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Transforming
Lives through the
Science of Food
Annual Report 2026
Tate & Lyle is a speciality food
and beverage solutions business –
a global leader in sweetening,
mouthfeel and fortification. Powered
by science and innovation, we create
high-value ingredients and solutions for
our customers that meet growing global
consumer demand for healthier, more
nutritious and sustainable food and drink.
Governance
75 Board of Directors
78 Corporate governance
87 Nominations Committee
Report
90 Audit Committee Report
95 Directors’ Remuneration
Report
112 Directors’ Report
113 Directors’ statement of
responsibilities
Financial statements
115 Independent Auditor’s
Report to the members
of Tate & Lyle PLC
123 Consolidated income
statement
124 Consolidated statement
of comprehensive income
125 Consolidated statement
of financial position
126 Consolidated statement
of cash flows
127 Consolidated statement
of changes in equity
128 Notes to the consolidated
financial statements
177 Parent Company financial
statements
Other useful information
184 Group five-year summary
186 Additional information
187 Information for investors
188 Glossary
189 Definitions/explanatory notes
Welcome to our
2026 Annual Report
Find out how we’re
accelerating actions
to grow our business
Read more in the Chief Executive’s review on page 6
Strategic report
1 Performance highlights
2 A snapshot of Tate & Lyle
3 Investment case
4 Chair’s statement
6 Chief Executive’s review
Our business
13 Our business model
14 Our strategy
15 Our markets
16 The world around us
18 Our platforms
21 Our core categories
22 Our solutions
24 Our scientific capabilities
25 Our supply chain
26 Our progress
Financial review
30 Chief Financial Officer’s
introduction
32 Divisional review
34 Group financial review
Environmental and
social review
36 Our double materiality
assessment
38 Our people
42 Our communities
44 Health and safety
47 Environment
Risk review
58 Overview
60 How we manage risk
61 Principal risks
Disclosure statements
68 Task Force on Climate-related
Financial Disclosures
73 Non-financial and sustainability
information statement
Highlights
Our performance
Financial
Group statutory results
Revenue
1
£2,006
m
2025: £1,736m
Profit before tax
1
£131
m
2025: £88m
Diluted earnings per share
1
21.7
p
2025: 11.6p
Net debt
2
£939
m
2025: £961m
Alternative performance measures
3
Adjusted EBITDA
4
Adjusted diluted earnings
per share
£415
m
2025: £381m
40.4
p
2025: 50.3p
Return on capital employed
8.0
%
2025: 12.8%
Free cash flow
£164
m
2025: £190m
Environmental, social and governance
Environmental
5
17
%
Reduction in Scope 1 and 2 absolute Energy and
Industrial greenhouse gas emissions
6
26
%
Reduction in Scope 3 absolute Forest, Land
and Agriculture greenhouse gas emissions
6
65
%
Electricity purchased for use in our operations
from renewable sources
98
%
Waste beneficially used
7
6
%
Increase in water use intensity
6
344,000
Acres of sustainable corn supported
7
Social
12.1
m
Tonnes of sugar removed from diets through
our low- and no-calorie sweeteners
8
45
%
Women in leadership and
management roles
9
5.1
m
Meals donated through food
banks and other charitable partners
8
Governance
9
45
%
Board of Directors are women
55
%
Executive Committee are women
18
%
of the Board identify as Black, Asian or from other
ethnically diverse backgrounds
1: Continuing operations. 2: Net debt is not itself defined by IFRS. It comprises line
items that are IFRS defined terms. See Note 28. 3: Adjusted EBITDA, adjusted
diluted earnings per share, return on capital employed (ROCE) and free cash flow
are non-GAAP measures, and for continuing operations (for definitions, see Notes 1
and 4). 4: Adjusted earnings before interest, tax, depreciation and amortisation.
5: The environmental data is as at 31 December 2025. 6: From baseline of year
ended 31 December 2019. 7: In the year ended 31 December 2025. 8: Cumulative
figure from a baseline of 31 March 2020. 9: At 31 March 2026.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
11
Corn wet mills
3
Lafayette, Indiana, US
Koog aan de Zaan,
the Netherlands
Boleráz, Slovakia
Speciality starches
4
Van Buren, Arkansas, US
Houlton, Maine, US
Sucralose
McIntosh, Alabama, US
Fibre
Nantong, Jiangsu, China
Jiangmen, Guangdong,
China
Stevia
Anji, Zhejiang, China
Pectin
Lille Skensved, Denmark
5
Großenbrode, Germany
Limeira, São Paulo, Brazil
Matão, São Paulo, Brazil
Speciality gums
Okmulgee, Oklahoma,
US
San Diego, California, US
Wulian, Shandong, China
Locust bean gum
Noto, Sicily, Italy
Blending
Six facilities in US, UK,
Brazil, South Africa, Italy
and Australia
A snapshot of Tate & Lyle
A global leader in food and drink reformulation
We have the global reach, capabilities, and passion to deliver our
purpose of Transforming Lives through the Science of Food.
4,840
Employees
120
Countries in which we
serve customers
75
Plants, offices and labs
21
Customer Innovation and
Collaboration Centres
38
Countries where we have sites
9
Research Centres
2
Our main production facilities
Countries where we have sites
3: Corn wet mills produce a range of products including sweeteners, starches and
fibres. 4: Speciality starches include corn, tapioca and potato; these plants do not
have grind capacity and are not classified as corn wet mills. 5: Lille Skensved also
manufactures carrageenan and locust bean gum.
1 Data in the six boxes above is at 31 March 2026.
2 Four of the Research Centres also include Customer Innovation and Collaboration Centres.
Strategic report
Tate & Lyle PLC Annual Report 2026
2
Investment case
Focused on growth
An expert in food and drink reformulation, we work with our customers
to take sugar, calories and fat out of food and add in fibre and protein.
Large and
attractive
addressable market
The global speciality
food ingredient market
addressable by Tate & Lyle’s
three platforms is worth
US$20 billion.
1
Within this
market, Asia is the largest
at US$7.3 billion,
1
which is
why we are investing in new
infrastructure and
capabilities in the region.
Read more on
page 15
US$20
bn
Our addressable market
1
Leading market
positions in each
of our platforms
We have leading global
market positions in each
of our three platforms of
sweetening, mouthfeel and
fortification. Supported
by our broad ingredient
portfolio, we have a unique
capability to formulate
across all three platforms
to provide the solutions our
customers need.
Read more on
pages 18 to 20
US$11
bn
Addressable market of our
mouthfeel platform
1
Significant market
penetration
opportunities
As a global leader in food
and drink reformulation, we
are well placed to benefit
from growing societal
demand for healthier food.
This includes sugar and
calorie reduction, fibre
fortification, cleaner labels,
cost optimisation and
reformulating ultra-
processed foods to improve
their nutritional content.
Read more on
pages 16 to 23
63
%
of consumers plan to increase
their fibre intake
2
Unique science,
innovation and
solutions expertise
We have an established
track record of innovation
driven by our leading
scientific and technical
expertise. Our expertise in
areas such as extraction,
bioconversion, separation
science, fractionation and
bio-fermentation enable
us to develop the next
generation of food
ingredients and solutions.
Read more on
page 24
US$483
m
Investment in innovation and
solution selling
3
Global reach
with expanding
presence in higher
growth markets
A global business, our
largest market is North
America but we have an
expanding presence in the
higher-growth markets of
Asia, Middle East, Africa
and Latin America. Of
our global network of 21
Customer Innovation and
Collaboration Centres,
around two-thirds are in
higher-growth markets.
Read more on
pages 15 and 32 to 33
US$495
m
Revenue from Asia Pacific;
4
more than doubled in last six years
Delivering attractive
shareholder returns
Clear and
consistent capital
allocation policy
Robust balance sheet
giving flexibility
to invest for growth
Strong cash
generation
Progressive
dividend policy
1 Market data and Bain & Co analysis, 2025.
2 Tate & Lyle proprietary research, 2025 (markets include US, Brazil, Germany, UK, UAE, China and India); increase in next 12 months.
3 For six years ended 31 March 2026.
4 In the year ended 31 March 2026.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
33
Chairs statement
Committed to driving
top-line growth
This has been a challenging year
for Tate & Lyle. While Nick and the
team have led one of the best
integration programmes I’ve
experienced in my long career,
our financial performance has
been disappointing.
This is partly due to market demand being
lower than expected and the result of other
factors beyond our control, such as rising
geopolitical turmoil and trade protectionism,
which made an already complex picture even
more challenging. The considerable amount of
time needed to integrate two large businesses
undoubtedly also had an impact.
Taking decisive actions
Our work on the integration was essential to lay
the foundations needed to set up the business
for long-term growth, and the team has achieved
a great deal in a very short space of time. What’s
more, they’ve done it in a way that ensures that
the ‘best of both’ companies becomes ‘better
than both’, while outperforming many key
integration metrics and milestones.
Nonetheless, like Nick, I am acutely aware of
our investors’ frustration with our financial
performance – not least because I’ve spent
a good deal of time this year having frank and
open conversations with them. While it’s reassuring
to know they understand the logic behind the
combination, they are naturally keen to know what
we’re doing to improve our performance.
With the integration complete, our focus is on
restoring top-line growth. As Nick sets out in his
review, the Board has worked closely with the
executive team this year to establish a series of
actions focused on four priorities designed to
do just that.
The good news is that the combination with
CP Kelco has given Tate & Lyle a much larger
and higher quality product portfolio, deeper
scientific capabilities and opportunities to serve
more customers across our regions. And our
combined reformulation expertise across our
three platforms of sweetening, mouthfeel and
fortification has positioned the business right
at the centre of the future of food. It’s essential
that we not only continue to provide our existing
customers with a first-class service, but that we
also identify and win new customers to ensure we
capture the growth opportunities our enhanced
solutions offering provides. In short, in an
increasingly complex and fast-changing world,
Tate & Lyle must become invaluable to our
customers’ growth plans.
The Board has challenged the executive team
to use the foundations put in place during the
integration to build a sharper, more agile,
customer-focused business. We’re particularly
pleased, therefore, to see the good progress
that’s already been made to strengthen customer
The combination with CP Kelco has
set up Tate & Lyle to deliver its
growth-focused strategy.
David Hearn
Chair
Strategic report
Tate & Lyle PLC Annual Report 2026
4
Possible offer for Tate & Lyle
resignation as a director of the Company.
Heather brings more than 25 years of operational
experience in multiple global industrial
manufacturing companies and she is already
making a strong contribution to the Board’s
discussions. On behalf of the Board, I would like
to thank Glenn for his contribution and we look
forward to continuing our working relationship in
his new capacity as President & CEO of Huber.
Dividend
Tate & Lyle has a strong and consistent track
record of paying dividends to shareholders. In
the context of our growth-focused strategy, the
Board operates a progressive dividend policy.
The Board is recommending a final dividend of
13.2p per share, bringing the total dividend for
the year ended 31 March 2026 to 19.8p per share,
in line with the prior year. This will be paid on
31 July 2026 to shareholders on the Register
on 19 June 2026.
Looking ahead
With the integration complete, the priority for
everyone at Tate & Lyle, including the Board, is
crystal clear: deliver top-line growth and improve
our financial performance. We must not
underestimate this challenge, given that market
demand is likely to remain subdued in the near
term. Nonetheless, the acquisition of CP Kelco
has given Tate & Lyle a very powerful position,
with complementary technologies and
capabilities – particularly in mouthfeel – that
create a unique proposition for customers across
the food industry. I know I speak for all my fellow
Board members in reiterating our belief that
Tate & Lyle has what it takes to return to growth,
and in assuring our stakeholders that we will focus
all our energies on supporting and challenging
the executive team to achieve that goal.
David Hearn
Chair
segmentation, including the realignment of
our commercial and technical teams to ensure
Tate & Lyle focuses its resources on key growth
areas supported by the right capabilities.
In doing all of this, Tate & Lyle must continue
to deliver the benefits of the combination and
accelerate productivity across the Group. What
the team has already achieved in productivity
savings over the past three years is outstanding
and is the result of many hundreds of individual
projects across the business to streamline
processes, increase efficiency and reduce
costs. We’re pleased that, as part of the actions
we are taking to strengthen our performance,
the executive team has extended our five-year
productivity target of US$150 million savings
by the end of the 2028 financial year by another
US$50 million to US$200 million.
Building a strong culture
Integrating two businesses isn’t easy even in
the best of times, not least because it inevitably
involves difficult decisions that affect people’s
lives. That Tate & Lyle has achieved so
much under such tough circumstances is
testament to our people’s commitment to the
Company and their belief in the power of our
combined business.
We saw this in the 79% response rate to the
first global employee engagement survey
as a combined business (more on page 39),
and in so many people taking the time to share
constructive suggestions to help realise our
growth potential. This was reinforced to me
personally in what I heard from our people during
my site visits to Łódź, Poland, and Boleráz,
Slovakia, this year. On behalf of the Board, I’d like
to thank all our employees for their unwavering
support throughout the year.
This commitment also speaks volumes about
the positive culture that Tate & Lyle is building.
The Board and the executive team have been
very clear that the combination isn’t about
CP Kelco people adapting to Tate & Lyle’s culture.
Rather, it’s about everyone, regardless of their
background, coming together to create a new
company with its own culture.
Setting the cultural tone starts at the top, and
Tate & Lyle’s dedicated integration team has
been crucial to this. Our HR team has done a
magnificent job of working with colleagues
to create a new organisational structure for
the business in a way that was as objective, fair
and transparent as possible. They clearly and
sensitively communicated our plans and
progress throughout this period, to help
everyone across the business feel included.
Committed to our purpose
As I’ve said in previous statements, Tate & Lyle
genuinely cares about the planet and society,
best expressed by our purpose of Transforming
Lives through the Science of Food. One of
the clearest demonstrations of this purpose
is our continued commitment to environmental
sustainability. Not just because it’s the right thing
to do, but because it strengthens the resilience
of our supply chain in the face of climate
change. It simply makes good business sense.
Here too, the team has done an exceptional job
of gathering and integrating the two companies’
environmental systems and data – no small task,
but essential for reporting on progress against
the new targets and commitments being
set for the enlarged business. These include
new targets to reduce greenhouse gas (GHG)
emissions, which will be announced later in the
year after validation by the Science Based
Targets initiative (SBTi), and a new target to
reduce water use intensity.
A highly experienced Board
While it’s the executive team’s job to deliver
against our priority to improve our top-line
performance, it is, of course, the Board’s
responsibility to provide effective guidance
and challenge as they do so. I am proud to be
part of such an experienced and collegiate
Board, with a diverse range of expertise and
knowledge. And I’m delighted at the way our
newest members have quickly integrated into
the business and enriched our discussions.
This includes our newest member, Heather
Harding. Heather was nominated by J.M. Huber
Corporation (Huber) and joined the Board in
January 2026 following Glenn M. Fish’s
Chairs statement continued
Following press speculation, on 14 May 2026,
Tate & Lyle’s Board of Directors made an
announcement pursuant to Rule 2.4 of the City Code
on Takeovers and Mergers (the Code) to confirm that
Ingredion Incorporated (Ingredion) had made a
conditional proposal regarding a possible cash offer
for the entire issued and to be issued ordinary share
capital of Tate & Lyle (the Proposal). Under the
Proposal, Tate & Lyle shareholders will receive value
of up to 615 pence for each Tate & Lyle share through
a combination of 595 pence in cash consideration
per Tate & Lyle share and the right to receive a final
dividend for the financial year ended 31 March 2026
of up to 13 pence per Tate & Lyle share and an interim
dividend for the six months to 30 September 2026 of
up to 7 pence per Tate & Lyle share. Following the
announcement by Tate & Lyle of a final dividend for
the financial year ended 31 March 2026 of 13.2 pence
per Tate & Lyle share, Ingredion has adjusted the level
of the Permitted Dividends within the Proposal for this
final dividend to up to 13.2 pence per Tate & Lyle
share and an interim dividend for the six months
to 30 September 2026 of up to 6.8 pence per
Tate & Lyle share (the Permitted Dividends). The total
level of the Permitted Dividends is unchanged at up
to 20 pence per Tate & Lyle share. The Permitted
Dividends will be paid by Tate & Lyle to its
shareholders subject to the receipt of the appropriate
Board and shareholder approvals and in line with
its ordinary course timetable of paying final and
interim dividends.
As Ingredion announced on 14 May 2026, it reserves
its rights to make an offer for Tate & Lyle on less
favourable terms than those set out in their
announcement in the certain circumstances set
out in their announcement.
There can be no certainty that any offer will be
made. A further announcement will be made when
appropriate.
Under Rule 2.6(a) of the Code, Ingredion is required,
by not later than 5.00 pm on 11 June 2026, to either
announce a firm intention to make an offer for
Tate & Lyle in accordance with Rule 2.7 of the Code or
announce that it does not intend to make an offer, in
which case the announcement will be treated as a
statement to which Rule 2.8 of the Code applies. This
deadline can be extended with the consent of the
Takeover Panel in accordance with Rule 2.6(c) of
the Code.
A copy of the full announcement is on our website at:
www.tateandlyle.com/investors-hub.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
55
Chief Executives review
Focused on delivering
stronger performance
We are accelerating a series of
targeted actions to drive top-line growth
and improve our performance.
Nick Hampton
Chief Executive
Nick Hampton reflects on a year
of transition for the business and
plans for accelerating growth and
improving performance.
The year has been one of significant progress
and challenge. Progress with the successful
completion of the CP Kelco integration,
delivering our targeted cost synergies, and
the power of the combination driving high levels
of customer engagement and a stronger new
business pipeline. Challenge as we faced
softer market demand than we anticipated
and other external factors, such as heightened
geopolitical tension and subsequent conflicts,
and the imposition of trade tariffs. The work to
integrate two large global businesses also
took a significant amount of time and effort.
Our team has worked hard to offset these
challenges, exercising considerable cost
discipline, driving operational efficiency and
delivering our productivity programme. I would
like to thank them all for their continued energy
and commitment.
While it’s encouraging that shareholders tell
us they support our strategy, understand the
benefits of the combination, and appreciate
we are focused on the factors we can control,
they are also frustrated by our financial
performance. This has been disappointing
and we know we must do more, and quickly.
That’s why we have accelerated a series of
targeted actions, focused on four priorities,
to drive top-line growth and deliver improved
performance. These actions, and the progress
we are making, are summarised in the table
on page 7.
The combination with CP Kelco has positioned
Tate & Lyle as a leading global speciality food
and beverage solutions business, right at the
centre of the future of food. Since we started
operating as one company on 1 April 2025,
we’ve made strong progress setting up the
business for future growth. Customer and
employee engagement are both high, our new
business pipeline is growing across all regions,
we are delivering ahead of our productivity
targets, and, despite the slowdown in market
demand, the fundamental growth drivers of our
business remain strong. We continue to see
significant growth opportunities ahead, with our
leading positions across sweetening, mouthfeel
and fortification positioning us to help our
customers meet growing consumer demand for
healthier, more nutritious and sustainable food
and drink.
The power of the combination is clear and,
with the integration complete, everyone at
Tate & Lyle is focused on serving our customers
and delivering growth.
Strategic report
Tate & Lyle PLC Annual Report 2026
6
Accelerating actions to drive stronger performance
Based on four priority areas
1
Targeted investments to accelerate
customer wins in key growth areas
Investments include segmenting our expanded global
customer base to focus our commercial and technical
resources on those customers and sub-categories with the
strongest growth prospects, accelerating the roll-out of our
solutions chassis programme, and investing in generative AI
technology to help our customer-facing teams work
more efficiently.
US$10
m
Invested in new AI technology to support customer-facing teams
3
Accelerate productivity across
the enlarged Group
We delivered US$53 million of productivity savings in the
year, bringing our total productivity savings over the last
three years to US$144 million. Given our strong productivity
pipeline, we have increased our five-year target of
US$150 million savings by the end of the 2028 financial
year by US$50 million to US$200 million.
US$53
m
Productivity savings in the year ended 31 March 2026
2
Deliver the benefits of the
CP Kelco combination
Our target was annualised run-rate cost synergies of at least
US$50 million by the end of the 2027 financial year. This
year we delivered US$24 million of synergies, and we have
now achieved our US$50 million annualised run-rate target.
We are also on track to deliver revenue synergies of 10% of
CP Kelco’s revenue (around US$70 million) by the end of the
2029 financial year.
US$24
m
Cost synergies delivered in the year ended 31 March 2026
4
Strengthen the balance
sheet and shareholder returns
The Board has a clear and consistent capital allocation
policy and operates a progressive dividend policy. We
have a strong focus on cash generation and delivered
£164 million in free cash flow in the year. Our target is to
deliver cash conversion greater than 75% each year, while
balancing this with our priority to drive top-line growth.
£164
m
Free cash flow delivered in the year ended 31 March 2026
Chief Executive’s review continued
Financial performance
After an extended period of weak consumer
confidence, we entered the 2026 financial year
expecting to see some improvement in market
demand. However, this improvement did not
materialise and, instead, we saw a slowdown
in demand as the year progressed, notably
in North America our biggest market. As a
result, on a pro forma basis which assumes
we acquired CP Kelco on 1 April 2024, Group
revenue was 3% lower and adjusted EBITDA
was also 3% lower.
Looking at the regions, on a pro forma basis
and in constant currency, in the Americas
revenue was 3% lower reflecting muted market
demand. Volume was lower while pricing was
broadly flat. Adjusted EBITDA was 4% lower.
In Europe, the Middle East and Africa, revenue
decreased by 5%, with pricing lower and volume
broadly flat. Adjusted EBITDA was 6% lower.
In Asia Pacific, revenue was 1% lower with
modestly higher volume mix and lower pricing.
Adjusted EBITDA was 9% higher benefiting
from good cost discipline.
Productivity was, once again, excellent with
US$53 million savings delivered in the year.
This brings total productivity savings over the
last three years to US$144 million.
Group adjusted profit before tax was 5% lower
on a pro forma basis and adjusted earnings per
share were 16% lower at 40.4p. On a statutory
basis, Group revenue was 16% higher, while
profit before tax on continuing operations was
significantly higher at £131 million.
Free cash flow at £164 million was £26 million
lower than the prior year mainly due to higher
inventories as we managed the impact of trade
tariffs and the consolidation of bio-gums
capacity. Cash conversion was 70%, slightly
below our target of 75%. Net debt at 31 March
2026 was £939 million, £22 million lower than
at 31 March 2025. Net debt to EBITDA leverage
was 2.3 times.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
77
Power of the combination
Bringing two businesses together is hard work,
even when they serve similar customers in
similar markets. Since day one, we’ve aimed
to blend the best of both companies and in
more than 35 years in business, I’ve not seen an
integration programme carried out so smoothly.
Throughout, our people have delivered – and
often exceeded – the metrics and milestones
we set.
As I’ve travelled around the Company over the
last year, I’ve been struck by the excitement
among our people about the future potential
of our business, and the significant opportunity
we have to become our customers’ solutions
partner of choice. This was confirmed by the
positive response of colleagues to our first
global employee survey as a combined
business. Even more notable were the 14,000
individual comments, many offering constructive
suggestions to help realise our growth potential.
More details on our employee survey can be
found on page 39.
Compelling solutions offering
As highlighted in the table on page 7, we are
making significant progress delivering both cost
and revenue synergies from the combination.
An important reason why we are on track to
deliver our revenue synergies is, as I’ve already
mentioned, the power of our combined
business. Whenever I meet customers, I see this
power in practice through their high levels of
engagement. Our broad product portfolio and
leading reformulation capabilities offer our
customers compelling solutions to help them
meet growing consumer demand for healthier,
more nutritious and sustainable food and drink.
The combination is not only helping to broaden
our existing customer relationships but build
new ones as well.
Our ability to ‘cross sell’ CP Kelco’s ingredients
and solutions to Tate & Lyle customers and vice
versa is a key part of how we are delivering
revenue synergies. We saw strong momentum
in the cross-selling pipeline as the year
progressed, with the value of the pipeline more
than doubling in the second half of the year.
Chief Executive’s review continued
We also introduced cross-selling training for
our commercial and technical teams and
revised our sales incentive scheme to directly
incentivise it. This is having a positive impact
with some encouraging customer successes,
particularly for our mouthfeel solutions. For
example, in the US, a large customer wanted to
improve the mouthfeel experience of its high
protein shakes. We would have struggled to
deliver this in the past, but with the technical
support of our new CP Kelco colleagues, we
produced a solution based on gellan gum
which, in the words of the customer, provided
a mouthfeel experience that no one else in the
industry could offer. And in Spain we developed
a solution for a former CP Kelco customer to
fortify its range of gummies with fibre and make
them sugar-free. We were only able to do this
because CP Kelco was already a trusted
supplier, and the customer could see that the
combination provides a much broader offering
than before.
Moving targeted CP Kelco customers to a
direct-service model is another key driver
behind our revenue synergies. At the time of
the acquisition, more than half of CP Kelco’s
revenue came from distribution partners.
During the year, we began the gradual process
of migrating certain former CP Kelco customer
relationships from distribution to a direct-
service model. This gives us direct access to
these customers and significantly increases our
ability to create growth opportunities with them.
This process also enables us to concentrate our
remaining distribution business on our stronger
partners and migrate smaller accounts to them.
Growth opportunities ahead
Despite the slowdown in market demand during
the year, the fundamental growth drivers of our
business remain strong and continue to offer
significant growth opportunities. These include
societal trends such as population growth and
the heightened awareness of the link between
diet and health. Food industry trends also
offer growth opportunities whether from the
reformulation of ultra-processed foods to
improve their nutritional content, to the
increasing demand for sugar and calorie
reduction and fortification with fibre and
protein. The combination with CP Kelco also
offers growth opportunities with our expanded
customer offering, increased customer
access and enlarged presence in the fast-
growing markets of Asia, Middle East, Africa
and Latin America.
It’s clear from what customers are telling us and
from the growth in our new business pipeline,
the value of which increased by 15% in the year,
that we have a highly compelling solutions
offering. Looking forward, our priority is to turn
the strength of this pipeline and the high levels
of customer engagement into top-line growth.
Everyone at Tate & Lyle is focused on making
this happen.
Strengthening our leadership team
To ensure we act with pace and purpose to
deliver our priorities, we made some changes
to our leadership team during the year.
In September 2025, we combined our
Platforms, Solutions, Marketing and
Commercial Transformation units into one
team to drive commercial delivery across the
business. Led by our Chief Commercial and
Transformation Officer, Melissa Law (previously
our President, Global Operations), this team is
enabling us to accelerate the deployment
of new solutions and capabilities for customers.
At the same time, Kim Faulkner joined
Tate & Lyle as our new Chief Supply Chain
Officer. Kim joined us after 25 years spent
working at Colgate-Palmolive, the US
multinational consumer products company,
and we are already benefiting from her vast
experience and knowledge of operating
complex global supply chains.
Then in December, we appointed Didier Viala
to lead our Americas region. Didier was
previously CP Kelco’s Chief Executive and
has more than 30 years of food industry
experience. His leadership abilities and deep
customer knowledge are making a real
difference in the region as we focus on
accelerating top-line growth.
Connecting with
customers
Over the last year, we’ve significantly
increased our interactions with
customers through a range of different
channels, including innovation days,
workshops, online meetings and
prototype tasting sessions.
Trade events are a great opportunity
to showcase our expertise to existing
and potential customers. For example,
in September 2025 we attended the
‘Taste of Better’ event in Rotterdam, the
Netherlands, where we ran a series of
immersive demonstrations. These
included our ‘Mouthfeel Masterclass’
sessions, which showed how the
combination of sight, sound, texture and
taste can delight consumers, while our
Sensory Science workshops highlighted
the potential of data to help deliver
healthier, tastier food and drink.
We also exhibited at many other trade
events across the world during the year
including in China (see photo above), the
US, France, Mexico and Dubai.
Strategic report
Tate & Lyle PLC Annual Report 2026
8
Chief Executive’s review continued
Launching our steviadream
This year saw the launch of Yume™, a new brand of stevia-
derived sweeteners, and the first from our partnership with
the US-based Manus, a leader in bioalternatives. Taken from
the Japanese word for ‘dream’, Yume™ is made with stevia
Reb M from Manus’s all-Americas supply chain, strengthening
traceability and security of supply. The brand’s first product,
Yume™ M Stevia Sweetener, was developed and scaled
by Manus and produced at its biofacility in Augusta,
Georgia, US.
Investing in growth
Our priority is to return the business to top-line
growth and we are investing in new insights,
capabilities, resources and tools to make
that happen.
Realigning our customer-facing teams
Given our significantly expanded portfolio
and solutions offering, in the second half of
the year we initiated an enhanced customer
segmentation exercise of our expanded
customer base. This exercise is driving a
realignment of our customer-facing teams,
such as sales, technical services, applications
and marketing, to ensure we are focusing our
resources and investments on working with
those customers with the strongest growth
prospects and who value our solutions and
formulation expertise the most. Alongside this
segmentation exercise, we’re re-calibrating
what activities are best served via distributors
and where we want a direct customer relationship.
To ensure we have the capabilities in our
technical and regional teams to capture this
growth, we are increasing investment in areas
such as applications, sensory science, nutrition
science and process development. We’re
also accelerating the roll-out of our solutions
chassis programme (see page 22), with an initial
focus on our mouthfeel platform. As a result, we
launched eight chassis solutions during the
year, with a further nine chassis in development.
Accelerating innovation
Innovation is key to delivering our strategy and
we invested £86 million in innovation and
solution selling during the year. Revenue from
New Products increased to £368 million, 9%
higher on a like-for-like basis and in constant
currency, with strong performance across all
three platforms. This is a great example of the
strength of our combined portfolio and
increased capabilities. In addition, solutions
represented 35% of new business wins by value.
Innovation is the lifeblood of any business, and
the strength and quality of our pipeline is very
encouraging.
Developing new partnerships
External partnerships can also help
accelerate innovation. Our new partnership
with MassChallenge in the UK and Switzerland,
for example, puts us at the heart of early-stage
innovation that could help transform the nutritional
value of food and establish more sustainable
farming and food processing practices.
We’re also seeing early benefits of our new
partnership with Manus, a leading bio-
alternatives scale-up platform. Together
we launched a new premium all-Americas
stevia-derived sweetener called Yume
TM
in early
2026 (see opposite). As well as broadening our
access to new innovation, partnerships for
locally produced ingredients help to strengthen
the resilience of our supply chain. This ability
to serve our customers in their own regions is
increasingly important given rising trade
protectionism around the world.
Embracing the power of technology
Technology is key for accelerating innovation
and we’re investing in tools that make it easier
for our teams to solve customers’ challenges
more quickly. For example, we’re investing
around US$10 million in new technology and
digital tools to support the effectiveness of our
customer-facing teams. Part of this investment
is to build a new generative AI tool to enable our
sales and technical teams to search our broad
technical and scientific libraries and provide
faster and deeper insights into solving
customers’ formulation challenges.
Our Automated Laboratory for Ingredient
Experimentation, known as ALFIE, located at our
Customer Innovation and Collaboration Centre
in Singapore, is delivering excellent results.
Combining robotics and predictive modelling
to run rapid characterisation tests, ALFIE has
already delivered countless ingredient trials in
its first year of operation. We see huge potential
for ALFIE to use our expanded portfolio to
assess the interaction between starches and
hydrocolloids and create completely new
customer solutions. Customer collaboration
on ALFIE continues to be strong and the first
customer product directly created by ALFIE
was launched in China during the year.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
99
Staying true to our purpose
Everything we do at Tate & Lyle helps us deliver
our purpose of Transforming Lives through the
Science of Food, and I am very proud of the
passion my colleagues show in living our
purpose every day.
Supporting healthy living
The biggest impact we can have on improving
nutrition and health comes through our
ingredients and technical expertise. For
example, over the last six years, through our
no- and low-calorie sweeteners, we’ve removed
over 12 million tonnes of sugar from people’s
diets – equivalent to 48 trillion calories.
Our ability to reformulate food is a significant
growth opportunity for Tate & Lyle, given the
structural factors reshaping consumer
behaviour and driving demand for healthier,
more nutritious and sustainable food and drink.
While processed food has a critical role to play
in feeding a growing population sustainably and
affordably, nutrition science shows that foods
that are high in calories, sugar and fat, and low
in fibre, can lead to poor health outcomes, if
consumed in excess. It’s clear many products
classed as ultra-processed are not nutritionally
balanced, meaning that reformulation is key. As
an expert in taking sugar, calories and fat out of
food and adding fibre and protein, we are
well-placed to help our customers restore the
nutritional balance of food and drink.
We also see opportunities to help customers
serve the growing number of consumers using
weight-loss medication. This medication
suppresses appetite, so, as people eat less,
the nutritional density of the food they choose
needs to increase, for example, eating food with
added fibre. As people lose weight and end
their treatment, they need to make healthier
food and drink choices to maintain their weight.
We know that mouthfeel and satiety are critical
when choosing food, so we’re working with
a team at Wageningen University in the
Netherlands to explore ways to create textures
that encourage more mindful eating, or more
specifically, how modifying eating rates can
potentially reduce people’s caloric intake.
Chief Executive’s review continued
Caring for our planet
We care for our planet and help protect its natural
resources for the benefit of future generations.
Building thriving
communities
We help build thriving
communities where we
operate, and support people
to achieve their potential.
Supporting
healthy living
We help people make healthier
and tastier choices when they
eat and drink, and lead more
balanced lifestyles.
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TRANSFORMING
LIVES THROUGH
THE SCIENCE
OF FOOD
United Nations Sustainable
Development Goals
(UN SDGs)
We focus on five of the
UN SDGs that most closely
align to our purpose and
are where we can have the
most impact.
SDG 2 Zero hunger
SDG 3 Good health and
wellbeing
SDG 5 Gender equality
SDG 12 Responsible
consumption and
production
SDG 13 Climate action
To demonstrate our support
for the UN SDGs, we are a
participating member of the
UN Global Compact, a major
global sustainability initiative.
To find out more about our
purpose and how we are
delivering against our
commitments and targets,
see pages 28 and 29 and visit
www.tateandlyle.com/purpose
Our purpose guides every decision we make
Strategic report
Tate & Lyle PLC Annual Report 2026
10
Building thriving communities
We are committed to building stronger, healthier
communities where we work and live. Donating
to food banks to help people in our local
communities get a nutritious meal has been
a core part of our community programme for
many years. The cost-of-living crisis means that
demand for food banks has continued to rise,
so our partnerships with food banks across the
world are more important than ever. We have a
target to donate 7 million meals in the 10 years
to 2030 and, by 31 March 2026, we had already
donated more than 5 million meals. Our
partnerships go beyond donating meals though,
with colleagues packing meal boxes and
helping with deliveries.
We remain committed to being an inclusive
business, where every employee feels seen,
heard and valued, and part of a team that
reflects the local communities we serve. I am
proud that 45% of our global leadership team
– representing around 500 people – are women
and that we have a strong and active set of
employee resource groups. As a global
business founded on scientific innovation,
expertise and creativity, it’s critical that we
continue celebrating the fact that our unique
differences generate better ideas and deeper
insights into our markets and customers.
Caring for our planet
Environmental sustainability is more important
than ever, not just because of the urgent need
to mitigate the impacts of climate change, but
also to support the resilience of our supply
chain. During the year, we successfully
integrated CP Kelco into our environmental
sustainability programme and, as a result,
can now measure progress for the enlarged
business against our existing targets and
commitments, as set out in this Annual Report.
We have also developed new targets and
commitments, including targets to reduce
greenhouse gas (GHG) emissions, which have
been submitted for validation by the Science
Based Targets initiative (SBTi). We will announce
these new targets later in 2026.
In the meantime, we continued to make good
progress on many of our existing environmental
targets. Scope 1 and 2 GHG emissions were
17% lower from a 2019 baseline and our Scope 3
Forest, Land and Agriculture GHG emissions
were 26% lower, benefiting from the excellent
performance of our corn and stevia regenerative
agriculture programmes and the decarbonisation
of our supply chain. The purchase of electricity
for use in our operations from renewable
sources increased to 65%, reflecting the first full
year of benefits from the agreements we signed
with utility providers in 2024. We also continued
to perform well against our target to beneficially
use 100% of the waste we generate by 2030,
reaching 98% by the end of 2025.
Looking ahead
It has undoubtedly been a challenging year
and our overall financial performance has
been disappointing. At the same time, we have
made strong progress delivering the benefits
of the CP Kelco combination. Customer
engagement is high; we are on track to deliver
our planned revenue synergies; and we have
achieved our target annualised run-rate cost
synergies a year ahead of schedule. And
importantly, the fundamental growth drivers of
our business remain strong. All of which gives
me confidence that we are moving in the right
direction, and in the future growth potential of
the business.
With the CP Kelco integration complete, our
priority is clear: to drive top-line growth and
stronger financial performance. Everyone at
Tate & Lyle is committed to making that happen
and our focus is on serving our customers and
delivering growth.
Nick Hampton
Chief Executive
Outlook for the year
ending 31 March 2027
For the year ending 31 March 2027 on
a constant currency basis we currently
expect to deliver:
Modest revenue growth, underpinned
by volume growth, weighted to the
second half
Broadly flat EBITDA before the
c.US$20 million impact of the
rescheduling of the consolidation of
bio-gums capacity
Our outlook currently assumes a limited
impact from the conflict in the Middle
East, and we are taking actions to
mitigate cost inflation through a range
of initiatives including procurement
activities, operational discipline and
pricing action.
Chief Executive’s review continued
Celebrating
75 years at
Großenbrode
In September 2025, we celebrated
75 years of pectin innovation and
production at our plant on the Baltic
coast in Großenbrode, Germany.
Founded in 1950, the plant has evolved
from experimenting with sunflowers to
pioneering the production of pectin
made from citrus peel. Today,
Großenbrode’s expertise is globally
recognised, helping food manufacturers
deliver products with great taste, texture
and mouthfeel. The pectin we make at
Großenbrode can be found in everyday
products around the world – from jams
and yoghurts to vitamin supplements
and cosmetics.
Sustainability is embedded into every
aspect of the plant’s operations. The site
sends zero waste to landfill and recycles
biosolids to enrich local farmland. It also
generates biogas to produce electricity
and steam, as well as generating
electricity from solar panels.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
1111
Our business
What we do and
how we do it
Tate & Lyle is a speciality food
and beverage solutions business
with leading global positions in
sweetening, mouthfeel and
fortification. We create ingredients
and solutions that meet growing
consumer demand for healthier,
more nutritious and sustainable
food and drink.
Our ingredients and solutions are used in
small quantities, but play a crucial role in
adding specific functionality, nutrition and
health benefits to our customers’ products.
We meet their demand through our broad
portfolio of ingredients across three platforms
– sweetening, mouthfeel and fortification – and
through our technical expertise to reformulate
in our core categories: beverage; dairy; soups,
sauces and dressings; and bakery and snacks.
Our greatest strength lies in our ability to
formulate across the intersection of all three
platforms. Reformulation may sound simple,
but it’s far more complicated than just swapping
one ingredient for another. It’s a complex
process that requires considering everything
from taste and texture to shelf-life and stability.
For example, removing fat might be good for
our health, but it can affect the way a food feels
in our mouth, while removing sugar is about
more than swapping one sweet ingredient for
another. And taste is inherently local, which
means that foods and drinks also need to be
adapted to different regions and countries.
The next pages explain what we do and how
we do it.
Our business model
shows where and how we
operate in the value chain.
Our business model
page 13
Our business model
underpins our strategy for
growth, which is built on
leading positions...
Our strategy
page 14
...in large and
attractive markets…
Our markets
page 15
...driven by increasing
global demand for
healthier food and drink.
The world around us
pages 16 and 17
We meet this
demand through
three platforms…
Our platforms
pages 18 to 20
...focused on four
core categories…
Our core categories
page 21
...delivering the solutions our
customers need…
Our solutions
pages 22 and 23
... supported by our leading
scientific capabilities…
Our scientific capabilities
page 24
...and an agile global supply
chain.
Our supply chain
page 25
We measure performance
through financial and safety
KPIs, and progress towards
our purpose targets.
Our progress
pages 26 to 29
Strategic report
Tate & Lyle PLC Annual Report 2026
12
Our business model
Where and
how we operate
Our purpose: Transforming Lives through the Science of Food
We operate at the centre of the food value chain. Through our broad portfolio and formulation
capabilities across sweetening, mouthfeel and fortification, we help meet our customers’,
consumers’ and society’s demand for healthier, more nutritious and sustainable food and drink.
And it’s not just about solving today’s challenges: our scientists are also working to create the
next generation of speciality food ingredients and solutions.
Agriculture Tate & Lyle Customer Consumer
We work with our suppliers and
farmers to source agricultural
crops from the natural world
We transform these agricultural crops
into highly functional food ingredients
and solutions
We sell our ingredients and
solutions to global and local
food and drink companies
Our ingredients and solutions are
used to make everyday food and
drink healthier and more nutritious
Examples of the raw materials we source: Market-leading positions across our three platforms: We sell into four core categories: What consumers look for in their food:
We build long-term, mutually beneficial
relationships.
We develop local procurement and
diversified sources.
We invest in regenerative agriculture to
build a climate-resilient supply chain.
We operate 24 manufacturing sites in 11 countries
and have 21 Customer Collaboration and
Innovation Centres globally.
We have over 1,000 ingredients, each with their
own functional attributes or nutritional benefits.
We use our unique technical expertise to
formulate across all three platforms.
70% of our US$20 billion addressable
market sits in these four core categories.
30% is in categories such as
confectionery and infant nutrition where
we have regional capabilities.
We also have expertise in some non-food
categories such as consumer care.
Our ingredients are used to reduce sugar,
calories and fat in food and drink, and to
add nutrition through fibre and protein.
We can also create mouthfeel and
textures suitable for specific dietary
needs, such as gluten-free baking, or
for people with swallowing difficulties.
See pages 52 and 53 for more detail See pages 18 to 20 for more detail See page 21 for more detail See pages 16 to 20 for more detail
Beverage
Soups, sauces and dressings
Dairy
Bakery and snacks
Sweetening Mouthfeel FortificationCorn Citrus peel Chickpeas Stevia
Healthy
Tast y
Convenient
Sustainable Affordable Responsible
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
1313
Our strategy
Our business model underpins our strategy for
growth, which is built on leading positions...
We deliver our strategy through our growth framework,
based on four pillars with serving customers at the core.
Our growth framework
Based on our leading market positions
and scientific and solutions capabilities, our
strategy is to accelerate growth and deliver
attractive shareholder returns as a leading and
differentiated speciality food and beverage
solutions business, providing sweetening,
mouthfeel and fortification solutions to our
customers across our four core categories:
beverage; dairy; soups, sauces and dressings;
and bakery and snacks.
We deliver our strategy through our growth
framework – see opposite.
Key growth enablers
Science and technical know-how Solutions capability Global supply chain Culture Talent
Customers
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Build category insight
Strengthen customer intimacy
Enhance formulation expertise
Increase investment in R&D
Expand open innovation
Leverage scientific knowledge
Grow above market
in developed markets
Accelerate growth in large,
fast-growing markets of Asia, Middle
East, Africa and Latin America
Build on existing strong platforms
Expand into new platforms
Deliver value-enhancing acquisitions
Our strategic focus
Sweetening | Mouthfeel | Fortification
A leading and differentiated speciality
food and beverage solutions business
Our platforms
Our core categories
Beverage
Dairy
Soups, sauces
and dressings
Bakery and
snacks
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Tate & Lyle PLC Annual Report 2026
14
Our markets
…in large and attractive markets
The global speciality food
ingredient market is worth
US$70 billion
1
Large addressable market
Within the global speciality food ingredient
market, US$20 billion
1
is addressable by
Tate & Lyle’s three platforms. Through our
combination with CP Kelco in November 2024
we can now access a greater share of this
addressable market, with ingredients such as:
high-intensity sweeteners
nutritive sweeteners
rare sugars and other sweeteners
starches
pectins
gums
fibres
plant proteins
More information about these ingredients can
be found on pages 18 to 20, which explain our
three platforms.
Majority of addressable market in
fast-growing regions
The majority of our addressable market is in
Asia, Middle East, Africa and Latin America,
along with 23% in North America. Asia is our
largest addressable market at 36%, which is
why it is such an important growth opportunity
for Tate & Lyle and why we are investing in
infrastructure, capabilities and new businesses
in the region.
1 Market data and Bain & Co analysis, 2025.
Our addressable market for speciality food ingredients
North America
US$4.7
bn
Latin America
US$1.8
bn
Europe
US$4.5
bn
Asia
US$7.3
bn
Middle East and Africa
US$1.7
bn
US$20
bn
1
23% 23%
36%
9%
9%
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
1515
The world around us
…driven by increasing global demand
for healthier food and drink.
Global trends
Within our addressable markets,
there are a number of structural
global trends driving changes in
the way people consume food
and drink.
Around the world, societies and governments
face growing food- and health-related
challenges. More urban lifestyles mean
people are often less active while eating more,
contributing to growing concerns about issues
like obesity, diabetes and digestive health. As a
result, many people are looking for healthier
food and drink, with a focus on nutrition, satiety,
taste and clear ingredient information. In a
fast-moving, digitally connected world, they
also want choices that save time and remain
affordable.
Healthier choices
The structural trend towards healthier, more
nutritious food is important given the growing
debate around processed and ultra-processed
foods. Food processing is critical to providing
safe, nutritious and affordable food at scale.
However, foods with low nutritional content –
typically high in calories, sugar and fat, and
low in fibre – many of which are classed as
ultra-processed, can lead to poor health if
consumed in excess.
In response, governments, which are
increasingly concerned about rising healthcare
costs, are introducing initiatives to support
healthier food choices. For example, the
introduction of front-of-pack labelling for sugar,
fat and salt content in Latin America, and calorie
information on menus in UK restaurants,
cafés and takeaways. In turn, food and drink
manufacturers are accelerating product
reformulation.
Less sugar, more fibre
One of the biggest structural trends is growing
consumer demand for food and drink that is
lower in sugar and calories and higher in
nutrients like fibre and protein. Increasing
awareness and use of GLP-1 medications for
weight management are reinforcing this shift.
Because weight-loss drugs suppress appetite,
people eat less, meaning the nutritional density
of the food they choose needs to increase, for
example foods with added fibre. While losing
weight tends to encourage people to make
healthier food and drink choices, they don’t
want to sacrifice taste and texture. This is why
mouthfeel is so important when reformulating
food: getting it right is key to achieving consumer
satisfaction, and to persuading consumers to
buy products again and again.
Fibre is a key nutrient for people at all stages of
life, and its importance as a gut-friendly
ingredient is increasingly recognised as growing
research shows links between healthy gut
bacteria and physical and mental health. Despite
this, most people still don’t get enough fibre in
their diet. For example, while the UK government
recommends adults consume 30g of fibre each
day, the average intake is estimated at only 18g.
1
Since it’s unlikely people will eat enough fibre
from whole foods alone, it’s increasingly
accepted that they need foods fortified with fibre
to close this gap.
Transparency and responsibility
Consumers are also looking for food they can
trust. That’s why transparency is critical. They
want to know exactly what goes into the food
they eat, how it was made and where it comes
from, examining labels more closely and
looking for simpler or ‘more natural’ ingredients.
This is also due to concerns for our planet and
its natural resources, given that food systems –
what we eat; how we grow, ship and cook our
food; and how we dispose of, and sometimes
waste, it – account for around one-third of
global greenhouse gas emissions.
2
One
consequence is that demand for plant-based
food and flexitarian diets is rising, as people
choose food that is better for them and for
the planet.
Our growth opportunity
Against this backdrop, the world’s population
is growing and people are living longer. This will
require a significant increase in the quantity
of food the world produces, as well as its
nutritional content. To meet society’s health
and dietary challenges, a significant proportion
of the food and drink we consume today must
be reformulated to improve nutrition. At the
same time, the need for healthier, more
nutritious and affordable food at scale is
universal – regardless of age or weight.
As an expert in reformulation – taking sugar,
calories and fat out of food and adding fibre and
protein – Tate & Lyle is well-placed to help restore
the nutritional balance and increase the nutritional
density of foods. And, as a plant-based business,
we aim to do this while taking care of our planet
and its natural resources. Our goal is not just to
feed people, but to feed them well.
Global trends in numbers
26
%
Estimated increase in the global population by
mid-2080s
3
43
%
of adults aged 18 years and over are overweight
4
12
%
of US adults have used anti-obesity medication
5
72
%
of consumers are cutting back on sugar
6
63
%
of consumers plan to increase their fibre intake in
the next 12 months
7
3 United Nations World Population Prospects, 2024.
4 World Health Organization, 2025 (data at 2022).
5 RAND.org report, 2025.
6 Innova Market Insights, 2025.
7 Tate & Lyle proprietary research, 2025 (markets
include US, Brazil, Germany, UK, UAE, China,
and India).
1 UK National Diet and Nutrition Survey, 2025.
2 Food and Agriculture Organization of the United Nations,
2024 (data at 2022).
Strategic report
Tate & Lyle PLC Annual Report 2026
16
The world around us continued
Consumer trends
We see six key consumer trends driving
how people are purchasing and consuming
food and drink (see right), influenced by four
main factors:
Desire to be in control of what we eat and drink.
People want to understand what’s in the food
they are buying and to ensure it reflects their
values. Transparency about the sustainability
of products, nutritional claims and clear
labelling are important areas.
Desire for healthier food. People are looking
for products that are lower in sugar, calories
and fat, and that contain additional nutrition
such as fibre and protein. Healthy living has
matured from a trend to a lifestyle choice, with
consumers looking for food and drink options
that help them look and feel good.
Desire for convenient, responsible choices.
Busy, stressful lifestyles mean more people
want hyper-convenient, hassle-free food
without compromising taste. At the same time,
they are choosing diets that support their health
and the planet, and want food that meets high
safety and quality standards.
Cost-of-living crisis. This continues to affect
people around the world, and value for money
is a key part of purchasing decisions. The
strain on food budgets means consumers are
increasingly looking at new and creative ways
to cook the food they enjoy affordably.
Our portfolio is aligned to consumer trends
Reduce sugar and calories
Taste experience
Improve nutrition
Optimise cost
Cleaner label
Enhance texture and mouthfeel
experience
Sensory experience
Cleaner label
Optimise cost
Increase nutrition from fibres
and protein
Add health benefits
Reduce sugar
Convenient Sustainable AffordableTast yHealthy Responsible
Sweetening Mouthfeel Fortification
These solutions are delivered through our three platforms
What consumers are looking for in their food
Solutions required to meet what consumers want
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
1717
Our platforms
We meet this demand through
three platforms...
Sweetening
Tate & Lyle has over a hundred
years of sweetening experience
and is a leading provider of
sweetening solutions.
Removing sugar from a product sounds simple
but sugar does much more than just sweeten
– it lowers the freezing temperature, raises the
boiling point, and acts as a bulking ingredient.
Sometimes sugar acts as a preservative and
sometimes it provides the ability to hold water
and moisture. So understanding the complexity
of sweetening solutions and the interaction
of different sweeteners is vital. Probably the
greatest challenge is making sure products
maintain the same sensory experience after
sugar has been removed. Through our portfolio
of sweeteners, mouthfeel ingredients and fibres,
we can build back the taste and mouthfeel
experience people love.
The addressable market for speciality
ingredients for sweetening is around
US$6 billion.
1
While this is a significant market,
the real growth opportunity lies in further
penetrating the large market for sugar, which
still has around an 80% share of the global
sweetening market.
1 Market research data, Tate & Lyle and BCG analysis.
1 Market data and Bain & Co analysis, 2025.
1 Market research data, Tate & Lyle and BCG analysis.
Sugar and calorie reduction toolbox
Non-nutritive sweeteners
Low-calorie
rare sugar
Functional
sugar
replacement
Nutritive
sweetener
Stevia Monk fruit Allulose Fructose
Times sweeter than sugar (sucrose)
200-300x 150-200x 600x 0.7x 0.2x 1.2x
Key attributes of our
ingredients and solutions
Reduce sugar
and calories
Taste experience
Improve nutrition
Optimise cost
Cleaner label
Labelling, claims and regulatory approvals may vary by country.
Sucralose Maltodextrin
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18
Mouthfeel
Liking a food often depends on
how it feels in the mouth.
Most people choose food based on how it
tastes. But getting that taste right means
mastering all aspects of food formulation –
including mouthfeel. Mouthfeel is all about the
texture and sensation we experience when we
eat and drink, from how food looks, to the way
it sounds and feels in our mouth.
Consider the pleasure of eating a mousse
dessert. It’s not just the taste but the whole
sensory experience. From the way it looks so
light and fluffy, to the soft sound it makes as you
dig in, and that delicate, airy texture that melts
on your tongue. That’s mouthfeel in action – a
complex, multisensory experience that makes
eating much more than just a functional activity.
Our ability to predict and modify mouthfeel is a
key differentiator in the solutions we provide our
customers. When a customer reformulates a
product – whether to reduce sugar and calories
or optimise costs – the taste and mouthfeel are
often compromised. Therefore, having a partner
with a comprehensive understanding of the
overall sensory experience and the science of
taste, including texture and mouthfeel, is critical.
That’s where Tate & Lyle comes in.
We see mouthfeel as a significant growth
opportunity for Tate & Lyle with an estimated
addressable market of around US$11 billion.
1
Our platforms continued
Labelling, claims and regulatory approvals may vary by country.
Some ingredient examples...
Pectins, gums and starches provide a
range of functional benefits, including
Thickening
Gelling
Viscosity modification
Suspension
Stabilisation
Key attributes of our ingredients
and solutions
Enhance texture and
mouthfeel experience
Sensory experience
Cleaner label
Optimise cost
Mouthfeel toolbox
Visual texture
Even before we put food in our mouths, we can
already see that it is shiny, or rough, or looks grainy.
Tactile sensations
Mouthfeel includes the tactile aspects of texture
perception, i.e. what you feel in your mouth.
Audible sensations
Mouthfeel includes the audible sensations of food,
like how loud it sounds when you bite into a cracker.
Mouthfeel experience
1 Market data and Bain & Co analysis, 2025.
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1919
Tate & Lyle PLC Annual Report 2026
19
Fortification
Our fortification portfolio is made
up of dietary fibres and a small
amount of plant protein.
The World Health Organization recommends
that adults eat at least 25g of fibre every day,
but most people are not getting enough, and
in many cases nowhere near enough.
This is important, since a low fibre intake can
disrupt our beneficial gut bacteria, which
research shows affects everything from heart
and liver health to our mood and quality of
sleep. So ‘bridging the fibre gap’ is a key
challenge for both consumers and food and
beverage manufacturers.
As a global leader in soluble fibres, Tate & Lyle
is well-positioned to help consumers bridge this
gap. Fibres have distinctive attributes in many
food and beverage categories, including sugar
and calorie reduction as well as fortification,
which means our solutions can help increase the
nutritional content of the foods we eat every day.
Our fortification toolbox includes the broadest
range of fibres on the market, as well as our
chickpea protein and flour products. While a
small business for us today, it gives us the ability
to offer sustainable, plant-based protein solutions
for our customers.
We see fortification as a significant growth
opportunity for Tate & Lyle with an estimated
addressable market of around US$3 billion.
1
With consumers increasingly aware of the
importance of fibre in the diet throughout life, we
see this opportunity growing strongly over time.
Our platforms continued
Key attributes of our
ingredients and solutions
Increase nutrition from
fibres and protein
Add health benefits
Reduce sugar
Fortification toolbox
Dietary fibres Plant protein
Offers a variety of
fibre content and
health benefit
claims
Helps promote
healthy digestion
and satiety
Provides health
benefits including
improved
intestinal function
Used mainly in
health foods and
infant formula
Used in vegan,
gluten-free,
non-GMO, clean
label products
Labelling, claims and regulatory approvals may vary by country.
1 Market data and Bain & Co analysis, 2025.
Strategic report
Tate & Lyle PLC Annual Report 2026
20
Our core categories
...focused on four core categories...
Through our three platforms
of sweetening, mouthfeel and
fortification, we focus on four core
categories of beverage; dairy;
soups, sauces and dressings; and
bakery and snacks.
Our addressable market is US$20 billion,
1
70% of which sits in these four core categories.
The other 30% sits in categories such as
confectionery and infant nutrition where we have
regional capabilities. Following the combination
with CP Kelco in November 2024, we also have
some expertise in new categories such as
consumer care, where our ingredients provide
high-performing and sustainable alternatives
to ingredients derived from petrochemicals.
We have experts in consumer insights who
analyse consumer and category trends in their
region and by country to identify the relevance
and growth potential of various sub-categories
within our four core categories. These insights
are the foundation of how we decide which
sub-categories to focus on. We also talk with
customers to understand their priorities, and we
analyse the size of the sub-categories to ensure
they have a large enough addressable market
and an attractive growth rate.
Beverage Dairy
Soups, sauces
and dressings
Bakery and snacks
Within each of our four core categories, there are numerous sub-categories
offering opportunities for higher growth. Here are some examples:
Ready-to-drink tea
Carbonates
Juice
Yoghurt
Dairy desserts
Dairy alternatives
Sauces
Ready meals
Salad dressings
Biscuits
Cereals
Snack bars
Our core categories
1 Market data and Bain & Co analysis, 2025.
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
2121
Our solutions
...delivering the solutions our customers need...
Our solutions
...delivering the solutions our customers need...
By bringing together our
applications capabilities, category
expertise and our broad portfolio
of ingredients, we can formulate
solutions for our customers across
the intersection of sweetening,
mouthfeel and fortification.
Our customers increasingly rely on the
innovation expertise of ingredient and solutions
suppliers like Tate & Lyle to solve the challenges
of food reformulation and deliver nutritional
improvements and taste. We take crops, such as
stevia, corn, citrus peel and chickpeas and,
using more than a century of scientific and
technical know-how, turn them into highly
functional food ingredients and solutions.
Through our three platforms of sweetening,
mouthfeel and fortification, we help make
healthy food tastier and tasty food healthier.
This includes removing sugar and fat and
adding fibre and protein to help improve the
nutritional content of food without
compromising their taste or texture.
Formulating across our platforms
Our greatest strength lies in our ability to
formulate across the intersection of all three
platforms. Reformulation is a complex process
because we have to consider everything from
taste and texture to shelf-life and stability.
Removing fat might be good for our health, but
it can affect the way a food feels in our mouth,
while removing sugar is about more than
swapping one sweet ingredient for another.
Through the combination of Tate & Lyle and
CP Kelco, we’ve deepened our expertise,
creating stronger links – as well as new ones –
between our platforms to reformulate foods to
meet a range of consumer needs. For example,
we’ve developed a new system that combines
our starch ingredients with our speciality gums
to develop a range of recipes for mayonnaise
with varying quantities of oil, and with and
without eggs. As well as reducing the cost of a
key ingredient, our solution offers a 50%
reduction in calories without compromising the
traditional mouthfeel of a full-fat mayonnaise.
A chassis approach to solutions
With consumer trends changing all the time,
it’s more important than ever that we work
collaboratively with our customers to develop
the integrated solutions they need. To do this
in the most efficient way, we have developed
a chassis approach for our solutions.
A formulation chassis is the base framework or
foundational piece of technical knowledge
within a given solution. Developed by our global
team, chassis toolkits are then tailored by our
regional teams to meet consumers’ local taste
preferences. Take sugar reduction in yoghurt,
for example. Our underlying approach and
solution would be broadly similar for a customer
wanting to replace sugar to reduce the cost of
a yoghurt in Brazil, as a customer wanting to
reduce calories in a yoghurt in China. But the
specific taste and mouthfeel must be tailored to
reflect the specific needs of the product in that
region, so we take the base chassis and add to
or adapt it accordingly.
To help us understand better – and respond
more quickly to – those challenges and
preferences, we work with customers at the
earliest stages of solutions development, via
our global network of Customer Innovation
and Collaboration Centres. To support our
customers, we have accelerated the roll-out
of our solutions chassis programme, initially
focusing on mouthfeel, with eight new
mouthfeel chassis launched during the year.
Solutions for GLP-1 users and beyond
Worldwide adult obesity has more than doubled
since 1990 and adolescent obesity has
quadrupled. It’s not surprising then that, in
recent years, we’ve seen a dramatic increase in
the use of drugs originally developed for people
Innovation and
solution selling
Year ended 31 March 2026
9
%
Increase in New Products revenue
1
35
%
Solutions revenue as a percentage of new
business wins
2
£86
m
Investment in innovation and solution selling
3
1 New Products revenue on a like-for-like basis
(i.e. no products removed from disclosure due
to age); revenue was in line on a reported basis.
2 New business opportunities pipeline; value of
opportunities requiring solution formulation in our
application labs as a percentage of the total pipeline.
3 ‘Investment’ is operating expense in the income
statement and excludes capital investment.
with diabetes, but which have since been
approved for use in losing weight. Today, around
12% of US adults use these anti-obesity drugs,
also known as GLP-1s, which typically work by
mimicking the hormones our bodies release
when we eat that lead us to feel full, enhancing
the sense of fullness by speeding up the release
Creating solutions
for our customers
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Strategic report
Tate & Lyle PLC Annual Report 2026
22
Examples of potential nutritional benefits from our ingredients and solutions
of insulin, and slowing down gastric emptying.
Fibres and proteins have the same effect in the
body. This is called satiety.
To understand the health needs of people using
GLP-1s, we conducted our own research, and
five areas stood out:
Nutrient density: the quantity of nutrients
you get for every calorie consumed is an
important factor since people on GLP-1s
eat less.
Gut health: this matters because many GLP-1
users suffer side effects such as bloating,
constipation and nausea.
Satiety: this is critical for people coming off
GLP-1s, since they need to feel fuller with
smaller amounts of food to ensure they don’t
regain weight.
Hydration: needs to be considered because
GLP-1s suppress cues for thirst.
Permissible indulgence: due to their altered
taste sensitivity, users need help to enjoy the
smaller amounts they do consume.
Tate & Lyle has more than 200 solutions
available for our customers to support GLP-1
users before, during and after their weight-loss
programme:
Before: our solutions help reduce calories
and increase the nutrient density of everyday
foods.
During: we offer tailored solutions to meet
people’s nutritional needs such as fibre
fortification.
After: our solutions can help users maintain
weight loss and not fall back to less healthy
options.
1 Benefits may be dosage and application dependent. The health benefits (excluding ‘source of fibre’ and ‘weight management’) are based on clinical trial evidence and may not be substantiated health
claims. Regulations might allow similar claims at different amounts and regulations differ by region.
2 Effects shown in specific populations. Prebiotic effects of PROMITOR and GOS are shown in healthy adolescents. Bone health effects of GOS and PROMITOR are shown in healthy adolescents and
post-menopausal women. Mineral absorption effects of PROMITOR, FOS and GOS are shown in healthy adolescents and post-menopausal women.
Restoring the nutritional balance of food
As an expert in reformulation, Tate & Lyle is
well-placed to help restore the nutritional
balance and increase the nutritional density of
foods. This is particularly important given that
many food and drink products increasingly
classed as ultra-processed are not nutritionally
balanced.
While food still needs to be processed to
ensure it is safe, accessible and affordable
at scale, the opportunity to significantly
improve its nutritional profile by taking out
sugar, calories and fat, and adding essential
nutrients such as fibre and protein, is growing.
That’s where our ingredients and solutions can
play an important role.
From fortifying with fibre and protein, to
replacing sugar to reduce calories and avoid
glycaemic spike, to using mouthfeel to increase
the feeling of permissible indulgence, our
solutions provide nutritional benefits that can
help consumers choose healthier and great
tasting food and drink.
Our solutions continued
Fortification Mouthfeel Sweetening
Dietary fibres Pectin Low- and no-calorie sweeteners
Benefits
1
Source of fibre
Mineral absorption
2
Bone health
2
Digestive health
Gut microbiome health
2
Digestive tolerance
Satiety
Weight management
Glycaemic response
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Tate & Lyle PLC Annual Report 2026
2323
Our scientific capabilities
...supported by our leading scientific capabilities...
Science and innovation are at
the heart of how we deliver our
strategy. By combining
leading-edge science with
our deep understanding of
consumer trends, we develop
new ingredients and solutions that
help our customers create
healthier, more nutritious and
sustainable food and drink.
While our solutions capabilities help solve the
challenges our customers are facing today, our
scientists are also working to create the next
generation of speciality ingredients and
solutions, developing new technologies and
using new substrates.
Leading scientific capabilities
Formulating solutions for nutritious food
and drink requires deep scientific expertise
across many fields. Ours lies in the fields of
chemistry, biotech, materials science, human
nutrition, regulatory, and human toxicology.
Within these fields, our core scientific
capabilities are in bioconversion and physico-
chemical transformations, drying and
crystallisation, separation and fractionation,
along with fermentation, extraction, gelation and
purification. As a result, we have a strong and
growing patent portfolio with 958 patents
granted and 271 pending as at 31 March 2026.
The combination of our scientific and
applications expertise, enhanced by our
combined portfolio of starches and gums,
provides a compelling proposition for
customers. For example, food starches are very
effective at providing bulk, but can create an
overly gelatinous texture when used on their
own. Meanwhile, gums can modify the viscosity
and texture of foods without substantially
altering the flavour. By combining these
ingredients into a solution, we can significantly
enhance mouthfeel, for example to support the
sensory appeal of a product or to reduce fat.
We can also create textures that are suitable
for specific dietary needs, such as gluten-free
baking, or foods for people with swallowing
difficulties.
Working with customers in local markets
Consumer preferences are different around
the world, which is why our global network of
Customer Innovation and Collaboration Centres
is so important. We have 21 centres globally
and nine research centres (four of which are
integrated with a Customer Innovation and
Collaboration Centre). We work together with
customers at these centres to reformulate their
existing products and create new products to
meet the needs of their local markets. Our work
with customers at these centres helps us to
become their trusted innovation partner.
Investing in research
We are committed to raising the bar on
evidence-based nutrition science and
innovation, and to providing food and beverage
manufacturers with ingredients and solutions
that help address key public health challenges.
But improving the nutritional profile of foods
while maintaining their taste is a complex task
that requires complex science. Our team of
food and nutrition scientists are continuously
researching and testing ingredients and
applications to meet current and future
health needs.
We design, conduct and interpret pre-clinical
and clinical research to support our existing
ingredients, and the development of new
ingredients and solutions. We do much of this
with academic and industry partners who bring
wider expertise and resources to the table. We
also contribute to studies and research to
improve the general understanding of the
impact of food policy on public health.
Aside from working directly with customers, we
take part alongside them in wider partnerships
that bring together business and academia to
research areas that will benefit everyone. For
example, we’re in a five-year public-private
research programme called ‘Restructure, run
by the University of Wageningen, the Netherlands.
The programme aims to understand the
relationship between the texture of food, the
speed of eating and how much we eat.
All this work is supported by our online Nutrition
Centre, which offers customers, scientists,
health professionals and consumers access to
authoritative research and education resources
on ingredients that can help address
formulation and public health challenges.
Committed to open innovation
As well as our in-house expertise, we work
with industry partners and in open innovation
activities to deliver a strong pipeline of new
ingredients and solutions. For example, this
year we announced a new partnership with
the UK and Swiss hubs of MassChallenge,
the global start-up accelerator, to support
early-stage innovation that could help
transform the nutritional value of food and
establish more sustainable farming and
food processing practices.
Smarter, faster
innovation
In 2025, we launched our first customer
product in China that was directly created
by our new Automated Laboratory for
Ingredient Experimentation at our
Customer Innovation and Collaboration
Centre in Singapore.
Known as ‘ALFIE’, the lab uses pioneering
automated robotics to run characterisation
tests around 10 times faster than the
previous rate, and provides enhanced
predictive modelling. The first time this
technology has been used in the food
industry, ALFIE is enabling faster and
more accurate ingredient design to help
us accelerate the speed at which we
deliver new products to market.
ALFIE can also be operated by our
scientists at our Customer Innovation and
Collaboration Centre in Hoffman Estates,
near Chicago, US.
Strategic report
Tate & Lyle PLC Annual Report 2026
24
Our supply chain
...and an agile global supply chain.
Our Global Operations team
manages our global supply chain,
ensuring our ingredients and
solutions are delivered to our
customers on time, in full and to
the right specification.
Our business relies on our plants running safely
and efficiently, as well as on the expertise of our
procurement, quality, logistics and customer
service teams to help us make and deliver
ingredients and solutions for our customers. This
expertise matters more than ever in an increasingly
challenging world where macroeconomic and
geopolitical instability, and the impact of climate
change, have all become part of daily life. Our
people are highly skilled at identifying and
adapting to challenges quickly, such as
responding to changes in trade tariffs and
regional conflicts during the year, and ensuring
we meet our customers’ supply needs.
Successful integration
The day-to-day benefits and challenges of
bringing two businesses together are most visible
in Global Operations. As well as adopting the
best processes and practices from each
business, the integration also challenged us to
rethink some of our ways of working. For
example, in embedding our regional management
structure across the business, we took the
opportunity to review our business continuity
plans and enhance them where necessary.
Accelerating productivity
Our Global Operations team operates 24
manufacturing sites in 11 countries, supported
by global procurement, engineering, planning,
quality and health and safety teams. We also
have a regional management structure with an
operational leader responsible for end-to-end
manufacturing and supply chain in each
region, alongside regional customer service
and logistics teams.
As well as enabling us to serve customers better,
this structure helps us to work more efficiently –
seen in the delivery this year of US$53 million in
productivity savings, bringing total savings over
the last three years to US$144 million. This is a
great accomplishment and testament to how
deeply embedded our culture of productivity is
across our business.
Given our strong productivity pipeline, in
November 2025 we announced that we were
increasing our five-year target of US$150 million
productivity savings by 31 March 2028 by
US$50 million to US$200 million.
Building a resilient supply chain
Localised sourcing to minimise supply chain
disruption is integral to our ability to remain a
reliable partner for our customers, but every
supplier, wherever they are based, must meet our
standards. We ensure this through two
programmes.
Due diligence: we screen all our suppliers
and carry out due diligence and monitoring
assessments of those deemed high-risk, based
on categorisation and jurisdiction. This year we
focused on completing due diligence reviews
of new higher-risk suppliers, and updating our
monitoring of existing high-risk suppliers.
Responsible sourcing audits: integrating a
new supply chain and its associated systems is
a considerable undertaking, so we’re pleased
that we exceeded our annual target to audit
75% of manufacturing suppliers with whom we
spend US$100,000 or more, reaching 78%.
This represented almost 90% of our spend
with this group of suppliers.
This year we completed a human rights mapping
exercise for our enlarged supply chain, which
confirmed that, overall, our risks from key
ingredient suppliers are low. Nonetheless, we’re
keen to ensure that all our ingredients are
sourced responsibly, even those we use in small
quantities for blending. We are looking into any
that may be classed as higher risk for human
rights issues, for example cocoa or palm oil.
More efficiency through technology
A key driver of productivity is our investment in
digital technology. For example, we are rolling out
digital tools across our manufacturing network,
such as ‘Intelligent Planning’, which uses
advanced technology to improve production
scheduling and forecasting, and ‘Smart
Manufacturing’, which uses enhanced data
platforms to improve productivity and lower
costs. Both deliver savings in areas such as yield
improvement and reduced downtime. The
successful use of technology will be a key driver
in helping us achieve our overarching ambition
of an optimised end-to-end supply chain for
our customers.
Global Operations manages:
Raw material sourcing
Manufacturing and engineering
Quality
Procurement
Logistics
Customer service
Continuous improvement
Health and safety, environmental
compliance and security
Productivity culture
In 2025, we opened our new non-GMO
PROMITOR® Soluble Fibre production line
at our plant in Boleráz, Slovakia. At the
same time, our team at Boleráz launched a
new operational excellence programme to
optimise ways of working and implement a
series of continuous improvement projects.
This sort of programme is at the core of our
productivity culture. Over the past year, the
team at Boleráz has initiated 24 different
productivity projects, for example
enhancing packaging line processes and
increasing co-product yields, which
together will deliver around US$1.5 million
in annual savings.
This granular approach to driving
productivity is critical to the success of our
programme. In fact, it took more than 500
separate projects across the business to
achieve the US$53 million of productivity
savings we delivered in the year ended
31 March 2026.
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Tate & Lyle PLC Annual Report 2026
2525
1 Continuing operations only.
2 Adjusted EBITDA, free cash flow and return on capital employed (ROCE) are non-GAAP measures. Changes in alternative performance measures
are in constant currency and for continuing operations (for definitions, see Notes 1 and 4).
Group revenue Group adjusted EBITDA
2
Free cash flow
2
16
%
13
%
£26
m
0.0 401.2 802.4 1203.6 1604.8 2006.0
2026
£2,006m
£1,736m
£1,647m
2025
2024
0 83 166 249 332 415
2026
£415m
£381m
£328m
2025
2024
0 38 76 114 152 190
2026
£164m
£190m
£170m
2025
2024
Performance in 2026
Revenue was 16% higher following the
acquisition of CP Kelco on 15 November 2024.
Including the pro forma impact of the CP Kelco
acquisition on the comparative year, revenue
was 3% lower.
Performance in 2026
Adjusted EBITDA was 13% higher following the
acquisition of CP Kelco on 15 November 2024.
Including the pro forma impact of the CP Kelco
acquisition on the comparative year, adjusted
EBITDA was 3% lower.
Performance in 2026
Cash conversion of profit was 70%, slightly
below our target of greater than 75%
each year. We remained focused on cash
generation and disciplined working capital
management during the year.
Why we measure it
To ensure we are successfully converting our
investments into revenue growth.
Why we measure it
To ensure each of our segments fulfils
its role and that we deliver our strategy
successfully.
Why we measure it
To track how efficient we are at turning profit
into cash and to ensure that working capital is
managed effectively.
How we calculate it
As reported.
How we calculate it
In constant currency.
How we calculate it
As presented in Note 4.
Link to remuneration
Annual bonus plan
Long-term incentive plan
Annual bonus plan Annual bonus plan
Financial performance
1
Our progress
We measure performance through financial
and safety KPIs...
We use a number of metrics to
determine how our business is
performing, how we are delivering
our strategy, maintaining our
financial flexibility, keeping our
people safe at work, and living
our purpose.
Our five financial key performance indicators
(KPIs), unchanged from last year, are the main
ones we use to measure financial performance,
including in determining Executive Directors’
annual bonuses and for the long-term incentive
plan (LTIP).
Our safety KPIs are also taken into account
when determining performance against
the strategic, non-financial component of
annual bonuses.
Some of our purpose targets are used as
metrics for our LTIP, namely Scope 1 and 2 GHG
emissions, gender parity, water and waste.
Changes to purpose targets
For Supporting Healthy Living and Building
Thriving Communities: we have extended
our targets by a further five years to 2030.
For Supporting Healthy Living, we have
added a new fibre enrichment target which
has replaced the previous employee
wellbeing target.
Caring for our Planet: these targets remain
unchanged.
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Financial performance
1
Safety performance
3
Recordable incident rate Lost-time rate
15
%
28
%
0.000 0.232 0.464 0.696 0.928 1.160
2025
1.15
1.00
0.53
2024
2023
0.000 0.186 0.372 0.558 0.744 0.93 0
2025
0.92
0.72
0.69
2024
2023
Performance in 2025
The number of accidents was higher during the year resulting in more lost time being taken,
although we had no severe injuries. However, our Journey to Environmental, Health, Safety, Quality
and Security Excellence (J2E) programme continues to make solid progress. For more information
on J2E and our safety performance, see pages 44 to 46.
Why we measure it
Ensuring safe and healthy conditions at all sites is essential to our success.
How we calculate it
The number of injuries requiring treatment
beyond first aid per 200,000 hours.
How we calculate it
The number of injuries that resulted in
lost-work days or restricted-work days per
200,000 hours.
Link to remuneration
Annual bonus plan Annual bonus plan
3 Measured by calendar year.
Return on capital employed
2
Total shareholder return
480 20
pts
0.00 3.4 8 6.96 10.44 13.92 17.40
2026
8.0%
12.8%
17.4%
2025
2024
0.0 13.5 27.0 40.5 54.0 67.5 81.0
51
70
81
2026
2025
2024
Performance in 2026
Return on capital employed (ROCE) was lower,
reflecting both lower earnings and a higher asset
base following the acquisition of CP Kelco.
Performance in 2026
Share prices have been weak in the food
sector. This, together with our disappointing
financial performance, have affected our
share price.
Why we measure it
To ensure we continue to generate a strong
rate of return on the assets we employ, and to
maintain a disciplined approach to capital
investment.
Why we measure it
Because an increasing total return
demonstrates the value our strategy
generates for investors.
How we calculate it
The return as a percentage of our profit before
interest, tax and exceptional items, divided by
average invested operating capital.
How we calculate it
The share price change, together with
dividends paid, cumulatively as a
percentage from an indexed value of
100 at the start of the three-year period.
Link to remuneration
Long-term incentive plan Long-term incentive plan
bps
Our progress continued
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Tate & Lyle PLC Annual Report 2026
2727
Area Target By when Progress (measured on 31 March each year) Performance How we calculate it
Reducing
sugar and
calories
Through our low- and
no-calorie sweeteners, we’ll
help remove 20 million tonnes
of sugar from people’s diets
31 March 2030
12.1
m
2030
target
20m
2020
0
2026
We made good progress during the year
with a particularly strong contribution
from sucralose. 12 million tonnes of sugar
is equivalent to 48 trillion calories.
We take the volume of low- and
no-calorie sweeteners we sell and
calculate the sugar equivalence
and caloric conversion.
Enriching with
fibre
We’ll provide over 35 billion
servings of fibre in food
and drink, sufficient to close
people’s daily ‘fibre gap’, an
average of 15g of fibre per day
31 March 2030
18.3
bn
2030
target
35bn
2020
0
2026
We saw a good contribution from our
PROMITOR® and our FOS and GOS fibres.
35 billion servings of fibre is equivalent to
closing people’s fibre gap on more than 96
million days.
The recommended average global
daily intake of fibre is c.30g versus
an average daily intake of c.15g.
We calculate how many servings
of fibre we sell to close that gap.
Encouraging
balanced
lifestyles
We’ll help improve the lives
of over 300,000 people, by
supporting programmes
and activities that promote
healthier living, lifestyles and
wellbeing
31 March 2030
146,000
2030
target
300,000
2020
0
2026
We support health, nutrition education
and physical activity programmes across
the world, as well as supporting house
improvement projects for people in need
in our local communities.
We count the number of people
who benefit from the programmes
we support either through cash
donations or volunteering. In many
cases, this information comes from
the third parties who run the events.
Area Target By when Progress (measured on 31 March each year) Performance How we calculate it
Preventing
hunger
We’ll provide over 7 million
nutritious meals for people
in need
31 March 2030
5.1
m
2020
0
2026
2030
target
7m
We made good progress with another
509,000 meals donated to help people in
our local communities during the year.
Each food bank or charitable
partner we support tells us how
many meals our donations provide.
Supporting
education
We’ll support the education
of over 125,000 children and
students through learning
programmes and grants,
helping them attain skills
for life
31 March 2030
95,000
2020
0
2026
2030
target
125,000
We continue to support schools in our
local communities, for example by
donating equipment, mentoring students
and giving educational grants.
Each school or organisation we
work with tells us how many
students benefit from the
programmes we support.
Progressing
inclusion
We’ll maintain gender parity in
leadership and management
roles between a range of 45%
and 55% in each year
L
Long-term incentive plan
Each year
45
%
2020
27%
2026
55%target range45%
We were at 45% in the year, just within our
target range of between 45% and 55%.
Leadership and management
roles are defined as the top four
employee bands, representing
around 500 people.
Supporting healthy living
Building thriving communities
Our progress continued
...and progress towards our purpose targets.
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Area Target By when Progress (measured in calendar years) Performance How we calculate it
Climate and
carbon
emissions
Deliver 38% absolute reduction
in Energy and Industrial Scope
1 and 2 GHG emissions
1,2
L
Long-term incentive plan
31 December 2028
17
%
2019
0%
2025
2028
target
38%
Performance benefited from the first
full-year of agreements we put in
place in 2024 for renewable electricity
and associated renewable energy
certificates for our operations.
Scope 1 and 2 GHG emissions are
calculated from onsite energy
consumption data.
Deliver 38% absolute reduction
in Energy and Industrial Scope
3 GHG emissions
1
31 December 2028
2028
target
38%
11
%
2019
0%
2025
We continue to work across our supply
chain with customers and suppliers to
deliver GHG emissions reductions.
We receive data on GHG
emissions from our supply chain,
logistics team and customers.
Deliver 23% absolute reduction
in Forest, Land and Agriculture
(FLAG) Scope 3 GHG
emissions
1,3
31 December 2028
2028
target
23%
26
%
2025
2019
0%
We continue to exceed our 2028 target
due to decarbonisation within our
supply chain and the success of our
regenerative agriculture programmes
for corn and stevia.
We receive data on GHG
emissions from partners in our
regenerative agriculture
programmes and third parties
across our value chain.
100% of the electricity
purchased for use in our
operations to come from
renewable sources
31 December 2030
65
%
2030
target
100%
2021
0%
2025
Performance continues to benefit
from the agreements we put in place in
2024 for renewable electricity and
associated renewable energy
certificates for our operations.
Percentage of electricity we
purchase that comes from
renewable sources.
Using less
water
Reduce water use
intensity by 15%
L
Long-term incentive plan
31 December 2030
6
%
2019
0%
2025
2030
target
15%
While absolute water use was 2% lower,
water intensity was 6% higher mainly
due to increases at our sites in the US
and Denmark.
Percentage reduction (or increase,
in 2025) in water use intensity
across our operations.
Using waste
beneficially
100% of waste to be
beneficially used
L
Long-term incentive plan
31 December 2030
98
%
2019
65%
2025
2030
target
100%
We made strong progress during the
year and continue to work with local
partners across the world to use our
waste as nutrients on local farms or for
energy recovery.
Percentage of waste generated by
our sites that is beneficially used.
Regenerative
agriculture
Maintain sustainable acreage
equivalent to the volume of
corn we buy globally each year
Each year
2024
0%
2025
target
100%
Target met in 2025
We supported 344,000 acres of corn
in 2025, equivalent to all the corn we
bought that year.
The number of acres of corn
purchased to make our
ingredients each year compared
with the sustainable acres of
corn we support each year.
Baselines
The baseline for our Caring for our Planet targets is the year ended 31 December 2019, other than renewable electricity and beneficial use of waste,
which is calculated for the reporting year. For Supporting Healthy Living and Building Thriving Communities, the baseline is 31 March 2020.
1 Validated by the Science Based Targets initiative.
2 The target boundary includes land-related emissions and removals
from bioenergy feedstocks.
3 The target includes FLAG emissions and removals.
Caring for our planet
Our progress continued
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Tate & Lyle PLC Annual Report 2026
2929
Chief Financial Officers introduction
A clear focus on
top-line growth
Sarah Kuijlaars discusses a mixed
year for Tate & Lyle, and shares
why she believes the foundations
we’ve put in place this year will
help accelerate top-line growth.
This has been a challenging year for Tate & Lyle,
integrating two large businesses while navigating
softer than expected market demand. And while
we have accomplished a great deal in the former,
I share Nicks disappointment that the positive
progress we have made in many areas is not
reflected in our financial performance this year.
Challenging markets have become standard
for our industry in the past few years, with the
pandemic, increased geopolitical tension and
rising trade protectionism all adding their own
complexities. Once again, our commercial and
financial teams have worked hard to steer the
business through this ongoing turbulence.
However, the improvement in consumer
demand we expected to see as we entered this
financial year did not materialise. This muted
market demand can be seen in this year’s
financial results with both Group revenue and
Group EBITDA 3% lower on a pro forma basis
and in constant currency. Adjusted profit before
tax was 5% lower on a pro forma basis, and
adjusted diluted earnings per share were
16% lower.
Cash management remains a key priority,
and we delivered adjusted free cash flow of
£164 million in the year. This was £26 million
lower than last year, mainly due to higher
working capital and an increase in net interest
expense. The higher inventory was necessary
to mitigate the impact of tariffs on our supply
chain and to ensure we could meet customer
demand while managing the consolidation of
bio-gums capacity in our manufacturing
facilities. Cash conversion was 70%, slightly
below our target to deliver cash conversion
greater than 75% each year.
We are focused on unlocking the power
of our combined business to drive
stronger financial performance.
Sarah Kuijlaars
Chief Financial Officer
In this section
30 Chief Financial Officer’s introduction
32 Divisional review
34 Group financial review
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30
Chief Financial Officer’s introduction continued
efficiency across the business. We will continue
to bring rigour to the investment appraisal
process across the business, and we expect new
capital investments to meet good rates of return.
As we stated when we announced our half-year
results in November 2025, the Board intends to
continue deleveraging the balance sheet and,
subject to prevailing market conditions, will
consider initiating a share buyback programme
when the net debt to EBITDA leverage is below
2.0x (at 31 March 2026, leverage was 2.3x).
Focus on sustainability
We remain committed to delivering our
sustainability agenda, a core part of our
purpose and fundamental to who we are and
what we do. This agenda also supports our
customers’ needs and, importantly, increases
the resilience of our supply chain, particularly
to climate-related impacts. We continue to
apply a sustainability lens to all our capital
expenditure and strategic decisions, which
makes our investments both good for our
business and good for the environment.
Looking ahead
I’ve spoken to a lot of our shareholders this year,
and while they understand we are managing the
areas within our control, they are, rightly, eager
to see the power of our combined business
translate into stronger financial performance.
We know we must do more to drive top-line
growth, and, ultimately, the litmus test will be
how we perform in the coming financial year
and beyond. Importantly, the fundamental
growth drivers of our business remain strong.
It’s clear from what customers are telling us and
from the growth in our pipeline, that we have the
portfolio and capabilities to support growing
consumer demand for healthier, more nutritious
and sustainable food and drink. With our
integration programme complete, our focus
over the next 12 months is to deliver on our
priorities – serving our customers and delivering
top-line growth.
Sarah Kuijlaars
Chief Financial Officer
Investing to drive top-line growth
While we can’t control external conditions, we
are focused on those areas we can control to
improve our financial performance. That’s why
we are accelerating a series of actions to drive
top-line growth based on the four priorities that
Nick sets out in his review on page 7.
We’re making good progress against those
priorities, including detailed work to segment our
enlarged customer base. The more precisely we
understand how to serve different customers, the
more purposefully we can focus our commercial
and technical resources on the areas that matter
most to accelerate top-line growth. To support
this work, we have reorganised our customer-
facing teams in line with those segments, and are
investing to give them the skills and tools they
need. Data and digital tools have an important
role to play here. For example, we’re investing in
building a new generative AI tool to help our sales
and technical service teams rapidly search our
technical and scientific libraries to generate
faster, more informed insights for customers.
Ahead of target on synergies
A key priority we set ourselves this year
was to deliver the benefits of the CP Kelco
combination. We targeted annualised run-rate
cost synergies of at least US$50 million by the
end of the 2027 financial year. In the 2026
financial year, we delivered US$24 million of
synergies and I am pleased to say that we have
now achieved our US$50 million run-rate
target, a year ahead of schedule. We are also
on track to deliver revenue synergies of 10% of
CP Kelco’s revenue – around US$70 million –
by the end of the 2029 financial year.
Overall, the CP Kelco integration has been
delivered smoothly and without disruption to
our customers. That we have exceeded a
number of our internal metrics and milestones
for the integration is the result of a huge amount
of work by our exceptionally talented team,
and I am proud of the focus they have shown
throughout the year. In many ways, this reflects
the strong culture that we’re building throughout
the business, demonstrated in the good results
from our first global employee engagement
survey as a combined business.
An excellent year for productivity
Our productivity programme continues to go
from strength to strength and is now a core part
of our Company’s DNA. This year we delivered
US$53 million savings, bringing our total
productivity savings over the last three years
to US$144 million. Given our strong productivity
pipeline, in November we announced we
had increased our five-year savings target
by US$50 million to reach US$200 million by
the end of the 2028 financial year. In February
we launched a new cross-business ‘Fuelling
Growth’ programme designed to help us
achieve this higher target. It encourages
everyone in every role across Tate & Lyle to
look for ways to unblock bottlenecks, streamline
processes and reduce costs to create a
more efficient, productive and customer-
focused business.
To increase operational efficiency, we are
consolidating capacity for bio-gums production.
We had expected to see a financial benefit from
this consolidation of around US$20 million in
the 2027 financial year. However, due to
rescheduling the consolidation process, we now
expect this benefit will be delivered in the 2028
financial year. In the near term, we expect to build
inventory to ensure we maintain high customer
service levels during the consolidation process.
In the coming year, we will also be undertaking
a Group-wide project to optimise our
warehousing activities to improve warehousing
costs and general inventory levels.
Maintaining our financial strength
Our capital allocation framework remains
unchanged. The Board has set a clear and
consistent capital allocation policy and a
progressive dividend policy. Our priority is to
continue the disciplined deployment of capital
and to maintain Tate & Lyle’s financial strength.
As I mentioned earlier, we delivered £164 million
in free cash flow during the year and our target is
to deliver cash conversion greater than 75% each
year, balancing that with our priority to drive
top-line growth. Looking ahead, we aim to
improve the cash conversion cycle of the
CP Kelco portfolio and increase working capital
Our capital allocation
framework
We allocate capital as set out below, with
the aim of maintaining our investment-
grade credit rating.
Return surplus capital
to shareholders
Maintain a progressive
dividend policy
Invest in acquisitions,
joint ventures, partnerships
Invest in organic growth
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3131
Divisional review
Overview
Following the acquisition of CP Kelco, from
1 April 2025 we started operating as one
combined business under a regional
organisational model consisting of three
operating segments: Americas; Europe,
Middle East and Africa; and Asia Pacific.
The CP Kelco acquisition was completed on
15 November 2024. Comparative financial
information for the 12 months to 31 March 2025
is pro forma financial information as if the
acquisition of CP Kelco had completed on
1 April 2024.
Volume (in the tables opposite) is the change in
revenue resulting from both the volume and mix
of ingredients sold in the period. This change
to our previous disclosure reflects the diverse
quantities and values of ingredients in the
enlarged portfolio, and the intent to improve
mix over time.
Revenue Revenue drivers Adjusted EBITDA
Full-year Change
1
Volume
2
Price Full-year Change
1
£995m (3)% (3)% 0% £258m (4)%
Revenue decreased by 3% reflecting muted market demand.
Volume was lower while pricing was broadly flat. Coming into the year,
customer framework agreement renewals indicated an improving
demand environment. However, this improvement did not materialise
as consumer demand softened in the face of higher consumer prices
following the introduction of tariffs.
In North America, which makes up c.75% of our Americas business,
notwithstanding the weaker market demand, notably in beverage and
bakery and snacks, performance overall was resilient. The performance
in Latin America however was weak with notably softer demand for
sweeteners in Mexico.
Adjusted EBITDA decreased by 4% to £258 million, impacted by lower
volumes and slightly higher input costs. Currency translation negatively
impacted adjusted EBITDA by £16 million.
Revenue Revenue drivers Adjusted EBITDA
Full-year Change
1
Volume
2
Price Full-year Change
1
£636m (5)% 0% (5)% £101m (6)%
Revenue decreased by 5%, with pricing lower and volume broadly flat. As
a result of the customer framework agreements renewed at the start of the
2025 calendar year, we expected pricing to be down. However, market
conditions remained softer and customer take-up lower than expected.
Bulk sweeteners and co-products in Europe accounted for around 40% of
the revenue decline in the region (2026 revenue – £75 million), given lower
sugar pricing. Performance across our core categories was varied, with
positive demand in dairy and beverages somewhat offset by softness in
soups, sauces and dressings.
Adjusted EBITDA decreased by 6%, principally reflecting the impact
of lower pricing. Currency translation benefited adjusted EBITDA
by £1 million.
1 Growth in constant currency, comparatives are pro forma
assuming CP Kelco was acquired on 1 April 2024.
2 Volume is volume and mix.
Americas Europe, Middle East and Africa
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Divisional review continued
Revenue Revenue drivers Adjusted EBITDA
Full-year Change
1
Volume
2
Price Full-year Change
1
£375m (1)% 1% (2)% £56m 9%
Revenue was broadly flat compared to prior year with modestly higher
volume/mix and lower pricing.
Our North Asia business continued to grow well while our China business
was flat, reflecting the challenging tariff environment since July 2025.
We expect resumption of attractive growth in China in the 2027 financial
year following the anniversary of the tariffs’ introduction. Elsewhere in
Asia heightened competition, given excess China capacity, dampened
performance. Looking ahead, we are seeing encouraging momentum
as the power of our combined business and solutions offering increases
customer engagement.
Notwithstanding the market backdrop, adjusted EBITDA increased by
£4 million in constant currency to £56 million, supported by good cost
management. Currency translation negatively impacted adjusted EBITDA
by £1 million.
1 Change in constant currency, comparatives are pro forma
assuming CP Kelco was acquired on 1 April 2024.
2 Volume is volume and mix.
3 New Products revenue on a like-for-like basis (i.e. no products
removed from disclosure due to age); revenue was in-line on a
reported basis; restated to include CP Kelco on a pro forma basis.
Innovation and solution selling
New Product revenue was £336 million (2025 – £345 million) in line
with prior year on a constant currency basis. On a like-for-like basis,
which assumes the same ingredients are included in New Product
revenue in both the current and comparative periods (i.e. no products
are removed from disclosure due to age), New Product revenue was
9% higher in constant currency, an acceleration from the first half. All
three platforms, mouthfeel, fortification and sweetening saw strong
growth reflecting the strength of the combined portfolio and growing
demand for healthier, more nutritious food.
Investment in innovation and customer-facing solution selling
capabilities was £86 million, lower than the prior year on a
like-for-like basis, with incremental investment in areas such as
applications, sensory science, nutrition science and process
development, more than offset by cost discipline, synergies
and £12 million lower incentive payments. Solutions new business
wins, which now includes technical solutions, represented 35%
of new business wins by value.
Asia Pacific
New Product revenue Investment Solutions
Value Change
1,3
Innovation and solution selling % of new business wins
£336m +9% £86m 35%
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
3333
Summary of the financial results for the year ended 31 March 2026 (audited)
Year ended 31 March
Continuing operations only
2026
£m
2025
1
£m
Constant
currency
change
Revenue
Americas 995 937 11%
Europe, Middle East and Africa 636 536 16%
Asia Pacific 375 263 48%
Revenue 2 006 1 736 18%
Adjusted EBITDA
Americas 258 265 3%
Europe, Middle East and Africa 101 85 17%
Asia Pacific 56 31 84%
Adjusted EBITDA 415 381 13%
Adjusted depreciation and amortisation (128) (93) (42)%
Adjusted operating profit 287 288 4%
Net finance expense (49) (18) <(99)%
Adjusted profit before tax – continuing operations 238 270 (8)%
Adjusted profit before tax – discontinued operations 9 n/a
Adjusted profit before tax – total operations 238 279 (11)%
Operating profit (statutory)
2
180 106 69%
Profit before tax – continuing operations (statutory)
2
131 88 48%
Earnings per share (pence) – continuing operations
Adjusted diluted 40.4p 50.3p (16)%
Diluted 21.7p 11.6p 96%
Earnings per share (pence) – total operations
Diluted 21.7p 34.5p (34)%
Cash flow and net debt
Free cash flow 164 190
Net debt (939) (961)
1 2025 includes CP Kelco since acquisition on 15 November 2024.
2 Percentage change in statutory numbers is reported change.
Revenue
Revenue grew by 16% on a reported basis
following the acquisition of CP Kelco in
November 2024. After adjusting the comparative
period, as if CP Kelco was acquired on 1 April
2024, revenue declined by 6% or 3% on a
constant currency basis. This reflected softer
market conditions and was driven by lower
volume (the combination of volume and mix
impacts) of 1ppt, with lower pricing contributing
a further decline of 2ppts, mainly from Europe.
While no longer a reporting segment, sucralose
performed well with revenue broadly in-line with
a strong comparative period.
Reported profit from continuing
operations
Reported operating profit increased by 69% to
£180 million reflecting the incremental revenues
from the CP Kelco acquisition.
Net finance expense rose from £18 million to
£49 million primarily owing to the additional
US$600 million of debt to fund the transaction.
Profit before tax rose 48% to £131 million with
the incremental contribution from CP Kelco
more than offsetting the additional financing
expense. Income tax expense reduced to
£33 million and the reported effective tax rate
was 25.1% (2025 – 48.4%). The higher effective
rate in the prior year related to certain exceptional
items and acquisition costs that were not tax
deductible. Profit from continuing operations
rose significantly to £98 million and the diluted
EPS rose 87% on a reported basis to 21.7p.
Exceptional items
Exceptional charges on continuing operations
of £45 million were included in profit before tax.
This included £35 million of integration costs,
£15 million of expense relating to the UK and
US pension buy-out and a further £15 million of
other costs including restructuring, network
consolidation and legal matters. These costs
were offset by a £20 million release of provision
relating to the exit of a tapioca starch facility in
Thailand. Exceptional net cash outflows on
continuing operations totalled £48 million.
Adjusted profit from continuing
operations
Adjusted EBITDA of £415 million was 7% lower
compared to adjusted pro forma comparative.
On a constant currency basis, it declined by 3%
with the effect of currency translation reducing
adjusted EBITDA by £16 million. The impact
of the lower pricing and volume deleverage
was partially offset by strong productivity
performance and cost synergies. We delivered
US$53 million of productivity savings in the
2026 financial year, predominantly from cost
management and procurement. We also
delivered US$24 million of cost synergies from
the CP Kelco acquisition (2025 – US$6 million
cost synergies including US$5 million cost
avoidance) during the year, and following
actions taken in April 2026, we have now met
our annualised run-rate cost synergy target of
US$50 million. Adjusted EBITDA margin was
20.7%, a decrease of 10bps in constant
currency compared to a pro forma comparative.
Higher net finance expense of £49 million
reflected the increase in borrowings following
the completion of the acquisition of CP Kelco
on 15 November 2024, coupled with the
refinancing, in October 2025, of US$180 million
US private placement 4.06% fixed rate note
with a new US$180 million two-year term
loan with floating rate interest based on SOFR
plus margin.
The adjusted income tax expense was
£57 million and the adjusted effective tax rate
on continuing operations was 23.9% (2025 –
22.6%). The increase in the effective rate relates
mainly to the acquisition of CP Kelco which has
a higher effective rate principally as its operations
are located in higher rate jurisdictions. Looking
ahead, reflecting a full year’s impact from
CP Kelco, we now expect the adjusted effective
tax rate for the year ending 31 March 2027 to be
between 23% and 25%. Adjusted net profit from
continuing operations was £181 million.
Earnings per share
For continuing operations, adjusted earnings
per share at 40.4p were 9.9p lower than as
reported in the comparative period. This
decrease reflects the impact of the combination
Group financial review
Strategic report
Tate & Lyle PLC Annual Report 2026
34
with CP Kelco including increased finance costs
and a higher weighted number of shares in issue.
Statutory diluted EPS for continuing operations
rose by 10.1p to 21.7p (2025 – 11.6p). In the
comparative period the profit on disposal of the
Group’s remaining interest in Primient resulted
in statutory diluted earnings per share for
discontinued operations of 22.9p. Accordingly,
statutory diluted earnings per share for total
operations were 12.8p lower at 21.7p.
Return on capital employed (ROCE)
ROCE for the year ended 31 March 2026 was
8.0% (2025 – 12.8%) reflecting the impact of the
acquisition of CP Kelco.
Dividend
The Board is recommending a final dividend of
13.2p (2025 –13.4p) per share, bringing the full
year dividend to 19.8p (2025 – 19.8p), in-line
with the prior year. This dividend will be paid on
31 July 2026 to all shareholders on the Register
of Members on 19 June 2026. In addition to the
cash dividend, shareholders will continue to be
offered a Dividend Reinvestment Plan alternative.
Cash flow, net debt and liquidity
Year ended 31 March
Continuing operations only (including
CP Kelco from 15 November 2024)
2026
£m
2025
£m
Adjusted EBITDA 415 381
Adjusted for
Changes in working capital (43) 8
Capital expenditure (net) (125) (121)
Net retirement benefit obligations (10) (7)
Net interest and tax paid (71) (78)
Share-based payment charge 8 12
Other non-cash movements (10) (5)
Free cash flow 164 190
At 31 March
Net debt (939) (961)
Net debt to EBITDA ratio
3
at 31 March 2.3x 2.2x
Free cash flow, including the cash flows of
CP Kelco since acquisition, at £164 million
represented cash conversion
4
of 70%, below
last year which delivered 82% cash conversion.
This movement was mainly due to higher
working capital as we built higher inventory, and
higher net interest expense. The inventory build
was necessary to mitigate the impact of tariffs
on our supply chain and to ensure we could
meet customer demand, while managing the
consolidation of bio-gums capacity in our
manufacturing facilities. Net interest and tax
paid reduced slightly with to £71 million with
£26 million of incremental interest expense
more than offset by £33 million reduction
in taxes benefiting from in-year tax claim,
reimbursements and lower taxable earnings.
Capital expenditure of £125 million was
£4 million higher. Looking ahead, we expect
capital expenditure for the year ending
31 March 2027 to be in the £110 million to
£130 million range.
At the end of October 2025, the Group entered
into a US$180 million two-year term loan facility
and drew it down. Floating rate interest on the
new facility will be charged at SOFR plus
margin. The funds generated from this were
used to repay a US$180 million US private
placement 4.06% fixed rate note at its maturity.
Net debt at 31 March 2026 was £939 million,
a decrease of £22 million from the prior year.
Reported leverage was 2.3x Net debt to EBITDA,
marginally higher than 2.2x
3
reported as at
31 March 2025. On a covenant testing basis
leverage was 2.3x, well below the covenant
threshold of 3.5x. We have strong liquidity
headroom with access to £0.9 billion through
cash on hand and US$800 million committed
and undrawn revolving credit facility.
Financial risk factors
Our key financial risk factors are market risks,
such as foreign exchange, transaction and
translation exposures, and credit and liquidity
risks, as explained in Note 30.
Going concern
The Directors have assessed the Group’s ability
to continue as a going concern through
31 March 2028 (the “going concern period”).
In making this assessment, the Directors have
considered the Group’s balance sheet position
and forecast earnings and cash flows for the
period from the date of approval of these
financial statements to 31 March 2028. The
business plan used to support the going
concern assessment (the ‘base case’) is derived
from Board-approved forecasts together with
certain downside sensitivities. Further details of
the Directors’ assessment are set out below:
At 31 March 2026, the Group has significant
available liquidity, including £344 million of
cash and US$800 million (£606 million) from a
committed and undrawn revolving credit facility,
which matures in 2031. The earliest maturity
date for any of the Group’s debt is July 2027
when the €275 million term facility agreement
matures. Following this, in October 2027 a
US$180 million term facility and US$100 million
US Private Placement Notes will mature. For the
purpose of the going concern assessment, the
maturity of these facilities is assumed to be
covered by existing cash and the revolving
credit facility. Whilst the October 2027 maturity
date is too far away to have refinancing formally
agreed by lenders, nor is it required under the
Group’s treasury policy, management has
commenced engaging with lenders and
considers it highly likely that financing will be
agreed. The assessment below is based on
this assumption.
The Group has only one debt covenant
requirement, which is to maintain a net debt to
EBITDA ratio of not more than 3.5 times. On the
covenant-testing basis this was 2.3 times at
31 March 2026. As set out below, for a covenant
breach to occur it would require a significant
reduction in Group profit. Such reduction is
considered to be remote.
The Directors have modelled the impact of
a ‘worst case scenario’ to the ‘base case’ by
including the same two plausible but severe
downside risks also used for the Group’s viability
statement, being: an extended shutdown of one
of our large corn wet mill manufacturing
facilities following operational failure, cyber-
attack or energy shortage; and the loss of two of
our largest customers. In aggregate, such ‘worst
case scenarios’ demonstrated that the resultant
position still had headroom above the Group’s
debt covenant requirement. The Directors have
also calculated a ‘reverse stress test’ which
represents the changes that would be required
to the ‘base case’ in order to breach the Group’s
debt covenant. Such ‘reverse stress test’
showed that the forecast Group profit would
have to reduce significantly in order to cause a
breach and the likelihood of this is considered
to be remote.
We draw your attention to Note 37 of the
financial statements. On 14 May 2026, the
Company announced that Ingredion
Incorporated (“Ingredion”) has made a
conditional proposal regarding a possible
cash offer for the entire issued and to be
issued ordinary share capital of Tate & Lyle
(the “Proposal”). Given the timing of this
announcement the Directors have not had time
to fully consider the potential outcome of any
possible transaction, which remains uncertain
at this stage. Whilst we have no reason to doubt
that there would not be an orderly transition,
should a sale of the Group be agreed and
completed during the going concern period,
there can be no guarantee as to the intentions
of the buyer for the Group post change of
control and in respect of the buyer’s ability
to finance the ongoing business.
However, as the deal may complete during
the going concern period, it is determined that
there is a material uncertainty that may cast
significant doubt on the Group’s ability to
continue as a going concern. The financial
statements do not include the adjustments
that would result if the legal entity was not
considered to be a going concern. There is
no material uncertainty if the proposal does
not proceed.
In conclusion, the Directors have adopted
the going concern basis in preparing the
consolidated financial information of the
Group as at 31 March 2026.
3 Net debt to EBITDA at 31 March 2025 is on a pro forma basis,
as if CP Kelco was acquired on 1 April 2024.
4 Free cash conversion calculated as: free cash flow before
capital expenditure divided by adjusted EBITDA.
Group financial review continued
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
3535
Environmental and social review
Our double materiality
assessment
In this section
36 Our double materiality assessment
38 Our people
42 Our communities
44 Health and safety
47 Environment
Environmental and social impacts
are at the heart of our purpose of
Transforming Lives through the
Science of Food, and how
Tate & Lyle can contribute
positively to the world.
Aside from our key performance indicators for
health and safety, we measure performance on
environmental and social issues through our
targets for Supporting Healthy Living, Building
Thriving Communities and Caring for our Planet.
These are set out on pages 28 and 29.
Overview
We carried out our last materiality assessment
in March 2023 before the combination with
CP Kelco. So we decided to carry out a new
assessment this year for the combined business
to ensure that we properly understand the
environmental, social and governance issues that
affect our strategy. In 2029 we will be in scope to
report against the EUs Corporate Sustainability
Reporting Directive (CSRD) and the European
Sustainability Reporting Standards (ESRS).
Therefore, this year we decided to carry out a
double materiality assessment (DMA) in line with
ESRS to ensure our approach now is consistent
with our reporting requirements in the future. We
also paid attention to how our approach aligns
with the UK Sustainability Reporting Standards
(UK SRS), which are likely to become a
requirement for us in the next couple of years.
The results of the DMA confirmed the overall
focus of our purpose targets and the direction
of our various environmental and social
programmes, while also giving us useful insights
into what else may become relevant in future.
Summary of our assessment process
We engaged an external expert to help us carry
out a CSRD-aligned DMA, which considers
both impact and financial materiality across our
value chain.
Impact materiality: our impacts on people and
the environment throughout the value chain.
We evaluated Tate & Lyle’s actual and potential,
positive and negative impacts on people and
the environment, including impacts resulting
from our own operations as well as those arising
in our value chain. Impact materiality was
evaluated based on the severity of the impact
and the likelihood of its occurrence.
Financial materiality: the impact of social and
environmental issues on our financial
performance. We looked at how sustainability
matters could lead to financial risks or
opportunities for the business. Financial
materiality was evaluated based on the
likelihood of an event leading to a financial
effect of a certain magnitude in accordance
with our enterprise risk management (ERM)
framework.
We carried out the assessment in line with our
business planning cycles:
Short term: up to one year, in line with our
annual operating plan process.
Medium term: from one to five years, in line
with our capital expenditure planning process.
Long term: more than five years, in line
with our net zero ambition and longer-term
purpose targets.
The four-step DMA process involved workshops
with both internal and external stakeholders
to ensure that we have a properly rounded
understanding of impacts across the value
chain, and that we focus our efforts on what
genuinely matters. Internal stakeholders included
functional subject matter experts in our own
operations, while external stakeholders included
representatives from customers (downstream),
suppliers and partners (upstream). Aside from
the factual output, the process itself was helpful
in building awareness of sustainability issues,
both across the newly enlarged business and
with our external partners.
Outcomes
We assessed our material impacts, risks and
opportunities (IROs) on a gross basis, which
means that no mitigation actions have been taken
into account. This allows us to understand the
potential worst-case outcome for negative
impacts, and gives a clearer view of their inherent
risk and strategic significance. As we develop
the details of reporting against each IRO for
compliance with ESRS and UK SRS, we will
review this to ensure we are reporting in the
spirit of the requirements and are clear to our
audiences about the likely potential effects of
our IROs.
Our assessment identified 30 material IROs,
comprising 16 impacts and 14 risks and
opportunities. We already consider all these issues
within our existing programmes. The findings
confirmed the importance we place on health
and safety and fair working conditions for our own
people, on human rights and due diligence across
the value chain, and, with regards environmental
issues, managing the effects of climate change,
water and waste across the value chain. See page
37 for the detailed list of our IROs and the
corresponding ESRS standards.
How we’re using the results
We now monitor all 30 IROs as part of our
ongoing strategic planning process. Many, like
greenhouse gas (GHG) emissions, we already
manage, measure and report on; for those we
have not yet reported on as required by ESRS,
we are looking at how we can collect the
necessary data in readiness for 2029.
To ensure all material IROs are managed
effectively, we’re strengthening our internal
governance processes, making each relevant
function accountable with clearly defined
responsibilities, and ensuring that IROs are
incorporated into our policies and practices.
This includes taking the opportunity to engage
suppliers, growers and other partners in our
existing programmes to help us manage our
IROs collaboratively across our value chain.
Our four-step DMA process
The process and methodology we followed are aligned
with the requirements and guidance in ESRS, while
being designed to remain flexible and adaptable to
evolving regulatory requirements.
Step 1: Map the value chain We created a map of our
suppliers, customers and our own operations, and
relationships between them, to identify where
sustainability matters might arise across our value
chain, including any interdependencies.
Step 2: Identify potential impacts, risks and
opportunities (IROs) We identified a long list of 116
IROs in our own operations and value chain.
Step 3: Assess materiality of potential IROs We
assessed the materiality of the IROs against our risk
management framework.
Step 4: Determine which IROs are material We
determined that 30 IROs are material.
Strategic report
Tate & Lyle PLC Annual Report 2026
36
Topic Sustainability matter
Impact, risk or
opportunity
Time
horizon
Value
chain
E1 – Climate change (see more on pages 47 to 55)
Climate change
adaptation
Adoption of regenerative agriculture practices
enhances climate resilience in our supply chain
Positive
impact
Operational risk from extreme weather events Risk
Operational risk from yield volatility in key crops Risk
Reputational and operational opportunity through
regenerative agriculture in adapting to climate
change
Opportunity
Climate change
mitigation
Generation of GHG emissions from across
our value chain
Negative
impact
Strategic opportunity from growing demand for
low-carbon, plant-based ingredients
Opportunity
Energy High energy consumption from energy-intensive
manufacturing processes across the value chain
Negative
impact
E2 – Pollution (see more on pages 50 and 51)
Pollution of air Air pollution from our own operations Negative
impact
Legal, operational, and reputational risk to Tate & Lyle
from air pollution linked to our own operations
Risk
E3 – Water and marine resources (see more on page 56)
Water consumption Operational risk from increasing water-related
regulation
Risk
Operational risk from strained water supply and quality
associated with upstream crop processing and our
own manufacturing operations in water-stressed areas
Risk
Strained water supply and quality from ingredient
processing and manufacturing
Negative
impact
Water discharges Regulatory and reputational risk from wastewater
discharges affecting local water bodies
Risk
E4 – Biodiversity and ecosystems (see more on pages 52 and 53)
Direct impact drivers
of biodiversity loss
– land-use change
Land conversion for crop sourcing contributes to
upstream GHG emissions and biodiversity loss
Negative
impact
Impacts and
dependencies on
ecosystem services
Reduction in the capacity of ecosystems due to
depletion of resources
Negative
impact
E5 – Waste (see more on page 57)
Waste Beneficial use of waste across the value chain protects
environmental health
Positive
impact
Topic Sustainability matter
Impact, risk or
opportunity
Time
horizon
Value
chain
S1 – Own workforce (see more on pages 39 to 46)
Diversity Potential barriers to inclusivity may limit workplace
accessibility, affecting inclusion and wellbeing
Negative
impact
Gender equality
and equal pay for
work of equal value
Positive contribution to gender equality Positive
impact
Working conditions
– health and safety
Health and safety incidents across Tate & Lyle’s
operations may result in employee injuries and
reduced wellbeing
Negative
impact
Legal and reputational risks associated with health
and safety incidents and/or poor health and safety
performance
Risk
Working conditions
– working time
Impact of excessive working hours or failure to provide
fair industry wages on financial stability and wellbeing
of our own workforce
Negative
impact
S2 – Workers in the value chain (see more on pages 25, 41 and 52 to 53)
Other work-related
rights – child labour
Legal and reputational risks associated with instances
of child labour across the value chain
Risk
Potential weak enforcement of child labour regulations
across Tate & Lyle’s supply chain may expose children
to hazardous working conditions
Negative
impact
Other work-related
rights – forced
labour
Legal and reputational risks associated with instances
of forced labour across the value chain
Risk
Potential incidents of forced labour in our
value chain may negatively impact worker wellbeing
Negative
impact
Training and skills
development
Training and skills development and financial stability
due to our regenerative agriculture programme
Positive
impact
S4 – Consumers and end-users (see more on pages 25 and 64)
Personal safety of
consumers and/or
end-users – health
and safety
Breaches of product safety can result in harm to
consumers
Negative
impact
Legal and reputational risk from failure to uphold
product safety standards and regulations
Risk
G1 – Corporate governance (see more on pages 25 and 38 to 41)
Corporate culture Poor engagement of our people may undermine
retention and operational stability
Risk
Management of
relationships with
supplier payment
practices
Operational and reputational risks from inadequate
supplier management system to support sustainable
procurement (and Scope 3 GHG emissions data
collection)
Risk
ESRS table: our material impacts, risks and opportunities
Value chain
Upstream
– suppliers
Downstream
– customers
Own
operations
Time horizon
Short term
Medium term
Long term
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
3737
It has been a challenging but
rewarding year for our people, as
they took on new roles and ways
of working and built connections
with new colleagues across our
combined business.
We started operating as one combined
business from 1 April 2025. From the outset, our
aim was to create a new Tate & Lyle that truly
represented the ‘best of both’ from the CP Kelco
and Tate & Lyle businesses, and, from the
feedback we’ve received so far, we believe we
are making strong progress. Throughout the
year we kept in touch with people’s views
through regular pulse surveys, and in November
2025 we held our first global employee survey
as a combined business. In all, an excellent
79% of employees responded and we received
almost 14,000 individual comments full of
thoughtful ideas for how we can build a
successful business together.
Given the integration programme and the
amount of change this year, we’ve continued
to focus on our people’s physical and mental
wellbeing, developing our network of Mental
Health First Aiders and ensuring every
employee has access to our Employee
Assistance Programme. Wellbeing also remains
a core element of our Journey to Environment,
Health, Safety, Quality and Security Excellence
(J2E) programme (see pages 44 to 46).
Building our new organisation
Our priority this year has been to make the
integration as smooth as we can, creating
opportunities for teams to connect and aligning
key systems and processes as quickly as
possible. For example, at the start of the year we
held three regional sales conferences, bringing
our customer-facing teams together to learn
more about each other and our portfolio. Then,
in August 2025, we reached an important
milestone when we rolled out our integrated
Workday® HR system. This was colleagues’ first
opportunity to see the full structure of the new
organisation and how their role fits in.
Perhaps even more important than the formal
opportunities for making connections have
been the informal ones – it’s been great to see
how teams and individuals have taken it upon
themselves to share their knowledge and
experience and develop new ways of working
together. These connections are creating a real
sense of energy and collaboration across
the business.
Strengthening knowledge and capabilities
As important as this sense of connection is, we
also need to ensure our people have the right
skills to help us unlock the potential of our
combined business. Typically, our training
programme focuses on helping employees
strengthen existing skills while developing
new ones that support our strategic goals.
This year was a little different, as we focused
predominantly on training that helps people
understand our expanded portfolio, tools and
ways of working. For example, we held regional
training programmes to ensure colleagues in
customer-facing roles understand how to
explain the benefits of our new portfolio to
customers. And we ran virtual webinars to
explain important topics like how starches
and hydrocolloids work together to create
mouthfeel. We also provided shadowing
opportunities for our sales teams to help
accelerate their knowledge of our new
portfolio and to share good practice.
To make sure we have the right customer-facing
skills to grow the business, during the year we
began developing a new ‘Commercial
Academy’. Once launched, the Academy will
help us define the roles, capabilities and career
pathways we need to support our customer-
facing teams and further enhance their
approach to building stronger customer
relationships.
We continue to offer a wide range of online and
e-learning programmes, which give our people
the flexibility to develop their skills and
knowledge in their own way and at their own
pace. LinkedIn Learning is a fundamental part
of this, with around 25,000 courses in 13
languages. We also use the Workday® platform
for training – this has more than 1,600 courses.
Our people
Building
connections
to unlock our
potential
Strategic report
38
Tate & Lyle PLC Annual Report 2026
Our values
In April 2025, when the Tate & Lyle and
CP Kelco businesses started operating as
one company, we introduced a set of new
values. They were developed with input
from more than half our people across
the business and were designed to reflect
the culture of the new business.
We put the customer first
We prioritise the customer in everything
we do, continuously working to
accelerate growth together.
We empower our people
We respect and care for people,
keeping them safe and well, and free to
be themselves and perform at their
best every day.
We win as one
We are ambitious, agile and bold,
working as one team to win and deliver.
We create a better future
Through every decision we take, we
strive to create a healthier future for our
society and planet.
Seeing new colleagues connect with
one another with such energy and
curiosity has been a highlight of the
past year.
Tamsin Vine
Chief People Officer
Peer-to-peer learning also remains invaluable
and so, in September 2025, we relaunched
our global mentoring programme, which we
run through our employee resource group,
Launchpad. The programme focuses on
career development and personal skills, and
has been a great opportunity to re-establish
social connections and build a sense of
belonging and shared identity across the
business. We’ve also developed a new career
paths initiative to help define the development
opportunities available in areas like engineering,
science and innovation.
Focusing on clear communication
Clear communication has been more important
than ever in helping employees feel engaged
in the integration process, and our leaders,
including our Chief Executive, Nick Hampton,
have connected regularly with colleagues,
through virtual cafés, videos and newsletters.
They’ve also visited sites to hold townhall
meetings and face-to-face discussions, and
we continue to encourage employee discussion
and debate through our internal social
media channels.
Strong communication with the wider
leadership team and establishing a clear set
of priorities for the year ahead are essential.
That’s why, just after the financial year end,
in April 2026, we brought together our top
70 leaders from across the world to ensure
there is an absolute focus on what we need
to achieve in the coming year, particularly our
number one priority of returning the business
to top-line growth.
Strong results from our employee survey
We reached a significant milestone in
November 2025, with our first annual global
employee engagement survey as a combined
business. The survey, called ‘Have Your Say, is
confidential and managed through an external
platform. In all, 79% of employees responded,
and we received almost 14,000 individual
comments with constructive suggestions for
building a successful business. This would be
a good result in any year, and is a mark of how
committed our people are to Tate & Lyle.
Our overall engagement score is based on the
answers to two questions: ‘How happy are you
working at Tate & Lyle?’ and ‘Would you
recommend Tate & Lyle as a great place to
work?. This year, we scored 72, which is the
same as our last survey, held in 2024 before
the combination with CP Kelco.
Overall, we were pleased with the results and
particularly the answers to questions
specifically designed to find out how people
feel about the new business and their role in it.
The survey told us that colleagues believe we
have a clear purpose and strategy, that they
understand how their own work contributes
to our success, and they know what to focus on
in their roles. It was particularly pleasing to see
that colleagues had a strong awareness and
understanding of our new values (see page 38)
and that these were being lived across the
organisation. As always, we recognise that there
is more we can do and that real, meaningful
change takes time, effort and consistency.
Our leadership team discussed the survey
results in detail and agreed several steps to drive
progress in the areas where we need to improve,
such as the more effective use of technology,
further simplifying processes and giving
colleagues a better understanding of career
opportunities in the enlarged business.
Managers have shared the results of the survey
with their teams and are working together with
them on action plans for the year ahead.
Looking after our peoples wellbeing
We continued to focus on supporting our
people’s physical and mental wellbeing
throughout the year, through our internal
network of Mental Health First Aiders, as well
as drawing upon our Employee Assistance
Programme provider’s expertise to provide
targeted support.
We continue to offer hybrid working for our
office and lab-based employees. Some people
thrive in an office environment while others feel
they get more done working from home. Our
challenge is to find an approach that suits
everyone while, at the same time, keeping us
connected. Within this framework, we
encourage colleagues to spend more time
together in person to build new relationships
and create a sense of belonging. This is working
well and we continue to encourage our team
leaders to find the right blend for them without
forgetting, of course, that many of our
colleagues who work in our manufacturing
facilities cannot work from home.
Reward and recognition
Fair, performance-based pay and reward are
an important part of recognising and motivating
people, and ensuring we have a consistent
approach has been a key aspect of the
integration programme.
We regularly benchmark our remuneration
packages against the market and have
taken considerable care to harmonise reward
across the combined business to create an
equitable approach, while ensuring any
changes to people’s arrangements reflect
current market rates. We have also communicated
our approach clearly, providing a tailored
compensation statement to everyone affected,
setting out what specifically will change
for them.
In this year’s salary review, we remained
attentive to inflation and the cost-of-living
pressures that people still face in many of the
countries where we operate. We also recognise
that the success of the business is a collective
effort, which is why we offer, based on
performance, some form of discretionary
reward or recognition to employees with at
least six months’ service.
Employee profile
at 31 March 2026
Number of employees
4,840
(2025: 4,971)
Employees by geography (%)
29
37
20
12
2
North America 29%
Europe 37%
Asia Pacific 20%
Latin America 12%
Middle East and Africa 2%
Gender diversity (%)
55
45
BOARD
45
55
EXECUTIVE
COMMITTEE
65
35
ALL
EMPLOYEES
Men
Women
Our people continued
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
3939
Nonetheless, we remain committed to our four
principles of inclusivity:
Systems: strive to integrate inclusion into our
core organisational structures, policies and
practices
Talent: strive for diversity in the workforce that
reflects the local communities we serve
Culture: educate all to achieve the
competence needed to create and sustain an
inclusive culture
Society: listen to, speak to and serve society
by delivering progress on inclusion for and
with our customers, communities and
suppliers
Refocusing our ERGs
Inclusion is an area our employees care about
deeply, and one that requires considered
conversations built on trust, something that’s
especially important as we embed our new
shared culture. Our network of ERGs remains
integral to these conversations.
During the year, our people told us that they are
eager for opportunities to engage beyond their
immediate teams. Therefore, in March 2026,
we relaunched our ERGs, inviting all interested
colleagues to join. ERGs give people a place to
connect beyond their role, a space where voices
are valued and experiences are understood.
While ERGs are organised to support the needs
of underrepresented employees, all ERGs are
open to every employee and allies are also
encouraged to join.
New Culture Council
Our network of ERGs and their leaders are
key participants in our new Culture Council,
which we established in October 2025.
Sponsored by our Executive Committee and
with representatives from different parts and
different levels of the business, the Council
aims to nurture a shared sense of ownership
for our new culture, within the context of our
commitment to helping everyone feel included.
But we know that recognition is about more than
pay, and can take many forms, from localised
recognition moments in team meetings, through
to large events that recognise truly exceptional
contributions. Our global ‘Above & Beyond
Heroes Awards’ is a good example, since it gives
people the chance to nominate colleagues who
have made a big difference to the way we work,
have overcome significant challenges, or have
otherwise achieved remarkable things. The
Heroes programme is also a great opportunity
to celebrate examples of our new culture and
values in action.
Meanwhile, our Executive Committee
nominates at least one person or team each
month for special recognition, and we
encourage people to highlight their colleagues’
achievements and contributions through our
internal social media channels.
Building an inclusive business
Our ambition is for Tate & Lyle to be a truly
inclusive business, and we firmly believe that
the power of different perspectives can help
unlock the potential of our combined business.
We aim to help all our employees feel seen,
heard and valued, and to build teams that
reflect the local communities we serve. We also
support similar principles throughout our supply
chain. This means ensuring that inclusion is
embedded in everything we do.
In 2021 we set out a series of goals to drive
Tate & Lyle’s ambition to be a truly inclusive
business. We made good progress on a number
of these goals, such as moving towards gender
parity in leadership and management roles and
allocating part of our employee resource group
(ERG) leaders’ paid time to ERG work. The other
goals we set were longer term, and progress has
been slower.
As stated in last year’s Annual Report, given the
new shape of the business, we have reviewed
these goals to assess the best way to measure
and manage inclusion in the future. We’ve
decided to continue with some goals, such as
gender parity in leadership and management
roles, but others are no longer relevant.
Progress on
gender diversity
at 31 March 2026
45
%
Women on our Board
55
%
Women on our Executive Committee
45
%
Women in leadership and management roles
1
UK gender pay gap reporting
Although we are below the legislative
threshold for UK gender pay reporting,
we publish details of our UK gender pay
gap on our website. Our UK employee
population is about 4% of our global
employee population. Using the UK
government’s methodology, the UK
median gender pay gap at 1 April 2026
was 20.9% in favour of women.
UK median gender pay gap
20.9
%
in favour of women
1 Leadership and management roles are defined as
the top four employee bands, representing around
500 people.
Note: of the 109 people who are senior managers in our
top three employee bands and statutory directors, 38%
are women.
Our people continued
Our employee resource groups
Anyone in Tate & Lyle can set up or join an
ERG either as a member or as an ally. In
March 2026 we formally relaunched our
ERG programme to encourage
participation and create an even greater
sense of belonging across our business.
IGNITE, the network for Tate & Lyle
women and their allies
Proud Place, the LGBTQ+ Network
Black Employee Network (BEN)
Launchpad, supporting career
development
Veteran Employees Together (VETs)
Asia Pacific Professional Network
(APPN)
Our employment policy
Our employment policy is to select the
best candidates for every position
regardless of age, disability, marital or
civil partnership status, pregnancy or
parental/care-giving responsibilities,
race, ethnic or national origin, nationality,
religion or belief (including lack of belief),
social background, gender, gender
reassignment or sexual orientation.
Strategic report
Tate & Lyle PLC Annual Report 2026
40
In September 2025, we introduced new fraud
prevention training. The module aims to help
employees understand the new ‘failure to
prevent fraud’ offence, which is now part of
the UK’s Economic Crime and Corporate
Transparency Act. It provides information on
the sort of actions that might lead to an offence,
such as ‘greenwash’ marketing or financial
misstatements. At the end of the financial year,
senior managers completed extra training
focused on their specific obligations. We also
established a new working group to monitor the
control frameworks we have in place to prevent
fraud, with representatives from areas of the
business at highest risk.
Throughout the year, our Ethics and
Compliance team continued to send out a
newsletter every two months providing key
information such as changes in regulations
and news about training programmes.
Encouraging employees to raise concerns
We strongly encourage people to report
breaches through our Speak Up whistleblowing
programme, which we advertise in all our plants
and offices, on our intranet and through other
internal communications. This reflects our belief
that prevention is the best approach – if people
understand what’s expected of them and why,
they’re more likely to do the right thing.
Our newest colleagues have had access to
the programme since November 2024. Since
then we have run a site-wide communication
campaign to explain how the programme works
and how to report a breach. As a result, the
majority of the 47 concerns we received this
year via Speak Up, or other whistleblowing
channels, came from our newest sites.
Meanwhile, our global employee survey score
measuring whether people trust our programme
held steady at 77 (compared to 78 in 2024).
We investigate every concern raised, but
sometimes have multiple calls about the same
issue, or reports where not enough detail is
given to enable a fair investigation. As a result,
the number of concerns we investigated this
year was 41, with most relating to HR matters.
All whistleblowing concerns are reviewed by
our Head of Ethics & Compliance, with
investigations conducted as a priority.
Doing business the right way
While establishing a new culture, built on new
values, is important in helping our business
move forward, the principles that underpin our
business conduct have not changed. So our
focus this year was on ensuring everyone at
Tate & Lyle understands those principles and
the policies and processes that support them.
Our Code of Ethics
Our Code of Ethics sets out how we expect
everyone to do business at Tate & Lyle – from
our Board and Executive Committee, to our site
teams. Having shared the Code with everyone
on the day we began operating as one business,
we have worked closely with our newest
colleagues – including those in operational
roles – to ensure they understand the Code
and what it means for them. We expect all
employees to participate in training on the Code
every year, and this year 98% of employees
completed the training.
We typically run training on key areas of
business conduct every two years. However,
this year we adapted our approach to ensure
as many of our newest colleagues as possible
received training on all key policies during their
first year at Tate & Lyle. As well as the training
modules outlined in the Our Code of Ethics box
(see opposite), all relevant employees also
completed modules in trade compliance, the
Criminal Finances Act and managing trade
secrets. In the 2027 financial year, we will return
to our regular training timetable.
Our Code of Ethics
It’s essential that all our employees know
about our Code of Ethics and understand
it, which is where training comes in. This
includes e-learning for everyone, as well
as face-to-face training, either in person
or online, for areas of particular risk.
98
%
of employees trained in the Code
99
%
of employees (who need it) trained in anti-corruption
99
%
of employees (who need it) trained in preventing
human trafficking
99
%
of employees (who need it) trained in competition law
100
%
of employees (who need it) trained in GDPR
99
%
of employees (who need it) trained in the Criminal
Finances Act
99
%
of employees (who need it) trained in trade secrets
99
%
of employees (who need it) trained in trade
compliance
The response from our employee
engagement survey gives us
confidence that people understand
and trust our Speak Up process.
Lauren Higgins
Head of Ethics and Compliance
Our people continued
Policies
Alongside the Code, we publish our
supporting policies on our intranet.
These include:
Competition (Anti-trust)
Gifts and Hospitality
Anti-Corruption/Bribery
Trade Compliance
Engagement of Third Parties
Anti-Facilitation of Tax Evasion
Whistleblowing
Fraud
Modern Slavery Statement
Our statement on anti-slavery and human
trafficking can be found on our website at
www.tateandlyle.com/anti-slavery-statement
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Tate & Lyle PLC Annual Report 2026
4141
For our employees, our
commitment to our community
programme is fundamental to who
we are and a key part of how we
live our purpose.
Our purpose pillar of building thriving
communities is brought to life through our
community involvement programme, which
is focused on three main areas, with a
particular emphasis on supporting children
and young adults:
Health: we support projects that improve the
health and wellbeing of people of all ages,
helping them understand the roles played by
nutrition and physical activity in a well-
balanced life.
Hunger: we work with organisations to give
access to nutritious meals to people in need
in our local communities and beyond.
Education: we work with local schools,
educational foundations and other
community partners to help prepare students
for healthier, brighter futures.
Where possible, we also align our community
activities to our five priority UN SDGs (see
page 10).
Our partners include registered charities,
educational institutions and non-governmental
organisations that meet our high standards for
delivering services and results. Our plan and
budget for community involvement are
developed and approved as part of our
Group-wide annual planning process, and we
report progress against our community-related
purpose targets on page 28.
Many of our sites have their own community
involvement committees that champion local
projects and encourage employee participation.
In many cases, we have supported local
charities for well over a decade or more.
Supporting our local communities
The enthusiasm and willingness of colleagues
to give their time to support our local
communities is what makes our programme
work so well. Once again, they were involved in
a range of activities throughout the year. For
example, colleagues from our Großenbrode
and Lübeck sites in Germany came together to
participate in a charity run to raise funds to build
a hospice, while colleagues from our Okmulgee,
Oklahoma, US, site baked pancakes to raise
money to provide eye examinations and
prescription glasses to people in need. And our
team in Limeira, Brazil, hosted a festive event,
including music from the local symphony
orchestra, for the local community in the town
square. With the environment still high on
colleagues’ agenda, many of our sites
supported local waste clean-ups, including
McIntosh, Alabama, US, Lübeck, Germany,
and both Marble Arch and Mold in the UK.
Donating food to people in need
Donating to food banks to help people in our
local communities get a nutritious meal has
been a core part of our community programme
for many years. The cost-of-living crisis means
that demand for food banks has continued to
rise, so our partnerships with food banks across
the world are more important than ever. These
partnerships go beyond donating meals, with
colleagues packing meal boxes and helping
out with deliveries. We have a 10-year target to
donate 7 million meals by 2030 and by 31 March
2026 we had already donated 5.1 million meals.
Promoting healthier living
Gardening is great for physical and mental
health, as well as supplementing people’s diets
with freshly grown produce. We continue to
run gardening projects in many of our local
communities including in South Africa, Brazil,
Mexico and Colombia. We support gardens
at schools in Kya Sands, South Africa, and
Hoffman Estates, Illinois, US, and provide new
equipment, such as installing water fountains
in playgrounds at schools near McIntosh,
Alabama, US, and Limeira, Brazil, to ensure
children stay hydrated in the summer heat.
The enthusiasm and willingness of
colleagues to give their time to support
our local communities is what makes
our programme work so well.
Rowan Adams
Chief Corporate Affairs
and Sustainability Officer
Supporting our local
communities
at 31 March 2026
In the year ended 31 March 2026, the
amount spent on charitable donations
and community activities amounted to
£514,000
(2025: £455,000)
Areas of focus (%)
39
17
44
Health
Hunger
Education
Our communities
Building
stronger,
healthier
communities
42
Strategic report
Tate & Lyle PLC Annual Report 2026
Inspiring and mentoring students
We support a variety of educational initiatives
around the world that encourage students to
pursue their studies and help prepare them for
working life. For example, in the US, our science,
technology, engineering and mathematics
(STEM) programme supports students at
schools close to many of our facilities, and in
Illinois, US, we partner with the Chicago High
School for Agricultural Sciences to provide
scholarships for black students to pursue
agricultural studies in college. In Cape Town,
South Africa, we provide bursaries for students
to study food science at the local university.
Once again, our colleagues in São Paulo, Brazil,
Santiago, Chile, London, UK, and Hoffman
Estates and Lafayette, US, all participated in
mentorship programmes, sharing career advice,
coaching tips and holding mock interviews for
students about to enter the workforce.
Helping people understand the complexities
of the global food system and its impact on our
planet’s natural resources is intrinsically linked
to our purpose of Transforming Lives through the
Science of Food. That’s why we are proud to be
the principal sponsor of the ‘Future of Food
exhibition, which opened in August 2025 at
London’s Science Museum. The exhibition helps
young and older minds explore how science
and technology can help society find more
sustainable ways to grow and produce food.
Highlights of the year
Hunger
Providing nutritious meals for people in
need in our local communities
Australia (pictured)
Our team from Brisbane worked at the
OzHarvest Cooking for a Cause Kitchen,
transforming rescued food into delicious
meals for people in need.
US
Colleagues from our Sycamore and
Hoffman Estates, Illinois, sites volunteer at
the Northern Illinois Food Bank to pack
meal boxes for families needing support in
the local community.
Brazil
Our team in São Paulo works with a local
charity, GoodTruck, which takes food that
would otherwise be wasted and prepares
nutritious meals for homeless and
vulnerable people in the local community.
Argentina
Our team in Buenos Aires holds baking
classes in the local community to help
people learn to cook more at home and
use healthier ingredients.
Health
Helping communities to lead healthier,
more balanced lives
Germany (pictured)
Our teams from Lübeck and Großenbrode
came together for a charity run to raise
funds to build a hospice in nearby
Oldenburg.
Mexico
We partner with Nuestros Pequeños
Hermanos, a charity housing more than
600 orphaned, abandoned and vulnerable
children in the state of Morelos, to help
them grow fresh fruit and vegetables for
meals, and to learn about nutrition.
Brazil
Our teams in Limeira and Matão work with
the charity, Habitat for Humanity, to repair
houses and improve living conditions for
local families, including installing water
tanks and repairing roofs.
South Africa
Through our partnership with Food and
Trees for Africa, colleagues at our Kya
Sands facility support children at a local
school to cultivate their garden, which
feeds them and local households.
Education
Supporting students with equipment,
scholarships and mentoring
Denmark (pictured)
Our team in Lille Skensved runs an onsite
Biotech Education Centre where children
from local schools come to learn about the
science of food.
US
Our team in Okmulgee, Oklahoma, hosted
the 2026 Math and Engineering
Competition, joining organisations across
the region to encourage the next
generation of STEM leaders.
UK
Working with the charity, Future Frontiers,
colleagues from our London head office
mentored children aged between 14 and
16 from an east London school to help
them think about their future education
and career choices.
US
We provide scholarships for black students
at the Chicago High School for Agricultural
Sciences to promote interest in careers
within agriculture and food science.
Our communities continued
Future of Food exhibition,
Science Museum, London, UK
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Tate & Lyle PLC Annual Report 2026
4343
Keeping people safe and well at
our sites is our primary concern,
whether they work for us or with us.
As a global business that manufactures and
blends ingredients made from agricultural
crops, our priorities are the health and safety
of the people who work for and with us, and
consideration for the environment – which we
summarise as EHS. Our work is supported by
our Journey to Environmental, Health, Safety,
Quality and Security Excellence (J2E)
programme, which helps ensure everyone
is working to the same high standards.
Our main task this year, following the
combination with CP Kelco in November 2024,
was to integrate our seven new manufacturing
sites into J2E, a process helped enormously by
our new colleagues’ shared commitment to high
EHS standards.
Consistency is very important in times of
change, which is why we’ve adopted a ‘best of
both’ approach to help build a new, unified EHS
culture, with a combined EHS leadership team
to provide clear accountability. We’ve also
drawn on the strengths of each business, such
as Tate & Lyle’s J2E and CP Kelco’s excellent
process risk management, to align our systems
and procedures.
As we build our culture together, it’s essential we
stay alert to our risks and adapt when new ones
emerge. This year, physical site security was in
the spotlight, after an intruder at our plant in
Sagamore, Lafayette, Indiana, US, injured an
employee in August 2025. Sagamore has since
made important improvements, including
strengthening its fencing and alarm systems,
alongside installing new speed gates at
entrances and exits. Globally, this incident led to
our other sites assessing and, where necessary,
strengthening their own security procedures,
including carrying out intruder training for
employees. We’re also planning to enhance key
controls by implementing a new global security
management system.
We still have work to do to adapt elements of our
EHS approach for the combined business, but
what hasn’t changed is our commitment to the
safety and wellbeing of everyone who works for
and with Tate & Lyle. We continue to expect
employees, contractors and third parties to:
Comply with all safety rules and regulations
relevant to their work
Intervene to prevent unsafe conditions
through our ‘Stop Work Authority, which gives
anyone the right to halt a procedure if they
believe it’s unsafe
Respect fellow workers and the communities
where we work.
Colleagues across the business have
embraced opportunities to learn from one
another to help build a unified EHS culture
that blends the ‘best of both’.
Jan-Jaap van der Bij
Vice President, Environment, Health,
Safety, Quality, Food Safety, Process Safety
and Security
Health and safety
Focused
on the
fundamentals
J2E aims to…
Build a strong, sustainable EHS culture
Keep people safe and prevent loss of life
and injuries
Prevent business disruption
Provide clarity about the behaviour we
expect from those who work for us and
with us
Manage our operational EHS risks while
ensuring compliance with applicable
regulation
Minimise our environmental footprint
EHS governance,
systems and reporting
Governance
Our EHS Advisory Board oversees the
J2E and reviews performance. It meets
quarterly and is made up of senior
executives, including the Chief Executive.
The Board of Directors receives updates
on EHS performance at every meeting, and
a more detailed review of progress once
a year. We explain our environmental
sustainability governance framework in
the Environment section on page 49.
Systems
J2E is supported by a global management
system, aligned with the requirements of
international standards for the environment,
occupational health and safety, and risk
management (ISO 14001, ISO 45001 and
ISO 22000). This feeds into our global
Environment, Health, Safety, Quality and
Security policy (available at www.
tateandlyle.com). It sets out a number of
principles designed to keep our people
safe, along with a consistent set of
requirements and expected results.
We encourage all employees to share
their ideas and report concerns via our
cloud-based tool, Benchmark, which
enables us to manage EHS data efficiently
and consistently. Every week, the EHS team
shares with a wide group of employees the
latest EHS performance data, details of any
incidents and corrective actions taken, and
examples of good practice.
Public reporting
We explain the scope, principles and
methodologies we use to report our EHS
performance in ‘EHS Reporting Criteria’ at
www.tateandlyle.com/purpose. We report
EHS data by calendar year.
Strategic report
44
Tate & Lyle PLC Annual Report 2026
Our 2025 safety performance
1
With seven new sites in our network, our
performance this year was mixed, although we
are pleased that, once again, we had no severe
injuries. Our potentially severe events (PSEs)
were down for the second consecutive year,
falling by 33%. This ongoing progress is a mark
of our people’s commitment to keeping each
other safe, as well as improvements in several
leading indicators, such as reporting near
misses and stopping potentially unsafe work.
Our recordable incident rate, however, is not yet
where we would like it to be, with a 15% increase
this year. Five of our sites, including four of our
newest, contributed 69% of all injuries, and we saw
an increase in low-energy impact injuries. This
type of injury, such as a sprained wrist, causes
discomfort and lost time but doesn’t have the
potential to become more severe. Our lost-time
rate also rose this year by 28%. Nonetheless, while
no one should leave our sites injured, we continue
to be pleased that there have been no severe
injuries at any of our sites since 2018.
These figures highlight why it is so important
to have a consistent, unified EHS culture, with
proactive leaders who work with their teams to
build trust in our approach. So our global EHS
team continues to work with sites that need
more support, to ensure they consistently apply
fundamental EHS principles and adopt the
processes and behaviours that we know work.
Training is an essential part of this, and in 2025
we focused on reinforcing those fundamental
principles, with sessions on life-saving rules and
high-risk activities. We also ran specific process
safety and hazard leadership training. We saw
the benefits of training in a very real way this
year, when one of our contractors working at
our production facility in Sagamore, Lafayette,
Indiana, US, collapsed with a medical
emergency unrelated to work. Our trained
emergency responders and first aiders acted
decisively and saved his life.
1 We report safety performance by calendar year. For EHS
reporting purposes, employees include all those at
Tate & Lyle-owned operations and joint ventures and we also
include contractors.
Performance in 2025
Data for previous years has been restated to reflect the inclusion of our seven new sites.
We report safety statistics by calendar year.
Leading indicator –
PSEs
8
(2024: 12)
Number of
incidents
66
(2024: 58)
Number of lost-work and
restricted-work cases
53
(2024: 42)
Potentially severe events (PSEs) are events or incidents that could have resulted in a major or
severe incident.
Recordable incident rate
1
Lost-time rate
2
0.51
1.28
1.15
2025
0.99
1.04
1.00
2024
1.03
0.41
0.92
2025
0.71
0.76
0.72
2024
Employees
Contractors
Combined
1 Number of injuries requiring treatment beyond first aid per
200,000 hours.
2 Number of injuries that resulted in lost-work days or restricted
work per 200,000 hours.
Number and nature of accidents causing injury (66 in total)
11
4
9
6
2
3
2
3
4
5
12
2
1
1
1
Bitten or stung
Contact with temperature
extremes
Stepped on
Contact by chemical or substance
Falls, different level
Repetition
Contact with sharp object
Exposure to
Forceful exertion, pushing or
pulling
Lowering, lifting, carrying
Slip, trip or fall
Caught in, under, on, between
Falls, same level
Struck by or against
Miscellaneous
Health and safety continued
Anji, China, facility
transforms with J2E
In the five years since we acquired our
stevia facility in Anji, China, the team
has transformed their health and safety
record to become one of our best
performing sites.
It’s all thanks to the team’s keenness
to embrace J2E, supported by our
central operations team, with success
underpinned by the commitment of
the leadership team at the facility to
encourage everyone to report concerns
and share ideas for improving
performance.
Building a strong health and safety
culture is challenging, but through a
profound shift in the team’s mindset
prompted by J2E, Anji has reduced the
recordable injury rate significantly, and
this year successfully passed tollgate 5
– a pivotal J2E milestone for any site.
The Anji team also earnt a nomination in
our Above and Beyond Heroes Awards,
and has been recognised externally,
with local officials now using the plant
as a benchmark for other companies in
the region.
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Tate & Lyle PLC Annual Report 2026
4545
A strong year for our sites in China
The strong progress made at our stevia plant in
Anji, China, and the Quantum Hi-Tech business,
also in China, clearly demonstrates why we are
so passionate about J2E and its power to inspire
a collective sense of EHS ownership. Since
joining Tate & Lyle in 2020 (Anji) and 2022
(Quantum), both have moved rapidly through
the J2E tollgates, with Quantum passing tollgate
4 and Anji tollgate 5 during the year.
Our site in Koog, the Netherlands, passed
tollgate 3 this year, having reset its position from
tollgate 4 to tollgate 2 in 2024. Staying focused
on our risks can be challenging, so, by resetting,
the team was able to re-evaluate and adjust
their approach in a supportive environment, led
by a new leadership team and a targeted
communications campaign.
Inspiring cultural change
One of the biggest shifts we see in J2E occurs
when sites move beyond tollgate 5. At this point,
teams begin to draw on everything they’ve
learnt so far to take a more proactive role in
problem-solving and driving performance.
Because culture is such an important part of this
shift, we expanded our mentoring programme
this year, with experienced EHS leaders from
five sites paired with another site to help them
accelerate cultural change. We also ran our EHS
leadership coaching for the first time in China
with help from a Cantonese-speaking coach –
the enthusiasm and commitment from the team
to do even better was really inspiring.
Encouraging people to raise concerns
As part of the culture we’ve created through
J2E, we encourage our people to report any
EHS concerns via our cloud-based tool,
Benchmark. The number of concerns raised in
2025 was 6,812 compared with 6,077 in 2024.
While the overall increase is relatively small
considering the seven sites we’ve added to our
network, these new sites only started raising
concerns in the system in the second half of the
year. We therefore expect to see a greater
increase in concern reporting in 2026.
This vast repository of data helps us identify
and address trends. We always look for ways to
improve the tool, which this year included rolling
out new dashboards designed to make it easier
to review and compare site data.
Priorities for the coming year
Over the next year we’ll keep working to ensure
that everyone across Tate & Lyle understands
their role in J2E and has a consistent
understanding of and approach to EHS risks.
We also plan to implement a new global ‘High
Risk Potential’ process to cover all process
safety management issues. And, we’re
developing customised plans for the five sites
that experience the most injuries. All this will
help us in our core aim: to ensure everyone goes
home safe, every day.
Health and safety continued
Implementing J2E at our new sites
Our J2E programme helps us promote the
safety of our people, neighbours and the
environment around our plants. It’s a clear
demonstration of our purpose and shows
customers that our products are the result of
our people sticking to common processes that
promote safety, quality and sustainability.
In the eight years since its launch, J2E has
become the backbone of how we manage risk,
learn from experience and strengthen our EHS
performance. It gives us confidence that while
we are addressing the risks we face today, we
are also building resilience for the future. This is
especially important given the complex,
dynamic regulatory environment that we work in.
Much of our focus this year has been on helping
our newest sites implement J2E. To support the
transition, we established a common baseline,
with consistent expectations of leadership.
The programme sets out clear governance,
assessments and routines, while respecting
established EHS practices and cultures that
support our own global standards. This baseline
is helping us move beyond the structural
integration of J2E and towards a new common
EHS culture and shared behaviours.
Sharing knowledge has always been an
important part of J2E, so we have prioritised
helping our new teams to build their skills and
understanding of the framework, as well as the
philosophy, behaviours and disciplines that
underpin it. We recognise this is a complex
process that can involve a lot of change for
people. It has therefore been very encouraging
to see so many new colleagues embrace the
programme, but we’ll continue to take a
measured approach to ongoing integration,
to ensure they feel supported throughout.
J2E: tollgate progress
Every site with more than five people –
whether it’s a plant, lab or an office – is
involved in our J2E programme, passing
through seven stages or ‘tollgates’, with help
from colleagues who champion a specific
aspect of EHS culture. Sites can only pass
through a tollgate after a rigorous
assessment carried out by internal EHS
experts. Sites with five people or fewer –
generally small sales offices – are still
included in all our J2E communications,
and must adhere to our policies.
Number of sites at each tollgate
(30
1
in total)
4
2
5
8
4
7
Tollgate 1 – 0%
Tollgate 2 – 7%
Tollgate 3 – 13%
Tollgate 4 –17%
Tollgate 5 – 27%
Tollgate 6 – 13%
Tollgate 7 – 23%
1 The total number of sites is the same as 2024 since none
of our new sites had passed a tollgate by the end of the
2025 calendar year.
Having a clear professional
development programme and defined
career path is a real motivator for our
EHS teams, and demonstrates to
everyone the importance we place on
safety here at Tate & Lyle.
Stuart Kershaw
Director, EHS & Sustainability
Strategic report
Tate & Lyle PLC Annual Report 2026
46
In this section
47 Overview
49 Governance
50 Climate and carbon emissions
52 Regenerative agriculture
54 Our pathway to net zero
56 Using less water
57 Using waste beneficially
Climate change remains one
of society’s most pressing
challenges. Its affecting our
planets ecosystems and weather
patterns, and presents a growing
risk to every country, business and
person. As a business that relies
on natural raw materials like corn,
citrus fruit and stevia to make our
ingredients, its essential that we
take care of our planet and its
ecosystems for its own health and
the future health of our business.
Overview
Our sector has a huge role to play in addressing
climate change given that food systems are
responsible for around one-third of global
greenhouse gas (GHG) emissions.
1
And yet
those same food systems, based on agriculture,
are particularly vulnerable to the impacts of
climate change. Last year was the third warmest
on record, as well as one of the most destructive,
with deadly heatwaves across Europe, wildfires
in the US, Australia, South America and Canada
and flooding in south-east Asia.
These events demonstrate why environmental
sustainability (referred to throughout this section
as ‘sustainability’) is more important than ever.
Not just because of the urgent need to mitigate
their impact, but also to improve the resilience
and transparency of our supply chain. Thats
why Caring for our Planet is one of the three
pillars of our purpose and why our ambition
remains to be a net zero business by 2050. It’s
also why, in 2024, before the acquisition of
CP Kelco, we announced ambitious new targets
to deliver larger and faster reductions in our
Scope 1 and 2 and Scope 3 GHG emissions.
The opportunities in our decarbonisation
roadmap enabled us to move our target date
forward to 2028 from 2030 and set more
ambitious absolute emissions reductions to
align them with the requirements to limit global
warming to 1.5°C above pre-industrial levels.
These targets, which have been validated by
the Science Based Targets initiative (SBTi),
are supported by our target for 100% of the
electricity we use in our operations to come
from renewable sources by 2030, and by our
regenerative agriculture programmes. Our
decarbonisation targets and programmes are
accompanied by water reduction and beneficial
use of waste targets to ensure we produce
ingredients as sustainably and responsibly as
possible. In 2025, we issued a new Forest
Positive policy to ensure we comply with EU
deforestation regulations and to work towards
meeting our science-based target
to have no deforestation across our primary
deforestation-linked commodities.
As set out on page 48, following the
combination with CP Kelco, we have assessed
the footprint, risks and opportunities of the
combined business and have applied to SBTi
to validate updated GHG emissions
targets. We have also developed a new water
stewardship programme with a target to better
1 United Nations Food and Agriculture Organization.
Environment
Building
strong
momentum
Our targets
Climate and carbon emissions
By 2028:
Energy and industrial (E&I)
1,2
We’ll deliver a 38% absolute reduction in our
Scope 1 and 2 GHG emissions
3
We’ll deliver a 38% absolute reduction in our
Scope 3 GHG emissions
Forest, Land and Agriculture (FLAG)
1
We’ll deliver a 23% absolute reduction in our
Scope 3 GHG emissions
2,4
We are committed to eliminating
deforestation from our primary
deforestation-linked commodity supply
chains, in accordance with the latest
requirements of the SBTi FLAG Guidance
By 2030:
100% of the electricity we purchase for use
in our operations will come from renewable
sources
By 2050:
Our ambition is to reach net zero
Regenerative agriculture
We’ll maintain sustainable acreage
equivalent to the volume of corn we buy
globally each year, and through partnerships
we’ll accelerate the adoption of regenerative
agricultural practices
Water
By 2030:
We’ll have reduced water use intensity
by 15%
2
Waste
By 2030:
100% of our waste will be beneficially used
1 Approved as science-based by the Science Based
Targets initiative on a ‘1.5°C level’, meaning they are in
line with the most ambitious goals of the Paris
Agreement.
2 Baseline of 31 December 2019.
3 The target boundary includes land-related emissions
and removals from bioenergy feedstocks.
4 The target includes Forest, Land and Agriculture
(FLAG) emissions and removals.
How our environment
report is structured
Our environment report integrates the
governance, metrics and some of the
strategy disclosures recommended by the
Task Force on Climate-related Financial
Disclosures (TCFD). This reflects the way
we integrate climate considerations into our
business, as well as our increasing focus on
our relationship with nature. We have also
continued to take steps to report voluntarily
against the disclosures recommended by
the Taskforce on Nature-related Financial
Disclosures (TNFD). For details of climate-
related risks and additional strategy
disclosures see our TCFD report on pages
68 to 72.
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Tate & Lyle PLC Annual Report 2026
4747
manage risk and use our resources more
effectively. Our renewable electricity and waste
targets remain unchanged.
Climate change also presents opportunities for
businesses that can make their operations and
products more sustainable. As a plant-based
business with a deep understanding of the
science of food, we’re well-positioned to create
the high-quality, lower-carbon, responsibly
sourced ingredients people want to live a more
sustainable life.
We constantly adapt our approach to
sustainability to ensure we embed it in all our
plans and processes. This means designing it
into everything we do, so it becomes part of our
thinking, investment decisions and growth
strategy. And given that no one company can
tackle climate change alone, as we build our
own resilience, we continue to work with our
customers and suppliers to help deliver each
other’s sustainability goals.
Integrating CP Kelco
On completing our acquisition of CP Kelco in
November 2024, we began to integrate our
respective sustainability programmes, including
creating a single, integrated system to monitor
and report the environmental data of the
enlarged business. With this system now in
place, we are reporting progress for the
enlarged business against our existing targets in
this year’s Annual Report.
An important part of the integration process was
updating our climate-, water- and nature-
related risk assessments to take account of the
enlarged business. We’ve completed these
assessments and are now incorporating the
findings into our Group-wide enterprise risk
management system.
Setting new targets for our enlarged business
Despite our increased manufacturing footprint,
our ambition has not changed. In the coming
year, we plan to update our science-based GHG
emissions targets to better reflect the impact we
can make as a combined business. They are
currently under review with SBTi and, subject to
validation, we will report against them in next
year’s Annual Report. We’re also setting a new
target for water use (see page 56 for more
detail) which we’ll start reporting on next year,
while maintaining our existing renewable
electricity and beneficial use of waste targets,
and regenerative agriculture and deforestation
commitments.
This year (for calendar year 2025), we continue
to report against our existing 2028 science-
based targets for GHG emissions, alongside our
other targets and commitments to 2030 (see
panel on page 50). This is the first year we are
reporting as a combined business.
Understanding our combined impact
As discussed on pages 36 and 37, during the
year we carried out a double materiality
assessment (DMA) to get a deeper
understanding of our impact, risks and
opportunities (IROs). Out of the 30 IROs we
identified, 16 fall under the Environmental
standard of the European Sustainability
Reporting Standards, with Climate Change (E1)
our most material area overall. We are now using
the results of the DMA to review relevant
policies, programmes and metrics to ensure
they are aligned with the materiality outcomes
and our broader sustainability ambitions.
Supply chain resilience
For food and drink companies who rely on natural resources
to feed people, the implications of climate change are
far-reaching. That’s why we are increasingly working with our
suppliers and customers to build a food supply chain that is
more resilient to the impacts of climate change.
Want to learn more?
Watch our video, which explains how Tate & Lyle is taking
action to build supply chain resilience.
Environment continued
Public reporting and assurance
We explain the scope, principles and
methodologies we use to report our
environmental performance in ‘EHS Reporting
Criteria’ at www.tateandlyle.com/purpose.
We report environmental data by calendar
year. Arcadis has independently verified
selected environmental data on pages 47
and 48, 50 and 51, and 54 to 57. Their
reasonable assurance audit statement is at
www.tateandlyle.com/purpose.
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Tate & Lyle PLC Annual Report 2026
48
Governance
Our governance framework, which has been in
place since 2023, ensures that sustainability-
related matters are appropriately reviewed and
managed across the business. Sustainability-
related matters include climate, water, waste,
deforestation and nature. We have a separate
governance process to oversee environmental
compliance in our plants as described on pages
44 to 46 (part of our J2E).
The Board is responsible for overseeing our
sustainability strategy and sustainability-related
matters and progress against our commitments
and targets. It has non-executive directors with
experience of sustainability-related matters
both within the food industry and other sectors.
Our Senior Independent Director, Kim Nelson,
has recent and relevant experience since
sustainability was one of her primary
responsibilities in her former role as Senior Vice
President, External Relations at General Mills.
Our dedicated sustainability team develops our
sustainability strategy and manages delivery of
our programmes, working with both internal
stakeholders and those throughout our value
chain. The team reports to our Chief Corporate
Affairs and Sustainability Officer, and works
closely with other teams, such as Global
Operations and Finance.
Our sustainability strategy, the development and
delivery of our programmes and the
management of our sustainability-related risks
and opportunities are overseen through the
following governance structure.
Board of Directors
Considers sustainability-related matters
when reviewing and guiding core
components of our commercial strategy and
business development, such as business
plans, annual budgets and major capital
expenditure.
Receives updates on the progress of our
sustainability programme, and on our targets
and commitments, at least twice a year.
Audit Committee
Considers reporting disclosures and
assurance (where relevant) in relation to
sustainability, including TCFD, TNFD, the
DMA and upcoming regulatory changes
including the UK Sustainability Reporting
Standards (UK SRS) and the EU Corporate
Sustainability Reporting Directive (CSRD).
Executive Committee
Our Chief Executive is responsible for the
Group’s preparedness and response to
sustainability-related risks and opportunities.
He is supported in that task by the Executive
Committee with executive responsibility
shared jointly by the Chief Corporate Affairs
and Sustainability Officer and the Chief
Supply Chain Officer.
The Chief Financial Officer is responsible for
risk management, including the assessment
of sustainability-related risks.
Receives updates on sustainability-related
matters.
Risk Committee
A sub-committee of the Executive
Committee, it oversees the operation of our
enterprise risk framework, including risk
management policies and practices for
sustainability-related risks.
Reviews updates from the sustainability, risk
and finance teams, as necessary, and
updates the Board on its work at least
annually.
Sustainability Committee
A sub-committee of the Executive
Committee, chaired by the Chief Executive, it
meets at least twice a year to review the
delivery of our sustainability programme, to
consider key projects and to track progress
against our commitments and targets.
Sustainability Working Group
A cross-functional group, chaired jointly by
our Chief Corporate Affairs and Sustainability
Officer and Chief Supply Chain Officer, and
which includes internal experts from
functions including sustainability,
engineering, energy procurement and
finance.
Meets quarterly to discuss key projects and
detailed aspects of our approach to
sustainability-related matters.
Sustainability as part of remuneration
Given the importance we place on
sustainability-related matters, progress against
our targets for Scope 1 and 2 absolute GHG
emissions reduction, water use intensity and
beneficial use of waste are elements of the
performance criteria for our long-term incentive
plan. More information can be found in the
Directors’ Remuneration Report.
Governance of sustainability
Risk Committee
Sustainability Committee
Sustainability Working Group
Audit CommitteeBoard of Directors
Chief Executive and
Executive Committee
Integration
A key task during the year was to integrate
the CP Kelco sustainability programme
into Tate & Lyle and, in particular, to
understand the footprint, risks and
opportunities of the combined business.
During the year, work included:
Updating our GHG emissions, water
and waste data from our 2019 baseline
through to our 2025 calendar year
performance.
Verifying our sustainability data and
progress against our targets through a
third-party reasonable assurance audit.
Updating our climate, water and nature
risk assessments for our manufacturing
sites and key supply chains.
Conducting a double materiality
assessment with internal and external
stakeholder input.
Applying to SBTi to update our GHG
emissions reduction targets to remain
on a 1.5°C trajectory.
Developing a new risk-based water
programme and reduction target to
better use our resources and mitigate
potential water-related risks.
This work has enabled us to better
understand the opportunities and risks of
the combined business, and to help us
support our customers to make progress
against their own sustainability
commitments and targets.
Environment continued
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Tate & Lyle PLC Annual Report 2026
4949
Environment continued
We are committed to playing our
part in addressing climate change
and its related impacts. To do that,
we have set ambitious science-
based targets to significantly
reduce our own and our supply
chain GHG emissions, partly by
supporting the adoption of
regenerative agricultural practices.
A new carbon footprint
As expected, the combination of the Tate & Lyle
and CP Kelco businesses has had a material
impact on our carbon footprint, our 2019
baseline emissions and the progress we have
made from that baseline through to the 2025
calendar year. While some of our new sites in
countries such as Denmark and Brazil have
made good progress in lowering their carbon
footprint, CP Kelco’s overall decarbonisation
programme was less mature than Tate & Lyle’s.
This is reflected in our 2025 results which
have been updated to include CP Kelco in this
Annual Report.
Scope 1 and 2 GHG emissions
Our combined Scope 1 and 2 GHG emissions
collectively accounted for 28% of Tate & Lyle’s
total carbon footprint in the 2025 calendar year.
Reducing these emissions means making
changes to the way we run our plants, through
more efficient processes and switching to
lower-carbon sources of electricity. A good
example of this was the actions we took to
eliminate the use of coal in our operations from
2021 onwards.
Since 2024, we have been a member of RE100,
the global corporate renewable energy initiative
led by the Climate Group in partnership with
CDP. As well as demonstrating our commitment
to renewable electricity, membership adds
credibility to our approach, since it requires us to
meet RE100’s reporting criteria, including
third-party verification, when reporting against
our target for 100% of the electricity we
purchase for our operations to come from
renewable sources by 2030.
Progress in 2025
By the end of the 2025 calendar year, we had
reduced our Scope 1 and 2 absolute GHG
emissions by 17% from a 2019 baseline. While
our expanded footprint has slowed the pace of
progress compared with recent years, we
continue to make improvements in
decarbonising our business.
In 2025, we realised the first full year of benefits
from the agreements for renewable electricity
and associated renewable energy certificates
(RECs) that we put in place in 2024. The most
notable impact has been through a 12-year
power purchase agreement with Enel North
America to provide around 256,000 megawatt
hours (MWh) of renewable electricity and
associated RECs each year produced by a new
wind farm in Texas, US. This agreement, in
addition to renewable energy use and utility-
provided renewable electricity, has significantly
reduced our Scope 2 GHG emissions.
Many of our plants across the world continue
to make good progress reducing their
emissions. For example, in April 2025, our pectin
and carrageenan facility in Lille Skensved,
Denmark, completed the first phase of a
multi-year programme to reduce its Scope 1
and 2 GHG emissions and increase energy
efficiency. A major upgrade to the site’s
evaporator system reduced energy
consumption by 6% and carbon emissions by
7%. The team is now working on the second
phase of the programme to upgrade the site’s
distillation column, which will reduce energy use
and carbon emissions at the site by more than
20%. Another example is work at our bio-gums
plant in San Diego, California, US, where the
team has introduced ten projects to reduce
natural gas use. This has reduced the site’s GHG
emissions by 4%.
We continue to encourage our smaller sites to
increase their use of renewable electricity. Our
blending facility in Kya Sands, South Africa, and
our fibre plant in Nantong, China, both use solar
panels to generate electricity. Meanwhile, our
three production facilities in Brazil – one
blending facility and two pectin facilities – use
renewable electricity and biomass-produced
steam to minimise their emissions.
Scope 3 GHG emissions
Our combined Scope 3 GHG emissions made
up 72% of our total carbon footprint in the 2025
calendar year, and we account for more than
95% of those emissions in our reporting.
Understanding what drives our Scope 3 GHG
emissions helps us prioritise our
decarbonisation initiatives in areas where they
are most needed and can have the greatest
impact.
Climate
and carbon
emissions
Progress against
our targets
at 31 March 2026
By 2028
Energy and Industrial (E&I) emissions
We’ll deliver a 38% absolute reduction in
our Scope 1 and 2 GHG emissions.
1,2,3
17
%
2019
0%
2025
2028
target
38%
We’ll deliver a 38% absolute reduction in
our Scope 3 GHG emissions.
1,2
11
%
2019
0%
2025
2028
target
38%
Forest, Land and Agriculture (FLAG)
emissions
We’ll deliver a 23% absolute reduction in
Scope 3 GHG emissions.
1,2,4
26
%
2019
0%
2025
2028
target
23%
By 2030
Renewable electricity
100% of the electricity we purchase for
use in our operations will come from
renewable sources.
65
%
2021
0%
2025
2030
target
100%
1 Approved as science-based by the Science Based
Targets initiative on a ‘1.5°C level’, meaning they are in
line with the most ambitious goals of the Paris
Agreement.
2 Baseline of 31 December 2019.
3 The target boundary includes land-related emissions
and removals from bioenergy feedstocks.
4 The target includes Forest, Land and Agriculture
(FLAG) emissions and removals.
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Tate & Lyle PLC Annual Report 2026
50
Our carbon footprint
Environment continued
In 2025, the majority of our Scope 3 emissions
came from purchased goods and services from
our suppliers, and from customers using our
ingredients in their final products. Working with
them remains critical in helping us achieve our
own targets as well as theirs. This year, for
example, we piloted our new product carbon
footprint software at four of our production
facilities, giving customers more granular
information about the carbon emissions
associated with our ingredients, and therefore
enabling them to benefit from our decarbonisation
progress in their own Scope 3 reporting.
Progress in 2025
We have two targets for our Scope 3 GHG
emissions – Energy and Industrial (E&I) and
Forest, Land and Agriculture (FLAG). By the end
of the 2025 calendar year, we had reduced our
E&I Scope 3 absolute GHG emissions by 11%
from our 2019 baseline, compared with 29% in
2024 reflecting the impact of the CP Kelco
acquisition. Turning to our FLAG Scope 3
absolute GHG emissions, we have reduced
those by 26%. While slightly lower than the 31%
reduction in 2024, we are still ahead of our
target of a 23% reduction by 2028. We will
continue to prioritise reducing our FLAG
emissions since they are critical to achieving
both our 2028 targets and our ambition to be a
net zero business by 2050.
Energy use
1,2
Megawatt hours (MWh)
2020
8
2019
9
2025
3
2023
5
2022
6
2021
7
4,891,453
4,810,365
4,761,822
4,729,748
4,636,871
4,667,092
2024
4
4,723,096
Carbon footprint at 31 December 2025
(%)
9
63
21
7
Scope 3 breakdown at 31 December 2025
(%)
49
12
11
9
5
14
Carbon footprint for the year ended 31 December 2025
1,2
(tonnes of CO
2
e)
All scopes 2025 2024 2023 2022 2021 2020
2019
(baseline)
Scope 1 (direct emissions from our sites) 607,567 606,822 615,428 654,929 647,387 663,075 671,751
Scope 2 (indirect emissions from the energy we buy –
market-based)
210,716 273,533 353,373 369,892 389,137 314,679 314,811
Scope 3 E&I (all other emissions associated with our activities) 1,805,577 1,798,773 1,751,029 2,018,777 2,038,325 2,012,208 2,032,693
Scope 3 FLAG (all other emissions associated with our activities) 259,037 284,842 302,853 334,748 353,704 355,097 352,219
Total 2,882,897 2,963,970 3,022,683 3,378,346 3,428,553 3,345,059 3,371,474
Scope 3 breakdown 2025 2024 2023 2022 2021 2020
2019
(baseline)
Purchased goods and services (E&I) 1,004,772 1,021,992 961,132 1,041,703 1,031,963 1,029,441 1,034,718
Purchased goods and services (FLAG) 259,037 284,842 302,853 334,748 353,704 355,097 352,219
Upstream transportation and distribution 292,602 133,054 148,950 144,156 140,286 139,046 140,268
Downstream transportation and distribution 104,137 223,031 183,111 183,406 182,527 182,527 182,527
Processing of sold products 225,813 229,680 243,282 411,654 473,009 473,009 473,009
All other Scope 3 emissions 178,253 191,016 214,554 237,858 210,540 188,185 202,171
Total 2,064,614 2,083,615 2,053,882 2,353,525 2,392,029 2,367,305 2,384,912
Tonnes CO
2
e
% of carbon
footprint
Scope 1 – 607,567 21%
Scope 2 – 210,716 7%
Scope 3 (E&I) – 1,805,577 63%
Scope 3 (FLAG) – 259,037 9%
Tonnes CO
2
e
% of carbon
footprint
Purchased goods and services (E&I)
– 1,004,772
49%
Upstream transportation and
distribution – 292,602
14%
Purchased goods and services (FLAG)
– 259,037
12%
Processing of sold products – 225,813 11%
All other Scope 3 emissions – 178,253 9%
Downstream transportation and
distribution – 104,137
5%
1 The scope, principles and reporting methodologies used to calculate our environmental data
can be found in ‘EHS Reporting Criteria’ at www.tateandlyle.com/purpose. For GHG
emissions, reporting methodologies used include the Greenhouse Gas Protocol Standards,
Environmental Reporting Guidelines: HM Government, 40 CFR Part 98 US EPA, and SBTi
Criteria and Recommendations.
2 Global GHG emissions figures include our UK operations. In accordance with the UK’s
Streamlined Energy and Carbon Reporting (SECR) requirements, in the year ended
31 December 2025: total global energy consumption was 4,667,092 MWh and energy
consumption for UK operations was 1,056 MWh; the global intensity ratio was 0.63 tonnes
of Scope 1 and 2 CO
2
e per tonne of production and for UK operations was 0.01 tonnes of
Scope 1 and 2 CO
2
e per tonne of production; Scope 1 and 2 GHG emissions for UK operations
were 41.75 tonnes of CO
2
e.
3 UK operations use (1,056 MWh) represents 0.02%.
4 UK operations use (1,137 MWh) represents 0.02%.
5 UK operations use (1,034 MWh) represents 0.02%.
6 UK operations use (1,434 MWh) represents 0.03%.
7 UK operations use (1,472 MWh) represents 0.03%.
8 UK operations use (1,497 MWh) represents 0.03%.
9 UK operations use (1,500 MWh) represents 0.03%.
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5151
What unites our programmes is their
commitment to driving positive environmental
impact on farms and within local communities,
and improving the personal and economic
wellbeing of the farmers. Our regenerative
agriculture programmes are therefore at the
heart of two pillars of our purpose: Caring for
our Planet and Building Thriving Communities.
Our corn programmes
We continue to adapt our corn programmes to
better reflect our supply chain and improve its
resilience to climate change.
A new programme in Europe
Since 2023, we’ve steadily increased the
quantity of sustainable corn from our European
suppliers. In 2025, 79% of our European corn
was verified as sustainable either through the
Sustainable Agriculture Initiative (SAI) or ISCC
PLUS, compared to 71% in 2024.
But we want to do more, which is why, in 2025,
we launched a new programme to help our
European corn suppliers adopt regenerative
farming practices, which improve crop
resilience. We began with France, since the
country suffered from droughts in both 2022
and 2023, which significantly affected crop
yields. Developed with farming cooperatives
and in partnership with Regrow Ag, an
agriculture resilience platform, the programme
enables participating farmers to continue
practices such as reduced or no tilling, planting
cover crops and managing nitrogen. In turn,
we’re using Regrow’s AI-powered software to
monitor the environmental improvements from
these practices.
A new partner in the US
Our most mature regenerative agriculture
programme is our US corn programme.
Launched in 2018 in partnership with Truterra
LLC, a US resource stewardship solutions
provider, the programme is now managed by
our corn supplier, Primient.
Our agriculture programmes
enable us to work alongside
suppliers, customers and external
partners to expand and accelerate
the adoption of regenerative
farming practices in ways that
improve the livelihood of our
participating farmers.
Overview
Agriculture is central to solving the challenge
of feeding a growing global population with
nutritious food in a more sustainable way.
Addressing that challenge requires a supply
chain that is resilient to the impact of climate
change, built on the foundation of regenerative
farming practices which improve and restore
nature’s ecosystems. Our programmes, which
vary by region, encourage farmers to embrace
these practices.
North America and Europe (corn): we focus
on large, data-driven intervention and
inventory programmes that incentivise
farmers to adopt or expand regenerative
farming practices.
China (stevia): we work closely with
smallholder farmers through educational
workshops and on-farm technical support.
Zanzibar, Africa (seaweed): our seaweed
sourcing company is B Corp certified,
reflecting its strong commitment to sustainable
farming practices and supporting the
local community.
In 2025, we made significant progress by
engaging with farmers to adopt and expand
regenerative agricultural practices. However,
following a restructuring of Truterra in 2025,
we are now transitioning to a new partnership
between Primient and CIBO Technologies.
A leading independent data and analytics
platform for agriculture, CIBO Technologies
has previously supported the programme’s
analytics alongside Truterra. Continuing to work
with trusted partners ensures continuity for
Tate & Lyle, our customers and our participating
farmers. In the meantime, the corn used at our
facility in Sagamore, Indiana, US, and the
corn-based ingredients supplied by Primient
remain enrolled in the Truterra programme, and
continued to have a positive environmental
impact in 2025. We also funded an intervention
programme to support the adoption of
regenerative farming practices on 10,000 acres
in the Sagamore supply area (also known as a
‘supply shed’).
Since 2021, we have committed to supporting
sustainable acreage equivalent to the volume of
corn we buy each year. We have met this
commitment every year since and did so again
in 2025 by supporting 344,000 acres of
sustainable corn.
Regenerative
agriculture
Environment continued
Progress against
our commitment
344,000
Acres of sustainable corn maintained, equivalent
to the volume of corn we purchased in the 2025
calendar year.
Our approach to
regenerative
agriculture
Our agriculture programmes encourage
farmers to embrace regenerative farming
practices that improve and restore
nature’s ecosystems. Our approach
includes:
Educating farmers on regenerative
farming practices and working with
them to implement changes to their
current practices.
Supporting farmers to continue and
adopt practices that improve soil
health, increase biodiversity and
improve local ecosystems.
Restoring soil health to reduce
emissions, increase carbon
sequestration, enhance ecosystem
services, and build resilient,
productive farming systems.
Improving the livelihoods of farmers
through greater economic prosperity.
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Tate & Lyle PLC Annual Report 2026
52
province, and helps them in two ways: sampling
to better understand soil health, and providing
expertise to assess the results and thereby
improve farming practices.
The programme has three clear goals:
to reduce growers’ environmental impact;
to improve soil health and rebuild local
ecosystems, while improving climate
resilience; and to support farmers’ livelihoods
through greater profitability. The programme
includes a voluntary agreement to sign
Tate & Lyle’s Stevia Supplier Sustainability
Commitment – a pledge to reduce the
environmental impact of stevia farming
and to continue enhancing regenerative
farming practices.
Progress in 2025
In 2025, the programme continued to focus
on practical steps participating farmers can
take to reduce environmental impact, improve
crop resilience and provide additional
economic opportunity.
We continued to evolve the use of slow-release
fertilizer following the development in 2024
of an optimum level of fertilizer use that
balanced decreased environmental impact
and higher yields. Other areas of focus during
the year included improved field preparation
and plastic management, with 100% of plastic
removed from the fields and collected for
recycling when the seedlings are planted.
Following a successful trial in 2024, we
introduced planting peanuts as cover
crops into the programme this year. Peanuts
were planted among the stevia plants
without shading them or hindering harvest.
Environmentally, the legume root systems
help improve soil structure, organic matter
and ecosystem diversity. The peanuts also
visibly reduced soil erosion and puddling
during heavy periods of rain, improving
crop resilience while providing an additional
source of income for participating farmers.
The programme will continue to focus on this
in the coming year.
Our stevia programme in China
Used to make low-calorie sweeteners, stevia
is an increasingly important part of our raw
material supply chain.
We launched our stevia regenerative agriculture
programme in China five years ago, in partnership
with Earthwatch Europe and Nanjing Agricultural
University. The programme covers a number of
smallholder farmers in Dongtai, Jiangsu
Environment continued
Partnering on stevia
We partner with Manus, the BioAlternatives Company®,
to produce stevia using an all-Americas supply chain that
prioritises sustainability. The stevia plant seedlings are
propagated locally in Peru in Manus’s nursery before
being transplanted to outdoor production fields,
significantly decreasing transportation and ensuring
timely planting to benefit plant health. The region, ideal
for growing stevia, supports four growing cycles from the
same seedling. These processes enable local farmers to
produce high-quality leaf and helps to improve the
economic wellbeing of the local community.
Supporting marine
aquaculture
Marine aquaculture is an important
part of our sustainability programme,
as we rely on red seaweed to make
carrageenan, a thickening, gelling and
stabilising ingredient.
Since 1990, our seaweed sourcing
company, Zanea Seaweed Co. Ltd.,
based in Zanzibar, Tanzania, has worked
with local communities – primarily
women seaweed farmers – to cultivate
and harvest this crop using sustainable
farming methods.
Zanea Seaweed Co. Ltd. achieved B Corp
certification in 2024, reflecting its strong
commitment to sustainable farming
practices and supporting the local
community.
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Tate & Lyle PLC Annual Report 2026
5353
engineering team worked with local and global
process improvement teams to develop a
marginal abatement cost curve (MACC).
The sustainability engineering team identified
Scope 1 and 2 GHG emissions reduction
opportunities and prioritised them based on
their total emissions reduction and return on
investment. This work identified more than 30
potential decarbonisation projects which could
potentially reduce our Scope 1 and 2 emissions
by around a third. Around two thirds of these
projects have a positive return on investment,
and have been included in our five-year capital
plan. As opportunities and technologies evolve
over time and impact both decarbonisation and
returns on investment, projects are re-evaluated
and re-prioritised as part of our ongoing
sustainability engineering programme.
The decarbonisation opportunities prioritised
by the MACC have been categorised broadly
as: electrification; operational efficiency;
renewable electricity; and renewable fuel.
The contribution of each category to the
potential decarbonisation opportunities of
our Scope 1 and 2 GHG emissions is shown
in the pie chart opposite.
Investing to meet our targets
We expect the investments needed to reduce
our Scope 1 and 2 GHG emissions in line with
our targets to be included in our annual capital
and other expenditure programmes. Beyond the
term of our current targets, we expect our plans
to evolve as new technologies for low- or
zero-carbon energy develop, although realising
our goals depends on the speed of development,
and the cost, of these technologies. It is not yet
feasible, therefore, to put meaningful costs on
our plans beyond the term of our targets,
although we will do so as soon as we can. For
Scope 3 GHG emissions, we currently include
the cost of our regenerative agriculture
programmes in our operating costs. Over time,
we expect these costs to increase, although its
difficult to know by how much.
Evolving plans as circumstances change
Achieving our ambition to become a net zero
business by 2050 means reducing our Scope 1
and 2 and Scope 3 GHG emissions to as close
to zero as possible, and neutralising residual
emissions through limited external carbon
offset purchases. We can’t do all this alone, and
we rely, to a certain extent, on our customers
and suppliers delivering on their own
sustainability ambitions. We’ll also need
infrastructure improvements near our facilities
and throughout our value chain to enable us
to access enough low- or zero-carbon energy
to run our operations. We expect our
decarbonisation trajectory to change as we
move towards 2050. In the short term, this will
be driven by changes in our footprint, and in
the longer term by factors like shifting policy
and advances in technology. What won’t
change, however, is our ambition to deliver on
our targets.
In 2022, we set out an ambition
to become a net zero business by
2050, and we remain committed
to that goal.
Developing our pathway
In 2022, we conducted a detailed analysis of
what a net zero pathway by 2050 would look
like for our Scope 1 and 2 and Scope 3 GHG
emissions. This included comprehensive
Scope 1 and 2 decarbonisation assessments
at our four largest production facilities at
that time. We then looked at the impact on
our footprint of changes in policy, and our
stakeholders’ decarbonisation commitments,
including those of our customers. We also
considered other factors, such as the
decarbonisation of electricity from the grid and
the electrification of different types of transport.
These assessments showed we could achieve
net zero by 2050 in terms of Scope 1 and 2 GHG
emissions through a combination of: electrifying
our production facilities; using more efficient
steam generation; buying more renewable
electricity; building partnerships with utility
providers to access renewable electricity; and
benefiting from the development of new
technologies like energy storage.
Combination with CP Kelco
Following the acquisition of CP Kelco in
November 2024, we reassessed not only the
carbon footprint of our enlarged asset base,
but also the range of our decarbonisation
opportunities. To do this, our sustainability
Our pathway
to net zero
Environment continued
Decarbonisation
Potential decarbonisation opportunities
by type (%)
1
32
27
29
12
Electrification
Operational
efficiency
Renewable
electricity
Renewable fuel
1 Based on more than 30 potential decarbonisation
projects.
Our commitment on deforestation
We are committed to producing
ingredients in ways that ensure our
operations do not directly or indirectly lead
to deforestation, ecosystem conversion,
land clearance, planting on peatlands or
exploitation. We adhere to ethical practices
in land acquisition, development and use.
We introduced a ‘Forest Positive’ policy in
2025, which not only demonstrates our
commitments, but is our blueprint for
achieving a deforestation-free supply
chain for our primary deforestation-linked
commodities. Our approach is designed
to comply with the EU Deforestation
Regulation (EUDR) and align to the
Accountability Framework to foster
a forest positive outcome.
Our initial focus was on ensuring
compliance with EUDR on the primary
deforestation-linked commodities that we
source, which include palm oil, timber and
wood fibre. Although the EUDR
implementation date has been delayed
until 31 December 2026, we were compliant
as of 31 December 2025.
We are assessing the applicability of SBTi’s
updated criteria issued in March 2026 and
will provide an update on applicability and
progress in next year’s Annual Report.
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Tate & Lyle PLC Annual Report 2026
54
Our pathway to net zero by 2050
1
Milestone
Set Scope 1 and 2
GHG emissions target
for 2020
Set Scope 1 and 2
and Scope 3 GHG
emissions targets
for 2030
Targets approved
by the SBTi at ‘Well
below 2°C’ level
Separation of
Tate & Lyle and
Primient; 2019
baselines
recalculated and
2030 targets
reaffirmed
Set target that
100% of electricity
we purchase for our
operations is to come
from renewable
sources by 2030
Net zero by 2050
goal announced
Set more ambitious
Scope 1 and 2 and
Scope 3 GHG
emissions targets
for 2028
Targets approved by
the SBTi at 1.5°C level
GHG emissions
targets set in 2024 are
due to be met at the
end of 2028
Renewable electricity
target set in 2022 due
to be met at the end
of 2030
Net zero goal due to be
met at the end of 2050
Target
2020 target
(2008 baseline)
19% GHG emissions
reduction per unit
of production
2025 target
Eliminate coal from
operations
2028 targets
(2019 baseline)
GHG absolute emissions
reductions:
Energy and
Industrial (E&I)
Scope 1 and 2 GHG
emissions by 38%
2
Scope 3 GHG
emissions by 38%
Forest, Land and
Agriculture (FLAG)
Scope 3 GHG
emissions by 23%
3
2030 target
Purchase 100%
electricity from
renewable sources for
use in operations
2050 targets
Scope 1: Net zero
Scope 2: Net zero
Scope 3: Net zero
Delivery
Achieved
25% GHG emissions
reduction from 2008
baseline
Achieved
Eliminated coal in
October 2021
Progress
GHG emissions reduction
at end of 2025:
E&I
Scope 1 and 2 GHG
emissions reduced
by 17%
Scope 3 GHG
emissions reduced
by 11%
FLAG
Scope 3 GHG
emissions reduced
by 26%
Progress
At end of 2025:
65% of electricity
used in operations
from renewable
sources
We expect to deliver our pathway by a combination of:
Scope 1 (21% of our footprint)
4
Electrifying our production facilities
Use of more efficient steam generation
Increased use of renewable electricity
Benefiting from the development of new technologies such as energy storage
Scope 2 (7% of our footprint)
4
Purchase 100% of the electricity we use across our operations from
renewable sources
Investments and partnerships with utilities and utility developers
to use existing, and generate new, renewable electricity
Scope 3 (63% E&I and 9% FLAG of our footprint)
4
Sustainable agriculture programmes (to be scaled up)
Customers, suppliers and investments achieving their carbon
reduction targets
Decarbonisation of logistics and transportation supply chains
1 Based on current expectations (assumptions subject to change based on future developments).
2 The target boundary includes land-related emissions and removals from bioenergy feedstocks.
3 The target includes FLAG emissions and removals.
4 Percentage of total carbon footprint at 31 December 2025.
2017
2020
2025
2028
2022 2022
2030
2024 2050
Environment continued
Useful information
Financial statements
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55
Tate & Lyle PLC Annual Report 2026
We are also a member of the Alliance for Water
Stewardship, giving our teams access to global
best practices, collaborative initiatives and
innovative approaches to improving water
efficiency at our sites.
A new approach and target
Following significant changes to our
manufacturing footprint, in 2025 we conducted
a comprehensive review of how and where
water is used across our operations. This review
was designed to strengthen our understanding
of water- and nature-related risks and to ensure
that our water programme and targets are
focused on making an impact where it is
most needed.
We also conducted water and nature risk
assessments across our global manufacturing
sites, identifying locations exposed to the
highest levels of water stress both today and
looking ahead to 2030 and beyond. Our
assessment identified eight sites located in
high-risk water-stressed regions. Together,
these sites account for 76% of our total water
usage, and their exposure to water stress has
guided our decision to prioritise investment and
action in these locations to deliver the greatest
impact while minimising water-related risks to
our operations.
Our assessment methodology aligned with
the Taskforce on Nature-related Financial
Disclosures’ Locate, Evaluate, Assess and
Prepare (LEAP) approach, incorporating the
screening of site level risks and key commodity
supply regions, identification of material
indicators, detailed assessment of water- and
nature-related risks, and engagement through
stakeholder workshops. To support this analysis,
we used recognised external tools, including the
WRI Aqueduct and WWF Water and Biodiversity
risk tools, to assess current and future water
stress, basin-level pressures, and broader
nature-related dependencies and potential
impacts across our operations.
This structured and data-driven approach has
enabled us to embed water and nature risk
considerations consistently into both our water
management strategy and our broader
enterprise risk management framework. By
integrating these insights into decision-making
processes, we are better equipped to prioritise
investments, strengthen operational resilience,
and proactively manage water-related risks in
the locations where they are most material to
our business.
As a result, we are now taking a more targeted,
risk-based approach to water management,
concentrating resources and investment at
these eight high-risk sites. This includes the
introduction of a new ten-year target to reduce
water use intensity by 15% by 31 March 2034,
measured against a baseline from the year
ended 31 March 2024. To further reduce
water-related risks and support basin-level
collective action, we also plan to pursue Alliance
for Water Stewardship (AWS) certification at our
high water-risk sites by 2034. Progress against
our new target will be reported in next year’s
Annual Report.
Tate & Lyle relies on water for
our operations and supply chain.
We’re mindful that water is a
shared resource and that we must
use it in a way thats sustainable
for us and for the communities
we live and work in.
Our 2030 target is to reduce water use intensity
by 15%. While we continue to pursue efficiencies,
reducing water use intensity across our
operations is inherently challenging due to the
rigorous standards governing water recycling
and reuse in food ingredient production.
Developing plans to achieve our target means
our teams are having to push themselves
further, understanding the ways our sites use
water and the scope for using it more efficiently.
Progress in 2025
In 2025, we used 14,228,883m
3
of water, 2% less
than in our 2019 baseline year. However, water
use intensity (water use per unit of production)
increased by 6% compared with our baseline.
Our sites, together with the support of our
central engineering team, are continually
identifying opportunities to improve water use
efficiency. For example, a new wastewater
treatment plant at our speciality starch
production facility in Van Buren, Arkansas, US,
will come online in 2026. This new plant will
enable Van Buren to reuse the water in its
cooling tower, thereby reducing the need to
draw on local freshwater supplies and lowering
overall water use by one third.
Using less
water
Environment continued
Progress against
our target
By 2030, we’ll have reduced water use
intensity by 15%
6
%
2019
0%
2025
2030
target
15%
Reducing water
stress
How water is sourced, used and
managed across our food ingredient
supply chains is a key area of focus.
Through our Sweetener Alliance with
Manus, the production of our Yume
TM
M
Stevia Sweetener starts in Peru using an
approach designed to reduce water
stress on local freshwater resources. The
all-aqueous extraction process utilizes
seawater processed through Manus’s
desalination plant which removes salt
and other minerals from seawater
through reverse osmosis to produce
fresh water for use in the production
process. Focusing on responsible water
management supports efficient
production today while helping to protect
water resources for the future.
Water stewardship matters, and innovation
plays an important role. That’s why we’re
committed to making thoughtful,
science-led choices that support more
responsible production practices.
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Tate & Lyle PLC Annual Report 2026
56
recycled content, helping Lille Skensved reduce
plastic use per pallet by 54%, as well as lowering
costs by 42% per pallet. The higher recycled
content not only benefited the site, but also
supported our customers’ goals to reduce their
waste generation and carbon footprint of the
products they procure from Tate & Lyle.
These improvements strengthen both our
sustainability impact and operational efficiency,
while supporting future advancements as the
site evaluates newer wrapping equipment.
Using a thinner film also helps to align our
packaging practices with the sustainability
principles in the EU’s Packaging and Packaging
Waste Regulation. We are now looking at ways
to implement this practice at other sites across
Tate & Lyle.
Maintaining our focus
We remain focused on reaching our 2030 target
and are pleased with how far we’ve come since
2019, when only 65% of our waste was
beneficially used.
In the coming year, we will continue to focus on
reducing the amount of waste we generate and
increasing our beneficial use to narrow the
small gap remaining. Those sites not yet at
100% beneficial use are looking for waste
management vendors who can beneficially
reuse their waste and help them achieve their
target. By prioritising partnerships that support
these outcomes, we aim to maximise the value
of our waste streams and advance more circular
waste management practices. These sites are
also aiming to complete comprehensive waste
stream audits to gain deeper insight into the
types and volumes of waste generated and how
they are managed. These audits help identify
opportunities to improve waste segregation,
eliminate inefficiencies and optimise
operational processes, ensuring that materials
with beneficial reuse or energy recovery
potential are properly captured.
Supporting local communities
Beyond our site boundaries, we continue to see
our employees engage in waste management
projects within their local communities. Many
teams are participating in local clean-ups and
other community-based efforts, reinforcing our
commitment to environmental stewardship,
while fostering stronger connections with the
communities where we operate.
Our target is to beneficially use
100% of the waste we generate
by 2030. This means putting all
the waste we generate either
to a positive use for society or
recycling it.
The plant-based ingredients we make in our
manufacturing facilities generate a significant
amount of organic by-products and waste which
can be used beneficially. In many cases, it is used
as compost on local farms, providing nutrients
to help enrich the soil, restore biodiversity and
improve plant growth. Other beneficial uses
include recycling or recovery, including energy
recovery. Focusing resources on ensuring
beneficial use supports a circular economy.
For example, 100% of the byproducts from our
pectin plant in Brazil are beneficially used for
animal feed, fertilizers and citrus oil
applications.
Progress in 2025
In 2025, 98% of our waste was beneficially used.
This marked a major step towards our target of
beneficially using 100% of waste by 2030. This
performance was driven by a strong culture of
waste management across the Group and a real
desire to support a circular economy.
One of the main reasons for this year’s
improvement was the strong performance of
our Lille Skensved site in Denmark, through
packaging reductions and organic residue
management. Following extensive testing, the
site switched to new micron-film packaging for
use in wrapping pallets. This film contains 58%
Using waste
beneficially
Environment continued
Progress against
our 2030 target
By 2030, 100% of our waste will be
beneficially used
98
%
2019
65%
2025
2030
target
100%
Transforming waste
management
Our Kya Sands blending facility in
South Africa has increased its beneficial
use of waste from 8% to 82% in just one
year. Its all thanks to a new partnership
with a local supplier that has enabled
the team to improve the way it handles,
segregates and recycles waste. The
move has also helped reduce operating
costs, demonstrating how the right
partnerships, better management
practices and an all-team commitment
can help deliver significant environmental
and operational benefits.
Turning organic
waste into biogas
Our pectin plant in Lille Skensved,
Denmark, has significantly increased
the quantity of organic waste that is
beneficially used. The site sends several
shipments of organic residue every day
to a local biogas production facility,
where it is converted into renewable
energy. As well as the single largest
source of waste at Lille Skensved, this
organic residue represents more than
half of all the waste that Tate & Lyle
generates globally that is now
beneficially used.
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Tate & Lyle PLC Annual Report 2026
5757
Risk review
Navigating a challenging
operating environment
Risk management remains high
on our agenda as we navigate an
increasingly complex world.
Overview
Navigating a challenging market environment
while integrating two businesses highlighted the
importance of maintaining a strong, flexible
approach to managing risk this year. External
factors, including heightened geopolitical
tension, uncertainty around trade tariffs, and
energy prices continued to test our risk
management processes, but we’re pleased that
they continue to serve us well. At the same time,
we’re seeing changes in the global regulatory
landscape, with different countries adopting
different definitions and standards in areas like
climate change and food labelling. We are also
seeing a growing debate around the impact
of anti-obesity medicine and the consumption
of ultra-processed food. This dynamic
environment presents both short- and long-
term risks and opportunities, and we’re
encouraged by the flexible way the business
is continuing to respond.
Robust management of integration risk
Integrating two large businesses always comes
with risk, which is why, since day one, our
approach has been to blend the best of both
Tate & Lyle and CP Kelco. This approach has
paid off – the similarities and cultural fit of our
business have enabled a smooth integration –
and our overall risk profile as a combined
business is broadly unchanged. We’ve been
able to focus on unlocking both cost and
revenue synergies, and building a consistent,
unified approach to risk.
Throughout the integration, the Board and
Executive Committee continued to receive
detailed updates on progress, including actual
or emerging risks to delivering the programme.
Responding to climate-related risk
There are certain risks that every business
faces, regardless of other external factors, and
one of the most pressing is climate-related risk.
Its importance is reflected in climate change
and sustainability being one of our principal
risks, as well as being a key element in several of
our other principal risks, most notably strategy,
innovation, operating safely and supply chain.
We review these risks regularly through our
enterprise risk management framework, and
our Chief Executive is ultimately responsible for
the Group’s preparedness and response to
climate-related risks and opportunities.
Extreme weather events have affected our
business for some time, which is why, in 2024,
the Board conducted a detailed review of the
impact of such events along with the lessons
learnt. This review established that our supply
chain has considerable resilience and that we
are well-placed to respond to increases in the
frequency and severity of climate-related
impacts. We also have good procedures to
cope with extreme weather conditions, which
we review regularly to ensure they remain
relevant and appropriate. This year, we updated
our climate-, nature- and water-related risk
assessments to include our new CP Kelco
production facilities and supply chains, and
have incorporated the risks we identified into
our enterprise risk management process.
You can find more information on our climate-
and nature-related risks and opportunities in
our Task Force on Climate-related Financial
Disclosures on pages 68 to 72.
Building our resilience to cyber risk
Technology is another universal business
consideration and is key to accelerating
innovation at Tate & Lyle. The risk of cyber
threats has risen steadily with society’s growing
reliance on digital technology, and managing
our approach to an ever-changing cyber risk
landscape is an ongoing focus. While we had
already increased our focus on cyber security
risk as part of our integration programme,
general scrutiny of cyber security and crisis
management increased this year following
extended cyber attacks on several major
UK businesses.
These attacks are a reminder of why it’s so
important to have robust processes in place
to protect our business, as well as clear
procedures should a crisis occur.
This year, building on existing incident
response procedures, we formalised our
crisis management policy and strategy,
and introduced regional and global crisis
management teams. We have integrated
our key cyber incident response plans into
these procedures.
Following the UK government’s guidance on
cyber threats, issued in late 2025, we
benchmarked our processes and found
that we’d already addressed the key areas
highlighted. Nonetheless, we engaged a
third-party specialist to carry out a
comprehensive cyber security assessment
to validate our resilience and thoroughly review
the methodologies we employ to assess our
overall approach to security.
AI is another important consideration, given
the increasing opportunities it offers to help
solve customer challenges more quickly and
unlock greater productivity across the business.
Integrating AI also comes with risk, and so, while
our teams within the business, such as sales and
innovation, are introducing AI to make the most
of its benefits, our IT team is ensuring we have
the governance and oversight in place to
mitigate those risks. These include clear policies
and guidance on the use of AI and the provision
of AI tools to support users.
In this section
58 Overview
60 How we manage risk
61 Principal risks
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58
Navigating geopolitical risk
We operate in a complex global landscape,
with heightened geopolitical tension, conflict
and continuing uncertainty around trade tariffs,
which all present both short- and long-term
risks. Our predominantly regional production
model and agile supply chain means we are
well-placed to navigate this complexity and
supply the ingredients and solutions our
customers need. During the year, cross-
functional teams continued to monitor and
analyse the impact of these issues across our
value chain, taking action to mitigate their
impact as far as possible.
Managing evolving consumer trends
Consumer demand for healthier, more nutritious
food continues to rise and the debate around
the level of processing in food is evolving.
An increasing number of people are taking
anti-obesity medicine, who, as their appetite is
suppressed, tend to need more nutrition in the
food they eat. Our ability to significantly improve
the nutritional profile of food typically classed
as ultra-processed by taking out sugar, calories
and fat and adding essential nutrients, such as
fibre and protein, represents a significant
opportunity for Tate & Lyle. It may also introduce
risk, since specific ingredients can be seen,
without scientific evidence, as unfavourable or
less label-friendly.
Looking ahead
Managing risk is as much about anticipating
what’s coming, and being ready to respond
quickly, as it is about managing what we
already know. This is especially true in
today’s constantly changing world. So our
watchwords are: constant vigilance; an agile,
flexible approach; and being always ready to
respond quickly, whatever the circumstances.
Risk review continued
Viability statement
In accordance with the requirements of
the UK Corporate Governance Code, the
Directors have assessed the viability of
the Group, taking into account our current
position and the potential impact of the
principal risks we face.
Although our strategic plan, which the
Board reviews annually, forecasts beyond
three years, we create a detailed three-year
financial plan. This plan includes anticipated
capital and funding requirements. For
this reason, the Directors agree that it is
appropriate to assess our viability over
a three-year period to 31 March 2029.
To assess our viability, we stress-tested our
strategic plan under two downside scenarios
which might impact our potential viability if
one or more of the downside risks set out
below were to occur. We assessed the
potential impact of these scenarios,
individually and in aggregate, both before
and after mitigating actions within our control.
The two downside scenarios modelled were:
A major operational failure, cyber-attack
or energy shortage causing an extended
shutdown of our largest manufacturing
facility; and
The loss of two of our largest customers.
We measured the impact of these risks by
quantifying their individual and aggregate
financial impact on our strategic plan, and on
our viability when set against measures such
as liquidity, credit rating and financial covenant
requirements. We also considered operational
and commercial impacts. This exercise
showed that, over this three-year period, the
Group would be able to withstand the impact
of the most severe combination of these risks.
At 31 March 2026, the Group had significant
available liquidity, including £344 million of
cash and US$800 million (£606 million) of
committed and undrawn revolving credit
facility, which matures in 2031. The earliest
maturity date for any of the Group’s debt
is July 2027, when €275 million will mature.
Other debt maturities in the viability
period include the 2-year term loan of
US$180 million in October 2027 and
US$100 million in October 2027. Given the
significant liquidity position, debt maturities
are assumed to be repaid from cash.
We draw your attention to Note 37 of the
financial statements and to the Going Concern
assessment on page 35. On 14 May 2026,
the Company announced that Ingredion
Incorporated (“Ingredion”) has made a
conditional proposal regarding a possible
cash offer for the entire issued and to be
issued ordinary share capital of Tate & Lyle
(the “Proposal”). Given the timing of this
announcement the Directors have not had
time to fully consider the potential outcome
of any possible transaction, which remains
uncertain at this stage. Whilst we have no
reason to doubt that there would not be an
orderly transition, should a sale of the Group
be agreed and completed during the going
concern period, there can be no guarantee as
to the intentions of the buyer for the Group
post change of control and in respect of the
buyer’s ability to finance the ongoing business.
However, as the deal may complete during
the going concern two-year assessment
period, it is determined that there is a material
uncertainty that may cast significant doubt
on the Group’s ability to continue as a going
concern. This in turn may cast significant
doubt over the Group’s longer-term viability.
There is no material uncertainty if the
proposal does not proceed.
In conclusion, based on this assessment, the
Directors have a reasonable expectation that
we will be able to continue operating and
meet our liabilities as they fall due between
now and 31 March 2029.
UK Corporate Governance Code
Provision 29
Our preparations for the Financial Reporting
Council (FRC)’s new requirements, under
Provision 29 of the UK Corporate
Governance Code, have helped us frame
and confirm the key elements of each
principal risk. This year, we assessed the
design effectiveness of our assurance
model. We will begin reporting under
Provision 29 in next year’s Annual Report.
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How we
manage risk
The Board sets our risk culture and
risk appetite, ensuring these
foundations support effective risk
management across the
organisation.
To ensure we have systems and processes in
place that provide fast, reliable information,
we’ve created a uniform approach to risk that
makes it easier for our teams to gather the right
information and take the right action. It also
helps us assess the impact and effectiveness
of mitigating actions.
This is supported by our enterprise risk
management framework, which allows us to
identify, evaluate, monitor and report on risks
and associated controls in a consistent way.
It helps our Executive Committee members
stay connected with the risks they are each
responsible for. It ensures our risk policy and
culture are effectively implemented and
embedded across the business, aligning
individual risk ownership with our overall risk
profile. Our framework and associated reviews
are designed to manage risk within our risk
appetite, rather than to eliminate risk completely.
Our Risk Committee works with principal risk
owners to maintain an overview of the key risks
identified. The Committee also assesses our
measures for managing and mitigating risks
and reports on principal and emerging risks to
the Audit Committee and the Board. As part of
this work this year, the Committee determined
that our principal risks – set out on pages 61 to
67 – have not changed and still reflect the key
activities of the business.
Identifying risks
We regularly carry out reviews of our principal
risks, namely those that could threaten our
business model, strategy, performance,
solvency or liquidity, looking at a three-year
horizon. In addition, our work on emerging risks
helps to identify any areas not already covered
by our principal risks.
We also consider any areas and behaviours
that could bring about new risks, and different
combinations of risk with other potentially larger
impacts. Through these processes, we identify
our main strategic, operational, legal, regulatory
and governance risks and create action plans
and controls to mitigate them to the extent
appropriate to our risk appetite.
The top-down review involves the Risk
Committee and the Board assessing the output
of this work, confirming that we have captured
and managed our principal risks as appropriate,
and that we have considered our emerging
risks. Our risk profile does of course evolve, and
the Board therefore reviews its assessment of
our principal risks accordingly.
Determining our risk appetite
In many ways, operating in an uncertain
economic environment has become business
as usual, reinforcing the fact that risk
management is a core part of running any
business. Good risk management starts with
everyone understanding our risk appetite. As
part of our annual risk assessment process, our
Board and Risk Committee consider the nature
and extent of our risk appetite in relation to our
principal risks. This year, we conducted a
detailed review to refresh our risk appetite for
each principal risk to make sure they continue to
reflect our strategic focus. This was particularly
important given the changes in our management
and organisational structure as a result of our
newly combined business.
For each principal risk, we consider our risk
appetite on a scale that ranges from ‘highly risk
averse’ through to ‘highly risk taking’. For
example, we put operating safely in the highly
risk-averse category because safety is one of
our core principles. We are, however, prepared
to take more risk in innovation to enable us to
deliver our strategy, accepting higher volatility
on returns in this area to support longer-term
growth. Our risk appetite statements are
embedded in our enterprise risk management
framework, and the outcome of this exercise
helps us set the level of mitigations needed to
achieve our strategic objectives, while
recognising that some level of risk is necessary.
Emerging risks
The enterprise risk management team
undertakes horizon scanning to identify and
monitor potential disruptions that could affect
our industry or business, from both a risk and
opportunity perspective. These risks and
opportunities are considered by the Risk
Committee and escalated, where appropriate, to
the Board to support its understanding of the
changing risk landscape and to inform decision-
making on the actions required to manage or
mitigate them. During the year, the Board
confirmed that it had completed its assessment
of emerging risks, informed by this process.
Risk review continued
How we manage risk
Bottom-up risk assessment
Board
Sets risk culture and risk appetite
Overall responsibility for reviewing and approving principal and
emerging risks
Audit Committee
Supports the Board in overseeing risk exposure
Reviews principal and emerging risks and the effectiveness of risk
management and internal control processes
Challenges executive management as appropriate
Risk Committee
Accountable for managing risk across Tate & Lyle
Leads ‘top-down’ risk identification and assessment, ensuring
alignment with ‘bottom-up’ risk inputs
Reports on principal and emerging risks to Audit Committee and Board
Oversees implementation of the risk management framework and
adequacy of risk responses
Reviews key risk areas, emerging risks, change programmes and
regulatory-related exposures
Regional and functional risk owners
Identify and assess risks
Determine and monitor risk responses
Ensure effectiveness of key controls
Monitor how risks are managed in line with risk appetite
Group risk
management
function
Establishes the
enterprise
risk management
framework
Provides
guidance and
challenge to
regional and
functional risk
owners
Aggregates risk
information
to help
management
identify and
assess principal
risks and
mitigation activity
in line with
risk appetite
Top-down risk assessment
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Principal
risks
Our principal risks are high-level risks that
could threaten our business model, strategy,
performance, solvency or liquidity, considered
over a three-year horizon. We define our principal
risks in three categories: strategic; operational;
legal, regulatory and governance. The Board
reviews our principal risks at least twice each
year. The heat map opposite shows the position
of our principal risks at the date of this Annual
Report. We evaluate risk using two distinct but
related dimensions: risk trend and net risk position.
Risk trend (see pages 62 to 67) reflects changes in
the direction or intensity of risks. The net risk
position (see heat map opposite) represents the
residual level of risk after the application of
mitigations. Movements in risk trend may not
directly correlate with changes in net risk rating.
Key movements for our principal risks this year are:
The net risk position for operating safely and
product quality both reduced, reflecting the
effectiveness of our safety and quality
programmes. Risk trends are unchanged.
The net risk position for strategic delivery
increased, reflecting greater execution risk from
geopolitical and macroeconomic uncertainty.
The risk trend is unchanged.
The risk trends for cyber and IT resilience and
regulatory and trade policies both increased.
This reflected a more challenging external threat
landscape for cyber events and heightened
uncertainty from evolving regulatory and
geopolitical developments, respectively. The net
risk ratings for both are unchanged.
The risk trends for climate change and
sustainability and business disruption are
unchanged this year (both increasing last year)
as we continue to strengthen the resilience of our
supply chain to climate-related issues and the
CP Kelco integration is completed, respectively.
The net risk ratings for both are unchanged.
Strategic risks
1
Strategy delivery
2
Innovation
3
People and talent
4
Climate change and sustainability
Operational risks
5
Operating safely
6
Product quality
7
Supply chain
8
Business disruption
9
Cyber and IT resilience
Legal, regulatory and governance risks
10
Legal and compliance
11
Financial controls
12
Regulatory and trade policies
Impact
Likelihood
11
3
1
5
92
8
12
74
10
6
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Risk How we mitigate the risk What we’ve done this year Risk trend
Strategic risks
1
Strategy
Failing to grow Tate & Lyle would
prevent us from delivering our Group
targets. This could reduce our
profitability in both the short and long
term and damage investors’ views of us.
Revenue and EBITDA growth, and M&A
activity (including successful
integration of new acquisitions), are key
components of how we will
successfully grow our business – we
have a five-year strategic plan in place
to support this.
Our organic and acquisitive growth plan supports our strategy. We have
global and regional five-year plans focused on enhanced customer
segmentation and key categories.
Our Board regularly reviews and challenges the strategic direction of the
business to help us stay competitive and successful in our chosen
markets and key growth initiatives.
Our Executive Committee regularly reviews our strategic progress and
financial performance, as well as the opportunities in our markets and
competitor activities.
We have incentive schemes and bonus programmes in place for
customer-facing teams that are tied to strategic, commercial and
operational targets.
We completed the integration of CP Kelco, establishing a new operating model, with
a combined team delivering synergies as planned.
We continued to invest in our innovation and solution-selling capabilities in areas
such as applications, nutrition science, sensory science, and consumer and
category insights.
We conducted an enhanced customer segmentation exercise of our expanded
global customer base.
We realigned our customer-facing teams (sales, technical services, marketing etc.)
to focus on those customers and sub-categories where we can accelerate growth.
We started the process of migrating certain former CP Kelco customer relationships
from distribution to a direct-service model to improve customer access and enable
us to partner more effectively on growth opportunities.
We saw strong momentum in our cross-selling pipeline as the year progressed, with
the value of the pipeline more than doubling in the second half of the year.
Cross-selling is our ability to sell CP Kelco’s ingredients and solutions to Tate & Lyle
customers and vice versa.
2
Innovation
Developing and commercialising new
products is essential to our ability to
lead the industry in our chosen
categories, and, therefore, to the
long-term growth of our business.
Without them, we might be unable to
meet our customers’ future
requirements, which could damage our
performance and reputation and result
in customers switching to our
competitors.
We have a robust innovation process, based on both in-house
development and external open innovation, which delivers a strong
pipeline of new ingredients and solutions for our customers.
Our Platform and Solutions Development team monitors consumer and
category trends and works closely with commercial partners to ensure
new products and solutions meet our customers’ needs.
Our Science and Innovation team is deeply connected into food-tech and
bio-tech global networks, ensuring we identify scalable opportunities for
our ingredient platforms as well as early technology developments
relevant to manufacturing and our portfolio.
We prioritise opportunities to partner with our customers to accelerate
development cycles and bring new products to market more quickly.
We use technology to improve and accelerate product development and
responsiveness to our customers’ needs. For example, our Automated
Laboratory for Ingredient Experimentation in Singapore can run
characterisation tests around ten times faster than the previous rate.
We protect our innovation and intellectual property through a strong and
wide-ranging patent portfolio.
New Product revenue grew by 9% on a like-for-like basis.
We continued building our customer solutions offering, launching eight new
solutions chassis during the year (chassis are the common global foundation we use
to develop bespoke solutions for customers in each region).
We continued to operate our global network of 21 Customer Innovation and
Collaboration Centres in support of our customers.
We integrated the Tate & Lyle and CP Kelco Science and Innovation teams,
significantly enhancing our scientific and applications expertise.
We continued to invest in our open innovation programme, including partnering with
the UK and Swiss hubs of MassChallenge, the global start-up accelerator, to support
early-stage food innovation and farming practices.
We continued investing in new technologies to enhance our processes. For
example, this year we developed an AI tool that searches our technical and scientific
libraries to enable our sales and technical teams to make better, faster formulation
recommendations to customers.
Our patent portfolio had 958 patents granted and 271 pending at 31 March 2026.
Principal risks continued
Our principal risks
Trend compared with 2025 financial year
Increasing Unchanged Decreasing
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Risk How we mitigate the risk What we’ve done this year Risk trend
Strategic risks continued
3
Talent
It is critical that we have the right people
with the right capabilities to be a
successful and purpose-led global
business and deliver our strategy. We
have strategies in place to recruit,
develop, engage and retain our people,
and to build an inclusive workforce.
Our talent development plans give employees opportunities and training
to build their capabilities and resilience.
We have a mix of short- and long-term incentives, including a bonus
scheme that is available to a broad number of employees.
We have a single global performance management system and talent
planning process across Tate & Lyle.
We have initiatives in place at Group, local and functional levels to ensure
inclusion is embedded across the organisation.
We have a comprehensive internal communications programme that
ensures our employees are kept up to date on key initiatives and the
Company’s strategic progress.
We run global employee surveys that tell us what employees really think
about working at Tate & Lyle.
Our Executive Committee and the Board plan succession for business-
critical roles.
We operate employee resource groups, in areas such as supporting
mental wellbeing and career development, which play an important part
in enabling employees to experience solidarity, support, education,
growth and development.
We encourage our people to share open and transparent feedback so we
can react to any challenges that emerge.
We designed and implemented a new organisational structure for the Company
from 1 April 2025 following the acquisition of CP Kelco.
We relaunched our talent assessment and development programme for the
combined organisation.
We established a new Culture Council to nurture a shared sense of ownership for our
evolving culture, within the context of our commitment to inclusion. We also
supported teams as they established new ways of working and clear priorities for
our new organisation.
We launched a new set of values for the business in April 2025.
We continued strengthening our performance management system to ensure
strategic alignment for our teams, as well as introducing a more frequent
development conversation cycle and greater clarity of reward outcomes.
We made progress on re-establishing career ladders for our new organisation and
job architecture, with significant input from employees around the Group.
We ran our first global employee engagement survey as a combined business, with
action planning now underway to address feedback.
4
Climate change and sustainability
Physical and transition climate change
risks, such as extreme weather events,
temperature rises, water stress and
increased regulation, may increase
volatility in our raw materials supply
chain and production costs. They may
also lead to capacity constraints and
higher costs of compliance. In addition,
failing to meet our sustainability goals
could result in financial loss and
reputational damage with customers,
consumers, investors and other
stakeholders.
Caring for our Planet is one of the three pillars of our purpose and
considering the impact of climate change is embedded into our key
processes including capital investment, new product development and
acquisitions.
We have a governance process to oversee and monitor our sustainability
programme, including a Sustainability Committee that is chaired by our
Chief Executive and meets at least twice a year, and a Sustainability
Working Group that meets quarterly.
We have set targets to reduce our absolute greenhouse gas (GHG)
emissions, our water use intensity and to ensure we beneficially use our
waste. We also operate regenerative agriculture programmes in the US,
France and China.
Our risk management and sustainability teams work alongside the
business to identify potential risks associated with resource scarcity,
particularly in sourcing key raw materials, manufacturing, water and
energy. They also look for ways to mitigate those risks.
We run communication programmes to highlight the impact of climate
change and encourage our employees to help us reduce our impact on
the planet, while improving efficiency through our J2E programme.
We successfully integrated CP Kelco into Tate & Lyle’s sustainability programme.
This included implementing a single sustainability reporting system and
establishing Scope 3 GHG emissions data for CP Kelco.
We updated our climate-, water- and nature-risk assessments to include CP Kelco’s
manufacturing operations and supply chain. These helped us to identify key
climate-related issues affecting the combined business and to prioritise actions to
mitigate those risks.
We carried out a double materiality assessment to ensure we understand the
environmental, social and governance issues that affect our strategy (see pages 36
and 37 for more detail).
We continued to make good progress against our long-term sustainability targets and
commitments, including our Scope 1 and 2 and Scope 3 GHG emissions targets to
2028, validated by the Science Based Targets initiative as aligned to a 1.5°C trajectory.
We introduced a risk-based approach to water management and set a new water
use intensity target (see page 56).
We continued to benefit from energy agreements with utilities and utility developers
for renewable electricity and associated renewable energy credits.
We launched a new regenerative agriculture programme for corn in France with
farming co-operatives and in partnership with Regrow Ag.
We continued to deliver a positive environmental impact through our regenerative
agriculture programmes for corn in the US and stevia in China.
Our seaweed sourcing company in Zanzibar, Tanzania, is B Corp certified, reflecting
its commitment to sustainable farming practices and to supporting the local
community.
Principal risks continued
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Operational risks
5
Operating safely
Safety is not just a priority at Tate & Lyle,
it’s foundational. Failure to comply with
laws and regulations relating to health,
safety and the environment could result
in us being unable to protect our
employees, stakeholders and the wider
communities where we operate. It could
also lead to fines and have a negative
impact on our reputation.
We have a continuous improvement plan for health and safety in place at
all our sites (also known as J2E). It is visibly sponsored by our Chief
Executive and Executive Committee.
Our Environment, Health and Safety Advisory Board, which includes our
Chief Executive, receives updates and reviews performance quarterly.
Our Executive Committee and Board regularly review safety performance
and progress against J2E.
We have an Incident Review Board that conducts reviews of major, severe
or potentially severe events.
We use a cloud-based tool called Benchmark to manage EHS data and
facilitate EHS reporting.
We successfully integrated the CP Kelco sites into J2E by:
harmonising EHS standards
standardising processes and procedures
integrating assessments and compliance programmes.
We ran EHS leadership coaching for the first time in China.
We piloted a new EHS accountability workshop at our facility in Denmark.
Nine of our 24 manufacturing sites passed through their next J2E tollgate.
We strengthened our approach to process safety by applying more rigour to our
process safety information and hazard assessments.
We introduced a new risk matrix linked to our capital expenditure process.
We initiated a review of our global site security systems, processes and
infrastructure.
Our recordable incident rate increased by 15% with five sites, including four of our
newest, contributing 69% of all injuries. We continued to provide training focused on
reinforcing fundamental safety principles including sessions on life-saving rules
and high-risk activities.
Our leading safety indicators increased, reflecting a growing safety culture.
For example, our ‘Stop Work’ reports rose 17%, and our safety observations
increased 18%.
6
Product quality
Poor quality products could cause
safety issues and damage our
reputation and relationships with
customers. This could have a negative
effect on our performance and
corporate reputation.
We have strict quality control and product testing procedures in place.
We regularly test our recall process.
We have a third-party audit programme, supplemented by internal
compliance audits.
We assess our raw material suppliers, tollers and third-party warehouses
for food safety and quality risks.
We have a programme to manage allergens in our supply chain and
ensure our ingredients are either free from allergens or that any allergens
are disclosed.
Our Quality Incident Review Board investigates incidents and shares
lessons learnt across our sites.
We have a governance process in place for Tate & Lyle and Primient to
regularly review compliance with the long-term supply and other
agreements that determine the safety and quality standards that products
sold to each business must meet.
We had no product recalls or withdrawals this year, reflecting robust food safety and
risk prevention practices.
We completed training for the Food Safety and Quality Compliance function to
better support regulatory compliance.
We developed Quality Management of Change metrics to create a more transparent
process.
Integrating CP Kelco was a key focus that included:
harmonising quality standards
standardising processes and procedures, including integrating IT/quality
systems such as our Benchmark tool
risk assessment and mitigation planning
integrating quality audits and compliance programmes
aligning the way we qualify suppliers, tollers and ingredients
unifying product testing and validation protocols.
Principal risks continued
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Operational risks continued
7
Supply chain
Third parties not supplying in
accordance with negotiated terms
and/or fluctuations in raw material
prices (driven by climate- and
weather-related events, disease, lower
yields, competition for acreage, freight
restrictions or tariff impacts) could
affect our ability to serve customers
and/or the price of our products (which
we may not be able to pass through to
customers). This, in turn, could affect
margin. Our margins may also be
affected by customers not taking
expected volumes.
We have strategic relationships and multi-year agreements with suppliers
and trading companies.
We strengthen the security of our supply through our raw material and
energy purchasing policies.
We have a governance process in place for Tate & Lyle to regularly review
the delivery of the long-term supply agreements we have in place with
Primient, and related corn procurement services.
We continue to benefit from the scale and expertise of Primient’s corn
procurement services. This provides security of supply and allows us to
lock in corn prices when we secure customer contracts, reducing cost
volatility.
We harmonised our supply chain programme and processes across our combined
business.
We rolled out our updated procurement policy across our three regions and are
taking steps to ensure all areas comply with our minimum procurement
requirements.
We have developed sourcing strategies for citrus peel and seaweed and will
continue to revise these in line with Tate & Lyle practices.
We simplified our long-term raw material purchasing agreement with Primient to
add transparency and help us work more efficiently.
8
Business disruption
Business disruptions can occur for a
range of reasons, including pandemics,
natural disasters and geopolitical
turbulence. There are also many risks in
operating our plants that could cause
breaks in production, leading to
disruption in our business and a
deterioration in customer service. In all
cases, this could affect our financial
performance and damage our ability to
grow our business.
We have a global business continuity and crisis management framework
in place to enable effective recovery from a major disruption.
Our Risk Committee oversees existing and emerging risks to ensure we
have mitigating actions in place wherever possible to ensure we can
continue to meet customers’ needs.
Facilities in different regions and countries provide resilience so we can
continue to serve customers, where practical, if a particular area or facility
is disrupted.
Our customer service team works closely with our facilities, enabling us to
be agile and responsive to customer needs.
We have contingency plans in place to manage, as far as possible,
disruption to our sites, including extreme weather.
We made significant progress in strengthening our crisis management processes
and capabilities across the combined business, with dedicated crisis management
teams for each region as well as globally.
We continued to develop our business continuity planning process, which includes
running response exercises and recall practices in all regions.
Our J2E programme continues to help us operate safely and efficiently, driving
continuous improvement in our working practices, strengthening our resilience and
supporting our wider safety culture.
We continued to review our demand planning, supply and scheduling processes to
optimise our ways of working, create a more agile value chain and increase our
resilience.
We continued to review the impact that geopolitical uncertainty and trade tariffs
could have on our operations, supply chain and key products, as well as the
measures we have in place to mitigate the associated risks.
Principal risks continued
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6565
Risk How we mitigate the risk What we’ve done this year Risk trend
Operational risks continued
9
Cyber and IT resilience
We need to maintain the continuous
operation and security of our
information systems and data. Cyber
threats, operational errors or
technology failures could lead to
unauthorised access, system outage or
data loss. This, in turn, could result in
business disruption, regulatory
exposure, financial loss and/or
reputational damage.
Our Board-level governance is aligned with the UK National Cyber
Security Centre’s board guidance, covering risk appetite, critical services,
supplier risk and metrics.
Our cyber security programme focuses on maintaining and
strengthening our defences in terms of our processes, people and
technology.
We run compulsory cyber security awareness training for our employees,
which includes simulated phishing campaigns.
Our 24/7 security operations and incident management is integrated into
our cyber security response plan and crisis management model.
Our enterprise security policies align with the National Institute of Standards
and Technology and Centre for Internet Security frameworks.
Our identity and access management processes include multi-factor
authentication and privileged access governance.
We have robust cyber security defences, including a continuous
programme to detect threats and vulnerabilities.
We conduct an annual internal review of our cyber security framework
and quarterly penetration testing.
We use specialist third parties to test our overall security and to provide
insights and recommendations to further bolster our defences.
Our plants run on separate IT systems, with incident operating models
integrated into our service management platform for triage and
escalation, which increases their resilience.
We have business continuity and disaster recovery standards for backups
and resilience.
We extended our monitoring programme to include all post-integration IT systems,
enabling us to quickly detect and respond to any anomalies or potential threats.
We implemented technology that allows us to detect and prevent unauthorised data
use across our IT estate.
We strengthened our privileged access management to reduce the risk of
unauthorised access and data breaches.
We strengthened our cloud security by standardising our cloud software and
improving our monitoring of data to help prevent unauthorised data transfers to the
cloud.
We implemented an operational technology incident and service management
model to improve visibility, triage, escalation and management of incidents in our
facilities, and to align with our cyber security response plan and crisis management
model.
We introduced an attack-simulation and security-awareness platform and protocol
to strengthen our ability to recognise and respond to threats.
We benchmarked our processes following the UK government’s guidance on cyber
threats, and engaged a third-party specialist to carry out a comprehensive cyber
security assessment.
Risk trend
increasing to
reflect a more
challenging
external threat
landscape and
an increased
frequency and
sophistication
of cyber
events.
Legal, regulatory and governance risks
10
Legal and compliance
If we don’t meet our legal obligations,
our relationships with customers and
suppliers are likely to suffer. We could
be subject to contractual claims, face
civil or criminal liability and, in extreme
cases, risks to our Directors and
officers. It could also affect our
performance and corporate reputation.
Our legal team works closely with colleagues around the world to identify
our relevant risks and provide advice and solutions to mitigate those risks.
We regularly monitor legal developments to make sure we understand
how any changes could affect Tate & Lyle.
We regularly review our key policies and training material and update
them as needed.
We run a comprehensive legal, ethics and compliance training
programme.
We have a third-party whistleblowing service that allows our employees,
and any third party we work with, to raise concerns anonymously if they’re
not comfortable speaking up internally.
We have lawyers in each region, and compliance specialists, who work
with colleagues to identify and manage relevant legal and compliance
risks.
We continued to embed our contract compliance process and provided training to
our commercial and sales teams. We have controls in place for contract compliance
with suppliers.
We successfully completed our annual monitoring of agents, distributors and
resellers and delivered 100% compliance across the combined business.
We continued to expand our responsible sourcing programme, completing further
audits of existing suppliers across the business, as well as further due diligence on
new high-risk suppliers.
We reinforced our sanctions procedures and continued to provide training to
relevant employees.
We continued to run our annual legal, ethics and compliance training across the
combined organisation, including training on our Code of Ethics, Criminal Finances
Act, trade compliance, trade secrets, human trafficking, competition law, GDPR, and
anti-bribery (with an average of 99% compliance completion rates).
We investigated all concerns raised through our Speak Up whistleblowing
programme.
Principal risks continued
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Risk How we mitigate the risk What we’ve done this year Risk trend
Legal, regulatory and governance risks continued
11
Financial controls
Without effective internal financial
controls, we could be exposed to the
risk of fraud and error in our financial
reporting, as well as losses from events,
which may then affect our
performance and ability to operate.
We have a well-established framework of financial policies and
standards supported by procedures and controls over key processes.
Where possible, these controls are automated and we maximise the use
of preventative controls.
We monitor the design and operating effectiveness of controls on an
ongoing basis and regularly report the results to the Audit Committee and
Executive Committee.
We have several forums to monitor and manage the effectiveness of our
financial controls, such as our quarterly regional Control Environment
Councils, chaired by the relevant General Manager.
Our Chief Executive and Chief Financial Officer review the business and
financial performance at least monthly.
The Executive Committee, Audit Committee and Board receive bi-annual
confirmation that minimum control standards are operating effectively.
Our well-resourced Group Audit and Assurance team provides
independent assurance to our Executive Committee, Audit Committee
and Board.
We continued to invest in our financial controls function and our centres of
excellence within our Global Shared Services Centre (GSSC) in Poland.
We have expanded our second line of defence team ahead of changes to the UK
Corporate Governance Code.
We completed a project to review our risk and control matrix (RCM) to streamline all
financial controls and adapt them in line with organisational changes and increasing
levels of automation. This project also helped us refine our RCM testing approach,
governance and reporting processes.
We added CP Kelco’s controls to the Group’s reporting tool to ensure consistency in
monitoring control effectiveness.
Where the GSSC has taken over from the CP Kelco business, we have adapted the
controls to ensure the risk is adequately mitigated.
We continued to use digital tools to enhance our control environment and support
our key financial processes.
12
Regulatory and trade policies
The regulatory status or perception of
our ingredients could be affected by
things like changes in customers’ or
consumers’ attitudes, changes in food
laws and regulations, and/or
campaigns targeted at specific
ingredients or technologies. These
could affect our ability or freedom to
operate.
Government actions or policies
(including the imposition of tariffs)
could also impose import/export
limitations and other barriers on our
business. These could lead to
additional costs, restrict our growth and
limit our ability to operate in certain
markets.
The science behind our ingredients, for example health claims or
nutritional impact, is supported by credible sources and communicated
clearly to the relevant regulatory authorities.
Our Global Nutrition team initiates and monitors research and reviews
publications on the use and functionality of our ingredients and maintains
a global advisory network of health and nutrition clinicians, academics
and experts.
Our Global Regulatory team holds positions of leadership and influence
on key global and regional trade associations, providing the most
effective resource for horizon scanning, influencing emerging regulations
and policies, and providing a single voice on issues of both regulatory and
public interest that affect our ingredients.
We work closely with thought-leading customers around the world to
focus on the science and consumer benefits of our ingredients together.
We have a trade compliance policy, monitored by our Global Trade
Compliance team, to ensure we use correct classifications, origin, and
trade agreements for the trading of our products. The team also monitors
government action related to tariffs.
We engage with political parties, influencers and regulatory authorities in
the main countries where we operate.
We continued to invest in our Global Nutrition team, with funding for studies that
support the safety and efficacy of our ingredients and maintain differentiation
against competitors.
We continued to expand our online Nutrition Centre, which includes independent
scientific contributions by external experts on key topics of public health and our
ingredients.
Our advocacy programme in key markets included working with trade associations
and other nutritional bodies to improve understanding about the importance of the
nutritional content of food, rather than the level of processing, as well as the benefits
of low- and no-calorie sweeteners to help people reduce their calorie and sugar
intake.
After the European Food Safety Association reaffirmed the safety of sucralose in
February 2026, we engaged with regulatory bodies around the world, as well as
customers, to communicate the reaffirmation of the safety of our flagship
sweetener.
Our cross-functional team continues to analyse the impact of tariffs and oversee
actions to mitigate their impact where possible.
The regulatory
and trade
environment
continues to
be fluid and
may present
challenges for
our business
and our ability
to operate in
certain
markets.
Principal risks continued
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6767
Introduction
The climate and nature crises are two of the
most urgent challenges facing the world today.
And while we have a responsibility to reduce our
own impact on the natural environment, we
must also understand, and prepare for, the
climate- and nature-related risks and
opportunities that could affect our business, so
that we are resilient enough to withstand future
challenges, while flexible enough to adapt to
new opportunities as they arise. This includes
our dependence on the natural resources we
need to make our ingredients and solutions.
Nature provides the water, air and food – part
of what’s known as ecosystem services – to
sustain life, as well as many of the raw materials
that support human prosperity and long-term
health. But human activity is having a
detrimental impact: our natural habitats are
deteriorating, and biodiversity is declining faster
than at any time in human history.
Since our business and supply chains are both
reliant on, and part of, those ecosystem
services, we understand how important it is that
we make our products in ways that lower our
impact on the natural world and, where feasible,
help to restore it. In doing so we can also
minimise the risk that nature-related issues
pose to our business.
The first step towards adapting to the changes
brought by climate- and nature-related issues is
to understand what they are, and which are the
most material issues for us and our stakeholders.
Since 2022, climate change and sustainability
has been one of our principal risks, which
means both climate- and nature-related risks
are incorporated into our enterprise risk
management process.
As discussed in the Environment section on
pages 47 to 57, we have a robust governance
structure in place to embed climate- and
nature-related risks and opportunities into our
day-to-day thinking and at all levels of the
business. It includes considering:
Potential climate- and nature-related issues
as part of our five-year strategic planning
process
Environmental impact or benefits of the
capital investments we make as part of our
capital approval process
The footprint and impact on nature of
potential acquisitions and new products
being developed in our innovation pipeline.
Additional strategy disclosures
Our operations are exposed to a wide variety
of physical climate-, water- and nature-related
risks, as well as the opportunities and risks
associated with the transition to a low-carbon
economy. We depend on natural resources,
such as fresh water, to run our operations. In
turn, our operations have an impact on nature,
for example, through our GHG emissions and
wastewater discharge. We have a responsibility
to help restore nature, which we do through
initiatives like our corn and stevia regenerative
agriculture programmes.
Our evolving CCRA process
We began analysing the impacts of climate
change in 2021, producing our first physical and
transition Climate Change Risk Assessment
(CCRA) of our production facilities and key raw
materials in our supply chain. We updated this in
2022 following our separation from Primient,
and then again this year to incorporate CP
Kelco’s production sites and key supply chains.
As our methodologies have matured, we have
integrated nature and water assessments into
our CCRA, giving us a more holistic view of our
risk profile and helping us identify where
interventions can deliver the greatest impact.
As discussed below, we took the opportunity of
this year’s CCRA update to do a more detailed
analysis of four scenarios that may have an
impact in the short term (2025 to 2039) and
medium term (2040 to 2059). We also
conducted a deeper-dive water assessment to
better understand our water-related risks and
inform our new water programme and target for
water use intensity.
In the coming year, we will continue to align our
reporting more closely with external standards
and frameworks, including:
Continuing to develop our assessment of
nature-related risks and opportunities, in line
with TNFD’s Locate, Evaluate, Assess and
Prepare (LEAP) framework.
Reviewing upcoming GHG reporting
standards and guidance that will affect our
programmes, and identifying any actions we
need to take to remain aligned with leading
industry standards such as the Greenhouse
Gas Protocol Land Sector and Removals
Guidance, the Science Based Targets
initiative’s (SBTi) Corporate Net-Zero
Standard (CNZS), and SBTi’s Forestry, Land
and Agriculture (FLAG) sector guidance.
Ensuring we are prepared for reporting
against the UK Sustainability Reporting
Standards (SRS) when they become
applicable.
Strengthening our risk management process
by incorporating outcomes from our climate,
nature and water risk assessments into more
holistic site risk assessments and Group-level
risk assessments.
Continuing to measure progress against our
existing targets and commitments to 2028
and 2030, while preparing to report on our
updated science-based targets in next year’s
Annual Report.
Assessing climate- and nature-related risks
and opportunities
Our CCRA analyses risks and opportunities over
three different timeframes, short, medium and
long term. What’s considered short, medium
and long depends on whether the risks and
opportunities are physical or transition.
The physical impact of climate change and
extreme weather events is likely to be felt over
a long period, with projection data typically
Disclosure statements
Task Force on Climate-related
Financial Disclosures
Integrating TCFD and TNFD
across the Annual Report
To avoid repetition, we have cross-
referenced to relevant information
elsewhere, as follows:
Governance – see Environment section,
page 49
Risk management – see Risk review,
pages 58 to 67
Strategy – see Our business, pages 12 to
29; the Environment section, pages 47 to
57; and disclosures below
Metrics and targets – see Environment
section, pages 47 to 57.
We have summarised our compliance with
the Task Force on Climate-related Financial
Disclosures (TCFD) in the table on page 72
with cross-references for every disclosure.
We consider this statement to be consistent
with the TCFD Recommendations and
Recommended Disclosures, and, therefore,
compliant with the requirements of Listing
Rule 6.6.6(8). We began reporting on
nature-related issues in our 2024 Annual
Report and continue to take steps to align
with the Taskforce on Nature-related
Financial Disclosures (TNFD)
Recommendations and Recommended
Disclosures.
Our disclosures this year include outcomes
from our integration of CP Kelco, which we
acquired in November 2024. This includes
updates to our climate-, water- and
nature-related assessments to include
CP Kelco and its key supply chains.
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68
available up to the end of this century.
Therefore, we consider the short term for
physical risks and opportunities to be until 2039;
the medium term, 2040-2059, and the long
term, beyond 2059. Since legislation, policy
and technology related to the transition to a
low-carbon economy are constantly evolving,
we consider transition risks and opportunities
over a shorter overall timeframe, namely: short
term 2025-2030, medium term 2030-2035, and
long term beyond 2035.
For each risk and opportunity, we consider
the likelihood of it occurring, alongside the
nature and magnitude of its impact, to
determine its overall potential impact and
financial implications, in line with our enterprise
risk management process. We then assign
each potential risk an overall risk rating. The
tables on pages 70 to 72 set out the parameters
of our analysis as well as the key risks and
opportunities most likely to affect us.
Our most significant impact on nature comes
from procuring agricultural raw materials and
processing those materials into ingredients at
our manufacturing facilities. So, following the
integration of CP Kelco into our risk assessments,
and in line with previous years, we continued to
focus our CCRA on our manufacturing facilities
and our key ingredient supply chains.
Our greatest nature-related dependencies are
associated with water. For example, our sites rely
on good water quality and supply to operate,
with several located in areas that, by 2050, may
become water stressed. Poor water quality and
water scarcity can also affect our corn supply
chains, leading to reduced crop yields and
degraded soil quality and, in turn, increased
production costs and environmental harm.
Similarly, water scarcity can lead to reduced
yields and lower-quality stevia leaves, affecting
overall production and profitability.
Our facilities also have the potential to adversely
affect nature, through water, air and soil
pollution. Many of our sites operate under strict
environmental permits, and we monitor
adherence to those requirements and mitigate
any related risks. Our corn and other supply
chains are also at risk of pollution. For corn, this
is primarily because of farming machinery and
the use of fertilizers, which can lead to poor air
quality and chemical ‘runoff’, polluting
waterways and harming aquatic life. Our
investment in agriculture programmes
incentivises regenerative farming practices to
reduce these risks and to restore nature.
2025: targeted scenarios for the short and
medium terms
As part of updating our CCRA this year, we
assessed our resilience in the short and
medium term through four potential scenarios,
considering both risks and opportunities in
each. Overall, the results did not fundamentally
change our risk and opportunity profile, but
gave us additional detail, which has been
incorporated into the tables on pages 70 to 72.
These insights helped us understand what
areas may need more attention, and we are
incorporating the results into our planning
assumptions and risk management processes.
1. Climate risk: corn yield volatility under
shifting rainfall patterns
We examined the impact of more variable
rainfall and seasonal shifts in corn yields in our
key sourcing regions (Indiana and Illinois in the
US, France and Slovakia). We assumed a yield
decline of up to 20% and modelled both a
one-year effect and a three-year (consecutive)
decline to understand the potential impact on
costs and margins. We assessed the financial
implications using our existing cost structures.
2. Physical risk: water stress and operational
disruption
We assessed the implications of water stress for
manufacturing sites in areas at high risk of such
stress given our dependence on a reliable water
supply. We considered higher water treatment
costs, sourcing alternative water supplies at
higher cost, and temporary operational
downtime, including a simultaneous shutdown
of three sites. We assessed the potential impact
against our current financial baselines.
3. Transition risk: rising input costs and energy
price volatility
We looked at the macroeconomics of how
external shocks and structural changes
could affect the availability of key materials,
procurement and pricing. We considered
both near-term cost volatility and longer-term
shifts in agricultural cycles and consumer
preferences, based on the assumption that
costs and availability of key materials were
driven by external rather than internal factors.
4. Transition opportunity: efficiency-
enhancing technologies and operational gains
We explored how scaling up energy efficient
technologies, process improvements, digital
tools and beneficial waste initiatives could
reduce energy use and operating costs while
strengthening productivity, competitiveness
and long-term resilience across our
manufacturing network. We assumed that all
technologies were scalable across our
operations with our existing capabilities.
We will continue to update our scenarios as
the external environment evolves, and integrate
findings into our strategic decision-making to
ensure we remain responsive and resilient to
the changing climate.
Financial impacts of climate- and nature-
related events
Over the last six years, climate- and nature-
related events have continued to affect parts
of our manufacturing, logistics and agricultural
supply chains, with the total financial impact
estimated to be between US$25 million
and US$30 million after mitigating actions
were taken.
In the 2026 financial year, we did not experience
any major climate- or nature-related events that
resulted in material operational or financial
disruption. This reflects the effectiveness of
the mitigation measures we have put in place,
including winterisation plans, diversified
sourcing, more flexible logistics arrangements
and enhanced water and climate risk
management. While these actions helped limit
any material disruption during the year, we
recognise that climate- and nature-related
risks continue to evolve. As a result, we remain
focused on maintaining strong preparedness,
monitoring emerging risks and strengthening
resilience across our operations and supply
chains to help minimise future financial
impacts. Our aim remains to minimise the
negative effects and costs of climate- and
nature-related risks, while maximising our ability
to serve our customers.
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Summary of risk Potential impact What we are doing
Production facilities
Damage and operational interruptions from the
following climate hazards represent moderately high
risks: higher temperatures and more frequent
heatwaves; prolonged drought; increased intensity
and frequency of storms and major cyclones; more
frequent and severe wildfires.
As a high consumer of water, this remains a key risk
for our production sites (including both water quality
and water availability), particularly when factoring in
the effects of increased drought. Flooding and water
stress are expected to become more significant risks
over time.
We expect these trends to continue in the medium
and long term.
Production could be disrupted and sites could face
asset damage, equipment failure and occupational
health risks.
This could lead to revenue loss, higher operating
costs for energy and water, repair and/or
replacement costs, reduced work capacity, increased
insurance premiums, and/or associated reputational
damage.
We continue to monitor potential physical risks to our
facilities and ensure we have adequate controls in
place to mitigate them. These include plans to manage
the impacts of extreme weather (hot and cold), plans to
manage the impacts on our facilities from flooding, and
capital investment to maintain and replace key
equipment.
Since water is a critical resource, we have developed a
risk-based water programme and target focused sites
located in areas at higher risk of water stress.
Implementing water efficiency programmes, good
practices and pursuing Alliance for Water Stewardship
(AWS) certification strengthens our approach to water
management.
Distribution network
More frequent and severe cold weather, flooding and
wildfires present the main risks, primarily to road, rail
and sea freight. We expect their frequency and
severity to rise through the medium and long term,
with more frequent and severe storms, storm surges
and rising sea levels creating additional risk.
Our strategic distribution and logistics network could
be disrupted, and we could see delays in our product
distribution. We have already experienced port
closures due to hurricanes, as well as winter rainfall
and flooding across our road transportation network.
These risks could reduce profitability as we may not
be able to pass on additional shipment re-routing or
product replacement costs to customers.
We continuously review logistics and shipment risks
associated with climate-related events, including
alternative shipping routes, multiple suppliers and
inventory management. We are also investing in digital
tools to enhance our logistical effectiveness.
Corn supply
In the short term, changes in total annual rainfall,
increased seasonal variability of rainfall, and more
severe droughts could occur, affecting production.
Worsening drought conditions across all major
corn-growing regions are driving higher irrigation
demands.
We expect these trends to continue into the medium
and long term, alongside higher temperatures.
Supply uncertainty and declining yields could
increase operating costs, and we could face greater
price volatility.
This could reduce our profits and damage our
reputation.
In the short term, most higher corn costs can be passed
through, while hedging and index-linked pricing,
alongside our productivity programme, help protect
margins.
In the medium term, declines in yield could create
residual cost increases that are harder to recover, so we
are reducing our dependence on corn-based products
by diversifying our raw materials and our ingredient
solutions portfolio.
We continue to partner with suppliers, customers and
solution providers to invest in regenerative agriculture
programmes to improve crop resilience.
We are also diversifying our sourcing regions to
mitigate the impact on availability in regions affected
by flooding, drought or disease.
Physical climate risk
Risks analysed: increase in extreme weather
events, such as higher maximum and average
temperatures, drought, wildfire, flooding and
tropical storms. These events could affect all
aspects of our business, causing operational
disruption, asset damage, and higher raw
material and utility costs.
Timeframes:
Short term – 2025-2039
Medium term – 2040-2059
Long term – beyond 2059
Tate & Lyle sites: 24 production sites across
North America, South America, Europe, Africa,
Asia and Australia
Key supply regions: ten corn-growing regions in
the US, France and Slovakia
Procurement: potential future risks associated
with purchasing key ingredients
Transportation: transport, distribution and
logistics (upstream and downstream)
Emissions concentration pathway: high
emissions scenario (+4°C, RCP 8.5 pathway)
Summary of our key climate-related risks and opportunities
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Task Force on Climate-related Financial Disclosures continued
Summary of risk Potential impact What we are doing
Group
Customers and other stakeholders continue to look
for ambitious commitments to accelerate
decarbonisation efforts.
Not meeting our commitments could damage our
reputation with our stakeholders. It could also affect
demand as customers looking to meet their own
sustainability goals choose to work with other
suppliers.
We have had science-based targets to reduce our GHG
emissions since 2020 and have updated our science-
based targets which are currently under review by SBTi.
We will report on progress against our updated targets
in next year’s Annual Report.
We continuously monitor evolving sustainability
reporting requirements, including eligibility criteria, and
are voluntarily disclosing our double materiality
assessment and material impacts, risks and
opportunities to stay ahead of future regulations.
Rising input costs and volatility in energy prices could
affect us financially.
In the short term, sharp fluctuations could increase
the cost of both producing and transporting raw
materials and finished products, while in the medium
and longer term, such pressures on global food
production could have an impact on costs.
We have robust risk management processes to monitor
volatility and an annual planning process to ensure
effective procurement and pricing.
In the longer term, diversifying our sources of supply,
forward contracting and hedging all support our
resilience.
Production facilities
In the short to medium term, uncertainty and potential
changes in regulation, policy and technology are
likely to affect us financially. We expect the following
to be most relevant: national climate commitments in
countries where we have major production facilities;
and decreasing caps on carbon allowances.
Uncertainty about broader sustainability legislation
creates planning challenges.
A global move to lower-carbon transport could lead to
an increase in the cost of raw materials and energy at
our sites.
The need to adapt to lower-carbon alternatives for our
products and materials could also lead to higher
costs, for example in research and development.
Such alternatives may also lead to additional
processing, which could indirectly trigger higher
carbon emissions and costs associated with
minimising those emissions.
Utility and supply costs are likely to continue rising in
the long term, for example due to a lack of lower-
carbon alternatives and continued market
expectations for low-carbon production. This could
affect the competitiveness of different sites.
As part of our sustainability commitments, we continue
to work towards lower-carbon production, introducing
renewable electricity and cleaner energy options where
available.
We factor the impact of GHG emissions and water use
into our engineering feasibility studies for capital
projects and continue to respond proactively to
emerging regulations.
We look for ways to improve our overall operational
efficiency and reduce our exposure to variable fossil
fuel prices and carbon taxes.
Distribution network
The global switch to lower-carbon transport could
result in higher costs.
Our transport costs could increase as our
sub-contracted hauliers switch from diesel
to lower-carbon vehicles to meet their own
environmental goals.
Our logistics team ensures we have sufficient flexibility
in our distribution network to use different suppliers,
where needed, to meet our economic and
environmental goals.
Transition risk
Risks analysed: increasing expectations from
society, changes in regulation, policy and
technology and rising costs associated with the
transition to a lower-carbon economy could all
have an impact on our business.
Timeframes:
Short term – 2025-2030
Medium term – 2030-2035
Long term – beyond 2035
Tate & Lyle sites: 24 production sites across
North America, South America, Europe, Africa,
Asia and Australia
Transportation: transport, distribution and
logistics (upstream and downstream)
Procurement, science and commercial: global
policy trends with potential effects on
Tate & Lyle’s key geographies and markets
Emissions concentration pathway: aggressive
mitigation scenario (+2°C, RCP 2.6 pathway)
Summary of our key climate-related risks and opportunities continued
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Task Force on Climate-related Financial Disclosures continued
Transition opportunities
Summary of opportunity Potential impact What we’re doing
Production facilities
Market demand for low-carbon, bio-based
products in the food industry could increase.
In the short to medium term this could open up
access to new markets and customers.
We assess all new products in our innovation pipeline for their sustainability impact.
We also look to build impactful sustainability partnerships that make the most of technologies such as bioconversion, and
enhance end-to-end traceability in our supply chain, such as our 2025 partnership in bioconversion with Manus.
Production processes and renewable energy
sources and customer services could be more
efficient, including through the adoption of new
technologies.
By embracing new technologies, adopting new
processes or sources of energy and
implementing beneficial waste programmes we
could increase our efficiency and significantly
reduce the carbon footprint of our business and
products.
In 2024, we signed new agreements for renewable electricity and associated renewable energy certificates (RECs), which,
together, mean that 65% of the electricity we procured globally this year came from renewable sources and associated
RECs. We remain committed to using 100% renewable electricity in our operations by 2030 and are implementing transition
plans for our newest sites.
Lower-carbon transport options could become
available.
This is both a risk and an opportunity for
Tate & Lyle, since costs could fall in the medium
to long term as more businesses adopt low- and
zero-emissions transport options. This could
improve our efficiency and reduce our costs.
We continue to work with our logistics suppliers to find more carbon efficient ways to transport our raw materials and
finished products, such as using electrified modes of transport.
TCFD table of concordance
The table below cross-refers to where the relevant disclosures in this Annual Report have been made against the 11 principles of the TCFD.
TCFD principles Page(s)
1. Governance
1.1 Describe the Board’s oversight of climate-related risks and opportunities 49
1.2 Describe management’s role in assessing and managing climate-related risks and opportunities 49
2. Strategy
2.1 Describe the climate-related risks and opportunities the organisation has identified over the short, medium and long term 68-72
2.2 Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy and financial planning 68-72
2.3 Describe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario 68-72
3. Risk management
3.1 Describe the organisation’s processes for identifying and assessing climate-related risks 58-60, 68-72
3.2 Describe the organisation’s processes for managing climate-related risks 58-60, 68-72
3.3 Describe how processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk management 58-60, 68-72
4. Metrics and targets
4.1 Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process 47, 50-57
4.2 Disclose Scope 1, Scope 2 and if appropriate Scope 3 GHG emissions and the related risks 50-57, 68-72
4.3 Describe the targets used by the organisation to manage climate-related risks and opportunities, and performance against targets 47, 50-57
Strategic report
Tate & Lyle PLC Annual Report 2026
72
Reporting requirements Relevant policies Where to read about our impact Pages
Environmental matters Global EHS Policy
1
Environmental and social review
Task Force on Climate-related Financial Disclosures
47 to 57
68 to 72
Employees Code of Ethics
1
Global EHS Policy
1
Global HR Policy
2
Equal Parental Leave Policy
2
Domestic Abuse Support Policy
2
Our people
Gender pay gap reporting
Health and safety
Ethics and whistleblowing
38 to 41
40
44 to 46
41
Human rights Code of Ethics
1
Modern Slavery Statement
1
Data Protection
2
Our people
Supplier audit programme
Risk report
41
25, 41
58 to 68
Social matters Code of Ethics
1
Board Policy on inclusion
1
Our people
Community involvement
Equity, diversity and inclusion matters
41
11, 28, 42 to 43, 57, 81
Throughout this report
Anti-bribery and corruption Code of Ethics
1
Anti-money laundering and
Anti-bribery Standard
2
Agents and Distributors
2
Group Competition (Anti-trust)
2
Trade Compliance
2
Gifts and Hospitality Standard
2
Our people
Supplier audit programme
Risk report
38 to 41
25, 41
58 to 68
Business model Our business model 13 to 25
Non-financial KPIs Our purpose commitments and targets
Gender diversity
Health and safety
Environmental and social review
26 to 29
39 to 40
27, 44 to 46
29, 36 to 37, 47 to 57
Principal risks Risk report 58 to 68
1 Available on our website www.tateandlyle.com and available to employees through the Tate & Lyle intranet.
2 Available to all employees through the Tate & Lyle intranet. Not published externally.
The table opposite sets out where you can
find the information as required under the
non-financial reporting requirements contained
in sections 414CA and 414CB of the Companies
Act 2006.
Non-financial
and sustainability
information
statement
Section 172(1)
statement and
stakeholder
engagement
Disclosure statements continued
See page 84 within Governance for our
‘Section 172(1) statement. This describes how
the Directors have had regard to stakeholders’
interests when discharging the Directors’ duties
set out in Section 172 of the Companies Act
2006. Our engagement activities with
stakeholders and the impact of those
interactions are set out from page 81.
The Board approved the Strategic Report
on pages 1 to 73 of this Annual Report on
20 May 2026.
By order of the Board
Victoria Barlow
Company Secretary
Strategic report Governance Financial statements Useful information
Tate & Lyle PLC Annual Report 2026
7373
Governance
75 Board of Directors
78 Corporate governance
87 Nominations Committee Report
90 Audit Committee Report
95 Directors’ Remuneration Report
112 Directors’ Report
113 Directors’ statement of responsibilities
Tate & Lyle PLC Annual Report 2026
74
Board of
Directors
David Hearn
Chair and Chair of the Nominations
Committee
Date appointed to Board: January 2024
Independent: Yes (on appointment)
Nationality: British
Skills and contribution to the Board:
David brings to the Board more than
40 years of knowledge and deep leadership
experience within food and beverage
companies. David has held senior roles at
a number of global businesses including
Del Monte, PepsiCo and United Biscuits.
Current external commitments:
Chair of Safestore plc.
Previous roles:
Until November 2023, served as chair of
The a2 Milk Company, a company listed
on the Australian and New Zealand Stock
Exchanges. Served as CEO of Goodman
Fielder, an Australian food business, from
1995 to 2001, and was CEO of Cordiant Group
PLC in the US from 2001 to 2003. In 2005, he
was appointed CEO of Committed Capital, an
international private equity and advisory firm
based in London and Sydney, for whom he
acted as chair of a wide range of portfolio
businesses over a 12-year period.
Nick Hampton
Chief Executive
Date appointed to Board: September 2014
Date appointed Chief Executive: April 2018
Independent: No
Nationality: British
Skills and contribution to the Board:
Nick brings a wealth of food industry insights
to the Board. His general management,
financial and operational experience in senior
management roles in a major multinational
food and beverage business, combined with
his experience in leading transformational
projects, provides him with the skillset
required to inspire and lead the Group.
Current external commitments:
Senior independent director at Severn Trent
plc, and a member of its Audit and Risk,
Treasury, Remuneration and Nominations
Committees.
Previous roles:
Prior to being appointed Chief Executive,
he served as CFO of Tate & Lyle. Before
joining Tate & Lyle, he held a number of
senior roles over a 20-year career at
PepsiCo, including senior vice president
and CFO, Europe, and president, West
Europe Region and senior vice president
commercial, Europe.
Sarah Kuijlaars
Chief Financial Officer
Date appointed to Board: September 2024
Independent: No
Nationality: British
Skills and contribution to the Board:
Sarah brings more than three decades of
experience in various global listed companies
and has a proven track record of financial
leadership. Her financial, commercial and
international experience is of great value to
the Board. Sarah is a Fellow of the Chartered
Institute of Management Accountants and an
Associate Member of The Association of
Corporate Treasurers.
Current external commitments:
Non-executive director and member of
the Audit and Risk, Remuneration and
Nomination Committees of JD Sports Fashion
Plc. Sarah is due to be appointed as chair of
the Audit and Risk Committee with effect from
1 June 2026.
Previous roles:
During a 25-year career at Shell plc, Sarah
held various finance leadership roles in
geographies such as Brazil, the Middle East,
Nigeria, and Russia. She has also held roles
as deputy CFO and group controller of
Rolls-Royce Holdings plc, CFO of Arcadis NV
and CFO of De Beers Group.
N
Jeffrey (Jeff) Carr
Non-Executive Director and Chair of
the Remuneration Committee
Date appointed to Board: April 2024
Independent: Yes
Nationality: British
Skills and contribution to the Board:
Jeff is a chartered management accountant
and has over 30 years’ experience in
international financial roles, across a range
of consumer and retail companies. Jeff
brings an understanding of the investment
community and shareholder institutions
and, in his previous role as CFO at Reckitt
Benckiser Group plc, he was a key player in
delivering strategic and cultural change.
Current external commitments:
Non-executive director of Kingfisher plc
and chair of its Audit Committee.
Previous roles:
CFO of Reckitt Benckiser Group plc from
2020 to 2024, CFO for European retailer
Ahold Delhaize from 2011 to 2020.
A
N
R
Kimberly (Kim) Nelson
Senior Independent Director
Date appointed to Board: July 2019
Independent: Yes
Nationality: American
Skills and contribution to the Board:
Kim has nearly 30 years of experience in
the global consumer foods industry with a
particular understanding of consumers and
retailers in the US market. Kim’s operational
background leading large consumer brands,
combined with corporate leadership of
sustainability issues and crisis management,
communications and government relations,
allows her to bring a unique and valuable
perspective to the Board.
Current external commitments:
Non-executive director of Colgate-Palmolive
Company and non-executive director of
Cummins, Inc.
Previous roles:
President of the Snacks Division, General Mills
Inc. and senior vice president, External
Relations, General Mills. Senior operating
roles at General Mills with increasing
responsibility in the Big G cereal, Yoplait
yogurt, Meals and Snacks divisions.
A
N
Board committees
Certain responsibilities are delegated to three Board committees, details
of which are provided on pages 80, 88, 91 and 99.
A
Audit Committee
R
Remuneration Committee
N
Nominations Committee
Financial statements Useful informationGovernanceStrategic report
Tate & Lyle PLC Annual Report 2026
7575
Board of Directors continued
Warren Tucker
Non-Executive Director and
Chair of the Audit Committee
Date appointed to Board: November 2018
Independent: Yes
Nationality: British
Skills and contribution to the Board:
Warren is a chartered accountant and has
extensive experience as a former CFO of a
large global manufacturing group, where he
also co-led the company’s organic and
strategic growth. His experience in large
multinational and business-to-business
organisations across several geographies and
industries enables him to provide valuable
insights to the Board. He also brings an
understanding of the London investment
community and shareholder institutions.
Current external commitments:
Non-executive director of Modulaire Group
and chair of its Audit Committee.
Previous roles:
CFO of Cobham plc for ten years until 2013.
Warren also held senior finance roles at Cable
& Wireless and British Airways. Chair of
TT Electronics Plc until 2026, non-executive
director of Reckitt Benckiser Group plc until
2020, and chair of the Audit Committee at
Survitec Group. Non-executive director and
chair of the Remuneration Committee at
Thomas Cook Group plc and a non-executive
chair at PayPoint plc.
A
R
N
Dr Isabelle Esser
Non-Executive Director
Date appointed to Board: June 2022
Independent: Yes
Nationality: Belgian
Skills and contribution to the Board:
Isabelle brings over 30 years’ experience
in global consumer food and ingredient
companies, with a particular focus on
research and development, quality and
food safety. Her scientific expertise and
extensive technology leadership experience
in Tate & Lyle’s markets are of significant
benefit to the Board. In addition, her human
resources experience within international
organisations further strengthens the Board’s
collective skills.
Current external commitments:
Chief research, innovation, quality and food
safety officer and chief human resources
officer at Danone SA.
Previous roles:
EVP, R&D Foods Transformation, Global
Foods and Refreshment at Unilever PLC
and chief human resources officer at
Barry Callebaut AG.
R
N
John Cheung
Non-Executive Director
Date appointed to Board: January 2021
Independent: Yes
Nationality: Chinese (The People’s Republic
of China (Hong Kong SAR))
Skills and contribution to the Board:
The Board benefits from John’s breadth of
food and beverage experience and deep
understanding of markets in Asia, particularly
in China. His experience in senior positions in
Asia in multiple companies and as a chief
executive officer enables him to provide
valuable insights about the region.
Current external commitments:
Non-executive director at China Feihe Limited.
Previous roles:
President of Wyeth Nutrition Global, chairman
and chief executive officer of Nestlé Greater
China, VP China at Coca-Cola and chief
executive officer at Zhejiang Supor Co.,
Limited.
A
N
Cláudia Vaz de Lestapis
Non-Executive Director
Date appointed to Board: November 2024
Independent: No
Nationality: Portuguese/French
Skills and contribution to the Board:
Cláudia has been the executive vice
president, general counsel and corporate
secretary of J.M. Huber Corporation since
January 2023 and is a member of the Huber
Management Council. The Board benefits
from Cláudia’s extensive experience in law
firms and multinational corporations and her
expertise in handling complex legal matters
internationally.
Current external commitments:
Executive vice president, general counsel
and corporate secretary of J.M. Huber
Corporation.
Previous roles:
Cláudia previously served as vice president
and assistant general counsel for J.M. Huber
Corporation and general counsel for
CP Kelco.
Directors whose tenure ceased
during the 2026 financial year
Lars Frederiksen stepped down as
a Non-Executive Director on
24 July 2025.
Glenn Fish stepped down as a
Non-Executive Director on
26 January 2026.
A
Audit Committee
R
Remuneration Committee
N
Nominations Committee
Tate & Lyle PLC Annual Report 2026
76
Governance
Board of Directors continued
Heather Harding
Non-Executive Director
Date appointed to Board: January 2026
Independent: No
Nationality: American
Skills and contribution to the Board:
Heather has held several high-level executive
positions during her career, including serving
as CFO, where she directed complex financial
strategies, oversaw regulatory compliance
and managed investor relations. Heather
brings experience in corporate acquisitions
and integrations as well as expertise in
managing the operations of international
manufacturing firms. She is a certified public
accountant.
Current external commitments:
Non-executive director and chair of the Audit
Committee at J.M. Huber Corporation and
non-executive director and chair of the Audit
Committee at Janus International.
Previous roles:
Vice president of Finance and Administration
of Emerson Electric, senior finance roles at
Cooper Industries (now a subsidiary of Eaton
Corporation) and CFO of Luxfer Holdings PLC.
Steve Foots
Non-Executive Director
Date appointed to Board: July 2025
Independent: Yes
Nationality: British
Skills and contribution to the Board:
Steve joined Croda International Plc as a
graduate trainee in 1990 and during his
career with the company has held a number
of senior management positions, including
president of Croda Europe from 2010, at
which time he was appointed to the board,
and group chief executive from 2012.
His considerable strategic and operational
leadership experience is of significant
benefit to the Tate & Lyle Board.
Current external commitments:
Group chief executive of Croda International
Plc and Industry co-chair of the Chemistry
Council.
R
N
Directors’ and committee members’ attendance
The table below sets out attendance by directors and committee members at meetings held during the year. The
Executive Directors were invited to attend committee meetings as appropriate. Their attendance is not included in
the table. Throughout the year several ad hoc board meetings were held to discuss key matters that arose between
scheduled meetings.
Name Board
Audit
Committee
Remuneration
Committee
Nominations
Committee
David Hearn 7/7 3/3
Nick Hampton 7/7
Sarah Kuijlaars 7/7
John Cheung 6/7
1
5/5 3/3
Dr Isabelle Esser 7/7 5/5 3/3
Lars Frederiksen
2
0/2 1/2 1/1
Kim Nelson 7/ 7 5/5 3/3
Warren Tucker 7/7 5/5 5/5 3/3
Glenn Fish
3
5/5
Cláudia Vaz de Lestapis 7/7
Jeff Carr 7/7 5/5 5/5 3/3
Steve Foots
4
5/5 3/3 2/2
Heather Harding
5
2/2
Board at a glance
As at 31 March 2026
Board balance Independence status of directors Gender diversity of directors
9
2
Non-executive
Executive
7
4
Independent
Non-independent
6
5
Men
Women
Directors’ nationalities Tenure of non-executive directors
6
1
1
2
1
British
Chinese
American
Belgian
Portuguese/
French
5
2
2
Less than 3 years
3 to 6 years
Over 6 years
Joined the Board on 27 January 2026
1 John Cheung was unable to attend one board meeting for medical reasons.
2 Lars Frederiksen stepped down from the Board on 24 July 2025.
3 Glenn Fish stepped down from the Board on 26 January 2026.
4 Steve Foots was appointed to the Board, Remuneration Committee and
Nominations Committee on 24 July 2025.
5 Heather Harding was appointed to the Board with effect from 27 January 2026.
A
Audit Committee
R
Remuneration Committee
N
Nominations Committee
Joined the Board on 24 July 2025
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7777
Effective governance has been
central to the Board’s stewardship
during a demanding year for the
Company.
Board priorities during the year
Following a period of transformation for
Tate & Lyle, the Board’s focus this year has
been on completing the integration of CP Kelco
and strengthening the Company’s commercial
capabilities, to unlock the full potential of the
combined business.
The integration of CP Kelco has now been
successfully completed, and we have begun
to realise the benefits of combining two
highly complementary businesses to create
a purpose-led, science-driven and customer-
obsessed speciality food and beverage
solutions business.
The Board provided close oversight of the
integration programme, including ensuring
functional and operating structures were
effective, and that the business was able to
operate as one organisation. This required
rigour and objectivity, together with sustained
commitment from management across
the Group.
While the Board is satisfied with the progress
achieved, we also recognise that further efforts
are needed to deploy the combined capabilities
of the Company, particularly given challenging
market conditions. Accordingly, much of the
Board’s time has been focused on the
commercial transformation required to deliver
top-line growth and strengthen financial
performance.
During the year, the Board reviewed work
undertaken to identify areas of growth. This was
supported by refreshed market assessments
across key product lines and geographies.
These discussions helped deepen the Board’s
understanding of competitive dynamics, and
areas of genuine differentiation. It also informed
discussion of key consumer trends, including
nutrition, affordability and the implications of
GLP-1 and ultra-processed food on global
health priorities.
Alongside this, the Board strengthened its
composition with the appointments of Steve
Foots and Heather Harding, enhancing
commercial and financial expertise and
ensuring the right balance of skills, experience
and perspectives to support effective oversight.
You can read more on these changes to our
Board within the Nominations Committee
Report on page 87.
Engagement with stakeholders
Active engagement with stakeholders is integral
to the Board’s governance approach.
Given the Company’s disappointing financial
performance, the Board has prioritised open
and transparent dialogue with shareholders
and I, and members of the executive team,
held a number of one-to-one meetings with
shareholders during the year. This engagement
was particularly focused on our trading update
in October 2025 and our half-year results
announcement in November 2025.
The Board also places significant value on
engagement with employees and customers, as
well as other stakeholders. In September 2025,
the Board visited our facility in Lille Skensved
near Copenhagen, Denmark, marking our first
formal board visit to a CP Kelco site and
providing an opportunity for direct engagement
with new colleagues.
Beyond site visits, the Board regularly draws
on insights from employee surveys and focus
groups and considers customer feedback
as part of its regular discussions. These
engagements inform the Board’s oversight
of people, culture, safety and operational
effectiveness, and keeps us closely connected
to the business at all levels.
A culture driven by our purpose
Throughout the year, I saw first-hand how our
purpose of Transforming Lives through the
Science of Food continues to inspire our
people. As I travelled around the Group, it was
particularly pleasing to see that our people had
a strong awareness and understanding of the
new values we launched in April 2025 (see page
38). These values, and our commitment to
Science, Solutions, Society remains at the heart
of our business and the Board’s discussions.
The safety of our people and our ingredients
remains a priority for the Board. We receive
health and safety updates at every board
meeting. We also held an in-depth discussion
on the continuing progress of our Journey to
Environment, Health, Safety, Quality and
Security Excellence (J2E) programme, applying
the same level of oversight to the CP Kelco
facilities acquired last year.
Our effectiveness as a board
During the year, the board effectiveness
review was externally facilitated, providing an
independent and robust assessment of our
governance practices and board dynamics.
The review confirmed that the Board and its
Committees continue to operate effectively,
while identifying areas to support our continuing
development as set out on page 85.
Looking ahead
Global markets and geopolitical conditions
remain challenging. The Board will continue to
support Nick and his team as they look to deliver
our strategy and on our number one priority to
accelerate top-line growth, through capturing
the growth opportunities that the combination
with CP Kelco provides. At the same time, we
will maintain our focus on our people and
culture, with continued attention to succession
and talent.
David Hearn
Chair
Corporate governance
Chair’s
introduction
to governance
David Hearn
Chair
Tate & Lyle PLC Annual Report 2026
78
Governance
Board outcomes
Integration
The Board played an active role in overseeing the integration of Tate & Lyle and CP Kelco, which
is central to the long-term success of the Company. The integration programme was structured
around key priorities, including people, synergies, technology, customers and transitional
arrangements with Huber.
A significant area of focus was organisational re-design. The Board oversaw the development of
a harmonised operating model and job architecture across all regions, supporting consistency,
efficiency and collaboration. In doing so, the Board recognised the importance of culture in
delivering a successful integration and approved a set of shared values to guide the combined
organisation.
In realising synergies, the Board carefully considered the impact on employees, including
workforce reductions, with a focus on fairness, transparency and appropriate support. Cost and
revenue synergies were closely tracked to ensure delivery against commitments to shareholders
and to support sustainable transformation.
From a customer perspective, the Board supported initiatives to strengthen commercial
capabilities, including enhanced product training, customer account alignment and the
development of integrated product offerings. The Board also oversaw progress in technology
integration to enhance communication, data sharing and collaboration across the Group.
In addition, the Board monitored the successful exit from transitional service arrangements with
Huber, ensuring continuity of operations and timely completion of all obligations.
Throughout the integration, the Board sought to balance the interests of key stakeholders while
maintaining a strong focus on delivering sustainable, long-term value.
Stakeholders considered: shareholders, employees, customers
Standing items
During the year, the following matters were regularly discussed:
Health and safety performance
Operational and finance performance
People agenda and cultural indicators
Legal matters and material litigation
Progress on purpose and sustainability targets
Other key outcomes
Approved the results and dividend for the half- and full-year
Approved the Q3 trading update
Approved the annual operating and financial plans
Undertook an annual strategy review
Reviewed and challenged regional strategies and
performance
Reviewed plans and initiatives to enhance commercial
capabilities
Agreed to apply for new Science Based Targets initiative
greenhouse gas emissions reduction for the combined
business
Assessed the effectiveness of internal controls and risk
management systems
Considered and agreed the Group’s principal risks and risk
appetite statements
Approved the appointment of Heather Harding as a
Non-Executive Director
Commercial transformation
Throughout the year, the Board remained closely engaged in the foundational work to refresh
our understanding of baseline market dynamics, refine our ‘right to win’ and identify priority
pockets of growth to support the delivery of sustained, above-market performance.
Together, the Board reviewed a comprehensive assessment of these areas to ensure alignment
on the strategic direction of the Group. This work continued with a detailed evaluation of the
Company’s platforms, including the revised pipeline and positioning initiatives. The Board
considered the regional building blocks for growth, the emerging framework for customer
segmentation, platform-specific growth drivers and an initial view of opportunities to expand
into adjacent markets.
At our annual board strategy day, we revisited the competitive landscape and market dynamics,
focusing on where our solutions and ingredients provide meaningful differentiation. The Board
also deepened its understanding of fast-evolving consumer needs – particularly around
nutrition, affordability and global health trends such as obesity, GLP-1 usage and the shift away
from ultra-processed food. As part of this work, a customer and channel roadmap was
developed, aimed at increasing market share, supported by clear customer targets.
The Board also continued to examine how best to unlock our advantaged positions across
Sweetening, Mouthfeel and Fortification, and how an agile operating model can further
accelerate growth.
Stakeholders considered: customers, shareholders, employees, suppliers
The key activities and outcomes of the Board’s discussions during the year are shown below.
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7979
Our governance
structure
The Board – Chair: David Hearn
Chief Executive –Nick Hampton
Accountable to shareholders for the Group’s financial and operational
performance
Sets the Group’s strategy and oversees its implementation and delivery
Monitors operational, environmental and financial performance
Sets the Group’s risk appetite and establishes and maintains an effective
risk management and internal control framework
Sets and promotes the Group’s ethics and culture and agrees the Group’s
purpose and values
Ensures good corporate governance practices are in place and that
workforce policies and practices are consistent with the Company’s
values and support its long-term sustainable success
Executive Committee
Recommends strategic and operating plans to the Board
Assists the Chief Executive in implementing the strategy agreed
by the Board
Monitors performance of the reporting segments and global
support functions
Monitors performance against our purpose commitments
Identifies, evaluates, manages and monitors risks to the Group
Read more about our Executive Committee members online at
www.tateandlyle.com/about-us/executive-management
The Executive Committee is supported by several operational committees, including the Environment, Health and Safety (EHS) Advisory Board, the
Enterprise Delivery Committee, the Risk Committee, the Sustainability Committee and the Capital Approval Committee.
Audit Committee –
Chair: Warren Tucker
Oversees financial reporting, internal
financial controls and risk management
process and systems
Oversees the internal audit function and
the Group’s relationship with the external
auditor
Read more on page 90
Nominations Committee –
Chair: David Hearn
Makes recommendations on the structure,
size, composition and succession needs of
the Board and its committees
Oversees succession planning for directors
and senior management
Read more on page 87
Remuneration Committee –
Chair: Jeff Carr
Recommends the Group’s Remuneration
Policy for the Executive Directors
Sets and monitors the level and structure
of remuneration for the Executive Directors
and other senior executives
Read more on page 95
Key responsibilities
Chair
Ensures effective leadership and governance
of the Board
Sets the Board agenda with the Chief
Executive and Company Secretary
Facilitates active engagement by all directors
Sets the style and tone of board discussions
Ensures the Directors receive accurate, timely
and clear information
Chief Executive
Develops and proposes the Group’s strategy to
the Board
Ensures execution of the agreed strategy
Runs the business
Communicates the Board’s expectations with
regards to culture, values and behaviour
Ensures the Board is aware of current
business issues
Chief Financial Officer
Responsible for the Group’s financial affairs
Contributes to the management of the
Group’s business
Supports the Chief Executive with the
development and implementation of strategy
Non-Executive Directors
Oversee the delivery of the strategy within the
risk appetite set by the Board
Provide constructive challenge and
independent oversight
Scrutinise management’s performance
against objectives and monitor the reporting
of performance
Use their skills, knowledge and experience to
support the business
Senior Independent Director
Evaluates the Chair’s performance
Acts as a sounding board for the Chair
Serves as an intermediary with the Chair and
other Directors where necessary
Is available to shareholders should concerns
arise that they have been unable to resolve
through normal channels
Company Secretary
Maintains the governance and Listing Rules
compliance framework
Supports the Chair, Chief Executive and
Committee Chairs in setting agendas
Advises the Board on developments in
corporate governance, legislation and
regulation
Leadership
Our governance structure
The Board is the primary decision-making body
and has a clear duty to promote the long-term
sustainable success of the Company, creating
value for shareholders while contributing
positively to wider society. It is accountable to
shareholders for the Group’s financial and
operational performance and is responsible for
setting the strategy and ensuring that risk is
managed effectively. The Board maintains a
schedule of matters reserved for its approval
which is reviewed regularly.
As illustrated in the diagram below, the
Board delegates certain responsibilities to
its committees. While each committee has a
defined area of focus, the Board retains overall
accountability. Committee Chairs report to the
Board on their respective activities.
Tate & Lyle PLC Annual Report 2026
80
Governance
Stakeholder
engagement
Why they matter Engagement activities Outcomes
Shareholders
Our shareholders are investors in and owners
of our business, providing the capital we
need to invest in and grow the business.
Engagement takes various forms throughout the year by
Executive Directors, our Chair, and our Investor Relations team.
Our engagement activities provide opportunities for management and the Board to
communicate our strategy and performance, and to listen and to understand
shareholders’ views and concerns.
Customers
As a business-to-business company, all the
ingredients we make are sold to our
customers. Listening to our customers helps
us to better understand their needs and
provide the products and services they want.
We maintain close relationships with our customers at all
levels of their organisation. We are a growth partner for many
of our customers.
Our ingredients help customers meet rising demand for food and drink that is lower
in sugar, calories and fat, higher in fibre and protein, and still tastes great. We
continue to invest in strengthening our solutions capabilities in areas like sensory,
nutrition and regulatory to support our customers.
Customer insight and market understanding are central to our decisions, including
new product development.
Employees
Everyone at Tate & Lyle contributes to our
success by working collaboratively and
agilely to deliver great customer service,
ensure safe and efficient operations, and
develop products that meet customer needs.
We gather employee insight through team meetings, townhalls,
and surveys. This feedback informs actions and programmes
that develop our people, support delivery of our strategy, and
help them achieve their goals. Board engagement with the
workforce is detailed on page 82.
Having the right culture is central to our success. People are at their best when they
feel they are contributing to the Group and are fully engaged and happy in their
work. We continue to operate a number of programmes to keep our people safe,
well connected and productive. See pages 38 to 41 and 82 for more details on our
people and how we engage with them.
Suppliers
We cannot conduct or grow our business
without the products, expertise, advice and
support of our suppliers.
We have a dedicated procurement function, based around the
world, which engages with our suppliers to build relationships
globally, regionally and locally, and to optimise the way we
work with them to gain a better understanding of the markets
where we source.
By leveraging third-party supplier relationships, we are able to be more agile and
meet ever-changing customer demands. This also limits our supply risk across an
increasingly complex global supply network.
Communities
It’s where our employees and their families
live and where we recruit many of our people.
As a major local employer, we also support
the community through employee
involvement and responsible, sustainable
operations.
Our community involvement programme is centred around
three main areas: health, hunger and education, with a
particular emphasis on supporting children and young adults.
We support projects in our local communities based on these
three areas.
We operate a range of programmes supporting health, wellbeing and education
across the world, which helps improve the lives of thousands of people in our local
communities. This includes partnership with local food banks, and learning
programmes, grants and bursaries that help support children and students. See
pages 42 and 43 for more details.
Regulators
Before our new ingredients can be
incorporated into our customers’ products,
they must be approved by regulatory
authorities.
We have a dedicated team of regulatory experts, based
around the world, who actively engage with regulators to
provide evidence of, and answer enquiries about, the safety
and quality of our ingredients.
By helping regulators understand our ingredients we speed up the process of
regulatory approval.
Governments
Government policies on trade, safety and
product quality, transport, tax and inward
investment, among others, all have an impact
on how we do business.
We meet periodically with federal, state and local officials in
countries where we have significant operations. We are also
members of major trade associations in our key markets, such
as the Corn Refiners Association in the US.
Government policies and legislation, in areas such as trade and tax, can have an
impact on our ability to operate competitively, and sell and transport our products
around the world. At a more local level, permits are needed to operate or expand our
production facilities.
We engage with a wide range of
stakeholders, who are essential to
our global operations.
The table below outlines our key stakeholders
and summarises engagement across the
business, including through the Board. How the
Board considers stakeholder interests, including
key decisions and our Section 172(1) statement,
is summarised on page 84.
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Stakeholder engagement continued
Culture and employee engagement
Assessing and monitoring culture
The Board has multiple touchpoints throughout
the year that provide opportunities for gauging
and monitoring the culture at Tate & Lyle, how it
aligns with our purpose and values, and how
the desired culture has been embedded
throughout the organisation. This includes
individual board member engagement activities
and management reports to the Board and its
committees on a range of topics, including
environment, health and safety performance;
results of employee engagement surveys;
inclusion statistics and analysis; reports to the
whistleblowing hotline; reports from the Head of
Internal Audit; and reviews of workforce policies
and practices. On those occasions where the
Board is not satisfied that policy, practices or
behaviours are aligned with the Company’s
purpose, values and strategy, it seeks assurance
from management that (i) it has thoroughly
understood the extent of and the reasons for the
issue, (ii) it has considered whether the issue
concerned could have implications across the
wider Group, (iii) corrective action has been
taken to address the issue and (iv) any lessons
that might be learnt are identified and
communicated across the Group.
Ethics and whistleblowing programme
Speak Up, the Group’s whistleblowing
programme, has been in place for a number
of years in all operations controlled by the
Group. This programme, which is monitored
by the Board, is designed to enable employees,
contractors, customers, suppliers and other
stakeholders to raise concerns confidentially
about conduct they consider contrary to
the Group’s values. It may include, for
example, unsafe or unethical practices or
criminal offences.
The Speak Up programme provides a number
of ways to raise concerns, including to various
internal points of contact, as well as through
an independent service provider that provides
a telephone reporting line, an email and a
web-based reporting facility. The independent
reporting line allows reports in multiple
languages and allows people to report
anonymously. Any whistleblowing concerns
are confidentially reviewed by the Ethics and
Compliance team and appropriately
investigated by the relevant team. At the
conclusion of an investigation, if a matter is
substantiated, action is taken, and any potential
lessons identified and learned. For more
information about Speak Up, see page 41.
During the financial year, the process and
policies were analysed and monitored to ensure
they continued to be effective. The Head of
Ethics and Compliance reports to the Board
once a year on the whistleblowing programme
and to the Audit Committee twice a year on the
wider ethics and compliance programme, as
well as on whistleblowing.
Engaging with our people
To meet the 2024 UK Corporate Governance
Code (Code) requirements on workforce
engagement, the Board, as it has done for a
number of years, concluded that each director
should be active in engaging with our people in
order to gather their views and to understand
the culture within the Group. The Board has not
introduced any of the three methods suggested
in the Code and uses an approach that builds
on the mechanisms and practices already in
place, in particular the non-executive director
site visit programme. The methods of
engagement are set out below.
It is the practice at each board meeting for the
Chair and the Non-Executive Directors to brief
the Board on their interactions with, and
impressions of, our people, our sites and our
culture. The Board believes that these methods
of engagement have enabled them to learn the
views of a wide cross-section of the workforce
and to understand how our strategy, purpose
and priorities are being received, understood
and applied across Tate & Lyle.
Engagement activities
Board site visits In September 2025, the Board visited our facility in Lille Skensved near
Copenhagen, Denmark, to tour the operations, meet with new colleagues
and see first hand how the integration was progressing.
Individual non-executive
director site visits
In September 2025, Warren Tucker, Kim Nelson and John Cheung, all
members of the Audit Committee, visited our Global Shared Service
Centre in Łódź, Poland to engage with colleagues delivering key
back-office support to the Group.
In October 2025, Kim Nelson and Warren Tucker visited our Customer
Innovation and Collaboration Centre (also a Research Centre) in Atlanta,
Georgia, US to gain insights into how our colleagues are supporting
customers in developing and reformulating products to meet evolving
consumer needs.
Supporting Employee
Resource Groups
Senior Independent Director, Kim Nelson, continued to provide support
to the Black Employee Network.
Employee surveys and
engagement initiatives
The Chief Executive and the Chief People Officer regularly report to the
Board on the outcome of employee matters and engagement initiatives.
Chief Executive Newsletter,
‘virtual cafés’ and on-site
townhalls
Nick Hampton and Executive Committee members share a business
update with the workforce via email every month.
In November 2025, Nick attended the inaugural meeting of the Culture
Council. Nick also holds virtual cafés twice a year with each of our
regions, along with other members of the Executive Committee. These
took place across May, June and November 2025.
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Governance
Stakeholder engagement continued
Investor engagement
Investors are an essential stakeholder for any
listed company. At Tate & Lyle, we engage with
institutional, debt and retail investors, including
employees and retirees, who have a personal
interest in the ongoing success of the Company.
Our investor relations programme has two
objectives. It aims to help existing and potential
investors understand Tate & Lyle, and to ensure
that directors understand the views of our
major investors through regular feedback. All
directors receive periodic updates on investor
communication activities, including at every
board meeting.
Our programme includes meetings across the
UK, Europe and North America, particularly
around the release of our full- and half-year
results, but we also meet investors regularly
outside the results cycle. Senior leaders and
the Investor Relations team maintain regular
contact with investors and analysts.
Feedback from investors is collected after
key interactions and shared with the Board,
alongside advice on best practice to
strengthen our approach and broaden
our shareholder base.
Annual General Meeting
The Annual General Meeting (AGM) gives
all shareholders the opportunity to ask
questions of the Board, including about
this Annual Report.
At our 2025 AGM, the advisory vote to approve
the Directors’ Remuneration Report (DRR)
was approved by a large majority of
shareholders, with 75.81% of the vote in
favour. The Board actively engages with
investors on remuneration, including on
the matters that gave rise to the votes against
this resolution.
May 2025
Full-year results
issued
UK and US investor
roadshow meetings
– by video and in
person
June 2025
UK investor
roadshow meetings
– by video and in
person
Investor conference
in Paris – in person
Annual Report
published
July 2025
Capital Markets
Event
Investor and analyst
site visit to pectin
facility and labs in
Lille Skensved, near
Copenhagen,
Denmark
AGM
September 2025
Investor conference
in US – in person
US and Canada
investor roadshow
meetings – in person
October 2025
Trading statement
issued
Meetings with
investors in respect
of trading statement
– by video and in
person
November 2025
Half-year results
issued
UK, US and
Continental Europe
investor roadshow
meetings – by video
and in person
Investor conferences
in the UK and France
– in person
December 2025
Investor visit to
customer innovation
and collaboration
centre in Hoffman
Estates, near
Chicago, US
US investor
roadshow meetings
– in person
February 2026
Q3 trading statement
issued
Meetings with
investors in respect
of trading statement
– by video and in
person
March 2026
Investor conferences
in the UK – in person
Investor calendar
Set out below is a summary of our major investor activity during the financial year:
Engaging with shareholders
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Section 172
statement
Our Section 172 statement
describes how the Directors
have had regard to stakeholders
interests when discharging their
duties under Section 172(1) of
the Companies Act 2006.
The statement comprises this page and page
81, which sets out the mechanisms used to
engage with stakeholders.
In discharging our duties, the Directors have
regard to the matters required by statute as
well as other factors deemed relevant. We
acknowledge that every decision we make will
not necessarily result in a positive outcome
for all our stakeholders. By considering the
Company’s purpose and values together with
its strategic priorities, and having a process in
place for decision-making, we aim to make sure
that our decisions are consistent and
purposeful.
Details on how our Board operates and the
way in which we reach decisions, are set out
throughout this Governance Report which runs
from pages 78 to 86.
During the year the Board was particularly
focused on the completion of the integration
of CP Kelco and the commercial transformation
of the Group to better serve its customers.
These two matters required the Board to
consider many aspects of Section 172 as it
completed its deliberations and approved
relevant programme. You can read more about
these decisions on page 79.
The likely consequences of any decision in the
long term
Company purpose: page 10
Our business model: page 13
Our strategy: page 14
Shareholder returns: page 27
Capital allocation: page 31
The impact of the Company’s operations on the
community and the environment
Carbon emissions: page 50
Community investment: page 42
Non-financial and sustainability information statement:
page 73
Sustainability: page 36
TCFD disclosures: page 68
The interests of the Companys employees
Stakeholder engagement: page 81
Inclusion: pages 40 and 89
Employment policies: page 40
Employee engagement statement: page 82
Our people: page 38
The Company maintaining a reputation for high
standards of business conduct
Whistleblowing: pages 41 and 82
Fraud policy: page 41
Audit Committee Report: page 90
Culture and values: pages 38 and 82
Independent auditor’s report: page 115
Non-financial and sustainability information statement:
page 73
The need to foster the Company’s business
relationships with suppliers, customers and others
Stakeholder engagement: page 81
Anti-Bribery and Corruption Policy page 41
Code of Ethics*: page 41
Modern Slavery Statement*: page 41
Supplier Code of Conduct*
Business Code of Conduct Policy*
* Available to view on our website www.tateandlyle.com
The need to act fairly as between members
of the Company
Stakeholder engagement: page 81
Investor engagement: page 83
The Company’s AGM: page 83
Investor roadshows: page 83
Capital Markets event: page 83
The table below highlights other sections of this report that explain how the Directors have had regard to Section 172:
Tate & Lyle PLC Annual Report 2026
84
Governance
Board
evaluation
The effectiveness of the Board and
its committees is vital to the overall
success of the Group.
This year, the Board undertook an externally
facilitated evaluation to assess the effectiveness
of the Board and its committees. The evaluation
was led by an independent board consultant,
Milena Djurdjevic of CalibroConsult.
CalibroConsult does not provide any other
services to the Group, ensuring full independence.
Milena Djurdjevic conducted individual meetings
with all members of the Board, the executive
team and senior management who regularly
engage with the Board. She also sought input
from the external advisor to the Remuneration
Committee and the Companys auditor, and
reviewed board and committee papers.
The evaluation considered a broad range of
areas, including board composition, board and
committee dynamics, engagement with
management, oversight of risk and the quality
and timeliness of papers and presentations.
Participants were encouraged to provide open
and constructive feedback, identifying strengths
as well as areas for improvement and
contributing to a set of actionable
recommendations.
Milena Djurdjevic also attended a number of
board and committee meetings to observe
dynamics and interactions first-hand. Following
the evaluation, she presented her findings, and
her recommended actions were discussed by
the Board.
The evaluation concluded that the Board and its
committees continue to operate effectively and
are supported by strong governance processes,
benchmarking well against comparable
companies of a similar size and scale. A number
of further opportunities were identified, as
outlined below, which will form a continued
focus in the 2027 financial year.
Feedback and recommendations Areas for focus in 2027
Board focus and performance oversight: The evaluation identified an opportunity for the Board to
increase its impact by focusing oversight and challenge on a small number of key drivers of business
performance.
Prioritise and regularly review a focused set of critical performance drivers, with board time and
attention directed towards oversight and constructive challenge of these priorities to support the
leadership team in improving execution and results.
Alignment of agendas to strategic priorities: The evaluation identified an opportunity to ensure board
agendas consistently allow sufficient time for discussion of the issues most closely linked to growth
and long-term value creation, alongside the Board’s governance responsibilities.
Review the structure and balance of agendas to ensure sufficient time is consistently allocated to
growth, customer impact and transformation priorities, with routine or informational items
streamlined where appropriate.
Enhancing regional insight and engagement: The evaluation highlighted that non-executive directors
would benefit from a deeper understanding of regional operating models, leadership structures and
market specific challenges to strengthen the quality of challenge and decision-making.
Increase opportunities for non-executive directors to engage with the regional presidents to build
deeper insight into regional performance, capability and challenges across the Group.
See pages 87 to 88, 90 and 99 for information about the effectiveness of the committees and individual directors.
2026 board performance review
Actions from the 2025 board performance review for focus in 2026 are set out below, together with details of the progress made.
Actions for focus in 2026 Progress and insight
Assessing a refreshed baseline of addressable market growth rates across key product lines,
geographies and categories
During 2026, the Board undertook a detailed review of market dynamics, growth opportunities
and competitive positioning across its key product lines and geographies. This included
consideration of refreshed external data and insights, and key industry disrupters and evolving
customer trends.
These matters were explored in depth at the Board’s annual strategy day and through
subsequent discussions, enabling constructive challenge of management’s assumptions and
priorities. This process informed the development of the Annual Operating Plan, with the Board
providing oversight and challenge to ensure alignment with the Group’s strategic priorities and
focus on delivery.
Getting a sharper view on key disruptors in the industry and updating our view of the competitive
landscape and market dynamics and insights into our customer penetration
Understanding the implications of refreshed external dynamics across platform, regional and category
plans to support the pipeline of initiatives that will accelerate growth in the next two to three years and
the necessary strategic initiatives to drive solutions leadership
Understanding how the market drivers and dynamics differ between our chosen markets
Understanding the implications on our global supply chain and solution capability plans
Updating our five-year plan and growth algorithm
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Board
statements
How we have applied the principles of
the UK Corporate Governance Code
For the year ended 31 March 2026, the
Company was subject to the Financial
Reporting Councils 2024 UK Corporate
Governance Code (Code), which can be
found at: www.frc.org.uk. The Board considers
that the Company has complied in full with
the principles and provisions of the Code.
Further information about our compliance with
the Code can be found on the following pages:
Fair, balanced and understandable
In accordance with the Code, the Board
considers that, taken as a whole, the Annual
Report and Accounts 2026 is fair, balanced and
understandable, and provides the information
necessary for shareholders to assess
Tate & Lyle’s position, performance, business
model and strategy.
Read more on page 91
Viability
The Directors have assessed the viability of the
Company and Group over a three-year period,
taking into account the Group’s current position
and the potential impact of the principal risks
and emerging risks. Based on this assessment,
the Directors confirm they have a reasonable
expectation that the Company and Group will
be able to continue operating and meet its
liabilities as they fall due over the three-year
period to 31 March 2029.
Read more on page 59
Risk assessment of the principal risks facing
the Company and annual review of systems of
risk management and internal control
The Board acknowledges its responsibility for
establishing procedures to manage risk. During
the year, the Board reviewed the effectiveness
of the Company’s risk management and internal
control systems and conducted a robust review
of the Company’s principal risks. These
activities meet the Board’s responsibilities in
connection with risk management and internal
control as set out in the Code.
Read more on pages 58 to 67
Page(s)
1. Board leadership and purpose
A. The role of the Board 80
B. Purpose, values and culture 10, 38 and 82
C. Governance reporting 78 to 86
D. Shareholder and stakeholder engagement 81 to 84
E. Workforce policies and practices 38 to 41
2. Division of responsibilities
F. The role of the Chair 80
G. Board composition and division of responsibilities 75 to 77 and 80
H. Role of the non-executive directors 80
I. Ensuring the Board functions effectively and efficiently 85
3. Composition, succession and evaluation
J. Succession planning for the Board 87 to 89
K. Skills, experience and knowledge of the Board 75 to 77
L. Board evaluation 85
4. Audit, risk and internal control
M. Independence and effectiveness of internal and external audit 93 to 94
N. Fair, balanced and understandable assessment 86 and 91
O. Risk management and internal controls 58 to 67, 86 and
93
5. Remuneration
P. Designing remuneration policies 99 to 100
Q. Executive remuneration 96 to 111
R. Remuneration outcomes and independent judgement 97 to 108
Tate & Lyle PLC Annual Report 2026
86
Governance
David Hearn
Chair of the Nominations Committee
Nominations
Committee Report
Chair’s
introduction
As the business continues to
evolve, the Committee continues
to strengthen leadership, progress
succession planning and ensure
the Board reflects the skills and
diversity needed for the future.
During the year, the Committee has focused
on ensuring that the Board and Executive
Committee remain closely aligned to
Tate & Lyle’s strategic priorities and are
equipped to deliver with pace and precision.
We have taken a proactive and structured
approach to succession planning, further
aligning our plans with the Company’s long-
term strategic direction. In doing so, we have
placed particular emphasis on commercial
focus and delivery. This approach supports the
development of a robust leadership pipeline
that not only reflects the diversity of our
markets, but is well placed to drive performance,
accelerate growth and respond to changing
customer and market dynamics.
Board composition
Changes to the composition of the Board
during the year reflect our continued focus on
maintaining a balanced and relevant mix of
skills, experiences and perspectives. The
Committee was pleased to welcome Steve
Foots, Chief Executive of Croda International
Plc, to the Board as a non-executive director
and the Board is benefiting from his strategic
leadership and deep customer focus. As
previously indicated, Lars Frederiksen retired
as a non-executive director in July 2025.
Glenn Fish, who had been appointed to the
Board by J.M. Huber Corporation (Huber),
our largest shareholder, stepped down as
a non-executive director in January 2026.
In line with the relationship agreement with
Huber, which entitles Huber to nominate
two non-executive directors, Heather
Harding was appointed as his successor.
Heather brings valuable experience of global
manufacturing businesses, together with strong
financial expertise.
Executive Committee members
The Committee has also overseen several
important changes to the composition of the
Executive Committee, reflecting the continued
evolution of the business and our focus on
building a leadership team with strong
commercial capabilities and operational depth.
Melissa Law was appointed as Chief
Commercial and Transformation Officer in
September 2025 and was succeeded by Kim
Faulkner as Chief Supply Chain Officer. Didier
Viala was also appointed as President, Americas
in December 2025, succeeding Bill Magee.
You can read more about these changes in
Nick’s review on page 8.
Together, these changes support the
Company’s long-term priorities and reinforce
our commitment to building a leadership team
with the skills and experience required to deliver
sustainable growth.
Inclusion at and below the Board
Inclusion remains central to the Committee’s
agenda. We continue to prioritise diversity of
thinking and backgrounds within the Board and
across the organisation, recognising that a
broad range of perspectives not only enhances
our governance and drives better outcomes, but
also contributes to a strong and sustainable
pipeline of future leaders.
At the time of writing, women represent 45%
of the Board, with 18% of directors drawn
from Black, Asian or other ethnically diverse
backgrounds. The Board comprises a mix of
nationalities that reflects the global profile
of the business, and two of the four most senior
Board roles are held by women. The proportion
of female directors has increased from 36%
last year, reflecting the appointment of
Heather Harding.
Committee effectiveness
An externally facilitated review of the
Committee’s effectiveness took place during
the year and concluded that the Committee
operates effectively. Further details on the
board evaluation and its outcomes are included
on page 85. Looking ahead, the Committee
will continue to maintain close oversight of
management’s progress in relation to talent
development, succession and inclusion initiatives.
David Hearn
Chair of the Nominations Committee
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Nominations Committee Report continued
Work undertaken during the year
The Committee maintains a calendar of items
for consideration at each meeting and reviews
and updates it regularly.
The Committee approved the appointment of
Heather Harding as one of Huber’s nominated
directors to our Board in January 2026.
The Committee also considered succession
plans for senior executive roles as part of an
ongoing review process. We welcomed Kim
Faulkner as a new member of the Executive
Committee and approved the other changes
to its composition outlined on page 8. We also
recommended the appointment of a new
Company Secretary.
Review of individual directors and the
Executive Committee
Each Director goes through a formal
performance review process as part of
the annual board performance review.
David Hearn led performance reviews of
the non-executive directors.
The Senior Independent Director gathered
views from members of the Board as to their
perceptions of, and feedback for, the Chair.
The Chair’s performance was also considered
as part of the externally-facilitated board
performance review during the year. These
reviews confirmed that each director continues
to make an effective contribution to the Board’s
work and is well prepared and informed about
issues they needed to consider. In each case,
their commitment remains strong.
The Committee evaluated the performance of
the members of the Executive Committee
including the Chief Executive and reported its
conclusions to the Remuneration Committee.
Consideration of time commitments
The Committee keeps under review the time
commitments required to fulfil the roles on
the Board.
Prior to appointment, each prospective
non-executive director confirms that they will
have sufficient time available to be able to
discharge their responsibilities effectively.
This is discussed by the Committee before any
appointment is recommended to the Board.
Additionally, the Board reviews and approves
requests by directors wishing to undertake new
external responsibilities or directorships, taking
into account the time commitments involved
and any potential conflicts. In 2019, the Board
agreed a framework for determining the
number of public company directorships that
directors can undertake in addition to their
appointment at Tate & Lyle, to help ensure that
they do not become over-committed.
Taken together these procedures support the
Committee in ensuring that directors have
sufficient time to discharge their duties
effectively.
AGM 2026: Recommendation of re-election
of directors
The Committee has recommended that all
the current directors are put forward for
election or re-election to the Board at the AGM
in July 2026.
Committee governance
Responsibilities
The Committee assists the Board by:
Reviewing the size and composition of the Board
Reviewing succession planning and the leadership needs of the Group
Recommending candidates for appointment as directors and as Company Secretary
Reviewing the performance of the Executive Directors.
More details of its responsibilities are set out in the Committee’s terms of reference at
www.tateandlyle.com/about-us/corporate-governance.
Membership
David Hearn (Chair)
Jeff Carr
John Cheung
Dr Isabelle Esser
Steve Foots
Kim Nelson
Warren Tucker
The Directors appointed to the Board by Huber may attend meetings of the Committee
as observers.
Other regular attendees at committee meetings
Chief Executive
Chief People Officer
Meetings
The Committee held three meetings during the year. Attendance is set out on page 77.
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88
Governance
Board inclusion
In its Inclusion Policy, the Board commits to
maintain, as a minimum, 40% female and 40%
male representation, and ethnic representation.
At the time of writing, 45% of our board
members are women, an increase from 36%
last year as a result of Heather Harding’s
appointment. In addition, 18% of the Board
identify as Black, Asian or from another
ethnically diverse background, representing
the global profile of our business. Women also
hold two of the four senior board positions.
When considering potential board
appointments the Committee engages search
firms that are signatories to the FTSE Women
Leaders Enhanced Code of Conduct, which
seeks to address gender diversity on boards
and use best practice for the related search
processes. In assessing candidates, the
Committee considers a broad range of criteria
for both long- and short-lists, including
experience, gender, age, culture and personal
attributes such as thinking style.
Inclusion below the Board
We recognise that to be a successful company,
we must be inclusive across the business.
We expect everyone, everywhere, to play a
role in ensuring we become a truly inclusive
organisation where differences are respected
and everyone’s contributions are valued.
Our approach to inclusion contains a
commitment to providing opportunities for all
colleagues, irrespective of (among other things)
sex, race, ethnicity, colour, religion, background,
age and sexual orientation.
The Board continues to support management’s
goal to achieve gender parity in leadership and
management roles. These roles extend to
around 500 managers in the top four employee
bands. The Board monitors progress against
this goal and is pleased to see that at 31 March
2026 the number of women in leadership and
management roles has increased to 45%.
As at 31 March 2026, gender diversity of our
senior management (defined as Executive
Committee members) and their direct reports
was 55% female. Our Executive Committee is
55% female, an increase from 42% last year.
Nominations Committee Report continued
Gender and ethnicity reporting of the Board and executive management
as at 31 March 2026
Gender identity of sex
1
Number of
Board members
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
2
Percentage
of executive
management
Men 6 55% 2 5 45%
Women 5 45% 2 6 55%
Not specified/prefer not to say
Identity by ethnicity
Number of
Board members
Percentage
of the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
executive
management
2
Percentage
of executive
management
White British or other White
(including minority-white
groups)
3
9 82% 3 10 91%
Mixed/Multiple Ethnic Groups
Asian/Asian British
4
1 9% 1 9%
Black/African/Caribbean/
Black British
5
1 9% 1
Other ethnic group, including
Arab
Not specified/prefer not to say
1 The information in these tables was collected directly from each individual.
2 For the purposes of this disclosure and in accordance with the Code, ‘executive management’ means the Executive Committee
(including the Chief Executive and Chief Financial Officer).
3 Victoria Spadaro Grant (Executive Committee member) identifies as Latin.
4 John Cheung (Director) and Remington Zhu (Executive Committee member) each identifies as Chinese (The People’s Republic of
China (Hong Kong SAR)) .
5 Kim Nelson (Director) identifies as African American.
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8989
The Committee continued to
monitor the integration of our new
businesses and their application
of our robust risk and controls
framework.
This year, the Committee’s work focused on
the integration of the CP Kelco business, a key
priority in ensuring the Group’s expanded
operations are supported by consistent and
effective governance. Particular emphasis was
placed on embedding robust risk management
and internal control frameworks across the
combined business, aligning processes and
standards to maintain a strong control
environment. The Committee also monitored
the delivery of synergies resulting from the
integration of CP Kelco.
The Committee monitored the integrity of the
Group’s financial reporting and maintained
oversight of the control environment within the
combined business. In addition to its routine
review of accounting judgements and
disclosures on key accounting matters,
including exceptional items and taxation (see
details set out on page 92), the Committee
reviewed and constructively challenged the
methodologies, judgements and disclosures
presented by management and, with input from
EY, was satisfied that these were appropriate.
This provided assurance that the Group’s
financial reporting remained robust, balanced
and supported by underlying controls.
Targeted deep-dive reviews were also
undertaken in selected aspects of the control
environment, including the Group tax and
treasury functions, covering both operational
effectiveness and talent management. As part
of this work, the Committee reviewed and
discussed with management the appropriateness
of the proposed updates to the Group’s Transfer
Pricing policy for the enlarged Group following
the CP Kelco acquisition, including whether
these were aligned with the value drivers and
decision-making. These reviews provide insight
into the consistency and maturity of control
execution across the Group.
Our oversight of both internal and external
audits, helps to ensure effective and
independent assurance across the Group.
The resourcing and quality of these audits are
critical to maintaining the integrity and reliability
of our financial reporting and risk management
processes. The Committee was pleased to
welcome Ginette Grant as the new Head of
Internal Audit and Risk in late 2025.
We also oversaw further progress in preparing
for the requirements of Provision 29 of the
2024 UK Corporate Governance Code. This
included monitoring the development of principal
risk assurance mapping, which is critical to
ensuring that the Group is prepared for the
enhanced internal control reporting requirements
that will first be reported on in our Annual Report
next year.
Throughout the year, the Committee continued
to assess the adequacy of the Group’s risk
management, internal control, and compliance
frameworks, including business practices and
IT and cyber security arrangements. Particular
attention was given to risks arising from the
integration of CP Kelco and the evolving external
environment. The Committee also considered the
implications of the new ‘failure to prevent fraud’
offence introduced by the Economic Crime and
Corporate Transparency Act 2023, which
included a review of the existing fraud risk
management processes and controls.
I continued to engage regularly with key
stakeholders, including senior management, the
internal audit function and the external auditor.
I also hold regular meetings with Jonathan Gill,
our lead audit partner. In addition, the
Committee meets privately with each of the
Chief Financial Officer, the Head of Internal
Audit and Risk, the Chief Executive and the
Company’s external auditor individually to
ensure that informal lines of communication
remain open, should they wish to raise any
concerns outside formal meetings. The
Committee also meets without management
present at every meeting.
During the year, I have enjoyed meeting a
number of our regional financial controllers
and audit managers to gain more insight into
the opportunities and complexities they face.
In September 2025, the majority of Committee
members visited our Global Shared Services
Centre, in Łódź, Poland, where we met with the
Vice President of Global Business Services.
Deep-dive sessions were also held with the
Regional Financial Director for Europe, Middle
East and Africa and members of his team, and
with the Finance Director, Supply Chain. This
visit enhanced members’ understanding of
operations and provided valuable insight into
local risk management practices. Members also
participated in the Board’s visit to Lille
Skensved, Denmark, gaining insight into the
integration of the CP Kelco business and its
local finance and control environment. I also
met with finance colleagues in Atlanta, US.
In addition to the recurring matters on the
Committee’s calendar, the Committee will focus
on (i) adapting and improving our controls and
processes, particularly as they pertain to the
forthcoming corporate governance requirements
in respect of Provision 29 regarding material
financial, operational, reporting and compliance
controls (and which will be reported on in
our 2027 Annual Report) and (ii) ongoing
developments to enhance the Group’s existing
IT and cyber security arrangements. The
Committee will continue to carry out deep dives
into key areas of focus, both at Group functional
level and at a regional level.
An externally facilitated review of the
Committee’s performance took place during
the year. This concluded that the Committee is
effective and provides constructive challenge.
The Committee will continue to refine the
balance and focus of its agendas to ensure time
is allocated to the most relevant matters while
maintaining appropriate depth of discussion.
Warren Tucker
Chair of the Audit Committee
Audit Committee
Report
Chair’s
introduction
Warren Tucker
Chair of the Audit Committee
Tate & Lyle PLC Annual Report 2026
90
Governance
Audit Committee Report continued
Committee governance
Responsibilities
The Committee assists the Board by overseeing the Group’s:
Financial reporting
Internal controls and risk management processes
Internal audit function
Relationship with the external auditor
More details of its responsibilities are set out in the Committee’s terms
of reference, which were reviewed during the year and are available at
www.tateandlyle.com/about-us/corporate-governance.
Membership
Warren Tucker (Chair)*
Jeff Carr*
John Cheung
Kim Nelson
The directors appointed by Huber attend meetings of the Committee as observers.
* Warren Tucker and Jeff Carr are both chartered accountants who bring a wealth of recent and relevant financial
experience to the Committee, having both served as CFOs of public companies listed on the London Stock Exchange
and having served on other FTSE 100 audit committees.
Other regular attendees at committee meetings
Chair of the Board
Chief Executive
Chief Financial Officer
Group Financial Controller
Head of Internal Audit and Risk
General Counsel
External auditor
Meetings
The Committee held five scheduled meetings during the year. Attendance is set out
on page 77. The Committee has also met once since the end of the financial year and
prior to the signing of this Annual Report.
Fair, balanced and understandable
reporting
Robust year-end governance processes are in
place to support the Board’s review of the
Annual Report, which include:
Ensuring that all of those involved in the
preparation of the Annual Report have been
briefed on the ‘fair, balanced and
understandable’ requirements
Internal verification by the Internal Audit
team of key data, including key
performance indicators and descriptions
used within the narrative
Regular engagement with, and feedback
from, senior management on proposed
content and changes
Feedback from external parties (corporate
reporting specialists, remuneration advisors,
external auditor) to enhance the quality of
our reporting
Review by the Audit Committee of the
governance processes employed to provide
assurance that the Annual Report is fair,
balanced and understandable, including
the opportunity to challenge members of
management, the Internal Audit team and
the external auditor on the robustness of
those processes
The Board considers that, taken as a whole,
the Annual Report is fair, balanced and
understandable.
Financial reporting
The Committee is responsible for monitoring
the integrity of the financial statements of the
Company, including its full- and half-year
reports, and any other formal announcements
or documents relating to the Company’s
financial performance. When the accounts
are being prepared, there are areas where
management exercises a particular judgement.
The Committee assesses whether the
judgements and estimates made by
management are reasonable and appropriate,
some of which can have a significant effect on
the amounts recognised in the financial
statements, taking into account the views of
the external auditor. The key accounting
judgements discussed and challenged by the
Committee are set out on the following page.
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Audit Committee Report continued
Significant matters relating to the financial statements considered by the Committee
Area Background Committee’s activities and conclusion
Exceptional items We exclude from certain of our alternative performance measures
exceptional items which are material in amount and that are outside
the normal course of business or relate to events which do not
frequently recur. Therefore, these merit separate disclosure in the
financial statements to provide a better understanding of the Group’s
underlying financial performance.
During the year, the Group recorded a net exceptional charge of £45 million. The Audit Committee rigorously evaluated
management’s judgement in classifying these exceptional items. A key focus was on the largest category, Integration costs,
where the Committee assessed whether these costs were justified by the anticipated synergies.
Taxation We operate and pay taxes in multiple jurisdictions, which requires
interpretation of complex tax law. As such, we make provision for
potential tax exposures to local tax authorities and reassess these as
necessary at the half year and year end. Our assessment is
underpinned by a range of judgements from tax professionals and
external advisors.
The Committee reviewed the key judgements made in estimating the Group’s tax charge along with the key disclosures, set
out in Note 2 and in Note 11. The Committee was satisfied that the judgements made in estimating the Group’s tax charge
were reasonable, and that the disclosures were appropriate in those notes.
The Committee considered and challenged the appropriateness of tax provisions at 31 March 2026, including changes in
provisions during the year, as well as the Group’s associated tax risks. The Committee also considered the composition of
the Group’s deferred tax balances and recognition judgements.
Impairment reviews We test all goodwill for impairment annually and additionally, as
required, test all assets where there has been an indicator of potential
impairment.
The Committee thoroughly reviewed and challenged the annual goodwill impairment assessments, scrutinizing the
assumptions made by management. With the adoption of a new regional organisational model during the year, the Group
revised its operating and reportable segments. In light of this change, the Committee evaluated whether the Group’s
approach to impairment testing appropriately reflected the new structure, including the allocation of goodwill to the relevant
groups of cash-generating units (CGUs).
Viability statement
and going concern
We undertake a detailed financial modelling exercise that considers
the impact on profit, cash, and working capital of a number of
potential scenarios which take into consideration future performance
and cash flows.
The Committee considered the viability and going concern statements, their underlying assumptions, and the longer-term
prospects of the Group. Following this review, the Committee considered it appropriate to prepare the Group’s Financial
Statements on a going concern basis.
The Group’s Going concern and Viability statement disclosures are set out in the Strategic Report on pages 35 and 59.
2024 UK Corporate
Governance Code
The provision on internal controls requires reporting from our 2027
full-year accounts (Provision 29).
The Committee received reports on the Company’s readiness for the changes. The Committee will continue to oversee the
processes being implemented in advance of the reporting for the year ending 31 March 2027.
Purchase price
allocation
On 15 November 2024, we completed the acquisition of the CP Kelco
business for total consideration of $1.8 billion (£1.4 billion). The
allocation of the purchase price to the various assets and liabilities
comprising CP Kelco is a complex accounting area requiring a
number of material judgements and estimates to assess the fair
values of acquired assets and liabilities.
The exercise to allocate the purchase price was finalised during the
first half of the financial year, within the 12-month timeframe from the
date of acquisition.
In the 2025 Annual Report and Accounts, a provisional allocation was disclosed. As the 12-month period approached its
conclusion, management undertook comprehensive regional reviews of the opening balance sheet. Any remaining risks
associated with acquired assets were adjusted against goodwill. The Committee rigorously challenged management’s final
judgements and accounting conclusions, particularly concerning working capital, to ensure they were appropriate and
aligned with IFRS 3, Business Combinations.
Additionally, the Committee evaluated the adequacy of the related disclosures and determined that both the judgements
made and the proposed disclosures were reasonable.
Tate & Lyle PLC Annual Report 2026
92
Governance
Annual review of the effectiveness of the
systems of internal control
The Board monitors the effectiveness of the
Group’s systems of internal control and risk
management throughout the year. Once a year,
the Board, supported by the Audit Committee,
conducts its own review of the effectiveness of
the systems of risk management and internal
control. As last year, the 2026 review was
facilitated by the Internal Audit team, and
covered the period 1 April 2025 to the date of
this Annual Report. The process included a
two-stage review to facilitate discussion, with
the Audit Committee discussing the results of
the review at their meeting in May 2026.
The output was subsequently discussed by
the Board.
The 2026 full-year review covered material
financial, operational and compliance controls,
our values and behaviours and the risk
management process. The review included
an independent analysis of the questionnaires
and representation letters completed by
management to ensure that the responses
from management were consistent with the
results of its work during the year. The
Committee reported to the Board that the
process for monitoring and reviewing internal
control and risk management processes is
robust and appropriate for the size and scale
of the business. It was noted that no significant
failing or weakness had been identified
and the Committee confirmed that it was
satisfied the systems and processes were
functioning effectively.
The Group’s Going concern and Viability
statement disclosures are set out in the Strategic
Report on pages 35 and 59, respectively.
Internal control and risk management
The Board is responsible for determining the
nature and extent of the principal risks it is
willing to take in achieving the Group’s strategic
objectives and for maintaining sound risk
management and internal control systems.
A formal process is in place that aims to identify
and evaluate risks, including emerging risks and
how they are managed. More details, including
the description of principal risks, are set out on
pages 58 to 67. The objective of the internal
control system is to protect the Group’s assets
and reputation and to ensure the reliability of
financial information for both internal use and
external publication. The systems of internal
control and risk management cannot eliminate
the risk of failure to achieve business objectives
but can provide reasonable (not absolute)
assurance against material misstatement or
loss. The Committee continued to receive and
consider regular reports from management and
the Head of Internal Audit on the effectiveness
of the Group’s internal controls and risk
management system as well as the external
auditor on matters identified during its statutory
audit work.
During the year, we received presentations on
risk strategy and risk process enhancements
made over the previous 12 months, and planned
improvements for the following 12-month
period. We also approved the risk management
plan for 2026.
Internal control over financial reporting
The Group has specific internal mechanisms
that govern the financial reporting process and
the disclosure controls and procedures around
the approval of the Group’s financial
statements. Twice a year, representatives from
the business certify that they have complied
with the minimum control standards and that
their reported information provides a true and
fair view of the state of the financial affairs of
their business unit and its results for the period.
The results of this financial disclosure process
are reported to the Committee.
Internal audit
The Internal Audit team provides independent
and objective assurance to all levels of
management up to the Board. Its responsibilities
include evaluating and reporting on the
adequacy and effectiveness of the systems
of risk management and internal controls
operated by management. Management
remains responsible for identifying risks and for
the design and operation of controls to manage
risk effectively.
The internal audit function is staffed by
professionally qualified and experienced
individuals located in China, Poland, the UK and
the US. They report to the Head of Internal Audit
and Risk, who is based in London, who in turn
reports directly to the Chair of the Audit
Committee and the Chief Financial Officer.
The Committee received, considered and
approved the annual internal audit plan,
which was constructed using a risk-based
approach taking account of risk assessments,
input from senior management and previous
audit findings. Following the integration of
CP Kelco, the plan was expanded to include
the CP Kelco entities.
The audit plan is continuously reviewed and is
driven by operational needs, emerging priorities
and business requirements. Any proposed
changes to the plan are discussed with, and
approved by, the Committee.
Ongoing visibility of the internal control
environment is provided through regular internal
audit reports to management and the
Committee. The reports are graded to reflect an
overall assessment of the control environment
under review, and the significance of any
control weaknesses identified. Remedial
actions to address findings are identified and
agreed with management. The Committee
receives a quarterly status report from the Head
of Internal Audit and Risk, detailing progress
against the agreed plan, key trends and
findings. The Committee places high emphasis
on remedial actions being taken as a result of
internal audits and reports from the Head of
Internal Audit and Risk provide updates on the
status of actions and engagement with the local
teams until the actions are closed.
The Code recommends that audit committees
review and monitor the effectiveness of internal
audit function and this is included in our
Committee’s terms of reference. As per the
Institute of Internal Auditors Standards, an
External Quality Assessment (EQA) of the
internal audit function should be conducted
at least once every five years and we received
the results of such an assessment in January
2026. The EQA assessment concluded that
Tate & Lyle’s internal audit function continues
to operate effectively, and rated in line with,
or ahead of, other global listed companies.
The EQA assessment offered several
recommendations on areas for future
enhancement of the function that will be
considered during the year.
External auditor
As part of the reporting of the Company’s
full- and half-year results statements, EY
reported to the Committee on its assessment
of the Group’s accounting judgements and
estimates and its control environment. EY
did not report any significant deficiencies in
controls, nor did it disagree with any of the
Group’s accounting judgements and estimates.
The Chair of the Committee meets with EY prior
to each meeting and on a regular basis outside
the meeting cycle.
Audit Committees and the External Audit:
Minimum Standard
The Committee considers that for the year
ended 31 March 2026, it has complied with
the Audit Committees and the External Audit:
Minimum Standard. Activities undertaken
to meet the requirements of the Minimum
Standard are set out throughout this report.
This includes the significant issues considered
in relation to the financial statements, set out
on page 92, and the assessment of the
independence and effectiveness of the
external audit and the safeguarding of auditor
independence set out on page 94.
Audit Committee Report continued
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Audit Committee Report continued
Safeguarding the external auditor’s independence
The independence of the external auditor is essential to the provision of an objective opinion on
the true and fair view presented in the financial statements. Auditor independence and
objectivity are safeguarded by several control measures, including limiting the nature and value
of non-audit services performed by the external auditor. In the current year, the auditors did do
some limited non-audit work, after careful consideration and approval by the Committee.
The Committee operates a policy to safeguard the objectivity and independence of the external
auditor. This policy sets out certain disclosure requirements by the external auditor to the
Committee, restrictions on the employment of the external auditor’s former employees, and
partner rotation.
During the year, the Committee reviewed the operation and results of this policy and confirmed
that, in its opinion, the external auditor remained independent.
Provision of non-audit services
The policy also sets out the circumstances in which the external auditor may be permitted to undertake
non-audit services and the services that are not permitted under any circumstances, such as the
provision of remuneration advice and internal audit outsourcing.
At each meeting, the external auditor reports any non-audit services provided and the fees incurred
by the Company. Under our policy on non-audit services, the Chief Financial Officer has authority to
approve permitted services up to £10,000, with any amounts above that limit requiring approval of the
Committee Chair or the Committee itself. Any amounts approved by the Chief Financial Officer are
reported to the Committee at its next meeting.
The total amount payable in respect of the Group audit and audit of subsidiaries was £4.4 million.
In addition, the fee for the Group’s half-year review was £0.1 million, which is included as a non-audit
service in accordance with standard practice. For Public Interest Entities, the Financial Reporting
Council (FRC) sets a cap on non-audit fees, limiting them to a maximum of 70% of the average statutory
audit fees paid over the preceding three years. Fees paid in respect of non-audit services therefore
comprised 2% of the total audit fees payable to EY.
Effectiveness of the external auditor
The effectiveness of the external auditor is assessed in accordance with a process agreed by the
Committee. As part of the process, the auditor’s performance for the 2025 financial year was reviewed
against criteria set at the start of the audit, which includes quality and experience of the audit team,
audit planning and adaptability to changes in business needs and the control environment, providing
objectivity and challenge, project management, and reporting and communication. The Committee
also took into consideration the FRC’s most recent guidance on evaluating audit quality.
The review sought feedback from management at both Group and divisional levels most directly
involved in the year-end audit, and feedback was also sought from EY on the contribution from our
management team to an effective audit.
The Committee considered the feedback received together with its wider knowledge and concluded
that the external audit process for the 2025 financial year was effective and that EY provided
independent challenge to management. Areas of focus were identified for the 2026 financial year.
The Committee will formally assess EY’s performance in relation to the 2026 audit following
its completion.
Audit quality
To maintain audit quality, the Committee reviews and challenges the proposed external audit plan,
including its scope and materiality, before approval, to make sure that EY has identified all key risks
and developed robust audit procedures and communication plans. Throughout the year, the Committee
looks at the quality of EY’s reports and considers its response to accounting, financial control and audit
issues as they arise.
The Committee also meets with EY regularly without management present, to raise any matters in
confidence and to provide an opportunity for open dialogue. This meeting also gives the Committee
the chance to monitor the performance of the lead engagement partner both inside and outside
Committee meetings.
Tenure
EY was appointed as the Group’s external auditor at the Company’s AGM in 2018 for the financial year
ended 31 March 2019 following a formal tender process. Jonathan Gill replaced Lloyd Brown as the lead
audit partner following the conclusion of his fifth year as lead audit partner in the 2023 financial year.
The 2026 financial year is Jonathan’s third year as lead audit partner. The Committee recommended,
and the Board intends to propose, the reappointment of EY as the Company’s auditor for the 2027
financial year. The Committee believes the independence and objectivity of the external auditor and
the effectiveness of the audit process are safeguarded and remain strong.
The Committee considers that the Company has complied with the Competition and Markets Authority’s
Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive
Tender Processes and Audit Committee Responsibilities) Order 2014 for the financial year under review.
There are no contractual obligations that restrict the Committee’s choice of external auditor.
Tate & Lyle PLC Annual Report 2026
94
Governance
Continuing to attract, retain and
motivate the right talent is
essential to our growth strategy
and aligning performance with the
expectations of our shareholders.
On behalf of the Board I am pleased to present
the report of the Remuneration Committee for
the year ended 31 March 2026.
I would like to thank Lars Frederiksen for his
many years of dedicated service on the
Committee and welcome Steve Foots who
joined the Board and the Remuneration
Committee at the last AGM.
Looking back on the 2026 financial year
I would also like to thank shareholders for
their support for the updated Directors’
Remuneration Policy and the Directors
Remuneration Report at last year’s AGM which
received 97.75% and 75.81% of the votes cast,
respectively. Whilst this was pleasing, I want to
acknowledge the views of the minority of the
shareholders that did not support the Directors’
Remuneration Report and assure them we will
continue to provide sufficient rationale behind
the Committee‘s decisions.
Recognising our people
I would next like to recognise employees across
Tate & Lyle for their contribution and commitment
during the year, particularly on successfully
completing the CP Kelco integration and their
continued focus on serving our customers.
Management and the Committee are mindful
of the continuing cost of living pressures for
employees around the world and so I was
pleased to see that the annual salary review
process was structured to maintain competitive
market increases across the general workforce.
We also recognised the majority of our
employees through some form of discretionary
reward for the year.
Incentive outcomes for the year
While good progress was made on the CP Kelco
integration, with delivery of cost synergies
ahead of plan, and the productivity programme
again performing well, the Group’s financial
performance was disappointing with revenue
and adjusted EBITDA both 3% lower on a pro
forma basis and in constant currency.
In line with the financial and non-financial
context for the year, the Committee reflected
on the variable pay outcomes for executive
directors and the broader stakeholder
experience in arriving at the final payouts
set out below:
Annual Bonus: the Chief Executive
Officer and Chief Financial Officer bonus
outcomes for the year were 8% of maximum
respectively. Whilst these outcomes reflect
the financial performance being below the
threshold targets set by the Committee, the
personal outcomes reflect the successful
completion of the CP Kelco integration and
setting up the business for future growth.
Performance Share Plan: The original targets
for the awards made in 2023 were set
before the CP Kelco acquisition. Following
completion of the acquisition, in line with
best practice and our Remuneration Policy,
the Committee reviewed the targets to
ensure that participants were not unfairly
advantaged or penalised by the combination.
This principle remains important to allow the
business to grow through organic sales
growth and returns, as well as value-added
M&A-related activity over time. In light of that
review, the Committee agreed changes to
the return on capital employed (ROCE) and
gender diversity targets to ensure they were
not materially easier or harder to satisfy
following the acquisition than was intended
when they were originally set. No changes
were made to any of the other targets. The
awards made in 2023 will vest at 37% of
maximum reflecting the performance of the
Group over the three-year period to 31 March
2026. ROCE performance was at the top end
of the performance range. However revenue
growth was below the threshold target. Our
TSR performance ranked below the median
of our sector peers resulting in both elements
lapsing in full. Continued progress on our
ESG goals led to partial vesting of this
element. Further details are provided on page
105.
Remuneration in the 2027 financial year
In keeping with best practice, the Committee
has decided to maintain salary increases for
the executive directors in line with the UK wider
workforce at 3% from 1 April 2026.
For the annual bonus plan, there will be no
changes to the current target or maximum
bonus opportunity for executive directors.
However, consistent with our business priorities
for the 2027 financial year, the Committee has
decided to place more emphasis on revenue
growth and increase the proportion of bonus
based on revenue to 35% of the total. EBITDA
and cash flow will reduce to 22.5% each and
the personal component will remain at 20% of
the total.
For the awards in 2026 under the Performance
Share Plan, the Committee decided to maintain
the same ROCE and revenue growth metrics
and targets as last year. It also decided that the
current peer group and approach to TSR should
remain unchanged.
For the ESG metrics, the Committee decided
to stop using the waste metric given that the
long-term goal has been largely achieved. In its
place, the Committee is adopting a new sugar
reduction metric consistent with the Group’s
purpose targets see page 28. More details on
this are set out on page 105 along with our
updated targets for greenhouse gas emissions,
water use and gender diversity.
The Committee will keep all targets under close
review for future awards to ensure they reflect
the long-term strategy, market consensus and
our growth ambition.
On behalf of the Committee, I look forward to
your continued support for the Annual Report
on Remuneration at the 2026 AGM.
Jeff Carr
Chair of the Remuneration Committee
Directors’
Remuneration Report
Chair’s
introduction
Jeff Carr
Chair of the Remuneration Committee
Financial statements Useful informationGovernanceStrategic report
Tate & Lyle PLC Annual Report 2026
9595
Metrics
1
Threshold Target Stretch
Outcome
(% of max)
80% Financial metrics with equal weighting
Group revenue ($m)
Group adjusted EBITDA
($m)
Group adjusted operating
cash flow (£m)
20% Non-financial
Strategic/non-financial
objectives, including
environmental and
purpose goals
Overall outcome
for the year ended
31 March 2026
Our remuneration philosophy is to offer competitive
packages that enable us to recruit, develop and
motivate excellent people wherever they are in the
world – specifically people who are highly skilled at
their jobs, who believe in our purpose and will help us
create sustainable, long-term, profitable growth.
This philosophy applies to all our people.
Annual bonus metrics
Rewards achievement of annual performance
objectives:
CEO target bonus is 100% of salary; Maximum is 200%
CFO target bonus is 75% of salary; Maximum is 150%
Maximum cash bonus is 100% of salary
Any award over 100% is paid in shares, deferred for two
years, and subject to claw back
Performance share plan awards vesting in 2026
Rewards achievement of long-term strategic
objectives against targets for awards made in 2023:
Maximum award is 300% of salary
Only 15% of the award vests at ‘threshold
A five-year timeframe applies: three-year
performance period plus a two-year post-vesting
holding period
Metrics Threshold Stretch
Outcome
(% of max)
30% Adjusted Group
organic revenue
CAGR
25% Adjusted Group
ROCE
25% Total
Shareholder Return
20% ESG metrics:
Greenhouse gas
emissions, water and
waste reductions,
gender diversity
Overall outcome –
2023 award
2 610 2 708 2 762 2 816
551
568 590 613
316 351 386262
+ ++ + =
Annual
bonus
Pension
contribution
BenefitsSalary
Performance
share plan
Total
remuneration
Fixed pay Performance-related pay
Shareholding requirements: CEO 400% of salary; CFO 300% of salary
40%
50%
100%
Chief Executive
Chief Financial Officer
50%40% 100%
50% 8%8% 100%
Chief Executive
8%50%8% 100%
Chief Financial Officer
FY24 Plan FY26 ‘aspiration’
Median Upper Quartile< Median
3%-3% 8%
61%
15% 100%37% 37%
Actual
What are the components of our executives’ remuneration?
How did we determine performance-related pay in the 2026 financial year?
0%
25%
12%
0%
8%
8%
0%
0%
0%
4% 8%8%
Remuneration
at a glance
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
96
Governance
Nick Hampton Chief Executive
Fixed pay Base Pay 820
Pension 123
Benefits 19
Total Fixed 962
Variable pay Annual Bonus 131
Share awards 382
Total Variable 513
Total 1 475
Sarah Kuijlaars Chief Financial Officer
Fixed pay Base Pay 516
Pension 71
Benefits 15
Total Fixed 602
Variable pay Annual Bonus 62
Share awards 0
Total Variable 62
Total 664
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000
100%
32% 41%27%
19% 32% 49%
Below
threshold
Target
Stretch
FY26
actual
FY26
actual
£962
£3,012
£5,062
£1,475
65% 9%
26%
Composition of remuneration £000s
Composition of remuneration £000s
100%
34% 22% 44%
21% 26% 53%
Below
threshold
Target
Stretch
£602
£1,763
£2,924
91% 9%
Chief Executive – Nick Hampton
Chief Financial Officer – Sarah Kuijlaars
£664
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000
100%
32% 41%27%
19% 32% 49%
Below
threshold
Target
Stretch
FY26
actual
FY26
actual
£962
£3,012
£5,062
£1,475
65% 9%
26%
Composition of remuneration £000s
Composition of remuneration £000s
100%
34% 22% 44%
21% 26% 53%
Below
threshold
Target
Stretch
£602
£1,763
£2,924
91% 9%
Chief Executive – Nick Hampton
Chief Financial Officer – Sarah Kuijlaars
£664
Remuneration outcomes compared to policy scenarios for the year ended 31 March 2026
As a percentage of total remuneration
How did remuneration outcomes for the year compare with pay policy scenarios?
Executive directors’ total remuneration
The tables below set out a single figure for the total remuneration received by each executive director for the year ended 31 March 2026. The full table can be found on page [101].
Base and benefits
Annual Bonus
Performance Share Plan
Directors’ Remuneration Report continued
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Tate & Lyle PLC Annual Report 2026
9797
Approach to implementing our remuneration policy for the 2027 financial year Rationale
Base Salary Policy:
Benchmarked periodically against comparable roles at global UK-listed companies of similar size and complexity.
In deciding base salary levels, the Committee considers personal performance including the individual’s contribution to the achievement of the Group’s strategic objectives as
well as employment conditions, salary levels across the Group, and market practice in those global locations where the Group competes for talent.
Base salaries are reviewed annually with any increases normally aligned with those of the wider workforce, and effective from 1 April.
Implementation from 1 April 2026:
Nick Hampton: £844,600 (+3%) in line with wider UK workforce.
Sarah Kuijlaars: £530,965 (+3%) in line with wider UK workforce.
Base salaries are normally
aligned with competitive
market norms or wider
workforce increases which
for the UK in 2027 financial
year will increase by 3%.
Pension
and
Benefits
Policy:
Executives may receive a contribution to a personal pension plan, a cash allowance in lieu or a combination thereof.
Other benefits normally include car allowance, medical insurance and life insurance, and are set at a level considered appropriate taking into account market practice and consistent
with the wider workforce.
Implementation from 1 April 2026:
No change to the range of benefits provided.
Nick Hampton and Sarah Kuijlaars will continue to receive a pension benefit of 15%, aligned to that of the wider UK workforce.
Pension levels for all
executive directors are
aligned to the wider
workforce rate, in line with
prior commitment to
investors and market
expectations.
Annual
bonus
Policy:
The maximum opportunity for the 2027 financial year is 200% of salary for the Chief Executive and 150% for the Chief Financial Officer (target: 50% of maximum).
Performance measures, targets and weightings are set at the start of each year.
Financial performance will normally be weighted 80% of the overall opportunity, with the remainder (up to 20%) linked to the achievement of personal strategic objectives.
Any bonus earned above 100% of salary is deferred into shares for two years.
Implementation from 1 April 2026:
Maximum opportunity of 200% of salary for Chief Executive/150% for Chief Financial Officer.
The split of financial to non financial metrics will remain as 80% financial/20% strategic personal goals.
Financial metrics will be: Group revenue (35%)/Group adjusted EBITDA (22.5%)/Group adjusted operating cash flow (22.5%) calculated on a constant currency basis
using a budget rate.
Full disclosure of targets
and performance outcomes
will be provided in the next
Remuneration Report.
Long-Term
Incentive
Plan
Policy:
The maximum opportunity permissible under the PSP will be 300% for executive directors.
Implementation from 1 April 2026:
No change – PSP award of 300% of salary for Chief Executive and Chief Financial Officer with 15% of the award vesting at threshold.
Awards will vest over the three financial years to 31 March 2029 subject to:
30% Adjusted Group organic revenue CAGR
25% Adjusted Group ROCE
25% Relative Total Shareholder Return (TSR)
20% ESG metrics
A two-year post-vesting holding period will also apply following cessation – five year in total.
Full disclosure of the targets
performance outcomes are
set out on page 105.
Malus and
claw back
provisions
Malus and claw back provisions will apply to all share awards made under the bonus and PSP for a period of two years after vesting.
Shareholding
requirement
Chief Executive and Chief Financial Officer are required to build up shareholdings of 400% and 300% of salary, respectively.
Executive directors are required to hold 100% of their shareholding guideline for 24 months after cessation or their actual holding on departure if lower.
Key: Number of years: Performance period Deferral/holding period Ongoing requirements
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
98
Governance
The Remuneration Committee
Committee membership and meetings during the year
The Committee comprised the following independent non-executive directors during the year:
Jeff Carr, Isabelle Esser, Steve Foots (from 24 July 2025), Lars Frederiksen (until 24 July 2025) and
Warren Tucker. The Committee was chaired by Jeff Carr. The non-executive directors appointed
by Huber attend meetings of the Committee by invitation as observers. Attendance of members at
meetings during the year is set out on page 77. The Company Secretary serves as secretary to
the Committee.
The Chair of the Board, Chief Executive, Chief Financial Officer, Chief People Officer, and the VP,
Head of Total Rewards may be invited to attend meetings to assist the Committee, although none
are present or involved when his or her own remuneration is discussed.
The Committee’s external advisor attends each meeting to provide independent advice, and also
provides regular updates to the Committee on relevant corporate governance and market-related
developments, to ensure that the Committee’s decisions take Group strategy and the needs of the
business into account, while reflecting investor and governance expectations.
Main responsibilities of the Remuneration Committee
The Committee has a formal calendar of items for consideration. The main responsibilities of the
Committee include:
Assessing the appropriateness of executive remuneration in the context of the Group’s
strategy and priorities as well as overall competitiveness, informed by data from
independent external sources.
Setting the detailed remuneration of the executive directors, designated members of senior
management, and the Chair of the Board (in consultation with the Chief Executive), including
salary or fees, annual bonus, long-term incentives, and contractual terms.
Setting performance targets for awards made to senior executives under the annual bonus
plan and the long-term incentive plan, and reviewing performance outcomes.
Reviewing the broader operation of the annual bonus and long-term incentive plan,
including participation and overall share award levels.
Reviewing workforce remuneration policies and engagement in accordance with the 2024
UK Corporate Governance Code.
Reviewing its own effectiveness each year.
The Committee’s terms of reference, which are reviewed annually, are available on the Company’s
website, www.tateandlyle.com.
Committee effectiveness
During the year, the Board carried out an internally facilitated review of its effectiveness and that of
its Committees. Feedback was sought from the Committee members, certain members of senior
management and the external advisor. The output was discussed by the Committee. This
concluded that the Committee continued to operate effectively throughout the year and confirmed
the appropriate areas of focus for the year ahead.
Committee advisor
The Committee appointed Deloitte LLP to act as external advisor following a review and competitive
tender process in 2012, with a change in lead advisor in 2022. As part of its annual processes, the
Committee considered and confirmed that advice received during the year from Deloitte LLP was
objective and independent. Deloitte LLP is a signatory to the Remuneration Consultants’ Code of
Conduct; this gives the Committee additional confidence that the advice received is objective and
independent of conflicts of interest. Fees charged by Deloitte LLP for the provision of remuneration
advice to the Committee amounted to £42,500 for the year ended 31 March 2026, with fees
charged on a time incurred basis. During the year ended 31 March 2026, Deloitte LLP also provided
unrelated services to the Group in respect of corporate finance, consulting, tax and compliance.
Statement of shareholder voting
The last Annual Report on Remuneration and Remuneration Policy was approved by shareholders
at the AGM on 24 July 2025. The following voting outcomes were disclosed after the relevant meeting:
Resolution
Total for
(number of
votes) % of vote
Total against
(number of
votes) % of vote
Withheld
1
(number of
votes)
Directors’ Remuneration Policy –
24 July 2025 335,249,944 97.75% 7,732,103 2.25% 3,481,639
Annual Directors’ Remuneration Report –
24 July 2025 260,025,653 75.81% 82,978,316 24.19% 3,459,717
1 Votes withheld are not counted in the calculation of the proportion of votes for or against a resolution.
Resolution to approve the Annual Report on Remuneration at the 2026 AGM
A resolution to approve this Annual Report on Remuneration will be proposed at the AGM on
22 July 2026.
Summary of the Directors’ Remuneration Policy to be applied in 2027 financial year
Remuneration Policy summary
The Directors’ Remuneration Policy (the Policy) was approved at the 2025 AGM with full details
disclosed at the time. Executive directors’ remuneration consists of base salary, annual bonus,
long-term incentives, share awards, retirement and other benefits as summarised in the ‘at a glance’
section on pages 96 and 97. Each component has a clear purpose, and the variable elements are
driven by achievement against relevant financial and non-financial performance indicators which
have a clear link to the Company’s strategy and purpose. A strong alignment with shareholders’
interests is maintained through a majority of the package weighted towards performance-based
reward as well as significant personal shareholding requirements imposed on each executive director.
Safety and broader environmental and corporate responsibility matters are specific factors that the
Remuneration Committee may consider when making final decisions on pay and incentive outcomes.
Malus and claw back provisions apply to incentive awards following release.
Non-executive directors receive fees relating to their Board and Committee responsibilities, and do
not receive additional benefits or participate in incentive arrangements.
The Policy is published on pages 119 to 123 of our Annual Report 2025, and is available on the
Company’s website (www.tateandlyle.com/investors/annual-reports). The Policy was approved by
shareholders at the AGM on 24 July 2025 (with 97% of votes cast to support the resolution), as
described above.
The Committee retains discretion on specific aspects of the Policy and implementation, along with
an overriding discretion to determine bonus outcomes and judge the level at which share awards
vest, to ensure that payments are consistent with the underlying financial health and performance
of the business.
The Committee may make minor changes to the Policy without seeking shareholder approval, for
example, to benefit the administration arrangements, or to take account of changes in legislation.
Any such changes would be disclosed in the relevant Annual Report.
Directors’ Remuneration Report continued
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Tate & Lyle PLC Annual Report 2026
9999
Service contracts
The Group’s policy regarding executive directors’ service contracts and appointment terms is to
take account of market practice, and to ensure that provisions in relation to notice periods or
termination payments are not excessive, as well as to ensure that contracts provide appropriate
protection for the Group, for example, in relation to restrictions on competition, solicitation of
customers or employees, and the protection of intellectual property. Executive directors are
employed under service contracts that provide for six months’ notice from the executive and
12 months’ notice from the Company.
The Chair and non-executive directors have letters of appointment and do not have service
contracts or notice periods. Under the terms of their appointment, they are usually expected to
serve on the Board for between three and nine years, subject to their re-election by shareholders.
The Chair and non-executive directors receive a fee for their services, and do not participate in the
Group’s incentive or pension schemes, do not receive any other benefits, and have no right to
compensation if their appointment is terminated.
Service contracts for executive directors and letters of appointment for the Chair and non-executive
directors are available for inspection at the Company’s registered office.
Remuneration framework and key principles
The Group’s remuneration strategy and principles apply consistently to employees, managers
and executives.
Our approach is designed to be fair, equitable, and globally consistent, recognising that we recruit
talented individuals and operate in a global market.
Base pay and benefits are referenced to the comparative local market, taking account of
company size and operations. The primary reference points used are UK-listed companies with
a similar market capitalisation to Tate & Lyle (excluding financial services companies and those
with a low ‘internationality’).
Assessments of performance and potential provide meaningful opportunities for career and
pay progression, based on an individual’s skills and contribution over time.
Individuals in key roles that can drive annual and longer-term performance may be selected to
participate in our short- and long-term incentive plans, to encourage the achievement of
genuinely stretching business objectives.
All aspects of remuneration are designed to encourage a focus on long-term, sustained
performance and risk management. Outcomes must be achieved in a way that is consistent with
the Group’s values and Code of Ethics, and that fosters sustainable, profitable growth aligned
with our purpose.
Alignment with shareholders’ long-term interests is carefully preserved by linking senior executive
pay to performance; effective governance around remuneration decisions; setting targets that
challenge management to drive high performance; the adoption of shareholding guidelines at
senior executive levels; and appropriate malus and claw back provisions.
Application of Remuneration Policy for executive directors
The charts opposite illustrate the value that may be delivered from each element of the package
under different performance scenarios. The charts also illustrate the incremental value that would
be delivered under a ‘stretch’ performance scenario if the share price increased by 50% between
award and release of the long-term incentive award (under which scenario all shareholders would
benefit from similar gains) based on salary for the 2027 financial year.
Directors’ Remuneration Report continued
Base and benefits
Annual Bonus
Performance Share Plan
100%
32% 41%27%
19%
32%
49%
Below
threshold
Target
Stretch
Stretch +
50% share
growth
Stretch +
50% share
growth
£990
£3,102
£5,213
£6,480
15% 26% 59%
Composition of remuneration £000s
Composition of remuneration £000s
100%
34% 22% 44%
20% 27%
21%
53%
63%
Below
threshold
Target
Stretch
£616
£1,812
£3,008
£3,805
16%
Chief Executive – Nick Hampton
Chief Financial Officer – Sarah Kuijlaars
0 1,000 2,000 3,000 4,000 5,000 6,000 7,000
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500
100%
32% 41%27%
19%
32%
49%
Below
threshold
Target
Stretch
Stretch +
50% share
growth
Stretch +
50% share
growth
£990
£3,102
£5,213
£6,480
15% 26% 59%
Composition of remuneration £000s
Composition of remuneration £000s
100%
34% 22% 44%
20% 27%
21%
53%
63%
Below
threshold
Target
Stretch
£616
£1,812
£3,008
£3,805
16%
Chief Executive – Nick Hampton
Chief Financial Officer – Sarah Kuijlaars
0 1,000 2,000 3,000 4,000 5,000 6,000 7,000
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500
Tate & Lyle PLC Annual Report 2026
100
Governance
Annual Report on Remuneration for 2026
This section of the report provides details on how the Remuneration Policy was implemented during the financial year ended 31 March 2026 and how it will be implemented during the financial year
ending 31 March 2027. It has been prepared in accordance with the provisions of the Companies Act 2006 and Schedule 8 of the Large and Medium-Sized Companies and Groups (accounts and reports)
regulations 2008 (as amended). It also meets the requirement of the FCA’s Listing Rules. In accordance with the Regulations, the following sections of the Remuneration Report are subject to audit.
The following table sets out a single figure for the total remuneration received by each executive director for the 2026 financial year, and compares this with the equivalent figure for the prior year.
The Committee believes that the Remuneration Policy has operated as intended to the year ended 31 March 2026 with no deviations from the approved Policy.
Single figure table (audited)
£000s Salary/fees Benefits
1
Pension
Total f ixed
Remuneration Annual bonus
2
Share awards
3
Total variable
remuneration
Total
remuneration
Year ended 31 March 2026 2025 2026 2025 2026 2025 2026 2025 2026 2025 2026 2025 2026 2025 2026 2025
Executive directors
Nick Hampton 820 723 19 18 123 108 962 849 131 490 382 617 513 1 107 1 475 1 956
Sarah Kuijlaars
4
516 272 15 7 71 27 602 306 62 157 0 0 62 157 664 463
Board Chair
David Hearn
365 355 365 355 365 355
Non-executive directors
5
Jeff Carr
6
90 69 90 69 90 69
John Cheung 71 69 71 69 71 69
Dr Isabelle Esser 71 69 71 69 71 69
Steve Foots
7
49 49 49
Cláudia Vaz de Lestapis
Kimberly Nelson
85 80 85 80 85 80
Heather Harding
7
Warren Tucker 90 88 90 88 90 88
Former directors
Dawn Allen
221 6 33 260 260
Patrícia Corsi 69 69 69
Glenn M. Fish
7
Lars Frederiksen
7
22 69 22 69 22 69
Sybella Stanley 63 63 63
Total 2 179 2147 34 31 194 168 2 407 2 346 193 647 382 617 575 1 264 2 982 3 610
1 Benefits for executive directors include health insurance and car allowance.
2 Bonus calculations are set out on page 103.
3 2022 PSP outcomes paid in 2025 are restated to the vesting price of the award being 547.5 pence on 4 June 2025. 2023 PSP outcomes are discussed on page 105. Value shown in the table above is based on the average closing price for the period 1 January 2026 to
31 March 2026 being 369.97 pence.
4 Sarah Kuijlaars joined the Board on 16 September 2024 and became Chief Financial Officer.
5 In accordance with the Group’s expenses policies, non-executive directors receive reimbursement for their reasonable expenses for attending Board meetings. In instances where those costs are treated by HMRC as taxable benefits, the Group also meets the associated tax cost
to the non-executive director through a PAYE settlement agreement with HMRC. Amounts are minimal and do not show in the table after rounding.
6 Jeff Carr was appointed 1 April 2024 and became Chair of the Remuneration Committee on 31 December 2024; pay for his chair fee from 31 December 2024 to 31 March 2025 was included in his April 2025 payment.
7 Changes in Board during the year; Steve Foots was appointed to the Board at the AGM on 24 July 2025, Heather Harding was appointed to the Board 27 January 2026 replacing Glenn M. Fish after he stepped down from the Board on 26 January 2026 as representatives of
J.M. Huber Corporation who do not take fees. Lars Frederiksen stepped down from the Board after the AGM on 24 July 2025.
Directors’ Remuneration Report continued
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Fixed elements of directors’ pay
Executive directors’ salaries
The Remuneration Committee reviews executive director salaries at the start of each financial year.
The Committee approved a 3% increase to the Chief Executive and Chief Financial Officer with
effect from 1 April 2026 at the level agreed for the wider UK workforce taking their annual salaries to
£844,600 and £530,965 respectively.
Chair’s and non-executive directors’ fees
Fees are reviewed annually, in accordance with our stated Policy, by the Committee (excluding the
Board Chair) in respect of the Board Chair’s fee, and by the Board Chair and the executive directors
in respect of other non-executive directors’ fees.
For the 2027 financial year, it was agreed that the Chair’s and the non-executive director basic fee
would be increased by 3% in line with the wider workforce. In the case of the Senior Independent
Director the fee was adjusted by 4% in line with competitive market norms.
Fees, based on individual director responsibilities, are shown in the table below.
There were no changes to the other pay elements in the year and no proposed changes from
1 April 2026.
Fees (per annum) as at 1 April 2026 (£) 2026 2025 % Change
Basic fees
Board Chair 375 000 365 000 3%
Non-executive director 73 285 71 150 3%
Senior Independent Director 88 285 85 000 4%
Supplemental fees
Chair of Audit Committee 18 500 18 500 0%
Chair of Remuneration Committee 15 000 15 000 0%
Directors’ Remuneration Report continued
Annual bonus
The structure of the annual bonus for the year ended 31 March 2026 for executive directors is
described below. 80% of the bonus was linked to financial performance conditions and 20% linked
to the achievement of specific ‘business strategic’ or non-financial objectives.
The strategic non-financial objectives established by the Nominations and Remuneration
Committees at the start of the year reflected the Group’s priorities for the year, with performance
achievements against those objectives being reviewed by the Committee at the end of the year to
determine a bonus outcome. In determining the final bonus outcomes, the Nominations and
Remuneration Committees have due regard to the shareholder and broader stakeholder
experience in addition to the formulaic outcomes for each metric.
Strategic objectives
(20% of total)
Financial metrics (80% of total):
Group revenue
(26.6% of total)
Aligned to strategic and
operational priorities
Group adjusted EBITDA
(26.6% of total)
Group adjusted cash flow
(26.6% of total)
+
++
Awards are subject to Remuneration Committee discretion, taking into account underlying business
performance, and environmental, health and safety performance.
Note: Bonus outcomes are assessed at budgeted exchange rates for comparability.
Performance may therefore differ from the corresponding metrics included in the financial statements.
Adjusted operating cash flow is equivalent to free cash flow before the impact of retirement cash contributions, net interest and tax paid.
Deferral into shares
Bonus awards up to 100% of base salary are paid in cash. Any excess above 100% of base salary is
paid in the form of deferred shares. The shares are released after two years subject to the executive
director remaining in service with the Group and carry the right to receive a payment in lieu of
dividends between grant and release.
Malus and claw back provisions
Both the cash and share elements are subject to malus and claw back provisions for a period of
24 months following the award. This means that they may be recouped in whole or in part, at the
discretion of the Committee, in the exceptional event that results are found to have been misstated
or if an executive director commits an act of gross misconduct or circumstances leading to
corporate failure.
Tate & Lyle PLC Annual Report 2026
102
Governance
Annual bonus for the year ended 31 March 2026 (audited)
The table below provides further information on each metric, the targets set at the start of the year
and actual performance for the year.
Target range Actual
performance
In the year
ended
31 March 2026
Bonus outcome
Bonus metric Link to strategy Weighting Threshold Target Stretch
% of
max
% of
salary
80% Financial metrics with equal weighting
Group revenue
1
Captures ‘top-line’
value-based
performance
26.6% $2 708m $2 762m $2 816m $2 610m 0% 0%
Group adjusted
EBITDA
2
Measures the
underlying profit
generated by the total
business and whether
management is
converting growth into
profit effectively
26.6% $568m $590m $613m $551m 0% 0%
Group adjusted
operating cash
flow
Provides a focus on
managing working
capital and converting
profit into cash
effectively
26.6% £316m £351m £386m £262m 0% 0%
20% Non-
financial personal
and strategic
performance
Measures non-
financial performance
key to achieving
corporate goals
20% See page 104 for
details
Chief Executive
Chief Financial Officer
8%
8%
16%
12%
Financial
underpin
The Committee also considers the Group’s safety and overall financial performance to
ensure that the results across all metrics, financial and strategic, are a fair reflection of the
underlying strength and performance of the Group.
The Committee has taken into consideration the overall financial performance of the business in
arriving at its final assessment of the non-financial and strategic outcomes with the final bonus
awards for the year ended 31 March 2026 set out below.
% of
max
% of
salary
Nick Hampton Chief Executive 8% 16%
Sarah Kuijlaars Chief Financial Officer 8% 12%
Any bonus up to 100% of base salary is paid in cash and any balance is paid in the form of deferred shares.
1 Group revenue of US$2,610 million has been converted into US dollars using budgeted exchange rates over the year.
2 Group EBITDA of US$551 million converted into US dollars based on budgeted exchange rates over the year.
Bonus arrangements for the year ahead
As set out on page 98, this bonus structure will be retained for the year ahead, with 80% weighted to
financial performance, reflecting the combination of (i) top-line growth, (ii) profit delivery, and (iii)
cash performance, alongside a 20% component linked to strategic progress. There will be an
increase in weighting on revenue to 35% to reflect its importance for the financial year 2027, with
EBITDA and cash flow both at 22.5% of the total bonus. The Board considers that bonus targets for
the year ahead are commercially sensitive because they may reveal information about the business
plan that may damage our competitive advantage, and accordingly does not disclose these on a
prospective basis. However, we continue our practice of reporting targets in full, and the level of
performance achieved, for each year just ended.
Strategic objectives
(20% of total)
Financial metrics (80% of total):
Group revenue
(35% of total)
Aligned to strategic and
operational priorities
Group adjusted EBITDA
(22.5% of total)
Group adjusted cash flow
(22.5% of total)
+
++
Awards are subject to Remuneration Committee discretion, taking into account underlying business
performance, and environmental, health and safety performance.
Note: Bonus outcomes are assessed at budgeted exchange rates for comparability.
Performance may therefore differ from the corresponding metrics included in the financial statements.
Adjusted operating cash flow is equivalent to free cash flow before the impact of retirement cash contributions, net interest and tax paid.
Directors’ Remuneration Report continued
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103103
CEO: Financial year ended 31 March 2026 objectives and headline assessment
1. Successful completion of CP Kelco integration
Integration of CP Kelco completed with full separation from Huber.
New regional operating model implemented from 1 April 2025.
US$24 million cost synergies delivered during the year; revenue synergies also on track.
Migration of certain CP Kelco customers from distribution to direct-service model underway.
Launch of refreshed brand completed and further enhanced.
First global employee survey for combined business showed strong engagement across the business.
Assessment: Integration of CP Kelco successfully completed with cost synergies delivered ahead of plan and
company culture being effectively embedded across the organisation.
2. Targeted actions and investments to strengthen customer focus and commercial capabilities
Implemented four clear priorities to drive top-line growth and improve financial performance.
Undertook detailed customer segmentation exercise, driving realignment of customer-facing teams.
High levels of customer engagement with new business pipeline increased by 15% in the year.
Investment in new technology to enhance sales and technical team’s effectiveness and capabilities.
Strengthened leadership team to ensure the business acts with urgency and pace to deliver priorities.
Assessment: Decisive actions taken to drive top-line growth and improve performance.
3. Building stronger solutions-based business
Solutions represented 35% of new business wins by value.
Cross selling pipeline more than doubled in the second half (H2) of the 2026 financial year.
Delivered compelling marketing campaign on mouthfeel capabilities; well-received by customers.
Solutions chassis programme accelerated with eight new chassis launched in the year.
Power of combination to deliver customer solutions evidenced in successful Capital Markets event.
Assessment: Good progress building stronger solutions-based business to support long-term growth.
4. Accelerating R&D and innovation
£86 million invested in innovation and solution selling in the year.
Revenue from New Products increased by 9% on a like-for-like basis.
Launch of Yume
TM
a new brand of stevia-derived sweetener, in partnership with Manus.
New partnership with MassChallenge in the UK and Switzerland to access early-stage innovation.
Assessment: New Products revenue and focus on innovation continues to increase and demonstrate
positive momentum.
5. Good progress on purpose and sustainability targets
Strong progress implementing culture for combined business supported by launch of new values.
New and updated purpose targets developed for combined business.
Delivered 17% reduction in absolute Scope 1 and 2 Energy and Industrial GHG emissions (2019 baseline).
Delivered 26% reduction in absolute Scope 3 Forest Land and Agriculture GHG emissions (2019 baseline).
98% of waste beneficially used across the Group.
12.1 million MT of sugar removed from diets through our low- and no-calorie sweeteners since 2020.
Women in management and leadership roles at 45%.
Good safety performance for eighth year running.
Assessment: Good progress on purpose and sustainability targets, with new targets developed and
implemented for the combined business.
Overall outcome as a percentage of maximum for this element of bonus: 40%
CFO: Financial year ended 31 March 2026 objectives and headline assessment
1. Successful completion of CP Kelco integration
Integration of CP Kelco completed with full separation from Huber.
Strong leadership of overall integration programme with particular focus on workstreams for integration of
financial controls and reporting, and for information technology (IT) systems and processes.
New regional operating model implemented from 1 April 2025.
US$24 million cost synergies delivered during the year; revenue synergies also on track.
Migration of certain CP Kelco customers from distribution to direct-service model underway.
Assessment: Strong day-to-day leadership of finance and IT workstreams, leading to the integration
programme’s successful completion.
2. Strengthening customer focus and commercial capabilities
Led implementation of digital transformation strategy designed to use digital platforms and technologies to
enhance customer service, increase productivity and simplify systems and processes across the business.
Supported customer segmentation exercise driving realignment of customer-facing teams with new metrics,
reporting and governance controls.
Worked with commercial and supply chain teams to manage customer impact of trade tariffs.
Embedded new formats for monthly reviews of performance for the combined business, focusing on delivery
of top-line growth and customer segmentation.
Power of combination to deliver customer solutions evidenced in successful Capital Markets event.
Assessment: Good progress driving implementation of digital strategy and strengthening the focus on the
customer across the business.
3. Maintain strong balance sheet
Solid cash generation with free cash flow of £164 million and cash conversion of 70%.
Focus on deleveraging to below 2.0x net debt to EBITDA (2.3x at 31 March 2026).
Net debt reduced by £22 million to £939 million.
New US$180 million two-year term loan facility put in place in October 2025.
Assessment: Robust financial disciplines maintained and long-term financing in place.
4. Drive a culture of productivity and cost discipline
US$53 million productivity savings delivered in-year; US$144 million savings delivered in the last three years.
Increased five-year productivity target to 31 March 2028 by US$50 million to US$200 million.
Enhanced the culture and processes to drive strong cost discipline across the organisation.
Implemented a refreshed Group-wide productivity programme.
Assessment: Strong performance against five-year productivity target enabling an increase to US$200
million.
5. Build an ambitious culture
Strong progress implementing culture for combined business supported by launch of new values.
New and updated purpose targets developed for combined business.
Women in management and leadership roles at 45%.
Good safety performance for eighth year running.
Assessment: Good progress on purpose and sustainability targets, and embedding new culture across the
business.
Overall outcome as a percentage of maximum for this element of bonus: 40%
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
104
Governance
Long-term incentive – Performance Share Plan
The Performance Share Plan (PSP) provides a share-based incentive to closely align executive
directors’ and senior executives’ interests with the strategy and with the interests of shareholders
over the long term.
Maximum award level
Awards to executive directors and other senior executives have been granted at the discretion of the
Committee, with flexibility to make awards of up to 300% of base salary taking into account Group
performance. Individual awards made in any year are considered by the Committee on a case-by-
case basis.
Vesting outcome for awards made in 2023
The table below summarises the assessment of actual performance against the conditions set for
the award made in 2023.
Metrics (weighting)
Rationale for metric
(Link to investment case)
Target
range
Threshold Stretch
Actual
performance
In the year
ended
31 March 2026
1
Vesting
Outcome
Adjusted Group organic revenue
growth (30%)
Key performance metric to drive
long-term profitable growth
3% 8% (3)%
2
0%
Adjusted Group ROCE (25%)
3
Drives disciplined and efficient
investment for value-added
returns from the total business
4% 8% 8% 25%
Relative Total Shareholder Return
(25%)
4
External measure of shareholder
value/return
‘Median’ ‘Upper
Quartile’
Below
Median
0%
Purpose and sustainability metrics
(20%):
Reduction in greenhouse gas
emissions
Beneficial use of waste
Reduction in water use intensity
Gender diversity
Central to positioning as a
purpose-led organisation
and aligned to our ambition to
be a net zero business by 2050
Targets linked to ESG
and sustainability
commitments to
2030
61% 12%
Total 37%
1 Targets for financial metrics are set, and performance is assessed at reported exchange rates.
2 The revenue performance is based on the combined business for the entire performance period. The Committee did not adjust the
original targets which were set prior to the acquisition as they were considered to be equally stretching,
3 ROCE for the year ended 31 March 2026 includes CP Kelco. The target range has been adjusted by the Committee to take account of
the impact of the acquisition and, in accordance with the Remuneration Policy, ensure the targets are not materially easier or harder to
satisfy following the combination than was intended when they were originally set.
4 The TSR comparator group was comprised of the following businesses, chosen as they represent global peers and industry
participants that collectively provide an appropriate benchmark for performance: AAK (Sweden), Archer Daniels Midland (US),
Balchem (US), Christian Hansen (Denmark), Corbion (Netherlands), Croda (UK), Givaudan (Switzerland), DSM-Firmenich, Glanbia
(Ireland), IFF (US), Ingredion (US), Kerry (Ireland), Novozymes (Denmark), Sensient (US), Symrise (Germany).
ESG targets
ESG metrics were introduced to our long-term awards with effect from 2021 (with a 20% weighting).
The four metrics selected were based on their relevance to our business model and their impact. The
targets against these metrics were consistent with the 2025 and 2030 purpose targets set out in 2020.
The targets shown below relate to the PSP awards made in 2023 with each of the four metrics equally
weighted. For the GHG emissions, water and waste targets, we have measured the performance of
Tate & Lyle excluding CP Kelco, as the awards were made on this basis in 2023. Independent external
support was received in this area (from AECOM), including the assessment of performance (which
was independently verified by Arcadis, see pages 28 to 29); with the approach to be kept under review
to ensure targets for future awards and associated performance periods remain appropriate.
Directors’ Remuneration Report continued
2023 PSP Award
Actual performance
In the year ended
31 March 2026
2
Sustainability metrics Baseline
1
Threshold Stretch Outcome
Performance
%
GHG emissions
Absolute reduction in Scope 1 and 2
CO
2
e emissions
558,765 tonnes
CO
2
e (12)% (18)% (34)% 25%
Waste
Beneficial use of waste
65% beneficial
use of waste 79% 86% 95% 25%
Water
Reduction in water use intensity
Aggregate Efficiency
Ind ex 1 .0
3
(6)% (9)% 2% 0%
Gender diversity
4
Women in leadership and management roles 27% 44% 47% 45% 10.8%
Total 61%
1 Baseline’ against which performance is assessed will update over time to reflect acquired businesses where possible and changes to
the operational footprint.
2 All performance subject to variability, based on multiple factors (volume/product mix across plant network/geographic footprint).
3 Aggregate Efficiency Index used to measure water use intensity. The baseline for this index is 1.0.
4 Gender diversity is calculated as at 31 March 2026 including CP Kelco. As such, the Remuneration Committee has adjusted the targets
to ensure they remain equally stretching as the conditions set prior to the acquisition in accordance with the Remuneration Policy.
Performance underpin
Before any shares are released in relation to any award, the Committee must also be satisfied that
the level of vesting determined by performance against these targets is justified by the broader
underlying financial performance of the Group.
Recognising the importance of the dividend to our investors, the Committee retains a specific
discretion to reduce PSP vesting if dividends paid by the Group over the performance period do not
conform with our stated dividend policy.
Post-vesting holding period
Executive directors are required to hold shares for a two-year period after the end of the three-year
performance period; with the combined total period at five years from grant. This holding period
sits alongside the existing personal shareholding requirements and malus/claw back provisions
and demonstrates a strong long-term alignment with shareholder interests.
Malus and claw back provisions
Awards made under the PSP are subject to malus and claw back provisions for a period following
the vesting date and extending to the fifth anniversary following the date of grant. During this
period, the Committee may determine that an award will lapse wholly or in part (or may require
that a participant shall repay up to 100% of the value of any award that has vested by virtue of
performance), in the event of circumstances including the following: material misstatement of
financial results; misconduct which justifies, or could justify, summary dismissal of the participant;
or if information emerges which would have affected the value of the original award that was
granted to a participant, or the level at which the performance conditions were judged to have been
satisfied; or in the event of circumstances leading to corporate failure.
Impact of capital events
In keeping with our Policy, the impact on the incentive plans arising from a merger or acquisition or
other material corporate activity is specifically considered by the Committee, which retains the
authority to vary the performance targets to ensure that these are neither easier nor more demanding
than the original targets. This principle remains important to allow the business to grow through
organic sales growth and returns, as well as value-added strategic M&A-related activity over time.
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Tate & Lyle PLC Annual Report 2026
105105
Context for executive remuneration
The chart below illustrates cumulative total shareholder return (TSR) performance of the Company
in comparison with the FTSE 100 and FTSE 250 indices, as they represent a broad equity market
with constituents comparable in size and complexity to the Company. The chart shows the value
of £100 invested in each index and the Company in the 10 years starting from 1 April 2016.
60
80
100
120
140
160
180
200
220
240
260
1 April
2016
31 March
2016
31 March
2017
31 March
2018
31 March
2019
31 March
2020
31 March
2021
31 March
2022
31 March
2023
31 March
2024
31 March
2025
31 March
2026
Tate & Lyle PLC (Ordinary Shares)
FTSE 100 FTSE 250
31 March
2017
31 March
2018
31 March
2019
31 March
2020
31 March
2021
31 March
2022
31 March
2023
31 March
2024
31 March
2025
31 March
2026
Chief Executive’s
1
total remuneration
Nick Hampton n/a n/a 3 045 2 499 3 246 2 409 3 367 2 711 1 956 1 475
Javed Ahmed 3 239 3 672 n/a n/a n/a n/a n/a n/a n/a n/a
Annual bonus
(% of max) 80% 72% 53% 78% 90% 67% 96% 52% 45% 8%
PSP vesting (% of max) 50.0% 100% 75.0% 62.5% 57.3% 42.0% 69.5% 67% 38% 37%
1 Nick Hampton has served as Chief Executive since his appointment on 1 April 2018. Javed Ahmed served as Chief Executive from his
appointment on 1 October 2009 until 1 April 2018.
Relative importance of spend on pay
Year ended
31 March 2026
Year ended
31 March 2025 % Change
Remuneration paid to or receivable by employees £399m £338m
1
18%
Distributions to shareholders (by way of dividend and
purchase of ordinary shares) £88m £296m
2
-70%
1 Includes remuneration from CP Kelco from 15 November 2024.
2 Includes £216 million share buyback activity completed during the 2025 financial year.
The year-on-year variance in employee remuneration is attributable to factors including foreign
exchange rate movements (reflecting our significant US employee base) as well as variable pay
arrangements driven by Group financial performance.
Change of control
The Company’s share plans contain provisions relating to a change of control. Outstanding awards
would normally vest in full and become exercisable on a change of control, subject to the
satisfaction of any performance conditions assessed at that time, and, at the Committee’s
discretion, in proportion to the time served during the performance period.
Arrangements for the year ahead
The same performance metrics used in 2025 mostly will apply for awards made in 2026 and will be
kept under review ahead of the grant in any year to ensure they remain appropriately stretching.
Metrics for awards (weighting)
Rationale for metric
(Link to investment case)
Target range
(Threshold – Stretch)
Adjusted Group organic revenue growth
(30%)
Key performance metric to drive
long-term profitable growth
3% – 8% p.a. three-year compound
annual growth over the three-year
performance period
Adjusted Group ROCE (25%) Drives disciplined and efficient
investment for value-added
returns from the total business
10% – 14% in the final year of the
three-year performance period
Relative Total Shareholder Return (25%) External measure of
shareholder value/return
‘Median’ to ‘upper quartile’ relative to
global industry peers (see below) over
the three-year performance period
Purpose and sustainability metrics (20%):
Reduction in Scope 1 & 2 greenhouse
gas emissions
Reduction in water use intensity
Reduction in sugar
Gender diversity
Central to positioning as a
purpose-led organisation e.g.
aligned to our ambition to be net
zero by 2050
Targets linked to ESG and sustainability
commitments are disclosed below for
awards made in 2025 and 2026
Targets for financial metrics are set, and performance is assessed at reported exchange rates. The TSR comparator group is comprised of:
AAK (Sweden), Archer Daniels Midland (US), Balchem (US), Corbion (Netherlands), Croda (UK), DSM-Firmenich (Netherlands), Givaudan
(Switzerland), Glanbia (Ireland), IFF (US), Ingredion (US), Kerry (Ireland), Novonesis (Denmark), Sensient (US), Symrise (Germany).
2025 PSP Award
to be assessed 31 March 2028
2026 PSP Award
to be assessed 31 March 2029
Sustainability metrics Baseline Threshold Stretch Threshold Stretch
GHG emissions
1
Absolute reduction in
Scope 1+2 CO
2
e emissions
Total CO
2
e
31 March 2022
(18%) (27%) (22.5%) (31.5%)
Water
2
Reduction in water use intensity
Intensity measure
31 March 2024
(3%) (6%) (4.5%) (7.5%)
Reduction in sugar
3
Tonnes of sugar
replaced by our
low- and no-calorie
sweeteners since 1
April 2020
15.6MT 16.6MT 17.9MT 18.9MT
Gender diversity
4
Women in leadership
and management roles
43%
31 March 2025
40%-45%
60%-55%
45%-55% 40%-45%
60%-55%
45%-55%
1. The Committee has adopted an updated GHG emissions target based on new science-based targets with a new baseline from 31
March 2022 and a new glidepath to 31 March 2036.
2. The Committee has adopted a new reduction in water use intensity target with a baseline from 31 March 2024 and a new glidepath to
31 March 2034.
3. The Committee decided to replace the previous Waste metric as it has largely met its target. In its place the Committee selected a sugar
reduction target in line with the long-term purpose targets set out on page 28.
4. Gender diversity was updated following the acquisition of CP Kelco in November 2024.
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
106
Governance
Comparison of movement in director and broader employee remuneration
The table below shows the percentage change in remuneration of directors and the broader employee population over the six-year period ended 31 March 2026.
2026 vs 2025 2025 vs 2024 2024 vs 2023 2023 vs 2022 2022 vs 2021 2021 vs 2020
Salary/
fees Benefit
5
Bonus
Salary/
fees Benefits
5
Bonus Salary/fees Benefits
5
Bonus
Salary/
fees Benefits
5
Bonus
Salary/
fees Benefits
5
Bonus
Salary/
fees Benefits
5
Bonus
Average employee
4
3% -4% 0% 3% 40% -16% 4.3% -5% -48% 5% -6% 28% 3% -1.2% -14% 0-3% -8% 18%
Executive Directors
1
Nick Hampton 13% 12% -73% 0% 6% -15% 1.5% -3% -45% 4% 3% 50% 3% -20% -24% 0% 0% 15%
Sarah Kuijlaars
2
3% 41% -61% n/a n/a n/a
Non-Executive
Directors
3
David Hearn 3% n/a n/a 0% n/a n/a
Jeff Carr 3% n/a n/a 0% n/a n/a
John Cheung 3% n/a n/a 0% n/a n/a 1.5% n/a n/a 0% n/a n/a 0% n/a n/a
Dr Isabelle Esser 3% n/a n/a 0% n/a n/a 1.5% n/a n/a 0% n/a n/a
Steve Foots n/a n/a n/a
Cláudia Vaz de Lestapis n/a n/a n/a n/a n/a n/a
Kimberly Nelson 6% n/a n/a 11% n/a n/a 6% n/a n/a 0% n/a n/a 0% n/a n/a 0% n/a n/a
Heather Harding n/a n/a n/a
Warren Tucker 2% n/a n/a -52% n/a n/a 113% n/a n/a 0% n/a n/a 0% n/a n/a 8% n/a n/a
Former Directors
3
Dawn Allen 1% 18% -100% n/a n/a n/a 0% n/a n/a 0% n/a n/a
Patrícia Corsi 0% n/a n/a 0% n/a n/a 1.5% n/a n/a 0% n/a n/a 0% n/a n/a
Glenn M. Fish n/a n/a n/a n/a n/a n/a
Lars Frederiksen 3% n/a n/a 0% n/a n/a 1.5% n/a n/a 0% n/a n/a 0% n/a n/a 0% n/a n/a
Sybella Stanley 3% n/a n/a 6% n/a n/a 13% n/a n/a 0% n/a n/a
1 Figures for directors are consistent with the values shown in the single figure table on page 101.
2 Benefits for Sarah Kuijlaars reflect the first full year of benefits since joining in September 2024.
3 The Chair and non-executive directors do not receive benefits nor participate in bonus arrangements.
4 Average UK employee salaries increased by 3% from 1 April 2025.
5 Benefits changes reflect the cost of provision under insurance and other third-party contracts, and employee elections. Benefit polices in the period are unchanged.
Directors’ Remuneration Report continued
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UK gender pay ratio
Our two employing businesses in the UK each employ fewer than the 250-employee threshold for
reporting gender pay statistics. Nevertheless, Tate & Lyle continues to report on a voluntary basis
as set out on page 40. The Committee supports gender pay reports and the actions taken in the
business to drive gender balance, supporting a culture of inclusion which is representative of our
communities. Tate & Lyle is committed to providing opportunities based on capability and talent,
irrespective of gender, ethnicity or culture.
CEO pay ratio vs UK employees
One of the key principles of our people strategy is to provide competitive remuneration for each role
in a way that enables the Group to recruit, retain and motivate the required calibre of employees to
deliver strong and sustainable performance.
In the table below, total compensation has been calculated for all UK employees individually per the
relevant year in a consistent manner for comparison with the CEO ‘single figure’ total compensation
figure in the table on page 101. (This approach is known as ‘Method A’ in the reporting regulations
and was selected because it provides greater consistency in comparison).
Year
Lower
Quartile Median
Upper
Quartile
2026 – pay ratio (total compensation) 39x 17x 10x
2026 – representative employee salary £34 084 £69 897 £117 737
2026 – representative employee total compensation £38 306 £84 957 £149 137
2025 – pay ratio (total compensation) 45x 21x 13x
2024 – pay ratio (total compensation) 66x 29x 17x
2023 – pay ratio (total compensation) 75x 37x 22x
2022 – pay ratio (total compensation) 49x 25x 14x
2021 – pay ratio (total compensation) 71x 37x 21x
2020 – pay ratio (total compensation) 55x 27x 13x
2019 – pay ratio (total compensation) 74x 39x 20x
The Committee notes that the median pay ratio figure of 17x has decreased year on year. Changes
in the overall ratio are driven primarily by performance-related (incentive) outcomes, the value of
which is generally greater for executive directors than employees. The ratio this year reflects the
overall decline in CEO remuneration with variable, performance-related pay outcomes at a lower
level than the prior year. The Committee also notes that the ‘median’ employee in the UK is not a
participant in the long-term performance share plan. As such, the ratio remains sensitive to financial
performance and consequently to incentive plan outcomes and share price performance. (As a
result, this may lead to greater variability in the total pay for the CEO pay figure from year to year as
compared with the broader employee group).
Consideration of shareholder views
The Chair of the Remuneration Committee will normally engage proactively with our major
institutional shareholders when considering any material changes to remuneration topics, alongside
the Board’s shareholder engagement programme.
The Committee also receives regular updates on investors’ views and corporate governance
matters, from its advisors. These lines of communication ensure that emerging best practice
principles are factored into the Committee’s decision-making during the year.
Statement of consideration of employment conditions in the Group
The principles on which we base remuneration decisions for executives (as described on page 100)
are consistent with those on which we base remuneration decisions for all employees. In particular,
the Committee takes into account the general pay and employment conditions of other employees
of the Group when making decisions on executive directors’ remuneration. This includes
considering the levels of base salary increase for employees below executive level, and ensuring
that the same principles apply in setting performance targets for executives’ incentives as for other
relevant employees of the Group.
The Committee also reviews information on bonus payments and share awards made to the
broader management of the Group when determining awards and outcomes at executive
director level.
The Committee considers workforce remuneration matters during the year, and has taken steps
to engage with employees on the matters covered by the Code. The Committee did not consult
directly with employees on directors’ remuneration; however, it considered the executive directors’
remuneration outcomes with an understanding and clear oversight of remuneration for the wider
workforce. The Chair and other members of the Board participate in engagement opportunities
from time to time with employees across the Company, where employees are provided updates on
the Company and its performance and are encouraged to ask questions about the Company, which
may include questions on management and remuneration.
The Committee has been mindful of the prevailing inflationary and cost-of-living challenges in
many of the countries in which we operate when reviewing the level of salary increases which took
effect from 1 April 2026.
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
108
Governance
Statement of directors’ share awards (audited)
Awards made during the year ended 31 March 2026 (audited)
Award
Type of
award
Date of
grant
Number
of shares
Face value
of award Performance conditions Performance period
% of vesting
at threshold
Nick Hampton Performance Share Plan
1
Conditional award 11 June 2025 443 778 2 459 995 30% Adjusted Group organic revenue CAGR
25% Adjusted Group ROCE
25% Relative Total Shareholder Return (TSR)
20% ESG metrics
Three financial years ending
31 March 2028 plus two-year holding period
15%
Sarah Kuijlaars Performance Share Plan
1
Conditional award 11 June 2025 278 714 1 544 995 30% Adjusted Group organic revenue CAGR
25% Adjusted Group ROCE
25% Relative Total Shareholder Return (TSR)
20% ESG metrics
Three financial years ending
31 March 2028 plus two-year holding period
15%
1 In 2025, the Committee approved awards of 300% of salary for both the Chief Executive Officer and Chief Financial Officer, which is within the approved 2025 Remuneration Policy. The awards have been calculated based on the average share price over three days to 10 June
2025, being 554.3 pence per share.
Share awards made in previous financial years to 31 March 2025 (audited)
The table below summarises awards made in prior years that are held by executive directors.
As at
31 March
2025
(Number)
Awards
vested
during year
(Number)
Awards
lapsed
during year
(Number)
Awards
exercised
during year
(Number)
As at
31 March
2026
(Number)
Grant price
at date of
award
(Pence)
Market price
on date
awards
exercised
(Pence)
1
Vesting date
Nick Hampton
Performance Share Plan
2022 296 771 296 771 183 999 112 772 720.15 547 04/06/25
2023
1
279 292 279 292 767.70 June 26
2024 352 283 352 283 615.77 June 27
Group Bonus Plan
2023 40 357 40 357 40 357 767.70 547 04/06/25
Sarah Kuijlaars
Performance Share Plan
2024 243 597 615.77 June 27
1 The performance conditions for the PSP awards made in 2023 are described on page 105. The three-year performance period for
these awards began on the first day of the financial year in which the award was granted. The PSP award made in 2023 to Mr Hampton
will vest at 37% following the Committee’s assessment of performance conditions.
Sharesave plan awards
Executive directors may participate in the HMRC-approved Sharesave Plan, under which option
awards are granted on the same terms to all participating employees. These awards are not subject
to performance conditions, and are normally exercisable during the six-month period following the
end of the relevant three- or five-year savings contract. The exercise price reflects a 20% discount
to market value as permitted under HMRC rules and is applicable to all participants.
As at
1 April 2025
(Number)
Options
awarded
during year
(Number)
Options
vested
during year
(Number)
Options
exercised
during year
(Number)
Options
lapsed
during year
(Number)
As at
31 March 2026
(Number)
Exercise
price
(Pence)
Exercise
period
Nick Hampton
Savings-related
options 2021 3 321 3 321 3 321 542
01/03/25 to
31/08/25
Savings-related
options 2024
1
3 045 3 045 609
01/03/28 to
31/08/28
Savings-related
options 2025 6 043 6 043 302
01/03/29 to
31/08/29
Sarah Kuijlaars
Savings-related
options 2024 3 045 3 045 609
01/03/28 to
31/08/28
1 The funds relating to the 2024 savings-related options were withdrawn and returned as a result the options have lapsed.
Directors’ Remuneration Report continued
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Personal share ownership requirements (policy on executive share ownership)
The Committee believes that material personal investment in Company shares serves to strengthen
the long-term alignment of interests between senior executives and shareholders.
The Chief Executive has a target share ownership requirement of four times base salary, to be
achieved within five years of appointment. Nick Hampton was appointed Chief Executive on 1 April
2018. At 31 March 2026, Mr Hampton holds shares in accordance with the requirement of 432% of
his base salary, exceeding this requirement.
The Chief Financial Officer has a target share ownership requirement of three times base salary,
to be achieved within five years of appointment. Sarah Kuijlaars was appointed Chief Financial
Officer on 16 September 2024. At 31 March 2026, Ms Kuijlaars’s shareholding was 63% of
her base salary.
Under the share ownership policy, the value of deferred shareholdings is assessed net of
income tax, at the prevailing share price. The Committee monitors progress against these
requirements annually.
Directors’ interests (audited)
The interests held by each person who was a director during the financial year in the ordinary
shares in the Company are shown below. All these interests are beneficially held, and no director
had interests in any other class of shares. The table also summarises the interests in shares held
through the Companys various share plans.
Post-employment shareholding policy
A post-employment shareholding requirement was introduced in 2020. Executive directors will
normally be required to maintain a shareholding in keeping with the guideline prevailing at the time
of their departure, or their actual holding on departure (if lower), for a period of two years following
cessation of employment.
Directors’ interests (audited)
Total as at
31 March 2025
Interest in
shares
1
Awards –
conditional on
performance
Shares – not
conditional on
performance
2
Options – not
conditional on
performance
3
Total as at
31 March 2026
Current
holding
5
(% salary)
Shareholding
guidelines
(% salary)
Chair
David Hearn 27 261 27 261 27 261 n/a n/a
Executive directors
Nick Hampton 1 817 406 951 816 1 075 353 6 043 2 033 212 432% 400%
Sarah Kuijlaars 286 642 85 000 522 311 3 045 610 356 63% 300%
Non-executive directors
Jeff Carr 10 000 10 000 10 000 n/a n/a
John Cheung 5 000 5 000 5 000 n/a n/a
Dr Isabelle Esser n/a n/a
Steve Foots 16 000 16 000 n/a n/a
Cláudia Vaz de Lestapis 20 000 20 000 n/a n/a
Kimberly Nelson
4
5 568 6 568 6 568 n/a n/a
Heather Harding n/a n/a
Warren Tucker 9 944 9 944 9 944 n/a n/a
Directors that served over the financial year to 31 March 2026
Lars Frederiksen 12 857 12 857 n/a n/a n/a
Glenn M. Fish 15 842 15 842 n/a n/a n/a
1 Includes shares owned by connected persons.
2 Deferred share awards made under the Group Bonus Plan.
3 These are HMRC approved sharesave plan awards.
4 Kimberly Nelson and Cláudia Vaz de Lestapis’s shares held as American Depository Receipts (ADRs).
5 Shareholding is based on the total interest in shares plus the net value of any shares not conditional on performance as per the share ownership guidelines policy.
There were no changes in directors’ interests in the period from 1 April 2026 to 20 May 2026.
Directors’ Remuneration Report continued
Tate & Lyle PLC Annual Report 2026
110
Governance
Payments to past directors and payments for loss of office (audited)
There have been no payments to past directors other than as disclosed in this report. No loss of
office payments have been made during the year.
Executive directors’ external appointments
Nick Hampton was appointed as a non-executive director of Seven Trent plc on 4 April 2025. Under
the terms of the Remuneration Policy, he is entitled to retain these fees.
Sarah Kuijlaars was appointed as a non-executive director of JD Sports plc on 10 November 2025.
Under the terms of the Remuneration Policy, she is entitled to retain these fees.
Preparation of this report
This report has been prepared in accordance with the requirements of the Companies Act 2006
(the Act) and Schedule 8 to the Large and Medium-sized Companies and Groups (Accounts and
Reports) Regulations 2008, the Listing Rules of the UK Listing Authority and the 2018 UK Corporate
Governance Code. Ernst & Young LLP have audited such content as required by the Act (the
information marked as ‘(audited)’).
We continue to schedule time to consider matters related to remuneration policies for the wider
workforce, engaging with employees on matters covered by the UK Corporate Governance Code.
On behalf of the Board
Jeff Carr
Chair of the Remuneration Committee
20 May 2026
Directors’ Remuneration Report continued
Financial statements Useful informationGovernanceStrategic report
Tate & Lyle PLC Annual Report 2026
111111
subject to approval at the 2026 AGM. The total
dividend for the year is 19.8 pence per ordinary
share (2025: 19.8 pence).
The Trustees of the Tate & Lyle PLC Employee
Benefit Trust (EBT) have waived their right to
receive dividends over their total holding of
2,885,384 shares as at 31 March 2026.
Research and development
The Group spend on research and development
during the year was £62 million (2025: £50 million).
More details can be found on page 24.
Articles of Association
The Articles of Association (Articles) set out the
internal regulation of the Company and cover
such matters as the rights of shareholders, the
appointment and removal of directors, and the
conduct of the Board and general meetings.
In accordance with the Articles, directors
can be appointed or removed by the Board
or by shareholders in a general meeting.
Amendments to the Articles have to be
approved by at least 75% of those voting in
person or by proxy at a general meeting of the
Company. Subject to UK company law and the
Articles, the directors may exercise all the
powers of the Company, and may delegate
authorities to committees, and may delegate
day-to-day management and decision-making
to individual executive directors.
Share capital
As at 31 March 2026, the Company had nominal
issued share capital of £139 million. To satisfy
obligations under employee share plans, the
Company issued 17,133 ordinary shares during
the year. The Company issued 3,229 shares
during the period from 1 April 2026 to 20 May
2026. More information about share capital is
in Note 23. Information about options granted
under the Company’s employee share plans is
in Note 32.
The Company was given authority at the 2025
AGM to make market purchases of up to
44,544,487 of its own ordinary shares. The
Company made no purchases of its own
ordinary shares during the year ended 31 March
2026 and the EBT purchased no shares during
Results and dividend
A review of the consolidated Group’s results
can be found from pages 6 to 73. An interim
dividend of 6.6 pence per ordinary share
was paid on 5 January 2026. The Directors
recommend a final dividend of 13.2 pence per
ordinary share to be paid on 31 July 2026 to
shareholders on the register on 19 June 2026,
the year. Approval will be sought from
shareholders for a similar authority to be given
for another year at the 2026 AGM.
Restrictions on holding shares
There are no restrictions on the transfer of
shares in the capital of the Company. No
limitations are placed on the holding of shares
and no share carries special rights of control
of the Company. There are no restrictions on
voting rights. The Company is not aware of any
agreements between shareholders that may
restrict the transfer or exercise of voting rights.
Shareholders’ rights
Holders of shares have the rights accorded to
them under UK company law, including the rights
to receive the Company’s Annual Report, attend
and speak at general meetings, appoint proxies
and exercise voting rights.
More details regarding the rights and obligations
attached to shares are contained in the Articles.
Directors’ indemnities and insurance cover
The Company has agreed to indemnify the
Directors, to the extent permitted by the
Companies Act 2006, against claims from third
parties in respect of certain liabilities arising out
of, or in connection with, the execution of their
powers, duties and responsibilities as directors
of the Company and any of its subsidiaries. The
Directors are also indemnified against the cost
of defending a criminal prosecution or a claim
by the Company, its subsidiaries or a regulator,
provided that where the defence is unsuccessful,
the director must repay those defence costs.
These indemnities are qualifying indemnity
provisions for the purposes of Sections 232 to
234 of the Companies Act 2006.
The Company also maintains directors’ and
officers’ liability insurance cover, and reviews
the level of cover each year.
Change of control
At 31 March 2026, the Group had a committed
bank facility of US$800 million with a number
of relationship banks, a €275 million term loan
facility and a $180 million term loan facility which
contains change of control clauses. The Group
also had US$800 million and €275 million of
Private Placement Notes which contain change
of control clauses. In aggregate, this financing is
considered significant to the Group and in the
event of a takeover (change of control) of the
Company, these contracts may be cancelled,
become immediately payable or be subject to
acceleration. See Note 26 for further information.
All the Company’s share plans contain
provisions relating to a change of control.
Further information is set out in the Directors’
Remuneration Policy.
Major shareholders
The Company has been notified of the following
interests in voting rights in its shares in accordance
with section 5.1.2 of the Disclosure Guidance
and Transparency rules (DTRs) as at 31 March
2026. Percentages provided are as at the date
of the notification:
Total voting rights
% of
voting
rights held
J.M. Huber Corporation 75,000,000 16.59%
Ameriprise Financial, Inc. 22,084,203 4.96%
FMR LLC 18,588,287 4.88%
Aviva PLC 16,186,012 3.64%
The Company has not been notified of any
other changes in holdings between 1 April
and 20 May 2026.
Political donations
In line with the Group’s policy, no political
donations were made in the UK or in any
country during the year. Tate & Lyle’s US
business does not operate a political action
committee.
Subsidiaries and branches
A list of the Group’s subsidiaries is set out in
Note 38. The Group has branches in Brazil,
China, Hong Kong and New Zealand.
Directors’
Report
About the Directors’ Report
The Directors’ Report comprises the Board
of Directors from pages 75 to 77, Corporate
governance section from pages 78 to 111,
the Directors’ report from pages 112 to 113
and the useful information from pages 184
to 189. Other information that is relevant to
the Directors’ Report, and which is
incorporated by reference into the
Directors’ Report, is disclosed as follows:
Likely future developments and
performance of the Company
(throughout the Strategic Report)
Engagement with suppliers, customers
and others (throughout the Strategic
Report and pages 81 to 84)
Engagement with employees (pages 38
to 41 and 81 to 84)
Respect for human rights (pages 41
and 81)
Going concern (page 35)
Greenhouse gas emissions (pages 50
and 51)
Financial instruments (Note 29 to the
consolidated financial statements)
Post-balance sheet events (Note 37).
Tate & Lyle PLC Annual Report 2026
112
Governance
The Directors are responsible for preparing the
Annual Report and the financial statements in
accordance with applicable United Kingdom
law and regulations.
Company law requires the Directors to prepare
financial statements for each financial year.
Under that law the Directors have elected to
prepare 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 and applicable law), including
Financial Reporting Standard 101 Reduced
Disclosure Framework (FRS 101). Under
company law the Directors must not approve
the financial statements unless they are
satisfied that they give a true and fair view of the
state of affairs of the Group and the Company
and of the profit or loss of the Group for
that period.
In preparing these financial statements, the
directors are required to:
Select suitable accounting policies in
accordance with IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors
and then apply them consistently
Make judgements and accounting estimates
that are reasonable and prudent
Present information, including accounting
policies, in a manner that provides relevant,
reliable, comparable and understandable
information
Provide additional disclosures when
compliance with the specific requirements
in UK-adopted international accounting
standards and in respect of the Company
financial statements, FRS 101 is insufficient
to enable users to understand the impact of
particular transactions, other events and
conditions on the Group and Company
financial position and financial performance
State, in respect of the Group financial
statements, whether UK-adopted
international accounting standards have
been followed, subject to any material
departures disclosed and explained in the
financial statements
State, in respect of the Company financial
statements, whether applicable UK
Accounting Standards, including FRS 101,
have been followed, subject to any material
departures disclosed and explained in the
financial statements
Prepare the financial statements on the going
concern basis unless it is appropriate to
presume that the Group and/or the Company
will not continue in business.
The Directors are responsible for keeping
adequate accounting records that are sufficient
to show and explain the Group’s and the
Company’s transactions and disclose with
reasonable accuracy at any time the financial
position of the Group and the Company and
enable them to ensure that the Group and the
Company financial statements comply with the
Companies Act 2006. They are also responsible
for safeguarding the assets of the Group and
the Company and hence for taking reasonable
steps for the prevention and detection of fraud
and other irregularities.
Under applicable law and regulations, the
Directors are also responsible for preparing a
Strategic Report, Directors’ Report, Directors’
Remuneration Report and Corporate
governance statement that comply with that law
and those regulations. The Directors are
responsible for the maintenance and integrity
of the corporate and financial information
included on the Company’s website.
In accordance with Disclosure Guidance and
Transparency Rule 4.1, the Directors confirm, to
the best of their knowledge, that:
The Group financial statements, prepared in
accordance with UK-adopted international
accounting standards, give a true and fair
view of the assets, liabilities, financial position
and profit of the Company and undertakings
included in the consolidation taken as a
whole
The Annual Report, including the Strategic
Report, includes a fair review of the
development and performance of the
business and the position of the Company
and undertakings included in the
consolidation taken as a whole, together
with a description of the principal risks and
uncertainties that they face
They consider the Annual Report, taken as a
whole, is fair, balanced and understandable
and provides the information necessary for
shareholders to assess the Group’s and the
Company’s position, performance, business
model and strategy.
Disclosure of information to auditor
So far as each director is aware, there is no
relevant audit information of which the
Company’s auditor is unaware; and he or she
has taken all the steps that he or she ought
to have taken as a director in order to make
himself or herself aware of any relevant
audit information and to establish that the
Group and the Company’s auditor is aware of
that information.
The Directors’ report on pages 75 to 94,
pages 112 to 113 and pages 184 to 189, and the
Directors’ Remuneration Report from pages 95
to 111 of this Annual Report were approved by
the Directors on 20 May 2026.
Victoria Barlow
Company Secretary
20 May 2026
Directors’
statement of
responsibilities
Financial statements Useful informationGovernanceStrategic report
Tate & Lyle PLC Annual Report 2026
113113
Financial
statements
115 Independent Auditor’s Report to the
members of Tate & Lyle PLC
123 Consolidated income statement
124 Consolidated statement of comprehensive income
125 Consolidated statement of financial position
126 Consolidated statement of cash flows
127 Consolidated statement of changes in equity
128 Notes to the consolidated financial statements
177 Parent Company financial statements
114
Tate & Lyle PLC Annual Report 2026
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Independent Auditor’s Report to the members of Tate & Lyle PLC
Opinion
In our opinion:
Tate & Lyle PLC’s Group financial statements and Parent Company financial statements (the ‘financial
statements’) give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as
at 31 March 2026 and of the Group’s profit for the year then ended;
the Group financial statements have been properly prepared in accordance with UK adopted
International Accounting Standards;
the Parent Company financial statements have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice; and
the financial statements have been prepared in accordance with the requirements of the Companies
Act 2006.
We have audited the financial statements of Tate & Lyle PLC (the ‘Parent Company’) and its subsidiaries
(the ‘Group’) for the year ended 31 March 2026 which comprise:
Group Parent Company
Consolidated statement of financial position as
at 31 March 2026
Balance sheet as at 31 March 2026
Consolidated income statement for the year
then ended
Statement of changes in equity for the year
then ended
Consolidated statement of comprehensive income
for the year then ended
Related notes 1 to 13 to the financial statements,
including: material accounting policy information
Consolidated statement of changes in equity
for the year then ended
Consolidated statement of cash flows for the year
then ended
Related notes 1 to 39 to the financial statements,
including: material accounting policy information
The financial reporting framework that has been applied in the preparation of the Group financial
statements is applicable law and UK adopted International Accounting Standards. The financial
reporting framework that has been applied in the preparation of the Parent Company financial
statements is applicable law and United Kingdom Accounting Standards, FRS101 ‘Reduced Disclosure
Framework’ (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and
applicable law. Our responsibilities under those standards are further described in the Auditor’s
responsibilities for the audit of the financial statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group and Parent Company in accordance with the ethical requirements that
are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as
applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group or the
Parent Company and we remain independent of the Group and the Parent Company in conducting
the audit.
Material uncertainty related to going concern
We draw attention to Note 1 of the financial statements, which indicates that on 14 May 2026 the Group
announced that Ingredion Incorporated (‘Ingredion’) has made a conditional proposal regarding a
possible cash offer for the entire issued and to be issued ordinary share capital of Tate & Lyle (the
‘Proposal’). As noted in Note 1 of the financial statements, should the sale complete in the going concern
period, given the timing of this announcement the directors have not had time to fully consider the
potential outcome of the transaction and the future intentions of the buyer related to the Group and
Parent Company are currently unknown. Therefore, as stated in Note 1, these events or conditions
indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to
continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis
of accounting in the preparation of the financial statements is appropriate. Our evaluation of the
directors’ assessment of the Group and Parent Company’s ability to continue to adopt the going concern
basis of accounting included:
Assessing whether anything was identified at the interim review, planning and year-end phases of the
audit which could indicate the use of the going concern basis of preparation is not appropriate.
Confirming our understanding of management’s going concern assessment process, in conjunction
with our walkthrough of the Group’s financial close process.
Obtaining management’s going concern assessment, including the cash flow forecast model and
covenant calculation for the going concern assessment period to 31 March 2028. The Group has
modelled a number of plausible downside scenarios in their liquidity forecasts in order to incorporate
unexpected changes to the forecasted liquidity of the Group. We challenged management as to
whether it had considered all forecast cash flows in its assessment by comparing to historical results
and validating that the key assumptions were based on the board approved budget.
Reconciling the cash and cash equivalents balance in the going concern model of £344 million to the
amount audited at 31 March 2026. We also obtained evidence of the Group’s committed and undrawn
US$800 million revolving credit facility, which is available until 2031, with reference to agreements.
Considering historical performance and analyst expectations, we challenged the factors and
assumptions included in each modelled scenario for reasonableness. Additionally, we tested the
clerical accuracy of the model and appropriateness of the assumptions used to prepare the Group’s
going concern assessment, through inspection and testing of the methodology and calculations.
Assessing the reasonableness of the key assumptions in the context of our understanding of the
Group and its principal risks and from other supporting evidence gained from our audit work. This
included review of minutes of board meetings and our procedures in respect of goodwill impairment
reviews and from other external market data, including analyst forecasts.
Confirming that all debt repayments within the going concern period were appropriately included in
the forecasts.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
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Financial statements
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With the assistance of EY debt advisory specialists, we evaluated the ability of the Group to repay or
refinance debt falling due within and shortly after the end of the going concern period.
Assessing the plausibility of the downside scenarios in the context of our understanding of the Group
and its principal risks, including climate-related risks. We also considered the appropriateness of the
key assumptions in management’s reverse stress testing and assessed the likelihood of the various
scenarios that could erode headroom.
Performing testing to evaluate whether the covenant requirements of the Group borrowings would be
met under all base and severe but plausible downside scenarios.
Confirming that the Group’s forecasts used in the going concern assessment were consistent with
other forecasts used by the Group in its accounting estimates, including those used in the annual
impairment test.
Considering the mitigating actions that are within the control of the Group and evaluating the Group’s
ability to control these outflows if required.
Reviewing the Group’s going concern disclosures, including those in relation to the material
uncertainty in respect of the going concern conclusion, included in the Directors’ Report on page 35
and Note 1 to the consolidated and Parent Company financial statements on pages 128 to 129 and
179, respectively, in order to assess that the disclosures were appropriate and in conformity with the
reporting standards.
With regards to the potential transaction with Ingredion, our procedures included:
Evaluating the status of the conditional offer, noting there remains uncertainty as to whether a formal
offer will be made and/or accepted.
Reviewing existing loan agreements to understand the impact on outstanding loans, in the event of a
change of control.
Meeting with Board members and key members of Tate and Lyle management to gain an
understanding of the latest status of the proposal.
Review of key meeting minutes and other information relating to the potential transaction.
Our key observations:
We observed the Group has sufficient liquidity and appropriate mitigations at its disposal that could be
utilised if the modelled severe but plausible downside scenario was to occur.
We considered the likelihood of a possible change of control within the going concern period,
considering the potential transaction with Ingredion. Due to there being insufficient time to complete
the required work to assess the intentions of Ingredion including its ability to finance the ongoing
business, we conclude that a Material Uncertainty exists.
Going concern has also been determined to be a key audit matter.
In relation to the Group and Parent Company’s 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 financial 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. However, because not all future events or conditions can be
predicted, this statement is not a guarantee as to the Group and Parent Company’s ability to continue as
a going concern.
Overview of our audit approach
Audit scope
We performed an audit of the complete financial information of six components,
audit procedures on specific balances for a further five components and specified
audit procedures on certain accounts to obtain evidence for one or more relevant
assertion on five additional components.
We performed central procedures on financial statement line items as detailed in the
‘Tailoring the scope’ section below.
Key audit matters
Going concern (refer to ‘Material uncertainty related to going concern’ section
above).
Revenue recognition, specifically in relation to the risk of management override.
Impairment assessment of the carrying value of goodwill and non-current assets
allocated to the group of cash generating units comprising the Asia Pacific
operating segment (‘Asia Pacific cash-generating unit (‘CGU’) impairment
assessment’).
Materiality
Overall Group materiality of £11.7 million which represents 5% of profit before tax
adjusted for exceptional items and certain M&A costs (‘adjusted profit before tax’).
An overview of the scope of the Parent Company and Group audits
Tailoring the scope
We have followed a risk-based approach when developing our audit approach to obtain sufficient
appropriate audit evidence on which to base our audit opinion. We performed risk assessment
procedures, with input from our component auditors, to identify and assess risks of material
misstatement of the Group financial statements and identified significant accounts and disclosures.
When identifying components at which audit work needed to be performed to respond to the identified
risks of material misstatement of the Group financial statements, we considered our understanding of
the Group and its business environment, changes at specific components, the applicable financial
reporting framework, the Group’s system of internal control at the entity level, the existence of centralised
processes, applications, any relevant internal audit results, macroeconomic and geopolitical factors, and
the potential impact of climate change.
We determined that centralised audit procedures would be performed on goodwill and other intangible
assets, investments in equities, retirement benefit surplus, retirement benefit deficit, derivative financial
instruments, cash and cash equivalents, equity, borrowings (including lease liabilities), accruals and
provisions, taxation including uncertain tax positions and financial statement disclosures.
We identified ten components as individually relevant to the Group due to relevant events and conditions
underlying the identified risks of material misstatement of the group financial statements being
associated with the reporting components or a pervasive risks of material misstatement of the Group
financial statements or a significant risk or an area of higher assessed risk of material misstatement of
the Group financial statements being associated with the components. We also considered the
materiality or financial size of the component relative to the Group.
For those individually relevant components, we identified the significant accounts where audit work
needed to be performed at these components by applying professional judgement, having considered
the Group significant accounts on which centralised procedures will be performed, the reasons for
identifying the financial reporting component as an individually relevant component and the size of the
component’s account balance relative to the Group significant financial statement account balance.
Tate & Lyle PLC Annual Report 2026
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Financial statements
Financial statements
Independent Auditor’s Report to the members of Tate & Lyle PLC continued
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With the assistance of EY debt advisory specialists, we evaluated the ability of the Group to repay or
refinance debt falling due within and shortly after the end of the going concern period.
Assessing the plausibility of the downside scenarios in the context of our understanding of the Group
and its principal risks, including climate-related risks. We also considered the appropriateness of the
key assumptions in management’s reverse stress testing and assessed the likelihood of the various
scenarios that could erode headroom.
Performing testing to evaluate whether the covenant requirements of the Group borrowings would be
met under all base and severe but plausible downside scenarios.
Confirming that the Group’s forecasts used in the going concern assessment were consistent with
other forecasts used by the Group in its accounting estimates, including those used in the annual
impairment test.
Considering the mitigating actions that are within the control of the Group and evaluating the Group’s
ability to control these outflows if required.
Reviewing the Group’s going concern disclosures, including those in relation to the material
uncertainty in respect of the going concern conclusion, included in the Directors’ Report on page 35
and Note 1 to the consolidated and Parent Company financial statements on pages 128 to 129 and
179, respectively, in order to assess that the disclosures were appropriate and in conformity with the
reporting standards.
With regards to the potential transaction with Ingredion, our procedures included:
Evaluating the status of the conditional offer, noting there remains uncertainty as to whether a formal
offer will be made and/or accepted.
Reviewing existing loan agreements to understand the impact on outstanding loans, in the event of a
change of control.
Meeting with Board members and key members of Tate and Lyle management to gain an
understanding of the latest status of the proposal.
Review of key meeting minutes and other information relating to the potential transaction.
Our key observations:
We observed the Group has sufficient liquidity and appropriate mitigations at its disposal that could be
utilised if the modelled severe but plausible downside scenario was to occur.
We considered the likelihood of a possible change of control within the going concern period,
considering the potential transaction with Ingredion. Due to there being insufficient time to complete
the required work to assess the intentions of Ingredion including its ability to finance the ongoing
business, we conclude that a Material Uncertainty exists.
Going concern has also been determined to be a key audit matter.
In relation to the Group and Parent Company’s 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 financial 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. However, because not all future events or conditions can be
predicted, this statement is not a guarantee as to the Group and Parent Company’s ability to continue as
a going concern.
Overview of our audit approach
Audit scope
We performed an audit of the complete financial information of six components,
audit procedures on specific balances for a further five components and specified
audit procedures on certain accounts to obtain evidence for one or more relevant
assertion on five additional components.
We performed central procedures on financial statement line items as detailed in the
‘Tailoring the scope’ section below.
Key audit matters
Going concern (refer to ‘Material uncertainty related to going concern’ section
above).
Revenue recognition, specifically in relation to the risk of management override.
Impairment assessment of the carrying value of goodwill and non-current assets
allocated to the group of cash generating units comprising the Asia Pacific
operating segment (‘Asia Pacific cash-generating unit (‘CGU’) impairment
assessment’).
Materiality
Overall Group materiality of £11.7 million which represents 5% of profit before tax
adjusted for exceptional items and certain M&A costs (‘adjusted profit before tax’).
An overview of the scope of the Parent Company and Group audits
Tailoring the scope
We have followed a risk-based approach when developing our audit approach to obtain sufficient
appropriate audit evidence on which to base our audit opinion. We performed risk assessment
procedures, with input from our component auditors, to identify and assess risks of material
misstatement of the Group financial statements and identified significant accounts and disclosures.
When identifying components at which audit work needed to be performed to respond to the identified
risks of material misstatement of the Group financial statements, we considered our understanding of
the Group and its business environment, changes at specific components, the applicable financial
reporting framework, the Group’s system of internal control at the entity level, the existence of centralised
processes, applications, any relevant internal audit results, macroeconomic and geopolitical factors, and
the potential impact of climate change.
We determined that centralised audit procedures would be performed on goodwill and other intangible
assets, investments in equities, retirement benefit surplus, retirement benefit deficit, derivative financial
instruments, cash and cash equivalents, equity, borrowings (including lease liabilities), accruals and
provisions, taxation including uncertain tax positions and financial statement disclosures.
We identified ten components as individually relevant to the Group due to relevant events and conditions
underlying the identified risks of material misstatement of the group financial statements being
associated with the reporting components or a pervasive risks of material misstatement of the Group
financial statements or a significant risk or an area of higher assessed risk of material misstatement of
the Group financial statements being associated with the components. We also considered the
materiality or financial size of the component relative to the Group.
For those individually relevant components, we identified the significant accounts where audit work
needed to be performed at these components by applying professional judgement, having considered
the Group significant accounts on which centralised procedures will be performed, the reasons for
identifying the financial reporting component as an individually relevant component and the size of the
component’s account balance relative to the Group significant financial statement account balance.
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We then considered whether the remaining Group significant account balances not yet subject to
audit procedures, in aggregate, could give rise to a risk of material misstatement of the group financial
statements. We selected six components of the group to include in our audit scope to address
these risks.
Having identified the components for which work will be performed, we determined the scope to assign
to each component.
Of the 16 components selected, we designed and performed audit procedures on the entire financial
information of six components (‘full scope components’). For five components, we designed and
performed audit procedures on specific significant financial statement account balances or disclosures
of the financial information of the component (‘specific scope components’). For the remaining five
components, we performed specified audit procedures to obtain evidence for one or more relevant
assertions.
Our scoping to address the risk of material misstatement for each key audit matter is set out in the Key
audit matters section of our report.
Involvement with component teams
In establishing our overall approach to the Group audit, we determined the type of work that needed to
be undertaken at each of the components by us, as the Group audit engagement team, or by component
auditors operating under our instruction.
The Group audit team continued to follow a programme of planned visits that has been designed to
ensure that the Senior Statutory Auditor, or their delegates, visits all full scope components and certain
specific and specified procedures scope locations.
During the current year’s audit cycle, in person visits were undertaken by the Group audit team to the
component teams in the US, Denmark, China and also to the Group shared service team in Poland.
These visits involved discussing the audit approach with the component team and any issues arising
from their work, holding meetings with local management, reviewing relevant working papers and
understanding the significant audit findings in response to the risk areas including revenue and
management override of controls. The Group audit team interacted regularly with the component teams
where appropriate during various stages of the audit, which included holding a global planning event,
reviewing relevant working papers and being responsible for the scope and direction of the audit
process. Where relevant, the section on Key audit matters details the level of involvement we had with
component auditors to enable us to determine that sufficient audit evidence had been obtained as a
basis for our opinion on the Group as a whole.
This, together with the additional procedures performed at Group level, gave us appropriate evidence for
our opinion on the Group financial statements.
Climate change
Stakeholders are increasingly interested in how climate change will impact the Group. The Group has
determined that the most significant future impacts from climate change on its operations will be from
disruption of production facilities, distribution networks, and corn and stevia supply, from acute weather
events and incremental changes in climatic conditions. These are explained on pages 68 to72 in the
required Task Force on Climate-Related Financial Disclosures and on pages 58 to 67 in the principal
risks and uncertainties. They have also explained their climate commitments on page 47. All of these
disclosures form part of the ‘Other information’, rather than the audited financial statements. Our
procedures on these unaudited disclosures therefore consisted solely of considering whether they are
materially inconsistent with the financial statements or our knowledge obtained in the course of the audit
or otherwise appear to be materially misstated, in line with our responsibilities on ‘Other information’.
In planning and performing our audit we assessed the potential impacts of climate change on the
Group’s business and any consequential material impact on its financial statements.
The Group has explained in Note 1 (Climate change considerations) how they have reflected the impact
of climate change in their financial statements. There are no significant judgements or estimates relating
to climate change in the notes to the financial statements. In Note 19 (Goodwill and other intangible
assets) to the financial statements, narrative explanation including further details over the Group’s
considerations have been provided.
Our audit effort in considering the impact of climate change on the financial statements was focused on
evaluating management’s assessment of the impact of climate risk, physical and transition, their climate
commitments, the effects of material climate risks disclosed on pages 47 to 51 and 68 to 71 and the
significant judgements and estimates disclosed in Note 2, and whether these have been appropriately
reflected in asset values, useful economic lives and cash flow projections used in assessing the
recoverable amount of the Group’s CGUs, the Group’s going concern and viability assessment and in the
Group’s share-based payment charge. As part of this evaluation, we performed our own risk assessment,
supported by our climate change internal specialists, to determine the risks of material misstatement in
the financial statements from climate change which needed to be considered in our audit.
We also challenged the Directors’ considerations of climate change risks in their assessment of going
concern and viability and associated disclosures. Where considerations of climate change were relevant
to our assessment of going concern, these are described above.
Based on our work we have not identified the impact of climate change on the financial statements to be
a key audit matter or to impact a key audit matter.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
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Financial statements
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118
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial statements of the current period and include the most significant assessed risks of
material misstatement (whether or not due to fraud) that we identified. These matters included those
which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and
directing the efforts of the engagement team. In addition, to the material uncertainty related to going
concern noted above, we have determined the matters described below to be the key audit matters to be
communicated in our report. These matters were addressed in the context of our audit of the financial
statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on
these matters.
Risk Our response to the risk
Key observations
communicated to the
Audit Committee
Revenue recognition,
specifically in relation to
the risk of management
override
£2,006 million (2025 –
£1,736 million)
Refer to the Accounting
p
olicies (page 135); and
Note 5 of the
Consolidated Financial
Statements
The majority of the
Group’s sales
arrangements are
generally
straightforward,
requiring little judgement
to be exercised.
However, there
continues to be pressure
to meet external targets
and management’s
reward and incentive
schemes, based on
achieving sales and
profit targets, may create
pressure to manipulate
results.
There is a risk that
management may
override controls to
intentionally misstate
revenue through
recording fictitious
revenue transactions in
the underlying
subledgers or as
consolidation journals.
We understood the revenue recognition policies
and how they are applied.
We performed walkthroughs of significant classes
of revenue transactions to understand related
significant processes and to identify and assess
the design effectiveness of key controls. We did not
test or rely on the operating effectiveness of these
controls.
For all full and specific scope components where
revenue was included in the scope of testing, we
used data analysis tools on revenue transactions
in the period to test the correlation of revenue to
cash and sample tested to cash receipts to verify
the occurrence of revenue. This provided us
with assurance over £1,677 million (84%) (2025 –
£1,333 million (77%)) of revenue recognised by the
Group. We identified any material transactions which
fell outside the expected transactions flow and tested
these to confirm that they were valid business
transactions and were appropriately accounted for.
We performed cut-off testing over a sample of
revenue transactions around the year end date, to
check that they were recognised in the appropriate
period.
We performed other audit procedures specifically
designed to address the risk of management override
of controls. This included journal entry testing, applying
particular focus to significant manual or unusual
journal entries to ensure each entry was supported by
an appropriate, underlying business rationale, was
properly authorised and accounted for correctly in the
correct period.
Based on the
procedures
performed, we
did not identify
any evidence
of material
misstatement in
the revenue
recognised in the
y
ear or evidence
of management
override of controls.
How we scoped our audit to respond to the risk and involvement with component teams
We performed full and specific scope procedures over this risk for seven components, which covered
84% of the risk amount. We also performed specified procedures over revenue recognition for three
components, which covered 4% of the risk amount.
The Group audit team issued group audit instructions to the component teams which included specific
substantive procedures to address the risk of material misstatement in relation to this key audit matter.
We held regular discussions with the component teams throughout the audit to direct their work. We
reviewed the component deliverables and additional key workpapers prepared by the component teams
where they addressed the risk identified.
Risk Our response to the risk
Key observations
communicated to the
Audit Committee
Asia Pacific cash-generating
unit (‘CGU’) impairment
assessment
Refer to the Audit Committee
Report (page 92); Accounting
p
olicies (pages 130 and 148);
and Notes 2 and 19 of the
Consolidated Financial
Statements.
Goodwill and other non-
current assets which form
part of the group of cash
generating units including in
the Asia Pacific Cash
Generating Unit (‘CGU’)
are tested annually for
impairment. Management
determines the recoverable
amount through a value in
use (‘VIU’) model.
At 31 March 2026 the
goodwill allocated to the Asia
Pacific group of CGUs was
£172 million. The total
headroom when comparing
the VIU to the carrying value
was £158 million, which
represented 36% of the
CGU’s carrying value.
We understood the methodology applied in
management’s impairment review for the Asia
Pacific CGU and evaluated the design and
implementation of the financial controls over the
process. We did not test or rely on the operating
effectiveness of these controls.
We performed detailed testing to critically assess
and corroborate the key inputs to the impairment
test, including the following procedures:
We tested the clerical accuracy of the VIU
model and agreed the carrying value of the
CGU assets to financial records, checking
consistency between the assets and liabilities
included in the carrying value and the related
cash flows.
We reconciled the prospective financial
information used in the model to the Board
approved plan.
We assessed the prior year historical accuracy
of the budget compared to actual results to
determine whether the forecasted cash flows
are reliable.
We performed sensitivity analyses to determine
the key assumptions in the VIU model, being
those that had the greatest impact on the
recoverable amount determination.
We tested the key assumptions supporting
management’s forecast, including revenue
growth (based on the volume growth
assumptions), long-term growth rate and the
discount rate. We compared management’s
forecast revenue growth to relevant external
forecasts. We also obtained a sample of
revenue contracts to support our evaluation of
the revenue assumption.
We concluded that
the recoverable value
of the Asia Pacific
CGU exceeds its
carrying value and
that there is no
impairment of these
assets in the year.
Management has
appropriately
highlighted that a
reasonably possible
change in certain key
assumptions in
particular volume,
terminal growth rate
and the discount rate,
could lead to material
impairment charge of
the Asia Pacific CGU.
We concluded
appropriate
disclosures had been
included in the
financial statements
for the above
assumptions to
demonstrate the
impact of changes in
these assumptions on
the calculated
headroom.
Tate & Lyle PLC Annual Report 2026
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Financial statements
Financial statements
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118
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial statements of the current period and include the most significant assessed risks of
material misstatement (whether or not due to fraud) that we identified. These matters included those
which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and
directing the efforts of the engagement team. In addition, to the material uncertainty related to going
concern noted above, we have determined the matters described below to be the key audit matters to be
communicated in our report. These matters were addressed in the context of our audit of the financial
statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on
these matters.
Risk Our response to the risk
Key observations
communicated to the
Audit Committee
Revenue recognition,
specifically in relation to
the risk of management
override
£2,006 million (2025 –
£1,736 million)
Refer to the Accounting
p
olicies (page 135); and
Note 5 of the
Consolidated Financial
Statements
The majority of the
Group’s sales
arrangements are
generally
straightforward,
requiring little judgement
to be exercised.
However, there
continues to be pressure
to meet external targets
and management’s
reward and incentive
schemes, based on
achieving sales and
profit targets, may create
pressure to manipulate
results.
There is a risk that
management may
override controls to
intentionally misstate
revenue through
recording fictitious
revenue transactions in
the underlying
subledgers or as
consolidation journals.
We understood the revenue recognition policies
and how they are applied.
We performed walkthroughs of significant classes
of revenue transactions to understand related
significant processes and to identify and assess
the design effectiveness of key controls. We did not
test or rely on the operating effectiveness of these
controls.
For all full and specific scope components where
revenue was included in the scope of testing, we
used data analysis tools on revenue transactions
in the period to test the correlation of revenue to
cash and sample tested to cash receipts to verify
the occurrence of revenue. This provided us
with assurance over £1,677 million (84%) (2025 –
£1,333 million (77%)) of revenue recognised by the
Group. We identified any material transactions which
fell outside the expected transactions flow and tested
these to confirm that they were valid business
transactions and were appropriately accounted for.
We performed cut-off testing over a sample of
revenue transactions around the year end date, to
check that they were recognised in the appropriate
period.
We performed other audit procedures specifically
designed to address the risk of management override
of controls. This included journal entry testing, applying
particular focus to significant manual or unusual
journal entries to ensure each entry was supported by
an appropriate, underlying business rationale, was
properly authorised and accounted for correctly in the
correct period.
Based on the
procedures
performed, we
did not identify
any evidence
of material
misstatement in
the revenue
recognised in the
y
ear or evidence
of management
override of controls.
How we scoped our audit to respond to the risk and involvement with component teams
We performed full and specific scope procedures over this risk for seven components, which covered
84% of the risk amount. We also performed specified procedures over revenue recognition for three
components, which covered 4% of the risk amount.
The Group audit team issued group audit instructions to the component teams which included specific
substantive procedures to address the risk of material misstatement in relation to this key audit matter.
We held regular discussions with the component teams throughout the audit to direct their work. We
reviewed the component deliverables and additional key workpapers prepared by the component teams
where they addressed the risk identified.
Risk Our response to the risk
Key observations
communicated to the
Audit Committee
Asia Pacific cash-generating
unit (‘CGU’) impairment
assessment
Refer to the Audit Committee
Report (page 92); Accounting
p
olicies (pages 130 and 148);
and Notes 2 and 19 of the
Consolidated Financial
Statements.
Goodwill and other non-
current assets which form
part of the group of cash
generating units including in
the Asia Pacific Cash
Generating Unit (‘CGU’)
are tested annually for
impairment. Management
determines the recoverable
amount through a value in
use (‘VIU’) model.
At 31 March 2026 the
goodwill allocated to the Asia
Pacific group of CGUs was
£172 million. The total
headroom when comparing
the VIU to the carrying value
was £158 million, which
represented 36% of the
CGU’s carrying value.
We understood the methodology applied in
management’s impairment review for the Asia
Pacific CGU and evaluated the design and
implementation of the financial controls over the
process. We did not test or rely on the operating
effectiveness of these controls.
We performed detailed testing to critically assess
and corroborate the key inputs to the impairment
test, including the following procedures:
We tested the clerical accuracy of the VIU
model and agreed the carrying value of the
CGU assets to financial records, checking
consistency between the assets and liabilities
included in the carrying value and the related
cash flows.
We reconciled the prospective financial
information used in the model to the Board
approved plan.
We assessed the prior year historical accuracy
of the budget compared to actual results to
determine whether the forecasted cash flows
are reliable.
We performed sensitivity analyses to determine
the key assumptions in the VIU model, being
those that had the greatest impact on the
recoverable amount determination.
We tested the key assumptions supporting
management’s forecast, including revenue
growth (based on the volume growth
assumptions), long-term growth rate and the
discount rate. We compared management’s
forecast revenue growth to relevant external
forecasts. We also obtained a sample of
revenue contracts to support our evaluation of
the revenue assumption.
We concluded that
the recoverable value
of the Asia Pacific
CGU exceeds its
carrying value and
that there is no
impairment of these
assets in the year.
Management has
appropriately
highlighted that a
reasonably possible
change in certain key
assumptions in
particular volume,
terminal growth rate
and the discount rate,
could lead to material
impairment charge of
the Asia Pacific CGU.
We concluded
appropriate
disclosures had been
included in the
financial statements
for the above
assumptions to
demonstrate the
impact of changes in
these assumptions on
the calculated
headroom.
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Risk Our response to the risk
Key observations
communicated to the
Audit Committee
Auditing the estimated
recoverable amount of the
Asia Pacific CGU was
complex due to a higher
degree of subjectivity and
j
udgement used by
management in determining
certain assumptions, in
particular the volume growth
rate, the discount rate and the
long-term (‘terminal’) growth
rate, used in the VIU model.
We engaged our internal valuation specialists
to assist with the evaluation of the discount rate
assumption, by developing an independent
range, and the long-term growth rate, by
comparing the rate to relevant external sources,
such as long term inflation projections.
We considered whether any significant changes
occurred between management’s assessment
date and subsequent to the balance sheet date,
that could impact the impairment test
calculation. We did this by reviewing the
ongoing performance of the business and
reviewing the inputs to the discount rate in light
of the current macro-economic environment.
As the recoverability of the Asia Pacific CGU
was sensitive to reasonably possible changes in
key assumptions, we verified that appropriate
disclosures have been included in the Group
financial statements.
How we scoped our audit to respond to the risk
All audit work performed to address this risk was undertaken by the Group audit team.
In the prior year, our auditor’s report included two additional key audit matters; one in relation to the
valuation of the assets acquired in the acquisition of CP Kelco and the other relating to the Quantum
cash generating unit (‘CGU’) impairment assessment. In the current year, these are no longer relevant
given the risk over CP Kelco related to the year of initial recognition and as the Quantum CGU is no
longer separately assessed for impairment following the changes to the Group’s operating segments.
In the current year, we identified two new key audit matters in relation to going concern and the Asia
Pacific cash-generating unit impairment assessment.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of
identified misstatements on the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably
be expected to influence the economic decisions of the users of the financial statements. Materiality
provides a basis for determining the nature and extent of our audit procedures.
We determined materiality for the Group to be £11.7 million (2025: £13.5 million), which is 5% (2025: 5%)
of profit before tax adjusted for exceptional items and M&A costs (other than we did not adjust for
depreciation of fair value adjustments on acquired tangible assets) (‘adjusted profit before tax’). We
believe that adjusted profit before tax provides us with the measure that is most relevant to the
stakeholders of the Group.
We determined materiality for the Parent Company to be £28.6 million (2025: £14.3 million), which is 1%
(2025: 0.5%) of total assets.
Performance materiality
The application of materiality at the individual account or balance level. It is set at an amount to reduce
to an appropriately low level the probability that the aggregate of uncorrected and undetected
misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s overall control
environment, our judgement was that performance materiality was 75% (2025: 75%) of our planning
materiality, namely £8.7 million (2025: £10.1 million). We have set performance materiality at this
percentage due to our assessment of the control environment and the historical lack of significant
misstatements.
Audit work was undertaken at component locations for the purpose of responding to the assessed risks
of material misstatement of the Group financial statements. The performance materiality set for each
component is based on the relative scale and risk of the component to the Group as a whole and our
assessment of the risk of misstatement at that component. In the current year, the range of performance
materiality allocated to components was £1.7 million to £7.9 million (2025: £2.0 million to £7.8 million).
Useful informationFinancial statementsStrategic report Governance
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Financial statements
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Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit differences
in excess of £0.6 million (2025: £0.7 million), which is set at 5% of planning materiality, as well as
differences below that threshold that, in our view, warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality
discussed above and in light of other relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in the annual report, including the Strategic
report on pages 1 to 73, the Governance report on pages 74 to 113 and Useful Information set out on
pages 183 to 189, other than the financial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the
course of the audit, or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether this gives
rise to a material misstatement in the financial statements themselves. If, based on the work we have
performed, we conclude that there is a material misstatement of the other information, we are required
to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared
in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic Report and the Directors’ Report for the financial year for which
the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors’ Report have been prepared in accordance with applicable
legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the Parent Company and its
environment obtained in the course of the audit, we have not identified material misstatements in the
Strategic Report or the Directors’ Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the Parent Company, or returns adequate for our
audit have not been received from branches not visited by us; or
the parent company financial statements and the part of the Directors’ Remuneration Report to be
audited are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit
Corporate Governance Statement
We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part
of the Corporate Governance Statement relating to the Group and Company’s compliance with the
provisions of the UK Corporate Governance Code specified for our review by the UK Listing Rules.
Aside from the impact of the matters disclosed in the material uncertainty related to going concern
section, 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 financial statements
or our knowledge obtained during the audit:
Directors’ statement with regards to the appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out on pages 35 and 128 to 129;
Directors’ explanation as to its assessment of the company’s prospects, the period this assessment
covers and why the period is appropriate set out on page 59;
Directors’ statement on whether it has a reasonable expectation that the Group will be able to continue
in operation and meets its liabilities set out on page 59;
Directors’ statement on fair, balanced and understandable set out on pages 86 and 91;
Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks
set out on pages 58 to 67;
The section of the annual report that describes the review of effectiveness of risk management and
internal control systems set out on page 93; and
The section describing the work of the Audit Committee set out on pages 90 to 94.
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Financial statements
Financial statements
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TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit differences
in excess of £0.6 million (2025: £0.7 million), which is set at 5% of planning materiality, as well as
differences below that threshold that, in our view, warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality
discussed above and in light of other relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in the annual report, including the Strategic
report on pages 1 to 73, the Governance report on pages 74 to 113 and Useful Information set out on
pages 183 to 189, other than the financial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the
course of the audit, or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether this gives
rise to a material misstatement in the financial statements themselves. If, based on the work we have
performed, we conclude that there is a material misstatement of the other information, we are required
to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, the part of the Directors’ Remuneration Report to be audited has been properly prepared
in accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
the information given in the Strategic Report and the Directors’ Report for the financial year for which
the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors’ Report have been prepared in accordance with applicable
legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the Parent Company and its
environment obtained in the course of the audit, we have not identified material misstatements in the
Strategic Report or the Directors’ Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the Parent Company, or returns adequate for our
audit have not been received from branches not visited by us; or
the parent company financial statements and the part of the Directors’ Remuneration Report to be
audited are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit
Corporate Governance Statement
We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part
of the Corporate Governance Statement relating to the Group and Company’s compliance with the
provisions of the UK Corporate Governance Code specified for our review by the UK Listing Rules.
Aside from the impact of the matters disclosed in the material uncertainty related to going concern
section, 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 financial statements
or our knowledge obtained during the audit:
Directors’ statement with regards to the appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out on pages 35 and 128 to 129;
Directors’ explanation as to its assessment of the company’s prospects, the period this assessment
covers and why the period is appropriate set out on page 59;
Directors’ statement on whether it has a reasonable expectation that the Group will be able to continue
in operation and meets its liabilities set out on page 59;
Directors’ statement on fair, balanced and understandable set out on pages 86 and 91;
Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks
set out on pages 58 to 67;
The section of the annual report that describes the review of effectiveness of risk management and
internal control systems set out on page 93; and
The section describing the work of the Audit Committee set out on pages 90 to 94.
Independent Auditor’s Report to the members of Tate & Lyle PLC continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
121
Responsibilities of directors
As explained more fully in the directors’ statement of responsibilities set out on page 113, the directors
are responsible for the preparation of the financial statements and for being satisfied that they give a
true and fair view, and for such internal control as the directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the financial statements, the directors are responsible for assessing the Group and Parent
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 Parent Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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) 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 influence the economic decisions of users taken on
the basis of these financial statements.
Explanation as to what extent the audit was considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. 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. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud rests with both those
charged with governance of the company and management.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the
Group and determined that the most significant are:
those that relate to the form and content of the financial statements: UK-Adopted International
Accounting Standards (for the Group), FRS 101 (for the Parent Company), the Companies Act
2006 and the UK Corporate Governance Code;
those that relate to the relevant tax compliance regulations in the jurisdictions in which the Group
operates;
those that relate to the accrual or recognition of expenses for pension costs as well as the
treatment of its employees, such as employment laws and regulations in countries where the
Group operates; and
in addition, we concluded that there are certain significant laws and regulations which may have
an effect on the determination of the amounts and disclosures in the financial statements being
the Listing Rules of the UK Listing Authority.
We understood how the Group is complying with those frameworks by making inquiries of
management, internal audit and those responsible for legal and compliance procedures. We
corroborated our enquiries through review of Board minutes and papers provided to the Audit
Committee and attendance at all meetings of the Audit Committee, as well as consideration of the
results of our audit procedures across the Group. We further observed the oversight of those charged
with governance which included the culture of honesty and ethical behaviour and understanding
whether a strong emphasis is placed on fraud prevention.
We assessed the susceptibility of the Group’s financial statements to material misstatement, including
how fraud might occur by:
meeting with management from various parts of the business to understand where they
considered there to be susceptibility to fraud;
assessing whistleblowing incidences for those with a potential financial reporting impact;
considering performance targets and their propensity to influence efforts made by management
to manage earnings or influence the perception of analysts;
considering the programmes and controls that the Group has established to address risks
identified, or that otherwise prevent, deter and detect fraud; and how senior management
monitors those programmes and controls;
understanding the related party transactions and significant transactions occurring with related
parties in the year; and
assessing the key judgements and estimates and significant transactions occurring in the year.
Based on this understanding we designed our audit procedures to identify non-compliance with such
laws and regulations. At a Group level, our procedures involved: enquiries of Group management and
those charged with governance, legal counsel, internal audit and division management across all
regions in the Group. Our procedures also included testing over manual consolidation journals and
journals indicating unusual transactions based on our understanding of the business. At a component
level, our full and specific scope component audit team’s procedures included enquiries of
component management and journal entry testing.
Where the risk was considered to be higher we performed audit procedures to address identified risks
of material misstatement, including as referred to in the ‘Revenue recognition’ key audit matters
section above. Any instances of non-compliance with laws and regulations, including in relation to
fraud, were communicated by/to components and considered in our audit approach, if applicable. In
addition, we completed procedures to conclude on the compliance of the disclosures in the annual
report and accounts with all applicable requirements.
A further description of our responsibilities for the audit of the financial statements is located on
the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditor’s report.
Useful informationFinancial statementsStrategic report Governance
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Financial statements
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TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Other matters we are required to address
Following the recommendation from the audit committee, we were appointed by the company on
26 July 2018 to audit the financial statements for the year ending 31 March 2019 and subsequent
financial periods.
The period of total uninterrupted engagement including previous renewals and reappointments is
8 years, covering the years ending 31 March 2019 to 31 March 2026.
The audit opinion is consistent with the additional report to the Audit Committee.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the
company’s members those matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
Jonathan Gill
(Senior statutory auditor)
For and on behalf of Ernst & Young LLP, Statutory Auditor
London
20 May 2026
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Financial statements
Financial statements
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122
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Other matters we are required to address
Following the recommendation from the audit committee, we were appointed by the company on
26 July 2018 to audit the financial statements for the year ending 31 March 2019 and subsequent
financial periods.
The period of total uninterrupted engagement including previous renewals and reappointments is
8 years, covering the years ending 31 March 2019 to 31 March 2026.
The audit opinion is consistent with the additional report to the Audit Committee.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the
company’s members those matters we are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
Jonathan Gill
(Senior statutory auditor)
For and on behalf of Ernst & Young LLP, Statutory Auditor
London
20 May 2026
123
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Consolidated Income Statement
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Revenue
5
2 006
1 736
Operating profit
6
180
106
Finance income
10
8
20
Finance expense
10
(57)
(38)
Profit before tax
131
88
Income tax expense
11
(33)
(43)
Profit for the year – continuing operations
98
45
Profit for the year – discontinued operations
12
95
Profit for the year – total operations
98
140
Attributable to:
Owners of the Company
97
143
Non-controlling interests
1
(3)
Profit for the year – total operations
98
140
Earnings per share
Pence
Pence
Continuing operations:
13
basic
22.0p
11.8p
diluted
21.7p
11.6p
Total operations:
13
basic
22.0p
35.0p
diluted
21.7p
34.5p
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Consolidated Statement of Comprehensive Income
Year ended 31 March
2026 2025
Notes £m £m
Profit for the year – total operations
98
140
Other comprehensive income/(expense)
Items that have been/may be reclassified to profit or loss:
Loss on currency translation of foreign operations
24
(9)
(5 8)
Fair value (loss)/gain on net investment hedges
24
(2)
10
Gain on currency translation of foreign operations transferred to the income statement on sale of a joint venture 24
(10)
Loss on currency translation of foreign operations transferred to the income statement on sale of a subsidiary 24
1
Net (loss)/gain on cash flow hedges
24
(2)
4
Share of other comprehensive income of joint venture
22, 24
1
Tax effect of the above items
11
1
(1)
(11)
(54)
Items that will not be reclassified to profit or loss:
Remeasurement of retirement benefit plans:
actual return lower on plan assets
31
(1)
(51)
net actuarial gain on retirement benefit obligations
31
8
59
asset ceiling restriction
31
(1)
(5)
Changes in the fair value of equity investments at fair value through OCI
18, 24
(1)
Tax effect of the above items
11
(1)
(2)
5
Total other comprehensive expense
(6)
(54)
Total comprehensive income – total operations
92
86
Analysed by:
Continuing operations
92
(10)
Discontinued operations
96
Total comprehensive income – total operations
92
86
Attributable to:
Owners of the Company
91
89
Non-controlling interests
1
(3)
Total comprehensive income – total operations
92
86
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Financial statements
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Consolidated Statement of Comprehensive Income
Year ended 31 March
Notes
2026
£m
2025
£m
Profit for the year – total operations
98 140
Other comprehensive income/(expense)
Items that have been/may be reclassified to profit or loss:
Loss on currency translation of foreign operations 24 (9) (58)
Fair value (loss)/gain on net investment hedges 24 (2) 10
Gain on currency translation of foreign operations transferred to the income
statement on sale of a joint venture
24 (10)
Loss on currency translation of foreign operations transferred to the income
statement on sale of a subsidiary
24 1
Net (loss)/gain on cash flow hedges 24 (2) 4
Share of other comprehensive income of joint venture 22, 24 1
Tax effect of the above items 11 1 (1)
(11) (54)
Items that will not be reclassified to profit or loss:
Remeasurement of retirement benefit plans:
actual return lower on plan assets
31 (1) (51)
net actuarial gain on retirement benefit obligations
31 8 59
asset ceiling restriction
31 (1) (5)
Changes in the fair value of equity investments at fair value through OCI 18, 24 (1)
Tax effect of the above items 11 (1) (2)
5
Total other comprehensive expense
(6) (54)
Total comprehensive income – total operations
92 86
Analysed by:
Continuing operations
92 (10)
Discontinued operations
96
Total comprehensive income – total operations
92 86
Attributable to:
Owners of the Company
91 89
Non-controlling interests
1 (3)
Total comprehensive income – total operations
92 86
Financial statements
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Consolidated Statement of Financial Position
Restated*
At 31 March At 31 March
2026 2025
Notes £m £m
ASSETS
Non-current assets
Goodwill
19
540
542
Other intangible assets
19
254
299
Property, plant and equipment (including right-of-use assets of £48 million
(2025 – £56 million))
20, 21
1 398 1 411
Investments in equities
18
31
28
Retirement benefit surplus
31
15
28
Deferred tax assets
11
11
36
Trade and other receivables
17
83
83
2 332
2 427
Current assets
Inventories
15
572
560
Trade and other receivables
17
408
390
Current tax assets
11
9
7
Derivative financial instruments
29
1
4
Cash and cash equivalents
16
344
334
1 334
1 295
TOTAL ASSETS
3 666
3 722
EQUITY
Capital and reserves
Share capital
23
139
139
Share premium
23
942
942
Capital redemption reserve
8
8
Other reserves
24
15
28
Retained earnings
494
473
Equity attributable to owners of the Company
1 598
1 590
Non-controlling interests
(2)
TOTAL EQUITY
1 598
1 588
Restated*
At 31 March At 31 March
2026 2025
Notes £m £m
LIABILITIES
Non-current liabilities
Borrowings (including lease liabilities of £44 million (2025 – £52 million))
26
1 274
1 145
Retirement benefit deficit
31
116
128
Deferred tax liabilities
11
147
190
Provisions
33
19
38
Trade and other payables
25
19
22
1 575
1 523
Current liabilities
Borrowings (including lease liabilities of £12 million (2025 – £14 million))
26
20
161
Trade and other payables
25
373
369
Provisions
33
35
36
Current tax liabilities
11
62
44
Derivative financial instruments
29
3
1
493
611
TOTAL LIABILITIES
2 068
2 134
TOTAL EQUITY AND LIABILITIES
3 666
3 722
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note
1 and Note 35.
The notes on pages 128 to 176 form part of these financial statements. The consolidated financial
statements on pages 123 to 176 were approved by the Board of Directors on 20 May 2026 and signed
on its behalf by:
Nick Hampton Sarah Kuijlaars
Director Director
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Consolidated Statement of Cash Flows
Year ended 31 March
2026 2025
Notes £m £m
Cash flows from operating activities – total operations
Profit before tax from continuing operations
131
88
Profit before tax from discontinued operations 12
117
Profit before tax from total operations
131
205
Adjustments for:
depreciation of property, plant and equipment (including right-of-use assets
and excluding exceptional items) 20
124
86
amortisation of intangible assets
19
48
42
unwind of fair value adjustments
4
19
14
share-based payments
32
8
12
adjustment to exceptional income statement items
8
(3)
(44)
adjustment to other M&A income statement items
8
(4)
(8)
net finance expense
10
49
18
share of profit of joint venture
22
(8)
net retirement benefit obligations
(10)
(7)
other non-cash movements
27
(10)
(5)
changes in working capital
27
(43)
8
Cash generated from total operations
309
313
Net income tax paid
(29)
(67)
Exceptional tax on gain on disposal of Primient
(45)
Interest paid
(50)
(37)
Net cash generated from operating activities
230
164
Cash flows from investing activities
Purchase of property, plant and equipment
(116)
(114)
Acquisition of businesses, net of cash acquired
35
2
(807)
Disposal of subsidiary/ joint venture (net of cash)
12, 35
2
277
Investments in intangible assets
(9)
(7)
Purchase of equity investments
18
(1)
Disposal of equity investments
18
1
Interest received
8
21
Net cash used in investing activities
(113)
(630)
Year ended 31 March
2026 2025
Notes £m £m
Cash flows from financing activities
Purchase of own shares (share buyback programme)
23
(216)
Purchase of own shares (other including net settlement of share options)
23
(2)
(7)
Proceeds from borrowings
136
1 156
Repayment of borrowings
(136)
(472)
Repayment of leases
21
(16)
(14)
Dividends paid to the owners of the Company
14
(88)
(80)
Net cash (used in)/generated from financing activities
(106)
367
Cash and cash equivalents
Balance at beginning of year
334
437
Net increase/(decrease) in cash and cash equivalents
28
11
(99)
Currency translation differences
28
(1)
(4)
Balance at end of year
16
344
334
A reconciliation of the movement in cash and cash equivalents to the movement in net debt is presented
in Note 28.
The cash flows from discontinued operations for the year ended 31 March 2025 included above are
presented in Note 12.
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Financial statements
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Consolidated Statement of Cash Flows
Year ended 31 March
Notes
2026
£m
2025
£m
Cash flows from operating activities – total operations
Profit before tax from continuing operations
131 88
Profit before tax from discontinued operations
12
117
Profit before tax from total operations
131 205
Adjustments for:
depreciation of property, plant and equipment (including right-of-use assets
and excluding exceptional items)
20 124 86
amortisation of intangible assets
19 48 42
unwind of fair value adjustments
4 19 14
share-based payments
32 8 12
adjustment to exceptional income statement items
8 (3) (44)
adjustment to other M&A income statement items
8 (4) (8)
net finance expense
10 49 18
share of profit of joint venture
22 (8)
net retirement benefit obligations
(10) (7)
other non-cash movements
27 (10) (5)
changes in working capital
27 (43) 8
Cash generated from total operations
309 313
Net income tax paid
(29) (67)
Exceptional tax on gain on disposal of Primient
(45)
Interest paid
(50) (37)
Net cash generated from operating activities
230 164
Cash flows from investing activities
Purchase of property, plant and equipment
(116) (114)
Acquisition of businesses, net of cash acquired 35 2 (807)
Disposal of subsidiary/ joint venture (net of cash) 12, 35 2 277
Investments in intangible assets
(9) (7)
Purchase of equity investments 18 (1)
Disposal of equity investments 18 1
Interest received
8 21
Net cash used in investing activities
(113) (630)
Year ended 31 March
Notes
2026
£m
2025
£m
Cash flows from financing activities
Purchase of own shares (share buyback programme) 23 (216)
Purchase of own shares (other including net settlement of share options) 23 (2) (7)
Proceeds from borrowings
136 1 156
Repayment of borrowings
(136) (472)
Repayment of leases 21 (16) (14)
Dividends paid to the owners of the Company 14 (88) (80)
Net cash (used in)/generated from financing activities
(106) 367
Cash and cash equivalents
Balance at beginning of year
334 437
Net increase/(decrease) in cash and cash equivalents 28 11 (99)
Currency translation differences 28 (1) (4)
Balance at end of year 16 344 334
A reconciliation of the movement in cash and cash equivalents to the movement in net debt is presented
in Note 28.
The cash flows from discontinued operations for the year ended 31 March 2025 included above are
presented in Note 12.
Financial statements
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Consolidated Statement of Changes in Equity
Attributable
Share capital Capital to the Non-
and share redemption Other Retained owners of controlling Total
premium reserve reserves earnings the Company interests equity
£m £m £m £m £m £m £m
At 31 March 2024
525
8
82
623
1 238
1
1 239
Profit for the year –
total operations
143
143
(3)
140
Other comprehensive
(expense)/income
(55)
1
(54)
(54)
Total comprehensive
(expense)/income
(55)
144
89
(3)
86
Hedging losses
transferred to inventory
2
2
2
Tax effect of the
above item
(1)
(1)
(1)
Transactions with owners:
Issue of share capital
(Note 23 and Note 35)
556
556
556
Share-based
payments, net of tax
11
11
11
Purchase of own
shares including net
settlement (Note 23)
(225)
(225)
(225)
Dividends paid
(Note 14)
(80)
(80)
(80)
At 31 March 2025
1 081
8
28
473
1 590
(2)
1 588
Attributable
Share capital Capital to the Non-
and share redemption Other Retained owners of controlling Total
premium reserve reserves earnings the Company interests equity
£m £m £m £m £m £m £m
At 31 March 2025
1 081
8
2 8
473
1 590
(2)
1 588
Profit for the year –
total operations
97
97
1
98
Other comprehensive
(expense)/income
(11)
5
(6)
(6)
Total comprehensive
(expense)/income
(11)
102
91
1
92
Hedging gains transferred
to inventory
(2)
(2)
(2)
Transactions with owners:
Share-based
payments, net of tax
8
8
8
Purchase of own
shares including net
settlement (Note 23)
(1)
(1)
(1)
Dividends paid
(Note 14)
(88)
(88)
(88)
Derecognition of non-
controlling interest on
sale of a subsidiary
(Note 35)
1
1
At 31 March 2026
1 081
8
15
494
1 598
1 598
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Notes to the Consolidated Financial Statements
1. Basis of preparation
Description of business
Tate & Lyle PLC (the Company) is a public limited company incorporated in the United Kingdom and
registered in England. It is the ultimate parent of the Tate & Lyle PLC Group. The Company’s ordinary
shares are listed on the London Stock Exchange.
The Company and its subsidiaries (together ‘the Group’) provide ingredients and solutions to the
food, beverage and other industries. The Group operates from numerous production facilities around
the world.
The Group’s operations now comprise three operating segments: (i) Americas, (ii) Europe, Middle East
and Africa, and (iii) Asia Pacific. The Group’s reportable segments are the same as its operating
segments. Segment information is presented in Note 5.
Accounting period
The Group’s annual financial statements are drawn up to 31 March. These financial statements cover the
year ended 31 March 2026 with comparative financials for the year ended 31 March 2025.
Basis of accounting
The consolidated financial statements on pages 123 to 176 have been prepared in accordance with
UK-Adopted International Accounting Standards and in conformity with the requirements of the
Companies Act 2006.
The Group’s material accounting policies are unchanged compared with the year ended 31 March 2025.
The Group’s material accounting policies have been consistently applied throughout the year.
Descriptions and specific accounting policy information on how the Group has applied the requirements
of UK-Adopted International Accounting Standards are included throughout the notes to these financial
statements. All amounts are rounded to the nearest million, unless otherwise indicated.
Discontinued operations and application of Held for Sale
Discontinued operations in the prior year related to the Primient joint venture which was sold on
27 June 2024.
In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations, from
20 May 2024 the Group classified its 49.7% interest in Primient as a disposal group held for sale and a
discontinued operation. At this point the Group ceased equity accounting for the Primient joint venture.
20 May 2024 reflects the date that negotiations on substantive matters with KPS Capital Partners were
completed. An operation is classified as discontinued if it is a component of the Group that: (i) has been
disposed of, or meets the criteria to be classified as held for sale; and (ii) represents a separate major line
of business or geographic area of operations or will be disposed of as part of a single coordinated plan
to dispose of a separate major line of business or geographic area of operations. The Primient joint
venture met the criteria for being a major line of business as it was a reportable segment. The results of
discontinued operations are presented separately from those of continuing operations.
Prior year restatement following finalisation of the acquisition accounting for CP Kelco
On 15 November 2024 the Group completed the acquisition of 100% of the equity of (i) CP Kelco U.S.;
(ii) CP Kelco China; and (iii) CP Kelco ApS together with each of their respective subsidiaries (together
‘CP Kelco’).
In the prior year, the acquisition date fair value and associated goodwill was disclosed as provisional
pending the finalisation of the completion accounts working capital adjustment and purchase price
allocation. The completion accounts working capital adjustment was finalised in the current year,
resulting in a £2 million decrease in the final consideration for the acquisition compared to the
provisional consideration disclosed in the prior year. This has resulted in a corresponding adjustment to
goodwill in the year ended 31 March 2026.
The purchase price allocation was also finalised in the current year. The final fair value of net assets
acquired decreased by £24 million from the provisionally determined fair value disclosed in the prior
year. As a result, the balance sheet at 31 March 2025 has been restated to reflect the impact of these
adjustments to the acquisitions date fair value. The income statement has not been restated as the
impact on depreciation and amortisation of fair value adjustments was not material. Refer to Note 35
for further details.
Going concern
The Directors have assessed the Group's ability to continue as a going concern through 31 March 2028
(the "going concern period"). In making this assessment, the Directors have considered the Group’s
balance sheet position and forecast earnings and cash flows for the period from the date of approval of
these financial statements to 31 March 2028. The business plan used to support the going concern
assessment (the ‘base case’) is derived from Board-approved forecasts together with certain downside
sensitivities. Further details of the Directors’ assessment are set out below:
At 31 March 2026, the Group has significant available liquidity, including £344 million of cash
and US$800 million (£606 million) from a committed and undrawn revolving credit facility, which
matures in 2031. The earliest maturity date for any of the Group’s debt is July 2027 when the €275 million
term facility agreement matures. Following this, in October 2027 a US$180 million term facility and
US$100 million US Private Placement Notes will mature. For the purpose of the going concern
assessment, the maturity of these facilities is assumed to be covered by existing cash and the revolving
credit facility. Whilst the October 2027 maturity date is too far away to have refinancing formally agreed
by lenders, nor is it required under the Group's treasury policy, management has commenced engaging
with lenders and considers it highly likely that financing will be agreed. The assessment below is based
on this assumption.
The Group has only one debt covenant requirement, which is to maintain a net debt to EBITDA ratio of
not more than 3.5 times. On the covenant-testing basis this was 2.3 times at 31 March 2026. As set out
below, for a covenant breach to occur it would require a significant reduction in Group profit. Such
reduction is considered to be remote.
The Directors have modelled the impact of a ‘worst case scenario’ to the ‘base case’ by including the
same two plausible but severe downside risks also used for the Group’s viability statement, being: an
extended shutdown of one of our large corn wet mill manufacturing facilities following operational
failure, cyber-attack or energy shortage; and the loss of two of our largest customers. In aggregate, such
‘worst case scenarios’ demonstrated that the resultant position still had headroom above the Group’s
debt covenant requirement. The Directors have also calculated a ‘reverse stress test’ which represents
the changes that would be required to the ‘base case’ in order to breach the Group’s debt covenant.
Such ‘reverse stress test’ showed that the forecast Group profit would have to reduce significantly in
order to cause a breach and the likelihood of this is considered to be remote.
We draw your attention to Note 37 of the financial statements. On 14 May 2026, the Company
announced that Ingredion Incorporated ("Ingredion") has made a conditional proposal regarding a
possible cash offer for the entire issued and to be issued ordinary share capital of Tate & Lyle (the
"Proposal"). Given the timing of this announcement the Directors have not had time to fully consider
the potential outcome of any possible transaction, which remains uncertain at this stage. Whilst we have
no reason to doubt that there would not be an orderly transition, should a sale of the Group be agreed
and completed during the going concern period, there can be no guarantee as to the intentions of
the buyer for the Group post change of control and in respect of the buyer’s ability to finance the
ongoing business.
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Financial statements
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Notes to the Consolidated Financial Statements
1. Basis of preparation
Description of business
Tate & Lyle PLC (the Company) is a public limited company incorporated in the United Kingdom and
registered in England. It is the ultimate parent of the Tate & Lyle PLC Group. The Company’s ordinary
shares are listed on the London Stock Exchange.
The Company and its subsidiaries (together ‘the Group’) provide ingredients and solutions to the
food, beverage and other industries. The Group operates from numerous production facilities around
the world.
The Group’s operations now comprise three operating segments: (i) Americas, (ii) Europe, Middle East
and Africa, and (iii) Asia Pacific. The Group’s reportable segments are the same as its operating
segments. Segment information is presented in Note 5.
Accounting period
The Group’s annual financial statements are drawn up to 31 March. These financial statements cover the
year ended 31 March 2026 with comparative financials for the year ended 31 March 2025.
Basis of accounting
The consolidated financial statements on pages 123 to 176 have been prepared in accordance with
UK-Adopted International Accounting Standards and in conformity with the requirements of the
Companies Act 2006.
The Group’s material accounting policies are unchanged compared with the year ended 31 March 2025.
The Group’s material accounting policies have been consistently applied throughout the year.
Descriptions and specific accounting policy information on how the Group has applied the requirements
of UK-Adopted International Accounting Standards are included throughout the notes to these financial
statements. All amounts are rounded to the nearest million, unless otherwise indicated.
Discontinued operations and application of Held for Sale
Discontinued operations in the prior year related to the Primient joint venture which was sold on
27 June 2024.
In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations, from
20 May 2024 the Group classified its 49.7% interest in Primient as a disposal group held for sale and a
discontinued operation. At this point the Group ceased equity accounting for the Primient joint venture.
20 May 2024 reflects the date that negotiations on substantive matters with KPS Capital Partners were
completed. An operation is classified as discontinued if it is a component of the Group that: (i) has been
disposed of, or meets the criteria to be classified as held for sale; and (ii) represents a separate major line
of business or geographic area of operations or will be disposed of as part of a single coordinated plan
to dispose of a separate major line of business or geographic area of operations. The Primient joint
venture met the criteria for being a major line of business as it was a reportable segment. The results of
discontinued operations are presented separately from those of continuing operations.
Prior year restatement following finalisation of the acquisition accounting for CP Kelco
On 15 November 2024 the Group completed the acquisition of 100% of the equity of (i) CP Kelco U.S.;
(ii) CP Kelco China; and (iii) CP Kelco ApS together with each of their respective subsidiaries (together
‘CP Kelco’).
In the prior year, the acquisition date fair value and associated goodwill was disclosed as provisional
pending the finalisation of the completion accounts working capital adjustment and purchase price
allocation. The completion accounts working capital adjustment was finalised in the current year,
resulting in a £2 million decrease in the final consideration for the acquisition compared to the
provisional consideration disclosed in the prior year. This has resulted in a corresponding adjustment to
goodwill in the year ended 31 March 2026.
The purchase price allocation was also finalised in the current year. The final fair value of net assets
acquired decreased by £24 million from the provisionally determined fair value disclosed in the prior
year. As a result, the balance sheet at 31 March 2025 has been restated to reflect the impact of these
adjustments to the acquisitions date fair value. The income statement has not been restated as the
impact on depreciation and amortisation of fair value adjustments was not material. Refer to Note 35
for further details.
Going concern
The Directors have assessed the Group's ability to continue as a going concern through 31 March 2028
(the "going concern period"). In making this assessment, the Directors have considered the Group’s
balance sheet position and forecast earnings and cash flows for the period from the date of approval of
these financial statements to 31 March 2028. The business plan used to support the going concern
assessment (the ‘base case’) is derived from Board-approved forecasts together with certain downside
sensitivities. Further details of the Directors’ assessment are set out below:
At 31 March 2026, the Group has significant available liquidity, including £344 million of cash
and US$800 million (£606 million) from a committed and undrawn revolving credit facility, which
matures in 2031. The earliest maturity date for any of the Group’s debt is July 2027 when the €275 million
term facility agreement matures. Following this, in October 2027 a US$180 million term facility and
US$100 million US Private Placement Notes will mature. For the purpose of the going concern
assessment, the maturity of these facilities is assumed to be covered by existing cash and the revolving
credit facility. Whilst the October 2027 maturity date is too far away to have refinancing formally agreed
by lenders, nor is it required under the Group's treasury policy, management has commenced engaging
with lenders and considers it highly likely that financing will be agreed. The assessment below is based
on this assumption.
The Group has only one debt covenant requirement, which is to maintain a net debt to EBITDA ratio of
not more than 3.5 times. On the covenant-testing basis this was 2.3 times at 31 March 2026. As set out
below, for a covenant breach to occur it would require a significant reduction in Group profit. Such
reduction is considered to be remote.
The Directors have modelled the impact of a ‘worst case scenario’ to the ‘base case’ by including the
same two plausible but severe downside risks also used for the Group’s viability statement, being: an
extended shutdown of one of our large corn wet mill manufacturing facilities following operational
failure, cyber-attack or energy shortage; and the loss of two of our largest customers. In aggregate, such
‘worst case scenarios’ demonstrated that the resultant position still had headroom above the Group’s
debt covenant requirement. The Directors have also calculated a ‘reverse stress test’ which represents
the changes that would be required to the ‘base case’ in order to breach the Group’s debt covenant.
Such ‘reverse stress test’ showed that the forecast Group profit would have to reduce significantly in
order to cause a breach and the likelihood of this is considered to be remote.
We draw your attention to Note 37 of the financial statements. On 14 May 2026, the Company
announced that Ingredion Incorporated ("Ingredion") has made a conditional proposal regarding a
possible cash offer for the entire issued and to be issued ordinary share capital of Tate & Lyle (the
"Proposal"). Given the timing of this announcement the Directors have not had time to fully consider
the potential outcome of any possible transaction, which remains uncertain at this stage. Whilst we have
no reason to doubt that there would not be an orderly transition, should a sale of the Group be agreed
and completed during the going concern period, there can be no guarantee as to the intentions of
the buyer for the Group post change of control and in respect of the buyer’s ability to finance the
ongoing business.
Notes to the Consolidated Financial Statements continued
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1. Basis of preparation continued
Basis of accounting continued
Going concern continued
However, as the deal may complete during the going concern period, it is determined that there is a
material uncertainty that may cast significant doubt on the Group’s ability to continue as a going
concern. The financial statements do not include the adjustments that would result if the legal entity was
not considered to be a going concern. There is no material uncertainty if the proposal does not proceed.
In conclusion, the Directors have adopted the going concern basis in preparing the consolidated
financial information of the Group as at 31 March 2026.
Climate change considerations
In preparing the consolidated financial statements, the Directors have considered the impact of climate
change, particularly in the context of the risks identified in the TCFD disclosures set out on pages 68 to
72 and our sustainability targets on page 47. Climate change-related considerations made in respect of
the financial statements relate principally to (i) the impact of climate change on the going concern
assessment and viability assessment, (ii) the impact of climate change on the cash flow forecasts used in
the impairment assessment of non-current assets including goodwill for the Group’s cash-generating
units, and (iii) the impact on the share-based payment charge for the year as a result of the performance
against certain purpose and sustainability targets.
These climate change considerations are not considered to be areas of significant judgement or sources
of estimation uncertainty in the current year. These considerations are also not expected to have a
significant impact on the Group’s going concern assessment to 31 March 2028.
The Directors considered further whether any reduction of the useful lives of assets as a result of
climate-related matters, which would have a direct impact on the amount of depreciation recognised
each year from the date of reassessment, could have a significant impact on the financial statements.
The Directors concluded that the impact of the Group’s decarbonisation commitments does not have a
material impact on the results for the year.
In view of the evolving risks associated with climate change, the Directors will regularly assess these risks
against judgements and estimates made in preparation of the Group’s financial statements.
Foreign currency
The consolidated financial statements are presented in pound sterling, which is also the Company’s
functional currency. Where changes in constant currency are presented, they are calculated by
retranslating current year results at prior year exchange rates. Calculations of changes in constant
currency have been included in ‘Additional information’ within this document.
Accounting standards adopted during the year
In the current year the Group has adopted, with effect from 1 April 2025, the following new accounting
standards and amendments, which had no material effect on the Group’s financial statements:
Lack of exchangeability – Amendments to IAS 21.
Accounting standards issued but not yet adopted
IFRS 18 Presentation and Disclosure in Financial Statements will be effective for the Group from 1 April
2027 onwards. This new standard sets out revised requirements on presentation within the statement of
profit or loss, including specified totals and subtotals. It also requires disclosure of management-defined
performance measures and includes new requirements for aggregation and disaggregation of financial
information based on the identified ‘roles’ of the primary financial statements and the notes. In addition,
there are consequential amendments to other accounting standards. Whilst IFRS 18 will not affect the
recognition or measurement of items in the financial statements, it is expected to have a significant
impact on the presentation of the income statement and related disclosures. The Group has continued to
progress its assessment of the relevant effects of the new standard and is in the process of determining
the specific implications for its consolidated financial statements.
No other new standards, new interpretations or amendments to standards or interpretations that are
effective or that have been published but are not yet effective, are expected to have a material impact on
the Group’s financial statements.
Alternative performance measures
The Group also presents alternative performance measures, including adjusted earnings before interest,
tax, depreciation and amortisation (‘adjusted EBITDA’), adjusted profit before tax, adjusted earnings per
share, free cash flow, net debt to EBITDA and return on capital employed. These measures are used
for internal performance analysis and incentive compensation arrangements for employees. They are
presented because they provide investors with additional information about the performance of the
business which the Directors consider to be valuable. Reconciliations of the alternative performance
measures to the most directly comparable UK-Adopted International Accounting Standards measures
are presented in Note 4.
Alternative performance measures reported by the Group are not defined terms under UK-Adopted
International Accounting Standards and may therefore not be comparable with similarly titled measures
reported by other companies.
2. Significant judgements and estimates
In preparing these consolidated financial statements, management has made judgements and used
estimates and assumptions in establishing the reported amounts of assets, liabilities, income and
expense under the Group’s accounting policies. Judgements are based on the best evidence available to
management. Estimates are based on factors including historical experience and expectations of future
events, corroborated with external information where possible. Judgements and estimates and their
underlying assumptions are reviewed and updated on an ongoing basis, with any revisions being
recognised prospectively.
Useful informationFinancial statementsStrategic report Governance
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Notes to the Consolidated Financial Statements continued
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2. Significant judgements and estimates continued
However, given the inherent uncertainty of such estimates, the actual results might differ significantly
from the anticipated ones. Information about the accounting estimates and judgements made in
applying these accounting policies that have the most significant effect on the amounts recognised
in the consolidated financial statements are set out below.
Taxation (Note 11)
Key sources of estimation uncertainty
The Group’s current and deferred tax balances are subject to estimation uncertainty, which could also
impact the effective tax rate in the next financial year.
The specific source of estimation uncertainty is as follows:
Resolution of uncertain tax provisions: at 31 March 2026, the Group has recorded current tax liabilities
of £74 million (2025 – £75 million) for uncertain tax provisions. Such provisions arise because the
Group operates in an international tax environment and is subjected to periodic tax examination
and uncertainties in a number of jurisdictions. Such examination can include, inter alia, transfer pricing
arrangements relating to the Group’s operating activities, historical reorganisations and the deductibility
of interest on certain intra-group borrowing arrangements. The issues involved are complicated and may
take a number of years to resolve. Tax liabilities, if required, have been estimated based on one of two
methods, the expected value method (the sum of the probability weighted amounts in a range of
possible outcomes) or the single most likely amount method, depending on which is expected to better
predict the resolution of the uncertainty. These accounting estimates considered the status of the
unresolved matter, the relevant legislation, advice from in-house specialists, opinions of professional
firms and past experience and precedents set by the particular tax authority. Of the £74 million total of
uncertain tax positions held at 31 March 2026, between zero and £15 million of the balance could be
resolved in the year ending 31 March 2027. Such resolution could be favourable or unfavourable. Of the
£75 million balance at 31 March 2025, £10 million met the criteria for being released in the year ended
31 March 2026. This compares to the range of possible outcomes coming into the year for potential
releases of provisions of between zero and £11 million.
Retirement benefit plans (Note 31)
At 31 March 2026, the present value of the benefit obligations of the plans was £385 million (2025 –
£1,021 million, the decrease reflects the impact of the buy-out of two schemes during the year ended
31 March 2026). The present value of the benefit obligations is based on key assumptions including
actuarial estimates of the future benefits that will be payable to the members of the plans. Changes to
key assumptions could have a material impact on the reported amounts and, as a result, represent a
significant accounting estimate.
Key sources of estimation uncertainty
The present value of the benefit obligations is most sensitive to the discount rate applied to the benefit
obligations, assumed life expectancies, and expected future inflation rates. Sensitivity analysis is
included in Note 31.
Whilst assumptions are established on a consistent basis reflecting advice from qualified actuaries,
using published indices and other actuarial data, management must apply judgement in selecting the
most appropriate value from within an acceptable range.
Changes in the assumptions used in determining the present value of the benefit obligations will have
an impact on the Group’s income statement through their effect on the service cost and the interest
on the net deficit or surplus in the plans. However, most of the impact of such changes, together with
fluctuations in the actual return on the plan assets, will be reflected in other comprehensive income.
Impairment assessment of non-current assets (Notes 19 and 20)
Property, plant and equipment and intangible assets are reviewed for impairment whenever any events
or changes in circumstances indicate that their carrying amounts may not be recoverable. If such an
indication exists, then the recoverable amount of the asset is estimated. In addition, goodwill is tested for
impairment annually.
Asset impairments have the potential to significantly impact operating profit. Determining whether assets
are impaired requires the estimation of the recoverable amount. An asset is impaired to the extent that its
carrying amount exceeds its recoverable amount. An asset’s recoverable amount represents the higher
of the benefit which the entity expects to derive from the asset over its life, discounted to present value
(value in use) and the net price for which the entity can sell the asset in the open market (fair value less
costs of disposal). This calculation is usually based on projecting future cash flows over a five-year
period and using a terminal value to incorporate expectations of growth thereafter. The discount rate
used for the calculation reflects the risks specific to the asset or groups of assets tested.
Key sources of estimation uncertainty
For the Asia Pacific cash-generating unit, whilst management concluded, based on the value in use
model used, that no impairment is required, management did note that the impairment test in respect of
goodwill allocated to Asia Pacific was sensitive to changes in the key assumptions. At 31 March 2026, the
headroom represents 36% of the carrying value of the cash-generating unit. The Asia Pacific value in use
calculation is most sensitive to the following key estimates: future volume growth assumptions, discount
rate and terminal growth rate. A reasonably possible change in any of these key assumptions could lead
to an impairment loss in the coming year. Refer to Note 19 for the sensitivity analysis of these key
assumptions to fully erode the remaining headroom.
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Financial statements
Notes to the Consolidated Financial Statements continued
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2. Significant judgements and estimates continued
However, given the inherent uncertainty of such estimates, the actual results might differ significantly
from the anticipated ones. Information about the accounting estimates and judgements made in
applying these accounting policies that have the most significant effect on the amounts recognised
in the consolidated financial statements are set out below.
Taxation (Note 11)
Key sources of estimation uncertainty
The Group’s current and deferred tax balances are subject to estimation uncertainty, which could also
impact the effective tax rate in the next financial year.
The specific source of estimation uncertainty is as follows:
Resolution of uncertain tax provisions: at 31 March 2026, the Group has recorded current tax liabilities
of £74 million (2025 – £75 million) for uncertain tax provisions. Such provisions arise because the
Group operates in an international tax environment and is subjected to periodic tax examination
and uncertainties in a number of jurisdictions. Such examination can include, inter alia, transfer pricing
arrangements relating to the Group’s operating activities, historical reorganisations and the deductibility
of interest on certain intra-group borrowing arrangements. The issues involved are complicated and may
take a number of years to resolve. Tax liabilities, if required, have been estimated based on one of two
methods, the expected value method (the sum of the probability weighted amounts in a range of
possible outcomes) or the single most likely amount method, depending on which is expected to better
predict the resolution of the uncertainty. These accounting estimates considered the status of the
unresolved matter, the relevant legislation, advice from in-house specialists, opinions of professional
firms and past experience and precedents set by the particular tax authority. Of the £74 million total of
uncertain tax positions held at 31 March 2026, between zero and £15 million of the balance could be
resolved in the year ending 31 March 2027. Such resolution could be favourable or unfavourable. Of the
£75 million balance at 31 March 2025, £10 million met the criteria for being released in the year ended
31 March 2026. This compares to the range of possible outcomes coming into the year for potential
releases of provisions of between zero and £11 million.
Retirement benefit plans (Note 31)
At 31 March 2026, the present value of the benefit obligations of the plans was £385 million (2025 –
£1,021 million, the decrease reflects the impact of the buy-out of two schemes during the year ended
31 March 2026). The present value of the benefit obligations is based on key assumptions including
actuarial estimates of the future benefits that will be payable to the members of the plans. Changes to
key assumptions could have a material impact on the reported amounts and, as a result, represent a
significant accounting estimate.
Key sources of estimation uncertainty
The present value of the benefit obligations is most sensitive to the discount rate applied to the benefit
obligations, assumed life expectancies, and expected future inflation rates. Sensitivity analysis is
included in Note 31.
Whilst assumptions are established on a consistent basis reflecting advice from qualified actuaries,
using published indices and other actuarial data, management must apply judgement in selecting the
most appropriate value from within an acceptable range.
Changes in the assumptions used in determining the present value of the benefit obligations will have
an impact on the Group’s income statement through their effect on the service cost and the interest
on the net deficit or surplus in the plans. However, most of the impact of such changes, together with
fluctuations in the actual return on the plan assets, will be reflected in other comprehensive income.
Impairment assessment of non-current assets (Notes 19 and 20)
Property, plant and equipment and intangible assets are reviewed for impairment whenever any events
or changes in circumstances indicate that their carrying amounts may not be recoverable. If such an
indication exists, then the recoverable amount of the asset is estimated. In addition, goodwill is tested for
impairment annually.
Asset impairments have the potential to significantly impact operating profit. Determining whether assets
are impaired requires the estimation of the recoverable amount. An asset is impaired to the extent that its
carrying amount exceeds its recoverable amount. An asset’s recoverable amount represents the higher
of the benefit which the entity expects to derive from the asset over its life, discounted to present value
(value in use) and the net price for which the entity can sell the asset in the open market (fair value less
costs of disposal). This calculation is usually based on projecting future cash flows over a five-year
period and using a terminal value to incorporate expectations of growth thereafter. The discount rate
used for the calculation reflects the risks specific to the asset or groups of assets tested.
Key sources of estimation uncertainty
For the Asia Pacific cash-generating unit, whilst management concluded, based on the value in use
model used, that no impairment is required, management did note that the impairment test in respect of
goodwill allocated to Asia Pacific was sensitive to changes in the key assumptions. At 31 March 2026, the
headroom represents 36% of the carrying value of the cash-generating unit. The Asia Pacific value in use
calculation is most sensitive to the following key estimates: future volume growth assumptions, discount
rate and terminal growth rate. A reasonably possible change in any of these key assumptions could lead
to an impairment loss in the coming year. Refer to Note 19 for the sensitivity analysis of these key
assumptions to fully erode the remaining headroom.
Notes to the Consolidated Financial Statements continued
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131
2. Significant judgements and estimates continued
Purchase price accounting in relation to acquisition of CP Kelco (Note 35)
Key source of estimation uncertainty
On 15 November 2024 the Group completed the acquisition of 100% of the equity of CP Kelco, a leading
provider of pectin, speciality gums and other nature-based ingredients for a total consideration of
£1,446 million. The purchase price was allocated to the assets acquired and liabilities assumed based on
their respective fair values in accordance with IFRS 3 Business Combinations. The Directors have
determined that there are significant estimates used with respect to the valuation of the assets acquired.
To support the fair value the Group obtained specialist advice to both calculate the fair value and
benchmark the resulting valuations within the industry sector. In accordance with IFRS 3 Business
Combinations, the Group had 12 months following the acquisition to finalise its assessment of the fair
value for all identified assets and liabilities. This was completed in the current year, resulting in the
restatement of the 31 March 2025 statement of financial position (see Note 1 and Note 35).
The valuation approach involves various judgemental assumptions, including estimates of expected
future cash flows, retention or attrition rates, and discount rates. If management had used different
assumptions or estimates, resulting in a total fair value of assets that differed from the recorded value,
this variance would be adjusted against goodwill. It would then be reflected in the income statement
through the revised carrying value of the acquired intangible assets and property, plant and equipment
over their useful lives.
In this transaction, additional acquired intangible assets (excluding goodwill) were recognised at a total
of £225 million. With a weighted average useful economic life of 12 years, a 10% variance in the fair value
of these intangible assets would result in an annual impact of +/- £2 million on the income statement.
The fair value adjustment for property, plant and equipment amounted to £264 million. Considering a
weighted average useful economic life of 18 years (excluding land, which has an indefinite life), a 10%
variance in the fair value of property, plant and equipment recognised would lead to an annual impact
of +/- £1 million on the income statement.
Exceptional items (Note 8)
Key source of judgement
The Directors have determined that there is a significant accounting judgement with respect to the
classification of items as exceptional. Exceptional items comprise items of income, expense and cash
flow, including tax items that: are material in amount; and are outside the normal course of business
or relate to events which do not frequently recur, and therefore merit separate disclosure in order to
provide a better understanding of the Group’s underlying financial performance. Examples of events
that give rise to the disclosure of material items of income, expense and cash flow as exceptional items
include, but are not limited to: significant impairment events; significant business transformation
activities; disposals of operations or significant individual assets; litigation claims by or against the
Group; and restructuring of components of the Group’s operations.
For tax items to be treated as exceptional, amounts must be material and their treatment as exceptional
enable a better understanding of the Group’s underlying financial performance.
Exceptional items in the Group’s financial statements are classified on a consistent basis across
accounting periods.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
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Financial statements
Notes to the Consolidated Financial Statements continued
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3. Material accounting policies
The consolidated financial statements have been prepared under the historical cost convention,
modified in respect of the revaluation to fair value of certain investments in equities, derivative financial
instruments, contingent consideration and assets held by defined benefit pension plans.
Descriptions and specific accounting policy information on how the Group has applied the requirements
of UK-Adopted International Accounting Standards are included throughout the notes to these
financial statements.
Material accounting policies, where information can be found in the applicable note, include:
Revenue recognition (Note 5)
Income taxes (Note 11)
Goodwill and other intangible assets (Note 19)
Property, plant and equipment (Note 20)
Leases (Note 21)
Foreign currency translation of subsidiaries (Note 24)
Financial instruments (Notes 17, 18, 25, 26 and 29)
Retirement benefit obligations (Note 31)
Share-based payments (Note 32)
Acquisitions and disposals (Note 35)
4. Reconciliation of alternative performance measures
Income statement measures
For the reasons set out in Note 1, the Group also discloses alternative performance measures including
adjusted EBITDA, adjusted profit before tax and adjusted earnings per share.
For the years presented, alternative performance measures exclude, where relevant:
exceptional items: excluded as they are material in amount; and are outside the normal course of
business or relate to events which do not frequently recur, and therefore merit separate disclosure
in order to provide a better understanding of the Group’s underlying financial performance;
M&A costs (see below); and
tax on the above items and tax items that themselves meet these definitions. For tax items to be treated
as exceptional, amounts must be material and their treatment as exceptional enable a better
understanding of the Group’s underlying financial performance.
Note also that for the comparative year the Group’s adjusted profit before tax excludes its share of any of
the above items relating to the Primient joint venture.
M&A costs are excluded as follows:
amortisation of acquired intangible assets: costs associated with amounts recognised through
acquisition accounting that impact earnings compared to organic investments;
amortisation of other fair value adjustments on acquisition: costs associated with uplifts in asset
valuations recognised through acquisition accounting that impact earnings compared to organic
investments; and
other M&A activity-related items: incremental costs associated with completing a transaction which
include advisory, legal, accounting, valuation and other professional or consulting services as well
as acquisition-related remuneration and directly attributable integration costs incurred in the first
12 months of the acquisition (excluding integration costs that meet the exceptional criteria in their
own right).
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Financial statements
Notes to the Consolidated Financial Statements continued
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3. Material accounting policies
The consolidated financial statements have been prepared under the historical cost convention,
modified in respect of the revaluation to fair value of certain investments in equities, derivative financial
instruments, contingent consideration and assets held by defined benefit pension plans.
Descriptions and specific accounting policy information on how the Group has applied the requirements
of UK-Adopted International Accounting Standards are included throughout the notes to these
financial statements.
Material accounting policies, where information can be found in the applicable note, include:
Revenue recognition (Note 5)
Income taxes (Note 11)
Goodwill and other intangible assets (Note 19)
Property, plant and equipment (Note 20)
Leases (Note 21)
Foreign currency translation of subsidiaries (Note 24)
Financial instruments (Notes 17, 18, 25, 26 and 29)
Retirement benefit obligations (Note 31)
Share-based payments (Note 32)
Acquisitions and disposals (Note 35)
4. Reconciliation of alternative performance measures
Income statement measures
For the reasons set out in Note 1, the Group also discloses alternative performance measures including
adjusted EBITDA, adjusted profit before tax and adjusted earnings per share.
For the years presented, alternative performance measures exclude, where relevant:
exceptional items: excluded as they are material in amount; and are outside the normal course of
business or relate to events which do not frequently recur, and therefore merit separate disclosure
in order to provide a better understanding of the Group’s underlying financial performance;
M&A costs (see below); and
tax on the above items and tax items that themselves meet these definitions. For tax items to be treated
as exceptional, amounts must be material and their treatment as exceptional enable a better
understanding of the Group’s underlying financial performance.
Note also that for the comparative year the Group’s adjusted profit before tax excludes its share of any of
the above items relating to the Primient joint venture.
M&A costs are excluded as follows:
amortisation of acquired intangible assets: costs associated with amounts recognised through
acquisition accounting that impact earnings compared to organic investments;
amortisation of other fair value adjustments on acquisition: costs associated with uplifts in asset
valuations recognised through acquisition accounting that impact earnings compared to organic
investments; and
other M&A activity-related items: incremental costs associated with completing a transaction which
include advisory, legal, accounting, valuation and other professional or consulting services as well
as acquisition-related remuneration and directly attributable integration costs incurred in the first
12 months of the acquisition (excluding integration costs that meet the exceptional criteria in their
own right).
Notes to the Consolidated Financial Statements continued
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133
4. Reconciliation of alternative performance measures continued
Income statement measures continued
The following table shows the reconciliation of the key income statement alternative performance
measures to the most directly comparable measures reported in accordance with UK-Adopted
International Accounting Standards:
Year ended 31 March 2026
Year ended 31 March 2025
Continuing operations Adjusting Adjusted Adjusting Adjusted
£m unless otherwise stated Reported items reported Reported items reported
Revenue
2 006
2 006
1 736
1 736
EBITDA
352
63
415
234
147
381
Depreciation
1
(124)
6
(118)
(86)
6
(80)
Amortisation
(48)
38
(10)
(42)
29
(13)
Operating profit
180
107
287
106
182
288
Net finance expense
(49)
(49)
(18)
(18)
Profit before tax
131
107
238
88
182
270
Income tax expense
(33)
(24)
(57)
(43)
(18)
(61)
Profit for the year
98
83
181
45
164
209
Basic earnings per share (pence)
22.0p
11.8p
Diluted earnings per share (pence)
21.7p
18.7p
40.4p
11.6p
38.7p
50.3p
Effective tax rate expense (%) 25.1% 23.9% 48.4% 22.6%
1 Depreciation excluded from adjusted operating profit consists of £5 million (2025 – £5 million) related to the CP Kelco acquisition fair
value adjustments and £1 million (2025 – £1 million) related to the Quantum acquisition fair value adjustments.
The following table shows the reconciliation of the adjusting items impacting adjusted profit for the year:
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Exceptional costs included in operating profit
8
45
96
M&A costs
62
86
Total excluded from adjusted profit before tax
107
182
Tax credit on adjusting items
11
(24)
(23)
UK exceptional tax charge
11
5
Total excluded from adjusted profit for the year
83
164
The following table shows the M&A costs excluded from adjusted profit for the year:
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Depreciation of fair value adjustments on acquired tangible assets
6
6
Amortisation of acquired intangible assets
19
38
29
Unwind of fair value adjustments
19
14
Other M&A activity-related items 8
(1)
37
Total M&A costs
62
86
Cash flow measure
The Group also presents an alternative cash flow measure, ‘free cash flow’, which is defined as cash
generated from total operations, after net interest and tax paid, after capital expenditure and excluding
the impact of exceptional items.
Net capital expenditure is the net impact of the purchase and sale of property, plant and equipment,
intangible assets and certain equity investments, i.e. capital expenditure is measured on a net basis
(net cash received/paid) for the purpose of the free cash flow definition.
Relevant to the comparative year, tax paid refers to tax paid for the Group’s operations excluding
any tax paid for its share of the Primient joint venture’s results. Prior to the joint venture’s disposal,
the Group received specific dividends from Primient in order to settle such tax liabilities. As all
dividends received are excluded from free cash flow, it is appropriate to exclude tax paid out of the
receipt of these dividends.
The following table shows the reconciliation of free cash flow relating to continuing operations:
Year ended 31 March
2026 2025
Continuing operations £m £m
Adjusted operating profit from continuing operations
287
288
Adjusted for:
Adjusted depreciation and adjusted amortisation
1
128
93
Share-based payments charge
8
12
Other non-cash movements
(10)
(5)
Changes in working capital
(43)
8
Net retirement benefit obligations
(10)
(7)
Net capital expenditure
(125)
(121)
Net interest and tax paid
2
(71)
(78)
Free cash flow from continuing operations
164
190
1 Total depreciation of £124 million (2025 – £86 million) less £6 million of depreciation related to acquisition fair value adjustments
(2025 – £6 million) and amortisation of £48 million (2025 – £42 million) less £38 million (2025 – £29 million) of amortisation of acquired
intangible assets.
2 In the year ended 31 March 2025, net interest and tax paid excludes tax payments of £50 million relating to the Group’s share of
Primient’s tax including the exceptional tax on the gain on disposal of Primient of £45 million.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
133133
Notes to the Consolidated Financial Statements continued
134
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4. Reconciliation of alternative performance measures continued
Cash flow measure continued
The following table shows the reconciliation of free cash flow to net cash generated from operating
cash flows:
Year ended 31 March
2026 2025
Continuing operations
Note
£m £m
Free cash flow from continuing operations
164
190
Adjusted for:
Less: exceptional cash flows 8
(48)
(31)
Less: other M&A activity-related cash flows
8
(3)
(45)
Less: tax payments relating to Primient and gain on disposal
(50)
Less: interest received
(8)
(21)
Add: net capital expenditure
125
121
Net cash generated from operating activities – total operations
230
164
Financial strength measures
The Group uses two financial metrics as key performance measures to assess its financial strength.
These are the net debt to EBITDA ratio, and the return on capital employed ratio.
For the purposes of KPI reporting, the Group uses a simplified calculation of these KPIs to make them
more directly related to information in the Group’s financial statements. The net debt to EBITDA ratio
using the calculation methodology prescribed for financial covenants on the Group’s borrowing facilities
is shown in Note 30.
All ratios are calculated based on unrounded figures in £ million. For the year ended 31 March 2025
the calculation assumes a full year of CP Kelco ownership. As such the EBITDA used in the net debt to
EBITDA ratio for that year will not reconcile to the statutory income statement.
The net debt to EBITDA ratio is as follows:
At 31 March
2026 2025
Continuing operations
Note
£m £m
Calculation of net debt to EBITDA ratio
Net debt
28
939
961
Adjusted operating profit
287
288
Add back adjusted depreciation and adjusted amortisation
128
93
EBITDA
415
381
Add: CP Kelco adjusted EBITDA for the period in the financial year before
Group ownership
65
EBITDA for full year of CP Kelco ownership
415
446
Net debt to EBITDA ratio (times)
2.3
2.2
Return on capital employed (ROCE) is a measure of the return generated on capital invested by the
Group. The measure encourages compounding reinvestment within business and discipline around
acquisitions; as such it provides a guard rail for long-term value creation. ROCE is a component of the
Group’s five-year performance ambition to 31 March 2028 and is used in incentive compensation.
ROCE is calculated as underlying operating profit excluding exceptional items and M&A-related costs,
divided by the average invested operating capital (calculated as the average for each month of goodwill,
intangible assets, property, plant and equipment, working capital, provisions and non-debt related
derivatives). As such the average invested operating capital is derived from the management balance
sheet and does not reconcile directly to the statutory balance sheet. All elements of average invested
operating capital are calculated in accordance with IFRS.
At 31 March
2026 2025
£m £m
Calculation ROCE
Adjusted operating profit – continuing operations
287
288
Deduct amortisation on acquired intangible assets, depreciation of fair value adjustments
on acquired tangible assets and other fair value adjustments
(63)
(49)
Profit before interest, tax, other M&A activity-related items and exceptional items for ROCE
224
239
Average invested operating capital
2 799
1 872
ROCE %
8.0%
12.8%
Tate & Lyle PLC Annual Report 2026
134
Financial statements
Notes to the Consolidated Financial Statements continued
134
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
4. Reconciliation of alternative performance measures continued
Cash flow measure continued
The following table shows the reconciliation of free cash flow to net cash generated from operating
cash flows:
Year ended 31 March
Continuing operations Note
2026
£m
2025
£m
Free cash flow from continuing operations
164 190
Adjusted for:
Less: exceptional cash flows
8 (48) (31)
Less: other M&A activity-related cash flows 8
(3) (45)
Less: tax payments relating to Primient and gain on disposal
(50)
Less: interest received
(8) (21)
Add: net capital expenditure
125 121
Net cash generated from operating activities – total operations
230 164
Financial strength measures
The Group uses two financial metrics as key performance measures to assess its financial strength.
These are the net debt to EBITDA ratio, and the return on capital employed ratio.
For the purposes of KPI reporting, the Group uses a simplified calculation of these KPIs to make them
more directly related to information in the Group’s financial statements. The net debt to EBITDA ratio
using the calculation methodology prescribed for financial covenants on the Group’s borrowing facilities
is shown in Note 30.
All ratios are calculated based on unrounded figures in £ million. For the year ended 31 March 2025
the calculation assumes a full year of CP Kelco ownership. As such the EBITDA used in the net debt to
EBITDA ratio for that year will not reconcile to the statutory income statement.
The net debt to EBITDA ratio is as follows:
At 31 March
Continuing operations Note
2026
£m
2025
£m
Calculation of net debt to EBITDA ratio
Net debt 28 939 961
Adjusted operating profit
287 288
Add back adjusted depreciation and adjusted amortisation
128 93
EBITDA
415 381
Add: CP Kelco adjusted EBITDA for the period in the financial year before
Group ownership
65
EBITDA for full year of CP Kelco ownership
415 446
Net debt to EBITDA ratio (times)
2.3 2.2
Return on capital employed (ROCE) is a measure of the return generated on capital invested by the
Group. The measure encourages compounding reinvestment within business and discipline around
acquisitions; as such it provides a guard rail for long-term value creation. ROCE is a component of the
Group’s five-year performance ambition to 31 March 2028 and is used in incentive compensation.
ROCE is calculated as underlying operating profit excluding exceptional items and M&A-related costs,
divided by the average invested operating capital (calculated as the average for each month of goodwill,
intangible assets, property, plant and equipment, working capital, provisions and non-debt related
derivatives). As such the average invested operating capital is derived from the management balance
sheet and does not reconcile directly to the statutory balance sheet. All elements of average invested
operating capital are calculated in accordance with IFRS.
At 31 March
2026
£m
2025
£m
Calculation ROCE
Adjusted operating profit – continuing operations 287 288
Deduct amortisation on acquired intangible assets, depreciation of fair value adjustments
on acquired tangible assets and other fair value adjustments (63) (49)
Profit before interest, tax, other M&A activity-related items and exceptional items for ROCE 224 239
Average invested operating capital 2 799 1 872
ROCE % 8.0% 12.8%
Notes to the Consolidated Financial Statements continued
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135
5. Segment information and disaggregation of revenue
Revenue recognition
Revenue from contracts with customers is recognised when control of the goods is transferred to the
customer at an amount that reflects the consideration to which the Group expects to be entitled in
exchange for those goods. The Group has generally concluded that it is the principal in its revenue
arrangements because it typically controls the goods before transferring them to the customer at a
point in time.
Discounts mainly comprise volume-driven rebates. Those promotional programmes do not give rise to
a separate performance obligation. Revenue from these sales is recognised based on the price
specified in the contract, net of the estimated volume discounts. A liability is recognised for expected
volume discounts payable to customers in relation to sales made until the end of the reporting period.
The amount recognised as refund liabilities for volume rebates at 31 March 2026 was £7 million
(2025 – £9 million).
There is no material element of financing in sales which are made with credit terms in general
between 30 and 60 days, which is consistent with market practice. The Group makes use of certain
supply-chain financing arrangements with a number of its customers, mainly in North America – and
such arrangements include a financing element, which is deducted from revenue. During the year
ended 31 March 2026, £1 million (2025 – £2 million) was deducted from revenue for customer-led
supply-chain financing costs.
Segment information is presented on a basis consistent with the information presented to the Executive
Committee (the designated Chief Operating Decision Maker (CODM)) for the purposes of allocating
resources within the Group and assessing the performance of the Group’s businesses.
Following the acquisition of CP Kelco, the Group operated from 1 April 2025 as one combined solutions-
focused company and operated under a regional organisational model. The Group has three operating
segments as follows: (i) Americas, (ii) Europe, Middle East and Africa, and (iii) Asia Pacific. All operating
segments contribute to the Group’s leading positions across sweetening, mouthfeel and fortification,
offering the complete range of products from the Group’s portfolio. These operating segments are also
reportable segments. The Group does not aggregate operating segments to form reportable segments.
Group costs including head office, treasury and insurance activities have been allocated to segments.
The allocation methodology is based on firstly attributing total selling and general administrative costs by
the support provided to each segment directly, then allocating non-directly attributed costs mainly on
the basis of segment share of Group gross profit.
Adjusted EBITDA is used as the measure of the profitability of the Group’s businesses and therefore the
measure of segment profit presented in the Group’s segment disclosures.
As a result of the change in the Group’s operating segments, where relevant, the Group has restated the
comparative year’s segmental disclosure in order to provide a better comparison for the performance
of the operating segments (a like-for-like comparison on a proforma basis as if CP Kelco had been
acquired at the start of the comparative year is in the 2025 Annual Report in additional information).
The comparative year also included the Group’s investment in the Primient joint venture as an operating
segment and reportable segment. As this segment did not impact Adjusted EBITDA, comparative
information for this segment is no longer provided.
All revenue is from external customers.
Segment results for the year ended 31 March 2026
IFRS 8 Segment results
Year ended 31 March 2026
Europe, Middle
Americas East and Africa Asia Pacific Total
Total operations £m £m £m £m
Revenue
995
636
375
2 006
Adjusted EBITDA
1
258
101
56
415
Adjusted EBITDA margin
26.0%
15.9%
14.8%
20.7%
Included within statutory operating profit
2
:
cost of sales
607
485
292
1 384
depreciation
52
40
32
124
amortisation
14
11
23
48
share-based payments
5
2
1
8
1 Reconciled to statutory profit for the year for continuing operations in Note 4.
2 Disclosure provided as either included in the measure of segment profit and loss or otherwise regularly provided to CODM.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
135135
Financial statements
Notes to the Consolidated Financial Statements continued
136
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
5. Segment information and disaggregation of revenue continued
Segment results for the year ended 31 March 2025
IFRS 8 Segment results
Restated*
Year ended 31 March 2025
Europe, Middle
Americas East and Africa Asia Pacific Total
Total operations £m £m £m £m
Revenue
937
536
263
1 736
Adjusted EBITDA
1
265
85
31
381
Adjusted EBITDA margin
28.3%
15.9%
11.8%
21.9%
Included within statutory operating profit
2
:
cost of sales
542
402
198
1 142
depreciation
38
28
20
86
amortisation
13
9
20
42
share-based payments
7
3
2
12
* Restated to reflect change in operating segment (see page 135).
1 Reconciled to statutory profit for the year for continuing operations in Note 4.
2 Disclosure provided as either included in the measure of segment profit and loss or otherwise regularly provided to CODM.
Geographic disclosures
Revenue
Year ended 31 March
Restated*
2026 2025
Total operations £m £m
Americas
North America
787
717
Latin America
208
220
Americas– total
995
937
Europe, Middle East and Africa
Europe
534
437
Turkey, Middle East and Africa
102
99
Europe, Middle East and Africa – total
636
536
Asia Pacific
375
263
Total
2 006
1 736
* Restated to reflect change in operating segment (see page 135).
Sales to customers (total operations) in the United Kingdom totalled £60 million (2025 – £55 million).
Sales to customers (total operations) in the United States totalled £738 million (2025 – £680 million).
From continuing operations no customer contributed more than 10% of the Group’s external sales
(2025 no customer contributed more than 10%).
Location of non-current assets
The location of non-current assets, other than financial instruments (including long-term receivables),
deferred tax assets, and retirement benefits are as follows:
Year ended 31 March
Restated*
2026 2025
£m £m
United States 682 787
Brazil 201 217
Denmark 138 134
Slovakia 116 97
Netherlands 109 99
China 102 42
United Kingdom 15 19
Other countries and unallocated
1
829 857
Non-current assets – total operations 2 192 2 252
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
1 Goodwill and certain other acquired intangible assets have not been assigned to individual countries and are included in this category.
Tate & Lyle PLC Annual Report 2026
136
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
136
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
5. Segment information and disaggregation of revenue continued
Segment results for the year ended 31 March 2025
IFRS 8 Segment results
Restated*
Year ended 31 March 2025
Total operations
Americas
£m
Europe, Middle
East and Africa
£m
Asia Pacific
£m
Total
£m
Revenue 937 536 263 1 736
Adjusted EBITDA
1
265 85 31 381
Adjusted EBITDA margin 28.3% 15.9% 11.8% 21.9%
Included within statutory operating profit
2
:
cost of sales
542 402 198 1 142
depreciation
38 28 20 86
amortisation
13 9 20 42
share-based payments
7 3 2 12
* Restated to reflect change in operating segment (see page 135).
1 Reconciled to statutory profit for the year for continuing operations in Note 4.
2 Disclosure provided as either included in the measure of segment profit and loss or otherwise regularly provided to CODM.
Geographic disclosures
Revenue
Year ended 31 March
Total operations
2026
£m
Restated*
2025
£m
Americas
North America
787 717
Latin America
208 220
Americas– total 995 937
Europe, Middle East and Africa
Europe 534 437
Turkey, Middle East and Africa 102 99
Europe, Middle East and Africa – total 636 536
Asia Pacific 375 263
Total 2 006 1 736
* Restated to reflect change in operating segment (see page 135).
Sales to customers (total operations) in the United Kingdom totalled £60 million (2025 – £55 million).
Sales to customers (total operations) in the United States totalled £738 million (2025 – £680 million).
From continuing operations no customer contributed more than 10% of the Group’s external sales
(2025 no customer contributed more than 10%).
Location of non-current assets
The location of non-current assets, other than financial instruments (including long-term receivables),
deferred tax assets, and retirement benefits are as follows:
Year ended 31 March
2026
£m
Restated*
2025
£m
United States
682
787
Brazil
201
217
Denmark
138
134
Slovakia
116
97
Netherlands
109
99
China
102
42
United Kingdom
15
19
Other countries and unallocated
1
829
857
Non-current assets – total operations
2 192
2 252
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
1 Goodwill and certain other acquired intangible assets have not been assigned to individual countries and are included in this category.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
137
6. Operating profit
Analysis of operating expenses by nature:
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Revenue 2 006 1 736
Operating expenses
Variable cost of inventories (included in cost of sales)
4
808 734
Staff costs (of which £199 million (2025 – £142 million) was included
Depreciation of property, plant and equipment:
in cost of sales)
1
9 383 318
owned assets (of which £97 million (2025 – £63 million) was included
in cost of sales) 107 70
leased assets (of which £1 million (2025 – £nil million) was included
in cost of sales) 21 11 10
Acquired tangible assets
6 6
Other costs (included in cost of sales)
4
279 203
Exceptional costs
8
45 96
Other M&A activity-related items 8
(1)
37
Amortisation of intangible assets:
acquired intangible assets
19 38 29
other intangible assets
19 10 13
Unwind of other assets acquired in a business combination 19 14
Impairment of intangible assets
2
19
Impairment of property, plant and equipment
3
20
Total net foreign exchange losses 1 1
Other operating expenses
4
120 99
Operating expenses 1 826 1 630
Operating profit 180 106
1 Excludes £16 million (2025 – £20 million) of staff costs recognised in continuing exceptional items and continuing other M&A activity-
related items.
2 Excludes £nil million (2025 – £4 million) of impairment of intangible assets recognised in continuing exceptional items.
3 Excludes £1 million (2025 – £32 million) of impairment of property, plant and equipment recognised in continuing exceptional items.
4 Variable cost of inventories and other costs included in cost of sales are shown separately. Prior year information adjusted to be
consistent with current year presentation.
The Group spend on research and development expenditure during the year was £62 million
(2025 £50 million).
7. Auditor’s remuneration
Fees payable to the Company’s external auditor, Ernst & Young LLP, and its associates, were as follows:
Year ended 31 March
2026 2025
£m £m
Fees payable for the audit of the Company and consolidated financial statements
1.3
2.0
Fees payable for other services:
the audit of the Company’s subsidiaries
3.1
2.5
audit-related assurance services
0.1
0.1
services relating to corporate finance transactions
0.6
Total
4.5
5.2
8. Exceptional items
Refer to Note 2 for the exceptional items accounting policy.
Exceptional (costs)/income recognised in the consolidated income statement are as follows:
Year ended 31 March
2026 2025
Continuing operations
Footnotes
£m £m
Income statement
Integration costs
(a)
(35)
(24)
Release of provision relating to the exit of tapioca starch facility in Thailand
(b)
20
(59)
US and UK pension buy-outs
(c)
(15)
Network capacity consolidation
(d)
(6)
Restructuring costs
(e)
(6)
(13)
Historical legal matter (f)
(5)
Stabiliser product contamination (g)
2
Exceptional items included in profit before tax
(45)
(96)
UK tax charge
(5)
Tax credit on exceptional items
8
9
Exceptional items – continuing operations
(37)
(92)
Year ended 31 March
2026 2025
Discontinued operations
Note
£m £m
Income statement
Gain on disposal of Primient joint venture
12
109
Exceptional items included in profit before tax
109
Exceptional tax charge on gain on disposal
(24)
Exceptional items – discontinued operations
85
Year ended 31 March
2026 2025
Total operations £m £m
Income statement
Exceptional items included in profit before tax
(45)
13
Exceptional items – total operations
(37)
(7)
Set out below are the principal components of the Group’s exceptional items:
Continuing operations
(a) Integration costs relate to the integration of CP Kelco into the Group’s business. Costs relate to
the combination of operations and to the realisation of synergy benefits. In the year ended 31 March
2026, the £35 million charge included mainly IT integration costs, severance costs and project costs.
(b) In the year ended 31 March 2026, the Group recognised net exceptional income of £20 million in
respect of the exit of its tapioca starch facility in Thailand, Chaodee Modified Starch Co., Ltd
(‘Chaodee’). In the 2025 financial year, the Group decided to exit and wind down this activity,
triggering the impairment of assets and the recognition of a £21 million restructuring provision for
decommissioning costs. On 8 August 2025, the Group completed the sale of Chaodee for £2 million.
As a result of the sale and the release of any potential future obligations relating to Chaodee, the
majority of the provision for decommissioning costs was released. Refer to Note 35 for further details.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
137137
Notes to the Consolidated Financial Statements continued
138
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
8. Exceptional items continued
Continuing operations continued
(c) In the year ended 31 March 2026, the Group successfully executed a buy-out of one of its two
US-funded pension plans. This arrangement involved transferring the plan's pension liabilities and
certain assets to an insurance company, which then assumed full responsibility for the scheme.
The remaining plan assets were distributed to scheme members as an additional contribution for
past service. These transactions resulted in a settlement loss, along with legal and insurance fees,
culminating in a total charge of £10 million. Additionally, the Group completed the buy-out of its
main UK pension scheme. This process incurred a £5 million charge principally as a result of a
settlement loss, as the remaining pension assets were utilised to cover the residual risk premium.
Both buy-outs reflect the Group's strategic approach to managing pension obligations and
liabilities effectively.
(d) In the year ended 31 March 2026, the Group incurred a charge of £6 million related to a programme
of network capacity consolidation to drive efficiencies in the bio-gums plants. Included in this
charge is a £2 million inventory impairment linked to the transition of manufacturing to new lines.
Other costs related to severance and project costs.
(e) As part of the Group’s previously announced commitment to deliver US$150 million of productivity
savings in the five years ending 31 March 2028 (now increased to US$200 million), a £6 million
charge has been recognised in the year ended 31 March 2026 related to organisational
improvements and activities to drive productivity savings. Included in this amount is a £4 million
charge for a programme of digital restructuring, relating principally to an incremental IT-
capabilities investment programme to leverage digital technologies to improve the Group’s end-to-
end customer and employee experience, and to drive efficiency savings. The remaining charge
relates to project costs.
(f) In the year ended 31 March 2026, the Group recognised an exceptional charge of £5 million
relating to a historical legal matter linked to an acquisition in the US. This matter is ongoing and is
provided for at 31 March 2026.
(g) In the year ended 31 March 2026, the Group recognised exceptional income of £2 million following
the receipt of insurance settlements linked to stabiliser product contamination which occurred in
the Group’s 2022 financial year and was treated as exceptional in that year.
The most significant exceptional costs in the comparative year related mainly to the exit from the Group’s
tapioca starch facility in Thailand, integration costs for the CP Kelco acquisition and the Group’s
restructuring programme.
Tax credits or charges on exceptional items are only recognised to the extent that gains or losses
incurred are expected to result in tax recoverable or payable in the future. The total tax impact of these
exceptional items was a tax credit of £8 million (2025 – £9 million). Additionally, in the comparative year,
the Group recognised a £5 million exceptional tax charge. This charge arose because a deferred tax
asset related to UK temporary differences, including UK losses, was deemed unrecoverable. The
reassessment was prompted by a change in anticipated future UK taxable income, which was affected
by increased interest expenses resulting from higher borrowings associated with the funding of the
CP Kelco acquisition. Refer to Note 11.
Discontinued operations
On 22 May 2024, the Group agreed the sale of the remaining interest in the Primient joint venture to
KPS Capital Partners for US$350 million (£277 million), which completed on 27 June 2024. In the
comparative year, the Group recorded a pre-tax gain of £109 million associated with this disposal.
A further exceptional tax charge of £24 million arose on this gain. For further details on the gain on
disposal, the associated tax charge, and other exceptional items included in the Group’s share of profit
of the Primient joint venture, refer to Note 12.
Exceptional cash flows from total operations
Exceptional costs recorded in operating profit in continuing operations during the year resulted in
£45 million (outflow) disclosed in exceptional operating cash flow. Exceptional costs recorded in the prior
year resulted in further cash outflows during the year of £3 million. Further details in respect of cash
flows from exceptional items are set out below:
Year ended 31 March
2026 2025
Net operating cash (outflows)/inflows on exceptional items
Footnotes
£m £m
Integration costs
(a)
(39)
(12)
Release of provision relating to the exit of tapioca starch facility in Thailand
1
(b)
(1)
US and UK pension buy-outs
(c)
(3)
Network capacity consolidation
(d)
(1)
Restructuring costs
(e)
(6)
(15)
Historical legal matter
(f)
Stabiliser product contamination
(g)
2
Costs associated with the separation and disposal of Primient
(4)
Net cash outflows – continuing operations
(48)
(31)
Net cash outflows – discontinued operations
(45)
Net cash outflows – total operations
(48)
(76)
1 Excludes the £2 million cash consideration for the sale of the subsidiary disclosed within the investing section of the statement of
cash flows.
Exceptional cash flows – reconciliation to cash flow statement
The total cash adjustment relating to exceptional items presented in the cash flow statement of
£3 million (outflow) reflects the net exceptional charge in profit before tax for total operations of
£45 million, which was £3 million lower than net cash outflows of £48 million set out in the table above.
Year ended 31 March
2026 2025
Reconciliation to the statement of cash flows £m £m
Net cash outflows – continuing operations
(48)
(31)
Less: Exceptional (charge)/income included in profit before tax
(45)
13
As presented within cash flows from operating activities
(3)
(44)
In the year ended 31 March 2025, the Group also paid £45 million of exceptional tax on the gain on
disposal of Primient (see Note 12).
Other M&A activity-related items
Other M&A activity-related items consist of the following:
Year ended 31 March
2026 2025
Continuing operations
Footnotes
£m £m
Income statement
Contingent consideration fair value adjustment (h)
1
19
CP Kelco acquisition-related costs
(56)
Total other M&A activity-related items
1
(37)
Tate & Lyle PLC Annual Report 2026
138
Financial statements
Notes to the Consolidated Financial Statements continued
138
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
8. Exceptional items continued
Continuing operations continued
(c) In the year ended 31 March 2026, the Group successfully executed a buy-out of one of its two
US-funded pension plans. This arrangement involved transferring the plan's pension liabilities and
certain assets to an insurance company, which then assumed full responsibility for the scheme.
The remaining plan assets were distributed to scheme members as an additional contribution for
past service. These transactions resulted in a settlement loss, along with legal and insurance fees,
culminating in a total charge of £10 million. Additionally, the Group completed the buy-out of its
main UK pension scheme. This process incurred a £5 million charge principally as a result of a
settlement loss, as the remaining pension assets were utilised to cover the residual risk premium.
Both buy-outs reflect the Group's strategic approach to managing pension obligations and
liabilities effectively.
(d) In the year ended 31 March 2026, the Group incurred a charge of £6 million related to a programme
of network capacity consolidation to drive efficiencies in the bio-gums plants. Included in this
charge is a £2 million inventory impairment linked to the transition of manufacturing to new lines.
Other costs related to severance and project costs.
(e) As part of the Group’s previously announced commitment to deliver US$150 million of productivity
savings in the five years ending 31 March 2028 (now increased to US$200 million), a £6 million
charge has been recognised in the year ended 31 March 2026 related to organisational
improvements and activities to drive productivity savings. Included in this amount is a £4 million
charge for a programme of digital restructuring, relating principally to an incremental IT-
capabilities investment programme to leverage digital technologies to improve the Group’s end-to-
end customer and employee experience, and to drive efficiency savings. The remaining charge
relates to project costs.
(f) In the year ended 31 March 2026, the Group recognised an exceptional charge of £5 million
relating to a historical legal matter linked to an acquisition in the US. This matter is ongoing and is
provided for at 31 March 2026.
(g) In the year ended 31 March 2026, the Group recognised exceptional income of £2 million following
the receipt of insurance settlements linked to stabiliser product contamination which occurred in
the Group’s 2022 financial year and was treated as exceptional in that year.
The most significant exceptional costs in the comparative year related mainly to the exit from the Group’s
tapioca starch facility in Thailand, integration costs for the CP Kelco acquisition and the Group’s
restructuring programme.
Tax credits or charges on exceptional items are only recognised to the extent that gains or losses
incurred are expected to result in tax recoverable or payable in the future. The total tax impact of these
exceptional items was a tax credit of £8 million (2025 – £9 million). Additionally, in the comparative year,
the Group recognised a £5 million exceptional tax charge. This charge arose because a deferred tax
asset related to UK temporary differences, including UK losses, was deemed unrecoverable. The
reassessment was prompted by a change in anticipated future UK taxable income, which was affected
by increased interest expenses resulting from higher borrowings associated with the funding of the
CP Kelco acquisition. Refer to Note 11.
Discontinued operations
On 22 May 2024, the Group agreed the sale of the remaining interest in the Primient joint venture to
KPS Capital Partners for US$350 million (£277 million), which completed on 27 June 2024. In the
comparative year, the Group recorded a pre-tax gain of £109 million associated with this disposal.
A further exceptional tax charge of £24 million arose on this gain. For further details on the gain on
disposal, the associated tax charge, and other exceptional items included in the Group’s share of profit
of the Primient joint venture, refer to Note 12.
Exceptional cash flows from total operations
Exceptional costs recorded in operating profit in continuing operations during the year resulted in
£45 million (outflow) disclosed in exceptional operating cash flow. Exceptional costs recorded in the prior
year resulted in further cash outflows during the year of £3 million. Further details in respect of cash
flows from exceptional items are set out below:
Year ended 31 March
Net operating cash (outflows)/inflows on exceptional items Footnotes
2026
£m
2025
£m
Integration costs (a) (39) (12)
Release of provision relating to the exit of tapioca starch facility in Thailand
1
(b) (1)
US and UK pension buy-outs (c) (3)
Network capacity consolidation (d) (1)
Restructuring costs (e) (6) (15)
Historical legal matter (f)
Stabiliser product contamination (g) 2
Costs associated with the separation and disposal of Primient (4)
Net cash outflows – continuing operations
(48) (31)
Net cash outflows – discontinued operations
(45)
Net cash outflows – total operations
(48) (76)
1 Excludes the £2 million cash consideration for the sale of the subsidiary disclosed within the investing section of the statement of
cash flows.
Exceptional cash flows – reconciliation to cash flow statement
The total cash adjustment relating to exceptional items presented in the cash flow statement of
£3 million (outflow) reflects the net exceptional charge in profit before tax for total operations of
£45 million, which was £3 million lower than net cash outflows of £48 million set out in the table above.
Year ended 31 March
Reconciliation to the statement of cash flows
2026
£m
2025
£m
Net cash outflows – continuing operations (48) (31)
Less: Exceptional (charge)/income included in profit before tax (45) 13
As presented within cash flows from operating activities
(3) (44)
In the year ended 31 March 2025, the Group also paid £45 million of exceptional tax on the gain on
disposal of Primient (see Note 12).
Other M&A activity-related items
Other M&A activity-related items consist of the following:
Year ended 31 March
Continuing operations Footnotes
2026
£m
2025
£m
Income statement
Contingent consideration fair value adjustment
(h)
1 19
CP Kelco acquisition-related costs
(56)
Total other M&A activity-related items
1 (37)
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
139
8. Exceptional items continued
Other M&A activity-related items continued
Set out below are the principal components of the Group’s other M&A activity-related items:
(h) Following the acquisition of CP Kelco, the Group initially recognised contingent consideration
valued at £20 million, which was classified as a financial liability. This liability is subject to
remeasurement at fair value, with any adjustments recorded in profit or loss. As of 31 March 2026,
the fair value of the contingent consideration has been reduced to £nil. This reflects a £19 million
decrease in fair value during the prior year, and an additional £1 million credit recognised in the
current year, indicating a further decline in the fair value of the contingent consideration. For more
information, refer to Note 35.
The other significant costs in the comparative year related to deal-related costs for the CP Kelco
acquisition, comprising principally external advisor fees including deal support, legal and banking fees.
Other M&A activity-related cash flows
Other M&A activity-related costs recorded in operating profit in continuing operations during the year
resulted in a cash outflow of £2 million, all related to the CP Kelco acquisition. Other M&A activity-related
costs recorded in the prior year resulted in further cash outflows during the year of £1 million.
Year ended 31 March
2026 2025
Net operating cash outflows on M&A items £m £m
CP Kelco acquisition-related costs
(3)
(45)
Net cash outflows – continuing operations
(3)
(45)
The cash adjustment relating to other M&A items presented in the cash flow statement of £4 million
outflow reflects the net M&A income in profit before tax for total operations of £1 million, which was
£4 million higher than net cash outflows of £3 million.
Year ended 31 March
2026 2025
Reconciliation to the statement of cash flows £m £m
Net cash outflows – continuing operations
(3)
(45)
Less: other M&A activity-related income/(charge) included in profit before tax
1
(37)
As presented within cash flows from operating activities
(4)
(8)
9. Staff costs
Staff costs were as follows:
Year ended 31 March
2026 2025
Continuing operations £m £m
Wages and salaries
341
283
Social security costs
33
30
Retirement benefit costs:
defined contribution schemes
17
13
Share-based payments
8
12
Staff costs – continuing operations
399
338
The average number of people employed by the Company and its subsidiaries, including part-time
employees, is set out below:
Year ended 31 March
Restated*
Average number of employees during the year 2026 2025
Americas 1 995 1 492
Europe, Middle East and Africa 1 887 1 444
Asia Pacific 993 976
Total 4 875 3 912
* Restated to reflect change in operating segment (see Note 5).
At 31 March 2026, the Group employed 4,840 people (2025 – 4,971 people).
Key management compensation
Year ended 31 March
2026 2025
£m £m
Salaries and short-term employee benefits 7 7
Retirement benefits 1 1
Share-based payments 5 8
Total 13 16
Key management is represented by the Executive Committee and the Company’s Directors.
Remuneration details of the Company’s Directors are given in the Directors’ Remuneration Report
on pages 95 to 111. Members of the Executive Committee are identified on the Company’s website.
The aggregate gains made by key management on the exercise of share options were £4 million
(2025 – £6 million). In the prior year, a one-year loan was made to a member of key management of
which £0.7 million was outstanding at 31 March 2025. No interest was charged. The amount outstanding
has been repaid in full in the year ended 31 March 2026. No other related party transactions with close
family members of the Group’s key management occurred in the current or prior year.
10. Finance income and expense
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Interest payable on bank and other borrowings
(50)
(33)
Lease interest
21
(3)
(2)
Net retirement benefit interest
31
(3)
(3)
Unwinding of discount and effect of changes in discount rate on provisions
(1)
Finance expense
(57)
(38)
Finance income – income on cash balances
8
20
Net finance expense
(49)
(18)
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
139139
Notes to the Consolidated Financial Statements continued
140
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
11. Income taxes
Income tax on the profit for the year comprises current and deferred tax. Income tax is recognised
in the consolidated income statement except to the extent that it relates to items recognised directly
in equity and other comprehensive income.
Current tax is the amount of tax expected to be payable or receivable on the taxable profit or
loss for the current period. This amount is amended for adjustments in respect of prior periods.
Current tax is calculated using tax rates that have been written into law (‘enacted’) or irrevocably
announced/committed by the respective government (‘substantively enacted’) at the period-end date.
Income tax in the consolidated income statement will differ from the income tax paid in the
consolidated cash flow statement primarily because of deferred tax arising on temporary differences
and payment dates for income tax occurring after the balance sheet date.
Deferred tax is provided based on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax is
calculated using the enacted or substantively enacted rates that are expected to apply when the asset
is realised, or the liability is settled. A deferred tax asset is recognised only to the extent that it is
probable that future taxable profits will be available against which the asset can be utilised. Deferred
tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be
realised.
Current and deferred tax receivable (assets) and payable (liabilities) are offset only when there is a legal
right to settle them net and the Group intends to do so. This is generally true when the taxes are levied
by the same tax authority.
Refer to Note 2 for key sources of estimation uncertainty relating to income taxes.
Analysis of charge for the year
Year ended 31 March
2026 2025
Continuing operations £m £m
Current tax
United Kingdom
(2)
Overseas (63) (53)
Tax credit on exceptional items 7 8
Credit in respect of previous financial years 8 9
(50) (36)
Deferred tax
Credit/(charge) for the year
16
(1)
Charge in respect of previous financial years
(2)
Tax credit on exceptional items
1
1
UK exceptional tax charge
(5)
Income tax expense (33) (43)
Statutory effective tax rate (%) 25.1% 48.4%
Reconciliation to adjusted income tax expense
Year ended 31 March
2026 2025
Continuing operations
Note
£m £m
Income tax expense (33) (43)
Add back the impact of:
Tax credit on exceptional items (8) (9)
Tax credit on other M&A activity-related items
(2)
Tax credit on amortisation of acquired intangibles (9) (7)
Tax credit on acquired depreciation
(2)
(1)
Tax credit on other fair value adjustments
(5)
(4)
UK exceptional tax charge
5
Adjusted income tax expense
4
(57) (61)
Adjusted effective tax rate (%) 23.9% 22.6%
At 31 March 2026, the carrying value of current tax assets totalled £9 million (2025 – £7 million) and the
carrying value of the current tax liabilities totalled £62 million (2025 – £44 million).
The Group’s current and deferred tax balances are subject to estimation uncertainty, which could also
impact the effective tax rate in the next financial year. The specific sources of estimation uncertainty
related to income taxes are disclosed in Note 2.
In addition to these specific sources of estimation uncertainty, the tax rate for this year has been impacted
by the tax on exceptional items and the Group’s geographical mix of profits.
Global minimum top up tax (Pillar Two legislation)
The Group has applied the exception under the IAS 12 amendment to recognising and disclosing
information about deferred tax assets and liabilities related to top up tax in preparing its consolidated
financial statements as at 31 March 2026.
The Group is in scope and is subject to top up tax in a limited number of jurisdictions. The jurisdictions in
which top up tax arises, may change from period to period. No material expense or liability has been
recognised in the consolidated financial statements.
Tate & Lyle PLC Annual Report 2026
140
Financial statements
Notes to the Consolidated Financial Statements continued
140
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
11. Income taxes
Income tax on the profit for the year comprises current and deferred tax. Income tax is recognised
in the consolidated income statement except to the extent that it relates to items recognised directly
in equity and other comprehensive income.
Current tax is the amount of tax expected to be payable or receivable on the taxable profit or
loss for the current period. This amount is amended for adjustments in respect of prior periods.
Current tax is calculated using tax rates that have been written into law (‘enacted’) or irrevocably
announced/committed by the respective government (‘substantively enacted’) at the period-end date.
Income tax in the consolidated income statement will differ from the income tax paid in the
consolidated cash flow statement primarily because of deferred tax arising on temporary differences
and payment dates for income tax occurring after the balance sheet date.
Deferred tax is provided based on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax is
calculated using the enacted or substantively enacted rates that are expected to apply when the asset
is realised, or the liability is settled. A deferred tax asset is recognised only to the extent that it is
probable that future taxable profits will be available against which the asset can be utilised. Deferred
tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be
realised.
Current and deferred tax receivable (assets) and payable (liabilities) are offset only when there is a legal
right to settle them net and the Group intends to do so. This is generally true when the taxes are levied
by the same tax authority.
Refer to Note 2 for key sources of estimation uncertainty relating to income taxes.
Analysis of charge for the year
Year ended 31 March
Continuing operations
2026
£m
2025
£m
Current tax
United Kingdom (2)
Overseas
(63)
(53)
Tax credit on exceptional items
7
8
Credit in respect of previous financial years
8
9
(50)
(36)
Deferred tax
Credit/(charge) for the year 16 (1)
Charge in respect of previous financial years (2)
Tax credit on exceptional items 1 1
UK exceptional tax charge (5)
Income tax expense
(33)
(43)
Statutory effective tax rate (%)
25.1%
48.4%
Reconciliation to adjusted income tax expense
Year ended 31 March
Continuing operations Note
2026
£m
2025
£m
Income tax expense
(33)
(43)
Add back the impact of:
Tax credit on exceptional items
(8)
(9)
Tax credit on other M&A activity-related items
(2)
Tax credit on amortisation of acquired intangibles
(9)
(7)
Tax credit on acquired depreciation
(2) (1)
Tax credit on other fair value adjustments
(5) (4)
UK exceptional tax charge
5
Adjusted income tax expense 4
(57)
(61)
Adjusted effective tax rate (%)
23.9%
22.6%
At 31 March 2026, the carrying value of current tax assets totalled £9 million (2025 – £7 million) and the
carrying value of the current tax liabilities totalled £62 million (2025 – £44 million).
The Group’s current and deferred tax balances are subject to estimation uncertainty, which could also
impact the effective tax rate in the next financial year. The specific sources of estimation uncertainty
related to income taxes are disclosed in Note 2.
In addition to these specific sources of estimation uncertainty, the tax rate for this year has been impacted
by the tax on exceptional items and the Group’s geographical mix of profits.
Global minimum top up tax (Pillar Two legislation)
The Group has applied the exception under the IAS 12 amendment to recognising and disclosing
information about deferred tax assets and liabilities related to top up tax in preparing its consolidated
financial statements as at 31 March 2026.
The Group is in scope and is subject to top up tax in a limited number of jurisdictions. The jurisdictions in
which top up tax arises, may change from period to period. No material expense or liability has been
recognised in the consolidated financial statements.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
141
11. Income taxes continued
Reconciliation of the effective tax rate
As the Group’s head office and Parent Company are domiciled in the UK, the Group uses the UK
corporation tax rate to reference its effective tax rate, notwithstanding that only a small proportion of the
Group’s business is in the UK. The tax on the Group’s profit before tax differs from the standard rate of
corporation tax in the UK as follows:
Year ended 31 March
2026 2025
Total operations £m £m
Profit before tax – continuing operations 131 88
Profit before tax – discontinued operations
117
Profit before tax – total operations
131
205
Corporation tax charge thereon at 25% (2025 – 25%) (33) (51)
Adjusted for the effects of:
non-deductible income and other permanent items
(7)
(24)
adjustments in respect of previous financial year
1
8 11
losses and tax credits now treated as being recoverable in future periods
2
3 2
losses and tax credits not currently treated as being recoverable in future periods
3
(11)
(10)
changes in tax rates
1
UK exceptional tax charge
4
(5)
tax rates below the UK rate applied on overseas earnings
5
7
11
At the effective tax rate of 25.1% (2025 – 31.7%) (33) (65)
Income tax expense reported in the consolidated income statement (33) (43)
Income tax expense attributable to discontinued operations
(22)
Total tax charge (33) (65)
1 Adjustments in respect of prior years reflect the movement in relation to the closure of outstanding tax audits, corrections to submitted tax
computations and the movement of uncertain tax positions.
2 Where the Group now reasonably believes it is able to recover losses not previously expected to be recovered against future taxable
profits, these losses are recognised. This has the effect of decreasing the Group’s overall effective tax rate.
3 The Group incurs expenses in jurisdictions where it does not currently expect to be able to recover these amounts against future taxable
profits. This has the effect of increasing the Group’s overall effective tax rate.
4 In the year ended 31 March 2025, as a result of the CP Kelco acquisition, and the associated increase in funding interest expense, UK
taxable income was expected to reduce. Therefore, a deferred tax asset on UK temporary differences (including UK losses) of £5 million
was no longer considered recoverable.
5 The Group is subject to tax rates in the jurisdictions in which it operates which can be above or below the UK corporation tax rate (the
Group’s reference rate). In the year ended 31 March 2026, the impact of a lower blended rate in the US and lower standard rate in
Denmark has resulted in a favourable impact in this category. In the year ended 31 March 2025, the impact of tax credits in the US and
reduced state taxes resulted in a favourable impact in this category.
Analysis of exceptional and other adjusting tax items
An analysis of tax charged or credited on adjusting items and exceptional tax items within continuing
operations is set out below:
Year ended 31 March 2026
Year ended 31 March 2025
Tax credit/ Tax credit/
Pre-tax (charge) Pre-tax (charge)
Continuing operations
Notes
£m £m £m £m
Exceptional items
Integration costs 8 (35) 5
(24)
5
Release of provision relating to the exit of tapioca
starch facility in Thailand 8 20
(59)
1
US and UK pension buy-outs
8
(15)
Network capacity consolidation
8
(6)
1
Restructuring costs
8
(6)
1
(13)
3
Historical legal matters
8
(5) 1
Stabiliser product contamination
8
2
Exceptional items included in profit before tax
(45)
8
(96)
9
UK tax charge
(5)
Exceptional tax items
(5)
Amortisation of acquired intangible assets
(38)
9
(29)
7
Depreciation of fair value adjustments on acquired
tangible assets
(6)
2
(6)
1
Unwind of fair value adjustments
(19)
5
(14)
4
Other M&A activity-related items
1
(37)
2
Total adjusting items – continuing operations
4
(107)
24
(182)
18
Discontinued operations
Gain on disposal of Primient
8, 12
109
(24)
Amortisation of Primient acquired intangibles
and other fair value adjustments
12
(1)
Exceptional items – discontinued operations
108
(24)
Total adjusting items – total operations (107) 24
(74)
(6)
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
141141
Financial statements
Notes to the Consolidated Financial Statements continued
142
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
11. Income taxes continued
Deferred tax
The movements in deferred tax assets and liabilities during the year were as follows:
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35. Additionally, acquired intangible assets have been presented separately from the Other category.
1 Other deferred tax items include temporary differences arising from accounting provisions where the timing of the tax deduction is
different from the timing of accounting recognition, and business combinations.
Deferred tax assets and liabilities are offset where there is a legally enforceable right of
offset and there is an intention to net settle the balances. After taking these offsets into
account, the net position of the £136 million liability (2025 – £154 million liability) is presented
as a £11 million deferred tax asset (2025 – £36 million asset) and a £147 million deferred tax
liability (2025 – £190 million liability) in the Group’s statement of financial position.
Unrecognised deferred tax asset/liabilities
No deferred tax assets have been recognised in respect of deductible temporary differences
and losses of £963 million (2025 – £1,010 million) as there is uncertainty as to whether
taxable profits against which these assets may be recovered, will be available. The majority of
these assets are in relation to tax losses. In the year ended 31 March 2026, no tax losses
expired (2025 – £nil). Tax losses amounting to £8 million (2025 – £24 million) will expire
within five years. The remaining tax losses have no expiry date.
A deferred tax liability of £7 million (2025 – £7 million) has not been recognised in respect of
taxable temporary differences associated with investments in subsidiaries as there is control
over the timing of the reversal of the temporary differences and it is probable that the
temporary differences will not reverse in the foreseeable future.
Changes in tax rates/tax law
There have been no changes in UK tax rates. The UK’s main corporation tax rate is 25%
(2025 – 25%).
Tax on items recognised in other comprehensive income
The total tax on other comprehensive income was a charge of £nil million (2025 – £3 million
charge). This included charges to deferred tax on retirement benefit obligations of £2 million
(2025 – £2 million charge), a credit to deferred tax on financial instruments of £1 million
(2025 – £1 million charge) and a £1 million current tax credit on retirement benefit obligations
(2025 – £nil million).
Tax on items recognised directly in equity
The total tax charge in equity was £nil million (2025 – £2 million charge). This included
deferred tax charge relating to financial instruments of £nil million (2025 – £1 million charge),
and a £nil million current tax charge on share-based payments (2025 – £1 million charge).
Capital
Acquired allowances Retirement Share-
intangible in excess of benefit based Tax
Investments assets depreciation obligations payments losses
Other
1
Total
£m £m £m £m £m £m £m £m
At 1 April 2024
(35)
(14)
(22)
14
7
17
42
9
Credited/(charged) to the income statement
underlying
7
7
2
(1)
(2)
(5)
(4)
4
exceptional items
1
1
exceptional items –
disposal of Primient
28
(7)
21
UK exceptional tax
(3)
(2)
(5)
Charged to other comprehensive
income
(2)
(1)
(3)
Charged directly to
Acquisition of business
equity
(1)
(1)
(restated*)
(57)
(134)
3
3
2
(183)
Currency translation differences
2
2
(1)
3
At 31 March 2025
(restated*)
(62)
(152)
14
2
5
39
(154)
Credited/(charged) to the income statement
underlying
9
9
(2)
(2)
3
17
(Charged)/credited to other comprehensive
income
(2)
1
(1)
Currency translation differences
(1)
1
2
2
At 31 March 2026
(54)
(142)
10
2
3
45
(136)
Tate & Lyle PLC Annual Report 2026
142
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
142
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
11. Income taxes continued
Deferred tax
The movements in deferred tax assets and liabilities during the year were as follows:
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35. Additionally, acquired intangible assets have been presented separately from the Other category.
1 Other deferred tax items include temporary differences arising from accounting provisions where the timing of the tax deduction is
different from the timing of accounting recognition, and business combinations.
Deferred tax assets and liabilities are offset where there is a legally enforceable right of
offset and there is an intention to net settle the balances. After taking these offsets into
account, the net position of the £136 million liability (2025 – £154 million liability) is presented
as a £11 million deferred tax asset (2025 – £36 million asset) and a £147 million deferred tax
liability (2025 – £190 million liability) in the Group’s statement of financial position.
Unrecognised deferred tax asset/liabilities
No deferred tax assets have been recognised in respect of deductible temporary differences
and losses of £963 million (2025 – £1,010 million) as there is uncertainty as to whether
taxable profits against which these assets may be recovered, will be available. The majority of
these assets are in relation to tax losses. In the year ended 31 March 2026, no tax losses
expired (2025 – £nil). Tax losses amounting to £8 million (2025 – £24 million) will expire
within five years. The remaining tax losses have no expiry date.
A deferred tax liability of £7 million (2025 – £7 million) has not been recognised in respect of
taxable temporary differences associated with investments in subsidiaries as there is control
over the timing of the reversal of the temporary differences and it is probable that the
temporary differences will not reverse in the foreseeable future.
Changes in tax rates/tax law
There have been no changes in UK tax rates. The UK’s main corporation tax rate is 25%
(2025 – 25%).
Tax on items recognised in other comprehensive income
The total tax on other comprehensive income was a charge of £nil million (2025 – £3 million
charge). This included charges to deferred tax on retirement benefit obligations of £2 million
(2025 – £2 million charge), a credit to deferred tax on financial instruments of £1 million
(2025 – £1 million charge) and a £1 million current tax credit on retirement benefit obligations
(2025 – £nil million).
Tax on items recognised directly in equity
The total tax charge in equity was £nil million (2025 – £2 million charge). This included
deferred tax charge relating to financial instruments of £nil million (2025 – £1 million charge),
and a £nil million current tax charge on share-based payments (2025 – £1 million charge).
Investments
£m
Acquired
intangible
assets
£m
Capital
allowances
in excess of
depreciation
£m
Retirement
benefit
obligations
£m
Share-
based
payments
£m
Tax
losses
£m
Other
1
£m
Total
£m
At 1 April 2024 (35) (14) (22) 14 7 17 42 9
Credited/(charged) to
the income statement
underlying
7 7 2 (1) (2) (5) (4) 4
exceptional items
– 1 1
exceptional items –
disposal of Primient
28 (7) – 21
UK exceptional tax
– (3) (2) – (5)
Charged to other
comprehensive
income (2) (1) (3)
Charged directly to
equity (1) (1)
Acquisition of business
(restated*) (57) (134) 3 3 2 (183)
Currency translation
differences
2 2 (1) – 3
At 31 March 2025
(restated*) (62) (152) 14 2 5 39 (154)
Credited/(charged) to
the income statement
underlying
9 9 (2) (2) 3 17
(Charged)/credited to
other comprehensive
income
(2) 1 (1)
Currency translation
differences
(1) 1 2 2
At 31 March 2026 (54) (142) 10 2 3 45 (136)
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
143
12. Discontinued operations
An operation is classified as discontinued if it is a component of the Group that: (i) has been disposed
of, or meets the criteria to be classified as held for sale; and (ii) represents a separate major line of
business or geographic area of operations or will be disposed of as part of a single coordinated
plan to dispose of a separate major line of business or geographic area of operations. The results of
discontinued operations are presented as a single amount of profit or loss after tax in the consolidated
income statement, separate from the results of continuing operations.
Non-current assets or disposal groups classified as held for sale are measured at the lower of
carrying amount and fair value less costs to sell. A loss for any initial or subsequent write-down of the
asset or disposal group to a revised fair value less costs to sell is recognised at each reporting date.
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be
recovered through a sale transaction rather than through continuing use. This condition is regarded as
met only when the sale is highly probable and the asset (or disposal group) is available for immediate
sale in its present condition. Management must be committed to the sale, which should be expected
to qualify for recognition as a completed sale within one year from the date of classification. Assets
and corresponding liabilities classified as held for sale are presented separately as current items
in the statement of financial position. Property, plant and equipment and intangible assets are not
depreciated or amortised once classified as held for sale. Equity accounting for joint ventures ceases
once they are classified as held for sale.
As described in Note 1, on 20 May 2024 the Group classified its 49.7% interest in Primient as a disposal
group held for sale and a discontinued operation. Equity accounting for the joint venture ceased at
this point.
The Primient business consists of the following operations:
Corn wet mills in the US in Decatur, Illinois; Lafayette, Indiana; and Loudon, Tennessee.
Acidulants plants in Dayton, Ohio; Duluth, Minnesota; and Santa Rosa, Brazil.
Shareholdings in two joint ventures – Almex in Guadalajara, Mexico and Covation Biomaterials
(formerly Bio-PDO) in Loudon, Tennessee.
Grain elevator network and bulk transfer stations in North America.
Discontinued operations
The statutory results of the discontinued operations were as follows:
Year ended 31 March
Discontinued operations 2026 2025
£ million unless otherwise stated £m £m
Operating profit
109
Share of profit of joint venture
8
Profit before tax
117
Income tax expense
(22)
Profit for the year disclosed in the consolidated income statement
from discontinued operations
1
95
Basic earnings per share from discontinued operations (pence)
23.2p
Diluted earnings per share from discontinued operations (pence)
22.9p
1 Attributable to owners of the Company.
Primient disposal – 2025 financial year
On 22 May 2024, the Group agreed the sale of the remaining interest in its Primient joint venture to KPS
Capital Partners for US$350 million (£277 million), which completed on 27 June 2024, resulting in an
exceptional gain on disposal before tax of £109 million. An exceptional tax charge of £24 million arose
on this gain (see Note 8).
Income statement measures
The following table shows for discontinued operations the reconciliation of the key alternative
performance measures to the most directly comparable measures reported in accordance with IFRS. The
earnings per share figures have been calculated by dividing the net gain attributable to equity holders of
the Company from discontinued operations by the weighted average number of ordinary shares, for basic
and diluted amounts, as shown in Note 13.
Year ended 31 March 2026
Year ended 31 March 2025
Discontinued operations Adjusting Adjusted Adjusting Adjusted
£ million unless otherwise stated Reported items
reported
Reported
items reported
Gain on disposal
109
(109)
Share of profit of joint venture
8
1
9
Profit before tax
117
(108)
9
Income tax (expense)/credit
(22)
24
2
Profit for the year
95
(84)
11
Basic earnings per share (pence)
23.2p
Diluted earnings per share (pence)
22.9p
(20.2p)
2.7p
Effective tax rate expense/(credit) %
19.1%
(16.6%)
The following table shows the reconciliation of the adjusting items impacting adjusted profit for the year:
Year ended 31 March
2026 2025
Discontinued operations £m £m
Primient adjusting items at Group’s share:
Amortisation of acquired intangibles and other fair value adjustments
1
Total excluded from adjusted share of profit
1
Gain on disposal
(109)
Total excluded from adjusted profit before tax
(108)
Exceptional tax charge on gain on disposal
1
24
Total excluded from adjusted profit for the year
(84)
1 The gain on disposal and associated tax charge recognised in the year ended 31 March 2025 are shown in the tables on the next page.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
143143
Financial statements
Notes to the Consolidated Financial Statements continued
144
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
12. Discontinued operations continued
The gain on disposal recognised in the 2025 financial year is shown in the table below:
Year ended
31 March
2025
Gain on disposal
Notes
£m
Cash consideration 277
Investment in Primient joint venture
22
(175)
Recycling of accumulated foreign exchange from other comprehensive income to the
income statement
10
Transaction costs (3)
Gain on disposal before tax
8
109
Tax on gain on disposal 8, 11 (24)
Gain on disposal 85
The results of the discontinued operations which have been included in the consolidated statement of
cash flows were as follows:
Year ended 31 March
2026 2025
Discontinued operations – (outflow)/inflow £m £m
Operating
1
(50 )
Investing
2
277
Net cash inflow
227
1 In the year ended 31 March 2025 the operating cash outflows of £50 million relate to exceptional tax paid on the gain on disposal of
Primient joint venture and tax paid on the Group’s share of Primient’s profit.
2 For the year ended 31 March 2025, the investing cash inflow of £277 million relates to cash consideration on disposal of the Primient
joint venture.
13. Earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by
the weighted average number of ordinary shares in issue during the year excluding shares held by the
Company and the Employee Benefit Trust to satisfy awards made under the Group’s share-based
incentive plans.
Diluted earnings per share is calculated by dividing the profit attributable to owners of the Company
by the weighted average number of ordinary shares outstanding during the period plus the weighted
average number of ordinary shares that would be issued on conversion of all the dilutive potential
ordinary shares into ordinary shares.
The average market price of the Company’s ordinary shares during the year was 454p (2025 – 656p).
The dilutive effect of share-based incentives was 4.9 million shares (2025 – 5.9 million shares).
Year ended 31 March 2026
Year ended 31 March 2025
Continuing Discontinued Total Continuing Discontinued Total
operations operations operations operations operations operations
Profit attributable to owners of the
Company (£ million)
97
97
48
95
143
Weighted average number
of ordinary shares (million)
basic
442.3
442.3
409.4
409.4
409.4
Basic earnings per share (pence)
22.0p
22.0p
11.8p
23.2p
35.0p
Weighted average number
of ordinary shares (million)
diluted
447.2
447.2
415.3
415.3
415.3
Diluted earnings per share (pence)
21.7p
21.7p
11.6p
22.9p
34.5p
Year ended 31 March
2026 2025
Calculation of weighted average number of ordinary shares Million Million
Weighted average number of ordinary shares – basic
442.3
409.4
Effects of dilution from:
Sharesave plan
0.1
Performance share plan/Restricted share awards/Group Bonus plan – deferred element
4.9
5.8
Weighted average number of ordinary shares – diluted
447.2
415.3
Contingently issuable shares (see Note 35 for more details) that could potentially dilute basic earnings per
share in the future were not included in the calculation of diluted earnings per share, as they did not meet
the share price conditions at the year ended 31 March 2026, nor the year ended 31 March 2025.
Tate & Lyle PLC Annual Report 2026
144
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
144
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
12. Discontinued operations continued
The gain on disposal recognised in the 2025 financial year is shown in the table below:
Gain on disposal Notes
Year ended
31 March
2025
£m
Cash consideration
277
Investment in Primient joint venture 22 (175)
Recycling of accumulated foreign exchange from other comprehensive income to the
income statement
10
Transaction costs
(3)
Gain on disposal before tax 8 109
Tax on gain on disposal
8, 11
(24)
Gain on disposal
85
The results of the discontinued operations which have been included in the consolidated statement of
cash flows were as follows:
Year ended 31 March
Discontinued operations – (outflow)/inflow
2026
£m
2025
£m
Operating
1
(50)
Investing
2
277
Net cash inflow 227
1 In the year ended 31 March 2025 the operating cash outflows of £50 million relate to exceptional tax paid on the gain on disposal of
Primient joint venture and tax paid on the Group’s share of Primient’s profit.
2 For the year ended 31 March 2025, the investing cash inflow of £277 million relates to cash consideration on disposal of the Primient
joint venture.
13. Earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by
the weighted average number of ordinary shares in issue during the year excluding shares held by the
Company and the Employee Benefit Trust to satisfy awards made under the Group’s share-based
incentive plans.
Diluted earnings per share is calculated by dividing the profit attributable to owners of the Company
by the weighted average number of ordinary shares outstanding during the period plus the weighted
average number of ordinary shares that would be issued on conversion of all the dilutive potential
ordinary shares into ordinary shares.
The average market price of the Company’s ordinary shares during the year was 454p (2025 – 656p).
The dilutive effect of share-based incentives was 4.9 million shares (2025 – 5.9 million shares).
Year ended 31 March 2026 Year ended 31 March 2025
Continuing
operations
Discontinued
operations
Total
operations
Continuing
operations
Discontinued
operations
Total
operations
Profit attributable to owners of the
Company (£ million) 97 97
48 95 143
Weighted average number
of ordinary shares (million)
basic 442.3 442.3
409.4 409.4 409.4
Basic earnings per share (pence) 22.0p 22.0p
11.8p 23.2p 35.0p
Weighted average number
of ordinary shares (million)
diluted 447.2 447.2
415.3 415.3 415.3
Diluted earnings per share (pence) 21.7p 21.7p
11.6p 22.9p 34.5p
Year ended 31 March
Calculation of weighted average number of ordinary shares
2026
Million
2025
Million
Weighted average number of ordinary shares – basic 442.3 409.4
Effects of dilution from:
Sharesave plan
0.1
Performance share plan/Restricted share awards/Group Bonus plan – deferred element
4.9 5.8
Weighted average number of ordinary shares – diluted 447.2 415.3
Contingently issuable shares (see Note 35 for more details) that could potentially dilute basic earnings per
share in the future were not included in the calculation of diluted earnings per share, as they did not meet
the share price conditions at the year ended 31 March 2026, nor the year ended 31 March 2025.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
145
13. Earnings per share continued
Reconciliation of earnings used in calculating earnings per share
Year ended 31 March 2026
Year ended 31 March 2025
Continuing Discontinued Total Continuing Discontinued Total
£ million operations operations operations operations operations operations
Profit for the year
98
98
45
95
140
Less: (gain)/loss attributable to
non-controlling interest
(1)
(1)
3
3
Profit attributable to owners of the
Company
97
97
48
95
143
Adjusted earnings per share
A reconciliation between profit attributable to owners of the Company from continuing operations, total
operations and the equivalent adjusted measure, together with the resulting adjusted earnings per share
measure, is shown below:
Year ended 31 March
2026 2025
Continuing operations
Notes
£m £m
Profit attributable to owners of the Company
97
48
Adjusting items:
exceptional costs in operating profit
8
45
96
M&A costs
4
62
86
tax credit on adjusting items
11
(24)
(23 )
UK exceptional tax charge
11
5
gain/(loss) attributable to non-controlling interest
1
1
(3 )
Adjusted profit attributable to owners of the Company
4
181
209
Weighted average number of ordinary shares (million) – diluted
447.2
415.3
Adjusted earnings per share (pence) – continuing operations
40.4p
50.3p
1 Gain/(loss) attributable to non-controlling interest is related to the exceptional income/charge for the exit of operations in the Group’s
tapioca starch facility in Thailand (see Note 8) and is therefore excluded from the calculation of adjusted earnings per share.
Year ended 31 March
2026 2025
Total operations
Notes
£m £m
Adjusted profit attributable to owners of the Company – continuing operations
4
181
209
Adjusted profit attributable to owners of the Company – discontinued operations
12
11
Adjusted profit attributable to owners of the Company – total operations
181
220
Adjusted earnings per share (pence) – total operations
40.4p
53.0p
14. Dividends on ordinary shares
Dividends on the Company’s ordinary shares are recognised when they have been appropriately
authorised and are no longer at the Company’s discretion. Accordingly, interim dividends are
recognised when they are paid, and final dividends are recognised when they are declared following
approval by shareholders at the Company’s AGM. Dividends are recognised as an appropriation of
shareholders’ funds.
Dividends on ordinary shares in respect of the financial year:
Year ended 31 March
2026 2025
Per ordinary share: Pence Pence
interim dividend paid
6.6
6.4
final dividend proposed
13.2
13.4
Total dividend
19.8
19.8
The Directors propose a final dividend for the financial year of 13.2p per ordinary share that, subject
to approval by shareholders, will be paid on 31 July 2026 to shareholders who are on the Register of
Members on 19 June 2026.
Dividends on ordinary shares paid in the financial year:
Year ended 31 March
2026 2025
£m £m
Final dividend paid relating to the prior financial year
59
51
Interim dividend paid relating to the financial year 29 29
Total dividend paid 88 80
Based on the number of ordinary shares outstanding at 31 March 2026 and the proposed dividend per
share, the final dividend for the financial year is expected to amount to £58 million.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
145145
Financial statements
Notes to the Consolidated Financial Statements continued
146
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
15. Inventories
Inventories are carried at the lower of cost and net realisable value. Cost comprises direct materials
and, where applicable, direct labour costs and those overheads that have been incurred in bringing
the inventories to their present location and condition and is calculated using the ‘first in/first out’
or ’weighted average’ methods, appropriate to the materials and production processes involved.
Net realisable value represents the estimated selling price less all estimated costs to completion and
costs to be incurred in marketing, selling and distribution. Provisions are made for any slow-moving,
obsolete or defective inventories.
At 31 March
Restated*
2026 2025
£m £m
Raw materials and consumables
184
168
Work in progress
86
97
Finished goods
302
295
Total
572
560
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
No finished goods inventories are carried at net realisable value, this being lower than cost, in the current
or comparative year.
In the year ended 31 March 2026, the Group recognised a write-down of inventories totalling £20 million
(2025 – £15 million) of which £19 million was included in the cost of inventories, and a further net
£1 million was recognised within exceptional items.
16. Cash and cash equivalents
Cash and cash equivalents include cash held with banks and other short-term highly liquid investments
with original maturities of three months or less and which are subject to an insignificant risk of change
in value. The credit rating of short-term highly liquid investments is AAA or equivalent.
At 31 March
2026 2025
£m £m
Short-term highly liquid investments
196
219
Cash at bank
148
115
Cash and cash equivalents
344
334
The carrying amount of cash and cash equivalents was denominated in the following currencies:
At 31 March
2026 2025
£m £m
US dollar
143
178
Euro
70
39
Sterling
31
44
Other
100
73
Total
344
334
The Group’s captive insurance subsidiary is required to maintain sufficient cash to meet its financial
solvency margin. A cash balance of £16 million (2025 – £16 million) held by this subsidiary is used
to this effect.
17. Trade and other receivables
A trade receivable is recognised if an amount of consideration that is unconditional is due from
the customer (i.e. only the passage of time is required before payment of the consideration is due).
Trade receivables that do not contain a significant financing component are initially measured at the
transaction price and subsequently measured at amortised cost less any provision for impairment.
The Group applies the simplified approach for measuring expected credit losses prescribed by IFRS 9,
which permits the use of the lifetime expected loss provision for all trade receivables. The Group has
established a provision matrix that is based on the historical rates of default then adjusted for forward-
looking factors specific to the debtor and economic environment. The Group considers a receivable
to be in default when internal or external information indicates that the Group is unlikely to receive the
outstanding contractual amounts. A receivable is written off when there is no reasonable expectation
of recovering the contractual cash flows.
The Group participates in supply-chain financing arrangements. Refer to Note 5 and Note 30.
At 31 March
Restated*
2026 2025
£m £m
Trade receivables 336 324
Less loss allowance provision (5) (7)
Trade receivables – net 331 317
Prepayments and accrued income 22 23
Other receivables 55 50
Total 408 390
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
Tate & Lyle PLC Annual Report 2026
146
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
146
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
15. Inventories
Inventories are carried at the lower of cost and net realisable value. Cost comprises direct materials
and, where applicable, direct labour costs and those overheads that have been incurred in bringing
the inventories to their present location and condition and is calculated using the ‘first in/first out’
or ’weighted average’ methods, appropriate to the materials and production processes involved.
Net realisable value represents the estimated selling price less all estimated costs to completion and
costs to be incurred in marketing, selling and distribution. Provisions are made for any slow-moving,
obsolete or defective inventories.
At 31 March
2026
£m
Restated*
2025
£m
Raw materials and consumables 184 168
Work in progress 86 97
Finished goods 302 295
Total 572 560
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
No finished goods inventories are carried at net realisable value, this being lower than cost, in the current
or comparative year.
In the year ended 31 March 2026, the Group recognised a write-down of inventories totalling £20 million
(2025 – £15 million) of which £19 million was included in the cost of inventories, and a further net
£1 million was recognised within exceptional items.
16. Cash and cash equivalents
Cash and cash equivalents include cash held with banks and other short-term highly liquid investments
with original maturities of three months or less and which are subject to an insignificant risk of change
in value. The credit rating of short-term highly liquid investments is AAA or equivalent.
At 31 March
2026
£m
2025
£m
Short-term highly liquid investments 196 219
Cash at bank 148 115
Cash and cash equivalents 344 334
The carrying amount of cash and cash equivalents was denominated in the following currencies:
At 31 March
2026
£m
2025
£m
US dollar 143 178
Euro 70 39
Sterling 31 44
Other 100 73
Total 344 334
The Group’s captive insurance subsidiary is required to maintain sufficient cash to meet its financial
solvency margin. A cash balance of £16 million (2025 – £16 million) held by this subsidiary is used
to this effect.
17. Trade and other receivables
A trade receivable is recognised if an amount of consideration that is unconditional is due from
the customer (i.e. only the passage of time is required before payment of the consideration is due).
Trade receivables that do not contain a significant financing component are initially measured at the
transaction price and subsequently measured at amortised cost less any provision for impairment.
The Group applies the simplified approach for measuring expected credit losses prescribed by IFRS 9,
which permits the use of the lifetime expected loss provision for all trade receivables. The Group has
established a provision matrix that is based on the historical rates of default then adjusted for forward-
looking factors specific to the debtor and economic environment. The Group considers a receivable
to be in default when internal or external information indicates that the Group is unlikely to receive the
outstanding contractual amounts. A receivable is written off when there is no reasonable expectation
of recovering the contractual cash flows.
The Group participates in supply-chain financing arrangements. Refer to Note 5 and Note 30.
At 31 March
2026
£m
Restated*
2025
£m
Trade receivables
336
324
Less loss allowance provision
(5)
(7)
Trade receivables – net
331
317
Prepayments and accrued income
22
23
Other receivables
55
50
Total
408
390
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
147
17. Trade and other receivables continued
The amounts above do not include non-current other receivables of £83 million (2025 – £83 million)
which include the following:
non-current receivables of £34 million (2025 – £36 million) relating to contingent liabilities recognised
on acquisition of CP Kelco (refer to Note 33 and Note 35);
non-current prepayments of £17 million (2025 – £16 million);
non-current receivable of £11 million (2025 – £11 million) relating to a New Market Tax Credit
arrangement (refer to Note 26); and
other non-current receivables of £21 million (2025 – £20 million) which include various non-current
indirect tax receivables.
The carrying amount of trade and other receivables was denominated in the following currencies:
At 31 March
Restated*
2026 2025
£m £m
US dollar 303 270
Euro 96 92
Sterling 16 14
Other 76 97
Total 491 473
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
The gross amount of receivables, reflecting the maximum exposure to credit risk, is £496 million
(2025 – £480 million).
Included in other receivables is cash of £nil million (2025 – £10 million) held in escrow as part of the
acquisition of CP Kelco and for which its use is restricted.
The loss allowance provision for trade receivables as at 31 March 2026 reconciles to the opening loss
allowance for that provision as shown in the tables below. The effect of expected credit loss on other
receivables is not material.
Greater At 31 March 2026
30–60 days 60–90 days than 90 days
£ million unless otherwise stated
Current
past due past due
past due
Total
Expected loss rate %
0%
0%
0% 52%
Gross carrying amount
324
1
1
10
336
Loss allowance provision
5
5
At 31 March 2025 Restated*
Expected loss rate %
0%
65%
Gross carrying amount
315
1
1
7
324
Loss allowance provision
1
6
7
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
Year ended 31 March
Restated*
2026 2025
£m £m
At 1 April 7 7
Utilisation of provision
Subsidiaries acquired
1
Change in loss allowance recognised in the income statement
(2)
(1)
At 31 March 5 7
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1
and Note 35.
18. Investments in equities
Investments in equities comprise financial assets recognised at fair value through profit or loss (FVPL)
and financial assets recognised at fair value through the statement of OCI (FVOCI). Investments in
equities do not meet the IFRS 9 criteria for classification at amortised cost because their cash flows do
not represent solely payments of principal and interest. For certain investments the available election to
recognise equity securities as FVOCI has been taken because these investments are held as long-term
strategic investments that are not expected to be sold in the short to medium term. All other
investments are recognised at FVPL.
Financial Financial Total
assets assets investments
at FVPL at FVOCI in equities
£m £m £m
At 1 April 2025
23
5
28
Remeasurement of non-qualified deferred compensation arrangements
3
3
At 31 March 2026
26
5
31
At 1 April 2024
22
6
28
Total loss:
in operating profit
in other comprehensive income
(1)
(1)
Remeasurement of non-qualified deferred compensation arrangements
1
1
Purchases
1
1
Disposals
(1)
(1)
At 31 March 2025
23
5
28
In the year ended 31 March 2025, the Group’s remaining investment in Biofilm of £1 million was impaired.
The Group did not receive any dividends in the year from investments in equities recognised as financial
assets at FVOCI (2025 – £nil).
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
147147
Financial statements
Notes to the Consolidated Financial Statements continued
148
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
18. Investments in equities continued
The non-qualified deferred compensation arrangements recognised within financial assets at FVPL
refers to a ‘Rabbi Trust’, which is a non-qualified defined contribution pension scheme split between
corporate-owned life insurance (COLI) assets (values are determined by the performance of variable
investment sub-accounts, similar to mutual funds, but which are only available within a variable life
insurance policy) and other assets invested directly in mutual funds. This scheme, which accounts for all
of the financial assets at FVPL, is principally for the highest-paid members of the US salaried pension
scheme for compensation above limits set by the US Internal Revenue Service. These assets of £26
million (2025 – £23 million) do not qualify as IAS 19 pension assets on the basis that the assets are
available to the creditors in the event of the Company’s bankruptcy or insolvency. Movements in these
assets were largely offset by corresponding movements on retirement benefit liabilities. Refer to Note 31.
The carrying value of equity investments was denominated in the following currencies:
At 31 March
2026 2025
£m £m
US dollar
30
27
Sterling
Euro
1
1
Total
31
28
19. Goodwill and other intangible assets
Goodwill arising in a business combination is recognised as an intangible asset and is allocated to the
cash-generating unit (CGU) or group of CGUs that is expected to benefit from the synergies of the
business combination. Goodwill is carried at cost less any recognised impairment losses (impairment
tested annually).
Acquired intangible assets, principally customer relationships and know-how, were recognised as part
of previous business combinations and are amortised on a straight-line basis over the periods of their
expected benefit to the Group, which range from three to 15 years.
Other intangible assets comprise product development and computer software (including global IS/IT
systems) and are amortised on a straight-line basis over the periods of their expected benefit to the
Group. Product development is amortised over five to ten years. Capitalised costs in respect of core
global IS/IT systems included within computer software are being amortised over a period of five to
seven years.
Product development costs incurred on the development, design and testing of new or improved
products are capitalised only when the technical and commercial feasibility of the product has been
established and prior to the product going into full production. Any such assets which have not been
brought into use are tested annually for impairment. Research and other related expenditures are
charged to the consolidated income statement in the period in which they are incurred.
SaaS arrangements are service contracts providing the Group with the right to access the cloud
provider’s application software over the contract period. Costs incurred to configure or customise,
and the ongoing fees to obtain access to the cloud provider’s application software, are recognised as
operating expenses when the services are received. In a contract where the cloud provider provides
both the SaaS configuration and customisation as well as the SaaS access over the contract term,
then the configuration and customisation costs are expensed over the contract term only if the
services provided are not distinct and are otherwise expensed upfront as the software is configured
or customised. Some of the costs incurred relate to the development of software code that enhances
or modifies, or creates additional capability for, existing on-premise systems and meets the definition
of, and the recognition criteria for, an intangible asset. These costs are recognised as intangible
software assets and amortised over the useful life of the software on a straight-line basis.
Changes to intangible assets’ useful economic lives are only made if there is objective evidence that
the Group expects to receive economic benefits from these intangible assets over a shorter
or longer period.
Tate & Lyle PLC Annual Report 2026
148
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
148
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
18. Investments in equities continued
The non-qualified deferred compensation arrangements recognised within financial assets at FVPL
refers to a ‘Rabbi Trust’, which is a non-qualified defined contribution pension scheme split between
corporate-owned life insurance (COLI) assets (values are determined by the performance of variable
investment sub-accounts, similar to mutual funds, but which are only available within a variable life
insurance policy) and other assets invested directly in mutual funds. This scheme, which accounts for all
of the financial assets at FVPL, is principally for the highest-paid members of the US salaried pension
scheme for compensation above limits set by the US Internal Revenue Service. These assets of £26
million (2025 – £23 million) do not qualify as IAS 19 pension assets on the basis that the assets are
available to the creditors in the event of the Company’s bankruptcy or insolvency. Movements in these
assets were largely offset by corresponding movements on retirement benefit liabilities. Refer to Note 31.
The carrying value of equity investments was denominated in the following currencies:
At 31 March
2026
£m
2025
£m
US dollar 30 27
Sterling
Euro 1 1
Total 31 28
19. Goodwill and other intangible assets
Goodwill arising in a business combination is recognised as an intangible asset and is allocated to the
cash-generating unit (CGU) or group of CGUs that is expected to benefit from the synergies of the
business combination. Goodwill is carried at cost less any recognised impairment losses (impairment
tested annually).
Acquired intangible assets, principally customer relationships and know-how, were recognised as part
of previous business combinations and are amortised on a straight-line basis over the periods of their
expected benefit to the Group, which range from three to 15 years.
Other intangible assets comprise product development and computer software (including global IS/IT
systems) and are amortised on a straight-line basis over the periods of their expected benefit to the
Group. Product development is amortised over five to ten years. Capitalised costs in respect of core
global IS/IT systems included within computer software are being amortised over a period of five to
seven years.
Product development costs incurred on the development, design and testing of new or improved
products are capitalised only when the technical and commercial feasibility of the product has been
established and prior to the product going into full production. Any such assets which have not been
brought into use are tested annually for impairment. Research and other related expenditures are
charged to the consolidated income statement in the period in which they are incurred.
SaaS arrangements are service contracts providing the Group with the right to access the cloud
provider’s application software over the contract period. Costs incurred to configure or customise,
and the ongoing fees to obtain access to the cloud provider’s application software, are recognised as
operating expenses when the services are received. In a contract where the cloud provider provides
both the SaaS configuration and customisation as well as the SaaS access over the contract term,
then the configuration and customisation costs are expensed over the contract term only if the
services provided are not distinct and are otherwise expensed upfront as the software is configured
or customised. Some of the costs incurred relate to the development of software code that enhances
or modifies, or creates additional capability for, existing on-premise systems and meets the definition
of, and the recognition criteria for, an intangible asset. These costs are recognised as intangible
software assets and amortised over the useful life of the software on a straight-line basis.
Changes to intangible assets’ useful economic lives are only made if there is objective evidence that
the Group expects to receive economic benefits from these intangible assets over a shorter
or longer period.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
149
19. Goodwill and other intangible assets continued
Other intangible assets
Other Product Total other
acquired Computer development Assets under intangible
Goodwill intangibles software costs construction assets
£m £m £m £m £m £m
Cost
At 1 April 2025
554
514
62
150
14
740
Additions at cost
2
2
6
10
Subsidiaries acquired
(2)
Disposals and write offs
(4)
(1)
(1)
(2)
Transfers on completion
2
2
(4)
Currency translation differences
1
1
(1)
At 31 March 2026
549
515
65
153
15
748
Accumulated amortisation and
impairment
At 1 April 2025
12
255
55
131
441
Impairment charge
Amortisation charge
38
3
7
48
Disposals and write offs
(4)
(1)
(1)
Currency translation differences
1
6
6
At 31 March 2026
9
299
57
138
494
Net book value at 31 March 2026
540
216
8
15
15
254
Other intangible assets
Other Product Total other
acquired Computer development Assets under intangible
Goodwill intangibles software costs construction assets
£m £m £m £m £m £m
Cost
At 1 April 2024
306
299
57
145
16
517
Additions at cost
2
5
7
Subsidiaries acquired (restated*)
261
224
4
2
2
232
Transfers on completion
1
2
4
(7)
Currency translation differences
(13)
(10)
(1)
(3)
(2)
(16)
At 31 March 2025 (restated*)
554
514
62
150
14
740
Accumulated amortisation
and impairment
At 1 April 2024
10
230
51
126
407
Impairment charge
4
Amortisation charge
29
6
7
42
Currency translation differences
(2)
(4)
(2)
(2)
(8)
At 31 March 2025
12
255
55
131
441
Net book value at 31 March 2025
(restated*)
542
259
7
19
14
299
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
Subsidiaries acquired relates to the acquisition of CP Kelco. Refer to Note 35 for further details.
Tapioca starch business closure
As a result of the decision to exit the operations in the Group’s tapioca starch investment in Thailand,
Chaodee Modified Starch Co., Ltd, in the year ended 31 March 2025 the Group recognised an impairment
charge of £4 million in goodwill. In the year ended 31 March 2026, the Group completed the sale of
this subsidiary.
The carrying amount of goodwill is allocated to groups of CGUs as follows:
At 31 March
Restated*
2026 2025
£m £m
Allocated by operating segment
Americas
237
238
Europe, Middle East and Africa
131
133
Asia Pacific
172
171
Goodwill – total operations
540
542
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35. Additionally,
restated to reflect change in operating segment (see Note 5).
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
149149
Financial statements
Notes to the Consolidated Financial Statements continued
150
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
19. Goodwill and other intangible assets continued
Impairment tests carried out during the year
As is required, goodwill is tested annually. The Group changed its reportable segments in the year (see
Note 5) and, as a result, the Group’s goodwill has been allocated to the new operating (and reportable)
segments based on the relative benefit these groups of cash-generating units (‘CGUs’) are expected to
generate. For goodwill impairment testing purposes, the new operating segments represent the lowest
level for which information about goodwill is available and monitored for internal management purposes.
In the prior year, goodwill was allocated to and tested at the Food & Beverage Solutions, Quantum
and CP Kelco cash-generating units. Refer to the 2025 Tate & Lyle Annual Report, Note 19 for
additional details.
The recoverable amount for the goodwill allocated to the Americas, Europe, Middle East and Africa, and
Asia Pacific CGUs was calculated based on its value in use. For all three impairment models, the
operating profit growth rate used to estimate the future economic performance is based on estimates
from past performance, and the Group’s five-year strategic plan, which incorporates the next year’s
annual forecast. The operating growth rate includes the impact on operating costs of decarbonisation
initiatives committed to over the five-year period. The financial cost of climate change is also considered;
incorporating the average annual financial impact of the climate-related events from 2020 to 2025
shown on page 69.
Based on the risk profile of the assets tested, cash flows were discounted using a pre-tax rate reflecting
current market assessments of the time value of money. The discount rate is adjusted for the risk specific
to the asset, including the countries in which cash flow will be generated, for which the future cash flow
estimates have not been adjusted. The pre-tax discount rates have been derived using a post-tax
weighted average cost of capital (‘WACC’) methodology. Key inputs to the WACC calculation are the
risk-free rate, the equity market risk premium, beta, the average borrowing rate (cost of debt) and the
country specific risk premium. The long-term nominal growth rates used reflect conservative long-term
assumptions for inflation and external forecasts for the relative markets. Pre-tax discount rates and
long-term nominal growth rates for the CGUs are shown below:
Europe,
Middle East
Americas
and Africa
Asia Pacific
Pre-tax discount rate
10.8%
9.7%
9.2%
Long-term nominal growth rate
2%
2.5%
2%
Americas
The key assumptions in the value-in-use model for the Americas CGU are derived from the Group’s
Board-approved five-year plan with the most sensitive assumptions being: 1) volumes (assuming
consistent contribution margins are maintained) 2) discount rate, and 3) long-term growth rate.
At the time of performing the test, significant headroom existed for the CGU and there was no
reasonable scenario in which the carrying amount of the CGU would exceed its recoverable amount.
A 1 ppt decrease in the volume across the five-year cash flows would decrease headroom by 17 ppts
in the Americas model.
Europe, Middle East and Africa
The key assumptions in the value-in-use model for the Europe, Middle East and Africa CGU are derived
from the Group’s Board-approved five-year plan with the most sensitive assumptions being: 1) volumes
(assuming consistent contribution margins are maintained) 2) discount rate, and 3) long-term growth rate.
At the time of performing the test, very significant headroom existed for the CGU and there was no
reasonable scenario in which the carrying amount of the CGU would exceed its recoverable amount.
A 1 ppt decrease in the volume across the five-year cash flows would decrease headroom by 20 ppts
in the Europe, Middle East and Africa model.
Asia Pacific
Management concluded, based on the value in use model used, that no impairment is required.
However, a reasonably possible change in the key assumptions could lead to an impairment loss in the
coming year.
The key assumptions for the value in use model for the Asia Pacific CGU are derived from the Group’s
Board-approved five-year plan with the most sensitive assumptions being: 1) volumes (assuming
consistent contribution margins are maintained), 2) discount rate, and 3) long-term growth rate.
Headroom was £158 million at 31 March 2026, which represents 36% of the CGU’s carrying value.
Reasonably possible changes in each of the key assumptions individually, being a decrease in volume
growth of 2.6 ppts to 7.6%, an increase in the discount rate of 2.4 ppts to 11.6% and a reduction in terminal
growth rate of 2.9 ppts to (0.9%) would reduce the headroom to nil. The Group considers these
assumptions to be a key source of estimation uncertainty (refer to Note 2).
Impairment charge
No impairment has been recognised in the year ended 31 March 2026 (2025 £4 million). The prior year
impairment related to the goodwill associated with Chaodee Modified Starch Co., Ltd following the
decision to wind down this company. Refer to the previous page and Note 8.
20. Property, plant and equipment
Land and buildings mainly comprise manufacturing sites, application laboratories and administrative
facilities. Plant and machinery mainly comprise equipment used in the manufacturing and operating
process. Assets in the course of construction comprise property, plant and equipment which is in
the process of being completed and not ready for use. Property, plant and equipment is stated at
historical cost less accumulated depreciation and impairment. Property, plant and equipment is
reviewed for impairment when any changes in circumstances indicate that their carrying amounts
may not be recoverable.
Useful economic lives, applied on a straight-line basis, are as follows:
Freehold land No depreciation
Freehold buildings 20 to 50 years
Leasehold improvements Up to the length of the lease
Plant and machinery 3 to 28 years
Tate & Lyle PLC Annual Report 2026
150
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
150
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
19. Goodwill and other intangible assets continued
Impairment tests carried out during the year
As is required, goodwill is tested annually. The Group changed its reportable segments in the year (see
Note 5) and, as a result, the Group’s goodwill has been allocated to the new operating (and reportable)
segments based on the relative benefit these groups of cash-generating units (‘CGUs’) are expected to
generate. For goodwill impairment testing purposes, the new operating segments represent the lowest
level for which information about goodwill is available and monitored for internal management purposes.
In the prior year, goodwill was allocated to and tested at the Food & Beverage Solutions, Quantum
and CP Kelco cash-generating units. Refer to the 2025 Tate & Lyle Annual Report, Note 19 for
additional details.
The recoverable amount for the goodwill allocated to the Americas, Europe, Middle East and Africa, and
Asia Pacific CGUs was calculated based on its value in use. For all three impairment models, the
operating profit growth rate used to estimate the future economic performance is based on estimates
from past performance, and the Group’s five-year strategic plan, which incorporates the next year’s
annual forecast. The operating growth rate includes the impact on operating costs of decarbonisation
initiatives committed to over the five-year period. The financial cost of climate change is also considered;
incorporating the average annual financial impact of the climate-related events from 2020 to 2025
shown on page 69.
Based on the risk profile of the assets tested, cash flows were discounted using a pre-tax rate reflecting
current market assessments of the time value of money. The discount rate is adjusted for the risk specific
to the asset, including the countries in which cash flow will be generated, for which the future cash flow
estimates have not been adjusted. The pre-tax discount rates have been derived using a post-tax
weighted average cost of capital (‘WACC’) methodology. Key inputs to the WACC calculation are the
risk-free rate, the equity market risk premium, beta, the average borrowing rate (cost of debt) and the
country specific risk premium. The long-term nominal growth rates used reflect conservative long-term
assumptions for inflation and external forecasts for the relative markets. Pre-tax discount rates and
long-term nominal growth rates for the CGUs are shown below:
Americas
Europe,
Middle East
and Africa Asia Pacific
Pre-tax discount rate 10.8% 9.7% 9.2%
Long-term nominal growth rate 2% 2.5% 2%
Americas
The key assumptions in the value-in-use model for the Americas CGU are derived from the Group’s
Board-approved five-year plan with the most sensitive assumptions being: 1) volumes (assuming
consistent contribution margins are maintained) 2) discount rate, and 3) long-term growth rate.
At the time of performing the test, significant headroom existed for the CGU and there was no
reasonable scenario in which the carrying amount of the CGU would exceed its recoverable amount.
A 1 ppt decrease in the volume across the five-year cash flows would decrease headroom by 17 ppts
in the Americas model.
Europe, Middle East and Africa
The key assumptions in the value-in-use model for the Europe, Middle East and Africa CGU are derived
from the Group’s Board-approved five-year plan with the most sensitive assumptions being: 1) volumes
(assuming consistent contribution margins are maintained) 2) discount rate, and 3) long-term growth rate.
At the time of performing the test, very significant headroom existed for the CGU and there was no
reasonable scenario in which the carrying amount of the CGU would exceed its recoverable amount.
A 1 ppt decrease in the volume across the five-year cash flows would decrease headroom by 20 ppts
in the Europe, Middle East and Africa model.
Asia Pacific
Management concluded, based on the value in use model used, that no impairment is required.
However, a reasonably possible change in the key assumptions could lead to an impairment loss in the
coming year.
The key assumptions for the value in use model for the Asia Pacific CGU are derived from the Group’s
Board-approved five-year plan with the most sensitive assumptions being: 1) volumes (assuming
consistent contribution margins are maintained), 2) discount rate, and 3) long-term growth rate.
Headroom was £158 million at 31 March 2026, which represents 36% of the CGU’s carrying value.
Reasonably possible changes in each of the key assumptions individually, being a decrease in volume
growth of 2.6 ppts to 7.6%, an increase in the discount rate of 2.4 ppts to 11.6% and a reduction in terminal
growth rate of 2.9 ppts to (0.9%) would reduce the headroom to nil. The Group considers these
assumptions to be a key source of estimation uncertainty (refer to Note 2).
Impairment charge
No impairment has been recognised in the year ended 31 March 2026 (2025 £4 million). The prior year
impairment related to the goodwill associated with Chaodee Modified Starch Co., Ltd following the
decision to wind down this company. Refer to the previous page and Note 8.
20. Property, plant and equipment
Land and buildings mainly comprise manufacturing sites, application laboratories and administrative
facilities. Plant and machinery mainly comprise equipment used in the manufacturing and operating
process. Assets in the course of construction comprise property, plant and equipment which is in
the process of being completed and not ready for use. Property, plant and equipment is stated at
historical cost less accumulated depreciation and impairment. Property, plant and equipment is
reviewed for impairment when any changes in circumstances indicate that their carrying amounts
may not be recoverable.
Useful economic lives, applied on a straight-line basis, are as follows:
Freehold land No depreciation
Freehold buildings 20 to 50 years
Leasehold improvements Up to the length of the lease
Plant and machinery 3 to 28 years
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
151
20. Property, plant and equipment continued
Assets in the
Land and Plant and course of
buildings machinery construction Total
£m £m £m £m
Cost
At 1 April 2025
580
1 710
219
2 509
Additions at cost
5
12
107
124
Transfers on completion
34
139
(173)
Disposals and write-offs
(10)
(30)
(20)
(60)
Currency translation differences and other movements
(3)
(6)
2
(7)
At 31 March 2026
606
1 825
135
2 566
Accumulated depreciation and impairment
At 1 April 2025
180
899
19
1 098
Depreciation charge
27
97
124
Impairment charge
1
1
Disposals and write-offs
(9)
(30)
(19)
(58)
Currency translation differences and other movements
3
3
At 31 March 2026
199
969
1 168
Net book value at 31 March 2026
407
856
135
1 398
Cost
At 1 April 2024
316
1 086
139
1 541
Additions at cost
15
11
107
133
Subsidiaries acquired (restated*)
253
604
39
896
Transfers on completion
9
55
(64)
Disposals and write-offs
(1)
(7)
(1)
(9)
Currency translation differences and other movements
(12)
(39)
(1)
(52)
At 31 March 2025 (restated*)
580
1 710
219
2 509
Accumulated depreciation and impairment
At 1 April 2024
162
851
1 013
Depreciation charge
20
66
86
Impairment charge
4
9
19
32
Disposals and write-offs
(1)
(6)
(7)
Currency translation differences and other movements
(5)
(21)
(26)
At 31 March 2025
180
899
19
1 098
Net book value at 31 March 2025 (restated*)
400
811
200
1 411
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
Subsidiaries acquired relates to the acquisition of CP Kelco. Refer to Note 35 for further details.
Tapioca starch business closure – 2025 financial year
As a result of the decision to exit operations in the Group’s tapioca starch investment in Thailand,
Chaodee Modified Starch Co., Ltd, in the year ended 31 March 2025 the Group recognised an impairment
charge of £32 million. Chaodee Modified Starch Co., Ltd was sold in 2026 and the assets with a net book
value of £nil were disposed. Refer to Note 35.
Amounts relating to right-of-use assets under IFRS 16, which are included in the amounts opposite, are
presented in more detail in Note 21. In the consolidated statement of cash flows, cash outflows relating
to purchase of property, plant and equipment are lower than the amount of additions in this table
primarily due to the inclusion of right-of-use assets in the figures on the left.
21. Leases
All leases where the Group is the lessee and the Group has the right to control the use of the identified
asset are recognised in the statement of financial position (with the exception of short-term and low-
value leases). The Group’s leases principally comprise properties and other miscellaneous leases such
as motor vehicles or machinery. At the commencement date of the lease, the Group recognises lease
liabilities measured at the present value of future lease payments. In calculating the present value of
lease payments, the Group uses the incremental borrowing rate at the lease commencement date.
The Group recognises right-of-use assets at the commencement date of the lease. Right-of-use
assets are measured at cost including the amount of lease liabilities recognised and initial direct
costs incurred less any incentives granted by the lessor. Right-of-use assets are subject to impairment.
Right-of-use assets are depreciated over the shorter of the lease term and the useful life of the right-
of-use assets, unless there is a transfer of ownership or purchase option which is reasonably certain
to be exercised at the end of the lease term, in which case depreciation is over the useful life of the
underlying asset.
Leases of buildings usually have lease terms between 1 and 16 years, while plant and machinery
generally have lease terms between 1 and 20 years. The Group also has certain leases of machinery
with lease terms of 12 months or less and leases of office equipment with low value (typically below
US$5,000). The Group applies the short-term lease and lease of low-value assets recognition
exemptions for these leases and recognises the lease payments associated with these leases as an
expense on a straight-line basis over the lease term.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
151151
Financial statements
Notes to the Consolidated Financial Statements continued
152
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
21. Leases continued
The movements in the carrying value of the Group’s right-of-use assets are summarised as follows:
Land and Plant and
buildings machinery Total
£m £m £m
Right-of-use assets
At 1 April 2024
32
2
34
Additions to right-of-use assets
15
2
17
Subsidiaries acquired
7
10
17
Depreciation charge
(7)
(3)
(10)
Impairment
(1)
(1)
Currency translation differences
(1)
(1)
At 31 March 2025
45
11
56
Additions to right-of-use assets
2
3
5
Depreciation charge
(9)
(2)
(11)
Impairment
(1)
(1)
Disposals
(1)
(1)
Currency translation differences
At 31 March 2026
36
12
48
Subsidiaries acquired relates to the acquisition of CP Kelco. Refer to Note 35 for further details.
The consolidated income statement includes the following amounts relating to leases:
Year ended 31 March
2026 2025
£m £m
Depreciation expense of right-of-use assets
11
10
Interest expense on lease liabilities
3
2
14
12
The cash outflow for leases in the year ended 31 March 2026 was £16 million (2025 – £14 million),
excluding cash outflow of £nil million (2025 – £nil) relating to leases of low-value items. The movement in
the lease liability balances is shown in Note 28 and the undiscounted maturity is shown in Note 30.
The Group has several lease contracts that include extension and termination options. The Group has
estimated that the potential future lease payments, should it exercise the extension option, would result
in an increase in lease liability of £1 million (2025 – £1 million). The future cash outflows relating to leases
that have not yet commenced are disclosed in Note 34.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and
conditions. These options are negotiated by management to provide flexibility in managing the leased-
asset portfolio and align with the Group’s business needs. Management assesses whether these extension
and termination options are reasonably certain to be exercised.
The lease agreements do not impose any covenants other than the security interests in the leased assets
that are held by the lessor. Leased assets may not be used as security for borrowing purposes.
22. Investments in joint venture
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement
have rights to the net assets of the arrangement. Investments in joint ventures are accounted for
under the equity method. They are initially recognised at cost, which includes transaction costs.
Subsequently, the Group’s share of the profit or loss, other comprehensive income and net assets are
shown on one line of the relevant primary financial statements, until the date on which joint control
ceases. Distributions received from the investee reduce the carrying amount of the investment. Under
IFRS 5, when equity accounting ceases, the results of the joint venture are no longer reported in the
Group’s consolidated income statement and any dividends received are treated as an adjusting item in
the discontinued operations of the Group’s consolidated income statement.
On 27 June 2024, the Group completed the sale of its remaining interest in its Primient joint venture, the
Group’s only joint venture, to KPS Capital Partners. Primient is a leading producer of food and industrial
ingredients, principally bulk sweeteners and industrial starches. Key products include nutritive sweeteners
(such as high fructose corn syrup and dextrose), industrial starches, acidulants (such as citric acid) and
commodities (such as corn gluten feed and meal and corn oil).
Primient has share capital consisting of ordinary shares, which was held directly by the Group prior to the
sale (and its joint venture partner) and is a private company. No quoted market price is available for its
shares. There were no contingent liabilities relating to the Group’s interest in the joint venture.
The Group’s interest in Primient was accounted for using the equity method. Under IFRS 5, when a joint
venture is classified as an asset held for sale, equity accounting ceases. From 20 May 2024, the date at
which the sale of the Primient joint venture became highly probable and hence the recognition of the
Primient joint venture as held for sale, no share of results received for Primient was recognised.
The movements in the carrying value of the Group’s investment in joint venture are summarised
as follows:
Year ended 31 March
Primient Primient
2026 2025
Notes £m £m
At 1 April
165
Share of profit of joint venture
1
12
8
Other comprehensive income (including foreign exchange)
24
1
Other movements (including contributions)
1
Joint venture disposal
(175)
At 31 March
1 For the year ended 31 March 2025, the share of profit for Primient is for the period from 1 April 2024 to 19 May 2024, prior to the date of
recognition of Primient as held for sale.
Tate & Lyle PLC Annual Report 2026
152
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
152
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
21. Leases continued
The movements in the carrying value of the Group’s right-of-use assets are summarised as follows:
Land and
buildings
£m
Plant and
machinery
£m
Total
£m
Right-of-use assets
At 1 April 2024 32 2 34
Additions to right-of-use assets 15 2 17
Subsidiaries acquired 7 10 17
Depreciation charge (7) (3) (10)
Impairment (1) – (1)
Currency translation differences (1) (1)
At 31 March 2025 45 11 56
Additions to right-of-use assets 2 3 5
Depreciation charge (9) (2) (11)
Impairment (1) (1)
Disposals (1) (1)
Currency translation differences
At 31 March 2026 36 12 48
Subsidiaries acquired relates to the acquisition of CP Kelco. Refer to Note 35 for further details.
The consolidated income statement includes the following amounts relating to leases:
Year ended 31 March
2026
£m
2025
£m
Depreciation expense of right-of-use assets 11 10
Interest expense on lease liabilities 3 2
14 12
The cash outflow for leases in the year ended 31 March 2026 was £16 million (2025 – £14 million),
excluding cash outflow of £nil million (2025 – £nil) relating to leases of low-value items. The movement in
the lease liability balances is shown in Note 28 and the undiscounted maturity is shown in Note 30.
The Group has several lease contracts that include extension and termination options. The Group has
estimated that the potential future lease payments, should it exercise the extension option, would result
in an increase in lease liability of £1 million (2025 – £1 million). The future cash outflows relating to leases
that have not yet commenced are disclosed in Note 34.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and
conditions. These options are negotiated by management to provide flexibility in managing the leased-
asset portfolio and align with the Group’s business needs. Management assesses whether these extension
and termination options are reasonably certain to be exercised.
The lease agreements do not impose any covenants other than the security interests in the leased assets
that are held by the lessor. Leased assets may not be used as security for borrowing purposes.
22. Investments in joint venture
A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement
have rights to the net assets of the arrangement. Investments in joint ventures are accounted for
under the equity method. They are initially recognised at cost, which includes transaction costs.
Subsequently, the Group’s share of the profit or loss, other comprehensive income and net assets are
shown on one line of the relevant primary financial statements, until the date on which joint control
ceases. Distributions received from the investee reduce the carrying amount of the investment. Under
IFRS 5, when equity accounting ceases, the results of the joint venture are no longer reported in the
Group’s consolidated income statement and any dividends received are treated as an adjusting item in
the discontinued operations of the Group’s consolidated income statement.
On 27 June 2024, the Group completed the sale of its remaining interest in its Primient joint venture, the
Group’s only joint venture, to KPS Capital Partners. Primient is a leading producer of food and industrial
ingredients, principally bulk sweeteners and industrial starches. Key products include nutritive sweeteners
(such as high fructose corn syrup and dextrose), industrial starches, acidulants (such as citric acid) and
commodities (such as corn gluten feed and meal and corn oil).
Primient has share capital consisting of ordinary shares, which was held directly by the Group prior to the
sale (and its joint venture partner) and is a private company. No quoted market price is available for its
shares. There were no contingent liabilities relating to the Group’s interest in the joint venture.
The Group’s interest in Primient was accounted for using the equity method. Under IFRS 5, when a joint
venture is classified as an asset held for sale, equity accounting ceases. From 20 May 2024, the date at
which the sale of the Primient joint venture became highly probable and hence the recognition of the
Primient joint venture as held for sale, no share of results received for Primient was recognised.
The movements in the carrying value of the Group’s investment in joint venture are summarised
as follows:
Year ended 31 March
Notes
Primient
2026
£m
Primient
2025
£m
At 1 April
165
Share of profit of joint venture
1
12
8
Other comprehensive income (including foreign exchange) 24 1
Other movements (including contributions)
1
Joint venture disposal
(175)
At 31 March
1 For the year ended 31 March 2025, the share of profit for Primient is for the period from 1 April 2024 to 19 May 2024, prior to the date of
recognition of Primient as held for sale.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
153
23. Share capital and share premium
Ordinary
share Share
capital premium Total
Note £m £m £m
At 1 April 2024
117
408
525
Allotted under share option schemes
Issued in business combination
35
22
534
556
At 31 March 2025
139
942
1 081
Allotted under share option schemes
At 31 March 2026
139
942
1 081
Ordinary shares carry the right to participate in dividends and each share entitles the holder to one vote
on matters requiring shareholder approval.
Allotted, called up and fully paid equity share capital
Year ended 31 March 2026
Year ended 31 March 2025
Number of Cost Number of Cost
Note
shares
1
£m
shares
1
£m
At 1 April
476 724 221
139
401 694 461
117
Allotted under share option schemes
17 133
29 760
Issued in business combination
35
75 000 000
22
At 31 March
476 741 354
139
476 724 221
139
1 The nominal value of each share is 29 1/6 pence.
Own shares
Own shares represent the Company’s ordinary shares that are acquired to meet the Group’s expected
obligations under share-based incentive arrangements (refer to Note 32). Own shares are held by
the Company in an Employee Benefit Trust (EBT) that was established by the Company. The EBT is
included in the consolidated accounts.
Movements in own shares held were as follows:
Year ended 31 March 2026
Year ended 31 March 2025
Number of Cost Number of Cost
shares £m shares £m
At 1 April
35 056 773
243
5 558 995
41
Purchased in the market:
into treasury
31 294 579
216
into the EBT
Transferred to employees:
from the EBT
1
(876 810)
(6)
(1 796 801)
(14)
At 31 March
34 179 963
237
35 056 773
243
1 IFRS 2 permits net settled share-based payments to be treated as equity-settled in full, if certain criteria were met, rather than the tax
element being cash-settled. The amount transferred to the tax authorities in the year was £2 million (2025 – £7 million) and has been
recognised within financing activities in the consolidated statement of cash flows.
The significant number of shares purchased into treasury in the year ended 31 March 2025 was due to
a £216 million on-market share buyback programme which commenced on 20 June 2024 and was
completed on 9 January 2025. The aim of this programme was to return to shareholders the net cash
proceeds from the Primient disposal. Note that the movement in the Consolidated Statement of Changes
in Equity shows a further £2 million non-cash movement relating to an accrual for US federal excise tax
on the share buyback programme. £1 million of this accrual was released in the 2026 financial year.
At 31 March 2026
At 31 March 2025
Market % of Market % of
Number value outstanding Number value outstanding
of shares £m share capital of shares £m share capital
Treasury shares
31 294 579
113
6.6%
31 294 579
162
6.6%
Shares held in the EBT
2 885 384
11
0.6%
3 762 194
19
0.8%
Total
34 179 963
124
7.2%
35 056 773
181
7.4%
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
153153
Financial statements
Notes to the Consolidated Financial Statements continued
154
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
24. Other reserves
Currency
Hedging FVOCI translation Pre-IFRS
reserve reserve reserve reserves Total
£m £m £m £m £m
At 1 April 2024
(36)
(14)
28
104
82
Cash flow hedges:
fair value gains in the year
4
4
hedging losses transferred
to inventory 2 2
tax effect of the above items
(2)
(2)
FVOCI financial assets:
fair value loss in the year
(1)
(1)
Currency translation differences:
loss on currency translation
of foreign operations
(58)
(58)
fair value gain on net investment hedges
10
10
gain on currency translation of foreign
operations transferred to the income
statement on sale of a joint venture
(10)
(10)
Share of other comprehensive income/(expense) of joint venture
3
(2)
1
At 31 March 2025
(29)
(15)
(32)
104
28
Cash flow hedges:
fair value losses in the year
(2)
(2 )
hedging gains transferred
to inventory
(2)
(2 )
tax effect of the above items
1
1
Currency translation differences:
loss on currency translation
of foreign operations
(9)
(9 )
fair value loss on net investment hedges
(2)
(2 )
loss on currency translation of foreign
operations transferred to the income statement
on sale of a subsidiary
1
1
At 31 March 2026
(32)
(15)
(42)
104
15
Gains or losses relating to the effective portion of hedging instruments where cash flow hedge
accounting is applied are recognised in OCI within the hedging reserve. Amounts accumulated in the
hedging reserve are reclassified in the periods when the hedged item affects the consolidated income
statement. For a non-financial asset (such as inventory), the hedging gains and losses are transferred to
the cost of inventory and then subsequently recognised in the consolidated income statement.
The FVOCI reserve includes cumulative gains or losses on FVOCI assets including investments in equities.
The currency translation reserve includes:
Gains/losses on currency translation of foreign operations: on consolidation, the results of foreign
operations are translated into pound sterling at the average rate of exchange for the period and their
assets and liabilities are translated into pound sterling at the exchange rate ruling at the period-end
date. Currency translation differences arising on consolidation are recognised in other comprehensive
income and taken to the currency translation reserve.
Fair value gains/losses on net investment hedges: a net investment hedge is the hedge of the currency
exposure on the retranslation of the Group’s net investment in a foreign operation. Net investment
hedges are accounted for by recognising changes in the fair value of the hedging instrument which
are, to the extent that the hedge is effective, recognised in other comprehensive income. Further detail
on net investment hedges can be found in Note 29.
For the year ended 31 March 2026, the loss recycled to the income statement on sale of a subsidiary is
included in the net exceptional income related to the disposal of Chaodee Modified Starch Co., Ltd.
Refer to Note 35 for further details.
For the year ended 31 March 2025, the gains recycled to the income statement on sale of a joint
venture are included in the gain on the sale of Primient joint venture calculation. Refer to Note 12 for
further details.
The pre-IFRS reserve relates to amounts previously recorded in reserves prior to transition to IFRS and
relates predominantly to merger reserves.
25. Trade and other payables
Trade and other payables are initially recognised at fair value, which is generally the invoice amount.
Trade and other payables are presented as current liabilities unless payment is not due within 12
months after the reporting period. Trade and other payables are subsequently measured at amortised
cost using the effective interest rate method. Trade payables are non-interest bearing and are normally
settled between 45 and 60 days on average. The effects of the time-value of money are not material.
At 31 March
Restated*
2026 2025
£m £m
Current trade and other payables
Trade payables
1
269 233
Social security 4 5
Accruals and deferred income 74 103
Other payables 26 28
Total 373 369
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
1 Refer to Note 30 for liabilities classified as trade payables relating to the Group’s supply chain financing and reverse factoring
programmes.
There were £19 million non-current trade and other payables as at 31 March 2026 (2025 – £22 million).
Tate & Lyle PLC Annual Report 2026
154
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
154
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
24. Other reserves
Hedging
reserve
£m
FVOCI
reserve
£m
Currency
translation
reserve
£m
Pre-IFRS
reserves
£m
Total
£m
At 1 April 2024 (36) (14) 28 104 82
Cash flow hedges:
fair value gains in the year
4 – 4
hedging losses transferred
to inventory
2
2
tax effect of the above items
(2) – – (2)
FVOCI financial assets:
fair value loss in the year
– (1) (1)
Currency translation differences:
loss on currency translation
of foreign operations
(58) – (58)
fair value gain on net investment hedges
10 – 10
gain on currency translation of foreign
operations transferred to the income
statement on sale of a joint venture
(10) – (10)
Share of other comprehensive income/(expense)
of joint venture
3 – (2) 1
At 31 March 2025 (29) (15) (32) 104 28
Cash flow hedges:
fair value losses in the year
(2) (2)
hedging gains transferred
to inventory
(2) (2)
tax effect of the above items
1 1
Currency translation differences:
loss on currency translation
of foreign operations
(9) (9)
fair value loss on net investment hedges
(2) (2)
loss on currency translation of foreign
operations transferred to the income statement
on sale of a subsidiary
1 1
At 31 March 2026 (32) (15) (42) 104 15
Gains or losses relating to the effective portion of hedging instruments where cash flow hedge
accounting is applied are recognised in OCI within the hedging reserve. Amounts accumulated in the
hedging reserve are reclassified in the periods when the hedged item affects the consolidated income
statement. For a non-financial asset (such as inventory), the hedging gains and losses are transferred to
the cost of inventory and then subsequently recognised in the consolidated income statement.
The FVOCI reserve includes cumulative gains or losses on FVOCI assets including investments in equities.
The currency translation reserve includes:
Gains/losses on currency translation of foreign operations: on consolidation, the results of foreign
operations are translated into pound sterling at the average rate of exchange for the period and their
assets and liabilities are translated into pound sterling at the exchange rate ruling at the period-end
date. Currency translation differences arising on consolidation are recognised in other comprehensive
income and taken to the currency translation reserve.
Fair value gains/losses on net investment hedges: a net investment hedge is the hedge of the currency
exposure on the retranslation of the Group’s net investment in a foreign operation. Net investment
hedges are accounted for by recognising changes in the fair value of the hedging instrument which
are, to the extent that the hedge is effective, recognised in other comprehensive income. Further detail
on net investment hedges can be found in Note 29.
For the year ended 31 March 2026, the loss recycled to the income statement on sale of a subsidiary is
included in the net exceptional income related to the disposal of Chaodee Modified Starch Co., Ltd.
Refer to Note 35 for further details.
For the year ended 31 March 2025, the gains recycled to the income statement on sale of a joint
venture are included in the gain on the sale of Primient joint venture calculation. Refer to Note 12 for
further details.
The pre-IFRS reserve relates to amounts previously recorded in reserves prior to transition to IFRS and
relates predominantly to merger reserves.
25. Trade and other payables
Trade and other payables are initially recognised at fair value, which is generally the invoice amount.
Trade and other payables are presented as current liabilities unless payment is not due within 12
months after the reporting period. Trade and other payables are subsequently measured at amortised
cost using the effective interest rate method. Trade payables are non-interest bearing and are normally
settled between 45 and 60 days on average. The effects of the time-value of money are not material.
At 31 March
2026
£m
Restated*
2025
£m
Current trade and other payables
Trade payables
1
269
233
Social security
4
5
Accruals and deferred income
74
103
Other payables
26
28
Total
373
369
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
1 Refer to Note 30 for liabilities classified as trade payables relating to the Group’s supply chain financing and reverse factoring
programmes.
There were £19 million non-current trade and other payables as at 31 March 2026 (2025 – £22 million).
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
155
25. Trade and other payables continued
The carrying amount of trade and other payables was denominated in the following currencies:
At 31 March
Restated*
2026 2025
£m £m
US dollar 205 224
Euro 95 76
Sterling 19 17
Other 73 74
Total 392 391
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
26. Borrowings
Borrowings are initially measured at fair value, net of transaction costs incurred, which is generally the
amount of proceeds received. Borrowings are subsequently measured at amortised cost using the
effective interest rate method, whereby the net proceeds are gradually increased to the amount that will
be ultimately settled using a constant rate of interest. This constant rate of return is used to calculate
the amount recognised as interest expense in the consolidated income statement. Finance expense is
recognised in the consolidated income statement in the period in which it is incurred.
Borrowings are classified as current liabilities unless the Group has a right to defer settlement of the
liability for at least 12 months after the period-end date.
Non-current borrowings
At 31 March
2026 2025
£m £m
US Private Placement Notes 2027 – 2033
1
(US dollar)
605
619
US Private Placement Notes 2035 – 2037
2
(euro)
238
229
Total loan notes
843
848
Term facility agreement 2027
3
(US dollar)
136
Term facility agreement 2027
4
(euro)
238
230
Other third-party borrowing
13
15
Lease liabilities
44
52
Total non-current borrowings
1 274
1 145
1 At 31 March 2026, the US Private Placement Notes totalled US$800 million (2025 – US$800 million), and are presented net of deferred
arrangement fees.
2 At 31 March 2026, the US Private Placement Notes totalled €275 million (2025 – €275 million), and are presented net of deferred
arrangement fees.
3 At 31 March 2026, the term facility agreement totalled US$180 million (2025 – US$nil million), and is presented net of deferred
arrangement fees.
4 At 31 March 2026, the term facility agreement totalled €275 million (2025 – €275 million), and is presented net of deferred
arrangement fees.
Current borrowings
At 31 March
2026 2025
£m £m
US Private Placement Notes 2025 (US dollar)
1
139
T
o
t
a
l
l
o
a
n
n
o
t
e
s
139
Short-term loans and facilities
8
8
Lease liabilities
12
14
Total current borrowings
20
161
s
1 At 31 March 2025, the US Private Placement Notes totalled US$180 million, and were presented net of deferred arrangement fees.
Borrowings drawn down in the 2026 financial year
On 28 October 2025, the Group entered into a US$180 million two-year term loan facility and drew it
down. Floating rate interest on the new facility is charged based on SOFR plus margin. The funds
generated from this were used to repay on 29 October 2025 a US$180 million US Private Placement
4.06% fixed rate note at its maturity.
Borrowings drawn down in the 2025 financial year
To fund the CP Kelco acquisition, on 13 November 2024, the Group drew down i) a US$600 million
multi-currency bridge credit facility, and ii) a €275 million multi-currency three-year term loan facility
at 1% + Euribor maturing on 26 July 2027.
On 12 March 2025, the Group issued a multi-tranche US$300 million and €275 million debt private
placement. On the same day, the Group used the proceeds to repay the bridge credit facility.
The following notes were issued:
US$85 million 5.56% notes due 2030;
US$65 million floating-rate notes (‘FRN’) due 2030;
US$40 million floating-rate notes (‘FRN’) due 2032;
US$110 million 5.84% notes due 2033;
€140 million 4.03% notes due 2035; and
€135 million 4.13% notes due 2037.
Included in other third-party borrowing is a £13 million (2025 – £14 million) loan in relation to a New
Market Tax Credit (NMTC) arrangement in the United States with certain counterparties. Prior to the
acquisition, under the NMTC arrangement, a US subsidiary of the CP Kelco Group obtained loans to
fund the construction of an ingredient production and manufacturing facility located in its Okmulgee,
Oklahoma plant, which is in a low-income community, in return for certain tax incentives. The loans are
not permitted to be repaid prior to February 2030. As part of the NMTC arrangement, certain guarantees
and indemnities were provided to the counterparties (including in respect of any losses suffered by the
counterparties as a result of CP Kelco’s US business’ failure to comply with the applicable regulatory
requirements under the NMTC arrangement). On acquisition the Group entered into this NMTC
arrangement and holds £11 million in loans receivable with respect to the counterparties, which partially
offsets this third-party borrowing (refer to Note 17).
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
155155
Financial statements
Notes to the Consolidated Financial Statements continued
156
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
26. Borrowings continued
Effective interest rates
The effective interest rates of the Group’s borrowings are as follows:
Year ended 31 March
2026 2025
£m £m
US$180m 4.06% US Private Placement Notes 2025
4.1%
US$100m 4.16% US Private Placement Notes 2027
4.2%
4.2%
US$100m 3.31% US Private Placement Notes 2029
3.3%
3.3%
US$100m 2.91% US Private Placement Notes 2030
2.9%
2.9%
US$85m 5.56% US Private Placement Notes 2030
5.6%
5.6%
US$65m US Private Placement Notes 2030 FRN
5.1%
5.6%
US$100m 3.41% US Private Placement Notes 2031
3.4%
3.4%
US$100m 3.01% US Private Placement Notes 2032
3.0%
3.0%
US$40m US Private Placement Notes 2032 FRN
5.3%
5.8%
US$110m 5.84% US Private Placement Notes 2033
5.8%
5.8%
€140m 4.03% US Private Placement Notes 2035
4.0%
4.0%
€135m 4.13% US Private Placement Notes 2037
4.1%
4.1%
US$180m Term Facility agreement
5.1%
€275m Term Facility agreement
3.0%
3.4%
Other third-party borrowing
1.2%
1.2%
Lease liabilities
4.9%
5.0%
Short-term loans
Short-term loans and facilities include interest accrued on borrowings and short-term loans that mature
within the next 12 months. Short-term loans are arranged at floating rates of interest and expose the
Group to cash flow interest rate risk. The effective interest rate of short-term loans is 8.6% (2025 – 4.2%).
Credit facilities and arrangements
At 31 March 2026, the Group had a committed US$800 million sustainability-linked revolving credit
facility, which matures in May 2031, having been extended by a year in April 2026. The financial covenant
thereon is described in the ’Liquidity risk management’ section of Note 30. At 31 March 2026, the facility
had a sterling equivalent value of £606 million (2025 – £621 million) and was undrawn.
The facility incurs commitment fees at market rates prevailing when the facility was arranged. The lenders
have the right, but not the obligation, to cancel their commitments in the event of specified events of
default (principally an expected covenant breach or insolvency of the Group).
27. Change in working capital and other non-cash movements – total operations
Year ended 31 March
2026 2025
£m £m
(Increase)/decrease in inventories
(31)
22
(Increase)/decrease in receivables
(19)
6
Increase/(decrease) in payables
9
(15)
Movement in derivative financial instruments (excluding debt-related derivatives)
1
(1)
Decrease in provisions for other liabilities and charges
(3)
(4)
Change in working capital
(43)
8
Other non-cash movements
(10)
(5)
Change in working capital and other non-cash movements
(53)
3
28. Net debt – total operations
Reconciliation of the movement in cash and cash equivalents to the movement in net debt:
Year ended 31 March
2026 2025
£m £m
Net debt at beginning of the year
(961)
(153)
Net increase/(decrease) in cash and cash equivalents including net cash acquired on
acquisition
11
(99)
Net decrease/(increase) in borrowings and lease liabilities
16
(681)
Net increase in loans receivable
11
Decrease/(increase) in net debt resulting from cash flows
27
(769)
Currency translation differences
1
10
Debt (borrowing and leases) acquired on acquisition of subsidiaries
(31)
Lease liabilities
(7)
(20)
Other non-cash movements
1
2
Decrease/(increase) in net debt in the year
22
(808)
Net debt at end of the year
(939)
(961)
Tate & Lyle PLC Annual Report 2026
156
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
156
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
26. Borrowings continued
Effective interest rates
The effective interest rates of the Group’s borrowings are as follows:
Year ended 31 March
2026
£m
2025
£m
US$180m 4.06% US Private Placement Notes 2025 4.1%
US$100m 4.16% US Private Placement Notes 2027 4.2% 4.2%
US$100m 3.31% US Private Placement Notes 2029 3.3% 3.3%
US$100m 2.91% US Private Placement Notes 2030 2.9% 2.9%
US$85m 5.56% US Private Placement Notes 2030 5.6% 5.6%
US$65m US Private Placement Notes 2030 FRN 5.1% 5.6%
US$100m 3.41% US Private Placement Notes 2031 3.4% 3.4%
US$100m 3.01% US Private Placement Notes 2032 3.0% 3.0%
US$40m US Private Placement Notes 2032 FRN 5.3% 5.8%
US$110m 5.84% US Private Placement Notes 2033 5.8% 5.8%
€140m 4.03% US Private Placement Notes 2035 4.0% 4.0%
€135m 4.13% US Private Placement Notes 2037 4.1% 4.1%
US$180m Term Facility agreement 5.1%
€275m Term Facility agreement 3.0% 3.4%
Other third-party borrowing 1.2% 1.2%
Lease liabilities 4.9% 5.0%
Short-term loans
Short-term loans and facilities include interest accrued on borrowings and short-term loans that mature
within the next 12 months. Short-term loans are arranged at floating rates of interest and expose the
Group to cash flow interest rate risk. The effective interest rate of short-term loans is 8.6% (2025 – 4.2%).
Credit facilities and arrangements
At 31 March 2026, the Group had a committed US$800 million sustainability-linked revolving credit
facility, which matures in May 2031, having been extended by a year in April 2026. The financial covenant
thereon is described in the ’Liquidity risk management’ section of Note 30. At 31 March 2026, the facility
had a sterling equivalent value of £606 million (2025 – £621 million) and was undrawn.
The facility incurs commitment fees at market rates prevailing when the facility was arranged. The lenders
have the right, but not the obligation, to cancel their commitments in the event of specified events of
default (principally an expected covenant breach or insolvency of the Group).
27. Change in working capital and other non-cash movements – total operations
Year ended 31 March
2026
£m
2025
£m
(Increase)/decrease in inventories (31) 22
(Increase)/decrease in receivables (19) 6
Increase/(decrease) in payables 9 (15)
Movement in derivative financial instruments (excluding debt-related derivatives) 1 (1)
Decrease in provisions for other liabilities and charges (3) (4)
Change in working capital (43) 8
Other non-cash movements (10) (5)
Change in working capital and other non-cash movements (53) 3
28. Net debt – total operations
Reconciliation of the movement in cash and cash equivalents to the movement in net debt:
Year ended 31 March
2026
£m
2025
£m
Net debt at beginning of the year (961) (153)
Net increase/(decrease) in cash and cash equivalents including net cash acquired on
acquisition 11 (99)
Net decrease/(increase) in borrowings and lease liabilities 16 (681)
Net increase in loans receivable 11
Decrease/(increase) in net debt resulting from cash flows 27 (769)
Currency translation differences 1 10
Debt (borrowing and leases) acquired on acquisition of subsidiaries (31)
Lease liabilities (7) (20)
Other non-cash movements 1 2
Decrease/(increase) in net debt in the year 22 (808)
Net debt at end of the year (939) (961)
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
157
28. Net debt – total operations continued
Movements in the Group’s net debt and a reconciliation of movements of liabilities to cash flows arising
from financing activities are shown in the table below.
Cash and Borrowings
cash and lease Loans
equivalents liabilities
receivable
1
Total
£m £m £m £m
At 1 April 2024
437
(590)
(153)
Movement from cash flows
(164)
(681)
11
(834)
Subsidiaries acquired
65
(31)
34
Currency translation differences
(4)
14
10
Lease liabilities
(20)
(20)
Other non-cash movements
2
2
At 31 March 2025
334
(1 306)
11
(961)
Movement from cash flows
11
16
27
Currency translation differences
(1)
2
1
Lease liabilities
(7)
(7)
Other non-cash movements
1
1
At 31 March 2026
344
(1 294)
11
(939)
1 Relates to New Market Tax Credit arrangement in the United States; refer to Note 26 for further details.
At 31 March 2026, total liabilities arising from financing activities were £1,294 million (2025 –
£1,306 million).
Net debt is denominated in the following currencies:
At 31 March
2026 2025
£m £m
US dollar
(640)
(630)
Euro
(413)
(427)
Sterling
27
38
Other
87
58
Total
(939)
(961)
29. Financial instruments
Financial instruments comprise investments (other than investments in joint ventures), trade and
other receivables, cash and cash equivalents, trade and other payables, borrowings and derivative
financial instruments.
Derivatives are measured at fair value with any related transaction costs expensed as incurred.
The treatment of changes in the value of derivatives depends on their use as explained below.
Fair value hedges Hedging relationships are classified as fair value hedges where the hedging
instrument hedges the exposure to changes in the fair value of a recognised asset or liability that is
attributable to a particular risk. Where the hedging relationship is classified as a fair value hedge,
the carrying amount of the hedged asset or liability is adjusted by, or a firm commitment is recorded
for, the change in its fair value attributable to the hedged risk only and the resulting gain or loss is
recognised in the consolidated income statement where, to the extent that the hedge is effective,
it offsets the fair value gain or loss on the hedging instrument.
Net investment hedges A net investment hedge is the hedge of the currency exposure on the
retranslation of the Group’s net investment in a foreign operation. Net investment hedges are
accounted for similarly to cash flow hedges. Changes in the fair value of the hedging instrument are,
to the extent that the hedge is effective, recognised in other comprehensive income. In the event
that the foreign operation is disposed of, the cumulative fair value gain or loss recognised in other
comprehensive income is transferred to the consolidated income statement where it is included
in the gain or loss on disposal of the foreign operation.
Cash flow hedges Derivatives are also held to hedge the uncertainty in timing or amount of future
forecast cash flows. Such derivatives are classified as being part of cash flow hedge relationships.
For an effective hedge, gains and losses from changes in the fair value of derivatives are recognised
in equity. Cost of hedging, where material and opted for, is recorded in a separate account within
equity. Any ineffective elements of the hedge are recognised in the consolidated income statement.
Ineffectiveness may occur if there are changes to the expected timing of the hedged transaction. If the
hedged cash flow relates to a non-financial asset, the amount accumulated in equity is subsequently
included within the carrying value of that asset. For other cash flow hedges, amounts deferred in equity
are taken to the consolidated income statement at the same time as the related cash flow. When a
derivative no longer qualifies for hedge accounting, any cumulative gain or loss remains in equity until
the related cash flow occurs. When the cash flow takes place, the cumulative gain or loss is taken to the
consolidated income statement. If the hedged cash flow is no longer expected to occur, the cumulative
gain or loss is taken to the consolidated income statement immediately.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
157157
Financial statements
Notes to the Consolidated Financial Statements continued
158
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
29. Financial instruments continued
Financial instruments by category
Set out below is a comparison by category of carrying values and fair values of the Group’s financial
assets and financial liabilities:
Derivatives At 31 March 2026
Amortised in a hedging Investments Total
cost/cash relationship in equities carrying value Fair value
Notes £m £m £m £m £m
Investments in equities
18
31
31
31
Trade and other receivables
17
423
423
423
Cash and cash equivalents
16
344
344
344
Trade and other payables
25
(380)
(380)
(380 )
Borrowings
26
(1 294)
(1 294)
(1 268 )
Forward foreign exchange contract
derivative net asset
(1)
(1)
(1)
Commodity derivative net asset
(1)
(1)
(1)
Investments in equities comprise financial assets recognised at fair value through profit or loss (FVPL),
and financial assets recognised at fair value through OCI (FVOCI). Further analysis is provided in Note 18.
Trade and other receivables presented above excludes £39 million (2025 – £39 million) relating to
prepayments (of which £17 million (2025 – £16 million) is included in non-current other receivables) and
£29 million (2025 – £38 million) related to VAT recoverable. Trade and other payables presented above
excludes £4 million relating to social security (2025 – £5 million) and £8 million (2025 – £9 million)
relating to VAT payable.
At 31 March 2025
Derivatives
Amortised in a hedging Investments Total
cost/cash relationship in equities carrying value Fair value
Notes £m £m £m £m £m
Investments in equities
18
28
28
28
Trade and other receivables
(restated*)
17
396
396
396
Cash and cash equivalents
16
334
334
334
Trade and other payables
(restated*)
25
(377)
(377)
(377 )
Borrowings
26
(1 306)
(1 306)
(1 270 )
Forward foreign exchange contract
derivative net asset
1
1
1
Commodity derivative net asset
2
2
2
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
There are no listed bonds as at 31 March 2026 (2025 – £nil). At 31 March 2026, the Group held
US$800 million and €275 million US Private Placement Notes with a carrying value of £843 million (2025
– US$980 million and €275 million US Private Placement Notes with a carrying value of £987 million) and
a fair value of £817 million (2025 – £950 million) measured by discounted estimated cash flows based on
broker dealer quotations and are categorised as Level 3 for fair value measurement. The remaining
borrowings had a fair value measured by discounted estimated cash flows with an applicable market
quoted yield and are categorised as Level 2 for fair value measurement.
Derivatives assets/(liabilities) are presented in the consolidated statement of financial position as follows:
At 31 March 2026
At 31 March 2025
Assets Liabilities Assets Liabilities
£m £m £m £m
Non-current derivative financial instruments
Current derivative financial instruments
1
(3)
4
(1)
1
(3)
4
(1)
Net investment hedges
The Group employs borrowings to hedge the currency risk associated with its net investments in
subsidiaries located in the US and Europe. The Group’s US dollar borrowings designated as net
investment hedges are presented in the table below.
At 31 March
2026 2025
US dollar borrowings used to net investment hedge currency translation risk £m £m
Notional principal amounts of borrowings (weighted liability)
(583)
(565)
Gain on translation of borrowings recognised in currency
translation reserve
14
12
Carrying amount of hedging instrument
(583)
(565)
Oct 2027 – Oct 2025 –
Maturity date Mar 2033 Mar 2033
Hedge ratio
1:1
1:1
Change in intrinsic value of outstanding hedging instruments used to
determine hedge effectiveness
14
12
Change in intrinsic value of outstanding hedged item used to determine
hedge effectiveness
(14)
(12)
Weighted average foreign currency rate for the year (/£1)
US$1.31
US$1.28
Ineffectiveness recognised in profit or loss
Cumulative loss remaining in translation reserve
1
(104)
(118)
1 Cumulative loss remaining in translation reserve in relation to US dollar US Private Placement Notes is £47 million (2025 – £61 million).
Tate & Lyle PLC Annual Report 2026
158
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
158
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
29. Financial instruments continued
Financial instruments by category
Set out below is a comparison by category of carrying values and fair values of the Group’s financial
assets and financial liabilities:
At 31 March 2026
Notes
Amortised
cost/cash
£m
Derivatives
in a hedging
relationship
£m
Investments
in equities
£m
Total
carrying value
£m
Fair value
£m
Investments in equities 18 31 31 31
Trade and other receivables 17 423 423 423
Cash and cash equivalents 16 344 344 344
Trade and other payables 25 (380) (380) (380)
Borrowings 26 (1 294) (1 294) (1 268)
Forward foreign exchange contract
derivative net asset
(1) (1) (1)
Commodity derivative net asset
(1) (1) (1)
Investments in equities comprise financial assets recognised at fair value through profit or loss (FVPL),
and financial assets recognised at fair value through OCI (FVOCI). Further analysis is provided in Note 18.
Trade and other receivables presented above excludes £39 million (2025 – £39 million) relating to
prepayments (of which £17 million (2025 – £16 million) is included in non-current other receivables) and
£29 million (2025 – £38 million) related to VAT recoverable. Trade and other payables presented above
excludes £4 million relating to social security (2025 – £5 million) and £8 million (2025 – £9 million)
relating to VAT payable.
At 31 March 2025
Notes
Amortised
cost/cash
£m
Derivatives
in a hedging
relationship
£m
Investments
in equities
£m
Total
carrying value
£m
Fair value
£m
Investments in equities 18 28 28 28
Trade and other receivables
(restated*) 17 396 396 396
Cash and cash equivalents 16 334 334 334
Trade and other payables
(restated*) 25 (377) (377) (377)
Borrowings 26 (1 306) (1 306) (1 270)
Forward foreign exchange contract
derivative net asset
1 – 1 1
Commodity derivative net asset
2 – 2 2
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
There are no listed bonds as at 31 March 2026 (2025 – £nil). At 31 March 2026, the Group held
US$800 million and €275 million US Private Placement Notes with a carrying value of £843 million (2025
– US$980 million and €275 million US Private Placement Notes with a carrying value of £987 million) and
a fair value of £817 million (2025 – £950 million) measured by discounted estimated cash flows based on
broker dealer quotations and are categorised as Level 3 for fair value measurement. The remaining
borrowings had a fair value measured by discounted estimated cash flows with an applicable market
quoted yield and are categorised as Level 2 for fair value measurement.
Derivatives assets/(liabilities) are presented in the consolidated statement of financial position as follows:
At 31 March 2026 At 31 March 2025
Assets
£m
Liabilities
£m
Assets
£m
Liabilities
£m
Non-current derivative financial instruments
– –
Current derivative financial instruments 1 (3)
4 (1)
1 (3)
4 (1)
Net investment hedges
The Group employs borrowings to hedge the currency risk associated with its net investments in
subsidiaries located in the US and Europe. The Group’s US dollar borrowings designated as net
investment hedges are presented in the table below.
At 31 March
US dollar borrowings used to net investment hedge currency translation risk
2026
£m
2025
£m
Notional principal amounts of borrowings (weighted liability) (583) (565)
Gain on translation of borrowings recognised in currency
translation reserve
14 12
Carrying amount of hedging instrument (583) (565)
Maturity date
Oct 2027 –
Mar 2033
Oct 2025 –
Mar 2033
Hedge ratio 1:1 1:1
Change in intrinsic value of outstanding hedging instruments used to
determine hedge effectiveness 14 12
Change in intrinsic value of outstanding hedged item used to determine
hedge effectiveness
(14) (12)
Weighted average foreign currency rate for the year (/£1) US$1.31 US$1.28
Ineffectiveness recognised in profit or loss
Cumulative loss remaining in translation reserve
1
(104) (118)
1 Cumulative loss remaining in translation reserve in relation to US dollar US Private Placement Notes is £47 million (2025 – £61 million).
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
159
29. Financial instruments continued
Net investment hedges continued
The Group’s Euro borrowings designated as net investment hedges are presented in the table below.
At 31 March
2026 2025
Euro borrowings used to net investment hedge currency translation risk £m £m
Notional principal amounts of borrowings (weighted liability)
(450)
(102)
Loss on translation of borrowings recognised in currency translation reserve
(16)
(2)
Carrying amount of hedging instrument
(450)
(102)
July 2027 – July 2027 –
Maturity date March 2037 March 2037
Hedge ratio
1:1
1:1
Change in intrinsic value of outstanding hedging instruments used to determine
hedge effectiveness
(16)
(2)
Change in intrinsic value of outstanding hedged item used to determine
hedge effectiveness
16
2
Weighted average foreign currency rate for the year (/£1)
€1.19
€1.20
Ineffectiveness recognised in profit or loss
Cumulative loss remaining in translation reserve
1
(31)
(15)
1 Cumulative loss remaining in translation reserve in relation to US Private Placement Notes is £18 million (2025 – £2 million).
For both the US dollar and Euro net investment hedges, there is an economic relationship between the
hedged item and the hedging instrument as the net investment creates a translation risk that will match
the foreign exchange risk on the US dollar and Euro borrowing respectively. The Group has established
a hedge ratio of 1:1 as the underlying risk of the hedging instrument is identical to the hedged risk
component. The hedge ineffectiveness will arise when the amount of the investment in the foreign
subsidiary becomes lower than the amount of borrowing.
Cash flow hedges
The Group employs pricing contracts, principally futures, to hedge cash flow risk associated with
forecast purchases of energy and chemicals used in the manufacturing process (ultimately recognised
in cost of sales) which are designated as cash flow hedges. The fair value of these hedging instruments
at 31 March 2026 is £1 million liability (2025 – £3 million asset). The most significant fair values
are attributable to natural gas cash flow hedges. There is an economic relationship between the hedged
items and the hedging instruments as the terms of the commodity futures match the terms of the
expected highly probable forecast transactions. The Group has established a hedge ratio of 1:1 for the
hedging relationships as the underlying risk of the commodity futures are identical to the designated
hedged risk components. Hedge ineffectiveness could arise from differences in timing of the cash flows
of the hedged items or hedged instruments or changes to the forecast amount of cash flows of hedged
items and hedging instruments. However, there was no ineffectiveness recorded in the current or prior
financial year.
At 31 March
2026 2025
Natural gas cash flow hedge £m £m
Nominal amounts of futures contracts (each contract expressed in 10,000mBTU of usage)
477
219
Gross carrying amount of outstanding hedged items: assets
2
Gross carrying amount of outstanding hedged items: liabilities
(3)
Carrying amount of hedging instrument
(2)
3
Hedge ratio
1:1
1:1
Change in intrinsic value of outstanding hedging instruments used to determine
hedge effectiveness
(2)
3
Change in intrinsic value of outstanding hedged item used to determine
hedge effectiveness
2
(3)
Ineffectiveness recognised in profit or loss
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
159159
Financial statements
Notes to the Consolidated Financial Statements continued
160
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
29. Financial instruments continued
Cash flow hedges continued
The following table identifies the movements in the cash flow hedging reserve during the year, and the
periods in which the cash flows are expected to occur. The periods in which the cash flows are expected
to impact profit or loss are materially the same.
At 31 March
2026 2025
Commodity Commodity
derivatives derivatives
Cash flow hedge reserve £m £m
Opening balance
(29)
(36)
Fair value (loss)/gain in the year
(2)
4
Hedging (gain)/loss transferred to inventory
(2)
2
Deferred tax
1
(2)
Share of other comprehensive expense of joint venture net of tax
3
Closing balance
(32)
(29)
Financial instruments measured at fair value: the fair value hierarchy
Fair value measurements are categorised into three different levels based on the degree to which the
inputs used to arrive at the fair value of the assets and liabilities are observable and the significance of the
inputs to the fair value measurement in its entirety, as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
Group can assess at the measurement date. The prices of equity shares or bonds quoted on the
London Stock Exchange are examples of Level 1 inputs.
Level 2 inputs are those, other than quoted prices included in Level 1, that are observable either directly
or indirectly.
Level 3 inputs are unobservable inputs. The Group generally classifies assets or liabilities as Level 3
when their fair value is determined using unobservable inputs that individually, or when aggregated
with other unobservable inputs, represent more than 10% of the fair value of the observable inputs of
the assets or liabilities. This would include expected future cash flows from budgets and forecasts the
Group has made.
For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis,
the Group determines whether transfers have occurred between levels in the hierarchy by reassessing
categorisation (based on the lowest level of input that is significant to the fair value measurement as a
whole) at the end of the reporting period. There were no transfers between Level 1 and Level 2 fair value
measurements during the period, and no transfers into or out of Level 3 fair value measurements during
the year ended 31 March 2026.
The following tables illustrate the Group’s financial assets and liabilities measured at fair value:
At 31 March 2026
Level 1 Level 2 Level 3 Total
Notes £m £m £m £m
Assets at fair value
Financial assets at FVPL
18
26
26
Financial assets at FVOCI
18
5
5
Derivative financial instruments:
commodity derivatives
1
1
Assets at fair value
1
31
32
Liabilities at fair value
Other financial liability (within other payables) 35
Derivative financial instruments:
forward foreign exchange contracts
(1)
(1)
commodity derivatives
(2)
(2)
Liabilities at fair value
(2)
(1)
(3)
At 31 March 2025
Level 1 Level 2 Level 3 Total
Notes £m £m £m £m
Assets at fair value
Financial assets at FVPL
18
23
23
Financial assets at FVOCI
18
5
5
Derivative financial instruments:
forward foreign exchange contracts
1
1
commodity derivatives
3
3
Assets at fair value
4
28
32
Liabilities at fair value
Other financial liability (within other payables) 35
(1)
(1)
Derivative financial instruments:
commodity derivatives
(1)
(1)
Liabilities at fair value
(1)
(1)
(2)
Tate & Lyle PLC Annual Report 2026
160
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
160
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
29. Financial instruments continued
Cash flow hedges continued
The following table identifies the movements in the cash flow hedging reserve during the year, and the
periods in which the cash flows are expected to occur. The periods in which the cash flows are expected
to impact profit or loss are materially the same.
At 31 March
Cash flow hedge reserve
2026
Commodity
derivatives
£m
2025
Commodity
derivatives
£m
Opening balance (29) (36)
Fair value (loss)/gain in the year (2) 4
Hedging (gain)/loss transferred to inventory (2) 2
Deferred tax 1 (2)
Share of other comprehensive expense of joint venture net of tax 3
Closing balance (32) (29)
Financial instruments measured at fair value: the fair value hierarchy
Fair value measurements are categorised into three different levels based on the degree to which the
inputs used to arrive at the fair value of the assets and liabilities are observable and the significance of the
inputs to the fair value measurement in its entirety, as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
Group can assess at the measurement date. The prices of equity shares or bonds quoted on the
London Stock Exchange are examples of Level 1 inputs.
Level 2 inputs are those, other than quoted prices included in Level 1, that are observable either directly
or indirectly.
Level 3 inputs are unobservable inputs. The Group generally classifies assets or liabilities as Level 3
when their fair value is determined using unobservable inputs that individually, or when aggregated
with other unobservable inputs, represent more than 10% of the fair value of the observable inputs of
the assets or liabilities. This would include expected future cash flows from budgets and forecasts the
Group has made.
For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis,
the Group determines whether transfers have occurred between levels in the hierarchy by reassessing
categorisation (based on the lowest level of input that is significant to the fair value measurement as a
whole) at the end of the reporting period. There were no transfers between Level 1 and Level 2 fair value
measurements during the period, and no transfers into or out of Level 3 fair value measurements during
the year ended 31 March 2026.
The following tables illustrate the Group’s financial assets and liabilities measured at fair value:
At 31 March 2026
Notes
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Assets at fair value
Financial assets at FVPL 18 26 26
Financial assets at FVOCI 18 5 5
Derivative financial instruments:
commodity derivatives
1 1
Assets at fair value
1 31 32
Liabilities at fair value
Other financial liability (within other payables)
35
Derivative financial instruments:
forward foreign exchange contracts
(1) (1)
commodity derivatives
(2) (2)
Liabilities at fair value
(2) (1) (3)
At 31 March 2025
Notes
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
Assets at fair value
Financial assets at FVPL 18 23 23
Financial assets at FVOCI 18 5 5
Derivative financial instruments:
forward foreign exchange contracts
1 – – 1
commodity derivatives
3 – – 3
Assets at fair value
4 – 28 32
Liabilities at fair value
Other financial liability (within other payables)
35
(1) (1)
Derivative financial instruments:
commodity derivatives
(1) – (1)
Liabilities at fair value
(1) (1) (2)
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
161
29. Financial instruments continued
Level 3 financial assets
The following table reconciles the movement in the Group’s net financial instruments and fair value
adjustments due to risks hedged classified in Level 3 of the fair value hierarchy:
Financial Financial Other
assets assets financial
at FVPL at FVOCI liability Total
£m £m £m £m
At 1 April 2024
22
6
28
Liability arising on business combination
(20)
(20)
Income statement:
unrealised fair value change recognised in income statement
(other M&A) 19 19
Other comprehensive income
(1)
(1)
Remeasurement of non-qualified deferred compensation arrangements (Note 18) 1
1
Purchases
1
1
Disposals
(1)
(1)
At 31 March 2025
23
5
(1)
27
Income statement:
unrealised fair value change recognised in income statement
(other M&A)
1
1
Other comprehensive income
Remeasurement of non-qualified deferred compensation arrangements (Note 18)
3
3
At 31 March 2026
26
5
31
Sensitivity of the fair value measurement
to reasonable changes to inputs
Year ended 31 March 2026 and 31 March 2025
Assets classified as FVOCI are long-term strategic investments that the Group does not control, nor have significant
influence over. The investments are non-listed and are mainly start-ups or in the earlier stages of their lifecycle.
Therefore, fair value has been determined based on the most recent funding rounds adjusted for indicators of
impairment. The fair values assigned to each of the investments have different significant unobservable inputs and are
sensitive to a number of market and non-market factors. Assets classified as FVPL largely consist of a ’non-qualified
defined contribution’ pension scheme for which the movements in its assets are largely offset by corresponding
movements on retirement benefit liabilities. For more details refer to Note 18.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
161161
Financial statements
Notes to the Consolidated Financial Statements continued
162
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30. Risk management
Management of financial risk
The key financial risks faced by the Group are credit risk, liquidity risk and market risks, which include
interest rate risk, foreign exchange risk and certain commodity price risks. The Board regularly
reviews these risks and approves written policies covering the use of financial instruments to manage
these risks and sets overall risk limits. The derivative financial instruments approved by the Board of
Tate & Lyle PLC to manage financial risks include: swaps (both interest rate and currency), swaptions,
caps, forward rate agreements, foreign exchange contracts, commodity forward contracts and options,
and commodity futures.
The Chief Financial Officer retains overall responsibility for management of financial risk for the Group.
Most of the Group’s financing, interest rate and foreign exchange risks are managed through the Group
treasury company, Tate & Lyle International Finance PLC. Tate & Lyle International Finance PLC arranges
funding and manages interest rate, foreign exchange and bank counterparty risks within limits approved
by the Board of Tate & Lyle PLC.
Market risks
Foreign exchange management
The Group operates internationally and is exposed to foreign exchange risks arising from commercial
transactions (transaction exposure), and from recognised assets, liabilities and investments in foreign
operations (translation exposure).
Transaction exposure
The Group manages foreign exchange transaction risk using economic hedging principles including
managing working capital levels and entering into offsetting arrangements wherever possible. The Group
uses limited foreign exchange forward contracts to hedge its exposure to foreign currency risk in some
circumstances; there are no material amounts recognised in the statement of financial position or
hedging reserve in the current or prior period.
Translation exposure
The Group manages the foreign exchange exposure to net investments in overseas operations, in the US
and Europe, by borrowing in US dollar and in euro, which provide a partial match for the Group’s major
foreign currency assets. The detail of these net investment hedges is set out in Note 29.
The following table illustrates the Group’s sensitivity to the fluctuation of the Group’s major currencies
against sterling on its consolidated income statement and other components of equity, assuming that
each exchange rate moves in isolation. The consolidated income statement impact is due to changes
in the fair value of monetary assets and liabilities including non-designated foreign currency derivatives.
The equity impact for foreign exchange sensitivity relates to non-derivative financial instruments hedging
the Group’s net investments in its European and US operations.
Income
At 31 March 2026
Income
At 31 March 2025
statement -/+ Equity -/+ statement -/+ Equity -/+
£m £m £m £m
Sterling/US dollar 10% change
14
75
2
62
Sterling/euro 10% change
8
48
4
47
Interest rate management
The Group has an exposure to interest rate risk, arising principally from changes in US dollar and Euro
interest rates. The objective of optimising net finance expense and reducing volatility in reported earnings
is achieved by ensuring an optimal mix of fixed and floating-rate debt. All pre-acquisition long-term
borrowings are fixed at low interest rates. Given the prevailing higher interest rates, the new borrowings
in the 2026 and 2025 financial years are a mixture of fixed and floating-rate debt. The Group retains the
option of entering into interest rate swaps and a full risk assessment is performed and recommendation
is made to the Group’s Board each year on how to best manage interest rate risk for the forthcoming
12 months.
The proportion of gross debt managed by the Group’s treasury function at 31 March 2026 that was
fixed or capped for more than one year was 63% (2025 – 74%). At 31 March 2026, the longest term of any
fixed rate debt held by the Group was until March 2037 (2025 – until 2037).
Given the combination of the proportion of debt that is fixed rate debt and the cash balance held on
deposit, as at 31 March 2026, if interest rates increased by 100 basis points, Group profit before tax would
decrease by £1 million (2025 – £nil million). If interest rates decreased by 100 basis points, or less where
applicable, Group profit before tax would increase by £4 million (2025 increase by £1 million). If the
Group maintains a consistent level of working capital benefit in relation to supply-chain financing
arrangements (see ‘Liquidity risk management’ section) then an increase in interest rates of 100 basis
points would decrease Group profit before tax by £nil million (2025 – £nil million).
Starting from the 2027 financial year, the Group’s policy on the mix of fixed and floating-rate debt will be
dependent on the net debt/EBITDA leverage ratio projected at the end of a 12-month period as follows:
Minimum fixed gross
Net debt/EBITDA leverage ratio debt
Less than or equal to 2.0x 35%
Greater than 2.0x and less than or equal to 2.5x 50%
Greater than 2.5x 75%
Tate & Lyle PLC Annual Report 2026
162
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
162
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30. Risk management
Management of financial risk
The key financial risks faced by the Group are credit risk, liquidity risk and market risks, which include
interest rate risk, foreign exchange risk and certain commodity price risks. The Board regularly
reviews these risks and approves written policies covering the use of financial instruments to manage
these risks and sets overall risk limits. The derivative financial instruments approved by the Board of
Tate & Lyle PLC to manage financial risks include: swaps (both interest rate and currency), swaptions,
caps, forward rate agreements, foreign exchange contracts, commodity forward contracts and options,
and commodity futures.
The Chief Financial Officer retains overall responsibility for management of financial risk for the Group.
Most of the Group’s financing, interest rate and foreign exchange risks are managed through the Group
treasury company, Tate & Lyle International Finance PLC. Tate & Lyle International Finance PLC arranges
funding and manages interest rate, foreign exchange and bank counterparty risks within limits approved
by the Board of Tate & Lyle PLC.
Market risks
Foreign exchange management
The Group operates internationally and is exposed to foreign exchange risks arising from commercial
transactions (transaction exposure), and from recognised assets, liabilities and investments in foreign
operations (translation exposure).
Transaction exposure
The Group manages foreign exchange transaction risk using economic hedging principles including
managing working capital levels and entering into offsetting arrangements wherever possible. The Group
uses limited foreign exchange forward contracts to hedge its exposure to foreign currency risk in some
circumstances; there are no material amounts recognised in the statement of financial position or
hedging reserve in the current or prior period.
Translation exposure
The Group manages the foreign exchange exposure to net investments in overseas operations, in the US
and Europe, by borrowing in US dollar and in euro, which provide a partial match for the Group’s major
foreign currency assets. The detail of these net investment hedges is set out in Note 29.
The following table illustrates the Group’s sensitivity to the fluctuation of the Group’s major currencies
against sterling on its consolidated income statement and other components of equity, assuming that
each exchange rate moves in isolation. The consolidated income statement impact is due to changes
in the fair value of monetary assets and liabilities including non-designated foreign currency derivatives.
The equity impact for foreign exchange sensitivity relates to non-derivative financial instruments hedging
the Group’s net investments in its European and US operations.
At 31 March 2026 At 31 March 2025
Income
statement -/+
£m
Equity -/+
£m
Income
statement -/+
£m
Equity -/+
£m
Sterling/US dollar 10% change 14 75
2 62
Sterling/euro 10% change 8 48
4 47
Interest rate management
The Group has an exposure to interest rate risk, arising principally from changes in US dollar and Euro
interest rates. The objective of optimising net finance expense and reducing volatility in reported earnings
is achieved by ensuring an optimal mix of fixed and floating-rate debt. All pre-acquisition long-term
borrowings are fixed at low interest rates. Given the prevailing higher interest rates, the new borrowings
in the 2026 and 2025 financial years are a mixture of fixed and floating-rate debt. The Group retains the
option of entering into interest rate swaps and a full risk assessment is performed and recommendation
is made to the Group’s Board each year on how to best manage interest rate risk for the forthcoming
12 months.
The proportion of gross debt managed by the Group’s treasury function at 31 March 2026 that was
fixed or capped for more than one year was 63% (2025 – 74%). At 31 March 2026, the longest term of any
fixed rate debt held by the Group was until March 2037 (2025 – until 2037).
Given the combination of the proportion of debt that is fixed rate debt and the cash balance held on
deposit, as at 31 March 2026, if interest rates increased by 100 basis points, Group profit before tax would
decrease by £1 million (2025 – £nil million). If interest rates decreased by 100 basis points, or less where
applicable, Group profit before tax would increase by £4 million (2025 increase by £1 million). If the
Group maintains a consistent level of working capital benefit in relation to supply-chain financing
arrangements (see ‘Liquidity risk management’ section) then an increase in interest rates of 100 basis
points would decrease Group profit before tax by £nil million (2025 – £nil million).
Starting from the 2027 financial year, the Group’s policy on the mix of fixed and floating-rate debt will be
dependent on the net debt/EBITDA leverage ratio projected at the end of a 12-month period as follows:
Net debt/EBITDA leverage ratio
Minimum fixed gross
debt
Less than or equal to 2.0x
35%
Greater than 2.0x and less than or equal to 2.5x
50%
Greater than 2.5x
75%
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
163
30. Risk management continued
Translation exposure continued
Price risk management
The Group employs limited pricing contracts, principally futures, to hedge cash flow risk associated with
certain forecast purchases of energy (gas) and chemicals used in the manufacturing process in North
America which are designated as cash flow hedges. Refer to Note 29. At 31 March 2026 and 31 March
2025, the Group did not hold any futures with respect to chemicals. The Group‘s sensitivity in respect
of natural gas derivatives for a +/- 10% movement in underlying prices is £1 million (2025 – £1 million for
both natural gas and chemical derivatives). In other regions (mainly Europe), energy volumes and price
are locked in advance of physical delivery. These contracts are classified as ‘own use’ contracts since
they are entered into for the purpose of the Group’s ordinary operations.
All corn procurement transferred to Primient on completion of its sale meaning that the Group procures
corn from Primient (both for the manufacturing of corn-based finished goods in the Group’s US
manufacturing sites and for corn embedded in the finished goods manufactured by Primient and sold
to the Group under long-term agreements). The Group manages the corn price risk by using economic
hedging principles such as entering into offsetting positions with its supplier (Primient) and customers.
For certain contracts with Primient, the Group remains exposed to variations in basis and the price
of co-products. The Group’s sensitivity in respect of basis for a 50% movement is £3 million (2025 –
£3 million). Its sensitivity in respect of co-products for a 25% movement is £3 million (2025 – £3 million).
Credit risk management
Counterparty credit risk arises from the placing of deposits (refer to Note 16) and entering into derivative
financial instrument contracts with banks and financial institutions, as well as credit exposures inherent
within the Group’s outstanding receivables. The Group manages credit risk by entering into financial
instrument contracts substantially with investment grade counterparties approved by the Board.
The Board has approved maximum counterparty exposure limits for specified banks and financial
institutions based on the long-term credit ratings from major credit rating agencies. Trading limits
assigned to commercial customers are based on ratings from Dun & Bradstreet. In cases where published
financial ratings are not available or inconclusive, credit application, reference checking, measurement of
performance against agreed terms, and obtaining of customers’ financial information such as liquidity
and turnover ratio, are required to evaluate customers’ creditworthiness. Counterparties’ positions are
monitored on a regular basis to ensure that they are within the approved limits and there are no significant
concentrations of credit risks.
The Group’s trade receivables are short-term in nature and are largely comprised of amounts receivable
from business customers. Concentrations of credit risk with respect to trade receivables are limited, with
our customer base including large, unrelated and internationally dispersed customers and so trade
receivables are considered to be a single class of financial assets. The Group considers its maximum
exposure to credit risk at the year-end date is the carrying value of each class of financial assets
as disclosed under financial instruments by category on page 158. Refer to Note 17 for the effect
of expected credit loss on the Group’s trade receivables.
Liquidity risk management
The Group manages its exposure to liquidity risk and ensures maximum flexibility in meeting changing
business needs by maintaining access to a wide range of funding sources, including capital markets
and bank borrowings. The majority of the Group’s borrowings are raised through the Group treasury
company, Tate & Lyle International Finance PLC, and are then on-lent to the business units on an arm’s
length basis.
At the year end, the Group held cash and cash equivalents of £344 million (2025 – £334 million) and had
committed undrawn facilities of US$800 million (£606 million) (2025 – £621 million). These resources are
maintained to provide liquidity back-up and to meet the projected maximum cash outflow from debt
repayment, capital expenditure and seasonal working capital needs foreseen for at least a year into the
future at any one time. The Group policy requires that available liquidity (undrawn committed facilities
plus cash) is greater than £400 million and minimum liquidity requirements are maintained in order to
retain an investment-grade credit rating, per any relevant published definitions of Standard & Poor’s.
At 31 March 2026, the average maturity of the Group’s drawn financing was 4.7 years (2025 – 5.5 years).
To allow more effective management of interest rate risk and optimisation of overall cost of debt, the
Group policy is as follows: a) no more than 20% of the total Group gross debt plus undrawn committed
facilities should mature within 12 months from balance sheet date, b) the Group’s core undrawn
committed bank facility must be refinanced no later than 12 months prior to its full maturity, and c) at
least 50% of drawn debt should have a maturity of more than 2.5 years. At 31 March 2026, after taking
account of undrawn committed facilities, the Group was compliant with the policy.
The Group maintained a core committed revolving credit facility of US$800 million, which matures on
16 May 2031, having been extended by a year in April 2026. This facility is unsecured and contains one
financial covenant, that the multiple of net debt to EBITDA, as defined in the facility agreement, should not
be greater than 3.5 times. The Group policy requires that net debt be managed within the target range of
1.0 – 2.5 times EBITDA (including the impact of IFRS 16). Despite the increased borrowings to fund the
CP Kelco acquisition, at 31 March 2026, the Group was within this range (see table below).
On 28 October 2025, the Group entered into a US$180 million (£136 million) two-year term loan
facility and drew it down. The funds generated from this were used to repay on 29 October 2025 a
US$180 million (£136 million) US private placement at maturity. In November 2024, the Group drew down
a €275 million multi-currency three-year term loan facility at 1% + Euribor maturing on 26 July 2027. On
12 March 2025, the Group issued a multi-tranche US$300 million and €275 million debt private
placement. As a result of these transactions, at 31 March 2026, the Group had US$800 million and
€275 million of US Private Placement Notes (which mature between 2027 and 2037) and US$180 million
and €275 million of Term loans facility agreements (both mature in 2027). These notes and issued debt
contain financial covenants that the multiple of net debt to EBITDA, as defined in the note purchase
agreement, should not be greater than 3.5 times. The Group was below this limit. The Group assessed the
concentration of risk with respect to refinancing its debt and concluded it to be low.
The ratios for this financial covenant were:
Year ended 31 March
2026 2025
Times Times
Net debt/EBITDA
1
2.3
2.3
1 This financial covenant applies to the revolving credit facility, US Private Placement Notes, Euro Private Placement Notes, euro term loan,
and US$ term loan.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
163163
Financial statements
Notes to the Consolidated Financial Statements continued
164
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
30. Risk management continued
Translation exposure continued
Liquidity risk management continued
The Group monitors compliance against all its financial obligations and it is Group policy to manage the
consolidated statement of financial position so as to operate well within these covenanted restrictions.
In both the current and prior reporting periods, the Group complied with its financial covenants at all
measurement points. (The Group is required to report on covenants after the interim and year-end
reporting dates).
Note that the multiple of net debt to EBITDA as required for the financial covenants of the loan notes and
revolving credit facility is a different measure to the simplified calculation of net debt to EBITDA used as
a Group KPI. This KPI is more directly related to information in the Group’s financial statements and is
reported in Note 4.
The table below analyses the undiscounted cash flows related to the Group’s non-derivative financial
liabilities and derivative assets and liabilities.
At 31 March 2026
< 1 year 1 – 5 years > 5 years
Liquidity analysis £m £m £m
Borrowings (including interest)
(50)
(846)
(572 )
Lease liabilities
(14)
(37)
(10 )
Trade and other payables
(361)
(19)
Derivative contracts:
receipts
214
payments
(215)
Commodity contracts
(2)
At 31 March 2025
< 1 year 1 – 5 years > 5 years
Liquidity analysis £m £m £m
Borrowings (including interest)
(188)
(649)
(670 )
Lease liabilities
(14)
(37)
(15 )
Trade and other payables (restated*)
(355)
(22)
Derivative contracts:
receipts
139
payments
(138)
Commodity derivatives
3
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
Derivative contracts include forward exchange contracts. Commodity pricing contracts included in the
table opposite represent options and futures.
The Group also participated in certain customer-led supply-chain financing arrangements which resulted
in an earlier payment to the Group through an intermediary (usually a bank) at a discount. Other than a
working capital benefit relating to these arrangements of £42 million in the year ended 31 March 2026
(2025 – £59 million) and the supply-chain financing costs, there is no further impact on the Group’s
accounting on the basis that once the intermediary has settled the receivable it is derecognised as there
is no further recourse to the Group in the event the customer defaults on its payment to the intermediary.
The Group is also not able to instigate collection ahead of the contractual terms of this arrangement.
As such, the classification of the trade receivable is not changed. The discount incurred is recorded as
a reduction of revenue.
The Group also offers certain supply-chain financing arrangements to vendors. Under these
arrangements the Group works with an intermediary to offer supply-chain financing to its vendors who
want to be paid earlier at a discount. Under these arrangements suppliers can choose an accelerated
payment via the intermediary for an interest cost based on the Group’s credit rating. Amounts owed by
the Group to intermediaries are presented in trade payables on the balance sheet and cash flows are
presented in net cash generated from operating activities. This arrangement results in no costs to the
Group. Amounts owed to the intermediary at 31 March 2026 were £42 million (2025 – £36 million), of
which the vendor has received payment from the intermediary of £42 million (2025 – £36 million).
Materially the supply-chain financing arrangements to vendors relate to the Group’s purchases from
Primient. The Group considers that the classification of related amounts owed to intermediaries as trade
payables is appropriate on the basis that the payment terms have not been extended with the majority
being up to 60 days. This remains consistent with payment terms to vendors not participating in supply-
chain financing activities which have a range between 30 and 90 days. There were no non-cash changes
to the carrying value of supply-chain financing arrangement in trade payables.
In addition, the Group also participates in a reverse factoring programme. This programme allows
payment terms to be extended by 60 days without affecting suppliers, as they continue to receive their
payments on the agreed date. This creates another short-term financial liability to the payment service
provider, which makes the payment on behalf of the Group. As the original payables settled by the service
provider arose as liabilities to pay for goods or services and the extended payment terms remain in line
with other working capital terms, the Group considers the classification of these liabilities as trade
payables is appropriate. As of the reporting date, amounts owed to the service provider totalled £1 million
(2025 – £nil).
Sustainability
The Group has linked its sustainability targets to key performance indicators in the committed undrawn
facilities such that the margin paid for the facilities is adjusted for performance against specified targets
achieved as evidenced by the relevant Sustainability Compliance Certificate.
Capital risk management
The Group’s primary objectives in managing its capital are to safeguard the business as a going concern;
to maintain the dividend policy; to maintain sufficient financial flexibility to undertake its investment
plans; and to retain an investment-grade credit rating which enables access to debt capital markets.
The Group’s financial profile and level of financial risk are assessed on a regular basis in the light of
changes to the economic conditions, business environment, the Group’s business profile and the risk
characteristics of its businesses.
Tate & Lyle PLC has contractual relationships with Standard & Poor’s (S&P) for the provision of a credit
rating. At 31 March 2026, the long-term credit rating from S&P was BBB (stable outlook) (2025 – BBB).
Tate & Lyle PLC Annual Report 2026
164
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
164
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
30. Risk management continued
Translation exposure continued
Liquidity risk management continued
The Group monitors compliance against all its financial obligations and it is Group policy to manage the
consolidated statement of financial position so as to operate well within these covenanted restrictions.
In both the current and prior reporting periods, the Group complied with its financial covenants at all
measurement points. (The Group is required to report on covenants after the interim and year-end
reporting dates).
Note that the multiple of net debt to EBITDA as required for the financial covenants of the loan notes and
revolving credit facility is a different measure to the simplified calculation of net debt to EBITDA used as
a Group KPI. This KPI is more directly related to information in the Group’s financial statements and is
reported in Note 4.
The table below analyses the undiscounted cash flows related to the Group’s non-derivative financial
liabilities and derivative assets and liabilities.
At 31 March 2026
Liquidity analysis
< 1 year
£m
1 – 5 years
£m
> 5 years
£m
Borrowings (including interest) (50) (846) (572)
Lease liabilities (14) (37) (10)
Trade and other payables (361) (19)
Derivative contracts:
receipts
214
payments
(215)
Commodity contracts (2)
At 31 March 2025
Liquidity analysis
< 1 year
£m
1 – 5 years
£m
> 5 years
£m
Borrowings (including interest) (188) (649) (670)
Lease liabilities (14) (37) (15)
Trade and other payables (restated*) (355) (22)
Derivative contracts:
receipts
139 – –
payments
(138) –
Commodity derivatives 3
* Restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to Note 1 and Note 35.
Derivative contracts include forward exchange contracts. Commodity pricing contracts included in the
table opposite represent options and futures.
The Group also participated in certain customer-led supply-chain financing arrangements which resulted
in an earlier payment to the Group through an intermediary (usually a bank) at a discount. Other than a
working capital benefit relating to these arrangements of £42 million in the year ended 31 March 2026
(2025 – £59 million) and the supply-chain financing costs, there is no further impact on the Group’s
accounting on the basis that once the intermediary has settled the receivable it is derecognised as there
is no further recourse to the Group in the event the customer defaults on its payment to the intermediary.
The Group is also not able to instigate collection ahead of the contractual terms of this arrangement.
As such, the classification of the trade receivable is not changed. The discount incurred is recorded as
a reduction of revenue.
The Group also offers certain supply-chain financing arrangements to vendors. Under these
arrangements the Group works with an intermediary to offer supply-chain financing to its vendors who
want to be paid earlier at a discount. Under these arrangements suppliers can choose an accelerated
payment via the intermediary for an interest cost based on the Group’s credit rating. Amounts owed by
the Group to intermediaries are presented in trade payables on the balance sheet and cash flows are
presented in net cash generated from operating activities. This arrangement results in no costs to the
Group. Amounts owed to the intermediary at 31 March 2026 were £42 million (2025 – £36 million), of
which the vendor has received payment from the intermediary of £42 million (2025 – £36 million).
Materially the supply-chain financing arrangements to vendors relate to the Group’s purchases from
Primient. The Group considers that the classification of related amounts owed to intermediaries as trade
payables is appropriate on the basis that the payment terms have not been extended with the majority
being up to 60 days. This remains consistent with payment terms to vendors not participating in supply-
chain financing activities which have a range between 30 and 90 days. There were no non-cash changes
to the carrying value of supply-chain financing arrangement in trade payables.
In addition, the Group also participates in a reverse factoring programme. This programme allows
payment terms to be extended by 60 days without affecting suppliers, as they continue to receive their
payments on the agreed date. This creates another short-term financial liability to the payment service
provider, which makes the payment on behalf of the Group. As the original payables settled by the service
provider arose as liabilities to pay for goods or services and the extended payment terms remain in line
with other working capital terms, the Group considers the classification of these liabilities as trade
payables is appropriate. As of the reporting date, amounts owed to the service provider totalled £1 million
(2025 – £nil).
Sustainability
The Group has linked its sustainability targets to key performance indicators in the committed undrawn
facilities such that the margin paid for the facilities is adjusted for performance against specified targets
achieved as evidenced by the relevant Sustainability Compliance Certificate.
Capital risk management
The Group’s primary objectives in managing its capital are to safeguard the business as a going concern;
to maintain the dividend policy; to maintain sufficient financial flexibility to undertake its investment
plans; and to retain an investment-grade credit rating which enables access to debt capital markets.
The Group’s financial profile and level of financial risk are assessed on a regular basis in the light of
changes to the economic conditions, business environment, the Group’s business profile and the risk
characteristics of its businesses.
Tate & Lyle PLC has contractual relationships with Standard & Poor’s (S&P) for the provision of a credit
rating. At 31 March 2026, the long-term credit rating from S&P was BBB (stable outlook) (2025 – BBB).
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
165
30. Risk management continued
Liquidity risk management continued
Capital risk management continued
The Group regards its total capital as follows:
At 31 March
2026 2025
Note £m £m
Net debt
28
939
961
Equity attributable to owners of the Company
1 598
1 590
Total capital
2 537
2 551
31. Retirement benefit obligations
For accounting purposes, a valuation of each of the defined benefit plans is carried out annually at
31 March using independent qualified actuaries. Benefit obligations are measured using the projected
unit credit method and are discounted using the market yields on high-quality corporate bonds
denominated in the same currency as, and of similar duration to, the benefit obligations. Plan assets are
measured at their fair value at the period-end date. Where a plan holds a qualifying insurance policy,
the fair value of the policy is equivalent to the present value of the related benefit obligations.
A deficit or surplus is recognised on each plan, representing the difference between the present value
of the benefit obligation and the fair value of the plan assets.
The costs of the defined benefit plan that are recognised in the consolidated income statement include
the current service cost, any past service cost, and the interest on the net deficit or surplus. Gains or
losses on curtailments or settlements of the plans are recognised in the consolidated income statement
in the period in which the curtailment or settlement occurs. Plan administration costs incurred by the
Group are also recognised in the consolidated income statement. Interest on the net deficit or surplus
is calculated by applying the discount rate that is used in measuring the present value of the benefit
obligation to the opening deficit or surplus.
Remeasurements of the deficit or surplus are recognised in other comprehensive income.
Remeasurements comprise differences between the actual return on plan assets (less asset
management expenses) and the interest on the plan assets and actuarial gains and losses. Actuarial
gains and losses represent the effect of changes in the actuarial assumptions made in measuring the
present value of the benefit obligation and experience differences between those assumptions and
actual outcomes. Actuarial gains and losses are recognised in full in the period in which they occur.
For defined contribution plans, contributions made by the Group to defined contribution pension
schemes are recognised in the consolidated income statement in the period in which they fall due.
Plan information
The Group operates a number of defined benefit pension plans, principally in the UK, the US and
Germany. At 31 March 2026, the Group’s retirement benefit obligations are in a net deficit of £101 million
(2025 – net deficit of £100 million).
In the 2020 financial year, the Group supported the trustees of the main UK pension scheme in
completing a £930 million bulk annuity insurance policy ‘buy-in’ for that scheme. As a result, the
assets of the main UK pension scheme were replaced with an insurance asset matching UK scheme
liabilities. In the comparative year, the actuarial movements in the liabilities subject to the ‘buy-in’ were
matched by an equal and opposite movement on its assets, both of which were recorded in other
comprehensive income.
In the year ended 31 March 2026, the Group has completed the ‘buy-out’ of this pension scheme.
As a result of the buy-out, the insurance company has assumed full liability for the scheme. This process
incurred a £5 million charge, which included legal fees and a settlement loss, as the remaining pension
assets were utilised to cover principally the residual risk premium. This charge has been recognised in
exceptional items (see Note 8).
The Group retains one smaller funded UK defined benefit scheme that was not subject to the buy-out.
This plan is closed to future accrual.
The Group has two material pension plans related to its German subsidiary. Firstly, the New Promises plan,
which is closed to new employees but still has active members and, secondly, the Former Biopolymers
plan, which is closed to future accrual. Both plans are unfunded and as such the Group will cover the
benefits as they fall due.
In the year ended 31 March 2026, the Group successfully completed the discharge of obligations with
respect to one of its two US funded pension plans through a buy-out. Under this buy-out arrangement the
plan’s pension liabilities and certain plan assets were transferred to an insurance company that then
assumed full liability for the scheme. The remaining plan assets were allocated for payment to scheme
members as an incremental contribution for past service. The overall effect of these arrangements was
a settlement loss of £9 million. A further £1 million settlement loss has been recognised for the buy-out of
part of the Group’s retirement medical plan. The total £10 million settlement loss has been recognised in
exceptional items (see Note 8).
The US plans, presented below, principally comprise:
one funded plan where plan assets are held separately from those of the Group in funds that are under
the control of an investment management committee. This plan is closed to new entrants and to
future accrual;
a retirement benefit plan to certain employees which is funded but the associated assets do not qualify
for recognition as IAS 19 plan assets. Accordingly, the plan is presented below as funded. The related
assets are recognised as FVPL assets within investments in equities (refer to Note 18). This is referred to
as ‘non-qualified deferred compensation arrangements’ within this note;
a retirement benefit plan for certain employees which is unfunded and non-qualified for tax purposes;
an unfunded retirement medical plan where the costs of providing these benefits are recognised
in the period in which they are incurred. Such plans provide financial assistance in meeting various
costs including medical, dental and prescription drugs. Employees are required to contribute to the
cost of benefits received under the plans. The liability associated with this plan at 31 March 2026 was
£23 million (2025 – £29 million). The Group paid £3 million (2025 – £3 million) into this plan in the year.
Details on assumptions applied in the calculation of the liability and sensitivity analysis thereon are
included in this note.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
165165
Financial statements
Notes to the Consolidated Financial Statements continued
166
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
31. Retirement benefit obligations continued
Plan information continued
Movement in net defined benefit asset/(liability)
Analysis of net defined benefit asset/(liability)
UK Europe US
At 31 March 2026
UK Europe US
At 31 March 2025
plans plans plans Total plans plans plans Total
£m £m £m £m £m £m £m £m
Benefit obligations:
Funded plans
(14)
(285)
(299)
(551)
(372)
(923)
Unfunded plans
(26)
(60)
(86)
(28)
(70)
(98)
(14)
(26)
(345)
(385)
(551)
(28)
(442)
(1 021)
Fair value of plan assets
8
276
284
549
372
921
Net deficit
(6)
(26)
(69)
(101)
(2)
(28)
(70)
(100)
Presented in the statement
of financial position as:
Retirement benefit surplus
2
13
15
6
22
28
Retirement benefit deficit
(8)
(26)
(82)
(116)
(8)
(28)
(92)
(128)
Net deficit
(6)
(26)
(69)
(101)
(2)
(28)
(70)
(100)
Net defined benefit asset/(liability) reconciliation
UK Europe US plans US plans
plans plans funded
Unfunded
1
Total
£m £m £m £m £m
Net deficit at 1 April 2025
(2)
(28)
(70)
(100)
Income statement:
administration costs
(1)
(1)
net interest (expense)/income
(1)
1
(3)
(3)
Loss on settlement
(5)
(9)
(1)
(15)
Other comprehensive income:
actual return lower than interest on plan assets
(1)
(1)
actuarial gain/(loss):
changes in financial assumptions
7
3
2
12
changes in demographic assumptions
(5)
1
(4)
experience against assumptions
(3)
3
Asset ceiling restriction recognised in OCI
(1)
(1)
Other movements:
changes due to settlement
3
3
employer’s contribution
2
1
1
2
7
11
non-qualified deferred compensation arrangements
(3)
(3)
currency translation differences
1
(1)
1
1
Net deficit at 31 March 2026
(6)
(26)
(9)
(60)
(101)
1 Included within US unfunded plans is the retirement medical plan of £23 million (2025 – £29 million) liability.
2 US plans funded employer’s contribution of £2 million relates to payments made to the Rabbi Trust (non-qualified deferred
compensation arrangement).
Tate & Lyle PLC Annual Report 2026
166
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
166
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
31. Retirement benefit obligations continued
Plan information continued
Movement in net defined benefit asset/(liability)
Analysis of net defined benefit asset/(liability)
At 31 March 2026 At 31 March 2025
UK
plans
£m
Europe
plans
£m
US
plans
£m
Total
£m
UK
plans
£m
Europe
plans
£m
US
plans
£m
Total
£m
Benefit obligations:
Funded plans (14) (285) (299)
(551) (372) (923)
Unfunded plans (26) (60) (86)
(28) (70) (98)
(14) (26) (345) (385)
(551) (28) (442) (1 021)
Fair value of plan assets 8 276 284
549 372 921
Net deficit (6) (26) (69) (101)
(2) (28) (70) (100)
Presented in the statement
of financial position as:
Retirement benefit surplus 2 13 15
6 22 28
Retirement benefit deficit (8) (26) (82) (116)
(8) (28) (92) (128)
Net deficit
(6) (26) (69) (101)
(2) (28) (70) (100)
Net defined benefit asset/(liability) reconciliation
UK
plans
£m
Europe
plans
£m
US plans
funded
£m
US plans
Unfunded
1
£m
Total
£m
Net deficit at 1 April 2025 (2) (28) (70) (100)
Income statement:
administration costs
(1) (1)
net interest (expense)/income
(1) 1 (3) (3)
Loss on settlement
(5) (9) (1) (15)
Other comprehensive income:
actual return lower than interest on plan assets
(1) (1)
actuarial gain/(loss):
changes in financial assumptions
7 3 2 12
changes in demographic assumptions
(5) 1 (4)
experience against assumptions
(3) 3
Asset ceiling restriction recognised in OCI
(1) (1)
Other movements:
changes due to settlement
3 3
employer’s contribution
2
1 1 2 7 11
non-qualified deferred compensation arrangements
(3) (3)
currency translation differences
1 (1) 1 1
Net deficit at 31 March 2026 (6) (26) (9) (60) (101)
1 Included within US unfunded plans is the retirement medical plan of £23 million (2025 – £29 million) liability.
2 US plans funded employer’s contribution of £2 million relates to payments made to the Rabbi Trust (non-qualified deferred
compensation arrangement).
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
167
31. Retirement benefit obligations continued
Analysis of movement in the benefit obligations
UK Europe US plans US plans
plans plans funded unfunded Total
£m £m £m £m £m
At 1 April 2025
(551)
(28)
(372)
(70)
(1 021)
Income statement:
interest costs
(30)
(1)
(15)
(3)
(49)
loss on settlement
(9)
(1)
(10)
Other comprehensive income:
actuarial gain/(loss):
changes in financial assumptions
7
3
2
12
changes in demographic assumptions
(5)
1
(4)
experience against assumptions
(3)
3
Other movements:
changes due to settlements
524
73
3
600
benefits paid
44
1
28
7
80
non-qualified deferred compensation arrangements
(3)
(3)
currency translation differences
(1)
10
1
10
At 31 March 2026
(14)
(26)
(285)
(60)
(385)
Analysis of movement in plan assets
UK Europe US plans US plans
plans plans funded unfunded Total
£m £m £m £m £m
At 1 April 2025
549
372
921
Income statement:
administration costs
(1)
(1)
loss on settlement
(5)
(5)
interest gains
30
16
46
Other comprehensive income:
actual return lower than interest on plan assets
(1)
(1)
Other movements:
changes due to settlements
(524)
(73)
(597)
employer’s contribution
1
1
benefits paid
(44)
(26)
(70)
currency translation differences
1
(10)
(9)
Asset ceiling restriction recognised in OCI
1
(1)
(1)
At 31 March 2026 – total assets
8
276
284
1 At 31 March 2026, the asset ceiling restriction was £6 million (2025 – £5 million).
Significant assumptions
For accounting purposes, the benefit obligation of each plan is based on assumptions made by the
Group on the advice of independent actuaries. For the UK and European defined benefit pension plan
these ‘best estimate’ IAS 19 assumptions are different to the more prudent assumptions used for funding
valuation purposes. For the US defined benefit pension plan, the funding valuation assumptions are
identical to the IAS 19 assumptions.
At 31 March 2026
At 31 March 2025
Principal assumptions
UK
1
Europe
US
UK
Europe
US
Inflation rate
3.2%/3.5%
2.1%
2.5%
3.0%/3.3%
2.3%
2.5%
Expected rate of salary increases
n/a
3.0%
n/a
n/a
3.0%
n/a
Expected rate of pension increases:
deferred pensions
3.0%
0.0%
n/a
3.0%
0%
n/a
pensions in payment
5.0%
2.1%
n/a
3.3%
2.3%
n/a
Discount rate
5.7%
4.4%
5.4%
5.7%
3.8%
5.25%
Average life expectancy 21.1/22.7 20.6/23.2 21.0/24.0 20.8/22.4 21.0/23.8 20.8/23.5
male aged 65 now/in 20 years
years years years years years years
23.6/25.3 23.8/26.0 22.9/25.8 23.5/25.1 24.4/26.6 22.7/25.4
female aged 65 now/in 20 years
years years years years years years
1 Includes the main UK pension scheme as the buy-out completed just before the year-end date.
Principal assumptions used in calculating the US medical benefit obligation are medical cost inflation
and the discount rate applied to the expected benefit payments. The Group has assumed medical cost
inflation at 7.00% (aged under 65)/4.75% (aged over 65) (initial) and 5.00% (aged under 65)/ 4.25% (aged
over 65) (ultimate) per annum (2025 – at 7.25% (aged under 65)/5.00% (aged over 65) (initial) and 6.50%
(aged under 65)/4.25% (aged over 65) (ultimate) per annum). The Group has used a discount rate of 5.3%
(2025 – 5.2%).
Sensitivity of principal assumptions
At 31 March 2026, the sensitivity of the net surplus/(deficit) on the plans to changes in the principal
assumptions was as follows (assuming in each case that the other assumptions are unchanged):
Increase/(decrease) in obligation
Impact of Impact of
increase in decrease in
Change in assumption assumption
assumptions +/- £m £m
Inflation rate
1
50bps
2
(2 )
Life expectancy
1 year
12
(12)
Discount rate
50bps
(14)
15
1 Inflation rate sensitivity covers the inflation assumption, expected rate of salary increases assumption and expected rate of pensions in
payment increases assumption.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
167167
Financial statements
Notes to the Consolidated Financial Statements continued
168
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
31. Retirement benefit obligations continued
Analysis of plan assets (excluding impact of asset ceiling restriction)
Year ended 31 March 2026
Year ended 31 March 2025
UK Europe US Total UK Europe US Total
£m £m £m £m £m £m £m £m
Quoted
1
Equities
2
2
3
3
Corporate bonds
2
2
2
2
Investment funds
2
2
2
2
Liability Driven Investments
(LDI) fixed income
278
278
373
373
Cash
2
2
6
6
Unquoted
Insurance policies
4
4
536
4
540
8
282
290
549
377
926
1 Quoted assets contain certain pooled funds where the underlying assets are quoted.
In the year ended 31 March 2025, the fair value of the insurance policies is deemed to be equivalent to
the present value of the related benefit obligation. The Group also paid an additional £3 million (2025
£3 million) into the US unfunded retirement medical plans and £4 million (2025 – £4 million) into the
US unfunded pension plans to meet the cost of providing benefits in the financial year.
Maturity profile
At 31 March 2026, the weighted average duration of the plans and the benefit payments expected by the
plans are as follows:
UK Europe US
plans plans plans Total
£m £m £m £m
Weighted average duration (years)
6.4
13.5
8.3
8.5
Benefit payments expected:
within 12 months
1
1
31
33
1 to 5 years
7
5
114
126
6 to 10 years
10
7
125
142
Funding of the plans
As required by local regulations, actuarial valuations of the US and Europe pension plans are carried out
each year. The Group paid £1 million in relation to the remaining UK scheme not subject to the buy-out in
this financial year. In respect of the US plans no contributions were paid to the funded plans, £4 million to
the unfunded pension plan with £3 million paid for health plans.
During the year ending 31 March 2027 the Group expects to contribute approximately £6 million to its
defined benefit pension plans and to pay approximately £3 million in relation to US retirement medical
benefits.
Where a plan is in surplus, the surplus recognised is limited to the present value of any amounts that the
Group expects to recover by way of refunds or a reduction in future contributions.
Risk mitigation
Risk
Action taken
Investment The remaining assets of the funded defined benefit plans in the US are predominantly held in fixed
and longevity interest security type investments, as a result of the de-risking initiatives through the sale of equities
risks and some investment funds. The Group therefore uses an asset matching strategy to hedge the liability
with cash flows and credit profiles similar to the specific pension plan liabilities, and which are
designed to match the movement in the balance sheet liabilities. No leverage is used and there are no
derivatives used in the portfolio. Note that it is not possible to precisely match the liability movements
as it is not possible to construct a portfolio that generates an identical yield to AA Corporate Bond
y
ields that are used to value the liabilities under IFRS.
Interest rate For the US funded plans, the Group seeks to ensure that, as far as practicable, the investment portfolios
risk are invested in securities with maturities and in currencies that match the expected future benefit
payments as they fall due.
Inflation risk The deferred pensions and pensions in payment in the US funded plans do not attract inflation
increases. Some inflation risk exists in relation to the employee members’ benefits which is mitigated
by holding index-linked government bonds and corporate bonds.
Defined contribution pension plans
The Group operates defined contribution pension plans in a number of countries. Contributions payable
by the Group to these plans during the year amounted to £17 million (2025 – £13 million).
32. Share-based payments
All of the awards granted under the existing plans are classified as equity-settled awards. The Group
recognises compensation expense based on the fair value of the awards measured at the grant date
using the Monte Carlo simulation model. Fair value is not subsequently remeasured unless relevant
conditions attaching to the award are modified.
Fair value reflects any market performance conditions and all non-vesting conditions. Adjustments are
made to the compensation expense to reflect actual and expected forfeitures due to failure to satisfy
service conditions or non-market performance conditions.
The resulting compensation expense is recognised in the consolidated income statement on a straight-
line basis over the vesting period and a corresponding credit is recognised in equity. In the event of
the cancellation of an award the compensation expense that would have been recognised over the
remainder of the vesting period is recognised immediately in the consolidated income statement.
The Company operates share-based incentive arrangements for the executive directors, senior
executives and other eligible employees under which awards and options are granted over the
Company’s ordinary shares. All of the arrangements under which awards and options were outstanding
during the 2026 and 2025 financial years are classified as equity-settled.
During the year, the compensation expense recognised in profit or loss in respect of share-based
incentives was £8 million (2025 – £12 million). Other than the Sharesave Plan, all option awards have
a nil exercise price. The following arrangements existed during the period:
Performance Share Plan
The Group’s principal ongoing share-based incentive arrangement is the Performance Share Plan (PSP).
Participation in the PSP is restricted to the executive directors and other senior executives. Awards made
under the PSP normally vest provided the participant remains in the Group’s employment until the end of
the performance period and are subject to the satisfaction of performance conditions.
Tate & Lyle PLC Annual Report 2026
168
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
168
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
31. Retirement benefit obligations continued
Analysis of plan assets (excluding impact of asset ceiling restriction)
Year ended 31 March 2026 Year ended 31 March 2025
UK
£m
Europe
£m
US
£m
Total
£m
UK
£m
Europe
£m
US
£m
Total
£m
Quoted
1
Equities 2 2
3 – – 3
Corporate bonds 2 2
2 – – 2
Investment funds 2 2
2 – – 2
Liability Driven Investments
(LDI) fixed income
278 278
373 373
Cash 2 2
6 – – 6
Unquoted
Insurance policies 4 4
536 4 540
8 282 290
549 377 926
1 Quoted assets contain certain pooled funds where the underlying assets are quoted.
In the year ended 31 March 2025, the fair value of the insurance policies is deemed to be equivalent to
the present value of the related benefit obligation. The Group also paid an additional £3 million (2025
£3 million) into the US unfunded retirement medical plans and £4 million (2025 – £4 million) into the
US unfunded pension plans to meet the cost of providing benefits in the financial year.
Maturity profile
At 31 March 2026, the weighted average duration of the plans and the benefit payments expected by the
plans are as follows:
UK
plans
£m
Europe
plans
£m
US
plans
£m
Total
£m
Weighted average duration (years) 6.4 13.5 8.3 8.5
Benefit payments expected:
within 12 months
1 1 31 33
1 to 5 years
7 5 114 126
6 to 10 years
10 7 125 142
Funding of the plans
As required by local regulations, actuarial valuations of the US and Europe pension plans are carried out
each year. The Group paid £1 million in relation to the remaining UK scheme not subject to the buy-out in
this financial year. In respect of the US plans no contributions were paid to the funded plans, £4 million to
the unfunded pension plan with £3 million paid for health plans.
During the year ending 31 March 2027 the Group expects to contribute approximately £6 million to its
defined benefit pension plans and to pay approximately £3 million in relation to US retirement medical
benefits.
Where a plan is in surplus, the surplus recognised is limited to the present value of any amounts that the
Group expects to recover by way of refunds or a reduction in future contributions.
Risk mitigation
Risk Action taken
Investment
and longevity
risks
The remaining assets of the funded defined benefit plans in the US are predominantly held in fixed
interest security type investments, as a result of the de-risking initiatives through the sale of equities
and some investment funds. The Group therefore uses an asset matching strategy to hedge the liability
with cash flows and credit profiles similar to the specific pension plan liabilities, and which are
designed to match the movement in the balance sheet liabilities. No leverage is used and there are no
derivatives used in the portfolio. Note that it is not possible to precisely match the liability movements
as it is not possible to construct a portfolio that generates an identical yield to AA Corporate Bond
y
ields that are used to value the liabilities under IFRS.
Interest rate
risk
For the US funded plans, the Group seeks to ensure that, as far as practicable, the investment portfolios
are invested in securities with maturities and in currencies that match the expected future benefit
payments as they fall due.
Inflation risk
The deferred pensions and pensions in payment in the US funded plans do not attract inflation
increases. Some inflation risk exists in relation to the employee members’ benefits which is mitigated
by holding index-linked government bonds and corporate bonds.
Defined contribution pension plans
The Group operates defined contribution pension plans in a number of countries. Contributions payable
by the Group to these plans during the year amounted to £17 million (2025 – £13 million).
32. Share-based payments
All of the awards granted under the existing plans are classified as equity-settled awards. The Group
recognises compensation expense based on the fair value of the awards measured at the grant date
using the Monte Carlo simulation model. Fair value is not subsequently remeasured unless relevant
conditions attaching to the award are modified.
Fair value reflects any market performance conditions and all non-vesting conditions. Adjustments are
made to the compensation expense to reflect actual and expected forfeitures due to failure to satisfy
service conditions or non-market performance conditions.
The resulting compensation expense is recognised in the consolidated income statement on a straight-
line basis over the vesting period and a corresponding credit is recognised in equity. In the event of
the cancellation of an award the compensation expense that would have been recognised over the
remainder of the vesting period is recognised immediately in the consolidated income statement.
The Company operates share-based incentive arrangements for the executive directors, senior
executives and other eligible employees under which awards and options are granted over the
Company’s ordinary shares. All of the arrangements under which awards and options were outstanding
during the 2026 and 2025 financial years are classified as equity-settled.
During the year, the compensation expense recognised in profit or loss in respect of share-based
incentives was £8 million (2025 – £12 million). Other than the Sharesave Plan, all option awards have
a nil exercise price. The following arrangements existed during the period:
Performance Share Plan
The Group’s principal ongoing share-based incentive arrangement is the Performance Share Plan (PSP).
Participation in the PSP is restricted to the executive directors and other senior executives. Awards made
under the PSP normally vest provided the participant remains in the Group’s employment until the end of
the performance period and are subject to the satisfaction of performance conditions.
Notes to the Consolidated Financial Statements continued
169
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
32. Share-based payments continued
Performance Share Plan continued
The conditions applicable to PSP awards relate to the achievement of organic revenue growth, the
Group adjusted return on capital employed (ROCE), relative total shareholder return (TSR) and Purpose
and Sustainability metrics over the performance period. Up to 30% of each award vests dependent
on compound organic revenue growth over the performance period. Up to 25% of each award vests
dependent on the Group’s adjusted ROCE from continuing operations reaching specified levels at the
end of the performance period. Up to 25% of each award vests based on TSR over the period ranked
against the Group’s industry peers. The final 20% vests based on achievement of Purpose and
Sustainability aims with the outcomes for the financial year of vesting compared to stated goals.
The performance period runs for three financial years commencing in the financial year in which the
award is granted.
Group Bonus Plan – deferred element
Bonuses earned under the Group Bonus Plan (GBP) are normally paid in cash up to 100% of the base
salary of the participating executive. Any excess above 100% of base salary is paid in the form of
deferred shares that are released after two years subject to the executive remaining in the Group’s
employment. During the vesting period, payments in lieu of dividends are made in relation to the
deferred shares, and are paid on the release of the deferred shares.
Sharesave Plan
Options are granted from time to time under the Company’s Sharesave Plan, which is open to all
employees in the UK. It offers eligible employees the option to buy shares in the Company after a
period of three or five years funded from the proceeds of a savings contract to which they contribute
on a monthly basis. The exercise price reflects a discount to market value of up to 20%.
Restricted Share Awards
The Company has made a Restricted Share Award (RSA) to a number of eligible employees. Awards
made normally vest provided the participant remains in the Group’s employment during the performance
period and other conditions, specific to the individual awards, are met.
Further information relating to specific awards made to executive directors are set out in the Directors’
Remuneration Report on pages 95 to 111.
Movements in the year
Movements in the awards outstanding during the year were as follows:
Year ended 31 March 2026
Year ended 31 March 2025
Weighted Weighted
average average
exercise exercise
Awards price Awards price
(number) (pence) (number) (pence)
Outstanding at 1 April
10 022 981
14p
9 480 893
16p
Granted
7 038 019
11p
5 083 840
6p
Exercised
(1 448 165)
6p
(2 857 869)
6p
Lapsed
(3 285 450)
28p
(1 683 883)
11p
Outstanding at 31 March
12 327 385
9p
10 022 981
14p
Exercisable at 31 March
37 473
313p
71 641
361p
The weighted average market price of the Company’s ordinary shares on the dates on which awards
were exercised during the year was 512p (2025 – 668p).
Awards granted in the year
During the year, PSP awards were granted over 4,385,818 shares (2025 – 4,009,870 shares) and RSAs
were granted over 2,405,557 shares (2025 – 1,028,024 shares). No shares were issued under the Group
Bonus Plan in the year (2025 – no shares). Sharesave options were granted over 246,644 shares (2025 –
45,946 shares). The compensation expense recognised in relation to these awards is based on the fair
value of the awards at their respective grant dates.
The weighted average fair values of the awards granted during the year and the principal assumptions
made in measuring those fair values were as follows:
Year ended 31 March 2026
Year ended 31 March 2025
PSP
Sharesave
PSP
Sharesave
Fair value at grant date
417p
76p
524p
185p
Exercise price
302p
609p
Principal assumptions:
Share price on grant date
543p
369p
644p
713p
3.3/5.3
Expected life of the awards
3 years
3.3/5.3 years
3 years years
Risk-free interest rate 3.85% 3.85%/4.09%
4.27%
4.09%
Dividend yield on the Company’s shares
3.66%
5.41%
3.15%
2.71%
Volatility of the Company’s shares
25%
25%
25%
25%
Comparator share price volatility*
22%–33%
22%–33%
Comparator correlation*
25%
25%
* Assessed for TSR market performance condition.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
169169
Financial statements
Notes to the Consolidated Financial Statements continued
170
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
32. Share-based payments continued
Awards granted in the year continued
The fair value of the awards was measured using a Monte Carlo simulation model, taking into account
factors such as exercise restrictions and behavioural considerations.
Expected volatility was based on the historical volatility of the market price of the Company’s shares
over the expected life of the awards.
Awards outstanding at the end of the year
The range of exercise prices and the weighted average remaining contractual life of the awards
outstanding at the end of the year were as follows:
At 31 March 2026
At 31 March 2025
Weighted Weighted
average average
contractual contractual
Awards life Awards life
Exercise price (number) (months) (number) (months)
Nil
12 010 098
17.5
9 765 229
16.4
200p to 399p
245 169
50.2
400p to 799p
72 118
22.7
257 752
32.5
Total
12 327 385
18.2
10 022 981
16.8
IFRS 2 permits net settled share-based payments to be treated as equity-settled in full, if certain criteria
are met, rather than the tax element being cash-settled. The amount the Group expects to pay to tax
authorities to settle the employees’ tax obligations in respect of equity-settled awards in the next
financial year is not materially different to the amounts paid in the current and prior financial years.
Refer to Note 23.
33. Provisions and contingent liabilities
A provision is a liability of uncertain timing or amount that is recognised when: 1) the Group has a
present obligation (legal or constructive) as a result of a past event; 2) it is more likely than not that
a payment will be required to settle the obligation; and 3) the amount can be reliably estimated.
Where a payment is not probable, or the amount of the obligation cannot be measured with sufficient
certainty, a contingent liability is disclosed. Contingent liabilities are also disclosed if a possible
obligation arises from past events, but its existence will be confirmed only by the occurrence or
non-occurrence of uncertain future events.
Provisions
Contingent
liability
Restructuring Litigation recognised in
Insurance and closure and other a business
provisions provisions Decommissioning provisions combination Total
£m £m £m £m £m £m
At 1 April 2024
7
1
6
14
Provided in the year
3
31
34
Released in the year
(2)
(2)
(4)
Utilised in the year
(4)
(1)
(1)
(6)
Subsidiaries acquired
20
16
36
Currency translation
differences
At 31 March 2025
4
31
20
3
16
74
Provided in the year
1
5
2
6
14
Released in the year
(1)
(19)
(1)
(21)
Utilised in the year
(1)
(11)
(12)
Currency translation
differences
(1)
(1)
At 31 March 2026
3
6
21
8
16
54
At 31 March
2026 2025
£m £m
Provisions are expected to be utilised as follows:
within one year
35
36
after more than one year but before five years
19
38
Total
54
74
Insurance provisions
Insurance provisions include amounts provided by the Group’s captive insurance subsidiary in respect of
the expected level of insurance claims.
The difference between the carrying value and the discounted present value was not material in either
year. The amount and timing of settlement in respect of these provisions are uncertain and dependent
on various factors that are not always within management’s control.
Restructuring and closure provisions
During the year ended 31 March 2026, the Group has utilised £11 million and recognised a further
£5 million of restructuring provisions. This principally relates to redundancy provisions linked to the
integration of the CP Kelco acquisition and efforts to realise synergy benefits from the acquisition.
During the year ended 31 March 2026, the Group has released £19 million of restructuring provisions,
which relate to the exit of operations in the Groups tapioca starch investment in Thailand, Chaodee
Modified Starch Co., Ltd. On 8 August 2025, the Group completed the sale of Chaodee for £2 million.
As a result of the sale and the release of any potential future obligations relating to Chaodee, the majority
of the provision for decommissioning costs was released. Refer to Note 35 for further details.
Tate & Lyle PLC Annual Report 2026
170
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
170
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
32. Share-based payments continued
Awards granted in the year continued
The fair value of the awards was measured using a Monte Carlo simulation model, taking into account
factors such as exercise restrictions and behavioural considerations.
Expected volatility was based on the historical volatility of the market price of the Company’s shares
over the expected life of the awards.
Awards outstanding at the end of the year
The range of exercise prices and the weighted average remaining contractual life of the awards
outstanding at the end of the year were as follows:
At 31 March 2026 At 31 March 2025
Exercise price
Awards
(number)
Weighted
average
contractual
life
(months)
Awards
(number)
Weighted
average
contractual
life
(months)
Nil 12 010 098 17.5
9 765 229 16.4
200p to 399p 245 169 50.2
– –
400p to 799p 72 118 22.7
257 752 32.5
Total 12 327 385 18.2
10 022 981 16.8
IFRS 2 permits net settled share-based payments to be treated as equity-settled in full, if certain criteria
are met, rather than the tax element being cash-settled. The amount the Group expects to pay to tax
authorities to settle the employees’ tax obligations in respect of equity-settled awards in the next
financial year is not materially different to the amounts paid in the current and prior financial years.
Refer to Note 23.
33. Provisions and contingent liabilities
A provision is a liability of uncertain timing or amount that is recognised when: 1) the Group has a
present obligation (legal or constructive) as a result of a past event; 2) it is more likely than not that
a payment will be required to settle the obligation; and 3) the amount can be reliably estimated.
Where a payment is not probable, or the amount of the obligation cannot be measured with sufficient
certainty, a contingent liability is disclosed. Contingent liabilities are also disclosed if a possible
obligation arises from past events, but its existence will be confirmed only by the occurrence or
non-occurrence of uncertain future events.
Provisions
Insurance
provisions
£m
Restructuring
and closure
provisions
£m
Decommissioning
£m
Litigation
and other
provisions
£m
Contingent
liability
recognised in
a business
combination
£m
Total
£m
At 1 April 2024 7 1 6 14
Provided in the year 3 31 34
Released in the year (2) (2) (4)
Utilised in the year (4) (1) (1) (6)
Subsidiaries acquired 20 16 36
Currency translation
differences
– –
At 31 March 2025 4 31 20 3 16 74
Provided in the year 1 5 2 6 14
Released in the year (1) (19) (1) (21)
Utilised in the year (1) (11)
(12)
Currency translation
differences (1) (1)
At 31 March 2026 3 6 21 8 16 54
At 31 March
2026
£m
2025
£m
Provisions are expected to be utilised as follows:
within one year
35 36
after more than one year but before five years
19 38
Total 54 74
Insurance provisions
Insurance provisions include amounts provided by the Group’s captive insurance subsidiary in respect of
the expected level of insurance claims.
The difference between the carrying value and the discounted present value was not material in either
year. The amount and timing of settlement in respect of these provisions are uncertain and dependent
on various factors that are not always within management’s control.
Restructuring and closure provisions
During the year ended 31 March 2026, the Group has utilised £11 million and recognised a further
£5 million of restructuring provisions. This principally relates to redundancy provisions linked to the
integration of the CP Kelco acquisition and efforts to realise synergy benefits from the acquisition.
During the year ended 31 March 2026, the Group has released £19 million of restructuring provisions,
which relate to the exit of operations in the Groups tapioca starch investment in Thailand, Chaodee
Modified Starch Co., Ltd. On 8 August 2025, the Group completed the sale of Chaodee for £2 million.
As a result of the sale and the release of any potential future obligations relating to Chaodee, the majority
of the provision for decommissioning costs was released. Refer to Note 35 for further details.
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
171
33. Provisions and contingent liabilities continued
Decommissioning provision
On acquisition of CP Kelco in 2025, the Group recognised an existing provision relating to
decommissioning costs for one of CP Kelco’s US plants where there is a legal obligation to return the
land leased to its original condition on termination of the lease.
Contingent liabilities
The Group is subject to claims and litigation generally arising in the ordinary course of its business.
Provision is made when liabilities are considered likely to arise and the expected quantum of the
exposure is estimable. The risk in relation to claims and litigation is monitored on an ongoing basis and
provisions amended accordingly.
In the year ended 31 March 2025, the Group recognised contingent liabilities totalling £36 million as
a result of the CP Kelco acquisition of which £16 million was recorded in provisions and £20 million
as current tax liabilities. For the year ended 31 March 2026, the contingent liabilities recorded as
provisions are unchanged other than the effects of foreign currency translation. These contingent
liabilities related principally to a withholding tax dispute which is subject to legal process and a number
of indirect tax exposures. These matters are specifically indemnified as part of the sale and purchase
agreement. The amount and timing of settlement in respect of these contingent liabilities are uncertain
and dependent on various factors that are not always within management’s control.
It is not expected that other claims and litigation existing at 31 March 2026 will have a material adverse
effect on the Group’s financial position.
34. Commitments
Total commitments for the purchase of tangible and intangible non-current assets at 31 March 2026 are
£25 million (2025 £36 million).
The Group has various lease contracts that have not yet commenced at 31 March 2026. The future lease
payments for these non-cancellable lease contracts are £4 million within one year, £15 million within one
to five years, and £35 million thereafter. In the prior year, the Group had various lease contracts that had
not yet commenced at 31 March 2025. The future lease payments for these non-cancellable lease
contracts were £nil within one year, £1 million within five years, and £nil thereafter.
Commitments in respect of retirement benefit obligations are detailed in Note 31.
35. Acquisitions and disposals
Business combinations
A business combination is a transaction or other event in which the Group obtains control over a
business. Business combinations are accounted for using the acquisition method, the key elements of
which are detailed below.
Identifiable assets and liabilities of the acquired business are generally measured at their fair value at
the acquisition date. Retirement benefit obligations and deferred tax assets and liabilities are
measured in accordance with the Group’s accounting policies.
Consideration transferred represents the sum of the fair values at the acquisition date of the assets
given, liabilities incurred or assumed and equity instruments issued by the Group in exchange for
control over the acquired business. Acquisition-related costs are charged to the consolidated income
statement in the period in which they are incurred (see Note 4 for acquisition-related costs excluded
from alternative performance measures).
Any non-controlling interest in the acquired business is measured either at fair value or at the non-
controlling interest’s proportionate share of the identifiable assets and liabilities of the business.
Goodwill arising in a business combination represents the excess of the sum of the consideration
transferred, the amount of any non-controlling interest in the acquired business and, where a business
combination is achieved in stages, the fair value at the acquisition date of the Group’s previously held
equity interest, over the net total of the identifiable assets and liabilities of the acquired business at the
acquisition date. Any remeasurement gain or loss on the previously held equity interest is recognised
in the consolidated income statement. Any shortfall, or negative goodwill, is recognised immediately
as a gain in the consolidated income statement.
Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control are
accounted for within equity. Any gain or loss upon loss of control is recognised in the consolidated
income statement.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
171171
Financial statements
Notes to the Consolidated Financial Statements continued
172
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
35. Acquisitions and disposals continued
In the 2026 financial year:
Disposal of Chaodee Modified Starch Co., Ltd
On 8 August 2025, the Group completed the sale of Chaodee Modified Starch Co., Ltd (‘Chaodee’) for
£2 million. On disposal, the cash and cash equivalents held were £nil. In the 2025 financial year, the
Group decided to exit and wind down this activity, triggering the impairment of its non-current assets
and some of its working capital and the recognition of a £21 million restructuring provision for
decommissioning costs. As a result, the carrying value of the Group’s interest in Chaodee at 31 March
2025 was a liability of £23 million (including the decommissioning provision). Following the sale and
the release of any potential future obligations relating to Chaodee, the majority of the provision for
decommissioning costs was released. Further details of the disposal are shown below:
Year ended
31 March
2026
£m
Cash consideration 2
Net liability derecognised on disposal of subsidiary 1
Recycling of accumulated foreign exchange loss from other comprehensive
income to the income statement
(1)
Release of unutilised restructuring provision 19
Non-controlling interest derecognised on disposal of subsidiary (1)
Surplus on disposal compared to previously written down value 20
In the 2025 financial year:
Acquisition of CP Kelco
On 15 November 2024 the Group completed the acquisition of 100% of the equity of (i) CP Kelco U.S.;
(ii) CP Kelco China; and (iii) CP Kelco ApS together with each of their respective subsidiaries (together
‘CP Kelco’), a leading provider of pectin, speciality gums and other nature-based ingredients, from
J.M. Huber Corporation (‘Huber’). Following the finalisation of the completion accounts and working
capital adjustment, the final consideration in respect of the acquisition is £1,446 million, a decrease of
£2 million from the provisional consideration disclosed in the year ended 31 March 2025. Transaction
costs of £56 million were expensed in the prior year (refer to Note 8 for further details).
The final fair value for identifiable net assets is £1,187 million, a decrease of £24 million from the
provisionally determined fair value of identifiable net assets acquired disclosed at 31 March 2025.
This has resulted in a final goodwill balance at the date of acquisition of £259 million (an increase of
£22 million compared to the provisional goodwill disclosed at 31 March 2025). This is not deductible for
tax purposes. The acquisition established the Group as a leader in mouthfeel, a critical driver of customer
solutions, and strengthened our expertise across our three core platforms of Sweetening, Mouthfeel and
Fortification. The resulting combined product portfolio, technical expertise and complementary category
offering significantly enhances our solutions capabilities and increases the opportunity to benefit from
growing global consumer demand for healthier, tastier and more sustainable food and drink. It also
expands our offering in the large and fast-growing speciality food and beverage ingredients market and
unlocks further growth opportunities in its core and adjacent markets. Finally, it accelerates R&D and
innovation through the combination of world-class scientific, technical and applications expertise,
driving the development of new plant-based ingredients and solutions. Accordingly, goodwill represents
the premium paid to secure ownership and control of a business which accelerates the delivery of our
strategy by enhancing our customer proposition.
Details of the acquisition are provided in the tables below:
Goodwill
£m
Shares issued, at fair value 556
Cash consideration as disclosed at 31 March 2025 872
Completion accounts amendment (2)
Contingent consideration 20
Total consideration 1 446
Less: fair value of net assets acquired (1 187)
Goodwill 259
At 31 March
2026 2025
Cash flows £m £m
Cash consideration
(872)
Less: net cash acquired
65
Completion accounts amendment 2
Acquisition of business, net of cash acquired 2 (807)
Book
value on Fair value Total fair
acquisition adjustment value
Fair value of net assets acquired £m £m £m
Intangible assets (customer relationships, technology/know-how)
7
225
232
Property, plant and equipment
632
264
896
Deferred tax assets
5
5
Inventories
224
35
259
Trade and other receivables
185
185
Cash and cash equivalents
65
65
Borrowings including lease liabilities
(31)
(31)
Retirement benefit obligations
(26)
(26)
Deferred tax liabilities
(49)
(138)
(187)
Trade and other payables
(175)
(175)
Provisions
(36)
(36)
Net assets on acquisition
801
386
1 187
Tate & Lyle PLC Annual Report 2026
172
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
172
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
35. Acquisitions and disposals continued
In the 2026 financial year:
Disposal of Chaodee Modified Starch Co., Ltd
On 8 August 2025, the Group completed the sale of Chaodee Modified Starch Co., Ltd (‘Chaodee’) for
£2 million. On disposal, the cash and cash equivalents held were £nil. In the 2025 financial year, the
Group decided to exit and wind down this activity, triggering the impairment of its non-current assets
and some of its working capital and the recognition of a £21 million restructuring provision for
decommissioning costs. As a result, the carrying value of the Group’s interest in Chaodee at 31 March
2025 was a liability of £23 million (including the decommissioning provision). Following the sale and
the release of any potential future obligations relating to Chaodee, the majority of the provision for
decommissioning costs was released. Further details of the disposal are shown below:
Year ended
31 March
2026
£m
Cash consideration
2
Net liability derecognised on disposal of subsidiary
1
Recycling of accumulated foreign exchange loss from other comprehensive
income to the income statement
(1)
Release of unutilised restructuring provision
19
Non-controlling interest derecognised on disposal of subsidiary
(1)
Surplus on disposal compared to previously written down value
20
In the 2025 financial year:
Acquisition of CP Kelco
On 15 November 2024 the Group completed the acquisition of 100% of the equity of (i) CP Kelco U.S.;
(ii) CP Kelco China; and (iii) CP Kelco ApS together with each of their respective subsidiaries (together
‘CP Kelco’), a leading provider of pectin, speciality gums and other nature-based ingredients, from
J.M. Huber Corporation (‘Huber’). Following the finalisation of the completion accounts and working
capital adjustment, the final consideration in respect of the acquisition is £1,446 million, a decrease of
£2 million from the provisional consideration disclosed in the year ended 31 March 2025. Transaction
costs of £56 million were expensed in the prior year (refer to Note 8 for further details).
The final fair value for identifiable net assets is £1,187 million, a decrease of £24 million from the
provisionally determined fair value of identifiable net assets acquired disclosed at 31 March 2025.
This has resulted in a final goodwill balance at the date of acquisition of £259 million (an increase of
£22 million compared to the provisional goodwill disclosed at 31 March 2025). This is not deductible for
tax purposes. The acquisition established the Group as a leader in mouthfeel, a critical driver of customer
solutions, and strengthened our expertise across our three core platforms of Sweetening, Mouthfeel and
Fortification. The resulting combined product portfolio, technical expertise and complementary category
offering significantly enhances our solutions capabilities and increases the opportunity to benefit from
growing global consumer demand for healthier, tastier and more sustainable food and drink. It also
expands our offering in the large and fast-growing speciality food and beverage ingredients market and
unlocks further growth opportunities in its core and adjacent markets. Finally, it accelerates R&D and
innovation through the combination of world-class scientific, technical and applications expertise,
driving the development of new plant-based ingredients and solutions. Accordingly, goodwill represents
the premium paid to secure ownership and control of a business which accelerates the delivery of our
strategy by enhancing our customer proposition.
Details of the acquisition are provided in the tables below:
Goodwill £m
Shares issued, at fair value
556
Cash consideration as disclosed at 31 March 2025
872
Completion accounts amendment
(2)
Contingent consideration
20
Total consideration
1 446
Less: fair value of net assets acquired
(1 187)
Goodwill
259
At 31 March
Cash flows
2026
£m
2025
£m
Cash consideration
(872)
Less: net cash acquired
65
Completion accounts amendment
2
Acquisition of business, net of cash acquired
2
(807)
Fair value of net assets acquired
Book
value on
acquisition
£m
Fair value
adjustment
£m
Total fair
value
£m
Intangible assets (customer relationships, technology/know-how) 7 225 232
Property, plant and equipment 632 264 896
Deferred tax assets
5 5
Inventories
224 35 259
Trade and other receivables
185 185
Cash and cash equivalents
65 65
Borrowings including lease liabilities
(31) (31)
Retirement benefit obligations
(26) (26)
Deferred tax liabilities
(49) (138) (187)
Trade and other payables
(175) (175)
Provisions
(36) (36)
Net assets on acquisition
801 386 1 187
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
173
35. Acquisitions and disposals continued
The 31 March 2025 balance sheet has been restated to reflect the impact of the adjustments to the
acquisition date fair value as follows:
The income statement has not been restated as the impact on depreciation and amortisation of fair
value adjustments was not material.
Shares issued
75 million new ordinary shares were issued as part of the consideration to acquire CP Kelco. The fair
value of these shares was based on the published share price on 15 November 2024 of £7.415 per share .
The attributable cost of the issuance of the shares was not material and has been charged directly to
equity as a reduction in share premium.
Contingent consideration
Under the terms of the acquisition, Tate & Lyle will deliver deferred consideration of up to 10 million
additional Tate & Lyle ordinary shares to Huber at approximately the second-year anniversary of the
transaction. The number of shares to be delivered is subject to performance criteria based on Tate &
Lyle’s share price. The amount to be paid is contingent on Tate & Lyle’s volume-weighted average price
for the 30 trading days immediately preceding the second anniversary of the completion date. The full
10 million shares will be issued if Tate & Lyle’s share price over this period is at least £10, and no shares
will be issued if Tate & Lyle’s share price is £8.50 or below. The Group retains the option to pay part of
this deferred consideration in cash. The Group has included £20 million as contingent consideration
related to the additional consideration, which represents its fair value at the date of acquisition.
At 31 March 2026, the contingent consideration has a fair value of £nil (2025 – £1 million liability).
Contingent consideration is classified as a financial liability, and subsequently remeasured to fair value,
with changes in fair value recognised in profit or loss (in other M&A activity-related items, see Note 8).
The contingent consideration has been disclosed as a Level 3 financial instrument (see Note 29).
Contingent liability
Contingent liabilities at fair value totalling £36 million were recognised at the acquisition date of which
£16 million was recorded in provisions and £20 million as current tax liabilities. These contingent
liabilities related principally to a withholding tax dispute which is subject to legal process and a number
of indirect tax exposures. These matters are specifically indemnified as part of the sales and purchase
agreement. At 31 March 2026, the carrying value of the contingent liabilities was reassessed with no
change recorded based on the expected probable outcome (2025 – no change). The only change
recorded reflects the effects of foreign currency translation (see Note 33).
Other matters
The gross amount of trade receivables is materially the same as the fair value of the trade receivables
and the full contractual amounts have been collected.
The acquired business contributed revenue of £224 million and an operating profit of £18 million for
the period from acquisition on 15 November 2024 until 31 March 2025 (excluding the amortisation
of acquired intangibles, depreciation of acquired tangible assets and other fair value adjustments
recognised from the acquisition). Had the business been acquired at the beginning of the 2025 financial
year, it would have contributed revenue of £612 million and an operating profit of £38 million in the year
ended 31 March 2025.
36. Related party disclosure
Identity of related parties
The Group has related party relationships with its former joint venture Primient (2025 financial year only),
the Group’s pension schemes and with key management, being its Directors and executive officers. Key
management compensation is disclosed in Note 9. There were no other related party transactions with
key management.
On 27 June 2024 the Group completed the sale of its interest in the Primient joint venture, at this point it
ceased being a related party. In the 2026 financial year there were no further material changes in related
parties or in the nature of related party transactions, and there were no material related party transactions
containing unusual commercial terms in the current or prior year.
Related party transactions with the former joint venture Primient and outstanding balances during the
period of ownership
Year ended
31 March
2025
£m
Sales of goods and services to joint ventures and other income
1
11
Purchases of goods and services from joint ventures
1
48
Receivables due from joint ventures
Payables due to joint ventures
1 Represents transactions with Primient whilst it was still a related party before its disposal.
Transactions entered into by the Company, Tate & Lyle PLC, with subsidiaries and between subsidiaries
as well as the resultant balances of receivables and payables are eliminated on consolidation and are not
required to be disclosed.
Sales of goods and services to Primient relate to the Group’s commitment under the long-term
agreements in operation following its sale to produce industrial starches for Primient under a tolling
arrangement whereby Primient retains control of the net raw material at all times. The Group earns a
manufacturing margin for this production when the service is provided. All associated income is earned
in North America. The Group considers it appropriate to exclude this amount from revenue from
contracts with customers and record the income in operating profit on the basis that this income is not
part of the Group’s normal revenue-generating activities (where revenue is recognised when control of
the goods is transferred). It only arises because of the relationship that exists in which Primient is a
supplier of the Group, and is outside the Group’s core focus on speciality food and beverage solutions.
As
provisionally Fair value
reported adjustment As restated
At 31 March 2025 £m £m £m
Goodwill and other Intangible assets
815
26
841
Property, plant and equipment
1 424
(13)
1 411
Inventories
581
(21)
560
Trade and other receivables (current)
391
(1)
390
Total assets
3 731
(9)
3 722
Deferred tax liabilities
201
(11)
190
Trade and other payables (current)
367
2
369
Total liabilities
2 143
(9)
2 134
Total equity
1 588
1 588
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
173173
Financial statements
Notes to the Consolidated Financial Statements continued
174
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
37. Events after the balance sheet date
In April 2026 the Group extended the maturity of its US$800 million revolving credit facility by a year to
2031.
On 14 May 2026, the Group announced that Ingredion Incorporated has made a conditional
proposal regarding a possible cash offer for the entire issued and to be issued ordinary share capital
of Tate & Lyle.
There are no other post balance sheet events requiring disclosure in respect of the year ended
31 March 2026.
38. Related undertakings
A full list of related undertakings, comprising subsidiaries and joint ventures, is set out below. Unless
otherwise indicated, the share class of each related undertaking comprises ordinary shares. All related
undertakings are 100% owned directly or indirectly by the Group except where percentage ownership is
indicated with (X%).
Subsidiaries
Company name
Registered address
United Kingdom
1
Astaxanthin Manufacturing Limited
5 Marble Arch, London W1H 7EJ, UK
CP Kelco UK Limited
4
5 Marble Arch, London W1H 7EJ, UK
G.C. Hahn and Company Limited
2
5 Marble Arch, London W1H 7EJ, UK
Hahntech International Limited
7
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Export Holdings Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Group Services Limited
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Holdings Americas Limited
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Holdings Limited
3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Mold UK Limited
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Industries Limited
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle International Finance PLC
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments America Limited
3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments Brazil Limited
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments Limited
2,3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle L.P.
1209
North Orange Street, Wilmington, DE 19801, US
Tate & Lyle Overseas Limited
7
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Pension Trust Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Technology Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle UK Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures II LP
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures LP (99.5%)
8
5 Marble Arch, London W1H 7EJ, UK
Argentina
Tate & Lyle Argentina SA
4
San Martín 140, 14th Floor, City of Buenos Aires, Argentina
Australia
Tate & Lyle ANZ Pty Limited
Building 2, 1425 Boundary Road, Wacol QLD 4076,
Australia
1
Company name
Registered address
Belgium
CP Kelco Belgium BV
4
Horizonlaan 36 Genk Belgium 3600
Tate & Lyle Services (Belgium) N.V.
2
Industrielaan 4 Box 10-11, 9320 Aalst, Belgium
Bermuda
Tate & Lyle Management & Finance Limited
c/o Ocorian Services (Bermuda) Limited, Victoria Place –
5
th
Floor, 31 Victoria Street Hamilton HM 10 Bermuda
Brazil
CP Kelco Brasil S.A.
3, 4
Avenida Araras, no 799 Vila Gloria, Limeira CEP 13485-130,
São Paulo, Brazil
Tate & Lyle Gemacom Tech Indústria e Comércio S.A.
4
Rua Bruno Simili No. 380, Distrito Industrial, City of Juiz de
Fora, State of Minas Gerais, 36092-050, Brazil
Tate & Lyle Solutions Brasil Limitada
4
Rua Dr. Rubens Gomes Bueno, No. 691, Torre Sigma,
10
th
floor, Bairro Várzea de Baixo, 04730-903, Brazil
British Virgin Islands
SGF (Asia) Co., Limited
9
Kingston Chambers, PO Box 173, Road Town, Tortola,
British Virgin Islands
SGF Investment Co., Limited
9
Kingston Chambers, PO Box 173, Road Town, Tortola,
British Virgin Islands
Canada
Tate & Lyle Solutions Canada Limited
Suite 300, 77 Westmorland Street, Fredericton, NB E3B
4Y9, Canada
Cayman Islands
Sweet Green Fields Group Co., Limited
PO Box 309, Ugland House, Grand Cayman, KY1-1104,
Cayman Islands
Chile
Tate & Lyle Chile Comercial Ltda
Avenida Del Parque, 5275, Oficina 205, Huechuraba,
Santiago, CP 858075 Chile
China
CP Kelco (Shandong) Biological Company Limited
4
140
Yanhe Road Wulian County, Shandong Province
Rixzhao, China
Quantum High Tech (Guangdong) Biological Co., Ltd
4
133
Gaoxin Xi Road, Hi-Tech Zone, Jiangmen City,
Guangdong, China
Sweet Green Fields Co., Limited
4
Anji Economic Development Zone, Health Medicine
Industry Garden, Huzhou, Zhejiang, China
Taixing CP Kelco Specialty Chemicals co., Ltd
4
No.1 Futai Road, Taixing Economic Development District
Taixing City, Jiangsu Province 225404 China
Tate & Lyle Investment (China) Limited
4
8
th
Floor, No. 3 Building, No. 1535 Hongmei Road,
Shanghai, 200233 China
Tate & Lyle Trading (Shanghai) Co. Ltd
4
Room 1401,
Building 11, No. 1582, Gumei Road, Xuhui
District, Shanghai, 200233, China
Tate & Lyle Food Ingredients (Nantong) Company New & Hi-Tech Industrial Development District, Rudong
Limited
4
County, Nantong City, 226400, China
Tate & Lyle PLC Annual Report 2026
174
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
174
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
37. Events after the balance sheet date
In April 2026 the Group extended the maturity of its US$800 million revolving credit facility by a year to
2031.
On 14 May 2026, the Group announced that Ingredion Incorporated has made a conditional
proposal regarding a possible cash offer for the entire issued and to be issued ordinary share capital
of Tate & Lyle.
There are no other post balance sheet events requiring disclosure in respect of the year ended
31 March 2026.
38. Related undertakings
A full list of related undertakings, comprising subsidiaries and joint ventures, is set out below. Unless
otherwise indicated, the share class of each related undertaking comprises ordinary shares. All related
undertakings are 100% owned directly or indirectly by the Group except where percentage ownership is
indicated with (X%).
Subsidiaries
Company name Registered address
United Kingdom
11
Astaxanthin Manufacturing Limited 5 Marble Arch, London W1H 7EJ, UK
CP Kelco UK Limited
4
5 Marble Arch, London W1H 7EJ, UK
G.C. Hahn and Company Limited
2
5 Marble Arch, London W1H 7EJ, UK
Hahntech International Limited
7
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Export Holdings Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Group Services Limited 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Holdings Americas Limited 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Holdings Limited
3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Mold UK Limited 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Industries Limited 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle International Finance PLC
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments America Limited
3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments Brazil Limited 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Investments Limited
2,3
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle L.P. 1209 North Orange Street, Wilmington, DE 19801, US
Tate & Lyle Overseas Limited
7
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Pension Trust Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Technology Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle UK Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures II LP 5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures Limited
2
5 Marble Arch, London W1H 7EJ, UK
Tate & Lyle Ventures LP (99.5%)
8
5 Marble Arch, London W1H 7EJ, UK
Argentina
Tate & Lyle Argentina SA
4
San Martín 140, 14th Floor, City of Buenos Aires, Argentina
Australia
Tate & Lyle ANZ Pty Limited Building 2, 1425 Boundary Road, Wacol QLD 4076,
Australia
Company name Registered address
Belgium
CP Kelco Belgium BV
4
Horizonlaan 36 Genk Belgium 3600
Tate & Lyle Services (Belgium) N.V.
2
Industrielaan 4 Box 10-11, 9320 Aalst, Belgium
Bermuda
Tate & Lyle Management & Finance Limited c/o Ocorian Services (Bermuda) Limited, Victoria Place –
5
th
Floor, 31 Victoria Street Hamilton HM 10 Bermuda
Brazil
CP Kelco Brasil S.A.
3, 4
Avenida Araras, no 799 Vila Gloria, Limeira CEP 13485-130,
São Paulo, Brazil
Tate & Lyle Gemacom Tech Indústria e Comércio S.A.
4
Rua Bruno Simili No. 380, Distrito Industrial, City of Juiz de
Fora, State of Minas Gerais, 36092-050, Brazil
Tate & Lyle Solutions Brasil Limitada
4
Rua Dr. Rubens Gomes Bueno, No. 691, Torre Sigma,
10
th
floor, Bairro Várzea de Baixo, 04730-903, Brazil
British Virgin Islands
SGF (Asia) Co., Limited
9
Kingston Chambers, PO Box 173, Road Town, Tortola,
British Virgin Islands
SGF Investment Co., Limited
9
Kingston Chambers, PO Box 173, Road Town, Tortola,
British Virgin Islands
Canada
Tate & Lyle Solutions Canada Limited Suite 300, 77 Westmorland Street, Fredericton, NB E3B
4Y9, Canada
Cayman Islands
Sweet Green Fields Group Co., Limited PO Box 309, Ugland House, Grand Cayman, KY1-1104,
Cayman Islands
Chile
Tate & Lyle Chile Comercial Ltda Avenida Del Parque, 5275, Oficina 205, Huechuraba,
Santiago, CP 858075 Chile
China
CP Kelco (Shandong) Biological Company Limited
4
140 Yanhe Road Wulian County, Shandong Province
Rixzhao, China
Quantum High Tech (Guangdong) Biological Co., Ltd
4
133 Gaoxin Xi Road, Hi-Tech Zone, Jiangmen City,
Guangdong, China
Sweet Green Fields Co., Limited
4
Anji Economic Development Zone, Health Medicine
Industry Garden, Huzhou, Zhejiang, China
Taixing CP Kelco Specialty Chemicals co., Ltd
4
No.1 Futai Road, Taixing Economic Development District
Taixing City, Jiangsu Province 225404 China
Tate & Lyle Investment (China) Limited
4
8
th
Floor, No. 3 Building, No. 1535 Hongmei Road,
Shanghai, 200233 China
Tate & Lyle Trading (Shanghai) Co. Ltd
4
Room 1401, Building 11, No. 1582, Gumei Road, Xuhui
District, Shanghai, 200233, China
Tate & Lyle Food Ingredients (Nantong) Company
Limited
4
New & Hi-Tech Industrial Development District, Rudong
County, Nantong City, 226400, China
Notes to the Consolidated Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
175
38. Related undertakings continued
Company name
Registered address
Colombia
Tate & Lyle Colombia S.A.S.
4
Calle 11 #100-121 Of 309, Cali, Colombia
Costa Rica
Tate & Lyle Costa Rica Limitada
San Jose Merced, Edificio Torre Mercedes, Piso Octavo,
Oficinas De CDO Auditores, Costa Rica
Croatia
G.C. Hahn & Co. d.o.o.
Radnička cesta 80, Zagreb, 10 000, Croatia
Denmark
CP Kelco ApS
Ved Banen 16, Lille Skensved Denmark 4623
CP Kelco Japan ApS
Ved Banen 16, Lille Skensved Denmark 4623
CP Kelco Services ApS
Ved Banen 16, Lille Skensved Denmark 4623
Egypt
Tate & Lyle Egypt LLC
87 Street 9, Maadi, Cairo, Egypt
France
CP Kelco France SARL
4
123 rue Jules Guesdes, 92300 Levallois-Perret, France
Tate & Lyle Ingredients France S.A.S.
123 rue Jules Guesdes, 92300 Levallois-Perret, France
Germany
CP Kelco Germany GmbH
4
Pomosin-Werk 5, 23775, Grossenbrode Germany
G.C. Hahn & Co. Stabilisierungstechnik GmbH
Roggenhorster Strasse 31, 23556, Lübeck, Germany
G.C. Hahn & Co. Cooperationsgesellschaft mbH
Roggenhorster Strasse 31, 23556, Lübeck, Germany
Tate & Lyle Germany GmbH
Roggenhorster Strasse 31, 23556, Lübeck, Germany
Gibraltar
Tate & Lyle Insurance (Gibraltar) Limited
Suite 913, Europort, Gibraltar
Greece
Tate & Lyle Greece A.E.
1 Demokratias Square,Thessaloniki, 54629, Greece
Hong Kong
Quantum High Tech (HK) Biological Co., Ltd
31F Tower Two, Times Square, 1 Matheson Street
Causeway Bay, Hong Kong
Sweet Green Fields International Co., Limited
2701,
27th Floor, Central Plaza, 18 Harbour Road, Wanchai,
Hong Kong
Italy
Tate & Lyle Italia S.P.A.
Via Verdi, 1-CAP 20002 Ossona, Milano, Italy
India
CP Kelco India Private Limited
4
Vihar Road, Andheri (East) Mumbai Maharashtra 400072
Marwah Centre, 3
rd
Floor Krishanlal Marwah Marg Off Sake
India
Indonesia
PT Tate and Lyle Indonesia
Jagat Office Building, Lantai 2 Unit B, Jl. Tomang Raya No.
28-30, Jakarta
Barat, 11430,
Indonesia
Ivory Coast
Tate & Lyle Ivory Coast
4
Espace Sete, 2ème Etage Boulevard Latrille, Carrefour
Macaci, Abidjan 06, Cocody II Plateaux ENA, 06 BP 1808,
Côte d’Ivoire
Japan
Tate & Lyle Japan KK
Kashikei Building 7F, 2-19-3 Shinbashi, Minato-ku, Tokyo,
Japan
Company name
Registered address
Lithuania
UAB G.C. Hahn & Co.
5
Vito Gerulaičio str. 10-101, LT-08200, Vilnius, Lithuania
Mexico
Tate & Lyle México, S. de R.L. de C.V.
4
Piso 2, Av. Universidad 749, Col del Valle Sur, Ciudad de
México, 03100,
México
Mexama, S.A. de C.V.
4
(65%)
Calle lago de tequesquitengo, No 111 Col. Cuahutemoc
C.P. 62430,
Morelos, México
Talo Services de Mexico, S.C.
4
Piso 2, Av. Universidad 749, Col del Valle Sur, Ciudad de
México, 03100,
México
Morocco
T&L Casablanca S.A.R.L.
22, Rue du Parc, Casa Théâtre Centre, Anfa, Casablanca,
Morocco
Netherlands
Nederlandse Glucose Industrie B.V.
3
Lagendijk 5, Koog aan de Zaan, 1541KA, The Netherlands
Tate & Lyle Netherlands B.V.
Lagendijk 5, Koog aan de Zaan, 1541KA, The Netherlands
Poland
Tate & Lyle Global Shared Services Sp.z o.o.
Ul. Piotrkowska 157A Łódź 90-440 Poland
Singapore
CP Kelco Singapore Pte. Ltd.
Harbourfront Avenue #14-07 Keppel Bay Tower 098632
Singapore
Tate & Lyle Asia Pacific Pte. Ltd.
3 Biopolis Drive, #05-11-16 Synapse, 138623 Singapore
Slovakia
Tate & Lyle Boleráz s.r.o.
Priemyselná ulica 114/2, Boleráz, 919 08, Slovakia
Tate & Lyle Slovakia s.r.o.
Priemyselná ulica 114/2, Boleráz, 919 08, Slovakia
South Africa
Tate and Lyle South Africa Proprietary Limited
1 Gravel Drive, Kya Sand Business Park, Kya Sand, 2163,
South Africa
Spain
G.C. Hahn Estabilizantes y Tecnologia para Alimentos Calle Suero de Quiñones 34-36, 1P., Madrid, Spain
S.L.
Ebromyl S.L.
Calle Suero de Quiñones 34-36, 1P., Madrid, Spain
Sweden
Tate & Lyle Sweden AB
c/o Advokatfirman Delphi KB, Master Samuelsgatan 17,
Box 1432,
Stockholm, 11184, Sweden
Tanzania
Zanea Seaweed Company Limited
4
Saateni Street, P.O. Box 3471, Malindi, Zanzibar, Tanzania
Thailand
Chaodee Modified Starch Co., Ltd (95.3491%)
10
No. 345, Moo 14, Hin Dat Subdistrict, Dan Khun Thot
District, Nakhon Ratchasima Province, Thailand
Tate & Lyle Trading (Thailand) Limited
No. 2 Quant Building, 6th Floor, Soi Sukhumvit 25
(Dangprasert), Sukhumvit Road, Klongtoey Nua Sub-
district, Wattana District, Bangkok, 10110, Thailand
Türkiye
Tate and Lyle Turkey G da Hizmetleri Anonim Şirketi
Gün Apartman No: 26, Büyükdere Caddesi, Fulya
Mahallesi, 1 ŞİŞLİ, İstanbul, Türkiye
Ukraine
PII G.C. Hahn & Co. Kyiv
4
15 Zahorodnia Street, Kyiv, 03150, Ukraine
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
17517 5
Financial statements
Notes to the Consolidated Financial Statements continued
176
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
38. Related undertakings continued
Company name
Registered address
United Arab Emirates
Tate & Lyle DMCC
Unit JLT-PH2-RET-X5, Detached Retail X5, Jumeirah
Lakes Towers, Dubai, United Arab Emirates
USA
CP Kelco US., Inc
4
1209
North Orange Street, Wilmington, DE 19801, USA
Kelco Company
4
1209
North Orange Street, Wilmington, DE 19801, USA
Staley Holdings LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Staley International Inc.
208
So Lasalle Street, Suite 814 Chicago ,IL 60604-1101,
USA
Sweet Green Fields USA LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Americas LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Citric Acid LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Domestic International Sales II Corporation
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Finance LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Malic Acid LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle PP Americas LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Solutions USA LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Sucralose LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Sugar Holdings, Inc.
1209
North Orange Street, Wilmington, DE 19801, USA
TLHUS, Inc.
1209
North Orange Street, Wilmington, DE 19801, USA
TLI Holding LLC
1209
North Orange Street, Wilmington, DE 19801, USA
Former joint venture
Company name
Registered address
US
Primary Products Investments LLC (49.7%)
6
1209
North Orange Street, Wilmington, DE 19801, US
1 Registered in England and Wales, except Tate & Lyle L.P. which is registered in Delaware, US.
2 Direct subsidiaries of Tate & Lyle PLC.
3 Entity also issues preference shares that are wholly attributable to Tate & Lyle PLC.
4 Non-coterminous year end (31 December).
5 Dissolved on 14 February 2025.
6 The Group’s share of Primary Products Investments LLC (Primient) was disposed of on 27 June 2024.
7 Applied for voluntary strike-off on 1 April 2026.
8 Dissolved on 6 May 2025.
9 Placed into liquidation on 26 April 2026.
10 Sold on 8 August 2025.
The results, assets and liabilities and cash flows of those entities whose financial years are not
coterminous with that of the Group are consolidated or equity accounted in the Group’s financial
statements on the basis of management accounts for the year ended 31 March.
Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control would be
accounted for within equity. Any gain or loss upon loss of control would be recognised in the
consolidated income statement.
39. Subsidiaries exempt from audit
The following UK subsidiaries will take advantage of the audit exemption set out within section 479A of
the Companies Act 2006 supported by guarantees issued by Tate & Lyle PLC over their liabilities for the
year ended 31 March 2026.
Subsidiaries
Company name
Registered number
Tate & Lyle Export Holdings Limited
10021479
Tate & Lyle Group Services Limited
00343970
Tate & Lyle Holdings Americas Limited
06390829
Tate & Lyle Holdings Limited
00471470
Tate & Lyle Industries Limited
00699090
Tate & Lyle Investments America Limited
10384878
Tate & Lyle Investments Brazil Limited
05399545
Tate & Lyle Technology Limited
05994725
Tate & Lyle UK Limited
09092139
Tate & Lyle Ventures Limited
03403518
Tate & Lyle Ventures II LP
LP015334
Tate & Lyle PLC Annual Report 2026
176
Financial statements
Financial statements
Notes to the Consolidated Financial Statements continued
176
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
38. Related undertakings continued
Company name Registered address
United Arab Emirates
Tate & Lyle DMCC Unit JLT-PH2-RET-X5, Detached Retail X5, Jumeirah
Lakes Towers, Dubai, United Arab Emirates
USA
CP Kelco US., Inc
4
1209 North Orange Street, Wilmington, DE 19801, USA
Kelco Company
4
1209 North Orange Street, Wilmington, DE 19801, USA
Staley Holdings LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Staley International Inc. 208 So Lasalle Street, Suite 814 Chicago ,IL 60604-1101,
USA
Sweet Green Fields USA LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Americas LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Citric Acid LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Domestic International Sales II Corporation 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Finance LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Malic Acid LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle PP Americas LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Solutions USA LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Sucralose LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Tate & Lyle Sugar Holdings, Inc. 1209 North Orange Street, Wilmington, DE 19801, USA
TLHUS, Inc. 1209 North Orange Street, Wilmington, DE 19801, USA
TLI Holding LLC 1209 North Orange Street, Wilmington, DE 19801, USA
Former joint venture
Company name Registered address
US
Primary Products Investments LLC (49.7%)
6
1209 North Orange Street, Wilmington, DE 19801, US
1 Registered in England and Wales, except Tate & Lyle L.P. which is registered in Delaware, US.
2 Direct subsidiaries of Tate & Lyle PLC.
3 Entity also issues preference shares that are wholly attributable to Tate & Lyle PLC.
4 Non-coterminous year end (31 December).
5 Dissolved on 14 February 2025.
6 The Group’s share of Primary Products Investments LLC (Primient) was disposed of on 27 June 2024.
7 Applied for voluntary strike-off on 1 April 2026.
8 Dissolved on 6 May 2025.
9 Placed into liquidation on 26 April 2026.
10 Sold on 8 August 2025.
The results, assets and liabilities and cash flows of those entities whose financial years are not
coterminous with that of the Group are consolidated or equity accounted in the Group’s financial
statements on the basis of management accounts for the year ended 31 March.
Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control would be
accounted for within equity. Any gain or loss upon loss of control would be recognised in the
consolidated income statement.
39. Subsidiaries exempt from audit
The following UK subsidiaries will take advantage of the audit exemption set out within section 479A of
the Companies Act 2006 supported by guarantees issued by Tate & Lyle PLC over their liabilities for the
year ended 31 March 2026.
Subsidiaries
Company name Registered number
Tate & Lyle Export Holdings Limited 10021479
Tate & Lyle Group Services Limited 00343970
Tate & Lyle Holdings Americas Limited 06390829
Tate & Lyle Holdings Limited 00471470
Tate & Lyle Industries Limited 00699090
Tate & Lyle Investments America Limited 10384878
Tate & Lyle Investments Brazil Limited 05399545
Tate & Lyle Technology Limited 05994725
Tate & Lyle UK Limited 09092139
Tate & Lyle Ventures Limited 03403518
Tate & Lyle Ventures II LP LP015334
177
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Parent Company Balance Sheet
Notes
At 31 March
2026
£m
At 31 March
2025
£m
ASSETS
Fixed assets
Tangible fixed assets (including right-of-use assets of £6 million
(2025 £8 million)) 2
9 11
Intangible assets 2
3 2
Investments in subsidiary undertakings 2
1 688 1 679
Total
1 700 1 692
Current assets
Debtors 4 1 157 1 172
1 157 1 172
Creditors – amounts falling due within one year 5 (737) (874)
Borrowings (including lease liabilities of £1 million (2025 – £2 million)) 6
(1) (2)
Provisions for liabilities 7
(1)
Net current assets
418 296
Total assets less current liabilities
2 118 1 988
Creditors – amounts falling due after more than one year 5 (1)
Borrowings (including lease liabilities of £6 million (2025 – £7 million)) 6
(6) (7)
Net assets
2 112 1 980
Capital and reserves
Called up share capital 9
139 139
Share premium account
942 942
Capital redemption reserves
8 8
Retained earnings
1 023 891
Total shareholders’ funds
2 112 1 980
The Company recognised profit for the year of £212 million (2025 – £302 million).
The notes on pages 179 to 182 form part of these financial statements. The Parent Company’s financial
statements on pages 177 to 182 were approved by the Board of Directors on 20 May 2026 and signed
on its behalf by:
Nick Hampton Sarah Kuijlaars
Director Director
Tate & Lyle PLC
Registered number: 76535
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
177177
Financial statements
178
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Parent Company Statement of Changes in Equity
Called up
share
capital
£m
Share
premium
account
£m
Capital
redemption
reserves
£m
Retained
earnings
£m
Total
equity
£m
At 31 March 2024 117 408 8 883 1 416
Profit for the year 302 302
Other comprehensive expense (1) (1)
Total comprehensive income 301 301
Issue of share capital 22 534 556
Purchase of own shares including net settlement (225) (225)
Share-based payments 12 12
Dividends paid (80) (80)
At 31 March 2025 139 942 8 891 1 980
Profit for the year 212 212
Other comprehensive income/(expense)
Total comprehensive income
212 212
Purchase of own shares including net settlement (1) (1)
Share-based payments
9 9
Dividends paid
(88) (88)
At 31 March 2026
139 942 8 1 023 2 112
At 31 March 2026, the Company had realised profits available for distribution in excess of £850 million
(2025 – £700 million).
Tate & Lyle PLC Annual Report 2026
178
Financial statements
Financial statements
178
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Parent Company Statement of Changes in Equity
Called up
share
capital
£m
Share
premium
account
£m
Capital
redemption
reserves
£m
Retained
earnings
£m
Total
equity
£m
At 31 March 2024 117 408 8 883 1 416
Profit for the year 302 302
Other comprehensive expense (1) (1)
Total comprehensive income 301 301
Issue of share capital 22 534 556
Purchase of own shares including net settlement (225) (225)
Share-based payments 12 12
Dividends paid (80) (80)
At 31 March 2025 139 942 8 891 1 980
Profit for the year 212 212
Other comprehensive income/(expense)
Total comprehensive income 212 212
Purchase of own shares including net settlement (1) (1)
Share-based payments 9 9
Dividends paid (88) (88)
At 31 March 2026 139 942 8 1 023 2 112
At 31 March 2026, the Company had realised profits available for distribution in excess of £850 million
(2025 – £700 million).
Financial statements
179
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
Notes to the Parent Company Financial Statements
1. Principal accounting policies
Basis of preparation
Tate & Lyle PLC (the Company) is a public limited company incorporated in the United Kingdom and
registered in England. The Company’s ordinary shares are listed on the London Stock Exchange.
The Company’s financial statements are prepared under the historical cost convention in accordance
with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and the Companies Act
2006 as at 31 March 2026, with comparative figures as at 31 March 2025.
For the reasons set out on pages 128 to 129, the Company’s financial statements are prepared on a going
concern basis.
As permitted by Section 408 of the Companies Act 2006, the Company’s profit and loss account is not
presented in these financial statements. Profit and loss account disclosures are presented in Note 11.
The results of the Company are included in the preceding Group consolidated financial statements.
The following disclosure exemptions from the requirements of UK-Adopted International Accounting
Standards have been applied in the preparation of these financial statements, in accordance with
FRS 101:
the requirements of IAS 7 Statement of Cash Flows;
the requirements of paragraph 17 and 18(a) of IAS 24 Related Party Disclosures;
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into
between two or more members of a group, provided that any subsidiary which is a party to the
transaction is wholly owned by such a member;
the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative
information in respect of paragraph 79(a)(iv) of IAS 1, paragraph 73(e) of IAS 16 Property, Plant and
Equipment and 118(e) of IAS 38 Intangible assets;
the requirements of IFRS 7 Financial Instruments: Disclosures;
the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting
Estimates and Errors;
the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-Based Payments;
the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;
the requirements of paragraphs 10(d) (statement of cash flows), 10(f) (statement of financial position
as at the beginning of the preceding period when an entity applies an accounting policy
retrospectively), 38(A to D) (comparative information), 111 (statement of cash flows) and 134 to 136
(capital management) of IAS 1 Presentation of Financial Statements;
the requirements of paragraphs 52 and 58 of IFRS 16 Leases; and
the requirements of paragraph 16 of IAS 1.
The Company intends to maintain these disclosure exemptions in future years.
Accounting policies
Investments in subsidiary undertakings
Subsidiaries are all entities over which the Company has control. The Company controls an entity when it
is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity.
Investments in subsidiary undertakings represent interests that are directly owned by the Company and
are initially recognised at cost and carried net of any impairment for any permanent diminution in value.
Investments are tested for impairment whenever events or changes in circumstances indicate that the
carrying amounts of those investments may not be recoverable. The investment is impaired to the extent
that its carrying amount exceeds its recoverable amount. Significant estimation is required in
determining the recoverable amount of the investment which is determined by an internally generated
value in use model (see Note 19 of the Consolidated Group Financial Statements for details of the key
assumptions used).
Tangible fixed assets
Land and buildings mainly comprise of administrative facilities. Plant and machinery mainly comprise of
office equipment. Fixed assets are stated at historical cost less accumulated depreciation and
impairment and are reviewed for impairment when any changes in circumstances indicate that their
carrying amounts may not be recoverable.
Intangible assets
Intangible assets comprise computer software and are amortised on a straight-line basis over the
periods of their expected benefit to the Company. Capitalised costs in respect of core global IS/IT
systems included within computer software are being amortised over a period of five to seven years and
are reviewed for impairment when any changes in circumstances indicate that their carrying amounts
may not be recoverable.
Retirement benefits
The Company participates in a defined benefit pension scheme in which certain of its subsidiaries also
participate. The Company, which is not the principal employer, cannot identify its share of the underlying
assets and liabilities of the scheme. Accordingly, as permitted by IAS 19 Employee Benefits, the
Company accounts for the scheme as a defined contribution scheme and charges its contributions to
the scheme to the profit and loss account in the periods in which they fall due.
Share-based payments
As described in Note 32 to the consolidated financial statements, the Company operates share-based
incentive plans under which it grants awards over its ordinary shares to its own employees and to those
of its subsidiary undertakings. All of the awards granted under the existing plans are classified as
equity-settled awards.
Estimating fair value for share-based transactions requires determination of the most appropriate
valuation model which depends on the terms and conditions of each individual grant. This estimation
also requires determination of the most appropriate inputs to the valuation model and represents a key
source of estimation uncertainty.
For awards granted to its own employees, the Company recognises an expense that is based on the
fair value of the awards measured at the grant date using the Monte Carlo simulation model. For awards
granted to employees of its subsidiary undertakings, the Company recognises a capital contribution to
the subsidiary and a corresponding credit to equity calculated on the same basis as the expense that it
recognises for awards to its own employees.
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
179179
Financial statements
Notes to the Parent Company Financial Statements continued
180
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
1. Principal accounting policies continued
Guarantees
From time to time, the Company provides guarantees to third parties in respect of the indebtedness of
its subsidiary undertakings and joint ventures. The Company accounts for the guarantees under IAS 32,
IFRS 7 and IFRS 9 whereby liabilities relating to guarantees issued by the Company on behalf of its
subsidiaries are initially recognised at fair value and subsequently measured at the higher of:
the expected credit loss (ECL) measured using the general approach; and
the amount initially recorded less, when appropriate, accumulated amortisation.
The Company treats such guarantees issued as capital contributions to its subsidiaries unless payments
are to be received, in which case a separate receivable is recognised.
Own shares
Own shares represent the Company’s ordinary shares that are held by the Company in treasury or by a
sponsored Employee Benefit Trust that are used to satisfy awards made under the Company’s share-
based incentive plans. When own shares are acquired, the cost of purchase in the market is deducted
from the profit and loss account reserve. Gains or losses on the subsequent transfer or sale of own
shares are also recognised in the profit and loss account reserve.
Dividends
Dividends on the Company’s ordinary shares are recognised when they have been appropriately
authorised and are no longer at the Company’s discretion. Accordingly, interim dividends are recognised
when they are paid and final dividends are recognised when they are declared following approval by
shareholders at the Company’s AGM. Dividends are recognised as an appropriation of shareholders’
funds. Details of dividends paid and proposed are set out in Note 10.
Dividend income received from subsidiary companies is recognised when the right to receive the
payment is established.
Debtors
Debtors are recognised initially at fair value. Subsequent to initial recognition they are measured at
amortised costs or their recoverable amount. The Company recognises an allowance for expected credit
losses based on the difference between the contractual cash flows due in accordance with the contract
and all the cash flows that the Group expects to receive, discounted at an approximation of the original
effective interest rate.
Creditors
Trade payables are predominantly short-term and are initially recognised at fair value, which is generally
the invoice amount. The effects of the time-value of money are not material.
Contingent consideration
Contingent consideration is classified as a financial liability, and subsequently remeasured to fair value,
with changes in fair value recognised in profit or loss.
2. Fixed assets
Land and
buildings
£m
Plant and
machinery
£m
Intangible
assets
£m
Investments
in
subsidiaries
£m
Cost
At 1 April 2025 20 1 7 1 845
Additions 2 586
Completion accounts amendment (1)
Disposals – (576)
At 31 March 2026
20 1 9 1 854
Accumulated depreciation/amortisation/impairment
At 1 April 2025 10 5 166
Depreciation/amortisation/impairment charge 2 1
At 31 March 2026
12 6 166
Net book value at 31 March 2025 10 1 2 1 679
Net book value at 31 March 2026 8 1 3 1 688
3. Leases
At the commencement date of the lease, the Company recognises lease liabilities measured at the
present value of future lease payments. In calculating the present value of lease payments, the Company
uses the incremental borrowing rate at the lease commencement date.
The right-of-use assets presented in the Company balance sheet comprise of tangible fixed assets
being leases of office buildings. The Company recognises right-of-use assets at the commencement
date of the lease. Right-of-use assets are measured at cost including the amount of lease liabilities
recognised and initial direct costs incurred less any incentives granted by the lessor. Right-of-use assets
are subject to impairment. Right-of-use assets are depreciated over the shorter of the lease term and the
useful life of the right-of-use assets.
Movements in right-of-use assets are included in land and buildings in Note 2 Fixed Assets.
The total cash outflow for leases in the year ended 31 March 2026 was £2 million (2025 – £2 million).
Leases of buildings usually have lease terms between 1 and 16 years.
Tate & Lyle PLC Annual Report 2026
180
Financial statements
Financial statements
Notes to the Parent Company Financial Statements continued
180
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
1. Principal accounting policies continued
Guarantees
From time to time, the Company provides guarantees to third parties in respect of the indebtedness of
its subsidiary undertakings and joint ventures. The Company accounts for the guarantees under IAS 32,
IFRS 7 and IFRS 9 whereby liabilities relating to guarantees issued by the Company on behalf of its
subsidiaries are initially recognised at fair value and subsequently measured at the higher of:
the expected credit loss (ECL) measured using the general approach; and
the amount initially recorded less, when appropriate, accumulated amortisation.
The Company treats such guarantees issued as capital contributions to its subsidiaries unless payments
are to be received, in which case a separate receivable is recognised.
Own shares
Own shares represent the Company’s ordinary shares that are held by the Company in treasury or by a
sponsored Employee Benefit Trust that are used to satisfy awards made under the Company’s share-
based incentive plans. When own shares are acquired, the cost of purchase in the market is deducted
from the profit and loss account reserve. Gains or losses on the subsequent transfer or sale of own
shares are also recognised in the profit and loss account reserve.
Dividends
Dividends on the Company’s ordinary shares are recognised when they have been appropriately
authorised and are no longer at the Company’s discretion. Accordingly, interim dividends are recognised
when they are paid and final dividends are recognised when they are declared following approval by
shareholders at the Company’s AGM. Dividends are recognised as an appropriation of shareholders’
funds. Details of dividends paid and proposed are set out in Note 10.
Dividend income received from subsidiary companies is recognised when the right to receive the
payment is established.
Debtors
Debtors are recognised initially at fair value. Subsequent to initial recognition they are measured at
amortised costs or their recoverable amount. The Company recognises an allowance for expected credit
losses based on the difference between the contractual cash flows due in accordance with the contract
and all the cash flows that the Group expects to receive, discounted at an approximation of the original
effective interest rate.
Creditors
Trade payables are predominantly short-term and are initially recognised at fair value, which is generally
the invoice amount. The effects of the time-value of money are not material.
Contingent consideration
Contingent consideration is classified as a financial liability, and subsequently remeasured to fair value,
with changes in fair value recognised in profit or loss.
2. Fixed assets
Land and
buildings
£m
Plant and
machinery
£m
Intangible
assets
£m
Investments
in
subsidiaries
£m
Cost
At 1 April 2025 20 1 7 1 845
Additions 2 586
Completion accounts amendment (1)
Disposals – (576)
At 31 March 2026 20 1 9 1 854
Accumulated depreciation/amortisation/impairment
At 1 April 2025 10 5 166
Depreciation/amortisation/impairment charge 2 1
At 31 March 2026 12 6 166
Net book value at 31 March 2025 10 1 2 1 679
Net book value at 31 March 2026 8 1 3 1 688
3. Leases
At the commencement date of the lease, the Company recognises lease liabilities measured at the
present value of future lease payments. In calculating the present value of lease payments, the Company
uses the incremental borrowing rate at the lease commencement date.
The right-of-use assets presented in the Company balance sheet comprise of tangible fixed assets
being leases of office buildings. The Company recognises right-of-use assets at the commencement
date of the lease. Right-of-use assets are measured at cost including the amount of lease liabilities
recognised and initial direct costs incurred less any incentives granted by the lessor. Right-of-use assets
are subject to impairment. Right-of-use assets are depreciated over the shorter of the lease term and the
useful life of the right-of-use assets.
Movements in right-of-use assets are included in land and buildings in Note 2 Fixed Assets.
The total cash outflow for leases in the year ended 31 March 2026 was £2 million (2025 – £2 million).
Leases of buildings usually have lease terms between 1 and 16 years.
Notes to the Parent Company Financial Statements continued
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
181
4. Debtors
At 31 March
2026
£m
2025
£m
Due within one year
Current tax 40 46
Amounts owed by subsidiary undertakings
1
1 106 1 115
Other debtors
1, 2
11 11
Total
1 157 1 172
1 The effective interest rate applicable to amounts owed by subsidiary undertakings at 31 March 2026 is 4.8% (2025 – 4.4%). Amounts
owed by subsidiary undertakings are receivable on demand. There is no security for non-trading amounts. The Company has assessed
the effect of expected credit loss on amounts owed by subsidiary undertakings and other debtors and has concluded that £nil provision
is necessary (2025 – £nil).
2 Includes £nil million (2025 – £nil million) in relation to financial guarantee contracts.
5. Creditors
At 31 March
2026
£m
2025
£m
Due within one year
Amounts owed to subsidiary undertakings
1
711 848
Other creditors
2
16 14
Accruals and deferred income
10 12
Due after one year
Other creditors
3
1
Total
737 875
1 The effective interest rate applicable to amounts owed to subsidiary undertakings at 31 March 2026 was 5.7% (2025 – 6.6%). Amounts
owed to subsidiary undertakings are repayable on demand. There is no security for non-trading amounts.
2 Includes £9 million (2025– £5 million) related to financial guarantee contracts.
3 Includes £nil million related to contingent consideration on acquisition of CP Kelco US (2025 – £1 million). Refer to Note 35 in the
consolidated financial statements for further information.
6. Borrowings
At 31 March 2026, borrowings of £7 million (2025 – £9 million) relate to lease liabilities. £1 million
(2025 – £2 million) of the total relates to current lease liabilities. Lease liabilities are measured at the
present value of the future lease payments, discounted using lessee’s incremental borrowing rate at the
lease commencement date.
7. Provision for liabilities
At 31 March
2026
£m
2025
£m
Due within one year
Other provisions 1
Total
1
8. Guarantees and financial commitments
At 31 March 2026, the Company has recognised financial guarantee contracts with a carrying value of
£9 million (2025 – £5 million).
These guarantees have been given in respect of committed financing of certain of its subsidiaries
totalling £1,841 million (2025 – £1,857 million), against which amounts drawn totalled £1,220 million
(2025 – £1,221 million). These guarantees relate principally to the guarantee provided on behalf of
Tate & Lyle International Finance PLC, the Group’s treasury company in respect of the £605 million
(US$800 million) US Private Placement Notes (2025 – £758 million, US$980 million), £238 million
€275 million US Private Placement Notes (2025 – £229 million, €275 million), £238 million of
€275 million term facility agreement (2025 – £230 million, €275 million) and £136 million
(US$180 million) term facility agreement (2025 £nil, US$nil). Further details are in Note 26 of the
Group’s consolidated financial statements.
The Company has also given guarantees in respect of lease commitments of certain of its subsidiaries
totalling £29 million (2025 – £34 million). In addition, the Company provides other guarantees in the
normal course of business totalling £64 million (2025 – £52 million).
The total amounts drawn against the guarantees of £1,313 million (2025 – £1,306 million) represent the
maximum exposure to credit risk relating to these guarantees (i.e. they represent the maximum amount
the Company would need to pay if the financial guarantees were to be called upon). The Company has
assessed the probability of material loss under these guarantees as remote.
Commitments in respect of retirement benefit obligations are detailed in Note 12.
The Company will guarantee the debts and liabilities of certain of its UK subsidiaries at 31 March 2026 in
accordance with section 479C of the Companies Act 2006. The Company has assessed the probability
of loss under these arrangements as remote.
At 31 March 2026, the Company had outstanding capital commitments of £nil (2025 – £nil).
Useful informationFinancial statementsStrategic report Governance
Tate & Lyle PLC Annual Report 2026
181181
Financial statements
Notes to the Parent Company Financial Statements continued
182
TTaattee && LLyyllee PPLLCC AAnnnnuuaall RReeppoorrtt 22002266
9. Share capital and share premium
Allotted, called up and fully paid equity share capital
Year ended 31 March 2026 Year ended 31 March 2025
Number of
shares
Cost
£m
Number of
shares
Cost
£m
At 1 April 476 724 221 139
401 694 461 117
Allotted under share option schemes 17 133
29 760
Issued in business combination
75 000 000 22
At 31 March
476 741 354 139
476 724 221 139
Refer to Note 23 in the consolidated financial statements for details of movement in share premium and
shares held in the Employee Benefit Trust.
10. Dividends on ordinary shares
Dividends on ordinary shares in respect of the financial year:
Year ended 31 March
2026
Pence
2025
Pence
Per ordinary share:
interim dividend paid
6.6 6.4
final dividend proposed 13.2
13.4
Total dividend
19.8
19.8
The Directors propose a final dividend for the financial year of 13.2p per ordinary share that, subject to
approval by shareholders, will be paid on 31 July 2026 to shareholders who are on the Register of
Members on 19 June 2026.
Dividends on ordinary shares paid in the financial year:
Year ended 31 March
2026
£m
2025
£m
Final dividend paid relating to the prior financial year 59 51
Interim dividend paid relating to the financial year 29 29
Total dividend paid
88 80
Based on the number of ordinary shares outstanding at 31 March 2026 and the proposed dividend per
share, the final dividend for the financial year is expected to amount to £58 million.
11. Profit and loss account disclosures
The Company recognised a profit for the year of £212 million (2025 – £302 million).
Fees payable to the Company’s external auditor, Ernst & Young LLP, for the audit of the Company’s
financial statements amounted to £0.1 million (2025 – £0.1 million). Refer to Note 7 of the consolidated
financial statements.
The Company employed an average of 152 people (including Directors) during the year (2025 – 155).
Staff costs are shown below:
Year ended 31 March
2026
£m
2025
£m
Wages and salaries 27 24
Social security costs 3 4
Other pension costs
4 3
Share-based incentives
3 6
Total
37 37
Directors’ emoluments disclosures are provided in the Directors’ Remuneration Report on pages 95 to 111
and in Note 9 of the consolidated financial statements.
No deferred tax assets have been recognised in respect of deductible temporary differences and losses
of £367 million (2025 – £358 million) as there is uncertainty as to whether taxable profits against which
these assets may be recovered will be available. The majority of these assets are in relation to tax losses.
12. Retirement benefit obligations
Plan information
The Company participates in a defined benefit plan together with another subsidiary company,
Tate & Lyle Industries Ltd. In the year ended 31 March 2026, the Company has completed the ‘buy-out’
of this pension scheme. As a result of the buy-out, the insurance company has assumed full liability for
the scheme. This process incurred a £5 million charge, which included legal fees and a settlement loss,
as the remaining pension assets were utilised to cover principally the residual risk premium. Refer to
Note 31 of the consolidated financial statements for further details.
The Company also operates a defined contribution pension plan. Contributions payable by the Company
to the plan during the year amounted to £3 million (2025 – £3 million).
The Company has provided a full liability guarantee in respect of the pension obligations of Tate & Lyle
Industries Ltd, the other participating employer.
Funding commitments of the plan
As a result of the buy-out of the main UK scheme the Company has no further funding commitments
linked to that scheme.
13. Events after the balance sheet date
On 14 May 2026, the Group announced that Ingredion Incorporated has made a conditional
proposal regarding a possible cash offer for the entire issued and to be issued ordinary share capital
of Tate & Lyle.
There are no other post-balance sheet events requiring disclosure in respect of the year ended
31 March 2026.
Tate & Lyle PLC Annual Report 2026
182
Financial statements
Governance Financial statementsStrategic report Useful information
Other useful
information
184 Group five-year summary
186 Additional information
187 Information for investors
188 Glossary
189 Definitions/explanatory notes
183183
Tate & Lyle PLC Annual Report 2026
183
Year ended 31 March
2022
£m
2023
£m
2024
£m
2025*
£m
2026
£m
Results summary
Continuing operations
Revenue 1 375 1 751 1 647 1 736 2 006
Americas 265 258
Europe, Middle East and Africa 85 101
Asia Pacific 31 56
Food & Beverage Solutions 211 273 281
Sucralose 53 58 52
Primary Products Europe (20) (9) (5)
Adjusted EBITDA 244 322 328 381 415
Adjusted operating profit 174 251 258 288 287
Amortisation of acquired intangible assets
and other fair value adjustments (10) (25) (25) (49) (63)
M&A activity-related items (4) (2) (2) (37) 1
Exceptional costs (93) (28) (24) (96) (45)
Operating profit 67 196 207 106 180
Net finance expense (25) (20) (6) (18) (49)
Share of loss of joint ventures (24)
Profit before tax 42 152 201 88 131
Income tax expense (16) (25) (41) (43) (33)
Profit for the year from continuing
operations 26 127 160 45 98
Profit for the year from discontinued
operations 210 63 28 95
Profit for the year from total operations 236 190 188 140 98
(Loss)/gain for the year attributable to non-
controlling interests (3) 1
Profit for the year attributable to owners of
the Company 236 190 188 143 97
Adjusted profit before tax 149 255 252 270 238
* 2025 financial year restated to reflect change in operating segments. Refer to Note 5.
At 31 March
2022
£m
2023
£m
2024
£m
2025*
£m
2026
£m
Employment of capital
Goodwill and intangible assets 278 452 406 841 794
Property, plant and equipment 431 488 528 1 411 1 398
Other assets 46 42 28 28 31
Working capital (including provisions and
non-debt derivatives) 258 417 382 560 604
Net pension deficit (107) (100) (82) (100) (101)
Net assets held for sale (excluding cash
included in net debt) 1 394
Net operating assets 2 300 1 299 1 262 2 740 2 726
Investment in joint ventures 199 165
Net debt (626) (238) (153) (961) (939)
Net tax liability (54) (70) (35) (191) (189)
Total net assets 1 620 1 190 1 239 1 588 1 598
Capital employed
Called up share capital 117 117 117 139 139
Reserves 1 502 1 072 1 121 1 451 1 459
1 619 1 189 1 238 1 590 1 598
Non-controlling interests 1 1 1 (2)
Total equity 1 620 1 190 1 239 1 588 1 598
* Year ended 31 March 2025 restated for the impact of finalising the acquisition date fair value for the CP Kelco acquisition. Refer to
Note 1 and Note 35.
Group Five-Year Summary
Tate & Lyle PLC Annual Report 2026
184
Useful information
Group five-year summary continued
Per share information 2022 2023 2024 2025 2026
Earnings per share continuing operations:
– basic (pence) 5.5p 31.3p 40.5p 11.8p 22.0p
– diluted (pence) 5.5p 30.8p 39.8p 11.6p 21.7p
Earnings per share total operations:
– reported (pence) 50.7p 47.0p 47.3p 35.0p 22.0p
Diluted earnings per share total operations:
– reported (pence) 50.2p 46.2p 46.5p 34.5p 21.7p
– adjusted diluted (pence) 56.8p 49.2p 55.5p 53.0p 40.4p
Dividends per ordinary share (pence) 21.8p 18.5p 19.1p 19.8p 19.8p
Closing share price at 31 March (pence) 732.2p 784.6p 617.5p 517.5p 362.0p
Closing market capitalisation at 31 March
(£ million) 3 431 3 151 2 480 2 467 1 726
Business ratios
Net debt to EBITDA (times) 0.7x 0.7x 0.5x 2.2x 2.3x
Net debt divided by pre-exceptional EBITDA
Gearing 39% 20% 12% 61% 59%
Net debt as a percentage of total net assets
1
Adjusted EBITDA margin 17.8% 18.4% 19.9% 21.9% 20.7%
Adjusted EBITDA as a percentage of
revenue
Adjusted operating margin 10.1% 14.2% 15.7% 16.6% 14.3%
Adjusted operating profit as a percentage
of revenue
1
Return on capital employed 16.9% 17.6% 17.4% 12.8% 8.0%
Profit before interest, tax and exceptional
items as a percentage of invested
operating capital
Dividend cover (times)
Basic earnings per share divided by
dividends per share
1
1.6x 2.6x 2.5x 1.8x 1.1x
Adjusted earnings per share divided by
dividends per share
1
1.8x 2.6x 2.9x 2.7x 2.0x
1 These metrics have been calculated using the results of both continuing and discontinued operations.
Governance Financial statements Useful informationStrategic report
Tate & Lyle PLC Annual Report 2026
185185
Currency exchange rates
The principal exchange rates used to translate the results, assets and liabilities and cash flows of the
Group’s foreign operations into pound sterling were as follows:
Year ended 31 March
2026
£1 =
2025
£1 =
Average rates
US dollar 1.34 1.28
Euro 1.16 1.19
Year-end closing rates
US dollar 1.32 1.29
Euro 1.15 1.19
Currency sensitivities
Currency-sensitivity information for the year ended 31 March 2026 is summarised below. This sets
out the sensitivity to a 5% strengthening of pound sterling impacting the Group’s revenue and
EBITDA in the year ended 31 March 2026:
Currency
Impact (£m) of
5% strengthening of GBP
(vs 2026 average rate)
4
Year ended
31 March
2026
1
Year ended
31 March
2025
2
Change (%)
3
Revenue EBITDA
USD 1.34 1.28 5.1% (50) (18)
EUR 1.16 1.19 (2.7%) (21) (3)
CNY 9.52 9.21 3.4% (5)
DKK 8.63 8.87 (2.6%) (12) (3)
Other
5
(7) 1
1 Based on average daily spot rates from 1 Apr 2025 to 31 March 2026.
2 Based on average daily spot rates from 1 Apr 2024 to 31 March 2025.
3 Change versus average spot rates for the previous year.
4 Based on best prevailing assumptions around currency profiles.
5 Other currencies include AUD, JPY, MXN, PLN, ZAR, BRL, AED, THB.
Additional information
Calculation of changes in constant currency
Where changes in constant currency are presented in this statement, they are calculated by
retranslating current year results at prior year exchange rates. The following table provides a
reconciliation between the 2026 performance at actual exchange rates and at constant currency
exchange rates. Pro forma financial information is presented as if CP Kelco were acquired on
1 April 2024. The methodology for calculating the pro forma numbers is consistent with that
described in Additional Information in the Group’s results statement for the year ended 31 March
2025 published on 22 May 2025. Absolute numbers presented in the tables are rounded for
presentational purposes, whereas the growth percentages are calculated on unrounded numbers.
Adjusted performance
Continuing operations
2026
£m
FX
£m
2026
at constant
currency
£m
Underlying
growth
£m
2025
(Pro forma)
£m
Change
%
Change in
constant
currency
%
Americas 995 49 1 044 (30) 1 074 (7)% (3)%
Europe, Middle East and Africa 636 (12) 624 (35) 659 (3)% (5)%
Asia Pacific 375 14 389 (2) 391 (4)% (1)%
Revenue 2 006 51 2 057 (67) 2 124 (6)% (3)%
Americas 258 16 274 (12) 286 (10)% (4)%
Europe, Middle East and Africa 101 (1) 100 (7) 107 (5)% (6)%
Asia Pacific 56 1 57 4 53 6% 9%
Adjusted EBITDA 415 16 431 (15) 446 (7)% (3)%
Adjusted operating profit 287 12 299 (10) 309 (7)% (3)%
Net finance expense (49) (1) (50) (4) (46) (7)% (10)%
Adjusted profit before tax 238 11 249 (14) 263 (10)% (5)%
Tate & Lyle PLC Annual Report 2026
186
Useful information
Information for investors
Shareholder enquiries
Ordinary shares
Equiniti Limited
Information about how to manage your shareholdings can be found at www.shareview.co.uk.
The website also provides answers to commonly asked shareholder questions and has links to
downloadable forms, guidance notes and Company history fact sheets. You can also send your
enquiry via secure email from the Shareview website.
Telephone enquiries
+44 (0)371 384 2030
1
1 Lines open 8.30am to 5.30pm (UK time), Monday to Friday(excluding public holidays in England and Wales).
Written enquiries
Equiniti Limited, Highdown House, Yeoman Way, Worthing, West Sussex, BN99 6DA, UK.
American Depositary Shares (ADS)
Citibank Shareholder Services
The Company’s shares trade in the US on the over-the-counter (OTC) market in the form of ADSs
and these are evidenced by American Depositary Receipts (ADRs). The shares are traded under
the ticker symbol TATYY.
Telephone and email enquiries
Tel: 1-877-CITI-ADR (toll free)
Tel: 1-781-575-4555 (outside US)
Fax: 1-201-324-3284
Email: Citibank@shareholders-online.com
Written enquiries
Citibank Shareholder Services
P.O. Box 43077
Providence
Rhode Island 02940-3077
USA
Tate & Lyle website and share price information
Tate & Lyle’s website provides other information relevant to shareholders of the Company.
The share price is available on the website with a 15-minute delay.
Financial calendar
2026 Annual General Meeting 22 July 2026
Announcement of half-year results for the six months to 30 September 2026 5 November 2026
Announcement of full-year results for the year ending 31 March 2027 27 May 2027
1
2027 Annual General Meeting 28 July 2027
1
Dividends paid on ordinary shares during the year ended 31 March 2026
Date Dividend description Dividend per share
1 August 2025 Final 2025 13.4p
5 January 2026 Interim 2026 6.6p
Dividend calendar for dividends on shares
2026 final 2027 interim 2027 final
Announced 21 May 2026 5 November 2026
1
27 May 2027
1
Payment date 31 July 2026
2
4 January 2027
1
6 August 2027
1
1 Provisional date.
2 Subject to approval of shareholders.
Electronic communications
Shareholder documents are only sent in paper format to shareholders who have elected to receive
documents in this way. This approach enables the Company to reduce printing and distribution
costs and the impact of the documents on the environment.
Shareholders who wish to receive email notifications should register online at www.shareview.co.uk,
using their shareholder reference number that is on either their share certificate or other
correspondence.
Dividend payments
Dividend Reinvestment Plan
The Company operates a Dividend Reinvestment Plan (DRIP) which enables shareholders to use
their cash dividend to buy additional shares in Tate & Lyle PLC. Further information can be obtained
from Equiniti.
Direct into your bank account
We encourage shareholders to have their dividends paid directly into their bank or building society
account; dividend confirmations are then mailed to shareholders separately. This method avoids
the risk of dividend cheques being delayed or lost in the post. If you live outside the UK, Equiniti also
offers an overseas payment service whereby your dividend is converted into your local currency.
Further information on mandating your dividend payments and the overseas payment service can
be obtained from Equiniti.
Beware of share fraud
Shareholders should be very wary of any unsolicited calls or correspondence offering to buy or sell
shares at a discounted price. These calls are typically from fraudsters operating ‘boiler rooms’.
Boiler rooms use increasingly sophisticated means to approach investors and often leave their
victims out of pocket. If you are concerned that you may have been targeted by fraudsters please
contact the Financial Conduct Authority (FCA) Consumer Helpline on 0800 111 6768.
Governance Financial statements Useful informationStrategic report
Tate & Lyle PLC Annual Report 2026
187187
A
Adjusted EBITDA
Earnings before interest, tax, depreciation,
amortisation (excluding amortisation of acquired
intangibles) and exceptional items.
Adjusted profit before tax
Profit before tax (as defined separately), adjusted for
amortisation of acquired intangible assets and net
exceptional items.
C
Carbon dioxide equivalent (CO
2
e)
One metric tonne of carbon dioxide or an amount of
any other greenhouse gas with an equivalent global
warming potential, calculated consistently with
international carbon reporting practices.
‘Clean label’
A term used in the food and beverage industry
generally to refer to shorter or simpler ingredient lists
or less processed ingredients that appeal more to
some consumers than those containing complex
ingredients. Interpretations may vary.
CLARIA®
A line of clean-label starches with neutral taste and
colour comparable to normal modified starches that
is versatile across a broad range of applications and
sophisticated processes.
Constant currency
Where changes in constant currency are presented,
they are calculated by retranslating current year
results at prior year exchange rates. Reconciliation
between the 2026 performance at actual exchange
rates and at constant currency exchange rates
has been included in the additional information on
page 186.
Co-products
Corn gluten feed, corn gluten meal and corn oil.
Continuing operations
Continuing operations comprise: Americas, Europe,
Middle East and Africa, and Asia Pacific.
D
Discontinued operations
Discontinued operations is the Primient business.
DOLCIA PRIMA® Allulose
Low-calorie sugar that offers a superior, new taste
experience.
E
EHSQS
Environment, Health, Safety, Quality and Security.
E&I
Energy and Industrial (as a source for greenhouse gas
emissions).
F
Free cash flow
Free cash flow represents cash generated from
continuing operations after net interest and tax paid,
after capital expenditure and excluding the impact of
exceptional items.
FLAG
Forest, Land and Agriculture (as a source for
greenhouse gas emissions).
G
Greenhouse gas (GHG)
Any of the following: carbon dioxide (CO
2
), methane
(CH
4
), nitrous oxide (N
2
O), hydrofluorocarbons (HFCs),
perfluorocarbons (PFCs), sulphur hexafluoride (SF
6
).
H
Huber
J.M. Huber Corporation
N
Net zero
For Tate & Lyle, this means achieving net zero by 2050
by reducing our Scope 1, 2 and 3 GHG emissions to as
close to zero as possible and neutralising residual
emissions through limited external carbon
offset purchases.
New Products
New Products are products for a period of years after
their launch. The period ranges from five years to 15
years depending on the degree to which the product
is new to the market.
To reflect the differentiated profiles of ingredients
launched from the innovation pipeline we have
adapted the period from launch for which
we consider ingredients to be New Products as
follows:
Breakthrough – ‘new to the world’ products or
processes that create a new market entrant. New
Product lifecycle 15 years.
Next generation – breakthrough process
technology to make an existing product or a new
addition to our portfolio but not to market. New
Product lifecycle seven years.
Line extensions – new product that extends already
existing functionality or range. New Product
lifecycle five years.
Launches from our innovation pipeline will be
considered New Products for the years of their
lifecycle from the year of first launch.
O
Operating profit (also referred to as profit before
interest and tax (PBIT))
Revenue less net operating expenses.
P
Primient
Primary Products Investments LLC
Profit before tax (PBT)
Sales, less net operating expense, less net finance
expense and including the Group’s share of profit
after tax of joint ventures.
PROMITOR® Soluble Fibre
A prebiotic soluble fibre.
PUREFRUIT™ Monk Fruit Extract
A versatile calorie-free sweetener that blends well
with other sweeteners.
S
SPLENDA® Sucralose
A zero-calorie sweetener, the manufacturing process
for which starts with sugar.
T
TASTEV
A zero-calorie sweetener made from stevia.
Total operations
Total operations comprises our continuing operations
and discontinued operations.
Glossary
Tate & Lyle PLC Annual Report 2026
188
Useful information
Non-reliance statement
This Annual Report has been prepared solely to
provide additional information to shareholders to
assess the Group’s strategy and the potential of that
strategy to succeed, and should not be relied upon by
any other party or for any other purpose.
Cautionary statement
This Annual Report contains certain forward-looking
statements with respect to the financial condition,
results, operations and businesses of Tate & Lyle PLC.
These statements and forecasts involve risk and
uncertainty because they relate to events and depend
upon circumstances that may occur in the future.
There are a number of factors that could cause actual
results or developments to differ materially from those
expressed or implied by these forward-looking
statements and forecasts.
Tate & Lyle PLC
Tate & Lyle PLC is a public limited company listed on
the London Stock Exchange and is registered in
England and Wales.
More information about Tate & Lyle can be found on
the Company’s website, www.tateandlyle.com
Definitions
In this Annual Report:
‘Company’ means Tate & Lyle PLC
References to ‘Tate & Lyle’, ‘Group’, ‘we’, ‘us’ or ‘our’
means Tate & Lyle PLC and its subsidiaries
Primient’ means the business comprised of
Tate & Lyle’s former Primary Products business in
the Americas, and Tate & Lyle’s former interests in
Almex and Bio-PDO
‘Almex’ means Almidones Mexicanos S.A. de C.V.
‘Covation’ means Primient Covation LLC, formerly
known as Covation Biomaterials LLC and prior to
that, DuPont Tate & Lyle Bio Products Company
LLC (‘Bio-PDO’)
during the year’ means during the financial year
ended 31 March 2025
SPLENDA®
SPLENDA® is a trademark of Heartland Consumer
Products LLC.
Environmental statement
This Annual Report has been printed on Max Ultra
White Matt, which is made of Forest Stewardship
Council® (FSC®) certified and other controlled
materials.
The paper is Carbon Balanced with World Land Trust,
an international conservation charity, which offsets
carbon emissions through the purchase and
preservation of high conservation value land. Through
protecting standing forests, under threat of clearance,
carbon is locked in that would otherwise be released.
These protected forests are then able to continue
absorbing carbon from the atmosphere, referred to as
REDD (Reduced Emissions from Deforestation and
forest Degradation).
This is now recognised as one of the most cost-
effective and swiftest ways to arrest the rise in
atmospheric CO
2
and global warming effects.
Additional to the carbon benefits is the flora and
fauna this land preserves, including a number of
species identified at risk of extinction on the IUCN
Red List of Threatened Species.
Printed sustainably in the UK by Pureprint, a Carbon
Neutral company with FSC® Chain of custody and an
ISO 14001-certified environmental management
system recycling 100% of all dry waste.
If you have finished with this Annual Report and no
longer wish to retain it, please pass it on to other
interested readers or dispose of it in your recycled
paper waste.
Definitions/explanatory notes
Designed and produced by Registered office
Tate & Lyle PLC
5 Marble Arch
London W1H 7EJ
Tel: +44 (0)20 7257 2100
Fax: +44 (0)20 7257 2200
Company number: 76535
www.tateandlyle.com