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AGM 2022

Jul 5, 2022

Archie Norman
Chairman, Marks & Spencer Group

Welcome to the Marks & Spencer 2022 AGM, which I now declare officially open. I'm gonna say a few words about our AGM and about the process and about where we are with the business. Then Steve Rowe, whose last day of employment in the business is today, is going to say a few words about his nearly 40 years tenure with the business and his reflections on Marks & Spencer. We're then going to have an introduction from Stuart Machin, our Chief Executive, Katie Bickerstaffe, our Co-Chief Executive, and Eoin Tonge, who's responsible for finance and strategy. They are our new leadership team. They're going to talk a little bit about their approach to the future. Then we get to the real business of the AGM, which is the Q&A. This year we've got a very special guest in Anita Anand. She's a very well-known broadcaster.

Some of you will know her, and others will recognize her. She is going to be the voice of the shareholder, so she's going to be the person who plucks the questions off the screen as they come in and puts them to the management team. I've said to her, she's got free rein to hold the board to account, so she's not gonna let anybody off lightly. Now, there's one thing before we start, which is we're going to have a mood poll. That's a question we're going to put to shareholders at the beginning of the meeting, and we're going to put the same question to you at the end of the meeting, and you'll see it coming up on your screen now.

I want you all to vote, and that'll give us a sense of how we've done and what your view is of the future of M&S. As you know, the title of our annual report this year is Shaping the Future. The question is, are you confident the new leadership team can make the changes required as we move into the next phase of transformation? Are you confident the new leadership team can make the change required as we move into the next phase? You'll see that on your screen. Please vote now. On a scale of one to 10, how confident are you? Then we're going to ask you the same question at the end of the meeting when you've had a chance to hear everybody speak and respond to your questions. Now, a few words about our AGM.

I know some of you are nostalgic for the old days of the town hall meeting, hundreds of people and a board sat up on a stage, trudging up the steps to Wembley into that vast room. I share some of that nostalgia. I mean, those were extraordinary events, and it was a wonderful thing to see so many supporters of, shareholders of M&S coming together. You may ask, well, why aren't we doing that again? The answer is quite simple. It's because actually we believe in shareholder democracy. You know, we think M&S is important with our thousands of private shareholders. It's important for us to relate directly to them, and the trouble is now the town hall just doesn't work very well. You know, most people simply couldn't get there, partly because they live in different parts of the country.

I know some people come a long distance. People who are working have to be at work the day, just couldn't attend. Besides which, we know from the last two years that our actual attendance at the AGM, by holding it digitally, went up three times. People who had never been able to come were able to log into the AGM and watch the events, and then a lot of people watch it afterwards. They watch the film because they couldn't get there at the time. They watch them in the subsequent days. We're getting vastly more participation, and we just think that's the right thing. We have during the course of the year a shareholder panel, so private shareholders get to meet with the management team. We have that involvement as well.

That's why we're going down this route. I know it's something we'll keep under watch, and we'll take some feedback. At the moment, I just want to make it the best possible show and the best possible way of holding the board to account. Okay, now just a few words on the business. There's a lot I could say, but it's been a momentous year, and there's only one way to describe it. Our performance has been strong right across our businesses. Now, food has been the top performing on like-for-like sales stores retailer in the U.K. in the last 12 months and last 24 months. Our clothing business has actually seen a growth in market share, first time that's happened for many years.

I think most people feel that the shape of buy, the range, the style is stronger than it's been in recent memory. Online, absolutely critical to our future. When we started the transformation, we were 17% of sales. Now we're 34% of sales and growing quite fast. That's more than doubled. International, well, obviously we've had knockbacks with Russia, Ukraine, with France, Brexit impacts, all the sorts of things that governments are throwing at us. Nonetheless, if you look at the rest of international, it's performed very strongly, and we've now got a very exciting growth in our, what we call our global online business, even across continental Europe.

Then lastly, I would just mention it, and this is important to shareholders, is that two years ago we had close to GBP 2 billion of debt, and most people thought our balance sheet was pretty stretched. Now, amazingly, we're ending the year with about GBP 400 million net debt, which is massively important because it will enable us to invest for the future and bring some reality to our idea, our ambition of growth. Of course, it means that at some stage, we could get back to what they call investment grade, which means our debt will be cheaper. That's if the ratings agency are kind enough to look at our balance sheet and upgrade us once again. You can just see now glimpses of what M&S might one day be.

Now we've thought of this as an institution which is struggling to hold its own. That's not where we want to be. We want to be a business that is growing, which is exciting, which isn't just U.K., but which is global. With that, we've had a long-planned succession. One of the great things about the management succession, Steve Rowe handing on the baton, is that we didn't have one of those things you've had at M&S in the past, was a convulsion. We didn't have to go outside and hire a completely new team and have a new strategy and so on. It does represent continuity. It's what the board had intended, and Steve has handed over to a very strong team, all of whom he recruited into the business.

I know some people have asked questions about, "Well, why are you handing over to a team?" There's people in the U.K. sort of hanker after sort of chief executive as autocrat, you know, one person who, in a Napoleonic way, is in charge of everything. Well, I can tell you with this team, there's not gonna be any shortage of forceful decision-making. It is right to have a team. Now, most people recognize that M&S is a complex business with much to do, and it needs more than one person to do that. Stuart will be the day-to-day chief executive, and anybody who knows him knows how incredibly energetic, strong, and full on he is and all around the stores and the business. Katie is going to continue to oversee clothing and home, online, and international and technology.

It's an amazing thing that we're able to have a female leader for the first time at this level as co-chief executive. I think with all our other commitments, that's really something that we should be excited about and celebrating. Eoin Tonge brings great depth of financial experience, knowledge, analytical firepower, and strategic nous to his role, and he's the sort of glue in the system. Finally, it's important to remember, each of these individuals have been overseeing their responsibilities for the last two years anyway, so it gives us continuity and confidence that we can move forward for the next three years. Now, just, very short words about the future. Our ambition is to make M&S a growth business. I mean, we're not here to manage decline. We're not here to preserve some sort of great British institution.

We want the business to be unrecognizably different in the years ahead. M&S has been around for roughly 100 years, and our plan is to be around for the next 100 years, but not just around, but growing and for once again, seeing real value created for shareholders. The task is not to consolidate, is to accelerate change. That's what with the new leadership team we're going to see. Having said that, nobody can be blithely oblivious of what's happening in the economy and of the coming winter in consumer demand. We don't think we should be too glum about this, because our progress isn't really overwhelmingly impacted by the market. It's overwhelmingly impacted by what we do. There's so much we can do to improve the business. We can't change what we can't change.

This is, you know, the market in which we trade. In any case, our job, as I said, is to improve the business. If we improve the business fast, we'll trade well. Of course, that means accelerating change, means sharpening our values. I mean, hard-pressed customers are going to be looking for remarkable value, and that's what we'll do. We'll make sure those options are there, and we need to batten down the hatches on cost. You know, it's a time when we need to make every penny count, of course, and that's in the long tradition of Marks & Spencer. What does that mean? It means we stride on.

We need to be unflinching, and I want to just tell you, I personally am more confident about our plans, about the growth strategy for M&S, and about the leadership and the way the team works than I have ever been at any stage in my chairmanship. That's it for me. Now I'm gonna hand over to Steve Rowe, and Steve is going to give us his reflections on nearly 40 years as a servant of Marks & Spencer.

Steve Rowe
CEO, Marks & Spencer Group

Thank you, Archie. Good morning, and thank you for joining us at our 2022 AGM. I hope that you and your families are well. This morning's presentation is split into three parts. Firstly, I will briefly cover our performance during 2021, 2022, and then I will talk about the change that's been delivered over recent years as we've put in the hard yards to fix the basics of the business. Finally, having stepped down from the role of CEO following our full- year results, today is my last day officially with M&S. I would like to share some brief reflections as I hand over the baton to the new team. Onto the detail of our performance for 2021, 2022.

We have reported strong results with profit before tax and adjusting items of GBP 522.9 million and net debt reduced by more than 2/3 to GBP 420 million. This ensures the business has the resilience to face into the inflationary headwinds in our markets and to invest in the next phase of the transformation. M&S Food is a consistently high-performing business that's maintained market share growth. Across the year, the business delivered very strong sales growth of 10% and profit before adjusting items of GBP 278 million. M&S Food was the best performing U.K. grocery chain, despite the market headwinds and the exclusion of online grocery sales, which are reported through Ocado Retail. Ocado is transitioning to strong capacity growth following the expected reversion of customer behavior as we've come out of the pandemic.

Vista CFC opens in the current year and Luton is due to come on stream in 2023. A few weeks ago, the team also opened an additional Zoom site in Canning Town. Clothing & Home is on the road to a more profitable model capable of growth. The Clothing & Home business delivered a 3.8% growth on 2019, 2020, and we've generated a 28.5% growth in full price sales. Online sales were up by 56%, and we're now over 1/3 online. Marks & Spencer has a strong and trusted brand, which together with our sparks vendors and customer data, creates scope to bring brands both onto our platform and into stores and drive significant revenue streams. Last year, we established around 40 pilots with a combination of partnerships, owned or invested brands.

This has included the purchase and relaunch of Jaeger, a 25% shareholding in Nobody's Child, and the majority acquisition of The Sports Edit. We have a clear store rotation pipeline, enabling an exit from legacy stores and investment in new and renewed stores. I was clear when I began as CEO that we had to address our aging store estate. Last year, we set out the objective of evolving our store rotation program, and the aim is to have a modernized estate of less than 180 full-line stores and a growing program of bigger, fresher food stores. Sitting behind this is an increasingly active asset management and disposal program to fund the exit costs of the legacy stores.

While International has absorbed the dual setbacks of Brexit and the horrific war in Ukraine, we have an emerging global strategy to profitably grow the brand and the business. One of my first actions as CEO of M&S was to restructure our international operation to focus on a capital-light partnership model. We've really cemented this over the past four years, and our partnerships are strong. We are building on this solid foundation with the addition of a multi-platform global online business. Five years ago, I spoke to you frankly about where we were. I set out a three-phase strategy that began with fixing the underlying issues in the business that had corroded Marks & Spencer unchecked for too long. This short clip outlines some of the changes we've delivered. I'm now handing over the baton to the new team of Stuart, Katie, and Eoin.

I'm confident that they are the right team to take M&S forward to the next phase, and they have the same passion and care for this incredible brand and business that I do. After my near 40 years with M&S and my family's unbroken service in the business over 70 years, I can say with confidence, it's the people that make M&S special, those who work with us, those who work for us, and of course, the loyal customers who shop with us. It's the integrity of those relationships that sets us apart from others. That's why I've spent my last month with the business visiting those people, visiting our stores, our sites, and our suppliers.

As Marcus Sieff, previous chairman, said, "M&S is at its best when it gets the balance right between shareholders, colleagues, customers, and the community." Our unique product and our remarkable people really are the magic of M&S. Protecting the magic is a phrase that Stuart introduced on his first few days in M&S. Protecting the magic and modernizing the rest. It's what we've been doing, and I know that he will continue to do so. Whilst this may be the last time I address you at this meeting, I doubt it will be the last one I attend. I know for many of you, your investment in this company extends way beyond the financial, as it does for me. You are some of our most loyal customers, our most passionate advocates, and invaluable critical friends to this brand.

It's for this reason that I established our private shareholder panel back in 2016, and I want to thank you all for the candor, challenge, and insight that you've provided throughout my tenure. It's been my absolute privilege to be the steward and shopkeeper of this fantastic business and extraordinary brand at such an important stage in its history. The changes we have delivered have only been due to the commitment and hard work of colleagues across the business, and I'm delighted to hand the baton to a strong team in Stuart, Katie, and Eoin. Thank you.

Archie Norman
Chairman, Marks & Spencer Group

Well, hello, everybody, and welcome now to the really exciting part of the meeting. I hope you enjoyed the film that Steve Rowe did. He's really been an absolute magnificent servant to the business, and it was almost emotional listening to him talking on it, his last day in the business. There it is. Now, first thing I've got to do is announce the results of the mood poll. You've all voted on how confident you are about the future of the business under the new management team, and the results are now in, and the answer is the score is five out of 10. Work to do, guys. We're going to take another poll at the end of the meeting. I'll cue it up and let you know when.

Then you can vote again and see if the level of confidence improves at all. Now, my first task is to introduce everybody in the room. On my left, they're all going to talk in a moment, there's Stuart, Katie, and Eoin. On my right, a very special guest has joined us today, Anita Anand, who I'm sure you all recognize because she's a very well-known national broadcaster, and it's been a great privilege to have you here, Anita. I should just let everybody know, if they don't know already, that you're currently doing Any Questions?.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yes, for the next three weeks, any questions, and any answers? You can run, but you can't hide, I'm everywhere.

Archie Norman
Chairman, Marks & Spencer Group

If you can get answers out of politicians, you can sure as hell get answers out of us.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, yes, fingers crossed.

Archie Norman
Chairman, Marks & Spencer Group

That's going to be your job today.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

That is the job.

Archie Norman
Chairman, Marks & Spencer Group

You're the voice of the shareholder, and you're here to hold us to account.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

That's what I'm going to try and do. That's certainly what I'm going to try and do. My name is Anita Anand. It is my very great pleasure to be your advocate in the room here today. As Archie says, that means I'm here to put your questions to the board, and rest assured, I'm not going to be pulling any punches. Now, lots of you have been sending in questions already. Many, many thanks for those. I've noticed a lot are coming in on the same topic. To make sure that we cover as many questions as possible, I might be grouping some of those together. If you do still have a question, don't worry, it is not too late. Just post live using your phone, your computer, whatever it is you're joining us on today.

Archie Norman
Chairman, Marks & Spencer Group

Thank you, Anita. Now, before we go any further, I just need to introduce the rest of the board. We can't have the whole board in the room. I mean, it would look most peculiar, and anyway, we haven't got a room large enough. I want you to know that all the non-executives are listening in. They're all on air. If desperately needed, we can probably get them on the line. We have with us, Andy Halford, who's our. He's essentially is the father of the house. He's been on the board for nine years now. He's staying with us till the end of the year. He's the Senior Independent Director and has been absolutely magnificent in supporting us and the whole and holding the whole board together in recent years.

Andrew Fisher, who has the onerous task of chairing the Remuneration Committee and has been immensely helpful and supportive of the team in the last four or five years. Evelyn Bourke, who joined the board, I think, about 18 months ago now. Evelyn is stepping up to chair the Audit Committee in succession to Andy Halford, really as of today. Tamara Ingram. Tamara joined us again about 18 months ago. Tamara is chairing the ESG committee, so that covers sustainability, community involvement, governance, et cetera. Fiona Dawson joined us more recently. Fiona used to be Chief Executive of Mars Foods and is already making an immense contribution. Of course, Justin King needs no introduction.

We all know Justin King, and he is the king in every sense, and you know, just immensely experienced and a retailer and great friend of the business. Lastly, Sapna Sood, who's a senior executive at Adecco, brings great international experience to the business and has been extremely supportive in the last couple of years. That's the board. That's the lineup. Over to you, Anita.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Thank you very much, Archie. Now, I'm very conscious that this is the first time some of you shareholders are going to be meeting this new leadership team. Before we delve into the main body of today's Q&A, I think it might be useful for you to get to know them a little bit better, to understand what kind of priorities you have. In the words of Delia Smith, who are you? Just a very quick summary about yourselves. Let's start with you.

Stuart Machin
CEO, Marks & Spencer Group

Okay. Good morning. I'm Stuart Machin. I joined Marks & Spencer four years ago, just over four years as the managing director of our food business. In the last 12 months as chief operating officer, and delighted to take over as chief executive officer five weeks ago, the best job in retail. I currently live in London. I've lived all parts of the U.K., and I've been in the retail industry for nearly 30 years.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Right. Katie, over to you.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Hello, everybody. Nice to see you all. I'm Katie Bickerstaffe. I'm the Co-Chief Executive. I've been working for Marks & Spencer for four years. The first two years as a Non-Executive Director and the last two on the executive side of the house, looking after strategy transformation, digital, the Clothing & Home business, international, et cetera. I've also worked in retail for quite a long time, not quite as long as Stuart. It's very nice to see you all.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Eoin , I think your face is known to many of the shareholders, but just remind people.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

I will. Thanks, Anita. I'm Eoin Tonge. I'm the Group CFO and more recently, Chief Strategy Officer. This isn't my first AGM, as you rightly say. It's my third, actually. My first AGM was July 2020, in the depths of our first lockdown. It feels like the world is quite different, and I think the business is quite different, which we'll talk more about. Like the guys, more recently, my role has changed a bit. I've taken on some new responsibilities of strategy and sustainability.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yeah. Well, and sort of, Eoin, that very neatly leads us into the first question this morning because everything was done very differently during COVID and the outbreak. This question here is from several shareholders, Archie, including Philip Robinson, Nicholas Underwood. They are questioning why you're retaining this digital format when others have gone back to in-person meetings. I mean, you touched on this in your introduction. Does that mean you're never going to face people eyeball to eyeball again?

Archie Norman
Chairman, Marks & Spencer Group

No, no. Look, firstly, we're not trying to avoid eyeball to eyeball. You know, in some ways, we love the old sort of town hall format. We are. I think M&S plays a very special role in the country. You know, we probably have as many private shareholders as any company. I don't know whether that's quite true, but we have an awful lot. I also think we are the people's business, and therefore, we have to be accessible to people. We are big advocates of shareholder democracy and actually making it easy for private shareholders to contact the company. We do a lot else, including our shareholder panels, exactly for that reason. We will look at this.

I mean, we're innovating, and we're trying out new things, and we're all learning. We have learned that we do get a much bigger audience this way. There's people who could never attend otherwise who can come this way, who are you know, they've got a right to access the board as well as everybody. A couple other points that I'd make. One of the things you've seen in companies that have gone back to a physical AGM is the audiences have gone down quite a bit, about 1/3 , typically, since the pandemic. Pandemics have an effect on everybody's behavior. That business of trudging across the country into Wembley Stadium and so on, it just is a little bit less what people want to do now.

The other thing I'd say is one of the things we find, we get a lot more questions this way. You know, because when you get that town hall with 700 people, it's quite intimidating. There are people who simply don't want to stand up at a microphone in front of everybody. That's just not the style of person they are. They can send in a question this way. I know we can't deal with them all at this meeting, but we will answer them all. They can send in a question and get an answer directly from the board. I think that just is a more modern, contemporary way of doing it. Yeah, we might be able to look at going back to some sort of physical involvement in the future.

For the time being, I think this has proved a great success.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, we've got lots of shareholder questions. I've got some questions for you, too. Let's take another one, though, now. By far, the biggest topic this morning, at least 12 shareholders, including Elizabeth Cameron, Andrew Simmons, Nicola White, and they're all asking, well, you know, about dividends. Okay. You're reinstating a bonus. They want to know when you're going to be reinstating the dividends. Why don't we go straight to you, Steve, first. Archie. Well, who do you think is.

Archie Norman
Chairman, Marks & Spencer Group

Well, let me just comment then, 'cause I'm

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yeah.

Archie Norman
Chairman, Marks & Spencer Group

Eoin Tonge, Eoin Tonge's going to comment on this.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay.

Archie Norman
Chairman, Marks & Spencer Group

In truth, it was never our intention to cancel the dividend. The pandemic obliged us to, and it was different circumstances. You make your own luck in business. Over the last two years, we have seen this incredible strength in the balance sheet, which is really important because our ambition is to be a growth business. To do that, we have to invest. We can't invest without the balance sheet to do it. Rebuilding the balance sheet instead of paying out money in dividends has been the right thing to do. You know, the old M&S probably every year was taking too much money out of the business and underinvesting in the future of the business, and that's why we ended up where we are.

That's where we are today. Of course, we're thinking about the dividend. Of course, we all want to be in a position to pay a dividend when it's right to do so in the future. Eoin's looking at this all the time.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Yeah. No, I agree. I mean, obviously, everyone wants to pay dividend. We fully understand the question, and of course, we had the question the last AGM as well. Look, I think the first focus for us has to be to invest in the business. Despite the near-term challenges, which I'm sure we're gonna talk about, there's actually a lot of growth opportunities for us to invest in. We listed them in the annual report, in the technology, in our supply chains, in modernizing our store estate. We've a lot to go after in terms of investing. Our second priority has to be the financial health of the organization.

Although we've done a lot in the last few years, in fact, I think, you know, there's a lot to be proud of the fact that our total net debt has reduced by nearly 1/3 . There's still a bit more to go, and particularly in this kind of uncertain economic environment. Look, as I say, we all want to get back to paying the dividends. What we said in the annual report is at the end of the year, we'll have another think about it and think about the timing of the resumption.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, I mean, sort of, Archie, you're saying you want to plow the money back into the business, something that didn't happen before. People out there will want to know who's deciding how to spend that money. Let's talk about the new leadership structure, shall we? A lot of people are asking the question. How is it going to work? First of all, let's start with you, Stuart. You talked about the values that you share with, you know, the person who came before you. That's comforting. Shareholders are gonna be really interested in the differences, how you're gonna do things differently, stroke, better.

Stuart Machin
CEO, Marks & Spencer Group

Well, I think the first thing to say for all three of us is we've been working together for the last few years. Katie and I have been joint chief operating officers for the last 12 months, and with Eoin for the last two years. There's no big change of strategy, but I think you could say there'll be some changes in style and things that are on our mind, whether that's investment or pace. And definitely in the last few weeks, we've been looking at the opportunity. When we talk about M&S, we talk about a global M&S and an omni-channel M&S. Some of the things we know we need to go faster on is what we call our impediments to growth. They're part of the plan, but we want to do it slightly differently.

The first, of course, our shareholders will recognize our challenges in our supply chain. We want to accelerate and go faster on our supply chain transformation. That's in clothing, and it's in food, whether that's the central ordering systems, whether it's visibility of our clothing, or whether it's our logistics, in our trucks and sheds. Supply chain is one. The second thing is we know technology absolutely underpins our transformation. We've done some good work in the last 12 to 24 months, but actually, the investment and the choices in IT is critical, and we need to go faster so it's more efficient for our colleagues, better service for our customers. Finally, store rotation is another one of those thorny issues we've spoken about.

We've done some good work, we've made good progress, but we know this is an enabler of growth in the next three years, five years, and beyond. They're the things we want to go faster on. As leaders, I'm sure Katie and Eoin will chip in, but as leaders, we're ambitious for M&S. We don't debate the issues too much. We know what they are. We want to get on and run the business. We also want a more dynamic culture, a more empowered culture. We know we have to become more efficient. We know we need lower costs, but we also need an empowered team. We've got some fantastic people. We've recruited some great leadership in the last two years.

Quite a lot of our senior leaders have changed in the last four years, but we're retaining great talent, we're focused on developing great talent, and also building a really empowered culture for the future.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

There's been a lot said in the media about this new structure, the co-CEO ship that you are embarking on. I mean, there is the saying, two heads are better than one, but there's also many cooks spoil the broth. So maybe a question to both of you, how is this working between you? What if you disagree, how will that work?

Stuart Machin
CEO, Marks & Spencer Group

Shall I go first?

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Yeah, you go first.

Stuart Machin
CEO, Marks & Spencer Group

Okay. Look, I think I've just said, Anita, we've worked together. I think we complement each other actually. We get on very well, but we do debate, because we think differently on some things. We come together on the majority. There's a couple of things about the structure. Archie said it, Steve Rowe said it in his video. As CEO, I'm accountable for the day-to-day running of the business, and there's some very clear accountabilities within that. Of course, we as a team, all three of us, come together on the big strategic issues. Those we do debate, we do go through them.

We've just had just recently a board strategy away day, and that was actually really helpful, just four weeks into our role, to get together, to go through the big issues, and to agree the growth plan, and that's the one thing we are all aligned on, the growth value creation plan for M&S. Katie.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

It's a really good question, and it's obviously had a lot of coverage. I think there are some things that bind us together very strongly. Absolute commitment to the growth and the success of Marks & Spencer is ingrained in all of us. Secondly, we've got very different skills, and so we approach problems in different ways. We can overcome challenges in different ways, and I think that's very important. Thirdly, the rhythm and the routines of the businesses are different. The food business is different to a clothing and home business and having really strong focus on those different business areas and the different rhythms and rituals that occur within those is very, very important when you're trying to drive value. I think, you know, we're not afraid to have the debate and the discussion.

We're not afraid to flush out difficult issues and challenges, and we're used to facing into a lot of complexity. We faced into a great deal during the last couple of years with the pandemic, Brexit, the war in Ukraine. All of these things we've all faced into, and we've hunkered down and got on with it, and I think that's a reflection of the way that the three of us work.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, I mean, some of those areas may well come up in the shareholder questions, and we're gonna come to those in a moment, more of those. Eoin, first of all, as you said, this is not your first time at the rodeo.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

No.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

You are taking on a very different role this time. Adding to your CFO role, you are now taking on strategy and ESG. Some shareholders might say, "You know what, Eoin? In this financial landscape, could you just concentrate on the numbers and the money?" Are you spreading yourself too thin?

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Yeah, I mean, it's a good question, and I can kind of understand it. I think, you know, look, it's a fundamental job of CFO to worry about financial discipline. I mean, if a CFO is not worried about that, I'm not quite sure what they're doing. In this environment, it requires, of course, more focus. It requires laser focus. I think that is priority. I don't see strategy and sustainability completely divorced, though, from financial discipline. For us, strategy is going to be, as Stuart has said, we're going to be coming together to debate some of the big choices we have as a business to make, and all of those are gonna have to be made with financial discipline in mind. How do we drive sustainable growth and value creation for shareholders?

Sustainability is one of those strategic choices also, and there are gonna be pretty fundamental choices we will have to make over the coming years around how we drive both our business and a sustainable supply chain. I think they are linked. Of course, right now, most of our focus is on how we navigate the business through this environment that is uncertain. That is probably my priority, but I don't see the others delinked.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, I mean, third AGM for you, so you will recognize perhaps our next question asker, 'cause she's a regular AGM attendee, a shareholder panel member. Let's get the next question from Sharon Abramson.

Speaker 8

I went to the lingerie department in Brent Cross in November. I needed help. The fitting rooms were closed, and there was a long queue at the cash desk. I left 15 minutes later without getting any help and without purchasing anything. I went back in April. The assistant, Maureen Witter, was wonderful. She brought in several bras for me to try, and with the help of Maureen, Marla, and Sarah Jane, I too bought not one, but two bras for the first time at M&S, and they were excellent value. I have an extremely large cup size, G, so the weight pulls on my shoulders, making the straps dig in, causing dents and even sores. Why don't your fuller cup sizes have wider straps or perhaps even padded straps? I'm showing you examples of bras of another make that have them.

Please look at the straps rather than the whole bra, as I hope in future I will find bras at M&S which fit perfectly and have comfortable straps.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Sharon, thank you very much for that question. This basket for Maureen Witter, by the way, Archie, I think is in order. What about this bra fitting question?

Archie Norman
Chairman, Marks & Spencer Group

Well, firstly, thank you, Sharon. That's a brilliant question and a huge hello from us. Sharon, I should explain, is a member of our shareholder panel, so she has been a great friend of M&S. I am hoping that Sharon is sitting in a sitting room in Stockholm watching this show. If she is, hopefully it was safer than the air ticket of coming all the way here to see us. Sharon, I hope you're having a great day. I hope you're enjoying the show. Now, Katie, I think this is one for you.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

It is morning, Sharon, and thank you very much for the question. Thank you also for shopping with us. We really appreciate it. The first thing to say to you, because I know you're in Stockholm today, is that if you do want to have a virtual bra fit, we do offer virtual bra fit for all of our customers, which we introduced during the pandemic. We have customers across the globe who use that service, and it's delivered by colleagues in our stores, which is fantastic. Some of the colleagues that you will have met at Brent Cross would be able to do that for you virtually.

We're very proud that we're market leader in bras in the U.K., and we have a really expert team of colleagues who work here who really think about the fit and the shape and the finish of all of our lingerie, but our bras in particular, and they spend a great deal of time doing this. Whatever size you are, we try and make sure that we have the right finish and the right detailing on all of our bras. For our larger cup sizes, which you referred to in your question, we actually have four different strap widths in our F + cup size range. We do offer some wide straps for those customers. Our total support range is extremely successful for us.

We think it's really important that as market leader we provide brilliant digital and in-person bra fit, whether it's your first bra as a teenager right through to our customers who perhaps have battled breast cancer and older customers who are going through lots of physical changes is we really pride ourselves in offering this service. We really appreciate your feedback, and we'll make sure we say a big thank you to the colleagues who supported you in Brent Cross. Thanks so much for the question, Sharon. We really appreciate it.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Thank you very much for the answer. Now, we've got questions coming in all the time as you know, Archie. This one here is from Barry Hyman. A report in The Times a week or so ago said the new triumvirate heading up the company needs to get the share price up by 25% by 2025. The current price is GBP 1.40. Our share price has been as high as GBP 2.56 this current year. Getting to GBP 1.75 in three years' time is no great achievement for the huge bonus package on offer. How do you respond to that?

Archie Norman
Chairman, Marks & Spencer Group

Well, hi, Barry, and thanks for the question. Actually, it's quite useful 'cause it gives me a chance to clarify the point that was made in The Times. It's not actually correct that there's a 25% you have to achieve a 25% growth in share price to get the payout. That's a provision to provide against the eventuality that there's a windfall gain. It's a technical thing. What people should know is what's called the LTIP, the Long-Term Incentive, is based on a very set, stretching set of targets that includes our relative share price performance, return on capital, and some important individual performance elements. It's audited by the auditors. It's properly scrutinized. It's very demanding.

If the team were to get the maximum payout, as is suggested, I don't know this, but the share price would be dramatically higher than GBP 1.40 or 25% above. I'd be very surprised if it wasn't more like double that level. Just incidentally, if that were to happen, I think we can be pretty confident, though, and we'd be paying a dividend as well.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Yeah.

Archie Norman
Chairman, Marks & Spencer Group

Hopefully it will be sunshine all round.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Yeah.

Archie Norman
Chairman, Marks & Spencer Group

Anything you want to add?

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

No, I mean, I think that's what long-term incentive plans are there to do. I mean, they're there to incentivize us to drive value creation, and they're all linked to value creation. I think if we're to hit those metrics, I mean, the share price will be really, really quite significantly appreciated.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

How confident are you that you will?

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

I know that's a different question altogether. Well, I mean, they are stretching targets. I mean, that's the whole point of them. They're supposed to be stretching targets. It comes back to the plan that we've talked about already. If we can get after some of the places where we think we can really drive value creation in the business, in our supply chains and in our top line growth, you know, it is achievable but stretching.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, this is a question on the theme of ESG, since it's in your backyard, I guess.

Again, Archie will decide. Clear, shareholders, from what we're hearing today, they want action, not talk. Charlie Lewin has asked, "What action are you actually taking to reduce your carbon footprint?

Archie Norman
Chairman, Marks & Spencer Group

Yeah. It's a very topical question, and obviously one we get asked a lot about. If people are really interested in this, there's a lot of pages in the annual report on it.

I know not many people read the annual report, but we go to a lot of effort to produce it. It's about 210 pages long. If you want the detail, do by all means have a look in the annual report. It's online, and hopefully, somebody's got a hard copy that's like a telephone book on your doorstep. M&S started this Plan A in 2007, we launched it, and at the time it was pioneering.

We were probably the first major retailer to really take ESG and sustainability seriously, and we did some extraordinary things in the subsequent years. I think still today we're probably, in the U.K., the major retailers market leading. Now, I don't want to make that as sort of overclaiming, but it's important to us. It's part of, you know, our DNA, it's part of what we believe. We have made good progress. We are continuing to make progress, and the overall target is to be net zero across the entire supply chain by 2040. Now, I know that sounds a long way away, but actually that's quite a difficult thing to achieve, because it means working with our suppliers in Asia, the freight, the transport, right through to the delivery into the U.K..

There's a very important thing is how the product is used in the U.K.. You know, one thing we believe in is product that lasts. If you sell discount clothing and it's throwaway, you wear it three times, it goes in the bin. That can never be sustainable. The whole point about our clothing and our food is that it should be fit for purpose. You can wash it multiple times, and it stands up to the wear and tear, or the kids eat up all the food and there's no waste. That, that's our approach. We are doing some very exciting things now. I mean, I was talking today about one of the big issues here is farming now. People are very worried about the emissions from farming.

Now, we're not farmers, but we employ farmers and, or we pay for farmers, and we have great farmers who work for us. We're looking at different ways of farming which is right for nature, which is right for the natural environment, but which also results in lower emissions. This is early days, but we want to be pioneering this. Eoi n, I'm stealing your thunder.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Yeah. We're doing that. I know. I think it's. I don't think people should underestimate.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yeah

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

that the undertaking of going net zero for 2040 across the full supply chain, it's called Scope 3, is really significant. It's a big undertaking. Most of our emissions are actually from our suppliers actually, of our products. So, we really have to work deeply with our suppliers across clothing, home, and across food. The one thing I would say, actually, is we've got some of the best technical people in the business in terms of how to think about taking carbon out of the system. That is like I fundamentally believe we've got that. What we're not necessarily particularly good at actually is communicating sometimes that to our customers.

That is something we're gonna be thinking about a bit more over the next couple of years, because I think, you know, I agree with the question, like we've got to move from talk to action. I think we're doing quite a bit of action. We actually got to also do a little bit of talk as well actually.

about what we're actually doing because it is. There is some really good stuff, but there's an awful lot of initiatives going out there because you have to work at them because they are long term in nature. 2040 is a challenging task actually for us.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

No, I mean, some things seem relatively simple. I mean, some shareholders want to know why, when are you going to replace the plastic bags with paper bags?

That sounds pretty straightforward, isn't it?

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

It's not straightforward at all, actually. You know what? I think everyone who comes to this topic literally comes to this topic, their first intuition is to say paper bags must be better because I recycle paper and, you know, and so on. Well, actually, do you know what? It's not as straightforward. We've done a huge amount of science on this. You have to look at the full life cycle of the carrier bag or the paper, of the plastic or the bag or the paper. When you look at that and you look at how the energy it takes to make the bag or the reuse of it, scientists are pretty clear that the best way to go here is plastic bags.

Now it's a closed loop, you have to try and get to a closed loop, what they call a closed loop system, which means try and get the customers to reuse as often as you can and then for it to be fully recycled. Now all our bags are fully recycled, and in fact, actually we use some of the packaging from our stores to actually recycle into our bags. We're actually constantly innovating in this space. Actually, I think we took the lead. We were the first people to actually charge for bags, which was actually a sustainability-led action rather than a consumer-led action. We actually think we're gonna bring more stuff out, more better bags, better recyclability.

It's, as I say, not all that straightforward, and we think that we're doing the right thing, which only goes back to actually our how we're approaching sustainability, which is we feel we should do the right thing.

Right? Not, like, not necessarily what people think is perceived to be the right thing. We should do the right thing.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Keep your questions coming in. This one, Archie, numerous questions on this topic, about your decisions to leave high streets in favor of retail parks. In Bristol, Birmingham, Colchester, those are the areas that we're getting questions from. I'm assuming this is the store rotation strategy that you talked about. Andrew Dunkley wants to know, what is that all about? What does it really mean?

Archie Norman
Chairman, Marks & Spencer Group

Yeah. I’m glad you asked that question because it gives me a chance to say our policy isn’t to leave high streets or leave city centers. Of course it isn’t. They’re thriving city centers we want to trade in. Stuart, you’re going to give some examples of that. But we do want to have modern, contemporary stores that are easy to shop, easy for us to operate, and sustainable. When we started four years ago, we had far too many stores that had been neglected over the years, under-invested in, on multiple floors, often with asbestos in the infrastructure, which means you have to be terribly careful about how you maintain it.

Probably we were the last major retailer in the U.K. to have an estate like that, and that was a function of under-investment over the years. We're playing catch-up on a lot of that legacy. The results so far have been very exciting. It's not to do with leaving city centers or leaving high streets, it's just to do right stores in the right place. Stuart, how's it going?

Stuart Machin
CEO, Marks & Spencer Group

Yeah. No. I just to Archie's point, I mean, the store rotation program isn't about exiting high streets, it's about finding the right stores for customers for now and the right stores for the future. I mean, one example I'll pick up, Oxford Street. You know, we desperately want to redevelop and provide a much better store in Marble Arch. Now, it's well documented the challenges we've got with that. You know, it's an old store. It's not listed. It's not a conservation store. It's three different stores into one. Very complex. We could not refurbish that store. We don't want to exit Oxford Street. We actually want to build a much bigger full line M&S store.

Short-term, that means we are happy to close the store to build a better store in five years' time and reopen the best flagship. Birmingham is another example. We're moving from the high street just slightly up a few footsteps and taking over a Debenhams store, which will be a much better fit for the future store, 70,000 sq ft, food and clothing. Our rotation program, we want to end up with about 180 full line stores with clothing and food. They're normally our most profitable stores. Also, we're spending time, as our shareholders know, renewing our food stores, finding standalone sites in the right locations, whether they're new or extensions as well. We've got some great examples of how those stores are performing over the last couple of years.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

I mean, you're using the word performing, so I suppose, you know, a shopper in Colchester might ask you, "Are you doing this for you or are you doing it for them?

Stuart Machin
CEO, Marks & Spencer Group

Well, we're doing it for everyone. I mean, the key thing, we're listening to our colleagues. In fact, our colleagues have been incredibly helpful in actually giving us ideas because they live in the communities and they're telling us where the sites are. I mean, we get lots of ideas. We're doing it for customers 'cause they can shop with M&S in a better store, but also in stores that deliver growth opportunities for M&S and for our shareholders over time. We're not looking at this short term. We're actually building M&S for the future, and I think that's why the work we have done in the last few years has been critical, but we need to go faster.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Another question that has come through from shareholders. John Carter says it neatly. He wants to know, so many businesses are feeling the impact of the war in Ukraine, and you've talked about that as well in your introductory remarks. John wants to know why it took you so long to leave Russia.

Archie Norman
Chairman, Marks & Spencer Group

Yeah. Well, thank you, John, for that question. It's a very good one. I mean, just to be quite clear, firstly, we didn't trade in Russia as M&S. We have a licensee who traded on our behalf in Russia, so it wasn't technically our business or our employees, but we supplied our licensee so they could trade in Russia. We actually had a thriving business in Russia, and it was very profitable, and Katie can talk about that in a moment. From the moment the war commenced, it was clear to us we couldn't continue. You know, funnily enough, I went. The other day I was invited to go and talk, it's the Jewish Care Business Breakfast. It's a big Jewish charity, and a great privilege to do so because in doing that, I looked up.

I asked, I did some research on our antecedents, you know, the founders of M&S and their families over the years who ran the business and created great. Of course, so many of them were actually refugees from tyranny in Eastern Europe and in some cases in Russia, in one case in Odessa. With that background to the business, there was no question in our mind, this was a values question. It didn't matter what the cost was, we could not continue to trade in Russia. We ceased supply on day one. Now, it's more complicated than that, and Katie can explain what we've done now.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Yes, of course. We agreed to cease supply at the start of the war, and then we negotiated with our partner, who has the license to operate Marks & Spencer, and agreed to close and exit the business. Just for context, we've got 48 stores in Russia and over 1,200 colleagues, so this is not a small decision for that partner to make alongside us, and we announced the cost of exit in our year-end results announcement, as all of our investors will have seen. At the same time, very importantly, we have continued to trade in the Ukraine, where it has been safe to do so. We've got 10 stores in the Ukraine. At one stage, all of those stores were closed, and they were closed to actually protect the safety not only of our colleagues, but our customers.

I'm pleased to say we've got six of those stores open and trading at the moment. We have to go in and out of those, as you can imagine, depending on what the situation is because looking after our colleagues is paramount. I think the business also stepped up a lot to support Ukraine in terms of aid and relief. Marks & Spencer, as a business, donated over GBP 1.5 million to UNHCR and UNICEF, and we switched the charity donations opportunity you have through Sparks to support the Ukraine relief effort, and our customers donated over GBP 1.9 million towards that charity fundraising, which was just phenomenal. We donated a lot of clothes, winter coats, children's clothes, et cetera, through the relief effort. We'll continue to trade in Ukraine as and when we can, obviously.

obviously have reached agreement around the exit of Russia.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, thank you for that answer. Do keep your questions coming in. While we sort of rifle through what you're finding important to ask right now, I've got a little quick-fire questions. This is brief. Okay? Short answers to short questions. Stuart, are you wearing M&S today, inside, outside, top to bottom?

Stuart Machin
CEO, Marks & Spencer Group

Inside, outside, top to bottom. Jaeger, we own Jaeger.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. All right. No, no, that's.

Stuart Machin
CEO, Marks & Spencer Group

M&S luxury tailored fit.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yeah.

Stuart Machin
CEO, Marks & Spencer Group

Kind of thing.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Nobody is going to risk it. You'll be grateful to hear. We talked, Eoin Tonge, about, you know, your enormous success now. What keeps you up at night? What is your biggest worry?

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Well, actually, trying to get some sleep is probably my biggest worry. I know, I. Look, obviously, the current environment is the bit that exercises everyone's minds at the moment. I'm just making sure the business is set up properly to navigate through this. You know, we think, and we've said this a few times, that it's gonna get a bit trickier. In fact, actually, Archie said in his intro, there's a winter coming. That's really what keeps me up at night, really.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Did you know, Archie, that is a line from Game of Thrones?

Stuart Machin
CEO, Marks & Spencer Group

Yeah.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

No. Anyway. Katie.

Stuart Machin
CEO, Marks & Spencer Group

I have watched Game of Thrones. In case you think I'm completely out of touch.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. No, we'll talk about it later. Katie, tech is part of your remit.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Yes.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, how far are you pushing the frontiers? Is there an M&S in the metaverse, for example?

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Not yet, but we're looking at it. We do have quite a lot of use of augmented and virtual reality. We have augmented reality Percy Pig out there, which is incredibly important, and we also have a digital fit tool that we're developing in augmented reality as well, which will really enable customers to get the right size and fit of their clothing.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Is that the tech advancement that most sets your pulse racing, or are there other things.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Oh, all sorts of things that excite me around technology. I think the power of putting in customers' hands the ability to interact both in reality and virtual reality with M&S through the app is the thing that excites me the most.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

In my job. I spend a lot of time thinking about that.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, people are interacting with us right now. Let's go to another one of your shareholder questions. Hugh Anderson wants to know, Archie, when will you catch up with other retailers and offer online food delivery nationwide?

Archie Norman
Chairman, Marks & Spencer Group

Yeah. It's a good question, Hugh, and let's just remember four years ago, we had effectively no online for M&S, apart from flowers and drink, which Stuart can mention, but in M&S Food, this is. Because we got these relatively small stores with limited facilities, it wasn't really practical to run an online service out of the stores. We were in a quandary, and you could see the competition getting ahead of us, and that's why we bought 50% of Ocado Retail, and that investment has enabled us to go online. The development of Ocado Retail is still work in progress. There's lots of growth to come, Stuart.

Yeah.

Stuart Machin
CEO, Marks & Spencer Group

Yes. I mean, just to build on Archie's point. Marksandspencer.com, gifts, hampers, Christmas food to order, floral, which I think is, you know, fantastic, you know, it's our sweet spot, and wine, et cetera, and we've just reintroduced sandwich platters because we were inundated with customers wanting sandwich platters. That's marksandspencer.com. We've been performing well. I think there's big opportunity still in that. Ocado, as Archie says, our joint venture with Ocado, we've been incredibly excited about the future potential of Ocado. We're on track. We think there's big growth opportunity in the years to come. It fits very much into our omni-channel strategy, into our ecosystem of all the customers, whether it's M&S, Ocado. You know, one of our big ambitious plans is an omni-channel M&S. Ocado currently serve about 79% of the U.K. post codes.

In the next few years, there's some big expansion plans, an increase of about 60%, and we've got some new chilled fulfillment centers opening. Bicester is one. Luton is it? Luton's the second one. There's big growth plans. Actually, we're encouraged by the M&S performance on Ocado, and I think our shareholders should be encouraged. We want it to be a key part of our growth strategy.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Let me just take you one of those that you've mentioned, Bicester, from being a big plan to being a big reality. How long is that gonna take?

Stuart Machin
CEO, Marks & Spencer Group

Bicester opens this next year.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Next year.

Stuart Machin
CEO, Marks & Spencer Group

This next year.

Eoin Tonge
CFO and Chief Strategy Officer, Marks & Spencer Group

Early next year. Yeah.

Stuart Machin
CEO, Marks & Spencer Group

Early next year. As I say, that enables us to get a 60% growth.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Mm.

Stuart Machin
CEO, Marks & Spencer Group

in Ocado Retail.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay.

Stuart Machin
CEO, Marks & Spencer Group

It's a big one as we think stores is one part. We mentioned store rotation, but delivering online. More than just online, I'll just quickly mention, because it's click and collect as well. We want customers to be able to buy M&S when they want it, where they want it, and that means we want click and collect. Just like we do on clothing, we want the same in food. Rapid is a big growth opportunity. We see all of these companies appearing every day, delivering new products within 10 minutes, and that's another part of the Ocado expansion and growth plan as well, how we roll out what we call Zoom.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Archie, this is something that, you know, you see acres of newsprint and speculation about, and it is also a preoccupation of a lot of the shareholders who are getting in touch. Given your remit for clothing, multiple shareholders want to know. Who are you targeting? Who is M&S for? Is it for older people, younger people? I mean, I'm sure you'll say both, but how can you do that?

Archie Norman
Chairman, Marks & Spencer Group

Yeah. It's probably the question we get asked most often about our clothing because we are a big tent. You know, if you have market shares like we do, number one for denims, we're the number one for bras, et cetera, you can't be a niche. You can't just be for one group or another. What we absolutely believe is everything we do needs to be contemporary, stylish, great value, and sustainable. That means that governs the type of product we do and the type of product we don't do. We don't do unstylish stuff. We probably used to. We don't do that anymore. It doesn't matter who wants it. It's not for us. We call it the modern mainstream, but Katie can elaborate on that. We do want to be for families.

That doesn't mean we're excluding other people, but if we appeal for mom, for kids, you know, it could be granny, too. I mean, everybody wants to look stylish. It can be a broad appeal, but we win with families, we'll win everywhere. Go Katie.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Yes, it's about contemporary style really, and the right fit, and I think that's very important as well to customers. We have a very, very diverse range of customers who come in all shapes and sizes. Because of our market position, we have to make sure that we have the right range for those customers. A couple of other things that have happened over the last couple of years is actually the products that really matter to customers are starting to change, and the products that matter to families are starting to change. A couple of examples of that, enormous sales in denim. Lots of people now are wearing jeans to work. As you can see, my colleagues are still rocking the suits, but there are lots of people.

Stuart Machin
CEO, Marks & Spencer Group

That's just for the AGM.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

That's just for the AGM.

Stuart Machin
CEO, Marks & Spencer Group

We're normally in trainers.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

There are a lot of people now wearing denim to work, and that's become very acceptable, and we've got very big market share. We offer great value, and we offer denim in a whole range of shapes and sizes. Mom shape jeans, boyfriend shape jeans, skinny jeans, depending on what mood you're in, what shape you are, and they appeal to all ages. The second example I thought I'd pull out, which really grew during the pandemic, is actually our Goodmove range. And this is relevant for both male and female consumers. We have a fantastic range of sportswear that's really, really good value for money, that supports you in all the right places, but is very stylish without being too trendy.

That's great quality, that's great fit, that's great value, and has great style about it, and these are things that we're moving towards. As Archie said, we're a big tent, and we want to make sure that we have the right product in the right locations for the right customers. We do think about that a lot.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

I mean, this is a question that possibly is in the same postcode as the last. Evelyn Evans wants to know if you think a return to British manufacturing may boost the quality of your clothing. I mean, there's something implied in that.

Archie Norman
Chairman, Marks & Spencer Group

Yeah.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Is that viable?

Archie Norman
Chairman, Marks & Spencer Group

If you look at the heritage of M&S, it was all about British manufacturing when we had a great textile industry in the U.K., and we'd love to go back to British manufacturing. We are looking at bits and pieces, but realistically, we're gonna be cost competitive and get the right. You know, we lost all the skills here, too. You know, the old days, and it is a skilled job making clothing. Don't have those skills anymore. Realistically, on a large scale, no, I don't see that coming back anytime soon. We are looking at some aspects of where we could get value added in the U.K..

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Yeah. A couple of examples I think might be useful here. All of our furniture is made to order, and it's all made in the U.K.. A great deal of it is made in Wales, actually, and produced with real love, and there's some real craftsmen who work within that industry. In our beauty range, 50% of our own label beauty range is manufactured and sourced in the U.K.. Stuart, as you can see, is wearing Jaeger today. I've got a bit of Jaeger on as well, and we're starting to trial some manufacturing for Jaeger in the U.K., where we need really skilled seamstresses and craftsmen to develop the product for us. From a quality perspective, we are number one for quality across all of the polls that we enter, and we take that very seriously.

Eoin Tonge mentioned earlier on the technical resource we have within the business is excellent, and they really hold suppliers to account to make sure that we have the right quality for our customers and what we expect from Marks & Spencer.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Time now for another question, on video. This one is from Richard Schaefer.

Speaker 9

Good day. As Churchill said during the war, never let a good crisis go to waste. M&S benefited over the pandemic from the demise of some retail competitors. Is the current cost of living crisis another opportunity, and if so, how can we capitalize?

Archie Norman
Chairman, Marks & Spencer Group

Well, thank you, Richard. Of course, that is what we're all thinking about because, you know, I said in my introduction, we think that the impact of the cost of living crisis is yet to come really.

Stuart Machin
CEO, Marks & Spencer Group

Mm.

Archie Norman
Chairman, Marks & Spencer Group

I mean, just seeing signs, obviously people are being more careful in their looking at prices, asking about prices, particularly in food. Really we're going to find out in the autumn what this does. I absolutely think that just the thrust of your question is the right thing that we can all get depressed about it. There's no point. You can't change what you can't change. Our job is to use this crisis as a way of moving forward with M&S, gaining market share. I think there's going to be players in the industry, both in food and clothing, and we're really going to suffer, I'm afraid, in the next year. I don't just mean customers, I mean retailers. Our job is to use this opportunity to get even stronger, to bring new customers to M&S and to drive market share.

Stuart, tell us about some of the things we're actually doing.

Stuart Machin
CEO, Marks & Spencer Group

Look, I think, Richard, it's top of mind. I mean, Eoin referenced this in what's keeping us up at night. It's about us having a good plan in place. I think what COVID did for us at M&S is made us accelerate our transformation. Through COVID, we actually invested more in value. I think that's made us a more resilient business than we were in the last time we had a recession in 2008. I think we're set up better. That doesn't stop us really gripping the issues we've got. The first is we have to look through a lens of austerity when it comes to costs, and we know our lowering cost program is going to be absolutely critical. Because one of the challenges we all have in food, it's really the big issue at the moment.

The amount of inflation coming through is so significant. We're trying to lower our costs, so we don't pass all of that inflation on to our customers. In our food business, our shareholders know we've invested about GBP 100 million in lowering prices in the last four years, and we don't want to unwind that. In fact, this morning, we have a tracker, and we looked at our top 20 items in food this morning on what we call our remarkable value. There's 133 items. We look at the top 20 best sellers, and I was delighted to see the team that showed me this morning that actually we're more competitive than any other food retailer on those 20 items today, and we don't want to lose that value. In clothing, it's very similar. We've invested in value in clothing.

Our quality and value index has been the highest it's ever been in clothing, and we don't want that to go backwards. Lowering costs, laser-focused on lowering cost program across the whole business, continuing our focus on value, which is quality and price in food, the same on clothing. Even today, I know in clothing we're launching back-to-school, and our back-to-school prices are held. They're the same prices as they've been before, despite the inflation. We're trying to do the right thing for customers and the right thing for our shareholders. I should add, last point, we know it's top of our colleagues' minds as well.

That's something we're discussing.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, I mean, you're talking about inflation on the personal pocket. This is a related question. Inflation is impacting the supply chain. Annie Morrison wants to know what is your strategy to respond to the risks that are arising from the challenges in supply and logistics and networks?

Archie Norman
Chairman, Marks & Spencer Group

Well, we've certainly all been living this in the last two years with the pandemic. You know, we've seen ports closed in Asia, in China. We've seen freight rates go up by 3 x at one point, 10 x due to the shortage of shipping. You just couldn't get product shipped over. We've seen farmers here having difficulty finding people to pick their crop. We've seen food factories struggling for labor.

Stuart Machin
CEO, Marks & Spencer Group

Yeah.

Archie Norman
Chairman, Marks & Spencer Group

I don't think there's been a period in my experience quite like the last two years where you have to manage day to day on supply. Having said that, we haven't done too badly. Overall, I think the strength of M&S and the supplier relationships we have, those big, defensive partnerships we've had over the years means we're perhaps better placed, and sometimes we get a little bit of priority from our suppliers.

Then we have this global sourcing team, you know, offices in Bangladesh, in China, very close to the suppliers and have worked their socks off in the last two years to keep the supply coming. Yeah, and then you add in Brexit and Ukraine, you know, it doesn't finish now. It's absolutely right that the next year is going to be, it's going to be rocky. I think we're more resilient.

Stuart Machin
CEO, Marks & Spencer Group

We're more resilient than some. What do you think? I think more resilient. I think it links, Anita, to what I said previously, but it's hard and it needs careful planning and laser focus. I think that's the important thing. One of the things we're doing across clothing and food is the joint business plan process with our suppliers, and that should be our point of difference. It goes back to protect the magic. M&S's heritage was always about close relationships with our suppliers being the easiest, the fastest, the best people to work with. I do think if we collaborate and go ahead through this together, we stand a much better chance.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Looking at the time, we haven't got that much time left. Before we do perhaps what will be our final question. Actually, you ran a mood poll at the beginning, five out of 10. Is it time to.

Archie Norman
Chairman, Marks & Spencer Group

Yes

Anita Anand
Shareholder Advocate, Marks & Spencer Group

See whether that has changed?

Archie Norman
Chairman, Marks & Spencer Group

I think it is. Everybody, we're going to run the mood poll again. Please, on your screen, you'll see the mood poll come up. Please vote. First time around, we got five out of 10, which a bit sort of lukewarm probably about the future. Tell us how you feel now, and the team longing to hear. I don't want to prejudice your vote. Tell us what you really think.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Yes, such has been the interaction. I think we're going to just pry open the timings and have two questions coming in. This one, Archie, is from ShareAction. They've raised a question on health. They thank you for your engagement with them. They're pleased at your ambition to lead in this area with 50% sales of healthier products by 2022. But what they want to know now is how you're going to meet this as a proportion of healthier sales has dipped in the last few years, they observe. They also want to know whether your Eat Well criteria is directly aligned with the government's HFSS definition.

Archie Norman
Chairman, Marks & Spencer Group

Yeah. Massively good question, and actually one we were discussing at our strategy day.

Stuart Machin
CEO, Marks & Spencer Group

Very.

Archie Norman
Chairman, Marks & Spencer Group

Weren't we?

Stuart Machin
CEO, Marks & Spencer Group

Yes.

Archie Norman
Chairman, Marks & Spencer Group

Yeah.

Stuart Machin
CEO, Marks & Spencer Group

Thank you for the question. Actually, this was a good hour and a half discussion at the board away day just last week. I mean, I think the first thing I would say is we will work closely with you on this, so we look forward to engaging you further. Eat Well is just one part of our health strategy. It's not the only part. We have 1,800 products in our Eat Well, and that's where our nutrition team have really looked hard at the salt levels, the sugar levels, the fat, et cetera. One of our biggest ambitions is actually to sell more fruit and vegetables.

In our renewal stores, our produce participation is three times higher than any of our other stores because it's at the front, it's a fresh market. You know, we have 45 renewal stores. Actually we see this as a great way of driving more of the five a day, the fruit and veg. Eat Well is one component of it, but it's also about good quality, nutritious food and, of course, the lengths we go to to help give our customers choice. It doesn't mean we won't sell prepared meals or profiteroles, but we want good choice, and we need to express that and demonstrate that to our customers. I think the last thing to say is we're investing in value. We talked about cost of living.

Actually, if you look at our price investment, I was looking this morning at tomatoes, cucumber, bananas. In fact, we're more competitive on some of those key items than many of our competition. We're doing quite a lot. It's top of our mind, and we're also talking to colleagues a lot about health and that whole health agenda. Just very quickly on HFSS. You know, we have to remember that through the pandemic, we all see the stats on in the country of how people have been eating. Actually, that's been largely driven by out-of-home eating and rapid delivery, not supermarkets. In saying that, what food retailers have done is absolutely taken responsibility with government as part of HFSS, and I think we have an opportunity to lead the way of giving customers more healthier choices, and we take that seriously in M&S.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, thank you. Another question that has just come in to us is from Trevor Hopkins. This feels like a cri de cœur from Trevor. Why do I have to go in and add Sparks offers to my card? Why not just add these offers to my card automatically and then tell me that they're on there and that would be so much easier?

I think he makes a good point.

Archie Norman
Chairman, Marks & Spencer Group

It is a good point. Thank you, Trevor, for that question. Luckily, we've got an expert in the room who can answer it.

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Thank you, Archie, for that. Trevor, thank you very much for the question. I'm assuming you're using the card, not the app, and I may be wrong in that assumption. I'll start by recommending using the app for your Sparks membership because the offers appear in the app, and it's a simple tap to make sure that those offers are uploaded and.

Archie Norman
Chairman, Marks & Spencer Group

How do you download the app?

Katie Bickerstaffe
Co-CEO, Marks & Spencer Group

Very simply. You go to the App Store and you download Marks & Spencer's app, and then you register your Sparks number, which takes 30 seconds, and all of your data automatically transfers. That is a very, very simple process, then you don't have to carry the card around with you. I'm sure you go out shopping with your phone with you and it's all on there. The second thing that we're doing to support that is driving the personalization of those offers to make sure that all of those offers are very relevant to you. The way you shop and the things that you like, making sure that we put those offers in front of you as opposed to generic offers, and we think that's extremely important.

We are working on the ability to be able to automatically put those offers into your Sparks wallet so that you can use them and redeem them when you want to do that, when you're shopping or when you fancy treating yourself. Very importantly, our colleagues are absolute masters at this.

If you're in store and you need help, please go and ask one of our colleagues. They're brilliant. They're brilliant at helping customers use the app. They're brilliant at helping customers with Sparks. Please do ask one of those colleagues. Clearly, if you have any other issues with it, just drop me a note and I'll help you out with it. It's a solvable problem. Thank you.

Archie Norman
Chairman, Marks & Spencer Group

Trevor, download the app. That's the message.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Well, I'm just gonna cheekily, I said that was the final question. I'm gonna do a final final before they pull the plug on well, me in particular. John Nile and Richard Motley have asked a very similar question, noting in their local stores, the food sections feel cramped with too much clothing. Will you start dedicating more space to food? Is that going to be the future?

Stuart Machin
CEO, Marks & Spencer Group

Shall I go?

Archie Norman
Chairman, Marks & Spencer Group

Do it.

Stuart Machin
CEO, Marks & Spencer Group

The last question.

Archie Norman
Chairman, Marks & Spencer Group

It's all yours . Steve, you can answer that one.

Steve Rowe
CEO, Marks & Spencer Group

Okay, be quick. The answer is yes. Great question. We know that the clothing space is overspaced, and we've looked at the right-sized space. A classic example is Stevenage, where our clothing space is 60,000 sq ft. We've now got a really good model going forward for clothing. That gives us the opportunity to expand what we've already tested and trialed in the last four years, which is our ideal store size in food. It's 15,000 sq ft-25,000 sq ft. It's not a big supermarket, 45,000 sq ft, 50,000 sq ft, but 15,000 sq ft-25,000 sq ft. The food renewal program, 45 so far, we want to go faster. The returns are good.

Stuart Machin
CEO, Marks & Spencer Group

In fact, I was in Culverhouse Cross last week, and the great news in actually taking 10,000 sq ft out of clothing, opening up on food, we have a flagship food store, but clothing has benefited significantly by more footfall as well. The answer is yes, and it's all part of our store rotation program.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay. Well, thank you. Thank you to all of you on the panel for being really, I mean, candid. These were not easy questions sometimes. And thank you to all of you at home for your questions. As I touched on earlier, there's going to be a summary of registered questions, and the answers will be posted to the shareholder section of the M&S website as soon as possible after this meeting concludes. This will include any questions that we didn't have time to get to today.

Archie Norman
Chairman, Marks & Spencer Group

Thank you, Anita. Now my job is to declare the formal part of the meeting open, and that means that our poll for voting is now officially open. To explain what's going to happen next, we've got our superstar company secretary, Nick Folland here. Nick is going to take us through it.

Nick Folland
General Counsel and Company Secretary, Marks & Spencer Group

Archie, thank you very much. Resolutions one to 23 are set out and explained in the notice of meeting, which was made available to you, our shareholders, on the 7th of June. I'm gonna propose that that notice of meeting be taken as read and give formal notice that voting on each of the resolutions as set out in the notice of meeting is gonna be via a poll. I'm gonna appoint our registrar as Equiniti to act as scrutineers. The poll has now opened, and now that it is open, you've noticed voting options have appeared on your screen. Just a couple of minutes, I'll talk you through the process very briefly. To cast your votes, all you have to do is select one of the options on your screen, for, against, or withheld.

Do remember that a vote withheld is not a vote in law, and it won't be counted in the calculation of the votes for or against a resolution. For each of the resolutions, you can vote, and you can change your vote at any time until the poll closes. You can return to this voting page at any time by clicking the Voting button, which is right at the top of your screen. You can see it marked there. To save you a bit of time, you can vote for all of the resolutions at the same time by clicking on the Vote All direction button at the top of the page. You'll still be able to change your mind if you get to an individual resolution and you want to do that. You just use that feature. There's no final submission button.

Once you've selected your voting option, you'll just see a Vote Received confirmation on your screen, and that'll be a valid vote unless you change your mind before the poll closes. The poll is gonna close 15 minutes after this meeting has concluded, and then the final results will be announced via the London Stock Exchange and posted on our company website as soon as practical after the meeting. I hope that's been helpful. Thank you for your votes. Archie Norman, back to you.

Archie Norman
Chairman, Marks & Spencer Group

Thank you, Nick. Now, I'm hoping that shortly we're going to get the final results of the mood poll. Has somebody got the results?

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Nothing on screen.

Archie Norman
Chairman, Marks & Spencer Group

They're coming in a moment anyway. Meanwhile, I just wanted to say a huge thank you to everybody as we come to the end of the meeting.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

seven out of 10. The mood poll.

Archie Norman
Chairman, Marks & Spencer Group

I'm getting a signal here.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

This is low tech.

Archie Norman
Chairman, Marks & Spencer Group

I'm getting a signal.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

It was five.

Archie Norman
Chairman, Marks & Spencer Group

The non-digital signal.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

It is now.

Archie Norman
Chairman, Marks & Spencer Group

Seven.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay.

Archie Norman
Chairman, Marks & Spencer Group

Well, it's good it's moved the right way.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Okay.

Archie Norman
Chairman, Marks & Spencer Group

seven out of 10, guys. It's great that people feel a bit more confident about our future. We certainly do. We know there's lots of uncertainties ahead, but I hope you got the impression of the, you know, management team that are really fired up and tackling the issues. We've got a great plan. I think we've made great progress. As I said in my earlier address, I personally have never felt more confident about it. Thank you and thank you for your votes. Anita, thank you so much for coming to join us today. You've been absolutely brilliant.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Oh, pleasure.

Archie Norman
Chairman, Marks & Spencer Group

Voice of the shareholder, and good luck with any questions.

Anita Anand
Shareholder Advocate, Marks & Spencer Group

Thank you very much.

Archie Norman
Chairman, Marks & Spencer Group

Thank you to the team. Thank you to all our board for listening patiently and not getting to say anything. We appreciate your time too. Most importantly, thank you to everybody who's joined us today. We hope you've enjoyed it. We hope we've managed to answer some of your questions. There are lots more answers going to be on the website, so do look through that. Do make sure you join us again next year. If in the meantime you do have questions or things you're worried about at M&S, then we're always open. Just write to us or get in touch by email and try and come to one of our shareholder panels, and we'd love to hear from you. Thank you.

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