![]()

### Energising

a greener,

### fairer future

![]()

#### Centrica plc

#### Annual Report and Accounts 2024

![Front cover.jpg]()

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#### By delivering the energy our

customers need today, and the

energy security, efficiency, and

#### decarbonisation solutions needed

#### for the future, we are perfectly

positioned to grow through the

#### energy transition.

#### We have been at the centre of the UK

energy industry for over 200 years,

#### and our integrated businesses share

#### a common purpose –

#### energising a

#### greener, fairer future.

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Unless otherwise stated, all references to the Company shall mean Centrica plc (registered in England and Wales No. 3033654); and references to the Group shall mean Centrica plc and

all of its subsidiary undertakings and equity-accounted associate/joint venture undertakings; and references to operating profit or loss, taxation, cash flow, earnings and earnings per share

throughout the Strategic Report are adjusted figures, reconciled to their statutory equivalents in the Group Chief Financial Officer’s Report on pages 26 to 31. See also notes 2, 4 and 10 to

the Financial Statements on pages 174 to 175, 183 to 189 and 200 for further details of these adjusted performance measures. In addition see pages 284 to 288 for an explanation and

reconciliation of other adjusted performance measures used within the document. This Annual Report and Accounts does not offer investment advice, and does contain forward-looking

statements. The Disclaimer relating to this Annual Report and Accounts is included on page 293.

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|  |  |
| Strategic Report | |
| [1](#i291cd73857424dcb99f7927d4dd7ab4a_7) | Group highlights |
| [2](#i291cd73857424dcb99f7927d4dd7ab4a_10) | Centrica at a glance |
| [4](#i291cd73857424dcb99f7927d4dd7ab4a_13) | Chair’s statement |
| [7](#i291cd73857424dcb99f7927d4dd7ab4a_16) | Group Chief Executive’s statement |
| [11](#i291cd73857424dcb99f7927d4dd7ab4a_19) | Our Purpose and Values |
| [12](#i291cd73857424dcb99f7927d4dd7ab4a_917) | Our stakeholders |
| [14](#i291cd73857424dcb99f7927d4dd7ab4a_25) | Business overview |
| [16](#i291cd73857424dcb99f7927d4dd7ab4a_28) | Market trends |
| [18](#i291cd73857424dcb99f7927d4dd7ab4a_22) | Our strategic value drivers |
| [26](#i291cd73857424dcb99f7927d4dd7ab4a_1192) | Group Chief Financial Officer’s report |
| [32](#i291cd73857424dcb99f7927d4dd7ab4a_46) | Our view on taxation |
| [33](#i291cd73857424dcb99f7927d4dd7ab4a_49) | Business review |
| [38](#i291cd73857424dcb99f7927d4dd7ab4a_52) | Key performance indicators |
| [40](#i291cd73857424dcb99f7927d4dd7ab4a_55) | Our Principal Risks and uncertainties |
| [52](#i291cd73857424dcb99f7927d4dd7ab4a_58) | Assessment of viability |
| [54](#i291cd73857424dcb99f7927d4dd7ab4a_61) | Group Chief People Officer’s report |
| [58](#i291cd73857424dcb99f7927d4dd7ab4a_64) | People and Planet |

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|  |  |
| 66 | Non-Financial and Sustainability  Information Statement |
| 67 | Task Force on Climate-related  Financial Disclosures |
| 73 | Our updated Climate Transition Plan  2024 |
|  |  |
| Governance | |
| 80 | Directors’ and Corporate Governance  Report |
| [86](#i291cd73857424dcb99f7927d4dd7ab4a_88) | Biographies |
| 94 | The Board’s duties under Section 172 |
| 100 | Audit and Risk Committee |
| [112](#i291cd73857424dcb99f7927d4dd7ab4a_97) | Nominations Committee |
| 114 | Safety, Environment and  Sustainability Committee |
| 116 | Remuneration Report |
| 148 | Other statutory information |

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| Financial Statements | |
| 154 | Independent Auditor’s Report |
| 167 | Group Income Statement |
| 168 | Group Statement of Comprehensive  Income |
| 169 | Group Statement of Changes in Equity |
| 170 | Group Balance Sheet |
| 171 | Group Cash Flow Statement |
| 172 | Notes to the Financial Statements |
| 270 | Company Financial Statements |
| 281 | Gas and Liquids Reserves (Unaudited) |
| 282 | Five Year Summary (Unaudited) |
|  |  |
| Other Information | |
| 283 | Shareholder Information |
| 284 | Additional Information – Explanatory  Notes (Unaudited) |
| 289 | People and Planet – Performance  Measures |
| 292 | Glossary |

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| Centrica plc Annual Report and Accounts 2024 |  | 1 |
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| --- | --- | --- | --- | --- | --- |
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| Group operational metrics | | | | |  |
|  |  |  |  |  |  |
| British Gas Energy – Residential  energy Touchpoint Net Promoter  Score (NPS) (1) | | British Gas Services & Solutions –  Services Engineer NPS(2) | | Total recordable injury frequency  rate (per 200,000 hours worked) | |
|  |  |  |  |  |  |
| 2024 |  | 2024 |  | 2024 |  |
| 2023 |  | 2023 |  | 2023 |  |
|  |  |  |  |  |  |
| Colleague engagement(3) | | Total greenhouse gas emissions  (tCO2e)(4) | |  |  |
|  |  |  |  |  |  |
| 2024 |  | 2024 |  |  |  |
| 2023 |  | 2023 |  |  |  |

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†

#### Group highlights

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We reported another strong result in 2024 against a more

normalised market backdrop. Further operational improvements

are resulting in higher levels of customer satisfaction and helping

to underpin delivery of more innovative propositions. Alongside

this, we have continued to invest in assets aligned to the changing

energy system, creating a range of long-term options ensuring we

remain well-positioned to create value today and into the future.

![2199023257082]()

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| Group financial metrics (Year ended 31 December 2024) | | | | | | | |
|  |  |  |  |  |  |  |  |
| Group statutory operating  profit/(loss) (£m) | | Group adjusted  operating profit (£m) | | Group statutory  basic EPS (pence) | | Group adjusted  basic EPS (pence) | |
|  |  |  |  |  |  |  |  |
| 2024 |  | 2024 |  | 2024 |  | 2024 |  |
|  |  |  |  |  |  |  |  |
| 2023 |  | 2023 |  | 2023 |  | 2023 |  |
|  |  |  |  |  |  |  |  |
| Group statutory  net cash flow from  operating activities (£m) | | Group free cash  flow from continuing  operations (£m) | | Adjusted net cash (£m) | | Full year dividend  per share (pence) | |
| 2024 |  | 2024 |  | 2024 |  | 2024 |  |
| 2023 |  | 2023 |  | 2023 |  | 2023 |  |

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![243]()

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† Included in DNV Business Assurance Services UK Limited (DNV)’s independent limited assurance engagement. See page 289 or centrica.com/assurance for more.

(1) Measured independently, through individual questionnaires, the customer’s willingness to recommend British Gas Energy following contact. (2) Measured independently, through individual

questionnaires, the customer’s willingness to recommend British Gas following a gas engineer visit. (3) Engagement is based on an average score out of 10 and measures how colleagues feel

about the Company. (4) Comprises Scope 1 and 2 emissions as defined by the Greenhouse Gas Protocol. 2023 restated due to availability of improved data.

![1099511629166]()

![2199023257048]()

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![Centrica at a glance_left.svg]()

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We are an integrated energy company operating

across the energy value chain through our distinct,

but complementary businesses. Our aim is to create

value for all our stakeholders by delivering the energy

needed today and the energy security, efficiency and

decarbonisation needed for the future.

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#### Key figures

21,000

Colleagues worldwide

6,800

Field service engineers

10m+

Customers

16.7GW

Renewable and flexible assets

under management

9.5m

Gas & power trades in 2024

>50%

Of the UK’s total gas storage

capacity

20%

Share of the UK’s nuclear portfolio

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| Our Purpose |
|  |
|  |
| At Centrica, we are ‘energising a  greener, fairer future’ because we  believe in energy that works for our  customers, communities and  colleagues, today and into the future. |

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| Our People & Planet Plan |
|  |
| Our People & Planet Plan aims to create a more sustainable future – from  being a net zero business by 2040 and helping our customers be net zero  by 2050, to creating the diverse and inclusive team we need to achieve  this, whilst making a big difference in our local communities. |

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|  | Read more about our People & Planet Plan on pages 58 to 77, with further  information available at  centrica.com/peopleandplanet |

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People

![]()

Planet

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Supporting communities,

our planet and each other

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| Our Values |
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![At a glance lozenge.svg]()

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| Delivery.svg | Delivery | Courage.svg | Courage | Collaboration.svg | Collaboration |
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|  | Read more about our Purpose and Values on page 11 |

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| Agility.svg | Agility | Care.svg | Care |

#### Centrica at a glance

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| Centrica plc Annual Report and Accounts 2024 |  | 3 |
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Each of our businesses

complements, de-risks

and adds value to one

another

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|  | Read more on page 14 |

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| Business overview |
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Retail

Through our different

retail brands, we provide

energy supply and

services to households

and businesses across the

UK and Ireland, helping

them to decarbonise

while ensuring reliable and

affordable offerings.

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Infrastructure

We produce and store

gas and electricity every

day through our stake in

the UK’s existing nuclear

fleet, our portfolio of

renewable and flexible

assets, Spirit Energy and

the Rough gas storage

facility.

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Optimisation

We are moving energy

from source to use,

supporting the

responsible buying and

selling of energy and

managing risk across our

portfolio.

![Retail.svg]()

![Infrastructure.svg]()

![Optimisation.svg]()

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![Centrica-Energy.png]()

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![Centrica_Brands_21.Spirit-Energy.png]()

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#### In the days and years ahead, you

will see continued investment,

#### more innovation, and further

#### support for customers through

#### the energy transition.

Kevin O’Byrne, Chair

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![Chairman_image.png]()

#### Chair’s statement

It is a privilege to be writing to you for the

first time as Chair of your Company. This is

an exciting and demanding time for the

sector, and for Centrica specifically, as we

look to build on the momentum surrounding

the energy transition. Because of our unique

position in the sector, and our capabilities,

Centrica can play a pivotal role in this

transition while creating value for our

stakeholders. We believe we have the right

strategy to do this. Our integrated model

of market-leading businesses in energy

retail, optimisation and infrastructure,

complement, de-risk, and add value to

one another.

The last year has been a year of change

across the world. We’ve seen elections

in a number of markets including the

UK and Ireland. We look forward to

continuing to advocate for the things

we know matter to our customers and

working with the new governments to

achieve these changes.

Sadly, geopolitical tensions remain high.

We have stood through these crises, and

we have been there for customers.

That will continue, and we will do what

we can to provide energy security in our

key markets.

While being a stabilising force within a

volatile energy landscape we also bring

innovation, boldness and a strong desire

to improve customer service.

Over the last year we’ve continued to

support our colleagues, customers, and

the countries we operate in. I’d like to

touch on some of our achievements

briefly now.

Supporting our customers

A successful energy company has more

capacity to provide additional support for

customers. That is one of the reasons why

our performance matters; a successful

company can be there for customers when

it matters most.

Our Centrica Purpose, energising a greener,

fairer future, puts customers right at the

heart of everything we do. Investing and

making operational improvements to

improve our customer service is a key

focus, and this work is never finished.

While we strive to do more, and be better,

for our customers I’m very happy to see our

actions and investments have a material

impact on customer outcomes.

Over the course of 2024, we’ve seen further

progress in improving customer service in

British Gas Services & Solutions – a key

focus area. We’re also delivering an

improved NPS, a key metric of customer

satisfaction, in British Gas Energy.

We’ve voluntarily committed £140m to

support customers since the start of the

energy crisis. This dedicated support is

especially appreciated by those customers

who we know are going through economic

hardship. This funding has been put to good

use, with a number of schemes and

initiatives being funded. For example, we

donated £20m to the British Gas Energy

Trust in January 2024, giving the Trust a

very necessary funding boost so that it can

support those who need it now, and in the

future. The British Gas Energy Trust is an

independent charitable body that does

fantastic work specialising in the support of

vulnerable people. In 2023-24, their

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reporting period, they supported 64,500

people in total, through initiatives such

as energy advice and grants, and by

funding over 40 projects in the heart of

communities. According to new analysis by

Oxford Economics, the Trust has created

£264m in societal impact over the past four

years. Our colleagues and the Board are

really proud that Centrica has been able

to fund this work.

It is clear in 2023 that we got some things

wrong and had some difficult lessons to

learn around the practice of installing

prepayment meters under warrant, a

process which remains paused. This is

clearly a very complex activity for all energy

suppliers to manage and we recognised in

2023, following our own review, that we

would need to make improvements. Since

then, we’ve implemented a number of

changes to our systems, processes, training

oversight arrangements, and we remain

committed to supporting our customers,

particularly those that are vulnerable. This is

important as there remains a material issue

with affordability.

In 2024, hundreds of thousands of

customers had trouble paying their bill in

some way. This is a very serious issue. We

have helped where we can. In addition to

the support we offer through our charity

partners, we launched our innovative and

first-of-its-kind ‘You Pay: We Pay’ scheme.

This scheme 100% matches payments that

eligible British Gas customers who are

struggling make into their account to

reduce their debt. However, the sustainable

solution to this challenge must involve

government, the regulator, energy suppliers

and charities. One such solution which we

have called for might be a social tariff,

underpinned by enhanced data sharing,

that supports the most vulnerable in society.

We must look at this holistically if we are to

find a solution that works for customers.

Supporting our colleagues

Supporting our colleagues is the

cornerstone of our strategy. If our

colleagues are happy and engaged, then

everything else follows. I’m hugely grateful

for everything our colleagues have done

over the course of 2024 to keep safe, look

after our customers, and keep Centrica on

track with our strategy. Thank you.

It makes good business sense then for

Centrica to invest in its people and

improve its leadership capabilities. In

2024 we hired 339 new apprentices, over

100 new interns joined Centrica in the

summer of 2024, and 60 graduates came

into the business in October as part of our

graduate intake. We also increased hiring

in our customer service teams, hiring

hundreds of new agents to support our

customers and bringing our total

Customer Resolution Agents employed

to around 3,500. These colleagues will all

drive improvements in Centrica’s overall

customer service. We work hard to

ensure all of our colleagues are trained

and equipped with what they need in

order to do their jobs well.

Our colleagues also give freely to their

local communities too, and in total,

colleagues have given 10,683

volunteering days to local causes during

2024. This is an increase of 37%

compared to the previous year.

All of this is driving change in how

satisfied our colleagues are to be working

at Centrica. Engagement, a key metric

your Board reviews to see how our

colleagues are feeling, is at 8.1,

compared to 7.7 at the end of 2023. This

improvement is a testament to the work

teams across Centrica are doing to make

this a great place to work.

You will read in the Remuneration Report

that the Remuneration Committee has

recommended changes to the pay of our

Group Chief Executive. This is a result of

an extensive review carried out by the

Committee, which will see Chris O’Shea’s

total remuneration package being

brought into line with the competitive

rates paid to other FTSE 100 chief

executives. When Chris O’Shea was

appointed Group Chief Executive on

14 April 2020, the Company was ranked

154th in the FTSE with a market

capitalisation of £1.9bn. Since his

appointment, Chris has led the Centrica

Leadership Team to materially strengthen

Centrica and create substantial value for

stakeholders. On 31 December 2024,

Centrica was ranked 62nd in the FTSE 100

with a market capitalisation of £6.8bn and

we have consistently been a constituent

of the FTSE 100 Index since 2022. It is

important the Committee sets pay at

a level that reflects the individual’s

contribution to the improvement in

business performance, the value created

for stakeholders, the size and complexity

of running a business like Centrica, and

the scale and scope of the opportunities

ahead of us. Carol Arrowsmith, Chair of

Centrica’s Remuneration Committee,

goes into more detail in her statement

in the Remuneration Report.

I believe it is important that we pay all

employees in the Company competitively

based on their role, skills, experience,

and performance. We need to do the

same for the Chief Executive so that we

can attract and retain high-performing

executives with the right skillset to lead

an organisation of 21,000 colleagues. I am

also very clear that we will only pay for

performance, and performance targets

set for our management team will be

demanding to ensure that is the case.

Energy security

Energy security continues to be a vital

consideration in a number of countries,

and Centrica plays a vital role in this space.

Centrica Energy is the conduit for this

work, and you can see that in practice in

the Liquefied Natural Gas supply deal with

Repsol announced in February 2024, and

two natural gas sale and purchase

agreements with Coterra Energy

announced in October 2024. These deals

show the breadth of Centrica Energy’s

capabilities in energy trading.

At the same time as securing this valuable

transition fuel, we’ve made investments in

proven renewable generation technology

through power purchase agreements for

wind farms and long-term solar power

agreements. And we’ve also innovated,

investing in new technologies such as the

completion of the 20MW hydrogen-ready

peaker in Redditch and we’ve showcased

forward-thinking infrastructure

investment such as our £70m investment

in Highview Power’s Liquid Air Energy

Storage in June.

As I note below, we believe that our

Rough asset can play an important role

in increasing the UK’s energy and price

security.

We know this work is valuable not only

for our business, but also on a macro

level. Energy security will continue to

be a focus area for Centrica in 2025

and beyond.

Performance

Centrica performed well in 2024. We

delivered Adjusted Basic EPS of 19.0p

and free cash flow of £989m. We have a

strong balance sheet and a robust asset

base. Throughout this report you will find

a detailed summary of the performance

of the business.

We extended the Company’s share

buyback programme by £200m in

July 2024, by a further £300m

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in December 2024, and by £500m in

February 2025. When this is completed,

it will bring our equity repurchased to

£2bn since November 2022 (representing

approximately 25% of our issued share

capital). Our capital allocation framework

remains unchanged. While we look to

invest shareholder funds in a disciplined

way, when we consider we have surplus

capital we will decide how best to return

that capital to shareholders. Additionally,

we returned capital to shareholders in the

form of dividends, which came to 4.5p at

the end of 2024, inclusive of a 1.5p interim

dividend outlined in July.

As laid out in July 2023, Centrica aims to

invest £600m-£800m a year in projects

across our key priorities up to 2028, and

we’re making progress against this aim.

In 2024 Centrica capital expenditure was

£564m (up from £415m in 2023). This

target is challenging to meet given our

strict investment criteria. The Board

works closely with the executive on the

investment plans so decisions made

result in Centrica being a resilient and

more valuable investment for you well

into the future.

Taken together with the underlying

performance of the business, I believe

the investment case for Centrica is

compelling.

We also make material tax contributions

in the countries in which we operate in. In

total, including the Electricity Generator

Levy, National Insurance and other

similar contributions, we paid £1bn

to governments during 2024.

Delivering net zero

We have a strong commitment to net

zero which we make clear in our Purpose:

energising a greener, fairer future. Your

Board is intimately involved in ensuring

we make meaningful progress and as part

of this, they have been fully involved in

developing and approving our updated

Climate Transition Plan launched in

January 2025.

This builds on our People & Planet Plan

launched in 2021, which includes five

Group-wide goals that accelerate action

on achieving net zero and building a more

inclusive future. It outlines the team we

need to build in order to get to net zero,

the targets we want to meet, and how

we could make a difference in our local

communities on this journey. With the

progress we’ve made and the insights

and experience we’ve gained since then,

we have a better understanding of the

risks and opportunities as well as the

dependencies relating to net zero. This

has enabled us to strengthen our

commitments in our updated Climate

Transition Plan and provide greater

transparency around the dependencies

and challenges, and exactly how Centrica

will drive forward the energy transition.

We are committed to holding ourselves

to account through a new suite of

improved climate ambitions. For example,

all Centrica customers in the UK and

Ireland will be supplied by renewable or

zero carbon power by 2030, and we will

significantly expand our Hive platform to

help customers save money and carbon.

We have also set bold ambitions to

decarbonise our key operations within

the 2030s through our green-focused

investment programme, such as our plan

to transform depleted gas reservoirs in

Spirit Energy’s Morecambe site into one

of the UK’s biggest carbon storage hubs.

I am mindful that we need to balance many

dependencies here; energy security,

employment, pricing for customers,

returns for investors, and, of course, the

environment. There are few easy answers

to this, but the Board and management

team are committed to the goals and will

endeavour to make the best decisions out

of the options available to us.

Future plans

At Centrica we have a strong governance

framework and a strategic focus on key

issues.

I want to offer you my assurance as

your new Chair that Centrica remains

committed to disciplined decision-

making. Our stewardship of your

investment is paramount, and Centrica’s

investment committee is focused on

getting shareholders a suitable return.

While we are confident in the

investments we’ve made in 2024, we’ve

also turned down many opportunities.

We will not invest unless the relevant

criteria are met.

We’ll also continue to make the case

for projects that could benefit

all stakeholders – such as the

redevelopment and expansion of the

Rough gas storage facility. We expect

Rough to make a loss of between £50m

and £100m in 2025. We have completed

all of the preparatory work to enable

a £2bn investment to be taken to

redevelop Rough for gas and hydrogen

storage over the next 45 years, but

without a regulatory model to underpin

the investment, we cannot make this

investment. While the site plays an

important role in the UK’s energy and

price security, and can be a crucial part of

the future hydrogen economy, making

material losses is not sustainable on an

open-ended basis and we will update on

the future of Rough in the coming months.

Board

My transition from Senior Independent

Director to Chair has been

straightforward.

I want to thank Scott Wheway for his

tenure at Centrica and personal guidance.

It was a privilege to work closely with

Scott since I joined the Board. I hope you

will all join me in thanking Scott for his

very valuable contribution to Centrica at a

critical time in the Company’s history.

I am delighted that Jo Harlow has agreed

to become Senior Independent Director.

Jo has extensive board and executive

experience which the Board and I will

benefit from.

I am committed to leading an effective

Board that works in a constructive way

with the executive to build a stronger

Centrica that creates value for our

stakeholders.

This year we performed an independent

external review of the Board’s

effectiveness. I’m pleased that the review

concluded that the Board is operating

effectively. There were a number of

potential actions identified that would

help to further strengthen the Board’s

effectiveness, which we intend to

progress in 2025.

Closing

Finally, I want to say thank you to Centrica’s

customers, colleagues, and stakeholders for

their continued support and trust. I will work

tirelessly to ensure that support and trust is

well placed.

In the days and years ahead, you will see

continued investment, more innovation, and

further support for customers through the

energy transition. While challenges remain,

Centrica’s capabilities, infrastructure, and

dedicated team position it well for

continued growth and success.

Kevin O’Byrne, Chair

19 February 2025

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#### I believe, as I always do, that

Centrica’s most exciting,

#### impactful, and successful days

lie ahead. Together, we can

#### energise a greener, fairer future.

Chris O'Shea, Group Chief Executive

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![CEO_image.png]()

#### Group Chief Executive’s

#### statement

The main job of a Chief Executive is to

create value for the owners of a

company. I know that may be obvious,

but too many companies can appear to

lose focus on the job at hand with the

ever-increasing environment, social and

governance (ESG) requirements. So, I

wanted to reassure you, our owners, that

I never forget that I work for you, our

shareholders; and I am focused on

creating value every single day of the

year. This means focusing on operational

improvements to our businesses, giving

customers what they want and not what

is easiest for us to offer, and investing in

assets that create value aligned to the

changing energy system.

That’s not to say we don’t take our

broader responsibilities seriously at

Centrica – how we do what we do is as

important as delivering results, because

the way we go about our job will

determine whether what we do is

ultimately sustainable. We are energising

a greener, fairer future every day, but we

never lose sight of the job at hand – value

creation. For Centrica, we don’t see a

conflict between these aims – the energy

transition is a huge opportunity for your

Company.

The opportunities to create value for your

Company are truly huge. Electricity demand

is growing and we’re seeing some of that

growth come from new areas entirely. For

example, around 90% of all data in existence

has been created this decade. That may

tell you that we are poised to unleash

unbelievable advances based on data;

alternatively, it may tell you that we’re

creating a lot of “stuff” that we’ll never use.

As with everything, the truth is probably

somewhere in between. For your Company,

however, what this means is huge growth

opportunities. All of the data being created

needs to be stored, and for it to be useful,

it needs to be processed by ever more

powerful computers. This storage and

processing of data requires energy; lots

and lots of energy.

Energy has driven progress for the past

200+ years; from the energy used to

create the steam which drove the

industrial revolution, to the energy

required today to drive the technology

revolution which is in full swing. And those

companies who can offer the best, most

cost-efficient service to increasingly

energy-intensive customers will benefit

most; companies like Centrica.

That’s not to say it will be easy – whilst

we’ve made huge improvements in our

performance over the past few years,

we can push ourselves to go further. In 2025

we plan to increase the pace of change in

our organisation to become even more

entrepreneurial and less bureaucratic; even

more focused on operations serving the

commercial outcome; even more

purposeful than hesitant; even more

focused on how to make a good decision

rather than how to avoid making a bad

decision; even more focused on what is

good for Centrica as a whole (what I call

“good for the house”) than good for

individual businesses. Whilst we are so

much better than we were, the pleasing

thing is that there is still so much to go for –

despite progress, our opportunities today

are greater than I’ve ever seen them.

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Our Senior Leadership

Team (SLT) is made up

of my direct reports

and their direct reports

– around 100 people.

We get together each

quarter to ensure

cohesion and

alignment. We have

three key themes to

help drive the cultural

change we need to see

to become more agile,

more courageous,

more collaborative and

to deliver even more:

![]()

One team

First and foremost, we work

for Centrica. So, the question

every leader must ask

themselves is ‘is this good for

the house’ when faced with

making a decision.

![]()

Ownership

We must own the outcome of

our actions, not assuming that

someone else will fix something

we see which needs fixing, and

asking ourselves whether what

we are doing will improve

things for our customers.

![]()

Growth mindset

We must innovate and try new

things; asking ourselves ‘why

not’ rather than ‘why’ when

someone suggests a new idea;

asking ourselves ‘what needs

to be true’ to make something

work rather than state why

something won’t work.

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| If we can continually live by these three themes and demonstrate our five core  values, we will continue the evolution of our culture, delivering a step change in  our performance and creating material value for you, our shareholders. |

We owe it to you, our shareholders;

we owe it to our 21,000 hard-working

colleagues; we owe it to our 10m loyal

customers. We will not stop in our pursuit

of excellence.

Change

Last year I said that change was the only

constant in our sector. Whilst it is an

overused phrase, it is undeniably true.

In 2024 we’ve seen significant change

to the external environment in our core

markets. In particular, the UK, Ireland,

and the USA have all had major elections.

We now know that the UK has a Labour

Government, President Trump is back

in the White House, and Ireland has

continued with a Fianna Fáil and Fine Gael

led coalition. As governments across the

countries we call home focus on their

ambitious targets for growth and net

zero, I want to take this opportunity to

acknowledge those targets. We will do

our utmost to help those countries we

serve achieve their goals. We are ready

for the transition, and we welcome any

ambition to go further, faster. And whilst

we don’t have major operations in the

USA, we buy a lot of gas from the USA

(in the form of Liquefied Natural Gas)

which makes it a key country for us.

Centrica has always been, and will always

be, at the forefront of change. The

Company I am so privileged to lead for

you will play a leading role in the energy

transition, regardless of the technologies

that win out. We are well placed to be there

for our customers, as we were through the

energy crisis of the last few years. We will

rise to the challenge in front of us, all while

we are driven by our Purpose to energise

a greener, fairer future.

Business performance

Our CFO, Russell, has a detailed

commentary on how your Company has

performed in 2024 (see page 26), but I

wanted to touch on the highlights here.

I’m pleased to say your business has

performed very well against a backdrop

of more normalised market conditions.

The Group is working better together,

and that’s making a difference for all of

our customers. Our Group adjusted

operating profit was £1.6bn compared to

£2.8bn at year-end in 2023, with Adjusted

Basic EPS of 19.0p in 2024 compared

to 33.4p in 2023, and free cash flow of

£989m. Our net cash position remains

strong at £2.9bn, much of which we plan

to invest to ensure we can continue to

perform just as strongly in the future.

Given some one-offs in the 2023 results,

we can now see a more ‘normal’ result

from the Group – and it’s a strong result.

The updated strategy we unveiled in

2023 remains sound, and it is bearing

fruit for colleagues, customers and

shareholders. We will continue our

programme to re-invest around £4bn in

the years leading up to 2028, but only for

projects with the right balance between

risk and reward, and only if the regulatory

frameworks support investment. There is

much that is outside of our control, but

when we see an opportunity that works

for Centrica, that delivers value for our

shareholders, we will go for it.

How we do what we do at Centrica

We keep things simple at Centrica. We

have a purpose (energising a greener,

fairer future); we have five core values

(Care, Collaboration, Courage, Agility and

Delivery); and we have a belief in a flat

structure with as little management as

possible (no more than six layers from the

Centrica Leadership Team, essentially

my direct reports, to the front line).

Our culture is what sets us apart.

While we have materially improved our

operational delivery over the past few

years, we must be even more agile and

even more courageous. We have allowed

some of the bureaucracy we eliminated

to come back in, slowing us down by

spending too much time doing business

with ourselves. We will fix this in 2025

by introducing more focus into our

organisation – during COVID-19, we were

very focused and we achieved amazing

things. We need to recreate an

environment where we’re never

comfortable, where we’re willing to try

new things, where we’re positively

dissatisfied; a culture of innovation and

invention. The answers to the issues

facing our Company could come from

any of our colleagues, whether they are

on the phones, in the vans, in the plants,

on the offshore platforms, or the power

stations. Part of my job is to ensure we

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get to hear to those views. Whilst we hear

from our colleagues regularly, conducting

colleague engagement surveys four

times a year, I think we can be much

bolder with the actions we take as a result

of hearing those views. And I’m delighted

that despite this being the fourth year of

quarterly engagement surveys, we still

see around 80% of colleagues participate

in every survey – I’m truly grateful to

colleagues for sharing their views, and we

will do better to implement their ideas.

Commitment to our customers

Nobody can deny that the energy

transition is now in full flow. But what the

energy transition will ultimately look like,

nobody can say. We know the destination

(an energy system which has minimal, if

any, carbon emissions) but what we don’t

know is the precise route nor the time of

arrival. Go too fast, and countries could

lose economic competitiveness and

suffer a huge reduction in living

standards; go too slow, and the planet

could be irrevocably damaged. The

stakes are high.

At Centrica, we are agnostic about the

technology that will get us to net zero. We

believe that pragmatism should win out over

ideology, and we are always thinking of how

we navigate the energy transition in a way

which is best for our customers, delivering a

future where energy is affordable, secure

and clean. In some circles this is referred to,

rather grandly, as the ‘energy trilemma’, but

to me this means that we have to be careful

we don’t go down the path of the ideologue,

creating clean but unaffordable energy

which is not available on demand.

Over 2024 we invested significantly in

our customer service and we’re seeing

big improvements as a result. Customers

are happier with our service, and

complaints are falling. This is achieved

by very simple things like answering

customers calls in seconds rather than

minutes and improving the experience

when customers contact us. We have

even further to go, but I’m really happy

to see these improvements.

Beyond investing in our customers, during

2024 we have invested in liquid air energy

storage in our partnership with Highview

Power; we have invested in pursuing the

opportunity to build a new nuclear power

station (Sizewell C) in Suffolk in the UK;

we have invested in batteries and solar;

we have invested in technology which

gives better customer service and helps

customers reduce energy bills and

carbon emissions; we have invested in our

plans to store CO2 in the Morecambe Bay

gas fields; we have invested in plans for

clean hydrogen production and storage.

But we have also invested in gas fired

power stations; we have invested in the

plans to extend the Rough gas storage

facility; we have signed new LNG deals.

We will need a mix of technologies to

deliver net zero and we will need natural

gas as part of the energy mix for decades

to come to enable full use of renewable

power. What drives us is giving our

customers what they want and need,

and generating a good return for our

shareholders whilst doing so.

Commitment to our new Purpose

A little over a year ago we announced

our new Purpose; energising a greener,

fairer future. Everything we do is a step

towards living this Purpose fully for our

customers, for the environment, and the

countries we operate in. This will make

the value we create sustainable in the

truest sense of the word – it will be

repeatable and will deliver consistently

over a long period of time.

To seize this opportunity, we outlined

our green focused investment strategy

in 2023. This will see us ramp up our

total investment into green activities

to more than 50% between 2023-28 in

energy security of supply and flexibility,

renewable and low carbon generation, as

well as customer offerings that advance

the transition to net zero.

We’re making good progress having

reached over 30% green investment

already – a big step up from less than

5% back in 2019. This reflects our

commitment to move at pace in aligning

our business model to net zero. Our in-

house green classification system is built

on the foundations of the EU’s Sustainable

Taxonomy. However, its ‘by-inclusion’

format can today be restrictive, so

we justify our own independent

classifications where appropriate.

We want to be active in shaping official

taxonomies and plan to engage with

both EU and UK policy makers to ensure

they capture all activities in the right way.

We will publish any deviations from

official taxonomy reporting.

One example of our investment that

I’m really proud of is our new Meter

Asset Provider (MAP) business. This

investment, combined with advances

in Demand Side Response (DSR), will

mean that customers reduce their carbon

footprint at the same time as saving

money. In 2024 we installed a million

smart meters for customers, half of

these were through our MAP business,

providing the Group with a steady source

of income for years to come while still

helping customers decarbonise.

Building on all of this work, we published

an updated Climate Transition Plan in

early 2025. This plan is our clear,

actionable roadmap for net zero, and it

outlines the detailed goals we will meet

in order to drive change. We now believe

that committing to faster decarbonisation

is achievable and will drive value creation

in your company as we place Centrica at

the heart of the energy transition. Again,

this is not blind ideology, it is a hard-nosed

business decision – but the fact that it has

positive implications for the environment

is particularly pleasing.

Most notably, we’ve brought forward

our target to become a net zero business

to 2040, five years ahead of the 2045

timeline set by the original plan and

10 years ahead of 2050. We’ve also

maintained our commitment to get

customers to net zero emissions by 2050.

There’s much more detail in the full plan

and I’d encourage you to take some time

to read through it – we’re very proud of it.

And we’re doing this because it’s good

for Centrica and we can create value

from doing it – it’s not an ideologically

driven pursuit, rather it's grounded in

pragmatism.

We will play our part in creating a robust

energy system that meets today’s

demands and anticipates future needs.

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![Our climate transition plan.svg]()

![]()

#### Our Climate

#### Transition Plan

Centrica to be a net

zero business by 2040

Customers to net zero

emissions by 2050

LNG shipping will be

net zero by 2035

Upskill 3,000 engineers

with green skills

by 2030

![]()

Gas production and

gas storage to be net

zero by 2035

![]()

Zero emissions vehicle

fleet – cars by 2026

and vans by 2030

![]()

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Commitment to our colleagues

Our performance also means we can

support our colleagues. Our innovative

profit share scheme continues, which

means our people share in the success

they’ve helped create – we take 2% of

the Group’s pre-tax profits, divide it by

the number of colleagues we have, and

everyone gets the same allocation of

shares. We started this in 2022 and

someone who has been with us since we

started this will have £5,886 of Profit

Share payments with another £1,400 of

profit share to come for 2024, making

total Profit Share payments so far of

£7,286 - plus any share price growth on

the awards. This allows colleagues to

share directly in the success of the entire

Group and encourages colleagues to

think like shareholders. We’re exploring

additional ways that colleagues can

invest in the value they create at

Centrica, and I hope to be able to share

more information on this in 2025.

We’re also committed to investing in the

next generation of Centrica colleagues.

We want to create one new apprenticeship

for every day of this decade, and in 2024

we hired 339 new apprentices, creating

new skilled green jobs with colleagues

training at our award-winning in-house

academies. Our internship programme saw

unprecedented success this year, with

over 100 interns joining Centrica in the

summer of 2024, and we welcomed 60

new colleagues in October as part of our

graduate intake. We have developed

pathways for ex-military service people

and their spouses, for ex-Olympic and

Paralympic athletes, in an effort to increase

our diversity and change how we think.

I am particularly committed to these early

career initiatives for two reasons: getting

my first trainee job changed my life and I

want to be able to do that for others; and our

new colleagues bring different perspectives

and experiences to our teams, making us

think and act differently, changing our

culture for the better.

Commitment to society

I believe companies have a responsibility

to contribute to the society in which they

operate, and a big part of this is the way

our colleagues interact with the world

around them through volunteering. I’m

always impressed by the dedication

and commitment of our people, but this

year their effort has been astounding,

and as a result we reached our stretch

volunteering target early. Our aim was to

hit 8,000 volunteering days by the end of

2024, but we met that goal in October

and went on to hit 10,683 days for the

year. This allows us to put back into the

community, but it also allows us to build

our team spirit and strengthen our bonds.

Beyond volunteering, we’ve made

£3.6m in charitable donations over the

course of 2024, and contributed £1bn

of corporation tax and other payments

in the year.

The partnerships I outlined last year – with

Team GB, ParalympicsGB, Scottish Rugby,

and the Scottish Football Association – have

all been dialled up in 2024. For example,

our partnership with the Scottish Football

Association saw us launch 120 new week-

long Scottish Gas Football Camps to

provide 6,000 children from all socio-

economic backgrounds the opportunity to

play football during the school holidays –

and we provided hot meals to every child at

those camps, helping alleviate the hunger

which vulnerable children can experience

during school holidays. And alongside Team

GB and ParalympicsGB we launched Get

Set for Positive Energy, our bespoke

schools programme which aims to reach up

to one million families and children. These

partnerships are so much more than simple

brand sponsorship deals.

The future for Centrica

Looking ahead to 2025, I believe we’re

on the right path. We’ll continue to up

the pace and our expectations continue

to rise every single year. We have the

capability, the market positions, and the

drive to deliver material value for all of our

stakeholders.

I would like to take a moment to thank

our former Chair, Scott Wheway, for the

contribution he has made to Centrica,

chairing the Board through a period of

significant volatility and change for the

Company. On a personal level, Scott has

been a huge support to me, and I have

learned a lot from working with him.

Centrica is a very different company to

the one Scott asked me to lead in early

2020, and Scott leaves with the business

in a great position.

And I’d like to welcome Kevin O’Byrne

to the role of Chair, having started at the

end of 2024. Kevin brings a wealth of

experience and a deep familiarity with

Centrica to the role having joined the

Board in May 2019 and assuming the role

of Senior Independent Director in June

2022. Kevin is uniquely equipped to help

Centrica deliver on the work ahead, and

I’m excited to continue to work with

Kevin and the Board to drive your

Company forward.

As always I want to finish by extending

my heartfelt gratitude toward Centrica’s

colleagues, customers, and partners for

their collective efforts in making 2024

another year of progress, and to you, our

shareholders, for placing your trust in me

to lead this great company.

I’m optimistic about the year ahead.

We’re ready to lead our business through

this time of transition, doing the right

thing for all stakeholders. I believe, as I

always do, that Centrica’s most exciting,

impactful, and successful days lie ahead.

Together, we can energise a greener,

fairer future.

Chris O’Shea, Group Chief Executive

19 February 2025

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![]()

Our Purpose is ‘energising a greener, fairer future’

because we believe in energy that works for our

customers, colleagues and communities, today and in the

future. As we evolve to meet tomorrow’s challenges and

prepare for a net zero future, we are always guided by our

Values, which remain firmly embedded in our company

culture and honour our proud heritage.

![]()

![Purpose culture & values.svg]()

![]()

#### ...in action

#### Our Purpose and Values

![]()

#### Our Values...

![]()

Care: We do the right thing for our customers,

colleagues, communities and planet. We

recognise the impact we can have on others,

do all we can to keep each other safe and

always do the right thing for all our

stakeholders.

![]()

Collaboration: We bring in diverse

perspectives to create a better future

together. We trust each other, work across

boundaries and welcome different views and

perspectives.

![]()

Courage: We are bold and push ourselves

to find better solutions to every challenge.

We continuously challenge the way we do

things, explore new possibilities and take

responsible risks that help the business

to change and progress.

Agility: We make progress at pace by focusing

on what matters and learning from setbacks.

We continuously improve the way we do

things, prioritise those activities that will deliver

the best results and adapt quickly when things

go wrong.

Delivery: We do what we promise, on time,

every time, to move forward every day. We

ensure we take personal responsibility for

getting things done and delivering great

outcomes that make things better for our

customers and the business.

![]()

We provide support to customers who have been

impacted by the cost of living crisis through targeted

and meaningful schemes such as 'You Pay: We Pay'

and the British Gas Energy Trust, which was

established in 2004 to alleviate fuel poverty.

![]()

Through our investments in nuclear, battery and solar

assets, we generate zero carbon power and we work

across our business units, with government, with

regulators and with investors to provide green, affordable

energy to our residential and business customers.

![]()

Through Spirit Energy, we are aiming to repurpose the

Morecambe gas fields for carbon capture and storage,

leading the way for this technology to be deployed at scale

in the UK. The Morecambe Net Zero Cluster has the potential

to be the UK’s biggest carbon storage hub, able to store the

equivalent of three years’ worth of the UK’s CO₂ emissions.

![]()

In December 2023, we installed our first smart meter

through our in-house Meter Asset Provider (MAP). Our

initial pilot installations provided us with key learnings,

allowing us to adapt quickly and refine our approach.

We are continuing to accelerate the MAP business, with

447k Centrica-owned meters installed.

![]()

We value delivering great service and customer

outcomes. This year we have invested significantly

in customer service, leading to reduced complaints,

faster call answer speeds and positive improvement in

Net Promoter Scores (NPS) across our retail

businesses.

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Engaging our key stakeholders enables us to serve

them better, creating stronger outcomes for

people, planet and our business.

![]()

Section 172(1) Companies

Act 2006 Statement

The Directors consider that they

have performed their duty as

required under Section 172(1)(a)

to (f) of the Companies Act 2006

by promoting the success of the

Company for the benefit of our

members and stakeholders

through their decision-making.

These pages set out our key

stakeholders. Further detail on

how the Board engaged and

balanced the needs of different

stakeholders during 2024,

together with principal decisions

made as a result, are disclosed

on pages 94 to 97.

![]()

Energy is central to everyday life – from

how we run our homes and businesses,

to the way we travel around. Effective

stakeholder engagement is therefore

key because the choices we make and

the action we take, can impact a

diverse range of stakeholders. That’s

why we carefully listen to and consider

stakeholder views so that we can

understand their concerns or needs

and evolve our strategy accordingly.

In doing so, we can drive meaningful

change by tackling challenges and

harnessing opportunities to energise

a greener, fairer future.

Engagement is often led by senior

leaders who regularly update the

Board. This equips the Board with the

knowledge to make informed decisions,

that fully consider the long-term

consequences of its decisions, from

the perspective of our different

stakeholders.

![]()

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| Our key stakeholders | | | | |
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| Customers_v2.svg | |  | Colleagues_v2.svg | |
| Why they’re important  Our ability to attract and retain customers  is fundamental to our survival as a  company. By actively listening to their  needs and feedback, we can provide  services and solutions that meet their  expectations and earn their trust.  What they care about  Customer service, competitive energy  prices, bill support and affordable energy  management as well as low carbon  services and solutions.  How we engage  We connect with customers through  surveys and focus groups alongside  proposition and usability testing. Using  this output, we can help customers save  time, money and energy. Dedicated  channels are also provided to ensure  support for those who need extra help  with their energy bills.  Outcome example  In response to customer feedback, we  focused on driving strong operational  performance across our customer-  facing teams and customer service  systems. The Directors monitored  performance and continued to invest  in empowering colleagues to deliver a  great service whilst migrating most of  our residential British Gas Energy  customers to the new, flexible customer  platform. As a result of a better service  provided to customers, we experienced  lower complaints and higher Net  Promoter Scores. | |  | Why they’re important  Positive engagement empowers our  team to live by our Purpose and Values,  whilst creating a culture where every  colleague counts. In turn, this helps us  attract, promote and retain the diverse  and talented team we need to deliver  our strategy, leading to better  customer outcomes.  What they care about  Health, safety, wellbeing, reward,  development, inclusion, engagement  and communication.  How we engage  Colleague voices are heard through  a range of channels including our  colleague networks, Shadow Board,  townhalls, focus groups, surveys and  engagement with trade unions. These  interactions help create a safer and  fairer workplace with competitive  rewards, alongside inclusive training and  action plans.  Outcome example  Following feedback from colleagues  which identified an opportunity to  enhance colleague connection with  the Company, a new Purpose was  developed with their help. With Board  consideration, ‘energising a greener,  fairer future’, was launched and every  team had sessions to understand how  they contribute to it. We also introduced  our Employee Value Proposition,  #MoreThanACareer, to reinforce what  it means to work for us. Achieving a  stronger connection to our Company  and its Purpose, helped contribute to  our top quartile engagement score. | |

![]()

![S172 panel.svg]()

#### Our

#### stakeholders

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![Investors_v2.svg]()

Why they’re important

Shareholders and debt holders provide

vital funds that support the running of our

business and long-term growth. With

a shared commitment to our success,

we can focus on delivering sustainable

investments and progress alongside

growth and returns.

What they care about

Financial and operational performance,

shareholder returns and dividend,

strategy and growth, alongside

Environmental, Social and Governance

(ESG) matters including net zero.

How we engage

We primarily utilise post-financial result

investor roadshows, the Annual General

Meeting (AGM) and ad-hoc meetings

to engage investors. We also respond to

information requests and assessments

from ESG ratings agencies. Engagement

helps us consider and reflect the views

of different investors.

Outcome example

We held dedicated meetings, workshops

and webinars with investors to

understand their expectations and secure

their support for our updated Climate

Transition Plan. The Board has been

intimately involved in the development

and approval of the Plan, which took into

account the full range of investor views.

At the AGM in 2025, the Plan goes for a

non-binding shareholder advisory vote.

![Government_v2.svg]()

Why they’re important

Governments and regulators determine

the framework in which we operate.

Working together in a constructive

way helps to create a stable regulatory

environment where policy is developed

in the interests of consumers, whilst

ensuring a sustainable and

investable market.

What they care about

Market design and operation, customer

service, skills, inclusion, net zero, energy

security and affordability.

How we engage

To exchange expertise, we participate in

consultation processes, attend meetings

and host technology teach-ins as well as

roundtables and site visits. This enables

us to inform policy and reforms that

support a more secure, affordable

and investable energy market whilst

advancing the energy transition.

Outcome example

Alongside the British Gas Energy Trust,

we held roundtable events with

stakeholders across the UK to discuss

solutions for alleviating fuel poverty in the

long-term. Clear recommendations arose

from the sessions which were shared

with policymakers and included the

introduction of social tariffs and increased

access to energy efficiency programmes.

The Trust alongside Directors and

members of Public Affairs, are working

with the Government to explore co-

ordinated action.

![Suppliers_v2.svg]()

Why they’re important

Our suppliers are essential partners in

ensuring the reliable supply of services

and solutions for customers and our

operations alike. To reduce supply chain

risk, we engage suppliers to foster a

deeper connection and ensure they

uphold the same high standards as us.

What they care about

Payment practices and long-term

partnerships alongside ESG compliance

and transparency on important matters

like human rights.

How we engage

We engage suppliers through various

methods including tendering, onboarding

surveys, site audits and remote worker

surveys. These interactions ensure

fair payment and enforcement of our

Responsible Sourcing Policy, aligning with

standards that benefit people and planet

including compliance with anti-modern

slavery laws.

Outcome example

Members of the Board reviewed the

effectiveness of our Responsible

Sourcing strategy, focusing on areas that

have a higher risk to human rights such as

the manufacturing of solar panels and

garments. Outcomes of supplier audits

alongside the views of supply chain

experts, were considered by the

Directors when reviewing and approving

action plans. No instances of forced or

compulsory labour were found in our

supply chain but we remain vigilant.

![Communities_v2.svg]()

Why they’re important

Charities, non-governmental

organisations (NGOs) and community

groups, help us understand the causes

that local communities care passionately

about. Using our money and expertise,

we work together to build a fairer, more

sustainable future.

What they care about

Tackling social and environmental issues

like fuel poverty and climate change.

How we engage

Through meetings and research, we

understand community issues and

identify the role we can play to make the

greatest difference – from donating to

the British Gas Energy Trust to provide

expert advice and grants alongside

energy efficiency measures that help

reduce energy bills and emissions, to

volunteering, fundraising, and sponsoring

local organisations.

Outcome example

Members of the Board continued to

oversee our local community strategy

to ensure it remains effective in meeting

the diverse needs of our communities.

In 2024, this saw us invest over £2m and

nearly 11,000 volunteering hours to good

causes via The Big Difference, our local

community programme.e

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#### Centrica is an integrated energy company, comprising a

#### balanced portfolio of market-leading businesses in

#### energy retail, optimisation and infrastructure that is

positioned to create value for all stakeholders through the

#### energy transition.

![]()

#### Each of our businesses

complements,

#### de-risks and adds

#### value to one another

![]()

![Centrica-Energy.png]()

![]()

![Centrica_Brands_21.Spirit-Energy.png]()

![]()

![Our business model left page.svg]()

#### Business

#### overview

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![]()

![Lozenges.svg]()

![]()

Infrastructure(2)

![]()

Optimisation

![]()

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|  |
| Our business units |

![]()

|  |
| --- |
|  |
| Our stakeholders |

Customers

Colleagues

Investors

![]()

Government and regulators

Suppliers

![]()

Communities and NGOs

![]()

Retail

![]()

![Icons key.svg]()

We are focused on providing a

leading customer experience for

energy supply and services

across the UK and Ireland, helping

customers to decarbonise

through innovative offerings.

British Gas Energy

British Gas has been supplying energy to UK

homes for over 200 years. In British Gas

Energy, we are strengthening our

operations to drive innovation, retention and

better customer outcomes, supporting

long-term profit sustainability. British Gas

Energy also includes our Meter Asset

Provider (MAP) business, which is building a

portfolio of smart meters.

British Gas Services & Solutions

British Gas Services & Solutions provides

customers with repairs, home

improvements, maintenance and heating

installations through our British Gas,

Dyno-Rod, and PH Jones brands. Our

New Business and Net Zero business is

also included under Services & Solutions,

which provides customers with net zero

technology such as Hive smart

thermostats, EV chargers, heat pumps

and rooftop solar.

Bord Gáis Energy(1)

Bord Gáis provides energy supply,

services and solutions for residential and

business customers in the Republic of

Ireland and also operates and optimises

critical power generation assets. Bord

Gáis is creating value from its integrated

model, investing in the future energy

system to help underpin energy security

and decarbonisation in Ireland.

Key stakeholders

![Retail icons.svg]()

6,800

Field service engineers

10m+

Customers

(1) Within the Group Chief Financial Officer’s Report, Bord

Gáis is included within Retail.

We are investing to build a low

carbon, reliable energy system

including clean power generation,

gas production, flexible peaking

generation and energy storage.

Centrica Nuclear

Centrica Nuclear has a 20% interest in the

UK’s portfolio of existing nuclear power

stations. We extended the lives of existing

nuclear power stations in 2024 and are

exploring further investment in

nuclear generation.

Centrica Energy Storage+ (CES+)

CES+ is the owner and operator of Rough,

the UK's largest gas storage facility, helping

manage seasonal demand and energy

security. CES+ has increased the capacity

at Rough to 54bcf and continues to explore

its role in the future of hydrogen.

Spirit Energy

Spirit Energy is a joint venture with

Stadtwerke München (SWM) focused on oil

and gas production from existing UK assets

to fuel homes and business across the UK

and Europe. Spirit Energy was awarded a

carbon storage licence for Morecambe Bay,

which has the potential to be the UK’s

largest carbon storage hub.

Key stakeholders

![Infrastructure icons.svg]()

#### 54 bcf

Of gas storage capacity at Rough

(equivalent to heating ~2.4m homes

through winter)

20%

Share of the UK’s operating nuclear fleet

(2) Infrastructure is shown as Upstream in Segmental

Reporting in the Financial Statements.

(3) Within the Group Chief Financial Officer’s Report, CBS

is included within Optimisation.

We are moving energy from source

to use and accessing the value from

green generation, while continuing

to build out the flexibility required

for the future energy system.

Centrica Energy

Centrica Energy is our global energy trading

arm, which supports the responsible buying

and selling of energy and provides energy

management and optimisation services to

businesses, while managing commodity risk

and providing wholesale market access for

the Group.

Centrica Business Solutions (CBS)(3)

CBS includes energy supply and low carbon

solutions for large businesses, and our

portfolio of battery, solar and gas-peaking

assets across the UK and Europe. CBS

is being reorganised, such that energy

supply and low carbon solutions for

business will sit under British Gas Energy

and Services & Solutions, respectively,

while the asset portfolio will sit under the

new Centrica Power, along with our nuclear

interests.

Key stakeholders

![Optimisation icons.svg]()

28

Trading markets

16.7GW

Renewable and flexible assets under

management

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| Net zero.svg | The drive  to net zero |
| The UK’s commitment to achieving net zero  emissions by 2050 is accelerating investments in  clean energy sources like wind, solar and nuclear,  and increasing policy support for electrified heating  and transport. | |

![Blue lozenge.svg]()

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| --- | --- |
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| Flexible.svg | A more flexible  energy system |
| With more unpredictable and intermittent  energy generation coming from renewables,  the energy system of the future needs to become  more dynamic and responsive to balance supply,  demand and storage. | |

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| Affordability.svg | Affordability  and living costs |
| While inflation has stabilised in recent months,  prices remain elevated, and our customers are still  facing challenges from high costs and a challenging  economic situation, with some customers  struggling to pay bills. | |

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| Technological.svg | Technological  transformation |
| Advances in technology, such as artificial intelligence  and machine learning, are revolutionising the energy  sector, unlocking opportunities to improve customer  propositions, reduce costs, and better manage our  energy balance. | |

![]()

#### Our key market trends

![Market trends images1.jpg]()

![Market trends images2.jpg]()

![]()

The energy system is undergoing a fundamental

transformation, becoming more electrified, more

intermittent and more decentralised, while consumers

are looking for more bespoke propositions to help

manage their energy needs.

#### Market

#### trends

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|  |  |
| Market trends Net Zero.svg | The drive to net zero  • We are committed to being a net zero  business by 2040 and helping our  customers to be net zero by 2050. Last  year we launched our New Business and  Net Zero business, specifically focused on  helping customers through this transition.  • We are redeveloping Brigg Energy Park  which, once complete, will be home to a  50MW battery and 100MW of hydrogen-  ready gas peaking capacity.  • We manage 16.7 GW of renewable energy  and flexible assets, helping to promote  green infrastructure development and  provide clean power to customers. |

![Green lozenge.svg]()

![]()

#### Our responses to an evolving market

|  |  |
| --- | --- |
|  |  |
| Market trends Flexible.svg | A more flexible energy system  • In 2024, we committed £120m to battery  and gas peaker developments, which  provide greater system security and meet  near-term system flexibility needs.  • We partnered with Highview Power to  develop a first-of-its-kind liquid air energy  storage project that can store energy for  several weeks, much longer than batteries,  providing additional resiliency to the grid.  • We installed 1.1m smart meters in 2024,  allowing devices like electric vehicles,  home batteries and heat pumps to enable  more flexible energy demand, lowering  customer’s energy bills and placing less  strain on the grid. |

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| --- | --- |
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| Market trends Affordability.svg | Affordability and living costs  • In response to the energy crisis, during  2022-23 we created a voluntary support  package of £140m to support customers  struggling with energy bills. This has  enabled us to continue supporting  customers this year through initiatives  like the ‘You Pay: We Pay’ scheme  launched in March, which supports our  most vulnerable customers by matching  100% of their energy payments.  • We continue to innovate tariff offerings  such as PeakSave Sundays and Green  Flex, to ensure that our customers have  access to the lowest cost energy rates  that meet their needs. |

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| --- | --- |
|  |  |
| Market trends Technology.svg | Technological transformation  • In 2024 we acquired ENSEK, a leading  provider of digital transformation services  in the energy sector. The migration of  residential customers to our new  innovative customer account  management platform is nearly complete,  reducing back-office processes and  enabling more innovative, flexible  customer offerings.  • We supported increased customer  engagement in home energy management  through the sale of 348k Hive smart  thermostats.  • Through our Optimisation team, we have  implemented a framework for algorithmic  trading, enabling more systematic and  efficient trading operations. |

![]()

As the pace of change continues to accelerate, we’re responding by focusing our efforts

on helping to deliver and use energy in a more efficient and sustainable way. We are

continuously improving, adapting and innovating our offerings to help build a greener

and fairer energy system for the future.

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| We’re adopting a simple, focused approach to capitalise  on the growth opportunities presented by the energy  transition. Our strategy is to create value by delivering  the energy needed today and the energy security,  efficiency and decarbonisation needed for the future. | |
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![]()

#### Investing for value

Investing to make Centrica a more predictable

business with strong returns across the

integrated pillars of our business

![]()

#### Commercial

#### focus

Innovating to deliver

compelling customer

propositions and building

optimisation optionality

![]()

#### Operational

#### excellence

Continuously improving to

increase our efficiency,

reduce costs and enhance

customer satisfaction

![]()

|  |
| --- |
|  |
| Positioned for  a changing  energy system |

![]()

#### People

![]()

#### Planet

![]()

|  |
| --- |
|  |
| Our People & Planet Plan  Our People & Planet Plan aims to create a more sustainable future – from being a net zero  business by 2040 and helping our customers be net zero by 2050, to creating the diverse and  inclusive team we need to achieve this, whilst making a big difference in our local communities. |

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|  | Read more on page 20 |

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|  | Read more on page 24 |

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|  | Read more on pages 58 to 77 |

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![Strategic Value Drivers_LH page.svg]()

#### Our strategic value drivers

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![]()

As we move to the next phase of our strategy, we are

strengthening the foundations for Centrica’s growth by

delivering sustainable earnings and investing for long-

term value.

Positioned for

#### a changing

#### energy system

#### Operational

#### excellence

#### Commercial focus

![]()

Investing for

#### value

Electricity demand in our core markets is set

to materially increase by 2050, driven by the

electrification of transport and residential

heating, as well as emerging demand from

areas such as data centres. Meanwhile, power

grids are expected to become more complex,

with an ever-increasing reliance on greener,

but more intermittent, renewable generation

capacity. Customers are also becoming

increasingly engaged in home energy

![]()

management, which will drive increased demand

for innovative customer propositions.

With market-leading positions across the energy

value chain, our portfolio is well-positioned to

benefit from these trends, as each of our

businesses de-risks, complements and adds

value to the others. These dynamics also provide

us with significant future opportunities aligned

with our strategy and net zero ambitions.

Since we refreshed our strategy in 2023,

Centrica has been on a journey to enhance the

experience for our customers, by ensuring that

we operate as efficiently as possible, while still

providing high reliability and high-quality

service. We have continued to improve

operational performance in 2024, giving us

confidence that the changes we have made

are being embedded in the business.

![]()

Colleague engagement is now in the top  quartile

for our industry (8.1/10, 2023: 7.7/10), underpinned

by a continued strong focus on safety, as well as

our redefined Purpose. Our colleagues are helping

to deliver strong operational metrics and better

customer experience, with customer satisfaction

scores improving across our businesses. In British

Gas Energy we improved our Trustpilot score to

4.2 and were awarded ‘Best Overall Improvement’

by Uswitch.

![]()

Improved operational performance is feeding

into better customer retention and our focus is

increasingly moving to creating more innovative

offerings to attract new customers. We have

added a new Chief Customer Office with scope

across all our retail brands to create a more

joined up and cohesive approach for customers,

better connecting our talent and capabilities

to power a step-change improvement in our

commercial growth and in the end-to-end

customer experience.

![]()

Alongside 'PeakSave', we have increased our

time-based tariffs with propositions such as

British Gas Electric Vehicle and the Bord Gáis

Mighty Weekender Smart Plan. We are

continuing to build the home energy ecosystem

of the future, powered by our Hive Honeycomb

technology platform. We are also building

optimisation optionality in our trading

agreements, creating new offerings and

structures that manage risk and create value.

Our balance sheet strength, investment

grade credit rating and strong operational

capabilities provide the base of our green-

focused investment programme.

We continue to make progress on this

investment programme, investing across

customer technology and flexible and

renewable power assets, although the

investment environment has proved more

challenging recently and the pace of

![]()

deployment is slower than we had hoped.

We will remain disciplined with our

investments, focused on delivering

attractive returns. We have a significant

opportunity set under consideration and will

only progress the most attractive projects

through our rigorous investment review

process. We are already demonstrating our

ability to scale up investment over time.

![]()

![Creating value lozenges.svg]()

Creating value through the

#### energy transition

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![Pillar 1_Left.png]()

# Operational

# excellence

![]()

Continuously improving to

increase our efficiency,

#### reduce costs and enhance

#### customer satisfaction

![]()

4.2

British Gas Trustpilot rating

(2023: 4.0)

![]()

#### Improving customer

#### experience

Customers are at the heart of our

business and providing a simple, brilliant

customer experience is a key focus for us.

Customer experience has been improving

across our retail businesses with

increases in our speed to answer rates,

reductions in complaints and NPS

improvements in both UK residential

energy supply and services.

As technology continues to develop, we

continue to modernise our systems to

support a better customer experience.

24%

Reduction in UK residential energy

supply complaints over the past year

![]()

Migration to our new customer platform

is nearly complete for residential

customers, enabling more flexible and

innovative propositions and better

customer service. We are committed

to continually improving the experience

of our customers.

Key market trends

![]()

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| --- |
|  |
| A more flexible system |
|  |
| Technological transformation |

![P1_Improving customer icons.svg]()

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![]()

![Pillar 1_Right.png]()

10%

Of Ireland’s electricity supplied

from Whitegate power station

![]()

#### Whitegate power

#### station

Whitegate power station in Cork is vital

to Ireland’s energy security, supplying

10% of the country’s electricity through

its 445MW capacity. As one of Ireland’s

most efficient Combined Cycle Gas

Turbines (CCGT), it plays a key role

in supporting the nation’s energy

transition, while its capability to operate

on natural gas and backup diesel,

ensures a resilient energy supply.

Whitegate underpins Bord Gáis

Energy’s integrated business model,

and the experienced team managing

the asset extract maximum value with

>96% reliability. Bord Gáis Energy

successfully secured a five-year

Intermediate Length Contract in the

recent Single Electricity Market

capacity auction, ensuring Whitegate

is operational until 2033.

Key market trends

![]()

R

#### ough gas storage

Our Rough gas storage facility plays a

key role in supporting the UK's energy

security by providing more than 50%

of the UK’s gas storage.

Rough helps the UK both manage

higher heating demand during the

current cold weather and keep prices

down, operating at 95% availability

during 2024.

We believe Rough could play a valuable

role in a decarbonised energy system

and we are prepared to invest £2 billion

in re-developing the site as Europe’s

largest hydrogen storage facility,

subject to agreeing a new regulatory

model with the UK Government.

Key market trends

![]()

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| --- |
|  |
| A more flexible system |
|  |
| The drive to net zero |
|  |
| Affordability and living costs |

![]()

|  |
| --- |
|  |
| A more flexible system |
|  |
| Affordability and living costs |

95%

Availability at Rough during 2024

![Rough Gas.svg]()

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![Pillar 2_Left.png]()

# Commercial

![]()

# focus

![]()

#### Innovating to deliver compelling

#### customer propositions and building

#### optimisation optionality

![]()

252

LNG cargoes traded

globally in 2024(1)

![]()

86%

Protection customer

retention in 2024

![]()

+24%

Protection contract sales

in 2024 compared to 2023

![]()

|  |
| --- |
|  |
| A more flexible system |
|  |
| Affordability and living costs |

![]()

|  |
| --- |
|  |
| Affordability and living costs |

![]()

![Affordability&liviability.svg]()

![]()

(1) This encompasses all physical LNG

transactions, including those that were sold,

purchased, or involved physical cargo deals

that were either delivered or not

#### Growing LNG

#### portfolio

This year we executed an agreement

with Coterra Energy to purchase natural

gas for 10 years, This deal will reduce the

market risk in our liquefied natural gas

(LNG) portfolio by buying gas on the

same price indices under which the LNG

is sold. Gas remains an essential transition

fuel and through deals like this we provide

affordable, reliable energy and support

global energy security.

The deal follows similar agreements over

recent years, demonstrating Centrica

Energy’s innovative partnership

approach, one of the key pillars of our

successful and growing LNG business.

Key market trends

#### Service



#### Promise

#### launch

This year we launched our Service

Promise campaign, providing a same-day

visit from our boiler service engineers for

customers that call us before 11 am. This

service is available to all UK households,

either through protection cover or one-

off repair, demonstrating our

commitment to provide fast, reliable and

affordable service to all our customers.

This unique offering is unmatched in the

market, driven by our expansive field

engineer network, and is resonating

strongly with customers, leading to

positive protection contract sales (+24%)

and contract customer retention (+4%).

Key market trends

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| Centrica plc Annual Report and Accounts 2024 |  | 23 |
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![Pillar 2_Right.png]()

![]()

1m

Customers in flexible

energy propositions,

including PeakSave

![]()

348k

Hive thermostat sales

in 2024

![]()

|  |
| --- |
|  |
| The drive to net zero |
|  |
| A more flexible system |
|  |
| Affordability and living costs |

Key market trends

![P2_Hive integrated offerings.svg]()

#### Innovative tariffs

The flexibility needs of our energy system

present opportunities to create value

for both the energy network and for

customers through rebalancing energy

demand. We are committed to ensuring

all our stakeholders see the benefits from

this transition.

Our PeakSave offering is a great example

of this, rewarding customers for shifting

their electricity usage to times when

there is less demand. We also introduced

our integrated Hive Solar and Hive Heat

Pumps offerings to pass the benefits of

installing solar energy and heat pumps on

to our customers through a dedicated

tariff that allows customers to lower

their bills.

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# Investing

![]()

# for value

![]()

Investing to make Centrica a more

predictable business with strong returns

across the integrated pillars of our business

![]()

We aim to deploy £600-800m per

year to 2028, focusing on assets

that generate attractive returns,

complement our existing

capabilities, provide balance to the

portfolio, and align to the needs of

the energy transition.

Attractive returns

We are focused on delivering

attractive returns of 7-10%+ on

average. In particular, we focus on

assets that benefit from our

integrated business model and

create value across our businesses.

![]()

Stable cash flows

We prioritise investments that have

a regulated or contracted revenue

structure and are thus less exposed

to market fluctuations. These assets

provide stable cash flows, keep

the portfolio in balance, and help

to support a strong credit rating.

Green focus

We target over 50% of our capital

expenditure to go into green EU

taxonomy eligible projects, up from

only 5% in 2019. In 2024 we reached

over 30% green investment. This

focus helps us reduce our carbon

emission footprint and supports our

People & Planet Plan targets to

achieve net zero for our business by

2040, and to help our customers

reach net zero by 2050.

![Pillar 3_Left.png]()

![]()

Our disciplined

approach to capital

investment

|  |
| --- |
|  |
| The drive to net zero |
|  |
| A more flexible system |

![Flexible system.svg]()

![]()

£149m

Investment in clean energy

storage committed during

2024

Key market trends

Key market trends

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![Pillar 3_LH Box.svg]()

#### Clean

#### energy storage

In 2024 we announced a strategic

partnership and £70m investment in clean

energy storage with Highview Power,

providing stability services to the grid

and enabling the long-term replacement

of fossil fuel-based power plants.

This partnership will develop the first

commercial-scale Liquid Air Energy

Storage plant in the UK, boost the UK’s

energy security and accelerate

the transition to net zero.

In addition, we continue to build our

portfolio of battery storage assets,

committing £79m to developments

in the UK, Belgium and Sweden in 2024.

With our internal optimisation capability,

battery storage assets can be adapted in

real-time, delivering energy storage that

maximises the utilisation of green

electricity available to the grid, whilst

securing stable return on investment.

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| Centrica plc Annual Report and Accounts 2024 |  | 25 |
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![Pillar 3_Right.png]()

![]()

447k

Smart meters managed

through our in-house

MAP business

![]()

534MW

Flexible peaking plant capacity

in development to support

energy security in Ireland

![]()

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| Flexible generation  capacity  Bord Gáis Energy secured a 10-year  capacity contract to deliver an Open  Cycle Gas Turbine (OCGT) with  334MW electrical generation capacity  – critical strategic infrastructure for  Ireland. This agile, fast-acting power  unit can be brought into service  rapidly and removed again swiftly,  complementing intermittent  renewable generation. The planned  technology has the capability to run  on 100% biomethane or on a blend of  hydrogen, once it becomes available  on the gas network. This is further to  the investment of around €300m in  two, hydrogen-capable, 100MW  flexible gas peaking plants in Athlone  and Dublin, which will commence  exporting to the grid later this year. | | | |

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| A more flexible system |
|  |
| Technological transformation |
|  |
| Affordability and living costs |

Key market trends

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|  |
| The drive to net zero |
|  |
| A more flexible system |

![Irish generation.svg]()

![Meter Asset.svg]()

#### Accelerating our MAP

We launched our in-house Meter Asset

Provider (MAP) business last year and

we continue to grow this business, with

447k Centrica-owned meters under

management at the end of 2024. The

MAP business generates a low-risk

contracted return for the Group and

supports commercial innovation through

tariff flexibility and data insights.

We have a clear capital deployment

pathway given our residential customer

base and plan to increase investment in

this area up to £200m per year until 2035

with an expected post-tax IRR of 9%+.

Key market trends

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#### Group Chief Financial

![]()

#### Officer’s report

![]()

#### I am very pleased with the financial

#### performance we delivered in 2024

#### which was

#### supported

#### by stronger

operational performance across the

portfolio. This has been instrumental

#### in driving our earnings and cash

#### generation and supports increasing

#### balance sheet resilience, funding our

#### investment programme and growing

#### shareholder returns.

Russell O’Brien, Group Chief Financial Officer

![]()

![CFO_image.png]()

![]()

#### Relentless

#### focus on value

#### creation

![]()

Maximise

sustainable

earnings

![]()

Progressive

dividend

![]()

Invest

for value

![]()

Return

surplus

capital

![]()

Maintain a

strong

balance sheet

![]()

![CFO panel.svg]()

Financial overview

The Group’s adjusted EBITDA, including

Centrica’s share of EBITDA from joint

ventures and associates was £2.3bn

(2023: £3.5bn) against a more normalised

backdrop of lower prices and reduced

volatility. Adjusted operating profit was

£1.6bn (2023: £2.8bn) and after reflecting

net finance income and taxation on

business performance, Group adjusted

earnings attributable to shareholders

were £1.0bn (2023: £1.9bn) and Group

adjusted EPS was 19.0p (2023: 33.4p).

From a statutory perspective, operating

profit was £1.7bn (2023: £6.5bn). This

includes a certain re-measurement gain

during the year of £0.3bn (2023: £4.4bn)

predominantly due to the unwind of 2023

out-of-the-money hedging positions

partially offset by the movement in the

onerous energy supply and LNG contract

provision. In addition an exceptional loss

of £0.1bn (2023: £0.6bn) was recognised

driven predominantly by legacy contract

costs associated with business activity

that ceased a number of years ago and

impairment of Nuclear and CBS assets.

Statutory profit attributable to

shareholders was £1.3bn (2023: £3.9bn)

and statutory EPS was 25.7p (2023:

70.6p). None of the items reported in the

middle column of the Income Statement

are considered to reflect the underlying

performance of the business.

The Group’s total Free Cash Flow (FCF)

reduced to £1.0bn (2023: £2.2bn), with

the impact of lower operating profit and

higher capital expenditure partially offset

by lower cash tax payments. The closing

net cash balance was £2.9bn (2023:

£2.7bn).

Statutory net cash flow from operating

and investing activities was £1.6bn (2023:

£2.9bn). This was higher than the FCF

noted above largely because of the

exclusions from FCF of the sale and

purchase of securities, interest received,

defined benefit pension deficit payments

and movements in variation margin and

collateral, which support our commodity

hedging activity and Centrica Energy

optimisation activity.

The Group’s net assets increased to

£4.8bn (2023: £4.2bn) largely driven by

the statutory profit the Group generated.

This was partially offset by the impact of

items reported in equity, including a

£480m reduction from the share buyback

programme and £219m of dividends paid

to shareholders.

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| Centrica plc Annual Report and Accounts 2024 |  | 27 |
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Revenue

Total Group revenue decreased by 25% to £19,913m (2023: £26,458m). Total Group revenue included in business performance,

which includes revenue arising on contracts in scope of IFRS 9, decreased by 26% to £24,636m (2023: £33,374m).

Gross segment revenue, which includes revenue generated from the sale of products and services between segments, decreased

by 26% to £26,206m (2023: £35,343m). This was driven largely by the impact of lower commodity prices, lower volatility, and lower

seasonal gas price spreads.

A table reconciling the different revenue measures is included in note 4(b) of the accounts.

Adjusted EBITDA, operating profit, earnings and dividend

Adjusted EBITDA

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| --- | --- | --- |
|  |  |  |
| Year ended 31 December (£m) | 2024 | 2023 |
| Retail | 528 | 930 |
| British Gas Services & Solutions | 110 | 101 |
| British Gas Energy | 339 | 808 |
| Bord Gáis Energy | 79 | 21 |
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| Optimisation | 443 | 963 |
| Centrica Business Solutions | 97 | 141 |
| Centrica Energy | 346 | 822 |
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| Infrastructure | 821 | 1,155 |
| Nuclear (i) | 97 | 327 |
| Spirit Energy | 707 | 506 |
| Centrica Energy Storage+ | 17 | 322 |
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| Colleague profit share, consolidation adjustment and other (ii) | – | 37 |
| Adjusted EBITDA | 1,792 | 3,085 |
| Share of Nuclear associate’s EBITDA | 513 | 415 |
| Adjusted EBITDA including share of EBITDA from joint ventures and associates | 2,305 | 3,500 |

(i) Excludes Centrica's share of associate EBITDA of £513m (2023: £415m).

(ii) Includes colleague profit share of £(25)m (2023: £(8)m) and a consolidation adjustment of £(19)m (2023: nil), relating to the MAP.

Adjusted EBITDA including share of EBITDA from joint ventures and associates decreased to £2,305m (2023: £3,500m), largely

reflecting the movement in adjusted operating profit.

Operating profit

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| --- | --- | --- |
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| Year ended 31 December (£m) | 2024 | 2023 |
| Retail | 427 | 799 |
| British Gas Services & Solutions | 67 | 47 |
| British Gas Energy | 297 | 751 |
| Residential energy supply (i) | 269 | 726 |
| Business energy supply | 28 | 25 |
| Bord Gáis Energy | 63 | 1 |
| Optimisation | 380 | 878 |
| Centrica Business Solutions | 73 | 104 |
| Centrica Energy | 307 | 774 |
| Infrastructure | 789 | 1,083 |
| Nuclear | 353 | 536 |
| Spirit Energy | 434 | 235 |
| Centrica Energy Storage+ | 2 | 312 |
| Colleague profit share and MAP consolidation adjustment (ii) | (44) | (8) |
| Operating profit from business performance (Adjusted operating profit) | 1,552 | 2,752 |
| Exceptional items and certain re-measurements | 151 | 3,760 |
| Group operating profit (Statutory operating profit) | 1,703 | 6,512 |

(i)  Includes the Meter Asset Provider (MAP) business.

(ii) Colleague profit share of £(25)m (2023: £(8)m) and a consolidation adjustment of £(19)m (2023: nil), relating to the MAP.

Adjusted operating profit decreased to £1,552m (2023: £2,752m). More detail on specific business unit adjusted operating profit

performance is provided in the Business Review on pages 33 to 37.

Statutory operating profit was £1,703m (2023: £6,512m), with the difference between the two measures of profit relating to a net

gain on exceptional items and certain re-measurements of £151m (2023: £3,760m).

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Certain re-measurements included within operating profit

Certain re-measurements are the fair value movements on

energy contracts entered into to meet the future needs of our

customers, or to sell the energy produced from our upstream

assets. These contracts are economically related to our

upstream assets, capacity/off-take contracts or downstream

demand, which are typically not fair valued, and are therefore

separately identified in the current period and reflected in

business performance in future periods when the underlying

transaction or asset impacts the Group Income Statement.

If the future costs to fulfil customer supply contracts, including

the mark-to-market reversal of any energy hedging contracts

entered into to meet this demand, exceed the charges

recoverable from customers, an onerous contract provision will

be recognised. Similarly, if the future revenues from LNG

procurement contracts, including the mark-to-market reversals

of hedging contracts entered into related to these purchases,

do not exceed the purchase cost, an onerous contract provision

will be recognised. Because the associated, unrealised hedging

gains or losses will be recognised in certain re-measurements,

the movements in these onerous provisions will also be

recognised in certain re-measurements.

The Group operating profit in the statutory results includes a net

pre-tax profit of £279m (2023: £4,405m) relating to re-

measurements, comprised of:

• A net gain of £421m on the re-measurement of derivative

energy contracts. This predominantly reflects the unwind of

2023 out-of-the-money energy supply contract hedge

purchases, partially offset by an unwind of our infrastructure

businesses and Centrica Energy in-the-money positions from

2023. The net positive impact of these two factors was £377m.

In addition, we saw a net gain of £44m from our wider portfolio,

driven by net changes in commodity prices.ell.]

• A net loss of £142m from the movement in onerous contract

provisions. Included within this is the onerous energy supply

contract provision, which is based on the future costs to fulfil

customer contracts on a current market basis. This provision

had fully unwound by 31 December 2023 and remains at £nil on

31 December 2024. However, the acquisition of AvantiGas ON

Limited in 2022, included an opening balance sheet onerous

contract provision, which is unwound to the business

performance column of the Group Income Statement on a pre-

determined acquisition date basis, to ensure this column

reflects the true profit/loss relative to the acquisition date

values. At each reporting date, the closing balance sheet value

of the onerous contract provision is then updated to reflect

actual market prices, with the required remaining movement in

the provision posted to the certain re-measurements column.

Because commodity prices generally fell after the 2022

acquisition, this meant that the balance sheet onerous contract

provision fell more quickly than originally expected. This led to

a £69m onerous contract provision movement income in

certain re-measurements in 2023. Accordingly, there is a £60m

cost in 2024 in certain re-measurements, as this position has

now mostly unwound. Also included is an £82m cost (2023:

£nil) relating to an onerous LNG contract, however the LNG

portfolio is forecast to remain profitable when taking into

account future hedges and cargoes.

Further details can be found in note 7(a).

Exceptional items included within operating profit

An exceptional pre-tax operating cost of £128m was recognised

within the statutory Group operating profit (2023: £645m)

made up of:

• £53m (2023: £nil) legacy contract costs associated with

business activity that ceased a number of years ago,

predominantly related to construction services, have led to an

increase in provisions during the period.

• A £48m (2023: £549m) impairment of the Nuclear investment

as a result of a reduction in power prices, partially offset by the

life extensions at four stations.

• A £27m (2023: £14m) impairment in Centrica Business

Solutions, predominantly related to battery storage and solar

assets, as a result of lower forecast power price capture,

together with an increase in discount rate and an increase in

operating and capital expenditure forecasts.

• 2023 also included an £82m impairment of the Rough gas

storage asset as a result of a reduction in both forecast gas

prices and forecast summer/winter gas price spreads.

Further details on exceptional items, including on impairment

accounting policy, process and sensitivities, can be found in

notes 7(b) and 7(c).

Group earnings and dividend

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|  |  | 2024 | | | 2023 | | |
| Year ended 31 December (£m) | Notes | Business  performance | Exceptional items  and certain  re-measurements | Results for the  year | Business  performance | Exceptional items  and certain  re-measurements | Results for  the year |
| Group operating profit | 4(c) | 1,552 | 151 | 1,703 | 2,752 | 3,760 | 6,512 |
| Net finance income/(cost) | 8 | 44 | (68) | (24) | (39) | – | (39) |
| Taxation | 9 | (553) | 239 | (314) | (838) | (1,595) | (2,433) |
| Profit from operations |  | 1,043 | 322 | 1,365 | 1,875 | 2,165 | 4,040 |
| Less: (Profit)/loss attributable to non-  controlling interests |  | (59) | 26 | (33) | (16) | (95) | (111) |
| Adjusted earnings attributable to  shareholders |  | 984 | 348 | 1,332 | 1,859 | 2,070 | 3,929 |
| Basic earnings per share | 10 | 19.0p | 6.7p | 25.7p | 33.4p | 37.2p | 70.6p |
| Full year dividend per share | 11 |  |  | 4.5p |  |  | 4.0p |

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| Centrica plc Annual Report and Accounts 2024 |  | 29 |
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Net finance income/cost

Net finance income on business performance was £44m (2023:

£39m net finance cost), largely due to an increase in interest

income on cash balances, reflecting higher UK interest rates, the

higher cash balances we held during the year, and a reduction in

financing costs on bonds and bank loans.

In addition, £68m of exceptional financing costs have been

recognised in relation to debt repurchase and refinancing

exercises. £370m of debt instruments have been repurchased in

advance of their maturity date. Due to the premium paid above

existing carrying value and transaction fees, a one-off Income

Statement cost of £50m has been incurred. Additionally,

refinancing of the 2075 hybrid bond, designated in a fair value

hedge relationship, with a carrying value of £435m and

repayment value of £453m (including fees), has resulted in a

one-off Income Statement financing cost of £18m.

Taxation and adjusted effective tax rate

Business performance taxation on profit decreased to £553m

(2023: £838m). This excludes tax on joint ventures and

associates. After taking account of tax on joint ventures and

associates, the adjusted tax charge was £671m (2023: £912m).

The resultant adjusted effective tax rate for the Group was 39%

(2023: 33%), with a higher proportion of profits coming from

highly taxed Infrastructure activities. The adjusted effective tax

rate calculation is shown below:

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|  |  |  |
| Year ended 31 December (£m) | 2024 | 2023 |
| Adjusted operating profit before impacts of  taxation | 1,552 | 2,752 |
| Add: JV/associate taxation included in  adjusted operating profit | 118 | 74 |
| Net finance income/(cost) | 44 | (39) |
| Adjusted profit before taxation | 1,714 | 2,787 |
| Taxation on adjusted operating profit | (553) | (838) |
| Share of JV/associate taxation | (118) | (74) |
| Adjusted tax charge | (671) | (912) |
| Adjusted effective tax rate | 39% | 33% |

A charge totalling £166m (2023: £326m) related to the

Electricity Generator Levy is included in the Group’s cost of

sales and in our share of the operating profits of joint venture

and associates. The Levy is not an income tax and is not

deductible for corporation tax purposes. If this had been treated

as a tax, the Group’s adjusted effective tax rate would have

been 45% (2023: 40%).

Total certain re-measurements and exceptional items

generated a taxation credit of £239m (2023: £1,595m charge),

which was larger than the total certain re-measurements and

exceptional items due to the mix of profits from downstream

and losses from the higher tax business, Spirit, together with an

exceptional deferred tax credit in Spirit. When included with

taxation on business performance generated a total taxation

charge of £314m (2023: £2,433m).

See notes 2(b), 3(b), 7(a), 7(b) and 9 for more details.

Group earnings

Profit for the year from business performance after taxation was

£1,043m (2023: £1,875m). After adjusting for non-controlling

interests relating to Spirit Energy, adjusted earnings were

£984m (2023: £1,859m).

Adjusted basic EPS was 19.0p (2023: 33.4p), which also includes

the impact of a lower weighted average number of shares than in

2023, reflecting the ongoing share buyback programme.

After including exceptional items and certain re-measurements,

including those attributable to non-controlling interests, the

statutory profit attributable to shareholders for the period was

£1,332m (2023: £3,929m).

The Group reported a statutory basic EPS of 25.7p (2023: 70.6p).

Dividend

In addition to the interim dividend of 1.5p per share, the

proposed final dividend is 3.0p per share, giving a total full year

dividend of 4.5p per share (2023: 4.0p per share).

The cash paid to Centrica shareholders in dividends in 2024 was

£219m, made up of the 2.67p per share final 2023 dividend and

the 1.5p per share interim 2024 dividend (2023: £186m).

Group cash flow, net cash and balance sheet

Group cash flow

Free cash flow (FCF) is the Group’s primary measure of cash

flow as management believe it provides relevant information to

show the cash generation of the business after taking account

of the need to maintain the Group's capital asset base. FCF was

£989m (2023:£2,207m). See explanatory note 4(f) for further

details and a reconciliation between statutory cash flow from

operating and investing activities and free cash flow.

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| --- | --- | --- |
|  |  |  |
| Year ended 31 December (£m) | 2024 | 2023 |
| Adjusted EBITDA (i) | 1,792 | 3,085 |
| Dividends received | 355 | 220 |
| Adjusted EBITDA and dividends received | 2,147 | 3,305 |
| Tax | (636) | (803) |
| Working capital | 124 | 244 |
| Decommissioning spend | (80) | (173) |
| Capital expenditure (ii) | (564) | (415) |
| Disposals | 4 | 55 |
| Exceptional cash flows | (6) | (6) |
| Free cash flow | 989 | 2,207 |
| Net interest | 34 | (19) |
| Pension deficit payments | (176) | (180) |
| Movements in margin cash (iii) | 131 | 585 |
| Share buyback programme | (499) | (613) |
| Dividends – Centrica shareholders | (219) | (186) |
| Dividends – Spirit Energy minority  shareholder | – | (17) |
| Other cash flows affecting net debt (iv) | (76) | 6 |
| Adjusted cash flow affecting net cash | 184 | 1,783 |
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| Opening net cash (as at 1 January) | 2,744 | 1,199 |
| Adjusted cash flow movements | 184 | 1,783 |
| Non-cash movements (v) | (70) | (238) |
| Closing adjusted net cash | 2,858 | 2,744 |

(i) Excludes Centrica's share of associate EBITDA of £513m (2023: £415m).

(ii) Capital expenditure (including small acquisitions). See page 30 for more detail.

(iii)  As at 31 December 2024, margin cash posted was £105m (2023: £240m).

(iv)  2024 other cash flows affecting net cash includes £(68)m relating to exceptional

financing costs in relation to debt repurchase and refinancing activities.

(v) 2024 non-cash movements includes £(55)m relating to new leases and the re-

measurements of existing leases (2023: £(158)m).

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The net inflow of working capital was £124m (2023: £244m).

Within this, there was a £342m working capital inflow in

Centrica Energy driven by profit on prior year derivative cash

positions settled during 2024, a £148m working capital inflow in

Centrica Energy Storage+ relating to higher withdrawals and a

lower injection price, partially offset by a £456m outflow in

British Gas Energy related to the impact of falling commodity

prices.

The collateral and margin cash inflow was £131m (2023: £585m).

Net investment

The net investment outflow for the period was £560m (2023:

£360m). Within this, capital expenditure (including small

acquisitions) of £564m (2023: £415m) was predominantly

driven by investment in flexible and renewable power

generation assets across Bord Gáis Energy and Centrica

Business Solutions, and the acquisition of ENSEK and

investment in the MAP business in British Gas Energy.

The table below provides a summary of total Group net

investment by business unit, which management uses to

provide a measure of the Group's capital expenditure from a

cash perspective, and a reconciliation of this measure to capital

expenditure disclosed in note 4(e).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December (£m) | 2024 | 2023 |
| British Gas Services & Solutions | (22) | (50) |
| British Gas Energy | (187) | – |
| Bord Gáis Energy | (103) | (72) |
| Centrica Business Solutions | (160) | (114) |
| Centrica Energy | (40) | (47) |
| Nuclear | – | – |
| Spirit Energy | (31) | (75) |
| Centrica Energy Storage+ | (11) | (26) |
| Other (i) | (10) | (31) |
| Capital expenditure (including small  acquisitions) | (564) | (415) |
| Net disposals | 4 | 55 |
| Total Group net investment | (560) | (360) |
| Add back: |  |  |
| Capitalised borrowing costs | (11) | (2) |
| Inception of new leases and  movements in payables and  prepayments related to capital  expenditure | (63) | (85) |
| Purchases of emissions allowances  and renewable obligation certificates | (856) | (780) |
| Deduct: |  |  |
| Net disposals | (4) | (55) |
| Purchase of businesses, net of cash  acquired | 92 | 34 |
| Investment in joint ventures and  associates | – | 9 |
| Net purchase of other investments (ii) | 56 | 37 |
| Capital expenditure (per note 4(e)) | (1,346) | (1,202) |

(i) This includes a consolidation adjustment of £19m (2023: £nil) relating to MAP.

(ii) Includes £27m Centrica Energy investments and £25m Centrica Business Solutions

convertible loan note investment in Highview Enterprises Ltd group.

Group adjusted net cash

Accordingly, the Group’s adjusted net cash position as at 31

December 2024 was £2,858m, compared to £2,744m on 31

December 2023.The breakdown of net cash is shown below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| As at 31 December (£m) | 2024 | 2023 |
| Current and non-current borrowings,  leases and interest accruals | (2,867) | (3,289) |
| Derivatives | (107) | (119) |
| Gross debt | (2,974) | (3,408) |
| Cash and cash equivalents, net of bank  overdrafts | 5,693 | 5,629 |
| Current and non-current securities | 139 | 521 |
| Sub-lease assets | – | 2 |
| Adjusted net cash | 2,858 | 2,744 |

Further details on the Group’s sources of finance and net cash

are included in note 25.

Statutory cash flow

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December (£m) | 2024 | 2023 |
| Statutory cash flow from operating  activities | 1,149 | 2,752 |
| Statutory cash flow from investing  activities | 493 | 115 |
| Statutory cash flow from financing  activities | (1,548) | (1,414) |
| Net increase in cash and cash  equivalents | 94 | 1,453 |

Net cash inflow from operating activities decreased to £1,149m

(2023: £2,752m), with the impact of lower adjusted EBITDA.

Net cash inflow from investing activities was £493m (2023:

£115m). Within this, interest received increased to £317m (2023:

£267m) reflecting the higher interest rate environment, while

dividends from our Nuclear associate increased to £355m

(2023: £220m). Capital expenditure (including small

acquisitions) increased to £564m (2023: £415m) as we build

momentum in our green-focused growth and investment

strategy. There was a £400m settlement of securities, relating

to the settlement of previous loans made to the pension

schemes.

Net cash outflow from financing activities was £1,548m (2023:

£1,414m). Within this there was a net outflow on borrowings of

£539m (2023: £318m) driven by the repurchase of debt

instruments, and the refinancing of our hybrid bond. Cash

distributions to equity shareholders were £499m (2023: £613m)

through the Group’s share buyback programme, and £219m

(2023: £186m) related to ordinary dividend payments.There

were no distributions to Spirit Energy’s minority partner in the

year (2023: £17m).

The above resulted in a £94m increase in cash and cash

equivalents over the year. Gross debt reduced by £434m,

reflecting £370m of debt instruments having been repurchased

in advance of their maturity date during the period. When also

including the impact of foreign exchange adjustments on cash,

the Group’s adjusted net cash position at 31 December 2024

was £2,858m, compared to £2,744m on 31 December 2023.

Further details on the Group’s sources of finance and adjusted

net cash are included in note 25.

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| Centrica plc Annual Report and Accounts 2024 |  | 31 |
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Pension deficit

The Group’s IAS 19 net pension deficit was £21m at the year-

end, compared with a £117m deficit at 31 December 2023, with

the impact of pension deficit contributions during the year partly

offset by a decrease in high-quality corporate bond yields used

to discount the pension liabilities, a lower return on scheme

assets and an actuarial adjustment due to inflation experience.

The technical provisions deficit is based on more conservative

assumptions and is used to determine the agreed level of cash

contributions into the schemes. In February 2025, we reached

agreement with the pension trustees on a March 2024 technical

provisions deficit of £504m, with annual deficit contributions of

around £140m a year to 2027. On a roll-forward basis using the

same methodology, consequent assumptions and contributions

paid, the technical provision deficit would be around £450m at

31 December 2024.

Further details on post-retirement benefits are included

in note 22.

Decommissioning liabilities

The £1,459m (2023:£1,527m) decommissioning provision is

predominantly the estimated pre-tax net present cost of

decommissioning gas production facilities at the end of their

useful lives, based on 2P reserves, price levels, and technology

at the balance sheet date. As at 31 December 2024 the provision

balance is £1,139m for Spirit Energy, £302m in relation to the

Rough field and £18m in the remainder of the business. The

provisions are held gross of tax, with a corresponding deferred

tax asset of £605m (2023: £617m).

Further details on decommissioning provisions are included in

notes 3 and 21.

Balance sheet

Net assets increased to £4,812m (2023: £4,233m),

predominantly driven by the statutory profit the Group

generated. This was partially offset by the impact of items

reported in equity, including a £480m reduction from the share

buyback programme and £219m of dividends paid to

shareholders.

Acquisitions, disposals  and other investments

On 11 June 2024 the Group invested £25m in convertible loan

notes and ordinary shares in Highview Enterprises Limited. The

Group also agreed to provide financing to CryoBattery One

Limited, a subsidiary of Highview Enterprises Limited, in the form

of a £45m senior debt facility of which £3m has been drawn

down at 31 December 2024. This entity is developing a new

cryogenic energy storage plant. When built, this will consist of a

long duration storage process using patented Liquid Air Energy

Storage (LAES) technology.

On 29 July 2024 the Group acquired ENSEK and its innovative

customer management platform, Ignition for £91m. The

acquisition completed on 20 September 2024. The acquisition

will deliver strong returns aligned with the Group’s capital

allocation framework and investment thresholds and will

enhance the Group’s ability to offer innovative propositions to

its customers as the energy system evolves.

Further details on assets purchased, acquisitions and disposals

are included in notes 4(e) and 12.

Events after the balance sheet date

Details of events after the balance sheet date are described

in note 27.

Risks and capital management

The nature of the Group’s principal risks and uncertainties are

broadly unchanged from those set out in the 2023 Annual

Report.

There is heightened risk in our UK retail energy supply and

insurance business units arising from ongoing regulatory

scrutiny across our markets. Cost of living challenges continue

to affect our customers’ ability to pay their bill; and with fuel

poverty increasing, bad debt levels remain high.

Market risk has remained stable, with further reductions of

volatility in the EU wholesale power and gas markets, which in

turn has led to a stabilisation of the credit environment. The

Group’s liquidity position continues to improve, with the

extension of £5bn committed credit facilities and maintenance

of the $3bn US Commercial Paper programme, and with the

liability management and refinancing of the hybrid bond in 2024

to strengthen the balance sheet.

External trends influencing our risk landscape include the speed

of the energy transition and technological innovation, as well as

the impact of geopolitical tensions, and the evolving cyber

threat landscape. Centrica’s response includes the

enhancement of our digital services capability through acquiring

ENSEK, investment in customer data and service to accelerate

our adaption to evolving customer needs, investment in supply

chain resilience and supplier risk management, and Strategic

Workforce Planning to ensure fulfilment of our future human

capital needs. Our technology teams also continue to build

security capabilities and improvements in controls to detect and

respond to increasingly sophisticated cyber-attacks.

Management remains focused on mitigating operational and

asset integrity risks through robust controls and fostering a

safety-first culture through a proactive risk management

culture.

Details of how the Group has managed financial risks such

as liquidity and credit risk are set out in note S3. Details of the

Group’s capital management processes are provided under

sources of finance in note 25.

Accounting policies

The Group’s accounting policies and specific accounting

measures, including changes of accounting presentation,

selected key sources of estimation uncertainty and critical

accounting judgements, are explained in notes 1, 2 and 3.

Russell O’Brien, Group Chief Financial Officer

19 February 2025

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![1099511627844]()

#### Our view on taxation

The Group takes its obligations to pay and collect the correct

amount of tax very seriously.

Responsibility for tax governance and strategy lies with the

Group Chief Financial Officer, overseen by the Board and the

Audit and Risk Committee.

Our approach

Wherever we do business in the world, we take great care to

ensure we fully comply with all our obligations to pay or collect

taxes and to meet local reporting requirements.

We are committed to providing disclosures and information

necessary to assist understanding beyond that required

by law and regulation.

We do not tolerate tax evasion or fraud by our employees or

other parties associated with Centrica. If we become aware

of any such wrongdoing, we take appropriate action.

Our cross-border pricing reflects the underlying commercial

reality of our business.

We ensure that income and costs, including costs of financing

operations, are appropriately recognised on a fair and

sustainable basis across all countries where the Group has

a business presence.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Statutory tax rates on profits  Group activities | | | |

75.5%

25%

22%

15%

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| UK supply of  energy and  services (1) (2) |  | UK gas production |  | Denmark energy  services |  | Republic of Ireland  supply of energy  and services |

(1) From 1 January 2023, revenues from our Nuclear and solar business are subject to

Electricity Generator Levy (EGL) at 45% on wholesale revenues sold at an average price

in excess of £75/MwH, exceeding an annual threshold of £10 million. The EGL is

accounted for as an expense and is included in cost of sales.

(2) With effect from 1 November 2024 the rate of Energy Profits Levy increased from 35%

to 38%. Combined with ring fence corporation tax of 30% and Supplementary Charge

of 10% this gives an average rate for the year of 75.5%

(3) The statutory rate of tax in the Republic of Ireland is 12.5% combined with a top up tax

of 2.5% tax payable to ensure the minimum corporation tax payable is 15%

We understand that this is not an exact science and we engage

openly with tax authorities to explain our approach.

In the UK we maintain a transparent and constructive

relationship with His Majesty’s Revenue & Customs (HMRC).

This includes regular, open dialogue on issues of significance

to HMRC and Centrica. Our relationship with fiscal authorities

in other countries where we do business is conducted on the

same principles.

We carefully manage the tax risks and costs inherent in every

commercial transaction, in the same way as any other cost.

We do not enter into artificial arrangements in order to avoid

taxation nor to defeat the stated purpose of tax legislation.

We seek to actively engage in consultation with governments

on tax policy where we believe we are in a position as a Group

to provide valuable commercial insight.

The Group’s tax charge, taxes paid and the UK tax charge

The Group’s businesses are subject to corporate income tax

rates as set out in the statutory tax rates on profits table.

The overall tax charge is dependent on the mix of profits and the

tax rate to which those profits are subject.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Tax charge compared to cash tax paid | | | |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024  Current tax  charge/(credit) | 2024  Cash tax paid/  (received) |
| UK (including Petroleum Revenue Tax)(i) | 458 | 492 |
| Denmark(i) | 28 | 121 |
| Singapore | 1 | 19 |
| Republic of Ireland(i) | 29 | 4 |
| Rest of world | 1 | – |
|  | 517 | 636 |
| Electricity generator levy(ii) | 80 | 80 |
| Total tax paid |  | 716 |

Corporation tax is paid in instalments, generally based on estimates; one-off items and

fluctuations in mark to market positions may cause divergence between the charge

for the year and the tax paid.

(i) The UK and Denmark tax payments include amounts of £130m and £80m relating

to 2023, Similarly the Republic Of Ireland payments includes a receipt of £11m relating

to 2022.

(ii) Additional electricity generator levy of £86m is included in our share of the results of

joint venture and associates operating profits making a total charge of £166m.

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|  | Further information on the tax charge is set out in note 9. |
|  | Our Group tax strategy, a more detailed explanation of the  way the Group’s tax liability is calculated and the timing  of cash payments, is provided on our website at  centrica.com/responsibletax |

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| Centrica plc Annual Report and Accounts 2024 |  | 33 |
|  |  |  |

#### Business



#### review

![]()

Retail

In Retail, customer service metrics continue to improve aligned

to our focus on operational excellence, including lower

complaints and improving NPS across our businesses. Total

Retail adjusted operating profit decreased to £427m (2023:

£799m) with improved results for both British Gas Services &

Solutions and Bord Gáis Energy, and a strong underlying result in

British Gas Energy, with no repeat of the one-off prior period

cost recoveries during 2023.

British Gas Services & Solutions

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Services & Solutions customers  (‘000) (closing) (i) | 2,899 | 2,950 | (2%) |
| On-demand jobs (‘000) (ii) | 304 | 218 | 39% |
| Boiler installs (‘000) | 81 | 95 | (15%) |
| Services complaints per  customer (%) (iii) | 5.3% | 6.0% | (12%) |
| Services Engineer NPS (iv) | 73 | 71 | 2pt |
|  |  |  |  |
| Financial |  |  |  |
| Adjusted EBITDA (£m) | 110 | 101 | 9% |
| Adjusted operating profit (£m) | 67 | 47 | 43% |
| Adjusted operating profit margin (%) | 4.3% | 2.9% | 48% |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Services & Solutions customers are defined as single households having a contract or

an on-demand job with British Gas Services & Solutions.

(ii) On-demand jobs are defined as Services & Repair one-off on-demand repairs, home

improvements and maintenance.

(iii) Total complaints, where we identify material distress, inconvenience or financial loss, as

a percentage of average customers over the year.

(iv) Measured independently, through individual questionnaires, the customer’s willingness

to recommend British Gas following a gas engineer visit.

Operational Performance

In British Gas Services & Solutions we have continued to embed

strong operational performance, driving improvements in

customer satisfaction and strengthening our platform for

growth.

Reschedule rates remain low at 4% (2023: 3%), helping to

underpin improvements in customer satisfaction, with engineer

NPS of 73 rising 2pt and complaints per customer falling by 12%

to 5.3%. This has given us the confidence to launch innovative

customer offers, such as our nationwide Service Promise,

offering a same day engineer repair visit for contract and on-

demand customers who contact us by 11am.

Customer numbers were 2% lower in 2024, and remain a key

focus area, although the rate of decline has improved versus

historical trends, with annualised Services contract customer

retention of 86%, up from 82% at the end of 2023. We are

making good progress growing in the on-demand market, which

represents a substantial opportunity, with jobs increasing by

39% year-on-year to 304,000.

Despite maintaining market share, boiler installs fell in what is

currently a challenging market reflecting continuing cost of

living pressures for households.

Financial Performance

Adjusted operating profit was £67m (2023: £47m), reflecting

our focus on increasing customer value, despite slightly lower

customer numbers, with strong operational efficiency and cost

control, alongside growth in on-demand and Smart jobs. This

was partially offset by lower boiler installations and continued

investment in Net Zero. Depreciation and impairments were

£11m lower in 2024, with extensions to the lives of vehicles in Q4

2023 and impairments in 2023 (2024: £nil, 2023: £9m).

British Gas Energy

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Residential energy customers (‘000)  (closing) (i) | 7,460 | 7,529 | (1%) |
| Small business customer sites (‘000)  (closing) | 557 | 552 | 1% |
| Residential energy complaints per  customer (%) (ii) | 10.1% | 13.3% | (24%) |
| Residential energy touchpoint NPS (iii) | 29 | 17 | 12pt |
|  |  |  |  |
| Financial |  |  |  |
| Cost per residential energy customer  (excl. bad debt) (£) | 95 | 91 | 4% |
| Adjusted EBITDA (£m) | 339 | 808 | (58%) |
| Adjusted operating profit (£m) | 297 | 751 | (60%) |
| Adjusted operating profit margin (%) | 2.5% | 4.2% | (40%) |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Residential energy customers are defined as single households buying energy from

British Gas.

(ii) Total complaints, measured as an expression of dissatisfaction in line with submissions

made to Ofgem, as a percentage of average customers over the year.

(iii) Measured independently, through individual questionnaires, the customer’s willingness

to recommend British Gas Energy following contact.

Operational Performance

In British Gas Energy, we continue to invest in strengthening our

operational foundations to drive innovation, retention and better

customer outcomes in order to underpin long-term profitability

in a changing competitor landscape.

Customer migration to our new, more flexible, Ignition platform

is now largely complete. This has helped contribute to materially

higher levels of customer satisfaction. NPS of 29 was a near-

record, 12 points higher compared to 2023 and more than

double the level two years ago, and coupled with a 24%

reduction in complaints per customer to 10.1%. We will complete

our customer migration to the new platform in 2025. Complaints

per 100,000 customers were lower than Ovo, Octopus and EDF

for the latest six month period(iv).

Residential energy customer numbers declined slightly in 2024.

While price competition has started to increase, customers are also

focused on service quality and product innovation. These are areas

in which we are investing, including our brand perception. Having

been recognised earlier in the year for "Best Overall Improvement"

in the Uswitch Energy Awards, growing external recognition,

backed by delivery, will be crucial in driving improved customer

acquisitions and retention moving forward.

(iv) Latest Ofgem data: Complaints received by large suppliers per 100,000 customer

accounts. As at 19 February 2025.

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Financial Performance

Reflecting our investment in customer service, innovation and

brand, annualised cost per residential energy customer

(excluding bad debt) increased to £95 from £91 in 2023. Within

this, dual running costs from system migration reduced by £2 to

£9.

Adjusted operating profit was £297m (2023: £751m). This

reflects a non-repeat of the cost recoveries seen in 2023 of

approximately £500m, which was largely associated with

unanticipated Standard Variable Tariff demand in 2022,

decreased procurement optimisation opportunities due to lower

commodity prices and associated volatility, and lower unit

margins. This was partially offset by a lower bad debt charge of

£352m (2023: £541m), with bad debt as a percentage of

customer revenue falling to 2.3% (2023: 3.1%) and 6.1% (2023:

8.0%) for residential and small business respectively, supported

by a more stable macroeconomic environment alongside lower

prices, and internal initiatives focusing on bad debt.

The Meter Asset Provider (MAP) business, currently included

within the British Gas Energy segment, was break-even for the

year, as the business continues to build scale, with a portfolio of

smart meters under management of around 450,000 by the end

of 2024. Included within Group adjusted operating profit is a

consolidation adjustment of £(19)m (2023: nil) relating to work

carried out by British Gas Services & Solutions on behalf of the

MAP.

Bord Gáis Energy

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Customers (‘000) (closing) | 514 | 503 | 2% |
| Complaints per customer (%) (i) | 0.9% | 1.7% | (47%) |
| Journey NPS (ii) | 36 | 18 | 18pt |
|  |  |  |  |
| Financial |  |  |  |
| Adjusted EBITDA (£m) | 79 | 21 | 276% |
| Adjusted operating profit (£m) | 63 | 1 | 6,200% |
| Adjusted operating profit margin (%) | 5.0% | 0.1% | 4,900% |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Total complaints, measured as any oral or written expression of dissatisfaction, as a

percentage of average customers over the year.

(ii) Weighted NPS for the main customer interaction channels.

Operational Performance

In Bord Gáis Energy we remain focused on creating value from

our integrated model, supporting our customers and investing in

the future energy system to help underpin energy security and

decarbonisation in Ireland.

Our continued focus on customer service delivery helped to

almost halve the number of complaints per customer from 1.7%

in 2023 to 0.9%, and to double our NPS customer satisfaction

score to 36. Customer numbers grew by 2% in 2024 in a highly

competitive market, recovering losses recorded in the second

half of 2023.

In November 2024, Bord Gáis Energy announced the acquisition

of Swyft Energy, with the acquisition completing in January

2025. Swyft Energy is a leading solar PV installer in Ireland and

the acquisition represents an important step in our transition to a

green energy business.

Construction continues on our two hydrogen-ready 100MW

flexible natural gas peaking plants in Athlone and Dublin, with the

projects on-track for commissioning in the second half of 2025.

With a total investment of approximately €350m (Centrica

share ~80%), these plants will help deliver security of supply

while facilitating Ireland's transition to renewable energy.

In January 2025, Bord Gáis Energy secured a 10-year capacity

market contract of €56m p.a., to be fulfilled through an Open

Cycle Gas Turbine with 334MW of electrical generation

capacity. This agile power unit can be brought in and out of

service rapidly, complementing intermittent renewable

generation and further supporting the energy transition. The

technology envisaged will also be able to run on 100%

biomethane or, alternatively, operate on a blend of hydrogen

from the gas network.

In addition, in Ireland’s latest electricity capacity auction, we

were awarded a five-year Intermediate Length Contract for our

445MW Combined Cycle Gas Turbine power station at

Whitegate from October 2028 of €50m per annum. This will

ensure that a reliable efficient plant is available to the market up

to 2033, delivering security of supply for the energy transition

and underpinning our economic return.

Bord Gáis Energy continues to progress opportunities for

decarbonisation, using disruptive innovation, in collaboration

with strategic partners. These include hydrogen storage with

dCarbon X and ESB, ammonia as a renewable fuel source with

Mitsubishi Power Europe and offshore wind with Corio

Generation.

Financial Performance

Adjusted operating profit recovered to £63m (2023: £1m), as

the Irish energy market moved towards a more normalised

operating environment. These conditions allowed us to begin to

return supply margins towards more sustainable levels, while

allowing us to pass on price reductions to customers in a highly

competitive market. In trading and generation, Whitegate

delivered strong reliability and availability, helping to mitigate

reduced optimisation opportunities as a result of lower market

volatility.

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| Centrica plc Annual Report and Accounts 2024 |  | 35 |
|  |  |  |

Optimisation

In Optimisation, we continue to develop and leverage our

international physical positions and world-class capabilities.

Adjusted operating profit remained strong at £380m (2023:

£878m), although was lower compared to 2023 against a

backdrop of lower volatility and prices in commodity markets.

Centrica Business Solutions (CBS)

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Energy supply total gas and  electricity volume (TWh) | 16.1 | 20.7 | (22%) |
| Energy supply complaints per site  (%) (i) | 2.4% | 3.0% | (20%) |
| Energy supply Touchpoint NPS (ii) | 37 | 25 | 12pt |
| Services order intake (£m) (iii) | 231 | 225 | 3% |
| Net investment (£m) (iv) | 160 | 114 | 40% |
|  |  |  |  |
| Financial |  |  |  |
| Adjusted EBITDA (£m) | 97 | 141 | (31%) |
| Adjusted operating profit (£m) | 73 | 104 | (30%) |
| Adjusted operating profit margin (%) | 2.9% | 3.0% | (3%) |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Total complaints, measured as any oral or written expression of dissatisfaction, as a

percentage of total sites over the year. 2023 restated to reflect the change in

methodology to use sites rather than customers.

(ii) Measured independently, through individual questionnaires and the customer’s

willingness to recommend, on a year-to-date basis. 2023 restated to reflect the change

in methodology to using year-to-date data.

(iii) Total lifetime revenue forecasted from customer contracts signed in year.

(iv) Net investment is capital expenditure (including small acquisitions), less inflows from

disposals.

Operational Performance

In CBS we continue to focus on strengthening our customer

service and propositions in business energy supply, while

building a portfolio of flexible, green-focused assets.

We continued our move away from supplying energy to the

lower margin, large-scale Commercial and Industrial sector,

resulting in total volumes falling 22% year-on-year. However,

within this, volumes supplied to medium sized enterprises grew

5% to 12.2TWh (2023: 11.6TWh).

Complaints per site improved significantly in the period, falling

by 20% to 2.4% with commodity prices easing and our

continued focus on customer service delivery. This also

contributed to an improved NPS score of 37, up 12pts.

As expected, Services order intake recovered in the second half

of 2024, with full year Services order intake growing 3%

compared to 2023, and the highest since 2021, with a strong

near-term pipeline of work.

CBS net investment was £160m (2023: £114m) as we continue

to deploy capital for value into a range of solar, battery and gas-

peaking investments. We now have around 480MW of assets in

detailed planning or delivery in the UK and Continental Europe,

with total operational capacity of 194MW. Also included within

net investment is a £28m investment in Highview Power, as part

of a £70m phased investment programme, and the associated

Liquid Air Energy Storage project at Carrington, as part of our

strategic partnership focused on commercialising new long

duration energy storage technology.

Financial Performance

Adjusted operating profit decreased to £73m (2023: £104m),

reflecting no repeat of strong commodity procurement

performance seen in 2023 in more volatile markets partially

offset by additional margin from SME customer growth. Within

this, business energy supply operating profit was £108m (2023:

£159m), while Services and Assets posted a slightly improved

operating loss of £35m (2023: £55m loss).

Centrica Energy

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Renewable and flexible capacity under  management (GW) (i) | 16.7 | 16.3 | 2% |
|  |  |  |  |
| Financial |  |  |  |
| Adjusted EBITDA (£m) | 346 | 822 | (58%) |
| Adjusted operating profit (£m) | 307 | 774 | (60%) |
| Adjusted operating profit margin (%) | 5.0% | 10.0% | (50%) |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Including assets that have signed contracts but are not yet operational.

Operational Performance

Centrica Energy is our world-class asset-backed trading and

logistics business. We continue to build our diverse portfolio of

physical contracted positions, while leveraging our

differentiated risk management and optimisation capabilities to

add further value across the Group.

Renewable and flexible capacity under management was

16.7GW, increasing by 2% year-on-year, driven by the addition

of assets in the Baltics and Italy, where we have signed new

wind and solar assets, partially offset by short-term contracts

rolling off elsewhere.

We have also stepped up the hedging profile of our Sabine Pass

LNG offtake to protect against future declines in gas prices and

create a base margin around which we can optimise. This

includes new long-term natural gas deals, such as our

agreement with Coterra, which is linked to European gas prices

such as TTF and NBP and commences in 2028, and Petrobras.

As a result, we are now almost 100% hedged until the end of

2026, with over 50% through to the end of the decade.

Financial Performance

Centrica Energy delivered a resilient 2024 performance in a

more normalised operating environment. Adjusted operating

profit was £307m (2023: £774m), slightly above the midpoint of

the medium-term operating profit range, but lower than 2023

reflecting reduced market volatility which impacted our gas and

power trading and route-to-market businesses. LNG

profitability remained broadly flat, benefitting from tailwinds

from previous years and the in-built flexibility and optionality in

the portfolio. We also saw benefit in 2024 from the timing of

costs when compared with previous years, and a small £1m

profit from our Sole Pit legacy gas contract (2023: £35m loss)

driven by optimisation of the contract in the second half of 2024.

At current forward prices we expect a loss of around £3m

through to September 2025, when the contracts ends.

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Infrastructure

Our Infrastructure businesses consist of our 20% investment in

the UK’s existing nuclear fleet, our 69% ownership in Spirit

Energy, and Centrica Energy Storage+, the operator of the UK's

largest gas storage facility, Rough. Total Infrastructure adjusted

operating profit fell to £789m (2023: £1,083m).

Nuclear

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Nuclear power generated (TWh) | 7.5 | 7.5 | nm |
|  |  |  |  |
| Financial |  |  |  |
| Nuclear achieved power price (£/MWh) | 132 | 176 | (25%) |
| Nuclear dividend received | 355 | 220 | 61% |
| Adjusted EBITDA (£m) (i) | 610 | 742 | (18%) |
| Adjusted operating profit (£m) | 353 | 536 | (34%) |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Includes Centrica's share of associate EBITDA of £513m (2023: £415m).

Operational Performance

Centrica's share of Nuclear generation volumes were in-line with

2023 despite extended outages in the first half of 2024 across

Heysham 1 and Hartlepool, due to good reliability across the

second half, and fewer planned outages across the portfolio.

Financial Performance

Nuclear adjusted operating profit was £353m (2023: £536m),

driven predominantly by lower achieved prices net of

associated impacts from the Electricity Generator Levy and tax.

Dividends of £355m (2023: £220m) were received in the year.

Total Electricity Generator Levy included for the year was

£166m (2023: £326m), of which £80m (2023: £285m) is

included in the Group's cost of sales due to our nuclear hedging

activity outside of the associate, with a further £86m (2023:

£41m) included in the Group's associate result.

Details of our forward hedging positions for 2025 and 2026 are

outlined below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2025 | 2026 |
| Volume hedged (TWh) | 5.5 | 1.8 |
| Average hedged price (£/MWh) | 89 | 76 |
| Production volume (i) (TWh) | ~7.0 to 8.0 |  |

(i) 2025 forecasted production volumes.

Spirit Energy

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Gas production volumes (mmth) | 747 | 832 | (10%) |
| Liquids production volumes (mmboe) | 1.0 | 1.0 | nm |
| Total production volumes (mmboe) | 13.3 | 14.8 | (10%) |
|  |  |  |  |
| Financial |  |  |  |
| Average achieved gas sales prices  (p/therm) | 132 | 101 | 31% |
| Average achieved liquid sales prices  (£/boe) | 58 | 50 | 16% |
| Lifting and other cash production  costs (£/boe) (i) | 25.3 | 25.1 | 1% |
| Gas and liquids realisations (£m) (ii) | 1,045 | 900 | 16% |
| Unit DDA rate (£/boe) | 20.4 | 17.4 | 17% |
| Adjusted EBITDA (£m) | 707 | 506 | 40% |
| Adjusted operating profit (£m) | 434 | 235 | 85% |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Lifting and other cash production costs are total operating costs and cost of sales

excluding depreciation and amortisation, dry hole costs, exploration costs and profit on

disposal.

(ii) Realisations are total revenues from sales of gas and liquids including hedging and are

net of Spirit national transmission system (NTS) costs.

Operational Performance

Total volumes from Spirit Energy were down 10% due to natural

decline in existing fields and production outages at Morecambe

which have subsequently been resolved, partially offset by good

performance at Greater Markham Area.

Financial Performance

Adjusted operating profit was £434m (2023: £235m), with

higher achieved prices, underpinned by our hedging strategy,

more than offsetting lower production volumes. The unit DDA

rate was higher due to production mix, with a greater proportion

of production coming from assets with a higher fixed asset base.

Details of our forward hedging positions for 2025 and 2026 are

outlined below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2025 | 2026 |
| Volume hedged (mmths) | 513 | 273 |
| Average hedged price (p/th) | 111 | 89 |
| Production volume (i) (mmths) | ~695 to 720 |  |

(i) 2025 forecasted production volumes.

Centrica Energy Storage+

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024 | 2023 | Change |
| Operational |  |  |  |
| Availability (i) | 95% | 93% | 2% |
| Total volume in reservoir (bcf) (ii) | 40.7 | 48.2 | (16%) |
|  |  |  |  |
| Financial |  |  |  |
| Adjusted EBITDA (£m) | 17 | 322 | (95%) |
| Adjusted operating profit (£m) | 2 | 312 | (99%) |

All 2024 metrics and 2023 comparators are for the 12 months ended 31 December unless

otherwise stated.

(i) Measured as a percentage of demand.

(ii)  Includes 14bcf (2023: 15bcf) of indigenous gas.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 37 |
|  |  |  |

Operational Performance

Centrica Energy Storage+ delivered high operational reliability

from the Rough assets throughout the year. Rough accounts for

approximately half of the UK's gas storage capacity, and we

retain a third-party use exemption until at least 2030.

Centrica Energy Storage+ is expected to be loss making in 2025

(£50m-£100m). We need a regulatory support mechanism to

unlock the £2bn investment to upgrade and redevelop the

Rough assets to increase capacity and, ultimately, convert it into

a hydrogen-ready storage facility. Constructive discussions

with the UK Government are ongoing.

Financial Performance

Centrica Energy Storage+ adjusted operating profit was £2m

(2023: £312m), including a second half loss mainly reflecting

lower seasonal gas price spreads and reduced volatility.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

#### Financial

![]()

Group free cash flow from continuing

operations (£m)

Free cash flow from continuing operations is the

Group’s primary measure of cash flow. It reflects

the cash generation of the business after taking

into account the need to continue to invest.

![]()

Group adjusted operating profit

from continuing operations (£m)

Group adjusted operating profit from continuing

operations is one of our fundamental financial

measures.

![]()

Group adjusted basic earnings per

share from continuing operations (EPS)

EPS is a standard measure of corporate

profitability. Adjusted EPS is used to measure

the Group’s underlying performance against

its strategic financial framework.

![]()

Total greenhouse gas (GHG) emissions –

50% reduction by 2032 and net zero by 2040

(Base year 2019)(1)

Achieving net zero is essential to the future of our

business and our planet, which is why we have

a green-focused investment strategy. This has

contributed to our emissions falling by 18% against

our base year. Although emissions rose from 2023

due to security of supply driving increased gas-fired

power generation alongside gas production and

storage, reductions remain on track with our goal.

![]()

|  |  |
| --- | --- |
|  |  |
|  | Read more about our strategy on pages 14 to 25 and our financial performance on pages 26 to 37 |

![]()

(1) Following an update to our Climate Transition Plan (see page 73),

we accelerated our net zero goal which was previously focused on

achieving a 40% reduction in emissions by the end of 2034 and net

zero by 2045. The goal measures Scope 1 (direct) and 2 (indirect)

GHG emissions based on operator boundary. Comprises

emissions from all operated assets and activities including the

shipping of Liquefied Natural Gas alongside the Spirit Energy

assets in the UK and the Netherlands. Non-operated nuclear

emissions are excluded. Target is normalised to reflect acquisitions

and divestments in line with changes in Group structure against a

2019 base year of 2,120,446mtCO2e. It’s also aligned to the Paris

Agreement and based on science to limit global warming,

corresponding to a well below 2°C pathway initially and 1.5°C by

2040.

![KPI_panels1.svg]()

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1099511633255]()

2,487

2,207

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1099511633544]()

3,308

2,752

1,552

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1099511633804]()

34.9p

![]()

33.4p

![]()

19.0p

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1099511634014]()

![]()

![1099511634161]()

![]()

-18%

![]()

-5%

![]()

-21%

![]()

![]()

|  |  |
| --- | --- |
|  |  |
|  |  |
|  |  |

![]()

#### Key performance

#### indicators

Our key performance indicators (KPIs) help the

Board and executive management team assess

performance against our refreshed strategy laid

out in July 2023.

989

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 39 |
|  |  |  |

![]()

|  |  |
| --- | --- |
|  |  |
|  | Read more about our non-financial performance on pages 58 to 77 and 289 to 291. |

![]()

(1) Measured independently, through individual questionnaires, the customer’s willingness to recommend British Gas following a gas engineer visit. For wider business

unit NPS, see pages 33 to 35.

(2) Includes British Gas Energy, British Gas Services & Solutions and Bord Gáis Energy households, as well as business customer sites in British Gas Energy and

Centrica Business Solutions. For business unit customer numbers, see pages 33 to 35.

(3) Engagement is based on an average score out of 10 and measures how colleagues feel about the Company.

#### Non-financial

![]()

British Gas Services & Solutions – Services

Engineer Net Promoter Score (NPS) (1)

Providing a great service is fundamental to our

ability to attract and retain customers. Having

embedded strong operational performance,

reschedule rates remain low which is helping to

underpin improvements in customer satisfaction.

Consequently, NPS improved by 2 points.

![]()

Total customers (m)(2)

Strong customer retention provides a solid

platform for growth. Marked improvements in

customer satisfaction is helping us achieve better

customer retention. Our focus is now on growing

our customer base which remained broadly flat

over the year, having decreased slightly by 1%.

![]()

Total recordable injury frequency rate (TRIFR)

Keeping colleagues and customers safe is core to

any responsible business. We focus on preventative

measures and process review, to ensure we

continuously improve performance. As a result, our

TRIFR per 200,000 hours reduced by 25%. Most

incidents related to slips, trips and musculoskeletal

injuries.

![]()

Colleague engagement(3)

Having an engaged and motivated team, is intrinsic

to our success. Through continued focus on

creating a more inclusive and supportive place to

work whilst connecting colleagues with our strategy

and new Purpose, engagement improved by

0.4 points. We have now reached top quartile

performance for our sector for the first time.

![KPI_panels2.svg]()

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1649267448559]()

+64

![]()

+71

![]()

+73

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1649267448798]()

10,296

![]()

10,266

![]()

10,183

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1649267448984]()

![]()

1.12

![]()

0.84

![]()

0.63

|  |
| --- |
|  |
|  |
| 24 |
|  |
| 23 |
|  |
| 22 |

![1649267449108]()

![]()

7.4

![]()

7.7

![]()

8.1

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

![]()

\*Audit and Risk Committee (ARC). \*\*Safety, Environment and Sustainability Committee (SESC).

![]()

|  |
| --- |
|  |
|  |
| Centrica Group's annual risk management process |

Assess

Business Unit risk

assessment and

mitigation. Input

from functional

advisory teams

Evaluate

Business Unit Risk

and Controls

Committees

Identify

Business Unit

risk owners

![]()

Control & monitor

Quarterly

enterprise risk and

controls review.

Bi-annual review

of Principal Risks

Group enterprise

risk and controls

report

![]()

Centrica

Leadership Team

Risk sponsorship

and review

‘Top-down’ strategic

risk workshops.

Risk deep dives

ARC\* SESC\*\*

![]()

![Risk diagram.svg]()

![]()

![]()

#### Our Principal Risks and uncertainties

#### We manage risks to support

#### our Group strategy.

Centrica’s Group risk management

framework and internal control

environment are core elements of

the Group’s governance model and

are designed to ensure that risks are

understood and managed in line

with our strategic objectives and

stakeholder expectations.

Oversight of risk management is

embedded at all levels of the

organisation, with the Board maintaining

overall accountability for the Principal

Risks and uncertainties facing the Group.

The Group’s Principal Risks are those

which could potentially impact delivery

of Centrica’s strategic objectives,

as determined through our planning

process, over the medium to long term.

An ERM transformation programme to

review and refresh our risk framework

was initiated during the year. The

refreshed framework includes the setting

of risk appetite, regular risk assessments

against risk appetite, and monitoring

of the internal controls' compliance

and effectiveness.

Our risk framework

The Board has overall responsibility for

ensuring that a sound approach to risk

management and internal control is

maintained across Centrica. The Board

sets the tone and drives the appropriate

risk culture through the Centrica

Leadership Team and through

the Board’s delegated committees.

They set the Group’s risk appetite,

review significant breaches and approve

all risk related disclosures in the Annual

Report and Accounts.

The Board reviews risk as part of its

strategy review process, and during the

year conduct a robust assessment of the

Company’s Principal Risks, in conjunction

with the Audit and Risk Committee,

informed by a programme of strategic

risk workshops. The process included

evaluating the likelihood and potential

impact of identified risks, the

effectiveness of existing controls and

agreeing additional risk mitigation

measures where necessary.

The Board has put in place policies for

identifying, evaluating and managing

the risks faced by the Group, with

responsibility for the oversight of day-to-

day risk management delegated to the

Centrica Leadership Team. The annual

risk management process is summarised

in the diagram below.

In our viability assessment, the potential

impact of ‘severe but plausible’ risks are

considered and linkages to the Group

Principal Risks noted, as described on

pages 52 to 53.

Risk appetite

The Board is responsible for aligning

the Group’s appetite for risk taking with

our long-term objectives, considering

our principal and emerging risk landscape

and the delivery of sustainable value for

our stakeholders. We operate in a

complex and dynamic environment

characterised by geopolitical

uncertainties, a complex cyber threat

landscape, regulatory changes and rapid

technological advancements.

Our risk appetite reflects a balanced

approach to pursuing opportunities while

managing potential adverse impacts.

This is underpinned by our commitment

to maintaining a resilient, safe and

sustainable business, operating

in compliance with relevant laws

and regulations.

Risks are identified and assessed at

a Group and Business Unit (BU) level,

with risk scores (taking into consideration

impact, probability and timescale of

the event occurring) compared to risk

appetite to review the adequacy of

existing mitigating actions and controls,

with further action taken to control and

monitor risks as required.

Internal controls

Our internal control framework aims

to provide reasonable assurance as to

the accuracy, reliability and integrity of

the financial information and non-financial

disclosures in our Annual Report and

Accounts. It further ensures the Group’s

compliance with applicable laws,

regulations and internal policies, as

well as the effectiveness of internal

processes. Further information is included

in the Governance section: Audit and Risk

Committee on pages 100 to 111.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 41 |
|  |  |  |

The control environment is subject

to regular monitoring and review such

that control weaknesses and new

or emerging risks are identified early,

and remediated or actively managed,

to reduce the likelihood of any significant

deficiencies arising.

Risk landscape and emerging

matters

The Group’s approach to emerging risks

forms part of the overall risk management

framework, incorporating sector insights,

macroeconomic trends, regulatory

developments, and input from key

stakeholders. Emerging risks are

considered as part of strategic-decision

making, key emerging risk areas shaping

our risk landscape are highlighted below:

Cost of living and fuel poverty

Cost of living challenges and sustained

high energy prices continue to affect our

customers’ ability to pay their bills with

high levels of fuel poverty and bad debt

persisting. Ofgem announced further

price cap rises, applied from 1 January to

31 March 2025 meaning that the price of

energy for a typical household using both

electricity and gas and paying by Direct

Debit has increased by 1.2% to £1,738

per year. This is due to wholesale prices

remaining high with geopolitical factors

continuing to impact energy markets.

We continue to implement measures

to support and work with our customers

to prevent or manage their debt, These

include but are not limited to

implementing the ‘You Pay We Pay’

scheme where BG Energy match

customer payments for a set period of

time. Also advising on the help available

from the British Gas Energy Trust;

and writing to our elderly customers to

inform them of available Government

support such as pension credits, following

changes to the rules for pensioner winter

fuel payments.

Energy market

Exposure to commodity prices and their

volatility is inherent in business

operations. In 2024 European wholesale

power and gas market volatility further

reduced compared to 2023, falling back

in line with levels previously seen prior to

the Ukraine crisis. Nevertheless, prices

have on average increased over the

second half of the year. This increase

has been driven by the threat of Russia

terminating the remaining gas supplies

into Europe via Ukraine by year-end, as

well as increased Liquefied Natural Gas

(LNG) demand from Asia resulting in

cargoes diverting from Europe.

During 2024 the importance of LNG to

global market security continued to be

felt. We concluded two further strategic

LNG deals; in February we announced

a deal with Repsol whereby we

will purchase one million tonnes of LNG

between 2025 and 2027, and in October

we announced two deals with Coterra

providing a further 100,000 MMbtu/day

over 10 years commencing in 2028, which

will reduce the market risk in the LNG

portfolio. Additionally, in December, we

announced the life extension of four

operational Advanced Gas-cooled

Reactor (AGR) nuclear power stations

alongside our partner, EDF. These deals

further bolster our position as a key

market leader providing ongoing energy

security for the UK.

Energy transition and Government

intervention

The Government has committed to

achieving clean power by 2030 and net

zero by 2050. This will require industry

and market re-design including a revised

approach to Gas and Electricity network

planning. The newly formed public body,

the National Energy Systems Operator

(NESO), will perform a wide range of

tasks incorporating connections, system

operation, energy spatial planning and

wider advice to Government on

regulation and market.

In November 2024, NESO advised

Government on how to achieve clean

power by 2030. It will further publish

a series of plans and reports around

achieving net zero by 2050 including the

Strategic Spatial Energy Plan (SSEP).

This will set out a co-ordinated approach

for Britain’s onshore and offshore energy

infrastructure and incorporate the

existing Future Energy Pathways report

advice on how to meet future energy

supply and demand needs.

In the short term, these planning

documents directly impact how NESO

will decide on the connection of

renewables projects with the Grid; with

it currently consulting on processes to

remove unviable projects from the grid

connections queue. NESO’s views on the

future system will impact our ambitions

for future investment such as Rough gas

storage, hydrogen and Carbon Capture,

Utilisation and Storage (CCUS) at

Morecambe. Its views on market design

will have considerable influence although

the final decisions will lie with

Government. We are closely monitoring

the risks and opportunities whilst we

navigate both the pace and change

related to the energy transition to ensure

effective resource allocation which aligns

to our Purpose and delivering returns to

our shareholders.

Centrica has published its refreshed

Climate Transition Plan with more

ambitious targets to move to a low

carbon future, bringing forward our net

zero goal from 2045 to 2040 and

advanced our interim milestone from

reducing our greenhouse gas emissions

by 40% by the end of 2034, to 50% by

the end of 2032.

Regulatory change

The intensity of regulatory interventions

is significant across the Group and

especially in our UK retail energy supply

and insurance business units. In 2025,

Ofgem will run a broad compliance

programme consulting on elements of

the price cap mechanism including the

operational cost allowance review and

warm home schemes. There is also

a continued focus on customer service

standards given the ongoing cost of living

challenge. The Financial Conduct

Authority and Prudential Regulatory

Authority are focusing on operational

resilience and third-party management.

Across the Group, our Legal, Regulatory

and Compliance teams review the

regulatory landscape and work with

regulators and trade bodies: to help

form future regulatory requirements;

build our understanding of stakeholder

expectations; and to effectively respond

to changing requirements.

Our preparations to ensure readiness

under the UK Corporate Governance

Code for Centrica’s material controls

declaration by the Board are underway,

with direct Centrica Leadership Team

oversight of the programme governing

these activities and supervision by

the Audit and Risk Committee. The

programme is designed to align with our

enterprise risk management framework

which is one of the key sources of insight

and context for the effective surfacing of

potential material risk areas and their

related material controls. A key element

of our approach is to pilot the material

controls sign-off process in advance of

the actual sign-off date, enabling us to

refine and test the controls, identify any

gaps, and ensure their effectiveness.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

Technology adoption

The rapid pace of technological

innovation presents both risks and

opportunities for our customers,

communities and our business. Increased

technology adoption and related

increases in the volume of data

processing and storage by companies are

some of the key factors driving electricity

demand. Centrica recognises that

understanding and embracing innovative

technologies, including Artificial

Intelligence (AI), is essential to meeting

our customer needs, maintaining our

competitive edge, driving innovation and

improving operational efficiency. We

have a measured but proactive approach

to technology adoption, driven by our

commitment to operational excellence,

safety, legal and regulatory compliance.

Programmes to upgrade technology

suites across all business units are in

progress. Additionally, we acquired

ENSEK and the Ignition platform in 2024

to enhance our digital services capability

to offer innovative propositions to our

customers. Further, our Group Chief

Customer and Data Office is focused

on improving how customer data is

harmonised and unified across all

business units, enabling use cases such

as hyper-personalisation, advanced

forecasting and AI-enabled customer

interactions, all aimed at delivering

deeper customer insights and more

tailored experiences.

Global supply chain constraints

Evolving geopolitical tensions and the

accelerating energy transition are

reshaping supply chains and increasing

reliance on critical third parties in the

energy sector. Regional conflicts, trade

restrictions and concentrated sourcing

of rare earth elements for new energy

technologies and key components create

vulnerabilities and heighten competition

for resources. These challenges

underscore the need for enhanced

supply chain resilience and robust risk

management.

We recognise that these risks can impact

the availability, cost and delivery timelines

of critical components and materials. We

address these risks through robust due

diligence and diversified sourcing

strategies, strengthening our insight into

and relationships with critical third parties

and adapting our processes to mitigate

potential disruptions and ensure our

operations remain secure and sustainable.

Climate change

We recognise that climate change brings

significant opportunities and risks for

Centrica. As a leader in the energy sector

and energy transition, our Purpose

of ‘energising a greener, fairer future’ lies

at the heart of our organisation. Our

enhanced climate ambitions published

in our updated Climate Transition Plan are

incorporated into budgets, business plans

and accounting assumptions and we will

continue to assess strategic resilience

through our Task Force on Climate-

related Financial Disclosures climate

scenario analysis. To meet the Corporate

Sustainability Reporting Directive

(CSRD), we have established the CSRD

programme enabling us to improve our

assessment of our climate related

vulnerabilities and developed an

Environmental Impact, Risk and

Opportunity IRO framework to be

integrated into regular review of climate

risk scenarios and mitigation strategies.

We also recognise the complex and

evolving nature of climate risks, and

our forward-looking priorities include

regulatory preparedness with a focus on

CSRD; enhanced climate reporting and

strengthened engagement with our

investors and customers, as well as

further investment in analytics and

reporting capabilities.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 43 |
|  |  |  |

![]()

Risk overview

Our exposure to counterparty/customer/third party default

or a credit event limiting the availability of financial facilities

or unsecured credit lines.

Exposure to events which consume available Group

liquidity resources.

Key drivers:

• Hedging commodity price risk exposes Centrica to (i) credit

risk, which is the risk of a loss if a counterparty fails to perform

on its obligations, or (ii) liquidity risk when trades are executed

on exchange or under margining agreements, which can require

collateral postings.

• Trending directional price moves which can lead to a build-up

of mark to market positions is a key component of credit and

liquidity risk.

• Volatile commodity markets can also lead to an increase

in cash and working capital requirements for both us and

our counterparties, increasing the risk that one of our

counterparties fails to perform and the subsequent increased

risk of contagion.

• Further information is included in note S3: Financial risk

management within the Supplementary Information to the

Financial Statements.

• Sustained high energy prices and cost of living challenges

impacting our customers’ ability to pay for their energy supply.

• High operating costs coupled with the continued effects of high

interest rates creates challenges for our UK third-party

customers, resulting in an increased likelihood of default.

Mitigations

• Financial risks are regularly measured, monitored and reported

against approved risk limits by independent risk functions

and overseen by dedicated Risk Committees.

• The Group Credit Risk Policy is reviewed and approved annually

to ensure credit risk limits reflect Board risk appetite.

• Credit risk teams actively manage and reduce credit exposures,

taking account of liquidity considerations.

• Credit mitigation instruments are negotiated, as needed,

including guarantees, letters of credit, credit insurance, and/or

tenor and volume restrictions are imposed to avoid exposures

building up.

![]()

• A liquidity forum including Centrica Energy and Group Treasury

monitor liquidity requirements under normal and stressed

market conditions, with monthly CFO review and approval

of Centrica Energy liquidity limits.

• Risk Capital reporting is distributed to Centrica Leadership

Team members monthly and bi-annually to the Board, who,

subject to risk appetite, may agree a risk capital reserve against

Centrica’s net debt headroom.

• Access to diversified sources of committed and

uncommitted liquidity.

• Monitoring of forecast versus actual customer debt position,

and review of the bad debt provision.

• Additional support processes to help customers to repay

their debt.

Developments

Risk context:

• Market prices persist at levels higher than historical averages,

albeit lower than 2022 record highs.

• Credit risk exposures have been managed within Group Credit

Risk limits and remain broadly stable at an aggregate level.

• The higher interest rate environment adversely affected some

smaller sized, highly leveraged counterparties over the past

two years. These exposures have been actively monitored

and managed through the various credit review forums; with

fewer counterparties on a credit watchlist as at year-end.

• During 2024, Centrica has successfully refinanced the £450m

hybrid bond with a new £405m hybrid bond and bought back

£370m of 2033 senior debt. Both activities have further

strengthened the balance sheet

• In Q4, Centrica successfully extended £2.5bn of committed

credit facilities with relationship banks by a further year

resulting in £1.5bn of facilities with maturity in Q4 2029

and £1bn with a maturity in Q4 2027. In addition, Centrica has

access to c£2.6bn of committed letters of credit with

relationship banks as well as to a portfolio of uncommitted

letters of credit

• Centrica maintains a $3bn US Commercial Paper programme

to support short-term liquidity requirements and periodically

issues into this market to provide confidence in its ability

to access funding.

• The risk to UK third party default is slightly higher than 2023,

but lower than the peak seen in the 2020-21 period.

• British Gas Energy continues to build debt management

capabilities and processes.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Improved | |

#### Credit and liquidity risk

Principal Risks

The following Principal Risks have been identified and are actively monitored and managed to support the delivery of our strategic

objectives. In reviewing the Group’s Principal Risks, consideration is given to the potential risk impact and likelihood, and also how

these evolve over time. This in turn informs decisions as to the effectiveness of existing controls and the need for any further

mitigations. The risk trend indicates whether the level of risk exposure is considered to have improved, deteriorated or remained

stable.

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| --- | --- |
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|  | Strategic Report        Governance        Financial Statements       Other Information |
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#### Market risk

![]()

Risk overview

Risk of financial loss, both in terms of short-term profitability

and long-term asset valuations, due to trends and volatilities

in commodity prices.

Key drivers:

• Commodity exposure arises within the trading businesses,

which provide optimisation for Centrica’s upstream and

downstream power and gas positions. We also have

commodity exposures related to proprietary trading

and arising from our long-term Liquefied Natural Gas assets.

• Material movements in commodity prices can impact revenue

on sale of asset production and impact the long-term valuation

of asset portfolios.

• Changes in our customer demand requirements can result

in a commodity exposure as we realign our established hedges

at market prices.

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Mitigations

• Business unit hedging policies and trading/optimisation risk

limits are reviewed and approved by the Group Risk Hedging

Policy Committee, bi-annually.

• A monthly Downstream Meeting reviews and oversees

demand forecasting performance and hedge performance.

• Hedging decisions and risk exposures are agenda items at the

monthly Finance Performance Reviews across the Group.

• Market risks are also reviewed regularly in dedicated Risk

Committee forums, with daily reporting against risk limits

in Centrica Energy and Bord Gáis.

Developments

Risk context:

•  Prices and volatilities have reduced year on year.

• The financial impact of outage risk associated with upstream

and infrastructure assets remains high due to the higher price

environment and the ageing asset infrastructure.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Improved | |

#### Weather risk

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Risk overview

Unusually warm or cold conditions could lead to unexpected

changes in energy demand from our customers, which may

reduce our present or future profitability.

Key drivers:

• During warm weather customers consume less energy,

reducing revenue, which can be further compounded by selling

back hedges at a loss if commodity prices have fallen.

• During cold weather customers consume more energy, and to

meet this demand Centrica may need to purchase additional

volumes. If wholesale prices have also risen to above residential

and business customer price levels, Centrica will lose margin on

these incremental volumes as the cost is higher than can be

recharged to the customer.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

![]()

Mitigations

• A dynamic hedging strategy is implemented to manage

the exposure to weather risk.

• Options to mitigate extreme weather risk in our downstream

businesses are considered ahead of winter seasons.

• The monthly Downstream Energy Margin Meeting reviews

weather impact analysis, hedging proposals and performance.

Developments

Risk context:

• Higher European gas storage levels have helped to mitigate the

risk of winter supply shocks.

• The risk is skewed to warm weather affecting revenue

generation by the downstream business together with

potential losses from selling back hedges.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 45 |
|  |  |  |

#### Political, legal, regulatory or ethical intervention/compliance

![]()

Risk overview

Political or regulatory intervention, potential changes or failure

to comply with laws and regulations may create a more

uncertain operating environment that may lead to greater

regulatory scrutiny and inhibits our ability to invest in and allocate

resources to markets or activities, impacting our financial

stability and reputation.

Key drivers:

• Continuing high level of regulatory scrutiny in the UK retail

energy supply and insurance business driven by political focus

on the cost of living challenges faced by many consumers.

• Increased focus on ESG requirements and the impact on

investor confidence in our approach to sustainability.

• Any material real or perceived failure to follow Our Code

would undermine trust in our business.

Mitigations

• Articulation of a clear political and regulatory strategy with

key priorities and policy positions.

• Dedicated Corporate Affairs and Regulatory teams which

examine upcoming political and regulatory changes and their

impact, with reporting to the Centrica Leadership Team.

• Monitoring of wider legal and regulatory developments in all

relevant jurisdictions, particularly regarding matters such as

human rights, climate and the environment, health and safety,

cyber security, AI, tax and prevention of financial crime.

• Continuous dialogue with Ofgem, the Commission for

Regulation of Utilities, the FCA, the PRA and consumer

groups to influence the regulatory environment.

• Capability in Energy Assurance to support the business with

meeting complex regulatory requirements.

• Robust customer experience control frameworks, reviewed

by leadership teams.

• The Board sets the tone from the top through Our Code and

leadership behaviours with Our Code annual training

representing our employees, commitment to doing the right

thing and acting with integrity

• The Financial Crime team monitors threats and adequacy

of response to anti money laundering and the threat of bribery

and corruption.

• A global Speak Up helpline exists to provide a consistent

Group-wide approach to reporting unethical behaviour.

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Developments

Risk context:

• Keeping pace with the volume, speed of implementation and

complexity of political and regulatory change impacting the

Group continues to be a focus area.

Retail:

• Ofgem will run a broad Compliance programme in 2025 and will

consult on their Consumer confidence work programme which

aims to deliver enhanced customer service standards.

• Ofgem will also review the price cap to reset the level of

allowance that Ofgem considers appropriate for operating

expenditure and levels of consumer debt. There is also the

possible introduction of further capped tariffs with a zero

standing charge.

• The pace of FCA and PRA policy development is significant,

and the FCA Policy for 2025 will focus on operational resilience,

oversight of third parties and treatment of vulnerable

customers. We have been focusing on all these elements

as part of our embedding of the Consumer Duty framework

and will seek to establish best practice as further guidance

is issued.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

|  |  |
| --- | --- |
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|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

#### Climate change

![]()

Risk overview

The Company may face potentially unfavourable market,

regulatory and policy changes driven by climate change, which

could affect the ability to execute our strategy effectively.

Key drivers:

• Increased pressure from Government, investors and

customers to commit to meaningful carbon reduction targets.

• Execution of the investment strategy will channel capital

investment to realise investment opportunities from moving

to a low carbon future.

• Timing and execution of British Gas Energy’s pivot to

decarbonise power, heat and transport products and services.

• Timelines in which Centrica, or its subsidiary businesses, will

be legally obligated to comply with UK, EU or international

ESG management and reporting requirements.

• Increased focus on ‘greenwashing’ and greater rigour on how

organisations market low carbon products and propositions.

Mitigations

• We have published our refreshed Climate Transition Plan with

more ambitious targets for 2040 as part of our approach to

moving to a low carbon future.

• Progress against our Climate Transition Plan is incorporated

into executive remuneration.

• The SESC, chaired by an independent Non-Executive

Director, reviews climate change information and climate-

related matters.

• Full compliance in our 2024 Task Force on Climate-related

Financial Disclosures reporting is reflected in pages 67 to 77.

• New Business and Net Zero lines of business launch innovative

and competitive products and propositions to gain a significant

footprint in the growing low carbon market.

• Green Claims Principles have been developed and

implemented to manage ‘greenwashing’ risk across the Group.

![]()

Developments

Risk context:

• Continued geopolitical focus on COP29 and on how

corporations respond to climate change.

• The UK Government has committed to Clean Energy by 2030.

• The Government has extended the deadlines for both the

phase-out of gas boilers and the ban on petrol/diesel vehicles

to 2035 and increased the grant for Heat Pump installations

by £2.5k to £7.5k.

• The European Corporate Social Responsibility Directive aims

to  create a sustainable economy for the EU. The reporting

requirements are broader in scope, complexity and granularity

and require assurance activity.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 47 |
|  |  |  |

#### Customer

![]()

Risk overview

Economic pressures, regulatory changes and high levels

of service demand could mean that we are unable to

consistently deliver satisfactory customer service, which

could result in increased complaints or loss of customers.

Key drivers:

• Frequency of price cap changes and increased customer

service demand due to sustained high energy prices impacting

a customer’s ability to pay.

• Regional engineer capacity constraints in British Gas Services &

Solutions with peak demand for services exceeding available

engineer resources.

• In our net zero business, failure to ensure successful

matching of customer demand with fulfilment capabilities,

can negatively impact on customer experience outcomes,

resulting in weakening of brand and reduced

customer volumes.

• Continued competition in our retail markets, including

Bord Gáis Energy where competitive pricing is widespread.

Mitigations

• The Customer Data and Analytics team has been combined into

a Chief Customer Office Function which continues to enhance

comprehensive data capture across all customers and business

units, to connect our customer data and generate insights and

improvements along the customer journey.

• Customer Conduct Boards provide data-led monitoring and

oversight to minimise poor customer outcomes, customer

detriment, complaints and regulatory actions.

• Customer-facing business units focus on reducing complaints

and addressing customer pain points using enhanced tools

and automation, and performing root cause analysis

within a continuous improvement approach.

• British Gas Energy’s ongoing investment in customer service

capability and care for vulnerable customers.

• British Gas Services & Solutions has built stronger operational

resilience, recovery and delivery capacity, enabling the launch

of the same day Service Promise.

• Bord Gáis has implemented tactical pricing strategies

to compete with new entrants, while developing its value

proposition and bundled energy, services and net

zero offerings.

![]()

Developments

Risk context:

• Continuing high energy prices and cost of living challenges

keep demand elevated. Customer journey transformation is

increasing customer satisfaction scores and reducing

customer contact levels.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

|  |  |
| --- | --- |
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|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

#### People

![]()

Risk overview

The Company faces the risk of failing to attract, develop, engage

and retain key talent, which could impact our ability to achieve

strategic objectives. Ensuring a healthy, capable, inclusive and

resilient workforce is essential for maintaining operational

performance and meeting long-term goals, especially amid

current economic pressures and labour market challenges.

Key drivers:

• Challenges in attracting and retaining critical skills and capabilities,

which are essential to meet our strategic objectives.

• Labour market shortages in key skills and talent, leading to

retention challenges in specific business units or geographies.

• Deterioration in employee physical and mental health, and

wellbeing, affecting productivity and engagement across

the workforce.

• The impact of the cost of living crisis, inflation and geopolitical

tensions on employees' mental health and wellbeing, potentially

affecting morale and retention.

• Challenges in maintaining a competitive reward strategy.

Mitigations

• High level capability analysis underpinned by a Strategic

Workforce planning framework is underway and will support

Centrica businesses in making capability investments and

inform tailored retention and succession planning.

• Quarterly performance conversations and key metric

monitoring, including the quarterly employee engagement

score and participation rate, absence, health and wellbeing

score, Diversity, Equity and Inclusion score and attrition rates

are monitored.

• #MoreThanACareer campaign and a Centrica-wide Brand

Champion Programme connecting current and future talent.

• The Shadow Board provides a platform to a group of colleagues

to engage with the Centrica Leadership Team, and to support

and influence colleague centred decision-making.

• A long-term property strategy review is underway to optimise

our workplace and ensure business continuity and collaboration.

• Holistic approach to wellbeing including the Colleague Support

Foundation and the employee-led community networks, such

as those for working parents, fertility and carers.

• DE&I Action Plans are in place to achieve our ‘Open Letter’

commitments to enhance diversity at senior levels,

improve equity of opportunity and foster continuous

inclusive behaviours.

• Regularly monitor and manage the impact on Centrica of the

Employment Rights Bill and upcoming employment legislation.

• Established Training and Competence Framework and

Academies which build programmes and courses tailored to our

future workforce needs deliver stronger operational metrics

and better customer experience.

• Regular reviews of Centrica’s reward strategy to align with

overall goals and values, through internal feedback and external

benchmarking.

![]()

Developments

Risk context:

• Continue to incorporate external insight from government

policy, skills councils and awarding bodies as an input into how

we tailor our academies to close strategic capability gaps as

well as building net zero skills.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

|  |  |  |
| --- | --- | --- |
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|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 49 |
|  |  |  |

#### Safety

![]()

Risk overview

The Company faces the risk of occupational, transportation,

customer or third-party fatality or injury due to safety hazards

associated with its operations. Ensuring a safe environment for

employees, contractors and the public is crucial to maintaining

operational integrity and protecting the Company’s reputation.

Key drivers:

• Operational activities, which may expose employees,

customers, or third parties to safety risks.

• Significant safety incidents that could lead to regulatory action,

financial penalties, and reputational damage, affecting some

or all of Centrica’s brands and business units.

Mitigations

• Leadership commitment to driving improvements in Health

Safety and Environment (HSE) maturity and achieving

continuous improvement in key metrics.

• Regular reviews of HSE frameworks and safety risks to ensure

they are reduced to as low as reasonably practicable.

• Governance arrangements and performance monitoring

through Centrica Leadership Team meetings, SESC, the HSE

Executive Committee, legal entity board meetings and the HSE

Director Forum.

• BU HSE Improvement Plans are updated and reported on

monthly to the Centrica Leadership Team.

• HSE Management Systems, including policies, standards and

procedures, are established as well as investment in targeted

training and competency.

• Assurance over our HSE processes and controls is provided

through our in-house HSE teams, with support from external

subject matter experts where necessary.

• The approach to customer visits is continuously reviewed

to ensure that employees and contractors operate in line

with Government guidelines and/or industry best

practices, maintaining the health and safety of both

employees and customers.

• Ongoing engagement with regulatory agencies, such

as the Health and Safety Executive and the Department

for Energy Security and  Net Zero.

![]()

Developments

Risk context:

• Management monitors a range of leading and lagging

indicators  and is committed to fostering a strong safety

culture across Centrica.

• As the Group strategy evolves and we repurpose our existing

assets, developing new low carbon technologies and assets,

the Group will respond to changing HSE risks and implement

appropriate HSE frameworks and technologies.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Improved | |

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| --- | --- |
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|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

#### Cyber

![]()

Risk overview

A successful cyber-attack on our systems could present as

follows:

• Confidentiality: leakage of customer or Company confidential

data by threat actor, third party, staff or system error, either

maliciously or by accident.

• Integrity: inaccuracy of Centrica’s data due to malicious

or inadvertent alteration by internal or external parties,

or malicious actors.

• Availability: operational disruption and loss of assets,

including data, due to a cyber compromise.

• Any or all of the above which could lead to a regulatory

compliance impact or fines, including but not limited to,

General Data Protection Regulations (GDPR), Smart Metering

obligations (Ofgem), Security of Network and Information

Systems Regulations 2018 and enhanced NIS2.

Key drivers:

• Escalating complexity and frequency of cyber threats.

• An increased reliance on digital infrastructure within Centrica.

• Expansion into new geographies and markets increasing

cyber regulatory obligations.

• The targeting of supply chains as a mechanism to attack

firms by exploiting the trust between known suppliers.

• Reach of regulations beyond the jurisdictional border

of the legal entity.

Mitigations

• Monitoring and oversight of cyber security via the Cyber

Steering Committee, chaired by the CIO.

• Ongoing threat intelligence gathering, collaboration and

information sharing with industry peers and the National

Cyber Security Centre.

• The Cyber Security Change Programme and cyber-attack

simulations build security capabilities and improvements

in controls that increase the difficulty of targeting Centrica

and being able to exploit weaknesses without detection.

• The Ransomware Programme continues to improve Centrica’s

ability to co-ordinate and recover from a ransomware attack,

with the Board and senior leadership participating

in a ransomware response and recovery exercise.

• Ongoing enhancement of cyber security controls dedicated to

protecting operational technology; the control systems used to

manage domestic, commercial and industrial processes.

• Training and awareness have been developed and delivered

to key groups to equip them with the skills and knowledge

to operate in a more digital world.

Developments

Risk context:

• The current geopolitical situation and regional conflicts have

increased the use of cyber as a weapon to target energy

infrastructure. Our Critical National Infrastructure and the

nature of the industry in which we operate makes us a target

for state actors and state-sponsored attackers.

• The risk of misuse of AI to create complex attacks is expected

to increase rapidly with AI tools becoming cheaper and more

accessible. We recognise the opportunity to adopt AI to better

improve our cyber defences.

• The volume, sophistication and frequency of ransomware

attacks has evolved, with the most catastrophic bringing down

IT systems within very short timeframes, and in some

circumstances leading to publication of exfiltrated data.

• The increased connectivity of operational technology presents

an opportunity for attackers that if exploited could cause major

harm and disruption to industrial processes including processes

in the energy sector.

• Our strategy to expand to low carbon markets and help our

customers toward net zero may increase our regulatory

obligations in maintaining our cyber security posture, requiring

enhanced governance and external regulatory oversight.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

|  |  |  |
| --- | --- | --- |
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| Centrica plc Annual Report and Accounts 2024 |  | 51 |
|  |  |  |

![]()

#### Operational asset integrity

![]()

Risk overview

Impaired structural or asset integrity, resulting from any failure

in design, maintenance, inspection or operation, could lead to

a major accident (such as loss of containment of flammable/

hazardous materials or structural collapse) which may result

in multiple fatalities, major damage to the environment, and/or

significant operational disruption, in addition to revenue losses

and reputational damage.

Key drivers:

• Inadequate investment and operational support for asset

inspection, maintenance and development, increasing the risk

of safety issues, personnel or environmental harm, unplanned

outages, or impaired asset performance, that could result in

regulatory implications and affect asset performance and

reputation.

• As we expand our asset base, it is critical to ensure

standardised, scalable procedures and processes, including

technology, people, contractor and assurance management,

to minimise asset impairment risks throughout their lifecycle

and ensure compliance with relevant regulations.

• Operational issues or early asset closures may prevent

adequate returns on our asset investments, leading

to suppressed earnings and cash flows.

Mitigations

• Group-wide minimum operational and safety standards are

applied to all assets, whether operated or non-operated,

and adherence against them is monitored and reported.

• Inspection activity, maintenance and improvement

programmes are conducted across the asset base to

optimise effectiveness and maximise production levels.

• Centrica’s presence on the Board of EDF Energy Nuclear

Generation Group Limited allows oversight of the operational

performance and strategic decisions related to the

Nuclear fleet.

• The Group Annual Plan includes contingencies to cover

unexpected outages from assets.

• HSE Management Systems are established to include policies,

standards and procedures to protect employees, third parties

and the environment.

• The HSE Function works with the business to ensure effective

HSE resources and competency operate consistently and

effectively across the business.

• Engagement with main regulatory agencies in locations of

operation is consistently maintained, such as the Environment

Agency, Health and Safety Executive, Department for Energy

Security and Net Zero, and North Sea Transition Authority.

• Assurance over our HSE processes and controls provided by

our in-house HSE teams supported by external subject matter

experts, where needed.

• Continued investment in training to ensure maintenance of safe

operating practices.

Developments

Risk context:

• The Whitegate Plant operated with strong availability and

reliability in 2024. As the plant ages and we transition to more

flexible generation, it will be crucial to carefully manage plant

reliability and safety risks.

• The Nuclear fleet has performed well overall in 2024 with

strong reliability metrics, although outage downside risks

are binary and there was a significant unplanned outage

at Heysham 1 and Hartlepool during the first quarter. The

operational lifespans of our four Advanced Gas-cooled Reactor

nuclear power stations were extended in December 2024.

Heysham 1 and Hartlepool received a one-year extension, now

set to operate until 2027, while Heysham 2 and Torness were

granted two-year extensions, continuing until 2030.

• Spirit Energy continues to focus on safely delivering production

from existing late-life assets and de-risking its

decommissioning obligations. During 2024 Spirit Energy

undertook scheduled shutdowns on their assets to perform

maintenance campaigns to support life extension and

continued operations.

• Centrica Energy Storage+ continues to invest in the safe and

reliable operation of Rough and has committed potential

development expenditure to prepare for the redevelopment

of Rough for hydrogen-ready storage.

|  |  |
| --- | --- |
|  |  |
| Risk trend: Stable |  |

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| --- | --- |
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|  | Strategic Report        Governance        Financial Statements       Other Information |
|  |  |

#### Assessment of viability

Viability statement

In accordance with provision 31 of the UK Corporate

Governance Code, the Directors have assessed the long-term

prospects and viability of the Group over a period of three years

to 31 December 2027, considering the business model (as set

out in the Strategic Report on pages 14-15), current position in

the context of liquidity and credit metrics of the Group, and

Principal Risks.

Assessment of prospects

In making this assessment, the Directors have considered the

following factors, both in relation to the Group’s strategic plan

and its current competitive position, and in the longer-term

assessment of the Group’s prospects.

The Principal Risks facing the Group are set out on pages 43-51,

with those believed to cause the most material financial impact

forming the focus of this viability assessment, as detailed in the

four severe but plausible scenarios considered on the following

page.

The Group’s Strategic Purpose is to energise a greener, fairer

future – because we believe in energy that works for colleagues,

customers and communities, today and into the future, as set

out on page 11 of this Annual Report and Accounts. Climate

change is one of the most important drivers guiding Centrica’s

prospects today and is a core part of our purpose. As such

our enhanced climate ambitions, as published in our updated

Climate Transition Plan, are incorporated into budgets

and business plans, underpinning the strategic model used

in this analysis.

We continuously monitor emerging trends to proactively

identify potential risks and opportunities associated with

commodity price volatility, prevailing economic climate,

competitor activity and Government support for net zero.

We put customers’ needs at the centre of everything we do

and this is the core part of our strategy, as set out in  pages 12

and 20 of the Strategic Report.

Assessment period

Consistent with the practice of previous years, the Directors

have adopted a three-year time frame for this analysis, covering

the period 2025-27, aligning with the Group’s financial planning

cycle and the period of reasonable visibility in the energy

markets. Furthermore, the Group’s most significant risks

continue to be shorter-term in nature including commodity

prices, trading performance, margin cash requirements,

weather and asset performance.

Key assumptions

The strategic model used as the basis of the assessment

is based on a number of key assumptions including those

detailed below:

• There are no material changes to Group operations, including

no material acquisitions or disposals beyond the capital

framework announced in July 2023 strategy update, assuming

capital deployment of £600-800m per annum;

• Centrica have a long-standing relationship bank group and

successfully refinanced the committed credit facilities in 2024.

As such, the Directors have assumed successful refinancing

of appropriate credit facilities as they expire within the viability

period and;

• The Group makes payments to the pension scheme in line with

the deficit recovery plan.

The Directors have assessed the impact of a stressed high and

low commodity price environment on the Company. Based on

the modelling, the Directors determined that a high commodity

price environment would not have a material impact on Group

headroom based on current positions held.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Low price environment | 2025 | 2026 | 2027 |
| NBP (p/th) | 48 | 42 | 37 |
| Baseload Power (£/MWh) | 39 | 36 | 34 |

In assessing the impact of a significant low commodity price

environment, a low case reflecting a 50% reduction to

September 2024 forward prices has been adopted as a severe

but plausible forecast. We have continued to monitor price

changes since this assessment and the comparative uplift in

December 2024 forward prices ensures that the low curves

used in this assessment remain appropriate.

Assessment process

The Directors recognise the significance of the Group’s

strong liquidity position and have reviewed analysis to test

the resilience of the Group against a volatile external risk

environment, ensuring Centrica maintains ample headroom

to address reasonably anticipated liquidity needs throughout

the Viability Assessment period.

The Group’s financing profile is managed through accessing

a diverse source of term funding and maintaining access to

carefully assessed levels of standby liquidity. As at 31 December

2024, the Group had total committed credit facilities of £5.0bn

of which £1.0bn expire in 2027, £0.5bn expire in 2028 and £3.5bn

expire in 2029. Of the £5.0bn committed credit facilities, a total

of £3.3bn remained undrawn as at 31 December 2024 in addition

to cash and cash equivalents of £6.3bn.

Centrica maintains robust processes to manage and monitor

liquidity requirements across the entire organisation, with a

focus on trading entities and possible increased margin cash

requirements resulting from stressed market conditions, to ensure

sufficient headroom is retained. This involves ensuring flexibility in

accessing debt capital markets and a range of additional resources

as needed, including committed credit facilities, uncommitted

letters of credit, commercial paper and various other short-term

funding options. Further information on the Group’s strong liquidity

position, including its indebtedness and available committed

facilities, is provided in note 25 of the financial accounts.

The following severe but plausible stress scenarios, combining

a number of the Principal Risks detailed on pages 43-51 of the

Strategic Report, have been overlaid on the three-year business

plan to provide a robust assessment of the Group’s exposure in

each scenario.

|  |  |  |
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| Centrica plc Annual Report and Accounts 2024 |  | 53 |
|  |  |  |

![]()

![Viability table panel.svg]()

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|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Multi-risk scenarios modelled |  | Level of severity reviewed |  | Links to Principal Risks |
|  |  |  |  |  |
|  |  |  |  |  |
| Scenario 1  Economic Downturn  & Adverse Retail Market |  | A significant low commodity price  environment, leading to lower earnings  from asset-based businesses and  increased margin cash requirements,  is exacerbated by warm weather risk  and adverse retail market conditions |  | • Market Risk  • Credit & Liquidity Risk  • Weather Risk  • Customer |
|  |  |  |  |  |
|  |  |  |  |  |
| Scenario 2  Asset Performance |  | Significant disruption to the asset-  based businesses leading to loss of  production and earnings |  | • Operational Asset  Integrity  • Safety |
|  |  |  |  |  |
|  |  |  |  |  |
| Scenario 3  Trading & Hedging  Underperformance |  | Underperformance of trading business  coupled with credit risk associated with  financial loss due to counterparty  default |  | • Market Risk  • Credit Risk |
|  |  |  |  |  |
|  |  |  |  |  |
| Scenario 4  Cyber Risk |  | Risk of a cyber-attack and failure to  prevent denial of service |  | • Cyber |
|  |  |  |  |  |
|  |  |  |  |  |
| \*Credit rating downgrade |  | Increased collateral requirement arising  from a single-notch credit rating  downgrade |  | • Credit & Liquidity Risk |

![]()

\* Whilst our current credit metrics show no cause for concern with regards to a credit metric downgrade, for each risk scenario considered, an additional impact from a

single-notch credit rating downgrade has been assumed.

The Directors considered whether any of the scenarios detailed

above breached the available headroom in the three-year

period. Whilst the most significant impact was realised in the

‘Economic Downturn & Adverse Retail Market’ scenario, it was

concluded that sufficient headroom was available in all four

scenarios, in an addition to an extreme risk scenario which

considers all risks occurring simultaneously.

Whilst mitigations were not required in any of the above

scenarios to ensure the Group remains viable, additional

mitigations could be deployed to increase headroom and reduce

the risk of credit downgrade, including reductions in capital

expenditure and the temporary suspension or reduction of

returns of capital to shareholders.

Reverse Stress Testing identified that there are some extreme

scenarios that could theoretically result in Centrica entering a

position whereby its financial resources were insufficient to

meet its liabilities as they fall due. However, given the current

financial strength of the Company, the combination of events

required to achieve such a scenario is extremely unlikely to

occur. We therefore believe that these risks do not represent

a ‘severe but plausible’ threat to the viability of the Company.

Conclusion

Based on the results of this analysis, the Directors have a

reasonable expectation that the Company will be able to

continue in operation and meet its liabilities as they fall due,

over the period to at least 31 December 2027.

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![]()

Our People function has made a

significant impact on Centrica

this year. We have successfully

partnered with the business to

drive change, aligning our efforts

with our new Purpose of

energising a greener, fairer

future. Together, we are building

a brighter future for Centrica and

our colleagues.

![]()

10,683

Volunteering days this year

#### Tier 1 Employer

Ranked by the CCLA Corporate

Mental Health Benchmark UK

8.1/10

Engagement score which is top quality

for our sector

![]()

![Grey panel.svg]()

![]()

![CPO_image.png]()

![]()

#### 2024 has been a remarkable year

for Centrica. I’m proud of our

#### colleagues’ achievements as we

focused on our customers and

#### embraced new opportunities.

Our significant focus on talent,

#### and investment in digital roles

is creating a workforce fit for

#### the future.

Jill Shedden MBE, Group Chief People Officer

![]()

#### Group Chief People

#### Officer’s report

Empowering business growth

through people

This year, we established two new

business areas: the Power business,

headed by Dave Kirwan, and the Chief

Customer Office, led by Gary Booker.

These developments are pivotal to our

business growth and our People team,

who play a crucial role in supporting and

driving these transformations.

The Power business will invest in low

carbon energy assets to facilitate the

energy transition across the UK and

Europe. In the coming years, they will

enhance the Centrica portfolio by

investing in areas and technologies that

support the energy transition and deliver

strong, sustainable growth. The People

team is integral to this journey, ensuring

we attract, develop and retain the talent

needed to drive innovation and expand

our international presence.

The Chief Customer Office (CCO) is

central to our transformation, placing

customer data and insights at the heart of

our operations. We want to consider how

we think and act differently to deliver on

the ever-changing needs and demands

of our customers – both those we have

today and the new customers we want

to attract in the future. The People team

is key in fostering a culture that embraces

change and innovation, equipping our

teams with the skills and mindset to excel

in this dynamic environment.

A key function in the CCO is our new

Customer Data & Analytics function,

which focuses on maximising our use of

data to provide a comprehensive view

of each customer, thereby enhancing our

customer understanding and experience.

We are leveraging the opportunities that

AI offers, making Centrica an exciting

place for digital talent. The People team

is committed to building a workforce that

is adept at harnessing these technologies,

ensuring we continue to advance in digital

innovation.

Advancing in our talent journey

This year, Centrica has focused on a

future-oriented talent agenda by

implementing our new Talent framework,

which enhances our understanding of

colleagues’ strengths and development

areas. This approach ensures we have

the right people in critical roles, robust

succession plans, and drives intentional

career development across the business.

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Defining our Purpose

In June 2023, our Centrica Leadership

Team recognised an opportunity for

Centrica to become a more purpose-led

organisation. They embraced the

challenge of creating a unifying purpose

for the Company. We developed a

purpose that truly represents Centrica’s

people, engaging a wide range of

stakeholders and Employee Networks

in the process. This new Purpose,

energising a greener, fairer future, was

officially launched in February 2024 and

was received positively by colleagues.

The new Purpose better reflects our

future direction, and we’ve engaged

in comprehensive communications

to engage our colleagues with it.

Being purpose-led not only aligns our

operations with our core values, but also

fosters greater colleague engagement

and satisfaction. We believe that a

purpose-led approach contributes to

long-term business success by building

trust with customers and stakeholders,

and by creating a positive impact on

society and the environment.

Elevating apprenticeships: a year

of growth and recognition

We have driven a significant rise in our

apprenticeship offering across Centrica

in 2024. Bringing in apprentices helps

nurture fresh talent and ensures our

workforce remains dynamic and

adaptable. Apprentices bring new

perspectives and innovative ideas,

enhancing our customer service

experience. The Company led the

rejuvenation of our traditional engineering

apprenticeships with 112 colleagues

starting their Gas Engineering Operative

apprenticeship and another 100

completing their Dual Fuel Smart

Metering apprenticeship.

In July, we hosted a webinar for potential

candidates interested in our British Gas

Smart Metering Apprenticeship Scheme.

This event was part of our ongoing

collaboration with Holly Hobbs, an

apprenticeship influencer with a

substantial and engaged social media

following. Holly’s three TikTok videos

have collectively garnered over 800,000

views, and we observed a significant

increase in applications coinciding with

the release of her videos. I am proud that

this year we have seen a higher number of

female applicants than ever before,

highlighting the importance of exploring

creative ways of attracting talent.

#### Apprenticeships

(3,500 by 2030)

As part of our People & Planet Plan and

drive to invest in our people, we have an

ambition to upskill 3,500 colleagues

through apprenticeships by 2030. This is

for our new colleagues and also those

currently with us that want to get

qualified whilst in their role.

We continue to use apprenticeships as

one of the key routes into Customer

Service roles, with 54 apprentices

beginning their programmes in October

and November 2024. We are passionate

about upskilling new and existing

colleagues within the business, ensuring

they have the opportunities to grow and

succeed, with a further 48 colleagues

undertaking apprenticeships from Level 3

to Level 7 programmes this year. Our

increase in apprenticeship offerings is

part of our People & Planet Plan to drive

and invest in our people. For more

information, read our People and Planet

section on pages 58 to 65.

Our apprenticeship programmes

received external recognition in 2024,

being awarded ‘The Best Utilities

Apprenticeship’ by The Apprenticeship

Guide. We were also a finalist in the

Energy & Utility Skills ‘Best Recruitment

Campaign/Initiative’ for our collaboration

with social media influencer Holly Hobbs.

Celebrating early careers

This year marked a record achievement

for our Emerging Talent team, particularly

within the Graduate and Intern sectors.

We were honoured to be ranked 5th

among the top 100 student employers by

Rate My Placement, standing out as the

highest-ranked energy company and

receiving top votes for engineering.

#### 102 Interns

joined Centrica in the summer of 2024.

#### 60 Graduates

joined Centrica in October 2024.

Expanding our talent horizons

In 2023, Centrica launched a new talent

pathway, integrating eight ex-Forces

members into our broader business

operations. We are continually exploring

innovative methods to attract talent

and tap into new recruitment pools.

Furthermore, we were delighted to

have 12 more ex-Forces members joining

us in October.

Our collaboration with Team GB and

ParalympicsGB has enabled us to

welcome an additional seven colleagues

in 2024, ranging from high-performing

athletes to Olympians and Paralympians.

Defining our Employee Value

Proposition (EVP)

Our aspiration is to become energy’s

employer of choice and be widely

recognised as a great place to work. To

make this possible, our EVP needs to be

at the heart of everything we do. An EVP

is a company’s people story; a narrative

and messaging framework that brings to

life its unique culture, purpose and the

reasons why people join and stay there.

It gives us a consistent approach towards

engaging and empowering current and

future colleagues, by amplifying what

it means to be, and what you get as,

a member of the Centrica family.

Developed in collaboration with

colleagues across our businesses,

we understand who we truly are and

what defines us as Centrica. Our EVP

encapsulates these insights and has

been instrumental in shaping our new

People Story. This commitment has

also earned the Danish entity of Centrica

Energy, recognition as one of the best

workplaces in Europe by the Great Place

to Work annual survey.

Our EVP, which launched in November,

provides one consistent approach

to candidates and colleagues, and

demonstrates why they should join

the Centrica family.

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![Value panel.svg]()

![]()

#### Valuing our Voices

The Shadow Board, now in its

fourth year, is a Centrica

Leadership Team initiative.

Comprising 10 members from

diverse backgrounds and

various levels across the

Group, the Shadow Board

brings a wealth of knowledge

and experience. It provides a

platform to influence decision-

making, challenge senior

leaders and embed DE&I into

our practices. This year, a key

enhancement is that each

Shadow Board member now

sponsors one of our Employee

Networks, fostering closer

connections with network

activities. The Shadow Board

also met with the Centrica

Board this year to offer

diverse perspectives,

contributing to the Board’s

considerations with a broader

range of viewpoints. Read

more about the engagement

and outcomes on page 98.

Celebrating Employee Network

successes

I am incredibly proud of our Employee

Networks at Centrica. Our 10+ Networks

play a vital role in partnering with our

organisation to drive change and create a

more inclusive workplace where everyone

can bring their whole selves to work.

![DA154-Colleague_Networks_Carers_Network-TEXT 1.png]()

Our Carers Network proudly celebrated

its 20th anniversary this year. Since its

inception in 2004, the network has grown

into a robust community, providing

essential support and resources to our

colleagues who are carers. We have

achieved Carer Confident Level 3 status,

the highest-level award from Employers

for Carers, thanks to our market-leading

Carers Leave policy, which offers planned

leave to support our carers. Our Carers

Network continues to be a cornerstone of

our commitment to supporting diverse

talent, advocating for change and making

a significant impact both within Centrica

and beyond.

![DA154-Colleague_Networks_Diverse_Ability-TEXT 1.png]()

Our Diverse-ability Network champions

and celebrates the physiological and

neurological diversity of our colleagues.

This community of colleagues and allies

supports one another, raises awareness,

and challenges perceptions about

disability. In July, as part of our Energy

Services partnership, the Diverse-ability

Network collaborated with

ParalympicsGB to host an event featuring

16-time Paralympic medallist Tanni Grey-

Thompson, in celebration of Disability

Pride Month.

![DA154-Colleague_Networks_Fertility_Sanctuary-TEXT 1.png]()

Our Fertility Network provides crucial

support for colleagues facing fertility

challenges. They have played a key role

in reviewing our Healthcare Plan and

policies to ensure comprehensive

wellbeing support is available to all

colleagues throughout their journey.

The network was honoured to receive

the Outstanding Wellness Network of

the Year award at the Diversity Network

Awards in July 2024.

Commitment to Real Living Wage

At Centrica, we are dedicated to ensuring

our colleagues have earnings that meet

their everyday needs. As a Real Living

Wage employer, we ensure our wages

meet the standards outlined by the Living

Wage Foundation. This year, our

customer-facing colleague group has

received an average pay deal of 8.1%.

Similarly, our Field population received

a pay deal of at least 5%, dependent on

role, for 2024.

Improving colleague benefits

Centrica is excited to announce the

launch of three new benefits in 2025,

as part of our ongoing commitment to

enhancing rewards and support for

our colleagues. We are dedicated to

continually improving our offerings to

ensure they are in line with our strategy

and values, and colleagues feel valued

and empowered.

These three new benefits align with our

goals to support diversity targets and

promote fair and equitable treatment

for all employees, reinforcing our

commitment to an inclusive and fair

workplace.

We’ve announced:

• Improving our paternity leave from

two weeks to eight weeks fully paid;

• Removal of a pension probation period

of two years that applied to some

groups; and

• Re-introduction of a Sharesave scheme.

We're also excited to announce that our

market-leading fertility programme has

led to the birth of two beautiful babies

this year! Their parents were part of our

supportive programme, and we couldn't

be happier for them.

Sharing in the Company’s success

In 2024, we granted another Global Profit

Share award to all colleagues, based on

our 2023 profits. Additionally, our 2022

profit share will mature in April 2025,

benefitting nearly 14,000 colleagues.

As of February 2025, the original award

of £379 is now worth £627. This increase

in value enables us to share in our success

with colleagues.

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![Page 3 background.svg]()

![]()

The Centrica Women’s Network is dedicated

to empowering women to reach their highest

potential and realise their ambitions. Through

initiatives like our Mentoring scheme, public

speaking practice sessions, enhancing visibility

and engagement, discussions on women’s

health and wellbeing, and advocating for

positive policy changes, we have supported

nearly 1,700 colleagues this year. These efforts

culminated in the November Centrica Women’s

Network Awards, which honoured and

celebrated both women's achievements

and the support of allies.”

Sue Gregory-Phillips, Co-Chair of the Centrica

Women’s Network

![]()

2024 has been an amazing year for the

+ Network and for our colleague networks in

general. I am most proud that this year we

delivered Centrica's largest pride offering ever,

visiting five of our sites across the UK. We also

marched in Edinburgh Pride where we

sponsored their sexual health and wellness

space providing resources, information and

guidance to our queer customers and allies. I am

also really proud that the network’s community

has been focusing on intersectionality and

leveraging our collective strength to drive

meaningful change!”

Steven Waggott, Co-Chair of the + Network

(Centrica's LGBTQ+ Employee Network)

![]()

Collaboration was at the forefront for the

VOICE Network this year. The highlight being

the collaborative event with the Centrica

Women's Network in May, as part of Mental

Health Awareness Week. One of our Network's

key pillars is ‘Educating our Colleagues’, so we

held an event with the author, spoken word

artist and educator, Jaspreet Kaur. The

conversation mainly focused on mental health,

gender and race equality. We were extremely

pleased by the responses we received from

colleagues and look forward to collaborating

with other Employee Networks in the future.”

Abdul Kamara, Co-Chair of the VOICE

Network (Centrica’s Ethnicity Employee

Network)

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#### I’m incredibly proud of all

#### we’ve achieved through our

People & Planet Plan and

beyond. Not only have we

#### done more than any other

#### energy supplier to help

#### people through the energy

#### crisis, but we’re accelerating

#### our pathway to net zero with

#### our updated Climate

Transition Plan. The road

#### ahead will undoubtedly have

#### its challenges, but I’m excited

#### to be building a fairer future

#### as we create a greener one.

Chris O’Shea, Group Chief Executive

![]()

#### Our People & Planet Plan

Supporting communities, our planet and each other

#### People

#### Planet

![]()

Supporting every colleague to be

themselves to better serve our

customers and communities.

![]()

Supporting every customer

to live more sustainably.

We want to:

• Create an engaged team that

reflects the full diversity of the

communities we serve by 2030(1)

• Recruit 3,500 apprentices and

provide career development

opportunities for under-

represented groups by 2030

(2,000 apprentices by the end

of 2025)

We want to:

• Help our customers be net zero

by 2050 (28% greenhouse gas

intensity reduction by the end

of 2030)

• Be a net zero business by 2040

(50% greenhouse gas reduction

by the end of 2032)

![]()

•  Inspire colleagues to give 100,000 days to build inclusive

communities by 2030 (35,000 days by the end of 2025)

![]()

Doing business responsibly

Underpinned by strong foundations to ensure we act fairly

and ethically – from customer service to human rights

![]()

![People & planet plan diagram.svg]()

![]()

(1) All company and senior leaders to reflect latest 2021 Census data for working populations. This means 48%

women, 18% ethnically diverse, 20% disability, 3% LGBTQ+ and 4% ex-service by 2030 (40% women,

16% ethnically diverse, 10% disability, 3% LGBTQ+ and 3% ex-service by the end of 2025).

![]()

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|  | Read more about our non-financial performance on pages 289 to 291 and at  centrica.com/performanceandreports |  |

#### People and Planet

#### Supporting communities, our planet and each other.

Our People & Planet Plan was introduced

in 2021 and consists of five Group-wide

goals that accelerate action on issues

that matter deeply to our business and

society – from achieving net zero and

creating the diverse and inclusive team

we need to get there, to making a big

difference in our local communities.

During 2024, we made meaningful progress

against most of our goals but are behind

on others. This is partly because

transformation takes time and partly

because recent years required us to refocus

efforts on helping customers and

communities through the energy crisis.

With the plans we have in place alongside

our proactive approach to stakeholder

engagement, we are confident that we

will achieve our goals in the coming years.

In doing so, we will help progress our

Purpose to energise a greener, fairer

future and contribute positively to the

United Nations Sustainable Development

Goals (SDGs).

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| Centrica plc Annual Report and Accounts 2024 |  | 59 |
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![]()

![People & planet images.svg]()

![]()

#### Goal 1

By 2030, we want to:

Create an engaged team that

reflects the full diversity of

the communities we serve,

with all company and senior

leaders to be 48% women,

18% ethnically diverse,

20% disability, 3% LGBTQ+

and 4% ex-service(1)

![]()

2024

Progress against goals:

On track

Behind

![]()

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | All  company(2) | Senior  leaders(2) |
| Women | 31% | 34% |
| – Excluding  Field  engineers | 41% | 31% |
| Ethnically  diverse | 16% | 10% |
| Disability | 6% | 5% |
| LGBTQ+ | 4% | 2% |
| Ex-service | 2% | 2% |

![]()

(1) Aligns with latest 2021 Census data for

working populations. We aim to be 40%

women, 16% ethnically diverse, 10%

disability, 3% LGBTQ+ and 3% ex-

service by the end of 2025.

(2) Beyond gender, data is based on

voluntary disclosure of 94% ethnic

diversity, 51% disability, 59% LGBTQ+

and 4% ex-service. All company relates

to everyone who works for Centrica.

Senior leaders include colleagues above

general management and spans

senior leaders, the Centrica Leadership

Team and the Board.

#### People

#### Supporting every colleague

#### to be themselves to better

serve our customers and

#### communities.

![]()

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Wider gender breakdown(3) | |  |  |  |
|  |  |  |  |  |
|  | 2024 | | 2023 | |
|  | Women | Men | Women | Men |
| Board | 45% (5) | 55% (6) | 42% (5) | 58% (7) |
| Senior executives  and direct reports | 32% (23) | 68% (49) | 34% (27) | 66% (52) |
| Senior leaders | 34% (149) | 66% (289) | 32% (136) | 68% (287) |
| All company | 31% (6,425) | 69% (14,613) | 30% (6,221) | 70% (14,398) |

![]()

(3) Relates to everyone who works for Centrica. Total headcount differs from elsewhere in the report as Spirit Energy

are not included above. See page 91 for more on Board diversity.

![]()

![Goal 1 box.svg]()

To deliver a greener, fairer future, we

need a diverse mix of people,

perspectives and skills, coupled with a

culture where every colleague feels

valued and able to achieve their full

potential. This allows for different

thoughts and ideas to come together

and drive the energy transition forward

in a way that leaves no one behind.

Towards this in 2021, our leadership team

shared an open letter with colleagues that

set out our plan for attracting, promoting

and retaining more diverse talent. Since

then, we have made steady progress with

improvements across our goals of up to

6% since 2021 and 3% during 2024 (see

page 289).

With better recruitment and retention

practices providing an initial boost to

many of our diversity goals in the early

years, our progress continues to

improve as we shift focus towards

initiatives that build a more inclusive

culture. We recognise that cultural

change does, however, take time and we

will need time to deliver systemic change

across our business, sector, and society.

Boosting the representation of women in

engineering is a particular challenge and

focus area for us, given our large Field

engineering team reflects the existing

male-dominated market. This impacts our

overall gender performance which would

otherwise be on track. Meanwhile,

growing disability representation and

senior ethnic diversity are also areas for

improvement.

We took decisive action in 2024 to grow

a more inclusive team. This included:

• Further embedding tailored Diversity,

Equity and Inclusion (DE&I) Action Plans

and dashboards for each business, with

progress reviewed quarterly to drive

improvement and accountability;

• Launching new and improved campaigns

like #EveryColleagueCounts and

#ThisIsMe, to help every colleague feel

valued, included and able to share who

they are so that we can better support

them and more accurately track

progress towards our goals;

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| Goal 3  By 2030, we want to:  Give 100,000 days to build  inclusive communities (35,000  days by the end of 2025)(2) | | | |
|  |  |  |  |
| 2024 | |  |  |
| Progress against goals: | | | |
|  |  |  |  |

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|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Goal 2  By 2030, we want to:  Recruit 3,500 apprentices and  provide career development  opportunities for under-  represented groups (2,000  apprentices by the end of  2025)(1) | | | |
|  |  |  |  |
| 2024 | |  |  |
| Progress against goals: | | | |
|  |  |  |  |

![]()

On track

![]()

Behind

![]()

|  |  |
| --- | --- |
|  |  |
| Apprentices | 1,537 |
| (1) Base year 2021. | |

![]()

I’m so pleased to now be a

fully qualified engineer,

which gives me a solid

trade and security for my

family. I love that British Gas

actively target women to

become engineers and I do

whatever I can to help more

women see it’s a career

they can do too.”

Faye Lackey, Smart Energy Engineer

On track

Behind

![]()

|  |  |
| --- | --- |
|  |  |
| Days | 31,639 |
| (2) Base year 2019. | |

![]()

![Goal 2 box.svg]()

![]()

![Goal 3 box.svg]()

• Enabling opportunities for everyone to

succeed by rolling-out training for all

managers to empower themselves

and their teams, providing targeted

talent development programmes for

colleagues from under-represented

groups, and continuing to embed

succession planning as well as diverse

shortlists for senior leaders;

• Inspiring more women into engineering

through our award-winning

apprenticeship programme (see Goal 2)

whilst cultivating a more supportive

environment through education to

improve workplace behaviour and

strengthening mentoring alongside

networking opportunities; and

• Launching a Great Minds programme

that is helping to normalise and support

neurodiverse colleagues through

enhanced education and tools.

Through these activities and more

(see pages 54 to 57), we’ve received

external recognition. This includes

earning a place in The Times Top 50

Employers for Gender Equality for the

third year running.

In 2024, we’ll continue to embed our

DE&I Action Plans and grow inclusion

and disclosure, with a particular focus

on improving the representation of

colleagues who are women, have a

disability or are ethnically diverse.

To provide the best service for our

customers and achieve net zero, we

need to create thousands of high-quality

jobs. As a next step, we’ve committed

to hire an apprentice every day this

decade across a variety of roles – from

engineering to customer service.

This presents a significant opportunity to

tap into the talent of under-represented

groups to create a future that is greener

and more inclusive.

In 2024, we welcomed 339 apprentices

to our team. Cumulatively since 2021,

this tallies to 1,537 apprentices. Despite

having doubled our annual apprenticeship

intake this year, our decision to slow

recruitment and refocus efforts on

providing operational stability during

the energy crisis in 2023, means that

we remain slightly behind where we

had hoped to be.

2024 did, however, enable us to make

positive progress in getting back on track

with our goal whilst bringing more diverse

talent into our business. Our progress

against our ambition for women to

make up 50% of our Field engineering

apprentices, increased from 14% to 19%

during 2023-24. This is much higher than

the national gas engineer average of 0.3%

women. We also continued to make

steady progress via our Ex-Forces

Pathway Programme. Against our

rolling ambition of hiring 500 veterans,

reservists, spouses and partners, we

have now onboarded 389 people since

it launched in 2022.

Thanks to our partnership with Team GB

and ParalympicsGB, we have now

extended the Pathway programme to

include athletes.

In 2025, we look forward to onboarding

more diverse talent. We will do this by

continuing to break down stereotypes

and promote greater inclusion through

recruitment, marketing and volunteering

campaigns for engineers and wider roles,

as well as build a more inclusive team

(see Goal 1).

We channel the passion of our people to

create inclusive communities, because

this is the foundation for a more

sustainable future. Volunteering not only

strengthens connections with local

communities but enhances skills and

engagement, driving meaningful impact

for everyone.

Since the goal was set, volunteering has

become a big part of our culture with over

a quarter of colleagues now being an

active volunteer. This has helped

volunteering go from strength-to-

strength with colleagues donating 10,683,

days during 2024 which is 37% more

than the previous year. With cumulative

progress reaching 31,639 days since

2019, we are firmly on track with our goal

to give 100,000 days to local

communities by the end of 2030.

One of the ways this has been achieved

is through The Big Difference, our local

community initiative that inspires

colleagues to get involved in local causes

they care deeply about – whether running

energy support sessions at Post Office

Pop-Ups for those struggling with their

energy bills, or inspiring the next

generation to make greener choices via

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#### Some of the ways we made

#### a difference during 2024

![]()

9

New community organisations

helped on their journey to net zero

through our Energy for Tomorrow

social impact fund, which has an

annual budget of up to £600,000 and

has supported 44 initiatives to date.

>€550,000

Donated as part of Bord Gáis

Energy’s €4.4m partnership

with Focus Ireland, enabling more

than 8,500 families at risk of

or experiencing homelessness

to be helped since 2015.

![]()

#### 20 years

The British Gas Energy Trust marked

its 20th year – during this time, the

Trust has helped over 700,000

people facing fuel poverty by

providing energy advice and grants

directly and via the funding of more

than 40 organisations like Citizens

Advice and Scope, to ensure support

for those who need it most.

£140m

Our energy support package for

customers and communities,

continues to be the largest voluntary

support package ever provided

by an energy company in the UK

and Ireland, comprising of around

£134m in the UK and €8m in Ireland.

~800

Good causes supported via The Big

Difference, our £2m local community

fund which has helped a range of

organisations – from hospices and

food banks, to schools and

conservation projects.

![]()

(1) Comprises £596.8m in mandatory and £1.4m in voluntary contributions to support vulnerable customers and

communities which includes the Warm Home Discount and ECO amongst others, alongside £3.6m in charitable

donations. See more on page 291.

![]()

![People grey panel.svg]()

our Get Set for Positive Energy schools

programme via partnership with Team GB

and ParalympicsGB.

There is a big step up needed to reach our

2030 goal. We will maintain momentum

by continuing to expand volunteering

opportunities and embed annual targets

in team plans.

Alongside volunteering, we support

communities with donations and

fundraising in three key areas:

• Helping people with their energy today;

• Building a more sustainable energy

future for tomorrow; and

• Making a big difference in our local

communities every day.

Towards these causes, we invested

nearly £602m in community contributions

during 2024(1). A substantial part of this

spend goes towards helping customers

and communities who struggle to pay

their energy bills. With fuel poverty on

the rise as energy and living costs have

increased in recent years, support like

this has never been more important.

That is why during the peak of the energy

crisis in 2022-23, we voluntarily created

our £140m energy support package. This

has enabled us to continue to be there for

the growing number of people who have

needed a helping hand during 2024. The

package of support is mainly distributed

via British Gas for residential and business

customers through initiatives like ‘You

Pay: We Pay’ (see page 17), alongside

dedicated charity partners like the British

Gas Energy Trust in the UK as well as

St. Vincent de Paul and the Money

Advice and Budgeting Service in Ireland.

Collaboration with charities like these, is

key to ensuring support is provided in the

heart of communities and reaches those

with the greatest social need.

Our voluntary energy support package

is on top of the hundreds of millions of

pounds we spend on wider industry

initiatives each year. These include

initiatives to help people with their energy

costs and emissions such as the Warm

Home Discount and Energy Company

Obligation (ECO).

We continue to engage with Ofgem on

the ongoing investigation regarding the

installation of prepayment meters under

warrant.

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| Goal 4  By 2050, we want to:  Help our customers be net zero  (28% greenhouse gas intensity  reduction by the end of 2030)(1) | | | |
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| 2024 | |  |  |
| Progress against goals: | | | |
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![People & planet images2.jpg]()

![]()

![Planet section starter flash.svg]()

#### Planet

#### Supporting every customer

#### to live more sustainably.

![]()

On track

![]()

Behind

![]()

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| Reduction | 6%† |
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| † Included in DNV’s independent limited  assurance report. See page289 or  centrica.com/assurance for more. | |
| (1) Net zero goal measures the greenhouse  gas (GHG) intensity of our customers’  energy use including electricity and gas  with a 2019 base year of 182gCO2e/kWh.  Target is normalised to reflect  acquisitions and divestments in line  with changes in Group customer base.  It’s also aligned to the Paris Agreement  and based on science to limit global  warming, corresponding to a well  below 2°C pathway initially and 1.5°C  by mid-century. | |

![]()

I’m mindful of the energy I

use and the effect this has

on the planet. This is a great

way to reduce usage and

save money at the same

time. I feel I am doing my

bit for the environment.”

A customer signed up to PeakSave

![]()

![Goal 4 box.svg]()

The biggest thing we can do to tackle

climate change, is to help our customers

transition to lower carbon and sustainable

energy use. This is because around 90%

of our total GHG emissions (Scope 1,

2 and 3), arise from the gas and electricity

used by customers (Scope 3).

During 2024, our energy, services and

solutions helped reduce the GHG

intensity of our customers’ energy use by

6% against the 2019 base year.

Savings achieved since 2019 were

predominantly driven by our renewable

and low carbon energy tariffs alongside

energy efficiency and optimisation

solutions like heat pumps and our Hive

smart thermostats. Performance was

down on the 9% reduction achieved last

year(2). This was largely as a result of the

zero carbon content of our reported

electricity fuel mix having dropped from

80% to 77%, although it remains much

higher than the UK national average of

56%. We are slightly behind our goal

glidepath but remain on track to achieve

our mid and long-term net zero goals.

Customers were helped to decarbonise

their power, heat and transport in many

ways during the year. For example, we:

• Enabled a route-to-market for 16.7GW

of renewable and flexible capacity under

management – of this, around 80% is

renewable and is enough to power

31m electric vehicles (EVs) on the road;

• Evolved market-leading capability to

make low carbon technology more

affordable and accessible having added

solar to the range of solutions that can

be optimised via the Hive home energy

management system, whilst providing

price and performance guarantees for

heat pumps and EV charging. These

initiatives support greater adoption,

demonstrated by our cumulative sales

reaching more than 6,000 heat pumps

across the able to pay market and via

ECO, alongside over 46,000 charging

points sold; and

•

• Empowered more customers to cut

carbon and cost by shifting energy use

away from peak demand to reduce

pressure on the grid – we now have

almost 800,000 customers benefitting

from the PeakSave in the UK.

450k

#### homes

Equivalent annual emissions saved from

our energy, services and solutions

2019-24.

(2) Restated due to availability of improved data.

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| Goal 5  By 2040, we want to:  Be a net zero business (50%  GHG reduction by the end  of 2032)(1) | | | |
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| 2024 | |  |  |
| Progress against goals: | | | |
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![]()

On track

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| Reduction | 18% |
| (1) Net zero goal measures Scope 1 (direct)  and 2 (indirect) GHG emissions based  on operator boundary. Comprises  emissions from all operated assets and  activities including the shipping of  Liquefied Natural Gas (LNG) alongside  the retained Spirit Energy assets in the  UK and the Netherlands. Non-operated  nuclear emissions are excluded. Target  is normalised to reflect acquisitions and  divestments in line with changes in  Group structure against a 2019 base  year of 2,120,446mtCO2e. It’s also  aligned to the Paris Agreement and  based on science to limit global  warming, corresponding to a well below  2°C pathway initially and 1.5°C by 2040. | |

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Behind

![]()

![Goal 5 box.svg]()

To support our green and standard tariffs,

we continued to purchase and trade

energy certificates including Renewable

Energy Guarantees of Origin and Nuclear

Declarations. Whilst recent studies

have highlighted the possibility that

certificates do not sufficiently encourage

the development of renewable or zero

carbon power generation that is needed

for net zero, we believe certificates have

been crucial in developing and marketing

new renewable and low carbon energy

tariffs. After consulting with various

stakeholders and evaluating their

feedback, we have decided to maintain

the purchase of certificates. We have

developed an internal framework to

ensure quality and value for customers.

We will keep stakeholders up-to-date on

any changes to our approach.

In the meantime as set out in our Climate

Transition Plan (see page 73), we will

continue to help customers reduce their

emissions through energy efficiency and

optimisation services alongside low

carbon technologies and cleaner energy.

Since we launched this goal in 2021, our

transition plans for major assets have

progressed significantly as we work on

strategies to decarbonise or repurpose

them. Following publication of our

updated Climate Transition Plan at the

start of 2025, we have bought forward

our net zero target from 2045 to 2040 –

a whole decade ahead of the widely

accepted point at which net zero must be

achieved. To help us get there, we have

likewise advanced our interim milestone

to reduce our GHG emissions by 40%

by the end of 2034, to 50% by the end

of 2032.

Towards this in 2024, we achieved an

18% reduction in emissions against our

2019 base year, which is broadly on track

with our goal. This was, however, down

on the 21% reduction achieved in 2023

due to security of supply driving an

increase in gas-fired power generation

at our Whitegate power station and

rapid-response peaking plants, alongside

increased activity across our gas

production and storage assets.

Meanwhile, sustainable savings were

secured via the gradual roll-out of our EV

road fleet and across our property

portfolio where lower occupancy was

driven by FlexFirst. FlexFirst is our flexible

approach to working which enables

colleagues to choose when they want to

work from home or come into the office.

Although we are currently on track with

our glidepath for net zero, our journey

there will not be a linear one. This is

because as a leading supplier of energy

in the UK and Ireland, we have a

responsibility to ensure consumers have

the energy they need. So as we invested

in renewable and low carbon capacity

during 2024, we also continued to invest

in additional LNG and gas supplies,

including the construction at two new

100MW peaking gas-fired power plants

in Ireland alongside a 40MW peaking

plant in Wales – all of which are expected

to come online in 2025. Whilst these

investments play a pivotal role in securing

an affordable supply of energy to

safeguard from geopolitical shocks

and increased intermittency as more

renewables come online, they mean that

our own emissions will likely rise from

2025 before coming back down again

from 2029.

With general consensus being that gas

will be essential during the energy

transition until at least the mid-2030s,

our action is in line with what is needed,

although it does make our pathway to net

zero more complex in the short term.

All of our gas peaking plants are, however,

capable of running with hydrogen when

it is available.

Alongside these activities, we will

continue to drive emissions out of our

wider business and identify opportunities

wherever possible to support the

adoption of lower carbon energy for

customers via our Climate Transition Plan

– from supplying renewable and zero

carbon power in the UK and Ireland by

2030, to exploring the role Rough could

play in becoming the world’s leading

hydrogen storage facility as we aim for

net zero gas storage operations by 2035

(see page 73).

~70%

Our gross GHG emissions reduction over

the last decade(2) – achieved by gradually

pivoting away from a carbon intensive

asset portfolio, to become an integrated

energy company focused on investing in

low carbon and transition infrastructure

alongside services and solutions that

energise a greener, fairer future.

>50%

Total investment in green activities

planned between 2023-28 via our green-

focused investment strategy – a big step

up from less than 5% back in 2019.

#### -5 years

Accelerated our plan to be a net zero

business by five years – we now expect

to achieve net zero by the end of 2040

instead of 2045.

(2) Represents our gross reductions. This differs from our

net zero goal which is normalised for acquisitions and

divestments against the base year.

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![Our foundations.svg]()

![]()

#### Our foundations

#### Our People & Planet Plan is

#### underpinned by strong foundations

#### to ensure we act fairly and ethically.

![]()

![Foundations_image1.png]()

![]()

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![Foundations_image2.jpg]()

Customers

We have made meaningful progress in

providing a stronger customer service.

Continued investment in engineer training

and contact centre roles alongside

customer service systems, resulted in

better customer outcomes compared to

2023. In British Gas Services & Solutions,

improved reschedule rates helped

contribute to Services Engineer Net

Performance Score (NPS) rising by 2 points

to +73 and complaints per customer falling

by 12% to 5.3%. In British Gas Energy, the

majority of residential customers have now

been migrated to the new service platform,

contributing to Residential energy

Touchpoint NPS improving by 12 points to

+29. Residential complaints per customer

also reduced by 24% to 10.1%. Meanwhile in

Bord Gáis Energy, continued focus on

customer service has helped to almost

halve the number of complaints per

customer to 0.9% and double Journey NPS

to +36. Reduced commodity prices and

continued focus on delivering high levels of

customer service in Centrica Business

Solutions, additionally meant that energy

supply complaints per site improved by

20% to 2.4%. This positively influenced our

Energy Supply Touchpoint NPS, which rose

12 points to +37.

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In recognition that energy bills remained

a real worry for customers, we prioritised

ongoing support during 2024. This

included launching ‘You Pay: We Pay’

initiative which commits us to match

energy payments from struggling

customers, with funding from our £140m

energy support package created during

2022-23.

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Colleagues

We want colleagues to feel safe, engaged

and rewarded. Towards this in 2024, we

experienced zero fatalities among our

workforce whilst our total recordable injury

frequency rate continued to improve by

25% to 0.63 per 200,000 hours worked

(see page 39). We did, however, have one

Tier 1 process safety event following a

hydrocarbon release at Spirit Energy’s Seven

Seas well which thankfully resulted in no

serious injuries. In 2025, we will continue to

focus on keeping safety front-of-mind by

reinforcing a strong safety culture, with a

particular focus on preventing unplanned

hydrocarbon releases and contractor

management, as well as gas, electrical and

road safety. Alongside physical health, we

provide leading mental health and wellbeing

support for colleagues. We ran all-employee

campaigns that talked about the importance

of mental health and wellbeing whilst

encouraging proactive use of our support

suite – from a company-funded benefit

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![Foundations_image3.jpg]()

healthcare plan for all and a wellbeing app, to

our 120-strong network of mental health first

aiders and a generous Colleague Support

Foundation which provides money advice

and grants to anyone struggling with the cost

of living crisis. The Foundation has so far

distributed around £150,000 to colleagues

since it launched mid-2023. For the third year

running, the investor group CCLA, ranked us

as a UK leader for our approach and

disclosure on mental health.

Focus was also maintained on fair reward

practices – whether that’s paying at least

the Real Living Wage in the UK and

upholding equal pay (see page 57),

or working to reduce pay gaps. Our UK

gender pay gap remains largely driven by

more men working in higher paid jobs like

engineering, and more women working in

valued but lower paid roles like customer

service. Our median gender pay gap

improved by 1% to 13% during 2023-24.

Likewise, our ethnicity pay gap which

we publish voluntarily and is due to similar

factors as the gender pay gap, improved

by 4% to 7% median. We remain

committed to reducing our pay gaps

over time as we work to transform our

business, sector and society (see pages

59 to 60).

Inclusive and proactive action like this,

is important to colleague engagement.

By the end of 2024, our engagement

score improved by 0.4 points to 8.1 out

of 10. Our goal was to achieve top quartile

performance for our sector in 2024,

and we achieved this. Gains were driven

by our recognition and investment in

colleagues as we seek to provide an

inclusive and fulfilling place to work,

alongside galvanising a stronger belief

in our strategy and new Purpose.

With engagement being fundamental

to our productivity and success, we want

to maintain our current high engagement

levels in 2025 by continuing to connect

colleagues with our strategy and Purpose

whilst creating an inspiring and inclusive

workplace that empowers us all to go

further and faster.

Communities and ethics

Our Code and Values set out the

standards we expect for anyone who

works for us or with us. Together, they

enable us to operate with integrity and

in a mutually beneficial way with our

communities.

At the core of Our Code, is our

commitment to uphold and protect

human rights. Consequently, we take

action to ensure colleagues and workers

in our supply chain are safeguarded

through activities like risk-based training

and ongoing due diligence, alongside

monitoring of supplier selection and

renewal. If suppliers receive a high risk

rating relating to the country where they

operate or the products/services

provided, we consider appropriate action

which may involve conducting a third-

party audit to better understand the level

of risk. Where concerns are identified, we

work with suppliers to raise standards. If

suppliers cannot or will not improve, we

may end the relationship and report any

abuse. In 2024, we continued to ramp-up

our audit programme by conducting 27

on-the-ground site inspections alongside

remote worker surveys. The audits

spanned workwear as well as the

manufacturing of solar panels, battery

systems, smart meters and wider

electrical products across Cambodia,

China, Greece, India, Morocco, Poland,

Serbia, Turkey and the UK. Whilst we

have not identified any specific instances

of modern slavery, 191 improvement

opportunities were agreed with suppliers

to raise standards across labour as well as

health and safety practices. The majority

of actions have been completed with the

remainder set to finalise during 2025. As

part of our due diligence and monitoring

across supplier selection and contract

renewal, we also ensured compliance

with sanctions on Russia.

Clear guidance on bribery and corruption

is provided via Our Code. We prohibit any

improper payments, including facilitation

payments regardless of value or

jurisdiction, and exchange gifts and

hospitality responsibly by declaring them

on a register. Anti-bribery training is also

provided for higher risk roles and our

Financial Crime team run third-party risk

management screening. A register is

used to record and manage potential

or actual conflicts of interest.

During 2024, 99% of colleagues

completed annual training on Our Code

and confirmed they would uphold its

principles. If anyone suspects Our Code

is being contravened, a confidential 24/7

Speak Up phone and online helpline is

provided. In 2024, 315 reports were

received via Speak Up alongside 215

grievances raised directly with HR.

This resulted in 2.33 reports of concern

per 100 colleagues which is higher

than the external benchmark of 1.57,

demonstrating that colleagues feel safe

to speak up. As with 2023, reports mainly

related to interpersonal relations. Each

report is investigated, with periodic

monitoring by the Board and its

Committees, including at the Audit and

Risk Committee three times a year.

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Environment

Beyond climate change, monitoring and

managing our wider environmental impact is

important. In 2024, our water consumption

increased by 6% to 357,260m3, due mainly

to increased operation of Whitegate power

station. Meanwhile, waste increased by 10%

to 16,651 tonnes. This was largely due to the

repurposing of our site at Brigg as we

progress our plans for net zero (see page

71).

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Non-Financial and Sustainability

Information Statement

In line with the Non-Financial Reporting

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| Reporting requirement | |  | Section |
| Business model | |  | Business overview and Our strategic value drivers – Pages 14 to  15 and 18 to 25 |
| Reporting requirement and policy position  Our Code sets out our position on key issues by providing a high-  level summary of key policies that form the foundation for how we  do business. | |  | Due diligence and outcome |
|  | Read more at centrica.com/ourcode |  |  |
| Colleagues  Our policy states that we work collaboratively to create a  workplace that has a respectful and inclusive culture whilst offering  fair reward and recognition. We’re also committed to working  safely and provide proactive support to ensure colleagues’ health  and wellbeing. | |  | • Chair’s statement – Page 5  • Group Chief Executive’s statement – Pages 8 and 10  • Our stakeholders – Page 12  • Our Principal Risks and uncertainties: Political, legal, regulatory  or ethical intervention/compliance. People, Safety, Cyber and  Operational asset integrity – Pages 45 and 48 to 51  • Group Chief People Officer’s report – Pages 54 to 57  • People and Planet – Pages 59 to 61 and 64 to 65  • Key performance indicators (KPIs) – Pages 39, 59 to 61, 64 to 65  and 289 to 291 |
| Environmental matters  This policy sets out that we endeavour to understand, manage and  reduce our environmental impact. Towards this, we will play our  part in the transition to net zero. | |  | • Chair’s statement – Page 6  • Group Chief Executive’s statement – Page 9  • Our stakeholders – Pages 12 to 13  • Business overview, Market trends and Our strategic value drivers  – Pages 14 to 19, 21 and 23 to 25  • Business review – Pages 33 to 37  • Our Principal Risks and uncertainties: Energy market, Energy  transition and Government intervention, Weather, Political, legal,  regulatory or ethical intervention/compliance, Climate change,  Customer, People and Operational asset integrity – Pages 41 to  42, 44 to 48 and 51  • People and Planet including TCFD – Pages 62 to 63, 65 and 67  to 77  • KPIs – Pages 33 to 38, 62 to 63, 65, 75 to 76, 289 and 291 |
| Social matters  Our policy states that we will treat all of our customers fairly. As  part of this, we strive to provide services and solutions that meet  their needs as well as care for customers who need extra support.  We also want to make a big difference by helping to create more  inclusive and sustainable communities. We partner with community  and charity organisations on key issues and inspire colleagues to  volunteer and fundraise. | |  | • Chair’s statement – Pages 4 to 5  • Group Chief Executive’s statement – Pages 9 and 10  • Our stakeholders – Pages 12 to 13  • Business overview, Market trends and Our strategic value drivers  – Pages 14 to 25  • Business review – Pages 33 to 35  • Our Principal Risks and uncertainties: Cost of living and fuel  poverty, Technology adoption, Political, legal, regulatory or ethical  intervention/compliance, Customer and Cyber – Pages 41 to 42,  45, 47 and 50  • People and Planet – Pages 60 to 65  • KPIs – Pages 33 to 35, 39, 60 to 65 and 289 to 291 |
| Human rights  Our commitment to human rights ensures that wherever we work  in the world, we respect and uphold the fundamental human rights  and freedoms of everyone who works for us or with us. | |  | • Our stakeholders – Page 13  • Our Principal Risks and uncertainties: Political, legal, regulatory  or ethical intervention/compliance and Safety – Pages 45 and 49  • People and Planet – Page 65  • KPIs – Pages 65 and 291 |
| Anti-bribery and corruption  Our policy commits us to working with integrity, within the laws and  regulations of all the countries in which we operate and in accordance  with recognised international standards. This includes not offering or  accepting bribes or other corrupt practices. We will not tolerate any  form of bribery or corruption from suppliers or others. | |  | • Our Principal Risks and uncertainties: Political, legal, regulatory  or ethical intervention/compliance – Page 45  • People and Planet – Page 65  • Based on materiality, KPIs specific to anti-bribery and corruption  are not reported externally |

Directive and Companies Act 2006, we

have set out where the relevant

information we need to report against can

be located.

This includes an explanation of the

relevant Group policies which relate to

the stated matters below, together with

an overall summary of their effectiveness,

including specific examples of how the

policies are implemented alongside due

diligence processes conducted and

associated outcomes.

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![Listing rule compliance panel.svg]()

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#### Listing rule

#### compliance

We have complied with the

requirements of UKLR 6.6.6R,

by including climate-related

financial disclosures that are

consistent with the four TCFD

pillars and the 11 recommended

disclosures that are set out on

page 77.

Our climate-related financial

disclosures additionally comply

with the requirements of the

Companies Act 2006, as

amended by the Companies

(Strategic Report) (Climate-

related Financial Disclosure)

Regulations 2022.

#### Task Force on Climate-related

#### Financial Disclosures

As an energy, services and solutions company, we

have a pivotal role in helping our customers, communities

and our business get to net zero.

It is therefore important that we robustly

manage and report on the impacts, risks,

opportunities and plans related to climate

change across our business (see our

Business overview on pages 14 to 15).

That is why since 2020, we have

structured our reporting around the

recommendations set out in the Task

Force on Climate-related Financial

Disclosures (TCFD) (see page 77). We

have achieved full compliance with TCFD

since it was introduced as a reporting

requirement in 2022 and every year

thereafter, we have endeavoured to

improve our disclosure against the

reporting requirements. This ensures we

stay aligned with evolving best practice

and stakeholder expectations. We

believe increased transparency via the

TCFD drives greater insight and action,

which is essential to advance net zero.

Governance

With our Purpose and strategy focused

on energising a greener, fairer future,

climate change is a key issue for the

Board. From the top to the bottom of our

business, governance is embedded

across the full breadth of our activities

with the Board supported in its duty to

oversee climate-related matters via a

series of Board-level and executive-level

committees (see diagram on page 68). In

2024, climate matters were reviewed by

the Board and its Committees at a

number of meetings including at all three

meetings of the Safety, Environment

and Sustainability Committee (SESC)

as well as via the Board Strategy and

Shape Process.

The Board’s effectiveness in overseeing

climate change matters and undertaking

regular related engagement with

stakeholders like investors, government

and regulators, is dependent on having

the collective capability needed. To

assess capability, the Board has ‘climate

change and sustainability’ as one of the

criteria used in the Skills Matrix, spanning

climate science, climate risk and

mitigation, alongside evolving

stakeholder expectations.

Following a review in 2024, 60% of the

Board were identified as having these

competencies, which enables us to

effectively govern climate matters (see

pages 85 to 89). We will aim to build on the

collective expertise of the Board in this area

as the energy transition progresses. To

nurture capability during the year, net zero

was a core theme for the Board training

programme. They underwent deep-dive

sessions run by internal and external

experts on issues including stakeholder

expectations on climate change and

emerging Environment, Social and

Governance (ESG) regulation, as well as

Centrica’s refreshed Climate Transition

Plan. Regular updates from management on

progress against climate targets alongside

related risks and opportunities tabled at

Committee meetings, also helped to upskill

the Board, SESC and wider Centrica

Leadership Team.

Effectiveness in tackling climate change

and furthering our journey to net zero, is

incorporated in our remuneration scheme

for Executive Directors and wider

colleagues (see pages 116 to 147).

Climate change targets and Climate

Ambitions are one of 14 key performance

indicators included, with a combined

weight of 37.5% in determining awards.

Remuneration is managed via two

schemes:

• The Annual Incentive Plan (AIP) which

has targets and weightings allocated

annually by the Remuneration

Committee; and

• The Restricted Share Plan (RSP) which

has a three-year vesting period and

a two-year holding period, with the

Committee making decisions on

targets and performance subject to a

performance underpin. This ensures

consideration of matters such as

sanctions, fines and/or a major incident

alongside the overall progress achieved

against in scope KPIs. The first vesting

period is due at the end of 2024.

Our approach to governance and

disclosure is strongly influenced by

the materiality of ESG matters which

includes climate change. To understand

what’s important and what’s not, we

assess the impact of these issues on

our stakeholders and our business.

This involves undertaking research,

engagement and applying our TCFD

financial materiality thresholds. Through

identification of our material issues in this

way together with associated laws and

regulations, management teams can

ensure the necessary processes are in

place to effectively measure, manage,

mitigate and disclose. We know

stakeholder expectations and

the regulatory landscape continuously

evolves, so we remain agile and adjust

our approach accordingly.

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#### A diagram of our climate governance

![]()

The Board

Has ultimate responsibility

for climate change and

delegates authority

to its Committees

![]()

• Sets strategy for People and Planet matters

• Reviews strategic and financial planning to

ensure integration of climate considerations in

the transition to net zero

• Oversees progress against climate targets and

ambitions whilst ensuring related risks and

opportunities are effectively managed

• Approves annual reporting

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• Chaired by Scott Wheway until Kevin O’Byrne

took on the responsibility in mid-December

2024, with attendance including the Group

Chief Executive who has overall accountability

for climate change and regularly attends

Committee meetings and chairs the Centrica

Leadership Team meetings

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Board Committees

Provide challenge and

reviews updates from

senior leaders, with

outputs shared with the

Board

![]()

Audit and Risk Committee

(ARC)

• Meets quarterly

• Reviews mitigations related to

Principal Risks, including those

related to climate change

• Oversees and informs Group

audits, financial statements

and non-financial disclosures

• Chaired by Nathan Bostock,

Independent Non-Executive

Director

Remuneration Committee

• Meets four times a year

• Ensures Executive Directors

are appropriately rewarded,

with progress against the

Climate Transition Plan

considered as part of

remuneration arrangements

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• Chaired by Carol Arrowsmith,

Independent Non-Executive

Director

Nominations Committee

• Typically meets three times a

year

• Ensures the Board and its

Committees, have the

appropriate balance of skills,

knowledge and experience

including on climate change, to

effectively lead the Company

• Chaired by Kevin O’Byrne,

Chair of the Company

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Centrica Leadership

Team (CLT)

Ensure ongoing oversight

and challenge on climate

strategy

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As frequently as needed at the 11 meetings

held each year which are chaired by the

Group Chief Executive, the CLT monitors,

assesses and informs progress and plans

relating to net zero targets and ambitions as

well as Principal Risks and opportunities.

![]()

At meetings of the Centrica Investment

Committee, a sub-committee of the CLT,

investment opportunities are reviewed

with regard to the impact they may have

on delivering net zero.

![]()

Sub-groups

Support leadership on

integrating climate

change into strategy

![]()

TCFD working group

Ongoing engagement led by Group Environment

alongside Strategy, Risk, Finance and Reward,

to fulfil mandated reporting requirements and

embed climate strategy Group-wide(1)

![]()

Group Enterprise Risk and Controls Review

Chaired by the Group Chief Risk Officer with

business unit Managing Directors and Chief

Financial Officers in attendance, they review

Priority Risks and opportunities alongside

controls quarterly

![]()

Business units

Follow and provide

feedback on climate

strategy

![]()

Managers and teams

Operationalise climate change considerations

in line with Group strategy

![]()

Risk owners

Identify, assess and mitigate climate risks

and opportunities

![]()

(1) Group Head of Environment develops and socialises climate change strategy and progress, whilst co-ordinating and influencing related activities. Director of Group

Corporate Business Strategy embeds climate change into our strategic planning and investment frameworks. Group Programme Director for Enterprise Risk

Management (ERM) integrates climate risk and opportunities into the ERM Framework. The Head of Accounting, Reporting and Tax supports the business to understand

the financial impacts of net zero. The Director of Reward and Benefits integrates ESG targets into remuneration frameworks.

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Safety, Environment and

Sustainability Committee

(SESC)

• Meets three times a year and

is primarily responsible for

supporting the Board in

overseeing climate change

• Assesses and approves

proposals relating to net zero

whilst monitoring progress on

net zero targets, ambitions,

risks and opportunities

• Reviews annual reporting and

associated requirements like

TCFD and CSRD

• Monitors stakeholder views

including those on climate

change

• Chaired by Heidi Mottram,

Independent Non-Executive

Director

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|  | Read more on pages  100 to 147 |

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![Climate governance panel.svg]()

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| Centrica plc Annual Report and Accounts 2024 |  | 69 |
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![]()

Scenarios used:

• Transitional impacts – Assessed using four different scenarios from the

National Grid Future Energy Scenarios, where assumptions on energy

demand, production and use cases are adjusted out to 2050. This enables

more detailed modelling of potential impacts in the UK and Ireland at the

individual product and commodity level, based on the level of demand for

different types of fuel like hydrogen adoption or the scale-up of different

types of technologies like EVs. We adapt the scenarios for the context in

Ireland to reflect key differences like off-grid consumers making up a

bigger proportion of customers.

• Physical impacts – Assessed using three different scenarios based on the

Intergovernmental Panel on Climate Change Representative Concentration

Pathways. The scenarios allow physical climate attributes to be modelled,

such as temperature and sea level rise as well as flooding and extreme

weather, across differing average temperature rises resulting from varying

radiative forces.

• Asset impairment – Assessed using the International Energy Agency Net

Zero Emissions scenario and Aurora Net Zero Mixed & High Renewable

Energy Share scenarios, which model 1.5˚C pathways to net zero for the

energy sector. This allows us to model the potential impact on global and

regional demand for different energy sources in response to different

drivers, including carbon pricing. In turn, this affects commodity prices and

the potential implications for the valuation of gas and power assets.

![]()

![Scenarios panel.svg]()

Strategy

In line with best practice, we usually

conduct a full update on our scenario

analysis every three years, unless there

has been a material change to our

business. As no material changes arose

during 2024, our 2022 assessment

remains fit for purpose for another year

until the assessment is re-run in 2025. We

did, however, make some updates to the

assessment in both 2023 and 2024, which

are accordingly outlined in our disclosure.

In our existing assessment, we tested our

strategic resilience to climate change

using ten independent climate scenarios.

The scenarios are most relevant to

national climate targets, as well as our

business and the key markets in which we

operate across the UK and Ireland.

As a next step, we used our in-house

scenario analysis model to assess the

various plausible pathways relating to global

warming ranging from between 1.5°C to

4°C(1), together with the potential positive

and negative impact of each on our key

areas of business which takes into account

the technological dependencies of each

scenario, together with our organisational

dependencies and our ability to adjust

operations to meet demand. Our model

then projects impact on our services,

solutions and assets based on the relevant

external scenario, whilst maintaining our

market share and unit margin at a consistent

level. This allows for calculation of the

potential growth or shrinkage of gross

margin (GM) at a Group and business level

out to 2050 - the widely accepted date at

which the world should meet net zero.

Acknowledging the passage of time since

our first publication, we updated our

short, medium and long-term time horizon

intervals in 2024. We rolled forward our

short and medium time horizon intervals

by one year to 2029 and 2039, whilst

keeping 2050 static. These time horizons

align better with our latest strategic

business plan, our updated Climate

Transition Plan and our associated net

zero targets, whilst also encompassing

the expected lifetime of the vast majority

of our assets and the materialisation of

key potential transitional risks and

opportunities.

As we continue to shift our reported

timeframes further out whilst keeping our

base year static, our analysis naturally

shows a greater impact as the scenarios

accelerate towards achieving net zero by

2050. For example, as time progresses

we see a more material opportunity for

the growth of renewable energy, with

solar and battery markets expected

to be more established by 2029 in

a 1.5°C world.

We do, however, recognise that scenarios

extending this far out into the future are

subject to significant uncertainties and carry

material dependencies, which should be

considered when reviewing insights. Other

critical assumptions such as policy and

technology pathways, remain aligned

with the independent scenarios used

for the analysis.

![Our Founcations panel.svg]()

![]()

#### Net financial

#### benefit

Our modelling suggests an

overall net financial benefit for

Centrica across all climate

scenarios assessed.

The outcome of our scenario analysis

(see page 72), revealed that across the

various scenarios, we are well-placed to

mitigate the risks and seize the

opportunities presented by climate

change. For example, if global

temperature increase is limited to 1.5°C,

we project a net positive financial impact

ranging from 5% to over 10% compared

to our GM. And should temperature rise

be limited to 2°C, our analysis reveals a

net financial gain of more than 10%

against our GM.

This is attributed to our unique position

as an integrated energy company, with

leading roles at every stage of the energy

value chain. As part of this, our business

model has been designed for resilience,

enabling us to adapt to the evolving

demands of the energy transition

regardless of the pace of change.

However, in any given scenario, the

potential for risks to manifest is subject to

uncertainty, as are the opportunities and

our ability to pivot and capitalise on them.

Looking at our findings, we can identify

which parts of our business are

potentially exposed to which types of

risks and opportunities. These risks and

opportunities typically span those that

are transitional or physical. The potential

transitional risks and opportunities facing

our business include those relating to

policy and regulatory changes. These

risks and opportunities vary in impact,

ranging from ‘low’ to ‘high’ in significance

over the longer term.

(1) Climate scenario global warming measured out to 2100.

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The key transitional risks for British Gas and

Bord Gáis Energy relate to the gradual

phase-out of natural gas in heating.

Although gas remains an essential transition

fuel until the mid-term, its phase-out could

stimulate a shift in the range of energy,

services and solutions offered to

customers. In the short term, however, the

most recent external scenarios suggest a

more gradual phase-out than previously

imagined, which limits risk.

We are confident that we will be able to

pursue the opportunities created by the

energy transition. This is because we

believe we have the necessary systems

and capabilities needed to transition from

the trading and sale of gas and electricity

today, to the trading and sale of

electricity and hydrogen tomorrow.

Towards this, we have already enhanced

our strategic resilience by structurally

altering our business model to establish

leading market positions in low carbon

solutions. This includes launching an

internal business unit in 2023 called New

Business and Net Zero, which is

dedicated to delivering low carbon

offerings to residential customers that

will drive carbon reductions and cost

savings like heat pump price and

performance guarantees, alongside

flexible time-of-use tariffs (see page 62).

In 2024 we also launched a new internal

business unit called Centrica Power,

to develop a comprehensive power

strategy that will support the energy

transition through its heightened focus on

building a portfolio of flexible and low

carbon power solutions. Previously

managed within other business units, this

new structure allows for greater focus

and funding to capitalise on the significant

opportunities within the power sector

which our scenario analysis highlights.

Meanwhile, Centrica Business Solutions

was created several years ago to

specialise in providing bespoke net zero

action plans for large-scale energy users

and encouraging their adoption of low

carbon solutions, whilst offering some

fossil-based solutions at the same time.

We have also started to evolve the skills

of our market-leading engineering team.

Although our engineers are largely

focused on installing gas heating solutions

today, they can be upskilled to deliver

new services and solutions via our award-

winning network of training academies

which have capacity to train over 500

people a day. And by 2030, it’s our

ambition to have 3,000 engineers in the

UK and Ireland equipped with green skills.

This will enable us to meet the expected

rise in demand for low carbon services

and solutions whilst maintaining existing

needs as the transition deepens.

Most of our modelled opportunities are

in areas where we have a strong market

presence and relatively mature

technologies, such as EVs, heat pumps,

solar and battery storage. We are

continuously evolving to ensure we can

capitalise on these opportunities.

Clean hydrogen for heating is the only

high-impact opportunity we have

identified that relies on emerging

technology, and may consequently be

harder to harness. We have therefore

taken proactive action to invest in

hydrogen research and development

opportunities – from securing a 5%

minority stake in HiiROC and working

with them to blend hydrogen at our Brigg

energy park in a first-of-its kind trial in the

UK, to exploring the transformation of

Rough storage facility to become the

biggest hydrogen store in the world

whilst enabling fuel switching to

hydrogen at our Easington Terminal.

Our scenario analysis also reviewed

physical risks. These spanned risks

relating to extreme weather such as

increased wave height or chronic physical

risks like those associated with longer-

term shifts in climate patterns, which

can lead to sea level rise or sustained

heatwaves. Across both types of risk,

focus centred on our energy assets in

Centrica Business Solutions, Centrica

Energy Storage+ and Spirit Energy. This is

because the type of activities undertaken

at assets, are generally more vulnerable

to physical risks. In 2024, we refreshed

our sea level analysis to reflect changes in

the UK Met Office scenarios. We found

minimal changes in the output which

showed that due to the substantial height

of our platforms, the risk remains minimal,

even in the more extreme scenarios. No

new sites or assets were added to our

portfolio in 2024 so the analysis from

prior year remained valid.

Overall, our analysis showed that our

exposure to physical acute risks are ‘low’

in significance in both the near and longer

term. Similar to 2023, our only potential

‘medium’ risk arose from a physical

chronic risk, in which a rise in mean

temperature with an extreme >4°C

warming future by 2050, reduced energy

demand for heating. This risk would,

however, be partially offset by an

increase in cooling demand. In doing so,

many of the transitional risks are

countered to provide a natural hedge

for the Group.

Risk of asset impairment was refreshed

in 2024 with analysis based on average

price forecasts aligned with a 1.5°C

scenario. Our most exposed assets were

our gas production fields as well as our

investment in nuclear. The impact on the

value of our gas assets was relatively

‘low’ due to both existing impairment

headroom and because the majority of

fields are expected to have produced

most of their reserves within the next five

years. Our nuclear investment would be

further impaired by around £97m given

baseload power price scenarios slightly

exceed net zero price forecasts (see note

7 to the financial statements). More detail

on how the Directors considered the

impact of climate risk and opportunities

on the wider financial reporting

judgements and estimates, are in note 3

to the financial statements.

We additionally see our supply chain risk

as ‘low’ and effectively managed through

ongoing dialogue with suppliers, defined

hedging strategies and collaboration with

counterparties. In 2023, we ran a targeted

engagement campaign to better

understand our supply chain risk

exposure(1). We found that the majority of

our strategic and critical suppliers who

responded, assessed their risk with many

having resilience plans and utilising

sophisticated scenario analysis.

As the energy transition progresses, all

modelled scenarios involve significant

disruption to our markets. We will

therefore need to adapt to changes as

they occur. Our assessment of the capital

expenditure required to manage potential

risks and opportunities, remains in line

with our current plans and balance sheet.

Through the process, numerous

opportunities for capital investment into

new and existing assets and technologies

have been identified. Through our green-

focused investment strategy for

instance, we aim to build investment to

£600-800m per year between 2023-28,

with over 50% of capital expenditure

going into green projects. This is a big

(1) We surveyed our strategic and critical suppliers, who

are long-term providers of essential goods and

services, as well as some core suppliers. We received a

30% response rate. Of those who responded, 80%

assessed their risk exposure with 60% using scenario

analysis. One company reported a risk of disruption due

to climate risk.

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| Centrica plc Annual Report and Accounts 2024 |  | 71 |
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![Opportunities panel.svg]()

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![]()

#### Examples of how we progressed

#### opportunities for a greener, fairer

#### future during 2024

![]()

X2

Construction of a hydrogen-ready

gas peaking plant got underway at

Brigg energy park which will double

capacity with fast response power

assets totalling 100MW – capable

of meeting the demand of 200,000

homes when supply from renewable

generation is low. A 50MW battery

store was also commissioned and is

now generating revenue. Our

longer-term ambition is for Brigg to

become a commercial-scale

hydrogen production site using

HiiROC technology.

#### Swyft Energy

Kick-started the acquisition of

leading solar PV provider to

empower Bord Gáis Energy to

deliver their target of 10,000 solar

installations over the next five years

across residential, commercial and

agricultural sectors – this will enable

customers to cut their electricity

bills by 50-70% on average.

![]()

82MW

Delivered two battery energy

storage solution projects in Belgium

and commenced construction of

two more in Sweden. These

investments totalling 82MW

alongside others, provide grid

flexibility and ancillary services

across the electricity market– deals

like this strengthen our position as a

leading provider of flexible energy

solutions across Europe.

£2bn

Reviewed our position on Rough

and we stand ready to invest up to

£2bn to convert it into the world’s

largest storage facility subject to

securing the necessary regulatory

framework – we believe Rough is

key to a sustainable energy

transition and has potential to

reduce energy costs by an

additional £1 bn per year by 2050.

![]()

![Opportunities image.jpg]()

step up from less than 5% investment

back in 2019, which reflects our

commitment to move at pace in aligning

our business model to net zero.

Action like this is critical to help meet our

net zero targets and climate ambitions,

including exploring longer-term

optionality at assets for hydrogen storage

and carbon capture and storage.

Our assessment of how climate-related

issues may affect our business, is fully

integrated into our annual strategic and

financial planning process at a business unit

and Group level. This process underpins

how we are transitioning the Company

towards a lower carbon future and helps

shape critical decisions on energy, services

and solutions. For example, growth plans for

key opportunities are identified, with

metrics and targets to determine whether

performance is on track.

Furthermore, to deliver on our green

finance climate ambition and ensure our

investments are aligned with our long-

term emissions reduction targets, we

have developed and implemented a net

zero guardrail for investment decisions.

The Group Head of Environment is a

member of the Centrica Investment

Committee, and ahead of any financial

investment decision, the Group

Environment team reviews each proposal

for potential impact. Where needed,

investment propositions are escalated

for a further net zero assessment which

includes reviewing potential GHG

emissions, the contribution of the

investment towards system-wide

decarbonisation, and categorisation

as a ‘green’ investment according to our

company framework.

An internal carbon price is also used to

guide commercial decisions that support

our Climate Transition Plan (see page 73).

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|  | Read more about our financial  planning process in our CDP  disclosure at centrica.com/cdp24  and our Climate Transition Plan at  centrica.com/climatetransition |

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| Summary of our most material risks and opportunities(1) | | | | |  |  |  |  |
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| Impact on gross margin (GM) | | | | |  |  |  |  |
| 0-5% (low) |  | 5-10% (medium) | | | | | >10% (high) | |
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| Climate-related trend  and category | Potential impact | |  | Potential GM  impact  in the year | | | | Strategic response  and resilience |
|  |  |  |  | 2029 | 2039 | 2050 | |  |
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| Transition away from  fossil fuelled heating  (TCFD category:  Transition – Policy,  Markets and Technology) | Risk: Reduced GM from the sale and  servicing of natural gas residential  boilers and commercial combined  heat and power (CHP) units | | >2° C |  |  |  | | • Strategic aim to grow market share in heating  installation and remain the market leader in  heating solutions in the UK and Ireland  • Installation of hydrogen-ready boilers and CHP |
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| Growth in low carbon  heating market  (TCFD category:  Transition – Policy,  Markets and Technology) | Opportunity: Increased sales and  servicing of electric and hydrogen  fuelled heating systems, alongside  associated opportunities in fabric  upgrade including insulation | | >2° C |  |  |  | | • Heat pump business is ring-fenced within the  New Business and Net Zero division, targeting  20,000 sales per year by 2030 with plans for  further expansion  • Insulation and retrofit opportunities pursued  including via ECO |
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| Transition away from  natural gas and energy  efficiency  (TCFD category:  Transition – Policy,  Markets and Technology) | Risk: Reduced GM from the sale of  natural gas and energy efficiency | | >2° C |  |  |  | | • Strategic aim to grow customer numbers in UK  and Ireland energy supply  • Launch of innovative tariffs and add-ons to  facilitate the transition |
|  |  |  |  |  |
| 1.5° C |  |  |  | |
|  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Growth in low carbon  heating market  (TCFD category:  Transition – Policy,  Markets and Technology) | Opportunity: Increased sales of  electricity and green or low carbon  hydrogen | | >2° C |  |  |  | | • Systems and capabilities in place to pivot  towards trading and selling hydrogen  • Partnering in hydrogen production and use trials  to grow capability and adoption |
|  |  |  |  |  |
| 1.5° C |  |  |  | |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Growth of EV transport  market  (TCFD category:  Transition – Markets) | Opportunity: Access to new and  growing value pools related to EV  charging installations, operation and  maintenance (O&M) alongside  energy supply | | >2° C |  |  |  | | • EV charger sales and installations are a key  component of the Hive business  • Ambition to connect 5m Hive devices with  solutions including EV charging by 2030 |
|  |  |  |  |  |
| 1.5° C |  |  |  | |
|  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Growth in demand for  renewable energy  (TCFD category:  Transition – Energy  Source) | Opportunity: Strong growth in solar  and battery markets driven by  decarbonisation | | >2° C |  |  |  | | • Strategy to invest £600-800m per annum out  to 2028, with a pipeline of renewable and  flexible assets  • Introducing services for ‘behind the meter’  solutions, including solar and battery systems  • Power division created to focus on growing the  generation business  • Value derived from install, O&M and asset  ownership |
|  |  |  |  |  |
| 1.5° C |  |  |  | |
|  |  |  |  |  |
|  |  |  |  |  |
|  |  |  |  |  |
|  |  |  |  |  |
|  |  |  |  |  |
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|  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Rising mean temperatures  (TCFD category:  Physical Chronic) | Risk: Reduced sales of natural gas  and electricity for heat | | >2° C |  |  |  | | • Strategic aim to grow customer numbers in UK  and Ireland energy supply  • Heat pump business launched with material  growth plans – can also provide cooling |
|  |  |  |  |  |
| 1.5° C |  |  |  | |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Overall net impact  for the Group | Opportunity |  | >2° C |  |  |  | | • Analysis suggests an overall net financial  benefit for the Group across all scenarios,  based on our strategic plans, portfolio and  capabilities |
|  |  |  |  |  |  |  |
|  |  |  | 1.5° C |  |  |  | |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| (1) Our financial scenario analysis is conducted every three years unless there is a material change to the business or external scenarios. Materiality above is therefore based on 2021  Group GM due to our last full scenario analysis taking place in 2022 (see page 69). A well-below and well-above 2°C scenario for global warming has been used to best demonstrate  the spectrum of proactive and inactive progress on climate change in our key markets, and the impact this may have on our business. In the analysis which spans over 95% of the  Group, this table includes our most material risks and opportunities together with the inclusion of our most material physical risk because whilst less material than all other key risks in  the long term, we believe it’s important to transparently show the net impact of physical risk on GM. All listed ‘opportunities’ result in a positive impact on GM whilst all listed ‘risks’  correlate to a negative impact on GM. The table concludes by showing an overall positive net financial benefit for the Group across all climate scenarios and time periods assessed. | | | | | | | | |

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| Centrica plc Annual Report and Accounts 2024 |  | 73 |
|  |  |  |

![]()

#### Our updated Climate Transition Plan 2024

![]()

Three years on from publishing our first

Climate Transition Plan, we have now

updated it to go further and faster than

ever before.

In line with best practice, we provide an update on our

Climate Transition Plan every three years. In our latest Plan,

we have strengthened our net zero commitments and

provided greater transparency around the steps we intend

to take to advance the energy transition. Accordingly, our

net zero targets are now underpinned by a new suite of

climate ambitions to reduce risk and seize opportunities,

with the ultimate aim of driving meaningful progress towards

net zero in the next ten years. From 2025 onwards, these

ambitions will replace our old set of ambitions that were

introduced in 2021 (see page 76).

To help our customers be net zero by 2050 and achieve a

28% GHG intensity reduction in customer energy use by

2030, the following ambitions have been created:

• 5m devices connected to the Hive platform by 2030;

• 20,000 heat pumps sold per annum by 2030;

• 80% of electricity customers in the UK to have access

to smart services;(1)

• 33% of customers engaged in green or flexible energy

in the UK by 2030;

• 100% renewable and zero carbon power supply in the

UK and Ireland by 2030; and

• 3,000 engineers to have green skills in the UK and Ireland

by 2030

![]()

We will also focus on our enhanced target to be a net zero

business by 2040 with a 50% reduction in GHG emissions

by 2032(2). This will be driven by the following ambitions:

• Net zero baseload power generation by 2034-39;

• Net zero gas production by 2035;

• Net zero gas storage by 2035;

• Net zero LNG shipping by 2035;

• Zero emissions vehicle fleet by 2030; and

• Green investment increase to over 50% from 2023-28

As we work towards achieving net zero for our customers

and our business, we will also be a key enabler of a net

zero energy system. From energy storage systems and

optimisation, to power purchase agreements and gas

storage facilities, our activities will positively contribute

to national and international efforts to get to net zero.

There are key dependencies we rely on to achieve our

ambitions including positive policy development as well

as the development and take up of new and existing

technologies. We must therefore engage government,

partners, customers and others, to ensure they play

their part as we play ours to get to net zero. And for the

transition to be a success, we cannot leave anyone behind.

We will therefore champion the needs of customers and

ensure support for those who struggle with their energy

bills, create thousands of high-quality inclusive green jobs,

back sustainable initiatives in communities and work

towards a low carbon supply chain.

Our updated Plan will be put forward for a shareholder

advisory vote at the AGM in 2025. We hope to maintain

or grow the advisory approval rate achieved for our first

Plan which secured 79.96% at the AGM in 2022. We will

engage investors, shareholders and others on our Plan

before and after the vote, to ensure we maintain an open

dialogue on the considerations needed for net zero.

![]()

|  |  |
| --- | --- |
|  |  |
| LinkIcon_White.svg | Read more about our plan in detail at  centrica.com/climatetransition |

![]()

(1) Working electricity smart meter.

(2) In our first Climate Transition Plan published in 2021, our net zero goal was

focused on achieving net zero by 2045 and securing a 40% reduction in

GHG emissions by the end of 2034.

![]()

![Transition plan panel.svg]()

![]()

![Climate transition Plan images.jpg]()

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|  | Strategic Report        Governance        Financial Statements       Other Information |
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Risk management

Transition and physical climate risks

alongside all wider risks, continue to be

predominantly managed via our ERM

Framework. This ensures consistency in

identification and controls management.

The Framework uses a time horizon of

0–5 years to assess Principal Risks whilst

Emerging Risks are considered as inputs

to the ERM and strategic planning

process. With this approach, climate

change was made a Principal Risk in 2021

and remains as a Principal Risk in 2024.

The risk process starts with our wider

strategic planning process. The Group

Strategy and Environment team run the

climate scenario analysis to identify and

assess risks and opportunities across a

range of plausible future scenarios.

Regular risk meetings with the Group

Enterprise Risk team ensures full

consideration of potential financial

impacts across time horizons and

integration with the ERM Framework,

the Group Principal Risks and business

unit risk registers.

Climate change risks alongside other

business unit risks are then considered at

the quarterly Group Enterprise Risk and

Controls Review. The most material

Principal Risks, which includes Climate

change alongside other risks that may

impact our ability to deliver on our

Climate Transition Plan such as Weather

and Operational asset integrity, are

subsequently reported to the CLT before

going to the Board’s ARC (see page 40).

This is supported by more detailed

reports on climate change strategy,

progress, risk and opportunities

presented to the SESC. The Board

Strategy Review and Shape Process,

further examines the external landscape

and strategic plans which includes risk

relating to market, competition,

technology and policy – all of which are

influenced by climate change. With this

context, the Board is able to review the

robustness of the business’ strategic

proposals and transition plans.

|  |  |
| --- | --- |
|  |  |
|  | Read more about Risk on pages on  40 to 53 |

Metrics and targets

We have a robust track record in

adopting best practice GHG emissions

reporting, as well as setting and achieving

climate-related targets.

Having fully considered the TCFD

recommendations on metrics and targets,

we report those that are most relevant

and material to our business and its

stakeholders. This involves effectively

managing and mitigating our impact through

our metrics, targets and ambitions which

are explained in turn below.

Our metrics principally relate to our

energy consumption and global GHG

Scope 1, 2 and 3 emissions (see emissions

table on page 75). The majority of these

metrics have undergone limited external

assurance every year since 2012. During

2023-24, our emissions and carbon

intensity of revenue rose. This was mainly

as a result of security of supply driving an

increase in gas production, generation

and storage, alongside a reduction in

revenue which was impacted by lower

commodity prices, lower volatility and

lower seasonal gas price spreads (see

more on pages 62 to 63).

Our targets in our People & Planet Plan

focus on being a net zero business by

2040 and helping our customers be net

zero by 2050. With our Company targets

aligned to the Paris Agreement and based

on science, they play an important role in

actively contributing to UK and European

targets to achieve net zero by 2050.

Our business target is far ahead of a

well below 2°C pathway initially and

accelerates to exceed the 1.5°C net zero

target year that falls in 2043. Meanwhile

our customer target in the short term is

broadly consistent with a well-below 2°C

glidepath as well as 1.5°C in the long term.

We have needed to reflect the slower

than expected pace of heating

decarbonisation within the trajectory of

our near term customer target. We are,

however, ready to accelerate plans in the

future should the situation change. In the

meantime, we are providing market-

leading price and performance

guarantees for heat pumps to advance

heat decarbonisation (see page 62) whilst

collaborating with government on

positive policy development. Whilst the

delayed growth of the heat pump market

does not impact our scenario analysis, our

Climate Transition Plan takes account of

the rate of take-up and remains on track

to achieve net zero customer emissions

by 2050.

We are unable to progress our validation

by the Science Based Target initiative

(SBTi). This is due to the continued delay

relating to the Oil and Gas guidance,

which the SBTi believe, will apply to us.

Although we expect to have hard-to-

remove residual emissions in the 2040s,

we believe they will be significantly less

than 10% of our emissions. We will use our

in-house carbon trading team to engage

high-quality carbon removal projects like

tree planting, which enables us to achieve

net zero in a credible way. Our targets

receive limited external assurance on a

rotational basis every three years. In 2024

we were on track with both our customer

and business targets (see pages 62 to

63).

Our ambitions set out in our Climate

Transition Plan, help respond to key risks

and opportunities in order to progress our

People & Planet Plan net zero targets.

The ambitions are incorporated into

budgets, business plans and accounting

assumptions, which enables strategic

progress.

As part of our updated Climate Transition

Plan 2024, we now have a new set of

ambitions that we will use to measure our

progress from 2025 onwards (see page

73). They will replace our original

ambitions from our first Climate

Transition Plan published in 2021 (see

page 76). Although we have not reached

the final year of their timeframe, we feel

that the time is appropriate for a reset

given the launch of our updated Climate

Transition Plan. We have published our

performance against these ambitions for

one final time as part of our 2024 annual

reporting.

Good progress has been made against

the majority of the ambitions but we are

behind on others. For example, we have

had to extend our EV van fleet roll-out

from 2025 to 2030 due to deployment

issues as not all engineers have driveways

to easily charge their car – a factor

further complicated by the slower than

anticipated rate at which wider public

charging infrastructure is growing. In

doing so, this gives us the time to invest

in systems, processes and working

practices to manage these EV charging

challenges and achieve our ambition. As a

result of the pace of heat decarbonisation

and heat pump adoption, we have also

subsequently updated our ambition for

20,000 heat pumps to be sold per year

from 2025 to 2030 and are taking action

to improve take-up (see left). See more

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| Centrica plc Annual Report and Accounts 2024 |  | 75 |
|  |  |  |

about our progress set out in our Climate

Transition Dashboard (see page 76), the

performance of which is embedded into

remuneration arrangements (see page

67).

To reduce our emissions and progress

towards net zero, we use an internal

carbon price. This helps guide

commercial decisions in line with our

Climate Transition Plan. In 2024 our

internal carbon price ranged from

£74.8tCO2e to £141.0/tCO2e.

The carbon price is time-sensitive and

rises over time to incentivise future

decisions and predict long-term impact

of regulation on our business.

Our internal carbon price in 2024 was

utilised for hedging to support fuel mix

decarbonisation as well as determine the

price point for bidding in the energy

market auction for potential future

generation assets and power purchase

agreements.

Although the metrics, targets and

ambitions set out on pages 62 to 63 and

75 to 76, relate to our most material

climate-related risks and opportunities,

we also measure and track a wider

number of less material environmental

metrics such as water and waste (see

pages 65 and 291).

Our metrics, targets and ambitions evolve

in line with best practice and the changing

energy landscape.

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| --- | --- | --- |
|  |  |  |
| Our energy use and GHG emissions | 2024 | 2023 |
| Total GHG emissions (Scope 1 and 2)(1) | 1,733,882tCO2 e(2) † | 1,685,840tCO2e (3) (4) |
|  |  |  |
| Scope 1 GHG emissions | 1,726,177tCO2e(5) † | 1,678,457tCO2e (4) (6) |
|  |  |  |
| Scope 2 GHG emissions | 7,706tCO2e(7)  † | 7,383tCO2e(4) (8) |
|  |  |  |
| Scope 3 GHG emissions(9) | 21,860,510tCO2e | 21,180,922tCO2e |
|  |  |  |
| Total GHG intensity by revenue(10) | 87tCO2e/£m(11) | 64tCO2e/£m(12) |
|  |  |  |
| Total energy use | 7,925,163,679kWh(13)  † | 7,437,652,380kWh(14) |
|  |  |  |

Read more about our performance on pages 62 to 63. Reporting practices for environmental metrics are drawn from the WRI/WBCSD Greenhouse Gas Protocol and Defra’s

Environmental Reporting Guidelines. Reporting is additionally based on operator boundary which is the more commonly used approach for reporting environmental matters, and includes

all emissions from our shipping activities relating to LNG alongside the retained Spirit Energy assets in the UK and Netherlands. Non-operated nuclear emissions are excluded.

†        Included in DNV’s independent limited assurance report. See page 289 or centrica.com/assurance for more.

(1) Comprises Scope 1 and Scope 2 emissions as defined by the Greenhouse Gas Protocol.

(2) Comprises UK 578,677tCO2e and non-UK 1,55,205tCO2e.

(3) Comprises UK 547,555tCO2e and non-UK 1,138,285tCO2e.

(4) Restated due to availability of improved data.

(5) Comprises UK 572,939tCO2e and non-UK 1,153,238tCO2e.

(6) Comprises UK 542,244tCO2e and non-UK 1,136,213tCO2e.

(7) Market-based, comprises UK 5,738tCO2e and non-UK 1,967tCO2e. Sum of constituent parts does not align with total due to rounding. Location-based is 17,361tCO2e.

(8) Market-based, comprises UK 5,312tCO2e and non-UK 2,071tCO2e. Location-based is 17,041tCO2e.

(9) Includes emissions from the following Scope 3 categories defined by the Greenhouse Gas Protocol: purchased goods and services, capital goods, fuel and energy related activities,

waste generated in operations, business travel, employee commuting, upstream and downstream transportation and distribution, use of sold product and investments. All emissions

are calculated in line with the methodologies set out by the Greenhouse Gas Protocol’s technical guidance, apart from working from home emissions which are based on

methodology set out in EcoAct’s homeworking emissions whitepaper. Other categories spanning upstream leased assets, processing of sold products, end-of-life treatment of sold

product, downstream leased assets and franchises, are not included because they are not relevant to our business.

(10) Carbon intensity of revenue is employed as our intensity measure because it is the most meaningful intensity measure for our diverse business and is the most widely used and

understood measure for climate-related stakeholders such as CDP. Based on statutory revenue.

(11) Comprises UK 36tCO2e/£m and non-UK 315tCO2e/£m.

(12) Comprises UK 25tCO2e/£m and non-UK 267tCO2e/£m.

(13) Comprises UK & Offshore 1,812,987,689kWh and non-UK energy use 6,112,175,991kWh. Sum of constituent parts does not align with total due to rounding.

(14) Comprises UK & Offshore 1,654,616,311kWh and non-UK energy use 5,783,036,069kWh.

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| --- | --- | --- | --- |
|  |  |  |  |
| Our climate transition dashboard – progress against our outgoing Climate Transition Plan 2021 (1)  Includes our net zero targets, supported by our climate transition ambitions | | | |
| Progress against targets and emissions: | |  |  |
| On track                  Behind | |  |  |
|  |  |  |  |
|  | Targets and ambitions | 2024 Progress | 2023 Progress |
|  |  |  |  |
|  | Customer GHG emissions – 28% intensity reduction by 2030 and net zero by 2050  (from 2019) | 6% reduction† | 9% reduction(2) |
|  | Hive smart thermostats – 2.5m customers by 2025 (units to date) | 2.8m | 2.4m |
|  |  |  |  |
|  | Smart meters – 6m additional installed by 2030 (from 2020) | 3.5m | 3.0m |
|  |  |  |  |
|  | EV charging points – 100,000 in year by 2025 (annual units) | 9.1k | 7.0k |
|  |  |  |  |
|  | Heat pumps – 20,000 in year by 2025 (annual units) | 3.2k | 3.0k |
|  |  |  |  |
|  | Centrica GHG emissions – 50% reduction by 2032 and net zero by 2040 (from 2019) | 18% reduction | 21% reduction |
|  |  |  |  |
|  | Low carbon and transition assets – 800MW installed by 2025 (from 2020)(3) | 195MW | 132MW |
|  |  |  |  |
|  | Zero emission vehicle fleet (total to date) – 100% EV van roll-out by 2030 | 32% | 29% |
|  |  |  |  |
|  | Zero emission vehicle fleet (total to date) – 100% EV car roll-out by 2025 | 83% | 74% |
|  |  |  |  |
|  | Property – 50% reduction in UK emissions by 2030 (from 2019) | 67% | 65% |
|  |  |  |  |
|  |  |  |  |
|  | Capex – grow capital allocated to green activities from less than 5% to over 50%  from 2023-28 (4) | 37% | 31% |

†      Included in DNV’s independent limited assurance report. See page 289 or centrica.com/assurance for more.

(1) We are expected to publish an update to our Climate Transition Plan every three years in line with best practice. The above ambitions from part of our first Climate Transition Plan

published in 2021, and will now be retired and replaced by our new set of ambitions which form part of our updated Climate Transition Plan that was developed during 2024 and which

we will report progress against from 2025 (see more on pages 73 to 74). We have, however, updated our net zero target to align with our updated net zero target for our business for

consistency, which advances on our previous commitment set in 2021 and focused on being a net zero business by 2045 with a 40% GHG reduction by 2034. In last year’s Annual

Report, we also stated that we would extend the EV van fleet roll-out from 2025 to 2030, as well as our green investment commitment from 2025 to 2028 and report it cumulatively

in order to align with the introduction of our new green-focused investment strategy. The glidepath trajectory for climate ambitions is not linear as they were modelled around the

expectation that demand would increasingly grow, resulting in accelerated delivery against the target as we near the target date.

(2) Restated due to availability of improved data.

(3) A mixed portfolio of solar, battery and gas-fired peaking assets, all enabling the grid to decarbonise.

(4) Categorisation is based on our company assessment framework, which is built on the foundations of the EU Taxonomy for sustainable activities. Judgements are made using the most

reliable information present, without fully evidencing the alignment criteria.

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|  | Read more about our wider data and trends in our data centre at centrica.com/datacentre |

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| Centrica plc Annual Report and Accounts 2024 |  | 77 |
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| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| Task Force on Climate-related Financial Disclosures  The table below sets out the 11 TCFD recommendations and where the related information can be found. | | | | | | |
|  | | Read more about each of these areas in our Climate Transition Plan at centrica.com/climatetransition | | | | |
|  |  |  |  |  |  |  |
|  | Recommendation | |  | Recommended disclosure |  | Pages |
|  | Governance | |  | a) Describe the Board’s oversight of climate-related  risks and opportunities |  | • Pages 6, 9, 67 to 68 and 80 to 98 |
|  |  |  |  | b) Describe management’s role in assessing and  managing climate-related risks and opportunities |  | • Pages 67 to 68, 73 to 75, 96 to 97,  100 to 104 and 114 to 115 |
|  | Strategy | |  | a) Describe the climate-related risks and  opportunities the organisation has identified over  the short, medium, and long term |  | • Pages 69 to 73, 176 to 181 and 192  to 196 |
|  |  |  |  | b) Describe the impact of climate-related risks and  opportunities on the organisation’s businesses,  strategy, and financial planning |  | • Pages 69 to 73, 176 to 181 and 192  to 196  • CDP 2024 submission  centrica.com/CDP24 |
|  |  |  |  | c) Describe the resilience of the organisation’s  strategy, taking into consideration different  climate-related scenarios, including a 2°C or lower  scenario |  | • Pages 69 to 73 |
|  | Risk management | |  | a) Describe the organisation’s processes for  identifying and assessing climate-related risks |  | • Pages 40 to 42, 68 and 74 |
|  |  |  |  | b) Describe the organisation’s processes for  managing climate-related risks |  | • Pages 40 to 42, 44 to 48 and 51 |
|  |  |  |  | c) Describe how processes for identifying, assessing,  and managing climate-related risks are integrated  into the organisation’s overall risk management |  | • Pages 40 to 42, 44 to 48, 51,  68  and 74 |
|  | Metrics and targets | |  | a) Disclose the metrics used by the organisation to  assess climate-related risks and opportunities in  line with its strategy and risk management process |  | • Pages 74 to 76  • Data centre at centrica.com/  datacentre |
|  |  |  |  | b) Disclose Scope 1, Scope 2, and, if appropriate,  Scope 3 GHG emissions, and the related risks |  | • Pages 69 to 75 |
|  |  |  |  | c) Describe the targets used by the organisation to  manage climate-related risks and opportunities and  performance against targets |  | • Pages 62 to 63 and 73 to 76 |

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| The Strategic Report has been approved by the Board  and signed on its behalf by: | | Raj Roy  Group General Counsel  & Company Secretary  19 February 2025 |  |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
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![]()

## Governance

![]()

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| [80](#i291cd73857424dcb99f7927d4dd7ab4a_85) | Directors’ and Corporate Governance Report | |
| [82](#i291cd73857424dcb99f7927d4dd7ab4a_740) | 2018 UK Corporate Governance Code compliance | |
| [83](#i291cd73857424dcb99f7927d4dd7ab4a_758) | Governance framework | |
| [84](#i291cd73857424dcb99f7927d4dd7ab4a_765) | Board of Directors | |
| [86](#i291cd73857424dcb99f7927d4dd7ab4a_88) | Biographies | |
| [90](#i291cd73857424dcb99f7927d4dd7ab4a_796) | Board composition and skills | |
| 91 | Board and senior leadership diversity | |
| [92](#i291cd73857424dcb99f7927d4dd7ab4a_91) | Board activities | |
| [94](#i291cd73857424dcb99f7927d4dd7ab4a_831) | The Board’s duties under Section 172 | |
| [98](#i291cd73857424dcb99f7927d4dd7ab4a_837) | Relations with shareholders and colleagues | |
| [100](#i291cd73857424dcb99f7927d4dd7ab4a_94) | Audit and Risk Committee | |
| [112](#i291cd73857424dcb99f7927d4dd7ab4a_97) | Nominations Committee | |
| [114](#i291cd73857424dcb99f7927d4dd7ab4a_103) | Safety, Environment and Sustainability Committee | |
| [116](#i291cd73857424dcb99f7927d4dd7ab4a_106) | Remuneration Report | |
| [138](#i291cd73857424dcb99f7927d4dd7ab4a_115) | Remuneration Policy | |
| [148](#i291cd73857424dcb99f7927d4dd7ab4a_118) | Other statutory information | |

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| Centrica plc Annual Report and Accounts 2024 |  | 79 |
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![Governance flash graphic.svg]()

#### Directors’ and Corporate

![]()

#### Governance Report

Dear Shareholders

I am pleased to present the 2024 Directors’

and Corporate Governance Report. In this

report, we will update you on where the

Board has focused its time during the year

and relevant outcomes, with the strategic

focus continuing to be on delivering long-

term sustainable value and positive

outcomes for our customers, shareholders,

colleagues and society.

We have provided signposts for you to refer to our website

or other pages of this Annual Report and Accounts for more

information on particular topics.

Governance focus

The Board recognises the essential role that good governance

plays in the effective delivery of our strategy and the ongoing

development and sustainability of the Group.

In anticipation of the UK Corporate Governance Code 2024

(2024 Code) taking effect from 1 January 2025, the Board

reviewed the changes that would be relevant for Centrica to

meet the requirements under the 2024 Code. We are working

towards meeting the new requirements, with particular work

at the Audit and Risk Committee towards meeting the new

requirements of Provision 29 for the 2026 financial year.

We remain committed to maintaining the highest standards of

transparency, accountability and integrity in the way we operate

as a Board and as a Company.

The Board

Our Board is composed of talented and dedicated individuals

to enable us to achieve our objectives. The Nominations

Committee keeps the balance of skills, experience and

knowledge of our Board under review. You can find more

information on the Directors and their appointments in the

biographies on pages 86 to 89 and the Nominations Committee

report on pages 112 to 113.

Diversity, equity and inclusion (DE&I) continue to be key

priorities for the Board given the benefits for the success of the

organisation. The Board’s DE&I Policy was a key consideration in

our approach to Board appointments, ensuring that our

selection process reflects our commitment to fostering a

diverse and inclusive leadership team. As at 31 December 2024,

we are in line with the Board diversity targets encapsulated in

the UK Listings Rules with (i) over 40% female representation on

the Board, (ii) at least one senior position on the Board held by a

woman and (iii) at least one Director on the Board from a

minority ethnic background. Numerical data on the ethnic

background and gender identity of Board members and senior

leadership are on page 91.

The Board’s Diversity Policy complies with Disclosure Guidance

and Transparency Rule 7.2.8A, encompassing the FTSE Women

Leaders Review and the Parker Review requirements. For more

detailed information on the Board’s Diversity Policy, please visit

centrica.com.

Centrica is dedicated to fostering an inclusive environment where

all individuals, regardless of their background, can succeed. We are

actively working to ensure that our workforce, including senior

leadership, mirrors the diversity of the communities we serve. Our

Company has implemented policies aimed at enhancing DE&I at

every level. We have made progress in recruiting, promoting and

developing employees from diverse backgrounds, and we are

committed to continuing these efforts.

Board evaluation

An evaluation of the Board and its Committees is carried out

annually and externally facilitated every three years in

accordance with the UK Corporate Governance Code guidance

for a periodic independent board review. In 2024, the Board

underwent its triennial external evaluation process facilitated by

Ffion Hague of Independent Board Evaluation (IBE), an

experienced, accredited independent reviewer specialising in

Board performance evaluations, to assess the performance,

composition, diversity and effectiveness of the Board and its

Committees.

The report from IBE concluded that, overall, the Board has the

necessary mix of skills, knowledge and experience, and was

performing effectively and the Committees were effective in

supporting the Board to deliver its objectives with significant

progress since the last review in 2021, and included

recommendations for continuous improvement.

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| Centrica plc Annual Report and Accounts 2024 |  | 81 |
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The evaluation process began in May 2024 with a detailed brief

provided by the Chair, the Group Chief Executive, and the

Group General Counsel & Company Secretary. IBE had

previously conducted a review in 2021 consequently building on

that previous work to offer a comprehensive assessment. The

evaluation approach was meticulous, involving an hour and a half

interviews with each Board member, stakeholder input from the

Centrica Leadership Team and advisors, questionnaires, a

review of Board papers, and observation of Board and

Committee meetings in July. Feedback was compiled and a

report prepared, which was discussed with the Chair and the full

Board in November. Performance feedback was provided to

Committee chairs and discussed the Board’s feedback for the

Chair with the Senior Independent Director. The Chair also

received individual performance feedback for Directors to aid in

their annual reviews.

The independent evaluation focused on a broad range of topics

and generated a tailored report which was considered and

discussed by all the Directors. The 2024 findings highlighted the

need to focus on the use of time, review Board objectives, and

create more opportunities for reflection. It also emphasised the

importance of aligning the skills matrix with evolving priorities to

inform succession planning including at the senior executive

level, and maintaining Board visibility to set the tone from the

top. The Board will incorporate these findings into their

programme by revising objectives to align with the Group

strategy, establishing a review cadence for strategy and

performance oversight, and enhancing succession planning at

both Board and executive levels. Additionally, they will review

Committee meeting attendance to improve effectiveness,

enhance ways of working including Board paper content, and

improve overall Board effectiveness by optimising individual

contributions for better collective performance. These topics, in

addition to the strategic and operational priorities already

discussed in other sections of this Annual Report and Accounts,

will be amongst the key priorities for the Board in the year ahead

and have been integrated into the Board’s objectives for 2025.

In response to feedback from the 2023 evaluation which we

reported in the 2023 Annual Report and Accounts, the Board

reviewed its training requirements and evolved the 2024 and

2025 work programmes. Succession planning remained a key

focus throughout 2024 (read more in the Nominations

Committee report on pages 112 to 113). Additionally, the Board

incorporated opportunities to meet with senior management

into its programme, such as meeting with the Centrica Energy

Leadership Team during a site visit to Aalborg, Denmark (read

more on the site visit  on pages 92 and 98 to 99).

Organisational culture

Centrica’s values of Care, Delivery, Agility, Courage and

Collaboration form the core of our organisational culture. Our

Values are supported by Our Code that sets out our

fundamental standards for engagement and collaboration. Our

Code guides our decision-making and reflects our commitment

to integrity. All Centrica colleagues, including the Board, carry

out mandatory Our Code training on induction and on an annual

basis. Read more at centrica.com/ourcode.

The Group Chief Executive regularly updates the Board on

issues related to employee engagement, with the quarterly

‘Our Voice’ survey offering the Board crucial insights into the

Company’s culture. This is supplemented with feedback from

a variety of other sources, including dedicated colleague

engagement meetings. I and my fellow Directors find these

meetings to be valuable, and we appreciate the opportunity to

engage directly with colleagues in this way. You can find more

information on the survey and other workforce engagement

practices on pages 9, 12, 92, 98 and 99. The Board maintains a

focus on cultivating the Company’s culture, emphasising

colleague development and digital enablement for Centrica’s

future readiness.

Stakeholder engagement

Engaging with our stakeholders is crucial to our success. We are

committed to open and transparent communication and will

continue to seek feedback to better understand and address

the needs and views of stakeholders.

Stakeholder views are gathered through an extensive network

of strategic engagements to help grow the business and deliver

improvements for our customers, colleagues and society over

the long term.

During 2024, representatives from the Board met with major

shareholders from time to time in order to obtain their

perspectives on a range of matters, including the Company’s

performance, strategy and ESG matters.

The Board maintains collective responsibility for engaging with

employees regularly throughout the year, recognising the

insights and benefits gained by all Board members from regular

interactions with a diverse range of colleagues.

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|  | Read more on pages 12 to 13, 94 to 97 and 98 to 99. |

Challenges and opportunities

While there are challenges, there are also numerous

opportunities for growth. We are confident in our ability to

navigate these challenges and capitalise on opportunities to

deliver long-term value.  We have maintained a strong focus on

advancing the Company’s energy transition journey. Our

progress to date is outlined in our Climate Transition Plan which

can be found at centrica.com/sustainability and in earlier

sections of this Annual Report and Accounts.

Closing

The Board is committed to maintaining its focus on high

standards of corporate governance as it did in 2024, and

ensuring that we give priority to the areas that require our

attention such as focusing on delivering against strategy for our

customers and our stakeholders, succession planning and

ultimately creating long-term sustainable value for members

of the Company.

I am grateful for the support of my fellow Board members, our

colleagues, customers and other stakeholders who have

assisted the Company in delivering against its objectives.

Thank you for your trust in Centrica. I look forward to providing

an update at our Annual General Meeting in May.

Kevin O’Byrne

Chair

19 February 2025

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#### 2018 UK Corporate Governance

#### Code compliance

The Board is committed to high standards of corporate

governance and supports the revisions to the UK Corporate

Governance Code 2024 as published by the Financial Reporting

Council (FRC) on 22 January 2024 and which take effect from

2025. Centrica is pleased to confirm that throughout the year

ended 31 December 2024, the Company complied with all

relevant provisions of the 2018 UK Corporate Governance Code

(UK Code). Our application of the UK Code is set out below.

The UK Code and associated guidance are available on the

Financial Reporting Council’s website at frc.org.uk. The index on

page 148 sets out where to find each of the required disclosures

in respect of Listing Rule 6.6.4 and Disclosure Guidance and

Transparency Rules 4.1.5R and 7.2.1.

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| Section 1 | Board Leadership and Company Purpose |
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| Principles A,  B, C, D, E | The Corporate Governance statement (CG Statement) on pages 80 to 151 gives information on the Group’s compliance  with the principles relating to the Board’s Leadership and Company Purpose. More detailed information on:  • The Group’s statement of purpose can be found on page 11;  • The Group’s strategy, resources and the indicators it uses to measure performance can be found on pages 16 to  25 and  38 to 39  respectively;  • The Group’s engagement with stakeholders and the Group’s Section 172(1) Statement is set out on pages 12 to 13;  94 to 97 and 98 to 99; and  • The Group’s approach to workforce matters can be found in the Chief People Officer’s report and in ‘Our people’  within our People and Planet section on pages 54 to 57 and 58 to 61.  The Group’s framework of controls is contained in the Audit and Risk Committee report on pages 100 to 104 of the  CG Statement and in the Principal Risk and Viability Disclosure section on pages 40 to 53. |
| Section 2 | Division of Responsibilities |
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| Principles F,  G, H, I | The CG Statement describes the structure and operation of the Board on pages 83 to 84. In the CG Statement, we  describe on pages 80 to 81 the process the Company conducts to evaluate the Board, to ensure that it continues to  operate effectively, that individual Director’s contributions are appropriate and that the oversight of the Chair promotes a  culture of openness and constructive yet challenging debate. The policies and standards which support the Board's  effective and efficient functioning can be found on our website at centrica.com/board. |
| Section 3 | Composition, Succession and Evaluation |
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| Principles J,  K, L | Details of the skills and experience of the existing Board Directors can be found in the Board biographies on pages 86 to  89. Information on the Board’s appointment process and approach to succession planning is contained in the Nominations  Committee report on pages 112 to 113. Information on the Board evaluation process can be found on pages 80 to 81. |
| Section 4 | Audit, Risk and Internal Control |
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| Principles M,  N, O | Information on the policies and procedures the Group has in place to monitor the effectiveness of the Group’s Internal  and External Audit functions, and the integrity of the Group’s financial statements, is contained in the Audit and Risk  Committee report on pages 100 to 104 of the CG Statement, along with an overview of the procedures in place to  manage risk and oversee the internal control framework. Further information on the Group’s approach to risk  management is contained in the Principal Risk and Viability Disclosure section of the Strategic Review on pages 40 to 53.  The Board believes the 2024 Annual Report to be a fair, balanced and understandable assessment of the Company’s  position and prospects. A description of the Audit and Risk Committee’s work to enable the Board to reach this  conclusion is contained in the Audit and Risk Committee report on page 102. |
| Section 5 | Remuneration |
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| Principles P,  Q, R | The Directors’ Remuneration Report section of the CG Statement describes the Group’s approach to Directors’  remuneration, including the procedure for developing policy and the Remuneration Committee’s discretion for  authorising remuneration outcomes. Details of linkage between the Directors’ Remuneration Policy and long-term  strategy are contained on page 139. |

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| Centrica plc Annual Report and Accounts 2024 |  | 83 |
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Board

The Board focuses on corporate governance, developing strategy and major policies, reviewing management performance, approving financial reports and

providing entrepreneurial leadership to the Company within a framework of prudent and effective controls which enable risk to be assessed and managed.

It is also responsible for setting the Company’s culture, values and the behaviours it wishes to promote in conducting its business. The Board’s role and

responsibilities are reviewed against the UK Code to ensure that it is meeting all of its obligations. In performing its duties, the Board has regard to the

interests of the Group’s key stakeholders and the potential impact of the decisions it makes on the environment and wider society.

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Board Committees

The Board oversees the Group’s operations through a unitary Board and four principal Committees.

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Centrica Leadership Team (CLT)

The CLT is led by the Group Chief Executive and members include the Group Chief Financial Officer, Group General Counsel & Company

Secretary, Chief People Officer and Business Unit Managing Directors. The CLT is responsible for ensuring the delivery of the Group’s

strategy, business plans and financial performance.

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Disclosure Committee

The Disclosure Committee, a committee of the Board, is responsible for overseeing the timely and accurate disclosure of sensitive

information and maintaining procedures and controls to enable compliance with legal and regulatory disclosure obligations. Meetings of

the Disclosure Committee are convened as and when necessary and membership of the Committee comprises the Group Chief

Executive, Group Chief Financial Officer and the Group General Counsel & Company Secretary.

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![Governance Framework.svg]()

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| Audit and Risk Committee  Supports the Board in fulfilling  its responsibilities in reviewing  the effectiveness of the  Company’s financial reporting,  internal controls, and risk  management, while also  overseeing the effectiveness of  the internal and external audit  functions. |  | Nominations Committee  Ensures there is a formal and  appropriate procedure for the  appointment of new Directors  to the Board, while also  reviewing the size, composition,  tenure, and skills of the Board as  well as oversight of ongoing  board education and evaluation. |  | Remuneration Committee  Determines and makes  recommendations to the Board  on the Company's framework  and policy for the remuneration  of the Chair, Executive  Directors, and other senior  executives, considering pay  across the Group and  stakeholder views. |  | Safety, Environment and  Sustainability Committee  Supports the Board in fulfilling  its responsibilities in reviewing  health and safety risks and  focus on Environmental, Social  and Governance (ESG) matters  relevant to Centrica including  climate, responsible business  practices and corporate  reputation. |
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| The terms of reference for these Committees can be found on our website, centrica.com, and attendance at meetings of each of these  Committees in 2024 can be found on page 92. Further information on the work of these Committees can be found in later sections of this Annual  Report and Accounts (pages 100 to 147). | | | | | | |

Informing

Informing

Informing

Reporting

Reporting

Reporting

#### Governance framework

The Board is responsible for leading the Group in an efficient

manner, establishing the Group’s Purpose, values and strategy,

which drive the Group’s culture, and for ensuring long-term

sustainable value creation for stakeholders.

In order to enable the Board to focus on its priorities, a number

of its oversight responsibilities have been delegated to four

principal Committees. These responsibilities are set out in the

terms of reference for each Committee. The Board regularly

reviews the remit, authority, composition and terms of

reference of each Committee.

The governance framework to enable this is set out below.

There are certain key responsibilities that the Board does

not delegate, and which are reserved for its consideration.

The matters reserved exclusively for the Board include: the

development of strategy; the acquisition and divestment

policy; the approval of major capital expenditure; the Group’s

capital structure; the approval of financial reports; and oversight

and independent assurance of policies and procedures. The full

schedule of matters reserved for the Board is available on the

Governance page of our website at centrica.com.

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| Non-Executive Directors | | | | |
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| Chair |  | Senior Independent Director (SID) |  | Independent Non-Executive Directors |
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| The Chair is responsible for the leadership of  the Board. In doing so, the Chair is responsible  for promoting high ethical standards, ensuring  the effective contribution of all Directors and,  with support from the Group General Counsel  & Company Secretary, ensuring best practice  in corporate governance and the timely  distribution of accurate and clear information  to Directors to facilitate decision-making. |  | The Senior Independent Director acts as a  sounding board for the Chair and serves as a  trusted intermediary for the other Directors,  as well as shareholders, as required. |  | The Independent Non-Executive Directors are  responsible for contributing sound judgement  and objectivity to the Board’s deliberations and  overall decision-making process, providing  constructive challenge, and monitoring the  Executive Directors’ delivery of the strategy  within the Board’s risk and governance  structure. All of the Non-Executive Directors  are considered to be independent. |
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| Executive Directors | | |  | Group General Counsel  & Company Secretary |
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| Group Chief Executive |  | Group Chief Financial Officer |  |
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| The Group Chief Executive is responsible  for the executive leadership and day-to-day  management of the Company to ensure the  delivery of the strategy agreed by the Board. |  | The Group Chief Financial Officer is responsible  for providing strategic financial leadership to  the Company and for the day-to-day  management of the finance and risk  management functions. |  | The Group General Counsel & Company  Secretary advises the Chair and Board on  governance, together with updates on  regulatory and compliance matters; supports  the Board agenda with clear information flow;  and acts as a link between the Board and its  Committees, and between Independent Non-  Executive Directors and senior management. |

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![Division of responsibilities.svg]()

Board of

#### Directors

Division of responsibilities

The Board comprises of a Non-Executive Chair (independent on

appointment), two Executive Directors (Group Chief Executive

and Group Chief Financial Officer), and eight Independent Non-

Executive Directors(1). There is a clear division of responsibilities

between the Chair and the Group Chief Executive, reflected in

the schedule of matters reserved for the Board.

(1) As at 31 December 2024.

Director effectiveness

The Board considers that each of the Directors contributes

effectively to the work and deliberations of the Board.

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|  | Reasons for the re-election of each of our Directors at the  forthcoming AGM can be found within the Centrica plc  Notice of Annual General Meeting 2025 which will be made  available on our website centrica.com/agm25 |
|  | Biographies can be found on the following pages and at  centrica.com/board |
|  | Read more about the Board evaluation on pages 80 to 81 |

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| Centrica plc Annual Report and Accounts 2024 |  | 85 |
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Board appointments

Although no new Board appointments were made during the

year, the report of the Nominations Committee on pages 112 to

113 describes work done by the Committee in relation to Board

appointments. All Directors are subject to annual nomination for

re-election. The Board sets out in the Notice of Annual General

Meeting the specific reasons why each Director’s skills and

continued contribution are valuable to the Company’s long-term

sustainable success.

The Company’s Articles of Association, available on our website,

provide how Directors are appointed, retire and are replaced.

Directors’ induction

The Board has processes in place for Director induction.

The induction programme is led by the Chair and supported

by the Group General Counsel & Company Secretary and the

Secretariat. Directors are asked to provide input to ensure that

in addition to a general programme, their induction is structured,

in relation to both content and delivery, to meet the individual

Director’s needs. The tailored inductions provide the

information, training and support required to optimise their

effectiveness in role.

The induction programme includes a combination of sessions

with both internal functions and external advisors with the

opportunity for periodic subsequent review of progress with

the Chair. Briefings provide opportunities for Directors to meet

with senior leaders and to participate in site visits, where

relevant, to better understand the different businesses and

working environments.

Induction programmes for Philippe Boisseau, Jo Harlow and

Sue Whalley began in the last quarter of 2023 and continued into

2024. Each induction programme included individual meetings

with the Chair, Group General Counsel & Company Secretary,

Directors, Business Unit MDs, and senior leaders, held at various

business locations; training; and site visits, as well as meetings

with external advisors.

Directors’ independence and conflicts

All our Non-Executive Directors are considered to be

independent against the criteria in the UK Corporate

Governance Code 2018, and free from any business interest

which could materially interfere with the exercise of their

independent judgement. In addition, the Board is satisfied that

each Non-Executive Director is able to dedicate the necessary

amount of time to the Company’s affairs.

The Non-Executive Directors’ Letters of Appointment state

that they must inform the Company of any other businesses,

directorships, appointments, advisory roles, or other relevant

commitments (including any relevant changes, and a broad

indication of the time involved). Directors also confirm that

they will inform the Board of any subsequent changes to their

circumstances which may affect the time they can commit

to their duties. The agreement of the Chair must be obtained

before accepting additional commitments that might affect

the time Non-Executive Directors are able to devote to

their appointment.

In accordance with the Companies Act 2006 and the

Company’s Articles of Association, Directors are required to

report actual or potential conflicts of interest to the Board for

consideration and, if required, authorisation. If such conflicts

exist, Directors recuse themselves from consideration of the

relevant subject matter. The Company maintains a schedule

of authorised conflicts of interest which is regularly reviewed

by the Board.

Training and development for Directors

In addition to providing relevant training on appointment, it is

important to ensure that Directors’ skills and knowledge are

refreshed and updated regularly, given the dynamic business

and regulatory environment in which the Company operates.

The Chair, supported by the Nominations Committee and Group

General Counsel & Company Secretary, is responsible for the

ongoing development of all Directors. There is a programme

of training each year for the Board as a whole and the Chair

discusses any individual training and development needs with

each Director, such as formal and informal briefings, meetings

with management and visits to the Group’s operations.

During 2024, the Directors received several focused sessions

to enhance their understanding of the different businesses,

their key priorities, opportunities and challenges as well as

externalities that may impact delivery of strategy. Some of

the specific areas covered during the year included digital,

data and AI, customers and brand, cyber risk, sustainability, and

geopolitical risk. In addition, the Directors have full access to the

advice and services of the Group General Counsel & Company

Secretary, who is responsible for advising the Board on

corporate governance matters. If necessary, Directors are able

to seek independent professional advice at the Company’s

expense in respect of their duties.

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![Chris_Membership.svg]()

![Kevin_Membership.svg]()

#### Biographies

Kevin O’Byrne

Chair

![Kevin skills.svg]()

Kevin joined the Board on 13 May 2019. Prior

to his appointment as Chair on 16 December

2024, he was Senior Independent Director

from 1 June 2022. When he assumed the

Chair role, succeeding Scott Wheway,

he became Chair of the Nominations

Committee and stood down as a member

of the Audit and Risk Committee.

Relevant skills and experience

Kevin brings extensive board, retail,

commercial and finance experience, having

occupied senior roles in a number of leading

UK and international retailers. Kevin

possesses current and pertinent experience

in financial matters.

Previous experience

Kevin was chief financial officer of J

Sainsbury plc from January 2017 to March

2023. Prior to that, he was chief executive

officer of Poundland Group plc, and

previously held executive roles at Kingfisher

plc, including divisional director UK, China

and Turkey, chief executive officer of B&Q

UK & Ireland and group finance director.

Prior to that he was finance director of

Dixons Retail plc. From 2008 to 2017 he was

a non-executive director and chairman of

the audit committee of Land Securities

Group PLC where he was also senior

independent director from 2012 to 2016.

Kevin was chair of Centrica plc’s Audit and

Risk Committee from 2019 to 2023.

External appointments

Non-executive director of International

Flavors & Fragrances Inc, and Chair-elect (to

be effective from 1 May 2025) (NYSE listed).

Chris O’Shea

Group Chief Executive

![Chris skills.svg]()

Chris joined Centrica in September 2018

as Group Chief Financial Officer and was

appointed as Group Chief Executive on

17 March 2020. Chris is also Chair of the

Disclosure Committee and was appointed

Chair of Spirit Energy (joint venture) on

2 February 2022.

Relevant skills and experience

Chris has wide-ranging experience across

the entire energy value chain together with

recognised experience in transforming

business and financial performance. He has

considerable knowledge of working in highly

regulated industries and in complex,

multinational organisations, not only in the

energy sector but also in technology-led

engineering and services industries.

Previous experience

Prior to joining Centrica, Chris was group

chief financial officer of UK listed Smiths

Group plc and Vesuvius plc, and a non-

executive director of Foseco India Ltd, (NSE

listed). From 2006 to 2012 Chris held various

senior finance roles with BG Group plc,

including chief financial officer of Africa

Middle East & Asia and Europe & Central

Asia, prior to which he held a number of

senior roles with Shell, (living and working

in the UK, the US and Nigeria), and with

Ernst & Young.

Chris studied Accounting and Finance at the

University of Glasgow and is a Chartered

Accountant. He also holds an MBA from the

Fuqua School of Business at Duke University

and is a Fellow of the Energy Institute.

External appointments

Non-executive Director of ITT Inc.

Russell O’Brien

Group Chief Financial Officer

![Russell skills.svg]()

Russell joined the Centrica plc Board

on 1 March 2023 and is also on the Board

of Spirit Energy (joint venture).

Relevant skills and experience

Russell has broad experience from across

the energy value chain having spent more

than 25 years with Shell plc. He developed

his financial management experience

through work in various business models

from Retail through to upstream

development. Russell has extensive

knowledge of financial management, capital

markets, commercial finance, and mergers

and acquisitions activities.

Previous experience

Prior to joining Centrica, Russell worked for

Shell plc from 1995 to 2021. From 2006 to

2009 Russell was financial controller for

Shell’s upstream operations in the Americas.

Russell was then CFO for Shell’s global retail

business from 2009 to 2013. Following this,

he was CFO for Shell’s Integrated Gas

division. In 2015 he was appointed group

treasurer. During his time as treasurer

Russell was also a board member of Shell

Trading and chairman of Shell Asset

Management Co. Russell has lived and

worked in the USA, Singapore, the

Netherlands and the UK. He was a board

and advisory council member of the FICC

Market Standards Board from 2015 to 2021.

Russell is a Fellow of the Chartered Institute

of Management Accountants and the

Association of Corporate Treasurers.

Russell studied Economics and

Management and graduated from

St. Andrews University in 1995.

External appointments

None.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 87 |
|  |  |  |

![Board images2.jpg]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Committee membership key | | | |
|  |  |  |  |
|  | Denotes Committee Chair |  | Nominations Committee |
|  | Chair of the Board |  | Remuneration Committee |
|  | Audit and Risk Committee |  | Safety, Environment and  Sustainability Committee |
|  | Disclosure Committee |  |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Skills and experience key | | | |
|  |  |  |  |
|  | Consumer Services |  | Financial Services |
|  | Energy Sector |  | Government/Regulatory |
|  | Engineering/Safety |  | Technology |
|  | Finance/M&A |  |  |

![Jo_Membership.svg]()

![Carol_Membership.svg]()

![Philippe_Membership.svg]()

Jo Harlow

Senior Independent Non-Executive Director

![Jo skills.svg]()

Jo joined the Board on 1 December 2023

and became Senior Independent Non-

Executive Director on 16 December 2024.

Relevant skills and experience

Jo has more than 25 years’ experience

working in various senior roles,

predominantly in the branded and

technology sectors.

Previous experience

Prior to her non-executive career, Jo held

the position of corporate vice president of

the phones business unit at Microsoft.

She previously spent 11 years at Nokia

Corporation in a number of senior

management roles, including executive

vice president of smart devices. Jo was also

non-executive director at InterContinental

Hotels Group PLC from 2014 to 2023

(including as remuneration committee chair

from 2017 to 2023) and was a non-executive

director of Ceconomy AG from 2017

to 2021.

Jo attended Duke University in North

Carolina and has a BSc in Psychology.

External appointments

Non-executive director and chair of

remuneration committee at J Sainsbury plc.

Senior independent director and remuneration

committee chair at Halma plc, and non-

executive director at Chapter Zero Ltd.

Carol Arrowsmith

Independent Non-Executive Director

![Carol skills.svg]()

Carol joined the Board on 11 June 2020 and

is Chair of the Remuneration Committee.

Relevant skills and experience

Carol brings extensive advisory experience,

especially of advising boards on executive

remuneration across a range of sectors,

and is a Fellow of the Chartered Institute

of Personnel and Development.

Previous experience

Carol is a former deputy chair and senior

partner of Deloitte LLP. She was a member

of the Advisory Group for Spencer Stuart,

Global Partner of Arthur Andersen,

managing director of New Bridge Street

Consultants and non-executive director of

Compass Group PLC and Vivo Energy plc.

She was also a Director and Trustee of

Northern Ballet Limited.

External appointments

Member of INSEAD’s Corporate

Governance Board Council.

Philippe Boisseau

Independent Non-Executive Director

![Philippe skills.svg]()

Philippe joined the Board on 1 September 2023.

Relevant skills and experience

Philippe brings broad experience of the

energy industry, particularly of energy

assets, energy infrastructure, energy

trading and the renewable energy transition.

Previous experience

Philippe was the chief executive officer of

CEPSA (Compañía Española de Petróleos

SA), the Spanish multinational oil and gas,

chemicals and renewable energy business,

from 2019 to 2021. Before joining CEPSA,

he worked at TotalEnergies SA for over two

decades. During his tenure there, Philippe

held president and senior executive roles

across various business divisions and was

instrumental in establishing and leading

Total’s New Energies division from 2007 to

2016. Philippe was a senior advisor to Carlyle

International Energy Partners between 2017

and 2019 and was a board member at I-Pulse

Inc. from 2017 to 2021.

Philippe graduated from Ecole

Polytechnique and has an MSc in Theoretical

Physics.

External appointments

Non-executive Director of Sibanye-

Stillwater Limited, Beamen BV and Exolum

SA. Senior advisor to OMERS Infrastructure

and Ondra Partners.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

![Board images3.jpg]()

![Nathan_Membership.svg]()

![Chandra_Membership.svg]()

![]()

![Heidi_Membership.svg]()

Nathan Bostock

Independent Non-Executive Director

![Nathan skills.svg]()

Nathan joined the Board on 9 May 2022 and

is Chair of the Audit and Risk Committee.

Relevant skills and experience

Nathan has worked in financial services

since the mid-1980s and brings a wealth of

financial, commercial, risk and compliance

expertise, particularly in large-scale

customer-facing businesses. Nathan

possesses current and pertinent experience

in financial matters. The Board considers

that Nathan has recent and relevant financial

experience.

Previous experience

Nathan was chief executive officer of

Santander UK from 2014 until early 2022, as

well as global head of investment platforms

of Banco Santander before leaving in late

2023. He joined Santander from the Royal

Bank of Scotland plc (RBS), where he was

an executive director and group finance

director. He previously held the post

of group chief risk officer and head of

restructuring having joined RBS in 2009.

Nathan served on the board of Abbey

National plc (now Santander UK) as an

executive director and chief financial officer

from 2005 until 2009. Prior to this he held

a number of senior positions with Abbey

National, 2001 to 2004, RBS, 1992 to 2001

and Chase Manhattan Bank, 1985 to 1992.

Nathan is a chartered accountant and holds

a BSc (Hons) in Mathematics.

External appointments

Non-Executive Director of Lloyds Banking

Group plc, Chair of Lloyds Bank Corporate

Markets plc and Senior Adviser to McKinsey.

Chanderpreet (CP) Duggal

Independent Non-Executive Director

![Chandra skills.svg]()

CP joined the Board on 16 December 2022.

Relevant skills and experience

CP brings valuable expertise of

digital technology and the use of data

and analytics in large customer-

facing businesses.

Previous experience

CP worked for 20 years at American

Express in various senior roles, the last of

which was leading the company-wide digital

and analytics organisation to enable growth,

efficiency, and innovation globally. His

experience includes managing digital/

mobile channels and technology platforms

across the customer lifecycle, applications

of AI and Data Science across wide-ranging

business applications, operational

excellence and managing fraud risk.

In his most recent executive role, CP was

the chief digital and analytics officer for

Burberry plc and a member of its executive

committee. He was responsible for

transforming e-commerce and omni-

channel strategy globally, accelerating

customer relationship management

focus and leveraging analytics across

the company.

External appointments

Chief Business Officer – WNS Next.

Heidi Mottram

Independent Non-Executive Director

![Heidi skills.svg]()

Heidi joined the Board on 1 January 2020

and is Chair of the Safety, Environment

and Sustainability Committee.

Relevant skills and experience

Heidi brings considerable relevant strategic

and operational experience acquired in

her current and previous roles. Her deep

understanding of the importance of

customer service, delivered in complex,

multi-stakeholder environments with a high

public profile, is particularly pertinent to the

Group at this time, as it focuses on the

delivery of its customer-centric strategy.

Previous experience

Heidi began her career with British Rail in

the mid-1980s. She held a number of roles

in GNER, before joining Midland Mainline

in 1999 as operations director. She was

managing director of Northern Rail from

2004, and before that she was commercial

director of Arriva Trains Northern and

operations director of Midland Mainline

Limited from 1999 to 2003. Additionally,

Heidi was vice-chair of the North East

Local Enterprise Partnership and Newcastle

University Council and was a member

of the board of The Great British Railways

Transition Team.

External appointments

Chief executive officer of Northumbrian

Water Limited and Northumbrian Water

Group Limited.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 89 |
|  |  |  |

![Board images4.jpg]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Committee membership key | | | |
|  |  |  |  |
|  | Denotes Committee Chair |  | Nominations Committee |
|  | Chair of the Board |  | Remuneration Committee |
|  | Audit and Risk Committee |  | Safety, Environment and  Sustainability Committee |
|  | Disclosure Committee |  |  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Skills and experience key | | | |
|  |  |  |  |
|  | Consumer Services |  | Financial Services |
|  | Energy Sector |  | Government/Regulatory |
|  | Engineering/Safety |  | Technology |
|  | Finance/M&A |  |  |

![Amber_Membership.svg]()

![Sue_Membership.svg]()

Rt Hon. Amber Rudd

Independent Non-Executive Director

![Amber skills.svg]()

Amber joined the Board on 10 January 2022.

Relevant skills and experience

Amber brings a wealth of real-world

experience in energy, policy and business.

Previous experience

After around 20 years working in business,

Amber served as a Member of Parliament

between 2010 and 2019. In addition to

holding the roles of Home Secretary,

Secretary of State for Work and Pensions

and Minister for Women and Equalities,

Amber served as Secretary of State for

Energy and Climate Change from 2015 to

2016, having been Parliamentary Under

Secretary of State at the Department of

Energy and Climate Change from July 2014

until May 2015. Amber led the UK team to

the successful completion of the Paris

Climate Change Agreement. This UN

sponsored 2015 Conference of the Parties

(COP21) achieved a landmark global

commitment to reduce national carbon

emissions.

External appointments

Non-executive director of Pinwheel, advisor

to businesses including Equinor, FGS and

Centerview Partners, and a trustee of RUSI.

Sue Whalley

Independent Non-Executive Director

![Sue skills.svg]()

Sue joined the Board on 1 December 2023.

Relevant skills and experience

Sue brings a blend of experience in people

and cultural transformation, and strategic,

technological, and operational evolution in

large, complex organisations, championing

the use of innovation to improve customer

service.

Previous experience

Prior to joining Associated British Foods plc

in 2019, Sue spent 12 years at Royal Mail

where she held several executive roles. She

was chief executive officer of the UK post

and parcels business where she led complex

organisation and digital transformation to

support e-commerce growth in the logistics

and delivery business. Sue has extensive

experience working with complex

stakeholder landscapes including unions

and regulators. She also has experience

leading Health and Safety agendas and

environmental initiatives within operations.

Sue spent nearly 18 years in management

consultancy working in a range of industries

including retail and utilities.

Sue is a graduate of the University of

Cambridge and holds an MBA from Harvard

Business School.

External appointments

Chief people and performance officer at

Associated British Foods plc.

Raj Roy

Group General Counsel & Company Secretary

![Raj skills.svg]()

Raj was appointed Group General Counsel &

Company Secretary on 1 October 2020.

Relevant skills and experience

Raj has overall responsibility for legal,

regulatory, ethics, compliance and

secretariat activities across the Group, the

effective operating of Centrica plc’s Board

and advising on key issues of corporate

governance and compliance. Raj joined

Centrica in 2014 as the Legal Director for

Residential Energy, before becoming

General Counsel for the UK and Ireland

region in 2017. He has led legal, regulatory

and compliance teams at Centrica in various

formations across the UK and Ireland region

and the Consumer division.

Previous experience

Prior to joining Centrica, Raj spent nine years

at Vodafone, holding a number of senior in-

house legal roles in the Group and UK legal

functions. Raj started his career in private

practice, qualifying as a solicitor at Slaughter

and May in London and subsequently

working for Freshfields in Brussels.

External appointments

Member of the Board of Energy UK

(representing Centrica) and the Board of

General Counsel for Diversity and Inclusion

(GCD&I).

|  |  |
| --- | --- |
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|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| Board tenure distribution (as at 31 December 2024) | | | | | | | | |  |
|  |  |  |  |  |  |  |  |  |  |
| Directors |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |
| Kevin O'Byrne, Chair |  |  |  |  |  |  |  |  |  |
| Chris O'Shea, Group Chief  Executive Office |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Russell O'Brien, Group Chief  Financial Officer |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Jo Harlow, Senior Independent  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Carol Arrowsmith,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Philippe Boisseau,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Nathan Bostock,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| CP Duggal,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Heidi Mottram,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Amber Rudd,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
| Sue Whalley,  Non-Executive Director |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |

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![27487790695079]()

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![1099511630520]()

![1099511630532]()

![]()

#### Board composition

#### by Gender

![]()

#### Board composition

#### by Ethnicity

![]()

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| --- | --- | --- | --- | --- | --- | --- | --- | --- |
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![]()

Years

#### Board composition and skills

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| l | Male | 55% |  | l | White British | 64.0% |
| l | Female | 45% |  | l | Asian British/Asian | 9.0% |
|  |  |  |  | l | Other White | 27.0% |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 91 |
|  |  |  |

#### Board and senior leadership diversity

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | Sex/gender representation | | | | | | | |  |
|  |  |  | Number  of Board  members | Percentage  of the Board | Number  of senior  positions on  the Board(1) | Percentage  of senior  positions on  the Board(1) | Number in  executive  management | Percentage  of executive  management |  |
|  |  |  |  |  |  |  |  |  |  |
|  | Men |  | 6 | 55% | 3 | 75% | 9 | 69% |  |
|  | Women |  | 5 | 45% | 1 | 25% | 4 | 31% |  |
|  | Other categories |  | — | — | — | — | — | — |  |
|  | Not specified/prefer not to  say |  | — | — | — | — | — | — |  |

(1) There are four senior positions on the Board (Chair, Group Chief Executive, Group Chief Financial Officer and Senior Independent Director).

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | Ethnicity representation | | | | | | | |  |
|  |  |  | Number  of Board  members | Percentage  of the Board | Number  of senior  positions on  the Board(1) | Percentage  of senior  positions on  the Board(1) | Number in  executive  management | Percentage  of executive  management |  |
|  |  |  |  |  |  |  |  |  |  |
|  | White British  or other White |  | 10 | 91% | 4 | 100% | 11 | 85% |  |
|  | Mixed/Multiple  Ethnic Groups |  | — | — | — | — | — | — |  |
|  | Asian/Asian British |  | 1 | 9% | — | — | 2 | 15% |  |
|  | Black/African/  Caribbean/Black British |  | — | — | — | — | — | — |  |
|  | Other ethnic group |  | — | — | — | — | — | — |  |
|  | Not specified/  prefer not to say |  | — | — | — | — | — | — |  |

(1) There are four senior positions on the Board (Chair, Group Chief Executive, Group Chief Financial Officer and Senior Independent Director).

|  |  |
| --- | --- |
|  |  |
|  | Read more about Board diversity on page 80. |

Explanatory notes

(1) The Information above is stated as at 31 December 2024.

(2) As at 31 December 2024, we met the Board diversity targets set out in Listing Rule 6.6.6R(10). This included (i) at least 40% female representation on the Board (2024: 42%); (ii) at least

one Director being ethnically diverse (2024: 1 person); and (iii) to have at least one senior position held by a woman (met following the appointment of Jo Harlow as SID).

(3) By the end of 2030, it is our goal for our Board, senior executives and senior leaders to be 48% women and 18% ethnically diverse. As part of our commitment to the Parker Review in

setting a senior executives ethnic diversity target by 2027, in 2023 we decided to bring our 18% goal forward by three years.

(4) Our Non-Executive Directors self certified their diversity data. The Directors were asked to confirm their gender and ethnic background based on the categories taken from the UKLR 6

Annex 1. The diversity data for the executives and colleagues are collated through our HR management system. We encourage all colleagues to self-report information such as gender,

gender identity, ethnicity, age, sexual orientation, disability and military background, whilst also including a ‘prefer not to say’ option. We continued to run our #ThisIsMe campaign to

encourage more people to share who they are, which helps us better understand who is working for us and where we need to target action to improve diversity.

|  |  |
| --- | --- |
|  |  |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

#### Board activities

Board meetings

The Board is committed to upholding high standards of

corporate governance and compliance, recognising their

importance for the Company’s enduring performance and

value generation. These standards underpin the Company’s

strategic objectives and critical decision-making, crucial for

reinforcing its financial foundation and navigating challenging

market conditions.

The Board held nine formal meetings in 2024, which primarily

occurred face-to-face, and two Board calls which were

supplementary meetings called for specific approvals and/or

focused discussion. If Directors are unable to attend a meeting,

they have the opportunity beforehand to discuss any agenda

items with the Chair. The agendas for Board meetings are

established at the beginning of the year, and then, subject to

changing priorities, are agreed in advance of each meeting by

the Chair, Group Chief Executive and Group General Counsel &

Company Secretary. The agenda typically consists of regular

standing items, such as reports on financial performance, and

review of a particular topic or business area.

During the year, the independent Non-Executive Directors,

including the Chair, met regularly without management present.

Site visits

The Directors recognise the importance of, and benefits gained

by, visiting the Group’s operations and endeavour to visit

Centrica sites each year. The site visits that the Board

undertook in 2024 and the interactions at those visits were

intended to provide the Directors with a deeper understanding

of operational aspects and to provide opportunities to engage

with colleagues directly about their work experiences and other

significant issues.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Date of site visit | Location of site visit | Focus of site visit (1) |
|  |  |  |
| June 2024 | Uddingston Office, Glasgow | Board colleague engagement session to hear from colleagues about their  experience of working at Centrica and Scottish Gas. |
|  |  |  |
|  |  |  |
| September 2024 | Aalborg, Denmark | The Board met with the Centrica Energy Leadership Team to learn about their  operations, performance and strategy. The Board held an open Q&A session  with Centrica Energy colleagues in a townhall. |
|  |  |  |

(1) Read more on the Board’s engagement with colleagues on pages 98 to 99.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| Board and Committee meeting attendance 2024 | | | | | | | |
| Name | Role | Board | AC | NC |  | RC | SC |
| Kevin O’Byrne (1) | Chair and Non-Executive Director | 11/11 | 4/4 | 4/5 |  |  |  |
| Chris O’Shea | Group Chief Executive | 11/11 |  |  |  |  |  |
| Russell O’Brien | Group Chief Financial Officer | 11/11 |  |  |  |  |  |
| Jo Harlow (2) | Senior Independent Non-Executive Director | 10/11 |  | 4/5 |  | 5/5 |  |
| Carol Arrowsmith | Independent Non-Executive Director | 11/11 | 4/4 | 5/5 |  | 5/5 |  |
| Philippe Boisseau | Independent Non-Executive Director | 11/11 | 4/4 | 5/5 |  |  | 3/3 |
| Nathan Bostock | Independent Non-Executive Director | 11/11 | 4/4 | 5/5 |  |  | 3/3 |
| CP Duggal | Independent Non-Executive Director | 11/11 | 4/4 | 5/5 |  | 5/5 |  |
| Heidi Mottram | Independent Non-Executive Director | 11/11 |  | 5/5 |  | 5/5 | 3/3 |
| Amber Rudd (3) | Independent Non-Executive Director | 10/11 |  | 5/5 |  | 5/5 | 3/3 |
| Sue Whalley | Independent Non-Executive Director | 11/11 |  | 5/5 |  | 5/5 |  |
| Scott Wheway (4) | Chair and Non-Executive Director | 10/10 |  | 5/5 |  |  | 3/3 |

(1) Kevin O'Byrne did not attend the Nominations Committee meeting in April as he was a potential candidate for Chair succession discussion. Kevin became Chair of the Nominations

Committee on 16 December 2024.

(2) Jo Harlow did not attend meetings in June due to existing commitments that had been notified to the Company prior to joining the Board.

(3) Amber Rudd was unable to attend an ad-hoc meeting set up at short notice due to an existing commitment.

(4) Scott Wheway stepped down as Chair and a Non-Executive Director on 15 December 2024.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 93 |
|  |  |  |

Board focus during the year

Throughout the year, the Board’s activities have included evaluating regular operational and financial reports, setting and monitoring

strategy, approving various business and governance matters, and detailed presentations on topics.

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
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|  | Stakeholder key | | |  |  |  |  |  |  |  |  |  |  |
|  | Stakeholder Customers.svg | Customers | Stakeholder Colleagues.svg | Colleagues | Stakeholder key._Investors.svg | Investors | Stakeholder key._Government and regulators.svg | Government  and regulators | Stakeholder Suppliers.svg | Suppliers | Stakeholder Communities.svg | Communities  and NGOs |  |
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|  |  | Link to  stakeholders | Link to Principal Risks  and Uncertainties |  |
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|  | Strategy and business plan  The Board set the delivery of the strategic direction of the Group and oversaw the delivery  of that strategy for the benefit of relevant stakeholders.  • Regular business updates from the Group Chief Executive and heads of Centrica  Group businesses  • Group Annual Plan  • Energy supply and energy transition investment opportunities  • Climate Transition Plan | Strategy icons.svg | • Political, Legal,  Regulatory or  Ethical Intervention  and Compliance  • Operational Asset  Integrity  • Climate Change |  |
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|  | Performance and risk  Financial performance and risks, as well as risk controls and processes are regularly  reported to the Board, to the Audit and Risk Committee, and the Safety, Environment and  Sustainability Committee. Risks are also brought to the attention of the Board through  reports from the Group Chief Executive, Group Chief Financial Officer, heads of business  and functional subject matter experts.  • 2023 Final Dividend  • Group financial performance updates  • Results reporting  • Business units – deep dives  • Health and safety  • Risk and controls  • Cyber security  • ENSEK acquisition | Performance icons.svg | • Cyber  • Safety  • People |  |
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|  | Culture and stakeholders  Understanding the views and interests of the Company’s diverse community  of stakeholders, including customers, is important to the Board.  To enable a culture that drives our values, the views and interests of stakeholders are  considered in the development, delivery and oversight of the Group’s business model and  strategy.  • Talent and succession planning  • Directors’ Remuneration Policy  • Responsible sourcing  • Colleague engagement  • Brand and reputation | Culture icons.svg | • People |  |
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|  | Political and regulatory environment  During the year, the Board considered a range of political and regulatory matters relevant  to the Group’s activities and strategy.  • Regulatory policy developments in our active markets  • Modern Slavery Act Statement  • UK Corporate Governance Code  • Evolving ESG reporting requirements | Political icons.svg | • Political, Legal,  Regulatory or  Ethical Intervention  and Compliance  • Climate Change |  |
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|  | Governance  The Board receives regular reports from the Group General Counsel & Company Secretary  on governance and regulatory matters, as well as regular updates and insights on market  trends from the Investor Relations function. During the year, the Board took time to consider  or oversee key governance activities.  • Annual Report and Accounts  • Annual General Meeting  • Board evaluation  • Board objectives and training | Governance icons.svg | • Political, Legal,  Regulatory or Ethical  Intervention and  Compliance |  |

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#### The Board’s duties under

#### Section 172(1)

The Directors are required under Section 172(1) (a)-(f) of the UK Companies Act 2006 to promote the long-term success of the

Company for the benefit of its members and to consider the interests of other stakeholders in their decision making.

The diverse set of skills, knowledge and experience (see pages 86 to 89), our Purpose, Values and strategy (see pages 11 and 18 to

25), stakeholder engagement (see pages 12 to 13 and 98 to 99), and Board activities and discussions (see pages 92 to 93) all support

the Directors in fulfilling their responsibilities.

Alongside the principal decisions described on these pages, the table below provides examples of other activities which also support the

Directors in meeting their obligations under S172(1).

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| Section 172 factors | Examples of supporting activities | Supporting  information |
| (a) Decision for the long term | • Agreed refreshed purpose and values;  • Strategy meetings discussing strategic priorities;  • Regular deep dive reviews of business performance, and  aligned risks and control reviews to monitor strategy;  • Agree annual plan, review the allocation of capital and monitor  performance;  • Regular review of sustainability performance ambitions;  • Review risks and opportunities relating to Board reserved matters;  and  • Regular board report on activities supporting the directors’  Section 172 activities. | 11  18 to 25 and 93  93  93  114 to 115  93  93 and 94 to 99 |
| (b) Employee interests | • Engaging with our colleagues through a structured engagement plan;  • Established Shadow Board;  • Regular review of the outcomes of the ‘Our Voice’ survey;  • Board focus on executive succession planning; and  • Monitor health and safety performance through the Safety,  Environment and Sustainability Committee (SESC). | 12 to 13, 81 and 98  to 99  12, 56 and 98 to 99  12, 65, 81 and 99  112 to 113  64 to 65 and 114  to 115 |
| (c) Relationships with suppliers, customers and  others | • Introduced new Chief Customer Office to drive improved  customer outcomes;  • Regular shareholder engagement, targeted for review of  remuneration policy and Climate Transition Plan; and  • SESC activities monitor outcomes in relation to multiple  stakeholders. | 54  13, 81  and 95 to 98  114 to 115 |
| (d) Community and the environment impact | • SESC remit supports activities on community and climate;  • People and Planet scorecard regularly reviewed;  • Revised Climate Transition Plan and targets; and  • Board review of sponsorship and community contribution. | 114 to 115  114 to 115  73 to 76  114 to 115 |
| (e) Reputation for high standards of business  conduct | • SESC monitors performance against various stakeholder measures;  • Annual deep dive reputational survey on stakeholder perceptions to  inform activities in relation to stakeholder groups;  • Adoption of ‘Our Code’ reinforcing conduct expectations; and  • Review of principal risks impacting the business. | 114 to 115  114 to 115  65 and 81  40 to 51 |
| (f) Fairness between shareholders | • Regular engagement, trading updates and publication of  information available to investors on our website e.g. Teach-in  sessions;  • The Disclosure Committee protects the integrity of price-  sensitive information; and  • Hybrid Annual General Meeting to support broader  participation. | 98 to 99  83  98 |

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Principal decisions made by the Board in 2024

In line with our Purpose to energise a greener, fairer future, the Board gives careful consideration to the potential impacts of

decisions on stakeholders. Principal decisions made by the Board included those set out below. Refer to the Nominations

Committee report on page 113 on the process for the appointment of the Chair.

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| Examples of decisions made by the Board in 2024 | |
| Remuneration Policy | |
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| Context | Our Remuneration Policy is designed to balance the views and experiences of all our stakeholders, while ensuring  we attract and retain high-performing executives capable of leading a complex organisation in a challenging and  competitive global business environment. |
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| Stakeholder  considerations | As part of developing the new Directors’ Remuneration Policy (the Policy), the Company engaged with  stakeholders.  Investors: The Chair of the Remuneration Committee and Company representatives engaged with investors and  proxy advisors to understand their views of the proposed Policy. They engaged with shareholders representing  nearly 50% of our issued share capital. The Company shared its views on required changes to attract and retain  talent and ensure the alignment of remuneration to our business strategy, Purpose and culture. Responses from  investors and our independent Remuneration Committee advisor were discussed by the Board at various points  during 2024 and used to finalise the Remuneration Policy.  Colleagues: The Directors recognise that Centrica employees are core to our business performance and the  delivery of our strategic ambitions. The success of our business depends on attracting, retaining, developing and  motivating talented employees. The Directors consider and assess the implications of the Remuneration Policy  changes on employees and the wider workforce with a goal to ensure alignment with our reward principles,  Purpose and culture. |
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| Outcome | Stakeholder views were shared with the Board and Remuneration Committee alongside information on the  wider workforce remuneration structure, external market practice, corporate governance regulations and  institutional guidelines.  Changes to our Remuneration Policy demonstrate our commitment to setting and implementing a Policy that is  strongly aligned to our strategic objectives and the delivery of long-term value for all stakeholders, while seeking  to avoid creating excessive risks in the achievement of short and long-term performance targets.  During consultation, shareholders requested clarity on the business performance and executive pay decisions  in the context of the wider workforce, as well as competitive market benchmarks, to understand the context  and rationale for the proposed changes. Most shareholders that we consulted indicated that they were  supportive of the proposed changes. The Remuneration Committee Chair has provided this context and  rationale in the Remuneration Committee Chair’s letter. Read our Remuneration Policy on pages 138 to 147. |
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| Examples of decisions made by the Board in 2024 | | | |
| Climate Transition Plan | | | |
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| Context | Our Climate Transition Plan transparently explains to stakeholders our Plan for tackling climate change and  achieving net zero.  The updated Plan (see pages 73 to 77) primarily outlines Centrica’s commitment and progress on net zero, the  ambitious and tangible steps we intend to take to progress our Plan, as well as the key dependencies and  resources our Plan is reliant on. The Plan closely aligns with best practice such as targets aligned to the Paris  Agreement and the Transition Plan Taskforce’s (TPT) framework.  The Climate Transition Plan demonstrates the important role Centrica plays in the energy transition. It was  published on 21 January 2025. The Plan was shaped through stakeholder engagement and we continue to engage  stakeholders on it in the run-up to the AGM. | | |
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| Stakeholder  considerations | Centrica has engaged with a variety of stakeholders to develop and implement its Climate Transition Plan.  Those key stakeholders include:  Investors: Centrica conducted workshops and meetings with Climate Action 100+ coalition to share details of  their decarbonisation strategy and assess as well as evolve in line with investor expectations.  Policymakers and regulators: Centrica has actively engaged policymakers to advocate for regulatory changes  and support mechanisms necessary for achieving net zero. This includes advocating for the use of biomethane  for gas peakers, support for hydrogen to power, and the development of hydrogen production and storage  infrastructure.  Customers: Centrica has sought and considered customer expectations and needs, particularly in relation to the  adoption of low carbon technologies as well as energy security and affordability. They have provided insights into  feasible emissions pathways and the necessary conditions to accelerate progress.  Industry partners: Centrica has collaborated with various industry partners on projects such as hydrogen  production and storage, renewable energy generation and energy efficiency initiatives. These partnerships  help to develop innovative solutions and share risks.  Trade associations: Centrica has engaged with trade associations to advocate for policy reforms and share  best practices. This includes memberships in associations focused on heat pumps and hydrogen.  Communities: Centrica engaged wider communities to ensure a just transition. This includes supporting  community initiatives and providing energy efficiency improvements as well as energy bills support to those  who need it.  This engagement highlights Centrica's comprehensive approach to addressing the expectations and concerns  of various stakeholders while advancing its climate transition ambition. | | |
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| Examples of decisions made by the Board in 2024 | |
| Climate Transition Plan continued | |
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| Outcome | Following Centrica's engagement with stakeholders, several outcomes were achieved that reflect the  Company's commitment to addressing stakeholder concerns and advancing its Climate Transition Plan.  Specific examples include:  Energy certificates:  Centrica advocates for a review of the current regime for energy certificates. After engaging with stakeholders  and evaluating various options, the decision was made to continue purchasing certificates under the existing  system. However, Centrica will develop an internal framework to ensure quality and value for consumers, which  might result in future strategic adjustments, including a reduction in certificate use.  Investor expectations:  Through investor engagement, Centrica improved the scope, quality and transparency of its Climate Transition  Plan. This engagement led to the announcement of bolder commitments to progress emission reductions  including bringing forward Centrica’s commitment to be a net zero business to 2040 from 2045 and setting  a new suite of Climate Ambitions to drive progress (see pages 73 to 75).  Policy and advocacy:  Centrica's engagement with policymakers resulted in advocacy for regulatory changes to enable the use of  biomethane for gas peakers and support for hydrogen to power plants. The Company emphasised the need  for Government support in developing hydrogen production and storage infrastructure.  Stakeholder confidence:  By strengthening its Climate Transition Plan, Centrica aimed to build confidence among stakeholders about its  role and resilience in the energy transition. This was achieved by presenting Centrica as a credible and resilient  player in the energy transition.  Publication and communication plan:  Centrica published the updated Climate Transition Plan in January 2025, supported by a communications plan  for a range of stakeholders in advance of the AGM.  These outcomes demonstrate Centrica's comprehensive approach to addressing stakeholder expectations  and advancing its climate commitments. |
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#### Relations with our stakeholders: shareholders

#### and colleagues

Shareholder engagement

The Board is committed to maintaining open channels of

communication with all of the Company’s stakeholders. An

important part of this is providing a clear explanation of the

Company’s strategy and objectives, and ensuring feedback is

acknowledged, considered and, where appropriate, acted upon.

The Board seeks to ensure open and effective engagement

through the Company’s regular communications, the Annual

General Meeting (AGM) and other investor relations activities.

Meetings, roadshows and conferences

During 2024, the Company undertook an ongoing programme

of meetings with investors (in person and virtually). The majority

of these meetings were led by the Group Chief Executive and

Group Chief Financial Officer. In addition the Chair reaches out

and meets with various investors during the course of the year.

This year, our Remuneration Committee led an extensive

proactive engagement programme with investors in anticipation

of the review of our Remuneration Policy (see page 95 for more

further details on this engagement).

The Company reports its financial results to shareholders twice

a year, with the publication of its annual and half-year results. The

Group Chief Executive and Group Chief Financial Officer typically

meet with our major institutional shareholders on a regular basis

throughout the year, including the scheduled results engagement

sessions following the Company’s preliminary and interim results.

These meetings provide an opportunity for a review of the

Company’s strategy and performance. The results presentations,

webcast and announcements are made available on our website,

centrica.com.

In addition, the Company hosts investor teach-in sessions, with

focus on providing insights into our businesses. Most recently,

in December 2024, this covered Centrica Energy and our new

Meter Asset Provider. Senior Management and/or Investor

Relations also attend a number of investor conferences

throughout the year, giving shareholders further opportunity

to meet and receive updates directly from Company

representatives. Senior management, the Chair, Senior

Independent Director and Remuneration Committee Chair are

also available to meet with major shareholders on an ad-hoc

basis if requested.

Engagement themes with our institutional shareholders

During the year, engagement themes included:

• Centrica’s strategic progress;

• Full year and interim results;

• Dividends and shareholder returns;

• The regulatory and political environment for UK energy;

• UK energy security and the future of the Rough gas storage

facility;

• Energy transition investment opportunities;

• Board succession; and

• ESG matters.

General meetings

The Company holds an AGM each year and holds General

Meetings as required. At the AGM, the Chair gives his thoughts

on governance aspects of the preceding year and the Group

Chief Executive reviews the performance of the Group over

the last year. In advance of each AGM, we write to our largest

shareholders inviting discussion on any questions they might

like to raise with the Chairs of the Board, the Audit and Risk

Committee and the Remuneration Committee being available

to meet shareholders. In addition, the Company engaged with

our largest shareholders and key proxy agencies in 2024 on

resolutions concerning the Directors’ Remuneration Policy

and our Climate Transition Plan. Feedback received from this

dialogue was welcomed and enhanced discussions on these

proposals.

The 2024 AGM was held as a hybrid meeting in Glasgow, giving

shareholders the opportunity to participate, including asking

questions and voting, in person or virtually via the online Lumi

platform. Shareholders were encouraged to exercise their votes

by submitting their proxy forms either electronically or by post.

We also invited shareholders to submit their questions in

advance of the AGM via a dedicated question facility on our

website and, where appropriate, the answers were published

on our website.

Our 2024 AGM was well supported with votes in favour of the

resolutions ranging from 90% to 99% and with 65% of the

issued share capital voted.

Information about the 2025 AGM will be provided in the Notice

of Meeting and will be available in due course at centrica.com/

agm25. Voting on the resolutions will generally be conducted by

a poll and the voting results will be announced through the

Regulatory News Service of the London Stock Exchange and

also made available on the Company’s website.

Centrica.com

Our website, centrica.com, contains up-to-date information

for shareholders and other interested parties including Annual

Report and Accounts, shareholder circulars, share price

information, news releases, presentations to the investment

community and information on shareholder services.

Colleague engagement

The Board of Directors take collective responsibility for

workforce engagement. Ongoing engagement with colleagues

and understanding their perspectives enables the Board to

make more informed decisions which enable better outcomes

for colleagues as well as the Company.

During the year, the Chair and Non-Executive Directors engaged

with members of the workforce in various ways. This included

breakfast engagement sessions with the Non-Executive

Directors, site visits (see page 92) and a meeting with the

Shadow Board to better understand their experiences.

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| Centrica plc Annual Report and Accounts 2024 |  | 99 |
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Directors met with the heads of our Centrica Colleague

Networks where they had the opportunity to listen and ask

questions about the achievements, goals and growth of these

networks.

Directors also had the opportunity to engage with colleagues

in Glasgow from our Retail business units, including British Gas

Services & Solutions, British Gas Energy, Hive, Dyno, and New

Business and Net Zero, where the Directors heard about their

current roles, past experience and their aspirations. It was also

an opportunity for colleagues to ask the Board questions. This

feedback helped to inform strategic planning, and supported

thinking on cultural measures such as seeing the improved NPS

scores in 2024 for British Gas (see pages 1 and 33).

In Denmark, the Directors attended a colleague town hall Q&A

and joined a number of ‘show and tell’ sessions, hosted by the

Centrica Energy leadership team and colleagues, focusing on

the Centrica Energy story, growth, geographic expansion and

product diversification resulting in the Directors feeling well

informed with a higher level of understanding of the business.

Following discussions with the Shadow Board on workplace

strategy, the importance of an inclusive workplace, encouraging

colleagues to disclose their information, and our Purpose,

the Board noted the significance of promoting continuous

conversations and maintaining a focus on DE&I. Consequently,

there is now a stronger commitment to engage in braver

conversations, actively seek feedback, and address DE&I

challenges head-on. This approach ensures that our efforts

are sustained and embedded into our culture, rather than being

a one-time initiative.

Quarterly engagement surveys, feedback from the Shadow

Board, town halls, meetings with members of the Centrica

Leadership Team, both individually and together, leader-led

listening sessions and colleague-led network sessions provided

additional mechanisms to better understand the views of the

workforce and to foster a more collegial culture.

Ongoing and holistic engagements like these contributed to the

decision-making of the Centrica Leadership Team and informed

the Board’s view on organisational culture throughout the

course of 2024.

Equal opportunities

The Group is committed to equal opportunities. We have an

active equal opportunities policy which includes, but is not

limited to, recruitment and selection, training, career

development, performance reviews, promotion and through

to retirement. Our culture supports the creation of an inclusive

and safe environment free from discrimination, harassment

and victimisation. Our policies ensure everyone receives equal

treatment regardless of gender, identity, race, ethnic or national

origin, disability, age, marital status, sexual orientation or religion

or any other characteristic protected by applicable laws.

We have created channels for colleagues to voice concerns

confidentially, including through a Speak Up online and phone-

based helpline operated by an independent third party.

These practices help to ensure that decisions relating to

employment practices are objective and based upon work

criteria and individual merit. See pages 54 to 57 for more

information.

Colleagues with disabilities

It is our policy that current and prospective colleagues with a

disability have the same right to access and develop their

careers as anyone else, which is why we are actively targeting

to grow disability representation as part of our People & Planet

Plan to ensure we reflect the full diversity of our communities

(see pages 59 to 60). Colleagues with a disability receive full

and fair consideration when applying for all vacancies and we

interview those who meet the minimum criteria required, whilst

making all reasonable adjustments during recruitment or during

their employment with us. To help everyone reach their full

potential, we provide training, career development and

promotion opportunities that are open to anyone who works for

us alongside tailored programmes that specifically support

colleagues with disabilities to achieve the next steps in their

career. We also endeavour to retain colleagues in the workforce

if they become disabled during employment.

Our Diverse-ability Network celebrates and supports

physiological and neurological diversity among colleagues.

Over the years, the network has grown from strength-to-

strength with around 450 members and a family of networks

including the neurodiversity network. They are a vital source of

support and education for colleagues, whilst providing us with

essential feedback to help us evolve our business in a more

inclusive way. As part of our ambition to be a more inclusive

business, we support The Valuable 500 initiative to champion

disability inclusion across the business and beyond. In addition

to this, we are a Level 2 Disability Confident Employer and are

members of the Business Disability Forum, which offers support,

toolkits and advice to businesses around disability matters.

In 2024, we launched our Great Minds programme to help

normalise and better support neurodiversity amongst other

activities. Details of our efforts to grow disability representation

across the Company and at senior leadership level by 2030

can be found in our People & Planet section on pages 59 to 60.

Human rights

We are fully committed to upholding the fundamental human

rights and freedoms of everyone who works for us, with us,

or lives in the communities where we operate. We uphold the

UN Guiding Principles on Business and Human Rights and are

signatories of the United Nations Global Compact. As set out

in Our Code, we take steps to ensure that we never knowingly

cause or contribute to human rights abuses through activities

like employment checks and supplier due diligence. We also aim

to contribute positively to global efforts to ensure human rights

are understood and observed. Further information about our

efforts can be found in our People & Planet Plan on page 66, as

well as in our Modern Slavery Statement and Our Code available

on our website centrica.com.

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#### Audit and Risk Committee

![]()

As the Chair of the Audit and Risk Committee (the Committee),

I am pleased to present our report for the year ended

31 December 2024, which summarises the Committee’s work to

ensure the accuracy and completeness of the Group’s published

financial information and the effectiveness of the Group’s risk

management and internal controls framework. This has been a

year of significant activity and diligent oversight as we have

continued to enhance our governance and risk management

frameworks.

This report should be read in conjunction with the following

sections in the Annual Report and Accounts:

• Principal Risks and Uncertainties, pages 40 to 51;

• Viability Statement, pages 52 to 53; and

• UK Corporate Governance Code (UK Code) application,

page 82.

Changes in membership

Following 5 years and 7 months of service on the Audit and

Risk Committee (including as Chair of the Committee),

Kevin O’Byrne stepped down on 15 December 2024 following

his appointment as Chair of the Board. We thank Kevin for his

valuable contributions to our discussions.

Committee overview

The Committee has an annual agenda which is linked to the

Company’s financial calendar. The agenda is flexible, enabling

in-depth reviews of topics based on prioritisation in addition to a

regularly scheduled programme for the Committee’s attention.

The core responsibilities of the Committee are to:

• Monitor and review the adequacy and effectiveness of the

Company’s internal controls, risk management systems,

and financial reporting processes, including key judgements

and estimates;

• Ensure Information Systems Security and compliance with

legal, regulatory and ethical standards;

• Provide advice and assurance to the Board on whether it has

discharged its duties effectively;

• Assess whether the Annual Report and Accounts, when

considered as a whole, are fair, balanced and understandable,

providing all necessary information for shareholders and

stakeholders to evaluate the Company’s business model,

strategy, position and performance;

• Oversee the Group’s Internal Audit function, ensuring its

independence, strategic focus, activities, plans and resources

are adequate;

• Approve the appointment and, if necessary, dismissal of the

Group Head of Internal Audit;

• Meet regularly with the Group Head of Internal Audit, without

management present, to discuss remit and findings;

• Manage the relationship with the Company’s external auditors

on behalf of the Board, including overseeing their appointment,

independence, effectiveness and remuneration;

• Conduct a tender for the external audit contract at least every

10 years and make recommendations to the Board;

• Meet regularly with external auditors, without management

present, to discuss their remit and findings;

• Oversee arrangements for employees and stakeholders to

confidentially raise concerns about possible improprieties,

including in financial reporting;

• Ensure these arrangements enable proportionate and

independent investigations and appropriate follow-up actions;

• Review the Company’s policies, including ‘Our Code’, and

assess annual compliance;

• Monitor the adequacy of procedures for detecting and

addressing fraud, financial crime, bribery and regulatory risks;

• Review significant regulatory policy developments, material

risks and incidents of non-compliance, receiving quarterly

compliance reports;

• Monitor the Group’s exposure to market risks, including

commodity prices, inflation, interest rates, and currency

fluctuations; and

• Oversee the management of counterparty exposures

and funding uncertainties.

Main activities during 2024

During the year, the Committee met four times and considered

a broad range of topics. Some of the key focus areas for

discussion included the following:

• Viability and Going Concern assessments and related

disclosures;

• Review of the 2023 financial results, the Annual Report and

Accounts, and the 2024 interim financial results, including

any relevant communications from Deloitte;

• Accounting judgements, especially those related to Centrica

Energy, the reversal of the onerous supply contract provision,

the impairment of the Nuclear asset, Nuclear-related life

extensions, impairment, price curves methodology, the

Electricity Generator Levy and the assessment of the

downstream supply bad debt provision;

• Evaluation of the effectiveness of the external audit process

and the Internal Audit function;

• Planning and commencement of the external audit tender

process, scheduled to reach conclusion in 2025 in relation

to the audit of the 2027 accounts and thereafter;

• Continued oversight of the control environment and finance

systems maintenance and development particularly regarding

the migration of British Gas Energy customers to a new

technology platform;

• Review of the Group’s pension schemes, including the triennial

review and the impact of changes in gilt yields (see note 22);

• Monitoring of sanctions compliance, information systems,

cyber security and data security risk management, especially

considering geopolitical developments and updating the Board

accordingly;

• Updates on legal, regulatory and ethical compliance, with a

focus on energy trading, energy supply (including in relation to

prepayment meters installed under warrant) and the sale and

delivery of FCA-regulated products and services, including the

operation of Our Code and the Speak Up helpline;

• Regular updates on the progress of the Enterprise Risk

Management and Internal Controls programmes;

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• Review of customer ratings and feedback as part of the

broader assessment of the control environment, risk

management, and service quality;

• Assessment and preparation for upcoming legal and regulatory

changes, such as reforms to the UK corporate governance

regime and CSRD;

• Regular reports and recommendations from Internal Audit and

the external auditors on risk, assurance and controls;

• In-depth reviews of the risks and controls environment across

various divisions of the Group; and

• Reviewed the reporting and disclosure related to climate

change in the Annual Report & Accounts alongside the Safety,

Environment and Sustainability Committee, to ensure it

comprehensively outlines the actions taken to effectively

address major climate-related concerns.

Risk management and internal controls

Internal Audit

The Committee oversees the Group’s Internal Audit function,

ensuring its efficiency, independence and alignment with

strategic objectives and the revised Global Institute of Internal

Audit (IIA) standards (Global IIA standards). This includes regular

reviews and approval of the annual Internal Audit plan, which is

developed in response to the Group’s evolving Principal Risks

(details on pages 40 to 51). During the year, assurance is

provided through a mixture of traditional audits and agile

reviews such as real time assurance, programme reviews and

investigations. The Group Head of Internal Audit maintains direct

communication with the Board Chair and the Committee Chair

and is accountable to the Committee. Throughout the year,

the Committee is updated on Internal Audit’s themes and

findings. It also monitors the implementation of follow-up

actions by business units.

The Company continues to conform with the revised Global

Institute of Internal Audit (IIA) standards. The independence,

objectivity and effectiveness of the Internal Audit function was

reviewed by reference to the output from a combination of self-

assessment, independent assessment conducted by interviews

with the Centrica Leadership Team (CLT) and a broader group

of senior managers, as well as assessment by the Committee.

The review concluded that the Internal Audit function operated

in accordance with the Institute of Internal Auditors’

International Professional Practices and continued to be

independent, objective and effective, with the appropriate

resources.

Review of the system of risk management and internal controls

As a business, we place significant emphasis on monitoring the

Company's risk management and internal control framework.

Investment in transformation programmes for both Enterprise

Risk Management and Internal Controls run through 2024 have

enhanced our approach to risk management and internal

controls.

Our risk management and internal controls are assessed through

a self-certification process, a Group Entity Level Controls

assessment programme and internal reviews by Internal Audit

and the Committee. The Committee receives regular updates

on Group Principal Risks and the Group control framework from

the Chief Risk Officer and the Director Group Finance reports

highlights of the key risks the Group faces, the change in risk

climate since the last meeting and any new emerging risks.

The update also details the control environment and any areas

of weakness identified, together with proposed mitigations.

At times, the Committee requests and receives additional

information on areas of concern to obtain a deeper

understanding of the risk and assurance of gap closure through

closer oversight of remediation. The risk management process

and internal controls have been in place throughout the year

and remain effective, with ongoing review and improvement.

The Committee has received regular reports throughout the

year on the billing system, ENSEK, which the Group purchased

in 20 September 2024. We continue to evolve our controls and the

Committee was satisfied with the manual review controls put in

place, which included a significant number of validations, checks

and other broad assurance activities, providing financial integrity

and ensuring we remain comfortable with the financial results. The

business is committed to evolving further the manual and IT controls

in place and the extent of automation, as the platform continues its

development.

The Committee also discussed the challenges relating to

external audit findings across some of the Group’s systems

around user access. The Committee continues to oversee the

remediation plans and monitors this closely at every meeting.

The Committee oversaw the annual testing of Group Level

Controls. The Committee continued to emphasise the

importance of refining risk appetites, ensuring robust metrics

and data quality, and implementing effective mitigation

strategies to support the Group’s governance and risk

management framework. The Committee is overseeing

the development and implementation of a structured plan

to ensure compliance with Provision 29, with a clear roadmap

to assess and enhance the effectiveness of risk management

and internal controls.

Enterprise risk management framework transformation

During the year, the Committee has engaged in the enterprise

risk management transformation programme (the Framework),

which included approval of a refreshed Framework aligned with

international standards, including ISO31000 and COSO ERM

guidance, in order to continue to enhance our risk management

capabilities.

A CLT strategic risk workshop informed this year’s review

and assessment of the principal risks for inclusion, confirming

a shared understanding and alignment with Centrica’s strategic

priorities and the evolving risk landscape. While the overall

Principal Risks remain consistent, an updated understanding

of these risks enabled targeted control improvements and

mitigation strategies.

Strengthening of financial controls

The Committee noted the Framework’s role in strengthening

Centrica’s financial controls environment, with specific

improvements in IT controls and other areas highlighted

by external audits.

The Audit and Risk Committee commended the progress

made in Centrica’s enterprise risk management processes and

further improvements in the overall control landscape, reflecting

a maturing framework aligned with strategic priorities and

regulatory expectations.

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Fair, balanced and understandable

In line with the UK Code, the Committee reviews the Annual

Report and Accounts on behalf of the Board to ensure it is

compliant with applicable laws and regulations and provides

shareholders and stakeholders with the necessary information

to assess the Company’s position, performance, culture,

business model and strategy. The Committee also considers the

processes and controls involved in the production of the Annual

Report and Accounts, the governance framework for review

and the responsibilities of the Directors. There is a robust

governance framework supporting the production of

the Annual Report and Accounts to ensure they have been

critically reviewed and verified by the key teams in the relevant

businesses and functions. This includes review and agreement

by the Fair, Balanced and Understandable Committee

comprising Heads of Function from Finance, Corporate

Communications, Investor Relations, Internal Audit, People

Function, Strategy and Secretariat together with review

and input from other content owners and their managers.

External auditors

External auditors and effectiveness of the external audit

process

The Committee manages the relationship with the Group’s

external auditors on behalf of the Board. The Committee

considers annually the scope, fee, audit plan, performance,

objectivity and independence of the external auditors. To

maintain objectivity, principal members of the external audit

team are rotated off the Company's audit. Additionally,

to protect the independence of the external auditors and the

integrity of the audit process, the Company prohibits hiring

senior staff from its auditors for at least two years after they

stop providing services to the Company. Jane Boardman was

appointed as the lead audit partner after the completion of the

2021 audit and has been serving in this role for three years. The

Company conducted its last audit tender on 4 November 2016,

appointing Deloitte as auditor for the financial period beginning

1 January 2017.

To assess the effectiveness of the external audit process

and independence and objectivity of the external auditors,

the Committee carried out an assessment, as in prior years,

primarily looking at the key areas of:

• Robustness of the audit process;

• Quality of people and service;

• Quality of delivery;

• Independence and objectivity; and

• Value-added advice.

This assessment included an internal questionnaire, which was

completed by the Chair of the Board, Committee members

and senior members of management on their views of Deloitte's

performance. The questionnaire covered a review of the

audit partner and team, the audit scope and approach, audit

plan execution, auditor independence and objectivity, and

robustness of challenge of management. Separately, Deloitte

also provided an assessment, via an internal management

questionnaire, of management's controls, judgements and

engagement throughout the audit process. The feedback

was reviewed by management; it was then reported to and

discussed by the Committee.

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Fair, balanced and

#### understandable

To ensure the Annual Report meets the 'fair, balanced

and understandable' (FBU) standard, a thorough

process is undertaken annually to provide assurance

to the Board and the Audit and Risk Committee

(the Committee).

The assurance process for the Annual Report

involved contributions from various internal and

external stakeholders to ensure its accuracy, clarity

and compliance. PwC, as the independent advisor to

the Remuneration Committee, conducted an external

review of the Directors’ Remuneration Report.

Additionally, external legal counsel and proxy

advisors provided feedback on the broader Annual

Report, which was instrumental in enhancing the

quality of disclosures. Key contributors, including

members of the finance leadership teams, verified

the accuracy of the information they supplied.

The FBU Committee, comprising senior business

leaders, played a pivotal role in ensuring the report

was 'fair, balanced and understandable.' This involved

reviewing strategic and operational performance,

risk management, governance narratives and the

alignment between financial statements and narrative

sections. Regulatory and compliance aspects were

also scrutinised by the Committee. Drafts of the

report were shared with both the FBU Committee

and the full Board for thorough review and input,

ensuring robust oversight and alignment with the

Company’s strategic objectives.

This collaborative effort supports accountability

to ensure that the report is clear and transparent.

The Directors consider the work undertaken by the

FBU Committee. This provides robust support for

the Committee’s review for its determination that

on the whole, this Annual Report is fair, balanced

and understandable, providing shareholders with the

information needed to evaluate the Group's position,

performance, business model and strategy.

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The Committee was satisfied with the external auditor’s

commitment to audit quality, the robust and professional

working relationship with management and demonstration of

strong technical knowledge and professional scepticism. In

addition, to ensure the independence of the external auditor,

and in accordance with International Standards on Auditing

(UK & Ireland) 260 and Ethical Standard 2019 issued by the

Accounting Practices Board and as a matter of best practice,

Deloitte has confirmed its independence as auditor of the

Company. On the basis of Deloitte's confirmation and report

on their approach to audit quality and transparency, the

Committee concluded that; Deloitte possesses the appropriate

qualifications and expertise; Deloitte remains independent of the

Group; and, coupled with effective management engagement,

the audit process was effective.

The re-appointment of Deloitte as auditor for the 2024 financial

year was approved by shareholders at the AGM in June 2024

and Deloitte has been recommended for re-appointment again

in 2025. The Committee confirms that this recommendation

is free from influence by any third party and no contractual term

of the kind mentioned in Article 16(6) of the Audit Regulation has

been imposed on the Company.

As indicated above, Deloitte has been the Company’s auditor

since 2017 (8 years). As stated in last year’s report, the

Committee has initiated a competitive audit tender process

in accordance with the mandatory ten-year re-tendering

requirement. The process will be completed during the year and

the outcome of the process will be reported in the 2025 Annual

Report. Deloitte has been invited to participate in the tender.

Conducting the audit tender in 2025 is in the best interest of

the Company as it ensures compliance with best corporate

governance practices, promotes auditor independence, and

enhances the effectiveness and quality of the external audit.

The Company has complied with the Statutory Audit Services

for Large Companies Market Investigation (Mandatory Use

of Competitive Tender Processes and Audit Committee

Responsibilities) Order 2014 for the financial year under review.

The Committee and the Board confirm that they have taken all

the necessary steps to become aware of any relevant audit

information and to pass that information onto Deloitte.

Auditor independence and remuneration

The Committee is responsible for establishing the Group’s

policies and procedures designed to protect the independence

and objectivity of the external auditor. The policy details

those services that the auditor is permitted to carry out and

pre-approves certain of these services provided the fee is

below a threshold; all other permitted services must be

specifically approved in advance by the Committee. Prior to the

engagement of the auditor for a permitted service, the policy

requires that senior management confirms whether the

Committee has pre-approved the service or specific approval

is required.

The total amount of fees paid to the auditor for both audit and

non-audit related services in 2024 is disclosed in note S9 to the

financial statements.

In November 2024, the Committee reviewed its non-audit

services policy and no substantive changes were made to

the policy. A copy of this policy is available on our website

centrica.com.

There is an annual cap on non-audit work during the ordinary

course of business of £1m, which is assessed each year for

appropriateness in the context of external guidance and

regulation. Overall total non-audit fees incurred in 2024 were

£0.8m (2023: £0.7m). All non-audit fees relate to assurance

services (e.g. Interim review or local regulatory requirements).

In line with the non-audit fees policy, approval for this

expenditure was sought and received from the Committee

in advance of the work commencing if Deloitte was best placed

to provide these services on a timely and cost-efficient basis,

given their position as the external auditor. The amount incurred

in the year is well below the legal cap of 70% of non-audit

fees (for services not required by regulation) compared to the

three-year average of statutory audit fees, amounting to

approximately 10%.

In normal circumstances, all significant non-audit work is put out to

tender and Deloitte is only appointed if their experience and

knowledge makes them the most appropriate supplier and it is clear

another firm could not undertake the work without adversely

impacting the businesses. For further information, see note S9 to the

accounts on page 261.

Corporate Reporting Review

The Audit and Risk Committee assists the Board in fulfilling its

oversight responsibilities by reviewing and monitoring the

integrity of the financial information provided to shareholders

and other stakeholders. The Committee oversees financial

reporting and related risks and internal controls and has a role in

overseeing the internal and external auditors, as well as

interacting with other members of management and external

stakeholders as required.

In advance of the Audit, Reporting and Governance Authority

being created, the Committee during the year complied with

the FRC's Audit Committees and the External Audit: Minimum

Standard.

Going concern basis of accounting & viability

The Committee has provided a robust review of the going

concern assessment and the ongoing adoption of the

going concern basis of accounting for the preparation of

financial statements, identifying any material uncertainties

that could impact the Company’s ability to continue as a

going concern.

Our deliberations during the year have also included

evaluating the Company’s prospects. We recognise the

need to clearly articulate how the Board has assessed

these prospects, the period considered and the rationale

for deeming that period appropriate. This forms part of our

commitment to providing transparent and comprehensive

disclosures.

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UK Corporate Governance Code preparedness

The Board regularly receives updates from the Group General

Counsel & Company Secretary about important developments

and upcoming changes in UK Corporate Governance and

preparedness to comply with the 2024 UK Corporate

Governance Code. During the year, the Committee, aided by

the Group General Counsel & Company Secretary and the

Group Chief Financial Officer, considered the changes to the

UK Corporate Governance Code and considered how these

changes affect the remit of the Board Committees.

Speak Up (the Group’s whistleblowing service)

The Committee received and considered reports from

management on the Group’s whistleblowing arrangements.

The Committee reviewed the reports to ensure there are

arrangements in place which colleagues can use in confidence

and without fear of retaliation. In addition, colleagues are able

to report concerns about inappropriate and unacceptable

practices; these arrangements are well publicised and there

is proportionate and independent investigation of such matters

or appropriate follow-up. The Committee reported on its

consideration of whistleblowing arrangements to the Board.

Committee effectiveness

The Committee reviews its terms of reference annually to

ensure they remain appropriate in light of legal, regulatory and

best practice changes. No material changes were made to the

Committee’s terms of reference in the year under review and

they are available on our website centrica.com.

The effectiveness and performance of the Committee was

evaluated as part of the independent review conducted by

Independent Board Evaluation. The Committee was found to

be performing effectively. The outcome from the evaluation

will be used to improve performance going forward.

Read page 80 to 81 for further information on Board

effectiveness.

Membership, meeting attendance and key focus

Committee members:

• Nathan Bostock (Chair)

• Kevin O’Byrne (member until 15 December 2024)

• Carol Arrowsmith

• Philippe Boisseau

• CP Duggal

Biographical details of the Committee Chair and members can

be found on pages 86 to 89. Meeting attendance can be found

on page 92.

All Committee members are independent Non-Executive

Directors. Nathan Bostock has recent and relevant financial

experience and the Committee has sector relevant

competence, as disclosed on page 88.

Carol Arrowsmith has a historical connection to Deloitte LLP

(Deloitte), having previously served as a partner. However,

she had left Deloitte prior to their appointment as the Group’s

external auditors. Additional, Carol receives a pension annuity

from Deloitte. The Committee deems that this does not affect

the independence and judgement of Deloitte, nor the

Committee’s oversight of Deloitte’s performance.

Meeting attendees by invitation

All other Non-Executive Directors, Group Chief Executive,

Group Chief Financial Officer, Group General Counsel &

Company Secretary, Group Financial Controller, Group Head

of Accounting, Reporting and Tax, Group Head of Treasury,

Pensions and Insurance, Group Chief Risk Officer, Group Head

of Internal Audit and the external auditors.

Focus areas in 2025:

• The Group’s published financial information;

• The effectiveness of the Group’s enterprise risk management

and internal controls framework;

• The enterprise risk and control framework including risks

managed by the other Board committees;

• Oversight of principal risk levels against risk appetite;

• Compliance, ethics, legal and regulatory matters;

• Rotational deep dives on risk and controls management within

each business unit;

• Finalise audit tender process;

• Finance Systems Review and Finance health check;

• Preparedness for 2024 UK Corporate Governance Code

implementation and material control attestation; and

• CSRD/Sustainability Assurance.

Nathan Bostock

Chair of the Audit and Risk Committee

19 February 2025

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| Electricity Generator Levy  The Electricity Generator Levy (EGL) applies a tax rate of 45%  on revenues from sales exceeding a benchmark price of £75/  MWh (as adjusted for inflation) on electricity generated from  nuclear sources. It applies from 1 January 2023 to 31 March  2028. Because EGL is a tax on revenue and not profits, it falls  under IFRIC 21: Levies and is not in the scope of IAS 12: Income  Taxes. This means that EGL is not recognised in the tax line but  instead reduces the Group’s adjusted operating profit.  EGL is chargeable within the Group’s associate accounted 20%  Nuclear investment for its sale of electricity, as well as on  offtake arrangements with significant minority shareholders in  such generators.  During the year, the Group’s share of its Nuclear associate’s  EGL payments amounted to £86m (2023: £41m) (recorded  within the share of profit after tax from associates). The Group  has also made payments on account to HMRC of £80m (2023:  £285m) in relation to its estimated EGL liabilities for its minority  shareholder Nuclear offtake arrangements during the year and  this expense has been recorded within Cost of Sales.  The EGL legislation is new, and its interpretation and application  is unclear in respect of the Group’s minority shareholder  Nuclear offtake arrangements. As such, the extent of the levy  that will ultimately be due in this regard is not yet certain, and a  different amount (up to £150m lower than the amounts paid to  date in 2023 and 2024) may ultimately be determined. If this  were the case, a tax deposit asset would be recorded on the  Group Balance Sheet, and as a credit within Cost of sales in the  Group Income Statement, when it became probable that the  asset would be recoverable, in accordance with the 2019 IFRIC  Agenda decision on Deposits relating to taxes other than  income taxes. Given the early stage of discussions there is not  yet sufficient evidence to support the probability of recovery  and therefore no asset has been recorded at the balance  sheet date. |  |  | The Committee discussed the complexity around the  interpretation of the Electricity Generator Levy legislation  and understood the process the Group had been through to  gain clarity on the matter and the external advice sought.  It also held discussions with the external auditors to confirm  their view and the appropriateness of the accounting treatment  adopted.  The Committee concluded that the judgement reached was  appropriate and concurred with the accounting approach.  The Committee also noted the disclosures included in the  financial statements to highlight the key source of estimation  uncertainty in this area.  Further detail is provided in note 3 on pages 176 to 182. |

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| Determination of forecast commodity prices and  their use in valuing long-lived assets and derivative  contracts  Commodity price forecasts are a key assumption in the  valuation of the Group’s long-lived assets and derivative  contracts.  For short-term commodity prices over the next four years,  observable liquid market prices (as at 31 December 2024)  continue to be taken as the best view of expected price. For  the longer-term period thereafter, the Group has refined its  commodity price estimation methodology, following the  announcement of its intention to invest between £600-800m in  capital expenditure annually over the next few years, including  in assets with long-term commodity price exposure. It was  considered important to derive a Centrica view of long-term  prices to help assess both asset values and inform impairment  assessments rather than continue to utilise a ‘P50’ average of  third-party comparator median curves, which was used in the  prior year.  An internal review was conducted to map Centrica’s beliefs  around the evolution of each commodity market to specific,  reputable, third-party curve providers. This review evolved  during the year and resulted in a more refined view using a  balance of curve providers more aligned to our long-term view.  Accordingly these long-term price assumptions are expected  to help facilitate a better estimation of the recoverable amount  of long-lived assets and are deemed to align to pricing that a  reasonable market participant would use. The Group has used  these price curves in its asset impairment testing and contract  valuations.  The year-end price assumptions for NBP and Baseload power  were benchmarked back to those that would have been  calculated under the previous ‘P50’ methodology and were not  significantly different.  The Group has also obtained commodity price forecasts which  are intended to be consistent with net zero by 2050. These are  lower than the curves the Group has adopted for both NBP and  baseload power. The Group has shown the impact of such price  forecasts on the gas assets and Nuclear assets in note 7 of the  financial statements. |  |  | The Committee understood and challenged the rationale for  changing the approach to deriving long-term commodity price  assumptions.  The Committee noted the increase in short-term NBP prices during  2024 with a reduction in Baseload power prices and that the longer-  term price forecasts were fairly consistent when compared with  prior year for both commodities. The Committee understood that  these outputs impact many of the other judgements listed below.  Sensitivities of the asset impairment tests to changes in price  forecasts are provided in note 7 on page 192 to 196.  The Committee noted the use of a price curve intended to be  consistent with net zero by 2050 in the impairment sensitivities and  believed the output provided useful information to readers of the  accounts.  The Committee also noted the continued inclusion of a Climate  Change accounting considerations section in note 3. |

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| Energy derivatives – classification and valuation  The Group enters into numerous commodity contracts in its  ordinary course of business. This can be to procure load for  its downstream business, sell output from its upstream/  infrastructure assets, to trade around its other commodity  exposures or to make money from proprietary activities.  On entering into these contracts, the business assesses each  of the individual trades and classifies them as either:  (i)  Out of scope of IFRS 9:  For ‘own use’ contracts (i.e. customer contracts, contracts to  take delivery and meet customer demand or sell upstream/  infrastructure output) and contracts that cannot be net settled.  (ii)  In scope of IFRS 9:  Contracts for commodities which have the ability to be and  practice of being net settled.  Energy contracts outside the scope of IFRS 9 are accruals  accounted. Those contracts considered to be within the scope  of IFRS 9 are treated as derivatives and are marked-to-market  (fair valued). If the derivatives are for proprietary energy  trading, they are recorded in the business performance column  of the Group Income Statement. If they are entered into to  protect and optimise the value of underlying assets/ contracts  or to meet the future downstream demand needs, they are  recorded as certain re-measurements.  The fair value of derivatives is estimated by reference to  published liquid price quotations for the relevant commodity.  Where the derivative extends into illiquid periods, the valuation  typically uses the new Centrica long-term view price curves  (see ‘Determination of long-term commodity prices and their  use in valuing long-lived assets and derivatives’).  Judgement is required in all aspects of both the classifications  and valuations.  One of the Group’s critical accounting judgements is that its  LNG contracts are outside the scope of IFRS 9 because they  are entered into for its own purchase and sale requirements  (‘own use’). |  |  | The Committee noted that the Group’s policy and methodologies  in classifying and valuing energy derivatives were unchanged from  previous periods.  The Committee also reviewed and understood the breakdown by  business of the movement in IFRS 9 energy derivative valuations in  the Group Income Statement.  They reflected on the fact certain re-measurement derivative net  gain of c.£400m was predominantly as a result of the unwinding of  prior year out-of-the money positions and that the net movement  on unrealised trades was small in comparison to the unwind.  The Committee noted that, as expected and referenced in  Committee's prior year report, the 2024 certain re-measurement  unwind amounts were at significantly lower levels than seen in 2022  and 2023 following the extremely volatile prices in 2022.  Further detail is provided in notes 2 and 7 on pages 174 to 175  and 192 to 196.  The Committee noted and reaffirmed its agreement with the  specific judgement regarding LNG contract own-use  classifications. |
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| Onerous energy supply and LNG contracts provision  The Group’s residential and business energy supply contracts  and its LNG procurement contracts are accruals accounted.  The Group operates and manages a hedging strategy to  ensure that the future costs of supplying the customer supply  portfolios are appropriately managed and that the value of the  LNG cargoes are protected.  These hedges are generally in the scope of IFRS 9 and are  measured at fair value (see ‘Energy derivatives – classification  and valuation’ above). They are recognised as certain re-  measurements in the Group Income Statement separately  and are subsequently reflected in business performance  when realised, which is generally when the underlying supply  transaction or LNG cargo impacts profit or loss.  At the end of 2024, the hedges associated with the LNG  portfolio were in-the-money. Because of this hedge value  recognition, the assessment of whether the LNG contracts  were onerous had to be calculated based on the cost of  taking delivery of these cargoes and the expected revenues,  including the reversal of previous mark-to-market gains.  Accordingly, the future costs to procure the LNG cargoes  would exceed the revenues derived including mark-to-market  reversals because the associated hedging gains had already  been recorded in the Income Statement. The Group therefore  recognised an onerous LNG contract provision of £82m at the  year-end.  Note that the LNG portfolio is hedged on a portfolio basis and is  forecast to remain economically profitable in 2025 and beyond.  At the end of 2024, no onerous provision was required for the  residential or business supply contracts because although  related hedges were in-the-money, the costs to fulfil the  customer contracts including mark-to-market reversals still did  not exceed the charges expected to be recovered from the  customer. Therefore no onerous supply contract provision was  required.  The movement in these onerous provisions have been reflected  as a certain re-measurement in the Income Statement because  these contracts are economically related to the fair value  movements on the hedges. Cumulatively, over time, these  postings will net to £nil, as the underlying contracts realise  and are reflected in the business performance column. |  |  | The Committee reviewed the change in the underlying  derivative hedge values of the different books and considered  the assessment of the onerous contract provisions.  The Committee discussed and understood the rationale  for including the LNG cargo onerous provisions within certain  re-measurements and noted the similarities to the previous  onerous energy supply contract provisions.  The Committee noted that no onerous energy supply contract  was required but observed that it may be required in 2025 if the  related derivative hedges moved further into the money but  this is dependent on energy prices and the hedged position.  The Committee noted the disclosures included in the financial  statements to highlight this area.  The Committee held discussions with the external auditors  to confirm the appropriateness of the accounting treatment  and to understand their views of the assumptions used.  Further detail is provided in notes 2, 3 and 7 on pages 174 to 182  and 192 to 196. |

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| Impairment of long-lived assets  The Group makes judgements and estimates in considering  whether the carrying amounts of its assets are recoverable:  Upstream (Power assets and Gas production assets)  For Upstream/infrastructure assets, discounted cash flows are  prepared from projected production profiles of each field or  power asset, taking into account forecast future commodity  prices, to assess their recoverable amount. When deriving  forecast cash flows, market prices are used for the period when  a commodity is liquid. For the longer-term illiquid period, the  Centrica view of long-term prices is used (see ‘Determination  of forecast commodity prices and their use in valuing long-lived  assets and derivatives’, above).  Judgement is also required around production volumes. For  Nuclear, individual station information and recent availability  data is factored in to the overall asset valuation. The expected  operating life of Sizewell has continued to be reflected to 2055  in the modelling, beyond the original design life. During 2024,  the expected closure dates for Heysham 1 and Hartlepool  stations were extended by one years to March 2027, and for  Heysham 2 and Torness by two years to March 2030. For Gas  production assets, each field has specific reservoir and field  characteristics and is modelled independently.  Consistent with previous years, taxes and levies are also  included in the discounted cash flow modelling. For Nuclear,  the Electricity Generator Levy (see ‘Electricity Generator Levy’  above) applies a tax rate of 45% on revenues exceeding a  benchmark price of £75/MWh (adjusted for inflation) and  applies from 1 January 2023 to 31 March 2028. For Gas assets,  the Energy Profits Levy applies a rate of 38% (bringing the  headline rate on Gas asset profits to 78%) and has a sunset date  of 31 March 2030.  Predominantly as a result of the movement in both actual and  forecast power prices, offset by station life extensions, an  exceptional impairment of £48m has been booked in relation  to the Nuclear investment.  For CBS power assets, an exceptional impairment of £27m  was recorded, predominantly related to battery and solar  assets, following a reduction in forecast commodity prices.  All gas production fields retained impairment headroom. |  |  | The Committee challenged management on the key inputs to the  impairment models including price, outage rates, assumed lives,  tax and discount rates, and discussed with the external auditors.  Ultimately, the Committee were comfortable with the conclusions  reached.  The Committee reviewed the Nuclear investment impairment and  noted that the decrease in commodity prices had more than offset  the benefit of life extensions at Heysham 1 & 2, Hartlepool and  Torness.  It also considered the gas production fields and understood why  impairment headroom was maintained following an increase in  near-term NBP prices.  The Committee noted that price sensitivity disclosures have been  included in the financial statements.  Further detail on impairments and the assumptions used in  determining the recoverable amounts is provided in notes 7 and S2  on pages 192 to 196 and 231 to 243. |
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| Credit provisions for trade and other receivables  The IFRS 9 impairment model requires credit provisions (‘bad debt’)  for trade and other receivables to be based on an expected credit  loss model, as opposed to an incurred loss basis. The economic  effects of high interest rates and inflationary pressures on  household income, with energy prices increasing in the second half  of the year, will likely impact the ability of the Group’s customers to  pay amounts due. Accordingly, there is significant judgement  around the levels of forecast bad debt and the provisioning  required at the year-end.  The Group’s residential and business energy supply customers  account for the majority of the Group’s credit exposure (with  balances associated with our trading business generally received  within 30 days). Expected default rates in these areas are  calculated initially on a matrix basis by considering recent historical  loss experience, the nature of the customer, payment method  selected and, where relevant, the sector in which they operate.  This model does not always adequately capture scenarios where  there is a delayed impact on customer payments, such as forward-  looking macroeconomic challenges (e.g. higher interest rates).  Accordingly, management includes a macroeconomic provision  adjustment to mitigate this issue and this amounted to £49m  (2023: £175m) at the year-end. The year-on-year reduction in this  adjustment was as a result of the initial matrix model starting to  more accurately reflect some of these forward-looking challenges.  For UK Downstream energy supply, the bad debt charge as a  percentage of revenue decreased to 2.6% (2023: 2.9%). The  closing bad debt provision moved to 38% (2023: 34%) of UK  energy supply gross receivables.  Due to the significant estimation uncertainty in this area,  management continues to provide detailed analysis and  sensitivities in note 17 to the financial statements. |  |  | The Committee noted management’s groupings of receivables  by the key factors affecting recoverability (e.g. payment  method, nature of customers) and considered the levels of  provisions booked against each grouping, at the year-end.  The Committee discussed the approach with the external  auditors.  The Committee was comfortable with the provisions booked,  including the reduction in the macroeconomic provisions.  The Committee noted the significant estimation uncertainty in  this area and the continued enhanced disclosures in notes 3 and  17, setting out the judgemental nature of the provisioning and  the sensitivity analysis to allow users of the accounts to model  different outcome scenarios. |
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| Classification and presentation of exceptional items  and certain re-measurements  The Group reflects its underlying financial results in the  business performance column of the Group Income Statement.  To be able to provide this in a clear and consistent presentation,  the effects of certain re-measurements of financial instruments  and onerous supply/LNG contract provisions, and exceptional  items are reported separately in a different column in the Group  Income Statement.  The classification of items as exceptional and specific trades as  certain re-measurements (see ‘Onerous supply and LNG  contracts provision’ and ‘Energy Derivatives – classification and  valuation’ sections above) are subject to defined Group  policies. These policies are reviewed annually by management.  At the year-end, pre-tax exceptional items included the Nuclear  and CBS asset impairments (noted above in ‘Impairment of  long-lived assets’). Also included are legacy contract costs of  £53m associated with business activity that ceased a number  of years ago and debt repurchase costs of £68m.  Certain re-measurements totalled an overall c.£300m gain on a  pre-tax basis – £421m gain from derivatives and £142m loss  from the onerous supply and LNG contracts provision  movement. |  |  | The Committee noted the inclusion of onerous LNG contract  provision movements within certain re-measurements and  understood the rationale. They noted that the policy on certain  re-measurements and exceptional items remains broadly  unchanged from the prior year, other than this addition.  The Committee formally reviewed and approved the Group’s  policy on exceptional items during the year and used it to  help inform the appropriateness of the proposed classifications.  It challenged the items classified as exceptional items,  considering their size, nature and incidence and in the context  of the Group policy. The Committee concluded that separate  disclosure of these items as exceptional was appropriate in the  financial statements.  The Committee ultimately agreed that presenting certain  re-measurements and exceptional items separately continues  to allow underlying performance to be reflected on a consistent  and comparable basis through the use of the adjusted  alternative performance measures (e.g. adjusted operating  profit).  Further detail is provided in notes 2, 3 and 7 on pages 174 to 182  and 192 to 196. |

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| Energy supply revenue recognition  The Group’s revenue for energy supply activities includes an  estimate of energy supplied to customers between the date  of the last meter reading and full-year consumption. This is  estimated through the billing systems, using historical  consumption patterns, on a customer-by-customer basis,  taking into account weather patterns, load forecasts and the  differences between actual meter readings being returned and  system estimates. An assessment is also made of any factors  that are likely to materially affect the ultimate economic  benefits which will flow to the Group, including bill cancellation  and re-bill rates. To the extent that the economic benefits are  not expected to flow to the Group, revenue is not recognised.  At the year-end, unread energy income for the continuing  supply businesses was £2.7bn (2023: £3.0bn). |  |  | The Committee has reviewed the level of unread revenue and  unbilled accrual made during the year and discussed with  management and the external auditors.  More details on unread energy income are provided in note 3 on  pages 176 to 182 and on unbilled energy income in note 17 on  pages 208 to 214. |
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| Pensions  The assets and liabilities, and the cost associated with providing  benefits under defined benefit schemes is determined  separately for each of the Group’s schemes. Judgement is  required in setting the key assumptions used for the actuarial  valuation which determines the ultimate cost of providing post-  employment benefits, especially given the length of the  Group’s expected liabilities. Judgement is also required in  valuing the unquoted assets in the plan asset portfolio, including  private equity and property interests that are typically subject  to valuation uncertainty. The valuation of these assets is based  on the latest asset manager views and other relevant  benchmarks.  The net Group pension liability position was £21m (2023:  £117m). The UK defined benefit schemes used a nominal  discount rate of 5.4% (2023: 4.6%) and inflation of 3.1%  (2023: 2.9%).  In February 2025, the full actuarial valuation of the UK defined  benefit pension schemes, as at 31 March 2024, was agreed  with the pension Trustees. |  |  | The Committee noted the key pension assumptions and  disclosures in the financial statements.  It noted that these assumptions were derived on a consistent  basis to previous periods.  The Committee recognised the role of the independent  actuary, who is consulted on the appropriateness of the  assumptions, and asset managers in the valuation of unquoted  assets. Discussions were also held with the external auditors.  The Committee were pleased that the triennial review had  been agreed with the Pension Trustees.  Further details on pensions are set out in note 22 on pages  218 to 222. |
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| Fair, balanced and understandable  The Board is required to confirm that the Annual Report and  Financial Statements are fair, balanced and understandable. To  enable the Board to make this declaration, there is a year-end  review process to ensure that the Committee and the Board  have access to all relevant information, including management’s  papers on significant issues. |  |  | The Committee reviewed the key factors considered in  determining whether the Annual Report is fair, balanced and  understandable. The Committee and all Board members  received a draft of the Annual Report and Financial Statements  in sufficient time to review and challenge the disclosures  therein. In addition, the Committee took into consideration the  external auditors’ reviews of the consistency between the  reporting narrative of the Annual Report and the Financial  Statements. |

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#### Nominations Committee

On behalf of the Board, I am pleased to present the Nominations

Committee (the Committee) report for the year 2024. This

report outlines the key activities and focus areas of the

Committee during the year, reflecting our commitment to

maintaining a robust and effective Board and governance

framework that can lead Centrica plc with integrity and ensure

we are able to fulfil our strategic vision.

Committee overview

The Committee is responsible for oversight of skills composition

and succession planning – both at a Board and key executive

management level – to ensure that the Company is able to

deliver its objectives. To support ongoing improvements in

Board effectiveness, the Committee’s remit also includes

oversight of Board induction, training and the effectiveness

review process.

Main activities during 2024

During the year, we focused on succession planning and

reviewing the skills and expertise of the Board, ensuring a

diverse and highly capable cohort equipped to navigate the

complexities of our industry.

The Committee held four meetings in 2024 which were chaired

by Scott Wheway, with the exception of those sessions

considering Chair succession. The Committee reviewed and

deliberated on critical topics including succession planning,

governance, Director training and Board effectiveness.

Based on the Directors' performance and their ongoing

contributions to the Company's long-term sustainable success,

the Committee recommended the re-election and election

of all the Directors at the 2024 AGM. The specific rationale for

these recommendations was detailed in the Notice of Meeting

for the AGM.

Board skills and training

In 2024, the Committee reviewed the Board’s skills and

expertise in light of the Group’s strategy and the evolving

external landscape. The Committee acknowledged the positive

impact of recent Board appointments. It is committed to

continuously assess the need for additional capabilities to

navigate the complexities of the energy sector and align with

strategic objectives, including the positioning of the Company

for growth.

During the year, with support from the General Counsel &

Company Secretary, the Board received training and updates

on industry-specific regulatory and compliance changes,

governance, diversity, equity and inclusion, and technology

and innovation.

Colleague engagement

The Committee reviewed the Board’s approach to colleague

engagement pursuant to the expectations of Provision 5 of the

UK Corporate Governance Code (UK Code). The Committee

supports the Board’s view that this is a collective responsibility

shared amongst the Directors of the Board and adopts a

collective approach to colleague engagement involving all

Directors and leveraging a combination of different types of

engagement. Read more on pages 81 and 98 to 99.

Succession planning and Board changes

Succession planning is an ongoing process, underscoring its

importance for Board effectiveness, and was a significant focus

for the Committee this year. The process for non-executives

receives ongoing attention to ensure timing and effective

transition strategies, with the view of the Board and its

capability needs requiring regular review.

This structured approach targets seamless leadership

transitions, fosters the development of a diverse succession

pipeline and upholds operational stability while ensuring the

Board is positioned to deliver long-term growth and innovation.

When necessary, external expertise is utilised to introduce

fresh perspectives and ensure a thorough search for potential

successors.

This year, the Committee proactively planned for the

succession of key roles, including the search for a new Chair

and subsequently, a new Senior Independent Director (SID).

My appointment as Chair led to the selection of Jo Harlow as our

new Senior Independent Non-Executive Director (see page 113

for further detail on the process followed).

The Executive Management team plays a key role in Centrica's

strategic planning process, the ongoing development of our

talent pipeline; fostering the culture and values required to

deliver on our strategy and delivery of the strategy itself.

In relation to executive succession planning, high-potential

candidates are identified and offered development

opportunities, including leadership training and mentorship

programmes. Additionally, the Committee supports initiatives

to enhance inclusivity within leadership roles, ensuring a diverse

and well-prepared talent pipeline for the future.

Diversity, Equity and Inclusion

The Committee remains steadfast in its commitment to

promoting Diversity, Equity and Inclusion (DE&I), both within

the Board and across the organisation. As set out in our Board

diversity policy, which can be found on our website at

centrica.com, we know that being inclusive of the diversity

we have in our business will give us a competitive advantage.

The Committee has set clear objectives for DE&I, which are

linked to the Company's overall strategy. These objectives

include representation of women and ethnic minorities on the

Board and in senior management positions, fostering an inclusive

culture in doing so. Read more about our Board and senior

leadership diversity on pages 59 and 91.

This focus ensures that our recruitment processes and

practices reflect these principles, driving positive change

and strengthening our organisational culture.

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#### Chair succession

In 2024, the Committee prioritised succession

planning, recognising the termination of Chair, Scott

Wheway’s tenure in June 2025. The search process

for a new Chair was initiated in a timely and

structured manner.

Search process:

Given that the Senior Independent Director was a

candidate, the search was led by Amber Rudd and

supported by the Lygon Group. It involved both

internal and external candidates. The process

adhered to UK Code provisions 17, 20 and 23, which

require open advertising or the use of an external

search consultancy for all appointments. The

Committee ensured that there were no connections

between the candidates and the Company or

individual Directors, promoting transparency and

fairness.

Candidate evaluation:

The Committee evaluated candidates based on key

criteria which included:

• Ability to Navigate Complexity;

• Regulatory and Policy Expertise;

• Role Commitment;

• Board Leadership Experience;

• Industry Knowledge; and

• Commitment to Diversity.

After a comprehensive review, including potential

external candidates, the Company’s needs and

stakeholder interests, Kevin O’Byrne emerged as the

preferred candidate for the Chair role. The

Committee made this recommendation to the Board,

which supported the appointment.

Subsequent appointments:

Following Kevin O’Byrne’s selection, the Committee,

in consultation with the Board, appointed Jo Harlow

as the Senior Independent Director to succeed Kevin

in his previous role. This decision was part of the

Committee’s ongoing succession planning efforts,

ensuring continuity and leveraging Jo’s extensive

experience as a non-executive director in other

listed companies.

Conclusion

The Committee’s structured and transparent

approach to succession planning facilitated the

smooth transition of Board leadership. The Board

was able to appoint both a suitable Chair and Senior

Independent Director from the incumbent Board

colleagues. This highlights the importance of a well

designed Board succession plan and continued focus

on refreshing and ensuring emerging Board talent.

Committee effectiveness

The Committee reviews its terms of reference annually to

ensure they remain appropriate in light of legal, regulatory

and best practice changes. No changes were made to the

Committee’s terms of reference in the year under review

(available on centrica.com).

The effectiveness and performance of the Committee was

evaluated as part of the independent review conducted by

Ffion Hague from Independent Board Evaluation IBE and the

Committee was found to be performing effectively.

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Membership, meeting attendance and key focus

Committee members:

• Kevin O’Byrne (Chair)

• Carol Arrowsmith

• Philippe Boisseau

• Nathan Bostock

• CP Duggal

• Jo Harlow

• Heidi Mottram

• Amber Rudd

• Sue Whalley

Biographical details of the Committee Chair and members can

be found on pages 86 to 89. Meeting attendance can be found

on page 92.

Meeting attendees by invitation:

Group Chief Executive, Group General Counsel & Company

Secretary, Group Chief People Officer and Group Chief

Financial Officer.

Focus areas in 2024:

• Reviewing Board objectives for the year to ensure alignment

with strategic priorities;

• Board succession planning, particularly for the role of Chair,

and then subsequently, Senior Independent Director;

• Enhancing the diversity, equity and inclusion within the Board;

• Evaluating and improving the Board's effectiveness and

performance;

• Ensuring the Board's skills and expertise align with the

Company's strategic goals; and

• Reviewing and addressing the Board's training requirements.

Kevin O’Byrne

Chair of the Nominations Committee

19 February 2025

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#### Spirit Energy business

During the year, Spirit engaged third-party

specialist consultants to focus on behaviours in

driving effective management of HSE risks within

the Company. These specialists were brought in to

help address safety events and improve the overall

safety culture. The specialists focused on several

key areas:

Senior Leadership Visibility

Ensuring that senior leaders were frequently

visible and actively involved in promoting

safety culture.

Setting Measures and Milestones

Establishing agreed-upon measures and

milestones to ensure accountability and track

progress.

Embedding Programmes

Internally embedding programmes designed

by the specialists to reinforce a proactive

culture of compliance and risk management,

as opposed to a reactive one.

Process Safety Barriers

Strengthening and further embedding the

current Process Safety Barriers frameworks.

Workload Management

Improving workload management through

better work planning and execution.

These efforts were part of an overarching

improvement plan aimed at achieving sustainable

incident-free operations and addressing the root

causes of safety incidents.

Safety, Environment and

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#### Sustainability Committee

As the Chair of the Safety, Environment and Sustainability

Committee (SESC), I am pleased to present our report for the

year ended 31 December 2024 which describes our challenges

and solutions, such as safety events and complex

environmental, social and governance (ESG) reporting

requirements and the actions taken, our achievements in 2024,

including significant improvements in health and safety, strong

progress and enhanced objectives against our People & Planet

Plan, and renewed strategy for responsible procurement. We

also continued to focus on the key areas of our remit. This

included human rights and modern slavery risks in our

operations, the Group’s community contributions and tracking

the Group’s reputation including how our brands are viewed by

our key stakeholders.

Committee overview

The Committee’s role and responsibilities on behalf of the Board

are to review and monitor the culture, practices, risks and

performance of Centrica with respect to health and safety,

climate, environment and broader responsible business matters.

This is achieved through a rigorous review of performance data,

and the Company’s goals and relevant initiatives in these areas.

As part of its focus, the Committee also provides input to, and

review of, the Company’s current annual climate reporting

disclosure requirements, as well as keeping an eye on

developments to ensure we align with expectations of our

stakeholders in these critical areas.

Main activities during 2024

Health and safety

The Committee’s standing health and safety agenda items

focused on relevant performance metrics, assurance activity,

and the approach to Health, Safety and Environment (HSE) risk

management in specific business unit reviews. During these

discussions, taking into account the needs of customers and

colleagues, the Committee considered risk identification and

appropriate HSE controls and processes. At each meeting, the

Committee invited management to discuss occupational and

process safety reviews, outcomes and improvements derived

from targeted interventions and future action plans.

The Committee focused on unplanned hydrocarbon releases,

gas and electrical safety, contractor management and road

safety and monitored action being taken to address these areas.

The Committee noted significant improvements across the

majority of key Group HSE metrics, attributed to targeted

intervention and safety improvement plans such as ‘Time Out

for Safety’ to reinforce a proactive culture of compliance and

risk management and the engagement of third-party specialists

to drive behavioural change and improve workload

management.

Environment

The Committee provides oversight of the Company’s continued

commitment to, and role in, the drive to net zero. During 2024,

the Committee reviewed progress made against the

Company’s People & Planet Plan and reviewed and

recommended the updated Climate Transition Plan, which will

be put to Shareholders for an advisory vote at the next AGM.

The updated plan includes new bolder targets for Centrica’s

emissions and opportunities for continual improvement. The

Committee considered the implications of recent strategic

investment decisions against Climate Transition Plan targets

and ambitions and the Company’s strategic framework. You can

read more on pages 73 to 76.

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An additional key focus area for the Committee in 2024 was

reviewing emerging voluntary and mandatory climate reporting

requirements, both in the UK and in the EU, The Committee

considered the application of these requirements to the

Company, taking into account changing stakeholder

expectations, and assessing how the Company would ensure

compliance and governance with impending reporting

requirements of the Corporate Sustainability Reporting

Directive and EU Taxonomy.

Responsible business

Throughout the year, the Committee considered the Company’s

responsible sourcing approach focusing on elements of the supply

chain that carry potentially higher inherent risk of inappropriate

working practices due to the associated jurisdiction and/or nature of

the product, in particular in relation to issues such as the manufacture

of solar panels, batteries or garments. Part of the Committee’s focus

was on establishing the effectiveness of measures to mitigate

this risk.

The Committee reviewed the 2024 strategy for visits to supplier

sites and the results of supplier audits. During discussions, the

Committee regularly assessed human rights and the risk of

modern slavery occurring in Centrica’s operations, taking into

account the increasing expectations of stakeholders and enhanced

modern slavery disclosures. The Committee noted the progress

in implementing the 2024 Responsible Sourcing Audit Plan and

implementing ESG requirements into Responsible Procurement, and

oversaw the Responsible Procurement Ethical Audit Plan for 2025.

The Committee considered the findings of Centrica’s UK & Ireland

reputation survey, which will underpin the 2025 corporate

communications plan and stakeholder engagement strategy. This

annual survey also provides the Committee with invaluable insights

that help to focus management activities.

The Committee supports the Group’s goal to provide support to

customers and communities through charitable partnerships, funds

and support packages, and volunteering opportunities where the

Company outperformed against the targeted days, and continues

to focus on due diligence processes in these areas.

Social and Governance

In addition to the above areas of focus, the Committee ensured

compliance with regulations and governance standards

including reviewing relevant disclosures within the Committee’s

remit reported in the Annual Report and Accounts, such as

the Task Force on Climate-related Financial Disclosures

and Climate-related Financial Disclosure regulations. From a

social perspective in ESG, the Committee also reviewed

disclosures that reflect our commitment to responsible business

practices, including the Modern Slavery Statement, which can

be found on our website. Additionally, the Committee

considered broader workforce and community-related matters,

ensuring alignment with our DE&I strategy, employee well-

being initiatives, and social impact commitments.

Committee effectiveness

The Committee reviews its terms of reference annually to

ensure that they accurately reflect the role carried out by the

Committee, taking into account any new internal and external

developments and responsibilities. The Committee considers

that it has continued to discharge its oversight role effectively

in an area where expectations and requirements are constantly

evolving with insightful and regular engagement and support

from management. In the year under review, no material

changes were made to the Committee’s terms of reference

which are available on our website.

The effectiveness and performance of the Committee was

evaluated as part of the independent review conducted

by Ffion Hague from Independent Board Evaluation.

The Committee was found to be performing effectively.

The outcome from the evaluation will be used to improve

performance going forward.

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Conclusion

I would like to acknowledge the contributions of our Committee

members and management. Their dedication and support have

been instrumental in our accomplishments and the progress

made this year. In 2025, we will aim to further enhance health

and safety measures, advance our net zero initiatives and

strengthen our responsible sourcing practices.

Thank you for your continued support.

Membership, meeting attendance and key focus

Committee members:

• Heidi Mottram (Chair)

• Philippe Boisseau

• Nathan Bostock

• Amber Rudd

• Scott Wheway (until 15 December 2024)

Biographical details of the Committee Chair and members can

be found on pages 86 to 89. Meeting attendance can be found

on page 92.

Meeting attendees by invitation:

All other Non-Executive Directors, Group Chief Executive,

Group General Counsel & Company Secretary, Group Chief

People Officer, Group HSE Director, Group Head of

Environment, Chief Procurement Officer, Head of Business

Ethics and Compliance and Head of Secretariat.

Focus areas in 2024:

• Health and safety risks;

• Environment;

• Emerging climate reporting requirements and climate matters;

• Responsible sourcing including human rights and modern

slavery risk;

• Societal contribution; and

• Reputation.

Heidi Mottram

Chair of the Safety, Environment and Sustainability Committee

19 February 2025

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Re

#### muneration

 Report

On behalf of the Board, I am pleased to

present the Remuneration Report for the

year ended 31 December 2024.

Committee Overview

The role of the Committee is to ensure that the Executive

Directors, Centrica Leadership Team and the Chair of the Board

are appropriately rewarded through making recommendations

regarding the Remuneration Policy and framework. The

Committee monitors and reviews the effectiveness of the

Remuneration Policy and considers the impact and compatibility

with remuneration policies across the wider workforce.

Main activities in 2024

During the year, the Committee met five times. Some of the key

focus areas for discussion included the following:

• Remuneration Policy review and shareholder consultations.

• Centrica Leadership Team salary reviews.

• Recruitment of new senior executives.

• Leaving arrangements for former senior executives.

• Gender and ethnicity pay gap report.

• Review of pay and benefits across the wider workforce.

• Review and approve 2024 financial and business targets.

• Review Centrica Leadership Team shareholdings.

• Review and approve Director expenses.

This is a longer letter than I would usually write as there are a

number of important decisions and proposals that need to be

fully explained to our shareholders and other stakeholders.

This letter provides the context that informed the Remuneration

Committee’s decision-making during the year and the

remuneration outcomes in respect of 2024. It also summarises

the changes to remuneration we are proposing to make in 2025.

We will be asking you, our shareholders, to vote on four

remuneration resolutions at the AGM in 2025:

• Our Directors’ Annual Remuneration Report, which sets out

how we implemented our Remuneration Policy in 2024, and the

remuneration paid to Directors.

• A new Remuneration Policy, which we are required to submit

to shareholders at least every three years for approval.

This outlines the remuneration framework that will apply

to Directors from the date of shareholder approval.

• Amendments to the Long Term Incentive Plan Rules, which is

an umbrella plan that governs how we award Restricted Share

Plan (RSP) awards and deferred bonus share awards under

the Annual Incentive Plan (AIP). The amendments reflect the

proposed changes in the Remuneration Policy in 2025 and

changes in corporate governance best practice guidelines

since the rules were last approved by shareholders.

• New all-employee Sharesave Plan rules, which will replace

existing rules that are due to expire in 2025. The Sharesave Plan

is a tax-efficient savings-related share scheme where

employees can save to buy Centrica shares at a fixed price.

I will start by providing a summary of the performance and

remuneration outcomes for 2024 before moving on to talk

about the proposed Remuneration Policy changes for 2025.

Performance and remuneration outcomes for 2024

In deciding the remuneration outcomes for 2024, the Remuneration

Committee tried to balance the views and experiences of all our

stakeholders with our responsibility to attract and retain high-

performing executives to lead a complex organisation like Centrica.

The remuneration principles that we apply to Executive Directors

are also consistent with the remuneration principles we apply to the

wider workforce, see page 132 for further details on how we reward

the wider workforce.

When Chris O’Shea set out Centrica’s new business strategy on

23 July 2023, he indicated to shareholders that our goal is to deliver

sustainable Adjusted Operating Profit (AOP) of between £600m to

£1,000m per annum from 1 January 2026 onwards from our Retail

and Optimisation businesses, with the annual mix dependent on

market conditions.  In addition, we expect our existing Infrastructure

assets to continue to contribute material cash flows for much of the

rest of this decade with AOP in the range of £250m to £400m

subject to asset performance and commodity prices. Over time,

the cash flows from our current infrastructure assets will be

replaced by a contribution from assets we are developing as part

of our green-focused growth and investment strategy.

2024 was a strong year and I am delighted to say that the

Company hit this guidance two years earlier than planned and

for the year ended 31 December 2024 we delivered AOP from

the Retail and Optimisation businesses of £808m. This strong

financial performance was achieved in a more normal

energy price trading environment. Financial performance

was also underpinned by improvements in customer service.

The performance of our Infrastructure businesses was more

subdued compared to the previous two years, but this was in

line with our expectations given the normalisation of energy

prices during the year.

Each of our businesses complements, de-risks and adds value

to at least one other business. Our performance in 2024

demonstrates that our business model is resilient in different

market conditions, and we are well placed to benefit from the

transition to net zero.

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| --- | --- | --- |
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|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 117 |
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| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
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| l | AIP earned (% of maximum) | | | l | Maximum opportunity | |  |
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| \*Half the AIP earned is paid in cash and half is deferred into shares for a further three years. | | | | | | | |

![]()

81% of max

![]()

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81% of max

![]()

CEO

CFO

163% of salary

(£1,389k)

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200% of salary

(£1,710k)

122% of salary

(£719k)

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150% of salary

(£885k)

Annual Incentive Plan (AIP)

AIP payments for Executive Directors for 2024 were based on

EPS (37.5%), a balanced scorecard of financial and operational

measures (37.5%), and individual performance against strategic

objectives (25%).

In 2024, the Company delivered strong earnings in a more

normal energy price trading environment, achieving an EPS of

19.0p. This beat the maximum level set at the start of the year.

Group AOP was £1,552m, which was significantly above target.

The Company hit our AOP guidance for Retail and Optimisation

businesses two years earlier than planned with an AOP of

£808m, which is in the middle of the £600m to £1,000m range.

We delivered £989m Free Cash Flow and converted close to

100% of our EBITDA into operating cash flow, demonstrating

strong working capital management. The pace of capital

investment was slower than planned but this reflects our capital

discipline to only invest in the right projects at the right return.

Net cash closed at £2,858m, which flows from the stronger Free

Cash Flow.

Performance against the majority of the customer and

operational measures in the balanced scorecard was at or

slightly below target. We were particularly pleased to see an

improvement in the customer service metrics, including a

reduction in complaints in our Services & Solutions business and

British Gas Energy.

We continued to modernise and roll-out new technology

systems to enable a better customer service at a lower cost,

including the migration of 99% of our credit customer base in

British Gas Residential Energy to our new ENSEK platform.

During the year, British Gas Residential Energy was externally

commended as Best Overall Improvement by Uswitch. We also

achieved a Trustpilot Rating of “Great” with a score of 4.2 out of

a maximum of 5, which is up 0.3 versus last year. Improvements

in our customer measures confirm rising customer confidence in

our brands and services, which we are working hard to build on.

Customer retention in British Gas Residential Energy improved

during 2024 and while we were slightly below the performance

target for the total unique number of customers in the year,

customer numbers were broadly flat compared to the prior year.

The Centrica Leadership Team are confident that the progress

being made on customer service will help drive an increase in

customer numbers and market share in the future.

In the Services & Solutions business, we continue to see

improvements in customer service across many areas.

Customer journey NPS has improved compared to 2023,

and  customer complaints are down to 6.6% compared

to 8.5% in 2023.

The order intake in our Business Energy Supply was below

target due to the loss of several large contracts principally due

to the customer’s financial status changing during the year.

However, performance was slightly ahead of the prior year.

We continued to make good progress on our People goals;

colleague engagement increased significantly from 7.7 to 8.1,

which now exceeds the upper quartile benchmark for our

industry. This is a notable achievement given that four years ago

colleague engagement was at an all-time low.

In terms of our Planet goals, Centrica’s carbon emissions were

18% lower than baseline and we are on target to be a net zero

business by 2045. Our customer emissions, the zero-carbon

content of UK electricity sales, decreased by 6% compared to

the baseline, which puts us slightly behind our target of helping

customers be net zero by 2050.

During 2024, the Board approved a new Climate Transition

Plan and Centrica has brought forward its target to become a

net zero business to 2040, five years ahead of the 2045 timeline

set by the original plan and ten years ahead of the widely

accepted point at which global society needs to reach net zero.

In addition to this ambitious corporate target for becoming net

zero, Centrica has maintained its commitment to get customers

to net zero emissions by 2050.

The Remuneration Committee considered performance against

the EPS targets and the balanced scorecard in the round and

determined that 160% of target (or 80% of maximum) for this

part of the AIP had been achieved.

Details on performance against each executive’s individual

objectives can be found on page 129. Chris O’Shea achieved

an individual performance outturn of 170% of target (or 85% of

maximum) and Russell O’Brien achieved 170% of target (or 85%

of maximum) for this element of the AIP.

After combining the outturn for EPS, the balanced scorecard,

and individual performance, the Committee awarded a total AIP

as summarised in the chart below:

Restricted Share Plan (RSP)

Long-term RSP awards were granted on 23 June 2022 to Chris

O’Shea and Kate Ringrose, our former Chief Financial Officer.

The maximum award granted was 150% of salary in Centrica

shares for Chris O’Shea and 125% of salary for Kate Ringrose.

The shares vest on 23 June 2025 and must be held for a further

two years before they can be sold. There are no performance

targets on the RSP awards, but the awards were subject to a

performance underpin, which was assessed over a three-year

performance period from 1 January 2022 to 31 December 2024.

In assessing the performance underpin, the Remuneration

Committee considered the Company’s overall performance,

including financial and non-financial performance as well as any

material risks or regulatory failures. At the time of writing, no

reductions have been applied.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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The table below shows the value of the RSP awards that will

vest including any share price growth based on the share price

as of 31 December 2024. Approximately 36% of the total value

of the RSP that will vest is due to share price growth. This total

value including share price growth is shown in the single figure

of total remuneration shown on page 126.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Name | Maximum  RSP award  granted  (% salary) | Actual RSP  award vested  (% salary) | Value of RSP  award vesting  excluding share  price growth | Value of RSP  due to share  price growth as  at 31 December  2024(2) | Total value  of the RSP  vesting  including  share price  growth |
| Chris O’Shea | 150% | 150% | £1,279,294 | £706,261 | £1,985,555 |
| Kate Ringrose  (former CFO) (1) | 125% | 73% | £360,666 | £199,113 | £559,779 |

(1) Kate Ringrose’s employment ceased on 1 October 2023. In accordance with her leaving

arrangements, Kate’s RSP award was reduced to reflect time served.

(2) Based on share price of 123.59 pence being the three month average share price up to

31 December 2024.

Remuneration changes in 2025

Our current Remuneration Policy was last approved by

shareholders in 2022. We must submit our Remuneration

Policy to shareholders for approval at least every three years.

Therefore, we will submit a new Remuneration Policy for

approval at the AGM in May 2025.

During the year, the Remuneration Committee conducted a

comprehensive review of the Remuneration Policy and

consulted extensively on changes to the Policy with over

thirty of our largest institutional shareholders representing

approximately 50% of our share register and with the

shareholder proxy voting agencies. The Committee has

concluded the current Policy remains broadly fit for purpose

in that we provide Executive Directors with a base salary,

an annual bonus (part of which is deferred into shares) and

long-term restricted share awards, together with a defined

contribution pension and core benefits including private

healthcare, which are provided to all employees.

The Committee believes our current remuneration structure, in

particular the RSP, remains broadly appropriate because it is

simpler than hybrid long-term incentives (i.e. a combination of

conventional LTIPs and RSPs) and the potential pay-outs from

the RSP are far less variable than conventional LTIPs. We believe

this is more appropriate given the regulatory environment within

which Centrica operates where some stakeholders such as

customers and regulators expect a narrower range of

acceptable performance outcomes than in many other

companies. RSPs also incentivise executives to invest in the

ongoing long-term success of the business, rather than taking

decisions based on a three-year performance target cycles.

As part of the Policy review, the Committee concluded that the

current Policy for Executive Directors continued to adhere to our

reward principles with the exception of market competitiveness.

We were conscious that the decisions the Committee made over

the last four years to limit executive pay increases, and Chris

O’Shea’s personal decision to forgo increases during the COVID-19

and the cost of living crisis, have meant that Executive Director

remuneration has fallen behind competitive market rates.

Our current levels of Executive Director remuneration also do not

fairly reflect the performance of the Company and the executives

since their appointment. In particular, the Group Chief Executive’s

salary and total remuneration has fallen significantly behind the

market over the last four years since he was appointed. Ordinarily,

and in keeping with Centrica’s approach for the wider workforce,

the Remuneration Committee would have improved the

competitiveness of the CEO’s pay through phased increases

following his appointment (subject to performance and

development in the role). However, while the Company’s

performance and value have improved significantly under Chris’

leadership, external events such as the COVID-19 pandemic and the

cost of living crisis, meant that the Committee did not think it was

appropriate to close the competitive gap over this volatile and

uncertain period. Over this period, the Committee also exercised

downward discretion to the formulaic outturns of incentives to

ensure the resulting payouts for executives fairly reflected

Centrica’s overall performance and the prevailing circumstances,

and we increased performance targets when market conditions

were materially more favourable than predicted.

One of the consequences of exercising restraint over this period

is that we have not reduced the gap between Chris O’Shea’s

pay and the competitive market, which we believe does not

align with Centrica’s reward principles and the fact that, under

Chris O’Shea’s leadership, Centrica is a stronger, healthier, and

more valuable business than it was four years ago.

In 2025, it is important that the Committee sets executive pay at a

level that reflects their contribution to the improvement in business

performance, the size and complexity of Centrica and the

executive’s role, and the scale and scope of the opportunities ahead

of us. In addition to retaining our executives, it is also important that

the Committee has a competitive remuneration structure in place

that is capable of attracting candidates in the future.

Changes for Chris O’Shea (Group Chief Executive)

When Chris O’Shea was appointed Group Chief Executive on 14

April 2020, the Company was ranked 154th in the FTSE with a

market capitalisation of £1.9bn. At the time, Chris’ pay was

benchmarked against the top half of the FTSE 250, but we set

his pay lower to recognise that he was new in the role of Group

Chief Executive. The previous CEO’s salary was £957,500,

which was 24% higher than Chris’ starting salary of £775,000.

Our normal approach is to pay newly promoted executives

below the market median and increase their pay subject to their

development and personal performance in role.

Since his appointment, Chris O’Shea has led the Centrica

Leadership Team to materially strengthen Centrica and create

substantial value for stakeholders. On 31 December 2024,

Centrica was ranked 62nd in the FTSE with a market

capitalisation of £6.8bn and we have been a consistent

constituent of the FTSE 100 Index since 2022. The shareholder

value created since his appointment is made up of an increase

in market capitalisation of £4.9bn, share buybacks of £1bn and

dividends paid of over £0.4bn. In the second half of 2024, we

announced a further £0.5bn in share buy backs and increased

the interim dividend by 13%.

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| ò | Centrica | ò | Euro Stoxx Utilities | ò | Euro Stoxx Oil & Gas |

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price (rebased to Centrica share price (p))

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14/04/2020

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304%

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52%

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22%

31/12/2020

31/12/2021

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31/12/2022

31/12/2023

31/12/2024

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180

160

140

120

100

80

60

40

20

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![Share price lines.svg]()

Higher and more volatile energy prices over the last couple

of years have benefitted companies in the energy industry.

However, as the share price chart shows, Centrica has

significantly outperformed comparators in the Euro Stoxx

Utilities index and the Euro Stoxx Oil & Gas Index since Chris

O’Shea was appointed CEO on 14 April 2020.

The value created by the Centrica Leadership Team has not

just been from volatile energy prices but from actions taken

to deliver material improvements in operational and financial

performance, combined with responsible risk management and

disciplined capital allocation. As the table below shows, Centrica

has delivered strong earnings since Chris became CEO even

in a more normal energy price environment.

|  |  |
| --- | --- |
|  |  |
| Financial Year ending  31 December | Adjusted Basic EPS (pence) |
| 2017 | 12.6 |
| 2018 | 11.2 |
| 2019 | 7.3 |
| 2020  (Chris O’Shea appointed CEO) | 6.5 |
| 2021 | 4.1 |
| 2022 | 34.9 |
| 2023 | 33.4 |
| 2024 | 19.0 |

The value created has benefitted all stakeholders – our financial

strength has allowed us to support vulnerable customers

through the cost of living crisis by voluntarily committing £140m

to support those customers who most need it, we have

rewarded over 21,000 colleagues with nearly £7,286 per

colleague (excluding share price growth) of profit share

payments over the last three years, and we have taken actions

to improve the energy security of the countries we operate in.

Listed below is some of the key achievements over the last four

years since Chris O’Shea was appointed Group Chief Executive.

|  |  |
| --- | --- |
|  |  |
|  | Operational performance has been significantly  improved across the group |
| - In our Retail businesses, customer numbers have been  stabilised, BG Energy Net Promoter Score (NPS) has  improved from 9 in 2020 to 29 in 2024 and Services &  Solutions Engineer NPS has improved from 66 to 73.  - Key technology systems have been replaced or modernised  to enable better customer service at lower cost, with a  simplified platform in Services & Solutions, including a new  planning & dispatch system, and 99% of BG Energy credit  customer base has migrated to our new IT platform.  - Centrica Energy has grown and now operates in over 25  countries, with third party assets under management  increasing from 14GW in 2020 to 17GW in 2024. The Centrica  Energy business delivered £2.2bn of cumulative Adjusted  Operating Profit during the volatile energy market conditions  in 2022-23.  - Overall, the improved operational performance has given us  confidence to lay out a £800m medium term sustainable  operating profit guidance across retail and optimisation. | |

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| 31/12/2019 | 31/12/2020 | 31/12/2021 | 31/12/2022 | 31/12/2023 |
|  |  | Year-end |  |  |

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Salary (£'000)

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TSR growth rebased to 100

1,500

1,000

500

0

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|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| l | FTSE 100 median | l | Centrica CEO salary | l | Centrica TSR |

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![8246337209977]()

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![8246337210044]()

200

150

100

50

0

ë

Ian Conn left

Centrica on

March 2020

í

Chris O'Shea

appointed CEO

14 April 2020

850

958

869

775

921

798

935

815

982

855

|  |  |
| --- | --- |
|  |  |
|  | Organisational structure has been optimised |
| - Group reorganisation was completed between 2020-22. 4,000  roles were removed from the organisation, half were  management roles. Organisational layers reduced from 11 to 7.  - Services & Solutions employment contracts were  modernised and standardised to facilitate improved  customer service and long-term growth.  - Colleague engagement has materially improved to the top  quartile for the industry. | |
|  |  |
|  | The portfolio has been simplified into Retail,  Optimisation and Infrastructure verticals and  a new strategy launched |
| - Direct Energy was sold for $3.6bn in 2021 vs $2.3bn analyst  consensus valuation.  - Spirit Norway was sold for £0.8bn, with £(0.8)bn  decommissioning also transferred.  - The Rough gas storage facility was re-opened, at a cost of  less than £10m, generating £653m operating profit between  2022 and 2024, and nuclear fleet life extended.  - Investing £600-£800m p.a. to replace Infrastructure  assets and pivot focus to contracted and regulated returns  in green-focused assets. | |
|  |  |
|  | The financial outcomes have been strong, and  the balance sheet has been transformed |
| - Adjusted Operating Profit rose from £0.5bn in 2020 to £1.5bn  in 2024 driven by the strong operational performance,  portfolio changes and a supportive macro environment.  - Balance sheet has improved from £3.0bn net debt in 2020  to £2.9bn net cash by end of 2024. This enabled the business  to manage the extraordinary commodity volatility and related  margin calls in 2022/23.  - Extended the Company’s share buyback programme by  £200m in July 2024, and a further £300m in December 2024.  These extensions, once completed, will bring our equity  repurchased to £1.5bn since November 2022 (representing  approximately 20% of our issued share capital).  - Progressive dividend reinstated in 2022, with a total of  £465m of dividends paid & announced as at end of 2024.  - Technical pension deficit reduced from £1.9bn to £450m &  decommissioning liability reduced from £2.4bn to £1.5bn as  of 31 December 2024. | |

|  |  |
| --- | --- |
|  |  |
|  | Relaunched purpose of “Energising a greener,  fairer future” has generated engagement and  clear direction across the organisation |
| - £140m voluntary support package created during 2022-23 to  help customers and communities through the energy crisis,  this is more than any other energy supplier in UK and Ireland.  - Circa 70% reduction in our gross greenhouse gas emissions  across our business over the last decade.  - Brought forward our commitment to be a net zero business  by five years to 2040 and we will continue to help our  customers be net zero by 2050.  - Separate New Business and Net Zero business unit created  to focus on driving innovative energy transition solutions for  our customers. | |

The chart below shows Chris O’Shea’s salary history since he

was appointed CEO in 2020 compared to the FTSE 100 median

benchmark and Centrica’s Total Shareholder Return (TSR).

Note

The former CEO, Iain Conn, left the Centrica Board on 17 March 2020. At this

time, his salary was £957,500 per annum. Chris O’Shea was appointed interim

CEO on 17 March 2020 on a salary of £620,000 plus £100,000 interim

allowance (pro-rata), which he elected to waive. On 14 April 2020, Chris

O’Shea was appointed permanent CEO on a salary of £775,000 but continued

to waive £100,000 of salary pro-rated until 31 December 2020.

Given the size and complexity of Centrica today, the

Committee believes that Chris O’Shea’s remuneration is no

longer sufficiently aligned with our peers, and his performance

and experience warrants positioning his pay between the

median and upper quartile of the FTSE 100, while noting that

benchmarking is not the sole driver for change. It is also

important that the Committee has a competitive remuneration

structure in place that is capable of attracting candidates in the

future for what is now a much bigger business with attractive

investment opportunities. Succession planning is a key

consideration for the Board, and positioning Chris O’Shea’s

salary between the median and the upper quartile opens up a

wider market in the UK and globally to attract candidates of the

right calibre in the future. With this in mind, the Committee

confirmed an increase to Chris O'Shea’s salary from £855,000

to £1,100,000 per annum, effective 1 April 2025.

The Committee considered whether the increase should be

phased over multiple years. However, considering the CEO’s

track record and experience as well as the current positioning

versus the market, the Committee determined that it would be

inappropriate to continue to pay him below market competitive

rates and therefore decided to implement a one-off adjustment.

This also reflects the prudent decisions taken over the past four

years, which restrained the Committee from applying phased

relative increases up to this point.

In addition, the Committee proposes to increase the CEO’s

maximum RSP award from 150% of salary to 200% of salary to

further support the competitive positioning of the target total

remuneration and further reinforce the common interest with other

shareholders. However, given the CEO’s salary increase in 2025 and,

based on feedback from the shareholders we consulted on the new

Remuneration Policy, the Committee has decided to phase the

introduction of the higher RSP awards and therefore will grant the

2025 RSP award to the CEO at the current maximum of 150% of

salary. The first RSP award at the higher limit of 200% of salary will

be granted from 2026 subject to shareholder approval of the new

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| Centrica plc Annual Report and Accounts 2024 |  | 121 |
|  |  |  |

Policy. Approval of the increase in the RSP award will be

accompanied by an increase in the CEO’s minimum required

shareholding guideline from 300% to 400% of salary.

The Committee believes a combination of a salary increase and

the phased introduction in the increase in the RSP share awards

strikes the right balance between improving competitiveness

and shareholders’ feedback.

The table below summarises Chris O’Shea’s target and

maximum total remuneration package for FY2024 and his new

package for FY2025 compared to other CEOs in the FTSE 100.

The benchmarking data is as publicly reported by companies as

of December 2024 and has not been aged for pay inflation.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| Group Chief  Executive (CEO)  Benchmarks  (£000s) | Salary | | | Target Total Remuneration\* | | | Maximum Total Remuneration\* | | |
| Lower  Quartile | Median | Upper  Quartile | Lower  Quartile | Median | Upper  Quartile | Lower  Quartile | Median | Upper  Quartile |
| FTSE 100 | £816 | £968 | £1,211 | £2,793 | £3,803 | £5,469 | £4,218 | £5,742 | £8,548 |
| Centrica (FY2024) | £855 | | | £3,078 | | | £3,933 | | |
| Centrica (FY2025) | £1,100 | | | £3,960 | | | £5,060 | | |

\*Target total remuneration includes salary plus target annual bonus plus target long term incentives plus pension but excludes benefits. Maximum total remuneration includes salary plus

maximum annual bonus plus maximum long term incentives plus pension but excludes benefits. Both target and maximum total remuneration exclude share price growth.

We use the FTSE 100 as a comparator group because Centrica

is part of this index. Centrica has over 21,000 colleagues across

various businesses and geographies, and so the FTSE 100

represents a diverse mix of sectors where we compete for

talent and operate including in the energy sector, retail, support

services and other highly regulated companies in the utilities and

financial services sectors.

Changes for Russell O’Brien (Chief Financial Officer)

Russell O’Brien has been Chief Financial Officer for two years.

His recruitment terms were set behind the market median to

recognise that he was new to role and to provide headroom for

future increases as he developed and performed in his role.

His salary and target total remuneration is below the median

benchmark for similar CFO roles in the FTSE 100. The

Committee is pleased with Russell’s progress and has decided

to close the competitive gap in 2025 by bringing his salary in line

with the market median of the FTSE 100.

The Committee has increased the CFO’s salary from £590,000

to £640,000 with effect from 1 April 2025, which positions his

salary around the median of the FTSE100.

The CFO’s total incentives (Annual Incentive Plan plus long-term

Restricted Share Plan) are also currently below the market, so

we have increased the CFO’s maximum Annual Incentive Plan

opportunity from 150% of salary to 175% of salary (this is

permissible with the current Remuneration Policy which permits

a maximum AIP of up to 200% salary for Executive Directors).

This new higher AIP opportunity will apply for the financial year

ending 31 December 2025. In line with our Policy, half of the AIP

earned will be deferred into shares for a further three years.

The table below summarises Russell O’Brien’s target and

maximum total remuneration packages for FY2024 and FY2025

compared to other CFOs in the FTSE 100. The benchmark data

is as publicly reported by companies as of December 2024 and

has not been aged for pay inflation.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
| Chief Financial  Officer (CFO)  Benchmarks  (£000s) | Salary | | | Target Total Remuneration\* | | | Maximum Total Remuneration\* | | |
| Lower  Quartile | Median | Upper  Quartile | Lower  Quartile | Median | Upper  Quartile | Lower  Quartile | Median | Upper  Quartile |
| FTSE 100 | £531 | £627 | £761 | £1,528 | £2,028 | £2,906 | £2,165 | £3,075 | £4,406 |
| Centrica (FY2024) | £590 | | | £1,829 | | | £2,271 | | |
| Centrica (FY2025) | £640 | | | £2,064 | | | £2,624 | | |

\*Target total remuneration includes salary plus target annual plus target long term incentives plus pension but excludes benefits. Maximum total remuneration includes salary plus

maximum annual bonus plus maximum long term incentives plus pension but excludes benefits. Both target and maximum total remuneration exclude share price growth.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

Other AGM resolutions

At the AGM, we are proposing two resolutions relating to our

share plans.

One resolution relates to amending our Long Term Incentive

Plan rules, which is an umbrella plan that outlines how we govern

RSP award and bonus deferred share awards under the AIP.

These rules were originally approved by shareholders on

27 April 2015 and last renewed on 7 June 2022. The

amendments to the rules reflect the proposed changes to the

Remuneration Policy in 2025 and bring the rules in to line with

corporate governance best practice.

The second resolution relates to implementing a new tax-

efficient all-employee Sharesave (or SAYE) plan in the UK and in

Ireland, which allows colleagues to save up to £500 (or €500)

per month over a three or five-year savings period and to use

these savings to purchase Centrica shares at a fixed price at the

start of the savings period. We have previously operated a

Sharesave plan, but it was suspended in 2020 due to the

financial challenges the business faced at the time. I am

delighted that we are now in a position to re-instate Sharesave,

which will operate alongside our existing all-employee Share

Incentive Plan, giving colleagues additional choice and flexibility

on how they save for the future, and giving them a further share

in our success.

The new Sharesave plan rules will be submitted to shareholders

for approval at the AGM in May 2025, with the first colleague

Sharesave offer being launched shortly thereafter.

Appointment of the Chair of the Board

During the year Scott Wheway stepped down as Chair of the Board

on 16 December 2024 and Kevin O’Byrne became the new Chair

of the Board. Scott leaves Centrica in a much stronger position

than the business he inherited in 2020 when he became Chair of the

Board. I would like to take this opportunity to thank Scott for all his

support and wise counsel over the years.

As part of the recruitment process for the Chair of the Board, the

Remuneration Committee determined that Kevin O’Byrne’s fees

should be set at £440,000 per annum with effect from his date of

appointment as Chair of the Board. These fees are the same as his

predecessor but below the market median of the FTSE 100

recognising that Kevin is new in role, and we expect to improve the

competitiveness of these fees over the next two years subject to

Kevin’s performance and development in the role.

Changes to Non-Executive Director Fees

The Chair of the Board, the Executive Directors, and the Chief

People Officer conducted an annual review of the non-

executive director fees and concluded that the current base fee

of £76,000 should be increased by 3.9% to £79,000 with effect

from 1 January 2025.

The review also showed that some of the Chair fees for certain

Committees have fallen behind the market, which reflects the

increasing complexity and time commitment of these roles.

Therefore, we have increased the fees for chairing the Safety,

Environment and Sustainability Committee (SESC), and for

chairing the Remuneration Committee from £20,000 to

£25,000 per annum with effect from 1 January 2025. The new

fees of £25,000 also align to the current rate paid to the Chair of

the Audit & Risk Committee.

Wider Workforce

At Centrica, we believe our financial success should benefit

all stakeholders. This includes our 21,000 colleagues who

work hard every day to serve our ten million customers. Our

colleagues help create the cash we need to invest for growth,

the dividends and share buybacks payable to shareholders, and

the taxes payable to governments. Striking a balance between

how profits are distributed among stakeholders is never easy,

but I am pleased to say that the strong performance of the

Company in 2024 allowed us to continue to invest in the reward

and benefits that we provide to the wider workforce, including

the following:

• Centrica continues to be an accredited member of the Real

Living Wage Foundation, and we pay at least the Real Living

Wage in the UK. Over the last couple of years of the cost of

living crisis, we have focused on improving the pay of our

lowest paid front line colleagues. For example:

- In our customer call centres, we employ approximately 3,500

Customer Resolution Agents (CRA) who help and serve

customers every day. On 1 April 2024, CRAs received a

typical salary increase of 8.1%.

- In our engineering field force, we employ 2,800 colleagues

as Technical Repair Engineers (TRE) who service and fix

customers’ heating systems throughout the year. On 1 April

2024, a TRE received a typical salary increase of 5%.

- In 2025, the salary increase budget for the wider work force

in the UK is 3.5% to 4%. Individual increases can be higher

or lower than this depending on the role.

• We have operated an all-employee Profit Share plan since

2022. Under the Profit Share, we distribute some of our

Adjusted Operating Profits equally across all colleagues in

Centrica shares. Colleagues must hold the shares for at least

three years. This is a great way to share in our success and

helps foster our ownership culture. In respect of the financial

year ending 31 December 2024, we have approved our fourth

Profit Share award of £1,400 per colleague, which will be

granted in 2025. This means we have paid a total of £7,286 in

Profit Share per colleague since the plan was launched

(excluding share price growth). The first Profit Share award

that was granted in April 2022 will be released in April 2025.

• We are implementing a new tax-efficient all-employee

Sharesave (or SAYE) plan in the UK and in Ireland, which allows

colleagues to save up to £500 (or €500) per month over a

three or five-year savings period and to use these savings to

purchase Centrica shares at a fixed price fixed at the start of

the savings period. We have previously operated a Sharesave

plan, but it was suspended in 2020 due to the financial

challenges the business faced at the time. The new Sharesave

will operate alongside our existing all-employee Share

Incentive Plan, giving colleagues additional choice and flexibility

on how they save for the future, and giving them a further share

in our success.

• Our maternity leave policy is market leading and provides up

to 26 weeks maternity leave on full pay plus up to a further 13

weeks at statutory maternity pay. Based on feedback from our

Working Parents Network, we have decided to enhance our

paternity leave, which will increase from two weeks to eight

weeks leave at full pay.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 123 |
|  |  |  |

• Under our main UK defined contribution pension scheme,

colleagues can pay up to 5% of their salary into the pension and

the Company double matches the employee’s contribution up

to 10% of salary. In the past, some employees had to complete

two-years’ service to be eligible for the double pension match

(during the first two year’s employment for these employees,

the Company equally matched the employee contribution up

to 5% of salary). However, we have decided to remove this

two-year service requirement to ensure we have a simpler and

fairer approach, as well as to encourage new and lower paid

colleagues to save more for the future by benefiting from the

double pension match from the day they join.

• A core component of our total reward package is focused on

colleague health and wellbeing. I am delighted that Centrica

has been externally recognised as a market leader in employee

benefits & wellbeing including receiving the following awards

during the year:

- Great Place To Work – One of the Best Workplaces for

Wellbeing in the Super Large Company Category.

- Personnel Today – Heath & Wellbeing Awards.

- Employee Benefits Awards – Best Benefit to Support

Reproductive Health.

Conclusion

I hope you find the additional information provided in this letter

helpful. The Committee believes the changes to our

Remuneration Policy are in the best interests of our

shareholders. These changes will help us retain and incentivise

executives to execute our business strategy and create value

for shareholders and stakeholders.

On behalf of the Board, I would like to thank shareholders and

the proxy voting agencies for engaging with us on this important

topic and for their open and constructive feedback. Your

continued support of the executive team, the Board, and the

proposed remuneration changes is much appreciated. I look

forward to meeting many of you at the AGM.

Membership and  meeting attendance

Committee members

Carol Arrowsmith (Chair)

Chanderpreet Duggal

Heidi Mottram

Amber Rudd

Jo Harlow

Sue Whalley

Biographical details of the Committee Chair and members can

be found on pages 86 to 89. The number of meetings held

during the year and Committee members attendance is

reported on page 92.

Meeting attendees by invitation:

All other Non-Executive Directors, Group Chief Executive,

Group Chief People Officer, and People Director, Reward,

Wellbeing and Benefits.

Carol Arrowsmith

Chair of the Remuneration Committee

19 February 2025

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

![]()

![At A Glance panels.svg]()

![]()

![Most competitive icon_Space above.svg]()

![Group priorities Safety icon.svg]()

![]()

![Customer icon_Space above.svg]()

![Group priorities CFG  icon.svg]()

![Group priorities Empowered icon.svg]()

![]()

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  | FY2024 AIP performance |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | The table below sets out details of the relevant measures in the Annual Incentive  Plan and their link to our group priorities, and the resulting outcome. | | | | |  |
|  | Measure |  | Group priorities | Weighting | Outcome |  |
|  | Earnings Per Share |  |  | 37.5% | 100% |  |
|  | BG cost to serve |  | Group priorities Most competitve icon SA.svg |  |  |  |
|  | Customers to ENSEK |  | Group priorities O&CO_Spave above.svg |  |  |  |
|  | BG complaints |  |  |  |  |  |
|  | BG reschedules |  |  |  |  |  |
|  | BG complaints |  |  |  |  |  |
|  | Centrica cost/income |  |  |  |  |  |
|  | CBS order intake |  |  |  |  |  |
|  | Bord Gáis cost to serve |  |  |  |  |  |
|  | Unique customer numbers |  | Group priorities O&CO&CFG_Space above.svg | 37.5% | 60% |  |
|  | Colleague engagement |  |  |  |  |  |
|  | Climate transition plan progress |  | Group priorities S&CFG_Space above.svg |  |  |  |
|  | Adjusted Operating Profit |  | Group prioritiesO&CFG_Space above.svg |  |  |  |
|  | Free Cash Flow |  |  |  |  |  |
|  | Net debt/cash |  |  |  |  |  |
|  | Individual performance |  |  | 25.0% |  |  |
|  | Group Chief Executive |  |  |  | 85% |  |
|  | Group Chief Financial Officer |  |  |  | 85% |  |
|  | Overall outcome (% maximum) |  |  |  |  |  |
|  | Group Chief Executive |  |  |  | 81.25% |  |
|  | Group Chief Financial Officer |  |  |  | 81.25 % |  |

![]()

![]()

![Group priorities icons panel.svg]()

![Operational icon.svg]()

#### Remuneration at a glance

![]()

#### How we’ve supported our stakeholders in 2024

![]()

£140m

Voluntary support package created

2022-23 to help customers and

communities through the energy crisis

700,000

Customers supported through the

British Gas Energy Trust since it was

created 20 years ago

588

Extra colleagues hired across our

customer contact centre

£150,000

Contributions to colleagues

via the Colleague Support

Foundation since launching

254

Professional colleagues joined

our business

10,683

Days volunteering in 2024

4.5p

Full year dividend per share

385.5m

Shares repurchased in 2024

£405m

New hybrid bond launched

Customers

Colleagues

Investors

![]()

Single figure of total remuneration in FY2024

![]()

Group Chief Executive

![]()

Group Chief Financial Officer

![]()

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Salary | Pension and Benefits |  | AIP | LTIP |

![]()

|  |  |
| --- | --- |
|  |  |
| ReadMoreIcon_Blue_No space above.svg | Further details on page 126 |

![1649267443267]()

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |
| 0 | | 2,500 | | 5,000 | | 7,500 | |
|  |  |  |  | £,000 | |  |  |

810

1,426

5,902

8,231

![1649267443749]()

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |
| 0 | | 500 | | 1,000 | | 1,500 | |
|  |  |  |  | £,000 | |  |  |

578

640

1,196

![]()

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
|  | Most Competitive  Provider |  | Customer  Obsessions |
|  |  |  |  |
|  |  |  |  |
|  | Safety, Compliance and  Conduct Foundation |  | Cash Flow Growth |
|  |  |  |  |
|  |  |  |  |
|  | Operational Excellence |  | Empowered  Colleagues |

![]()

Our Group priorities

![]()

|  |  |
| --- | --- |
|  |  |
|  | 2022 RSP outcomes |
|  |  |
|  | The 2022 RSP award will vest in full on 23 June 2025. This  was the first award under a Restricted Share Plan (RSP).  The RSP award was subject to a performance underpin  over the three-year performance period from 1 January  2022 to 31 December 2024. At the time of assessment,  the Committee was satisfied the performance underpin  had been met. The vested shares are subject to a further  two-year holding period. |
|  |  |

845

1,390

1,986

4,332

498

1,372

720

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 125 |
|  |  |  |

![]()

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Executive Director shareholdings % of base salary | | | |  |
|  |  |  |  |  |  |
|  | The chart below sets out the minimum shareholding requirements and the actual shareholdings of the Executive Directors. The  shareholding requirement must be built up over five years and then subsequently maintained. For unvested shares with no performance  conditions, we have assumed shares net of tax in the calculation. | | | |  |
|  |  | Further detail regarding the Executive Directors’ outstanding share awards can be found on page 131. | | |  |
|  | Group Chief Executive | |  | Group Chief Financial Officer |  |

![]()

![1099511631109]()

![]()

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | Vested and owned shares |  |  | Vested and owned shares |
|  | Unvested shares with no performance conditions |  |  | Unvested shares with no performance conditions |

![]()

![1099511631569]()

Goal

Actual

31/12/2024

Actual

31/12/2023

Goal

Actual

31/12/2024

Actual

31/12/2023

300

306

858

![]()

224

![]()

222

200

100

148

1,164

446

248

![]()

![Exec Directors shareholding panel.svg]()

48

82

130

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Market competitive benchmarks | | | | |  |  |  |
|  |  |  |  |  |  |  |  |  |
|  | When we set the remuneration levels, one of the factors we consider is the competitiveness of the salary and target total remuneration  package for the role in the relevant market. For the Group Chief Executive and Group Chief Financial Officer, we benchmark their roles  against companies in the FTSE 100. The table below shows the competitiveness of salary and total remuneration for target performance  versus the median of the FTSE 100. | | | | | | |  |
|  |  |  |  |  |  |  |  |  |
|  | Group Chief Executive | | |  | Group Chief Financial Officer | |  |  |
|  |  |  |  |  |  |  |  |  |
|  |  | Chris  O'Shea | Median FTSE  100 benchmark |  |  | Russell  O'Brien | Median FTSE  100 benchmark |  |
|  | Salary | £855,000 | £968,000 |  | Salary | £590,000 | £627,000 |  |
|  | Target Total Remuneration(1) | £3,078,000 | £3,803,000 |  | Target Total Remuneration(1) | £1,829,000 | £2,028,000 |  |
|  |  |  |  |  |  |  |  |  |
|  | (1) Salary + target annual bonus + target value of long-term incentives + pension but excludes benefits. Excludes share price growth. | | | | | | |  |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 Remuneration | | | | | |  |
|  |  |  |  |  |  |  |  |
|  | The table below sets out a summary of the implementation of the Policy in 2024. | | | | | |  |
|  |  | Further information can be found on page 137. | | |  |  |  |
|  |  |  |  |  |  |  |  |
|  | Base Salary | | Benefits | Pension | Short-term incentive | Long-term incentive |  |
|  | CEO: £855,000 (+4.9%)  CFO: £590,000 (+9.3%)  The average increases for  the wider workforce in the  UK was 6%. | | No change and  remains in line  with the wider  workforce. | 10% of salary in line with the  wider workforce  With effect from 31 December  2023, we have closed the  Centrica Unapproved Pension  Scheme Defined Contribution  Section (CUPS DC) to future  contributions. Chris O'Shea will  no longer be eligible contribute  his 10% of salary pension  contribution to CUPS DC.  Instead, he has elected to  receive 10% of salary as a cash  allowance in lieu of pension. | CEO: 200% of salary at max  100% of salary at target  CFO: 150% of salary at max  75% of salary at target  Measured 75% against financial  and business measures and  with 25% against individual  objectives.  50% of any bonus earned is  deferred into shares that vest  after three years. | Restricted Share Plan  award subject to a  performance underpin.  CEO: 150%of salary  CFO: 125% of salary  Awards vest after three  years and plus a two year  additional holding period. |  |
|  |  |  |  |  |  |  |  |

![]()

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |
| 0% | | 300% | | 600% | | 900% | | 1,200% | | 1,500% | |
| Shareholding as % of salary | | | | | | | | | | | |

![]()

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| 0% | | 50% | | 100% | | 150% | | 200% | | 250% | | 300% | |
| Shareholding as % of salary | | | | | | | | | | | | | |

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

#### Directors’ Annual Remuneration Report

Directors’ Remuneration in 2024

This report sets out information on the remuneration of the Directors for the financial year ended 31 December 2024.

Single figure for total remuneration (audited)

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |
| Executives |  |  |  |  |  |  |  |  |  |
| £000 | Salary/  fees | Bonus  (cash) | Bonus  (deferred)(1) | Benefits(2) | LTIPs(3) | Pension(4) | Total | Total fixed  remuneration | Total variable  remuneration |
| 2024 |  |  |  |  |  |  |  |  |  |
| Chris O’Shea | 845 | 695 | 695 | 16 | 1,986 | 85 | 4,322 | 946 | 3,376 |
| Russell O’Brien(5) | 578 | 360 | 360 | 16 | — | 58 | 1,372 | 652 | 720 |
| Total | 1,423 | 1,055 | 1,055 | 32 | 1,986 | 143 | 5,694 | 1,598 | 4,096 |
| 2023 |  |  |  |  |  |  |  |  |  |
| Chris O’Shea | 810 | 713 | 713 | 16 | 5,902 | 77 | 8,231 | 903 | 7,328 |
| Russell O’Brien(5) | 498 | 320 | 320 | 13 | — | 45 | 1,196 | 556 | 640 |
| Kate Ringrose(6) | 77 | 45 | 45 | 3 | 1,833 | — | 2,003 | 80 | 1,923 |
| Total | 1,385 | 1,078 | 1,078 | 32 | 7,735 | 122 | 11,430 | 1,539 | 9,891 |

(1) In accordance with the Remuneration Policy, 50% of the bonus is deferred into shares and will vest after three years.

(2) Taxable benefits include car allowance, health and medical benefits. Non-taxable benefits include matching shares received under the Share Incentive Plan (SIP). Both taxable and

non-taxable benefits are included in the table.

(3) The estimated value of the LTIP award that was granted in respect of the three-year performance period covering 1 January 2022 to 31 December 2024 performance period is included

in the table above, based on a share price of 123.59 pence (the three month average share price for the period ending 31 December 2024). Of the £1.9m for Chris O’Shea, £706K (or

36% of the value) was due to share price growth. The award will vest in June 2025 and the shares will then be subject to an additional two-year holding period. Further details of the

performance outcomes are set out on page 130. Dividend equivalents of £136K have been included.

(4) For 2023 notional contributions to the Centrica Unapproved Pension Scheme defined contribution section (CUPS DC) for Chris O’Shea and Kate Ringrose have been included in this

table as if CUPS DC was a cash balance scheme. This includes a deduction in respect of an allowance for CPI inflation on the opening balance of 11.1% in 2023. CUPS DC was closed on

31 December 2023 and Chris O’Shea has  received his pension contribution as cash in lieu for all of 2024.

(5) Russell O’Brien was appointed to the Board on 1 March 2023.

(6) Kate Ringrose stepped down from the Board on 28 February 2023.

Single figure for total remuneration (audited)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Non-Executives |  |  |  |  |  |
|  | Salary/fees | |  | Total | |
| £000 | 2024 | 2023 |  | 2024 | 2023 |
| Scott Wheway(1) | 402 | 418 |  | 402 | 418 |
| Carol Arrowsmith | 96 | 96 |  | 96 | 96 |
| Nathan Bostock | 101 | 97 |  | 101 | 97 |
| CP Duggal | 76 | 76 |  | 76 | 76 |
| Heidi Mottram | 96 | 96 |  | 96 | 96 |
| Kevin O’Byrne(2) | 111 | 100 |  | 111 | 100 |
| Amber Rudd | 76 | 76 |  | 76 | 76 |
| Philippe Boisseau(3) | 76 | 25 |  | 76 | 25 |
| Jo Harlow(4) | 77 | 6 |  | 77 | 6 |
| Sue Whalley(5) | 76 | 6 |  | 76 | 6 |
| Total | 1,187 | 996 |  | 1,187 | 996 |

(1) Scott Wheway stepped down from the Board on 16 December 2024.

(2) Kevin O’Byrne was appointed Chair on 16 December 2024.

(3) Philippe Boisseau joined the Board on 1 September 2023.

(4) Jo Harlow joined the Board on 1 December 2023.

(5) Sue Whalley joined the Board on 1 December 2023.

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| Centrica plc Annual Report and Accounts 2024 |  | 127 |
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Base salary/fees

The Committee believes that Chris O’Shea’s remuneration is no longer sufficiently aligned with competitive market rates given the

size and complexity of Centrica today. Chris’ performance and experience over the last four years since his appointment as the

Group Chief Executive warrants positioning his pay between the median and upper quartile of other CEOs in the FTSE 100. It is also

important that the Committee has a competitive remuneration structure in place that is capable of attracting candidates in the

future for what is now a much bigger business with attractive investment opportunities. Succession planning is a key consideration

for the Board, and positioning Chris O’Shea’s salary between the median and the upper quartile opens up a wider market in the UK

and globally to attract candidates of the right calibre in the future. With this in mind, the Committee increased Chris O'Shea’s salary

from £855,000 to £1,100,000 per annum, effective 1 April 2025.

The Committee considered whether the increase should be phased over multiple years. However, considering the CEO’s track

record and experience as well as the current positioning versus the market, the Committee determined that it would be

inappropriate to continue to pay him below market competitive rates and therefore decided to implement a one-off adjustment.

This also reflects the prudent decisions taken over the past four years, which restrained the Committee from applying phased

increases up to this point.

The salary of the Russell O’Brien, Chief Financial Officer, will increase from £590,000 to £640,000 with effect from 1 April 2025.

Russell O’Brien has been Chief Financial Officer for two years. His recruitment terms were set behind the market median to

recognise that he was new to role and to provide headroom for future increases as he developed and performed in his role. His

salary and total remuneration is currently below the median benchmark for similar CFO roles in the FTSE 100. The Committee is

pleased with Russell’s progress and has decided to close the competitive gap in 2025 by bringing his salary in line with the market

median of the FTSE 100.

The Committee is fully aware that the salary increases for Executive Directors in 2025 will exceed the average increases for the

wider workforce in the UK. The salary increase budget in 2025 for the wider workforce in the UK will be 3.5% to 4% and individual

increases can be higher or lower depending on the role. However, the principles we are applying to Executive Directors are

consistent with those we apply to other colleagues in that we typically pay newly promoted colleagues slightly behind the market

and increase their pay based on their performance and development in the role. We have applied this approach to Russell O’Brien

as outlined above. Ordinarily, we would have also applied a similar phased approach to Chris O’Shea over the first few years of his

appointment. However, the Committee believed it was not appropriate to increase Chris’s pay over this period beyond the average

increase for the wider workforce due to the impact of external factors such as the COVID-19 pandemic and cost of living crisis

on our colleagues and customers.

As part of the recruitment process for the Chair of the Board, the Remuneration Committee determined that Kevin O’Byrne’s

fees should be set at £440,000 per annum with effect from his date of appointment. These fees are the same as his predecessor

but below the market median of the FTSE 100 recognising that Kevin is new in role, and we expect to improve the competitiveness

of these fees subject to performance and development in the role.

Non-Executive Director fees were reviewed in 2024 as part of the comprehensive Remuneration Policy review. The Chair of the

Board, the Executive Directors, and the Chief People Officer conducted an annual review of the Non-Executive Director fees

and increased the base fee by 3.9% from £76,000 to £79,000 with effect from 1 January 2025. The review also showed that

some of the Chair fees for certain Committees have fallen behind the market, which reflects the increasing complexity and

time commitment of these roles. Therefore, we have increased the fees for chairing the Safety, Environment and Sustainability

Committee (SESC), and for chairing the Remuneration Committee from £20,000 to £25,000 per annum with effect from

1 January 2025. The new fees of £25,000 also align to the current rate paid to the Chair of the Audit and Risk Committee.

FY2024 Annual Incentive Plan (AIP)

In line with the Remuneration Policy, 75% of the award was based on a mix of financial and business measures based on Centrica’s

priorities for 2024 and 25% was based on individual objectives.

The financial and business performance element for 2024 was split equally between Earnings Per Share (EPS) and the outcome

of a balanced scorecard of financial and operational measures critical to the success of the organisation in 2024.

The EPS measure had defined threshold, target and maximum levels that were set at the start of the financial year as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  | Threshold | Target | Max | Outcome |
| Adjusted EPS | 11.5p | 14.4p | 17.3p | 19.0p |

Centrica achieved strong earnings performance above the maximum, resulting in an outturn of 100% for this part of the AIP.

In addition, the Committee determined a balanced scorecard for the remaining financial and business elements of the AIP. It was

agreed that there would be no formula to translate the scorecard to a bonus outcome and no formal weighting of individual

measures. The Committee monitored performance against the scorecard at regular points during the year. At the end of the year,

the Committee took a holistic assessment of overall performance to determine an outturn. The balanced scorecard of measures,

targets and outcomes are noted below.

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| --- | --- | --- | --- |
|  |  |  |  |
|  | Measure | Target | Outcome |
| Group | Adjusted Operating Profit | £1,294m | £1,552m |
|  | Free Cash Flow | £540m | £989m |
|  | Net (debt)/cash | £2,372m | £2,858m |
| British Gas Energy | Complaints | 10.0% | 10.1% |
| British Gas Services & Solutions | Complaints | 7.9% | 6.6% |
| British Gas Services & Solutions | Reschedules | 4.0% | 4.2% |
| Bord Gáis | Cost to serve | €190 per customer | €192 per customer |
| British Gas Energy | Cost to serve(1) | £121 per customer | £127 per customer |
| Centrica Business Solutions | Order intake | £318m | £231m |
| Centrica Energy | Opex: Gross Margin Ratio | 37.0% | 44.0% |
|  | Customer numbers | 10,316,00 unique customers | 10,183,000 unique customers |
|  | Customers on ENSEK | 95% | 92% |
|  | Colleague engagement | 8.0 | 8.1 |
|  | Progress towards Climate Transition  Plan – see People & Planet Plan for  further details. See page 58.  Goal 4 – helping our customers be net  zero by 2050  Goal 5 – be a net zero business by 2045 | Make good progress against the  interim climate targets including;  Centrica greenhouse gas  emissions  Low carbon and transition assets  Electric vehicles in fleet  Reduction in property emissions  CAPEX allocated to green activities  Hive smart thermostats units sold  SMART meters installed  EV charger points installed  Heat pumps installed | On target for Goal 5 (helping be a  net zero business by 2045) with  Goal 4 slightly behind the glidepath.  See page 62-63 for further details. |

The Group’s financial performance against AOP, Free Cash Flow and Net Cash all significantly exceeded target. Performance

against the majority of the customer and operational measures was at or slightly below target. Colleague engagement exceeded

target and the upper quartile benchmark for our industry. We are on track with Goal 4 to be net zero by 2045 but slightly behind

the long-term glide-path to help customers be net zero by 2050. The Committee is satisfied that the current incentive structure

for senior executives does not drive unintended risks or ESG concerns.

The Committee carefully considered the outcomes against the EPS target and the balanced scorecard measures, determining an

outcome of 100% against the EPS target and 60% against the balanced scorecard. Achievement against the overall financial and

business performance element of the AIP was 160% of target (or 80% of maximum).

Individual Objectives

Each Executive Director had a set of stretching individual objectives which included key non-financial and strategic performance

indicators (KPIs) that were important to the success of the business in 2024. The KPIs were cascaded to business and functional

leaders to ensure a strong line of sight to key priorities throughout the organisation. The Committee assessed that the majority

of individual objectives were met in full and good progress was made against others. Based on an assessment of performance

against Chris O’Shea’s individual objectives, the Committee determined an outcome of 170% of target (or 85% of maximum) was

appropriate. The Committee determined for Russell O’Brien an outcome of 170% of target (or 85% of maximum) under the individual

objectives part of the Annual Incentive Plan.

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| Centrica plc Annual Report and Accounts 2024 |  | 129 |
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The table below summarises the key individual objectives for Executive Directors during the year:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Key objectives | Individual  performance (as %  of maximum) |
| Chris O’Shea | Capability, culture and operational delivery  • Established our New Business and Net Zero team, created our Chief Customer Office, and consolidated our Power  business. The changes to our operating model help support our strategic plans for commercial and customer growth,  investment in infrastructure and net zero, and a step change in our approach to health & safety.  • Continued to drive improvements in service levels across the Retail businesses and we have launched new greener  and fairer products and tariffs such as Hive Solar, PeakSave, Mixergy, Free Charge, and Hive Heat pump add-ons. Such  initiatives support Centrica and our customers with the transition to net zero.  • The total number of customers fell in the year, which was disappointing, but the rate of decline in customer numbers  has slowed. There were significant improvements in customer service in the year, which will help drive growth in  customer numbers and market share in the future.  • Continued to modernise our technology and data in making value-based decisions based on customer lifetime value.  The successful migration of most of our British Gas Energy customers to a new ENSEK platform, with minimal  disruption, will help optimise customer journeys, reduce back-office processes and improve controls.  Balance sheet, financial framework, and cash  • Delivered upper quartile cash returns to shareholders. Our capital discipline demonstrates that we will only in invest in  the right assets at the right returns.  • Key strategic investments that were made include a £70m investment in Highview Power, which is part of a funding  package and strategic partnership to develop the first Liquid Air Energy Storage Plant. We also purchased Ensek,  a leading digital transformation services business in the energy sector, to support the integration of our technologies  and to improve customer journeys.  • The newly established Meter Asset Provider (MAP) business continues to build at scale, with a portfolio of smart  meters under management of around 450,000 by the end of 2024.  Delivering shareholder value through investment opportunities and portfolio shaping  • In Ireland, secured a capacity contract to extend the life of the Whitegate power plant (450MW) until 2034.  Commissioned construction of two (2 x 100MW) gas Peaker plants, which will enter operation in 2025. Secured a  capacity contract for another 340MW gas Peaker plant for delivery in 2029. This helps provide a robust and balanced  asset portfolio across meters, batteries, Peaker, and solar investments in the UK and Ireland  • Executed three long-term LNG deals in 2024, which will substantially mitigate risks in our LNG portfolio in anticipation  of more flexible LNG markets, which will lead to lower market prices and optimisation opportunities. | 85.0% |
| Russell O’Brien | Capability, culture and operational delivery  • Established and integrated a new function (Procurement and Group Business Solutions) to streamline our  operations, drive efficiencies and reduce our cost to serve.  • Appointed a number of key senior leaders to strengthen functional capability and succession planning.  • Reviewed and implemented a new Enterprise Risk Management framework in consultation with the Audit  & Risk Committee.  • Executive sponsor of the Centrica Working Parents Network and increased paternity leave for non-birth  parents from 2 weeks to 8 weeks full pay.  Balance sheet, financial framework, and cash  • Successfully completed refinancing activity – new hybrid bond of £405m launched and successfully bought  back £370m of our 2033 £770m 7% bond. Completed +1-year extension requests on our Tier 1 revolving credit  facilities and +1-year extension on the Tier 2 committed letter of credit facilities.  • Maintain strong liquidity position, and credit rating agencies re-affirming their ratings and keeping thresholds  unchanged.  Delivering shareholder value through investment opportunities and portfolio shaping  • Established robust and disciplined capital allocation framework when assessing pipeline of investments and  M&A activity.  • Extended the Company’s share buyback programme by £200m in July 2024, and a further £300m in  December 2024. These extensions, once completed, will bring our equity repurchased to £1.5bn since  November 2022 (representing approximately 20% of our issued share capital). | 85.0% |

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Overall AIP outcome

Overall, after combining the outturn for financial and business performance with the outturn for individual performance, the total AIP

for Chris O’Shea was 81.25% of maximum, which equated to 162.5% of salary or £1,389,375. The table below summarises the

outcomes under the AIP for all Executive Directors:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Measure | Chris O’Shea | Russell O’Brien |
| EPS | 100% | 100% |
| Balanced scorecard | 60% | 60% |
| Individual objectives | 85% | 85% |
| Total AIP (as % of maximum) | 81.25% | 81.25% |
| Total AIP (£) | £1,389,375 | £719,063 |

No discretion was applied to the formulaic outcome. Half of the AIP earned was paid in cash and half of the AIP was deferred into

shares, vesting in three years.

Long-term incentive awards relating to the performance period 2022-24

A Restricted Share Plan award was granted on 23 June 2022 and will vest in full on 23 June 2025. The vested shares are subject to

an additional two-year holding period and will be released on 23 June 2027. The RSP award was subject to a performance underpin,

which was assessed over the three-year performance period from 1 January 2022 to 31 December 2024.

|  |  |
| --- | --- |
|  |  |
| Outcome (% of maximum) | Brief explanation of Committee’s rationale |
| 100% | The Committee considered the performance of the Group in the context of the underpin over the three year  performance period ending 31 December 2024. The Committee concluded that it was appropriate that the RSP  vests in full and the award will vest in June 2025, subject to a further two year holding period. The Committee  noted that there were no windfall gains and therefore no reduction was applied. No reduction was applied to the  vesting outcome. |

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| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Award Type | Basis of award | Shares awarded | Value at grant | Vesting  date |
| Chris O’Shea | RSP share award | 150% of salary | 1,496,336 | £1,191,563 | June 2025 |

Pension

In 2020, it was agreed that the pension contributions for the new and existing Executive Directors would be 10% of base salary

to align them with the wider UK workforce. In 2024 the pension contribution rate across the UK workforce was 10-14%, depending

on the pension scheme.

Chris O’Shea and Kate Ringrose participated in the Centrica Unapproved Pension Scheme Defined Contribution section (CUPS

DC), until 31 December 2023 when we closed the scheme to future contributions. For the period to 31 December 2023, notional

contributions to the CUPS DC scheme have been included in the single figure for total remuneration table as if it was a cash balance

scheme and therefore notional investment returns for the 2023 have also been included. The notional pension fund balances for

each Executive are disclosed below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| CUPS DC Scheme(1) | Total notional  pension fund as at  31 December 2024  £ | Total notional  pension fund as at  31 December 2023  £ |
| Chris O’Shea(1) | — | 431,775 |
| Kate Ringrose(1) | — | 79,500 |

(1) The retirement age for the CUPS DC scheme is 62.

Following 31 December 2023 when the CUPS DC scheme closed to future contributions Chris O’Shea chose to take his pension

contribution of 10% of salary as cash in lieu of pension. Upon appointment Russell O’Brien similarly received his pension contribution

of 10% of salary as cash in lieu of pension.

|  |  |
| --- | --- |
|  |  |
|  | % of salary |
| Chris O’Shea | 10% cash in lieu of pension |
| Russell O’Brien | 10% cash in lieu of pension |

Taxable benefits

Taxable benefits include car allowance, health and medical benefits. Non-taxable benefits include matching shares received under

the Share Incentive Plan (SIP) on the same terms as all employees. Both taxable and non-taxable benefits are included in the table of

single figure for total remuneration.

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Directors’ interests in shares (number of shares) (audited)

The table below shows the interests in the ordinary shares of the Company for all Directors who served on the Board during 2024

as at year end.

For the Group Chief Executive the minimum shareholding requirement is 300% of base salary and for the Chief Financial Officer the

minimum shareholding requirement is 200% of base salary. The achievement against the requirement is shown below.

Executive Directors have a period of five years from appointment to the Board, or from any material change in the minimum

shareholding requirement, to build up the required shareholding. All Executive Directors are required to hold 100% of any shares

vesting under the Share Plans until the shareholding requirement has been met. A post-cessation shareholding requirement of

100% of the in-employment shareholding requirement (or full actual holding if lower) is applicable for two years post-cessation

of employment. The Committee continues to keep both the shareholding requirement, and achievement against the shareholding

requirement, under review and will take appropriate action should they feel it necessary.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Beneficially  owned(1) | Shares subject to  performance  conditions | Shares vested but  unexercised | Shares subject to  continued service  only(2) | Shares  exercised  in the year | Shareholding  requirement  (% of salary) | Current  shareholding  (% of salary) (3) |
| Executives |  |  |  |  |  |  |  |
| Chris O’Shea(4) | 5,487,926 | — | — | 3,694,827 | — | 300 | 858 |
| Russell O’Brien(4) | 439,428 | — | — | 1,236,629 | — | 200 | 100 |
| Non-Executives |  |  |  |  |  |  |  |
| Carol Arrowsmith | 49,286 | — | — | — | — | — | — |
| Philippe Boisseau | 12,425 | — | — | — | — | — | — |
| Nathan Bostock | 27,000 | — | — | — | — | — | — |
| CP Duggal | 15,000 | — | — | — | — | — | — |
| Jo Harlow | 17,600 | — | — | — | — | — | — |
| Heidi Mottram | 10,000 | — | — | — | — | — | — |
| Kevin O'Byrne | 280,000 | — | — | — | — | — | — |
| Amber Rudd(5) | 61,975 | — | — | — | — | — | — |
| Sue Whalley | — | — | — | — | — | — | — |
| Scott Wheway | 110,187 | — | — | — | — | — | — |

(1) These shares are owned by the Director or a connected person and they are not, save for exceptional circumstances, subject to continued service or the achievement of performance

conditions. They include shares purchased by the Executive Director in March with deferred AIP funds which have mandatory holding periods of three years and which will be subject

to tax at the end of the holding periods.

(2) Shares owned subject to continued service include RSP shares awarded and SIP free and matching shares that have not yet been held for the three-year holding period. The values are

net of tax.

(3) The share price used to calculate the achievement against the guideline was 133.60 pence, the price on 31 December 2024.

(4) During the period 1 January 2024 to 15 February 2025 both Chris O’Shea and Russell O’Brien acquired 263 shares through the SIP.

(5) During the period 1 January 2024 to 15 February 2025 Amber Rudd acquired 1,672 shares through the NED Share Purchase Agreement.

Share awards granted in 2024 (audited)

Set out below are details of share awards granted in 2024 to Executive Directors.

2024 RSP

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Plan | Award Type | Number  of shares(1) | Basis of  award  % of salary | Face value  of award  £ | Vesting  date | Release  date |
| Chris O’Shea | RSP | Conditional  share award | 1,006,750 | 150% | 1,282,500 | March 2027 | March 2029 |
| Russell O’Brien | RSP | Conditional  share award | 578,930 | 125% | 737,500 | March 2027 | March 2029 |

(1) The number of shares awarded under the RSP was calculated by reference to a price of 127.39 pence, being the average of the Company’s share price over the five trading days

immediately preceding the date of grant of 25 March 2024.

The RSP award is subject to an underpin. If the Committee is not satisfied the underpin has been met, the Committee may scale

back the awards (including to zero). In assessing the underpin, the Committee will consider the following:

• a review of overall financial performance over the three-year vesting period;

• whether there have been any sanctions or fines issued by a Regulatory Body (participant responsibility may be allocated

collectively or individually);

• whether a major safety incident has occurred which may or may not have consequences for shareholders;

• whether there has been material damage to the reputation of the Company (participant responsibility may be allocated collectively

or individually);

• whether there has been failure to make appropriate progress against our Climate Transition Plan which sets out our ambition to be

a net zero business by 2045 and help our customers be net zero by 2050;

• return on capital with reference to the cost of capital;

• TSR performance over the vesting period, including with reference to the wider energy sector;

• management of customer numbers over the vesting period; and

• progress against broader ESG commitments.

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2024 deferred AIP

The 2024 AIP award was delivered 50% in cash and 50% in deferred shares, which were awarded on 25 March 2024. The face value

of the award is based on the share price on the date of award, which was 126.86 pence. Deferred shares are not subject to further

performance conditions and vest in three years.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Plan | Award type | Number  of shares | Face value  of award  £000 | Vesting  date |
| Chris O’Shea | AIP | Deferred shares | 562,135 | 713,125 | March 2027 |
| Russell O’Brien | AIP | Deferred shares | 252,406 | 320,203 | March 2027 |

2024 cash flow distribution to stakeholders

The Committee monitors the relationship between the Directors’ total remuneration and cash outflows to other stakeholders.

![]()

![1099511628383]()

![1099511628395]()

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![1099511628849]()

As demonstrated by the chart, the Directors’ aggregate total remuneration for the year equates to 0.21% (2023: 0.0004%) of the

Group’s operating cash flow.

![]()

2024

![]()

2023

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|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| ò | To staff |  | 27% |  | ò | To staff |  | 20% |
| ò | To Directors |  | 0% |  | ò | To Directors |  | 0% |
| ò | To government |  | 34% |  | ò | To government |  | 32% |
| ò | To shareholders |  | 6% |  | ò | To shareholders |  | 4% |
| ò | Investing activities | | 33% |  | ò | Investing activities | | 43% |

Reward Across The Wider Workforce

Centrica comprises over 21,000 diverse colleagues with different roles in different business units across different countries. Our

approach to reward aims to unify us as a team working with a common purpose and values. To achieve this, we have established

some key reward principles across the workforce that balance the needs of our colleagues with the needs of the business and

our customers. The same principles apply to Executive Directors and members of the Centrica Leadership Team:

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| --- | --- |
|  |  |
| For our colleagues, we aim to provide reward that is: | For our business, we aim to provide reward that is: |
|  |  |
| Market competitive | Sustainable |
| Fair and consistent | Agile |
| Simple | Flexible |
| Supports wellbeing | Compliant |

Total reward at Centrica consists of more than just salary. All colleagues receive fixed pay comprising a salary plus a wide range

of pensions and benefits (see table below for more detail). In addition, all colleagues are eligible to earn variable pay subject to

performance (such as annual bonuses, recognition awards and Profit Share). For front line colleagues in the organisation, they can

expect a higher proportion of their total reward to be fixed pay. The variable pay element is often based on individual performance

and is typically paid in cash, quarterly or annually. At senior executive levels, colleagues have a higher proportion of variable pay

linked to the financial and business performance of the Company. This variable pay is often paid in shares that vest over multiple

years. Therefore, our approach to total reward is to vary the fixed pay and variable pay mix depending on the individual’s role,

responsibilities and performance compared to competitive market practice for comparable roles.

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Performance measures applying to Executive Directors and the Centrica Leadership Team are cascaded through the organisation

to ensure a clear line-of-sight and alignment around performance.

The table below summarises some key highlights of wider workforce reward in the UK. Executive Directors and the Centrica

Leadership Team participate in the same benefits and on the same terms as the wider workforce.

|  |  |
| --- | --- |
|  |  |
|  |  |
| Fair pay | Centrica is an accredited member of the Real Living Wage Foundation, and we pay at least  the Real Living Wage in the UK.  We continue to focus on improving the pay of our lowest paid colleagues, through salary  increases and one-off payments. The salary increase budget in 2025 across the wider  workforce in the UK is 3.5% to 4% and individual increases can be higher or lower  depending on the role.  Salary levels for the wider workforce are negotiated with our recognised trade union  partners to ensure fair living standards. Salary levels for management reflect the individual’s  role, experience and performance compared to competitive market rates. |
|  |  |
|  |  |
| Looking after colleagues  and their loved ones | All employees in the UK receive comprehensive health and medical cover and can  purchase additional cover for their dependants. This includes 24 hour access to a GP,  eye care; support for parents with fertility, adoption, and surrogacy; company funded  life assurance; and personal accident insurance. |
|  |  |
|  |  |
| Saving for the future | The Company has various legacy pension arrangements. While our Defined Benefit  Pension is closed to new members it is still open to future accrual for existing members.  Our Defined Contribution Scheme provides a generous employer contribution of 10% of  salary or cash in lieu of pension. Our Lifestyle Savings offer discounts from everyday  shopping to one-off big purchases. |
|  |  |
|  |  |
| Recognising colleague  contribution | In 2024, we recognised colleagues over 231,868 times through our Recognition platform.  This allows anyone in the Company to recognise the performance or values of a colleague  or team, or simply say “thank you”.  We operate a number of performance-related incentives plans across the Group. 5,500  employees participate in an annual bonus plan aligned to the bonus for Executives and  senior management. All of our field engineers and customer facing teams participate in  incentives aligned to their individual performance. |
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|  |  |
| Sharing in our success | All colleagues are eligible to receive an award of free shares via our Profit Share plan  depending on performance over the prior year. All employees in the UK are eligible to  participate in our Share Incentive Plan (SIP), where they can purchase shares in the  Company and receive free matching shares, provided they hold them for at least three  years. Colleagues in the UK and Ireland are also able to participate in Sharesave. Field and  Customer Support colleagues participate in quarterly and annual incentives linked to their  performance. Senior managers are eligible to receive annual bonuses and long-term  restricted share awards aligned to the performance of the business. |
|  |  |
|  |  |
| Being an ambassador for  Centrica products and  services | We provide discounts on colleagues’ energy bills if they are a Centrica customer, as well  as discounts on new boilers, HomeCare cover, Hive products, and our new energy efficient  products for example Electric Car charging points, solar and battery storage and home  insulation. |
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| Making a difference  in the world | Colleagues are given time off to volunteer for local communities and causes they are  passionate about. We also operate a Give As Your Earn scheme, where colleagues can  donate in a tax-efficient way. The Colleague Support Foundation aims to provide additional  support for those experiencing extreme financial difficulties, where existing financial  support mechanicians have been explored and exhausted. |
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Annual percentage change in remuneration of directors and colleagues

The table below shows the percentage changes (on a full-time equivalent basis) in the Executive and Non-Executive Directors’

remuneration over the last three financial years compared to the amounts for full-time colleagues of the Group for each of the

following elements of pay:

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Percentage change from  2019 to 2020 | | |  | Percentage change from  2020 to 2021 | | |  | Percentage change from  2021 to 2022 | | |  | Percentage change from  2022 to 2023 | | |  | Percentage change from  2023 to 2024 | | |
| Executive Directors | Salary/  fees | Benefits | Bonus |  | Salary/  fees | Benefits | Bonus |  | Salary/  fees | Benefits | Bonus |  | Salary/  fees | Benefits | Bonus |  | Salary/  fees | Benefits | Bonus |
| Chris O’Shea(1) | 6.3 | — | — |  | — | -28.0 | — |  | 2.5 | -11.1 | 100 |  | 2.6 | — | 0.3 |  | 4.9 | — | -2.5 |
| Russell O’Brien(2) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | 9.3 | 23.1 | 12.5 |
| Kate Ringrose(11) |  |  |  |  |  |  |  |  | 2.5 | 6.7 | 18.7 |  | -83.3 | -81.2 | -84.4 |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Non-Executive Directors | |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| Scott Wheway(13) | 268.8 | — | — |  | — | — | — |  | — | — | — |  | 2.6 | — | — |  | -4.3 | — | — |
| Carol Arrowsmith | — | — | — |  | — | — | — |  | — | — | — |  | 3.8 | — | — |  | — | — | — |
| Nathan Bostock(3) | — | — | — |  | — | — | — |  | — | — | — |  | 32.9 | — | — |  | — | — | — |
| CP Duggal(4) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Heidi Mottram | — | — | — |  | 27.8 | — | — |  | — | — | — |  | 3.8 | — | — |  | — | — | — |
| Kevin O’Byrne(5) (12) | — | — | — |  | — | — | — |  | — | — | — |  | -20.7 | — | — |  | -15.4 | — | — |
| Amber Rudd(6) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Philippe Boisseau(7) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Jo Harlow(8) (14) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | 1.1 | — | — |
| Sue Whalley(9) | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |  | — | — | — |
| Average per  colleague (excluding  Directors)(10) | — | 1.1 | 236.4 |  | 1.8 | -10.3 | 16.3 |  | 1.9 | — | — |  | 4.4 | — | 42.3 |  | 5.11 | 1.26 | -2.46 |

(1) Chris O’Shea was appointed to the Centrica Board as Group Chief Financial Officer on 1 November 2018 and became interim Group Chief Executive with effect from 17 March 2020.

He was appointed as Group Chief Executive on 14 April 2020. From 17 March until 31 December 2020, he elected to waive £100,000 of his salary.

(2) Russell O’Brien was appointed to the Board on 1 March 2023.

(3) Nathan Bostock was appointed to the Board on 9 May 2022.

(4) CP Duggal was appointed to the Board on 16 December 2022.

(5) Kevin O’Byrne took on the role of Senior Independent Director from 1 June 2022.

(6) Amber Rudd was appointed to the Board on 10 January 2022.

(7) Philippe Boisseau joined the Board on 1 September 2023.

(8) Jo Harlow joined the Board on 1 December 2023.

(9) Sue Whalley joined the Board on 1 December 2023.

(10) The comparator group includes all management and technical or specialist colleagues based in the UK in Level 2 to Level 6 (where Level 1 is the Executive and Non- Executive

Directors). There are insufficient colleagues in the Centrica plc employing entity to provide a meaningful comparison. The colleagues selected have been employed in their role for full

years to give meaningful comparison. This group has been chosen because the colleagues have a remuneration package with a similar structure to the Executive Directors, including

base salary, benefits and annual bonus.

(11) Kate Ringrose stepped down from the Board on 28 February 2023.

(12) Kevin O’Byrne was appointed Chair on 16 December 2024.

(13) Scott Wheway stepped down from the Board on 16 December 2024.

(14) Jo Harlow took on the role of Senior Independent Director from 16 December 2024.

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| Centrica plc Annual Report and Accounts 2024 |  | 135 |
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The chart below shows the ratio of remuneration of the CEO to

the average UK colleague of the Group.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| CEO pay ratio | | 25th  percentile | 50th  percentile | 75th  percentile |
| 2024 | Option B | 129:1 | 78:1 | 71:1 |
| 2023 | Option B | 198:1 | 142:1 | 120:1 |
| 2022 | Option B | 128:1 | 77:1 | 70:1 |
| 2021 | Option B | 29:1 | 24:1 | 15:1 |
| 2020 | Option B | 32:1 | 15:1 | 14:1 |
| 2019 | Option B | 34:1 | 29:1 | 22:1 |
| 2018 | Option B | 72:1 | 59:1 | 44:1 |

For 2020, the CEO total remuneration figure includes the single figure chart combined

earnings of both Iain Conn and Chris O’Shea for the period that they were in the CEO role

during 2020.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 2024 | Salary | Total pay and benefits |
| CEO remuneration | 845,000 | 4,322,000 |
| Colleague 25th percentile | 26,460 | 33,500 |
| Colleague 50th percentile | 41,925 | 55,265 |
| Colleague 75th percentile | 45,356 | 61,121 |

The Company has used its gender pay gap data (Option B in the

Directors’ Reporting Regulations) to determine the colleagues

whose remuneration packages sit at the lower, median and

upper quartile positions across the UK workforce. This is

deemed the most appropriate methodology for Centrica given

the different pension and benefit arrangements across the

diverse UK workforce. To ensure this data accurately reflects

individuals at each quartile position, a sensitivity analysis has

been performed. The approach has been to review the total pay

and benefits for a number of colleagues immediately above and

below the identified employee at each quartile within the gender

pay gap analysis. We have determined our 25th, 50th and 75th

percentile individual using data from our gender pay gap as of

5 April 2024.

The annual remuneration for the three identified colleagues has

been calculated on the same basis as the CEO’s total

remuneration for the same period in the single figure table on

page 126 to produce the ratios.

The ratio of CEO pay compared with the pay for the average

colleague has decreased significantly compared to 2023

because 2023 included the value of the 2021 LTIP award that

vested in 2023 plus exceptional share price growth over the

three-year performance period from 1 January 2021 to 31

December 2023. As a large proportion of CEO remuneration is

delivered through variable pay in shares, the CEO pay ratio will

vary significantly from year to year compared to the pay of an

average employee. In 2024, under the current Remuneration

Policy, long-term incentives are delivered to the CEO through

the Restricted Share Plan (RSP), which has a lower overall

quantum at 50% of the previous level of LTIP awards. The RSP

is less variable than conventional LTIPs, which the Committee

believes is more appropriate given the regulatory environment

within which Centrica operates where some stakeholders such

as customers and regulators expect a narrower range of

acceptable performance outcomes than in many other

companies. RSPs also incentivise executives to invest in the

ongoing long-term success of the business, rather than taking

decisions based on a three-year performance target cycles..

The Company believes the ratios are appropriate given financial

and business performance outcomes in 2024, and the size and

complexity of the business.

Pay for performance

The table below shows the CEO’s total remuneration over the

last 10 years and the achieved annual short-term and long-term

incentive pay awards as a percentage of the plan maximum.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Chief Executive  single figure for  total remuneration  £000 | Annual short-term  incentive payout  against max  opportunity  % | | Long-term incentive  vesting against max  opportunity  % | |
| Chris O’Shea | | | | | |
| 2024 | 4,322 | 81.25 | | 100 | |
| 2023 | 8,231 | 87.5 | | 85 | |
| 2022 | 4,490 | 89.5 | | 76 | |
| 2021 | 875 | 0 | | 0 | |
| 2020 | 765 | 0 | | 0 | |
| Iain Conn | | | | | |
| 2020 | 239 | 0 | | 0 | |
| 2019 | 1,186 | 0 | | 0 | |
| 2018 | 2,335 | 41 | | 18 | |
| 2017 | 1,678 | 0 | | 26 | |
| 2016 | 4,040 | 82 | | 0 | |
| 2015 | 3,025 | 63 | | 0 | |

For 2020 the single figure for total remuneration for both Iain Conn and Chris O’Shea are

shown. The total remuneration figure for Chris O’Shea includes his earnings during 2020

as CFO and CEO.

The performance graph below shows Centrica’s TSR

performance against the performance of the FTSE 100 Index

over the 10-year period to 31 December 2024. The FTSE 100

Index has been chosen as it is an index of similar-sized

companies and Centrica has been a constituent member for the

majority of the period.

Total return indices – Centrica and FTSE 100

![23460]()

Fees received for external appointments of Executive

Directors

Chris O’Shea was appointed as a Non-Executive Director to

the ITT Inc. Board on 14 May 2024. He received a total fee of

$255,000 per annum which is split as $100,000 cash payment

and the remainder as a share award.

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Relative importance of spend on pay

The table below shows the percentage change in total remuneration paid to all colleagues compared to expenditure on dividends

and share buyback for the years ended 31 December 2023 and 2024.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024  £m | 2023  £m | %  Change |
| Share repurchase(1) | 499 | 613 | (19)% |
| Dividends | 219 | 186 | 18% |
| Staff and employee costs(2) | 1,357 | 1,400 | (3)% |

(1) 385,486,775 shares were purchased during 2024 as part of the share buyback arrangement

(2) Staff and employee costs are as per note 5(b) in the notes to the financial statements.

Payments to past Directors (audited)

No payments to past directors in 2024.

Payments for loss of office (audited)

No payments for loss of office were made in 2024.

Advice to the Remuneration Committee

Following a competitive tender process, PwC was appointed as independent external advisor to the Committee in May 2017.

PwC also provided advice to Centrica globally during 2024 in the areas of employment taxes, regulatory risk and compliance issues

and additional consultancy services.

PwC’s fees for advice to the Committee during 2024 amounted to £289,450 which included the preparation for and attendance at

Committee meetings. The fees were charged on a time spent basis in delivering advice that materially assisted the Committee in its

consideration of matters relating to Executive remuneration.

The Committee takes into account the Remuneration Consultants Group’s (RCG) Code of Conduct when dealing with its advisors.

PwC is a member of the RCG, have no connection with the Company or the Directors, and the Committee is satisfied that the

advice it received during the year was objective and independent and that the provision of any other services by PwC in no way

compromises their independence.

Statement of voting

Shareholder voting on the resolutions to approve the Directors’ Remuneration Policy put to the 2022 AGM, and the Directors’

Remuneration Report, put to the 2024 AGM, was as follows:

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| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| Resolution | AGM | Votes  for | Votes for  % | Votes  against | Votes against  % | Votes  withheld |
| Directors’ Remuneration Policy | 2022 | 3,132,342,144 | 83.48% | 619,903,528 | 16.52% | 1,275,033 |
| Directors’ Remuneration Report | 2024 | 3,044,479,915 | 90.08% | 335,135,590 | 9.92% | 1,757,494 |

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| Centrica plc Annual Report and Accounts 2024 |  | 137 |
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Implementation in the next financial year

The table below sets out details of how we implemented our remuneration policy in 2024, and how we intend to implement the

policy in 2025.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Remuneration  element | Implementation in 2024 |  | Implementation in 2025 |
| Base salary | With effect from 1 April 2024, salaries for Executive Directors were:  • Group Chief Executive (CEO): £855,000  • Group Chief Financial Officer (CFO): £590,000 |  | With effect from 1 April 2025,  salaries for Executive Directors are:  • CEO: £1,100,000 (+28.7%)  • CFO: £640,000 (+8.5%)  The salary increase budget in 2025  across with wider workforce in the  UK is 3.5% to 4% and individual  increase can be  higher or lower  depending on the role. |
| Annual  Incentive  Plan (AIP) | Maximum opportunity:  • CEO: 200% of salary (100% of salary at target)  • CFO: 150% of salary (75% of salary at target)  The performance measures and their weighting as a percentage of maximum opportunity were:  • EPS: 37.5%  • Balanced Scorecard: 37.5%  • Individual objectives: 25%  EPS payout ranges were as follows (as a percentage of maximum opportunity):  • Threshold performance: 25%  • On-target performance: 50%  • Maximum performance: 100% | | Maximum opportunity:  • CEO: No change  • CFO: 175% of salary (87.5% of  salary at target) |
| Restricted  Share  Plan (RSP) | RSP awards were granted at the following levels:  • Group Chief Executive: 150% of salary  • Group Chief Financial Officer: 125% of salary  RSP awards have no performance conditions but are subject to a performance underpin. In assessing the  underpin, the Committee will consider the Company’s overall performance, including financial and non-financial  performance over the vesting period as well as any material risk or regulatory failures identified.  The Committee  may scale back the awards (including to zero) if it is not satisfied the underpin has been met. | | No change |
| Pensions | The maximum benefit for Executives is 10% of base salary earned during the financial year. This compares with  the average pension benefit across the wider UK workforce, currently 10-14% of salary. | | No change |
| Benefits | Benefits to be provided in line with the Policy. |  | No change |
| All-employee  share plan | Executives were entitled to participate in all-employee share plans on the same terms as all other eligible  employees. | | No change |
| Shareholding  requirements | CEO: 300% of salary  CFO: 200% of salary  Post-employment, Executive Directors will continue to be expected to retain the lower of the shares held  at cessation of employment and shares to the value of 300% of base salary for the CEO and 200% of base  salary for the CFO for a period of two years. | | CEO: 400% of salary  CFO: No change |
| NED fees |  | With effect  from 1 January  2024 | With effect from  1 January 2025 |
|  | Chair of the Board | £440,00 | No change |
|  | Basic fee for Non-Executives | £76,000 | £79,000 (+3.9%) |
|  | Additional fees |  |  |
|  | Chair of Audit and Risk Committee | £25,000 | No change |
|  | Chair of Remuneration Committee | £20,000 | £25,000 (+25%) |
|  | Chair of Safety, Environment and Sustainability Committee | £20,000 | £25,000 (+25%) |
|  | Senior Independent Director | £20,000 | No change |
|  | Employee Champion | £20,000 | No change |
|  |  |  |  |

The Remuneration Report has been approved by the Board of Directors and signed on its behalf by:

Raj Roy, Group General Counsel & Company Secretary

19 February 2025

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![Rem Policy panel.svg]()

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| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |
|  | Summary of Policy design | | |  |  |  |
|  | Fixed remuneration |  | Annual Incentive Plan (AIP) |  | Restricted Share Plan (RSP) |  |
|  |  |  |  |  |  |  |
|  |  |  | Mix of financial, business  and strategic measures |  | Performance Underpin |  |
|  |  |  |  |  |  |  |
|  |  |  | 50% of award deferred  into shares for three years |  | Three-year performance  period followed by two-year  holding period |  |
|  |  |  |  |  |  |  |
|  |  |  | Malus and clawback | | |  |
|  |  |  |  |  |  |  |

Pension

Based pay

Benefits

Directors’ Remuneration Policy

The Remuneration Policy was last approved by shareholders at the AGM on 7 June 2022.

This section contains the proposed summary of Centrica’s Directors’ Remuneration Policy (Policy) that will govern and guide

the Group’s future remuneration payments. The Policy described in this section is intended to apply for three years subject

to shareholder approval at Centrica’s 2025 Annual General Meeting (AGM).The full version can be found on our website

at centrica.com.

The Policy operated as intended in 2024.

Objectives of The Policy

The Policy aims to deliver remuneration arrangements that:

• Attract and retain high-calibre Executives in a challenging and competitive global business environment;

• Place strong emphasis on both short-term and long-term performance;

• Are strongly aligned to the achievement of strategic objectives and the delivery of sustainable long-term shareholder value

through returns and growth; and

• Seek to avoid creating excessive risks in the achievement of performance targets.

Key changes to the Policy

In reviewing the Policy, the Committee consulted extensively with shareholders and aimed to devise a remuneration structure that

would support our strategic direction, enable us to engage our leadership team in the continuing transformation of Centrica and

support our requirement for a team capable of making those changes, whilst addressing the challenges our company and industry

face going forward.

Further details on the rationale for the proposed changes are described in the Committee Chair’s letter on pages 116 to 123. Details

on how the Policy will be implemented in the coming financial year are provided on pages 139 to 141.

The main change to the Policy is an increase to the maximum RSP from 150% to 200% of salary. In addition the Committee will

increase the shareholding requirement of the CEO to 400% of salary (current policy is 300% of salary) to further increase alignment

between our Executive Directors and shareholders.

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| Centrica plc Annual Report and Accounts 2024 |  | 139 |
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How the Policy links to our strategy

Our strategy is driven by our Purpose “energising a greener, fairer future”, and our enduring values at Centrica underpin our culture.

Further information on our Purpose and values is set out on page 11. We need to engage our Centrica Leadership Team to fulfil our

Purpose and to ensure Centrica is focused on delivery and positioned for growth.

The AIP focuses the Executives on the delivery of our near-term objectives, with at least 75% of the award based on a mix of

financial and business measures based on Centrica’s priorities for the forthcoming year and up to 25% based on individual strategic

and personal objectives for the year. All targets align with the Group Annual Plan.

At the time of the last Remuneration Policy review, the Remuneration Committee identified the RSP as the appropriate long term

incentive vehicle for our Executive Directors as it reduces the upper limit of payment and is aligned with our goal to simplify all

aspects of our business. Potential payouts from restricted shares are far less variable than conventional long-term incentives.

The RSP has a three-year performance period and is subject to a performance underpin where the Committee will consider the

Company’s overall financial and non-financial performance over the period.

As we continue to grow shareholder value, the RSP will ensure a large proportion of our Executives’ pay is based on direct and

uninhibited share price movement.

We operate an RSP for leaders below the most senior management and this approach therefore creates alignment between

our Executives and our senior colleagues.

Remuneration Policy table for Executive Directors

The following table summarises each element of the Remuneration Policy for the Executive Directors, explaining how each element

operates and the link to the corporate strategy.

|  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Purpose and  link to strategy |  |  | Operation and  clawback |  |  | Maximum  opportunity |  |  | Performance  measures |  |  | Changes |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Base salary |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Reflects the scope  and responsibility of  the role and the skills  and experience of the  individual.  Salaries are set at a  level sufficient for the  Group to compete for  international talent and  to attract and retain  Executives of the  calibre required to  develop and deliver  our strategy. |  |  | Base salaries are reviewed  annually taking into account  individual and business  performance, market conditions  and pay in the Group as a whole.  When determining base salary  levels, the Committee will  consider factors including:  • Remuneration practices within  the Group;  • Change in scope, role and  responsibilities;  • The performance of the  Executive Director and the  Group;  • Experience of the Executive  Director;  • The economic environment; and  • When the Committee  determines a benchmarking  exercise is appropriate, salaries  within the ranges paid by the  companies which the  Committee believe are  appropriate comparators for the  Group. |  |  | Base salary increases in  percentage terms will  usually be within the range  of increases awarded to  other employees of the  Group.  Increases may be made  above this level to take  account of individual  circumstances such as a  change in responsibility,  progression/development  in the role or a significant  increase in the scale or size  of the role. |  |  | Not applicable. |  |  | No change to Policy. |

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|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Purpose and  link to strategy |  |  | Operation and  clawback |  |  | Maximum  opportunity |  |  | Performance  measures |  |  | Changes |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Annual Incentive Plan (AIP) | | | | | | | | | |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Designed to  incentivise and reward  the performance of  individuals and teams  in the delivery of short-  term financial and non-  financial metrics.  Performance  measures are linked to  the delivery of the  Group’s long-term  financial goals and key  Group priorities. |  |  | In line with the Group’s annual  performance management  process, each Executive has an  agreed set of stretching individual  objectives for each financial year.  Following the end of the financial  year, to the extent that  performance criteria have been  met, up to half of the AIP award is  paid in cash.  To further align the interests of  Executives with the long-term  interests of shareholders, the  remainder is paid in deferred  shares which are held for three  years. No further performance  conditions will apply to the  deferred element of the  AIP award.  Dividend equivalents may be paid  as additional shares or cash.  Malus and clawback apply to the  cash and share awards. |  |  | Maximum of 200% of base  salary per annum for  Executive Directors.  For threshold performance,  up to 25% of the maximum  opportunity will pay out. For  on-target performance,  50% of the maximum  opportunity will pay out. |  |  | At least 75% based on a  mix of financial  performance and  business measures  aligned to Centrica’s  priorities for the  forthcoming financial  year and up to 25%  based on individual  objectives aligned to the  Group’s priorities and  strategy.  Performance is assessed  over one financial year. |  |  | No change to Policy. |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Restricted Share Plan (RSP) | | | | | | | | | | | | |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Designed to reward  and incentivise the  delivery of long-term  performance and  shareholder value  creation. |  |  | RSP awards granted to Executive  Directors will normally vest after  three years. subject to a two-year  post-vesting holding period during  which the Executive Directors may  not normally sell their vested shares  except as is necessary to pay tax  and social security contributions  arising in respect of their RSP  awards.  Dividend equivalents are accrued  during the vesting period and  calculated on vesting on any RSP  share awards. Dividend equivalents  are paid as additional shares or as  cash.  Malus and clawback apply to the  awards. |  |  | Maximum of 150% of base  salary per annum for  Executive Directors. |  |  | The RSP will be subject to  a  underpin. In assessing  the underpin, the  Committee will consider  the Company’s overall  performance, including  financial and non-financial  performance over the  vesting period as well as  any material risk or  regulatory failures  identified.  The Committee may  scale back the awards  (including to zero) if it is  not satisfied the underpin  has been met. |  |  | The maximum is  increased to 200% of  salary for Executive  Directors. |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Pensions | | | | | | | | | | | | |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Positioned to provide a  market competitive  post-retirement  benefit, in a way that  manages the overall  cost to the Company. |  |  | Executives are entitled to  participate in a Company defined  contribution pension  arrangement or to take a fixed  salary supplement (calculated  as a percentage of base salary,  which is excluded from any AIP  calculation) in lieu of pension  entitlement.  The Group’s policy is not to offer  defined benefit arrangements to  new employees at any level,  unless this is specifically required  by applicable legislation or an  existing contractual agreement. |  |  | The maximum benefit is  10% of base salary per  annum for Executive  Directors. This compares  with the average pension  benefit across the wider UK  workforce, currently  10-14% of salary. |  |  | Not applicable. |  |  | No changes in Policy. |

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| Centrica plc Annual Report and Accounts 2024 |  | 141 |
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|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Purpose and  link to strategy |  |  | Operation and  clawback |  |  | Maximum  opportunity |  |  | Performance  measures |  |  | Changes |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Benefits | | | | | | | | | |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Positioned to support  health and wellbeing  and to provide a  competitive package  of benefits that is  aligned with market  practice. |  |  | The Group offers Executives  a range of benefits including  (but not limited to):  • A company-provided car and  fuel, or a cash allowance in lieu;  • Life assurance and personal  accident insurance;  • Health and medical insurance  for the Executive and their  dependants; and  • Health screening and wellbeing  services. |  |  | Cash allowance in lieu of  company car – currently  £15,120 per annum for  Executive Directors.  The benefit in kind value  of other benefits will not  exceed 5% of base salary. |  |  | Not applicable. |  |  | No changes to Policy. |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| All-employee share plans | | | | | | | | | |  |  |  |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Provides an  opportunity for  employees to  voluntarily invest in the  Company. |  |  | Executives are entitled to  participate in all-employee share  plans on the same terms as all  other eligible employees. |  |  | Maximum contribution  limits are set by legislation  or by the rules of each plan.  Levels of participation  apply equally to all  participants. |  |  | Not applicable. |  |  | No changes to Policy. |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Shareholding requirements | | | | | | | | | | | | |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| To align the interests  of Executive Directors  with shareholders over  a long-term period  including after  departure from the  Group. |  |  | In-employment requirement  During employment, the Group  Chief Executive and Group Chief  Financial Officer are required to  build and maintain a minimum  shareholding of 300% and 200%  of their base salary respectively.  Executives must also hold 100%  of vested incentive shares (net of  tax) until the shareholding  requirement is met.  Post-employment  requirement  Executive Directors are required  to hold shares after cessation of  employment to the full value of the  shareholding requirement (or the  existing shareholding if lower at the  time) for a period of two years.  Shares purchased by Executives  with their own monies are excluded  from the post-employment  requirement. |  |  | In-employment  requirement  The current shareholding  requirement is maintained  at 300% of base salary for  the Group Chief Executive  and 200% of base salary for  the Group Chief Financial  Officer.  Post-employment  requirement  Executive Directors will be  expected to retain the  lower of the shares held at  cessation of employment  and shares to the value of  300% of base salary for the  Group Chief Executive and  200% of base salary for the  Group Chief Financial  Officer for a period of  two years.  Only shares earned from  vested incentives will be  included within the post-  employment shareholding  requirement. |  |  | Not applicable. |  |  | Increase shareholding  requirement to 400% of  base salary for the  Group Chief Executive.  Update to the Operation  and clawback wording  to include the following.  In determining an  Executive Director’s  shareholding, unvested  AIP deferred shares, RSP  shares, and any other  share awards that are  not subject to  performance targets  will be included in the  calculation on a net of  tax basis. |

Notes to the Remuneration Policy Table

The Committee reserves the right to make any remuneration payments and payments for loss of office, notwithstanding that they

are not in line with the Policy set out above, where the terms of the payment were agreed before the Policy came into effect, at a

time when the relevant individual was not an Executive Director of the Company and, in the opinion of the Committee, the payment

was not in consideration for the individual becoming a Director of the Company. For these purposes payments include the amounts

paid in order to satisfy awards of variable remuneration and, in relation to an award over shares, the terms of the payment are agreed

at the time the award is granted. The Committee may make minor amendments to the Policy (for regulatory, exchange control, tax

or administrative purposes or to take account of a change in legislation) without obtaining shareholder approval for that amendment.

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Statement of consideration of shareholder views

In developing the Policy set out above, the Committee carried out an extensive shareholder consultation exercise, engaging directly

with over 30 of our largest institutional shareholders representing approximately 50% of our share register and with the shareholder

proxy voting agencies. We received direct feedback from a third of our shareholders and after several rounds of consultation, we

carefully considered the feedback received and proposals were refined in response.

Further details on our consultation with shareholders is described in the Chair’s letter on pages 116 to 123.

Performance measures

We continue to be committed to full transparency and disclosure. We will disclose incentive targets as soon as any commercial

sensitivity falls away. Usually in the reporting year following the end of the performance period.

AIP

Performance for the AIP will be measured against financial and non-financial metrics with targets for each measure set by the

Committee each year. The Policy provides the Committee with the flexibility to choose measures each year that are strongly linked

to the specific strategic and financial measures in any given year.

For financial measures, the targets are set with reference to the group annual plan, external forecasts and other circumstances as

appropriate to ensure that targets are suitably stretching and motivational to executives.

Non-financial targets are set each year with reference to the key strategic objectives of the Company that will drive the long term

success of the business.

RSP

The RSP is subject to a performance underpin assessed by the Committee.

In assessing the underpin, the Committee will consider the Company’s overall performance, including financial and non-financial

performance over the vesting period as well as any material risk or regulatory failures identified. The Company may scale back the

awards (including to zero) if it is not satisfied the underpin has been met.

Malus and clawback

In line with UK corporate governance best practice, the Committee can apply malus (that is reduce the number of shares in respect

of which an award vests) or delay the vesting of awards. In addition, where an award has vested, the resulting shares will generally

be held for a period during which they may be subject to clawback. The following provisions apply:

• AIP – cash awards: malus will apply up to the payment of the cash AIP award and clawback will apply for a period of 3 years after

the cash AIP payment.

• AIP – deferred shares: clawback will apply during the period of three years following the payment of the cash AIP award the

deferred share relates to.

• Historic LTIP awards: malus will apply during the vesting period and up to the date of vesting and clawback will apply for a period

of two years post-vesting.

• RSP awards: malus will apply during the vesting period and up to the date of vesting and clawback will apply for a period of two

years post-vesting.

Legacy awards are governed by the malus and clawback provisions within the respective policy and plan rules. For awards granted

under the proposed policy malus and clawback provisions may be applied in the following circumstances:

• Material financial misstatement;

• Where an award was granted, or performance was assessed, based on an error or inaccurate or misleading information;

• Action or conduct of a participant amounts to fraud or gross misconduct;

• Events or the behaviour of a participant have led to censure of the Company or Group by a regulatory authority or cause significant

detrimental reputational damage;

• Material failure of risk management; or

• Corporate failure.

During the year, the Remuneration Committee has not needed to apply clawback or malus to any payments to Executive Directors

or other members of the Centrica Leadership Team.

Pension arrangements applying to Executives

All registered scheme benefits are subject to HMRC guidelines and the Lifetime Allowance.

The Centrica Unapproved Pension Scheme (CUPS) defined contribution (DC) section provides benefits for individuals not eligible

to join the CUPS defined benefit (DB) section and for whom registered scheme benefits are expected to exceed the Lifetime

Allowance. The CUPS DC section is offered as a direct alternative to a cash salary supplement.

CUPS is unfunded but the benefits are secured by a charge over certain Centrica assets. An appropriate provision in respect of the

accrued value of these benefits has been made in the Company’s balance sheet. CUPS was closed to future contributions from

31 December 2023.

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| Centrica plc Annual Report and Accounts 2024 |  | 143 |
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Discretion and judgement

It is important that the Committee maintains the flexibility to apply discretion and judgement to achieve fair outcomes as no

remuneration policy and framework, however carefully designed and implemented, can pre-empt every possible scenario.

The Committee needs to be able to exercise appropriate discretion to determine whether mechanistic or formulaic outcomes

are fair, in context and can be applied in an upward or downward manner when required.

Judgement is applied appropriately by the Committee, for example when considering the political and social pressures on the

business, the impact of significant movements in external factors such as commodity prices, in setting and evaluating delivery

against individual and non-financial performance targets to ensure they are considered sufficiently stretching and that the maximum

and minimum levels are appropriate and fair.

The Committee has absolute discretion to decide who receives awards, the level of the awards under the incentive plans and the

timing, within the parameters set in the rules and the limits in the Policy table.

Recruitment policy

The Committee will apply the same Remuneration Policy during the policy period as that which applies to existing Executives when

considering the recruitment of a new Executive in respect of all elements of remuneration as set out in the Remuneration Policy

table.

Whilst the maximum level of remuneration which may be granted would be within plan rules and ordinarily subject to the maximum

opportunity set out in the Remuneration Policy table, in certain circumstances, an arrangement may be established specifically to

facilitate recruitment of a particular individual up to 25% above the maximum opportunity, albeit that any such arrangement would

be made within the context of minimising the cost to the Company.

The policy for the recruitment of Executives during the policy period also includes the opportunity to provide a level of

compensation for forfeiture of AIP entitlements and/or unvested long-term incentive awards (at an expected value no greater than

what is forfeit) from an existing employer, if any, and the additional provision of benefits in kind, pensions and other allowances, as

may be required in order to achieve a successful recruitment. The Company has a clear preference to use shares wherever possible

and will apply timescales at least as long as previous awards.

Details of the relocation and expatriate assistance that may be available as part of the recruitment process can be found in the

table below.

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| --- | --- |
|  |  |
|  |  |
| Relocation and expatriate assistance | |
|  |  |
| Purpose and link to strategy | Enables the Group to recruit or promote the appropriate individual into a  role, to retain key skills and to provide career opportunities. |
| Operation and clawback | Assistance may include (but is not limited to) removal and other  relocation costs, housing or temporary accommodation, education,  home leave, repatriation and tax equalisation. |
| Maximum opportunity | Maximum of 100% of base salary. |
| Performance measures | Not applicable. |
| Changes | No changes. |

Service contracts

Service contracts provide that either the Executive or the Company may terminate the employment by giving one year’s written

notice. The Committee retains a level of flexibility, as permitted by the UK Corporate Governance Code 2018, in order to attract

and retain suitable candidates. It reserves the right to offer contracts which contain an initial notice period in excess of one year,

provided that at the end of the first such period the notice period reduces to one year. All Executive and Non-Executive Directors

are required to be re-elected at each AGM. Service contracts are available for inspection at the Company’s registered office.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Executive Director | Date of appointment to role | Date of current contract | Notice from the Group | Notice from the individual |
| Chris O’Shea | 1 November 2018 | 10 December 2020 | 12 months | 12 months |
| Russell O’Brien | 30 January 2023 | 30 January 2023 | 12 months | 12 months |

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![]()

£’000s

![]()

![1099511628376]()

![]()

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|  |
|  |
|  |

![]()

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| l | Fixed remuneration | l | Short-term incentive | l | Long-term incentive | l | Share price growth |

CEO – Chris O'Shea

CFO – Russell O'Brien

100%

31%

24%

21%

100%

35%

27%

24%

28%

43%

37%

42%

33%

28%

14%

27%

38%

42%

30%

37%

26%

![]()

13%

£1,225

£3,975

£5,075

£719

£2,079

£2,639

£3,039

£5,900

Total remuneration by performance scenario

The charts below provide an illustration of what could be earned by each Executive Director in 2025 under the new Remuneration

Policy.  These charts are illustrative as the actual value will depend on business performance and share price performance. The

maximum performance also includes an additional bar which shows the impact of a 50% share price growth on the long-term

Restricted Share Plan outcome over the relevant performance period to show how the package value is aligned to shareholders.

Assumptions made for each scenario are:

• Minimum – Fixed Remuneration only comprising base salary plus pension plus benefits.

• Target – Fixed Remuneration plus Target Annual Incentive Plan plus the value of long-term Restricted Share Plan assuming 100%

of the award vests (but excludes share price growth).

• Maximum – Fixed Remuneration plus maximum Annual Incentive Plan plus the value of long-term Restricted Share Plan assuming

100% of the award vests (but excludes share price growth); and

• Maximum + 50% share price growth – Fixed remuneration plus maximum Annual Incentive Plan plus the value of long-term

Restricted Share Plan assuming 100% of the award vests (and includes 50% share price growth).

Termination policy

The Committee carefully considers compensation commitments in the event of an Executive Director’s termination. The aim

is to avoid rewarding poor performance and to reduce compensation to reflect the departing Executive’s obligations and to

mitigate losses.

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| Centrica plc Annual Report and Accounts 2024 |  | 145 |
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| Remuneration element | Scenario | Payment |
|  |  |  |
| Base salary, pension  and other benefits | Dismissal with cause | No further payments made except those that an individual may be contractually entitled to. |
|  | All other scenarios | Either continue to provide base salary, pension and other benefits for any unworked  period of notice or, at the option of the Company, to make a payment in lieu of notice  comprising base salary only.  Typically any payment in lieu of notice will be made in monthly instalments and reduce,  or cease completely, in the event. |
| AIP | Dismissal with cause | AIP award and any deferred awards will be forfeit. |
|  | Resignation | Executives leaving as a result of resignation will forfeit any potential AIP award for the  performance year in which the resignation occurs. |
|  | Change of control | The AIP award will be prorated for time (based on the proportion of the AIP period  elapsed at the date of change of control).  The Committee has discretion to determine that the AIP does not pay out on change of  control and will continue under the terms of the acquiring entity.  The Committee has discretion to dis-apply prorating in exceptional circumstances.  Deferred awards may vest immediately or be exchanged for new equivalent awards in the  acquirer where appropriate. |
|  | Exceptions\* | An AIP award for the year in which the termination occurs may be made following the  normal year-end assessment process, subject to achievement of the agreed  performance measures and time apportioned for the period worked.  Any award would normally be payable at the normal time with a 50% deferral vesting in  line with the normal time-frame.  The Committee has discretion to accelerate the vesting of deferred awards. |
| LTIP and RSP | Dismissal with cause or  resignation | All unvested awards will lapse. |
|  | Change of control | Existing awards will be exchanged on similar terms or vest to the extent that the  performance conditions have been met at the date of the event and be time-apportioned  to the date of the event or the vesting date, subject to the overriding discretion of  the Committee. |
|  | Exceptions\* | Any outstanding awards will normally be prorated for time based on the proportion of the  performance and/or vesting period elapsed.  Performance will be measured at the end of the performance period.  On death in service, awards may vest earlier than the normal date.  The Committee has the discretion to dis-apply prorating or accelerate testing  of performance conditions in exceptional circumstances. |

\* “Exceptions” are defined by the plan rules and include those leaving due to the following reasons: ill health, disability, redundancy, retirement (with agreement from the Company),

death, or any other reason that the Committee determines appropriate.

Following termination, awards continue to be subject to malus and clawback provisions in line with those set out in the rules and

the Policy.

Pay fairness across the Group

The Group operates in a number of different environments and has many employees who carry out a range of diverse roles across

a number of countries. In consideration of pay fairness across the Group, the Committee believes that ratios related to market

competitive pay for each role profile in each distinct geography are the most helpful.

The ratios of salary to the relevant market median are compared for all permanent employees across the Group and are updated

using salary survey benchmarking data on an annual basis.

Unlike the significant majority of the workforce who receive largely fixed remuneration, mainly in the form of salary, the most

significant component of Executive compensation is variable and dependent on performance. As such, the Committee reviews

total compensation for Executives against benchmarks rather than salary alone.

A number of performance-related incentive schemes are operated across the Group which differ in terms of structure and metrics

from those applying to Executives.

The Group also offers a number of all-employee share schemes in the UK, Ireland, Europe and North America and Executives

participate on the same basis as other eligible employees.

Performance measures applying to Executives are cascaded down through the organisation and Group employment conditions

include high standards of health and safety and employee wellbeing initiatives.

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External appointments of Executives

It is the Company’s policy to allow each Executive to accept one non-executive directorship of another company, although the

Board retains the discretion to vary this policy. Fees received in respect of external appointments are retained by the individual

Executive and are set out in the Directors’ Annual Remuneration Report each year.

Consideration of the UK Corporate Governance Code

As part of its review of the Policy, the Committee has considered the factors set out in provision 40 and provision 41 of the UK

Corporate Governance Code (the ‘Code’). In the Committee’s view, the proposed Policy addresses those factors as set out below:

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| Principles of the Code | How the Policy aligns |
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| Clarity  Remuneration arrangements should be transparent and promote effective  engagement with shareholders and the workforce | The Policy is simple and designed to support long-term, sustainable performance.  Shareholders were extensively consulted on the design of the Policy, and the key  rationale for the changes that were made. The Policy received shareholder approval  at the AGM in June 2022. The Committee proactively seeks engagement with  shareholders on remuneration matters on an ongoing basis.  During the year, consultation took place with recognised trade unions on pay  across the wider workforce. It is important that colleagues are able to share views  with the Board on executive pay, wider workforce terms and conditions and other  people-related policies. Colleague engagement on executive remuneration is  facilitated through the Shadow Board, comprising colleagues across the business  and in different locations (read more about the Shadow Board on page 55 and  page 98). During 2024, we met with the Shadow Board to discuss executive  remuneration and support their understanding of how executive remuneration  practices operates. The Shadow Board asked some good questions to aid their  understanding and they provided feedback around some employee reward topics.  We’ve agreed to regular sessions in 2025 to discuss on an ongoing basis how  executive reward is managed and providing feedback from those sessions to the  Committee. |
|  |  |
| Simplicity  Remuneration structures should avoid complexity and their rationale and operation  should be easy to understand | The latest Policy results in a clear simplification of remuneration arrangements  through the replacement of a performance share plan, with a simpler restricted  share plan.  We further operate an annual incentive (the AIP) with a straightforward deferral  structure to allow it to be easily understood.  The performance conditions for variable elements are clearly communicated to,  and understood by, participants and aligned with the Group strategy. |
|  |  |
| Risk  Remuneration arrangements should ensure reputational and other risks from  excessive rewards, and behavioural risks that can arise from target-based incentive  plans, are identified and mitigated | The majority of the Executive Directors’ total remuneration is weighted towards  variable pay (and provided in shares).  The changes result in a reduced risk of excessive reward, through lower quantum for  the Executive team alongside an increased discouragement of excessive risk-taking  behaviour through the use of a post-employment shareholding requirement.  The Committee also retains discretion to override formulaic outcomes for incentive  plans. Malus and clawback provisions mitigate behavioural risks by enabling  payments to be reduced or reclaimed in specific circumstances. |
|  |  |
| Predictability  The range of possible values of rewards to individual Directors and any other limits or  discretions should be identified and explained at the time of approving the Policy | The Policy sets out the maximum potential value for each element of remuneration  subject to the achievement of performance conditions.  The potential total remuneration outcomes are easily quantifiable and are set out in  the illustrations provided in the Policy.  As highlighted in Risk, the Committee has discretion to override formulaic outcomes  if they were deemed to be inappropriate. |
|  |  |
| Proportionality  The link between individual awards, the delivery of strategy and the long-term  performance of the Group should be clear. Outcomes should not reward poor  performance | Remuneration is appropriately balanced between fixed and variable pay.  Short-term performance targets are linked to the Group’s strategy and the use of  deferral in the AIP ensures a link to long-term performance through this element.  The introduction of an RSP ensures a strong link to long-term performance as  Executive reward is directly linked to the share price of the Company. |
|  |  |
| Alignment to culture  Incentive schemes should drive behaviours consistent with the Group’s Purpose,  values and strategy | The short-term incentive plans are measured against performance measures which  underpin the Group’s culture and strategy.  The incentive structure is cascaded through the top six levels of the organisation  ensuring that it drives the same behaviours across the Group. |

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| Centrica plc Annual Report and Accounts 2024 |  | 147 |
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Non-Executive Directors’ remuneration

Centrica’s policy on Non-Executive Directors’ (‘Non-Executives’) fees takes into account the need to attract the high-calibre

individuals required to support the delivery of our strategy.

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| Purpose and  link to strategy |  |  | Operation and  clawback |  |  | Maximum  opportunity |  |  | Performance  measures |
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| Chair and Non-Executive Director Fees | | | | | | | | | |
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| Sufficient level to secure  the services of  individuals possessing  the skills, knowledge and  experience to support  and oversee the  Executive Directors in  their execution of the  Board’s approved  strategies and  operational plans.  Fees reflect market  practice as well as the  responsibilities and time  commitment required by  our Non-Executives. |  |  | The fee levels for the Chair are reviewed  by the Remuneration Committee.  The fee levels of the Non-Executives are  reviewed by the Chair of the Board,  Executive Directors and the Chief People  Officer.  Non-Executives are paid a base fee for  their services. Where individuals serve as  Chair of a Committee of the Board,  additional fees are payable. The Senior  Independent Director also receives an  additional fee.  The Company reserves the right to pay  a Committee membership fee in addition  to the base fees. |  |  | The maximum level of fees payable to  Non-Executives, in aggregate, is set out  in the Articles of Association. |  |  | Not applicable. |

Recruitment policy

The policy on the recruitment of new Non-Executives during the policy period would be to apply the same remuneration elements

as for the existing Non-Executives. It is not intended that variable pay, day rates or benefits in kind be offered, although in

exceptional circumstances such remuneration may be required in currently unforeseen circumstances. The Committee will include

in future Remuneration Reports details of the implementation of the policy as utilised during the policy period in respect of any such

recruitment to the Board.

Terms of appointment

Non-Executives, including the Chair, do not have service contracts. Their appointments are subject to Letters of Appointment and

the Articles of Association. All Non-Executives are required to be re-elected at each AGM. The date of appointment and the most

recent re-appointment and the length of service for each NED are shown in the table below:

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| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Non-Executive Director | Date of appointment to role | Date of current contract | Notice from the Group | Notice from the individual |
| Carol Arrowsmith | 11 June 2020 | 5 June 2024 | 3 months | 3 months |
| Amber Rudd | 10 January 2022 | 5 June 2024 | 3 months | 3 months |
| Nathan Bostock | 9 May 2022 | 5 June 2024 | 3 months | 3 months |
| CP Duggal | 16 December 2022 | 5 June 2024 | 3 months | 3 months |
| Heidi Mottram | 1 January 2020 | 5 June 2024 | 3 months | 3 months |
| Kevin O’Byrne | 13 May 2019 | 16 December 2024 | 6 months | 6 months |
| Philippe Boisseau | 1 September 2023 | 5 June 2024 | 3 months | 3 months |
| Jo Harlow | 1 December 2023 | 5 June 2024 | 3 months | 3 months |
| Sue Whalley | 1 December 2023 | 5 June 2024 | 3 months | 3 months |

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#### Other

 s

#### tatutory



#### information

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| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
|  | Index to Directors’ Report and other disclosures | |  |
|  |  |  |  |
|  |  |  |  |
|  | 98 | Annual General Meeting (AGM) |  |
|  | 148 | Articles of Association |  |
|  | 154 to 166 | Audit Information |  |
|  | 86 to 89 | Board of Directors |  |
|  | 14 to 15 | Business Overview |  |
|  | 85 | Conflicts of Interest |  |
|  | 149 | Directors’ indemnities and insurance |  |
|  | 143 and 147 | Directors’ service contracts and letters of  appointment |  |
|  | 131 | Directors’ share interests |  |
|  | 150 | Disclosure required under Listing Rule 6.6.1R |  |
|  | 59, 80, 91, 99 and 289 | Diversity |  |
|  | Note 11  Page 200 | Dividends |  |
|  | Note 27  Page 229 | Events after the balance sheet date |  |
|  | Note 19 on page 215,  note S2 on pages 231  to 243, and note S6 on  pages 255 to 257 | Financial instruments |  |
|  | 4 to 77 | Future developments |  |
|  | 75 and 291 | Greenhouse Gas (GHG) Emissions |  |
|  | 99 | Human rights |  |
|  | 101 to 102 | Internal control over financial reporting |  |
|  | 148 | Material shareholdings |  |
|  | 54 to 61 | People |  |
|  | 149 | Political donations and expenditure |  |
|  | Note S8  Page 260 | Related party transactions |  |
|  | 14 to 77 | Research and development activities |  |
|  | 1 and 26 to 37 | Results |  |
|  | 40 to 51 | Risk management |  |
|  | 12 and 94 to 97 | Section 172(1) Statement (Director’s Duty) |  |
|  | 148 | Share capital |  |
|  | 65 | Speak Up |  |
|  | 12 to 13, 18 and 98 to  99 | Stakeholder engagement (including  employees, suppliers and customers) |  |
|  | 58 to 66 and 114 to 115 | Sustainability |  |
|  | 67 to 77 | TCFD and CFD |  |
|  | 12, 54 to 61, 64 to 65,  66, 81, 98 to 99, 127,  132 to 133, 145 and 149 | The Company’s approach to investing in and  rewarding its workforce |  |
|  |  |  |  |

The Directors submit the Annual Report and Accounts for

Centrica plc, together with the consolidated financial

statements of the Centrica Group of companies, for the year

ended 31 December 2024. The Directors’ Report required under

the Companies Act 2006 (the Act) comprises this Directors’

and Corporate Governance Report (pages 80 to 151) including

the TCFD section for disclosure of our greenhouse gas (GHG)

emissions in the Strategic Report (pages 67 to 77) and note 27

(page 229) to the financial statements. The index on this page

includes matters contained in the Strategic Report that

would otherwise be required in the Directors’ Report. The

management report required under Disclosure Guidance and

Transparency Rule 4.1.5 R comprises the Strategic Report

(pages 2 to 77) (which includes the risks relating to our

business), Shareholder Information (page 283) and details of

acquisitions and disposals made by the Group during the year

in note 12 (page 201). The Strategic Report on pages 2 to 77

fulfils the requirements set out in Section 414 of the Act.

This Directors’ and Corporate Governance Report fulfils the

requirements of the corporate governance statement required

under Disclosure Guidance and Transparency Rule 7.2.1.

Articles of Association (Articles)

The Company’s Articles were adopted at the 2023 Annual

General Meeting (AGM) and may only be amended by a special

resolution of the shareholders. The Articles include various rules

outlining the running and governing of the Company, for

example rules relating to the appointment and removal of the

Directors and how the Directors can use all of the Company’s

powers (except where the Articles or legislation says

otherwise), for example in relation to issuing and buying back

shares. The Articles can be found on our website centrica.com.

Centrica shares

Significant shareholdings

At 31 December 2024, Centrica had received notification of the

following interests in voting rights pursuant to the Disclosure

and Transparency Rules:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Date  notified | % of share  capital(1) |
| BlackRock, Inc. | 08.04.2022 | 5.25% |
| Bank of America Corporation | 13.09.2024 | <5% |

(1) Percentages are shown as a percentage of the Company’s issued share capital when

the Company was notified of the change in holding. As at 19 February 2025, the

Company had received no further notifications. Copies of historic notifications and any

notifications received since 19 February 2025, can be found on our website at

centrica.com/rnsannouncements.

Share capital

The Company has a single share class which is divided into

ordinary shares of 6 14/81 pence each. The Company was

authorised at the 2024 AGM to allot up to 1,786,798,353

ordinary shares as permitted by the Act. A renewal of a similar

authority will be proposed at the 2025 AGM. The Company’s

issued share capital as at 31 December 2024, together with

details of shares issued during the year, is set out in note 26

to the financial statements on page 229.

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|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 149 |
|  |  |  |

Rights attaching to shares

Each ordinary share of the Company carries one vote. Further

information on the voting and other rights of shareholders is set

out in the Articles and in explanatory notes which accompany

notices of general meetings, all of which are available on our

website centrica.com. There are no shareholder agreements

or restrictions in 2024.

Purchase of shares

We regularly review our capital structure and have committed

to returning surplus capital to shareholders. Many shareholders

we consulted expressed a preference for share repurchases as

a way of returning surplus capital. These views are reflected in

our combination of paying dividends and share repurchases.

As permitted by the Articles, the Company obtained

shareholder authority at the 2024 AGM to purchase its own

shares up to a maximum of 536,039,506 ordinary shares of

6 14/81 pence each (shares).

At the start of the year, there were 491,835,133 shares held in

treasury. The total number of shares purchased during the

financial year was 385,486,775, which represents approximately

6.9% of the Company’s issued share capital, at an aggregate

cost of approximately £504m. During the year, 60,804,153

shares were used for share schemes and 339,738,924 shares

were cancelled. The purpose of the buybacks is to reduce the

capital of the Company in order to return surplus capital to

shareholders.

As at 31 December 2024, there were 476,778,831 shares held in

the treasury shares account representing approximately 8.6%

of the Company’s issued share capital. Dividends are waived

in respect of shares held in the treasury share account. Further

details are set out in note S4 to the financial statements on

page 252.

As announced in the Company’s Trading Update on

10 December 2024, the Company intends to repurchase a

further £300m of shares to reduce the capital of the Company.

The 2024-25 Extension commenced on 27 December 2024.

Shares held in employee benefit trusts

The Centrica plc Employee Benefit Trust (EBT) is used to

purchase shares on behalf of the Company for the benefit of

employees, in connection with the Restricted Share Scheme.

The Centrica plc Share Incentive Plan Trust (SIP Trust) is used to

purchase shares on behalf of the Company for the benefit of

employees, in connection with the SIP. Both the Trustees of the

EBT and the SIP Trust, in accordance with best practice, have

agreed not to vote any unallocated shares held in the EBT or SIP

Trust at any general meeting and dividends are waived in

respect of these shares. In respect of allocated shares in both

the EBT and the SIP Trust, the Trustees shall vote in accordance

with participants’ instructions. In the absence of any instruction,

the Trustees shall not vote.

Employee participation in share schemes

The Company’s all-employee share schemes are a long-

established and successful part of our total reward package,

encouraging the involvement of UK employees in the

Company’s performance through employee share ownership.

We offer a Share Incentive Plan (SIP) in the UK, with a take-up

of 31%. In 2024, all eligible employees globally were awarded

a profit share award.

Other information

Directors’ indemnities and insurance

In accordance with the Articles, the Company has granted a

deed of indemnity, to the extent permitted by law, to the

Directors of the Company. Qualifying third-party indemnity

provisions (as defined by Section 234 of the Act) were in force

during the year ended 31 December 2024 and remain in force.

The Company also maintains directors’ and officers’ liability

insurance for its Directors and officers. The Company has

granted qualifying pension scheme indemnities in the form

permitted by the Companies Act 2006 to the Directors of

Centrica Pension Plan Trustees Limited, Centrica Engineers

Pension Trustees Limited and Centrica Pension Trustees

Limited, that act as trustees of the Company’s UK pension

schemes.

Political donations

The Company operates on a politically neutral basis. No political

donations were made by the Group for political purposes during

the year.

Payments policy

We recognise the importance of good supplier relationships to

the overall success of our business. We manage dealings with

suppliers in a fair, consistent and transparent manner.

Significant agreements – change of control

There are a number of agreements to which the Company is

party that take effect, alter or terminate upon a change of

control of the Company following a takeover bid.

The significant agreements of this kind include:

• Those that relate to 2009, when the Company entered

into certain transactions with EDF Group in relation to an

investment in the former British Energy Group, which owned

and operated a fleet of nuclear power stations in the UK.

The transactions include rights for EDF Group and the

Company to offtake power from these nuclear power stations.

As part of the arrangements, on a change of control of the

Company, the Group loses its right to participate on the boards

of the companies in which it has invested. Furthermore, where

the acquirer is not located in certain specified countries,

EDF Group is able to require Centrica to sell out its investments

to EDF Group; and

• Certain long-term, high-value energy contracts and power

purchase agreements, committed facility agreements,

subordinated fixed rate notes and bonds issued under the

Company’s medium-term note programme.

The Remuneration Policy sets out on page 145 details of

the treatment of the Executive Directors’ pay arrangements,

including the treatment of share schemes in the event

of a change of control.

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Disclosures required under Listing Rule 6.6.1 R

The Company is required to disclose certain information under

Listing Rule 6.6.1 R in the Directors’ Report or advise where such

relevant information is contained. All such disclosures are

included in this Directors’ and Corporate Governance Report,

other than the following sections of the 2024 Annual Report and

Accounts:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Information | Location in Annual Report | Page(s) |
| Capitalised interest  (borrowing costs) | Financial statements | 196, note 8 |
| Details of long-term  incentive schemes | Remuneration Report | 117 to 118, 130  and 132 |
| Details of arrangements  where shareholders have  waived dividends | Other Statutory Information | 149 |

Directors’ statements

Accounting standards require that Directors satisfy themselves

that it is reasonable for them to conclude whether it is

appropriate to prepare the financial statements on a going

concern basis. The Group’s business activities, together with

factors that are likely to affect its future development and

position, are set out in the Group Chief Executive’s Statement

on pages 7 to 10 and the Business Reviews on pages 33 to 37.

After making enquiries, the Board has a reasonable expectation

that Centrica and the Group as a whole have adequate

resources to continue in operational existence and meet their

liabilities as they fall due, for the foreseeable future.

For this reason, the Board continues to adopt the going concern

basis in preparing the financial statements.

Additionally, the Directors’ Viability Disclosure, which assesses

the prospects for the Group over a longer period than the 12

months required for the going concern assessment, is set out on

pages 52 to 53. Further details of the Group’s liquidity position

are provided in notes 25 and S3 to the financial statements on

pages 225 to 228 and 244 to 250.

Directors’ responsibilities

The Directors are responsible for preparing the Annual Report

and the financial statements in accordance with applicable law

and regulations.

Company law requires the Directors to prepare financial

statements for each financial year. Under that law, the Directors

are required to prepare the Group financial statements in

accordance with international accounting standards, in

conformity with the requirements of the Companies Act 2006.

The Directors have also chosen to prepare the parent company

financial statements in accordance with Financial Reporting

Standard 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 of the Company

and of the profit or loss of the Company for that period.

In preparing the 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;

• State whether Financial Reporting Standard 101 ‘Reduced

Disclosure Framework’ has 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.

In preparing the Group financial statements, International

Accounting Standard 1 requires that Directors:

• Properly select and apply accounting policies;

• Present information, including accounting policies, in a manner

that provides relevant, reliable, comparable and

understandable information;

• Provide additional disclosures when compliance with the

specific requirements in IFRS Standards are insufficient to

enable users to understand the impact of particular

transactions, other events and conditions on the entity’s

financial position and financial performance; and

• Make an assessment of the Company’s ability to continue

as a going concern.

The Directors are responsible for keeping adequate accounting

records that are sufficient to show and explain the Company’s

transactions and disclose with reasonable accuracy at any

time the financial position of the Company and enable them

to ensure that the financial statements 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 the maintenance and

integrity of the corporate and financial information included on

the Company’s website. Legislation in the UK governing the

preparation and dissemination of financial statements may

differ from legislation in other jurisdictions.

Directors’ Responsibility Statement

Each of the Directors confirm that to the best of their

knowledge:

• The financial statements, prepared in accordance with the

relevant financial reporting framework, 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;

• The Strategic Report includes 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; and

• The Annual Report and Financial Statements, taken as a

whole, are fair, balanced and understandable and provide

the information necessary for shareholders to assess the

Company’s position and performance, business model

and strategy.

The names of the Directors and their functions are listed

on pages 86 to 89.

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| Centrica plc Annual Report and Accounts 2024 |  | 151 |
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Information to the independent auditors

The Directors who held office at the date of this Report

confirm that:

• There is no relevant audit information of which Deloitte LLP

are unaware; and

• They have taken all the steps that they ought to have taken as

a Director in order to make themselves aware of any relevant

audit information and to establish that the Company’s auditors

are aware of that information.

This confirmation is given and should be interpreted in

accordance with the provisions of Section 418 of the

Companies Act 2006.

Deloitte LLP have expressed their willingness to continue in

office as auditors and a resolution to re-appoint them will be

proposed at the forthcoming AGM.

This report, including the Directors’ Responsibility Statement,

was approved by the Board of Directors on 18 February 2025

and is signed on its behalf by:

By order of the Board

Raj Roy, Group General Counsel & Company Secretary

19 February 2025

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![]()

## Financial Statements

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  |  |  |
| [154](#ic7c4070815d346bfb7dadaa5fd4e7d47_4) | Independent Auditor’s Report | | |
| 167 | Group Income Statement | | |
| [168](#ic7c4070815d346bfb7dadaa5fd4e7d47_13) | Group Statement of Comprehensive Income | | |
| [169](#ic7c4070815d346bfb7dadaa5fd4e7d47_16) | Group Statement of Changes in Equity | | |
| [170](#ic7c4070815d346bfb7dadaa5fd4e7d47_19) | Group Balance Sheet | | |
| [171](#ic7c4070815d346bfb7dadaa5fd4e7d47_22) | Group Cash Flow Statement | | |
| [172](#ic7c4070815d346bfb7dadaa5fd4e7d47_25) | Notes to the Financial Statements | | |
|  | 172 | 1. | Basis of preparation and summary of significant new  accounting policies and reporting changes |
|  | [174](#ic7c4070815d346bfb7dadaa5fd4e7d47_31) | 2. | Centrica specific accounting measure |
|  | [176](#ic7c4070815d346bfb7dadaa5fd4e7d47_34) | 3. | Critical accounting judgements and key sources  of estimation uncertainty |
|  | [183](#ic7c4070815d346bfb7dadaa5fd4e7d47_43) | 4. | Segmental analysis |
|  | 190 | 5. | Costs |
|  | [191](#ic7c4070815d346bfb7dadaa5fd4e7d47_73) | 6. | Share of results of joint ventures and associates |
|  | 192 | 7. | Exceptional items and certain re-measurements |
|  | [196](#ic7c4070815d346bfb7dadaa5fd4e7d47_79) | 8. | Net finance income/(cost) |
|  | [197](#ic7c4070815d346bfb7dadaa5fd4e7d47_82) | 9. | Taxation |
|  | [200](#ic7c4070815d346bfb7dadaa5fd4e7d47_85) | 10. | Earnings per ordinary share |
|  | [200](#ic7c4070815d346bfb7dadaa5fd4e7d47_88) | 11. | Dividends |
|  | 201 | 12. | Acquisitions and disposals |
|  | 202 | 13. | Property, plant and equipment |
|  | 204 | 14. | Interests in joint ventures and associates |
|  | 205 | 15. | Other intangible assets and goodwill |
|  | 207 | 16. | Deferred tax liabilities and assets |
|  | 208 | 17. | Trade and other receivables and contract-related assets |
|  | [214](#ic7c4070815d346bfb7dadaa5fd4e7d47_109) | 18. | Inventories |
|  | [215](#ic7c4070815d346bfb7dadaa5fd4e7d47_112) | 19. | Derivative financial instruments |
|  | 216 | 20. | Trade and other payables and contract liabilities |
|  | [217](#ic7c4070815d346bfb7dadaa5fd4e7d47_118) | 21. | Provisions for liabilities and charges |
|  | [218](#ic7c4070815d346bfb7dadaa5fd4e7d47_121) | 22. | Post-retirement benefits |
|  | 223 | 23. | Leases, commitments and contingencies |
|  | 225 | 24. | Other investments |
|  | [225](#ic7c4070815d346bfb7dadaa5fd4e7d47_127) | 25. | Sources of finance |
|  | 229 | 26. | Share capital |
|  | [229](#ic7c4070815d346bfb7dadaa5fd4e7d47_145) | 27. | Events after the balance sheet date |
| [230](#ic7c4070815d346bfb7dadaa5fd4e7d47_148) | Supplementary information | | |
| [270](#ic7c4070815d346bfb7dadaa5fd4e7d47_202) | Company Statement of Changes in Equity | | |
| [271](#ic7c4070815d346bfb7dadaa5fd4e7d47_205) | Company Balance Sheet | | |
| [272](#ic7c4070815d346bfb7dadaa5fd4e7d47_208) | Notes to the Company Financial Statements | | |
| [281](#ic7c4070815d346bfb7dadaa5fd4e7d47_214) | Gas and Liquids Reserves (Unaudited) | | |
| 282 | Five Year Summary (Unaudited) | | |
| 283 | Shareholder information | | |
| [284](#ic7c4070815d346bfb7dadaa5fd4e7d47_232) | Additional information – explanatory notes (unaudited) | | |
| [289](#ic7c4070815d346bfb7dadaa5fd4e7d47_235) | People and Planet – Performance measures | | |
| [292](#ic7c4070815d346bfb7dadaa5fd4e7d47_238) | Glossary | | |

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| Centrica plc Annual Report and Accounts 2024 |  | 153 |
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#### Independent Auditor’s Report

Report on the audit of the financial statements

1. Opinion

In our opinion:

• the financial statements of Centrica plc (the ‘Company’) and its subsidiaries (the ‘Group’) give a true and fair view of the state of the

Group’s and of the Company’s affairs as at 31 December 2024 and of the Group’s profit for the year then ended;

• the Group financial statements have been properly prepared in accordance with United Kingdom adopted international accounting

standards;

• the Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting

Practice, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’; and

• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

• the Group Income Statement;

• the Group Statement of Comprehensive Income;

• the Group Statement of Changes in Equity;

• the Group Balance Sheet;

• the Group Cash Flow Statement;

• the related notes to the Group financial statements 1 to 27;

• the supplementary notes S1 to S11 of the Group financial statements;

• the Company Statement of Changes in Equity;

• the Company Balance Sheet; and

• the notes I to XVII to the Company financial statements.

The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and United

Kingdom adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the

Company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 ‘Reduced Disclosure

Framework’ (United Kingdom Generally Accepted Accounting Practice).

2. 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 Company in accordance with the ethical requirements that are relevant to our audit of the

financial statements in the UK, including the Financial Reporting Council’s (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. The non-audit services provided to

the Group for the year are disclosed in note S9 to the financial statements. We confirm that we have not provided any non-audit services

prohibited by the FRC’s Ethical Standard to the Group or the Company.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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| Centrica plc Annual Report and Accounts 2024 |  | 155 |
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|  |  |
| --- | --- |
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| 3. Summary of our audit approach | |
|  |  |
|  |  |
| Key audit matters | The key audit matters identified in the current year were:  • the valuation of residential energy supply billed debt provisions within British Gas Energy;  • revenue recognition in British Gas Energy;  • the impairment of long-lived assets and investments, including estimates of future price assumptions;  • accounting for the Electricity Generator Levy (“EGL”);  • the valuation of complex energy derivative contracts; and  • the valuation of the decommissioning provision in Spirit Energy.  The valuation of the decommissioning provision in Spirit Energy is newly identified as a key audit matter in the current year.  Within this report, key audit matters are identified as follows:  ! Newly identified  r Increased level of risk  vw Similar level of risk  s Decreased level of risk |
| Materiality | The materiality used for the audit of the Group financial statements is £79.8m (2023: £135m), determined based on adjusted profit  before tax. Adjusted profit before tax is the pre-tax profit adjusted for the impact of exceptional items and certain  remeasurements as presented in the Group Income Statement. The decrease in materiality in 2024 reflects the reduction in  adjusted profit before tax. |
| Scoping | Other than the components presented below, all components of the Group were subject to an audit of the component’s financial  information. The following components were subject to an audit of specified account balances:  • Centrica Business Solutions - Power Assets;  • Bord Gáis;  • British Gas Services and Solutions; and  • Centrica Energy Storage+ (within the Upstream segment).  New Energy Services (within the Centrica Business Solutions segment) continues to be subject to specified further audit  procedures by the group engagement team.  Our risk assessment procedures resulted in an increase in the group reporting scope for Centrica Business Solutions Energy  Supply, from an audit of specified account balances in the prior year, to an audit of the component’s financial information in the  current year. |
| Significant changes  in our approach | Other than the changes in key audit matters and scope discussed above, there were no significant changes in our audit approach  when compared to 2023. |

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4. Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of

the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group’s and Company’s ability to continue to

adopt the going concern basis of accounting included:

• assessing the Group’s future cash flow forecasts, by considering actual cash flow performance in 2024, the current commodity price

environment, historical accuracy of the Group forecasts and key assumptions underpinning the Group’s going concern assessment;

• agreeing the level of committed undrawn facilities of £3.3bn (2023: £3.8bn) to signed facility agreements, the key terms of which have

been reviewed by our treasury specialists;

• obtaining an understanding of the relevant controls over the going concern assessment;

• testing the clerical accuracy of the cash flow forecasts and assessing the appropriateness of the model used to prepare the forecasts;

• assessing whether the cash flow forecast considers the impact of Group’s planned investment strategy announced in July 2023;

• assessing the sensitivities run by the directors and the linkage of these sensitivities to the Group’s principal risks disclosed on pages 40 to

51 of the Annual Report & Accounts. These sensitivities include the impact of margin cash volatility, a reduction in the Group’s credit rating,

a reduction in commodity prices, adverse weather and worsening macroeconomic factors, or a reduction in commodity trading

performance and the resultant impact on cashflows;

• assessing the mitigating actions that could be taken by the directors to maximise liquidity headroom including a reduction in capital

expenditure and a reduction in discretionary spend; and

• assessing the appropriateness of the going concern disclosures in light of the above assessment.

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 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 reporting on how the Group 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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5. Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of

the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified.

These matters included those which had the greatest effect on the overall audit strategy, the allocation of resources in the audit and

directing the efforts of the engagement team.

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.

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| 5.1 The valuation of residential energy supply billed debt provisions within British Gas Energyvw | |
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| Key audit matter  description | The Group supplies gas and power to residential customers in the UK through its British Gas Energy segment. Of the Group total  of £3,270m (2023: £2,991m) billed trade receivables, the British Gas Energy reporting segment contributes £2,768m  (2023: £2,380m), which includes both residential and small business customers.  Cost of living challenges and sustained high energy prices continue to affect customers’ ability to pay their bills with high levels of  fuel poverty and bad debt persisting in 2024. As a result, there continues to be judgement in determining the recoverability of  customer debt, which raises the risk of material misstatement in determining the billed debt provision at 31 December 2024.  Credit losses of £1,309m (2023: £1,077m) have been recognised on British Gas Energy billed trade receivables, of which £891m  (2023: £764m) relates to UK residential customers.  To determine the billed debt provision, certain key assumptions are made. These include the methodology used to assess the  impact of macroeconomic factors on future cash collection. The need to record or release an additional provision (“additional  macroeconomic” provision) beyond the provision that is indicated by past collection performance (“business-as-usual” provision)  increases the level of judgement and accordingly the risk of material misstatement. We have therefore also identified this as a  potential fraud risk area. In the current year the “business-as-usual” provision has increased as a result of declines in actual cash  collection rates during 2024.  Further details on billed debt provisions relating to trade receivables can be found in notes 3(b) and 17. These matters are also  considered by the Audit and Risk Committee in its report on pages 100 to 111. |
| How the scope of  our audit responded  to the key audit  matter | • We obtained an understanding of the controls relevant to the determination of billed debt provisions.  • With involvement of our IT and data analytics specialists, we tested the completeness and accuracy of the underlying debt  books, including the age of debt, and recalculated management’s provision rates based on historical cash collection.  • We assessed historical debt collection patterns over 2023 and 2024 in order to estimate an expected profile of the recovery of  31 December 2024 balances, on a “business-as-usual” basis. We applied this profile to 31 December 2024 debt and then assessed:  – the impact and sensitivity of this profile based on external forecasts, such as household disposable income and inflation  forecasts, and the impact on billed debt provisions as the economic situation changes; and  – the accounting for the impact of these changes in the billed debt provision estimate.  • We considered the extent to which the provision on a “business-as-usual” basis factors in the current macroeconomic  environment and challenged the methodology over the determination and recording of the “additional macroeconomic”  provision, with reference to available third-party analysis.  • We performed procedures to challenge the completeness and the appropriateness of the “additional macroeconomic” provision  by evaluating the reasonableness of management’s assumptions and economic data (both forecast and historical) used to  derive this.  • We assessed the appropriateness of the disclosures provided relating to this key source of estimation uncertainty, and the  range of sensitivities disclosed. |
| Key observations | We are satisfied that the billed debt provisions on residential customers, including the additional provision to reflect current  macroeconomic conditions, and the associated methodology to determine this adjustment, are appropriate. |

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| 5.2. Revenue recognition in British Gas Energy vw | |
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| Key audit matter  description | In 2024, British Gas Energy generated revenues of £12.1bn (2023: £17.7bn) with 6.5m (2023: 5.4m) customers having been  migrated to the new ENSEK billing platform by the year end, as seen on page 128. At 31 December 2024 ENSEK hence formed the  main revenue billing platform, with 92% of British Gas Energy customers being invoiced through it, as seen on page 128.  At the beginning of the year British Gas Energy was in a Software-as-a-Service (“SaaS”) arrangement with ENSEK and the system  was developed and controlled by a third party. British Gas Energy was therefore dependent on the efficacy of the general IT  controls, application controls, and other controls that the third party operated on its behalf. On 29 July 2024 the Group announced  the acquisition of ENSEK and the transaction completed on 20 September 2024. As highlighted in the Audit and Risk Committee’s  report on page 101, ENSEK’s internal controls continue to develop.  We identified a risk of material misstatement, whether due to fraud or error, relating to the completeness and accuracy of the  volume and tariff data used by the system to generate revenue transactions. |
| How the scope of  our audit responded  to the key audit  matter | • We obtained an understanding of the relevant controls over the recognition of revenue from customers, including those  regarding the completeness and accuracy of consumption data. We did not plan to place reliance on these controls due to the  maturity of the control environment, as detailed by the Audit and Risk Committee in its report on pages 100 to 111.  • We performed tests of detail over the billed energy supply volume and pricing revenue data, agreeing amounts back to  contractual tariffs and actual or estimated meter readings.  • We calculated an expectation of the billed energy supply revenue, comparing differences to predetermined thresholds, and  tested the completeness and accuracy of the key inputs to the expectation.  • We worked with our data analytics specialists to recalculate unbilled revenue and to test the accuracy and completeness of the  source data used in the recalculation, including over data that was migrated to ENSEK from the legacy SAP systems. |
| Key observations | We are satisfied that the accuracy and completeness of the revenue recognised through the British Gas Energy segment,  including the methodology to generate unbilled revenue, is appropriate. |

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| 5.3. Impairment of long-lived assets and investments, including estimates on future price assumptions vw | |
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| Key audit matter  description | The Group makes judgements in considering whether the carrying amounts of its long-lived assets and investments (principally  Upstream gas production assets, Nuclear investment, Batteries, Solar assets and Gas peakers) are recoverable, and applies  estimates and assumptions in determining their recoverable amounts. Key assumptions in the determination of recoverable  amount include: forecast future commodity prices; forecast cashflows including forecast production; and discount rates. During  the year, following an internal review to map Centrica views around the evolution of each commodity market to specific,  reputable, third party curve providers, the Group has refined its estimation methodology applied to forecasting longer-term  commodity prices. We identified a key audit matter around the determination of the recoverable amount of these assets.  The Group’s balance sheet includes a net book value of £465m (2023: £325m) of power generation assets, £789m (2023:  £1,023m) of gas production and storage assets and a £794m (2023: £903m) interest in its Nuclear investment. In the Upstream  segment, an impairment of the Nuclear investment of £48 million (post-tax £48 million) (2023: £549 million (post-tax £549  million)) has been recorded. In the Centrica Business Solutions segment, an impairment of £27 million (post-tax £20 million) (2023:  £14 million (post-tax £11 million)) has been recorded, predominantly related to Battery storage and Solar assets. The impairment  charges have been recorded within the exceptional items and certain re-measurements column of the Group income statement,  in line with the specific accounting measure disclosed in note 2(b).  The details on the key sources of estimation uncertainty underpinning the impairment for these assets can be found in note 3(b).  Details on the sensitivity of the above impairment reviews to changes in key assumptions such as gas and power prices are  disclosed in note 7(c). For the Nuclear investment and Spirit gas assets, this includes sensitivities associated with the Group’s  commodity price curves if these curves were aligned with the Net Zero scenario (‘Net Zero curve’) which assumes governmental  policies are put in place to achieve the temperature and net zero goals by 2050. The matter is also considered by the Audit and  Risk Committee in its report on page 109. |
| How the scope of  our audit responded  to the key audit  matter | • We understood management’s process for identifying indicators of impairment and impairment costs and for performing their  impairment assessment.  • We obtained an understanding of the relevant controls relating to the asset impairment models, the underlying forecasting  process and the impairment reviews performed.  • We evaluated the forecast future cash flows including key assumptions and inputs into the impairment models, which included  performing sensitivity analysis, to evaluate the impact of selecting alternative assumptions. We also, where relevant, assessed  judgements made in respect of life extensions and production outages.  •  We evaluated changes in key assumptions, in particular the refinement of the estimation methodology applied to forecasting  commodity price assumptions. We worked with our commodity pricing specialists to derive an acceptable range against which  we assessed the Group’s refined forecast commodity prices. For Nuclear investment and Spirit gas assets, we performed  sensitivity analysis with alternative future prices. These alternative scenarios included one which assumes governmental policies  are put in place to achieve the temperature and net zero goals by 2050. We recalculated management’s disclosures relating to  the sensitivity of the Group’s impairment tests to reduced commodity prices, including the Net Zero curves.  • With the involvement of our valuation specialists, we evaluated the discount rates, which involved benchmarking against  available market views and analysis.  • We tested the arithmetical accuracy of the impairment models.  • We assessed the appropriateness of disclosures of the key assumptions and sensitivities including the presentation of the  impairment cost within the exceptional items and certain re-measurements column of the Group income statement. |
| Key observations | We are satisfied that the key assumptions used to determine the recoverable amount of the Group's long-lived assets and  investments, including production and availability forecasts, are within a reasonable range. We are also satisfied that the Group's  discount rate assumptions are appropriate.  The Group's future commodity price estimates fall within the acceptable range. We observed that the baseload and gas price  forecasts from acceptable external sources were generally higher than the assumed prices in the net zero scenario for material  assets. We consider the sensitivity disclosures related to the impact of future commodity price estimates arising from climate  change on the Group's impairment reviews to be appropriate.  We are satisfied that the impairment charge recognised by the Group for the year is appropriate and we found the presentation of  this cost under the exceptional items and certain re-measurements column of the Group income statement to be consistent with  the Group’s exceptional items accounting policy. |

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| Centrica plc Annual Report and Accounts 2024 |  | 159 |
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| 5.4. Accounting for the Electricity Generator Levy (“EGL”) vw | |
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| Key audit matter  description | EGL is a temporary levy applicable to receipts that the Group has realised from electricity generation in the UK from nuclear and  renewable sources in the period from 1 January 2023 to 31 March 2028. The levy applies a 45% charge on receipts generated from  the production of wholesale electricity sold at an average price in excess of £75/Mwh (adjusted for inflation prospectively from  April 2024), exceeding an annual threshold of £10m. It applies to generators whose generation exceeds 50GWh annually, as well  as off-take arrangements with significant minority shareholders in such generators.  The interpretation and application of the EGL legislation remains unclear in respect of the Group’s minority shareholding in its  Nuclear offtake arrangements.  There is a key source of estimation uncertainty related to the assessment of the proportion of  generation that can be ascribed to wholesale purchases which could give rise to a tax deposit, in accordance with the 2019 IFRIC  Agenda decision on deposits relating to taxes other than income taxes. The Group has made payments on account to HM  Revenue & Customs (HMRC) totalling £365m (£285m in 2023 and £80m in 2024). However, if it were considered probable that  the payments on account related to the proportion of generation that could be ascribed to wholesale purchases is recoverable,  then management have assessed that up to £150m which has previously been recognised as a cost within the income statement  could be recognised as a tax deposit asset on the balance sheet instead. Given the early stage of discussions there is not yet  sufficient evidence to support the probability of recovery and therefore no asset has been recorded at the balance sheet date.  Given the complexity of the legislation and the impact on the Group, we identified a key audit matter in respect of whether a  tax deposit is probable, and whether the amounts paid should be recorded within the income statement or as a tax deposit on  the balance sheet. The Group has recognised the full charge in the income statement. Further detail can be found in note 3(b).  The Audit & Risk Committee also consider this matter on page 105. |
| How the scope of  our audit responded  to the key audit  matter | •  We gained an understanding of the Group’s process and judgements applied in accounting for and recognising EGL amounts  within the financial statements and evaluated the competence, capability and objectivity of management’s experts and the  appropriateness of the underlying source documents relied upon.  • We gained an understanding of the relevant controls in relation to the directors’ review of the judgements formed.  • We tested EGL payments on account to HMRC during the year to supporting third party evidence.  • We worked with our tax specialists to assess the appropriate interpretation of the EGL legislation in addition to reviewing legal  advice received by the Group and evaluating the opinions of management’s experts. We assessed the accounting for the EGL  with a particular focus on whether any of the £150m should be recorded in the income statement or on the balance sheet as a  tax asset. We then evaluated the appropriateness of management's conclusions, considering the identified sources of  estimation uncertainty, the opinions of management’s experts, and the views of our tax specialists.  • We considered the appropriateness of the disclosures within the financial statements on the accounting position adopted and  the judgements involved, including the disclosure of the range (of up to £150m) of the tax deposits recoverable in respect of  EGL.  • We considered the nature and impact of any contradictory audit evidence on management’s assessment. |
| Key observations | We are satisfied that the EGL payments have been appropriately presented within the Group income statement, that the non-  recognition of a tax deposit asset at this stage is appropriate, and that the disclosures within the financial statements relating to  EGL are appropriate. |

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| 5.5. The valuation of complex energy derivative contracts vw | |
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| Key audit matter  description | Note 7 of the financial statements discloses a re-measurements profit of £421m for the year (2023: £3,573m) on energy derivative  contracts. Details on the Group’s energy contracts can be found in note 19 and note S3(a). The key sources of estimation  uncertainty associated with energy contracts can be found in note 3(b) with further details on the presentation of certain re-  measurement arising on derivatives disclosed in note 2(b). The matter is also considered by the Audit and Risk Committee in its  report on page 107.  The Group undertakes proprietary trading activities and enters into forward commodity contracts to optimise the value of its  production and generation assets, as well as to meet the future needs of its customers. Certain of these arrangements entered  into are accounted for as derivative financial instruments and are recorded at fair value.  We identified a key audit matter related to the valuation of complex derivative trades performed internally by management's  valuation specialists, including new hedging contracts entered into in the year to hedge long-term LNG supply arrangements.  Valuing complex energy derivative contracts requires judgement, particularly where there are bespoke contractual terms,  modelling complexity and significant unobservable inputs that are not corroborated by market data. Management use these with  internally developed methodologies that result in their best estimate of fair value (level 3 in accordance with IFRS 13 'Fair Value  Measurement'). Given the judgement involved and the potential for management bias in the modelling, we identified a potential  risk of fraud.  Level 3 complex energy derivative financial assets of £164m (2023: £156m) were recognised at 31 December 2024 and £131m  (2023: £272m) level 3 complex energy derivative financial liabilities. |
| How the scope of  our audit responded  to the key audit  matter | • We obtained an understanding of the Group’s processes, including user access and segregation of duties controls, for  authorising and recording commodity trades.  • We obtained an understanding of the relevant controls relating to the valuation of complex energy derivatives within the  Group’s Centrica Energy business.  • We assessed the competence, capability and objectivity of management’s internal valuation specialists.  • We worked with our financial instrument specialists to assess the value of material complex trades, either by creating an  independent valuation or by testing how management developed their estimate. Particular emphasis was made to assess any  new material models and material changes to relevant models and we performed additional procedures to assess the  reasonableness and appropriateness of these.  • We assessed the movement in the fair values based on the change in significant inputs, and tested these inputs, where relevant.  • We considered the appropriateness of the relevant complex derivative energy contracts disclosures, including the key source  of estimation uncertainty disclosures. |
| Key observations | We are satisfied that the valuation of complex derivative energy contracts is materially appropriate. |

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| Centrica plc Annual Report and Accounts 2024 |  | 161 |
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| 5.6. The valuation of the decommissioning provision in Spirit Energy ! | |
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| Key audit matter  description | A provision is recognised for the estimated cost of decommissioning at the end of the producing lives of gas fields in the Spirit  Energy business unit within the Upstream segment. Decommissioning provisions of £1,459m (2023: £1,527m) have been  recognised at 31 December 2024 and of these £1,139m (2023: £1,191m) are related to Spirit Energy. The liability arises in respect of  both assets operated directly by Spirit Energy and assets operated by third-party operators (Spirit Energy non-operated assets).  The decommissioning cost estimates include assumptions related to discount rates, management costs, wells costs, rates and  norms that are sensitive and where a reasonably possible change would lead to a material difference in the provision. Given the  level of management judgement applied throughout the recognition of decommissioning provisions, we have identified this as a  key audit matter and a fraud risk area. Further details on decommissioning provisions can be found in notes 3(b) and 21. These  matters are also considered by the Audit and Risk Committee in its report on pages 100 to 111. |
| How the scope of  our audit responded  to the key audit  matter | • We obtained an understanding of the controls around the valuation of the decommissioning provision.  • With involvement of our data analytics specialists, we identified the key assumptions to which the decommissioning model is  most sensitive and performed focused audit procedures on the most sensitive inputs including corroborating and benchmarking  those inputs to independent documentation, where available.  • With the involvement of our valuation specialists, we evaluated the discount rates, which involved benchmarking against  available, relevant market data, including US and UK government bond yields and peer data.  • We assessed the objectivity, capability and competence of the experts employed by management to assess and calculate the  decommissioning obligations. For non-operated assets, we assessed the competence of each operator.  • For non-operated assets we agreed the estimated decommissioning liability to the third-party operator estimate and  challenged management where Spirit Energy have not adopted the operator estimate.  • We performed a retrospective review of costs incurred to assess the historical accuracy of decommissioning provision  estimates.  • We assessed the methodology applied in determining the decommissioning cost and the disclosures of the key sources of  estimation uncertainty concerning the decommissioning provision in the group accounts. |
| Key observations | We are satisfied that decommissioning provisions, key assumptions employed to derive these provisions and the associated  methodology to calculate them, are appropriate. |

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6. Our application of materiality

6.1 Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a

reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in

evaluating the results of our work.

Based on our professional judgement, we determined the materiality of the financial statements as a whole as follows:

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|  | Group financial statements | Company financial statements |
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| Materiality | £79.8 million (2023: £135.0 million) | £35.8 million (2023: £54.0 million) |
| Basis for determining  materiality | We determined materiality on the basis of 5% (2023: 5%) of  adjusted profit before tax. Adjusted profit before tax is the pre-  tax profit adjusted for the impact of exceptional items and  certain remeasurements as presented in the Group Income  Statement. | We determined materiality based on 3.0% (2023: 3.0%) of net  assets but capped materiality at 45% (2023: 40%) of the Group  materiality. Our final materiality constituted 0.5% of net assets  (2023: 0.7% of net assets). |
| Rationale for the  benchmark applied | We considered adjusted profit before tax to be the most  appropriate benchmark to measure the performance of the  Group. We consider it appropriate to adjust for exceptional  items and remeasurements as these items are volatile and not  reflective of the underlying performance of the Group.  In determining materiality, we also considered a range of  alternative benchmarks. The materiality of £79.8m represents  0.3% (2023: 0.4%) of business performance revenue, 0.4%  (2023: 0.6%) of total assets, and 8.1% (2023: 6.1%) of free cash  flow. | We considered net assets to be the most appropriate  benchmark given the primary purpose of the Company is a  holding company. We increased the cap on Group materiality  percentage in the current year to align to the group audit  strategy. |

6.2. Performance materiality

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected

misstatements exceed the materiality for the financial statements as a whole.

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|  | Group financial statements | Company financial statements |
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| Performance  materiality | 70% (2023: 70%) of Group materiality | 70% (2023: 70%) of Company materiality |
| Basis and rationale  for determining  performance  materiality | The factors we considered in setting performance materiality at 70% of Group and Company materiality included:  • The overall quality of the control environment and that we were able to rely on controls in certain of the Group’s businesses.  • The nature, size and number of uncorrected misstatements identified in previous audits and management’s willingness to  correct those adjustments. | |

6.3. Error reporting threshold

The decrease in materiality has led to a decrease in the error reporting threshold, which stands at £3.9m (2023: £6.8m). We have however,

at the Audit and Risk Committee’s request, continued to report individual audit differences in excess of £5.0m (2023: £5.0m), and in

aggregate all audit differences in excess of £3.9m (2023: £5.0m) as well as differences below that threshold that, in our view, warranted

reporting on qualitative grounds. We also reported to the Audit and Risk Committee on disclosure matters that we identified when

assessing the overall presentation of the financial statements.

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| Centrica plc Annual Report and Accounts 2024 |  | 163 |
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7. An overview of the scope of our audit

7.1 Identification and scoping of components

The Group is organised into segments as outlined in note 4. These segments contain a number of individual businesses, and we use these

businesses as the basis for identifying and scoping components. Changes in scoping have been outlined in section 3 above.

Our audit was scoped by obtaining an understanding of the Group and its environment, including Group-wide controls, and assessing the

risks of material misstatement at the Group level. Having performed this assessment, we established the following audit scope for each of

the Group’s businesses.

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| Segment | Business | Audit scope |
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| British Gas Energy | British Gas Energy | Audit of the component’s financial information |
| British Gas Services and Solutions | British Gas Services and Solutions | Audit of specified account balances of the  component |
| Bord Gáis Energy | Bord Gáis Energy | Audit of specified account balances of the  component |
| Centrica Energy | Centrica Energy (London) | Audit of the component’s financial information |
| Centrica Energy (Aalborg) | Audit of the component’s financial information |
| Centrica Business Solutions | New Energy Services | Specific further audit procedures performed by the  group engagement team |
| Power –Assets | Audit of specified account balances of the  component |
| Energy supply | Audit of specified account balances of the  component |
| Upstream | Nuclear | Audit of the component’s financial information |
| Spirit Energy | Audit of the component’s financial information |
| Centrica Energy Storage+ | Audit of specified account balances of the  component |
| Head office | Central functions | Audit of the component’s financial information |

This scoping resulted in 98% of Group revenue, 96% of Group adjusted profit before tax and 93% of Group shareholders’ equity being

subject to audit, excluding those where we performed review procedures. The equivalent figures in 2023 were 99% of Group revenue, 98%

of the adjusted profit before tax and 88% of shareholders’ equity.

7.2 Our consideration of the control environment

Our audit strategy is to rely on controls over certain processes within the more established businesses of the Group (such as revenue within

British Gas Services and Solutions and Bord Gáis), and over the Group’s central expenditure processes. We obtained an understanding of

relevant controls in Centrica Energy (London) but chose to adopt a fully substantive approach; this approach used data analytics and enable

us to test close to 100% of all trades.

Given the importance of IT to the recording of financial information and transactions, we tested general IT controls with the involvement of

our IT specialists, and placed reliance on them in certain areas. The key IT systems we included in scope include the Group’s SAP general

ledger and consolidation financial reporting systems, the SAP reporting system in Bord Gáis Energy, the Endur trading system in Centrica

Energy, and Workday which is used to manage the Group’s payroll processes.

We were generally able to place reliance on controls within the more established processes. The control environment for the ENSEK

platform has continued to evolve in 2024, and therefore we did not plan to place reliance on these controls this year.

Across some of Group’s systems, we had interim findings in relation to the Group’s approach to the oversight of user access controls.

Management has implemented remediation activities during the year which improved the related controls as evidenced through our year

end update testing. We have performed testing of Group’s mitigating procedures and were able to rely on controls in planned areas.

As noted in the Audit and Risk Committee report on pages 100 to 111, the Group has been making preparations to ensure readiness to make

an appropriate declaration under provision 29 of the UK Corporate Governance Code.

7.3 Our consideration of climate-related risks

Management performed an assessment of the resilience of their annual strategic and financial planning process in the face of climate-

related issues. This included assessing the potential impact of the material risks and opportunities and its Climate Transition Plan on both the

current balance sheet position and its accounting policies.

Management identified higher risks of material misstatement on the impact of the Net Zero price scenario on the non-current long-life asset

Upstream impairment tests. In response, management performed further sensitivities based on forecast prices aligned to net zero price

curves. The net zero price curves for Exploration and Production (E&P) and Nuclear consider prices from third party experts in forecast

curves.

We reviewed management’s climate change risk assessment and evaluated the completeness of the identified risks and impact on the

financial statements. We also considered climate change within our audit risk assessment process in conjunction with our assessment of

the balances.

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To mitigate the Net Zero price scenario risk for the E&P assets and the Group’s investment in Nuclear, we performed the following

procedures:

• Assessed the reasonableness of management’s net zero prices by comparing these to credible third-party net zero price curves.

• Evaluated the price providers’ data utilised by the Group to assess whether net zero price curves are appropriate.

• Verified the mathematical accuracy of the conversion to Nominal 2024 prices by adjusting the raw external price forecast data for

inflation.

With the involvement of our climate specialists, we:

• evaluated the financial statement disclosures to assess whether climate risk assumptions underpinning specific account balances were

appropriately disclosed as well as climate related disclosures in note 3 (c) Critical accounting judgements and key sources of estimation

uncertainty; and

• read the climate change-related statements (as disclosed in the ‘People and Planet’ section in the Strategic Report on page 58)

and considered whether the information included in the narrative reporting is materially consistent with the financial statements

and our knowledge obtained in the audit.

7.4 Working with other auditors

All components except for Bord Gáis Energy and Aalborg are audited from the UK and we oversee all component audits through regular

meetings and direct supervision. Whilst we visited Aalborg during the year, the direction, supervision and oversight procedures on Bord

Gáis were performed virtually.

The Group audit team was directly involved in overseeing the component audit planning and execution, through frequent conversations,

virtual and in person meetings, debate, challenge and review of reporting and underlying work papers. We held a two-day planning meeting

with all component teams and specialists to discuss audit execution and our risk assessment, including risks of material misstatement due to

fraud. In addition to our direct interactions and detailed instructions to our component audit teams, Jane Boardman, as lead audit partner,

was also the lead audit partner for the British Gas Energy segment. This enabled direct Group supervision on one of the most significant

components of the Group.

We are satisfied that the level of involvement of the lead audit partner and Group audit team in the component audits has been extensive

and has enabled us to conclude that sufficient appropriate audit evidence has been obtained in support of our opinion on the Group financial

statements as a whole.

8. Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor’s report

thereon. This information comprises the Strategic report, the Directors’ and Corporate Governance report, the Committee reports, the

Remuneration Report and the Other Statutory Information. The directors are responsible for the other information contained within the

annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in 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 course of the audit, or otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a

material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a

material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

9. Responsibilities of directors

As explained more fully in the Directors’ responsibilities statement, 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 Company’s ability to continue as a

going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the

directors either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.

10. 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/

auditorsresponsibilities. This description forms part of our auditor’s report.

11. Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our

procedures are capable of detecting irregularities, including fraud is detailed below.

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11.1 Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and

regulations, we considered the following:

• the nature of the industry and sector, control environment and business performance including the design of the Group’s remuneration

policies, key drivers for directors’ remuneration, bonus levels and performance targets;

• the Group’s own assessment of the risks that irregularities may occur either as a result of fraud or error including the Group’s fraud risk

programme;

• results of our enquiries of management, internal audit and the Audit and Risk Committee about their own identification and assessment of

the risks of irregularities, including those that are specific to the group’s sector;

• any matters we identified having obtained and reviewed the Group’s documentation of their policies and procedures relating to:

– identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

– detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and

– the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations.

• the matters discussed among the audit engagement team including the component audit teams and relevant internal specialists,

including tax, valuations, pensions, climate change, treasury and IT, regarding how and where fraud might occur in the financial

statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and

identified the greatest potential for fraud in the following areas:

• The valuation of residential energy supply billed debt provisions within British Gas Energy;

• Revenue recognition in British Gas Energy;

• The valuation of complex energy derivative contracts; and

• The valuation of decommissioning provisions in Spirit Energy.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management

override.

We also obtained an understanding of the legal and regulatory framework that the Group operates in, focusing on provisions of those laws

and regulations that:

• had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we

considered in this context included the UK Companies Act, the UK Listing Rules, the Electricity Generator Levy, pensions and tax

legislation; and

• do not have a direct effect on the financial statements but compliance with which may be fundamental to the Group’s ability to

operate or to avoid a material penalty. These included the regulations set by the Office of Gas and Electricity Markets (Ofgem) and

Regulations levied by the UK Financial Conduct Authority (FCA) and Prudential Regulatory Authority (PRA).

11.2. Audit response to risks identified

As a result of performing the above, we identified the following as key audit matters related to the potential risk of fraud: (1) the valuation of

residential energy supply billed debt provisions within British Gas Energy; (2) revenue recognition in British Gas Energy; (3) the valuation of

decommissioning provisions in Spirit Energy; and (4) the valuation of complex energy derivative contracts. The key audit matters section of

our report explains the matters in more detail and also describes the specific procedures we performed in response to those key audit

matters.

Our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant

laws and regulations described as having a direct effect on the financial statements;

• enquiring of management, the Audit and Risk Committee, in-house legal counsel and the Group’s ethics team concerning actual and

potential litigation and claims;

• reviewing the reporting to the Audit and Risk Committee, on matters relating to fraud and potential non-compliance with laws and

regulations including the Group’s whistleblowing programme;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due

to fraud;

• reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with

HMRC, Ofgem, the FCA and the PRA; and

• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other

adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and

evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, including

internal specialists and component audit teams, and remained alert to any indications of fraud or non-compliance with laws and regulations

throughout the audit.

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Report on other legal and regulatory requirements

12. Opinions on other matters prescribed by the Companies Act 2006

In our opinion the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies

Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

• the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are

prepared is consistent with the financial statements; and

• the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Group and the Company and their environment obtained in the course of the audit,

we have not identified any material misstatements in the Strategic Report or the Directors’ Report.

13. Corporate Governance Statement

The Listing Rules require us to review 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.

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 and 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 150;

• the directors’ explanation as to its assessment of the Group’s prospects, the period this assessment covers and why the period is

appropriate set out on pages 52 to 53;

• the directors' statement on fair, balanced and understandable set out on page 102;

• the Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 40;

• the section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on

page 100; and

• the section describing the work of the Audit and Risk Committee set out on pages 100 to 111.

14. Matters on which we are required to report by exception

14.1 Adequacy of explanations received and accounting records

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not received all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from

branches not visited by us; or

• the Company financial statements are not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

14.2. Directors’ remuneration

Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’ remuneration have not been

made or the part of the Directors’ Remuneration Report to be audited is not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

15. Other matters which we are required to address

15.1. Auditor tenure

Following the recommendation of the Audit and Risk Committee, we were reappointed by the shareholders on 5 June 2024 to audit

the financial statements for the year ending 31 December 2024 and subsequent financial periods. The period of total uninterrupted

engagement including previous renewals and reappointments of the firm is 8 years, covering the years ending 31 December 2017

to 31 December 2024.

15.2. Consistency of the audit report with the additional report to the Audit & Risk Committee

Our audit opinion is consistent with the additional report to the Audit and Risk Committee we are required to provide in accordance with

ISAs (UK).

16. 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.

As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.15R – DTR 4.1.18R, these

financial statements form part of the Electronic Format Annual Financial Report filed on the National Storage Mechanism of the FCA in

accordance with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over whether the Electronic Format Annual

Financial Report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides no assurance over

whether the annual financial report has been prepared in compliance with DTR 4.1.15R – DTR 4.1.18R.

Jane Boardman FCA (Senior statutory auditor)

For and on behalf of Deloitte LLP

Statutory Auditor

London, United Kingdom

19 February 2025

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| Centrica plc Annual Report and Accounts 2024 |  | 167 |
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#### Group Income Statement

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  |  | 2024 | | |  | 2023 | | |
|  |  | Business  performance  £m | Exceptional items  and certain re-  measurements  £m | Results  for the year  £m |  | Business  performance  £m | Exceptional items  and certain re-  measurements  £m | Results  for the year  £m |
| Year ended 31 December | Notes |  |
| Group revenue | 4,7 | 23,836 | (4,723) | 19,113 |  | 32,561 | (6,916) | 25,645 |
| Insurance revenue | 4,S7 | 800 | — | 800 |  | 813 | — | 813 |
| Total Group revenue |  | 24,636 | (4,723) | 19,913 |  | 33,374 | (6,916) | 26,458 |
| Cost of sales before insurance service expenses  (i) | 5,7 | (20,368) | 9,064 | (11,304) |  | (27,682) | 17,497 | (10,185) |
| Insurance service expenses recognised in cost of  sales | 5,S7 | (460) | — | (460) |  | (475) | — | (475) |
| Re-measurement and settlement of derivative  energy contracts | 5,7 | — | (4,062) | (4,062) |  | — | (6,175) | (6,175) |
| Gross profit | 4,7 | 3,808 | 279 | 4,087 |  | 5,217 | 4,406 | 9,623 |
| Operating costs before insurance service  expenses, credit losses on financial assets and  exceptional items | 5 | (1,833) | — | (1,833) |  | (1,778) | — | (1,778) |
| Insurance service expenses recognised in  operating costs | 5,S7 | (306) | — | (306) |  | (294) | — | (294) |
| Credit losses on financial assets | 5,17 | (373) | — | (373) |  | (602) | — | (602) |
| Exceptional items | 7 | — | (128) | (128) |  | — | (645) | (645) |
| Operating costs | 5 | (2,512) | (128) | (2,640) |  | (2,674) | (645) | (3,319) |
| Share of profits/(losses) of joint ventures and  associates, net of interest and taxation | 6 | 256 | — | 256 |  | 209 | (1) | 208 |
| Group operating profit | 4 | 1,552 | 151 | 1,703 |  | 2,752 | 3,760 | 6,512 |
| Financing costs | 7,8 | (269) | (68) | (337) |  | (308) | — | (308) |
| Investment income | 8 | 313 | — | 313 |  | 269 | — | 269 |
| Net finance income/(cost) | 8 | 44 | (68) | (24) |  | (39) | — | (39) |
| Profit before taxation |  | 1,596 | 83 | 1,679 |  | 2,713 | 3,760 | 6,473 |
| Taxation on profit | 7,9 | (553) | 239 | (314) |  | (838) | (1,595) | (2,433) |
| Profit for the year |  | 1,043 | 322 | 1,365 |  | 1,875 | 2,165 | 4,040 |
| Attributable to: |  |  |  |  |  |  |  |  |
| Owners of the parent |  | 984 | 348 | 1,332 |  | 1,859 | 2,070 | 3,929 |
| Non-controlling interests |  | 59 | (26) | 33 |  | 16 | 95 | 111 |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| Earnings per ordinary share |  |  |  | Pence |  |  |  | Pence |
| Basic | 10 |  |  | 25.7 |  |  |  | 70.6 |
| Diluted | 10 |  |  | 25.1 |  |  |  | 69.4 |
|  |  |  |  |  |  |  |  |  |
| Interim dividend paid per ordinary share | 11 |  |  | 1.50 |  |  |  | 1.33 |
| Final dividend proposed per ordinary share | 11 |  |  | 3.00 |  |  |  | 2.67 |

(i) Cost of sales includes a £142 million debit (2023: £833 million credit) relating to movements in onerous contracts provisions within the certain re-measurements column.

See notes 2 and 7.

The notes on pages 172 to 269 form part of these Financial Statements.

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#### Group Statement of Comprehensive Income

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  | 2024  £m |  | 2023  £m |
| Year ended 31 December | Notes |  |
| Profit for the year |  | 1,365 |  | 4,040 |
| Other comprehensive income |  |  |  |  |
| Items that will be or have been reclassified to the Group Income Statement: |  |  |  |  |
| Impact of cash flow hedging, net of taxation | S4 | 2 |  | (2) |
| Exchange differences on translation of foreign operations  (i) | S4 | (49) |  | (44) |
| Items that will not be reclassified to the Group Income Statement: |  |  |  |  |
| Net actuarial losses on defined benefit pension schemes, net of taxation | S4 | (84) |  | (288) |
| (Losses)/gains on revaluation of equity instruments measured at fair value through other comprehensive  income, net of taxation | S4 | (27) |  | 3 |
| Share of other comprehensive income/(loss) of associates, net of taxation | 14,S4 | 38 |  | (95) |
| Other comprehensive loss, net of taxation |  | (120) |  | (426) |
| Total comprehensive income for the year |  | 1,245 |  | 3,614 |
| Attributable to: |  |  |  |  |
| Owners of the parent |  | 1,211 |  | 3,504 |
| Non-controlling interests | S11 | 34 |  | 110 |

(i) Exchange differences on translation of foreign operations includes £50 million of losses (2023: £43 million) attributable to the equity holders of the parent, and £1 million

of gains (2023: £1 million of losses) attributable to non-controlling interests.

The notes on pages 172 to 269 form part of these Financial Statements.

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| Centrica plc Annual Report and Accounts 2024 |  | 169 |
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#### Group Statement of Changes in Equity

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Share  capital  £m | Share  premium  £m | Retained  earnings  £m | Other  equity  £m | Total  £m | Non-controlling  interests  £m | Total  equity  £m |
|  |
| 1 January 2023 | 365 | 2,394 | (466) | (1,276) | 1,017 | 263 | 1,280 |
| Profit for the year | — | — | 3,929 | — | 3,929 | 111 | 4,040 |
| Other comprehensive loss | — | — | — | (425) | (425) | (1) | (426) |
| Total comprehensive income/(loss) | — | — | 3,929 | (425) | 3,504 | 110 | 3,614 |
| Employee share schemes and other  share transactions | — | — | (3) | 45 | 42 | — | 42 |
| Share buyback programme (note S4) | — | — | — | (500) | (500) | — | (500) |
| Dividends paid to equity holders (note 11) | — | — | (186) | — | (186) | — | (186) |
| Distributions to non-controlling interests | — | — | — | — | — | (17) | (17) |
| 31 December 2023 | 365 | 2,394 | 3,274 | (2,156) | 3,877 | 356 | 4,233 |
| Profit for the year | — | — | 1,332 | — | 1,332 | 33 | 1,365 |
| Other comprehensive (loss)/income | — | — | — | (121) | (121) | 1 | (120) |
| Total comprehensive income/(loss) | — | — | 1,332 | (121) | 1,211 | 34 | 1,245 |
| Employee share schemes and other share  transactions | — | — | (8) | 41 | 33 | — | 33 |
| Share buyback programme (note S4) | — | — | — | (480) | (480) | — | (480) |
| Shares cancelled in the year (note 26) | (21) | — | (400) | 421 | — | — | — |
| Dividends paid to equity holders (note 11) | — | — | (219) | — | (219) | — | (219) |
| 31 December 2024 | 344 | 2,394 | 3,979 | (2,295) | 4,422 | 390 | 4,812 |

The notes on pages 172 to 269 form part of these Financial Statements.

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#### Group Balance Sheet

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 31 December  2024  £m | 31 December  2023  £m |
|  | Notes |
| Non-current assets |  |  |  |
| Property, plant and equipment | 13 | 1,859 | 1,846 |
| Interests in joint ventures and associates | 14 | 794 | 903 |
| Other intangible assets | 15 | 318 | 340 |
| Goodwill | 15 | 478 | 405 |
| Deferred tax assets | 16 | 339 | 456 |
| Trade and other receivables, and contract-related assets | 17 | 179 | 210 |
| Derivative financial instruments | 19 | 267 | 899 |
| Retirement benefit assets | 22 | 129 | 64 |
| Other investments | 24 | 87 | 61 |
| Securities | 25 | 139 | 116 |
|  |  | 4,589 | 5,300 |
| Current assets |  |  |  |
| Trade and other receivables, and contract-related assets | 17 | 5,204 | 5,409 |
| Other intangible assets | 15 | 319 | 293 |
| Inventories | 18 | 904 | 1,079 |
| Derivative financial instruments | 19 | 1,309 | 2,373 |
| Current tax assets |  | 70 | 64 |
| Securities | 25 | — | 405 |
| Cash and cash equivalents | 25 | 6,338 | 6,443 |
|  |  | 14,144 | 16,066 |
| Total assets |  | 18,733 | 21,366 |
| Current liabilities |  |  |  |
| Derivative financial instruments | 19 | (932) | (2,391) |
| Trade and other payables, and contract-related liabilities | 20 | (6,392) | (7,000) |
| Insurance contract liabilities | S7 | (175) | (165) |
| Current tax liabilities |  | (181) | (299) |
| Provisions for other liabilities and charges | 21 | (368) | (279) |
| Bank overdrafts, loans and other borrowings | 25 | (854) | (1,002) |
|  |  | (8,902) | (11,136) |
| Non-current liabilities |  |  |  |
| Deferred tax liabilities | 16 | (88) | (424) |
| Derivative financial instruments | 19 | (455) | (615) |
| Trade and other payables, and contract-related liabilities | 20 | (175) | (207) |
| Provisions for other liabilities and charges | 21 | (1,493) | (1,469) |
| Retirement benefit obligations | 22 | (150) | (181) |
| Bank loans and other borrowings | 25 | (2,658) | (3,101) |
|  |  | (5,019) | (5,997) |
| Total liabilities |  | (13,921) | (17,133) |
| Net assets |  | 4,812 | 4,233 |
| Share capital | 26 | 344 | 365 |
| Share premium |  | 2,394 | 2,394 |
| Retained earnings |  | 3,979 | 3,274 |
| Other equity | S4 | (2,295) | (2,156) |
| Total shareholders’ equity |  | 4,422 | 3,877 |
| Non-controlling interests | S11 | 390 | 356 |
| Total shareholders’ equity and non-controlling interests |  | 4,812 | 4,233 |

The Financial Statements on pages 167 to 269, of which the notes on pages 172 to 269 form part, were approved and authorised for

issue by the Board of Directors on 19 February 2025 and were signed below on its behalf by:

Chris O’SheaRussell O’Brien

Group Chief ExecutiveGroup Chief Financial Officer

Centrica plc Registered No: 03033654

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| Centrica plc Annual Report and Accounts 2024 |  | 171 |
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#### Group Cash Flow Statement

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |  |
| Group operating profit including share of results of joint ventures and associates |  | 1,703 | 6,512 |  |
| Deduct share of profits of joint ventures and associates, net of interest and taxation | 6 | (256) | (208) |  |
| Group operating profit before share of results of joint ventures and associates |  | 1,447 | 6,304 |  |
| Add back/(deduct): |  |  |  |  |
| Depreciation and amortisation | 13,15 | 473 | 518 |  |
| Impairments | 4,7 | 98 | 669 |  |
| Gain on disposals |  | (4) | — |  |
| Increase/(decrease) in provisions |  | 110 | (1,021) |  |
| Cash contributions to defined benefit schemes in excess of service cost income statement charge |  | (208) | (215) |  |
| Employee share scheme costs |  | 47 | 31 |  |
| Unrealised losses/(gains) arising from re-measurement of energy contracts |  | 96 | (2,949) |  |
| Operating cash flows before movements in working capital relating to business performance and payments  relating to taxes, exceptional charges and operating interest |  | 2,059 | 3,337 |  |
| Decrease in inventories |  | 164 | 186 |  |
| Decrease in trade and other receivables and contract-related assets relating to business performance |  | 241 | 2,911 |  |
| Decrease in trade and other payables and contract-related liabilities relating to business performance |  | (657) | (2,853) |  |
| Operating cash flows before payments relating to taxes, exceptional charges and operating interest |  | 1,807 | 3,581 |  |
| Taxes paid | 9 | (636) | (803) |  |
| Operating interest paid | 8 | (16) | (20) |  |
| Payments relating to exceptional charges in operating costs | 7 | (6) | (6) |  |
| Net cash flow from operating activities |  | 1,149 | 2,752 |  |
| Purchase of businesses and assets, net of cash acquired | 12 | (92) | (34) |  |
| Sale of businesses, including receipt of deferred consideration |  | 4 | 55 |  |
| Purchase of property, plant and equipment and intangible assets | 4 | (416) | (335) |  |
| Investments in joint ventures and associates | 14 | — | (9) |  |
| Dividends received from joint ventures and associates | 14 | 355 | 220 |  |
| Interest received |  | 317 | 267 |  |
| Net purchase of other investments | 24 | (56) | (37) |  |
| Settlement of securities | 25 | 400 | — |  |
| Purchase of securities | 25 | (19) | (12) |  |
| Net cash flow from investing activities |  | 493 | 115 |  |
| Proceeds from exercise of share options | S4 | — | 6 |  |
| Payments for own shares | S4 | (8) | — |  |
| Share buyback programme | S4 | (499) | (613) |  |
| Cash inflow from borrowings | 25 | 483 | 930 |  |
| Distributions to non-controlling interests |  | — | (17) |  |
| Financing interest paid | 25 | (283) | (286) |  |
| Cash outflow from repayment of borrowings and capital element of leases | 25 | (1,022) | (1,248) |  |
| Equity dividends paid | 11 | (219) | (186) |  |
| Net cash flow from financing activities |  | (1,548) | (1,414) |  |
| Net increase in cash and cash equivalents |  | 94 | 1,453 |  |
| Cash and cash equivalents including overdrafts as at 1 January |  | 5,629 | 4,242 |  |
| Effect of foreign exchange rate changes | 25 | (30) | (66) |  |
| Cash and cash equivalents including overdrafts at 31 December | 25 | 5,693 | 5,629 |  |
| Included in the following line of the Group Balance Sheet: |  |  |  |  |
| Cash and cash equivalents | 25 | 6,338 | 6,443 |  |
| Overdrafts included within current bank overdrafts, loans and other borrowings | 25 | (645) | (814) |  |

The notes on pages 172 to 269 form part of these Financial Statements.

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#### Notes to the Financial Statements

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| Notes to the Financial Statements provide additional  information required by statute, accounting standards  or Listing Rules to explain a particular feature of the  consolidated Financial Statements.  The notes to these Financial Statements focus on areas that  are key to understanding our business. Additional  information that we are required to disclose by accounting  standards or regulation is disclosed in the Supplementary  Information (notes S1 to S11).  In addition, for clarity, notes begin with a simple  introduction outlining their purpose. |
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1. Basis of preparation and summary of significant

new accounting policies and reporting changes

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| This section details new accounting standards,  amendments to standards and interpretations, whether  these are effective in 2024 or later years, and if and how  these are expected to impact the financial position and  performance of the Group. |
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The material accounting policies applied in the preparation of

these consolidated Financial Statements are set out below and

in the Supplementary Information (note S2). Unless otherwise

stated, these policies have been consistently applied to the

years presented.

(a) Basis of preparation

The consolidated Financial Statements have been prepared in

accordance with United Kingdom adopted International Accounting

Standards and in conformity with the requirements of the

Companies Act 2006.

The consolidated Financial Statements have been prepared on the

historical cost basis except for: certain gas inventory, derivative

financial instruments, financial instruments required to be measured

at fair value through profit or loss or other comprehensive income,

and those financial instruments so designated at initial recognition,

and the assets of the Group’s defined benefit pension schemes that

have been measured at fair value; the liabilities of the Group’s

defined benefit pension schemes that have been measured using

the projected unit credit valuation method; and the carrying values

of recognised assets and liabilities qualifying as hedged items in fair

value hedges that have been adjusted from cost by the changes in

the fair values attributable to the risks that are being hedged.

The Directors have, at the time of approving the financial

statements, a reasonable expectation that the Company and Group

have adequate resources to continue in operational existence for

the foreseeable future, which reflects a period of twelve months

from the date of approval of the accounts, with modelled analysis

extending to 31 December 2027. The scenarios considered as part

of the going concern assessment are consistent with those used in

the longer-term viability statement. In particular, cash forecasts for

the Group have been stress-tested for different scenarios including

reasonably possible increases/decreases in commodity prices and

the risk scenarios described in the viability statement, assessing

reasonably possible combinations of risks, the largest of which is the

increased margin outflows in our trading and upstream businesses.

Risks considered also include the impact of a low commodity price

environment, significant adverse weather events, increased bad

debt charges, production falls in the Group’s upstream business,

trading and hedging underperformance and cyber risk. The Group’s

strong liquidity position, coupled with its ability to deploy effective

mitigating actions, ensures resilience against a volatile external risk

environment. The Group continues to manage the Group’s financing

profile through accessing a diverse source of term funding and

maintaining access to carefully assessed levels of standby liquidity

which support the Group’s planned financial commitments. The

level of undrawn committed bank facilities and available cash

resources has enabled the Directors to conclude that there are

no material uncertainties relating to going concern. As a result, the

Group continues to adopt the going concern basis of accounting

in preparing the financial statements.  Further information on the

Group’s strong liquidity position, including its indebtedness and

available committed facilities, is provided in note 25.

The preparation of financial statements in conformity with IFRS

requires the use of certain critical accounting estimates. It requires

management to exercise its judgement in the process of applying

the Group’s accounting policies. The areas involving a higher degree

of judgement or complexity and areas where assumptions and

estimates are significant to the consolidated Financial Statements

are described in notes 2 and 3.

(b) New accounting policies, standards, amendments and

interpretations effective or adopted in 2024

From 1 January 2024, the following standards and amendments

are effective in the Group’s consolidated Financial Statements:

• Amendments to IAS 1 ‘Presentation of Financial Statements’,

Classification of Liabilities as Current or Non-current, and Non-

current Liabilities with Covenants;

• Amendments to IFRS 16 ‘Leases’, Lease Liability in a Sale and

Leaseback; and

• Amendments to IAS 7 'Statement of Cash Flows' and IFRS 7

'Financial Instruments: Disclosures', Supplier Finance

Arrangements.

There has been no material impact on the consolidated Financial

Statements from  any of the above amendments during the year.

(c) Standards and amendments that are issued but not yet

applied by the Group

At the date of authorisation of these consolidated Financial

Statements, the Group has not applied the following new and

revised standards and amendments that have been issued but are

not yet effective:

• Amendments to IAS 21 ‘The Effects of Changes in Foreign

Exchange Rates' Lack of Exchangeability, effective from 1 January

2025;

• Amendments to IFRS 9 'Financial Instruments' and IFRS 7 'Financial

Instruments: Disclosures', Amendments to the Classification and

Measurement of Financial Instruments, effective from 1 January

2026;

• Amendments to IFRS 9 ‘Financial Instruments’ and IFRS 7 ‘Financial

Instruments: Disclosures’, Contracts Referencing Nature-

dependent Electricity, effective from 1 January 2026;

• IFRS 18 'Presentation and Disclosure in Financial Statements',

effective from 1 January 2027; and

• IFRS 19 'Subsidiaries without Public Accountability', effective from

1 January 2027.

The potential impact of IFRS 18 ‘Presentation and Disclosure in

Financial Statements’, and the amendments to IFRS 9 ‘Financial

Instruments’ and IFRS 7 ‘Financial Instruments: Disclosures’ in

respect of Nature-dependent Electricity are given below.

IFRS 18 ‘Presentation and Disclosure in Financial Statements’

IFRS 18 will replace IAS 1 ‘Presentation of Financial Statements’ and

become effective on 1 January 2027. IFRS 18 will introduce five new

requirements on presentation and disclosure in the financial

statements, with a focus on the income statement and reporting of

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1. Basis of preparation and summary of significant

new accounting policies and reporting changes

financial performance. Income and expenses in the income

statement will be classified into five categories – operating,

investing, financing, income taxes and discontinued operations. Two

new subtotals will be presented: ‘Operating profit or loss’ and ‘Profit

or loss before financing and income tax’.

IFRS 18 will also require disclosures about management-defined

performance measures in the financial statements and disclosure

of information based on enhanced general requirements on

aggregation and disaggregation.

The Group is currently assessing the impact of IFRS 18 and

tentatively notes that the presentation of the Group’s share of

profits and losses of joint ventures and associates is expected to be

shown within investing activities, rather than Group operating profit

or loss. The Group’s assessment remains ongoing and further

changes upon the implementation of IFRS 18 may be required.

Amendments to IFRS 9 ‘Financial Instruments’ and IFRS 7

‘Financial Instruments: Disclosures’, Contracts Referencing

Nature-dependent Electricity

The International Accounting Standards Board (IASB) has

introduced targeted amendments to IFRS 9 and IFRS 7 aimed at

resolving the challenges in accounting for electricity contracts, such

as power purchase agreements, dependent on uncontrollable

natural factors, such as weather conditions. The amendments clarify

how entities should assess whether these contracts qualify for the

‘own-use’ exemption available under IFRS 9. Key considerations

include whether the entity is a net purchaser over a reasonable time

frame, taking into account variability in electricity generation.

Amendments to hedge accounting have also been made to allow

entities to designate a variable nominal volume of forecasted

purchases or sales as the hedged item, provided certain conditions

are met.

The Group is currently assessing the impact of these amendments

which become effective on 1 January 2026.

Management does not currently expect the other issued but not

effective amendments or standards, or standards not discussed

above to have a material impact on the consolidated Financial

Statements.

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2. Centrica specific  accounting measures

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| This section sets out the Group’s specific accounting  measures applied in the preparation of the consolidated  Financial Statements. These measures enable the users  of the accounts to understand the Group’s underlying  and statutory business performance separately. |
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(a) Use of adjusted performance measures

The Directors believe that reporting adjusted measures (revenue,

margin, profit, earnings per share and cash flow) provides additional

useful information on business performance and underlying trends.

These measures are used for internal performance purposes, are

not defined terms under IFRS and may not be comparable with

similarly titled measures reported by other companies.

Management uses adjusted revenue, adjusted gross margin and

adjusted operating profit to evaluate segment performance. They

are defined as revenue/gross margin/operating profit before:

• Exceptional items; and

• Certain re-measurements.

Exceptional items and certain re-measurements are excluded to

enable the Directors to convey to the users an enhanced

understanding of the Group’s business performance. See section

(b) of this note for further details. Segmental adjusted gross margin

and adjusted operating profit exclude the impact of the colleague

profit share because management considers it unrelated to

segmental business performance. Similarly, because Segmental

adjusted gross margin and adjusted operating profit are presented

as managed by the Board (Chief Operating Decision Maker), the

elimination on consolidation of the internal margin and indirect costs

on smart meter installation recognised in British Gas Services &

Solutions and subsequently capitalised in the meter asset provider

business within British Gas Energy is also excluded.

Adjusted earnings is defined as earnings before:

• Exceptional items net of taxation; and

• Certain re-measurements net of taxation.

A reconciliation of adjusted earnings and adjusted earnings per

share is provided in note 10.

Free cash flow is used by management to assess the cash-

generating performance of each segment. Segmental free cash

flow is defined as net cash flow from operating and investing

activities before:

• Deficit reduction payments made to the UK defined benefit

pension schemes;

• Movements in variation margin and collateral;

• Interest received;

• Sale, settlement and purchase of securities; and

• Taxes paid and refunded.

Segmental free cash flow as assessed by management excludes

cash flows relating to tax. This is because the effect of Group

relief and similar reliefs could distort the measure of segment

performance. As a Group-wide measure, free cash flow includes

taxes paid and refunded.

Free cash flow gives a measure of the cash generation performance

of the business after taking account of the need to maintain its

capital asset base. By excluding deficit reduction payments and

movements in variation margin and collateral, which are

predominantly triggered by wider market factors and, in the case

of collateral and margin movements, represent timing differences,

free cash flow gives a measure of the underlying performance of

the Group.

Interest received and cash flows from the sale, settlement and

purchase of securities are excluded from free cash flow as these

items are included in the Group’s adjusted net cash/(debt) measure

and are therefore viewed by the Directors as related to the manner

in which the Group finances its operations.

Adjusted net cash/(debt) is used by management to assess the

underlying indebtedness of the business. Adjusted net cash/(debt)

is defined as cash and cash equivalents, net of bank overdrafts,

borrowings, leases, interest accruals and related derivatives. This

is adjusted for:

• Securities; and

• Sub-lease assets.

(b) Exceptional items and certain re-measurements

The Group reflects its underlying financial results in the business

performance column of the Group Income Statement. To be able

to provide users with this clear and consistent presentation, the

effects of ‘certain re-measurements’ of financial instruments, and

‘exceptional items’, are reported in a different column in the Group

Income Statement.

The Group is an integrated energy business. This means that it

utilises its knowledge and experience across the gas and power

(and related commodity) value chains to make profits across the

core markets in which it operates. As part of this strategy, the

Group enters into a number of forward energy trades to protect and

optimise the value of its underlying production, generation, storage

and transportation assets and contracts (and similar capacity or

offtake arrangements including  Liquefied Natural Gas (LNG)), as

well as to meet the future needs of its customers (downstream

demand). These trades are designed to reduce the risk of holding

such assets, contracts or downstream demand and are subject to

strict risk limits and controls.

Primarily because some of these trades include terms that permit

net settlement, they are prohibited from being designated as ‘own

use’ and so IFRS 9 ‘Financial Instruments’ requires them to be

individually fair valued.

Fair value movements on these commodity derivative trades do not

reflect the underlying performance of the business because they

are economically related to our upstream assets, capacity/offtake

contracts or downstream demand, which are typically not fair

valued. Similarly, where our downstream customer supply contracts

or our LNG procurement contracts have become onerous as a

result of significant market price movements (and the fact any

associated commodity hedges have separately been recognised

at fair value under IFRS 9 and therefore the onerous supply/LNG

contract assessment must reflect the reversal of those gains in

subsequent periods), Movements in the required provision are also

reflected as a certain re-measurement in the ‘Cost of sales’ line item

and separately disclosed in note 7.

Movements in this provision do not reflect the underlying

performance of the business because they are economically related

to both the hedges as well as forecast future profitability of the

portfolio as a whole, in the case of the supply/LNG procurement

contracts. Therefore, these certain re-measurements are reported

separately and are subsequently reflected in business performance

when realised, which is generally when the underlying transaction or

asset impacts profit or loss. This enables the Group to convey the

performance of the business both with and without the impact of

such items.

The effects of these certain re-measurements are presented

within either revenue or cost of sales when recognised in business

performance depending on the nature of the contract. They are

managed separately from proprietary energy trading activities

where trades are entered into speculatively for the purpose of

making profits in their own right. These proprietary trades are

included in revenue in the business performance column of the

Group Income Statement.

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2. Centrica specific accounting measures

The Group’s result for the year presents both realised and unrealised

fair value movements on all derivative energy contracts within the

‘Re-measurement and settlement of derivative energy contracts’

line item.

Exceptional items are those items that, in the judgement of the

Directors, need to be disclosed separately by virtue of their nature,

size or incidence. Again, to ensure the business performance

column reflects the underlying results of the Group, these

exceptional items are also reported in the separate column in

the Group Income Statement. Items that may be considered

exceptional in nature include disposals of businesses or significant

assets, business restructuring, debt repurchase/refinancing costs,

legacy contract costs associated with business activities that have

ceased, certain pension past service credits/costs, asset

impairments/write-backs, and the tax effects of these items.

The Group distinguishes between business performance asset

impairments/write-backs and exceptional impairments/write-

backs on the basis of the underlying driver of the impairment, as well

as the magnitude of the impairment. Drivers that are deemed to be

outside of the control of the Group (e.g. commodity price changes)

give rise to exceptional impairments. Additionally, impairment

charges that are of a one-off nature (e.g. reserve downgrades or

one-time change in intended use of an asset) and significant enough

value to distort the underlying results of the business are considered

to be exceptional. Other impairments that would be expected in the

normal course of business are reflected in business performance.

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3. Critical accounting judgements and key sources

of estimation uncertainty

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| This section sets out the key areas of judgement  and estimation that have the most significant effect  on the amounts recognised in the consolidated  Financial Statements. |
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(a) Critical judgements in applying the Group’s accounting

policies

Management has made the following key judgements in applying

the Group’s accounting policies that have the most significant

effect on the consolidated Group Financial Statements.

Spirit Energy consolidation

The Group judges that through its Board majority, it can control

the relevant activities that most significantly influence the variable

returns of the Spirit Energy business, including Board Reserved

Matters. Consequently, Spirit Energy is fully consolidated. This

assessment was carried out when the Group acquired Bayerngas

Norge’s exploration and production business and combined this

with the Group’s existing exploration and production business

to form the Spirit Energy business in 2017 and is considered annually

to ensure consolidation remains appropriate.

The Group holds a 69% interest in Spirit Energy. The 31% minority

interest shareholder does have some influence over decision-

making activities, but does not possess any controlling rights over

the Spirit Energy business.

Liquefied Natural Gas (LNG) contracts

The Group is active in the LNG market, both procuring long-term

LNG supply arrangements and transacting in shorter-term LNG

cargoes. As part of its operations in the market, the Group optimises

its contractual positions in order to meet customer demand for

physical commodity. In response to the continuing development

of the global LNG market which, consistent with prior years, is not

considered to be active, the Group has reviewed its portfolio of LNG

transactions and contracts. It has judged that its activities are carried

out for the purpose of receipt or delivery of physical commodity

in accordance with its expected purchase and sale requirements.

As a result, the Group’s contracts to buy and sell LNG are outside

the scope of IFRS 9 and are accounted for on an accruals basis. As a

consequence of this judgement, the LNG contracts are also

assessed as to whether they may be onerous.

The Group considers it a critical judgement as to whether any

onerous contract costs arising should be presented as a certain re-

measurement until such time that the physical cargoes are delivered,

or within business performance. The same judgement applies to the

recognition, and timing, of unrealised hedging gains or losses relating

to those contracts.

The onerous contract assessment ignores the portfolio of hedges

associated with the LNG contracts because the hedges are

separately marked to market. See note 2(b) for further details on the

accounting treatment of LNG onerous contracts and hedging

derivatives within certain re-measurements. In some instances,

hedges may realise (with gains/losses recognised in the business

performance column of the Group Income Statement) in advance of

cargo delivery because of the pricing terms within the cargo

contracts. In 2024, hedge gains of £52 million were realised and

recorded within business performance which are notionally

associated with cargo purchases that will be delivered in the first

quarter of 2025. These cargo purchases are expected to result in a

loss of a similar amount in 2025. This forecast loss, whilst included as

part of the onerous contract provision at the balance sheet date, has

not been recognised in business performance, as the LNG contracts

are hedged on a portfolio basis and so the Group does not expect an

unavoidable loss in business performance once future physical

cargoes, and hedging re-measurements, are delivered and realised

respectively. The portfolio is forecast to remain profitable in 2025

and beyond. See note 7.

(b) Key sources of estimation uncertainty

The sections below detail the assumptions the Group makes

about the future and other major sources of estimation uncertainty

when measuring its assets and liabilities at the reporting date. The

information given relates to the sources of estimation uncertainty

that have a significant risk of resulting in a material adjustment to

those assets and liabilities in the next financial year. In some cases,

the matter involves both a critical judgement as well as a key source

of estimation uncertainty. That is, there is more than one

judgemental aspect related to the matter. In these instances, all

critical judgements and key sources of estimation uncertainty

related to each area are discussed in the same section to provide a

comprehensive understanding of the overall nature of the

uncertainties involved.

Estimates and associated assumptions are based on historical

experience and various other factors that are believed to be

reasonable under the circumstances, including current and

expected economic conditions, and, in some cases, actuarial

techniques. Although these estimates and associated assumptions

are based on management’s best knowledge of current events and

circumstances, actual results may differ. Revisions to accounting

estimates are recognised in the period in which the estimate is

revised if the revision affects only that period, or in the period of the

revision and future periods if the revision affects both current and

future periods.

Electricity Generator Levy

At the end of 2022, the Government announced the implementation

of the Electricity Generator Levy (EGL), a new, temporary levy

applicable to receipts that the Group realises from electricity

generation in the UK from nuclear and renewable sources in the

period from 1 January 2023 to 31 March 2028. It was legislated in the

Finance (No 2) Act 2023. The levy applies a 45% charge on receipts

generated from the production of wholesale electricity sold at an

average price in excess of £75/MWh (adjusted for inflation

prospectively), exceeding an annual threshold of £10 million. The

benchmark rate for 2024 was £77.94/MWh. It applies to generators

whose generation exceeds 50GWh annually, as well as off-take

arrangements with significant minority shareholders in such

generators (e.g. generation within our Nuclear associate and

potentially our off-take from that associate).

During the year, the Group's share of its Nuclear associate's EGL

liabilities amounted to £86 million (31 December 2023: £41 million).

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3. Critical accounting judgements and key sources

of estimation uncertainty

This is recorded within the share of profit after tax from associates.

The Group has also made payments on account to HMRC of

£80 million (31 December 2023: £285 million) in relation to its

estimated EGL liabilities for its minority shareholder Nuclear

offtake arrangements during the year ended 31 December 2024

and recognised an expense of £80 million (31 December 2023:

£285 million) within the Group Income Statement, as part of Cost

of sales.

The Group continues to determine that the accounting for the levy

falls within the scope of IAS 37 ‘Provisions, contingent liabilities,

and contingent assets’ and IFRIC 21 ‘Levies’ on the basis that the

levy represents a legislative liability imposed by the Government,

calculated with reference to revenue generated. The Group

recognises the levy progressively over time, as the related

electricity is sold. The Group also considered the applicability of IAS

12 ‘Income Taxes’, however the EGL is based on revenue generated,

and not taxable profit and is therefore outside the scope of IAS 12.

The Group continues to review the EGL legislation and its

application. The EGL legislation is new, and its interpretation and

application is unclear in respect of the Group’s minority shareholder

Nuclear offtake arrangements. As such, the extent of the levy that

will ultimately be due in this regard is not yet certain, and a lower

amount may eventually be determined. If this were the case, a tax

deposit asset would be recorded on the Group Balance Sheet,

and as a credit within Cost of sales in the Group Income Statement,

when it became probable that the asset would be recoverable,

in accordance with the 2019 IFRIC Agenda decision on Deposits

relating to taxes other than income taxes. Given the early stage of

discussions there is not yet sufficient evidence to support the

probability of recovery and therefore no asset has been recorded

at the balance sheet date.

There is a key source of estimation uncertainty in relation to the

amount of levy the Group owes for both 2023 and 2024 of up to

£150 million, related to the assessment of the proportion of

generation that can be ascribed to a wholesale purchase and

therefore whether a related tax deposit asset should be recorded

for the recovery of payments on account made to HMRC of up to

£150 million. Whilst a material change in the accounting could occur

in the next financial period, ultimate resolution of this uncertainty

may take a number of years.

Credit provisions for trade and other receivables

The commodity price environment during the second half of 2024

has trended upwards and macroeconomic conditions including both

higher interest rates and higher inflation remain challenging.

These factors result in the assessment and adequacy of credit

provisions for trade and other receivables to continue to be a key

source of estimation uncertainty given that the current

macroeconomic conditions are expected to increase the probability

of default and the overall loss allowance. See note  17 for further

information.

The Group utilises a range of factors, including both internal and

external, historic and forward-looking, to assess the adequacy

of the Group’s credit provisions. Whilst the Group utilises a matrix

output model to record provision coverage, management

recognises that the model does not always adequately capture

scenarios where there is a delayed impact on customer payments,

such as forward-looking macroeconomic challenges. This was

particularly applicable in the prior year. In the current year, the

Group has continued to assess the model and has recorded a

macroeconomic credit provision of £49 million (31 December 2023:

£175 million) primarily on the basis that the upward trend in the

commodity price environment in the second half of 2024 and

resultant ability of customers to pay may not be fully reflected in the

model. The assumptions included in the macroeconomic provision

include the impact of the increase to Ofgem’s Energy Price Cap,

the continued cost of living challenges, higher level of interest rates

and the fact that certain enforcement activity remains suspended.

This results in a total credit provision for trade and other receivables

at 31 December 2024 of £1,532 million (31 December 2023:

£1,309 million).

Pensions and other post-employment benefits

The cost of providing benefits under defined benefit pension

schemes is determined separately for each of the Group’s schemes

under the projected unit credit actuarial valuation method. Actuarial

gains and losses are recognised in full in the year in which they

occur. The key assumptions used for the actuarial valuation are

based on the Group’s best estimate of the variables that will

determine the ultimate cost of providing post-employment

benefits. Where a net pension scheme asset arises, recognition of

the asset is permitted because the Group has an unconditional right

to a refund on any winding up of the schemes or if gradual

settlement of liabilities over time is assumed.

The Group’s defined benefit schemes hold part of their plan asset

portfolio as unquoted assets. These include private equity and

property interests that are typically subject to valuation uncertainty.

The valuation of these assets is based on the latest asset manager

views and other relevant benchmarks.

The key source of estimation uncertainty is the assessment of

the value of the pension liabilities (under IAS 19) within the scheme

valuations. Key assumptions are the discount rate, inflation and

life expectancy.

Further details, including sensitivities to these assumptions, are

provided in note 22.

Impairment and impairment reversals of long-lived assets

The Group makes judgements in considering whether the carrying

amounts of its long-lived assets (principally Upstream gas

production assets, Nuclear investment (20% economic interest

accounted for as an investment in associate), Batteries, Solar assets,

Gas peakers and Goodwill) or cash-generating units (CGUs) are

recoverable and estimates their recoverable amounts. See note

7(b) for details.

A key assumption in these judgements is forecast future

commodity prices. For the first four years, observable market prices

are used and thereafter an estimation of longer-term prices is

required. During the year, the Group has refined the estimation

methodology applied to forecasting these longer-term commodity

prices. As the Group has announced its intention to invest between

£600-800 million in capital expenditure annually over the next few

years, including in assets with long-term commodity price exposure,

it was considered important to derive a Centrica view of long-term

prices to help assess both asset values and inform impairment

assessments rather than continue to utilise an average of third-party

comparator median curves. An internal review was conducted to

map Centrica’s beliefs around the evolution of each commodity

market to specific, reputable, third party curve providers. This

review evolved during the year and resulted in a more refined view

using a balance of curve providers more aligned to our long-term

view. Accordingly these long-term price assumptions are expected

to help facilitate a better estimation of the recoverable amount of

long-lived assets. The year-end price assumptions were broadly

aligned with those that would have been calculated under the

previous methodology. As a result, the outcome if the prior year

methodology for deriving longer-term commodity prices was

retained, would not be materially different to the new methodology

used in the current year. The overall effect on future periods from

this methodology change cannot be estimated because it will

depend on the relative changes to future price forecasts from the

third-party providers. The assets where the recoverable amount is

determined by forecast future commodity prices and hence whose

recoverable amounts are a key source of estimation uncertainty are:

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3. Critical accounting judgements and key sources

of estimation uncertainty

Upstream gas assets

Forward prices for gas are a key input in the determination of the

recoverable amount of the Group’s gas production assets. 2024

has seen increases in the prices of this commodity, both in terms of

observable market prices and forecast forward prices. Impairment

headroom remains for the Group’s significant fields at the year-end.

As at 31 December 2024, this remains a key source of estimation

uncertainty due to potential future price decreases. As a sensitivity,

were gas prices in the liquid period (2025-29) to fall by 50%, a post-

tax impairment of £116 million would arise. Potential future price

increases give rise to less estimation uncertainty, as the recoverable

amounts of the Group’s gas assets are capped at depreciated

historic cost.

Further details of the assumptions used in determining the

recoverable amounts and sensitivities to the assumptions are

provided in note 7.

Nuclear investment

The recoverable amount of the Nuclear investment is based on

the value of the existing UK nuclear fleet operated by EDF. The

existing fleet value is calculated by discounting pre-tax cash flows

derived from the stations based on forecast power generation and

power prices, whilst taking account of outages and the likely

operational lives of the stations. During the year, the recoverable

amount has decreased, predominantly due to a fall in power prices

both on a forecast and actuals basis, offset by the impact of life

extensions at four of the stations. This has resulted in an impairment

of £48 million.

The key source of estimation uncertainty is power price forecasts,

other input assumptions include production levels, application of the

Electricity Generator Levy and station lives. Further details of these

uncertainties, together with the methodology, assumptions and

impairment booked during the year are provided in note 7, together

with related sensitivities.

Revenue recognition – unread gas and electricity meters

Revenue for energy supply activities includes an assessment of

energy supplied to customers between the date of the last meter

reading and the year-end (known as unread revenue). Unread gas

and electricity comprises both billed and unbilled revenue. It is

estimated through the billing systems, using historical consumption

patterns, on a customer-by-customer basis, taking into account

weather patterns, load forecasts and the differences between

actual meter readings being returned and system estimates.

Actual meter readings continue to be compared to system

estimates between the balance sheet date and the finalisation

of the accounts.

An assessment is also made of any factors that are likely to

materially affect the ultimate economic benefits that will flow

to the Group, including bill cancellation and re-bill rates. Estimated

revenue is restricted to the amount the Group expects to be

entitled to in exchange for energy supplied. The judgements

applied, and the assumptions underpinning these judgements,

are considered to be appropriate. However, a change in these

assumptions would have an impact on the amount of revenue

recognised. The primary source of estimation uncertainty relating

to unread revenue arises in the respect of gas and electricity sales

to UK downstream customers in British Gas Energy and Centrica

Business Solutions, including where changes in customer behaviour

in response to elevated prices affect estimated consumption. At 31

December 2024 unread revenue arising from these customers

amounted to £2,732 million (2023: £2,992 million). A change in these

assumptions of 2% would impact revenue and profit by £55 million.

Additionally, there is some risk this change could be higher when

considering the assumptions implicit in unread revenue and the

extent to which revenue is constrained through the application of

the IFRS 15 requirements.

Decommissioning costs

The estimated cost of decommissioning at the end of the producing

lives of gas fields is reviewed periodically and is based on reserves,

price levels and technology at the balance sheet date. Provision is

made for the estimated cost of decommissioning at the balance

sheet date. The payment dates of total expected future

decommissioning costs are uncertain and dependent on the lives

of the facilities, but are currently anticipated to be predominantly

incurred by 2035.

The level of provision held is sensitive to both the estimated

decommissioning costs (in particular for the non-operated assets

and non-contracted expenditure) and the discount rate, hence each

input is considered to be a key source of estimation uncertainty.

During the year, there has been an increase in government gilt yields

appropriate to the forecast profile of the decommissioning

expenditure, and therefore the real discount rate used to discount

the decommissioning liabilities at 31 December 2024 increased

to 2% (31 December 2023: 1%). A 1% increase in the discount rate

reduces the decommissioning liability by approximately £70 million

whilst a 1% decrease in the discount rate would increase the

provision by approximately £76 million. A 10% increase in forecast

decommissioning costs would increase the provision by

approximately £146 million.

Gas and liquids reserves

The volume of proven and probable (2P) gas and liquids reserves

is an estimate that affects the unit of production method of

depreciating producing gas and liquids property, plant and

equipment (PP&E) as well as being a significant estimate affecting

decommissioning and impairment calculations.

The impact of a change in estimated 2P reserves is dealt with

prospectively by depreciating the remaining book value of

producing assets over the expected future production. If 2P

reserves estimates are revised downwards, earnings could be

affected by higher depreciation expense or an immediate write-

down (impairment) of the asset’s book value. A change in reserves

estimates could also change the timing of decommissioning

activity, which could change the carrying value of the Group’s

provisions. The complex interaction of field-specific factors means

that it is not possible to give a meaningful sensitivity of the Group’s

financial position or performance to gas and liquids reserves

estimates. The factors impacting gas and liquids estimates, the

process for estimating reserve quantities and reserve recognition

and details of the Group’s 2P reserves are given on page 281. Details

of impairments of exploration and production fields and goodwill,

along with associated sensitivities, are given in note 7.

Determination of fair values – energy derivatives

The fair values of energy derivatives classified as Level 3 in

accordance with IFRS 13 ‘Fair Value Measurement’ are determined

to be a key source of estimation uncertainty as they are not actively

traded and their values are estimated by reference in part to

published price quotations in active markets and in part by using

complex valuation techniques. The key source of estimation

uncertainty is future commodity prices and their inclusion in the

reliable estimation of the unobservable components of the Group’s

Level 3 derivatives in an elevated and volatile commodity price

environment. More detail on the assumptions used in determining

fair valuations of energy derivatives is provided in note S6 and on

the sensitivities to these assumptions in note S3.

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| Centrica plc Annual Report and Accounts 2024 |  | 179 |
|  |  |  |

3. Critical accounting judgements and key sources

of estimation uncertainty

Climate change

In preparing the financial statements, the Directors have considered

the impact of climate change in the context of the risks and

opportunities identified in the Task Force on Climate-related

Financial Disclosures (TCFD) disclosures on pages 67 to 77. There

has been no material impact identified on the financial reporting

judgements and estimates. The Directors specifically considered

the impact of climate change in the following areas:

• Cash flow forecasts used in the impairment assessment of non-

current assets, including goodwill and the Nuclear investment;

• Carrying value and useful economic lives of property, plant

and equipment;

• Recoverability of deferred tax assets; and

• Going concern and viability of the Group over the next

three years.

Whilst there is no short-term impact expected from climate change,

the Directors are aware of the risks and regularly assess these risks

against judgements and estimates made in preparation of the

Group’s financial statements.

Further detail is provided in the ‘Climate change’ note below.

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3. Critical accounting judgements and key sources of estimation uncertainty

(c) Climate change

The Group’s assessment of how climate-related issues might affect the business has been integrated into its annual strategic and financial

planning process. At the same time, the Group reviews the potential impact of the material risks and opportunities and its Climate Transition

Plan on both the current balance sheet position and its accounting policies (including the useful economic lives of its assets).

Summary of our most material risks and opportunities

|  |  |
| --- | --- |
|  |  |
| Climate-related trend | Potential impact |
|  |  |
|  |  |
| Transition away from fossil fuelled heating | Risk: Reduced GM from the sale and servicing of natural gas residential boilers and  commercial Combined Heat and Power (CHP) units |
| Growth in low carbon heating market | Opportunity: Increased sales and servicing of electric and hydrogen fuelled heating  systems  Associated opportunities in fabric upgrade including insulation |
| Transition away from natural gas and energy efficiency | Risk: Reduced GM from the sale of natural gas and energy efficiency |
| Growth in low carbon heating market | Opportunity: Increased sales of electricity and green or low carbon hydrogen |
| Growth of EV transport market | Opportunity: Access to new and growing value pools related to EV charging installations,  operation and maintenance (O&M) alongside energy supply |
| Growth in demand for renewable energy | Opportunity: Strong growth in solar and battery markets driven by decarbonisation |
| Rising mean temperatures | Risk: Reduced sales of natural gas and electricity for heat |

IFRS dictates how each asset or liability should be accounted for (e.g. cost, fair value or other measurement criteria) and accordingly,

there is a fundamental difference between the holistic forward-looking risk and opportunities business analysis (see TCFD disclosure

on pages 67 to 77), and the possible sensitivity of current accounting carrying values to these risks and opportunities.

For example, whilst the activity of supplying gas to customers or servicing/installing gas boilers is clearly subject to climate-related risks

(and opportunities), the balance sheet does not reflect an overall value of those businesses (aside from an element of goodwill). Instead,

accounting balances related to these businesses generally manifest themselves in short-term working capital assets and liabilities

associated with procuring and selling gas or servicing/installing boilers; with those balances generally settled within six months and

so specifically less exposed to climate risks.

In a similar vein, Upstream assets are tested for impairment in accordance with relevant IFRS accounting standards. These generally require

the recoverable amount of the asset to be calculated based on a best estimate of long-term forecast commodity prices, which the Group

estimates based on current market prices and Centrica’s view of long-term prices using a balance of reputable commodity pricing

consultants’ forecasts. However, these estimates are not consistent with net zero scenarios from the consultants (as they do not factor in

any prospective, yet to be announced legislative or market changes that would be required to meet temperature targets) and hence

impairment reviews are not based on net zero scenario forward prices. The Group instead discloses the impact on the carrying value of

Upstream assets by way of sensitivity analysis (see note 7(c)).

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| Centrica plc Annual Report and Accounts 2024 |  | 181 |
|  |  |  |

3. Critical accounting judgements and key sources of estimation uncertainty

Accordingly, the Group is mindful of these dynamics when it considers which areas of the balance sheet are exposed to key estimation

uncertainty from climate-related issues. The Group considers which assets are most exposed to impairment from climate risks and similarly

whether there are any liabilities that are either currently unrecognised or might increase as a result of those risks.

The Group’s assets/liabilities have been segmented into three tranches, grading each balance’s exposure to climate risks/opportunities:

(i) Higher risk – As the consumption of gas and power is intrinsically linked to carbon emissions, their pricing is consequently exposed to

climate and legislative risk. Accordingly, where assets or contract values have a key dependency on commodity price assumptions,

those assets (or contracts) are deemed higher risk.

(ii) Medium risk – Gross margin energy transition considerations and their potential impact on forward-looking balances (e.g. Supply

and Services and Energy Trading goodwill) and decommissioning balances in E&P.

(iii) Lower risk – No significant risk identified on the basis that positions are short-term in nature or are specifically linked to the energy

transition or are immaterial.

The key non-current asset (and decommissioning provision) balance sheet items have been presented in more granular detail below,

together with the groupings into the above risks and with rationale set out below the table:

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| As at 31 December 2024 (£m): | Goodwill | Intangibles | Investment  in associates | Property, plant &  equipment | Deferred  tax assets | Decommissioning  provision |
| Energy Supply | 277 |  |  |  |  |  |
| Application software |  | 104 |  |  |  |  |
| Meter assets |  |  |  | 112 |  |  |
| Energy Services | 63 |  |  |  |  |  |
| Brand (mainly Dyno-Rod) |  | 57 |  |  |  |  |
| Application software |  | 114 |  |  |  |  |
| Battery storage |  |  |  | 116 |  |  |
| Electric vehicles (vans/cars) |  |  |  | 45 |  |  |
| Non-electric vehicles (vans/cars) |  |  |  | 41 |  |  |
| Energy Trading | 138 |  |  |  |  |  |
| Application software |  | 26 |  |  |  |  |
| LNG vessel leases |  |  |  | 70 |  |  |
| Gas Assets (E&P and Storage) |  |  |  |  |  |  |
| E&P fields (Spirit) |  |  |  | 789 | 142 | (1,139) |
| E&P tax losses (Spirit) |  |  |  |  | 54 |  |
| Gas storage facility (Rough) |  |  |  | — | 149 | (302) |
| Power Assets |  |  |  |  |  |  |
| Nuclear investment |  |  | 794 |  |  |  |
| Gas-fired power stations/engines  (i) |  |  |  | 365 |  | (18) |
| Combined Heat and Power (CHP)/other power assets |  |  |  | 60 |  |  |
| Solar |  |  |  | 40 |  |  |
| Group/Other |  |  |  |  |  |  |
| Customer relationships |  | 17 |  |  |  |  |
| Land & buildings  (ii) |  |  |  | 139 |  |  |
| Derivatives deferred tax  (ii) |  |  |  |  | 20 |  |
| Other  (ii) |  |  |  | 82 | (26) |  |
| Total (notes 13-16 and 21) | 478 | 318 | 794 | 1,859 | 339 | (1,459) |

(i) The Property, plant and equipment balance includes £269 million in Bord Gáis, and £96 million in Centrica Business Solutions.

(ii) Land & buildings, Other Derivatives deferred tax and Other Property, plant & equipment/Deferred tax have not been allocated out across business type, and includes a

£19 million elimination adjustment of internal margin and indirect costs on smart meter installation capitalised in the meter asset provider business within British Gas

Energy. See note 4.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  | Higher |
|  |  | Medium |
|  |  | Lower |

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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3. Critical accounting judgements and key sources of

estimation uncertainty

All items noted above may be impacted by climate-related risks but

are not currently considered to be key areas of judgement or

sources of estimation uncertainty in the current financial year.

Higher risk

E&P field valuations are dependent on forecast commodity prices.

Climate change risk means that there is uncertainty over gas

demand and forecast prices. This climate change risk is not

currently a key source of estimation uncertainty because current

liquid commodity prices mean that there is impairment headroom

over current carrying values. Nonetheless, valuation sensitivity

information based on a net zero price forecast has been provided in

note 7(c) to show field values can move significantly. (Note that the

Group’s intention is to run-off remaining fields with most production

forecast in the next five years. Decommissioning obligations will be

substantively met by the early 2030s, whilst further investment in

exploring for new gas fields has ceased.) Recoverability of E&P

deferred tax assets associated with historic losses is dependent on

future field profitability and so is subject to climate change risk.

The valuation of the investment in Nuclear is also highly dependent

on forecast commodity prices. Climate change risks and

opportunities means there is uncertainty over electricity demand

and forecast prices. The underlying Nuclear stations, which produce

electricity with no carbon emissions, have different useful economic

lives, with the last station forecast to cease operating in 2055.

Valuation sensitivity information based on a net zero price forecast

has been provided in note 7(c).

Medium risk

The Group’s gas-fired power stations and engines (including Gas

peakers) are exposed to climate change risk, with valuations

dependent on forecast gas and electricity prices and electricity

demand. However, they are deemed medium risk as a significant

proportion of the overall carrying value relates to the Irish single

electricity market, where the characteristics of the market and the

capacity arrangements provide additional risk mitigation.

Similarly the Group’s investment in CHP and other power assets are

also exposed to climate risk. They have useful economic lives of up

to 40 years but they do not, individually or in total, have material

carrying values.

The Group's meter assets are exposed to climate change risk

because they record usage of both gas and power. They are

deemed medium risk because they are subject to contractual

arrangements that provide for ongoing revenue security from

suppliers.

LNG Vessels on the balance sheet are exposed to risk from climate

change, but as they are leased assets with the current term

remaining less than five years, this risk is reduced to medium.

The Group is in the process of transitioning to an electrified vehicle

fleet. Non-electric vehicles are deemed medium risk because their

remaining useful economic lives are generally quite short.

Decommissioning provisions are generally longer-term but this

could be brought forward for E&P and Storage assets if the energy

transition accelerates. However, as the decommissioning discount

rate is only 2% (real), the balance sheet and income statement

impact of earlier decommissioning would not be material.

Deferred tax associated with field accelerated capital allowances

and decommissioning in E&P and Storage is not considered high risk

due to the length of carry-back rules for decommissioning and the

mechanical unwind of other temporary differences. Deferred tax

assets associated with derivatives are considered medium risk as

the derivatives generally realise within two years.

Energy Supply, Energy Services and Energy Trading Goodwill

and Application Software are categorised as medium risk because

the businesses are exposed to energy transition risk as a result of

climate change. However, there are also significant opportunities

for these businesses and the carrying values are not material.

Lower risk

All other assets denoted in the table above are considered lower

risk because they are either specifically related to the energy

transition (e.g. electric vehicles, battery storage, solar) or are

immaterial. Note that designation as Lower risk does not mean

these assets are not at risk of impairment (e.g. from reduced

residual values or commodity price movements) but instead is an

assessment of specific exposure to climate change risks.

Other contracts

The Group also has long-term LNG supply contracts with Cheniere,

Delfin, Mozambique and Repsol. These are not reflected on the

balance sheet but the Group has certain purchase commitments.

The Group also has two long-term gas sale and purchase

agreements with Coterra Energy, which similarly has long-term

commitments (see note 23). The contracts currently have

significant value (when considered together) because of gas price

locational spreads but are exposed to climate-change risk and

therefore could ultimately become onerous in net zero scenarios.

The commitments note provides detail of the length of the

contracts and commodity purchase commitments.

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| Centrica plc Annual Report and Accounts 2024 |  | 183 |
|  |  |  |

4. Segmental analysis

|  |
| --- |
|  |
| The Group’s reporting segments are those used internally by management to run the business and make decisions. The  Group’s segments are based on products and services as well as the major factors that influence the performance of these  products and services across the geographical locations in which the Group operates. |
|  |

(a) Segmental structure

The types of products and services from which each reportable segment derived its income during the year are detailed below.

All reportable segments are operating segments. Income sources are reflected in total Group revenue unless otherwise stated:

|  |  |
| --- | --- |
|  |  |
| Segment | Description |
| British Gas Services &  Solutions | • The installation, repair and maintenance of domestic central heating and related appliances (including smart  meters), and the provision of fixed-fee maintenance/breakdown service and insurance contracts in the UK; and  • the supply of new technologies and energy efficiency solutions in the UK. |
| British Gas Energy | • The supply of gas and electricity to residential and small business customers in the UK; and  • the smart meter asset provider business. |
| Bord Gáis Energy | • The supply of gas and electricity to residential, commercial and industrial customers in the Republic of Ireland;  • the installation, repair and maintenance of domestic central heating and related appliances in the Republic  of Ireland;  • the procurement, trading and optimisation of energy in the Republic of Ireland (i); and  • power generation in the Republic of Ireland. |
| Centrica Business Solutions | • The supply of gas and electricity to business customers in the UK  (i);  • the supply of energy services and solutions to large organisations in the UK, Europe and North America; and  • the development and operation of large-scale power assets in the UK and Europe. |
| Centrica Energy | • The procurement, trading and optimisation of energy in the UK and Europe  (i) ; and  • the global procurement and sale of LNG. |
| Upstream | • The production and processing of gas and liquids principally within Spirit Energy  (i) ;  • the sale of power generated from nuclear assets in the UK; and  • gas storage in the UK. |

(i) Where income is generated from contracts in the scope of IFRS 9, this is included in re-measurement and settlement of derivative energy contracts.

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4. Segmental analysis

(b) R evenue

|  |
| --- |
|  |
| Gross segment revenue includes revenue generated from the sale of products and services to other reportable segments  of the Group. Total Group revenue reflects only the sale of products and services to third parties. Sales between  reportable segments are conducted on an arm’s length basis. |
|  |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Gross  segment  revenue  £m | Less inter-  segment  revenue  £m | Total  Group  revenue  £m |  | Gross  segment  revenue  £m | Less inter-  segment  revenue  £m | Total  Group  revenue  £m |
| Year ended 31 December |  |
| British Gas Services & Solutions | 1,563 | (136) | 1,427 |  | 1,597 | (57) | 1,540 |
| British Gas Energy | 12,065 | — | 12,065 |  | 17,742 | — | 17,742 |
| Bord Gáis Energy | 1,271 | — | 1,271 |  | 1,815 | — | 1,815 |
| Centrica Business Solutions | 2,551 | (8) | 2,543 |  | 3,522 | (6) | 3,516 |
| Centrica Energy | 6,128 | (405) | 5,723 |  | 7,732 | (476) | 7,256 |
| Upstream | 2,628 | (1,021) | 1,607 |  | 2,935 | (1,430) | 1,505 |
| Total Group revenue included in business  performance | 26,206 | (1,570) | 24,636 |  | 35,343 | (1,969) | 33,374 |
| Less: revenue arising on contracts in scope of IFRS 9  included in business performance |  |  | (4,723) |  |  |  | (6,916) |
| Total Group revenue |  |  | 19,913 |  |  |  | 26,458 |

The table below shows the total Group revenue arising from contracts with customers, and therefore in the scope of IFRS 15, and revenue

arising from contracts in the scope of other standards. The key economic factors impacting the nature, timing and uncertainty of revenue

and cash flows are considered to be driven by the type and broad geographical location of the customer. The analysis of IFRS 15 revenue

below reflects these factors.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | | | | |
|  | Revenue from  contracts with  customers in  scope of IFRS 15  (i)  £m | Revenue from  fixed-fee service  and insurance  contracts in  scope of IFRS  17, and leasing  contracts in  scope of IFRS 16  £m | Total Group  revenue  £m | Revenue  in business  performance  arising from  contracts in  scope of IFRS 9  £m | Total Group  revenue included  in business  performance  £m |
| Year ended 31 December |
| Energy services and solutions | 627 |  |  |  |  |
| British Gas Services & Solutions | 627 | 800 | 1,427 | — | 1,427 |
| Energy supply – UK | 12,065 |  |  |  |  |
| British Gas Energy | 12,065 | — | 12,065 | — | 12,065 |
| Energy supply – Republic of Ireland | 1,021 |  |  |  |  |
| Bord Gáis Energy | 1,021 | — | 1,021 | 250 | 1,271 |
| Energy supply – UK | 1,963 |  |  |  |  |
| Energy services | 182 |  |  |  |  |
| Centrica Business Solutions | 2,145 | 2 | 2,147 | 396 | 2,543 |
| Energy sales to trading and energy procurement counterparties | 3,077 |  |  |  |  |
| Centrica Energy | 3,077 | 15 | 3,092 | 2,631 | 5,723 |
| Gas and liquid production | 161 |  |  |  |  |
| Upstream | 161 | — | 161 | 1,446 | 1,607 |
|  | 19,096 | 817 | 19,913 | 4,723 | 24,636 |

(i) As part of the finalisation process of the government support schemes, revenue of £21 million was reversed during the year i n relation to the Energy Price Guarantee

scheme for domestic customers in the British Gas Energy segment. During 2023, revenue of £3,698 million was recognised in relation to this scheme, whilst it was

ongoing. A further £13 million (2023: £448 million) of revenue has been recognised in respect of non-domestic schemes. £8 million (2023: £320 million) of this total

relates to Centrica Business Solutions customers and £5 million (2023: £128 million) relates to non-domestic customers in the British Gas Energy segment.

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|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 185 |
|  |  |  |

4. Segmental analysis

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2023 | | | | |
| Year ended 31 December | Revenue from  contracts with  customers in  scope of IFRS 15  £m | Revenue from  fixed-fee service  and insurance  contracts in  scope of IFRS 17,  and leasing  contracts in  scope of IFRS 16  £m | Total Group  revenue  £m | Revenue in  business  performance  arising from  contracts in  scope of IFRS 9  £m | Total Group  revenue included  in business  performance  £m |
| Energy services and solutions | 727 |  |  |  |  |
| British Gas Services & Solutions | 727 | 813 | 1,540 | — | 1,540 |
| Energy supply – UK | 17,742 |  |  |  |  |
| British Gas Energy | 17,742 | — | 17,742 | — | 17,742 |
| Energy supply – Republic of Ireland | 1,438 |  |  |  |  |
| Bord Gáis Energy | 1,438 | — | 1,438 | 377 | 1,815 |
| Energy supply – UK | 2,232 |  |  |  |  |
| Energy services | 208 |  |  |  |  |
| Centrica Business Solutions | 2,440 | 4 | 2,444 | 1,072 | 3,516 |
| Energy sales to trading and energy procurement counterparties | 3,132 |  |  |  |  |
| Centrica Energy | 3,132 | 29 | 3,161 | 4,095 | 7,256 |
| Gas and liquid production | 133 |  |  |  |  |
| Upstream | 133 | — | 133 | 1,372 | 1,505 |
|  | 25,612 | 846 | 26,458 | 6,916 | 33,374 |

Geographical analysis of revenue and non-current assets

The Group monitors and manages performance by reference to its operating segments and not solely on a geographical basis. However,

provided below is an analysis of revenue and certain non-current assets by geography.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Total Group revenue  (based on location of customer) | |  | Non-current assets  (based on location of assets) (i) | |
| Year ended 31 December | 2024  £m | 2023  £m |  | 2024  £m | 2023  £m |
| UK | 16,240 | 22,207 |  | 2,860 | 2,875 |
| Republic of Ireland | 1,021 | 1,438 |  | 325 | 229 |
| Europe (excluding UK and Republic of Ireland) | 1,423 | 1,733 |  | 376 | 484 |
| Rest of the world | 1,229 | 1,080 |  | 15 | 12 |
|  | 19,913 | 26,458 |  | 3,576 | 3,600 |

(i) Non-current assets comprise goodwill, other intangible assets, PP&E, interests in joint ventures and associates and non-financial assets within trade and other

receivables, and contract-related assets.

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4. Segmental analysis

(c) Adjusted gross margin and adjusted operating  profit

|  |
| --- |
|  |
| The measure of profit used by the Group is adjusted operating profit. Adjusted operating profit is operating profit before  exceptional items and certain re-measurements. This includes business performance results of equity-accounted interests.  This note also details adjusted gross margin. Both measures are reconciled to their statutory equivalents. |
|  |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Adjusted gross margin | |  | Adjusted operating profit | |
| Year ended 31 December | 2024  £m | 2023  £m |  | 2024  £m | 2023  £m |
| British Gas Services & Solutions | 633 | 616 |  | 67 | 47 |
| British Gas Energy | 1,521 | 2,141 |  | 297 | 751 |
| Bord Gáis Energy | 207 | 139 |  | 63 | 1 |
| Centrica Business Solutions | 258 | 309 |  | 73 | 104 |
| Centrica Energy | 536 | 1,016 |  | 307 | 774 |
| Upstream | 681 | 999 |  | 789 | 1,083 |
| Segmental adjusted gross margin/adjusted operating profit | 3,836 | 5,220 |  | 1,596 | 2,760 |
| Reconciling items to Group Income Statement: |  |  |  |  |  |
| Colleague profit share  (i) | (9) | (3) |  | (25) | (8) |
| Meter asset provider consolidation adjustment  (ii) | (19) | — |  | (19) | — |
| Total Group adjusted gross margin/adjusted operating profit | 3,808 | 5,217 |  | 1,552 | 2,752 |
| Certain re-measurements (note 7): |  |  |  |  |  |
| Onerous energy supply/LNG contract provision movement | (142) | 833 |  | (142) | 833 |
| Derivative contracts | 421 | 3,573 |  | 421 | 3,573 |
| Share of re-measurement of certain associates’ energy contracts (net of taxation) | — | — |  | — | (1) |
| Gross profit | 4,087 | 9,623 |  |  |  |
| Exceptional items in operating profit |  |  |  | (128) | (645) |
| Operating profit after exceptional items and certain re-measurements |  |  |  | 1,703 | 6,512 |

(i) The impact  of the colleague profit share is excluded because management considers it un related to segmental business performance.

(ii) In accordance with IFRS 8, Segmental adjusted gross margin and adjusted operating profit are presented as managed by the Board (Chief Operating Decision Maker)

and accordingly the internal margin and indirect costs on smart meter installation recognised by British Gas Services & Solutions and subsequently capitalised in the

meter asset provider business within British Gas Energy, are eliminated on consolidation and reported as a reconciling item to the Group Income Statement.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 187 |
|  |  |  |

4. Segmental analysis

(d) Included within adjusted operating profit

|  |
| --- |
|  |
| Presented below are certain items included within adjusted operating profit, including a summary of impairments of property,  plant and equipment and intangibles. |
|  |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Depreciation and impairments  of property, plant and equipment | |  | Amortisation and impairments  of intangibles | |
| Year ended 31 December | 2024  £m | 2023  £m |  | 2024  £m | 2023  £m |
| British Gas Services & Solutions | (31) | (42) |  | (12) | (12) |
| British Gas Energy | (5) | (3) |  | (37) | (54) |
| Bord Gáis Energy | (8) | (9) |  | (8) | (11) |
| Centrica Business Solutions | (12) | (11) |  | (12) | (26) |
| Centrica Energy | (29) | (30) |  | (10) | (18) |
| Upstream | (288) | (281) |  | — | — |
| Other (i) | (36) | (28) |  | (8) | (17) |
|  | (409) | (404) |  | (87) | (138) |

(i) The Other segment includes corporate functions, subsequently recharged.

Impairments of property, plant and equipment

During 2024, £22 million of impairments of property, plant and equipment (2023: £9 million) were recognised within business performance.

Impairments of intangible assets

During 2024, £1 million of impairments of other intangible assets (2023: £15 million) were recognised within business performance.

|  |  |
| --- | --- |
|  |  |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

4. Segmental analysis

(e) Capital expenditure

|  |
| --- |
|  |
| Capital expenditure represents additions, other than assets acquired as part of business combinations or asset purchase  agreements, to property, plant and equipment and intangible assets. Capital expenditure has been reconciled to the related  cash outflow. |
|  |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Capital expenditure on property,  plant and equipment | |  | Capital expenditure on intangible  assets other than goodwill | |
| Year ended 31 December | 2024  £m | 2023  £m |  | 2024  £m | 2023  £m |
| British Gas Services & Solutions | 11 | 45 |  | 19 | 32 |
| British Gas Energy | 114 | — |  | 628 | 565 |
| Bord Gáis Energy | 119 | 69 |  | 3 | 7 |
| Centrica Business Solutions | 133 | 80 |  | 206 | 193 |
| Centrica Energy | 7 | 5 |  | 9 | 14 |
| Upstream | 51 | 95 |  | 28 | 18 |
| Other | 37 | 79 |  | — | — |
| Segmental capital expenditure | 472 | 373 |  | 893 | 829 |
| Meter asset provider consolidation adjustment  (i) | (19) | — |  | — | — |
| Total Group capital expenditure | 453 | 373 |  | 893 | 829 |
| Capitalised borrowing costs (note 8) | (11) | (2) |  | — | — |
| Inception of new leases and movements in payables and prepayments related to  capital expenditure | (62) | (89) |  | (1) | 4 |
| Purchases of emissions allowances and renewable obligation certificates (note 15)  (ii) | — | — |  | (856) | (780) |
| Net cash outflow | 380 | 282 |  | 36 | 53 |

(i) In accordance with IFRS 8, Segmental capital expenditure is presented as managed by the Board (Chief Operating Decision Maker) and accordingly the internal margin

and indirect costs on smart meter installation recognised by British Gas Services & Solutions and subsequently capitalised in the meter asset provider business within

British Gas Energy is eliminated on consolidation and reported as a reconciling item to Total Group capital expenditure.

(ii) Purchases of emissions allowances and renewable obligation certificates of £624 million (2023: £565 million) in British Gas Energy, £204 million (2023: £193 million) in

Centrica Business Solutions, £28 million ( 2023: £18 million) in Upstream, and £nil (2023: £4 million) in Centrica Energy.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 189 |
|  |  |  |

4. Segmental analysis

(f) Free cash flow

|  |
| --- |
|  |
| Free cash flow is used by management to assess the cash-generating performance of each segment, after taking account  of the need to maintain its capital asset base. By excluding deficit reduction payments and movements in collateral and  margin cash, which are predominantly triggered by wider market factors, and in the case of collateral and margin movements,  represent timing movements, free cash flow is used by management as an adjusted measure of the cash generation of the  business. Free cash flow excludes investing cash flows that are related to adjusted net cash/debt. This measure is reconciled  to the net cash flow from operating and investing activities. |
|  |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024  £m |  | 2023  £m |
| British Gas Services & Solutions | 102 |  | 64 |
| British Gas Energy  (i) | (303) |  | 302 |
| Bord Gáis Energy | (35) |  | (146) |
| Centrica Business Solutions | (3) |  | 220 |
| Centrica Energy  (ii) | 649 |  | 1,354 |
| Upstream  (iii) | 1,215 |  | 1,236 |
| Other  (iv) | — |  | (20) |
| Segmental free cash flow excluding tax | 1,625 |  | 3,010 |
| Taxes paid | (636) |  | (803) |
| Total free cash flow | 989 |  | 2,207 |
| UK pension deficit payments (note 22) | (176) |  | (180) |
| Movements in variation margin and collateral (note 25) | 131 |  | 585 |
| Interest received | 317 |  | 267 |
| Settlement of securities (note 25) | 400 |  | — |
| Purchase of securities (note 25) | (19) |  | (12) |
|  | 1,642 |  | 2,867 |
| Net cash flow from operating activities | 1,149 |  | 2,752 |
| Net cash flow from investing activities | 493 |  | 115 |
| Total cash flow from operating and investing activities | 1,642 |  | 2,867 |

(i) B ritish  Gas Energy  free  cash flow in 2024 includes working capital outflows of £533 million driven by settling prior year commodity costs and refunding customer credit

balances, both largely related to the impact of falling commodity prices. British Gas Energy free cash flow in 2023 includes significant working capital outflows of

approximately £500 million largely related to the impact of falling commodity prices.

(ii) Centrica Energy free cash flow in 2024 includes operating cash inflows of £325 million (2023: £580 million) driven by profit on prior year derivative positions cash settling

during the year.

(iii) Upstream free cash flow in 2024 includes inflows of £355 million (2023: £220 million) relating to dividends received from joint ventures and associates.

(iv) The Other segment includes corporate functions.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

5. Costs

|  |
| --- |
|  |
| This section details the types of costs the Group incurs and the number of employees in each of our operations. |
|  |

(a) Analysis of costs by nature

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Year ended 31 December | Cost of sales  and settlement  of certain  energy  contracts  £m | Operating  costs  £m | Total  costs  £m |  | Cost of sales  and settlement  of certain  energy  contracts  £m | Operating  costs  £m | Total  costs  £m |
|  |
| Transportation, distribution, capacity market and metering  costs | (4,764) | — | (4,764) |  | (4,813) | — | (4,813) |
| Commodity costs | (13,109) | — | (13,109) |  | (20,258) | — | (20,258) |
| Depreciation, amortisation and impairments | (313) | (183) | (496) |  | (324) | (218) | (542) |
| Employee costs | (443) | (867) | (1,310) |  | (608) | (777) | (1,385) |
| Other direct costs | (2,199) | (1,089) | (3,288) |  | (2,154) | (1,077) | (3,231) |
| Costs included within business performance before  credit losses on financial assets | (20,828) | (2,139) | (22,967) |  | (28,157) | (2,072) | (30,229) |
| Credit losses on financial assets (net of recovered amounts)  (note 17) | — | (373) | (373) |  | — | (602) | (602) |
| Total costs included within business performance | (20,828) | (2,512) | (23,340) |  | (28,157) | (2,674) | (30,831) |
| Adjustment for gross cost of settled energy contracts in the  scope of IFRS 9 and onerous energy supply and LNG  contract provisions (note 7) | 9,064 | — | 9,064 |  | 17,497 | — | 17,497 |
| Exceptional items and re-measurement and settlement of  derivative energy contracts (note 7) | (4,062) | (128) | (4,190) |  | (6,175) | (645) | (6,820) |
| Total costs within Group operating profit | (15,826) | (2,640) | (18,466) |  | (16,835) | (3,319) | (20,154) |

(b) Employee costs

Further information on key management personnel and Directors’ remuneration is disclosed in note S8.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024  £m |  | 2023  £m |
|  |
| Wages and salaries | (1,050) |  | (1,105) |
| Social security costs | (122) |  | (146) |
| Pension and other post-employment benefits costs (note 22) | (138) |  | (118) |
| Share scheme costs (note S4) | (47) |  | (31) |
|  | (1,357) |  | (1,400) |
| Capitalised employee costs | 47 |  | 15 |
| Employee costs recognised in business performance in the Group Income Statement | (1,310) |  | (1,385) |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 191 |
|  |  |  |

5. Costs

(c) Average number of employees during the year

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024  Number | 2023  Number |
| Year ended 31 December |
| British Gas Services & Solutions | 12,151 | 12,309 |
| British Gas Energy | 4,527 | 3,979 |
| Bord Gáis Energy | 438 | 395 |
| Centrica Business Solutions | 1,334 | 1,334 |
| Centrica Energy | 834 | 780 |
| Upstream | 721 | 699 |
| Group Functions | 1,699 | 1,518 |
|  | 21,704 | 21,014 |

6. Share of results of joint ventures and associates

|  |
| --- |
|  |
| Share of results of joint ventures and associates represents the results of businesses where we exercise joint control or  significant influence and generally have an equity holding of up to 50%. |
|  |

Share of results of joint ventures and associates

The Group’s share of results of joint ventures and associates principally arises from its interest in Nuclear – Lake Acquisitions Limited, an

associate, reported in the Upstream segment.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Year ended 31 December | Share of  business  performance  £m | Share of  exceptional  items and  certain re-  measurements  £m | Share of  results for the  year  £m |  | Share of  business  performance  £m | Share of  exceptional  items and  certain re-  measurements  £m | Share of  results for the  year  £m |
|  | | | | | | | |
| Income | 808 | — | 808 |  | 680 | — | 680 |
| Expenses before depreciation, amortisation, exceptional  items and certain re-measurements | (295) | — | (295) |  | (265) | — | (265) |
| Depreciation and amortisation | (139) | — | (139) |  | (132) | — | (132) |
| Exceptional items and re-measurement of certain contracts | — | — | — |  | — | (1) | (1) |
| Operating profit/(loss) | 374 | — | 374 |  | 283 | (1) | 282 |
| Taxation on profit/(loss) | (118) | — | (118) |  | (74) | — | (74) |
| Share of post-taxation results of joint ventures and  associates | 256 | — | 256 |  | 209 | (1) | 208 |

Further information on the Group’s investments in joint ventures and associates is provided in notes 14 and S10.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

7. Exceptional items and certain re-measurements

(a) Certain re-measurements

|  |
| --- |
|  |
| Certain re-measurements are the fair value movements on energy contracts entered into to meet the future needs of our  customers or to sell the energy produced from our upstream assets. These contracts are economically related to our  upstream assets, capacity/offtake contracts or downstream demand, which are typically not fair valued, and are therefore  separately identified in the current period and reflected in business performance in future periods when the underlying  transaction or asset impacts the Group Income Statement.  If the future costs to fulfil customer supply contracts, including the mark-to-market reversal of any energy hedging  contracts entered into to meet this demand, exceed the charges recoverable from customers, an onerous contract  provision will be recognised. Similarly, if the future revenues from LNG procurement contracts, including the mark-to-  market reversals of hedging contracts entered into related to these purchases, do not exceed the purchase cost, an onerous  contract provision will be recognised. Because the associated, unrealised hedging gains or losses will be recognised in  certain re-measurements, the movements in these onerous provisions will also be recognised in certain re-measurements. |
|  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Certain re-measurements recognised in relation to energy contracts: |  |  |
| Net gains arising on delivery of contracts | 377 | 3,529 |
| Net gains arising on market price movements and new contracts | 44 | 44 |
| Net re-measurements included within gross profit before onerous supply contract provision | 421 | 3,573 |
| Onerous energy supply and LNG contracts provision movement  (i)(ii) | (142) | 833 |
| Net re-measurements included within gross profit | 279 | 4,406 |
| Net loss arising on re-measurement of certain associates’ contracts (net of taxation) | — | (1) |
| Net re-measurements included within Group operating profit | 279 | 4,405 |
| Taxation on certain re-measurements (note 9) (iii) | 161 | (1,649) |
| Certain re-measurements after taxation | 440 | 2,756 |

(i) The onerous energy supply contract provision is based on the future costs to fulfil customer contracts on a current market price bas is. This provision had fully unwound

by 31 December 2023 and remains at £nil on 31 December 2024. However, the acquisition of AvantiGas ON Limited in 2022, included an opening balance sheet onerous

contract provision, which is unwound to the business performance column of the Group Income Statement on a pre-determined acquisition date basis, to ensure this

column reflects the true profit/loss relative to the acquisition date values. At each reporting date, the closing balance sheet value of the onerous contract provision is

then updated to reflect actual market prices, with the required remaining movement in the provision posted to the certain re-measurements column. Because

commodity prices generally fell after the 2022 acquisition, this meant that balance sheet onerous contract provision fell more quickly than originally expected. This led to

a £69 million onerous contract provision movement credit in certain re-measurements column in 2023. Accordingly, there is a £60 million debit in this column in 2024, as

this position has now mostly unwound. See note 2(b) for further details.

(ii) The onerous LNG contracts provision movement amounted to £82 million debit (2023: £nil). Cumulatively over time the onerous energy supply and LNG contracts

provision movement will net to £nil. See notes 2(b) and 3(a) for further details.

(iii) Taxation on onerous energy supply and LNG contracts provision movement amounted to a £35 million credit (2023: £196 million debit) and taxation on other certain re-

measurements amounted to a £126 million credit (2023: £1,453 million debit).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Total re-measurement and settlement of derivative energy contracts | (4,062) | (6,175) |
| Excluding: |  |  |
| IFRS 9 business performance revenue | (4,723) | (6,916) |
| IFRS 9 business performance cost of sales | 9,206 | 16,664 |
| Unrealised certain re-measurements recognised in relation to energy contracts included in gross profit | 421 | 3,573 |
| Onerous contract provision movement (cost of sales) | (142) | 833 |
| Total certain re-measurements | 279 | 4,406 |

The table below reflects the certain re-measurement derivative movements by business segment:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| UK Energy Supply (British Gas Energy and Centrica Business Solutions) | 1,975 | 506 |
| Upstream/Centrica Energy/Bord Gáis | (1,554) | 3,067 |
| Unrealised certain re-measurements recognised in relation to energy contracts included in gross profit | 421 | 3,573 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 193 |
|  |  |  |

7. Exceptional items and certain re-measurements

(b) Exceptional items

|  |
| --- |
|  |
| Exceptional items are those items that, in the judgement of the Directors, need to be disclosed separately by virtue of their  nature, size or incidence. Items which may be considered exceptional in nature include disposals of businesses or significant  assets, business restructuring, pension change costs or credits, significant debt repurchase costs and asset impairments  and write-backs. |
|  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Impairment of power assets  (i) | (75) | (563) |
| Impairment of gas storage asset | — | (82) |
| Legacy contract costs  (ii) | (53) | — |
| Exceptional items included within Group operating profit  (iii) | (128) | (645) |
| Debt repurchase costs included within financing costs  (iv) | (68) | — |
| Exceptional items included within Group profit before taxation | (196) | (645) |
| Net exceptional item taxation (note 9)  (v) | 78 | 54 |
| Total exceptional items recognised after taxation | (118) | (591) |

(i) In the Upstream segment, an impairme nt of the Nuclear investment of £48 million (post-tax £48 million) (2023: £549 million (post-tax £549 million)) has been recorded

predominantly as a result of the reduction in both forecast and actual power prices partially offset by life extensions at four stations. In the Centrica Business Solutions

segment, an impairment of £27 million (post-tax £20 million) (2023: £14 million (post-tax £11 million)) has been recorded, predominantly related to Battery storage and

Solar assets, also following lower forecast power price capture, together with an increase in discount rate and an increase to operating and capital expenditure forecasts.

See note 7(c).

(ii) Contracts associated with business activity that ceased a number of years ago, predominantly related to construction services, have led to an increase in provisions of

£53 million (post-tax £45 million) during the period.

(iii) Exceptional items for 2024 included within Group operating profit, are non-cash. The cash flows recorded as payments relating to exceptional charges of £6 million

(2023: £6 million) in the Group Cash Flow Statement relate to previous years’ exceptional restructuring costs.

(iv) Exceptional financing costs have been recognised in relation to debt repurchase and refinancing exercises. £370 million of debt instruments have been repurchased in

advance of their maturity date. Due to the premium paid above existing carrying value, and transaction fees, a one-off cost in the Group Income Statement of £50 million

(post-tax £38 million) has been incurred. Refinancing of the 2075 hybrid bond, designated in a fair value hedge relationship, and with a carrying-value of £435 million, and

repayment value of £453 million (including fees), has resulted in a one-off financing cost in the Group Income Statement of £18 million (post-tax £13 million).

(v) Exceptional item taxation includes a credit of £46 million associated with deferred tax in exploration and production, in the Upstream segment. This predominantly

relates to an increase in the deferred tax asset position related to the recovery of abandonment tax losses, investment allowance and a re-measurement of the energy

profits levy deferred tax liability, as a result of changes in forecast production profiles and commodity prices, and legislative changes. This item is unrelated to the other

exceptional items.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

7. Exceptional items and certain re-measurements

(c) Impairment accounting policy, process and sensitivities

The information provided below relates to the assets and CGUs (or groups of CGUs) that have been subject to impairment during the year

and/or whose recoverable amount is a key source of estimation uncertainty. See note 3(b).

Exceptional impairment of assets measured on a value-in-use (VIU) basis

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Segment | Asset/CGU | Basis for impairment assessment | Recoverable  amount  £m | Impairment  £m |
|  | | | | |
| Upstream | Nuclear (i) | Decrease in forecast and actual baseload power prices partially offset by  the impact of life extensions at Heysham 1 & 2, Torness and Hartlepool  stations. | 794 | 48 |

(i) During the year ended 31 December 2023, an impairment of £549 million was booked in relation to the Nuclear investment. The recoverable amount at the end of 2023

was £903 million.

Nuclear

A VIU calculation has been used to determine the recoverable amount of the Group’s investment in Nuclear. The cash flows incorporated

in the valuation are based on detailed business forecasts in the short term, extrapolated to future years to account for the expected

generation profile of the fleet for its remaining life. Assumptions include forward commodity prices, capacity rates, fuel and network costs,

and operating and capital expenditure requirements. Price assumptions are based on liquid market prices for 2025 to 2028 which are then

blended over a one-year period to long-term price forecasts. Long-term price assumptions are based on Centrica’s view of long-term

prices, derived from a third-party market curve.

The Electricity Generator Levy, applying a 45% tax rate to revenues generated over £75/MWh (adjusted for inflation) until 31 March 2028,

based on the above price assumptions, has also been included in the assessment. See note 3.

In December 2024, the Nuclear business announced that estimated operating lifetimes at the Heysham 2 and Torness stations would be

extended by two years to March 2030, and at Heysham 1 and Hartlepool would be extended by one year to March 2027. Based on prices

at 31 December 2024, the lifetime extensions increased the value of the Group’s investment in Nuclear by £138 million.

The VIU calculation assumes that the Sizewell plant operates until 2055, reflecting a 20-year extension beyond its original design life. In the

absence of this extension, the carrying value of the Group’s investment in Nuclear based on cash flows from 2035 to 2055 would be

reduced by £152 million. All other stations’ life assumptions are aligned to lifetime closure dates announced by the operator (being between

March 2027 and March 2030). A further adjustment of one year to the lifetime of two Advanced Gas-Cooled Reactor (AGR) stations would

impact carrying value by £42 million.

The VIU calculation is also sensitive to changes in outage assumptions, and the base level generation volumes assumed for the fleet were

increased during the period based on a review of planned and unplanned outages. An increase or reduction of 3% in the unplanned outage

rate applied to volumes across the Nuclear fleet would lead to an impairment/write-back of £80 million.

The future pre-tax cash flows generated by the investment in the associate are discounted using a pre-tax nominal discount rate of 15.3%

(2023: 17.3%). This equated to a post-tax rate of 8.5% (2023: 8.5%). The post-tax discount rate is initially derived from the Group weighted

average cost of capital as adjusted for the risks associated with the asset and with reference to comparator companies. The pre-tax rate is

then back-calculated by removing tax cash flows and assessing the rate that would give the same result as the post-tax rate. As baseload

power prices for the liquid period remain higher than longer-term forecast prices, the near-term cash flows are elevated, which caused the

pre-tax discount rate to remain high. A 1% increase in the post-tax discount rate would lead to an impairment of £37 million (when compared

with the year-end carrying value). Similarly, a 1% reduction in the post-tax discount rate would lead to a write-back of £43 million.

The asset is particularly sensitive to changes in commodity price and the table below details average prices for the first 5- and 10-year

periods and associated sensitivities. Note that the asset is valued based on cash flows arising over its entire economic life and not just this

15-year period.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  | Change in pre/post-tax write-back/(impairment)  (ii) | | | |
|  | Five-year liquid and blended-  period price (i) | |  | Ten-year long-term  average price  (i) | | +10% | | -10% | |
|  | 2025-2029 | 2024-2028 |  | 2030-2039 | 2029-2038 |  | |  | |
|  | 31 December  2024 | 31 December  2023 |  | 31 December  2024 | 31 December  2023 | 31 December  2024 | 31 December  2023 | 31 December  2024 | 31 December  2023 |
|  | £/MWh | £/MWh |  | £/MWh | £/MWh | £m | £m | £m | £m |
| Baseload power | 71 | 77 |  | 61 | 61 | 190 | 148 | (193) | (191) |
|  |  |  |  |  |  | +50%  Five-year  liquid and  blended-  period only |  | -50%  Five-year  liquid and  blended-  period only |  |
| 436 |  | (632) |

(i) Prices are shown in 2023 real terms.

(ii) A 10% change was historically deemed to represent a reasonably possible variation across the entire period covered by the liquid market and comparator curves used in

the nuclear impairment test. Given the volatility in commodity prices during recent years, a further sensitivity has been included based on a 50% change in liquid and

blend-period commodity prices only. Sensitivities are impacted by the effect of the Electricity Generator Levy threshold of £75/MWh (adjusted for inflation).

Furthermore, there is also uncertainty due to climate change and international governmental intervention to reduce CO2 emissions and the

likely impact this will have on both power demand and forecast prices. As a result, a further sensitivity is disclosed below based on the

average forecast prices aligned to the net zero price curves issued by Aurora and Baringa (power analytics providers), which assumes

governmental policies are put in place to achieve the temperature and net zero goals by 2050. This sensitivity retains the prices for the liquid

period (four years) but replaces the longer term thereafter with the average of Aurora and Baringa’s forecast prices for net zero.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 195 |
|  |  |  |

7. Exceptional items and certain re-measurements

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Ten-year  long-term  average price  (i) | Change in  pre/post-tax  impairment (ii) |
|  | 2030-2039 |  |
|  | 2024 | £m |
| Baseload power (£/MWh) | 56 | (97) |

(i) Prices shown in 2023 real terms.

(ii) Change would lead to a further write-off of the carrying value.

Exceptional impairment of assets measured on a FVLCD basis

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Segment | Asset/CGU (or group of CGUs) | Basis for impairment assessment | Recoverable  amount (ii)  £m | FV hierarchy | Impairment  £m |
| Centrica  Business  Solutions | Batteries, Gas peakers  and Solar assets  (i) | The reduction in forecast price capture, together with an  increase in discount rate and forecast capital and  operating expenditure. | 252 | L3 | 27 |

(i) During the year ended 31 December 2023, an impairment of £14 million was booked in relation to the Centrica Business Solutions Batteries, Gas peakers and Solar assets.

(ii) Recoverable amount is for the portfolio of assets and relates to the Property, Plant and Equipment balance only.

Fair value less costs of disposal (FVLCD) is determined by discounting the post-tax cash flows expected to be generated by the assets

or CGU, net of associated selling costs, taking into account those assumptions that market participants would use in estimating fair value.

Post-tax cash flows used in the FVLCD calculation are based on the Group’s Board-approved business plans and longer-term strategic

plans together with, where relevant, long-term production, asset usage and cash flow forecasts. These calculations are then benchmarked

back to market transactions, where available, to assess alignment with typical market participant views.

Centrica Business Solutions assets

An exceptional impairment has been recorded in 2024 for Centrica Business Solutions assets measured on a FVLCD basis.

For Batteries, post-tax cash flows are derived from projected revenue streams associated with wholesale power, balancing, reserve,

response and capacity markets over the life of the asset. Where forward market prices are not available, prices are determined based

on third-party price forecasts, together with an assessment of extrinsic value capture.

For Gas peakers, post-tax cash flows are derived from an assessment of the clean spark-spread, which is the difference between the

power revenues from generation and the cost of generation (gas and carbon costs), together with other revenue streams associated with

balancing mechanism and capacity and availability markets. Where forward market prices are not available, prices are determined based

on third-party price forecasts.

The future post-tax cash flows for both Batteries and Gas peakers are discounted using a post-tax nominal discount rate of 8.0%

(2023: 7.5%).

For Solar assets, post-tax cash flows are derived from an assessment of expected solar activity and the ability to capture future baseload

power prices. Prices are determined based on a third-party capture price forecast.

The future post-tax cash flows for Solar assets, are discounted using a post-tax nominal discount rate of 6.0% (2023: 6.0%).

For all assets, post-tax cash flows also include an assessment of forecast capital and operating expenditure.

Upstream gas production assets

No Upstream gas production assets have been impaired during the year but they still have a significant carrying value on the balance sheet

(see note 13) and accordingly further sensitivities are provided below.

For Upstream gas production assets post-tax cash flows are derived from projected production profiles of each field, taking into account

forward prices for gas and liquids over the relevant period. Where forward market prices are not available (i.e. outside the active period for

each commodity), prices are determined based on Centrica’s view of long-term prices, derived from a third-party market curve. The date of

cessation of production depends on the interaction of a number of variables, such as the recoverable quantities of hydrocarbons,

production costs, the contractual duration of the licence area and the selling price of the gas and liquids produced. As each field has specific

reservoir characteristics and economic circumstances, the post-tax cash flows for each field are computed using individual economic

models. Price assumptions are critical and use liquid market prices for 2025 to 2028, blended over a one-year period to long-term price

forecasts. Long-term price assumptions are Centrica’s view of long-term prices as derived from a third-party market curve and are deemed

best aligned with pricing that a reasonable market participant would use. Following the implementation of the Energy Profits Levy, the

increased tax rates have been included in the FVLCD calculations until the sunset date of 31 March 2030.

The future post-tax cash flows are discounted using a post-tax nominal discount rate of 11.0% (2023: 11.0%).

As forward commodity prices are a key assumption in these valuations, average prices and associated impairment sensitivities for the

Group’s upstream gas assets are shown below. Note that the fields are valued over their respective economic lives and the 5- and 10-year

pricing information shown below is just to provide context. Note that the asset portfolio reserves are predominantly gas (rather than liquids)

and therefore only NBP gas prices have been shown on the next page.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

7. Exceptional items and certain re-measurements

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  | Change in post-tax write-back/(impairment)  (ii) (iii) | | | |
|  | Five-year liquid and blended-  period price (i) | |  | Ten-year long-term  average price  (i) | | +10% | | -10% | |
|  | 2025-2029 | 2024-2028 |  | 2030-2039 | 2029-2038 |  | |  | |
|  | 31 December  2024 | 31 December  2023 |  | 31 December  2024 | 31 December  2023 | 31 December  2024 | 31 December  2023 | 31 December  2024 | 31 December  2023 |
|  |  |  |  |  |  | £m | £m | £m | £m |
| NBP (p/th) | 82 | 76 |  | 70 | 66 | — | 6 | — | (5) |
|  |  |  |  |  |  | +50%  Five-year liquid  and blended-  period only |  | -50%  Five-year liquid  and blended-  period only |  |
| — |  | (116) |

(i) Prices are shown in 2023 real terms.

(ii) Sensitivity relates to Upstream exploration and production assets and CGUs. A 10% change was historically deemed to represent a reasonably possible variation across

the entire period covered by both the liquid market and longer-term forecasts used in upstream gas impairment tests. Given the significant movements in commodity

prices during the last few years, a further sensitivity has been included based on a 50% change in liquid and blend-period commodity prices only. The changes shown

relate to further write-backs or impairments and are restricted because the most material fields have already been written back to their depreciated historic cost and

have excess impairment headroom.

(iii) Whilst no write-back or impairment would be required with a +/-10% price movement, the post-tax recoverable amounts would move by +£62 million/-£64 million.

Furthermore, there is also uncertainty due to climate change and international governmental intervention to reduce CO2 emissions and the

likely impact this will have on gas demand and forecast prices. As a result, a further sensitivity is disclosed below based on forecast prices

aligned to an average of the International Energy Agency’s (IEA), Bloomberg NEF, Aurora and Baringa’s net zero emissions by 2050, which

assumes governmental policies are put in place to achieve the temperature and net zero goals by 2050. This sensitivity retains the prices for

the liquid period (four years) but replaces the longer term thereafter with the average of these forecast prices for net zero emissions by

2050.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | Ten-year  long-term  average price  (i) | Change in  post-tax  impairment  (ii) |
|  | 2030-2039 |  |
|  | 2024 | £m |
| NBP (p/th) | 61 | — |

(i) Prices shown in 2023 real terms.

(ii) Change in impairment is restricted due to the most material fields having already been written back to their depreciated historic cost and having excess impairment

headroom, as well as most hydrocarbon production being in the liquid period and hence unaffected by net zero pricing.

8. Net finance income/(cost)

|  |
| --- |
|  |
| Financing costs mainly comprise interest on bonds and bank debt, the results of hedging activities used to manage foreign  exchange and interest rate movements on the Group’s borrowings and notional interest arising from the discounting of  decommissioning provisions and pensions. An element of financing cost is capitalised on qualifying projects.  Investment income predominantly includes interest received from short-term investments in money market funds,  bank deposits and government bonds. |
|  |

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | | |
|  | Financing  costs  £m |  | Investment  income  £m |  | Total  £m |  | Financing  costs  £m |  | Investment  income  £m |  | Total  £m |
| Year ended 31 December |  |  |  |  |  |
| Financing (cost)/income from net debt: |  |  |  |  |  |  |  |  |  |  |  |
| Interest income | — |  | 313 |  | 313 |  | — |  | 269 |  | 269 |
| Interest cost on bonds, bank loans and  overdrafts | (235) |  | — |  | (235) |  | (262) |  | — |  | (262) |
| Interest cost on lease liabilities | (13) |  | — |  | (13) |  | (12) |  | — |  | (12) |
|  | (248) |  | 313 |  | 65 |  | (274) |  | 269 |  | (5) |
| Net losses on revaluation | — |  | — |  | — |  | (2) |  | — |  | (2) |
| Notional interest arising from discounting | (23) |  | — |  | (23) |  | (14) |  | — |  | (14) |
|  | (271) |  | 313 |  | 42 |  | (290) |  | 269 |  | (21) |
| Other interest charges  (i) | (9) |  | — |  | (9) |  | (20) |  | — |  | (20) |
| Capitalised borrowing costs  (ii) | 11 |  | — |  | 11 |  | 2 |  | — |  | 2 |
| Financing (cost)/income before exceptional  items | (269) |  | 313 |  | 44 |  | (308) |  | 269 |  | (39) |
| Exceptional items  (iii) | (68) |  | — |  | (68) |  | — |  | — |  | — |
| Financing (cost)/income | (337) |  | 313 |  | (24) |  | (308) |  | 269 |  | (39) |

(i) Other interest charges includes interest charged on cash collateral, and fees for letters of credit. The cash flow associated is £16 million (2023: £20 million).

(ii) Borrowing costs have been capitalised using an average rate of 8.54% (2023 : 8.39%).

(iii) During the year the Group repurchased £370 million of debt instruments and refinanced a hybrid bond designated in a fair value hedge relationship, resulting in an

exceptional financing cost of £68 million (2023: £nil). See notes 7(b) and 25 for further details.

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| Centrica plc Annual Report and Accounts 2024 |  | 197 |
|  |  |  |

9.  Taxation

|  |
| --- |
|  |
| The taxation note details the different tax charges and rates, including current and deferred tax arising in the Group. The  current tax charge is the tax payable on this year’s taxable profits together with amendments in respect of tax provisions  made in earlier years. This tax charge excludes the Group’s share of taxation on the results of joint ventures and associates.  Deferred tax represents the tax on differences between the accounting carrying values of assets and liabilities and their tax  bases. These differences are temporary and are expected to unwind in the future. |
|  |

(a) Analysis of tax charge

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Year ended 31 December | Business  performance  £m | Exceptional  items and  certain re-  measurements  £m | Results  for the year  £m |  | Business  performance  £m | Exceptional  items and  certain re-  measurements  £m | Results  for the year  £m |
|  |
| Current tax |  |  |  |  |  |  |  |
| UK corporation tax | (383) | 146 | (237) |  | (535) | 105 | (430) |
| UK energy profits levy | (243) | — | (243) |  | (160) | 11 | (149) |
| UK petroleum revenue tax | 37 | — | 37 |  | 1 | — | 1 |
| Non-UK tax | (35) | (17) | (52) |  | (100) | — | (100) |
| Adjustments in respect of prior years – UK | (1) | (50) | (51) |  | 3 | (26) | (23) |
| Adjustments in respect of prior years – non-UK | (7) | — | (7) |  | 2 | — | 2 |
| Total current tax | (632) | 79 | (553) |  | (789) | 90 | (699) |
| Deferred tax |  |  |  |  |  |  |  |
| Origination and reversal of temporary differences – UK | (8) | (22) | (30) |  | (92) | (1,312) | (1,404) |
| UK energy profits levy | 70 | 188 | 258 |  | 34 | (376) | (342) |
| Change in UK tax rate | — | — | — |  | (2) | (3) | (5) |
| UK petroleum revenue tax | (2) | — | (2) |  | — | 52 | 52 |
| Origination and reversal of temporary differences – non-UK | 2 | (9) | (7) |  | 4 | (20) | (16) |
| Adjustments in respect of prior years – UK | 14 | 3 | 17 |  | 7 | (26) | (19) |
| Adjustments in respect of prior years – non-UK | 3 | — | 3 |  | — | — | — |
| Total deferred tax | 79 | 160 | 239 |  | (49) | (1,685) | (1,734) |
| Total UK tax | (516) | 265 | (251) |  | (744) | (1,575) | (2,319) |
| Total non-UK tax | (37) | (26) | (63) |  | (94) | (20) | (114) |
| Total taxation on profit for the year  (i) | (553) | 239 | (314) |  | (838) | (1,595) | (2,433) |

(i) Total taxation on profit excludes taxation on the Group’s share of results of joint ventures and associates.

UK tax rates

Most activities in the UK are subject to the standard rate for UK corporation tax of 25% ( 2023: 23.5%). Upstream gas production activities

are taxed at a rate of 30% (2023: 30%), a supplementary charge of 10% (2023 : 10%), plus the Energy Profits Levy of 35% from 1 January

2024 to 31 October 2024 and 38% from 1 November 2024 to 31 December 2024 (2023: 35%) to give an overall tax rate of 75.5% (2023 :

75%). Certain upstream gas production assets in the UK are subject to the UK petroleum revenue tax (PRT) regime at the current tax rate

of 0% (2023: 0%).

Non-UK tax rates

Taxation in non-UK jurisdictions, where the Group has a substantial presence, is calculated at the rate prevailing in those respective

jurisdictions.

The main non-UK rates of corporation tax are 12.5% (2023: 12.5%) plus a top-up tax of 2.5% (2023: 0%) in the Republic of Ireland, 22%

(2023: 22%) in Denmark and 17% (2023: 17%) in Singapore.

Prior year adjustments reflect changes made to estimates or to judgements when further information becomes available.

Movements in deferred tax liabilities and assets are disclosed in note 16. Tax on items taken directly to equity is disclosed in note S4.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

9. Taxation

(b) Factors affecting the tax charge

The Group is expected to continue carrying out most of its business activities in the UK and accordingly considers the standard UK rate

to be the appropriate reference rate.

The differences between the total taxation shown above and the amount calculated by applying the standard rate of UK corporation tax

to the profit before taxation are as follows:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Business  performance  £m | Exceptional  items  and certain  re-measurements  £m | Results  for the year  £m |  | Business  performance  £m | Exceptional  items  and certain  re-measurements  £m | Results  for the year  £m |
| Year ended 31 December |  |
| Profit before taxation | 1,596 | 83 | 1,679 |  | 2,713 | 3,760 | 6,473 |
| (Deduct)/add back share of (profits)/losses of joint ventures  and associates, net of interest and taxation | (256) | — | (256) |  | (209) | 1 | (208) |
|  | 1,340 | 83 | 1,423 |  | 2,504 | 3,761 | 6,265 |
| Tax on profit at standard UK corporation tax rate of 25%  (2023: 23.5%) | (335) | (21) | (356) |  | (588) | (884) | (1,472) |
| Effects of: |  |  |  |  |  |  |  |
| Depreciation/impairment on non-qualifying assets | — | (12) | (12) |  | (1) | (129) | (130) |
| Other permanent differences | 5 | 1 | 6 |  | (16) | 1 | (15) |
| Electricity Generator Levy | (20) | — | (20) |  | (67) | — | (67) |
| Higher rates applicable to Upstream profits/losses | (61) | 121 | 60 |  | (44) | (180) | (224) |
| Energy Profits Levy charge for the year | (173) | 177 | 4 |  | (133) | (395) | (528) |
| Energy Profits Levy re-measurement of deferred tax  balances | — | 11 | 11 |  | 7 | 30 | 37 |
| Petroleum revenue tax | 20 | — | 20 |  | — | 52 | 52 |
| Non-UK tax rates (excluding Upstream) | 10 | 16 | 26 |  | 6 | 17 | 23 |
| Movements in uncertain tax provisions | — | — | — |  | (1) | — | (1) |
| Write-back/(impairment) of deferred tax assets relating to  Upstream losses and decommissioning | — | 13 | 13 |  | — | (55) | (55) |
| Changes in UK tax rate | — | — | — |  | (2) | (3) | (5) |
| Prior year adjustment | 9 | (47) | (38) |  | 12 | (52) | (40) |
| Other (non-tax deductible)/non-taxable items | (8) | (20) | (28) |  | (11) | 3 | (8) |
| Taxation on profit | (553) | 239 | (314) |  | (838) | (1,595) | (2,433) |
| Less: movement in deferred tax | (79) | (160) | (239) |  | 49 | 1,685 | 1,734 |
| Total current tax | (632) | 79 | (553) |  | (789) | 90 | (699) |

The Group is subject to taxation in a number of jurisdictions. The complexity of applicable rules may result in legitimate differences of

interpretation between the Group and taxing authorities (or between different taxing authorities) especially where an economic judgement

or valuation is involved. Resolution of these differences typically takes many years. The uncertain tax provisions represent multiple layers

of estimation for different time periods and different jurisdictions.

The Group has applied IFRIC 23 ‘Uncertainty over Income Tax Treatments’. The interpretation requires consideration of the likelihood that

the relevant taxing authority will accept an uncertain tax treatment in order to determine the measurement basis. The value is calculated

in accordance with the rules of the relevant tax authority when acceptance is deemed probable.

The Group’s uncertain tax provision relates to differences in the interpretation of tax legislation in the UK and Canada. Due to the uncertainty

associated with such tax items, there is a possibility that, on conclusion of open tax matters at a future date, the final outcome may differ.

The uncertain tax provision represents management’s assessment of the likely outcome of each issue.

At 31 December 2024 the provision for uncertain tax items was £42 million (2023 : £43 million). The Group provided an indemnity to Sval

Energi following the sale of Spirit Energy’s Norwegian business and the transfer of the legal liabilities in respect of open tax disputes. Any

movement in the underlying indemnity (excluding movements attributable to foreign exchange rates) will be recorded through the profit

before tax of the Group. As at 31 December 2024 the indemnity in respect of the tax disputes was £100 million (2023: £123 million).

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| Centrica plc Annual Report and Accounts 2024 |  | 199 |
|  |  |  |

9. Taxation

(c) Factors that may affect future tax charges

The Group’s effective tax rates are impacted by changes to the mix of activities and profitability across the territories in which it operates.

Effective tax rates may also fluctuate where profits and losses cannot be offset for tax purposes. For example, losses arising in one territory

cannot be offset against profits in another. The Group’s effective tax rate is dependent on the proportion of Group profits and losses arising

from its UK upstream and nuclear activities relative to lower taxed UK and other jurisdictions’ profits and losses. The headline rate of tax on

ring fence profits from gas production in the UK was 75.5% (consisting of ring fence corporation tax of 30%, supplementary charge of 10%,

and the Energy Profits Levy of 35% to 31 October 2024 and 38% thereafter) versus 25% UK statutory corporation tax rate.

The Energy Profits Levy is a temporary measure and will apply to gas production profits until 31 March 2028. The Budget on 30 October

2024 announced that the Government would extend the Energy Profit Levy until 31 March 2030. The Finance Bill 2024 was not

substantively enacted by 31 December 2024 and as a result the Group’s deferred tax balances have not been re-measured to reflect the

extension of the Energy Profit Levy. See note 16 for an estimate of the impact of the re-measurement of the Group’s deferred tax balances

that will arise as a result of the enactment of the Finance Bill 2024.

On 9 June 2023 the UK Government announced the Energy Security Investment Mechanism. As a result, the Energy Profits Levy will cease

to apply if average oil and gas prices fall to historically normal levels for two consecutive quarters. Based on 20-year averages, normal levels

would be achieved where both average oil and gas prices fall to, or below, US$71.40 per barrel for oil and 54 pence per therm for gas. If the

Energy Profits Levy ceases to apply, the headline rate on ring fence profits will reduce to 40%. Based on the independent Office for Budget

Responsibility’s forecast, the Energy Security Investment Mechanism is not expected to be triggered before the planned end date for

Energy Profits Levy of 31 March 2030.

PRT is set at 0% but may still give rise to historical refunds from the carry-back of excess reliefs (for example, from decommissioning).

The Electricity Generator Levy applies from 1 January 2023 to 31 March 2028 at the tax rate of 45% to electricity generation revenues,

which will be determined by reference to revenue from sales exceeding a benchmark price of £77.94/MWh (2023: £75/MWh).

The benchmark price is indexed on 1 April each year by reference to Consumer Price Index for the previous December. The Electricity

Generator Levy is not an income tax for accounting purposes and therefore is included in the Group’s cost of sales and share of the results

of joint ventures’ and associates’ operating profits and is not deductible for the purposes of UK corporation tax. The Electricity Generator

Levy legislation is complex and there remains some uncertainty over how the provisions are to be applied and consequently the amount of

levy payable. See note 3(b) for details of the uncertainties regarding the application of the Electricity Generator Levy to the Group’s

revenues.

The Group monitors income tax developments in all the jurisdictions in which the Group operates, including the OECD Base Erosion

and Profit Shifting (BEPS) initiative (Pillar 2), which may affect the Group’s tax liabilities.

The Governments of the UK, Republic of Ireland, Denmark and Singapore (the main jurisdictions in which the Group operates) have

legislated for a minimum tax rate of 15% to apply with effect from 1 January 2024 (or 1 January 2025 in Singapore).

The Group does not expect its tax liabilities to be materially increased as a result of the implementation of the Pillar 2 rules. The Group

is currently assessing their detailed impact, but the Republic of Ireland is the only jurisdiction that is likely to be affected. The impact

on the Group’s effective tax rate based on 2024 profits is less than 1%.

(d) Relationship between current tax charge and taxes paid

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | UK  £m | Non-UK  £m | Total  £m |  | UK  £m | Non-UK  £m | Total  £m |
| Year ended 31 December |  |
| Current tax charge/(credit): |  |  |  |  |  |  |  |
| Corporation tax | 531 | 59 | 590 |  | 602 | 98 | 700 |
| Petroleum revenue tax | (37) | — | (37) |  | (1) | — | (1) |
| Total tax on results for the year (per note 9(b)) | 494 | 59 | 553 |  | 601 | 98 | 699 |
| Current tax included in other comprehensive income (i) | (36) | — | (36) |  | (29) | — | (29) |
| Total tax charge | 458 | 59 | 517 |  | 572 | 98 | 670 |
| Taxes paid/(refunded): |  |  |  |  |  |  |  |
| Corporation tax | 493 | 144 | 637 |  | 690 | 116 | 806 |
| Petroleum revenue tax | (1) | — | (1) |  | (3) | — | (3) |
|  | 492 | 144 | 636 |  | 687 | 116 | 803 |
| Included in the following lines of the Group Cash Flow Statement: |  |  |  |  |  |  |  |
| Taxes paid |  |  | 636 |  |  |  | 803 |
| Included in Cost of Sales in the Group Income Statement: |  |  |  |  |  |  |  |
| Electricity generator levy payable and paid  (ii) |  |  | 80 |  |  |  | 285 |

(i) Current tax movements relating to pension deficit payments are reported in other comprehensive income.

(ii) This excludes £86 million share of Electricity Generator Levy recognised in the Nuclear associate.

Differences between current tax charged and taxes paid arose principally due to the following factors:

• Corporation tax payments are generally made by instalment, based on estimated taxable profits, or the prior period’s profits. Fluctuations

in profits from year to year, one-off items and mark-to-market movements within the year may therefore give rise to divergence between

the charge for the year and the taxes paid. In certain jurisdictions advance tax payments are required (based on estimated tax liabilities)

which can result in overpayments. These are included as tax assets, to be refunded in a subsequent period; and

• PRT refunds are based on results in the preceding six-monthly PRT period, therefore PRT cash movements will reflect refunds

on a six-month delay.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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10. Earnings per ordinary share

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| --- |
|  |
| Earnings per share (EPS) is the amount of profit or loss attributable to each share. Basic EPS is the amount of profit or loss  for the year divided by the weighted average number of shares in issue during the year. Diluted EPS includes the impact  of outstanding share options. |
|  |

Basic earnings per ordinary share has been calculated by dividing the  profit attributable to equity holders of the Company for the year of

£1,332 million (2023:  £3,929 million) by the weighted average number of ordinary shares in issue during the year of 5,187 million (2023: 5,569

million). The number of shares excludes 573 million ordinary shares (2023: 339 million), being the weighted average number of the

Company’s own shares held in the employee share trust and treasury shares repurchased during the year by the Group as part of the share

buyback programme. These 573 million shares do not include shares expected to be repurchased as part of the Group’s share buyback

programme during 2025. See note S4.

The Directors believe that the presentation of adjusted basic earnings per ordinary share, being the basic earnings per ordinary share

adjusted for certain re-measurements and exceptional items, assists with understanding the underlying performance of the Group ,

as explained in note 2.

Information presented for diluted and adjusted diluted earnings per ordinary share uses the weighted average number of ordinary shares

as adjusted for 119 million (2023: 91 million) potentially dilutive ordinary shares as the denominator, unless it has the effect of increasing the

profit or decreasing the loss attributable to each ordinary share.

Basic to adjusted basic earnings per ordinary share reconciliation

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| Year ended 31 December | £m | Pence per  ordinary share |  | £m | Pence per  ordinary share |
| Earnings – basic | 1,332 | 25.7 |  | 3,929 | 70.6 |
| Net exceptional items after taxation (notes 2 and 7)  (i) | 132 | 2.5 |  | 600 | 10.8 |
| Certain re-measurement gains after taxation (notes 2 and 7)  (i) | (480) | (9.2) |  | (2,670) | (48.0) |
| Earnings – adjusted basic | 984 | 19.0 |  | 1,859 | 33.4 |
|  |  |  |  |  |  |
| Earnings – diluted | 1,332 | 25.1 |  | 3,929 | 69.4 |
|  |  |  |  |  |  |
| Earnings – adjusted diluted | 984 | 18.5 |  | 1,859 | 32.8 |

(i) Net exceptional items after taxation and certain re-measurement gains after taxation are adjusted to reflect the share attributable to non-controlling interests.

11. Dividends

|  |
| --- |
|  |
| Dividends represent the return of profits to shareholders. Dividends are paid as an amount per ordinary share held. The Group  retains part of the profits generated to meet future investment plans or to fund share buyback programmes. |
|  |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | £m | Pence per  ordinary share | Date of  payment |  | £m | Pence per  ordinary share | Date of  payment |
| Prior year final dividend | 141 | 2.67 | 11 Jul 2024 |  | 113 | 2.00 | 20 Jul 2023 |
| Interim dividend | 78 | 1.50 | 14 Nov 2024 |  | 73 | 1.33 | 16 Nov 2023 |
|  | 219 |  |  |  | 186 |  |  |

The Directors propose a final dividend of 3.00 pence per ordinary share for the year ended 31 December 2024 (which would total

£153 million based on shareholding at that date). The dividend will be paid on 5 June 2025 to those shareholders registered on 2 May 2025 .

The Company has sufficient distributable reserves to pay dividends to its ultimate shareholders. Distributable reserves are calculated on an

individual legal entity basis and the ultimate parent company, Centrica plc, currently has adequate levels of realised profits within its retained

earnings to support dividend payments. Refer to the Centrica plc Company Balance Sheet on page 271. At 31 December 2024, Centrica

plc’s Company-only distributable reserves were c.£4.0 billion (2023: c.£4.5 billion). On an annual basis, the distributable reserve levels of the

Group’s subsidiary undertakings are reviewed and dividends paid up to Centrica plc as appropriate to replenish its reserves.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 201 |
|  |  |  |

12. Acquisitions and disposals

|  |
| --- |
|  |
| This section details business combinations, asset acquisitions and disposals made by the Group. |
|  |

(a) Business combinations and asset acquisitions

During the year, Centrica Business Solutions acquired a number of companies with existing grid connections for the purpose of building

power assets in line with the Group’s strategy of being a flexible energy provider. The total consideration was £13 million with the

transactions being accounted for as asset acquisitions.

On 29 July 2024 the Group announced the acquisition of 100% of the issued share capital of Ensek Holdings Limited , a leading provider of

digital transformation services in the energy sector, and its innovative customer account management platform, Ignition, for £91 million in

cash consideration. The transaction completed on 20 September 2024. The acquisition will deliver strong returns aligned with the Group’s

capital allocation framework and investment thresholds and will enhance the Group’s ability to offer innovative propositions to its customers

as the energy system continues to develop.

There have been no material updates to the fair value of assets and liabilities recognised for businesses acquired in 2023.

|  |  |
| --- | --- |
|  |  |
| Provisional fair value of the identifiable assets and liabilities |  |
|  | Ensek Holdings  Limited |
|  | £m |
| Balance Sheet items: |  |
| Intangible assets | 31 |
| Current assets (including £12 million of cash and cash equivalents) | 30 |
| Current liabilities | (51) |
| Net identifiable assets acquired | 10 |
| Goodwill | 81 |
| Net assets acquired | 91 |
| Consideration comprises: |  |
| Cash consideration | 91 |
| Income Statement items: |  |
| Revenue recognised since the acquisition date in the Group Income Statement  (i) | 1 |
| Loss since the acquisition date in the Group Income Statement  (i) | (17) |

(i) Post-acquisition revenue recognised by Ensek included £11 million of intra-group trading, which has been eliminated on consolidation. The loss since the acquisition date

reported by Ensek, including this internal revenue, totalled £6 million.

The goodwill is attributable to the workforce and the cost savings arising from owning and controlling the Ignition customer account

management platform. It will not be deductible for tax purposes.

Pro forma information

The pro forma consolidated results of the Group, assuming the acquisitions had been made at the beginning of the year, would show

revenue of £19,916 million (compared to reported revenue of £19,913 million) and profit after taxation of £1,327 million (compared to

reported profit after taxation of £1,365 million).

(b) Disposals

During the year there have been no material disposals either individually or in aggregate.

|  |  |
| --- | --- |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

13. Property, plant and equipment

|  |
| --- |
|  |
| PP&E includes significant investment in power generating assets, storage assets and gas and liquid production assets.  Once operational, all assets are depreciated over their useful lives. |
|  |

|  |  |
| --- | --- |
|  |  |
| (a) | Carrying amounts |

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | | |
|  | Land and  buildings  £m | Plant,  equipment  and  vehicles  £m | Power  generation  £m | Gas  production  and  storage  £m | Total  £m |  | Land and  buildings  £m | Plant,  equipment  and  vehicles  £m | Power  generation  £m | Gas  production  and  storage  £m | Total  £m |
|  |  |
| Cost |  |  |  |  |  |  |  |  |  |  |  |
| 1 January | 294 | 825 | 372 | 11,674 | 13,165 |  | 235 | 691 | 199 | 11,517 | 12,642 |
| Acquisitions (note 12) | — | 12 | 1 | — | 13 |  | 1 | 7 | 70 | — | 78 |
| Additions and capitalised  borrowing costs | 11 | 203 | 188 | 51 | 453 |  | 53 | 123 | 108 | 89 | 373 |
| Disposals/retirements | (8) | (33) | (9) | — | (50) |  | (8) | (33) | (3) | — | (44) |
| Decommissioning liability and  dilapidations revisions and  additions (note 21) | 2 | 1 | — | (10) | (7) |  | 4 | — | 2 | 92 | 98 |
| Lease modifications and  re-measurements | 18 | (9) | — | 4 | 13 |  | 12 | 50 | — | 8 | 70 |
| Exchange adjustments | (5) | — | (16) | (68) | (89) |  | (3) | (13) | (4) | (32) | (52) |
| 31 December | 312 | 999 | 536 | 11,651 | 13,498 |  | 294 | 825 | 372 | 11,674 | 13,165 |
|  |  |  |  |  |  |  |  |  |  |  |  |
| Accumulated depreciation and  impairment |  |  |  |  |  |  |  |  |  |  |  |
| 1 January | 149 | 464 | 55 | 10,651 | 11,319 |  | 131 | 396 | 45 | 10,322 | 10,894 |
| Charge for the year  (i) | 24 | 80 | 13 | 270 | 387 |  | 24 | 85 | 12 | 274 | 395 |
| Impairments | 8 | 22 | 13 | 6 | 49 |  | 3 | 18 | 2 | 82 | 105 |
| Disposals/retirements | (8) | (33) | (9) | — | (50) |  | (8) | (32) | (3) | — | (43) |
| Exchange adjustments | — | — | (1) | (65) | (66) |  | (1) | (3) | (1) | (27) | (32) |
| 31 December | 173 | 533 | 71 | 10,862 | 11,639 |  | 149 | 464 | 55 | 10,651 | 11,319 |
| NBV at 31 December | 139 | 466 | 465 | 789 | 1,859 |  | 145 | 361 | 317 | 1,023 | 1,846 |

(i) Depreciation of £313 million (2023: £324 million) has been recognised in cost of sales, and £74 million (2023: £71 million) in operating costs before exceptional items.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 203 |
|  |  |  |

13. Property, plant and equipment

|  |  |
| --- | --- |
|  |  |
| (b) | Assets in the course of construction included in above carrying amounts |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Plant, equipment and vehicles | 150 | 99 |
| Gas production and storage | 11 | 29 |
| Power generation | 295 | 166 |

|  |  |
| --- | --- |
|  |  |
| (c) | Additional information relating to right-of-use assets included in the above |

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | | |
|  | Land and  buildings  £m | Plant,  equipment  and  vehicles  £m | Power  generation  £m | Gas  production  and  storage  £m | Total  £m |  | Land and  buildings  £m | Plant,  equipment  and  vehicles  £m | Power  generation  £m | Gas  production  and  storage  £m | Total  £m |
|  |  |
| Additions | 11 | 14 | — | 15 | 40 |  | 47 | 41 | — | — | 88 |
| Depreciation charge for the year | (23) | (59) | — | (11) | (93) |  | (23) | (65) | — | (10) | (98) |
| NBV at 31 December | 122 | 163 | — | 22 | 307 |  | 123 | 223 | — | 14 | 360 |

Further information on the Group’s leasing arrangements is provided in note 23.

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| --- | --- |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

14. Interests in joint ventures and associates

|  |
| --- |
|  |
| Investments in joint ventures and associates represent businesses where we exercise joint control or significant influence  and generally have an equity holding of up to 50%. These include the investment in Lake Acquisitions Limited, which owns  the existing UK nuclear power station fleet. |
|  |

|  |  |
| --- | --- |
|  |  |
| (a) | Interests in joint ventures and associates |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | 2024 |  | 2023 |
|  | Investments in  joint ventures  and associates  £m |  | Investments in  joint ventures  and associates  £m |
|  |  |
| 1 January | 903 |  | 1,580 |
| Additions | — |  | 9 |
| Impairments  (i) | (48) |  | (549) |
| Share of profit for the year | 256 |  | 208 |
| Share of other comprehensive income/(loss)  (ii) | 38 |  | (95) |
| Dividends | (355) |  | (220) |
| Disposals | — |  | (28) |
| Other movements | — |  | (2) |
| 31 December | 794 |  | 903 |

(i) The £48 million in 2024  relates to the Nuclear investment impairment (2023: £549 million). See note 7 for further details.

(ii) Share of other comprehensive income/(loss) mainly relates to actuarial changes on pension schemes within the Nuclea r investment.

|  |  |
| --- | --- |
|  |  |
| (b) | Share of joint ventures’ and associates’ assets and liabilities |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 31 December | 2024  £m |  | 2023  £m |
| Share of non-current assets | 4,278 |  | 3,888 |
| Share of current assets | 758 |  | 780 |
|  | 5,036 |  | 4,668 |
| Share of current liabilities | (305) |  | (270) |
| Share of non-current liabilities | (2,843) |  | (2,449) |
|  | (3,148) |  | (2,719) |
| Cumulative impairment | (1,094) |  | (1,046) |
| Interests in joint ventures and associates | 794 |  | 903 |
|  |  |  |  |
| Net cash included in share of net assets | 73 |  | 99 |

Further information on the Group’s investments in joint ventures and associates is provided in notes 6 and S10.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 205 |
|  |  |  |

15. Other intangible assets and goodwill

|  |
| --- |
|  |
| The Group Balance Sheet contains significant intangible assets. Goodwill, customer relationships and brands usually arise  when we acquire a business. Goodwill is attributable to enhanced geographical presence, cost savings, synergies, growth  opportunities, the assembled workforce and also arises from items such as deferred tax. Goodwill is not amortised but  is assessed for recoverability each year.  The Group uses European Union Allowances (EUAs) and Renewable Obligation Certificates/Renewable Energy Certificates  (ROCs/RECs) to satisfy its related obligations.  Upstream exploration and evaluation expenditure is capitalised as an intangible asset until development of the asset  commences, at which point it is transferred to PP&E or is deemed not commercially viable and is written down. |
|  |

|  |  |
| --- | --- |
|  |  |
| (a) | Carrying amounts |

|  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | | | |
|  | Customer  relationships  and brands  £m | Application  software  (i)(ii)  £m | EUA/  ROC/  REC (iii)  £m | Goodwill  £m | Total  £m |  | Customer  relationships  and brands  £m | Application  software  (i)(ii)  £m | EUA/  ROC/  REC (iii)  £m | Exploration  and  evaluation  expenditure  £m | Goodwill  £m | Total  £m |
| Cost |  |  |  |  |  |  |  |  |  |  |  |  |
| 1 January | 164 | 1,515 | 293 | 673 | 2,645 |  | 208 | 1,510 | 280 | 121 | 680 | 2,799 |
| Acquisitions (note 12) | — | 31 | — | 81 | 112 |  | 4 | — | — | — | — | 4 |
| Additions and capitalised  borrowing costs | — | 37 | 856 | — | 893 |  | — | 49 | 780 | — | — | 829 |
| Disposals/retirements and  surrenders | — | (54) | (830) | — | (884) |  | (46) | (38) | (767) | (121) | — | (972) |
| Exchange adjustments | (3) | (4) | — | (10) | (17) |  | (2) | (6) | — | — | (7) | (15) |
| 31 December | 161 | 1,525 | 319 | 744 | 2,749 |  | 164 | 1,515 | 293 | — | 673 | 2,645 |
|  |  |  |  |  |  |  |  |  |  |  |  |  |
| Accumulated amortisation and  impairment |  |  |  |  |  |  |  |  |  |  |  |  |
| 1 January | 84 | 1,255 | — | 268 | 1,607 |  | 111 | 1,180 | — | 121 | 271 | 1,683 |
| Amortisation  (iv) | 5 | 81 | — | — | 86 |  | 16 | 107 | — | — | — | 123 |
| Disposals/retirements and  surrenders | — | (54) | — | — | (54) |  | (46) | (38) | — | (121) | — | (205) |
| Impairments | — | 1 | — | — | 1 |  | 5 | 10 | — | — | — | 15 |
| Exchange adjustments | (2) | (2) | — | (2) | (6) |  | (2) | (4) | — | — | (3) | (9) |
| 31 December | 87 | 1,281 | — | 266 | 1,634 |  | 84 | 1,255 | — | — | 268 | 1,607 |
| NBV at 31 December | 74 | 244 | 319 | 478 | 1,115 |  | 80 | 260 | 293 | — | 405 | 1,038 |

(i) Application software includes assets under construction with a cost of £28 million (2023: £110 million).

(ii) The remaining amortisation period of individually material application software assets, which have a carrying value of £132 million (2023: £65 million), is up to 15 years.

Additionally, there is £13 million (2023: £82 million) of individually material software assets under construction.

(iii) The Group has assessed the expected submission dates of EUA/ROC/RECs currently held and where they are expected to be surrendered within a year of purchase,

they are presented within current assets, otherwise as non-current. At 31 December 2024, £319 million (2023: £293 million) is presented within current assets.

(iv) Amortisation of £86 million (2023 : £123 million) has been recognised in operating costs before exceptional items.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

15. Other intangible assets and goodwill

|  |  |
| --- | --- |
|  |  |
| (b) | Carrying amount of goodwill and intangible assets with indefinite useful lives allocated to CGUs |

Goodwill acquired through business combinations, and indefinite-lived intangible assets, have been allocated for impairment testing

purposes to individual CGUs or groups of CGUs, each representing the lowest level within the Group at which the goodwill or indefinite-

lived intangible asset is monitored for internal management purposes. See note S2 for further details on impairment assumptions.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  |  | 2024 | | | 2023 | | |
| 31 December | Principal acquisitions to which  goodwill and intangibles with  indefinite useful lives relate | Carrying  amount of  goodwill  £m | Carrying amount of  indefinite-lived  intangible assets (i)  £m | Total  £m | Carrying  amount of  goodwill  £m | Carrying amount of  indefinite-lived  intangible assets (i)  £m | Total  £m |
| CGUs |  |  |  |  |  |  |  |
| British Gas Services & Solutions | AlertMe/Dyno-Rod | 63 | 57 | 120 | 63 | 57 | 120 |
| British Gas Energy | Enron Direct/Electricity Direct/  Ensek | 202 | — | 202 | 121 | — | 121 |
| Centrica Business Solutions |  |  |  |  |  |  |  |
| – Energy supply | Enron Direct/Electricity Direct | 60 | — | 60 | 60 | — | 60 |
| Bord Gáis Energy | Bord Gáis Energy | 15 | — | 15 | 16 | — | 16 |
| Centrica Energy | Neas Energy | 138 | — | 138 | 145 | — | 145 |
|  |  | 478 | 57 | 535 | 405 | 57 | 462 |

(i) The indefinite-lived intangible assets relate mainly to the Dyno-Rod brand.

The Group has considered the impact of climate change on the carrying value of goodwill, including the impact of the risks and

opportunities. See note 3(c).

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| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 207 |
|  |  |  |

16. Deferred tax liabilities and assets

|  |
| --- |
|  |
| Deferred tax is an accounting adjustment to provide for tax that is expected to arise in the future as a result of differences  in the accounting and tax bases of assets and liabilities. The principal deferred tax assets and liabilities recognised by the  Group relate to capital investments, decommissioning assets and provisions, tax losses, fair value movements on  derivative financial instruments, petroleum revenue tax (PRT) and pensions. |
|  |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Accelerated tax  depreciation  (corporation tax)  £m | Net  decommissioning (i)  £m | Losses  carried  forward  (ii)  £m | Other timing  differences  £m | Marked-to-  market  positions  £m | Net deferred  PRT (iii)  £m | Retirement  benefit  obligation  £m | Total  £m |
| 1 January 2023 | (595) | 455 | 216 | 4 | 1,713 | 29 | (121) | 1,701 |
| Credit/(charge) to income | 115 | (13) | (122) | (6) | (1,738) | 52 | (22) | (1,734) |
| Credit to equity | — | — | — | 6 | — | — | 64 | 70 |
| Exchange and other adjustments | — | — | — | (5) | — | — | — | (5) |
| 31 December 2023 | (480) | 442 | 94 | (1) | (25) | 81 | (79) | 32 |
| Credit/(charge) to income | 71 | 48 | (33) | 54 | 110 | (2) | (9) | 239 |
| Charge to equity | — | — | — | (4) | — | — | (7) | (11) |
| Exchange and other adjustments | (5) | — | — | (4) | — | — | — | (9) |
| 31 December 2024 | (414) | 490 | 61 | 45 | 85 | 79 | (95) | 251 |

(i) Net decommissioning includes deferred tax assets of £605 million (2023: £617 million) in respect of decommissioning provisions.

(ii) The losses arise principally from accelerated allowances for upstream investment expenditure, for which equivalent deferred tax liabilities are included under accelerated

tax depreciation.

(iii) The deferred PRT amounts include the effect of deferred corporation tax as PRT is chargeable to corporation tax.

Certain deferred tax assets and liabilities have been offset where there is a legally enforceable right to offset current tax assets against

current tax liabilities and when the deferred income taxes relate to the same fiscal authority.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Assets  £m | Liabilities  £m |  | Assets  £m | Liabilities  £m |
| Gross deferred tax balances | 791 | (540) |  | 1,007 | (975) |
| Offsetting deferred tax balances | (452) | 452 |  | (551) | 551 |
| Net deferred tax balances (after offsetting for financial reporting purposes) | 339 | (88) |  | 456 | (424) |

Deferred tax assets arise typically on decommissioning provisions, trading losses carried forward, retirement benefit obligations and

marked-to-market positions. Forecasts indicate that there will be suitable taxable profits to utilise those deferred tax assets not offset

against deferred tax liabilities. Specific legislative provisions applicable to gas production provide assurance that deferred tax assets relating

to decommissioning costs and certain trading losses will be utilised.

The UK upstream deferred tax assets and liabilities were measured at the headline rate of tax of 78% applicable to the UK gas profits,

consisting of 30% ring fence corporation tax, 10% supplementary charge and 38% Energy Profits Levy.

The Budget on 30 October 2024 announced that the Government would extend the Energy Profit Levy until 31 March 2030 from 31 March

2028. The Finance Bill 2024 was not substantively enacted by 31 December 2024 and as a result the Group’s deferred tax balances have not

been re-measured to reflect the extension of the Energy Profit Levy. It is estimated that the Group’s deferred tax liabilities will increase by

£79 million following substantive enactment of Finance Bill 2024.

At the balance sheet date, the Group had £1,295 million (2023 revised: £1,438 million) unrecognised deductible temporary differences

related to carried forward tax losses and other temporary differences available for utilisation against future taxable profits.

At the balance sheet date, no taxable temporary differences existed in respect of the Group’s overseas investments  (2023: £nil).

We have applied the mandatory exception to recognising and disclosing information about the deferred tax assets and liabilities related

to Pillar 2 income taxes in accordance with the amendments to IAS 12 adopted by the UK Endorsement Board on 19 July 2023.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

17. Trade and other receivables and contract-related assets

|  |
| --- |
|  |
| Trade and other receivables include accrued income, and are amounts owed by our customers for goods we have delivered  or services we have provided. These balances are valued net of expected credit losses. Other receivables include payments  made in advance to our suppliers. Contract-related assets are balances arising as a result of the Group’s contracts with  customers in the scope of IFRS 15. |
|  |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current  £m | Non-current  £m |  | Current  £m | Non-current  £m |
| Financial assets: |  |  |  |  |  |
| Trade receivables | 3,270 | — |  | 2,991 | — |
| Unbilled downstream energy income | 968 | — |  | 1,065 | — |
| Trading and energy procurement accrued income  (i) | 1,653 | — |  | 1,782 | — |
| Other accrued income | 71 | — |  | 76 | — |
| Cash collateral posted | 191 | — |  | 260 | — |
| Other receivables (including contract assets)  (ii) | 264 | 52 |  | 221 | 104 |
|  | 6,417 | 52 |  | 6,395 | 104 |
| Less: provision for credit losses | (1,532) | — |  | (1,309) | — |
|  | 4,885 | 52 |  | 5,086 | 104 |
| Non-financial assets: prepayments, other receivables and costs to obtain a contract with a  customer (iii) | 319 | 127 |  | 323 | 106 |
|  | 5,204 | 179 |  | 5,409 | 210 |

(i) Trading and energy procurement counterparty receivables are typically with customers with external, published credit ratings. Such receivables have typically much

lower credit risk than downstream counterparties, are settled in a short period of time and expected credit losses are not significant.

(ii) Other receivables includes amounts owed to Bord Gáis under public service obligation schemes of £90 million (2023: £97 million).

(iii) Includes costs of £28 million (2023: £10 million) incurred to obtain contracts with customers in the British Gas Energy and British Gas Services & Solutions segments.

Costs are amortised over the expected tenure of the customer contract. See note S2.

The amounts above include gross amounts receivable arising from the Group’s IFRS 15 contracts with customers of £3,195 million

(2023: £2,782 million). Additionally, accrued income of £1,032 million (2023: £1,115 million) arising under IFRS 15 contracts is included.

Trade and other receivables include financial assets representing the contractual right to receive cash or other financial assets from

residential customers, business customers and treasury, trading and energy procurement counterparties as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current  £m | Non-current  £m |  | Current  £m | Non-current  £m |
| Financial assets by business type: |  |  |  |  |  |
| Residential customers | 2,897 | — |  | 2,725 | 3 |
| Business customers | 1,517 | 50 |  | 1,516 | 98 |
| Treasury, trading and energy procurement counterparties | 2,003 | 2 |  | 2,154 | 3 |
|  | 6,417 | 52 |  | 6,395 | 104 |
| Less: provision for credit losses | (1,532) | — |  | (1,309) | — |
|  | 4,885 | 52 |  | 5,086 | 104 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 209 |
|  |  |  |

17. Trade and other receivables and contract-related assets

Credit loss charge for trade and other receivables and contract assets

The impairment charge in trade receivables is stated net of credits for the release of specific provisions made in previous years, which are

no longer required. These relate primarily to residential and business customers in the UK. Movements in the provision for credit losses by

business type are as follows:

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
|  | Residential  customers  £m | Business  customers  £m | Treasury,  trading  and energy  procurement  counterparties  £m | Total  £m |  | Residential  customers  £m | Business  customers  £m | Treasury,  trading  and energy  procurement  counterparties  £m | Total  £m |
| 1 January | (850) | (443) | (16) | (1,309) |  | (567) | (305) | — | (872) |
| Increase in impairment of trade receivables  (predominantly related to credit impaired trade  receivables) (i) (ii) (iii) | (245) | (132) | (6) | (383) |  | (396) | (198) | (16) | (610) |
| Receivables written off  (iv) | 111 | 46 | 3 | 160 |  | 113 | 60 | — | 173 |
| 31 December | (984) | (529) | (19) | (1,532) |  | (850) | (443) | (16) | (1,309) |

(i) Includes £364 million (2023: £587 million) of credit losses related to trade receivables resulting from contracts in the scope of IFRS 15.

(ii) All loss allowances reflect the lifetime expected credit losses on trade receivables and contract assets.

(iii) Excludes recovery of previously written-off receivables of £10 million (2023: £8 million). Due to the large number of individual receivables and the matrix approach

employed, any reduction in provision is reflected in a reduced charge for the relevant period, rather than in separately identifiable reversals of previous provisions.

(iv) Materially all write-offs relate to trade receivables where enforcement activity is ongoing. The gross carrying value of write-offs related to trade receivables where

enforcement activity is ongoing was £122 million (2023: £142 million).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Increase in impairment provision for trade receivables (per above) | (383) | (610) |
| Less recovery of previously written-off receivables | 10 | 8 |
| Credit losses on financial assets (per Group Income Statement) | (373) | (602) |

Enforcement activity continues in respect of balances that have been written off unless there are specific known circumstances (such as

bankruptcy) that render further action futile.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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17. Trade and other receivables and contract-related assets

Credit loss charge for trade and other receivables and contract assets

Receivables from residential and business customers are generally considered to be credit impaired when the payment is past the

contractual due date. The Group applies different definitions of default for different groups of customers, ranging from sixty days past

the due date to six to twelve months from the issuance of a final bill. Receivables are generally written off only once a period of time

has elapsed since the final bill. Contractual due dates range from falling due upon receipt to falling due in thirty days from receipt.

The table below shows credit impaired balances in gross receivables (those that are past due) and those that are not yet due and therefore

not considered to be credit impaired.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Gross trade and other receivables |  |  |
| 31 December | 2024  £m | 2023  £m |
| Balances that are not past due | 4,091 | 4,403 |
| Balances that are past due  (i) | 2,326 | 1,992 |
|  | 6,417 | 6,395 |

(i) The majority of balances that are past due relate to residential and business customers, ageing of these receivables is included in the credit risk tables in the

sections below.

The IFRS 9 impairment model is applicable to the Group’s financial assets including trade receivables, contract assets and other financial

assets using the simplified approach as described in note S3. As the majority of the relevant balances are trade receivables and contract

assets to which the simplified model applies, this disclosure focuses on these balances.

The provision for credit losses for trade receivables and contract assets is based on an expected credit loss model that calculates the

expected loss applicable to the receivable balance over its lifetime. Expected credit losses on receivables due from treasury, trading and

energy procurement counterparties are not significant (see note S3 for further analysis of this determination). For residential and business

customers default rates are calculated initially by considering historical loss experience and applied to trade receivables within a provision

matrix. The matrix approach allows application of different default rates to different groups of customers with similar characteristics. These

groups are determined by a number of factors including: the nature of the customer, the payment method selected and, where relevant,

the sector in which they operate. The characteristics used to determine the groupings of receivables are the factors that have the greatest

impact on the likelihood of default. The rate of default increases once the balance is thirty days past due.

Concentration of credit risk in trade and other receivables

Treasury, trading and energy procurement counterparty receivables are typically with customers with external, published credit ratings.

Such receivables have typically much lower credit risk than downstream counterparties, and that risk is assessed primarily by reference

to the credit ratings rather than to the ageing of the relevant balance. Counterparty credit rating information is given in note S3.

The Group’s posted cash collateral balance has decreased to £191 million in 2024 (2023: £260 million). Collateral counterparties typically

have strong credit ratings and accordingly have low credit risk; the Group does not expect credit losses to arise on these balances. See

note S3.

The majority of the Group’s credit exposure arises in the British Gas Energy and Centrica Business Solutions segments and relates to

residential and business energy customers. The credit risk associated with these customers is assessed as described above, using a

combination of the age of the receivable in question, internal ratings based on a customer’s payment history, and external data from credit

rating agencies and wider macroeconomic information. The disclosures below reflect the information that is reported internally for credit

risk management purposes in these segments.

|  |  |  |
| --- | --- | --- |
|  |  |  |
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| Centrica plc Annual Report and Accounts 2024 |  | 211 |
|  |  |  |

17. Trade and other receivables and contract-related assets

British Gas Energy credit risk

Of the Group total of £3,270 million (2023: £2,991 million) billed trade receivables, the British Gas Energy reporting segment contributes

£2,768 million ( 2023: £2,380 million). British Gas Energy includes small business customers on the basis that their profile closely matches

those of residential customers. As described above, credit risk is concentrated in receivables from energy customers who pay in arrears.

Gross receivables from British Gas Energy residential customers amount to £1,945 million (2023: £1,651 million) and are analysed below.

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
| Trade receivables due from  British Gas residential  energy customers as at  31 December  (i) |  |  |  |  |  |  | 2023 | | | | |
| 2024 | | | | |  |
| Days beyond invoice date (ii) | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |  | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |
| Risk profile |  |  |  |  |  |  |  |  |  |  |  |
| Direct debits  (iii) |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 303 | 67 | 227 | 597 |  |  | 310 | 55 | 171 | 536 |  |
| Provision | — | — | (10) | (10) |  |  | — | — | (7) | (7) |  |
| Net | 303 | 67 | 217 | 587 | 2% |  | 310 | 55 | 164 | 529 | 1% |
| Payment on receipt of bill  (iii) |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 89 | 56 | 815 | 960 |  |  | 114 | 71 | 650 | 835 |  |
| Provision | (4) | (8) | (445) | (457) |  |  | (4) | (9) | (412) | (425) |  |
| Net | 85 | 48 | 370 | 503 | 48% |  | 110 | 62 | 238 | 410 | 51% |
| Final bills  (iv) |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 19 | 22 | 347 | 388 |  |  | 21 | 27 | 232 | 280 |  |
| Provision | (7) | (14) | (311) | (332) |  |  | (4) | (12) | (199) | (215) |  |
| Net | 12 | 8 | 36 | 56 | 86% |  | 17 | 15 | 33 | 65 | 77% |
| Total net British Gas  residential energy  customers trade  receivables | 400 | 123 | 623 | 1,146 | 41% |  | 437 | 132 | 435 | 1,004 | 39% |

(i) The receivables information presented in this table relates to downstream customers who pay energy bills using the methods presented. It excludes low residual credit

risk amounts, such as balances in the process of recovery through pay-as-you-go energy (PAYGE) arrangements and amounts receivable from PAYGE energy vendors.

Gross amounts in the process of recovery through PAYGE arrangements at 31 December 2024 are £114 million (2023: £154 million), against which a provision of

£92 million is held (2023: £117 million).

(ii) This ageing analysis is presented relative to invoicing date and presents receivables according to the oldest invoice outstanding with the customer. There are a range of

payment terms extended to residential energy customers. Amounts paid on receipt of a bill (PORB), which are settled using bank transfers, cash or cheques are typically

due within fourteen days of invoicing. Direct debit customers typically pay in equal instalments over a twelve-month period.

(iii) Receivables settled by direct debit are deemed to present a lower credit risk than PORB amounts. This is reflected in the relative level of provision held for these types

of receivables.

(iv) Final bill customers are those who are no longer customers of the Group and have switched energy supplier. These balances are deemed to have the highest credit risk.

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| --- | --- |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

17. Trade and other receivables and contract-related assets

Gross receivables from British Gas Energy small business customers amount to £709 million (2023: £575 million) and are analysed below.

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
| Trade receivables due  from British Gas small  business energy  customers as at  31 December |  | | | | |  |  | | | | |
| 2024 | | | | |  | 2023 | | | | |
| Days beyond invoice date (i) | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |  | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |
| Risk profile |  |  |  |  |  |  |  |  |  |  |  |
| Small businesses |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 116 | 59 | 534 | 709 |  |  | 115 | 53 | 407 | 575 |  |
| Provision | (3) | (10) | (405) | (418) |  |  | (3) | (8) | (302) | (313) |  |
| Total net British Gas  small business energy  customers trade  receivables | 113 | 49 | 129 | 291 | 59% |  | 112 | 45 | 105 | 262 | 54% |

(i) This ageing analysis is presented relative to invoicing date and presents receivables according to the oldest invoice outstanding with the customer. There are a range of

payment terms extended to business energy customers. Standard credit terms for small business customers are ten working days.

Unbilled downstream energy income at 31 December 2024 includes gross balances of £670 million (2023: £693 million) in respect of British

Gas energy customers against which a provision of £56 million (2023: £56 million) is held.

Centrica Business Solutions energy credit risk

Of the Group total of £3,270 million (2023: £2,991 million) billed trade receivables, the Centrica Business Solutions reporting segment

contributes £238 million (2023: £313 million). As described above, credit risk is concentrated in receivables from business energy

customers who pay in arrears, the remaining balances being immaterial in disaggregation. Gross receivables from these customers amount

to £201 million (2023: £269 million) and are analysed below.

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
| Trade receivables due  from Centrica Business  Solutions business energy  customers as at  31 December |  | | | | |  |  | | | | |
| 2024 | | | | |  | 2023 | | | | |
| Days beyond invoice date (i) | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |  | <30 days  £m | 30-90 days  £m | >90 days  £m | Total  £m | Percentage  of credit risk |
| Risk profile |  |  |  |  |  |  |  |  |  |  |  |
| Commercial and industrial  (ii) |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 22 | 4 | 15 | 41 |  |  | 75 | 9 | 26 | 110 |  |
| Provision | — | — | (10) | (10) |  |  | — | — | (13) | (13) |  |
| Net | 22 | 4 | 5 | 31 | 24% |  | 75 | 9 | 13 | 97 | 12% |
| Medium-sized entities |  |  |  |  |  |  |  |  |  |  |  |
| Gross receivables | 41 | 14 | 105 | 160 |  |  | 50 | 19 | 90 | 159 |  |
| Provision | — | — | (64) | (64) |  |  | — | (1) | (57) | (58) |  |
| Net | 41 | 14 | 41 | 96 | 40% |  | 50 | 18 | 33 | 101 | 36% |
| Total net Centrica  Business Solutions  business energy  customers trade  receivables | 63 | 18 | 46 | 127 | 37% |  | 125 | 27 | 46 | 198 | 26% |

(i) This ageing analysis is presented relative to invoicing date and presents receivables according to the oldest invoice outstanding with the customer. There are a range of

payment terms extended to business energy customers. Standard credit terms for medium-sized entity customers are ten working days. Credit terms for commercial

and industrial customers are bespoke and are set based on the commercial agreement with each customer.

(ii) This category includes low credit risk receivables, including those from public sector and customers with high turnover (greater than £100 million).

Unbilled downstream energy income at 31 December 2024 includes gross balances of £148 million (2023: £239 million) in respect of

Centrica Business Solutions business energy customers against which a provision of £6 million (2023: £14 million) is held.

The remaining reporting segments which are not shown above are not considered to have material credit risk.

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| --- | --- | --- |
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|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 213 |
|  |  |  |

17. Trade and other receivables and contract-related assets

Sensitivity to changes in assumptions

Typically, the most significant assumption included within the expected credit loss provisioning model that gives rise to estimation

uncertainty is that future performance will be reflective of past performance and that there will be no significant change in the payment

profile or recovery rates within each identified group of receivables. To address this risk, the Group reviews and updates default rates,

by group, on a regular basis to ensure they incorporate the most up to date assumptions along with forward-looking information where

available and relevant. The Group also considers regulatory changes and customer segment specific factors that may have an impact,

now or in the future, on the recoverability of the balance.

The specific consideration of forward-looking information in the impairment model does not usually give rise to significant changes

in the levels of credit losses. However, wholesale gas and electricity costs have trended upwards during 2024 and continue to cause

uncertainty in economic outlook; there remains a level of estimation uncertainty inherent in determining credit loss provisions for the

Group’s trade receivables.

Where customers experience difficulties in settling balances, the increased ageing of these amounts results in an increase in provisions held

in respect of them under the provision matrix approach employed. The Group has also considered changes in customer payment patterns,

the specific circumstances of the customers and the economic impacts of the factors identified above, on the sectors in which they

operate. Whilst economic recovery is expected, a level of unpredictability remains apparent.

Customers are facing continued pressures relating to their cost of living, including increased energy bills and higher interest rates.

The Group has considered macroeconomic forecasts and sensitivities, as well as disposable income analysis from a credit rating agency,

to model and determine the level of provisions for credit losses.

During 2024 the Group recognised credit losses of £373 million (2023: £602 million) in respect of financial assets, representing 1.9% of total

Group revenue (2023: 2.3%) and 1.5% (2023: 1.8%) of total Group revenue from business performance. As described above, the majority

of the Group’s credit exposure arises in respect of downstream energy receivables in British Gas Energy and Centrica Business Solutions.

Credit losses in respect of these assets amounted to £359 million (2023: £554 million). This represents 2.5% (2023: 2.6%) of total UK

downstream energy supply revenue from these segments of £14,424 million (2023: £21,046 million). Further details of segmental revenue

are provided in note 4.

Due to the different level of risks presented by billed and unbilled receivables, these asset groups are considered separately in the

analysis below.

Billed trade receivables

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December  2024  £m | 31 December  2023  £m |
|  |
| Trade receivables | 3,270 | 2,991 |
| Provision | (1,471) | (1,240) |
| Net balance | 1,799 | 1,751 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December  2024  % | 31 December  2023  % |
|  |
| Provision coverage | 45 | 41 |
| Sensitivity | £m | £m |
| Impact on billed receivables/operating profit from 1 percentage point (increase)/decrease in provision coverage  (i) | (33)/33 | (30)/30 |

(i) Credit risk in the Group is impacted by a large number of interacting factors.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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17. Trade and other receivables and contract-related assets

The commodity price environment during the second half of 2024 has trended upwards, keeping the operating landscape challenging in line

with wider macroeconomic conditions including higher interest rates and higher than targeted inflation rates. Total provision coverage has

increased during the year primarily due to the continued deterioration in the collection performance of customers who pay on receipt of

their bill. This decline is driven by older aged debt, accrued during the cost of living crisis. Improving the recovery of debt within this cohort of

customers is a key focus for British Gas Energy. As a percentage of debt, the total provision has remained largely consistent compared to

prior year. The increase in the provision coverage is also due to a change in the mix of debt within the portfolio as the proportion of unbilled

debt has decreased due to shorter billing cycles processed by the Group’s newly acquired digital customer management platform, Ensek.

Limited field activity has resumed during the year, although warrant visits remain suspended, with only a minimal level of voluntary credit

to prepayment meter exchanges taking place. This has been partially mitigated by the resumption of litigation activity during the year,

however debt levels relating to distressed customer accounts are continuing to increase. Final billed provision coverage has also increased

during the year due to a decrease in the recovery of debt relating to change of tenancy customers. The increase in provision coverage in the

Group’s business portfolio has been driven primarily due to the change in mix of customers with typically lower-risk large customers making

up a smaller proportion of business credit provisions as a result of management’s strategic decision to exit this market. Similar to the

residential portfolio, the lack of significant warrant activity during the year has an adverse impact on business collection performance,

particularly in relation to older aged debt.

There remains significant uncertainty around the persistent impact of macroeconomic conditions on bad debt. Although leading debt

indicators including the new customers going into debt, insolvency volumes in business and direct debit cancellation rates in residential have

started to level off during 2024, they remain at levels higher than before the cost of living crisis. The delayed impact on customer payments

are now broadly reflected in the underlying matrix output model used to record provision coverage, hence the reduction in the additional

macroeconomic provision to £49 million (2023: £175 million). Management considers the impact of specific cohorts of customers

referenced in the previous tables when making this assessment, recognising the different credit terms and different risk profiles that exist.

This assessment also utilises a range of factors, both internal and external, historic and forward-looking, and considers the sensitivities of

these to help management estimate the likely recovery of debt.

It remains uncertain as to when and how these factors will reduce the collectability of debt and at what scale. Future changes in commodity

prices may also impact this. The table above and the unbilled section below provide details of the sensitivity of moving the debt provision by

a further 1%.

The Group’s services, upstream and trading operations are less susceptible to credit risk. No significant deterioration of credit risk has been

experienced or is expected in the relevant segments in respect of billed trade receivables recognised at 31 December 2024, taking into

account cash collection cycles in those areas of the Group and credit rating information  (see note S3).

Unbilled downstream energy income

The table below shows the IFRS 15 unbilled downstream energy income for the Group as a whole.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December  2024  £m | 31 December  2023  £m |
|  |
| Gross unbilled receivables | 968 | 1,065 |
| Provision | (61) | (69) |
| Net balance | 907 | 996 |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 31 December  2024  % | 31 December  2023  % |
|  |
| Provision coverage | 6 | 6 |
| Sensitivity | £m | £m |
| Impact on unbilled receivables/operating profit from 1 percentage point (increase)/decrease in provision coverage  (i) | (10)/10 | (11)/11 |

(i) Credit risk in the Group is impacted by a large number of interacting factors.

Unbilled downstream energy income is typically provided at a significantly lower rate than billed debt. This is because a large proportion

of this debt once billed will be subject to the very short cash collection cycles of the Group’s downstream energy supply businesses.

18. Inventories

|  |
| --- |
|  |
| Inventories represent assets that we intend to use in future periods, either by selling the asset itself (e.g. gas in storage) or by  using it to provide a service to a customer. |
|  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Gas in storage and transportation  (i) | 745 | 824 |
| Other raw materials and consumables | 120 | 120 |
| Finished goods and goods for resale | 39 | 135 |
|  | 904 | 1,079 |

(i) Includes gas in storage held at fair value of £364 million (2023: £263 million).

The Group consumed £1,806 million of inventories (2023: £1,912 million) during the year. Write-downs amounting to £14 million

(2023: £5 million) were charged to the Group Income Statement in the year.

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| Centrica plc Annual Report and Accounts 2024 |  | 215 |
|  |  |  |

19. Derivative financial instruments

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
|  |  |  |  |  |
|  | The Group generally uses derivative financial instruments to manage the risk arising from fluctuations in the value of certain  assets or liabilities associated with treasury management and energy sales and procurement, and for proprietary energy  trading purposes. The Group also uses derivatives to hedge exchange risk.  For accounting purposes, derivatives are either classified as held for trading, in which case changes in their fair value are  recognised in the Group Income Statement, or they are designated in hedging relationships. Where derivatives are in hedging  relationships, the treatment of changes in their fair value depends on the nature of that relationship, and whether it represents  a fair value hedge or a cash flow hedge. Note S5 provides further detail on the Group’s hedge accounting. The table below  gives a high-level summary of the Group’s accounting for its derivative contracts. | | |  |
|  |  |  |  |  |
|  | Purpose | Classification | Accounting treatment |  |
|  | Proprietary energy trading and  treasury management. | Held for trading and fair  value hedges. | Changes in fair value recognised in the Group’s business performance results for  the year. |  |
|  | Treasury management. | Cash flow hedges. | Effective portion of hedge initially recognised in the Group Statement of Other  Comprehensive Income. Gains and losses are recycled to the Group Income Statement  when the hedged item impacts profit or loss. Ineffective portions of the hedge are  recognised immediately in the Group’s business performance results for the year. |  |
|  | Energy procurement and  optimisation. | Held for trading. | Changes in fair value recognised in the Group’s exceptional items and certain  re-measurements results for the year. |  |
|  |  |  |  |  |

The carrying values of derivative financial instruments by product type for accounting purposes are as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Assets  £m | Liabilities  £m |  | Assets  £m | Liabilities  £m |
| Derivative financial instruments – held for trading under IFRS 9: |  |  |  |  |  |
| Energy derivatives – for procurement/optimisation | 530 | (251) |  | 1,733 | (1,715) |
| Energy derivatives – for proprietary trading | 886 | (913) |  | 1,418 | (993) |
| Foreign exchange derivatives | 128 | (83) |  | 85 | (144) |
| Derivative financial instruments in hedge accounting relationships: |  |  |  |  |  |
| Interest rate derivatives | — | (134) |  | — | (136) |
| Foreign exchange derivatives | 32 | (6) |  | 36 | (18) |
| Total derivative financial instruments | 1,576 | (1,387) |  | 3,272 | (3,006) |
| Included within: |  |  |  |  |  |
| Derivative financial instruments – current | 1,309 | (932) |  | 2,373 | (2,391) |
| Derivative financial instruments – non-current | 267 | (455) |  | 899 | (615) |

The contracts included within energy derivatives are subject to a wide range of detailed specific terms, but comprise the following general

components, analysed on a net carrying value basis:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Short-term forward market purchases and sales of gas and electricity: |  |  |
| UK and Europe | 125 | 1,163 |
| Other derivative contracts including structured gas sale and purchase arrangements | 127 | (720) |
| Net total | 252 | 443 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Net gains/(losses) on derivative financial instruments due to change in fair value |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Income  Statement  £m | Equity  £m |  | Income  Statement  £m | Equity  £m |
| Financial assets and liabilities measured at fair value: |  |  |  |  |  |
| Derivative financial instruments – held for trading | 20 | — |  | 3,024 | — |
| Derivative financial instruments in hedge accounting relationships | (14) | (8) |  | 48 | (13) |
|  | 6 | (8) |  | 3,072 | (13) |

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

20. Trade and other payables and contract liabilities

|  |
| --- |
|  |
| Trade and other payables include accruals and are principally amounts we owe to our suppliers. Financial deferred income  represents monies received from customers in advance of the delivery of goods or services that may be returned to the  customer if future delivery does not occur. For example, downstream customers with a credit balance may request  repayment of the outstanding amount in cash, rather than taking delivery of commodity. By contrast, contract liabilities and  non-financial deferred income arise when the Group receives consideration from a customer in advance of performance,  and has a non-financial liability to deliver future goods or services in return. |
|  |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| 31 December | Current  £m |  | Non-current  £m |  | Current  £m |  | Non-current  £m |
| Financial liabilities: |  |  |  |  |  |  |  |
| Trade payables | (363) |  | (3) |  | (474) |  | (4) |
| Deferred income  (i) | (935) |  | — |  | (1,178) |  | — |
| Capital payables | (137) |  | — |  | (152) |  | — |
| Cash collateral received | (162) |  | — |  | (184) |  | — |
| Other payables  (ii) | (375) |  | (91) |  | (389) |  | (197) |
| Accruals: |  |  |  |  |  |  |  |
| Commodity costs | (2,272) |  | — |  | (2,464) |  | — |
| Transportation, distribution and metering costs | (335) |  | — |  | (319) |  | — |
| Operating and other accruals | (887) |  | (77) |  | (942) |  | — |
|  | (3,494) |  | (77) |  | (3,725) |  | — |
|  | (5,466) |  | (171) |  | (6,102) |  | (201) |
| Non-financial liabilities: |  |  |  |  |  |  |  |
| Other payables and accruals  (iii) | (832) |  | — |  | (761) |  | — |
| Contract liabilities | (33) |  | — |  | (30) |  | (3) |
| Deferred income | (61) |  | (4) |  | (107) |  | (3) |
|  | (6,392) |  | (175) |  | (7,000) |  | (207) |

(i) Includes downstream customer credit balances for amounts billed in advance of energy supply. The amount naturally peaks over summer as customers consume less

and will unwind as consumption of gas and electricity increases over winter.

(ii) Other payables includes contingent consideration of £100 million (2023: £123 million) and the share buyback liability of £75 million (2023 : £94 million). See S4 for further

details on the share buyback programme.

(iii) Other non-financial payables and accruals includes ROCs creditors of £660 million (2023: £600 million).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Maturity profile of financial liabilities within current trade and other payables |  |  |
| 31 December | 2024  £m | 2023  £m |
| Less than 90 days | (5,090) | (5,653) |
| 90 to 182 days | (128) | (194) |
| 183 to 365 days | (248) | (255) |
|  | (5,466) | (6,102) |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 217 |
|  |  |  |

21. Provisions for liabilities and charges

|  |
| --- |
|  |
| Provisions are recognised when an obligation exists that can be reliably measured, but where there is uncertainty over the  timing and/or amount of the payment. The main provisions relate to decommissioning costs for upstream assets we own,  or have owned, which require restoration or remediation, along with onerous supply contracts. Further provisions relate to  restructuring costs, and legal and regulatory matters. |
|  |

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  | | | | | | | | |
|  | 1 January 2024  £m | Charged in the  year  £m | Notional  interest  £m | Unused and  reversed in  the year  £m | Utilised  £m | Revisions and  additions  £m | Transfers (iv)  £m | Exchange  adjustments  £m | 31 December  2024  £m |
| Current |  |  |  |  |  |  |  |  |  |
| Restructuring costs | (11) | (7) | — | 5 | 5 | — | — | — | (8) |
| Decommissioning costs  (i) (ii) | (132) | — | — | — | 80 | — | (51) | — | (103) |
| Onerous contracts  provision | (30) | (86) | — | 14 | 6 | — | (8) | — | (104) |
| Other  (iii) | (106) | (103) | — | 31 | 25 | — | — | — | (153) |
| Total | (279) | (196) | — | 50 | 116 | — | (59) | — | (368) |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  |  | | | | | | | |
|  | 1 January 2024  £m | Charged in the  year  £m | Notional  interest  £m | Unused and  reversed in  the year  £m | Revisions and  additions  £m | Transfers (iv)  £m | Exchange  adjustments  £m | 31 December  2024  £m |
| Non-current |  |  |  |  |  |  |  |  |
| Restructuring costs | (4) | (3) | — | — | — | — | — | (7) |
| Decommissioning costs  (i) (ii) | (1,395) | (21) | (23) | 18 | 9 | 51 | 5 | (1,356) |
| Onerous contracts provision | (25) | — | — | 2 | — | 8 | — | (15) |
| Other  (iii) | (45) | (71) | — | 3 | (2) | — | — | (115) |
| Total | (1,469) | (95) | (23) | 23 | 7 | 59 | 5 | (1,493) |

Included within the above liabilities are the following financial liabilities:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current  £m | Non-current  £m |  | Current  £m | Non-current  £m |
| Restructuring costs | (8) | (7) |  | (11) | (4) |
| Provisions other than restructuring costs | (249) | (113) |  | (123) | (60) |
|  | (257) | (120) |  | (134) | (64) |

|  |  |
| --- | --- |
|  |  |
| Maturity profile of decommissioning provisions |  |
| 31 December | 2024  £m |
| 2025-2029 | (642) |
| 2030-2034 | (717) |
| 2035-2039 | (88) |
| 2040-2044 | (9) |
| 2045-2049 | (2) |
| 2050-2054 | (1) |
|  | (1,459) |

(i) Provision has been made for the estimated net present cost of decommissioning gas production facilities at the end of their useful lives. The estimate has been based

on 2P reserves, price levels and technology at the balance sheet date. The payment dates of decommissioning costs are dependent on the lives of the facilities, but

utilisation of the provision is expected to occur until the 2050s. The maturity profile of total decommissioning provisions is analysed above. The rate used to discount

decommissioning provisions is 2% ( 2023: 1%). See note 3.

(ii) Included in the provision balance as at 31 December 2024  is £1,139 million held in Spirit Energy, £302 million in relation to the Rough field, and £18 million in the remainder

of the business.

(iii) Other provisions have been made for dilapidations, insurance, legal, warranty and various other claims.

(iv) Relates to amounts transferred between current and non-current provisions.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

22. Post-retirement benefits

|  |
| --- |
|  |
| The Group manages a number of final salary and career average defined benefit pension schemes. It also has defined  contribution schemes. The majority of these schemes are in the UK. |
|  |

|  |  |
| --- | --- |
|  |  |
| (a) | Summary of main post-retirement benefit schemes |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  |  |  |  | Number  of active  members  as at  31 December  2024 | Total  membership  as at  31 December  2024 |
| Name of scheme | Type of benefit | Status | Country |
| Centrica Engineers Pension  Scheme | Defined benefit final salary pension | Closed to new members in 2006 | UK | 1,372 | 8,369 |
| Defined benefit career average pension | Closed to new members in 2022 | UK | 2,522 | 7,104 |
| Centrica Pension Plan | Defined benefit final salary pension | Closed to new members in 2003 | UK | 1,323 | 8,382 |
| Centrica Pension Scheme | Defined benefit final salary pension | Closed to new members in 2003 | UK | 1 | 10,037 |
|  | Defined benefit career average pension | Closed to new members in 2008 | UK | 713 | 4,143 |
| Centrica Savings Plan (i) | Defined contribution pension | Open to new members | UK | 13,103 | 14,636 |
| Centrica Leavers Savings Plan (i) | Defined contribution pension | Deferred members only | UK | — | 9,746 |
| Bord Gáis Energy Company  Defined Benefit Pension Scheme | Defined benefit final salary pension | Closed to new members in 2014 | Republic  of Ireland | 85 | 168 |
| Bord Gáis Energy Company  Defined Contribution Pension Plan | Defined contribution pension | Open to new members | Republic  of Ireland | 335 | 498 |

(i) In March 2024, the Centrica Leavers Savings Plan (CLSP), a defined contribution pension scheme, was established and the deferred membership in the Centrica Savings

Plan at that time was transferred across. Ongoing, there will be a regular process to transfer the deferred membership in the Centrica Savings Plan to the CLSP.

The Centrica Engineers Pension Scheme (CEPS), Centrica Pension Plan (CPP) and Centrica Pension Scheme (CPS) form the

significant majority of the Group’s defined benefit obligation and are referred to below as the ‘Registered Pension Schemes’.

The other schemes are individually, and in aggregate, immaterial.

Independent valuations

The Registered Pension Schemes are subject to independent valuations at least every three years, on the basis of which the qualified

actuary certifies the rate of employer contributions, which together with the specified contributions payable by the employees and

proceeds from the schemes’ assets, are expected to be sufficient to fund the benefits payable under the schemes.

Within the reporting period, the latest full actuarial valuations agreed and finalised with the Pension Trustees were carried out at the

following dates: the Registered Pension Schemes at 31 March 2021 and the Bord Gáis Energy Company Defined Benefit Pension Scheme

at 1 January 2023. These valuations have been updated to 31 December 2024 for the purpose of meeting the requirements of IAS 19.

Investments held in all schemes have been valued for this purpose at market value. In February 2025, full actuarial valuations of the

Registered Pension Schemes at 31 March 2024 were agreed and finalised with the Pension Trustees. The impact on pension scheme

contributions is shown in note 22(g). These valuations will be updated prospectively in future reporting periods for the purpose of meeting

the requirements of IAS 19.

Governance

The Registered Pension Schemes are managed by trustee companies whose boards consist of both company-nominated and member-

nominated Directors. Each scheme holds units in the Centrica Combined Common Investment Fund (CCCIF), which holds the majority

of the combined assets of the Registered Pension Schemes. The board of the CCCIF is currently comprised of seven directors: two

independent directors (including the Chair), two directors appointed by Centrica plc and one director appointed by each of the three

Registered Pension Schemes.

Under the terms of the Pensions Act 2004, Centrica plc and each trustee board must agree the funding rate for its defined benefit

pension scheme and a recovery plan to fund any deficit against the scheme-specific statutory funding objective. This approach was first

adopted for the triennial valuations completed at 31 March 2006, and has been reflected in subsequent valuations, including the 31 March

2024 valuation.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 219 |
|  |  |  |

22. Post-retirement benefits

|  |  |
| --- | --- |
|  |  |
| (b) | Risks |

The Registered Pension Schemes expose the Group to the following risks:

Asset volatility

The pension liabilities are calculated using a discount rate set with reference to AA corporate bond yields. If the growth in plan assets

is lower than this, this will create an actuarial loss within other equity. The CCCIF is responsible for managing the assets of each scheme

in line with the risk tolerances that have been set by the trustees of the schemes, and invests in a diversified portfolio of assets. The

schemes are relatively young in nature (the schemes opened in 1997 on the formation of Centrica plc on demerger from BG plc (formerly

British Gas plc)), and only took on past service liabilities in respect of active employees.

The trustees reduce their tolerance to scheme valuation risk by hedging a significant majority of the long term inflation and interest rate risk.

This de-risking includes the use of physical gilts and collateralised gilt holdings in the schemes’ Liability-Driven Investment (LDI) portfolio

(shown in the Pension scheme asset table in section (f) of this note within Liability matching assets). Since the last quarter of 2022, following

significant volatility in gilt yields, the trustees have significantly reduced the levels of leverage within the LDI portfolio. The schemes also

benefit from further hedging arising from the other long-dated income unquoted asset portfolio.

Interest rate

A decrease in bond interest rates will increase the net present value of the pension liabilities. The relative immaturity of the schemes means

that the duration of the liabilities is longer than average for typical UK pension schemes, resulting in a relatively higher exposure to interest

rate risk. This risk is reduced via the hedging referred to in the Asset volatility section.

Inflation

Pensions in deferment, pensions in payment and pensions accrued under the career average schemes increase in line with the Retail Prices

Index (RPI) and the Consumer Prices Index (CPI). Therefore, scheme liabilities will increase if inflation is higher than assumed, although in

some cases caps are in place to limit the impact of significant movements in inflation. Furthermore, a pension increase exchange (PIE) option

implemented in 2015 is available to future retirees, which gives the choice to receive a higher initial pension in return for giving up certain

future increases linked to RPI, again limiting the impact of significant movements in inflation. Inflation risk is reduced via the hedging referred

to in the Asset volatility section.

Longevity

The majority of the schemes’ obligations are to provide benefits for the life of scheme members and their surviving spouses; therefore

increases in life expectancy will result in an increase in the pension liabilities. The relative immaturity of the schemes means that there is

comparatively little observable mortality data to assess the rates of mortality experienced by the schemes, and means that the schemes’

liabilities will be paid over a long period of time, making it particularly difficult to predict the life expectancy of the current membership.

Furthermore, pension payments are subject to inflationary increases, resulting in a higher sensitivity to changes in life expectancy.

Salary

Pension liabilities are calculated by reference to the future salaries of active members, and hence salary rises in excess of assumed

increases will increase scheme liabilities. During 2011, changes were introduced to the final salary sections of CEPS and CPP such that annual

increases in pensionable pay are capped to 2%, resulting in a reduction in salary risk. During 2016, a salary cap on pensionable pay for the

CPS career average and CPP schemes was implemented, and in 2019 a similar change took place for CEPS. All of the 2011, 2016 and 2019

changes result in a reduction in salary risk.

High Court ruling

In June 2023, the UK High Court issued a ruling in the case of Virgin Media Limited v NTL Pension Trustees II Limited and others relating to

the validity of certain historical pension changes. This case may have implications for other defined benefit schemes in the UK. Based on a

review undertaken and advice obtained by the trustees of the Registered Pension Schemes, the outcome of which they have shared with

the Company and the Company’s own consideration of that outcome, the Group does not believe there will be a material impact on the

schemes as a result of this ruling.

Foreign exchange

Certain assets held by the CCCIF are denominated in foreign currencies, and hence their values are subject to exchange rate risk. The

CCCIF has long-term hedging policies in place to manage interest rate, inflation and foreign exchange risks. The table below analyses

the total liabilities of the Registered Pension Schemes, calculated in accordance with accounting principles, by type of liability, as at

31 December 2024.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

22. Post-retirement benefits

|  |  |
| --- | --- |
|  |  |
| Total liabilities of the Registered Pension Schemes |  |
| 31 December | 2024  % |
| Actives – final salary – capped | 11 |
| Actives – final salary – uncapped and crystallised benefits | 5 |
| Actives – career average | 4 |
| Deferred pensioners | 38 |
| Pensioners | 42 |
|  | 100 |

|  |  |
| --- | --- |
|  |  |
| (c) | Accounting assumptions |

The accounting assumptions for the Registered Pension Schemes are given below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Major assumptions used for the actuarial valuation |  |  |
| 31 December | 2024  % | 2023  % |
| Rate of increase in employee earnings: |  |  |
| Subject to 2% cap | 1.6 | 1.6 |
| Other not subject to cap | 2.8 | 2.6 |
| Rate of increase in pensions in payment | 3.1 | 3.0 |
| Rate of increase in deferred pensions: |  |  |
| In line with CPI capped at 2.5% | 2.5 | 2.3 |
| In line with RPI | 3.1 | 2.9 |
| Discount rate | 5.4 | 4.6 |

The assumptions relating to longevity underlying the pension liabilities at the balance sheet date have been based on a combination

of standard actuarial mortality tables, scheme experience and other relevant data, and include an allowance for future improvements

in mortality. The longevity assumptions for members in normal health are as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Life expectancy at age 65 for a member | 2024 | |  | 2023 | |
| 31 December | Male  Years | Female  Years |  | Male  Years | Female  Years |
| Currently aged 65 | 22.2 | 23.7 |  | 22.0 | 23.5 |
| Currently aged 45 | 23.4 | 24.8 |  | 23.2 | 24.6 |

The other demographic assumptions have been set having regard to the latest trends in scheme experience and other relevant data.

The assumptions are reviewed and updated as necessary as part of the periodic actuarial valuations of the pension schemes.

For the Registered Pension Schemes, marginal adjustments to the assumptions used to calculate the pension liability, or significant swings

in bond yields or stock markets, can have a large impact in absolute terms on the net assets of the Group. Reasonably possible changes as

at 31 December to one of the actuarial assumptions would have affected the scheme liabilities as set out below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Impact of changing material assumptions | 2024 | |  | 2023 | |
| 31 December | Increase/  decrease in  assumption | Indicative  effect on  scheme  liabilities % |  | Increase/  decrease in  assumption | Indicative  effect on  scheme  liabilities % |
| Rate of increase in employee earnings subject to 2% cap | 1.00% | +/-1 |  | 1.00% | +/-1 |
| Rate of increase in pensions in payment and deferred pensions | 1.00% | +13/-11 |  | 1.00% | +15/-12 |
| Discount rate | 1.00% | -14/+18 |  | 1.00% | -16/+20 |
| Inflation assumption | 1.00% | +14/-12 |  | 1.00% | +15/-12 |
| Longevity assumption | 1 year | +/-2 |  | 1 year | +/-3 |

The indicative effects on scheme liabilities have been calculated by changing each assumption in isolation and assessing the impact

on the liabilities. For the reasonably possible change in the inflation assumption, it has been assumed that a change to the inflation

assumption would lead to corresponding changes in the assumed rates of increase in uncapped pensionable pay, pensions in payment

and deferred pensions.

The remaining disclosures in this note cover all of the Group’s defined benefit schemes.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 221 |
|  |  |  |

22. Post-retirement benefits

|  |  |
| --- | --- |
|  |  |
| (d) | Amounts included in the Group Balance Sheet |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Fair value of plan assets | 5,563 | 6,143 |
| Present value of defined benefit obligation | (5,584) | (6,260) |
| Recognised in the Group Balance Sheet | (21) | (117) |
| Presented in the Group Balance Sheet as: |  |  |
| Retirement benefit assets | 129 | 64 |
| Retirement benefit liabilities | (150) | (181) |

The Trust Deed and Rules for the Registered Pension Schemes provide the Group with a right to a refund of surplus assets assuming the full

settlement of scheme liabilities. The Trustees do not have the unilateral right to wind-up the schemes and cannot unilaterally enhance

member benefits. The Group has not recognised any liability in relation to future contributions under its minimum funding agreement with

the Trustees. No asset ceiling restrictions have been applied in the consolidated Financial Statements.

|  |  |
| --- | --- |
|  |  |
| (e) | Movements in the year |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
|  | Pension  liabilities  £m |  | Pension  assets  £m |  | Pension  liabilities  £m |  | Pension  assets  £m |
| 1 January | (6,260) |  | 6,143 |  | (6,272) |  | 6,312 |
| Items included in the Group Income Statement: |  |  |  |  |  |  |  |
| Current service cost | (18) |  | — |  | (22) |  | — |
| Contributions by employer in respect of employee salary sacrifice arrangements  (i) | (24) |  | — |  | (24) |  | — |
| Total current service cost | (42) |  | — |  | (46) |  | — |
| Interest (expense)/income | (282) |  | 283 |  | (291) |  | 300 |
| Termination (cost)/benefit | (1) |  | — |  | 1 |  | — |
| Items included in the Group Statement of Comprehensive Income: |  |  |  |  |  |  |  |
| Returns on plan assets, excluding interest income | — |  | (830) |  | — |  | (474) |
| Actuarial (loss)/gain from changes to demographic assumptions | (16) |  | — |  | 357 |  | — |
| Actuarial gain/(loss) from changes in financial assumptions | 721 |  | — |  | (49) |  | — |
| Actuarial gain/(loss) from experience adjustments | 12 |  | — |  | (215) |  | — |
| Items included in the Group Cash Flow Statement: |  |  |  |  |  |  |  |
| Employer contributions | — |  | 227 |  | — |  | 236 |
| Contributions by employer in respect of employee salary sacrifice arrangements | — |  | 24 |  | — |  | 24 |
| Other movements: |  |  |  |  |  |  |  |
| Benefits paid from schemes | 284 |  | (284) |  | 257 |  | (257) |
| Other | — |  | — |  | (2) |  | 2 |
| 31 December | (5,584) |  | 5,563 |  | (6,260) |  | 6,143 |

(i) A salary sacrifice arrangement was introduced on 1 April 2013 for pension scheme members. The contributions paid via the salary sacrifice arrangement have been

treated as employer contributions and included within the current service cost, with a corresponding reduction in salary costs.

In addition to current service cost on the Group’s defined benefit pension schemes, the Group also charged £95 million (2023: £72 million)

to operating profit in respect of defined contribution pension schemes. This included contributions of £39 million (2023: £25 million) paid via

a salary sacrifice arrangement.

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| --- | --- |
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|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

22. Post-retirement benefits

|  |  |
| --- | --- |
|  |  |
| (f) | Pension scheme assets |

The market values of plan assets were:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| 31 December | Quoted  £m | Unquoted  £m | Total  £m |  | Quoted  £m | Unquoted  £m | Total  £m |
| Equities | 19 | 491 | 510 |  | 23 | 503 | 526 |
| Corporate bonds | 12 | — | 12 |  | 6 | — | 6 |
| High-yield debt | 14 | 1,063 | 1,077 |  | 18 | 1,238 | 1,256 |
| Liability matching assets | 2,388 | — | 2,388 |  | 2,860 | — | 2,860 |
| Other long-dated income assets | — | 1,025 | 1,025 |  | — | 1,204 | 1,204 |
| Property | — | 303 | 303 |  | — | 305 | 305 |
| Cash pending investment | 248 | — | 248 |  | 391 | — | 391 |
| Loan and interest | — | — | — |  | — | (405) | (405) |
|  | 2,681 | 2,882 | 5,563 |  | 3,298 | 2,845 | 6,143 |

Unquoted private equity, other long-dated income assets and debt funds are valued at fair value as calculated by the investment manager

at the latest valuation date in accordance with generally accepted guidelines, adjusted for cash flow in the intervening period. Investment

properties are valued in accordance with guidelines by independent valuers. These valuations are reviewed annually as part of the CCCIF

audit and receive greater scrutiny now that unquoted assets make up a greater proportion of the scheme portfolio. Included within equities

are £nil (2023: £nil) of ordinary shares of Centrica plc via pooled funds that include a benchmark allocation to UK equities. Included within

corporate bonds are £nil (2023: £nil) of bonds issued by Centrica plc, albeit minor exposure may be held within pooled funds over which the

CCCIF has no ability to direct investment decisions. Apart from the investment in the Scottish Limited Partnerships which form part of the

asset-backed contribution arrangements described in section (g) of this note, no direct investments are made in securities issued by

Centrica plc or any of its subsidiaries or property leased to or owned by Centrica plc or any of its subsidiaries. The corporate bond, high-

yield debt and liability matching asset categories headings above have segregated portfolio mandates which include the cash, cash funds

and derivatives associated with the mandates.

The liability matching assets in the table above relate to the quoted LDI and gilts portfolio used to hedge against movements in interest rates

and inflation. The other long-dated income assets are unquoted investments in infrastructure and similar assets.

Included within the Group Balance Sheet within non-current securities are £108 million (2023: £104 million) of investments, held in trust on

behalf of the Group, as security in respect of the Centrica Unapproved Pension Scheme. Of the pension scheme liabilities above, £48 million

(2023: £49 million) relate to this scheme. More information on the Centrica Unapproved Pension Scheme is included in the Remuneration

Report on pages 116 to 147.

|  |  |
| --- | --- |
|  |  |
| (g) | Pension scheme contributions |

The Group estimates that it will pay £31 million of ordinary employer contributions during 2025 for its defined benefit schemes, together

with £15 million of contributions paid via a salary sacrifice arrangement.

The actuarial valuation as at 31 March 2024 for the Registered Pensions Schemes has been agreed with the Pension Trustees. As at that

date, the technical provisions deficit (funding basis) was £504 million. The Group committed to annual cash contributions to fund this

pension deficit. The overall deficit contributions committed to, including the previously disclosed asset-backed contribution arrangements,

totalled £175 million in 2024 (of which £99 million was after 31 March 2024), £146 million in 2025, £139 million in 2026 and £140 million in

2027; with a balancing payment of £44 million in 2028. Separately, a pension strain payment of £1 million associated with employee

redundancies was also contributed in 2024 (2023: £5 million).

On a pure roll-forward basis, from 31 March 2024, using the same methodology and consequent assumptions, the technical provisions

deficit (funding basis) would be around £450 million on 31 December 2024. Note that the valuation methodology and assumptions used for

future assessments may differ from those previously used.

At the beginning of 2022, the Group had provided security of £745 million of letters of credit and £250 million cash in escrow to the

Registered Pension Schemes. In October 2022, as part of a £400 million loan arrangement from Centrica plc to the Registered Pension

Schemes to support the schemes’ liquidity in the LDI portfolio at that time, this security was reduced by £545 million, so that only £450

million of letters of credit remained. This loan was repaid in October 2024, and replacement security was provided so that £819 million of

letters of credit/surety bonds are in place at the year-end.

|  |  |  |
| --- | --- | --- |
|  |  |  |
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| Centrica plc Annual Report and Accounts 2024 |  | 223 |
|  |  |  |

23. Leases, commitments and contingencies

(a) Commitments and leases

|  |
| --- |
|  |
| Commitments are not held on the Group’s Balance Sheet as these are executory arrangements, and relate to amounts that we  are contractually required to pay in the future as long as the other party meets its contractual obligations. |
|  |

The Group’s commitments in relation to commodity purchase contracts disclosed below are stated net of amounts receivable under

commodity sales contracts where there is a right of offset with the counterparty, and are based on the expected minimum quantities of gas

and other commodities that the Group is contracted to buy at estimated future prices.

The commitments in this note differ in scope and in basis from the maturity analysis of energy derivatives disclosed in note S3, as only

certain procurement and sales contracts are within the scope of IFRS 9 and included in note S3, and the volumes used in calculating the

maturity analysis in note S3 are estimated using valuation techniques, rather than being based on minimum contractual quantities.

The Group’s 20-year agreement with Cheniere to purchase 89bcf per annum of LNG volumes for export from the Sabine Pass liquefaction

plant in the US commits the Group to capacity payments of £3.2 billion (included in ‘LNG capacity’ below) between 2024 and 2039. It also

allows the Group to make up to £4.6 billion of commodity purchases based on market gas prices and foreign exchange rates as at the

reporting date.

During 2019, the Group signed a 20-year agreement to purchase LNG volumes from Mozambique LNG1 Company. The commercial start

date is 2029 and under this agreement the Group is committed to make commodity purchases expected to amount to £7.9 billion based

on market gas and oil prices at the reporting date.

During 2023, the Group signed a 15-year agreement to purchase LNG volumes from Delfin LNG. The provisional commencement date is

2029 and under this agreement the Group is committed to make commodity purchases expected to amount to £4.7 billion based on

market gas prices at the reporting date.

During 2024, the Group signed a 3-year agreement to purchase LNG volumes from Repsol LNG Holding between 2025 and 2027. Under

this agreement the Group is committed to make commodity purchases amounting to £556 million based on market gas prices and foreign

exchange rates at the reporting date. The Group also signed two 10-year natural gas sale and purchase agreements with Coterra Energy

and its subsidiary, Cimarex Energy, commencing in 2028. Under these agreements, the Group is committed to purchase natural gas

amounting to £1.5 billion based on market gas prices and foreign exchange rates at the reporting date.

These LNG contracts are deemed to be own use and therefore are accounted for on an accruals basis. Based on forecast gas spreads, they

are predicted to be profitable but due to their duration are exposed over a long period of time to the impact of governmental policy

decisions in relation to climate change.

The Group has numerous renewable power purchase arrangements where renewable obligation certificates are purchased as power is

produced. This gives rise to the commitments below.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Commitments in relation to the acquisition of PP&E | 72 | 56 |
| Commitments in relation to the acquisition of intangible assets: |  |  |
| Renewable obligation certificates | 2,786 | 3,369 |
| Other intangible assets | 261 | 323 |
| Other commitments: |  |  |
| Commodity purchase contracts | 32,461 | 40,908 |
| LNG capacity | 4,171 | 4,230 |
| Transportation capacity | 187 | 266 |
| Other long-term commitments  (i) | 328 | 414 |

(i) Other long-term commitments include amounts in respect of executory contracts and the smart meter roll-out programme.

The maturity analysis for commodity purchase contract commitments at 31 December is given below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Commodity purchase contract commitments | | | | |
|  | Fixed price  commodity commitments | |  | Commodity commitments  that float with indices | |
| 31 December | 2024  £bn | 2023  £bn |  | 2024  £bn | 2023  £bn |
| <1 year | 5.3 | 5.9 |  | 4.6 | 6.3 |
| 1–2 years | 0.9 | 1.3 |  | 1.3 | 5.0 |
| 2–3 years | 0.2 | 0.2 |  | 0.9 | 1.9 |
| 3–4 years | — | 0.2 |  | 0.6 | 1.6 |
| 4–5 years | — | — |  | 1.3 | 1.2 |
| >5 years | — | 0.1 |  | 17.4 | 17.2 |
|  | 6.4 | 7.7 |  | 26.1 | 33.2 |

|  |  |
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23. Leases, commitments and contingencies

The Group enters into lease arrangements for assets including property, vehicles, vessels and assets used within the exploration and

production business.

The carrying amount, additions and depreciation charge associated with right-of-use assets is disclosed in note 13 and the interest expense

arising on the Group’s lease liability is disclosed in note 8. The total Group cash outflow in the year for capital and interest from lease

arrangements was £108 million (2023: £105 million), and the maturity analysis of cash flows associated with the Group’s lease liability at the

reporting date is shown in note S3.

The table below provides further information on amounts not included in the lease liability and charged to the Group Income Statement

during the year.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Expense related to short-term leases | 37 | 71 |
| Expense related to variable lease payments | 9 | 9 |

During the year, the Group’s expense related to short-term lease commitments predominantly related to the hire of LNG vessels and

exploration and production drilling rigs. The commitment at the balance sheet date also relates to assets of a similar nature. The Group has

£4 million of operating sub-lease arrangements mainly for LNG vessels. The Group does not have any material arrangements in which it acts

as a lessor.

(b) Guarantees and indemnities

|  |
| --- |
|  |
| This section discloses any guarantees and indemnities that the Group has given, where we may have to provide security in the  future against existing and future obligations that will remain for a specific period. |
|  |

In connection with the Group’s energy trading, transportation and upstream activities, certain Group companies have entered into

contracts under which they may be required to prepay, provide credit support or provide other collateral in the event of a significant

deterioration in creditworthiness. The extent of credit support is contingent upon the balance owing to the third party at the point of

deterioration.

As at  31 December 2024 £401 million (2023: £279 million) of letters of credit and on-demand payment bonds have been issued in respect

of decommissioning obligations included in the Group Balance Sheet.

(c) Contingent liabilities

The Group has no material contingent liabilities.

|  |  |  |
| --- | --- | --- |
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| Centrica plc Annual Report and Accounts 2024 |  | 225 |
|  |  |  |

24. Other investments

|  |
| --- |
|  |
| Other investments include equity investments, where we do not have the ability to control or significantly influence the  investment, and debt investments. Minority equity investments are measured at fair value with changes recognised in Other  comprehensive income (FVOCI) or through the Group Income Statement (FVTPL). Convertible debt investments are  measured at fair value with changes recognised through the Group Income Statement. Debt instruments are measured at  amortised cost. |
|  |

|  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | |
|  | Equity  investments  FVOCI  £m | Equity  investments  FVTPL  £m | Convertible  debt  investments  FVTPL  £m | Debt  instruments  amortised  cost  £m | Total  £m |  | Equity  investments  FVOCI  £m | Equity  investments  FVTPL  £m | Convertible  debt  investments  FVTPL  £m | Total  £m |
| 1 January | 54 | 6 | 1 | — | 61 |  | — | — | — | — |
| Transfer of other investments  from securities | — | — | — | — | — |  | 20 | 6 | 1 | 27 |
| Interest receivable | — | — | 1 | — | 1 |  | — | — | — | — |
| Additions (i) (ii) | 27 | — | 26 | 3 | 56 |  | 35 | 2 | — | 37 |
| Revaluation | (30) | — | — | — | (30) |  | 1 | — | — | 1 |
| Exchange adjustments | — | (1) | — | — | (1) |  | (2) | (2) | — | (4) |
| 31 December | 51 | 5 | 28 | 3 | 87 |  | 54 | 6 | 1 | 61 |

(i) Equity investment additions during 2024 of £27 million (2023: £35 million) comprise amounts invested into the Gresham House fund.

(ii) Convertible debt investment additions during 2024 included £25 million in convertible loan notes and ordinary shares which the Group has invested in Highview

Enterprises Limited, which is developing a new cryogenic energy storage plant. The Group also provided financing to CryoBattery One Limited, a subsidiary of Highview

Enterprises Limited, in the form of a £45 million senior debt facility of which £3 million has been drawn down at 31 December 2024 and is measured at amortised cost.

When built, this will consist of a long duration storage process using patented Liquid Air Energy Storage (LAES) technology.

25. Sources of finance

(a) Capital structure

The Group seeks to maintain an efficient capital structure with a balance of debt and equity as shown in the table below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Gross debt | 2,974 | 3,408 |
| Shareholders’ equity | 4,422 | 3,877 |
| Capital | 7,396 | 7,285 |

Debt levels are restricted to limit the risk of financial distress and, in particular, to maintain a strong credit profile. The Group’s credit standing

is important for several reasons: to maintain a low cost of debt, limit collateral requirements in energy trading, hedging and decommissioning

security arrangements, and to ensure the Group is an attractive counterparty to energy producers and long-term customers.

The Group monitors its current and projected capital position on a regular basis, considering a medium-term view of at least three years,

and different stress case scenarios, including the impact of changes in the Group’s credit ratings and significant movements in commodity

prices. A number of financial ratios are monitored, including those used by the credit rating agencies.

The level of debt that can be raised by the Group is restricted by the Company’s Articles of Association. Borrowing is limited to the higher

of £10 billion and a gearing ratio of three times shareholders’ equi ty. The Group funds its long-term debt requirements through issuing bonds

in the capital markets and taking bank debt. Short-term debt requirements are met primarily through commercial paper or short-term bank

borrowings. The Group maintains substantial committed facilities and uses these to provide liquidity for general corporate purposes,

including short-term business requirements and back-up for commercial paper.

British Gas Insurance Limited (BGIL) is required to hold a minimum capital amount under PRA regulations and has complied with this

requirement since its inception. BGIL’s capital risk appetite, which is approved by the board, exceeds the PRA capital requirements.

BGIL’s capital management policy and plan are subject to review and approval by the BGIL board. Reporting processes provide relevant

and timely capital information to management and the board. A medium-term capital management plan forms part of BGIL’s planning and

forecasting process, embedded into approved timelines, management reviews and board approvals.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

25. Sources of finance

(b) Liquidity risk management and going concern

The Group has a number of treasury and risk policies to monitor and manage liquidity risk. Cash forecasts identifying the Group’s liquidity

requirements are produced regularly and are stress-tested for different scenarios, including, but not limited to, reasonably possible

increases or decreases in commodity prices and the potential cash implications of a credit rating downgrade. The Group seeks to ensure

that sufficient financial headroom exists for at least a twelve-month period to safeguard the Group’s ability to continue as a going concern,

and as at the reporting date, the analysis performed by the Group extends to 31 December 2027. It is the Group’s policy to maintain

committed facilities and/or available surplus cash resources of at least £1,500 million, raise at least 75% of its gross debt (excluding

non‑recourse debt) in the capital market and to maintain an average term to maturity in the recourse long-term debt portfolio greater than

five years.

At 31 December 2024  the Group had undrawn committed credit facilities of £3,293 million (2023: £3,784 million) and £5,578 million (2023:

£5,525 million) of unrestricted cash and cash equivalents, net of outstanding overdrafts. 77% (2023: 80%) of the Group’s gross debt has

been raised in the long-term debt market and the average term to maturity of the long-term debt portfolio was 9.6 years (2023 : 10.5 years).

The Group’s liquidity is impacted by the cash posted or received under margin and collateral agreements. The terms and conditions of these

agreements depend on the counterparty and the specific details of the transaction. Margin/collateral is generally posted or received to

support energy trading and procurement activities. It is posted when contracts with marginable counterparties are out of the money and

received when contracts are in the money. Cash is generally returned to the Group or by the Group within two days of trade settlement.

At 31 December 2024 the collateral position was as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Collateral (received)/posted included within: |  |  |
| Trade and other payables | (162) | (184) |
| Trade and other receivables | 191 | 260 |
| Collateral posted extinguishing: |  |  |
| Net derivative liabilities  (i) | 76 | 164 |
| Net collateral posted  (ii) | 105 | 240 |

(i) Variation margin on daily settled derivatives results in the extinguishment of the net derivative asset/liability. These contracts remain outstanding until a future delivery

date, and therefore the cumulative daily settlement is considered collateral until that fulfilment date.

(ii) In-year movements of net collateral posted include a foreign exchange adjustment of £4 million debit (2023: £2 million credit).

The Group utilises initial margin waiver facilities to help manage its liquidity and working capital position in relation to derivative trading. For

certain types of trade, initial margin is a requirement before entering into a transaction, as it provides credit assurance for the exchange. As

initial margin is not a liability of the Group and is refundable, it is reflected as a margin asset on the Group’s balance sheet. Accordingly, where

counterparties waive any requirement to post initial margin, the Group has no liability.

The level of undrawn committed bank facilities and available cash resources has enabled the Directors to conclude that the Group has

sufficient headroom to continue as a going concern. The statement of going concern is included in the Governance section – Other

Statutory Information, on page 150.

|  |  |  |
| --- | --- | --- |
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| Centrica plc Annual Report and Accounts 2024 |  | 227 |
|  |  |  |

25. Sources of finance

(c) Adjusted net cash/(debt) summary

|  |
| --- |
|  |
| Adjusted net cash/(debt) predominantly includes capital market borrowings offset by cash, securities and certain hedging  financial instruments used to manage interest rate and foreign exchange movements on borrowings. Presented in the  derivatives and current and non-current borrowings, leases and interest accruals columns shown below are the assets and  liabilities that give rise to financing cash flows. |
|  |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  |  |  |  | Other assets and liabilities | | | |
|  | Current and non-current  borrowings, leases and  interest accruals | Derivatives | Gross debt | Cash and cash  equivalents, net of  bank overdrafts  (i) | Current and  non-current  securities (ii) | Sub-lease  assets | Adjusted  net cash/  (debt) |
|  | £m | £m | £m | £m | £m | £m | £m |
| Group adjusted net (debt)/cash at 1 January 2023 | (3,417) | (153) | (3,570) | 4,242 | 525 | 2 | 1,199 |
| Transfer of other investments from net debt | — | — | — | — | (27) | — | (27) |
| Acquisition of businesses | (13) | — | (13) | — | — | — | (13) |
| Cash outflow from net purchase of securities | — | — | — | (12) | 12 | — | — |
| Cash outflow for payment of capital element of leases | 93 | — | 93 | (93) | — | — | — |
| Cash outflow for repayment of borrowings | 1,155 | — | 1,155 | (1,155) | — | — | — |
| Cash inflow from borrowings | (930) | — | (930) | 930 | — | — | — |
| Net cash flow from operating activities | — | — | — | 2,752 | — | — | 2,752 |
| Net cash flow from other investing activities  (iv) | — | — | — | 106 | — | — | 106 |
| Cash outflow for share buyback programme  (v) | — | — | — | (613) | — | — | (613) |
| Net cash flow from other financing activities  (v) | — | — | — | (197) | — | — | (197) |
| Revaluation | (59) | 44 | (15) | — | 9 | — | (6) |
| Interest receivable on securities | — | — | — | — | 23 | — | 23 |
| Interest received on securities | — | — | — | 21 | (21) | — | — |
| Financing interest paid | 177 | 41 | 218 | (286) | — | — | (68) |
| Increase in interest payable and amortisation of  borrowings, and impact of associated interest rate swaps | (186) | (51) | (237) | — | — | — | (237) |
| New lease agreements and re-measurement of existing  lease liabilities | (158) | — | (158) | — | — | — | (158) |
| Exchange adjustments | 49 | — | 49 | (66) | — | — | (17) |
| Group adjusted net (debt)/cash at 31 December 2023 | (3,289) | (119) | (3,408) | 5,629 | 521 | 2 | 2,744 |
| Cash outflow for purchase of securities | — | — | — | (19) | 19 | — | — |
| Cash inflow from settlement of securities  (ii) | — | — | — | 400 | (400) | — | — |
| Cash outflow for payment of capital element of leases | 97 | — | 97 | (97) | — | — | — |
| Cash outflow for repayment of borrowings  (iii) | 842 | 15 | 857 | (925) | — | — | (68) |
| Cash inflow from borrowings  (iii) | (483) | — | (483) | 483 | — | — | — |
| Net cash flow from operating activities | — | — | — | 1,149 | — | — | 1,149 |
| Net cash flow from other investing activities  (iv) | — | — | — | 87 | — | — | 87 |
| Cash outflow for share buyback programme  (v) | — | — | — | (499) | — | — | (499) |
| Net cash flow from other financing activities  (v) | — | — | — | (227) | — | — | (227) |
| Revaluation | 13 | (22) | (9) | — | 5 | — | (4) |
| Interest receivable on securities | — | — | — | — | 19 | — | 19 |
| Interest received on securities | — | — | — | 25 | (25) | — | — |
| Financing interest paid | 171 | 76 | 247 | (283) | — | — | (36) |
| Increase in interest payable and amortisation of  borrowings, and impact of associated interest rate swaps | (168) | (57) | (225) | — | — | — | (225) |
| New lease agreements and re-measurement of existing  lease liabilities | (53) | — | (53) | — | — | (2) | (55) |
| Exchange adjustments | 3 | — | 3 | (30) | — | — | (27) |
| Group adjusted net (debt)/cash at 31 December 2024 | (2,867) | (107) | (2,974) | 5,693 | 139 | — | 2,858 |

(i) Cash and cash equivalents includes £115 million ( 2023: £104 million) of restricted cash. This includes cash totalling £3 million (2023: £2 million) within the Spirit Energy

business that is not restricted by regulation but is managed by Spirit Energy’s own  treasury department. Cash and cash equivalents are net of £645 million bank

overdrafts (2023: £814 million).

(ii) Settlement of securities in 2024 is in relation to the repayment of £400 million of loans previously made to the pension schemes. At 31 December 2024, the Securities

balance includes £nil (2023: £405 million) of loans to the pension schemes and £31 million (2023: £12 million) of other loans receivable, both measured at amortised cost,

as well as £73 million (2023: £72 million) other debt instruments and £35 million (2023: £32 million) equity instruments, both measured at fair value. See note 22 for further

details on pension loans now settled.

(iii) Repayment of and inflow from borrowings is in relation to debt repurchase, refinance exercises and obtaining/repayment of short-term borrowing. £370 million of debt

instruments have been repurchased in advance of the maturity date. The 2075 hybrid bond designated in a fair value hedge relationship, with a bond carrying value of

£435 million and derivative carrying value of £15 million, has been replaced with a 2055 hybrid bond. The 2055 hybrid bond, with a first call date in 2030, resulted in the

issue of £405 million notional debt, with £2 million of capitalised transaction fees. A one-off financing cost of £68 million was paid in relation to these repurchase and

refinancing exercises. See note 7(b) for further information. Additionally, £37 million of short-term borrowing obtained during December 2023 has been repaid, and £80

million of other borrowings were obtained during the year.

(iv) Cash inflow from other investing activities excludes cash outflow relating to the purchase of securities of £19 million (2023: £12 million), cash inflow from the settlement

of securities of £400 million, and interest received on securities of £25 million (2023: £21 million) during the year.

(v) Cash outflow of £499 million (2023: £613 million) relates to the share buyback programme, for which there is a liability of £75 million (2023: £94 million) recognised at 31

December 2024. See note S4 for further details on the share buyback programme. Cash outflow from other financing activities includes £219 million (2023: £186 million)

payments of equity dividends and £8 million (2023: £nil) payments for own shares. Cashflows from other financing activities in 2023 also include £17 million of

distributions to non-controlling interests and £6 million of proceeds from exercise of share options.

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25. Sources of finance

|  |  |
| --- | --- |
|  |  |
| (d) | Borrowings, leases and interest accruals summary |

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  | 2024 | | |  | 2023 | | |
| 31 December | Coupon rate  % | Principal  m | Current  £m | Non-current  £m | Total  £m |  | Current  £m | Non-current  £m | Total  £m |
| Bank overdrafts |  |  | (645) | — | (645) |  | (814) | — | (814) |
| Bank loans (> 5-year maturity) |  |  | — | (124) | (124) |  | — | (130) | (130) |
| Other borrowings |  |  | (61) | (39) | (100) |  | (37) | (20) | (57) |
| Bonds (by maturity date): |  |  |  |  |  |  |  |  |  |
| 4 September 2026  (i) | 6.400 | £52 | — | (50) | (50) |  | — | (50) | (50) |
| 16 April 2027 | 5.900 | US$70 | — | (56) | (56) |  | — | (55) | (55) |
| 13 March 2029  (i) | 4.375 | £552 | — | (492) | (492) |  | — | (497) | (497) |
| 5 January 2032  (ii) | Zero | €50 | — | (70) | (70) |  | — | (71) | (71) |
| 19 September 2033  (i) (iii) | 7.000 | £400 | — | (319) | (319) |  | — | (703) | (703) |
| 16 October 2043 | 5.375 | US$367 | — | (288) | (288) |  | — | (284) | (284) |
| 12 September 2044 | 4.250 | £550 | — | (539) | (539) |  | — | (539) | (539) |
| 25 September 2045 | 5.250 | US$50 | — | (39) | (39) |  | — | (38) | (38) |
| 21 May 2055  (i) (iv) | 6.500 | £405 | — | (401) | (401) |  | — | — | — |
| 10 April 2075  (v) | 5.250 | £450 | — | — | — |  | — | (428) | (428) |
|  |  |  | — | (2,254) | (2,254) |  | — | (2,665) | (2,665) |
| Obligations under lease arrangements |  |  | (104) | (241) | (345) |  | (98) | (286) | (384) |
| Interest accruals |  |  | (44) | — | (44) |  | (53) | — | (53) |
|  |  |  | (854) | (2,658) | (3,512) |  | (1,002) | (3,101) | (4,103) |

(i) Bonds or portions of bonds maturing in 2026, 2029, 2033 and 2055 have been designated in a fair value hedge relationship.  See note S5 for details of hedge relationships.

(ii) €50 million of zero coupon notes have an accrual yield of 4.2%, which will result in a €114 million repayment on maturity.

(iii) Before the effect of the debt repurchase exercise during the year, the notional value of the 2033 bond was £770 million.

(iv) The Group has the right to repay at par on 21 May 2030 and every interest payment date thereafter.

(v) The 2075 hybrid bond, with a right to repay at par on 10 April 2025, has been repaid during the year.

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| Centrica plc Annual Report and Accounts 2024 |  | 229 |
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26. Share capital

|  |
| --- |
|  |
| Ordinary share capital represents the total number of shares issued which are publicly traded. We also disclose the  number of own and treasury shares the Company holds, which the Company has bought, principally as part of share  buyback programmes. |
|  |

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Allotted and fully paid share capital of the Company |  |  |
| 31 December | 2024  £m | 2023  £m |
| 5,568,107,214 ordinary shares of 6 14/81  pence each (2023: 5,907,846,138) | 344 | 365 |

The closing price of one Centrica ordinary share on  31 December 2024  was 133.6 pence (2023: 140.7 pence). Centrica employee share

ownership trusts purchase Centrica ordinary shares from the open market and receive treasury shares to satisfy future obligations of

certain employee share schemes. The movements in own and treasury shares during the year are shown below:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Own shares  (i) | |  | Treasury shares  (i) | |
|  | 2024  million shares | 2023  million shares |  | 2024  million shares | 2023  million shares |
| 1 January | 46.8 | 30.4 |  | 492.0 | 45.7 |
| Shares purchased | 6.8 | 1.4 |  | — | — |
| Shares cancelled (ii) | — | — |  | (339.7) | — |
| Shares transferred from treasury and placed into trust | 39.7 | 34.3 |  | (39.7) | (34.3) |
| Shares released to employees on vesting | (10.0) | (19.3) |  | (21.2) | (31.7) |
| Share buyback programme  (iii) | — | — |  | 385.4 | 512.3 |
| 31 December  (i) | 83.3 | 46.8 |  | 476.8 | 492.0 |

(i) Own shares are shares held in trusts to meet employee share awards. Treasury shares are shares that have been purchased from the open market and have not been

cancelled. The closing balance in the treasury and own shares reserves of own shares was  £93 million (2023: £44 million) and treasury shares was £642 million ( 2023:

£606 million), these are both held at weighted average cost.

(ii) During the period, the Group has cancelled 339,738,924 ordinary shares that were being held as treasury shares. Share capital has been reduced by the nominal value of

these shares of £21 million, and a corresponding amount has been credited to the capital redemption reserve. In addition, £400 million has been transferred from treasury

shares to retained earnings to account for the price paid for the shares when they were originally credited to treasury shares. This value has been calculated on a first-in-

first-out basis.

(iii) See note S4 for further details of the share buyback programme.

27. Events after the balance sheet date

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| --- |
|  |
| The Group updates disclosures in light of new information being received, or a significant event occurring, in the period  between 31 December 2024  and the date of this report. |
|  |

The Directors propose a final dividend of 3.00 pence per ordinary share for the year ended 31 December 2024 (which would total

£153 million based on shareholding at that date). The dividend will be submitted for formal approval at the Annual General Meeting to be held

on 8 May 2025 and, subject to approval, will be paid on 5 June 2025 to those shareholders registered on 2 May 2025.

The Group also announced an intention to extend the existing share buyback programme of £1.5 billion by an additional £500 million.

In February 2025, the full, triennial actuarial valuations of the UK Registered Pension Schemes, as at 31 March 2024, were agreed and

finalised with the Pension Trustees. See note 22 for further information, including updated prospective contribution details.

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#### Supplementary information

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| --- |
|  |
| Supplementary information includes additional information and disclosures we are required to make by accounting  standards or regulation. |
|  |

S1. General information

Centrica plc  (the Company) is a public company limited by shares, domiciled and incorporated in the UK , and registered in England

and Wales. The address of the registered office is Millstream, Maidenhead Road, Windsor, Berkshire, SL4 5GD. The Company, together with

its subsidiaries, comprise the ‘Group’. The nature of the Group’s operations and principal activities are set out in note 4(a) and on pages 1

to 77.

The consolidated Financial Statements of Centrica plc are presented in pounds sterling. Operations and transactions conducted in

currencies other than pounds sterling are included in the consolidated Financial Statements in accordance with the foreign currencies

accounting policy set out in note S2.

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| Centrica plc Annual Report and Accounts 2024 |  | 231 |
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S2. Summary of material accounting policies

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| --- |
|  |
| This section sets out the Group’s material accounting policies in addition to the critical accounting policies applied in the  preparation of these consolidated Financial Statements. Unless otherwise stated, these accounting policies have been  consistently applied to the years presented. |
|  |

Basis of consolidation

The Group Financial Statements consolidate the Financial Statements of the Company and entities controlled by the Company.

Subsidiaries are all entities (including structured entities) over which the Group has control. Control is exercised over an entity when the

Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through

its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are

deconsolidated from the date that control ceases. Transactions with non-controlling interests that relate to their ownership interests and do

not result in a loss of control are accounted for as equity transactions.

The results of subsidiaries acquired or disposed of during the year are consolidated from the effective date of acquisition (at which point the

Group gains control over a business as defined by IFRS 3, and applies the acquisition method to account for the transaction as a business

combination) or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of

subsidiaries, associates and joint ventures to align the accounting policies with those used by the Group.

When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value with the change in carrying amount

recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained

interest as a joint venture, associate or financial asset.

Segmental reporting

The Group’s operating segments are reported in a manner consistent with the internal reporting provided to and regularly reviewed by

the Group’s Executive Committee (which is the Group’s Chief Operating Decision Maker as defined by IFRS 8 ‘Operating segments’) for the

purposes of evaluating segment performance and allocating resources.

Revenue

Energy supply to business and residential customers

The vast majority of contractual energy supply arrangements have no fixed duration, and require no minimum consumption by the

customer. No enforceable rights and obligations exist at inception of the contract and arise only once the cooling off period is complete and

the Group is the legal supplier of energy to the customer. The performance obligation is the supply of energy over the contractual term; the

units of supply represent a series of distinct goods that are substantially the same with the same pattern of transfer to the customer. The

performance obligation is considered to be satisfied as the customer consumes based on the units of energy delivered. This is the point at

which revenue is recognised. In respect of energy supply contracts, the Group considers that it has the right to consideration from the

customer for an amount that corresponds directly with the invoiced value delivered to the customer through their consumption. The

Group’s assessment of the amount that it has a right to invoice includes an assessment of energy supplied to customers between the date

of the last meter reading and the year-end (known as unread revenue). Unread gas and electricity comprises both billed and unbilled

revenue and is estimated through the billing systems, using historical consumption patterns, on a customer-by-customer basis, taking into

account weather patterns, load forecasts and the differences between actual meter readings being returned and system estimates. Actual

meter readings continue to be compared to system estimates between the balance sheet date and the finalisation of the accounts.

The Group holds a number of energy supply contracts that specify a minimum consumption volume over a specified contractual term.

The transaction price for these contracts is the minimum supply volume multiplied by the contractually agreed price per unit of energy.

Revenue from the sale of additional volumes is considered to be variable and not included in the transaction price. Revenue for these

contracts continues to be recognised as invoiced.

In making disclosures under IFRS 15, the Group applies the practical expedient in paragraph 121 of IFRS 15 and therefore does not disclose

information related to the transaction price allocated to remaining performance obligations on the basis that the Group recognises revenue

from the satisfaction of the performance obligations within energy supply contracts in accordance with Paragraph B16.

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S2. Summary of material accounting policies

Energy services provided to business and residential customers

Energy services relate to the installation, repair and maintenance of central heating, ventilation and air conditioning systems.

Delivery of an item is considered a separate performance obligation to the installation of the item, both satisfied at a point in time. Delivery is

the point at which control passes to the customer as the customer takes physical possession of the asset. It is also the point at which the

Group has the right to consideration. Delivery and installation usually occur at the same point in time and consequently revenue is

recognised for both performance obligations simultaneously.

Costs to obtain or fulfil a contract

Under IFRS 15 ‘Revenue from contracts with customers’, the incremental costs of obtaining a contract are recognised as an asset if they are

expected to be recovered. These costs include expenditures that would not have been incurred if the contract had not been secured and

typically relate to sales commissions payable in relation to both Energy supply and Energy service contracts.

Costs to fulfil a contract are recognised as an asset where they are directly related to a contract and where they generate or enhance

resources of the entity that will be used in satisfying the performance obligations. Costs must be expected to be recoverable. Assets

relating to costs to obtain or fulfil a contract are amortised over the period of the contract. See note 17.

Sales of Liquefied Natural Gas (LNG)

Revenue arising from sales of LNG is recognised when control of the commodity passes to the counterparty, with each cargo representing

a separate performance obligation satisfied at a point in time.

Sales of own gas and liquid production

Revenue arising from the sale of produced gas is recognised in a manner consistent with energy supply contracts with the revenue

recognition profile reflecting the supply of gas to the customer.

The rights and obligations identifiable within a contract where the Group holds sellers’ nomination rights are considered to be enforceable

from inception of the contract. The transaction price for the contract will include variable consideration based on forecast production and

market prices. The point at which the performance obligation is satisfied and revenue recognised is the point at which control of the

commodity passes to the customer according to the contractual trading terms, usually on shipment or delivery to a specified location.

Energy sales to trading and energy procurement counterparties

Revenue arising from the sale of energy procured from generation asset owners to trading and energy procurement counterparties is also

recognised in a manner consistent with energy supply contracts. There is a single performance obligation being the supply of energy over

the contractual term at spot prices and revenue is recognised at the point at which energy is supplied to the counterparty in accordance

with the contractual terms.

Revenue arising from contracts outside the scope of IFRS 15

Revenue from sources other than the Group’s contracts with customers is recognised in accordance with the relevant standard, as detailed

below:

Fixed-fee service and insurance contracts: revenue from these contracts is recognised in the Group Income Statement with regard to the

incidence of risk over the life of the contract, reflecting the seasonal propensity of claims to be made under the contracts and the benefits

receivable by the customer, which span the life of the contract as a result of emergency maintenance being available throughout the

contract term.

Power generation: revenue is recognised under IFRS 9 where contracts to supply power are measured at fair value.

Cost of sales

Energy supply includes the cost of gas and electricity produced and purchased during the year for own-use contracts, taking into account

the industry reconciliation process for total gas and total electricity usage by supplier and related transportation, distribution, royalty costs

and bought-in materials and services.

Cost of sales relating to fixed-fee service and insurance contracts includes direct labour and related overheads on installation work, repairs

and service contracts in the year.

Cost of sales relating to gas production includes depreciation of assets used in production of gas, royalty costs and direct labour costs.

Cost of sales within power generation businesses includes the depreciation of assets included in generating power, fuel purchase costs,

direct labour costs, electricity generator levy charges and carbon emissions costs.

Re-measurement and settlement of energy contracts

Re-measurement and settlement of energy contracts includes both realised (settled) commodity sales and purchase contracts in the

scope of IFRS 9, as well as unrealised (fair value changes) on active contracts, as detailed further in note 2.

Financing costs

Financing costs that arise in connection with the acquisition, construction or production of a qualifying asset are capitalised and

subsequently amortised in line with the depreciation of the related asset. Financing costs not arising in connection with the acquisition,

construction or production of a qualifying asset are expensed.

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| Centrica plc Annual Report and Accounts 2024 |  | 233 |
|  |  |  |

S2. Summary of material accounting policies

Foreign currencies

The consolidated Financial Statements are presented in pounds sterling, the functional currency of the Company and the Group’s

presentational currency. Each entity in the Group determines its own functional currency and items included in the financial statements of

each entity are measured using that functional currency. Transactions in foreign currencies are initially recorded in the functional currency of

the entity at the exchange rate ruling at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are retranslated to the functional currency of the relevant entity at the rate

of exchange ruling at the balance sheet date and exchange movements included in the Group Income Statement for the period.

Non-monetary items that are measured at historical cost in a currency other than the functional currency of the entity concerned are

translated using the exchange rate prevailing at the dates of the initial transaction.

For the purpose of presenting consolidated Financial Statements, the assets and liabilities of the Group’s non-sterling functional currency

subsidiary undertakings, joint ventures and associates are translated into pounds sterling at exchange rates prevailing at the balance sheet

date. The monthly results of these (generally foreign) subsidiary undertakings, joint ventures and associates are translated into pounds

sterling each month at the average rates of exchange for that month. The closing exchange rates, and the average of the rates used to

translate the results of foreign operations to pounds sterling are shown below.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Exchange rate per pounds sterling (£) | Closing rate at  31 December | |  | Average rate for the year ended  31 December | |
| 2024 | 2023 |  | 2024 | 2023 |
| US dollars | 1.25 | 1.27 |  | 1.28 | 1.24 |
| Canadian dollars | 1.80 | 1.68 |  | 1.75 | 1.68 |
| Euro | 1.21 | 1.15 |  | 1.18 | 1.15 |
| Norwegian krone | 14.24 | 12.90 |  | 13.75 | 13.14 |
| Danish krone | 9.02 | 8.59 |  | 8.81 | 8.58 |

Exchange adjustments arising from the retranslation of the opening net assets and results of non-sterling functional currency

operations are transferred to the Group’s foreign currency translation reserve, a separate component of equity, and are reported in

other comprehensive income. In the event of the disposal of a non-sterling functional currency subsidiary, the cumulative translation

difference arising in the foreign currency translation reserve is charged or credited to the Group Income Statement on disposal.

Where the Group utilises net investment hedging, changes in the fair value of the hedging instrument are recognised in equity and

remain there until the disposal of the specific, related investments, at which point the gains and losses are recycled to profit or loss.

Employee share schemes

The Group operates a number of employee share schemes, detailed in the Remuneration Report on pages 116 to 123, under which it makes

equity-settled share-based payments to certain employees. Equity-settled share-based payments are measured at fair value at the date of

grant (excluding the effect of non-market-based vesting conditions). The fair value determined at the grant date is expensed on a straight-

line basis together with a corresponding increase in equity over the vesting period, based on the Group’s estimate of the number of awards

that will vest, and adjusted for the effect of non-market-based vesting conditions.

The majority of the share-based payment charge arises from the Annual Incentive Plan. This scheme is applicable to senior executives, and

senior and middle management. Shares issued under the scheme vest subject to continued employment within the Group in two stages

(half after two years and the other half after three years). Employees leaving prior to the vesting date will normally forfeit their rights to

unvested share awards. The fair value of the awards is measured using the market value at the date of grant.

More information is included in the Remuneration Report on pages 116 to 123.

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S2. Summary of material accounting policies

Business combinations and goodwill

The acquisition of subsidiaries is accounted for using the acquisition method (at the point the Group gains control over a business as defined

by IFRS 3). The cost of the acquisition is measured as the cash paid and the aggregate of the fair values, at the date of exchange, of other

assets transferred, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. The

consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement at the

acquisition date.

Acquisition-related costs are expensed as incurred. The identifiable assets, liabilities and contingent liabilities are recognised at their fair

value at the acquisition date, except for non-current assets (or disposal groups) that are classified as held for sale in accordance with IFRS 5.

The Group recognises any non-controlling interests in the acquiree either at fair value or at the non-controlling interests’ proportionate share

of the recognised amounts of the acquiree’s identifiable net assets.

Goodwill arising on a business combination represents the excess of the consideration transferred, the amount of the non-controlling

interests and the acquisition date fair value of any previously held interest in the acquiree over the Group’s interest in the fair value of the

identifiable net assets acquired. Goodwill arising on the acquisition of a stake in a joint venture or an associate represents the excess of the

consideration transferred over the Group’s interest in the fair value of the identifiable assets and liabilities of the investee at the date of

acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment

losses. The goodwill arising on an investment in a joint venture or in an associate is not recognised separately, but is shown under ‘Interests in

joint ventures and associates’ in the Group Balance Sheet. If, after reassessment, the Group’s interest in the net fair value of the acquiree’s

identifiable assets, liabilities and contingent liabilities exceeds the cost of the business combination, the excess is recognised immediately in

the Group Income Statement.

Acquisitions of joint operations that meet the definition of a business as defined in IFRS 3 are accounted for as business combinations.

On disposal of a subsidiary, associate or joint venture entity, any amount of goodwill attributed to that entity is included in the determination

of the profit or loss on disposal. A similar accounting treatment is applied on disposal of assets that represent a business.

Other intangible assets

Intangible assets acquired separately are measured on initial recognition at cost.

Capitalisation begins when expenditure for the asset is being incurred and activities necessary to prepare the asset for use are in progress

and ceases when substantially all the activities that are necessary to prepare the asset for use are complete. Amortisation commences at

the point of commercial deployment. The cost of intangible assets acquired in a business combination is their fair value as at the date of

acquisition.

Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses.

Intangible assets with finite lives are amortised over their useful lives and are tested for impairment, as part of the CGU to which they relate

where necessary, annually and whenever there is an indication that the asset could be impaired. The amortisation period and method for an

intangible asset are reviewed at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of

future economic benefits embodied in the asset are accounted for on a prospective basis by changing the amortisation period or method,

as appropriate, and treated as changes in accounting estimates.

Intangible assets are derecognised on disposal, or when no future economic benefits are expected from their use.

Intangible assets with indefinite useful lives are not amortised but tested for impairment annually, and whenever there is an indication that

the intangible asset could be impaired, either individually or at the CGU level. The indefinite life assessment is reviewed annually and, if not

supportable, the change in the useful life assessment from indefinite to finite is made on a prospective basis.

The useful economic lives for the material categories of intangible assets are as follows:

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| Customer relationships and other contractual assets | Up to 20 years |
| Strategic identifiable acquired brands | Indefinite |
| Application software | Up to 15 years |

Strategic identifiable acquired brands are deemed to have indefinite lives where evidence suggests that the brand will generate net cash

inflows for the Group for an indefinite period.

Cloud computing arrangements

The Group has a number of contracts for Software as a Service (SaaS) and Platform as a Service (PaaS) Cloud Computing Arrangements.

These contracts permit the Group to access vendor-hosted software and platform services over the term of the arrangement. The Group

does not control the underlying assets in these arrangements and costs are expensed as incurred.

The Group also incurs implementation costs in respect of these contracts. Implementation costs are capitalised as intangible assets where

costs meet the definition and recognition criteria of an intangible asset under IAS 38. Such costs typically relate to software coding which is

capable of providing benefit to the Group on a standalone basis. Other implementation costs, primarily relating to the configuration and

customisation of the Cloud software solution, are assessed to determine whether the implementation activity relating to these costs is

distinct from the Cloud Arrangement, in which case costs are expensed as the activity occurs. If the configuration and customisation costs

relate to activity which is integral to the Cloud Arrangement such that the activity is received over the term of the Cloud Arrangement,

costs are recognised as a prepayment and expensed over the term of the Cloud Arrangement.

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| Centrica plc Annual Report and Accounts 2024 |  | 235 |
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S2. Summary of material accounting policies

UK & EU Emissions Trading Scheme

Purchased carbon dioxide emissions allowances are recognised initially at cost (purchase price) within intangible assets. The liability is

measured at the cost of purchased allowances up to the level of purchased allowances held, and then at the market price of allowances

ruling at the balance sheet date, with movements in the liability recognised in operating profit.

The intangible asset is surrendered and the liability is extinguished at the end of the compliance period. No amortisation is charged up to the

date of surrender as the cost and residual value of the intangible asset are deemed to be the same with no consumption of economic

benefit. Forward contracts for the purchase or sale of carbon dioxide emissions allowances are measured at fair value with gains and losses

arising from changes in fair value recognised in the Group Income Statement.

Renewable certificates

The Group purchases renewable certificates both on a standalone basis, and through Power Purchase Agreements. The main types of

renewable certificates acquired are Renewable Energy Guarantees of Origin (REGOs) which are certificates issued by Ofgem certifying

that electricity has been produced from renewable sources, Renewable Obligation Certificates (ROCs) which are issued to accredited

generators for the eligible renewable electricity they generate and Guarantees of Origin (GoOs) which are the EU equivalent of REGOs.

The Group uses renewable certificates to meet its obligations under a number of Ofgem schemes, namely the Feed-in Tariff (FIT), the

Contracts for Difference (CFD), the Fuel Mix Disclosure (FMD) and the Renewables Obligation (RO) scheme.

Purchased renewable certificates are recognised initially at cost within intangible assets as an indefinite life asset. A liability for the RO is

recognised based on the level of electricity supplied to customers, and is calculated in accordance with percentages set by the UK

Government and the renewable obligation certificate buyout price for that period.

The intangible asset is surrendered and the liability is extinguished at the end of the compliance period to reflect the consumption of

economic benefits. Any recycling benefit related to the submission of renewable obligation certificates is recognised in the Group Income

Statement when received. The Group also recognises supplier obligations for CFD and FIT schemes; renewable certificates are used to

offset these liabilities.

Cash flows relating to renewable obligation certificates and similar schemes are recognised within cash flows from operating activities.

Exploration, evaluation, development and production assets

The Group used the successful efforts method of accounting for exploration and evaluation expenditure. Exploration and evaluation

expenditures associated with an exploration well, including acquisition costs related to exploration and evaluation activities were capitalised

initially as intangible assets. Certain expenditures such as geological and geophysical exploration costs were expensed. If the prospects

were subsequently determined to be successful on completion of evaluation, the relevant expenditure was transferred to PP&E. If the

prospects were subsequently determined to be unsuccessful, the associated costs were expensed in the period in which that

determination was made.

All field development costs are capitalised as PP&E. Such costs relate to the acquisition and installation of production facilities and include

development drilling costs, project-related engineering and other technical services costs. PP&E, including rights and concessions related

to production activities, is depreciated from the commencement of production in the fields concerned, using the unit of production method,

based on all of the 2P reserves of those fields. Changes in these estimates are dealt with prospectively.

The net carrying value of fields in production and development is compared annually on a field-by-field basis with the likely discounted

future net revenues to be derived from the remaining commercial reserves. An impairment loss is recognised where it is considered that

recorded amounts are unlikely to be fully recovered from the net present value of future net revenues. Exploration assets are reviewed

annually for indicators of impairment and production and development assets are tested annually for impairment.

Interests in joint arrangements and associates

The Group’s joint ventures and associates (as defined in note 6) are accounted for using the equity method.

The Group’s interests in joint operations (gas exploration and production licence arrangements) are accounted for by recognising its assets

(including its share of assets held jointly), its liabilities (including its share of liabilities incurred jointly), its revenue from the sale of its share of

the output arising from the joint operation, its share of the revenue from the sale of the output by the joint operation and its expenses

(including its share of any expenses incurred jointly).

Where the Group has an equity stake or a participating interest in operations governed by a joint arrangement for which it is acting as

operator, an assessment is carried out to confirm whether the Group is acting as agent or principal. As the terms and conditions negotiated

between business partners usually provide joint control to the parties over the relevant activities of the gas fields that are governed by joint

arrangements, the Group is usually deemed to be an agent when it is appointed as operator and not as principal as the contracts entered

into presents gross liabilities and gross receivables of joint operations (including amounts due to or from non-operating partners) in the

Group Balance Sheet in accordance with the netting rules of IAS 32 ‘Financial instruments – presentation’.

Property, plant and equipment

PP&E is included in the Group Balance Sheet at cost, less accumulated depreciation and any provisions for impairment.

Subsequent expenditure in respect of items of PP&E, such as the replacement of major parts, major inspections or overhauls, are capitalised

as part of the cost of the related asset where it is probable that future economic benefits will arise as a result of the expenditure and the cost

can be reliably measured. All other subsequent expenditure is expensed as incurred.

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S2. Summary of material accounting policies

Freehold land is not depreciated. Other PP&E, with the exception of upstream production assets (see above), are depreciated on a straight-

line basis at rates sufficient to write off the cost, less estimated residual values, of individual assets over their estimated useful lives. The

depreciation periods for the material categories of assets are as follows:

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|  |  |
| Freehold and leasehold buildings | Up to 50 years |
| Plant | 5 to 25 years |
| Equipment and vehicles | 3 to 10 years |
| Power generation assets | Up to 40 years |

The carrying values of PP&E are tested annually for impairment and are reviewed for impairment when events or changes in

circumstances indicate that the carrying value may not be recoverable. Residual values and useful lives are reassessed annually and,

if necessary, changes are accounted for prospectively.

Impairment assumptions

The Group tests the carrying amounts of goodwill, PP&E and intangible assets (with the exception of exploration assets) for impairment

at least annually. Interests in joint ventures and associates and exploration assets are reviewed annually for indicators of impairment and

tested for impairment where such an indicator arises. Where an asset does not generate cash flows that are independent from other assets,

the Group estimates the recoverable amount of the CGU to which the asset belongs. The recoverable amount is the higher of value in use

(VIU) and fair value less costs of disposal (FVLCD).

At inception, goodwill is allocated to each of the Group’s CGUs or groups of CGUs that expect to benefit from the business combination in

which the goodwill arose. If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying

amount of the asset (or CGU) is reduced to its recoverable amount. Any impairment is expensed immediately in the Group Income

Statement. Any CGU impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the CGU and then to the

other assets of the CGU pro rata on the basis of the carrying amount of each asset in the CGU.

Further information on the assumptions used in the VIU calculations and FVLCD calculations that resulted in impairments during the year can

be found at note 7.

VIU – Key assumptions used

Pre-tax cash flows used in the VIU calculations are derived from the Group’s Board-approved business plans, and assumptions specific to

the nature and life of the asset. The Group’s business plans and assumptions are based on past experience and adjusted to reflect market

trends, economic conditions and key risks. Commodity prices used in the planning process are based in part on observable market data and

in part on estimates. Note S6 provides additional detail on the active period of each of the commodity markets in which the Group operates.

(a) VIU – Growth rates and discount rates

Unless stated otherwise in the table below, cash flows beyond the planned period have been extrapolated using long-term growth rates in

the market where the CGU operates. Long-term growth rates are determined using a blend of publicly available historical data and long-

term growth rate forecasts published by external analysts. Cash flows are discounted using a discount rate specific to each CGU. Discount

rates reflect the current market assessments of the time value of money and are based on the estimated cost of capital of each CGU.

Additionally, risks specific to the cash flows of the CGUs are reflected within cash flow forecasts. Each CGU’s weighted average cost of

capital is then adjusted to reflect the impact of tax in order to calculate an equivalent pre-tax discount rate.

Long-term growth rates and pre-tax discount rates used in the VIU calculations for each of the Group’s CGUs are shown below.

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| 2024 | British Gas  Services &  Solutions  % | British Gas  Energy  % | Centrica  Business  Solutions  Energy  Supply  % | Bord Gáis  Energy  % | Centrica  Energy  % | Nuclear  (i)  % |
| Growth rate to perpetuity (including inflation) | 2.0 | 2.0 | 2.0 | 2.1 | 2.0 | N/A |
| Pre-tax discount rate | 10.0 | 10.7 | 12.0 | 9.1 | 12.0 | 15.3 |
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| 2023 | British Gas  Services &  Solutions  % | British Gas  Energy  % | Centrica  Business  Solutions  Energy  Supply  % | Bord Gáis  Energy  % | Centrica Energy  % | Nuclear  (i)  % |
| Growth rate to perpetuity (including inflation) | 2.1 | 2.1 | 2.1 | 1.6 | 2.1 | N/A |
| Pre-tax discount rate | 10.0 | 10.7 | 12.0 | 10.7 | 12.0 | 17.3 |

(i) Cash flows arising after the plan period have been derived from forecasts to the end of the asset lives. Due to the nature of these finite-lived assets, this provides a more

appropriate valuation in later years.

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S2. Summary of material accounting policies

(b) VIU – Inflation rates

Inflation rates used in the business plan were based on a blend of publicly available inflation forecasts and range from 2.0% to 2.1%.

(c) Key operating assumptions by CGUs using VIU

The key operating assumptions across all CGUs are gross margin, revenues and operating costs. These assumptions are tailored to the

specific CGU using management’s knowledge of the environment, as shown in the table below:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| CGU | Gross margin | Revenues | Operating costs |  |
| All – base  assumptions | Existing customers: based on  contractual terms.  Losses are forecast based on historic  data and future expectations of  the market.  New customers and renewals: based  on gross margins achieved in the  period leading up to the date of the  business plan. Both adjusted for  current market conditions and cost of  goods inflation.  For Services businesses, future sales  and related gross margins are based  on planned future product sales and  contract losses based upon past  performance and future expectations  of the competitive environment. | Existing customers: based on  contractual terms.  Losses are forecast based on historic  data and future expectations of  the market.  Adjusted for: growth forecasts which  are based on sales and marketing  activity, recent customer acquisitions  and the current economic environment  in the relevant geography.  Gas and electricity revenues based  on forward market prices.  Market share: percentage immediately  prior to business plan. | Wages: projected headcount in line  with expected efficiencies. Salary  increases based on inflation  expectations.  Credit losses: historical assumptions  regarding realised cash losses have  been updated to reflect the current  environment. |  |
| Centrica Energy | Existing and new markets:  management’s estimate of future  trading performance. | As above. | Future development: increase in costs  to support growth forecasts, adjusted  for planned business process  efficiencies. |  |

Overlift and underlift

Offtake arrangements for gas produced from joint operations are often such that it is not practical for each participant to receive or sell its

precise share of the overall production during the period. This results in short-term imbalances between cumulative production entitlement

and cumulative sales, referred to as overlift and underlift.

An overlift payable, or underlift receivable, is recognised at the balance sheet date within trade and other payables or trade and other

receivables respectively, and is measured at market value, with movements in the period recognised within cost of sales.

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S2. Summary of material accounting policies

Leases

The Group assesses its contractual arrangements to determine whether they are or contain leases based on whether they convey the right

to control the use of an identified asset for a period of time in exchange for consideration.

The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured

at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement

date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying

asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of

the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the

same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and

adjusted for certain re-measurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted

using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. The liabilities

for the majority of the Group’s lease portfolio are calculated using the incremental borrowing rate. This rate is calculated on a lease-by-lease

basis, taking into account the credit rating of the Group at the inception of the lease and the lease term. The credit adjustment used in this

calculation is modified to reflect the security implicit in a lease arrangement based on the specific class of asset being leased.

Lease payments included in the measurement of the lease liability comprise: fixed payments (including in-substance fixed payments),

variable lease payments that depend on an index or a rate (initially measured using the index or rate as at the commencement date),

amounts expected to be payable under a residual value guarantee, the exercise price under a purchase option that the Group is reasonably

certain to exercise, lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option, and

penalties for early termination of a lease unless the Group is reasonably certain not to terminate early. When considering whether the Group

is reasonably certain to exercise extension or termination options, various factors are considered, such as the level of lease payments

relative to the market rate, the importance of the specific asset to the Group’s operations and the period remaining until the option

becomes exercisable. Such judgements are reconsidered when there is a significant event or change of circumstances that is within the

control of the Group. Variable lease payments that do not depend on an index or rate are recognised in profit or loss in the period in which

the event or condition that triggers those payments occurs.

The lease liability is subsequently measured at amortised cost using the effective interest method. It is re-measured when there is a change

in future lease payments arising from a change in an index or rate, if there is a change in the Group's estimate of the amount expected to be

payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase, lease-term

extension or termination option. Cash flows reflecting payment of capital and interest on leases are shown in cash flows from financing

activities.

When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset

or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The Group recognises the lease payments associated with short-term leases (leases expiring within twelve months from commencement)

and leases of low value assets (underlying asset value less than £5,000) on a straight-line basis over the lease term.

The Group holds interests in a number of joint operations within its exploration and production business. The Group has applied judgement

in identifying the customer where a lease arrangement is to be used by a jointly controlled operation.

If the leased asset is dedicated to a specific joint operation and its usage is dictated by the joint operating agreement, the joint operation

is deemed the customer. In such instances:

• When the Group signs a lease agreement on behalf of a joint operation and has primary responsibility for payments to the lessor, the

Group recognises 100% of the lease liability and a right-of-use asset on its balance sheet. When the partner is obliged to reimburse the

Group for its share of lease payments, a sub-lease receivable is recognised and an equal adjustment to the right-of-use asset is made; and

• When the partner has the primary responsibility for payments to the lessor and the Group is obliged to reimburse its share of the

lease payments, a lease liability due to the partner and equal right-of-use asset are recognised.

If the leased asset is not dedicated to a specific joint operation or its usage is not dictated by the joint operating agreement of a joint

operation to which it is dedicated, the signatory to the lease agreement is deemed the customer. If this is the Group, the lease liability and

right-of-use asset are recognised in full. If it is the partner, no lease liability or right-of-use asset is recognised.

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S2. Summary of material accounting policies

Inventories

Inventories of finished goods are valued at the lower of cost (using weighted-average cost) or estimated net realisable value after allowance

for redundant and slow-moving items. The cost of inventories includes the purchase price plus costs of conversion incurred in bringing the

inventories to their present location and condition.

Inventory of gas in storage held for the purpose of the Group’s own use is measured on a weighted-average cost basis, whilst gas used for

trading purposes is measured at fair value less any costs to sell. Changes in fair value less costs to sell are recognised in the Group Income

Statement.

Government grants

Government grants are transfers of resources to the Group in return for past or future compliance with certain conditions relating to the

operating activities of the entity. Government assistance is designed to provide an economic benefit that is specific to an entity qualifying

under certain criteria. The Group recognises government grants only when there is reasonable assurance that the Group will comply with

the conditions attached to them and the grant will be received. Government grants are recognised in profit and loss on a systematic basis

over the periods in which the Group recognises as expenses the related costs for which the grants are intended to compensate.

Government grants related to assets are deducted from the carrying amount of the asset.

Decommissioning costs

A provision is made for the net present value of the estimated cost of decommissioning gas production facilities at the end of the producing

lives of fields and power stations at the end of their useful lives, based on price levels and technology at the balance sheet date.

When this provision relates to an asset with sufficient future economic benefits, a decommissioning asset is recognised and included as part

of the associated PP&E and depreciated accordingly. The asset is subject to impairment review as detailed above. Changes in estimates

and discount rates are dealt with prospectively and reflected as an adjustment to the provision and corresponding decommissioning asset

included within PP&E. The discount rate used to calculate the provision is 2% as discussed in note 3. The unwinding of the discount on the

provision is included in the Group Income Statement within financing costs.

Pensions and other post-employment benefits

The Group operates a number of defined benefit and defined contribution pension schemes. The cost of providing benefits under the

defined benefit schemes is determined separately for each scheme using the projected unit credit actuarial valuation method. Actuarial

gains and losses are recognised in the period in which they occur in other comprehensive income.

The cost of providing retirement pensions and other benefits is charged to the Group Income Statement over the periods benefitting from

employees’ service. Past service cost is recognised immediately. Costs of administering the schemes are charged to the Group Income

Statement. Net interest, being the change in the net defined benefit liability or asset due to the passage of time, is recognised in the Group

Income Statement within net finance cost.

The net defined benefit liability or asset recognised in the Group Balance Sheet represents the present value of the defined benefit

obligation of the schemes and the fair value of the schemes’ assets. The present value of the defined benefit obligation is determined by

discounting the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in

which the benefits are paid, and that have terms of maturity approximating to the terms of the related pension liability.

Payments to defined contribution retirement benefit schemes are recognised in the Group Income Statement as they fall due.

In 2022 the Group provided a loan facility to the Group’s three defined benefit pension schemes. The Group recognised the loan as a

financial asset under IFRS 9 ‘Financial instruments’ measured at amortised cost and classified as a receivable within Securities on the

Group’s balance sheet. The loan liability was deducted from plan assets on the basis that the loan did not relate to employee benefits in

accordance with IAS 19 and was fully repaid during 2024.

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S2. Summary of material accounting policies

Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, that can be measured

reliably, and it is probable that the Group will be required to settle that obligation. Provisions are discounted to present value where the

effect is material.

Where discounting is used, the increase in the provision due to the passage of time is recognised in the Group Income Statement within

interest expense. Onerous contract provisions are recognised where the unavoidable costs of meeting the obligations under a contract

exceed the economic benefits expected to be received under it. Contracts to purchase or sell energy are reviewed on a portfolio basis

given the fungible nature of energy, whereby it is assumed that the highest priced purchase contract supplies the highest priced sales

contract and the lowest priced sales contract is supplied by the lowest priced purchase contract.

Taxation

Current tax, including UK corporation tax, UK petroleum revenue tax and foreign tax is provided at amounts expected to be paid (or

recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. From time to time, the

Group may have open tax issues with a number of revenue authorities. Where an outflow of funds is believed to be probable and a reliable

estimate of the dispute can be made, management provides for its best estimate of the liability. These estimates take into account the

specific circumstances of each dispute and relevant external advice as well as the rules and regulations of the relevant tax authority in the

jurisdiction of the dispute. Often the Group is unable to predict whether an uncertain tax treatment will be accepted by the relevant

authority. In such instances the effects of uncertainty are reflected in management’s assessment of the most likely outcome of each issue,

as reviewed and updated on a regular basis. Each item is considered separately and on a basis that provides the better prediction of the

outcome, unless the Group determines that it is appropriate to group certain items for consideration. See note 9 for further details on

uncertain tax provisions.

Deferred tax is recognised in respect of all temporary differences identified at the balance sheet date, except to the extent that the

deferred tax arises from the initial recognition of goodwill, or the initial recognition of an asset or liability in a transaction which is not a

business combination and at the time of the transaction affects neither accounting profit nor taxable profit and loss. Temporary differences

are differences between the carrying amount of the Group’s assets and liabilities and their tax base.

Deferred tax liabilities may be offset against deferred tax assets within the same taxable entity or qualifying local tax group. Any remaining

deferred tax asset is recognised only when, on the basis of all available evidence, it can be regarded as probable that there will be suitable

taxable profits, within the same jurisdiction, in the foreseeable future, against which the deductible temporary difference can be utilised.

Deferred tax is provided on temporary differences arising on subsidiaries, joint ventures and associates, except where the timing of the

reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable

future.

Deferred tax is measured at the average tax rates that are expected to apply in the periods in which the asset is realised or liability settled,

based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Measurement of deferred tax

liabilities and assets reflects the tax consequences expected from the manner in which the asset or liability is recovered or settled.

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| Centrica plc Annual Report and Accounts 2024 |  | 241 |
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S2. Summary of material accounting policies

Financial instruments

Financial assets and financial liabilities are recognised in the Group Balance Sheet when the Group becomes a party to the contractual

provisions of the instrument. Financial assets are derecognised when the Group no longer has the rights to cash flows, the risks and rewards

of ownership or control of the asset. Financial liabilities are derecognised when the obligation under the liability is discharged, cancelled or

expires.

(a) Trade receivables

Trade receivables are initially recognised at a value based on their transaction price, and are subsequently held at amortised cost using the

effective interest method (taking into account the Group’s business model, which is to collect the contractual cash flows owing) less an

allowance for impairment losses. Balances are written off when recoverability is assessed as being remote. If collection is expected in one

year or less, receivables are classified as current assets. If not, they are presented as non-current assets.

(b) Trade payables

Trade payables are initially recognised at fair value, which is usually the original invoice amount and are subsequently held at amortised cost

using the effective interest method. If payment is due within one year or less, payables are classified as current liabilities. If not, they are

presented as non-current liabilities.

(c) Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction

from the proceeds received. Own equity instruments that are reacquired (treasury or own shares) are deducted from equity. No gain or loss

is recognised in the Group Income Statement on the purchase, sale, issue or cancellation of the Group’s own equity instruments.

(d) Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and current balances with banks and similar institutions and money market deposits,

which are readily convertible to known amounts of cash and which are subject to insignificant risk of changes in value and have an original

maturity of three months or less. Money market funds are also included in cash and cash equivalents, and are required to be measured at fair

value through profit or loss under IFRS 9, as noted in section (g) below. Cash and cash equivalents are presented net of outstanding bank

overdrafts where there is a legal right of set off and, for the Group’s cash pooling arrangements, to the extent the Group expects to settle its

subsidiaries’ year-end account balances on a net basis.

For the purpose of the Group Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net

of outstanding bank overdrafts.

(e) Interest-bearing loans and other borrowings

All interest-bearing loans and other borrowings with banks and similar institutions are initially recognised at fair value net of directly

attributable transaction costs. After initial recognition, interest-bearing loans and other borrowings are subsequently measured at

amortised cost using the effective interest method, except when they are hedged items in an effective fair value hedge relationship where

the carrying value is also adjusted to reflect the fair value movements associated with the hedged risks. Such fair value movements are

recognised in the Group Income Statement. Amortised cost is calculated by taking into account any issue costs, discount or premium.

(f) Financial instruments at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income are equity instruments that the Group has elected to recognise the

changes in fair value of in other comprehensive income. They are recognised initially at fair value in the Group Balance Sheet and are re-

measured subsequently at fair value with gains and losses arising from changes in fair value recognised directly in equity and presented in

other comprehensive income. Dividends arising on these financial assets are recognised in the Group Income Statement.

Cumulative gains and losses on equity instruments at fair value through other comprehensive income are not recycled to the Group

Income Statement.

(g) Financial assets at fair value through profit or loss

Money market funds (which are classified as cash equivalents) are required to be measured at fair value through profit or loss under IFRS 9,

as the assets are not held solely for the purpose of collecting contractual cash flows related to principal and interest. Both mandatory and

designated instruments are measured at fair value on initial recognition and are re-measured to fair value in each subsequent reporting

period. Gains and losses arising from changes in fair value are recognised in the Group Income Statement within investment income.

(h) Securities

The Group holds debt and equity securities predominantly in respect of the Centrica Unapproved Pension Scheme (see note 22). Debt

securities are required to be measured at fair value through profit or loss under IFRS 9, as the contractual terms of these assets do not give

rise to cash flows that are solely payments of principal and interest on the principal amounts outstanding. The changes in fair value are

recognised in finance costs. The Group has elected to recognise the changes in fair value of the equity securities in other comprehensive

income.

The Group classified the loan facility provided to the Group’s defined benefit pension schemes within Securities. It was recognised as a

financial asset under IFRS 9 ‘Financial instruments’ and measured at amortised cost. Correspondingly, the loan liability was deducted from

plan assets on the basis the loan did not relate to employee benefits (scheme liabilities) in accordance with IAS 19 and was fully repaid during

2024.

Securities also includes a loan made to a minority shareholder which is similarly recognised as a financial asset under IFRS 9 and measured at

amortised cost.

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S2. Summary of material accounting policies

(i) Other investments

Other investments includes convertible loan notes which are measured at fair value through profit or loss under IFRS 9, as these assets do

not meet the contractual cash flows characteristic test; namely, contractual cash flows are not solely payments of principal and interest on

principal outstanding. Gains or losses arising from changes in fair value are recognised in operating expenses. Financial assets held solely for

the purpose of collecting contractual cash flows related to principal and interest are initially recognised at fair value and then subsequently

measured at amortised cost.

Other investments also include equity investments which the Group accounts for under IFRS 9, because it does not have the ability to

control, or significantly influence the investment. According to the requirements of IFRS 9, the Group may either measure these

investments at fair value with value changes recognised in profit or loss, or it may elect to recognise those value changes in other

comprehensive income. For the majority of the Group’s other investments, fair value movements are recognised in other comprehensive

income; this election is made separately for each investment made.

(j) Derivative financial instruments

The Group routinely enters into sale and purchase transactions for physical delivery of gas and power. A portion of these transactions

take the form of contracts that were entered into and continue to be held for the purpose of receipt or delivery of the physical commodity

in accordance with the Group’s expected sale, purchase or usage requirements (‘own use’), and are not within the scope of IFRS 9. The

assessment of whether a contract is deemed to be ‘own use’ is conducted on a Group basis without reference to underlying book

structures, business units or legal entities.

Certain purchase and sales contracts for the physical delivery of gas and power are within the scope of IFRS 9 due to the fact that they net

settle or contain written options. Such contracts are accounted for as derivatives under IFRS 9 and are recognised in the Group Balance

Sheet at fair value. Gains and losses arising from changes in fair value on derivatives that do not qualify for hedge accounting are taken

directly to the Group Income Statement for the year.

The Group uses a range of derivatives for both trading and to hedge exposures to financial risks, such as interest rates, foreign exchange

and energy price risks, arising in the normal course of business. Where considered appropriate, the Group may use weather derivatives to

protect against earnings volatility arising from unseasonal weather variations. The use of such derivatives did not have a material financial

statement impact in 2024 or 2023. The use of derivative financial instruments is governed by the Group’s policies which are approved by

the Board of Directors. Further detail on the Group’s risk management policies is included within the Strategic Report – Principal Risks and

Uncertainties on pages 40 to 51 and in note S3.

The accounting treatment of derivatives is dependent on whether they are entered into for trading or hedging purposes. A derivative

instrument is considered to be used for hedging purposes when it alters the risk profile of an underlying exposure of the Group in line with

the Group’s risk management policies and is in accordance with established guidelines. Certain derivative instruments used for hedging

purposes are designated in hedge accounting relationships as described by IAS 39 (the Group has not applied the hedge accounting

requirements of IFRS 9). In order to qualify for hedge accounting, the effectiveness of the hedge must be reliably measurable and

documentation describing the formal hedging relationship must be prepared at the point of designation. The hedge must be highly effective

in achieving its objective. The Group also holds derivatives that are used for hedging purposes which are not designated in hedge

accounting relationships and are held for trading.

All derivatives are recognised at fair value on the date on which the derivative is entered into and are re-measured to fair value at each

reporting date. Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative. Derivative

assets and derivative liabilities are offset and presented on a net basis only when there is a currently enforceable legal right of set-off, and

the intention to net settle the derivative contracts is present. The disclosure of current and non-current derivative assets and liabilities is

determined by the settlement date of the derivative.

The Group enters into certain energy derivative contracts covering periods for which observable market data does not exist. The fair value

of such derivatives is estimated by reference in part to published price quotations from active markets, to the extent that such observable

market data exists, and in part by using valuation techniques, the inputs to which include data that is not based on or derived from

observable markets. Where the fair value at initial recognition for such contracts differs from the transaction price, a fair value gain or fair

value loss will arise. This is referred to as a day-one gain or day-one loss. Such gains and losses are deferred (not recognised) and amortised

to the Group Income Statement based on volumes purchased or delivered over the contractual period until such time as observable market

data becomes available. When observable market data becomes available, any remaining deferred day-one gains or losses are recognised

within the Group Income Statement.

Recognition of the gains or losses resulting from changes in fair value depends on the purpose for issuing or holding the derivative. For

derivatives that do not qualify for cash flow or net investment hedge accounting, any gains or losses arising from changes in fair value are

taken directly to the Group Income Statement and are included within gross profit or investment income and financing costs. Where

derivatives qualify for cash flow or net investment hedging, changes in fair value arising from the effective element of the hedge are

recognised initially in the Group Statement of Comprehensive Income and are recycled to the Group Income Statement when the hedged

item impacts profit or loss. Further details on the treatment of energy derivatives in the Group Income Statement is provided in note 2.

Further detail on the treatment of derivatives in hedging relationships is provided in note S5.

Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and

characteristics are not closely related to those of the host contracts and the host contracts are not carried at fair value, with gains or losses

reported in the Group Income Statement. The closely related nature of embedded derivatives is reassessed when there is a change in the

terms of the contract that significantly modifies the future cash flows under the contract. Where a contract contains one or more

embedded derivatives, and providing that the embedded derivative significantly modifies the cash flows under the contract, the option to

fair value the entire contract may be taken and the contract will be recognised at fair value with changes in fair value recognised in the Group

Income Statement. Gains and losses arising from changes in the fair value of energy derivative contracts are recognised within

‘Re‑measurement and settlement of energy contracts’ in the Group’s Results for the period under IFRS.

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S2. Summary of material accounting policies

(k) Hedge accounting

The Group continues to apply the hedge accounting requirements of IAS 39 and has not adopted IFRS 9 hedge accounting.

For the purposes of hedge accounting, hedges are classified as either fair value hedges or cash flow hedges. Note S5 details the Group’s

accounting policies in relation to derivatives qualifying for hedge accounting under IAS 39.

(l) Financial guarantees

Financial guarantees are contracts that require the Group to make specified payments to reimburse the holder for a loss it incurs because a

specified debtor fails to make payment when due in accordance with the terms of a debt instrument. The Group accounts for financial

guarantee contracts under IFRS 9.

(m) Impairment of financial assets

In accordance with IFRS 9, the Group has applied the expected credit loss model to financial assets measured at amortised cost and to

investments in debt instruments measured at fair value through other comprehensive income.

For trade receivables and contract assets the simplified approach is taken and the lifetime expected credit loss provided for.

For all other in-scope financial assets at the balance sheet date either the lifetime expected credit loss or a 12-month expected credit loss is

provided for, depending on the Group’s assessment of whether the credit risk associated with the specific asset has increased significantly

since initial recognition. As the Group’s financial assets are predominantly short-term (less than twelve months), the impairment loss

recognised is not materially different using either approach. Further details of the assumptions and inputs used to calculate expected credit

losses are shown in note 17.

Nuclear activity

The Group’s investment in Lake Acquisitions Limited (‘Nuclear’) is accounted for as an associate. The following accounting policies are

specific to this nuclear activity.

(a) Fuel costs – nuclear front end

Front-end fuel costs consist of the costs of procurement of uranium, conversion and enrichment services, and fuel element fabrication.

All costs are capitalised into inventory and charged to the Group Income Statement in proportion to the amount of fuel burnt.

(b) Fuel costs – nuclear back end

Advanced gas-cooled reactors (AGR)

Spent fuel extracted from the reactors is sent for reprocessing and/or long-term storage and eventual disposal of resulting waste products.

Back-end fuel costs comprise of a loading-related cost per tonne of uranium and a rebate/surcharge to this cost which is dependent on the

out-turn market electricity price and the amount of electricity generated from AGR stations in the year. These costs are capitalised into

inventory and charged to the Group Income Statement in proportion to the amount of fuel burnt.

Pressurised water reactor (PWR)

Back-end fuel costs are based on wet storage in station ponds followed by dry storage and subsequent direct disposal of fuel. Back-end

fuel costs are capitalised into inventory on loading and are charged to the Group Income Statement in proportion to the amount of fuel

burnt.

(c) Nuclear PP&E – depreciation

The majority of the cost of the nuclear fleet is depreciated from the date of the Group acquiring its share of the fleet on a straight-line basis,

with remaining depreciable periods currently of up to 31 years.

Other expenditure including amounts spent on major inspections and overhauls of production plant is depreciated over the period until the

next outage which for AGR power stations is 2 to 3 years and for the PWR power station is 18 months.

(d) Nuclear Liabilities Fund (NLF) funding arrangements

Under the arrangements in place with the Secretary of State, the NLF will fund, subject to certain exceptions, qualifying uncontracted

nuclear liabilities and qualifying decommissioning costs.

In part consideration for the assumption of these liabilities by the Secretary of State and the NLF, the former British Energy Group agreed to

pay fixed decommissioning contributions each year and £150,000 (indexed to RPI) for every tonne of uranium in PWR fuel loaded into the

Sizewell B reactor after the date of these arrangements.

(e) NLF and nuclear liabilities receivables

The UK Government indemnity is provided to indemnify any future shortfall on NLF funding of qualifying uncontracted nuclear liabilities

(including PWR back-end fuel services) and qualifying nuclear decommissioning costs such that the receivable equals the present value of

the associated qualifying nuclear liabilities (apart from a small timing difference due to timing of receipts from NLF).

(f) Nuclear liabilities

Nuclear liabilities represent provision for liabilities in respect of the costs of waste management of spent fuel and nuclear decommissioning.

(g) Unburnt fuels at shutdown

Due to the nature of the nuclear fuel process there will be quantities of unburnt fuel in the reactors at station closure. The costs relating to

this unburnt fuel (final core) are fully provided for at the balance sheet date. The provision is based on a projected value per tonne of fuel

remaining at closure, discounted back to the balance sheet date and recorded as a long-term liability.

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S3. Financial risk management

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| The Group’s normal operating, investing and financing activities expose it to a variety of financial risks: market risk (including  commodity price risk, currency risk and interest rate risk), credit risk and liquidity risk. The Group’s overall financial risk  management processes are designed to identify, manage and mitigate these risks. |
|  |

Further detail on the Group’s overall risk management processes is included within the Strategic Report – Principal Risks and Uncertainties

on pages 40 to 51.

Commodity price risk management is carried out in accordance with individual business unit policies and directives including appropriate

escalation routes.

Treasury risk management, including management of currency risk, interest rate risk and liquidity risk is carried out by a central Group

Treasury function in accordance with the Group’s financing and treasury policy, as approved by the Board.

The wholesale credit risks associated with commodity trading and treasury positions are managed in accordance with the Group’s credit

risk policy. Downstream customer credit risk management is carried out in accordance with appropriate Group-wide and individual

business unit credit policies.

Market risk management

Market risk is the risk of loss that results from changes in market prices (commodity prices, foreign exchange rates and interest rates). The

level of market risk to which the Group is exposed at a point in time varies depending on market conditions, expectations of future price or

market rate movements and the composition of the Group’s physical asset and contract portfolios.

(a) Commodity price risk management

The Group is exposed to commodity price risk in its energy procurement and supply activities, production, generation and trading

operations and uses specific limits to manage the exposure to commodity prices associated with the Group’s activities to an acceptable

level. The Group has a risk capital limit approved by the Board to manage the commodity price risk that the Group is exposed to. These are

complemented by other limits including Value at Risk (VaR), volumetric or stop-loss limits to control risk around trading activities.

(i) Energy price exposed business activities

The Group’s price exposed business activities consist of equity gas and liquids production, equity power generation, bilateral procurement

and sales contracts, market-traded purchase and sales contracts and derivative positions primarily transacted with the intent of securing

gas and power for the Group’s supply customers, from a variety of sources at an optimal cost. The Group actively manages commodity

price risk by optimising its asset and contract portfolios and making use of volume flexibility.

The Group’s commodity price risk exposure within its business activities is driven by the cost of procuring gas and electricity to serve its

supply customers and selling gas and electricity from its upstream production and generation, which varies with wholesale commodity

prices. The primary risk is that market prices for commodities will fluctuate between the time that sales prices are fixed or tariffs are set and

the time at which the corresponding procurement cost is fixed, thereby potentially reducing expected margins or making sales

unprofitable.

The Group’s supply activities are also exposed to volumetric risk in the form of an uncertain consumption profile arising from a range of

factors, including the weather, energy consumption changes, customer attrition and the economic climate. There is also risk associated

with ensuring that there is sufficient commodity available to secure supply to customers. The Group’s production and generation activities

are also exposed to volumetric risk in the form of uncertain production profiles.

In order to manage the exposure to market prices associated with the Group’s business operations the Group is delegated a risk capital

limit, established by the Board and sub-delegated to the commercial leaders.

Risk capital is used to bring together the different individual market and credit risks from across the business in order to understand the

diversified risk that the Group is exposed to. This is complemented by the PaR, VaR and credit limits that are then sub-delegated to the

business to operate efficiently. PaR measures the estimated potential loss in a position or portfolio of positions associated with the

movement of a commodity price for a given confidence level, over the remaining term of the position or contract. VaR measures the

estimated potential loss for a given confidence level over a predetermined holding period. The standard confidence level used is 95%. In

addition, regular stress and scenario tests are performed to evaluate the impact on the portfolio of possible substantial movements in

commodity prices.

The Group measures and manages the commodity price risk associated with the Group’s entire energy price exposed business portfolio.

Only certain of the Group’s energy contracts constitute financial instruments under IFRS 9 (see note S6).

As a result, while the Group manages the commodity price risk associated with both financial and non-financial energy procurement and

sales contracts, it is the notional value of energy contracts being carried at fair value that represents the exposure of the Group’s energy

price exposed business activities to commodity price risk according to IFRS 7 ‘Financial Instruments: Disclosures’. This is because energy

contracts that are financial instruments under IFRS 9 are accounted for on a fair value basis and changes in fair value immediately impact

profit. Conversely, energy contracts that are not financial instruments under IFRS 9 are accounted for as executory contracts and changes

in fair value do not immediately impact profit and, as such, are not exposed to commodity price risk as defined by IFRS 7. So, whilst VaR

associated with energy procurement and supply contracts that are outside the scope of IFRS 9 are monitored for internal risk management

purposes, only those energy contracts within the scope of IFRS 9 are within the scope of the IFRS 7 disclosure requirements.

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| Centrica plc Annual Report and Accounts 2024 |  | 245 |
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S3. Financial risk management

(ii) Proprietary energy trading

The Group’s proprietary energy trading activities consist of physical and financial commodity purchases and sales contracts taken on with

the intent of benefitting from changes in market prices or differences between buying and selling prices. The Group conducts its trading

activities in the over-the-counter market and through exchanges in the UK and continental Europe. The Group is exposed to commodity

price risk as a result of its proprietary energy trading activities because the value of its trading assets and liabilities will fluctuate with

changes in market prices for commodities.

The Group sets volumetric and VaR limits to manage the commodity price risk exposure associated with the Group’s proprietary energy

trading activities. VaR measures the estimated potential loss at a 95% confidence level over a one-day holding period. The carrying value of

energy contracts used in proprietary energy trading activities at 31 December 2024 is disclosed in note 19.

As with any modelled risk measure, there are certain limitations that arise from the assumptions used in the VaR calculation. VaR assumes

that historical price behaviours will continue in the future and that the Group’s trading positions can be unwound or hedged within the

predetermined holding period. Furthermore, the use of a 95% confidence level, by definition, does not take into account changes in value

that might occur beyond this confidence level.

(b) Currency risk management

The Group is exposed to currency risk on foreign currency denominated forecast transactions, firm commitments, monetary assets and

liabilities (transactional exposure) and on its net investments in foreign operations (translational exposure). IFRS 7 only requires disclosure of

currency risk arising on financial instruments denominated in a currency other than the functional currency of the commercial operation

transacting. As a result, for the purposes of IFRS 7, currency risk excludes items that are not financial instruments, such as the Group’s net

investments in international operations as well as foreign currency denominated forecast transactions and firm commitments.

(i) Transactional currency risk

The Group is exposed to transactional currency risk on transactions denominated in currencies other than the underlying functional

currency of the commercial operation transacting. The primary functional currencies remain pounds sterling in the UK, Danish krone in

Denmark, euros in the Netherlands and the Republic of Ireland and US dollars in the Group’s LNG business. The risk is that the functional

currency value of cash flows will vary as a result of movements in exchange rates. Transactional exposure arises from the Group’s energy

procurement, production and generation activities, where many transactions are denominated in foreign currencies. In addition, in order to

optimise the cost of funding, the Group has, in certain cases, issued foreign currency denominated debt or entered into foreign currency

loans, primarily in US dollars, euros and Japanese yen.

It is the Group’s policy to hedge material transactional exposures using derivatives (either applying formal hedge accounting or economic

hedge relationships) to fix the functional currency value of non-functional currency cash flows, except where there is an economic hedge

inherent in the transaction. At 31 December 2024, there were no material unhedged non-functional currency monetary assets or liabilities,

firm commitments or probable forecast transactions (2023: £nil), other than transactions which have an inherent economic hedge and

foreign currency borrowings used to hedge translational exposures.

(ii) Translational currency risk

The Group is exposed to translational currency risk as a result of its net investments in Europe. The risk is that the pounds sterling value of

the net assets of foreign operations will decrease with changes in foreign exchange rates. The Group’s policy is to protect the pounds

sterling book value of its net investments in foreign operations where appropriate, subject to certain parameters, by holding foreign

currency debt, entering into foreign currency derivatives, or a mixture of both.

The Group manages translational currency risk taking into consideration the cash impact of any hedging activity as well as the risk to the net

asset carrying values in the Group’s Financial Statements. The translation hedging programme including the potential cash impact is

managed by the Group Treasury function and monitored by the Chief Financial Officer.

(c) Interest rate risk management

In the normal course of business the Group borrows to finance its operations. The Group is exposed to interest rate risk because the fair

value of fixed-rate borrowings and the cash flows associated with floating rate borrowings will fluctuate with changes in interest rates. The

Group’s policy is to manage the interest rate risk on long-term borrowings by ensuring the exposure to floating interest rates remains within

a 30% to 70% range, including the impact of interest rate derivatives.

The return generated on the Group’s cash balance is also exposed to movements in short-term interest rates. The Group manages cash

balances to protect against adverse changes in rates whilst retaining liquidity.

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S3. Financial risk management

(d) Sensitivity analysis

IFRS 7 requires disclosure of a sensitivity analysis that is intended to illustrate the sensitivity of the Group’s financial position and

performance to changes in market variables (commodity prices, foreign exchange rates and interest rates) as a result of changes in the fair

value or cash flows associated with the Group’s financial instruments. The sensitivity analysis provided discloses the effect on profit or loss

and equity at 31 December 2024, assuming that a reasonably possible change in the relevant risk variable had occurred at  31 December

2024, and has been applied to the risk exposures in existence at that date to show the effects of reasonably possible changes in price on

profit or loss and equity. Reasonably possible changes in market variables used in the sensitivity analysis are based on implied volatilities,

where available, or historical data for energy prices and foreign exchange rates. Reasonably possible changes in interest rates are based on

management judgement and historical experience.

The sensitivity analysis has been prepared based on 31 December 2024 balances and on the basis that the balances, the ratio of fixed to

floating rates of debt and derivatives, the proportion of energy contracts that are financial instruments, the proportion of financial

instruments in foreign currencies and the hedge designations in place at 31 December 2024 are all constant. Excluded from this analysis are

all non-financial assets and liabilities and energy contracts that are not financial instruments under IFRS 9. The sensitivity to foreign exchange

rates relates only to monetary assets and liabilities denominated in a currency other than the functional currency of the commercial

operation transacting, and excludes the translation of the net assets of foreign operations to pounds sterling.

The sensitivity analysis provided is hypothetical only and should be used with caution as the impacts provided are not necessarily indicative

of the actual impacts that would be experienced. This is because the Group’s actual exposure to market rates is changing constantly as the

Group’s portfolio of commodity, debt and foreign currency contracts changes. Changes in fair values or cash flows based on a variation in a

market variable cannot be extrapolated because the relationship between the change in market variable and the change in fair value or cash

flows may not be linear. In addition, the effect of a change in a particular market variable on fair values or cash flows is calculated without

considering interrelationships between the various market rates or mitigating actions that would be taken by the Group.

(i) Transactional currency risk

The Group has performed an analysis of the sensitivity of the Group’s financial position and performance to changes in foreign exchange

rates. The sensitivity analysis is performed upon the Group’s foreign currency denominated monetary assets and monetary liabilities. At the

reporting date, the exposure is driven primarily by the portfolio of foreign currency exchange derivatives held for trading under IFRS 9,

which are hedging material transactional exposures as explained above in S3(b)(i). The Group deems 10% movements to US dollar and euro

currency rates relative to pounds sterling to be reasonably possible.

The material impact of such movements on profit and equity, both after taxation, are as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Incremental profit/(loss) | 2024  Impact on  profit  £m | 2023  Impact  on profit  £m |
| US dollar – increase/(decrease) | 192/(212) | 102/(54) |
| Euro – increase/(decrease) | (59)/59 | (56)/128 |

All other currency sensitivities are not material.

(ii) Interest rate risk

The Group has performed an analysis of the sensitivity of the Group’s financial position and performance to changes in interest rates. The

Group deems a one percentage point move in UK, US and Euro interest rates to be reasonably possible. The impact of such movements on

profit and equity, both after taxation, is immaterial.

(iii) Commodity price risk

The Group has performed a sensitivity analysis of the Group’s commodity price risk. The financial assets and financial liabilities which are

exposed to this risk are energy derivatives which are either for procurement/optimisation or proprietary trading. As explained above in

S3(a)(i), the procurement/optimisation or 'non-proprietary' trades are hedging material commodity price exposures, whilst proprietary

energy trading is explained in S3(a)(ii).

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| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Energy prices | Active market  base price (i) | Inactive  market base  price (ii) | Reasonably  possible  change in  variable (iii)  % |  | Active market  base price (i) | Inactive market  base price (ii) | Reasonably  possible  change in  variable (iii)  % |
| UK gas (p/therm) | 98 | 85 | +/-32 |  | 86 | n/a | +/-54 |
| European gas (€/MWh) | 39 | 33 | +/-32 |  | 33 | 26 | +/-54 |
| UK power (£/MWh) | 80 | 74 | +/-39 |  | 85 | 76 | +/-13 |
| UK emissions (€/tonne) | 66 | n/a | +/-7 |  | 80 | n/a | +/-7 |
| UK oil (US$/bbl) | 71 | n/a | +/-46 |  | 73 | n/a | +/-10 |
| North American gas (US cents/therm) | 38 | 38 | +/-42 |  | 34 | 37 | +/-11 |
| Japan Korea Marker (JKM) gas price (US$/MMBtu) | 12 | n/a | +/-26 |  | 12 | n/a | +/-9 |

(i) The active market base price represents the average forward market price over the duration of the active market curve used in the sensitivity analysis provided.

(ii) The inactive market base price represents the average forward market price over the duration of the inactive market curve used in the sensitivity analysis provided.

Inactive market base prices are not presented where there are no contracts in the illiquid period.

(iii) The reasonably possible change in variable is calculated using both the active and inactive market curves for energy prices.

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| Centrica plc Annual Report and Accounts 2024 |  | 247 |
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S3. Financial risk management

The impacts of reasonably possible changes in commodity prices on profit applied to non-proprietary trades, both after taxation, based on

the assumptions set out above are as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Incremental profit/(loss) | 2024  Impact on  profit (i)  £m | 2023  Impact on  profit  (i)  £m |
| UK gas price – increase/(decrease) | 258/(265) | 218/(218) |
| UK power price – increase/(decrease) | 406/(411) | 84/(83) |
| European gas price – (decrease)/increase | (146)/144 | (167)/167 |
| Other UK energy prices (oil and emissions) – (decrease)/increase | (49)/49 | (2)/2 |
| UK and European energy prices (combined) – increase/(decrease) | 469/(483) | 133/(132) |
|  |  |  |
| North American gas price – increase/(decrease) | 44/(52) | 35/(35) |
| JKM gas price – (decrease)/increase | (2)/2 | 60/(60) |

(i) The impact on profit is calculated using both the active and inactive market curves for energy prices.

The impact on other comprehensive income of such price changes is immaterial.

(iv) Commodity price risk – proprietary trades

As at 31 December 2024  the VaR associated with proprietary trading was £6 million (2023: £4 million). This represents the statistical

downside risk associated with the proprietary trade and associated hedging positions. The changes in the year only relate to changes in

commodity prices. Intra-day trading positions are monitored using a live time risk management system. Proprietary trades are included in

revenue in the business performance column of the Group Income Statement.

The impacts of reasonably possible changes using probability-based high and low gas and power price curves applied to level 3 proprietary

trades are as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Incremental profit/(loss) | 2024  Impact on  profit (i)  £m | 2023  Impact on  profit  (i)  £m |
| Level 3 proprietary trades – increase/(decrease)  (ii) | 72/(62) | 24/(24) |

(i) The reasonably possible change in variable and the impact on profit are calculated using both the active and inactive market curves for energy prices, see note 7(c) for

detail on market curves.

(ii) The level 3 proprietary financial instruments’ sensitivity has been valued using one of the Group’s valuation models, and excludes associated hedges which would

mitigate this impact.

(v) Commodity price risk – other non-proprietary level 3 trades

Unrealised non-proprietary level 3 trades are reported within certain re-measurements and are subsequently reflected in business

performance when realised, which is generally when the underlying transaction or asset impacts profit or loss. These derivatives are in

respect of underlying contracts to purchase large volumes of commodity and are highly sensitive to changes in commodity prices. The

impacts of reasonably possible changes using probability-based high and low gas and power price curves applied to other level 3 non-

proprietary trades (including the newly signed Coterra contracts) are as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Incremental profit/(loss) | 2024  Impact on  profit (i)  £m | 2023  Impact on  profit  (i)  £m |
| Level 3 non-proprietary trades – increase/(decrease)  (ii) | (182)/152 | 37/(37) |

(i) The reasonably possible change in variable and the impact on profit are calculated using both the active and inactive market curves for energy prices.

(ii) The level 3 non-proprietary financial instruments’ sensitivity has been valued using one of the Group’s valuation models, and excludes associated hedges or the

underlying hedged transaction/asset which would offset this impact.

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S3. Financial risk management

Credit risk management

Credit risk is the risk of loss associated with a counterparty’s inability or failure to discharge its obligations under a contract.

The Group continually reviews its rating thresholds for relevant counterparty credit limits and updates these as necessary, based on a

consistent set of principles. It continues to operate within its limits. In respect of trading activities for both the US and Europe, there is an

effort to maintain a balance between exchange-based trading and bilateral transactions. This allows for a reasonable balance between

counterparty credit risk and potential liquidity requirements. In addition, the Group actively manages the trade-off between credit and

liquidity risks by optimising the use of contracts with collateral obligations and physically settled contracts without collateral obligations.

The Group is exposed to credit risk in its treasury, trading, energy procurement and downstream activities. The maximum exposure to

credit risk for financial instruments at fair value is equal to their carrying value. Gross amounts are shown by counterparty credit rating in the

table below. Further details of other collateral and credit security not offset against these amounts is shown in note S6.

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | | | | | |
|  | Financial assets at  amortised cost | | | |  | Financial assets at fair value | | | |
| 31 December | Receivables  including  treasury, trading  and energy  procurement  counterparties (i)  £m | Securities (ii)  £m | Other  investments  £m | Cash and cash  equivalents  £m |  | Cash and cash  equivalents  £m | Derivative  financial  instruments with  positive  fair values  £m | Securities  £m | Other  investments  £m |
| AAA to AA | — | — | — | — |  | 5,002 | — | 108 | — |
| AA- to A- | 734 | — | — | 1,276 |  | 7 | 436 | — | — |
| BBB+ to BBB- | 819 | — | — | 9 |  | — | 580 | — | — |
| BB+ to BB- | 228 | — | — | 37 |  | — | 439 | — | — |
| B+ or lower | 83 | — | — | 1 |  | — | 65 | — | — |
| Unrated (iii) | 4,605 | 31 | 3 | 6 |  | — | 56 | — | 84 |
|  | 6,469 | 31 | 3 | 1,329 |  | 5,009 | 1,576 | 108 | 84 |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | 2023 | | | | | | | |
|  | Financial assets at  amortised cost | | |  | Financial assets at fair value | | | |
| 31 December | Receivables  including  treasury,  trading and  energy  procurement  counterparties (i)  £m | Securities (ii)  £m | Cash and cash  equivalents  £m |  | Cash and cash  equivalents  £m | Derivative  financial  instruments  with positive  fair values  £m | Securities  £m | Other  investments  £m |
| AAA to AA | 65 | — | — |  | 4,859 | — | 104 | — |
| AA- to A- | 605 | — | 1,459 |  | — | 819 | — | — |
| BBB+ to BBB- | 1,054 | — | 41 |  | — | 1,646 | — | — |
| BB+ to BB- | 164 | — | 5 |  | — | 438 | — | — |
| B+ or lower | 58 | — | 8 |  | — | 45 | — | — |
| Unrated  (iii) | 4,553 | 417 | 71 |  | — | 324 | — | 61 |
|  | 6,499 | 417 | 1,584 |  | 4,859 | 3,272 | 104 | 61 |

(i) The Group holds a provision of £1,532 million (2023: £1,309 million) against receivables. The significant majority of this provision is held against amounts due from unrated

counterparties. Further analysis of past due trade receivables may be found at note 17.

(ii) Securities held at amortised cost consist of loans to the pension schemes of £nil (2023: £405 million) and other loans receivable of £31 million (2023: £12 million) – see

note 25.

(iii) The unrated counterparty receivables primarily comprise amounts due from downstream customers, subsidiaries of rated entities, exchanges or clearing houses.

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| Centrica plc Annual Report and Accounts 2024 |  | 249 |
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S3. Financial risk management

Details of how credit risk is managed across the asset categories are provided below:

(a) Treasury, trading and energy procurement activities

Wholesale counterparty credit exposures are monitored by individual counterparty and by category of credit rating, and are subject to

approved limits. The Group uses master netting agreements to reduce credit risk and net settles payments with counterparties where net

settlement provisions exist (see note S6 for details of amounts offset). In addition, the Group employs a variety of other methods to

mitigate credit risk: margining, various forms of bank and parent company guarantees and letters of credit.

The vast majority of Group credit risk associated with its treasury, trading and energy procurement activities is with counterparties in

related energy industries or financial institutions together with smaller exposures to commodity traders and small independent renewable

producers. The impairment considerations of IFRS 9 are applicable to financial assets arising from treasury, trading and energy procurement

activities that are carried at amortised cost and debt instruments that are carried at fair value through other comprehensive income

(FVOCI). Debt instruments measured at FVOCI are not material for further disclosure.

Included in the table above within receivables including treasury, trading and energy procurement counterparties is £2,005 million (2023:

£2,157 million) of treasury, trading and energy procurement assets. The Group’s risk assessment procedures and counterparty selection

process ensure that the credit risk on this type of financial asset is always low at initial recognition.

Included within the table above is information about the exposure to credit risk arising from only certain of the Group’s energy procurement

contracts – those in the scope of IFRS 9. Whilst the Group manages the credit risk associated with both financial and non-financial energy

procurement contracts, it is the carrying value of financial assets within the scope of IFRS 9 that represents the maximum exposure

to credit risk in accordance with IFRS 7.

(b) Trade receivables and contract assets

The simplified approach of measuring lifetime expected credit losses has been applied to trade receivables and contract asset balances,

which are the focus of this disclosure. Therefore, consideration of the significance of any change in credit risk since initial recognition for the

purpose of applying this model is not required for any material component of the receivables balance.

In the case of business customers, credit risk is managed by checking a company’s creditworthiness and financial strength both before

commencing trade and during the business relationship. For residential customers, creditworthiness is ascertained normally before

commencing trade to determine the payment mechanism required to reduce credit risk to an acceptable level. Certain customers will only

be accepted on a prepayment basis or with a security deposit. In some cases, an ageing of receivables is monitored and used to manage the

exposure to credit risk associated with both business and residential customers. In other cases, credit risk is monitored and managed by

grouping customers according to method of payment or profile.

Liquidity risk management and going concern

Liquidity risk is the risk that the Group is unable to meet its financial obligations as they fall due. The Group experiences significant

movements in its liquidity position due primarily to the seasonal nature of its business and margin cash arrangements associated with certain

wholesale commodity contracts. To mitigate this risk the Group maintains significant committed facilities and holds cash on deposit to

ensure that there is sufficient liquidity headroom at all points in the seasonal trading cycle of the business. See note 25 for further

information.

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S3. Financial risk management

Maturity profiles

Maturities of derivative financial instruments, provisions, borrowings and leases are provided in the following tables (all amounts are

remaining contractual undiscounted cash flows):

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| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| Due for payment 2024 | <1  year  £m | 1 to 2  years  £m | 2 to 3  years  £m | 3 to 4  years  £m | 4 to 5  years  £m | >5  years  £m | Total  £m |
| Energy and interest derivatives in a loss position  that will be settled on a net basis (i) | (126) | (31) | (20) | (17) | (17) | (30) | (241) |
| Gross energy procurement contracts and other  derivative buy trades carried at fair value | (3,169) | (168) | (74) | (29) | (101) | (1,487) | (5,028) |
| Foreign exchange derivatives that will be settled  on a gross basis: |  |  |  |  |  |  |  |
| Outflow | (4,992) | (1,234) | (701) | — | — | — | (6,927) |
| Inflow | 5,007 | 1,256 | 730 | — | — | — | 6,993 |
| Trade and other payables | (5,466) | (142) | (25) | (6) | — | — | (5,639) |
| Borrowings (bank loans, bonds, overdrafts and  interest) | (878) | (184) | (183) | (126) | (678) | (2,654) | (4,703) |
|  | (9,624) | (503) | (273) | (178) | (796) | (4,171) | (15,545) |
| Leases:  (ii) |  |  |  |  |  |  |  |
| Minimum lease payments | (106) | (89) | (55) | (29) | (25) | (90) | (394) |
| Capital elements of leases | (104) | (78) | (48) | (24) | (21) | (70) | (345) |

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
| Due for payment 2023 | <1  year  £m | 1 to 2  years  £m | 2 to 3  years  £m | 3 to 4  years  £m | 4 to 5  years  £m | >5  years  £m | Total  £m |
| Energy and interest derivatives in a loss position  that will be settled on a net basis (i) | (300) | (80) | (30) | (21) | (17) | (47) | (495) |
| Gross energy procurement contracts and other  derivative buy trades carried at fair value | (4,541) | (2,423) | (78) | (35) | (32) | (82) | (7,191) |
| Foreign exchange derivatives that will be settled  on a gross basis: |  |  |  |  |  |  |  |
| Outflow | (7,783) | (1,367) | (570) | (298) | — | — | (10,018) |
| Inflow | 7,732 | 1,360 | 570 | 296 | — | — | 9,958 |
| Trade and other payables | (6,267) | (130) | (41) | (20) | (2) | (8) | (6,468) |
| Borrowings (bank loans, bonds, overdrafts and  interest) | (924) | (593) | (183) | (182) | (125) | (3,397) | (5,404) |
|  | (12,083) | (3,233) | (332) | (260) | (176) | (3,534) | (19,618) |
| Leases:  (ii) |  |  |  |  |  |  |  |
| Minimum lease payments | (99) | (91) | (78) | (44) | (25) | (99) | (436) |
| Capital elements of leases | (98) | (80) | (68) | (38) | (21) | (79) | (384) |

(i) Proprietary energy trades are excluded from this maturity analysis as the Group does not take physical delivery of volumes traded under these contracts. The associated

cash flows are expected to be equal to the contract fair value at the balance sheet date. See note 19 for further details.

(ii) The difference between the total minimum lease payments and the total capital elements of leases is due to future finance charges.

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| Centrica plc Annual Report and Accounts 2024 |  | 251 |
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S4. Other equity

|  |
| --- |
|  |
| This section summarises the Group’s other equity reserve movements. |
|  |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  | Cash flow  hedging  reserve  £m | Foreign  currency  translation  reserve  £m | Actuarial  gains and  losses  reserve  £m | Financial  asset at  FVOCI  reserve  £m | Treasury  and own  shares  reserve  £m | Share-  based  payments  reserve  £m | Merger,  capital  redemption  and other  reserves  £m | Total  £m |
| 1 January 2023 | (10) | (127) | (1,429) | 3 | (63) | 30 | 320 | (1,276) |
| Actuarial losses on defined benefit pension schemes | — | — | (381) | — | — | — | — | (381) |
| Employee share schemes: |  |  |  |  |  |  |  |  |
| Exercise of awards | — | — | — | — | 22 | (20) | — | 2 |
| Value of services provided | — | — | — | — | — | 31 | — | 31 |
| Proceeds from exercise of share options | — | — | — | — | 6 | — | — | 6 |
| Share buyback programme: |  |  |  |  |  |  |  |  |
| Purchase of Treasury shares | — | — | — | — | (615) | — | — | (615) |
| Movement on accrual for committed share  purchases | — | — | — | — | — | — | 115 | 115 |
| Impact of cash flow hedging | (3) | — | — | — | — | — | — | (3) |
| Share of other comprehensive loss of joint ventures  and associates, net of taxation | — | — | (95) | — | — | — | — | (95) |
| Exchange differences on translation of foreign  operations | — | (43) | — | — | — | — | — | (43) |
| Revaluation of FVOCI securities | — | — | — | 4 | — | — | — | 4 |
| Taxation on above items | 1 | — | 93 | (1) | — | 6 | — | 99 |
| 31 December 2023 | (12) | (170) | (1,812) | 6 | (650) | 47 | 435 | (2,156) |
| Actuarial losses on defined benefit pension schemes | — | — | (113) | — | — | — | — | (113) |
| Employee share schemes: |  |  |  |  |  |  |  |  |
| Exercise of awards | — | — | — | — | 27 | (21) | — | 6 |
| Value of services provided | — | — | — | — | — | 47 | — | 47 |
| Purchase of own shares | — | — | — | — | (8) | — | — | (8) |
| Share buyback programme: |  |  |  |  |  |  |  |  |
| Purchase of Treasury shares | — | — | — | — | (504) | — | — | (504) |
| Movement on accrual for committed share  purchases | — | — | — | — | — | — | 24 | 24 |
| Shares cancelled in the year (note 26) | — | — | — | — | 400 | — | 21 | 421 |
| Impact of cash flow hedging | 2 | — | — | — | — | — | — | 2 |
| Share of other comprehensive gain of joint ventures  and associates, net of taxation | — | — | 38 | — | — | — | — | 38 |
| Exchange differences on translation of foreign  operations | — | (50) | — | — | — | — | — | (50) |
| Revaluation of other investments and securities  measured at FVOCI | — | — | — | (27) | — | — | — | (27) |
| Taxation on above items | — | — | 29 | — | — | (4) | — | 25 |
| 31 December 2024 | (10) | (220) | (1,858) | (21) | (735) | 69 | 480 | (2,295) |

Merger, capital redemption and other reserves

During February 1997, BG plc (formerly British Gas plc) demerged certain businesses (grouped together under GB Gas Holdings Limited

(GBGH)) to form Centrica plc. Upon demerger, the share capital of GBGH was transferred to Centrica plc and was recorded at the nominal

value of shares issued to BG plc shareholders. In accordance with the Companies Act 1985, no premium was recorded on the shares issued.

On consolidation, the difference between the nominal value of the Company’s shares issued and the amount of share capital and share

premium of GBGH at the date of demerger was credited to a merger reserve.

On 8 December 2017, the Group’s existing exploration and production business was combined with that of Bayerngas Norge AS to form the

Spirit Energy business. The Group acquired 69% of the Spirit Energy business and Bayerngas Norge’s former shareholders acquired 31%.

The non-controlling interest established on acquisition has been based on its share of the carrying value of the combined business, with the

other reserve representing the difference between the fair value and this carrying value.

In accordance with the Companies Act, the Company has transferred to the capital redemption reserve an amount equal to the nominal

value of shares repurchased and subsequently cancelled. As at 31 December 2024 the cumulative nominal value of shares repurchased and

subsequently cancelled was £49 million (2023: £28 million).

At the year-end, the Group has recognised a financial liability of £75 million (2023: £94 million) relating to the share buyback programme.

See Treasury and own shares reserve section for more details.

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S4. Other equity

Treasury and own shares reserve

The own shares reserve reflects the cost of shares in the Group held in the Centrica employee share ownership trusts to meet the future

requirements of the Group’s share-based payment plans.

Treasury shares are acquired equity instruments of the Company.

The Group has continued with its share buyback programme during 2024. The £200 million tranche which was underway at the 2023 year-

end concluded in March 2024, and a subsequent £250 million tranche, announced in 2023 and signed in March 2024, commenced and was

concluded at the end of July.

Subsequently, in July 2024, the Group announced a further £200 million extension to the share buyback programme and as a result, the

Group signed an agreement in August 2024 with a third party to undertake the repurchase of £200 million of shares which is expected to

complete by February 2025.

In December 2024, the Group announced a further extension of £300 million to its share repurchase programme of which £30 million is an

extension of the contract signed in August 2024 (taking it to a total of £230 million), and an additional tranche of £270 million was signed,

and is expected to commence in March 2025. Once complete, this will take the total value of shares repurchased under the current

programme to £1 .5 billion.

During the year ended 31 December 2024, the Group purchased 385 million ordinary shares, representing approximately 6.9% of the issued

ordinary share capital at 31 December 2024, at an average price of 130.8 pence per share, and an aggregate cost of £504 million under the

share buyback programme. Of this £504 million, £497 million has been paid and £7 million relates to shares committed to being purchased

at 31 December 2024 but not yet settled. £2 million has been paid in respect of shares committed to being purchased at 31 December 2023.

The Group has determined that the terms and conditions of the contract signed in August, and extended by £30 million in December, mean

that, at 31 December 2024, it was unable to cancel the obligation arising under the contract signed. Accordingly, a financial liability of £75

million was recognised at 31 December 2024, representing the difference between purchases paid for to date under the current tranche,

and the maximum potential repurchase under the contract of £230 million.

The £270 million tranche commencing in March 2025 has not been recognised as a financial liability on the basis that, under the terms of the

contract, the obligation arising remains cancellable at 31 December 2024.

The monthly breakdown of all shares purchased and the average price paid per share (excluding expenses) in relation to the financial liability

of £92 million recognised at 31 December 2023 were as follows:

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Period | Number  of shares  purchased under  share buyback  programme | Average price paid  Pence | Total cost  £m | Authorised  purchases  unutilised at  month end  £m |
| January 2024 | 32,745,328 | 145.7 | 48 | 44 |
| February 2024 | 32,398,499 | 132.0 | 43 | 1 |
| March 2024 | 793,553 | 128.0 | 1 | — |
| Total | 65,937,380 | 138.8 | 92 | — |

The monthly breakdown of all shares purchased and the average price paid per share (excluding expenses) in relation to the additional £250

million programme which began in March 2024 were as follows.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Period | Number  of shares  purchased under  share buyback  programme | Average price paid  Pence | Total cost  £m | Authorised  purchases  unutilised at  month end  £m |
| March 2024 | 33,868,000 | 128.8 | 44 | 206 |
| April 2024 | 38,573,000 | 129.8 | 50 | 156 |
| May 2024 | 26,371,824 | 139.1 | 37 | 119 |
| June 2024 | 41,019,288 | 135.3 | 55 | 64 |
| July 2024 | 46,557,864 | 137.7 | 64 | — |
| Total | 186,389,976 | 134.1 | 250 | — |

The monthly breakdown of all shares purchased and the average price paid per share (excluding expenses) in relation to the further £230

million programme for the year ended 31 December 2024 were as follows. This includes £7 million relating to shares committed to being

purchased at 31 December 2024 but not yet settled.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Period | Number  of shares  purchased under  share buyback  programme | Average price paid  Pence | Total cost  £m | Authorised  purchases  unutilised at  month end  £m |
| August 2024 | 8,870,552 | 127.2 | 11 | 219 |
| September 2024 | 11,678,819 | 121.0 | 14 | 205 |
| October 2024 | 71,936,724 | 120.0 | 86 | 119 |
| November 2024 | 19,636,324 | 120.3 | 24 | 95 |
| December 2024 | 21,037,000 | 129.8 | 27 | 68 |
| Total | 133,159,419 | 122.0 | 162 | 68 |

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| Centrica plc Annual Report and Accounts 2024 |  | 253 |
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S5. Hedge accounting

|  |
| --- |
|  |
| The Group primarily applies hedge accounting to address interest rate and foreign currency risk on borrowings.  For the purposes of hedge accounting, hedges are classified either as fair value hedges, cash flow hedges or hedges of net  investments in foreign operations. |
|  |

The fair values of derivatives and primary financial instruments in hedge accounting relationships at 31 December were as follows:

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
|  |  | 2024 | | |  | 2023 | | |
| 31 December | Hedge | Assets  £m | Liabilities  £m | Change in  fair value  £m |  | Assets  £m | Liabilities  £m | Change in  fair value  £m |
| Interest rate risk | Fair value | — | (134) | (14) |  | — | (136) | 48 |
| Foreign exchange risk | Cash flow hedge | 32 | (6) | (8) |  | 36 | (18) | (13) |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| 2024 | Hedge | Timing of  nominal  amount | Average rate | Nominal value | Hedged item | Change in  fair value  of hedged item  in year  £m | Cumulative  amount of  fair value  hedge  adjustments  on hedged  item  £m | Accumulated  gains/(losses)  in equity (i)  £m |
| Interest rate risk | Fair value | 2026-2033 | Fixed to  floating  at Fallback  LIBOR/SONIA  + 2%-5% | £50 million-  £550 million | Bonds  (ii) | 13 | 136 | N/A |
| Foreign exchange risk | Cash flow hedge | 2032 | GBP to euro  at 1.171 | €50 million | Euro bonds | 3 | N/A | 5 |
|  | Cash flow hedge | 2036-2038 | GBP to yen  at 192.81 | ¥20 billion | Yen bank  loans | 7 | N/A | (20) |

|  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |
| 2023 | Hedge | Timing of  nominal  amount | Average rate | Nominal value | Hedged item | Change in  fair value  of hedged item  in year  £m | Cumulative  amount of fair  value hedge  adjustments on  hedged item  £m | Accumulated  gains/(losses) in  equity (i)  £m |
| Interest rate risk | Fair value | 2025-2033 | Fixed to floating  at Fallback  LIBOR +  2%-5% | £50 million-  £550 million | Bonds  (ii) | (59) | 138 | N/A |
| Foreign exchange risk | Cash flow hedge | 2032 | GBP to euro  at 1.171 | €50 million | Euro bonds | (1) | N/A | 3 |
|  | Cash flow hedge | 2036-2038 | GBP to yen  at 158.87 | ¥20 billion | Yen bank  loans | 7 | N/A | (21) |

(i) In the years presented all amounts related to continuing cash flow hedge relationships.

(ii) The carrying amount of bonds designated as hedged items in hedging relationships is disclosed in note 25.

The Group’s accounting policies in relation to derivatives qualifying for hedge accounting under IAS 39 are described below.

Fair value hedges

A derivative is designated as a hedging instrument and its relationship to a recognised asset or liability is classified as a fair value hedge when

it hedges the exposure to changes in the fair value of that recognised asset or liability. The Group’s fair value hedges consist of interest rate

swaps used to protect against changes in the fair value of fixed-rate, long-term debt due to movements in market interest rates. Any gain or

loss from re-measuring the hedging instrument to fair value is recognised immediately in the Group Income Statement in net finance cost.

Any gain or loss on the hedged item attributable to the hedged risk is adjusted against the carrying amount of the hedged item and

recognised in the Group Income Statement within net finance cost. The Group discontinues fair value hedge accounting if the hedging

instrument expires or is sold, terminated or exercised, the hedge no longer qualifies for hedge accounting or the Group revokes the

designation. Any adjustment to the carrying amount of a hedged financial instrument for which the effective interest method is used is

amortised to the Group Income Statement. Amortisation may begin as soon as an adjustment exists and begins no later than when the

hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged.

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|  | Strategic Report        Governance        Financial Statements        Other Information |
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S5. Hedge accounting

Cash flow hedges

A derivative is classified as a cash flow hedge when it hedges exposure to variability in cash flows that is attributable to a particular risk

associated with a recognised asset, liability or a highly probable forecast transaction. The Group’s cash flow hedges consist primarily of:

• Forward foreign exchange contracts used to protect against the variability of functional currency denominated cash flows associated

with non-functional currency denominated highly probable forecast transactions; and

• Cross-currency interest rate swaps and forward foreign exchange contracts used to protect against the variability in cash flows

associated with borrowings denominated in non-functional currencies.

The portion of the gain or loss on the hedging instrument which is effective is recognised directly in equity while any ineffectiveness is

recognised in the Group Income Statement. The Group does not have any material sources of ineffectiveness. The gains or losses that are

initially recognised in the cash flow hedging reserve through other comprehensive income are transferred to the Group Income Statement

in the period in which the hedged item affects profit or loss. Hedge accounting is discontinued when the hedging instrument expires or is

sold, terminated or exercised without replacement or rollover, no longer qualifies for hedge accounting or the Group revokes the

designation. At that point in time, any cumulative gain or loss on the hedging instrument recognised in equity remains in equity until the

hedged transaction occurs. If the transaction is no longer expected to occur, the cumulative gain or loss recognised in equity is recognised

in the Group Income Statement. Note S4 details movements in the cash flow hedging reserve.

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| Centrica plc Annual Report and Accounts 2024 |  | 255 |
|  |  |  |

S6. Fair value of financial instruments

|  |
| --- |
|  |
| The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an  orderly transaction between market participants at the measurement date. The Group has documented internal policies for  determining fair value, including methodologies used to establish valuation adjustments required for credit risk. |
|  |

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| --- | --- |
|  |  |
| (a) | Fair value hierarchy |

Financial assets and financial liabilities measured and held at fair value are classified into one of three categories, known as hierarchy levels,

which are defined according to the inputs used to measure fair value as follows:

• Level 1: fair value is determined using observable inputs that reflect unadjusted quoted market prices for identical assets and liabilities;

• Level 2: fair value is determined using significant inputs that may be directly observable inputs or unobservable inputs that are

corroborated by market data; and

• Level 3: fair value is determined using significant unobservable inputs that are not corroborated by market data and may be used with

internally developed methodologies that result in management’s best estimate of fair value.

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
| 31 December | Level 1  £m | Level 2  £m | Level 3  £m | Total  £m |  | Level 1  £m | Level 2  £m | Level 3  £m | Total  £m |
| Financial assets |  |  |  |  |  |  |  |  |  |
| Derivative financial instruments: |  |  |  |  |  |  |  |  |  |
| Energy derivatives | — | 1,252 | 164 | 1,416 |  | — | 2,995 | 156 | 3,151 |
| Foreign exchange derivatives | — | 160 | — | 160 |  | — | 121 | — | 121 |
| Debt instruments | 73 | — | 28 | 101 |  | 72 | — | 1 | 73 |
| Equity instruments | 35 | — | 56 | 91 |  | 32 | — | 60 | 92 |
| Cash and cash equivalents | — | 5,009 | — | 5,009 |  | — | 4,859 | — | 4,859 |
| Total financial assets at fair value | 108 | 6,421 | 248 | 6,777 |  | 104 | 7,975 | 217 | 8,296 |
| Financial liabilities |  |  |  |  |  |  |  |  |  |
| Derivative financial instruments: |  |  |  |  |  |  |  |  |  |
| Energy derivatives | — | (1,033) | (131) | (1,164) |  | — | (2,436) | (272) | (2,708) |
| Interest rate derivatives | — | (134) | — | (134) |  | — | (136) | — | (136) |
| Foreign exchange derivatives | — | (89) | — | (89) |  | — | (162) | — | (162) |
| Contingent consideration payable | — | — | (100) | (100) |  | — | — | (123) | (123) |
| Total financial liabilities at fair value | — | (1,256) | (231) | (1,487) |  | — | (2,734) | (395) | (3,129) |

The reconciliation of the Level 3 fair value measurements during the year is as follows:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Financial  assets  £m | Financial  liabilities  £m |  | Financial  assets  £m | Financial  liabilities  £m |
| Level 3 financial instruments |  |  |  |  |  |
| 1 January | 217 | (395) |  | 610 | (946) |
| Total realised and unrealised gains/(losses): |  |  |  |  |  |
| Recognised in Group Income Statement | 95 | 45 |  | (297) | 252 |
| Recognised in Other Comprehensive Income | (30) | — |  | (1) | — |
| Net movement in contingent consideration liability | — | 23 |  | — | (27) |
| Purchase of other investments (note 24) | 53 | — |  | 37 | — |
| Settlements | (72) | 100 |  | (35) | 194 |
| Transfers between Level 3 and Level 2  (i) | (15) | (3) |  | (96) | 131 |
| Foreign exchange movements | — | (1) |  | (1) | 1 |
| 31 December | 248 | (231) |  | 217 | (395) |
| Total gains/(losses) for the period for Level 3 financial instruments  held at the end of the reporting period | 95 | 45 |  | (297) | 252 |

(i) Transfers between levels are deemed to occur at the beginning of the reporting year.

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S6. Fair value of financial instruments

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| --- | --- |
|  |  |
| (b) | Valuation techniques used to derive Level 2 and Level 3 fair values and Group valuation process |

Level 2 interest rate derivatives and foreign exchange derivatives comprise interest rate swaps and forward foreign exchange contracts.

Interest rate swaps are fair valued using forward interest rates extracted from observable yield curves. Forward foreign exchange

contracts are fair valued using forward exchange rates that are quoted in an active market, with the resulting market value discounted back

to present value using observable yield curves.

Level 2 energy derivatives are fair valued by comparing and discounting the difference between the expected contractual cash flows for

the relevant commodities and the quoted prices for those commodities in an active market. The average discount rate applied to value this

type of contract during the year was 5% per annum (2023: average discount rate of 5% per annum).

For Level 3 energy derivatives, the main input used by the Group pertains to deriving expected future commodity prices in markets that are

not active as far into the future as some of our contractual terms. This applies to certain contracts within Europe and North America. Fair

values are then calculated by comparing and discounting the difference between the expected contractual cash flows and these derived

future prices using an average discount rate of 5% (Europe) and 5% (North America) per annum (2023: average discount rate of 5%

(Europe) and 5% (North America) per annum).

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Active period of markets | Gas | Power | Coal | Emissions | Oil |
| UK (years) | 4 | 4 | 3 | 3 | 4 |

Because the Level 3 energy derivative valuations involve the prediction of future commodity market prices, sometimes a long way into the

future, reasonably possible alternative assumptions for gas, power, coal, emissions or oil prices may result in a higher or lower fair value for

Level 3 financial instruments. The impact of reasonably possible changes in commodity prices on profit and loss are included in note S3.

Other than commodity prices, there are no other unobservable inputs which would have a material impact.

It should be noted that the fair values disclosed in the tables above only concern those contracts entered into that are within the scope of

IFRS 9. The Group has numerous other commodity contracts that are outside of the scope of IFRS 9 and are not fair valued. The Group’s

actual exposure to market rates is constantly changing as the Group’s portfolio of energy contracts changes.

The Group’s valuation process includes specific teams of individuals that perform valuations of the Group’s derivatives for financial reporting

purposes, including Level 3 valuations. The Group has an independent team that derives future commodity price curves based on available

external data and these prices feed into the energy derivative valuations, subject to adjustments, to ensure they are compliant with IFRS 13

‘Fair Value Measurement’. The price curves are subject to review and approval by the Group’s Executive Committee and valuations of all

derivatives, together with other contracts that are not within the scope of IFRS 9, are also reviewed regularly as part of the overall risk

management process. The Group adjusts the market value of derivative instruments to account for counterparty credit risk and

corresponding possibility of a counterparty default preventing full realisation of the risk-free market value of the derivative. The Group

estimates Credit Valuation Adjustments by computing an expected evolution of the market value of a counterpart’s derivatives portfolio

over the life of the contracts weighted by the probability of a default and an assumption of the market value recoverable in the event of

a default. The default probability is calibrated to the price of Credit Default Swaps – a debt instrument reflecting the insurance premium

payable to protect against a debtor’s default. Debit valuation adjustments are the amount added back to the derivative value to account for

the expected gain from the Group’s own default and are calculated using a similar methodology with reference to the Group’s own

probability of default.

Where the fair value at initial recognition for contracts which have significant unobservable inputs and the fair value differs from the

transaction price, a day-one gain or loss will arise. These deferred gains are presented net against respective derivative assets and

derivative liabilities. Such gains and losses are deferred and amortised to the Group Income Statement based on volumes purchased or

delivered over the contractual period until such time as observable market data becomes available (see note S2 for further detail). The

amount that has yet to be recognised in the Group Income Statement relating to the differences between the transaction prices and the

amounts that would have arisen had valuation techniques used for subsequent measurement been applied at initial recognition, less

subsequent releases, is as follows:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Day-one gains deferred | 2024  £m | 2023  £m |
| 1 January | 142 | 304 |
| Net gains deferred on transactions in the period | 10 | 98 |
| Net amounts recognised in Group Income Statement | (37) | (254) |
| Exchange differences | (5) | (6) |
| 31 December | 110 | 142 |

Level 3 debt and equity financial instruments are measured at fair value in accordance with IFRS 13. These fair value measurements

reflect the assumptions that market participants would use when pricing the asset based on an exit price concept. The fair value

of investments in debt securities is determined using discounted cash flow techniques. The discount rates are derived from market

observable interest rates adjusted by a credit spread applicable to the particular instrument. Unlisted equity instruments are valued using

an income approach. The estimated future cash flows, usually based on management forecasts of future economic benefits to be derived

from the ownership of these investees, are discounted using rates appropriate to the specific investment, business sector or recent

economic rates of return. Recent transactions involving the sale of similar businesses may sometimes be used as a frame of reference

in deriving an appropriate multiple.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 257 |
|  |  |  |

S6. Fair value of financial instruments

|  |  |
| --- | --- |
|  |  |
| (c) | Fair value of financial assets and liabilities held at amortised cost |

The carrying value of the Group’s financial assets and liabilities measured at amortised cost are approximately equal to their fair value except

as listed below:

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  |  |  | 2024 | | |  | 2023 | | |
| 31 December |  | Notes | Carrying value  £m | Fair value  £m | Fair value  hierarchy |  | Carrying value  £m | Fair value  £m | Fair value  hierarchy |
| Bonds | Level 1 | 25 | (2,184) | (2,229) | Level 1 |  | (2,594) | (2,769) | Level 1 |
|  | Level 2 | 25 | (70) | (81) | Level 2 |  | (71) | (79) | Level 2 |

Bank borrowings

The fair values of bonds classified as Level 1 within the fair value hierarchy are calculated using quoted market prices. The fair values of Level

2 bonds have been determined by discounting cash flows with reference to relevant market rates of interest. The fair values of overdrafts

and bank loans are assumed to materially approximate their carrying values.

Other financial instruments

Due to their nature and/or short-term maturity, the fair values of trade and other receivables, cash and cash equivalents, trade and other

payables, other borrowings and securities held at amortised cost are estimated to approximate their carrying values.

|  |  |
| --- | --- |
|  |  |
| (d) | Financial assets and liabilities subject to offsetting, master netting arrangements and similar arrangements |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  | Related amounts not offset in  the Group Balance Sheet  (i) | |  |
| 31 December 2024 | Gross  amounts  of recognised  financial  instruments  £m | Gross amounts of  recognised financial  instruments offset  in the Group  Balance Sheet  £m | Net amounts  presented  in the Group  Balance Sheet  £m | Financial  instruments  £m | Collateral  £m | Net amount  £m |
| Derivative financial assets | 4,543 | (2,967) | 1,576 | (38) | (162) | 1,376 |
| Derivative financial liabilities | (4,354) | 2,967 | (1,387) | 38 | 191 | (1,158) |
|  |  |  | 189 |  |  | 218 |
| Balances arising from commodity contracts: |  |  |  |  |  |  |
| Accrued trading and energy procurement income and  unbilled downstream energy income | 5,450 | (2,829) | 2,621 | (1) | — | 2,620 |
| Accruals for commodity costs | (5,101) | 2,829 | (2,272) | 1 | — | (2,271) |
| Cash and financing arrangements: |  |  |  |  |  |  |
| Cash and cash equivalents | 6,338 | — | 6,338 | (645) | — | 5,693 |
| Bank loans and overdrafts | (769) | — | (769) | 645 | — | (124) |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  |  | Related amounts not offset in  the Group Balance Sheet (i) | |  |
| 31 December 2023 | Gross amounts  of recognised  financial  instruments  £m | Gross amounts of  recognised financial  instruments offset  in the Group  Balance Sheet  £m | Net amounts  presented  in the Group  Balance Sheet  £m | Financial  instruments  £m | Collateral  £m | Net amount  £m |
| Derivative financial assets | 9,883 | (6,611) | 3,272 | (77) | (184) | 3,011 |
| Derivative financial liabilities | (9,617) | 6,611 | (3,006) | 77 | 260 | (2,669) |
|  |  |  | 266 |  |  | 342 |
| Balances arising from commodity contracts: |  |  |  |  |  |  |
| Accrued trading and energy procurement income and  unbilled downstream energy income | 7,067 | (4,220) | 2,847 | (2) | — | 2,845 |
| Accruals for commodity costs | (6,684) | 4,220 | (2,464) | 2 | — | (2,462) |
| Cash and financing arrangements: |  |  |  |  |  |  |
| Cash and cash equivalents | 6,443 | — | 6,443 | (814) | — | 5,629 |
| Bank loans and overdrafts | (944) | — | (944) | 814 | — | (130) |

(i) The Group has arrangements in place with various counterparties in respect of commodity trades which provide for a single net settlement of all financial instruments

covered by the arrangement in the event of default or termination, or other circumstances arising whereby either party is unable to meet its obligations. The above table

shows the potential impact of these arrangements being enforced by offsetting the relevant amounts within each Group Balance Sheet class of asset or liability, but

does not show the impact of offsetting across Group Balance Sheet classes where the offsetting Group Balance Sheet class is not included within the above table.

|  |  |
| --- | --- |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

S7. Fixed-fee service and insurance contracts

|  |
| --- |
|  |
| This section includes fixed-fee service (FFS) and insurance contract disclosures for services related to British Gas. |
|  |

FFS non-insurance contracts in the UK are entered into with home services customers by British Gas Services Limited. FFS insurance

contracts in the UK are entered into with home services customers by British Gas Insurance Limited, authorised by the PRA and regulated

by the FCA and the PRA.

Product offerings include central heating, boiler and controls, plumbing and drains and electrical appliance insurance cover. Insurance

contracts normally provide cover for twelve months with the option of renewal.

The contracts that protect policyholders against the risk of breakdowns result in risk transfer to the contract provider. Benefits provided to

customers vary in accordance with terms and conditions of the contracts entered into. However, they generally include maintenance, repair

and/or replacement of the items affected.

IFRS 17 ‘Insurance contracts’ became effective on 1 January 2023 and replaced the existing insurance standard, IFRS 4. FFS insurance

contracts fall within the scope of IFRS 17 where the Group reflects an assessment of the risk associated with an individual customer in

setting the price of the contract, this captures materially all the Group’s insurance contracts. The Group applies the simplified ‘Premium

Allocation Approach’ to its contracts on the basis that the coverage period of the Group’s insurance contracts is not greater than one year.

The levels of risk exposure and service provision to customers under the contract terms depend on the occurrence of uncertain future

events, particularly the nature and frequency of faults, and the cost of repair or replacement of the items affected. Accordingly, the

timing and the amount of future cash outflows associated with the contracts is uncertain. As the Group’s insurance contract portfolio

is comprised of a large number of contracts with small individual values, a high volume of claims with relatively low unit cost results.

The characteristics of the business mean that material concentrations or aggregations of risk are relatively remote. The key terms and

conditions that affect future cash flows are as follows:

• Provision of labour and parts for repairs, dependent on the agreement and associated level of service;

• A specified number of safety and maintenance inspections are carried out as set out in the agreement (usually once a year);

• No limit to the number of call-outs to carry out repair work; and

• Limits on certain maintenance and repair costs.

The most significant insurance risk is an extreme weather event for an extended period, which has the propensity to increase claim

frequencies. The Group regularly assesses insurance risk sensitivities, the most significant relating to increases in breakdown frequency and

increases in the average cost of repair. A reasonably possible increase in either would not have a material impact on the results of the Group.

Revenue is recognised over the life of contracts (usually a twelve-month period) regarding the incidence of risk, in particular the seasonal

propensity of claims that span the life of the contract as a result of emergency maintenance being available throughout the contract term.

Costs incurred to settle claims represent principally the engineer workforce employed by the Group within home services and the cost

of parts utilised in repair or maintenance. Revenue is accounted for over a twelve-month period in accordance with the premium allocation

approach required by IFRS 17, with adjustments made to reflect the seasonality of workload over a given year. Claims frequency is sensitive

to the reliability of appliances as well as the impact of weather conditions. The contracts are not exposed to any interest rate risk or

significant credit risk and do not contain any embedded derivatives.

Weather conditions and the seasonality of repairs both affect the profile of the workload and associated costs incurred across the year.

The risk exposure of these uncertain events is actively managed by undertaking the following risk mitigation activities:

• An initial service visit is provided to customers taking up most central heating contracts and in some instances pre-existing faults may lead

to the contract being cancelled and no further cover being provided;

• An annual maintenance inspection is performed as part of most central heating contracts to help identify and prevent issues developing

into significant maintenance or breakdown claims; and

• Contract limits are applied to certain types of maintenance and repair work considered to be higher risk in terms of frequency

and cost.

Insurance service expenses recognised in cost of sales primarily relate to servicing claims including materials, labour and other costs

required to fulfil the claim. Insurance service expenses recognised in operating costs largely relate to overhead expenses including non-

engineer labour costs. These expenses are split for compatibility with the broader accounting policy of the Centrica group.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 259 |
|  |  |  |

S7. Fixed-fee service and insurance contracts

The following table shows the reconciliation from the opening to the closing balances of the liability for the remaining coverage and the

liability for incurred claims for insurance contracts measured under the Premium Allocation Approach.

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| Year ended 31 December | Liability for  remaining  coverage  £m | Liability of  incurred  claims  £m | Total  £m |  | Liability for  remaining  coverage  £m | Liability of  incurred  claims  £m | Total  £m |
| 1 January | (39) | (126) | (165) |  | (36) | (124) | (160) |
| Changes in the Group Income Statement: |  |  |  |  |  |  |  |
| Insurance revenue: |  |  |  |  |  |  |  |
| Contracts under the modified retrospective approach | 800 | — | 800 |  | 813 | — | 813 |
| Insurance service expenses: |  |  |  |  |  |  |  |
| Incurred claim and other insurance service expenses  recognised in cost of sales | — | (460) | (460) |  | — | (475) | (475) |
| Incurred claim and other insurance service expenses  recognised in operating costs | — | (306) | (306) |  | — | (294) | (294) |
| Total insurance service expenses | — | (766) | (766) |  | — | (769) | (769) |
| Total changes in the Group Income Statement and  insurance service result | 800 | (766) | 34 |  | 813 | (769) | 44 |
|  |  |  |  |  |  |  |  |
| Cash flows: |  |  |  |  |  |  |  |
| Premiums received | (796) | — | (796) |  | (816) | — | (816) |
| Claims and other service expenses paid | — | 752 | 752 |  | — | 767 | 767 |
| Total cash flows | (796) | 752 | (44) |  | (816) | 767 | (49) |
| 31 December | (35) | (140) | (175) |  | (39) | (126) | (165) |

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

S8. Related party transactions

|  |
| --- |
|  |
| The Group’s principal related party is its investment in  Lake Acquisitions Limited, which owns the existing UK nuclear fleet.  The disclosures below, including comparatives, only refer to related parties that were related in the current reporting period. |
|  |

During the year, the Group entered into the following arm’s length transactions with related parties who are not members of the Group, and

had the following associated balances:

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Purchase of  goods and  services  £m | Amounts  owed to  £m |  | Purchase of  goods and  services  £m | Amounts  owed to  £m |
| Associates: |  |  |  |  |  |
| Nuclear | (772) | (52) |  | (655) | (94) |
| Joint ventures | — | — |  | (1) | — |
|  | (772) | (52) |  | (656) | (94) |

During the year, there were no material changes to commitments in relation to joint ventures and associates.

At the balance sheet date, the Group had committed facilities to the Lake Acquisition Group totalling £40 million ( 2023: £120 million),

although nothing has been drawn at 31 December 2024.

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Remuneration of key management personnel |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Short-term benefits | 5.3 | 5.0 |
| Post-employment benefits | 0.2 | 0.2 |
| Share-based payments | 4.0 | 4.6 |
|  | 9.5 | 9.8 |

Key management personnel comprise members of the Board and Executive Committee, a total of 13 individuals at 31 December 2024

(2023: 14).

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Remuneration of the Directors of Centrica plc |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Total emoluments (i) | 4.8 | 4.6 |
| Amounts receivable under long-term incentive schemes | 2.0 | 7.7 |
| Contributions into pension schemes | 0.1 | 0.1 |
|  | 6.9 | 12.4 |

(i) These emoluments were paid for services performed on behalf of the Group. No emoluments related specifically to services performed for the Company.

Directors’ interests in shares are given in the Remuneration Report on pages 116 to 147.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 261 |
|  |  |  |

S9. Auditors’ remuneration

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Fees payable to the Company’s auditors for: |  |  |
| Audit of the Company's individual and consolidated Financial Statements | 5.5 | 5.8 |
| Audit of the Company’s subsidiaries | 2.4 | 2.0 |
| Total fees related to the audit of the parent and subsidiary entities | 7.9 | 7.8 |
| Fees payable to the Company’s auditors and its associates for other services: |  |  |
| Audit-related assurance services  (i) | 0.8 | 0.7 |
| Total fees | 8.7 | 8.5 |
| Fees in respect of pension scheme audits  (ii) | 0.2 | 0.1 |

(i) Predominantly relates to the review of the condensed interim Financial Statements.

(ii) The pension scheme audit continues to be performed by PricewaterhouseCoopers LLP.

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|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

S10.  Related undertakings

|  |
| --- |
|  |
| The Group has a large number of related undertakings principally in the UK, US, Canada, and EU. These are listed below. |
|  |

|  |  |
| --- | --- |
|  |  |
| (a) | Subsidiary undertakings |

Investments held directly by Centrica plc with 100% voting rights

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key  (i) | | Class of shares held |
| Centrica Beta Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Ireland Holdings Limited | Holding company | Republic of Ireland | B | Ordinary shares |

Investments held indirectly by Centrica plc with 100% voting rights

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key  (i) | | Class of shares held |
| Alertme.com GmbH | In liquidation | Germany | C | Ordinary shares |
| Astrum Solar, Inc. | Home and/or commercial services | United States | D | Ordinary shares |
| Bord Gáis Energy Limited | Energy supply and power generation | Republic of Ireland | B | Ordinary shares |
| Bord Gáis Energy Trustees DAC | Pension trustee company | Republic of Ireland | B | Ordinary shares |
| British Gas Finance Limited | Vehicle leasing | United Kingdom | A | Ordinary shares |
| British Gas Insurance Limited | Insurance provision | United Kingdom | A | Ordinary shares |
| British Gas Limited | Energy supply | United Kingdom | A | Ordinary shares |
| British Gas New Heating Limited | Electrical and gas installations | United Kingdom | A | Ordinary shares |
| British Gas Services (Commercial) Limited | Non-trading | United Kingdom | A | Ordinary shares |
| British Gas Services Limited | Home services | United Kingdom | A | Ordinary shares |
| British Gas Social Housing Limited | Servicing and installation of heating systems | United Kingdom | A | Ordinary shares |
| British Gas Trading Limited | Energy supply | United Kingdom | A | Ordinary shares |
| British Gas X Limited  (ii) | Dormant | United Kingdom | A | Ordinary shares |
| Caythorpe Gas Storage Limited | Gas storage | United Kingdom | E | Ordinary shares |
| CBS Energy Assets Belgium B.V. | Construction and operation of battery storage | Belgium | F | Ordinary shares |
| CBS Energy Storage Assets UK Limited | Construction and operation of battery storage | United Kingdom | A | Ordinary shares |
| CBS Services Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| CBS Solar Assets UK Limited | Power generation | United Kingdom | A | Ordinary shares |
| Centrica (Lincs) Wind Farm Limited  (iii) | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Barry Limited | Power generation | United Kingdom | A | Ordinary shares |
| Centrica Business Holdings Inc. | Holding company | United States | D | Ordinary shares |
| Centrica Business Solutions (Generation) Limited | Power generation | United Kingdom | A | Ordinary shares |
| Centrica Business Solutions B.V. | Energy management products and services | Netherlands | G | Ordinary shares |
| Centrica Business Solutions Belgium NV | Demand response aggregation | Belgium | F | Ordinary shares |
| Centrica Business Solutions Canada Inc. | Holding company | Canada | H | Ordinary shares |
| Centrica Business Solutions Deutschland GmbH | Demand response aggregation | Germany | I | Ordinary shares |
| Centrica Business Solutions France SAS | Demand response aggregation | France | J | Ordinary shares |
| Centrica Business Solutions International Limited  (iii) | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Business Solutions Ireland Limited | Energy management products and services | Republic of Ireland | B | Ordinary shares |
| Centrica Business Solutions Italia Srl | Energy management products and services | Italy | K | Ordinary shares |
| Centrica Business Solutions Management Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Business Solutions Romania Srl | Energy management products and services | Romania | L | Ordinary shares |
| Centrica Business Solutions Services, Inc. | Energy management products and services | United States | D | Ordinary shares |
| Centrica Business Solutions UK Limited | Energy management products and services | United Kingdom | A | Ordinary shares |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 263 |
|  |  |  |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| S10. Related undertakings |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key (i) | | Class of shares held |
| Centrica Business Solutions UK Optimisation Limited | Demand response aggregation | United Kingdom | A | Ordinary shares |
| Centrica Business Solutions US, Inc. | Energy management products and services | United States | D | Ordinary shares |
| Centrica Business Solutions Zrt | Energy management products and services | Hungary | M | Ordinary shares |
| Centrica Combined Common Investment Fund Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Directors Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Distributed Generation Limited | Power generation | United Kingdom | A | Ordinary shares |
| Centrica Energy Assets Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Energy Limited | Wholesale energy trading | United Kingdom | A | Ordinary shares |
| Centrica Energy, LLC  (iv) | Energy services and wholesale energy trading | United States | N | Membership interest |
| Centrica Energy Marketing Limited | Wholesale energy trading | United Kingdom | A | Ordinary shares |
| Centrica Energy Storage Limited | Gas production and processing | United Kingdom | E | Ordinary shares |
| Centrica Energy Trading A/S | Energy services and wholesale energy trading | Denmark | O | Ordinary shares |
| Centrica Energy Trading GmbH | Energy services and wholesale energy trading | Germany | P | Ordinary shares |
| Centrica Energy Trading, LLC  (iv) | Energy services and wholesale energy trading | United States | N | Membership interest |
| Centrica Energy Trading Pte. Ltd | Energy services and wholesale energy trading | Singapore | Q | Ordinary shares |
| Centrica Engineers Pension Trustees Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Finance (Scotland) Limited | Holding company | United Kingdom | R | Ordinary shares |
| Centrica Finance Norway Limited | Dormant | Jersey | S | Ordinary shares |
| Centrica Gamma Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Hive Limited | Energy management products and services | United Kingdom | A | Ordinary shares |
| Centrica Hive Srl | In liquidation | Italy | T | Ordinary shares |
| Centrica Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Hydrogen Innovations Limited  (v) | Holding company | United Kingdom | A | Ordinary shares |
| Centrica India Offshore Private Limited | Business services | India | U | Ordinary shares |
| Centrica Innovations UK Limited | Investment company | United Kingdom | A | Ordinary shares |
| Centrica Innovations US, Inc. | Investment company | United States | D | Ordinary shares |
| Centrica Insurance Company Limited | Insurance provision | Isle of Man | V | Ordinary and  preference shares |
| Centrica Lake Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica LNG Company Limited | LNG trading | United Kingdom | A | Ordinary shares |
| Centrica LNG UK Limited | LNG trading | United Kingdom | A | Ordinary shares |
| Centrica Nederland B.V. | Holding company | Netherlands | G | Ordinary shares |
| Centrica Nigeria Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Offshore Investments Limited  (iv) | Non-trading | United Kingdom | E | Ordinary shares |
| Centrica Offshore UK Limited | Gas and/or liquid exploration and production | United Kingdom | E | Ordinary shares |
| Centrica Overseas Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Centrica Pension Plan Trustees Limited | Dormant | United Kingdom | A | Limited by guarantee |
| Centrica Pension Trustees Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Production Limited | Dormant | United Kingdom | R | Ordinary shares |
| Centrica Resources (Nigeria) Limited | Non-trading | Nigeria | W | Ordinary shares |
| Centrica Secretaries Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Services Limited | Business services | United Kingdom | A | Ordinary shares |
| Centrica Smart Meter Assets Limited | Metering assets and services | United Kingdom | A | Ordinary shares |
| Centrica Storage Holdings Limited | Holding company | United Kingdom | E | Ordinary shares |
| Centrica Supply Chain Limited  (v) | Non-trading | United Kingdom | A | Ordinary shares |
| Centrica Trading Limited | Dormant | United Kingdom | A | Ordinary shares |
| Centrica Trinidad and Tobago Limited | Business services | Trinidad and  Tobago | X | Ordinary shares |
| Centrica Trust (No.1) Limited | Healthcare trust | United Kingdom | A | Ordinary shares |

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| S10. Related undertakings |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key (i) | | Class of shares held |
| CP Energy Storage Assets Sweden 1 AB  (iv) | Construction of battery storage | Sweden | Y | Ordinary shares |
| CP Energy Storage Assets Sweden 2 AB  (iv) | Construction of battery storage | Sweden | Y | Ordinary shares |
| DEML Investments Limited | Holding company | Canada | H | Ordinary shares |
| DER Development No. 10 Ltd. | Holding company | Canada | H | Ordinary shares |
| Distributed Energy Customer Solutions Limited | Energy management products and services | United Kingdom | A | Ordinary shares |
| Dyno-Rod Limited | Operation of a franchise network | United Kingdom | A | Ordinary shares |
| ECL Contracts Limited | Dormant | United Kingdom | A | Ordinary shares |
| ECL Investments Limited | Dormant | United Kingdom | A | Ordinary shares |
| ENER-G Nagykanizsa Kft | Energy management products and services | Hungary | M | Ordinary shares |
| ENER-G Rudox, LLC | Energy management products and services | United States | D | Membership interest |
| Energy For Tomorrow | Not-for-profit energy services | United Kingdom | A | Limited by guarantee |
| Ensek Australia Pty Ltd  (iv) | Dormant | Australia | Z | Ordinary shares |
| Ensek Holdings Limited  (iv) | Holding company | United Kingdom | AA | Ordinary shares |
| Ensek Limited  (iv) | Information technology consultancy activities | United Kingdom | AA | Ordinary shares |
| GB Gas Holdings Limited | Holding company | United Kingdom | A | Ordinary shares |
| Generation Green Solar Limited | Dormant community benefit society | United Kingdom | A | Ordinary shares |
| Gerard Hall Energy Limited  (iv) | Construction of battery storage | United Kingdom | A | Ordinary shares |
| GF One Limited  (vi) | In liquidation | United Kingdom | AB | Ordinary shares |
| GF Two Limited  (vi) | In liquidation | United Kingdom | AB | Ordinary shares |
| Greener Ideas Limited  (vii) | Development of flexible power generation  sites | Republic of Ireland | B | Ordinary shares |
| Inteligen Limited  (iv) | Dormant | United Kingdom | AA | Ordinary shares |
| Leicestershire Solar 1 Limited | Construction of solar asset | United Kingdom | A | Ordinary shares |
| Neas Energy Limited | Energy services and wholesale energy trading | United Kingdom | A | Ordinary shares |
| Neas Invest A/S | Dormant | Denmark | O | Ordinary shares |
| P.H Jones Group Limited | Holding company | United Kingdom | A | Ordinary shares |
| Panoramic Power Ltd. | Energy management products and services | Israel | AC | Ordinary shares |
| Pioneer Shipping Limited | LNG vessel chartering | United Kingdom | A | Ordinary shares |
| Rolleston 2 Solar Farm Limited  (iv) | Construction of solar asset | United Kingdom | A | Ordinary shares |
| SN12 6EF Limited | Power generation | United Kingdom | A | Ordinary shares |
| South Energy Investments, LLC | Power generation | United States | D | Membership interest |
| Vista Solar, Inc. | Energy management products and services | United States | D | Ordinary shares |

|  |  |  |
| --- | --- | --- |
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|  |  |  |

S10. Related undertakings

Investments held indirectly by Centrica plc with 69% voting rights

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key  (i) | | Class of shares held |
| Bowland Resources Limited | Decommissioning of exploration and production  assets | United Kingdom | A | Ordinary shares |
| Bowland Resources (No.2) Limited | Decommissioning of exploration and production  assets | United Kingdom | A | Ordinary shares |
| Elswick Energy Limited | Decommissioning of exploration and production  assets | United Kingdom | A | Ordinary shares |
| Spirit Energy Limited | Holding company | United Kingdom | A | Ordinary and  deferred shares |
| Spirit Energy Nederland B.V. | Gas and/or liquid exploration and production | Netherlands | AD | Ordinary Shares |
| Spirit Energy North Sea Limited | Gas and/or liquid exploration and production | United Kingdom | A | Ordinary shares |
| Spirit Energy North Sea Oil Limited | Gas and/or liquid exploration and production | United Kingdom | AE | Ordinary shares |
| Spirit Energy Norway AS | Non-trading | Norway | AF | Ordinary shares |
| Spirit Energy Production UK Limited | Gas and/or liquid exploration and production | United Kingdom | A | Ordinary shares |
| Spirit Energy Resources Limited | Gas and/or liquid exploration and production | United Kingdom | A | Ordinary shares |
| Spirit Energy Southern North Sea Limited | Gas and/or liquid exploration and production | United Kingdom | A | Ordinary shares |
| Spirit Energy Treasury Limited | Finance company | United Kingdom | A | Ordinary shares |
| Spirit Europe Limited | Holding company | United Kingdom | A | Ordinary shares |
| Spirit Infrastructure B.V. | Decommissioning of exploration and production  assets | Netherlands | AD | Ordinary shares |
| Spirit North Sea Gas Limited | Gas and/or liquid exploration and production | United Kingdom | AE | Ordinary shares |
| Spirit Norway Holdings AS | Holding company | Norway | AF | Ordinary shares |
| Spirit Norway Limited | Holding company | United Kingdom | A | Ordinary shares |
| Spirit Production (Services) Limited | Business services | United Kingdom | AE | Ordinary shares |
| Spirit Resources (Armada) Limited | Decommissioning of exploration and production  assets | United Kingdom | A | Ordinary shares |

(i) For list of registered addresses, refer to note S10(d).

(ii) Dissolved in January 2025.

(iii) Active proposal to strike off.

(iv) Incorporated or acquired in 2024.

(v) The following name changes were made during the year:

– Centrica Finance Investments Limited to Centrica Hydrogen Innovations Limited

– Centrica Titan Limited to Centrica Supply Chain Limited

(vi) GF One Limited and GF Two Limited are 75% indirectly owned by Centrica plc.

(vii) Greener Ideas Limited is 80% indirectly owned by Centrica plc.

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S10. Related undertakings

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| --- | --- |
|  |  |
| (b) | Subsidiary undertakings – partnerships held indirectly by Centrica plc with 100% voting rights |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key  (i) | | Class of shares held |
| CF 2016 LLP | Group financing | United Kingdom | A | Membership interest |
| CFCEPS LLP | Group financing | United Kingdom | A | Membership interest |
| Direct Energy Resources Partnership | Holding entity | Canada | H | Membership interest |
| Finance Scotland 2016 Limited Partnership | Group financing | United Kingdom | R | Membership interest |
| Finance Scotland CEPS Limited Partnership | Group financing | United Kingdom | R | Membership interest |

(i) For list of registered addresses, refer to note S10(d).

The following partnerships are fully consolidated into the Group Financial Statements and the Group has taken advantage of the exemption

(as confirmed by regulation 7 of the Partnerships (Accounts) Regulations 2008) not to prepare or file separate accounts for these entities:

• Finance Scotland 2016 Limited Partnership; and

• Finance Scotland CEPS Limited Partnership.

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| --- | --- |
|  |  |
| (c) | Joint arrangements and associates |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| 31 December 2024 | Principal activity | Country of incorporation/  registered address key  (i) | | Class of shares held | Indirect  interest  and voting  rights |
| Joint ventures  (ii) |  |  |  |  |  |
| Allegheny Solar 1, LLC | Energy supply and/or services | United States | AG | Membership interest | 40.0% |
| C2 Centrica MT, LLC | Energy supply and/or services | United States | AH | Membership interest | 50.0% |
| Eurowind Polska VI Sp z.o.o. | Operation of an onshore windfarm | Poland | AI | Ordinary shares | 50.0% |
| Three Rivers Solar 1, LLC | Energy supply and/or services | United States | AG | Membership interest | 40.0% |
| Three Rivers Solar 2, LLC | Energy supply and/or services | United States | AG | Membership interest | 40.0% |
| Three Rivers Solar 3, LLC | Energy supply and/or services | United States | AG | Membership interest | 40.0% |
| Vindpark Keblowo ApS | Holding company | Denmark | AJ | Ordinary shares | 50.0% |
| Associates  (ii) |  |  |  |  |  |
| Fuinneamh ÓG Teoranta  (iii) | Offshore windfarm development | Republic of Ireland | AK | Ordinary shares | 30.0% |
| Kestrel Energy Storage DAC  (iii) | Offshore gas storage development | Republic of Ireland | AL | Ordinary shares | 33.3% |
| Lake Acquisitions Limited | Holding company | United Kingdom | AM | Ordinary shares | 20.0% |
| Tickd Limited  (iii) | Trade of electricity | United Kingdom | AN | Ordinary shares | 20.0% |
| Young Energy Holding Company  Limited (iii) | Offshore windfarm development | Republic of Ireland | AK | Ordinary shares | 30.0% |

(i) For list of registered addresses, refer to note S10(d).

(ii) Further information on the principal joint ventures and associate investments held by the Group is disclosed in notes 6 and 14.

(iii) Acquired in 2024.

All Group companies principally operate within their country of incorporation unless noted otherwise.

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S10. Related undertakings

|  |  |
| --- | --- |
|  |  |
| (d) | List of registered addresses |

|  |  |
| --- | --- |
|  |  |
| Registered address key | Address |
| A | Millstream, Maidenhead Road, Windsor, SL4 5GD, United Kingdom |
| B | 1 Warrington Place, Dublin 2, Republic of Ireland |
| C | Thomas-Wimmer-Ring 1-3, 80539, Munich, Germany |
| D | 2111 Ellsworth Boulevard, Malta NY 12020, United States  (i)(ii)(iii)(iv)(v) |
| E | Woodland House, Woodland Park, Hessle, HU13 0FA, United Kingdom |
| F | Roderveldlaan 2 bus 2, 2600 Antwerp, Belgium |
| G | Wiegerbruinlaan 2A, 1422 CB Uithoorn, Netherlands |
| H | Suite 2400, 745 Thurlow Street, Vancouver BC V6E 0C5, Canada  (vi)(vii) |
| I | Neuer Wall 10, 20354 Hamburg, Germany |
| J | 60 Avenue Charles de Gaulle, Cs 60016, 92573, Neuilly sur Seine Cedex, France |
| K | Milan (MI), Via Emilio Cornalia 26, Italy |
| L | Strada Martir Colonel loan Uţă nr.28 camera 1, Municipiul Timisoara judet Timis, Romania |
| M | H-1106 Budapest Jászberényi út 24-36, Hungary |
| N | c/o Corporate Creations Network Inc., 1521 Concord Pike Suite 201, Wilmington, DE19803, United States |
| O | Skelagervej 1, 9000 Aalborg, Denmark |
| P | Esplanade 40, 20354 Hamburg, Germany |
| Q | 220 Orchard Road, #05-01 Midpoint Orchard, Singapore 238852, Republic of Singapore |
| R | 1 Waterfront Avenue, Edinburgh, Scotland EH5 1SG, United Kingdom |
| S | 47 Esplanade, St Helier, JE1 0BD, Jersey, Channel Islands |
| T | Via Paleocapa Pietro 4, 20121, Milano, Italy |
| U | G-74, LGF, Kalkaji, New Delhi, South Delhi, 110019, India |
| V | 3rd floor, St George's Court, Upper Church Street, Douglas, IM1 1EE, Isle of Man |
| W | Sterling Towers, 20 Marina, Lagos, Nigeria |
| X | 48-50 Sackville Street, Port of Spain, Trinidad and Tobago |
| Y | Box 16285, 103 25 Stockholm, Sweden  (viii) |
| Z | c/o Grant Thornton Australia Limited, Collins Square Tower Five, Level 22, 727 Collins Street, Docklands VIC 3008, Australia |
| AA | Hounds Gate, 30-34 Hounds Gate, Nottingham, NG1 7AB, United Kingdom |
| AB | 1 More London Place, London, SE1 2AF, United Kingdom |
| AC | 15 Atir Yeda Street, Kfar Saba, 44643, Israel |
| AD | Transpolis Building, Polarisavenue 39, 2132 JH Hoofddorp, Netherlands |
| AE | 5th floor, IQ Building, 15 Justice Mill Lane, Aberdeen, AB11 6EQ, United Kingdom |
| AF | c/o Advokatfirmaet Schjødt AS Kongsgärdbakken 3, Stavanger, Rogaland 4005, Norway  (ix)(x) |
| AG | 1209 Orange Street, Wilmington, New Castle County, DE 19801, United States |
| AH | Corporation Service Company, 251 Little Falls Drive, Wilmington DE 19808, United States  (xi) |
| AI | Ul. Wysogotowska 23, 62-081 Przezmierowo, Wielkpolskie, Poland |
| AJ | Mariagervej 58B, DK 9500 Hobro, Denmark |
| AK | Block 1, Harcourt Centre, Harcourt Street, Dublin 2, DO2 YA40, Republic of Ireland |
| AL | 1 Stokes Place, St Stephen's Green, Dublin, Republic of Ireland |
| AM | 90 Whitfield Street, London, W1T 4EZ, United Kingdom |
| AN | 4th Floor, Regent House, 50 Frederick Street, Birmingham, B1 3HR, United Kingdom |

(i) Astrum Solar, Inc changed its registered address during the year from 2 Wisconsin Circle #700, Chevy Chase, MD 20815, United States to the address listed above.

(ii) Centrica Business Holdings Inc changed its registered address during the year from 3411 Silverside Road, Rodney Building #104, Wilmington, DE 19810, United States to the

address listed above.

(iii) The following entities changed their registered address during the year from 3411 Silverside Road, Suite 104, Tatnall Building. Wilmington, DE 19810, United States to the address

listed above: Centrica Business Holdings Inc., Centrica Business Solutions Services Inc., Centrica Business Solutions US Inc., and ENER-G Rudox LLC.

(iv) South Energy Investments LLC changed its registered address during the year from 6 Landmark Square, 4th floor, Stamford CT 06901, United States to the address listed

above.

(v) Vista Solar Inc changed its registered address during the year from 4640 Admiralty Way, 5th floor, Marina del Rey, California 90292, United States to the address listed above.

(vi) The following entities changed their registered address during the year from 550 Burrard Street, Suite 2900, Vancouver BC V6C 0A3, Canada to the address listed above:

Centrica Business Solutions Canada Inc., DEML Investments Limited, and DER Development No. 10 Ltd.

(vii) Direct Energy Resources Partnership changed its registered address during the year from 350 7th Avenue SW, Suite 3400, Calgary AB T2P 3N9, Canada to the address listed

above.

(viii) The following entities changed their registered address in 2025 from c/o Mannheimer Swartling Advokatbyrå, Box 2235, 403 14 Göteborg, Sweden to the address listed above:

CP Energy Storage Assets Sweden 1 AB and CP Energy Storage Assets Sweden 2 AB.

(ix) Spirit Energy Norway AS changed its registered address during the year from Veritasvien 29, 4007 Stavanger, Norway to the address listed above.

(x) Spirit Energy Norway Holdings AS changed its registered address during the year from Lilleakerveien 8, 0283 Oslo, Norway to the address listed above.

(xi) C2 Centrica MT, LLC changed its registered address during the year from 850 New Burton Road, Suite 201, Dover, DE 19904, United States to the address listed above.

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S10. Related  Undertakings

|  |  |
| --- | --- |
|  |  |
| (e) | Summarised financial information |

Management has determined that the investment in Lake Acquisitions Limited is sufficiently material to warrant further disclosure on an

individual basis. Accordingly, the Group presents summarised financial information, along with reconciliations to the amounts included in the

consolidated Group Financial Statements, for this investee.

Lake Acquisitions Limited

Summarised statement of total comprehensive income

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
| Year ended 31 December | Associate  information  reported to  Group  £m | Unadjusted  20% share  £m | Fair value  and other  adjustments  £m | Group  share  £m |  | Associate  information  reported to  Group  £m | Unadjusted  20% share  £m | Fair value  and other  adjustments  £m | Group  share  £m |
| Revenue | 4,040 | 808 | — | 808 |  | 3,398 | 680 | — | 680 |
| Operating profit/(loss) before  interest and tax | 2,148 | 430 | (56) | 374 |  | 1,671 | 334 | (52) | 282 |
|  |  |  |  |  |  |  |  |  |  |
| Profit/(loss) for the year | 1,494 | 299 | (43) | 256 |  | 1,242 | 248 | (40) | 208 |
| Other comprehensive income/(loss) | 189 | 38 | — | 38 |  | (477) | (95) | — | (95) |
| Total comprehensive income/(loss) | 1,683 | 337 | (43) | 294 |  | 765 | 153 | (40) | 113 |

Summarised balance sheet

|  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | |  | 2023 | | | |
| 31 December | Associate  information  reported to  Group  £m | Unadjusted  20% share  £m | Fair value  and other  adjustments  (i)  £m | Group  share  £m |  | Associate  information  reported to  Group  £m | Unadjusted  20% share  £m | Fair value  and other  adjustments  (i)  £m | Group  share  £m |
| Non-current assets | 18,201 | 3,640 | 638 | 4,278 |  | 15,970 | 3,194 | 694 | 3,888 |
| Current assets | 3,791 | 758 | — | 758 |  | 3,901 | 780 | — | 780 |
| Current liabilities | (1,526) | (305) | — | (305) |  | (1,350) | (270) | — | (270) |
| Non-current liabilities | (13,710) | (2,742) | (101) | (2,843) |  | (11,675) | (2,335) | (114) | (2,449) |
| Net assets | 6,756 | 1,351 | 537 | 1,888 |  | 6,846 | 1,369 | 580 | 1,949 |

(i) Before cumulative impairments of £1,094 million (2023: £1,046 million) of the Group’s associate investment.

During the year, dividends of £355 million (2023: £220 million) were paid by the associate to the Group.

Joint operations - fields/assets

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December 2024 | Location | Percentage holding |
| Cygnus | UK North Sea | 61% |

|  |  |  |
| --- | --- | --- |
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S11. Non-controlling interests

The Group has one subsidiary undertaking with a material non-controlling interest: Spirit Energy Limited, through which the Group carries

out the majority of its exploration and production activities.

|  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |
|  | 2024 | | | | |  | 2023 | | | | |
| Year ended 31 December | Non-  controlling  interests  % | Profit for  the year  £m | Total  comprehensive  income  £m | Total  equity  £m | Distributions  to non-  controlling  interests  £m |  | Non-  controlling  interests  % | Profit for  the year  £m | Total  comprehensive  income  £m | Total  equity  £m | Distributions  to non-  controlling  interests  £m |
| Spirit Energy Limited | 31 | 33 | 34 | 390 | — |  | 31 | 111 | 110 | 356 | (17) |

Summarised financial information

The summarised financial information disclosed is shown on a 100% basis. It represents the consolidated position of Spirit Energy Limited

and its subsidiaries that would be shown in its consolidated financial statements prepared in accordance with IFRS under Group accounting

policies before intercompany eliminations.

Summarised statement of total comprehensive income

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024  £m |  | 2023  £m |
| Revenue | 1,140 |  | 974 |
| Profit for the year | 106 |  | 357 |
| Other comprehensive income/(loss) | 3 |  | (1) |
| Total comprehensive income | 109 |  | 356 |

Summarised balance sheet

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| 31 December | 2024  £m |  | 2023  £m |
| Non-current assets | 992 |  | 1,028 |
| Current assets | 1,980 |  | 2,099 |
| Current liabilities | (557) |  | (481) |
| Non-current liabilities | (1,158) |  | (1,498) |
| Net assets | 1,257 |  | 1,148 |

Summarised cash flow

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | 2024  £m |  | 2023  £m |
| Net increase/(decrease) in cash and cash equivalents | 5 |  | (13) |

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#### Company Statement of Changes in Equity

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Share  capital  £m | Share  premium  £m | Retained  earnings  £m | Other  equity  (note II)  £m | Total  equity  £m |
| 1 January 2023 | 365 | 2,394 | 3,248 | (334) | 5,673 |
| Profit for the year  (i) | — | — | 2,258 | — | 2,258 |
| Other comprehensive loss | — | — | — | (35) | (35) |
| Total comprehensive income/(loss) | — | — | 2,258 | (35) | 2,223 |
| Employee share schemes and other share transactions  (ii) | — | — | (3) | 39 | 36 |
| Share buyback programme  (iii) | — | — | — | (500) | (500) |
| Dividends paid to equity holders | — | — | (186) | — | (186) |
| 31 December 2023 | 365 | 2,394 | 5,317 | (830) | 7,246 |
| Profit for the year  (i) | — | — | 185 | — | 185 |
| Other comprehensive income | — | — | — | 5 | 5 |
| Total comprehensive income | — | — | 185 | 5 | 190 |
| Employee share schemes and other share transactions  (ii) | — | — | (8) | 43 | 35 |
| Share buyback programme  (iii) | — | — | — | (480) | (480) |
| Shares cancelled in the period  (iii) | (21) | — | (400) | 421 | — |
| Dividends paid to equity holders | — | — | (219) | — | (219) |
| 31 December 2024 | 344 | 2,394 | 4,875 | (841) | 6,772 |

(i) Includes intercompany dividend income of £nil ( 2023: £2,635 million).

(ii) Includes taxation on employee share schemes and other share transactions attributable to the Company only.

(iii) See notes 26 and S4 of the Group consolidated Financial Statements for further details of the share buyback programme and share cancellation.

As permitted by Section 408(3) of the Companies Act 2006 no Income Statement or Statement of Comprehensive Income is presented.

Details of the interim and final dividends are provided in notes 11 and 27 to the Group consolidated Financial Statements.

Details of the Company’s share capital are provided in the Group Statement of Changes in Equity and note 26 to the Group consolidated

Financial Statements.

The notes on pages 272 to 280 form part of these Financial Statements, along with note 26 to the Group consolidated Financial Statements.

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| Centrica plc Annual Report and Accounts 2024 |  | 271 |
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#### Company Balance Sheet

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  |  | 2024  £m | 2023  £m |
| 31 December | Notes |
| Non-current assets |  |  |  |
| Property, plant and equipment | IV | 9 | 11 |
| Investments | V | 121 | 94 |
| Deferred tax assets | XII | — | 11 |
| Trade and other receivables | VI | 15,288 | 14,274 |
| Derivative financial instruments | VII | 103 | 39 |
| Retirement benefit assets | XIV | 42 | 28 |
| Securities | IX | 108 | 104 |
|  |  | 15,671 | 14,561 |
| Current assets |  |  |  |
| Trade and other receivables | VI | 483 | 590 |
| Derivative financial instruments | VII | 140 | 66 |
| Securities | IX | — | 405 |
| Cash and cash equivalents |  | 5,498 | 5,482 |
|  |  | 6,121 | 6,543 |
| Total assets |  | 21,792 | 21,104 |
| Current liabilities |  |  |  |
| Derivative financial instruments | VII | (147) | (116) |
| Trade and other payables | XI | (11,543) | (9,925) |
| Provisions for other liabilities and charges |  | — | (2) |
| Bank overdrafts, loans and other borrowings | XIII | (694) | (789) |
|  |  | (12,384) | (10,832) |
| Non-current liabilities |  |  |  |
| Deferred tax liabilities | XII | (1) | (3) |
| Derivative financial instruments | VII | (204) | (170) |
| Trade and other payables | XI | — | (3) |
| Provisions for other liabilities and charges |  | (1) | (1) |
| Retirement benefit obligations | XIV | (48) | (49) |
| Bank loans and other borrowings | XIII | (2,382) | (2,800) |
|  |  | (2,636) | (3,026) |
| Total liabilities |  | (15,020) | (13,858) |
| Net assets |  | 6,772 | 7,246 |
| Share capital |  | 344 | 365 |
| Share premium |  | 2,394 | 2,394 |
| Retained earnings  (i) |  | 4,875 | 5,317 |
| Other equity | II | (841) | (830) |
| Total shareholders’ equity |  | 6,772 | 7,246 |

(i) Retained earnings includes a net profit after taxation of £185 million (2023: £2,258 million) which includes intercompany dividend income of £nil (2023: £2,635 million).

The Financial Statements on pages 270 to 280, of which the notes on pages 272 to 280 form part, along with note 26 to the Group

consolidated Financial Statements, were approved and authorised for issue by the Board of Directors on 19 February 2025 and were signed

on its behalf by:

Chris O’SheaRussell O’Brien

Group Chief ExecutiveGroup Chief Financial Officer

Centrica plc Registered No: 03033654

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#### Notes to the Company Financial Statements

I.    GENERAL INFORMATION AND MATERIAL ACCOUNTING POLICIES OF THE COMPANY

General information

The Company is a public company limited by shares, incorporated and domiciled in the UK, and registered in England and Wales.

The registered office is Millstream, Maidenhead Road, Windsor, Berkshire, SL4 5GD.

The Company’s principal activity is to act as an investment holding company that provides both management and treasury services to its

subsidiaries.

(a) Basis of preparation

The separate financial statements of the Company are presented as required by the Companies Act 2006. The Company meets the

definition of a qualifying entity under FRS 100 ‘Application of Financial Reporting Requirements’ issued by the FRC. Accordingly, these

financial statements are prepared in accordance with FRS 101 ‘Reduced Disclosure Framework’.

The Company Financial Statements are presented in pounds sterling which is the functional currency of the Company.

As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to share-

based payment, financial instruments, capital management, presentation of comparative information in respect of certain assets,

presentation of a cash flow statement, disclosure requirements relating to compensation of key management personnel, disclosure relating

to prior year share capital reconciliation, standards not yet effective, statement of compliance with Adopted IFRSs and certain related party

transactions. Where required, equivalent disclosures are given in the Group consolidated Financial Statements. The principal accounting

policies adopted are the same as those set out in note S2 to the Group consolidated Financial Statements except as noted below.

Investments in subsidiaries, are stated at cost less, where appropriate, provisions for impairment. The Company receives income from its

subsidiaries in the form of interest and dividends. In the current year, the Company has applied a number of amendments to IFRS

Accounting Standards issued by the International Accounting Standards Board (IASB) that are mandatorily effective for an accounting

period that begins on or after 1 January 2024. Their adoption has not had any material impact on the disclosures or on the amounts reported

in these financial statements.

Measurement convention

The Company Financial Statements have been prepared on the historical cost basis except for: investments in subsidiaries that have been

recognised at deemed cost on transition to FRS 101; derivative financial instruments, financial instruments required to be measured at fair

value through profit or loss or other comprehensive income, and those financial assets so designated at initial recognition, and the assets

of the defined benefit pension schemes that have been measured at fair value; the liabilities of the defined benefit pension schemes that

have been measured using the projected unit credit valuation method; and the carrying values of recognised assets and liabilities qualifying

as hedged items in fair value hedges that have been adjusted from cost by the changes in the fair values attributable to the risks that are

being hedged.

Going concern

The accounts have been prepared on a going concern basis, as described in the Directors’ Report and note 25(b) of the Group consolidated

Financial Statements.

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| Centrica plc Annual Report and Accounts 2024 |  | 273 |
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I.    GENERAL INFORMATION AND MATERIAL ACCOUNTING POLICIES OF THE COMPANY

Critical accounting judgements and key sources of estimation uncertainty.

There were no critical judgements that would have a significant effect on the amounts recognised in the Company Financial Statements.

The key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying

amounts of assets and liabilities within the next financial year are discussed below.

Impairment of other financial assets and credit losses for financial guarantee contracts

There is estimation uncertainty involved in determining expected credited losses for certain intercompany receivable balances where the

ability of the counterparty to repay is based on the valuation of the underlying business. The Company’s impairment policies in relation to

financial assets are consistent with those of the Group, with additional consideration given to amounts owed by Group undertakings.

All outstanding receivable balances are repayable on demand and arise from funding provided by the Company to its subsidiaries. A detailed

review of the amounts owed by Group undertakings for the expected credit loss provision is carried out on an annual basis. The model

considers whether the receivable is repayable on demand within a 12-month period and the probability of default by the counterparty,

considering the financial position of that entity, and the effect of wider macroeconomic conditions on the business performance of the

counterparty, which in turn have direct impact on both the amount that could be recovered from Group undertakings through generated

future cash flows and on the timing of the recovery. The level of provision is sensitive to the assessment of credit worthiness of specific

legal entities as a result. In the current year, the Company holds an expected credit loss provision for amounts owed by Group undertakings

of £692 million on a gross balance of £16,444 million. This represents 4.2% of the gross amounts owed by Group undertakings balance.

Given the impact of expected business performance of Group undertakings on the determination of the level of provision for expected

credit losses, it is reasonably possible that changes to wider macroeconomic conditions impacting the credit worthiness of Group

undertakings could result in a material adjustment to the intercompany receivable carrying amount within the next financial year. Whilst

impracticable to determine the full extent of the possible effects of these changes, based on historic analysis, such a reasonably possible

change could lead to an increase or decrease in the provision of £82 million.

The company has provided financial guarantees relating to its subsidiaries’ trading activities and decommissioning obligations. At 31

December 2024, the Group has derivative liabilities of £1,387 million (2023: £3,006 million), and decommissioning liabilities of £1,459 million

(2023: £1,527 million). See notes 19 and 21 of the Group consolidated Financial Statements. In the current year, the Company holds an

expected credit loss provision of £21 million (2023: £33 million) on these financial guarantee contracts. This represents 0.7% of the gross

balances. A 0.5% change in the provision would lead to an increase or decrease of £14 million. As a result for current year, we do not

consider expected credit losses on financial guarantee contracts to be a key source of estimation uncertainty.

Summary of material accounting policies

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these Company

Financial Statements.

Pensions and other post-employment benefits

The Company’s employees participate in a number of the Group’s defined benefit pension schemes. The total Group cost of providing

benefits under defined benefit schemes is determined separately for each of the Group’s schemes under the projected unit credit actuarial

valuation method. Actuarial gains and losses are recognised in full in the period in which they occur. The key assumptions used for the

actuarial valuation are based on the Group’s best estimate of the variables that will determine the ultimate cost of providing post-

employment benefits, on which further detail is provided in notes 3(b) and 22 to the Group consolidated Financial Statements. Asset-

backed contribution assets are included within Company Financial Statements.

Investments

Fixed asset investments in subsidiaries’ shares are held at deemed cost on transition to FRS 101 and at cost in accordance with IAS 27

‘Separate Financial Statements’, less any provision for impairment as necessary. The carrying values of investments in subsidiary

undertakings are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists,

then the asset’s recoverable amount is estimated.

Financial guarantees

The company has issued financial guarantees to its subsidiary undertakings, which it accounts for under IFRS 9. The Company has applied

the impairment requirements of IFRS 9 to these financial guarantees. A financial guarantee contract is measured at fair value at the reporting

date and where the expected credit loss is higher than calculated on recognition, an additional liability is recognised. Expected credit losses

which arise on such arrangements have been calculated according to the nature of the guarantee and the Company’s estimate of potential

exposure at the balance sheet date.

Amounts owed by Group undertakings

Interest bearing amounts owed by Group undertakings are initially recognised at a value based on their transaction price, and are

subsequently held at amortised cost using the effective interest method (taking into account the Group’s business model, which is to

collect the contractual cash flows owing) less an allowance for impairment losses. Balances are written off when recoverability is assessed

as being remote. If collection is expected in one year or less, receivables are classified as current assets. If not, they are presented as non-

current assets.

Amounts due to Group undertakings

Interest bearing amounts due to Group undertakings are initially recognised at fair value, which is usually the original invoice amount and are

subsequently held at amortised cost using the effective interest method. If payment is due within one year or less, payables are classified as

current liabilities. If not, they are presented as non-current liabilities.

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II.    OTHER EQUITY

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | Cash flow  hedging  reserve  £m | Actuarial gains  and losses  reserve  £m | Financial asset  at FVOCI  reserve  £m | Treasury and  own shares  reserve  £m | Share-based  payments  reserve  £m | Capital  redemption  reserve  £m | Total  £m |
| 1 January 2023 | (13) | (120) | 11 | (63) | 30 | (179) | (334) |
| Revaluation of FVOCI securities | — | — | 3 | — | — | — | 3 |
| Actuarial losses on defined benefit pension schemes | — | (48) | — | — | — | — | (48) |
| Employee Share Schemes: |  |  |  |  |  |  |  |
| Exercise of awards | — | — | — | 22 | (20) | — | 2 |
| Value of services provided | — | — | — | — | 31 | — | 31 |
| Net proceeds from exercise of share options | — | — | — | 6 | — | — | 6 |
| Share buyback programme:  (i) |  |  |  |  |  |  |  |
| Purchase of Treasury shares | — | — | — | (615) | — | — | (615) |
| Movement on accrual for committed share  purchases | — | — | — | — | — | 115 | 115 |
| Impact of cash flow hedging | (3) | — | — | — | — | — | (3) |
| Taxation on above items  (ii) | 1 | 12 | (1) | — | 1 | — | 13 |
| 31 December 2023 | (15) | (156) | 13 | (650) | 42 | (64) | (830) |
| Revaluation of FVOCI securities | — | — | 4 | — | — | — | 4 |
| Actuarial gain on defined benefit pension schemes | — | 1 | — | — | — | — | 1 |
| Employee Share Schemes: |  |  |  |  |  |  |  |
| Exercise of awards | — | — | — | 27 | (21) | — | 6 |
| Value of services provided | — | — | — | — | 47 | — | 47 |
| Purchase of own shares | — | — | — | (8) | — | — | (8) |
| Share buyback programme: (i) |  |  |  |  |  |  |  |
| Purchase of Treasury shares | — | — | — | (504) | — | — | (504) |
| Movement on accrual for committed share  purchases | — | — | — | — | — | 24 | 24 |
| Shares cancelled in the year  (i) | — | — | — | 400 | — | 21 | 421 |
| Impact of cash flow hedging | 2 | — | — | — | — | — | 2 |
| Taxation on above items  (ii) | (1) | — | (1) | — | (2) | — | (4) |
| 31 December 2024 | (14) | (155) | 16 | (735) | 66 | (19) | (841) |

(i) See notes 26 and S4 of the Group consolidated Financial Statements for further details of the share buyback programme and share cancellation.

(ii) Includes current and deferred taxation on above items attributable to the Company only.

III.    DIRECTORS AND EMPLOYEES

(a) Employee costs

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  £m | 2023  £m |
| Wages and salaries | (11) | (12) |
| Other | (9) | (8) |
|  | (20) | (20) |

(b) Average number of employees during the year

|  |  |  |
| --- | --- | --- |
|  |  |  |
| Year ended 31 December | 2024  Number | 2023  Number |
|  | | |
| Administration | 229 | 171 |
| Power | 4 | 11 |
|  | 233 | 182 |

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IV.  PROPERTY, PLANT AND EQUIPMENT

|  |  |
| --- | --- |
|  |  |
|  | Plant,  equipment &  vehicles |
|  | 2024  £m |
| Cost |  |
| 1 January | 16 |
| Additions | 5 |
| Lease modifications and re-measurements | (1) |
| 31 December | 20 |
| Accumulated depreciation |  |
| 1 January | (5) |
| Charge for the year | (6) |
| 31 December | (11) |
| NBV at 31 December  (i) | 9 |

(i) Included within the above are right-of-use assets relating to £7 million of staff salary sacrifice electric vehicles (2023: £5 million) and £2 million of infrastructure services

(2023: £6 million),

V.    INVESTMENTS IN SUBSIDIARIES

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024  (i)  £m | 2023  (i)  £m |
| Cost |  |  |
| 1 January | 94 | 2,262 |
| Write-downs  (ii) | — | (863) |
| Disposals  (iii) | — | (1,313) |
| Employee share scheme net capital movement  (iv) | 27 | 8 |
| 31 December | 121 | 94 |
| Provision |  |  |
| 1 January | — | (1,313) |
| Disposals  (iii) | — | 1,313 |
| 31 December | — | — |
| NBV at 31 December | 121 | 94 |

(i) Direct investments are held in Centrica Beta Holdings Limited, which is incorporated in England, and Centrica Ireland Holdings Limited, which is incorporated in Ireland.

The prior year direct investments also included CH4 Energy Limited and Rhodes Holdings HK Limited, which were incorporated in England and Hong Kong respectively,

and have been dissolved in 2024, Related undertakings are listed in note S10 to the Group consolidated Financial Statements.

(ii) In prior year, the Investments in CH4 Energy Limited, and Centrica Beta Holdings Limited were largely written down as deemed irrecoverable at the reporting date.

(iii) In prior year, the disposals predominantly related to Centrica Holdings Limited, following a share for share exchange transaction, swapping the previous investment in

Centrica Holdings Limited for shares in Centrica Ireland Holdings Limited.

(iv) Employee share scheme movement is the net change in shares to be awarded under employee share schemes to employees of Group undertakings.

The Directors believe that the carrying value of the investments is supported by their recoverable value.

VI.    TRADE AND OTHER RECEIVABLES

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current (i)  £m | Non-current (ii)  £m |  | Current (i)  £m | Non-current (ii)  £m |
| Amounts owed by Group undertakings | 475 | 15,277 |  | 582 | 14,262 |
| Prepayments and other receivables | 8 | 11 |  | 8 | 12 |
|  | 483 | 15,288 |  | 590 | 14,274 |

(i) The amounts receivable by the Company include a gross balance of £290 million (2023: £480 million) that bears interest at a quarterly rate determined by Group treasury

and linked to the Group cost of funds. The quarterly rates ranged between 3.6% and 5.5% per annum during 2024 (2023: 2.1% and 5.7%). The other amounts receivable

from Group undertakings are interest free. All amounts receivable from Group undertakings are unsecured and repayable on demand. Amounts receivable by the

Company are stated net of credit loss provision of £nil (2023: £nil). During the year, the Company recognised £nil (2023: £15 million release) of expected credit loss

provision on amounts owed by Group undertakings.

(ii) The amounts receivable by the Company include a gross balance of £15,910 million (2023: £15,082 million) due after more than one year that bears interest at a quarterly

rate determined by Group treasury and linked to the Group cost of funds. The quarterly rates ranged between 3.6% and 5.5% per annum during 2024 (2023: 2.1% and

5.7%). The other amounts receivable from Group undertakings are interest-free. All amounts receivable from Group undertakings are unsecured and not expected to be

settled within 12 months from the reporting date. Amounts receivable by the Company are stated net of credit loss provisions of £692 million (2023: £655 million). During

the year, the Company recognised £37 million (2023: £217 million release) of expected credit loss provision on amounts owed by Group undertakings.

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VII.  DERIVATIVE FINANCIAL INSTRUMENTS

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| 31 December | Current  £m | Non-current  £m | Total  £m |  | Current  £m | Non-current  £m | Total  £m |
| Derivative financial assets | 140 | 103 | 243 |  | 66 | 39 | 105 |
| Derivative financial liabilities | (147) | (204) | (351) |  | (116) | (170) | (286) |

All derivatives are recognised at fair value on the date on which the derivative is entered into and are re-measured to fair value at each

reporting date. Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative. Derivative

assets and derivative liabilities are offset and presented on a net basis only when there is a currently enforceable legal right of set-off and the

intention to net settle the derivative contracts is present. The disclosure of current and non-current derivative assets and liabilities is

determined by the settlement date of the derivative.

Foreign currency forward contracts are measured using quoted forward exchange rates and yield curves derived from quoted interest

rates matching maturities of the contracts. Interest rate swaps are measured at the present value of future cash flows estimated and

discounted based on the applicable yield curves derived from quoted interest rates. The details of external instruments, and the disclosures

in respect of hedging, are presented in note 19 and note S5 to the Group consolidated Financial Statements.

Intercompany derivatives have equal and opposite terms to the external derivatives, therefore the impact on the Company’s profit or loss is

£nil. These instruments are used by the subsidiaries of the Company to economically hedge transactional currency risk of purchases and

sales in foreign currencies.

VIII.  FINANCIAL INSTRUMENTS

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|  |  |
| (a) | Determination of fair values |

The Company’s policies for the classification and valuation of financial instruments carried at fair value are consistent with those of the

Group, as detailed in note S6 to the Group consolidated Financial Statements.

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|  |  |
| (b) | Financial instruments carried at fair value |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  | 2024 |  |  | 2023 |
| 31 December | Level 1  £m | Level 2  £m | Total  £m | Level 1  £m | Level 2  £m | Total  £m |
| Financial assets |  |  |  |  |  |  |
| Derivative financial assets held for trading: |  |  |  |  |  |  |
| Foreign exchange derivatives - External | — | 128 | 128 | — | 69 | 69 |
| Foreign exchange derivatives - Internal  (i) | — | 83 | 83 | — | — | — |
| Derivative financial assets in hedge accounting relationships: |  |  |  |  |  |  |
| Foreign exchange derivatives | — | 32 | 32 | — | 36 | 36 |
| Debt instruments | 73 | — | 73 | 72 | — | 72 |
| Equity instruments | 35 | — | 35 | 32 | — | 32 |
| Cash and cash equivalents  (ii) | — | 4,825 | 4,825 | — | 4,673 | 4,673 |
| Total financial assets at fair value | 108 | 5,068 | 5,176 | 104 | 4,778 | 4,882 |
| Financial liabilities |  |  |  |  |  |  |
| Derivative financial liabilities held for trading: |  |  |  |  |  |  |
| Foreign exchange derivatives - External | — | (83) | (83) | — | (134) | (134) |
| Foreign exchange derivatives - Internal  (i) | — | (128) | (128) | — | — | — |
| Derivative financial liabilities in hedge accounting relationships: |  |  |  |  |  |  |
| Interest rate derivatives | — | (134) | (134) | — | (136) | (136) |
| Foreign exchange derivatives | — | (6) | (6) | — | (16) | (16) |
| Total financial liabilities at fair value | — | (351) | (351) | — | (286) | (286) |

(i) In 2024, all internal derivative financial assets and liabilities held for trading are included in the table above whereas in 2023, £133 million of internal derivatives assets were

included within Trade receivables in note VI, and internal derivative liabilities with a fair value of £66 million were included within Trade payables in note XI.

(ii) The cash and cash equivalents of £4,825 million (2023: £4,673 million) at Level 2 relates to money market funds.

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IX.  SECURITIES

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Current | Non-current |  | Current | Non-current |
| 31 December | £m | £m |  | £m | £m |
| Debt instruments | — | 73 |  | — | 72 |
| Equity instruments | — | 35 |  | — | 32 |
| Other | — | — |  | 405 | — |
|  | — | 108 |  | 405 | 104 |

Within Non-current securities, £108 million (2023: £104 million) of investments were held in trust, on behalf of the Company, as security

in respect of the Centrica Unapproved Pension Scheme (refer to note XIV(c)). Other Current securities represents the pension scheme loan

arrangement (including interest) of £nil (2023: £405 million) as disclosed in note XIV(e) of Company Financial Statements and in note 22

to the Group consolidated Financial Statements.

X.    LEASE LIABILITIES MATURITY ANALYSIS

A maturity analysis of lease liabilities based on undiscounted gross cash flow is reported in the table below:

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  | 2024 | 2023 |
|  | £m | £m |
| Less than one year | 5 | 5 |
| 1-2 years | 3 | 4 |
| 2-3 years | 1 | 1 |
| Total lease liabilities (undiscounted) | 9 | 10 |

Future finance charges are expected to be £0.5 million (2023: £1 million).

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
|  | 2024 | 2023 |
| Analysed as: | £m | £m |
| Non-current | 4 | 5 |
| Current | 5 | 5 |
|  | 9 | 10 |

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XI.  TRADE AND OTHER PAYABLES

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| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current (i)  £m | Non-current (ii)  £m |  | Current (i)  £m | Non-current (ii)  £m |
| Amounts owed to Group undertakings | (11,430) | — |  | (9,749) | (3) |
| Payable on financial guarantee contracts  (iii) | (21) | — |  | (33) | — |
| Accruals and other creditors  (iv) | (91) | — |  | (107) | — |
| Taxation and social security  (v) | (1) | — |  | (36) | — |
|  | (11,543) | — |  | (9,925) | (3) |

(i) The current amounts payable by the Company include £10,667 million (2023: £9,582 million) that bears interest at a quarterly rate determined by Group treasury and

linked to the Group cost of funds. The quarterly rates ranged between 3.6% and 5.5% per annum during 2024 (2023: 2.1% and 5.7%). Other amounts payable by the

Company include group relief of £105 million (2023: £nil) and are interest free, unsecured and repayable on demand.

(ii) These other non-current amounts payable by the Company are interest free and unsecured.

(iii) During the year, the Company has released £12 million (2023: £126 million) of expected credit loss provision on financial guarantee contracts. See note XV for further

details.

(iv) During the year, the Company recognised a financial liability of £75 million (2023: £94 million) relating to the share buyback programme. See  ‘Own and treasury shares

reserve’ section in note S4 of the Group consolidated Financial Statements for more details.

(v) Includes group relief creditor of £nil (2023: £36 million). This was the amount payable by the Group undertaking and therefore, was regrouped within XI(i) above in 2024.

XII.  DEFERRED TAX LIABILITIES AND ASSETS

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
|  | Retirement  benefit  obligation  £m | Other  £m | Total  £m |
| 1 January 2023 | 3 | (2) | 1 |
| (Charge)/credit to income | (5) | 2 | (3) |
| Credit to equity | 9 | 1 | 10 |
| Deferred tax assets at 31 December 2023 | 7 | 1 | 8 |
| Charge to income | (3) | — | (3) |
| Charge to equity | (3) | (3) | (6) |
| Deferred tax assets/(liabilities) at 31 December 2024 | 1 | (2) | (1) |

Other deferred tax liabilities primarily relate to other temporary differences. All deferred tax crystallises in over one year.

XIII.  BANK OVERDRAFTS, LOANS AND OTHER BORROWINGS

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
| 31 December | Current  £m | Non-current  £m |  | Current  £m | Non-current  £m |
| Bank loans and overdrafts | (645) | (124) |  | (731) | (130) |
| Bonds | — | (2,254) |  | — | (2,665) |
| Interest accruals | (44) | — |  | (53) | — |
| Lease obligations | (5) | (4) |  | (5) | (5) |
|  | (694) | (2,382) |  | (789) | (2,800) |

Disclosures in respect of the Group’s financial liabilities are provided in notes 25 and S3 to the Group consolidated Financial

Statements. With the exception of leases and overdrafts, materially all of the Group’s financing activity is carried out through the

Company.

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XIV.  PENSIONS

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| --- | --- |
|  |  |
| (a) | Summary of main schemes |

The Company’s employees participate in the following Group defined benefit pension schemes: Centrica Pension Plan (CPP), Centrica

Pension Scheme (CPS) and Centrica Unapproved Pension Scheme. Its employees also participate in the defined contribution Centrica

Savings Plan. Information on these schemes is provided in note 22 to the Group consolidated Financial Statements.

Together with the Centrica Engineers Pensions Scheme (CEPS), CPP and CPS form the significant majority of the Group’s and Company’s

defined benefit obligation and are referred to below and in the Group consolidated Financial Statements as the ‘Registered Pension

Schemes’.

|  |  |
| --- | --- |
|  |  |
| (b) | Accounting assumptions, risks and sensitivity analysis |

The accounting assumptions, risks and sensitivity analysis for the Registered Pension Schemes are provided in note 22 to the Group

consolidated Financial Statements.

|  |  |
| --- | --- |
|  |  |
| (c) | Movements in the year |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | 2024 | |  | 2023 | |
|  | Pension  liabilities  £m | Pension  assets  £m |  | Pension  liabilities  £m | Pension  assets  £m |
| 1 January | (929) | 908 |  | (731) | 738 |
| Items included in the Company Income Statement: |  |  |  |  |  |
| Current service cost | (1) | — |  | (2) | — |
| Contributions by employer in respect of employee salary sacrifice arrangements  (i) | (2) | — |  | (2) | — |
| Total current service cost | (3) | — |  | (4) | — |
| Interest (expense)/income | (42) | 41 |  | (40) | 41 |
| Items included in the Company Statement of Comprehensive Income: |  |  |  |  |  |
| Returns on plan assets, excluding interest income | — | (119) |  | — | 144 |
| Actuarial loss from changes to demographic assumptions | (2) | — |  | (97) | — |
| Actuarial gain/(loss) from changes in financial assumptions | 122 | — |  | (60) | — |
| Actuarial loss from experience adjustments | — | — |  | (35) | — |
| Other movements: |  |  |  |  |  |
| Employer contributions | — | 16 |  | — | 21 |
| Contributions by employer in respect of employee salary sacrifice arrangements | — | 2 |  | — | 2 |
| Benefits paid from schemes | 44 | (44) |  | 38 | (38) |
| 31 December | (810) | 804 |  | (929) | 908 |

(i) A salary sacrifice arrangement was introduced on 1 April 2013 for pension scheme members. The contributions paid via the salary sacrifice arrangement have been

treated as employer contributions and included within the current service cost, with a corresponding reduction in salary costs.

Presented in the Company Balance Sheet as:

|  |  |  |
| --- | --- | --- |
|  |  |  |
| 31 December | 2024  £m | 2023  £m |
| Retirement benefit pension assets | 42 | 28 |
| Retirement benefit pension liabilities | (48) | (49) |

The pension scheme liabilities relate to the Centrica Unapproved Pension Scheme.

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XIV.  PENSIONS

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|  |  |
| (d) | Defined benefit pension scheme contributions |

Note 22 to the Group consolidated Financial Statements provides details of the triennial review carried out at 31 March 2021 in respect

of the UK Registered Pension Schemes and the future pension scheme contributions, including asset-backed arrangements, agreed

as part of this review. Under IAS 19, the Company’s contribution and trustee interest in the Scottish Limited Partnerships are recognised

as scheme assets.

Independent valuations

The Registered Pension Schemes are subject to independent valuations at least every three years, on the basis of which the qualified

actuary certifies the rate of employer contributions, which together with the specified contributions payable by the employees and

proceeds from the schemes’ assets, are expected to be sufficient to fund the benefits payable under the schemes.

Within the reporting period, the latest full actuarial valuations agreed and finalised with the Pension Trustees were carried out at 31 March

2021 in respect of the UK Registered Pension Schemes. These valuations have been updated to 31 December 2024 for the purpose of

meeting the requirements of IAS 19. Investments held in all schemes have been valued for this purpose at market value. In February 2025, full

actuarial valuations of the Registered Pension Schemes at 31 March 2024 were agreed and finalised with the Pension Trustees. The impact

on pension scheme contributions is shown in note 22(g) of the Group consolidated Financial Statements. These valuations will be updated

prospectively in future reporting periods for the purpose of meeting the requirements of IAS 19.

The Company estimates that it will pay £2 million of ordinary employer contributions during 2025 for its defined benefit schemes, together

with £1 million of contributions paid via the salary sacrifice arrangement.

For details of the weighted average duration of the liabilities of the Registered Pension Schemes, see note 22 of the Group consolidated

Financial Statements.

|  |  |
| --- | --- |
|  |  |
| (e) | Pension scheme assets |

The market values of plan assets were:

|  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |
|  | 2024 | | |  | 2023 | | |
| 31 December | Quoted  £m | Unquoted  £m | Total  £m |  | Quoted  £m | Unquoted  £m | Total  £m |
| Equities | 19 | 491 | 510 |  | 23 | 503 | 526 |
| Corporate bonds | 12 | — | 12 |  | 6 | — | 6 |
| High-yield debt | 14 | 1,063 | 1,077 |  | 18 | 1,238 | 1,256 |
| Liability matching assets | 2,388 | — | 2,388 |  | 2,860 | — | 2,860 |
| Other long-dated income assets | — | 1,025 | 1,025 |  | — | 1,204 | 1,204 |
| Property | — | 303 | 303 |  | — | 305 | 305 |
| Cash pending investment | 248 | — | 248 |  | 391 | — | 391 |
| Loan and interest | — | — | — |  | — | (405) | (405) |
| Asset-backed contribution assets | — | 408 | 408 |  | — | 469 | 469 |
| Group pension scheme assets  (i) | 2,681 | 3,290 | 5,971 |  | 3,298 | 3,314 | 6,612 |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
|  |  |  | 2024  £m |  |  | 2023  £m |
| Company share of the above |  |  | 804 |  |  | 908 |

(i) Total pension scheme assets, including asset-backed contribution assets not recognised in the Group consolidated Financial Statements.

XV.    COMMITMENTS AND FINANCIAL GUARANTEES

At 31 December 2024, the Company had commitments of £37 million (2023: £93 million) relating to contracts for outsourced services,

£162 million (2023: £129 million) relating to other contracts and £6 million (2023: £5 million) relating to contracts for property services.

The Company has provided guarantees and letters of credit relating to its subsidiaries’ trading activities and decommissioning obligations.

At 31 December 2024, the Group has derivative liabilities of £1,387 million (2023: £3,006 million), and decommissioning liabilities of

£1,459 million (2023: £1,527 million). See notes 19 and 21 to the Group consolidated Financial Statements for further information on

these balances.

XVI.  RELATED PARTIES

During the year the Company accepted cash deposits on behalf of the Spirit Energy group of companies giving rise to a Trade and other

payables balance of £1,621 million (2023: £1,356 million). Spirit Energy Limited is a subsidiary of the Company, held indirectly, that is not

wholly owned.

XVII.  POST BALANCE SHEET EVENTS

The post balance sheet events disclosed by the Group are also applicable to the Company. See note 27 to the Group consolidated Financial

Statements for further information.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 281 |
|  |  |  |

#### Gas and Liquids Reserves (Unaudited)

The Group’s estimates of reserves of gas and liquids are reviewed as part of the full year reporting process and updated accordingly.

A number of factors affect the volumes of gas and liquids reserves, including the available reservoir data, commodity prices and future

costs. Due to the inherent uncertainties and the limited nature of reservoir data, estimates of reserves are subject to change as additional

information becomes available.

The Group discloses 2P gas and liquids reserves, representing the central estimate of future hydrocarbon recovery. Reserves for Centrica

operated fields are estimated by in-house technical teams composed of geoscientists and reservoir engineers. Reserves for non-operated

fields are estimated by the operator but are subject to internal review and challenge.

As part of the internal control process related to reserves estimation, an assessment of the reserves, including the application of the

reserves definitions, is undertaken by an independent technical auditor. An annual reserves assessment has been carried out by RISC

Advisory for the Group’s global reserves. Reserves are estimated in accordance with a formal policy and procedure standard.

The Group has estimated 2P gas and liquids reserves in Europe.

The principal retained fields in Spirit Energy are Cygnus, Morecambe Hub, Rhyl and Chiswick. The principal non-Spirit Energy field is Rough.

The European reserves estimates are consistent with the guidelines and definitions of the Society of Petroleum Engineers, the Society of

Petroleum Evaluation Engineers and the World Petroleum Council’s Petroleum Resources Management System using accepted principles.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Estimated net 2P reserves of gas  (billion cubic feet) | Spirit Energy (i) | Rough | Total |
| 1 January 2024 | 242 | 15 | 257 |
| Revisions of previous estimates  (ii) | (16) | — | (16) |
| Production  (iii) | (51) | (1) | (52) |
| 31 December 2024 | 175 | 14 | 189 |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Estimated net 2P reserves of liquids  (million barrels) | Spirit Energy (i) | Rough | Total |
| 1 January 2024 | 1 | — | 1 |
| Revisions of previous estimates  (ii) | 1 | — | 1 |
| Production  (iii) | (1) | — | (1) |
| 31 December 2024 | 1 | — | 1 |

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Estimated net 2P reserves  (million barrels of oil equivalent) | Spirit Energy (i) | Rough | Total |
| 31 December 2024  (iv) | 30 | 3 | 33 |

(i) The movements represent Centrica’s 69% interest in Spirit Energy.

(ii) Revision of previous estimates include those associated with Morecambe Hub, Chiswick and Cygnus.

(iii) Represents total sales volumes of gas and liquids produced from the Group’s reserves.

(iv) Includes the total of estimated gas and liquids reserves at 31 December 2024 in million barrels of oil equivalent.

Liquids reserves include oil, condensate and natural gas liquids.

|  |  |
| --- | --- |
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|  | Strategic Report      Governance        Financial Statements |
|  |  |

Five Year Summary (Unaudited)

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Year ended 31 December | 2020 (restated) (i)  £m | 2021  £m | 2022  £m | 2023  £m | 2024  £m |
| Total Group revenue from continuing operations included in business  performance | 14,949 | 18,300 | 33,637 | 33,374 | 24,636 |
| Operating profit/(loss) from continuing operations before exceptional items  and certain re-measurements: |  |  |  |  |  |
| British Gas Services & Solutions  (i) | 191 | 121 | (9) | 47 | 67 |
| British Gas Energy  (i) | 82 | 118 | 72 | 751 | 297 |
| Bord Gáis Energy  (i) | 42 | 28 | 31 | 1 | 63 |
| Centrica Business Solutions  (i) | (132) | (52) | 44 | 104 | 73 |
| Centrica Energy  (i) | 174 | 70 | 1,400 | 774 | 307 |
| Upstream  (i) | 90 | 663 | 1,793 | 1,083 | 789 |
| Colleague profit share | — | — | (23) | (8) | (25) |
| Meter asset provider consolidation adjustment | — | — | — | — | (19) |
|  | 447 | 948 | 3,308 | 2,752 | 1,552 |
| Operating profit from discontinued operations before exceptional items and  certain re-measurements (i) | 252 | — | — | — | — |
| Exceptional items and certain re-measurements after taxation | (520) | 866 | (2,755) | 2,165 | 322 |
| Profit/(loss) attributable to equity holders of the parent | 41 | 1,210 | (782) | 3,929 | 1,332 |

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
|  | Pence | Pence | Pence | Pence | Pence |
| Earnings per ordinary share | 0.7 | 20.7 | (13.3) | 70.6 | 25.7 |
| Adjusted earnings per ordinary share | 6.5 | 4.1 | 34.9 | 33.4 | 19.0 |
| Dividend per ordinary share in respect of the year | — | — | 3.0 | 4.0 | 4.5 |

ASSETS AND LIABILITIES

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| 31 December (restated) (ii) | 2020  £m | 2021  £m | 2022  £m | 2023  £m | 2024  £m |
| Goodwill and other non-current intangible assets | 1,940 | 1,161 | 1,116 | 745 | 796 |
| Other non-current assets | 4,767 | 6,040 | 7,234 | 4,555 | 3,793 |
| Net current assets/(liabilities) | 622 | 1,465 | (1,023) | 4,930 | 5,242 |
| Non-current liabilities | (8,072) | (6,360) | (6,047) | (5,997) | (5,019) |
| Net assets of disposal groups held for sale | 2,125 | 444 | — | — | — |
| Net assets | 1,382 | 2,750 | 1,280 | 4,233 | 4,812 |
| Adjusted net (debt)/cash (note 25)  (ii) | (2,998) | 680 | 1,199 | 2,744 | 2,858 |

CASH FLOWS

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Year ended 31 December (restated)  (ii) | 2020  £m | 2021  £m | 2022  £m | 2023  £m | 2024  £m |
| Net cash flow from operating activities before exceptional payments | 1,532 | 1,687 | 1,338 | 2,758 | 1,155 |
| Payments relating to exceptional charges in operating costs | (132) | (76) | (24) | (6) | (6) |
| Net cash flow from investing activities | (285) | 2,263 | (566) | 115 | 493 |
| Net cash flow before cash flow from financing activities | 1,115 | 3,874 | 748 | 2,867 | 1,642 |

(i) Results have been restated to reflect the new operating structure of the Group, effective during 2021.

(ii) Results have been restated to reflect the change in definition of adjusted net cash/debt in 2021.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 283 |
|  |  |  |

#### Shareholder information

![]()

General enquiries

Centrica’s share register is administered and maintained by Equiniti,

our Registrar, whom you can contact directly if you have any

questions about your shareholding which are not answered here or

on our website. You can contact Equiniti using the following details:

Address: Equiniti, Aspect House, Spencer Road, Lancing,

West Sussex BN99 6DA, UK

Telephone: +44 (0)371  384 2985\*

Contact: help.shareview.co.uk

Website: equiniti.com

You can also contact Equiniti using the Relay UK website

at relayuk.bt.com

\*Calls to an 03 number cost no more than a national rate call to an 01 or 02 number.

Lines open 8.30am to 5.30pm, Monday to Friday (UK time), excluding public

holidays in England and Wales.

When contacting Equiniti or registering via shareview.co.uk, you

should have your shareholder reference number to hand. This can

be found on your share certificate, dividend confirmation or any

other correspondence you have received from Equiniti.

Together with Equiniti, we have introduced an electronic queries

service to enable our shareholders to manage their investment at

a convenient time. Details of this service can be found at

shareview.co.uk.

Dividend

As communicated previously, dividends are now paid only by direct

transfer to your bank or building society account, rather than by

cheque. This is faster, more secure and better for the environment.

If you have not already done so, please therefore provide Equiniti

with your bank or building society account details. You can do

this online at shareview.co.uk or by telephoning Equiniti on +44

(0)371 384 2985.

American Depositary Receipt (ADR)

We have an ADR programme, trading under the symbol CPYYY.

Centrica’s ratio is one ADR being equivalent to four ordinary shares.

Further information is available on our website or please contact:

Regular mail delivery address: BNY Mellon Shareowner Services,

PO Box 43006, Providence, RI 02940-3006, USA

Overnight, certified, registered delivery address: BNY Mellon

Shareowner Services, 150 Royall Street, Suite 101, Canton, MA

02021, USA

Email: shrrelations@cpshareownerservices.com

Website: mybnymdr.com

Telephone: +1 888 269 2377 (toll-free in the US)

Outside the US: +1 201 680 6825

Manage your shares online

We actively encourage our shareholders to receive

communications via email and view documents electronically via our

website, centrica.com. Receiving communications and documents

electronically saves your Company money and reduces our

environmental impact. If you sign up for electronic communications,

you will receive an email to notify you that new shareholder

documents are available to view online, including the Annual Report

and Accounts, on the day it is published.

You will also receive alerts to let you know that you can cast your

Annual General Meeting (AGM) vote online. You can manage your

shareholding online by registering at shareview.co.uk, a free online

platform provided by Equiniti, which allows you to:

• View information about your shareholding;

• Update your personal details and your bank account details; and

• Appoint a proxy for the AGM.

Centrica FlexiShare

FlexiShare is an easy way to hold Centrica shares without a share

certificate. Your shares are held by a nominee company, Equiniti

Financial Services Limited. However, you are able to attend and vote

at general meetings as if the shares were held in your own name.

Holding your shares in this way is free and gives you:

• Low cost share dealing rates (full details of which are available

on centrica.com, together with dealing charges);

• Quicker settlement periods for buying and selling shares; and

• No paper share certificates to lose.

centrica.com

The Shareholder Centre on our website contains a wide range of

information including a dedicated investors section where you can

find further details about shareholder services including:

• Share price information;

• Dividend history;

• Telephone and internet share dealing;

• Downloadable shareholder forms; and

• Taxation.

This Annual Report and Accounts can also be viewed online by

visiting centrica.com/ar24.

ShareGift

If you have a small number of shares and the dealing costs or the

minimum fee make it uneconomical to sell them, it is possible to

donate them to ShareGift, a registered charity, which provides a

free service to enable you to dispose charitably of such shares.

More information on this service can be found at sharegift.org or by

calling +44 (0)20 7930 3737.

Financial calendar

|  |  |
| --- | --- |
|  |  |
| Ex-dividend date for 2024 final dividend | 1 May 2025 |
| Record date for 2024 final dividend | 2 May 2025 |
| Annual General Meeting (AGM) | 8 May 2025 |
| Payment of 2024 final dividend | 5 June 2025 |

For more information on Centrica’s financial calendar, please

visit centrica.com/investors/financial-calendar.

|  |  |
| --- | --- |
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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

#### Additional information – explanatory notes (unaudited)

Definitions and reconciliation of adjusted performance measures

Centrica’s 2024 consolidated Financial Statements include a number of non-GAAP measures. These measures are chosen as they provide

additional useful information on business performance and underlying trends. They are also used to measure the Group’s performance

against its strategic financial framework. They are not however, defined terms under IFRS and may not be comparable with similarly titled

measures reported by other companies. Where possible they have been reconciled to the statutory equivalents from the primary

statements (Group Income Statement (I/S), Group Balance Sheet (B/S), Group Cash Flow Statement (C/F)) or the notes to the Financial

Statements.

Adjusted revenue, adjusted gross margin, adjusted operating profit, adjusted earnings and free cash flow have been defined and reconciled

separately in notes 2, 4 and 10 to the Financial Statements where further explanation of the measures is given. Additional performance

measures are used within these Financial Statements to help explain the performance of the Group and these are defined and reconciled

below. Further information has been provided to help readers when reconciling between different parts of the consolidated Group Financial

Statements, and when reconciling cash flow measures to the Group Cash Flow Statement.

Adjusted EBITDA

Adjusted EBITDA is a business performance measure of operating profit, after adjusting for depreciation and amortisation. It provides

a performance measure in its own right, and provides a bridge between the Income Statement and the Group’s key cash metrics.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m | Change |
| Group operating profit | I/S | 1,703 | 6,512 |  |
| Exceptional items included within Group operating profit and certain re-measurements  before taxation | 7 | 128 | 645 |  |
| Certain re-measurements before taxation | 7 | (279) | (4,405) |  |
| Share of taxation, depreciation and amortisation of joint ventures and associates | 6 | 257 | 206 |  |
| Depreciation and impairments of PP&E  (i) | 4 | 409 | 404 |  |
| Amortisation and impairments of intangibles (i) | 4 | 87 | 138 |  |
| Group total adjusted EBITDA including share of EBITDA from joint ventures and  associates |  | 2,305 | 3,500 | (34)% |
| Less: share of EBITDA from joint ventures and associates | 6 | (513) | (415) |  |
| Group total adjusted EBITDA |  | 1,792 | 3,085 | (42)% |

(i) These line items relate to business performance only.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 285 |
|  |  |  |

The below table shows how adjusted EBITDA reconciles to free cash flow:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Adjusted EBITDA |  | 1,792 | 3,085 |
| Group operating profit, including share of losses of joint ventures and associates, from exceptional items and  certain re-measurements | I/S | 151 | 3,760 |
| Share of losses of joint ventures and associates, net of interest and taxation, from exceptional items and certain  re-measurements | I/S | — | 1 |
| Depreciation, amortisation and impairments, from exceptional items and certain re-measurements | I/S | 75 | 645 |
| Gain on disposals | C/F | (4) | — |
| Increase/(decrease) in provisions | C/F | 110 | (1,021) |
| Cash contributions to defined benefit schemes in excess of service cost income statement charge | C/F | (208) | (215) |
| Employee share scheme costs | C/F | 47 | 31 |
| Unrealised losses/(gains) arising from re-measurement of energy contracts | C/F | 96 | (2,949) |
| Net movement in working capital | C/F | (252) | 244 |
| Taxes paid | C/F | (636) | (803) |
| Operating interest paid | C/F | (16) | (20) |
| Payments relating to exceptional charges in operating profit | C/F | (6) | (6) |
| Net cash flow from operating activities |  | 1,149 | 2,752 |
| Purchase of businesses and assets, net of cash acquired | C/F | (92) | (34) |
| Sale of businesses, including receipt of deferred consideration | C/F | 4 | 55 |
| Purchase of property, plant and equipment and intangible assets | C/F | (416) | (335) |
| Investments in joint ventures and associates | C/F | — | (9) |
| Dividends received from joint ventures and associates | C/F | 355 | 220 |
| Net purchase of other investments | C/F | (56) | (37) |
| UK pension deficit payments | 4 | 176 | 180 |
| Movements in variation margin and collateral | 4 | (131) | (585) |
| Group total free cash flow | 4 | 989 | 2,207 |

The below table shows the reconciliation from net movement in working capital to adjusted net movement in working capital:

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Decrease in inventories | C/F | 164 | 186 |
| Decrease in trade and other receivables and contract-related assets relating to business performance | C/F | 241 | 2,911 |
| Decrease in trade and other payables and contract-related liabilities relating to business performance | C/F | (657) | (2,853) |
| Net movement in working capital |  | (252) | 244 |
| Less: Movements in collateral included within working capital | 25 | (47) | (477) |
| Other reconciling items: |  |  |  |
| Decrease in provisions related to business performance, excluding payments related to decommissioning  provisions (i) |  | (5) | (15) |
| Unrealised gains arising from re-measurement of energy contracts relating to business performance |  | 429 | 518 |
| Operating interest paid | C/F | (16) | (20) |
| Other |  | 15 | (6) |
| Adjusted net movement in working capital |  | 124 | 244 |

(i) Decrease in provisions related to business performance excludes payments related to decommissioning provisions of £80 million (2023: £173 million).

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|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

Definitions and reconciliation of adjusted performance measures

Group net investment

With an increased focus on cash generation, capital discipline and managing adjusted net cash/debt, Group net investment provides a

measure of the Group’s capital expenditure from a cash perspective and allows the Group’s capital discipline to be assessed.

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m | Change |
| Capital expenditure (including small acquisitions)  (i) |  | 564 | 415 |  |
| Net disposals  (ii) |  | (4) | (55) |  |
| Group net investment |  | 560 | 360 | 56% |
| Dividends received from joint ventures and associates | C/F | (355) | (220) |  |
| Interest received | C/F | (317) | (267) |  |
| Settlement of securities | C/F | (400) | — |  |
| Purchase of securities | C/F | 19 | 12 |  |
| Net cash inflow from investing activities | C/F | (493) | (115) | 329% |

(i) Capital expenditure is the net cash flow on capital expenditure, purchases of businesses, assets and other investments, and investments in joint ventures and associates

(less than £100 million). See table (a).

(ii) Net disposals is the net cash flow from sales of businesses, and property, plant and equipment and intangible assets. See table (b).

Group net investment is capital expenditure including acquisitions less net disposals. It excludes cash flows from investing activities not

associated with capital expenditure as detailed in the table above.

(a) Capital expenditure (including small acquisitions)

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m | Change |
| Purchase of property, plant and equipment and intangible assets | C/F | 416 | 335 |  |
| Purchase of businesses and assets, net of cash acquired | C/F | 92 | 34 |  |
| Investment in joint ventures and associates | C/F | — | 9 |  |
| Net purchase of other investments | C/F | 56 | 37 |  |
| Capital expenditure (including small acquisitions) |  | 564 | 415 | 36% |

(b) Net disposals

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m | Change |
| Sale of businesses, including receipt of deferred consideration | C/F | (4) | (55) |  |
| Net disposals |  | (4) | (55) | (93)% |

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| --- | --- | --- |
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| Centrica plc Annual Report and Accounts 2024 |  | 287 |
|  |  |  |

Definitions and reconciliation of adjusted performance measures

The following tables provide additional information to help readers when reconciling between different parts of the consolidated Group

Financial Statements, and the Group Cash Flow Statement.

Reconciliation from free cash flow to change in adjusted net cash

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Group total free cash flow | 4 | 989 | 2,207 |
| Financing interest paid | C/F | (283) | (286) |
| Interest received | C/F | 317 | 267 |
| Premium paid on debt repurchase | 7 | (68) | — |
| UK pension deficit payments | 4 | (176) | (180) |
| Proceeds from exercise of share options | C/F | — | 6 |
| Payments for own shares | C/F | (8) | — |
| Share buyback programme | C/F | (499) | (613) |
| Distributions to non-controlling interests | C/F | — | (17) |
| Equity dividends paid | C/F | (219) | (186) |
| Movements in variation margin and collateral | 4 | 131 | 585 |
| Cash flows affecting adjusted net cash |  | 184 | 1,783 |
| Non-cash movements in adjusted net cash |  | (70) | (238) |
| Change in adjusted net cash |  | 114 | 1,545 |
| Opening adjusted net cash | 25 | 2,744 | 1,199 |
| Closing adjusted net cash | 25 | 2,858 | 2,744 |

Reconciliation of adjusted net cash to unadjusted net cash

Adjusted net cash is a business performance measure used by management to assess the underlying indebtedness of the business.

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Adjusted net cash | 25 | 2,858 | 2,744 |
| Less: current and non-current securities | 25 | (139) | (521) |
| Less: sub-lease assets | 25 | — | (2) |
| Unadjusted net cash |  | 2,719 | 2,221 |

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| --- | --- |
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|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

Definitions and reconciliation of adjusted performance measures

Depreciation, amortisation and impairments

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Movement from depreciation, amortisation and impairments, from exceptional  items included in the Group Cash Flow Statement | 7 | 75 | 645 |
| Comprised of: |  |  |  |
| Impairment of power assets | 7 | 75 | 563 |
| Impairment of gas storage asset | 7 | — | 82 |
| Movement from depreciation, amortisation and impairments, from business performance included in the  Group Cash Flow Statement |  | 496 | 542 |
| Comprised of: |  |  |  |
| Business performance PP&E depreciation | 4 | 387 | 395 |
| Business performance PP&E impairments | 4 | 22 | 9 |
| Business performance intangibles amortisation | 4 | 86 | 123 |
| Business performance intangibles impairments | 4 | 1 | 15 |
|  |  |  |  |
| Movement from depreciation, amortisation and impairments included in the Group Cash Flow Statement |  | 571 | 1,187 |

Reconciliation of receivables and payables to the Group Cash Flow Statement

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Receivables opening balance | B/S | 5,619 | 8,579 |
| Less: receivables closing balance | B/S | (5,383) | (5,619) |
| Payables (incl. insurance contract liabilities) opening balance | B/S | (7,372) | (10,341) |
| Less: payables (incl. insurance contract liabilities) closing balance | B/S | 6,742 | 7,372 |
| Net movement in receivables and payables |  | (394) | (9) |
| Non-cash changes, and other reconciling items: |  |  |  |
| Movement in share buyback liability |  | 19 | 113 |
| Business acquisitions and disposals |  | (28) | (55) |
| Movement in capital creditors |  | (20) | 8 |
| Movement in ROCs and emission certificate intangible assets |  | (26) | (13) |
| Other movements (including foreign exchange movements) |  | 33 | 14 |
| Non-cash changes, and other reconciling items |  | (22) | 67 |
| Movement in trade and other receivables, trade and other payables and contract-related assets/liabilities relating  to business performance | C/F | (416) | 58 |

Pensions

|  |  |  |  |
| --- | --- | --- | --- |
|  |  |  |  |
| Year ended 31 December | Notes | 2024  £m | 2023  £m |
| Cash contributions to defined benefit schemes in excess of service cost income statement charge | C/F | (208) | (215) |
| Ordinary employer contributions | 22 | (51) | (56) |
| UK pension deficit payments | 22 | (176) | (180) |
| Contributions by employer in respect of employee salary sacrifice arrangements | 22 | (24) | (24) |
| Total current service cost, including salary sacrifice | 22 | 42 | 46 |
| Termination cost/(benefit) | 22 | 1 | (1) |

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 289 |
|  |  |  |

#### People and Planet – Performance measures

In 2024, we engaged DNV Business Assurance Services UK Limited (DNV) to conduct an independent limited assurance engagement using

the International Standard on Assurance Engagements (ISAE) 3000 (Revised): ‘Assurance Engagements Other Than Audits or Reviews of

Historical Financial Information’. DNV has provided an unqualified opinion in relation to five KPIs that are identified with the symbol ‘†’ and

feature on pages 1, 62, 75 to 76, 289 and 291. It is important to read the responsible business information in the Annual Report and Accounts

2024 in the context of DNV’s full limited assurance statement and Centrica’s Basis of Reporting, which are available at

centrica.com/assurance

|  |  |
| --- | --- |
|  |  |
|  | Read more about our People & Planet Plan on pages 58 to 77 |
|  | Read more about our wider non-financial performance at centrica.com/datacentre |

|  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |
| Progress against our People & Planet Plan | |  |  |  |  |  |
| Key | Progress against goals:   On track    Behind | |  |  |  |  |  |
| Goal | Milestone | 2024 Progress |  |  | 2023 Progress |  |
| Create an engaged team that reflects the full  diversity of the communities we serve by 2030 –  this means all company and senior leaders  to be (i):  • 48% women  • 18% ethnically diverse  • 20% disability  • 3% LGBTQ+  • 4% ex-service | By the end of 2025:  • 40% women  • 16% ethnically diverse  • 10% disability  • 3% LGBTQ+  • 3% ex-service | All company: (ii) |  |  | Senior leaders: (ii) |  |
| • 31% women |  |  | • 30% women |  |
| – 41% excluding  Field engineers |  |  | – 41% excluding  Field engineers |  |
| • 16% ethnically diverse |  |  | • 15% ethnically diverse |  |
| • 6% disability |  |  | • 3% disability |  |
| • 4% LGBTQ+ |  |  | • 3% LGBTQ+ |  |
| • 2% ex-service |  |  | • 2% ex-service |  |
|  |  |  |  |  |
| Senior leaders: (ii) |  |  | Senior leaders: (ii) |  |
| • 34% women |  |  | • 32% women |  |
| – 31% excluding  Field engineers |  |  | – 32% excluding  Field engineers |  |
| • 10% ethnically diverse |  |  | • 9% ethnically diverse |  |
| • 5% disability |  |  | • 2% disability |  |
| • 2% LGBTQ+ |  |  | • 2% LGBTQ+ |  |
| • 2% ex-service |  |  | • 2% ex-service |  |
| Recruit 3,500 apprentices and provide career  development opportunities for under-  represented groups by 2030  (base year 2021) | 2,000 apprentices by the  end of 2025 | 1,537 apprentices |  |  | 1,198 apprentices |  |
| Inspire colleagues to give 100,000 days  to build inclusive communities by 2030  (base year 2019) | 35,000 days by the end of  2025 | 31,639 days |  |  | 20,956 days (iii) |  |
| Help our customers be net zero by 2050 (iv)  (base year 2019) | 28% greenhouse gas  (GHG) intensity reduction  by the end of 2030 | 6% reduction † |  |  | 9% reduction (iii) |  |
| Be a net zero business by 2040 (v)  (base year 2019) | 50% GHG reduction by the  end of 2032 | 18% reduction |  |  | 21% reduction |  |

†    Included in DNV’s independent limited assurance report. See page 289 or centrica.com/assurance for more.

(i) Aligns with latest 2021 Census data for working populations.

(ii) Beyond gender, Centrica’s 2024 performance is based on colleague voluntary disclosure of 94% ethnic diversity, 51% disability, 59% LGBTQ+ and 4% ex-service. For

2023, this was 74% ethnic diversity, 45% disability, 51% LGBTQ+ and 3% ex-service. All company relates to everyone who works for Centrica. Senior leaders include

colleagues above general management and spans senior leaders, the Centrica Leadership Team and the Board.

(iii) Restated due to availability of improved data.

(iv) Net zero goal measures the GHG intensity of our customers’ energy use including electricity and gas with a 2019 base year of 182gCO2e/kWh. Target is normalised to

reflect acquisitions and divestments in line with changes in Group customer base. It’s also aligned to the Paris Agreement and based on science to limit global warming,

corresponding to a well below 2°C pathway initially and 1.5°C by mid-century.

(v) Following an update to our Climate Transition Plan (see page 73), we accelerated our net zero goal which was previously focused on achieving a 40% reduction in

emissions by the end of 2034 and net zero by 2045. Net zero goal measures Scope 1 (direct) and 2 (indirect) GHG emissions based on operator boundary. Comprises

emissions from all operated assets and activities including the shipping of Liquefied Natural Gas (LNG) alongside the retained Spirit Energy assets in the UK and the

Netherlands. Non-operated nuclear emissions are excluded. Target is normalised to reflect acquisitions and divestments in line with changes in Group structure against a

2019 base year of 2,120,446mtCO2e. It’s also aligned to the Paris Agreement and based on science to limit global warming, corresponding to a well below 2°C pathway

initially and 1.5°C by 2040.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

Progress against our Foundations

People

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Metric | 2024 |  | 2023 |  | What’s next |
| Customers |  |  |  |  |  |
| British Gas Services & Solutions –  Services Engineer Net Promoter  Score (NPS) (i) | +73 |  | +71 |  | Deliver energy, services and solutions that energise a greener, fairer  future for all |
| British Gas Energy – Residential  energy Touchpoint NPS (ii) | +29 |  | +17 |  |
| Bord Gáis Energy – Journey NPS (iii) | +36 |  | +18 |  |
| Centrica Business Solutions – Energy  supply Touchpoint NPS (iv) | +37 |  | +25 |  |
| British Gas Services & Solutions –  Services complaints per customer  (vi) | 5.3% |  | 6.0% |  | Maintain focus on driving down complaints by improving customer  experience |
| British Gas Energy – Residential  energy complaints per customer (vii) | 10.1% |  | 13.3% |  |
| Bord Gáis Energy – Complaints per  customer (viii) | 0.9% |  | 1.7% |  |
| Centrica Business Solutions – Energy  supply complaints per site (ix) | 2.4% |  | 3% |  |
| Customer safety incident frequency  rate per 1,000,000 jobs completed | 1.15 |  | 2.82 |  | Keep customers safe by following controls and encouraging customers  to maintain distance from work areas |

(v)

(v)

(i) Measured independently, through individual questionnaires, the customer’s willingness to recommend British Gas following a gas engineer visit.

(ii) Measured independently, through individual questionnaires, the customer’s willingness to recommend British Gas Energy following contact.

(iii) Weighted NPS for the main customer interaction channels.

(iv) Measured independently, through individual questionnaires and the customer’s willingness to recommend, on a year-to-date basis.

(v) Restated to reflect changes in methodology. NPS now uses year-to-date data whilst complaints uses sites rather than customer numbers.

(vi) Total complaints, where we identify material distress, inconvenience or financial loss, as a percentage of average customers over the year.

(vii) Total complaints, measured as an expression of dissatisfaction in line with submissions made to Ofgem, as a percentage of average customers over the year.

(viii) Total complaints, measured as any oral or written expression of dissatisfaction, as a percentage of average customers over the year.

(ix) Total complaints, measured as any oral or written expression of dissatisfaction, as a percentage of total sites over the year.

|  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |
| Metric | 2024 |  | 2023 |  | What’s next |
| Colleagues |  |  |  |  |  |
| Colleague engagement (i) | 8.1 |  | 7.7 |  | Strive to maintain current high engagement levels by continuing to  connect colleagues with our Purpose and strategy whilst creating an  inspiring and inclusive workplace, that motivates colleagues and  empowers us all to go further and faster |
| Gender pay gap (ii) | 13% median |  | 14% median |  | Reduce our pay gaps by building a diverse and inclusive team through  our People & Planet Plan and associated Diversity, Equity and Inclusion  Action Plans |
|  | 13% mean |  | 15% mean |  |
| Gender bonus gap (iii) | 20% median |  | 14% median |  |
|  | 48% mean |  | 36% mean |  |
| Ethnicity pay gap (ii) (iv) | 7% median |  | 11% median |  |
|  | 10% mean |  | 2% mean |  |
| Ethnicity bonus gap (iii) (iv) | 21% median |  | 25% median |  |
|  | –12% mean |  | 4% mean |  |
| Retention | 91% |  | 90% |  | Improve retention through our focus on talent development whilst  providing a supportive and inclusive culture |
| Absence (v) | 12 days |  | 10 days |  | Reduce absence through good management practices alongside  proactive support and education via our health and wellbeing suite  of support |
| Total recordable injury frequency rate  (TRIFR) per 200,000 hours worked | 0.63 |  | 0.84 |  | Drive down TRIFR and LTIFR by keeping safety front-of-mind  and reinforcing a strong safety culture whilst advancing controls  and monitoring |
| Lost time incident frequency rate  (LTIFR) per 200,000 hours worked | 0.38 |  | 0.44 |  |
| Process safety incident frequency  rate (Tier 1 and 2) per 200,000 hours  worked | 0.10 |  | 0.09 |  | Continue to ensure robust operational controls and operator  competencies, timely safety-critical maintenance programmes  and effective performance management |
| Significant process safety events (Tier 1) | 1 |  | 1 |  |
| Fatalities | 0 |  | 1 (vi) |  | Maintain zero fatalities |

(i) Based on an average score out of 10, measuring how colleagues feel about the Company.

(ii) Based on hourly rates of pay for all employees at full pay (including bonus and allowances) at the snapshot dates of 5 April 2023 and 2024. Read our Gender and Ethnicity

Pay Statement to find out more at centrica.com/pay.

(iii) Includes anyone receiving a bonus during the 12-month period leading up to the pay gap snapshot date and who are still employed on the snapshot date.

(iv) Based on 77% of colleagues in 2024 and 74% of colleagues in 2023, who confirmed whether they are from a Black, Asian or Mixed/Other ethnic group.

(v) Relates to absence from sickness rather than wider forms of absence such as bereavement. Scope based on UK where the majority of our team are located due to

absence being tracked differently across geographies.

(vi) A road traffic collision involving a Dyno Franchisee, resulted in a member of the public sadly losing their life.

|  |  |  |
| --- | --- | --- |
|  |  |  |
|  |  |  |
| Centrica plc Annual Report and Accounts 2024 |  | 291 |
|  |  |  |

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Metric | 2024 |  | 2023 | What’s next |
| Communities |  |  |  |  |
| Total community  contributions | £601.8m (i) |  | £501.4m (ii) | Continue to make a big difference across our local  communities – from helping people with their energy bills and  emissions, to volunteering and fundraising for local causes  that colleagues care passionately about |
| On the ground site audits  completed | 27 |  | 20 | Continue to monitor and raise standards across our supply  chain to reduce risk and guard against modern slavery,  focusing on enhancing engagement and controls |
| Sites completing remote  worker surveys | 7 |  | 13 |
| Colleagues committed to  Our Code | 99% |  | 96% | Ensure all colleagues uphold Our Code as part of our  commitment to doing the right thing and acting with integrity |

(i) Comprises £596.8m in mandatory and £1.4m in voluntary contributions to support vulnerable customers and communities, alongside £3.6m in charitable donations

which includes £0.2m in contributions from third parties such as colleague payroll giving.

(ii) Comprises £409.4m in mandatory and £88.1m in voluntary contributions to support vulnerable customers, communities and colleagues, alongside £3.8m in charitable

donations which includes £0.2m in contributions from third parties such as colleague payroll giving. Sum of constituent parts does not align with total due to rounding.

Restated due to availability of improved data.

Planet

|  |  |  |  |  |
| --- | --- | --- | --- | --- |
|  |  |  |  |  |
| Metric | 2024 |  | 2023 | What’s next |
| Greenhouse gas (GHG)  and energy |  |  |  |  |
| Total GHG emissions  (Scope 1 and 2)  (i) | 1,733,882tCO2 e (ii) † |  | 1,685,840tCO2 e (iii) (iv) | Measure and reduce emissions to achieve our People &  Planet Plan goals of being a net zero business by 2040 and  helping our customers be net zero by 2050, enabled through  the delivery of our Climate Transition Plan |
| Scope 1 emissions | 1,726,177tCO2 e (v) † |  | 1,678,457tCO2 e (iv) (vi) |
| Scope 2 emissions | 7,706tCO2e  (vii) † |  | 7,383tCO2e  (iv) (viii) |
| Scope 3 emissions (ix) | 21,860,510tCO2e |  | 21,180,922tCO2e |
| Total GHG intensity  by revenue  (x) | 87tCO2e/£m (xi) |  | 64tCO2e/£m (xii) | Analyse the impact of our strategy on decoupling GHG  emissions from value creation |
| Total energy use | 7,925,163,679kWh (xiii)  † |  | 7,437,652,380kWh (iv) (xiv) | Remain focused on energy efficiency as we strive to be a net  zero business by 2040 |
| Water, waste and  non-compliance |  |  |  |  |
| Total water use | 357,260m3 |  | 335,512m3 | Effectively monitor, manage and reduce our water use and  waste production, as well as our incidence of environmental  non-compliance |
| Total waste generated | 16,651 tonnes |  | 15,161 tonnes |
| Environmental  non-compliance (xv) | 2 |  | 12 |

Reporting is based on operator boundary which is the more commonly used approach for reporting environmental matters, and includes all emissions from our shipping

activities relating to LNG alongside the retained Spirit Energy assets in the UK and Netherlands. Non-operated nuclear emissions are excluded.

†Included in DNV’s independent limited assurance report. See page 289 or centrica.com/assurance for more.

(i) Comprises Scope 1 and Scope 2 emissions as defined by the Greenhouse Gas Protocol.

(ii) Comprises UK 578,677tCO2e and non-UK 1,155,205tCO2e.

(iii) Comprises UK 547,555tCO2e and non-UK 1,138,285tCO2e.

(iv) Included in DNV’s limited assurance scope for the Annual Report 2023. See centrica.com/performanceandreporting for our 2023 Basis of Reporting and DNV’s 2023

Assurance Statement. Previous figures included in DNV’s limited assurance scope which have subsequently been restated due to availability of improved data are Total

GHG emissions (Scope 1 and 2): 1,681,475tCO2e, Scope 1: 1,674,829tCO2e and Scope 2: 6,647tCO2e.

(v) Comprises UK 572,939tCO2e and non-UK 1,153,238tCO2e.

(vi) Comprises UK 542,244tCO2e and non-UK 1,136,213tCO2e.

(vii) Market-based, comprises UK 5,738tCO2e and non-UK 1,967tCO2e. Sum of constituent parts does not align with total due to rounding. Location-based is 17,361tCO2e.

(viii) Market-based, comprises UK 5,312tCO2e and non-UK 2,071tCO2e. Location-based is 17,041tCO2e.

(ix) Includes emissions from the following Scope 3 categories defined by the Greenhouse Gas Protocol: purchased goods and services, capital goods, fuel and energy-

related activities, waste generated in operations, business travel, employee commuting, upstream and downstream transportation and distribution, use of sold

product and investments. All emissions are calculated in line with the methodologies set out by the Greenhouse Gas Protocol’s technical guidance, apart from

working from home emissions which are based on methodology set out in EcoAct’s homeworking emissions whitepaper. Other categories spanning upstream leased

assets, processing of sold products, end-of-life treatment of sold product, downstream leased assets and franchises, are not included because they are not relevant

to our business.

(x) Carbon intensity of revenue is employed as our intensity measure because it is the most meaningful intensity measure for our diverse business and is the most widely

used and understood measure for climate-related stakeholders such as CDP. Based on statutory revenue.

(xi) Comprises UK 36tCO2e/£m and non-UK 315tCO2e/£m.

(xii) Comprises UK 25tCO2e/£m and non-UK267tCO2e/£m.

(xiii) Comprises UK & Offshore 1,812,987,689kWh and non-UK energy use 6,112,175,991kWh. Sum of constituent parts does not align with total due to rounding.

(xiv) Comprises UK & Offshore 1,654,616,311kWh and non-UK energy use 5,783,036,069kWh.

(xv) Includes breaches of environmental authorisation including permit, licence and consent coupled with wider environmental legislation where we are either required

to notify the regulator or where an authority or regulator is involved. The majority of incidents relate to offshore activities.

|  |  |
| --- | --- |
|  |  |
|  |  |
|  | Strategic Report        Governance        Financial Statements        Other Information |
|  |  |

#### Glossary

|  |  |
| --- | --- |
|  |  |
| $ | Refers to US dollars unless specified otherwise |
| 2P reserves | Proven and probable reserves |
| Acas | The Advisory, Conciliation and Arbitration Service is an  independent public body that receives funding from the UK  Government to provide employees and employers with free  impartial advice on workplace rights and to help resolve  disputes |
| AGM | Annual General Meeting |
| AIP | Annual Incentive Plan |
| bcf | Billion cubic feet |
| CFD | Climate-related Financial Disclosure |
| CHP | Combined Heat and Power |
| CO2 e | Universal unit of measurement of the global warming potential  (GWP) of greenhouse gases (GHG) expressed in terms of the  GWP of one unit of CO 2e (carbon dioxide equivalent) |
| CPI | Consumer Price Index |
| CSS | Consolidated Segmental Statement |
| CUPS DB | Centrica Unapproved Pension Scheme defined benefit |
| CUPS DC | Centrica Unapproved Pension Scheme defined contribution |
| Data analytics | The process of examining data sets to draw conclusions and  insights about the information they contain |
| EBITDA | Earnings before interest, tax, depreciation and amortisation |
| EBT | Employee Benefit Trust |
| EP | Economic profit |
| EPS | Earnings per share |
| ESG | Environmental, Social & Governance |
| Ethnically  diverse | Colleagues from a Black, Asian, Mixed or other ethnic  background |
| EV | Electric vehicle |
| EU | European Union |
| FCA | Financial Conduct Authority |
| FCF | Free cash flow |
| FRS | Financial Reporting Standards |
| GDPR | General Data Protection Regulation |
| GHG | Greenhouse gas emissions |
| GM | Gross margin |
| GMB | Trade union |
| Green jobs | Jobs that have a direct positive impact on the planet |
| GW | Gigawatt |
| GWh | Gigawatt hour |
| IAS | International Accounting Standards |
| IFRS | International Financial Reporting Standards |
| KPI | Key performance indicators |
| kWh | Kilowatt hour |
| LGBTQ+ | Lesbian, Gay, Bisexual, Trans and Queer/Questioning plus. The  ‘plus’ is inclusive of other groups such as asexual, intersex and  questioning |

|  |  |
| --- | --- |
|  |  |
| LNG | Liquefied natural gas |
| LTIFR | Lost time injury frequency rate |
| mmboe | Million barrels of oil equivalent |
| MThms | Million therms |
| MWh | Megawatt hour |
| Net zero | The point at which there is a balance between human-related  carbon dioxide (CO2) being emitted into the atmosphere and  the CO2 taken out |
| NGO | Non-governmental organisation |
| NPS | Net Promoter Score |
| Ofgem | The government regulator for gas and electricity markets  in Great Britain |
| Paris  Agreement | A global agreement to keep temperature rise well below 2°C  above pre-industrial levels, and pursue efforts to limit the  increase to 1.5°C |
| PP&E | Property, Plant and Equipment |
| ppt | Percentage point |
| Process safety | Process safety is concerned with the prevention of harm  to people and the environment, or asset damage from major  incidents such as fires, explosions and accidental releases  of hazardous substances |
| PRA | Prudential Regulatory Authority |
| PRT | Petroleum Revenue Tax |
| PWR | Pressurised water reactor |
| RBD | Reconciliation by difference |
| ROC | Renewable Obligation Certificate |
| RPI | Retail Price Index |
| SAYE | Save As You Earn |
| SESC | Safety, Environment and Sustainability Committee |
| SIP | Share Incentive Plan |
| tCO2e | Tonnes of carbon dioxide equivalent |
| T&Cs | Terms and Conditions |
| TCFD | Task Force on Climate-related Financial Disclosures |
| The Company | Centrica plc |
| The Group | Centrica plc and all of its subsidiary entities |
| TRIFR | Total recordable injury frequency rate |
| TSR | Total shareholder return |
| TWh | Terawatt hour |
| UAOCF | Underlying adjusted operating cash flow |
| Under-  represented  groups | A person or group of people who are insufficiently or  inadequately represented in society such as women  apprentices or those who are ethnically diverse, have  a disability, are LGBTQ+ or carers |
| VIU | Value in use |
| WBCSD | World Business Council for Sustainable Development |
| WRI | World Resources Institute |

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Disclaimer

This Annual Report and Accounts does not constitute an invitation to underwrite,

subscribe for, or otherwise acquire or dispose of any Centrica shares or other securities.

This Annual Report and Accounts contains certain forward-looking statements, forecasts

and projections that reflect the current intentions, beliefs or expectations of Centrica’s

Management with respect to, the Group’s financial condition, goals and commitments,

prospects, growth, strategies, results, operations and businesses of Centrica.

These statements only take into account information that was available up to and

including the date that this Annual Report and Accounts was approved and can be

identified by the use of terms such as ‘intend’, ‘aim’, ‘project’, ‘anticipate’, ‘estimate’, ‘plan’,

‘believe’, ‘expect’, ‘forecasts’, ‘may’, ‘could’, ‘should’, ‘will’, ‘continue’ and other similar

expressions of future performance and results including any of their negatives.

Although we make such statements based on assumptions that we believe to be

reasonable, by their nature, readers are cautioned that these forward-looking statements

are not guarantees or predictions of the Group’s future performance and undue reliance

should not be placed on them when making investment decisions. Any reliance placed on

this Annual Report and Accounts or past performance is not indicative of future results

and is done entirely at the risk of the person placing such reliance.

There can be no assurance that the Group’s actual future results, financial condition,

performance, operations and businesses will not differ materially from those expressed or

implied in the forward-looking statements due to a variety of factors that are beyond the

control of the Group and therefore cannot be precisely predicted. Such factors include,

but not limited to, those set out in the Principal Risks and Uncertainties section of the

Strategic Report in this Annual Report and Accounts. Other factors could also have an

adverse effect on our business performance and results.

At any time subsequent to the approval of this Annual Report and Accounts, neither

Centrica nor any other person assumes responsibility for the accuracy and completeness

or undertakes any obligation, to update or revise any of these forward-looking

statements to reflect any new information or any changes in events, conditions or

circumstances on which any such forward-looking statement is based save in respect of

any requirement under applicable law or regulation.

Further when considering the information contained in, or referred to in this Annual Report

and Accounts, please note that profit and inventory from Rough operations are reported

under Centrica Energy Storage Limited, also referred to as Centrica Energy Storage+, for

presentational purposes only. Centrica Energy Storage Limited does not produce, supply

or trade gas, except to the extent necessary for the efficient operation of the storage

facility. In accordance with the Gas Act 1986, such production, supply and trading of gas

is carried out wholly independently of Centrica Energy Storage Limited by other Centrica

group companies.

Certain figures shown in this announcement were rounded in accordance with standard

business rounding principles and therefore there may be discrepancies.

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Centrica plc

Registered office:

Millstream

Maidenhead Road

Windsor

Berkshire

SL4 5GD

Company registered

in England and Wales

No. 3033654

centrica.com

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