easyjet
Annual Report 2018

Plain-text annual report

THE WARMEST WELCOME IN THE SKY A N N U A L R E P O R T A N D A C C O U N T S 2 0 1 8 2018 at easyjet easyJet has a well-established business model that provides a strong foundation to drive profitable growth and long- term shareholder returns. During the year easyJet has reviewed and refreshed its strategic framework which is now called 'Our Plan'. This plan includes 'Our Purpose', 'seamlessly connecting Europe with the warmest welcome in the sky'. 'Our Promise' to ourselves is that we will be: • Safe and responsible • On our customers' side • In it together • Always efficient • Forward thinking Overview Strategic progress Outlook Chairman's letter Highlights Investment case At a glance Market review Our business model Our strategy STRATEGIC REPORT 1 2 3 4 6 7 8 10 Chief Executive's review 10 13 21 28 Key performance indicators 30 Financial review 36 Going concern 36 Viability statement Key statistics 37 38 Risk 49 Corporate responsibility CORPORATE GOVERNANCE 59 Chairman's statement on corporate governance Board of Directors 61 64 Airline Management Board Corporate governance report 67 87 Directors' remuneration report 106 Directors' report 110 Statement of Directors' responsibilities ACCOUNTS 111 Independent auditors' report to the members of easyJet plc 118 Consolidated accounts 123 Notes to the accounts 150 Company accounts 153 Notes to the Company accounts 155 Five-year summary 156 Glossary VISIT OUR WEBSITE FOR OTHER INVESTOR INFORMATION http://corporate.easyJet.com/investors CHAIRMAN’S LETTER Delivering long-term value basic headline earnings per share increasing by 43.4% to 118.3 pence (2017: 82.5 pence). Total profit before tax increased by £60 million to £445 million. Non-headline costs of £133 million (2017: £23 million) included a £40 million transition cost of Tegel and a £65 million charge relating to a change in our approach to technology development. Basic total earnings per share increased by 17.4% to 90.9 pence (2017: 77.4 pence). DIVIDENDS easyJet’s dividend policy is to pay shareholders 50% of headline earnings, reflecting the Board’s confidence in the long-term prospects of the business. I am pleased to recommend to shareholders a dividend of 58.6 pence for the 2018 financial year, an increase of 43.3% from the previous year. BERLIN TEGEL As noted above, easyJet acquired part of Air Berlin’s operations at Berlin Tegel Airport, completing the transaction in December 2017. This secured a market-leading position across the Berlin market, which is one of Europe’s biggest, and Berlin is now our second biggest city base after London. The start-up of operations has gone well and the total loss before tax this year of £152 million was broadly in line with initial expectations. We will continue to optimise both our operations and schedule in Berlin to underpin its long-term success. OUR PEOPLE I would like to thank all of easyJet’s employees and in particular the crew who, despite all the disruption experienced this year, ensure easyJet provides the warmest welcome in the sky. We are committed to investing in creating a great place to work, on the ground as well as in the sky. During the year we have introduced a number of new people to the Airline Management Board (‘AMB’), who have market-leading expertise and experience that is aligned with the new strategic priorities and who will lead the business in its next stage of development. THE FUTURE easyJet continues to be well positioned for the future, with a sound business model and strong financial base. Whilst there are some challenges to face in the next 12 months, including the impact of Brexit, there are also significant opportunities and the business is well set to sustain our leading position in Europe’s aviation market. JOHN BARTON Non-Executive Chairman www.easyJet.com 1 The 2018 financial year has been a tough but successful one for easyJet, with industry-wide disruption being more than offset by record revenues. Uncertainty around Brexit, high oil prices and the wider macro-economic environment have led to a recent fall in the share price which is disappointing, but easyJet is well positioned to face current market challenges and take advantage of any opportunities arising. In 2018 the Group has increased the number of passengers flown by over 10.2% to 88.5 million passengers (2017: 80.2 million) and revenue has increased to £5,898 million (2017: £5,047 million). In the year, we acquired part of Air Berlin’s operations at Tegel, the integration of which is progressing well. This acquisition is an important strategic move that secures a leading position in one of Europe’s biggest markets. BOARD Johan Lundgren became Chief Executive on 1 December 2017 and during his first year has taken the opportunity to meet many employees, customers, regulatory bodies and other stakeholders to seek their views on, amongst other things, the Group’s strategy and culture. This has culminated in the presentation to the Board of ‘Our Plan’, which is an evolution of our existing strategy, incorporating a number of new strategic initiatives. On behalf of the Board I would like to thank Johan and his team for their contribution during his first year; the Group continues to go from strength to strength under his refreshed and focused leadership. In addition to Johan’s arrival as Chief Executive there have also been other changes on the Board. We welcomed Julie Southern on 1 August 2018, who brings extensive experience of the airline industry and a background in commercially-oriented finance roles. Julie will assume the role of Audit Committee Chair on 1 January 2019. After seven years with easyJet, Adèle Anderson has recently notified us of her intention to step down and will be leaving with effect from the AGM on 7 February 2019. On behalf of the Board, I would like to thank Adèle for her important contribution to easyJet and specifically in her role as Audit Committee Chair. Keith Hamill OBE also stepped down from the easyJet Board in December 2017 following completion of nine years on the Board. On behalf of the Board, I would like to reiterate my thanks to Keith for his important contribution to the easyJet Board and to easyJet’s success. RESULTS easyJet’s results this year have been driven in particular by a strong revenue performance, which increased by 16.8% to £5,898 million (2017: £5,047 million), including £198 million from Tegel routes. This was partially offset by costs, which were negatively affected by severe disruption, an industry-wide issue, combined with inflationary pressures. This resulted in headline profit before tax increasing by £170 million to £578 million and STRATEGIC REPORT HIGHLIGHTS Strong performance TOTAL REVENUE 2013 TO 2018 (£M) 7 2 5 4 , 6 8 6 4 , 9 6 6 4 , 8 5 2 , 4 8 9 8 5 , 7 4 0 5 , 2018 TOTAL REVENUE £5,898m 2017: £5,047M HEADLINE PROFIT BEFORE TAX REPORTED PROFIT BEFORE TAX BASIC TOTAL EARNINGS PER SHARE BASIC HEADLINE EARNINGS PER SHARE £578m 2017: £408M £445M 2017: £385M 90.9p 2017: 77.4 pence 118.3p 2017: 82.5 pence 2013 2014 2015 2016 2017 2018 LOAD FACTOR 92.9% 2017: 92.6% SEATS FLOWN 95.2M 2017: 86.7M TOTAL ANCILLARY REVENUE £1,210M 2017: £986M 2 easyJet plc Annual Report and Accounts 2018 INVESTMENT CASE Investing in our strengths We continue to invest in what differentiates us, strengthening our long-term customer offer. UNPARALLELED NETWORK Read more on page 22 51NUMBER ONE OR TWO AIRPORTS1 2017: 47 Driving revenue growth 88.5M PASSENGERS3 2017: 80.2M LOW- COST MODEL Read more on page 24 2017: 862 979ROUTES OPERATED2 15%FUEL BURN REDUCTION FROM NEW GENERATION AIRCRAFT4 Read more on page 26 Customer Loyalty 66%RETURNING CUSTOMERS3,5 £396m Strong Balance Sheet NET CASH2 2017: £357M 2017: 66% AIRLINE BRAND IN THE UK, FRANCE AND SWITZERLAND2,6 NO.1OR2 14.4% HEADLINE ROCE3 2017: 11.9% value by efficiency (1) As at 30 September 2018 – airports where easyJet is the number one (4) A320neo vs previous generation A320 or number two carrier based on short-haul capacity (2) As at 30 September 2018 (3) In the year ended 30 September 2018 (5) Percentage of seats booked by customers who made a booking in the preceding 24 months (6) Millward Brown brand tracker www.easyJet.com 3 AT A GLANCE Unparalleled network easyJet continues to go from strength to strength across Europe, adding more top destinations to our market-leading network and increasing our presence at slot-constrained primary airports. REGIONAL FLOWS – % OF EASYJET’S CURRENT CAPACITY Other UK EU27 55% 35% 10% Domestic UK NO. OF NUMBER ONE OR TWO AIRPORTS1 IN COUNTRIES WITH A BASE NO. OF BASED AIRCRAFT2 YEAR-ON- YEAR EASYJET CAPACITY GROWTH3 TOTAL YEAR-ON- YEAR GROWTH ON EASYJET’S MARKETS3 GBR 14 FRA 10 5 ITA 3 DE 3 ESP 2 SUI POR 2 1 NL 155 34 37 32 9 26 9 9 4.4% 0.4% 4.1% 6.5% 10.4% 6.2% 50.9% (0.1)% 0.5% 8.5% 4.1% 8.6% 4.2% 6.7% 2.3% 4.0% (1) Number one and number two airports defined as easyJet having the largest or second largest capacity at an airport of any carrier on European short-haul route markets (2) As at 30 September 2018 (3) Scheduled country seat capacity growth based on country-touching seats (source: OAG) 4 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT 156 AIRPORTS1 2017: 138 979 ROUTES OPERATED1 2017: 862 7 NEW NUMBER ONE AIRPORTS IN 2018 Bases Countries with bases Our bases Glasgow Edinburgh Belfast Newcastle Liverpool Manchester UK Amsterdam Bristol Stansted Luton Southend Gatwick netherlands Berlin TXL Berlin SXF germany Paris CDG Paris ORY France Geneva Basel Switzerland Bordeaux Lyon Milan MXP Venice Toulouse Nice italy Porto portugal Lisbon spain Barcelona Palma Naples (1) As at 30 September 2018 www.easyJet.com 5 MARKET REVIEW Market dynamics easyJet operates in the European short-haul aviation market. The following trends are current key drivers in that market: DEMAND FUEL BRENT PRICE ($ PER BBL) GDP easyJet is based in large, mature aviation markets with a high propensity to travel. GDP growth is an established driver that is generally accepted as having a positive multiplier effect on air passenger traffic. Economic trends remain favourable, with positive GDP growth expected in all of easyJet’s European base markets in 2019. GEOPOLITICAL EVENTS The aviation industry has been affected by a number of geopolitical events in recent years which have had both short-term and long-term consequences for demand and the structure of the industry. easyJet has recently been particularly focused on addressing the potential impact of Brexit. ENVIRONMENTAL AND SOCIAL IMPACT easyJet’s stakeholders increasingly demand greater focus on environmental and social factors. For example, airports are increasingly encouraging lower noise, lower carbon air traffic in response to environmental and social demands. easyJet’s investment in new fleet, technology and development leave it well placed to improve further its impact on climate, its customers and employees. Fuel is one of the biggest costs  that airlines face, and one of the most volatile. Fuel represented 22% of easyJet’s cost base for the 2018 financial year. During the year the price of Brent Oil rose by 44%(1). The price of Emissions Trading System (ETS) permits has also significantly increased in the year. 120 90 60 30 0 2014 2015 2016 2017 2018 SUPPLY AND AIRSPACE MANAGEMENT European short-haul capacity increased by 5.6%(2) in total and by 2.8%(2) on easyJet’s markets in 2018. This was lower than in previous years reflecting the rising price of oil and various issues affecting competing airlines. With the growth in capacity, increasing pressure is being placed on airspace management. Disruption is an industry-wide issue that is having an increasing impact on customers and costs as aviation infrastructure becomes more congested. EUROPEAN SHORT-HAUL CAPACITY GROWTH YEAR ON YEAR %2 7 . 7 4 . 7 6 6 . . 4 5 0 6 . 9 5 . 6 5 . easyJet markets Total markets 4 4 . 0 . 3 8 . 2 FY14 FY15 FY16 FY17 FY18 FOREIGN EXCHANGE easyJet is exposed to foreign exchange rate movements, principally Sterling against the US dollar and the Euro, which it hedges to mitigate volatility. Since the UK referendum vote to leave the EU, Sterling has significantly fallen in value against both currencies, which has had an ongoing negative impact on profit and capital expenditure. A strong US dollar increases the price of fuel, one of easyJet’s biggest costs; a strong Euro typically has a net translational benefit for easyJet’s European operations, although it may impact Eurozone inbound demand. See page 32 for details of the impact from foreign exchange on our results for the 2018 financial year. 1.8 1.6 1.4 1.2 1.0 (1) Brent per barrel closing price 29 September 2017 to closing price 28 September 2018 (2) Country seat capacity growth based on country-touching seats (source: OAG) 6 easyJet plc Annual Report and Accounts 2018 US dollar to Sterling rate Euro to Sterling rate 2014 2015 2016 2017 2018 STRATEGIC REPORT OUR BUSINESS MODEL Our business model Our sustainable business model makes it easy, enjoyable and affordable to travel again and again, and drives growth and returns for our shareholders. KEY RESOURCES The success of our business depends on a number of key resources: Financial capital easyJet has a strong capital base, with a market capitalisation of £5 billion(1) and a net cash position of £396 million at 30 September 2018 (2017: £357 million). easyJet’s credit ratings are amongst the strongest in the world for an airline. CREDIT RATING bbb+ /Baa1 2017: BBB+/ BAA1 Aircraft easyJet operates a modern fleet of Airbus A320 family aircraft, of which 70% are owned outright, and is investing in more fuel efficient(2) and environmentally friendly(3) new generation aircraft. This provides customer, operating and maintenance benefits to the Group. People easyJet has a dedicated workforce of over 14,000 people, including nearly 4,000 pilots and over 8,500 cabin crew members(4). In 2018 we trialled our new employee listening platform, Peakon, across one-third of our people. The resulting score of 8.0 out of 10 reflects our strong levels of employee advocacy. Technology and data easyJet leverages its information and data capabilities, driving revenue by increasing customer loyalty and implementing its wider digital strategy. Our increasingly sophisticated use of data will unlock significant revenue and cost opportunities. Slots and brand easyJet has a valuable portfolio of slot pairs at slot-constrained primary airports, as well as flying rights and AOCs in the UK, Switzerland and Austria. easyJet has a strong brand as the number one value airline in Europe. Our suppliers easyJet relies on its suppliers to deliver many of its critical operational and commercial activities. Our partners are carefully selected and significant emphasis is placed on managing these relationships, with the aim of extracting incremental innovation and performance. Currently, our top 300 suppliers are responsible for around 97% of our spend.    315 AIRCRAFT4 2017: 279 OVER 14,000 EMPLOYEES4 2017: OVER 12,000 615m VISITS TO ALL DIGITAL PLATFORMS 2017: 567M 89% CAPACITY AT SLOT- CONSTRAINED AIRPORTS5 2017: 88% 87% SUPPLIER PAYMENTS ON TIME 2017: NOT REPORTED OUTCOMES Creating value for our stakeholders 50% DIVIDEND PAYOUT RATIO6 2017: 50% 71% CUSTOMER SATISFACTION 2017: 71% 75% ON-TIME PERFORMANCE 2017: 76% 6.5% EMPLOYEE TURNOVER 2017: 7.4% (1) Based on a share price of £13.14 at 30 September 2018 (4) As at 30 September 2018 (2) 15% fuel saving A320neo vs previous generation A320 (5) Based on level 2 and level 3 airports as updated by IATA on (3) Around 50% quieter on takeoff and landing than previous generation aircraft 26 October 2018 and defined within IATA Worldwide Slot Guidelines (6) Based on headline profit after tax www.easyJet.com 7 OUR STRATEGY OUR PLAN Our new strategic plan is about evolution, not revolution; we are building on our strengths and charting our path into an even more successful future. OUR PURPOSE SEAMLESSLY CONNECTING EUROPE WITH THE WARMEST WELCOME IN THE SKY NUMBER ONE OR TWO IN PRIMARY AIRPORTS Giving customers the leading offer in the airports they want to fly to WINNING OUR CUSTOMERS’ LOYALTY Making it easy, enjoyable and affordable to travel again and again for business and holidays OUR PRIORITIES VALUE BY EFFICIENCY We are low cost, driving efficiency and investing only where it matters most to our customers and our people THE RIGHT PEOPLE Creating an inclusive and energising environment that attracts the right people and inspires everyone to learn and grow INNOVATING WITH DATA Using the millions of data points we collect to make smart decisions and shape the future of travel, to become the world’s leading data-driven airline OUR PROMISE WE ARE: SAFE AND RESPONSIBLE ON OUR CUSTOMERS’ SIDE IN IT TOGETHER ALWAYS EFFICIENT FORWARD THINKING 8 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT HOW WE WILL DELIVER WHAT DOES THIS MEAN FOR US? KEY PERFORMANCE INDICATORS Customers don’t just want a great deal on price – they want to fly from the airports that work best for them. We will continue to target being the market share leader at our primary airports, offering the most compelling network of destinations and driving greater returns and frequencies from these markets. Customers have increasing choice and their expectations are rising. We will give customers reasons to choose to spend more with us, including growing our end-to-end holiday offer, expanding our business travel and offering a compelling customer loyalty programme. We are seeing increasing inflationary pressures and competitors expanding into some of our markets. We will stay low cost but also invest in efficiency, developing customer solutions that drive operating efficiencies while meeting customers’ evolving needs. Efficiency includes targeting the reduction of easyJet’s impact on the environment. PROFIT PER SEAT ON-TIME PERFORMANCE CUSTOMER SATISFACTION SCORE RETURN ON CAPITAL EMPLOYED In today’s shifting environment, we will place even more focus on recruiting the right people and building the right talents. Our new employee feedback and listening platform, Peakon, will be constantly used to enhance our employee experience. EARNINGS PER SHARE CO2 EMISSIONS PER PASSENGER KILOMETRE easyJet generates millions of data points every day. Our aim is to use this to become the world’s leading data-driven airline, by making our people’s jobs easier and creating deeper relationships with our customers. Progress against these KPIs, which have been selected to align with Our Plan, will be reported from the 2019 financial year. Details of performance against our KPIs for the 2018 financial year can be found on pages 28 to 29. www.easyJet.com 9 CHIEF EXECUTIVE’S REVIEW JOHAN LUNDGREN Chief Executive easyJet has delivered a great performance during the year. We are announcing a 43% increase in the proposed dividend reflecting a successful year of delivery. (1) Constant currency is calculated by comparing performance for the 2018 financial year translated at the effective exchange rate for the 2017 financial year with the 2017 financial year reported performance, excluding foreign exchange gains and losses on balance sheet revaluations. 10 easyJet plc Annual Report and Accounts 2018 OUR PLAN OVERVIEW easyJet delivered a strong performance in the 2018 financial year. The airline’s strong revenue growth reflects the strength of its network, brand and value offer. easyJet’s strategy will enable it to continue to be a structural winner within its chosen network in the European short-haul market and across all market conditions. easyJet has focused on strengthening its strategic positioning, investing in its network and acquiring operations at Tegel. easyJet continues to implement its customer focused strategy by securing and building on leading positions at primary airports to drive profitable growth and deliver resilient returns over the long term. Disruption has been a major factor for easyJet and the industry this year. easyJet is investing significantly in resilience to reduce the impact on customers. During the year easyJet has reviewed and refreshed its strategic framework which is now called ‘Our Plan’. This plan includes our new Purpose, ‘seamlessly connecting Europe with the warmest welcome in the sky’, five Priorities and ‘Our Promise’. easyJet has now recruited a number of people whose expertise and experience will help to lead and deliver the implementation of Our Plan. REVENUE Total revenue increased by 16.8% to £5,898 million (2017: £5,047 million). This includes £198 million of revenue from Berlin Tegel operations. Total revenue per seat grew by 6.4% to £61.94 (2017: £58.23) and by 4.7% at constant currency(1). Passenger revenue grew by 15.4% to £4,688 million (2017: £4,061 million). This performance was driven by: • passenger growth of 10.2% to a record 88.5 million, an increase of 8.3 million, including 3.9 million new passengers at Tegel; • an increase in the overall load factor by 0.3 percentage points to a record 92.9%, with strong demand in the underlying business (up 1.0 percentage point to 93.6% excluding Tegel) partially offset by lower start-up loads in Berlin; STRATEGIC REPORT • underlying demand growth, with good performance in particular from our core markets in the UK and France, where easyJet’s brand and network positions are well established; • • the benefit of one-off events including the Monarch and Air Berlin bankruptcies and Ryanair winter 2017/18 UK schedule cancellations; and industrial action in France that led to a benefit of around £20 million as competitor airline and train customers switched to easyJet’s services. Ancillary revenue was also very strong and grew by 22.7% (18.4% growth excluding Tegel) to £1,210 million (2017: £986 million). This reflected easyJet’s attractive products and innovative ancillary management, in particular: • new bag segmentation (15/23kg offer) leading to better conversion rates and higher overall yields, reflecting an attractive price point for 15kg and demand for the higher weight; • improved bag pricing algorithms that better reflect demand; • allocated seating demand driving higher conversion rates through pricing improvements; and • improvements to our website making it easier for customers to add ancillary products. COST Headline cost per seat increased by 4.4% to £55.87 (2017: £53.52), driven by exchange rates, underlying cost inflation and the cost of disruption, which remains a major industry challenge. Headline cost per seat at constant currency increased by 2.7% to £54.97 (2017: £53.52). Headline cost per seat excluding fuel increased by 5.3% to £43.43 (2017: £41.27), and by 4.8% at constant currency. Total cost per seat, including the impact of non-headline items, was £57.26 (2017: £53.78). The overall cost performance excluding the impact of foreign exchange is driven by: • the impact of disruption, an industry-wide issue, with significant third-party industrial action activity (Air Traffic Control (ATC) and ground handling) particularly in France, ATC capacity constraints due to systems upgrades and weather events. As a result cancellations increased significantly to 6,814 (2017: 2,502); • crew cost inflation, including agreed pay deals, inefficiency due to disruption, higher crewing levels to support resilience and helped by higher than expected retention; • general inflation, including the cost of regulated airports; and • a negative impact from Airbus delivery delays resulting in lower than planned standby aircraft, and wet leased aircraft. This was offset by: • • total cost programme savings during the year of £107 million. This ongoing cost programme aims to drive efficiencies from easyJet’s business model; and in particular this reflected better cost control in airport costs (flat per seat at constant currency excluding Tegel) and lower navigation rates. Total fuel cost increased by 11.5% (£122 million) to £1,184 million (2017: £1,062 million) as a result of capacity growth, higher Emissions Trading System (ETS) costs and adverse foreign exchange movements. Fuel cost per seat at constant currency decreased by 4.3% to £11.72 (2017: £12.25) helped by easyJet’s lower year-on-year effective fuel price. TEGEL OPERATIONS On 15 December 2017 easyJet completed the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport. This resulted in easyJet becoming the largest short-haul operator in the Berlin market, leapfrogging both Ryanair and Lufthansa, with Tegel complementing easyJet’s already well-established Berlin base at Schönefeld. easyJet’s flying programme at Tegel started on 5 January 2018, operating an adopted winter schedule with a fleet of mainly wet leased aircraft. As anticipated, Tegel flying has resulted in a dilutive impact to overall load performance and revenue per seat, and an increase in cost per seat, whilst the operation becomes established. Overall progress to date has been in line with expectations and on track to demonstrate the value of this strategic acquisition. Since start-up, easyJet has seen strong operational performance with on-time performance of 82% (versus a network average of 75%: see page 16 for further details). Brand consideration scores have also improved significantly (by five points) in Germany as a result of easyJet’s increased presence. Demand has been growing steadily with load factors reaching 86% over the summer period, despite a currently inefficient schedule. The headline profit impact was worse than first expected due to increases in the unhedged fuel cost, airport charges and taxes as well as late competitive capacity in the market. Performance improved during the summer, as easyJet took direct control of its revenue management system to improve data decisions and revenue profiles. The total loss for the year is better than originally expected at £152 million, due in part to faster than planned transition of crew and fleet. In the 2019 financial year easyJet’s operations in Berlin will benefit from a longer selling window, schedule improvements, a full flying programme, no planned wet lease costs and pricing optimisation. Schedule optimisation will continue into the 2020 financial year. Tegel Operations Passengers Seats flown Load factor Revenue Revenue per seat Headline cost per seat excluding fuel Headline loss before tax per seat Headline loss Non-headline cost Year ended 30 September 2018 3.9 million 4.9 million 80.6% £198 million £40.69 £(51.45) £(23.07) £(112) million £(40) million www.easyJet.com 11 CHIEF EXECUTIVE’S REVIEW CONTINUED NON-HEADLINE ITEMS easyJet has incurred £133 million in non-headline costs during the 2018 financial year (2017: £23 million). Non-headline items are material non-recurring items or are items which do not reflect the trading performance of the business. These costs are separately disclosed. The most significant items were as follows: Commercial IT platform charge: £65 million Over the past three years easyJet has been investing in its commercial IT platform which has delivered revenue benefits through significant improvement in its customer facing website and seating capability, as well as improvements in underlying resilience and control systems. However, in 2018 easyJet made the decision to change its approach to technology development through better utilisation and development of existing systems on a modular basis, rather than working towards a full replacement of our core eCommerce platform. As a result of this change in approach, a non-headline charge of £65 million has been recognised, relating to IT investments and associated commitments that are no longer required. easyJet will continue to invest in its digital and eCommerce layers that will enable it to continue to offer a leading innovative, revenue enhancing and customer-friendly platform. Transition and integration cost of Air Berlin’s Tegel operations: £40 million The Air Berlin transaction resulted in £40 million of one-off integration costs. These primarily comprise: engineering costs to align the technical specification of ex-Air Berlin aircraft with the rest of the easyJet fleet; dry lease rental costs incurred prior to these aircraft becoming operational; and other costs including project, consultancy and legal fees. The expected non-headline cost reduced through the year as aircraft were registered, crewed and put into operation faster than originally planned and there was no requirement for the integration contingency fund. Sale and leaseback: £19 million The sale and leaseback of the Group’s 10 oldest A319 aircraft resulted in a loss on disposal of the assets of £11 million and an £8 million maintenance provision catch-up charge. Brexit-related costs: £7 million The Group incurred £7 million in costs associated with establishing its new AOCs, principally due to the cost of re-registration of aircraft in Austria as well as legal and overhead costs. Further detail can be found in note 5 to the accounts on page 133. (2) Capacity and market share figures from OAG. Size of European market based on internal easyJet definition. Historical data based on 12 month period from October 2017 to September 2018 12 easyJet plc Annual Report and Accounts 2018 TOTAL PROFIT Total profit before tax increased to £445 million (2017: £385 million), after a £133 million (2017: £23 million) impact from non-headline items. Headline profit before tax increased to £578 million (2017: £408 million), driven by strong revenue performance. Excluding the impact of Tegel operations, headline profit before tax was £690 million. Headline profit per seat increased to £6.07 (2017: £4.71) and headline profit per seat excluding Tegel operations increased to £7.64 (2017: £4.71). The tax charge for the year was £87 million (2017: £80 million). The effective tax rate for the period was 19.7% (2017: 20.8%), higher than the standard UK rate of 19%, due to the Swiss and Austrian income being taxed at a higher rate. Basic earnings per share increased to 90.9 pence (2017: 77.4 pence) after the impact of non-headline items. Basic headline earnings per share increased by 43.4% to 118.3 pence (2017: 82.5 pence). In line with the stated dividend policy of a payout ratio of 50% of headline profit after tax, the Board is recommending that the dividend per share will increase by 43.3% to 58.6 pence (2017: 40.9 pence), subject to approval by shareholders. MARKET ENVIRONMENT easyJet operates in the European short-haul aviation market, with a focused business model that has enabled it to consistently generate high levels of profitability. As competitors continue to try to restructure their high cost bases or operate with inadequate financial resources, easyJet is well positioned to selectively strengthen its market positions. Economic trends remain favourable across Europe with continued GDP growth supporting spending in all of easyJet’s major markets. The total European short-haul market(2) grew by 5.6% year on year and by 2.8% in easyJet’s markets. This was lower than in previous years, reflecting a rising price of oil and the various issues affecting Monarch, Air Berlin, Alitalia, Ryanair and Air France. Fuel is one of the biggest costs that airlines face, with structurally stronger airlines able to sustain higher levels of profitability in a high fuel price environment. Fuel represented 22% of easyJet’s cost base in the 2018 financial year and during the year the price of Brent Oil rose by 44%. Since the UK referendum vote to leave the EU, Sterling has fallen significantly in value against both the US dollar and the Euro, which has had an ongoing negative impact on profit. A strong US dollar increases the price of fuel in Sterling terms while a strong Euro typically results in a net translational benefit for easyJet’s European operations, to the extent it doesn’t impact inbound demand into the Eurozone. easyJet’s stakeholders increasingly demand greater focus on environmental and social factors. easyJet’s investment in new fleet, technology and development makes it well-placed to reduce its impact on the climate, while improving its services to customers and working conditions for employees. STRATEGIC REPORT STRATEGIC PROGRESS New strategic framework – ‘Our Plan’ easyJet has a well-established business model that provides a strong foundation to drive profitable growth and long-term shareholder returns. During the year easyJet has reviewed and refreshed its strategic framework which is now called ‘Our Plan’. This plan includes our new Purpose, ‘Seamlessly connecting Europe with the warmest welcome in the sky’, five Priorities and ‘Our Promise’. The five Priorities are: easyJet will continue to pursue this strategy with clarity and purpose. Looking ahead, easyJet expects that its capacity growth will be targeted at deepening existing number one positions or converting number two positions into number one positions, as well as seeding new number one and two positions. In the 2018 financial year easyJet has continued its disciplined growth strategy in line with its purposeful growth framework: • UK – 4% increase in capacity including to match airport capacity increases at Luton • France – 5% increase in capacity aligned with our strategy 1. Network - number one or number two in primary airports of regional growth in the country 2. Winning our customers’ loyalty • Switzerland – 7% increase in capacity including a focus at 3. Value by efficiency 4. The right people 5. Innovating with data 1. Network - number one or number two in primary airports easyJet aims to provide customers with the leading, best value offer in the airports they want to fly to. easyJet’s strategy is focused on key airports, serving valuable catchment areas that represent Europe’s largest markets by GDP, driving both leisure and business travel. These are strong, existing markets, built up over a period of time by higher cost legacy carriers. easyJet’s portfolio of peak time slots at airports, where either total slot availability or availability at customer-friendly times is constrained, reinforces its competitive advantage against airlines that cannot match its breadth of destinations and frequencies in those airports. 99% of easyJet’s capacity now touches either a number one or number two airport, positioning the airline strongly against its competitors and at 30 September 2018, 24 of easyJet’s 29 bases were at airports where it held either number one or number two market positions by share of seat capacity. During the year easyJet established a number one position at seven more airports, including Berlin Tegel, Bordeaux and Lille. Looking forward easyJet has identified a number of potential target airports for the next five years where GDP and passenger volumes are high, and where there is a weak incumbent and/or where there is no clear winner today. By being number one in key airports with the strongest brand, delivering the best value, we can become the first choice airline for our customers. easyJet estimates that there are 60 million non-low cost carrier head-to-head seats being flown in its top 20 airports where it holds a number one or number two market share. easyJet regularly reviews its route network in order to maximise returns and exploit demand opportunities in the market. During the 2018 financial year easyJet added 150 routes to the network. Reflecting the airline’s discipline, it also discontinued 33 routes which either did not meet expected return criteria or became secondary to a more attractive route elsewhere. easyJet’s network decisions are not driven solely by cost but by the desire to secure strong, long-term, sustainable and profitable positions in key airports, which secure long-term, sustainable returns for shareholders. Number two positions to weaker legacy incumbents in key airports enable the airline to offer a better all-round experience to customers and higher, sustainable returns for investors. (3) Millward Brown brand tracker our base in Basel • Italy – 10% increase in capacity as a result of consolidation in Venice, further strengthening our number one position • Germany – 48% increase in capacity following our acquisition of part of Air Berlin’s operations at Tegel, partially offset by the closure of our base at Hamburg as we concentrate on Berlin • Netherlands – 3% increase in capacity consolidating the position at Schiphol adding routes and frequencies • Portugal – 6% increase in capacity to strengthen connections to the rest of Europe Overall easyJet grew capacity by 9.8% in the period, with its market share for easyJet’s markets up 0.6 percentage points to 32.2%. 2. Winning our customers’ loyalty easyJet prides itself on making travel easy, enjoyable and affordable for customers whether it is for business or leisure – seamlessly connecting Europe with the warmest welcome in the sky. During the 2018 financial year easyJet increased revenue per seat by 6.4%, driven in part by an 11.7% increase in ancillary revenue per seat and a 0.9 percentage point increase in customers flying on business. Through investing in the brand, service, innovation and strong operational performance, easyJet aims to retain and grow customers and increase spend per passenger by continuously evolving the offer to make sure it offers fair value and relevant choices for a better travel experience. easyJet’s brand position in core markets continues to strengthen(3), appealing to consumers across Europe. easyJet is known for offering value for money and is in fact ranked first for value across its core markets. Over two thirds of consumers within key European markets state they would seriously consider flying easyJet over other airlines. 2018 has seen the highest levels of consideration to date in the UK, France and Germany, and maintained strong positions in Switzerland and Italy. In 2018 easyJet was voted Best Value Short-Haul Airline by Skyscanner. In Berlin, perceptions around easyJet’s brand have significantly improved due to the recent investment at Berlin’s Tegel Airport. Perception has improved in all of our key areas with over three quarters of consumers believing we offer value for money, a six percentage point increase since last year. The German customer perception of easyJet speaks to easyJet’s core mission, offering customers fair value for money, as well as ease. www.easyJet.com 13 CHIEF EXECUTIVE’S REVIEW CONTINUED Holidays easyJet sees a big opportunity to radically change its holidays offering, based on its existing network of destinations and frequencies, efficient low-cost operations, its unique customer base, strength of brand and the ability to develop a customer experience that is aligned with the easyJet core offer. Currently there are 20 million existing customers who fly to easyJet’s top 29 destinations by market share, of which only 500,000 book a hotel through easyJet. This is an opportunity for easyJet to extend its reach in the wider travel value chain through the offer of accommodation and other services, with investment taking place in 2019 and 2020. easyJet’s plans involve: • refining its current business model to capture more value through the customer journey; • building the necessary infrastructure to directly curate its product offering; • developing direct relationships with hotel partners; • focusing on its pricing and yield management expertise to ensure that the price remains attractive to easyJet customers; and • building enhanced value from bundling and vertical integration of the holiday experience. easyJet has a clear vision to offer its customers quality and great value hotels based on its understanding of their needs. On the biggest and most attractive flows into the most popular destinations in Europe, easyJet has a market share, a frequency and most importantly a cost position that no one else can match. easyJet will use its data and digital capability to support the offer, driving ancillary revenue through increasing conversion and attachment rates and the overall average booking value. easyJet will further develop its website and booking process and add data-driven customisation to maximise the attraction to customers. By combining a quality, great value hotel offer with the flexibility of multiple frequencies to major European destinations, we will deliver a better value experience for our customers. easyJet targets to significantly improve its profit by moving to a contribution rather than commission model. easyJet has already spoken to a large number of hotel partners in Europe and is progressing well to develop deeper and stronger direct relationships with them. These relationships will inevitably help easyJet deliver a better value offer and experience for its customers. easyJet’s core focus will remain on airline services, but the holidays offering incorporates other aspects of the customer journey which can be sold to a customer base that is well aligned and that has high capacity and frequencies on Beach, City and Ski destinations. Garry Wilson joined as the first ever Chief Executive of easyJet Holidays on 12 November. He has 20 years’ experience in the holiday sector, often specialising in the holiday market across easyJet’s network. He will continue to build the team and the total customer offer which we expect to launch in late 2019. 14 easyJet plc Annual Report and Accounts 2018 Business easyJet has a well-established and attractive business passenger offer, based on its network of primary airports, slot portfolio and high frequency on Europe’s major commercial routes. easyJet has built its business customer base from 10 million in 2012 to over 15 million for the first time in 2018, an increase of 17% on the 2017 financial year. The increase was driven in particular by strong business penetration on Berlin Tegel routes. Overall penetration is now 17.0% (2017: 16.1%) and 16.3% in the network excluding Tegel, a slight increase on 2017. The business pricing premium increased by 14.4%, due to higher penetration, the inclusion of Tegel and the benefit from cancellations by other airlines or modes of transport (for example as a result of strikes in France), leading to late bookings and higher yields. High premiums were also generated from sales through indirect channels. easyJet’s business offer historically did not materially extend beyond schedule and price, and this has limited its growth within this space, as well as its ability to capture full yield. easyJet will extend its offer through the development of business products, a recognition programme and improved back office functionality. Continued investment in its business offer will help easyJet reach its ‘fair share’ of European short-haul business travellers. easyJet’s business offer development will focus on three core elements: • • firstly, by improving connectivity to our customers through improved back office functionality including the development of an SME portal to allow small and medium size businesses to book more easily, automating invoicing and increasing direct contracting with our corporate customers; secondly, easyJet will cater for its business customers with a more personalised product offering including new business fares and bundles. In the long term, easyJet will seek ways to innovatively offer an enhanced business traveller experience without undermining its low cost operating model; and • thirdly, ongoing improvements to the schedule can add a business-bias on certain routes and frequencies. Since May easyJet has: • started to offer semi-automated invoicing, a process that will be simplified further through the launch of the SME Portal; • launched Flight Club for Business Partners; • undertaken schedule analysis for operational protection of higher value business flights where appropriate; and • adapted its schedule to prioritise business routes at certain times of day, with a particular focus on Germany and France for the winter 2018/19 schedule. STRATEGIC REPORT Having appointed its first ever Head of Loyalty, easyJet has started to assemble a new team dedicated to designing and developing the loyalty programme. The intention is to launch the programme in 2020 across key European markets. Further details of the programme will be announced, designed and developed in 2019, with further rollout of benefits and partners planned ahead of full launch. easyJet is confident that a loyalty programme will build further value into the overall easyJet experience, and will drive increased average revenue per seat, whilst also providing profitable new revenue streams from external partners. In the meantime easyJet will continue to develop and launch further loyalty initiatives during this financial year, through enhancements to both easyJet Plus and Flight Club to try and build as much value for members as possible. Digital easyJet has been at the forefront of digital innovation in the airline industry and its digital strategy is a core part of easyJet’s wider customer strategy. Its capability helps to build customer loyalty, drive revenue growth, secure cost savings and deliver greater customer satisfaction. easyJet’s increasingly sophisticated use of data will enable the business to make travel more seamless for its customers in the long-term. Customers made 26.8% of all eCommerce bookings through mobile platforms in the 2018 financial year, an increase of 4.5 percentage points year on year, as functionality and accessibility improved further. 29% of customers now use mobile boarding passes, up 4.5 percentage points from 2017. easyJet’s digital channels received just under 600 million visits in the 2018 financial year, up 8.3% on 2017. easyJet’s app has achieved 28.5 million downloads and 254,000 5-star iOS reviews. Features such as ‘Look and Book’ are tailored to the Instagram generation and help to drive positive app reviews. Loyalty easyJet continues to benefit from increasingly loyal customers. In the 2018 financial year, 65.6% of easyJet seats were booked by customers who had made a booking in the preceding two years, representing 58 million passengers, an increase of five million compared to the previous financial year and an increase from 48 million in 2016. easyJet’s invitation only loyalty programme, Flight Club (for those who fly more than 20 times a year with easyJet), is also producing demonstrable revenue benefits, with Flight Club members increasing by 45% in 2018 and over 9% of all bookings being made by Flight Club customers. Alongside Flight Club, easyJet Plus, easyJet’s paid membership programme, allows customers to access additional privileges for an annual fee. With just under half of travellers flying with easyJet once a year there is a major opportunity to drive loyalty across leisure and business travel. easyJet’s ambition is to drive customer loyalty even further whilst proving that expensive and complex structures are not needed in order to be innovative. easyJet is now evolving its loyalty offering to grow the total value per passenger through a customer-centric loyalty programme that enhances the end-to-end travel experience, driving loyalty through personalised benefits that offer fair value and relevancy. Our ambition is to make the programme as relevant to customers as possible, whilst building further demand for flights, ancillaries and holidays and creating new and sustainable revenue streams. Instead of recognising only flying behaviour, easyJet’s new loyalty programme will recognise and encourage all behaviours that positively contribute to the bottom line. From booking direct to inputting customer data to build the member profile, spending with partners, and easyJet’s financial services product, customers will be recognised and rewarded for various behaviours and choices. The programme will constantly evolve to address the changing behaviours and attitudes of our customers, leading to an enriched end-to-end travel experience that is personal to them. With the intention of building a profitable ecosystem, easyJet plans to build a comprehensive network of cross-industry programme partners, in order to reward customers for purchases beyond the flight. This gives us the opportunity to engage as many customers as we can, as often as we can, unlocking new profitable revenue streams across the easyJet business, including Holidays and Business. The programme will be powered by a new currency, in which customers are rewarded and recognised for their behaviours. This will create higher yielding fares with greater penetration of ancillaries and allow partners and brands to invest into the programme. This will be achieved as follows: • Spend: customers earn points for every purchase with easyJet and partners • Redeem: customers use points to purchase exclusive rewards to enhance the trip • Recognise: customers progress easily and quickly through loyalty levels to unlock enhanced benefits www.easyJet.com 15 CHIEF EXECUTIVE’S REVIEW CONTINUED Success in ancillaries 2018 was a successful year, with an 11.7% increase in ancillary revenue per seat year on year. This success is testament to our strategy of building a portfolio of products and services which is well matched to our customers’ needs. In 2018, this was further enhanced by: • improvements to the baggage options we offer customers, with the introduction of 15kg and 23kg options, the continued enhancement of Hands Free and home pick-up services in partnership with AirPortr; • continued multi-variant testing of our digital merchandising of ancillary products, leading to a six percentage point increase in allocated seat attachment rates; • • the launch of new partnerships, including a new Insurance partnership with Collinson and a two-year brand partnership with Three Mobile who sponsor Hands Free for their UK customers; • a trial of an inflight entertainment platform, accessed through customers’ own devices, which has driven a 22 percentage point improvement in customer satisfaction for customers using the platform versus easyJet’s network average. The trial was supported by Rakuten, American Express and other brand partners; • the growth of Worldwide by easyJet, now offering connections to more than 10 partner airlines, across 11 airports in the network. Bag attachment rates for these bookings are circa 20 percentage points higher than easyJet’s network average and the missed connection rate below 0.5%; • growth in the Inflight Retail business, with Inflight vouchers now available in our booking funnel and average transaction value on board increasing by 4% from last year; and • an increase in easyJet Plus membership of 52% year on year. easyJet has a number of further initiatives and innovation in its pipeline to continue to drive ancillary revenue growth. Operational performance Operational performance drives long-term customer loyalty and cost efficiency. Over the last few years the impact of increasing levels of industry-wide disruption has led to a declining trend in on-time performance(4) (OTP) and customer satisfaction. During the 2018 financial year OTP decreased by 1.0 percentage point to 75%, primarily due to disruption, with a clear impact in the busiest summer months. easyJet has begun a process of self-help which has already seen strong improvement in OTP at Gatwick by 3.0 percentage points to 68% following our contract with DHL to provide ground handling, further investments in resilience and our partnership with Gatwick Airport to resolve wider system issues. As a result of the OTP improvement easyJet has now agreed with DHL to manage ground handling at Bristol and Manchester as well as at Gatwick. OTP % arrivals within 15 minutes 2018 Network Network excluding UK 2017 Network Network excluding UK Q1 Q2 Q4 Full Q3 year 81% 82% 73% 68% 75% 83% 84% 75% 70% 77% 79% 80% 78% 68% 76% 82% 82% 80% 72% 79% 16 easyJet plc Annual Report and Accounts 2018 easyJet’s focus on operational resilience and friendly, helpful service helped to sustain customer satisfaction with Customer Satisfaction(5) (CSAT) scores at 71.2% (an increase of 0.2 percentage points year on year), despite increased disruption during the year. Specifically: • easyJet’s efforts to manage disruption and engage with customers during this time earned it recognition with a two percentage point increase in overall satisfaction recorded by customers delayed for less than three hours and one percentage point increase in those disrupted by more than three hours; in addition to push notifications via our mobile app, easyJet updated its voice communications within the airport to shorten announcements and institute later calls to the gate, reducing passenger waits and increasing customer satisfaction with the handling of the boarding process; and • easyJet’s ‘Summer of Boarding’ initiative increased boarding satisfaction by 4.4 percentage points during the peak summer months and included improvements such as self-boarding gates, and greater care given to the boarding of families and persons with restricted mobility. 3. Value by efficiency easyJet is committed to maintaining its structural cost advantage in the markets where it operates, primarily against the legacy airlines. easyJet is low cost, driving efficiency and investing only where it matters most to our customers and our people. Through its cost and efficiency programme, easyJet continues to drive both short-term efficiencies and longer term structural cost savings across all areas of the business, leveraging its increasing scale. These savings enable the airline to offset the effects of underlying inflation and build flexibility to help mitigate revenue pressure. The cost and efficiency programme has been able to deliver sustainable reduction this year: over £500 million of savings have been achieved to date with £107 million saved in the 2018 financial year, principally in airport costs (flat cost per seat at constant currency), fuel supplier initiatives and engineering savings. Initiatives to drive improved cost performance Airports and ground handling As easyJet increases in size, the airline will drive further economies of scale from long-term deals with airports and ground handling operators. easyJet continues to work with airports that will reward easyJet’s commitment, efficient operations and growth with attractive financial agreements. 30% of all easyJet customers now travel through an automated bag drop area with further automation planned to be rolled out across the network. Automatic gates are also being trialled for boarding. Through the airline’s ground-breaking deal with DHL at Gatwick, initial investment in the contract is driving superior OTP performance and operational efficiency. (4) On-time performance (OTP) is defined as the percentage of flights which arrive within 15 minutes of the scheduled arrival time (5) Customer satisfaction (CSAT) is based on results of a customer satisfaction survey which measures how satisfied the customer was with their most recent flight STRATEGIC REPORT Maintenance and engineering easyJet is driving further efficiencies from its contract for maintenance and the provision of spare parts, which started in October 2015. Overheads and IT easyJet has identified opportunities to reduce cost and become more efficient in its overhead cost base and IT systems by: easyJet is using data science and its strong relationship with Airbus to support predictive maintenance, which is now active on all easyJet’s A319 and A320 fleet and resulted in 149 pre-emptive maintenance actions in 2018. All new fleet deliveries will have hardware installed that enables even higher levels of data transfer. easyJet expects to deliver meaningful savings in the 2019 financial year and to drive greater value as the programme progresses. Crew easyJet’s business model of employing crew across Europe on local contracts delivers significant value in attracting and retaining high quality crew. The airline believes this is the best long-term and sustainable resourcing model in the markets it operates in. easyJet’s investment in this area has driven structural benefits including low crew turnover, at less than 5% for pilots, and a strong pipeline of talent wanting to join easyJet. easyJet is investing significant resources to improve schedule and rostering efficiency, which will improve crew productivity and create a more stable working environment. Up-gauging and efficient fleet management Moving from 156 seats on an A319 to either 186 seats on an A320neo or 235 seats on an A321neo aircraft is expected to deliver a cost per seat saving of up to 13% and 20% respectively. This is being achieved by increasing the proportion of higher gauge aircraft in the fleet: • all new A320 deliveries are fitted with 186 seats, with the first 186-seat A320neo delivered in June 2017; • • retrofitting the existing fleet of 180-seat A320s; and the addition of A321neo aircraft to the fleet from July 2018, which is delivering up to 9% cost per seat savings compared to an A320neo. easyJet has built fleet flexibility which means the airline is able to either increase or decrease the fleet growth programme, allowing it to manage ownership costs in line with external factors. • continuing to embed its organisational redesign which has resulted in the ability to leverage scale in overheads for future growth; • increasing investment into data and digital to increase simplicity, enhance flexibility and drive efficiency; and • continuing end-to-end review of the supplier base in all areas of the business to drive value and support innovative thinking about the way the airline works in the future. Fuel easyJet continues to optimise its commercial and logistical fuel supply arrangements, working closely with its fuel providers. Operational resilience easyJet is investing in resilience to more effectively manage disruption and ease the impact on the customer. To tackle this sector-wide issue easyJet has begun a number of self- help initiatives: • modifying schedules to improve overall resilience using better data and updated parameters and assumptions; • • • increasing standby aircraft availability; focusing on the first wave, using better processes, communication and data-driven decisions to minimise delay minutes as the day progresses; implementing automation and data-driven decision making across all areas of operations through the use of our OTP simulator; • developing strategic partnerships, predominantly in ground handling, to implement and deliver better processes and equipment levels into contracts, for example with DHL at Gatwick; and • improving operational and customer communications across the Operational Control Centre (OCC), ground handlers and crew. These initiatives are targeted to deliver savings of over £100 million in the 2019 financial year, offsetting inflationary pressures. www.easyJet.com 17 CHIEF EXECUTIVE’S REVIEW CONTINUED 4. The right people easyJet cares about its people and believes they set the airline apart. Providing the warmest welcome in the sky, easyJet’s customer-facing employees are the very best in the industry and contribute significantly to the positive experience that customers enjoy, leading to increased loyalty and repeat business. At the end of the 2018 financial year, 14,605 people (2017: 12,181) worked for easyJet. Creating an inclusive and energising environment which attracts the right people and inspires everyone to learn and grow is at the heart of easyJet’s strategy. This is particularly important as our business continues to evolve. This year easyJet has introduced a new employee listening tool, Peakon, to obtain real-time, honest feedback on a more regular basis to help make better, data-led people decisions and to make easyJet a better place to work. Results of a first trial of the platform were good. The engagement score of 8.0 out of 10 is strong and the overall employee Net Promoter Score (eNPS) was 27, where any positive score is good on the Peakon benchmark. In our cabin crew community, eNPS was 41, a high score with a direct link to our positive customer perception of crew. Our Tegel employees are exceptionally positive about their experience with easyJet with the base registering an eNPS of 67. easyJet will work to maintain and improve further its employee engagement. easyJet is seen as an attractive employer and featured in the Top 50 places to work in the UK Employees’ Choice Awards on Glassdoor UK, voted by easyJet employees. easyJet continues to recruit to support its growth, adding over 742 pilots and 1,544 cabin crew during the 2018 financial year (2017: 399 pilots and 1,076 cabin crew). 29% of positions were also filled by internal candidates (2017: 36%). Retention rates remain good with total employee turnover at 6.5% (2017: 7.4%), while flight deck turnover was 4.9% (2017: 3.6%). There is also a strong pipeline of pilots and crew who want to work at easyJet, with 75,000 applications during the 2018 financial year, an increase of 7,800 compared to 2017. Since 2015, particularly through its Amy Johnson initiative, easyJet has been seeking to encourage more women to become pilots, to help address the significant gender imbalance in the worldwide pilot community. easyJet’s current target is that 20% of its new entrant co-pilots attracted by 2020 are female. In the 2018 financial year easyJet attracted 15% female new entrant co-pilots, up from 13% in the 2017 financial year and 5% when the initiative was started in 2015. In May, easyJet announced the appointments of a number of new Airline Management Board (‘AMB’) members, to take easyJet forward in alignment with the updated strategy: • Garry Wilson as Chief Executive of easyJet Holidays • Luca Zuccoli as Chief Data Officer • Flic Howard-Allen as Chief Communications Officer • Ella Bennett as Group People Director • Thomas Haagensen was promoted to Group Markets Director • Lis Blair was promoted to Chief Marketing Officer 18 easyJet plc Annual Report and Accounts 2018 5. Innovating with data easyJet has the ambition to become the most data-driven airline in the world and is now investing substantially to give greater focus and weight to our use of data to improve the customer experience, drive revenue, reduce cost and improve operational reliability: • Revenue – opportunities to leverage existing data-based initiatives, in particular focusing on enhancing the revenue management system, harnessing customer-related information and improving easyJet’s ability to target clients with the right offer. In particular, easyJet is focusing on harnessing new sources of data to improve demand-forecasting and simulation capabilities, and to deliver further competitive pricing for tickets and ancillary products such as seat allocation. • Cost and operations – specific data applications have opportunities to improve utilisation and productivity, fuel efficiency and resilience, enabling predictive maintenance and reducing waste, whilst also helping to minimise the impact of disruption by combining machine learning predictions of delays and optimisation algorithms to find the best solution to the problems. During 2018 easyJet implemented an OTP simulator that allows for rapid and often pre-emptive action resulting from first wave issues each day. • Customer – both on board to complement existing demand and personalisation initiatives, such as food and beverage, and ‘off-board’ where we will develop our capability to make the most efficient, effective decisions to the customer’s benefit such as in managing disruption (for example by implementing the Optym solution in future planning from 2019). easyJet’s new Chief Data Officer, Luca Zuccoli, joined the business in August and has started the process of hiring an additional 28 data scientists to join the existing team of 22. As a result easyJet has made a major step up in its data activities and now has over 50 data projects in place to drive the above benefits, more than doubling the number of initiatives in the last six months. easyJet expects to secure benefits from the 2019 financial year which will deliver substantial future annualised benefits. OUR PROMISE easyJet has consolidated and updated its customer and employee values and behaviours, which it is now calling Our Promise. This is one single, simple way to bring together the elements which will support Our Plan: • Safe and responsible: safety is our number one priority • On our customers’ side: we always think about the customer and see things from their point of view • In it together: we are one team and work together in all we do • Always efficient: we will always be efficient and focus on what matters most • Forward thinking: we anticipate what we need tomorrow and consider how what we do today might affect us in the future This brings a clarity of purpose and understanding for all of our employees that will drive better customer service and long-term success for the business. STRATEGIC REPORT CAPITAL ALLOCATION AND FLEET easyJet has a ruthless focus on capital allocation, using its market-leading fleet flexibility to increase or decrease capacity deployed. easyJet regularly reviews the opportunities available and prevailing economic and market conditions to determine the most effective capital allocation. Every year the airline churns routes that have not reached their targeted objectives using the flexibility to move aircraft between routes and markets to ensure improved utilisation and generate increased returns. easyJet is able to support this with market-leading fleet flexibility, through the timing and scale of capacity deployment: new aircraft orders can be deferred, aircraft leases may be extended or returned to the lessor, aircraft may be sold or utilisation can be reduced at times of low demand. easyJet’s total fleet as at 30 September 2018 comprised 315 aircraft (2017: 279 aircraft), of which 42% are A319s, 57% are A320s and 1% are A321s. Alongside its cost initiatives over the next five years easyJet will reduce cost per seat by improving the fleet mix. In the 2018 financial year, easyJet took delivery of 49 aircraft, and exited 13. Deliveries included 18 ex-Air Berlin aircraft now being leased by the company and 28 aircraft that are part of our highly advantageous deal with Airbus. As at 30 September 2018, easyJet had taken delivery of two A321neo aircraft, with a third delivered since year end. The A321neos are operated from Gatwick, enabling growth in a slot-constrained, high customer demand airport. The A321neo has 51% more seat capacity than the A319 and delivers up to 9% cost savings compared to a 186-seat A320neo or up to 20% compared to an A319. At 30 September 2018 the average age of the fleet was 7.0 years (2017: 7.1 years) and the average number of seats per aircraft increased to 172 seats (2017: 169 seats). During the year, easyJet improved its fleet utilisation across the network to an average 11.1 block hours per day (2017: 10.9 hours). easyJet is pleased to announce that it has reached an agreement with Airbus that extends easyJet fleet plans into 2023, delivers more flexibility into the schedule and secures valuable delivery slots at a time when the Airbus order book has limited availability. In particular the agreement includes: • The exercise of purchase rights resulting in firm orders for 17 A320neo under the existing framework agreement signed in 2013. These aircraft are subject to a very substantial discount from the list price(6) and are expected to be funded through a combination of easyJet’s internal resources, cash flow, sale and leaseback transactions and debt. • The deferral of delivery dates of 18 A320neo aircraft by up to 24 months. • The conversion of 25 purchase rights for A320neo into purchase options, which has the primary purpose of securing delivery slots in 2024. This provides additional flexibility to easyJet’s existing plans; by 2022 easyJet could increase its fleet size to 385 or reduce it to 316, using existing Airbus delivery arrangements and operating lease optionality. Fleet at 30 September 2018, updated to include future commitments including the new Airbus transaction. Since the end of the financial year five aircraft have been delivered (one A321neo and four A320neos), not included below. A319 A320 180 seat A320 186 seat A320neo A321neo Percentage of total fleet Owned 79 46 80 13 2 220 70% Finance leases – 1 4 – – 5 1% Operating leases 53 28 9 – – 90 29% % of fleet 42% 24% 29% 4% 1% Total 132 75 93 13 2 315 Changes since Sept 2017 (11) 19 15 11 2 36 Future deliveries – – – 100 27 127 Purchase options – – – 25 – 25 Unexercised purchase rights – – – 58 – 58 (6) The aircraft list price for the new generation A320 NEO aircraft based on the relevant price catalogue in January 2012 was US$92,346,946 (being the sum of the airframe list price, engine option list price and the price of certain assumed specification change notices). Therefore the total list price for the 17 aircraft is approximately US$1,877,115,414 (November 2018). If easyJet chooses to take advantage of these purchase options, the price payable for such aircraft and the other terms applicable to such acquisitions will be the same as those for the purchase of other aircraft under the existing framework agreement signed in 2013. A small additional payment is made to Airbus on the conversion of the purchase right to a purchase option, which amount will be deducted from the purchase price on exercise. www.easyJet.com 19 CHIEF EXECUTIVE’S REVIEW CONTINUED Balance sheet easyJet continues to have a very strong and market leading balance sheet with net cash of £396 million at 30 September 2018 (2017: £357 million), positioning the airline to be able to take advantage of opportunities at a potentially challenging period for the sector. This is driven by high operating cash generation, increased unearned revenue from schedule releases, and improved supplier terms. Moody’s and Standard & Poor’s credit ratings remain unchanged at Baa1+ (stable) and BBB+ (stable) respectively. The majority of easyJet’s capital expenditure is on its fleet, including pre-delivery payments, final delivery payments and maintenance expenditure. Over the next four years easyJet gross capital expenditure is expected to be as follows: Year 2022 Gross capital expenditure (£ million) 1,000 1,000 800 1,000 2020 2021 2019 easyJet continues to look for ways to optimise the efficiency of the balance sheet, including management of the liquidity position. easyJet’s policy is to maintain a liquidity buffer (defined as cash plus undrawn revolving credit facilities (RCF) and business interruption insurance) of at least £2.6 million per 100 seats. As at 30 September 2018, the liquidity position was Percentage of anticipated requirement hedged Six months to 31 March 2019 Average rate Full year ending 30 September 2019 Average rate Full year ending 30 September 2020 Average rate Fuel requirement 69% $567 / metric tonne 65% $571 / metric tonne 45% $654 / metric tonne BREXIT Both the EU and the UK have said that their objective is to maintain flights between the EU and the UK, whatever the Brexit outcome. This gives easyJet confidence that flying rights will be maintained, and it continues to work with EU institutions, EU member states and the UK Government to ensure that this is achieved. easyJet has established easyJet Europe, which is headquartered in Vienna and will enable easyJet to continue to operate flights both across the EU and domestically within EU countries after the UK has left the EU, regardless of the Brexit outcome. The new structure means that easyJet is now a pan-European airline group with three airlines based in Austria, Switzerland and the UK. UK consumer demand remains strong, with bookings for next summer ahead of 2018. In order to continue to operate air services within the EU, easyJet (and all other airlines with EU operating licences) must comply with the EU requirement that a majority of its equity capital must be owned and controlled by nationals of one of the member states of the EU, Switzerland, Norway, Iceland or Liechtenstein (‘qualifying nationals’). 20 easyJet plc Annual Report and Accounts 2018 significantly ahead of this policy at £3.9 million per 100 seats (2017: £3.6 million). On 1 August 2018, easyJet implemented an additional two-year £250 million RCF to further support its liquidity position. This RCF has no financial covenants or draw stops and is unsecured. Headline return on capital employed(7) (ROCE) increased to 14.4%, an increase of 2.5 percentage points (2017: 11.9%), driven by the strong performance in profitability. Total ROCE increased to 11.5% (2017: 11.3%). Hedging positions easyJet has a strong hedging position which will allow the Group to remain highly competitive across the European airline industry. easyJet operates under a clear set of treasury policies approved by the Board. The aim of easyJet’s hedging policy is to reduce short-term cash flow volatility. Therefore, easyJet hedges forward, on a rolling basis, between 65% and 85% of the next 12 months’ anticipated fuel and foreign currency exposures and between 45% and 65% of the following 12 months’ anticipated exposures. These policies are reviewed on at least an annual basis and any recommendations to amend policies to take into account changing market conditions need to be approved by the Board. No material changes were made to these hedging policies in the 2018 financial year. Details of hedging arrangements as at 30 September 2018 are set out below: US Dollar requirement 70% Euro surplus 69% CHF surplus 68% $1.31 66% $1.33 46% $1.38 €1.14 68% €1.13 47% €1.10 CHF 1.24 66% CHF 1.25 47% CHF 1.27 With regard to its ownership easyJet is well prepared and begins from a position of strength with approximately 47% of its shares already held by qualifying nationals (excluding UK nationals). easyJet’s investor relations programme has focused mainly on Europe since 2016 with the intention of increasing this to above 50% prior to the UK’s exit from the EU. easyJet’s Articles of Association contain provisions to allow it to take action if necessary to ensure it continues to satisfy the EU ownership and control requirements. These provisions permit easyJet to regulate the level of ownership by non- qualifying nationals by suspending rights to attend and vote at meetings of shareholders and/or forcing the sale of shares owned by non-qualifying nationals to qualifying nationals. Similar powers exist in the articles of association of other airlines as well as in the articles of companies in other sectors that have national share ownership requirements. (7) Headline return on capital employed shown adjusted for leases with leases capitalised at seven times. Under IFRS 16 headline return on capital employed is expected to improve by approximately 1.5 percentage points, as the newly capitalised lease liabilities are less than the adjustment historically made for the capital implicit in aircraft operating lease arrangements (the annual charge for aircraft dry leasing multiplied by a factor of seven). STRATEGIC REPORT Whilst easyJet has no current intention of exercising these powers, the position will be kept under review pending the outcome of Brexit negotiations between the UK and the EU, along with other options. OUTLOOK easyJet continues to see the current market environment as an opportunity to build and strengthen its network and customer experience for the long term. Currently, approximately 47% of easyJet’s equity capital is held by qualifying nationals, if UK nationals are excluded, and therefore approximately 53% by non-qualifying nationals. Consequently, if no withdrawal agreement is agreed or approved, and there is therefore no transition period, it may become necessary for those powers to be exercised, and/or for other actions to be taken to reduce the proportion of non-qualifying nationals owning easyJet shares, in advance of Brexit on 29 March 2019, so as to be compliant with the relevant EU requirement. easyJet currently expects to take action in respect of its level of ownership by non-qualifying nationals only if there is a real risk of a ‘no deal’ Brexit in the run up to 29 March 2019 and if the proportion of equity capital held by qualifying nationals (excluding UK nationals) remains below the required level of 50% plus one share. If the EU and the UK reach agreement on the terms of withdrawal, and a transition period is agreed, it is not anticipated that any action would be required in respect of the level of ownership by non-qualifying nationals until at least the later stages of the Brexit transition period (which is expected to end no earlier than 31 December 2020). easyJet continues to monitor developments but currently considers it would be inappropriate to commit to a set plan whilst the Brexit outcome remains uncertain. easyJet will provide a further update as appropriate in due course. LONGER TERM FOCUS Monthly traffic statistics To reduce the short-term speculative impact around monthly traffic statistics, easyJet has decided to change the way it reports monthly passenger numbers and load factors, which will now be reported within the quarterly reporting framework in the same manner as our OTP reporting. Historic information will be available on a dedicated webpage. Key performance indicators easyJet has set a number of internal and external Key Performance Indicators (KPIs) that align to the ‘Our Plan’ strategic framework. The major external KPIs that will be reported from the 2019 financial year are as follows: • Profit per seat • On-time performance – arrival within 15 minutes • Customer satisfaction score • Return on capital employed (ROCE) • Earnings per share • CO2 emissions per passenger kilometre Over the longer term easyJet is confident that its strategy and positioning will deliver substantial value for its shareholders. easyJet will focus on: • maintaining capital discipline and maximising ROCE; • maximising profit per seat by underlying business improvement, profit from new initiatives and benefits to revenue and cost from data; and • generating sustainable positive net cash flow (after payment of the ordinary dividend and investment in the fleet) through profitability and fleet flexibility. easyJet plans to grow capacity by around 10% for the 2019 financial year, and by around 15% in the first half year. Forward bookings for the first half are 50%. Bookings for next summer look promising at this very early stage, slightly ahead of summer 2018. On a like-for-like accounting basis(8) revenue per seat for the first half is expected to be down by low to mid-single digits, in line with previous guidance, including the effect of annualisation of one-off revenue benefits from the 2018 financial year, dilution from Tegel and the effect of Easter moving into the second half of the year. Adjusting for the impact of IFRS 15, revenue per seat in the first half is currently expected to be down by mid-single digits mainly due to new treatment of booking fee revenue which is now recognised at the time of flying and which will benefit the second half of the year, as well as the revised treatment of disruption costs which are now partially offset against revenue. On a like-for-like accounting basis total headline cost per seat excluding fuel at constant currency (assuming normal levels of disruption) is expected to be flat for the 12 months to 30 September 2019. This includes one-off expenditures on the strategic initiatives to drive margin and returns in the long term. Adjusting for the impact of IFRS 15 total headline cost per seat excluding fuel at constant currency is expected to improve slightly as some disruption cost is offset against revenue, as noted above. IFRS 16 is not expected to have a material impact on cost as the annual operating lease expense and maintenance charges will be replaced by anticipated similar levels of depreciation and interest expense. Capital expenditure for the 2019 financial year is expected to remain in line with previous guidance at £1 billion. Based on today’s fuel prices, unit fuel(9) costs for the year to 30 September 2019 are expected to be a headwind of between £50 million and £100 million as a result of easyJet’s advantaged hedging position. The total expected headline foreign exchange(10) impact for the year to 30 September 2019 is expected to be a headwind of around £10 million. (8) Applying IAS 18 Revenue, IAS 17 and IAS 39 Financial Instruments: Recognition and Measurement. (9) Unit fuel is calculated as the difference between the latest estimate of financial year 2019 fuel costs less the financial year 2018 fuel cost per seat, multiplied by the financial year 2018 seat capacity. Based on fuel spot price range of $675- $760. (10) US$ to £ Sterling 1.28, Euro to £ Sterling 1.12, Swiss Franc to £ Sterling 1.28. Currency, capital expenditure and fuel increases are shown net of hedging impact. www.easyJet.com 21 Investing in number one and two airports: BERLIN TEGEL easyJet acquired part of Air Berlin’s operations at Berlin Tegel Airport in December 2017, and launched its own operations on 5 January 2018 with the first easyJet flight from Berlin Tegel to Munich. In June 2018, we welcomed our 300th aircraft into the fleet on a new route between Berlin Tegel and Cologne Bonn, marking another milestone in our network expansion. By 30 September 2018, we had 23 aircraft based in Berlin Tegel. The flying schedule was initially supported by wet leased aircraft during the transition period from January to October 2018, but Tegel is now ‘totally orange’, with the final wet leased flight operated on 31 October 2018. The implementation of Tegel operations has demonstrated the strong operational depth at easyJet and the ability to drive substantial change at pace, with 3.9 million passengers flown on Tegel routes by 30 September 2018. Our new routes are especially popular with business travellers, who now account for over 50% of passengers on our German domestic routes. We have also welcomed over 400 former Air Berlin employees into our family, with 182 pilots and 223 cabin crew recruited by 30 September 2018. It’s all part of our plan to become number one or number two in our key airports, seamlessly connecting Europe with the warmest welcome in the sky. 22 easyJet plc Annual Report and Accounts 2018 OVER 400FORMER AIR BERLIN CREW RECRUITED BY EASYJET 3.9MILLION PASSENGERS ON TEGEL ROUTES IN THE 2018 FINANCIAL YEAR STRATEGIC REPORT 23AIRCRAFT BASED AT BERLIN TEGEL AS AT 30 SEPTEMBER 2018 OVER 50%BUSINESS TRAVELLERS 23 STRATEGIC REPORT Around 50%QUIETER ON TAKEOFF AND LANDING (THAN PREVIOUS GENERATION AIRCRAFT) Up to 9%COST PER Up to 20%COST PER SEAT SAVING SEAT SAVING (VS A320NEO) (VS A319) 235SEATS 24 STRATEGIC REPORT 15%REDUCTION IN FUEL BURN AND CO2 EMISSIONS NEW ENGINE OPTION VS PREVIOUS GENERATION ENGINE IN EQUIVALENT AIRCRAFT MODEL Value by efficiency: the A321neo In July 2018, the first of our Airbus A321neo aircraft joined the easyJet fleet, registered under the UK AOC as G-UZMA. Equipped with the Airbus Cabin Flex seating option and new emergency exit configuration, these aircraft have 235 passenger seats. The new aircraft type is expected to deliver up to a 9% cost per seat reduction compared to our A320neo, and up to a 20% reduction compared to our A319. The new engines are around 50% quieter on takeoff and landing than previous generation engines, and reduce fuel burn and CO2 emissions by 15%. This makes the A321neo our largest, quietest, most cost-efficient and most eco-friendly aircraft yet. easyJet first announced the conversion of 30 orders for A320neo aircraft to A321neo aircraft on 16 May 2017. 14 months later, on 16 July 2018, G-UZMA took off on its first commercial revenue service from Gatwick to Faro. The A321neo onboard service was designed in close collaboration with our front-line cabin crew, with a focus group including representatives from our major bases throughout Europe. The first six A321neo aircraft will be based at Gatwick. The increased capacity will help us grow at slot-constrained airports and enable us to offer low fares to more people on our most popular business and leisure routes. To date, our A321neos are predominantly operating flights between Gatwick and mid-range leisure destinations. www.easyJet.com 25 1 IN 5 PEOPLE IN THE UK PREFER TO FLY EASYJET1 Winning our customers’ loyalty Our brand position is continuing to strengthen in our core markets and is driving greater customer loyalty as we focus on continuously improving our customer offer. At easyJet we pride ourselves on making travel easy, enjoyable and affordable for customers whether it is for business or leisure, seamlessly connecting Europe with the warmest welcome in the sky. Through investing in the brand and service, innovation and strong operational performance, we aim to retain and grow our customer base. easyJet is now number one low-cost carrier in value for money perceptions in all of its core markets(1). easyJet was named ‘Best Value Short-Haul Airline’ by Skyscanner in 2018. easyJet was voted ‘Best Low Cost Airline’ by Business Traveller magazine in 2018. In Berlin, perceptions around our brand have made a significant leap forward with a six percentage point increase in customers who would seriously consider flying easyJet since last year(1). The customer perception of easyJet in Germany speaks to easyJet’s offering, giving customers value for money, as well as ease. (1) Millward Brown brand tracker 26 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT Over 66%OF PEOPLE IN EASYJET’S CORE MARKETS (UK, FRANCE, ITALY, SWITZERLAND) WOULD SERIOUSLY CONSIDER FLYING EASYJET1 75%OF PEOPLE IN ALL EASYJET’S MAIN MARKETS THINK EASYJET IS VALUE FOR MONEY1 27 KEY PERFORMANCE INDICATORS Measuring our performance SAFE AND RESPONSIBLE FINAL EVENT RISK CLASSIFICATION (FERC) 1.0 0.9 0.8 0.7 0.6 0.5 0.4 0.3 0.2 0.1 k s i r d e s i l a m r o n f o m u S Aug 14 Aug Dec Apr 14 14 15 Six-month rolling average FERC Apr 15 Dec 15 Apr 16 Aug 16 Dec 16 Apr 17 Aug 17 Dec 17 Apr 18 Aug 18 DEFINITION: All reported safety-related incidents are assessed and categorised with risk values assigned and aggregated to form a final event risk classification. The sum of normalised risk is the risk classification of safety events, normalised by 1,000 sectors flown. PERFORMANCE: Safety continues to underpin everything we do, supported by a strong safety reporting culture. Overall the final event risk classification has remained broadly flat year on year, reflecting our continued appropriate reporting culture and focus on safety. WINNING OUR CUSTOMERS’ LOYALTY REVENUE PER SEAT (£) OVERALL CUSTOMER SATISFACTION (%) 1 3 . 3 6 8 4 . 2 6 . 6 4 8 5 3 2 . 8 5 4 9 . 1 6 8 7 5 7 2 7 1 7 1 7 NETWORK AIRPORT MARKET SHARE WHERE EASYJET IS NUMBER ONE OR TWO CARRIER* . 6 5 2 . 5 6 2 . 9 5 2 . 5 5 2 4 . 3 2 14 15 16 17 18 DEFINITION: Market share at airports where easyJet is the number one or number two carrier based on short-haul capacity. PERFORMANCE: easyJet’s market share decreased slightly to 25.5% (2017: 25.9%) as seven new airports achieved number one status in the year, whose market shares are not yet as strong as at established number one airports. The percentage of easyJet capacity that touches a number one or two airport increased to 98.7% (2017: 98.1%). * Source: OAG THE RIGHT PEOPLE EMPLOYEE ENGAGEMENT – PEAKON SCORE OUT OF 10 0 8 . 14 15 16 17 18 14 15 16 17 18 18* DEFINITION: Revenue divided by seats flown. PERFORMANCE: Revenue per seat increased to £61.94 (2017: £58.23) with an increase of 4.7% at constant currency due to the positive trading environment based on the strength of our network and customer offer, competitor capacity reductions and lower competitor growth in easyJet markets. DEFINITION: Customer satisfaction index, based on results of a customer satisfaction survey which measures how satisfied the customer was with their most recent flight. PERFORMANCE: Overall customer satisfaction increased from 71.0% to 71.2% year on year, despite significant air traffic disruption in the year. DEFINITION: Employee engagement score, based on results of an employee survey. PERFORMANCE: In 2018 easyJet introduced a new employee feedback and continuous listening platform called Peakon. This was trialled with a third of our people across the network. The resulting score of 8.0 out of 10 reflects our strong levels of employee advocacy. Peakon has been rolled out to all employees in November 2018 and will be delivered on a quarterly basis across all easyJet communities. * Trial data across one third of employees 28 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT INNOVATING WITH DATA TOTAL NUMBER OF VISITS TO ALL DIGITAL PLATFORMS (M) VALUE BY EFFICIENCY HEADLINE COST PER SEAT EXCLUDING FUEL (£) ON-TIME PERFORMANCE (%) 5 1 7 6 6 9 5 1 5 2 7 4 4 9 4 0 7 . 7 3 5 3 . 7 3 3 3 . 8 3 3 4 . 3 4 7 2 . 1 4 5 8 0 8 7 7 6 7 5 7 * 14 15 16* 17* 18* DEFINITION: Total number of visits to all digital platforms (in millions) PERFORMANCE: easyJet’s award-winning digital platform has driven an increase in number of visits to all digital platforms. 14* 15* 16* restated 17 18 DEFINITION: Revenue less headline profit before tax, plus fuel costs, divided by seats flown. PERFORMANCE: Headline cost per seat excluding fuel increased by 5.3% to £43.43, with an increase of 4.8% at constant currency, primarily driven by general inflation and higher disruption costs, as well as the integration of Tegel operations. 14 15 16 17 18 DEFINITION: Percentage of flights which arrive within 15 minutes of the scheduled arrival time. PERFORMANCE: Despite increased disruption due to significant third-party industrial action, air traffic control restrictions and adverse weather conditions across Europe, on-time performance has only fallen by one percentage point year on year to 75% (2017: 76%). * 2016, 2017 and 2018 include visits to the Flight Tracker section of our website * 2014-2015 as reported, not headline. 2016 as restated, not headline. OVERALL ORDINARY DIVIDEND (PENCE PER SHARE) . 6 8 5 2 . 5 5 8 . 3 5 . 4 5 4 . 9 0 4 LIQUIDITY PER 100 SEATS (£M) . 9 6 3 . 3 2 . 3 2 . 3 7 . 2 14* 15* 16* 17 18 14 15 16 17 18 PERFORMANCE: The Board has recommended a final dividend of 58.6 pence per share (2017: 40.9 pence), which is in line with the dividend policy of a payout ratio of 50% of headline profit after tax. DEFINITION: Liquidity (cash plus revolving credit facilities and business interruption insurance policy) per 100 aircraft seats. PERFORMANCE: easyJet liquidity continues to be significantly above the minimum policy position of £2.6 million per 100 seats. Liquidity increased in the year due to entering into an additional £250 million revolving credit facility and a business interruption insurance policy. HEADLINE ROCE (%) 2 . 2 2 . 5 0 2 . 0 5 1 . 4 4 9 1 . 1 1 14* 15* 16* restated 17 18 DEFINITION: Normalised headline operating profit after tax divided by average adjusted capital employed (see Glossary). PERFORMANCE: Headline ROCE increased to 14.4% (2017: 11.9%) and total ROCE increased to 11.5% (2017: 11.3%), driven by an increase in headline profit for the year. * 2014-2016 based on reported profit after tax, not headline * 2014-2015 as reported, not headline. 2016 as restated, not headline. www.easyJet.com 29 FINANCIAL REVIEW OUR FINANCIAL RESULTS In the 2018 financial year, easyJet flew 88.5 million passengers (2017: 80.2 million) and delivered a headline profit before tax for the year of £578 million (2017: £408 million) or £6.07 per seat (2017: £4.71 per seat). Total reported profit before tax for the year was £445 million (2017: £385 million) or £4.68 per seat (2017: £4.45 per seat). ANDREW FINDLAY Chief Financial Officer On 15 December 2017 easyJet completed the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport. Its flying programme started on 5 January 2018, operating a winter schedule with a fleet of mainly wet leased aircraft. As anticipated, Tegel flying resulted in a dilutive impact to overall load factor performance, revenue per seat and profit per seat whilst the operation was being established. The impact of the Tegel operation has therefore been split out in the financial overview below to provide visibility of the existing business. Tegel headline loss before tax in the year of £112 million relates to our flying activities in Tegel, including the use of lower gauge wet leased aircraft, combined with anticipated initially lower loads and yields as we commenced our operations. Tegel non-headline costs represent the parallel integration of our dry lease operation, including fleet conversion and training costs, as well as transaction-related costs. The headline profit before tax excluding Tegel for the year ended 30 September 2018 was £690 million (2017: £408 million) and the total profit before tax excluding Tegel was £597 million (2017: £385 million). Total profit before tax includes the impact of a £65 million non-headline charge resulting from our change in approach to technology development during the year. FINANCIAL OVERVIEW £ million (reported) Revenue Headline costs excluding fuel Fuel Headline profit/(loss) before tax Headline tax (charge)/credit Headline profit/(loss) after tax Non-headline costs Non-headline tax credit Total profit/(loss) after tax £ per seat (reported) Revenue Headline costs excluding fuel Fuel Headline profit/(loss) before tax Headline tax (charge)/credit Headline profit/(loss) after tax Non-headline costs Non-headline tax credit Total profit/(loss) after tax 2018 5,700 (3,886) (1,124) 690 (133) 557 (93) 17 481 2018 63.09 (43.00) (12.45) 7.64 (1.47) 6.17 (1.03) 0.18 5.32 Ex-Tegel 2017 5,047 (3,577) (1,062) 408 (83) 325 (23) 3 305 Ex-Tegel 2017 58.23 (41.27) (12.25) 4.71 (0.96) 3.75 (0.26) 0.03 3.52 Tegel 2018 198 (250) (60) (112) 21 (91) (40) 8 (123) Tegel 2018 40.69 (51.45) (12.31) (23.07) 4.38 (18.69) (8.12) 1.55 (25.26) 2018 5,898 (4,136) (1,184) 578 (112) 466 (133) 25 358 2018 61.94 (43.43) (12.44) 6.07 (1.18) 4.89 (1.39) 0.26 3.76 Total 2017 5,047 (3,577) (1,062) 408 (83) 325 (23) 3 305 Total 2017 58.23 (41.27) (12.25) 4.71 (0.96) 3.75 (0.26) 0.03 3.52 Total seats flown grew by 9.8% with total load factor increasing by 0.3 percentage points to 92.9%. Excluding Tegel, seats flown increased by 4.2% and load factor increased by 1.0 percentage point to 93.6%. Total revenue per seat grew by 6.4% to £61.94 (2017: £58.23), an increase of 4.7% at constant currency. Revenue per seat performance excluding Tegel grew by 6.7% at constant currency. The increase in revenue per seat is a consequence of the positive trading environment based on the strength of our network and customer offer, competitor capacity reductions and lower growth in easyJet markets, in particular as a result of the bankruptcies of Monarch, Air Berlin and Alitalia, as well as the impacts from Ryanair’s winter flight cancellations and summer strike action. Tegel generated £198 million of revenue in the period; Tegel revenue per seat was £40.69 which had a dilutive impact on total revenue per seat. 30 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT Total headline cost per seat excluding fuel increased by 5.3% to £43.43 and increased by 4.8% at constant currency. Headline cost per seat excluding fuel was £43.00 excluding Tegel, an increase from last year of 3.8% at constant currency. The increase was mainly due to higher disruption costs which have been driven by the high number of disruption events through the year, mainly as a result of significant third-party industrial action, air traffic control restrictions and adverse weather conditions across Europe. Crew costs were also higher than last year due to agreed inflationary increases in pay along with the impact of the significant disruption on crew productivity, combined with the increase in accrued employee incentive costs as a result of our strong financial performance. These were partially offset by cost benefits from synergies at our larger airports, the up-gauging of fleet to larger and more efficient aircraft, savings obtained from airport cost programme initiatives, and navigation price benefits. Tegel headline costs were £310 million in the year and Tegel headline cost per seat was £63.76, which had an adverse impact on total cost per seat. Total fuel costs grew by £122 million, and increased from £12.25 to £12.44 per seat. At constant currency fuel cost per seat decreased by 4.3%. Despite an increase in the market price of fuel, the operation of easyJet’s hedging policy resulted in a reduction in the effective US dollar fuel price. Total headline profit before tax per seat increased by 28.7% to £6.07 per seat (2017: £4.71), which includes an £8 million favourable movement from foreign exchange. Total non-headline costs of £133 million (2017: £23 million) were recognised in the year, consisting of: a £65 million charge for the write-down of IT investments and associated commitments the business will no longer require; a £40 million charge for the integration of the Berlin Tegel operation; a £19 million charge as a result of the sale and leaseback of 10 A319 aircraft in the first quarter; a £7 million charge for Brexit-related preparation activity; a £1 million charge associated with the completion of the organisational review; and a £1 million charge for fair value adjustments associated with the cross-currency interest rate swaps in place for the Eurobonds issued in February 2016 and October 2016. Total profit before tax per seat increased by 5.2% to £4.68 per seat (2017: £4.45), which includes a £1 million favourable year-on- year movement from foreign exchange (£0.01 per seat). The total tax charge for the year was £87 million (2017: £80 million). The effective tax rate for the year was 19.7% (2017: 20.8%), higher than the standard UK rate of 19.0% (2017: 19.0%), due to the impact of Swiss and Austrian income being taxed at higher rates. EARNINGS PER SHARE AND DIVIDENDS PER SHARE Basic headline earnings per share Basic total earnings per share Diluted headline earnings per share Proposed ordinary dividend per share 2018 pence per share 118.3 90.9 117.4 58.6 2017 pence per Change in pence per share 82.5 77.4 81.9 40.9 share 35.8 13.5 35.5 17.7 Basic headline earnings per share increased by 43.4% to 118.3 pence (2017: 82.5 pence) and basic total earnings per share increased by 17.4% to 90.9 pence (2017: 77.4 pence). The increases were as a consequence of the increases in both headline and total profit after tax for the year. In line with the stated dividend policy of a payout ratio of 50% of headline profit after tax, the Board is recommending an ordinary dividend of £233 million or 58.6 pence per share which is subject to shareholder approval at the Company’s Annual General Meeting on 7 February 2019. This will be paid on 22 March 2019 to shareholders on the register at close of business on 1 March 2019. RETURN ON CAPITAL EMPLOYED (ROCE) Headline ROCE Total ROCE 2018 14.4% 11.5% 2017 11.9% 11.3% Change 2.5ppt 0.2ppt Headline ROCE for the year was 14.4%, an improvement of 2.5 percentage points on the prior year and total ROCE for the year was 11.5%, an improvement of 0.2 percentage points from last year. The increase in both headline and total ROCE was due to the increase in profits for the year, partially offset by a 13.9% increase in the average adjusted capital employed including lease adjustments. This is primarily due to the acquisition of 28 aircraft during the year and the entry into the fleet of 19 leased aircraft as part of the Air Berlin transaction. The ROCE calculation excludes borrowings, cash and money market deposits and includes an adjustment for the capital implicit in aircraft operating lease arrangements. The adjustment is calculated by multiplying the annual charge for aircraft dry leasing by a factor of seven. www.easyJet.com 31 FINANCIAL REVIEW CONTINUED EXCHANGE RATES The proportion of revenue and costs denominated in currencies other than Sterling remained broadly consistent year on year: Sterling Euro US dollar Other (principally Swiss franc) AVERAGE EXCHANGE RATES Euro – revenue Euro – costs US dollar Swiss franc 2018 45% 44% 1% 10% Revenue 2017 46% 41% 1% 12% 2018 29% 39% 26% 6% Costs 2017 30% 37% 26% 7% 2018 €1.15 €1.13 $1.37 CHF 1.31 2017 €1.19 €1.15 $1.46 CHF 1.38 There was a £1 million adverse (2017: £85 million adverse) impact on total profit due to the year-on-year changes in exchange rates. An £8 million favourable (2017: £101 million adverse) impact on headline profit was more than offset by a £9 million adverse (2017: £16 million favourable) impact on the non-headline loss. The adverse impact of the Sterling/US dollar exchange rate movement on fuel costs was partially offset by a favourable impact on revenue mainly driven by the weakening of Sterling against the Euro. Foreign exchange rate movements arise as easyJet’s foreign currency risk management policy is to hedge between 65% and 85% of the next 12 months’ forecast surplus cash flows on a rolling basis, and hence a portion of cash flows remains unhedged. Additionally the Group’s foreign currency risk management policy is aimed at reducing the impact of a fluctuation in exchange rates on future cash flows, however the timing of cash flows can be different to the timing of recognition within the income statement resulting in foreign exchange movements. Amounts presented at constant currency are an alternative performance measure and not determined in accordance with International Financial Reporting Standards. HEADLINE EXCHANGE RATE IMPACT Favourable/(adverse) Total revenue Fuel Headline costs excluding fuel Headline total NON-HEADLINE EXCHANGE RATE IMPACT Favourable/(adverse) Non-headline costs excluding prior year balance sheet revaluations Prior year balance sheet revaluations Non-headline total Euro £ million 96 – (24) 72 Swiss franc £ million (1) – 14 13 US dollar £ million (3) (68) (6) (77) Other £ million 1 – (1) – Total £ million 93 (68) (17) 8 Euro £ million Swiss franc £ million US dollar £ million Other £ million Total £ million – 3 3 – 1 1 (10) (4) (14) 3 (2) 1 (7) (2) (9) REVENUE Passenger revenue Ancillary revenue Total revenue £ million 4,688 1,210 5,898 2018 £ per seat 49.23 12.71 61.94 £ million 4,061 986 5,047 2017 £ per seat 46.85 11.38 58.23 Total revenue in the year increased by 16.8% to £5,898 million (2017: £5,047 million), a 4.7% increase in revenue per seat at constant currency, reflecting the additional 8.3 million passengers carried as well as a benefit from foreign exchange. Tegel flying generated £198 million of revenue in the year. The number of passengers carried increased by 10.2% to 88.5 million (2017: 80.2 million), driven by a growth in capacity of 9.8% to 95.2 million seats (2017: 86.7 million) and load factor increasing by 0.3 percentage points to 92.9% (2017: 92.6%). Increase in capacity has been lower than originally planned due to disruption, which resulted in 6,814 cancellations during the year (2017: 2,502). Revenue per seat increased by 6.4% to £61.94 (2017: £58.23), and increased by 4.7% to £60.96 at constant currency. Tegel revenue per seat was £40.69, which had an anticipated dilutive impact on total revenue per seat. 32 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT easyJet saw a positive trading environment based on the strength of our network and customer offer, capacity reductions and lower growth in easyJet markets, in particular as a result of the bankruptcies of Monarch, Air Berlin and Alitalia as well as the impacts from Ryanair’s winter flight cancellations and summer strike action. Ancillary revenue per seat continued to perform well, and increased by 11.7% to £12.71 (2017: £11.38). The momentum from last year’s product and pricing initiatives, particularly bags and allocated seating, continued into this year, along with greater conversion and attachment rates from improved website functionality. Performance benefitted from higher loads as well as further product offerings brought to market. HEADLINE COSTS EXCLUDING FUEL Headline cost per seat excluding fuel increased by 5.3% to £43.43 (2017: £41.27) and increased by 4.8% at constant currency. Operating costs Airports and ground handling Crew Navigation Maintenance Selling and marketing Other costs Ownership costs Aircraft dry leasing Depreciation Amortisation Net finance charges Total headline costs excluding fuel £ million 2018 £ per seat £ million £ per seat 2017 1,649 754 400 313 143 497 3,756 152 199 15 14 380 4,136 17.32 7.92 4.20 3.28 1.50 5.22 39.44 1.59 2.09 0.15 0.16 3.99 43.43 1,465 645 381 268 122 371 3,252 110 181 14 20 325 3,577 16.90 7.44 4.40 3.09 1.41 4.28 37.52 1.27 2.09 0.16 0.23 3.75 41.27 Headline airports and ground handling cost per seat increased by 2.5%, and by 2.3% at constant currency. Excluding Tegel, these costs increased by 0.8% at constant currency, highlighting the impact of higher than average costs at Tegel Airport and the lower gauge of the wet leased aircraft used to launch the operation. The relatively flat movement excluding Tegel is a result of inflationary increases in ground handling charges in the UK, Germany and Spain, as well as the impact of the new DHL contract at Gatwick, substantially offset by the cost benefits from synergies which have been achieved as we deliver growth at our larger airports and airport cost savings obtained as a result of easyJet’s cost programme initiatives. Headline crew cost per seat increased by 6.4% to £7.92, and by 6.2% at constant currency. This was driven by agreed inflationary increases in crew and pilot pay combined with the accrual of expected crew incentive payments, due to our strong financial performance. Other factors included: a higher retention of crew over the winter to build for peak summer growth; an investment in resilience for the summer; and high levels of disruption impacting crew productivity related costs. Headline navigation cost per seat decreased by 4.4% to £4.20, and by 5.1% at constant currency, driven by the annualisation of reduced charges, primarily in France and Germany, and the impact of the change in fleet mix. Headline maintenance cost per seat increased by 6.3% to £3.28, and by 5.5% at constant currency. The increases were driven by higher costs associated with the increased level of lease returns, additional aircraft recovery resilience and inflation on supply chain contracts. These were partially offset by the impact of up-gauging the fleet. Headline selling and marketing cost per seat increased by 6.0% to £1.50, and by 5.8% at constant currency. This was largely driven by marketing and advertising expenditure in the year in relation to the new Tegel routes and expenditure for the new advertising campaign in the year. Headline other operating costs per seat increased by 22.0% to £5.22 per seat, and by 21.9% at constant currency. An increase in disruption costs was the main driver due to the high number of disruption events through the year, mainly as a result of significant third-party industrial action, air traffic control restrictions, adverse weather conditions across Europe and increased congestion at airports. This was combined with an increase in wet lease charges resulting from the Tegel integration and delays to Airbus deliveries, and the increase in accrued employee incentive costs due to our strong financial performance. Headline aircraft dry leasing cost per seat increased by 25.4% to £1.59, and by 19.7% at constant currency. The adverse variance was mainly driven by the 10 aircraft sale and leasebacks that occurred earlier in the year. Depreciation costs have increased by 0.3% on a per seat basis driven by the annualisation of 23 aircraft deliveries last year and 28 new aircraft deliveries this year, which more than offset the decrease from the 10 sale and leasebacks and the impact of increased capacity. The average number of owned aircraft increased by 6.9% to 211. Headline net finance charges decreased by 30.4% to £0.16 per seat. The variance was driven by higher dividends received in the year, along with higher interest receivable from higher cash balances and favourable interest rates. www.easyJet.com 33 FINANCIAL REVIEW CONTINUED FUEL Fuel £ million 1,184 2018 £ per seat 12.44 £ million 1,062 2017 £ per seat 12.25 Total fuel cost for the year was £1,184 million (2017: £1,062 million), of which £60 million related to Tegel. Fuel cost per seat of £12.44 was 1.5% higher than last year, but decreased by 4.3% at constant currency. During the year the average market jet fuel price increased by 32.5% to $664 per tonne, from $501 per tonne in the previous year. The operation of easyJet’s fuel hedging policy meant that the average effective fuel price decreased by 1.0% to $590 per tonne, from $596 per tonne in the previous year. The impact of Sterling/US dollar exchange rate movement on fuel costs was £68 million adverse (2017: £85 million), resulting in an actual cost of £434 per tonne, a 5.3% increase compared to £412 per tonne in the previous year. The increase in fuel costs also reflects the increase in the price of Emissions Trading System (ETS) permits from €7.07 at 30 September 2017 to €21.21 at 30 September 2018. NON-HEADLINE ITEMS Commercial IT platform charge Tegel integration Sale and leaseback charge Brexit-related costs Organisational review Fair value adjustment Balance sheet foreign exchange gain Non-headline charge before tax £ million (65) (40) (19) (7) (1) (1) – (133) 2018 £ per seat (0.68) (0.42) (0.20) (0.07) (0.01) (0.01) – (1.39) £ million – – (16) (2) (6) (1) 2 (23) 2017 £ per seat – – (0.18) (0.02) (0.07) (0.01) 0.02 (0.26) Non-headline profit before tax items of £133 million comprise: • a one-off charge of £60 million for the write-down of IT assets under development which will no longer be utilised by the business, following a change in approach to technology development, as well as £5 million of associated commitments; • a £40 million charge for the costs associated with the integration of the Tegel operation following the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport; • an £11 million loss on disposal and an £8 million maintenance provision catch-up, both one-off charges as a result of the sale and leaseback of 10 A319 aircraft in the first quarter, arising due to the age of the selected aircraft and maintenance provision accounting; • a £7 million charge for our Brexit-related plans, principally due to the cost of re-registration of aircraft in Austria; • a £1 million charge associated with the completion of our organisational review; and • a £1 million charge relating to fair value adjustments associated with the cross-currency interest rate swaps in place for the Eurobonds issued in February 2016 and October 2016. SUMMARY NET CASH RECONCILIATION Operating profit Depreciation and amortisation Loss on disposal of intangibles, property, plant and equipment Commercial IT platform charge Net movement in working capital and other items of an operating nature Net tax paid Net capital expenditure Net proceeds from sale and operating leaseback of aircraft Purchase of own shares for employee share schemes Net increase in restricted cash Other (including the effect of exchange rates) Ordinary dividend paid Net increase in net cash Net cash at beginning of year Net cash at end of year 34 easyJet plc Annual Report and Accounts 2018 2018 £ million 460 214 4 60 449 (74) (1,012) 106 (17) (4) 15 (162) 39 357 396 2017 £ million 404 195 4 – 325 (51) (630) 115 (10) – 6 (214) 144 213 357 Change £ million 56 19 – 60 124 (23) (382) (9) (7) (4) 9 52 (105) 144 39 STRATEGIC REPORT Net cash at 30 September 2018 was £396 million (2017: £357 million) and comprised cash (excluding restricted cash) and money market deposits of £1,373 million (2017: £1,328 million) and borrowings of £977 million (2017: £971 million). After allowing for the impact of aircraft operating leases (calculated as seven times operating lease costs incurred in the year), adjusted net debt increased by £325 million to £738 million, mainly due to the increase in total lease costs as a result of the sale and leaseback of 10 aircraft in the year and the leases entered into for ex-Air Berlin aircraft. The movement in net working capital has increased by £124 million year on year, driven by an increase in trade and other payables as a result of an increase in activity, partially offset by an increase in trade and other receivables. Net capital expenditure includes the acquisition of 28 A320 family aircraft (2017: 23 aircraft), the purchase of life-limited parts used in engine restoration and pre-delivery payments relating to aircraft purchases. The number of aircraft in the fleet increased from 279 at 30 September 2017 to 315 at 30 September 2018. SUMMARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION Goodwill Property, plant and equipment Derivative financial instruments Unearned revenue Net working capital Restricted cash Net cash Current and deferred taxation Other non-current assets and liabilities Net assets Opening shareholders’ equity Ordinary dividend paid Profit for the year Change in hedging reserve Other movements 2018 £ million 365 4,140 364 (877) (733) 11 396 (357) (50) 3,259 2,802 (162) 358 261 – 3,259 2017 £ million 365 3,525 92 (727) (543) 7 357 (284) 10 2,802 2,694 (214) 305 14 3 2,802 Change £ million – 615 272 (150) (190) 4 39 (73) (60) 457 108 52 53 247 (3) 457 Net assets increased by £457 million, due to the profit generated in the year and favourable movements on the hedging reserve, which were only partially offset by the payment of the ordinary dividend. The movement on the hedging reserve was predominantly due to the favourable mark-to-market movement on jet fuel forward contracts. The net book value of property, plant and equipment increased by £615 million, driven principally by the acquisition of 28 A320 family aircraft and pre-delivery payments relating to aircraft purchases. Net derivative financial instruments have increased by £272 million due to mark-to-market gains on jet fuel contracts, gains on US dollar contracts and gains on cross-currency interest rate swaps, partially offset by losses on Euro contracts. Unearned revenue increased by £150 million due to the increased revenue activity year on year, driven by the changes in trading conditions and the competitor landscape. Net working capital (comprising trade receivables, trade payables and current provisions) increased by £190 million, primarily as a result of the timing of invoice receipts and payments as well as an increase in activity year on year. Current and deferred taxation increased by £73 million, mainly driven by the deferred tax liability arising from movements in hedge positions. Other non-current assets and liabilities have moved from a net asset position of £10 million to a net liability position of £50 million, mainly driven by the reduction in deposits held by aircraft lessors as a result of lease returns in the year. www.easyJet.com 35 FINANCIAL REVIEW CONTINUED GOING CONCERN easyJet’s business activities, together with factors likely to affect its future development and performance, are described in the strategic report on pages 2 to 58. Principal risks and uncertainties are described on pages 38 to 48. Note 23 to the accounts sets out the Group’s objectives, policies and procedures for managing its capital and gives details of the risks related to financial instruments held by the Group. At 30 September 2018, the Group held cash and cash equivalents of £1,025 million and money market deposits of £348 million. Total debt of £977 million is free from financial covenants, with £9 million due for repayment in the year to 30 September 2019. Net current liabilities at 30 September 2018 were £59 million, including unearned revenue (payments made by customers for flights scheduled post year end) of £877 million. The business is exposed to fluctuations in fuel prices and US dollar and Euro exchange rates. The Group’s policy is to hedge between 65% and 85% of estimated exposures 12 months in advance, and between 45% and 65% of estimated exposures from 13 up to 24 months in advance. Specific decisions may require consideration of a longer term approach. Treasury strategies and actions will be driven by the need to meet treasury, financial and corporate objectives. The Group was compliant with this policy at the date of this Annual Report and Accounts. After making enquiries, the Directors have a reasonable expectation that the Company and the Group will be able to operate within the level of available facilities and cash and deposits for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Annual Report and Accounts. VIABILITY STATEMENT The Directors have assessed easyJet’s viability over a three-year period to September 2021. This is based on a three-year strategic plan, which gives greater certainty over the forecasting assumptions used. Based on this assessment, the Directors have a reasonable expectation that the Company and the Group will be able to continue in operation and meet all liabilities as they fall due up to September 2021. In making this statement, the Directors have also made the following key assumptions: In making their assessment, the Directors took account of easyJet’s current financial and operational positions and contracted capital expenditure. They also assessed the potential financial and operational impacts of the principal risks and uncertainties set out on pages 38 to 48 in severe but plausible scenarios, including the impact of a sustained significant adverse movement in foreign currency exchange rates or jet fuel prices and the likely degree of effectiveness of current and available mitigating actions. • • • funding for capital expenditure in the form of capital markets debt, bank debt or aircraft leases will be available in all plausible market conditions; there will not be a prolonged grounding of a substantial portion of the fleet; and the terms on which the United Kingdom leaves the EU are such that easyJet will be able to continue to operate over broadly the same network as at present and there will be no material and sustained economic downturn following the United Kingdom’s exit from the EU. 36 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT Key statistics OPERATING MEASURES Seats flown (millions) Passengers (millions) Load factor Available seat kilometres (ASK) (millions) Revenue passenger kilometres (RPK) (millions) Average sector length (kilometres) Sectors Block hours (‘000) Number of aircraft owned/leased at end of year Average number of aircraft owned/leased during year Number of aircraft operated at end of year Average number of aircraft operated during year Operated aircraft utilisation (hours per day) Number of routes operated at end of year Number of airports served at end of year FINANCIAL MEASURES Total return on capital employed Headline return on capital employed Liquidity per 100 seats (£m) Total profit before tax per seat (£) Headline profit before tax per seat (£) Total profit before tax per ASK (pence) Headline profit before tax per ASK (pence) Revenue Revenue per seat (£) Revenue per seat at constant currency (£) Revenue per ASK (pence) Revenue per ASK at constant currency (pence) Revenue per passenger (£) Revenue per passenger at constant currency (£) Costs Per seat measures Headline cost per seat (£) Non-headline cost per seat (£) Total cost per seat (£) Headline cost per seat excluding fuel (£) Headline cost per seat excluding fuel at constant currency (£) Total cost per seat excluding fuel (£) Total cost per seat excluding fuel at constant currency (£) Per ASK measures Headline cost per ASK (pence) Non-headline cost per ASK (pence) Total cost per ASK (pence) Headline cost per ASK excluding fuel (pence) Headline cost per ASK excluding fuel at constant currency (pence) Total cost per ASK excluding fuel (pence) Total cost per ASK excluding fuel at constant currency (pence) 2018 95.2 88.5 92.9% 104,800 98,522 1,101 559,857 1,088 315 295.1 305 269.0 11.1 979 156 2017 86.7 80.2 92.6% 95,792 89,685 1,105 516,902 1,010 279 267.3 270 253.2 10.9 862 138 2018 11.5% 14.4% 3.9 4.68 6.07 0.42 0.55 61.94 60.96 5.63 5.54 66.67 65.62 55.87 1.39 57.26 43.43 43.25 44.82 44.57 5.08 0.13 5.21 3.95 3.93 4.08 4.05 2017 11.3% 11.9% 3.6 4.45 4.71 0.40 0.43 58.23 58.23 5.27 5.27 62.90 62.90 53.52 0.26 53.78 41.27 41.27 41.53 41.55 4.84 0.03 4.87 3.73 3.73 3.76 3.76 Increase/ (decrease) 9.8% 10.2% 0.3ppt 9.4% 9.9% (0.4%) 8.3% 7.8% 12.9% 10.4% 13.0% 6.2% 1.4% 13.6% 13.0% Increase/ (decrease) 0.2ppt 2.5ppt 8.3% 5.2% 28.7% 5.6% 29.2% 6.4% 4.7% 6.8% 5.1% 6.0% 4.3% 4.4% 422.5% 6.5% 5.3% 4.8% 7.9% 7.3% 4.8% 424.5% 6.9% 5.7% 5.2% 8.4% 7.7% www.easyJet.com 37 RISK Risk management framework easyJet is exposed to a variety of risks which are driven by both internal and external factors. There are 16 principal risks which are being actively monitored and managed in order to maximise shareholder value. The plc Board (‘the Board’) is responsible for risk management and ensuring appropriate mitigating actions are being taken to manage risks effectively. RISK APPETITE Risk appetite is the level of risk considered appropriate to accept in achieving the Group’s strategic objectives. The risk appetite provides direction and boundaries for balanced, risk-intelligent decision making, and guides us in ensuring that our risk response is appropriate for the relevant area. Risk appetite statements are subject to ongoing review and can change for a number of reasons, for example in response to changes in the external environment. RISK MANAGEMENT ACTIVITIES Corporate risk management activities are coordinated by the Risk and Assurance team, which reports to the Chief Financial Officer, as well as having a direct line to the Chair of the Audit Committee. The key risk management activities are outlined below: • Risks are assessed taking into account the potential impact and likelihood of the risks occurring and the key responses identified. The level of risk is compared to the Board’s risk appetite to determine whether the level and nature of the response is appropriate. • The most significant risks from across the Group (based on materiality, cross-functional impact and/or those which have common themes across the business) are reviewed and prioritised by the relevant members of the Airline Management Board (‘AMB’). • These risks, which form the basis of the principal risks and uncertainties detailed in this section, are challenged and validated by the AMB and the Board. Principal risks are monitored throughout the year by the owners as well as the Risk and Assurance team, with specific agenda items relating to particular risks driving discussion by both the AMB and the Board as they arise. • The Risk and Assurance team also provides regular updates to the AMB (monthly) and the Board (as appropriate) on interdependencies and credible aggregation of principal risks. • In addition to supporting the AMB and the Board, the Risk and Assurance team supports the business in its management of risks relating to key projects and programmes, specific business risks, third parties, countries and bases. CHANGES IN THE YEAR Our principal risks and uncertainties continue to evolve over time. As we evolve our strategy in a dynamic industry against a backdrop of political and economic uncertainty, new risks emerge and we adapt our response activities as our risk exposure changes. The following changes in our risk profile have been approved by the Board. Three of our principal risks have increased since 30 September 2017: Delivery of strategic initiatives Impact of Brexit Cyber and information security These risks, together with our response plans, are monitored regularly through our governance structure. Further detail on the context and mitigation for each is detailed on the following pages. One risk has decreased since 30 September 2017: Attraction and retention of talent This remains a significant risk to the Group and so is still closely monitored to enable the Group to take advantage of any opportunities presented, as well as mitigate downside risk appropriately. This year, we have incorporated our ‘third-party service providers’ risk into a broader ‘continuity of services’ risk, due to the outsourced nature of our business model and the similarity in mitigating actions. We have identified two new risks during the year: NEW NEW Customer experience – a significant increase in disruption to our operation could negatively impact customer satisfaction and financial performance, including the payment of EU 261 claims. Environmental – changes to the climatic conditions may lead to more volatile weather patterns. More extreme weather events could affect the reliability of easyJet’s operations, and financial performance could be adversely affected. GOING CONCERN AND VIABILITY STATEMENTS The Group’s business activities, together with the factors likely to affect its future development, performance and position are set out in the strategic report. Taking account of the Group’s current position and principal risks, we reviewed the processes and assumptions underlying the Going Concern and Viability Statements set out on page 36. In particular, we considered: • the Group’s forecast funding position over the next five years; • an analysis of impacts of severe but plausible risk scenarios, ensuring that these were consistent with the risks reviewed by the Board as part of its strategy review; • the impact of multiple risks crystallising simultaneously; • additional mitigating actions that the Group could take in extreme circumstances; and • the current borrowing facilities in place and the availability of future facilities. As a result, we were satisfied that the Going Concern and Viability Statements have been prepared on an appropriate basis. 38 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT Principal RISKS and uncertainties The risks and uncertainties described below are considered, at this point in time, to have the greatest effect on easyJet’s strategic objectives. This categorised list is not intended to be exhaustive, and the ordering of the risks is not an indication of exposure. Whilst easyJet can monitor risks and prepare for adverse scenarios, the ability to affect the core drivers of many risks is not within the Group’s control: for example adverse weather, pandemics, acts of terrorism, changes in government regulation and macroeconomic issues. SAFETY FIRST RISK DESCRIPTION MAJOR SAFETY INCIDENT A major safety incident (such as a hull loss) could adversely affect easyJet’s operational and financial performance and its reputation. The impact of such an incident would be heightened if easyJet failed to react promptly and deal with the incident effectively. Links to Our Plan 1 2 B C CONTEXT AND MITIGATION easyJet’s number one priority is the safety and security of its customers and people. The Safety Committee (a committee of the Board) provides oversight of the management of easyJet’s safety processes and systems. See pages 76 to 77 for further details. The easyJet Safety Board, chaired by the Chief Executive and including the Chief Operating Officer and AOC Accountable Managers, is responsible for directing overall safety policy and governance. The Safety Board meets every month to review safety performance. Functional Safety Action Groups from across the airline are chaired by the appropriate senior manager and are responsible for the identification, evaluation and control of safety-related risks. easyJet operates a Safety Management System using leading software systems (SafetyNet and RiskNet). These are used to: report incidents and identify hazards; investigate events and take appropriate risk-mitigating actions; • • • collect and analyse safety data (enabling potential areas of risk to be projected); and • enable learning from easyJet and industry events/incidents to be captured and embedded into future risk mitigations. A Safety Policy is published that promotes the incident reporting process and supports this safety culture. easyJet has an emergency response process and performs regular crisis management exercises. Hull (all risks) and liabilities insurance (including spares) is held. easyJet has an industry-leading fatigue risk management system and has implemented the European Aviation Safety Agency (EASA) Flight Time Limitations regulations. Links to Our Plan Our Priorities Our Promise Change in Risk A B C Network Loyalty People D E Data Efficiency 1 2 3 Safe and responsible On our customers’ side In it together 4 5 Always efficient Forward thinking Increase No change Decrease www.easyJet.com 39 RISK CONTINUED SAFETY FIRST CONTINUED RISK DESCRIPTION CONTEXT AND MITIGATION SECURITY THREAT OR ATTACK Failure to identify or prevent a major security-related threat or attack, or react immediately and effectively, could adversely affect easyJet’s reputation and its operational and financial performance. Such an incident has the potential to impact upon easyJet’s business, regardless of the location or target. The threat of further security-related attacks (regardless of where they may occur) may impact the future demand for air travel. Links to Our Plan 1 2 B A Security Decision Group, comprising the Chairman of the Board, the Chief Executive, appropriate members of the AMB and other senior management, determines whether easyJet should continue to operate in countries or areas affected by security-related incidents or conflict. As part of that process the easyJet Security team works to provide the Security Decision Group with the most timely, credible and reliable information upon which to base operational decisions. easyJet adheres to all recommendations and guidelines provided by the authorities. The Director of Safety, Security and Compliance and the Head of Security work with authorities and governments around easyJet’s network to assess whether security measures are effective and compliant with regulatory requirements. A significant amount of work is carried out with the aim of enhancing: • early identification of developing and emerging security risks; • • • the active management of security risks; the methods for reducing the impact of any security-related incident; and the Group’s security culture and awareness. COMMERCIAL AND OPERATIONAL RISK DESCRIPTION CONTEXT AND MITIGATION easyJet maintains a strong focus on each of its competitive advantages. There are initiatives to drive cost control and improve efficiency in targeted areas. easyJet is also developing commercial and digital enhancements, and continues to invest in its brand. The Network Development Forum, a cross-functional panel of senior managers, including members of the AMB, approves the allocation of assets around the network in the context of expected market conditions. easyJet also aims to have an agile response to any structural changes in market conditions. Competitor and consolidation activity is monitored in detail by the Network team, enabling strategic decision making on key market positions. easyJet’s rapid and targeted response to the Air Berlin insolvency demonstrates the success of this approach. Fleet framework arrangements, together with the Group’s leasing policy, provide easyJet with significant flexibility in respect of scaling the fleet according to business requirements. COMPETITION, CAPACITY AND INDUSTRY CONSOLIDATION easyJet’s success in the highly competitive European short-haul aviation market is built on our key competitive advantages: our network, cost base, brand, digital innovation and efficient and robust capital structure. Failure to retain these advantages could have an adverse financial impact. Excess capacity in our markets may arise due to a decrease in demand for air travel and/or an acceleration of growth by competitors, driven for example by low fuel prices. This could have an adverse financial impact. Industry consolidation could affect the competitive environment in a number of markets. Whilst also an opportunity, consolidation could result in the loss of market positions (relative market share) with adverse financial impacts. easyJet’s ability to respond quickly to changes in the competitive environment is fundamental to ensuring that profitability is sustainable. Failure to respond quickly could result in adverse market positions or the inability to capture opportunities to grow the business. Links to Our Plan 2 4 5 A B E 40 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT COMMERCIAL AND OPERATIONAL CONTINUED RISK DESCRIPTION CONTEXT AND MITIGATION CONTINUITY OF SERVICES easyJet is dependent on a number of key IT systems and processes. A loss of critical systems or access to facilities, including the website and Operations Control Centre, could lead to significant disruption to operations and could have an adverse reputational and financial impact. easyJet has entered into agreements with third-party service providers for services covering a significant proportion of its operations and cost base. Failure to adequately manage third parties may adversely affect easyJet’s reputation and its operational and financial performance. Links to Our Plan 1 2 4 B E CUSTOMER EXPERIENCE Reliability, including on-time performance (OTP), is a key element of the customer experience. Unreliable operational performance and inability to react to customer expectations as a result of routine and ongoing disruption will negatively impact customer satisfaction and financial performance, including the payment of EU 261 claims. NEW Links to Our Plan 2 4 5 A B D E Critical systems identified through our Business Resilience Criticality Matrix are hosted either across two data centres, or at third-party provider locations. Recovery arrangements, including failover protocols between the two data centres, are in place for all locations holding critical systems. An IT Incident Management team is in place to respond rapidly to any unforeseen incidents that may arise. Continuity arrangements exist for critical IT systems and for loss or denial of access to critical facilities. These plans include relocation of staff to alternative locations. easyJet continues to enhance all elements of resilience activity, and has a programme of work with dedicated expertise and a view to adopting a more integrated model. There is a defined and centralised procurement process which ensures a competitive and robust selection of suppliers and a supplier relationship management framework covering key principles such as defined ownership and accountability, governance and communication. In addition, a new contracts database and e-sourcing tool have been introduced during the year, providing additional functionality to improve the procurement and supplier management processes. In the event of switching strategic suppliers, project management and transition plans are agreed, taking into account previous lessons learned to help ensure an acceptable level of performance is maintained. This was demonstrated by the transition of ground handling at our largest base, Gatwick Airport, from Menzies to DHL during the year. Where easyJet is affected by industrial action or other service interruption by a key supplier, internal and external resources are deployed to manage this as effectively as possible. See the significant network disruption risk outlined on page 43 for further detail. This year there has been a one percentage point decrease in OTP, driven by an increase in disruption events. There has been a significant increase in French Air Traffic Control (ATC) strikes compared to the 2017 financial year, resulting in widespread network disruption. easyJet, along with other airlines, has made a proactive challenge to the European Commission to seek to protect overflight rights in France in the event of ATC strikes. There is also continued focus on the EU 261 claims management process which has been further strengthened during the year by increasing the size of the team handling legal claims and the introduction of a claims management system. To provide the appropriate level of focus and oversight of risk response measures, easyJet has initiated a key strategic project, Operational Resilience, and as part of this, all aspects of the operation, schedule and disruption are under review. This includes how we manage customers before, during and after disruption. The project is prioritising the following themes: • aircraft and crew standby; • Operations Control Centre reporting on the day of operations, including customer communication; • airport performance and strategic supply chain; and • EU 261 management (see the significant network disruption risk outlined on page 43 for further detail). Links to Our Plan Our Priorities Our Promise Change in Risk A B C Network Loyalty People D E Data Efficiency 1 2 3 Safe and responsible On our customers’ side In it together 4 5 Always efficient Forward thinking Increase No change Decrease www.easyJet.com 41 RISK CONTINUED COMMERCIAL AND OPERATIONAL CONTINUED RISK DESCRIPTION CONTEXT AND MITIGATION easyJet takes its environmental and climate change related responsibilities seriously and continues to develop its disclosures on this matter to reflect developing legal and regulatory requirements and increased stakeholder interest. easyJet recognises the need to transition to a lower carbon economy and we continue to work towards ensuring that aviation plays its part in achieving this. easyJet was an early advocate for aviation being part of the EU ETS. easyJet’s business model supports fuel efficiency and minimising carbon emissions, through means such as investment in efficient aircraft, use of fuel efficiency measures and operating flights with a high load factor. easyJet is a short-haul operator, which has a lower carbon impact per passenger kilometre than the major European airlines whose operations include a significant amount of long-haul flights. By operating ‘point-to-point’ flights rather than encouraging customers to transfer, we make customer journeys more efficient. easyJet started to operate a new generation of Airbus A320 family aircraft in 2017. These aircraft are 15% more fuel efficient than previous generation aircraft. As at 30 September 2018, 13 A320neo aircraft were in operation, with a further 87 to be delivered by August 2022. Two of the larger A321neo aircraft were also in the fleet at this date, with a further 28 to be delivered by October 2020. More volatile weather can have an adverse impact on the customer experience (see the customer experience risk outlined on page 41). Operational efficiency measures include: the continual review of flight plans to ensure the optimal routings and cruise levels are used; maximising the use of external power, rather than the aircraft auxiliary power unit, when on the ground; use of only one engine when taxiing on the ground; and climb, descent and landing techniques that improve efficiency. In 2013 easyJet established a public target to reduce its carbon emissions per passenger kilometre. The target was strengthened in 2015 and is currently a 10% reduction in carbon emissions per passenger kilometre by 2022 from its 2016 financial year performance. In the 2018 financial year easyJet’s carbon emissions per passenger kilometre were 78.46 grams (g). This is a reduction from 78.62g per passenger km in the prior financial year and down by 1.9% from the 2016 baseline. By engaging with key stakeholders, easyJet’s Regulatory Affairs Group seeks to reach a common understanding on the drive to impose policy measures and regulation to address the impact of aviation on climate change. The group co-ordinates easyJet’s role in influencing future and existing policy and regulations which affect the airline industry and will work with industry bodies to assist in this, as appropriate. The group includes Country Directors and senior representation from Legal, Regulatory, Fleet, Airport and Public Affairs teams. ENVIRONMENTAL Climate change has the potential to affect easyJet’s operations and broader business in a number of ways. In particular, climate change is likely to lead to more volatile weather, including greater frequency and intensity of storms. This could disrupt easyJet’s operations, such as a reduction in the handling capacity of airports and loss of ground transport access. Any increase in cancelled or delayed flights would also increase disruption costs and reduce revenue. Changes in wind patterns and jet stream disruption as a result of climate change are also recognised as having the potential to increase en route turbulence. The nature of airline operations means that easyJet is a significant emitter of greenhouse gases, in particular carbon dioxide. Aviation is already part of the EU’s Emissions Trading System (EU ETS), and easyJet expects to be part of the future global scheme for aviation emissions, CORSIA. If the cost of carbon permits in the future significantly increases, or the cost of more efficient technologies (such as new aircraft) significantly increases, easyJet faces a material financial risk. Future policy measures and regulation to tackle the impact of aviation on climate change could impact easyJet’s business if they impose limitations and cost on how easyJet operates and the services it can provide. Linked to this, increased compliance costs and any costs associated with potential distortions to the aviation market could affect easyJet. NEW Links to Our Plan 1 2 3 4 5 E 42 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT COMMERCIAL AND OPERATIONAL CONTINUED RISK DESCRIPTION CONTEXT AND MITIGATION SIGNIFICANT NETWORK DISRUPTION Widespread, sustained disruption to easyJet’s network could be caused by a single event or factors which occur for a prolonged period. Examples include forces of nature (such as extreme weather or volcanic ash), terrorism, air traffic management restrictions, strikes, epidemics/pandemics, or the closure of a key airport/runway. Significant, sustained disruption to the network could adversely affect easyJet’s reputation and its operational and financial performance. There are processes in place, and clear roles and responsibilities within teams across the business, to plan for and manage significant disruption. This includes a Business Disruption team brought together to manage both expected and on-the-day/unexpected disruption events and to determine and initiate the required action. The Business Disruption team includes senior managers from relevant business areas, including the Operations Control Centre and Customer Services. Board policy is to maintain a liquidity buffer which allows the Group to better manage the impact of downturns in business or temporary curtailment of activities (see the financial risk outlined on page 44). In addition, easyJet holds business interruption insurance which provides some cover for very significant shock events such as extreme weather, air traffic management issues and loss of access to key airports. The policy would allow us to claim in the event of a very substantial number of cancellations. Links to Our Plan 2 A B SINGLE FLEET SUPPLIER easyJet is dependent on Airbus as its sole supplier for aircraft. There are significant cost and efficiency advantages of a single fleet; however there are three main associated risks: The Board considers that the efficiencies achieved by operating a single fleet type outweigh the risks associated with easyJet’s single fleet strategy. The Airbus A320 family (which includes the A319, A320 and A321) is one of the two primary fleets used for short-haul travel, the other being the Boeing B737 family. There are approximately 8,000 A320 family aircraft operating, with a proven track record for safety and reliability. The introduction of the A320neo in part mitigates this risk as the aircraft is equipped with a different engine type. Airbus has already delivered 13 A320neos to easyJet as at 30 September 2018 and two A321neos, with a total of 130 aircraft with the new engine option scheduled to be in the fleet by the end of 2022. easyJet continues to work closely with Airbus to ensure full visibility of the delivery schedule for new aircraft. In the event that there are material delays appropriate mitigation is put in place; for example short-term wet lease arrangements are used to minimise any operational impact. easyJet operates a rigorous established aircraft maintenance programme. Maintenance schedules are designed in line with manufacturer recommendations and approved by the relevant regulatory body (the Civil Aviation Authority, Austro Control or the Federal Office of Civil Aviation). To mitigate any potential valuation risks, easyJet regularly reviews the second- hand market and has a number of different options when looking at fleet exit strategies. Sale and leaseback facilitates the exit of aircraft from the fleet by transferring residual value risk, and also provides flexibility in managing the fleet size. In December 2016, 10 A319 aircraft were sold, and a further 10 A319 aircraft in October to November 2017, under sale and leaseback arrangements. • • supply chain issues which may cause delay to the delivery of new aircraft; technical or mechanical issues that could ground the full fleet, or part of the fleet, which could cause a negative reputational impact; and • valuation risks which crystallise when aircraft exit the fleet. The main exposure at this time is with the older A319 fleet, as easyJet is reliant on the future demand for second- hand aircraft. Links to Our Plan 1 4 A B E Links to Our Plan Our Priorities Our Promise Change in Risk A B C Network Loyalty People D E Data Efficiency 1 2 3 Safe and responsible On our customers’ side In it together 4 5 Always efficient Forward thinking Increase No change Decrease www.easyJet.com 43 RISK CONTINUED FINANCIAL RISK DESCRIPTION CONTEXT AND MITIGATION A project management framework, which sets out approval processes, governance requirements, key ongoing processes and controls, is followed by all projects and programmes, and reviews are undertaken to ensure continuous improvement in this approach. Each strategic initiative has an executive sponsor from the AMB and its own steering group which provides oversight and challenge to the project, monitors progress against programme objectives and ensures that decisions are made at the appropriate level. These key strategic initiatives are managed by experienced programme managers, complemented by appropriate subject matter specialist resource where appropriate. A Project Management Office is in place to oversee delivery of projects and programmes, including the allocation of support resource, budget tracking and realisation of benefits. With an increase in the number of strategic initiatives, the AMB has approved additional headcount for the 2019 financial year to strengthen both the portfolio and programme management capability. The AMB meets twice monthly. The executive sponsor provides routine updates and can use this as an escalation channel for any issue resolution. The Board also receives updates on key strategic initiatives including any risks or issues associated with their delivery. In addition, our Internal Audit function provides independent programme assurance over our most significant initiatives, drawing upon independent subject matter expertise where appropriate. The Finance Committee (a committee of the Board) oversees the Group’s treasury and funding policies and activities. See page 85 for further details. Its responsibilities include: • maintaining a treasury policy setting out Board-approved strategies for foreign exchange and fuel hedging, along with liquidity, interest rate management, and counterparties’ limits; and reviewing and reporting on compliance with Board treasury policies. • The policy is to hedge revenue and costs within a percentage band for a rolling 24-month period. Board policy is to maintain a liquidity buffer including cash, revolving credit facilities (provided by a group of relationship banks) and business interruption insurance cover. This allows the Group to better manage the impact of downturns in business or temporary curtailment of activities. The policy is to maintain a minimum liquidity buffer at or above £2.6 million per 100 seats. A strong balance sheet supports the business through fluctuations in economic conditions and the Group has access to diverse sources of funding to support liquidity requirements. DELIVERY OF STRATEGIC INITIATIVES The business continues to undertake a number of initiatives to support its strategy. Ongoing strategic initiatives include: • rewarding and recognising our customers’ loyalty; transforming our Holidays business; • • creating a compelling business offer; investing in resilience to manage • disruption more effectively; and • becoming the most data-driven airline in the world. These complex, large-scale programmes have been initiated and are managed through the Project Management Office. Failure to successfully execute these initiatives in a timely manner, or to deliver the planned business benefits and/or cost savings, could result in financial underperformance. Links to Our Plan 3 4 5 B C D E FINANCIAL RISK easyJet is exposed to a variety of financial risks which could give rise to adverse pressure on the financial performance of the Group, such as costs, revenue and cash flow. These include: • market risk – significant/sudden increases in jet fuel prices, currency fluctuations or interest rate changes which have not been adequately protected through hedging; • counterparty risk – non-performance of counterparties used for depositing surplus funds (for example money market funds, bank deposits) and hedging; and liquidity risk – misjudgement of the level of liquidity required, resulting in inability to meet contractual/ contingent financial obligations or the inability to fund the business when needed. • Links to Our Plan 4 5 E 44 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT PEOPLE RISK DESCRIPTION CONTEXT AND MITIGATION easyJet has a comprehensive recruitment strategy for all employees including head office, engineering, pilots and cabin crew. In addition, easyJet has developed a coherent employment brand to attract and retain top talent across Europe. easyJet continually improves talent acquisition methods to ensure we stay ahead of the market. In the year, we have attracted talent at all levels of the business, including enhancing the AMB (see pages 64 to 66). easyJet has created a strategy which utilises the apprenticeship levy to build future capabilities. This year we took on 14 engineering apprentices, as well as broadening our offering of apprenticeships by opening up opportunities within our cabin crew, Operations Control Centre, leadership and people management roles. A focus this year has been on the development of a strategy to increase the diversity of our employee population to ensure it reflects that of our customer base. This builds on the existing Amy Johnson initiative, which aims to attract more female pilots. easyJet aims to develop talent from within. There are a range of talent development programmes in place for individuals who have been identified for fast-tracking into broader or more senior roles. Alongside this, there is an annual succession planning process to ensure there are clear successors for all AMB and key business leadership roles and associated risks are proactively managed. See pages 53 to 54 for further details of how easyJet attracts, retains and develops a diverse workforce. easyJet conducts annual salary benchmarking to ensure remuneration is competitive across all markets and levels. In 2018, easyJet launched a new employee listening platform called Peakon. Data and feedback from this platform will provide us with regular insight on levels of engagement within critical talent populations, enabling us to take action where required. One of the themes arising from the Peakon trial has resulted in the launch of Project Home – a suite of investment initiatives to enhance our head office environment into a more engaging and inspiring place for employees to perform at their best. Each of the European countries in which easyJet operates has localised employment terms and conditions. As such its pilots and crew are members of 20 trade unions across eight countries. There are also an additional 11 consultative bodies, including five works councils and a European Works Council, that operate under EU legislative guidance. easyJet seeks to maintain positive working relationships with all trade unions and other representative bodies and has a framework in place for consulting and engaging with trade unions and consultative bodies. In the event of industrial action or expected disruption, easyJet has processes to mitigate the impact to our operations. The Operations team also has specific procedures to deal with such events (see the significant network disruption risk outlined on page 43). ATTRACTION AND RETENTION OF TALENT easyJet’s current and future success is reliant on having the right people with the right capabilities at the right time. Increased competition in the recruitment market may impact easyJet’s ability to attract and retain key, as well as diverse, talent. This could adversely affect the delivery of strategic objectives. Links to Our Plan 3 5 C INDUSTRIAL ACTION easyJet, and the aviation industry in general, has a significant number of employees who are members of trade unions. Industrial action taken by easyJet employees could impact on easyJet’s ability to maintain its flight schedules. This could adversely affect easyJet’s reputation, as well as its operational and financial performance. Links to Our Plan 2 3 B C Links to Our Plan Our Priorities Our Promise Change in Risk A B C Network Loyalty People D E Data Efficiency 1 2 3 Safe and responsible On our customers’ side In it together 4 5 Always efficient Forward thinking Increase No change Decrease www.easyJet.com 45 RISK CONTINUED REGULATORY AND LEGAL RISK DESCRIPTION CONTEXT AND MITIGATION IMPACT OF BREXIT easyJet has made or is in the process of finalising the changes needed to its operating model to ensure that it is as robust as possible to any Brexit outcome, including the set-up of the Austrian AOC and new UK AOC. However, the outcome of the Brexit negotiations remains unknown and could impact easyJet. This has the potential to impact our existing safety approvals, pilot licensing arrangements, ownership model, Group tax profile, engineering and maintenance supply chain, and makeup of our crew establishment. Brexit could, at the most extreme, lead to a halt to flying between the EU and the UK, although not only do we think this highly unlikely but if this were to occur we think it would only last for a short period of time. However, this outcome would have both revenue and cost impacts, and could also lead to a deterioration of consumer confidence resulting in longer term financial underperformance. Links to Our Plan 1 2 5 A C easyJet has established a cross-functional Brexit programme which has implemented a structured approach to the identification and management of all risks related to Brexit. The programme has already made changes to the current operating model and operating licences to protect our flying rights, regardless of the outcome of the national negotiations. easyJet’s focus is now on the management of risks associated with the outcome of the negotiations around the Withdrawal Agreement. If a deal is agreed and ratified between the UK Government and EU27, a transition arrangement will be put in place until at least December 2020 effectively removing any impact on our operation. If the outcome of the negotiations results in ‘no deal’ and the UK leaves the EU without a Withdrawal Agreement in place, both the UK and EU have made it clear in their notices of no deal preparation that they will ensure that connectivity is maintained between the EU and the UK through what the EU has called a ‘bare bones’ aviation agreement. easyJet is finalising its Brexit preparations to ensure that its network is robust to a no deal outcome and the UK being outside both the single market and EASA. These include: • the transfer of all relevant pilot and cabin crew for EU27 crew from the UK to EU27 countries, in particular Austria; • being ready to implement EU27 based safety approvals (for example for an EASA Part 145, the training organisation) to ensure these are in place to support easyJet Europe (our Austrian operating airline) after Brexit; • • • further investment in the recruitment of EU27 nationality pilots and cabin crew; the preparation of mitigating actions to ensure easyJet remains EU majority owned and controlled; reviewing our engineering and maintenance supply chains and supplier readiness, making changes where required to our spare part stock levels and locations to mitigate the risk of customs arrangements being put in place between the UK and the EU and any restriction on the use of UK- licensed parts on Austrian registered aircraft; and • ensuring easyJet’s systems and contract structure is robust to a ‘no deal’ outcome. Putting these mitigating actions in place will ensure easyJet can continue to operate its network in the event of a no deal Brexit. In a more extreme scenario, and in the unlikely event that there is no ‘bare-bones agreement’, approximately 40% of the easyJet programme (flying between UK and EU) would be at risk. We have conducted stress testing in this scenario (which included benchmarking of our balance sheet) and this showed we have significant resilience to this outcome. This analysis has been presented to the Board. Seats for the post-Brexit period went on sale in September 2018 and there were record breaking sales. This indicates that currently, consumer confidence post-Brexit is holding strong. However, easyJet closely monitors revenue performance including weekly review meetings involving senior managers including members of the AMB, to ensure appropriate tactical actions are taken in response to any identified trends. 46 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT REGULATORY AND LEGAL CONTINUED RISK DESCRIPTION CONTEXT AND MITIGATION easyJet has an in-house team of legal experts to advise on legal issues and developments, and to monitor compliance with formal regulatory requirements. Where appropriate, this expertise is supplemented by specialist external support relevant to a specific area or jurisdiction. This panel of external legal advisers, both in the UK and in key easyJet markets, is briefed to keep easyJet informed of any changes to, or new, legislation and to assist easyJet in developing appropriate responses to such legislation. This may include activities such as the implementation of mandatory training programmes, or clear policies and associated guidance. The Regulatory Affairs Group coordinates easyJet’s role in influencing future and existing policy and regulations which affect the airline industry and works with industry bodies, as appropriate. The group includes Country Directors and senior representatives from the Legal, Regulatory, Fleet, Airport and Public Affairs teams. With the General Data Protection Regulation (GDPR) having become EU law on 25 May 2018, easyJet has a Data Protection Officer (DPO) and Data Privacy team in place, reporting to the Company Secretary & Group General Counsel. Key deliverables have been achieved for high-risk processing activities during the year and there is an ongoing programme for the 2019 financial year. REGULATORY AND LEGAL COMPLIANCE The airline industry is heavily regulated and there is a continual need to keep well informed and adapt (as required) to any legislative or regulatory changes across the jurisdictions in which easyJet operates. Changes to government policy and/or increased regulation could have an adverse effect on easyJet. Failure to comply with legislative and regulatory requirements, such as local consumer laws, new case law or policy changes in relation to customer compensation, environmental or airport regulation, in the jurisdictions in which easyJet operates, could have an adverse reputational and financial impact. Links to Our Plan 1 22 5 B Links to Our Plan Our Priorities Our Promise Change in Risk A B C Network Loyalty People D E Data Efficiency 1 2 3 Safe and responsible On our customers’ side In it together 4 5 Always efficient Forward thinking Increase No change Decrease www.easyJet.com 47 RISK CONTINUED REPUTATIONAL RISK DESCRIPTION CONTEXT AND MITIGATION The Information Security Steering Group is a subset of the AMB, chaired by the Company Secretary & Group General Counsel. It oversees any developments or changes in the threat landscape, and determines whether actions taken in response are appropriate. This group provides senior support to business initiatives to drive continuous adaption and improvement. There is a dedicated Information Security team, comprised of experienced professionals, which continuously monitors threats and responds to incidents to minimise exposure and impact. In the year there has been a review, refresh and re-communication of a number of key policies and standards. easyJet has a strong programme of communication and engagement to maintain employee awareness and education. This is achieved through a network of champions, online training materials, and periodic awareness campaigns. easyJet is coming to the end of an initial three-year Information Security Remediation Programme, during which some projects have been, and continue to be, audited. This has resulted in additional proposed projects for the 2019 financial year to improve the effectiveness of controls. As part of easyJet’s GDPR programme, key deliverables have been achieved for high-risk processing activities. There is an ongoing programme for the 2019 financial year to ensure changes are fully embedded into ways of working (see the regulatory and legal compliance risk outlined on page 47). easyJet continues to work closely with industry partners, such as Airbus, to manage the cyber risks associated with aircraft. In the year, there was a presentation to, and discussion with, the Board by Airbus on these risks and mitigations. However, the nature of this risk and the ever-increasing sophistication of attacks by serious organised crime groups, terrorists, nation states and even lone parties means that, despite all the mitigation detailed above, easyJet will inevitably retain an element of vulnerability. easyJet has an active shareholder engagement programme led by its Investor Relations team. As part of that programme easyJet engages with easyGroup Holdings Limited on a regular basis alongside its other major shareholders. In addition, the Group has a relationship agreement with easyGroup and Polys Holdings in line with the controlling shareholder regime set out in the Financial Conduct Authority’s Listing Rules. Representatives from the Board and senior management take collective responsibility for addressing issues arising from any activist approach adopted by the major shareholder. The objective is to address issues when they arise and anticipate and plan for potential future activism. The brand licence agreement with easyGroup provides for the regular meeting of senior representatives from both sides, attended by the Chief Financial Officer and the Company Secretary & Group General Counsel, to actively manage brand-related issues as they arise. Such meetings occur on a quarterly basis and have proved effective. easyJet also monitors compliance with brand licence service levels and has a right to take steps to remedy any instance of non-compliance. CYBER AND INFORMATION SECURITY A breach of our systems by internal or external threats could lead to financial loss, aircraft incident, operational disruption, and/ or reputational damage. Unauthorised access to customer or employee data could lead to financial, regulatory or legal damage, and/or loss of customer or employee trust. Links to Our Plan 1 2 5 B C D MAJOR SHAREHOLDER AND BRAND OWNER RELATIONSHIP easyJet has two major shareholders (easyGroup Holdings Limited and Polys Holdings Limited) which, as a concert party, control approximately 33% of its ordinary shares. Shareholder activism on their part could adversely impact the reputation of easyJet and cause a distraction to management. easyJet does not own its company name or branding, which is licensed from easyGroup Ltd. The licence includes certain minimum service levels that easyJet must meet in order to retain the right to use the name and brand. The easyJet brand could also be impacted through the actions of easyGroup or other easyGroup licensees. Links to Our Plan 3 5 B 48 easyJet plc Annual Report and Accounts 2018 CORPORATE RESPONSIBILITY Running our business responsibly easyJet wants to run its business with a purpose, in a way that truly serves society and is based on principles which help it achieve sustainable profitability. AIM HOW EASYJET IS DOING THIS MEASUREMENTS AND OUTCOMES 1. SAFETY IS OUR NUMBER ONE PRIORITY 2. HONEST AND FAIR WITH OUR CUSTOMERS AND SUPPLIERS 3. A RESPONSIBLE AND RESPONSIVE EMPLOYER • Safety and security management • Managing crew wellbeing, including monitoring fatigue • Seeking to prevent disruptive behaviour on flights • Safety in the supply chain • Supporting customers during disruption • Supporting customers who need special assistance • Building positive supplier relationships, including by making payments on time • Preventing bribery, corruption and modern slavery • Employing people locally • Working collaboratively with trade unions • Encouraging a diverse workforce • Offering fair reward • Providing learning and development opportunities • Investing in efficient aircraft • Using operational efficiency measures 4. A GUARDIAN FOR FUTURE GENERATIONS 5. A GOOD CITIZEN • easyJet uses the Final Event Risk Classification (FERC) as its primary measure of safety. • Further detail on the FERC is available in the Key Performance Indicators section on page 28. • easyJet tracks customer satisfaction amongst customers who need special assistance. This year this was 82% (2017: 83%), which was higher than the average for all customers for the fifth consecutive year. • easyJet paid 87% of supplier invoices on time in the period 1 April 2018 to 30 September 2018. • easyJet employs people on local contracts in nine countries across Europe, complying with national laws. • easyJet works in partnership with 20 trade unions across eight countries. • easyJet has a target that 20% of the new entrant co-pilots it attracts should be female by 2020. • This year 15% of new entrant co-pilots attracted were female, up from 13% last year and 5% when the initiative was started in 2015. • easyJet measures its carbon emissions per passenger kilometre. Its current target is a 10% reduction in carbon emissions per passenger kilometre by 2022 from its 2016 financial year performance. • This year its emissions were 78.46 grams per passenger kilometre, down from 78.62 grams last year and down 1.9% since 2016. This is a 32.5% reduction since 2000. • Raising funds for its charity • easyJet has raised over £11.8 million for its partner Unicef charity partner Unicef since 2012. • Making donations to charities • This year easyJet made over 140 donations nominated by employees • Reducing the aircraft noise that affects communities around airports to local charities nominated by its employees. • easyJet’s A320neo and A321neo aircraft are around 50% quieter during takeoff and landing than equivalent previous generation aircraft. www.easyJet.com 49 CORPORATE RESPONSIBILITY CONTINUED 1. SAFETY IS OUR NUMBER ONE PRIORITY SAFETY MANAGEMENT Safety is easyJet’s highest priority. The Group is committed to providing a safe journey for its customers and a safe working environment for its people and suppliers. easyJet’s safety is managed and maintained through business processes and structures. The Chief Executive of easyJet has overall responsibility for safety, alongside the Accountable Managers of easyJet’s UK, Swiss and Austrian AOCs, who are accountable for safety compliance to their relevant regulators. The Director of Safety, Security and Compliance reports directly to the Chief Executive, with direct access to the Chairman, and has a remit to act independently on safety and security matters outside other operational or commercial considerations. The Safety Committee, comprising independent Non- Executive Directors, reviews the effectiveness of easyJet’s safety management processes on behalf of the plc Board (‘the Board’). This includes reviewing development progress of the safety plan, which describes easyJet’s actions to enhance the safety management system. More information on the Safety Committee is provided on pages 76 to 77. SECURITY The easyJet Security team works closely with government and regulatory agencies throughout its network in order to minimise the vulnerability of its customers and employees to security risks. Security risk assessments, informed by the current geopolitical situation, are made for each country and airport to which easyJet flies. The Group also employs measures to protect business and personal data. FATIGUE RISK MANAGEMENT easyJet manages the risk of fatigue to support its crew operating flights safely. Its Fatigue Risk Management System is approved to EASA standards and the Group continues to invest in fatigue research with bodies such as the US National Aeronautics and Space Administration (NASA) and the Netherlands Aerospace Centre. SAFETY IN THE SUPPLY CHAIN easyJet carries out oversight of safety in its supply chain through its standards assurance and compliance monitoring processes. Standards assurance enables managers to undertake performance reviews through sample checks to monitor service level agreements, key performance indicators and supplier engagement activities. Compliance monitoring is undertaken by easyJet’s independent Compliance Monitoring team. The compliance programme is risk based and focuses on applicable standards throughout the supply chain. DISRUPTIVE PASSENGERS easyJet does not tolerate disruptive or abusive behaviour on its flights or towards any of its agents. Its crew are trained to assess all situations to ensure that the safety of the flight and passengers is not compromised at any time. The airline has introduced measures to discourage and prevent disruptive behaviour, and to further increase the support for crew to respond when it does occur. Cabin crew are empowered to refuse to serve alcohol to customers and customers are not allowed to consume their own alcohol on easyJet flights. Disruptive behaviour on board is often caused by customers who have consumed too much alcohol whilst in the airport before their flight, or who consume alcohol purchased at the airport on board. easyJet has been working with industry partners through Airline UK’s Code of Practice which encourages voluntary action. easyJet is also seeking regulatory changes, including the extension of UK alcohol licensing to airside areas of airports, to further discourage excess alcohol consumption when travelling. AEROMEDICAL AND HEALTH AND SAFETY MANAGEMENT Managing and providing oversight of the aeromedical and health and safety needs of its workforce is essential to delivering a resilient operation at easyJet. The Group effectively manages aeromedical and health and safety risks through an integrated risk management framework, business processes and structures. This growing capability in the organisation provides a holistic, proactive, integrated approach to aeromedical and occupational health management, human factors and occupational safety. The team ensures that the organisation is compliant with legislative requirements and standards associated with aeromedical and health and safety management and manages emerging risks in the air and on the ground, including pilot mental fitness, communicable disease concerns, health and safety, and occupational health issues. The team also supports the business in achieving its objectives by contributing to organisational and individual resilience. NEW TECHNOLOGY easyJet continues to add new safety-related technology to the aircraft fleet. The A320neo aircraft, which began to enter the fleet in June 2017, are fitted with the Autopilot Traffic Collision Avoidance System (APTCAS), which builds on existing collision avoidance technology, and the Runway Overrun Prevention System (ROPS), which provides additional warnings to pilots to avoid high-energy approaches which contribute to runway overrun risks. These technologies supplement the existing operating procedures and pilot training. The latest addition to the easyJet fleet is the A321neo aircraft which entered service in July 2018 and provides the same enhanced safety capabilities as the A320neo aircraft. 50 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT 2. HONEST AND FAIR WITH OUR CUSTOMERS AND SUPPLIERS CUSTOMERS This financial year easyJet carried more than 88 million passengers. More information on the service we provide to customers and customer satisfaction is on page 16. easyJet recognises that it needs to give extra support to particular groups of customers. These include customers who need special assistance or who experience disruption. CUSTOMERS WHO NEED SPECIAL ASSISTANCE In 2012 easyJet established the easyJet Special Assistance Advisory Group (ESAAG) to provide feedback and guidance on the services it provides to customers who require special assistance. The group is chaired by Lord David Blunkett, a former UK cabinet minister. The group includes members from key easyJet markets (the UK, France and Italy), who all have personal or professional experience of special assistance issues. This year the group visited Berlin Tegel Airport to see the special assistance facilities, as easyJet established a new base at the airport. The group also recruited a new member from Germany, to reflect the airline’s larger operations in the country. Customer satisfaction amongst special assistance customers was 82%, compared to 71% for all customers, and down by one percentage point from last year. This is the fifth successive year that satisfaction is higher among customers who need special assistance than the average across all customers. Since 2012 easyJet and ESAAG have introduced a range of measures to assist passengers with physical constraints, such as onboard wheelchairs and more accessible aircraft toilets. ESAAG has continued to look at how easyJet supports customers who have hidden disabilities, and the airline now trains crew to recognise hidden disability lanyards and badges, which are increasingly offered to customers by airports to discreetly inform staff of their condition. ESAAG has also worked with easyJet to improve the service provided on the ground in key airports. ESAAG members have started a series of visits to easyJet’s main airports to give feedback on facilities and services. DISRUPTION easyJet is committed to providing the right support to customers who experience disruption. Customers are given timely updates about their flight through text messages, emails and live updates on easyJet’s Flight Tracker tool. The information given to customers on Flight Tracker includes the reason for any disruption and what customers should do next. To reduce the time it takes to resolve aircraft technical faults, easyJet has extended its contract for two light aircraft and crew to transport engineers and spare parts around its network, with dedicated engineers on standby to travel. A Luton-based aircraft operates year round, with a Milan- based aircraft supporting the summer operation. easyJet has also worked alongside Airbus to enhance its predictive maintenance technology, and plans to retrofit its fleet with the new equipment. When there are delays, easyJet provides welfare support and overnight accommodation when required, as well as additional EU 261 payments, when the disruption is caused by an airline issue. easyJet has established an online compensation claim form and bank transfer programme to simplify EU 261 applications and payments. easyJet has also chosen to be a member of an alternative disruptive resolution body, approved by the UK Civil Aviation Authority (CAA). This means that if a customer is not satisfied that easyJet has resolved their complaint, the customer can also refer it for independent review. SUPPLIERS easyJet seeks to have an open, constructive and effective relationship with all suppliers, as it believes they are integral to the Group’s success. easyJet has a supplier relationship management framework, which provides a toolkit and guidance for easyJet managers who lead relationships with easyJet’s key partners. easyJet aims to build strong, lasting relationships with partners and drive value from partnerships. The principles are based on managing suppliers in the same way that easyJet manages its people, and ensuring that suppliers’ rights and responsibilities are clearly set out. In line with the new UK reporting requirements, easyJet made its second public report on its supplier payment performance in October 2018, covering the period 1 April 2018 to 30 September 2018. This showed that the average time to pay an invoice was 30 days and 87% of invoices were paid within the agreed terms with suppliers. HUMAN RIGHTS easyJet is committed to protecting human rights. This includes observance of the principles set out by the International Labour Organization Declaration on Fundamental Principles and Rights at Work. The Group has a Code of Ethics and Human Rights Policy. It also has in place other policies which support recognised human rights principles, including on non-discrimination, health and safety, whistleblowing and prevention of bribery and corruption. www.easyJet.com 51 CORPORATE RESPONSIBILITY CONTINUED RESPONSIBLE SOURCING easyJet has a Supplier Code of Conduct which requires all suppliers to comply with (and to ensure that their subcontractors comply with) a number of social and environmental principles including ensuring fair treatment of employees and a respectful working environment, no breach of human rights including no forced labour, and no bribery or corruption. This Supplier Code of Conduct was reviewed in the light of the requirements of the Modern Slavery Act and now also expressly prohibits modern slavery and human trafficking. When tendering for new suppliers, easyJet seeks information to ensure compliance from suppliers on factors including quality assurance, health and safety, environmental practices, subcontracting arrangements and legal, regulatory and tax compliance. In 2016 easyJet established a modern slavery working group with representatives from across easyJet. The group assessed easyJet’s supply chain based on the factors that tend to be associated with higher modern slavery risk, such as certain geographic areas and industries, particularly those with lower labour costs (such as textiles, electronics, road transport and food). As a result of this assessment, easyJet focused its supplier due diligence questionnaire on 60 suppliers, made up of those who were considered to be higher risk and those with which easyJet has the highest spend. This year easyJet revisited its risk assessment of the areas of easyJet’s operations and supply chain most at risk and found that the underlying risk profile had not changed. Following the establishment of a large new base at Berlin Tegel Airport this year, some new suppliers were added to the higher risk category, due to the scale and significance of their services to easyJet. In line with the reporting requirements, easyJet published its first Modern Slavery Statement in 2017 and an updated statement this year. These are available at http://corporate.easyjet.com/. HUMAN TRAFFICKING PREVENTION For all airlines and other transport providers, there is a risk that their services may be used by human traffickers. The easyJet Security team works closely with relevant authorities across Europe to help to prevent human trafficking. easyJet’s crew and ground staff have been provided with guidance on how to recognise behaviours that could indicate human trafficking. The crew trainers also receive regular training from the Security team on the risk of human trafficking in flight operations. ANTI-BRIBERY AND CORRUPTION easyJet has Group-wide policies on anti-bribery and corruption, and gifts and hospitality. All easyJet management and administrative employees are required to complete online training modules covering anti-bribery and corruption, ethics and competition law. These training modules were refreshed this year and rolled out across all existing employees. All new employees must complete this training before passing their probation period and certain groups of employees will be required to complete recurrent training. Employee completion of this training is tracked and reported to the easyJet Airline Management Board (‘AMB’). When tendering key new supplier contracts easyJet informs suppliers of its anti-bribery and corruption and gifts and hospitality policies, and requires compliance as a condition of doing business with easyJet. Subsequently, in key contracts, an appointed supplier is expected to reaffirm its commitment by signing up to specific obligations on anti-bribery and corruption in its contract with easyJet. 52 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT 3. A RESPONSIBLE AND RESPONSIVE EMPLOYER LOCAL EMPLOYMENT ACROSS EUROPE As at 30 September 2018 easyJet employed over 14,000 people across its network. easyJet employs people on local contracts in nine countries across Europe, complying with national laws. This has a higher cost than the approach taken by some other airlines which employ all their people on non-local contracts, irrespective of where they work. easyJet does this so that its roles are attractive locally and to reflect each country’s employment practices. This also helps to build relationships with key local stakeholders. easyJet regularly communicates with its employees about business issues, priorities and financial performance and encourages them to share feedback. This includes a weekly all-staff newsletter, specific newsletters for the pilot and cabin crew communities, staff events and a regularly updated intranet. easyJet continues to focus on its employees and their experience at work. This year the Group has been looking at how it can further improve the health and wellbeing support offered to employees. This includes the working environment, ways of working, and the experience of crew during their rostered duties, as well as how operational disruption affects the lives of our crew and other employees. easyJet expects to start to deliver improvements on this in the 2019 financial year. This year easyJet has continued to build on its engagement and relationship with its employees and their representatives across Europe. There is increasing union activity in the aviation sector, however, easyJet’s investment in its employee relations approach over the last two years has encouraged stability in this active union environment. easyJet works in partnership with 20 trade unions across eight countries, along with its five national works councils in Europe, the overarching European Works Council and a number of other internal employee consultative groups. REWARD easyJet offers a competitive reward package, focused on cash and variable pay rather than fixed benefits. easyJet offers all its employees, with a minimum amount of service, the opportunity to become shareholders in the Company through the following schemes: • all employees can join easyJet’s Save As You Earn scheme, which allows employees to save money from their salary with the option to purchase shares; • UK employees can take part in the Buy As You Earn scheme, in which employees can buy shares from their salary each month with easyJet matching their investment; and • easyJet awards Performance (Free) Shares to all employees, subject to meeting annual financial targets. Awards worth up to two weeks’ salary have been granted in seven of the last eight years. Over half of all employees participate in one or both of the Save As You Earn and Buy As You Earn schemes. At 30 September 2018, employees held interests in 9.4 million shares. On this date, with a closing share price of £13.14, these awards had a market value of £123 million. WORKPLACE ONLINE NETWORK This year easyJet introduced Workplace by Facebook to encourage conversation, collaboration and idea- sharing amongst its employees. Workplace is an internal platform and allows communication and collaboration across desktop and mobile, using familiar social media features such as groups, reactions and videos. The platform has encouraged greater communication between teams and with the business leadership team, particularly with crew who are not office-based and can use Workplace on mobile devices. This interaction has allowed easyJet to, for example, identify improvements to its inflight retail. easyJet’s Chief Executive shares weekly updates and actively encourages feedback. He also shares monthly videos covering our strategy and performance, and often uses the tool for employee recognition. Workplace is actively used by over 6,000 people at easyJet on a monthly basis, with 78% of those invited choosing to sign up to the system. EMPLOYEE ENGAGEMENT To improve its ability to understand employee engagement, easyJet this year trialled a new engagement platform, Peakon. Over 4,000 employees were invited to participate in a trial and 60% of these shared their view, generating over 20,000 comments about working at easyJet. These were analysed to identify common themes that can be used to inform better decision making. easyJet has decided to introduce this platform across the Group for the 2019 financial year, to continuously listen to employees’ views and use the data and insights to inform its approach as an employer. GENDER The graphics below represent the gender makeup of easyJet’s Board, AMB (easyJet’s executive management team) and all employees directly employed by easyJet as at 30 September 2018. Since this date one member of the AMB has left and one new member has been appointed. Both are male so this has not affected the gender makeup. PLC BOARD 33.3% (3) AIRLINE MANAGEMENT BOARD 66.7% (6) 63.6% (7) 53.7% (7,649) Male Female 36.4% (4) ALL EMPLOYEES 46.3% (6,596) www.easyJet.com 53 DIFFERENCE BETWEEN MALE AND FEMALE UK EMPLOYEE PAY Difference in median hourly rate of pay Difference in median bonus pay 45.54% 32.16% This is the pay and bonus gap data published in easyJet’s 2017 gender pay report. All data is for UK employees as specified by UK reporting requirements. This means that, based on the 2017 reporting data, the median hourly rate of pay for a female UK employee at easyJet was 45.54% lower than for a male UK employee. easyJet’s full gender pay report is available at http://corporate.easyjet.com/. DISABILITY easyJet treats applicants with disabilities equally and supports current employees who become disabled. This includes offering flexibility and making reasonable adjustments to the workplace to ensure they can achieve to their full potential. However, for easyJet’s two largest communities, pilots and cabin crew, there are a range of regulatory requirements on health and physical ability with which all applicants and current employees must comply. LEARNING AND DEVELOPMENT easyJet offers a range of in-person and online learning opportunities, as well as career development planning, for employees. All employees receive feedback on their performance and support on their development. People managers are also given resources and advice to help them support the development of their teams. APPRENTICESHIPS easyJet has established four new apprenticeship programmes this year, creating opportunities for 36 new apprentices to join the business, as well as development opportunities for 14 existing members of staff. The programmes launched include cabin crew apprenticeships and three different apprenticeships across easyJet’s Operations Control Centre. All apprentices across the programmes will take part in both on-the-job and classroom-based training. In addition, easyJet has this year taken a new intake of 14 recruits on its engineering apprenticeship programme. CORPORATE RESPONSIBILITY CONTINUED DIVERSITY AND INCLUSION This year easyJet carried out a review of its approach to diversity and inclusion, including what improvements could be made. Over 70 employees from across the business, selected using an opportunity sampling method, took part in interviews and focus group sessions conducted by an independent consultancy. As a result of this review easyJet has committed to focus on three key areas: • ensuring its employment policies and processes continue to support diversity and inclusion; • enabling its leaders and managers to have the confidence and tools to support a diverse and inclusive culture; and • creating partnerships, internally and externally, with those who can give expert support to its inclusion and diversity strategy. Sophie Dekkers, previously UK Country Director and now Head of Scheduling, has been appointed as the senior sponsor for diversity and inclusion and will lead on these changes over the next year. FEMALE PILOTS Through its Amy Johnson initiative, set up in 2015, easyJet has sought to encourage more women to become pilots, to help address the significant gender imbalance in the worldwide pilot community. Activities have included: • carrying out more than 100 visits by pilots to schools, youth and aeronautical organisations; • sponsoring the new Aviation Badge for Brownies, members of Girlguiding, the UK youth organisation for girls and young women; and • continuing to highlight female easyJet pilots in the media. easyJet’s current target is that 20% of its new entrant co-pilots attracted by 2020 are female. In the 2018 financial year easyJet attracted 50 female new entrant co-pilots, which represented 15% of new entrant co-pilots in this period, up from 13% in the 2017 financial year and 5% when the initiative was started in 2015. GENDER PAY easyJet voluntarily reported on its gender pay gap in 2015 and 2016, ahead of the new UK regulations. easyJet’s gender pay gap is strongly influenced by the salaries and gender makeup of its pilot community, which represents around a quarter of its UK employees. Pilots are predominantly male and their higher salaries, relative to other employees, significantly increase the average male pay at easyJet. Salaries for pilots and cabin crew are collectively agreed, meaning, for example, that a female pilot or cabin crew member’s basic salary and variable pay rates are exactly the same as that of her male equivalents. 54 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT 4. A GUARDIAN FOR FUTURE GENERATIONS easyJet recognises that carbon emissions from air travel contribute to climate change and that the Group has a responsibility to seek to minimise the impact of its operations. As a result easyJet’s aim is to reduce the carbon emissions produced for each kilometre travelled by its customers. easyJet’s business model supports the minimisation of fuel usage and associated carbon emissions in the following ways: • it relies on a cost advantage and continually looks for safe ways to reduce fuel use, including by using efficient aircraft and emissions-saving measures; • most flights operate with a large majority of the seats filled, which means each flight is productively used. This year the load factor was 92.9%; and • easyJet flies point-to-point routes between the customer’s departure and arrival airports, rather than flying a customer to a hub airport and then on to their final destination. easyJet is also working with partners on the development of an all-electric commercial aircraft. CARBON EMISSIONS easyJet’s aircraft carbon emissions in the 2018 financial year were 7.6 million tonnes, compared to 7.1 million tonnes in the 2017 financial year. easyJet’s calculation of emissions is based on fuel burn measurement, which complies with the EU’s Emissions Trading System requirements. The increase in emissions is due to the continued expansion of easyJet’s operations. In this financial year easyJet’s passenger numbers increased by 10.2% from the 2017 financial year. easyJet’s non-aircraft operations, such as energy use in the small number of buildings it operates, also create carbon emissions. However, as emissions related to these operations are not material when compared to the aircraft operations, it would not be proportionate for easyJet to include them in its carbon emissions reporting. CARBON EMISSIONS REDUCTION TARGET easyJet’s aim is to reduce the amount of carbon emissions produced for each kilometre travelled by its passengers. Since 2000 easyJet has reduced its carbon emissions per passenger kilometre by 32.5%. In 2013 easyJet established a public target to reduce its carbon emissions per passenger kilometre. The target was strengthened in 2015 and is currently a 10% reduction in carbon emissions per passenger kilometre by 2022 from its performance in the 2016 financial year. If this target is met in 2022, easyJet will have reduced its carbon emissions per passenger kilometre by 38% since 2000. In the 2018 financial year easyJet’s carbon emissions per passenger kilometre were 78.46 grams (g). This is a reduction from 78.62g per passenger km in the 2017 financial year. Carbon emissions per passenger kilometre in the 2018 financial year were down by 1.9% from the 2016 financial year, continuing towards the target of a 10% reduction by 2022. EMISSIONS PER PASSENGER KILOMETRE SINCE 2000 e r t e m o l i k r e g n e s s a p r e p s m a r g – s n o s s m e i i 2 O C 3.2% 5.3% 8.0% 10.1% 15.0% 17.6% 17.8% 120 115 110 105 100 95 90 85 80 75 70 22.3% 24.9% 26.4% 27.4% 27.2% 27.9% 29.4% 30.2% 31.2% 32.3% 32.5% 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Percentage reduction since 2000 Financial year www.easyJet.com 55 CORPORATE RESPONSIBILITY CONTINUED INVESTING IN EFFICIENT AIRCRAFT easyJet operates an efficient fleet of Airbus A320 family aircraft, mainly equipped with CFM56 engines. easyJet is continuing to invest in modern aircraft which are more efficient and quieter than previous generation aircraft. For example, easyJet has started to operate a new generation of Airbus A320 family aircraft, equipped with CFM LEAP engines, which are 15% more fuel efficient than previous generation aircraft. easyJet introduced the Airbus A320neo aircraft in June 2017 and as at 30 September 2018 had 13 of these aircraft in the fleet, with a further 87 to be delivered by August 2022. In November 2018 easyJet converted purchase rights to firm orders for a further 17 A320neos to be delivered by 2023. This year easyJet also took delivery of its first A321neo aircraft, which has 235 seats compared to 186 seats on the A320neo. As at 30 September 2018 there were two of these aircraft in the fleet, with a further 28 planned to be delivered by October 2020. These larger aircraft allow easyJet to maximise the use of airport capacity, particularly at airports across Europe that are slot-constrained. EFFICIENT OPERATION easyJet operates its aircraft in a way which reduces fuel usage and carbon emissions. These efficiency measures are part of easyJet’s standard operating procedures, which means they are requirements for all flights where they can be used. The measures include: • continual review of flight plans to ensure the optimal routings and cruise levels are used; • maximising the use of external power, rather than the aircraft auxiliary power unit, when on the ground; • use of only one engine when taxiing on the ground; and • climb, descent and landing techniques that improve efficiency. Aircraft are also equipped to minimise weight, which is an important factor in fuel usage. This includes the introduction of lightweight Recaro passenger seats and the use of electronic devices to reduce the amount of paper documents in the flight deck. AIRCRAFT NOISE easyJet seeks to reduce the impact of aircraft noise on residents who live near airports or under flight paths. It works locally with airports and air traffic control to put in place noise mitigation activities that best fit each airport. easyJet pilots also use flying techniques which reduce noise impact, such as continuous descent approaches. easyJet’s new generation Airbus A320neo and A321neo aircraft are 50% quieter during takeoff and landing than the equivalent previous generation aircraft. easyJet has also carried out a retrofit programme to address a particular sound, associated with A320 family aircraft of all airlines, due to the airflow under the wing. This involved fitting aircraft with ‘vortex generators’. New aircraft delivered since September 2014 are fitted with vortex generators as standard. ELECTRIC AIRCRAFT DEVELOPMENT In 2017 easyJet began a partnership with Wright Electric to support the goal for short-haul flights to be operated by all-electric planes. Wright Electric has set itself the challenge of building an all-electric commercial passenger jet within a decade. WASTE easyJet’s cabin crew already collect waste in two bags, separating out the recyclable materials. This year a 50 pence discount on hot drinks for customers who use their own reusable cup has been introduced. Certain plastic items used on board, such as plastic stirrers, will also be replaced with wooden alternatives. To build on these measures, easyJet has this year carried out an initial review of the opportunities to minimise waste across its operations. This looked at how much waste is produced, what materials are used, and what improvements could be made. 56 easyJet plc Annual Report and Accounts 2018 STRATEGIC REPORT 5. A GOOD CITIZEN UNICEF PARTNERSHIP easyJet has a pan-European charity partnership with Unicef, the world’s leading children’s organisation. During the spring, summer and winter collection periods easyJet cabin crew carry out onboard appeals for customers to donate their spare change and leftover foreign currency. Since 2012 the partnership has raised over £11.8 million, including over £1.8 million in the 2018 financial year. The funds primarily support Unicef’s vaccination work to keep children safe from polio, as part of the global efforts to eradicate this deadly disease. This year the funds have supported the global eradication initiative by providing over five million vaccines for children under five, as well as the procurement and distribution of 2,600 cold boxes, 6,000 vaccine carriers and 22,280 ice packs, and the installation of 44 solar refrigerators to improve vaccine storage capacity. In July 2018 easyJet renewed its partnership with Unicef. In addition to continuing to support polio eradication, the partnership will now also support Unicef’s cause of Education in Emergencies. Each summer collection will support this area and the first took place this year. easyJet chose to support the Education in Emergencies work because it believes the cause is important to its customers, many of whom are travelling with their own children in the summer during school holidays. CHARITY DONATIONS easyJet also supports charities nominated by its employees, through donations awarded by its Charity Committee. This year the Committee has made over 140 awards of flight vouchers or financial donations, each to the value of £250 or €300. EDUCATION IN EMERGENCIES In addition to continuing to support polio eradication, the partnership with Unicef now also supports the charity’s cause of Education in Emergencies. Unicef has provided more information on this work: “For children in emergencies, education is lifesaving. Schools give children stability and structure to help cope with the trauma they have experienced. Schools can protect children from the physical dangers around them, including abuse, exploitation and recruitment into armed groups. In many cases, schools also provide children with other lifesaving interventions, such as food, water, sanitation and health. Despite the enormous benefits to children, education is often the first service suspended and the last service restored in crisis-affected communities. Unicef works to deliver uninterrupted learning for every child affected by humanitarian crises and aims to provide learning spaces that are safe, available and suitable for children. Unicef provides teachers with training and learning materials including the ‘School in a Box’, which is a pop-up classroom which can be set up anywhere within 72 hours of an emergency and provides three months’ worth of teaching supplies for a teacher and up to 40 students.” www.easyJet.com 57 CORPORATE RESPONSIBILITY CONTINUED NON-FINANCIAL INFORMATION STATEMENT easyJet aims to comply with the new Non-Financial Reporting Directive requirements. The table below sets out where relevant information can be found in this Annual Report. • Special assistance in operational manuals • Customers who need special assistance, REPORTING REQUIREMENT POLICIES 1. ENVIRONMENTAL MATTERS 2. EMPLOYEES • easyJet has had a target to reduce its carbon emissions per passenger kilometre since 2013, and this was strengthened in 2015 • To support this, a new environmental policy is being developed for introduction in the 2019 financial year • Safety Policy • People Handbook, which includes: – Code of Ethics – Whistleblowing Policy • Human Rights Policy Statement • Modern Slavery Statement • Data Retention Policy, including on customer data privacy 3. HUMAN RIGHTS 4. SOCIAL MATTERS 5. ANTI-CORRUPTION AND ANTI-BRIBERY • People Handbook, which includes: – Anti-Bribery and Corruption Policy – Code of Ethics – Fraud Policy – Competition Policy • Supplier Code of Conduct 6. BUSINESS MODEL 7. PRINCIPAL RISKS AND IMPACT OF BUSINESS ACTIVITY 8. NON-FINANCIAL KEY PERFORMANCE INDICATORS 58 easyJet plc Annual Report and Accounts 2018 RELEVANT INFORMATION • Environmental risk, page 42 • Carbon emissions, page 55 • Aircraft efficiency, page 56 • Waste reduction, page 56 • Chief Executive’s review, page 18 • Safety, pages 50 and 76 to 77 • Local employment across Europe, page 53 • Working with trade unions, page 53 • Reward, page 53 • Diversity and inclusion, p54 • Human rights, page 51 • Modern Slavery, page 52 page 51 • Customers affected by disruption, page 51 • Charity partnership with Unicef, page 57 • Local charity donations, page 57 • Aircraft noise, page 56 • Anti-bribery and corruption, page 52 • Supplier relations, page 51 • Business model, page 7 • Major safety incident risk, page 39 • Attraction and retention of talent risk, page 45 • Regulatory and legal compliance risk, page 47 • Safety (Final Event Risk Classification), page 28 • Carbon emissions per passenger kilometre, page 55 • Customer satisfaction, page 28 • Special assistance customer satisfaction, page 51 • Employee engagement, page 53 • New entrant female pilots, page 54 • Fundraising for Unicef, page 57 STRATEGIC REPORT CHAIRMAN’S STATEMENT ON CORPORATE GOVERNANCE JOHN BARTON Chairman We continue to achieve good governance through a responsive governance framework that supports and challenges our executives’ decision making COMMITTED TO good corporate governance I am pleased to introduce this report, which describes the activities of your Board during the year, along with our governance arrangements and how we have applied the main principles and complied with the relevant provisions of the 2016 UK Corporate Governance Code (‘the Code’). This year the Board has continued to focus on providing effective leadership and oversight of the Group as it seeks to focus on its strategic priorities and create value for our shareholders. A summary of Board activity during the year can be found on page 68. The role and effectiveness of the Board is essential to a successfully run company; the way in which we discharge our duties is set out on the following pages. APPOINTMENT OF A NEW CHIEF EXECUTIVE Johan Lundgren joined the Board as Director and Chief Executive on 1 December 2017. During his first year Johan has taken the opportunity to meet many employees, customers, regulatory bodies and other stakeholders to seek their views on, amongst other things, the Group’s strategy and culture. CHANGES TO THE BOARD There have been a number of Board changes since the last Annual Report, with membership of the Board and its Committees having evolved, but remaining balanced. Appointments have been subject to a formal, rigorous and transparent procedure. We welcomed Julie Southern to the Board on 1 August 2018 as a Non-Executive Director. She also became a member of the Audit, Remuneration and Safety Committees, and will take over from Adèle Anderson as Audit Committee Chair from 1 January 2019. Julie has held a number of commercially-oriented finance and related roles and brings with her extensive experience of the airline industry. I believe she will be a huge asset to the easyJet Board and its Committees. More detailed information on Julie’s induction can be found on page 75. www.easyJet.com 59 CHAIRMAN’S STATEMENT ON CORPORATE GOVERNANCE CONTINUED Keith Hamill OBE stepped down from the easyJet Board on 31 December 2017 following completion of nine years on the Board. On behalf of the Board, I would like to reiterate my thanks to Keith for his valued contribution to the easyJet Board and to easyJet’s success. We are also sorry to lose Adèle Anderson, Non-Executive Director who, after seven years, will resign from the Board with effect from the end of the Company’s 2019 Annual General Meeting on 7 February 2019. On behalf of the Board, I would like to thank Adèle for her important contribution to the easyJet Board and specifically in her role as Audit Committee Chair. She has brought deep understanding and acumen to her responsibilities and she leaves us with our gratitude and best wishes. More information on these Board changes and the work of the Nominations Committee can be found on pages 78 to 79. CULTURE AND DIVERSITY We take the issue of diversity in the boardroom very seriously and are mindful of important recent developments in this area. We remain focused on maintaining an inclusive and diverse culture. We believe this improves effectiveness, encourages constructive debate, delivers strong performance and enhances the success of the business. At its September 2018 meeting, the Nominations Committee approved a refreshed Board Diversity and Inclusion Policy and set our objectives in this area. You can read more about this, and our overall approach to diversity and inclusion in our other senior leadership positions and across easyJet, on page 79. TEGEL OPERATIONS A key focus of the Board during the year was the oversight of the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport. This year the Board’s annual base visit took place in Tegel, which provided the Board with the opportunity to see the operation in action and meet with various members of the management team. More information on the visit can be found on page 69. BREXIT The Board continued to closely oversee the implementation of easyJet’s planning for Brexit. This has involved regular management updates on both the design and implementation of easyJet’s response to Brexit negotiations, and the likely impact on the European airline industry. We will remain focused on ensuring that easyJet’s operating model and network are unaffected by Brexit and that flying rights between the EU and the UK are maintained. BOARD EVALUATION Our Nominations Committee oversaw an externally facilitated review of the composition, diversity and effectiveness of the Board to achieve the objectives of the Group. A full report on the activities of the Nominations Committee and the outcomes of the evaluation can be found on pages 72 to 73. LOOKING AFTER OUR STAKEHOLDERS The Board continues to take account of the impact of its decisions on all of our stakeholders. We have also begun to consider ways in which a stronger and more meaningful engagement can take place between the Board and the workforce. This engagement, amongst other things, will allow Directors to gauge how the Group’s new strategic initiatives are embedding within the organisation under the new leadership of Johan Lundgren. UK CORPORATE GOVERNANCE CODE I am pleased to report that we were in full compliance with the requirements of the Financial Reporting Council’s (FRC) 2016 Code, a copy of which is available on  www.frc.org.uk. We welcomed the publication by the FRC of its new UK Corporate Governance Code in July 2018 and its focus on the themes of corporate and Board culture, stakeholder engagement and sustainability, which are critical factors for us as we partner with our stakeholders to build an enduring business. Over the summer, as part of the FRC’s regular review and assessment of the quality of corporate reporting in the UK, we engaged with the FRC in response to their questions relating to information within our 2017 Annual Report and Accounts. easyJet has taken on board the FRC’s comments and recommendations with specific enhancements having been made to our 2018 Annual Report and Accounts. Further details can be found on page 81. The following pages set out details of the composition of our Board, its corporate governance arrangements, processes and activities during the year, and reports from each of the Board’s Committees. JOHN BARTON Non-Executive Chairman CONTENTS OF THE CORPORATE GOVERNANCE REPORT Plc Board and Airline Management Board (‘AMB’) profiles Our governance framework Board activity in 2018 Compliance with the Code Board Committee overview and activities during the year Directors’ report Page 61 Page 67 Page 68 Page 69 Page 76 Page 106 60 easyJet plc Annual Report and Accounts 2018 GOVERNANCE BOARD OF DIRECTORS An experienced and balanced Board N A NF R JOHN BARTON (1944) Non-Executive Chairman Nationality British Appointed May 2013 Key areas of prior experience Finance, Governance Skills & Experience John has served as Chairman of Next plc, Catlin Group Limited, Cable and Wireless Worldwide plc, Brit Holdings plc and Wellington Underwriting plc. John was previously Senior Independent Director of WHSmith plc and Hammerson plc. He was also the Chief Executive of insurance broker JIB Group plc. After JIB’s merger with Lloyd Thompson, he became Chairman of the combined Group, Jardine Lloyd Thompson Group plc, until 2001. Current External Appointments Senior Independent Director of SSP Group plc, Chair of its Nomination and Remuneration Committees and member of its Audit Committee. Senior Independent Director of Luceco plc and member of its Audit, Remuneration and Nomination Committees. Non-Executive Director of Matheson & Co Ltd. JOHAN LUNDGREN (1966) Chief Executive Nationality Swedish Appointed December 2017 Key areas of prior experience Travel and Tourism Skills & Experience Johan has more than 30 years’ experience working in the travel industry, starting his career as a tour guide and occupying various roles in travel marketing and sales. Prior to joining easyJet in December 2017 as Chief Executive, Johan was the Group Deputy Chief Executive Officer and Chief Executive Officer of Mainstream Tourism at TUI AG. Prior to this, Johan was the Managing Director for the Northern Region at TUI Travel plc from 2007 until 2011. From 2003 until 2007, he was the Managing Director and Chief Executive Officer of TUI Nordic. Johan led MyTravel’s businesses out of Canada and Sweden between 1999 and 2003, prior to which he was Managing Director of Always Tour Operations from 1996. Current External Appointments None CHARLES GURASSA (1956) Non-Executive Deputy Chairman and Senior Independent Director Nationality British Appointed June 2011 Key areas of prior experience Airline Industry Skills & Experience Charles’ career has been primarily in the travel, tourism and leisure industries in a number of senior positions including Chief Executive of Thomson Travel Group plc, Executive Chairman of TUI Northern Europe Limited and Director of Passenger and Cargo at British Airways plc. Charles retired from full-time work in June 2003 to pursue a portfolio career. He was previously Non-Executive Chairman of Genesis Housing Association, LOVEFiLM International Ltd, Phones4U Ltd, Virgin Mobile plc, Alamo/National Rent a Car and 7Days Ltd, and a Non-Executive Director at Whitbread plc. Current External Appointments Non-Executive Chairman of Channel 4 and member of its Remuneration, Ethics and Audit Committees. Senior Independent Director of Merlin Entertainments plc, Chairman of its Remuneration Committee and member of its Audit and Health and Safety Committees. Member of the Board of Trustees at English Heritage and Chairman of its Remuneration and Appointments Committee. Member of the Board of Trustees at the Migration Museum Project and member of its Development Committee. Chairman of Great Rail Journeys. BOARD COMMITTEES Committee Chair A Audit Committee F N Finance Committee Nominations Committee R S Remuneration Committee Safety Committee www.easyJet.com 61 BOARD OF DIRECTORS CONTINUED ANDREW FINDLAY (1969) Chief Financial Officer Nationality British Appointed October 2015 Key areas of prior experience Finance Skills & Experience Andrew was previously Chief Financial Officer at Halfords Group plc from February 2011 to October 2015. Prior to this, Andrew was Director of Finance, Tax and Treasury at Marks and Spencer Group plc. He has also held senior finance roles at the London Stock Exchange and at Cable and Wireless both in the UK and the US. Current External Appointments Non-Executive Director at Rightmove plc, Chair of its Audit Committee and member of its Nomination Committee. A R S F S ADÈLE ANDERSON (1965) Independent Non-Executive Director Nationality British Appointed September 2011 Key areas of prior experience Finance Skills & Experience Until July 2011, Adèle was a Partner in KPMG and held roles including Chief Financial Officer of KPMG UK, Chief Executive Officer of KPMG’s captive insurer and Chief Financial Officer of KPMG Europe. Current External Appointments Senior Independent Director of Intu Properties plc, Chair of its Audit Committee and member of its Remuneration Committee. Non-Executive Director of Spire Healthcare Group plc, Chair of its Audit and Risk Committee and member of its Remuneration Committee. Member of the Audit Committee of the Wellcome Trust. DR ANDREAS BIERWIRTH (1971) Independent Non-Executive Director Nationality German Appointed July 2014 Key areas of prior experience Airline Industry, European Perspective Skills & Experience Andreas previously served as Chief Commercial Officer and a member of the Board at Austrian Airlines AG. Between 2006 and 2008, Andreas served as Vice President of Marketing at Deutsche Lufthansa AG (Frankfurt). Prior to this, Andreas was firstly Deputy Managing Director and later Managing Director at Germanwings. Current External Appointments Chief Executive Officer of T-Mobile Austria GmbH. Chairman of the Supervisory Board of Do&CoAG and member of the Supervisory Board of Telekom Deutschland GmbH. DIVERSITY IN THE PLC BOARD easyJet recognises the benefits of having diversity across the Board to ensure effective engagement with key stakeholders and effective delivery of the business strategy. TENURE (YEARS) 3 GENDER 4 AGE 3 3 2 2 2 3 2 0-3 4-6 7-9 M F 40-49 50-59 60+ Executive Non-Executive Executive Non-Executive Executive Non-Executive 11 1 62 easyJet plc Annual Report and Accounts 2018 GOVERNANCE RN S A F N R A R S MOYA GREENE DBE (1954) Independent Non-Executive Director Nationality British and Canadian Appointed July 2017 Key areas of prior experience Logistics and Transport Skills & Experience Moya served as Chief Executive of Royal Mail Group for eight years. Prior to joining Royal Mail, Moya was Chief Executive Officer of Canada Post. She also has a strong public sector background, developed over a 17-year period when she assumed progressively more senior roles in seven different Ministries of the Canadian Federal Public Service. She has previously been a Non-Executive Director on the Boards of Great-West Lifeco and Tim Hortons Inc, both publicly quoted in Canada. Current External Appointments Non-Executive Director of Rio Tinto plc and member of its Audit, Remuneration and Nomination Committees. Member of the Board of Trustees of the Tate Gallery. ANDY MARTIN (1960) Independent Non-Executive Director Nationality British Appointed September 2011 Key areas of prior experience Finance, Airline Industry Skills & Experience Andy trained as a Chartered Accountant at Peat Marwick before moving to Arthur Andersen where he became a partner. He was, until 2015, Group Chief Operating Officer, Europe and Japan, for Compass Group plc, having previously been their Group Finance Director from 2004 to 2012. Before joining Compass Group plc, Andy was Group Finance Director at First Choice Holidays plc (now TUI Group) and prior to that held a number of senior finance roles at Granada Group plc and Forte plc. Current External Appointments Non-Executive Director of Intertek Group plc and Chairman of its Audit Committee. Non- Executive Director of John Lewis Partnership and Chairman of its Audit and Risk Committee. Non-Executive Chairman of Hays Group plc and Chairman of its Nomination Committee. JULIE SOUTHERN (1959) Independent Non-Executive Director Nationality British Appointed August 2018 Key areas of prior experience Finance, Airline Industry Skills & Experience Julie has held a number of commercially oriented finance and related roles during her career. She was Chief Commercial Officer of Virgin Atlantic Limited between 2010 and 2013, responsible for the commercial strategy of Virgin Atlantic Airways and Virgin Holidays. Prior to this, Julie was Chief Financial Officer of Virgin Atlantic Limited for 10 years. In addition, Julie was previously Group Finance Director at Porsche Cars Great Britain and Finance and Operations Director at WHSmith – HJ Chapman & Co. Ltd. Current External Appointments Non-Executive Director and Chair of the respective Audit Committees of Rentokil Initial plc, NXP Semi- Conductors N.V. and DFS Furniture plc (until 30 November 2018). Non-Executive Director, Chair of the Audit Committee and member of the Remuneration Committee at Cineworld Group plc. Non-Executive Director of Ocado plc. CHANGES TO THE BOARD DURING THE 2018 YEAR AND UP TO 19 NOVEMBER 2018: Carolyn McCall DBE stepped down as Chief Executive on 30 November 2017, with Johan Lundgren being appointed in her place from 1 December 2017. Keith Hamill OBE stepped down from the Board on 31 December 2017. Julie Southern was appointed to the Board on 1 August 2018. www.easyJet.com 63 AIRLINE MANAGEMENT BOARD An experienced team to deliver ELLA BENNETT Group People Director Nationality British Appointed May 2018 Key areas of prior experience People, Reward and Digital Transformation Skills & Experience Ella joined easyJet from Sainsbury’s Argos where she led the integration of their non-food business to create a multi-product, multi-channel business with fast delivery networks. Ella was also Group HR Director at Home Retail Group leading the people aspects of Argos’ digital transformation. Prior to this she was a member of the executive management team at Fujitsu. LIS BLAIR Chief Marketing Officer Nationality British Appointed May 2018 Key areas of prior experience Insight, Digital and Marketing Skills & Experience Lis joined the AMB as Chief Marketing Officer in May 2018 after six years heading up Customer Relationship Management (CRM) and insight for the airline. Prior to joining easyJet Lis spent five years as a marketing consultant across multiple sectors, leading brands and marketing agencies including Audi, Barclaycard, Belu and Rapier London. Her marketing career began with 10 years at Barclays, incorporating leadership roles in all areas of marketing, including digital, CRM, insight, brand and advertising. CHRIS BROWNE OBE Chief Operating Officer Nationality British Appointed October 2016 Key areas of prior experience Airline Industry – Operations and Strategy Skills & Experience Chris was appointed to the plc Board on 1 January 2016 as a Non-Executive Director, before stepping down on 30 September 2016 to join the AMB as Chief Operating Officer. Chris has over 25 years’ experience in the travel sector including the post of Chief Operating Officer for TUI Aviation following 10 years as Managing Director for Thomson Airways. She was previously the youngest and first female general manager for Iberia Airways and led the merger of Thomsonfly and First Choice Airways into one airline. DIVERSITY IN THE AIRLINE MANAGEMENT BOARD (‘AMB’) easyJet recognises the benefits of having diversity across the executive leadership team to inspire innovation and increased performance. GENDER 7 5 4 4 AGE 2 30-39 40-49 50-59 M F 64 easyJet plc Annual Report and Accounts 2018 GOVERNANCE ROBERT CAREY Group Director of Strategy and Network Nationality French/American Appointed September 2017 Key areas of prior experience Airline Industry, Strategy Skills & Experience Robert joined from McKinsey & Company where he was a partner and leader in the Airline practice. Over the last 11 years, Robert has assisted airline clients around the world on a range of strategy, revenue and operations topics. Prior to McKinsey, Robert worked for Delta Air Lines and America West Airlines in a variety of roles across revenue and operations functions. THOMAS HAAGENSEN Group Markets Director Nationality Danish Appointed May 2018 Key areas of prior experience Commercial and Operations Management Skills & Experience With over 20 years’ experience in operations management in a variety of roles across Europe, Thomas has served as easyJet’s Country Director for the Germany, Austria and Switzerland region since 2011, developing the market entry strategy for Germany and the business traveller segment in Northern Europe. Most recently, Thomas was appointed Managing Director of our Austrian AOC, easyJet Europe GmbH, which forms a key part of our Brexit migration plan. FLIC HOWARD-ALLEN Chief Communications Officer Nationality British Appointed August 2018 Key areas of prior experience Corporate Communications, Sustainability Skills & Experience Flic has over 20 years’ experience in corporate, consumer, internal, government relations and crisis communications. Flic joined easyJet from Associated British Foods, the owner of Primark, Twinings and many other major brands, where she headed up external affairs. Flic was previously Director of Communications and Corporate Responsibility at Marks and Spencer where she led the creation of ‘Plan A’, its Corporate Responsibility and Sustainability approach. Flic was also a Director at public relations consultancy Hill + Knowlton for a number of years. AMB CHANGES DURING THE 2018 FINANCIAL YEAR AND UP TO 19 NOVEMBER 2018: Carolyn McCall stepped down as Chief Executive on 30 November 2017, with Johan Lundgren being appointed in her place from 1 December 2017. Following Johan’s appointment as Chief Executive, he has reshaped the AMB to best align with easyJet’s strategic priorities. Lis Blair was appointed to the new role of Chief Marketing Officer on 15 May 2018. Thomas Haagensen was appointed to the new role of Group Markets Director on 15 May 2018. Ella Bennett was appointed Group People Director on 21 May 2018, replacing Jacky Simmonds who stepped down in December 2017. Jo Ferris acted as Interim Group People Director from December 2017 until Ella’s appointment in May 2018. Paul Moore stepped down from his role as Communications Director on 15 June 2018. Flic Howard-Allen was appointed Chief Communications Officer on 20 August 2018. Luca Zuccoli was appointed to the new role of Chief Data Officer on 20 August 2018. Chris Brocklesby stepped down as Chief Information Officer on 31 October 2018. Andrew Findlay has taken responsibility for this area until a new Chief Information Officer is appointed. Garry Wilson joined the business in the new role of Chief Executive of easyJet Holidays on 12 November 2018. Kyla Mullins stepped down as Company Secretary & Group General Counsel on 3 September 2018. Daud Khan was appointed to this role on an interim basis from the same date. www.easyJet.com 65 AIRLINE MANAGEMENT BOARD CONTINUED LUCA ZUCCOLI Chief Data Officer Nationality Italian Appointed August 2018 Key areas of prior experience Data and Analytics Skills & Experience Luca Zuccoli brings world-leading technical data expertise as well as the experience of successfully applying data management to drive value in a commercial context. Prior to joining the airline Luca was at Experian where he was Head of Analytics and Data Lab for their Asia-Pacific region, focusing on managing analytics and leading on big data and artificial intelligence (Al). DAUD KHAN Company Secretary & Group General Counsel (Interim) Nationality British Appointed September 2018 Key areas of prior experience Corporate Advisory and Corporate Finance Skills & Experience Daud is currently acting as interim Company Secretary & Group General Counsel and head of easyJet’s Legal, Company Secretarial and Regulatory departments. Daud is an experienced lawyer who specialises in corporate advisory and corporate finance matters. GARRY WILSON Chief Executive, easyJet Holidays Nationality British Appointed November 2018 Key areas of prior experience: Travel, Business Transformation and Global Markets Skills & Experience Garry has over 20 years’ experience in the holiday and travel sector and joins easyJet from TUI Group where he most recently held the role of Managing Director for Group Product and Purchasing, leading commercial strategies across a number of markets and heading a global team across 20 countries. Garry began his career as an international graduate at Nestlé before joining Thomson Travel Group (now TUI) in 1997 where he held a number of senior commercial roles. In 2006 he became Director of Europe, Middle East and Africa for American travel company Orbitz Worldwide (now Expedia Inc.) based in Chicago. ANDREW FINDLAY Chief Financial Officer See Board of Directors’ profiles on page 62 JOHAN LUNDGREN Chief Executive See Board of Directors’ profiles on page 61 66 easyJet plc Annual Report and Accounts 2018 GOVERNANCE CORPORATE GOVERNANCE REPORT Governance framework SHAREHOLDERS CHAIRMAN Responsible for the leadership of the Board and for ensuring that it operates effectively through productive debate and challenge. PLC BOARD (‘THE BOARD’) The Board is responsible for providing leadership to the airline. It does this by setting strategic priorities and overseeing their delivery in a way that enables sustainable long-term growth, whilst maintaining a balanced approach to risk within a framework of effective controls and taking into account the interests of a diverse range of stakeholders. BOARD COMMITTEES (1) The terms of reference of each Committee are documented and agreed by the Board. The Committees’ terms of reference are reviewed annually and are available in the Governance section of easyJet’s corporate website: http://corporate.easyjet.com/. Their key responsibilities are set out below. SAFETY COMMITTEE To examine specific safety issues as requested by the Board or any member of the Committee. To receive, examine and monitor reports on actions taken by departments. To review and monitor the implementation of easyJet’s annual safety plan. NOMINATIONS COMMITTEE To keep under review the composition, structure and size of, and succession to, the Board and its Committees. To provide succession planning for senior executives and the Board, leading the process for all Board appointments. To evaluate the balance of skills, knowledge, experience and diversity on the Board. AUDIT COMMITTEE To monitor the integrity of the Group’s accounts, and the adequacy and effectiveness of the systems of internal control (including whistleblowing procedures). To monitor the effectiveness and independence of the internal and external auditors. FINANCE COMMITTEE To review and monitor the Group’s treasury policies, treasury operations and funding activities, along with the associated risks. REMUNERATION COMMITTEE To set remuneration for all Executive Directors, the Chairman and the AMB, including pension rights and any compensation payments. To oversee remuneration and workforce policies and practices and take these into account when setting the policy for Directors’ remuneration. Committee Report on pages 76 to 77 Committee Report on pages 78 to 79 Committee Report on pages 80 to 84 Committee Report on page 85 Committee Report on page 86 CHIEF EXECUTIVE Responsible for the day-to-day running of the Group’s business and performance, and the development and implementation of strategy. AIRLINE MANAGEMENT BOARD (‘AMB’) Led by the Chief Executive, AMB members are collectively responsible for driving the performance of the airline against strategic KPIs and managing the allocation of central funds and capital. (1) The IT Governance and Oversight Committee, which provided independent oversight over the governance and controls relating to the IT business area, was disbanded during the year with its responsibilities reverting to the Audit Committee and ultimately the Board. www.easyJet.com 67 CORPORATE GOVERNANCE REPORT CONTINUED Board ACTIVITY IN 2018 KEY ACTIVITIES • Received and discussed regular safety performance reports and updates, presented by the Director of Safety, Security and Compliance • Received a presentation on cyber security, covering the threat environment, the regulations and standards applied to aircraft design, and the operation and security of easyJet aircraft TOPIC Safety Safety is our number one priority: read more about how we are ensuring this on pages 50 and 76 to 77 Strategy, operations and funding The strategic and financial review explains this in more detail on pages 2 to 58 Internal control and risk management Our Risk Management Framework and principal risks are set out on pages 38 to 48 Leadership and people You can read more about this on pages 69 and 78 to 79 Governance and legal To see how we comply with the UK Corporate Governance Code please turn to page 69 • Approved the Group’s five-year plan and strategic initiatives • Approved the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport • Received presentations from management in relation to business strategy and performance • Approved the annual budget, business plan and KPIs • Reviewed and approved the Group’s full year 2017 and half year 2018 results (including the final 2017 dividend), as well as its quarterly results and the 2018 pre-close statement • Approved the Group’s 2017 Annual Report (including its fair, balanced and understandable status) and 2018 AGM Notice • Reviewed the Group’s debt, capital and funding arrangements and approved an update to the Euro Medium Term Note programme and a new revolving credit facility • Approved changes to the delegated authority policy • Approved changes to the treasury policy as recommended by the Finance Committee • Received regular status updates on the Operational Resilience programme including visibility of costs and activities • Considered and approved entering into various key operational agreements including a predictive maintenance service with Airbus • Approved a change in approach to technology development based on utilising existing systems on a modular basis rather than a full replacement of a core commercial platform • Reviewed the Group’s Risk Management Framework and principal risks and uncertainties • Reviewed and confirmed the Group’s Viability Statement and going concern status • Reviewed and validated the effectiveness of the Group’s systems of internal controls and risk management • Continued to focus on the composition, balance and effectiveness of the Board • Reviewed Board composition, discussed and acted upon the recommendations of the Nominations Committee, including the approval of a Non-Executive Director appointment and AMB appointments • Reviewed the key operational roles and identified gaps in experience needed to deliver the Group’s strategy • Considered the outcomes and approved the actions arising from the external Board evaluation process (further detailed information can be found on page 73) • Reviewed the Group’s culture, vision and values • Reviewed and approved the proposals for the Chairman’s and Non-Executive Directors’ fees • Held separate Non-Executive Director sessions with the Chairman after every Board meeting to discuss leadership and other Board matters • Received and reviewed regular briefings on corporate governance developments and legal and regulatory issues, including a presentation from our corporate legal advisers • Approved the new Articles of Association as detailed in the 2017 Annual Report and Accounts, and recommended to shareholders their adoption at the 2018 AGM • Approved the Group’s second Modern Slavery Statement for publication on the Group’s website • Received reports on engagement with institutional shareholders, investors and other stakeholders throughout the year • Monitored and received regular updates on the economic and legislative landscape, including the potential impact of Brexit on both easyJet and the aviation sector as a whole • Considered the Group’s proposed approach in preparing for compliance with the Gender Pay Gap Reporting Regulations and the General Data Protection Regulation • Received regular reports from the Chairs of the Safety, Nominations, Audit, Finance and Remuneration Committees 68 easyJet plc Annual Report and Accounts 2018 GOVERNANCE BOARD IN ACTION: BASE VISIT, BERLIN TEGEL Our visit to Tegel brought alive how easyJet’s culture and values are being integrated at the local level To update the Directors’ skills, knowledge and familiarity with the Group, visits to easyJet’s bases are periodically organised for the Board. An understanding of, and connection with, easyJet’s business are fundamental for our Non-Executive Directors if they are to maximise their contribution to effective Board debate. With this in mind, we aim to take the Board out of the boardroom to visit one of our bases at least once a year. These visits increase the visibility of the Board and provide our Non-Executive Directors with a valuable opportunity to engage with local management and crew. In June 2018, the Board was invited to visit the new Tegel base. The Board toured the base and received presentations from the local management on the base’s development, the country strategy and the key challenges faced and overcome as part of easyJet’s fastest operational integration. The Board also lunched in the crew room and spent time with staff, gaining valuable feedback on easyJet’s culture and values and how these are interpreted at the local level in the newly integrated business. In particular, the visit enabled the Board to see how best practice in key areas, such as safety, is translated and applied to new operations. All members of the Board attended the visit which also included a dinner with the head of ‘Visit Berlin’, who provided an overview of Berlin’s economy and tourism trends. COMPLIANCE WITH THE CODE The Group has, throughout the year, complied with the provisions of the 2016 UK Corporate Governance Code (‘the Code’), which is the version of the code that applied for the period under review. The section below details how the Company has complied with the Code, the full text of which is available at www.frc.org.uk. LEADERSHIP Role of the Board The Board is responsible for providing effective leadership to the airline. It does this by setting strategic priorities and overseeing their delivery in a way that enables sustainable long-term growth, while maintaining a balanced approach to risk within a framework of effective controls. The Board has a formal schedule of matters reserved for its decision which is available in the Governance section of easyJet’s corporate website: http://corporate.easyjet.com/. Day-to-day management responsibility rests with the AMB, the members of which are listed on pages 64 to 66. Division of responsibilities The roles of Chairman and Chief Executive are separate, set out in writing, clearly defined, and approved by the Board. They are available on easyJet’s corporate website: http://corporate.easyjet.com/. The Chairman The Chairman, John Barton, sets the Board’s agenda and ensures that adequate time is available for discussion of all agenda items, including strategic issues. On his appointment in May 2013, the Board considered John Barton to be independent in character and judgement in accordance with the Code. Senior Independent Director Charles Gurassa is Senior Independent Director and Deputy Chairman. In this role, Charles provides advice and additional support and experience to the Chairman as required, and is available to act as an intermediary for the other Directors if necessary. Charles is also available to address shareholders’ concerns that have not been resolved through the normal channels of communication with the Chairman, Chief Executive or other Executive Directors. He also leads the appraisal of the Chairman’s performance annually in consultation with the other Non-Executive Directors in a meeting without the Chairman being present. Non-Executive Directors The Non-Executive Directors provide an external perspective, sound judgement and objectivity to the Board’s deliberations and decision making. With their diverse range of skills and expertise, they both support and constructively challenge the Executive Directors and monitor and scrutinise the Group’s performance against agreed goals and objectives. The Non-Executive Directors, together with the Chairman, also meet regularly without any Executive Directors being present. During the year, there were no unresolved concerns regarding the running of the Group. www.easyJet.com 69 CORPORATE GOVERNANCE REPORT CONTINUED Board meetings and attendance The Board meets regularly, with 10 scheduled meetings having been held during the year. The Directors’ attendance records at those meetings and Board Committee meetings held during the year are shown in the table below. In addition to those scheduled meetings, four ad hoc Board calls were also arranged during the 2018 financial year to deal with matters arising between scheduled meetings as appropriate. Non-Executive Directors are encouraged to communicate directly with each other and senior management between Board meetings. ATTENDANCE AT MEETINGS DURING THE 2018 FINANCIAL YEAR The core activities of the Board and its Committees are covered in scheduled meetings held during the year. Additional ad hoc meetings are also held to consider and decide matters outside of scheduled meetings. All Directors holding office at the time attended the Annual General Meeting held on 8 February 2018. If a Director is unable to attend a meeting because of exceptional circumstances, he/she still receives the papers in advance of the meeting and has the opportunity to discuss with the relevant Chair or the Company Secretary & Group General Counsel any matters on the agenda which they wish to raise. Feedback is provided to the absent Director on the decisions taken at the meeting. For further information regarding when Board members joined or stepped down from Committees during and after the 2018 financial year, please refer to the ‘Committee changes’ sections in the relevant Committee reports (pages 76 to 86). No of Meetings Executive Directors Johan Lundgren(1) Carolyn McCall DBE(2) Andrew Findlay(3) Non-Executive Directors John Barton Charles Gurassa(4) Adèle Anderson(5) Dr Andreas Bierwirth(6) Keith Hamill OBE(7) Moya Greene DBE(8) Andy Martin(9) Julie Southern(10) Notes: Board 14 11/11 2/3 13/14 14/14 14/14 13/14 13/14 4/4 14/14 12/14 2/2 Audit Finance Nominations Remuneration Safety 5 – – – – 4/4 5/5 – 1/1 – 5/5 N/A 4 – – – – 4/4 – 4/4 – – 4/4 – 6 – – – 6/6 6/6 – – 1/1 4/4 5/6 – 7 – – – – 7/7 7/7 – – 7/7 6/7 N/A 4 – – – – 4/4 4/4 1/1 4/4 – N/A (1) Johan Lundgren joined the Board as Chief Executive on 1 December 2017 (2) Carolyn McCall DBE stepped down as Chief Executive on 30 November 2017 and was not invited to attend one Non-Executive Director only Board meeting (3) Andrew Findlay was not invited to attend one Non-Executive Director only Board meeting (4) Charles Gurassa was appointed to the Audit Committee on 17 November 2017 on a temporary basis and attended all Committee meetings following his appointment (5) Adèle Anderson missed one Board meeting due to a significant family commitment (6) Andreas Bierwirth missed one ad hoc Board meeting due to an employer commitment (7) Keith Hamill OBE stepped down from the Board on 31 December 2017 (8) Moya Greene DBE was appointed to the Nominations Committee on 19 March 2018 (9) Andy Martin missed one set of ad hoc Board, Remuneration and Nominations Committee meetings (arranged at short notice) as a result of his being on annual leave. He also missed the September Board meeting due to ill health (10) Julie Southern joined the Board, Audit, Remuneration and Safety Committees on 1 August 2018 Insurance cover The Group has purchased and maintains appropriate insurance cover in respect of Directors’ and Officers’ liabilities. The Group has also entered into qualifying third-party indemnity arrangements for the benefit of all its Directors, in a form and scope which comply with the requirements of the Companies Act 2006. 70 easyJet plc Annual Report and Accounts 2018 GOVERNANCE ACCOUNTABILITY Financial and business reporting Please refer to: • page 110 for the Board’s statement on the Annual Report and Accounts being fair, balanced and understandable; • page 36 for the statement on the status of the Company and the Group as a going concern and the Viability Statement; and • the strategic report on pages 7 to 9 for an explanation of the Group’s business model and the strategy for delivering the objectives of the Group. Risk management and internal control The Board has carried out a robust assessment of the principal risks facing the Group and how those risks affect the prospects of the Group. Please refer to pages 38 to 48 for further information on the Group’s principal risks and uncertainties and page 36 for their impact on the longer-term viability and prospects of the Group. The overall responsibility for easyJet’s systems of internal control and for reviewing their effectiveness rests with the Board. The Board has conducted an annual review of the effectiveness of the systems of internal control during the year under the auspices of the Audit Committee. Further information on the Group’s risk management processes is given on page 38 and on its internal control systems on page 82. Audit Committee and auditors For further information on the Group’s compliance with the Code and provisions relating to the Audit Committee and auditors, please refer to the Audit Committee report on pages 80 to 84. EFFECTIVENESS Composition of the Board As at 30 September 2018, the Board comprised seven Non-Executive Directors (including the Chairman) and two Executive Directors. Independence The Board considers Adèle Anderson, Dr Andreas Bierwirth, Charles Gurassa, Andy Martin, Moya Greene DBE and Julie Southern to be Non-Executive Directors who are independent in character and judgement. John Barton was considered to be independent prior to his appointment as Chairman. Non-Executive Directors do not participate in any of the Company’s share option or bonus schemes. The Board reviews its Committee membership each year to ensure that undue reliance is not placed on individuals. Appointments to the Board The Nominations Committee leads the process for Board appointments and makes recommendations to the Board. For information on the work of the Nominations Committee and a description of the Board’s policy on diversity and inclusion, please refer to the Nominations Committee report on pages 78 and 79. Time commitment Following the Board evaluation process, detailed further below, the Board is satisfied that each of the Directors is able to allocate sufficient time to the Group to discharge his or her responsibilities effectively. Contracts and letters of appointment with Directors are made available at the Annual General Meeting or upon request. The standard terms and conditions of the appointment of Non-Executive Directors are also available in the Governance section of easyJet’s corporate website: http://corporate.easyjet.com/. Executive Directors and the AMB are permitted to take up non-executive positions on the board of a listed company so long as this is not deemed to interfere with the business of the Group. Andrew Findlay has acted as Non-Executive Director at Rightmove plc since June 2017, with his time commitment for this role being six days per year. Executive Directors’ appointments to such positions are subject to the approval of the Board which considers, amongst other things, the time commitment required. Development On joining the Board, new members receive a tailored induction organised by the Company Secretary & Group General Counsel which covers, amongst other things, the business of the Group, their legal and regulatory responsibilities as Directors, briefings and presentations from relevant executives and opportunities to visit and experience easyJet’s business operations. For further information on Board induction, please refer to page 75. To update the Directors’ skills, knowledge and familiarity with the Group, visits to bases are organised for the Board periodically, to assist Directors’ understanding of the operational issues that the business faces. In June, the Board visited our new base at Berlin Tegel Airport, where Directors attended a presentation from the local management and took the opportunity to meet crew members. For further information on the base visit, please refer to page 69. Regular briefing papers are provided to Board members to update them on relevant developments in law, regulation and best practice, usually two to four times per year. Directors are encouraged to highlight specific areas where they feel their skills or knowledge would benefit from further development as part of the annual Board evaluation process. Information and support All members of the Board are supplied with appropriate, clear and accurate information in a timely manner covering matters which are to be considered at forthcoming Board or Committee meetings. Should Directors judge it necessary to seek independent legal advice about the performance of their duties with the Group, they are entitled to do so at the Group’s expense. Directors also have access to the advice and services of the Company Secretary & Group General Counsel, who is responsible for advising the Board on all governance matters and ensuring that Board procedures are complied with. The appointment and removal of the Company Secretary & Group General Counsel is a matter requiring Board approval. Re-election The Company’s Articles of Association require the Directors to submit themselves for re-election by shareholders at least once every three years. However, the Board has decided that all Directors will stand for re-election (or election) at each Annual General Meeting in accordance with the Code. www.easyJet.com 71 CORPORATE GOVERNANCE REPORT CONTINUED BOARD EVALUATION 2017 BOARD AND COMMITTEE INTERNAL EVALUATION: ACTION AND PROGRESS During 2017, an internal evaluation was undertaken by the Company Secretary & Group General Counsel. The review extended to all aspects of Board and Committee performance including composition and dynamics, the Chairman’s leadership, agenda and focus, time management, strategic oversight, overview of risk, succession planning and priorities for change. The areas identified for development, together with the actions undertaken to address them during 2018, are set out below. AREAS IDENTIFIED IN 2017 Succession planning Agenda planning and focus Enhanced operational understanding for the Board WHAT WE HAVE DONE DURING 2018 The Nominations Committee reviewed both the Board’s and the Group’s leadership and succession plans. During 2018, the Nominations Committee initiated a process for the identification and recruitment of additional independent Non-Executive Directors over a two-year period. Further details are set out on page 78. During 2018, a comprehensive review of our talent and succession coverage across all business functions and at executive and senior leadership level was commenced; this will continue to evolve over the course of 2019. When setting Board agendas, appropriate time has been allocated to improve the balance of time spent on commercial matters and more strategic discussion, including industry consolidation, the competitive environment and the impact of Brexit on the business. There is a tailored induction programme in place for newly appointed Directors, and the annual base visit provides an opportunity for the Board to better understand operational issues first hand through engagement with local staff. Key industry topics impacting the aviation sector have also been covered by external bodies at Board meetings during 2018. Greater focus will be placed in 2019 on encouraging Directors to highlight specific areas where they feel they would benefit from further development. 2018 BOARD AND COMMITTEE EXTERNAL EVALUATION: THE PREPARATION For the 2018 external Board evaluation, the Board engaged Dr Sabine Dembkowski of Better Boards Limited (‘Better Boards’) to conduct an independent external evaluation of the performance of the Board, its Committees and the Chairman, following the process and steps outlined below and on the following page. Neither Sabine nor Better Boards has any other connection with the Group. The purpose of Sabine’s approach was to gain insights into the hallmarks of effective boards, together with how Directors view themselves versus how they are perceived by their fellow Directors and other key stakeholders. The overall outcome was an understanding of the levers that individual Directors can personally pull to increase their impact in the boardroom in order to make the Board more effective. The end result was a collective action plan that allows the Board to focus on the right and most crucial issues. 72 easyJet plc Annual Report and Accounts 2018 GOVERNANCE 2018 BOARD AND COMMITTEE EXTERNAL EVALUATION: THE OUTCOME Key insights The Board evaluation process found that: • • the Board has distinctive strengths: openness and respect for each other, a collaborative working style, good diversity of experience and a healthy balance. Such strengths can be built on to create an upward trajectory in performance; and the Board has a strong collective memory of a series of successes and achievements, such as the acquisition of part of Air Berlin’s operations at Berlin Tegel Airport. The key areas identified by this year’s external evaluation for increased focus and development during the 2019 financial year are set out below. Progress against these areas will be reviewed as part of the 2019 internal evaluation and reported on next year: • continued focus on succession planning at Board, AMB and executive leadership team level; • enhancements to be made to agenda planning working practices to improve the effectiveness and organisation of Board meetings; and • integration of a broader set of stakeholders’ interests within Board decision making processes. Review of the Chairman’s performance Charles Gurassa, as Senior Independent Director, with input and data provided by Dr Sabine Dembkowski, led a review of the Chairman’s performance and held a private meeting of the Non-Executive Directors without the Chairman being present to discuss this. It was concluded that John Barton’s performance and contribution remain strong and that he demonstrates effective leadership. The Executive Directors and the Non-Executive Directors also reviewed, and were satisfied with the Chairman’s time commitment to the Board and the business. 2018 BOARD AND COMMITTEE EXTERNAL EVALUATION: THE STAGES STAGE 1: PROGRAMME DESIGN Meetings held between Better Boards and the Company Secretary & Group General Counsel to discuss and agree the programme’s objectives, areas of particular focus, design and action plan. STAGE 2: BOARD INTRODUCTION Better Boards presented the programme’s objectives at the July Board meeting and explained the various steps in the process and the time commitment required from Board members. STAGE 3: INDIVIDUAL FACE-TO-FACE MEETING Better Boards held one-to-one meetings with individual Board and certain AMB members to gain personal insights into the Board’s effectiveness, including any challenges and issues. STAGE 4: QUESTIONNAIRE Each Board member completed a confidential online questionnaire. STAGE 5: DATA ANALYSIS BY BETTER BOARDS Data from the online questionnaire and one-to-one meetings was combined to generate individual reports and an aggregated report for the collective Board. STAGE 6: INDIVIDUAL FEEDBACK CONVERSATION Better Boards held confidential feedback sessions with each Board member to discuss the findings from their individual reports. Each session concluded with a personal action plan. STAGE 7: FEEDBACK MEETING Better Boards held meetings with the Chairman and Company Secretary & Group General Counsel to discuss the aggregated Board results and agree an action plan. STAGE 8: BOARD ACTION PLAN This included a Board strength matrix, key competencies, priorities, culture and measures for aligning Board vision. www.easyJet.com 73 CORPORATE GOVERNANCE REPORT CONTINUED REMUNERATION For further information on the Group’s compliance with the Code provisions relating to remuneration, please refer to: RISK MANAGEMENT AND INTERNAL CONTROL The Board has overall responsibility for easyJet’s risk management and systems of internal control. • the Directors’ remuneration report on pages 87 to 105 for the level and components of remuneration; and • page 86 (the Remuneration Committee report) for procedures relating to remuneration. RELATIONS WITH SHAREHOLDERS Dialogue with shareholders The Group actively engages with investors and seeks their feedback. The Chairman and Deputy Chairman met with shareholders during the year to help maintain a balanced understanding of their issues and concerns. They also attended a senior investor dinner in January and met with a number of the Group’s top institutional investors. The Chairman has updated the Board on the opinions of investors. The views of shareholders and market perceptions are also communicated to the Board via presentations by the Head of Investor Relations at least every quarter. easyJet has an Investor Relations function which runs an active programme of engagement with actual and potential investors based around the financial reporting calendar. This year the programme has included one-to-one meetings with institutional investors, roadshows and conferences. easyJet has particularly targeted and engaged with European investors during the year as part of an enhanced programme related to potential future ownership changes. There is also regular communication with institutional investors on key business issues. During the year, the Chairman, Deputy Chairman and Chief Executive met with representatives of easyGroup Holdings Limited, the Company’s largest shareholder, to discuss relevant matters. The Chief Financial Officer and Company Secretary & Group General Counsel have also met separately with representatives of easyGroup Limited (an affiliate of easyGroup Holdings Limited) to discuss matters relating to the management and protection of the ‘easyJet’ and ‘easy’ brands. Constructive use of the Annual General Meeting The Annual General Meeting (AGM) gives all shareholders the opportunity to communicate directly with the Board and encourages their participation. Shareholders are given the opportunity to raise issues formally at the AGM or informally with Directors after the meeting. All Directors attend the AGM and the Chairs of the Committees are available to answer questions. Risk management easyJet has an established risk management process to ensure that significant risks are identified and mitigated where possible. For further details of the risk management process, the principal risks and uncertainties faced by the Group and the associated mitigating actions, please refer to pages 38 to 48. To ensure that risks are managed effectively, a number of activities are undertaken: • An AMB member is allocated as the risk owner for each principal risk, with responsibility for the day-to-day management of that risk. • Ongoing risk management and assurance is provided through the various monitoring reviews and reporting mechanisms that are embedded in the business operations. The results of these reviews are reported to the Audit Committee and the Board, which consider whether these high-level risks are being effectively controlled. • Regular operational (including safety), commercial, financial and IT functional meetings are held to review performance and to consider key risks and issues (please refer to page 76 for details of the Safety Committee). • The AMB meets regularly to consider significant risks, the status of risk mitigations and overall business performance; this ensures key issues are escalated through the management team and, as appropriate, ultimately to the Board. • The Directors review the effectiveness of internal controls, including operating, financial and compliance controls. The Audit Committee undertakes an annual review of the appropriateness of the risk management processes to ensure that they are sufficiently robust to meet the needs of the Group (please refer to pages 80 to 84 for details of the Audit Committee’s responsibilities). Internal control The Group’s internal control systems are designed to manage, rather than eliminate, the risk of failure to achieve business objectives. By their nature, they can only provide reasonable, not absolute, assurance against material misstatement or loss. The internal financial control monitoring programme, administered by Internal Audit, has continued to enhance the review process. The internal control regime is supported by the operation of a whistleblower reporting function. The system is operated by a specialist external third-party service provider and allows employees to report concerns anonymously and in confidence. The Audit Committee has approved the processes and reporting structure for the function, and receives regular reports on its operation. 74 easyJet plc Annual Report and Accounts 2018 GOVERNANCE Internal audit The Internal Audit function’s key objectives are to provide independent and objective assurance on risks and controls to the Board, Audit Committee and senior management, and to assist the Board in meeting its corporate governance and regulatory responsibilities. The internal audit plan is approved by the Audit Committee on behalf of the Board, and updated on a rolling basis. The Internal Audit team reviews the extent to which systems of internal control: • are designed and operating effectively; • are adequate to manage easyJet’s key risks; and • safeguard the Group’s assets. The Head of Risk and Assurance reports directly to the Chief Financial Officer and continues to have direct access to the Chief Executive and the Chair of the Audit Committee. The Head of Risk and Assurance is invited to, and attends, Audit Committee meetings throughout the year and reports regularly on Internal Audit activity to the AMB. During the year, the effectiveness of the Internal Audit function was assessed by the Audit Committee. The role of the Internal Audit function and the scope of its work both continue to evolve to take account of recommendations from the external effectiveness review, changes within the business, and emerging best practice. A formal audit charter is in place. NON-EXECUTIVE DIRECTOR INDUCTION PROGRAMME The outcome was an insightful understanding of easyJet’s business, culture, people and key relationships Julie Southern, appointed Non-Executive Director on 1 August 2018, followed a tailored induction programme covering a range of key areas of the business, a flavour of which is given below. These included matters pertinent to her roles on the Audit, Remuneration and Safety Committees. Safety • Attended a half-day session hosted by the Director of Safety, Security and Compliance which included briefings on the regulatory framework, compliance monitoring, health and human rights performance and safety operations and security • Met employees throughout the business and in key safety roles to discuss safety matters • Met with the Chair of the Safety Committee Governance and remuneration • Met key employees in our Reward team, including the Group People Director, to understand our reward strategy, remuneration policy and current market practice • Met with the Chair of the Remuneration Committee Finance and audit • Attended face-to-face briefing sessions on key risks, costs and revenue, balance sheet and financial metrics with the Chief Financial Officer, Head of Risk and Assurance, Director of Treasury and Tax, and the Finance Director • Met with the Chair of the Audit Committee The Board and senior management • Met with the Chairman and Senior Independent Director • Met with key members of the senior management team including the Group Director of Strategy and Network, the Chief Operating Officer and Chief Financial Officer • Received a Board induction pack to assist with building an understanding of the nature of the Group, its business, markets and people, and to provide an understanding of the Group’s main relationships. The pack also included information to help facilitate a thorough understanding of the role of Director and the framework within which the Board operates. Business and functions • Attended a London Luton Airport site visit, hosted by a senior Ground Operations manager and the Head of Airport and Central Procurement, to understand the issues of one of our largest bases • Met with the Head of Investor Relations • Met with a key broker to understand easyJet from a market and broker’s perspective • Received a briefing from McKinsey which focused on key issues facing easyJet, and the dynamics of the low-cost airline market www.easyJet.com 75 CORPORATE GOVERNANCE REPORT CONTINUED Board committees SAFETY COMMITTEE REPORT COMMITTEE CHANGES • Keith Hamill OBE stepped down from the Board and the Committee on 31 December 2017 • Julie Southern was appointed to the Board and as a member of the Committee on 1 August 2018 KEY ACTIVITIES OF THE COMMITTEE DURING THE YEAR • Supported executive leadership with the appointment of key management in the Safety, Security and Compliance team • Continued to monitor the progress of the 2018 Safety Plan • Reviewed and approved the insourcing of maintenance operations at Gatwick Airport • Received regular updates on any actions in relation to aircraft cyber security updates • Oversight and assurance of the wet lease operations at Berlin Tegel Airport • Monitored and reviewed the operation and integration of the new A321neo aircraft • Reviewed and approved a consortium project to continue the work already done on wildlife management at airports, in particular relating to bird strikes In line with easyJet’s position that safety is our number one priority, the Safety Committee continues to ensure that safety receives the highest level of Board attention. The Director of Safety, Security and Compliance reports to the Chief Executive and also has the right of direct access to Dr Andreas Bierwirth as Committee Chair and to the Board Chairman, which reinforces the independence of safety oversight. As Committee Chair, Andreas reports to the Board with his own assessment of safety management within the airline throughout the year. The Committee has welcomed the ongoing continuous improvement being made by the business with regard to safety investigations. easyJet continues to train new investigators from across the business with monthly courses and now has over 300 lead investigators on its staff. In addition a revised version of the safety investigation manual was reviewed and approved by the Committee. easyJet continues to deliver high standards of safety across the aviation sector in Europe. Following the UK’s vote to leave the EU, a new AOC in Austria has been added to help manage the airline’s risks associated with Brexit. This has broadened the scope of the Safety Plan to incorporate the Austrian regulator, Austro Control, and the associated easyJet Europe nominated person structure. easyJet continues to grow, making it imperative that we retain our focus on current and emergent risks. DR ANDREAS BIERWIRTH Chair of the Safety Committee PRIMARY ROLE To oversee the quality and effectiveness of easyJet’s safety strategies, standards, policies and initiatives, together with risk exposures, targets and performance, in order to ensure that safety receives the highest level of Board attention. The Committee’s terms of reference, reviewed and approved annually, are available on the Company’s website at http://corporate.easyjet.com/. KEY RESPONSIBILITIES • To assess the Group’s oversight of safety (including security) systems, processes, operations and resources • To monitor and review notable incidents and actions • To review and receive updates on the progress of the Safety Plan • To monitor and review specific deep-dive safety, security and compliance issues as requested by the Board and Committee • To review the resourcing and operation of the Safety, Security and Compliance team through regular reports from the Director of Safety, Security and Compliance MEMBERSHIP, MEETINGS AND ATTENDANCE • Dr Andreas Bierwirth (Chair) • Adèle Anderson • Moya Greene DBE • Julie Southern All members of the Committee are independent Non- Executive Directors. Member biographies can be found on pages 61 to 63. The Director of Safety, Security and Compliance has attended all Safety Committee meetings during the year. Other key invitees including the Chief Executive, the Chief Operating Officer, the Head of Safety, Security and Compliance and nominated persons for Flight Operations, Engineering and other functions have attended as relevant. Meeting attendance can be found in the table on page 70. 76 easyJet plc Annual Report and Accounts 2018 GOVERNANCE The Committee received updates on progress towards an integrated management system with the major focus being the development of management system governance processes to ensure that our three AOCs can discharge their regulatory responsibilities effectively and efficiently. SECURITY The Security team continued to support the business in line with the team strategy for 2018 which included: • dealing with nearly 300 investigations; • supporting crew following disruptive passenger incidents; • visiting over half of crew bases to offer support, training and provide threat briefings; • working with the Department of Transport and other relevant authorities to provide additional security measures; • supporting law enforcement agencies with data protection requests including assisting with their people trafficking investigations; • working to achieve compliance with relevant elements of the SeMS (Security Management System) requirements; and • monitoring events during the World Cup and their potential impact on the easyJet operation. This summer easyJet employed additional police at the gates in Newcastle, Liverpool and Stansted to support routes where trends of disruptive passengers had been identified. The Committee is committed to ensuring that disruptive passengers are a key focus of the Safety, Security and Compliance team. COMPLIANCE The Group’s internal compliance monitoring programme enables easyJet to monitor the organisation’s compliance with the applicable aviation regulations. The programme activities include audits, inspections, reviews and assessments so as to measure the effectiveness of the procedures designed by the organisation to ensure safe activities. The findings resulting from the monitoring activities are regularly reported to, and reviewed by, the Committee in order to maintain and improve compliance. HEALTH AND WELLBEING The Committee endorses the integrated approach to health, wellbeing and safety being taken by easyJet to support our people and enhance the resilience of the operation. As one example, the Pilot Peer Support Programme was launched in the UK bases in December 2017. This has been received very positively by the European Works Council and pilot unions across the network, and we are now progressively launching the programme. Key policies are currently under development in collaboration with the People team which will cover areas such as ‘just culture’, mental health, and drugs and alcohol testing. We aim to provide a further update in next year’s Committee report. LOOKING FORWARD Over the next year, the Committee will continue to monitor and review the structure, content and operation of the Group’s safety, security and compliance activities. More generally, we will continue to provide support to management on embedding a productive culture to ensure high standards of safety continue to be delivered. THE COMMITTEE IN ACTION In July 2018, Committee members Moya Greene DBE and Julie Southern, both Non-Executive Directors spent half a day with the Safety, Security and Compliance team. Moya and Julie had the opportunity to meet with key members of the management team and received presentations on topics such as: • • • the regulatory framework; the easyJet Safety and Management System; risk management; • change management; • compliance monitoring and standards assurance; • occupational health and safety; • • fatigue risk management; and security. We could see first-hand how the business manages its processes, structures and relationships so that safety remains the number one priority www.easyJet.com 77 CORPORATE GOVERNANCE REPORT CONTINUED NOMINATIONS COMMITTEE REPORT KEY ACTIVITIES OF THE COMMITTEE DURING THE YEAR • Evaluated the balance of skills, experience, independence and knowledge on the Board • Prepared specifications of the roles and capabilities required for the recruitment of new independent Non-Executive Directors • Oversaw the appointment process and interviewed shortlisted candidates for new Non-Executive Director roles, and recommended Julie Southern to the Board • Reviewed and approved the Board Diversity and Inclusion Policy • Oversaw the induction programmes for Moya Greene DBE and Julie Southern • Under the direction of the Chairman, led the external Board evaluation process SUCCESSION PLANNING The Board continues to be satisfied that plans are in place for orderly succession for appointments to the Board so that the right balance of appropriate skills and experience is represented. During the year, the Committee agreed that, where appropriate, development plans be put in place for senior management as part of the Chief Executive succession planning process which commenced following the appointment of Johan Lundgren as Chief Executive in December 2017. COMPOSITION OF THE BOARD With the support of an external provider, Calibroconsult Limited, the Committee looked in detail at the skills that each Director brings to the Board and those that would be required from new joiners to help easyJet achieve its strategic objectives and deliver sustainable shareholder value. The outcome of this detailed review, which took into account the opinions expressed by all Board members, resulted in a two-year implementation plan for an orderly refresh process for external appointments to the Board. Against the background of the remaining tenure of the current Non-Executive Directors, the need was identified to recruit additional Non-Executive Directors with specific skills and experience such as finance, heavily data-driven businesses, the aviation sector, European businesses, and EU political and regulatory regimes. JOHN BARTON Chair of the Nominations Committee PRIMARY ROLE To ensure there is a formal, rigorous and transparent procedure for the appointment of new Directors to the Board. The Committee’s terms of reference, reviewed and approved annually, are available on the Company’s website at http://corporate.easyjet.com/. KEY RESPONSIBILITIES • To review the structure, size and composition (including the skills, knowledge, independence, experience and diversity) of the Board and make any recommendations to the Board • To satisfy itself that plans are in place for orderly succession for appointment to the Board and senior management • To identify and nominate candidates to fill Board vacancies, for the approval of the Board • To lead on the Board annual evaluation process MEMBERSHIP, MEETINGS AND ATTENDANCE • John Barton (Chair) • Moya Greene DBE • Charles Gurassa • Andy Martin All members of the Committee are independent Non- Executive Directors. Member biographies can be found on pages 61 to 63. Other key invitees including the Chief Executive, the Group People Director and external advisers attended as relevant. Meeting attendance can be found in the table on page 70. COMMITTEE CHANGES • Keith Hamill OBE stepped down from the Board and the Committee on 31 December 2017 78 easyJet plc Annual Report and Accounts 2018 GOVERNANCE NON-EXECUTIVE APPOINTMENTS With the need for an additional Non-Executive Director with strong financial expertise having been identified for recruitment during the first half of 2018, Russell Reynolds Associates (‘Russell Reynolds’) were engaged, after a selection process, to act as easyJet’s search consultants for this role. The Committee considered a list of potential candidates, provided by Russell Reynolds, and took into account the balance of skills, knowledge, independence, diversity and experience of the Board together with an assessment of the time commitment expected. The preferred candidate was interviewed individually by all members of the Nominations Committee and by other members of the Board. Following this process, the Committee recommended to the Board that Julie Southern be appointed as a Non-Executive Director with effect from 1 August 2018. Julie’s other commitments were disclosed to the Board before her appointment and are provided on page 63. The search for additional Non-Executive Directors commenced during the year, with the Committee having engaged Russell Reynolds to conduct the process which, as at the date of this report, is ongoing. DIVERSITY AND INCLUSION AT BOARD LEVEL We recognise the importance of a diverse Board, bringing together an appropriate mix of skills and experience to ensure the future success of our business. We understand the richness a diverse Board brings in providing the range of perspectives, insight and challenge needed to support good decision making and create a positive culture in the organisation. New appointments to the Board continue to be made on merit in the context of the requirements of the Board at that time. The Committee identifies suitable candidates against objective criteria and with due regard for the benefits of diversity on the Board, including cognitive and personal strengths as well as diversity of gender and social and ethnic backgrounds. Where there is a known requirement to improve the diversity of the Board, the Nominations Committee will ask to see a higher proportion of candidates fitting the diversity criteria. However, the final selection will, as stated, always be on merit. Following the annual review of the Board, the Nominations Committee will discuss the makeup of the Board and agree annual objectives on diversity for proposal to the Board, taking into account the recommendations set out in the Hampton-Alexander Review (which recommends that 33% of Board and executive committee members should be female), the McGregor-Smith Review and the Parker Review (which recommends at least one director of colour by 2021). To formalise this approach to diversity and inclusion, the Committee reviewed and approved a Board Diversity and Inclusion Policy at its September meeting. As at 30 September 2018, the Company had three female Directors at Board level, equating to 33% female Board representation. The Committee will report annually in the corporate governance section of the Annual Report on the progress made in this area by the Board, in particular on the specific approach to any Board appointments made in the year. DIVERSITY AND INCLUSION ACROSS THE BUSINESS The Nominations Committee oversees the development of a diverse pipeline for future succession to Board and senior management appointments, including the gender balance of senior management and its direct reports. Where there is a known requirement to improve the diversity at a certain level or in a certain function in the organisation, the recruiting team will ask to see a higher proportion of candidates fitting the diversity criteria. However, the final selection will always be on merit. easyJet’s People team monitors the Group’s diversity on at least an annual basis and highlights any areas of concern to the AMB. The corporate responsibility section of the Annual Report on page 54 reports in further detail on the approach being taken to diversity and inclusion, and the implementation of the policy across the Group. EXTERNAL BOARD EVALUATION PROCESS Under the direction of the Chairman, an independent Board evaluation review was conducted during the year, which was externally facilitated by Better Boards Limited. Further details on the process taken and the outcome are given on pages 72 to 73. RE-ELECTION OF DIRECTORS The effectiveness and commitment of each of the Non- Executive Directors is reviewed annually. The Committee has satisfied itself as to the individual skills, relevant experience, contributions and time commitment of all the Non-Executive Directors, taking into account their other offices and interests held. Prior to the appointment of Julie Southern to the Board in August, the Board reviewed Julie’s other offices and was satisfied by her approach to managing her time commitment. The Board is recommending the formal election to office of Julie Southern and the re-election to office of all the other Directors at this year’s AGM. Details of the service agreements for the Executive Directors and letters of appointment for the Non-Executive Directors, and their availability for inspection, are set out in the Directors’ remuneration report on pages 87 to 105. ADVISERS During the year, the Committee worked with external consultant Calibroconsult Limited to undertake a full analysis of the capability and size of the current Board against future needs. Search consultants Russell Reynolds were also engaged to identify candidates for additional Non-Executive Director roles. For the 2018 external Board evaluation, the Committee worked with Better Boards Limited. None of Calibroconsult, Russell Reynolds or Better Boards has any other connection with the Group. www.easyJet.com 79 CORPORATE GOVERNANCE REPORT CONTINUED AUDIT COMMITTEE REPORT COMMITTEE CHANGES • Charles Gurassa was appointed as a member of the Committee on 17 November 2017 on a temporary basis. • Keith Hamill OBE stepped down from the Board and the Committee on 31 December 2017. • Julie Southern was appointed as a member of the Committee on 1 August 2018 and will become Audit Committee Chair from 1 January 2019. • Adèle Anderson will step down from the Committee with effect from 1 January 2019. The Board is satisfied that the Audit Committee, as a whole, possesses experience relevant to the sector in which the Group operates. The majority of Committee members have a significant amount of sector experience as Non-Executive Directors of easyJet, and both Andy Martin and Julie Southern have executive sector experience in their previous roles at First Choice Holidays plc and Virgin Atlantic respectively. In addition, three of the four current Committee members are qualified accountants. The Board is also satisfied that Adèle Anderson, in particular, as Audit Committee Chair, possesses the recent and relevant experience required by the Code. The Audit Committee met five times during the year. In each case, appropriate papers were distributed to the Committee members and other invited attendees, including representatives of the external audit firm and the internal Risk and Assurance function. In addition, as Committee Chair, Adèle holds regular private sessions with senior members of the Finance team, the Head of Risk and Assurance and the external audit team to ensure that open and informal lines of communication exist should they wish to raise any concerns outside of formal meetings. FAIR, BALANCED AND UNDERSTANDABLE The Committee assessed and recommended to the Board that, taken as a whole, the 2018 Annual Report and Accounts (which the Board subsequently approved) are fair, balanced and understandable and provide the necessary information for shareholders to assess the Group and Company’s position and performance, business model and strategy. More information on the process undertaken to reach this assessment can be found on page 82. FINANCIAL AND BUSINESS REPORTING Through its activities, the Committee focuses on maintaining the integrity and quality of our financial reporting, considering the significant accounting judgements made by management and the findings of the external auditor. The Committee assesses whether suitable accounting policies have been adopted and whether management has made appropriate estimates and judgements. The Committee reviewed accounting papers prepared by management which provided details of significant financial reporting judgements. The Committee also reviewed the reports by the external auditor on the half year and full year 2018 results, which highlighted any issues with respect to the work undertaken on the audit. ADÈLE ANDERSON Chair of the Audit Committee PRIMARY ROLE To assist the Board in fulfilling its oversight responsibilities by reviewing and monitoring the integrity of the financial information provided to shareholders, the Group’s system of internal controls and risk management, the internal and external audit process and the process for compliance with laws, regulations and ethical codes of practice. The Committee’s terms of reference, reviewed and approved annually, are available on the Company’s website at http://corporate.easyjet.com/. KEY RESPONSIBILITIES • To monitor the integrity of the financial statements of the Company and the Group • To review the content of the Annual Report and Accounts and advise the Board on whether, taken as a whole, they are fair, balanced and understandable • To keep under review the adequacy and effectiveness of the Group’s internal financial control systems • To review and monitor the independence and objectivity of the external auditor MEMBERSHIP, MEETINGS AND ATTENDANCE • Adèle Anderson (Chair) • Charles Gurassa • Andy Martin • Julie Southern All members of the Committee are independent Non- Executive Directors. Member biographies can be found on pages 61 to 63. Other key invitees, including the Chief Financial Officer, the Group Finance Director, the Head of Risk and Assurance, the Director of Treasury and Tax and the external auditor, attended as relevant. Meeting attendance can be found in the table on page 70. 80 easyJet plc Annual Report and Accounts 2018 GOVERNANCE The Committee’s process included the comprehensive review of financial issues through the challenge of management, consideration of the findings of the external auditor and comparison with other organisations. The number of such issues currently considered significant is limited, reflective of easyJet’s relatively simple business model and group structure which are unencumbered by legacy issues. The significant issues considered in relation to the financial statements are detailed below. SIGNIFICANT JUDGEMENTS The Committee considered whether the carrying value of goodwill and landing rights held by easyJet, including those acquired as part of the Air Berlin transaction, should be impaired. The judgement in relation to impairment largely relates to the assumptions underlying the calculation of the value in use of the business being tested for impairment; primarily whether the forecasted cash flows are achievable and whether the overall macroeconomic assumptions which underlie the valuation process are reasonable. The Committee addressed these matters using reports received from management outlining the basis for assumptions used. The forecasted cash flows used in the calculation were presented to the Board. In addition the Audit Committee considered whether the carrying value of significant IT projects was supported, taking into consideration the Board’s view on the direction of the projects and the anticipated benefits to be obtained from each project. The Committee reviewed the maintenance provision at the year end, which had increased significantly as a result of the leases acquired as part of the Air Berlin transaction. A number of judgements are used in the calculation of the provision, primarily pricing, utilisation of aircraft and timing of maintenance checks. The Committee addressed these matters using reports received from management which set out the basis of assumptions used. The Committee also discussed with the external auditor its review of the assumptions underlying the estimates used. The Committee reviewed the level and calculations of key accruals and provisions which are judgemental in nature, specifically customer claims in respect of flight delays and cancellations. The Committee considered the presentation of performance measures and the income statement resulting from the separate reporting of ‘non-headline’ items, being non-recurring material items of income and expense that are significant in either nature or amount, or items which are not considered to be reflective of the trading performance of the business, separately within its income statement in the Annual Report and Accounts. Additionally the Committee considered the separate presentation of performance measures in the strategic report excluding Tegel performance. The Committee believes that this presentation provides readers with a better understanding of easyJet’s underlying performance. The Committee considered the transition methods and ongoing accounting policy under new accounting standards IFRS 15 (Revenue from Contracts with Customers), IFRS 16 (Leases) and IFRS 9 (Financial Instruments), including the judgements, assumptions and estimates made by management and the financial impact these will have both upon adoption on 1 October 2018 and in the first year of adoption. The Committee was satisfied that all issues had been fully addressed, that the judgements made by management were reasonable and appropriate and had been reviewed and debated with the external auditor (who concurred with the approach taken by management) and that the accounting and disclosure requirements had been included in the Annual Report and Accounts. FINANCIAL REPORTING COUNCIL REVIEW LETTER In May 2018, easyJet received a letter from the Corporate Reporting Review Team (CRRT) of the Financial Reporting Council (FRC) in relation to its regular review and assessment of the quality of corporate reporting in the UK. The letter focused on the balance of the strategic report, the disclosures of critical accounting judgements and estimates and the disclosures of other provisions. The CRRT raised certain questions regarding the presentation of the IFRS performance measures within the strategic report and compliance surrounding the usage of non-GAAP alternative performance measures (APMs) within the European Securities and Markets Authority (ESMA) guidelines. easyJet responded to the CRRT’s questions providing clarifying information and proposing specific enhancements to its 2018 Annual Report and Accounts that would address the questions and comments raised. These enhancements included ensuring IFRS performance measures are disclosed alongside APMs where appropriate, providing comparatives for all performance measures within the strategic report and within the critical accounting estimates disclosure, and clarifying which estimates are not major sources of estimation uncertainty. The recommendations from the review have been incorporated into the 2018 financial statements. RISK AND ASSURANCE The Audit Committee is responsible for overseeing the work of the Internal Audit function. It reviews and approves the scope of the Internal Audit annual plan and assesses the quality of Internal Audit reports, along with management’s actions relating to findings and the closure of recommended actions. The Audit Committee also considers stakeholder feedback on the quality of Internal Audit’s work. During 2018, a carefully targeted internal audit plan was agreed and undertaken across easyJet’s operations, systems and support functions with subsequent reports, including management responses, recommended action plans and follow-up reviews being considered by the Audit Committee at each of its five meetings held during the year. In order to safeguard the independence of the Internal Audit function, the Head of Risk and Assurance (who heads up the Internal Audit function) is given the opportunity to meet privately with the Audit Committee without any other members of management being present. www.easyJet.com 81 CORPORATE GOVERNANCE REPORT CONTINUED FAIR, BALANCED AND UNDERSTANDABLE At the request of the Board, the Committee considered whether the Annual Report and Accounts are fair, balanced and understandable and whether they provide the necessary information for shareholders to assess the Group’s position and performance, business model and strategy. The Committee is satisfied that, taken as a whole, the Annual Report and Accounts are fair, balanced and understandable. In reaching this conclusion, the Committee considered the overall review and confirmation process around the Annual Report and Accounts, including: • • • the input of subject matter experts, the AMB and other senior management and, where applicable, the Board and its Committees; the processes and controls which underpin the overall review and confirmation process, including the preparation, control process, verification of content, and consistency of information being carried out by an internal financial controls specialist (independent of the Finance function); Internal Audit providing assurance over the audit trail for material data points relating to the non-financial statement aspects of the Annual Report and Accounts, and external audit providing assurance over the financial statements; and • a full-day session to review the Annual Report and Accounts held by senior management and other subject matter experts to focus solely on the reporting being fair, balanced and understandable. The Committee was provided with, and commented on, a draft copy of the Annual Report and Accounts. It also received a specific paper from management to assist in its challenge and testing of a fair, balanced and understandable assessment. This paper contained an agreed list of key positive and negative narratives for the business in the 2018 financial year and asked the Committee to confirm whether it feels each narrative was given due prominence in the report and treated in a fair, balanced and understandable manner. In carrying out the above processes, key considerations included ensuring that there was consistency between the financial statements and the narrative provided in the front half of the Annual Report, and that there was an appropriate balance between the reporting of weaknesses, difficulties and challenges, as well as successes, in an open and balanced manner including linkage between key messages throughout the document. RISK MANAGEMENT AND INTERNAL CONTROL The Board as a whole, including the Audit Committee members, considers the nature and extent of easyJet’s risk management framework and the risk profile that is acceptable in order to achieve the Group’s strategic objectives. The Audit Committee has reviewed the work undertaken by management, the Committee itself and the Board on the assessment of the Group’s principal risks, including their impact on the prospects of the Group. As a result, it is considered that the Board has fulfilled its obligations under the Code in relation to risk management and internal controls. Further details on the Group’s principal risks and uncertainties and their impact on the prospects of the Group are set out on pages 38 to 48. easyJet’s system of internal controls, along with its design and operating effectiveness, which includes the Group’s financial reporting process, is subject to review by the Audit Committee, through reports received from management, along with those from both internal and external auditors. Any control deficiencies identified are followed up, with action plans tracked by the AMB and the Committee. Further details of risk management and internal control are set out on page 74. ANTI-BRIBERY AND WHISTLEBLOWING The Code includes a provision requiring the Audit Committee to review arrangements by which staff of the Company may, in confidence, raise concerns about possible improprieties in matters of financial reporting or other matters. The Audit Committee’s objective is to ensure that arrangements are in place for the proportionate and independent investigation of such matters and for appropriate follow-up action. The Group is committed to the highest standards of quality, honesty, openness and accountability. The Group and all operating companies have whistleblowing policies in place. Employees are encouraged to raise genuine concerns under the policy and any concerns raised are investigated carefully and thoroughly to assess what action, if any, should be taken. Any matters of significance are reported to the Audit Committee, along with a comprehensive full year report. The Board supports the objectives of the Bribery Act 2010 and procedures have been established to ensure that compliance is achieved. These set out what is expected from our colleagues and stakeholders to ensure that they protect themselves as well as the Group’s reputation and assets. Training has been provided to the Board, senior management and all employees and is refreshed on a regular basis. Any breach of the Bribery Act will be regarded as serious misconduct, potentially justifying immediate dismissal. 82 easyJet plc Annual Report and Accounts 2018 GOVERNANCE AUDIT COMMITTEE ACTIVITY IN THE 2018 FINANCIAL YEAR The main areas of Committee activity during the 2018 financial year included the planning, monitoring, reviewing and approval of the following: INTEGRITY OF FINANCIAL STATEMENTS • The integrity of the 2017 full year and 2018 half year financial statements relating to the financial performance and governance of the Group INTERNAL AUDIT EFFECTIVENESS AND REVIEW OF ACTIVITIES • An assessment of the effectiveness and independence of the Internal Audit function, including consideration of: – key Internal Audit reports; – stakeholder feedback on the quality of Internal Audit activity; • The material areas in which significant judgements – Internal Audit’s compliance with prevailing were applied based on reports from both the Group’s management and the external auditor. Further information is provided in the significant judgements section on page 81 • The information, underlying assumptions and stress-test analysis presented in support of the Viability Statement and going concern status • The consistency and appropriateness of the financial control and reporting environment • The potential impact of new accounting standards IFRS 9 (Financial Instruments), IFRS 15 (Revenue from Contracts with Customers) and IFRS 16 (Leases) • The availability of distributable reserves to fund the professional standards; and – the implementation of Internal Audit recommendations. RELATIONSHIP WITH EXTERNAL AUDITOR • The scope of and findings from the external audit plan undertaken by PricewaterhouseCoopers LLP (‘PwC’) as the external auditor • The effectiveness of the external audit process • The assessment of the performance, continued objectivity and independence of PwC • The level of fees paid to PwC for permitted non- audit services dividend policy and make dividend payments • The reappointment of PwC as external auditor • The fair, balanced and understandable assessment of the Annual Report and Accounts for the 2017 financial year and the 2018 half year statement • The five-year plan for the business • A progress update on the development of the impairment model INTERNAL FINANCIAL CONTROLS AND RISK MANAGEMENT • The adequacy and effectiveness of the Group’s ongoing risk management systems and control processes, through an evaluation of: – the risk and assurance plans; – Internal Audit review reports; – risk assessments; – information and cyber security threats and business continuity; – GDPR readiness; and – control themes. SYSTEMS AND CONTROLS FOR PREVENTION OF BRIBERY, DETECTION OF FRAUD AND FACILITATION OF WHISTLEBLOWING • Whistleblower reports, reports on anti-bribery and corruption procedures, reports on procedures for fraud and loss prevention and reports on credit card fraud, together with monitoring and investigations OTHER SPECIFIC ITEMS CONSIDERED AS PART OF MAIN ACTIVITIES • Responses to the FRC’s Corporate Reporting Review Team’s information request on the 2017 Annual Report and Accounts • The controls that the Group would seek to implement to safeguard against any liability relating to the Criminal Finances Act 2017 • The Group’s exposure to fraud within the business and associated mitigating controls and action • Regular updates including key milestones in regard to the payroll accuracy project • The Group’s risk environment, including its significant • The Group’s tax strategy and emerging risks register • The Group’s fraud detection, bribery prevention and whistleblowing measures • The updated delegated authority policy • Regular updates and assurance in relation to IT strategy, including external assurance in relation to the progress of our commercial IT platform development • The financial controls relating to jet fuel supplier contracts • The Committee’s effectiveness and terms of reference • Compliance with the Code and the Group’s regulatory and legislative requirements www.easyJet.com 83 CORPORATE GOVERNANCE REPORT CONTINUED EXTERNAL AUDITOR PricewaterhouseCoopers LLP (‘PwC’), as the external auditor, is engaged to conduct a statutory audit and express an opinion on the financial statements. Its audit includes the review and testing of the systems of internal financial control and data which are used to produce the information contained in the financial statements. PwC was reappointed as auditor of the Group at the 2018 Annual General Meeting following a tender process undertaken in 2015. EXTERNAL AUDITOR INDEPENDENCE AND NON-AUDIT FEES To preserve objectivity and independence, the external auditor does not provide consulting services unless this is in compliance with the Group’s non-audit services policy which reflects the EU audit reform regulations and the FRC’s Revised Ethical Standard 2016. This policy is available in the governance section of easyJet’s corporate website, http://corporate.easyjet.com/ . In the 2018 financial year, PwC undertook work to provide a comfort letter in relation to the Company updating its Euro Medium Term Note Programme for which the fees were £32,000, and a non-statutory audit engagement for which the fees were £13,500. The Committee approved this work under the non-audit services policy. Therefore, in the 2018 financial year the Company incurred non-audit service fees of £45,500 (2017: non-audit service fees of £32,000), which represent 10% of the total audit fees payable to PwC for the year. EXTERNAL AUDIT TENDERING PwC were first appointed to audit the Annual Report and Accounts for the year ended 30 September 2006, and have therefore served a 12-year term. Under EU audit reform legislation, companies are required to have a mandatory rotation of auditors after 10 years, or 20 years if there is a compulsory re-tender at 10 years. During the 2015 financial year, the Committee led a tender process for external audit services, following which the Audit Committee agreed to recommend that the Board reappoint PwC as, on balance, they performed best against the Committee’s pre-agreed selection and assessment criteria. Having undertaken such a process, the Company confirms that it has complied with the provisions of the Statutory Audit Services for Large Companies Market Investigation (Mandatory Use of Competitive Tender Processes and Audit Committee Responsibilities) Order 2014. LOOKING FORWARD The Committee will continue to consider the financial reporting of the Group and review the Group’s accounting policies and annual statements. In particular, any major accounting issues of a subjective nature will be discussed by the Committee. The Committee will also continue to review internal and external audit activity and the effectiveness of the risk management process. The current external audit engagement partner is Andrew Kemp, Senior Statutory Auditor, who has held this role since 2016. The external audit plan and the £0.4 million fee proposal for the financial year under review (2017: £0.4 million) was prepared by PwC in consultation with management and presented to the Committee for consideration and approval. EXTERNAL AUDITOR EFFECTIVENESS Senior management monitors the external auditor’s performance, behaviour and effectiveness during the exercise of their duties, which informs the Audit Committee’s decision on whether to recommend reappointment on an annual basis. The Audit Committee also assesses the effectiveness, independence and objectivity of the external auditor by, amongst other things: • considering all key external auditor plans and reports; in particular those summarising audit work performed on significant risks and critical judgements identified, and detailed audit testing thereon; • having regular engagement with the external auditor during Committee meetings and ad hoc meetings (when required), including meetings without any member of management being present; • • the Committee Chair having discussions with the Senior Statutory Auditor ahead of each Committee meeting; and following the end of the financial year, each Committee member completing an auditor effectiveness review questionnaire. The Committee this year asked PwC to reiterate the steps taken to ensure the quality of its listed audits. PwC confirmed that the Audit Partner and audit team are not the subject of any PwC, Institute, FRC or other regulatory investigation. The Committee was satisfied that the external audit had provided appropriate focus to those areas identified as the key risk areas to be considered by the Audit Committee. It had also continued to address the areas of significant accounting estimates. On this basis, and considering the views of senior management, the Committee concurred that the external audit had been effective. EXTERNAL AUDIT TENDERING TIMELINE 2006 2015 2020 2024/2025 2026 PwC appointed Full competitive tender, PwC reappointed Mandatory appointment of new external audit lead partner after five years Competitive tender to take place unless required earlier PwC cannot be reappointed in 2026 and a competitive tender will take place (if not already effected prior to this date) 84 easyJet plc Annual Report and Accounts 2018 GOVERNANCE KEY ACTIVITIES OF THE COMMITTEE DURING THE YEAR • Reviewed and approved a new £250 million revolving credit facility (RCF) • Approved the annual update of the Euro Medium Term Note (EMTN) Programme • Reviewed and approved the revised treasury policy • Reviewed a number of policies, including the carbon emissions hedging policy and foreign exchange hedging policy • Reviewed and approved the sale and leaseback of 10 A319 aircraft to manage residual value risk • Reviewed ad hoc issues including the cash investment strategy and business interruption insurance The Finance Committee continues to provide effective oversight of the Group’s treasury and funding policies and activities, ensuring that treasury activities undertaken do not subject the Group to undesired levels of risk, and that these activities are appropriately aligned with the Group’s strategy and financial performance. EURO MEDIUM TERM NOTE PROGRAMME In February 2018, an updated version of easyJet’s Euro Medium Term Note programme (EMTN) was approved by the UK Listing Authority. The Committee considers it good practice to maintain the EMTN platform, allowing the Group rapid access to highly liquid unsecured funding. REVOLVING CREDIT FACILITY A new two-year £250 million RCF was approved in July 2018, and subsequently entered into in August, to provide additional flexibility in maintaining the liquidity buffer. TREASURY POLICY UPDATE An update to the treasury policy was reviewed and approved in July 2018. The updates to the policy were made to ensure compliance with IFRS 9 (Financial Instruments) as well as incorporating previously approved specific policy updates. FINANCE COMMITTEE REPORT ANDY MARTIN Chair of the Finance Committee PRIMARY ROLE To review and monitor the Group’s treasury policies, treasury operations and funding activities, along with the associated risks. The Committee’s terms of reference, reviewed and approved annually, are available on the Company’s website at http://corporate.easyjet.com/. KEY RESPONSIBILITIES • To regulate how the treasury activities of easyJet are conducted and how the associated risks are controlled • To determine and approve any material inter-company distributions for the purpose of simplifying inter- company balances or otherwise within the Group • To determine and approve any change to the share warehousing policies or loan facility arrangements in connection with the Company’s share scheme trusts • To provide approvals in relation to hedging, International Swaps and Derivatives Association (ISDA) arrangements and guarantees in line with the delegated authority and/ or the treasury policy • To ensure that treasury activities undertaken will not subject the Group to undesired levels of risk MEMBERSHIP, MEETINGS AND ATTENDANCE • Andy Martin (Chair) • Dr Andreas Bierwirth • Charles Gurassa All members of the Committee are independent Non- Executive Directors. Member biographies can be found on pages 61 to 63. Key executives including the Chief Financial Officer, the Finance Director, the Head of Risk and Assurance and the Director of Treasury and Tax attended as relevant. Meeting attendance can be found in the table on page 70. COMMITTEE CHANGES There were no changes to the Committee during the year. www.easyJet.com 85 CORPORATE GOVERNANCE REPORT CONTINUED REMUNERATION COMMITTEE REPORT KEY ACTIVITIES OF THE COMMITTEE DURING THE YEAR • Assessed the level of performance in respect of the bonus for the 2017 financial year, and LTIP awards set in December 2014 and vesting in December 2017, to determine appropriate payouts • Determined the bonus and LTIP targets for the 2018 financial year after considering and debating alternative targets, investor expectations and internal business plans • Reviewed and approved the new Chief Executive’s remuneration package as well as those of the new Group People Director and other AMB members • Reviewed the salaries and service contracts of the AMB and senior management • Reviewed and approved a revised Board expenses policy • Considered the results and implications of gender pay gap reporting, and reviewed and commented on recommendations to further enhance the Company’s performance • Reviewed and approved the payment of the all-employee Performance Share Award in respect of the 2017 financial year The Board and the Committee are committed to ensuring that easyJet’s remuneration framework is designed to support the strategy, providing balance between motivating and challenging senior management whilst also driving the long-term success of the Group for its shareholders. The updated remuneration policy was approved by shareholders at the Company’s 2018 AGM; it has been designed to be straightforward and transparent, in alignment with the Group’s principle of having a simple and cost-effective approach. During the year the Committee has received regular updates on the development of the new UK Corporate Governance Code. Work is well under way to incorporate, in particular, the new provisions to address and consider the employee voice. The Committee carefully considered and approved the new Chief Executive’s remuneration package during the year, along with a number of additional packages for new members appointed to the AMB. Remuneration arrangements have been designed to promote the long-term success of the Company. The shareholding guidelines policy was also reviewed and approved during the year. The guidelines have been structured to encourage Directors and members of the AMB to acquire and maintain shares in the Company to specified levels over a five-year period in line with the external business environment. Additional key activities of the Committee are detailed further in the Directors’ remuneration report on pages 87 to 105. ADDITIONAL DISCLOSURES UNDER THE UK CORPORATE GOVERNANCE CODE For additional disclosures under the UK Corporate Governance Code in relation to the Remuneration Committee’s work and remuneration consultants, please refer to the Directors’ remuneration report. CHARLES GURASSA Chair of the Remuneration Committee PRIMARY ROLE To make recommendations to the Board on executive remuneration packages and to ensure that remuneration policy and practices of the Company reward fairly and responsibly, with a clear link to corporate and individual performance. The Committee’s terms of reference, reviewed and approved annually, are available on the Company’s website at http://corporate.easyjet.com. KEY RESPONSIBILITIES • To set the remuneration policy for all executive Directors and the Company’s Chairman • To set the pay for the AMB • To oversee remuneration and workforce policies and practices, and take these into account when setting the policy for Director remuneration • To approve the design of, and determine targets for, all employee share schemes operated by the Company • To oversee any major changes in employee benefit structures throughout the Company or Group • To review and monitor the Group’s compliance with relevant gender pay reporting requirements MEMBERSHIP, MEETINGS AND ATTENDANCE • Charles Gurassa (Chair) • Adèle Anderson • Moya Greene DBE • Andy Martin • Julie Southern All members of the Committee are independent Non- Executive Directors. Member biographies can be found on pages 61 to 63. Other key invitees including the Chief Executive, the Group People Director and external advisers attended as relevant. Meeting attendance can be found in the table on page 70. COMMITTEE CHANGES Julie Southern was appointed as a member of the Committee on 1 August 2018. 86 easyJet plc Annual Report and Accounts 2018 GOVERNANCE DIRECTORS’ REMUNERATION REPORT Annual statement by the Chair of the Remuneration Committee On behalf of the Board, I am pleased to present the Directors’ remuneration report (the ‘Report’) for the year ended 30 September 2018. The 2018 Report sets out details of the remuneration policy for Executive and Non-Executive Directors, describes how the remuneration policy is implemented and discloses the amounts paid relating to the year ended 30 September 2018, and explains how it will be implemented for the 2019 financial year. CHANGES TO THE BOARD As announced in last year’s Annual Report, Johan Lundgren was appointed to the Board on 1 December 2017 as our new Chief Executive. Johan’s base salary was set at appointment at £740,000, which reflected the competitive market rate for the role at a company of similar size and complexity to easyJet. However, underpinning the Company’s commitment to equal pay and equal opportunity at all levels, Johan requested in January 2018 that his base salary be reduced to £706,000 going forward, in line with that paid to the previous Chief Executive before she left the Company. The Committee was pleased to endorse this decision. All other elements of Johan’s package remain in line with our approved remuneration policy, and with the package of his predecessor. Andrew Findlay stepped up during the transitional period between Carolyn McCall’s resignation and the appointment of Johan Lundgren, taking on a number of additional responsibilities and leading the Company’s acquisition of part of Air Berlin’s operations at Tegel Airport. In recognition of his contribution to the success of the business during this period, the Committee approved an additional grant under the Company’s Long Term Incentive Plan (LTIP) in June 2018. This grant was made to the value of 50% of salary, taking the total value of awards made in the year to the permitted policy maximum of 250% of salary. This top-up award is subject to the same challenging performance conditions as the annual grant made in December 2017, and if these are achieved will vest on the third anniversary of grant in June 2021. PERFORMANCE AND REWARD OUTCOMES IN THE 2018 FINANCIAL YEAR Despite the challenges facing the business and the industry as a whole, easyJet has delivered a strong trading performance in 2018 across the business. This good financial performance is reflected in the annual bonus outcome for the year. In contrast, performance for the three-year period to 30 September 2018 was impacted by more difficult trading conditions in earlier years resulting in no vesting under the LTIP this year. Performance against our targets for both the bonus plan and LTIP are summarised in the ‘Remuneration at a Glance’ section on page 89. BONUS Annual bonus payments are based on a combination of key financial and operational targets, with a minority element based on personal objectives. A very positive financial performance in the year meant that the maximum headline profit before tax target was significantly exceeded, however performance against the headline cost per seat (excluding fuel) and on-time performance measures fell just below the threshold targets set. Customer satisfaction and personal performance were both above target and as a result a bonus of 146% of salary was payable to the Chief Executive (pro-rated for the portion of the year served) and a bonus of 132% of salary was payable to the Chief Financial Officer. One-third of the bonuses earned is subject to compulsory deferral into shares for three years. LTIP As noted above, awards made under the LTIP in December 2015 to the Chief Financial Officer and other members of senior management did not meet the threshold performance requirements for either return on capital employed (ROCE) or relative total shareholder return (TSR) set. No awards will vest in December 2018. www.easyJet.com 87 DIRECTORS’ REMUNERATION REPORT CONTINUED REVIEW OF THE DIRECTORS’ REMUNERATION POLICY AND IMPLEMENTATION IN THE 2018 FINANCIAL YEAR The Committee undertook a thorough review of the Group’s remuneration policy in 2017, and a revised policy was approved by shareholders at the AGM in February 2018. The Committee believes that the policy provides an appropriate framework which aligns the interests of the company and shareholders, and focuses Executive Directors on the delivery of the Company’s strategic objectives. As disclosed in last year’s Annual Report, the Committee carried out a thorough consultation with major shareholders and shareholder advisory groups regarding the introduction of an earnings per share (EPS) measure in the LTIP, to operate alongside the existing ROCE and TSR measures, to increase the focus of the plan on the sustainable growth of the business. Shareholders were supportive of this approach and accordingly LTIP awards were made in December 2017 with a combination of ROCE (40% of the award), EPS (40% of the award) and TSR (20% of the award) performance measures. IMPLEMENTATION OF THE REMUNERATION POLICY IN THE 2019 FINANCIAL YEAR We will take the following approach to implementation of the remuneration policy for the year ending 30 September 2019. Salary As described above, Johan Lundgren voluntarily reduced his salary in January 2018, while Andrew Findlay received the second of two planned phased increases to bring his salary to the level agreed on appointment, effective 1 January 2018. Executives’ base salaries are reviewed annually and any changes are normally in line with the average increase for the wider workforce. The Committee has therefore agreed an increase of 2% for both Executive Directors, effective 1 January 2019. Bonus The Committee has set bonus targets reflecting the opportunities and challenges that the Company is likely to face in the coming year, based on headline profit before tax and key operational, financial and personal targets. One-third of any bonus earned will continue to be subject to compulsory deferral into shares for three years. LTIP In line with the approach adopted in 2017, LTIP awards will be granted to Executive Directors in December 2018 with a combination of EPS, ROCE and TSR performance measures. The Committee has determined that these measures remain aligned with the strategic plan described on pages 8 to 9 and the targets set have taken into consideration the challenging trading environment and market consensus. RECOVERY AND WITHHOLDING In line with emerging best practice, and in light of several high-profile cases which have highlighted the importance of recovery and withholding provisions, the Committee has carried out a thorough review of how these provisions are operated within the Group. To ensure that they remain fit for purpose, and to increase protection for the Group, a number of changes were made to the annual bonus and LTIP plan rules, which will apply in the 2019 financial year and thereafter. Additional triggers have been introduced allowing the Company to recover payments in case of serious personal misconduct or instances of corporate failure. On behalf of the Committee I thank you for your continued support. We trust that you will find the Report informative and, as always, I welcome any comments you may have. 19 November 2018 CHARLES GURASSA Chair of the Remuneration Committee WHAT IS IN THIS REPORT? This Report sets out easyJet’s remuneration policy for Executive and Non-Executive Directors, describes the implementation of that policy and discloses the amounts earned relating to the year ended 30 September 2018. The Report complies with the provisions of the Companies Act 2006 and supporting regulations. The Report has been prepared in line with the recommendations of the UK Corporate Governance Code and the requirements of the UK LA Listing Rules. The Directors’ remuneration policy (set out on pages 91 to 97) was approved by shareholders in a binding vote at the AGM in February 2018 and became effective on that date. The Annual Statement by the Chairman of the Remuneration Committee (set out on pages 87 to 88) and the Annual Report on Remuneration (set out on pages 97 to 105) will together be subject to an advisory vote at the forthcoming AGM. 88 easyJet plc Annual Report and Accounts 2018 GOVERNANCE Remuneration at a glance REWARD PRINCIPLES The Remuneration Committee’s primary objective is to design a remuneration framework which promotes the long-term success of the Group. To this end, we are guided by the following reward principles which remain unchanged: Principle Application in remuneration framework Simple & cost- effective To establish a simple and cost-effective reward package in line with our low-cost and efficient business model. For example, our Executive Directors do not receive the level of benefits that can be found in the majority of listed companies and instead are aligned with those in the wider employee population. Aligned with business strategy To support the achievement of our business strategy of growth and returns, performance is assessed against a range of financial, operational, and longer-term targets. This ensures that value is delivered to shareholders and that Executive Directors are rewarded for the successful and sustained delivery of the key strategic objectives of the Group. Pay for performance Total remuneration closely reflects performance and is therefore more heavily weighted towards variable pay than fixed pay. This ensures that there is a clear link between the value created for shareholders and the amount paid to our Executive Directors. SINGLE TOTAL FIGURE OF REMUNERATION (£’000) Johan Lundgren (Chief Executive) 2018 2017 2018 2017 £631 Andrew Findlay (Chief Financial Officer) £526 £483 £200 £400 £600 £800 £1,000 Fixed Bonus LTIP ANNUAL BONUS AND LTIP OUTCOMES £869 £1,500 £1,453 N/A £1,176 £1,108 £1,400 £1,600 £650 £528 £97 £1,262 £1,200 Annual bonus – performance for the 2018 financial year Metrics Weighting Threshold On-Target Maximum Achieved (% of max) % of Maximum bonus achieved Headline profit before tax at budgeted constant currency (£m) On-time performance Customer satisfaction Headline cost per seat at budgeted constant currency 60% 10% 10% 10% £298 £341 £406 74.9% 75% 76.5% 78% 69.5% 71.0% 72.5% 71.2% £44.25 £43.43 £43.01 £42.59 £551 100% 0% 57% 0% 60% 0% 5.7% 0% Based on the above and including individual/departmental performance, a total bonus of 146% of salary was payable to the Chief Executive (pro-rated for the portion of the year served) and a bonus of 132% of salary was payable to the Chief Financial Officer. LTIP – performance for the 2018 financial year 100 75 50 25 Target 20% 18% 15% Actual 13.8% ROCE (70% weighting) Target Upper quartile Actual Median Below Threshold TSR (30% weighting) 0% of ROCE LTIPs and 0% of TSR LTIPs vested 0% vesting Overall www.easyJet.com 89 DIRECTORS’ REMUNERATION REPORT CONTINUED EXECUTIVE DIRECTOR REMUNERATION POLICY – AT A GLANCE Element Policy Implementation of Policy for the 2019 financial year Johan Lundgren’s salary was reduced, at his request, to £706,000 effective 1 February 2018. Both Johan Lundgren’s and Andrew Findlay’s salaries will be increased by 2%, in line with the increase offered to the wider workforce. Their base salaries effective 1 January 2019 will therefore be £720,120 and £510,000, respectively. Pension of 7% of salary; plus modest benefits. Maximum will remain at 200% of salary for the Chief Executive and at 175% of salary for the Chief Financial Officer. Performance measures and weightings are as follows: Annual bonus performance weighting Personal 10% On-time performance 10% Customer satisfaction 10% Cost per seat 10% Profit before tax 60% Award to the Chief Executive of 250% of salary and award to the Chief Financial Officer of 200% of salary. The performance targets for the 2019 awards will be disclosed in full at the date of grant. Base salary Benefits and pension Annual bonus Increase normally up to the average workforce level (though may be increased at higher rates in certain circumstances, for example where salary is set below market on recruitment and is being transitioned to a competitive level in a series of planned stages). Modest pension and benefit provision, at similar levels as the wider UK workforce. Maximum opportunity is 200% of salary (Chief Executive) and 175% of salary (Chief Financial Officer). One-third of bonus is deferred into shares for three years. Majority based on financial measures. Withholding and recovery provisions apply. Long-term incentive plan Normal maximum awards of 250% of salary (Chief Executive) and 200% of salary (Chief Financial Officer). Up to 300% of salary in exceptional circumstances. Three-year performance period plus two-year post-vesting holding period. Based on financial and relative TSR targets. Withholding and recovery provisions apply. Share ownership guidelines 200% of salary (Chief Executive) and 175% of salary (Chief Financial Officer). 200% of salary for the Chief Executive and 175% of salary for the Chief Financial Officer: in line with policy. Requirement to retain 50% of post-tax LTIP vesting and 100% of post-tax deferred bonus shares until guideline is met (and maintained). 90 easyJet plc Annual Report and Accounts 2018 GOVERNANCE Directors’ remuneration policy In setting remuneration for the Executive Directors, the Committee takes note of the overall approach to reward for employees in the Group. Salary increases will ordinarily be (in percentage of salary terms) no higher than those of the wider workforce. The Committee does not formally consult directly with employees on executive pay but does receive periodic updates from the Group People Director. The Committee also considers developments in institutional investors’ best practice expectations and the views expressed by shareholders during any dialogue. CONSIDERING THE VIEWS OF SHAREHOLDERS WHEN DETERMINING THE REMUNERATION POLICY easyJet remains committed to shareholder dialogue and takes an active interest in voting outcomes. We consult extensively with our major shareholders when setting our remuneration policy or when considering any significant changes to our remuneration arrangements. The Committee also considers shareholder feedback received in relation to the Directors’ remuneration report each year following the AGM. This, plus any additional feedback received from time to time, is then considered as part of the Committee’s annual review of remuneration policy and its implementation. This part of the Directors’ remuneration report sets out easyJet’s Directors’ remuneration policy. This policy was approved by shareholders in a binding vote at the AGM on 8 February 2018, and became effective on that date. The Committee’s current intention is that the current policy will operate for the three-year period to the AGM in 2021. A copy of the Directors’ remuneration policy can be found online, within the Annual Report and Accounts, at http://corporate.easyjet.com/. ROLE OF OUR REMUNERATION COMMITTEE The Remuneration Committee has responsibility for determining remuneration for the Executive Directors and the Chairman of the Board. The Committee also reviews the remuneration of the Group’s most senior executives in consultation with the Chief Executive. The Committee takes into account the need to recruit and retain executives and ensure that they are properly motivated to perform in the long-term interests of the Company and its shareholders, while paying no more than is necessary. CONSIDERATIONS WHEN DETERMINING THE REMUNERATION POLICY The primary objective of the Group’s remuneration policy is to promote the long-term success of the business through the operation of competitive pay arrangements which are structured so as to be in the best interests of shareholders. When setting the policy for Executive Directors’ remuneration, the Committee takes into account total remuneration levels operating in companies of a similar size and complexity, the responsibilities of each individual role, individual performance and an individual’s experience. Our overall policy, having given due regard to the factors noted, is to weight remuneration towards variable pay. This is typically achieved through setting base pay at a competitive level, offering very modest pension and benefits, and giving the potential to earn above-market variable pay subject to the achievement of demanding performance targets linked to the Group’s strategic objectives. www.easyJet.com 91 DIRECTORS’ REMUNERATION REPORT CONTINUED SUMMARY OF THE REMUNERATION STRUCTURE The table below sets out the main components of easyJet’s remuneration policy: Element, purpose and link to strategy Operation (including maximum levels where applicable) Salary Base salaries are normally reviewed annually, with changes typically To provide the core reward for the role. Sufficient level to recruit and retain individuals of the necessary calibre to execute the Company’s business strategy. effective from 1 January. Salaries are typically set after considering salary levels in companies of a similar size and complexity, the responsibilities of each individual role, progression within the role, individual performance and an individual’s experience. Our overall policy, having given due regard to the factors noted, is normally to target salaries at a broadly market competitive level. Salaries may be adjusted and any increase will ordinarily be no higher than those of the wider workforce (in percentage of salary terms). Increases beyond those granted to the wider workforce (in percentage of salary terms) may be awarded in certain circumstances such as where there is a change in responsibility or experience, progression in the role, or a significant increase in the scale of the role, size, value or complexity of the Group. Framework used to assess performance and provisions for the recovery of sums paid The Committee considers individual salaries at the appropriate Committee meeting each year after having due regard to the factors noted in operating the salary policy. No recovery provisions apply to salary. Benefits Executive Directors receive benefits provisions at similar levels as Not applicable. In line with the Company’s policy to keep remuneration simple and consistent. the wider UK workforce. Benefits will typically include, for example, modest death in service cover. The cost to the Company of providing these benefits may vary from year to year depending on the level of the associated premium. No recovery provisions apply to benefits. Executive Directors typically receive no other conventional executive company benefits, but will be eligible for any other benefits which are introduced for the wider workforce on broadly similar terms. Other benefits such as relocation allowances (and other incidental associated expenses) may be offered if considered appropriate and reasonable by the Committee. Executive Directors can pay for voluntary benefits, where Company purchasing power may provide an advantage to employees. Executive Directors are also eligible to participate in any all- employee share plans operated by the Company, in line with HMRC guidelines currently prevailing (where relevant), on the same basis as for other eligible employees. Should it be appropriate to recruit a Director from overseas, flexibility is retained to provide benefits that take account of those typically provided in their country of residence (e.g. it may be appropriate to provide benefits that are tailored to the unique circumstances of such an appointment as opposed to providing the benefits detailed above). Necessary expenses incurred undertaking Company business are reimbursed so that Executive Directors are not worse off on a net of tax basis as a result of fulfilling Company duties. Pension Defined contribution plan with the same monthly employer Not applicable. To provide employees with long-term savings via pension provisions in line with the Company’s strategy to keep remuneration simple and consistent. contributions as those offered to eligible employees in the wider UK workforce (i.e. up to 7% of base salary); or a cash alternative to the equivalent value less employer’s National Insurance contribution costs. No recovery provisions apply to employer pension contributions. easyJet operates a pension salary sacrifice arrangement whereby individuals can exchange part of their salary for Company-paid pension contributions. Where individuals exchange salary this reduces employer National Insurance contributions. easyJet credits half of this reduction (currently 6.9% of the salary exchanged) to the individual’s pension plan. 92 easyJet plc Annual Report and Accounts 2018 GOVERNANCE Element, purpose and link to strategy Share ownership To ensure alignment between the interests of Executive Directors and shareholders. Annual bonus To incentivise and recognise execution of the business strategy on an annual basis. Rewards the achievement of annual financial and operational goals. Compulsory deferral provides alignment with shareholders. Operation (including maximum levels where applicable) The Chief Executive and the Chief Financial Officer are expected to build and maintain a holding equivalent to 200% and 175% of salary respectively over a period of five years from appointment. Executive Directors are expected to retain 50% of the post-tax shares vesting under the LTIP and 100% of the post-tax deferred bonus shares until the guideline is met and keep it maintained thereafter. Maximum opportunity of 200% of salary for Chief Executive and 175% of salary for other Executive Directors. One-third of the pre-tax bonus earned is subject to compulsory deferral into shares (or equivalent), typically for a period of three years, and is normally subject to continued employment. The remainder of the bonus is paid in cash. Dividend equivalent payments may be made on the deferred bonus at the time of vesting, and may assume the reinvestment of dividends. All bonus payments are at the discretion of the Committee, as shown following this table. LTIP Performance Share Award To incentivise and recognise execution of the business strategy over the longer term. Rewards strong financial performance and sustained increase in shareholder value. Each year LTIP awards may be granted subject to the achievement of performance targets. Awards normally vest over a three- year period. The maximum opportunity contained within the plan rules for Performance Share Awards is 250% of salary (with awards up to 300% of salary eligible to be made in exceptional circumstances, such as recruitment). The normal maximum face value of annual awards will be 250% of salary for the Chief Executive and 200% of salary for other Executive Directors. Dividend equivalent awards may be made on LTIP awards that vest, and may assume the reinvestment of dividends. A holding period applies to share awards granted in the financial year ended 30 September 2015 and beyond. The holding period will require the Executive Directors to retain the after-tax value of shares for 24 months from the vesting date. Framework used to assess performance and provisions for the recovery of sums paid Not applicable. Bonuses are based on stretching financial, operational, and personal or departmental performance measures, as set and assessed by the Committee in its discretion, with performance normally measured over a one-year period. Financial measures (e.g. headline profit before tax) will represent the majority of the bonus, with other measures representing the balance. A graduated scale of targets is set for each measure, with 10% of each element being payable for achieving the relevant threshold hurdle. Safety underpins all of the operational activities of the Group and the bonus plan includes a provision that enables the Remuneration Committee to scale back the bonus earned (including to zero) in the event that there is a safety event which it considers warrants the use of such discretion. The annual bonus plan includes provisions which enable the Committee (in respect of both the cash and the deferred elements of bonuses) to recover or withhold value in the event of certain defined circumstances. LTIP awards currently vest based on performance against a challenging range of financial targets and relative TSR performance set and assessed by the Committee in its discretion. Financial targets currently determine vesting in relation to at least 50% of awards. The selection of measures and weightings may be varied for future award cycles as appropriate to reflect the strategic priorities of the business at that time. Performance is normally measured over a three-year period. A maximum of 25% of each element vests for achieving the threshold performance target with 100% of the awards being earned for maximum performance. The LTIP includes provisions which enable the Committee to recover or withhold value in the event of certain defined circumstances. www.easyJet.com 93 DIRECTORS’ REMUNERATION REPORT CONTINUED DISCRETION RETAINED BY THE COMMITTEE IN OPERATING THE INCENTIVE PLANS The Committee will operate the annual bonus plan and LTIP according to their respective rules (or relevant documents) and in accordance with the Listing Rules where relevant. The Committee retains discretion, consistent with market practice, in a number of regards to the operation and administration of these plans. These include, but are not limited to, the following in relation to the LTIP and annual bonus deferred in shares: • • • • • the participants; the timing of grant of an award; the size of an award; the determination of vesting; the payment vehicle of the award/payment; • discretion required when dealing with a change of control or restructuring of the Group; • determination of the treatment of leavers based on the rules of the plan and the appropriate treatment chosen; • adjustments required in certain circumstances (e.g. rights issues, corporate restructuring events and special dividends); and • the annual review of performance measures and weighting, and targets for the LTIP from year to year. In relation to the annual bonus plan, the Committee retains discretion over: • • • the participants; the timing of grant of a payment; the determination of the bonus payment; • dealing with a change of control; • determination of the treatment of leavers based on the rules of the plan and the appropriate treatment chosen; and • the annual review of performance measures and weighting, and targets for the annual bonus plan from year to year. In relation to both the Group’s LTIP and the annual bonus plan, the Committee retains the ability to adjust the targets and/or set different measures if events occur which cause it to determine that the conditions are no longer appropriate (e.g. material acquisition and/or divestment of a Group business), and the amendment is required so that the conditions achieve their original purpose and are not materially less difficult to satisfy. Any use of the above discretions would be explained in the Annual Report on Remuneration and may be the subject of consultation with the Company’s major shareholders. The use of discretion in relation to the Group’s Save As You Earn and Share Incentive Plans will be as permitted under HMRC rules and the Listing Rules. Details of share awards granted to existing Executive Directors are set out on page 101. These remain eligible to vest based on their original award terms. PERFORMANCE METRICS AND TARGET SETTING The choice of the performance metrics applicable to the annual bonus plan reflect the Committee’s belief that any incentive compensation should be appropriately challenging and tied to the delivery of a blend of key financial, operational and personal targets. These targets are intended to ensure that Executive Directors are incentivised to deliver across a scorecard of objectives for which they are accountable. Financial measures (e.g. headline profit before tax) will be used for the majority of the bonus and will be selected in order to provide a clear indication of how successful the Group has been in managing operations effectively overall (e.g. in maximising profit per seat whilst maintaining a high load factor). The remainder of the bonus will be based on key operational (e.g. on-time performance and customer satisfaction) and personal or departmental measures set annually. Since safety is of central importance to the business, the award of any bonus is subject to an underpin that enables the Remuneration Committee to reduce the bonus earned (including to zero) in the event that there is a safety event that it considers warrants the use of such discretion. LTIP awards are earned for delivering performance against an appropriate balance of key long-term financial (e.g. headline ROCE and headline EPS) and relative TSR targets. These seek to assess the underlying financial performance of the business while maintaining clear alignment between shareholders and Executive Directors. Targets are set based on a sliding scale that takes account of relevant commercial factors. Only modest awards are available for delivering threshold performance levels, with maximum awards requiring substantial outperformance of challenging plans. The Committee has retained some flexibility on the specific measures which can be used for the annual bonus plan and the LTIP to ensure that they will be fully aligned with the strategic imperatives prevailing at the time they are set. No performance targets are set for Save As You Earn awards since these are purposefully designed to encourage employees across the Group to purchase shares in the Company. A measure of Group performance is used in determining awards under the Share Incentive Plan. HISTORICAL AWARDS All historical awards that were granted under any current or previous share schemes operated by the Company, and which remain outstanding, remain eligible to vest on the basis of their original award terms. DIFFERENCES IN PAY POLICY FOR EXECUTIVE DIRECTORS COMPARED TO OTHER EASYJET EMPLOYEES The remuneration policy for the Executive Directors is more heavily weighted towards variable and share-based pay than for other employees, to make a greater part of their pay conditional on the successful delivery of business strategy. This aims to create a clear link between the value created for shareholders and the remuneration received by the Executive Directors. However, in line with the Group’s policy to keep remuneration simple and performance-based, the benefit and pension arrangements for the current Executive Directors are on the same terms as those offered to eligible employees in the wider workforce. All employees have the opportunity to participate in the tax-advantaged share plans. 94 easyJet plc Annual Report and Accounts 2018 GOVERNANCE ILLUSTRATION OF HOW MUCH THE EXECUTIVE DIRECTORS COULD EARN UNDER THE REMUNERATION POLICY A significant proportion of remuneration is linked to performance, particularly at maximum performance levels. The charts below show how much the Chief Executive and Chief Financial Officer could earn through easyJet’s remuneration policy under different performance scenarios in the 2019 financial year. The following assumptions have been made: • Minimum (performance below threshold) – fixed pay only, with no vesting under any of easyJet’s incentive plans • In line with expectations – fixed pay plus a bonus at the mid-point of the range (giving 50% of the maximum opportunity) and vesting of 50% of the maximum under the LTIP • Maximum (performance meets or exceeds maximum) – fixed pay plus maximum bonus and maximum vesting under the LTIP Fixed pay comprises: • Salaries – salary effective as at 1 October 2018; • Benefits – amount received in the 2018 financial year; • Pension – employer contributions or cash-equivalent payments received in the 2018 financial year; and • Free and Matching Shares under the all-employee share incentive plan. Chief Executive (Johan Lundgren)1 Below threshold Below threshold 100% 100% £754,000 In line with expectations In line with expectations 32% 30% 38% £2,343,000 Exceeds target Exceeds target 19% 36% 45% £3,931,000 Fixed pay Annual Bonus LTIP (Performance) Chief Financial Officer (Andrew Findlay)2 Below threshold 100% £535,000 In line with expectations 36% 30% 34% £1,473,000 Exceeds target 22% 36% 42% £2,410,000 Fixed pay Annual Bonus LTIP (Performance) (1) Were easyJet’s share price to increase by 50%, Johan Lundgren’s total remuneration would increase to £4,820,000 under an ‘exceeds target’ scenario – driven by the increased value of the LTIP awards (2) Were easyJet’s share price to increase by 50%, Andrew Findlay’s total remuneration would increase to £2,910,000 under an ‘exceeds target’ scenario – driven by the increased value of the LTIP awards The scenarios do not include any dividend assumptions. It should be noted that since the analysis above shows what could be earned by the Executive Directors based on the remuneration policy described above (ignoring the potential impact of share price growth), the numbers will be different to the values included in the table on page 99 detailing what was actually earned by the Executive Directors in relation to the financial year ended 30 September 2018, since these values are based on the actual levels of performance achieved to 30 September 2018 and include the impact of share price growth in relation to share awards. EXECUTIVE DIRECTORS’ TERMS OF EMPLOYMENT The Group’s policy is for Executive Directors to have service contracts which may be terminated with no more than 12 months’ notice from either party. The Executive Directors’ service contracts are available for inspection by shareholders at the Company’s registered office. APPROACH TO LEAVERS If notice is served by either party, the Executive Director can continue to receive basic salary, benefits and pension for the duration of their notice period, during which time the business may require the individual to continue to fulfil their current duties or may assign a period of garden leave. A payment in lieu of notice may be made and, in this event, the Committee’s normal policy is to make the payment in up to 12 monthly instalments which may be reduced if alternative employment is taken up during this period. Bonus payments may be made on a pro-rata basis, but only for the period of time served from the start of the financial year to the date of termination and not for any period in lieu of notice. Any bonus paid would be subject to the normal bonus targets, tested at the end of the financial year. In relation to a termination of employment, the Committee may make any statutory entitlements or payments to settle or compromise claims in connection with a termination of any existing or future Executive Director as necessary. The Committee also retains the discretion to reimburse reasonable legal expenses incurred in relation to a termination of employment and to meet any outplacement costs if deemed necessary. The rules of the Company’s share plans set out what happens to awards if a participant ceases to be an employee or Director of easyJet before the end of the vesting period. Generally, any outstanding share awards will lapse on such cessation, except in certain circumstances. If an Executive Director ceases to be an employee or Director of easyJet as a result of death, injury, retirement, the sale of the business or company that employs the individual, or any other reason at the discretion of the Committee, then they will be treated as a ‘good leaver’ under the relevant plan’s rules. Under the deferred bonus, the shares for a good leaver will normally vest in full on the normal vesting date (or on cessation of employment in the case of death) and if the award is in the form of an option, there is a 12 month window in which the award can be exercised. Awards structured as options which have vested prior to cessation can be exercised within 12 months of cessation of office or employment. www.easyJet.com 95 DIRECTORS’ REMUNERATION REPORT CONTINUED Under the LTIP, a good leaver’s unvested awards will vest (either on the normal vesting date or the relevant date of cessation, as determined by the Committee) subject to achievement of any relevant performance conditions, with a pro-rata reduction to reflect the proportion of the vesting period served. The Committee has the discretion to disapply time pro-rating if it considers it appropriate to do so. A good leaver may exercise their vested awards structured as options for a period of 12 months following the individual’s cessation of office or employment, whereas unvested awards may be exercised within twelve months of vesting. In determining whether an Executive Director should be treated as a good leaver, and the extent to which their award may vest, the Committee will take into account the circumstances of an individual’s departure. In the event of a takeover or winding-up of easyJet plc (which is not part of an internal reorganisation of the easyJet Group, in circumstances where equivalent replacement awards are not granted) all awards will vest subject to, in the case of LTIP awards, the achievement of any relevant performance conditions with a pro-rata reduction to reflect the proportion of the vesting period served. The Committee has discretion to disapply time pro-rating if it considers it appropriate to do so. In the event of a takeover, the Committee may determine, with the agreement of the acquiring company, that awards will be exchanged for equivalent awards in another company. POLICY ON EXTERNAL APPOINTMENTS Executive Directors are permitted to accept appropriate outside Non-Executive Director appointments so long as the overall commitment is compatible with their duties as Executive Directors and is not thought to interfere with the business of the Group. Any fees received in respect of these appointments are retained directly by the relevant Executive Director. APPROACH TO DETERMINING REMUNERATION ON RECRUITMENT Base salary levels will be set in accordance with easyJet’s remuneration policy, taking into account the experience and calibre of the individual. Where it is considered appropriate to offer a lower salary initially, a series of increases to achieve the desired salary positioning may be given over the following few years to reflect progression in the role, subject to individual performance. Benefits will normally be provided in line with those offered to other employees. The Committee may provide an allowance and/or reimbursement of any reasonable expenses in relation to the relocation of an Executive Director. easyJet may also offer a cash amount on recruitment, payment of which may be staggered, to reflect the value of benefits a new recruit may have received from a former employer. Should it be appropriate to recruit a Director from overseas, flexibility is retained to provide benefits that take account of those typically provided in their country of residence (e.g. it may be appropriate to provide benefits that are tailored to the unique circumstances of such an appointment). 96 easyJet plc Annual Report and Accounts 2018 The maximum level of variable pay that may be offered on an ongoing basis and the structure of remuneration will be in accordance with the approved policy detailed above, i.e. at an aggregate maximum of up to 450% of salary (200% annual bonus and 250% Performance Shares under the LTIP), taking into account annual and long-term variable pay. This limit does not include the value of any buy-out arrangements. Any incentive offered above this limit would be contingent on the Company receiving shareholder approval for an amendment to its approved policy. Different performance measures may be set initially for the annual bonus, taking into account the responsibilities of the individual, and the point in the financial year that they joined. LTIP awards can be made shortly following an appointment (assuming the Company is not in a closed period). The above policy applies to both an internal promotion to the Board or an external hire. In the case of an external hire, if it is necessary to buy out incentive pay or benefit arrangements (which would be forfeited on leaving the previous employer), this would be provided for taking into account the form (cash or shares), timing and expected value (i.e. likelihood of meeting any existing performance criteria) of the remuneration being forfeited. Replacement share awards, if used, will be granted using easyJet’s share plans to the extent possible, although awards may also be granted outside these schemes if necessary and as permitted under the Listing Rules. In the case of an internal promotion, any outstanding variable pay awarded in relation to the previous role will be paid according to its terms of grant (adjusted as relevant to take into account the Board appointment). On the appointment of a new Chairman or Non-Executive Director, fees will be set taking into account the experience and calibre of the individual. Where specific cash or share arrangements are delivered to Non-Executive Directors, these will not include share options or other performance- related elements. The Board evaluation and succession planning processes in place are designed to ensure there is the correct balance of skills, experience and knowledge on the Board. The activities of the Nominations Committee overseeing these matters are disclosed in the Nominations Committee report on pages 78 to 79. NON-EXECUTIVE DIRECTOR FEES The Non-Executive Directors receive an annual fee (normally paid in monthly instalments). The fee for the Non-Executive Chairman is set by the Remuneration Committee and the fees for the other Non-Executive Directors are approved by the Board, on the recommendation of the Chairman and Chief Executive. TERMS OF APPOINTMENT OF THE NON-EXECUTIVE DIRECTORS The terms of appointment of the Chairman and the other Non-Executive Directors are recorded in letters of appointment. The required notice from the Company is three months. The Non-Executive Directors are not entitled to any compensation on loss of office. The Non-Executive Directors’ letters of appointment are available for inspection by shareholders at the Company’s registered office. GOVERNANCE Element Fees Purpose and link to strategy To attract and retain a high calibre Chairman, Deputy Chairman and Non-Executive Directors by offering market- competitive fee levels. Operation (including maximum levels where applicable) The Chairman is paid an all-inclusive fee for all Board responsibilities. The other Non-Executive Directors receive a basic Board fee, with supplementary fees payable for additional Board Committee responsibilities. The Chairman and Non-Executive Directors do not participate in any of the Group’s incentive arrangements. Fee levels are reviewed on a regular basis, and may be increased, taking into account factors such as the time commitment of the role and market levels in companies of comparable size and complexity. Flexibility is retained to exceed current fee levels if it is necessary to do so in order to appoint a new Chairman or Non-Executive Director of an appropriate calibre. In exceptional circumstances, if there is a temporary yet material increase in the time commitments for Non-Executive Directors, the Board may pay extra fees to recognise the additional workload. Necessary expenses incurred undertaking Group business will be reimbursed so that the Chairman and Non-Executive Directors are not worse off, on a net of tax basis, as a result of fulfilling Company duties. No other benefits or remuneration are provided to the Chairman or Non-Executive Directors. Annual report on remuneration MEMBERSHIP OF THE REMUNERATION COMMITTEE Members of the Committee serving during the year were: BASE SALARY The current and proposed salaries of the Executive Directors are: • Charles Gurassa (Chair) • Adèle Anderson • Moya Greene DBE • Andy Martin • Julie Southern (joined 1 August 2018). The responsibilities of the Committee are set out in the Corporate Governance section of the Annual Report on page 86. The Chairman and the Chief Executive attend meetings by invitation and assist the Committee in its deliberations as appropriate. The Committee also receives assistance and advice from the Chief Financial Officer, Group People Director and the Group Head of Reward. The Company Secretary & Group General Counsel acts as secretary to the Committee. No Directors are involved in determining their own remuneration. APPLICATION OF THE REMUNERATION POLICY FOR THE 2019 FINANCIAL YEAR There will be no material changes to the remuneration policy or its implementation for the 2019 financial year. easyJet’s remuneration policy has received consistently high levels of investor support in recent years and the Committee considers that it remains aligned with the best practice expectations of institutional investors. 01 January 2019 salary 01 February 2018 salary 01 January 2018 salary Change vs 01 January 2018 Johan Lundgren Andrew Findlay £720,120 £706,000 £740,000 (3%) £510,000 £500,000 £500,000 2% Johan Lundgren’s salary was set at £740,000 from appointment on 1 December 2017, reflecting a market- competitive rate for the role of Chief Executive. However, as disclosed in a Regulatory News Service (RNS) statement dated 29 January 2018, in line with easyJet’s ongoing commitment to equal pay, Johan requested that the Board reduce his base salary to £706,000, in line with the salary paid to his predecessor. Both Executive Directors were offered a salary increase of 2% effective 1 January 2019. For comparison, the typical rate of salary increase to be awarded to employees in Group functions is 1% to 3%. www.easyJet.com 97 DIRECTORS’ REMUNERATION REPORT CONTINUED ANNUAL BONUS IN RESPECT OF PERFORMANCE IN THE 2019 FINANCIAL YEAR The maximum bonus opportunity remains at 200% of salary for the Chief Executive and at 175% for the Chief Financial Officer. The measures have been selected to reflect a range of financial and operational goals that support the key strategic objectives of the Group. The performance measures and weightings will be as follows: As a percentage of maximum bonus opportunity Measure Headline profit before tax at budgeted constant currency On-time performance Customer satisfaction Headline cost per seat excluding fuel at budgeted constant currency Personal and departmental objectives CEO 60% 10% 10% 10% 10% CFO 60% 10% 10% 10% 10% The proposed target levels for the 2019 financial year have been set to be challenging relative to the business plan. The Committee is comfortable that the bonus targets for both Executive Directors are appropriately demanding in light of their respective bonus opportunities. The targets themselves, as they relate to the 2019 financial year, are commercially sensitive. However, retrospective disclosure of the targets and performance against them will be provided in next year’s remuneration report unless they remain commercially sensitive at that time. The safety of our customers and people underpins all of the operational activities of the Group and the bonus plan includes a provision that enables the Remuneration Committee to scale back the bonus awarded in the event that a safety event has occurred, which it considers warrants the use of such discretion. One third of the pre-tax bonus earned will be deferred into shares for a period of three years and will be subject to continued employment. Bonus payments may now be withheld or recovered if, within a period of three years from the date of payment, there is: a case of serious personal misconduct; a misstatement of accounts; an error in calculation of results; an instance of corporate failure; or material damage to the Company’s reputation as a result of a safety event. LTIP AWARDS IN RELATION TO THE 2019 FINANCIAL YEAR We intend to make awards to the Chief Executive of 250% of salary and to the Chief Financial Officer of 200% of salary in respect of the 2019 financial year. As in 2017, awards made in December 2018 will be subject to a combination of headline ROCE, headline EPS and TSR performance measures, reflecting a balance between growth and returns, and aligning with the Group’s strategic priorities over the medium term described on pages 8 to 9. The performance measures and weightings will be as follows: Below threshold (0% vesting) Threshold (25% vesting) On Target (50% vesting) Maximum (100% vesting) 3 year average headline ROCE (40% of total award) 3 year aggregate headline EPS (40% of total award) TSR (20% of total award) <11.0% 11.00% 13.00% 15.00% <383p 383p 414p 446p Below threshold (0% vesting) Threshold (25% vesting)

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