Building long-term value
based on trust
Annual Report and Accounts 2025
Who we are
What we do
We help our customers to source, transform and manage
theirtechnology infrastructure to deliver digital transformation,
enablingpeople and their business.
Our purpose
Helping our customers change the world
Our customers are some of the world’s greatest organisations
in both the corporate and public sectors. They make world-
changing decisions and investments and, while we do not
change the world ourselves, we enable success for our
customers so that they can realise the transformative benefits
of IT for their organisations, people, and the world. We work
hard to get to know our customers, understand their needs
and put them at the heart of everything we do.
Building long-term value based on trust
To view all of our results and presentations
go to: investors.computacenter.com/
results-centre
Strategic Report
2 Our highlights in 2025
4 Our financial KPIs
5 Business resilience
6 Our integrated portfolio
8 Computacenter at a glance:
five key differentiators
11 Chair’s statement
12 Business model:
our purpose-driven approach
13 Our strategy
14 Our Group operating model
15 Our market
18 Our strategic KPIs
20 Chief Executive Officer’s review
30 Chief Financial Officer’s review
37 Stakeholder engagement
43 Principal risks and uncertainties
51 Sustainability
61 Task Force on Climate-Related
Financial Disclosures
72 Ethics and compliance
74 Other non-financial disclosures
75 Other compliance statements
Governance
78 Chair’s governance overview
80 Governance at a glance
81 Compliance with the Code
83 Board activity and decision-making
86 Division of responsibilities
89 Board of Directors
92 Group Executive Management Team
94 Measuring Board effectiveness
95 Our purpose, strategy, values
and culture
98 Nomination Committee report
101 Audit & Risk Committee report
109 ESG Committee report
111 Directors’ Remuneration report
135 Directors’ report
140 Directors’ Responsibilities
Financial Statements
142 Independent Auditor’s report to the
members of Computacenter plc
153 Consolidated Income Statement
153 Consolidated Statement of
Comprehensive Income
154 Consolidated Balance Sheet
155 Consolidated Statement of Changes
in Equity
157 Consolidated Cash Flow Statement
158 Notes to the Consolidated Financial
Statements
211 Company Balance Sheet
212 Company Statement of Changes
in Equity
213 Notes to the Company Financial
Statements
218 Group five-year financial review
219 Corporate information
219 Financial calendar
220 Principal offices
221 Alternative performance measures
223 Terminology
224 Disclaimer: forward-looking
statements
Governance Financial Statements
1Computacenter plc Annual Report and Accounts 2025
Strategic Report
Contents
Our highlights in 2025
Financial highlights
Revenue (£m)
9,193.9
+32.0%
Gross invoiced income
1
(£m)
12,988.3
+31.0%
21
22
23
24
25
5,034.5
6,470.5
6,922.8
6,964.8
9,193.9
21
22
23
24
25
6,923.5
9,052.2
10,081.4
9,916.5
12,988.3
Net funds (£m)
426.2
+20.8%
Adjusted
1
net funds (£m)
606.0
+25.7%
21
22
23
24
25
95.3
117.2
343.6
352.7
426.2
21
22
23
24
25
241.4
244.3
459.0
482.2
606.0
Dividend per share (p)
74.6
+5.5%
21
22
23
24
25
66.3
67.9
70.0
70.7
74.6
Return on capital employed (%)
87.8
+14.6pts
21
22
23
24
25
52.2
42.9
55.4
73.2
87.8
Profit before tax (£m)
238.5
-2.5%
Adjusted
1
profit before tax (£m)
272.0
+7.1%
1.6%
Adjusted¹ profit
before tax
Four-year annual
compound
growth rate
21
22
23
24
25
248.0
249.0
272.1
244.6
238.5
21
22
23
24
25
255.6
263.7
278.0
254.0
272.0
Diluted EPS (p)
145.5
-4.8%
Adjusted
1
diluted EPS (p)
175.1
+9.5%
1.4%
Adjusted¹ diluted
earnings per share
Four-year annual
compound
growth rate
21
22
23
24
25
160.9
159.1
173.2
152.9
145.5
21
22
23
24
25
165.6
169.7
174.8
159.9
175.1
1. For details of our Alternative Performance Measures, including links to reconciliations, and other terms used in this Annual Report and Accounts, please refer to page 221.
Computacenter plc Annual Report and Accounts 20252
Strategic Report Governance Financial Statements
Our highlights in 2025
Operational highlights
Technology Sourcing
Revenue (£m)
7,503.1
+40.9
Gross invoiced income (£m)
11,297.5
+36.5%
21
22
23
24
25
3,583.6
4,899.9
5,286.3
5,326.4
7,503.1
21
22
23
24
25
5,472.6
7,481.6
8,444.9
8,278.1
11,297.5
Professional Services
Revenue (£m)
847.2
+8.9%
21
22
23
24
25
585.7
664.8
711.2
778.3
847.2
Managed Services
Revenue (£m)
843.6
-1.9%
21
22
23
24
25
865.2
905.8
925.3
860.1
843.6
Group
A strong 2025 performance with total revenue
increasing by a third, with growth in both Technology
Sourcing and Professional Services. Gross profit up
10.5%, adjusted operating profit up 11.3% and
adjusted EPS up 9.5%.
Germany
A robust performance, supported by our market-
leading position and a strong second half, as public
sector activity picked up towards year-end.
Customers
Excellent progress in expanding the number of
customers generating over £1m of gross profit per
annum, with a net 27 added since 31 December
2024, bringing the total to 215 major customers
(2024: 188).
Investments
Increased Group-wide investment to support future
growth, resilience, and competitiveness.
North America
Another record performance with operating profit
nearly doubling year on year, driven by strong
growth with enterprise and hyperscale customers.
North America now accounts for 39% of Group
adjusted operating profit before central costs, up
from 24% in 2024.
UK
Returned to profit growth, with a strong increase in
the number of major customers.
Balance sheet
Maintained a strong balance sheet position with
adjusted net funds of £606.0m, demonstrating the
highly cash-generative nature of our business.
Sustainability
Continued growth in circular services, with over 1m
devices recovered.
Computacenter plc Annual Report and Accounts 2025 3
Strategic Report Governance Financial Statements
Our highlights in 2025 continued
Our financial KPIs
Adjusted diluted EPS (p)
175.1
+9.5%
21
22
23
24
25
165.6
169.7
174.8
159.9
175.1
Gross profit (£m)
1,144.1
+10.5%
21
22
23
24
25
867.8
947.1
1,044.0
1,035.0
1,144.1
Adjusted net funds (£m)
606.0
+25.7%
21
22
23
24
25
241.4
244.3
459.0
482.2
606.0
Revenue (£m)
9,193.9
+32.0%
Gross invoiced income (£m)
12,988.3
+31.0%
21
22
23
24
25
5,034.5
6,470.5
6,922.8
6,964.8
9,193.9
21
22
23
24
25
6,923.5
9,052.2
10,081.4
9,916.5
12,988.3
Gross invoiced income and revenue measure our growth with existing
and new customers. Revenue refers to revenue recognised in accordance
with International Financial Reporting Standards, including IFRS 15 and
IFRS 16. Gross invoiced income is based on the value of invoices raised
to customers, net of the impact of credit notes and excluding VAT and
other sales taxes. Gross invoiced income includes all items recognised
on an ‘agency’ basis within revenue, on a gross income billed to
customers basis, as adjusted for deferred and accrued revenue.
2025
The strong growth was driven primarily by the outstanding performance
of Technology Sourcing in North America. Gross invoiced income
increased by 31.0% on a reported basis and by 32.0% in constant currency.
Revenue increased by 32.0% on a reported basis and by 33.2% in
constant currency. Technology Sourcing revenue increased by 42.7%
and Services revenue increased by 2.9%, both in constant currency.
Adjusted net funds or adjusted
net debt includes cash and cash
equivalents, other short- or
long-term borrowings and current
asset investments. This measure
excludes all lease liabilities.
2025
Adjusted net funds increased
by £123.8m to £606.0m at
31 December 2025. This
performance reflects excellent
cash generation during the year,
supported by a strong working
capital performance, as well as
early customer payments.
Computacenter has a track record
of positive adjusted net funds and
of distributing surplus capital to
shareholders and reducing the
number of shares in issue.
Gross profit measures the
conversion of revenue into
absolute profit, after deducting
the cost of goods sold.
2025
Gross profit increased by 10.5%
on a reported basis and by 11.0%
in constant currency, reflecting
the strong increase in revenue
outweighing a decline in gross
margin due to changes in
customer and product mix.
Adjusted diluted EPS measures
our net profit generation after
administrative costs, Group-wide
investment, net finance
income and tax, on a fully diluted
per-share basis.
2025
Adjusted diluted EPS increased
by 9.5%. This result reflects an
increase in adjusted profit before
tax, an increase in the effective
tax rate, and a reduction in the
average number of shares due to
the share buyback programme.
Read more about our strategic KPIs
See page 18
Computacenter plc Annual Report and Accounts 20254
Strategic Report Governance Financial Statements
Our financial KPIs
Business resilience
Read more on our performance in 2025
See page 20
Growing with market evolution to software
Our position as trusted partners with our major customers
makes us the natural choice as they evolve their IT
infrastructure to leverage more software-based solutions.
Technology Sourcing
Gross invoiced income by product type
1. Hardware: 64.2%
2. Software: 23.4%
3. Resold Services: 12.4%
3
2
1
Customer focus and longevity
Our focus is to build long-term relationships with our customers
in our target market of the largest corporate and public sector
organisations. We earn incredible long-term customer loyalty,
which underpins our growth and development, while investing
in building value to win new customers.
Our customer longevity
Based on customers with greater than £1m of gross profit in 2025
1. Over 10 years: 24.7%
2. 5–10 years: 18.6%
3. Under 5 years: 51.6%
4. Acquisitions within
past 5 years: 5.1%
3
2
1
4
Diversified across sectors
Our focus on the largest organisations in each of our markets
gives us a diversified and high-quality corporate and public
sector customer base, making the Group more resilient.
Total gross invoiced income by customer sector
Based on customers with greater than £1m of gross profit in 2025
1. Industrial, retail and consumer: 13%
2. Public sector, education and
healthcare: 25%
3. Financial services, banking,
insurance and professional
services: 12%
4. Telecoms, media and
technology: 50%
3
2
1
4
Diversified across markets
We have a strong presence across the largest IT markets
in Europe and North America.
Gross profit by geography
1. United Kingdom: 23.1%
2. Germany: 34.0%
3. Western Europe: 9.0%
4. North America: 31.2%
5. International: 2.7%
3
2
1
4
5
Diversified across technology areas
We have strength in multiple key technology areas.
Technology Sourcing
Gross invoiced income by technology area
1. Workplace: 32.3%
2. Cloud & applications
and data center: 29.0%
3. Networking & security: 38.7%
3
2
1
Computacenter plc Annual Report and Accounts 2025 5
Strategic Report Governance Financial Statements
Business resilience
Our integrated portfolio
Procurement and logistical services
Configuration, lifecycle and circular services
IT strategy, advisory and application services
Remote user support and digital operations
Integration, deployment and expert services
Maintenance, field and managed lifecycle services
CIO
Users
Business
Source
Transform
Manage
CIO
Users
Business
Source
Transform
Manage
CIO
Users
Business
Source
Transform
Manage
CIO
Users
Business
Source
Transform
Manage
We help our customers to source, transform and manage their
technology infrastructure to deliver digital transformation, enabling
people and their business.
Computacenter’s integrated offering provides three complementary
entry points for our customers, delivering increased value and helping
us to achieve sustained long-term growth. The three parts of our
portfolio are: Technology Sourcing (source), Professional Services
(transform) and Managed Services (manage). We want to build
strength and depth across all three parts of the portfolio.
We gain new customers through Technology Sourcing, Professional
Services and Managed Services individually. However, we have
longercustomer relationships when we work across all three parts
of the portfolio.
Technology Sourcing
Professional Services
Managed Services
Computacenter plc Annual Report and Accounts 20256
Strategic Report Governance Financial Statements
Our integrated portfolio
We help our customers to determine their technology needs
and, supported by our technology vendors, we provide the
commercial structures, configuration and supply chain
services to meet these needs reliably.
Technology Sourcing is our traditional core and we continue
to see it as both fundamental to our customers and a
significant growth driver. We earn revenue from large
contracts, with thinner margins and lower visibility than for
Services, but with fantastic customer loyalty, which we earn
through reliability, agility and scale.
We provide our customers with huge flexibility, adapting
our processes to fit their quotation, order management,
shipment, receipt and documentation requirements, which
are often very specific. This flexibility comes from our
significant long-term investment in our people, systems and
Integration Centers. Our Technology Sourcing services range
from pre-configuration of all types of technology to end-of-
use management. Our customers value our ability to support
them across the entire hardware and software lifecycle, and
toact as a partner who can deliver at scale and,
increasingly,globally.
Source:
Technology Sourcing
Transform:
Professional Services
Manage:
Managed Services
We provide structured solutions and expert resources to help
our customers select, deploy and integrate technology, so
they can achieve their business goals. Our revenue depends
on our forward order book, which contains a multitude of
short-, medium- and long-term projects.
As the technology landscape has become more complex,
our 1,600 consultants play an increasingly important role
in advising our customers. Our Professional Services and
Technology Sourcing businesses have always been linked and
we see this increasing, as our customers need our help to
make wise choices in the complex technology landscape and
to then deploy and integrate these technologies.
Our Professional Services revenue also reflects some of our
5,000 engineers and 750 project managers, who are charged
as part of customer integration and deployment projects.
These engagements range from workplace rollouts to
complex network and data center solution integrations. Our
Professional Services business continues to be a major source
of Services growth, as customers look to us for help to deploy
new digital technology.
We maintain, support and manage IT infrastructure and
operations for our customers, to improve quality and flexibility
while reducing costs. Despite competitive pricing in the market,
our revenue under contract has high visibility and is long term
and stable. We see this recurring income as a strategic means
of balancing our business, as well as being essential to our
source, transform and manage customer offerings.
Customers ask us to reduce their costs by managing some
of their support operations, as well as taking end-to-end
responsibility for sourcing, deploying, transforming and then
providing the ongoing managed support of digital projects.
We have continued to improve the predictability of our
Managed Services, to the benefit of our customers and our
own business. As our customers’ businesses evolve and face
new challenges, we will continue to adapt our offerings to
remain relevant and competitive. We see significant
opportunities to add value to our customers. Our Service
Centers are the core of our Managed Services capability
and we continue to invest in improving and updating the
technology underpinning them.
Procurement and logistical services
Configuration, lifecycle and circular services
IT strategy, advisory and application services Remote user support and digital operations
Integration, deployment and expert services Maintenance, field and managed lifecycle services
CIO
Users
Business
Source
Transform
Manage
CIO
Users
Business
Source
Transform
Manage
CIO
Users
Business
Source
Transform
Manage
Computacenter plc Annual Report and Accounts 2025 7
Strategic Report Governance Financial Statements
Our integrated portfolio continued
JUL 2025-JUL 2026
INDIA
OCT 2024-OCT 2025
UK
Gold
Computacenter at a glance:
Five key differentiators
1
Our business is about technology. But first of all, it is about people.
Computacenter helps customers harness technology to achieve
their goals, but it is our people – their skill, integrity and drive –
that make the difference. Every outcome is shaped by individuals
who take pride in doing things the right way and by a culture that
keeps customers at the heart of everything we do.
Our winning together values underpin that culture, shared by
over 20,000 people in 23 countries. It is a culture that is
supportive but exacting; one where people are trusted to use
their judgement, work together to solve problems, deliver on
their commitments and be their best.
We are proud that our 2025 Group Employee Survey recorded a
sustainable engagement score of 82%. Our people know they are
part of a shared purpose and clear about how they contribute to it.
We sustain and nurture our culture through our leadership
standards, recognition programmes, and ways of working, which
are all designed to support our ambitions and underpin our goals.
Consistency and collaboration across countries and teams gives
customers a familiar experience wherever they work with us
– one defined by responsiveness, professionalism and trust.
The results of our culture are evident in our relationships. Of the
215 major customers who each generated more than £1m, of gross
profit in 2025, nearly half have partnered with us for over five years,
and a quarter for over a decade, as illustrated on page 5 (Business
resilience). These enduring partnerships are supported by our
people who understand the customer, anticipate their needs, and
take pride in helping them succeed.
That same loyalty exists within our own business. The average
length of service is over nine-and-a-half years across the Group,
and ten years in our core markets – giving depth of experience
and shared understanding that cannot be replicated by process
or technology alone.
Our people and our culture are two of Computacenter’s defining
strengths. They give customers confidence, create stability through
change, and help make us the trusted and innovative partner we
aim to be.
Our values
We are regularly recognised for being a great place to work
These are the values on which we built this
Company and they are the values on which we
will continue to grow Computacenter.
Putting customers first
We work hard to get to know our customers, understand their
needs and put them at the heart of everything we do. This lets us
use our skills and experience to help them in the right way at the
right time.
Keeping promises
We’re straightforward, open and honest in all of our dealings.
We’re pragmatic and do our very best to keep our promises.
When that’s difficult, we help our customers find other ways to
solve their problems.
Understanding people matter
We’re committed to being diverse and inclusive. We build
supportive, rewarding relationships and celebrate success. We’re
proud of the people we work with and we treat people as we
expect them to treat us.
Considering the long term
We’re building a sustainable and efficient business for the long term.
This leads our decisions and actions and helps people trust us.
Read more about our people
See page 52
Read more about values in Governance
See page 96
Computacenter plc Annual Report and Accounts 20258
Strategic Report Governance Financial Statements
Computacenter at a glance: Five key differentiators
2
Services breadth and scale
3
Powerful partnerships
See more on our partnerships here
www.computacenter.com/partners
We have built powerful partnerships with the
world’s leading technology vendors, who can
rely on our reach and scale. We are among the
top five partners in EMEA for most of the major
technology vendors.
We are increasingly recognised for our
achievements at a global level, where we are
also among the top five partners worldwide
for many of themajor technology vendors.
The increasing pace of technological change
and the diversity of the landscape has made
our vendor independence more critical to our
customers. Weare trusted to provide impartial
and knowledgeable advice and to integrate
solutions comprising products from multiple
technology vendors.
We have the largest service capability of any
VAR in the world, with over 12,500 billable
people helping our customers.
This allows us to support our customers to
transform and manage their digital technology
at scale, in addition to our Technology
Sourcing activities.
Additionally, our Services scale provides our
business with better resilience, as well as
access to broader growth opportunities.
Our people have skills and experience across
the key technology areas. This is underpinned
by the breadth and depth of our technology
vendor partnerships, which allow us to help our
customers navigate the complexity and speed
of change in the current market.
What we do Our strategic partnerships include
WorkplaceData Center SecurityNetworking
Cloud &
applications
Procurement and logistical services
Configuration, lifecycle and circular services
IT strategy, advisory and application services
Integration, deployment and expert services
Maintenance, field and managed lifecycle services
Remote user support and digital operations
Source
Transform
Manage
Our integrated portfolio
See page 6
Computacenter plc Annual Report and Accounts 2025 9
Strategic Report Financial StatementsGovernance
Computacenter at a glance: Five key differentiators continued
Computacenter’s coverage Regional headquarters Service CentersIntegration Centers
Professional Services
Delivery Centers
Circular Services
Centers
Markham, ON, Canada
Chicago, IL, US
Indianapolis, IN, US
Chicago, IL, US
San Francisco, CA, US
Livermore, CA, US
Dallas, TX, US
Mexico City, Mexico
Atlanta, GA, US
Alpharetta, GA, US
Poznan, Poland
Cluj, Romania
Bengaluru, India
Bengaluru, India
Bengaluru, India
Kuala Lumpur, Malaysia
Kuala Lumpur, Malaysia, APAC
Brussels, Belgium
Moordrecht, Netherlands
Budapest, Hungary
Berlin, Dresden, Erfurt,
Kerpen, Germany
Kerpen, Germany
Cape Town, South Africa
Tunis, Tunisia
Gustavsburg, Germany
Hatfield, UK
Hatfield, UK, EMEA
Barcelona, Spain
Gonesse, Paris, France
Braintree, UK
Lyon, Montpellier, Paris,
Perpignan, France
Hatfield, Milton Keynes,
Nottingham, Sheffield, UK
4
Market-leading international coverage
We have what we believe to be the best
international capability of any VAR in the world.
Thisenables us to help customers to deploy
and support IT standards consistently
worldwide. We source, transform and manage
technology forour customers in over
70 countries.
We sell to customers
in eight countries
Belgium Netherlands
Canada Switzerland
France United Kingdom
Germany United States
We have nearshore and
offshore operations in
another eight countries
Hungary Poland
India Romania
Malaysia South Africa
Mexico Spain
We have support
operations in another
eight countries/territories
Australia Ireland
Brazil Japan
China Philippines
Hong Kong
(SAR)
Singapore
5
Resilient scale
infrastructure
We have invested over many years to
build resilient and market-leading scale
infrastructure, to meet the demanding
requirements of our customers. We
continue to invest for the long term.
Facilities
Our Integration Centers are among the
largest and most capable in each of our
markets, providing customers with the
capability to deploy technology at scale.
Our Service Centers across the world
provide support for our customers’ IT
infrastructure and users 24 hours a day,
seven days a week. They can operate
independently or as a group, to provide
both capability and resilience as part of
our Services business.
Systems
The systems underpinning our operations
provide flexibility for our customers. They
have to be secure to protect both us and
our customers, while supporting us to
meet service level agreements through
automation and innovation. We continue to
invest in improving our platforms to provide
improved customer service, efficiency and
innovation, including Artificial Intelligence
(AI), using technology from among the
world’s leading providers, including
Microsoft, SAP, ServiceNow and Salesforce.
Standards and certifications
Our systems and processes are certified to
high standards to underpin the consistency
of our service delivery.
ISO 20000-1
ISO 27001
ISO 14001
ISO 45001
ISO 9001
Computacenter plc Annual Report and Accounts 202510
Strategic Report Governance Financial Statements
Computacenter at a glance: Five key differentiators continued
Chair’s statement
It was a strong year for Computacenter, with Group revenue growing
by one third, adjusted earnings per share increasing by 9.5% and a
record cash balance at the end of the year. It is pleasing to return to
growth in 2025, having increased adjusted earnings per share for
19 consecutive years prior to 2024.
Technology Sourcing was again the main driver of our performance,
with Professional Services also growing well and more than
offsetting a modest decline in Managed Services revenue. North
America had an outstanding year, with the UK delivering an
improved performance and Germany’s strong second half meaning
it achieved a similar overall result to 2024. However, France was
disappointing in a challenging market, and the Board is focused
on delivering a sustained improvement in its performance.
The Group ended the year with a record number of major
customers and improved levels of customer satisfaction, reflecting
Computacenter’s long-term commitment to delivering value
forcustomers.
Securing long-term growth
At the year end, the Group had adjusted net funds of £606.0m. The
strong cash generation enables us to invest in a disciplined way to
drive further growth, enhance customer service and
generateefficiencies.
The Board continues to oversee the ongoing Group-wide organic
investments which continue at pace as we upgrade both the
systems that underpin the Group and the services and solutions we
deliver to customers, as well as our physical infrastructure. Current
projects include a new automated Integration Center in Atlanta and
high-performance cooling infrastructure in Hatfield.
The Board also continues to support the substantial growth
opportunity for Computacenter in North America and we were
pleased to approve the acquisition of AgreeYa Solutions Inc., which
we announced shortly after the year end.
AgreeYa substantially strengthens our Professional Services offering
in North America, supported by a significant delivery capability in
India. As well as adding to our growing base of target market
customers in North America, we expect to be able to leverage
AgreeYa’s specialised skills in India to benefit our European customers.
Board and governance
In my report to you last year, I noted that we had significantly
refreshed the Board by recruiting three Independent Non-Executive
Directors. The third of these recruits, Simon McNamara, joined us in
January 2025 and his deep sectoral experience is enabling him to
make a valuable contribution to our work. We also appointed Keith
Mortimer as Chief Financial Officer from 1 September 2025. We are
delighted with his early contribution and benefiting as expected
from his in-depth knowledge of Computacenter, having joined the
Group in 1999. These additions mean we have a strong, well-
balanced, experienced and diverse Board, to oversee the Group’s
continued success.
The Board has always valued the Group’s relationships with
shareholders, and we consider their views and interests in our
decisions. We were therefore pleased that shareholders approved
our new Remuneration Policy at the 2025 Annual General Meeting.
However, around one fifth of votes were not in favour. Having
consulted further with shareholders, the Board is not proposing any
changes to the policy, which we firmly believe is in shareholders’
best interests. See page 111 for further information.
The year ahead
The Group started 2026 in a strong position, with a substantial
committed product order backlog, although economic and
geopolitical conditions remain uncertain, and the industry is seeing
some hardware component shortages.
We remain focused on helping our customers manage the
increasing complexities of their IT environments and delivering
consistently great outcomes for them. At the same time we continue
to invest for long-term growth and expect to make further strategic
and financial progress in 2026.
Pauline Campbell
Non-Executive Chair
11 March 2026
Computacenter plc Annual Report and Accounts 2025 11
Strategic Report Governance Financial Statements
Chair’s statement
Our business model
Keeping our
business on
track
Managing our
principal risks and
uncertainties
See page 43
The influences
on our strategy
Our ambitions
See page 14
Market and
customer trends
See page 15
Delivering for our customers every day: our business model
Ensuring we continue to deliver for the long term: our strategy
• We put customers at the heart of everything we do
• Service Lines build capabilities that can scale to meet
customer needs efficiently and consistently
• Our Sales teams are totally focused on our customer’s needs
• Business Services’ functions maximise leverage
and efficiency, and ensure compliance
• Focus on target market customers
• Build Service Line scale and competitive advantage
• Empower our people
Shaped by our winning
together values
• Putting customers first
• Understanding people matter
• Keeping promises
• Considering the long term
See page 8
Guided by our principles
• Winning together for our people
and our planet
• The long-term future of our
Company, our people and our
planet relies on an enduring
commitment to sustainability
See page 51
Governed with integrity
• A clear governance framework
guides all decisions and provides
the structure for successful
delivery and strategic progress
See page 78
Our foundations
Measuring our progress: our key performance indicators
Our purpose: helping our customers change the world
• Strategic
Customer relationships, Services
growth, operating efficiency
See page 18
• Financial
Revenue/gross invoiced income,
gross profit, adjusted diluted EPS,
adjusted net funds
See page 4
• Sustainability
Employee engagement, Net Zero
roadmap, devices recovered
See page 51
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Our business model
Our strategy
Our purpose is helping our customers change the world
We help our customers to realise the transformative benefits of IT for their organisations, people and the world.
Focus on target market customers
We focus only on a target market of the largest 500–1,000
corporate and public sector organisations in each of our sales
countries. These target market customers require us to offer
significant flexibility to meet their specific needs, while also
being competitive in each part of our portfolio.
• We invest in sales and customer engagement teams to
build long-term relationships which earn customer loyalty.
• We work hard to get to know our customers, understand
their needs and put them at the heart of everything we do.
• Feedback from our customers helps prioritise our decisions
on investments in capability and their loyalty underpins our
growth and development.
Build Service Line scale and
competitive advantage
We want to be the logical choice for our target market
customers in the activities on which we focus. Our Service
Lines of Technology Sourcing, Professional Services and
Managed Services are focused on building and leveraging
capabilities to meet customer needs efficiently and
consistently, and to build economic advantage.
• In Technology Sourcing, we are one of the six largest
value-added resellers (VARs) by gross invoiced income
in the world and the largest headquartered outside
the United States.
• We have the largest Services business, and have built
what we believe to be the best international capability, of
any VAR. By growing our Services, we aim to build value
for our customers and technology vendors, in addition to
scale leverage.
• We compete in Services with VARs, and small service
companies through breadth and scale, as well as with
systems integrators which do not have competitive
Technology Sourcing capability.
Empower our people
We work hard to understand the needs of our customers
and empower our customer-facing people to make
responsible decisions that help us meet the needs of our
customers faster. This has always been a fundamental
strategic pillar for Computacenter.
• Empowerment is an essential part of our culture and helps
to differentiate us from our competition, ensuring that we
are focused on the needs of our target market customers
and that our investments deliver an effective return.
• We empower our customer-facing people, while ensuring
that all decisions are taken within a clear governance
framework, supported by strong customer profitability
reporting and clear remuneration plans.
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Our strategy
Our Group operating model
Sales and Customer Engagement
Working hard to get to know our customers, understand their needs
and put them at the heart of everything we do.
Service Lines
Developing and leveraging capabilities to meet customer needs efficiently and
consistently, while building economic advantage in the activities on which we focus.
Business Services
Providing a robust underpinning business framework to maximise leverage,
efficiency and compliance across all our activities, giving customers
confidence in working with us.
Our Group operating model was first introduced in 2012 and has evolved since then, with a major change in 2023
to introduce three Service Lines with clearer end-to-end responsibility for the success of each respective unit.
Europe
Technology Sourcing
Development,
strategy &
marketing
Information
services
Legal &
compliance
Human
resources
Finance &
governance
Professional Services Managed Services
North America
Our ambitions
Driving long-term value for
our stakeholders
Customers
Our customers will strongly recommend
us for the way we help them achieve
their goals.
People
People will want to join us, stay with us
and grow with us.
Shareholders
We will be an agile, innovative and
sustainable provider of technology
and services across the world –
creating, maintaining and delivering
long-term value.
Technology vendors
We will be the preferred route to market
for technology vendors, who can rely
on our reach and scale.
Communities
Through our responsible and sustainable
practices, we will contribute positively to
the communities we are part of.
Our resources
The skills and experience of our people
• Our business is about technology. But first of all, it is
about people.
• 20,000 people across 23 countries.
• 12,500 billable people.
Digital technology from our technology vendors
• Powerful partnerships with 3,000 technology vendors.
• 14,000 technical certifications held by our people.
• 77 awards from 23 technology vendors in 2025.
Resilient scale infrastructure
• Facilities: Integration and Service Centers across
the world.
• Systems: secure platforms that support scale, service,
efficiency and innovation.
• Market-leading international coverage.
Brand and reputation
• Long-term relationships with a diverse and high-quality
customer base.
• Largest service capability of any VAR in the world.
• Our winning together values.
• Winning together for our people and our planet.
Financial strength and stability
• Strong cash generation underpinned by low capital
expenditure requirements.
• Robust balance sheet with historically positive net funds.
• Track record of growth and stability as a partner.
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Our Group Operating Model
Our market
Market and customer trends
Our market
The parts of the addressable business IT market where Computacenter is active are expected to
grow at an average of over 7% per annum in 2026–2029 in our Sales countries. This provides a positive
economic backdrop for Computacenter’s growth and development.
Computacenter is focused on the largest corporate and public sector organisations in our sales
countries and this is a subset of the Computacenter addressable business market. Based on an estimate
of this subset, we believe that we have an overall market share in our target accounts of approximately
7%. In our most mature area of Technology Sourcing, we estimate that our market share in our target
accounts is approximately 3% in the United States, rising to approximately 13% in Germany.
We believe we have substantial opportunity to both grow with the market, as well as to take increased
market share in every one of our Sales countries.
Total IT market
in Computacenter
sales countries:
~£1,870bn
a
Computacenter’s
addressable business
market:
~£970bn
b
Computacenter
gross invoiced
income:
£13.0bn
Agility and speed
Organisations rely on technology to drive
the efficiency and flexibility they need to
bring new capabilities to market for their
own customers.
Computacenter impact
• Organisations are deploying standardised
infrastructure at scale globally, to allow
them to leverage hybrid and multi-cloud
platforms for application delivery.
• Our customers are demanding access
to broader sets of skills on a more
flexible basis.
• Some services buying cycles are
speeding up, with contracted outcomes
simplified to allow for more competition.
• There is increased demand from certain
customer sectors for cloud &
applications and data center services.
Our response
• Investments in our Integration and
Service Centers to allow standardised
deployment and support of technologies.
• Access to expert resources in near and
offshore Delivery Centers in Romania and
India, with flexible commercial terms to
facilitate agile contracting.
• Globally consistent best-of-breed
tooling infrastructure, including upgrades
to our Enterprise Resource Planning
(ERP) and IT Service Management tools.
~7%
b
2026–2029 Compound annual
growth rate (CAGR) current
addressable market
a. Source: Computacenter estimates based
on available market data.
b. Current addressable market represents
business spending in technologies relevant
to our business.
Trends in our market
Our investment strategy is informed
by these trends, helping us to be
resilient and responsive to the needs
of our target market customers.
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Our market
Resilience and security People experience Value and efficiency Sustainability
The challenging threat landscape is
continually evolving, while the demand for
highly available and responsive systems
grows. Regulatory pressures command
greater visibility and control.
The hybrid working environment for
employees requires different forms of
service delivery and greater innovation
to provide secure, engaging and
flexible support.
Organisations seek to maximise the return
on investment and business efficiency they
achieve from their existing IT environments
and from new investments in technology
and services.
With increased market and consumer
pressure, along with a rapidly expanding
regulatory burden, sustainability is becoming
a more common factor in strategic
decision-making for our customers.
Computacenter impact
• Customers are investing more in their
network and security infrastructure, with
a particular focus on cyber-defence
measures to protect their business
and reputation.
• Organisations demand high-
performance infrastructure, leveraging
hybrid platform designs and solutions.
• Regulatory changes introduce increased
oversight of our assurance measures, as
well as driving greater customer scrutiny
in line with their compliance needs.
Computacenter impact
• Our people have adapted to hybrid
working, evolving the way we interact
and share.
• Continued demand from our customers for
our help to enable collaboration through
systems, tools and facility upgrades.
• Increased demand for workplace
technology lifecycle solutions.
• Greater desire for flexible technology
provisioning solutions such as pre-
configuration, Tech Centers and lockers,
and consumer-like courier experiences.
Computacenter impact
• Customers are expecting value and
competitive pricing from suppliers.
• Customers are extending the lifetime
of some IT asset investments.
• Customers require highly efficient
deployment solutions.
• Continued pressure on customers
to justify their investment in IT.
Computacenter impact
• Our customers want to do business with
responsible suppliers who have similar
sustainability commitments, and who
can help them to achieve their goals
and meet regulatory obligations.
• Forthcoming regulation increases the
need for transparency throughout the
value chain, increasing the demand for
general and contract-specific reporting.
• Supply chain transparency is becoming
increasingly important.
Our response
• Ongoing investment in our own
networking and security infrastructure,
to protect ourselves and our customers.
• Delivering reliable outcomes through
our Technique Professional Services
framework.
• Embedding improved security within
our core Managed Services offerings.
• Accelerating the development of
networking and security capabilities.
Our response
• Our own infrastructure upgrades in
networking and security facilitate remote
and hybrid working for our people.
• We continue to invest in leveraging the
systems that enable an analytics,
automation and AI approach, focused
on user experience.
• Our IT Service Management upgrade
programme increases flexibility in our
support and engagement.
Our response
• Investments in our underpinning
systems infrastructure will provide
greater global standardisation and
scalability, as well as improved ability
to support software and technology
vendor ‘as a service’ offerings.
• Circular services helps customers
extend the life of assets or recover their
residual value.
• Development of skills in our Sales &
Customer Engagement and Service
Lines will enable information-driven
decision-making and business case
achievement for our customers.
Our response
• Our SBTi approved targets and clear
social strategy help to give confidence
to all our stakeholders.
• Our investment in our circular services
business will help our customers make
a real difference in carbon avoidance
and sustainable IT use.
• We are driving sustainable
procurement with our vendors, to
help create the transparency and
choice our customers need.
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Our market continued
Artificial Intelligence
Artificial Intelligence continues to
progress from experimentation
towards operational deployment,
both at departmental level and at
enterprise scale.
While the pace of adoption across our
customer base remains uneven, customer
priorities have matured, with increasing
emphasis on security, data quality and the
delivery of tangible and demonstrable value.
We view AI not as a standalone disruption
but as an accelerator of existing digital
transformation trends. Our focus is on
disciplined adoption where it strengthens
our market position, enhances customer
outcomes, and drives greater
operationalefficiency.
We continue to evolve our plans to maximise
AI’s impact across the business. This evolution
is guided by a clear framework and overseen
by our AI Strategy Board, ensuring consistent
prioritisation, responsible implementation, and
appropriate oversight of risk and compliance,
as we advance our AI ambitions.
Managed Services
Customer trend: Customers expect us to
continue to invest in AI
to make our Managed
Services more effective
Computacenter
impact:
AI is helping us to
improve the quality
and efficiency of our
user and customer
experience
Our target: We optimise key AI
capabilities that are
used to deliver our
Managed Services and
provide increased value
to our customers
Business Services
Customer trend: We already use AI solutions
to support our Business
Services and will continue
to leverage more over time
Computacenter
impact:
AI can help us to reduce
costs and improve
productivity, as well as
providing tangible
use-case models to help
build credibility with
customers
Our target: We will maximise the
adoption of AI internally
and across all customer-
facing processes and
services
Policies and Governance
Ensuring that we adopt AI responsibly for the benefit of our customers, employees and other stakeholders.
The focus is on adoption, regulations, ethics and compliance.
Professional Services
Customer trend: Customers are asking
us to advise them on
the best ways to design
and implement their
AI solutions
Computacenter
impact:
AI advisory and
deployment services
build credibility with our
customers and
strengthen both new
and existing
relationships
Our target: We have advanced AI
expertise in key areas to
help customers to plan
their strategies and
leverage AI
Technology Sourcing
Customer trend: Customers will continue
to invest in additional
infrastructure to help
them leverage AI
Computacenter
impact:
AI implementation for
customers should help
us to grow and generate
additional revenue
Our target: We are market leaders
in infrastructure for AI
workloads at scale
Computacenter plc Annual Report and Accounts 2025 17
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Our market continued
Our strategic KPIs
The measures set out opposite address what
we believe to be the key drivers of successfully
delivering our strategy.
cr
Customer relationships
Retain and maximise the relationships with our
large corporate and public sector customers
over the long term
s
Services growth
Delivering additional value to customers
through Services
oe
Operating efficiency
Increase the adjusted operating profit we
retain as a proportion of our gross profit
cr
Customer relationships
Retain and maximise the relationships with our large corporate and public
sector customers over the long term
Performance in 2025
In 2025, we finished with 215 customers
generating over £1m of gross profit, a net
increase of 27 from the previous year.
Furthermore, the growth was spread across all
of our geographies, with a mix of existing and
new customers and all resulting from organic
growth. This broader base of major customers
generated gross profit growth of 11.0% in 2025
in constant currency.
How we define customer accounts
with gross profit of over £1m
A customer account is the consolidated spend
by a customer and all of its subsidiaries. Where
a customer account exceeds £1m of gross
profit, it is included within this measure. The
prior-year comparatives are restated on a
constant currency basis, to provide a better
indicator of underlying growth.
Why this is important
Computacenter is focused on securing,
growing and maintaining our relationships with
large corporate and public sector customers.
Our customers which contribute more than
£1m of gross profit are of strategic importance
and their overall number is a key driver of our
profitability. We focus on understanding why
customers have exceeded or dropped below
this £1m threshold, and the extent to which this
correlates with, and is driven by, our quality of
service or wider market trends which are
outside of our control.
Number of customer accounts with gross
profit of over £1m
215
+14.4%
21
22
23
24
25
160
181
177
188
215
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Our strategic KPIs
s
Services growth
Delivering additional value to customers through Services
oe
Operating efficiency
Increase the adjusted operating profit we retain as a proportion
of our gross profit
Performance in 2025
In 2025, we grew Services revenue by 2.9% in
constant currency, in a market where several
services competitors have seen revenue
declines. Group Professional Services revenue
grew strongly by 8.8% in constant currency,
with particularly good growth in the UK and
North America. After many years of strong
performance, Germany was stable, reflecting
lower levels of public sector activity. We have
organised our Professional Services resources
into a single Group Service Line, to provide the
necessary focus and to leverage our success in
Germany across the Group, and we are seeing
the benefits of a more consistent approach.
We believe there is a large market opportunity
across our Professional Services portfolio and
that we can grow Professional Services across
the Group significantly.
Group Managed Services revenue declined by
2.4% in constant currency, with growth in
Germany, Western Europe and North America,
offset by a 6.2% decline in the UK. We renewed
a number of large contracts during the year
and have a substantial pipeline of opportunities.
How we define Services revenue
Services revenue is the combined revenue
of our Professional Services and Managed
Services business. The prior-year
comparatives are restated on a constant
currency basis, to provide a better indicator
of underlying growth.
Performance in 2025
Gross profit conversion increased slightly to
24.0% in 2025 from 23.9% in 2024, driven by
an 11.0% increase in gross profit and an 11.3%
increase in adjusted operating profit, all in
constant currency. The slight increase in gross
profit conversion was primarily driven by our
excellent performance in North America, partly
offset by the weak performance in France and
increased Group-wide investments. We
believe this investment is essential to underpin
our long-term competitiveness and we expect
it to continue at a similar level in 2026. We
believe our ambition of achieving gross profit
conversion of over 30% in the medium term
can be delivered through a combination of
revenue growth and realising scale benefits
from our Group operating model.
How we define operating efficiency
Adjusted operating profit (£m) divided by
gross profit (£m), expressed as a percentage.
The prior-year comparatives are restated on
a constant currency basis, to provide a better
indicator of underlying growth.
Why this is important
Having a significant Services element within a
customer engagement generally increases the
value to the customer and the longevity of the
relationship. Management remains focused on
growing our Services revenue, through both
in-year and long-term incentive plans.
Why this is important
Operating efficiency is an important driver
of value for the Group. We use gross profit
conversion as the best overall productivity
measure for our business across all our
activities. It measures how much of our gross
profit we convert into adjusted operating profit
and helps show how effectively we use our
scale to improve operational leverage.
Services revenue
(£m)
1,690.8
+2.9%
21
22
23
24
25
1,453.8
1,563.6
1,610.6
1,643.1
1,690.8
Adjusted operating profit as a percentage of
gross profit (%)
24.0
+0.1pts
21
22
23
24
25
30.2
28.5
26.0
23.9
24.0
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Strategic Report Governance Financial Statements
Our strategic KPIs continued
Chief Executive Officer’s review
Strong 2025 performance
Computacenter delivered a strong performance in 2025, as we
executed well on our strategic priorities of growing our target
market customers, scaling our activities and empowering our
people. Our 20,000 colleagues worldwide drive our success through
their commitment to our customers and I thank them all for
theircontribution.
The combination of our leading Technology Sourcing and Services
capability and our geographic diversity contributed to our success
in 2025. We are pleased to have delivered growth and taken
market share, amidst considerable macroeconomic and political
uncertainties across our regions that has led to fluctuating IT
demand. We were delighted to end 2025 with a record number of
major customers, setting us up well for the year ahead.
The Group increased revenue by one third, driven largely by an
outstanding performance in North America Technology Sourcing.
This converted into 11.0% growth in gross profit and 11.3% growth in
adjusted operating profit in constant currency, even while increasing
the level of investment in Group-wide initiatives.
Cash generation exceeded our expectations and our balance sheet
remains extremely strong, ending the year with £606.0m of adjusted
net funds. Since 2013, Computacenter has distributed over £1bn in
capital to shareholders via dividends and special returns, while
continuing to invest organically for the long term and creating value
through targeted acquisitions, which have increased our geographic
diversity and long-term growth opportunity. At the start of 2026 we
were pleased to complete the acquisition of AgreeYa, a focused
Professional Services business, for US$120m, and we welcome our
new colleagues in North America and India to the Group.
Delivering on the North America growth opportunity
and returning to growth in the UK
In North America, we delivered another record year with operating
profit nearly doubling. This was achieved through a combination of
buoyant hyperscale customer demand as well as growth with
enterprise customers across a variety of sectors. Since our first
acquisition in late 2018, North America has grown to become a
material profit contributor, accounting for 39% of Group operating
profit (before central costs) during the year, up from 24% in 2024.
We remain excited about both the scale of the market opportunity
in North America and our ability to grow ahead of the market.
While North America was the standout performer of the year, we are
also pleased to see the UK return to growth after a more challenging
period. We are now starting to see the benefits of a more targeted
approach and greater proximity to customers, leading to both
improved financial performance and a growing number of
majorcustomers.
Germany resilient in the face of subdued public sector
Political change in Germany and France led to a subdued public
sector, which is an important driver for our business in both
geographies. Germany recovered strongly in the second half,
following a softer first half performance, with public sector activity
returning towards the end of the year following budget approval,
leading to a similar result to 2024 for the year. The strength and
depth of our public sector relationships mean we are well positioned
ahead of the expected increase in government investment over the
coming years.
Our performance was disappointing in France, where the market
was weak. We need a sharper and more focused approach.
Increasing the volume of business with the private sector, to bring
greater balance to our customer portfolio, while at the same time
reducing legacy costs associated with the acquisition of BT
Services, are key priorities for 2026 and beyond. We expect market
conditions to remain challenging for France in 2026.
Strong growth in major customers
We were pleased to see customer satisfaction scores across the
Group improve further, reflecting our ongoing commitment to
listening, learning and improving through structured engagement.
We ended the year with 215 major customers on a trailing 12-month
basis, a net gain of 27 from last year, marking our highest growth in
five years and with an increase recorded across all regions. Growing
the number of major customers in our target market of large
corporate and public sector customers ensures greater resilience
and underpins our long-term growth. We see significant growth
opportunities in this target market across all of our geographies.
Technology Sourcing – buoyant demand for
AI-related infrastructure and applications
Technology Sourcing revenue growth of 42.7% in constant currency
was largely fuelled by North America, where we have grown
networking and data center volumes with both enterprise and
hyperscale customers.
The AI landscape continues to evolve quickly, and organisations in all
sectors face the same challenge of how best to realise AI’s potential,
in line with their business imperatives. We are uniquely positioned to
enable AI advantage from end-to-end. Our services span the whole
infrastructure estate and the entire technology lifecycle, from
advisory and solution design to implementation, optimisation
and support.
As is evident from the growth we have delivered in both North
America and the UK, technology customers are investing more than
ever in AI-centric infrastructure. We deliver a high-quality service
for customers investing in data centers, based on our expertise in
high-performance computing, networking, low-latency storage,
data center infrastructure and software components.
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Chief Executive Officer’s review
Typically, large organisations run hybrid IT structures that combine
cloud and on-premises infrastructure. In 2025 we have seen some
customers moving part of their workloads back from public cloud to
on-premises environments, as they look to secure predictability of
supply, manage costs, and address increasing demand for data
sovereignty, control, and compliance. We are extremely well-suited
to help them design, deploy and integrate their evolving IT estates.
In Europe, we achieved growth in all technology areas, with notably
strong performances in data center and workplace, supported by
the end of free Windows 10 support in October 2025.
Services growth driven by Professional Services
Total Services revenue grew by 2.9% in constant currency, driven
by 8.8% growth in Professional Services and a modest decline in
Managed Services. We managed our Services gross margin
effectively during the year, which increased by 14 basis points.
Professional Services growth was particularly strong in the UK,
increasing by 27.6%, while Germany, our largest source of revenue
and growth in recent years, was stable due to lower public sector
activity. We made a commitment from the start of 2024 to grow
and enhance Professional Services by having a broader and more
scalable portfolio across all countries, based on a common
operating framework and a stronger sales approach. We are seeing
the benefits of this initiative, with Germany well positioned for a
public sector recovery, the UK growing strongly, and another strong
performance in North America, leveraging our expertise in
hyperscale data center deployment. The acquisition of AgreeYa
broadens our Professional Services capability for customers in North
America and increases our annual Professional Service revenue in
North America to over $350m. Professional Services has been a
strong driver of growth for Services in recent years, and we see it
as an important future source of profitable growth for the Group.
Our Managed Services portfolio performed largely as expected.
Group revenue declined by 2.4% in constant currency, with
increases in Germany, Western Europe and North America offset by
a decline in the UK, partly reflecting our decision to exit non-core
data center hosting contracts. Following investment in sales
development, we have grown our Managed Services pipeline
substantially. We won significant contracts during the year in the
defence, retail and professional services sectors, and continue to
focus on converting the pipeline and improving our win rate to
underpin growth further out, while further improving our efficiency
by leveraging our systems investments. Of the two underperforming
contracts we noted in 2024, following remedial action one is now
profitable, while we remain focused on improving the performance
of the other.
Continued investment in Group-wide systems
We continue at pace with the rollout of our Group-wide investments
to upgrade our systems, improve our capabilities and deliver
efficiency benefits. This investment increased operating costs by
£9.4m year on year to £46.2m (2024: £36.8m).
We have made good progress moving our Service Desks onto a
common platform, migrating from our legacy service management
tool to a new platform and building new functionality within it for our
modern workplace solutions. We are upgrading all our Integration
Centers across the world to a new standard. This includes the latest
warehouse management software, a Group standard for configuration,
new scanning functionality and a more sophisticated capability for
courier integration. We have finished the rollout of our CRM system
and have largely completed the implementation of a new
configuration and pricing tool. In North America, we completed the
migration of our final tranche of customers onto our Group-wide
ERP system, this year bringing all historical acquisitions on board.
We are now in the design phase as we prepare to upgrade our
current ERP system to a new cloud-based version. At the same time,
we continue to invest significantly in our cyber security framework.
In 2026 we expect an increase in Group capital expenditure to
approximately £85m, driven by a new automated Integration Center
in Atlanta which we plan to open in 2027, and a significant increase
in ERP design work ahead of Group-wide implementation.
Outlook – record order backlog, expecting further
progress in 2026
Order intake during the second half has remained strong, especially
in North America, and we exited 2025 in a strong position with
a record committed product order backlog of £7.1bn, with growth in
all geographies.
Looking to 2026, while we remain mindful of the uncertain
macroeconomic and political environment, as well as the hardware
component shortages currently affecting the IT industry, we are
confident in our ability to navigate these challenges. Therefore, we
expect to make further strategic and financial progress on an
organic basis, enhanced by the acquisition of AgreeYa.
Looking further ahead, we are excited by the pace of innovation and
growth in demand for technology. With our strength in Technology
Sourcing, Professional Services and Managed Services, our
market-leading international coverage and our focus on retaining
and maximising customer relationships over the long term, we
believe that we are well placed to deliver profitable growth and
sustained cash generation.
Mike Norris
Chief Executive Officer
11 March 2026
Computacenter plc Annual Report and Accounts 2025 21
Strategic Report Governance Financial Statements
Chief Executive Officer’s review continued
United Kingdom
The UK delivered an improved result in a market that remains
relatively subdued. Total gross invoiced income increased by 27.1%,
driven by strong growth in Technology Sourcing and solid growth in
Services revenue. Total revenue increased by 22.5%, reflecting
faster growth in hardware, including AI-related infrastructure. Gross
profit increased strongly by 14.4% with gross margin on a revenue
basis decreasing by 133 basis points, reflecting change in product
mix. Administrative expenses increased by 16.6%, largely driven by
higher commissions and ongoing investment in training, resulting in
adjusted operating profit increasing by 3.9%. Adjusted operating
profit in the second half decreased by 8.4%, largely reflecting a more
challenging second half comparison, an additional provision for an
underperforming Managed Services contract, as well as the
fulfilment of some orders moving into 2026.
We are seeing the benefits of a more-focused approach on our
target market of large corporate and public sector organisations,
with our greater proximity to customers delivering growth in
Technology Sourcing and Professional Services, and an encouraging
Managed Services pipeline. We increased the number of major
customers by nine year on year to 63.
We were also pleased to deliver more high-performance AI-related
infrastructure projects. We continue to win business based on our
ability to deliver complex logistics and deployment solutions at
pace, and we are excited by the pipeline of near-term opportunities
in this area. To support our growth with hyperscale customers we
are investing in high-performance cooling infrastructure at our
Hatfield Integration Center, to support efficient pre-staging,
configuration and testing. The new facilities are expected to be
completed by mid-2026.
Gross invoiced income
(£m)
2,811.1
+27.1%
21
22
23
24
25
2,063.7
2,324.5
2,380.0
2,211.4
2,811.1
Revenue
(£m)
1,419.2
+22.5%
21
22
23
24
25
1,425.4
1,269.4
1,213.7
1,158.1
1,419.2
Adjusted operating
profit (£m)
42.3
+3.9%
21
22
23
24
25
102.9
80.5
58.8
40.7
42.3
Gross invoiced income
by business type
1. Technology Sourcing: 83.0%
2. Professional Services: 7.2%
3. Managed Services: 9.8%
3
2
1
Computacenter plc Annual Report and Accounts 202522
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Our performance in 2025
Technology Sourcing
Technology Sourcing gross invoiced income increased strongly
by 32.7% reflecting a higher mix of AI data center product, with gross
margin decreasing by 199 basis points as a result. During the period
we completed large data center projects in Norway and Iceland
for leading European AI infrastructure companies. Demand for
workplace hardware also improved during the year ahead of the end
of free support for Windows 10 in October 2025. The committed
product order backlog at 31 December 2025 was £1,389.0m,
representing a 225.5% increase since 31 December 2024 (£426.7m),
driven by large data center contract wins in the second half of
the year.
Services
Services revenue increased by 5.6%, driven by accelerated growth,
in Professional Services, up 27.6%, partly offset by a 6.2% decline
in Managed Services. Gross margin increased by 7 basis points.
Professional Services delivered another excellent performance, driven
by good demand in workplace, cyber, cloud & applications, including
significant transformation projects with a large public sector
customer. The pipeline for Professional Services remains healthy.
In Managed Services, our decision to exit a small number of
non-core data center hosting contracts added to a modest
underlying decline in revenue. A large public sector contract that
was secured at the end of 2023 successfully went live during 2025.
While the transition period was longer than originally expected, we
have won additional Professional Services and Technology Sourcing
business from the customer. We were also pleased to win new
contracts in defence, retail and professional services. The
underperforming contract, highlighted last year, continued to have
a negative impact, and we continue to focus on improving
performance. Our pipeline has grown significantly, with our Device
Lifecycle Management proposition continuing to generate strong
interest with existing and new customers.
Results
2025
£m
2024
£m Change
Technology Sourcing gross invoiced income 2,332.8 1,758.6 32.7%
Services revenue 478.3 452.8 5.6%
Total gross invoiced income 2,811.1 2,211.4 27.1%
Technology Sourcing revenue 940.9 705.3 33.4%
Services revenue 478.3 452.8 5.6%
Professional Services revenue 201.9 158.2 27.6%
Managed Services revenue 276.4 294.6 (6.2%)
Total revenue 1,419.2 1,158.1 22.5%
Gross profit 264.0 230.8 14.4%
Adjusted administrative expenses (221.7) (190.1) 16.6%
Adjusted operating profit 42.3 40.7 3.9%
Computacenter plc Annual Report and Accounts 2025 23
Strategic Report Governance Financial Statements
Our performance in 2025 continued
Germany
Germany’s full-year performance was robust, with a stronger
second half compensating for a softer first half. As anticipated,
public sector volumes were subdued in the first half following
political changes in late 2024 but recovered strongly towards the
end of 2025. Total gross invoiced income increased by 10.3% in
constant currency, driven by growth in Technology Sourcing and
slight growth in Services revenue. Gross profit increased by 4.8% in
constant currency, with gross margin on a revenue basis increasing
slightly by 3 basis points, reflecting an increase in Technology
Sourcing, broadly offset by a decrease in Services margin.
Administrative expenses increased by 9.7% in constant currency,
largely reflecting higher people costs, resulting in a modest decline
in adjusted operating profit of 1.8% in constant currency. Adjusted
operating profit in the second half increased by 7.5% in constant
currency and 12.1% on a reported basis.
In the context of a challenging economic backdrop and temporarily
weaker public sector activity, we have taken market share. The
breadth and depth of our portfolio and capabilities combined with
the strength of our relationships with both public and corporate
sector customers mean we are well placed to take advantage of the
expected increase in spending on infrastructure, including digital
infrastructure, over the coming years. We increased the number of
major customers by one year on year to 67, accompanied by an
improvement in customer satisfaction scores.
Gross invoiced income
(£m)
2,981.8
+12.0%
21
22
23
24
25
2,050.1
2,395.1
2,877.2
2,661.5
2,981.8
Revenue
(£m)
2,109.3
+6.2%
21
22
23
24
25
1,565.0
1,843.5
2,027.5
1,986.7
2,109.3
Adjusted operating
profit (£m)
157.3
+0.3%
21
22
23
24
25
137.8
140.9
163.0
156.9
157.3
Gross invoiced income
by business type
1. Technology Sourcing: 74.2%
2. Professional Services: 13.9%
3. Managed Services: 11.9%
3
2
1
Computacenter plc Annual Report and Accounts 202524
Strategic Report Governance Financial Statements
Our performance in 2025 continued
Technology Sourcing
Technology Sourcing gross invoiced income increased by 14.1%
in constant currency, with software growing faster than hardware.
Following the federal budget approval in September, we saw
increased demand for IT infrastructure and service procurement
through our framework agreements with federal authorities,
resulting in a strong year-end performance.
We delivered growth across all technology areas during the year,
with particularly strong growth in data center and cloud &
applications. Technology Sourcing gross margin increased by
28 basis points.
We continue to see a trend towards bundling procurements in
bigger framework contracts, especially for global requirements
of large international customers and infrastructure demand from
our major public sector clients. For example, we were awarded
a significant multi-year workplace project with a large technology
business, as well as several new multi-year public sector frameworks.
The committed product order backlog at 31 December 2025 was
£360.3m, a 31.8% increase in constant currency since 31 December
2024 (£273.4m).
Services
Services revenue increased 0.6% in constant currency, with
Professional Services unchanged and Managed Services 1.2%
ahead. Services gross margin decreased by 32 basis points.
Professional Services performance was solid, considering the
importance of the public sector and the lower levels of activity
experienced during the year that led to lower utilisation of our
consultants and engineers. We continued to see demand for project
support and skills from our corporate customers, especially in
networking and security, data center consolidation and cloud
management, as well as for expanding modern workplace
infrastructures. In addition, we are increasingly seeing a need for
comprehensive advice on the use of AI in general and AI-related
infrastructure.
Managed Services revenue growth improved slightly, with the
portfolio of contracts performing as anticipated. The
underperforming contract highlighted last year, was stabilised
following remedial action, making a positive contribution in the
second half. Towards the end of the year, we commenced a
significant contract to provide IT services and logistics within the
defence sector and looking further ahead, we have a strong pipeline,
particularly in workplace, networking and security, where we are
very well positioned.
Results
2025
£m
2024
£m Change
Change in
constant
currency
Technology Sourcing gross invoiced income 2,216.6 1,909.4 16.1% 14.1%
Services revenue 765.2 752.1 1.7% 0.6%
Total gross invoiced income 2,981.8 2,661.5 12.0% 10.3%
Technology Sourcing revenue 1,344.1 1,234.6 8.9% 7.0%
Services revenue 765.2 752.1 1.7% 0.6%
Professional Services revenue 412.5 407.5 1.2% –
Managed Services revenue 352.7 344.6 2.4% 1.2%
Total revenue 2,109.3 1,986.7 6.2% 4.6%
Gross profit 389.5 366.2 6.4% 4.8%
Adjusted administrative expenses (232.2) (209.3) 10.9% 9.7%
Adjusted operating profit 157.3 156.9 0.3% (1.8%)
Computacenter plc Annual Report and Accounts 2025 25
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Our performance in 2025 continued
Western Europe
Western Europe consists of France, Belgium, the Netherlands
and Switzerland.
Western Europe delivered a disappointing performance, mainly
driven by a weak result in France. Total gross invoiced income
increased by 5.5% in constant currency, with growth in Technology
Sourcing accompanied by a slight decline in Services revenue. Total
revenue decreased by 6.2%, reflecting lower demand for hardware
and a higher mix of software. Gross profit decreased by 14.8% in
constant currency, with gross margin on a revenue basis down 128
basis points. Technology Sourcing gross margin decreased by 161
basis points, with Services gross margin down 17 basis points.
Administrative expenses increased by 3.9% in constant currency,
resulting in an adjusted operating loss of £7.8m. Across Western
Europe the number of major customers increased by four year on
year to 26.
France was significantly weaker, reflecting softer than expected
public sector activity following political change and a difficult
economic backdrop, resulting in poor demand for hardware. Gross
invoiced income increased, driven by growth in Technology
Sourcing offsetting a decline in Services revenue. Technology
Sourcing growth was driven by an increase in sales of lower-margin
workplace software, following awards of public sector software
frameworks. Technology Sourcing revenue declined reflecting lower
hardware sales. Managed Services and Professional Services
revenue were softer, with a stable margin performance.
Encouragingly, customer satisfaction continues to increase and
we grew the number of major customers during the year. Our key
priorities for 2026 and beyond are to increase the volume of
business with the corporate sector, to bring greater balance to our
customer portfolio, while reducing legacy costs associated with the
acquisition of BT Services. We expect market conditions to remain
challenging for France in 2026.
Since the beginning of 2025, Belgium and the Netherlands have
been operating as a single structure, fully integrated into the
Computacenter operating model. We see clear benefits from
creating a larger entity to engage with our vendor partners more
effectively and to provide customers with better access to
Computacenter’s Group capabilities.
Gross invoiced income
(£m)
1,283.8
+7. 0%
21
22
23
24
25
836.9
1,034.9
1,191.3
1,200.3
1,283.8
Revenue
(£m)
779.2
-4.9%
21
22
23
24
25
714.2
833.7
901.3
819.3
779.2
Adjusted operating
profit (£m)
-7.8
-156.9%
21
22
23
24
25
9.4
10.6
14.9
13.7
(7.8)
Gross invoiced income
by business type
1. Technology Sourcing: 82.2%
2. Professional Services: 4.5%
3. Managed Services: 13.3%
3
2
1
Computacenter plc Annual Report and Accounts 202526
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Our performance in 2025 continued
Belgium’s performance was below the prior year against a strong
comparative, largely reflecting a change in vendor terms.
Technology Sourcing grew strongly, reflecting a better second half
driven by projects across workplace, network, and data centers.
Services also grew, driven by strong growth in Managed Services
underpinned by a global customer in the financial settlement
services industry that was onboarded in 2024, as well a recent win
of a multinational materials and composites company. We remain
optimistic about public sector opportunities following multi-year
technology framework wins last year and a number of tenders to
which we have responded during the year.
The Netherlands delivered a stable performance against the prior
year, driven by a much stronger performance in Technology
Sourcing during the second half, mainly through public frameworks.
We were pleased to secure a five-year Technology Sourcing
framework contract renewal with a large international energy
company. We have invested in sales capability to target both public
sector and enterprise opportunities. While the market remains
competitive, we are optimistic that the new operating structure
and investment in sales will lead to improved performance.
Switzerland delivered an improved result, driven by a stronger
performance in Managed Services as volumes continue to increase
for our key contracts, outweighing a softer performance in
Technology Sourcing. Following the recent integration with our
German operations, we are focused on acquiring target customers
headquartered in Switzerland and deepening relationships with
vendor partners.
The combined committed product order backlog at 31 December
2025 was £331.9m, an 117.3% increase in constant currency since
31 December 2024 (£152.7m), mainly driven by France and the
Netherlands.
Results
2025
£m
2024
£m Change
Change in
constant
currency
Technology Sourcing gross invoiced income 1,055.3 971.7 8.6% 7.1%
Services revenue 228.5 228.6 (0.0%) (1.3%)
Total gross invoiced income 1,283.8 1,200.3 7.0% 5.5%
Technology Sourcing revenue 550.7 590.7 (6.8%) (8.0%)
Services revenue 228.5 228.6 (0.0%) (1.3%)
Professional Services revenue 57.7 62.2 (7.2%) (8.3%)
Managed Services revenue 170.8 166.4 2.6% 1.2%
Total revenue 779.2 819.3 (4.9%) (6.2%)
Gross profit 102.7 118.5 (13.3%) (14.8%)
Adjusted administrative expenses (110.5) (104.8) 5.4% 3.9%
Adjusted operating profit (7.8) 13.7 (156.9%) (154.9%)
Computacenter plc Annual Report and Accounts 2025 27
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Our performance in 2025 continued
North America
Gross invoiced income
(£m)
5,884.9
+54.3%
21
22
23
24
25
1,965.3
3,281.1
3,600.5
3,813.6
5,884.9
Revenue
(£m)
4,860.0
+63.6%
21
22
23
24
25
1,322.4
2,507.3
2,748.7
2,971.4
4,860.0
Adjusted operating
profit (£m)
129.6
+79. 3%
21
22
23
24
25
31.0
53.0
65.0
72.3
129.6
Gross invoiced income
by business type
1. Technology Sourcing: 96.5%
2. Professional Services: 3.0%
3. Managed Services: 0.5%
3
2
1
North America had an outstanding year, delivering another record
performance, with growth across all Service Lines. Gross invoiced
income increased by 60.0% in constant currency, driven by excellent
growth in Technology Sourcing. Gross profit increased by 31.7% in
constant currency, with gross margin on a revenue basis decreasing
by 211 basis points, reflecting a higher proportion of hyperscale and
AI volume during the period. Administrative expenses increased by
12.5% in constant currency, largely reflecting higher variable
compensation, resulting in adjusted operating profit increasing by
87.8% in constant currency. Adjusted operating profit in the second
half increased by 83.0% in constant currency and 74.2% on a
reported basis, against a stronger comparative than the first half.
Pleasingly our growth and market share gains were driven by a
combination of customer AI infrastructure investments as well as
more traditional enterprise and state government projects. We
increased the number of major customers by 13 to 59 year on year.
We continue to add targeted sales capacity externally and invest in
long-term success through our sales training programme, which has
recently welcomed a third annual class. These investments help us
capitalise on the significant market opportunity we see for both the
short and long term. We completed the migration of our final
tranche of customers onto our Group-wide ERP system this year,
bringing all historical acquisitions on board.
We are excited by the acquisition of AgreeYa Solutions, which
completed in January 2026. AgreeYa is a technology solutions
partner, headquartered in Folsom, CA, that has been providing
Professional Services to enterprise customers across the United
States for over 26 years. It serves large customers in a range of
markets including telecommunications, financial services,
professional services and state/local government. The company
has over 600 people in the United States and over 800 in India
(including contractors). AgreeYa reported consolidated revenue
(all Professional Services) in 2025 of approximately $120m with
adjusted EBITDA of approximately $14m. The addition of AgreeYa
to Computacenter North America is expected to increase
Computacenter’s annualised North American Professional Services
revenue to over $350m.
Computacenter plc Annual Report and Accounts 202528
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Our performance in 2025 continued
Technology Sourcing
Technology Sourcing gross invoiced income increased by 62.0% in
constant currency and gross margin decreased by 231 basis points,
due to the increased mix of hyperscale customer volume during the
period. Alongside significant AI infrastructure volume for hyperscale
customers, we also grew our volumes with the majority of our top
existing customers across a variety of sectors including healthcare,
financial services, retail, business services and state government,
supported by our new logo programme.
Our ability to design, procure, integrate and deploy IT infrastructure
at scale and at speed means we are extremely well placed to meet
the needs of hyperscale and enterprise customers. Selling more to
existing customers, acquiring new customers and developing sales
capacity remain a focus.
We continue to invest in the business, including a new Integration
Center in Atlanta to support our growth. The facility will leverage the
latest robotics technology and has automation built into the core
design and is expected to open in mid-2027.
The committed product order backlog at 31 December 2025 was
£5,042.3m, a 231.9% increase in constant currency since 31 December
2024 (£1,519.2m). We are particularly pleased by the growth in the
backlog, even after high levels of project completions during the
year, reflecting ongoing demand and strong sales execution.
Services
Services revenue increased by 18.6% in constant currency, reflecting
a 20.4% increase in Professional Services and a 9.5% increase in
Managed Services. Services gross margin increased by 593 basis
points, driven by strong growth in data center deployment. We
continue to focus on leveraging Group-wide tools, expertise and
systems to deliver long-term Services growth and look forward to
leveraging the new Professional Services capabilities that the
recently acquired AgreeYa brings to North America.
Professional Services revenue grew strongly, reflecting higher
workloads in the technology, retail and financial services. Our
backlog continues to benefit from a very large data center project
for a hyperscale customer, where we are helping to build the world’s
largest AI cluster. Leveraging our unique value proposition and scale,
we continue to target additional customers building AI data centers.
We are also seeing good Professional Services demand from our
enterprise customers. As the AgreeYa services capabilities are
integrated, we expect to selectively drive additional services into our
enterprise customers. The AgreeYa services are a natural extension
to Computacenter North America’s historic strength in
infrastructure-related offerings.
Managed Services revenue grew well following new customer wins
last year. Wins during the year include a leading video gaming
company on the West Coast and a financial services company on
the East Coast.
Results
2025
£m
2024
£m Change
Change in
constant
currency
Technology Sourcing gross invoiced income 5,677.6 3,632.8 56.3% 62.0%
Services revenue 207.3 180.8 14.7% 18.6%
Total gross invoiced income 5,884.9 3,813.6 54.3% 60.0%
Technology Sourcing revenue 4,652.7 2,790.6 66.7% 72.8%
Services revenue 207.3 180.8 14.7% 18.6%
Professional Services revenue 175.1 150.4 16.4% 20.4%
Managed Services revenue 32.2 30.4 5.9% 9.5%
Total revenue 4,860.0 2,971.4 63.6% 69.5%
Gross profit 356.6 280.7 27.0% 31.7%
Adjusted administrative expenses (227.0) (208.4) 8.9% 12.5%
Adjusted operating profit 129.6 72.3 79.3% 87.8%
Computacenter plc Annual Report and Accounts 2025 29
Strategic Report Governance Financial Statements
Our performance in 2025 continued
Chief Financial Officer’s review
I am delighted to present my first report as Chief Financial Officer of
Computacenter. Having been with the Company since 1999, I consider
it a privilege to take on this role and join the Board at such an
important stage of our journey.
In 2025, the Group delivered a strong result driven by a record
second half performance. We achieved a 32.0% increase in gross
invoiced income in constant currency, driven by 37.8% growth in
Technology Sourcing. Significant momentum in North America from
both enterprise and hyperscale customers, combined with an
improved performance in the UK and a robust result in Germany,
as public sector recovered in the second half, outweighed a weak
performance in France. As a result, adjusted operating profit
increased by 11.3% to £274.7m (2024: £246.7m), with adjusted
diluted earnings per share increased by 9.5% to 175.1p (2024: 159.9p).
Cash flow generation was again exceptionally strong and we ended
the year with adjusted net funds of £606.0m. This reflects disciplined
working capital management, strong collections and some early
customer payments. Our balance sheet strength and continued
cash generation provide us with the financial platform to deliver
on all of our strategic priorities.
Gross invoiced income
(£m)
12,988.3
+31.0%
21
22
23
24
25
6,923.5
9,052.2
10,081.4
9,916.5
12,988.3
Revenue
(£m)
9,193.9
+32.0%
21
22
23
24
25
5,034.5
6,470.5
6,922.8
6,964.8
9,193.9
Adjusted operating
profit (£m)
274.7
+11.3%
21
22
23
24
25
262.8
269.1
271.5
246.7
274.7
Gross invoiced income
by business type
1. Technology Sourcing: 87.0%
2. Professional Services: 6.5%
3. Managed Services: 6.5%
3
2
1
Gross invoiced income and revenue
Total gross invoiced income increased by 31.0% and by 32.0% in
constant currency, while total revenue increased by 32.0% and by
33.2% in constant currency, largely driven by strong growth in
Technology Sourcing in North America.
Group Technology Sourcing gross invoiced income increased by 37.8%
in constant currency, while driven by an excellent performance in
North America which grew by 62.0% in constant currency. Group
Services revenue increased by 2.9% in constant currency.
Professional Services revenue grew by 8.8% in constant currency
and accounted for 50% of total Services revenue. The UK delivered
another year of strong growth, increasing by 27.6%, with North
America growing by 20.4%. Germany, our largest source of
Professional Services revenue, was stable in constant currency,
reflecting more subdued public sector activity, especially in the first
half of the year. Managed Services revenue declined by 2.4% in
constant currency and accounted for 50% of total Services revenue.
Slight growth in Germany, Western Europe and good growth in
North America was outweighed by a 6.2% decline in the UK.
Gross profit
Gross profit increased by 10.5% and by 11.0% in constant currency,
following the increase in gross invoiced income that outweighed
a decline in gross margin. Group gross margin on a revenue basis
decreased by 242 basis points to 12.4%, reflecting a 257 basis points
decrease in Technology Sourcing, mainly due to the growth in
high-volume, lower-margin Technology Sourcing business in North
America, and a 14 basis points increase in Services.
Computacenter plc Annual Report and Accounts 202530
Strategic Report Governance Financial Statements
Chief Financial Officer’s review
• Group-wide investments, as we continue to upgrade our systems,
toolsets and cyber resilience totalled £46.2m, up 25.5% over 2024
(£36.8m).
Net finance cost
Net finance cost in the year amounted to £2.7m (2024: income of
£6.7m). The reduction since 2024 was largely expected following
the share buyback completed in the second half of 2024. Included
within the net finance cost was £9.3m of interest charged on lease
liabilities recognised under IFRS 16 (2024: £5.8m). On an adjusted
basis, net finance cost was £2.7m (2024: income of £7.3m).
Operating profit
Operating profit increased by 1.4% to £241.2m (2024: £237.9m).
Administrative expenses increased by 10.1% to £879.5m (2024:
£798.9m). During the year we incurred an impairment loss of £20.2m
related to the underperformance of our business in France, as
detailed below. This charge is not reflected in our adjusted results.
Adjusted operating profit increased by 11.3% to £274.7m (2024:
£246.7m), and by the same amount in constant currency. The
impact of foreign exchange movements on translating foreign
currency results into sterling was neutral in the full year, with the
£2.4m adverse impact in the first half reversing in the second half
of the year.
Adjusted administrative expenses increased by 10.3% to £869.4m
(2024: £788.3m) and by 10.8% in constant currency, reflecting
higher variable compensation payments, rises in employee-related
costs and increased Group-wide investment. During the year, we
increased our spend on Group-wide investments by 25.5% to
£46.2m (2024: £36.8m), as detailed below.
Our normal operational review cycle highlighted a small number of
underperforming contracts for which provisions have been made,
impacting our Services margins. Our customer contract provisions
have therefore increased from £5.0m at 31 December 2024 to
£14.8m at 31 December 2025. While it is disappointing when
contracts do not meet our financial expectations, the rest of our
portfolio is performing as anticipated, and with operational
remediation ongoing, we consider the provisions made to be
sufficient to cover any future losses through to the end of life of
these contracts.
Group operating efficiency, expressed as adjusted operating profit
as a percentage of gross profit, increased slightly, in constant
currency, to 24.0% (2024: 23.9%).
Central corporate costs
Central corporate costs primarily include the costs of the Board,
related public company costs, Group Executive members not
aligned to a specific geographic trading entity, and the cost of
centrally-funded strategic initiatives that benefit the whole Group.
Accordingly, these expenses are disclosed separately as central
corporate costs, within the Segmental note. These costs are borne
within the Computacenter (UK) Limited legal entity and have been
removed for Segmental reporting and performance analysis but
form part of the overall Group adjusted administrative expenses.
Total central corporate costs increased by 21.4% to £61.8m
(2024: £50.9m).
Within this:
• Board expenses, related public company costs, and costs
associated with Group Executive members not aligned to
a specific geographic trading entity, increased to £13.4m
(2024: £13.1m);
• Share-based payment charges associated with Group Executive
members as identified above, including the Group Executive
Directors, increased to £2.2m in 2025 (2024: £1.0m); and
2025
£m
2024
£m Change
Change in
constant
currency
Technology Sourcing gross invoiced income 11,297.5 8,278.1 36.5% 37.8%
Services revenue 1,690.8 1,638.4 3.2% 2.9%
Total gross invoiced income 12,988.3 9,916.5 31.0% 32.0%
Technology Sourcing revenue 7,503.1 5,326.4 40.9% 42.7%
Services revenue 1,690.8 1,638.4 3.2% 2.9%
Professional Services revenue 847.2 778.3 8.9% 8.8%
Managed Services revenue 843.6 860.1 (1.9%) (2.4%)
Total revenue 9,193.9 6,964.8 32.0% 33.2%
Gross profit 1,144.1 1,035.0 10.5% 11.0%
Adjusted administrative expenses (869.4) (788.3) 10.3% 10.8%
Adjusted operating profit 274.7 246.7 11.3% 11.3%
Net adjusted finance income/(costs) (2.7) 7.3
Adjusted profit before tax 272.0 254.0 7.1% 7.0%
Adjusted diluted earnings per share (p) 175.1 159.9 9.5%
Gross profit 1,144.1 1,035.0 10.5%
Administrative expenses (879.5) (798.9) 10.1%
Loss on impairment (20.2) –
(Costs)/gain related to acquisitions (3.2) 1.8
Operating profit 241.2 237.9 1.4%
Net finance income/(costs) (2.7) 6.7
Profit before tax 238.5 244.6 (2.5%)
Diluted earnings per share (p) 145.5 152.9 (4.8%)
Computacenter plc Annual Report and Accounts 2025 31
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
Reconciliation to adjusted measures for 2025
Reported
full-year
results
£m
Adjustments
Adjusted
full-year
results
£m
Principal
element on
agency
contracts
£m
Amortisation
of acquired
intangibles
£m
Exceptionals
and others
£m
Revenue 9,193.9 3,794.4 – – 12,988.3
Cost of sales (8,049.8) (3,794.4) – – (11,844.2)
Gross profit 1,144.1 - - - 1,144.1
Administrative expenses (879.5) – 10.1 - (869.4)
Loss on impairment (20.2) – – 20.2 –
Costs related to acquisition (3.2) – – 3.2 –
Operating profit 241.2 - 10.1 23.4 274.7
Finance income 12.4 - - - 12.4
Finance costs (15.1) - - - (15.1)
Profit before tax 238.5 - 10.1 23.4 272.0
Income tax expense (81.4) - (1.6) (0.7) (83.7)
Profit for the year 157.1 - 8.5 22.7 188.3
Reconciliation to adjusted measures for 2024
Reported
full-year
results
£m
Adjustments
Adjusted
full-year
results
£m
Principal
element on
agency
contracts
£m
Amortisation
of acquired
intangibles
£m
Exceptionals
and others
£m
Revenue 6,964.8 2,951.7 – – 9,916.5
Cost of sales (5,929.8) (2,951.7) – – (8,881.5)
Gross profit 1,035.0 – – – 1,035.0
Administrative expenses (798.9) – 10.6 – (788.3)
Gain related to acquisition 1.8 – – (1.8) –
Operating profit 237.9 – 10.6 (1.8) 246.7
Finance income 14.5 – – – 14.5
Finance costs (7.8) – – 0.6 (7.2)
Profit before tax 244.6 – 10.6 (1.2) 254.0
Income tax expense (72.7) – (1.6) – (74.3)
Profit for the year 171.9 – 9.0 (1.2) 179.7
Computacenter plc Annual Report and Accounts 202532
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
Taxation
The tax charge was £81.4m (2024: £72.7m) on profit before tax of
£238.5m (2024: £244.6m). This represented a tax rate of 34.1%
(2024: 29.7%).
The Group recorded a tax credit of £1.6m in 2025 related to the
amortisation of acquired intangibles (2024: £1.6m). As we recognise
the associated amortisation charge outside of our adjusted
profitability (see exceptional and other adjusting items above), we
also report the tax benefit on the amortisation outside of our
adjusted tax charge. The impairment of our French business did not
result in any accompanying credit to the tax charge and increased
the effective tax rate (ETR) by 260 basis points.
The adjusted tax charge for the year was £83.7m (2024: £74.3m)
on an adjusted profit before tax for the year of £272.0m (2024:
£254.0m). The ETR was therefore 30.8% (2024: 29.3%), on an
adjusted basis.
The increase in the adjusted ETR for 2025 has been driven by the
impact of the performance in France, as no tax credit can be
recognised in respect of the new losses and a deferred tax asset
previously recognised as a result of historic losses has been
reversed. The impact of the performance in France has in part been
offset by an improved ETR in the United States, which is the result of
a more favourable state-to-federal tax mix.
We expect the full-year ETR in 2026 to be in range of 29.5% to 31.5%,
which is the same as was expected for 2025.
The Audit & Risk Committee and the Board reviewed and approved
the Group Tax Policy during the year, with no material changes from
the prior year. We make every effort to pay all the tax attributable
to profits earned in each jurisdiction where we operate. We do not
artificially inflate or reduce profits in one jurisdiction to provide
a beneficial tax result in another and maintain approved transfer
pricing policies and programmes, to meet local compliance
requirements. Virtually all of the tax charge in 2025 was incurred
in either the United Kingdom, Germany, France or United States
tax jurisdictions, as it was in 2024.
Exceptional and other adjusting items
The net loss from exceptional and other adjusting items in the year
was £31.2m (2024: loss of £7.8m). Excluding the £2.3m gain from the
tax items noted below (2024: gain of £1.6m), the profit before tax
impact was a net loss of £33.5m (2024: loss of £9.4m).
In the second half of 2025, the Group undertook an impairment
review of its carrying values following a sustained period of
underperformance within our French operations amid a broader
softening of demand. Consequently, we have recognised a
non-cash impairment charge of £8.3m relating to non-current
assets within our French subsidiary, alongside an £11.9m impairment
of goodwill associated with our Western Europe Segment, which is
the level at which the impairment of goodwill is assessed. These
adjustments follow a comprehensive revision of our medium-term
financial forecasts within our French business, reflecting more
cautious growth assumptions and adjusted margin expectations,
in light of the current trading environment. These charges are
non-cash in nature and do not affect the Group’s underlying liquidity
or debt covenants. Further information can be found on page 183.
During 2025, costs of £3.2m were recognised associated with an
acquisition pursued by the Group, that ultimately did not proceed.
These include legal fees, advisory fees and other relatedcosts,
which have been expensed in the Consolidated Income Statement.
Both of the above items are non-operational in nature and are not
expected to regularly recur and have therefore been classified as
exceptional items, which is consistent with our treatment of similar
costs in prior periods. As such they impact our operating profit but
are excluded from our adjusted operating profit.
In 2024, the Group completed the final contingent consideration
payments for the purchase of Business IT Source Holdings, Inc
(BITS). This led to a gain of £2.2m in 2024 relating to a release of
contingent consideration, net of £0.4m of costs incurred as per the
share purchase agreement. As these items were related to the
acquisition, and were of a non-operational and one-off nature, the
gain was classified as an exceptional item. A further £0.6m relating
to the unwinding of the discount on the contingent consideration
was removed from the adjusted net finance expense for 2024 and
classified as exceptional interest costs.
In calculating our adjusted results, we have continued to exclude
the amortisation of acquired intangible assets as an ‘other adjusting
item’. This charge distorts the understanding of our Group and
Segmental operating results, as it is non-cash, does not relate to
operational performance and is significantly affected by the timing
and size of our acquisitions.
The amortisation of acquired intangible assets was £10.1m (2024:
£10.6m), primarily relating to the amortisation of the intangibles
acquired as part of previous North American acquisitions.
Profit before tax
The Group’s profit before tax for the year decreased by 2.5% to
£238.5m (2024: £244.6m). Adjusted profit before tax increased by
7.1% to £272.0m (2024: £254.0m) and grew by 7.0% in constant
currency. The difference between profit before tax and adjusted profit
before tax relates to the Group’s net costs of £33.5m (2024: £9.4m)
from exceptional and other adjusting items, as described above.
Computacenter plc Annual Report and Accounts 2025 33
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
Dividends
The Board recognises the importance of dividends to shareholders
and the Group has a long track record of paying dividends and other
special cash returns. The Group has already returned nearly £1.3bn
since flotation through a combination of dividends and share
buybacks, with no additional investment required from shareholders
over that time.
We are committed to managing the cash position for shareholders.
Our approach to capital management is to ensure that the Group
has a robust capital base and maintains a strong credit rating, whilst
aiming to maximise shareholder value. The Group is highly cash
generative, enabling organic and inorganic investment in recent
years to be funded from cash reserves.
Dividends are paid from the standalone balance sheet of the Parent
Company. As at 31 December 2025, the distributable reserves were
£27.6m (31 December 2024: £319.8m). These reserves were
impacted during the year by the £121.1m impairment of the Parent
Company’s investment in its French subsidiary and the
reclassification of £99.3m of the share-based payment reserve as
non-distributable. Following the completion of the first phase of a
Group subsidiary reorganisation programme, the Parent Company
received a dividend of £260.8m on 27 February 2026. Parent
Company interim accounts for the 14 months to 28 February 2026
were delivered to Companies House on 9 March 2026, showing
distributable reserves at 28 February 2026 of £274.0m.
The Board has consistently applied the Company’s dividend policy,
which states that the interim dividend will be approximately one
third of the previous year’s total dividend and that the total dividend
paid will result in a dividend cover of two to 2.5 times, based on
adjusted diluted EPS.
The Board is therefore pleased to propose a final dividend for 2025
of 51.0p per share (2024: 47.4p per share). Together with the interim
dividend, this brings the total ordinary dividend for 2025 to 74.6p
per share, representing a 5.5% increase on the 2024 total dividend
per share of 70.7p.
Subject to the approval of shareholders at our Annual General Meeting
on 19 May 2026, the proposed dividend will be paid on Friday 3 July
2026. The dividend record date is set as Friday 5 June 2026 and the
shares will be marked ex-dividend on Thursday 4 June 2026.
There are no material tax risks across the Group. Computacenter will
recognise provisions and accruals in respect of tax where there is a
degree of estimation and uncertainty, including where it relates to
transfer pricing, such that a balance cannot fully be determined until
accepted by the relevant tax authorities.
For 2025, the Group Transfer Pricing Policy implemented in 2013
resulted in a licence fee of £54.6m (2024: £39.4m), charged by
Computacenter UK to Computacenter Germany, Computacenter
Belgium and, for the first time, Computacenter USA. No charge was
made this year to Computacenter France, due to the performance
of the French business. The licence fee is equivalent to 1.2% of
revenue for the European entities and 0.3% of revenue for
Computacenter USA and reflects the value of the best practice and
know-how that is owned by Computacenter UK and used by the
Group. It is consistent with the requirements of the Organisation for
Economic Co-operation and Development (OECD) base erosion
and profit shifting guidance. The licence fee is recorded outside the
Segmental results found in note 4 to the Consolidated Financial
Statements, which analyses Segmental results down to adjusted
operating profit.
The table below reconciles the tax charge to the adjusted tax charge
for the years ended 31 December 2025 and 31 December 2024.
2025
£m
2024
£m
Tax charge 81.4 72.7
Items to exclude from adjusted tax:
Tax on exceptional items 0.7 –
Tax credit on amortisation of acquired
intangibles 1.6 1.6
Adjusted tax charge 83.7 74.3
Effective tax rate 34.1% 29.7%
Adjusted effective tax rate 30.8% 29.3%
Profit for the year
The profit for the year decreased by 8.6% to £157.1m (2024: £171.9m).
The adjusted profit for the year increased by 4.8% to £188.3m (2024:
£179.7m) and by 4.6% in constant currency.
Earnings per share
Diluted EPS decreased by 4.8% to 145.5p per share (2024: 152.9p
per share). Adjusted diluted EPS increased by 9.5% to 175.1p per
share (2024: 159.9p per share).
2025 2024
Basic weighted average number of
shares (excluding own shares held)
(m) 104.9 110.6
Effect of dilution:
Share options 0.7 1.1
Diluted weighted average number
of shares 105.6 111.7
Profit for the year attributable to
equity holders of the Parent (£m) 153.7 170.8
Basic earnings per share (p) 146.5 154.4
Diluted earnings per share (p) 145.5 152.9
Adjusted profit for the year
attributable to equity holders of the
Parent (£m) 184.9 178.6
Adjusted basic earnings per share (p) 176.3 161.5
Adjusted diluted earnings per share (p) 175.1 159.9
Computacenter plc Annual Report and Accounts 202534
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
31 December
2025
£m
31 December
2024
£m
Opening net funds 352.7 343.6
Increase in cash and cash equivalents
including impact of exchange rates 138.9 18.4
Movements in borrowings (15.1) 4.8
Movements in lease liabilities (50.3) (14.1)
Closing net funds 426.2 352.7
Opening adjusted net funds 482.2 459.0
Increase in cash and cash equivalents
including impact of exchange rates 138.9 18.4
Movements in borrowings (15.1) 4.8
Closing adjusted net funds 606.0 482.2
We increased loans during the year by a net £15.1m (2024: £4.8m
reduction) which was due to a new customer financing facility in
North America made to an existing customer that replaced a
previous facility. This was partially offset by the regular repayments
towards the loan related to the construction of our German
headquarters in Kerpen.
The Group continued to manage its cash and working capital
positions appropriately, using standard mechanisms, to ensure that
cash levels remained within expectations throughout the year. From
time-to-time, some customers request credit terms longer than our
typical period of 30–60 days. In certain instances, we will arrange
for the sale of the receivables on a true sale basis to a finance
institution. We would typically receive funds on 45-day terms from
the finance institution, which will then recover payment from the
customer on terms agreed with them. The cost of such an
arrangement is borne by the customer, either directly or indirectly,
enabling us to receive the full amount of payment in line with our
standard terms.
The benefit to the cash and cash equivalents position of such
arrangements as at 31 December 2025 was £50.4m (31 December
2024: £44.6m).
Cash flow
The Group delivered a net cash inflow from operating activities of
£293.6m (2024: £417.1m). In the first half of 2025, we saw operating
cash outflows as our working capital returned closer to our historical
norms. Typically, the Group sees modest-to-neutral operating cash
inflows in the first half of the year with substantial net operating cash
inflows in the second half of the year.
During 2025, net operating cash inflows from working capital,
including inventories, trade and other receivables, and trade and
other payables, were £1.2m (2024: £154.6m).
The Group had £482.8m of inventory as at 31 December 2025, an
increase of 57.2% on the balance as at 31 December 2024 of £307.2m.
This increase is due primarily to the timing of large projects in
North America and the overall increase in the Technology Sourcing
business. During the year, in order to respond to a North American
customer’s request, we quickly established a customer dedicated
logistics facility to assemble and ship high-value data center
equipment to that customer’s nearby facilities. We were pleased
with our ability to generate such a capability at short notice. At
31 December 2025, this temporary facility held £137.7m of inventory,
28.5% of all Group inventory by value. We expect that the levels of
inventory will continue to remain well-managed, with highs and lows
remaining within historical operational norms during 2026.
The year-end adjusted net funds position benefited from strong
collections and net early customer payments at a similar level to the
prior year.
After interest, tax and gross capital expenditure cash flows, our free
cash inflow was £206.9m in the year (2024: £348.6m).
Capital expenditure in the year was £36.0m (2024: £31.5m) primarily
representing investments in IT equipment and software tools, to
enable us to deliver improved service to our customers.
The Group’s Employee Benefit Trust (EBT) made market purchases
of the Company’s ordinary shares of £21.9m (2024: £23.1m) to satisfy
maturing PSP awards and Sharesave plans and to reprovision the
EBT in advance of future maturities. During the year, the Company
received savings from employees of £12.1m to purchase options
within the Sharesave plans (2024: £6.0m).
31 December
2025
£m
31 December
2024
£m
Adjusted operating profit 274.7 246.7
Adjusting items (33.5) (8.8)
Operating profit 241.2 237.9
Other non-cash items and
adjustments 75.5 46.0
Change in working capital 1.2 154.6
Change in pensions and provisions 10.0 (1.3)
Depreciation of right-of-use assets 45.1 41.0
Cash generated from operations 373.0 478.2
Acquisition-related costs (3.2) –
Income taxes paid (76.2) (61.1)
Net cash flow from operating
activities 293.6 417.1
Net interest received 2.0 10.4
Interest and payments related to
lease liabilities (52.7) (47.4)
Gross capital expenditure (36.0) (31.5)
Free cash flow 206.9 348.6
Dividends paid (74.6) (78.9)
Share buyback including expenses – (200.2)
Purchase of own shares net of
proceeds (9.8) (17.1)
Acquisitions (1.7) (18.7)
Disposal of assets 0.1 0.3
Net cash flow 120.9 34.0
Net debt borrowing/(repayment) 14.9 (4.5)
Increase in cash and
cash equivalents 135.8 29.5
Effect of exchange rates on cash and
cash equivalents 3.1 (11.1)
Cash and cash equivalents at the
beginning of the year 489.6 471.2
Cash and cash equivalents at the
year end 628.5 489.6
Computacenter plc Annual Report and Accounts 2025 35
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
During 2025, we engaged in a limited invoice financing programme
of trade receivables across the Group. The arrangements are on a
non-recourse basis and are intended to manage working capital
demands of specific customer projects or engagements. As at the
year end, the amount outstanding was £38.8m (2024: £2.5m).
Cash and cash equivalents and net funds
Cash and cash equivalents as at 31 December 2025 were £628.5m,
compared to £489.6m at 31 December 2024. Net funds as at 31
December 2025 were £426.2m (31 December 2024: £352.7m).
Adjusted net funds as at 31 December 2025 were £606.0m (31
December 2024: £482.2m). Adjusted net funds is a non-GAAP
measure and excludes lease liabilities of £179.8m as at 31 December
2025 (31 December 2024: £129.5m). This provides an alternative
view of the Group’s overall liquidity position, excluding the effect
of the lease liabilities required to be capitalised under the IFRS 16
accounting standard.
Net funds as at 31 December 2025 and 31 December 2024 were
as follows:
31 December
2025
£m
31 December
2024
£m
Cash and short-term deposits 628.5 489.6
Bank overdraft – –
Cash and cash equivalents 628.5 489.6
Bank loans – customer-specific facility (19.0) (2.1)
Bank loans – Kerpen building facility (3.5) (5.3)
Total bank loans (22.5) (7.4)
Adjusted net funds (excluding lease
liabilities) 606.0 482.2
Lease liabilities (179.8) (129.5)
Net funds 426.2 352.7
Other required disclosures
Details of the Group’s arrangements in relation to the items listed
below can be found in the notes to the Consolidated Financial
Statements, as follows:
• trade creditor and supply chain arrangements: note 22;
• capital management policies: note 28;
• financial instrument and associated management policies:
note 27;
• interest rate risk and associated management policies: note 27;
• liquidity risk and associated management policies: note 27;
• foreign currency risk and associated management policies:
note 27; and
• credit risk and associated management policies: note 27.
Fair, balanced and understandable
The Board confirms that the Annual Report and Accounts, taken
as a whole, is fair, balanced and understandable, and provides
the information necessary for shareholders to assess the Group’s
position and performance, business model and strategy.
Management undertakes a formal process through which it can
provide comfort to the Board in making this statement.
Keith Mortimer
Chief Financial Officer
11 March 2026
Computacenter plc Annual Report and Accounts 202536
Strategic Report Governance Financial Statements
Chief Financial Officer’s review continued
Stakeholder engagement
Building trust with our
stakeholders
Our key stakeholders are indispensable to our business.
We know we must work hard every day to earn and
retain their loyalty and trust.
When we first engage, we look to understand their interests and
expectations. In line with our winning together values, we are open
and realistic about whether we can meet them and look for solutions
and common ground where needed.
As our relationship develops, our consistent behaviours and
decision-making demonstrate what our stakeholders should expect
from us. With every interaction, we also develop a clearer picture of
their objectives, the journey they are on and how we can help them.
This enables us to build sustainable and increasingly productive
relationships, which benefit us and them for the long term.
Our customers
Our customers trust us to source, transform and manage their
digital technology, to help them change the world.
Our people
We look to attract, develop and retain the best people,
recognising that the calibre and capabilities of our employees
drive our business forward.
Our shareholders
Our shareholders provide capital and support that allow us to
build a sustainable business for the long term.
Our technology vendors
Our technology vendors provide us with leading digital
technology and expertise that underpin the competitiveness
of our customer offering.
Our communities
The communities we operate in support the social, economic
and personal interests of our other key stakeholders.
Our key stakeholders enable us to create value for us and for them
High quality, cost-competitive offering
Trust and long-lasting relationships
Career development opportunities
Skills, loyalty and value creation
Additional route to market
Leading digital technology
Sustainable growth and shareholder value
Investment and valuable feedback
Local support and value creation
Strong community relationships
Computacenter plc Annual Report and Accounts 2025 37
Strategic Report Governance Financial Statements
Stakeholder engagement
Why we engage
Our winning together values are clear. We put our customers first,
keep our promises to them and prioritise the long term in our
dealings with them.
Continuous two-way engagement across all levels of our
organisation ensures we are aware of our customers’ needs and
values. This creates customer intimacy and allows us to serve them
effectively, by adapting as their digital environments and technology
needs evolve.
What matters to them
Our customers want us to add value through a deep understanding
of their IT strategy and requirements, and by delivering operational
excellence through our people and systems. They expect us to be
flexible, commercial and creative, and to deliver services safely,
sustainably and in line with agreed terms.
How we engage
Our day-to-day customer engagement covers commercial
opportunities, relationship development and our service delivery
and performance. Engagement includes meetings with our sales or
delivery functions, customer training and workshops, and ongoing
dialogue through client directors, account managers, service
support functions and, where necessary, our management teams.
During 2025, we completed our principal annual customer survey,
covering nearly 1,400 contacts at over 400 customers. It assessed
their overall satisfaction; how likely they were to recommend us;
ease of doing business; our account teams; our ability to innovate;
our support for their sustainability efforts; and their views of our
three Service Lines. It also sought their views on other providers and
who they saw as our primary competition. The survey showed that
overall satisfaction had improved, with a 10-point increase in our Net
Promoter Score.
How we reported to the Board
The CEO provides an operational performance update at each
scheduled Board meeting, which includes significant contract bids
and wins, and any material customer issues. The November Board
meeting included a presentation from the CEO of the customer
survey results, followed by discussion of the key findings.
The Board also receives updates and presentations during the year
from the Chief Commercial Officer, who leads Technology Services,
and the Managing Directors of Professional and Managed Services.
These include details of key customers, business wins and target
customers, and topics such as initiatives to improve the customer
experience and current customer satisfaction.
In June 2025, the Board received presentations on each European
sales country, which included the top customer accounts, changes
in contribution from major customers, the pipeline in each country,
and target customers.
A wide range of other Board topics and discussions also referenced
customer interests. For example, in discussing our international
strategy, the Directors received updates on opportunities to support
multinational customers’ operations in India and Asia Pacific.
Engagement outcomes and impact on Board
discussions and decisions
Feedback from customers was an important input for the Board’s
discussion and review of the Group’s strategy and investments for
2026–2028, including where we should focus investment to further
develop our customer proposition, enhance competitiveness and
gain market share. Understanding customer views also helped the
Board to assess the reliability of financial forecasts, allowing it to
approve trading outlook updates during the year and to set realistic
but stretching financial targets for 2026.
Past customer feedback was also a factor in the Board’s approval for
additional investment in the Atlanta Integration Center, noting the
experience in the UK that these facilities give customers tangible
evidence that we invest for the long term and can execute complex
projects successfully.
Our integrated portfolio
See page 6
Market and customer trends
See page 15
“It is important that we understand our customers’
business so that we can design and implement
technology solutions that align with their goals
and aspirations. Increasingly, technology is at the
epicentre of customer business models”.
Justin Griffin
President, Computacenter North America
Our customers
Computacenter plc Annual Report and Accounts 202538
Strategic Report Governance Financial Statements
Stakeholder engagement continued
Why we engage
Our people are a competitive advantage for us. They implement and
promote our culture, deliver the outcomes and value our customers
require, and represent Computacenter with our other key
stakeholders, building relationships and long-term trust. We engage
across the business, to ensure strong dialogue, connection and
understanding of employees’ concerns and challenges.
What matters to them
Our people expect us to provide fair and safe working conditions,
and an environment where they can thrive and develop.
How we engage
We engage through our management teams, Group Human
Resources’ supporting activities, employee surveys and formal
interactions with employee representative bodies.
Group-wide communications include our ‘This Week’ email, which
the CEO sends to every employee. Our people use a dedicated
email address to provide feedback to the CEO or ask him questions.
Each business area holds regular sessions such as town hall events,
conferences and Group activities, to share messaging, strategy and
activities. They are sometimes attended by members of the Board
or the Group Executive Management Team. Communications from
these events cascade down the organisation at a country and
departmental level.
Our Independent Non-Executive Director for Workforce
Engagement, René Carayol, engages directly with people around
the Group. In 2025, he met the European Works Council, and teams
from India, Hungary and North America sales, as well as the UK
Cultures Employee Network.
How we reported to the Board
The Chief People Officer regularly presents to the Board. In 2025,
her presentations included an overview of our workforce, an update
on culture and the factors that will influence it in the coming years,
and a review of the actions implemented following the Group-wide
employee survey completed in late 2023 and early 2024.
Employees’ views were also communicated to the Board through
the CEO’s general business updates, the Workforce Engagement
Director’s reports on his engagement programme and
Management’s interactions with employee representative bodies.
Board members also provided ad hoc feedback.
After the year end, the Board received the results of the Group-wide
employee survey carried out in the fourth quarter of 2025.
Engagement outcomes and impact on Board
discussions and decisions
The Board was satisfied the key actions arising from the previous
employee survey had been effectively implemented, including
ensuring employees have an improved understanding of our
strategy, introduction of business-specific change management
training, further investment in systems and processes, and
continuing to demonstrate environmental responsibility. The survey
completed in late 2025 was sent to all employees across the Group.
The response rate was strong at 81.0%, as was our sustainable
engagement score of 82.0%.
Sustainability – people
See page 52
Directors’ Remuneration Report
See page 111
“Our people differentiate us. We focus on
attracting the best talent, then engaging well and
developing them, so that we are able to deliver
excellent customer service.”
Sarah Long
Group Chief People Officer
Our people
Computacenter plc Annual Report and Accounts 2025 39
Strategic Report Governance Financial Statements
Stakeholder engagement continued
Why we engage
As shareholders own the Company, it is essential for the Board and
Management to understand their views and expectations. This is
important input for key decisions, including strategy, investments,
dividend payments and any other capital returns. Two-way
engagement also allows current and potential shareholders to make
informed decisions concerning investment in Computacenter.
What matters to them
Our shareholders expect an appropriate return from their investment.
They want to understand our strategy, our current or projected
financial performance, and our approach to sustainability matters.
How we engage
The Executive Directors meet shareholders and potential investors
following the release of the Group’s full-year and half-year results.
Meetings took place across the year in multiple geographies,
including an investor roadshow to the US. Following these meetings,
we obtain feedback.
The Chair and the Company Secretary undertake a governance
roadshow with significant shareholders following the release of the
Annual Report. Shareholders can also meet the Directors and ask
questions at the AGM.
The Group also communicates with its shareholders through
regulatory announcements, our Annual Report, and Capital Markets
Events, updating them on strategy, performance and governance.
How we reported to the Board
The Board receives investor and analyst feedback throughout the
year, including verbatim comments. Our corporate brokers also
present regularly, to ensure the Board is well informed on institutional
investors’ views and the factors that influence the Company’s share
price. The Board reviews and discusses this feedback, as well as
directly interacting with shareholders at the AGM.
Ahead of the half-year and full-year results, the Board receives a
paper from the Head of Investor Relations on the dividend policy,
which includes peer benchmarking. The Board also received an
analysis from the CEO of the decision to return £200m to
shareholders through a share buyback in 2024. This included how
effectively it had been implemented, whether it had the expected
impact and whether management’s assumptions supporting the
decision were correct.
Engagement outcomes and impact on Board
discussions and decisions
Feedback from shareholders was constructive, recognising the
Group’s good performance relative to peers and the strong balance
sheet. Among the key topics raised were the trajectory of German
public sector spending, the sustainability of Computacenter’s rapid
growth in North America, the improved performance in the UK,
Management’s plans for turning around our performance in France,
and the long-term cost profile and productivity benefits of the
Group-wide investments.
Shareholders also expressed widespread support for sensibly priced
acquisitions, recognising the Group’s track record of successful
transactions and integration.
Our integrated portfolio
See page 6
Market and customer trends
See page 15
“Ongoing, two-way engagement with our
shareholders provides the Board with clear, timely
insight into investor priorities, helping to inform
decisions on strategy, capital allocation and
long-term value creation.”
Christian Cowley
Head of Investor Relations
Our shareholders
Computacenter plc Annual Report and Accounts 202540
Strategic Report Governance Financial Statements
Stakeholder engagement continued
Why we engage
Strong relationships with our vendor partners are critical to our
ability to deliver for our customers.
As a value-added reseller, Computacenter is ‘vendor-agnostic’. This
means we first understand our customers’ needs, before leveraging
our strategic relationships with technology vendors with the right
solutions. We work closely with our technology vendors to deliver
these solutions, ensuring they understand our end-to-end approach
to creating value and customer satisfaction.
What matters to them
We are an important route to market for our technology vendors.
Our teams must understand the capabilities and use cases for a
wide range of products and services, so we can effectively articulate
their value to our customers. We are proud to have over 400
technology accreditations and over 15,000 individual technical
certifications from our vendor partners, reflecting our people’s deep
expertise.
How we engage
Our Partner Management teams in Europe and North America
manage our commercial and operational relationships, whereas
Vendor Sales Europe and Partner Alliances North America nurture
our relationships with our top vendors. This includes attending
Partner Advisory Boards and facilitating meetings for our Group
Executive with their senior representatives.
Each year, we hold our Group Sales Kick Off (GSKO) event for more
than 1,400 of our salespeople. We invite delegates from vendor
partners, giving our sales colleagues a valuable opportunity to
engage directly. We also attend and support vendor events
throughout the year. These allow our sales colleagues to hear
directly from vendors and share updates from Computacenter.
How we reported to the Board
The Directors received regular updates on Computacenter’s
performance with our top vendors during the year. This included
a deep-dive review of our strategic vendor relationships.
The annual Group Sales Kick Off also provided numerous
opportunities for Board members to hear directly from vendors
about their latest solutions, market views, opportunities and
priorities.
Engagement outcomes and impact on Board
discussions and decisions
Through the deep-dive review, the Board discussed a wide range
of vendor-related topics. These included:
• the largest vendors across the Group, the nature of their business
with us, the strength of our relationship and their view of us as a
strategic partner;
• when vendors favour selling via a VAR such as Computacenter,
rather than selling directly;
• how we identify up-and-coming vendors;
• our vendors’ views of Artificial Intelligence and how this could
impact Computacenter;
• market pressures facing vendors; and
• opportunities to work with our vendors to expand our current
services.
The Board also received detailed presentations during the year on
each of our European and North American country unit businesses,
which included discussions of our key strategic vendor partner
relationships in each country.
These discussions helped the Board to approve our three-year
strategy plan and related investments.
Our integrated portfolio – Technology Sourcing
See page 7
Our performance in 2025
See page 20
“We are proud of our powerful partnerships with
the world’s leading technology vendors. Working
together, we confidently select, competitively
source, configure and deploy the right technology
solutions for our customers around the world.”
Lieven Bergmans
Chief Commercial Officer
Our technology vendors
Computacenter plc Annual Report and Accounts 2025 41
Strategic Report Governance Financial Statements
Stakeholder engagement continued
Why we engage
We have a responsibility to support the communities in which we
and our other stakeholders live and work. In doing so, we aim to
inspire our people, show our commitment to understanding people
matter (one of our core values), and maintain and enhance our
corporate reputation.
What matters to them
Our communities want our operations to be safe and sustainable, so
we protect our positive economic and social impact, and increase
that impact over time. They expect us to engage on social and
environmental issues that matter to them, to act ethically, to treat
our stakeholders fairly and, where possible, to support them
financially or with our time.
How we engage
Our day-to-day community engagement is primarily focused
on social issues, in particular inspiring and supporting the next
generation to follow a career in Science, Technology, Engineering
and Mathematics (STEM) through our school, community and
university outreach programmes. We deliver most of this
engagement through employee volunteering.
We also create social value, both locally and globally, by partnering
with charities and our technology vendors, to drive change in areas
that are important to our business, our customers and our people.
Our commitment to minimising our environmental impact includes
protecting our communities’ local environments.
How we reported to the Board
The Board received an update on our social sustainability
activities from the Chief People Officer at its May 2025 meeting.
This included:
• actions to support employees and how this feeds through to
engagement;
• an overview of our social strategy and an update on progress
in each area; and
• a global round-up of highlights from each country.
The Board also received updates from the Chair of the ESG
Committee on its activities.
Engagement outcomes and impact on Board
discussions and decisions
The presentation from the Chief People Officer reaffirmed the
Board’s view that supporting our communities was an enabler of
our wider business strategy, ensuring our social activities help to
maximise our competitiveness through employee attraction,
engagement and retention.
Our flagship educational outreach programme, Bright Futures, saw
431 employee volunteers complete 1,411 hours of outreach activity,
reaching 28,000 students and young adults at 121 outreach events,
often in a mentoring capacity. We also completed a substantial
programme of local activities across the Group, often partnering
with our customers and technology vendors.
Sustainability – planet
See page 56
Sustainability – solutions
See page 59
“Our engagement with the communities around
us supports their growth and vitality. Through
listening to, and partnership with, all of our
stakeholders, we address shared challenges,
create new opportunities and deliver lasting
positive outcomes together.”
Jennifer Knowles
Group Communications Director
Our communities
Computacenter plc Annual Report and Accounts 202542
Strategic Report Governance Financial Statements
Stakeholder engagement continued
Principal risks and uncertainties
We manage risks to support
our Group strategy in delivering
long-term value
We do this through a well-established risk and control
framework, enabling Management to consider our
main risk areas – Strategic, Contractual and
Operational, Infrastructure, Financial and People.
The Group Risk Committee, which reports to the Audit & Risk
Committee, meets four times per year and reviews our principal
risks, which are the main barriers to meeting our strategic KPIs,
on an ongoing basis. This top-down approach includes assessing
whether emerging risks are sufficiently significant to warrant
inclusion in the Group Principal Risk Log, with potential emerging
risks included as an agenda item at each Group Risk Committee
meeting. If so, the likelihood of occurrence and potential impact
are considered, and the risk is subject to regular review. Regular
reporting to the Group Risk Committee by the respective risk
owners includes an assessment of the likelihood and cost impact
of each risk, a consideration of non-financial impacts, risk appetite,
key risk indicators and potential risk triggers, and an assessment
of mitigating controls. The Group Principal Risk Log is reviewed by
both the Group Risk Committee, Audit & Risk Committee and the
Board. The key risks are considered further in relation to the
long-term Viability Statement (see page 75).
Other lower level risks outside the principal risks are identified and
analysed in two ways. These are:
1. Through the bottom-up Group Operating Business Risk
Assessment process (GOBRA), which is completed by managers
across the business. The results of this process are reviewed by
the Group Risk Committee. This includes validating these risks
against the principal risks, to ensure that all potential threats are
considered and any emerging risks are identified. Lower level
risksare often triggers for crystallising principal risks, so their
careful management remains an important consideration.
2. Via the Group Compliance Steering Committee which assesses
reports from the Compliance Management Framework for the
areas under its remit.
Audit & Risk Committee and the auditor
For further information on the Company’s compliance with the
Code’s provisions relating to the Audit & Risk Committee, Group
auditor and Internal Audit, please refer to the Audit & Risk
Committee report on page 101.
Risk management
For further information on the Company’s approach to risk
management, please refer to the Audit & Risk Committee report
on pages 104 to 107.
Risk overview
Our long-term success is built on a clear strategic direction,
contractual and operational excellence and effective business
services functions, such as Finance, Human Resources, and Legal
and Compliance, which support customer-facing employees to fulfil
their obligations effectively. All of this is underpinned by an
advanced IT infrastructure, hosting both internal and customer
platforms. Our strategic, contractual and operational, and
infrastructure risks are largely determined by the industry and the
market sector in which we operate and our long-term approach to
adding value. Our financial and people risks are defined by the wider
economic environment, the way we run our business day-to-day
and our long-term employee needs. While outside factors such as
geopolitical risk, market trends and macroeconomic are beyond our
control, our risk management approach is committed to managing
the impact of these influences, while controlling the internal
elements vital to our success.
Risk appetite
Our Group-level overall risk appetite is strongly influenced by our
experience in our industry sector. At an operational level, we have
a higher risk appetite for business development where we have
experience of the risks and a lower risk appetite where we have less
experience. This is supported day-to-day by our operating policies
and governance processes, which include decision-making support
and authority over new contracts and contract changes.
Risk culture
Risk management and governance processes are well established
and understood within the business and operate at all levels.
Strategic-level risks are monitored by the Group Risk Committee,
inclusive of the Group Executive, and Audit & Risk Committee as
well as by the Board. Lower level operational risks are identified,
analysed and mitigated at a functional level on an ongoing basis,
using well-embedded processes.
Risk identification and impact
Risk assessment and reporting are designed to provide the Board
with a Group-wide perspective of key risks.
Computacenter plc Annual Report and Accounts 2025 43
Strategic Report Governance Financial Statements
Principal risks and uncertainties
• Group-wide risk identification and
assessment
• Ongoing monitoring of mitigations
performed across the Group through
management, KPIs and review by the
appropriate Risk Manager
• Internal controls embedded across
the Group
• Reviews the effectiveness of our risk identification and risk
management process
• Reviews the effectiveness of internal control systems
• Supports the Board in monitoring risk exposure
Provides assurance on our principal risks, to assist the Audit & Risk
Committee in its review of the effectiveness of the risk
management process and our internal control systems
• Sets strategic KPIs
• Defines risk appetite
• Has overall responsibility for the Group’s
risk management process and internal
control systems
• Monitors risk exposure in pursuit of our
strategic KPIs
The Board
• Sets the risk management process • Provides oversight and challenge on the
effectiveness of risk mitigation for our
principal risks
• Considers emerging risks and
high-impact/low-likelihood risks
Group Risk Committee
Operational level
Three lines of defence
Audit & Risk Committee Internal Audit
Role
Provide
compliance,
oversight and
assurance
Role
Risk ownership
and application
of internal
controls
Role
Provide audit
and verification
of our internal
assurance
Owners
• Group Risk Committee
• Group Compliance
Steering Committee
• Assurance functions
Owners
• Functional and
business management
Owners
• Group Internal Audit
• Independent assurance
Third line
Second line
First line
Bottom up
Top down
Our risk framework
Computacenter plc Annual Report and Accounts 202544
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
Risk trends
We continue to evolve our business practices, governance and
market response to ensure we are proactively managing the
evolving risk landscape.
We use the three lines of defence model with regards to the assurance
over key risks. This includes a mapping exercise which considers the
level of assurance afforded over each risk by each of the compliance
and oversight functions. To aid the appreciation of the risks facing
the Group, we have categorised them into five main areas.
Strategic: The strategic-level risk profile is one of long-term risk due
to market change, including Computacenter’s ability or otherwise to
innovate effectively, the global nature of our operations exposing us
to specific political and economic influences and our ability to
maintain our customer response. Our practices continue to evolve
to ensure an effective response to market and customer changes,
including in relation to increased spending in the defence sector
and in AI.
The gross risk profile relating to location strategy remains stable
from 2024. Our well planned and executed location strategy, which
balances proximity to target markets and customers with cost-
effectiveness of operations, adequately considers cross-border
impacts of ongoing uncertainty relating to conflict, US-China
tensions, and the tariff policy of the US administration.
Contractual and operational: Our focus remains on the effective
Managed Services performance, both in the pre-deal phase and
in delivery. We also continue to recognise compliance and
reputational risks in relation to data privacy and ESG matters as
principal risks. We have a very mature governance process
overseeing the integration of recent acquisitions into the
Computacenter environment. Given the importance we place on
strong strategic vendor relationships we recognise the potential
breakdown of such alliances as a principal risk, although we have
well-embedded controls in place to combat this and, overall, we
believe the main contractual and operational risks have remained
at the same level, with our continuous monitoring and mitigation
controls underlined by our robust governance structures.
Infrastructure: Cyber security remains at the forefront of discussions
for the Board and at both the Group Risk and Audit & Risk
Committees. Cyber security risks remain stable with our mitigation
controls in place to address the greater activity of a range of cyber
threat actors worldwide, including nation states. Such threat actors
established forecasting and control mechanisms which deliver an
optimised cash and working capital position. In addition, a suite of
risk-management measures and transaction structures has been
developed to ensure that both credit and cash-flow risks are
maintained at acceptable levels, based on the specific counterparties
involved. Further detail on working capital management can be
found in the Chief Financial Officer’s review on page 35.
People: Our people and workforce planning remain integral to the
continued success of our business. The risks reflect the importance
we place on experience, inclusivity, openness and collaboration. We
have successfully appointed a new Chief Financial Officer, ensuring
continuity and stability within the leadership team.
have resulted in more sophisticated and more frequent cyber-
attacks against IT infrastructure. Computacenter, along with other
companies of a similar size and profile that operate within our sector,
have been the target of cyber-attacks in recent years. To combat
this, we have continued to invest significantly in our defensive
systems, organisation and people, which has ensured, to date, that
these attacks have been identified and mitigated without any
material impact on our financial or operational performance. This
risk relates to our needs to update some of our core systems in the
coming years to allow us to manage our business more effectively,
provide enhanced support to our customers and to improve our
security, and is being mitigated though ongoing planning and
effective project management.
Financial: The current volatile macroeconomic situation continues
to be a cause for concern. A prolonged and severe economic
downturn affecting our core markets, driven by financial crises,
external shocks or declining business confidence, and compounded
by high interest rates and/or persistent inflation, could materially
weaken Company revenue and margins which would trigger a
material drop in gross profit as customers defer or scale back IT
programmes and intensify pricing pressure during renewals. These
macroeconomic factors could constrain the Company’s ability to
execute strategic priorities, sustain innovation, and maintain
competitiveness due to reduced strategic capital expenditure and
workforce rationalisation necessitated by cost reductions.
Furthermore, the speed of organisational growth in hyperscale and
neo-cloud customers and their increasing portfolio relevance for
Computacenter creates potential cash flow pressures and
heightened credit default exposures, further compounded by
broader sector liquidity tightening, which could drive material
fluctuations in Computacenter’s working capital balances compared
with historical patterns and norms, potentially leading to missed
cash generation expectations and diminished investor confidence,
reduced liquidity and operational flexibility, and increased reliance
on high-cost, short-term borrowing that erodes margins.
These economic headwinds and evolving business demands are
counterbalanced by well-established internal processes, such as
careful cost and working capital management and effective and
transparent forecasting and reporting. The main mitigating control
is to minimise fixed-cost growth, which includes actively moving
resources to nearshore and offshore locations and increasing the
levels of automation. Working capital discipline is managed through
Group risk heat map 2025
(showing risk net of mitigating actions)
Likelihood of risk occurring
Impact on businessLow High
Unlikely Likely
1. Strategic risks 3. Infrastructure risks
2. Contractual and
operational risks
4. Financial risks
5. People risks
4
1
3
5
2
During the year enhanced risk assessment criteria were established.
These criteria will be used to assess future changes to impact and
likelihood.
Computacenter plc Annual Report and Accounts 2025 45
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
1. Strategic risks
Expected Trajectory
1
Unchanged risk
Our strategic choices have built organisational resilience, in
terms of the markets we operate in, our technology areas,
service lines and customer sectors with well-managed
location strategy to support customers. This resilience serves
to reduce strategic risk to a stable level.
Appetite
We maintain a low-risk appetite for risks arising from market
changes and also regarding risks associated with our location
strategy. Our locations are categorised as offshore (India,
South Africa, Malaysia), nearshore (Mexico, Poland) and
onshore (UK, Germany, France and USA) and are selected
based on comprehensive data points. Our approach is
anchored in proactive market monitoring, agile decision-
making, and robust operational resilience, supported by
diversified locations and contingency planning.
Risk owners
• Group Development Director
• Managing Director Managed Services
1. Expected Trajectory indicates the expected outlook for the risk
exposure over the next 12 months, taking organisational controls
and mitigations into account.
Risks
cr
s
oe
Ineffective response to market change making us less relevant
to customers
cr
s
oe
Ineffective location strategy and resilience leading to inability to
support customers
Potential principal impacts
• Strategic stagnation/missed opportunity capitalisation
• Increased cost of transformation ‘catch-up’
• Customer attrition and churn/loss of market share
• Talent flight/employee churn
• Reputational damage and loss of investor confidence
• Channel disintermediation
• Stranded assets and impairments
• Higher operational cost-to-serve
Mitigation
• Maintain business resilience with targeted contribution
by geography, service line and technology area
• Well established HR and business partners
• Force majeure clauses
• Insurance
• Cost of living adjustments and Computacenter Terms
& Conditions
• Crisis and business continuity plans
• Geographical diversification and location strategy monitoring
covering political, economic, social, technological, legal and
environmental risks
Strategic KPIs
cr
Customer
relationships
Retain and maximise
the relationships with
our large corporate
and public sector
customers over the
long term
s
Services
growth
Delivering additional
value to customers
through Services
oe
Operating
efficiency
Increase the
adjusted operating
profit we retain as a
proportion of our
gross profit
Computacenter plc Annual Report and Accounts 202546
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
2. Contractual and operational risks
Expected Trajectory
Unchanged risk
Our governance framework, and contractual oversight with
strong relationships with vendors ensures that risk levels are
maintained within acceptable thresholds. This is especially
important when contracting for more complex customer
requirements. Our governance framework also advances
long-term strategic objectives through a proactive approach
to managing acquisition-related risks, while ensuring full
compliance with all applicable legal, regulatory, and
contractual obligations.
Appetite
We operate in a competitive marketplace where we routinely
compete for business alongside other market participants
with our characterised flexibility, a strong customer focus,
rapid execution, agility, and a devolved decision-making
structure. Our risk appetite in this context is moderate;
reflecting our desire to take sufficient risk to take advantage
of market opportunities, to evolve and compete effectively
and drive our overarching growth and customer acquisition
strategy. We have a low-risk appetite for any risks that are
likely to result in damage to long-term customer relations,
reputation or material financial losses.
We have no risk appetite for intentional breach of law or
regulation and a low-risk appetite for any activity that could
cause us to breach legal or regulatory obligations in any
jurisdiction in which we operate.
Risk owners
• Managing Director Managed Services
• Group Legal & Compliance Director
• Group Development Director
• Chief Commercial Officer
Risks
cr
s
oe
Inadequate Managed Services performance management leading
to financial loss and/or adverse reputational impacts
cr
Failure to comply with all applicable legal, regulatory, and
contractual obligations leading to fines, liabilities and/or damage
to reputation
cr
s
M&A strategy not effectively executed leading to failure to achieve
anticipated benefits
cr
oe
Vendor relationship breakdown leading to margin and/or
revenue reduction
Potential principal impacts
• Margin erosion, cost overruns and with potential adverse share
price impact
• Customer competitiveness
• Customer dissatisfaction leading to damage to wider client
relationship and missed revenue opportunities
• Litigation
• Early contract termination or failure to renew
• Damage to Computacenter reputation with reduced ability to
retain customers and/or win new business
• Reputational damage with customers, partners, and investors
impacting the perception of Computacenter
• Regulatory investigation or enforcement action, including
potential litigation, fines and/or penalties, loss of licence
Mitigation
• Governance processes relating to bids for business take-ons,
including risk-based decision-making assessments
• Experienced legal counsel
• Legal standards reflecting market and risk appetite
• Focus on service excellence underpinned by associated processes
such as the Deal Lifecycle Framework and Deal Assurance
• Board approval of significant bids in line with the Group’s Matters
Reserved for the Board and delegated authorities documents
• Early warning system and assurance over key bids and delivery
programmes
• Close working relationships with key vendors with standard terms
and conditions in partner agreements
• Balanced portfolio of strategic, growth and emerging vendors
across all solution areas
• Systematic tracking of performance vs expectations as part
of integration
• Insurance (legal defence costs, given broad cover exclusions)
• Compliance incident response and crisis/business continuity
management process
Strategic KPIs
cr
Customer
relationships
s
Services
growth
oe
Operating
efficiency
Computacenter plc Annual Report and Accounts 2025 47
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
3. Infrastructure risks
Risks
cr
s
oe
Cyber security incident leading to a significant data breach,
customer compromise, and/or loss of critical services
cr
s
oe
Serious IT system outage leading to material disruption to service
delivery
cr
s
oe
Failure to effectively replace our legacy systems leading to service
disruption, operational downtime, and/or inability to meet business
growth or transformation objectives
Potential principal impacts
• Operational disruption and service unavailability
• Reputational damage and customer dissatisfaction
• Financial loss and productivity decline
• Contract cancellations and loss of customers
• Regulatory penalties and other financial consequences
Mitigation
• Well-communicated Group-wide IT policies and standards
• Group-wide IT governance and controls
• Clear and coherent Group Information Services organisational
structure and accountabilities
• Regular review of governance and controls
• Board scrutiny of IT plans and improvement activities
• Critical processes operating on fit for purpose systems
• System architecture, design, build, test and implementation
principles, as well as appropriate investment levels
• Efficient and effective delivery of investment plans
• Ongoing work on cyber security maturity plans
• Business Continuity Plans (BCP) and Disaster Recovery (DR)
plans in place with exercises
• Ongoing and regular programme of penetration tests
• Specific inductions and training of our people
• Appropriate insurance coverage
Expected Trajectory
Unchanged risk
The external cyber security threat landscape continues to
evolve, and the level of risk is increasing. However this is
mitigated by our continued investment in our people,
organisation and systems. We continue to make good
progress on modernising our systems, rolling out the Group
operating model, strengthening our cyber security defences,
and improving our operational resiliency.
Appetite
We still maintain a very low appetite for risk relating to cyber
security and the availability of core and customer-facing
systems. This position reflects the critical importance of these
systems to our operations and the potential reputational
damage that could result from any disruption or breach,
particularly within our core markets. We are committed to
maintaining robust controls, continuous monitoring, and
proactive risk management to ensure the integrity, availability,
and resilience of our technology infrastructure.
Risk owners
• Chief Information Officer
Strategic KPIs
cr
Customer
relationships
s
Services
growth
oe
Operating
efficiency
Computacenter plc Annual Report and Accounts 202548
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
4. Financial risks
Risks
oe
Inability to manage working capital effectively leading
to a liquidity event
s
Demand and/or margin erosion driven by macroeconomic factors
Potential principal impacts
• The inability to manage working capital could lead to the use
of higher cost, emergency sources of finance
• Missed cash generation expectations negatively impacting
market perception and the published balance sheet which in
turn will impact our ability to secure credit and finance
• Financial impact through bad debts, obsolete inventory and/or
other working capital movements, and reduced margins
• Increased insolvency or credit risk in client base
• To the extent that we cannot recover cost inflation, there is
a risk that we will not meet earnings expectations, which could
impact our financial reputation with shareholders and reduce
the share price
• Inflation and prolonged recession could reduce demand for IT
projects and implementation and affect internal utilisation rates
of Professional Services employees
• Significant transactions could lead to high risk exposure and/or
cash flow challenges if not managed discretely
Mitigation
• Implementation of debt management best practice, after
centralising Europe-wide collection functions at the Budapest
Finance Shared Service Center
• Group Credit Assessment function using improved and
consistent data
• Annual scenario-based stress testing performed underpinning
our viability statement declaration
• Group standard contract terms, with departure only authorised by
senior Finance management
• Setting of cash and working capital targets monthly and detailed
monthly monitoring by Management, including the review of key
risk indicators
• Inventory management controls and monitoring including an
approved authorisation matrix for the purchase of inventory, with
more rigid controls when the inventory is purchased without a
back-to-back customer order
• Minimisation of fixed-cost growth
• Careful management of contract margins including inflation-
adjusted pricing mechanisms
• More active approach to moving resources offshore
• Development and implementation of a range of risk management
options that can be deployed to manage individual transactions of
scale. This ensures both credit risk and cash flow risk are
maintained to acceptable levels
Expected Trajectory
Unchanged risk
The challenge of an uncertain macroeconomic backdrop is
managed through a combination of disciplined cost
management, prudent working capital oversight, and
minimising fixed-cost growth, to deliver financial resilience
and operational flexibility, enabling the company to maintain
stability and pursue long-term objectives.
Appetite
We still maintain a low appetite for risk in relation to working
capital management, in recognition of the expectations of
shareholders, suppliers, and customers. Operating policies
and procedures are in place to monitor performance and
proactively address any emerging challenges.
With respect to macroeconomic risk, our objective is still to
minimise its impact on the business wherever possible. While
adverse economic conditions may present opportunities for
growth in our Managed Services offering — particularly as
customers seek cost efficiencies through outsourcing — this
is unlikely to offset the negative impact on demand for
Technology Sourcing and Professional Services in the event
of prolonged macroeconomic pressure.
Risk owners
• Chief Financial Officer
Strategic KPIs
cr
Customer
relationships
s
Services
growth
oe
Operating
efficiency
Computacenter plc Annual Report and Accounts 2025 49
Strategic Report Governance Financial Statements
Principal risks and uncertainties continued
5. People risks
Risks
cr
s
oe
Challenges and uncertainties in future workforce engagement and
planning as required to economically and effectively deliver services
cr
s
oe
Inadequate succession and management transition leading to an
extended period to appropriately fill key roles
Potential principal impacts
• Lack of adequate leadership and/or right skills
• Reduced leadership and high performance engagement/exit and
secondary talent departures
• Loss of institutional knowledge and capability
• Reputational damage including service delivery disruption and
customer dissatisfaction
• Contract cancellations and loss of customers
Mitigation
• Succession planning framework including for senior team members
• Crisis and temporary leadership continuity framework
• Knowledge and relationship management framework and tooling
• Regular remuneration benchmarking
• Incentive plans to aid retention
• Investment in management development programmes
• Group Talent Acquisition function in core countries, with a clear
strategy and focus on talent analytics
• Group leadership framework and development structure to
strengthen engagement with our leaders and potential leaders
• Regular employee surveys to understand and respond to
employee issues
• Group-wide inclusion and engagement efforts to ensure our
workforce is well supported to bring their best selves to work in
pursuit of customer service excellence, driving a culture of
belonging and success
• Consistent performance management processes
Expected Trajectory
Unchanged risk
The Company has successfully appointed a new Chief
Financial Officer, ensuring continuity and stability within the
leadership team. In addition, the Company continues to
prioritise talent management by actively recruiting,
developing, and retaining high-calibre employees,
particularly in critical roles. These efforts are supported by
robust succession planning processes designed to safeguard
leadership continuity and organisational resilience.
Appetite
Succession risk, particularly concerning critical executive
positions such as the Chief Executive Officer and Chief
Financial Officer, is acknowledged as a material risk that is
expected to crystallise over time.
Our risk appetite in this domain is shaped by the strategic
approach and processes implemented to identify and
cultivate future leadership talent. This includes proactive
succession planning and the development of a robust
leadership pipeline.
In parallel, our broader talent acquisition and retention
strategy is informed by comprehensive workforce planning,
location strategy, customer demand, evolving business
requirements, and prevailing trends within the talent market.
These factors collectively underpin our commitment to
maintaining a resilient and capable workforce that aligns with
the organisation’s long-term strategic objectives.
Risk owners
• Group Chief People Officer
Strategic KPIs
cr
Customer
relationships
s
Services
growth
oe
Operating
efficiency
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Principal risks and uncertainties continued
Sustainability
Our commitment to sustainable, long-term value creation
Long-term value creation
Our sustainability strategy addresses the issues
that matter most to our stakeholders and to the
long-term success of our business. It is structured
around three pillars – people, planet and solutions
– underpinned by clear and robust governance
that informs decision-making and performance
measurement.
Every pillar is sponsored by a member of the
Group Executive Management Team, ensuring
accountability, alignment, and visibility at the
highest level, and our sustainability strategy is
overseen by the ESG Committee, a subcommittee
of the Board.
Progress in 2025
We made meaningful progress across all areas of
our sustainability strategy during 2025. Our latest
Group employee survey reflected strong levels of
engagement and alignment with our purpose. We
expanded our volunteering days scheme, with
employees across multiple countries contributing
their time to community and environmental
initiatives. Our carbon calculation methodology
continued to mature, increasing the proportion
of activity-based data used to track and manage
our impact. We received continued recognition
from value chain partners, including HP’s
Amplify Impact 5-Star award and the Genesys
Sustainability Award, and we strengthened our
collaboration with customers to help them achieve
their own sustainability goals. We also advanced
against our circular services recovery target,
increasing the number of devices recovered
versus those we sold.
We align our sustainability strategy with globally
recognised standards that ensure transparency,
comparability and accountability in how we
manage and report our impact. As a signatory to
the UN Global Compact, we uphold its principles
on human rights, labour, environment and
anti-corruption. Our science-based targets,
validated by the Science Based Targets initiative
(SBTi), are supported by disclosures through the
Task Force on Climate-related Financial
Disclosures (TCFD) and the Carbon Disclosure
Project (CDP), reporting in accordance with the
UK’s Streamlined Energy and Carbon Reporting
(SECR) regulations. We align our activities with
the relevant UN Sustainable Development Goals
(SDGs) and our sustainability performance is
externally assessed through EcoVadis, which
independently benchmarks our progress and
practices against international ESG standards.
Outlook for 2026
We have begun the process of re-baselining
our science-based targets in 2026 to reflect
changes through acquisition and our enhanced
measurement approach. We will continue
improving the employee experience through our
ongoing systems transformation and through
responding to the feedback we received from
the Group Employee Survey. In parallel, we will
continue our investment in improved energy
efficiency. This includes new liquid-cooled
configuration labs within our Integration Centers,
which will support the next generation of AI and
large-scale infrastructure deployments, ensuring
we remain equipped to meet customers’ evolving
needs, sustainably.
Governance
Underpinning accountability, investment planning, compliance and reporting
Executive owner: Fraser Phillips, Group Legal & Compliance Director
Scan the QR code to view more:
www.computacenter.com/sustainability
People
Creating positive impact
for our people,
customers and
communities
Executive owner:
Sarah Long
Group Chief People
Officer
Planet
Taking a responsible
approach across our
operations
Executive owner:
Mo Siddiqi
Group Development
Director
Solutions
Helping our
customers with their
sustainability goals
Executive owner:
Mo Siddiqi
Group Development
Director
See page 52 See page 56 See page 59
Our purpose is helping our customers
change the world, and to support this we
build long-term trust with our customers,
our partners, our people, and our communities.
We focus on doing the right things well. By
being an efficient, well-governed, inclusive
business, we will deliver consistent results,
build resilience, operate sustainably, and
help our customers achieve their goals now
and in the future.
Our approach – winning together for our
people and our planet – underpins our
purpose and is part of how we work every
day. It is grounded in clear standards,
measured outcomes, and transparent
reporting, ensuring that our progress can
be trusted by all our stakeholders.
Energy from renewable sources
3.76m kWh
by our own solar farms
Tonnes of carbon avoided
198,533
through reuse of items, including
redeployment and remarketing
Sustainable engagement score
82%
Computacenter plc Annual Report and Accounts 2025 51
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Sustainability
People
Creating positive impact for our people, customers and communities
Talent acquisition
We attract and retain exceptional people who
share our values and ambitions and can help our
customers achieve their goals. Our recruitment
processes ensure a consistent, fair and inclusive
experience for all candidates, and our early
careers and apprenticeship programmes continue
to build a diverse pipeline of future talent.
In 2025, we received over 155,000 applications,
filling approximately 3,300 vacancies and
recruiting 2,550 external candidates. We further
developed our Early Careers programmes,
expanding student placements, internships,
apprenticeships and graduate opportunities
across seven countries with 301 new roles.
We continued to prioritise recruitment for
future-critical skills, particularly in AI and cyber
security, and we also advanced our Recruiting for
Success programme, with training rolled out to
managers across the Group.
In parallel, we designed and began implementing
enhancements to our onboarding tools, systems
and processes (see Organisational Effectiveness
on page 53).
Developing and engaging
Fostering engagement
Highly engaged people deliver better outcomes
for our customers. We foster engagement by
creating an exceptional employee experience,
built on recognition, feedback, and growth. Our
Bravo! recognition scheme enables our people to
celebrate each other’s contributions, aligning
appreciation with business goals and reinforcing
our shared values.
We also listen closely to our people. Regular
feedback channels help us understand what’s
working well and where we can improve. Insights
from these channels directly inform how we
evolve our ways of working, tools, and processes.
This includes our biennial global employee survey
that took place this year.
Stakeholder engagement – employees
See page 39
Our people are a competitive advantage.
Their skill, creativity and commitment
drive our performance and define how
customers experience Computacenter.
We invest in attracting, developing and
empowering talented people and
providing an environment where
people are supported to perform,
grow and belong.
We are proud of the strength and diversity of
our workforce, and of the shared purpose that
connects our people across countries and roles.
Our people strategy focuses on four pillars – talent
acquisition, engagement and developing skills
and knowledge, leadership, and organisational
effectiveness. The pillars are underpinned by an
inclusive employee experience and a strong
governance framework, which together enable
Computacenter to deliver for customers while
creating meaningful and fulfilling careers for
our people.
Milestones and progress
87%
inclusion score in our 2025
Group Employee Survey
IN PROGRESS
3,800+
volunteering hours
IN PROGRESS
82%
sustainable engagement score
91%
fully support our values
87%
inclusion score
81%
feel properly supported
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Sustainability continued
Our Core 5, Core 7 and Global Together
leadership toolkits and development programmes
combine to help our leaders be effective – driving
high engagement, consistent execution, and
better outcomes for our customers.
In 2025:
• Over 190 Core 5 assessments for development
and 530 for recruitment, promotion and
selection were completed.
• 60 ‘leaders of leaders’ undertook our Core 7
success profile to support them in their
personal development.
• Following a successful pilot, a further 11 leaders
participated in our Global Together programme,
helping them gain a deeper understanding of
leadership communication and influence in a
global setting.
Organisational effectiveness
Maintaining an effective organisation requires
workforce planning with a focus on the future skills
our business will need. We continue to evolve our
structure, systems, and policies to ensure we have
the right people in the right places, and that they
are equipped to meet our customers’ needs today
and, in the future – including in an AI-enabled
workplace.
We are investing in understanding how emerging
technologies will shape the next generation of
work, identifying the career pathways and
development opportunities that align with
technology change and business growth. This
includes building digital fluency, analytical
capability, responsible AI use, and leadership skills
that support and encourage innovation.
Our people policies underpin our effectiveness
approach by supporting flexibility, balance, and
belonging for our people.
In 2025, we designed and began implementing
the upgrade to our HR systems infrastructure. The
changes will improve our candidate and employee
experience at all stages of the employee lifecycle.
We also further developed our organisational
design and workforce planning, working closely
with leaders and teams from across the business.
Inclusion and belonging
Inclusion strengthens our culture, enhances
decision-making, and drives better business
performance. We are committed to creating an
environment where everyone feels they belong,
are respected, supported, and able to contribute
their full potential.
Equal opportunity is embedded across all aspects
of employment and working conditions – from
recruitment and development to reward and
progression – and is reinforced through our Group
Inclusion policy statement, Respect at work and
Anti-Harassment policies. We continue to focus
on fairness and balance across gender, ethnicity,
and other characteristics and will not tolerate
discrimination or harassment of any kind.
2025
Women Men
Board 3 7
Senior Managers 34 68
Other employees 5,878 14,227
Total 5,915 14,302
2024
Women Men
Board 3 5
Senior Managers 31 67
Other employees 5,657 14,311
Total 5,691 14,383
Learning and development
Continuous learning keeps us agile and innovative
for our customers and creates opportunities for
our people to grow, thrive and have fulfilling
careers. Our approaches ensures that everyone
has access to learning that builds confidence,
capability and mobility throughout their career.
We partner with a leading global specialist for our
training which enables us to leverage specialised
expertise in skill development. Tailored learning
programmes help our people grow in line with the
needs of our customers, our business and their
own personal development paths.
Our mentoring networks and leadership academies
also strengthened engagement, development,
and inclusion, pairing people across departments
and regions to share experience.
Leadership excellence
Our leaders are our role models, stewarding our
business responsibly and for the long term. Strong
leadership and a healthy culture make us resilient
and ready for change. We continue to build
leadership capability at every level through
programmes that promote authenticity, feedback
and inclusion.
Our leaders are accountable for embedding our
purpose and values and for maintaining open,
two-way dialogue. We expect them to set clear
direction, make confident decisions, and create an
environment where people can do their best work.
We invest in developing leadership capability at
every level through a combination of mentoring
and coaching, tailored development programmes,
and structured succession planning. These
programmes strengthen skills in communication,
performance management, and inclusive
leadership, while supporting career progression
and organisational resilience.
Our Employee Impact Groups (EIGs) and networks
give our people the opportunity to shape change
and drive progress within their local context.
Country-specific groups focus on priorities
such as ethnic diversity, gender, wellbeing, and
climate action.
We measure progress through regular
engagement and through inclusion metrics,
including gender pay-gap reporting.
Our 2025 outcomes include:
• An 87% inclusion score in our 2025 Group
Employee Survey;
• Continued education for managers with our
Inclusive Leadership Training across the Group,
which supports broad thinking in hiring
practices and increases understanding of
inclusion in the workplace; and
• A comprehensive programme of events and
‘Speak Freely’ sessions that supported our
people and raised awareness of their different
life experiences on subjects including
neurodiversity, pride, ethnicity and parents
and carers.
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Sustainability continued
Human rights and ethical conduct
Respect for human rights is integral to how we
operate.
Our human rights considerations fall into two
areas: protecting the rights of our employees and
ensuring that we are not complicit in human rights
abuses within our supply chain. To help us meet
our responsibilities, we have adopted the
principles of the leading international standards
and conventions on human rights across our
business dealings, in particular:
• the UN Global Compact (UNGC), which we
signed in 2007;
• the Universal Declaration of Human Rights;
• the UN Guiding Principles on Business and
Human Rights;
• the UN Conventions on Rights of the Child; and
• fundamental conventions of the International
Labour Organization.
The human rights of our employees are addressed
by our people policies and our understanding of
and compliance with local labour laws wherever
we do business.
Human rights in the supply chain are addressed
through our Supplier Code of Conduct, which
applies across our operations and supply chain,
and through our supplier management processes.
All suppliers undergo due-diligence screening
and must adhere to our labour and ethical
standards.
The Audit & Risk Committee reviews performance
annually, alongside whistleblowing and ethics
metrics. There were no breaches of human rights
in 2025.
Health and wellbeing
Wellbeing is integral to performance and
sustainable growth. We know that people who feel
healthy, supported, and valued deliver better
outcomes for our customers and our people.
Our global wellbeing programme promotes
mental, physical, financial and social health in line
with our wellbeing policy through a range of
resources – including Employee Assistance
services in every country, wellbeing hubs, and
trained mental health first aiders. We regularly
evolve our wellbeing offer to reflect local needs,
emerging risks, and employee feedback.
In 2025, our wellbeing performance was reflected
in our Group Employee Score of 81% for
supporting our people and promoting a healthy
work environment. This was supported by the
launch of Headspace, our new global wellbeing
offering designed to take a holistic approach
to mental health, including the mental health
impacts of physical, social and financial wellbeing.
We also raised awareness and strengthened
support for our people through Group-wide
celebrations of World Health Day and World
Mental Health Day.
Our Health and Safety Management system sets
out clear standards and accountabilities for all
employees and is supported by dedicated health
and safety management systems across our
operations. These help us to maintain safe
workplaces, prevent incidents, and support
recovery and reintegration when issues arise.
Our performance measures for health and safety
are the Accident Incident Rate (AIR), which is the
number of accidents per 1,000 employees, and
the Accident Frequency Rate (AFR), which is the
number of accidents per 100,000 working hours.
AIR
2025 2024
UK 1.39 0.95
Germany 1.67 2.65
France 2.81 2.67
AFR
2025 2024
UK 0.20 0.18
Germany 0.08 0.13
France 0.52 0.49
We are compliant with all relevant legislation, and
we monitor forthcoming legislation to assess its
relevance to us and our compliance.
Governance of these areas sits with the Chief
People Officer, with oversight from the Audit &
Risk Committee to ensure our policies and
programmes remain compliant, current, and
effective.
Community impact
Our strategy for our communities focuses on
delivering social value where we can make a
difference, so we enable our people to use their
passion to create positive and impactful change.
We focus our work on the following areas:
1. inspiring the next generation to follow careers in
STEM through educational outreach and
mentoring programmes with schools,
universities and charities;
2. encouraging volunteering to enable our people
to positively contribute to their communities
and drive forward our sustainability focus areas;
3. working with our technology vendors and the
wider industry to create positive impact in
topics that are important to our business, our
customers and our people; and
4. giving back, both locally and globally, by
working with charities that align to our wider
sustainability focus areas.
In 2025 we were proud to have implemented our
paid Volunteering Time Policy to the majority of
our countries following a successful pilot in North
America and the UK, with our people giving over
3,800 hours of time to charities and initiatives
within their communities.
See our social strategy here
www.computacenter.com/sustainability/people
Stakeholder engagement – communities
See page 42
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Sustainability continued
All people-related policies sit within
Computacenter’s People Policy Framework,
owned by the Group Chief People Officer and
approved by the Board or delegated Committees.
Each policy is:
• Reviewed on a defined annual or biennial basis
for compliance and effectiveness.
• Supported by mandatory training where
relevant.
• Monitored through defined KPIs or outcome
measurements (e.g. engagement, diversity,
wellbeing, safety).
• Subject to periodic Internal Audit review.
This ensures that inclusion, fairness, wellbeing and
anti-discrimination are consistently embedded
across every part of our people strategy – not as
separate initiatives, but as the way we work.
Our people can raise concerns in relation to these
policies through in-country grievance processes
or in accordance with the Group Speak Up
(whistleblowing) policy, using our independent
whistleblowing hotline (see page 73). Any
concerns raised are fully investigated, with
oversight from the Group Legal and Compliance
Director and the Group Chief People Officer.
In 2025, there were no material issues raised that
related to our people policies.
Policy governance
Our people-related policies translate our people strategy into consistent practice, defining the standards, behaviours and processes across our business.
These include:
Policy area Objective Oversight
Group Inclusion Policy Statement Sets a clear framework for our approach to
inclusion and equal opportunity across the Group.
Chair of the Board, Chief Executive Officer and
Group Chief People Officer.
Respect at Work and Anti-harassment Policies Ensure our people understand accepted
behaviours and provides information including
what to do if they feel they are experiencing
unwelcome behaviour or treatment, including
discrimination, harassment, sexual harassment
and victimisation.
Group Chief People Officer.
Recruitment, Policies Ensure that every hiring decision is transparent
and merit-based, and underpin how we hire,
promote and reward our people.
Group Chief People Officer, Nomination
Committee for workforce composition, trends,
and progress in line with objectives.
Talent management policies Ensure that everyone – regardless of role, level or
location – has access to learning that builds
confidence, capability and mobility throughout
their career.
Group Chief People Officer, Nomination
Committee for leadership succession.
Our Group Ethics and Code of Business Conduct Sets clear expectations for how we act, ensuring
decisions are guided by integrity, fairness, and
respect.
Group Legal and Compliance Director, Audit &
Risk Committee for leadership conduct and
culture.
Our hybrid working principles, family time
(including parental leave) and flexible working
policies
Enable people to manage work and life effectively. Group Chief People Officer.
Pay policies Ensure a meritocratic approach based on
performance; ensure fairness and transparency in
how contribution is recognised.
Group Chief People Officer, Remuneration
Committee for pay and reward.
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Sustainability continued
Planet
Taking a responsible approach across our operations
Focus areas
• Expanding renewable electricity
procurement across all major sites.
• Maximising on-site generation capacity
through solar installations.
• Reducing energy intensity by investing in
efficient infrastructure.
Priority initiatives
• Long-term renewable energy contracts in
core territories such as the UK, Germany,
and the US.
• Expansion of solar capacity across
Integration Centers.
• Energy-efficient fit-outs in new and
refurbished facilities.
Policies and outcomes in 2025
During 2025, we sourced 78% of our electricity
from renewables sources.
We also invested in liquid-cooled integration
capability within our UK Integration Center to
support the next generation of AI and
high-performance computing deployments.
These facilities will deliver improved thermal
efficiency and reduced energy demand for
large-scale customer builds.
Key metrics
Renewable electricity
See page 70
Electricity generated from our own solar
installations
See page 51
We continue to strengthen the
sustainability of our operations, focusing
on measurable reductions in emissions,
resource use, and waste across our
Group estate. Our approach is built
around accountability, investment, and
innovation, ensuring that environmental
progress supports the long-term
efficiency and resilience of our business.
Our Sustainable Operations Strategy defines the
pathway to achieve our Net Zero goals, supported
by steering through the Climate Change Committee
and oversight from the ESG Committee.
Governance in TCFD
See page 62
Environmental risks form part of the Group’s
overall internal control and assurance framework,
with outcomes reported annually to the Board.
The material environmental impacts within our
own operations are driven by how we source and
consume energy, manage business travel and
fleet activity, and operate our Integration Center
facilities. These impacts are addressed through
defined initiatives and monitored via key metrics
disclosed in our sustainability data tables.
Three operational workstreams
underpin this strategy:
• Energy and natural resources
• Travel and operations
• VAR supply chain
2022
Carbon neutral for Scope 1 and 2
ACHIEVED
2032
Near-term Scope 1, 2 and 3
1
reductions
IN PROGRESS
2040
Net Zero for Scope 1, 2 and 3
IN PROGRESS
Energy and natural resources
Energy usage
In 2025, the Group consumed 11.8m kWh
of Scope 1 energy, and 37.0m kWh of
Scope 2 energy. Of this, the UK business
consumed 3.5m kWh of Scope 1 energy,
and 15.2m kWh of Scope 2 energy.
In 2024, the Group consumed 9.3m kWh
of Scope 1 energy (United Kingdom
operations: 3.2m kWh), and 37.1m kWh of
Scope 2 energy (UK operations: 17.m kWh).
We benefit from electricity generation
from our solar panel installations in
Hatfield – UK, Kerpen – Germany,
Livermore – California, and Moordrecht
– the Netherlands.
In total we have the capacity to generate
over 4.4m kWh of our own electricity,
avoiding up to 2,324 tonnes of annual
CO
2
e.
In addition to generating our own
electricity, we source renewable energy
for our operations in multiple countries,
including across Europe and the US.
In total, we consumed 28.0m kWh of
renewable energy in 2025, of which
15.2m kWh was consumed in the UK.
Milestones and progress
1. Absolute Scope 3 emissions from purchased goods and services, capital goods, fuel and energy related activities,
upstream transportation and distribution, waste generated in operations, business travel, employee commuting
and upstream leased assets.
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Sustainability continued
Travel and operations VAR supply chain
Leased vehicles
We apply a financial control boundary
for GHG emissions reporting, meaning
leased vehicles are recognised as assets
under IFRS 16. While this may typically
place their emissions under Scope 1,
we do not have operational control over
vehicle maintenance or servicing. As a
result, and in line with GHG Protocol
guidance, we classify their emissions
under Scope 3 while acknowledging
their financial recognition on our
balance sheet.
Focus areas
• Understanding and managing supplier
sustainability risks and opportunities across
purchased goods, services and logistics.
• Collaborating with strategic vendor partners
to align credible Net Zero plans and targets.
• Improving visibility of upstream and
downstream emissions linked to our
sourcing and resale activity.
Priority initiatives
• Maintaining transparency of environmental
and social performance within supplier
onboarding and management processes.
• Working with key technology vendors on
emissions reduction pathways.
• Providing emissions transparency to
customers through product evaluation and
carbon footprint reporting, supporting
informed decision-making.
• Refining packaging and transport practices
to minimise waste and emissions.
• Leveraging our data pool for scenario analysis,
forecasting and decarbonisation planning.
Policies and outcomes in 2025
In 2025, we continued to develop our supplier
engagement on environmental performance
across our top 20 technology vendors, which
together provide the products that result in
more than 80% of our product-related
emissions. Our major strategic VAR partners
have validated Net Zero targets, and we
continue to support smaller suppliers in
building awareness and understanding so that
they can measure and reduce their impact in
alignment with value chain goals.
We have begun to deploy a new emissions
data solution to improve accuracy and
transparency, creating more consistent Scope
3 emissions calculations and reporting.
Key metrics
VAR strategic supply chain partners with an
SBTi-aligned Net Zero target
see page 70
Devices recovered through our circular
services division
see page 70
Focus areas
• Reducing emissions from business travel
and company vehicles.
• Transitioning our fleet to hybrid and electric
vehicles.
• Encouraging the use of collaboration
technologies to minimise travel.
Priority initiatives
• Fleet electrification across major regions,
supported by increased education and
awareness.
• Application of business travel carbon levy to
fund sustainability-related projects.
• Continued promotion of virtual collaboration
and hybrid working, and supporting
responsible business travel.
Policies and outcomes in 2025
Fleet electrification continued to expand, with
98% of UK company vehicles now hybrid or
fully electric.
Our operational improvements aim to reduce
cost, risk, and environmental impact while
supporting our customers’ own sustainability
objectives. As we mature our data quality and
collection processes, we are increasing the
proportion of activity-based measurement and
refining scope allocations to reflect best
practice and regulatory guidance, which also
helps to support our planning practices and
decision-making.
Key metrics
Fleet electrification
see page 70
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Sustainability continued
About our GHG emissions
The most material source of our emissions lies
within our value chain, primarily from the
manufacture of the goods and services we resell
and their use by customers. These emissions fall
largely outside our direct control, but we
recognise the importance of collaboration in
addressing them. We work closely with our
strategic vendor and customer partners to align
goals, share data, and coordinate initiatives that
drive efficiency and emissions reduction across
the full product lifecycle. This alignment ensures
that progress towards our own targets
complements, rather than duplicates, the work
of our value chain stakeholders.
We disclose our Scope 3 emissions annually
through the CDP.
In 2026, we will re-baseline our science-based
targets to reflect changes in our business footprint
and the evolution of our measurement
methodology. This process will also rebalance
emissions allocations between scopes to align
with current best practice and sector guidance.
Our near-term targets may be adjusted to 2030,
and our long-term Net Zero goal to 2050,
ensuring continued confidence, comparability,
and alignment with our value chain customers
and suppliers.
Environmental management
and performance
We operate a certified environmental
management system that supports compliance
with all applicable environmental laws, regulations,
and reporting requirements across our operations.
Oversight and due diligence are embedded
through defined governance processes, internal
audit, and external certification to ISO 14001.
Our environmental policy reflects our
commitments to the prevention of pollution,
efficient resource use, and continual improvement
in performance. Environmental compliance and
performance are reviewed annually, and the
Board, through the ESG Committee, oversees that
appropriate systems and controls are in place and
operating effectively.
Continuous improvement and next steps
Our operational and supply chain initiatives are
helping to improve efficiency, resilience, and
transparency across our Group operations. Over
the next two years we will:
• Complete the re-baselining of our emissions
to reflect business growth and updated
calculation methods.
• Further integrate supplier emissions data into
our reporting and procurement decisions.
• Expand activity-based measurement where
possible throughout our Sustainable
Operations Strategy.
• Continue to reduce waste and packaging
intensity across our integration operations.
• Increase collaboration with customers to
support shared sustainability goals.
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Sustainability continued
Solutions
Offering sustainable solutions for our customers
Remarketing – where a customer has finished
using a device, but it still has a use in another
market. We remove all data from the device prior
to resale, and the proceeds from the sale are
returned to the customer for reinvestment. We
remarketed over 579,000 items for our customers
in 2025.
Recycling – we recycle when a device no longer
has a useful life or resale value. When we recycle,
the device is broken down to extract materials that
can be reused, with the unusable materials then
being responsibly disposed. We recycled
approximately 310,000 items in 2025.
When we redeploy, remarket or recycle a device,
we avoid the environmental impact that would
have occurred in manufacturing a new one, which
enables us to calculate and report the carbon
avoidance for our customers. Recycling also
recovers constrained raw materials which can
be reused in the manufacturing process.
In 2023, we set ourselves a circular services
ambition: to recover a device for every device
we sell.
Recovery means redeployment, remarketing or
recycling through circular services. Devices
include PCs, monitors, printers, switches, routers
and servers. Device is a subcategory of items.
In 2025, we increased the number of recovered
devices by 17% to approximately 1,050,000.
Technology advisory
As one of the world’s largest VARs, we work
closely with our technology vendors to
understand their sustainability strategies and
help our customers to make informed decisions.
Selection of the most sustainable technology
products
We help customers understand the carbon
footprint and energy usage ratings for the
products they source through us and identify
other sustainability metrics that may help to
contribute to their specific goals. We also work
with customers to help quantify the carbon
footprint of their existing IT estate, enabling them
to understand and address the environmental
impact as part of future change initiatives.
Sustainable supply chain options
We are the VAR with what we believe to be the
best international capability in the world, and this
allows us to help both our customers and
technology vendors to leverage our Integration
Centers in different regions for local supply rather
than relying on export.
Creating sustainable outcomes relies
on collaboration throughout the value
chain, and our customers rely on our
technology and services’ expertise to
help them make choices that support
their own sustainability goals.
We categorise our sustainable solutions
into three main areas: circular services,
technology advisory and technology
lifecycle.
Circular services
In a traditional linear economy, goods are made,
used and then disposed of. The circular economy
means that we keep resources in use for as long as
possible, extract the maximum value from them
while they are in use and then recover and
regenerate products and materials at the end of
each service life.
We provide circular services to customers in
over 40 countries, helping them to recover their
out-of-use technology to redeploy, remarket, or
recycle it – extending its usable life where we can,
and disposing of it responsibly when it no longer
has a use.
Redeployment – we collect a customer’s device
that is no longer needed in its current setting and
redeploy it into the same customer, either in a
similar setting or to be used for a new purpose. We
redeployed approximately 90,000 items in 2025
through circular services.
Milestones and progress
>1m
devices recovered
IN PROGRESS
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Sustainability continued
Sustainable deployment
We offer a range of services to allow customers
to deploy technology with sustainability in mind.
These include our trolley and flight case services,
used to deploy technology at scale with packaging
removed and recycled prior to shipping. We are
also investing in liquid-cooled configuration labs
that improve thermal efficiency and reduce
energy demand for large-scale customer builds.
Our deployment services increase efficiency,
reduce local engineering effort, and provide
environmentally friendly waste disposal at scale.
Technology lifecycle
By combining our Service Lines (Technology
Sourcing, Professional Services and Managed
Services) with circular services, we are in a strong
position to help customers throughout the
technology lifecycle: inform, procure, deploy,
support and recover.
Ways of working for people
Technology creates new ways of working for
our customers. We provide workstyle analysis to
support the design of optimum solutions, which
include the use of our Tech Centers and secure
locker collection to minimise travel, logistics and
field force deployment. These approaches can
all contribute to a sustainable hybrid working
strategy and reduce the environmental impact
of IT service support.
Asset management
Using our SmartHub platform, we provide
customers with better data about their assets
including length of life, configuration and update
status. This information enables customers to
make more-informed choices about
redeployment and replacement, helping to
extend the usable life of assets.
Outlook
Over the coming year, we will continue to help
customers achieve greater efficiency, resilience,
and sustainability across their technology estates.
Our focus will be on expanding capabilities in data,
automation, and AI-driven services to meet growing
customer demand for secure, energy-efficient,
and high-performance technology environments.
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Sustainability continued
Task Force on Climate-Related Financial Disclosures
The following statement sets out
Computacenter’s approach to climate
change, including the risks and
opportunities, the potential impact
on our business, and the mitigations
and actions we have taken and will
take to respond. We have made
disclosures consistent with the TCFD’s
recommendations and recommended
disclosures.
TCFD Theme Recommended disclosures Alignment 2025 Improvement areas
Governance
Disclose the organisation’s
governance around climate-
related issues and
opportunities.
See page 62
A: Describe the Board’s oversight of climate-related
risks and opportunities.
B: Describe management’s role in assessing and
managing climate related risks and opportunities.
There is an opportunity to provide
greater detail about the processes
used by the Board and Board
Committees in considering
climate-related issues.
Timescale: 2026
Strategy
Disclose the actual and
potential impacts of
climate-related risks and
opportunities on the
organisation’s business,
strategy and financial
planning where such
information is material.
See page 64
A: Describe the climate-related risks and opportunities
the organisation has identified over the short,
medium and long term.
B: Describe the impact of climate-related risks and
opportunities on the organisation’s businesses,
strategy, and financial planning.
C: Describe the resilience of the organisation’s strategy,
taking into consideration different climate-related
scenarios, including a 2°C or lower scenario.
We currently focus financial
disclosure on principal risks only.
Further transparency of the financial
impact of all risks and opportunities
is under review.
Timescale: 2026–2028
Risk management
Disclose how the
organisation identifies,
assesses and manages
climate-related risks.
See page 69
A: Describe the organisation’s processes for identifying
and assessing climate-related risks.
B: Describe the organisation’s processes for managing
climate-related risks.
C: Describe how processes for identifying, assessing
and managing climate-related risks are integrated
into the organisation’s overall risk management.
We have taken a high-level approach
to climate change scenario analysis.
This could be refined to support
more detailed disclosures in future.
Timescale: 2026–2028
Metrics and targets
Disclose the metrics and
targets used to assess and
manage relevant climate-
related risks and
opportunities where such
information is material.
See page 69
A: Disclose the metrics used by the organisation to
assess climate-related risks and opportunities in line
with its strategy and risk management process.
B: Disclose Scope 1, Scope 2 and, if appropriate, Scope
3 GHG emissions, and the related risks.
C: Describe the targets used by the organisation to
manage climate-related risks and opportunities and
performance against targets.
There is an opportunity to clearly
articulate the amount or extent of
assets or business activities
impacted by transitional and physical
risks. We are working towards
disclosing our Scope 3 emissions
metrics.
Timescale: 2026–2028
We have included improvement areas in our
programme of ESG reporting readiness, which
is overseen by our Group Sustainability team.
We have also included further climate-related
disclosures in the Sustainability section on
page 56.
In preparing this statement, we have considered
the following documents:
(1) TCFD Final Report and TCFD Annex;
(2) TCFD Technical Supplement on the Use
of Scenario Analysis;
(3) TCFD Guidance on Risk Management
Integration and Disclosure;
(4) TCFD Guidance on Scenario Analysis for
Non-Financial Companies; and
(5) TCFD Guidance on Metrics, Targets and
Transition Plans.
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Task Force on Climate-Related Financial Disclosures
The Board’s role in assessing and managing
climate-related risks and opportunities
• Retains overall accountability for managing climate-related risks and
opportunities as part of the Group’s risk management framework.
• Delegates detailed oversight of environmental, social and governance
matters to the ESG Committee, supported by the Audit & Risk,
andRemuneration.
• Considers climate-related factors within strategic planning, investment
decisions and performance objective setting.
• Reviews material climate-related actions and metrics, and assesses
performance against established targets, including emissions
reduction goals.
• Receives regular updates from Management and the ESG Committee
on emerging risks, regulatory developments and progress against
sustainability objectives.
2025 activities – the Board and
ESG Committee
• Established the ESG Committee and defined its terms of reference
and reporting structure.
• Reviewed progress against sustainability and emissions reduction targets.
• Approved readiness plans for upcoming regulatory changes, including
CSRD and UK SDR preparation activities.
• Reviewed the integration of ESG metrics within the variable
remuneration framework.
• Reviewed the sustainability strategy, SBTi re-baselining thresholds,
and approach to carbon accounting.
Governance
The Board’s oversight of climate-
related risks and opportunities
The overall governance structure for climate-
related risks and opportunities is consistent with
Computacenter’s wider risk management
framework, with the Board retaining overall
accountability for managing risks and
opportunities across the business. In 2025, the
Board established an ESG Committee to
strengthen oversight of environmental, social and
governance matters. The ESG Committee provides
enhanced visibility of sustainability performance
and regulatory readiness, reporting to the Board
on progress and emerging priorities biannually.
The Board
ManagementESG Committee
Relevant experience
Two of our Independent Non-Executive Directors
have current or prior experience of chairing and
participating in ESG and sustainability
committees, as well as direct involvement in
climate-related risk management oversight within
other sectors. This experience supports the
Board’s capability to oversee Computacenter’s
ESG and climate-related strategy and strengthens
the governance of sustainability across the Group.
Reports quarterly
Reports quarterly
Group Risk
Committee
Climate Change
Committee
Reports quarterly
Annual ESG risk and
opportunity review
Reports twice per year
Reports twice per year
Audit & Risk
Committee
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Management’s role in assessing and managing climate-related risks and opportunities
The Board delegates specific climate-related matters to our Management and subcommittees:
Audit & Risk Committee
• Considers climate-related issues
in business plans, and material
programmes of work.
• Provides data to support climate-
related metric measurements.
• Oversees the implementation of
climate-related actions and policies.
• Discusses material climate-related
actions and policies with the ESG
Committee.
2025 activities
• Reviewed the impact of principal risks
and uncertainties, including
climate-related risks where relevant,
on the Group’s financial forecasts.
Management
• Assesses climate-related risks, both
physical and transition, that could
impact operations, financial
performance or reputation.
• Monitors regulatory developments and
ratifies alignment planning activities.
• Collaborates with subcommittees to
ensure coordinated management of
climate-related issues.
2025 activities
• Reviewed climate-related risks and
alignment with the enterprise risk
management framework.
• Considered stakeholder sentiment and
emerging expectations on climate
performance and disclosure.
• Reviewed progress against the
Sustainable Operations Strategy and
Net Zero roadmap.
• Discussed carbon reporting,
underlying methodologies and data
quality improvement initiatives.
• Reviewed the operation of the internal
carbon travel levy scheme.
Climate Change Committee
• Operates under the oversight of the
ESG Committee.
• Monitors climate-related regulation and
assesses the impact on Computacenter.
• Reviews climate-related risks and
opportunities.
• Develops risk management strategies
to manage, mitigate, accept or defer
climate-related risks, including making
recommendations to the ESG
Committee for investment.
• Establishes and reviews climate-related
targets, metrics, actions and policies.
• Communicates climate-related
initiatives and achievements to the
Sustainability Communications function.
2025 activities
• Conducted reviews of climate-related
regulations, including reporting standards
such as CSRD and the EU Taxonomy.
• Reviewed climate-related risks and
opportunities by analysing industry
trends, peer activities and market shifts.
• Communicated to Sustainability
Champions to share updates on key
climate-related initiatives, including
progress on emissions calculation
and reduction.
• Reviewed the Sustainable Operations
Strategy including emissions
calculation methodology changes.
The Climate Change Committee
The Group Development Director chairs the
Climate Change Committee, which includes the
Head of Facilities, the Managing Director Circular
Services, the Head of Insurance, as well as
representatives from Group Service Lines, Human
Resources and the Group Sustainability Team.
Regional representatives attend as required.
Each representative is responsible for considering
climate-related risks, opportunities and impacts
with respect to their divisional strategy and
objectives, and for providing associated metrics
to support decision-making and measure
progress. The Climate Change Committee
members are also responsible for ensuring
policies and action plans are cascaded to relevant
business stakeholders.
Sustainability Champions
We have established a network of Sustainability
Champions in each of our key countries. They
help to communicate and advocate for our
sustainability strategy, identify risks and
opportunities, and embed climate-related
matters into local activities.
We have also established a Group Sustainability
Team, led by our Group Development Director,
which focuses primarily on driving our Sustainable
Operations Strategy, which underpins our climate-
related activity and Net Zero transition plan. The
Group Sustainability Team also supports other
departments to develop their strategies in line
with our sustainability objectives, and to measure
and report on key performance indicators.
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Climate-related risks and opportunities
over the short, medium and long term
We recognise the potential impacts on our
business, including those associated with the
transition to a low-carbon economy and the
physical effects of climate change. We have
identified a variety of risks and opportunities that
fall across the short, medium and long term.
In 2024, we updated our time horizons to reflect
those set out in the European Sustainability
Reporting Standards.
Short term 0–1 years
Medium term 1–5 years
Long term 5+ years
These time horizons also align with our strategic
planning approach.
We use our risk management and control
framework for assessing and identifying all
principal risks, including climate-related risks. The
Group Sustainability Team performs its own risk
and opportunity assessment, which is fed into the
Group Operating Business Risk Assessment
process (GOBRA) alongside risks from managers
across the business.
Risk framework
See page 43
Climate scenarios
See page 68
We used the TCFD risk framework to consider
the potential regulatory, market, physical and
reputational risks, and product and service
opportunities. Our risk and opportunity scoring
framework ensures each risk or opportunity is
objectively scored on the basis of financial
materiality (rating 1–6, with 6 being the threshold
for a principal risk) and likelihood (also rating 1–6,
with 1 being remote and 6 being expected).
The scoring uses financial scenarios rather than
forecasts and we estimate impacts without
accounting for any risk management or adaptation
actions that we might take.
We review and assess risks on an ongoing basis
and formally once per year. Our risk management
framework details the controls we have in place
for principal risks, including who is responsible for
managing both the overall risk and the individual
controls mitigating it. There are currently no
climate-related risks that are principal risks.
Links to our strategy
Focus on our target market customers
Build Service Line scale and
competitive advantage
Empower our people
Climate-related levies
Strategy
Climate change is a global threat and a challenge
shared by all. We have therefore committed to
becoming Net Zero by 2040, with our 1.5°C
aligned near-term, long-term and Net Zero
targets validated by the Science Based Targets
initiative (SBTi) in June 2023.
Managing climate-related risks and opportunities
underpins our commitments and helps to ensure
that we deliver on our promises and our strategy.
More information about our Net Zero
commitments can be found in the
metrics and targets section.
See page 69
Policy and Legal
Time horizon (years)
5+
Climate scenarios
Likelihood Impact
Below 2°C
4
4
4°C
3
4
Risk
We may face an increased cost of climate-
related levies, or increased pricing of
greenhouse gas (GHG) emissions.
Service line or location impact
This risk will have a broad-reaching impact
across the entire business.
Mitigation
We monitor climate-related levies and
resource pricing through our Climate
Change Committee. We have invested in
our own energy generation solutions at key
Integration Center locations.
Link to our strategy
Transitional risk:
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Increased and inconsistent
regulatory burden
Increased and inconsistent
stakeholder expectations
Increased cost of energy Extreme weather conditions and
their effect on our supply chain
Policy and Legal MarketReputational
Time horizon (years)
5+
5+ 1-5 5+
Climate scenarios
Likelihood Impact
Below 2°C
3
5
4°C
2
5
Likelihood Impact
Below 2°C
2
5
4°C
2
5
Likelihood Impact
Below 2°C
5
3
4°C
4 2
Likelihood Impact
Below 2°C
2
4
4°C
3
5
Risk
Operating in an increasingly burdensome
regulatory environment, Computacenter
faces an increased ESG regulatory burden,
which can lead to higher compliance costs
and resource allocation, and the risk of legal
penalties and reputational damage if
requirements are not met.
Stakeholder expectation are driven by
regional and market pressures. Operating
on an international basis potentially exposes
us to conflicting stakeholder pressures,
which could lead to us being unable to meet
our obligations effectively.
National climate adaptation measures may
lead to increases in the cost of power,
particularly green energy from renewable
sources.
Extreme weather conditions – for example
flooding – have the potential to disrupt
value chain activities such as technology
manufacturing and logistics, raw material
mining, and third-party data centers. This
would lead to service disruptions, delays in
product procurement, and financial losses.
Service line or location impact
This risk will impact the entire business. This impact will chiefly affect our sales
countries.
This risk will impact the entire business. This risk will chiefly impact our Technology
Sourcing Service Line.
Mitigation
We perform horizon scanning to monitor
evolving and emerging regulation in the
countries in which we operate, with
regulatory obligations being managed
centrally to maximise efficiency. Expert
third parties support and assure our
approach.
We are active in our partner and customer
communities, working closely to
understand stakeholder demands and local,
regional and industry pressures that drive
ESG expectations. This is fed into the Group
Sustainability Team to drive continued
evolution of our sustainability strategy and
alignment to stakeholder goals.
We have an established programme of
investment in our own solar power generation
capabilities, which helps to mitigate the risk
of rising or fluctuating electricity pricing,
in addition to actively reviewing our
consumption across our estate.
We create scale through building
partnerships with the world’s leading
technology vendors. Our vendor-agnostic
approach helps customers source from
multiple suppliers, creating supply chain
resilience. Services such as bill and hold
enable us to help customers manage
long-term programmes.
Link to our strategy
Transitional risk: Physical risk:
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Physical risk:
Extreme weather conditions and
their effect on our operations
Higher temperatures and their
effect on our people
Higher temperatures and their
effect on critical infrastructure
Water scarcity and its effect on our
supply chain
Time horizon (years)
1-5
5+ 5+ 1-5
Climate scenarios
Likelihood Impact
Below 2°C
3
2
4°C
4
2
Likelihood Impact
Below 2°C
2
2
4°C
3
3
Likelihood Impact
Below 2°C
3
2
4°C
4
2
Likelihood Impact
Below 2°C
2
5
4°C
3
5
Risk
Isolated extreme weather events may
cause business disruptions such as travel
restrictions, potential losses, and
operational downtime.
Higher temperatures may lead to greater
heat-related illness among employees,
leading to greater management effort,
increased focus on wellbeing initiatives, and
potential service degradation.
Higher summer temperatures and rapid
changes in temperature and humidity may
cause challenges for data center cooling,
which could disrupt key business and
customer services.
In some water-stressed regions where
semiconductors are produced, droughts
can disrupt manufacturing, leading to
supply chain issues for us. This can result
in financial losses due to an inability to
meet demand.
Service line or location impact
This risk will impact the entire business. Offshore locations such as India, South
Africa, Mexico and Malaysia are most likely
to be affected.
This risk will chiefly impact our data centers
in Germany and North America.
This risk will chiefly impact our Technology
Sourcing Service Line.
Mitigation
We have established a strong remote-
working capability, with a blended service
delivery model that enables us to deliver
consistent services from onshore,
nearshore and offshore Service Centers.
This is underpinned by robust and
consistent scale infrastructure.
Our blended service delivery model
enables us to deliver consistent services
from onshore, nearshore and offshore
Service Centers. Our people strategy and
focus on wellbeing will provide mitigating
training and support for affected personnel.
Our investment approach to leveraging
cloud-based solutions from leading global
suppliers will mitigate our reliance on
high-risk facilities and locations.
We create scale through building
partnerships with the world’s leading
technology vendors. Our vendor-agnostic
approach enables us to source from
different suppliers, helping to mitigate the
supply risk. Services such as bill and hold
enable us to hold stock for customers.
Link to our strategy
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Increased demand for sustainable services, particularly circular services
Physical risk: Opportunity:
Insurance costs for natural
disasters
Wildfire and flooding
Time horizon (years)
5+
5+
Climate scenarios
Likelihood Impact
Below 2°C
2
2
4°C
3
3
Likelihood Impact
Below 2°C
3
4
4°C
4
5
Risk
Increased prevalence of climate-related
natural disasters may lead to increased
insurance costs.
The physical risks of climate change, such
as wildfires and flooding in offshore sites,
can damage our facilities and cause supply
chain disruptions, potential losses, and
operational downtime.
Service line or location impact
Offshore locations such as India, South
Africa, Mexico and Malaysia are most likely
to be affected.
This risk will chiefly impact our locations in
Germany, the UK, North America and India.
Mitigation
Our location strategy will continue to
consider the environmental risks associated
with our premises.
Our location strategy considers ESG risk to
minimise disruption at a local level. This is
supported by our blended delivery model,
which facilitates the transfer of services
between locations with minimised impact
to our business and customers.
Link to our strategy
Time horizon (years)
5+
Climate scenarios
Likelihood Impact
Below 2°C
3
5
4°C
3
6
Opportunity
We have an established circular services
capability which is a focus of investment and
expansion. This service enables customers to
achieve their sustainability ambitions.
This is underpinned by our ability to supply
technology products locally in multiple regions
(the UK, EU, North America and APAC) which
helps large international customers to reduce
shipment costs and the associated carbon
footprint. This international coverage will also
increase our resilience and help us provide
greater value chain resilience to our customers.
Our existing strength as one of the world’s
most international and Services-led VARs give
us the opportunity to establish a leadership
position in helping both customers and
technology vendors to achieve their
sustainability goals.
Service line or location impact
This opportunity will impact all three of our
Service Lines.
Actions
We have established an ambitious circular
services target, which is supported by our
expansion of capabilities across our Group
delivery locations.
Our investments in Technology Sourcing
infrastructure, including the deployment and
integration of platforms globally, enables us to
provide consistent services across all of our
Integration Centers, working with leading
technology vendors across all aspects of
technology infrastructure.
Link to our strategy
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Climate-related scenarios and strategy
resilience
We have undertaken high-level scenario analysis
to help us understand the implications of possible
climate pathways for our business and strategy
resilience. We are reviewing our scenario analysis
approach as part of our broader ESG disclosure
readiness activities, with plans to improve
our approach.
Using information taken from the UN’s
Intergovernmental Panel on Climate Change
(IPCC), we have considered the potential impacts
of climate change on our business if average
global temperatures were to rise by up to 2°C and
4°C above pre-industrial levels by 2100. We
considered the impact on short-, medium- and
long-term bases, and assessed our risks and
opportunities in the context of these scenarios.
The scenarios we have chosen reflect the TCFD
requirement for a 2°C or lower scenario and a
higher carbon scenario. They indicate that
transition risks, and physical risks in
particularbecome more material in a higher
carbon scenario.
Transition risk – legal and policy, and
reputation risk
Particularly in a scenario where we move towards
a low-carbon economy, we face increasing
compliance requirements as well as pressure from
business stakeholders and market initiatives
related to sustainability reporting. As reporting
requirements expand and customer demand
increases, we could face increased costs to meet
the range of expectations in the markets in which
we operate. Failure to comply with the broad
range of disclosure obligations could carry
financial penalties or harm our reputation.
We undertake horizon scanning to understand
the regulatory landscape in the countries in which
we operate and use a centralised approach to
compliance to realise the synergies between
requirements. We also work within our value chain
communities and with our customers to
understand demands and pressures, anticipate
future needs, and align transition plans both up
and downstream.
Physical risk – acute and chronic risk to
our supply chain and operations
Significant changes in weather patterns in the
medium to long term, both acute and chronic,
could result in interruptions to our technology
vendors’ ability to manufacture and distribute on
a timely basis, and could cause damage to our
service delivery locations, including our Service
Centers, Integration Centers and data centers,
affecting our ability to run an uninterrupted
service for our customers.
Most of our technology vendors are substantial
international businesses with the size, resilience,
technological capability, and investment capacity
to mitigate the future risk of climate-related
damage to their manufacturing and distribution
process. We work with multiple technology
vendors, which mitigates against one
organisation, area or region being impacted
by extreme weather.
We carry out a physical assessment of our service
delivery locations across the globe as part of our
insurance risk assessment process and retain the
services of one of the foremost global engineering
and risk-based insurers. We have business
contingency planning, so we can move our service
delivery to alternative locations with minimal
impact to service levels. None of our service
delivery locations are at material risk of flooding
from rivers or sea level rises, from wind or from
wildfires. Like many organisations, we have
reduced our reliance on physical offices, a model
proven successful during the Covid-19 pandemic.
Impact of climate-related risks
and opportunities on strategy and
financial planning
Any physical or transitional climate-related risk
which disturbs the equilibrium of our value chain
could impact the execution of our strategy, our
levels of customer service and satisfaction, and
ultimately our financial performance. While we do
not recognise climate change as a principal risk to
the business, we do recognise that sustainability is
important throughout the value chain and critical
to our strategy and in our planning (also see
section 172 statement on page 74).
• Products and services: our integrated portfolio
is leveraged by customers to help them to
achieve their goals. We invest in developing
service outcomes that align with the key market
trends including sustainability, such as scaling
our circular services capabilities to help
customers realise the environmental benefits of
reuse and recycling. Our portfolio development
activity considers sustainability as an input to
the financial planning stage.
• Supply chain: our strategic partner planning
includes alignment of Net Zero transition plan
activities and other sustainable operations
goals. Our supplier due diligence and supplier
management processes consider
environmental impact.
• Operations and location strategy: we build
scale and resilience in our infrastructure,
helping address the needs of our customers
both locally and globally. We consider climate-
related risk and opportunity as part of our
operational investment planning, driving
infrastructure investments including our
ongoing programme of solar array installations,
facilities upgrades and location planning.
We have a Sustainable Operations Strategy to
drive our transition to a low-carbon economy,
setting out the activities we will undertake to
reduce GHG emissions in our operations and
value chain to achieve our Net Zero targets
(see page 64).
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Risk management
Processes for identifying and assessing
climate- related risks
Our risk framework
See page 43
The process for identifying and assessing
climate-related risks follows our GOBRA process,
supplemented by activities undertaken by our
Group Sustainability team and validated by the
Climate Change Committee. As with all other
risks, risks are identified from a top-down and
bottom-up basis from management and
business unit risk owners, along with subject
matter experts.
In 2024, we undertook a Group Double Materiality
Assessment (DMA), which identified impacts,
risks and opportunities relating to climate change,
alongside other sustainability topics. This work
also formed part of our preparation for
compliance with existing and emerging disclosure
obligations including the Corporate Sustainability
Reporting Directive (CSRD) and adoption of the
International Sustainability Standards Board’s
(ISSB) International Financial Reporting Standards
(IFRS) Sustainability Disclosure Standards in the
UK. A review of the DMA for the 2025 reporting
period has been completed.
As part of the assessment, stakeholder
engagement from across the value chain –
including our own subject matter experts, supply
chain representatives, employee and community
representatives, customers and investors –
helped to identify key topics and risks. We used
a comprehensive scoring framework to assess
those risks and determine those that are material
to both us and our stakeholders. We determined
our materiality thresholds and used them
consistently to establish a holistic view of our
risk and opportunity landscape.
Our double materiality assessment used
our existing risk classification assessment,
and the inputs and outputs are aligned to the
GOBRA process.
Processes for managing climate-related risks as
part of our overall risk management approach
The process for climate-related risks is the same
as the process for managing other business risks,
forming part of the Group risk management
programme that has been developed and is
monitored by the Group Risk Committee.
The Climate Change Committee is responsible
for setting the risk management strategy for
climate-related risks, and the risks are managed
by the team relevant to where the risk resides. For
example, climate risks in relation to facilities are
owned by the Group Facilities function and
managed by the local Facilities Manager. These
teams are supported where required by the
Group Sustainability Team.
We have integrated the processes for identifying,
assessing and managing climate-related risks into
our overall risk management process by:
• using the Group risk framework and taxonomy
for identifying, recording and assessing risks;
• setting risk management strategies at the
Climate Change Committee to ensure
alignment to targets and commitments;
• managing risks in accordance with the Group
risk management programme; and
• reviewing and reporting climate-related
risks annually.
Metrics and targets
Metrics used to assess climate-related risks
and opportunities
In establishing the metrics, we have considered
the TCFD guidance on Metrics, Targets and Action
Plans. We have also considered the SASB’s
industry-specific metrics for the Software and IT
Services industry.
We use several operational metrics to inform our
climate risk strategy and measure our progress.
Our Net Zero journey is the primary indicator for
determining how effectively we are responding to
all of the climate-related risks and opportunities
outlined above. See operational metrics on
page 70.
Remuneration
For the year ended 31 December 2025, the
discretionary bonuses of the Chief Executive
Officer and the Group Development Director were
linked to climate-related change management
and communication.
Capital deployment
We do not have targets in relation to capital
deployment, but we continue to make expenditure
necessary to meet our commitments in terms of
climate change:
• During the period 2018–2023, we invested £2m
in solar panels, and we now have solar
installations at Integration Centers in the United
Kingdom, Germany, the Netherlands and the
United States to support the reduction of Scope
2 emissions and help to mitigate the transition
risk relating to rising energy costs.
• In 2025, we purchased renewable electricity at
an incremental cost of £220,000, resulting in
corresponding emissions reductions of 11,875
tCO
2
e. In 2024, the incremental cost for green
energy was circa £200,000, with corresponding
emissions reductions of over 13,671 tCO
2
e.
Targets used to manage climate-related
risks and opportunities, and performance
against targets
Net Zero targets
Computacenter became Carbon Neutral for
Scope 1 and Scope 2 emissions in 2022.
We have established near-term, long-term and
Net Zero targets.
Our SBTi-approved targets are:
• Near-term targets – we have committed to
reduce absolute Scope 1 and 2 GHG emissions
by 82.1% by 2032 from a 2019 base year, and to
reduce absolute Scope 3 GHG emissions from
purchased goods and services, capital goods,
fuel and energy related activities, upstream
transportation and distribution, waste
generated in operations, business travel,
employee commuting and upstream leased
assets by 50.4% by 2032 from a 2021 base year.
• Long-term targets – we have committed to
reduce absolute Scope 1 and 2 GHG emissions
by 90% by 2040 from a 2019 base year, and to
reduce absolute Scope 3 GHG emissions by
90% by 2040 from a 2021 base year.
• Overall Net Zero target – we have committed
to reach Net Zero GHG emissions across the
value chain by 2040.
These targets were approved by SBTi in June 2023.
Computacenter plc Annual Report and Accounts 2025 69
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The SBTi requires that science-based targets be
recalculated to reflect material changes in climate
science and business context, to ensure their
continued relevance. The SBTi stipulates that
targets shall be reviewed and, if necessary,
recalculated and revalidated at least every five
years. Our emissions recalculation process
documents how and when we will restate or
recalculate our data and targets, and this is
overseen by our Climate Change Committee and
ESG Committee. We review our GHG inventory
on an annual basis.
We define a significant change as one that has
driven a cumulative increase or decrease in
emissions in a particular Scope of greater than
5.0% of previously reported numbers. Where we
perform a restatement or recalculation, we will
clearly describe it in our annual reporting.
This year, we have commenced re-baselining
activities to recalculate our science-based
targets, to reflecting changes arising through
acquisition, and our maturing calculation
methodology.
Our commitment to the SBTi, along with other
disclosures such as the Carbon Disclosure Project
(CDP), reflect our investment in robust processes,
procedures and controls to support climate-
related reporting.
Definitions
Carbon neutral: means no net release of GHG
emissions to the atmosphere, achieved first
through continual emissions reduction, followed
by offsetting through GHG offsetting (applies to
Scopes 1 and 2).
Net Zero: achieved through deep decarbonisation
(at least 90% reduction from the baseline) of the
value chain and own operations, followed by
neutralisation of residual GHG emissions through
permanent removal and storage.
Scope 1 includes combustion of fuel and
refrigerants loss. Scope 2 is reported using the
market-based methodology and includes
electricity, heat, steam and cooling purchased for
our own use.
The Group’s UK operations accounted for (i) 26%
of the Group’s Scope 1 carbon emissions (580
tonnes), and 2.6% of the Group’s Scope 2 carbon
emissions (50 tonnes). In 2024, the Group’s UK
operations accounted for (i) 38% of the Group’s
Scope 1 carbon emissions (732 tonnes), and 3.0%
of the Group’s Scope 2 carbon emissions (73
tonnes). See page 56 for kWh usage information.
The profile of energy consumption during the year
resulted in higher Scope 1 emissions and a
reduction in Scope 2 emissions. The changes
reflect the opening of a new facility in India,
improved metering at certain energy-intensive
sites (which increased reported consumption
compared with prior landlord estimates), a
one-off refrigerant loss at our Gonesse site, and
reduced electricity use in our UK data center as
operations scaled down. Renewable electricity
procurement in India partially offset the impact.
The Group’s chosen intensity measurements
for Scope 1 and Scope 2 emissions as reported
above are:
• 0.37 metric tonnes per £m of gross invoiced
income (2024: 0.47 metric tonnes).
• 0.21 metric tonnes per Group employee (2024:
0.23 metric tonnes).
Operational metrics
Related transition risks
and opportunities 2022 2023 2024 2025
Renewable electricity
As a % of total electricity consumed
Policy and Legal
>78% >75% 80% 78%
Electricity generated from our own solar installations
kWh per annum
Market
>3m >2.5m >3.4m 3.76m
VAR strategic supply chain partners with an SBTi-aligned Net Zero target
As a % of all strategic supply chain partners
Reputation
– – 43% 43%
Fleet electrification
% of UK non-ICE vehicles
Policy and Legal
64% 78% 96% 98%
Devices recovered through our circular services division
Total devices as described on page 59
Products and Services
– 775,000 895,000 1,050,000
Computacenter plc Annual Report and Accounts 202570
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Methodology
This activity has been conducted as part of our UK
EMS ISO 14001:2015 standard (EMS 71255). We
have used the main requirements of the GHG
Protocol Corporate Accounting and Reporting
Standard (revised edition). International emission
factors used are from the organisation ‘Carbon
Footprint’. We source country-specific emission
factors to reflect the variability in GHG-intensity
of the local electricity grid. External consultants
assisted with the implementation of our
methodology which we continue to further refine
and develop internally, to include the full
requirements to collate the additional emissions,
such as refrigerants.
We have reported on all the emission sources
required under the Companies Act 2006
(Strategic Report and Directors’ Report)
Regulations 2013. Group properties included in
this report are all current locations in the United
Kingdom, Germany, France, Belgium, Spain, South
Africa, the United States, Canada, Switzerland,
Malaysia, Japan, Hungary, Mexico, India, Poland,
the Netherlands and Romania.
Limitations to data collection
While the majority of our emissions calculations
are based on actual consumption data, a small
proportion requires estimation due to practical
constraints. Specifically, approximately 5% of our
reported emissions are calculated using industry-
standard methodologies based on square
footage, ensuring a reasonable and consistent
approach where direct data is unavailable.
Additionally, approximately 21.4% has been
estimated using prior-year billing data, adjusted
where appropriate to reflect operational changes,
as the latest invoices were not yet available at the
time of reporting.
Scope 3 includes 1 (purchased goods and
services), 2 (capital goods), 3 (fuel and energy
related activities), 4 (upstream transportation and
distribution), 5 (waste generated in operations), 6
(business travel), 7 (employee commute), 8
(upstream leased assets), 9 (downstream
transportation and distribution), 11 (use of sold
products), 12 (end-of-life treatment of sold
products) and 13 (downstream leased assets). Our
VAR supply chain accounts for 99% of our Scope 3
emissions, which means that we are reliant on the
transition plans of our supply chain partners and
the buying behaviours of our customers to
achieve our Net Zero goals, creating uncertainty.
To mitigate this, we work closely up and down the
value chain to drive alignment in our transition
planning, target setting and reporting transparency.
We measure the number of strategic suppliers
that have Net Zero plans, and track their progress
on an ongoing basis.
We disclose our Scope 3 emissions annually via
the CDP.
Computacenter has chosen to use the financial
boundary in our sustainability reporting to
maintain consistency with our financial reporting.
As we continue to align with emerging regulatory
frameworks and best practices, we may consider
moving to an operational boundary approach to
provide a more comprehensive ESG impact
measurement.
These estimates are derived from recognised
best practices and will be updated with actual
data once available. We remain committed to
improving data completeness and continuously
refining our approach to emissions reporting.
Internal carbon pricing
We introduced an internal carbon levy in 2021,
which applies a flat fee of £10/€12/$14 to every
flight or hotel booking in the United Kingdom,
France, Germany, Spain, Belgium, and the
United States.
The levy encourages employees to consider the
environmental impact of their business travel.
Where applied, it generates funds that we use
in our sustainability-related initiatives, and to
support the offsetting schemes we use to
augment our emissions reductions efforts.
The total levy fund created during 2025 was
approximately £536,000.
Carbon offsets
While our primary focus is on reducing the carbon
emissions associated with our operations and
value chain, we recognise the important role
offsetting may play in the global transition to
Net Zero.
We support carbon offsetting projects using Gold
Standard schemes. In 2025, we purchased and
retired 4,205 credits, offsetting the small amount
of Scope 1 and Scope 2 emissions that we are
unable to remove. These offsets enable us to
maintain our carbon neutral status for Scopes 1
and 2.
Greenhouse gas (GHG) emissions (Metric tonnes of CO
2
e)
2025 2024 2023 2022 2021 2020
Scope 1 2,250 1,939 1,747 1,979 1,908 5,640
Scope 2 1,955 2,699 2,254 2,437 3,302 8,216
Total 4,205 4,638 4,001 4,416 5,210 13,856
Per £1m of Gross
Invoiced Income 0.37 0.47 0.40 0.49 0.75 2.55
Per employee 0.21 0.23 0.20 0.24 0.30 0.83
Scope 1 and Scope 2 2019 baseline: 19,808
Computacenter plc Annual Report and Accounts 2025 71
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Ethics and compliance
Our Group Ethics Policy and Code of Business Conduct
Our Group Ethics Policy and Code of Business Conduct form the
foundation of our Group Compliance Framework, seamlessly
integrating with our winning together values. Together, they
establish consistent standards across our organisation, offering
uniformity and clarity, ensuring that every employee understands
both our expectations and how to apply them to their day-to-day
role at Computacenter. The Board has formally endorsed the Group
Ethics Policy and Code of Business Conduct, and its alignment with
our values, strategy and purpose.
Knowledge and training
To cultivate a culture of compliance and ethics, we provide a
combination of policies, guidance and procedures, comprehensive
training and multi-channel communications campaigns. All our
compliance collateral and training content can be found on our
internal Group Compliance page, with details of who to contact
should our people have any questions. We also track feedback and
engagement with this platform.
Communications and awareness
Our Group Compliance Framework is supported by an annual
communications plan, which emphasises the key messages of our
core compliance areas. The plan adopts a diverse, multi-channel
approach to cater for different audiences and risk profiles, to
maximise reach and impact. Our focus is on delivering engaging
content in a way that resonates with our culture, bringing
compliance to life in an accessible way.
Led by our Heads of Compliance, and developed by our Group Legal
and Compliance Operations team, each campaign is a collection of
engaging tools, including concise video clips that distil key
takeaways and informative news articles prominently featured on
our intranet homepage.
Our communications strategy seamlessly integrates each message
with our central Group Compliance page. This fosters a sense of
confidence and self-reliance among our people, encouraging them
to actively seek and navigate this content.
Cultural reach
We ensure our Group Compliance policies are accessible by
publishing them in all core operating languages, supported by
guidance documents and concise ‘Golden Rules’. These Golden
Rules distil the key requirements from each policy, as we recognise
the value of clear, straightforward guidance. This approach also
accommodates the different ways individuals prefer to engage
with compliance content.
While the content is communicated at Group level, we adapt our
delivery to reflect local cultures and communication styles, helping
to ensure our core messages are effectively received. Our Heads of
Compliance collaborate closely with country units to make sure
communications resonate locally.
Regular assessment and continuous improvement
We use a variety of methods to ensure that our communications
resonate with our people, including monitoring engagement metrics
to evaluate each campaign’s success. This gauges the current
impact of our communications and supports our commitment to
continuous improvement. This cycle of evaluation and enhancement
is key to building a culture of proactive engagement and lasting
awareness across the Group.
Our centralised compliance function allows us to identify trends and
react accordingly, strengthening compliance workshops and
collateral where we identify areas for improvement. We also monitor
and report e-learning completion rates and actively seek feedback
to incorporate into our initiatives.
All compliance materials undergo regular review, alongside routine
horizon scanning, ensuring we align with best practice and any
change in regulations.
Supplier Code of Conduct
Our commitment to compliance extends to our suppliers, whether
they are supplying us directly or as part of a customer transaction or
offering, to ensure the integrity of our supply chain. We require our
suppliers in our core countries to adhere to our Supplier Code of
Conduct, which mirrors our ethical standards and provides clear
guidance for our suppliers as to our expectations. The Supplier
Code of Conduct is subject to regular review and updates, to stay
aligned with evolving regulations.
Ethics and compliance continue to play a key role in
shaping our journey and safeguarding our future.
Our commitment to ethics, compliance and trust
Ethics and compliance are fundamental considerations when executing
our strategy and growing a sustainable business. Our commitment
to ethics and compliance is aligned to our winning together values,
reinforcing our focus on the long term and strengthening our
relationships with our employees, customers and partners.
We believe that a culture of ethical behaviour and compliance must
be embedded in every level of the organisation, to support the trust
that our people and customers place in us. In this way, we strengthen
our existing relationships and build new relationships with those who
share similar values and commitments.
Strong leadership
Our Group Compliance programme is owned and driven by three
leaders: the Head of Compliance for the Americas and APAC, the
Head of Compliance for Europe, South Africa, and India, and the
Group Data Protection Officer. They report directly to our Group
Legal and Compliance Director. With extensive experience in
managing global compliance, our Heads of Compliance ensure
comprehensive coverage across regions, supported by their
respective teams. This structure provides every country unit and its
leaders with direct access to the resources and expert guidance
they need to meet regulatory requirements worldwide.
Our Group Compliance Framework
Our Group Compliance Framework ensures that we conduct ourselves
in accordance with the laws and regulations in the jurisdictions in
which we operate. It is a proportionate, people-led approach,
designed to address our legal obligations, reflect our culture and
values, and meet customer requirements and expectations.
The framework has five key pillars: Tone from the Top/Governance;
Risk Assessments; Standards and Procedures; Training and
Communications; and Oversight. The framework empowers our
people with the knowledge to make sound, ethical decisions
efficiently and effectively, so we maintain a compliant, agile and
customer-focused business environment. The standardised
approach of the framework also allows us to swiftly and effectively
adapt to changes in our business and in the legal and regulatory
environment, which is continually evolving.
Computacenter plc Annual Report and Accounts 202572
Strategic Report Governance Financial Statements
Ethics and compliance
Anti-bribery and corruption
We have a strict zero-tolerance stance against any form of bribery
or corruption and remain vigilant to ensure that such conduct does
not infiltrate our practices, regardless of the jurisdiction. We are
therefore firmly committed to complying with all applicable
anti-bribery and corruption laws in all jurisdictions in which we
operate, including the UK Bribery Act.
Our Group Anti-Bribery and Corruption Policy clearly states that no
employee or associate is to engage in any activity that could be
construed as a bribe or corrupt practice. The policy therefore
prohibits offering, accepting or soliciting bribes, and addresses not
only monetary exchanges but also gifts, entertainment, or any other
benefit or advantage that could improperly influence a decision. To
reinforce this principle, any exchange of gifts or hospitality beyond a
nominal value requires appropriate approval and must be recorded
in the official Gifts & Hospitality Register, with these registers
checked periodically.
Our policies also include clear rules and direction surrounding
interactions with government officials, charitable contributions and
political activities. This year, we have published additional guidance
surrounding engagement with government officials. No material
breaches of our policies were identified during the year.
To ensure full understanding and compliance with these standards,
our employees are required to acquaint themselves with our Group
Anti-Bribery and Corruption Policy and the accompanying Golden
Rules and complete regular training.
Our Supplier Code of Conduct and due diligence programme
extend these standards across our supply chain, ensuring that the
vendors who act on our behalf uphold the same high ethical and
compliance standards.
Data privacy
We recognise the importance of data privacy and are committed
to protecting the privacy, confidentiality and security of the personal
data which we hold and process across all jurisdictions in which
we operate.
Our Group data protection framework is guided by industry best
practices and aligned with internationally recognised standards,
principally EU GDPR and ISO27701 (privacy information
management systems). This approach ensures that our data privacy
management is recognisable and easily understood by our customers
and other stakeholders globally, providing assurance of the quality
and completeness of our compliance. The Group Risk Committee
and the Audit & Risk Committee oversee data protection, ensuring
accountability at the highest levels. We continuously monitor
evolving data privacy obligations across all jurisdictions where we
operate including the new Indian Digital Personal Data Protection
Act, enabling us to adapt swiftly and proactively.
Our centralised Data Protection function is led by our Group Data
Protection Officer, who reports directly to the Group Legal and
Compliance Director, and is supported by a team of skilled and
experienced specialists across our key geographies who meet
monthly to drive continuous improvement in data privacy. Together
with key stakeholders, including the Computacenter Information
Security Team, they uphold our high standards of compliance in
data privacy.
Training and awareness remain central to our strategy, with
mandatory online training for all employees supplemented by
comprehensive policies and guidance, regular compliance bulletins,
targeted training for specific business areas, and key stakeholder
events including roundtables for our network of over 250 data
protection champions across our business areas globally. During
2025, we also required all our employees to complete updated
data privacy training which included a significant section on the
compliant use of AI.
Regular, assessments, audits and monitoring performed by the
data protection team ensure that non-conformities are identified
and remediated promptly. Our commitment to continuous
improvement enables us to adapt to changing regulations, market
expectations and industry developments. Through these measures,
Computacenter remains dedicated to upholding high standards
of data privacy and protecting the trust that our stakeholders
place in us.
Supplier due diligence
We screen our suppliers in our key geographies. Our due diligence
includes leveraging industry-recognised platforms to maintain
transparency in our supply chain, including checking suppliers’
ultimate beneficial ownership where appropriate. Our screening
assesses suppliers for compliance with applicable anti-bribery,
corruption, and trade sanction laws, and validates that any suppliers
to us do not have a history of non-compliance, unethical conduct, or
criminal sanctions. These steps help ensure that the suppliers who
act on our behalf share our ethical standards and meet the high level
of expectations set out in our Supplier Code of Conduct.
Significant preparation is underway in our non-core countries ahead
of planned platform implementation in several new locations.
Further detail on our due diligence processes relating to modern
slavery, human rights and our supply chain can be found on page 54.
Oversight and reporting
Overseeing our ethics and compliance programme is the
responsibility of our Group Legal and Compliance Director, our two
regional Heads of Compliance, Group Data Protection Officer, and
our Compliance Steering Committee, which meets quarterly. Risks
and issues are reported to the Group Risk Committee and to the
Audit & Risk Committee, and we actively work to mitigate and
remediate any concerns.
Whistleblowing hotline
To uphold transparency and provide a secure channel for reporting
concerns, we offer a confidential whistleblowing hotline. This
service, managed externally by the industry-leading whistleblowing
provider Safecall, is available to our people and everyone in our
supply chain, enabling them to report any suspicions of wrongdoing.
We actively encourage our people to ‘Speak Up’ through an annual
multi-channel communications campaign. In addition, we support
our managers by providing them with tailored guidance, to help
them understand their obligations when approached directly with
a concern.
Computacenter plc Annual Report and Accounts 2025 73
Strategic Report Governance Financial Statements
Ethics and compliance continued
Other non-financial disclosures
Section 172 factors
The likely consequences of any decision in the long term
• Chair’s statement (page 11)
• Our business model and strategy (pages 12 to 13)
• Chief Executive Officer’s review and our performance in 2025
(pages 20 to 29)
• Stakeholder engagement (pages 37 to 42)
• Board activity and decision-making (pages 83 to 85)
The interests of the Company’s employees
• Stakeholder engagement – Our people (page 39)
• Sustainability – People (page 52)
• Board activity and decision-making (pages 83 to 85)
• Directors’ Remuneration report (pages 111 to 134)
The need to foster the Company’s business relationships with
suppliers, customers and others
• Our business model and strategy (pages 12 to 13)
• Stakeholder engagement (pages 38 and 40 to 42)
• Board activity and decision-making (pages 83 to 85)
The impact of the Company’s operations on the community and
the environment
• Sustainability – Planet and Solutions (pages 56 to 60)
• Task Force on Climate-Related Financial Disclosures
(pages 61 to 71)
• Board activity and decision-making (pages 83 to 85)
The desirability of the Company maintaining a reputation for high
standards of business conduct
• Ethics and compliance (pages 72 to 73)
• Governance report (pages 78 to 134)
The need to act fairly between members of the Company
• Stakeholder engagement – Our shareholders (page 40)
• Board activity and decision-making (pages 83 to 85)
Section 172 Statement
When conducting any activity in his or her role as a Computacenter
plc Director, our Board members must act in a way that they
consider is most likely to promote the success of the Company for
the benefit of its members as a whole, having regard to a number
of factors set out in section 172 of the Companies Act 2006. These
include the interests of our employees, importance of fostering
business relationships with our suppliers and customers, impact
of our operations on the community and environment, likely
consequences of any decision in the long term, desirability of the
Company maintaining a reputation for high standards of business
conduct and the need to act fairly between the members of the
Company. Each Director considers that they have acted in a manner
consistent with his or her section 172 duty throughout the year.
The Board understands that without our key stakeholders, the
Company would not be able to successfully implement its strategy,
and our purpose would be unachievable. Understanding their
interests, views and concerns, and considering these when
reviewing and discussing matters put before it for review or approval
as part of its annual programme, is critical to enabling the Board to
make informed decisions, and for each Director to discharge their
duty under section 172. In some cases, stakeholder engagement
directly involves the Board or its members, and this is almost
exclusively how engagement with our shareholders takes place.
Given the size and geographic diversity of our business, the majority
of engagement with our customers, technology vendors, people
and communities takes place at an operational level across the
organisation. Where this was the case, the Board ensured that it had
been updated on the nature and outcomes of this engagement
during the year.
We have also set out the factors listed under section 172 which the
Board considered when reviewing Board-level matters or making
decisions during the year. These can be found on pages 83 to 85.
The results of the Board’s decision-making, and the outcomes
produced by each Director discharging their section 172 duty, can
be found throughout this Annual Report and Accounts. Therefore,
the following sections have been incorporated by reference into this
section 172 statement and, where necessary, the Strategic Report.
Non-financial and sustainability information statement
Computacenter needs to comply with section 414 of the Companies
Act 2006, which includes requirements for non-financial and
sustainability reporting. We have therefore set out in our Annual
Report certain information on the non-financial and sustainability
matters listed below, including related policies and outcomes, and
supporting due diligence processes where they exist, for those
matters listed at sections 3–7.
Reporting requirement
1. Business model
• Our business model (page 12)
2. Principal risks
• Principal risks and uncertainties (pages 43 to 50)
3. Employees
• Stakeholder engagement – Our people (page 39)
• Sustainability – People (page 52)
4. Social matters and community issues
• Stakeholder engagement – Our communities (page 42)
• Sustainability – People and Planet (pages 52 to 60)
5. Human rights
• Sustainability – People (page 54)
6. Anti-bribery and corruption
• Ethics and compliance (page 73)
7. Environmental matters/Climate-related financial disclosures
• Sustainability – Planet and Solutions (pages 56 to 60)
• Task Force on Climate-Related Financial Disclosures
(pages 61 to 71)
8. Non-financial key performance indicators
• Our strategic KPIs (page 18)
Computacenter plc Annual Report and Accounts 202574
Strategic Report Governance Financial Statements
Other non-financial disclosures
Other compliance statements
Viability statement
In accordance with provision 31 of the UK Corporate Governance
Code, the Directors have assessed the Group’s prospects over
a longer period than the 12 months required by the Going
Concern Statement.
Viability timeframe
The Directors have assessed the Group’s viability over a period of
three years from 31 December 2025. This period was selected as an
appropriate timeframe for the following reasons, based on the
Group’s business model:
• the Group’s rolling strategic review, as considered by the Board,
covers a three-year period;
• the period is aligned to the length of the Group’s Managed
Services contracts, which are typically three to five years long;
• the short lifecycle and constantly evolving nature of the
technology industry lends itself to a period not materially longer
than three years; and
• Technology Sourcing has seen greater recent growth than the
Group’s Services business, increasing the revenue mix towards
the part of the business that has less medium-term visibility and is
therefore more difficult to forecast. The Group’s North American
business in particular is heavily weighted to Technology Sourcing
and its recent strong growth has increased further the Group’s
overall exposure to shorter term market cycles.
Further, the Directors monitor conditions in the environment
external to the Group and have concluded that the following factors
continue to support the timeframe selected:
• the current macroeconomic, diplomatic, political and trade
environment introduces greater uncertainty into a forecasting
period longer than three years; and
• the prolonged macroeconomic impact of a series of recent
external shocks, including ongoing conflicts in Ukraine and the
Middle East, on both supply-side and demand-side dynamics
within our industry. These events manifest over the short term,
in particular the effect on certain customers from the worsening
global economic outlook, and the pace of change of technology
adoption as a result.
While the Directors have no reason to believe the Group will not
be viable over a longer period than three years, we believe that a
three-year period presents shareholders with a reasonable degree
of confidence, while providing a longer-term perspective.
With regard to the principal risks set out on pages 43 to 50, the
Directors remain assured that the business model will be valid
beyond the period of this Viability Statement. There will continue
to be demand for both our Professional Services and Managed
Services businesses, and Management is responsible for ensuring
that the Group remains able to meet that demand at an appropriate
cost to our customers. The Group’s value-added, product reselling
Technology Sourcing business only appears vulnerable to
disintermediation at the low end of the product range, as the Group
continues to provide a valuable service to customers and
technology vendors alike, as described on pages 6 to 7. The Group
has seen significant business growth due to the end-to-end
Technology Sourcing and Professional Services capability that it can
deliver from its Integration Centers, which is a significant
differentiating factor in this market.
Going concern
Computacenter’s business activities, business model, strategic KPIs
and performance are set out within this Strategic Report from the
inside front cover to page 76. The financial position of the Group, its
cash flows, liquidity position and borrowing facilities are set out
within the Chief Financial Officer’s review on pages 30 to 36. In
addition, notes 27 and 28 to the Consolidated Financial Statements
include Computacenter’s objectives, policies and processes for
managing its capital, its financial risk management objectives,
details of its financial instruments and its exposures to credit and
liquidity risk. The Directors have, after due consideration, and as set
out in note 2 to the Consolidated Financial Statements on pages 159
to 158 of this Annual Report and Accounts, a reasonable expectation
that the Group has adequate resources to continue in operational
existence for a period of at least 12 months from the date of approval
of the Consolidated Financial Statements, as set out on pages 153
to 210 of this Annual Report and Accounts. Thus, they continue to
adopt the going concern basis of accounting in preparing the
Consolidated Financial Statements.
Computacenter plc Annual Report and Accounts 2025 75
Strategic Report Governance Financial Statements
Other compliance statements
Impact of risks and assessment of viability
The Plan is subject to rigorous downside sensitivity analysis, which
involves flexing a number of the main assumptions underlying the
forecasts within the Plan. The forecast cash flows from the Plan are
aggregated with the current position, to provide a total three-year
cash position against which the impact of potential risks and
uncertainties can be assessed. In the absence of significant external
debt, the analysis considers access to available committed and
uncommitted finance facilities, the ability to raise new finance in
most foreseeable market conditions and the ability to restrict
dividend payments.
The potential impact of the principal risks and uncertainties, as set
out on pages 43 to 50, is then applied to the Plan. This assessment
includes only those risks and uncertainties that, individually or in
plausible combination, would threaten the Group’s business model,
future performance, solvency or liquidity over the assessment
period and which are considered to be severe but reasonable
scenarios. It also takes into account an assessment of how the risks
are managed and the effectiveness of any mitigating actions.
For the current period, the combined effect of the potential
occurrence of several of the most impactful risks and uncertainties
in the downside sensitivity scenario relates to a modelled, but not
predicted, continuing market downturn scenario, with slower-than-
predicted recovery estimates, beginning in 2026. This scenario
simulates a continued impact for some of our customers from a
reduction in customer demand due to the current economic crisis,
and ongoing impact on the Group’s revenues from this instability
in the global macroeconomic environment.
The supporting models of the Plan are subject to rigorous
downside sensitivity analysis that involves flexing a number of the
main assumptions underlying the forecasts within the Plan. The
modelling resulted in a significant downturn in Group revenues and
margins leading to a substantial loss-making position over the
assessment period.
This analysis results in a large risk impact adjustment to the cash
flows over the assessment period, which is then compared to the
cash position generated by the Plan, throughout the assessment
period, to model whether the business will be able to continue in
operation. Included within this sensitivity scenario is the modelled
lack of access to our committed facility.
Under the sensitivity scenario, the business demonstrates modelled
solvency and liquidity over the assessment period.
Conclusion
Based on the period and assessment above, the Directors have a
reasonable expectation that the Group will be able to continue in
operation and meet its liabilities, as they fall due, over the three-year
period to 31 December 2028.
This Strategic Report was approved by the Board on 11 March 2026
and was signed on its behalf by:
MJ Norris
Chief Executive Officer
Prospects of the Group assessment process and key assumptions
The assessment of the Group’s prospects derives from the annual
strategic planning and review process. This begins with an annual
away day for the Board, where Management presents the strategic
review for discussion against the Group’s current and future
operating environments.
High-level expectations for the following year are set with the
Board’s full involvement and are delivered to Management, which
prepares the detailed bottom-up financial target for the following
year. This financial target is reviewed and agreed by Management
before presenting to the Board for approval at the December
Board meeting.
On a rolling annual basis, the Board considers a three-year business
plan (the Plan) consisting of the detailed bottom-up financial target
for the following year (2026) and forecast information for two further
years (2027 and 2028), which is driven by top-down assumptions
overlaid on the detailed target year (2026). Key assumptions used
in formulating the forecast information include organic revenue
growth, margin impacts and cost control, continued strategic
investments through the Consolidated Income Statement, and
forecast Group effective tax rates, with no changes to dividend
policy or capital structure beyond what is known at the time of
the forecast.
The financial target for 2026 was considered and approved by the
Board on 12 December 2025, with amendments and enhancements
to the target as part of the full Plan considered and approved by the
Board on 10 March 2026.
Computacenter plc Annual Report and Accounts 202576
Strategic Report Governance Financial Statements
Other compliance statements continued
Governance
Contents
78 Chair’s governance overview
80 Governance at a glance
81 Compliance with the Code
83 Board activity and decision-making
86 Division of responsibilities
89 Board of Directors
92 Group Executive Management
Team
94 Measuring Board effectiveness
95 Our purpose, strategy, values
and culture
98 Nomination Committee report
101 Audit & Risk Committee report
109 ESG Committee report
111 Directors’ Remuneration report
135 Directors’ report
140 Directors’ Responsibilities
Computacenter plc Annual Report and Accounts 2025 77
Strategic Report Governance Financial Statements
Chair’s governance overview
Dear Shareholder
On behalf of the Board, I am pleased to introduce our
Corporate Governance Report for 2025.
The Board’s activities in 2025
Reviewing, challenging and approving the Group’s strategy is a key
part of the Board’s agenda. At our annual off-site strategy day, we
received presentations from Management on: the Group’s location
strategy, particularly its North American and European growth plans;
transformation programmes in Managed Services; our major
corporate and systems initiatives; development of the Group’s
people; and the three-year plan.
We consider specific strategic topics in depth at each regular Board
meeting. This year, we discussed the Group’s Managed Services
proposition, the strategy in India and Asia Pacific, how we
differentiate our Technology Services offering and our Professional
Services strategy. The Board received detailed presentations on
each European business, including their current performance,
growth plans, the competitive environment and the headwinds and
tailwinds they face. Our December 2025 meeting included a
detailed review of the North American business and our strategy in
its market. In addition, we received an analysis of the Group against
its principal competitors in each country, looking at its performance,
operations and relative strengths and weaknesses.
We were then able to approve the Group’s strategic plan for the
next three years, the key performance indicators we use to monitor
progress (see page 18), and investment such as building a new North
American Integration Center, to support our growth. After the year
end, we approved the acquisition of AgreeYa Solutions Inc. in North
America, having spent considerable time during 2025 reviewing
the transaction.
Computacenter operates in a competitive and rapidly changing
environment, so it is essential the Board has a clear view of customer
needs and how they will continue to be met by our products and
services. Many aspects of the Board’s activities and discussions take
customers into account, in particular our reviews of strategy and
performance. This year’s customer survey showed continued high
levels of customer satisfaction, endorsing our areas of focus and the
choices we make.
Our people and the Group’s culture are recognised by the Board
as vital to the Group and are an important differentiator for
Computacenter. We paid close attention to both during 2025,
including a detailed review of culture and the factors that might
influence it over the coming years. We received regular updates
from the Workforce Engagement Director and the Chief People
Officer, and since the end of the year we have reviewed the results
of the 2025 employee engagement survey, which illustrated strong
levels of sustainable engagement.
The Board also considers the Group’s other key stakeholders. We
received regular feedback from shareholders and welcome their
continued support for our strategy. We conducted a deep dive
on the Group’s strategic vendor relationships and discussed the
Group’s social strategy. Activities such as employee volunteering
benefit our communities and drive our business success, by helping
us to attract and retain the talent we need.
One of our key decisions in the early part of the year was to
recommend an updated Directors’ Remuneration Policy, for
approval by shareholders at the 2025 Annual General Meeting.
The Directors’ Remuneration Report in the 2024 Annual Report and
Accounts set out in detail our thinking on the new policy, including
the competitiveness of the existing remuneration arrangements,
which were below the market, and the importance of retaining Mike
Norris as CEO, given his very successful delivery over more than
30 years in the role.
We were pleased that shareholders approved the new policy at the
AGM, with 77.7% of votes in favour. However, this fell slightly below
the 80% threshold set out in the UK Corporate Governance Code
(the Code). Following further consultation with shareholders, and
considering the overall support for the policy, we do not currently
propose any changes to it. See the Directors’ Remuneration report
on page 111 for further details.
Computacenter plc Annual Report and Accounts 202578
Strategic Report Governance Financial Statements
Chair’s governance overview
Appointments to the Board
We continued to add to the Board’s breadth of skills and
experience, with the appointment of Simon McNamara as an
Independent Non-Executive Director and Keith Mortimer as
Chief Financial Officer.
Simon joined the Board in January 2025 and the background to
his recruitment was set out in the 2024 Annual Report. The Board is
benefiting from his considerable expertise in technology systems,
cyber security and outsourced operations, as a former FTSE 100
Chief Information Officer.
Keith became CFO from 1 September 2025, following a thorough
search process. He has been with Computacenter since 1999 and
we concluded that his detailed knowledge of the business would
be invaluable in helping us achieve our growth ambitions. More
information on his appointment can be found on page 98.
We are highly aware of the benefits of diversity, as well as the Listing
Rules’ requirements for Board composition. We comply with the
targets to have at least one woman in a Board leadership role and
to have at least one member from an ethnic minority background.
However, female representation on the Board is currently at 30%,
which is below the 40% target. This is the result of our decisions over
the last 12 to 18 months to appoint the best available candidates
from a diverse list for vacant Board positions, as well as having three
long-standing Directors whose Board positions have not been
available to diverse candidates.
We are satisfied that our Board composition is right for our business
and in the best interests of shareholders and other stakeholders.
Notwithstanding this, complying with the 40% target remains part
of our succession planning, while ensuring the Board maintains its
balance across other areas of diversity, as well as skills and
experience. The Nomination Committee report on page 98 provides
further background to our Board composition.
Board effectiveness
In line with the Code, we commissioned an externally facilitated
evaluation of the Board and its Committees, following internal
evaluations in 2023 and 2024.
This showed that the Board continues to operate effectively, and
following a presentation to it from the independent evaluator, Board
Excellence, the Board has approved a plan which responds to a
limited number of areas flagged for consideration. You can find
further detail on page 94.
Enhancing our governance framework
At the start of the year, we formed an ESG Committee as a formal
Board Committee. Its role includes providing more oversight of
the increasing reporting obligations in this area, as well as showing
our commitment to being a responsible business, reflecting its
importance to our customers, people and other stakeholders.
You can read about the Committee’s activities in its report on
pages 109 to 110.
We also monitored the Group’s progress towards compliance with
Provision 29 of the 2024 edition of the Code. The results of the
Board’s assessment concerning the effectiveness of the Group’s
material controls will be shared in our 2026 Annual Report and
Accounts. Further information on our risk management and internal
control processes can be found in the Audit & Risk Committee
Report on pages 104 to 106.
Compliance with the Code
This was our first year of applying the 2024 edition of the Code
and we complied in full with its requirements. Page 81 sets out
where information on the Code’s requirements can be found in
this Annual Report.
Annual General Meetings
This year’s AGM will take place at 11 a.m. (BST) on 19 May 2026.
Further details can be found in the Company’s 2026 Notice of
Annual General Meeting.
We look forward to hearing your thoughts and feedback at
the meeting.
Pauline Campbell
Non-Executive Chair
11 March 2026
Computacenter plc Annual Report and Accounts 2025 79
Strategic Report Governance Financial Statements
Chair’s governance overview continued
4
3
1
2
Board industry skills and expertise
Our Board offers a wide range of skills, experience and diversity of thought.
Pauline
Campbell
Mike Norris
Keith
Mortimer
René Carayol
Philip Hulme
Kelly Kuhn
Simon
McNamara
Ljiljana Mitic
Peter Ogden
Adam Walker
Accounting/Finance
Business Operations
CEO/CFO Experience
ESG
Executive Remuneration
Governance
International
IT Sector
Legal/Regulatory
M&A/Corporate Finance
Risk
Strategy
Technology/Digital
The Board held eight scheduled meetings
during 2025. The list of Board activities and
decisions on pages 83 to 85 sets out the
Board’s main areas of focus, its decisions and
the section 172 factors it considered, and is
incorporated by reference into the section 172
statement on page 74.
Board composition as at 11 March 2026
Board independence
1
1. Non-Independent
Directors: 55.56%
2. Independent
Directors: 44.44%
1. Women: 30%
2. Men: 70%
Board gender
1. Under 3 years: 40%
2. 3–6 years: 20%
3. 6+ years: 40%
Board tenure
Board meeting attendance and activity
Pauline Campbell
Non-Executive Chair and Chair of the
Nomination Committee 8/8
Mike Norris
Chief Executive Officer 8/8
Keith Mortimer
1
Chief Financial Officer 3/3
René Carayol
Independent Non-Executive Director,
Remuneration Committee Chair and
Workforce Engagement Director 6/8
Philip Hulme
Founder Non-Executive Director 8/8
Kelly Kuhn
Independent Non-Executive Director 8/8
Simon McNamara
2
Independent Non-Executive Director 8/8
Ljiljana Mitic
Independent Non-Executive Director 8/8
Peter Ogden
Founder Non-Executive Director 6/8
Adam Walker
Senior Independent Director and
Chair of the Audit & Risk Committee 7/8
1. Keith Mortimer joined the Board on
1 September 2025
2. Simon McNamara joined the Board on
9 January 2025
1. Excludes the Chair who was independent on appointment
How the Board spent its time
1. Board performance and oversight: 24%
2. Strategy and delivery of strategy: 23%
3. Financial performance and risk: 25%
4. Governance and stakeholder
management: 28%
1
2
2
1
3
1
2
Governance at a glance
Computacenter plc Annual Report and Accounts 202580
Governance Financial StatementsStrategic Report
Governance at a glance
Compliance with the Code
Our approach to compliance
We are required to report on how we have applied the principles of the 2024 Code, which can be found
at www.frc.org.uk.
This Corporate Governance Report, from pages 78 to 139, aims to show how our Corporate Governance
Framework operated during the year and the outcomes it produced. This framework is designed to
ensure that our organisation is appropriately led, directed and controlled. It gives our people clarity on
their responsibilities and accountabilities, and our decision-making authorities, restrictions and
processes, helping to ensure that decisions are properly made and implemented throughout the Group.
In doing so, it helps us to set and deliver our strategy, manage risk, safeguard long-term shareholder
value and protect the interests of our key stakeholders.
Statement of Compliance
The Board considers that it has complied in full with the Code’s provisions throughout the year.
The table opposite sets out where we have reported on the application of the Code’s principles and
associated provisions.
Board Leadership and Company Purpose Page
A An effective and entrepreneurial Board, and ensuring resources, policies and practices
are in place to meet objectives and measure performance.
87
B Purpose, values and strategy, and alignment with culture. Behaviour of Directors and
leadership by example.
95
C Reporting on Board decisions and their outcomes. 83
D Engagement with stakeholders. 37
E Employment policies and practices aligned with values and long-term success.
Employees’ ability to raise concerns.
96
Division of responsibilities Page
F Role of the Chair. 87
G Balance of the Board and division of responsibilities. 86
H Non-Executive Directors’ role and time commitment. 88
I Board policies, processes, information, time and resources. 88
Composition, succession and evaluation Page
J Appointments to the Board and succession planning. 98
K Directors’ skills, experience and knowledge. Board tenure and refreshing of
membership.
80
L Annual evaluation of the Board and individual Directors. 94
Audit, risk and internal control Page
M Independence and effectiveness of internal and external audit, and integrity of
financial and narrative statements.
106
N Fair, balanced and understandable assessment. 36
O Risk management and internal control framework, and principal risks. 106
Remuneration Page
P Remuneration and alignment to Purpose, values and successful delivery of
long-term strategy.
111
Q Formal and transparent procedure for developing remuneration policy. 111
R Independent judgement and discretion when authorising remuneration outcomes. 112
Computacenter plc Annual Report and Accounts 2025 81
Strategic Report Governance Financial Statements
Compliance with the Code
Statements and confirmations
The Directors are required to include the following statements or confirmations within the
Annual Report and Accounts:
Page
• Group viability statement 75
• Going concern statement 75
• Statement on risk and internal control, including confirmation that the Directors have
carried out a robust assessment of the Group’s principal and emerging risks
104
• Description of the Group’s principal risks, the procedures in place to identify emerging
risks, and how they are being managed or mitigated
43
• Explanation of how the Board monitored and assessed the Group’s culture 96
• Explanation of the Group’s approach to investing in and rewarding its employees 52
• Statement on the Annual Report being fair, balanced and understandable, and
providing the information necessary for shareholders to assess the Group’s position
and performance, business model and strategy
36
• Explanation of how governance contributes to the delivery of the Group’s strategy 87
• Section 172 statement 74
• Description of the Board’s principal decisions and how the interests of key
stakeholders and the matters set out in section 172 of the Companies Act 2006
were considered
83
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Compliance with the Code continued
Board activity and decision-making
Activity or discussion What the Board considered Outcomes or decision taken
Stakeholders and s172
factors considered
Strategy and performance
Held the Board’s annual strategy review
session. See the Chair’s governance
overview on page 78.
In addition to the strategy day presentations, the Board considered the results of
our annual principal customer survey, which covered all the Group’s Service
Lines and main operating geographies.
Key decision: The strategy day provided vital input to the
Board’s approval of the Group’s strategy for 2026 to
2028, which remains largely unchanged and is described
on page 13.
Key decision: The Board approved the Group’s strategic
key performance indicators (KPIs), which remain
unchanged. See page 18.
CU
P
TV
CO
S
LT
SP
Conducted eight deep-dive reviews on
material strategic topics. See the Chair’s
governance overview on page 78.
These reviews enabled the Board to confirm that proposed investments aligned
to the strategy and to consider their impact on our customers, people and
technology vendors, as well as increasing the Directors’ understanding of likely
future investment opportunities.
The Board approved continued investment in the Group’s
strategic initiatives, particularly those relating to IT
systems and customer service delivery.
Key decision: The Board approved additional capital
expenditure totalling $26m to automate and increase
the capacity of the new Integration Center near Atlanta,
US, noting the benefits to customer service, the ability to
win new business and lower cost to serve. After the year
end, the Board approved the acquisition of AgreeYa
Solutions Inc.
CU
P
TV
LT
Received regular reports from
Management on operational and financial
performance, at both Group level and on
each of the three Service Lines.
The Directors considered performance against Board, market and shareholder
expectations, material issues impacting our key stakeholders, and progress
against our strategic KPIs.
The Directors approved the Group’s full-year and half-year
results, the Annual Report and Accounts, the Viability and
Going Concern statements (see pages 75 to 76), and the
pre-close, first- and third-quarter trading updates.
S
HS
Financial matters
Reviewed the Group’s cash management
strategy and future liquidity requirements,
conducted a deep-dive on 2024 cash
performance and received a briefing from
the CEO on the outcomes of the £200m
share buyback conducted in 2024.
The Board considered:
• the investment required to deliver the Group’s strategic objectives;
• the value customers and technology vendors place on the Group’s balance
sheet strength; and
• feedback from shareholders that they supported appropriately priced
acquisitions.
The Board also considered the Group’s dividend policy; dividend yield and cover
against the Group’s peers; and market consensus forecast for the dividend.
Key decision: Recommended the 2024 final dividend
of 47.4p per share, approved the 2025 interim dividend
of 23.6p per share and reapproved the Group’s
dividend policy.
CU
TV
S
LT
AF
Reviewed the Group’s financial plan
for 2026.
The Board reviewed shareholder and analyst expectations for 2026, the
macroeconomic outlook across the Group’s main operating geographies,
feedback from customers on their appetite for IT investment, and the Board’s
risk appetite.
Approved the 2026 budget and related financial
performance targets.
CU
P
TV
CO
S
LT
ENV
AF
SP
Key to stakeholders and section 172 factors considered
CU
Customers
CO
Community
LT
Long-term consequences of
decisions
AF
Acting fairly between members of
the Company
P
People
S
Shareholders
ENV
Impact on the environment
SP
Relationships with suppliers
(excluding technology vendors)
TV
Technology vendors
HS
Maintaining a reputation for high
standards of business conduct
Computacenter plc Annual Report and Accounts 2025 83
Strategic Report Governance Financial Statements
Board activity and decision-making
Activity or discussion What the Board considered Outcomes or decision taken
Stakeholders and s172
factors considered
Our people and culture
Reviewed and approved appointments to
the Board, and the membership of the
Board’s Committees.
With advice from the Nomination Committee and the CEO, the Board
considered the existing balance of Board skills and expertise; the background,
experience and suitability of the candidates; and (where relevant) the Code’s
Board independence provisions, to ensure that independent shareholder
interests are appropriately represented.
Key decision: Approved the appointments of Simon
McNamara as an Independent Non-Executive Director
and Keith Mortimer as Chief Financial Officer.
Approved changes to the membership of the
Committees, following the recruitment of three
Independent Non-Executive Directors in 2024 and
early 2025.
Approved the establishment of the ESG Committee
(see pages 109 to 110).
P
S
LT
ENV
HS
AF
Conducted its annual review of the
Group’s culture, including a deep dive
on how the Group’s ongoing strategic
investments could change ways of
working and employees’ roles and
responsibilities.
Received a presentation on actions
implemented following the biennial
Group-wide employee survey completed
in late 2023 and early 2024, both globally
and in specific countries.
The Directors considered how the Group and its operating model would
continue to evolve, and other key factors likely to influence the culture over the
next five years.
The Board also noted employee feedback received by the Workforce
Engagement Director, including his meeting with the UK Cultures Employee
Network, and the report from Investors in People, which included numerous
positive references to culture and values, and resulted in a Gold Award.
The Board confirmed that it was satisfied with the Group’s
approach to managing its culture, and that the culture
remained aligned with the Group’s purpose, values
and strategy.
The Board approved the Workforce Engagement
Directors’ programme of meetings for 2025.
CU
P
TV
CO
S
LT
HS
SP
Reviewed the Directors’ Remuneration
Policy, to ensure remuneration
arrangements remain relevant and will
attract, motivate and retain Executive
Directors to deliver the Group’s
long-term strategic objectives. This
included reviewing a benchmarking
exercise of the competitiveness of our
packages, which showed that:
1. The CEO’s remuneration was around the
lower quartile on each individual aspect
of pay and around the lower decile
overall against the UK market.
2. Our CEO was the lowest paid against
the peers in the US market, primarily
driven by a long-term incentive shortfall.
In considering changes to the Directors’ Remuneration Policy, the Board
considered:
• the importance of retaining Mike Norris as CEO;
• the increased competition in global talent markets;
• best-practice for remuneration structures across the UK market;
• aligning participants in long-term incentive plans with the long-term success
of the business; and
• the potential for closing the gap to market levels by increasing variable pay,
rather than base salary.
The Board also noted that the CEO’s comparatively low remuneration was
causing compression issues within his team.
Key decision: The Board concluded that the CEO’s
remuneration should not be positioned so far below the
market, particularly given his successful delivery of
sustained performance over more than 30 years in the role.
It therefore agreed to propose changes to the Directors’
Remuneration Policy, as set out on page 115 of the 2024
Annual Report. The revised Policy was approved by
shareholders at the 2025 Annual General Meeting.
P
S
LT
HS
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Board activity and decision-making continued
Activity or discussion What the Board considered Outcomes or decision taken
Stakeholders and s172
factors considered
Our people and culture
Reviewed Non-Executive Director fees. The Board considered the Directors’ Remuneration Policy, relevant
benchmarking data and expectations/guidelines of significant institutional
shareholders, as well as the limits set out in the Company’s Articles
of Association.
No individual was involved in decisions relating to their own remuneration.
Approved increases for all Non-Executive Directors
and Board Committee leadership roles, as well as a new
additional fee for chairing the ESG Committee.
P
S
LT
HS
Received and discussed the annual
update from the Group Chief People
Officer on the social aspect of the
Group’s sustainability strategy.
The Directors discussed why the social strategy was important to the Group,
noting that it helped to maximise competitiveness and enable the wider
business strategy, through employee attraction, engagement and retention.
The Directors supported the ongoing focus of the
social strategy.
P
CO
S
HS
Governance, compliance and risk
Routinely reviewed corporate
governance-related matters.
The Board reviewed the Group’s policies and statements, to ensure they
remained appropriate and complied with statutory requirements. The Directors
also reviewed the Group’s Opportunity Governance Framework.
Approved the Matters Reserved for the Board and Terms of
Reference for each of the Board’s Committees; the roles of
the Chair, CEO and Senior Independent Director; potential
conflicts of interest for Board Directors; the Group’s
Modern Slavery Statement and Gender Pay Gap Reporting;
and the Group Disclosure Policy and Rules on Share Dealing.
P
TV
S
HS
AF
SP
Considered arrangements for evaluating
the Board and its Committees.
Reviewed the results of the 2024
evaluation process.
The Directors noted that in accordance with the Code, the Board should
commission an externally facilitated review in 2025, following the internally
facilitated evaluations in 2023 and 2024.
The results of the 2024 evaluation can be found on page 94 of the 2024 Annual
Report and Accounts.
Approved an externally facilitated evaluation for 2025.
S
LT
HS
Carried out a robust assessment of the
Group’s principal and emerging risks.
The Board considered a presentation from Management, as well as its other
discussions and reviews during the year, including a deep dive on vendor-
related risk. In addition, the Board received the results of a review of the Group’s
principal risks, which had been commissioned to provide an external
perspective to assist management’s consideration of risk. Risk is also a factor in
many Board agenda items, with Board papers routinely identifying the principal
risks related to the topic being discussed.
Approved the Group’s principal risks.
CU
P
TV
S
LT
ENV
HS
SP
Considered other risk management and
internal control matters.
The Board reviewed the Group’s resilience and business continuity planning, and
assessed progress towards meeting the requirements of Provision 29 of the
Code (see page 105).
The Board satisfied itself that sufficient progress was being
made by Management to enable the Board to report
against Provision 29 requirements at the end of 2026.
CU
S
LT
HS
Key to stakeholders and section 172 factors considered
CU
Customers
CO
Community
LT
Long-term consequences
of decisions
AF
Acting fairly between members
of the Company
P
People
S
Shareholders
ENV
Impact on the environment
SP
Relationships with suppliers
(excluding technology vendors)
TV
Technology vendors
HS
Maintaining a reputation for high
standards of business conduct
Computacenter plc Annual Report and Accounts 2025 85
Strategic Report Governance Financial Statements
Board activity and decision-making continued
Division of responsibilities
Shareholders
Own the Company and provide capital support. Appoint the Directors and auditor, and consider resolutions put forward by the Company at shareholder meetings.
The Board
Directs the Company’s affairs, while considering the interests of shareholders and other stakeholders. Oversees engagement with these parties.
Further information on the Board’s role can be found on page 87.
Chief Executive Officer
Has delegated authority from the Board to run the Group on a day-to-day basis and is accountable to the Board for the Group’s performance and delivery of value to key stakeholders.
Group Executive Management Team
Supports the Chief Executive Officer in his duties and accountable to him for the performance of the business.
Board Committees
Address matters delegated to them by the Board, under their terms of reference, which can be found at investors.computacenter.com.
The key responsibilities of each Committee are set out below:
Remuneration Committee
Approves the Directors’ Remuneration
Policy and the remuneration outcomes for
the Executive Directors and the Group
Executive Management Team.
Chair: René Carayol
See pages 111 to 134
ESG Committee
Oversees the Company’s environmental,
social and governance strategy, and
monitors performance,
risks and disclosures.
Chair: Ljiljana Mitic
See pages 109 to 110
Audit & Risk Committee
Oversees financial reporting and
the effectiveness of internal
and external audit.
Chair: Adam Walker
See pages 101 to 108
Nomination Committee
Keeps the composition of the Board
and its Committees under review, and
ensures orderly succession planning
for both the Board and Management.
Chair: Pauline Campbell
See pages 98 to 100
Our Corporate Governance Framework
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Strategic Report Governance Financial Statements
Division of responsibilities
The Board’s role
The Board leads the Group and is responsible for promoting its
long-term success. Further detail of the Board’s membership,
discussions and decision-making in 2025 can be found on pages
83 to 87.
The Board has sole authority over matters which are operationally,
financially or reputationally material to the Group, including
acquisitions, major capital expenditure, budgets and dividend
policy. These are set out in the Matters Reserved for the Board,
which the Board reviewed and reapproved at its March 2025
meeting, with no significant changes. The schedule can be found
on our investor website.
The Board also has a central role in reviewing and approving the
Group’s strategy. It receives regular deep-dive presentations on
strategic topics at its scheduled meetings and holds a strategy away
day each year. This includes the findings from Management’s own
week-long off-site session, at which it reviews opportunities and
risks over the next three years. The Board also considers market
trends and market participant behaviours, to assess the
sustainability of the Group’s business model over the medium
and long term.
The Board reviews and challenges targets, plans and budgets at its
December meeting, ensuring they reflect and support the Group’s
strategy, and that adequate resources are available while
maintaining capital discipline. Board activities during 2025 that
supported the assessment of the Group’s resources included
reviews of the workforce, updates on the Group’s systems roadmap,
approving additional investment in the new Integration Center near
Atlanta, and reviews of the cash management strategy.
The Board reviews the performance of the CEO and Group Executive
Management Team against financial and operational performance
targets at each scheduled meeting. It also regularly discusses the
Company’s principal risks, with Board papers routinely setting out
which principal risks are relevant to the topic. The Board’s review
and approval of the Group’s Viability Statement also specifically
considers how different combinations of principal risks could affect
the Group’s strategy, performance and financial position.
Delegated authorities
Our Corporate Governance Framework allows the Board to delegate
the powers and responsibilities it deems necessary, subject to UK
corporate governance requirements.
Several Board-level matters are delegated to its Committees, as set
out in their respective reports. The Group’s day-to-day management
is delegated to the CEO and his role is summarised below.
The Matters Reserved for the Board schedule includes specific
monetary limits for certain decisions Management can take, such as
approving capital expenditure or entering into leases. Above these
limits, Board approval is required.
The Directors’ roles
The roles of the Chair, CEO and Senior Independent Director (SID)
are set out in writing, to ensure clear division of their duties. The
Board reviewed and reapproved the role descriptions at its February
2025 meeting, with no changes to the Chair or CEO roles and a
minor update to the SID’s role, to expand the description of the
matters where the SID might act as a sounding board for the Chair.
The role descriptions can be found on our website at
investors.computacenter.com.
Chair’s role in leading the Board
Pauline Campbell chairs the Board and focuses on its effective
operation. This includes ensuring that she and the Board are fully
apprised of material issues and Management’s view of them. Pauline
holds regular one-to-one meetings with the CEO and each Group
Executive Management Team member, so any issues can be
incorporated into the Board’s agenda or communicated to
members on a timely basis.
She also leads a programme of regular formal and informal meetings
for the Directors. In 2025, several of these meetings were off-site,
allowing the Board to cover topics in more detail and in an
environment which encouraged open, comprehensive and
independent discussion.
In preparation for formal meetings, Pauline attended eight agenda
review meetings with the CEO and the Company Secretary in 2025.
These allowed her to ensure Board time was appropriately allocated
between strategic, performance, financial and governance matters.
She also led over 40 paper review sessions with Management and
the Company Secretary prior to Board meetings, to provide
guidance on content and ensure that the final papers thoroughly
addressed priority areas.
One of the Chair’s roles is to ensure the Board, Committees and
Directors are evaluated each year. Pauline reviewed the findings of
this year’s external evaluation prior to wider Board discussion. She
also oversaw the performance reviews of individual Directors.
The Board evaluation and the SID’s follow-up review, which included
input from each Board member, confirmed that Pauline had
performed effectively in her role. It also confirmed that she had
demonstrated objective judgement during the year, promoted a
culture of openness and debate where each Director was given an
equal opportunity to participate in Board discussion, and facilitated
constructive Board relations and the effective contribution of all
Non-Executive Directors.
In addition, Pauline held several meetings with the Group’s largest
shareholders and conveyed their feedback on the Group’s
performance to the Board.
Other key Board roles
The CEO’s role includes:
• Developing the Group’s strategy, for approval by the Board, and
ensuring its execution
• Leading the Management team in the Group’s day-to-day running
• Ensuring appropriate internal controls are in place
• Setting the ‘tone from the top’ by establishing the Group’s values,
for approval by the Board
• Providing timely and accurate information to the Board, including
escalating issues where required
Computacenter plc Annual Report and Accounts 2025 87
Strategic Report Governance Financial Statements
Division of responsibilities continued
The SID’s role includes:
• Providing a sounding board for the Chair and serving as a trusted
intermediary for other Directors, when necessary
• Meeting with the Non-Executive Directors at least once a year to
appraise the Chair’s performance
• Supporting the Chair in the delivery of his/her objectives
• Ensuring the Chair pays sufficient attention to succession
planning, and chairing the Nomination Committee when it is
considering succession for the Chair
• Being available to shareholders, if they have concerns that the
normal channels of Chair, CEO or CFO have failed to resolve
The Non-Executive Directors’ role includes:
• Providing an external perspective and constructively challenging
the Executive Directors and Management
• Monitoring and scrutinising the Group’s performance against
agreed goals and objectives, and holding Management to account
• Offering strategic guidance and specialist advice
• Playing a prime role in appointing and removing the Executive
Directors
• Being members of the Board’s Committees
Board composition and independence
The Directors who served during the year are listed on page 89.
Simon McNamara (Independent Non-Executive Director) and Keith
Mortimer (Chief Financial Officer) joined the Board in January 2025
and September 2025 respectively. Information on Simon’s
appointment was included in the 2024 Annual Report and Accounts,
while Keith’s appointment is described in the Nomination
Committee report. No Directors stepped down from the Board
during the year.
At the year end, the Board comprised:
• the Chair, Pauline Campbell;
• two Executive Directors, Mike Norris (CEO) and Keith Mortimer
(CFO);
• five Independent Non-Executive Directors, René Carayol, Kelly
Kuhn, Simon McNamara, Ljiljana Mitic and Adam Walker; and
• two founder Non-Executive Directors, Philip Hulme and Peter
Ogden, who are not independent.
The Board deemed 55.56% of the Directors (excluding the Chair)
to be independent as at 31 December 2025. Pauline Campbell was
deemed independent on her appointment as Chair.
The balance of the Executive, Non-Executive and independent
Non-Executive Directors ensures there is no dominant individual
or group on the Board influencing its decision-making. This is
reinforced by the Board’s Committees, which only include the
independent Non-Executive Directors and the Chair, and work
within defined Terms of Reference, which the Board reviewed and
reapproved at its February 2025 meeting.
Philip Hulme and Peter Ogden are substantial shareholders, with
their interests (and those of their connected persons) in 14.98%
and 22.3% of the Company’s shares respectively. The size of their
holdings and their tenure on the Board, which spans three decades,
demonstrates their commitment to Computacenter’s long-term
success and means their interests are directly aligned with the
Company’s other shareholders. In any event, the Board’s structure
as described above prevents any circumstance arising where their
interests could take precedence over other shareholders. This
ensures that the Directors treat all members of the Company fairly
in carrying out their duties, as required by section 172 of the
Companies Act 2006.
External appointments and time commitment
The Non-Executive Director Letter of Appointment sets out the
expected time commitment. Although the nature of the role makes
it difficult to specify the maximum time required, they are expected
to commit up to two days per month, including attending and
preparing for regular Board meetings.
The Director appointment process requires potential Non-Executive
Directors to disclose their existing directorships and significant time
commitments before they are appointed to the Board. This ensures
they have sufficient time to fulfil their duties and allows the Board to
assess and authorise any potential conflicts of interest. Before his
appointment, the Board noted Simon McNamara’s existing
commitments and assessed that he had the capacity to fulfil
the role.
Provided the time commitment does not conflict with their duties to
the Company, the Board may authorise Executive Directors to take
non-executive positions in other organisations, as this helps to
broaden their experience. As at 31 December 2025, neither Mike
Norris nor Keith Mortimer held any external non-executive positions.
The Board monitors each Director’s external commitments twice a
year, as well as through the Board evaluation process. Following this,
the Board is satisfied that each Director can allocate sufficient time
to the Company to discharge his or her responsibilities effectively,
and that no external appointments have any impact on their
independence or responsibilities to the Company.
Conflicts of interest
The Company’s Articles of Association allow the Board to review
and authorise a situation where a Director has an interest that
conflicts, or may conflict, with Computacenter, and to impose
conditions on that authorisation. The Board has formal procedures
to manage any actual or potential conflict of interests identified.
These include considering each external interest from a commercial
and competitive perspective, which includes identifying supplier or
customer relationships between Computacenter and the third party,
and also identifying if there any areas where it competes with
Computacenter.
Information and support
We have policies and processes to support the Board’s work,
including those relating to meeting preparation and attendance.
To enable Directors to discharge their duties, they receive detailed,
accurate, clear and timely information at least a week in advance of
each scheduled Board and Committee meeting. At meetings, the
Directors are assumed to have read all the papers, allowing more
time for discussion of specific points.
The Directors have an opportunity to discuss and feed into the
Board agenda for the following year at their meeting each
December. This includes, for example, agreeing the key strategic
topics for deep dives at forthcoming Board meetings. The Directors
also agree the topics to cover at the annual strategy away day.
The Company Secretary advises the Board on all corporate
governance matters and advises the Chair to ensure that all Board
procedures are correctly followed. All Directors have access to
the Company Secretary’s advice and services. The appointment
and removal of the Company Secretary is a matter reserved for
the Board.
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Division of responsibilities continued
N R E
Board of Directors
Pauline Campbell
Non-Executive Chair and Chair of the
Nomination Committee
Experience
Pauline is a former
PricewaterhouseCoopers (PwC) Audit
Partner who brings over 30 years of
experience in the profession. She has
worked internationally across a broad range
of sectors, including IT services and
support services amongst many others.
Pauline also served on the Governance
Board of the UK firm, including the Public
Interest Body and the equivalent body at
PwC’s Global Network, giving her a wealth
of governance experience. Pauline was a
Non-Executive Director of Micro Focus
International plc, until its sale on 31 January
2023, and is currently Deputy Chair of the
Latymer Foundation.
Mike Norris
Chief Executive Officer
Experience
Mike has been Computacenter’s Chief
Executive Officer since 1994.
He joined Computacenter’s sales team in
1984 after graduating from university. He
went on to hold several roles before taking
over the management reins in 1994.
Mike has a degree in Mathematics and
Computer Science from the University of
East Anglia and was awarded an Honorary
Doctorate of Science from the University of
Hertfordshire.
Keith Mortimer
Chief Financial Officer
Experience
Keith was appointed Chief Financial Officer
in September 2025.
He joined Computacenter’s UK Finance
division in September 1999 and has since
held a variety of senior finance and
commercial leadership roles at Group level,
including Group Head of External Reporting
and Financial Planning & Analysis, and
Director of Commercial Finance. Throughout
his career, Keith has been instrumental in
strengthening financial reporting, advancing
strategic commercial planning, and
delivering major change programmes. He
played a central role in the implementation
of the Group ERP platform and the rollout of
the Group operating model.
Keith qualified as a Chartered Accountant
with Arthur Andersen in London. He holds
a first-class degree in Economics from the
University of Exeter.
Committee membership
Only the Chair and Independent Non-Executive
Directors are members of the Board’s Committees.
Key:
A
Audit & Risk Committee
N
Nomination Committee
R
Remuneration Committee
E
Environmental, Social and Governance
Committee
Denotes Chair of Committee
The Board has an excellent balance
of independence, knowledge and
experience, which allows it to provide
effective and entrepreneurial leadership
to the Group and promote its long-term
sustainable success.
Computacenter plc Annual Report and Accounts 2025 89
Strategic Report Governance Financial Statements
Board of Directors
N R A R A EA N R E
Adam Walker
Senior Independent Director and Chair
of the Audit & Risk Committee
Experience
Adam joined the Board in August 2024.
He is a Non-Executive Director of Currys
plc, Chair of its Audit committee and a
member of its Remuneration Committee.
He is also the Audit Committee Chair of
J Murphy & Sons and Chair of the Matt
Hampson Foundation, a charity for young
people with life-changing sport injuries.
Adam’s former executive roles include EVP
and CFO of IHS Holding Limited, the largest
global telecommunications tower company,
CFO of GKN plc, Group Finance Director
at Informa plc, and Finance Director at
National Express Group plc. Adam was
Chair of Indra Renewable Technologies
Limited, a Non-Executive Director and
Chair of the Audit Committee at Kier
Group plc and at Nasdaq-listed Tritium
DCFC Limited.
Simon McNamara
Independent Non-Executive Director
Experience
Simon joined the Board in January 2025.
As NatWest Group’s Chief Administration
Officer for ten years, he led the
transformation of its technology and
services proposition, and oversaw more
than 30,000 employees around the world.
Prior to this, Simon was Global CIO of
Standard Chartered Bank Consumer Bank
based in Singapore, where he developed
and implemented the Group Technology
and Operations strategy for their Consumer,
Business and Private Banks.
Simon has also held several other senior IT
positions in global financial services, at
Westpac Banking Corporation, Deutsche
Bank, BNP Paribas and Midland Bank. He
was also a founding partner in a successful
software start-up, CATS INC, in Silicon
Valley. Simon is currently a Board member
of EpositBox. He was awarded an Honorary
Doctorate in Computer Science from the
University of Hertfordshire.
Kelly Kuhn
Independent Non-Executive Director
Experience
Kelly joined the Board in September 2024.
She is a Non-Executive Director,
Remuneration Committee Chair and
Nomination Committee member at ISS A/S.
She also advises WNS (Holdings) Ltd and
the McChrystal Group, and previously sat
on the Board of LaSalle Hotel Properties,
a NYSE listed real estate investment trust.
Kelly spent over 30 years as an executive
at CWT, an Amex GBT Solution. She led
CWT’s US government business, before
joining its Executive Leadership team and
assuming responsibility for wider business
performance in APAC and EMEA, and
ultimately becoming the company’s first
Executive Vice President and Chief
Customer Officer. From 2022 to 2025,
Kelly served on the Board of SSP Group plc,
where she was a member of both the Audit
and Nomination Committees.
René Carayol
Independent Non-Executive Director,
Chair of the Remuneration Committee and
Workforce Engagement Director
Experience
After ten years at Marks & Spencer,
including as a Senior IT Manager, René
joined PepsiCo as IT Systems Director.
He was subsequently CIO at IPC Magazines,
until it was sold to AOL Time Warner. René
is now an experienced Executive
Leadership Coach and broadcaster, with
much of his recent work focusing
particularly on areas such as diversity and
inclusion, inclusive leadership and cultural
transformation across large organisations.
René was awarded an MBE for his
outstanding contribution to the business
community. He holds a degree from the
London School of Economics and Political
Science and was awarded an Honorary
Doctorate by the University of Roehampton.
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Strategic Report Governance Financial Statements
Board of Directors continued
A N R E
Peter Ogden
Founder, Non-Executive Director
Experience
Peter founded Computacenter with Philip
Hulme in 1981 and was Chairman of the
Company until 1998, when he became a
Non-Executive Director. Prior to founding
Computacenter, he was a Managing
Director of Morgan Stanley and Co.
Ljiljana Mitic
Independent Non-Executive Director and
Chair of the ESG Committee
Experience
Ljiljana has more than 25 years’ experience
in the IT industry. She was Global Head of
financial services and a member of the
executive committee at Atos SE, following
its takeover of Siemens IT Solutions and
Services GmbH, where she headed the
worldwide banking and insurance sales
business. Ljiljana has also held senior roles
at Hewlett-Packard and WestLB AG.
Since 2016, she has focused on technology
start-ups as a member of Impact51 e. V.
Ljiljana is a Non-Executive Director of
Grenke AG, a global financing partner for
small and medium-sized companies, and is
Non-Executive Chair of Grenke Bank AG.
Philip Hulme
Founder, Non-Executive Director
Experience
Philip founded Computacenter with Peter
Ogden in 1981 and worked for the Company
on a full-time basis until stepping down as
Executive Chairman in 2001. He was
previously a Vice President and Director of
the Boston Consulting Group.
Committee membership
Only the Chair and Independent Non-Executive
Directors are members of the Board’s Committees.
Key:
A
Audit & Risk Committee
N
Nomination Committee
R
Remuneration Committee
E
ESG Committee
Denotes Chair of Committee
Computacenter plc Annual Report and Accounts 2025 91
Strategic Report Governance Financial Statements
Board of Directors continued
Group Executive Management team
The Group Executive
Management Team
supports the CEO in
managing the business
day-to-day and provides
high-level leadership for
our operations.
Lieven Bergmans
Chief Commercial Officer
Experience
Lieven is responsible for
the Group’s Technology
Sourcing. He joined
Computacenter in 2000
as Head of the Consulting
Division of the Belgian
subsidiary. In 2008,
he was appointed
Managing Director of
Computacenter Benelux.
He was responsible for
aligning the local
business with the
Company’s portfolio of
services and Group
solutions and increasing
market share.
From 2015 to 2018, he
brought stability and
growth to the French
entity, before taking on
broader responsibilities.
John Beard
Managing Director,
Europe
Experience
John leads
Computacenter’s
business across Europe
and is accountable for all
customer engagement
in the region.
He joined
Computacenter’s
inaugural graduate
scheme in 1995 and held
various sales and sales
leadership roles in the UK
business, as well as
spending a year as Chief
Commercial Officer,
before moving into his
current role of Managing
Director for Europe. John
graduated from
Loughborough University
with a degree in
Mathematics.
John Gibbs
Chief Information Officer
Experience
John joined
Computacenter in July
2023 and is responsible
for all of Computacenter’s
systems and
infrastructure. He has
over 30 years’ experience
in Information
Technology, most
recently as the Group CIO
of Rolls-Royce and
International Airlines
Group. In addition to his
IT experience, he has
previously been a
customer of
Computacenter and an
advisor to the Company.
Mike Norris
Chief Executive Officer
Experience
See page 89 for Mike’s
biography.
Keith Mortimer
Chief Financial Officer
Experience
See page 89 for Keith’s
biography.
Computacenter plc Annual Report and Accounts 202592
Strategic Report Governance Financial Statements
Group Executive Management team
Justin Griffin
President, North America
Experience
Justin leads our North
America business. He
joined the Company in
2007 through
Computacenter’s
acquisition of
FusionStorm and has
served as the Senior Vice
President of Sales for the
US since 2018.
Prior to Computacenter,
Justin led a Professional
Services team at MTI
Technology and held
various roles at
Accenture. He earned a
Bachelor of Science
degree from Pennsylvania
State University.
Fraser Phillips
Group Legal &
Compliance Director
Experience
As Group Legal &
Compliance Director,
Fraser advises on large
Services engagements,
particularly those
involving multiple
partners. He took on his
current role in 2013 after a
six-year tenure as Head of
Legal in the UK.
Fraser qualified as a
barrister in 1997 and has
extensive experience in
structuring, negotiating
and drafting commercial
agreements.
Mo Siddiqi
Group Development
Director
Experience
Mo is responsible for
Computacenter’s
strategy, marketing,
corporate development
initiatives and
sustainability strategy.
Since originally joining
Computacenter in 1997,
Mo has held senior sales
and operational roles,
notably leading the
Company’s international
development through a
mixture of organic
growth, customer wins,
business start-ups and
acquisitions.
Sarah Long
Group Chief People
Officer
Experience
Sarah has over 25 years’
experience in the
technology industry. She
originally joined
Computacenter in 1996
and spent 12 years in
various sales and service
leadership roles. Between
2008 and 2018 she
consulted to a number of
technology organisations
across Europe, advising
on strategic growth and
organisational change.
Sarah rejoined
Computacenter in March
2019 to lead the Group
People Strategy and
in-country Human
Resources functions.
Sarah graduated from the
University of Manchester
with a degree in
Technology and Design.
Reiner Louis
Managing Director,
Professional Services
Experience
Since 2023, Reiner has
led the global
Professional Services
organisation at
Computacenter. From
2013 he was responsible
for the entire business in
Germany as Country
Head Germany and
Spokesman of the
Management Board.
Reiner joined
Computacenter in 1994
as Head of Customer
Services and held various
management positions in
subsequent years.
Julie O’Hara
Managing Director,
Managed Services
Experience
Julie has been in the IT
industry for almost 30
years and is responsible
for the delivery of
Managed Services to
Computacenter’s
customers worldwide.
She rejoined
Computacenter in 2014
and was responsible for
all services delivered to
UK customers, extending
her scope globally in 2017.
Julie spent two years at
Colt as VP for Services
and Solutions, where she
ran Service Management,
Contract Management,
Consultants and
Architects across Europe.
Prior to this, she worked
at Computacenter and
IBM in several technical
service and sales-related
positions.
Computacenter plc Annual Report and Accounts 2025 93
Strategic Report Governance Financial Statements
Group Executive Management team continued
Measuring Board effectiveness
External evaluation of the Board
Each year we conduct an evaluation to assess the Board’s ways
of working as well as its skills, experience, independence and
knowledge, to confirm it is able to discharge its duties and
responsibilities effectively. Every third year this review is conducted
externally in line with the Code. In 2025, an external review was due
and, following a tender process, the Board appointed Board
Excellence, which performed the 2022/23 external review. Board
Excellence has no other connection with the Company or its
Directors, is accredited by the Chartered Governance Institute (CGI)
for the quality of its work and has confirmed its compliance with the
CGI’s Code of Practice for board reviewers.
Areas covered by the process included Board composition; Board
understanding of roles and responsibilities; balance of Board time
between strategy, performance and governance; quality of papers
and materials submitted to the Board for consideration; compliance
with the Code; diversity; and how well members work together to
achieve individual objectives.
The review was designed to encourage the Directors to optimise
their contribution to Computacenter’s success and add value
beyond the statutory requirements, by building on existing
strengths, agreeing on the challenges ahead and preparing for
the future.
Board evaluation timeline
The review included the completion of a detailed questionnaire,
following which individual interviews were conducted with Board
members, certain senior members of the Executive and external
stakeholders. The review also included a review of background
papers for the year running up to the review and observation of a
meeting of the Board and each of its Committees. The findings were
then set out in a detailed report, reviewed first by the Chair and
Company Secretary, before being presented by the evaluation
partners from Board Excellence, Paul George and Steve Masters,
at the February Board meeting.
The Board then discussed the findings in detail and agreed actions
for implementation over the following 12 months. The review
concluded that the Board and its Committees continue to perform
effectively and are high performing in many areas. It found that the
Board had a good mix of industry and functional skills, reasonable
levels of diversity, and that it benefited from highly engaged
members who work well together, have a willingness to challenge
and a strong commitment to the success of Computacenter. It
noted that the Board and its Committees were each well-chaired.
Following its review, the Board agreed that the following key actions
would be taken forward:
• Increasing the clarity of succession planning
Approval of
external evaluation
September 2025
Board approves external
independent evaluation
of Board and Committee
performance.
Selection of
external provider
October 2025
Tender process
completed. Results
presented to the Board
and Board Excellence
selected.
Evaluation
undertaken
November 2025
Questionnaires
completed by Board
members. Follow-up
interviews with Board
members. Board
Excellence observes
Board and Committee
meetings.
Findings
reviewed
January 2026
Chair and Company
Secretary review
evaluation report.
Results
presented
February 2026
Board Excellence
presents its findings to
the Board, followed by
Q&A. Board discussion
of the findings.
Response plan
agreed
March 2026
Board agrees plan to
address suggested
actions following the
evaluation and directs
Company Secretary to
facilitate its
implementation.
• Enhancing the consistency of the quality and presentation of
Board and Committee papers, and of engagement on the
strategic issues raised by those papers
• Ensuring plans for the implementation of Provision 29 of the Code
remain on schedule
Progress with 2024 evaluation actions
The 2024 Board evaluation identified risk management and analysis,
and succession planning and talent development as areas of Board
focus for 2025. During the year, the Board conducted a deep-dive
risk review of the Group’s key vendor relationships, completed its
annual assessment of the Group’s principal and emerging risks, and
discussed risk as part of many of its other agenda items. For
example, it considered the risks associated with the Group’s North
American growth plan and the device lifecycle management
proposition within Managed Services. The June 2025 Board
meeting included a session with the Group Chief People Officer
on succession planning and talent management, specifically
considering succession for the CEO and the Group Executive
Management Team. The Nomination Committee also reviewed and
discussed the Group’s processes for ensuring a robust and diverse
talent pipeline.
Computacenter plc Annual Report and Accounts 202594
Strategic Report Governance Financial Statements
Measuring Board effectiveness
Our purpose, strategy, values and culture
Focusing on our
customers
Our strategy and
strategic KPIs:
Our strategy and KPIs
reflect: the relationships we
want to have with our
customers, so we retain
them and maximise their
value; our view that we do
this most effectively when
we deliver a significant
Services element to the
customer; and the critical
importance of our people.
Our culture:
Our culture emphasises
that we must deliver great
results for our customers,
in an environment that
prioritises long-term
decision-making and the
development of our people.
It empowers our people to
react decisively and
responsibly to the needs
of our customers, on a
day-to-day basis.
Our winning
together values:
Our values are central to our
culture and support the
delivery of our strategy and
purpose. They require us to
work hard to get to know
our customers, understand
their needs and put them
at the heart of everything
we do.
Our purpose:
In essence, our purpose
is to help our customers
change the world, by
enabling them to realise
the transformative benefits
of IT. We work relentlessly
to build our customers’
long-term trust, so they can
rely on us in a complex and
ever-changing business
environment.
Our purpose, strategy, culture and values all
emphasise the critical importance of our customers.
Our purpose See inside front cover
Our strategic KPIs See page 18
Our culture See page 96
Our values See page 8
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Computacenter plc Annual Report and Accounts 2025 95
Governance Financial StatementsStrategic Report
Our purpose, strategy, values and culture
Our purpose
Setting our purpose is one of the key matters reserved for the Board.
The Board approved our current purpose description in 2022,
following a deep-dive assessment. The Board keeps our purpose
under review and made no changes to it during 2025.
Our strategy
The Board spent considerable time on strategy during the year,
both at its annual strategy away day and in each regular meeting.
Our culture
The Board recognises the critical importance of our culture and
believes it is a key differentiator for Computacenter.
At its June 2025 meeting, the Board conducted its annual in-depth
review of our culture, in conjunction with the Group Chief People
Officer. This included considering how the Group’s ongoing
strategic investments in systems could change the organisation,
our ways of working and employees’ roles and responsibilities, the
impact this could have on our culture and the need to manage
change carefully.
The Board also looked at the key factors that could influence our
culture over the next five years, such as technological shifts, the
continued evolution of the business and changing employee
expectations. These presented both challenges and opportunities.
In addition, the Board noted the report from Investors in People,
which contained numerous references to the Group’s positive
culture and values, with the assessors stating that they could see
the values being evidenced in practice.
In February 2026, the Board reviewed the results of the Group-wide
employee engagement survey carried out in the fourth quarter of
2025. In relation to culture, this showed that our employees feel a
strong sense of inclusion, customer centricity and focus, and the
ability to be themselves at work. It also showed that our employees
believe that the Group acts in an ethically and socially responsible
way when interacting with its key stakeholders. The Board continues
to be satisfied that our desired culture has been embedded in
the business.
The Workforce Engagement Director also provided feedback from
his meetings with employee groups and their relevance to culture.
This included a session with the UK Cultures Employees Network.
The Board’s regular oversight activities during the year included
receiving presentations and reports from Management, including
employee-related KPIs such as training statistics, attrition rates and
length of tenure, which provided further evidence of a positive culture.
The Board’s Committees also helped it assess whether our culture
and values were embedded across the Group and reflected in our
people’s actions day-to-day. In particular, the Audit & Risk
Committee reported to the Board on any potential breaches of our
Group Ethics Policy and Code of Business Conduct, and provided
information on training requirement completion and monitoring
and communications programmes. The Committee also aided
the Board’s assessment of how effectively related policies and
processes had been embedded within the organisation, including
by geography and business function.
As a result of its work on culture, the Board confirmed that it was
satisfied the Group’s culture remained aligned with its purpose,
strategy and values.
Our winning together values
Our values determine our behaviours and actions, beyond the rules
we put in place to comply with legal or regulatory requirements.
They align our people and make it easier for them to work towards
shared goals, enabling us to be a consistent partner for our
stakeholders and to retain great talent.
Our values also provide clarity. Our people know what we stand for
and how we expect them to represent Computacenter. We take
great pride in their feedback, which shows they think that we live our
values on a day-to-day basis.
How the Board leads by example
The high standards of behaviour we expect from our people also
apply to the Directors. The Executive Directors’ service contracts
and the Non-Executive Directors’ appointment letters require that
they always act with integrity. The Directors are also required to
comply with our policies relating to conduct, such as the Group
Ethics Policy.
During the year, each Director was asked to confirm to the Company
that they have understood and complied with the terms of the
policies which apply to them specifically as Board members. These
include the Group’s Related Party Policy, Share Dealing Policy and
Disclosure Policy. They were also asked to confirm information
relating to their Company shareholding, external appointments and
potential conflicts of interest.
The sections below provide examples of how the Directors have
acted in line with our values during 2025.
Computacenter plc Annual Report and Accounts 202596
Strategic Report Governance Financial Statements
Our purpose, strategy, values and culture continued
Putting customers first
The Board continued to invest significant time understanding our
customers’ needs, priorities and challenges. The stakeholder
engagement section on pages 37 to 42 explains how the Board
stayed informed, including through its review of our annual
Group-wide customer survey.
In addition, many of the Board’s agenda items during the year
considered customer interests, notably the regular deep-dive
reviews into specific elements of the Group strategy, its discussions
of operational performance and consideration of growth plans and
new business pipelines across numerous parts of the Group.
Keeping promises
This value includes the promises we make to our customers. In
approving the Group’s strategy, investments, budget and certain
material contracts, the Board helps to ensure that our business only
makes promises to customers we have the expertise, capability and
resources to fulfil. For example, its regular reviews during the year of
our Technology Sourcing, Managed Services and Professional
Services businesses included considering our ability to meet
evolving customer needs, including in areas such as device lifecycle
management.
Keeping promises also requires us to be straightforward and honest.
The Board plays a critical role in ensuring that this applies to our
communications as a public company. The Directors continued to
assist and challenge Management during the year, to satisfy
themselves that our disclosures were accurate and transparent,
and that our commentary on the Group’s prospects was realistic.
Understanding people matter
The Board spent considerable time on people-related matters
during the year, including the review of culture described on page
96 and the workforce review it undertook during its strategy away
day. More information on employee engagement and how the Board
took their interests into account can be found in the stakeholder
engagement section on page 39.
Our people can raise any matters of concern through an
independent and anonymous reporting helpline, run by Safecall.
Through updates from the Audit & Risk Committee Chair, the Board
reviews this and reports arising from its operation.
Considering the long term
The Board evidenced its consideration of the long term throughout
its activities and decision-making in 2025, as set out on pages
83 to 85.
Examples included:
• approving continued investment in the Group’s systems, to
enhance our competitiveness and delivery for customers;
• approving additional investment in the new North American
Integration Center, to support our long-term growth in
that market;
• the five-year view of factors that could affect culture;
• considering the Group’s longer-term strategy, for example
in India and Asia Pacific; and
• approving the new Directors’ Remuneration Policy, in particular
to retain the services of the CEO over the coming years.
Computacenter plc Annual Report and Accounts 2025 97
Strategic Report Governance Financial Statements
Our purpose, strategy, values and culture continued
Nomination Committee report
Membership and attendance
The Nomination Committee is made up of independent
Non-Executive Directors and the Chair of the Board.
The Company Secretary is secretary to the Committee.
The Chief Executive Officer and Group Chief People Officer
attend meetings by invitation.
Activities
During the year, the Committee’s main activities were:
1. Board succession and appointments
Leading the appointment process for a new Chief Financial
Officer.
2. Senior management succession planning and talent
development
Ensuring we have appropriate processes to identify and
develop a diverse pipeline of future leaders.
3. Diversity and inclusion
Considering diversity at Board and senior management level,
and our Group-wide approach and policies.
Terms of Reference
The Committee’s Terms of Reference are available at investors.
computacenter.com. The Committee reviewed its Terms of
Reference during the year and the Board reapproved them,
with no changes.
The Committee’s main activities in 2025
The Committee met four times during the year, with the main topics
discussed set out below.
Board succession and appointments
There were two appointments to the Board in 2025, with Simon
McNamara joining as an independent Non-Executive Director in
January 2025 and Keith Mortimer being appointed Chief Financial
Officer from 1 September 2025. Information on the process to
appoint Simon can be found on page 103 of the 2024 Annual Report
and Accounts.
For the CFO recruitment, the Committee discussed and formally
agreed the search process at our February 2025 meeting, with the
Board approving our proposal. We agreed to appoint Russell
Reynolds Associates Limited (RRA) to provide us with a long list, with
a request to ensure female candidates were included. RRA has no
other connection with the Company or with individual directors.
In the first quarter of the year, the Directors reviewed the internal
candidates and agreed to also conduct an external search. The
Board received an update at its June meeting and, following a
thorough interview process with both internal and external
candidates, approved Keith’s appointment in August 2025.
Keith has been with Computacenter for more than 25 years, most
recently as Director of Group Commercial Finance. He has played an
important part in developing how we manage the business, forecast
our financial performance and govern our contracts. He also has
significant systems and people experience, acquired through his key
role in implementing our ERP systems and Group operating model.
His detailed knowledge of the business will be invaluable in helping
us achieve our growth ambitions, particularly as we continue to
invest in our systems, tools and processes.
The Company Secretary organises a comprehensive induction for
new Directors. Simon received an induction pack containing
information on:
• the Group’s business, structure and operations;
• Board procedures;
• corporate governance matters, including key policies; and
• details of Directors’ duties and responsibilities.
Members at
31 December 2025 Role Attendance
Pauline Campbell (Chair) Non-Executive Chair of
the Board 4/4
René Carayol
Non-Executive Director 4/4
Ljiljana Mitic Non-Executive Director 4/4
Adam Walker Senior Independent
Director 3/4
Kelly Kuhn
1
Non-Executive Director 1/1
1. Kelly Kuhn ceased to be a member of the Nomination Committee
with effect from 11 February 2025, as part of a Board Committees
restructuring, following the appointment of Simon McNamara
and an increase in the number of Company Independent
Non-Executive Directors.
Board and Executive succession planning
See page 99
Board evaluation process
See page 94
How the Nomination Committee spent its time
1. Board composition: 33.0%
2. Succession planning: 33.0%
3. Board effectiveness: 34.0%
3
2
1
Computacenter plc Annual Report and Accounts 202598
Strategic Report Governance Financial Statements
Nomination Committee report
He also met the Group’s senior business and central function
leaders, as well as the Group’s key advisers.
Keith’s knowledge of the business meant he had a more focused
induction, including meetings with the Group’s banks, insurers,
lawyers and corporate brokers, and briefings from the Company
Secretary on matters such as our Disclosure Policy and rules on
share dealing. The Committee also reviewed and discussed a
development plan to support Keith’s transition to a Board-level
leadership role.
Senior management succession planning and talent
development
Both the Committee and the Board devoted sessions to considering
succession planning for the CEO and the other members of the
Group Executive Management Team. This included a detailed
review of the skills and capabilities of the current team members.
We noted that the Executive Team was stable and looked at
potential succession candidates over the next three to five years.
We also recognised the Group’s success with filling many senior
vacancies through internal promotions.
As part of the Committee’s work, we discussed the processes for
ensuring the Group has a robust and diverse pipeline for senior
roles. This included reviewing the current development tools and
leadership programmes, and initiatives focused on diversity in
succession, such as the Leading Together and Growing Together
programmes for female leaders, as well as the Group’s Inclusive
Leadership training.
We also considered work being done to enhance succession
planning, including identification of critical roles, future skills
requirements and creating “Success Profiles” to aid succession
planning. The Committee noted that the long average employee
tenure reflected people’s ability to grow and the opportunities they
enjoyed within Computacenter.
Diversity and inclusion
Computacenter is committed to providing a fair and inclusive
workplace, where everyone feels they belong and can be
themselves. Sustainably improving our gender mix is one of the keys
to achieving this and we have made significant progress in recent
years, particularly at senior management levels.
At our February 2025 meeting, the Committee reviewed a proposed
Group Inclusion Policy and recommended it to the Board, which
subsequently approved it. The policy reflects our existing approach
and helps to ensure that we act consistently throughout the Group.
We recognise that failing to recruit and retain the right talent is a
strategic risk for Computacenter and the new policy helps to
mitigate this, along with initiatives relating to gender and ethnicity,
among others.
Our commitment to diversity applies equally at Board level and we
are highly aware of its benefits, as well as the Listing Rules’
requirements. We comply with the target to have at least one
woman in a Board leadership role, with me as Chair, and
independent Non-Executive Director René Carayol fulfils the target
to have at least one member from an ethnic minority background.
However, female representation on the Board was at 37.5% at the
start of the year and 30% at 31 December 2025, following Simon and
Keith’s appointments. This is below the 40% target in the Listing
Rules. As I explained in detail in last year’s Nomination Committee
report, our Board composition is the result of:
• our decisions over the last 12 to 18 months to appoint the best
available candidates from a diverse list for vacant Board positions;
and
• our founders, Sir Philip Hulme and Sir Peter Ogden, and CEO Mike
Norris, having been Directors since 1998. This reflects the
founders’ long-term support and the Group’s sustained success
under Mike, and means that three of our Board positions have not
been vacant and therefore available to diverse candidates during
this time.
We have sought diverse candidates for recent appointments, and
began our 2024 search for a Non-Executive Director who could
chair the Audit & Risk Committee with a ‘female candidates only’
request. However, we had to broaden our search to find someone
with the right skills and fit in a suitable timeframe, which ultimately
led to Adam Walker’s recruitment. For the CFO role, we also
requested female candidates for our long list. However, female
CFOs are in great demand among UK listed companies and the
availability of suitable candidates reflected this.
Given the high calibre of the Directors we have appointed, we are
satisfied that our Board composition is right for our business and
therefore in the best interests of shareholders and our other
stakeholders. Having our first female Chair in role shows our
commitment to gender diversity, and 50% of the non-founder
Non-Executive Directors are female.
Notwithstanding this, complying with the 40% target remains part
of our succession planning, while ensuring the Board maintains its
balance across other areas of diversity, as well as skills and
experience.
The gender and ethnicity of our Board and Group Executive
Management Team at 31 December 2025 is set out in the following
table. The data is obtained through the Group’s year-end disclosure
questionnaire, which offered individuals the categories listed on
page 100 and asked them to select how they identified in respect of
gender and ethnicity.
Computacenter plc Annual Report and Accounts 2025 99
Strategic Report Governance Financial Statements
Nomination Committee report continued
Board evaluation and Committee performance
The Committee led on approving the process for the 2025
performance evaluation for the Board, its Committees and
Directors, which is described on page 94. Having reviewed the
findings and discussed them with the Board, I am satisfied that the
Committee continued to function effectively during the year.
Re-appointment of Directors
After considering the outcome of the 2025 evaluation exercise, the
Committee has recommended that all the Directors are put forward
for re-election at the AGM in May 2026.
Pauline Campbell
Chair of the Nomination Committee
11 March 2026
Gender and ethnicity of our Board and Group Executive Management Team
Number of
Board
members
% of
the Board
Number of
Senior
Positions on
the Board
(CEO, CFO,
SID and Chair)
Number in
Executive
Management
% of Executive
Management
Gender
Male 7 70% 3 7 78%
Female 3 30% 1 2 22%
Other categories – 0% – – 0%
Not specified/prefer not to say – 0% – – 0%
Ethnicity
White British or other (including minority-white groups) 9 90% 4 8 89%
Mixed/multiple ethnic groups – 0% – – 0%
Asian/Asian British – 0% – 1 11%
Black/African/Caribbean/Black British 1 10% – – 0%
Other ethnic group including Arab – 0% – – 0%
Not specified/prefer not to say – 0% – – 0%
Computacenter plc Annual Report and Accounts 2025100
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Nomination Committee report continued
Audit & Risk Committee report
I am pleased to deliver our Audit & Risk Committee report for the
year ended 31 December 2025. In this report I explain how the
Committee has discharged its responsibilities during the year,
considering the significant matters relating to external financial
reporting and ensuring that the relationship with internal and
external auditors remains appropriate.
During the year, the Board appointed Keith Mortimer as Chief
Financial Officer. As Committee Chair, I was part of the recruitment
process and have spent time with Keith since his appointment
discussing his finance function and any changes or improvements
he is looking to make. The Committee looks forward to working
closely with Keith over the coming years.
Meetings of the Committee
The Committee met four times during 2025. Meetings are attended
routinely, through invitation, by the Chair of the Board, Chief
Executive Officer, Chief Financial Officer, Group Head of External
Reporting, Group Head of Internal Audit and Risk Management and
the external auditor. The Deputy Company Secretary acts as
secretary to the Committee.
In addition to the Committee meetings, I meet privately with
members of Management during the year, to discuss the risks and
challenges faced by the business as well as accounting and
reporting matters and, importantly, how these are being addressed.
On three occasions in 2025, the Committee met separately with the
external auditor and the Group Head of Internal Audit and Risk
Management, without Management present, in addition to regular
dialogue with the external auditor.
The Committee’s meetings cover a standing list of agenda items,
which is based on the Committee’s Terms of Reference, and
consider additional matters when the Committee deems it
necessary. I remain satisfied that the flow of information to the
Committee is appropriate and timely, to allow members to review
matters ahead of each Committee meeting. The Committee is also
satisfied that meetings were scheduled to allow adequate time for
full and informed debate.
Composition of the Committee
As at 31 December 2025, the Audit & Risk Committee comprised
four independent Non-Executive Directors. For the purposes of
Code Provision 24, the Board considers that Adam Walker has
recent and relevant financial experience and that all members
have competence relevant to the Company’s sector. The Board
has considered the feedback provided through the Board and
Committee effectiveness review (see page 94) in forming this
opinion. Details of the Committee members’ relevant experience
can be found in the Directors’ biographies on pages 89 to 91.
How the Audit & Risk Committee spent its time
1. Financial statements and reporting
Reviewing the Interim and Annual Report and Accounts,
considering the key accounting judgements and estimates
that affect the application of the policies and reporting values
and approving the Group’s going concern basis of accounting
and Viability Statement.
2. Risk management and internal controls
Reviewing the Group’s principal risks.
3. Audit and assurance
Reviewing and considering reports from the internal audit
function and the external auditor, Grant Thornton UK LLP
(Grant Thornton). Immediately following each Committee
meeting, the Chair reports to the Board on the Committee’s
activities and how it is discharging its wider responsibilities.
Terms of Reference
During the year, the Committee’s remit was expanded, and
it was renamed the Audit & Risk Committee. Accordingly,
the Committee reviewed and updated its Terms of Reference
to reflect these changes and the broader scope of its
responsibilities. These revised Terms of Reference were
approved by the Board and are available at investors.
computacenter.com.
Members at
31 December 2025 Role Attendance
Adam Walker (Chair) Senior Independent
Director 4/4
Kelly Kuhn
Non-Executive Director 4/4
Simon McNamara Non-Executive Director 4/4
Ljiljana Mitic Non-Executive Director 4/4
How the Audit & Risk Committee spent its time
1. Financial statements and
reporting: 32.0%
2. Risk management and internal
controls: 37.0%
3. Audit and assurance: 31.0%
3
2
1
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Strategic Report Governance Financial Statements
Audit & Risk Committee report
Activities of the Committee
The Committee’s activities during the year, which are based on its
Terms of Reference, are set out below:
Key estimates, judgements and current financial reporting
standards
The Committee reviewed the integrity of the Group’s Consolidated
Financial Statements and, in doing so, considered the following key
estimates and judgements. In reviewing these matters, the
Committee also took account of the views of the external auditor,
Grant Thornton.
Revenue recognition
The nature of the Technology Sourcing business means it receives
significant sales orders around year end, including high volumes of
‘bill and hold’ transactions where customers purchase inventory that
remains in our Integration Centers until the customer requires it.
Management has established criteria to determine when revenue
should be recognised, which are applied consistently throughout
the business and designed to ensure compliance with International
Financial Reporting Standards. However, judgement is required to
determine if the criteria have been met to recognise a ‘bill and hold’
sale, resulting in some risk that revenue is recognised in the wrong
accounting period. The Committee therefore supported the
auditor’s focus on testing Technology Sourcing revenue cut-off,
particularly for ‘bill and hold’ arrangements.
In addition, there are a number of Professional Services contracts
where revenue is recognised based on fulfilling the customers’
requirements in accordance with their contract terms. Management
highlights contracts of interest to the Committee, including the
process by which such contracts are identified. During the year
there were material, complex contracts that required detailed
accounting consideration of revenue, leasing and working capital.
Management prepared a detailed assessment of all aspects, which
the Committee then considered.
The Committee noted that the auditor’s work on revenue
recognition found no errors with a material impact on reported
profitability.
Customer contract provisions
The Committee spent a considerable amount of time this year
challenging Management on the assumptions regarding contract
provisions as well as requesting a specific lessons learned review on
one underperforming contract. The Committee expects that this will
continue to be an area of focus in 2026.
The Committee reviewed the Group’s customer contract provisions,
which increased during the year from £5.0m at 31 December 2024
to £14.8m at 31 December 2025. This increase was driven by
additional provisions for several large underperforming contracts
where operational reviews indicated margins were likely to remain
below initial expectations.
Management presented a detailed assessment of these contracts,
highlighting the specific drivers for the underperformance and the
ongoing operational remediation plans. The Committee challenged
Management’s assumptions regarding the sufficiency of these
provisions to cover future losses through to the end of each
contract’s life. To gain further assurance, the Committee directed
the external auditor to perform additional procedures over these
specific contracts to verify the accuracy of the loss forecasts.
Following this review, the Committee was satisfied that the
provisions made, and disclosures given, were appropriate and
that the rest of the portfolio was performing as anticipated.
Impairment of non-current assets and goodwill
Amid a softening of demand and a sustained period of
underperformance within the Group’s French operations,
Management conducted a robust impairment review of carrying
values at 30 September 2025, the timing of the annual impairment
test. As a result, a non-cash impairment charge of £8.3m was
recognised against non-current assets within the French subsidiary,
alongside an £11.9m impairment of goodwill associated with the
Western Europe Segment.
The Committee reviewed Management’s comprehensive revision of
the medium-term financial forecasts for the French business, which
now reflect more cautious growth and margin assumptions. We
noted particularly the shift in methodology for the French and
Western Europe Cash Generating Units (CGUs) from a ‘value-in-
use’ (VIU) calculation to ‘fair value less costs to sell’ (FVLCD). This
change reflects how a market participant would price the business
in a disposal event, and leads to a higher recoverable amount.
The Committee accepted Management’s calculation of the terminal
growth rates and discount rates used in these Level 3 fair value
measurements.
Following these discussions, the Committee concluded that the
total impairment loss of £20.2m was supportable and that the
residual recoverable value of non-current assets in France was
appropriate. The Committee noted that these non-cash charges
do not affect the Group’s underlying liquidity or debt covenants.
Exceptional and other adjusting items
The Committee considered the nature and quantum of items
disclosed as exceptional or as other adjusting items outside of the
Group’s adjusted profit measures.
The Committee reviewed Management’s proposal to classify the
£20.2m impairment loss, relating to £8.3m of non-current assets
in the French CGU and £11.9m of goodwill in Western Europe, as an
exceptional item. The Committee reviewed the rationale for this
classification, noting the significant and non-cash nature of the
charge and its origin in a sustained period of underperformance
and revised medium-term forecasts for those specific operations.
The Committee was satisfied that the impairment is exceptional
in nature and that its separate disclosure is necessary to provide
a consistent and comparable view of the Group’s underlying
trading performance.
Management has continued to exclude the amortisation of acquired
intangible assets, and the tax effect thereon, from adjusted profit
after tax. Management’s view is that the charge is a non-cash item
that is not related to the Group’s trading but can affect shareholders’
understanding of the Group and Segmental operating results.
Management also highlighted that the charge is significantly
influenced by the size and timing of acquisitions and that it had
materially increased with the acquisitions in North America in
recent years.
Management considered the presentation of adjusted profit in light
of the European Securities and Markets Authority Guidelines on
Alternative Performance Measures, which promote the usefulness
and transparency of such measures. Management remains satisfied
with the reconciliation between statutory and adjusted measures,
and the level of disclosure which explains both the differences
between these measures and statutory measures, and the reasons
for the differences.
Computacenter plc Annual Report and Accounts 2025102
Strategic Report Governance Financial Statements
Audit & Risk Committee report continued
The Committee concluded that the presentation of adjusted
profit, including the classification of the impairment loss as an
exceptional item, was adequately explained, was intended to
provide clarity on performance and has sufficiently equal
prominence with statutory profit.
Going concern basis for the Consolidated Financial Statements
At both the half year and full year, Management prepared a paper
to aid the Board’s assessment of whether it was appropriate for the
Group to adopt the going concern basis in preparing Consolidated
Financial Statements. To do so, Management reviewed the Group’s
financial plans and its liquidity, including its cash position and
committed bank facilities.
It also reviewed forecasts of trading performance, which had been
discussed and approved at the 12 December 2025 Board meeting.
These forecasts were subsequently further refined, updated and
re-approved at the 10 March 2026 Board meeting.
In making its assessment Management considered factors which
could affect the modelling of the Group’s financial plans and its
impact on the going concern assessment. These factors included:
• Key financial performance forecasts for the next 18 months and
the predicted impact on cash generation.
• Where the potential impact of the Group’s principal risks and
uncertainties had been applied to the forecasts.
• Risks and uncertainties that, individually or in plausible
combination, would threaten the Group’s business model, future
performance, solvency or liquidity over the assessment period
and which are considered to be severe but reasonable scenarios.
This also takes into account how the risks are managed and the
effectiveness of any mitigating actions.
The Committee considered the assessment described on page 75
of the Strategic Report, together with the extended going concern
disclosures included within the ‘basis of preparation’ note to the
Consolidated Financial Statements on pages 158 to 159 and advised
the Board on its view. The Committee concluded that the going
concern basis of preparation continued to be appropriate and
recommended its adoption to the Board, which the Board approved.
Viability Statement
Management presented its conclusions on the Viability Statement
to the Committee. These included a recommendation that the
appropriate period for assessing viability continued to be three
years, based on the Group’s business model and its strategic time
horizon, coupled with the current short-term macroeconomic
environment. Management’s financial forecasts for the three-year
period build on the assumptions used for the going concern
assessment and extend this over the three-year period, including an
assessment of how the forecasts would be affected by a realistic
concurrence of the Group’s principal risks.
Management also considered additional contingencies within the
forecast, utilising a downside sensitivity scenario as described within
the going concern analysis above. This downside scenario continues
the assessment of the going concern risks throughout the three-
year period, with compounding impacts to cash flow as a result.
Management includes longer-term sensitivity analyses that
consider the potential impact of the modelled downturn in the
market across a number of factors, including working capital usage,
profitability, dividend payments and share repurchases. The
analyses also include actions that Management could take to
support the balance sheet in worst-case scenarios.
Following consideration of Management’s assessments and
conclusions, the Committee advised the Board that it could
continue to set the period of assessment for the Viability Statement
at three years and that it could make the statement required for the
assessment period without qualification. The statement and
explanation from the Board can be found within the Strategic Report
on pages 75 to 76.
Parent Company investments in subsidiaries carrying value and
distributable reserves
Investments in subsidiaries are the primary asset on the Parent
Company Balance Sheet. The Committee considers Management’s
assessment of the carrying value of these investments annually or
when an indicator of impairment, or impairment reversal, is identified.
Any impairment of these investments would reduce the Company’s
distributable reserves. Management prepared an analysis to support
the carrying value of the investments in subsidiaries held by the
Parent Company, including assessing the cash flow forecasts and
future trading assumptions of each subsidiary.
A significant area of focus for the Management this year was the
carrying value of the Parent Company’s investment in its subsidiary,
Computacenter France SAS. Following a sustained period of
underperformance and a downward revision of medium-term
forecasts, Management identified that the carrying value of this
investment exceeded its recoverable amount.
The Committee reviewed the outcomes of Management’s analysis
and the £121.1m impairment charge which has resulted in the
investment being fully impaired on the standalone balance sheet.
The Committee noted the transition in valuation methodology from
Value-in-Use (VIU) to Fair Value Less Costs to Sell (FVLCD),
ensuring that the Level 3 inputs, such as the revised profit
assumptions and terminal growth rates, were considered sufficiently
cautious and aligned with the Group-level impairment assessment.
No other impairment of carrying value in the investment in
subsidiaries was identified during the year. The Committee
considered Management’s assessments for other subsidiaries and
was satisfied that the carrying value of each subsidiary remains
appropriate.
The Committee monitors Management’s modelled medium-term
forecasts for distributable reserves reflecting both the reserves of
the Company, and those available within subsidiaries for upwards
distribution to the Company. Management ensures, with the
Committee’s oversight, that they remain sufficient to support the
Board’s dividend policy. During the year, the Committee received
updates on the Group subsidiary reorganisation plan that was
designed to allow better access to reserves within subsidiary
companies.
The Committee receives a formal assessment of the Company’s
distributable reserves prior to the declaration of both the interim
and final dividends in respect of the reporting period, to ensure that
the dividends are paid from legally available distributable reserves.
The Committee received a presentation of Management’s
conclusions and reported to the Board on the appropriateness of
each dividend payment with regards to the available distributable
reserves at the time.
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The Committee also focused on the resulting impact of the
impairment loss on the Parent Company’s distributable reserves,
which reduced to £27.6m at year-end (2024: £319.8m). This
decrease was compounded by the £99.3m reclassification of the
share-based payment reserve as non-distributable.
The Committee monitored the impact of these adjustments on
the Parent Company’s ability to maintain its dividend policy. We
reviewed Management’s strategy to replenish reserves, which
included the completion of the first phase of the Group subsidiary
reorganisation programme. This resulted in the Parent Company
receiving a dividend of £260.8m on 27 February 2026. The
Committee reviewed the Parent Company interim accounts for the
14 months to 28 February 2026, which were delivered to Companies
House on 9 March 2026, and was satisfied that the subsequent
generation of distributable reserves remains sufficient to support
the Board’s dividend objectives.
Taxation
The Board approves the Company’s Tax Strategy and Policy annually,
following the Committee’s consideration and advice. The Tax Strategy
can be found at investors.computacenter.com. Management
prepared papers documenting the policies, processes and controls
relating to the Group’s tax functions and the Tax Strategy, to enable
the Committee to perform this assessment.
Management presented to the Committee on all aspects of
business taxation in all territories in which the Group is currently
operating. Management calculated the Group’s tax liability, including
uncertain tax positions, and assessed the recognition criteria for
potential deferred tax assets in jurisdictions with significant carried
forward tax losses. Forecasts, changes to revenue accounting
standards, local taxation rates and potential changes to local tax
structures were taken into account in assessing the Group’s tax rate.
Management made recommendations to the Committee for the
identification of tax liabilities, assets and the tax rate being disclosed
in the accounts. The Committee was satisfied that the tax
accounting is appropriate.
Improvements to general financial reporting
Management continues to review its accounting policies and
reporting in light of the continued evolution of the business,
general trends to improve financial reporting and observations
from the auditor.
During the period the Committee received recommendations from
Management on a range of topics focused on improving the quality
of the Group’s financial reporting.
These included:
• accounting treatment for certain one-off commercial contracts
with particularly unusual or non-recurring terms;
• Management’s response to findings and recommendations
resulting from the 2024 external audit;
• the implementation of recommendations published by the
Financial Reporting Council (FRC) relating to, amongst others,
best practice disclosures for revenue and impairment; and
• improvements in the year-end revenue cut off procedures and
pre-audit review analysis.
Regulatory and legal compliance
In accordance with Code Provision 27, the Committee also advises
the Board on whether the Annual Report and Accounts, taken
as a whole, is fair, balanced and understandable and provides the
information necessary for shareholders to assess the Group’s
position and performance, business model and strategy. The
Committee sought assurance on Management’s review procedures,
to support the Board in making this statement. These include clear
guidance issued to all contributors to provide a consistent approach
and a formal review process, to ensure that the Annual Report and
Accounts are factually correct and reflect material matters
discussed by the Board throughout the year. Following a review, the
Committee advised the Board that appropriate procedures had
been applied.
FRC review
The FRC reviewed the Company’s 2024 Annual Report and
Accounts and issued a letter confirming that there were no
substantive questions or queries. It did note a small number of minor
points for Management to consider when preparing future reports
and the Committee was satisfied with Management’s plan to
address these points, including the impact of the share based
payment reserve on distributable reserves.
Risk and internal control
Risk management
The Board has carried out a robust assessment of the principal and
emerging risks facing the Group, including those that threaten its
business model, future performance, solvency or liquidity. Please
refer to pages 43 to 45 for further information on the Group’s
principal risks and uncertainties, the procedures in place to identify
emerging risks, and how these are being managed and mitigated.
Effective risk management processes are vital to the Group’s
continued success. The Board therefore continues to apply a robust
risk management and governance model, within which:.
• the Board is responsible for setting the Group’s risk appetite and
establishing a framework of prudent and effective controls, which
enable risks to be assessed and managed; and
• Management has primary responsibility for identifying and
managing risks. The Group Risk Committee (GRC) plays a key role
and is chaired by the Chief Financial Officer. Its members include
the Group Head of Internal Audit and Risk Management and
Executive-level risk owners.
The Group’s comprehensive risk management programme is
monitored by the GRC and ensures that risks are identified and
mitigated at the appropriate level, by using the well-defined three
lines of defence methodology described in the risk framework on
page 44.
During the year, the Committee implemented a series of deep dive
reviews into the Group’s principal risks on a rotational basis,
supplementing and overseeing the work of the GRC. The Board,
through the Audit & Risk Committee, reviews the operation and
effectiveness of the Group’s risk management activities, directs the
reinforcement of the processes that underpin it and makes sure it is
embedded across all levels of the organisation.
For example:
• The Schedule of Matters Reserved for the Board ensures that the
Directors properly address all significant factors affecting Group
strategy, structure, financing and contracts.
• The Board and Group Executive Management Team consider
the principal risks, which are the barriers to achieving the
Board’s strategy.
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• The GRC challenges the effectiveness of the principal risk
mitigations and considers each principal risk in-depth at least
once a year, by receiving reports from the risk owner.
• The GRC’s deliberations, along with the current status of each
principal risk, are reported to the Audit & Risk Committee and
the Board.
• The principal risk list is reviewed annually and leverages a
top-down, Executive-led review as well as a bottom-up annual
operational risk review, where operational management identify
their everyday risks.
• The Group Compliance Steering Committee assesses
observance of laws and regulations, and reports to the GRC.
• The bid governance process reviews bids or major changes to
existing contracts and aligns with the Group’s risk appetite and
risk management process.
The model and process comply fully with the UK Corporate
Governance Code and the FRC’s Guidance on risk management,
internal control and related financial and business reporting.
Important elements of our risk framework and processes include:
• ensuring that risk owners consider risk appetite, non-financial
risks and potential risk triggers when reporting to the GRC’s
quarterly meetings; and
• the GRC reviewing all principal risks at least annually. Higher-level
or more immediate risks are considered more frequently, which
included cyber threat and contracting risk during 2025.
The Group has detailed business interruption contingency plans for
all key sites, which are tested in accordance with an agreed
schedule, while improvements to the Information Services disaster
recovery processes are in progress to enhance control in this area.
Internal control
The Board has overall responsibility for maintaining and reviewing
the Group’s systems of internal control and ensuring that the
controls are robust and enable risks to be appropriately assessed
and managed. All systems of internal control are designed to
continuously identify, evaluate and manage significant risks faced by
the Group, to safeguard the Group’s assets and ensure information
used in the business and for publication is reliable.
This system of control is designed to reduce the risk of failure to
achieve business objectives to a level consistent with the Board’s
risk appetite, rather than eliminate that risk, and can provide
reasonable, but not absolute, assurance against material
misstatement or loss.
Throughout the year, the Board receives reports which enable it
to consider the Group’s significant risks, how they are identified,
evaluated and managed, and the effectiveness of the internal
control system in managing those significant risks. The Board also
carries out an annual review of the effectiveness of the internal
control and risk management systems, covering all material
controls, including financial, operational and compliance controls.
This formal process consists of a Management presentation to the
Audit & Risk Committee, which provides the detailed evidence
necessary to support its recommendation to the Board on the
effectiveness of the systems of risk management and internal
control. The evidence from which the Board draws its conclusions
includes reports and other relevant information received, the results
of an annual risk and internal controls questionnaire completed by
Management and how any significant control weaknesses are
followed up and mitigated. In the Board’s opinion, the system of risk
management and internal control has operated effectively during
the year, and the Group has also complied with the Code’s internal
control requirements throughout the year.
Provision 29
Provision 29 of the revised Corporate Governance Code became
effective for Computacenter on 1 January 2026. Over the course of
2025, we have enhanced our Enterprise Risk Management system
to enable a detailed assessment of our material controls. The
material controls for the business have been approved by the Board,
and assurance plans are in place to support our declaration
regarding the effectiveness of these controls. This declaration will
be reported in our Annual Report and Accounts for the financial
year 2026.
Responsibilities and authority structure
The Board has overall responsibility for making strategic decisions.
There is a written Schedule of Matters Reserved for the Board.
The Group Executive Management Team meets formally on a
quarterly basis and, more informally, on a fortnightly basis, to discuss
day-to-day operational matters. With the Group operating model
in place across all of the Group’s main operating entities, ultimate
authority and responsibility for operational governance sits at
Group level.
The Group operates defined authorisation and approval processes
throughout its operations. Access controls continue to improve,
where processes have been automated to secure data. The Group
has developed management information systems to identify risks
and enable the effectiveness of the systems of internal control to be
assessed. Linking employee recognition and incentives to customer
satisfaction and profitability reinforces accountability and
encourages further scrutiny of costs and revenues.
Proposals for capital expenditure are reviewed and authorised,
based on the Group’s procedures and documented authority levels.
The cases for all investment projects are reviewed and approved
at divisional level. Major investment projects are subject to Board
approval, and Board input and approval is required for all merger
and acquisition proposals.
Financial planning and reporting processes
Each year, Management prepares or updates the three-year
strategic plan, which the Board then reviews. The comprehensive
annual budgeting process is subject to Board approval.
Performance is monitored through a rigorous and detailed financial
and management reporting system, through which monthly results
are reviewed against data for past periods, budgets and agreed
targets. The results and explanations for variances are regularly
reported to the Board and action is taken where variances arise.
Management and specialists within the Finance Department are
responsible for ensuring that the Group maintains appropriate
financial records and processes. This ensures that financial
information is relevant and reliable, meets applicable laws and
regulations, and is distributed internally and externally in a timely
manner. Management reviews the Consolidated Financial
Statements, to ensure that the Group’s financial position and results
are appropriately reflected.
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Centralised Treasury function
The Committee regularly reviews key treasury policies, which cover
matters such as counterparty exposure, borrowing arrangements
and foreign exchange exposure management, and reports its
findings to the Board. The Group Treasury function manages
liquidity and borrowing facilities for customer-specific
requirements, ongoing capital expenditure and working capital. The
Group Treasury function reports to the Chief Financial Officer, with
regular reporting to the Audit & Risk Committee.
The Group Treasury Committee enhances Management oversight.
It is chaired by the Chief Financial Officer and also comprises the
Group Financial Controller, the Group Head of External Reporting
and the Group Head of Tax and Treasury. It is responsible for the
ongoing review of treasury policy and strategy, and for
recommending any policy changes for Board approval. The Audit &
Risk Committee approves, on an ad hoc basis, any treasury activities
which are not covered by existing policies, or which are Matters
Reserved for the Board, and also monitors hedging activities for
effectiveness.
Compliance policies
The Group’s compliance policies include those relating to the
General Data Protection Regulation, Business Ethics and Anti-
Bribery and Corruption. Any breach of these policies by an
employee is a disciplinary matter and is dealt with accordingly. The
internal control regime is supported by a whistleblowing function,
which is operated by an independent third party.
The effectiveness of internal controls and of the risk
management framework
On behalf of the Board, the Committee is responsible for overseeing
the effectiveness of the Group’s systems of internal control and the
risk management framework. The GRC meets each quarter to
review the key risks facing the business. These are identified, and
their likelihood and impact are assessed, within the Group’s ‘Risk
Heat Map’. They are then reviewed in conjunction with
accompanying risk mitigation plans. The GRC meeting agendas are
circulated to the Committee for review, with any matters of note
highlighted and explained to the Committee by the GRC Chair. This
includes how the Group’s risks may have moved during the previous
three months, and the mitigations introduced or developed. The
GRC’s assessment of the effectiveness of the process is also
provided. To assist the Board, the Committee monitors the risk
management processes and reports from Internal Audit.
Internal control oversight
Periodically the Committee received reports on the operation of
internal controls from various Group functions. These included:
• Corporate Governance Code compliance reviews;
• review of distributable reserves within the Parent Company;
• audit of the internal controls at the Company’s temporary
customer dedicated logistics facility that was established at short
notice, following a customer request, and operated on systems
separate from those on which the rest of the Group Integration
Centers operate;
• treasury reporting, policy and controls including the Group
Treasury Strategy and Policy, Transactional Foreign Exchange
Strategy and Policy and activities of the Group Treasury
Committee, which retains operational oversight;
• review of the operation, performance and planning of the
Company’s Finance Shared Service Center;
• Management’s review of the value of goodwill and acquired
intangibles, including the assessment of factors which could
affect the recoverability of these assets and whether they could
give rise to an impairment;
• an external report, commissioned by the Committee, on the
effectiveness of our Group Internal Audit function;
• reports from the Compliance Steering Committee;
• updates on litigation matters;
• updates on the Failure to Prevent Fraud initiatives; and
• update on Provision 29.
Whistleblowing
The internal control regime is supported by a whistleblowing
function, which is operated by an independent third party. As at the
date of this report, all of the Group’s operating entities had access to
the same whistleblowing platform. The Committee confirms that it
is satisfied that, as at date of this report, arrangements are in place
to ensure that employees are able, in confidence, to raise any matters
of concern, as detailed within the Strategic Report on page 73.
The Committee is also satisfied Management will conduct
proportionate and independent investigation of such concerns,
including an assessment of the financial impact, and any appropriate
follow-up action will be taken. During the year, the Committee
received regular summaries of reports filed both through the
whistleblowing platform, and other means, and was satisfied that
investigations and follow-up actions were appropriate.
The effectiveness of the Internal Audit function
The Group has an Internal Audit function which reports to the Chair
of the Committee and also has direct access to the CEO. Its key
objectives are to provide the Board, the Committee and
Management with independent and objective assurance on risks
and the related mitigating controls, and to assist the Board in
meeting its corporate governance and regulatory responsibilities.
A formal audit charter guides the function’s work and procedures
and was updated during the year.
The Board, through the Committee, has directed the Internal
Audit department’s work towards areas of the business that are
considered to be the highest risk. The Committee approves a rolling
audit programme, ensuring that all significant areas of the business
are independently reviewed over, approximately, a four-year period.
The programme and the audit findings are assessed continually, to
ensure they take account of the latest information and, in particular,
the results of the annual review of the effectiveness of internal
controls and any shifts in the focus areas of the various businesses.
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Each year, the Committee reviews the effectiveness of the Internal
Audit department and the Group’s risk management programme.
The formal review typically consists of an evaluation of Internal
Audit’s activities by managers across the business who have been
subject to audit during the year. The assessment normally covers
areas such as departmental organisation, business understanding,
skills and experience, communication and performance.
In 2025, the Committee also received the results of an external
quality assessment of Internal Audit. This was performed by BDO,
using a framework aligned to the International Standards for the
Professional Practice of Internal Auditing, set by the Institute of
Internal Auditors. The assessment considered Internal Audit’s overall
quality, effectiveness and adherence to professional standards,
within the context of benchmarking best practices. BDO concluded
that the Internal Audit function was effective and had delivered in
line with Computacenter’s requirements to date. The review also
provided recommendations for how Internal Audit will need to
develop, as both the Group’s needs and professional standards
continue to evolve.
The Committee received an update from the Group Head of Internal
Audit and Risk Management at each meeting during the year. The
updates covered current audit activities and the results of
completed audits. The Chair met the Group Head of Internal Audit
and Risk Management on several occasions during the year, to be
updated on the function’s activities. The Committee kept Internal
Audit’s staffing levels under review throughout 2025.
During the year, the Group Head of Internal Audit and Risk
Management retired. The Chair of the Committee was involved in
the recruitment of his successor and we were delighted to appoint a
new Group Head of Internal Audit and Risk Management in the third
quarter of 2025.
The Committee has challenged and approved the Internal Audit plan
and the mapping of that plan to the Group’s principal risks and
related mitigating controls, as set out on pages 46 to 50. The plan is
kept under review to reflect the changing needs of the business and
to ensure that new and emerging business risks are appropriately
considered within it.
Internal audit independence
In all material respects, Computacenter follows the ‘Internal Audit
Code of Practice: Principles on effective internal audit in the financial
services, private and third sectors’ published by the Chartered
Institute of Internal Auditors in January 2025. In particular the Group
Head of Internal Audit and Risk Management is ultimately
responsible to the Chair of the Audit & Risk Committee, with a
secondary reporting line to the Chief Financial Officer for
administrative purposes only.
To guarantee its independence and objectivity, Internal Audit
does not:
• set the Company’s risk appetite;
• impose risk management processes;
• take decisions on risk mitigation or implement risk mitigation
actions on behalf of business management;
• perform operational duties, including the operation of policies
and procedures; or
• initiate or approve accounting transactions.
In addition, the Audit & Risk Committee:
• is responsible for the appointment and removal of the Group
Head of Internal Audit and Risk Management;
• approves the annual Internal Audit plan and budget; and
• receives regular updates from the Group Head of Internal Audit
and Risk Management.
The integrity of the Group’s relationship with
the auditor and the effectiveness of the external
audit process
External audit
The Committee oversees the Group’s relationship with its auditor
and makes recommendations to the Board concerning the
appointment, reappointment and remuneration of the auditor.
Reappointment of the auditor
Following a review of the external auditor’s effectiveness and further
Committee discussions, the Committee has recommended to the
Board that it propose the reappointment of Grant Thornton as the
Group’s auditor, for approval by the Company’s shareholders at its
2026 AGM. Grant Thornton was first appointed as the Group’s
auditor with effect from May 2023, following a competitive tender
process. The Committee will continue to review the performance of
Grant Thornton, as set out below, on an annual basis.
Rotation of lead audit engagement partner
The lead audit engagement partner for the year ended 31 December
2025 was Ms Rebecca Eagle, who completed her third year in this role.
During the reporting period, the Company complied with The
Statutory Audit Services for Large Companies Market Investigation
(Mandatory Use of Competitive Tender Processes and Committee
Responsibilities) Order 2014.
Effectiveness of the external audit process
The Committee places great importance on ensuring a high-quality
and effective external audit process. When conducting the annual
review, the Committee considers the performance of the auditor as
well as its independence, objectivity and compliance with relevant
statutory, regulatory and ethical standards.
The Committee remains satisfied with the engagement and
performance of Grant Thornton in its third year of appointment.
The audit team continued to have a substantive presence within the
business. Grant Thornton has focused its improvements on the
adoption of earlier audit procedures, effective resolution of matters
raised and furthering its understanding of our business. The formal
review of effectiveness will be reported to the Committee after the
finalisation of the 2025 Annual Report and Accounts.
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During the year the Committee reviewed the effectiveness and
quality of the external audit process by:
• reviewing the audit plan, including the identified significant risks
and monitoring changes in response to new issues or changing
circumstances, including supporting the performance of
additional advanced procedures;
• reviewing the planned audit hours of each component;
• reviewing the audit scope with the lead audit engagement
partner, to ensure adequate coverage of full-scope audit
components over the Group’s operations;
• understanding the materiality thresholds adopted by Grant
Thornton at each reporting period, for both the audit of the Group
and its key audit components; and
• receiving reports on the results of the audit work performed.
The Committee reviewed the Grant Thornton year-end report and
discussed it with the lead audit engagement partner. The
Committee further reviewed the effectiveness of the external audit
process through a questionnaire completed by key stakeholders
and Group Management. The matters covered included the
understanding of the business and its audit risks, and the degree of
scepticism, challenge and competency of the Grant Thornton audit
team. The results were discussed as a specific agenda item at the
Committee meeting immediately following the completion of the
questionnaire process, and actions requested by the Committee to
enhance effectiveness were followed up with a series of face-to-
face meetings and continue to be monitored as appropriate.
Auditor independence
The Committee places considerable importance on ensuring the
continuing independence of the Group’s auditor. This topic is
reviewed at least annually with the auditor, which confirms its
independence to the Committee twice a year.
Non-audit services
To help maintain the auditor’s independence, the Committee has
a policy regarding the scope and extent of non-audit services
provided by the Group’s auditor, which is summarised below.
The auditor is appointed primarily to report on the annual and
interim Consolidated Financial Statements. The Committee places
a high priority on ensuring that the auditor’s independence and
objectivity is not compromised either in appearance or in fact.
Equally, the Group should not be deprived of expertise where it
is needed and there may be occasions where the external auditor
is best placed to undertake other accounting, advisory and
consultancy work, in view of its knowledge of the business, as
well as confidentiality and cost considerations.
Under the Committee’s non-audit services policy, the Group auditor
should not be engaged to undertake work which constitutes a
prohibited non-audit service, as defined under provision 5.167 of the
FRC’s Ethical Standard. Any other non-audit service (a Permitted
Service) must, to the extent that it is not viewed as trivial, be
approved in advance by the Committee.
In each case where the Group auditor is authorised to perform a
Permitted Service, the Committee will assess threats to the auditor’s
independence and the proposed safeguards to be applied when
such services are carried out. It will also document what action was
taken by the Group auditor, including appropriate safeguards where
necessary, to ensure that its independence was not compromised
by performing the Permitted Service. The Committee will also
consider alternative suppliers and competitive tenders and then
discuss and document why it viewed the Group auditor as the most
appropriate party to perform the Permitted Service.
The Committee oversees compliance with this policy by monitoring
the level of non-audit work provided by the external auditor,
resulting in non-audit fees being 7.1% of Grant Thornton’s overall
audit fee during 2025 (2024: 7.4%), as set out on page 175 of the
Notes to the Consolidated Financial Statements. The Group auditor
will, in no circumstances, undertake non-audit services for the
Group to the extent that the total fee payable by the Group to its
auditor exceeds 70% of the average annual statutory fee payable by
the Group over the last three consecutive years.
During the year, the only Permitted Service performed by Grant
Thornton was the Interim Review. No other trivial non-audit services
were provided to the Group during the year.
Any other trivial non-audit services provided would be subject to
Grant Thornton’s review of the impact on its own independence
against the Group’s non-audit services policy and to ensure that
they are not a prohibited non-audit service.
The Committee was satisfied that the independence of Grant
Thornton, as Group auditor, was not affected.
Performance of the Committee
The externally facilitated review indicated that the Committee
continues to perform effectively and no significant issues in the way
the Committee functions were highlighted. Please refer to page 94
for further details of the evaluation.
Adam Walker
Chair of the Audit & Risk Committee
11 March 2026
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ESG Committee report
The Committee’s main activities in 2025
The Board formally approved the establishment of the Committee
at its meeting in February 2025. The Committee met twice during
the year, with the main topics discussed set out below. Going
forward, we intend to meet at least three times per year.
Sustainability strategy and implementation
The Committee considered the Group’s sustainability strategy,
as set out on pages 51 to 71 of the Strategic Report. Our view was
that the Group’s approach to ESG should continue to support the
sustainable development of the business model, align ESG
initiativesto financial performance, value creation and risk
management, and ensure regulatory compliance. We agreed that
the sustainability strategy continued to reflect the Group’s ESG
principles and actions, and that it aligned with the business’s
broader strategy and ambitions.
We also received a presentation on the Group’s sustainable
operations strategy and the associated Net Zero targets, which the
Science Based Targets initiative (SBTi) verified in 2023. We
discussed the intention to update the targets and baseline emissions
for the targets, due to organisational and methodological changes.
This will provide an opportunity to ensure they continue to align with
forthcoming regulations, industry practice and market expectations.
The Committee approved the recommendation to start the
rebaselining work.
Successfully implementing the sustainability strategy requires the
Group to have sufficient expertise and resources. We therefore
received a presentation on the ESG team, headed by the Group
Portfolio Strategy Director. The team provides dedicated resources
to the Group’s ESG initiatives, such as the sustainable operations
strategy, customer reporting and engagement support, as well as
producing environmental data for regulatory requirements. We were
satisfied that the Group has the people and skills required to support
the strategy.
Composition of the Committee
As at 31 December 2025, the ESG Committee comprised three
Independent Non-Executive Directors and the Chair of the
Board. The Deputy Company Secretary is secretary to the
Committee. The Group Development Director, Group
Communications Director, Group Head of Legal and Compliance
and Group Chief People Officer attend meetings by invitation.
Activities
During the year, the Committee’s main activities were focused on
the environmental pillar of the Group’s sustainability strategy:
1. Sustainability strategy and implementation
Ensuring the strategy supports the Group’s wider
business goals.
2. Sustainability reporting and regulations
Considering evolving reporting requirements and
regulatory changes.
3. Committee role and responsibilities
Defining the scope of the Committee’s work and its interaction
with the Board and other Committees.
Terms of Reference
The Committee’s Terms of Reference are available at investors.
computacenter.com. The Committee agreed its Terms of
Reference during the year and the Board subsequently
approved them.
Members at
31 December 2025 Role Attendance
Ljiljana Mitic (Chair) Non-Executive Director 2/2
Pauline Campbell Non-Executive Chair of
the Board 2/2
Simon McNamara Non-Executive Director 2/2
Adam Walker Senior Independent
Director 2/2
How the ESG Committee spent its time
1. Sustainability strategy and
implementation: 36.0%
2. Sustainability reporting and
regulations: 33.0%
3. Committee role and
responsibilities: 31.0%
3
2
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Sustainability reporting and regulations
We provided feedback to management on the 2024 sustainability
report and received an update on Grant Thornton’s sustainability
team’s review of the sustainability disclosures – work that supported
the external audit but did not constitute assurance. No significant
issues were identified, with some modest potential improvements
outlined for future reports.
The Committee also considered updates to ESG reporting. This
included the impact of the EU Omnibus Package which narrowed
the scope of the Corporate Sustainability Reporting Directive
(CSRD) and pushed back implementation in respect to large EU
companies. These changes delay the point at which some of the
Group’s EU-based businesses will need to report under CSRD until
2028 and removed some of the Group’s EU-based businesses from
the scope of reporting. We also received the results of the double
materiality assessment (DMA), which the Group carried out to
understand its potential reporting obligations under CSRD and the
European Sustainability Reporting Standards. The DMA showed that
Computacenter had high potential for delivering a positive impact
for customers, people and the supply chain, and that while it had
limited exposure to ESG-related risks, they were taken seriously and
considered comprehensively.
We also discussed several other areas of reporting. These included
the Group’s approach to complying with the Task Force on
Climate-Related Financial Disclosures (TCFD), and the degree to
which information prepared under one sustainability framework,
standard or disclosure system could also meet the requirements of
another. This would enable the Group to establish common data
foundations and simplify its reporting.
In addition to regulatory reporting, the Committee considered
customers’ growing need for transparency from their key suppliers.
We noted that more customers wanted data on the carbon footprint
of the products and services they bought, and this was increasingly
becoming a service reporting expectation. They also wanted
suppliers to demonstrate alignment with recognised frameworks
such as SBTi, CDP or EcoVadis. The Committee heard that
Computacenter provided standardised and reliable emissions data,
helping customers to meet their disclosure requirements and
positioning the Group as a responsible and supportive partner.
The Committee’s role and responsibilities
The Group has several high-level forums for considering ESG topics,
including the Board itself, the Audit & Risk Committee (with regards
to governance and compliance aspects), and the Climate Change
Committee. We therefore spent time discussing which matters
should be overseen at Board level, which were relevant to other
committees, and which were best overseen by the ESG Committee.
This helps to ensure that the Group’s governance of ESG issues is
streamlined and effective, and enabled us to agree the Committee’s
Terms of Reference, for approval by the Board.
Ljiljana Mitic
Chair of the ESG Committee
11 March 2026
Computacenter plc Annual Report and Accounts 2025110
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ESG Committee report continued
Director’s Remuneration report
Annual statement from the Chair of the
Remuneration Committee
Dear Shareholder
On behalf of the Board, I am pleased to present the Directors’
Remuneration report for the financial year ended 31 December 2025.
Following shareholder approval of our Remuneration Policy (Policy)
at last year’s AGM, I would like to thank shareholders for their
engagement during the extensive consultation process, and fortheir
support of the Policy at the 2025 AGM. The Committee hasstriven
to ensure that the Policy has been implemented effectively, aligned
to our strategy, and is driving forward Computacenter’s ambition.
The report is split into three sections:
• this Annual Statement;
• a summary of the Directors’ Remuneration Policy on pages 117 to
120, which shareholders approved at the Company’s 2025 AGM;
and
• the Annual Report on Remuneration on pages 121 to 134, which
includes information on the amounts paid to the Directors in
respect of 2025, and details of how the Policy will be
implemented in 2026. The report will be subject to an advisory
vote by shareholders at the 2026 AGM.
Our approach to remuneration
Remuneration for the Executive Directors and Group Executive
Management Team is heavily weighted towards variable pay, which
rewards meeting stretching financial and strategic targets over the
short and long term. This reflects the principle that reward should be
linked to performance and the value delivered to shareholders.
The framework is simple and transparent, reflecting Computacenter’s
winning together values. It prioritises the Group’s long-term success,
within a risk framework which aligns Management’s day-to-day
decision-making with the Board’s risk appetite. Following the
changes to the Policy approved by shareholders in 2025, it also
contains elements designed to incentivise retention of our senior
management, in particular the CEO, as I discuss later in this
statement. We are comfortable that our remuneration framework
is clearly understood by our stakeholders and Management and
that the Policy operated as intended in 2025.
Membership and attendance
The Remuneration Committee is made up of Independent
Non-Executive Directors and the Chair of the Board, who
was considered to be independent on appointment.
The CEO and Group Chief People Officer attend meetings
by invitation. The Company Secretary is the secretary to
the Committee.
Activities
During the year, the Committee’s main activities were:
1. Review of Remuneration Policy
Reviewed the Policy and proposed changes to assist with
retention of the Executive Directors and ensure competitive
remuneration packages.
2. Review of performance measures and targets
Ensured measures and targets incentivised delivery
of strategy.
3. Assessment of remuneration outcomes
Considered variable remuneration outcomes for the
CEO and CFO.
4. Determined remuneration arrangements for the
incoming CFO
Ensured the incoming CFO’s remuneration package was
in line with the Policy, and both reflected the market and
his experience.
Terms of Reference
The Committee’s Terms of Reference are available at investors.
computacenter.com. The Committee reviewed its Terms of
Reference during the year and the Board reapproved them,
with no changes.
Members at
31 December 2025 Role Attendance
René Carayol (Chair) Non-Executive Director 6/6
Pauline Campbell Non-Executive Chair of
the Board 6/6
Kelly Kuhn Non-Executive Director 6/6
Ljiljana Mitic Non-Executive Director 5/6
Adam Walker Senior Independent
Director 5/6
How the Remuneration Committee spent its time
1. Review of variable remuneration
targets and outcomes: 52.3%
2. Determining the Proposed
Policy: 27.7%
3. Governance updates: 20.0%
3
2
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Director’s Remuneration report
Executive Directors’ share ownership aligns their interests with our
shareholders, and we review and approve the Group’s shareholding
guidelines each year. Our CEO Mike Norris holds a significant
interest in Computacenter, which is well above the minimum
required for him (300% of base salary). Keith Mortimer joined the
Board as Chief Financial Officer from 1 September 2025, and our
guidelines require new Executive Directors to build their
shareholding to a minimum value at the equivalent of the Director’s
most recent annual long-term incentive opportunity. For Keith, this
will be 220% of base salary, in line with his anticipated share awards
in 2026.
We expect Executive Directors to retain at least 50% of any deferred
bonus awards and Performance Share Plan (PSP) awards which vest
(net of tax), until they meet the shareholding requirement.
Board changes
On appointment as CFO, Keith Mortimer’s remuneration package
comprises a base salary of £390,000, a pension contribution of 5.0%
of salary, plus bonus, long-term incentives and all other benefits in
accordance with the 2025 Policy. The Committee was satisfied that
this package was commensurate with Keith’s skills, qualifications
and experience.
Business context – the year under review
As described in detail within the Strategic Report, the Group
delivered a strong performance in 2025. Group adjusted profit
before tax for the year increased by 7.1%, to £272.0m, while adjusted
diluted EPS, our primary EPS measure, was 9.5% higher at175.1p. Our
proposed full-year dividend is 74.6p per share, up 5.5% on2024.
This performance at a Group level reflects continued profit growth
and trading strength in North America, and growth for the year in the
UK and over the second half in Germany. It was also impacted by
continuing financial performance challenges in our French business,
which were a disappointment in an otherwise pleasing year. The
Committee noted the delivery of shareholder value, through an
increase of 61.0% in our share price for the 12 months to the close of
trading on 22 January 2026 (the day on which the Group released its
2025 Pre-Close Trading Statement, when shares reached a record
intra-day high price of £34.10).
While the Group’s performance was very creditable, particularly
against an uncertain economic and geopolitical backdrop, it fell just
short of the stretching targets that we set out in our annual financial
plan at the beginning of the year. The remuneration outcomes for
2025 take this into account. For further detail on the Group’s 2025
financial performance, please see pages 20 to 29.
Remuneration outcomes for 2025
The Committee reviewed performance against the annual bonus
conditions for 2025. The robust performance in the year is reflected
in the pay-outs for the CEO and CFO, who respectively received
£972,773 and £126,741, representing 67.00% and 65.00% of the
potential award. Half of these amounts will be deferred into shares,
in line with the Policy. Keith Mortimer’s annual bonus earned whilst
CFO in 2025 is prorated to reflect his four months on the Board.
The PSP awards granted in April 2023 to Mike Norris had
performance measures based on the Company’s adjusted diluted
EPS and Group Services revenue growth over the three financial
years ended 31 December 2025.
Over this period, adjusted diluted EPS increased by an average of
1.05% per annum and Group Services revenue increased by 2.64%
per annum. Whilst growth was achieved, these missed the relevant
performance targets, and therefore the award made in 2023 lapsed
in full.
The Committee considered the formulaic bonus and PSP outturns
in the context of the external environment, individual and business
performance, the shareholder experience, the customer experience,
and the treatment of employees throughout the Group. The
Committee considered the outcomes to be fair and did not exercise
its discretion to vary the amounts, notwithstanding the strength of
financial performance over the last 12 months.
Consideration of shareholder views
The Committee values input from shareholders and is committed
to ensuring open and transparent dialogue. Any feedback received
is thoughtfully reviewed and, where appropriate, changes are
implemented.
Before proposing the Policy at the 2025 AGM, we consulted
with our major shareholders and proxy agencies on the proposed
changes to the Policy and why we thought they were necessary.
We received valuable feedback, which led us to implementing
a more robust underpin for the Restricted Share Plan (RSP), and
to retain the annual bonus deferral requirement, which we had
considered removing or reducing once an Executive Director had
met the shareholding guideline.
We were pleased that shareholders approved the new Policy at the
AGM, although the 77.71% of votes in favour was below the 80%
threshold set by the UK Corporate Governance Code. Following the
vote, I wrote to a number of our larger institutional shareholders
owning more than 18% of the Company combined, who we
understood had voted against the Policy, asking for additional
feedback. The Committee considered the outcomes of this exercise
before we granted any remuneration awards under the new Policy.
Taking into account the overall support for the Policy, as well as
the additional feedback from shareholders, we do not currently
propose to make any changes to the Policy approved at the 2025
AGM. However, we will continue to take the views of our
shareholders into account. We are grateful for the continued
engagement of shareholders and their advisory bodies and
welcome their ongoing feedback.
Wider workforce considerations
As part of our annual agenda, the Committee reviewed the Group’s
workforce policies and practices, as well as its gender pay gap and
CEO pay ratio reporting. This provided important context for our
decisions during the year.
For 2026, the average salary increase within the Group is circa 2.8%
in the UK and 4.0% globally. The Committee and Board believe this
balances our aspiration to motivate and retain the best talent and
ensure our cost base remains sustainable.
Employees can also share in our success through our Sharesave
plans. The participation rate, where an employee is in at least one
active savings plan, is 57% in the UK (2024: 54%), 26% in Germany
(2024: 26%) and 13% in the US (2024: 14%).
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Director’s Remuneration report continued
2026 Remuneration
Base Salary
Mike Norris’s salary will increase by 2.8%, in line with the average for
our UK workforce. The same percentage increase will apply to Keith
Mortimer as CFO. The Committee considers this appropriate, in the
context of both Company and individual performance, and was
informed by a review of benchmarking data to guide the Committee
in its decision-making, alongside guidance and advice from our
remuneration advisers, Farient Advisors.
Annual bonus
The 2026 bonus will continue to have 80% weighting on financial
measures and a 20% weighting on personal performance. In line with
our recent approach, we will disclose performance conditions and
targets for these awards in our 2026 Annual Report.
Annual bonuses for 2026 will be awarded in line with the Policy, with
a maximum annual bonus opportunity at 200% of salary for the CEO,
and 150% of base salary for the CFO.
Long-term incentive plan
The PSP award level for the CEO remains unchanged at 200% of
salary, with the CFO’s PSP award at 150%. The Committee reviews
performance targets for PSP awards each year, to ensure they
continue to reflect and incentivise delivery of the Group’s strategy.
For 2026 awards, the performance measures are consistent with
those seen last year. Full details of the targets are on page 134.
Under the RSP, an award of 50% of salary will be made to the CEO,
and 35% of salary for the CFO. In line with best practice, the RSP
awards are subject to a robust underpin that ensures there is no
reward for failure. For 2026, the underpin will be consistent with last
year, and consider:
1. whether there is material weakness in the underlying financial
health or sustainability of the business;
2. performance against Computacenter’s key strategic priorities
over the vesting period being at an appropriate level; and
3. whether there has been a materially serious risk and/or
reputational event, which could have been reasonably foreseen.
The Committee will assess performance against the underpin at
the end of the four-year vesting period and consider whether a
discretionary reduction (down to zero) in the vesting of awards is
required. Further details will be disclosed in the Annual
Remuneration Report at the time of vesting.
Committee performance
During the year, the Committee and its activities were subject to
an externally facilitated review, which showed that the Committee
continues to be effective in discharging its duties and Terms of
Reference as delegated by the Board. The results of the Board and
Committee evaluation are set out in more detail on page 94.
The Committee’s role is to ensure that executive remuneration
reflects the Group’s performance. I hope that shareholders will be
satisfied that the Committee has discharged its duties appropriately
and in line with your interests.
René Carayol
Chair of the Remuneration Committee
11 March 2026
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At a glance: key decisions in 2025 and implementation of the Remuneration Policy for 2026
The table below summarises the Committee’s key decisions in 2025 and how key elements of the Policy will be implemented in 2026.
Element
Remuneration outcomes 2025
(applicable to the CEO, Mike Norris, and the CFO, Keith Mortimer)
Operation of the Policy in 2026
(applicable to the CEO, Mike Norris, and the CFO, Keith Mortimer)
Base salary CEO: £726,000 (from 1 January 2025)
CFO: £390,000 (from 1 September 2025, his date of appointment to the role)
CEO: £746,300
CFO: £400,900
(Circa 2.8% increase for the CEO and CFO, in line with the wider UK workforce increase)
Pension 5% of salary (in line with UK employees) No change from 2025
Annual bonus opportunity Maximum: 200% of base salary
2025 Award:
200% of salary for the CEO
150% of salary for the CFO (applicable from 1 September 2025)
Maximum: 200% of base salary
2026 Award:
200% of salary for the CEO
150% of salary for the CFO
Annual bonus measures • The majority of the bonus will be based on financial measures, and the remainder on
non-financial measures
• Financial measures are Group adjusted profit before tax (50%), Services contribution
growth (10%), cash balance (10%) and cost efficiency (10%)
• Remainder of the annual bonus (20%) is based on personal objectives
• Performance targets are disclosed in full in this report
• The majority of the bonus will be based on financial measures, and the remainder on
non-financial measures
• Financial measures are Group adjusted profit before tax (50%), Services contribution
growth (10%), cash balance (10%) and cost efficiency (10%)
• Remainder of the annual bonus (20%) will be based on personal objectives
• Performance targets are considered to be commercially sensitive, and will be
disclosed in full in the 2026 Annual Report and Accounts, assuming they do not remain
commercially sensitive
Annual bonus deferral • Ordinarily 50% of the annual bonus will be deferred into shares, with half the shares
payable after one year and the remaining half after two years.
• Ordinarily 50% of the annual bonus will be deferred into shares, with half the shares
payable after one year and the remaining half after two years.
Performance Share Plan (PSP) opportunity Maximum: 200% of base salary
2025 Award:
200% of salary for the CEO
Maximum: 200% of base salary
2026 Award:
200% of salary for the CEO
150% of salary for the CFO
PSP measures • 2025 PSP awards will vest based on the Group’s adjusted diluted earnings per share
(70%), Services revenue growth (15%) and North American business EBIT growth (15%).
• Performance will be measured over a three-year period.
• Targets are disclosed prospectively.
• 2026 PSP awards will vest based on the Group’s adjusted diluted earnings per share
(70%), Services revenue growth (15%) and North American business EBIT growth (15%).
• Performance will be measured over a three-year period.
• Targets are disclosed prospectively.
PSP holding requirement • PSP awards are subject to a two-year, post-vesting holding period. • No change to Policy
RSP opportunity Maximum: 50% of base salary
2025 Award:
50% of salary for the CEO
Maximum: 50% of base salary
2026 Award:
50% of salary for the CEO
35% of salary for the CFO
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Director’s Remuneration report continued
Element
Remuneration outcomes 2025
(applicable to the CEO, Mike Norris, and the CFO, Keith Mortimer)
Operation of the Policy in 2026
(applicable to the CEO, Mike Norris, and the CFO, Keith Mortimer)
RSP vesting conditions • Vesting of RSP awards granted in 2025 will normally require continued employment
by the Group following a four-year vesting period, and will be subject to a ‘good
practice’ underpin, which allows the Committee to make a discretionary reduction
to the award at vesting based on Group performance, to ensure there is no reward
for failure.
• No change to conditions for RSP awards granted in 2026
RSP holding requirement • RSP awards will be subject to a one-year, post-vesting holding period. • No change for RSP awards granted in 2026
Shareholding guideline • 300% of salary in-employment shareholding guideline for the CEO.
• No changes to the post-cessation shareholding requirements.
• 1 x total LTIP annual award value for all other Executive Directors.
• 220% of salary in-employment for the CFO
• Shareholding guideline remains the same in 2026 for the CEO and other Executive
Directors
Malus and clawback • Malus and/or clawback provisions apply to annual bonus awards, including deferred
awards for a period of two years, and to PSP awards and RSP awards up to the fifth
anniversary of grant.
• The malus and clawback provisions are set out in the Remuneration Policy later on
in this report.
• No change to Policy
CEO and CFO year-end outcomes:
2025 Bonus outcome • 67.00% of maximum pay-out (CEO)/65.00% of maximum pay-out (CFO).
2023–25 PSP outcome • 0% of maximum vesting.
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Summary of Policy alignment with our governance principles
The Committee considers that the current Remuneration Policy and its implementation appropriately address the following principles.
Principle How the Committee has addressed this
Clarity • The Committee is committed to providing open and transparent disclosures with regard to executive remuneration arrangements.
• As part of our ongoing review of remuneration arrangements, we engage with our major shareholders and consult with them on material issues to allow the Committee to
consider their feedback. During 2025, we consulted twice with our largest institutional shareholders on our proposed changes to the Directors’ Remuneration Policy, and
to solicit their feedback following the Company’s 2025 Annual General Meeting. The current Remuneration Policy clearly describes all aspects of Directors’ remuneration.
Simplicity • In determining the remuneration framework, the Committee was mindful of avoiding complexity and ensuring that arrangements are easy to understand.
• Our remuneration arrangements are simple in nature, comprising three main elements – fixed pay (comprising of base salary, pension and benefits), variable short-term
incentives (annual bonus), and variable long-term incentives (PSP and RSP awards). This framework is well understood by participants, and feedback from our
shareholders indicates that it is also well understood outside of our organisation.
Risk • The Committee believes that the structure of remuneration arrangements does not encourage excessive risk taking.
• The remuneration framework has a number of features which align remuneration outcomes with risk, including a two-year, post-vesting holding period applied to any PSP
awards, a one-year, post-vesting holding period applied to any RSP awards, a deferred annual bonus plan, and personal shareholding guidelines applying both in-
employment and post-employment.
• In addition, malus and clawback provisions apply to the annual bonus, PSP awards and RSP awards.
Predictability • The Remuneration Policy outlines the threshold, target and maximum levels of pay that Executive Directors can earn in any given year over the three-year life of the
approved Remuneration Policy. Actual incentive outcomes vary depending upon the level of performance against various measures, with performance against targets
normally disclosed in the Annual Report on Remuneration each year. Areas over which the Committee can exercise discretion are clearly outlined in the Directors’
Remuneration Policy.
Proportionality • The Committee is satisfied that the Remuneration Policy does not reward poor performance. Payment of the annual bonus and PSP is subject to the achievement of
stretching performance targets, which are clearly linked to the Group’s strategy. Any vesting under the RSP awards will be subject to a good practice underpin to ensure
there is no reward for failure.
• The Committee is cognisant of the pay and conditions for the wider workforce, and this is taken into account when considering executive remuneration. Feedback and
related questions from our workforce are provided to the Workforce Engagement Director during his annual engagement process.
• Additionally, the Committee retains the discretion to adjust formulaic outcomes under the annual bonus, PSP and RSP, should it consider that the outcome is not aligned to
the underlying performance of the Company or individual.
Alignment to culture • Considering the long-term is one of our winning together values and our remuneration arrangements, shareholding requirements and malus and clawback provisions all
encourage the Executive Directors to take a long-term view in their decisions. Personal performance objectives also often contain elements that directly link to our values
and culture, such as people or customer-based metrics.
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Computacenter’s Remuneration Policy
This section sets out a summary of the Group’s Remuneration Policy (the Policy). Full details of the Policy
can be found on pages 119 to 127 of the 2024 Annual Report. As required, it complies with Schedule 8
of The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008
(as amended).
The Policy was approved by shareholders at the Company’s AGM on 15 May 2025, and came into effect
immediately from that time.
Policy table
Base salary
Purpose and link to strategy Supports the recruitment and retention of Executives of the calibre required
to deliver the Group’s strategy.
Operation Base salaries are paid in cash and reflect an individual’s responsibilities,
performance, skills and experience.
Normally reviewed annually with any changes typically effective on 1 January,
taking into account the factors above and the level of pay settlements across
Computacenter Group, the performance of the business and general market
conditions. Salary levels at other organisations of a similar size, complexity
and business orientation will be reviewed for guidance.
A review may not necessarily result in an increase in base salary.
An exceptional review may take place to reflect a change in the scale or scope
of a Director’s role, for example (but not limited to) a major acquisition.
Salaries in respect of the year under review (and for the following year) are
disclosed in the Annual Report on Remuneration.
Maximum opportunity There is no prescribed maximum base salary or maximum annual increase.
Ordinarily any salary increase will not exceed our standard approach to
increases for other employees in the market in which the Director is based.
Higher increases may be considered in certain circumstances as required,
for example, to reflect:
• an increase in scope of role or responsibility;
• performance in role; or
• an Executive Director being moved to appropriate market positioning
over time.
Performance measures Individual and business performance are taken into consideration when
deciding salary levels.
Annual bonus
Purpose and link to strategy To incentivise the delivery of annual, short-term, stretching financial and,
normally, also non-financial objectives. To align pay costs to affordability and
the value delivered to shareholders.
Operation Performance measures and targets are set at the beginning of each financial
year. Performance is normally assessed over one financial year.
Normally, 50% will be paid in cash and 50% will be deferred into
Computacenter shares, with half the shares payable after one year and the
remaining half after two years, unless the Committee determines otherwise.
Deferred awards will normally be granted under the Deferred Bonus Plan (DBP).
Deferred awards will usually include the right to receive dividend equivalents
in respect of dividends paid, calculated on such basis as the Committee
determines.
Malus and clawback provisions will apply, as set out in the notes to this table.
The Committee has discretion to vary bonus payments downwards or
upwards in appropriate circumstances, including if it considers the outcome
would not be a fair and complete reflection of performance. To the extent that
this discretion is exercised, this will be disclosed in the relevant Directors’
Remuneration Report.
Maximum opportunity The maximum annual bonus opportunity in respect of any financial year is
200% of base salary.
Bonus opportunities in respect of the year under review (and for the following
year) are disclosed in the Annual Report on Remuneration.
Performance measures Normally, the majority of the bonus will be based on financial measures and
the remainder on non-financial measures.
Financial measures may include profitability, cost management, cash
management and other appropriate measures.
Non-financial targets will be targets set by the Committee, including the
delivery of our strategy and/or the Executive Directors’ personal objectives
for the year.
Targets are usually reviewed and approved annually by the Committee, to
ensure that they are stretching and adequately reflect the strategic aims of
the Group.
The Committee determines the threshold and target payout levels each year,
taking into account the level of stretch in the targets set. The level of overall
bonus award which is payable for threshold performance will not normally
exceed 30% of the maximum opportunity.
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Long-term incentive
Performance Share Plan (PSP)
element
Restricted Share Plan (RSP)
element
Maximum opportunity The maximum opportunity under the
PSP in respect of any financial year is
200% of annual base salary or 400%
of annual base salary in exceptional
circumstances.
For achievement of a threshold
performance level (which is the
minimum level of performance that
results in any part of an award
vesting), no more than 25% of the
award will vest.
The maximum opportunity under the
RSP in respect of any financial year is
50% of annual base salary.
The face value of awards in respect of the year under review (and for the
following year) are disclosed in the Annual Report on Remuneration.
Performance measures Earnings per share is currently the
primary measure for our Performance
Share Plan, but the Committee may
exercise its discretion to introduce
additional or alternative measures
which are aligned to the delivery of
the business strategy.
Details of the performance
conditions applied to awards granted
in the year under review and to be
granted in the forthcoming year will
be set out in the Annual Remuneration
Report for the relevant year.
RSP awards will be subject to a good
practice underpin. The Committee will
normally set the underpin (which may
include quantitative and/or qualitative
tests) prior to each grant, in line with
business priorities and to ensure
failure is not rewarded.
Details of the underpin applied to
awards granted in the year under
review, and to be granted in the
forthcoming year, will be set out in the
Annual Remuneration Report for the
relevant year.
Long-term incentive
Performance Share Plan (PSP)
element
Restricted Share Plan (RSP)
element
Purpose and link to strategy To align the interests of Executive Directors and shareholders. To incentivise
the achievement of longer-term profitability and returns to shareholders, and
growth of earnings in a stable and sustainable manner.
Supports the recruitment and retention of Executives of the calibre required
to deliver the Group’s strategy.
Operation Awards of nil-cost options (or
equivalent) which are granted on a
discretionary basis and will normally
vest subject to performance and
continued employment at the end
of a performance period, which is
usually at least three years.
PSP awards will normally be subject
to a two-year holding period
following vesting. Upon vesting,
sufficient shares can be sold to
pay tax.
The shares held during the holding
period will include the right to receive
dividend equivalents on the vested
shares in respect of dividends paid
over the period from the end of the
performance period to the date on
which the Executive Director is first
able to acquire shares pursuant to the
award, calculated on such basis as
the Committee determines.
The Committee normally reviews the
performance criteria, targets and
weightings prior to each grant in line
with business priorities, to ensure
they are challenging and fair.
The Committee has discretion to vary
the percentage of awards vesting
downwards or upwards in appropriate
circumstances, including if it
considers that the outcome would
otherwise not be a fair and complete
reflection of performance over the
performance period.
Awards of nil-cost options (or
equivalent) which are granted on a
discretionary basis and will normally
vest subject to a good practice
underpin and continued employment
at the end of a service/vesting period,
which is usually at least four years.
RSP awards will normally be subject to
a one-year holding period following
vesting. Upon vesting, sufficient
shares can be sold to pay tax.
The shares held during the holding
period will include the right to receive
dividend equivalents on the vested
shares in respect of dividends paid
over the period from the end of the
service/vesting period to the date on
which the Executive Director is first
able to acquire shares pursuant to the
award, calculated on such basis as the
Committee determines.
The Committee has discretion to vary
the percentage of awards vesting
downwards in appropriate
circumstances, including if it
considers that the outcome would
otherwise not be a fair and complete
reflection of performance over the
service/vesting period.
Awards are subject to malus and clawback provisions, as set out in the notes
to this table.
Computacenter plc Annual Report and Accounts 2025118
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Director’s Remuneration report continued
Retirement benefits
Purpose and link to strategy To provide an income for retirement.
Operation No special arrangements are made for Executive Directors, who are entitled
to become members of the Group’s defined contribution pension scheme,
which is open to all UK employees, or the pension plan relevant to the country
where they are employed if different.
If the Executive Director so chooses, he/she may take some or all of the
pension contribution as a cash alternative, which will be the same percentage
of salary as the pension contribution foregone.
Maximum opportunity The maximum pension contribution or allowance for Executive Directors will
be in line with that available to UK employees or to participants in the pension
plan in the relevant country. For UK employees, this is currently 5% of salary.
Performance measures n/a
Other benefits
Purpose and link to strategy To provide a competitive level of employment benefits.
Operation No special arrangements are generally made for Executive Directors.
Benefits currently include (but are not limited to):
• a car benefit appropriate for the role performed;
• participation in the Company’s private health and long-term sickness
schemes;
• life insurance and income continuance schemes; and
• participation in all-employee share plans, on the same basis as other
eligible employees.
If new benefits are introduced for a wider employee group, the Executive
Directors shall be entitled to participate on the same basis as other eligible
employees.
The Company may settle any tax incurred on benefits provided or expenses
reimbursed.
If, in the opinion of the Committee, a Director must relocate to undertake and
properly fulfil his/her executive duties, relocation benefits may be provided,
which may include a cash payment to cover reasonable expenses.
Reimbursed expenses may include a gross-up to reflect any tax due in
respect of the reimbursement.
Maximum opportunity There is no maximum level of benefits provided to an individual Executive
Director, as the cost of benefits is dependent upon costs in the relevant
market. Benefits will be set at levels which are competitive, but not excessive.
Participation by Executive Directors in any all-employee share plan operated
by the Company is limited to the maximum award levels permitted by the plan
rules from time-to-time and, in the case of any UK tax qualifying plan, the
limits prescribed by the relevant tax legislation.
Performance measures n/a
Shareholding requirements for Executive Directors
Purpose and link to strategy To strengthen alignment between Executives and shareholders.
Operation Levels are set in relation to annual base salary and are normally required to be
built over a five-year period. The Committee retains discretion to vary this
period on an individual basis, if it believes that it is fair and reasonable to do so.
Options which have vested unconditionally, but are as yet unexercised, and
shares subject to deferred bonus awards and PSP/RSP awards which are in the
holding period, but which are no longer subject to performance or service
conditions, will be included on a net of tax basis, for the purposes of calculating
shareholdings, as will shares held by an Executive’s spouse or dependants.
Post-cessation of employment, Executive Directors are also expected to
remain aligned with the interests of shareholders for an extended period after
leaving the Company, other than in exceptional circumstances. Details of the
application of this policy are set out in the Annual Report on Remuneration.
The Committee will regularly review the shareholding guidelines. It has
discretion to disapply or reduce the shareholding guidelines in extenuating
circumstances, for example in compassionate circumstances.
Maximum opportunity There is no maximum, but minimum levels have been set at the equivalent of
the Director’s most recent annual long-term incentive opportunity – i.e. up to
250% of base salary, save that for Mike Norris, the minimum has been set at
300% of base salary. Non-Executive Directors are not required to hold shares
in the Company.
Executive Directors who have not yet met their shareholding guideline will
normally be expected to retain at least 50% of any deferred bonus awards and
PSP awards which vest (net of tax) until such time as this level of holding is met.
Performance measures n/a
Computacenter plc Annual Report and Accounts 2025 119
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Director’s Remuneration report continued
Chair and Non-Executive Director fees
Purpose and link to strategy To ensure that the Group is able to attract and retain experienced and skilled
Non-Executive Directors.
Operation Fee levels are determined with reference to the scope of responsibilities and
the amount of time that is expected to be devoted during the year and taking
into account the fee levels paid by other companies of similar size and
complexity. No individual is involved in the process of setting his/her own
remuneration.
Fee levels may be reviewed annually. They may also be increased on an
ongoing or temporary or ad hoc basis, to take into account changes in the
working of the Board and/or changes in responsibilities.
The Chair of the Board receives a fixed fee. Other Non-Executive Directors
receive a basic fee and additional fees are payable for chairing the Board’s
Committees and for the additional responsibility of being the Senior
Independent Director and may also be paid to other Non-Executive Directors
to reflect additional time commitments and responsibilities. Fees are normally
paid in cash.
Travel expenses, hotel costs and other benefits related to the performance
of the role, including any tax due, are also paid where necessary.
Fees in respect of the year under review (and for the following year) are
disclosed in the Annual Report on Remuneration.
Non-Executive Directors do not participate in any of the Group’s incentive
arrangements or share plans and are not eligible for pension or other benefits.
Maximum opportunity Maximum in line with the Company’s Articles of Association.
Performance measures n/a
Malus and clawback
Malus and clawback provisions apply to the annual bonus and PSP/RSP awards. For awards paid or
granted in respect of 2020 onwards, the provisions are set out below.
Malus and/or clawback may apply to annual bonus awards, including deferred awards for a period of
two years, and to PSP/RSP awards in the period up to the fifth anniversary of grant, in the event of:
• a material misstatement of results;
• gross or serious misconduct;
• an error or misstatement which has resulted in a material overpayment to the participants;
• a significant failure of risk management within the Company or any Group Member;
• significant reputational damage to the Company or any Group Member;
• the participant leaving in circumstances which, had all the facts been known, would have resulted
in the award lapsing; or
• any other circumstances that the Committee, in its discretion, considers to be similar in nature or
effect to those above.
The malus and clawback provisions that apply to awards prior to the dates set out above are in line
with the relevant policy in force at the time the awards were made.
Computacenter plc Annual Report and Accounts 2025120
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Director’s Remuneration report continued
Annual Report on Remuneration
Responsibilities of the Remuneration Committee
The Committee’s full responsibilities are set out in its Terms of Reference, which are available on the
Company’s website at investors.computacenter.com.
Advisor to the Committee
The principal advisor to the Committee during the year was Farient Advisors (Farient), which the
Committee selected in January 2025 following a remuneration advisor review process.
The total fees paid to Farient for advising the Committee in 2025 were £82,500. The Committee
considers Farient’s advice to be independent, and it has no other connection to the Company or its
Directors. During the year, Farient also provided share plan advice to the Company.
Directors’ information
The following pages illustrate how we have applied our Remuneration Policy during 2025 and describes
all elements of remuneration received by our Directors.
Audited information
The audited tables and related notes are identified within this report, using
A
key.
A
Single figure of total remuneration
The total amount paid by the Company to each of the Directors, in respect of the financial years ended
31 December 2025 and 2024, is set out in the tables that follow.
Year ended 31 December 2025
Salary or fees
£’000
Benefits
£’000
Pension
£’000
Total
fixed pay
£’000
Annual bonus
£’000
PSP
awards
£’000
Total
variable pay
£’000
Total
£’000
Executive
Mike Norris 726.0 15.0
1
31.6 772.6 972.8 – 972.8 1,745.4
Keith Mortimer
2
130.0 4.0
1
5.8 139.8 126.7 – 126.7 266.5
Non-Executive
Pauline Campbell 300.0 – – 300.0 – – – 300.0
René Carayol 84.0 – – 84.0 – – – 84.0
Philip Hulme 62.8 – – 62.8 – – – 62.8
Kelly Kuhn 69.0 – – 69.0 – – – 69.0
Simon McNamara
3
67.5 – – 67.5 – – – 67.5
Ljiljana Mitic 80.6 – – 80.6 – – – 80.6
Peter Ogden 62.8 – – 62.8 – – – 62.8
Adam Walker 103.1 – – 103.1 – – – 103.1
Total (£’000) 1,685.8 19.0 37.4 1,742.2 1,099.5 – 1,099.5 2,841.7
Computacenter plc Annual Report and Accounts 2025 121
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Director’s Remuneration report continued
Year ended 31 December 2024
Salary or fees
£’000
Benefits
£’000
Pension
£’000
Total
fixed pay
£’000
Annual bonus
£’000
PSP
awards
£’000
Replacement
Awards
£’000
Total
variable pay
£’000
Total
£’000
Executive
Mike Norris 707.0 15.3
1
31.1 753.4 210.5 – – 210.5 963.9
Chris Jehle
4
467.0 15.1
1
20.5 502.6 139.1 – – 139.1 641.7
Non-Executive
Pauline Campbell
5
182.2 – – 182.2 – – – – 182.2
René Carayol
6
65.5 – – 65.5 – – – – 65.5
Philip Hulme 57.0 – – 57.0 – – – – 57.0
Kelly Kuhn
7
15.9 – – 15.9 – – – – 15.9
Ljiljana Mitic
8
62.6 – – 62.6 – – – – 62.6
Peter Ogden 57.0 – – 57.0 – – – – 57.0
Ros Rivaz
9
62.4 – – 62.4 – – – – 62.4
Peter Ryan
10
85.2 – – 85.2 – – – – 85.2
Adam Walker
11
30.4 – – 30.4 – – – – 30.4
Total (£’000) 1,792.2 30.4 51.6 1,874.2 349.6 – – 349.6 2,223.8
1. The benefits figure represents the taxable benefit arising from cash allowances paid in lieu of the provision of
company car and other travel-related benefits for the CEO and the provision of a company car for the CFO.
2. Keith Mortimer was appointed as an Executive Director and Chief Financial Officer of the Group, with effect from
1 September 2025. The disclosures made in respect of his base salary, benefits, pension and annual bonus are in
respect of the period that Keith has been in role during the year (i.e. 1 September 2025 to 31 December 2025).
3. Simon McNamara was appointed as an Independent Non-Executive Director with effect from 9 January 2025.
4. Chris Jehle stepped down from the Board, and as Chief Financial Officer of the Group, with effect from 16
December 2024. His employment with the Group ended on 31 December 2024 and the figures in the table above
cover the period until this date.
5. Pauline Campbell stepped down as Audi & Risk Committee Chair and was appointed as Chair of the Board with
effect from 14 May 2024.
6. René Carayol was appointed as Chair of the Remuneration Committee on 30 September 2024.
7. Kelly Kuhn was appointed as an Independent Non-Executive Director on 30 September 2024.
8. Ljiljana Mitic was appointed as Chair of the ESG Committee with effect from 11 February 2025.
9 Ros Rivaz stepped down from the Board on 30 September 2024, having previously been Senior Independent
Director and Chair of the Remuneration Committee.
10. Peter Ryan stepped down as Chair of the Board with effect from 14 May 2024.
11. Adam Walker was appointed as an Independent Non-Executive Director and Chair of the Audit & Risk Committee
with effect from 30 August 2024. Adam was appointed as the Senior Independent Director on 30 September 2024.
Computacenter plc Annual Report and Accounts 2025122
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Remuneration paid in 2025: Executive Directors
2025 base salary
As disclosed previously, the annual salary of the CEO was increased by 2.7% to £726,000, with effect
from 1 January 2025, and in line with the wider workforce increase for the year, and took account of both
Company and individual performance. Keith Mortimer was appointed to the Board as Chief Financial
Officer on a base salary of £390,000, with effect from 1 September 2025.
2025 annual bonus
The maximum bonus opportunity in 2025 was 200% of base salary for the CEO and 150% of base salary
for the CFO (pro-rated from his appointment date to the end of the year). Half of the bonus paid will be
deferred into Computacenter shares, with half payable after one year and half payable after two years.
The 2025 annual bonus opportunity was driven by the financial performance of the business and
individual targets for each Director. For 2025, a total of 80% of this award was conditional on achieving
criteria linked to the Group’s financial performance. The Committee sets these targets with reference to
the Group’s strategic and financial plans, as approved by the Board.
The Executive Directors’ non-financial personal objectives, alongside the Committee’s assessment of
achievement against them, are set out in the tables on page 124. The non-financial objectives are
subject to a profit threshold, which was achieved during the year.
Supporting context for the 2025 annual bonus outcomes is provided in the Remuneration Committee
Chair’s letter on pages 111 to 113.
A
The table below sets out details of the annual bonus criteria which applied for the CEO and CFO for 2025
and the performance delivered:
As a percentage
of maximum
bonus
opportunity
Performance required
Actual %
achieved Payout £’000Threshold Target Stretch Maximum
Measure CEO CFO CEO CFO
Financial criteria
Profit before tax (£m)
50%
254.0 265.5 277.0 290.9 271.5
1
404.3 54.3
3
Percentage payout 10% 20% 35% 50% 27.85%
Services contribution growth (£m)
10%
302.7 319.5 336.3 353.1 339.5
109.8 14.7
3
Percentage payout 2% 4% 7% 10% 7.56%
Cash balance (£m)
10%
172.0 181.5 191.1 200.6 272.2
145.2 19.5
3
Percentage payout 2% 4% 7% 10% 10.0%
EBIT % of gross profit (%)
10%
23.8% 24.4% 25.0% 26.3% 24.0%
2
37.6 5.0
3
Percentage payout 2% 4% 7% 10% 2.59%
Non-financial criteria
Personal objectives 20% 0% 7.5% 15% 20% 19% 17% 275.9 33.2
3
Total 100% 16% 39.5% 71% 100% 67% 65% 972.8 126.7
1. Profit before tax represents Group adjusted profit before tax on a currency adjusted basis.
2. The measure represents the percentage derived by dividing Group adjusted operating profit by Group gross profit, on a currency-adjusted basis.
3. Pro-rated for the period that Keith Mortimer was Chief Financial Officer (1 September 2025 to 31 December 2025).
Computacenter plc Annual Report and Accounts 2025 123
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Director’s Remuneration report continued
Objectives Progress in the year
CEO
Deliver measurable progress
against our inclusion priorities
across hiring, promotion and
development of our people.
Execute effectively against our
circular services strategy to
grow circular services
capability across the Group
and develop our Sustainable
Operations Strategy to enable
the Group to meet its existing
long-term commitments in
that area.
The focus on inclusion at all levels across the business continues, our
inclusive hiring and development practices have meant that inclusion is
embedded in the business across all people practices, demonstrated with
an 87% inclusion score achieved in our 2025 employee survey. Our gender
mix continues to improve, with senior female leaders up at 27.56% from
25.81% last year and the percentage of women across the entire workforce
growing to 29.21% from 28.35% last year. Circular services continues to
grow with over 1 million devices recovered then recycled, redeployed or
remarketed during the year, growing over 10% year on year. In 2025, strong
progress was made against our Sustainable Operations Strategy,
advancing the Group’s position toward achieving Net Zero against the
emissions within our control.
Drive the next phase of growth
in our North American
business, through embedding
its new leadership structure,
and the identification and
completion of acquisition
opportunities.
Our performance in North America has exceeded expectations, growing
gross profit by 31.4% in constant currency during 2025. Our new
leadership structure has been successfully implemented, allowing
effective execution of our business priorities and identification of
acquisition opportunities which were completed in the first quarter
of 2026.
Optimise the Group’s operating
model to leverage scale
benefits and deliver
measurable improvements in
operational efficiency. Lead the
successful appointment and
onboarding of a new CFO, and
ensure robust succession plans
are in place across the
Executive Team to support
continuity and long-term
performance.
The operating structure continues to evolve with a focus on simplicity
and efficiency, we have better visibility of the business through reporting
insights and through deployment of automation tooling such as Genesys,
helping us to deliver better service to Customers while reducing cost.
Keith Mortimer was appointed as CFO, with effect from 1 September 2025,
following a comprehensive search process and has been successfully
integrated into the Executive Team. A strong framework for Executive
Team succession planning has been established.
Lead the delivery of major
Group systems transformation
initiatives to drive simplicity,
enhance efficiency and drive
operational excellence.
Successfully migrated historic acquisitions onto core platforms and
delivered a significant volume of corporate, divisional and IT/cyber
initiatives, taking over 300 projects live during the year.
Objectives Progress in the year
CFO
Strengthen and advance the
Group’s finance function and
internal audit function to
enhance financial control,
governance, and the
effectiveness of financial
reporting and assurance.
Developed Finance strategic plan for the Group aligned to the Board’s
priorities and successfully recruited and onboarded a new Head of Group
Internal Audit. Made material progress in strengthening Treasury, FP&A
and Audit capability, resilience, and reporting including the development
of a material controls identification and testing plan to underpin Board
reporting requirements for Provision 29 of the UK Corporate Governance
Code 2024.
Build and maintain effective,
trusted relationships with key
internal and external
stakeholders, including the
Board, Audit & Risk Committee,
Executive Team, Investors,
Lenders and Auditors, to
support strong governance,
transparent communication
and effective financial
decision-making.
Effectively canvassed and represented the views of key stakeholders,
including the Group’s Institutional Investors, ensuring these perspectives
were appropriately considered by the Board in its significant decisions
and judgements, during the second half of the year and during the 2025
year-end process.
Oversee the cost-effective
delivery of the Group’s IT
systems roadmap, maintaining
tight financial control while
supporting the delivery of
operational efficiencies and
strategic capabilities.
Strong oversight provided for the Group’s IT Systems investments,
including the development of relevant key performance indicators.
Established Investment Committee financial oversight and robust
governance processes to improve cost predictability, control and
decision-making.
Computacenter plc Annual Report and Accounts 2025124
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Director’s Remuneration report continued
PSP
Vesting of these awards to the CEO was dependent on achieving the following performance measures
over a three-year period:
The compound annual growth rate of the Group’s adjusted diluted earnings per share (EPS) – 70% weighting
Performance level
1
Adjusted diluted EPS CAGR
Maximum (100% vesting) 12.50%
In line with expectations (50% vesting) 8.33%
Threshold (10% vesting) 5.00%
1. Vesting occurs on a straight-line basis between these thresholds.
The EPS number used for the base year of this award (i.e. EPS in 2022) was 169.7p. On this basis, the
increase in adjusted diluted EPS during the period 1 January 2023 to 31 December 2025 was 1.05% per
annum, which resulted in 0% vesting for this performance element.
Services revenue growth – 30% weighting (measured on a constant currency basis)
Performance level
1
Services revenue CAGR
Maximum (100% vesting) 7.5%
In line with expectations (50% vesting) 5.5%
Threshold (25% vesting) 3.5%
1. Vesting occurs on a straight-line basis between these thresholds.
Services revenue growth during the period 1 January 2023 to 31 December 2025 was 2.64% per annum,
which resulted in 0% vesting for this performance element.
The Committee considered the PSP formulaic outturn in the context of wider Company performance
and the wider stakeholder experience and considers that the outcome is a fair reflection of performance
over the performance period.
Remuneration awards granted in 2025: Executive Directors
A
Share plan interests awarded during the year
The table below details awards made during 2025 under the PSP plan. The performance conditions for these awards are set out in more detail on the following page. Any awards that vest will be subject to a
two-year holding period.
Year ended 31 December 2025
Plan/type of
award
Number of
shares
Face value at
time of grant
Performance
conditions
applied
Amount vesting related to
threshold of performance
Performance
period set
Threshold
performance
(% of face
value)
Maximum
performance
(% of face
value)
CEO
PSP – nil
cost option
53,908 £1,414,007
1
Compound growth rate of Company EPS (70%) 10% 100%
Three financial years from 1 January 2025
Compound growth rate of Services revenue (15%) 25% 100%
Compound growth rate of North American business EBIT
(15%)
25% 100%
RSP – nil
cost option
14,072 £353,489
2
Non-performance-related award 100% 100% No performance conditions – four-year
vesting period (from 1 June 2025)
1. This is based on the average mid-market share price of Computacenter plc on the three immediately preceding business days from the 24 March 2025 grant, being £26.23.
2. This is based on the average mid-market share price of Computacenter plc on the three immediately preceding business days from the 24 June 2025 grant, being £25.12.
Computacenter plc Annual Report and Accounts 2025 125
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Director’s Remuneration report continued
Vesting of the PSP awards to the CEO will depend on achieving the following performance measures
over a three-year period from 1 January 2025:
The compound annual growth rate of the Group’s adjusted diluted earnings per share (EPS) – 70% weighting
Performance level
1
Adjusted diluted EPS CAGR
Maximum (100% vesting) 10.0%
In line with expectations (50% vesting) 7.22%
Threshold (10% vesting) 5.0%
1. Vesting occurs on a straight-line basis between these thresholds. As disclosed last year, the base year of this award
(i.e. EPS in 2024) will be consistent with the EPS number that was used to calculate the vesting of PSP awards
granted for the performance period 2022 to 2024.
The compound annual Services revenue growth rate – 15% weighting (measured on a constant currency basis)
Performance level
1
Services revenue CAGR
Maximum (100% vesting) 7.5%
In line with expectations (50% vesting) 5.5%
Threshold (25% vesting) 3.5%
1. Vesting occurs on a straight-line basis between these thresholds.
The compound annual EBIT growth rate of Group’s North American business – 15% weighting (measured on a
constant currency basis)
Performance level
1
North American EBIT CAGR
Maximum (100% vesting) 20%
In line with expectations (50% vesting) 16%
Threshold (25% vesting) 12%
1. Vesting occurs on a straight-line basis between these thresholds.
Vesting of the RSP award is not subject to performance conditions. However, the Committee will
assess performance against a ‘good practice’ underpin for the period from 1 June 2025 to 1 June 2029
(the Assessment Period). The Committee will consider (in conjunction with any other matters it
considers appropriate): (i) whether there is a material weakness in the underlying financial health or
sustainability of the business (considering factors such as revenue, gross profit, adjusted diluted EPS and
adjusted net funds), (ii) performance against Computacenter’s key strategic priorities, including both
financial and non-financial, and (iii) whether there has been a materially serious risk and/or reputational
event. The Committee will assess performance against this underpin at the end of the Assessment
Period and consider whether a discretionary reduction (including down to zero) in the vesting of the RSP
award is required.
The table below details awards made during 2025 under the Deferred Bonus Plan.
Plan/
type of award
Number of
shares Face value Vesting date
CEO DBP
2
– Conditional
Share
4,013 105,261
1
50% – 30/03/2026
50% – 30/03/2027
1. This is based on the average mid-market share price of Computacenter plc on the three immediately preceding
business days from grant on 24 March 2025, being £26.23.
2. These are not subject to any other performance conditions.
Computacenter plc Annual Report and Accounts 2025126
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Director’s Remuneration report continued
A
Executive Director outstanding share awards as at 31 December 2025
Directors’ interests in share plans
Plans Note
Exercise/share
price Exercise period
At 1 January
2025
Granted during
the year
Exercised during
the year
Lapsed during
the year
At 31 December
2025
Mike Norris Sharesave 1 1,011.0p 01/12/24 – 31/05/25 2,967 – 2,967 – –
Sharesave 1 1,975.0p 01/12/29 – 01/06/30 1,594 – – – 1,594
PSP 3 Nil 31/03/25 – 22/03/30 117,223 – 117,223 – –
PSP 3 Nil 21/03/26 – 21/03/31 46,954 – – – 46,954
PSP 2, 3 Nil 21/03/27 – 20/03/32 39,368 – – 39,368 –
PSP 3 Nil 23/03/28 – 05/04/33 60,437 – – – 60,437
PSP 4 Nil 23/03/29 – 25/03/34 50,628 – – – 50,628
PSP 4 Nil 21/03/30 – 23/03/25 – 53,908 – – 53,908
RSP 5 Nil 25/06/30 – 22/06/36 – 14,072 – – 14,072
DBP 6 Nil 31/03/25 3,332 – 3,332 – –
DBP 6 Nil 26/03/25 7,456 – 7,456 – –
DBP 6 Nil 26/03/26 7,267 – – – 7,267
DBP 6 Nil 26/03/26 – 2,007 – – 2,007
DBP 6 Nil 24/03/27 – 2,006 – – 2,006
Keith Mortimer Sharesave 1 1,011.0p 01/12/24 – 31/05/25 1,483 – 1,483 – –
Sharesave 1 1,772.0p 01/12/25 – 31/05/26 203 – – – 203
Sharesave 1 2,098.0p 01/12/27 – 31/05/28 265 – – – 265
Sharesave 1 2,212.0p 01/12/30 – 31/05/31 – 417 – – 417
PSP 7 Nil 21/03/25 – 20/03/32 1,799 – – 1,799 –
PSP 7 Nil 23/03/26 – 25/03/33 3,865 – – – 3,865
PSP 8 Nil 23/03/27 – 25/03/34 3,716 – – – 3,716
PSP 8 Nil 23/03/27 – 25/03/34 – 4,003 – – 4,003
Computacenter plc Annual Report and Accounts 2025 127
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
1. Issued under the rules of the Computacenter 2018 Sharesave Plan, which is available to employees of
Computacenter in the UK, Germany and the US. Eligible employees can save between £5 and £500 a month to
purchase options in shares in Computacenter plc at a price fixed at the beginning of the Plan term. There are no
conditions relating to the performance of the Company for this Plan.
2. These awards lapsed in full during the year.
3. Issued under the terms of the Computacenter Performance Share Plan, as amended at the AGMs held on 19 May
2015, 14 May 2017, 18 May 2018, 19 May 2022 and 17 May 2023.
(a) In respect of 70% of the total award: no awards will vest if the compound annual EPS growth over the
performance period is less than 5% per annum. Awards will vest in relation to one-tenth of the shares
comprised in them if the compound annual EPS growth over the performance period is 5%. Awards will vest
in relation to one-half of the shares comprised in them if compound annual EPS growth equals 8.33%. This
portion of the award will vest in full if the compound annual EPS growth equals or exceeds 12.5% per annum,
with straight-line vesting between these points.
(b) In respect of 30% of the total award: the award will start to vest if the compound annual Services revenue
growth rate over the performance period equals 3.5%. If the compound annual Services revenue growth rate
over the performance period is 7.5%, this portion of the award will vest in full. If the compound annual
Services revenue growth rate over the period is between 3.5% and 7.5%, then this portion of the award will
vest on a straight-line basis between 25% and 100%.
PSP awards from 2018 onwards are subject to a two-year holding period.
4. Issued under the terms of the Computacenter Performance Share Plan, as amended at the AGMs held on 19 May
2015, 14 May 2017, 18 May 2018, 19 May 2022 and 17 May 2023.
(a) In respect of 70% of the total award: no awards will vest if the compound annual EPS growth over the
performance period is less than 5% per annum. Awards will vest in relation to one-tenth of the shares
comprised in them if the compound annual EPS growth over the performance period is 5%. This portion of
the award will vest in full if the compound annual EPS growth equals or exceeds 10% per annum, with straight-
line vesting between 5% and 10%.
(b) In respect of 15% of the total award: the award will start to vest if the compound annual Services revenue
growth rate over the performance period equals 3.5% per annum, with 50% vesting for growth of 5.5% per
annum. If the compound annual Services revenue growth rate over the performance period is 7.5% per
annum, this portion of the award will vest in full. If the compound annual Services revenue growth rate over
the period is between 3.5% and 7.5%, then this portion of the award will vest on a straight-line basis between
25% and 100%.
(c) In respect of 15% of the total award: 25% of this portion will vest if the compound annual EBIT growth rate of
the Group’s North American business during the performance period equals 12% per annum, with 50%
vesting for growth of 16% per annum. If the compound annual EBIT growth rate over the performance period
is 20% per annum, this portion of the award will vest in full. There will be straight-line vesting between these
points.
5. Issued under the terms of the Computacenter Share Plan 2025, as approved by shareholders at the Company’s
AGM on 15 May 2025.
6. Conditional shares issued under the terms of the Computacenter 2017 Deferred Bonus Plan. Awards vest in equal
tranches on the first and second anniversary of the grant date.
7. Issued under the terms of the Computacenter Performance Share Plan, as amended at the AGMs held on 19 May
2015, 14 May 2017, 18 May 2018, 19 May 2022 and 17 May 2023. No awards will vest if the compound annual EPS
growth rate over the performance period is less than 5.0% per annum. Awards will vest in relation to one quarter of
the shares comprised in them if the compound annual EPS growth over the performance period is 5.0%. Awards
will vest in relation to one half of the shares comprised in them if the compound annual EPS growth rate is 7.5%.
Awards will vest in full if the compound annual EPS growth rate in the performance period is 10.0% or more. Awards
will vest on a straight-line basis between these points.
8. Issued under the terms of the Computacenter Performance Share Plan, as amended at the AGMs held on 19 May
2015, 14 May 2017, 18 May 2018, 19 May 2022 and 17 May 2023. No awards will vest if the compound annual EPS
growth rate over the performance period is less than 5.0% per annum. Awards will vest in relation to one quarter of
the shares comprised in them if the compound annual EPS growth over the performance period is 5.0%. Awards
will vest in full if the compound annual EPS growth rate in the performance period is 8.0% or more. Awards will vest
on a straight-line basis between these points.
Director gains
PSP
Director Date of vesting Plan
Number of
shares Exercise price
Market price
at vesting
Notional
gain made
Mike Norris n/a PSP NIL – – –
The closing market price of ordinary shares at 31 December 2025 (being the last trading day of 2025)
was £29.30 (31 December 2024: £21.24).
The highest price during the year was £30.64 and the lowest was £20.24.
Minimum shareholding requirements
The Group’s minimum shareholding guidelines in the current Remuneration Policy require (i) the CEO,
Mike Norris, to hold a shareholding equal to 300% of his base salary, and (ii) all other Executive Directors
to build up a shareholding that is equal to 100% of their most recent LTIP award granted whilst a Director
of the Board (PSP and RSP combined value on grant), with the expectation that they will achieve this
within five years of appointment. For the purposes of calculating shareholdings, the following are
included on a net basis: deferred bonuses, shares subject to the holding period, options which have
either vested but are as yet unexercised or which have no performance conditions (other than time
lapsation), and shares held by an Executive’s spouse or dependants. There is no requirement for the
Non-Executive Directors to hold shares.
When an Executive Director steps down from the Board, they are expected to retain an interest in
Computacenter shares based on their in-employment shareholding guideline (or actual shareholding at
the date of stepping down from the Board if lower) for a period of two years.
The Committee has the discretion to disapply or reduce this requirement in extenuating circumstances,
for example in compassionate circumstances.
Mike Norris substantially exceeds his shareholding requirement. The requirement for Keith Mortimer is
currently 50% of his base salary (to which he was subject prior to becoming Chief Financial Officer), but
this will increase immediately upon anticipated share plan awards being granted to him in the first
quarter of 2026, following the release of the Company’s 2025 full-year financial results.
Computacenter plc Annual Report and Accounts 2025128
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
A
Directors’ shareholdings
The beneficial interest of each of the Directors and their connected persons in the shares of the
Company, as at 31 December 2025, is as follows:
Director
Number of
shares in the
Company as at
31 December
2025
Percentage of
requirement
achieved
Interests in shares (shares or options vested but unexercised or
subject to a holding period)
SAYE PSP DBP Total
Mike Norris 1,079,214 1,491%
3
– 46,954
2
11,282
1
58,236
Keith Mortimer 4,155 65%
3
203 – – 203
Pauline
Campbell
8,900 n/a – – – 8,900
René Carayol – n/a – – – –
Philip Hulme 16,426,812 n/a – – – 16,426,812
Kelly Kuhn – n/a – – – –
Simon
McNamara
– n/a – – – –
Ljiljana Mitic – n/a – – – –
Peter Ogden 26,240,461 n/a – – – 26,240,461
Adam Walker 2,014 n/a – – – 2,014
Note: There has been no grant of, or trading in, shares of the Company by the current Directors between 1 January
2026 and 11 March 2026.
1. Shares issued as a result of annual bonus deferral, in line with the rules of the Computacenter Deferred Bonus Plan
2017, and the Group’s Directors’ Remuneration Policy.
2. These are all currently subject to a two-year holding period following vesting, in line with the Group’s Performance
Share Plan 2015 and the Group’s Directors’ Remuneration Policy.
3. Based on the Company’s closing share price as at 31 December 2025, of £29.30, and the approved 2025 base
salaries. Interests in shares count towards the Shareholding Guideline, on a net of tax basis (deemed to be 50%)
for the PSP and DBP. Interest in shares for the SAYE count fully towards the achievement of the Shareholding
Guideline. The CFO’s minimum shareholding requirement as at 31 December 2025 is 50.0% of his current base
salary on that date. On the grant of his first LTIP awards whilst in-role, which is currently anticipated to be in March
2026, this requirement will increase to 220% of his base salary at that time.
Dilution limits
Computacenter is able to use a mixture of both new issue and market purchase shares to satisfy the
vesting of awards made under its PSP, DBP and Sharesave plans. In line with best practice, the use of
new or treasury shares to satisfy awards made under all share plans is restricted to 10% in any ten-year
rolling period, with a further restriction for discretionary plans of 5% in the same period. The Company’s
current position against its dilution limit is below each of these thresholds. The Company regularly
reviews its position against the dilution guidelines and, should there be insufficient headroom within
which to grant new awards which could be satisfied by issuing new shares, the Company intends to
continue its current practice of satisfying new awards with shares purchased on the market.
Payments to past Directors and payments for loss of office
There have been no payments made to past Directors or payments for loss of office during the year.
Executive service contracts
The Executive Director’s contracts of employment are summarised in the table below:
Director Start date Expiry date Unexpired term
Notice period
(months)
Mike Norris 23/04/1998 n/a None specified 12
Keith Mortimer 01/09/2025 n/a None specified 12
The CEO and CFO have a rolling 12-month service contract with the Company, which is subject to 12
months’ written notice by either the Company or the CEO/CFO.
External appointments for Executive Directors
Executive Directors are permitted to hold outside directorships, subject to approval by the Board, and to
retain any fees paid for such services. During 2025, no Executive Director held any external fee-paying
directorships.
Computacenter plc Annual Report and Accounts 2025 129
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
Non-Executive Directors’ letters of appointment and fees
The Non-Executive Directors have not entered into service contracts with the Company. They each
operate under a letter of appointment which sets out their terms, duties and responsibilities. Non-
Executive Directors are appointed for an initial term, which runs to the conclusion of the third AGM
following their appointment, and which may be renewed at that point. The letters of appointment
provide that should a Non-Executive Director not be re-elected at an AGM before he or she is due to
retire, then his or her appointment will terminate. The terms and conditions of appointment of the
Non-Executive Directors are available for inspection by shareholders at the Company’s registered
office. The appointments continue until the expiry dates set out below, unless terminated for cause
or on the period of notice stated below:
Director
Date of latest letter of
appointment Expiry date Notice period
Pauline Campbell 21 March 2024 Close of the Company’s AGM in 2027 3 months
René Carayol 15 May 2025 Close of the Company’s AGM in 2028 3 months
Philip Hulme 15 May 2025 Close of the Company’s AGM in 2028 3 months
Kelly Kuhn 30 September 2024 Close of the Company’s AGM in 2027 3 months
Simon McNamara 9 January 2025 Close of the Company’s AGM in 2027 3 months
Ljiljana Mitic 15 May 2025 Close of the Company’s AGM in 2028 3 months
Peter Ogden 15 May 2025 Close of the Company’s AGM in 2028 3 months
Adam Walker 30 August 2024 Close of the Company’s AGM in 2027 3 months
As noted in last year’s report, the Chair’s fees were positioned below median. Therefore, as part of its
two stage process to position the Chair around the median, a further review of the Chair’s fee was
undertaken to ensure that it reflected the complexity of the Company and skills required for the role. The
market data continued to show that the current Chair fee was not in line with market practice and was
positioned at the lower quartile of the Top 50 of the FTSE 250 (excluding financial services) peer group.
Therefore, in 2026, the Chair will be paid a single consolidated fee of £350,000. This puts the Chair fee
around the median of this peer group. Going forward, we expect the Chair fee to move in line with
inflation, unless there is a material change in role or responsibility. The Non-Executive Directors are paid
a basic fee, plus additional fees for chairing Board Committees or Senior Independent Director duties.
In 2026, Non-Executive Directors’ annual fees will increase as follows:
Position
2025 Annual
fees (£)
2026 Annual
fees (£)
Independent Non-Executive Directors 69,000 71,000
Founder Non-Executive Directors 62,750 64,750
Additional fee for Chairing the Audit & Risk Committee 21,100 22,000
Additional fee for Chairing the Remuneration Committee 15,000 16,000
Additional fee for the position of Senior Independent Director 13,000 16,000
Additional fee for the position of Chairing the ESG Committee 13,000 15,000
Performance of the Company
Total shareholder return performance
(Computacenter versus FTSE Software and Computer Services sector)
0
100
200
300
400
500
600
Dec
2015
Dec
2016
Dec
2017
Dec
2018
Dec
2019
Dec
2020
Dec
2021
Dec
2022
Dec
2023
Dec
2025
Dec
2024
Computacenter FTSE All Share – Software and Computer Services
In this graph, TSR performance shows the value, in December 2025, of £100 invested in the Company’s
shares in December 2015, assuming that all dividends received between December 2015 and December
2025 were reinvested in the Company’s shares (source: S&P Capital IQ).
The FTSE Software and Computer Services Index has been used for comparison as it includes
companies that Computacenter directly competes with.
Computacenter plc Annual Report and Accounts 2025130
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
CEO pay history
The table below shows the total remuneration figure for the CEO over the previous ten financial years. The total remuneration figure includes the annual bonus and PSP awards which vested based on performance
in those years. The annual bonus and PSP percentages show the payout for each year as a percentage of the maximum.
Plan/type of award 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
CEO single figure of remuneration (£) 1,807,600 2,291,500 2,081,700 2,391,409 2,538,817 4,084,506 3,339,063 2,755,509 963,897 1,745,421
Annual bonus payout (as a % of maximum opportunity) 49.12% 92.35% 82.63% 92.5% 96.0% 96.0% 27.85% 76.56% 19.85% 67.00%
Annual bonus (£) 319,280 606,047 557,753 636,863 674,400 825,120 271,538 782,269 210,526 972,773
PSP vesting (as a % of maximum opportunity) 85.13% 68.01% 65.68% 80.78% 70.00% 100% 100% 90.86% 0% 0%
PSP vesting (£) 891,800 1,101,400 923,699 1,150,120 1,398,898 2,653,094 2,372,688 1,265,880 – –
Percentage change in remuneration of Board Directors and employees
The table below sets out the percentage change in the salary, benefits and annual bonus of all Executive and Non-Executive Directors compared to the average amount paid to Computacenter employees in the
UK, in the years ended 31 December 2020, 2021, 2022, 2023, 2024 and 2025.
Computacenter plc is the Group’s Parent Company and does not have any employees. The comparator group of Computacenter’s UK-based employees was chosen, as the Committee believes it provides a
sufficiently large comparator group based on a similar incentive structure to the CEO and reduces any distortion arising from currency and cost of living differences in other geographies in which the Group operates.
% change in remuneration
between 2020 and 2021
% change in remuneration
between 2021 and 2022
% change in remuneration
between 2022 and 2023
% change in remuneration
between 2023 and 2024
% change in remuneration
between 2024 and 2025
Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus
Executive
Mike Norris 35.94%
1
(24.32)%
2
22.35% 13.44%
3
103.70%
2
(67.09)% 4.80% (1.21)% 188.14% 3.79% (6.13)% (73.09)% 2.68% (1.96)% 362.14%
Keith Mortimer
4
– – – – – – – – – – – – – – –
Chris Jehle
5
– – – – – – – – – 77.90%
5,6
115.71%
5,6
(53.24)%
5,6
– – –
Tony Conophy
7
35.97%
1
2.52% 27.73% 2.69% 4.94% (72.11)% (38.88)%
7
(44.12)%
7
80.60% – – – – – –
Computacenter plc Annual Report and Accounts 2025 131
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
% change in remuneration
between 2020 and 2021
% change in remuneration
between 2021 and 2022
% change in remuneration
between 2022 and 2023
% change in remuneration
between 2023 and 2024
% change in remuneration
between 2024 and 2025
Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus Salary/Fee Benefits
Annual
bonus
Non-Executive
Pauline Campbell
8
– – – 195.89%
8
– – 4.84% – – 127.33%
9
– – 64.65% – –
René Carayol
10
– – – – – – 528.60% – – 8.60%
11
– – 28.24% – –
Rene Haas 2.0% – – (5.88)%
12
– – – – – – – – – – –
Philip Hulme 308.0%
13
– – 2.69% – – 4.83% – – 3.83% – – 10.18% – –
Kelly Kuhn
14
– – – – – – – – – – – – 333.96% – –
Simon McNamara
15
– – – – – – – – – – – – – – –
Ljiljana Mitic
16
2.0% – – 2.67% – – 4.77% – – 3.81% – – 28.75% – –
Peter Ogden 308.0%
17
– – 2.69% – – 4.83% – – 3.83% – – 10.18% – –
Minnow Powell (23.56)%
18
– – – – – – – – – – – – – –
Ros Rivaz 2.05% – – 2.69% – – 4.84% – – (22.15)%
19
– – – – –
Peter Ryan 2.0% – – 2.71% – – 4.82% – – (63.04)%
20
– – – – –
Adam Walker
21
– – – – – – – – – – – – 239.14% – –
Employees
Computacenter
UK-based employees 4.19% (4.49)% (0.69)% 5.81% (5.60)% 1.29% 6.33% (0.09)% (14.52)% 5.41% 3.89% 2.35% 4.83% 2.41% 0.91%
22
1. The significant percentage increase for the CEO and former CFO (Tony Conophy) reflects the voluntary temporary
reduction in base salary for the period 1 April 2020 to 30 June 2020.
2. The reduction in benefits in 2021 for the CEO was due to his election not to have a car and driver provided from the
middle of 2021 onwards. The rise in his benefits in 2022 represents an uplift through a car allowance, to offset his
loss of car and driver, in line with that given to the former CFO (Tony Conophy), for the whole of the year.
3. Following shareholder consultation, the CEO salary was increased by 13.4%.
4. Keith Mortimer was appointed to the Board on 1 September 2025.
5. Chris Jehle joined the Company, as the Group CFO and as an Executive Director of the Board on 1 June 2023.
6. Chris Jehle stepped down as the Group CFO and as an Executive Director of the Board, by mutual agreement with
the Company, on 16 December 2024, and left the Group as an employee on 31 December 2024.
7. Tony Conophy stepped down as the Group CFO and as an Executive Director of the Board on 1 June 2023, and
then remained with the Company as an employee until his retirement on 31 July 2023.
8. Pauline Campbell was appointed to the Board on 16 August 2021 and assumed the role of Chair of the Audit
Committee on 30 September 2021.
9. Pauline Campbell was appointed as Chair of the Board on 14 May 2024, and stepped down as Chair of the Audit
Committee at that time.
10. René Carayol was appointed to the Board on 1 November 2022.
11. René Carayol was appointed as Chair of the Remuneration Committee on 30 September 2024.
12. Rene Haas stepped down from the Board on 1 December 2022.
13. The significant percentage increase for Philip Hulme reflects his decision to waive basic fees due to him as
a founder Non-Executive Director from 1 April 2020 until 31 December 2020, as announced by the Company
on 6 April 2020.
14. Kelly Kuhn was appointed to the Board on 30 September 2024.
15. Simon McNamara was appointed to the Board on 9 January 2025.
16. Ljiljana Mitic was appointed as Chair of the ESG Committee with effect from 11 February 2025.
17. The significant percentage increase for Peter Ogden reflects his decision to waive basic fees due to him as a
founder Non-Executive Director from 1 April 2020 until 31 December 2020, as announced by the Company
on 6 April 2020.
18. Minnow Powell stepped down from the Board on 30 September 2021.
19. Ros Rivaz stepped down as Senior Independent Director and Chair of the Remuneration Committee with effect
from 30 September 2024.
20. Peter Ryan stepped down as Chair of the Board on 14 May 2024.
21. Adam Walker was appointed to the Board and as Chair of the Audit Committee on 30 August 2024, and as Senior
Independent Director on 30 September 2024.
22. The change in the Computacenter UK-based employee annual bonus figure is based on the bonus paid during
2025 in respect of 2024 rather than in respect of 2025 due to the availability of data at the time this report is
finalised. The data for the Executive Directors is based on the bonus to be paid in 2026 in respect of 2025.
Therefore the like-for-like comparison of the UK-based employee figure is with the change in Executive Director
bonus between 2023 and 2024 in the table above.
Computacenter plc Annual Report and Accounts 2025132
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
Year Method 25th percentile pay ratio Median pay ratio 75th percentile pay ratio
2025 Option B 44:1 30:1 19:1
2024 Option B 26:1 17:1 11:1
2023 Option B 77:1 53:1 33:1
2022 Option B 98:1 68:1 44:1
2021 Option B 114:1 83:1 55:1
2020 Option B 69:1 57:1 34:1
2019 Option B 76:1 51:1 36:1
2025 salary and total pay and benefits – all UK employee figures
Employees
25th
percentile Median
75th
percentile
Total pay and benefits £39,390 £59,093 £90,570
Salary £37,721 £56,296 £81,400
Relative importance of spend on pay
The charts below show the Group’s relative expenditure on the pay of its employees, against certain
other key financial indicators, for both 2024 and 2025:
Expenditure on Group employees’
pay (£m)
25
24
1,255.6
1,189.9
Shareholder distributions
2
(£m)
25
24
74.6
78.9
Group adjusted profit before tax
1
(£m)
25
24
272.0
254.0
1. As well as information prescribed by current remuneration reporting regulations, Group adjusted profit
before tax has been included as this is deemed to be a key performance indicator of the Group, which is
linked to the delivery of value to our shareholders.
2. Relates to shareholder distributions made in, and not for, the relevant year.
CEO pay ratio
The CEO pay ratio table shows the ratio of pay between the CEO of Computacenter and Computacenter’s
UK employees. The ratio compares the total remuneration of the CEO against the total remuneration of
the median UK employee and those who sit at the 25th and 75th percentiles (lower and upper quartiles).
Computacenter’s CEO pay ratios have been calculated using Option B, a continuation of approach from
the previous six years and based on the availability of data at the time the Annual Report is published.
This uses the most recent gender pay data to identify the three employees that represent our 25th, 50th
and 75th percentile employees. As a sense check, the salary and total pay and benefits of several
employees either side of these 25th, 50th and 75th percentile employees were also reviewed, with an
adjustment made where appropriate to ensure that the figures used were representative of an employee
at these positions. For example, where the employee at the relevant position is not representative of
other employees at that level, the employee next to them has been used instead.
For 2025, an employee below the 75th percentile was selected as this was felt to be more representative
of the true 75th percentile. This fully aligns with the regulatory Option B concept of best equivalents. The
total remuneration for these individuals has been calculated based on all components of pay for 2025,
including base salary, performance-based pay, pension and benefits. The Committee considers that this
provides an outcome that is representative of the employees at these pay levels.
Where an identified employee received a pro-rated component of pay, their figures have been
converted to a full-year equivalent. No other adjustments were necessary other than the adjustments
already set out above. The day by reference to which the Company determined the 25th, 50th and 75th
percentile employees was 31 December 2025.
The Committee believes that the median pay ratio is consistent with the pay, reward and progression
policies for the Company’s UK employees taken as a whole. Computacenter’s employer pension
contributions, Company-paid benefits and voluntary benefit scheme options are consistent for all UK
employees, including the CEO. In addition, the CEO is eligible to participate in the Company’s annual
bonus and Performance Share Plan, in line with other members of the senior Management team. The
value of the variable pay awards is affected by performance delivered and, in the case of the
Performance Share Plan, share price movement over three years.
The 2025 CEO pay ratio is higher than in 2024. This is primarily as a result of the CEO’s 2025 total
remuneration being higher than the previous year. The CEO’s remuneration is heavily linked to
performance and, as set out earlier in the report, this year has seen a higher bonus award outcome in
respect of 2025, when compared with 2024. In 2024 the profit threshold was not met which resulted in a
lower bonus outcome of 19.85% of the maximum opportunity. In 2025, the profit threshold has been met,
triggering a higher bonus payout of 67.0% of the maximum opportunity. In both 2024 and 2025 there
was no vesting of LTIP awards.
The median employee total compensation figure has also increased year-on-year, which reflects the
salary increase approach applied for 2025 and ongoing fluctuations within employee demographics.
Computacenter plc Annual Report and Accounts 2025 133
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Director’s Remuneration report continued
Performance Measure Weighting Vesting
1
Performance
Compound annual EBIT growth
rate of the North American
business
15%
Maximum (100% vesting) 15%
In line with expectations (50% vesting) 11.5%
Threshold (25% vesting) 8%
1. Any shares vesting will be subject to an additional two-year holding period post vesting.
2026 RSP
The award level for the CEO in the 2026 financial year is 50% of salary, and 35% of base salary for the CFO.
The award will vest, subject to the achievement of a good practice underpin that considers factors
including, but not limited to, key strategic objectives and the Group’s financial health.
At the end of the four-year vesting period, the Committee will assess whether the underpin has been
met and would consider whether, and to what extent, a discretionary reduction in the vesting of awards
was required. Further details of the assessment of the underpin will be disclosed in the relevant annual
report at the time of vesting.
Any shares vesting will be subject to an additional one-year holding period post-vesting.
Statement of voting
The results of voting on the Directors’ Remuneration Report at the Company’s 2025 AGM are shown in
the table below:
Votes cast in favour Votes cast against Total votes cast Votes withheld/abstentions
90,907,553 99.61% 353,274 0.39% 91,260,827 2,886
The results of voting on the Directors’ Remuneration Policy at the Company’s 2025 AGM are shown in
the table below:
Votes cast in favour/discretionary Votes cast against Total votes cast Votes withheld/abstentions
70,243,561 77.71% 20,149,093 22.29% 90,392,654 871,059
The Committee is grateful for the continuing support of shareholders. To ensure that this continues, the
Committee will consult with shareholders on major issues where it is appropriate to do so. It will also
continue to adhere to its underlying principle that Executive Directors’ pay must be linked to
performance and the sustainable delivery of value to our shareholders.
This Annual Report on Remuneration has been approved by the Board of Directors and signed on its
behalf by:
René Carayol
Chair of the Remuneration Committee
11 March 2026
Statement of implementation of Remuneration Policy in the following financial year
Executive Director remuneration for 2026 will be in accordance with the terms of our Directors’
Remuneration Policy, a summary of which is set out on pages 117 to 120 of this report.
2026 base salaries
The base salaries of the CEO and CFO will increase by approximately 2.8% to £746,300 and £400,900
respectively, from 1 January 2026. This is in line with the average increase for the wider UK workforce
and takes into account Company and individual performance.
2026 annual bonus
The performance measures and weightings for the 2026 annual bonus will be as follows:
Mike Norris – CEO and Keith Mortimer – CFO
(2026)
50% 10% 10% 10% 20%
Group adjusted profit before tax (up to 50%)
Services contribution growth (up to 10%)
Cash balance (up to 10%)
Cost efficiency (up to 10%)
Personal objectives (up to 20%)
The measures for 2026 have been set to be challenging relative to our 2026 business plan. The
Committee deems the targets themselves to be commercially sensitive and therefore they have not
been disclosed. They will be disclosed when the Committee no longer deems them to be commercially
sensitive, and it currently anticipates including them in the 2026 Annual Report and Accounts.
The maximum 2026 annual bonus opportunity for the CEO will be 200% of base salary and 150% of base
salary for the CFO.
2026 PSP
The award level for the CEO in the 2026 financial year is 200% of salary, and 150% of base salary for the CFO.
The 2026 PSP award will be subject to the following performance conditions, with further context
provided in the Annual Statement from the Chair of the Committee:
Performance Measure Weighting Vesting
1
Performance
Compound annual adjusted
diluted EPS growth rate
70%
Maximum (100% vesting) 10%
In line with expectations (50% vesting) 7.22%
Threshold (10% vesting) 5.0%
Compound annual Services
revenue growth rate
15%
Maximum (100% vesting) 7.5%
In line with expectations (50% vesting) 5.5%
Threshold (25% vesting) 3.5%
Computacenter plc Annual Report and Accounts 2025134
Strategic Report Governance Financial Statements
Director’s Remuneration report continued
Director’s report
The Directors present their report, together with the audited accounts of Computacenter plc and its
subsidiary companies (the Group), for the year ended 31 December 2025.
Computacenter plc is incorporated as a public limited company and is registered in England and Wales
with the registered number 3110569. Computacenter plc’s registered office address is Hatfield Avenue,
Hatfield, Hertfordshire, AL10 9TW. The Company’s registrar is Equiniti Limited, which is situated at
Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA. The Company has a listing on the
London Stock Exchange.
The pages from the inside front cover to 139 of this Annual Report and Accounts are incorporated by
reference into the Directors’ Report, which has been drawn up and presented in accordance with English
company law, and the liabilities of the Directors in connection with that report shall be subject to the
limitations and restrictions provided by such law. The Statement of Directors’ Responsibilities can be
found on page 140.
Strategic Report
The Companies Act 2006 requires the Group to prepare a Strategic Report, which commences at the
start of this Annual Report and Accounts up to page 76. The Strategic Report includes information about
the Group’s operations and business model, particulars of all important events affecting the Company or
its subsidiaries, the Group’s financial performance in the year and likely future developments, strategic
KPIs, principal risks and information regarding the Group’s sustainability strategy.
Corporate governance
Under Disclosure and Transparency Rule 7.2, the Company is required to include a Corporate
Governance report within the Directors’ Report.
Information on our corporate governance practices can be found in the Corporate Governance Report
on pages 77 to 139 (including in relation to our culture, purpose and values), and the reports of the
Nomination, Audit & Risk, ESG and Remuneration Committees, all of which are incorporated into the
Directors’ Report by reference.
Management Report
The Strategic Report, the Corporate Governance Report and the Directors’ Report together form the
Management Report for the purposes of Disclosure and Transparency Rules 4.1.5 and 4.1.8-4.1.11R.
Results and dividends
The Group’s Consolidated Income Statement is on page 153. The Group’s activities resulted in a profit
before tax of £238.5m (2024: £244.6m). The Group profit for the year, attributable to equity
shareholders, amounted to £153.7m (2024: £170.8m). Dividends paid and declared in respect of the year,
as well as relevant ex-dividend, record and payment dates, are set out on page 34 in the Chief Financial
Officer’s review.
Following the payment of an interim dividend for 2025 of 23.6p per share on 24 October 2025, subject
to the approval of shareholders at the Company’s 2026 AGM, the total dividend for 2025 will be 74.6p
per share. The Board has consistently applied the Company’s dividend policy, which states that the total
dividend will be 2 to 2.5 times covered by adjusted diluted earnings per share. Further detail on the
Company’s dividend policy can be found within the Chief Financial Officer’s review on page 34.
Dividends are recognised in the accounts in the year in which they are paid, or in the case of a final
dividend, when approved by the shareholders. As such, the amount recognised in the 2025 Annual
Report and Accounts, as described in note 14, is made up of the 2025 interim dividend of 23.6p per
share and the 2024 final dividend of 47.4p per share.
Articles of Association
The Company’s Articles of Association set out the procedures for governing the Company.
The Articles of Association may only be amended by a special resolution at a general meeting of
the shareholders. A copy of the Articles of Association is available on the Company’s website at
investors.computacenter.com.
Voting rights
Shareholders are entitled to attend and vote at any general meeting of the Company. It is the Company’s
practice to hold a poll on every resolution at general meetings. Every member present in person or by
proxy has, upon a poll, one vote for every share held. In the case of joint holders of a share the vote of the
senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes
of the other joint holders and, for this purpose, seniority shall be determined by the order in which the
names stand in the Register of Members in respect of the joint holdings.
Dividend rights
Shareholders may by ordinary resolution declare dividends, but the amount of the dividend may not
exceed the amount recommended by the Board.
Transfer of shares
There are no specific restrictions on the size of a holding, nor on the transfer of shares, which are both
governed by the general provisions of the Company’s Articles and prevailing legislation. The Directors
are not aware of any agreements between holders of the Company’s shares that may result in
restrictions on the transfer of securities or on voting rights at any meeting of the Company. There is one
class of shares in issue, and all shares are fully paid.
Stakeholder engagement
The Board is aware that its actions and decisions impact our stakeholders. Effective engagement with
stakeholders is important for the Group. In order to comply with section 172 of the Companies Act 2006,
each Director is required to act in a way that he or she considers will promote the success of the
Company whilst taking into account the interests of stakeholders. The Directors must also include a
statement in the Annual Report and Accounts explaining how they have discharged this duty during the
year. The Group’s key stakeholders are identified on pages 37 to 42 of the Strategic Report and the
statement of compliance with section 172 is set out on page 74.
Computacenter plc Annual Report and Accounts 2025 135
Strategic Report Governance Financial Statements
Director’s Report
Modern slavery and human rights
Computacenter publishes an annual Modern Slavery Statement in compliance with the UK Modern
Slavery Act 2015. The Board approved the latest statement in March 2026, and it can be found on our
website at www.computacenter.com/information/modern-slavery-statement. Copies of our policies
that relate to human rights can be found on our website at www.computacenter.com.
Any employee who breaches our policies in this area will face disciplinary action, which could result in
dismissal for misconduct or gross misconduct. We reserve the right to terminate our relationship with
other individuals and organisations working on our behalf if they do not comply with our Supplier Code
of Conduct, which covers areas such as modern slavery and human rights.
Directors and Directors’ authority
The Directors who served during the year ended 31 December 2025 were Pauline Campbell, René
Carayol, Philip Hulme, Kelly Kuhn, Simon McNamara, Ljiljana Mitic, Keith Mortimer, Mike Norris, Peter
Ogden and Adam Walker. Biographical details of each Director as at the date of this report are given on
pages 89 to 91. Details of our Board diversity and inclusion disclosure required under the Listing Rules
can be found on pages 99 to 100.
The Company’s Articles of Association require that at each AGM, those Directors who were appointed
since the last AGM retire, as well as one-third of the Directors who have been the longest serving. The
Board has decided, in accordance with the UK Corporate Governance Code, that all Directors will retire
at each forthcoming AGM and offer themselves for re-election. The Nomination Committee has
considered each Director who is standing for re-election, and recommends their re-election. Further
details on the Committee’s recommendations for the re-election of the Directors are set out in the
Notice of AGM, which summarises the skills and experience that the Directors bring to the Board.
Subject to applicable law and the Company’s Articles of Association, the Directors may exercise all of
the powers of the Company. The Company’s Articles of Association provide for a Board of Directors
consisting of between three and 20 Directors, who manage the business and affairs of the Company.
The Directors may appoint additional or replacement Directors, who shall serve until the following AGM
of the Company, at which point they will be required to stand for election by the members. A Director
may be removed from office by shareholders or the Board as provided for by applicable law, in certain
circumstances set out in the Company’s Articles of Association, and at a general meeting of the
Company by the passing of an Ordinary Resolution (provided special notice has been given in
accordance with the Companies Act 2006).
Members have previously approved a resolution to give the Directors authority to allot shares, and a
renewal of this authority is proposed at the 2026 AGM. This authority allows the Directors to allot shares
up to the maximum amount stated in the Notice of AGM (approximately one-third of the issued share
capital). In addition, the Company may not allot shares for cash (unless pursuant to an employee share
plan) without first making an offer to existing shareholders in proportion to their existing holdings. This is
known as rights of pre-emption. Two resolutions allowing a limited waiver of these rights were passed by
the members at last year’s AGM.
At the Company’s 2025 AGM, shareholders passed a resolution authorising the purchase of up to
10,624,393 ordinary shares in the Company (representing approximately 10% of the issued ordinary
shares) by way of market purchase. This authority will expire at the 2026 AGM, when a resolution to
renew the authority to purchase Company shares will be submitted to shareholders. The Company did
not purchase any of its shares in 2025. As at 31 December 2025, there were 11,444,039 ordinary shares
held in treasury, representing 9.72% of the ordinary shares in issue. The maximum number of shares held
by the Company in treasury during the year was 11,444,039, which at the time represented 9.72% of the
ordinary shares in issue.
Directors’ indemnities
The Company has executed deeds of indemnity with each of the Directors. These deeds contain
qualifying third-party indemnity provisions, indemnifying the Directors to the extent permitted by law,
and remain in force at the date of this report, as was the case for the duration of 2025. The indemnities
are uncapped and cover all costs, charges, losses and liabilities the Directors may incur to third parties,
in the course of acting as Directors of the Company or its subsidiaries. In addition, the Group maintains
liability insurance for its Directors and officers.
No Company Directors were indemnified during the year.
Directors’ conflicts of interest
The Directors are required to notify the Company Secretary of any situations (appointments, holdings or
otherwise), or any changes to such, which may give rise to an actual or potential conflict of interest with
the Company. These notifications are then reviewed by the Board and recorded in a register maintained
by the Company Secretary. If appropriate, they are then considered further by the Directors who are not
conflicted, who may authorise the position. The register of notifications and authorisations is reviewed
by the Board twice a year. Where the Board approves an actual or potential conflict, the conflicted
Director cannot participate in any discussion or decision affected by the conflict.
Computacenter plc Annual Report and Accounts 2025136
Strategic Report Governance Financial Statements
Director’s Report continued
Directors’ interests in shares
The Directors’ interests, and those of their Connected Persons, in the Company’s share capital, at the
start and end of the reporting period, were as follows (with no changes to the below as at 11 March 2026):
As at 31 December
2025 or date of
standing down from
the Board (if earlier)
As at 1 January 2025 or
date of appointment
(if later)
Number of ordinary
shares
Number of ordinary
shares
Executive Directors
Mike Norris 1,079,214 1,079,214
Keith Mortimer
1
4,155 4,155
Non-Executive Directors
Pauline Campbell 8,900 8,900
René Carayol – –
Philip Hulme 16,426,812 16,426,812
Kelly Kuhn – –
Simon McNamara – –
Ljiljana Mitic – –
Peter Ogden 26,240,461 26,240,461
Adam Walker 2,014 2,014
1. Keith Mortimer joined the Board with effect from 1 September 2025.
Major interests in shares and voting rights
As at 31 December 2025, the Company had been notified under the FCA’s Disclosure and Transparency
Rules of the following interests in its total voting rights, which are equal to or greater than 3%.
Name of major shareholder Percentage of total voting rights held
The Hadley Trust 7.09%
Philip Willam Hulme 7.93%
No further interests have been disclosed to the Company between 31 December 2025 and 11 March 2026.
An updated list of the Company’s major shareholders, based on information available to the Company,
is available at investors.computacenter.com.
Capital structure and rights attaching to shares
As at 31 December 2025, there were 117,687,970 fully paid ordinary shares in issue, of which the
Company held 11,444,039 ordinary shares in treasury, representing 9.72% of voting rights. The total
number of voting rights in the Company, which shareholders may use as the denominator when
calculating if they are required to notify their interest in the Company or a change to that interest,
under the Disclosure and Transparency Rules, is therefore 106,243,931.
The rights attaching to each of the Company’s ordinary shares and deferred shares are set out in its
Articles of Association. As at 31 December 2025, there were no deferred shares in issue.
The holders of ordinary shares are entitled, subject to applicable law and the Company’s Articles of
Association, to:
• have shareholder documents made available to them, including notice of any general meetings of the
Company; and
• to attend, speak and exercise voting rights at general meetings of the Company, either in person or
by proxy.
Pursuant to the Company’s share plans, there is an employee benefit trust which, as at the year end, held
a total of 1,308,606 ordinary shares of 7
5
⁄
9
p each, representing approximately 1.11% of the issued share
capital. During the year, the trust purchased a total of 910,222 shares, so it could satisfy the maturities
occurring pursuant to these share option plans. When the trust holds shares before transferring them to
participants, in line with good practice, the Trustees do not exercise the associated voting rights. The
Trustees also have a dividend waiver in place in respect of shares which are the beneficial property of the
trust. During 2025, no ordinary shares in the Company were issued for cash to satisfy the exercise of options.
Significant agreements and relationships
Details regarding the status of the Group’s various borrowing facilities are provided in the Chief Financial
Officer’s review. These agreements each include a change of control provision, which may result in the
facility being withdrawn or amended upon a change of control of the Company.
The Group’s longer-term Services contracts may also contain change of control clauses that allow a
counterparty to terminate the relevant contract in the event of a change of control of the Company.
These arrangements are commercially confidential.
The Company does not have any agreements with any Director or employee that would provide
compensation for loss of office or employment resulting from a change of control on takeover, except
in relation to the Company’s share plans, as described above.
Financial instruments
The Group’s financial risk management objectives, policies and related risks are discussed in the
Chief Financial Officer’s review on page 36.
Computacenter plc Annual Report and Accounts 2025 137
Strategic Report Governance Financial Statements
Director’s Report continued
Related-party transactions
Internal controls are in place to ensure that any related-party transactions involving Directors or their
Connected Persons are carried out on an arm’s length basis and are properly recorded and disclosed
where appropriate.
Employee share plans
The Company operated a Performance Share Plan (PSP) to incentivise employees. During the year,
380,961 ordinary nil-cost options of shares over 7
5
⁄
9
p each were awarded subject to performance
conditions (2024: 353,692). At the year end, 1,348,795 options remained outstanding under the PSP
(2024: 1,438,115). During the year, 235,907 shares were transferred to participants and 234,374 options
lapsed. In addition, the Company operates a Sharesave Plan for the benefit of employees. As at the year
end, 2,923,023 options granted under the Sharesave Plan remained outstanding (2024: 3,306,271). The
Company also operated a Restricted Share Plan (RSP). During 2025, 43,608 nil-cost options of shares
over 7
5
⁄
9
p each were awarded.
During the year, in accordance with the rules of the Computacenter 2017 Deferred Bonus Plan, the
Company granted a conditional award over 7,231 ordinary shares of 7
5
⁄
9
p each. (2024: 24,915).
The employee share plans have change of control provisions that would be triggered if another entity
or individual takes control of the Company. Participants may, in certain circumstances, be allowed to
exchange their existing options for options of an equivalent value over shares in the acquiring company.
Alternatively, the options may vest early. Early vesting under the executive plans will generally be on a
time-apportioned basis. Under the Sharesave plan, employees will only be able to exercise their options
to the extent that their accumulated savings allow at that time.
Further detail of our approach to investing in and rewarding our workforce can be found on pages 52 to 55.
Corporate sustainable development and political donations
The Board recognises that acting in a socially responsible way benefits the community, our customers,
shareholders, the environment and employees alike. Further information can be found in the report on
pages 52 to 55, which covers matters regarding health and safety, equal opportunities, employee
involvement and employee development.
During the year, the Group did not make any political donations or incur any political expenditure within
the meaning of sections 362 to 379 of the Companies Act 2006.
Equal opportunities
The Group acknowledges the importance of equality and diversity and is committed to equal
opportunities throughout the workplace. The Group’s policies for recruitment, training, career
development and promotion of employees, are based purely on the suitability of the employee and
give those who may be disabled equal treatment to their able-bodied colleagues. Where an employee
becomes disabled after joining the Group, all efforts are made to enable that employee to continue in
their current job. However, if, due to the specific circumstances, it is not possible for an employee to
continue in their current job, they will be given suitable training for alternative employment within the
Group or elsewhere.
The Group monitors and regularly reviews its policies and practices to ensure that they meet current
legislative requirements, as well as its own internal standards. The Group is committed to making full use
of the talents and resources of all its employees and to providing a healthy environment that encourages
productive and mutually respectful working relationships. Policies dealing with equal opportunities are in
place in all parts of the Group, which take account of the Group’s overall commitment and also address
local regulatory requirements.
Employee involvement and development
The Group is committed to involving all employees in significant business issues, especially matters
which affect their work and working environment. A variety of methods are used to engage with
employees, including team briefings, intranet, email and in-house publications. The Group uses one or
more of these channels to brief employees on the Group’s performance and the financial and economic
factors affecting it. Team briefings are a primary method for engaging and consulting with employees,
with managers tasked with ensuring regular information sharing, discussion and feedback.
Employee consultative forums exist in each Group country, to consult employees on major issues
affecting employment and matters of policy, and to enable Management to seek employees’ views on
a wide range of business matters. Where there are cross-jurisdictional issues to discuss, a European
forum is engaged, made up of representatives from each country forum. The Workforce Engagement
Director attends at least one meeting per year of this European forum, to engage directly with employee
representatives and reports a summary of this engagement to the Board.
The Group regularly reviews employees’ performance through a formal review process, to identify areas
for development. Managers are responsible for setting and reviewing personal objectives, aligned to
corporate and functional goals. The Board closely oversees and monitors Management skills and the
development of talent, to meet the Group’s current and future needs. The Board directly monitors and
closely reviews succession and plans for developing identified key senior managers.
The development of employee skills and careers, as well as the communication of the Group’s goals,
are driven by our winning together processes and tools. Annual assessments via our winning together
processes and tools are a formal requirement of all managers.
The Group operates a Save As You Earn (SAYE) share plan for eligible employees, including those in
the UK, who are encouraged to save a fixed monthly sum for a period of either three or five years. When
the plan matures, participants can purchase shares in the Company at a price set at the start of the
savings period.
Further information can be found in the report on pages 52 to 55 covering employee involvement and
employee development, and in the Stakeholder Engagement section on page 39, which explains how
the Company and Board have engaged with and considered employees.
Engagement with suppliers, customers and others
The required disclosure on engagement with our key stakeholders can be found in the Stakeholder
Engagement section on pages 37 to 42. Pages 37 to 42 include detail of how the Board considered the
views and interests of our stakeholders in its decision-making.
Computacenter plc Annual Report and Accounts 2025138
Strategic Report Governance Financial Statements
Director’s Report continued
Trade creditor arrangements
Computacenter has a strong covenant and enjoys a favourable credit rating from technology vendors
and other suppliers. Some suppliers provide standard credit directly on their own credit risk, whereas
other suppliers decide to sell the debt to banks, which offer to purchase the receivables and manage
collection. The standard credit terms offered by suppliers are typically between 30 and 60 days, whether
provided directly or when sold to a third-party finance provider. In the latter case, the cost of the
free-trade credit period is paid by the relevant supplier, as part of the overall package of terms provided
by suppliers to Computacenter and our competitors.
Branches
Our activities and interests are operated through subsidiaries, branches of subsidiaries and associates
which are subject to the laws and regulations of many different jurisdictions. The Parent Company of the
Group, Computacenter plc, does not have any branches.
Business ethics
The Group Ethics Policy commits employees to the highest standards of ethical behaviour in respect of
customers, suppliers, colleagues and other stakeholders in the business. The policy includes a requirement
for all employees to report abuses or non-conformance with the policy and sets out the procedures to
be followed.
Going concern
The Directors’ statement regarding adoption of the going concern basis of accounting in preparation
of the annual Consolidated Financial Statements is set out within the Strategic Report on page 75.
Viability Statement
The Directors’ statement regarding the long-term viability of the Company is set out within the Strategic
Report on pages 75 to 76.
Greenhouse gas emissions
The Company is required to state the annual quantity of emissions in tonnes of carbon dioxide
equivalent from Group activities, and to provide details of its energy usage and the principal measures
taken by the Company in 2025 to increase its energy efficiency. Further details of our environmental
policies and programmes can be found on our website at computacenter.com. The Group’s disclosure in
response to the Task Force on Climate-related Financial Disclosures can be found on pages 61 to 71. The
Company does not own and does not pay for any of its Directors to use private jets, including when they
are conducting Company business.
Auditor
A resolution to appoint Grant Thornton UK LLP as auditor of the Group was approved by the Company’s
shareholders at the Company’s 2025 AGM. Resolutions to reappoint Grant Thornton UK LLP as the
auditor of the Group, as well as to authorise the Directors to determine its remuneration for fulfilling that
role, will be put to shareholders at the forthcoming 2026 AGM.
Annual General Meeting
The Board currently intends to hold the AGM on 19 May 2026 at 11.00am. The arrangements for the
Company’s 2026 AGM, and details of the resolutions to be proposed, together with explanatory notes,
will be set out in the Notice of AGM to be published on the Company’s website.
Listing rule (LR) disclosures
The information required to be disclosed by LR 6.6.1.R is set out below, along with cross references
indicating where the relevant information is set out in the Annual Report and Accounts:
Interest capitalised n/a
Publication of unaudited financial information n/a
Details of performance share plans n/a
Waiver of emoluments by a Director n/a
Waiver of future emoluments by a Director n/a
Non pre-emptive issues of equity for cash n/a
Non pre-emptive issues of equity for cash in
relation to major subsidiary undertakings
n/a
Contracts of significance Details of transactions with related parties are set out
on page 210 in note 34 to the Consolidated Financial
Statements.
Provision of services by a controlling
shareholder
n/a
Shareholder waiver of dividends The Trustees of the Company’s employee share
plans have a dividend waiver in place in respect of
shares which are the beneficial property of each of
the trusts.
Shareholder waiver of future dividends The Trustees of the Company’s employee share
plans have a dividend waiver in place in respect of
shares which are the beneficial property of each of
the trusts.
Agreements with controlling shareholder n/a
This Directors’ Report has been approved by the Board and signed on its behalf by:
Simon Pereira
Company Secretary
11 March 2026
Computacenter plc Annual Report and Accounts 2025 139
Strategic Report Governance Financial Statements
Director’s Report continued
Directors’ Responsibilities
Statement of Directors’ Responsibilities in respect of the Annual Report and the
Financial Statements
The Directors are responsible for preparing the Annual Report, the Directors’ Remuneration Report and
the Group and Parent Company financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and Parent Company financial statements for
each financial year. Under that law the Directors have to prepare the Group financial statements in
accordance with UK-adopted international accounting standards and have elected to prepare the Parent
Company financial statements in accordance with United Kingdom Generally Accepted Accounting
Practice (United Kingdom Accounting Standards and applicable law, including FRS 101 ‘Reduced
Disclosure Framework’).
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 and profit or loss of the Company and Group for
that period. In preparing each of the Group and Parent Company financial statements, the Directors are
required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and accounting estimates that are reasonable and prudent;
• for the Group financial statements, state whether applicable UK-adopted international accounting
standards have been followed, subject to any material departures disclosed and explained in the
financial statements;
• for the Parent Company financial statements, state whether applicable UK Accounting Standards have
been followed, subject to any material departures disclosed and explained in the financial statements;
and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that
the company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and
explain the Group and Parent Company’s transactions and disclose with reasonable accuracy at any
time the financial position of the Group and Parent Company and enable them to ensure that the
financial statements and the Directors’ Remuneration report comply with the Companies Act 2006.
They are also responsible for safeguarding the assets of the Company and hence for taking reasonable
steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for preparing the Annual Report in accordance with applicable law and
regulations. The Directors consider the Annual Report and the financial statements, taken as a whole,
provides the information necessary to assess the Company’s position and performance, business model
and strategy and is fair, balanced and understandable.
The Directors are responsible for the maintenance and integrity of the corporate and financial
information included on the Company’s website. Legislation in the United Kingdom governing the
preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Responsibility statement of the Directors in respect of the Annual Report
and Accounts
We confirm that to the best of our knowledge:
• the Group financial statements, prepared in accordance with UK-adopted international accounting
standards, and the Parent Company financial statements, prepared in accordance with United
Kingdom Generally Accepted Accounting Practice, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and the undertakings included in the consolidation
taken as a whole; and
• the Strategic Report and Directors’ Report include a fair review of the development and performance
of the business and the position of the Company and the undertakings included in the consolidation
taken as a whole, together with a description of the principal risks and uncertainties that they face.
The Annual Report from inside front cover to page 139 was approved by the Board of Directors and
authorised for issue on 11 March 2026 and signed for and on behalf of the Board by:
MJ Norris
Chief Executive Officer
Computacenter plc Annual Report and Accounts 2025140
Strategic Report Governance Financial Statements
Directors’ Responsibilities
Financial statements
Contents
142 Independent Auditor’s report to the members of
Computacenter plc
153 Consolidated Income Statement
153 Consolidated Statement of Comprehensive Income
154 Consolidated Balance Sheet
155 Consolidated Statement of Changes in Equity
157 Consolidated Cash Flow Statement
158 Notes to the Consolidated Financial Statements
211 Company Balance Sheet
212 Company Statement of Changes in Equity
213 Notes to the Company Financial Statements
218 Group five-year financial review
219 Corporate information
219 Financial calendar
220 Principal offices
221 Alternative performance measures
223 Terminology
224 Disclaimer: forward-looking statement
Computacenter plc Annual Report and Accounts 2025 141
Strategic Report Financial StatementsGovernance
Independent Auditor’s report to the members of Computacenter plc
Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of Computacenter plc (the ‘parent company’) and its
subsidiaries (the ‘group’) for the year ended 31 December 2025 which comprise the
Consolidated Income Statement, Consolidated Statement of Comprehensive Income,
Consolidated Balance Sheet, Consolidated Statement of Changes in Equity, Consolidated Cash
Flow statement, Company Balance Sheet and Company Statement of Changes in Equity and
notes to the financial statements, including a summary of significant accounting policies. 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, including Financial
Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted
Accounting Practice).
In our opinion:
• 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 December 2025 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.
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 are independent of
the group and the 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. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern
basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the group’s and the parent
company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our report to the related disclosures in the financial statements or, if
such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the
audit evidence obtained up to the date of our report. However, future events or conditions may cause
the group or the parent company to cease to continue as a going concern.
Our evaluation of the directors’ assessment of the group’s and the parent company’s ability to continue
to adopt the going concern basis of accounting included:
• obtaining and challenging the underlying assumptions in management’s base case scenario for
period at least 12 months from the date of this audit report including corroborating to supporting
documentation where appropriate;
• obtaining management’s downside scenarios, which reflect management’s assessment of
uncertainties such as worsening economic conditions, and evaluating the assumptions regarding
reduced trading levels and an increased cost base;
• assessing whether the key assumptions (such as revenue growth and working capital) are consistent
with our understanding of the business obtained during the course of the audit and the changing
external circumstances arising from the changing global economic environment;
• evaluating management’s historical forecasting accuracy and the impact of this on management’s
assessment;
• checking post year end minutes of meetings of the board of directors and all of its committees to
assess if post year end events have been factored into management’s forecasts; and
• evaluating the appropriateness of disclosures in respect of going concern made in the financial
statements.
In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the
group’s and the parent company’s business model including effects arising from macro-economic
uncertainties such as inflationary pressures and wider changes in the geopolitical environment, we
assessed and challenged the reasonableness of estimates made by the directors and the related
disclosures and analysed how those risks might affect the group’s and the parent company’s financial
resources or ability to continue operations over the going concern period.
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.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the group’s and the
parent company’s ability to continue as a going concern for a period of at least twelve months from
when the financial statements are authorised for issue.
In relation to the group’s reporting on how it has 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.
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Our approach to the audit
Overview of our audit approach
Key audit
matters
Materiality
Scoping
Overall materiality:
Group: £12,200,000, which represents approximately 5% of the group’s profit before taxation.
Parent company: £5,500,000, which represents approximately 1% of the parent company’s
total assets.
Key audit matters were identified as:
• Revenue recognition – Technology Sourcing Revenue – unshipped bill and hold (same as
previous year)
• Revenue recognition – outliers identified through Audit Data Analytics (‘ADA’) (same as
previous year)
• Valuation of French non-current assets and Western Europe goodwill (new in the current year)
We performed audit procedures on the entire financial information (full-scope audit) of two
components in the United Kingdom, one component in Germany and one component in the
United States of America. We performed audits of one or more classes of transactions including
specified, risk focused audit procedures (specific scope procedures) relating to the risks of
material misstatement of the group financial statements for one component in France. In
addition, specified procedures were performed on one component in North America. We
performed analytical procedures at a group level (analytical procedures) on the financial
information of all the remaining components which are based in a number of countries across
North America, Europe and Asia.
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 that had the greatest effect on the overall audit strategy; the allocation of resources in the audit;
and directing the efforts of the engagement team. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
In the graph below, we have presented the key audit matters and significant risks relevant to the audit.
This is not a complete list of all risks identified by our audit.
KAM
Description
Disclosures
Audit response
Our results
Extent of management judgement
High
Low
Low High
Potential financial statement impact
Key audit matter Significant risk
Management
override of controls
Revenue
Recognition:
Technology
Sourcing
Revenue
– unshipped
bill and hold
Valuation of French
non-current assets
and Western Europe
goodwill
Revenue
Recognition:
Outliers
identified
through ADA
Accuracy, completeness
and existence of inventory
in customer dedicated
logistics facilities
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Key Audit Matter – Group How our scope addressed the matter – Group
Revenue Recognition
We identified revenue recognition as one of the most significant assessed risks of
material misstatement due to fraud and error.
Group revenue totals £9,193.9m (2024: £6,964.8m).
We pinpointed the significant risk of fraud in revenue recognition to two areas:
• Technology Sourcing revenue in relation to unshipped bill and hold revenue.
• Revenue transactions that do not follow the expected transaction flow, which we
define as outliers identified ADA.
In responding to the key audit matter, we performed the following audit procedures:
For all pinpointed areas of risk
In responding to the key audit matter, we assessed whether the accounting policies adopted by the directors are in
accordance with the requirements of IFRS 15 ‘Revenue from Contracts with Customers’, and whether management
applied them consistently and appropriately to revenue transactions.
Technology Sourcing Revenue – unshipped bill and hold
Technology Sourcing revenue includes revenues from bill and hold transactions, which
involves the group invoicing a customer and recognising associated revenue, while
retaining physical possession of the product until it is delivered to the customer at a
future point in time. As such, there is a risk that revenue is recognised too early or that
control of the product has not yet been transferred to the customer at the time of
revenue recognition.
Given the complexity of these arrangements, there is a higher risk of fraud and error on
unshipped bill and hold revenue.
Technology Sourcing Revenue – unshipped bill and hold
• We selected a sample of items from the unshipped population and agreed these to relevant and appropriate
supporting evidence (such as signed agreements) to determine that these arrangements were substantive and
to understand when the customer obtains control of the product to assess whether revenue is recognised in the
appropriate period. During our inventory count procedures, we assessed whether the inventory in relation to bill
and hold arrangement was appropriately identified and segregated.
Outliers identified through ADA
A large proportion of revenue is made up of a high volume of relatively low value
transactions. Therefore, we have pinpointed our fraud risk to those transactions that do
not follow the expected transaction flow which we define as unusual transactions or ‘outliers’.
We consider there is a higher risk of fraud in respect of these unusual transactions.
Outliers identified through ADA
• We utilised ADA procedures on non-complex revenue to identify transactions that do not follow the expected
transaction flow (“outliers”). As part of our procedures to test the integrity and reliability of underlying data used in
the ADA, we tested the operating effectiveness of the bank reconciliation controls and tested a sample of revenue
transactions to supporting evidence such as invoice, remittance, cash receipt and proof of delivery; and
• We have assessed and substantively tested the outliers by obtaining corroborative evidence that supports these
transactions.
Relevant disclosures in the Annual Report and Accounts
• Financial statements:
– Note 2 Summary of significant accounting policies, Revenue
– Note 3 Critical accounting estimates and judgements
– Note 5 Revenue
• Audit & Risk Committee Report: Page 102 Activities of the Committee
Our results
Based on the audit work performed, we did not identify any material misstatement in relation to revenue recognition.
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Key Audit Matter – Group How our scope addressed the matter – Group
Valuation of French non-current assets and Western Europe goodwill
We identified the valuation of French non-current assets and Western Europe goodwill
as one of the most significant assessed risks of material misstatement due to error. This
is due to the high level of estimation uncertainty present in the impairment test and
presence of impairment indicators.
The group holds recognised and accumulated goodwill at a cost of £179.1m in respect of
previous acquisitions made and accounted for under IFRS 3: ‘Business Combinations’.
In the current year we identified a significant risk of impairment (valuation) relating to the
non-current assets of the French cash-generating unit (“CGU”), driven by the presence
of impairment indicators including weaker 2025 financial performance, reduced
headroom, and heightened sensitivity to changes in key assumptions. A related
significant risk was also identified regarding the carrying value of goodwill allocated to
the Western Europe CGU group, given that the French business represents over 70% of
that operating segment’s operations.
When carrying out an impairment test, determining the recoverable amount for a CGU
requires management to make judgements over certain key inputs in the value in use or
fair value less costs of disposal (“FVLCD”) discounted cash flow models. These include
revenue growth, EBITDA margins, discount rates and long-term growth rates.
• obtained management’s impairment workings and critically assessed management’s identification of the CGUs
across the group used for the impairment review;
• critically assessed management’s determination of recoverable amount;
• evaluated whether the methodology applied in the FVLCD calculation of both the French CGU and the Western
Europe CGU group was in accordance with the requirements of IAS 36, including assessing whether assumptions
and judgements taken reflected those that would reasonably be adopted by a market participant;
• evaluated the mathematical accuracy of management’s model, including the calculation of the discount rate and
the calculations of key underlying assumptions such as revenue and margin growth and trends for the period over
which management has projected cash flows, based on financial judgements / forecasts approved by management;
• checked the consistency of the forecasts used in the impairment tests with other forward-looking assessments
made by management including in respect of the going concern assumption, the viability statement, and deferred
tax asset recognition, challenging and reconciling any significant differences identified;
• performed an overall assessment of management’s assumptions to identify which were highly sensitive or
contradictory to evidence obtained, thus requiring further challenge of management;
• challenged management on its cash flow forecast, particularly in respect of the key assumptions identified, such as
revenue and margin growth expectations. We corroborated management’s responses to relevant internal evidence
such as sales pipelines and operational plans, or external market data such as economic and industry forecasts to
support key assumptions;
• used our independent internal valuation specialists as auditor’s experts to assess both the reasonableness of
management’s assumptions used in calculating the discount rates and costs of disposal within the FVLCD
calculation and the judgements made by management and their expert in assessing the recoverability of right-of-
use assets in the French CGU;
• engaged component auditors in France to perform procedures on the recoverability of working capital assets
(specifically trade receivables and inventory) at the date of the impairment test;
• performed a sensitivity analysis in respect of the key assumptions identified, such as revenue and margin growth
assumptions and discount rates, to consider the level of headroom in management’s calculation; and
• evaluated the accuracy and sufficiency of management’s disclosures in the financial statements in respect of the
impairment of French non-current assets and Western Europe goodwill.
Relevant disclosures in the Annual Report and Accounts
• Financial statements:
– Note 2 Summary of significant accounting policies, Impairment of assets
– Note 17 Impairment testing of goodwill, other intangible assets and other non-
current assets
• Audit & Risk Committee Report: Page 102 Activities of the Committee
Our results
Based on the audit work performed, we did not identify any material misstatement over the valuation (impairment)
of French non-current assets and Western Europe goodwill were identified as a result of our audit procedures.
We did not identify any key audit matters relating to the audit of the financial statements of the parent company.
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Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements on the audit and of uncorrected misstatements, if any, on the financial
statements and in forming the opinion in the auditor’s report.
Materiality was determined as follows:
Materiality measure Group Parent company
Materiality for financial statements
as a whole
We define materiality as the magnitude of misstatement in the financial statements that, individually or in the aggregate, could reasonably be expected to
influence the economic decisions of the users of these financial statements. We use materiality in determining the nature, timing and extent of our audit work.
Materiality threshold £12,200,000 (2024: £12,300,000), which represents approximately 5% of
profit before taxation.
£5,500,000 (2024: £5,000,000) which represents approximately 1% of total
assets.
Significant judgements made by auditor
in determining materiality
In determining materiality, we made the following significant judgements:
• Profit before taxation is considered to be the most appropriate benchmark
because this is a key performance indicator used by the Directors to report
to investors on the financial performance of the group.
• We have considered 5% to be an appropriate percentage, given the
business operates in a stable environment, has limited debt, is not currently
in a significant growth phase and has not been impacted by significant
changes in operations during the year.
Materiality for the current year is lower than the level that we determined for
the year ended 31 December 2024 (£12.3m) given the decrease in profit
before taxation in the current year.
In determining materiality, we made the following significant judgements:
• Total assets is considered to be the most appropriate benchmark as it reflects
the parent company’s status as a non-trading holding company.
• We have considered 1% to be an appropriate percentage, given the parent
company has no external debt and the concentration of ownership is
comparably high for a listed entity of its size. Additionally, we note that a
significant portion of the asset total is made up of investments in subsidiary
undertakings. These subsidiaries operate in stable environments, which
supports the overall stability and resilience of the group’s financial position.
Materiality for the current year is higher than the level that we determined for the
year ended 31 December 2024 (£5m) due to the increase in total assets within the
current year.
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Materiality measure Group Parent company
Performance materiality used to
drive the extent of our testing
We set performance materiality at an amount less than materiality for the financial statements as a whole to reduce to an appropriately low level the probability
that the aggregate of uncorrected and undetected misstatements exceeds materiality for the financial statements as a whole.
Performance materiality threshold £8,540,000 (2024: £8,600,000), which is 70% (2024: 70%) of financial
statement materiality.
The range of component performance materialities used across the group
was £4,600,000 to £7,500,000
£3,850,000 (2024: £3,500,000), which is 70% (2024: 70%) of financial statement
materiality.
Significant judgements made by auditor
in determining performance materiality
In determining performance materiality, we made the following significant
judgements:
Having considered the level of misstatements identified in the prior year and
the control environment of the group, we determined that it was appropriate
to maintain the performance materiality threshold at 70%, as used in the prior
year. For each component in scope for our group audit, we allocated a
performance materiality that is less than our overall group performance
materiality.
In determining performance materiality, we made the following significant
judgements:
Having considered the level of misstatements identified in the prior year and the
control environment of the group, we determined that it was appropriate to
maintain the performance materiality threshold at 70%, as used in the prior year.
Specific materiality
We determine specific materiality for one or more particular classes of transactions, account balances or disclosures for which misstatements of lesser
amounts than materiality for the financial statements as a whole could reasonably be expected to influence the economic decisions of users taken on the basis
of the financial statements.
Specific materiality We determined a lower level of specific materiality for the following areas:
• Directors’ remuneration
• Identified related party transactions outside of the normal course of
business
We determined a lower level of specific materiality for the following areas:
• Directors’ remuneration
• Identified related party transactions outside of the normal course of business
Communication of misstatements
to the audit committee
We determine a threshold for reporting unadjusted differences to the audit committee.
Threshold for communication £610,000 (FY24: £615,000), which represents 5% of financial statement
materiality, and misstatements below that threshold that, in our view, warrant
reporting on qualitative grounds.
£275,000 (2024: £250,000), which represents 5% of financial statement
materiality, and misstatements below that threshold that, in our view, warrant
reporting on qualitative grounds.
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The graph below illustrates how performance materiality and the range of component performance
materiality interacts with our overall materiality and the threshold for communication to the audit
committee.
An overview of the scope of our audit
We performed risk assessment procedures, with input from our component auditors, to identify and
assess risks of material misstatement of the consolidated financial statements and to determine which
of the group’s components are likely to include risks of material misstatement to the consolidated
financial statements and which procedures to perform at these components to address those risks.
We performed a risk-based audit that requires an understanding of the group’s and the parent
company’s business and in particular matters related to:
Understanding the group, its components, their environments, and its system of internal control
including common controls
• Our audit approach was founded on a thorough understanding of the group’s and parent company’s
business, its environment and risk profile. The group’s accounting process is primarily resourced
through a central function within the UK, with local finance functions reporting subsidiary results to
Group and certain financial and operational processes and functions being performed from a shared
service centre in Hungary. Each local finance function reports into the central group finance function
based at the group’s head office. The group auditor obtained an understanding of the group and its
environment, including common controls and centralised activities, and assessed the risks of
material misstatement at the group level,
• In our identification of components we considered our evaluation of:
– the group’s operational structure
– the existence of common information systems
– the existence of common management across entities
– the existence of common risk profiles across entities
– geographical location
– and our ability to perform audit procedures centrally,
• We obtained an understanding of the business processes for all significant classes of transactions,
including significant risks, in order to enhance our understanding of the control environment across
the group,
• For in scope full-scope audits and specific scope procedures, component auditors obtained an
understanding of the relevant controls over the entity-specific financial reporting systems identified
as well as the centralised financial reporting system as part of our assessment, and
• We documented and assessed the design and implementation of controls related to key audit
matters and other significant risks communicated in this report.
Overall materiality – Group
Overall materiality – Parent
FSM: Financial statement materiality
PM: Performance materiality
RoM: range of performance materiality at components
TfC: Threshold for communication to the audit committee
1. Group PBT: £258m
2. FSM: £12.2m
1. FSM:
£12.2m
2. PM:
£8.54m
3. RoM:
£4.6m to £7.5m
4. TfC:
£610k
1. Total assets: £555m
2. FSM: £5.5m
1. FSM:
£5.5m
2. PM:
£3.85m
3. TfC:
£0.275m
2
1
2
1
1 2 3
4
1 2
3
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Identifying components at which to perform audit procedures
• We have determined the components at which to perform further audit procedures, by considering
the following:
– components in scope for further audit procedures due to individually including a risk of material
misstatement to the group financial statements due to the component’s nature or circumstances;
– components in scope for further audit procedures due to the nature and size of assets, liabilities
and transactions at the component (being of financial significance to one or more scoped items
that it is required to be in scope); and
– components in scope for further audit procedures to obtain sufficient appropriate audit evidence
for significant classes of transactions, account balances and disclosures, or for unpredictability.
Type of work to be performed on financial information of parent and other components (including
how it addressed the key audit matters)
• Full-scope audit procedures on the financial information of four components, being Computacenter
plc (parent), Computacenter UK Ltd, Computacenter AG & Co. oHG and Computacenter USA Inc.
These full-scope audits included the work on the identified key audit matters described above;
• Specified audit procedures relating to the risks of material misstatement of the financial statements
for one component in France and specified audit procedures on a financial statement line item in
one component in North America to ensure we achieved sufficient coverage;
• Analytical procedures using group materiality on the financial information of all remaining
components which are based in a number of countries across North America, Europe and Asia.
• The work performed on the parent company, the specific-scope procedures in North America and the
analytical procedures performed on the remaining components were performed by the group auditor.
Performance of our audit
• Further audit procedures performed on components subject to specific scope may not have
included testing of all significant account balances of such components, but further audit
procedures were performed on specific accounts within that component that we, the group auditor,
considered had the potential for the greatest impact on the group financial statements either due to
risk, size or coverage.
• The components within the scope of further audit procedures accounted for the following
percentages of the group’s results, including the key audit matters identified:
Audit approach
No. of
components
% coverage
total assets
% coverage
revenue
% coverage profit
before tax
Full-scope audit 4 73% 87% 93%
Specific scope audit 2 12% - -
Full-scope and specific
scope procedures coverage
6
(2024: 7)
85%
(2024: 88%)
87%
(2024: 86%)
93%
(2024: 91%)
Analytical procedures
37
(2024: 37)
15%
(2024: 12%)
13%
(2024: 14%)
7%
(2024: 9%)
Total 43 (2024: 44) 100% 100% 100%
Communications with component auditors
• As part of establishing the overall group audit strategy and plan, we conducted risk assessment and
in-person planning discussion meetings with component auditors to discuss risks of material
misstatement at group level relevant to the components, including the key audit matters in respect
of revenue recognition: outliers identified through ADA and revenue recognition: Technology
Sourcing Revenue – unshipped bill and hold and valuation of French non-current assets and
Western Europe goodwill.
• Component auditors were issued with detailed audit instructions, highlighting the relevant
significant risks and group reporting requirements. These instructions highlighted the significant
risks that needed to be addressed through the audit procedures and specified the information that
we required to be reported to the group auditor;
• Where component auditors were instructed to perform specific-scope procedures, detailed
instructions were issued highlighting the specific testing requirements and the information that we
required to be reported to the group auditor;
• Throughout the planning, fieldwork, and concluding stages of the group audit, the group auditor
communicated with all component auditors and conducted a review of their work. Key working
papers were prepared by the group auditor to summarise the review of component auditor files;
• We visited the component auditors of all full-scope and specific-scope components in the United
Kingdom, the United States of America and Germany on multiple occasions throughout the audit.
Virtual meetings were also held on a regular basis during each phase of the audit with these
component auditors. At the visits and meetings, the results of the planning procedures and further
audit procedures communicated to us were discussed in more detail, and any further work required
by us was then performed by the component auditors;
• Across the group audit, the group auditor and all component auditors carried out the majority of
work performed in person with the respective finance teams. We held detailed discussions with the
component audit teams, including remote and in-person reviews of the work performed, update
calls on the progress of their fieldwork and by attending the component audit clearance meetings
with component management; and
• We inspected the work performed by the component auditors for the purpose of the group audit
and evaluated the appropriateness of conclusions drawn from the audit evidence obtained and
consistencies between communicated findings and work performed, with a particular focus on
revenue recognition.
Changes in approach from previous period
• As a result of the migration of certain operations within North America, one component is no longer
subject to any audit procedures compared to specific audit procedures being performed in the
prior year.
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Other information
The other information comprises the information included in the annual report and accounts, other
than the financial statements and our auditor’s report thereon. The directors are responsible for the
other information contained within the annual report and accounts. Our opinion on the financial
statements does not cover the other information and, except to the extent otherwise explicitly stated
in our 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 audit
or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether there is 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 this other information, we are required to report that fact.
We have nothing to report in this regard.
Our opinions on other matters prescribed by the Companies Act 2006
are unmodified
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 under the Companies Act 2006
In the light of the knowledge and understanding of the group and the parent company and their
environment obtained in the course of the audit, we have not identified material misstatements in the
strategic report or the directors’ report.
Matters on which we are required to report by exception
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’s compliance with the provisions of
the UK Corporate Governance Code specified for our review by the Listing Rules.
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:
• the directors’ statement with regards to the appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out on page 75;
• the directors’ explanation as to their assessment of the group’s prospects, the period this
assessment covers and why the period is appropriate as set out on page 75;
• the director’s statement on whether they have a reasonable expectation that the group will be able
to continue in operation and meet its liabilities set out on page 76;
• the directors’ statement on fair, balanced and understandable set out on page 36;
• the board’s confirmation that it has carried out a robust assessment of the emerging and principal
risks set out on pages 43 to 50;
• the section of the annual report that describes the review of the effectiveness of risk management
and internal control systems set out on page 106; and
• the section describing the work of the audit committee set out on pages 101 to 108.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement set out on page 140, 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’s and the 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.
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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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent
to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
• We obtained an understanding of the legal and regulatory frameworks that are applicable to the
parent company and the group and sector in which they operate and how the parent company and
the group are complying with those legal and regulatory frameworks, through our commercial and
sector experience, making enquiries of management and those charged with governance, and
inspection of the parent company’s and the group’s key external correspondence. We corroborated
our enquiries through our inspection of board minutes and other information obtained during the
course of the audit.
• We have identified the following areas within the group’s operations that are particularly susceptible
to non-compliance with laws and regulations, including export legislation, GDPR compliance, listing
rules, health and safety, contract legislation, anti-bribery, employment law, and certain aspects of
company and environmental legislation. This is due to the nature of the group’s activities, which
involve the export of IT hardware and the provision of global IT services.
• In addition, we evaluated the group’s compliance with laws and regulations that have a direct impact
on the financial statements. These laws and regulations include financial reporting legislation
(including related companies legislation), distributable profits legislation, pension legislation,
company legislation, climate regulation, and taxation legislation.
• Our assessment of the group’s compliance with these laws and regulations was integrated into our
procedures on the related financial statement items. We obtained an understanding of the group’s
systems and processes for monitoring compliance, tested key controls, and evaluated the
effectiveness of the group’s compliance program. We also reviewed relevant documentation and
obtained representations from management regarding their compliance with these laws and
regulations.
• To gain assurance on the group’s compliance with laws and regulations, we made enquiries of
management and the Board of Directors to determine if they were aware of any instances of
non-compliance. Additionally, we made enquiries of the finance team, internal audit, head of risk
and compliance, and the Audit & Risk Committee to understand the company’s policies and
procedures related to identifying, evaluating, and complying with laws and regulations. We also
assessed the susceptibility of the parent company’s and the group’s financial statements to material
misstatement, including fraud risk.
• We obtained an understanding of the company’s compliance with legal and regulatory frameworks
by consulting with management, those responsible for legal and compliance procedures, and the
company secretary. Our findings were corroborated by our review of the board minutes. In assessing
the risk of fraud, we consulted with our forensic specialists and considered management’s
incentives and opportunities for manipulation of the financial statements, including the risk of
management override of controls.
• Our audit procedures were specifically designed to prevent and detect fraud, and included:
– Evaluated the design and implementation of the controls that management has put in place to
prevent and detect fraudulent activities;
– Conducted journal entry testing with a focus on journals indicating large or unusual transactions
or account combinations based on our understanding of the business;
– Gained an understanding of and tested significant related party transactions; and
– Performed audit procedures to ensure compliance with applicable financial reporting
requirements.
• These audit procedures were designed to provide reasonable assurance that the financial
statements were free from fraud or error. The risk of not detecting a material misstatement due to
fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that
result from fraud is inherently more difficult than detecting those that result from error, as fraud may
involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the
further removed non-compliance with laws and regulations is from events and transactions
reflected in the financial statements, the less likely we would become aware of it;
• The engagement partner assessed whether the engagement team collectively had the appropriate
competence and capabilities to identify or recognise non-compliance with laws and regulations
through an assessment of the engagement team’s:
– understanding of, and practical experience with, audit engagements of a similar nature and
complexity through appropriate training and participation; and
– knowledge of the industry in which the parent company and the group operate, as well as their
understanding of the legal and regulatory requirements specific to the parent company and
the group.
• We communicated relevant laws and regulations and potential fraud risks to all engagement team
members, including internal specialists, and remained alert to any indications of fraud or non-
compliance with laws and regulations throughout the audit.
• For components at which audit procedures were performed, we requested component auditors to
report to us instances of non-compliance with laws and regulations that gave rise to a risk of material
misstatement of the group financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
Computacenter plc Annual Report and Accounts 2025 151
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Independent Auditor’s report to the members of Computacenter plc continued
Other matters which we are required to address
We were appointed by the Board on 15 May 2025 to audit the financial statements for the year ending
31 December 2025. Our total uninterrupted period of engagement is 3 years, covering the years ended
31 December 2023 to 31 December 2025.
The 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
our audit.
Our 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.
Rebecca Eagle
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
8 Finsbury Circus
London
EC2M 7EA
11 March 2026
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Independent Auditor’s report to the members of Computacenter plc continued
| 2025 | 2024 | ||
| Note | £m | £m | |
Revenue | 4,5 | ||
Cost of sales | 4 | ( | ( |
Gross profit | 4 | ||
Administrative expenses | ( | ( | |
Loss on impairment | 17.1 | ( | |
(Costs)/gain related to acquisitions | 8 | ( | |
Operating profit | |||
Finance income | 10 | ||
Finance costs | 11 | ( | ( |
Profit before tax | |||
Income tax expense | 12 | ( | ( |
Profit for the year | |||
| Attributable to: | |||
Equity holders of the Parent | |||
Non-controlling interests | |||
Profit for the year | |||
| Earnings per share: | |||
– basic | 13 | ||
– diluted | 13 |
All of the activities of the Group relate to continuing operations.
The accompanying notes on pages 158 to 210 form an integral part of these consolidated
financialstatements.
| 2025 | 2024 | ||
| Note | £m | £m | |
Profit for the year | |||
Items that may be reclassified to the Consolidated Income Statement: | |||
Loss arising on cash flow hedge | ( | ( | |
Income tax effect | 12d | ( | |
( | ( | ||
Exchange differences on translation of foreign operations | ( | ( | |
( | ( | ||
Items that will not be reclassified to the Consolidated Income Statement: | |||
Remeasurement of retirement benefit obligation | 33 | ||
Other comprehensive expense for the year, net of tax | ( | ||
Total comprehensive income for the year | |||
| Attributable to: | |||
Equity holders of the Parent | |||
Non-controlling interests | |||
Total comprehensive income for the year |
Consolidated Income Statement
For the year ended 31 December 2025
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2025
Computacenter plc Annual Report and Accounts 2025 153
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Consolidated Income Statement
Consolidated Statement of Comprehensive Income
| 2025 | 2024 | ||
| Note | £m | £m | |
| Non-current assets | |||
Property, plant and equipment | 15 | ||
Right-of-use assets | 15 | ||
Intangible assets | 16 | ||
Investment in associate | |||
Deferred income tax assets | 12d | ||
Trade and other receivables | 25 | ||
Prepayments | 5 | ||
| Current assets | |||
Inventories | 19 | ||
Trade and other receivables | 20 | ||
Income tax receivable | |||
Prepayments | 5 | ||
Accrued income | 5 | ||
Derivative financial instruments | 24 | ||
Cash and short-term deposits | 21 | ||
Total assets | |||
| Current liabilities | |||
Trade and other payables | 22 | ||
Deferred income | 5 | ||
Borrowings | 23a | ||
Lease liabilities | 23b | ||
Derivative financial instruments | 24 | ||
Income tax payable | |||
Provisions | 26 | ||
| 2025 | 2024 | ||
| Note | £m | £m | |
| Non-current liabilities | |||
Borrowings | 23a | ||
Lease liabilities | 23b | ||
Retirement benefit obligation | 33 | ||
Provisions | 26 | ||
Deferred income tax liabilities | 12d | ||
Total liabilities | |||
Net assets | |||
| Capital and reserves | |||
Issued share capital | 29 | ||
Share premium | 29 | ||
Capital redemption reserve | 29 | ||
Own shares held | 29 | ( | ( |
Translation and hedging reserve | 29 | ||
Retained earnings | |||
Shareholders’ equity | |||
Non-controlling interests | 29 | ||
Total equity |
The accompanying notes on pages 158 to 210 form an integral part of these consolidated
financialstatements.
Approved by the Board on 11 March 2026 .
MJ Norris KA Mortimer
Chief Executive Officer Chief Financial Officer
Consolidated Balance Sheet
As at 31 December 2025
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Consolidated Balance Sheet
| Attributable to equity holders of the Parent | |||||||||
| Capital | Own | Translation | Non- | ||||||
| Issued share | Share | redemption | shares | and hedging | Retained | Shareholders’ | controlling | Total | |
| capital | premium | reserve | held | reserves | earnings | equity | interests | equity | |
| £m | £m | £m | £m | £m | £m | £m | £m | £m | |
At | ( | ||||||||
Profit for the year | |||||||||
Other comprehensive (expense)/income | ( | ||||||||
Total comprehensive (expense)/income | ( | ||||||||
| Transactions with owners: | |||||||||
– Cost of share-based payments | |||||||||
– Tax on share-based payments | |||||||||
– Exercise of options | ( | ||||||||
– Purchase of own shares | ( | ( | ( | ||||||
– Purchase of non-controlling interest (note 18) | ( | ( | |||||||
– Equity dividends | ( | ( | ( | ||||||
Total | ( | ( | ( | ( | |||||
At | ( |
The accompanying notes on pages 158 to 210 form an integral part of these consolidated financialstatements.
Consolidated Statement of Changes in Equity
For the year ended 31 December 2025
Computacenter plc Annual Report and Accounts 2025 155
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Consolidated Statement of Changes in Equity
| Attributable to equity holders of the Parent | |||||||||
| Capital | Own | Translation | Non- | ||||||
| Issued share | Share | redemption | shares | and hedging | Retained | Shareholders’ | controlling | Total | |
| capital | premium | reserve | held | reserves | earnings | equity | interests | equity | |
| £m | £m | £m | £m | £m | £m | £m | £m | £m | |
At 1 January 2024 | ( | ||||||||
Profit for the year | |||||||||
Other comprehensive (expense)/income | ( | ( | ( | ||||||
Total comprehensive (expense)/income | ( | ||||||||
Reclassification | ( | ||||||||
| Transactions with owners: | |||||||||
– Cost of share-based payments | |||||||||
– Tax on share-based payments | ( | ( | ( | ||||||
– Share buyback programme (note 29) | ( | ( | ( | ||||||
– Expenses relating to share buyback programme (note 29) | ( | ( | ( | ||||||
– Cancellation of shares | ( | ( | |||||||
– Exercise of options | ( | ||||||||
– Purchase of own shares | ( | ( | ( | ||||||
– Equity dividends | ( | ( | ( | ||||||
Total | ( | ( | ( | ( | ( | ||||
At 31 December 2024 | ( |
The accompanying notes on pages 158 to 210 form an integral part of these consolidated financialstatements.
Consolidated Statement of Changes in Equity continued
For the year ended 31 December 2024
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Consolidated Statement of Changes in Equity continued
| 2025 | 2024 | ||
| Note | £m | £m | |
| Operating activities | |||
Profit before tax | |||
Net finance costs/(income) | ( | ||
Depreciation of property, plant and equipment | 15 | ||
Depreciation of right-of-use assets | 15 | ||
Loss on impairment | 17.1 | ||
Amortisation of intangible assets | 16 | ||
Costs/(gain) related to acquisitions | 8 | ( | |
Share-based payments | 9 | ||
Loss on disposal of property, plant and equipment | |||
Loss on disposal of intangible assets | |||
Movements in inventories | ( | ( | |
| Movements in trade and other receivables | |||
(including contract assets) | ( | ( | |
| Movements in trade and other payables | |||
(including contract liabilities) | |||
Movements in provisions and retirement benefit obligation | ( | ||
Other adjustments | ( | ||
Cash generated from operations | |||
Acquisition-related costs | 8 | ( | |
Income taxes paid | ( | ( | |
Net cash flow from operating activities | |||
| Investing activities | |||
Interest received | 10 | ||
Contingent consideration | ( | ||
Purchases of property, plant and equipment | 15 | ( | ( |
Purchases of intangible assets | 16 | ( | ( |
Proceeds from disposal of property, plant and equipment | |||
Net cash flow from investing activities | ( | ( |
| 2025 | 2024 | ||
| Note | £m | £m | |
| Financing activities | |||
Interest paid | 11 | ( | ( |
Interest paid on lease liabilities | 11 | ( | ( |
Purchase of non-controlling interest | 18b, 18c | ( | |
Dividends paid to equity shareholders of the Parent | 14 | ( | ( |
Share buyback programme | 29 | ( | |
Expenses relating to share buyback programme | 29 | ( | |
Proceeds from exercise of share options | |||
Purchase of own shares | ( | ( | |
Drawdown of borrowings | 31 | ||
Repayment of borrowings | 31 | ( | ( |
Payment of capital element of lease liabilities | 23b | ( | ( |
Net cash flow from financing activities | ( | ( | |
Increase in cash and cash equivalents | |||
Effect of exchange rates on cash and cash equivalents | ( | ||
Cash and cash equivalents at the beginning of the year | 21 | ||
Cash and cash equivalents at the year end | 21 |
The accompanying notes on pages 158 to 210 form an integral part of these consolidated
financialstatements.
Consolidated Cash Flow Statement
For the year ended 31 December 2025
Computacenter plc Annual Report and Accounts 2025 157
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Consolidated Cash Flow Statement
2 Summary of material accounting policies
The accounting policies adopted are consistent with those of the previous financial year, as applied in
the 2024 Annual Report and Accounts.
Notes to the Consolidated Financial Statements
For the year ended 31 December 2025
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Notes to the Consolidated Financial Statements
2 Summary of material accounting policies continued
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Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
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Notes to the Consolidated Financial Statements continued
2 Summary of material accounting policies continued
If the employee leaves voluntarily at any point before retirement, all liability is extinguished, and any
accrued service is not transferred to any new employment.
Management continues to account for this obligation according to IAS 19 (revised). Refer to note 33 for
further disclosure.
Computacenter plc Annual Report and Accounts 2025 167
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Notes to the Consolidated Financial Statements continued
3 Critical accounting estimates and judgements
The preparation of the Consolidated Financial Statements requires Management to exercise
judgement in applying the Group’s accounting policies. It also requires the use of estimates and
assumptions that affect the reported amounts of assets, liabilities, income and expenses.
Due to the inherent uncertainty in making these critical judgements and estimates, actual outcomes
could be different.
During the year, Management reassessed the critical accounting estimates and judgements for the
Group. This process included reviewing the last reporting period’s disclosures, the key judgements
required on the implementation of forthcoming standards and the current period’s challenging
accounting issues. Where Management deemed there is a change for an area of accounting to be
considered a critical estimate or judgement, an explanation for this decision is provided in note 3.3.
3.1 Critical estimates
Estimates and underlying assumptions are reviewed on an ongoing basis, with revisions recognised
in the year in which the estimates are revised and in any future years affected. The areas involving risk
that could result in a material adjustment to the carrying amounts of assets and liabilities within the
next financial year are as follows:
3.1.1 Customer contract provisions
Provisions against long-term customer contracts are inherently uncertain, as the estimated revenues
and costs associated with these contracts are based on a number of key assumptions and estimates.
There is a small number of material contracts where Management made estimates in relation to future
revenues and costs, as well as when risks will be mitigated or extinguished. The Group has considered
the nature of these estimates and concluded that, on the basis of available information, it is reasonably
possible that outcomes within the next financial year may differ from the assumptions applied as at
31 December 2025. The potential uncertainties and range of outcomes relating to contract provisions
is further discussed in note 26.
3.2 Critical judgements
Judgements made by Management in the process of applying the Group’s accounting policies, which
have the most significant effect on the amounts recognised in the Consolidated Financial Statements,
are as follows.
3.2.1 Bill and hold
The Group generates some of its revenue through its bill and hold arrangements with its customers.
These arise when the customer is invoiced but the product is not shipped to the customer until a later
date, in accordance with the customer’s request in a written agreement. In order to determine the
appropriate timing of revenue recognition, it is assessed whether control has transferred to the customer.
A bill and hold arrangement is only put in place when a customer lacks the physical space to store
the product or the product previously ordered is not yet needed in accordance with the customer’s
schedule and the customer wants to guarantee supply of the product. In order to determine whether
an arrangement is bill and hold and control has been transferred to the customer, a customer request
must have been approved and all of the below criteria must have been met:
a) the reason for the bill and hold arrangement must be substantive (for example, the customer has
requested the arrangement);
b) the product must be identified separately as belonging to the customer;
c) the product currently must be ready for physical transfer to the customer; and
d) the Group cannot have the ability to use the product or to direct it to another customer.
Judgement is required to determine if all of the criteria (a) to (d) have been met to recognise a bill and
hold sale. This is determined by segregation and readiness of inventory and the review and approval of
all customer requests, in order to assess whether the accounting policy had been correctly applied to
recognise a bill and hold sale.
A total of £423.4m of product sold was held by the Group for bill and hold transactions where the Group
retained the physical custody of the inventory as at 31 December 2025 (31 December 2024: £435.5m).
3.3 Change in critical estimates and critical judgements
Due to the nature of key estimates used for provisions against a limited number of material customer
contracts at the reporting date, and the related inherent uncertainty around outcomes within the next
financial year, customer contract provisions has been included as a critical estimate.
The critical judgements reported in the Group’s 2024 Annual Report and Accounts are unchanged.
4 Segment information
The Segment information is reported to the Board and the Chief Executive Officer. The Chief Executive
Officer is the Group’s Chief Operating Decision Maker (CODM). The Group’s operating Segments are
the same as its reporting Segments and these remain unchanged from those reported at
31 December 2024.
The Segmental reporting structure is the basis on which internal reports are provided to the Chief
Executive Officer, as the CODM, for assessing performance and determining the allocation of
resources within the Group, in accordance with IFRS 8.25. Segmental performance is measured based
on external revenues, gross profit, adjusted operating profit and adjusted profit before tax.
Central Corporate Costs continue to be disclosed as a separate column within the Segmental note.
These costs are borne within the Computacenter (UK) Limited legal entity and have been removed for
Segmental reporting and performance analysis, but form part of the overall Group administrative expenses.
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Notes to the Consolidated Financial Statements continued
4 Segment information continued
Segmental performance for the years ended 31 December 2025 and 31 December 2024 was as follows:
Year ended 31 December 2025
| Central | |||||||
| Western | North | Corporate | |||||
| UK | Germany | Europe | America 1 | International | Costs | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| Revenue | |||||||
| Technology Sourcing revenue | |||||||
Gross invoiced income | 2,332.8 | 2,216.6 | 1,055.3 | 5,677.60 | 15.2 | – | 11,297.5 |
Adjustment to gross invoiced income for income recognised as agent | (1,391.9) | (872.5) | (504.6) | (1,024.9) | (0.5) | – | (3,794.4) |
Total Technology Sourcing revenue | 940.9 | 1,344.1 | 550.7 | 4,652.7 | 14.7 | – | 7,503.1 |
| Services revenue | |||||||
Professional Services | 201.9 | 412.5 | 57.7 | 175.1 | – | – | 847.2 |
Managed Services | 276.4 | 352.7 | 170.8 | 32.2 | 11.5 | – | 843.6 |
Total Services revenue | 478.3 | 765.2 | 228.5 | 207.3 | 11.5 | – | 1,690.8 |
Total revenue | 1,419.2 | 2,109.3 | 779.2 | 4,860.0 | 26.2 | – | 9,193.9 |
| Results | |||||||
Cost of sales | (1,155.2) | (1,719.8) | (676.5) | (4,503.4) | 5.1 | _ | (8,049.8) |
Gross profit | 264.0 | 389.5 | 102.7 | 356.6 | 31.3 | _ | 1,144.1 |
Adjusted administrative expenses | (221.7) | (232.2) | (110.5) | (227.0) | (16.2) | (61.8) | (869.4) |
Adjusted operating profit/(loss) | 42.3 | 157.3 | (7.8) | 129.6 | 15.1 | (61.8) | 274.7 |
Adjusted net interest | (8.6) | 6.3 | (0.2) | 1.9 | (2.1) | – | (2.7) |
Adjusted profit/(loss) before tax | 33.7 | 163.6 | (8.0) | 131.5 | 13.0 | (61.8) | 272.0 |
| Exceptional items: | |||||||
– loss on impairment | (20.2) | ||||||
– costs related to acquisitions | (3.2) | ||||||
Total exceptional items | (23.4) | ||||||
Amortisation of acquired intangibles | (10.1) | ||||||
Profit before tax | 238.5 |
1. North America Segment total revenue of £4,860.0m includes £4,788.7m of revenue for the US.
Computacenter plc Annual Report and Accounts 2025 169
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Notes to the Consolidated Financial Statements continued
4 Segment information continued
The reconciliation of adjusted operating profit to operating profit as disclosed in the Consolidated Income Statement is as follows:
Year ended 31 December 2025
| Total | |
| £m | |
Adjusted operating profit | 274.7 |
Amortisation of acquired intangibles | (10.1) |
Exceptional items | (23.4) |
Operating profit | 241.2 |
Year ended 31 December 2025
| Central | |||||||
| Western | North | Corporate | |||||
| UK | Germany | Europe | America 1 | International | Costs | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| Other Segment information | |||||||
Property, plant and equipment | 28.7 | 38.8 | 3.3 | 9.2 | 6.0 | – | 86.0 |
Right-of-use assets | 26.5 | 56.4 | 22.2 | 37.4 | 23.4 | – | 165.9 |
Intangible assets | 73.3 | 16.9 | 0.9 | 192.1 | 1.8 | – | 285.0 |
| Capital expenditure: | |||||||
Property, plant and equipment | 5.9 | 5.9 | 2.0 | 5.5 | 2.5 | – | 21.8 |
Right-of-use assets | 21.3 | 26.4 | 9.3 | 29.6 | 12.3 | – | 98.9 |
Software | 13.2 | 0.1 | 0.4 | 0.2 | 0.3 | – | 14.2 |
Costs of inventories recognised as an expense | 831.6 | 1,104.1 | 475.5 | 4,252.9 | 7.1 | – | 6,671.2 |
Staff costs | 378.8 | 513.2 | 188.3 | 286.0 | 89.3 | – | 1,455.6 |
Depreciation of property, plant and equipment | 6.3 | 7.7 | 2.4 | 3.5 | 2.5 | – | 22.4 |
Depreciation of right-of-use assets | 7.4 | 18.6 | 7.0 | 6.6 | 5.5 | – | 45.1 |
Amortisation of software | 8.0 | 0.4 | 0.3 | 1.0 | 0.3 | – | 10.0 |
Share-based payments recognised in equity | 3.7 | 2.3 | 0.1 | 0.7 | – | 2.2 | 9.0 |
1. North America Segment intangible assets of £192.1m includes £189.5m of intangible assets for the US.
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Notes to the Consolidated Financial Statements continued
4 Segment information continued
Year ended 31 December 2024
| Central | |||||||
| Western | North | Corporate | |||||
| UK | Germany | Europe | America 1 | International | Costs | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| Revenue | |||||||
| Technology Sourcing revenue | |||||||
Gross invoiced income | 1,758.6 | 1,909.4 | 971.7 | 3,632.8 | 5.6 | – | 8,278.1 |
Adjustment to gross invoiced income for income recognised as agent | (1,053.3) | (674.8) | (381.0) | (842.2) | (0.4) | – | (2,951.7) |
Total Technology Sourcing revenue | 705.3 | 1,234.6 | 590.7 | 2,790.6 | 5.2 | – | 5,326.4 |
| Services revenue | |||||||
Professional Services | 158.2 | 407.5 | 62.2 | 150.4 | – | – | 778.3 |
Managed Services | 294.6 | 344.6 | 166.4 | 30.4 | 24.1 | – | 860.1 |
Total Services revenue | 452.8 | 752.1 | 228.6 | 180.8 | 24.1 | – | 1,638.4 |
Total revenue | 1,158.1 | 1,986.7 | 819.3 | 2,971.4 | 29.3 | – | 6,964.8 |
| Results | |||||||
Cost of sales | (927.3) | (1,620.5) | (700.8) | (2,690.7) | 9.5 | – | (5,929.8) |
Gross profit | 230.8 | 366.2 | 118.5 | 280.7 | 38.8 | – | 1,035.0 |
Adjusted administrative expenses | (190.1) | (209.3) | (104.8) | (208.4) | (24.8) | (50.9) | (788.3) |
Adjusted operating profit/(loss) | 40.7 | 156.9 | 13.7 | 72.3 | 14.0 | (50.9) | 246.7 |
Adjusted net interest | (0.7) | 7.4 | – | 1.5 | (0.9) | – | 7.3 |
Adjusted profit/(loss) before tax | 40.0 | 164.3 | 13.7 | 73.8 | 13.1 | (50.9) | 254.0 |
| Exceptional items: | |||||||
– unwinding of discount relating to acquisition of a subsidiary | (0.6) | ||||||
– gain related to acquisitions | 1.8 | ||||||
Total exceptional items | 1.2 | ||||||
Amortisation of acquired intangibles | (10.6) | ||||||
Profit before tax | 244.6 |
1. North America Segment total revenue of £2,971.4m includes £2,901.7m of revenue for the US.
Computacenter plc Annual Report and Accounts 2025 171
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Notes to the Consolidated Financial Statements continued
4 Segment information continued
The reconciliation of adjusted operating profit to operating profit as disclosed in the Consolidated Income Statement is as follows:
Year ended 31 December 2024
| Total | |
| £m | |
Adjusted operating profit | 246.7 |
Amortisation of acquired intangibles | (10.6) |
Exceptional items | 1.8 |
Operating profit | 237.9 |
Year ended 31 December 2024
| Central | |||||||
| Western | North | Corporate | |||||
| UK | Germany | Europe | America 1 | International | Costs | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| Other Segment information | |||||||
Property, plant and equipment | 29.7 | 38.8 | 8.3 | 7.7 | 6.2 | – | 90.7 |
Right-of-use assets | 12.6 | 47.6 | 21.0 | 15.5 | 22.3 | – | 119.0 |
Intangible assets | 68.4 | 16.3 | 13.4 | 217.7 | 1.7 | – | 317.5 |
| Capital expenditure: | |||||||
Property, plant and equipment | 4.3 | 7.2 | 2.9 | 1.5 | 3.1 | – | 19.0 |
Right-of-use assets | 9.4 | 24.7 | 9.3 | 1.9 | 16.2 | – | 61.5 |
Software | 11.1 | 0.3 | 0.5 | 0.3 | 0.3 | – | 12.5 |
Costs of inventories recognised as an expense | 604.8 | 1,032.9 | 504.0 | 2,444.9 | 6.3 | – | 4,592.9 |
Staff costs | 356.8 | 482.8 | 187.0 | 264.9 | 83.6 | – | 1,375.1 |
Depreciation of property, plant and equipment | 6.4 | 7.0 | 2.2 | 3.7 | 2.2 | – | 21.5 |
Depreciation of right-of-use assets | 5.5 | 19.0 | 6.4 | 5.4 | 4.7 | – | 41.0 |
Amortisation of software | 6.0 | 0.3 | 0.3 | 1.3 | 0.3 | – | 8.2 |
Share-based payments recognised in equity | 3.6 | 1.8 | 0.1 | 0.5 | 0.1 | 1.0 | 7.1 |
1. North America Segment intangible assets of £217.7m includes £215.0m of intangible assets for the US.
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Notes to the Consolidated Financial Statements continued
4 Segment information continued
Charges for the amortisation of acquired intangibles (where initial recognition was an exceptional item
or a fair value adjustment on acquisition) are excluded from the calculation of adjusted operating profit.
This is because these charges are based on judgements about their value and economic life, are the
result of the application of acquisition accounting rather than core operations, and whilst revenue
recognised in the Consolidated Income Statement does benefit from the underlying asset that has
been acquired, the amortisation costs bear no relation to the Group’s underlying ongoing operational
performance. In addition, amortisation of acquired intangibles is not included in the analysis of
Segment performance used by the CODM.
| 2025 | 2024 | |
| £m | £m | |
| Revenue by type | ||
| Technology Sourcing revenue | ||
Gross invoiced income | 11,297.5 | 8,278.1 |
Adjustment to gross invoiced income for income recognised as agent | (3,794.4) | (2,951.7) |
Total Technology Sourcing revenue 1 | 7,503.1 | 5,326.4 |
| Services revenue | ||
Professional Services | 847.2 | 778.3 |
Managed Services | 843.6 | 860.1 |
Total Services revenue | 1,690.8 | 1,638.4 |
Total revenue | 9,193.9 | 6,964.8 |
| 31 December | 31 December | ||
| 2025 | 2024 | ||
| Note | £m | £m | |
Trade receivables | 20 | 1,861.3 | 1,620.2 |
Contract assets, which are included in prepayments 1 | 31.4 | 29.2 | |
Contract assets, which are included in accrued income | 212.3 | 137.5 | |
Contract liabilities, which are included in deferred income | 392.8 | 285.7 | |
| 1. During the year, the Group reviewed its contract assets within prepayments. Following this exercise, the Group |
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Notes to the Consolidated Financial Statements continued
5 Revenue continued
| Less than | One to | Two to | Three to | Four years | ||
| one year | two years | three years | four years | and beyond | Total | |
| £m | £m | £m | £m | £m | £m | |
As at 31 December 2025 | 734.0 | 478.0 | 333.0 | 153.0 | 125.0 | 1,823.0 |
As at 31 December 2024 | 750.0 | 554.0 | 351.0 | 215.0 | 224.0 | 2,094.0 |
| 2025 | 2024 | ||
| Note | £m | £m | |
Costs of inventories recognised as an expense | 6,671.2 | 4,592.9 | |
Staff costs | 9 | 1,455.6 | 1,375.1 |
Share-based payments recognised in equity | 9 | 9.0 | 7.1 |
Contractor costs | 508.2 | 492.1 | |
Warehouse and transport costs | 57.3 | 45.4 | |
Depreciation of property, plant and equipment | 15 | 22.4 | 21.5 |
Depreciation of right-of-use assets | 15 | 45.1 | 41.0 |
Amortisation of software | 16 | 10.0 | 8.2 |
Amortisation of acquired intangible assets | 16 | 10.1 | 10.6 |
Severance costs | 9.3 | 10.0 | |
Gain on net foreign currency differences | (0.2) | (3.0) | |
Other administrative expenses | 131.3 | 127.8 | |
8,929.3 | 6,728.7 |
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Notes to the Consolidated Financial Statements continued
6 Group operating profit continued
| 2025 | 2024 | |
| £m | £m | |
| Representing costs by function: | ||
Cost of sales | 8,049.8 | 5,929.8 |
Administrative expenses | 879.5 | 798.9 |
8,929.3 | 6,728.7 |
| 2025 | 2024 | |
| £m | £m | |
| Auditor’s remuneration: | ||
– Audit of the Financial Statements | 1.0 | 0.9 |
– Audit of subsidiaries | 1.8 | 1.8 |
Audit fees | 2.8 | 2.7 |
| Audit-related assurance services for the review of the half-yearly | ||
financial report performed by the Group’s auditor | 0.2 | 0.2 |
Fees for non-audit services | 0.2 | 0.2 |
3.0 | 2.9 |
8 Exceptional items
| 2025 | 2024 | |
| £m | £m | |
| Operating profit | ||
Loss on impairment (note 17.1) | (20.2) | – |
(Costs)/gain related to acquisitions | (3.2) | 1.8 |
Exceptional operating (loss)/profit | (23.4) | 1.8 |
Interest cost relating to acquisition of a subsidiary | – | (0.6) |
(Loss)/profit on exceptional items before tax | (23.4) | 1.2 |
Tax relating to exceptional items | 0.7 | (0.6) |
(Loss)/profit on exceptional items after tax | (22.7) | 0.6 |
Included within 2025 are the following exceptional items:
• As disclosed in note 17.1, the Group has recognised a loss on impairment of £8.3m relating to
non-current assets within the French CGU, alongside an £11.9m impairment of goodwill associated
with the Western Europe Segment. The total impairment loss of £20.2m was driven by a sustained
period of underperformance within the Group’s French operations, reflecting more cautious growth
assumptions and adjusted margin expectations in light of the current trading environment. These
charges are non-cash in nature and do not affect the Group’s underlying liquidity or debt covenants.
• £3.2m of costs associated with an unrealised acquisition pursued by the Group during the period.
These costs include legal fees, advisory fees and other related costs which have been expensed in
the Consolidated Income Statement. The acquisition-related costs are not related to operational
activity within the Group and are not expected to regularly recur, and have therefore been classified
as an exceptional item, which is consistent with our prior-year treatment of similar costs.
Included within 2024 were the following exceptional items:
• £2.2m relating to a release of contingent consideration in relation to the Business IT Source
Holdings, Inc (BITS) acquisition, net of £0.4m of costs incurred as per the share purchase
agreement. As these related to the acquisition and not operational activity within BITS and are of
a one-off nature, they were classified as an exceptional item.
• £0.6m relating to the unwinding of the discount on the contingent payment for the purchase of
BITS was classified as exceptional interest cost, consistent with our prior-year treatment.
Computacenter plc Annual Report and Accounts 2025 175
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Notes to the Consolidated Financial Statements continued
9 Employee costs
The table below shows the average monthly number of employees (including Executive Directors) by
Segment during the year:
| Average number of employees | ||
| 2025 | 2024 | |
| No. | No. | |
UK | 4,357 | 4,446 |
Germany | 7,003 | 7,061 |
Western Europe | 2,595 | 2,642 |
North America | 1,785 | 1,877 |
International | 4,356 | 4,288 |
20,314 |
Their aggregate remuneration comprised:
| 2025 | 2024 | |
| £m | £m | |
Wages and salaries | 1,255.6 | 1,189.9 |
Social security costs | 170.3 | 156.2 |
Contributions to defined contribution plans | 27.5 | 26.5 |
Expenses relating to retirement benefit obligation (note 33) | 2.2 | 2.5 |
Staff costs | 1,455.6 | 1,375.1 |
Share-based payments recognised in equity | 9.0 | 7.1 |
1,464.6 | 1,382.2 |
Share-based payments arise from transactions accounted for as equity-settled, share-based
payment transactions.
| 2025 | 2024 | |
| £m | £m | |
Bank interest received | 7.8 | 11.7 |
Interest receivable as a lessor | 4.6 | 2.8 |
12.4 | 14.5 |
| 2025 | 2024 | |
| £m | £m | |
Interest paid on bank loans and overdraft | 0.1 | 0.1 |
Interest paid on credit facilities | 0.1 | 0.4 |
Interest paid on lease liabilities | 9.3 | 5.8 |
Finance charges paid on customer-specific financing | 1.0 | – |
Other interest paid | 4.6 | 0.9 |
Exceptional interest cost relating to acquisition of a subsidiary (note 8) | – | 0.6 |
15.1 | 7.8 |
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| 2025 | 2024 | |
| £m | £m | |
| Current income tax | ||
| On profits for the year: | ||
– UK corporation tax | 4.6 | 3.4 |
– Foreign tax | 73.9 | 68.9 |
Tax on exceptional items | (0.7) | – |
Adjustments in respect of prior years | (1.4) | (1.6) |
Total current income tax expense | 76.4 | 70.7 |
| Deferred income tax | ||
– origination and reversal of temporary differences | 3.2 | 0.7 |
– change in tax rates | – | 0.7 |
– adjustments in respect of prior years | 1.8 | 0.6 |
Total deferred income tax expense | 5.0 | 2.0 |
Tax charge in the Consolidated Income Statement | 81.4 | 72.7 |
| 2025 | 2024 | |
| £m | £m | |
Profit before income tax | 238.5 | 244.6 |
At the UK standard rate of corporation tax of 25% (2024: 25%) | 59.6 | 61.2 |
Expenses not deductible for tax purposes | 9.4 | 4.6 |
Non-deductible share-based payment charge net of related tax relief | (0.4) | 0.4 |
Adjustments in respect of prior years | 0.4 | (1.0) |
Effect of tax rate differences in foreign jurisdictions | 5.8 | 6.4 |
Change in tax rate | – | 0.7 |
Other differences | – | (0.1) |
Overseas tax not based on earnings | 2.5 | 1.5 |
Unrecognised deferred tax assets | 2.4 | – |
Current year losses for which no deferred tax asset can be recognised | 3.5 | 0.9 |
Previously unrecognised tax losses used to reduce current tax expense | (0.2) | (1.0) |
Tax effect of income not taxable in determining taxable profit | (1.6) | (0.9) |
At effective income tax rate of 34.1% (2024: 29.7%) | 81.4 | 72.7 |
Computacenter plc Annual Report and Accounts 2025 177
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Notes to the Consolidated Financial Statements continued
12 Income tax continued
| Consolidated Balance | Consolidated Income | Consolidated Statement of | ||||
| Sheet | Statement | Comprehensive Income | ||||
| 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |
| £m | £m | £m | £m | £m | £m | |
| Deferred income tax assets/(liabilities) | ||||||
Property, plant and equipment | (0.1) | (5.2) | 0.5 | (2.1) | – | – |
Right-of-use assets | (39.0) | (28.6) | (9.2) | (16.6) | – | – |
Intangible assets | (24.0) | (18.7) | (2.2) | 1.6 | – | – |
Inventories | 3.1 | 2.7 | 0.8 | 0.2 | – | – |
Derivative financial instruments | 0.8 | 0.1 | – | – | 0.7 | (0.1) |
Lease liabilities | 41.8 | 30.9 | 9.6 | 17.4 | – | – |
Share-based payments | 4.8 | 5.2 | – | (2.4) | – | – |
Tax losses carried forward | 2.2 | 5.3 | (3.0) | 1.7 | – | – |
Other temporary differences | (0.4) | 3.9 | (1.5) | (1.8) | – | – |
Deferred income tax (expense)/benefit | (5.0) | (2.0) | 0.7 | (0.1) | ||
Net deferred income tax liabilities | (10.8) | (4.4) | ||||
| Disclosed on the Consolidated Balance Sheet | ||||||
Deferred income tax assets | 5.3 | 6.3 | ||||
Deferred income tax liabilities | (16.1) | (10.7) | ||||
Net deferred income tax liabilities | (10.8) | (4.4) | ||||
| Deferred tax is not recognised in respect of the Group’s investments in subsidiaries where Computacenter is able to control the timing of remittance, or other realisation, of unremitted earnings and where |
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Notes to the Consolidated Financial Statements continued
12 Income tax continued
13 Earnings per share
Earnings per share amounts are calculated by dividing profit attributable to ordinary equity holders by
the weighted average number of ordinary shares outstanding during the year (excluding own shares held).
To calculate diluted earnings per share, the weighted average number of ordinary shares in issue is
adjusted to assume conversion of all dilutive potential shares. Share options granted to employees
where the exercise price is less than the average market price of the Company’s ordinary shares during
the year are considered to be dilutive potential shares.
| 2025 | 2024 | |
| £m | £m | |
Profit attributable to equity holders of the Parent | 153.7 | 170.8 |
| 2025 | 2024 | |
| m | m | |
Basic weighted average number of shares (excluding own shares held) | 104.9 | 110.6 |
| Effect of dilution: | ||
Share options | 0.7 | 1.1 |
Diluted weighted average number of shares | 105.6 | 111.7 |
| 2025 | 2024 | |
| p | p | |
Basic earnings per share | 146.5 | 154.4 |
Diluted earnings per share | 145.5 | 152.9 |
14 Dividends paid and proposed
| 2025 | 2025 | 2024 | 2024 | |
| p/share | £m | p/share | £m | |
| Amounts recognised as distributions | ||||
| to owners in the financial year | ||||
| Equity dividends on ordinary shares: | ||||
Paid prior financial year dividend | 47.4 | 49.9 | 47.4 | 53.5 |
Paid interim dividend | 23.6 | 24.7 | 23.3 | 25.4 |
74.6 | 78.9 | |||
| Proposed (not recognised as a liability | ||||
| as at 31 December) | ||||
| Equity dividends on ordinary shares: | ||||
Proposed final dividend at financial year end | 54.2 | 50.4 |
Computacenter plc Annual Report and Accounts 2025 179
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Notes to the Consolidated Financial Statements continued
| Property, | ||||||
| plant and | ||||||
| Fixtures, | equipment | |||||
| Freehold | Short | fittings, | excluding | |||
| land and | leasehold | equipment | right-of-use | Right-of- | ||
| buildings | improvements | and vehicles | assets | use assets | Total | |
| £m | £m | £m | £m | £m | £m | |
| Cost | ||||||
At 1 January 2024 | 83.1 | 55.4 | 128.4 | 266.9 | 220.2 | 487.1 |
Additions | 0.8 | 2.4 | 15.8 | 19.0 | 51.0 | 70.0 |
Lease modifications | – | – | – | – | 10.5 | 10.5 |
Disposals | – | (1.7) | (10.2) | (11.9) | (32.0) | (43.9) |
Transfers | – | (0.3) | 0.3 | – | – | – |
Foreign currency adjustment | (0.9) | (1.7) | (3.7) | (6.3) | (6.5) | (12.8) |
At 31 December 2024 | 83.0 | 54.1 | 130.6 | 267.7 | 243.2 | 510.9 |
Additions | – | 2.3 | 19.5 | 21.8 | 80.9 | 102.7 |
Lease modifications | – | – | – | – | 18.0 | 18.0 |
Disposals | (0.4) | (1.0) | (10.0) | (11.4) | (39.7) | (51.1) |
Foreign currency adjustment | 1.1 | 1.1 | 2.6 | 4.8 | 3.9 | 8.7 |
At 31 December 2025 | 83.7 | 56.5 | 142.7 | 282.9 | 306.3 | 589.2 |
Computacenter plc Annual Report and Accounts 2025180
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Notes to the Consolidated Financial Statements continued
15 Property, plant and equipment continued
| Property, | ||||||
| plant and | ||||||
| Fixtures, | equipment | |||||
| Freehold | Short | fittings, | excluding | |||
| land and | leasehold | equipment | right-of-use | Right-of- | ||
| buildings | improvements | and vehicles | assets | use assets | Total | |
| £m | £m | £m | £m | £m | £m | |
| Accumulated depreciation and impairment | ||||||
At 1 January 2024 | 48.1 | 34.9 | 87.8 | 170.8 | 115.7 | 286.5 |
Provided during the year | 2.0 | 4.8 | 14.7 | 21.5 | 41.0 | 62.5 |
Disposals | – | (1.7) | (9.6) | (11.3) | (29.0) | (40.3) |
Transfers | – | (0.2) | 0.2 | – | – | – |
Foreign currency adjustment | (0.2) | (1.4) | (2.4) | (4.0) | (3.5) | (7.5) |
At 31 December 2024 | 49.9 | 36.4 | 90.7 | 177.0 | 124.2 | 301.2 |
Provided during the year | 1.2 | 4.9 | 16.3 | 22.4 | 45.1 | 67.5 |
Disposals | (0.1) | (0.8) | (9.6) | (10.5) | (33.4) | (43.9) |
Loss on impairment (note 17.1) | – | 2.3 | 2.7 | 5.0 | 2.0 | 7.0 |
Foreign currency adjustment | 0.2 | 0.9 | 1.9 | 3.0 | 2.5 | 5.5 |
At 31 December 2025 | 51.2 | 43.7 | 102.0 | 196.9 | 140.4 | 337.3 |
| Net book value | ||||||
At 31 December 2025 | 32.5 | 12.8 | 40.7 | 86.0 | 165.9 | 251.9 |
At 31 December 2024 | 33.1 | 17.7 | 39.9 | 90.7 | 119.0 | 209.7 |
At 1 January 2024 | 35.0 | 20.5 | 40.6 | 96.1 | 104.5 | 200.6 |
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Notes to the Consolidated Financial Statements continued
| Acquired | ||||
| customer | ||||
| Goodwill | Software | relationships | Total | |
| £m | £m | £m | £m | |
| Cost | ||||
At 1 January 2024 | 185.1 | 120.4 | 158.4 | 463.9 |
Additions | – | 12.5 | – | 12.5 |
Disposals | – | (23.3) | – | (23.3) |
Foreign currency adjustment | (0.7) | 0.2 | 2.3 | 1.8 |
At 31 December 2024 | 184.4 | 109.8 | 160.7 | 454.9 |
Additions | – | 14.2 | – | 14.2 |
Disposals | – | (12.8) | – | (12.8) |
Foreign currency adjustment | (5.3) | 0.1 | (10.8) | (16.0) |
At 31 December 2025 | 179.1 | 111.3 | 149.9 | 440.3 |
| Accumulated amortisation and impairment | ||||
At 1 January 2024 | 10.5 | 92.2 | 38.8 | 141.5 |
Provided during the year | – | 8.2 | 10.6 | 18.8 |
Disposals | – | (23.4) | – | (23.4) |
Foreign currency adjustment | (0.6) | 0.1 | 1.0 | 0.5 |
At 31 December 2024 | 9.9 | 77.1 | 50.4 | 137.4 |
Provided during the year | – | 10.0 | 10.1 | 20.1 |
Disposals | – | (12.5) | – | (12.5) |
Loss on impairment (note 17.1) | 11.9 | 0.1 | 1.2 | 13.2 |
Foreign currency adjustment | 0.6 | 0.1 | (3.6) | (2.9) |
At 31 December 2025 | 22.4 | 74.8 | 58.1 | 155.3 |
| Net book value | ||||
At 31 December 2025 | 156.7 | 36.5 | 91.8 | 285.0 |
At 31 December 2024 | 174.5 | 32.7 | 110.3 | 317.5 |
At 1 January 2024 | 174.6 | 28.2 | 119.6 | 322.4 |
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Notes to the Consolidated Financial Statements continued
| Western | |||||||
| UK | Europe | Germany | US | Canada | Emerge | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
1 January 2024 | 38.3 | 12.0 | 16.5 | 100.6 | 5.2 | 2.0 | 174.6 |
Foreign currency adjustment | – | (0.7) | (0.7) | 1.3 | 0.1 | (0.1) | (0.1) |
31 December 2024 | 38.3 | 11.3 | 15.8 | 101.9 | 5.3 | 1.9 | 174.5 |
Impairment loss (note 17.1) | – | (11.9) | – | – | – | – | (11.9) |
Foreign currency adjustment | 0.0 | 0.6 | 0.8 | (6.9) | (0.3) | (0.1) | (5.9) |
31 December 2025 | 38.3 | – | 16.6 | 95.0 | 5.0 | 1.8 | 156.7 |
Market growth rate | 2.0% | 1.7% | 1.2% | 1.8% | 1.8% | 2.2% | |
Discount rate (pre tax) | 12.0% | 9.9% | 12.3% | 14.5% | 13.6% | 9.9% | |
Discount rate (post tax) | 9.7% | 8.2% | 7.8% | 10.5% | 10.4% | 7.7% |
Computacenter plc Annual Report and Accounts 2025 183
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Notes to the Consolidated Financial Statements continued
17 Impairment testing of goodwill, other intangible assets and other
non-current assets continued
| Carrying | Carrying | ||
| amount before | amount after | ||
| impairment | Impairment | impairment | |
| £m | loss £m | £m | |
Property, plant and equipment | 5.0 | 5.0 | – |
Right-of-use assets | 14.8 | 2.0 | 12.8 |
Software | 0.1 | 0.1 | – |
Acquired customer relationships | 1.2 | 1.2 | – |
Total | 21.1 | 8.3 | 12.8 |
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Notes to the Consolidated Financial Statements continued
| Proportion of voting rights | ||||
| Country of | and shares held | |||
Name | incorporation | Nature of business | 2025 | 2024 |
Computacenter Pty Ltd. | Australia 1 | IT infrastructure services | 100% i | 100% i |
| Computacenter Services | Australia 2 | IT infrastructure services | 100% i | 100% i |
| Australia Pty Ltd. | ||||
Computacenter NV/SA | Belgium 3 | IT infrastructure services | 100% ii | 100% ii |
Computacenter Brasil Importacao, Comercio e Servicos Ltda | Brazil 4 | IT infrastructure services | 100% i | 100% i |
Computacenter Canada Inc. | Canada 5 | IT infrastructure services | 100% i | 100% i |
| Computacenter Pivot Hong Kong | China 6 | IT infrastructure services | 100% i | 100% i |
| Limited | ||||
| Computacenter Services | China 7 | IT infrastructure services | 100% i | 100% i |
| Hong Kong Limited | ||||
Computacenter (UK) Limited | England 8 | IT infrastructure services | 100% | 100% |
R.D. Trading Limited | England 9 | IT infrastructure services | 100% i | 100% i |
Computacenter France SAS | France 10 | IT infrastructure services | 100% | 100% |
| Alfatron GmbH Elektronik – | Germany 11 | IT infrastructure services | 100% iii | 100% iii |
| Vertrieb | ||||
| C’NARIO Informationsprodukte | Germany 11 | IT infrastructure services | 100% iii | 100% iii |
| Vertriebs-GmbH | ||||
Computacenter AG & Co. oHG | Germany 12 | IT infrastructure services | 100% iv | 100% iv |
Computacenter AktiengesellschaftGermany 12 | IT infrastructure services | 100% iv | 100% | |
| Computacenter Circular Services | Germany 13 | IT infrastructure services | 100% iv | – |
| Deutschland GmbH | ||||
| Computacenter Deutschland | Germany 11 | IT infrastructure services | 100% iv | – |
| Kapital GmbH | ||||
| Computacenter Germany AG & Co | Germany 11 | IT infrastructure services | 100% iv | 100% iv |
| oHG | ||||
Computacenter GmbH & Co. KG | Germany 11 | IT infrastructure services | 100% iv | – |
Computacenter Holding GmbH | Germany 11 | IT infrastructure services | 100% iv | 100% |
| Computacenter Management | Germany 12 | IT infrastructure services | 100% iv | 100% iv |
| GmbH |
i | |||||
Computacenter plc Annual Report and Accounts 2025 185
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Notes to the Consolidated Financial Statements continued
| Proportion of voting rights | ||||
| Country of | and shares held | |||
Name | incorporation | Nature of business | 2025 | 2024 |
Computacenter Services S.R.L. | Romania 31 | International call centre | 100% i | 87.47% |
| services | ||||
| Computacenter Services (Iberia) | Spain 32 | International call centre | 100% i | 100% i |
| SLU | services | |||
Digica Group Finance Limited | England 8 | Investment property | 100% i | 100% i |
| Computacenter Germany | England 8 | Holding company | 100% iv | – |
| Holdings Limited | ||||
| Computacenter Group Holdings | England 8 | Holding company | 100% | – |
| Limited | ||||
Computacenter Holdings Inc. | USA 24 | Holding company | 100% | 100% |
Allnet Limited | England 8 | Dormant company | 100% i | 100% i |
Amazon Computers Limited | England 8 | Dormant company | 100% i | 100% i |
Amazon Energy Limited | England 8 | Dormant company | 100% i | 100% i |
Amazon Systems Limited | England 8 | Dormant company | 100% i | 100% i |
CAD Systems Limited | England 8 | Dormant company | 100% i | 100% i |
Compufix Limited | England 8 | Dormant company | 100% i | 100% i |
Computacenter (FMS) Limited | England 8 | Dormant company | 100% i | 100% i |
| Computacenter (Management | England 8 | Dormant company | 100% i | 100% i |
| Services) Limited | ||||
| Computacenter (Mid-Market) | England 8 | Dormant company | 100% i | 100% i |
| Limited | ||||
| Computacenter Distribution | England 8 | Dormant company | 100% i | 100% i |
| Limited | ||||
Computacenter Leasing Limited | England 8 | Dormant company | 100% i | 100% i |
| Computacenter Maintenance | England 8 | Dormant company | 100% i | 100% i |
| Limited | ||||
| Computacenter Overseas | England 8 | Dormant company | 100% i | 100% i |
| Holdings Limited | ||||
| Computacenter Quest Trustees | England 8 | Dormant company | 100% i | 100% i |
| Limited | ||||
Computacenter Services Limited | England 8 | Dormant company | 100% i | 100% i |
Computacenter Software Limited | England 8 | Dormant company | 100% i | 100% i |
Computacenter Solutions Limited | England 8 | Dormant company | 100% i | 100% i |
| Proportion of voting rights | ||||
| Country of | and shares held | |||
Name | incorporation | Nature of business | 2025 | 2024 |
Computacenter Training Limited | England 8 | Dormant company | 100% i | 100% i |
Computacenter Trustees Limited | England 8 | Dormant company | 100% i | 100% i |
Computadata Limited | England 8 | Dormant company | 100% i | 100% i |
Computer Services Group Limited England 8 | Dormant company | 100% i | 100% i | |
Digica (FMS) Limited | England 8 | Dormant company | 100% i | 100% i |
Digica Group Holdings Limited | England 8 | Dormant company | 100% i | 100% i |
Digica Group Limited | England 8 | Dormant company | 100% i | 100% i |
Digica Limited | England 8 | Dormant company | 100% i | 100% i |
Digica SMP Limited | England 8 | Dormant company | 100% i | 100% i |
ICG Services Limited | England 8 | Dormant company | 100% i | 100% i |
Kit Online Limited | England 8 | Dormant company | 100% i | 100% i |
M Services Limited | England 8 | Dormant company | 100% i | 100% i |
| Merchant Business Systems | England 8 | Dormant company | 100% i | 100% i |
| Limited | ||||
Merchant Systems Limited | England 8 | Dormant company | 100% i | 100% i |
Logival (SARL) | France 10 | Dormant company | 100% viii | 100% viii |
Damax GmbH | Switzerland 22 | Dormant company | 100% ix | 100% ix |
Computacenter (US) Defense Inc. | USA 24 | Dormant company | 100% v | 100% v |
18 Investments continued
Computacenter plc Annual Report and Accounts 2025186
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18 Investments continued
19 Inventories
| 2025 | 2024 | |
| £m | £m | |
Inventories for re-sale | 482.8 | 307.2 |
During the year, inventories recognised as an expense as part of cost of sales amounted to £6,671.2m
(2024: £4,592.9m).
An expense of £0.5m (2024: reversal of £2.5m) was recognised as a result of the write-down of
| inventories to their net realisable value. This write-down was net of £1.6m reversed during the year, | |
| based on sale of items previously provided for and change in estimates. | |
| When estimating net realisable value of inventories at the reporting date, Management considers the |
| age of the inventories and expected future sales as the basis for the estimation. |
Computacenter plc Annual Report and Accounts 2025 187
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20 Trade and other receivables
| 2025 | 2024 | |
| £m | £m | |
Trade receivables, gross | 1,867.7 | 1,628.2 |
Allowance for expected credit losses | (6.4) | (8.0) |
Trade receivables | 1,861.3 | 1,620.2 |
Net investment in finance leases (note 25) | 17.1 | 9.9 |
Tax receivables (VAT, franchise taxes, and sales/use taxes) | 1.0 | 1.0 |
Other receivables | 47.2 | 25.7 |
1,926.6 | 1,656.8 |
Trade receivables are non-interest bearing and are generally on 30- to 60-day credit terms. Note 27
sets out the Group’s strategy towards credit risk.
Other receivables generally arise from transactions outside the usual operating activities of the Group.
Following a customer’s request, the Group will, from time-to-time, sell receivables on a non-recourse
basis to a finance institution, with the cost borne by the customer. As at 31 December 2025, trade
receivables with a gross value of £50.4m (31 December 2024: £44.6m) were derecognised from the
Balance Sheet after receipt of cash from the finance institution. Had the sale not occurred, this balance
would otherwise have been presented within trade receivables under our normal payment terms.
Additionally, through a limited invoice financing programme (factoring), the Group sells trade
receivables on a non-recourse basis to manage its working capital during the year. Receivables
derecognised that would otherwise have been presented in trade receivables as at 31 December 2025,
if the factoring activity had not occurred, were £38.8m (31 December 2024: £2.5m).
Trade receivables sold, including factoring, are derecognised as per the Group’s policy disclosed in
note 2.11.1.
The movements in the allowance for expected credit losses were as follows:
| 2025 | 2024 | |
| £m | £m | |
At 1 January | 8.0 | 8.3 |
Charge for the year | 2.2 | 8.4 |
Utilised | (0.7) | (0.2) |
Unused amounts reversed | (3.1) | (8.3) |
Foreign currency adjustment | (0.1) | (0.2) |
At 31 December | 6.3 | 8.0 |
| Past due but not impaired | |||||||
| Neither past | |||||||
| due | |||||||
| Total | nor impaired | <30 days | 30–60 days | 60–90 days | 90–120 days | >120 days | |
| £m | £m | £m | £m | £m | £m | £m | |
| 2025 | |||||||
Expected loss rate | 0.3% | 0.2% | 0.4% | 0.4% | 1.3% | 3.6% | 8.7% |
Trade receivables, gross | 1,867.7 | 1,566.8 | 209.3 | 55.1 | 16.0 | 5.6 | 14.9 |
Allowance for expected credit losses | 6.4 | 3.6 | 0.9 | 0.2 | 0.2 | 0.2 | 1.3 |
| 2024 | |||||||
Expected loss rate | 0.5% | 0.3% | 0.5% | 0.7% | 2.0% | 4.3% | 14.4% |
Trade receivables, gross | 1,628.2 | 1,384.0 | 163.9 | 46.1 | 15.3 | 9.2 | 9.7 |
Allowance for expected credit losses | 8.0 | 4.8 | 0.8 | 0.3 | 0.3 | 0.4 | 1.4 |
Computacenter plc Annual Report and Accounts 2025188
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| 2025 | 2024 | |
| £m | £m | |
Cash and short-term deposits | 628.5 | 489.6 |
Cash and cash equivalents in the Consolidated Cash Flow Statement | 628.5 | 489.6 |
22 Trade and other payables
| 2025 | 2024 | |
| £m | £m | |
Trade payables | 1,970.6 | 1,643.3 |
Accruals | 297.2 | 216.9 |
Social security and other taxes | 150.5 | 141.1 |
Other payables | 60.9 | 53.0 |
2,479.2 | 2,054.3 |
Trade payables are non-interest bearing and are normally settled on net monthly terms.
The Group regularly participates in industry-standard vendor rebate plans, primarily relating to volume
discounts on purchases, often paid retrospectively. Rebates are factored into the calculation of the
purchase cost of inventory valuations. Owing to the nature of these rebate plans, the calculation of
rebates is not subject to significant estimation uncertainty, nor is their recognition a matter of
significant judgement.
Supply chain arrangements
The Group has a strong covenant and enjoys a favourable credit rating from technology vendors and
other suppliers. Some suppliers provide standard credit directly on their own credit risk, whereas other
suppliers elect to sell the debt to banks, which offer to purchase the receivables and manage
collection. The standard credit terms offered by suppliers are typically between 30 and 60 days,
whether provided directly or when sold to a third party. In the latter case, the cost of the free-trade
credit period is paid by the relevant supplier, as part of the overall package of terms provided by
suppliers to Computacenter and our competitors.
Where suppliers have sold their debts due from the Group, these industry-standard supply chain
arrangements (SCAs) form part of doing business as a customer of those suppliers. Usually, the Group
is an accredited reseller through the suppliers’ customer programme and as such required to trade
through the SCAs. The vendor accreditation comes with other commercial benefits, but the payment
arrangement is not something the Group could or would contract out of. It is a standard arrangement
across all customers of such vendors or suppliers that have reached a similar tier of their accreditation
programme. We have not explicitly sought out the SCAs, nor do we require them to do business.
However, they are a part of transacting with the supplier.
The Group exercises judgement about how to account for and present SCAs, based on the specific
terms and conditions of each arrangement, and has determined that the Group’s participation mainly
comprises receipt of notifications and facilitation of payments, with no material benefit accruing to the
Group in terms of payment to the suppliers and overall working capital management. Therefore, the
Group has assessed that as the SCAs do not have a material effect on the Group’s payment terms and
liquidity risk, enhanced disclosures under IFRS 7 are not required.
Computacenter plc Annual Report and Accounts 2025 189
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| 2025 | 2024 | |
| £m | £m | |
| Current | ||
Bank loans | 2.1 | 2.0 |
Customer-specific financing | 3.6 | 2.1 |
5.7 | 4.1 | |
| Non-current | ||
Bank loans | 1.4 | 3.3 |
Customer-specific financing | 15.4 | – |
16.8 | 3.3 | |
22.5 | 7.4 |
| 2025 | 2024 | |
| £m | £m | |
At 1 January | 129.5 | 115.4 |
Additions during the year | 80.5 | 51.0 |
Lease modifications | 18.0 | 10.5 |
Gross payment of lease liabilities | (52.7) | (47.4) |
Interest relating to lease liabilities | 9.3 | 5.8 |
Early terminations during the year | (6.5) | (2.4) |
Exchange adjustment | 1.7 | (3.4) |
At 31 December | 179.8 | 129.5 |
Current | 43.9 | 36.3 |
Non-current | 135.9 | 93.2 |
179.8 | 129.5 |
Computacenter plc Annual Report and Accounts 2025190
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Notes to the Consolidated Financial Statements continued
| 2025 | 2024 | |
| £m | £m | |
| Financial instruments at fair value through profit and loss | ||
Foreign exchange forward contracts | (0.7) | 5.2 |
| Financial instruments at fair value through other comprehensive income | ||
| Cash flow hedges | ||
Foreign exchange forward contracts | (3.1) | (0.4) |
(3.8) | 4.8 | |
Current assets | 5.2 | 8.2 |
Current liabilities | (9.0) | (3.4) |
Computacenter plc Annual Report and Accounts 2025 191
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Notes to the Consolidated Financial Statements continued
| Nominal value of | Nominal value of | ||||||||||
| contracts | contracts | ||||||||||
Buy currency | Sell currency | (m) | Maturity dates | Contract rates | Buy currency | Sell currency | (m) | Maturity dates | Contract rates | ||
UK | Sterling | Euros | 156.0 | Jan 26 – Mar 27 | 1.116 – 1.145 | Germany | Euros | US dollars | 97.1 | Jan 26 – Sep 26 | 1.135 – 1.183 |
Sterling | US dollars | 23.1 | Jan 26 – May 28 | 1.278 – 1.350 | Euros | Hungarian forint | 10.0 | Jan 26 – Jul 27 | 421.870 | ||
Sterling | Australian dollars | 0.6 | Feb 26 | 2.016 | Euros | Polish zloty | 7.1 | Jan 26 – Jan 28 | 4.391 – 4.415 | ||
Sterling | Hong Kong dollars | 1.2 | Mar 26 | 10.443 | Euros | Singaporean | 2.2 | Jan 26 | 1.513 | ||
Sterling | Hungarian forint | 1.3 | Jan 26 | 440.781 | dollars | ||||||
Sterling | Japanese yen | 2.3 | Jan 26 – Mar 26 | 209.465 | Sterling | Euros | 0.5 | Jan 26 | 1.145 | ||
| – 210.513 | |||||||||||
Sterling | Norwegian kroner | 0.1 | Jan 26 | 13.564 | |||||||
Sterling | Polish zloty | 0.1 | Feb 26 – May 26 | 4.830 | |||||||
Sterling South African rand | 4.8 | Jan 26 – Jun 27 | 22.273 – 23.128 | ||||||||
Sterling | Swedish krona | 0.1 | Jan 26 | 12.360 | |||||||
Sterling | Swiss francs | 1.0 | Mar 26 | 1.058 | |||||||
Euros | Sterling | 40.6 | Jan 26 – Mar 26 | 0.874 – 0.880 | |||||||
US dollars | Sterling | 322.2 | Jan 26 – Aug 29 | 0.732 – 0.797 | |||||||
Hungarian forint | Sterling | 4,011.3 | Jan 26 – Jul 27 | 0.002 | |||||||
Mexican peso | Sterling | 37.1 | Jan 26 – Jan 28 | 0.036 – 0.040 | |||||||
Polish zloty | Sterling | 1.4 | Jan 26 – Nov 26 | 0.191 – 0.196 | |||||||
| South African | Sterling | 126.9 | Jan 26 – Oct 27 | 0.033 – 0.042 | |||||||
| rand | |||||||||||
Swiss francs | Sterling | 0.4 | Jan 26 | 0.963 |
US dollars | Euros | 141.0 | Jan 26 – Feb 30 | 0.811 – 0.864 | ||
Hungarian forint | Euros | 150.0 | Jan 26 | 0.003 | ||
Polish zloty | Euros | 0.6 | Jan 26 | 0.228 | ||
France | Euros | Hungarian forint | 5.3 | Jan 26 – Jan 27 | 402.100 | |
| – 434.384 | ||||||
Euros | Mexican peso | 1.4 | Jan 26 – Feb 27 | 22.763 – 24.138 | ||
Euros South African rand | 0.1 | Jan 26 | 19.667 | |||
Sterling | Euros | 0.3 | Jan 26 | 1.146 | ||
US dollars | Euros | 24.2 | Jan 26 – Feb 27 | 0.846 – 0.944 | ||
Belgium | Euros South African rand | 0.7 | Jan 26 – Dec 26 | 19.671 – 24.669 | ||
Sterling | Euros | 0.1 | Jan 26 | 1.147 | ||
US dollars | Euros | 4.7 | Jan 26 – Feb 26 | 0.849 – 0.870 | ||
US | US dollars | Sterling | 2.0 | Jan 26 – Feb 26 | 0.742 – 0.750 | |
US dollars | Euros | 4.3 | Jan 26 – Feb 26 | 0.851 – 0.857 | ||
US dollars | Canadian dollars | 2.8 | Jan 26 – Feb 26 | 1.371 – 1.380 | ||
US dollars | Mexican peso | 6.8 | Jan 26 – Jan 28 | 20.172 – 22.025 | ||
US dollars South African rand | 1.0 | Jan 26 – May 26 | 16.687 – 22.297 | |||
India | Indian rupees | Sterling | 5,968.9 | Jan 26 – Jan 29 | 0.008 – 0.009 | |
Indian rupees | Euros | 3,131.5 | Jan 26 – Jan 29 | 0.009 – 0.010 | ||
Indian rupees | US dollars | 540.3 | Jan 26 – Jan 29 | 0.011 – 0.012 | ||
24 Derivative financial instruments continued
Computacenter plc Annual Report and Accounts 2025192
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24 Derivative financial instruments continued
| Nominal value of | |||||
| contracts | |||||
Buy currency | Sell currency | (m) | Maturity dates | Contract rates | |
UK | Sterling | Euros | 189.4 | Jan 25 – Apr 25 | 1.204 – 1.209 |
Sterling | Australian dollars | 0.5 | Jan 25 | 2.019 – 2.023 | |
Sterling | Hong Kong dollars | 1.3 | Feb 25 | 9.714 | |
Sterling | Japanese yen | 2.6 | Jan 25 – Mar 25 | 195.043 | |
| – 196.400 | |||||
Sterling | Polish zloty | 0.3 | May 25 – May | 5.170 – 5.230 | |
| 26 | |||||
Sterling | Swiss francs | 3.5 | Feb 25 – Jun 25 | 1.113 – 1.128 | |
Sterling South African rand | 3.7 | Jan 25 – Jun 27 | 23.687 – 25.617 | ||
Euros | Sterling | 5.9 | Jan 25 | 0.831 – 0.840 | |
US dollars | Sterling | 155.1 | Jan 25 – Jan 28 | 0.764 – 0.830 | |
Hungarian forint | Sterling | 5,037.9 | Feb 25 – Jan 27 | 0.002 | |
Mexican peso | Sterling | 54.9 | Jan 25 – Jan 28 | 0.036 – 0.042 | |
Polish zloty | Sterling | 9.0 | Jan 25 – Nov 26 | 0.191 – 0.197 | |
| Singaporean | Sterling | 0.6 | Jan 25 | 0.586 | |
| dollars | |||||
| South African | Sterling | 245.6 | Jan 25 –Oct 27 | 0.033 – 0.045 | |
| rand | |||||
Germany | Euros | Sterling | 0.2 | Jan 25 | 0.825 |
Euros | US dollars | 100.0 | Jan 25 –Sep 26 | 1.045 – 1.135 | |
Euros | Singaporean | 2.1 | Mar 25 | 1.415 | |
| dollars | |||||
Euros South African rand | 0.4 | Jan 25 –Oct 25 | 19.194 | ||
US dollars | Euros | 96.8 | Jan 25 –May 25 | 0.908 – 0.957 | |
Hungarian forint | Euros | 150.0 | Jan 26 | 0.003 | |
Polish zloty | Euros | 13.8 | Jan 25 –Jan 26 | 0.228 – 0.234 | |
Romanian leu | Euros | 3.1 | Jan 25 – Feb 25 | 0.199 |
| Nominal value of | |||||||
| contracts | |||||||
Buy currency | Sell currency | (m) | Maturity dates | Contract rates | |||
France | Euros | Hungarian forint | 10.0 | Jan 25 –Dec 26 | 396.630 | ||
| – 434.384 | |||||||
Euros | Mexican peso | 0.6 | Feb 25 –Jan 26 | 21.458 – 22.903 | |||
Euros South African rand | 0.1 | Jan 25 | 19.415 | ||||
Sterling | Euros | 0.4 | Jan 25 | 1.211 | |||
US dollars | Euros | 16.8 | Jan 25 –Mar 25 | 0.912 – 0.964 | |||
Belgium | Euros South African rand | 1.3 | Jan 25 –Dec 26 20.273 – 24.669 | ||||
US dollars | Euros | 4.0 | Jan 25 –Feb 25 | 0.962 – 0.946 | |||
US | US dollars | Mexican peso | 14.1 | Jan 25 –Jan 28 | 19.170 – 22.025 | ||
US dollars South African rand | 3.1 | Jan 25 –May 26 | 17.735 – 22.297 | ||||
India | Indian rupees | Sterling | 4,730.2 | Jan 25 –Jan 28 | 0.009 – 0.010 | ||
Indian rupees | Euros | 2,927.8 | Jan 25 –Jan 28 | 0.010 – 0.011 | |||
Indian rupees | US dollars | 146.8 | Jan 25 –Jan 27 | 0.011 – 0.012 | |||
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
25 Trade and other receivables (non-current)
| 2025 | 2024 | |
| £m | £m | |
Net investment in finance leases | 52.8 | 32.4 |
Other receivables | 0.3 | 0.3 |
53.1 | 32.7 |
Leases as a lessor
Net investment in finance leases
The Group leases items of IT equipment which have been classified as finance leases. In certain
customer contracts, there are two situations which lead to a net lease receivable being recognised
on the Group’s Consolidated Balance Sheet.
• Longer-term leasing situations where assets have been deployed to the customer’s premises and
funded through the Group’s balance sheet. These finance lease receivables are accounted for under
the Dealer/Manufacturer lessor provisions of IFRS 16.
• Leasing situations where assets have been deployed to the customer’s premises, but the requisite
paperwork and other steps required to sell the assets and the related net lease receivables to a
financing company have not yet been completed. Once the assignment to the financing company
has been completed, the net lease receivable and associated finance liability to the financing
company are derecognised under the provisions of IFRS 9. Prior to assignment, these are still finance
lease receivables on the Group’s Consolidated Balance Sheet.
Whilst there is a natural delay in terms of the administrative processing, which leads to a gap in the
assignment of the lease, this is temporary as the intended outcome is for these assets to be sold in the
immediate future. However, as there is no legally binding contract that insists, without recourse, that
the financing company must accept funding requests following deployment, leases not yet assigned at
the reporting date are retained on the Group’s Consolidated Balance Sheet as lease receivables. As the
net lease receivables associated with these contracts are expected to have a different pattern of cash
flows based on an outcome which is intended, but not contractually secure prior to the assignment,
we describe these as ‘transitory net lease receivables’.
As at 31 December, net investment in finance leases is included within:
| 2025 | 2024 | |
| £m | £m | |
Trade and other receivables (current) | 17.1 | 9.9 |
Trade and other receivables (non-current) | 52.8 | 32.4 |
69.9 | 42.3 |
During 2025, the Group recognised interest income on lease receivables of £4.6m (2024: £2.8m).
The following table sets out a maturity analysis of lease receivables, showing the undiscounted lease
payments to be received after the reporting date:
| 2025 | 2024 | |
| £m | £m | |
Less than one year | 21.3 | 12.3 |
One to two years | 20.4 | 12.7 |
Two to three years | 17.9 | 11.3 |
Three to four years | 15.5 | 8.7 |
Four to five years | 5.3 | 2.2 |
More than five years | 1.5 | 1.7 |
Total undiscounted lease receivable | 81.9 | 48.9 |
Less: unearned finance income | (12.0) | (6.6) |
Net investment in finance leases | 69.9 | 42.3 |
Operating lease receivables
The Group entered into commercial leases with customers on certain items of machinery and
software. These leases have remaining terms of between one and five years.
Future amounts receivable by the Group under the non-cancellable operating leases as at
31 December are as follows:
| 2025 | 2024 | |
| £m | £m | |
Within one year | 0.9 | 0.9 |
After one year | 1.9 | 1.7 |
Computacenter plc Annual Report and Accounts 2025194
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Notes to the Consolidated Financial Statements continued
| Customer | ||||
| contract | Property | Other | Total | |
| provisions | provisions | provisions | provisions | |
| £m | £m | £m | £m | |
At 1 January 2024 | 1.5 | 5.9 | 1.7 | 9.1 |
Amount unused reversed | (1.2) | – | (0.3) | (1.5) |
Arising during the year | 4.9 | 0.2 | 0.7 | 5.8 |
Utilisation | (0.2) | – | (0.4) | (0.6) |
Exchange adjustment | (0.1) | – | – | (0.1) |
At 31 December 2024 | 4.9 | 6.1 | 1.7 | 12.7 |
Amount unused reversed | – | (0.7) | – | (0.7) |
Arising during the year | 14.8 | – | 0.1 | 14.9 |
Utilisation | (5.0) | – | (0.3) | (5.3) |
Exchange adjustment | 0.1 | (0.1) | 0.1 | 0.1 |
At 31 December 2025 | 14.8 | 5.3 | 1.6 | 21.7 |
Current at 31 December 2025 | 4.3 | 0.5 | 0.1 | 4.9 |
Non-current at 31 December 2025 | 10.5 | 4.8 | 1.5 | 16.8 |
14.8 | 5.3 | 1.6 | 21.7 | |
Current at 31 December 2024 | 3.8 | 1.0 | 0.1 | 4.9 |
Non-current at 31 December 2024 | 1.1 | 5.1 | 1.6 | 7.8 |
4.9 | 6.1 | 1.7 | 12.7 |
| 2025 | 2024 | ||
| Note | £m | £m | |
| Financial assets at amortised cost: | |||
Trade receivables | 20 | 1,861.3 | 1,620.2 |
Other receivables 1 | 29.1 | 21.6 | |
Net investment in finance leases | 25 | 69.9 | 42.3 |
Cash and short-term deposits | 21 | 628.5 | 489.6 |
Financial assets at fair value through other comprehensive income (FVOCI): | |||
Derivative financial instruments – cash flow hedges | 4.7 | 2.3 | |
| Financial assets at fair value through profit or loss (FVPL): | |||
Derivative financial instruments – held for trading | 0.6 | 5.9 | |
2,594.1 | 2,181.9 |
Computacenter plc Annual Report and Accounts 2025 195
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Notes to the Consolidated Financial Statements continued
27 Financial instruments continued
| 2025 | 2024 | ||
| Note | £m | £m | |
| Financial liabilities at amortised cost: | |||
Trade and other payables * | 22 | 2,326.4 | 1,913.2 |
Borrowings | 23a | 22.5 | 7.4 |
Lease liabilities | 23b | 179.8 | 129.5 |
Financial liabilities at fair value through other comprehensive income (FVOCI): | |||
Derivative financial instruments – cash flow hedges | 7.8 | 2.7 | |
| Financial liabilities at fair value through profit or loss (FVPL): | |||
Derivative financial instruments – held for trading | 1.3 | 0.7 | |
Deferred payments: acquisition of non-controlling interest | 18b, 18c | 2.3 | – |
2,540.1 | 2,053.5 |
| Effect on profit | ||
| Change in | before tax | |
| basis points | £m | |
| 2025 | ||
Sterling | +100 | – |
Euro | +100 | 1.4 |
US dollars | +100 | 1.3 |
| 2024 | ||
Sterling | +100 | 0.2 |
Euro | +100 | 1.8 |
US dollars | +100 | 0.7 |
Computacenter plc Annual Report and Accounts 2025196
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27 Financial instruments continued
| 31 December 2025 | 31 December 2024 | |||
| (m) | (m) | |||
$ | € | $ | € | |
Trade and other receivables | 920.6 | 933.9 | 743.9 | 898.5 |
Trade and other payables | (1,355.0) | (1,117.1) | (822.2) | (1,048.5) |
Forecast future cash flow (net) | 80.5 | 373.1 | 199.2 | (12.0) |
(353.9) | 189.9 | 120.9 | (162.0) | |
Forward exchange contracts | 353.9 | (189.9) | (120.9) | 162.0 |
Net exposure | – | – | – | – |
Computacenter plc Annual Report and Accounts 2025 197
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27 Financial instruments continued
| On demand | <3 months | 3–12 months | 1–2 years | 2–5 years | >5 years | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| At 31 December 2025 | |||||||
Borrowings | – | 1.6 | 5.0 | 6.0 | 12.5 | – | 25.1 |
Lease liabilities | – | 15.1 | 45.2 | 52.4 | 74.3 | 46.2 | 233.2 |
Derivative financial instruments | – | 3.2 | 2.1 | 2.6 | 1.1 | – | 9.0 |
Trade and other payables | – | 2,327.6 | – | 1.1 | – | – | 2,328.7 |
– | 2,347.5 | 52.3 | 62.1 | 87.9 | 46.2 | 2,596.0 |
| On demand | <3 months | 3–12 months | 1–2 years | 2–5 years | >5 years | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| At 31 December 2024 | |||||||
Borrowings | – | 1.2 | 2.9 | 2.0 | 1.4 | – | 7.5 |
Lease liabilities | – | 10.5 | 31.6 | 34.4 | 56.3 | 15.2 | 148.0 |
Derivative financial instruments | – | 0.8 | 1.3 | 0.9 | 0.4 | – | 3.4 |
Trade and other payables | – | 1,913.2 | – | – | – | – | 1,913.2 |
– | 1,925.7 | 35.8 | 37.3 | 58.1 | 15.2 | 2,072.1 |
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27 Financial instruments continued
Computacenter plc Annual Report and Accounts 2025 199
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7 5 ⁄9p | ||
| ordinary | ||
| shares | Total | |
| Issued and fully paid | No. ’000 | £m |
At 1 January 2024 | 122,688 | 9.3 |
Cancellation of shares – Share buyback programme | (5,000) | (0.4) |
At 31 December 2024 and 31 December 2025 | 117,688 | 8.9 |
Computacenter plc Annual Report and Accounts 2025200
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30 Share-based payments
Performance Share Plan (PSP), Restricted Share Plan (RSP), Deferred Bonus Plan (DBP)
Awards are granted under The Computacenter 2017 Deferred Bonus Plan, The Computacenter
Performance Share Plan 2025, for PSP awards up to 2025, and The Computacenter Share Plan 2025
for RSP awards from 2025 and PSP awards from 2026. The number of shares that have been granted
and remain outstanding as at 31 December was as follows:
| Under the PSP, shares granted will be subject to certain performance conditions as described in the | |||||
| 2025 | 2024 | ||||
| Share price at | Number | Number | |||
Date of grant | Maturity date | date of grant | outstanding | outstanding | |
26/03/2015 | 26/03/2018 | 720.00p | – | 9,667 | |
22/03/2016 | 22/03/2019 | 845.27p | 6,943 | 11,930 | |
22/03/2017 | 22/03/2020 | 736.50p | 8,402 | 11,304 | |
21/03/2018 | 21/03/2021 | 1,182.67p | 17,388 | 17,388 | |
21/03/2019 | 21/03/2022 | 1,192.00p | 50,222 | 53,323 | |
23/03/2020 | 21/03/2023 | 993.00p | 31,762 | 31,762 | |
23/03/2020 | 31/03/2023 | 993.00p | 70,197 | 256,212 | |
22/03/2021 | 21/03/2024 | 2,175.00p | 127,352 | 139,151 | |
21/03/2022 | 21/03/2025 | 2,911.00p | 7,510 | 222,722 | |
06/04/2023 | 23/03/2026 | 2,151.00p | 338,081 | 343,202 | |
06/04/2023 | 30/03/2025 | 2,151.00p | – | 4,588 | |
05/06/2023 | 01/07/2025 | 2,379.00p | – | 5,695 | |
05/06/2023 | 05/06/2025 | 2,379.00p | – | 13,527 | |
14/09/2023 | 23/03/2026 | 2,449.00p | 9,830 | 9,830 | |
02/10/2023 | 23/03/2026 | 2,530.00p | 5,040 | 5,040 | |
26/03/2024 | 23/03/2027 | 2,691.00p | 307,938 | 313,057 | |
26/03/2024 | 26/03/2025 | 2,691.00p | – | 12,097 | |
26/03/2024 | 26/03/2026 | 2,691.00p | 12,098 | 12,098 | |
26/03/2024 | 23/03/2026 | 2,273.00p | – | – | |
24/03/2025 | 21/03/2028 | 2,623.00p | 365,800 | – | |
24/03/2025 | 26/03/2026 | 2,623.00p | 3,332 | – | |
24/03/2025 | 24/03/2027 | 2,623.00p | 3,331 | – | |
07/04/2025 | 21/03/2028 | 2,391.00p | 2,330 | – | |
24/06/2025 | 27/06/2028 | 2,512.00p | 29,536 | – | |
24/06/2025 | 25/06/2029 | 2,512.00p | 14,072 | – | |
1,411,164 | 1,472,593 |
Annual Report on Remuneration. The RSP award is not subject to performance conditions. However,
an assessment against a ‘good practice’ underpin applies. The following table illustrates the number
of share options for the PSP and RSP plans:
| 2025 | 2024 | |
| Number | Number | |
| PSP, RSP and DBP plans | ||
Outstanding at the beginning of the year | 1,472,593 | 1,630,367 |
Granted during the year | 421,447 | 377,887 |
Dividend equivalents granted | 10,353 | 813 |
Forfeited during the year | (234,374) | (122,805) |
Exercised during the year 1 | (258,855) | (413,669) |
Outstanding at the end of the year | 1,411,164 | 1,472,593 |
Exercisable at the end of the year | 319,776 | 530,737 |
1. The weighted average share price at the date of exercise for the options exercised was £24.00 (2024: £26.93).
The weighted average remaining contractual life for the options outstanding as at 31 December 2025
was 6.81 years (31 December 2024: 6.83 years).
The dividend equivalents granted represents additional share awards issued to participants in the PSP,
RSP and DBP plans in lieu of cash dividends paid.
For certain PSP and RSP awards, participants are entitled to receive dividend equivalents on vested
shares, in respect of dividend record dates between the vesting date and the end of the two-year
post-vesting holding period. These dividend equivalents are settled in shares.
For the DBP awards, participants receive a payment equal in value to any dividends (excluding any
special dividends, unless the Board determines otherwise) that would have been paid on the shares in
respect of which the award vests, for dividend record dates between the grant date and the vesting date.
For awards where dividend equivalents are granted, the fair value of the dividend equivalent is
recognised as an additional expense. These are treated as separate equity-settled awards, as they
were not incorporated into the grant date fair value of the primary award. This payment will be made
in shares as soon as reasonably practicable. For the PSP and RSP awards, this follows the end of the
holding period; for the DBP awards, this follows the vesting date of an award.
Computacenter plc Annual Report and Accounts 2025 201
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30 Share-based payments continued
Computacenter Sharesave Plan (SAYE)
The Group operates The Computacenter 2018 Sharesave Plan which is available to all employees and
full-time Executive Directors of the Group and its subsidiaries who have worked for a qualifying period.
All options granted under this plan are satisfied at exercise by way of a transfer of shares from
Computacenter’s EBT.
The number of SAYE options that have been granted and remain outstanding as at 31 December was
as follows:
| During the year, 607,064 options were granted (2024: 716,429) with a fair value of £5,413,976 (2024: | |||||
| £4,246,949). | |||||
| 2025 | 2024 | ||||
| Number | Number | ||||
Date of grant | Exercisable between | Exercise Price | outstanding | outstanding | |
October 2018 | 01/12/2023 – 31/05/2024 | 1,054.00p | – | 655 | |
October 2020 | 01/12/2023 – 01/06/2024 | 2,092.00p | – | 155 | |
November 2022 | 07/11/2024 – 07/02/2025 | 1,665.00p | – | 22,545 | |
October 2019 | 01/12/2024 – 31/05/2025 | 1,011.00p | – | 212,299 | |
October 2019 | 01/12/2024 – 01/06/2025 | 1,011.00p | – | 105,774 | |
November 2023 | 06/11/2025 – 06/02/2026 | 2,218.00p | 9,765 | 31,163 | |
October 2020 | 01/12/2025 – 31/05/2026 | 1,860.00p | 96,644 | 444,963 | |
October 2020 | 01/12/2025 – 01/06/2026 | 1,860.00p | 74,884 | 208,698 | |
November 2024 | 06/11/2026 – 06/02/2027 | 1,839.00p | 30,791 | 39,086 | |
October 2021 | 01/12/2026 – 01/06/2027 | 2,286.00p | 519,575 | 560,143 | |
November 2025 | 05/11/2027 – 05/02/2028 | 2,432.00p | 34,224 | – | |
November 2022 | 01/12/2027 – 01/06/2028 | 1,575.00p | 796,458 | 844,932 | |
November 2023 | 01/12/2028 – 01/06/2029 | 2,021.00p | 555,706 | 378,992 | |
November 2024 | 01/12/2029 – 01/06/2030 | 1,975.00p | 433,913 | 456,866 | |
November 2025 | 01/12/2030 – 01/06/2031 | 2,212.00p | 371,133 | – | |
2,923,093 | 3,306,271 |
The following table illustrates the number and weighted average exercise price (WAEP) of share
options for the SAYE plans:
| 2025 | 2025 | 2024 | 2024 | |
| Number | WAEP | Number | WAEP | |
| SAYE plans | ||||
Outstanding at the beginning of the year | 3,306,271 | £18.90 | 3,304,459 | £17.51 |
Granted during the year | 607,064 | £22.70 | 716,429 | £20.05 |
Forfeited during the year | (281,688) | £22.11 | (155,340) | £19.83 |
Exercised during the year 1 | (708,554) | £16.12 | (559,277) | £11.91 |
Outstanding at the end of the year | 2,923,093 | £20.05 | 3,306,271 | £18.90 |
Exercisable at the end of the year | 181,293 | £18.54 | 341,428 | £16.12 |
1. The weighted average share price at the date of exercise for the options exercised was £27.68 (2024: £24.21)
The weighted average remaining contractual life for the options outstanding as at 31 December 2025
was 2.96 years (31 December 2024: 2.89 years).
Computacenter plc Annual Report and Accounts 2025202
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Notes to the Consolidated Financial Statements continued
30 Share-based payments continued
The fair value of the PSP, RSP, DBP and SAYE plans are estimated as at the date of grant using the Black-Scholes valuation model. The following tables give the assumptions made during the years ended
31 December 2025 and 31 December 2024:
2025
Nature of the arrangement | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan |
Date of grant | 24/03/2025 | 24/03/2025 | 24/03/2025 | 24/03/2025 | 07/04/2025 | 24/03/2025 | 24/03/2025 |
Number of instruments granted | 53,908 | 97,975 | 15,188 | 150,686 | 2,330 | 46,880 | 4,209 |
Exercise price (£) | – | – | – | – | – | – | – |
Share price at date of grant (£) | 26.23 | 26.23 | 26.23 | 26.23 | 23.91 | 26.23 | 26.23 |
Vesting period (years) | 3 | 3 | 3 | 3 | 3 | 3 | 3 |
Holding period (years) | 2 | – | – | – | – | – | – |
Contractual life from grant (years) | 10 | 10 | 3 | 10 | 10 | 3 | 10 |
| Expected settlement method | Equity | Equity | Equity | Equity | Equity | Equity | Equity |
| Dividend treatment | Accrue as | ||||||
| additional | |||||||
| shares during | |||||||
| the holding | |||||||
period only | None | None | None | None | None | None | |
| Vesting conditions | Service period aligned to vesting period | Service period aligned to vesting period | Service period | ||||
| Refer to pages 127 to 128 of this Annual Report | aligned to | ||||||
| and Accounts for performance conditions | See note 1 below for performance conditions | vesting period | |||||
Expected volatility | n/a | n/a | n/a | n/a | n/a | n/a | n/a |
Expected option life at grant date (years) | 3 | 3 | 3 | 3 | 3 | 3 | 3 |
Risk-free interest rate | n/a | n/a | n/a | n/a | n/a | n/a | n/a |
Dividend yield | 3.0% | 3.0% | 3.0% | 3.0% | 3.3% | 3.0% | 3.0% |
Fair value per granted instrument determined at grant date (£) | 24.00 | 24.00 | 24.00 | 24.00 | 21.69 | 24.00 | 24.00 |
Computacenter plc Annual Report and Accounts 2025 203
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30 Share-based payments continued
2025
Nature of the arrangement | RSP Plan | RSP Plan | RSP Plan | DBP plan | DBP plan | SAYE plan | SAYE plan | SAYE plan |
Date of grant | 24/06/2025 | 24/06/2025 | 24/06/2025 | 24/03/2025 | 24/03/2025 | 05/11/2025 | 05/11/2025 | 05/11/2025 |
Number of instruments granted | 14,072 | 25,571 | 3,965 | 3,332 | 3,331 | 34,224 | 200,267 | 372,573 |
Exercise price (£) | – | – | – | – | – | 24.32 | 23.50 | 22.12 |
Share price at date of grant (£) | 25.12 | 25.12 | 25.12 | 26.23 | 26.23 | 29.00 | 29.00 | 29.00 |
Vesting period (years) | 4 | 3 | 3 | 2 | 1 | 2 | 3 | 5 |
| Holding period (years) | 1 | - | - | - | - | - | - | - |
Contractual life from grant (years) | 10 | 10 | 3 | 2 | 1 | 2 | 3 | 5 |
| Expected settlement method | Equity | Equity | Equity | Equity | Equity | Equity | Equity | Equity |
| Dividend treatment | Accrue as | Accrue as | Accrue as | |||||
| additional | additional | additional | ||||||
| shares during | shares during | shares during | ||||||
| the holding | the vesting | the vesting | ||||||
period only | None | None | period only | period only | None | None | None | |
| Vesting conditions | Service period aligned to vesting period | |||||||
| Subject to a good practice underpin as detailed | Service and savings period aligned | |||||||
on page 126 of this Annual Report and Accounts | None | None | to vesting period | |||||
Expected volatility | n/a | n/a | n/a | n/a | n/a | 26.38% | 27.38% | 27.80% |
Expected option life at grant date (years) | 4 | 3 | 3 | 2 | 1 | 2 | 3 | 5 |
Risk-free interest rate | n/a | n/a | n/a | n/a | n/a | 3.68% | 3.72% | 3.90% |
Dividend yield | 3.1% | 3.1% | 3.1% | 3.0% | 3.0% | 2.63% | 2.63% | 2.63% |
Fair value per granted instrument determined at grant date (£) | 22.20 | 22.89 | 22.89 | 25.46 | 24.72 | 6.66 | 7.93 | 9.66 |
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30 Share-based payments continued
2024
Nature of the arrangement | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan | PSP plan | ||
Date of grant | 26/03/2024 | 26/03/2024 | 26/03/2024 | 26/03/2024 | 26/03/2024 | 26/03/2024 | 26/03/2024 | ||
Number of instruments granted | 79,892 | 83,800 | 11,371 | 139,431 | 30,377 | 7,929 | 892 | ||
Exercise price (£) | – | – | – | – | – | – | – | ||
Share price at date of grant (£) | 26.91 | 26.91 | 26.91 | 26.91 | 26.91 | 26.91 | 26.91 | ||
Vesting period (years) | 3 | 3 | 3 | 3 | 3 | 3 | 3 | ||
| Holding period (years) | 2 | - | - | - | - | - | - | ||
Contractual life from grant (years) | 10 | 10 | 3 | 10 | 3 | 10 | 3 | ||
Expected settlement method | Equity | Equity | Equity | Equity | Equity | Equity | Equity | ||
| Dividend treatment | Accrue as | ||||||||
| additional | |||||||||
| shares during | |||||||||
| the holding | |||||||||
period only | None | None | None | None | None | None | |||
| Vesting conditions | Service period aligned to | ||||||||
| Service period aligned to vesting period | vesting period | ||||||||
| Refer to page 133 of the 2024 Annual Report | See note 1 below for | Service period aligned to | |||||||
| and Accounts for performance conditions | performance conditions | vesting period | |||||||
Expected volatility | n/a | n/a | n/a | n/a | n/a | n/a | n/a | ||
Expected option life at grant date (years) | 3 | 3 | 3 | 3 | 3 | 3 | 3 | ||
Risk-free interest rate | n/a | n/a | n/a | n/a | n/a | n/a | n/a | ||
Dividend yield | 2.9% | 2.9% | 2.9% | 2.9% | 2.9% | 2.9% | 2.9% | ||
Fair value per granted instrument determined at grant date (£) | 24.72 | 24.72 | 24.72 | 24.72 | 24.72 | 24.72 | 24.72 | ||
Computacenter plc Annual Report and Accounts 2025 205
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30 Share-based payments continued
2024
Nature of the arrangement | DBP Plan | DBP Plan | SAYE Plan | SAYE Plan | SAYE Plan | |
Date of grant | 26/03/2024 | 26/03/2024 | 06/11/2024 | 06/11/2024 | 06/11/2024 | |
Number of instruments granted | 12,097 | 12,098 | 39,086 | 218,040 | 459,303 | |
Exercise price (£) | – | – | 18.39 | 20.98 | 19.75 | |
Share price at date of grant (£) | 26.91 | 26.91 | 21.64 | 21.64 | 21.64 | |
Vesting period (years) | 2 | 1 | 2 | 3 | 5 | |
| Holding period (years) | - | - | - | - | - | |
Contractual life from grant (years) | 2 | 1 | 2 | 3 | 5 | |
Expected settlement method | Equity | Equity | Equity | Equity | Equity | |
| Accrue as additional shares | ||||||
| Dividend treatment | during the vesting period only | None | None | None | ||
| Service and savings period aligned to vesting | ||||||
Vesting conditions | None | None | period | |||
Expected volatility | n/a | n/a | 25.62% | 27.82% | 33.68% | |
Expected option life at grant date (years) | 2 | 1 | 2 | 3 | 5 | |
Risk-free interest rate | n/a | n/a | 4.31% | 4.29% | 4.30% | |
Dividend yield | 2.9% | 2.9% | 3.63% | 3.63% | 3.63% | |
Fair value per granted instrument determined at grant date (£) | 26.16 | 25.43 | 4.70 | 4.29 | 6.81 | |
Note
1. Issued under the terms of the Computacenter Performance Share Plan 2005, as amended at the AGMs held on 13 May 2011, 19 May 2015, 18 May 2018, 19 May 2022 and 17 May 2023. One-quarter of the shares will vest if the compound
annual EPS growth over the performance period equals 5% per annum. One-half of the shares will vest if the compound annual EPS growth over the performance period equals 7.5% and the shares will vest in full if the compound annual
EPS growth over the performance period equals 10%. If the compound annual EPS growth over the performance period is between 5% and 10%, shares awarded will vest on a straight-line basis. The performance period usually covers a
period of three years from 1 January of the year the award is granted.
The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the recent historical volatility is
indicative of future trends, which may not necessarily be the actual outcome. No other features of the options granted were incorporated into the measurement of fair value.
Computacenter plc Annual Report and Accounts 2025206
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Notes to the Consolidated Financial Statements continued
31 Analysis of changes in net funds
| At 31 | |||||
| At 1 January | Cash flows | Non-cash | Exchange | December | |
| 2025 | in year | flow | differences | 2025 | |
| £m | £m | £m | £m | £m | |
Cash and short-term deposits | 489.6 | 135.8 | – | 3.1 | 628.5 |
Cash and cash equivalents | 489.6 | 135.8 | – | 3.1 | 628.5 |
Bank loans and credit facility | (7.4) | (15.0) | – | (0.1) | (22.5) |
Adjusted net funds (excluding lease liabilities) | 482.2 | 120.8 | – | 3.0 | 606.0 |
Lease liabilities | (129.5) | 52.7 | (101.3) | (1.7) | (179.8) |
Net funds | 352.7 | 173.5 | (101.3) | 1.3 | 426.2 |
The financing cash flows included in the table above are detailed as follows:
| Customer- | Liabilities from | |||||
| specific | Lease | financing | ||||
| Bank loans | Credit facilities | financing | Others | liabilities | activities | |
| £m | £m | £m | £m | £m | £m | |
Balance at 1 January 2025 | (7.4) | – | – | – | (129.5) | (136.9) |
| Changes from financing cash flows: | ||||||
Interest paid | 0.1 | 0.1 | 1.0 | 4.6 | – | 5.8 |
Interest paid on lease liabilities | – | – | – | – | 9.3 | 9.3 |
Drawdown of borrowings | – | (22.8) | (19.0) | – | (41.8) | |
Repayment of borrowings | 4.1 | 22.7 | 0.1 | – | – | 26.9 |
Payment of capital element of lease liabilities | – | – | – | – | 43.4 | 43.4 |
Total changes from financing cash flows | 4.2 | – | (17.9) | 4.6 | 52.7 | 43.6 |
The effect of changes in foreign exchange rates | (0.2) | 0.1 | (0.1) | – | (1.7) | (1.9) |
| Other changes: | ||||||
New leases | – | – | – | – | (80.5) | (80.5) |
Lease modifications | – | – | – | – | (18.0) | (18.0) |
Early termination of leases | – | – | – | – | 6.5 | 6.5 |
Interest expense | (0.1) | (0.1) | (1.0) | (4.6) | (9.3) | (15.1) |
Total other changes | (0.1) | (0.1) | (1.0) | (4.6) | (101.3) | (107.1) |
Balance at 31 December 2025 | (3.5) | – | (19.0) | – | (179.8) | (202.3) |
Refer to Note 23(a) for details of customer-specific financing.
Computacenter plc Annual Report and Accounts 2025 207
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31 Analysis of changes in net funds continued
| At 31 | |||||
| At 1 January | Cash flows | Non-cash | Exchange | December | |
| 2024 | in year | flow | differences | 2024 | |
| £m | £m | £m | £m | £m | |
Cash and short-term deposits | 471.2 | 29.5 | – | (11.1) | 489.6 |
Cash and cash equivalents | 471.2 | 29.5 | – | (11.1) | 489.6 |
Bank loans and credit facility | (12.2) | 4.5 | – | 0.3 | (7.4) |
Adjusted net funds (excluding lease liabilities) | 459.0 | 34.0 | – | (10.8) | 482.2 |
Lease liabilities | (115.4) | 47.4 | (64.9) | 3.4 | (129.5) |
Net funds | 343.6 | 81.4 | (64.9) | (7.4) | 352.7 |
The financing cash flows included in the table above are detailed as follows:
| Customer- | Liabilities from | |||||
| Revolving | specific | Lease | financing | |||
| Bank loans | credit facilities | financing | Others | liabilities | activities | |
| £m | £m | £m | £m | £m | £m | |
Balance at 1 January 2024 | (12.2) | – | – | – | (115.4) | (127.6) |
| Changes from financing cash flows: | ||||||
Interest paid | 0.1 | 0.4 | – | 0.8 | – | 1.3 |
Interest paid on lease liabilities | – | – | – | – | 5.8 | 5.8 |
Drawdown of borrowings | – | (40.0) | – | – | – | (40.0) |
Repayment of borrowings | 4.5 | 40.0 | – | – | – | 44.5 |
Payment of capital element of lease liabilities | – | – | – | – | 41.6 | 41.6 |
Total changes from financing cash flows | 4.6 | 0.4 | – | 0.8 | 47.4 | 53.2 |
The effect of changes in foreign exchange rates | 0.3 | – | – | – | 3.4 | 3.7 |
| Other changes: | ||||||
New leases | – | – | – | – | (51.0) | (51.0) |
Lease modifications | – | – | – | – | (10.5) | (10.5) |
Early termination of leases | – | – | – | – | 2.4 | 2.4 |
Interest expense | (0.1) | (0.4) | – | (0.8) | (5.8) | (7.1) |
Total other changes | (0.1) | (0.4) | – | (0.8) | (64.9) | (66.2) |
Balance at 31 December 2024 | (7.4) | – | – | – | (129.5) | (136.9) |
Computacenter plc Annual Report and Accounts 2025208
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
| 2025 | 2024 | |
| £m | £m | |
Retirement benefit obligation | 20.7 | 22.3 |
| 2025 | 2024 | |
| £m | £m | |
Balance at 1 January | 22.3 | 26.2 |
| Included in Consolidated Income Statement | ||
Current service cost | 1.4 | 1.7 |
Interest cost | 0.8 | 0.8 |
2.2 | 2.5 | |
| Included in Consolidated Statement of Comprehensive Income | ||
| Actuarial gain arising from: | ||
– Changes in demographic assumptions | (2.2) | – |
– Change in financial assumptions | (0.7) | (3.9) |
| 2025 | 2024 | |
| £m | £m | |
– Experience adjustment | (1.0) | (0.6) |
Remeasurements gain | (3.9) | (4.5) |
Effect of movements in exchange rates | 1.2 | (1.2) |
(2.7) | (5.7) | |
Other Benefits paid | (1.1) | (0.7) |
Balance at 31 December | 20.7 | 22.3 |
| 2025 | 2024 | |
| % | % | |
Discount rate | 3.8 | 3.4 |
Future salary growth | 2.6 | 2.6 |
| Turnover rates: | ||
– Non-managers | 6.0 | 5.7 |
– Supervisors | 4.0 | 2.7 |
– Executives | 7.0 | 2.7 |
| 2025 | 2024 | |||
| £m | £m | |||
Increase (1%) | Decrease (1%) | Increase (1%) | Decrease (1%) | |
Discount rate | 1.8 | (2.1) | 2.1 | (2.5) |
Future salary growth | (2.1) | 1.9 | (2.5) | 2.2 |
Turnover rates | 1.0 | (1.2) | 2.2 | (1.5) |
Computacenter plc Annual Report and Accounts 2025 209
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
| 2025 | 2024 | |
| £m | £m | |
Short-term employee benefits | 2.8 | 2.2 |
Social security costs | 0.7 | 0.7 |
Share-based payments | – | – |
Pension costs | – | 0.1 |
Total compensation paid to key management personnel | 3.5 | 3.0 |
35 Events after the reporting period
On 5 January 2026, the Group acquired 100% of the voting shares of AgreeYa Solutions Inc.,
a Professional Services business focused on the US enterprise market, and the assets of the
associated business, AgreeYa India, for an enterprise value of up to $120m.
The financial effects of this transaction were not recognised as of 31 December 2025, since control
transferred after the year end. The operating results and assets and liabilities of the acquired entities
will be consolidated from 1 January 2026, the effective date of the transaction.
The transaction has been funded from existing cash resources.
AgreeYa is a technology solutions partner, headquartered in Folsom, California, that has been
providing Professional Services to enterprise customers across the United States for over 26 years.
It serves large customers in a range of markets including telecommunications, financial services,
professional services and state/local government. The company has over 600 people in the United
States and over 700 in India (including contractors), where the main base is Noida, near Delhi. AgreeYa
is expected to report consolidated revenue (all Professional Services) in 2025 of approximately $120m
with adjusted EBITDA of approximately $14m.
AgreeYa enhances Computacenter’s existing capabilities in the areas of cloud, data, automation and
AI; digital engineering (app modernisation, development and testing); modern workplace; and IT
staffing (expert services). The addition of AgreeYa to Computacenter North America is expected to
increase Computacenter’s annualised North American Professional Services revenue to over $350m.
Additionally, the capabilities of AgreeYa’s team in India will further enrich Computacenter’s European
business through the transfer of specialised skills and innovation.
The purchase consideration comprises cash of $110m, subject to adjustments as defined in the share
purchase agreement (SPA). In addition, an earnout payment of up to a further $10m is payable by the
Group based on the 2025 performance of the acquired business, in accordance with the terms, and
| subject to the conditions, set forth in the SPA. |
Given the limited period of ownership prior to the issuance of the Consolidated Financial Statements,
the Group has not yet completed the acquisition accounting required to meet the disclosure
requirements set out in IFRS 3. The Group will include the relevant disclosures within the 2026 Annual
Report and Accounts.
Computacenter plc Annual Report and Accounts 2025210
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
Note
2025
£m
2024
£m
Non-current assets
Investment property 4 8.7 8.8
Investments 5 500.8 614.2
509.5 623.0
Current assets
Trade and other receivables 0.2 0.1
Prepayments 2.5 2.3
Cash and short-term deposits 1.1 0.3
3.8 2.7
Total assets 513.3 625.7
Current liabilities
Trade and other payables 6 372.8 292.2
Income tax payable 0.3 0.4
373.1 292.6
Total liabilities 373.1 292.6
Net assets 140.2 333.1
Capital and reserves
Issued share capital 7 8.9 8.9
Share premium 7 4.0 4.0
Capital redemption reserve 7 0.4 0.4
Own shares held (245.7) (246.5)
Retained earnings 372.6 566.3
Shareholders’ equity 140.2 333.1
The loss for the year ended 31 December 2025 included within retained earnings is £117.5 m (2024: profit of £134.8m).
The accompanying notes on pages 213 to 217 form an integral part of these financial statements.
Approved by the Board on 11 March 2026.
MJ Norris KA Mortimer
Chief Executive Officer Chief Financial Officer
Company Balance Sheet
As at 31 December 2025
Computacenter plc Annual Report and Accounts 2025 211
Strategic Report Governance Financial Statements
Company Balance Sheet
Issued share
capital
£m
Share
premium
£m
Capital
redemption
reserve
£m
Own shares
held
£m
Retained
earnings
£m
Shareholders’
equity
£m
At 1 January 2025 8.9 4.0 0.4 (246.5) 566.3 333.1
Loss for the year – – – – (117.5) (117.4)
Total comprehensive income for the year – – – – (117.5) (117.4)
Transactions with owners:
– Exercise of options – – – 22.7 (10.6) 12.1
– Purchase of own shares – – – (21.9) – (21.9)
– Share options granted to employees of subsidiary companies – – – – 9.0 9.0
– Equity dividends – – – – (74.6) (74.6)
Total – – – 0.8 (76.2) (75.5)
At 31 December 2025 8.9 4.0 0.4 (245.7) 372.6 140.2
At 1 January 2024 9.3 4.0 – (140.4) 614.5 487.4
Profit for the year – – – – 134.8 134.8
Total comprehensive income for the year – – – – 134.8 134.8
Reclassification – – – 8.5 (8.5) –
Transactions with owners:
– Share buyback programme (note 7) – – – (198.7) – (198.7)
– Expenses relating to share buyback programme (note 7) – – – – (1.5) (1.5)
– Cancellation of shares (note 7) (0.4) – 0.4 84.2 (84.2) –
– Exercise of options – – – 23.0 (17.0) 6.0
– Purchase of own shares – – – (23.1) – (23.1)
– Share options granted to employees of subsidiary companies – – – – 7.1 7.1
– Equity dividends – – – – (78.9) (78.9)
Total (0.4) – 0.4 (114.6) (174.5) (289.1)
At 31 December 2024 8.9 4.0 0.4 (246.5) 566.3 333.1
The accompanying notes on pages 213 to 217 form an integral part of these financial statements.
Company Statement of Changes in Equity
For the year ended 31 December 2025
Computacenter plc Annual Report and Accounts 2025212
Strategic Report Governance Financial Statements
Company Statement of Changes in Equity
1 Authorisation of Financial Statements
The Financial Statements of Computacenter plc (the Company) for the year ended 31 December 2025
were authorised for issue by the Board of Directors on 11 March 2026 and the Balance Sheet was signed
on the Board’s behalf by MJ Norris and KA Mortimer.
Computacenter plc is a public limited company incorporated and domiciled in England and Wales. The
Company’s ordinary shares are traded on the London Stock Exchange.
2 Summary of material accounting policies
Basis of preparation
These financial statements were prepared in accordance with Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101). The financial statements are prepared under the historical
cost convention.
No profit and loss account is presented by the Company as permitted by section 408 of the
Companies Act 2006. The Company is included in the Consolidated Financial Statements of
Computacenter plc and its subsidiaries (the Group), which are available from Computacenter plc,
Hatfield Business Park, Hatfield Avenue, Hatfield, AL10 9TW.
The material accounting policies which follow are applied in preparing the Company’s Financial
Statements for the year ended 31 December 2025. The Financial Statements are prepared in pound
sterling (£) and all values are rounded to the nearest hundred thousand, except when otherwise indicated.
In preparing these Financial Statements, the Company applies the recognition, measurement and
disclosure requirements of UK-adopted international accounting standards (IFRS), but makes
amendments where necessary in order to comply with the Companies Act 2006 and has set out below
where advantage of the FRS 101 disclosure exemptions has been taken:
(a) the requirements of paragraphs 45(b) and 46–52 of IFRS 2 Share-based Payment;
(b) the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j)–(m), B64(n)(ii), B64(o)
(ii), B64(p), B64(q)(ii), B66 and B67 of IFRS 3 Business Combinations;
(d) the requirements of IFRS 7 Financial Instruments: Disclosures;
(e) the requirements of paragraphs 91–99 of IFRS 13 Fair Value Measurement;
(f) the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present
comparative information in respect of:
(i) paragraph 79(a)(iv) of IAS 1; and
(iv) paragraphs 76 and 79(d) of IAS 40 Investment Property.
(g) the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and
134–136 of IAS 1;
(h) the requirements of IAS 7 Statement of Cash Flows;
Notes to the Company Financial Statements
For the year ended 31 December 2025
(i) the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting
Estimates and Errors;
(j) the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;
(k) the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures;
(l) the requirements in IAS 24 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; and
(m) the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-(f) and 135(c)-(e) of IAS 36 Impairment
of Assets.
As applicable, equivalent disclosures are included in the Consolidated Financial Statements of the Group.
Investment property
Investment property is defined as land and/or buildings held by the Company to earn rental income or
for capital appreciation, or both, rather than for sale in the ordinary course of business, or for use in
supply of goods or services, or for administrative purposes. The Company recognises any part of an
owned (or leased under a finance lease) property that is leased to third parties as investment property,
unless it represents an insignificant portion of the property.
Investment property is measured initially at cost including transaction costs. Subsequent to initial
recognition, the Company elected to measure investment property at cost less accumulated
depreciation and accumulated impairment losses, if any.
Freehold land is not depreciated. Depreciation is provided on freehold building using the straight-line
method over its expected useful life, 25 years.
The fair values, which reflect the market conditions at the balance sheet date, are disclosed in note 4.
Investments
Fixed-asset investments are shown at cost less provision for impairment.
Impairment of non-financial assets
The carrying values of assets are reviewed for impairment when events or changes in circumstances
indicate that the carrying value may not be recoverable.
An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal
and value-in-use. For the purposes of assessing impairment, assets are grouped at the lowest levels
for which there are separately identifiable cash inflows which are largely independent of the cash
inflows from other assets or groups of assets (cash-generating units).
As there is no recognised goodwill, non-financial assets that suffered an impairment are reviewed for
possible reversal of the impairment at the end of each reporting period.
Computacenter plc Annual Report and Accounts 2025 213
Strategic Report Governance Financial Statements
Notes to the Company Financial Statements
2 Summary of material accounting policies continued
Foreign currencies
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of
exchange ruling at the balance sheet date. All differences are taken to the profit and loss account.
Amounts owed by/to subsidiary undertakings
Intra-Group receivables are recognised initially at fair value, and subsequently at amortised cost using
the effective interest rate method, less an allowance for any uncollectable amounts. The Company
assesses for doubtful debts (impairment) using the expected credit losses model, as required by IFRS 9.
Intra-Group payables are recognised initially at fair value, and subsequently at amortised cost using
the effective interest rate method.
Share-based payment transactions
The accounting policy in relation to share-based payment transactions is disclosed in full in the
Consolidated Financial Statements. In addition, the financial effect of awards by the Company of
options over its equity shares to employees of subsidiary undertakings is recognised by the Company
in its individual financial statements as an increase in investment in subsidiaries, with a credit to equity
equivalent to the IFRS 2 cost in subsidiary undertakings.
On transition to IFRS, the Company did not apply the measurement rules of IFRS 2 to equity-settled
awards granted before 7 November 2002 or granted after that date and vested before 1 January 2005.
However, later modifications of such equity instruments are measured under IFRS 2.
Taxation
Corporation tax payable is provided on taxable profits at the current tax rate. Where Group relief is
surrendered from other subsidiaries in the Group, the Company is required to pay to the surrendering
company an amount equal to the loss surrendered multiplied by the current tax rate.
Deferred tax is recognised in respect of all temporary differences that have originated, but not
reversed, at the balance sheet date where transactions or events that result in an obligation to pay
more, or a right to pay less, tax in the future have occurred at the balance sheet date.
Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in
periods in which temporary differences reverse, based on tax rates and laws enacted or substantively
enacted at the balance sheet date.
Own shares held
Shares in the Company, held by the Company, are classified in shareholders’ equity as own shares held
and are recognised at cost. Consideration received for the sale of such shares is also recognised in
equity, with any difference between the proceeds from sale and the original cost being taken to
reserves. No gain or loss is recognised in the financial statements on the purchase, sale, issue or
cancellation of equity shares.
Dividend distribution
Equity dividend distributions to the Company’s shareholders are recognised as a liability in the
financial statements in the period in which they are appropriately authorised:
• Final dividends are recognised when they are approved by the shareholders at the Annual General
Meeting.
• Interim dividends are recognised when they are paid, following approval by the Board of Directors.
3 Critical accounting estimates and judgements
The preparation of financial statements in conformity with FRS 101 requires the use of certain critical
accounting estimates. It also requires Management to exercise its judgement in the process of
applying the Company’s accounting policies.
Due to the inherent uncertainty in making these critical judgements and estimates, actual outcomes
could be different.
3.1 Critical estimates
Estimates and underlying assumptions are reviewed on an ongoing basis, with revisions recognised in
the year in which the estimates are revised and in any future years affected. There are no areas
involving significant risk resulting in a material adjustment to the carrying amounts of assets and
liabilities within the next financial year.
3.2 Critical judgements
There are no areas involving significant judgements made in applying the Company’s accounting
policies that would have a significant effect on the financial statements.
3.3 Change in critical estimates and critical judgements
Critical judgements reported in the Company’s previous financial statements are unchanged.
Recoverability of investments is no longer considered a critical estimate as no material adjustment to
the carrying value of investments is currently expected within the next financial year.
3.4 Other areas of judgement and accounting estimates
The preparation of financial statements may involve other areas of judgement and accounting
estimates that do not meet the criteria of critical accounting estimates or judgments under IAS 1.
However, these estimates or judgements form the basis for the recognition and measurement of
certain assets and liabilities. They are based on assumptions and may be subject to longer-term
uncertainties. Other areas of judgement and accounting estimates are discussed below.
Recoverability of investments
Recoverability of investments has been included within other areas of judgement and accounting
estimates as it forms the basis for the recognition and measurement of a material asset of the
Company, including the potential for impairment reversals in future periods.
Computacenter plc Annual Report and Accounts 2025214
Strategic Report Governance Financial Statements
Notes to the Company Financial Statements continued
At each reporting date, the Company assesses whether there are indicators of impairment or
impairment reversal in respect of its investments. If such indicators are identified, the carrying value of
the relevant investment is compared to its recoverable amount, being the higher of the fair value less
costs to dispose and the value in use.
The determination of the recoverable amount involves judgement and estimation, particularly in
relation to future financial performance, expected cash flows and prevailing market conditions.
4 Investment properties
Freehold land
and buildings
£m
Cost
At 1 January 2025 and 31 December 2025 42.4
Accumulated depreciation
At 1 January 2025 33.5
Charge in the year 0.2
At 31 December 2025 33.7
Net book value
At 31 December 2025 8.7
At 31 December 2024 8.9
Investment property represents a building owned by the Company that is rented under a short-term
rolling arrangement to Computacenter (UK) Ltd, a wholly-owned subsidiary of the Company. Rental
income during the year was £4.2m (2024: £4.2m).
The fair value of investment property amounted to £33.3m at 31 December 2025 (31 December 2024:
£32.8m). The fair values for disclosure purposes have been determined using either the support of
qualified independent external valuers or by internal valuers with the necessary recognised and
relevant professional qualification, applying a combination of the present value of future cash flows and
observable market values of comparable properties. Management’s most recent external valuation of
this property took place in February 2016. As this property is rented to a subsidiary and is carried at
depreciated cost value, an updated external valuation was not sought at 31 December 2025.
5 Investments
Investments in
subsidiary
undertakings
£m
Loans to
subsidiary
undertakings
£m
Total
£m
Cost
At 1 January 2025 620.2 2.1 622.3
Share-based payments 7.7 – 7.7
At 31 December 2025 627.9 2.1 630.0
Amounts provided
At 1 January 2025 6.0 2.1 8.1
Provided during the year 121.1 – 121.1
At 31 December 2025 127.1 2.1 129.2
Net book value
At 31 December 2025 500.8 – 500.8
At 31 December 2024 614.2 – 614.2
The carrying values of investments are reviewed annually or when events or changes in circumstances
indicate that the carrying value may not be recoverable. The Company assesses if such indicators exist
at the end of each reporting period by considering external and internal factors, including whether the
carrying amount of an investment exceeds the investee’s net assets or if a dividend exceeds the total
comprehensive income of the investee. The Company also evaluates its investments annually for any
indicators of impairment reversal.
During the year, trading performance of Computacenter France SAS (CC France), a wholly owned
subsidiary, was weaker than previously expected and future forecasts have been revised downwards,
including less favourable assumptions in respect of profitability and working capital. Therefore, the
Company has reassessed the recoverable amount of its investment in CC France, using the fair value
less costs to dispose. This yields a higher recoverable amount than the value-in-use calculation used
in the prior year.
As a consequence of the reassessment, an impairment loss of £121.1m has been recognised during the
year (2024: impairment reversal of £49.7m) and the Company’s investment in CC France is now fully
impaired. The impairment loss is included within the Company’s loss for the year of £117.5m (2024:
profit of £134.8m).
Details of the principal investments at 31 December in which the Company holds more than 20% of the
nominal value of ordinary share capital are given in note 18 to the Consolidated Financial Statements.
Computacenter plc Annual Report and Accounts 2025 215
Strategic Report Governance Financial Statements
Notes to the Company Financial Statements continued
6 Trade and other payables
2025
£m
2024
£m
Accruals 1.6 0.2
Amount owed to subsidiary undertaking 371.2 292.0
372.8 292.2
Amount owed to subsidiary undertaking is repayable on demand. The movement during the year is
mainly due to Computacenter Group’s informal cash pooling arrangement and equity dividends.
7 Issued share capital and reserves
Share capital
Issued and fully paid
7
5
⁄9p
ordinary
shares
No. ’000
Total
£m
At 1 January 2024 122,688 9.3
Cancellation of shares – share buyback programme (5,000) (0.4)
At 31 December 2024 and 31 December 2025 117,688 8.9
2024 Share buyback programme
On 26 July 2024, the Company announced a share buyback programme of up to £200.0m to reduce
its share capital, which was concluded on 30 October 2024.
Under the programme, the Company repurchased 7,897,178 shares for a total cost of £198.7m,
reflected as a debit to ‘Own shares held’. Subsequently, 5,000,000 shares were cancelled resulting in a
decrease in share capital and a corresponding increase in capital redemption reserve of £0.4m,
representing the nominal value of the cancelled shares. The Company holds shares repurchased
pursuant to the programme as treasury shares.
Expenses relating to the share buyback programme of £1.5m were accounted for as a deduction from
retained earnings (equity), and included stamp duty, regulatory fees and amounts paid to legal and
other professional advisors.
Share premium
The share premium account is used to record the aggregate amount or value of premiums paid when
the Company’s shares are issued/redeemed at a premium.
Capital redemption reserve
The capital redemption reserve is used to maintain the Company’s capital following the purchase and
cancellation of its own shares.
During the year, the Company did not repurchase its own shares for cancellation.
In 2024, the Company cancelled 5,000,000 of its shares repurchased under the share buyback
programme, which resulted in a credit of £0.4m.
8 Borrowings
Credit facility
Computacenter Group has an unsecured, multi-currency revolving loan committed facility of
£200.0m. The facility had an initial term of five years, which has been extended to seven years by
exercising two one-year extension options. The revised expiry of the facility is 8 December 2029. The
balance outstanding against this facility as at 31 December 2025 was nil (31 December 2024: nil).
The Company paid arrangement fees of £2.5m, which are included within prepayments on the Balance
Sheet and are being amortised over the term of the facility.
9 Auditor’s remuneration
All auditor’s remuneration is borne by Computacenter (UK) Ltd, a wholly-owned UK subsidiary of the
Company. The amount payable to the auditor in respect of the audit of the Company is £1.0m (2024:
£0.9m).
The Company is exempt from providing details of non-audit fees as it prepares Consolidated Financial
Statements in which the details are required to be disclosed on a consolidated basis (see note 7 to the
Consolidated Financial Statements).
10 Employee costs
The average number of Directors employed during the year was two (2024: two), who are remunerated
through other Group companies. The Company has no other employees.
Computacenter plc Annual Report and Accounts 2025216
Strategic Report Governance Financial Statements
Notes to the Company Financial Statements continued
11 Dividends paid and proposed
2025
p/share
2025
£m
2024
p/share
2024
£m
Amounts recognised as distributions to
owners in the financial year
Equity dividends on ordinary shares:
Paid prior financial year dividend 47.4 49.9 47.4 53.5
Paid interim dividend 23.6 24.7 23.3 25.4
71.0 74.6 70.7 78.9
Proposed (not recognised as a liability as
at 31 December)
Equity dividends on ordinary shares:
Proposed final dividend at financial year end 51.0 54.2 47.4 50.4
12 Distributable reserves
Dividends are paid from the standalone balance sheet of the Company, and as at 31 December 2025
the distributable reserves were approximately £27.6m (31 December 2024: £229.5m).
Following an assessment of the profits available for distribution that occurred during the year, and as a
matter of prudence, the Company has reclassified the cumulative credit to equity relating to share-
based payments, from its distributable reserves. As a result, previously reported distributable reserves
for 2024 of £319.8m have decreased by £90.3m.
Following the completion of the first phase of a Group subsidiary reorganisation programme, the
Parent Company received a dividend of £260.8m on 27 February 2026. Parent Company interim
accounts for the 14 months to 28 February 2026 were delivered to Companies House on 9 March
2026, showing distributable reserves at 28 February 2026 of £274.0m.
Computacenter plc Annual Report and Accounts 2025 217
Strategic Report Governance Financial Statements
Notes to the Company Financial Statements continued
Group five-year summary results
Year ended 31 December
2021
£m
2022
£m
2023
£m
2024
£m
2025
£m
Revenue 5,034.5
1
6,470.5 6,922.8 6,964.8 9,193.9
Adjusted operating profit 262.8 269.1 271.5 246.7 274.7
Adjusted profit before tax 255.6 263.7 278.0 254.0 272.0
Profit for the year 186.5 184.2 199.4 171.9 157.1
Adjusted diluted earnings per share 165.6p 169.7p 174.8p 159.9p 175.1
Adjusted net funds 241.4 244.3 459.0 482.2 606.0
Average number of employees 17,980 19,370 20,308 20,314 20,096
1. Revenue for the year ended 31 December 2021 has been restated to reflect the change in revenue recognition policies relating to software licences and third-party services agreements resold on a standalone basis, following the
finalisation of an agenda decision by the IFRS Interpretation Committee.
Group five-year summary balance sheet
As at 31 December
2021
£m
2022
£m
2023
£m
2024
£m
2025
£m
Tangible assets 90.0 94.1 96.1 90.7 86.0
Right-of-use assets 138.1 119.4 104.5 119.0 165.9
Intangible assets 273.7 342.1 322.4 317.5 285.0
Investment in associate 0.1 0.1 0.1 0.1 0.1
Deferred tax asset 30.2 11.3 11.6 6.3 5.3
Non-current trade and other receivables – 9.9 21.1 32.7 53.1
Non-current prepayments 16.6 19.4 10.3 7.7 6.8
Inventories 341.3 417.7 216.0 307.2 482.8
Trade and other receivables (including income tax receivables) 1,263.5 1,698.4 1,510.6 1,677.2 1,951.5
Prepayments and accrued income 251.1 259.7 291.6 309.8 393.7
Derivative financial instruments 3.6 7.5 2.5 8.2 5.2
Cash and short-term deposits 285.2 264.4 471.2 489.6 628.5
Current liabilities (1,763.2) (2,210.6) (1,976.6) (2,409.7) (2,959.7)
Non-current liabilities (185.4) (161.4) (132.0) (137.3) (206.3)
Net assets 744.8 872.0 949.4 819.0 897.9
Group five-year financial review
Computacenter plc Annual Report and Accounts 2025218
Strategic Report Governance Financial Statements
Group five-year financial review
Financial calendar
Event Date
AGM 19 May 2026
Ex-dividend date 4 June 2026
Dividend record date 5 June 2026
Dividend payment date 3 July 2026
Interim results
announcement 8 September 2026
Board of Directors
Pauline Campbell (Non-Executive Chair)
Mike Norris (Chief Executive Officer)
Keith Mortimer (Chief Financial Officer)
1
René Carayol (Non-Executive Director)
Philip Hulme (Non-Executive Director)
Kelly Kuhn (Non-Executive Director)
Simon McNamara (Non-Executive Director)
2
Ljiljana Mitic (Non-Executive Director)
Peter Ogden (Non-Executive Director)
Adam Walker (Senior Independent Director)
1. Appointed on 1 September 2025
2. Appointed on 9 January 2025
Principal bankers
Barclays Bank plc
1 Churchill Place
Canary Wharf
London
E14 5HP
United Kingdom
Tel: +44 (0) 345 7345 345
HSBC Bank plc
8 Canada Square
London
E14 5HQ
United Kingdom
Tel: +44 (0) 345 740 4404
Auditor
Grant Thornton UK LLP
8 Finsbury Circus
London
EC2M 7EA
United Kingdom
Tel: +44 (0) 20 7383 5100
Company Secretary
Simon Pereira
Registered office
Hatfield Avenue
Hatfield
Hertfordshire
AL10 9TW
United Kingdom
Tel: +44 (0) 1707 631000
Stockbrokers and investment bankers
J.P. Morgan
25 Bank Street
Canary Wharf
London
E14 5JP
United Kingdom
Tel: +44 (0) 20 7742 4000
Jefferies International Limited
100 Bishopsgate
London
EC2N 4JL
United Kingdom
Tel: +44 (0) 20 7029 8000
Registrar and transfer office
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
United Kingdom
Tel: +44 (0) 371 384 2027
Solicitor
Linklaters LLP
20 Ropemaker Street
London
EC2Y 9AR
United Kingdom
Tel: +44 (0) 20 7456 2000
Company registration number
03110569
Website
www.computacenter.com
Corporate information
Computacenter plc Annual Report and Accounts 2025 219
Strategic Report Governance Financial Statements
Corporate information
Principal offices
UK and Group Headquarters
Computacenter PLC
Hatfield Avenue
Hatfield
Hertfordshire
AL10 9TW
United Kingdom
Tel: +44 (0) 1707 631000
Belgium
Computacenter NV/SA
Ikaroslaan 31
B-1930 Zaventem
Belgium
Tel: +32 (0) 2 704 9411
France
Computacenter France SAS
229 rue de la Belle Étoile
ZI Paris Nord II
BP 52387
95943 Roissy CDG Cedex
France
Tel: +33 (0) 1 48 17 41 00
Germany
Computacenter AG & Co. oHG
Computacenter Park 1
50170 Kerpen
Germany
Tel: +49 (0) 2273 5970
Computacenter AG
Computacenter Park 1
50170 Kerpen
Germany
Tel: +49 (0) 2273 5970
Computacenter Germany AG & Co. oHG
Tölzer Str. 1
81379 München
Germany
Tel: +49 (0) 8945 7120
Hungary
Computacenter Services Kft
Haller Gardens, Building D. 1st Floor
Soroksári út 30-34
Budapest 1095
Hungary
Tel: +36 (0) 1 777 7488
India
Computacenter India Private Limited
Bren Artimus
Hosur Road, opposite Christ University
Dairy Colony, Adugodi
Bengaluru, Karnataka 560029
India
Tel: +91 (0) 95386 11122
Japan
Computacenter Japan K.K.
Cross Office Mita 601
5-29-20 Shiba
Minato-ku Tokyo
Japan
Tel: +81 (0) 3 6809 3032
Mexico
Computacenter México S.A. de C.V.
Av. Paseo de la Reforma, No. 412-5
Col. Juárez
Delegación Cuauhtémoc
CP 06600
Ciudad de México
México
Tel: +52 (0) 55 6844 0700
Netherlands
Computacenter B.V.
Gondel 1
1186 MJ Amstelveen
Netherlands
Tel: +31 (0) 88 435 8000
Romania
Computacenter Services S.R.L.
Cluj Business Campus
44-46 Henri Barbusse (Building B)
Cluj-Napoca, CJ 400616
Romania
South Africa
Computacenter (Pty) Ltd
Building 1
Klein D’Aria Estate
97 Jip de Jager Drive
Bellville, 7530
Cape Town
South Africa
Tel: +27 (0) 21 957 4900
Spain
Computacenter Services (Iberia) S.L.U.
Carrer de Sancho De Avila 52-58
08018 Barcelona
Spain
Tel: +34 (0) 936 207 000
Switzerland
Computacenter AG
Riedstrasse 14
CH-8953 Dietikon
Switzerland
Tel: +41 (0) 43 322 40 80
United States of America
Computacenter United States, Inc.
1 University Avenue
Suite 102, Westwood
MA 02090
United States of America
Tel: +1 (0) 714 861 2200
Computacenter plc Annual Report and Accounts 2025220
Strategic Report Governance Financial Statements
Principal offices
Alternative performance measures are used by the Group to understand and manage performance.
These are not defined under International Financial Reporting Standards (IFRS) or UK-adopted
International Accounting Standards (UK-IFRS) and are not intended to be a substitute for any IFRS or
UK-IFRS measures of performance. They have been included as Management considers them to be
important measures, alongside the comparable Generally Accepted Accounting Practice (GAAP)
financial measures, in assessing underlying performance. Wherever appropriate and practical, we
provide reconciliations to relevant GAAP measures. The table below sets out the basis of calculation of
the alternative performance measures and the rationale for their use.
Measure Description Rationale
Adjusted net
funds and net
funds
Adjusted net funds or adjusted net debt
includes cash and cash equivalents, other
short- or long-term borrowings and current
asset investments. This measure excludes all
lease liabilities recognised under IFRS 16.
Net funds is adjusted net funds including all
lease liabilities recognised under IFRS 16.
The Group excludes lease
liabilities from its non-GAAP
adjusted net funds measure, to
allow an alternative view of the
Group’s overall liquidity
position.
A table reconciling this
measure, including the impact
of lease liabilities, is provided
within note 31 to the
Consolidated Financial
Statements.
Measure Description Rationale
Adjusted expense
and profit
measures
Adjusted administrative expense, adjusted
operating profit or loss, adjusted net interest,
adjusted profit or loss before tax, adjusted tax,
adjusted profit or loss, adjusted earnings per
share and adjusted diluted earnings per share
are, as appropriate, each stated before:
exceptional and other adjusting items,
including gains or losses on business
acquisitions and disposals, amortisation of
acquired intangibles, utilisation of deferred tax
assets (where initial recognition was as an
exceptional item or a fair value adjustment on
acquisition), and the related tax effect of these
exceptional and other adjusting items.
• Recurring items include purchase price
adjustments, including amortisation of
acquired intangible assets and adjustments
made to reduce deferred income arising on
acquisitions and acquisition-related items.
Recurring items are adjusted each period,
irrespective of materiality, to ensure
consistent treatment.
• Non-recurring items are those that
Management judge to be one-off or
non-operational, such as gains and losses on
the disposal of assets, impairment charges
and reversals, and restructuring related costs.
Adjusted measures exclude
items which in Management’s
judgement need to be
disclosed separately by
virtue of their size, nature
or frequency, to aid
understanding of the
performance for the year or
comparability between periods.
Adjusted measures allow
Management and investors
tocompare performance
without the recurring or
non-recurring items.
Management does not
consider these items when
reviewing the underlying
performance of a Segment or
the Group as a whole. A
reconciliation to adjusted
measures is provided on page
32 of the Chief Financial
Officer’s review, which details
the impact of exceptional and
other adjusted items when
compared to the non-GAAP
financial measures, in addition
to those reported in
accordance with IFRS.
Constant
currency
We evaluate the long-term performance and
trends within our strategic KPIs on a constant-
currency basis. The performance of the Group
and its overseas Segments are also shown,
where indicated, in constant currency. The
constant currency presentation, which is a
non-GAAP measure, excludes the impact of
fluctuations in foreign currency exchange rates.
We believe providing constant
currency information gives
valuable supplemental detail
regarding our results of
operations, consistent with
how we evaluate our
performance.
Alternative performance measures
Computacenter plc Annual Report and Accounts 2025 221
Strategic Report Governance Financial Statements
Alternative performance measures
Measure Description Rationale
Free cash flow Free cash flow is net cash flow from operating
activities minus net interest received, interest
and payments related to lease liabilities and
gross capital expenditure.
Free cash flow measures the
cash generated by operating
activities during the period that
is available to repay debt,
undertake acquisitions or
distribute to shareholders.
Gross invoiced
income and IFRS
revenue
Gross invoiced income is based on the value of
invoices raised to customers, net of the impact
of credit notes and excluding VAT and other
sales taxes. Gross invoiced income includes all
items recognised on an ‘agency’ basis within
revenue, on a gross income billed to customers
basis, as adjusted for deferred and accrued
revenue. A reconciliation of revenue to gross
invoiced income is provided within note 4 to
the Consolidated Financial Statements.
IFRS revenue refers to revenue recognised in
accordance with International Financial
Reporting Standards, including IFRS 15 and
IFRS 16.
Gross invoiced income reflects
the cash movements to assist
Management and the users of
the Annual Report and
Accounts in understanding
revenue growth on a ‘principal’
basis and to assist in their
assessment of working
capital movements in the
Consolidated Balance Sheet
and Consolidated Cash Flow
Statement. This measure allows
an alternative view of growth in
adjusted gross profit, based on
the product mix differences
and the accounting treatment
thereon.
Organic revenue
and profit
measures
In addition to the adjustments made for
adjusted measures, organic measures:
• exclude the contribution from discontinued
operations, disposals and assets held for sale
of standalone businesses in the current and
prior period;
• exclude the contribution from acquired
businesses until the year after the first full
year following acquisition; and
• adjust the comparative period to exclude
prior-period acquired businesses if
theywere acquired part way through the
prior period.
Acquisitions and disposals where the revenue
and contribution impact would be immaterial
are not adjusted.
Organic measures allow
Management and investors to
understand the like-for-like
revenue and current-period
margin performance of the
underlying business.
There have been no material
acquisitions since 1 January
2024. Therefore, the result for
the year did not have any
benefit within revenue or
adjusted profit before tax.
In future, the results of any
acquisitions would be excluded
where narrative discussion
refers to ‘organic’ growth.
Measure Description Rationale
Product order
backlog
The total value of committed outstanding
purchase orders placed with our technology
vendors against non-cancellable sales orders
received from our customers for delivery within
12 months, on a gross invoiced income basis.
The Technology Sourcing
backlog, alongside the
Managed Services contract
base and the Professional
Services forward order book,
gives us visibility of future
revenues in these areas.
Return on capital
employed
(ROCE)
ROCE is calculated as adjusted operating
profit, divided by capital employed, which is
the closing total net assets excluding adjusted
net funds.
This is an indicator of the
current period financial return
on the capital invested in
the Group.
Computacenter plc Annual Report and Accounts 2025222
Strategic Report Governance Financial Statements
Alternative performance measures continued
Terminology
Term Meaning
Annual reporting and financial terminology
AGM Annual General Meeting
CAGR Compound Annual Growth Rate
CGU Cash-Generating Unit
DTR Disclosure Guidance and Transparency Rules
EBITDA Earnings Before Interest Taxes Depreciation and
Amortisation
EBT Employee Benefit Trust
EPS Earnings Per Share
ETR Effective Tax Rate
EU European Union
H1/H2 First half/second half of the year
IFRS International Financial Reporting Standards
KPI Key Performance Indicator
LTIP Long Term Incentive Plan
OECD Organisation for Economic Co-operation and
Development
PBT Profit Before Tax
PSP Performance Share Plan
RSP Restricted Share Plan
% per cent
bn billion
m million
p pence
Term Meaning
Technology terminology
AI Artificial Intelligence
CRM Customer Relationship Management
DC Data Center
ERP Enterprise Resource Planning
SaaS Software as a Service
Computacenter terminology
Company Computacenter plc
Emerge Emerge 360 Japan K.K. (Emerge) and
subsidiaries
Group Computacenter plc and its subsidiaries
ITL ITL logistics GmbH
MS Managed Services
ONE CC Computacenter intranet site
Our purpose Computacenter plc purpose Statement
PS Professional Services
Public sector Central and local government
RDC R.D. Trading Ltd, our circular services business
Segments IFRS 8 Reporting Segments
Services Managed Services and Professional Services that
Computacenter delivers
TS Technology Sourcing
VAR Value-added reseller
Term Meaning
Management terminology
CEO Chief Executive Officer
CFO Chief Financial Officer
ED Executive Director
ELT Executive Leadership Team
HR Human Resources
Management Group Executive Management Team
NED Non-Executive Director
ESG terminology
CDP Carbon Disclosure Project
D&I Diversity and Inclusion
ESG Environmental, Social and Governance
GHG Greenhouse Gas
STEM Science, technology, engineering, and
mathematics
TCFD Task Force on Climate-Related Financial
Disclosures
Computacenter plc Annual Report and Accounts 2025 223
Strategic Report Governance Financial Statements
Terminology
This Annual Report and Accounts includes statements that are, or may be deemed to be, ‘forward-
looking statements’. These forward-looking statements can be identified by the use of forward-looking
terminology, including the terms ‘anticipates’, ‘believes’, ‘estimates’, ‘expects’, ‘intends’, ‘may’, ‘plans’,
‘projects’, ‘should’ or ‘will’, or, in each case, their negative or other variations or comparable terminology,
or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts. They appear in a number of places throughout
this Annual Report and Accounts and include, but are not limited to, statements regarding the Group’s
intentions, beliefs or current expectations concerning, amongst other things, results of operations,
prospects, growth, strategies and expectations of its respective businesses.
By their nature, forward-looking statements involve risk and uncertainty because they relate to future
events and circumstances. Forward-looking statements are not guarantees of future performance and
the actual results of the Group’s operations and the development of the markets and the industry in
which it operates or are likely to operate and its respective operations may differ materially from those
described in, or suggested by, the forward-looking statements contained in this Annual Report and
Accounts. In addition, even if the results of operations and the development of the markets and the
industry in which the Group operates are consistent with the forward-looking statements contained in
this Annual Report and Accounts, those results or developments may not be indicative of results or
developments in subsequent periods. A number of factors could cause results and developments to
differ materially from those expressed or implied by the forward-looking statements, including, without
limitation, those risks in the risk factor section of this Annual Report and Accounts, as well as general
economic and business conditions, industry trends, competition, changes in regulation, currency
fluctuations or advancements in research and development.
Forward-looking statements speak only as of the date of this Annual Report and Accounts and may, and
often do, differ materially from actual results. Any forward-looking statements in this Annual Report and
Accounts reflect the Group’s current view with respect to future events and are subject to risks relating
to future events and other risks, uncertainties and assumptions relating to the Group’s operations, results
of operations and growth strategy.
Neither Computacenter plc nor any of its subsidiaries undertakes any obligation to update the forward-
looking statements to reflect actual results or any change in events, conditions or assumptions or other
factors unless otherwise required by applicable law or regulation.
Disclaimer: forward-looking statements
Computacenter plc Annual Report and Accounts 2025224
Strategic Report Governance Financial Statements
Disclaimer: forward-looking statements
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Computacenter is a leading independent technology and services
provider, trusted by large corporate and public sector organisations.
We are a responsible business that believes in sustainable long-
term value creation. We help our customers to source, transform
and manage their technology infrastructure to deliver digital
transformation, enabling people and their business. Computacenter
plc is a public company quoted on the London Stock Exchange
(CCC.L) and a member of the FTSE 250. Computacenter employs
over 21,000 people worldwide.
Computacenter plc
Tel: +44 (0) 1707 631000
www.computacenter.com
E&OE. All trademarks acknowledged.
© 2026 Computacenter.