PUBLISHED DATE: 2025-08-25 02:07:48

Section 172 Statement

From the perspective of the Board, the matters for which it is responsible have been considered to an appropriate extent, and the directors have acted in a way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole. This is in accordance with the stakeholders and matters set out under Section 172 of the Companies Act 2006, in the decisions taken during the year ended 31 December 2022.

Strategy, Purpose, Culture and Values

As the digital transformation hub of Publicis Groupe, Publicis Sapient helps organizations build the capabilities they need to not only meet but exceed customer expectations—thereby setting a new standard for every other customer-facing entity. We create value for our clients’ customers at speed and at scale.

With digital in our DNA, what sets us apart is how we bring our capabilities together, making the whole greater than the sum of its parts. Rather than being strategy-first, consulting-first, systems integration-first, or outsourcing-first, we bring all of our capabilities together in service of the customer.

We bring a start-up mindset and agile methods to both established companies and the public sector. This unlocks value in ways that delight their customers and improve their operational effectiveness. Our approach to transformation is grounded in a view of both the company and the customers. We’ve created a unique fusion of strategy, consulting, experience, and engineering with a culture of problem-solving creativity.

Each of our Publicis Sapient core values—engaging with openness, inclusive collaboration, a learning mindset, partnering for client impact, and embracing the future—serves as a guiding star, directing us to be our most impactful selves, both in working together and with our clients. Our core values help us to live our purpose: to help people thrive in the brave pursuit of the next. Our core behaviours are how we make choices and take actions that enable our core values.

Our strategy and culture are aligned with that of our ultimate parent company, Publicis Groupe S.A. (Groupe). Our go-to-market strategy for the reported year was to continue presenting our ‘Power of One’ model to clients, which places all of the talent within our agencies at the service of our clients, building bespoke teams to support their marketing and digital business transformation initiatives.

2022 was marked by a series of significant events, including the reduction in restrictions of the Covid-19 pandemic, the war in Ukraine, and high price inflation, which have affected consumer purchasing power. Additionally, a spate of climate-related disasters, such as fires, floods, and droughts, along with a decline in biodiversity, has further compounded this challenging economic and social context. Despite these challenges, many companies and activities have benefited from the post-pandemic economic rebound. The digitisation of companies and organisations has continued to accelerate, and consumers have regained certain habits while adopting new ones, particularly in the realm of e-commerce. Groupe and the Company have been able to stay abreast of these developments by capturing the evolution of customer spending towards first-party data management, increasingly targeted media, and the creation of client-specific ecosystems.

To help our employees navigate the cost of living crisis and rising inflation, we implemented several measures: enhanced our free breakfast every day offering, free lunch once a week, a pinboard on Marcel called 'The Drop' where employees can swap or borrow items, and a dedicated cost of living page on Marcel called 'Groupe Living' containing useful information, tips, and money-saving hacks, as well as financial well-being webinars, financial planning, and guidance.

The DEI team finalised an important project around the internal policies of Publicis UK Life Stage Policies. Publicis Groupe UK received the Advertising Association DEI (Diversity, Equity & Inclusion) award Charter, illustrating our commitment to DE&I and the progress made in recent years.

Groupe launched the #WorkingWithCancer initiative, which aims to eradicate the stigma of cancer in the workplace by supporting employees concerned or whose relatives are affected by the disease. Working with organisations and charities (such as Macmillan Cancer) to support the initiative, it creates a cross-industry coalition, to allow wide rallying companies to #WorkingWithCancer pledge and advocacy.

The Board recognises the importance of having the right corporate culture, which is essential for achieving our strategic goals in the right way and long-term success, while looking after the best interests of our stakeholders.

How Stakeholder Interests Are Considered

The directors fulfil their duties partly through a governance framework that delegates day-to-day decision-making to senior management and employees of the Company. Action is taken to ensure stakeholder interests are embedded within the culture and operating model of the business by various means. The Chief Executive Officer and/or Senior Management is a member of the board of directors of the Company and has oversight over the strategic activities delegated to employees, and provides regular updates to the other directors.

As part of their induction, all directors are briefed on their duties and they can access professional advice on these, either from the Company Secretary or, if they judge it necessary, from an independent adviser. Directors must fully adhere to the Groupe code of ethics ("JANUS"). Updated in May 2022, Janus provides a clear set of Publicis Groupe values and principles. A defined set of internal policies, procedures, and processes framework takes into account stakeholder interests. As part of this process, they must declare any potential conflicts of interest annually.

For further details of JANUS, the group structure, and our corporate culture, please see: https://www.publicisgroupe.com/en/the-groupe/corporate-social-responsibility/csr-strategy.

Our Stakeholders

The Company is committed to being a responsible business. Our behaviour is aligned with the expectations of our people, clients, investors, communities, and society as a whole, and we are aware that this is important for the long-term success of the Company:

  1. Our People

    At the heart of our services are our people. We create an environment where employees are equipped and motivated to take control of their health, and can bring their whole selves to work. Diversity and inclusion are deeply rooted in our strategy and recruitment policy, which brings through a diverse range of talent crucial in communication and advertising. For our business to succeed, it is vital that we understand our employees' values and what drives them. We aim to manage our people's performance and development and encourage employees to discuss training proposals with their managers, whilst ensuring we operate as efficiently as possible. This is fundamental to the long-term success of the business. We also ensure we share common values that inform and guide our behaviour, so that we achieve our goals in the right way.

    Engagement: The Company has a well-developed structure through which it engages with its employees. We communicate our core values, policies, and processes to all our employees via JANUS and our detailed employee handbook and company intranet. Our dedicated qualified Talent Teams are on hand to ensure compliance with JANUS and all local applicable employment laws and are a point of contact for employees to raise queries, concerns, and provide feedback on any employment matters. This helps us to make improvements to our processes.

    In addition to a Reporting Concerns Policy, a Groupe centralised whistleblowing mechanism is operational and is designed to receive and handle internal or external reported concerns. Reported concerns are managed by the Groupe Secretary General and are systematically followed up, with complete confidentiality and protection for whistleblowers. Also in place is an independent whistleblowing service provider, where employees can report concerns confidentially.

    A new Reporting Ethics Concerns training was launched on the Groupe Marcel platform. Training reminds employees how easy it is to report a concern confidentially, in any language, and without fear of retaliation. We are continuously working on wide collaborative projects relating to recruitment, career development, and equal pay.

    Mental health and well-being of all our employees is at the heart of everything we do. This is achieved by the implementation, continued promotion, and support of initiatives, aligned with a feedback culture through listening exercises, engagement surveys, and focus groups. In line with our commitment to supporting the mental well-being of our employees, Groupe UK has implemented (and continues to support) a range of initiatives and programs. These include:

    • Internal Surveys: Post Covid-19 pandemic and during the economic hardship, two internal surveys dedicated to employee well-being to monitor the evolution of employee morale, needs, and requirements are undertaken. Employees gave their views on our strategic direction, the impact of recent transactions in the business, and confidence in their leaders. The results of the surveys continue to shape future business decisions where internal culture is at the heart of discussions, so that employees' wellbeing is supported.
    • Headline: Aims to increase awareness, destigmatise, and provide employees with the tools and skills to take control of their own wellbeing. Headline helps to organise activities for employees and has dedicated, trained mental health ambassadors available to all employees. It provides varied and informative sessions, from yoga sessions to nutrition talks and even laughing workshops to promote wellness.
    • Mental Health First Aiders: Trained 119 employees as Mental Health First Aiders (with Mental Health First Aid England), and 15 of them received more specific training in suicide prevention.
    • Help@Hand: Provides employees free direct access to medical experts such as remote GP, mental health support, medical second opinions, life and financial support in one place via an app. Employees also have access to the Aviva Wellbeing application providing access to health professionals.
    • Ask-Me-Anything (AMA): Events are designed to provide an opportunity for leaders from across the Groupe to answer employee questions, share their insights and advice. In 2022, AMA hosted a series of events, with over 10,000 participants. These events have been instrumental in fuelling the growth journey of our employees.
    • Marcel Mentors: Groupe collaborated with people development experts Guider to create the Marcel Mentors UK program, which allows employees to become mentors or mentees, or both, through the Guider platform. The program aims to drive development, achieve goals, and develop professional skill sets while giving back to the larger Groupe community.

    We are committed to providing our employees with the tools, resources, and support necessary to succeed and grow both personally and professionally. Through a variety of initiatives, we strive to foster a culture of inclusivity, diversity, and equity that empowers individuals from all backgrounds to achieve their full potential. We implemented a range of employee initiatives (and continue to promote current initiatives) that represent the interests of employees. These include:

    • Career Conversations: Our Career Conversations process is designed to focus on more meaningful conversations throughout the year and maximise personal development opportunities with Objectives & Key Results (OKRs) for our senior leaders and Catch Ups for employees. These performance and development conversations help to ensure employees and managers are clear on priorities, growth, and ongoing feedback.
    • Life Stage Policies: We are committed to creating a working environment where anyone can thrive wherever they come from, and whatever they are going through, by introducing policies and training in support of menopause, disability, and trans inclusion. Groupe UK continues its commitment to being a family-friendly organisation supporting employees balancing family life and career, and has introduced family-friendly policies, covering pregnancy/maternity, paternity/second parent, shared parental leave, adoption, surrogacy, pregnancy loss, and fertility.
    • Agile, flexible working practices.
    • Publicis e-Learning: The employee training and career development platform.
    • UNUM Lifeworks: Has a free 24/7 crisis support hotline to offer professional emotional support to individuals dealing with the unfolding events in Ukraine.

    Employee Action Groups (EAGs) provide a platform for individuals to join together around common interests, backgrounds, or demographic factors to help build an engaging and inclusive work environment for all.

    • VivaWomen: Publicis network for women and their allies. Exists to inspire and empower women to achieve their potential at Publicis Groupe around four pillars: Mentoring, Professional Development, Leadership, and Work/Life Integration.
    • Egalite: Publicis network for LGBTQ+ employees and their allies. The group is committed to enhancing the company's reputation as an employer of choice for LGBTQ+ employees and their allies by promoting equality and inclusivity in the workplace, through education, advocacy, community outreach, and business development. Helping to develop leaders who can elevate our clients' brands within the hearts and minds of the LGBTQ+ community.
    • Embrace: Open to all and advocates for People of Colour (PoC) and their allies. The group is committed to supporting the unique issues and challenges facing PoC and their allies, and to foster a more informed and inclusive community. It creates events for people of all backgrounds to foster a culture of diversity and opportunity to learn about the experience of others. Embrace aims to help steer Publicis Groupe to become a reflection of the brands and communities we serve.
    • Enable: Established to enable colleagues with a disability (visible and invisible) to thrive within Publicis Groupe UK, and to attract, support, and retain more disabled talent into the business. We do this by championing the needs of colleagues with disabilities and promoting dialogue and action to foster a more disability-confident culture.
    • Learning & Development UK (L&D): Established to create a learning culture, to connect the dots and the Power of One, to inspire and embrace the new world of work and diverse workers, and to grow employees, our clients, and the business.
    • Open Up: A series of workshops to help support colleagues at different levels of the organisation to embed inclusion into everything that we do. Each aspect of the programme is practical, research-based, and covers a wide range of Diversity, Equity, and Inclusion (DEI).
    • Diversity, Equity & Inclusion (DEI): Inclusion @ Publicis Groupe UK is a dedicated resource to provide important information on all aspects of employee work on diversity and inclusion—including (but not limited to) policies and procedures, values and behaviours, employee benefits, key initiatives, EAGs, as well as highlighting important awareness days and events for all UK Groupe employees.
      • Several programs were rolled out in 2022, such as setting up Ecumenical rooms in a few buildings and rest rooms. A series of webinars addressing professional and personal topics allowed employees to discuss topics (such as multicultural intelligence, understanding people with neurodiversity disorder, understanding microaggressions, fighting against all forms of racism, men and patriarchy, and self-confidence) with experts.
      • The DEI team orchestrated various actions throughout the year such as Race Equality Week, National Inclusion Week, women's rights, and a strong action in favour of the fight against stereotypes around menopause with Break the Bias on Menopause. These activities were deployed with the support of expert organisations such as Stonewall's Global Diversity Champions program and its sessions on mobilising allies around LGBTQ+ people, the Business Disability Forum, and the Black British Network, Catalyst.

    Two new EAGs groups have been created: Divergent Minds, around people who are different in terms of neurodiversity, and Ecological, in order to accelerate changes in practices to limit environmental impacts.

    Various meetings and events were held during the year for our employees, driven by senior management (on a global and local level), including:

    • Employee representative forums where employees are encouraged to put forward their comments, questions, and ideas about the business to their representatives (from across the business);
    • Town Hall Meetings—held regularly for all employees to learn more about key achievements;
    • Company social events and various fundraising events.

    These meetings were an opportunity for employees to engage with each other or to provide feedback to senior management to help improve our processes, and for senior management to listen to employee concerns and inform them of any key strategic changes and transactions happening in the Company. Employees are consulted regularly on a wide range of matters affecting their current and future interests.

    We use various other methods to engage and communicate with our employees, including:

    • Regular email updates, notifications, and announcements from business leads;
    • Quarterly business updates from our CEO and other key executives;
    • Communication from other leadership team members on business changes and ad-hoc matters;
    • Regular capability group and industry team meetings and webinars;
    • Quarterly industry webinars.
  2. Business Relationships (Our Clients and Suppliers)

    a. Clients

    Our strategic game changers accelerate marketing and business transformation for our clients. Our client strategy prioritises growth, driven by responsible marketing, which is at the core of what we want for our clients’ brands and products. We also need to respond to consumers’ expectations about climate change and our social impact, as this is driving consumer choice. Data protection is another vital requirement, as we need to keep consumers’ trust in our digital world; citizens-consumers need to keep their freedom to share data or not, and their ability to express their choices. This all ensures we are bringing new clients into the Groupe and maintaining strong client relationships.

    Engagement: We engage with our clients on a regular basis. We set up and communicate key performance indicators (KPIs) with our clients from the outset and have regular meetings with the clients to discuss their needs, progress with the monthly KPIs, and any concerns or feedback.

    We operate in a way that allows us to stay close to our clients, and actively seek feedback to build relationships and inform them of ongoing improvements. We have fully dedicated client teams that have increased engagement with clients throughout the year, in order to gain insight from clients to assist with innovation and improvements in our processes. For further details of how we work with our clients, please see: https://www.publicisgroupe.com/en/the-groupe/corporate-social-responsibility/csr-strategy.

    b. Suppliers

    In line with our current strategy, we practice responsible procurement. We value all of our suppliers and create and maintain relationships to ensure that they are compliant with applicable law and our processes. We aim to ensure all suppliers are paid promptly.

    Engagement: We communicate our core values, policies, and processes to all our suppliers via our supplier code of conduct, which they must all adhere to. We engage with key suppliers on a regular basis through our dedicated financial operations and procurement teams who have regular calls with major suppliers (dependent on their classification, i.e., business critical or high revenue) to discuss payment concerns and provide feedback. We have in place a vendor management system (RVIC), where suppliers can raise queries and complaints, helping to make adjustments to our payment processes, and we continue to engage with our platform users and monitor supplier satisfaction.

    On a Groupe level, we carry out a CSR assessment program (using the EcoVadis platform) for our main providers, and from 2020 this was extended to local providers through a proprietary tool called PASS (Publicis Groupe Platform for Providers for a (self) Assessment on Sustainability in the Supply-chain). For further details of how we work with our suppliers, please see our modern slavery statement and supplier code of conduct: https://www.publicissapient.com/legal.

  3. Wider Society

    a. Community

    Corporate social responsibility continues to remain an integral part of the Company’s business and long-term strategic aspirations. What we believe in inspires what we support. Climate change is the shift for the future and is starting now, and we all need to reduce our impact on the environment, without exception. Our approach, which prioritises corporate social responsibility specific to the environment and communities in which we work, is set out in JANUS, communicated, and embedded within the business as part of our group’s overarching strategic objectives.

    The Company's approach is to use our position of strength to create positive change for the people and communities with which we interact. We want to leverage our expertise and enable colleagues to support the communities around us and as such have collaborated with various charities and foundations.

    Engagement: The Company's approach is to use our position of strength to create positive change for the people and communities with which we interact. We want to leverage our expertise and enable colleagues to support the communities around us. We encourage our employees to volunteer (through paid leave) for local projects to support the communities in which they live and work, and have in the past raised donations for various charitable causes.

    The Company regularly participates in CSR projects with its long-term charity partner 'First Love Foundation'—helping London boroughs in crisis.

    b. Environment

    We carry out multiple activities to improve the overall environmental conditions of our office building by cutting down the amount of waste produced by recycling used water and recycling 98% of waste. We have installed PV solar panels, which store solar energy, and are currently using heat from the earth to heat the building, thereby being more energy efficient.

    We have installed a building management system to monitor energy usage and temperature control at our main site, as well as programmable lighting systems (including PIR) to reduce usage at non-occupied times, and LED lights in 100% of areas.

    We also encourage our key suppliers to sign up to our group CSR Procurement Guidelines, and their actions and commitment to CSR are tracked through the Ecovadis platform. Only suppliers who have conducted the self-assessment may progress to the next step, which is the selection process. For further information on our commitment to corporate social responsibility and details of how we interact with communities and the environment, please see: https://www.publicisgroupe.com/en/the-groupe/corporate-social-responsibility/csr-strategy.

  4. Shareholders

    The Board is committed to openly engaging with our shareholders, as we recognise the importance of a continuing effective dialogue with all shareholders. It is important to us that shareholders understand our strategy and objectives.

    The board, throughout the year, reviews the stakeholder interests set out in s.172 by information provided from the Company Secretary and senior management, who have direct engagement with the stakeholders. This year, the board has reviewed and approved reports, policies, and processes on gender gap reporting, modern slavery and human trafficking, and payment practices, which affect the interests of various stakeholders (including employees and suppliers). For further details on these policies, please see: https://www.publicissapient.com/legal.

    The board recognises the need to review and challenge regularly the identity of our stakeholders as it makes decisions, as well as how we can improve engagement. This is something we will continue to review throughout 2023.