CORPORATE GOVERNANCE

57.60 %

of our private label products have labeling that identifies sustainable attributes; additionally, we achieved 27% coverage of our strategic suppliers with factory audits at the highest levels.

The Footprint Committee of El Puerto de Liverpool, under the supervision of General Management, coordinates the implementation of the sustainability strategy.

Governance Structure and Functions
The Board of Directors of El Puerto de Liverpool is composed of 15 members, consisting of 47% proprietary directors and 53% independent directors. The Board has an average tenure of 16 years, 20% female representation, and an age limit of 71 for annual reelection by the General Assembly. Average attendance at quarterly sessions stands at 85%. The sustainability strategy is coordinated by the “Mesas de La Huella” (Sustainability Committees); a communication protocol has been established through which the CEO is updated on progress quarterly, with an annual report presented to the Board of Directors.

Ethics, Transparency and Compliance
The ethics and compliance strategy is built on integrity and transparency, operating under ESG and anti-corruption internal controls to strengthen stakeholder trust. El Puerto de Liverpool executes a biennial training program on its Code of Conduct and Integrity, underpinned by policies of Zero Tolerance for Corruption, Prevention of Conflicts of Interest, and Anti-Money Laundering.

The governance structure links the Ethics Office with the Ethics Committee and the Audit and Corporate Practices Committee, supported by an anonymous Ethics Line for reporting irregularities. Additionally, the Compliance Program ensures respect for human rights under OECD standards and the SDGs. Finally, ethical controls for the use of Artificial Intelligence were developed in alignment with the ISO 42001 standard, prioritizing risk management and the responsible use of technology, with implementation planned for 2026.

Risk management
El Puerto de Liverpool presented its first progress report on the Comprehensive Risk Management Model (MIGR) for the 2025 fiscal year. Following the established project, this is a standardized system under international best practices (ISO 31000) and technologically enabled in a centralized manner. This has allowed for the transverse identification, evaluation, and monitoring of the business risks set forth in the annual report to the BMV, formally including ESG and climate change risks.

Thanks to this model, the first high-level report on the most relevant risks for El Puerto de Liverpool was presented in 2025 to the Board of Directors and the Integrity and Compliance Committee. Similarly, the Risk Policy has enabled the definition of an evaluation methodology with quantitative and qualitative acceptance thresholds, strictly aligned with the business’s risk appetite and tolerance levels.

For 2026, this model will allow us to monitor the robustness of controls appropriate for risk management through the deployment of various action plans, including annual training and communication campaigns for key teams to consolidate a culture of prevention within the Company. Finally, the MIGR contemplates alignment with IFRS S1 and S2 standards, which will strengthen our narratives and the accreditation of the respective materiality. Through the MIGR, El Puerto de Liverpool reaffirms its capacity to transform challenges into competitive advantages, consolidating sustainable, orderly growth with a forward-looking vision that guarantees business continuity in a dynamic global environment.

Finally, the MIGR contemplates alignment with IFRS S1 and S2 standards, which will strengthen our reporting narratives and the accreditation of the respective materiality. Through the MIGR, El Puerto de Liverpool reaffirms its capacity to transform challenges into competitive advantages, consolidating sustainable, orderly growth with a forward-looking vision that ensures business continuity in a dynamic global environment.

50%

post-consumer (PCR) material in our fabric tote bags and garment bags at Liverpool and Suburbia.

Responsible Purchasing
This supplier management model is grounded in strict adherence to nine ethical pillars: freedom of employment, prohibition of child labor, health and safety, environmental protection, living wage, regulated working hours, non-discrimination, formal labor, and humane treatment. It consolidates a resilient value chain aligned with the highest international standards, such as SEDEX, AMFORI, and WRAP. By classifying findings by severity and requiring remediation plans within a maximum of 30 days, the organization ensures that any critical risk maintains strict oversight 365 days a year, ensuring continuous and verifiable improvement across every operational link.

Under an unwavering zero-tolerance policy, practices such as child or forced labor result in the immediate and irreversible termination of the commercial relationship, reaffirming that ethics are non-negotiable for the Group. Through these actions, El Puerto de Liverpool transcends regulatory compliance to lead a deep transformation within the sector, protecting its reputation and the integrity of thousands of employees. Consequently, the Company projects itself toward the future as a benchmark for corporate integrity, where commercial success and social well-being advance with equal resolve.

Supplier Development
El Puerto de Liverpool drives the professionalization of its value chain through a strategic training program that trained 89 SME private-label suppliers in the most recent cycle. This initiative is deployed across five specialized modules focused on Sustainability, Diversity, and Inclusion, ensuring that the Company’s standards of excellence are integrated into the operations of national producers. Through this tactical support and continuous evaluations, the Group reaffirms its commitment to developing a more conscious and competitive business culture in Mexico.

Data Governance
At El Puerto de Liverpool, information security is a strategic pillar that guarantees business continuity and the integrity of our most valuable asset: our customers’ data. Guided by a strategy authorized by the CEO, we execute a Comprehensive Annual Security Program (CSA Program) designed to mitigate operational risks and ensure regulatory compliance in a complex digital environment. Our defense infrastructure is distinguished by:

Continuous Identification and Adaptation: Our approach to identifying vulnerabilities consists of periodic validations of security controls through penetration testing (pentests) and attack simulations. This allows us to proactively adapt to trends, emerging risks, and new threats.

World-Class Compliance: We align our operations with international frameworks (ISO, NIST, CIS, SAMM) and current legislation (LFPDPPP). We stand out as pioneers in Mexico by obtaining PCI-DSS 4.0.1 certification for card-present transactions.

Security by Design: Under the principle of “Security by Design,” we integrate critical controls at every stage of development and throughout our supply chain, rigorously evaluating suppliers and technologies.

Prevention Culture: We strengthen our posture through continuous training programs for employees and constant validations, including pentesting and simulations of emerging threats.

This proactive approach not only protects our reputation, but also strengthens our resilience and competitiveness, ensuring a safe shopping experience.

Innovation in Sustainable Products and Packaging
This product and packaging management model consolidates the Omnichannel Alignment of Sustainable Product (AOPS), integrating international standards such as USCTP (U.S. Cotton Trust Protocol) and BCI (Better Cotton Initiative) to guarantee responsible consumption across all sales channels. A fundamental milestone in 2025 was obtaining the first FSC (Forest Stewardship Council) license, which ensures that private-label materials come from responsibly managed forests and optimizes the environmental performance of the Comprehensive Sustainable Packaging System.

The circular economy strategy is realized with 100% of private-label footwear boxes being certified, the use of 100% recycled material in kraft bags, and 50% post-consumer recycled (PCR) material in fabric packaging. These advancements, along with the expansion of the packaging recovery program to 61 Liverpool stores, successfully close the product life cycle nationwide. We continue to evolve so that every delivery reflects our commitment to the planet.

Responsible Food Management
At El Puerto de Liverpool, our Restaurant and Gourmet Experience operations integrate social impact with operational excellence. In 2025, this vision was consolidated through a historic donation of 2.4 million pesos in food surpluses via “Al Rescate por México” and the “Productos con Causa” program, which allocates 10% of sweet bread profits to social benefits. This commitment extends to responsible consumption through the use of cage-free eggs in 91.8% of our locations and the replacement of plastics with biopolymers in home delivery services. Finally, the “Distintivo H” certification in 100% of our establishments safeguards this management, guaranteeing the highest standards of safety and reaffirming that our technical quality is inseparable from our service ethics.

Financial Access
At El Puerto de Liverpool, we drive financial inclusion by facilitating credit access through a comprehensive offering that includes the Departmental Card, the LPC Card with multi-establishment acceptance, and the Guaranteed Card, designed to build or improve credit history. This flexibility extends to Suburbia with its own Departmental Card, the VISA Card, and the “Mini Pagos” credit, ensuring accessibility solutions for customers at various stages of their financial lives.

We reinforce this ecosystem with the Financial Education Program of the Liverpool Virtual University (UVL), which offers 100% scholarships, practical tools for savings management, and informative capsules for informed decision-making. By integrating training as a strategic pillar, we strengthen the resilience of our community and reaffirm that our growth goes hand in hand with the development of those who trust us.