarios.
Specialist employees, overseen by our
Technology Committee, ensure the resilience
and security of our technology through controls,
training, testing, and audits. We maintain robust
processes and controls for business continuity
and IT disaster recovery. Additionally, we use
third-party experts to supplement our internal
expertise when testing our resilience to
cyber-attacks.
Current year activity
As geopolitical instability continues, it creates
uncertainty for the Group’s operations and
stakeholders.
The Group maintains its robust inancing and
portfolio strategy, ensuring lexibility and
preparedness for major events and business
disruptions. The Board and other committees
remain vigilant and responsive, actively managing
risk mitigation as situations evolve.
The business continuity plan continues to
operate successfully. The annual asset planning
process reviews any areas of weakness in the
portfolio with associated plans to rectify them.
Our cyber breach response plan was reviewed
and we implemented an extended detection
and response system and service to improve
our speed and ability around detecting
potential threats. We continue regular training
and testing of employees and this year have
increased content focusing on deepfakes and
Artiicial Intelligence.
Link to strategy:
Disciplined capital allocation;
Operational excellence
Overseen by:
Executive Committee, Technology Committee
The market outlook is detailed in the
Chief Executive’s statement:
page 11
3
Major event/business disruption
Change in 2024:
No change
1 SEGRO Centre Paris Les Gobelins
2 Diebold Nixdorf, SEGRO Logistics
Park Warsaw
1
2
56 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Principal risks continued
A health and safety incident may occur which
involves harm to an individual or loss of life.
This may be associated with the failure of safety
management systems, failure of a building or
other physical asset, or negligence of a third-
party. Furthermore, the Group may breach
relevant legislation or fail to provide suitable
employee support. The consequence may be
litigation, ines, serious reputational damage or
a negative impact on employees.
Mitigations
A health and safety policy and management
system is in place, and best practice is reviewed
with the Health and Safety Working Group. The
working group continuously monitors health and
safety practices, including incidents, inspections,
and training across the business. Legal guidance
and additional support are provided by local
health and safety consultants and lawyers,
who oer regulatory assurance alongside our
internal expertise.
Construction monitoring activities continue
through our contracted external consultants in
each country through in person development
inspections, with SEGRO support. Incidents and
inspections are tracked across the Group on
a health and safety management system.
Failure to adequately anticipate and/or respond to
the impact of climate change or lack of
preparation for environmental risks following:
– Increased severity and unpredictability of
weather-related events leading to more
frequent damage to our buildings;
– Changes in laws, regulations, policies, taxation,
and reporting requirements;
– Changes in social attitudes and customer
requirements whereby SEGRO are required
to alter the design and build of properties
and/or energy provision to buildings
and/or commitments to climate change
mitigation initiatives.
These risks may result in inancial cost to SEGRO,
disruption to our customers, ines, fall in share price
or negative reputational eect, reduced demand
for our properties and reduce competitiveness.
Climate-related risks, their time horizon and their
management and mitigation are detailed further
on pages 68 to 69.
Mitigations
Championing low-carbon growth is one of
our three Responsible SEGRO priorities. The
Responsible SEGRO framework guides our
eorts to reduce corporate and customer, and
embodied carbon emissions, and is supported
by our Mandatory Sustainability policy.
The sustainability team update the Executive
Committee monthly and the Board annually.
The Strategic Priorities Steering Group meets
fortnightly and is tasked with aligning activities
across the strategic priority areas, including
Championing low-carbon growth.
Our Sustainability team supports group and local
teams with data gathering and understanding
legal and regulatory requirements, as well as
sharing best practice and guidance from external
advisors overseeing compliance with the
Mandatory Sustainability Policy.
SEGRO maintains a zero-tolerance approach to
poor health and safety practices and collaborates
closely with suppliers and health and safety
consultants to enhance understanding and
implementation of SEGRO’s requirements.
SEGRO’s health and safety management system
is supported by site inspections of existing and
potential new assets, as part of proactive
management, and development project
inspections in line with SEGRO’s Health and
Safety Construction Standard.
Current year activity
Employee training continues to be rolled out,
virtually and in-person with our training partners.
SEGRO has launched a new safety management
system controlling safety procedures. The health
and safety team have access to a legal register
provided by a third party to ensure that SEGRO
remain up to date on legislative changes and
monitor future changes. Routine monthly health
and safety reporting is in place to internal
operational, technical and leadership teams and
the health and safety team respond to feedback
and experiences, as well as reviewing speciic
practices and controls where required.
A climate resilience study has been conducted to
evaluate the physical risks to our portfolio, detailed
further on page 65.
Current year activity
Our Responsible SEGRO framework continues
to outline our strategy to reduce our corporate
and customer carbon emissions and embodied
carbon. During the year we strengthened our
internal governance approach by creating a
taskforce, consisting of two members of the
Executive Committee, a senior Finance Director
and our Director, Sustainability to review our
carbon reduction targets. We intend to maintain
this governance taskforce to monitor progress.
See page 73 for details of further actions
during 2024.
We have appointed a Head of Sustainable Finance
to support our compliance with the emerging EU
non-inancial reporting requirements. We continue
to work with advisors on increasing disclosure
requirements, allowing for more robust reporting
and assurance processes. Environmental
considerations are increasingly important in asset
acquisition and disposal decision-making,
developments and refurbishment decisions.
Link to strategy:
Operational excellence;
Responsible SEGRO
Overseen by:
Executive Committee, Joint Operating Group
Approach to Health and Safety:
page 39
Link to strategy:
Responsible SEGRO
Overseen by:
Executive Committee, Joint Operating Group
Responsible SEGRO, Carbon Climate
Related disclosures:
page 21
4
Health and safety
Change in 2024:
No change
5
Environmental sustainability and climate change
Change in 2024:
No change
1 Health and safety visit at SEGRO
assets in Madrid
1
57 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Principal risks continued
The Group has an extensive current programme
and future pipeline of developments which
brings the following risks:
– Above-appetite exposure to non-income
producing assets, reducing returns;
– Below-appetite land holdings restricting
opportunities;
– Poor land acquisition due diligence or over
optimistic appraisal assumptions;
– Contractor default or poor performance
leading to cost over-runs;
– Regulatory/legal breach associated with a
health and safety incident, defect or deleterious
materials in buildings.
This could result in increased costs and delays,
reduced returns, reputational damage and ines.
Mitigations
We closely monitor our exposure to non-income
producing assets (including land, infrastructure,
and speculative developments), especially when
acquisition decisions are being made by the
Investment Committee. The Acquisition and
Disposals policy sets out key stages of
transactions and the authorisations required.
Our development programme prioritises pre-let
opportunities. We retain a high level of optionality
in our future development programme, including
land acquisition, and commitment to
infrastructure and buildings.
The risk of cost overruns or supply chain issues is,
at least in part, mitigated by using our experienced
development teams and a panel of trusted
advisors and contractors, and typically using ixed
price contracts. Collaboration with contractors and
ongoing communication helps to identify potential
issues and possible solutions ahead of time.
The risk of contractor default is reduced by using
a diverse group of companies which have been
through a rigorous onboarding process and close
monitoring of their inancial strength. Short
development lead-times allow for quick
responses to changing market conditions.
The Group could suer an acute liquidity or
solvency crisis caused by a failure in design or
execution of its inancing strategy. Such an event
may be caused by a number of factors including
a failure to obtain debt or equity funding (for
example, due to market disruption or rating
downgrade); having an inappropriate debt
structure (including leverage level, debt maturity,
interest rate or currency exposure); poor
forecasting; defaulting on loan agreements as a
result of a breach of inancial or other covenants;
or counterparty default.
This could result in an inability for SEGRO to
inance its growth strategy and inancial loss or
inancial distress.
Mitigations
The Treasury Strategy is reviewed annually by
the Board and the quarterly report is sent to the
Executive Committee to ensure our key risk
metrics are reviewed regularly. The Group’s
inancing strategy is consistent with the Group’s
risk appetite, MTP and long-term business
strategy. Our Treasury policy outlines key
parameters and comprehensive controls to
ensure eective execution of this strategy.
Oversight is maintained internally by the
Construction Steering Group which coordinates
with the Health and Safety team to manage
challenges such as defects or deleterious
materials in buildings. Technical best practice in
development is maintained via cross business
forums. Additionally, the Partnership Development
team engages with stakeholders as part of
SEGRO’s social responsibilities and supports
planning processes.
Current year activity
Due to continuing variability in market conditions,
we have maintained our stringent investment
criteria. We carefully monitor the value of land
holdings considering prevailing market conditions,
looking for optionality where possible. We continue
to partner with our contractors as we expect lump
sum contracts may become harder to agree or
will incur increased costs due to contractors
accounting for additional risks. We monitor
‘overspeciication’ of projects and investigate
ways to drive best value from costs to ensure
SEGRO is not at risk of becoming uncompetitive.
The Group periodically assesses its inancing
needs based on opportunities and market
conditions and maintains long-term relationships
with various inance providers.
Current year activity
The Group holds a signiicant presence in the
euro bond, sterling bond and US private placement
markets. SELP also holds a signiicant presence in
the euro bond market.
This positions us well inancially to support
activities aligned with our strategic priorities.
Furthermore, the Group continues to utilise ixed
rate debt and pertinent derivatives to mitigate the
risk of rising interest rates both currently and in
the future.
We continue to be advised by our lending banks
and corporate brokers that we can access all
capital markets as demonstrated by the £907m
equity raise in February 2024 and the €500m
SEGRO bond in September 2024. Liquidity
remains strong due to the facilities put in place
and there is substantial headroom vs all our
inancial covenants.
Link to strategy:
Disciplined capital allocation;
Operational excellence
Overseen by:
Executive Committee, Investment Committee,
Joint Operating Group
Development update:
page 38
Link to strategy:
Eicient capital and corporate structure
Overseen by:
Executive Committee
Financial review:
page 44
6
Development and construction execution
Change in 2024:
Increased
7
Financing strategy
Change in 2024:
No change
1 Slough Trading Estate
1
58 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Further Information
Principal risks continued
The Group could fail to comply with laws,
regulations or governance obligations, which
are applicable now, or may become applicable
in the future. Such failures could lead to material
litigation, censure, penalties and ines, as well as
potentially signiicant reputational damage and
loss of stakeholder conidence. It could also
impact the Company’s REIT and SIIC status and
damage relationships with tax authorities.
Compliance with future new laws and/or
regulations introduced by governments in the
countries in which the Company operates could
potentially impact the business and its ability to
achieve its strategic objectives.
A lack of employee awareness of the obligations
which apply to the Company, as well as its culture
may lead to an increased risk of unethical,
fraudulent and/or unacceptable behaviour
including breaches of the Code of Business
Conduct and Ethics.
Mitigations
Internal legal and company secretariat experts
continue to monitor developments in the legal,
governance and regulatory environment,
together with their colleagues in the tax, health
and safety and sustainability functions. The
Company appoints well-respected and high-
quality external advisers to help it manage and
monitor this further, with Heads of functions
regularly consulting with external advisers;
attending relevant brieings; and participating
as members of key bodies.
Compliance with joint venture agreements is
handled by skilled legal, company secretariat,
property, tax and inance colleagues.
Comprehensive governance and compliance
structures, including management manuals, are
in place as required. The Company also closely
monitors taxation regulations with advisers to
promptly address any changes aecting the
Group or its stakeholders. SEGRO’s experienced
internal tax team manages the Group’s tax
compliance, and REIT and SIIC compliance is
reviewed bi-annually.
The Executive Committee regularly consider
legal and regulatory risks and signiicant legal and
regulatory updates or changes are communicated
to the Board and Audit Committee as soon
as appropriate.
Current year activity
The legal and regulatory environment remains
dynamic with an ever-increasing number of new
laws and regulations. Governments and
regulators continue to take a more aggressive
stance on enforcement, with private entities also
increasingly looking to bring civil suits. A tender
of the UK Real Estate Legal Panel was carried out
in the second half of 2024 with an additional irm
appointed to help manage legal risk further.
We continue to raise awareness of the obligations
of employees set out in the Code of Business
Conduct and Ethics, with all new employees
required to carry out mandatory training and
targeted training also being delivered where
appropriate. All employees are required to
conirm compliance with the Code of Business
Conduct and Ethics each year, where they must
also conirm that they are not aware of any
breaches or inappropriate behaviour having
taken place. The Company continued its supplier
screening programme and supplier interviews
where members of the Company’s legal team
talk to suppliers to ensure that appropriate and
robust anti-bribery, corruption and fraud policies
and procedures, as well as policies and procedures
to prevent modern slavery occurring, are in place.
The Supplier Code of Conduct also reinforces the
behaviour expected from suppliers and those
working for the Company. Further detail on the
Code of Business Conduct and Ethics is on page
75 of the Governance Report.
Link to strategy:
Disciplined capital allocation;
Operational excellence;
Eicient capital and corporate structure
Overseen by:
Executive Committee
Our Governance Framework:
page 83
8
Legal, political and regulatory
Change in 2024:
No change
1 SEGRO Logistics Park Northampton
2 SEGRO Park Elancourt
1
2
1 SEGRO London oice
1
59 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Principal risks continued
The performance of the business could be
impaired due to SEGRO:
– Not having the appropriate culture,
organisational structure, skilled people or
resource levels;
– Failing to attract, motivate, retain and develop
diverse talent as part of our Nurturing talent
ambition;
– Failing to prepare adequate talent management
or succession plans.
This could be caused by ineective people
policies and processes including recruitment
and onboarding, organisational structure, talent
management and succession, reward and
recognition, learning and development,
performance management, hybrid working
practices or a lack of appropriate social policies.
Mitigations
Our goal is a sustainable business, inclusive and
diverse, as outlined in our Responsible SEGRO
framework. Succession planning and key person
risk are reviewed at least annually with the
Executive Committee and the Board. We review
compensation annually with a third party to
ensure appropriate salary ranges. We have
various incentive tools which can be applied
lexibly during the year to retain talented
employees and these are reviewed by the
Remuneration Committee. The hiring, appraisal,
succession planning, and talent processes are
regularly reviewed, and employee engagement
surveys are conducted to understand
employee sentiment.
The Group may experience operational failures
such as: increased level of customer defaults;
supply chain disruptions; reporting failure or
delay; fraud error or disruption of treasury
operations; inaccurate or misleading valuation
reporting; erroneous lease execution or
inaccurate lease data; or poor customer insight
and retention.
These issues could lead to various adverse
eects, including reputational damage,
regulatory censure or ines, additional and
unplanned costs, reduced income and property
valuation, illiquidity and missed opportunities
reducing SEGRO’s competitiveness.
Mitigations
The Group is dedicated to maintaining a high
standard of operational excellence. The Executive
Committee and Joint Operating Group consistently
monitor various risks associated with property
management, organisational eectiveness, and
customer relations. Each operational area is
supervised by a skilled central team and often
local team members. We periodically review our
policies and procedures to ensure their continued
appropriateness and verify compliance through
both internal and external audits. Additionally,
we maintain suicient insurance coverage across
the Group.
We use reputable external experts to advise us
and receive market insights. Our internal teams
are also supported by bespoke tools to govern
the process associated with operational delivery.
We ensure that our customer base is diverse
and wherever possible, possesses inancial
stability, which we monitor closely along with
customer concentration metrics. We undertake
an annual customer satisfaction survey and
conduct interviews with senior customer
stakeholders to facilitate identiication of key
customer requirements.
Current year activity
After a period of reorganisation in 2023, the wider
organisation is now more stable, with new teams
established and a number of new hires to
supplement our existing workforce, although
headcount and costs are broadly lat.
Over the summer we completed a people
planning exercise across the Company, to
proactively plan for resourcing and development
needs. This was led by individual Leadership
Team members and culminated in a review of
the organisation and talent/succession plans by
the Executive Committee and Group Board.
We have progressed our Nurturing talent agenda
with the introduction of an enhanced suite of
family-friendly policies across the Group and
launch of a new approach to performance
management that further embeds our values
and behaviours. We have also introduced new
assessment and development tools deeper into
the organisation and continued our focus on
inclusion and diversity.
Current year activity
We continue to cultivate close engagement with
our customers as well as continually assessing
the risks associated with customer concentration
and monitoring and reporting customer
covenant risk.
An automated letting recommendation
application, which is a worklow tool, is now in
place in all countries and is producing valuation
management information. The SEGRO asset
management application, another worklow tool,
is in the process of being rolled out across the
Group country-by-country and, together with
the letting recommendation tool, increases
eiciency, consistency and control. A customer
insight tool has been rolled out across Group to
maximise collaboration.
We collaborate with our supply chain and
have reviewed key suppliers to ensure suitable
alternatives are available if one fails. Critical
suppliers include contractors and their sub-
contractors (detailed more fully in the
Development and Construction Execution risk)
and IT suppliers. Additionally, we continue to
ensure prompt payment to our suppliers.
Link to strategy:
Operational excellence;
Eicient capital and corporate structure;
Responsible SEGRO
Overseen by:
Executive Committee
Nurturing talent section:
page 28
Link to strategy:
Operational excellence;
Eicient capital and corporate structure
Overseen by:
Executive Committee, Joint Operating Group
Performance review:
page 35
9
People and talent
Change in 2024:
No change
10
Operational delivery
Change in 2024:
No change
60 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Viability statement
Conirmation of viability
The Directors have considered the Group’s
prospects, including reference to the Group’s
principal risks, to form the basis of our
assessment of short-term and longer-term
viability. The process for conducting this
assessment is summarised in the Audit
Committee’s report on page 98.
The Directors conirm that they have a reasonable
expectation that the Group will be able to
continue in operation and has adequate
resources to meet its liabilities as they fall due
over the next ive years.
The assessment of viability is split into short-term
and longer-term time horizons.
Short-term assessment
The short-term assessment included consideration
of our going concern assessment and a review
of key controls around liquidity management.
Management regularly reviews the Group’s
liquidity position and operating results. In
addition, key treasury metrics including inancial
covenants are reviewed by the Executive
Committee on a quarterly basis.
Longer-term assessment
The period assessed for the longer term is the
same ive-year time horizon as covered by the
Group’s annual rolling ive-year strategic inancial
plan. This is considered to be the optimum
balance between our need to plan for the long
term, and the progressively unreliable nature of
forecasting in later years, particularly given the
historically cyclical nature of the property industry.
The strategic inancial plan comprises a ive-year
Medium-Term Plan (MTP) and an Asset Plan,
within the context of macroeconomic and
property market outlooks provided by external
advisers and SEGRO expertise.
The central corporate team and each country
or regional property team provide a forecast for
revenue and costs for the business for the MTP and
for total returns from each asset for the Asset Plan.
They also provide forecasts on potential
development activity from the existing land bank,
refurbishment of existing assets (including with
regard to current and expected environmental
legislation – see pages 64 to 71 for more detail
on climate-related inancial disclosure) and their
expectations of acquisitions and disposals.
This process generates a ive-year forecast for
capital expenditure and associated funding
requirements, net income, net asset values and
cash lows. The Directors conirm that they have
no reason to expect a step-change in the Group’s
viability immediately following the ive-year
period assessed.
In addition to the robust ongoing assessment
and management of the risks facing the Group,
as already set out in this section, the Group has
stress tested the MTP. The stress tests consider
the risks that could either individually, or in
aggregate, threaten the viability of the Group,
represented by the breach of key inancial ratios
and covenants. The risks are based on an
individual event or combination of events
occurring, using historic data (for example the
acute property valuation decline in 2007–2009)
and forward-looking probability analysis where
available. The process for conducting the
Group’s assessment is the responsibility of the
Chief Financial Oicer and is overseen by the
Audit Committee.
The main stress tests carried out in 2024, along
with their potential impacts, were:
– Zero market rental (ERV) growth throughout
the period: the main impacts are lower asset
values and adjusted NAV throughout the period,
with earnings growth reduced in later years.
– A scenario where, in addition to the previous
scenario, occupier demand for new space
slows, manifested in reduced take-up of
standing assets and development levels:
the main impacts are reduced earnings growth
throughout the period (primarily from fewer
development completions), while gearing levels
beneit from lower capital expenditure.
– A scenario where, in addition to the two
previous scenarios, capital value decline,
manifested through a 100bp increase in
yields: the main impacts are lower asset values
throughout the period, causing leverage to rise.
– Impact of rising interest rates, manifested in
a reverse stress test to assess what level of
interest rates would cause a covenant breach:
a rise of at least six percentage points in the
Group’s average interest rate across the period
assuming current levels of ixed rate interest
and protection from our interest rate caps.
Reverse stress testing was also undertaken over
the period under review. None of the inancial
covenants were breached during the ive-year
period, with gearing remaining comfortably
below 160 per cent and interest cover well above
1.25 times.
Property valuations would need to fall by around
54 per cent from their 31 December 2024 values
to reach the gearing covenant threshold of 160
per cent. A 54 per cent fall in property values
would equate to an LTV ratio of approximately 61
per cent. Net property rental income would need
to fall by around 66 per cent from 2024 levels to
reach the interest cover covenant threshold of
1.25 times.
Outside the MTP, the following viability risks were
also considered:
– A 10 per cent movement in foreign exchange
rates: due to long-term hedging arrangements
in place foreign exchange movements are not
considered a material risk to the Group’s viability.
– An inability to reinance maturing debt: the
nearest material reinancing requirement is in
2025 (SELP) and 2026 (SEGRO) so the risk to
the Group’s viability is towards the start of the
period. We tend to reinance long-term debt
around 12 months in advance of maturities
and, should relationship bank lending, equity
and bond markets be unavailable, options to
raise liquidity include reductions in capital
expenditure and increased asset disposals.
– A sustained interruption to the Group’s
business continuity: a qualitative assessment
of SEGRO’s ability to operate with compromised
workspace and IT structure is carried out each
year, with regular live scenario tests undertaken
by key members of sta with the help of external
advisers to ensure responses are rehearsed and
mitigations are in place. No material threat to
SEGRO’s viability was identiied.
– Climate-related threats to the portfolio:
working with Savills Earth, we conducted a
climate risk exposure study to assess the acute
and chronic physical risks to our portfolio
spanning a period from current day to 2100.
Drought stress presents as the most signiicant
emerging chronic hazard but with limited
impact on our assets. Heat Stress and River
Flood are other areas where there is an increase
in risk exposure compared to baseline, but
assets exposed to these hazards represent only
5 to 6 per cent of rental value. Therefore, we do
not consider such risks to be a threat to the
viability of the Group. Further information can
be found on pages 65 and 66.
The scenarios set out are hypothetical and severe
for the purpose of creating outcomes which have
the ability to threaten the viability of the Group.
We also note that, in the event of a severe threat
to liquidity, various options are available to the
Group to maintain viability. These options include
reduction of any non-committed capital
expenditure and acquisitions, selling assets, or
reducing cash dividends (including the use of
scrip dividends).
We are optimistic about the longer-term
prospects of our business based on our prime,
sustainable portfolio, high levels of occupancy let
to a diverse range of customers on long average
lease lengths, backed by strong balance sheet
with long debt maturity and with well spread
diversiied reinancing requirements. These are
supported by the long-term trends in the
warehouse and industrial real estate sector of
greater e-commerce penetration of retail sales,
supply chain reconiguration and increasing
urbanisation across Europe.
61 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Non-inancial information and sustainability information statement
This table signposts related non-inancial and sustainability information in this report and further reading on our website.
Reporting requirement Policies Website (www.SEGRO.com) Reference in 2024 Annual Report
1. Environmental matters Mandatory Sustainability Policy About – Policies
Responsible SEGRO
Championing low-carbon growth 25–26
2. Climate-related inancial disclosure requirements Responsible SEGRO Climate-related inancial disclosures 64–71
3. Employees Code of Business Conduct and Ethics
Human Rights Policy
About – Policies
About – Policies
Suppliers
Governance
41
82
Our Purpose and Values Our Purpose – Our Values Our business model and strategy
Nurturing talent
Governance
16–17
28
81
Diversity and Inclusion Policy About – Policies Nurturing talent 28
Group Health and Safety Policy About – Policies Performance review 39
4. Human rights Human Rights Policy
Modern Slavery and Human Traicking Statement
Anti-Slavery and Human Traicking Policy
About – Policies
About – Slavery and Human Traicking
About – Slavery and Human Traicking
Directors’ Report
Directors’ Report
132
132
Modern Slavery and Labour Standards Supplier Code About – Slavery and Human Traicking Suppliers
Directors’ Report
41
132
5. Social Modern Slavery and Labour Standards Supplier Code About – Slavery and Human Traicking Suppliers
Directors’ Report
41
132
Human Rights Policy About – Policies Directors’ Report 132
Group Health and Safety Policy About – Policies Performance review 39
Supplier Code of Conduct About – Policies Suppliers 41
6. Anti-corruption and anti-bribery Code of Business Conduct and Ethics About – Policies Nurturing talent
Governance
28
82
7. Business model About – Our Business Our business model and strategy 16–17
8. Principal risks and uncertainties Eective risk management 50–60
9. Non-inancial key performance indicators Investors – Investment Case – Non Financial Key
Performance Indicators
Key Performance Indicators 32–33
62 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Streamlined energy and carbon reporting
We are proud of the part that our buildings play
in supporting our customers to achieve
eiciencies and carbon reductions throughout
their supply chain, and this is relected in
SEGRO’s comprehensive approach to carbon
management. SEGRO’s Scope 1 and 2 emissions
(our ‘corporate’ emissions – those covered by
Streamlined Energy and Carbon Reporting)
account for less than 1 per cent of our total
(Scopes 1 to 3) carbon emissions.
Customer energy use in our buildings totalled
382,192 tonnes of CO
2
e, equating to 52 per cent
of total 2024 emissions and the carbon emissions
related to the construction of new buildings
(known as embodied carbon) represent a further
32 per cent. This is why SEGRO’s two key carbon
reduction metrics are our corporate and
customer carbon intensity and our embodied
carbon intensity.
In 2024, we have achieved a 4 per cent reduction
in the embodied carbon intensity of our
developments; our development teams and
contractors have applied innovative approaches
to materials and design to reduce the embodied
carbon intensity of our buildings. Our corporate
and customer carbon intensity saw an increase
of 1 per cent, primarily driven by our success in
bringing forward our data centre pipeline.
However, this is in line with our new science-
based net-zero target, and we will continue to
work closely with all our customers to ensure they
make good progress on that commitment. More
of our customers are sharing their energy data
with us than ever before, meaning we have actual
data covering 87 per cent of our loor area (2023:
81 per cent) improving the accuracy of our
emissions igures.
Streamlined energy and carbon reporting
(SECR)
The SECR legislation only covers our corporate
emissions which accounts for less than 1 per cent
of SEGRO’s total emissions. For our full Scopes 1
to 3 carbon footprint, and all of the metrics we are
tracking on our path to net-zero carbon, please
see our Responsible SEGRO Report.
In line with best practice, we report both a
‘market-based’ and ‘location-based’ igure for
emissions from electricity consumption. The
market-based approach incorporates SEGRO’s
move towards low-carbon energy taris on its
controlled space (largely its SEGRO-occupied
oices, SEGRO-managed common parts and
vacant space), whereas the ‘location-based’
approach uses national grid averages
(see the notes to the table below for more
on location/market).
SLR Consulting provide limited independent
assurance to ASAE3000.
Reporting Methodology
The SECR igures above have been prepared in
accordance with the GHG Protocol to discharge
our regulatory obligation to report greenhouse
gas emissions pursuant to section 7 of the
Companies Act 2006 (Strategic Report and
Directors’ Report) Regulations 2013 and the
Companies (Directors’ Report), and Limited
Liability Partnerships (Energy and Carbon Report)
Regulations 2018; the latter commonly referred to
as Streamlined Energy and Carbon Reporting.
We report our data using an operational control
approach to deine our organisational boundary
and have reported emissions following both the
location-based and market-based approach,
using the IEA residual emission factors for any
energy taris that are not low-carbon.
We have chosen ‘responsible loor area’ as our
intensity metric, which is all loor area with Scope
1 and 2 emissions in the reporting year, apportioned
to the length of time the space was vacant.
‘Total energy use’ covers electricity, fuels
(including transport fuels) and district heating
converted to kWh units. Our Responsible
SEGRO Report, and a detailed description
of our methodology, can be found at
SEGRO.com/Responsible-SEGRO/reports-
downloads. The 2024 greenhouse gas emissions
and energy use data above are for the period
1 January to 31 December 2024 (2023: 1 January
to 31 December 2023).
Global SECR-relevant GHG emissions in metric tonnes CO
2
e
Emissions from: 2024 2024 – UK 2024 – EU 2023* 2023 – UK* 2023 – EU*
Scope 1 emissions – combustion
of fuels and refrigerant use 2,568 1,244 1,324 2,063 649 1,414
Scope 2 emissions – purchased
energy (location-based)** 4,403 1,454 2,949 2,437 850 1,587
Scope 2 emissions – purchased
energy (market-based)*** 2,109 941 1,168 927 392 535
Scope 3 – Business Travel 108 48 60 138 46 92
Total SECR carbon emissions
(location-based) tCO
2
e 7,079 2,746 4,333 4,638 1,545 3,093
Responsible loor area sq m**** 556,430 270,930 285,500 272,050 126,210 145,840
Carbon intensity (kgCO
2
e/sq m)
– location-based 12.7 10.2 15.2 17.0 12.2 21.2
Carbon intensity (kgCO
2
e/sq m)
– market-based 8.4 8.1 8.7 11.5 8.6 14.0
Total Energy Use (kWh) 27,6 1 3,988 13,445,448 14,168,540 17,915,075 8,311,200 9,603,875
* All 2023 data above has been restated to bring our reporting in line with latest best practice reporting methodologies.
** The location-based approach to calculating Scope 2 emissions (emissions from electricity consumption) uses
national grid average emissions factors which relect the make-up of a country’s electricity supply between fossil fuels
and renewables. SECR legislation requires that a location-based igure be reported.
*** The market-based approach to calculating Scope 2 emissions relects the carbon intensity of the electricity taris
procured by SEGRO.
**** Responsible loor area includes common areas and space classiied as vacant during the year, apportioned to the
length of time the space was vacant
For more details of the independent
assurance see:
SEGRO.com/Responsible-SEGRO/
reports-downloads
63 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures
As a leading owner, manager and developer
of industrial and warehouse assets in Europe,
our sustainability and inancial strength is reliant
upon an eective and rigorous risk management
framework. Our properties span the UK and
Continental Europe and are therefore exposed
to a variety of eects from a changing climate.
We believe that these climate-related risks, if
unmitigated, present a threat to society as well as
to our business operations and inancial strength
over the coming decades.
We have taken further steps towards our strategy
to reduce the carbon intensity of our business
through setting updated science-based
reduction targets in our greenhouse gas (GHG)
emissions, based on our latest plans and
projections. We aim to reduce the embodied
carbon intensity of our new buildings by 58 per
cent, and our corporate and customer emissions
intensity by 81 per cent, both by 2034 against an
updated 2023 base line, established after having
made considerable reductions against our
original 2020 baseline. We also have 2050
net-zero targets in these two categories, which
make up over 85 per cent of our total Scope 1, 2
and 3 GHG emissions. The reduction of
embodied carbon in our developments can be
inluenced via engagement with our suppliers
but we have limited control over emissions from
customer activity in our assets. We seek to
inluence customer emissions through increasing
our visibility of customer energy use, the
adoption of ‘green’ lease clauses in new lettings,
as well as the installation of on-site solar energy
generation capacity.
There have been no material changes to the
nature of the business over the past 12 months
which would require a review to our baseline
metrics or future targets.
We believe this disclosure is consistent with
the recommendations and recommended
disclosures of the Task Force on Climate related
Financial Disclosures (TCFD), including the
‘Guidance for All Sectors’ and the speciic guidance
applicable to the ‘Materials and Buildings’ industry
to the extent to which it is applicable to SEGRO’s
operations. It sets out how SEGRO incorporates
climate-related risks and opportunities into
governance, strategy, risk management, metrics
and targets, and how we are responding to
stakeholder expectations, national regulations
and sector-wide best practice.
This is an area of constant evolution and we
intend to continue improving the disclosure
of our activity and performance. The material
information and disclosure on climate impact
is provided in this Annual Report but additional
complementary information can be found in
the 2024 Responsible SEGRO Report.
Governance
Governance plays a key contributing role to
the eective delivery of strategy and SEGRO
has a clear governance structure with a single
Board comprising an independent Chair, six
independent Non-Executive Directors and two
Executive Directors.
Board oversight of climate-related risks
and opportunities
The Board is responsible for setting the strategic
direction of the Company to ensure its long-term
success which includes the delivery and
integration of its strategic priorities, including
Responsible SEGRO, and their associated targets.
Speciically, the Board has oversight of climate-
related performance, risks and opportunities
and takes into consideration all elements of
Responsible SEGRO, including climate-related
risks and opportunities, when reviewing and
guiding on annual budget and long-term
planning matters as well as major strategic
and investment decisions.
Governance of climate-related risks and opportunities
Oversight of climate-related strategy and performance
Oversight of climate-related
disclosure within the
Annual Report
Considers Sustainability-
and climate change-related
experience of new and existing
Board members
Sets, monitors and approves
compensation and targets
related to Sustainability
performance, including reducing
Group carbon emissions
The Board
Audit Committee Nomination Committee
Remuneration Committee
Investment
Committee
Ensuring capital
expenditure is
consistent with
climate-related
targets
Risk Committees
Monitoring
climate
change-related
risks and
emerging risks
Strategic
Priorities
Steering Group
Monitoring of
delivery of
SEGRO’s eight
strategic priorities,
including those
related to the
Responsible
SEGRO strategy
Technical Implementation Group
Focus on development policy and
improvement
Operational Implementation Group
Focus on policy and improvement of
existing assets
Setting climate change-related strategy and targets
Executive Committee
64 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
– We completed a project with external
consultants to update and reine our Net-Zero
Transition Plan, taking improved emission
forecasting capabilities to inform a more
accurate strategy and timeline for achieving
net-zero. We also continue to work with external
consultants to ensure that we comply with the
requirements of the Corporate Sustainability
Reporting Directive and EU Taxonomy
comfortably before we become eligible to
report them.
Identiication of climate-related risks and
opportunities over the short, medium and long
term and their impact on SEGRO’s business,
strategy and inancial planning
Materiality analysis of physical risk
In 2024, working with Savills Sustainability in
conjunction with Munich Re, JBA and open-
source data providers, SEGRO undertook a
physical climate risk portfolio screening to assess
the acute and chronic physical risks to our
portfolio. Building on the irst assessment carried
out in 2022 and taking into consideration the
latest climate data and analytical approaches,
the analysis identiied where there were
signiicant exposures to physical climate risks at
country, portfolio and estate level across a range
of climate scenarios, both Representative
Concentration Pathways (RCPs) and Shared
Socioeconomic Pathways (SSPs), and over four
time horizons out to 2100. The full report from
Savills is available at www.SEGRO.com/
Responsible-SEGRO/reports-downloads and
more detail can be found in the 2024 Responsible
SEGRO Report.
For this study, the physical risk from hazards
under RCP 4.5/SSP 2-4.5 (3ºC warming by 2100,
the intermediate scenario) and RCP 8.5/SSP 5-8.5
(4–5ºC warming by 2100, the high emission
scenario) were modelled on 189 estates, covering
over 99 per cent of our owned or managed loor
area (at 100 per cent) and estimated rental value
(ERV, based on SEGRO wholly-owned properties
and its share of properties in joint ventures and
associates). The outcome of this analysis for the
2050 time horizon is presented in the table on
page 66.
In summary, the risks to the business from
exposure to climate change-related hazards are
not considered to have materially changed.
Drought Stress, involving an extended period of
water-deicit, presents as the most signiicant
emerging chronic climate-related hazard across
both RCP/SSP scenarios, with assets exposed
to this hazard in the intermediate scenario
representing 14 per cent of rental value (28 per cent
in the high emissions scenario), focussed on our
portfolio in Southern Europe, speciically in Italy,
Spain and southern France. The main risks
to buildings associated with lack of water are
typically connected to ire-weather and heat
stress, where high temperatures are experienced
for an extended period, for which the portfolio’s
exposure to hazards is relatively lower at 1 per cent
and 5 per cent respectively. Beyond these risks
our portfolio has relatively limited vulnerability to
drought stress, as our buildings are not inherently
signiicant users of water with systemic water use
restricted to plumbing and ire protection systems,
maintained in line with local regulations. River
Flood is the other area of potential vulnerability
where there is an increase in risk exposure
compared to baseline, but assets exposed to this
hazard represent only 5 per cent of rental value
in the intermediate scenario. 7 per cent of the
portfolio, by rental value, is exposed to cold stress
in the intermediate scenario, but this is lower than
the current exposure meaning that the level of
risk is expected to diminish over time.
The Board has access to advice relating to
climate-related risks and opportunities from
internal and external bodies including the
in-house Sustainability Team, CBRE which values
the portfolio, EcoAct Ltd as environmental
consultants and SLR Consulting as providers of
partial assurance of Group environmental data,
among others.
The Chief Executive has overall responsibility
for the Responsible SEGRO strategic priorities.
The Group Customer and Operations Director
is responsible for climate-related risks and
opportunities as they may relate to the portfolio.
The table on page 64 outlines the ways in which
Board and Management Committees provide
oversight for SEGRO’s climate change-related
strategy and targets.
Governance: action during 2024
– The Executive Committee has approved a new
set of GHG reduction targets;
– The Board received updates on progress
against our Responsible SEGRO commitments,
including reducing carbon emissions;
– The Audit Committee received training from
the Commercial Finance Director, Head of
Sustainable Finance and Director of
Sustainability on upcoming sustainability
reporting requirements from the European
Commission and the progress SEGRO is
making to introduce and integrate them
throughout the business; and
– The Remuneration Committee approved the
targets relating to the Responsible SEGRO
annual bonus metrics for Executive Directors
and all employees, including ones incentivising
actions to reduce carbon emissions throughout
the business.
Strategy
As a long-term property owner, we need to
ensure that our buildings are it for purpose for
the future. One of the ways we do this is to build
adaptable buildings, suited to more than one
customer. This ensures a longer lifespan for the
building as well as reducing the risk of vacancy
and future refurbishment costs.
The Responsible SEGRO framework sets out
how we integrate environmental and social
considerations into our corporate strategy,
including ‘Championing low-carbon growth’
which sets out our approach to reducing carbon
emissions from our business activities. This
commitment includes Scope 1 and 2 emissions
and the material Scope 3 emissions which are
Capital Goods (embodied carbon from
completed developments) and Downstream
Leased Assets (largely corporate emissions
and those from customers occupying our
buildings). See the Responsible SEGRO Report
at www.Segro.com for a full breakdown of our
Scope 1, 2 and 3 emissions.
Strategy: action during 2024
SEGRO completed a number of projects to
mitigate climate-related transition risks:
– We updated our analysis of climate change
physical risk, last carried out in 2022;
– We launched a new Energy Strategy for
the business;
– We continued to invest in our existing portfolio,
refurbishing older assets to improve their
energy eiciency and carbon footprint and
retroitting solar PV arrays to standing assets to
increase our on-site clean energy generating
capacity; and
65 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Climate change physical exposure risk at asset level based on RCP 4.5/SSP 2-4.5 and
RCP 8.5/SSP 5-8.5
Hazard Metric
Scenario
(RCP, Year)
Floorspace
(at 100%)
ERV
(at share) Markets most aected
River Flood 1 in 100-year
return period
>0
RCP4.5, 2050
(Undefended)
5% 5% Asset-speciic, including London
Airports, inland port assets
(Hamburg, Gennevilliers)
RCP8.5,2050
(Undefended)
5% 6% Asset-speciic, including London
Airports, inland port assets
(Hamburg, Gennevilliers)
RCP4.5, 2050
(Defended)
4% 4% France, Poland, Germany, UK
and Italy
RCP8.5,2050
(Defended)
4% 4% France, Poland, Germany, UK
and Italy
Storm surge ‘Very High’ Risk SSP2-4.5, 2050
(Undefended)
3% 4% Assets near coastal regions in UK,
Germany and the Netherlands
SSP5-8.5, 2050
(Undefended)
3% 4% Assets near coastal regions in UK,
Germany and the Netherlands
SSP2-4.5, 2050
(Defended)
1% 3% Assets near coastal regions in UK,
Germany and the Netherlands
SSP5-8.5, 2050
(Defended)
1% 3% Assets near coastal regions in UK,
Germany and the Netherlands
Precipitation
Stress
‘High’ and ‘Very
High’ Risk
SSP2-4.5, 2050 9% 4% Northern Italy
SSP5-8.5, 2050 9% 4% Northern Italy
Drought Stress ‘High’ and ‘Very
High’ Risk
SSP2-4.5, 2050 21% 14% Primarily assets in Spain and
southern regions of France
and Italy
SSP5-8.5, 2050 55% 28% Primarily assets in Spain and
southern regions of France
and Italy
Heat Stress ‘High’ and ‘Very
High’ Risk
SSP2-4.5, 2050 11% 5% Southern France, Northern Italy
and Spain
SSP5-8.5, 2050 13% 6% Southern France, Northern Italy
and Spain
Cold Stress ‘High’ and ‘Very
High’ Risk
SSP2-4.5, 2050 20% 7% Southern and eastern Germany,
Poland and Czech Republic
SSP5-8.5, 2050 15% 5% Southern and eastern Germany,
Poland and Czech Republic
Fire Weather
Stress
‘High’ and ‘Very
High’ Risk
SSP2-4.5, 2050 3% 1% Southern France and
central Spain
SSP5-8.5, 2050 3% 1% Southern France and
central Spain
The assessment report and data above do not consider any asset speciic development or
refurbishment mitigation cycles. As part of our sustainable development objectives, assessments are
carried out prior to development and adaptation measures, including but not limited to those listed
below, are carried out accordingly.
Risk Adaptation Techniques
Drought Stress and Heat
Stress (see R1 below)
– Rainwater harvesting systems for internal building use and landscaping
– Thermal modelling undertaken and orientation/window positioning of the building
reviewed, including external planting to provide shade, brise soleil, louvres,
window tinting
– Onsite renewable energy generation installed to manage additional cooling
requirements
River Flood and
Precipitation Stress (see
R2 below)
– Flood risk assessment to be carried out on development or retrospectively
– Sustainable urban drainage systems
– Retention schemes – ponds/basins
66 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Materiality analysis of transition risk
We work with our stakeholders (primarily our
customers, suppliers and investors) and advisers
(primarily our valuers and environmental
consultants) to monitor, assess and prioritise
emerging climate change transition risks. We
judge materiality with reference to two main risks:
the environmental and reputational risk of failing
to meet our carbon emission reduction targets
and the inancial risk of building redundancy or
being unable legally to lease our buildings.
We believe that there are three main climate
change transition risks with the potential to
impact the Group inancially:
– Environmental legislation: legislation
surrounding the sustainability performance of
commercial and non-commercial real estate is
likely to tighten in future as governments pursue
their commitments under the Paris Agreement.
We expect this to take the form of regulations
but also increasingly some form of carbon
tax (included Carbon Border Adjustment
Mechanisms introduced by the EU and
proposed by the UK) to encourage the use of
lower carbon materials and processes. The
primary inancial risk relates to our ability to rent
out our buildings if they fall below emerging
environmental legislation. This drives our
determination to improve the energy
performance of our portfolio both in new
development and through refurbishment,
measured primarily by increasing the
loorspace rated B or better by Energy
Performance Certiicates and reducing the
energy and CO
2
intensity of our buildings.
– Customer behaviours and preferences: our
customers, particularly our largest, international
customers, increasingly expect their premises
to display high levels of energy eiciency.
Energy eiciency not only reduces the
operating costs of the building but also helps
them achieve their own environmental and
carbon reduction targets. The primary inancial
risk relates to the appeal of our buildings to
customers if they are below acceptable levels
of energy eiciency and wider environmental
sustainability. We are addressing this risk through
improving the EPC ratings of our portfolio,
increasing the amount of on-site renewable
energy generation, and improving the
sustainability credentials of our developments.
– Access to capital: investors are increasingly
discriminating between investment
opportunities based on sustainability credentials.
The primary inancial risk relates to reduced
availability and higher cost of capital for
companies which do not show strong
performance and/or progress in this area.
Applying the analysis to strategic planning
In terms of decision making, we consider
climate-related issues within the following
time horizons:
– Short term: up to 12 months, in line with the
budget setting carried out annually;
– Medium term: up to 5 years, in line with the
Medium-Term Planning carried out annually;
– Long term: up to 10 years, in line with
capital investment appraisal cash lows.
We assume a 60-year life span for our newly-
developed properties.
Given the relatively small element of the portfolio
exposed to the physical risks, and the fact that
our Southern European portfolio contains some
of our newest buildings, we believe the overall
inancial risk to be immaterial and longer term.
However, as part of our active asset management
and based on the scenario analysis work above,
we continue monitor and analyse the asset-level
risks and opportunities and their associated
inancial implications. Our exposure to transition
risks is addressed by our response to energy
eiciency regulations across our markets, as well
our GHG emission reduction targets, both of
which are embedded in our strategy.
67 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Climate-related risks
Risk Risk Horizon Corporate Strategy Financial Planning
R1 Chronic physical risk
Rising temperatures (including extreme heat
events)
Medium-term risks:
– Greater investment in cooling measures inside and
outside buildings
– Higher operating costs for customers and SEGRO
from increased cooling demand
– Reduced wellbeing and productivity of workforce
Mitigations integrated into developments and
refurbishments in properties in high-risk geographies,
including water conservation through recycling of rain
water and measures to relect heat and improve
shading externally.
Measures incorporated into inancial appraisals of
developments and refurbishments.
R2 Acute physical risk
Flood and precipitation
Short-term risks:
– Increased investment in drainage solutions and
lood defences
– Increased insurance, maintenance and repair costs
from growing lood risk
– Negative impact on asset valuations
All new investments (both acquisitions and
developments) incorporate lood risk assessments.
Measures taken to mitigate lood risk include rainwater
recycling and landscaping to minimise run-o, and
balancing pools to cater for run-o from hard-
standing areas.
Measures incorporated into inancial appraisals of
acquisitions, refurbishments and developments.
Valuers review assets for short-term physical risks as
part of twice-yearly appraisals.
R3 Policy & legal transition risk
Environmental legislation
Medium-term risks:
In the UK, the MEES (Minimum Energy Eiciency
Standard) regulations require buildings to achieve a
certain standard of energy performance for them to be
leased. At a high level, by 2030, properties will need to
achieve a minimum Energy Performance Certiicate
rating of ‘B’ before they can be leased.
Similar legislation is emerging across a number of our
other markets. The aim of our corporate strategy is to
be compliant with such legislation well in advance of
the deadlines.
Properties which are unrated or have an EPC below B
are expected to be upgraded when they become
vacant (approximately 55 per cent of such buildings
in the UK are expected to be vacated by 2030).
Capex associated with refurbishment, including
improving energy eiciency, is factored into short-term
budgets and the ive-year Medium-Term Plan.
The estimated cost to upgrade the UK estate to EPC
rating ‘B’ or better is approximately £55 million by 2030,
much of which will be absorbed within normal course
of refurbishment capex. The igure has decreased
primarily due to work carried out during 2023 to
improve low-grade EPC premises to at least B-grade.
R4 Market transition risk
Customer behaviours
Short- and medium-term risks:
Customers expect to operate their properties
eiciently. There is growing evidence of rental discount
associated with buildings which display poor
sustainability credentials.
New developments and refurbishments incorporate
sustainability technologies suited to their use and
location, including (but not limited to) solar panels
(for customer use), electric vehicle charging facilities,
low-carbon heating and initiatives to promote local
biodiversity and worker wellbeing.
Capex associated with refurbishment, including
improving energy eiciency, is factored into short-term
budgets and the ive-year Medium-Term Plan.
R5 Reputation transition risk
Access to capital
Short- and medium-term risks:
The Sustainable Finance Disclosure Regulation (SFDR)
imposes mandatory ESG disclosure obligations for
asset managers and other inancial markets
participants. The SFDR is supported by the EU
Taxonomy regulation, imposing reporting requirements
on non-inancial companies.
We have established a Green Finance Framework which
complies with International Capital Market Association
and the Loan Market Association principles. The
Framework sets out the investment criteria for deploying
and allocating the proceeds of green inance instruments,
including in energy eicient and low-carbon buildings.
SEGRO will report as required against emerging EU
non-inancial reporting regulations.
When a decision is made to raise capital, consideration
is given to whether the issue should fall under the
Green Finance Framework (e.g. a Green Bond).
Climate-related opportunities
Opportunity Risk Horizon Corporate Strategy Financial Planning
O1 Energy & fuel
Onsite renewable energy generation
Short- and medium-term opportunity: revenue and
zero-emission energy potential from installing PV panels
on building roofs.
PV panels are installed on roofs where feasible and all
new developments are constructed with roofs to
support PV panels if a full array is not installed during
construction. Energy saving from solar PV is an
important element in creating net-zero carbon buildings
on a full life basis.
The costs of solar panels are incorporated in new
development and refurbishment capex. Revenues and
cost savings, which are currently a small proportion of
overall revenues, are split between being incorporated
into rents and separately identiied.
68 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Risk management
Climate-related risks are identiied and assessed
using our risk management framework set out on
page 54. Principal risks are deined as those
which could intolerably exceed our risk appetite,
considering both inherent and residual impact,
and cause material harm to the Group.
Engagement with stakeholders
We engage with our stakeholders throughout
the year on many dierent topics, although the
subjects of climate change and the need to
reduce corporate and customer GHG emissions
have featured more prominently over the past
year. More detail on our stakeholder engagement,
including on climate-related matters, can be
found on pages 18 to 20.
Identifying and assessing climate-related risks
Although climate change presents opportunities
as well as risks for SEGRO, Climate Change is
identiied as a Principal Risk within Environmental
Sustainability and Climate Change on the Risk
Register. Climate-related risks are also considered
within other principal risks including Political and
Regulatory, Development plan execution and
Major event/Business disruption.
For each risk, our Risk Register tracks:
– Description of the risk and the potential eects;
– Identiies the Executive Director with overall
ownership and the Risk Manager responsible
for monitoring and managing the risk;
– An annual probability and potential impact,
to enable prioritisation;
– Mitigations in place as well as the owner of
each mitigating action.
At the current time and based on asset-level
scenario analysis, no material capital expenditure
has been identiied beyond normal course
development and refurbishment costs
associated with mitigating assets in high-risk
locations against climate change-related risks.
Such risks, and related capital expenditure, are
considered as part of the annual asset planning
process associated with the ive-year Medium-
Term Plan.
Managing and mitigating climate-related risks
Our process for recognising, monitoring and
mitigating Principal Risks, including climate-
related risks, is set out on page 57 of the Annual
Report. The Board has overall responsibility for
ensuring that risk is eectively and consistently
managed across the Group.
The Audit Committee monitors the eectiveness
of the Group’s risk management process on
behalf of the Board. In every year, the Audit
Committee twice reviews the process of how the
Group Risk Register has been compiled and the
Board twice reviews the principal and emerging
risks. The Board also reviews and approves the
Group’s risk appetite at least once every year.
In its Responsible SEGRO framework, SEGRO
has committed itself to achieving science-based
targets for reducing Scope 1, 2 and 3 emissions
(including corporate and customer emissions)
to ensure compliance with a less than 1.5ºC
increase in global temperatures. A key risk
surrounding these targets is that we cannot be
certain to achieve them given the lack of visibility
and control relating to customers’ energy use in
our buildings and the embodied carbon
emissions in developments. We believe that we
have suicient full or partial visibility to be able to
provide suiciently accurate information to be
consistent with the TCFD’s recommended
disclosures and we are working hard to improve
our visibility, and therefore accuracy, in this regard.
The Metrics and Targets section below provides
details on how we monitor these risks and our
progress over the past year.
Risk management: action during 2024
We have an established Mandatory Sustainability
Policy and internal targets associated with not
only reducing emissions but also working with
our customers and supply chain to achieve
greater visibility of those emissions. These targets
are integrated within a Responsible SEGRO
element of the bonus metrics throughout
the organisation.
– Materiality: we inalised our Double Materiality
Assessment (DMA) in line with the requirements
of new European Commission (EC) reporting
requirements. This assessment reviews not only
the impact of SEGRO’s economic activity on
society and the environment but also the social
and environmental risks and opportunities on
SEGRO’s inancial position and performance.
See pages 23 and 24;
– Sustainability Policy: In 2024, we made
signiicant updates to the Mandatory
Sustainability Policy including the addition
of requirements and guidance to maximise
alignment of new and existing buildings with
the EU Taxonomy and restrictions on new gas
installations for heating buildings. We will
continue to keep the Policy under review and
adjust and tighten it in response to emerging
regulation and market norms to ensure that it
is always in line with best-in-class practice;
– Reporting requirements: The new European
reporting regulations establish a number of
very speciic requirements for buildings to be
classed as ’sustainable’. Our development and
asset management teams continue to engage
with external consultants to align our policies
with the new requirements.
Metrics and targets
To enable our stakeholders to consider and
compare our reporting, we contribute to a
number of externally-recognised benchmarks
and disclose metrics in line with externally-
recognised frameworks including Sustainability
Accounting Standards Board (SASB), Global
Reporting Initiative (GRI) and the EPRA Best
Practices Recommendations on Sustainability
Reporting. We will also report in line with new
and evolving European Sustainability Reporting
requirements which encompass disclosures from
a number of these external frameworks.
In order to ensure that we also report on those
issues that we can have a direct impact upon,
we refer to our double-materiality assessment
(pages 23 and 24), and identify the key associated
metrics that are material to the business. Below
are the climate-related metrics and targets which
we monitor. Those in bold are incorporated into
the Responsible SEGRO elements of the annual
bonus of all employees.
There are no metrics speciically mapped to Risk
2 (lood), although Risks 1 and 2 are addressed
in the Scenario analysis on page 66. We are
monitoring and addressing the asset-level risks
and opportunities but there is not yet a
meaningful, measurable metric for these areas.
69 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Financial Climate-Related Metric 2024 2023 Narrative
Associated risk or
opportunity
Assets Policy and Legal Corporate and customer carbon intensity of the
portfolio (based on the CO
2
e emissions of the portfolio
for which we have visibility of the data), in kgCO
2
e/sq m
of AUM (science-based target)
2023 baseline: 36.1kgCO
2
e/sq m
2034 interim target: 6.9kgCO
2
e/sq m (-81% vs
baseline)
2050 target: net-zero
36.4 36.1* Slightly increased by progression of data centre
pipeline. Adjusted for data centres, there is a reduction
of 4 per cent.
* 2023 restated in line with our updated science
based targets
R3, R4, O1
EPCs rated B or better (based on loorspace AUM) 76% 65% Increase due to completions of energy eicient
developments and refurbishment oset by disposals
of recently developed buildings.
R3, R4
EPCs rated below E (based on loorspace AUM) 1% 3% Decrease relects impact of disposals and
developments.
R3
Portfolio with high environmental certiication (BREEAM
Very Good or better (or equivalent)) based on
loorspace AUM
51% 51% Completions of developments oset by disposals. R4, R5, O1
Assets Risk Adaptation and
Mitigation
Portfolio with high environmental certiication (BREEAM
Very Good or better (or equivalent) and/or EPC
certiicate of B or better (percentage of value at share)
(‘Green portfolio’)
£10.0 billion
(65%)
£9.2 billion
(61%)
Comprising wholly-owned assets of £7.9 billion (2023:
£7.0 billion) and assets held in joint ventures of £2.1 billion
at share (2023: £2.2 billion).
R5
Expenditures GHG Emissions Visibility of customer emissions
Percentage of portfolio space (sq m of AUM) for which
we have energy data
2024 interim target: 75% (minimum)
87% 81% Many customers are not obliged to disclose energy use
data to us. Without it, however, we cannot accurately
measure our corporate and customer emissions
(approximately 54 per cent of our total Scope 1–3
emissions). Downstream Leased Assets GHG emissions.
The increase relects continued progress and
negotiation with customers across our portfolio.
R1, R3, R4
Corporate and customer emissions (Scope 1, 2 and 3
– Downstream Leased Assets)
Tonnes CO
2
-equivalent emissions (science-based target)
The SBTi launched a new ‘Buildings’ framework in 2024;
as our existing targets were due for renewal, we have
used his framework to set new net-zero targets in
Corporate and Customer Carbon emissions intensity
and Embodied Carbon emissions intensity, replacing
our previous targets in absolute emissions.
398,729 390,360 Incorporates Scope 1, 2 (market-based) and 3
(Downstream Leased Assets) emissions from
the portfolio.
The slight increase is driven by progression of data
centre pipeline.
* 2023 restated in line with our updated science
based targets.
R3, R4, R5, O1, O3
70 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Climate-related inancial disclosures continued
Financial Climate-Related Metric 2024 2023 Narrative
Associated risk or
opportunity
Embodied carbon intensity (based on Scope 3
Capital Goods)
kgCO
2
e/sq m of completed space
(science-based target)
2023 baseline: 331 kgCO
2
e/sq m
2034 target: 139 kgCO
2
e/sq m (-58% vs baseline)
2050 target: net-zero
318 331* This igure incorporates the results from 322,000 sq m
of space completed in 2024.
* 2023 restated in line with our updated Science
Based Targets
R3, R4
Internal carbon price (£ per tonne) £100 £100 A carbon price is applied to capex relating to
environmental improvements, particularly when
considering the returns from retroitting solar PV to
existing assets.
R3, R4, O1
Revenues Energy/Fuel Onsite solar power capacity (based on AUM) 123MW 59 MW 64 MW capacity added during the calendar year (2023:
15 MW) as part of new development completions,
retroitting PV panels to existing buildings and
acquisitions of buildings with PV.
R3, R4, O1
Percentage of visible corporate and customer energy
use from certiied renewable sources
71% 65%* Based on the portfolio for which we have visibility,
and using estimates and assumptions on the residual
element. This igure will luctuate as we increase the
visibility of our customers’ energy use. We are working
with our customers to improve this metric through
increased use of certiied renewable energy taris and
renewable energy generated on-site.
* restated for updated assumptions on data centre
energy use
R3, O1
71 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
In this section we provide an overview of our
corporate governance structure, policies and
practices as well as the key activities undertaken
by the Board and its Committees in ensuring
eective leadership, oversight and application
of best practice principles at SEGRO.
Governance
Audit
Committee
Nomination
Committee
Remuneration
Committee
Chair’s introduction to governance 73
Application of UK Corporate
Governance Code 2018 75
Board of Directors 76
Key activities of the Board in 2024 79
Purpose, Values and Culture 81
Division of responsibilities 83
Section 172(1) Statement 84
Stakeholder engagement from
the Board’s perspective 84
External Board performance review 89
Nomination Committee Report 91
Audit Committee Report 98
Directors’ Remuneration Report 105
Directors’ Remuneration Policy 123
Directors’ Report 132
Statement of Directors’ responsibilities 134
Our Remuneration Committee
determines the Remuneration
Policy which aims to incentivise
strong performance whilst
avoiding excessive risk taking.
Our Nomination Committee
ensures that we have a
balanced Board with the
appropriate skills and
experience to govern the
business, and an eective
succession plan.
Our Audit Committee monitors
the integrity of the Financial
Statements, reviews internal
controls and risk management
systems, and oversees the
internal and external audit
processes.
Read more in the Directors’
Remuneration Report:
page 105 and Directors’
Remuneration Policy:
page 123
Read more in the Nomination
Committee Report:
page 91
Read more in the
Audit Committee Report:
page 98
72 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chair’s introduction to governance
Recommended oer for Tritax EuroBox plc
In September, we reached an agreement for a
recommended all-share oer to acquire the
entire share capital of Tritax EuroBox plc.
There was a subsequent competitive cash oer,
to which we decided not to respond. Instead, in
accordance with our focus on capital allocation
and returns, we reached an agreement with the
purchaser to acquire six high-quality properties
in Germany and the Netherlands. Not surprisingly
there were a number of ad hoc meetings as we
navigated this transaction. Throughout we
considered the potential impacts on SEGRO’s
stakeholders, as well as how the transaction itted
within our long-term strategy, our near-term plan
and our goal ‘to be the best property company’.
You can read more about these activities and
other key Board decisions taken during the year
on pages 84 and 85.
Board changes
As you will read in the Nomination Committee
Report, we welcomed Marcus Sperber as an
Independent Non-Executive Director on 1 May
2024. Marcus brings a wealth of experience, from
both other Board appointments and the real
estate industry. He has already proven himself to
be a valuable addition through his insightful
contributions to discussions in the boardroom.
You can read more about the process to appoint
Marcus and his induction to the Board and the
Company on page 97.
Please join me in welcoming Marcus to the Board.
Delivering our strategy
Dear shareholder,
As Chair of SEGRO, I am pleased to introduce
our Board’s Governance Report for 2024.
We have a long-established and robust
governance framework, which continues to
promote the long-term sustainable success
of the Company.
Key activities of the Board in 2024
2024 has been another active year for the
Board. We remain focused on delivering our
well-established strategy in the context of the
changing macroeconomic environment and
occupier markets, keeping one eye on the
horizon to ensure our decisions are mindful
of the long-term impact on our stakeholders.
The SEGRO Values and our governance
framework are mutually reinforcing.
Equity placing
In March, we approved an equity placing which
raised £907 million of gross proceeds to pursue
additional growth opportunities and take
advantage of potential acquisitions, which may
arise, whilst maintaining a strong balance sheet.
Mindful of previous feedback from some of our
shareholders, we launched a retail oer alongside
the placing to enable retail shareholders to
participate in the transaction.
Read about our strategy on page 16
Find out more about Board changes
during the year in the Nomination
Committee Report on page 91
Andy Harrison
Chair
73 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
External Board performance review
In accordance with the requirements of the UK
Corporate Governance Code 2018 (the Code),
the Board undertakes an external evaluation
every three years. During the year, with support
from the Senior Independent Director and the
Company Secretary, I oversaw this year’s external
Board performance review which was led by
Clare Chalmers. I am pleased to report that the
review concluded that the Board and its
Committees continue to operate eectively and
perform well. You can read about the review
process and the indings in more detail on pages
89 and 90.
Stakeholder engagement
The Board continues to be mindful of all our
stakeholders in our decision making, and
recognises our responsibility to wider society.
On pages 84 to 88, you will ind our Section 172
Statement and further information on how the
Board has engaged with our six stakeholder
groups throughout the year.
Each year, we write to our larger shareholders,
oering them the opportunity to meet privately
and discuss their thoughts on the Company and
the wider market with myself, the Senior
Independent Director and the Chairs of the Audit
and Remuneration Committees.
In response, I met with some shareholders in early
2024 and appreciated the opportunity to gain
insight into the matters which were important
to them.
In addition, as Chair of the Remuneration
Committee, Simon Fraser led an extensive
consultation as part of the development of our
updated Directors’ Remuneration Policy, during
which approximately 60 per cent of the share
register, key proxy voting agencies and
employees were invited to share their views.
You can read more about this engagement in
his Letter on page 105 and in the Remuneration
Policy from page 123.
As always, we will continue to engage with
shareholders to ensure an ongoing dialogue
regarding our governance approach, and any
feedback is shared with the Board as a whole.
Annual General Meeting (AGM)
On behalf of the Board, I would like to extend
my thanks to those shareholders who joined us
in April for the 2024 AGM, where our Chief
Executive delivered a presentation on SEGRO’s
performance in 2023 and the early part of 2024.
All shareholders received communications for
the AGM at least 20 working days in advance of
the meeting and were invited to ask questions,
either in the room or by email in advance of the
meeting. The other Directors and I were also
available to meet with attendees informally, both
before and after the meeting, and we look
forward to doing so again at this year’s AGM
which will take place on 30 April 2025 at
RSA House.
The Company proposes separate resolutions on
each substantially separate issue, with voting
conducted by a poll. At the 2024 AGM, 85 per
cent of the issued share capital voted (2023: 80
per cent) and all the proposed resolutions were
passed. Following the meeting, the results of
votes lodged for and against each resolution
were announced to the London Stock Exchange
and published on our website.
In addition to the usual business at the 2025
AGM, we are seeking shareholder approval for
the new Remuneration Policy as mentioned
earlier in my Letter, with the current Policy having
been approved in 2022 for three years, and an
amendment to the rules of the Long Term
Incentive Plan, which will allow us to implement
the new Policy. Further information on the new
Policy can be found on pages 123 to 131 and in
the Notice of Meeting.
The Board believes that all resolutions proposed,
including those highlighted above, are in the best
interests of the Company and we hope we can
count on shareholder support in passing them.
Martin Moore
Some of you may have heard the sad news about
the death of Martin Moore at the end of last year.
Martin stepped down from the Board at the end
of 2023 after serving nine years. He was an
excellent Board member who made a great
contribution during his tenure and will be sorely
missed by all of us at SEGRO and the wider
industry. We send our deepest condolences
to Martin’s family.
Thank you
Most importantly, I would like to extend my thanks
to all our employees for their hard work and
dedication to the Company during the year, as
well as my fellow Board members for their valued
insights and contributions.
Andy Harrison
Chair
Chair’s introduction to governance continued
1 Shareholders at the 2024 AGM
1
74 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Application of the UK Corporate Governance Code 2018
UK Corporate Governance Code 2024
(the 2024 Code)
The Board has considered the 2024 Code,
which will largely apply for inancial years starting
on or after 1 January 2025, and reviewed our
practices and procedures as required to
ensure compliance.
Board leadership and Company purpose
A. An eective and
entrepreneurial Board which
promotes the long-term
sustainable success of the
Company
Pages 76
to 78
B. Alignment of our Purpose,
Values, culture and strategy
Pages 8 and
9; 16 and 17;
29, and 81
C. Our Governance Framework Page 83
D. Stakeholder engagement
from the Board’s perspective
Pages 84
to 88
E. Our people and alignment of
our workforce policies to
support our long-term
success
Pages 18; 28;
82 and 88
Division of responsibilities
F. The role of the Chair Page 83
G. Composition of the Board
and Directors’ independence.
Pages 91
to 96
H. Non-Executive Directors’
external commitments and
conlicts
Pages 76 to
78; 82; and
96
I. Eective and eicient
functioning of the Board and
Board resources
Pages 78; 82
and 83
Composition, succession and evaluation
J. Board appointment process
and succession planning
Pages 94
and 97
K. Directors’ skills, experience
and knowledge
Pages 76 to
78; and 93
L. External Board performance
review
Pages 89
and 90
Audit, risk and internal control
M. External and internal auditors
and the integrity of the
inancial reporting process
Pages 100;
102 and 103
N. Fair, balanced and
understandable review
Page 100;
and 134
O. Internal controls and risk
management processes
Page 104
Remuneration
P. Remuneration practices
which are aligned to our
Purpose and Values and
support our strategy and
long-term sustainable
success
Pages 105 to
107; and 115
Q. Remuneration Policy Pages 123
to 131
R. Exercise of independent
judgement in respect of the
2024 performance
outcomes
Pages 105 to
107; 111 and
112
Key Governance Statements
The UK Corporate Governance Code 2018 (the
Code) is the key governance guidance to
which we referred during the inancial year to
31 December 2024. It can be found in full on
the Financial Reporting Council’s (FRC) website
at www.frc.org.uk.
The Board considers that, throughout the year,
it has complied with the Provisions of the Code
in all respects.
Details on how we have complied with the
Provisions and applied the Principles as set out
in the Code are outlined in this Annual Report.
Statement of compliance
Financial risk
The Going Concern Statement is made on
page 46.
Viability
The Viability Statement is made on page 61.
Further details of the Board’s assessment of the
viability of the Company are set out in the Audit
Committee Report on page 100.
Principal Risks and Uncertainties
The Principal Risks and Uncertainties are set out
on pages 54 to 60.
The Board has undertaken a robust review of the
Group’s principal and emerging risks, including
those that would threaten its business model,
future performance, solvency or liquidity and
reputation.
The Board has monitored the Company’s risk
management and internal control systems and
carried out a review of their eectiveness.
Further details are set out in the Audit
Committee Report on page 104.
Fair, Balanced and Understandable
The fair, balanced and understandable
statement is made on page 134.
See the Audit Committee Report on page 100
for further information on how this conclusion
was reached.
Section 172(1)
The Section 172(1) Statement is made on
page 84 and provides cross-references to
the required detail set out throughout this
Annual Report.
75 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Board leadership and Company purpose
Board of
Directors
Our Board is made up of talented
individuals, with a depth of commercial
experience from a range of industries.
This diversity of thought helps create an
eective and entrepreneurial Board as each
member has a fresh perspective to bring to
discussions, supporting our ambition ‘to be
the best property company’.
Our Independent Non-Executive Directors
bring independent judgement and scrutiny
to the decisions taken by the Board. They
monitor the success of management in
delivering the agreed strategy within the risk
appetite and control framework set by the
Board and hold the Executive to account
against these objectives.
Audit Committee member
Nomination Committee member
Remuneration Committee member
Chair of Committee
* denotes a publicly listed appointment
Appointed: 1 April 2022
(Chair from 30 June 2022)
Skills and experience
Andy is an experienced Chair having held the position at
Dunelm Group plc for over seven years. He is the former
CEO of three large consumer facing organisations,
Whitbread, easyJet and RAC, which all have strong service
oerings. His leadership, business understanding and
insights have proven to be valuable additions to the
boardroom.
Contribution to SEGRO’s long-term success
With over 35 years’ experience serving on the boards of
listed companies, during varying economic conditions,
Andy is well qualiied to lead SEGRO’s Board to deliver our
ambitious plans for proitable growth. His Board colleagues
consider him to be an eective Chair, with his thoughtful
leadership style facilitating an open and collaborative
environment amongst the Directors which, in turn,
encourages constructive challenge and debate.
Appointed: 16 January 2017
Skills and experience
Soumen combines leadership of the inance functions
with a wider contribution to the business through
investment, insight and transformation and technology.
He brings his extensive board-level experience and deep
knowledge of capital markets to the Group, having been
Chief Financial Oicer of listed companies for 15 years
and with a background as a corporate inancier.
Contribution to SEGRO’s long-term success
Since his arrival in 2017, Soumen has been responsible
for driving the inancial performance of SEGRO and
managing a capital structure which is both eicient and
appropriate for the dierent stages of the property cycle.
In his role, he is also responsible for SEGRO’s risk
management, investment and technology strategies
which are vital to SEGRO’s future inancial success
and resilience.
He holds external positions which are also pertinent
to his SEGRO role. His position as a Non-Executive
Director at a major retailer provides valuable insight into
the opportunities and challenges in a sector which
comprises a material proportion of SEGRO’s customer
base. His Co-Chair role of the Parker Review into
improving ethnic diversity on UK Boards gives him a
unique perspective on diversity and inclusion to support
SEGRO’s actions and progress in this important area.
External appointments
– Non-Executive Director, NEXT plc*
– Co-Chair of the Parker Review
Chair Executive Directors
Andy Harrison
Chair
David Sleath OBE
Chief Executive
Soumen Das
Chief Financial
Oicer
See the Governance Framework
on page 83 for the roles and responsibilities
of the Chair, Chief Executive and Senior
Independent Director
Appointed: 1 January 2006
(Chief Executive from 28 April 2011;
Finance Director from 1 January 2006 to 28 April 2011)
Skills and experience
David has considerable board-level experience of listed
companies and has extensive knowledge of the real
estate, manufacturing and distribution sectors and the
Company. His inancial and general management
experience has helped lead the successful design and
implementation of the Company’s strategy during his
tenure as Chief Executive.
He is a Fellow of the Institute of Chartered Accountants in
England and Wales.
Contribution to SEGRO’s long-term success
As Finance Director, David was a key member of the
management team which navigated SEGRO through the
global inancial crisis, swiftly followed by the acquisition of
Brixton whose London-centric portfolio complemented
and enhanced SEGRO’s own. As Chief Executive, he
initiated a wide-ranging strategic review in 2011 involving
reshaping both the portfolio and the business, with a
particular focus on culture, purpose and sustainability.
This review laid the foundation for SEGRO to become the
largest UK REIT and the only liquid means of investing in a
pan-European urban and big box logistics portfolio.
Outside SEGRO, his position as a Non-Executive Director
at a global business-to-business distribution company
provides valuable insight into the opportunities and
challenges in this sector, while his involvement with the
EPRA Board and the BPF ensures that SEGRO has a
leadership position in two inluential trade associations.
External appointments
– Senior Independent Director, RS Group plc*
– Board member, European Public Real Estate Association
– Chair, BPF Logistics Property Board and Member, BPF
Policy Steering Group
76 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Board leadership and Company purpose continued
Independent Non-Executive Directors
Mary Barnard
Independent
Non-Executive
Director
Sue Clayton
Independent
Non-Executive
Director
Carol Fairweather
Senior
Independent
Non-Executive
Director
Simon Fraser
Independent
Non-Executive
Director
Appointed: 1 March 2019
Skills and experience
Mary has extensive commercial and general management
experience and a deep understanding of customer needs
and trends through her various international roles in sales
and marketing. She has a strong knowledge of the
operation of the retail market and supply chain. In
addition, she is currently leading a major global digital
transformation, including implementing new digital
technologies, data strategy and AI capabilities.
Contribution to SEGRO’s long-term success
Mary has irst-hand experience of international retail
markets and customer trends, as well as the rapidly
evolving digital and data trends, and often shares her
observations at Board meetings which helps to set
the scene on global market sentiment. This provides
useful insight into some of the key drivers which may
impact our customers, allowing the Board to be mindful
of them in its decision making.
External appointments
– Executive Vice President, Business Transformation,
Mondelez International Inc*
Appointed: 1 January 2018
(Senior Independent Non-Executive Director from
1 July 2023)
Skills and experience
Carol has recent and relevant inance experience and
brings commercial knowledge to the Board. Her prior
experience as Chief Financial Oicer of the retailer
Burberry Group is valuable to the Company in her
understanding of retail and digital commerce trends.
Carol is a Fellow of the Institute of Chartered Accountants
in England and Wales.
Contribution to SEGRO’s long-term success
Carol’s inancial expertise and understanding of the
importance of good governance is integral to her role as
Chair of the Audit Committee. Under her leadership, the
Audit Committee provides comfort for our shareholders
and other stakeholders by ensuring that there is robust
oversight of the internal control framework and eective
processes and controls in place to safeguard the integrity
of the Financial Statements.
External appointments
– Non-Executive Director, Smurit Westrock plc*
Appointed: 1 May 2021
Skills and experience
Simon has extensive knowledge of working on
remuneration committees, having previously chaired the
remuneration committees at Derwent London and
Lancashire Holdings. He is a former investment banker
with a wealth of inancial experience, having spent the
majority of his career with Bank of America Merrill Lynch
where he was appointed Managing Director and Co-Head
of the Corporate Broking division in 2004.
Contribution to SEGRO’s long-term success
Board discussions beneit from Simon’s extensive
knowledge of inancial markets and his perspective
has been particularly useful during this period of
macroeconomic challenge.
He has led the Remuneration Committee in delivering
an appropriate remuneration framework for Executive
Directors and the wider workforce, which is designed with
the views of our key stakeholders in mind, whilst also
aligning with our Purpose and Values and aiming to promote
the long-term sustainable success of the Company.
External appointments
– Senior Independent Non-Executive Director, St James’s
Place plc*
Appointed: 1 June 2018
Skills and experience
Sue brings a wealth of property market knowledge to
the Board, with over 30 years of experience in property
investment markets, having worked in the UK commercial
property market for her whole career. She is active in
promoting diversity in the Real Estate industry including
through her former role as the Chair of Women’s Network
at CBRE and as co-founder of Real Estate Balance.
Sue is a Fellow of the Royal Institute of Chartered
Surveyors (FRICS).
Contribution to SEGRO’s long-term success
Sue’s real estate expertise brings an additional viewpoint
to discussions on the industry, complementing the
experience of the Executive Directors, and she also
provides constructive challenge on the valuation of the
property portfolio.
Her passion for promoting diversity in the Real Estate
industry echos the ambitions of the Company’s Nurturing
talent framework and both the Board and the Nomination
Committee beneit from her insights on this important topic.
External appointments
– Senior Independent Non-Executive Director,
Helical plc*
– Consultant, Blue Coast Capital
77 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Role of the Board
The Board’s primary responsibility is to provide
overall leadership of the Company and to
promote its long-term sustainable success,
generating value for shareholders and
contributing to wider society.
It sets the Company’s strategic aims and ensures
that it operates within a framework of prudent
and eective controls which enable risks to be
assessed and managed. It makes certain that the
necessary inancial and human resources are in
place for the Company to meet its objectives.
Further, the Board ensures that there is eective
engagement with shareholders and other key
stakeholders in order for the Directors to satisfy
their obligations under section 172(1) of the
Companies Act 2006, as detailed on page 84.
The work of the Board complements, enhances
and supports the work of the Executive
Committee, in particular in respect of the
Company’s culture, and its Purpose and Values.
Eective and eicient functioning of the Board
During 2024, there were seven scheduled and
four ad hoc Board meetings.
Each Director has committed to attend all
scheduled Board and Committee meetings,
and would not do so only in exceptional
circumstances. This is kept under review to
ensure that Directors are fulilling their
commitments to the Company. Similarly, every
eort is made by Directors to attend ad hoc
meetings. On the rare occasion that a Director
cannot attend a meeting they are still provided
with the papers in advance of the meeting and
are given an opportunity to discuss them with the
Chair or Chief Executive.
The Board has the lexibility to meet in person, by
telephone or by video conference as the need
arises or on an ad hoc basis.
Attendance at scheduled Board and Committee meetings
Board
Audit
Committee
Nomination
Committee
Remuneration
Committee AGM
Mary Barnard
1
7/7 – 2/2 2/3 1/1
Sue Clayton 7/7 3/3 2/2 3/3 1/1
Soumen Das 7/7 – – – 1/1
Carol Fairweather 7/7 3/3 2/2 3/3 1/1
Simon Fraser 7/7 3/3 2/2 3/3 1/1
Andy Harrison 7/7 – 2/2 – 1/1
David Sleath 7/7 – – – 1/1
Marcus Sperber
2
5/5 – – – –
Linda Yueh 7/7 3/3 2/2 3/3 1/1
Total number of scheduled
meetings in 2024 7 3 2 3 1
1 Mary Barnard missed one meeting of the Remuneration Committee due to unforeseen personal circumstances.
2 Marcus Sperber was appointed to the Board on 1 May 2024.
Appointed: 1 May 2024
Skills and experience
Having worked in the sector for over 30 years, Marcus
brings with him vast experience of the real estate industry
in both the UK and Continental Europe. He has held a
number of senior executive roles throughout his career,
including, most latterly, Managing Director and Head of
Global Real Estate at BlackRock, and has served on a
number of industry committees.
He is the Founder of NorthCroft Capital, a real estate
investment and advisory business, where he provides
strategic business advice to institutional capital and real
estate businesses.
Marcus is a Fellow of the Royal Institution of Chartered
Surveyors (FRICS).
Contribution to SEGRO’s long-term success
Throughout his career, Marcus has experienced irst-hand
the varying economic cycles of the property sector, and
this combined with his extensive real estate and
investment knowledge more generally brings invaluable
insight to Board discussions.
External appointments
– Founder, NorthCroft Capital
– Non-Executive Director, Cadillac Fairview (the Canadian
pension plan OTPP’s real estate arm)
– Non-Executive Director, Fiera Real Estate
– Non-Executive Director, Savills plc*
– Chair, Jewish Care (Registered Charity)
Appointed: 1 May 2021
Skills and experience
Linda brings a broad range of skills to the Board, including
robust commercial experience and a strong background
in economics, as a Fellow in Economics at St Edmund Hall,
Oxford University and Adjunct Professor of Economics at
London Business School.
Contribution to SEGRO’s long-term success
Linda regularly draws on her wealth of knowledge of
international markets, the macroeconomic context, and
global, economic trends, both past and present, to shape
Board discussions. Her perspective helps the Board to
keep one eye on the horizon by applying learnings from
past trends to the current environment.
Through her role chairing a sustainability committee, she
brings another perspective to the ESG considerations
which are embedded in the Board’s decision making and
help guide our Responsible SEGRO strategy.
External appointments
– Non-Executive Director, Standard Chartered PLC*
– Non-Executive Director, Rentokil Initial plc*
– Chair, Baillie Giord’s The Schiehallion Fund Ltd*
Board leadership and Company purpose continued
Independent Non-Executive Directors continued
Linda Yueh CBE
Independent
Non-Executive
Director
Marcus Sperber
Independent
Non-Executive
Director
Full details of each of the Directors’ previous
appointments can be found on the
Company’s website at:
www.SEGRO.com/about/the-Board
78 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
During 2024, the Board:
Strategy
– considered the strategy and agreed it remained
appropriate;
– received regular updates from advisers, industry
experts and employees to ensure that the Directors
were kept up to date with market trends and
implemented this knowledge in its decision making;
– reviewed the Group’s investment stance, adapting the
focus as necessary in response to the changes in the
property cycle and wider investment market, and
received updates on the status of the annual disposals
programme;
– considered the Data Centre Strategy for the Group;
– approved the recommended oer for Tritax EuroBox
plc and subsequently supported the acquisition of six
assets from the ultimate purchaser by SELP; and
– relected on the Energy Strategy for the business.
Financial
– approved the Half- and Full-Year Financial Statements
and the Annual Report and Accounts;
– approved the 2023 inal and 2024 interim dividends in
line with the dividend policy;
– monitored liquidity through regular reviews of the
cash low position, committed capex and the
development pipeline;
– received presentations from the Company’s
independent valuers, CBRE, and provided
constructive challenge around the valuation process
to gain comfort that it remained robust and
appropriate;
– approved the equity placing and retail oer which
raised £907 million of gross proceeds; and
– approved a €500 million senior unsecured bond issue
for SEGRO plc and supported a €500 million senior
unsecured bond issue for the SELP joint venture.
Operational
– approved signiicant transactions over £100 million,
including the acquisition of a modern logistics estate
in Eindhoven, the Netherlands, the option to purchase
a brownield site in Paris, France and the sale of
SEGRO Victoria Industrial Estate, UK;
– monitored performance against the Company’s
zero-tolerance approach to health and safety
breaches, and reviewed key indings and learnings
from any incidents; and
– reviewed the results of the customer satisfaction
survey to gain assurance that excellent customer
service had been upheld, customer retention
maximised and strong relationships maintained.
There is an approved Schedule of Matters
Reserved for Decision by the Board which
is reviewed periodically and available at
www.SEGRO.com. The Board retains
responsibility for the approval of certain
matters which include:
– Group strategy;
– the annual budget;
– reviewing the Medium Term Plan;
– the inancial structure;
– major capital expenditure including
investments and disposals;
– approval of the Financial Statements;
– the dividend policy; and
– compliance with the Code.
Regular dialogue between the Chair, Chief
Executive and Company Secretary helps ensure
that the Board agendas contain the appropriate
mix of: strategy; people and culture; inancial;
operational; and governance matters to enable
it to eectively discharge its duties.
Key
activities
of the Board
in 2024
People and Culture
– reviewed the people strategy for retaining, developing
and attracting the best talent across the organisation
as a whole and continuing to drive diversity within
the business;
– considered succession planning for the Board and
senior management;
– heard how our Community Investment Plans had
delivered positive impacts on employment, the local
economy and the environment in the communities in
which we operate; and
– continued the annual programme of workforce
engagement sessions with Non-Executive Directors
to gain a irst-hand insight into the issues that matter
most to our people.
Governance
– on the recommendation of the Nomination
Committee, approved the appointment of Marcus
Sperber as an Independent Non-Executive Director;
– ensured ongoing compliance with regulatory
requirements, the Code and market best practice
through robust governance procedures;
– reviewed and approved the principal risks and risk
appetite of the Company;
– reviewed and approved the updated Terms of
Reference for the Nomination and Remuneration
Committees to relect organisational changes and
align with best practice;
– noted ongoing compliance with the Code of Business
Conduct and Ethics including our Anti-Bribery and
Corruption and Modern Slavery policies, and the
process for raising serious concerns; and
– undertook an externally facilitated Board performance
review.
The Directors value meeting and hearing from
dierent people in the business who are close to
the Company’s markets and who can tell the Board
what they are seeing and hearing on the ground,
as well as from external sources who give a wider
perspective on market trends. These sessions allow
the Directors to gain insights from industry experts
and provide the context for the Board to make
strategic decisions about acquisitions, disposals
and the development pipeline.
During the year, the Board heard from:
– members of the Executive Committee on their
individual areas of responsibility and how they
have delivered against the Group’s strategy in
each of these areas;
Board leadership and Company purpose continued
– the Head of Legal and Company Secretary
on legal and governance matters;
– the Commercial Finance Director on the
Group’s liquidity position;
– the Strategic Insights Director on key structural
drivers for the business;
– the Managing Director, Group Investment on
market outlook, the investment stance and
customer exposure across the Group;
– the Co-Heads of Italy and Head of National
Markets on the Italian and National Markets
businesses and portfolios;
– the Head of Strategic Growth on our Energy
Strategy;
– the Head of Investor Relations and Commercial
Finance Director on investor feedback;
– the Head of Insurance and Risk on the risk
management process and key existing and
emerging risks; and
– a number of senior managers from Group
Investment, Group Data Centres, Customer
Development, Customer Experience,
Sustainability and Technology on their areas
of expertise.
Directors receive accurate, timely and clear
information on the matters to be considered
through electronic Board packs, which are made
available to the Directors in advance of a meeting.
During the external Board performance review
process detailed further on page 89, the Non-
Executive Directors commented positively on the
quality of the papers received from the Company
which set the scene for the Board meetings and
signpost the important aspects for consideration.
Everyone agreed that the Board meetings were well
supported and eectively run, facilitating open
discussion of the appropriate topics and focus areas.
Our strategy can be found on page 16 and you
can read about the Board Strategy Event on
page 80
The Performance review is on page 35 and the
Financial review is on page 44
Find out more about Nurturing talent on
page 28
Hear from SEGRO’s Chair in his introduction to
Governance on page 73
79 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
The Board recognises the value in taking the time
to step away from the day-to-day agenda to focus
on the bigger picture, and each year hosts a
dedicated Strategy Event where they relect on
the key strategic themes and long-term focus for
the business. In November 2024, along with the
Executive Committee and the Company
Secretary, they spent two days doing just that.
In preparation for the session, a full suite of
papers covering a wide range of topics were
shared with the Board to ensure the Directors
were well-informed and to set the context for
discussion. Several guest speakers, both internal
experts and external advisers, were invited to
share insights on their areas of expertise which
further informed the conversation.
The Board was joined by:
– an economist from UBS, one of the Company’s
brokers, who shared his perspective and set the
scene on the macro outlook;
– the Co-Head of Global Property Equities and
Portfolio Manager at Janus Henderson, a major
investor of REITs globally and a top 10
shareholder in SEGRO, who provided his
perspective on the equity capital markets and
SEGRO, and shared how his fund makes its
investment decisions; and
– the Head of EMEA Logistics & Industrial and
Retail Research and Head of Logistics &
Industrial EMEA from Cushman and Wakeield,
who provided their views on the industrial
property market.
These presentations laid a valuable foundation
for the discussions that followed.
The Strategic Insights Director presented an
analysis on the key structural drivers for the
business, following which the Managing Directors
for the UK and Continental Europe, Managing
Director, Group Investment and Commercial
Finance Director provided a high-level overview
of the annual portfolio review and outputs
from the medium-term asset and inancial
planning processes.
At the end of the irst day, and continuing the
programme of stakeholder engagement, three
customers from dierent sectors (Royal Mail,
Amazon and Digital Realty) joined the Board for
dinner where the Directors heard irst-hand about
the challenges and opportunities facing their
businesses in the current market and about the
customers’ future plans and how the Company
could partner with them further.
On the second day, the Group HR Director led a
conversation on people planning and the strategy
for retaining, attracting and developing the best
talent whilst continuing the commitment to drive
diversity within the business, and the Chief of
Sta updated the Board on the SELP joint venture
and Data Centres.
Finally, the Strategy Event concluded with a free
form discussion where the Board relected on the
key takeaways from the sessions and how these
could support our long-term ambition ‘to be the
best property company’ whilst navigating the
near-term challenges.
At the conclusion of the Strategy Event, the Board
conirmed it remained comfortable that the
strategic direction of the business continued to
be appropriate and agreed it was supportive of
the priorities identiied by the Executive team for
the coming year.
Board Strategy Event 2024
Board leadership and Company purpose continued
1 Board visit to Milan
2 SEGRO Logistics Park East Midlands Gateway
1
2
80 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Purpose,
Values and
Culture
How the Board lives our Purpose and Values
We are proud of our Purpose – to create the
space that enables extraordinary things to
happen – and our ive Values which support our
culture and align with our strategy. They are well
embedded in the business and form the basis
of our workforce policies. They help to unify
employees and describe the core beliefs about
how SEGRO does business, acting as a universal
language across our business and the countries
in which we operate.
It is essential that the Directors lead by example
and embody the Values. Executive Directors,
being more visible leaders around the business,
help to set the tone.
Consistent feedback from the recent Board
performance reviews demonstrate that all
Directors feel they can contribute, speak freely
and are not constrained in the boardroom.
The Chair encourages open debate and no
one individual dominates the discussion. The
seasoned relationships between the Board
members mean that they are comfortable to
say it like it is, whilst their diverse backgrounds
and well-balanced experience bring varying
perspectives to Board discussions, and the
regular refreshing of appointments ensures
a fresh perspective and challenge. Together,
this fosters a supportive environment which
promotes true diversity of thought and
constructive challenge.
How the Board manages and monitors
our culture
The Board believes that our culture can be
deined by:
– a strong desire to create a successful business
we can be proud of;
– trust and strong professional integrity – we deliver
on promises;
– pragmatism – a ‘sleeves up’ approach
regardless of status;
– thoughtful, detailed and measured decision
making;
– respect and transparency; and
– caring about people and taking an interest in
their wellbeing.
The Board continues to monitor the culture of the
Company through indicators which serve as a
temperature check. They consider:
– the results of the annual employee
engagement survey ‘Your Say’;
– feedback from the workforce engagement
sessions led by the Non-Executive Directors;
– internal audit reports;
– data on employee turnover;
– feedback from oice and site visits by Executive
Directors and the Board as a whole;
– any whistleblowing incidents;
– any health and safety incidents;
– any breaches of the Code of Business Conduct
and Ethics; and
– the results of the annual Customer Satisfaction
surveys.
Outcome
The Board considers that, on the whole, there is a
strong culture at SEGRO of which our employees
are proud. During the most recent Your Say
survey, 95 per cent of employees said that they
understood SEGRO’s Purpose, Values and
behaviours and 87 per cent said they felt proud
to work at SEGRO.
We have a unifying set of Values that drive our culture.
When the Directors are together, they live the Values as follows:
Say it like it is The Directors are honest and transparent in dealings with each
other and those who interact with them both inside and outside
of the boardroom. The Chair encourages constructive debate
and challenge during meetings.
Stand side by side The Non-Executive Directors bring to the Board their wide-
ranging and extensive knowledge and experience from other
businesses. The Directors are supportive and take collective
responsibility for decisions.
Keep one eye
on the horizon
The Directors look to the long term in their decision making.
They want to understand future trends and how the Company
can use them for the beneit of all of our stakeholders in the short,
medium and longer term.
If the door is closed… The Non-Executive Directors support the Executive Directors
to ind solutions to more complex issues and provide assistance
where diicult judgement calls and decisions need to be made.
Does it make the
boat go faster?
The Directors look at dierent ways of working to create
eective relationships and discuss regularly where they can
best add value.
Board leadership and Company purpose continued
81 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Promoting long-term sustainable success
SEGRO’s principal duty is to deliver lasting,
sustainable success and generate value for
shareholders and other investors, whilst being
mindful of our impact on stakeholders and wider
society. The Board facilitates this through robust
governance processes and by ensuring that
eective risk management is in place, against
which key decisions are made on behalf of
the Company.
SEGRO performed well during 2024. The
long-term structural drivers at play in the industrial
and logistics sector and its prime portfolio of
modern, sustainable warehouses in the most
supply-constrained markets, helped to support
occupier demand despite the macroeconomic
environment. The Group contracted £91 million
of new headline rent, through capturing reversion
and growing rents on the existing portfolio and
also completed 374,700 sq m of new space,
capable of delivering £37 million of new headline
rent. This activity resulted in further growth in
earnings and resulted in the Board recommending
an increase in dividend for our shareholders.
The Board was also pleased to hear about the
progress that has been made against the
Responsible SEGRO targets during the year,
as detailed further on pages 21 to 28.
Looking ahead, the combination of new rental
income from the development programme, and
the beneits of active asset management of our
existing portfolio, a key strategic area for the
business, should enable us to drive sustainable
growth in both earnings and dividends. The Chief
Executive’s statement on pages 11 to 15, along
with the Financial review on pages 44 to 49, set
out in much more detail our strategy and the
reasons why we are conident in the long-term
prospects for our business.
Investing for the long term
Since the Company’s principal duty is to deliver
long-term success, much of the Board’s decision
making is focused around ensuring that the
Company is sustainable in the long term.
– Each year, the Board considers our Medium
Term Plan, which assesses the opportunities
and risks for the Company over the following
ive years, and forms the basis of our
Viability Statement.
– At the annual Strategy Event, the Board takes
time to consider the long-term strategy of the
business, incorporating presentations and
discussions on longer-term opportunities and
threats to the business.
– Throughout the year, the Board has overall
responsibility for the Company’s approach to
risk and ensures that risk is eectively and
consistently managed. It reviews the measures
in place to mitigate the near- and longer-term
risks (including emerging risks) to the business.
Real estate is inherently a long-term industry and
the Board therefore takes this into consideration
in all its decision making. In the Chief Executive’s
statement on page 11, you can read more about
how we have adapted our long-held strategy to
respond to the current environment.
Identifying and managing conlicts of interest
The Board operates a policy to identify and, when
appropriate, manage actual or potential conlicts
of interest aecting Directors. Prior to taking on
any additional external commitments, Directors
are required to submit any actual or potential
conlicts of interest they may have with the
Company to the Chair or Senior Independent
Director for approval. Any conlicts of interest are
recorded and approved by the Board at each
meeting. Directors have a duty to keep the Board
updated about any changes to these conlicts.
Eective controls and necessary resources
The Board has a responsibility to ensure that
appropriate controls and resources are in place to
enable the Company to achieve its long-term goals.
As detailed on page 79 there is a Schedule of
Matters Reserved for Decision by the Board,
which is available to view at www.SEGRO.com.
You can read about the Company’s approach
to risk and risk management on pages 50 to 53,
whilst page 104 contains further details about the
Audit Committee’s role in ensuring that robust
processes have been put in place to ensure risks
are identiied, evaluated and managed. The Board
regularly discusses the Company’s principal risks,
along with new and emerging risks, and considers
how they may impact on our long-term goals.
The Board is ever mindful of the need to balance
the pursuit of opportunities without taking
unacceptable or excessive risk and ensures that
the Company has the appropriate resources,
in terms of time, people and funding to do so.
Code of Business Conduct and Ethics
The Board takes an active interest in ensuring that
appropriate policies and practices are in place,
consistent with the Company’s Purpose and
Values. One such policy is our Code of Business
Conduct and Ethics (Code of Ethics) which is
core to the way in which our business is run,
the work we do, and to our reputation.
The Code of Ethics sets out the high ethical
standards expected of all our people in their
daily work to enable us to act with honesty and
integrity. The Code of Ethics covers various
policies on a wide range of activities and any
breaches are thoroughly investigated with
appropriate action taken. The Board receives
regular reports on compliance with the Code
of Ethics and the Company’s policy on
whistleblowing, which sets out the procedure by
which employees and any third parties can use a
conidential external service to raise concerns.
During the year, the Company received a
whistleblowing allegation through Safecall, its
independent whistleblowing service, which,
following a thorough investigation, was found to
be unsubstantiated, and was therefore closed.
The Code of Ethics also sets out our approach
to the human rights of all our stakeholders. Our
due diligence to combat slavery and human
traicking is set out in our Modern Slavery
Statement which is approved by the Board each
year and is on our website at www.SEGRO.com.
See page 132.
Our Supplier Code of Conduct ensures that all
suppliers adhere to high ethical standards and
reinforces SEGRO’s commitment to operating our
business in an ethical and honest way.
The Audit Committee is responsible for ensuring
that appropriate safeguards are in place for the
detection of fraud and prevention of bribery,
including overseeing and monitoring the Group’s
anti-bribery and corruption policies and
procedures. See page 104.
Board leadership and Company purpose continued
See the Chief Executive’s
statement on page 11
Find out more about our approach to risk
and risk management on page 50
The Audit Committee Report
can be found on page 98
82 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Division of responsibilities
The division of responsibilities of the Chair, Chief
Executive and Senior Independent Director are
clearly established in writing and approved by
the Board.
Chair
The Chair is responsible for the leadership of the
Board and its overall eectiveness in directing the
Company and promoting an open environment
for challenge and debate. He encourages
participation by all the Directors, facilitates
constructive relations and creates the right
atmosphere to promote a culture of open
discussion and eective decision making.
Along with the other Non-Executive Directors,
he is responsible for holding the Executives to
account against agreed objectives.
Chief Executive
The Chief Executive recommends the Group’s
strategy to the Board and is responsible for its
implementation and for the Group’s overall
performance. He ensures that the interests of
the Group’s stakeholders are taken into account
with regards to the long-term impact of the
Board’s decisions.
Senior Independent Director
The Senior Independent Director acts as a
sounding board for the Chair and serves as an
intermediary for Directors and shareholders
should communication through the normal
channels fail. She leads the appraisal of the
Chair’s performance each year and would,
as required, chair the Nomination Committee
when it considers his succession.
Availability of the Chair, Chief Executive and
the Company Secretary
The Chair, the Chief Executive and the Company
Secretary are always available for the Directors to
discuss any issues concerning Board meetings
or other matters. All Directors have access to the
advice and services of the Company Secretary,
who is responsible for ensuring compliance with
Board procedures. Directors also have the right
to seek independent professional advice at the
Company’s reasonable expense should they
so wish.
Our Governance Framework
The Board is responsible for creating and delivering shareholder value by setting the strategic direction of the Group.
The Board delegates a number of its responsibilities to its three sub-Committees. The Committee Chairs provide regular updates on the activities
of each Committee at Board meetings.
The Board
The Executive Committee supports the Chief Executive with the development and implementation of Group strategy, the management of the business and the
discharge of responsibilities delegated by the Board. It typically meets formally each month and informally most weeks, and during the year there are dedicated
sessions to discuss strategic priorities as well as ad hoc sessions to keep up to date with more day-to-day operational issues.
The Executive Committee delegates some of its responsibilities to a number of management committees, membership of each includes
at least one member of the Executive Committee.
Executive Committee
The Leadership team comprises the members of the Executive Committee and their senior direct reports, each of whom has
responsibility for the Group’s operations in a particular geography or for one or more of the Group’s main functional areas.
It serves as a discussion forum and sounding board with which the Executive Directors can share knowledge and ideas,
gain a better understanding of the local market outlook and share cross-functional and cross-border information.
Leadership team
Audit Committee
Monitors the integrity of the Group’s Financial
Statements, reviews the relationship with the
external auditor and the role and eectiveness
of the internal audit function. Oversees the
risk management process and internal
control environment.
Nomination Committee
Ensures that the Board and its Committees have
the appropriate skills, knowledge, diversity and
experience to operate eectively and to oversee
the delivery of the strategy.
Remuneration Committee
Determines the reward strategy for the
Executive Directors to align their interests with
those of shareholders and employees.
Joint Operating Group
Assists the Group
Customer and Operations
Director to manage the
operations of the Group
and to discharge the
responsibilities delegated
to him by the Chief
Executive.
Group Risk Committee
Establishes, monitors and
reports to the Executive
Committee and ultimately
the Board and Audit
Committee on the Group’s
approach to risk
management.
Investment Committee
Recommends the
investment strategy for the
Group, manages the
allocation of capital and
oversees all major
investment and
divestment decisions on
behalf of the Executive
Committee.
Transformation and
Technology Committee
Manages the Group’s
transformation and
technology strategy, and
ensures that activity within
this domain is aligned with
this strategy.
Health and Safety
Develops and manages the
implementation of Health
and Safety policies, reviews
the outcomes of the Health
and Safety Working Group
as well as any other health
and safety matters.
Read the Audit Committee Report on
page 98
See page 50
Read the Nomination Committee Report
on page 91
Read the Directors’ Remuneration Report on
page 105
83 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Stakeholders
How the Board considers s172 matters
The Directors engage directly with as many stakeholders as they
can but given the number spread across multiple geographies,
stakeholder engagement often takes place at the operational level,
see pages 18 to 20.
In this section we explain how the Board has engaged with our
stakeholders and how that engagement has inluenced their
decision making.
When making decisions which impact our key stakeholders the
Board considers the factors set out in s172, including:
the likely consequences of any
decision in the long term;
Pages 2; 4; 15 to
17; and 82
the interest of the Company’s
employees;
Pages 18; 28; 88;
and 116 and 117
the need to foster the
Company’s business
relationships with suppliers,
Pages 19; 27; 41;
87; and 132
the impact of the Company’s
operations on the community
and the environment;
Pages 21 to 29;
63 to 71; 86;
and 88
the desirability of the Company
maintaining a reputation of high
standards of business conduct;
and
Pages 50 to 53;
81; 82; and 99
the need to act fairly as
between members of
the Company.
Pages 16 and 17;
20; 40 to 49; 84
and 87
Equity placing and retail oer
The Board approved the launch of an equity placing with the aim
of raising approximately £800 million gross proceeds through the
issue of new shares in the Company, in order to pursue additional
growth opportunities, including new and existing development
projects and to take advantage of potential acquisition
opportunities, whilst maintaining a strong balance sheet.
The placing was accompanied by a separate retail oer which
enabled UK-based retail shareholders to participate in the equity
raise and acquire additional shares in SEGRO at the placing price.
In light of the strong demand from both existing and new investors
following the launch, the Board Committee then took the decision
to increase the size of the planned equity raise and, in aggregate,
the equity placing and retail oer successfully raised gross
proceeds of £907 million and comprised the issue of 110,585,366
new shares at 820 pence per share.
Prior to the placing a number of larger shareholders were
consulted and the principles of pre-emption were respected
throughout the allocation process.
In considering the options available to raise additional capital
the Board considered many factors including external market
conditions and the risk of them impacting the share price.
It was also mindful of previous feedback from a small number of
shareholders who were disappointed in being unable to participate
in previous similar placings. The Board believes that this approach
was in the best interests of all our shareholders.
Impacted stakeholders
Investors
Employees
s172 factor considered
Link to our strategy
– Eicient capital & corporate structure
Section 172(1) Statement
The Board conirms that during the year ended 31 December
2024 it has acted in the way it considers, in good faith, would be
most likely to promote the long-term success of the Company
for the beneit of its members as a whole whilst having due
regard to the matters set out in section 172(1) (a) to (f) of the
Companies Act 2006 (s172).
Each of the Directors are mindful of their duties under s172 to
run the Company for the beneit of its shareholders, and in
doing so, to take into account the long-term impact of any
decisions on stakeholder relationships and the impact of the
Company’s activities on the environment, whilst maintaining its
reputation for high standards of business conduct at all times.
The Company cannot operate in a vacuum. We can only
succeed if we conduct ourselves in a responsible manner
and have positive relationships with all of our stakeholders.
Stakeholder
engagement
from the Board’s
perspective
Key Board decisions in 2024
84 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Stakeholders continued
Recommended oer for Tritax EuroBox plc
In September 2024 the Company announced that it had reached
an agreement with the Board of Tritax EuroBox plc (Tritax EuroBox)
on the terms of a recommended all-share oer for the entire issued
share capital of Tritax EuroBox. The Board considered this to be a
compelling oer for the shareholders in both companies, delivering
an uplift in value for Tritax EuroBox shareholders and adding a
portfolio of well-diversiied and high-quality logistics assets to
SEGRO’s portfolio on attractive terms.
The following month, Titanium Ruth Bidco Limited (Brookield) made
a competing cash oer which was accepted and recommended
by the Tritax EuroBox board in place of the SEGRO oer.
With the support of key advisers, the Board considered carefully
our position and the options available to us and, aligned with our
commitment to be disciplined in our approach to capital allocation,
agreed not to increase or improve the original oer.
Instead, we were able to reach an agreement with Brookield in
January 2025 to acquire, through the SELP joint venture, a portfolio
of six Tritax EuroBox logistics assets located in Germany and the
Netherlands, which would complement our existing strong
presence in both markets and match our investment criteria in
terms of returns, location and quality. The transaction is conditional
on European Union anti-trust clearance, which is expected in the
irst quarter of 2025.
Throughout the process the Board has acted in what it considers
to be the best interests of SEGRO’s shareholders and in reaching
an alternative agreement with Brookield to acquire the assets has
lived our value of ‘If the door is closed …’.
Impacted stakeholders
Investors
Customers
Suppliers
Employees
s172 matters considered
Link to our strategy
– Disciplined capital allocation
Approval of transactions over £100 million
All acquisitions, developments and disposals over £100 million
require Board approval.
During 2024, the Board:
– approved the acquisition of a 98,000 sq m modern logistics
estate in Eindhoven, the Netherlands;
– approved the option to purchase a brownield site in Paris, France;
– approved the sale of SEGRO Victoria Industrial Estate, UK;
– supported SELP’s acquisition of six Tritax EuroBox logistics assets
located in Germany and the Netherlands from Brookield
following its acquisition of the EuroBox portfolio; and
– approved the acquisition of Enield Distribution Park, UK.
Our ambition ‘to be the best property company’ underpins these
Board discussions ensuring that we have the right assets in order to
drive long-term out performance of our portfolio.
Impacted stakeholders
Customers
Suppliers
Communities
Environment
Investors
s172 matters considered
Link to our strategy
– Disciplined capital allocation
– Responsible SEGRO
Appointment of Marcus Sperber as an Independent
Non-Executive Director
The Board approved the appointment of Marcus Sperber as an
Independent Non-Executive Director with eect from 1 May 2024.
Marcus brings a wealth of experience in the real estate and
investment management industry, and, along with the other
Non-Executive Directors, he brings independent judgement,
scrutiny and constructive challenge to Board discussions in order
to drive long-term success.
Impacted stakeholders
Employees
Investors
Customers
Suppliers
Communities
Environment
s172 matters considered
Link to our strategy
– Nurturing talent
Key Board decisions in 2024 continued
85 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Stakeholders continued
How does the Board engage?
– During its visits to Milan and Coventry, the Board
toured assets occupied by Amazon and DHL;
• At SEGRO Logistics Park Novara, an Amazon
representative demonstrated the logistics
operations behind a customer purchase on the
website, and shared the innovative solutions
being employed to improve the customer
experience; and
• the Board also heard directly from a DHL
representative about the acquisition of UK Mail
and the importance of the new, modern facility
at SEGRO Park Coventry in enabling growth by
doubling DHL’s handling capacity and supporting
the local community through the creation of over
600 new jobs.
– At SEGRO Logistics Park Northampton, the Board
visited one of the largest UK pre-lets, being
constructed on behalf of our customer,
Yusen Logistics.
– Customer executives from Amazon, Royal Mail and
Digital Realty joined the Board at the annual Strategy
Event to discuss their businesses, future trends, and
their experiences and expectations of SEGRO.
– The Board considers the results of the annual
customer satisfaction survey.
Impact/Outcome of engagement
– The opportunity to meet with customers is always
greatly appreciated by the Board and helps to
further its understanding of what our customers
value in our buildings so we can continue to
create the space that enables extraordinary things
to happen.
– Their customer perspectives on the current
environment, and the major challenges and
opportunities that this presents for their business,
provide context to Board debate and decision making.
– Board oversight of the Annual Customer Satisfaction
Survey ensures that excellent customer service
is maintained.
How does the Board engage?
– The Board is regularly updated on our progress
against delivery of our Community Investment
Plans, where SEGRO partners with local charities
to support the local economy and bring long-term
economic and social beneits to the region.
– All Executive Directors participated in the annual
Group-wide Day of Giving, which brings together
SEGRO’s employees and suppliers to contribute to
charitable causes that improve the local environment
and health and wellbeing of the local community.
Impact/Outcome of engagement
– The Board is ever mindful of the impact that our
developments could have on our communities,
and it actively considers how investments can
beneit the local area when considering capital
allocation requests.
– The Remuneration Committee approved ESG
targets for the SIP/GSIP awards to include a target
number of volunteering days, primarily focusing on
supporting young people in the community and the
environments in close proximity to our assets.
– Projects supported by the Day of Giving address
speciic local needs, creating a meaningful and
lasting impact on the communities in which
we operate.
Customers Communities
We have 1,369 customers across eight
countries and aim to build outstanding
customer relationships.
As a long-term investor we are committed to
ensuring that local people and communities
beneit from our assets.
86 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Stakeholders continued
How does the Board engage?
– Employees from Winvic Construction and members
of the Savills Project Management team led the
Board, Executive Committee and Company
Secretary on a tour of SEGRO Park Coventry.
– SEGRO’s suppliers include advisers such as brokers
and lawyers, many of whom have joined Board
meetings during the year to provide advice in
relation to speciic transactions, including the equity
raise and Recommended oer for Tritax EuroBox plc,
as well as the typical annual updates on their areas
of expertise.
– One of our brokers, UBS, attended the annual
Strategy Event to provide a fresh perspective on the
macro outlook and real estate adviser, Cushman
and Wakeield, shared views on the industrial
property market.
– Our corporate lawyers, Slaughter and May, provided
training to ensure that the Board remained well
informed on their responsibilities.
Impact/Outcome of engagement
– Meeting with our suppliers enhances the Board’s
understanding of the opportunities and challenges
they are facing, and the potential impact on our
customers and their businesses.
– The Board considers the highest ethical standards
as integral to SEGRO’s business. It approves the
Modern Slavery Statement and maintains oversight
of the Modern Slavery and Labour Standards Code
and Code of Business Conduct and Ethics to ensure
that these standards are maintained by our suppliers.
How does the Board engage?
– All Directors attended the 2024 AGM, where they
were available to meet with and answer questions
from shareholders both formally, during the meeting
and informally, over refreshments.
– The Chair extended an invitation to our ten largest
shareholders to meet with him, the Senior
Independent Director and the Committee Chairs,
and he met with some investors in the irst quarter
of 2024 to discuss their thoughts on the Company.
– Simon Fraser, as Chair of the Remuneration
Committee, wrote to 20 of the largest investors and
three proxy voting agencies to seek their views on
the proposed updates to the Remuneration Policy.
– the Co-Head of Global Property Equities and
Portfolio Manager at Janus Henderson, a major
investor in REITs globally and top 10 shareholder in
SEGRO, joined the Board at the Annual Strategy
Event to share his perspective on the equity capital
markets and SEGRO.
Impact/Outcome of engagement
– Regular engagement with our investors helps the
Board understand what is important to them and
helps shape its decision making.
– In launching the 2024 equity placing, the Board was
cognisant of prior feedback from retail shareholders
who had expressed disappointment in being unable
to participate in previous placings, and launched a
retail oer alongside the placing enabling them to
take part in the transaction (see page 84).
– In developing the new Remuneration Policy
feedback from the workforce engagement sessions
was considered and stakeholders were supportive
of the proposed changes.
Suppliers Investors
We work with 3,069 suppliers across the Group
from a diverse range of industries.
Our investors provide the capital through
equity or debt which inances SEGRO’s
business and its future growth.
87 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Stakeholders continued
How does the Board engage?
– All requests for capital approval considered by
the Board, and the Investment Committee, must
contain information on the environmental
implications and mitigations as required by the
Company’s Mandatory Sustainability Policy.
– At SEGRO Park Coventry, the Board saw irst-
hand the development of a modern, sustainable,
logistics hub in line with our Responsible
SEGRO commitments.
– The Board receives regular updates on progress
against our Responsible SEGRO targets and
Sustainability.
– The Commercial Finance Director and Head of
Sustainable Finance attended the December 2024
Audit Committee meeting to share an update on
the work undertaken to prepare for reporting the
emerging EU non-inancial reporting requirements.
Impact/Outcome of engagement
– The Board monitors progress against our
Responsible SEGRO targets to ensure that they
remain appropriate, stretching and in the best
interests of all of our stakeholders.
– It is mindful of the environmental impact of our
developments and net-zero ambitions when
considering capital allocation requests.
– Reports on Sustainability and updates on
compliance with the Mandatory Sustainability Policy
enable the Board to lead the business in a way
which it believes is most likely to promote its
long-term sustainable success.
– Regular updates from internal and external experts
on current and forthcoming legislation, regulation
and reporting requirements ensure the Board stays
well-informed and the Company continues to
comply with requirements with regards to ESG.
How does the Board engage?
The Board feels strongly that, in order to be authentic,
meaningful and received positively by our employees,
its approach to engaging with the wider workforce
should mirror the Company’s Value to ‘say it like it is’.
As the Group has a non-unionised business with
a headcount of 466 employees based in multiple
countries, an alternative arrangement (as permitted by
Provision 5 of the Code) remains the most appropriate
option. This involves a three-stage approach which,
whilst now well-embedded, remains under review to
ensure it continues to be eective and encompasses
the spirit of enabling the voice of the employee to be
heard in the boardroom.
1. Individual meetings with the Non-Executive Directors
Each year, our Non-Executive Directors hold a series of
informal meetings with employees from across the
business to hear irst-hand how they feel about working
at SEGRO. The Board appreciates the value of hearing
a variety of views directly from a broad cross-section
of employees in dierent roles, grades and oices to
gain a deeper understanding of the issues that are
important to them without members of the Leadership
team present.
In 2024, pairs of Non-Executive Directors led three
sessions: one thematic session which focused on
Executive Remuneration (which is detailed further on
page 117), and two sessions on more general topics
during their visits to Milan and Coventry. We felt that this
was a good balance between focused conversations
on topics the Board wanted to hear more from
employees on as well as oering the lexibility for
employees to share their views on areas of importance
for them.
Discussion areas included Responsible SEGRO, our
ambition to ‘be the best property company’ and what
this means for employees, Nurturing talent and future
priorities for the business and individual teams. On the
whole, the Directors found that employees welcomed
the opportunity to participate and were forthcoming in
sharing their thoughts.
Non-attributable feedback from each session was
relayed at the following Board meeting for discussion.
2. Presentations at Board and Committee meetings
The Board regularly invites representatives from around
the business to present at Board and Committee
meetings and in 2024 welcomed a number of guest
speakers as detailed on page 79.
Each of the Committee Chairs also met with employees
in relation to the business of their Committees.
3. Informal meetings
During the year, the Board travelled to Milan, Italy and
Coventry, UK where they toured local assets with the
Co-Heads of Italy, Head of National Markets and their
teams. During their visits they also took the opportunity
to hold informal lunches at the oices, where they
enjoyed speaking with colleagues, and dinners with
the local management teams.
Other Board engagement in 2024
– Two of our Non-Executive Directors, Carol
Fairweather and Sue Clayton, joined representatives
from the Executive Committee and Leadership team
for a panel discussion on inclusion for International
Women’s Day.
– Members of the Executive Committee and their
teams joined the Directors ahead of the December
Board meeting for interactive sessions focusing on
the Company’s strategic priorities, where the
Directors heard about the achievements and key
learnings in each area during the year and noted
the objectives for 2025.
Impact/Outcome of engagement
– We take meaningful action to address the areas of
importance raised by our people during the
workforce engagement sessions and their feedback
is an important consideration in our people strategy
and planning.
– Feedback from previous workforce engagement
sessions helped to shape our enhanced family-
friendly policies that were launched during the year,
demonstrating our commitment to supporting
employees during key moments in their lives.
– Board discussions beneit from the wealth of
specialist knowledge which is regularly shared by
employees on their areas of focus.
– Meeting with a diverse group of employees at all
levels, and not just senior leaders, enables the Board
to experience the SEGRO culture irst-hand and see
how our employees uphold the Purpose and Values.
Environment Employees
The regions in which we operate and local
areas impacted by the development and
ongoing operations of our assets.
We employ 466 people across nine countries
with a diverse range of skills.
88 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Composition, succession and evaluation
External Board
performance
review
This Annual Report is being prepared under the 2018
Code, however we have updated references from ‘Board
evaluation’ to ‘Board performance review’ to align with
the provisions in the 2024 Code, which will largely apply
for inancial years starting on or after 1 January 2025.
In line with the requirements of the Code, the Board undertakes an
externally facilitated performance review every three years. In the
intervening two years, internal reviews of the Board, its Committees
and the performance of individual Directors are carried out. The
last external Board performance review took place in 2021 and
therefore an externally facilitated review was undertaken in 2024.
The external performance review process was overseen by the
Chair, supported by the Senior Independent Director (SID) and the
Company Secretary.
Following a tender process, Clare Chalmers was appointed as
external facilitator. Clare Chalmers does not have any other
connection with the Company or individual Directors and,
together with a number of notable independent Board evaluators,
established The International Register of Board Reviewers (TIRBR),
which is aligned to the four guiding principles for board reviewers
and three guiding principles for clients, which can be viewed at
www.tirbr.com.
Agreed areas of focus for the 2024 review
– The size and composition of the Board and its Committees and the
balance of the skills, experience, independence and diversity, and
any enhancements that may be beneicial over the next few years;
– Board succession planning, including the appointments process,
induction and training, and oversight of talent management for
the wider business;
– the main strategic considerations and challenges, how the Board
inputs to the development of strategy, and the eectiveness of
Board Strategy Events or other strategic sessions held
throughout the year;
– Board dynamics, including the tone of meetings, how the Board
supports and challenges executive management and
participation and interaction between Non-Executive Directors
and senior management in and between Board meetings;
– the Chair’s leadership and the performance of individual
Directors including the roles of Senior Independent Director and
Committee Chairs;
– stakeholder engagement and the consideration of stakeholder
interests as part of Board discussion and decision making; and
– Board meetings and papers, including the support from the
Secretariat function.
1.
Tender and
appointment
Initial reach out to 10 service
providers. Following review
of their proposals, three
shortlisted providers were
selected to meet with the
Chair and the SID and
assessed against a
scorecard. Following the
meetings, Clare Chalmers
was appointed.
2.
Agree scope,
process and
timings
Clare Chalmers met with the
Chair and the SID to discuss
the scope, process and
timings for the 2024 review.
It was agreed that the most
eective format would be to
use a short questionnaire
followed by 1:1 interviews.
3.
Board and
Committee
observation
Clare Chalmers attended
the July Board, Audit and
Remuneration Committee
meetings in person to
observe irst-hand how
these meetings were
conducted and the
interactions amongst
attendees.
4.
Document
review
Clare Chalmers was
provided with the requested
governance-related
documentation to enable
a thorough review of the
operation of the Board and
Committees throughout
the year.
5.
Online
questionnaires
Questionnaires covering
the agreed scope were
completed by the Executive
and Non-Executive
Directors, the Group HR
Director and the Company
Secretary, answering
questions related to
Board composition and
culture, Board oversight,
Stakeholders, Board
eiciency, and operation of
Board Committees, where
relevant.
6.
1:1 interviews
Structured 90-minute
1:1 interviews were held
with the Executive and
Non-Executive Directors,
the Group HR Director, the
Company Secretary and key
external advisers (external
auditor, internal auditor and
remuneration consultant).
7.
Feedback
and actions
A comprehensive report
was shared with the Chair
and the SID outlining the
indings and a list of
recommendations. Clare
Chalmers attended the
December Board meeting
to present the inal report
and the Board reviewed
and discussed the
recommendations before
agreeing the key actions for
the upcoming year.
Overview of the 2024 external Board performance review process
89 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Composition, succession and evaluation continued
Conclusions from the 2024 review
The overall picture from the review was positive and concluded
that the Board and its Committees continued to operate eectively
and perform well. The key indings highlighted, in particular, that:
– SEGRO beneits from a strong and well-balanced Board, bringing
together experienced Non-Executive Directors with a range of
skills and backgrounds;
– the Board is constructive and engaged, with good challenge,
debate and accountability, and is well supported by the wider
management team; and
– the Board and Committees are well supported by the Company
Secretary and meetings are eectively run.
Clare Chalmers has reviewed the disclosures relating to the review
set out within the Annual Report and has agreed that they relect
accurately both the process followed and the indings. In
accordance with the Code, the next externally facilitated Board
performance review will be scheduled for 2027 and internal
reviews will be conducted in 2025 and 2026.
Actions identiied from the 2024 review
Key recommendations and actions for 2025
Strategy – continuing to receive regular updates at Board meetings on strategy and the key strategic priorities, ensuring
suicient time for debate, including updates on the longer-term trends that could impact the key structural
drivers of the business;
Stakeholder engagement – continuing the cadence of breakfasts and dinners with external speakers, including customers and suppliers,
and allocating time on Board agendas to discuss any outputs from these interactions;
Succession planning and talent
management
– keeping succession planning under review throughout the year, ensuring suicient time at Nomination
Committee meetings to discuss and consider Board, executive and senior management succession planning,
talent management and future capability requirements; and
Board papers and agendas – continuing to improve discipline around succinct executive summaries in Board papers and presentations to
allow suicient time for discussion and questions from Board members.
Progress against these actions will be considered by the Board during the course of 2025 and will be reported in next year’s
Annual Report.
Progress against actions identiied in the 2023 internal review
In June and December 2024, the Board also revisited the conclusions of the 2023 internal performance review to ensure that progress
was being made on the key actions identiied:
What we said we would do: What we did: Further information:
Evolve the Board agenda to include
more structured and regular
discussion throughout the year on
the key strategic drivers of the
business following the 2023
Strategy Event.
There was allocated time on the Board agendas throughout the year for
discussion on strategic topics and the Board received updates from the
business on the key strategic priorities. Additionally, in December 2024,
an interactive session was held, where individual Board members had the
opportunity to discuss and ask questions directly to those responsible in
the business for delivering each strategic priority.
Strategy Event – page 80
Key activities of the Board – page 79
Succession planning to be kept
under review during the year.
The Nomination Committee received updates on succession plans at
Committee meetings held during the year, and will continue to receive
updates as appropriate.
Nomination Committee Report –
page 91
Succession planning – page 94
Continuing the programme of
regular stakeholder engagement.
A series of stakeholder engagement sessions were held during the year.
The Board received presentations from a number of key advisers and met
customers and suppliers during their visit to Milan in June and Coventry in
September. Customer executives from key customers were also invited to
join a Board dinner in November. The Non-Executive Directors held three
workforce engagement sessions over the year.
Our stakeholders – page 18
Stakeholder engagement from the
Board’s perspective – page 84
Workforce Engagement – pages 88
and 117
Strategy Event – page 80
Inviting the newer Executive
Committee members to attend
Board meetings, allowing the Board
to hear irst-hand about their areas
of responsibility.
Since the beginning of 2024, the Chief of Sta, Group Customer and
Operations Director, Managing Director, Continental Europe and Managing
Director, UK, have each attended at least one Board meeting to present and
have attended a number of Board dinners. Executive Committee members
also attended Board visits to Milan and Coventry in June and September,
respectively, and the Board Strategy Event in November.
Key activities of the Board – page 79
Strategy Event – page 80
90 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Quick links
Composition, skills and experience 93
Induction and ongoing and training 93
Succession planning 94
Board diversity and inclusion 95
Directors’ independence 96
Director re-election at the 2025 AGM 96
Dear shareholder,
I am pleased to present the Nomination
Committee (the Committee) Report for 2024,
in which we set out how the Committee has
discharged its responsibilities during the year.
The Committee comprises ive of the
Independent Non-Executive Directors and is
chaired by myself as the Chair of the Board.
In this Report we will demonstrate how the
Committee has fulilled its role of overseeing the
composition of the Board and its Committees,
and monitoring the balance of skills, experience,
independence and knowledge as well as the
diversity of its members in its broadest sense.
Board changes
Appointments
Following the planned retirement of Martin Moore
in December 2023, the Committee agreed to
begin a search to replace the skills and experience
which were lost with Martin’s retirement. After a
robust search process, which is detailed further
on page 97, the Committee recommended the
appointment of Marcus Sperber.
Marcus was appointed as an Independent
Non-Executive Director on 1 May 2024 and will
be subject to election by shareholders at the
upcoming Annual General Meeting (AGM).
He brings an extensive knowledge of the real
estate and investment management industry,
complementing the skillsets of our existing Board
members and oering a fresh perspective to
Board discussions.
Since joining the Board, Marcus has participated
in a comprehensive induction programme which
you can read about on page 97.
Retirements
There were no retirements from the Board during
the year.
Committee membership
The Committee considered the appointments of
Independent Non-Executive Directors to each of
the three Board Committees and concluded that
they remain appropriate and eective although,
as ever, this will be kept under review.
Board succession planning
Succession planning has long been a vital priority
for the Committee and you can read more about
our approach on page 94.
We are mindful of the tenure of some of our
Non-Executive Directors, namely Sue Clayton
and Carol Fairweather, who are now each serving
their inal three-year term. We are also cognisant
of the need to balance the regular refreshment
of Board membership with the right combination
of skills, experience, independence and diversity,
and the balance of the Board as a whole. In the
coming year the Committee will further consider
the succession of these two roles. In addition to
acting as an Independent Non-Executive Director,
Carol also serves as the Chair of the Audit
Committee and Senior Independent Director
and so careful consideration will be given to the
succession of these roles in particular to ensure
a smooth transition of responsibilities.
Re-appointment of Independent
Non-Executive Directors
Non-Executive Directors are appointed by the
Board for three-year terms. At the conclusion of
each term, the Committee undertakes a review
of their performance and contribution before
making any recommendation to the Board for
their re-appointment.
Nomination
Committee Report
Composition, succession and evaluation
Throughout the year, the Committee has
acted in accordance with its Terms of
Reference, which were last updated in
February 2024 and can be found at:
www.SEGRO.com
Andy Harrison
Chair of the Nomination Committee
Key responsibilities
Composition of the Board and its Committees
Appointment of new Directors
Induction of new Directors and ongoing training
for individual Directors and the Board as a whole
Monitoring the eectiveness of the Board
Diversity and Inclusion Policy
Succession planning for the Board, the Group
HR Director and the Company Secretary
Oversight of the development pipeline for the
Leadership team and talent development
programme for the wider workforce
See the attendance at scheduled
Nomination Committee meetings on
page 78
Committee membership
Andy Harrison (Chair)
Mary Barnard
Sue Clayton
Carol Fairweather
Simon Fraser
Linda Yueh
Letter from the Chair of the Nomination Committee
91 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
In May 2024, Simon Fraser and Linda Yueh
reached three years’ service on the Board and,
in June 2024, Sue Clayton reached six years’
service. Following their conirmation that they
each wished to continue serving as Independent
Non-Executive Directors, and in Simon’s case the
Chair of the Remuneration Committee, their
re-elections were considered by the Committee.
The Committee gave due regard to their
individual performance and their contributions
and ability to contribute to the long-term success
of the Board. We concluded that Simon, Linda
and Sue all continued to be valuable members of
the Board and it was agreed that their terms each
be extended for a further three years, subject to
the annual re-election by shareholders at the
2025 AGM.
Neither Simon, Linda nor Sue were present when
their re-appointments were discussed.
In the coming year, Mary Barnard will reach the
end of her second three-year appointment in
March 2025 and I will reach the end of my irst
three-year appointment in April 2025. The
Committee considered our re-appointments at
the December 2024 meeting where, after due
consideration, it was agreed that each of our
appointments be extended for a further term.
Carol Fairweather, in her capacity as Senior
Independent Director, led the discussion
regarding my re-appointment and neither
Mary nor I were present when our respective
re-appointments were considered.
Board diversity and inclusion
The Board Diversity and Inclusion Policy, which
was last updated in December 2023, was
considered at the December 2024 meeting and
the Committee determined that it remained
appropriate, eective and in line with best practice.
We further considered how the objectives set out
in the Policy had been achieved during the year,
as detailed on page 95.
Committee eectiveness
As part of the external Board performance review
undertaken during the year, detailed on pages 89
and 90, the operation of each of the Board
Committees was considered and it was concluded
that they continue to operate eectively and were
well led by their respective Chairs.
An update on the activities of the Committee
was provided to the Board at each subsequent
Board meeting.
Looking ahead
In 2025, the Committee will continue to focus
on succession planning, both generally and with
regard to speciic key roles, to ensure that we
remain well positioned for the future. As detailed
on page 90, we will allow more time on the agenda
for wider discussions on talent management
below Board level.
Diversity and inclusion for the Board and senior
management roles also remains a key item for
discussion on the agenda and we will continue
to monitor progress against achievements of the
agreed senior management diversity targets.
If you have any questions on the Nomination
Committee or the contents of this Report, do
contact me on
companysecretariat.mailbox@SEGRO.com.
Andy Harrison
Chair of the Nomination Committee
In addition to its key responsibilities, in 2024
the Committee:
– recommended the re-appointment
of Simon Fraser, Linda Yueh and Sue Clayton
for further three-year terms from 2024;
– recommended the re-appointment of Mary
Barnard and Andy Harrison for further
three-year terms from 2025; and
– led the recruitment process for a new
Non-Executive Director and recommended
the appointment of Marcus Sperber.
Composition, succession and evaluation continued
Nomination Committee Report continued
What the Committee did in 2024
See the Key Responsibilities of
the Committee on page 91
Read more about the skills and experience
of the Directors in their biographies on
pages 76 to 78
Further information on the roles of the Chair,
Chief Executive and Senior Independent
Director can be found on page 83
1
1 Marcus Sperber joined the Board as an Independent
Non-Executive Director on 1 May 2024
92 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
4
4
4
FTSE Listed Executive
Real Estate
Banking/City
8
Finance/Accounting/Audit
6
Customer experience
9
International
7
Remuneration
3
ESG
Composition, succession and evaluation continued
Nomination Committee Report continued
Composition, skills and experience
The Board is currently made up of a Non-Executive
Chair, six Independent Non-Executive Directors
and two Executive Directors, all of whom are
equally responsible for the eective stewardship
and leadership of SEGRO.
During the year, the Committee reviewed the
skills and experience of the Board members,
as well as the size of the Board as a whole, and
concluded that it was appropriate in size with the
right balance of skills and experience to fulil its
duties. As ever, this will be kept under review.
Skills and experience of Directors
Induction
On joining the Board new Directors participate in
a comprehensive induction programme designed
to familiarise them with the Company, its assets,
policies and procedures, and to introduce them
to employees and key advisers, in order to assist
them in becoming eective in their role as quickly
as possible.
As part of the induction process, they are
provided with information on the Group, its
policies and its governance structure by the
Company Secretary.
They will also meet with the Executive Directors,
the other members of the Executive Committee,
the Heads of Functions covering various aspects
of the business, and the Company’s external
advisers which include the valuers, brokers, and
internal and external auditors, during the course
of Board activities.
Training
To ensure the Board continually updates and
refreshes its skills and knowledge, ongoing
training and development support is provided.
The Directors are regularly briefed on: business-
related matters; governance updates; investor
expectations; and legal and regulatory changes
which impact the Company.
During the year, both the Audit and Remuneration
Committees received updates or brieings on
relevant accounting, remuneration and regulatory
developments, evolving market trends and
changing disclosure requirements from external
advisers and internal management. As detailed
on pages 98 and 99, members of the Audit
Committee spent time familiarising themselves
with the evolving requirements in relation to the
emerging EU non-inancial reporting
requirements.
Directors may also request training on speciic
issues with some attending external courses
(often provided by our professional advisers).
From time to time, meetings with specialists in
the business are arranged for Directors who may
wish to gain a deeper insight into a particular
topic. The Directors may raise any training needs
with the Chair which helps to ensure that the
training programme meets the needs of the
Board, individual Directors and the business.
The Directors have access to the advice of
the Company Secretary and independent
professional advice is available at the Company’s
expense, if necessary, in fulilling their duties
and responsibilities.
During the year, all Board members received the
annual refresher training on the UK Market Abuse
Regulation from the Company Secretary and
were reminded of their ongoing duties and
responsibilities as Directors by our corporate
lawyers, Slaughter and May.
1 SEGRO Park Carré des Aviateurs Le Blanc-Mesnil
2 SEGRO Park Croydon
1
2
Read about the tailored induction
programme for Non-Executive Director
Marcus Sperber, who joined the Board
in 2024, on page 97
93 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Non-Executive Directors
Tenure
Executive Directors
Composition, succession and evaluation continued
Nomination Committee Report continued
Succession planning
The Committee is responsible for the eective
and orderly succession planning of Directors,
both Non-Executive and Executive, the Group
HR Director and the Company Secretary.
It monitors the tenure of Directors to ensure that
it plans suiciently in advance of retirements
from the Board to ensure orderly succession of
Non-Executive Directors. In accordance with
the Code, all Directors stand for election or
re-election at each AGM.
Along with considering Board succession, the
Committee oversees the development of a
strong pipeline of diverse and talented individuals
below Board level. It reviews regularly the quality
of the Leadership team and senior managers as
it recognises the importance of creating and
developing a suitably talented, diverse pipeline
ready to serve as the next generation of leaders.
The Chief Executive, supported by the Group
HR Director, presents to the Committee on
Leadership team succession planning and the
talent development programme for the wider
workforce. For the Executive Committee and for
roles in the Leadership team, plans are in place
for both sudden, unforeseen absences, and for
longer-term succession. These form the basis of
development plans for our most talented people
and will ensure that, looking forward, we have the
right people to deliver our strategy.
Appointment date: 1 January 2006 16 January 2017 Tenure
David Sleath
Soumen Das
19 years, 0 months
7 years, 11 months
Year
31 December 2024
Tenure
7 years, 0 months
6 years, 6 months
5 years, 10 months
3 years, 8 months
3 years, 8 months
2 years, 9 months
0 years, 8 months
First term Second term Third term
2018
2033
2019
2021
2023
2020
2022
2024
2025
2027
2029
2031
2026
2028
2030
2032
Carol Fairweather
Sue Clayton
Mary Barnard
Linda Yueh
Simon Fraser
Andy Harrison
Marcus Sperber
1 SEGRO Coventry oice
2 SEGRO London oice
1
2
94 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
The Board recognises the beneit and value of
diversity in its broadest sense and believes that,
throughout SEGRO, diversity of perspective and
experience enables more eective discussion
and better decision making. SEGRO is a pan-
European business committed to the creation
of an inclusive culture, where each individual is
given the opportunity to contribute and use their
talents and abilities to their maximum potential.
We believe a diverse Board, with a broad range of
skills, backgrounds, knowledge and experience,
is a key driver of an eective Board as it promotes
constructive debate and eective decision making.
The composition of the Board exceeds the
criteria of both the FTSE Women Leaders Review
on gender diversity and the Parker Review on
ethnic diversity. As at 31 December 2024, 44 per
cent of the Board were female, 22 per cent were
from an ethnic minority background and one
senior Board position was held by a female.
The Board aspires to promote greater diversity
across the business which forms an integral part
of our Nurturing talent strategic pillar. During the
year, the Group HR Director presented to the
Board on the progress made against these
objectives, which included progress against the
gender and ethnicity diversity targets for senior
leadership roles we disclosed last year.
Board Diversity and Inclusion Policy
The Committee is responsible for monitoring the
eectiveness of the Board Diversity and Inclusion
Policy (the Policy) which sets out the Company’s
approach to diversity and inclusion in respect of
the Board and its Committees, and considers
how this contributes to SEGRO’s Group-wide
diversity and inclusion ambitions.
The Policy incorporates a broad range of diversity
factors as set out in the Disclosure Guidance and
Transparency Rules, speciies diversity targets
with which the Board aims to comply, and
considers how the Policy is applied to the Audit,
Nomination and Remuneration Committees as
well as the Board as a whole.
It was last updated during 2023. During 2024,
the Committee considered that the Board and its
Committees were in compliance with the Policy,
which remained appropriate and aligned with
best practice, and will keep both the Policy itself
and compliance with it under periodic review.
Diversity and inclusion in Directors’ recruitment
When searching for an additional Director, the
Committee is mindful of the advantages a diverse
Board brings, and ensures that in selecting and
brieing executive search irms, the importance
of diversity and inclusion are highlighted at the
outset. The Committee particularly considers
how it describes the skills and experience needed
for the roles as this helps attract as wide a pool of
candidates as possible. Only executive search
irms who have signed up to the Voluntary Code of
Conduct for Executive Search Firms will be used in
the recruitment of Directors. In the inal selection
decision, all Board appointments are made on
merit and relevant experience, against the criteria
identiied by the Committee with regard to the
beneits of diversity in the widest sense.
Reporting table on sex/gender representation
1
Gender
Number
of Board
Members % of Board
Number of
senior
positions
on the Board
2
Number in
executive
management
3
% of
executive
management
Men 5 56 3 6 75
Women 4 44 1 2 25
Not speciied/prefer not to say 0 0 0 0 0
Reporting table on ethnicity representation
1
Ethnicity
Number
of Board
Members % of Board
Number of
senior
positions
on the Board
2
Number in
executive
management
3
% of
executive
management
White British or other White
(including minority-white groups) 7 78 3 7 87
Mixed/Multiple Ethnic Groups 0 0 0 0 0
Asian/Asian British 2 22 1 1 13
Black/African/Caribbean/Black/British 0 0 0 0 0
Other ethnic group 0 0 0 0 0
Not speciied/prefer not to say 0 0 0 0 0
1 These tables set out the numerical data required to be disclosed in accordance with UKLR 6.6.6(9) as at 31 December
2024. The data collected from Directors and executive management for the purposes of making this disclosure is
provided on a voluntary basis.
2 Senior positions on the Board include the Chair, Chief Executive, Chief Financial Oicer and Senior Independent Director.
3 Executive/senior management comprises the Executive Committee, being the most senior managerial body below the
Board, and the Company Secretary as deined by the UK Listing Rules and the Code.
4 The senior management’s direct reports (which include members of the Leadership team) are the next layer of
management below senior management as deined by the Code. This igure diers from the percentage of women
in senior leadership roles disclosed on page 28 which is inclusive of executive/senior management, and not just their
direct reports.
Gender balance of executive/senior
management’s direct reports
4
Gender balance of total workforce
1.
2.
1.
2.
Composition, succession and evaluation continued
Nomination Committee Report continued
Board diversity and inclusion
% of the Board who are female:
44%
Number of senior
positions on the
Board held by a
female:
1
% of the Board
who are from an
ethnic minority
background:
22%
Read more about Nurturing talent, which
includes diversity targets for SEGRO’s senior
leadership on page 28
View the Board’s Diversity and Inclusion
Policy at www.SEGRO.com/about/
corporate-governance/downloads
1 Male (21) 60%
2 Female (14) 40%
1 Male (234) 50%
2 Female (232) 50%
95 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Time commitment
As part of the recruitment process, the
signiicant time commitments of potential Board
members should be disclosed to the Committee.
On appointment, the Chair and Non-Executive
Directors receive a formal letter of appointment
clearly setting out their expected time
commitment to the Company and any additional
future commitments should not be undertaken
without prior notiication to the Board.
Executive Directors are permitted to hold one
external directorship as approved by the Board.
David Sleath and Soumen Das each hold one
external directorship, at RS Group plc and
NEXT plc respectively.
The Committee has considered the additional
commitments of all Directors and has concluded
that each of them has suicient time to commit
to the Company and are not overboarded.
Their individual contributions are, and continue
to be, important to the Company’s long-term
sustainable success.
For transparency, we disclose all signiicant
external appointments held by our Directors in
their biographies on pages 76 to 78; however it
is recognised that many of these appointments
do not require the same time commitment as
appointments to publicly listed companies.
Directors’ independence
The Board is made up of a majority of
Independent Non-Executive Directors, which
promotes the good governance of the Company
by ensuring that the Executives are held to
account and are not able to dominate Board
decision making.
The Committee considers each of the Non-
Executive Directors to be independent in
character and judgement in accordance with
the criteria set out in the Code.
The Chair was considered independent on
appointment and the Committee still considers
him to be so.
Prior to their appointment, the Directors must
disclose any actual or potential conlicts of
interests and any future business interests that
could result in a conlict must not be undertaken
without the prior notiication to, and authorisation
of, the Board. The Board considers and approves
the conlicts of interest as declared by any
Director at each Board meeting.
Directors’ eectiveness
The performance and individual contribution of
each of the Directors is reviewed annually as part
of the Board performance review process, which
this year was an externally-facilitated review led
by external consultant Clare Chalmers. Further
details can be found on pages 89 and 90.
The review concluded that the Chair demonstrated
strong leadership, was supportive in facilitating an
environment where all Directors can speak openly,
and remained eective in his role.
The Non-Executive Directors also agreed that the
Chief Executive continued to perform his role
with energy and commitment and leads an
eective Executive team.
The performance of the other Non-Executive
Directors is appraised by the Chair and Senior
Independent Director, whilst the Chief Executive
provides feedback on the Chief Financial Oicer.
Director election/re-election at the AGM
Having considered the skills and performance
of each Director, and whether they continue to
be eective and demonstrate commitment
to their roles, the Committee makes a formal
recommendation to the Board that they be
elected/re-elected as appropriate.
The Committee has concluded that all Directors
continue to be eective in their roles and
accordingly will submit themselves for election/
re-election as appropriate by shareholders at the
2025 AGM.
For information on how each of the Directors
contribute to the long-term success of the
Company, see their biographies on pages
76 to 78.
Composition, succession and evaluation continued
Nomination Committee Report continued
1.
2.
3.
1 Independent
Chair (1) 11%
2 Independent
Non-Executive
Directors (6) 67%
3 Executive
Directors (2) 22%
For information on how each of the
Directors contribute to the long-term
success of the Company, see their
biographies on pages 76 to 78 and at
www.SEGRO.com
96 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Composition, succession and evaluation continued
Nomination Committee Report continued
Marcus Sperber, Independent Non-Executive Director – recruitment and induction
The induction programme for
incoming Non-Executive Directors
is built around a series of meetings
with the other Executive and
Non-Executive Directors, the
Executive Committee, the
Company Secretary and other
members of senior management,
as well as site visits to get to know
our assets and meetings with
relevant external advisers. The
programme is tailored to the areas
of focus and interest for the
particular Director, and some
meetings take place within the
regular programme of Board
meetings and site visits.
Marcus’ induction included meeting
with the following people in order to
familiarise himself with the Company
and gain the necessary background
to eectively take on his role and
discharge his responsibilities as an
Independent Non-Executive Director:
– Chair
Andy Harrison provided an
introduction to the Board, its culture,
and key areas of focus for the
coming year, as well as the
responsibilities and current focal
points of the Nomination
Committee.
– Chief Executive
David Sleath shared his views on the
business, the strategy and ongoing
transactions. He also provided an
overview of the Company’s strategic
priorities and Responsible SEGRO.
– Chief Financial Oicer
Soumen Das gave an overview
of the structure and work of the
Finance function and the
Company’s latest inancial
performance, investor and analyst
feedback, Transformation and
Technology function and risk
management processes.
– Non-Executive Directors
Each of the Non-Executive Directors
met with Marcus to share their views
on the Company. Committee
Chairs, Carol Fairweather and
Simon Fraser, brought him up to
speed on the activities of the Audit
and Remuneration Committees
respectively, and Carol also noted
her role as Senior Independent
Director.
– Head of Legal and
Company Secretary
Stephanie Murton outlined the
Company’s corporate governance
framework, the annual agenda for
the Board and its Committees,
shared insights from last year’s
internal Board evaluation and
discussed the Board’s programme
for stakeholder engagement. She
also provided an overview of our
legal structure, Code of Business
Conduct and Ethics and
whistleblowing policies, training on
our UK Market Abuse Regulation
policies and detailed how we
manage conlicts of interest.
– Executive Committee and
senior management
Each of the Executive Committee
members detailed their individual
areas of responsibility, including
the UK and Continental European
business and operations, the HR
function, workforce engagement
programme and Nurturing talent
programme, Group Operations
including health and safety, our
Responsible SEGRO strategy, Data
Centre and Energy strategy and
the SELP joint venture. Marcus also
met with other senior managers
around the business to further
discuss topics of interest.
– Committee meetings
Since joining the Board,
Marcus has attended a number
of the Audit, Nomination and
Remuneration Committees
as a guest in order to gain a
comprehensive view of their
activities.
– External advisers
Marcus has attended Board and
Committee meetings at which
some of our key advisers were
present, all of whom are available
for additional private meetings
should the need arise.
– Site visits
To date, Marcus has visited
a number of assets in Milan,
Coventry, Northampton and
Slough and further visits are
planned for 2025.
1. Background 3. Search 5. Selection 7. Induction
2. Role proile 4. Interview 6. Appointment
Further to the planned retirement
of two Directors in 2023, the
Committee had agreed to keep
the size and composition of the
Board under review, including
whether and how to replace the
skills and experience of former
Non-Executive Director,
Martin Moore.
These considerations included the
appropriate size of the Board, the
loss of Martin’s particular skill, all in
the context of the Board’s desired
skills matrix and governance
policies, with a view to future
proof the Board ahead of the next
rotation of retirements in 2027.
It was concluded that we should
commence a search for a
Non-Executive Director with a
broad experience of European
real estate.
Andy Harrison, as Chair of the
Committee, led the search
process with support from the
Senior Independent Director, Carol
Fairweather, and feedback from
the Chief Executive, David Sleath.
Having considered a number of
search irms, Egon Zehnder were
engaged to undertake a European
wide search.
They are a signatory to the Voluntary
Code of Conduct for Executive
Search Firms, as required by the
Board Diversity and Inclusion Policy
and the Committee felt as though
they had a good understanding of
the business and its culture. They
have no other connection with the
Company or any of its Directors.
Egon Zehnder commenced the
search for a diverse selection of
candidates and the initial long list
was reviewed by the Committee.
The Committee identiied the
desirable skills, experience and
qualities and a role proile was
agreed. As well as prior experience
of the UK and Continental
European markets and property
investment, the Committee
stressed the importance of a good
cultural it within both the Board
and the Company.
Initial interviews with a shortlist
of candidates were held with the
Chair, Chief Executive, Senior
Independent Director and Chair
of the Remuneration Committee.
Following feedback discussions,
further interviews took place with
the rest of the Board and references
were obtained.
Marcus Sperber was identiied as
the preferred candidate.
The Committee considered him to
be a high calibre candidate with the
relevant experience to add insight to
discussions and a valuable addition
to the Board. His other commitments
were noted, and the Committee
concluded that he was not
overboarded and would have
suicient time to dedicate to
the role.
The Committee made a formal
recommendation to the Board,
following which Marcus was
appointed as an Independent
Non-Executive Director with eect
from 1 May 2024. He will be subject
to election by shareholders at the
upcoming AGM in April 2025.
A full biography for Marcus can be
found on page 78.
97 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Audit
Committee Report
Audit, risk and internal control
Dear shareholder,
As Chair of the Audit Committee (the
Committee), I am pleased to present the
Committee’s report for 2024.
Over the following pages you will see how the
Committee has discharged its responsibilities,
as well as other areas which it has focused on.
Composition
The Committee is made up entirely of
Independent Non-Executive Directors and
each member has considerable commercial
knowledge and broad industry expertise.
I satisfy the requirement of the UK Corporate
Governance Code 2018 (the Code) to bring
recent and relevant inancial experience to the
Committee, and the Committee also beneits
from the additional inancial expertise and
experience provided by both Simon Fraser and
Linda Yueh as well as the wealth of property
experience brought by Sue Clayton.
There were no changes to the Committee during
the year, and the Board remains satisied that the
Committee as a whole has the relevant
competence and appropriate balance of skills
and experience to properly discharge its duties.
Meetings
The Committee met formally three times during
the year and provided updates to the Board
on its activities at each subsequent meeting.
We believe this is the appropriate amount of
scheduled meetings, however if the need arises,
additional formal meetings are convened.
As usual, our external and internal auditors joined
the meetings throughout the year, together with a
number of employees from across the business.
We continue to ind this incredibly valuable as it
allows us to see the pool of talent within the
Company and facilitates a greater depth of
discussion and debate on some specialist topics.
In 2024, we were joined by:
– the Head of Finance for the Group and Group
Financial Controller to consider the accounting
judgements and treatments that have been
adopted for particular transactions;
– the Head of Legal and Company Secretary,
who provided updates on relevant legal and
regulatory matters as well as the work of the
Group Legal function;
– the Head of Tax, who provided an update on
developments in the current tax landscape,
the Group’s tax strategy and an overview of
signiicant tax issues or changes that could
potentially impact the Group’s tax charge;
– the Head of Technology, who delivered his
annual update on developments in cyber
security threats, the continued investments by
the Company in response, and the current
status of cyber security defences; and
– the Commercial Finance Director and Head of
Sustainable Finance, who shared an update on
sustainability matters including the status of
preparation for reporting under the emerging
EU non-inancial reporting requirements.
During the year, the Committee has acted in
accordance with its Terms of Reference,
which were last updated in June 2022 and
can be found at: www.SEGRO.com
See the attendance at scheduled
Audit Committee meetings on
page 78
Key responsibilities
Advising the Board on the statements made
in the Annual Report and Half-Year Report on
viability, going concern, risk and controls and
whether the Annual Report and Accounts are,
when taken as a whole, fair, balanced and
understandable
Monitoring the integrity of the Financial
Statements of the Group including reviewing
signiicant judgements
Reviewing internal controls and risk
management systems
Overseeing internal and external audit processes
and the independence of the external auditor
Committee membership
Carol Fairweather (Chair)
Sue Clayton
Simon Fraser
Linda Yueh
Quick links
Financial reporting process 100
Viability statement and goingconcern 100
Fair, balanced and understandable 100
Signiicant judgements made in 2024 101
External audit 102
Internal audit 103
Valuers 103
Internal controls and risk management 104
Carol Fairweather
Chair of the Audit Committee
Letter from the Chair of the Audit Committee
98 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Regular updates were also provided to the
Committee on the risk management process,
internal controls and anti-bribery and
corruption matters.
In addition to scheduled meetings, I speak
regularly with the Chief Financial Oicer, Head of
Finance for the Group, Group Financial Controller
and Head of Legal and Company Secretary to
discuss any topical issues that should be brought
to the attention of the Committee.
Areas of focus in 2024
A comprehensive list of the Committee’s activities
in 2024 can be found on the right. Some speciic
highlights this year included:
– agreeing the approach to the external auditor
tender in 2025;
– considering the RICS mandatory requirement
for the periodic rotation of UK valuers, which
will come into force in May 2026 which was
also considered by the Board as a whole in
December 2024; and
– keeping under review the evolving requirements
for the Group in relation to the emerging EU
non-inancial reporting requirements.
Committee eectiveness
As part of the external Board performance review,
the operation of the Committee was considered
(see pages 89 and 90) and was deemed to be
operating eectively.
FRC Letter
During the year, the Company received a letter
from the Financial Reporting Council (FRC)
following a routine review of the 2023 Annual
Report and Accounts. Please see page 100 for
further information.
Discharge of responsibilities
The quality of debate and challenge amongst
the Committee, management and the internal
and external audit teams, together with the
comprehensive information provided to the
Committee, has assisted us in appropriately
discharging our responsibility.
I would like to thank all those who have contributed
to the Committee this year for their eorts.
Looking ahead
In 2025, the Committee will:
– undertake a competitive tender of the external
auditor in line with the recommendations of the
FRC’s Audit Committees and the External Audit:
Minimum Standard;
– review our risk management and internal
controls frameworks in preparation for the
introduction of the new Provision 29 of the
updated UK Corporate Governance Code
2024, which comes into eect for the 2026
inancial year; and
– continue to monitor progress of preparation for
reporting under the emerging EU non-inancial
reporting requirements.
If you have any questions on the Audit
Committee or the contents of this Report,
do contact me on
companysecretariat.mailbox@SEGRO.com.
Carol Fairweather
Chair of the Audit Committee
Audit, risk and internal control continued
Audit Committee Report continued
Throughout the year, the Committee has:
– reviewed and monitored the integrity of the
Financial Statements including reviewing
signiicant inancial reporting judgements and
estimates made by management, to ensure
that the quality of the Company’s inancial
reporting is maintained, in the Company’s
Half- and Full-Year Financial Statements;
– assessed the objectivity, independence and
competence of the external valuer of the
Group’s property portfolio and gained
assurance around the valuation process;
– ensured compliance with applicable
accounting standards, monitoring
developments in accounting regulations as
they aect the Group and reviewing the
appropriateness of accounting policies and
practices in place;
– received training on the Committee’s
responsibilities under the emerging EU
non-inancial reporting requirements;
– monitored progress on the preparation of
the Group to report under the emerging EU
non-inancial reporting requirements;
– monitored matters relating to tax, including
REIT status and other signiicant open matters;
– monitored the eectiveness of the Group’s risk
management systems and considered the
adequacy of the process being undertaken to
identify risks and mitigate the exposure of the
Group to them;
– reviewed cyber security processes and the
continued investment in this area to respond
to increasing trends in cyber threats;
– ensured the processes followed to support
the making of the going concern and viability
statements remained robust and were
correctly followed;
– ensured appropriate safeguards were in place
for the detection of fraud and prevention of
bribery. This extends to responsibility for
overseeing and monitoring the Group’s
Anti-Bribery and Corruption policies and
procedures contained in the Company’s Code
of Business Conduct and Ethics;
– reviewed the adequacy of internal inancial
controls and broader internal control systems;
– examined the performance of the external
and internal auditors, their objectivity,
eectiveness and independence, as well as
the terms of their engagement and scope of
the external and internal audit plans;
– reviewed and re-approved the Policy for
Approval of Non-Audit fees;
– monitored the ratio and level of audit to
non-audit fees paid to the external auditor
and agreed their remuneration for the year;
– agreed the approach to the external audit
tender in 2025;
– analysed and challenged the results of internal
audit reviews and management’s plans to
resolve any actions arising from them; and
– advised the Board on whether the process
supporting the preparation of the Annual
Report taken as a whole, is appropriate to
allow the Board to conclude that the Annual
Report is fair, balanced and understandable
and provides the information necessary to
shareholders to assess the Group’s position,
performance, business model and strategy.
What the Committee did in 2024
99 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Audit, risk and internal control continued
Audit Committee Report continued
A key area of responsibility for the Committee
is the monitoring of the integrity of the
Company’s Financial Statements and any
formal announcements relating to the
Company’s inancial performance, as well as
reviewing any signiicant inancial reporting
issues and judgements contained therein.
The Group has long-established internal
controls and risk management systems in
relation to the process for preparing the
Financial Statements. Various checks on
internal inancial controls take place throughout
the year, including internal audits which are
detailed further on page 103. Developments
in accounting regulations and best practice
in inancial reporting are monitored by the
Company and, where appropriate, relected
in the Financial Statements. Training is also
provided to the inance teams and the
Committee is kept appropriately informed.
The inancial reporting from each business
(UK and Continental Europe) is reviewed by
the Head of Finance for the business, following
submission by the regional inance teams.
The results of each business are subject to
further review by the Group Finance function,
including senior members of the Group
Finance team, before being consolidated.
The draft consolidated statements are
reviewed by various individuals including
those independent of the preparer. The review
includes checking consistency internally,
with other statements and with internal
accounting records.
The Committee receives reports from
management and the external auditor on
signiicant judgements, changes in accounting
policies, and other relevant matters relating to
the consolidated Financial Statements.
The Committee and the Board review the draft
consolidated Financial Statements.
FRC Letter
As part of its standard review in respect of public
and large private companies’ accounts and
reports, the FRC wrote to the Company and
provided a number of minor suggestions that
have been addressed where relevant and
appropriate in the 2024 Annual Report and
Accounts. The FRC clariied that this did not
amount to substantive correspondence and
no formal response was required from the
Company. The FRC noted that their review was
limited to the published 2023 Annual Report;
it did not beneit from a detailed understanding
of underlying transactions and provides no
assurance that the 2023 Annual Report is
correct in all material aspects.
The Code requires the Board to conirm that
they consider that the Annual Report, taken as
a whole, is fair, balanced and understandable
and provides the information necessary for
shareholders to assess the Company’s position,
performance, business model and strategy.
In order to enable the Board to make this
conirmation, the Audit Committee has
oversight of the process which has been
followed, whereby the section owners and
an independent reviewer conirm that in
their opinion and against an agreed list of
criteria the Annual Report is fair, balanced
and understandable.
These criteria include:
– is the whole story presented, with key
messages appropriately relected?;
– does the Report properly provide the
necessary information, with a good level of
consistency, for stakeholders to assess
SEGRO as a business?; and
– is the Report presented in straightforward
language, easy to understand and within
a clear framework?
The Committee reviewed the process that
management had undertaken to make the
statement, which included regular meetings
of the Annual Report and Accounts Working
Group during the drafting process to ensure
a consistent approach, and conirmed to the
Board that the processes and controls around
the preparation of the Annual Report are
appropriate, robust and consistent.
The fair, balanced and understandable
statement is made on page 134.
Financial reporting process Fair, balanced and understandableViability statement and going concern
The Committee is responsible for ensuring that
the process put in place to allow the Board to
make the viability statement on page 61
remains robust, in line with market practice
and is correctly and properly followed.
The Committee reviewed the process which
included extended scenario analysis and is
comfortable with the process followed to make
the viability statement and has conirmed this
to the Board.
The Committee reviewed the recommendation
setting out the support for adopting the going
concern basis in preparing the inancial
statements. The Committee conirmed to
the Board that the recommendation was
appropriate. The Board’s statement is set out
on page 46.
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Audit, risk and internal control continued
Audit Committee Report continued
Signiicant matter The action taken
Valuation of the property portfolio
Valuation is central to the business’ performance and is a signiicant estimate for the
Committee as it is inherently subjective, because the valuer must make assumptions and
judgements in reaching its conclusions.
This is a recurring risk for the Group as it is key to its IFRS proitability, balance sheet portfolio
value, net asset value, total property return, and employee incentives. It also aects
investment decisions and the implementation of the Company’s Disciplined Capital
Allocation policy.
It is included on the Risk Register and the process risk map as a potential key business risk.
The Committee ensured that there was a robust process in place to satisfy itself that the valuation of the property portfolio by CBRE,
a leading irm in the UK and Continental European property markets, was carried out appropriately and independently.
The Chair of the Audit Committee met separately with CBRE in advance of the Committee meetings to review the valuation process
in detail and ensure the valuer remained independent, objective and eective.
Given the signiicance of this judgement, as in previous years, the full Board also met twice with CBRE to review, challenge, debate
and consider the valuation process; understand any particular issues encountered in the valuation; understand the impact of climate
change and sustainability requirements on valuations; and discuss the processes and methodologies used.
The auditors also meet with the valuers, and they use the services of their own in-house property valuation expert to test the
assumptions made by CBRE. They report to the Audit Committee on their indings.
The Committee conirmed that it was satisied that the valuation was not subject to undue inluence and had been carried out
fairly and appropriately, and in accordance with the industry valuation standards, and therefore suitable for inclusion in the
Financial Statements.
For details of the Group’s properties and related accounting policies see Note 13 and Note 1 of the Financial Statements. For details
of the results of the valuation see Note 13 of the Financial Statements.
For further information see
page 137
Signiicant judgements made by the Committee in 2024
101 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
External auditor
Audit, risk and internal control continued
Audit Committee Report continued
Following a tender in 2015,
PricewaterhouseCoopers LLP (PwC) were
appointed as the Company’s external auditor
for the 2016 audit, and the Committee continues
to enjoy a constructive working relationship
with them.
Richard Porter has been the external audit partner
since 2023. The Committee Chair has had regular
discussions with Richard and his PwC colleagues
to consider matters as they arise throughout the
year and the Committee regularly meets privately
with Richard to discuss PwC’s work and
observations on the Company. No areas of
concern were raised during the year.
Oversight
PwC presented their audit plan for the year which
the Committee considered and approved. The
key areas of risk, which were primarily identiied
as areas of judgement and complexity, were
highlighted by PwC and were consistent with
those areas identiied by the Committee.
The level of audit materiality was also discussed
and agreed.
PwC presented a detailed report of their audit
indings at the year end, which were reviewed
and discussed. A review of the external auditor’s
report was also undertaken by the Committee
at the half year. As part of the reviews the
Committee probed and challenged the work
undertaken and the indings and the key
assumptions made, with particular attention
to the areas of audit risk identiied.
Independence
The Company complies with the Competition
and Markets Authority Order 2014 relating to audit
tendering and the provision of non-audit services.
There are no contractual obligations which
restrict the Committee’s choice of external
auditor or which put in place a minimum period
for their tenure. The external audit was last
tendered in 2015 following which the auditor
changed in 2016 from Deloitte LLP to PwC.
In the coming year, the Committee will lead the
tender of the external auditor as stipulated by
current regulation that requires a tender every
10 years, as detailed on page 103.
Remuneration
The Committee considers the remuneration of
the external auditor at least on a semi-annual
basis and approves its remuneration. It also keeps
under close review the ratio of audit to non-audit
fees to ensure that the independence and
objectivity of the external auditor are safeguarded.
In 2024, fees for audit services amounted to
£1.58 million and the non-audit fees amounted
to £0.31 million, of which £0.20 million was
subject to the non-audit fee cap which is broadly
in line with the previous year. The balance is
related to work in respect of the forthcoming
Corporate Sustainability Reporting Directive.
The non-audit fee for 2024 equates to 14 per cent
of the average audit fees of the last three years.
The chart below sets out the ratio of audit to
non-audit fees for each of the past three years:
2024 2023 2022
Audit fees (£m) 1.58 1.39 1.31
Non-audit fees (£m) 0.20 0.19 0.32
Ratio of non-audit fees
to audit fees (%) 13 14 24
The Committee has concluded that PwC remains
independent and objective, and that the level of
non-audit to audit fees is acceptable for 2024.
PwC has provided written conirmation of its
independence to the Committee.
We have voluntarily provided details on the fees
relating to the audit of the Group’s SELP joint
venture with PSP Investments, for which PwC is
the auditor, in Note 6(ii) to the Financial
Statements. The Committee has no oversight or
control over these fees as the SELP joint venture
operates totally independently and is not
controlled by the SEGRO Group or the Committee.
The fees are provided solely for information
purposes and do not form part of the audit fees
nor are they included in the calculation to determine
the ratio of audit to non-audit fees on an annual or
three-year basis for the SEGRO Group.
Policy for approval of non-audit fees
The Committee considers the Policy for Approval
of Non-Audit Fees on an annual basis to ensure
that it remains it for purpose.
The Policy, which is available on our website at
www.SEGRO.com, was updated in February 2025.
The Committee is satisied that the Policy is
appropriate and in line with industry best practice.
The Policy sets out the very limited circumstances
where PwC may be appointed to carry out
non-audit services but only with the prior consent
of the Committee or the Committee Chair, through
delegation of authority from the Committee.
There must be an obvious and compelling reason
why PwC should be appointed and there should
be no threat to the independence of PwC.
The impact on non-audit to audit fees must also
be considered, and fees incurred for non-audit
work must not exceed 70 per cent of the
average of the audit fees paid for the last three
consecutive years. All non-audit fees are reported
to the Committee.
Eectiveness
The Committee assesses the eectiveness of
the external audit process on an annual basis,
by taking account the views of management
involved in the audit and by reviewing a number
of factors including:
– performance in discharging the audit and
half-year review;
– independence and objectivity;
– robustness of the audit process, including how
the auditor demonstrated professional
scepticism and challenged management’s
assumptions particularly in relation to the
valuation of the Group’s portfolio;
– the quality of service and delivery, including
appropriate resources and skills for the
complexity of SEGRO’s audit; and
– remuneration.
The Committee also noted the results of the PwC
Audit Quality Review inspection results 2023/24.
Having considered the above, the Committee
believes the audit to be eective with an
appropriate level of challenge.
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External auditor continued ValuersInternal auditor
Audit, risk and internal control continued
Audit Committee Report continued
Re-appointment
On the basis of the above, the Committee
recommended to the Board that it propose to
shareholders at the 2025 Annual General Meeting
that PwC should be reappointed for the 2025
inancial year.
External auditor tender
Ultimate responsibility for the external auditor
tender process sits with the Committee. As such,
at the December 2024 meeting, the Committee
considered and approved the proposed
approach, criteria and timeline for the tender
which will take place during 2025.
The tender will comply with all aspects of the
FRC’s Audit Committees and the External Audit:
Minimum Standard. Following completion of the
tender, the Committee will make an appropriate
recommendation through the Board to be
considered by shareholders at the 2026 AGM.
A summary of the external auditor tender process
and the outcome will be reported in next year’s
Audit Committee Report.
The Committee believes that given the
Company’s size and structure using a third party
to perform the internal audit function continues
to be the most appropriate model. This provides
independent challenge of management and
gives access to a wide range of expertise.
KPMG has performed the role since its
appointment in 2007 and re-appointments in
2014 and 2022 following a tender.
During their tenure, there have been a number of
rotations of lead partners and audit managers to
ensure that a fresh perspective is given, and their
independence and scrutiny are maintained.
Topics included in the internal audit plan for 2024
were selected based on a review of the Group’s
principal risks, the timing of the previous audit
and advice on market insights from KPMG.
Signiicant areas of risk are subject to internal
audit on a cyclical basis.
The proposed internal audit plan for 2024 was
considered and approved by the Committee in
December 2023, and was kept under review
during the course of the year.
Internal audits during 2024 included:
– leasing;
– health and safety;
– data management and governance;
– insurance; and
– sales, invoicing and credit control.
Each internal audit during 2024 conirmed that
no signiicant control issues were identiied.
However, a number of process and minor control
improvement points were identiied with follow
up actions and timelines which were regularly
monitored by management and the Committee.
Feedback on the performance of KPMG for each
internal audit is given by the Company and was
largely positive and no areas of particular concern
have been brought to the Committee’s attention.
The lead KPMG partner attends Committee
meetings to present KPMG’s report and the
Committee also meets privately with him during
the year. No matters of concern were raised in
the private meetings.
Eectiveness
The Committee believes that both the process
for determining the internal audit programme,
and the programme itself, are appropriate and
eective, and as in previous years the programme
will be amended during the year if required to
react to any new events or information.
The Committee is satisied that the internal audit
function continues to perform eectively.
The single most important judgement that the
Committee and the Board has to make is the
value of the Group’s portfolio. The Committee is
assisted in reaching this judgement by its external
valuer, CBRE, who have held this position since
2012. CBRE was reappointed in 2021 for a further
four-year term, and the Committee believes that
it continues to be eective in its role.
The eectiveness of the Group’s valuers is
assessed through regular meetings during the
year with the Chair of the Audit Committee and
supplemented by additional sessions with
management, which focused on the following:
– independence and objectivity;
– experience and qualiication of the
valuation team;
– consistency of approach across each of the
countries in which the Group operates; and
– quality of data and materials, including the two
presentations to the Board.
As a result, the Committee concluded that the
external valuers performed to a high standard,
were independent, and that the well-run process
delivered a robust set of valuations.
The Committee is mindful of the new RICS
requirement for the mandatory periodic rotation
of UK valuers, which will come into eect for the
Group’s UK-based assets for the June 2026
valuation. At the December 2024 meeting, the
Board considered and agreed the proposed
approach and timeline for the tender process.
103 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Risk
The Board recognises that eective risk
management is key to the long-term sustainable
success and future growth of the business and
the achievement of the Group’s strategic
objectives (see pages 50 to 53). It is ever aware of
the need to ensure that new and emerging risks,
as well as the more established principal risks, are
adequately managed and mitigated. Risk
management is therefore embedded in the
Company’s decision making and culture, and
robust systems have been put in place to ensure
this remains the case.
There is an ongoing process for identifying,
evaluating and managing the principal risks
faced by the Group, which has been in place
during the year, together with the means for
identifying those emerging risks which may
impact the Group in the future. These emerging
risks are discussed throughout the business by
the appropriate working groups, conducting
both horizon scanning and discussions at a
more granular level. The Group Risk Committee
monitors and reports on the Company’s
approach to risk management as detailed further
on page 50.
The Board assumes responsibility for the eective
management of risk across the Group, determined
by its risk appetite, as well as ensuring that each
business area implements appropriate internal
controls. The Committee reviews regularly the
eectiveness of the risk management process on
behalf of the Board and is satisied that it remains
robust for the inancial year in question and up to
the date of this Annual Report.
Internal controls
The Committee is responsible for reviewing the
adequacy and eectiveness of internal control
systems (covering all material controls including
inancial, operational and compliance controls
and risk management systems) on behalf of
the Board.
At each meeting, the Committee receives an
update on internal controls and regularly reviews
the adequacy and eectiveness of the Group’s
internal control systems through various
activities including:
– reviewing the eectiveness of the risk
management process;
– reviewing and challenging management’s
self-assessment of the internal controls
framework; and
– reviewing the work undertaken by the
internal and external auditor, in relation to
internal controls.
The Committee also receives at each meeting an
anti-bribery and corruption report to enable it to
satisfy its responsibility for ensuring that adequate
safeguards for the prevention of bribery and
corruption and detection of fraud are in place.
Details of how matters of concern can be
reported and will be investigated are on page 82.
During the year, the Committee received a
report of one whistleblowing allegation through
its independent telephone line which, following
a thorough investigation, was found to be
unsubstantiated and closed.
The Group’s internal auditor, KPMG, also facilitated
a Fraud Vulnerability workshop with a number of
stakeholders from across the business, to discuss
the key fraud risks that could potentially impact
SEGRO and the mitigating controls in place. An
update was provided to the Committee at the
December 2024 meeting.
Outcome
The framework for monitoring and maintaining
internal controls is considered appropriate for
a Group of SEGRO’s size and complexity and
is designed to provide reasonable assurance
against material misstatement or loss.
On the basis of the Committee’s work, it conirms
that it has not been advised of, or identiied, any
failings or weaknesses which it regards to be
signiicant in relation to the Group’s internal
control systems during the year. It also conirms
that the Group’s internal control systems have
been in place for the year under review and up
to the date of approval of this Annual Report
and are in accordance with the Guidance on
Risk Management, Internal Control and Related
Financial and Business Reporting issued by the
Financial Reporting Council.
Internal controls and risk management
Audit, risk and internal control continued
Audit Committee Report continued
104 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Directors’
Remuneration Report
Remuneration
Dear shareholder,
On behalf of the Remuneration Committee
(the Committee), I am pleased to present our
Remuneration Report for 2024.
The role of the Committee is to determine the
remuneration policies and practices which
promote the long-term sustainable success
of the Company, which are aligned with the
Company’s Purpose and Values and its strategy.
In the following pages you will see how the
Committee has discharged its responsibilities
as well as other key areas of focus in 2024.
Composition and Committee meetings
The Committee continues to be comprised
entirely of Independent Non-Executive Directors.
The Committee had three scheduled meetings
during the year and Committee member
attendance can be found on page 78. The Chief
Executive, Group HR Director and external
remuneration adviser attend Committee
meetings by invitation as required. Following
each Committee meeting, I provide an update
to the Board on the Committee’s activities.
Key areas of focus in 2024
A major area of focus for the Committee was the
development of the new Remuneration Policy
(the 2025 Policy), which we are recommending
to shareholders for approval at the 2025 AGM.
The 2025 Policy was developed internally with
support from our remuneration advisers and was
further reined following a consultation process
with approximately 60per cent of the Company’s
shareholder base and key proxy advisory
agencies. Idiscuss this further overleaf and the
full 2025 Policy can be found on pages 123 to 131.
During the year, the Committee approved the
Executive Directors’ variable remuneration
and annual salary increases, and assessed the
variable targets prior to the 2021 LTIP vesting to
ensure the outcomes represented a fair relection
of the business performance throughout the
performance period.
The Committee also approved the grant of awards
under the Company’s all-employee schemes
and reviewed the wider workforce remuneration
framework to ensure this remained aligned
with the structure of remuneration for the
Executive Directors.
Remuneration and alignment to
Company performance
As covered elsewhere within this Annual Report,
SEGRO performed well during 2024, increasing
the level of contracted rent and delivering strong
operating metrics despite the macroeconomic
environment and its impacts on wider
business conidence.
Long-term structural trends continued to support
occupier demand for industrial space and supply
remained in check. This, along with the expertise
and strong customer relationships of the asset
management teams helped SEGRO capture a
signiicant amount of the embedded reversion
within the portfolio while keeping customer
retention rates high, both supporting strong
like-for-like rental growth.
Weaker business conidence resulted in lower
levels of pre-let activity in our markets and a
smaller development programme than in recent
years, however development returns remain
attractive and £37 million of completions during
the year also contributed to income and
earnings growth.
Finally, with liquidity returning to investment
markets the investment teams were able to make
some proitable disposals, the proceeds of which
were redeployed into growth opportunities.
Letter from the Chair of the Remuneration Committee
Simon Fraser
Chair of the Remuneration Committee
Key responsibilities
Set the remuneration of the Chair, Executive
Directors, Group HR Director and the
Company Secretary
Review the remuneration of the Leadership team
Ensure Executive remuneration is aligned to the
Company’s Purpose and Values, and the
successful delivery of its long-term strategy
Oversee the framework and policies for
workforce remuneration and assess their
alignment with Company culture
Consider individual remuneration outcomes
for the Executive Directors
Committee membership
Simon Fraser (Chair)
Mary Barnard
Sue Clayton
Carol Fairweather
Linda Yueh
Quick links
Remuneration at a glance 108
How we intend to apply the Policy in 2025 109
How we applied the Policy in 2024 110
Aligning remuneration outcomes to
strategy and Company performance 115
Workforce remuneration and engagement 116
Directors’ Remuneration Policy 123
See the attendance at scheduled
Remuneration Committee meetings on
page 78
During the year, the Committee has acted in
accordance with its Terms of Reference,
which were last updated in February 2024
and can be found at: www.SEGRO.com
105 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
France, Germany, Poland, Italy, Spain, the Czech
Republic and the Netherlands. Since the last
Policy review, the Company has expanded the
size of its property portfolio by 7 per cent in terms
of space under management and increased its
earnings per share by 19 per cent, while maintaining
a strong balance sheet with a loan-to-value ratio
of 28 per cent at 31 December 2024.
Regarding the implementation of the 2025 Policy
for the inancial year ending 31 December 2025,
the maximum bonus opportunity for the Chief
Executive will be increased to 200 per cent of
salary, subject to shareholder approval of the
2025 Policy. The maximum bonus opportunity
for the Chief Financial Oicer will remain at 150
per cent of salary. Annual bonus targets for the
2025 inancial year have been set taking into
consideration internal and external forecasts to
ensure that targets are stretching and incentivising.
Further details are set out on page 109.
The increase in bonus opportunity for the Chief
Executive relects the increase in size of the
business since the last Policy review. The Chief
Executive’s target total remuneration will be
approximately 18 per cent below the FTSE 100
median but above the lower quartile level following
the change. Recognising shareholders’ desire to
restrain salary increases, the Committee felt that
an increase in bonus opportunity was the most
appropriate way to relect the growth in the business
and not fall too far below mid-market levels.
2. Broadening Remuneration Committee
discretion
The 2022 Policy only permitted the Committee to
scale back the formulaic outcome of the annual
bonus and LTIP awards. Under the proposed
2025 Policy, the Committee has the ability to
exercise both upward and downward discretion
in respect of incentives in line with market
practice. Where any upward discretion is
exercised the Committee would, where
appropriate, consult with investors and, in all
circumstances, give a detailed explanation of
the rationale in the following Annual Report.
Exercise of discretion and judgement
When approving the formulaic outcomes under
the annual bonus and LTIP, the Committee
considered whether or not they represented a
fair relection of the underlying performance of
the business.
The Committee was satisied that the
performance conditions were relective of the
business performance and that no overriding
adjustment would have been appropriate. The
Committee did not exercise discretion in relation
to the operation of the Policy during the year.
The Committee is comfortable that the actions
taken on pay during the year across the
Company were appropriate and balanced the
interests of all stakeholders and that the Policy
operated as intended.
2024 LTIP award
The Chief Executive and Chief Financial Oicer
received an LTIP award in March 2024 with three
equally-weighted performance conditions in line
with the Policy. Further details can be found on
page 113.
Directors’ Remuneration Policy
During the course of this year the Committee
conducted a review of the Policy, which is due to
be renewed at our 2025 AGM. We consider our
Policy to be working eectively and aligned with
our strategy and, as a result, we are not proposing
structural changes.
The key changes to the Policy are set out below:
1. Increase in the maximum annual bonus
opportunity
The maximum annual bonus opportunity
available under the proposed 2025 Policy for
Executive Directors will increase from 150 per
cent to 200 per cent of salary. This relects the
increase in the scale of the business, provides a
more market competitive bonus opportunity and
better alignment with the Company’s current
strategy which is focused on both short-term
performance and long-term value creation.
SEGRO is the largest UK REIT, with a pan-European
portfolio and operating platform across the UK,
Variable remuneration
Taking into account our operational results and our
performance versus the inancial and non-inancial
KPIs that were within management’s control
during a year of continued macroeconomic
and geopolitical challenge, the Committee has
conirmed the following performance-related
payments to the Executive Directors:
2024 annual bonus
The annual bonus was subject to Adjusted PBT
(37.5 per cent), rent roll growth (37.5 per cent) and
ESG targets (25 per cent). Based on performance
during the year, the 2024 annual bonus payment
will be 56.6 per cent of maximum (see page 111
for more details).
2022 LTIP performance
The LTIP structure is designed to ensure that
senior management reward is well aligned with
shareholder returns. Vesting is calculated by
reference to three equally-weighted performance
conditions. Based on actual TSR performance
over the performance period, and on the TPR and
TAR data currently available, it is expected that
none of the 2022 LTIP will vest. Final vesting
under the 2022 LTIP will be determined once
the TPR and TAR information is available. Any
dierence in the vesting outcome will be disclosed
in the 2025 Annual Report. Any shares that vest
as a result of the 2022 LTIP awards are subject to
a two-year post-vesting holding period.
The performance period of January 2022 to
December 2024 coincides with a period of
macroeconomic volatility, with high inlation
leading to high interest rates, and a resultant
impact on investment and occupier markets.
SEGRO, and the wider industrial and logistics
property sector, saw a higher correction than
other property sub-sectors, and hence
underperformed their performance metrics
which are measured versus other listed UK REITs.
TPR has underperformed its benchmark mainly
due to SEGRO’s weighting to prime assets, which
have a lower income yield but which should oer
the opportunity for better future returns.
Adjusted proit before tax (Adjusted PBT)
increased by 14.9 per cent to £470 million and
adjusted earnings per share increased by 5.5
per cent to 34.5 pence. Adjusted NAV per share
remained at 907 pence and the Company has
maintained a strong balance sheet with a loan
to value ratio of 28.0 per cent. The Board is
recommending a inal dividend of 20.2 pence
per share, making the full-year dividend 29.3
pence per share, an increase of 5.4 per cent.
Further information on the Company’s
performance during the year can be found in the
Chief Executive’s statement on pages 11 to 15 and
the Strategic Report on pages 10 to 71.
A summary of the Group’s key inancial metrics
relating to Executive remuneration in 2024 can
be found on page 108 and information regarding
the alignment of remuneration outcomes to
our strategy and performance can be found on
page 115.
Remuneration in 2024
Directors’ remuneration in 2024 was paid in line
with the Company’s existing Remuneration Policy
(the Policy), which was approved by shareholders
at the 2022 AGM.
The remuneration framework for both our
Executive Directors and the wider workforce
is aligned with the strategic direction and
performance of SEGRO as well as the interests
of our stakeholders, and this is set out in the
charts on pages 115 and 116.
As indicated on page 116, the 2024 annual bonus
for the wider workforce is aligned to Group-wide
Adjusted PBT, rent roll growth (RRG), ESG
measures, as well as the achievement of personal
objectives. The weighting of the personal
performance measure varies based on seniority
and makes up a larger percentage of bonus
measures for more junior employees, allowing for
suicient opportunity to recognise individual
performance as well as Company inancial
and operational performance in the annual
bonus structure.
106 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Committee eectiveness
As part of the external Board performance review,
the operation of the Committee was considered
and it was concluded that the Committee
continues to operate eectively in accordance
with its terms of reference, which are available
to view at www.SEGRO.com.
Looking ahead
The key areas of focus for the Committee in 2025
will be:
– the implementation of the 2025 Policy, subject
to shareholder approval at the AGM;
– ensuring that the vesting of long-term
incentives in 2025 accurately relects the
performance of the Executive Directors and the
experience of stakeholders;
– reviewing progress against and continued
appropriateness of the performance conditions
and weightings of the annual bonus for
Executive Directors; and
– monitoring emerging trends in remuneration
and corporate governance as a whole.
Conclusion
The Remuneration Report and the 2025 Policy will
be submitted to shareholders at the 2025 AGM, as
well as the amendment to the rules of the LTIP as
outlined. We believe that these changes are in the
best interests of the Company and we hope that
we can count on shareholder support at the AGM.
If you have any questions about remuneration
generally, or the contents of this Report, do
contact me at
companysecretariat.mailbox@SEGRO.com.
I will also be attending the 2025 AGM and will be
pleased to answer any questions you may have
about the work of the Committee.
Simon Fraser
Chair of the Remuneration Committee
Committee concluded that no changes to the
ESG measures were required and that ESG
measures will continue to make up 25 per cent
of the overall bonus for Executive Directors.
2025 LTIP awards
The Committee intends to make awards at the
normal policy levels, the Chief Executive will
receive a maximum LTIP award of 300 per cent of
salary and the Chief Financial Oicer will receive
a maximum LTIP award of 250 per cent of salary.
The Committee will undertake a inal review of
the targets and quantum prior to grant. Awards
will continue to be subject to three equally-
weighted measures (relative TSR, TPR and TAR).
Stakeholder engagement
Ahead of the AGM, we have engaged with 20 of
our largest investors (representing approximately
60 per cent of the register) as well as Institutional
Shareholder Services (ISS), The Investment
Association (IA) and Glass Lewis, to understand
their views on our proposed 2025 Policy and
proposed implementation in 2025. Based on the
feedback received from our engagement, investors
raised no immediate concerns on the changes
proposed to the Policy and the proposed
implementation of the new 2025 Policy in 2025.
Workforce considerations and engagement
As part of the Policy review conducted during the
year, the Committee considered pay alignment
across the business to ensure everyone is
rewarded fairly and that workforce pay aligns
with Executive remuneration.
During the year, the Non-Executive Directors held
a series of workforce engagement sessions with
a cross-section of employees including one
which covered the alignment of Executive
remuneration with wider workforce pay. Further
details on this engagement is set out on page 117.
3. Wider Policy changes
Further changes to the Policy are minor and of a
housekeeping nature. Further details are set out
in the Policy section of this Report on page 123.
LTIP rules
Minor amendments have been made to the
LTIP rules to ensure that they align with the 2025
Policy. The LTIP rules will be submitted to
shareholders for approval at the 2025 AGM.
Remuneration in 2025
The Committee has reviewed the Executive
Directors’ variable remuneration and annual
salary increases to apply in 2025 in line with the
2025 Policy.
Salary reviews
The Committee reviewed the salaries of
Executive Directors taking into consideration the
increases for all other employees as part of the
process. Our salary budget is approximately 3 per
cent higher for 2025 than 2024, excluding the
impact of changes in employee numbers.
Relecting their performance and that of the
business, we have approved salary increases
of approximately 3 per cent for the Executive
Directors to take eect from 1 April 2025
(see page 109).
2025 bonus measures
As noted above, the Chief Executive will have a
maximum annual bonus opportunity of 200 per
cent of salary (pending shareholder approval of
the 2025 Policy) and the Chief Financial Oicer
will have a maximum opportunity of 150 per cent
of salary. Targets for the annual bonus are set by
the Committee at the beginning of the year.
The weighting of the annual bonus performance
measures are made up of 75 per cent inancial
measures, comprising Adjusted PBT (37.5 per
cent) and RRG (37.5 per cent, made up of 18.75
per cent standing (existing) stock and 18.75 per
cent development), and 25 per cent non-inancial
measures linked to our Responsible SEGRO (ESG)
ambitions. Following a review of the metrics
used to calculate the bonus elements and their
alignment to the Company’s strategy, the
Throughout the year, the Committee has:
– developed the 2025 Policy and consulted with
stakeholders on the proposed changes;
– approved the Executive Directors’ annual salary
increases, the 2023 bonus payments and the
outturn of the 2021 LTIP awards, along with the
approval of the 2024 bonus and 2024 LTIP targets;
– reviewed and reined the approach to the ESG
measures for the 2024 annual bonus prior to
approval in February 2024;
– approved the 2024 SIP, GSIP and Sharesave awards;
– reviewed the Chair’s fee;
– reviewed workforce pay to ensure that it continues
to be aligned with the structure of remuneration for
the Executive Directors;
– noted the Group-wide all-employee 2024 salary
review and considered the salary increases, bonus
and LTIP awards for the Leadership team; and
– received remuneration market updates from Korn
Ferry on emerging themes and best practice.
In this section we have used colour coding to
represent the dierent elements of Executive
Director Remuneration, and for information relating
to Non-Executive Director fees and workforce
remuneration.
Executive Directors
Salary
Taxable beneits
Pension beneits
Single year variable – Bonus, including DSBP
Multiple year variable – LTIP
Other – SIP and Sharesave
Non-Executive Directors
Non-Executive Directors
Workforce Remuneration
Workforce Remuneration
What the Committee did in 2024
About this Report
107 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Chief Executive
Workforce remuneration
Remuneration at a glance
Breakdown of Executive Directors’ total remuneration in 2024 (£000)
David Sleath
Soumen Das
1.
£682k
2.
£504k £1,191k
3. 2022 LTIP 4. Other
Long-termShort-term
VariableFixed
2. Bonus (including DSBP)1. Salary, Taxable Beneits and Pension
1.
£910k
2.
£678k
3.
£0k
3.
£0k
4.
£5k
4.
£5k
£1,593k
£1,000k£0k
2024 Bonus payments
1. Adjusted PBT 65.2%
2. RRG Standing Stock 100.0%
3. RRG Development 0.0%
4. ESG 53.7%
2022 LTIP award payout
1. TAR 0%
2. TPR 0%
3. TSR 0%
1.
65.2%
1.
0%
2.
100.0%
2.
0%
3.
0.0%
4.
53.7%
3.
0%
Weighting Weighting
37.5%
33.3% 33.3% 33.3%18.75% 18.75% 25%
£2,000k
13:1
CEO Pay Ratio
(Median Pay Ratio)
89%
of employees participate in
one or more all-employee
share scheme
c.2%
Salary increase
received by the Chief
Executive in 2024
£3,600
worth of free shares
received by all eligible
employees in 2024
100%
of eligible employees
were considered for a
bonus in 2024
£1,593k
2024 Single Figure
1,046%
of salary held in
SEGRO plc shares by
Chief Executive
(Policy: 400%)
c.5%
The average UK employee
salary increase in 2024
Group performance metrics
Adjusted proit
before tax
£470m +14.9%
2023: £409m
Rent roll
growth
£56m
2023: £65m
Total accounting
return
3.1%
2023: (3.3)%
Total property
return
5.2%
2023: (0.5)%
Total shareholder
return
(18.3)%
2023: 20.3%
108 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Executive Directors Chair and Non-Executive Directors
How we intend to apply the Policy in 2025
Salary
From 1 April 2025, the Executive Directors will receive an increase in salary
of approximately 3 per cent.
Base salary with eect from 1 April 2025
David Sleath £822,100
Soumen Das £611,300
Bonus
The maximum bonus opportunity for 2025 will be 200 per cent of salary for
the Chief Executive (subject to the approval of the updated Remuneration
Policy at the 2025 AGM) and 150 per cent of salary for the Chief Financial
Oicer. The bonus will be subject to the following performance conditions:
2025 bonus metrics Weighting
Adjusted PBT 37.5%
Rent Roll Growth 37.5%
– Standing (Existing) Stock (18.75%)
– Development (18.75%)
ESG (including carbon emission reduction, customer
service and employee engagement) 25%
This is in line with the approach in 2024 and bonus measures will remain
the same for 2025. Further details on the bonus measures can be found on
page 111. As targets are commercially sensitive, they are not disclosed at this
time but will be in next year’s Report.
Any payments to be made under this bonus will be payable in 2026.
50 per cent of the 2025 bonus will be deferred into shares under the DSBP.
The 2025 DSBP will vest in April 2029, on the third anniversary of the
payment of the 2025 bonus.
Pension
Executive Directors will receive cash in lieu of pension to the value of 12
per cent of their base salaries, which is in line with the UK workforce.
LTIP Award
The 2025 LTIP award for Executive Directors will be subject to the following
equally-weighted performance conditions:
2025 performance conditions Weighting
Threshold
(20% of
maximum)
Maximum
(100% of
maximum)
Relative Total Shareholder
Return vs FTSE 350 REIT
index
33% Benchmark Benchmark +
6% p.a.
Relative Total Property
Return vs MSCI All
Industrial Country
33% MSCI
Benchmark
Benchmark +
1.5% p.a.
Relative Total Accounting
Return vs FTSE 350 REITs
33% Benchmark Benchmark +
2.5% p.a.
These awards will be calculated as a percentage of Executive Directors’
salaries as at 31 December 2024 and will be granted during 2025. In line
with the Policy, the Chief Executive will receive a maximum LTIP award of
300 per cent of salary and the Chief Financial Oicer will receive a
maximum award of 250 per cent of salary.
Dividends will accrue on the gross number of LTIP shares which are
released. The Committee will decide whether this payment will be made
in cash or shares.
Fees
Fees for the Chair and Non-Executive Directors are reviewed on an annual
basis. The review of the fees paid to the Chair is within the remit of the
Committee, whilst the review of Non-Executive Directors’ fees is a matter
for the Board in the absence of the Non-Executive Directors.
With eect from 1 January 2025, the Chair and Non-Executive Directors’
fees were increased by approximately 3 per cent and in line with the
Executive Directors’ pay increment. The Chair received a base fee of
£386,100 and the Non-Executive Directors received a base fee of £73,200.
There were no increases to the additional fees payable for the roles of the
Senior Independent Director or Chair of the Audit and Remuneration
Committees, which remained aligned with benchmarking at £17,700 and
£20,000 respectively.
Total fees with eect from 1 January 2025
Andy Harrison £386,100
Mary Barnard £73,200
Sue Clayton £73,200
Carol Fairweather £110,900
Simon Fraser £93,200
Marcus Sperber £73,200
Linda Yueh £73,200
109 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
How we applied the Policy in 2024
A summary of how the Directors’ Remuneration Policy was applied for the year ended 31 December 2024 is set out below.
Executive Directors’ single total igure of remuneration (Audited)
Chart 1: Executive Directors’ single total igure of remuneration for 2024 (£000)
Salary
Taxable
beneits
Pension
beneits
Total
ixed
Single year
variable –
Bonus,
including
DSBP
Multiple year
variable
1,2
–
LTIP
Other –
SIP and
Sharesave
Total
variable Total
David Sleath
2024 794 21 95 910 678 – 5 683 1,593
2023 773 21 93 887 958 1,173 3 2,134 3,021
Soumen Das
2024 591 20 71 682 504 – 5 509 1,191
2023 575 18 69 662 712 831 3 1,546 2,208
1 The Multiple year variable igures for 2023 have been updated since the 2023 Annual Report as some values were estimated. For further information, see page 113.
2 For further information on the 2024 Multiple year variable igure on the 2022 LTIP Award, see Chart 5 on page 112.
3 The total remuneration for Executive and Non-Executive Directors comprising salary (or fees), taxable beneits, pension and bonus was £3.6m (2023: £4.7m). The single igure table for the Non-Executive Directors can be found on page 121.
In applying the Remuneration Policy in 2024, the Committee considered the following factors set out in
Provision 40 of the UK Corporate Governance Code 2018 (the Code).
– Clarity and simplicity: The Committee is of the opinion that the Policy and its implementation is transparent,
simple and easy to understand.
– Risk: The Company’s remuneration arrangements discourage both the Executive Directors and the wider
workforce from excessive risk taking in the pursuit of achieving objectives. The bonus, DSBP and LTIP include
malus and/or clawback provisions. Executive Directors are required to hold a percentage of their base salary
in shares in the Company (as described further on page 118). Additionally, they are subject to post-cessation
requirement to continue holdings shares in the event that they leave the Company. Part of their annual bonus
is subject to deferral under the DSBP and a compulsory post-vesting holding period applies for LTIP shares.
– Predictability: Potential values of rewards to the Executive Directors under the Policy are set out in the
scenario charts on page 131. The Committee has the discretion to override formulaic outturns to ensure
incentive payouts relect underlying business performance, and is aligned to shareholder experience.
– Proportionality: In order to ensure outcomes do not reward poor performance, a signiicant portion of our
remuneration framework is performance based and requires challenging performance targets and metrics
to be achieved.
– Alignment to culture: There is strong linkage between the structure of the Company’s incentive schemes,
its Purpose and Values, and strategy. The chart on page 115 illustrates how variable remuneration is aligned
with KPIs that measure performance against the Company’s strategy.
During the course of the year, the UK Corporate Governance Code was updated. The 2024 Code will largely
apply to the Company from 1 January 2025. The Committee considered the 2024 Code when reviewing the
2025 Policy set out on pages 123 to 131.
Salary
From 1 April 2024, the Executive Directors received an increase in salary of approximately 2 per cent.
Chart 2: Salary
Base salary as at 1 April 2024
David Sleath £798,200
Soumen Das £593,500
Taxable beneits (Audited)
Taxable beneits include private medical healthcare, plus a cash allowance in lieu of a company car. Executive
Directors are also entitled to life assurance and for the 2024 inancial year, the total annual lump sum premiums
(including annual death in service premiums) were as follows:
David Sleath – £7,500
Soumen Das – £6,200
These igures are not included in Chart 1 above.
Pension beneits (Audited)
Each of the Executive Directors received cash in lieu of pension as detailed in Chart 1.
Throughout the year, each of the Executive Directors received a cash allowance of 12 per cent of base salary.
110 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Single year variable – Bonus, including DSBP (Audited)
2024 Bonus (Audited)
The 2024 bonus comprised three components: Adjusted Proit Before Tax (PBT) 37.5 per cent; Rent Roll Growth (RRG) 37.5 per cent, consisting of standing (existing) stock (18.75 per cent) and development (18.75 per cent);
and ESG 25 per cent comprising four equally-weighted metrics.
The performance period for Adjusted PBT, RRG and ESG starts from 1 January. The Adjusted PBT and RRG outturns were calculated using a constant exchange rate and also include adjustments for speciic items (including
acquisitions and disposals made during the year) in accordance with the bonus scheme rules as approved by the Committee. The ESG element comprises four equally-weighted Responsible SEGRO measures in accordance with the
bonus scheme rules as approved by the Committee.
Bonus payments are calculated as a percentage of Executive Directors’ salaries as at 31 December of the relevant year. As explained on page 106, the Committee assessed the underlying performance of the business and concluded
that no discretion should be exercised in respect of the 2024 bonus.
The 2024 bonus targets and performance against them are set out below. Based on performance over the period, the payout will be 56.6 per cent per cent of the maximum, which will be paid in April 2025. As result, David Sleath will
receive a payout of approximately £0.68 million and Soumen Das will receive approximately £0.5 million.
The bonus is paid 50 per cent in cash with the remainder awarded as shares under the DSBP. Shares will vest in three years subject to continued employment or good leaver status.
The 2024 DSBP will be awarded in April 2025 and will vest on the third anniversary of the award date in April 2028. Details of the DSBP awards granted to Executive Directors are set out in Chart 13 on page 119.
Chart 3: 2024 Bonus
Bonus element
Threshold
(25% unless otherwise indicated) Target 50%
Stretch Target
90%
Maximum
100% payout Actual Weighting
Outcome
achieved
Financial element
Adjusted PBT against target £473.7m £478.4m £487.9m £497.4m £482.0m
1
37.5% 65.2%
Rent Roll Growth (RRG) Standing Stock
against target
£25.8m £32.2m £33.8m £35.4m £38.4m
1
18.75% 100%
Rent Roll Growth (RRG) Developments
against target
£21.4m £28.5m £35.6m £39.9m £18.4m
1
18.75% 0%
Non-inancial element
ESG 25.0% 53.7%
– Improving visibility of Scope 3 operating carbon
emissions in our buildings.
75% 85% 87% 100%
– Reducing embodied carbon emissions. 368kg (2024 pathway target) 348kg (in line with prior year
achievement)
362kg 44.6%
– Providing excellent customer service. 80% customer satisfaction achieved
from surveys during the year
90% customer satisfaction achieved
on average from surveys during
the year
86% satisfaction 70.0%
– Achieving high levels of employee engagement
and inclusion.
25% payout for achieving top quartile
position vs peers in overall employee
engagement
75% payout for achieving top quartile
position vs peers on inclusion.
100% payout for positive progress on
SEGRO diversity and inclusion index
Inclusion was top quartile,
however threshold for employee
engagement was not met
0%
Total 100% 56.6%
1 Actual Adjusted PBT of £482.0m is calculated based on a budgeted constant exchange rate and excludes share of joint venture and associates tax on Adjusted Proit. It also includes adjustments for speciic items in accordance with the bonus
scheme rules as approved by the Committee. As such, this diers from the Adjusted PBT of £470m shown in Note 2 of the Financial Statements. Similarly, RRG is calculated based on a budgeted constant exchange rate and diers from the total
RRG shown on page 31 which relects actual exchange rates for 2024.
111 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Multiple year variable – LTIP (Audited)
LTIP awards are subject to a three-year performance period and a compulsory two-year post-vesting holding period for Executive Directors.
LTIP vesting in 2025 (Audited)
The 2022 LTIP award will vest on 5 May 2025, subject to relative TSR, TPR and TAR over the three-year performance period to 31 December 2024.
Based on actual TSR performance over the performance period and the TPR and TAR data currently available, it is anticipated that the 2022 LTIP award will not pay out.
Chart 4: 2022 LTIP award
Measure Weighting
Threshold
(20% of maximum)
Stretch
(100% of maximum)
Outcome
(% of maximum)
TSR
1
33.3% Benchmark Benchmark + 6% p.a. 0%
TPR
2
33.3% MSCI Benchmark MSCI Benchmark + 1.5% p.a. 0%
TAR
3
33.3% Benchmark Benchmark + 2.5% p.a. 0%
Estimated vesting (% of award) 0%
1 The Company’s TSR over the performance period was -36.7 per cent and the benchmark TSR was -18.1 per cent.
As SEGRO has not reached the threshold target, this element of the 2022 LTIP award will lapse.
2 The estimated TPR calculation is based on the Company’s actual annualised TPR between 2022 and 2024 of -0.9 per cent
and an estimated MSCI benchmark over the same period of -0.6 per cent. On this basis, the Company’s three-year
TPR to 31 December 2024 has underperformed the estimated MSCI benchmark by 0.3 per cent which would lead to
0 per cent of the TPR element vesting. The inal benchmark will be available in quarter two of 2025 and based on the
information available at the time of this Report, the Committee has estimated that 0 per cent of this element will vest.
Any dierences will be disclosed in next year’s Report.
3 100 per cent of the TAR element will vest if the benchmark is exceeded by 2.5 per cent per annum. The inal benchmark
will be available in quarter two of 2025. Based on the information available at the time of this Report, the Company is
underperforming the benchmark by approximately 5.0 per cent and consequently the Committee has estimated that
the threshold target will not be met and so it is anticipated that this element of the award will lapse.
The Committee has the discretion to adjust awards at vesting if it is not satisied that the outcome is a fair
relection of underlying performance, or in the event of excessive risk taking or misstatement. As explained on
page 106, the Committee assessed the underlying performance of the business and concluded that no such
discretion should be exercised in respect of the vesting of the 2022 LTIP.
Subject to an LTIP award vesting, at the point of vesting, the underlying number of shares under the award are
subject to a further two-year post-performance holding period. The Executive Directors will continue to hold their
award over the shares, and will be entitled to the value of any dividend payments during the holding period; during
this time they will not be able to sell or transfer the shares under award. The award after vesting is not subject to
any further conditionality and the normal leaver provisions would not apply, meaning that if the individual resigned
during the holding period they would retain their award and be entitled to receive the underlying shares at the end
of the holding period. Only if the individual was summarily dismissed (for gross misconduct) would the award
lapse on termination of employment during the holding period.
Chart 5: 2022 LTIP award to Executive Directors
Share price
on award
(pence)
Percentage of
salary awarded
(%)
Number of
shares awarded
Estimated
percentage of
award vesting
(%)
Estimated number
of shares eligible
for vesting
Estimated share
price on vesting
(pence)
Estimated value
of vesting shares
(£)
Value in
Chart 1
attributable
to share price
appreciation
(£)
Dividend
(pence
per share)
Total dividend on
vesting shares
(£)
David Sleath 1162.5 300 186,709 0 – 777.46 – – 83.4 –
Soumen Das 1162.5 250 115,698 0 – 777.46 – – 83.4 –
1 The vesting share price has been estimated as the three-month average share price ending on 31 December 2024.
2 As the estimated 2022 LTIP outturn is 0 per cent, there is no cash value included in Chart 1. Additionally, in the event that the actual outturn is 0 per cent following the inal TAR and TPR benchmark data, no shares will vest and no dividend
equivalents will be paid.
112 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Updated LTIP vesting in 2024 (estimated in 2023 Annual Report) (Audited)
The estimated vesting for the 2021 LTIP award set out in the 2023 Directors’ Remuneration Report was 62.7 per cent,
based on nil vesting under the TSR element, 100 per cent vesting under the TAR element and 88.2 per cent vesting
under the TPR element. The inal benchmarks for the TAR and TPR elements became available in quarter two of
2024 and a inal assessment concluded that there was no change required to the estimate made in respect of the
TAR element. The Company’s actual TPR over the performance period was 8.0 per cent and the MSCI benchmark
was 6.6 per cent. As a result, the Company’s TPR outperformance of 1.3 per cent compared with the MSCI
benchmark led to 89.9 per cent of the TPR element vesting. Overall, this resulted in a total payout of 63.3 per cent
for the 2021 LTIP, a 0.6 per cent increase from the 62.7 per cent that was estimated.
In the 2023 Annual Report the estimated vesting share price for the 2021 LTIP was 785.8 pence, and the igure in
Chart 1 has been re-presented to relect the actual vesting share price of 891.7 pence.
2024 LTIP award (Audited)
The 2024 LTIP award was granted on 22 March 2024 and is subject to the following equally-weighted
performance conditions:
2024 Metrics Weighting
Threshold
(20% of maximum)
Maximum
(100% of maximum)
Relative Total Shareholder Return vs
FTSE 350 REIT index 33% Benchmark Benchmark + 6% p.a.
Relative Total Property Return vs
MSCI All Industrial Country 33% MSCI Benchmark Benchmark + 1.5% p.a.
Relative Total Accounting Return vs
FTSE 350 REITs 33% Benchmark Benchmark + 2.5% p.a.
The Chief Executive was awarded 300 per cent of salary in respect of the 2024 LTIP and the Chief Financial Oicer
was awarded 250 per cent of salary. Further details can be found in Chart 14 on page 120.
Other – SIP (Audited)
The ‘other’ igure in Chart 1 includes the SIP and Sharesave:
Share Incentive Plan (SIP)
During the year, SIP free share awards of £3,600 were made to eligible UK employees and Global Share
Incentive Plan (GSIP) awards of £3,600 were made to eligible employees based outside of the UK. All eligible
employees, including the Executive Directors, received an award 408 shares in respect of the 2024 SIP and
GSIP, as set out in the table below:
Name Number of shares granted Grant date Face value at grant (£)
David Sleath 408 10 May 2024 3,599
Soumen Das 408 10 May 2024 3,599
1 The number of shares awarded was calculated using a share price of 882.1 pence, based on the ive-day average
share price prior to the date of award.
Sharesave
All eligible UK employees are invited to join the Sharesave annually and can save up to a maximum of £500 per
month across all open schemes. At the end of the three-year savings period, they can purchase shares at the
option price based on a 20 per cent discount to the share price at the time of grant.
The Executive Directors did not join the 2024 Sharesave and so did not receive any grants under the scheme
during the year.
Both Executive Directors are participants in the 2023 Sharesave, where they are saving the maximum permitted
amount. The value of the 20 per cent option discount for each Executive Directors’ savings in the year was
£1,500.
Further details can be found in Chart 15 on page 120.
113 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
TSR chart and Chief Executive pay
Chart 6 below shows the TSR for the Company over the last 10 inancial years compared with the FTSE 350 REIT Index and the FTSE 100 Index. The Committee has determined that these indices provide useful comparators as the
Company and its peers are constituents of them.
Chart 6: Composite 10-year TSR chart and 10-year Chief Executive single total igure of remuneration
Dec
2020
Dec
2019
Dec
2018
Dec
2017
Dec
2016
Dec
2015
Dec
2014
600
SEGRO
FTSE 100
FTSE 250
FTSE 350 REITs
Chief Executive single total igure of remuneration
(£000)
0
100
200
300
(TSR)
(Chief Executive single igure)
400
500
Dec
2021
Dec
2022
Dec
2024
Dec
2023
7,000
1,000
2,000
3,000
4,000
5,000
6,000
Chief Executive single igure of remuneration (£000) 2,388 2,788 4,125 3,947 6,611 3,752 4,650 3,915 3,021 1,593
Short-term incentive payout against maximum opportunity (%) 100.0 99.2 100.0 94.3 100.0 91.2 100.0 95.3 81.6 56.6
Long-term incentive payout against maximum opportunity (%) 42.3 100.0 100.0 100.0 100.0 100.0 100.0 100.0 63.3 0
1 This igure has been updated since the 2023 Annual Report as some values were previously estimated. For further information see Chart 1 on page 110.
2 David Sleath has served as Chief Executive of the Company since 28 April 2011.
CEO pay ratio
The table below shows how CEO pay compares to employees at the lower, median and upper quartiles. The ratios
have been calculated in accordance with Option A of the The Companies (Miscellaneous Reporting) Regulations
2018. We have again opted for Option A as the preferred method of calculation, as it is the most statistically
accurate as recommended by the legislation.
Chart 7: CEO pay ratio
Year: Method
25th percentile
pay ratio
Median
pay ratio
75th percentile
pay ratio
31 December 2024 A 21:1 13:1 9:1
31 December 2023 A 37:1 23:1 16:1
31 December 2022 A 58:1 34:1 23:1
31 December 2021 A 80:1 47:1 27:1
31 December 2020 A 64:1 37:1 23:1
31 December 2019 A 111:1 70:1 40:1
31 December 2018 A 65:1 41:1 24:1
Chart 8: Total UK employee pay and beneits igures used to calculate the 2024 CEO pay ratio
25th percentile
pay (£000)
Median pay
(£000)
75th percentile
pay (£000)
Salary 59 88 125
Total UK employee pay and beneits 76 124 182
Supporting information for the CEO pay ratio
The Chief Executive’s single total igure of remuneration for 2024, detailed further in Chart 1, and employee data
as at 31 December 2024, have been used for the purposes of this calculation.
The median CEO pay ratio has decreased when compared against last year (23:1). The main contributor is the
decrease in variable remuneration outturns in 2024, which make up a larger proportion of the Chief Executive’s
total remuneration package. Share-based payments were awarded in 2024 through the all-employee Share
Incentive Plan with all participants, including the Chief Executive, in receipt of the same value awarded which
helped to achieve further parity.
Additionally, the salary increase received by the Chief Executive in April 2024 was approximately 2 per cent,
which was below the average UK employee increase of 5 per cent in the same period.
SEGRO’s median CEO pay ratio is 13:1 and the Remuneration Committee considers that the median CEO pay ratio
is representative of the pay, reward and progression policies for our UK workforce.
Relative importance of spend on pay
Chart 9: Relative importance of spend on pay
2024
£m
2023
£m
Increase
%
Total dividend 379 327 15.9
Total employee expenditure 63 61 3.3
114 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Responsible
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Our Strategic Pillars
Performance
measures
KPIs Operational
excellence
Eicient capital
& corporate structure
Disciplined
capital allocation
Responsible
SEGRO
Bonus
Adjusted PBT (37.5%) Adjusted EPS
Rent Roll Growth (37.5%) Rent Roll Growth
ESG (25%) – Customer satisfaction
– Employee engagement
– Embodied carbon intensity
– Visibility of customer energy use
LTIP
Relative TSR over 3 years Total Shareholder Return (33.3%)
Relative TAR over 3 years Total Accounting Return (33.3%)
Relative TPR over 3 years Total Property Return (33.3%)
SIP
PBT v Budget Adjusted EPS
Employee Volunteer Days Employee Volunteer Days
All of the above performance measures are integrated directly into both Executive Directors’ and employees’ remuneration. See page 116 for a comparison of Executive
Director and employee remuneration components.
Aligning remuneration outcomes to strategy and Company performance
Remuneration and strategy
Our ambition is to be the best property company and SEGRO’s remuneration structure is designed to align delivery of annual and long-term out-performance of the Company with the priorities of our major stakeholders.
This performance is assessed based on inancial and non-inancial KPIs linked to the four pillars of our corporate strategy. The remuneration structure and KPIs are listed below and more detail including speciically how each KPI
is linked to the strategic pillars and remuneration can be found on pages 30 to 33.
Our strategy
See more on our strategy on
pages 16 and 17
See more on our KPIs on
pages 30 to 33
115 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Workforce Remuneration
Chart 10: Percentage change in Directors’ remuneration compared to average employee
Salary/Fees
(% change)
Taxable beneits
(% change)
Annual variable pay
(% change)
2024 2023 2022 2021 2020 2024 2023 2022 2021 2020 2024 2023 2022 2021 2020
Average per employee
1
4.6 9.7 7.7 4.2 6.0 11.2 1.1 2.4 12.4 2.0 -8.4 5.3 0.1 9.4 -2.0
Executive Directors
David Sleath 2.7 4.5 2.6 8.7 -2.2 4.4 0.0 0.0 4.8 0.0 -29.2 -10.1 -1.5 11.3 -6.1
Soumen Das 2.7 4.5 2.6 14.1 -3.4 11.3 0.6 -11.3 -0.2 0.0 -29.2 -10.1 -1.5 16.8 -6.1
Non-Executive Directors
3
Andy Harrison
2
2.0 5.0 – – – – – – – – – – – – –
Mary Barnard 2.0 5.0 3.0 8.0 -0.6 – – – – – – – – – –
Sue Clayton 2.0 5.0 3.0 8.0 -0.6 – – – – – – – – – –
Carol Fairweather
2,5
10.6 18.6 3.0 8.0 -0.6 – – – – – – – – – –
Simon Fraser
2
1.6 8.1 3.0 – – – – – – – – – – – –
Marcus Sperber
4
– – – – – – – – – – – – – – –
Linda Yueh
2
2.0 5.0 3.0 – – – – – – – – – – – –
1 As there are only a very small number of employees in SEGRO plc, French branch, the 2024 average per employee igure is based on UK employees who have been continually employed for the entirety of 2023 and 2024 and are entitled to receive
annual variable payment.
2 Explanations for material changes in prior years are provided in the previous Annual Reports.
3 Fees for Non-Executive Directors have been annualised unless otherwise stated. Non-Executive Directors do not receive any taxable beneits and do not participate in the bonus scheme.
4 Marcus Sperber was appointed as Non-Executive Director on 1 May 2024, accordingly there is no comparator for the previous years.
5 Carol Fairweather received an additional fee for her role as Senior Independent Director and Chair of the Audit Committee. As reported in the 2023 Annual Report, in 2024 the base fee for the Non-Executive Directors and the additional fee
for the role of Senior Independent Director were increased by 2 per cent. Carol was appointed as Senior Independent Director in July 2023 and as a result, she received an additional pro-rated fee for this role in 2023.
Alignment of Executive Director and workforce remuneration in 2024
All employees Element of remuneration Executive Directors
Group salary budget reviewed by the Remuneration Committee
Salary Below overall budgeted employee increases
All employees are eligible for Bonus
Targets: PBT, RRG, ESG, Personal Performance (weightings based on level)
Bonus
Maximum 150%
Targets: PBT (37.5%), RRG (37.5%), ESG (25%)
Leadership team 25% Deferred for 3 years
Deferred Share Bonus Plan 50% Deferred for 3 years
Leadership team and senior managers
3-year performance period
No holding period
Three equally-weighted targets: TSR, TPR, TAR
Long Term Incentive Plan
Maximum 300% for Chief Executive and 250% for Chief Financial Oicer
3-year performance period, 2-year holding period
Three equally-weighted targets: TSR, TPR, TAR
(UK) 12% matched contribution
Pension beneit 12% cash
Maximum £3,600 Minimum 3-year hold
Share Incentive Plan Maximum £3,600 Minimum 3-year hold
(UK) £500/month 3-year savings period
Sharesave £500/month 3-year savings period
116 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Employee share ownership
– SEGRO is proud to operate two types of all-employees share schemes.
This encourages employees to own shares in the Company, aligning
their interests with our shareholders.
– SIP/GSIP: all eligible employees can receive an award of up to £3,600
worth of SEGRO shares each year. These are held in Trust on their
behalf for a minimum of three years, following which they can be
released subject to continued employment.
– Sharesave: all UK employees are invited to join Sharesave on an
annual basis, where they can save up to £500 a month across all
open schemes. After three years, they can use their savings to buy
SEGRO shares at a 20 per cent discount to the share price when they
started saving.
89%
of SEGRO employees participated in one or more all-employee
share scheme, as at 31 December 2024.
£3,600
In May 2024, all eligible employees received £3,600 worth of
SEGRO shares through the SIP or GSIP.
63%
of UK employees participate in Sharesave, saving on average
£365 each month.
6.8m
As at 31 December 2024, there were 6.8 million SEGRO shares
under award in employee share schemes, representing 0.5 per cent
of our issued share capital.
Workforce engagement on Executive
Remuneration
As detailed on page 88, during the year the Non-Executive Directors
held a series of workforce engagement sessions with a cross-section of
employees from across the business. In December 2024, Remuneration
Committee Chair, Simon Fraser, and Non-Executive Director, Mary
Barnard, held an in-person workforce engagement session which
covered a variety of topics and also covered Executive Remuneration.
Nine employees were selected from a cross-section of employment
grades, functions and tenures to provide a variety of perspectives.
Simon outlined the remit of the Committee including the upcoming
Directors’ Remuneration Policy renewal, as well as the alignment of
executive and workforce remuneration and this was considered fair
amongst attendees. There followed a discussion of the Company’s
bonus structure, including the Responsible SEGRO targets, which had
been reduced from six to four for the performance year. There was good
clarity from the employees attending the engagement session on the
bonus structure for Executives compared to the dierent levels within the
business and the attendees expressed that the transparency of progress
and overall performance against the bonus targets was eective. There
was also a discussion on the new approach to the assessment of the
personal performance element of the annual bonus, which had been
modiied during the year from an assessment of ‘what’ contribution an
individual has made to the business to include an additional assessment
of ‘how’ an individual’s contribution during the year is aligned with the
Company’s culture, values and behaviours. This was seen as a positive
development, however attendees sought additional clarity on how they
could achieve the higher ratings.
The Directors felt that these sessions remained helpful in understanding
employees’ views on a range of topics, including Executive Remuneration,
and appreciated the insightful, open and honest feedback from the
employee attendees. The employees also valued the opportunity to
speak directly with the Non-Executive Directors to share their views.
Feedback from the session was relayed to the Board and discussed at the
December 2024 Board meeting and will inform plans on the evolution of
the reward and bonus guidance documentation and a communication
plan in 2025.
Further details can be found
on page 88
117 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Executive Directors’ shareholdings (Audited)
Chart 11: Executive Directors’ overall interest in shares
Beneicial interest
(including SIP as
at 01.01.2024)
Beneicial interest
(including SIP as
at 31.12.2024)
Subject to
deferral under
DSBP
Subject to
achievement of
performance
conditions under
LTIP
Subject to two-
year holding
period under LTIP
Outstanding
options under
Sharesave
Total overall
interest in shares
as at 31.12.2024
Shares which
contribute to
shareholding
guidelines as at
31.12.2024
Value of shares
which contribute
to shareholding
guidelines as
at 31.12.2024
Salary
(as at 31.12.2024)
Value of
shareholding as a
% of salary
David Sleath 771,599 917,526 175,332 753,720 340,771 3,099 2,190,448 1,191,059 £8,351,706 £798,200 1,046%
Soumen Das 428,467 536,208 130,380 467,067 241,485 3,099 1,378,239 733,296 £5,141,872 £593,500 866%
1 Beneicial interests represent shares beneicially held by each Executive Director, including any shares beneicially held by connected persons as well as shares held on their behalf by the Trustees of the SIP. Between 31 December 2024 and
13 February 2025, there were no changes in respect of the Executive Directors’ shareholdings. The Trustees of the SIP held a non-beneicial interest in 432,659 shares as at 1 January 2024, 464,528 shares as at 31 December 2024 (2023: 432,659)
and 452,468 shares as at 13 February 2025. The Trustees of the SEGRO plc Employees’ Beneit Trust held 254,076 shares as at 1 January 2024 and 490,838 shares as at 31 December 2024 (2023: 254,076). There was no change in their holding
between 31 December 2024 and 13 February 2025. As with other employees, Executive Directors are deemed to have a potential interest in these shares, being beneiciaries under these two Trusts. The Trustees of the SEGRO plc Employees’
Beneit Trust have waived the right to receive dividends on these shares.
2 The number of shares which contribute towards the shareholding requirement comprise beneicial interests (including SIP shares), shares subject to deferral under DSBP and shares held under LTIP subject to the two-year post-vesting holding
period, net of Income Tax and National Insurance, but excludes shares subject to achievement of performance conditions under LTIP and options outstanding under Sharesave.
3 Value of shares calculated using a share price of 701.2 pence, as at 31 December 2024.
Chart 12: Policy on shareholding guidelines (Audited)
The Chief Executive is expected to build a shareholding in the Company equivalent to 400 per cent of the value
of his base salary, and the other Executive Directors are expected to hold shares equivalent to 250 per cent of their
base salaries, which is calculated each year by reference to the share price as at 31 December.
Shares which qualify towards the shareholding guidelines comprise: beneicial interests; LTIP awards which have
vested and are subject to a two-year post-vesting holding period, net of Income Tax and National Insurance; and
unvested shares in the DSBP, net of Income Tax and National Insurance.
Executive Directors are required to retain half of their DSBP shares post vesting and half of their LTIP shares post
holding period until the above guidelines have been met and are then maintained.
Policy
Percentage of salary held
Policy
400%
David Sleath
Policy
250%
Soumen Das
0%
% of salary held
% of salary held
250% 500% 750% 1,500%1,000% 1,250%
1,046%
866%
Value of shares calculated using a share price of 701.2 pence, as at 31 December 2024.
The shareholding guidelines include a post-cessation requirement for Executive Directors to retain their
shareholding, up to the amount required by the shareholding guidelines, for two years after leaving the Company.
118 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Executive Directors’ share scheme holdings (Audited)
Chart 13: DSBP awards outstanding
Date of Grant
No. of shares
under award
01.01.24
No. of shares over
which awards
were granted
during
the year
Share price
on grant
(pence)
Face value of
award made
in 2024
(£)
No. of shares
released during
the year
Share price on
date of release
(pence)
No. of shares
under award
31.12.24
End of
holding
period
David Sleath
2020 DSBP 28.06.21 43,885 – 1,110.5 – 43,885 854.8 – 28.04.24
2021 DSBP 27.06.22 52,835 – 1,027.0 – – – 52,835 28.04.25
2022 DSBP 28.04.23 65,717 – 810.6 – – – 65,717 28.04.26
2023 DSBP
3
26.04.24 – 56,780 843.4 478,883 – – 56,780 26.04.27
Total 162,437 175,332
Soumen Das
2020 DSBP 28.06.21 31,099 – 1,110.5 – 31,099 854.8 – 28.04.24
2021 DSBP 27.06.22 39,289 – 1,027.0 – – – 39,289 28.04.25
2022 DSBP 28.04.23 48,867 – 810.6 – – – 48,867 28.04.26
2023 DSBP
3
26.04.24 – 42,224 843.4 356,117 – – 42,224 26.04.27
Total 119,255 130,380
1 Awards are granted in the form of a provisional allocation of shares.
2 The share price on grant is based on the share price for the day before the award.
3 Executive Directors were awarded 122 per cent of salary in respect of the 2023 bonus, 50 per cent of which was deferred into shares under the 2023 DSBP awards.
119 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Executive Directors’ share scheme holdings (Audited) continued
Chart 14: LTIP awards outstanding
Date of Grant
No. of shares
under award
01.01.24
No. of shares
over which
awards were
granted during
the year
Share price
on grant
(pence)
Face value of
award made
in 2024
(£)
No. of shares
lapsed during
the year
No. of shares
vested during
the year and
subject to two-
year holding
period
Share price on
date of vest
(pence)
No. of shares
under award
31.12.24
No. of shares
released during
the year
No. of shares
subject to
two-year
post-vesting
holding period
at 31.12.24
End of
performance
period
over which
performance
conditions have
to be met
End of two-year
post-vesting
holding period
David Sleath 2019 LTIP 29.05.19 – – 691.0 – – – – – 230,680 – 31.12.21 29.05.24
2020 LTIP 26.03.20 – – 786.8 – – – – – – 219,877 31.12.22 26.03.25
2021 LTIP 29.03.21 190,986 – 933.0 – (70,092) 120,894 891.7 – – 120,894 31.12.23 29.03.26
2022 LTIP 05.05.22 186,709 – 1,162.5 – – – – 186,709 – – 31.12.24 05.05.27
2023 LTIP 24.03.23 303,010 – 737.8 – – – – 303,010 – – 31.12.25 24.03.28
2024 LTIP
4
22.03.24 – 264,001 889.2 2,347,497 – – – 264,001 – – 31.12.26 22.03.29
Total 680,705 753,720 340,771
Soumen Das 2019 LTIP 29.05.19 – – 691.0 – – – – – 171,418 – 31.12.21 29.05.24
2020 LTIP 26.03.20 – – 786.8 – – – – – – 155,815 31.12.22 26.03.25
2021 LTIP 29.03.21 135,341 – 933.0 – (49,671) 85,670 891.7 – – 85,670 31.12.23 29.03.26
2022 LTIP 05.05.22 115,698 – 1,162.5 – – – – 115,698 – – 31.12.24 05.05.27
2023 LTIP 24.03.23 187,767 – 737.8 – – – – 187,767 – – 31.12.25 24.03.28
2024 LTIP
4
22.03.24 – 163,602 889.2 1,454,749 – – – 163,602 – – 31.12.26 22.03.29
Total 438,806 467,067 241,485
1 Awards are structured as conditional awards over ordinary shares.
2 The share price on grant is based on the share price for the day before the award.
3 Awards are subject to a three-year performance period and a two-year post-vesting holding period.
4 David Sleath was awarded shares to the value of 300 per cent of salary and Soumen Das was awarded shares to the value of 250 per cent of salary in respect of the 2024 LTIP award. This award is subject to three equally-weighted performance
conditions; TSR, TPR and TAR as detailed on page 113.
Chart 15: Sharesave options outstanding
Date of Grant
No. of shares
under option
01.01.24
Options granted
during the year
Option price
(pence)
Options
exercised
during the year
Share price on
date of exercise
(pence)
No. of shares
under option
31.12.24
Period in which options
can be exercised
David Sleath 2023 Sharesave 21.04.23 3,099 – 580.80 – – 3,099 01.06.26 – 30.11.26
Total 3,099 3,099
Soumen Das 2023 Sharesave 21.04.23 3,099 – 580.80 – – 3,099 01.06.26 – 30.11.26
Total 3,099 3,099
1 There are no shares under option which have matured but have not been exercised.
120 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Report continued
Chair and Non-Executive Directors
Non-Executive Directors’ single total igure of remuneration (Audited)
In 2024, the Chair’s annual fee was £374,900 (2023: £367,500), Non-Executive Directors’ annual fee was £71,100
(2023: £69,700), with an additional £17,700 per annum (2023: £17,400) for the role of Senior Independent Director
and an additional £20,000 per annum (2023: £20,000) for chairing the Audit or Remuneration Committees.
The Chair and Non-Executive Directors do not participate in any of the Company’s share-based incentive schemes
nor do they receive any other beneits or rights under the pension scheme.
Chart 18: Non-Executive Directors’ single total igure of remuneration for 2024 (Audited)
Total fees
2024
(£000)
2023
(£000)
Andy Harrison Chair 375 368
Mary Barnard 71 70
Sue Clayton 71 70
Carol Fairweather Chair of the Audit Committee
Senior Independent Director
109 98
Simon Fraser Chair of the Remuneration Committee 91 90
Marcus Sperber
1
47 –
Linda Yueh 71 70
1 Marcus Sperber was appointed to the Board as an independent Non-Executive Director on 1 May 2024 and was paid
£71,100 pro rata.
Non-Executive Directors’ shareholding guidelines (Audited)
The Committee periodically considers the Non-Executive Directors’ shareholdings to ensure they remain appropriate
and aligned to the interests of shareholders. Non-Executive Directors are expected to reach a share ownership
equivalent in value to 100 per cent of their annual fees, within three years from their date of appointment. Where a
Non-Executive Director has met the 100 per cent of their annual fees guidance previously, they would be considered to
have adhered to the guidelines and are not expected to adjust their holdings with subsequent share price movements.
Chart 19: Non-Executive Directors’ beneicial interests in shares and shareholding requirements
Beneicial interests
Shareholding
requirements
01.01.2024
Ordinary 10p shares
31.12.2024
Ordinary 10p shares
Shareholding
requirements met
Andy Harrison 564,755 564,755 Yes
Mary Barnard
1
12,172 12,507 Yes
Sue Clayton 7,000 7,000 Yes
Carol Fairweather 12,000 20,000 Yes
Simon Fraser 31,440 31,440 Yes
Marcus Sperber
2
– 7,240 No
Linda Yueh 4,716 4,716 Yes
1 The opening balance for Mary Barnard’s shareholding has been corrected since the 2023 Annual Report to include
dividend reinvestment shares of 884.
2 Marcus Sperber was appointed to the Board on 1 May 2024 and will be expected to build a shareholding equivalent to
100 per sent of annual fees over three years from his date of appointment. For the purpose of this calculation, his fees
have been annualised.
There was no change in Directors’ interests between 31 December 2024 and 13 February 2025.
Executive Directors’ share scheme holdings (Audited) continued
Chart 16: SIP shares held in trust
No. of shares
in trust
01.01.24
Shares awarded
during the year
No. of shares
in trust
31.12.24
David Sleath 9,620 408 10,028
Soumen Das 2,201 408 2,609
Further information about the share schemes can be found in Note 18 to the Financial Statements on page 171.
Dilution headroom
As the LTIP, SIP and Sharesave schemes are approved by shareholders, they may be satisied by the issue of new
shares in the Company, up to the dilution limits set by the Investment Association (IA). The chart below shows the
total number of shares under award or option for both Executive and all-employee schemes in comparison to the
IA limits over the last 10 years.
Chart 17: Dilution headroom
Actual
Policy
1.02%Executive
schemes
1.14%
All schemes
0% 1% 2% 8%3% 9% 10%4% 5% 6% 7%
10 years
10 years
5.0%
10.0%
121 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
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Directors’ Remuneration Report continued
Remuneration Committee advisers
The Committee has access to suicient resources to discharge its duties, which include access to
independent remuneration advisers, the Company Secretary, the Group HR Director and other
advisers as required.
The Committee is responsible for appointing its external advisers and in 2018, following a competitive
tender process, Korn Ferry was appointed. During 2024, Korn Ferry provided advice on the operation
and development of the 2025 Policy, Executive Directors’ remuneration, and market and best practice
guidance, including the provisions of the Code. Its total fees for advice to the Committee in 2024 were
£105,958 (2023: £61,563), calculated on a time-cost basis.
The Committee determined that Korn Ferry provided objective and independent remuneration advice
and does not have any connections with the Company or its Directors. Korn Ferry provides services to
the Company’s HR function and the Committee is satisied that this does not impair its independence.
Korn Ferry is a signatory to the Code of Conduct for Remuneration Consultants in the UK.
External appointments
Executive Directors are permitted to hold one external directorship, approved by the Board.
Fees payable may be retained.
David Sleath is a Senior Independent Director of RS Group plc (previously Electrocomponents plc)
and he received a fee of £82,601 for this role in 2024 (2023: £81,116).
Soumen Das is a Non-Executive Director of Next plc and he received a fee of £76,195 for his role
in 2024 (2023: £73,208).
Payments for loss of oice (Audited)
There were no payments for loss of oice to Directors during 2024.
Payments to Former Directors (Audited)
Andy Gulliford retired as Chief Operating Oicer and Executive Director on 30 June 2023. Full details
of his exit arrangements are disclosed in the 2023 Remuneration Report. Andy’s 2021 LTIP award
vested on 29 March 2024 and in line with previously disclosed exit arrangements, his award was time
pro-rated and subject to performance conditions. Based on performance over the period, 63.3 per
cent of the award vested (further details are set out on page 113). As a result, 59,293 shares vested and
were valued at £575,228 based on the share price on the date of vesting (891.7 pence) and including
any accrued dividends. In accordance with the rules of the LTIP, he will be required to retain and will
not be permitted to transfer or otherwise dispose of any shares that have vested under the LTIP for
a period of two years after the vesting date of each LTIP award. Any dividend equivalents accrued in
respect of LTIP awards will be pro-rated in line with the level of vesting of the relevant LTIP award and
will be paid in cash at the end of the holding period. There were no other payments to former
Directors during the year.
Shareholder voting
Chart 20: Shareholder voting at the 2022 AGM and 2024 AGM
Votes for
(including
discretionary)
For
(%)
Votes
against
Against
(%)
Total
votes
cast
Votes
withheld
Directors’ Remuneration Report for the inancial year ended 31 December 2023 (at the 2024 AGM) 1,111,138,783 97.98 22,941,012 2.02 1,134,079,795 747,153
Directors’ Remuneration Policy contained in the Directors’ Remuneration Report for the inancial year ended 31 December
2021 (at the 2022 AGM) 971,942,873 98.90 10,798,899 1.10 982,741,772 1,423,138
1 A withheld vote is not a vote in law and is not counted in the calculation of the proportion of votes cast for and against a resolution.
This report was approved by the Board on 13 February 2025 and signed on its behalf by
Simon Fraser
Chair of the Remuneration Committee
Additional information
122 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Policy
Determining the Remuneration Policy
The Remuneration Committee (the Committee) is responsible for the development, implementation
and review of the Directors’ Remuneration Policy (the Policy). In addressing this responsibility, the
Committee works with management and external advisers to develop proposals and recommendations.
The Committee considers the source of information presented to it, takes care to understand the
detail and ensures that independent judgment is exercised when making decisions. The Remuneration
Committee works alongside other Board Committees as needed.
The key aim of the Policy is to align the interests of Executive Directors with those of the shareholders
by supporting the delivery of strategy. The structure of the remuneration framework is designed to
relect the strategic direction of the business and to align it with the Company’s Key Performance
Indicators (KPIs). When setting the 2025 Policy, the Committee considered the Company’s strategic
objectives over both the short and the long term, the external market and market best practice. In
addition, the Committee also considered the alignment across the business as well as stakeholder
views. A summary of the conditions for employees across the Group and how stakeholder views are
taken into account in the 2025 Policy is set out on page 131.
In order to avoid any conlict of interest, remuneration is managed through well-deined processes
ensuring that no individual is involved in the decision-making process related to their own remuneration.
In particular, the remuneration of all Executive Directors is set and approved by the Committee; none
of the Executive Directors are involved in the determination of their own remuneration arrangements.
Each year, with the support of external advisers, the Committee undertakes a review of the remuneration
of the Executive Directors. It has oversight of the remuneration of the Leadership team, who are the
senior managers immediately below Board level, and sets the remuneration of the Group HR Director
and the Company Secretary. It considers the responsibilities, experience and performance of the
Executive Directors and pay across the Group.
Changes to the Policy since approval at the 2022 Annual General Meeting (AGM) are outlined in the
Chair’s letter on pages 105 to 107 and are detailed to the right. The Committee also has the discretion
to amend the Policy with regard to minor or administrative matters where it would be, in the opinion
of the Committee, in the best interests of the Company, and disproportionate to seek or await
shareholder approval.
Subject to approval by shareholders at the 2025 AGM, this Policy will be eective for the 2025
performance year and will apply to incentive awards with performance periods beginning on
1 January 2025. Payments to Directors can only be made if they are consistent with a shareholder
approved Policy or amendment to the Policy.
Main changes to the Policy
Our Policy is due to be renewed at our AGM in 2025 and so during the course of this year the
Committee has carried out its triennial review of the Policy.
The review concluded that our current Policy is working eectively and generally aligned with
institutional investors’ ‘best practice’ expectations. As a result, we are not proposing structural
changes to the current arrangements and structures. However, we are proposing a small number
of amendments to the Policy to ensure that remuneration remains competitive, and the 2025 Policy
is in line with market practice. In summary, the changes proposed are:
– Increasing the maximum annual bonus opportunity from 150 per cent to 200 per cent of salary
to relect the change in size and scope of the business.
– Broadening Remuneration Committee discretion to allow for both upwards and downwards
adjustments to the formulaic incentive outcomes, in line with market practice.
– Minor amendments to the Policy to mirror current market and best practice developments including
simplifying the Policy where necessary and adding minor additional lexibility needed. The key
changes are highlighted below.
– Pension: The wording in the Policy will be amended to relect that pension levels for the Executive
Directors are in line with the majority of the workforce (currently 12 per cent of salary).
– Beneits: the Policy will clarify that the liability to taxation on beneits may also be paid in limited
circumstances.
– Performance measures: we intend to reine our Policy wording to make it clearer that non-inancial
(ESG) measures may be included in the annual bonus and LTIP. While there is no current intention
to move away from the current performance measures/weightings, we consider it appropriate to
have the lexibility to do so in our Policy over the next three years.
– Recruitment and termination payments: We have provided further clarity on how remuneration
elements will be treated in recruitment or termination events (including what happens on a
change of control).
123 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chart 1: Remuneration Policy table: Executive Directors
Element Strategic purpose Operation Maximum potential value Performance metrics
Salary To attract and motivate high-calibre
leaders in a competitive market and to
recognise their skills, experience
and contribution to Group performance.
The Committee normally reviews
Executive Directors’ base salaries each
year in the context of total remuneration,
taking into account the Directors’
responsibilities, experience and
performance, pay across the Group
and market competitiveness.
The maximum annual salary increase will not normally
exceed the average increase which applies across the
wider workforce. However, larger increases may be
awarded in certain circumstances including, but not
limited to: an increase in scope or responsibilities of the
role; salary progression for a newly appointed Executive
Director; and where the Executive Director’s salary has
fallen signiicantly below the market positioning.
Not applicable.
Pension beneits To provide a market competitive
remuneration package.
Retirement beneits are available to all
UK employees and employees in certain
Continental European jurisdictions
dependent on local market practice
and geographical dierences.
Executive Directors are eligible to receive a contribution
to pension arrangements or cash in lieu. The maximum
Company pension contribution for an Executive
Director will be limited to that available to the majority
of the UK workforce (currently 12 per cent of salary).
None.
Bonus To focus on the delivery of annual goals,
to strive for superior performance and
to achieve speciic targets which
support strategy, in particular for
income generation, ESG ambitions
and recurring proit.
Bonuses are awarded annually and paid
for performance normally over the full
inancial year.
The Bonus is reviewed each inancial
year to ensure performance measures
and targets are appropriate and support
the business strategy.
Payment is based on the achievement
of performance targets.
The Committee has the discretion to
override formulaic outturns to ensure
incentive payouts relect underlying
business performance, and is aligned
to shareholder experience.
The rules of the Bonus contain clawback
provisions.
The maximum Bonus opportunity for Executive
Directors is 200 per cent of salary.
At least 50 per cent of the Bonus will be based on
inancial metrics (such as Adjusted PBT and Rent Roll
Growth). The remainder of the Bonus will be based
on the achievement of non-inancial objectives
(such as ESG related measures).
No more than 25 per cent of the relevant portion of
the annual bonus is payable for achieving threshold
performance, and no more than 50 per cent is
payable for meeting target performance, increasing
on a graduated scale, reaching 100 per cent for
maximum performance, where the performance
metric allows for such an approach. For 2025, where
practical, metrics will include a stretch target, with a
maximum payout of 90 per cent. The Committee
retains discretion within Policy to adjust the payout
schedule in future years for the stretch target as
needed, considering factors such as the level of
stretch in the targets or changes in the external
environment.
Deferred Share Bonus
Plan (DSBP)
To encourage retention of senior
managers and provide a long-term link
between the Bonus and share price
growth so as to encourage long-term
decision making.
50 per cent of any Bonus awarded in
the year is deferred into shares in the
DSBP for three years before vesting. The
award does not carry any entitlement to
dividends, however the Committee
may, at the time of the release of the
shares, deliver shares or a cash sum
equivalent to the value of the dividends
that would have been paid over the
three-year holding period. The rules of
the DSBP contain malus provisions.
For Executive Directors, 50 per cent of the Bonus
earned in respect of the previous year’s performance.
If it so wished, the Committee could require a higher
level of deferral.
Vesting of shares is dependent on continued
employment or good leaver status.
Remuneration continued
Directors’ Remuneration Policy continued
124 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chart 1: Remuneration Policy table: Executive Directors continued
Element Strategic purpose Operation Maximum potential value Performance metrics
Long Term Incentive Plan
(LTIP)
To reward the execution of strategy and
drive long-term returns for shareholders.
The performance measures are
selected to align with business strategy.
The awards are designed to align the
most senior managers’ goals with the
creation of sustainable growth in
shareholder value. The awards will also
increase retention of these senior
managers.
LTIP awards may be granted in the form
of a conditional award or nil-cost option
in accordance with the rules of the LTIP.
For LTIP awards, dividends will accrue
on the LTIP shares which are released
on vesting and will be paid in shares
or cash.
The Committee has the discretion to
override formulaic outturns to ensure
incentive payouts relect underlying
business performance, and is aligned
to shareholder experience.
The rules of the LTIP contain malus and
clawback provisions.
Maximum 300 per cent of salary in performance shares.
If grants are to exceed 250 per cent of salary for
Executive Directors other than the Chief Executive,
prior consultation with shareholders will take place irst.
LTIP awards are subject to stretching performance
conditions, which are normally measured over a
three-year performance period. A two-year
compulsory holding period applies to these LTIP
shares after vesting and subject to payment of tax
and statutory deductions.
Awards will be subject to a combination of long-term
measures which are aligned to the shareholder
experience and may include shareholder value
metrics (such as Total Shareholder Return), inancial
metrics (such as Total Property Return and Total
Accounting Return) and ESG or strategic measures.
At least two-thirds of the award will be subject to
inancial and/or shareholder return measures.
The Committee will have discretion to set dierent
measures and weightings for awards in future years
to best support the strategy of the business at
that time.
Threshold performance will result in vesting of no
more than 20 per cent of the relevant portion of the
LTIP (where the nature of the performance metric
allows such an approach).
Sharesave To provide a market competitive
remuneration package and to
encourage employee share ownership
across the Group.
Sharesave is a HMRC approved scheme
open to all eligible UK employees.
Savings can be made over a three-year
period to purchase shares in the
Company at a price which is set at
the beginning of the savings period.
This price is usually set at a 20 per cent
discount to the market price.
Employees may save up to the HMRC limit across all
Sharesave grants.
None.
Share Incentive Plan (SIP)
and Global Share
Incentive Plan (GSIP)
To provide a market competitive
remuneration package and to
encourage employee share ownership
across the Group.
SIP is a HMRC approved scheme open
to all eligible UK employees, subject to
service. Eligible employees are awarded
shares annually up to the HMRC limits.
GSIP is designed on a similar basis to
SIP, but is not HMRC approved and is
operated for non-UK employees.
The maximum award is subject to the HMRC limit. Award may be based on achievement of a target and
is subject to a three-year holding period.
Remuneration continued
Directors’ Remuneration Policy continued
125 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chart 1: Remuneration Policy table: Executive Directors continued
Element Strategic purpose Operation Maximum potential value Performance metrics
Other beneits To provide a market competitive
remuneration package.
Other beneits currently include but
are not limited to: car allowance;
life assurance; disability insurance;
private medical insurance; and health
screening. The Committee retains the
discretion to oer additional beneits as
appropriate, for example, assistance
with relocation. Any expenses incurred
in carrying out duties will be fully
reimbursed by the Company including
any personal taxation associated with
such expenses. The liability to taxation
on beneits may also be paid in limited
circumstances.
– None.
Shareholding guidelines To increase alignment between
Executive Directors and shareholders
including for a period post-
employment.
The Company requires Executive
Directors to build, hold and retain
(including after leaving employment) a
certain level of shareholding. The way the
shareholding guidelines are currently
operated is set out on page 118 of the
2024 Directors’ Remuneration Report.
– –
Additional notes
Remuneration Policy: the Policy for the Executive Directors is designed with regard to the pay and beneits for employees across the Group. Currently all employees are eligible for an annual Bonus on the
same performance measures which are consistent with those of the Executive Directors, save that those below Board level have a fourth target based on their personal performance. The maximum Bonus
opportunity is ixed according to seniority banding across the Company. Currently, the LTIP performance conditions are the same for all participants and the size of awards are determined by seniority.
The Committee retains certain discretions in respect of the operation and administration of the incentive plans under their rules, in addition to the discretions described elsewhere in the Policy.
Subject to consultation with major shareholders, the Committee retains the ability to adjust and/or to set dierent LTIP and Bonus performance measures if events occur (such as a change in strategy,
a material acquisition and/or divestment of a Group business, or change in prevailing market conditions) which cause the Committee to determine that the measures are no longer appropriate and that
amendment is required so that they achieve their original purpose.
Payments from existing awards: Executive Directors are eligible to receive payment from any award made prior to the approval. Any outstanding share awards made in accordance with a previous
Remuneration Policy will remain in eect and will vest in accordance with the terms under which they were granted.
All historical share awards and bonus arrangements that were granted under any current or previous incentive schemes operated by the Company and remain outstanding remain eligible to vest/payout
based on their original terms.
Remuneration continued
Directors’ Remuneration Policy continued
126 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chart 2: Remuneration Policy table: Chair and Non-Executive Directors
Element Strategic purpose Operation Maximum potential value Performance metrics
Fees To attract high-calibre Non-Executive
Directors and provide market
appropriate fees.
Fees are reviewed, normally annually,
taking into account relevant market
data. Additional fees are payable to
relect the time commitments and
additional responsibilities.
The fee paid to the Chair is set by the
Committee while the fees paid to the
Non-Executive Directors are set by
the Board.
No Director is involved in setting their
own remuneration.
Non-Executive Directors do not
participate in any performance related
remuneration and they do not receive
any beneits other than reimbursement
of business related expenses and any
tax that might be charged thereon.
Any increases in the fees of the Chair or the Non-
Executive Directors will be based upon changes in roles
and responsibilities, and market data.
The Company’s Articles of Association specify an
annual limit on Non-Executive Director fees. Currently,
the limit is £1,000,000.
–
Remuneration continued
Directors’ Remuneration Policy continued
127 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Malus and clawback
Malus and clawback provisions apply to the bonus and awards made under the DSBP and LTIP over
the time periods detailed below and may apply in the following circumstances:
– fraud or serious misconduct on the part of the participant;
– a serious misstatement in the Company’s inancial results;
– an error in assessing performance conditions, resulting in an overpayment;
– when Company performance was achieved as a result of excessive risk taking;
– serious reputational damage; or
– corporate failure.
The periods over which malus and clawback provisions apply are set out in the table below:
Element Period
Bonus/DSBP Until the third anniversary of the bonus payment date
LTIP Until the second anniversary of the vesting date
Incentive plan discretions
The Remuneration Committee can exercise discretion in a number of areas when operating the
Company’s incentive schemes, in line with the relevant rules of the schemes. These include (but are
not limited to):
– the choice of participants;
– the size of awards in any year (subject to the limits set out in the Directors’ Remuneration Policy
table);
– the extent of payments or vesting in light of the achievement of the relevant performance
conditions;
– the determination of good or bad leavers and the treatment of outstanding awards (subject to the
provisions of the scheme rules and the Remuneration Policy provisions); and
– the treatment of outstanding awards in the event of a change of control.
In addition, if events occur which cause the Remuneration Committee to conclude that any
performance condition is no longer appropriate, that condition may be substituted, varied or waived
as is considered reasonable in the circumstances in order to produce a fairer measure of performance
that is not materially less diicult to satisfy.
Choice of performance measures for 2025 and approaches to target setting
The performance measures used in the incentives are aligned with the Company’s KPIs and the
business strategy.
The annual bonus plan performance metrics include a mix of inancial targets and non-inancial
objectives, relecting the key annual priorities of the Company. The inancial metrics determine at
least half the bonus and may include Adjusted PBT against budget, which supports the objective of
delivering a sustainable, progressive dividend; and rent roll growth which focuses on driving the future
rental income of the business. The remainder of the bonus will be based on non-inancial measures,
for example ESG metrics.
LTIP awards will be subject to a combination of long-term measures which are aligned to the
shareholder experience and may include shareholder value metrics (such as Total Shareholder
Return), inancial metrics (such as Total Property Return and Total Accounting Return) and ESG
or strategic measures.
Performance measures for 2025 will be in line with the approach in 2024. The annual bonus will be
based on Adjusted PBT (37.5 per cent), Rent Roll Growth (37.5 per cent) and ESG targets (25 per cent).
The LTIP will be subject to relative Total Shareholder Return (33 per cent), relative Total Property Return
(33 per cent) and relative Total Accounting Return (33 per cent). Further details are set out on page 109.
Targets for incentive plans are set to be stretching but achievable, taking into account internal and
external reference points, including internal forecasts and market consensus.
Policy on recruitment
In determining appropriate remuneration for a new Executive Director, the Committee will take into
consideration all relevant factors to ensure that arrangements are in the best interests of both the
Company and its shareholders. The Committee may make an additional cash and/or share based
award in respect of a new appointment to ‘buy out’ incentive arrangements forfeited on leaving a
previous employer. In doing so, the Committee will take account of relevant factors, including any
performance conditions attached to these awards, the likelihood of those conditions being met, and
the proportion of the vesting period remaining, and will seek to do no more than match the fair value
of awards foregone. In limited circumstances where employees are awarded beneits for which
Executive Directors are not eligible, such as share retention awards, the Committee would consider
honouring existing awards should these employees be appointed to the Board or where an individual
is not an Executive Director but still falls within this Policy.
Remuneration continued
Directors’ Remuneration Policy continued
128 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Chart 3: Recruitment policy
Component Approach Maximum opportunity
Base salary The base salaries of new appointees will be determined taking into account the experience and skills of the individual, pay across the
Group, relevant market data and their previous salary.
–
Bonus The structure set out in the Remuneration Policy table will apply to new appointees with the relevant maximum being pro-rated for their
irst year of employment.
200 per cent of salary.
DSBP The structure set out in the Remuneration Policy table will apply to new appointees. 50 per cent of the Bonus awarded will be deferred.
LTIP New appointees will be eligible for awards under the LTIP on the same terms as the other Executive Directors. Maximum 300 per cent of salary in performance
shares.
Therefore, the maximum level of variable incentive
opportunity is 500 per cent of salary (300 per cent of
salary in performance shares and 200 per cent of salary
annual bonus).
Pension New appointees will be oered membership of the SEGRO plc Group Personal Pension Plan or a cash alternative. The contribution available to the majority of the UK
workforce (currently a contribution to their pension plan
of 12 per cent of salary).
Beneits Additional beneits in relation to recruitment may be provided where considered appropriate, for example, relocation expenses or
allowances, legal fees and other recruitment-related costs may be payable.
–
Internal appointments
to the Board
When existing employees are promoted to the Board, the above Policy will apply, from the point where they are appointed to the Board
and not retrospectively. In addition, any existing awards will be honoured and form part of ongoing remuneration arrangements.
–
Non-Executive Directors Fees will be in line with the Remuneration Policy and the fees provided for the other Non-Executive Directors. –
Remuneration continued
Directors’ Remuneration Policy continued
129 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Remuneration continued
Directors’ Remuneration Policy continued
Policy on service contracts
Executive Directors
The Company may terminate the Executive Directors’ service contract on up to 12 months’ notice,
with no liquidating damages provisions.
Non-Executive Directors
The Chair and the Non-Executive Directors have letters of appointment which set out their duties
and anticipated time commitment to the Company. They are required to disclose to the Board any
changes to their other signiicant commitments. The Non-Executive Directors are appointed for an
initial term of three years. The appointments may be extended for further three-year periods on the
recommendation of the Nomination Committee and subject to the Board’s agreement. The Non-
Executive Directors’ letters of appointment contain a three-month notice period and the Chair’s
contains a six-month notice period. Further details are set out in Chart 4 below.
Chart 4: Dates of appointment and contractual notice period
Name Date of appointment Notice period
Andy Harrison
1
1 April 2022 6 months
David Sleath
2
1 January 2006 12 months by Company, 6 months by Director
Soumen Das 16 January 2017 12 months by Company, 6 months by Director
Mary Barnard 1 March 2019 3 months
Sue Clayton 1 June 2018 3 months
Carol Fairweather 1 January 2018 3 months
Simon Fraser 1 May 2021 3 months
Marcus Sperber 1 May 2024 3 months
Linda Yueh 1 May 2021 3 months
1 Appointed as Chair on 30 June 2022.
2 Appointed as Chief Executive on 28 April 2011.
3 Directors’ service contracts are available for inspection at the Company’s registered oice.
Change of control
On a change of control, Executive Directors’ incentive awards will be treated in accordance with the
rules of the relevant plans. In summary:
– Bonus: Bonus in the year of a change of control may be paid based on the Committee’s assessment of
performance and, the Committee has the discretion to determine whether or not to pro-rate for the
portion of the year elapsed prior to the change of control. DSBP awards would normally vest in full.
When assessing performance on a change of control, the Committee can determine performance
on such reasonable basis as it considers appropriate, having regard to all of the circumstances.
– LTIP: The rules provide that in the event of a change of control, outstanding share-based awards
may vest to the extent that the Committee determines that performance targets are met shortly
before the date of the event. Unless the Committee determines that pro-rating would be
inappropriate in the circumstances, awards will be pro-rated for time. There is discretion to increase
the level of vesting if the Committee believes that exceptional circumstances warrant such
treatment. One or more of the performance criteria may be replaced, or the extent to which targets
have been met may be determined on a dierent basis.
– In each case, the Committee is the Remuneration Committee shortly before the change of control
takes place.
Policy on termination payments
The Company retains the right to terminate the service contract of any Executive Director subject to
contractually agreed payments in lieu of notice which are limited to annual salary plus any speciied
beneits. Payments are normally phased over the 12-month notice period, based on the principle of
a Director’s duty to seek alternative employment and thereby mitigate their loss.
The Committee reserves the right to make additional exit payments where such payments are made
in good faith, for example: in discharge of an existing legal obligation (or by way of damages for
breach of such an obligation); or by way of settlement or compromise of any claim arising in
connection with the termination of a Director’s oice or employment. In determining compensation,
the Committee will take into account the circumstances of the departure, best practice and the
provisions of the Code, and will take legal advice on the Company’s liability to pay compensation.
For the proportion of the inancial year worked, a bonus may be payable pro-rata, subject to
performance, at the discretion of the Committee. There will be no bonus payment in respect of any
period of notice not worked.
Under the rules of the LTIP and the DSBP, the Committee has discretion to declare a Director leaving
the Company to be a ‘good leaver’ as deined under the respective rules of the schemes in addition to
certain prescribed reasons (for example if they leave the Company due to ill health, injury or disability
or retirement). In respect of LTIP, this would normally mean that awards would vest on the normal
vesting date, subject to the achievement of performance conditions, with any vesting normally
pro-rated in accordance with the proportion of the vesting period served. The holding period would
normally apply post vesting.
In respect of the DSBP, Executive Directors who are good leavers and are recipients of awards would
normally receive some or all of their shares at the end of the holding period.
Where a Director may be entitled to pursue a claim against the Company in respect of their statutory
employment rights or any other claim arising from the employment or its termination, the Company
will be entitled to negotiate settlement terms (inancial or otherwise) with the Director that the
Committee considers to be reasonable in all the circumstances and in the best interests of the
Company and to enter into a settlement agreement with the Director to eect both the terms agreed
under the service agreement and any additional statutory or other claims, including bonus and/or
share awards, in line with the policies described above.
The Committee may also provide a contribution towards reasonable legal costs and the provision
of outplacement services for an Executive Director leaving the Company.
Where a Director retires, the Committee may provide a retirement gift of such value as is
considered reasonable.
Non-Executive Directors are not entitled to any compensation on loss of oice.
130 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Policy on Executive Directors’ external appointments
With the support of the Chair and Chief Executive, the Executive Directors may normally be
permitted to take one non-executive directorship outside the Group, as these roles can broaden
the experience brought to the Board. Such appointments require Board approval and the time
commitment the appointment will require is taken into consideration. Executive Directors may retain
fees for external appointments.
Performance scenarios
Chart 5 below sets out an indication of the level of remuneration that would be received by each
Executive Director in accordance with the incentive opportunities outlined in this Policy on the basis
of the latest salary information.
Chart 5: Indication of potential remuneration in irst year of policy application
David Sleath
100.0%
41.7% 36.4% 21.8%
18.6% 32.5% 48.8%
15.0% 26.2% 39.2% 19.6%
Minimum
On-target
Maximum
£942k
£2,258k
£5,053k
£6,286k
Maximum with share
price increase
Soumen Das
100.0%
48.0% 31.2% 20.8%
22.4% 29.1% 48.5%
18.0% 23.4% 39.0% 19.5%
Minimum
On-target
Maximum
£705k
£1,469k
£3,150k
£3,914k
Maximum with share
price increase
Fixed pay
Annual bonus
LTIP
LTIP value with 50% share price growth
A summary of the elements included in each scenario are set out below:
– The minimum remuneration payable comprises of base salary and pension contributions for 2025
and the taxable beneits paid in 2024. This is known as ixed pay.
– On target is comprised of the ixed pay mentioned above and assume a 50 per cent payout under
the 2025 Annual Bonus and a 20 per cent vesting of the LTIP awards to be made in 2025.
– The maximum scenario assumes 100 per cent payout under the 2025 annual bonus and full vesting
of the 2025 LTIP Award.
– Maximum scenario including share price appreciation shows the impact of a 50 per cent
share price growth on the maximum available opportunity has been indicated for the 2025 LTIP,
which will vest in 2028 and then be subject to a two-year holding period.
Consideration of conditions elsewhere in the Group
The Remuneration Policy for the Executive Directors is designed with regard to the policy for the
workforce as a whole. The remuneration approach is consistently applied at levels below the
Executive Directors. Key features include:
– employees are eligible for an annual bonus and the performance measures are broadly consistent
across the business.
– at senior levels, remuneration is increasingly long-term and ‘at risk’ with an increased emphasis on
performance related pay and share based remuneration.
– remuneration is regularly benchmarked across the Group.
– the level of pension allowance is aligned with the majority of the UK workforce (currently 12 per cent
of salary).
– all eligible UK employees are invited to join the Sharesave scheme and are eligible to receive an
award under the SIP. The Committee also approves the remuneration of the Executive Committee
and other senior executives. The Committee receives updates throughout the year to consider the
framework and policies in place for workforce remuneration to ensure their alignment with
Executive remuneration and Company culture. The Committee also approves the budget for annual
salary increases across the workforce.
Each year, the Non-Executive Directors hold a series of informal engagement sessions with
employees from across the business to hear irst-hand how they feel about working at SEGRO.
This includes a session which covers Executive remuneration to outline the Executive remuneration
framework and to answer any questions and receive feedback from employees. This is further
detailed in the case study on page 117.
Consideration of shareholder views
The Committee remains committed to open dialogue with shareholders on remuneration. When
determining remuneration, the Committee takes into account investor and proxy guidance, and the
views of shareholders. In 2024, it undertook a dedicated consultation process to oer meetings with
the Committee Chair to discuss the proposed changes to the 2022 Policy and to oer the opportunity
to provide feedback, as covered in the Chair’s letter on pages 105 to 107. The Committee engaged
with our largest 20 investors representing approximately 60 per cent of the share register and based
on the feedback received, there were no immediate concerns raised with regards to the proposed
changes to the 2022 Policy and as a result no amendments were required to the proposed 2025 Policy.
The Chair of the Remuneration Committee is available for meetings with shareholders should they
have any concerns about remuneration matters which they wish to discuss. Please contact
companysecretariat.mailbox@SEGRO.com for further information.
Remuneration continued
Directors’ Remuneration Policy continued
131 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Directors’ Report
Management Report
The Strategic Report, the Corporate Governance Report and the Directors’ Report together form
the Management Report for the purposes of the Disclosure Guidance and Transparency Rules (DTR)
4.1.5. and 4.1.8 – 4.1.11R.
Directors’ Report disclosures
Certain Directors’ Report disclosures, which have been incorporated into the Directors’ Report by
reference, can be found on the following pages:
Disclosure Section Reference
Culture, Purpose and Values Strategic Report Pages 16 and 28
Charitable donations Strategic Report Page 27
Employee engagement Strategic Report Page 28
Diversity and inclusion Strategic Report Page 28
Employment, training and advancement of disabled persons Strategic Report Page 28
Approach to investing in and rewarding the workforce Strategic Report Page 28
Review of the Group’s business during the year and any
future developments Strategic Report Pages 35 to 41
Principal risks Strategic Report Pages 54 to 60
Greenhouse gas emissions Strategic Report Page 63
Corporate Governance Statement Governance Report Page 73
Details of the Directors who served during the year Governance Report Pages 76 to 78
Stakeholder engagement Governance Report Pages 84 to 88
Board diversity and inclusion Governance Report Page 95
Statement of Directors’ responsibilities Governance Report Page 134
Financial instruments and certain inancial risks Financial Statements Pages 165 to 170
Post balance sheet events Financial Statements Page 177
Share capital
The Company is listed on the London Stock Exchange and, as of 24 November 2020, has a secondary
listing on Euronext, Paris.
The issued share capital for the year is set out on page 171.
There is one class of share in issue and there are no restrictions on the voting rights attached to these
shares or the transfer of securities in the Company, and all shares are fully paid.
The Company made no purchases of its own shares during the year. The Company was granted
authority to make market purchases of its own shares at the 2024 AGM. This authority will expire
at the conclusion of the 2025 AGM and a resolution will be proposed to seek further authority.
Recent share history of the Company
For information on the recent share history of the Company, see
www.SEGRO.com/investors/shareholder-information/recent-share-history.
Dividends
Subject to approval by shareholders at the 2025 AGM, a inal dividend of 20.2 pence per share
will be paid (2023: 19.1 pence) bringing the total dividend for 2024 to 29.3 pence (2023: 27.8 pence).
The inal dividend will be paid as a Property Income Distribution. The Board has decided not to oer
a Scrip alternative in respect of the 2024 Final Dividend.
The ex-dividend date for the inal dividend will be 27 March 2025, the record date will be 28 March
2025 and the payment date will be 14 May 2025.
Change of control
– Contracts
There are a number of contracts that could allow the counterparties to terminate or alter those
arrangements in the event of a change of control of the Company. These arrangements are
commercially conidential and their disclosure could be seriously prejudicial to the Company.
– Borrowings and other inancial instruments
The Group has a number of borrowing facilities provided by various lenders. These facilities
generally include provisions that may require any outstanding borrowings to be repaid or the
amendment or termination of the facilities upon the occurrence of a change of control of
the Company.
– Employee share plans
The Company’s share plans contain provisions as a result of which options and awards may vest or
become exercisable on change of control of the Company, in accordance with the rules of the plans.
Modern Slavery and Human Rights
SEGRO operates a Human Rights Policy which brings together a number of our existing policies
that relate to human rights such as our Modern Slavery and Labour Standards Supplier Code, and
Anti-Slavery and Human Traicking Policy. Copies of our policies that relate to human rights can be
found on our website www.SEGRO.com.
The Company publishes an annual Modern Slavery and Human Traicking Statement in compliance
with the UK Modern Slavery Act 2015. The Board approved the latest statement in June 2024 and it
can be found on our website at www.SEGRO.com/modern-slavery.
Modern slavery awareness posters, which contain information on key signs of modern slavery, how
and where to access help, and details of our whistleblowing reporting service are displayed on SEGRO
development sites and in all our oices. We also deliver targeted modern slavery awareness training to
certain employees and teams who should receive further training due to the nature of their role. In
particular, teams which deal with suppliers, visit sites and meet contractors more regularly are best
placed to more eectively uncover potential instances of modern slavery and human traicking. In
addition, all employees have completed mandatory online training on modern slavery.
Any employee who breaches our Anti-Slavery and Human Traicking Policy or Human Rights Policy
will face disciplinary action, which could result in dismissal for misconduct or gross misconduct.
We reserve the right to terminate our relationship with other individuals and organisations working
on our behalf if they do not comply with our Modern Slavery and Labour Standards Supplier Code.
132 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Directors’ Report continued
Employees and Directors
There are no agreements between the Company and its Directors or employees providing for
compensation for loss of oice or employment that occurs speciically because of a takeover bid,
with the exception of provisions of the Company’s share schemes as detailed above.
– Directors’ authorities in relation to shares
The Directors’ authorities in relation to issuing, allotting or buying back shares are governed by the
Company’s Articles of Association and the resolutions passed by shareholders at a general meeting.
These documents do not form part of this Report.
– Process for appointment/removal of Directors
The Company is governed by its Articles of Association, the UK Corporate Governance Code,
the Companies Act 2006 and related legislation with regard to the appointment and removal of
Directors. Directors are appointed by the Board and elected by shareholders. Directors may be
removed by the Board or shareholders as applicable.
Substantial interests in the share capital of the Company
Information provided to the Company under the Disclosure Guidance and Transparency Rules (DTR 5)
is published on a Regulatory Information Service and on the Company’s website. As at 31 December
2024 and 13 February 2025, the Company had been notiied of the following holdings:
As at 31 December 2024 As at 13 February 2025
Shareholder
Number of
shares
Percentage of
issued share
capital (%)
1
Number of
shares
Percentage of
issued share
capital (%)
1
BlackRock, Inc
2
147,898,177 10.92 142,802,103 10.53
Norges Bank 111,520,923 8.33 111,520,923 8.33
APG Asset Management N.V. 73,411,178 5.99 73,411,178 5.99
1 Percentage based on ordinary shares in issue as at the date the notiication was received by the Company.
2 On 28 January 2025, Blackrock Inc. notiied the Company of a decrease in voting rights to 143,090,886 (representing
10.57 per cent of the Company’s issued share capital). On 29 January 2025, Blackrock Inc. notiied the Company of
a decrease in voting rights to 142,802,103 (representing 10.53 per cent of the Company’s issued share capital).
Articles of Association
Shareholders may amend the Company’s Articles of Association by special resolution.
Political donations
No political donations were made by the Company or its subsidiaries during the year.
Directors’ indemnities and insurance
The Company maintains directors’ and oicers’ liability insurance which is reviewed annually and is
permitted under the Company’s Articles of Association and the Companies Act 2006. The Company
indemniies each Director, under a Deed of Indemnity, against any liability incurred in relation to acts
or omissions arising in the ordinary course of their duties. The indemnity applies only to the extent
permitted by law.
No Company Directors were indemniied during the year.
Overseas branches
The Company has a branch in Paris, France.
Auditor of the Company
A resolution to reappoint PricewaterhouseCoopers LLP as auditor of the Company is to be proposed
at the 2025 AGM.
Disclosure of information to the Auditor
Each of the persons who is a Director at the date of approval of this Report conirms that:
– so far as the Director is aware, there is no relevant audit information of which the Company’s auditor
is unaware; and
– each Director has taken all the steps that they ought to have taken as a Director in order to make
themself aware of any relevant audit information and to establish that the Company’s auditor is
aware of that information.
This conirmation is given and should be interpreted in accordance with the provisions of section 418
of the Companies Act 2006.
The Directors’ Report has been approved by the Board and signed on its behalf by
Stephanie Murton
Company Secretary
13 February 2025
133 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Statement of Directors’ responsibilities in respect of the Financial Statements
The Directors are responsible for preparing the Annual Report and Accounts in accordance with
applicable law and regulation.
Company law requires the Directors to prepare Financial Statements for each inancial year. Under
that law the Directors have prepared the Group Financial Statements in accordance with UK-adopted
international accounting standards and the Company Financial Statements in accordance with
United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards,
comprising FRS 101 “Reduced Disclosure Framework”, and applicable law).
The Group has also prepared Financial Statements in accordance with international inancial reporting
standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.
Under company law, Directors must not approve the Financial Statements unless they are satisied
that they give a true and fair view of the state of aairs of the Group and Company and of the proit or
loss of the Group for that period. In preparing the Financial Statements the Directors are required to:
– select suitable accounting policies and then apply them consistently;
– state whether applicable UK-adopted international accounting standards and international inancial
reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the
European Union have been followed for the Group Financial Statements and United Kingdom
Accounting Standards, comprising FRS 101 have been followed for the Company Financial
Statements, subject to any material departures disclosed and explained in the inancial statements;
– make judgements and accounting estimates that are reasonable and prudent; and
– prepare the Financial Statements on the going concern basis unless it is inappropriate to presume
that the Group and Company will continue in business.
The Directors are also responsible for safeguarding the assets of the Group and Company and hence
for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for keeping adequate accounting records that are suicient to show and
explain the Group’s and Company’s transactions and disclose with reasonable accuracy at any time
the inancial position of the Group and Company and enable them to ensure that the Financial
Statements and the Directors’ Remuneration Report comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Company’s website. Legislation
in the United Kingdom governing the preparation and dissemination of Financial Statements may
dier from legislation in other jurisdictions.
Directors’ conirmations
The Directors consider that the Annual Report and Accounts, taken as a whole, is fair, balanced and
understandable and provides the information necessary for shareholders to assess the Group’s and
Company’s position and performance, business model and strategy.
Each of the Directors, whose names and functions are listed in the Governance section of the Annual
Report conirm that, to the best of their knowledge:
– the Group Financial Statements, which have been prepared in accordance with UK-adopted
international accounting standards and international inancial reporting standards adopted pursuant
to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the
assets, liabilities, inancial position and proit of the Group;
– the Company Financial Statements, which have been prepared in accordance with United Kingdom
Accounting Standards, comprising FRS 101, give a true and fair view of the assets, liabilities and
inancial position of the Company; and
– the Strategic Report includes a fair review of the development and performance of the business
and the position of the Group and Company, together with a description of the principal risks and
uncertainties that it faces.
By order of the Board
Chief Executive Chief Financial Oicer
13 February 2025 13 February 2025
134 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc
Report on the audit of the inancial statements
Opinion
In our opinion:
– SEGRO plc’s group ina p financial statements and company inanc ny financial statements (the “ina nts (the “financial statements”)
give a true and fair view of the state of the group’s and of the company’s aairs as at 31 De ny’s affairs as at 31 December
2024 and of the group’s proit a s profit and the group’s cash nd the group’s cash flows for the year then ended;
– the group ina e group financial statements have been properly prepared in accordance with UK-adopted international
accounting standards as applied in accordance with the provisions of the Companies Act 2006;
– the company inanc ny financial statements have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards,
including FRS 101 “Reduced Disclosure Framework”, and applicable law); and
– the in the financial statements have been prepared in accordance with the requirements of the
Companies Act 2006.
We have audited the inancial statements, included within the Annual Report & Accounts 2024 (the
“Annual Report”), which comprise: the Group and Company Balance Sheets as at 31 December 2024;
the Group Income Statement and the Group Statement of Comprehensive Income, the Group Cash
Flow Statement, and the Group and Company Statements of Changes in Equity for the year then
ended; and the notes to the inancial statements comprising material accounting policy information
and other explanatory information.
Our opinion is consistent with our reporting to the Audit Committee.
Separate opinion in relation to international inancial reporting standards adopted pursuant
to Regulation (EC) No 1606/2002 as it applies in the European Union
As explained in note 1 to the inancial statements, the group, in addition to applying UK-adopted
international accounting standards, has also applied international inancial reporting standards
adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.
In our opinion, the group inancial statements have been properly prepared in accordance with
international inancial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as
it applies in the European Union.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”),
International Standards on Auditing issued by the International Auditing and Assurance Standards
Board (“ISAs”) and applicable law. Our responsibilities under ISAs (UK) and ISAs are further
described in the Auditors’ responsibilities for the audit of the inancial statements section of our
report. We believe that the audit evidence we have obtained is suicient and appropriate to provide
a basis for our opinion.
Independence
We remained independent of the group in accordance with the ethical requirements that are relevant
to our audit of the inancial statements in the UK, which includes the FRC’s Ethical Standard, as
applicable to listed public interest entities, and the International Code of Ethics for Professional
Accountants (including International Independence Standards) issued by the International Ethics
Standards Board for Accountants (IESBA Code), and we have fulilled our other ethical responsibilities
in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by either the
FRC’s Ethical Standard or Article 5(1) of Regulation (EU) No 537/2014 were not provided.
Other than those disclosed in Note 6 to the Financial Statements, we have provided no non-audit
services to the company or its controlled undertakings in the period under audit.
Our audit approach
Overview
Audit scope
– We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the inancial statements as a whole.
– Audit procedures on Rental Income and Valuation of Investment Properties are performed centrally
by the group audit team in the UK.
– Full scope audit of SEGRO European Logistics Partnership (SELP) Joint Venture by component
auditors and full scope audit of SEGRO plc by the group audit team in the UK.
– In addition, component auditors performed the audit of speciic balances and transactions in
certain territories.
– Over 95% coverage of total assets of the group
Key audit matters
– Valuation of investment properties (group)
– Valuation of investments in and loans to subsidiaries (parent)
Materiality
– Overall group materiality: £175 million (2023: £173 million) based on 1% of total assets.
– Speciic group materiality: £23 million (2023: £20 million) based on 5% of the group’s adjusted proit
before tax.
– Overall company materiality: £122 million (2023: £118 million) based on 1% of total assets.
– Performance materiality: £132 million (2023: £130 million) (group) and £92 million (2023: £89 million)
(company).
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the inancial statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most
signiicance in the audit of the inancial statements of the current period and include the most
signiicant assessed risks of material misstatement (whether or not due to fraud) identiied by the
auditors, including those which had the greatest eect on: the overall audit strategy; the allocation
of resources in the audit; and directing the eorts of the engagement team. These matters, and any
comments we make on the results of our procedures thereon, were addressed in the context of
our audit of the inancial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
This is not a complete list of all risks identiied by our audit.
The key audit matters below are consistent with last year.
135 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
Key audit matter How our audit addressed the key audit matter
Valuation of investment properties (group)
Refer to the Audit Committee Report and the Financial
Statements (including notes to the Financial Statements; Note 1,
Material Accounting Policy Information; Note 13, Investment
Properties; and Note 25. Property Valuation Techniques,
Sustainability and Climate Change Considerations and Related
Quantitative Information).
We focussed on the valuation of investment properties because
investment properties represent the principal element of the net
asset value as disclosed in the Balance Sheet in the inancial
statements and is an area of signiicant estimation uncertainty.
The portfolio is held by the group, and through joint ventures
and includes warehouses and light industrial buildings, including
data centres. These are concentrated in the UK, France,
Germany and Italy. The remainder of the portfolio is located
across other European countries including Poland, Spain, the
Netherlands and the Czech Republic.
The portfolio includes completed investment properties and
development properties.
The valuation of the group’s portfolio is inherently subjective due
to, among other factors, the individual nature of each property,
its location and the expected future rentals for that particular
property. The signiicance of the estimates and judgements
involved, coupled with the fact that only a small percentage
dierence in individual property valuations, when aggregated,
could result in a material misstatement, warranted speciic audit
focus in this area. For development sites, factors include
projected costs to complete, time until practical completion and
the ability to let if no pre-let agreement is in place.
Valuations are carried out by third party valuers CBRE (the
‘Valuers’). The Valuers were engaged by the Directors, and
performed their work in accordance with the Royal Institution of
Chartered Surveyors (‘RICS’) Valuation – Global Standards 2024.
The valuations take into account the property-speciic information
including the current tenancy agreements and rental income,
condition and location of the property, and future rental prospects,
as well as prevailing market yields and market transactions.
Given the inherent subjectivity involved in the valuation of investment properties, the need for deep market knowledge when
determining the most appropriate assumptions, and the technicalities of the valuation methodology, we engaged our internal valuation
experts (qualiied chartered surveyors) to assist us in our audit of this matter.
Assessing the group’s external Valuers’ expertise and objectivity
We assessed the Valuers’ qualiications and expertise and read their terms of engagement with the group to determine whether there
were any matters that might have aected their objectivity or may have imposed scope limitations upon their work. We also considered
fees and other contractual arrangements that might exist between the group and the Valuers. We found no evidence to suggest that
the objectivity of the Valuers was compromised.
Testing the valuations assumptions and capital movement:
We obtained and read the CBRE valuation reports covering all of the group’s investment properties. We held meetings with
management and the Valuers, at which the valuations and the key assumptions therein were discussed. We focused on outliers
(where the assumptions used and/or year on year capital value movement were out of line with our range of assumptions developed
using externally published market data for the relevant sector). To verify that the valuation approach was suitable for use in determining
the carrying value for investment properties in the Financial Statements, we:
– Conirmed that the valuation approach was in accordance with RICS standards;
– Obtained valuation details of every property held by the group and developed ranges for each key valuation assumption or capital
value movement, determined by reference to published benchmarks and using our experience and knowledge of the market.
Compared the investment yields used by the Valuers with the expected range of yields and the year on year capital movement to
our expected range;
– Assessed the reasonableness of other assumptions that are not readily comparable with published benchmarks;
– With the support of our internal valuation experts, we also questioned the external valuers as to the extent to which recent market
transactions and expected rental values used in deriving their valuations took into account the impact of climate change and related
ESG considerations; and
– Veriied where there could be alternative use opportunities, that this had been appropriately taken into account.
In addition to the above, where assumptions were outside the expected range or otherwise appeared unusual, and/or valuations
showed unexpected movements, we undertook further investigations and, when necessary, held further discussions with the Valuers
and obtained evidence to support explanations received. The supporting evidence and valuation commentaries provided by the
Valuers, enabled us to consider the property speciic factors that had or may have had an impact on value, including recent
comparable transactions where appropriate.
Information and standing data
We agreed the amounts per the valuation reports to the accounting records and from there we agreed the related balances through
to the Financial Statements. We tested the standing data which the group provided to the Valuers for use in the performance of the
valuation. This involved testing controls on a sample basis over the input of lease data for leases and testing the accuracy of lease and
other property information. For development properties, we also conirmed that the supporting information for construction contracts
and budgets was consistent with the group’s records, for example by inspecting construction contracts. For development properties,
capitalised expenditure was tested on a sample basis to invoices, and budgeted costs to complete were compared with supporting
evidence (for example construction contracts) to support the inputs included within their valuation at the year end.
Overall outcome
We concluded that the assumptions used in the valuations by the Valuers were supportable in light of the evidence obtained.
136 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
Key audit matter How our audit addressed the key audit matter
Valuation of investments in and loans to subsidiaries (parent)
Refer to note 7 (Investments by the Company) to the inancial
statements which discloses the company’s investments in and
loans to subsidiaries as at 31 December 2024. This is following
the recognition of a provision for impairment on investments in
and loans to subsidiaries recognised in the year. The company’s
accounting policy for investments and loans is to hold them at
cost less any impairment. Impairment of the loans is calculated
in accordance with International Financial Reporting Standard 9
(Financial Instruments). Investments in subsidiaries are assessed
for impairment in line with International Accounting Standard 36
(Impairment of Assets). Given the inherent judgement in
assessing both the carrying value of a subsidiary company and
the expected credit loss of intercompany loan receivables, this
was identiied as a key audit matter.
We assessed the accounting policy for investments and loans to subsidiaries to ensure they were compliant with the applicable
accounting standards. We obtained the directors’ impairment assessment for the recoverability of investments in and loans to
subsidiaries as at 31 December 2024. We veriied that the methodology used by the directors in arriving at the carrying value of each
subsidiary, and the expected credit loss provision for intercompany receivables, was compliant with applicable accounting standards.
We identiied the key estimate within the assessment for impairment of both the investments and loans to subsidiaries to be the
underlying valuation of investment property held by the subsidiaries. For details of our procedures over investment property valuations
please refer to the group key audit matter above.
We have no matters to report in respect of this work.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the inancial statements as a whole, taking into account the structure of the group and the
company, the accounting processes and controls, and the industry in which they operate.
The group’s reportable segments are the two property businesses: United Kingdom (UK) and
Continental Europe (CE). In establishing the overall approach to the group audit, we determined the
type of work that needed to be performed at reporting components, based on regions and countries
within the UK and CE, by us, as the group engagement team, or component auditors operating under
our instruction.
The group operates a common IT environment, processes and controls for rental income and payroll
across its reported segments. The group’s valuation and treasury functions are also based at the
corporate centre in the UK. The related balances were therefore largely audited by the group audit
team in the UK. Additionally, audits of speciic balances and speciied procedures were performed by
component audit teams, such that the total testing programme provided suicient audit evidence
over all inancial statement line items. The SELP Joint Venture was included as being in scope for a full
scope audit. As noted above, the work on rental income and valuation of investment properties for
the Joint Venture was performed by the group audit team.
We determined the level of involvement we needed to have in the component auditor’s work to be
able to conclude whether suicient appropriate audit evidence had been obtained as a basis for our
opinion on the group inancial statements as a whole. We issued formal, written instructions to the
component auditors setting out the work to be performed by each of them. Throughout the audit
process, the group audit team has been in close contact with the audit teams on location in each
region to oversee the audit process. Senior team members also attended the clearance meetings for
each component. During the clearance meetings, the results of the work performed by all component
teams were discussed. The group engagement team also evaluated the suiciency of the audit
evidence obtained by component teams. Taking into account the components and Joint Ventures
subject to a full scope audit, the centralised and other testing performed, coverage over the total
assets of the group was over 95%.
In respect of the company inancial statements, the group audit team performed a full scope
statutory audit.
The impact of climate risk on our audit
In planning our audit, we made enquiries with management to understand the extent of the potential
impact of climate change risk on the inancial statements. Our evaluation of this conclusion included
challenging key judgements and estimates in areas where we considered that there was greatest
potential for climate change impact. We particularly considered how climate change risks would
impact the assumptions made in the valuation of investment properties as explained in our key audit
matter above. We also considered the consistency of the disclosures in relation to climate change
made within the Annual Report, the inancial statements and the knowledge obtained from our audit.
Materiality
The scope of our audit was inluenced by our application of materiality. We set certain quantitative
thresholds for materiality. These, together with qualitative considerations, helped us to determine the
scope of our audit and the nature, timing and extent of our audit procedures on the individual inancial
statement line items and disclosures and in evaluating the eect of misstatements, both individually
and in aggregate on the inancial statements as a whole.
Based on our professional judgement, we determined materiality for the inancial statements as a
whole as follows:
Financial statements – group Financial statements – company
Overall materiality £175 million (2023: £173 million). £122 million (2023: £118 million).
How we determined it 1% of total assets 1% of total assets
Rationale for benchmark applied The primary measurement attribute
of the group is the carrying value of
property investments. On this basis,
we set an overall group materiality
level based on total assets.
The primary measurement
attribute of the company is the
carrying value of investments in
subsidiaries. On this basis, we set
an overall company materiality
level based on total assets.
137 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
In addition to overall group materiality, a speciic materiality was also applied to group Income
Statement line items that impact adjusted earnings, which is based on proit before tax,
adjusted to exclude fair value gain/(losses) on investment property and derivatives and impairment
loss on loan due from associate. We set a speciic materiality level of £23 million (2023: £20 million),
equating to 5% of adjusted proit before tax.
For each component in the scope of our group audit, we allocated a materiality that is less than
our overall group materiality. The range of materiality allocated across components was between
£36 million and £130 million. Certain components were audited to a local statutory audit materiality
that was also less than our overall group materiality.
We use performance materiality to reduce to an appropriately low level the probability that the
aggregate of uncorrected and undetected misstatements exceeds overall materiality. Speciically,
we use performance materiality in determining the scope of our audit and the nature and extent of
our testing of account balances, classes of transactions and disclosures, for example in determining
sample sizes. Our performance materiality was 75% (2023: 75%) of overall materiality, amounting to
£132 million (2023: £130 million) for the group inancial statements and £92 million (2023: £89 million)
for the company inancial statements.
In determining the performance materiality, we considered a number of factors – the history of
misstatements, risk assessment and aggregation risk and the eectiveness of controls – and
concluded that an amount at the upper end of our normal range was appropriate.
We agreed with the Audit Committee that we would report to them misstatements identiied
during our audit above £9 million (group audit) (2023: £9 million) and £6 million (company audit)
(2023: £5 million) as well as misstatements below those amounts that, in our view, warranted
reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group’s and the company’s ability to continue
to adopt the going concern basis of accounting included:
– Procedures to identify events or conditions that may cast signiicant doubt on the ability to continue
as a going concern and whether or not a material uncertainty related to going concern exists;
– Obtaining the Directors’ assessment of going concern and assessing the impact and the basis for
the downside stress scenarios that have been applied;
– Tested the integrity of the underlying formulas and calculations within the going concern and
cashlow models;
– Evaluation and corroboration of management’s signiicant assumptions used to assess going
concern. This includes upcoming debt maturities, contracted capital expenditure and operational
cash lows, and whether or not they are appropriate in the context of changes from prior periods
and align with our understanding of the entity and other relevant areas of the entity’s business activities;
– Review of potential inancial or non-inancial debt covenant defaults leading to acceleration of
repayment of borrowing facilities; and
– Assessing the group and company’s liquidity and whether the entity has adequately disclosed all
required going concern events and conditions.
Based on the work we have performed, we have not identiied any material uncertainties relating to
events or conditions that, individually or collectively, may cast signiicant doubt on the group’s and the
company’s ability to continue as a going concern for a period of at least twelve months from when the
inancial statements are authorised for issue.
In auditing the inancial statements, we have concluded that the directors’ use of the going concern
basis of accounting in the preparation of the inancial statements is appropriate.
However, because not all future events or conditions can be predicted, this conclusion is not a
guarantee as to the group’s and the company’s ability to continue as a going concern.
In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the directors’ statement in the
inancial statements about whether the directors considered it appropriate to adopt the going
concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
138 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
Reporting on other information
The other information comprises all of the information in the Annual Report other than the inancial
statements and our auditors’ report thereon. The directors are responsible for the other information.
Our opinion on the inancial statements does not cover the other information and, accordingly, we do
not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form
of assurance thereon.
In connection with our audit of the inancial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the inancial
statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If we identify an apparent material inconsistency or material misstatement, we are required to perform
procedures to conclude whether there is a material misstatement of the inancial statements or a
material misstatement of the other information. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report based on these responsibilities.
With respect to the Strategic report and Directors’ Report, we also considered whether the disclosures
required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also
to report certain opinions and matters as described below.
Strategic report and Directors’ Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the
Strategic report and Directors’ Report for the year ended 31 December 2024 is consistent with the
inancial statements and has been prepared in accordance with applicable legal requirements.
In light of the knowledge and understanding of the group and company and their environment
obtained in the course of the audit, we did not identify any material misstatements in the Strategic
report and Directors’ Report.
Directors’ Remuneration
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly
prepared in accordance with the Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern,
longer-term viability and that part of the corporate governance statement relating to the company’s
compliance with the provisions of the UK Corporate Governance Code speciied for our review.
Our additional responsibilities with respect to the corporate governance statement as other information
are described in the Reporting on other information section of this report.
Based on the work undertaken as part of our audit, we have concluded that each of the following
elements of the corporate governance statement is materially consistent with the inancial statements
and our knowledge obtained during the audit, and we have nothing material to add or draw attention
to in relation to:
– The directors’ conirmation that they have carried out a robust assessment of the emerging and
principal risks;
– The disclosures in the Annual Report that describe those principal risks, what procedures are in
place to identify emerging risks and an explanation of how these are being managed or mitigated;
– The directors’ statement in the inancial statements about whether they considered it appropriate
to adopt the going concern basis of accounting in preparing them, and their identiication of any
material uncertainties to the group’s and company’s ability to continue to do so over a period of at
least twelve months from the date of approval of the inancial statements;
– The directors’ explanation as to their assessment of the group’s and company’s prospects, the period
this assessment covers and why the period is appropriate; and
– The directors’ statement as to whether they have a reasonable expectation that the company will be
able to continue in operation and meet its liabilities as they fall due over the period of its assessment,
including any related disclosures drawing attention to any necessary qualiications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and company
was substantially less in scope than an audit and only consisted of making inquiries and considering
the directors’ process supporting their statement; checking that the statement is in alignment with the
relevant provisions of the UK Corporate Governance Code; and considering whether the statement is
consistent with the inancial statements and our knowledge and understanding of the group and
company and their environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement is materially consistent with the inancial
statements and our knowledge obtained during the audit:
– The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the information necessary for the members to assess the group’s and
company’s position, performance, business model and strategy;
– The section of the Annual Report that describes the review of eectiveness of risk management and
internal control systems; and
– The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’ statement
relating to the company’s compliance with the Code does not properly disclose a departure from
a relevant provision of the Code speciied under the Listing Rules for review by the auditors.
139 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
Responsibilities for the inancial statements and the audit
Responsibilities of the directors for the inancial statements
As explained more fully in the Statement of Directors’ responsibilities in respect of the Financial
Statements, the directors are responsible for the preparation of the inancial statements in accordance
with the applicable framework and for being satisied that they give a true and fair view. The directors
are also responsible for such internal control as they determine is necessary to enable the preparation
of inancial statements that are free from material misstatement, whether due to fraud or error.
In preparing the inancial statements, the directors are responsible for assessing the group’s and the
company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to liquidate
the group or the company or to cease operations, or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the inancial statements
Our objectives are to obtain reasonable assurance about whether the inancial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (UK) and ISAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to inluence the economic decisions of users
taken on the basis of these inancial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in
respect of irregularities, including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud, is detailed below.
Based on our understanding of the group and industry, we identiied that the principal risks of
non-compliance with laws and regulations related to compliance with the Real Estate Investment
Trust (REIT) status and SIIC regime and the UK regulatory principles, such as those governed by the
Financial Conduct Authority, and we considered the extent to which non-compliance might have
a material eect on the inancial statements. We also considered those laws and regulations that
have a direct impact on the inancial statements such as the Companies Act 2006. We evaluated
management’s incentives and opportunities for fraudulent manipulation of the inancial statements
(including the risk of override of controls), and determined that the principal risks were related to
posting inappropriate journal entries to increase revenue, and management bias in accounting
estimates and judgemental areas of the Financial Statements such as valuation of investment
properties. The group engagement team shared this risk assessment with the component auditors
so that they could include appropriate audit procedures in response to such risks in their work.
Audit procedures performed by the group engagement team and/or component auditors included:
– Discussions with management and internal audit, including consideration of known or suspected
instances of non-compliance with laws and regulations and fraud, and review of the reports made
by internal audit;
– Understanding management’s internal controls designed to prevent and detect irregularities;
– Assessment of matters, if any, reported on the group’s whistleblowing helpline and the results
of management’s investigation of such matters;
– Reviewing the group’s litigation register in so far as it related to non-compliance with laws and
regulations and fraud;
– Reviewing relevant meeting minutes, including those of the Board of Directors and the Audit
Committee;
– Designing audit procedures to incorporate unpredictability around the nature, timing and extent
of our testing;
– Review of tax compliance with the involvement of our tax specialists in the audit;
– Procedures relating to the valuation of investment properties described in the related key audit
matter above; and
– Identifying and testing journal entries, in particular any journal entries posted with unusual account
combinations.
There are inherent limitations in the audit procedures described above. We are less likely to become
aware of instances of non-compliance with laws and regulations that are not closely related to events
and transactions relected in the inancial statements. Also, the risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud
may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or
through collusion.
Our audit testing might include testing complete populations of certain transactions and balances,
possibly using data auditing techniques. However, it typically involves selecting a limited number of
items for testing, rather than testing complete populations. We will often seek to target particular items
for testing based on their size or risk characteristics. In other cases, we will use audit sampling to
enable us to draw a conclusion about the population from which the sample is selected.
A further description of our responsibilities for the audit of the inancial statements in accordance with
ISAs (UK) is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditors’ report.
140 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Independent auditors’ report to the members of SEGRO plc continued
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain
professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement of the consolidated inancial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is suicient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
– Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
eectiveness of the group’s and company’s internal control.
– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
– Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast signiicant doubt on the group’s and company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the consolidated inancial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the
group to cease to continue as a going concern.
– Evaluate the overall presentation, structure and content of the consolidated inancial statements,
including the disclosures, and whether the consolidated inancial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
– Obtain suicient appropriate audit evidence regarding the inancial information of the entities or
business activities within the group and company to express an opinion on the consolidated
inancial statements. We are responsible for the direction, supervision and performance of the
group and company audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and signiicant audit indings, including any signiicant deiciencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those matters
that were of most signiicance in the audit of the consolidated inancial statements of the current
period and are therefore the key audit matters. We describe these matters in our auditor’s report
unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest
beneits of such communication.
Use of this report
This report, including the opinions, has been prepared for and only for the company’s members as a
body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose.
We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any
other person to whom this report is shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
– we have not obtained all the information and explanations we require for our audit; or
– adequate accounting records have not been kept by the company, or returns adequate for our audit
have not been received from branches not visited by us; or
– certain disclosures of directors’ remuneration speciied by law are not made; or
– the company inancial statements and the part of the Directors’ Remuneration Report to be audited
are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Audit Committee, we were appointed by the members on
22 April 2016 to audit the inancial statements for the year ended 31 December 2016 and subsequent
inancial periods. The period of total uninterrupted engagement is nine years, covering the years
ended 31 December 2016 to 31 December 2024.
Other matter
The company is required by the Financial Conduct Authority Disclosure Guidance and Transparency
Rules to include these inancial statements in an annual inancial report prepared under the structured
digital format required by DTR 4.1.15R – 4.1.18R and iled on the National Storage Mechanism of the
Financial Conduct Authority. This auditors’ report provides no assurance over whether the structured
digital format annual inancial report has been prepared in accordance with those requirements.
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
13 February 2025
141 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Group Income Statement For the year ended 31 December 2024
Group Statement of Comprehensive Income For the year ended 31 December 2024
| 2024 | 2023 | ||
| Notes | £m | £m | |
Revenue | 4 | ||
Costs | 5 | ( | ( |
Administrative expenses | 6 | ( | ( |
Share of proit/(loss) from joint ventures and associates after tax | 7 | ( | |
Realised and unrealised property gains and losses | 8 | ( | |
Impairment loss on loan due from associate | 17(vi) | ( | |
Operating proit/(loss) | ( | ||
Finance income | 9 | ||
Finance costs | 9 | ( | ( |
Proit/(loss) before tax | ( | ||
Tax | 10 | ( | |
Proit/(loss) after tax | ( | ||
| Earnings per share (pence) | |||
Basic | 12 | ( | |
Diluted | 12 | ( |
| 2024 | 2023 | |
| £m | £m | |
Proit/(loss) for the year | ( | |
| Items that may be reclassiied subsequently to proit or loss | ||
Foreign exchange movement arising on translation of international operations | ( | ( |
Fair value movements on derivatives and borrowings in eective hedge relationships | ||
( | ( | |
Tax on components of other comprehensive expense | ||
Other comprehensive expense | ( | ( |
Total comprehensive income/(expense) for the year | ( |
142 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Balance Sheets As at 31 December 2024
Notes
Group | Company | ||||
| 2024 | 2023 | 2024 | 2023 | ||
| £m | £m | £m | £m | ||
| Assets | |||||
| Non-current assets | |||||
Intangible assets | – | – | |||
Investment properties | 13 | – | – | ||
Other interests in property | – | – | |||
Property, plant and equipment | 1 | 1 | |||
Investments in subsidiaries | 7 | 11,896 | 11,413 | ||
Investments in joint ventures and associates | 7 | – | – | ||
Other investments | – | – | |||
Other receivables | 14 | – | – | ||
Derivative inancial instruments | 17 | 48 | 47 | ||
11,945 | 11,461 | ||||
| Current assets | |||||
Trading properties | – | – | |||
Trade and other receivables | 14 | 34 | 40 | ||
Tax asset | – | – | |||
Derivative inancial instruments | 17 | 3 | 8 | ||
Cash and cash equivalents | 16 | 266 | 294 | ||
303 | 342 | ||||
Total assets | 12,248 | 11,803 | |||
| Liabilities | |||||
| Non-current liabilities | |||||
Borrowings | 16 | 3,253 | 3,925 | ||
Deferred tax liabilities | 10 | – | – | ||
Trade and other payables | 15 | 2,124 | 2,088 | ||
Derivative inancial instruments | 17 | 75 | 97 | ||
5,452 | 6,110 | ||||
| Current liabilities | |||||
Trade and other payables | 15 | 56 | 63 | ||
Borrowings | 16 | – | – | ||
Derivative inancial instruments | 17 | 44 | 52 | ||
Tax liabilities | 1 | – | |||
101 | 115 | ||||
Total liabilities | 5,553 | 6,225 | |||
Net assets | 6,695 | 5,578 |
Notes
Group | Company | ||||
| 2024 | 2023 | 2024 | 2023 | ||
| £m | £m | £m | £m | ||
| Equity | |||||
Share capital | 18 | 135 | 123 | ||
Share premium | 19 | 4,569 | 3,577 | ||
Capital redemption reserve | 19 | 114 | 114 | ||
Own shares held | 19 | ( | ( | (4) | (2) |
Other reserves | 19 | 220 | 224 | ||
Retained earnings 1 | 1,661 | 1,542 | |||
Total equity | 6,695 | 5,578 | |||
| Net assets per ordinary share (pence) | |||||
Basic | 12 | ||||
Diluted | 12 |
1 The proit of SEGRO plc (Company) in 2024 was £499 million (2023: £767 million).
143 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Statements of Changes in Equity For the year ended 31 December 2024
| Other reserves | |||||||||
| Translation, | |||||||||
| Ordinary | Capital | Share-based | hedging | ||||||
| share | Share | redemption | Own shares | payments | and other | Merger | Retained | ||
| capital | premium | reserve 1 | held 1 | reserves 1 | reserves 1 | reserve 1 | earnings | Total equity | |
| Group | £m | £m | £m | £m | £m | £m | £m | £m | £m |
Balance at 1 January 2024 | ( | ||||||||
Proit for the year | |||||||||
Other comprehensive expense | ( | ( | |||||||
Total comprehensive income/(expense) for the year | ( | ||||||||
| Transactions with owners of the Company | |||||||||
Issue of shares | |||||||||
Own shares acquired | ( | ( | |||||||
Equity-settled share-based transactions | ( | ||||||||
Dividends | ( | ( | |||||||
Total transaction with owners of the Company | ( | ( | ( | ||||||
Balance at 31 December 2024 | ( | ( |
1 See Note 19.
For the year ended 31 December 2023
| Other reserves | |||||||||
| Translation, | |||||||||
| Ordinary | Capital | Share-based | hedging | ||||||
| share | Share | redemption | Own shares | payments | and other | Merger | Retained | ||
| capital | premium | reserve 1 | held 1 | reserves 1 | reserves 1 | reserve 1 | earnings | Total equity | |
| Group | £m | £m | £m | £m | £m | £m | £m | £m | £m |
Balance at 1 January 2023 | ( | ||||||||
Loss for the year | ( | ( | |||||||
Other comprehensive expense | ( | ( | |||||||
Total comprehensive expense for the year | ( | ( | ( | ||||||
| Transactions with owners of the Company | |||||||||
Issue of shares | |||||||||
Own shares acquired | ( | ( | |||||||
Equity-settled share-based transactions | |||||||||
Dividends | ( | ( | |||||||
Total transaction with owners of the Company | ( | ( | ( | ||||||
Balance at 31 December 2023 | ( |
1 See Note 19.
144 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Statements of Changes in Equity continued
For the year ended 31 December 2024
Ordinary share
capital
£m
Share
premium
£m
Capital
redemption
reserve
1
£m
Own shares
held
1
£m
Other reserves
Retained
earnings
£m
Total equity
£mCompany
Share-based
payments
reserves
£m
Translation,
hedging
and other
reserves
£m
Merger
reserve
1
£m
Balance at 1 January 2024 123 3,577 114 (2) 8 47 169 1,542 5,578
Proit for the year – – – – – – – 499 499
Other comprehensive income – – – – – – – – –
Total comprehensive income for the year – – – – – – – 499 499
Transactions with owners of the Company
Issue of shares 11 878 – – – – – – 889
Own shares acquired – – – (5) – – – – (5)
Equity-settled share-based transactions – – – 3 (4) – – (1) (2)
Dividends 1 114 – – – – – (379) (264)
Total transaction with owners of the Company 12 992 – (2) (4) – – (380) 618
Balance at 31 December 2024 135 4,569 114 (4) 4 47 169 1,661 6,695
1 See Note 19.
For the year ended 31 December 2023
Ordinary share
capital
£m
Share
premium
£m
Capital
redemption
reserve
1
£m
Own shares
held
1
£m
Other reserves
Retained
earnings
£m
Total equity
£mCompany
Share-based
payments
reserves
£m
Translation,
hedging
and other
reserves
£m
Merger
reserve
1
£m
Balance at 1 January 2023 121 3,449 114 (1) 9 47 169 1,104 5,012
Proit for the year – – – – – – – 767 767
Other comprehensive income – – – – – – – – –
Total comprehensive income for the year – – – – – – – 767 767
Transactions with owners of the Company
Issue of shares – 1 – – – – – – 1
Own shares acquired – – – (4) – – – – (4)
Equity-settled share-based transactions – – – 3 (1) – – (2) –
Dividends 2 127 – – – – – (327) (198)
Total transaction with owners of the Company 2 128 – (1) (1) – – (329) (201)
Balance at 31 December 2023 123 3,577 114 (2) 8 47 169 1,542 5,578
1 See Note 19.
145 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Cash Flow Statement For the year ended 31 December 2024
| Group | |||
| 2024 | 2023 | ||
| Notes | £m | £m | |
| Cash lows from operating activities | |||
Cash generated from operations | 24(i) | ||
Interest received | |||
Dividends received | |||
Interest paid | ( | ( | |
Cost of early close out of interest rate derivatives and new interest rate derivatives transacted | ( | ( | |
Cost of early close out of debt | ( | ||
Tax paid | ( | ( | |
Net cash received from operating activities | |||
| Cash lows from investing activities | |||
Purchase and development of investment properties | ( | ( | |
Sale of investment properties | |||
Acquisition of other interests in property | ( | ( | |
Refunds from other interests in property | |||
Purchase of plant and equipment and intangibles | ( | ( | |
Acquisition of other investments | ( | ( | |
Investment and loans to joint ventures and associates | ( | ( | |
Divestment from and repayment of loans by joint ventures and associates | |||
Net cash used in investing activities | ( | ( | |
| Cash lows from inancing activities | |||
Dividends paid | 11 | ( | ( |
Proceeds from borrowings | 24(iii) | ||
Repayment of borrowings | 24(iii) | ( | ( |
Principal element of lease payments | 24(iv) | ( | ( |
Settlement of foreign exchange derivatives | ( | ||
Purchase of non-controlling interest | ( | ||
Proceeds from issue of ordinary shares | 18 | ||
Purchase of ordinary shares | ( | ( | |
Net cash generated from inancing activities | |||
Net (decrease)/increase in cash and cash equivalents | ( | ||
Cash and cash equivalents at the beginning of the year | |||
Eect of foreign exchange rate changes | |||
Cash and cash equivalents at the end of the year | 16 |
1 Cash payment for the purchase and development of investment properties of £1,0 00 million (2023: £83 9 million) represents total costs for property acquisitions and additions to existing investment properties per Note 13 of £9 93 million
(2023: £9 64 million) adjusted for the following cash and non-cash movements: deducts interest capitalised of £67 million (2023: £64 million) and includes net movement in capital related accruals, prepayments and VAT of £74 million
(2023: deducts £61 million).
146 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements For the year ended 31 December 2024
1. Material Accounting Policy Information
147 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
148 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
149 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Plant and equipment | 20% per annum |
Solar panels | 5% per annum |
150 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
151 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Adjusted proit is a no rofit is a non-GAAP measure and is the Group’s measure of underlying proit, whic rofit, which is used
by the Board and senior management to measure and monitor the Group’s income performance.
It is based on the Best Practices Recommendations Guidelines of European Public Real Estate
Association (EPRA), which calculate proit excluding investm late profit excluding investment and development property
revaluations and gains or losses on disposals. Changes in the fair value of s in the fair value of financial instruments and
associated close-out costs and their related taxation, as well as other permitted one-o items off items, are also
excluded. Refer to the Supplementary Notes for all EPRA adjustments.
The Directors may also exclude from the EPRA earnings measure additional items (gains and losses)
which are considered by them to be non-recurring, unusual or signiic nificant by virtue of size and nature.
In excluding such items going forward, management believe this gives a better measure of the
underlying performance of the business. No non-EPRA adjustments to underlying proit were mad g profit were made
in the current year. In the year ended 31 December 2023 there were two non-EPRA adjustments and
are detailed below.
As detailed further in Note 17(vi) an impairment loss of £28 million on a loan due from an associate was
recognised in the year ended 31 December 2023. The impairment of the loan is directly related to a
wider property transaction entered into by the Group and had arisen due to a fair value de ue to a fair value deficit on land
held by an associate. As the nature of the impairment does not rele s not reflect the underlying performance of
the business this has been treated as a Company speciic a ific adjustment.
In the year ended 31 December 2023 the impact of the SELP performance fee of £42 million was
excluded from the calculation of Adjusted proit and treated as a C rofit and treated as a Company speci cific adjustment.
No SELP performance fee was recognised in the year ended 31 December 2024 and no adjustment
is required for this year. See footnote 3 below and Note 7 (ii) for further details.
152 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
1 A detailed breakdown of the adjustments to the share of proit f rofit from joint ventures and associates is included in Note 7.
2 Net service charge and other expense of £1 million (2023: £1 million income) is calculated as Service charge and other
income of £51 million (2023: £45mill 5 million) shown in Note 4, less Service charge and other expenses of £52 million
(2023: £44 million) shown in Note 5.
3 There was no performance fee recognised in the year ended 31 December 2024. Total impact of the joint venture
performance fee from SELP for the year ended 31 December 2023: Performance fee of £89 million within joint venture
fee income; cost of £37 million within Share of joint ventures’ and associates adjusted proi rofit after tax (being the share of
performance fee cost of £45 million less a tax credit of £8 million) and a tax charge of £10 million recognised in respect
of the performance fee income. Overall, the net proit a rofit after tax impact was £42 million. See Note 7 for further details.
| 2024 | 2023 | ||
| Notes | £m | £m | |
Gross rental income | 4 | 592 | 547 |
Property operating expenses | 5 | (92) | (85) |
Net rental income | 500 | 462 | |
Joint venture management fee income | 4 | 26 | 29 |
Management and development fee income | 4 | 6 | 4 |
Net service charge and other income 2 | (1) | 1 | |
Administrative expenses | 6 | (76) | (63) |
Share of joint ventures and associates’ Adjusted p 1 | 7 | 83 | 82 |
Adjusted operatin | 538 | 515 | |
9 | (68) | (106) | |
Adjusted pr | 470 | 409 | |
| Adjustments to reconcile to IFRS: | |||
Adjustments to the sh associates’ after tax 1 | 7 | (30) | (158) |
Realised and unrealised property gains and losses | 8 | 195 | (601) |
8 | – | 3 | |
Cost of early close out debt | 9 | (2) | (1) |
Net fair value gain on interest rate swaps and other derivatives | 9 | 3 | 24 |
Joint venture performance fee income 3 | 4 | – | 89 |
Impairment loss on loan due from associate | 17(vi) | – | (28) |
Total adjustments | 166 | (672) | |
636 | (263) | ||
| Tax | |||
On Adjus | 10 | (12) | (10) |
In respect of adjustments | 10 | (30) | 20 |
Total tax adjustments | (42) | 10 | |
594 | (253) | ||
| Of which: | |||
Adjusted p | 458 | 399 | |
Total adjustments after tax | 136 | (652) |
153 | SEGRO plc Annual Report & Accounts 2024
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Notes to the Financial Statements continued
| Share of joint | ||||||||
| ventures and | Valuation | Investments | ||||||
| Gross | Net | associates’ | surplus/(deicit) | Total directly | in joint | |||
| rental | rental | Adjusted | Adjusted | on investment | owned property | ventures and | Capital | |
| income | income | PBIT 2 | properties | assets | associates | expenditure 3 | ||
| 31 December 2024 | £m | £m | £m | £m | £m | £m | £m | £m |
UK | 437 | 399 | – | 395 | 170 | 11,463 | 28 | 562 |
CE | 155 | 113 | 111 | 244 | (50) | 3,846 | 2,428 | 434 |
Other 1 | – | (12) | (28) | (101) | – | – | (904) | 24 |
Total | 592 | 500 | 83 | 538 | 120 | 15,309 | 1,552 | 1,020 |
| Share of joint | ||||||||
| ventures and | Valuation | Investments | ||||||
| Gross | Net | associates’ | surplus/(deicit) | Total directly | in joint | |||
| rental | rental | Adjusted | Adjusted | on investment | owned property | ventures and | Capital | |
| income | income | PBIT 2 | properties | assets | associates | expenditure 3 | ||
| 31 December 2023 | £m | £m | £m | £m | £m | £m | £m | £m |
UK | 407 | 375 | – | 372 | (421) | 11,160 | 20 | 598 |
CE | 140 | 102 | 119 | 242 | (226) | 3,757 | 2,697 | 366 |
Other 1 | – | (15) | (37) | (99) | – | – | (1,081) 4 | 29 |
Total | 547 | 462 | 82 | 515 | (647) | 14,917 | 1,636 | 993 |
154 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| 2024 | 2023 | |
| £m | £m | |
Directors’ remuneration | 6 | 8 |
Depreciation and amortisation | 10 | 5 |
Other administrative expenses | 60 | 50 |
Total administrative expenses | 76 | 63 |
| 2024 | 2023 | |
| £m | £m | |
| Audit services: | ||
Parent company | 1.5 | 1.3 |
Subsidiary undertakings | 0.1 | 0.1 |
Total audit fees | 1.6 | 1.4 |
Audit related assurance services | 0.1 | 0.1 |
Audit and audit related assurance services | 1.7 | 1.5 |
| Other fees: | ||
Other | 0.2 | 0.1 |
Total other fees | 0.2 | 0.1 |
Total fees in relation to audit and other services | 1.9 | 1.6 |
| 2024 | 2023 | ||
| £m | £m | ||
Rental income from investment and trading properties | 574 | 536 | |
Rent averaging | 14 | 10 | |
Surrender premiums | 4 | 1 | |
Gross rental inco | 592 | 547 | |
Joint venture fee income | – management fees* | 26 | 29 |
– performance fees* 2 | – | 89 | |
Joint venture fee income | 26 | 118 | |
Management and development fee income* | 6 | 4 | |
Service charge and other income* 3 | 51 | 45 | |
Proceeds from sale of trading properties* | – | 35 | |
Total revenue | 675 | 749 |
| 2024 | 2023 2 | |
| £m | £m | |
Vacant property costs | 18 | 14 |
Letting, marketing, legal and professional fees | 16 | 15 |
Loss allowance and impairment of receivables 1 | 1 | 3 |
Other expenses 2 | 11 | 9 |
Property management expenses | 46 | 41 |
Property administrative expenses 2,3 | 56 | 56 |
Costs capitalised 4 | (10) | (12) |
Total property operating expenses | 92 | 85 |
Service charge and other expense 5 | 52 | 44 |
Trading properties cost of sales | – | 32 |
Total costs | 144 | 161 |
155 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| 2024 | 2023 | |
| £m | £m | |
Wages and salaries | 55 | 54 |
Social security costs | 8 | 7 |
Pension costs | 3 | 3 |
Share scheme costs | 7 | 10 |
Total | 73 | 74 |
Average number of Group employees | 459 | |
– Direct property | 294 | 290 |
– Indirect property and administration | 167 | 169 |
| At 100% | At 100% | At share | At share | |||
| SELP | Other | 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | £m | £m | |
Revenue 1 | 370 | – | 370 | 347 | 185 | 174 |
Gross rental income | 274 | – | 274 | 267 | 137 | 134 |
| Property operating | ||||||
| expenses: | ||||||
| – underlying property | ||||||
operating expenses | (15) | – | (15) | (16) | (8) | (8) |
– vacant property costs | (2) | (1) | (3) | (1) | (1) | (1) |
| – property management | ||||||
fees 2 | (23) | – | (23) | (24) | (12) | (12) |
Net rental income | 234 | (1) | 233 | 226 | 116 | 113 |
Management fee income | 4 | – | 4 | 4 | 2 | 2 |
Administrative expenses | (5) | – | (5) | (5) | (2) | (2) |
| Finance costs (including | ||||||
adjustments) | (44) | – | (44) | (40) | (22) | (20) |
Adjusted pr | 189 | (1) | 188 | 185 | 94 | 93 |
Tax | (22) | – | (22) | (22) | (11) | (11) |
Adjusted pr | 167 | (1) | 166 | 163 | 83 | 82 |
| Adjustments: | ||||||
properties | 5 | – | 5 | – | 2 | – |
Valuation (deicit)/surplus on investment properties | (71) | 11 | (60) | (325) | (30) | (162) |
Performance fees expense 3 | – | – | – | (89) | – | (45) |
Tax in respect of adjustments | (5) | – | (5) | 98 | (2) | 49 |
Total adjustments | (71) | 11 | (60) | (316) | (30) | (158) |
96 | 10 | 106 | (153) | 53 | (76) | |
Other comprehensive income | – | – | – | – | – | – |
Total comprehensive income/(expense) for the year | 96 | 10 | 106 | (153) | 53 | (76) |
156 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| 2024 | 2023 | |
| £m | £m | |
Cost or valuation at 1 January | 1,636 | 1,768 |
Exchange movement | (81) | (30) |
Net investments 1 | (27) | 12 |
Dividends received 2 | (29) | (38) |
Sha | 53 | (76) |
Cost or valuation at 31 December | 1,552 | 1,636 |
| At 100% | At 100% | At share | At share | |||
| SELP | Other | 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | £m | £m | |
Investment properties | 4,996 | 56 | 5,052 | 5,830 | 2,526 | 2,915 |
Property, plant and equipment | 19 | – | 19 | 12 | 10 | 6 |
Other receivables | 3 | – | 3 | 2 | 1 | 1 |
Total non-current assets | 5,018 | 56 | 5,074 | 5,844 | 2,537 | 2,922 |
Other receivables | 51 | 1 | 52 | 62 | 26 | 31 |
Cash and cash equivalents | 345 | 1 | 346 | 56 | 173 | 28 |
Total current assets | 396 | 2 | 398 | 118 | 199 | 59 |
Total assets | 5,414 | 58 | 5,472 | 5,962 | 2,736 | 2,981 |
Borrowings 1 | (1,444) | – | (1,444) | (2,143) | (722) | (1,072) |
Deferred tax | (359) | – | (359) | (381) | (179) | (191) |
Other liabilities 2 | – | – | – | (34) | – | (17) |
Total non-current liabilities | (1,803) | – | (1,803) | (2,558) | (901) | (1,280) |
Borrowings | (413) | – | (413) | – | (207) | – |
Other liabilities | (149) | (3) | (152) | (159) | (76) | (79) |
Total current liabilities | (562) | (3) | (565) | (159) | (283) | (79) |
Total liabilities | (2,365) | (3) | (2,368) | (2,717) | (1,184) | (1,359) |
Unrecognised share of losses | – | – | – | 28 | – | 14 |
Net assets | 3,049 | 55 | 3,104 | 3,273 | 1,552 | 1,636 |
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Notes to the Financial Statements continued
| 2024 | 2023 | |
| £m | £m | |
Cost or valuation of subsidiaries at 1 January | 11,413 | 10,597 |
Exchange movement | (15) | (8) |
Additions 1 | – | 303 |
Loan movement 1 | 578 | 657 |
Increase in provision for investments in and loans to subsidiaries 2 | (80) | (136) |
Cost or valuation at 31 December | 11,896 | 11,413 |
| 2024 | 2023 | |
| £m | £m | |
Opening loss allowance at 1 January | 230 | 122 |
Increase in loan loss allowance recognise | 105 | 123 |
Unused amount reversed in p | (25) | (15) |
Closing loss allowance at 31 December | 310 | 230 |
8. Realised and Unrealised Property Gains and Losses
| 2024 | 2023 | |
| £m | £m | |
1 | 75 | 46 |
Valuation surplus/(de 2 | 120 | (647) |
Total realised and unrealised property gain/(loss) | 195 | (601) |
1 Includes pro s profit on sale of investment properties of £75 million (2023: £39 million) and other property related investment
income of £nil (2023: £7 million).
2 Includes £121 million valuation surplus on investment properties (2023: £646 million de n deficit) and £1 million valuation loss
on head lease ROU asset (2023: £1 million).
The above table does not include realised gains on sale of trading properties of £nil (2023: £3 million)
as detailed further in Note 2.
The total valuation surplus on investment and trading properties are £90 million (2023: £809 million
and £30 million dei eficit from joint ventures and associates at share (2023: £162 million de n deficit).
The total property gain on investment and trading properties are £167 million (2023: £760 million loss).
This comprises of the total valuation surplus on investment properties and trading properties of
£90 million (2023: £809 million dei eficit), plus £75 million proit on s n profit on sale of investment properties and
other investment income (2023: £46 million), £2 million proit on s rofit on sale of investment properties
from joint ventures and associates at share (2023: £nil) and £nil proit o d £nil profit on sale of trading property
(2023: £3 million).
| 2024 | 2023 | |
| Finance income | £m | £m |
Interest received on bank deposits and related derivatives | 56 | 25 |
Fair value gain on interest rate swaps and other derivatives | 35 | 59 |
1 | – | |
Total | 92 | 84 |
| 2024 | 2023 | |
| Finance costs | £m | £m |
Interest on overdrafts, loans and related derivatives | (179) | (184) |
Cost of early close out of debt | (2) | (1) |
Amortisation of issue costs | (10) | (8) |
Interest on lease liabilities | (3) | (3) |
Total borrowing costs | (194) | (196) |
Less amounts capitalised on the development of properties | 67 | 64 |
Net borrowing costs | (127) | (132) |
Fair value loss on interest rate swaps and other derivatives | (32) | (35) |
T | (159) | (167) |
(67) | (83) |
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Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
The tax charge is lower than (2023: tax credit is higher than) the standard rate of UK corporation tax.
| 2024 | 2023 | |
| £m | £m | |
636 | (263) | |
Exclude valuation (surplus)/ | (170) | 421 |
466 | 158 | |
| Multiplied by standard rate of UK corporation tax of 25 per cent | ||
(2023: 23.5 per cent) 2 | (117) | (37) |
REIT & SIIC exemption on income and gains | 90 | 94 |
Non deductible items | (5) | (13) |
Joint venture and associates’ tax adjustment 1 | 12 | (17) |
Higher tax rates on international earnings | (1) | (3) |
Adjustment in respect of assets not recognised | (21) | (14) |
Total tax (charge)/credit on pr | (42) | 10 |
1 The joint venture and associates’ tax adjustment is required because the pro e profit on ordinary activities before tax includes
share of pro re of profit from joint ventures and associates’ after tax, whereas the total tax balance excludes joint ventures and
associates.
2 The UK corporation tax rate for the x rate for the financial year beginning 1 April 2023 increased to 25 per cent (previously 19 per cent
in the in e financial year beginning 1 April 2022).
10(iii) – REIT and SIIC regimes and other tax judgements
SEGRO is a Real Estate Investment Trust (REIT) and does not pay tax on its UK property income or
gains on property sales, provided that at least 90 per cent of the Group’s UK property income is
distributed as a dividend to shareholders, which becomes taxable in their hands. In addition, the
Group has to meet certain conditions such as ensuring its worldwide property rental business
represents more than 75 per cent of total proits a r cent of total profits and assets. Any potential or proposed changes to the
REIT legislation are monitored and discussed with HMRC. It is management’s intention that the Group
will continue as a REIT for the foreseeable future.
SEGRO is also a SIIC in France, and does not pay corporation tax on its French property income or
gains on property sales, provided that at least 95 per cent of the relevant Group French subsidiaries’
property income is distributed to their immediate shareholder. In addition, the Group has to meet
certain conditions such as ensuring the property rental business of each French subsidiary represents
more than 80 per cent of its assets. Any potential or proposed changes to the SIIC legislation are
monitored. It is management’s intention that the Group will continue as a SIIC for the foreseeable
future.
In 2021 a formal tax assessment in relation to the applicability of a 25 per cent withholding tax on
distributions from the SIIC was received from the French tax authorities and a tax charge was
recognised. A legal conclusion has not been reached and communication with the French tax
authorities remains ongoing. As a result, a tax charge for the 25 per cent withholding tax on results
generated from the French business has been recognised, this includes withholding tax on unremitted
earnings. As noted below, until a legal conclusion has been reached, it is possible further tax charges
may arise in relation to this matter.
10. Tax
10(i) – Tax on proit ax on profit
| 2024 | 2023 | |
| £m | £m | |
| Tax: | ||
On Adjus | (12) | (10) |
| In respect of adjustments: | ||
Joint venture performance fees | – | (10) |
Other (primarily in respect of property disposals and valuation movements) | (30) | 30 |
Total tax in respect of adjustments | (30) | 20 |
Total tax (charge)/credit | (42) | 10 |
| Current tax | ||
| United Kingdom | ||
Current tax credit/(charge) | 1 | (10) |
Total UK current tax credit/(charge) | 1 | (10) |
| Overseas | ||
Current tax charge | (33) | (10) |
Total overseas current tax charge | (33) | (10) |
Total current tax charge | (32) | (20) |
| Deferred tax | ||
Origination and reversal of temporar | (14) | (10) |
Released in respect of property disposals in the year | 14 | 5 |
On valuation movements | (9) | 33 |
Total deferred tax in respect of investment properties | (9) | 28 |
Other deferred tax | (1) | 2 |
Total deferred tax (charge)/credit | (10) | 30 |
Total tax (charge)/credit on pr | (42) | 10 |
159 | SEGRO plc Annual Report & Accounts 2024
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Notes to the Financial Statements continued
The Group operates in a number of jurisdictions and is subject to periodic challenges by local tax
authorities on a range of tax matters during the normal course of business. The tax impact can be
uncertain until a conclusion is reached with the relevant tax authority or through a legal process.
The Group uses in-house expertise when assessing uncertain tax positions and seeks the advice
of external professional advisors where appropriate. The Group believes that its provisions for tax
liabilities and associated penalties are adequate for all open tax years based on its assessment of
many factors, including tax laws and prior experience. The signi ignificant assessment relating to the
recognition of withholding tax in France is discussed above.
| Balance | Exchange | Recognised in | Balance | |
| 1 January | movement | income | 31 December | |
| Group – 2024 | £m | £m | £m | £m |
| Valuation surpluses and | ||||
accelerated tax allowances | 178 | (9) | 9 | 178 |
Others | 14 | (1) | 1 | 14 |
Total deferred tax liabilities | 192 | (10) | 10 | 192 |
| Balance | Exchange | Recognised | Balance | |
| 1 January | movement | in income | 31 December | |
| Group – 2023 | £m | £m | £m | £m |
| Valuation surpluses and | ||||
accelerated tax allowances | 209 | (3) | (28) | 178 |
Others | 17 | (1) | (2) | 14 |
Total deferred tax liabilities | 226 | (4) | (30) | 192 |
10(v) – Factors that may aect future tax char t may affect future tax charges
Other than France no deferred tax is recognised on the unremitted earnings of international
subsidiaries, joint ventures and associates. In the event of their remittance to the UK, no net UK tax is
expected to be payable. As detailed in Note 10(iii) a tax charge for probable withholding tax due on
results generated from the French business has been recognised, this includes withholding tax on
unremitted earnings.
10(vi) – OECD Pillar Two model rules
Pillar Two legislation was enacted in the UK during 2023, the jurisdiction in which the Company is
incorporated, and was eective from 1 Jan d was effective from 1 January 2024. Management have engaged tax specialists to
assist with applying the legislation and assessing the impact in all relevant jurisdictions. Based on the
assessment of this enacted legislation and local enacted qualifying domestic minimum top-up tax
rules in eect s in effect, management consider there to be no material impact on the Company or the Group
due to its UK REIT status, which should result in the majority of the Group companies being excluded
from the rules.
The Group applies the exception to recognising and disclosing information about deferred tax assets
and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in
May 2023.
11. Dividends
| 2024 | 2023 | |
| £m | £m | |
| Ordinary dividends paid | ||
Interim dividend for 2024 @ 9.1 pence per share | 123 | – |
Final dividend for 2023 @ 19.1 pence per share | 256 | – |
Interim dividend for 2023 @ 8.7 pence per share | – | 107 |
Final dividend for 2022 @ 18.2 pence per share | – | 220 |
Total dividends | 379 | 327 |
Dividends in the statement of changes in equity | 379 | 327 |
Dividends settled as shares | (115) | (129) |
Timing d | 13 | (13) |
Dividends disclosed in cash | 277 | 185 |
The Board recommends a i ds a final dividend for 2024 of 20.2 pence which is estimated to result in
a distribution of up to £273 million. The total dividend paid and proposed per share in respect
of the year ended 31 December 2024 is 29.3 pence (2023: 27.8 pence).
The total dividend in 2024 of £379 million (2023: £327 million) was paid: £264 million as cash
(2023: £198 million) and £115 million in scrip dividends (2023: £129 million). For details on scrip
dividends see Notes 18 and 19.
160 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
2024 | 2023 | |||||
| Equity | Equity | |||||
| attributable | attributable | |||||
| to ordinary | to ordinary | |||||
| shareholders | Shares | Pence per | shareholders | Shares | Pence per | |
| £m | million | share | £m | million | share | |
Basic NAV | 12,049 | 1,352.2 | 891 | 10,904 | 1,227.2 | 889 |
| Dilution adjustments: | ||||||
Share schemes | – | 3.1 | (2) | – | 3.5 | (3) |
Diluted NAV | 12,049 | 1,355.3 | 889 | 10,904 | 1,230.7 | 886 |
Fair value adjustment in respect of interest rate | ||||||
derivatives – Group | 95 | 7 | 106 | 9 | ||
Fair value adjustment in respect of trading | ||||||
properties – Group | 2 | – | 1 | – | ||
Deferred tax in respect of depreciation and valuation | ||||||
surpluses – Group 1 | 90 | 7 | 89 | 7 | ||
Deferred tax in respect of depreciation and valuation | ||||||
| surpluses – Joint ventures | ||||||
and associates 1 | 88 | 7 | 92 | 7 | ||
Intangible assets | (37) | (3) | (30) | (2) | ||
Adjusted NAV | 12,287 | 1,355.3 | 907 | 11,162 | 1,230.7 | 907 |
12. Earnings and Net Assets Per Share
The earnings per share calculations use the weighted average number of shares in issue during
the year and the net assets per share calculations use the number of shares in issue at year end.
Earnings per share calculations exclude 0.5 million shares (2023: 0.3 million) being the average
number of shares held on trust for employee share schemes and net assets per share calculations
exclude 0.7 million shares (2023: 0.4 million) being the actual number of shares held on trust for
employee share schemes at year end.
2024 | 2023 | |||||
| Earnings | Shares | Pence per | Earnings | Shares | Pence per | |
| £m | million | share | £m | million | share | |
Basic EPS | 594 | 1,328.7 | 44.7 | (253) | 1,220.0 | (20.7) |
| Dilution adjustments: | ||||||
Share schemes | – | 3.3 | (0.1) | – | – | – |
Diluted EPS 2 | 594 | 1,332.0 | 44.6 | (253) | 1,220.0 | (20.7) |
Basic EPS | 594 | 1,328.7 | 44.7 | (253) | 1,220.0 | (20.7) |
Adjustment tax | (166) | (12.5) | 672 | 55.1 | ||
Tax in respect of Adjustments | 30 | 2.3 | (20) | (1.7) | ||
Adjusted Basic EPS | 458 | 1,328.7 | 34.5 | 399 | 1,220.0 | 32.7 |
Adjusted Diluted EPS | 458 | 1,332.0 | 34.4 | 399 | 1,223.4 | 32.6 |
161 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
13. Investment properties
| Completed | Development | Total | |
| £m | £m | £m | |
At 1 January 2024 | 12,285 | 2,383 | 14,668 |
Exchange movement | (148) | (41) | (189) |
Property acquisitions | 431 | 21 | 452 |
Additions to existing investment properties | 45 | 496 | 541 |
Disposals | (474) | (68) | (542) |
| Transfers on completion of development and completed | |||
properties taken back for redevelopment | 497 | (497) | – |
Revaluation surplus/(deicit) during the year | 191 | (70) | 121 |
At 31 December 2024 | 12,827 | 2,224 | 15,051 |
Add tenant lease incentives and letting fees | 185 | – | 185 |
| Investment properties excluding head lease ROU assets | |||
at 31 December 2024 | 13,012 | 2,224 | 15,236 |
Add head lease liabilities (ROU assets) 1 | 67 | – | 67 |
Total investment properties at 31 December 2024 | 13,079 | 2,224 | 15,303 |
| Completed | Development | Total | |
| £m | £m | £m | |
At 1 January 2023 | 12,113 | 2,589 | 14,702 |
Exchange movement | (47) | (18) | (65) |
Property acquisitions | – | 403 | 403 |
Additions to existing investment properties | 54 | 507 | 561 |
Disposals | (204) | (83) | (287) |
| Transfers on completion of development and completed | |||
properties taken back for redevelopment | 824 | (824) | – |
Revaluation de | (455) | (191) | (646) |
At 31 December 2023 | 12,285 | 2,383 | 14,668 |
Add tenant lease incentives and letting fees | 175 | – | 175 |
Investment properties excluding head lease ROU assets at 31 December 2023 | 12,460 | 2,383 | 14,843 |
Add head lease liabilities (ROU assets) 1 | 71 | – | 71 |
Total investment properties at 31 December 2023 | 12,531 | 2,383 | 14,914 |
1 At 31 December 2024 investment properties included £67 million (2023: £71 million) for the head lease liabilities
recognised under IFRS 16.
2 Part of the capital expenditure incurred is in response to climate change including the reduction of the carbon footprint
of the Group’s existing investment properties and developments. The reduction of the carbon footprint within the
Group’s property portfolio is discussed in more detail on pages 38 and 41.
Investment properties are stated at fair value as at 31 December 2024 based on external valuations
performed by professionally quali ualified, independent valuers. The Group’s wholly-owned, joint venture
and associate property portfolio is valued by CBRE Ltd on a half-yearly basis. The valuations conform
to International Valuation Standards and were arrived at by reference to market evidence of the
transaction prices paid for similar properties. In estimating the fair value of the properties, the valuers
consider the highest and best use of the properties. There has been no change to the valuation
technique during the year.
CBRE Ltd also undertakes some professional and agency work on behalf of the Group. This is carried
out by departments separate from the Valuation team in CBRE and overall the total fees earned from
the Group are below 5 per cent of CBRE’s total income. This work does not therefore lead to a conlict flict
of interest for the properties being valued by CBRE at the period end.
Completed properties include buildings that are occupied or are available for occupation.
Development properties include land available for development (land bank), land under development,
construction in progress and covered land. The carrying value of covered land held within
Development properties as at 31 December 2024 is £619 million (2023: £645 million).
At 31 December 2024 investment properties included £185 million tenant lease incentives, letting fees
and rent guarantees (2023: £175 million).
The carrying value of investment properties situated on land held under leaseholds is £170 million
(excluding head lease ROU assets) (2023: £186 million).
Further details on property valuation techniques, sustainability and climate change considerations
and related quantitative information are set out in Note 25.
162 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
| Secured borrowings: | ||||
Euro mortgages | – | 1 | – | – |
Total secured (on land, buildings and other assets) | – | 1 | – | – |
| Unsecured borrowings: | ||||
| Bonds | ||||
1.250% bonds 2026 €650m | 535 | 562 | – | – |
2.375% bonds 2029 £350m | 349 | 349 | 349 | 349 |
1.875% bonds 2030 €500m | 410 | 430 | – | – |
0.50% bonds 2031 €500m | 409 | 430 | – | – |
3.50% bonds 2032 €500 | 408 | – | 408 | – |
5.75% bonds 2035 £200m | 199 | 199 | 199 | 199 |
2.875% bonds 2037 £400m | 397 | 396 | 397 | 396 |
5.125% bonds 2041 £350m | 344 | 343 | 344 | 343 |
3,051 | 2,709 | 1,697 | 1,287 | |
| Private placement notes | ||||
1.77% notes 2027 €400m | 330 | 348 | 330 | 348 |
1.82% notes 2028 €100m | 83 | 87 | 83 | 87 |
2.00% notes 2029 €150m | 124 | 130 | 124 | 130 |
2.27% notes 2032 €100m | 82 | 87 | 82 | 87 |
1.35% notes 2032 €150m | 124 | 130 | 124 | 130 |
2.37% notes 2033 €200m | 165 | 174 | 165 | 174 |
1.45% notes 2035 €50m | 41 | 43 | 41 | 43 |
3.87% notes 2037 €50m | 40 | 42 | 40 | 42 |
1.83% notes 2040 €190m (Series C) | 156 | 164 | 156 | 164 |
1.83% notes 2040 €60m (Series D) | 49 | 52 | 49 | 52 |
4.14% notes 2042 €175m | 145 | 152 | 145 | 152 |
1,339 | 1,409 | 1,339 | 1,409 | |
| Bank loans | ||||
Revolving credit facilities | 72 | 348 | 72 | 348 |
Term loans | 145 | 881 | 145 | 881 |
217 | 1,229 | 217 | 1,229 | |
Total unsecured | 4,607 | 5,347 | 3,253 | 3,925 |
Total borrowings | 4,607 | 5,348 | 3,253 | 3,925 |
Cash and cash equivalents | (363) | (376) | (266) | (294) |
Net borrowings | 4,244 | 4,972 | 2,987 | 3,631 |
14. Trade and Other Receivables
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
| Current | ||||
Trade receivables 1 | 65 | 63 | – | – |
Other receivables 2 | 88 | 112 | 34 | 40 |
Prepayments | 19 | 13 | – | – |
Amounts due from related parties | 6 | 7 | – | – |
Total current trade and other receivables | 178 | 195 | 34 | 40 |
| Non-current | ||||
Other receivables | 2 | 2 | – | – |
Amounts due from related parties 3 | – | 6 | – | – |
Total non-current other receivables | 2 | 8 | – | – |
1 Note 17(vi) details the Group’s credit risk management and loss allowances held for trade receivables.
2 Group other current receivables includes VAT recoverable and capital receivables.
3 Group non-current amounts due from related parties as at 31 December 2023 included an amount due from a loan held
with an associate. The associate was acquired during 2024. See Note 17(vi) for further details on the impairment of the
loan balance.
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
| Due within one year | ||||
Trade payables | 7 | 10 | – | – |
Other payables 1 | 130 | 165 | 1 | 15 |
Non-capital accruals 2 | 113 | 108 | 55 | 48 |
Capital creditors and capital accruals | 136 | 223 | – | – |
Rent in advance | 115 | 107 | – | – |
Lease liabilities | 1 | 1 | – | – |
Total trade and other payables due within one year | 502 | 614 | 56 | 63 |
| Due after one year | ||||
Other payables | 1 | 1 | – | – |
Lease liabilities | 69 | 73 | – | – |
Loans due to subsidiaries | – | – | 2,124 | 2,088 |
Total other payables due after one year | 70 | 74 | 2,124 | 2,088 |
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Notes to the Financial Statements continued
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
In one year or less | – | 1 | – | – |
In more than one year but less than two | 535 | 168 | – | 168 |
In more than two years but less t | 1,103 | 2,057 | 1,103 | 1,495 |
In more tha | 1,598 | 1,729 | 779 | 869 |
In more than ten years | 1,371 | 1,393 | 1,371 | 1,393 |
In more than one year | 4,607 | 5,347 | 3,253 | 3,925 |
Total borrowings | 4,607 | 5,348 | 3,253 | 3,925 |
Cash and cash equivalents 1 | (363) | (376) | (266) | (294) |
Net borrowings | 4,244 | 4,972 | 2,987 | 3,631 |
| Group | ||
| 2024 | 2023 | |
| £m | £m | |
In one year or less | 140 | 148 |
In more than one year but less than two | – | – |
In more than two years but less t | 1,413 | 1,212 |
Total available undrawn borrowing facilities | 1,553 | 1,360 |
| 2024 | |||||||||
| Fixed | Fixed | Fixed | Capped | Capped | Floored | Floored | Variable | ||
| rate | period | debt | strike | debt | strike | cash | debt/cash | Total | |
| – Group | % | years | £m | % | £m | % | £m | £m | £m |
Borrowings | Weighted average after derivative instruments | ||||||||
Sterling | 3.83 | 10.9 | 1,388 | – | – | – | – | (470) | 918 |
Euros | 1.98 | 5.5 | 2,523 | 2.20 | 1,095 | – | – | 71 | 3,689 |
Total borrowings | 2.64 | 7.4 | 3,911 | 2.20 | 1,095 | – | – | (399) | 4,607 |
| Cash and cash | |||||||||
| equivalents | |||||||||
Sterling | 4.69 | (348) | – | (348) | |||||
Euros | – | – | (15) | (15) | |||||
Total cash and cash equivalents | (348) | (15) | (363) | ||||||
Net borrowings | 3,911 | 1,095 | (348) | (414) | 4,244 |
| 2023 | |||||||||
| Fixed | Fixed | Fixed | Capped | Capped | Floored | Floored | Variable | ||
| rate | period | debt | strike | debt | strike | cash | debt/cash | Total | |
| – Group | % | years | £m | % | £m | % | £m | £m | £m |
Borrowings | Weighted average after derivative instruments | ||||||||
Sterling | 3.83 | 11.9 | 1,387 | – | – | – | – | 449 | 1,836 |
Euros | 1.68 | 6.1 | 2,223 | 2.46 | 1,152 | – | – | 137 | 3,512 |
Total borrowings | 2.51 | 8.3 | 3,610 | 2.26 | 1,152 | – | – | 586 | 5,348 |
| Cash and cash | |||||||||
| equivalents | |||||||||
Sterling | – | – | (361) | (361) | |||||
Euros | – | – | (15) | (15) | |||||
Total cash and cash equivalents | – | (376) | (376) | ||||||
Net borrowings | 3,610 | 1,152 | – | 210 | 4,972 |
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| Group | |||
| 2024 | 2023 | ||
| Notes | £m | £m | |
| Financial assets | |||
| Financial assets at amortised cost | |||
Lease incentives 1 | 13 | 158 | 149 |
Trade receivables | 14 | 65 | 63 |
Other current receivables | 14 | 36 | 42 |
Non-current receivables | 14 | 2 | 8 |
Cash and cash equivalents | 16 | 363 | 376 |
| Financial assets at fair value throug | |||
Other investments | 12 | 10 | |
Non-hedge at FVPL | 17 | 51 | 55 |
687 | 703 | ||
| Financial liabilities | |||
| Liabilities at amortised cost | |||
Trade and other payables 2 | 15 | 456 | 580 |
Borrowings | 16 | 4,607 | 5,348 |
Used for hedging at FVOCI | 17 | – | 6 |
Non-hedge at FVPL | 17 | 119 | 143 |
5,182 | 6,077 |
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
| Current | ||||
| Forward foreign exchange and currency swap | ||||
contracts – non-hedge | – | 8 | – | 8 |
Interest rate cap contracts – non hedge | 1 | – | 1 | – |
Intere | 2 | – | 2 | – |
Total current derivative assets | 3 | 8 | 3 | 8 |
| Non-current | ||||
Interest rate cap contracts – non-hedge | 21 | 37 | 21 | 37 |
| Forward foreign exchange and currency swap | ||||
contracts – non-hedge | 27 | 10 | 27 | 10 |
Total non-current derivative assets | 48 | 47 | 48 | 47 |
Group | Company | |||
| 2024 | 2023 | 2024 | 2023 | |
| £m | £m | £m | £m | |
| Current | ||||
Interest rate swap contracts – non-hedge | 44 | 46 | 44 | 46 |
| Forward foreign exchange and currency swap | ||||
contracts – non-hedge | – | – | – | 6 |
| Forward foreign exchange and currency swap | ||||
contracts – hedge | – | 6 | – | – |
Total current derivative liabilities | 44 | 52 | 44 | 52 |
| Non-current | ||||
Interest rates swap contracts – non-hedge | 75 | 97 | 75 | 97 |
Total non-current derivative liabilities | 75 | 97 | 75 | 97 |
165 | SEGRO plc Annual Report & Accounts 2024
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Notes to the Financial Statements continued
| 2024 | 2023 | |
| Total | Total | |
| £m | £m | |
| Group | ||
Gross currency assets | 5,535 | 6,374 |
Gross currency liabilities | (4,170) | (4,718) |
Net exposure | 1,365 | 1,656 |
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Notes to the Financial Statements continued
| Group | ||
| 2024 | 2023 | |
| Euro forward foreign exchange | £m | £m |
Carrying amount (current liabilities, Note 17(i)) | – | (6) |
Notional amount | 84 | 517 |
Maturity date | Jan 2025 | Jan 2024 |
Hedge ratio | 1:1 | 1:1 |
Change in discounted spot value of hedging instruments since 1 January – gain | 20 | 9 |
Change in value of hedged item used to determine hedg | (20) | (9) |
Weighted average hedged rate for the year (including forward points) | 1.17 | 1.15 |
| Group | ||
| 2024 | 2023 | |
| Private placement notes and bonds | £m | £m |
Carrying amount of private placement notes or bonds (non-current borrowings, Note 16) | 1,747 | 1,409 |
| Carrying amount of private placement notes or bonds designated as net | ||
investment hedging instruments | 1,747 | 1,409 |
Hedge ratio | 1:1 | 1:1 |
| Change in carrying amount of USPP notes and bonds as a result of foreign | ||
currency movement since 1 January, recognised in OCI – gain | 75 | 26 |
Change in value of hedged item used to determine hedg | (75) | (26) |
Weighted average hedged rate for the year (including forward points) | 1.21 | 1.15 |
| Average exchange | Currency contract | |||||||
| rates | (local currency) | Contract value | Fair value | |||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||
2024 | 2023 | m | m | £m | £m | £m | £m | |
| Group | ||||||||
| Economic cas | ||||||||
| hedges | ||||||||
Sell euros (buy sterling) | 1.15 | 1.13 | 545 | 458 | 474 | 404 | 27 | 10 |
Buy euros (sell sterling) | 1.20 | 1.16 | 3 | 964 | 3 | 831 | – | 8 |
| Net investment hedges | ||||||||
Sell euros (buy sterling) | 1.21 | 1.16 | 101 | 601 | 84 | 517 | – | (6) |
Total | 27 | 12 |
167 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
interest rate | Notional principal amount | Fair value | ||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| % | % | £m | £m | £m | £m | |
| Group | ||||||
In one year or less | 2.80 | – | 41 | – | – | – |
In more than one year but less than two | – | 2.80 | – | 43 | – | – |
In more than two years but less th | 3.92 | 3.92 | 100 | 100 | – | (1) |
In mo | – | – | – | – | – | – |
Total | 141 | 143 | – | (1) | ||
| Recei | ||||||
| Group | ||||||
In one year or less | – | – | – | – | – | – |
In more than one year but less than two | – | – | – | – | – | – |
In more than two years but less th | 1.82 | 1.82 | 83 | 87 | (4) | (6) |
In more tha | 1.86 | 1.86 | 537 | 565 | (115) | (136) |
Total | 620 | 652 | (119) | (142) | ||
168 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
2024 | 2023 | |||||
| Gross | Loss | Net carrying | Gross | Loss | Net carrying | |
| amount | allowance | amount | amount | allowance | amount | |
| £m | £m | £m | £m | £m | £m | |
| Group | ||||||
0–30 days | 6 | (2) | 4 | 7 | (1) | 6 |
30–60 days | 3 | (1) | 2 | 1 | – | 1 |
60–90 days | – | – | – | 1 | – | 1 |
90–180 days | 2 | (1) | 1 | 5 | (3) | 2 |
>180 days | 5 | (4) | 1 | 4 | (3) | 1 |
Past due | 16 | (8) | 8 | 18 | (7) | 11 |
Not due | 58 | (1) | 57 | 55 | (3) | 52 |
Total trade receivables | 74 | (9) | 65 | 73 | (10) | 63 |
Average strike price | Notional amount | Fair value | ||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| % | % | £m | £m | £m | £m | |
| Group | ||||||
In one year or less | 2.64 | 3.73 | 477 | 202 | 1 | – |
| In more than one year | ||||||
but less than tw | 2.32 | 2.91 | 248 | 300 | 1 | 3 |
| In more than two years | ||||||
but less tha | 1.77 | 2.57 | 686 | 215 | 20 | 4 |
In more tha | – | 1.50 | – | 435 | – | 30 |
Total | 1,411 | 1,152 | 22 | 37 |
Average strike price | Notional principal amount | Fair value | ||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| % | % | £m | £m | £m | £m | |
| Group | ||||||
In one year or less | 4.69 | – | 900 | – | 2 | – |
In more than one year but less than two | – | – | – | – | – | – |
In more than two years but less th | – | – | – | – | – | – |
In more tha | – | – | – | – | – | – |
Total | 900 | – | 2 | – |
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Notes to the Financial Statements continued
| 2024 | ||||||
| Weighted | ||||||
| average | ||||||
| interest | Under | 1–2 | 2–5 | Over | ||
| rate | 1 year | years | years | 5 years | Total | |
| % | £m | £m | £m | £m | £m | |
| Group | ||||||
| Non-derivat | ||||||
Trade and other payables 1 | 350 | – | – | – | 350 | |
Lease liabilities | 3.90 | 4 | 4 | 12 | 109 | 129 |
Variable rate debt instruments | 5.22 | 10 | 10 | 241 | – | 261 |
Fixed rate debt instruments | 2.48 | 110 | 641 | 1,177 | 2,864 | 4,792 |
Net settled interest rate swaps | 2.60 | 53 | 56 | 26 | – | 135 |
| Gross settled foreign exchange | ||||||
| – Forward and currency swap contracts | ||||||
– Inlowing | (2) | – | – | – | (2) | |
– Outlowing | 2 | – | – | – | 2 | |
Total | 527 | 711 | 1,456 | 2,973 | 5,667 |
| 2023 | ||||||
| Weighted | ||||||
| average | ||||||
| interest | Under | 1–2 | 2–5 | Over | ||
| rate | 1 year | years | years | 5 years | Total | |
| % | £m | £m | £m | £m | £m | |
| Group | ||||||
| Non-derivat | ||||||
Trade and other payables 1 | 468 | – | – | – | 468 | |
Lease liabilities | 3.90 | 4 | 4 | 12 | 118 | 138 |
Variable rate debt instruments | 5.04 | 59 | 251 | 1,166 | – | 1,476 |
Fixed rate debt instruments | 2.35 | 99 | 97 | 1,264 | 3,065 | 4,525 |
Net settled interest rate swaps | 3.18 | 14 | 7 | 12 | 7 | 40 |
| Gross settled foreign exchange | ||||||
| – Forward and currency swap contracts | ||||||
– Inlowing | (571) | – | – | – | (571) | |
– Outlowing | 577 | – | – | – | 577 | |
Total | 650 | 359 | 2,454 | 3,190 | 6,653 |
170 | SEGRO plc Annual Report & Accounts 2024
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Notes to the Financial Statements continued
| Number | Par value | |
| of shares | of shares | |
| Issued and fully paid | million | £m |
Ordinary shares of 10p each at 1 January 2024 | 1,228 | 123 |
Issue of shares – placing | 111 | 11 |
Issue of shares – scrip dividends | 13 | 1 |
Issue of shares – other | 1 | – |
Ordinary shares of 10p each at 31 December 2024 | 1,353 | 135 |
| Number | Par value | |
| of shares | of shares | |
| Issued and fully paid | million | £m |
Ordinary shares of 10p each at 1 January 2023 | 1,209 | 121 |
Issue of shares – scrip dividend | 18 | 2 |
Issue of shares – other | 1 | – |
Ordinary shares of 10p each at 31 December 2023 | 1,228 | 123 |
| 2024 | 2023 | |
| number | number | |
At 1 January | 1,187,381 | 1,034,807 |
Shares granted DSBP | 332,487 | 479,754 |
Shares vested | (187,792) | (327,180) |
Shares expired/lapsed | (92,722) | – |
At 31 December | 1,239,354 | 1,187,381 |
| 2024 | 2023 | |
| number | number | |
At 1 January | 4,668,321 | 3,986,588 |
Shares granted LTIP | 1,476,521 | 1,639,625 |
Shares vested | (1,019,115) | (745,044) |
Shares expired/lapsed | (478,401) | (212,848) |
At 31 December | 4,647,326 | 4,668,321 |
| 26 March | 29 March | 5 May | 24 March | 22 March | |
| Date of grant | 2020 | 2021 | 2022 | 2023 | 2024 |
Market price used for award | 786.8p | 933.0p | 1,162.5p | 737.8p | 889.2p |
Risk-free interest rate | 0.12% | 0.13% | 1.68% | 3.33% | 4.18% |
Dividend yield | 2.6% | 2.4% | 1.9% | 3.1% | 3.3% |
Volatility | 17.1% | 22.3% | 24.7% | 28.3% | 29.4% |
Term | 3 years | 3 years | 3 years | 3 years | 3 years |
Fair value per share | 654.4p | 375.3p | 493.1p | 338.9p | 520.1p |
171 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| 2024 | 2023 | |
| Group and Company | £m | £m |
Balance at 1 January | 3,577 | 3,449 |
Premium arising on the issue of shares – placin | 878 | – |
Premium arising on the issue of shares – scrip dividend | 114 | 127 |
Premium arising on the issue of shares – other | – | 1 |
Balance at 31 December | 4,569 | 3,577 |
| 2024 | 2023 | |
| Group | £m | £m |
Properties 1 | 210 | 236 |
| Joint | ||||
| ventures and | ||||
| associates | ||||
| Group | at share | 2024 | 2023 | |
| £m | £m | £m | £m | |
Not later than one year | 499 | 114 | 613 | 606 |
Later than one year, not later than two years | 447 | 103 | 550 | 523 |
Later than two years, not later than three years | 397 | 91 | 488 | 453 |
Later than three years, not later than four years | 346 | 74 | 420 | 399 |
Later than four years, not late | 297 | 58 | 355 | 345 |
Later t | 1,911 | 179 | 2,090 | 2,297 |
Balance at 31 December | 3,897 | 619 | 4,516 | 4,623 |
172 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| Group | ||
| 2024 | 2023 | |
| £m | £m | |
Ope | 703 | (180) |
| Adjustments for: | ||
Depreciation of property, plant and equipment and amortisation of intangibles | 12 | 6 |
Share of (p | (53) | 76 |
(75) | (39) | |
Revaluation (surplus)/ | (120) | 647 |
Other provisions | 5 | 8 |
Increase in impairment of loan held with associate | – | 28 |
472 | 546 | |
| Changes in working capital: | ||
(Increase)/decrease in trading properties | (3) | 33 |
Increase in debtors and tenant incentives | (18) | (22) |
Increase in creditors | 8 | 27 |
Net cash | 459 | 584 |
Cash movements | Non-cash movements | ||||||
| At 1 | Cost of | Other | At 31 | ||||
| January | Cash | Cash | Exchange | early close | non-cash | December | |
| 2024 | 1 | 2 | movement | out of debt | adjustments 3 | 2024 | |
| £m | £m | £m | £m | £m | £m | £m | |
| Group | |||||||
Bank loans and loan capital | 5,387 | 419 | (999) | (166) | – | – | 4,641 |
Capitalis | (39) | – | (7) | – | 2 | 10 | (34) |
Total borrowings | 5,348 | 419 | (1,006) | (166) | 2 | 10 | 4,607 |
Cash and cash equivalents | (376) | – | 13 | – | – | – | (363) |
Net debt | 4,972 | 419 | (993) | (166) | 2 | 10 | 4,244 |
| 2024 | 2023 | |
| £m | £m | |
Dividends received | 29 | 38 |
Assets sold to joint ventures 1 | – | 18 |
Management fee income | 26 | 29 |
Performance fee income | – | 89 |
| 2024 | 2023 | |
| £m | £m | |
Salaries and short-ter | 4 | 5 |
Share-based payments | 2 | 3 |
Total remuneration | 6 | 8 |
173 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
24(iv) – Analysis of inancial liabilities and as sis of financial liabilities and assets arising from inancing activities sets arising from financing activities
For the year ended 31 December 2024
Cash movements | Non-cash movements | |||||||
| Cost of | ||||||||
| At 1 | Net | early | Other | At 31 | ||||
| January | Cash | Cash | Exchange | fair value | close of | non-cash | December | |
| 2024 | movement 1 | changes 2 | debt | adjustments | 2024 | |||
| £m | £m | £m | £m | £m | £m | £m | £m | |
| Group | ||||||||
| Total borrowings | ||||||||
(Note 16) | 5,348 | 419 | (1,006) | (166) | – | 2 | 10 | 4,607 |
Derivatives: (Net) Fair value of forward foreign | ||||||||
| exchange and currency | ||||||||
| swap contracts | ||||||||
(Note 17) | (12) | 1 | – | (16) | – | – | – | (27) |
| Lease liabilities | ||||||||
(Note 15) 3 | 74 | – | (5) | (3) | – | – | 4 | 70 |
| Total n | ||||||||
liabilities arising from | 5,410 | 420 | (1,011) | (185) | – | 2 | 14 | 4,650 |
1 Exchange movement of £182 million from borrowings and forward foreign exchange and currency swap contracts
consists of: Foreign exchange gain on ee n effective hedge relationships recognised in OCI of £95 million, foreign exchange
gain arising on translation of borrowings held in international operations recognised in OCI of £72 million and foreign
exchange gain recognised within the Income Statement of £15 million. See Note 17(iv).
2 Total net fair value gain of £3 million arising from derivatives per Note 9 also includes fair value gain from interest rate
derivatives of £3 million.
3 Lease liabilities cash outlo flows of £5 million consists of: £3 million interest payment and £2 million principal
elements payment.
For the year ended 31 December 2023
Cash movements | Non-cash movements | |||||||
| Cost of | ||||||||
| At 1 | Net | early | Other | At 31 | ||||
| January | Cash | Cash | Exchange | fair value | close of | non-cash | December | |
| 2023 | movement 1 | changes 2 | debt | adjustments | 2023 | |||
| £m | £m | £m | £m | £m | £m | £m | £m | |
| Group | ||||||||
| Total borrowings | ||||||||
(Note 16) | 4,884 | 961 | (448) | (58) | – | 1 | 8 | 5,348 |
Derivatives: (Net) Fair value of forward foreign | ||||||||
| exchange and currency | ||||||||
swap contracts (Note 17) | 2 | – | (2) | (9) | (3) | – | – | (12) |
Lease liabilities (Note 15) 3 | 77 | – | (5) | (1) | – | – | 3 | 74 |
| Total n | ||||||||
liabilities arising from | 4,963 | 961 | (455) | (68) | (3) | 1 | 11 | 5,410 |
1 Exchange movement of £67 million from borrowings and forward foreign exchange and currency swap contracts
consists of: Foreign exchange gain on ee n effective hedge relationships recognised in OCI of £35 million and foreign
exchange gain arising on translation of borrowings held in international operations recognised in OCI of £25 million
and foreign exchange gain recognised within the Income Statement of £7 million. See Note 17(iv).
2 Total net fair value gain of £24 million arising from derivatives per Note 9 also includes fair value gain from interest rate
swaps and caps of £21 million.
3 Lease liabilities cash outlo flows of £5 million consists of: £3 million interest payment and £2 million principal
elements payment.
4 Cash outl flow from the total borrowings of £448 million, comprises repayment of borrowings of £444 million,
cash settlement for early repayment of debt of £1 million and capitalised in d finance costs of £3 million.
25. Property Valuation Techniques, Sustainability and Climate Change Considerations and
Related Quantitative Information
All of the Group’s properties are level 3, as deine fined by IFRS 13, in the fair value hierarchy as at
31 December 2024 and there were no transfers between levels during the year. Level 3 inputs used in
valuing the properties are those which are unobservable, as opposed to level 1 (inputs from quoted
prices) and level 2 (observable inputs either directly, i.e. as prices, or indirectly, i.e. derived from prices).
Valuation techniques
Based on dierent app n different approaches for dierent prop s for different properties, the following valuation techniques can be
used for the same class of assets:
The yield methodology valuation technique is used when valuing the Group’s assets which uses
market rental values capitalised with a market capitalisation rate. The resulting valuations are cross-
checked against the initial yields and the fair market values per square metre derived from actual
market transactions for similar assets.
174 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Sensitivity analysis
An increase/decrease to ERV will increase/decrease valuations, while an increase/decrease to yield
will decrease/increase valuations. Sensitivity analysis showing the impact on valuations of changes
in yields and ERV on the property portfolio (including joint ventures and associates at share) and the
impact on valuations of changes in development costs on the development property and land
portfolio (including joint ventures and associates at share) is shown below.
Management still considers a +/- 25bp change in yield, a +/- 5 per cent change in ERV and a +/- 10 per
cent change in development costs to be reasonably possible changes to the assumptions.
| Impact on valuation | Impact on valuation of 5% | Impact on valuation of 10% | |||||
| of 25bp change in | change in estimated rental | change in estimated | |||||
| equivalent yield | value (ERV) | development costs | |||||
| Group | Increase | Decrease | Increase | Decrease | Increase | Decrease | |
| £m | £m | £m | £m | £m | £m | £m | |
| 2024 | |||||||
Completed property | 15,453 | (734) | 807 | 576 | (571) | – | – |
| Development property | |||||||
and land | 2,317 | (190) | 203 | 287 | (287) | (351) | 351 |
| Group total property | |||||||
portfolio | 1 7,7 70 | (924) | 1,010 | 863 | (858) | (351) | 351 |
| Impact on valuation | Impact on valuation of 5% | Impact on valuation of 10% | |||||
| of 25bp change in | change in estimated rental | change in estimated | |||||
| equivalent yield | value (ERV) | development costs | |||||
| Group | Increase | Decrease | Increase | Decrease | Increase | Decrease | |
| £m | £m | £m | £m | £m | £m | £m | |
| 2023 | |||||||
Completed property | 15,255 | (742) | 819 | 570 | (563) | – | – |
| Development property | |||||||
and land | 2,507 | (210) | 225 | 310 | (310) | (385) | 385 |
| Group total property | |||||||
portfolio | 17,762 | (952) | 1,044 | 880 | (873) | (385) | 385 |
There are inter-relationships between all these inputs as they are determined by market conditions.
The existence of an increase in more than one input would be to magnify the impact on the valuation.
The impact on the valuation will be mitigated by the inter-relationship of two inputs in opposite
directions, for example, an increase in rent may be oset by an in ffset by an increase in yield. The yield sensitivity is
based on the equivalent yield which closely aligns with the net true equivalent yield inputs shown in
the tables below. The tables below includes the Group’s wholly-owned and joint venture and associate
assets at share in order to include the entire portfolio. The equivalent analysis for the range of inputs
on a wholly-owned basis would not be signii nificantly die cantly different.
For properties under construction and the majority of land held for development, properties are
valued using a residual method valuation. Under this methodology, the valuer assesses the
investment value (using the above mentioned methodology for completed buildings). Deductions are
then made for the total estimated costs to complete, including notional ina al finance costs and developer’s
process and their perception of risk with regard to construction and the property market (e.g. as
regards potential cost overruns and letting risk). Land values are cross-checked against the rate per
hectare derived from actual market transactions. Other land is also valued on this comparative basis.
Land values per hectare range from £0.1 million – £41.5 million (2023: £0.1 million – £41.5 million) for
the UK and £0.1 million – £11.4 million (2023: £0.1 million – £12.7 million) for Continental Europe.
Sustainability valuation considerations
The Group’s valuers, CBRE, note in their valuation report that the impact of sustainability factors on
valuations have been considered. In a valuation context, ‘sustainability’ encompasses a wide range
of physical, social, environmental, and economic factors that can aect value of an a ffect value of an asset, even if not
explicitly recognised. The valuers consider the following areas to have the most potential to impact
on the value of an asset: Energy Performance; Green Certiic tification; Sources of Fuel and Renewable
Energy Sources and Physical Risk/Climate Risk. The valuers have considered in particular the EPC
ratings and the appropriate capital expenditure which will be required to obtain the necessary EPC
rating to attract and maintain the tenants required in the future. The valuers are also aware of the
impact of lo ct of flood risk and have noted the impact this has had on potential purchasers.
Climate risk legislation
The UK Government and the EU is currently producing legislation on the transition to net-zero. The UK
Government is currently producing legislation which enforces the transition to net-zero by 2050, and
the stated 78 per cent reduction of greenhouse gases by 2035. This is understood to include an
update to the Minimum Energy Eici ergy Efficiency Standards, stated to increase the minimum requirements
for non-domestic properties from an E to a B in 2030. The UK Government also intends to introduce
an operational rating. It is not yet clear how this will be legislated, but fossil fuels used in buildings,
such as natural gas for heating, are incompatible with the UK’s commitment to be net-zero carbon
by 2050. This upcoming legislation could have a potential impact to future asset value.
The introduction of mandatory climate-related disclosures in the UK and EU (including ‘Task Force on
Climate-related Financial Disclosures’ (TCFD) in the UK and ‘Sustainable Finance Disclosure Regulations’
(SFDR) and ‘Corporate Sustainability Reporting Directive’ (CSRD) in the EU), including the assessment
of physical and transition climate risks, may potentially have an impact on how the market views such
risks and incorporates them into the sale and letting of assets.
Sustainability and climate risk legislation has an impact on the value of an asset, even if not explicitly
recognised. Where the valuers recognise the value impacts of sustainability and legislation, they are
requirements in their bids and the impact on market valuations.
175 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Valuation | Inputs | |||||||
| Combined | Net true | Net true | ||||||
| Land & | property | equivalent | equivalent | |||||
| Completed | development 1 | portfolio | ERV 2 | ERV range 2 | yield 3 | yield range 3 | ||
2024 | By asset type | £m | £m | £m | £ per sq m | £ per sq m | % | % |
Big box warehouses | 5,050 | – | 5,050 | 64.8 | 33.1–204.5 | 5.6 | 4 .6 –7.2 | |
Urban warehouses | 8,759 | – | 8,759 | 166.0 | 25.0–395.6 | 5.2 | 4.4–9.7 | |
Data centres | 1,284 | – | 1,284 | 306.5 | 146.4–387.4 | 5.4 | 4.6–5.6 | |
Other uses of industrial land 4 | 360 | – | 360 | 215.3 | 49.6–645.8 | 7.4 | 4.5–11.8 | |
15,453 | 2,317 | 17,7 70 | 99.9 | 25.0–645.8 | 5.4 | 4.4–11.8 | ||
| By ownership | ||||||||
Wholly-owned 5 | 13,015 | 2,229 | 15,244 | 143.1 | 25.0–645.8 | 5.3 | 4.4–11.8 | |
Joint ventures and associates | 2,438 | 88 | 2,526 | 58.4 | 35.7–314.8 | 5.6 | 4.6 –7.2 | |
Group Total | 15,453 | 2,317 | 1 7,7 70 | 99.9 | 25.0–645.8 | 5.4 | 4.4–11.8 |
1 Land and development valuations by asset type are not available as land sites are not categorised by asset type.
Combined property portfolio column will not cast down but row does cast across.
2 On a fully occupied basis.
3 In relation to the completed properties only.
4 Other uses of industrial land includes o s offices and retail uses, such as trade counters, car showrooms and
self-storage facilities.
5 Included in the completed portfolio, the wholly-owned assets are: big box £2,702 million; urban warehouses
£8,672 million; data centres £1,284 million; and other uses of industrial land £357 million.
Valuation | Inputs | |||||||
| Combined | Net true | Net true | ||||||
| Land & | property | equivalent | equivalent | |||||
| Completed | development | portfolio | ERV 1 | ERV range 1 | yield 2 | yield range 2 | ||
2024 | By geography | £m | £m | £m | £ per sq m | £ per sq m | % | % |
UK | 10,039 | 1,452 | 11,491 | 195.8 | 45.0–645.8 | 5.3 | 4.5–11.8 | |
CE | 5,414 | 865 | 6,279 | 64.5 | 25.0–248.1 | 5.6 | 4.4–9.7 | |
Group Total | 15,453 | 2,317 | 1 7,7 70 | 99.9 | 25.0–645.8 | 5.4 | 4.4–11.8 | |
| Investment properties | ||||||||
– Group (Note 13) 3 | 15,236 | |||||||
| Investment properties | ||||||||
– Joint ventures and associates (Note 7(ii)) | 2,526 | |||||||
| Trading properties | ||||||||
– Group 4 | 8 | |||||||
Group Total | 17,770 |
1 On a fully occupied basis.
2 In relation to the completed properties only.
3 Excludes head lease ROU assets of £67 million.
4 Includes valuation surplus not recognised on trading properties of £2 million.
Valuation | Inputs | |||||||
| Combined | Net true | Net true | ||||||
| Land & | property | equivalent | equivalent | |||||
| Completed | development 1 | portfolio | ERV 2 | ERV range 2 | yield 3 | yield range 3 | ||
2023 | By asset type | £m | £m | £m | £ per sq m | £ per sq m | % | % |
Big box warehouses | 4,837 | – | 4,837 | 63.3 | 34.8–203.3 | 5.4 | 4.5–6.8 | |
Urban warehouses | 8,832 | – | 8,832 | 163.6 | 26.3–497.4 | 5.1 | 4.3–9.7 | |
Data centres | 1,229 | – | 1,229 | 303.2 | 146.4–387.4 | 5.4 | 4.4–5.6 | |
Other uses of industrial land 4 | 357 | – | 357 | 207.5 | 52.2–538.2 | 7.2 | 4.3–10.6 | |
15,255 | 2,507 | 17,762 | 98.0 | 26.3–538.2 | 5.3 | 4.3–10.6 | ||
| By ownership | ||||||||
Wholly-owned 5 | 12,463 | 2,384 | 14,847 | 147.4 | 26.3–538.2 | 5.2 | 4.3–10.6 | |
Joint ventures and associates | 2,792 | 123 | 2,915 | 58.3 | 36.5–133.5 | 5.5 | 4.5–8.5 | |
Group Total | 15,255 | 2,507 | 17,762 | 98.0 | 26.3–538.2 | 5.3 | 4.3–10.6 |
1 Land and development valuations by asset type are not available as land sites are not categorised by asset type.
Combined property portfolio column will not cast down but row does cast across.
2 On a fully occupied basis.
3 In relation to the completed properties only.
4 Other uses of industrial land includes o s offices and retail uses, such as trade counters, car showrooms and
self-storage facilities.
5 Included in the completed portfolio, the wholly-owned assets are: big box £2,099 million; urban warehouses
£8,780 million; data centres £1,229 million; and other uses of industrial land £355 million.
Valuation | Inputs | |||||||
| Combined | Net true | Net true | ||||||
| Land & | property | equivalent | equivalent | |||||
| Completed | development | portfolio | ERV 1 | ERV range 1 | yield 2 | yield range 2 | ||
2023 | By geography | £m | £m | £m | £ per sq m | £ per sq m | % | % |
UK | 9,635 | 1,546 | 11,181 | 194.3 | 45.0–538.2 | 5.2 | 4.3–10.6 | |
CE | 5,620 | 961 | 6,581 | 64.7 | 26.3–210.9 | 5.6 | 4.3–9.7 | |
Group Total | 15,255 | 2,507 | 17,762 | 98.0 | 26.3–538.2 | 5.3 | 4.3–10.6 | |
| Investment properties | ||||||||
– Group (Note 13) 3 | 14,843 | |||||||
| Investment properties | ||||||||
– Joint ventures and associates (Note 7(ii)) | 2,915 | |||||||
| Trading properties | ||||||||
– Group 4 | 4 | |||||||
Group Total | 17,762 |
1 On a fully occupied basis.
2 In relation to the completed properties only.
3 Excludes head lease ROU assets of £71 million.
4 Includes valuation surplus not recognised on trading properties of £1 million.
176 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
| Brixton (Great Western, Southall) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
Brixton (Hatton Cross) 1 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| Brixton (Metropolitan Park) 1 | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
Brixton (Origin) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| Brixton Asset Management UK | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
Brixton Greenford Park Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Brixton Limited** | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Brixton Nominee 8 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 9 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 26 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 27 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 38 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 39 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 40 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee 41 (Jersey) Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee Axis Park 1 Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee Axis Park 2 Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee Polar Park 1 Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
Brixton Nominee Polar Park 2 Limited | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| St Helier, JE2 3QA, Jersey | ||||
| Brixton Nominee Premier Park 1 | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| Limited | St Helier, JE2 3QA, Jersey | |||
| Brixton Nominee Premier Park 2 | Jersey | Indirect | 3rd Floor, One The Esplanade, | |
| Limited | St Helier, JE2 3QA, Jersey | |||
Brixton Premier Park Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Brixton Properties Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Brixton Sub-Holdings Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom |
26. Subsequent Events
On 28 January 2025, the Group’s joint venture SEGRO European Logistics Partnership (SELP)
exchanged on the purchase of a portfolio of six assets from Titanium Ruth Holdco Limited (formerly
known as Tritax EuroBox plc). The transaction values 100 per cent of the assets at €470 million,
including relevant property taxes and subject to customary adjustments. The transaction is
conditional on European Union anti-trust clearance, which is expected in the irst q n the first quarter of 2025.
27. Related Undertakings
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
Airport Property GP (No. 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Airport Property H1 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Airport Property Partnership*** ,3 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Allnatt London Properties Limited** | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Amdale Holdings Limited NV | Belgium | Indirect | Boulevard Louis Schmidt 87, 1040 | |
| Etterbeek, Belgium | ||||
Beira Investments Sp z.o.o. | Poland | Indirect | Pl. Andersa 3, 61-894 Poznań, | |
| Poland | ||||
Bilton Homes Limited 2 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Bilton Limited** | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Bonsol S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
Brixton (Axis Park) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom |
177 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
| Coventry & Warwickshire | England | Indirect | Two Friargate, Station Square, | |
Development Partnership LLP 3 | and Wales | Coventry, England, CV1 2GN | ||
CWDP Investment Limited** | England | Indirect | Two Friargate, Station Square, | |
| and Wales | Coventry, England, CV1 2GN | |||
| Dagenham Park Management | England | Indirect | 1 New Burlington Place, London, | |
Company Limited** ,4,8 | and Wales | W1S 2HR, United Kingdom | ||
De Hoek-Noord S-Park B.V. | Netherlands | Indirect | Gustav Mahlerplein 62, ITO-toren, | |
| 8th Floor, 1082MA Amsterdam, | ||||
| Netherlands | ||||
Devon Nominees (No. 1) Limited 2 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Devon Nominees (No. 2) Limited 2 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Devon Nominees (No. 3) Limited 2 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
ER 3 S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
| Gateway Rugby Management | England | Indirect | 1 New Burlington Place, London, | |
Company Limited** ,4 | and Wales | W1S 2HR, United Kingdom | ||
Granby Investment Sp. z.o.o. | Poland | Indirect | ul. Marszałkowska 126/134, | |
| 00-008 Warszawa | ||||
Gront Four s.r.o. | Czech | Indirect | Praha 1, Na příkopě 393/11, Staré | |
| Republic | Město, PSČ 110 00, Czech | |||
| Republic | ||||
Hatton Farm Estates Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Helios Northern Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
HelioSlough Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Holbury Investments Sp. z.o.o. | Poland | Indirect | Pl. Andersa 3, 61-894 Poznań, | |
| Poland | ||||
IFP S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
IMPIANTI FTV S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
Karnal Investment Sp z.o.o. | Poland | Indirect | ul. Marszałkowska 126/134, | |
| 00-008 Warszawa | ||||
London Distribution Park No.2 LLP 3 | England | 50 | Indirect | 1 New Burlington Place, London, |
| and Wales | W1S 2HR, United Kingdom | |||
Lynford Investments Sp z.o.o. | Poland | Indirect | ul. Marszałkowska 126/134, | |
| 00-008 Warszawa | ||||
Ożarów Biznes Park Sp.z.o.o | Poland | Indirect | Pl. Andersa 3, 61-894 Poznań, | |
| Poland | ||||
Premier Greenford GP Limited 2,5 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| Property Management Company | England | 72 | Indirect | 1 New Burlington Place, London, |
| (Croydon) Limited | and Wales | W1S 2HR, United Kingdom | ||
Reprendre Racines SAS | France | Indirect | 20 rue Brunel, 75017 Paris, France |
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
Roxhill (Maidstone) Limited 1 | England | 50 | Indirect | C/O BDO LLP, Temple Square, |
| and Wales | Temple Street, Liverpool, L2 5RH, | |||
| United Kingdom | ||||
Roxhill Management Rugby Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Roxhill Warth 2 Limited** | England | 28 | Indirect | Lumonics House Valley Drive, |
| and Wales | Swift Valley, Rugby, Warwickshire, | |||
| CV21 1TQ, United Kingdom | ||||
Roxhill Warth 3 Limited** | England | 50 | Indirect | Lumonics House Valley Drive, |
| and Wales | Swift Valley, Rugby, Warwickshire, | |||
| CV21 1TQ, United Kingdom | ||||
SEGRO (225 Bath Road) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Acton Park Estate) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (BA World Cargo) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Barking 1) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Barking 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Barking 3) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Barking) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Beddington Lane) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Belvedere Estate) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Birmingham) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Blanc Mesnil) SARL | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO (Bonded Stores) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Brackmills) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Bracknell) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Clapham North) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Colnbrook) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Coronation Road) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Coventry Gateway | England | Indirect | 1 New Burlington Place, London, | |
| Management Company) Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Coventry M6 J2) Limited | England | Indirect | Two Friargate, Station Square, | |
| and Wales | Coventry, England, CV1 2GN |
178 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
| SEGRO (Hatton Farm Site B) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
| SEGRO (Hatton Farm Site C) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Hayes) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Heathrow Cargo Area) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
| SEGRO (Heathrow International) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Iver 1) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Junction 15) Limited | England | Indirect | Two Friargate, Station Square, | |
| and Wales | Coventry, England, CV1 2GN | |||
SEGRO (Kettering) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Lee Park Distribution) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
| SEGRO (New Cross Business Centre) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Newport Pagnell) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (NFTE & Mercury) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Northampton Gateway | England | Indirect | 1 New Burlington Place, London, | |
| Management Company) Limited | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Parc des Damiers) SAS | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO (Perivale Park) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Plot 4 Northampton) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Plot 7 Northampton) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Plot 9 SmartParc) Limited 2 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Poyle 14) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Pur | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Radlett) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rainham 1) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rainham 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Rainham, Enterprise 1) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom |
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
SEGRO (Coventry) Limited** | England | Indirect | Two Friargate, Station Square, | |
| and Wales | Coventry, England, CV1 2GN | |||
SEGRO (Dagenham) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Deptford Trading Estate) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (D-Link House) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (East Plus) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (East Plus) Trading Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Electra Park) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (EMG Management | England | 82 | Indirect | 1 New Burlington Place, London, |
Company) Limited**, 5 | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (EMG Plot 5) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (EMG Rail Freight Terminal) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (EMG Unit 1) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG Unit 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG Unit 4) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG Unit 8) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG Unit 11) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (EMG Unit 12) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Faggs Road) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Fairways Industrial Estate) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Gatwick) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (GL) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Grange Park) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Great Cambridge Industrial | England | Indirect | 1 New Burlington Place, London, | |
| Estate) Limited** | and Wales | W1S 2HR, United Kingdom | ||
| SEGRO (Hatton Farm Site A) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom |
179 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
| SEGRO (Rainham, Enterprise 2) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Reading) Limited 6 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rockware Avenue) Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rugby Gateway 1) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rugby Gateway 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rugby Gateway 3) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rugby Gateway 4) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Rugby Gateway 5) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Skyline) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Spacewaye Park) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Spain Energy) S.L. | Spain | Indirect | Avenida Diagonal, 467 – 08036, | |
| Barcelona, Spain | ||||
SEGRO (Stansted Cargo) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Stansted Fedex) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (The Portal) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Tilbury 2) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Tottenham) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Tudor) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (UK Energy) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
| SEGRO (Victoria Industrial Estate) | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
SEGRO (Waltham Assets) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Wapping) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S2HR, United Kingdom | |||
SEGRO (Watchmoor) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Welham Green) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO (Westway Estate) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom |
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
SEGRO Achte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
| SEGRO Achtzehnte Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| GmbH | Düsseldorf, Germany | |||
SEGRO Administration Limited | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Advisory Services S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
SEGRO APP 1 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO APP 2 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO APP 3 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO APP 4 Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO APP Management Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Asset Management Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO B.V. | Netherlands | Indirect | Gustav Mahlerplein 62, ITO-toren, | |
| 8th Floor, 1082MA Amsterdam, | ||||
| Netherlands | ||||
SEGRO Belgium NV | Belgium | Indirect | Boulevard Louis Schmidt 87, 1040 | |
| Etterbeek, Belgium | ||||
SEGRO Benelux 2 B.V. | Netherlands | Indirect | Gustav Mahlerplein 62, ITO-toren, | |
| 8th Floor, 1082MA Amsterdam, | ||||
| Netherlands | ||||
SEGRO Benelux B.V. 7 | Netherlands | Indirect | Gustav Mahlerplein 62, ITO-toren, | |
| 8th Floor, 1082MA Amsterdam, | ||||
| Netherlands | ||||
SEGRO Bobigny SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Bourget | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Capital S.á r.l. | Luxembourg | Indirect | 35-37 Avenue de la Liberté, L-1931, | |
| Luxembourg | ||||
SEGRO CHUSA Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO CL1 SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Croydon (Mitcham) Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Czech Republic s.r.o. | Czech | Indirect | Praha 1, Na příkopě 393/11, Staré | |
| Republic | Město, PSČ 110 00, Czech | |||
| Republic | ||||
SEGRO Dortmund GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
| SEGRO Dreiundzwanzigste | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Grundbesitz GmbH | Düsseldorf, Germany | |||
| SEGRO Dreizehnte Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| GmbH | Düsseldorf, Germany |
180 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| Düsseldorf, Germany | |||||||
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
SEGRO Dritte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
SEGRO Eindhoven I B.V. | Netherlands | Indirect | 2 Rue des Gaulois L-1618 | |
| Luxembourg | ||||
| SEGRO Einundzwanzigste | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Grundbesitz GmbH | Düsseldorf, Germany | |||
SEGRO Elfte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
SEGRO Erste Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
| SEGRO European Logistics | Luxembourg | 50 | Indirect | 35-37 Avenue de la Liberté, L-1931, |
| Partnership S.á r.l. | Luxembourg | |||
SEGRO Finance Limited | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Fixtures GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
SEGRO France Energy SAS | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO France SA | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Fünfte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
| SEGRO Fünfundzwanzigste | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Grundbesitz GmbH | Düsseldorf, Germany | |||
| SEGRO Fünfzehnte Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| GmbH | Düsseldorf, Germany | |||
SEGRO Gennevilliers SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Germany GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |
| Düsseldorf, Germany | ||||
SEGRO Gobelins SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Heerlen I B.V. | Netherlands | Indirect | Gustav Mahlerplein 62, 1082MA, | |
| Amsterdam, Netherlands | ||||
SEGRO Holdings France SAS | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |
SEGRO Industrial Estates Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Insurance Limited | Isle of Man | Direct | Third Floor, St George’s Court, | |
| Upper Church Street, Douglas, | ||||
| IM1 1EE, Isle of Man | ||||
SEGRO Investments Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
SEGRO Investments Spain S.L. | Spain | Direct | Avenida Diagonal, 467 – 08036, | |
| Barcelona, Spain | ||||
SEGRO Italy S.R.L | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
SEGRO Italy ER 1 S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
SEGRO Italy ER 2 S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
SEGRO Italy ER 4 S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
181 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | |||||
Company Name | Jurisdiction | not 100% | Indirect | |||
| SEGRO Siebzehnte Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| GmbH | Düsseldorf, Germany | |||||
SEGRO Slough Spare Limited** | England | Indirect | 1 New Burlington Place, London, | |||
| and Wales | W1S 2HR, United Kingdom | |||||
SEGRO Spain Management S.L. | Spain | Indirect | Avenida Diagonal, 467 – 08036, | |||
| Barcelona, Spain | ||||||
SEGRO Spain Spare 1 S.L. | Spain | Direct | Avenida Diagonal, 467 – 08036, | |||
| Barcelona, Spain | ||||||
SEGRO Spain Spare 2 S.L.U | Spain | Direct | Avenida Diagonal, 467 – 08036, | |||
| Barcelona, Spain | ||||||
SEGRO Spain Spare 3 S.L. | Spain | Direct | Avenida Diagonal, 467 – 08036, | |||
| Barcelona, Spain | ||||||
SEGRO Spare 1 Limited** | England | Indirect | 1 New Burlington Place, London, | |||
| and Wales | W1S 2HR, United Kingdom | |||||
SEGRO STE Limited | England | Indirect | 1 New Burlington Place, London, | |||
| and Wales | W1S 2HR, United Kingdom | |||||
SEGRO Tilliers SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |||
SEGRO Trading (France) SNC | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |||
SEGRO Urban Logistics LR1 SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |||
SEGRO Urban Logistics MR1 SCI | France | Indirect | 20 | Rue Brunel, 75017, Paris, France | ||
SEGRO Urban Logistics PR1 SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |||
SEGRO Urban Logistics PR2 SCI | France | Indirect | 20 Rue Brunel, 75017, Paris, France | |||
SEGRO Urban Logistics PR3 SCI | France | Indirect | 20 | Rue Brunel, 75017, Paris, France | ||
SEGRO Vierte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Düsseldorf, Germany | ||||||
| SEGRO Vierundzwanzigste | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Grundbesitz GmbH | Düsseldorf, Germany | |||||
| SEGRO Vierzehnte Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| GmbH | Düsseldorf, Germany | |||||
SEGRO V-Park Grand Union LLP 3 | England | 50 | Indirect | 1 New Burlington Place, London, | ||
| and Wales | W1S 2HR, United Kingdom | |||||
SEGRO Wissous SCI | France | Indirect | 20 Rue Brunel, | 75 | 017, Paris, France | |
SEGRO Zehnte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Düsseldorf, Germany | ||||||
| SEGRO Zwanzigste Grundbesitz | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| GmbH | Düsseldorf, Germany | |||||
SEGRO Zweite Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Düsseldorf, Germany | ||||||
| SEGRO Zweiundzwanzigste | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Grundbesitz GmbH | Düsseldorf, Germany | |||||
SEGRO Zwölfte Grundbesitz GmbH | Germany | Indirect | Fichtenstrasse 33, 40233, | |||
| Düsseldorf, Germany | ||||||
SELP (Alpha Holdings) S.á r.l. | Luxembourg | 50 | Indirect | 2 Rue des Gaulois L-1618 | ||
| Luxembourg | ||||||
SELP (Alpha JV) S.á r.l. | Luxembourg | 50 | Indirect | 2 Rue des Gaulois L-1618 | ||
| Luxembourg |
| holding if | Direct/ | |||
Company Name | Jurisdiction | not 100% | Indirect | |
SELP Finance S.á r.l. | Luxembourg | 50 | Indirect | 35-37 Avenue de la Liberté, L-1931, |
| Luxembourg | ||||
SELP Investments S.á r.l. | Luxembourg | 50 | Indirect | 35-37 Avenue de la Liberté, L-1931, |
| Luxembourg | ||||
SELP Management Limited 9 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Slough Trading Estate Limited | England | Direct | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Smartparc SEGRO Spondon Limited | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Steamhouse Group Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
Tenedor S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | |
| The UK Logistics (Nominee 1) | England | Indirect | 1 New Burlington Place, London, | |
Limited 2 | and Wales | W1S 2HR, United Kingdom | ||
| The UK Logistics (Nominee 2) | England | Indirect | 1 New Burlington Place, London, | |
Limited 2 | and Wales | W1S 2HR, United Kingdom | ||
| The UK Logistics General Partner | England | Indirect | 1 New Burlington Place, London, | |
| Limited** | and Wales | W1S 2HR, United Kingdom | ||
The UK Logistics Limited Partnership 3 | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom | |||
T | Guernsey | Indirect | 1st and 2nd Floors, Elizabeth | |
| House, Les Ruettes Brayes, | ||||
| St Peter Port, GY1 1EW, Guernsey | ||||
T 1 | England | Indirect | C/O BDO LLP, 5 Temple Square, | |
| and Wales | Temple Street, Liverpool L2 5RH, | |||
| United Kingdom | ||||
UK Logistics Fund Unit Trust | Jersey | Indirect | 44 Esplanade, St. Helier, JE4 9WG, | |
| Jersey | ||||
| UK Logistics Properties No 1 Unit | Jersey | Indirect | 44 Esplanade, St. Helier, JE4 9WG, | |
| Trust | Jersey | |||
| UK Logistics Properties No 2 Unit | Jersey | Indirect | 44 Esplanade, St. Helier, JE4 9WG, | |
| Trust | Jersey | |||
UK Logistics Trustees Limited | Jersey | Indirect | Ogier House, The Esplanade, | |
| St Helier, JE4 9WG, Jersey | ||||
UK Property Unit Trust No. 41 | Jersey | Indirect | 47 Esplanade, St Helier, JE1 0BD, | |
| Jersey | ||||
UK Property Unit Trust No. 42 | Jersey | Indirect | 47 Esplanade, St Helier, JE1 0BD, | |
| Jersey | ||||
UK Property Unit Trust No. 43 | Jersey | Indirect | 47 Esplanade, St Helier, JE1 0BD, | |
| Jersey | ||||
UK Property Unit Trust No. 44 | Jersey | Indirect | 47 Esplanade, St Helier, JE1 0BD, | |
| Jersey | ||||
UK Property Unit Trust No. 45 | Jersey | Indirect | 47 Esplanade, St Helier, JE1 0BD, | |
| Jersey | ||||
Unitair General Partner Limited** | England | Indirect | 1 New Burlington Place, London, | |
| and Wales | W1S 2HR, United Kingdom |
182 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
| holding if | Direct/ | ||||||
Company Name | Jurisdiction | not 100% | Indirect | ||||
Unitair Limited Partnership*** ,3 | England | Indirect | 1 New Burlington Place, London, | ||||
| and Wales | W1S 2HR, United Kingdom | ||||||
Vailog France SCI | France | Indirect | 20 Rue | Brunel, | 75 | 017, Paris, France | |
Vimercate DC S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | ||||
Woodside GP Limited 2 | England | 33.33 | Indirect | 1 New Burlington Place, London, | |||
| and Wales | W1S 2HR, United Kingdom | ||||||
Zinc One S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | ||||
Zinc Seven S.R.L | Italy | Indirect | Strada 3 Palazzo B3, 20057 | ||||
Zinc Six S.R.L. | Italy | Indirect | Strada 3 Palazzo B3, 20057 | ||||
183 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Supplementary Notes Not Part of Audited Financial Statements
Table 1: EPRA performance measures summary
Notes
2024 2023
£m
Pence
per share £m
Pence
per share
EPRA Earnings Table 4 458 34.5 413 33.9
EPRA NTA Table 5 12,287 907 11,162 907
EPRA NRV Table 5 13,477 994 12,317 1,001
EPRA NDV Table 5 12,354 912 11,310 919
EPRA LTV Table 6 30.6% 36.9%
EPRA net initial yield Table 7 4.1% 4.0%
EPRA topped-up net initial yield Table 7 4.4% 4.3%
EPRA vacancy rate Table 8 6.0% 5.0%
EPRA cost ratio (including vacant property
costs) Table 9 21.7% 24.0%
EPRA cost ratio (excluding vacant
property costs) Table 9 19.1% 21.9%
Table 2: Income Statement, proportionally consolidated
Notes
2024 2023
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Gross rental income 2,7 592 137 729 547 134 681
Property operating expenses 2,7 (92) (9) (101) (85) (9) (94)
Net rental income 500 128 628 462 125 587
Joint venture management fee
income
1
2,7 26 (12) 14 29 (12) 17
Management and development fee
income 2,7 6 2 8 4 2 6
Net service charge and other income 2,7 (1) – (1) 1 – 1
Administrative expenses 2,7 (76) (2) (78) (63) (2) (65)
Adjusted operating proit before
interest and tax 455 116 571 433 113 546
Net inance costs (including
adjustments) 2,7 (68) (22) (90) (106) (20) (126)
Adjusted proit before tax 387 94 481 327 93 420
Tax on adjusted proit 2,7 (12) (11) (23) (10) (11) (21)
Adjusted earnings after tax (A) 375 83 458 317 82 399
Number of shares, million 12 1,328.7 1,220.0
Adjusted EPS, pence per share 34.5 32.7
Number of shares, million 12 1,332.0 1,223.4
Adjusted EPS, pence per share –
diluted 34.4 32.6
EPRA earnings
Adjusted earnings after tax (A) 375 83 458 317 82 399
Joint venture performance fee
income (net) 2 – – – 79 (37) 42
Impairment loss on loan due from
associates 2 – – – (28) – (28)
EPRA earnings after tax 375 83 458 368 45 413
Number of shares, million 12 1,328.7 1,220.0
EPRA, EPS, pence per share 34.5 33.9
Number of shares, million 12 1,332.0 1,223.4
EPRA, EPS, pence per share –
diluted 34.4 33.8
1 Joint venture management fee income includes the cost of such fees borne by the joint ventures which are shown in
Note 7 within net rental income.
2 Group net debt:EBITDA ratio as deined in the glossary was 8.6 times at 31 December 2024 (2023: 10.4 times). Group net
debt being £4,244 million (2023: £4,972 million), per Note 16. Group EBITDA being £496 million (2023: £477 million)
which takes Adjusted operating proit before interest and tax, less share of joint ventures and associates’ adjusted proit,
of £455 million (2023: £433 million) shown in the table above, adding back depreciation and amortisation charges of
£12 million (2023: £6 million) and includes dividends received from joint ventures and associates of £29 million
(2023: £38 million).
184 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 4: EPRA Earnings
Notes
2024
Group
£m
2023
Group
£m
Earnings per IFRS income statement 594 (253)
Adjustments to calculate EPRA Earnings, exclude:
Valuation (surplus)/deicit on investment properties 8 (120) 647
Proit on sale of investment properties and other investment income 8 (75) (46)
Proit on sale of trading properties 8 – (3)
Tax on proits on disposals
1
21 (1)
Cost of early close out debt 9 2 1
Net fair value gain on interest rate swaps and other derivatives 9 (3) (24)
Deferred tax expense/(credit) in respect of EPRA adjustments
1
9 (29)
Adjustments to the share of proit from joint ventures and associates
after tax
3
7 30 121
EPRA earnings 458 413
Basic number of shares, million 12 1,328.7 1,220.0
EPRA Earnings per Share (EPS) (pence) 34.5 33.9
Company speciic adjustments:
Joint venture performance fee income (net after tax)
2
2 – (42)
Impairment loss on loan due from associate
2
2 – 28
Adjusted earnings 458 399
Adjusted EPS (pence) 12 34.5 32.7
1 Total tax charge in respect of adjustments per Note 2 of £30 million (2023: £20 million credit) comprises tax charge on
proits on disposals of £21 million (2023: £1 million credit) and a deferred tax charge of £9 million (2023: £29 million
credit). In 2023 there was a tax charge on joint venture performance fee income of £10 million and is included within the
Company speciic adjustment in the table above.
2 See Note 2 for further details on the Company speciic adjustments in 2023 to exclude the net impact of joint venture
performance fees and impairment of loan from associate from Adjusted earnings.
3 Adjustments to the share of loss from joint ventures and associates after tax above of £121 million for year ending
31 December 2023 includes the impact of the performance fee expense of £45 million and an associated tax credit of
£8 million which are shown as a Company speciic adjustment in the table above within ‘Joint venture performance fee
income (net after tax)’. The Adjustments to share of loss from joint ventures and associates per Note 7(i) of £158 million
excludes the impact of the performance fee.
4 The updated EPRA BPR Guidelines on EPRA Earnings are applicable for reporting periods starting after 1 October 2024.
The updated guidelines have not been applied in calculating EPRA Earnings for the year ended 31 December 2024 and
not relected in the table above.
Table 3: Balance Sheet, proportionally consolidated
Notes
2024 2023
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Investment properties 13,7 15,303 2,526 17,829 14,914 2,915 17,829
Trading properties 6 – 6 3 – 3
Total properties 15,309 2,526 17,835 14,917 2,915 17,832
Investment in joint ventures and
associates 7 1,552 (1,552) – 1,636 (1,636) –
Other net liabilities (568) (218) (786) (677) (235) (912)
Net borrowings 16,7 (4,244) (756) (5,000) (4,972) (1,044) (6,016)
Total equity 12,049 – 12,049 10,904 – 10,904
EPRA adjustments 12 238 258
Adjusted NAV 12 12,287 11,162
Number of shares, million 12 1,355.3 1,230.7
Adjusted NAV, pence per share 12 907 907
The portfolio valuation surplus of 1.1 per cent shown on page 35 of the Strategic Report cannot be
directly derived from the Financial Statements and is calculated to be comparable with published
MSCI Real Estate indices against which SEGRO is measured. Based on the Financial Statements there
is a valuation surplus of £90 million (see Note 8) and property value of £17,770 million (see Note 25)
giving a valuation surplus of 0.5 per cent. The primary dierences are that the portfolio valuation
surplus shown on page 36 of £186 million excludes the impact of rent free incentives (£26 million,
0.1 per cent), capitalised interest (£69 million, 0.4 per cent) and other movements (£1 million,
0.0 per cent).
Total assets under management of £20,296 million (2023: £20,677 million) includes Group total
properties of £15,244 million (2023: £14,847 million) (see Note 25) and 100 per cent of total properties
owned by joint ventures and associates of £5,052 million (2023: £5,830 million) (see Note 7(ii)).
185 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 5: EPRA Net asset measures
The European Public Real Estate Association (‘EPRA’) best practice recommendations (BPR) for
inancial disclosures by public real estate companies sets out three net asset value measures: EPRA
net tangible assets (NTA), EPRA net reinstatement value (NRV) and EPRA net disposal value (NDV).
The EPRA Net Tangible Assets (NTA) metric is considered to be most consistent with the nature of
SEGRO’s business as a UK REIT providing long-term progressive and sustainable returns. EPRA NTA
acts as the primary measure of net asset value and is also referred to as Adjusted Net Asset Value
(or Adjusted NAV).
A reconciliation of the three EPRA NAV metrics from IFRS NAV is shown in the table below.
As at 31 December 2024
EPRA measures
EPRA NTA
£m
EPRA NRV
£m
EPRA NDV
£m
Equity attributable to ordinary shareholders 12,049 12,049 12,049
Fair value adjustment in respect of interest rate derivatives – Group 95 95 –
Fair value adjustment in respect of trading properties – Group 2 2 2
Deferred tax in respect of depreciation and valuation surpluses – Group
1
90 179 –
Deferred tax in respect of depreciation and valuation surpluses – Joint
ventures and associates
1
88 176 –
Intangible assets (37) – –
Fair value adjustment in respect of debt – Group – – 283
Fair value adjustment in respect of debt – Joint ventures and associates – – 20
Real estate transfer tax
2
– 976 –
Net assets 12,287 13,477 12,354
Diluted shares (million) 1,355.3 1,355.3 1,355.3
Diluted net assets per share 907 994 912
1 50 per cent of deferred tax in respect of depreciation and valuation surpluses has been excluded in calculating EPRA
NTA in line with option 3 of EPRA BPR guidelines.
2 EPRA NTA and EPRA NDV relect IFRS values which are net of purchasers’ costs. Purchasers’ costs are added back when
calculating EPRA NRV.
As at 31 December 2023
EPRA measures
EPRA NTA
£m
EPRA NRV
£m
EPRA NDV
£m
Equity attributable to ordinary shareholders 10,904 10,904 10,904
Fair value adjustment in respect of interest rate derivatives – Group 106 106 –
Fair value adjustment in respect of trading properties – Group 1 1 1
Deferred tax in respect of depreciation and valuation surpluses – Group
1
89 178 –
Deferred tax in respect of depreciation and valuation surpluses – Joint
ventures and associates
1
92 184 –
Intangible assets (30) – –
Fair value adjustment in respect of debt – Group – – 357
Fair value adjustment in respect of debt – Joint ventures and associates – – 48
Real estate transfer tax
2
– 944 –
Net assets 11,162 12,317 11,310
Diluted shares (million) 1,230.7 1,230.7 1,230.7
Diluted net assets per share 907 1,001 919
1 50 per cent of deferred tax in respect of depreciation and valuation surpluses has been excluded in calculating EPRA
NTA in line with option 3 of EPRA BPR guidelines.
2 EPRA NTA and EPRA NDV relect IFRS values which are net of purchasers’ costs. Purchasers’ costs are added back when
calculating EPRA NRV.
186 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 7: EPRA net initial yield and topped-up net initial yield
Combined property portfolio including
joint ventures and associates at share – 2024 Notes
UK
£m
Continental
Europe
£m
Total
£m
Total properties per inancial statements Table 3 11,491 6,344 17,835
Add valuation surplus not recognised on trading
properties
1
– 2 2
Less head lease ROU assets 13 – (67) (67)
Combined property portfolio per external valuers’
reports 11,491 6,279 17,770
Less land and development properties (investment,
trading, joint ventures and associates) (1,452) (865) (2,317)
Net valuation of completed properties 10,039 5,414 15,453
Add notional purchasers’ costs 682 294 976
Gross valuation of completed properties including
notional purchasers’ costs A 10,721 5,708 16,429
Income
Gross passing rent
2
407 273 680
Less irrecoverable property costs (1) (11) (12)
Net passing rent B 406 262 668
Adjustment for notional rent in respect of rent free periods 39 23 62
Topped up net rent C 445 285 730
Including ixed/minimum uplifts
4
9 1 10
Total topped up net rent 454 286 740
Yields – 2024 Notes
UK
£m
Continental
Europe
£m
Total
£m
EPRA net initial yield
3
B/A 3.8 4.6 4.1
EPRA topped-up net initial yield
3
C/A 4.1 5.0 4.4
Net true equivalent yield 5.3 5.6 5.4
1 Trading properties are recorded in the Financial Statements at the lower of cost and net realisable value, therefore
valuations above cost have not been recognised.
2 Gross passing rent excludes short-term lettings and licences.
3 In accordance with the Best Practices Recommendations of EPRA.
4 Certain leases contain clauses which guarantee future rental increases, whereas most leases contain ive-yearly,
upwards only rent review clauses (UK) or indexation clauses (Continental Europe).
Table 6: EPRA LTV, Proportional consolidation
Notes
2024 2023
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Group
£m
Joint
ventures
and
associates
£m
Total
£m
Borrowings
1,2
1,564 3 1,567 2,652 100 2,752
Bonds
1,2
3,077 930 4,007 2,735 978 3,713
Exclude:
Cash and cash equivalents 16 (363) (173) (536) (376) (28) (404)
Net Debt (before capitalised
inance costs) (a) 4,278 760 5,038 5,011 1,050 6,061
Foreign currency derivatives 17 (27) – (27) (12) – (12)
Net payables
3
408 49 457 485 64 549
Adjusted Net Debt (b) 4,659 809 5,468 5,484 1,114 6,598
Investment properties at fair value
(excluding head lease ROU asset) 13 15,236 2,526 17,762 14,843 2,915 17,758
Trading properties 6 – 6 3 – 3
Total Property Value (c) 15,242 2,526 17,768 14,846 2,915 17,761
Head lease ROU asset 13 67 – 67 71 – 71
Unrecognised valuation surplus
on trading properties 2 – 2 1 – 1
Other interest in property 17 – 17 26 – 26
Intangibles 37 – 37 30 – 30
Adjusted Total Property Value
(d) 15,365 2,526 17,891 14,974 2,915 17,889
LTV (a/c) 28.1% 28.4% 33.8% 34.1%
EPRA LTV (b/d) 30.3% 30.6% 36.6% 36.9%
1 Total borrowings as at 31 December 2024 per Note 16 of £4,607 million (2023: £5,348 million) consists of: Nominal
value of borrowings from inancial institutions of £1,564 million (2023: £2,652 million) less unamortised inance costs of
£8 million (2023: £13 million) and nominal value of bond loans of £3,077 million (2023: £2,735 million) less unamortised
inance costs of £26 million (2023: £26 million).
2 JV and associates borrowings as at 31 December 2024 per Note 7 of £929 million at share (2023: £1,072 million) consists
of: Nominal value of borrowings from inancial institutions of £3 million (2023: £100 million) less unamortised inance
costs of £nil (2023: £1 million) and nominal value of bond loans of £930 million (2023: £978 million) less unamortised
inance costs of £4 million (2023: £5 million).
3 Net payables is calculated as the net position of the following line items shown on the Balance Sheet: Non-current other
receivables, current trade and other receivables, tax asset, non-current trade and other payables, non-current tax
liabilities and current trade and other payables.
187 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 8: EPRA vacancy rate
2024
£m
2023
£m
Annualised estimated rental value of vacant premises 54 44
Annualised estimated rental value for the completed property portfolio 900 879
EPRA vacancy rate
1,2
6.0% 5.0%
1 Vacancy rate percentages have been calculated using the igures presented in the table above in millions accurate
to one decimal place.
2 There are no signiicant or distorting factors inluencing the EPRA vacancy rate.
Table 9: Total cost ratio/EPRA cost ratio
Total cost ratio Notes
2024
£m
2023
£m
Costs
Property operating expenses
1
5 92 85
Administrative expenses 6 76 63
Share of joint venture and associates property operating and
administrative expenses 7 23 23
Less:
Joint venture management fees income, management fees and other
costs recovered through rents but not separately invoiced
2
(34) (36)
Total costs (A) 157 135
Gross rental income
Gross rental income 4 592 547
Share of joint venture and associates gross rental income 7 137 134
Less:
Other costs recovered through rents but not separately invoiced
2
(4) (3)
Total gross rental income (B) 725 678
Total cost ratio (A)/(B) 21.7% 19.9%
Total costs (A) 157 135
Share-based payments 6 (7) (10)
Total costs after share-based payments (C) 150 125
Total cost ratio after share-based payments (C)/(B)
3
20.7% 18.4%
EPRA cost ratio
Total costs (A) 157 135
Impairment loss on loan due from associates 2 – 28
EPRA total costs including vacant property costs (D) 157 163
Group vacant property costs 5 (18) (14)
Share of joint venture and associates vacant property costs 7 (1) (1)
EPRA total costs excluding vacant property costs (E) 138 148
Total gross rental income (B) 725 678
Total EPRA cost ratio (including vacant property costs) (D)/(B)
3
21.7% 24.0%
Total EPRA cost ratio (excluding vacant property costs) (E)/(B)
3
19.1% 21.9%
1 Property operating expenses are net of costs capitalised in accordance with IFRS of £10 million (2023: £12 million)
(see Note 5 for further detail on the nature of costs capitalised).
2 Total deduction of £34 million (2023: £36 million) from costs includes: joint venture and associates management fees
income of £26 million (2023: £29 million), management fees and other costs recovered through rents but not separately
invoiced, including joint ventures and associates, of £8 million (2023: £7 million). These items have been represented as
an oset against costs rather than a component of income in accordance with EPRA BPR Guidelines as they are
reimbursing the Group for costs incurred. Gross rental income of £592 million (2023: £547 million) does not include joint
venture and associates management fee income and management fee income and these fees are not required to be
included in the total deduction to income.
3 Cost ratio percentages have been calculated using the igures presented in the table above in millions accurate to one
decimal place.
188 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 11: Like-for-like net rental income
(including JVs and associates at share)
2024
£m
2023
£m
Change
%
2
UK 331 313 5.9
Continental Europe 198 187 5.7
Like-for-like net rental income before other items 529 500 5.8
Other
1
(5) (5)
Like-for-like net rental income (after other items) 524 495 5.9
Development lettings 48 16
Properties taken back for development 10 21
Like-for-like net rental income plus developments 582 532
Properties acquired 9 1
Properties sold 20 37
Net rental income before surrenders, dilapidations and exchange 611 570
Lease surrender premiums and dilapidation income 7 2
Other items and rent lost from lease surrenders 10 9
Impact of exchange rate dierence between periods – 6
Net rental income (including joint ventures and associates at share) 628 587
SEGRO share of joint venture management fees (12) (12)
Net rental income after SEGRO share of joint venture fees 616 575
1 Other includes the corporate centre and other costs relating to the operational business which are not speciically
allocated to the two businesses UK and Continental Europe.
2 Percentage change has been calculated using numbers accurate to one decimal place.
3 The like-for-like net rental growth metric is based on properties held throughout both 2024 and 2023 on a proportionally
consolidated basis. The value of these properties as at 31 December 2024 on a proportional basis was £13,967 million
(2023: £14,006 million). This provides details of net rental income growth excluding the distortive impact of acquisitions,
disposals and development completions. Where an asset has been sold into a joint venture (sales to SELP, for example)
the 50 per cent share owned throughout the period is included in like-for-like calculation, with the balance shown
as disposals.
Table 10: EPRA capital expenditure analysis
2024 2023
Wholly
owned
£m
Joint
ventures and
associates
£m
Total
£m
Wholly
owned
£m
Joint
ventures and
associates
£m
Total
£m
Acquisitions 454 – 454 403
1
10 413
Development 430 41 471 443
2
84 527
Capitalised interest
4
67 2 69 64 4 68
Investment properties:
Incremental lettable
space 1 – 1 1 – 1
No incremental lettable
space 44 9 53 53 13 66
Tenant incentives
3
40 16 56 37 9 46
Total 1,036 68 1,104 1,001 120 1,121
1 Being £452 million investment property and £2 million trading property (2023: £403 million and £nil respectively)
see Note 13.
2 Being £429 million investment property and £1 million trading property (2023: £443 million and £nil respectively)
see Note 13.
3 Includes tenant incentives and letting fees.
4 Capitalised interest on development expenditure.
5 Total acquisitions completed in 2024 shown on page 37 of the Strategic Report, being land acquisitions of £23 million
and asset acquisitions of £431 million.
Total disposals of £896 million shown on page 37 of the Strategic Report relects disposals that
completed in 2024 and includes: Carrying value of investment properties disposed by SEGRO Group
of £542 million (see Note 13) and proit generated on disposal of £75 million (see Note 8); share of joint
venture and associates disposal proceeds of £278 million; carrying value of lease incentives and
letting fees disposed by SEGRO Group and joint ventures and associates (at share) of £7 million; and
excludes net proceeds recognised in 2024 for disposals that completed in prior periods of £6 million.
189 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Notes to the Financial Statements continued
Table 12: Top 10 estates as at 31 December 2024 (by value, including joint ventures and associates at share)
Ownership
% Location
Lettable area (100%)
sq m Asset type
Slough Trading Estate 100 Slough 606,080 Multi-let urban warehouse estate, including data centres
SEGRO Logistics Park East Midlands Gateway 100 Midlands 456,684 Big box warehouse park
SEGRO Park Premier Road 100 Park Royal 62,827 Multi-let urban warehouse estate
SEGRO Park Heathrow, Shoreham Road 100 Heathrow 93,704 Multi-let cargo facility
SEGRO Park Greenford Ockham Drive and Auriol Drive 100 Park Royal 79,615 Multi-let urban warehouse estate
SEGRO Airport Park Berlin 50/100 Germany 154,545 Multi-let urban warehouse estate and Big box estate
SEGRO Logistics Park Northampton 100 Midlands – Big box warehouse park
SEGRO Park Coventry 100 Midlands 144,477 Big box warehouse park
SEGRO Park North Feltham 100 Heathrow 57,947 Multi-let urban warehouse estate
SEGRO Parc des Petits Carreaux 100 France 136,488 Multi-let urban warehouse estate
190 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Five-year inancial results
2024
£m
2023
£m
2022
£m
2021
£m
2020
£m
Total movement in equity attributable
to owners of the parent
Proit/(loss) attributable to equity
shareholders 594 (253) (1,927) 4,060 1,427
Other equity movements 551 (216) (136) (283) 554
Data per ordinary share (pence)
Earnings per share
Basic earnings per share 44.7 (20.7) (159.7) 339.0 124.1
Adjusted earnings per share – basic 34.5 32.7 31.0 28.0 25.4
Net assets per share basic
Basic net assets per share 891 889 941 1,118 811
Adjusted NAV per share – diluted 907 907 966 1,137 814
Dividend per share 29.3 27.8 26.3 24.3 22.1
1 Net service charge and other income is calculated as Service charge and other income shown in Note 4, less Service
charge and other expenses of shown in Note 5.
2 The composition of gross and net rental income changed in 2022 to provide a better measure of the underlying rental
income from the property portfolio. Management and development fee income and service charge and other income
are presented outside of gross and net rental income. There was no impact on Adjusted operating proit before interest
and tax from this change and the prior year comparatives in the table above have been represented to relect this change.
3 From 2023, SELP performance fees are recognised outside of Adjusted proit, the 2021 comparative was represented to
relect this change.
2024
£m
2023
£m
2022
£m
2021
£m
2020
£m
Group Income Statement
Net rental income
2
500 462 412 341 302
Joint venture management fee income 26 29 30 26 22
Management and development
fee income
2
6 4 5 5 3
Net service charge and other income
1,2
(1) 1 1 1 –
Administrative expenses (76) (63) (59) (59) (52)
Share of joint ventures and associates’
Adjusted proit after tax 83 82 71 69 61
Net inance costs (including adjustments) (68) (106) (74) (40) (40)
Adjusted proit before tax 470 409 386 343 296
Adjustments to the share of proit/(loss)
from joint ventures and associates
after tax
3
(30) (158) (215) 392 175
Proit on sale of investment properties 75 39 9 53 5
Valuation surplus/(deicit) on investment
properties 120 (647) (1,970) 3,617 971
Proit on sale of trading properties – 3 7 7 1
Decrease/(increase) in provision for
impairment of trading properties and other
interests in property – – 15 (1) (1)
Other investment income – 7 – – 14
Net fair value gain/(loss) on interest rate
swaps and other derivatives 3 24 (199) (82) 14
Cost of early close out of debt (2) (1) – – (11)
Joint venture performance fee
3
– 89 – 26 –
Impairment loss on loan due from
associate – (28) – – –
Proit/(loss) before tax 636 (263) (1,967) 4,355 1,464
Group Balance Sheet
Investment properties 15,303 14,914 14,939 15,492 10,671
Trading properties 6 3 35 45 52
Total directly owned properties 15,309 14,917 14,974 15,537 10,723
Property, plant and equipment 34 28 23 22 27
Investments in joint ventures and
associates 1,552 1,636 1,768 1,795 1,423
Other assets 316 349 421 344 405
Cash and cash equivalents 363 376 162 85 89
Total assets 17,574 17,306 17,348 17,783 12,667
Borrowings (4,607) (5,348) (4,884) (3,406) (2,413)
Deferred tax liabilities (192) (192) (226) (274) (87)
Other liabilities and non-controlling
interests (726) (862) (865) (667) (508)
Total equity attributable to owners
of the parent 12,049 10,904 11,373 13,436 9,659
191 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Further information
Financial calendar and shareholder information
February 2025
Announcement of Full-Year Results: 14 February 2025
March 2025
Ex-dividend date for inal dividend: Property Income Distribution 27 March 2025
Record date: Property Income Distribution 28 March 2025
April 2025
Annual General Meeting: 30 April 2025
May 2025
Payment: Property Income Distribution 14 May 2025
July 2025
Announcement of Half-Year Results: Provisional 31 July 2025
September 2025
Payment: Property Income Distribution and/or Dividend September 2025
192 | SEGRO plc Annual Report & Accounts 2024
Overview Strategic Report Governance Financial Statements Further Information
Shareholder information
Withholding tax – PIDs
SEGRO is required to withhold tax at source from its PIDs at the basic tax rate (20 per cent). UK
shareholders need take no immediate action (unless they qualify for exemption as described below)
and will receive with each dividend payment a tax deduction certiicate stating the amount of
tax deducted.
UK shareholders who fall into one of the classes of shareholder able to claim an exemption from
withholding tax may be able to receive a gross PID payment if they have submitted a valid relevant
Exemption Declaration form, either as a beneicial owner of the shares, or as an intermediary if the
shares are not registered in the name of the beneicial owner, to Equiniti. Both Exemption Declaration
forms are available at www.SEGRO.com under Investors/Shareholder Information/REIT. A valid
declaration form, once submitted, will continue to apply to future payments of PIDs until rescinded,
and so it is a shareholder’s responsibility to notify SEGRO if their circumstances change and they are
no longer able to claim an exemption from withholding tax.
Shareholders resident outside the UK may be able to claim a full or partial refund of withholding tax
(either as an individual or as a company) from HMRC, subject to the terms of a double tax treaty, if any,
between the UK and the country in which the shareholder is resident.
Ordinary dividends
Ordinary, non-PID dividends will be treated in exactly the same way by shareholders as ordinary
dividends paid before the Company became a REIT. From 6 April 2016 the notional 10 per cent tax
credit has been abolished and replaced with a tax-free dividend allowance, which will apply to the
ordinary, non-PID dividends received by UK resident shareholders who are subject to UK income tax.
This allowance does not apply to the PID element of dividends. Further information is available from
HMRC at https://www.gov.uk/tax-on-dividends.
Chequeless dividends
Since January 2021, SEGRO has withdrawn the option for shareholders to receive payments by
cheque. For more information on how to receive dividends directly into your bank or building society
account, please visit www.SEGRO.com/investors/shareholder-information/shareholder-faq.
Scrip Dividend
Shareholders renewed the Directors’ authority to oer a scrip dividend option (Scrip) in respect of
cash dividends (including those treated as PIDs) at the 2024 AGM. This authority runs for three years
ending on the earlier of 17 April 2027 and the 2027 AGM.
Subject to the Board deciding to oer a Scrip, it allows shareholders who elect to receive it, to take
their inal and interim dividends in shares rather than cash. Details of the Scrip, together with
information on how shareholders can elect to receive it are available on the Company’s website
www.SEGRO.com.
The Board has decided not to oer a Scrip alternative in respect of the 2024 Final Dividend.
Shareholder enquiries
Our Registrar, Equiniti Limited (Equiniti), provides a range of services to our shareholders. If you have
any questions about your shareholding or if you require further guidance (e.g. to notify a change of
address) please contact our Registrar on the details below or register for a free Shareview portfolio at
www.shareview.co.uk or by scanning the QR code provided.
Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA.
Telephone: +44 (0) 371 3842 186
Electronic communications
Shareholders have the opportunity to elect to receive shareholder communications electronically,
e.g. Annual Reports, Notice of the Annual General Meeting and Proxy Forms. You can elect to receive
email notiications of shareholder communications by registering for a Shareview portfolio as detailed
above, where you can also submit proxy votes for shareholder meetings and update your bank
details for dividend payments. Receiving the Company’s communications electronically allows the
Company to communicate with its shareholders in a more environmentally friendly, cost eective and
timely manner.
AGM
The 2025 AGM will be held at 11.00 a.m. on 30 April 2025 at RSA House, 8 John Adam Street,
London WC2N 6EZ.
Please check our 2025 Notice of Meeting for the most up to date information. Shareholders are also
advised to check our website at www.SEGRO.com, which will be updated if there are any changes to
the arrangements.
ShareGift
ShareGift is a charity (registered under the name The Orr Mackintosh Foundation, registered charity
number 1052686) which specialises in accepting donations of small numbers of shares which are
uneconomic to sell on their own. Shares which have been donated to ShareGift are aggregated and
sold when practicable, with the proceeds passed on to a wide range of UK charities. ShareGift can
also help with larger donations of shares. Further details about ShareGift can be obtained from its
website at www.sharegift.org or by writing to ShareGift at ShareGift, PO Box 72253, London,
SW1P 9LQ, email: help@sharegift.org, telephone: +44 (0)207 930 3737.
Dividends
A requirement of the REIT regime is that a REIT must distribute to shareholders by way of dividend at
least 90 per cent of its proits from its tax-exempt UK property rental business (calculated under UK
tax principles after the deduction of interest and capital allowances and excluding chargeable gains).
Such distributions are referred to as Property Income Distributions, or PIDs. Any further distributions
may be paid as ordinary dividends, which are derived from proits earned by its UK, non-REIT taxable
business, as well as its overseas operations (including the SIIC in France and SOCIMI in Spain).
193 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Glossary of terms
Associates: An entity in which the Group has signiicant inluence but not control or joint control. This
is generally the case where the Group holds between 20 per cent and 50 per cent of the voting rights.
Availability Zone: Separated groups of data centres within a geographic area. Each availability zone
has independent power and networking infrastructure so that if one zone experiences an outage,
then regional services and capacity are supported by the remaining zones.
BREEAM: BREEAM provides sustainability assessment and certiication for real estate assets.
Completed portfolio: The completed investment properties and the Group’s share of joint ventures
and associates’ completed investment properties. Includes properties held throughout the period,
completed developments and properties acquired during the period.
Covered land: Income-producing assets acquired with the explicit intention to redevelop them in the
short to medium term.
Development pipeline: The Group’s current programme of developments authorised or in the
course of construction at the Balance Sheet date (Current Pipeline), together with projects that are
conditional (for example, on achieving planning permission or inal signing of the contract) but in a
suiciently advanced stage that we expect to commence development within the next 12 months
(Near-term Pipeline) and potential schemes not yet commenced on land owned or controlled by the
Group (Future Pipeline).
Earnings before interest, tax, depreciation and amortisation (EBITDA): Adjusted operating proit
before interest and tax, adding back depreciation and amortisation charges, less share of joint
ventures’ and associates’ adjusted proit and including dividends received.
EPRA: The European Public Real Estate Association, a real estate industry body, which has issued Best
Practices Recommendations in order to provide consistency and transparency in real estate reporting
across Europe.
Equivalent yield: The internal rate of return from an investment property, based on the value of the
property assuming the current passing rent reverts to ERV and assuming the property becomes fully
occupied over time. It assumes that rent is received annually in arrears.
ESG: Environmental, Social and Governance issues.
Estimated cost to completion: Costs still to be expended on a development or redevelopment to
practical completion, including attributable interest.
Estimated rental value (ERV): The estimated annual market rental value of lettable space as
determined biannually by the Group’s valuers. This will normally be dierent from the rent being paid.
Gearing: Net borrowings divided by total shareholders’ equity excluding intangible assets and
deferred tax provisions.
GRESB: An organisation which provides independent benchmarking of ESG metrics for the
property industry.
Green lease clause: A clause added to our leases that require our customers to provide us with their
energy usage data and, where possible, source their energy via a renewable tari.
Gross rental income: Contracted rental income recognised in the period in the Income Statement,
including surrender premiums. Lease incentives, initial costs and any contracted future rental
increases are amortised on a straight-line basis over the lease term.
Headline rent: The annual rental income currently receivable on a property as at the Balance Sheet
date (which may be more or less than the ERV) ignoring any rent-free period.
Hectares (Ha): The area of land measurement used in this analysis. The conversion factor used,
where appropriate, is 1 hectare = 2.471 acres.
IAS: International Accounting Standards, the standards under which SEGRO reports its inancial accounts.
IFRS: International Financial Reporting Standards, the standards under which SEGRO reports its
inancial accounts.
Investment property: Completed land and buildings held for rental income return and/or
capital appreciation.
Joint venture: An entity in which the Group holds an interest and which is jointly controlled by the
Group and one or more partners under a contractual arrangement whereby decisions on inancial
and operating policies essential to the operation, performance and inancial position of the venture
require each partner’s consent.
Life cycle assessments: Life cycle assessment (LCA) is a methodology for assessing the
environmental impacts associated with all the stages of the life cycle of a building.
Loan to value (LTV): Net borrowings excluding capitalised transaction costs divided by the carrying
value of total property assets (investment, owner occupied, trading properties and, if appropriate,
assets held for sale on the Balance Sheet) and excludes head lease ROU asset. This is reported on a
‘look-through’ basis (including joint ventures and associates at share).
MSCI: MSCI Real Estate calculates indices of real estate performance around the world.
Net debt:EBITDA ratio: Net debt divided by EBITDA.
Net initial yield: Passing rent less non-recoverable property expenses such as empty rates, divided
by the property valuation plus notional purchasers’ costs. This is in accordance with EPRA’s Best
Practices Recommendations.
Net rental income: Gross rental income less ground rents paid, net service charge expenses and
property operating expenses.
Net true equivalent yield: The internal rate of return from an investment property, based on the value
of the property assuming the current passing rent reverts to ERV and assuming the property becomes
fully occupied over time. It assumes that rent is received quarterly in advance.
194 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Glossary of terms continued
Total property return (TPR): A measure of the ungeared return for the portfolio and is calculated as
the change in capital value, less any capital expenditure incurred, plus net income, expressed as a
percentage of capital employed over the period concerned, as calculated by MSCI Real Estate and
excluding land.
Total shareholder return (TSR): A measure of return based upon share price movement over the
period and assuming reinvestment of dividends.
Trading property: Property being developed for sale or one which is being held for sale after
development is complete.
Yield on cost: The expected gross yield based on the estimated current market rental value (ERV)
of the developments when fully let, divided by the book value of the developments at the earlier of
commencement of the development or the Balance Sheet date plus future development costs and
estimated inance costs to completion.
Yield on new money: The yield on cost excluding the book value of land if the land is owned by the
Group in the reporting period prior to commencement of the development.
Passing rent: The annual rental income currently receivable on a property as at the Balance Sheet
date (which may be more or less than the ERV). Excludes rental income where a rent-free period is in
operation. Excludes service charge income (which is netted o against service charge expenses).
Pre-let: A lease signed with an occupier prior to commencing construction of a building.
REIT: A qualifying entity which has elected to be treated as a Real Estate Investment Trust for tax
purposes. In the UK, such entities must be listed on a recognised stock exchange, must be
predominantly engaged in property investment activities and must meet certain ongoing qualiications.
SEGRO plc and its UK subsidiaries achieved REIT status with eect from 1January2007.
Rent-free period: An incentive provided usually at commencement of a lease during which a customer
pays no rent. The amount of rent free is the dierence between passing rent and headline rent.
Rent roll: See Passing Rent.
Reversion: The dierence between in place contracted rents and estimated market rental value (ERV).
SELP: SEGRO European Logistics Partnership S.à r.l., a 50-50 joint venture between SEGRO and the
Public Sector Pension Investment Board (PSP Investments) established in 2013 to own big box
warehouses in Continental Europe.
SIIC: Sociétés d’Investissements Immobiliers Cotées are the French equivalent of UK Real Estate
Investment Trusts (see REIT).
Speculative development: Where a development has commenced prior to a lease agreement being
signed in relation to that development.
SPPICAV: Société de Placement à Prépondérance Immobilière à Capital Variable is a French
equivalent of UK Real Estate Investment Trusts (see REIT).
Square metres (sq m): The area of buildings measurements used in this analysis. The conversion
factor used, where appropriate, is one square metre = 10.7639 square feet.
Takeback: Rental income lost due to lease expiry, exercise of break option, surrender or insolvency.
Topped up net initial yield: Net initial yield adjusted to include notional rent in respect of let
properties which are subject to a rent-free period at the valuation date. This is in accordance with
EPRA’s Best Practices Recommendations.
Total accounting return (TAR): A measure of the Group’s return, calculated as the change in adjusted
NAV per share during the period adding back dividends paid during the period expressed as a
percentage of adjusted NAV per share at the beginning of the period.
195 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
Forward-Looking Statements
The Annual Report contains certain forward-looking statements with respect to SEGRO’s expectations
and plans, strategy, management objectives, future developments and performances, costs,
revenues and other trend information. All statements other than historical fact are, or may be deemed
to be, forward-looking statements. Forward-looking statements are statements of future expectations
and these are subject to assumptions, risks and uncertainties. Many of these assumptions, risks and
uncertainties relate to factors that are beyond SEGRO’s ability to control or estimate precisely and
which could cause actual results or developments to dier materially from those expressed or implied
by these forward-looking statements. Certain statements have been made with reference to forecast
process changes, economic conditions and the current regulatory environment. Any forward-looking
statements made by or on behalf of SEGRO are based upon the knowledge and information available
to Directors on the date of this Annual Report. Accordingly, no assurance can be given that any
particular expectation will be met and SEGRO’s shareholders are cautioned not to place undue
reliance on the forward-looking statements. Additionally, forward-looking statements regarding past
trends or activities should not be taken as a representation that such trends or activities will continue
in the future. The information contained in this Annual Report is provided as at the date of this Annual
Report and is subject to change without notice. Other than in accordance with its legal or regulatory
obligations (including under the UK Listing Rules and the Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority), SEGRO does not undertake to update forward-looking
statements including to relect any new information or changes in events, conditions or circumstances
on which any such statement is based. Past share performance cannot be relied on as a guide to
future performance. Nothing in this Annual Report should be construed as a proit estimate or forecast.
The information in this Annual Report does not constitute an oer to sell or an invitation to buy
securities in SEGRO plc or an invitation or inducement to engage in or enter into any contract or
commitment of other investment activities.
Find out more
Go Online
To keep up to date with SEGRO, you can source facts and igures about the Group through the various
sections on our website at www.SEGRO.com and sign up for email alerts for fast communication of
breaking news.
Financial reports, shareholder information and property analysis are frequently updated and our
current share price is always displayed on the Home Page.
As well as featuring detailed information about available property throughout the portfolio,
www.SEGRO.com now also includes a dedicated property search function making it easy for potential
customers, or their agents, to ind business space that its their requirement exactly. SEGRO’s
performance in areas such as sustainability and customer care are also featured on our website.
We would encourage shareholders to consider electing to receive shareholder communications,
including the Annual Report and Accounts, electronically as set out on page 193. As part of our
commitment to become net-zero, we want to reduce the amount of paper we use.
Other Publications
Additional disclosures on our property portfolio can be found in the 2024 Property Analysis Report
at www.SEGRO.com/investors/reports-presentations
Our ESG policies, reporting guidelines, assurance statements and further case studies can be
found at www.SEGRO.com.
196 | SEGRO plc Annual Report & Accounts 2024 Overview Strategic Report Governance Financial Statements Further Information
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