Audited financial statements for the year ended 31 december 2025

Nestlé Nigeria Plc

Annual Report

For the year ended 31 December 2025

Directors' and Other Corporate Information 3

Result at a Glance 4

Directors' Report 5-13

Statement of Corporate Responsibility for the Financial Statements 14

Statement of Directors' Responsibilities in Relation to the Preparation of Financial Statements 15

Statutory Audit Committee Report 16

Management's Certification of Internal Control Over Financial Reporting 17-18

Management's Report on the Assessment of Internal Control Over Financial Reporting 19

Independent Auditor's Attestation Report on Management's Assessment of Internal Control over

Financial Reporting

20-21

Independent Auditor's Report 22-26

Statement of Profit or Loss 27

Statement of Other Comprehensive Income 28

Statement of Financial Position 29

Statement of Changes in Equity 30

Statement of Cash Flows 31

Notes to the Financial Statements 32-87

Other National Disclosures:

Value Added Statement 89

Five-Year Financial Summary 90

Mr.Wassim Elhusseini (Lebanese) Managing Director/Chief Executive Officer Mr. Namit Mishra (Indian) Up to 31/01/2026 Finance & Control Director

Mr. Josue Mbassi (Cameroonian) From 01/02/2026 Finance & Control Director Mrs. Kemisola Ajasa Executive Director

Mr. Mauricio Alarcón (Mexican) Up to 30/06/2025 Non-Executive Director Mr. Samer Chedid ( Canadian) From 01/07/2025 Non-Executive Director Mr. Martin Kruegel (German) Non-Executive Director

Dr. Juliet Ehimuan Independent Non-Executive Director

Mrs. Adebisi Lamikanra Independent Non-Executive Director

Mrs. Maryam Aliko Mohammed Independent Non-Executive Director

Ilupeju, Lagos

Tel: 01 - 2798184, 2798188, 2790707

274 Murtala Muhammed Way Alagomeji, Yaba, Lagos

Tel: 01- 5803369, 5451399, 5803367

10th & 13th Floors, UBA House 57 Marina

Lagos, Nigeria

Tel: +234(1)6314500

1. Financial Statements

   The directors present their annual report on the affairs of Nestlé Nigeria Plc ("the Company") for the year ended 31 December 2025 together with the financial statements and auditor's report thereon.

2. Principal Activities

   The principal activities of the Company continue to be the manufacturing, marketing and distribution of food products including purified water throughout the country. The Company also exports some of its products to other countries within and outside Africa.

3. Operating Results

   The following is a summary of the Company's operating results:

   	2025	2024	Change %
   In thousands of naira
   Revenue	1,207,773,081	958,814,739	26%
   Results from operating activities	225,382,678	167,876,262	34%
   Profit /(loss) before income tax	166,846,778	(221,588,549)	175%
   Profit /(loss) after income tax	104,966,001	(164,595,022)	164%
   Total comprehensive profit /(loss) for the year, net of tax	104,966,001	(14,557,657)	821%

4. Dividend

   No interim or final dividend was declared for the year 2025 financial year (2024: Nil).

5. Directors and Their Interests

   1. The directors who served during the year and their interests in the shares of the Company at the year end were as follows:

      Interest in the Ordinary Shares of the Company

      		2025		2024
      Mr. Gbenga Oyebode	- Chairman	Nil		Nil
      Mr. Wassim Elhusseini (Lebanese)	- MD/CEO	Nil		Nil
      Mr. Namit Mishra (Indian)	Up to 31/01/2026	Nil		Nil
      Mr. Josue Mbassi (Cameroonian)	From 01/02/2026	Nil		Nil
      Mrs. Kemisola Ajasa		Nil		Nil
      Mr. Mauricio Alarcón (Mexican)	Up to 30/06/2025	Nil		Nil
      Mr. Samer Chedid (Canadian)	From 01/07/2025	Nil		Nil
      Mr. Martin Kruegel (German)		Nil		Nil
      Dr. Juliet Ehimuan		2,146		2,146
      Mrs. Adebisi Lamikanra		Nil		Nil
      Mrs. Maryam Aliko Mohammed		Nil		Nil

      No share of the Company were held by Nestlé S.A. Switzerland and Societe Des Produits Nestlé S.A as indirect holding in favor of Directors.

   2. Mr. Gbenga Oyebode is the Chairman of CFAO Nigeria Plc, one of our vehicle suppliers. Mrs. Adebisi Lamikanra is a director in Standard Chartered Bank Limited, Dr Juliet Ehimuan is a director of Zenith Bank Plc,and Mrs. Maryam Aliko Mohammed is a director of Stanbic IBTC. All these three banks are our bankers. In accordance with Section 303 of the Companies and Allied Matters Act, 2020, they have notified the Company of their position with CFAO Nigeria Plc, Standard Chartered Bank Limited, Zenith Bank Plc, and Stanbic IBTC respectively.

      Directors' Report-Continued

   3. No share options were granted to the Directors by Nestlé Nigeria Plc. However, Nestlé S. A.Switzerland, the ultimate parent company has a share based payment scheme offered to certain key management personnel including certain directors of the Company. Information relating to this share based payment scheme is disclosed in Note 22(a)(iii) to the financial statements.

6. Records of Directors' Attendance

   Further to the provisions of Section 284(2) of the Companies and Allied Matters Act, 2020, the Record of Directors'

   Attendance at Board Meetings held in 2025 will be available at the Annual General Meeting for inspection.

7. Analysis of Shareholdings as at 31 December 2025

   			Number of shareholders	%	Number of shares	%
   1	-	5000	34,987	92.46	21,078,484	2.66
   5001	-	10000	1,470	3.88	10,100,625	1.27
   10001	-	50000	1,122	2.97	22,021,481	2.78
   50001	-	100000	107	0.28	7,448,782	0.94
   100001	-	500000	108	0.29	22,008,512	2.78
   500001	-	1000000	22	0.06	15,491,120	1.95
   1000001	-	5000000	16	0.04	32,903,345	4.15
   5000001	-	10000000	3	0.01	20,895,824	2.64
   10000001	-	50000000	3	0.01	79,427,773	10.02
   			37,838	100.00	231,375,946	29.19
   Societe Des Produits Nestlé S.A			1	0.00	561,280,306	70.81
   			37,839	100.00	792,656,252	100.00

   Apart from Societe Des Produits Nestlé S.A, Switzerland with 561,280,306 ordinary shares (representing 70.81%), no other shareholder held 5% or more of the paid-up capital of the Company as at 31 December 2025.

   We hereby confirm that the free float of the Company is in compliance with The Nigerian Exchange Group's free float requirements of the Main Board on which the shares of Nestlé Nigeria Plc are listed.

   There were no contraventions of the capital market regulations in the year under review.

   Substantial shareholder
   Shareholder	Units held	Percentage
   Societe Des Produits Nestle S.A	561,280,306	70.81

8. Property, plant and equipment

   Information relating to changes in property, plant and equipment is disclosed in Note 15 to the financial statements. In the opinion of the Directors, the market value of the Company's property, plant and equipment is not less than the carrying value shown in the financial statements.

9. Donations

   The value of gifts and donations made by the Company during the year amounted to N678,464,000 (2024: N287,215,000 ) and analysed as follows:

   	2025		2024
   In thousands of naira
   Nestle community water projects,school projects and scholarship scheme	158,126		66,472
   Nestle for healthier kids	50,738		10,181
   Rural Women Empowerment Project	21,923		13,802
   Nigerian Economic Summit Group	4,655		15,000
   Product Donations (including Nestle Cares Orphanage Outreach)	78,935		5,125
   Technical Training Centers (TTCs)	364,087		176,635
   	678,464		287,215

   Directors' Report-Continued

   9 Donations (continued)

   In compliance with Section 43(2) of the Companies and Allied Matters Act, 2020, the Company did not make any donation or gift to any political party, political association or for any political purpose during the year.

   In addition to the above mentioned donations, the Company continued with its strong focus on creating shared values initiatives. Nestlé Nigeria invested in technical and employability skills building for youth and in building the capacity of farmers to increase their productivity and income. The Company also worked alongside partners to improve the household nutrition of local farmers through trainings in grains quality improvement and food transformation/preservation techniques.

10. Nestlé Nigeria Trust (CPFA) Limited ("NNTL")

    Nestlé Nigeria Trust (CPFA) Limited ('NNTL') previously called Nestlé Nigeria Provident Fund Limited, was incorporated by the Company and is a duly registered Closed Pension Fund Administrator whose sole activity is the administration of the pension and defined contribution gratuity scheme for employees of Nestlé Nigeria Plc.

11. Local Sourcing of Raw and Packaging Materials

    On a continuing basis, the Company explores the use of local raw materials such as salt, sugar, soya bean, maize, cocoa, palm olein, sorghum, cassava, corn starch, and packaging materials (Laminate,case coregated, resin, monofilm) in its production processes and included in a number of its products.

12. Major Distributors

    The company's products are distributed through various distributors that are spread across the whole country.

13. Suppliers

    The company procures all of its raw materials on a commercial basis from overseas and local suppliers. Amongst the overseas suppliers are companies in the Nestlé Group.

14. General Licence Agreement

    The company has a general licence agreement with Société des Produits Nestlé S.A., Switzerland. Under the agreement, technological, scientific and professional assistance are provided for the manufacture, marketing, quality control and packaging of the Company's products, development of new products and training of personnel abroad. Access is also provided to the use of patents, brands, inventions and know-how.

    The company obtained the approval of the National Office for Technology Acquisition and Promotion (NOTAP) with certificate No. CR 008318 for the remittance of General Licence Fees to Société des Produits Nestlé S.A., Switzerland. The approval is for a period of three (3) years with effect from 1st January 2024 to 31st December 2026.

15. Acquisition of Own Shares

    The company did not purchase any of its own shares during the year ended 31 December 2025 (2024:Nil).

16. Employment and Employees

    1. Employment of physically challenged persons:

       It is the policy of the Company that there is no discrimination in considering applications for employment including those of physically challenged persons. The Company had 11 (Dec 2024:14) physically challenged persons in its employment as at 31 December 2025.

       All employees whether physically challenged or not are given equal opportunities to develop their expertise and knowledge and qualify for promotion in furtherance of their careers. In the event of members of staff becoming physically challenged, every effort is made to ensure that their employment with the Company continues and that appropriate training is arranged. It is the policy of the Company that training, career development and promotion of physically challenged persons should, as far as possible, be identical with that of other employees.

    2. Health and safety at work and welfare of employees

       The company invests its resources to ensure that hygiene on its premises is of the highest standard. In this regard, the Company has, on three occasions, won the Manufacturers' Association of Nigeria's award for the best kept factory and on three occasions won the Federal Environmental Protection Agency's environmental performance award as the most environment-friendly company in Nigeria.

       Directors' Report-Continued

       1. Health and safety at work and welfare of employees (continued)

          The company operates its own clinics which provide quick health care to its employees. In pursuit of efforts to improve health infrastructure and enhance the quality of care for the employees, the company has built an ultra modern clinic at Agbara factory. The clinic which is fully equipped with state-of-the-art medical facilities consists of three consulting rooms, one pharmacy, one laboratory and two observation rooms, amongst others. The modernization of the medical facilities by the Company is in line with Nestlé Corporate Business Principles of promoting safe and healthy work environment for the employee.

          The company caters for the recreational needs of its employees by providing them with a wellness center and other

          games facilities such as Table Tennis, Draughts, etc. Lunch is provided to staff in the Company's canteen.

       2. Employees involvement and training

       The company places considerable value on the involvement of its employees and has continued the practice of keeping them informed on matters affecting them as employees and on various factors affecting the performance of the Company. Employee representatives are consulted regularly on a wide range of matters affecting their current and future interests.

       Circulars and newsletters on significant corporate issues are published. Regular briefing sessions are also held at corporate and operational levels to enhance exchange of information.

       Management, professional and technical expertise are the Company's major assets. The company continues to invest in developing such skills. The company has in-house training facilities, complemented, when and where necessary, with external and overseas training for its employees. This has broadened opportunities for career development within the organisation.

       The Nestlé Technical Training Center (NTTC) is a multi-skill engineering training program which runs for a period of 18 months. The content of the course is based on the syllabus of City and Guilds of London Technicians Examinations Certificates in Engineering, one of the world's leading vocational education organizations.

       As of December 2025, a total of 289 individuals have successfully completed the program at our Technical Trainee Centers located in Agbara, Abaji, and Flowergate factories since 2011. The training expenses for all batches of graduates were fully covered by our company. In 2025, 60 more trainees graduated from Agbara,Flowergate and Abaji Centers (20 persons per location). The 20 trainees from Agbara center graduated in June and were offered full time employment in July 2025 while the 40 from Flowergate and Abaji centers who completed their programmes in December 2025 resumed as full-time employees effective January 2026. In line with our agreement with the Switzerland embassy, the top five (5) trainees were increased to seven (7) this year, participated in an 8-week internship program at our Group's factories in Switzerland from October 6, 2025 to November, 27 2025. The 7 trainees consist of the best 5 graduating trainees from Batch 8 in Agbara Center and top 2 trainees from Batch 4 in Abaji Center. As part of our strategic approach to developing a strong talent pipeline, our company has provided full-time employment to a total of 281 graduates of NTTC so far. However, there are eight (8) graduates from the program who have secured full-time employment with other organizations.

       Currently, there are a total of 20 trainees enrolled in Agbara center with 40 more which commenced their trainings in Abaji, and Flowergate centers effective January 2026.

       The breakdown of the beneficiaries of the NTTC is as follows:

       Directors' Report-Continued

       (c ) Employees involvement and training (continued)

       BATCH NO.	YEAR OF GRADUATION	SITE	NO. ADMITTED	NO. OF GRADUATES		NO. EMPLOYED BY NESTLE	NO. EMPLOYED BY EXTERNAL PARTY
       1	2013	AGBARA	16	13		9	4
       2	2015		16	14		12	2
       3	2017		20	20		20	0
       4	2019		20	20		20	0
       5	2021		20	20		20	0
       6	2022		20	20		19	1
       7A	2023		20	20		20	0
       7B	2024		10	10		10	0
       8	2025		20	20		20	N/A
       9	2025		20	Still in session		N/A	N/A
       Total - Agbara			182	157		150	7
       1	2024	FLOWERGATE	20	20		20	0
       2	2025		20	20		Resumed Janaury 2026	N/A
       Total - Flowergate			40	40		20	0
       1	2019	ABAJI	12	12		11	1
       2	2021		20	20		20	0
       3	2023		20	20		20	0
       4	2024		20	20		20	0
       5	2025		20	20		N/A	N/A
       Total - Abaji			92	92		71	1
       GRAND TOTAL			314	289		241	8

17. Composition of Board Committees

    The Nomination, Governance and Remuneration Committee is made up of three (3) directors appointed to make recommendations on the structure and composition of the Board and its Committees; governance issues and to submit proposals on the salaries of executive directors to the Board for approval. The members of the Committee are Mr. Mauricio AlarcÓn (up to 30 June,2025), Mr Samer Chedid (from 1 July,2025), Mr. Martin Kruegel and Dr. Juliet Ehimuan.

18. Audit Committee

    In accordance with section 404 of the Companies and Allied Matters Act, 2020, members of the audit committee of the Company were elected at the Annual General Meeting held on 28 May 2025. Members that served on the audit committee during the year comprise:

    Mr. Matthew Akinlade (Chairman) Shareholders' Representative

    Alhaji Kazeem Owonikoko Bello Shareholders' Representative

    Mr. Christopher Nwaguru Shareholders' Representative

    Mrs. Adebisi Lamikanra Directors' Representative

    Mrs. Maryam Aliko Mohammed Directors' Representative

19. Board Audit and Risk Management Committee

    The Committee is to assist the Board in its oversight of audit, risk profile, risk management framework and the risk reward strategy. The Committee is to carry out periodic review of changes in the economic and business environment, including emerging trends and other factors relevant to the Company's risk profile. The members of the Committee are Dr. Juliet Ehimuan, Mrs. Adebisi Lamikanra and Mrs. Maryam Aliko Mohammed.

    Directors' Report-Continued
20. Effectiveness of Internal Control System

    The board is responsible for maintaining a sound system of internal control to safeguard shareholders' investment and the assets of the Company. The system of internal control is to provide reasonable assurance against material misstatement, prevent and detect fraud and other irregularities.

    There is an effective internal control and audit function within the Company which gives reasonable assurance against any material misstatement or loss. The responsibilities include oversight functions of internal audit and control risk assessment and compliance, continuity and contingency planning, and formalisation and improvement of the Company's business processes.

21. Disclosures

    1. Borrowings and Maturity Dates

       The details of the borrowings and maturity dates are stated in Note 23 to the financial statements.

    2. Risk Management and Compliance System

       The directors are responsible for the total process of risk management as well as expressing their opinion on the effectiveness of the process. The risk management framework is integrated into the day-to-day operations of the business and provides guidelines and standards for administering the acceptance and on-going management of key risks such as operational, reputational, financial, market, technology and compliance risk. The directors are of the view that effective internal audit function exists in the Company and that risk management control and compliance systems are operating efficiently and effectively in all respects.

       The company has a structured Risk Management process in place and undertakes at least annually a thorough Risk Assessment covering all aspects of the business. The risk assessment is based on the two criteria "Business Impact" and "Likelihood of Occurrence". For every identified Business risk, mitigating measures are implemented by the Company.

    3. Sustainability Initiatives

       The company pays adequate attention to the interest of its stakeholders such as its employees, host community, the consumers and the general public. Also, the Company is sensitive to Nigerian's social and cultural diversity and promotes as much as possible national interests as well as national ethos and values without compromising global aspirations where applicable. The company has a culture of integrity and zero tolerance to corruption and corrupt practices.

    4. Related Party Transactions

       The company has contractual relationship with related companies in the ordinary course of business. In addition, the Company (and other operating companies of Nestlé in Central and West Africa) executed a Shared Services Agreement with Nestlé Central and West Africa Limited. The purpose of the agreement is to ensure the provision of common operational shared services to all members of the Nestlé Group of companies operating within the Central and West Africa Region, which each member company had previously provided to itself on standalone basis with the attendant duplication of functions, resources and costs. The allocation of the costs to each company is based on Activity Based Costing.

22. Report on Social, Ethical, Safety, Health and Environmental Policies and Practices

    Corporate Business Principles

    Nestlé is a principle-based company, the Nestlé Corporate Business Principles (NCBP) form the foundation of all we do. NCBP consists of ten principles these are:

    1. Nutrition, Health and Wellness

       We encourage Health and Wellness of our employees via Work-Life Balance, provision of gym and other recreational facilities on our premises, provision of baby room, extended maternity leave that is not annual leave consuming and paternity leave.

    2. Quality Assurance and Product Safety

       Everywhere in the world, the Nestlé name guarantees to the consumer that the product is safe and of high standard.

    3. We are committed to responsible, reliable consumer communication that empowers consumers to exercise their right to informed choice and promotes healthier diets. We respect consumer privacy.

       Directors' Report-Continued

       1. Report on Social, Ethical, Safety, Health and Environmental Policies and Practices (continued)

    4. Human Rights in Our Business Activities

       We fully support the United Nations Global Compact's (UNGC) guiding principles on human rights and labour and aim to provide an example of good human rights and labour practices throughout our business activities.

    5. Leadership and Personal Responsibility

       Our success is based on our people. We treat each other with respect and dignity and expect everyone to promote a sense of personal responsibility. We recruit competent and motivated people who respect our values. We provide equal opportunities for our employees' development and advancement. We protect our employees' privacy and do not tolerate any form of harassment or discrimination.

       The long-term success of the Company depends on its capacity to attract, retain and develop employees able to ensure its growth on a continuing basis. We provide equal opportunity in our resourcing drive. The Nestlé policy is to hire staff with personal attitudes and professional skills enabling them to develop a long-term relationship with the Company.

    6. Safety and Health at Work

       We are committed to preventing accidents, injuries and illness related to work, and to protect employees, contractors and others involved along the value chain. We recognise and require that everyone plays an active role in providing a safe and healthy environment, and promote awareness and knowledge of safety and health to employees, contractors and other people related to or impacted by our business activities by setting high standards.

       We have Clinics in our Factories, Distribution Centre and Head Office. The Clinics at the factories operate 24 hours service. Also we have Hospitals listed on retainer basis with the Company for our employees and their family use. Efforts are being made by the Management and the Safety, Health and Environment Officers at the various sites to avoid industrial accidents through increased training on safety to both staff and contractors. The target of the Company is to ensure that there is no major accident.

       We provide basic HIV/AIDS training to our employees. Also, we provide training and basic information to staff on prevention and treatment of serious diseases. On periodic basis, we invite medical experts and health institutions to make available free screening exercise to enable employees know their status in respect of serious diseases and provide the treatment required. We do not discriminate against or disengage any employee on the basis of his or her HIV/AIDS status. The Company makes the above facilities available to staff through the retained clinics.

    7. Supplier and Customer Relations

       We require our suppliers, agents, subcontractors and their employees to demonstrate honesty, integrity and fairness, and to adhere to our non-negotiable standards. In the same way, we are committed to our own customers.

    8. Agriculture and rural development

       We contribute to improvements in agricultural production, the social and economic status of farmers, rural communities and in production systems to make them more environmentally sustainable.

    9. Environmental sustainability

       We commit ourselves to environmentally sustainable business practices. At all stages of the product life cycle, we strive to use natural resources efficiently, favour the use of sustainably-managed renewable resources and target zero waste.

    10. Water

        We are committed to the sustainable use of water and continuous improvement in water management. We recognise that the world faces a growing water challenge and that responsible management of the world's resources by all water users is an absolute necessity.

        Directors' Report-Continued
        1. Number, diversity, training initiatives and development of employees

           As of 31 December 2025, the staff strength of the Company was 2,603 (Dec 2024: 2,565). Our employees are made up of 2,227 males and 376 females from different parts of the country. Every employee is given equal opportunity for promotion purely on the basis of merit. We provide both experienced based learning and classroom trainings in Nigeria and overseas.

           Presently, we have 28 (Dec 2024: 26) of our staff on overseas' assignments in Ghana, Cote D' Ivoire, Cameroon, Switzerland, Angola and South Africa in order to give them the required exposure to enable them take up higher responsibilities

        2. Bribery and corruption

           We condemn any form of bribery and corruption. Our employees must never, directly or through intermediaries, offer or promise any personal or improper financial or other advantage in order to obtain or retain a business or other advantage from a third party, whether public or private. Nor must they accept any such advantage in return for any preferential treatment of a third party. Moreover, employees must refrain from any activity or behavior that could give rise to the appearance or suspicion of such conduct or the attempt thereof.

        3. Insider Trading

           The directors of the Company and senior employees who are in possession of price sensitive information are prohibited from dealing with the shares of the Company in accordance with the provisions of the Investments & Securities Act 2025 and the Listing Rules of the Nigerian Exchange Group. As required by law, the shares held by directors are disclosed in the annual report. Our Company has securities trading policy applicable and circulated to directors, insiders, external advisers and all employees that may at any time possess any inside or material information about our Company. The securities trading policy is also available on the website of the Company.

           Our Company has adopted a code of conduct regarding securities transaction by the directors on terms no less exacting than the required standard set out in the Listing Rules of the Nigerian Exchange Group. The Company has made specific enquiry of all directors whether they have complied with the required standard set out in the listing rules and the Company's code of conduct regarding securities transactions by directors and the Company is not aware of any noncompliance.

        4. Remuneration of Managers of the Company required to be disclosed by the Companies and Allied Matters Act, 2020 (CAMA)

           Section 238 of CAMA provides that the disclosure of the remuneration of the managers of a company should be an item under the ordinary business at an annual general meeting. Based on the definition of "manager" in the Companies Regulations 2021, we hereby disclose that the total remuneration of the nineteen (19) management staff (including the current and past executive directors) of the Company for the year ended 31 December 2025 is N4.847 billion (2024: N4.301billion)

        5. Notable awards received in 2025

           Nestlé Nigeria received multiple awards from esteemed organizations in recognition of her exceptional performance across various business metrics including people practices, food security, sustainability, diversity and inclusion, and Creating Shared Value Initiatives.The awards include:

           1. HR OSCARS Best Practices Award by the Chartered Institute of Personnel Management of Nigeria (CIPMN)

              • Winner of HR Inclusion Award in the Private Sector

        2 The Sustainability, Enterprise and Responsibility Awards (The SERAS)

        • Best Company in Food Security

        1. Nigerian Employers Consultative Association (NECA) Employers Excellence Awards 2024

           • Winner, Technical Skills Development Project (TSDP)

        Directors' Report-Continued
        1. Notable awards received in 2025 (Continued)

           1. HR Expo Africa Work Festival 2025

              • Winner, Excellence in Employee Wellbeing

           2. 2025 HR Oscars

              • HR Inclusion Award

           3. HR Excellence Awards 2025

              • HR Best Practice Award 2025

              • Workplace Culture Excellence 2025

           4. Lagos State Fire and Rescue Service

              • Compliant Firm 2025

           5. CSR Reporters

              • Youth Development Initiative of the Year

              • Sustainability Company of the Year 2025

           6. Industrial Training Fund

              • Best Organization in SIWES Activities for Year 2024 within the Isolo Area

        2. Auditor

        Messrs Ernst & Young (EY) acted as the Company's independence auditor during the financial year ended 31 December 2025. The independence auditor's report was signed by Babayomi Ajijola, a partner in the firm, with Financial Reporting Council (FRC) membership number FRC/2013/PRO/ICAN/004/00000001196

        Messrs Ernst & Young (EY) have expressed their willingness to continue in office as the Company's auditor in accordance with Section 401(2) of the Companies and Allied Matters Act, 2020.

        BY ORDER OF THE BOARD
        
        

        Bode Ayeku, FCIS

        Company Secretary/Legal Adviser FRC/2012/PRO/NBA/002/00000000637

        22-24, Industrial Avenue Ilupeju,

        Lagos.

23. February,2026

Certification Pursuant to Section 405(1) of Companies and Allied Matter Act, 2020

We the undersigned hereby certify the following with regards to our Audited Financial Statements for the year ended 31 December 2025 that:

1. We have reviewed the report;

   To the best of our knowledge, the report does not contain:

   • any untrue statement of a material fact,or

   • omit to state a material fact, which would make the statements misleading in the light of circumstances under which such statements were made:

2. To the best of our knowledge, the financial statements and other financial information included in this report fairly present in all material respects the financial condition and results of operation of the Company as of, and for the periods presented in this report.

3. We:

   • are responsible for establishing and maintaining internal controls.

   • have designed such internal controls to ensure that material information relating to the Companyand its consolidated subsidiaries is made known to such officers by others within those entities particularly during the period in which the periodic reports are being prepared;

   • have evaluated the effectiveness of the Company's internal controls over the financial reporting as of date within 90 days prior to the to the reports;

   • have presented in the report our conclusions about the effectiveness of our internal controls based on our evaluation as of that date;

4. We have disclosed to the auditors of the Company and Audit Committee:

   • All significant deficiencies in the design or operation of internal controls which would adversely affect the Company's ability to record, process, summarize and report financial data and have identified for the Company's auditors any material weakness in internal controls, and

   • Any fraud, whether or not material, that involves management or other employees who have significant role in the

     Company's internal controls;

     
     
     
     
     
     
     

     We have identified in the report whether or not there were significant changes in internal controls or other factors that could significantly affect internal controls subsequent to the date of our evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

     Gbenga Oyebode (Chairman)	Wassim Elhusseini (Managing Director)	Sylvester Umoru (Chief Accountant)
     FRC/2013/PRO/NBA/004/00000002546	FRC/2020/PRO/DIR/003/00000022041	FRC/2026/PRO/ICAN/004/447549

     Statement of Directors' Responsibilities in relation to the preparation of the financial statements

     The directors of Nestlé Nigeria Plc are responsible for the preparation of the financial statements that give a true and fair view of the financial position of the Company as at 31 December 2025, and the results of its operations, cash flows and changes in equity for the year ended, in compliance with IFRS Accounting standard as issued by the international Accounting Standards Board,and in a manner required by Financial Reporting Council of Nigeria (Amendment) Act, 2023 and the provision of the Companies And Allied Matter Act, 2020.

     In preparing the financial statements, the Directors are responsible for:

   • properly selecting and applying accounting policies;

   • presenting information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

   • providing additional disclosures when compliance with the specific requirements in IFRS are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Company's financial position and financial performance; and

   • making an assessment of the Company's ability to continue as a going concern.

     The directors are responsible for:

     designing, implementing and maintaining an effective and sound system of internal controls throughout the

   • Company;

   • maintaining adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company, and which enable them to ensure that the financial statements of the Company comply with IFRS;

   • maintaining statutory records in compliance with the legislation of Nigeria and IFRS;

   • taking such steps as are reasonably available to them to safeguard the assets of the Company; and

   • preventing and detecting fraud and other irregularities.

The directors have made an assessment of the Company's ability to continue as a going concern and have no reason to believe the Company will not remain a going concern in the year ahead.

The financial statements of the Company for the year ended 31 December, 2025 were approved by the Directors on 23rd February, 2026.

SIGNED ON BEHALF OF THE BOARD OF DIRECTORS BY:

Nestlé Nigeria PLC (RC 6540) 22-24, INDUSTRIAL AVENUE, ILUPEJU TELEPHONES: 01- 2798184, 01-4607688

REPORT TO THE MEMBERS OF NESTLÉ NIGERIA PLC STATUTORY AUDIT COMMITTEE REPORT

In accordance with the provisions of Section 404(7) of the Companies and Allied Matters Act, 2020, we confirm that we have carried out our statutory functions under the Act and have examined the independent Auditor's Report for the year ended 31 December 2025 and hereby state as follows:

1. The scope and planning of the audit are adequate.

2. The accounting and reporting policies of the Company conform with the statutory requirements and agreed ethical practices.

3. The internal control was being constantly and effectively monitored.

4. We have reviewed the Auditor's findings on management matters and are satisfied with the

   management responses thereon.

5. We have made recommendations to the Board with regard to the Auditors' report and remuneration of the external auditors of the Company.

We have obtained all the information and explanations we required.

We acknowledge the cooperation of the independent Auditor, Messrs. Ernst & Young (Chartered Accountants), Management and staff of the Company in performing our duties.

Dated this 23rd day of February 2026 Lagos, Nigeria

Matthew Akinlade Chairman, Audit Committee.

FRC/2013/PRO/ICAN/001/00000002111

Members of the Audit Committee:

Mr. M. Akinlade (Chairman) Mr. C. Nwaguru (Member) Alhaji K. O. Bello (Member) Mrs. A. Lamikanra (Member)

Mrs. M. A. Mohammed (Member)

Management's Certification of Internal Control Over Financial Reporting

I, Wassim Elhusseini, the Managing Director of Nestle Nigeria Plc, certify that:

1. I have reviewed this Management's Report on the Assessment of Internal Control Over Financial Reporting of

   Nestle Nigeria Plc;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

4. I:

   1. am responsible for establishing and maintaining internal controls;

   2. have designed such internal controls and procedures, or caused such internal controls and procedures to be designed under our supervision, to ensure that material information relating to the company, is made known to us by others, particularly during the period in which this report is being prepared;

   3. have designed such internal control system, or caused such internal control system to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

   4. have evaluated the effectiveness of the company's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period covered by this report based on such evaluation.

5. I have disclosed, based on our most recent evaluation of internal control system, to the company's auditors and the audit committee of the Company's board of directors:

   1. There were no significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to adversely affect the company's ability to record, process, summarize and report financial information; and

   2. There were no fraud, whether or not material, that involves management or other employees who have a significant role in the company's internal control system.

6. I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.

Dated this 23rd day of February 2026

Wassim Elhusseini (Managing Director)

FRC/2020/PRO/DIR/003/00000022041

Management's Certification of Internal Control Over Financial Reporting

I, Sylvester Umoru, the Chief Accountant of Nestle Nigeria Plc, certify that:

1. I have reviewed this Management's Report on the Assessment of Internal Control Over Financial Reporting of

   Nestle Nigeria Plc;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

4. I:

   1. am responsible for establishing and maintaining internal controls;

   2. have designed such internal controls and procedures, or caused such internal controls and procedures to be designed under our supervision, to ensure that material information relating to the company, is made known to us by others, particularly during the period in which this report is being prepared;

   3. have designed such internal control system, or caused such internal control system to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

   4. have evaluated the effectiveness of the company's internal controls and procedures as of a date within 90 days prior to the report and presented in this report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period covered by this report based on such evaluation.

5. I have disclosed, based on our most recent evaluation of internal control system, to the company's auditors and the audit committee of the Company's board of directors:

   1. There were no significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to adversely affect the company's ability to record, process, summarize and report financial information; and

   2. There were no fraud, whether or not material, that involves management or other employees who have a significant role in the company's internal control system.

6. I have identified, in the report whether or not there were significant changes in internal controls or other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to significant deficiencies and material weaknesses.

Dated this 23rd day of February 2026

Sylvester Umoru (Chief Accountant)

FRC/2026/PRO/ICAN/004/447549

Management's Report on the Assessment of

Internal Control Over Financial Reporting

Management of Nestlé Nigeria Plc ("Nestlé" or the "Company") is responsible for establishing and maintaining an adequate system of internal control over financial reporting, including safeguarding of assets against unauthorized acquisition, use or disposition. This system is designed to provide reasonable assurance to management and the board of directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Nestlé's system of internal control over financial reporting is supported with written policies and procedures, contains self-monitoring mechanisms, and is audited by the internal audit function. Appropriate actions are taken by management to correct deficiencies as they are identified. All internal control systems have inherent limitations, including the possibility of circumvention and overriding of controls, and, therefore, can provide only reasonable assurance as to the reliability of financial statement preparation and such asset safeguarding.

Management has assessed the effectiveness of its internal control over financial reporting as of 31 December 2025. In making this assessment, management used the COSO 2013 "Internal Control - Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, management believes that, as of 31 December 2025, the Company's internal control over financial reporting is designed and operating effectively. Additionally, based upon management's assessment, the Company determined that there were no material weaknesses in its internal control over financial reporting as of 31 December 2025.

The attestation report of Messrs Ernst and Young Nigeria that audited the financial statements is included as part of this annual report.

Dated this 23rd day of February 2026

Wassim Elhusseini Sylvester Umoru

(Managing Director) (Chief Accountant)

FRC/2020/PRO/DIR/003/00000022041 FRC/2026/PRO/ICAN/004/447549

Ernst & Young

10th Floor UBA House 57, Marina

P.O. Box 2442, Marina Lagos, Nigeria

Tel: +234 (01) 63 14500

Fax: +234 (01) 463 0481

Email: services@ng.ey.com https://www.ey.com

Independent Auditor's Attestation Report on Management's Assessment of Internal Control over Financial Reporting

To the members of Nestlé Nigeria Plc

We have been engaged by Nestlé Nigeria Plc to perform a 'limited assurance engagement', based on International Standards on Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, herein referred to as the engagement, to report on Nestlé Nigeria Plc Internal Control over Financial Reporting (ICFR) (the "Subject Matter") contained in the Company's Management's Assessment on Internal Control over Financial Reporting as of 31 December 2025 (the "Report").

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that:

1. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

2. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

3. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In designing, establishing and operating the Internal Control over Financial Reporting (ICFR) and preparing the Management's assessment of the Internal Control over Financial Reporting (ICFR), Nestlé Nigeria Plc applied the requirements of Internal Control-Integrated Framework (2013) of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting (Criteria). Such Criteria were specifically designed to enable organizations effectively and efficiently develop systems of internal control that adapt to changing business and operating environments, mitigate risks to acceptable levels, and support sound decision making and governance of the organization; As a result, the subject matter information may not be suitable for another purpose.

Nestlé Nigeria Plc's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Nestlé Nigeria Plc's management's assessment of the Internal Control over Financial reporting as of 31 December 2025 in accordance with the criteria.

Our responsibility is to express a conclusion on the design and operating effectiveness of the Internal Control over Financial Reporting based on our Assurance engagement.

We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, those standards require that we plan and perform our engagement to obtain limited assurance on the entity's internal control over financial reporting based on our assurance engagement.

We have maintained our independence and confirm that we have met the requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants (IESBA code) and have the required competencies and experience to conduct this assurance engagement.

We also apply International Standard on Quality Management 1, Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, which requires that we design, implement, and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

The procedures we performed included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our engagement also included performing such other procedures as we considered necessary in the circumstances. We believe the procedures performed provides a basis for our report on the internal control put in place by management over financial reporting.

The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have obtained had a reasonable assurance engagement been performed.

In conclusion, nothing has come to our attention to indicate that the internal control over financial reporting put in place by management is not adequate as of 31 December 2025, based on the requirements of Committee of Sponsoring Organizations of the Treadway Commission (COSO) Framework and SEC Guidance on Management Report on Internal Control Over Financial Reporting.

We also have audited, in accordance with the International Standards on Auditing, the financial statements for the year ended 31 December 2025 of Nestlé Nigeria Plc and we expressed an unmodified opinion in our Auditor's report dated 24 February 2026. Our conclusion is not modified is respect of this matter.

--------------------------------

Babayomi Ajijola

FRC/2013/PRO/ICAN/004/00000001196

For: Ernst & Young Lagos, Nigeria.

24 February 2026.

Ernst & Young 10th & 13th Floor UBA House Marina

P.O. Box 2442 Marina Lagos

Tel: +234 (01) 631 4500

Fax: +234 (01) 463 0481

Email: services@ng.ey.com https://www.ey.com

Independent Auditor's Report

To the Members of Nestlé Nigeria Plc

Report on the Audit of the Financial Statements

We have audited the financial statements of Nestlé Nigeria Plc ('the Company'), which comprise the statement of financial position as at 31 December 2025, and the statement of profit or loss, statement of other comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of Nestlé Nigeria Plc as at 31 December 2025, and its financial performance and cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023.

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code) as applicable to audits of financial statements of public interest entities, together with the ethical requirements that are relevant to our audit of the financial statements in Nigeria, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.

The Directors are responsible for the other information. The other information comprises the information included in the document titled "Nestlé Nigeria Plc Annual Report for the year ended 31 December 2025", which includes the Report of the Directors, Corporate Information, Statement of Corporate Responsibility for the Financial Statements, Statement of Directors' Responsibilities in Relation to the Preparation of the Financial Statements, Management's Report on the Effectiveness of Internal Control over Financial Reporting, Certification of Management's Assessment of Internal Control over Financial Reporting, and Other National Disclosures which we obtained prior to the date of this report. The other information does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon as part of this opinion.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

The Directors are responsible for the preparation and fair presentation of the financial statements in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board, the provisions of the Companies and Allied Matters Act, 2020 and in compliance with the Financial Reporting Council of Nigeria (Amendment) Act, 2023, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.

• Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

  We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may

  reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

  From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

  Report on Other Legal and Regulatory Requirements

  In accordance with the requirement of the Fifth Schedule of the Companies and Allied Matters Act, 2020, we confirm that:

• We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purpose of our audit;

• In our opinion, proper books of account have been kept by the Company, in so far as it appears from our examination of those books; and

• The Company's statement of financial position and statement of profit or loss, and statement of other comprehensive income, are in agreement with the books of account.

In accordance with the requirements of the Financial Reporting Council of Nigeria (FRC) Guidance on Assurance Engagement Report on Internal Control over Financial Reporting:

We performed a limited assurance engagement and reported on management's assessment of the Company's internal control over financial reporting as of 31 December 2025. The work performed was done in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information ('ISAE 3000 (Revised)') and FRC Guidance on Assurance Engagement Report on Internal Control over Financial Reporting, and we have issued an unmodified conclusion in our report dated 24 February 2026.

……………………………………

Babayomi Ajijola

FRC/2013/PRO/ICAN/004/00000001196

For: Ernst & Young Lagos, Nigeria

24 February 2026

The accompanying notes to the financial statements form an integral part of these financial statements.

The accompanying notes to the financial statements form an integral part of these financial statements.

The financial statements were approved by the Board of Directors on 23 February 2026 and signed on its behalf by:

Gbenga Oyebode

(Chairman) FRC/2013/PRO/NBA/004/00000002546

Wassim Elhusseini

(Managing Director)

FRC/2020/PRO/DIR/003/00000022041

Sylvester Umoru

(Chief Accountant) FRC/2026/PRO/ICAN/004/447549

The accompanying notes to the financial statements form an integral part of these financial statements.

Nestlé Nigeria Plc Annual Report for the year ended 31 December 2025

Statement of Changes in Equity

For the year ended 31 December 2025

In thousands of naira

Attributable to equity holders of the company

Share Capital Share

Premium

Share based Payment Reserve

Revaluation Reserve

Accumulated Loss

Total equity

The accompanying notes to the financial statements form an integral part of these financial statements.

30