Woolworths : Modern Slavery Statement 2023

2023

Modern Slavery Statement

Accelerating for change

WOOLWORTHS GROUP LIMITED

ABN 88 000 014 675

Contents

SECTION 1
Introduction and progress	1
against commitments
SECTION 2
Our Group structure	2
SECTION 2.1
Human Rights
Program governance	4
and ways of working
SECTION 3
Identifying and taking
action to address	6
modern slavery risks
SECTION 3.1
Our operations	7
SECTION 3.2
Our supply chain	10
SECTION 4
Grievance and	24
remediation
SECTION 5
Assessing the
effectiveness	26
of our actions
SECTION 6
Engaging with entities	28
across the Group
Partnerships	32
Progress against
objectives and our	34
plans for F24

Acknowledgement of Country

Woolworths Group acknowledges the many Traditional Owners of the lands on which we operate, and pay our respects to their Elders past

and present. We recognise their strengths and enduring connection to lands, waters and skies as the Custodians of the oldest continuing cultures on the planet.

We remain committed to actively contributing to Australia's reconciliation journey through listening and learning, empowering more diverse voices and working together for a better tomorrow. Woolworths Group reaffirms our support for the Uluru Statement from the Heart, and its calls for

a First Nations Voice to Parliament enshrined in the Constitution.

Statement on reporting entities

Woolworths Group Limited (ACN: 000 014 675) is an Australian public

company listed on the Australian Securities Exchange (ASX: WOW).

The company is registered at 1 Woolworths Way Bella Vista NSW, Australia. This Statement has been published in accordance with the Modern Slavery Act 2018 (Cth) (MSA or Act). It identifies the steps Woolworths Group Limited and its controlled entities (including the reporting entities listed on pages 2-3) (together, for the purposes of this Statement, 'Woolworths Group' or 'Group') took to identify, assess, mitigate and remediate modern slavery risks in its operations and supply chain during year ending 25 June 2023 (F23). Woolworths Group Limited makes this joint Modern Slavery Statement (Statement) on behalf of itself and the reporting entities listed on pages 2-3(other than PFD and Quantium who will lodge their own statements for F23). All amounts are expressed in Australian dollars unless another currency is indicated. This report contains forward looking statements. Please read our disclaimer

on page 2 of the 2023 Sustainability Reportfor more information.

Mandatory reporting criteria of the Modern Slavery Act

This Statement was prepared to meet the mandatory reporting criteria set out under the Modern Slavery Act 2018 (Cth). The table below identifies where each criterion of the Act is disclosed within sections of this Statement.

	REFERENCE IN
MSA CRITERIA	THIS STATEMENT
Identify the reporting entity	Inside Front Cover
Describe the reporting entity's structure, operations and	Pages 2 to 3, 7, 9, 13, 21
supply chains
Describe the risks of modern slavery practices in the operations	Pages 6 to 23
and supply chains of the reporting entity and any entities it owns
or controls
Describe the actions taken by the reporting entity and any entity	Pages 4 to 5, 7 to 25
it owns or controls to assess and address those risks, including
due diligence and remediation processes
Describe how the reporting entity assesses the effectiveness	Pages 26 to 27
of these actions
Describe the process of consultation with any entities that the	Pages 28 to 31
reporting entity owns or controls (a joint statement must also
describe consultation with the entity giving the statement)
Provide any other relevant information	Pages 1, 32 to 34

CEO Report

Scaling our contribution

F23 was the midpoint in the delivery of our 2025 Sustainability Plan, which includes a commitment to build sustainable human rights outcomes through multi-stakeholder partnerships, underpinned by our purpose of creating better experiences together for a better tomorrow.

This year we focused on further enhancing our strategic partnerships in an effort to scale our contribution and take a leadership role in the movement to end modern slavery. Woolworths Group assumed the role of global retail Co-Chair of the Consumer Goods Forum's Human Rights Coalition, with a transparent agenda to increase the spotlight on responsible recruitment practices in the Asia Pacific region. We also worked to embed our collaboration with the Retail Supply Chain Alliance (RSCA) through co-hosting worker forums in Swan Hill and in Bundaberg to engage migrant workers

in our fruit and vegetable supply chain.

Remediation for impacted workers remains core to our program. Last year we agreed a plan with a Malaysian supplier to remediate the first identified case of modern slavery in our supply chain. It was important we maintained momentum and this year ~$734,000 was returned to 230 migrant workers from Nepal, Bangladesh and Myanmar to remediate a situation of forced labour. A remaining ~$3,300 was donated to our Malaysian NGO partner after three repatriated workers could not be located. This process has been verified by an independent third party. Woolworths Group and our suppliers are just two stakeholders in the recruitment supply chain. Experts in responsible recruitment and human rights defenders identify that risks

can reside and originate outside of our direct control in networks of labour recruiters. This year Woolworths Group partnered with the Fair Hiring Initiative to commence a proof of concept to verify the practices of five labour hire providers in Nepal, in an attempt to begin to address one of the root causes of debt bondage.

Closer to home, we commenced similar initiatives in our Australian horticulture supply chain; this includes a proof of concept verification of labour hire providers, rollout of worker voice initiatives to increase insights directly from workers in our supply chain, and the development and distribution

of guidance material to assist suppliers to meet the requirements of our Responsible Sourcing Program. As we accelerate towards the delivery of our 2025 Sustainability Plan we remain focused on integrating

a rights-respecting culture into the way we go about our business every day.

This Statement was approved by the Woolworths Group Board on 22 August 2023 on behalf of all reporting entities covered by this Statement.

Brad Banducci

CHIEF EXECUTIVE OFFICER

Key progress in F23

• Remediated the first identified case of modern slavery in our supply chain by verifying the return of ~$734,000 in recruitment fees to ~98% impacted workers
• Strengthened our response to address the root causes of modern slavery by launching two pilots in Nepal and Australia to verify labour hire providers
• Delivered our Responsible Recruitment Addendum in Malaysia and launched in Thailand
• Identified tuna and prawns as the highest risk seafood categories, and commenced due diligence at lower supply chain tiers
• Improved the visibility of cotton sourcing with strategic suppliers
  in Bangladesh
• Developed a due diligence strategy for our logistics business, Primary Connect
• Developed a Mergers and Acquisitions Human Rights Framework
  to assess and mitigate human rights risks
  in new businesses

1

Modern SlaveryWoolworths Group

Statement 2023

Section 1

Section 2

Section 3

Section 4

Section 5

Section 6

2

Our Group structure

Woolworths Group is a food and everyday needs business that includes some of Australia and New Zealand's most trusted retail brands, unified

by our purpose of creating better experiences together for a better tomorrow. Woolworths Group is the parent entity, with other subsidiary reporting entities. Details of each reporting entity covered by this Statement and a description of their overall activities and key brands are set out below.

Woolworths Retail

Woolworths Retail is the Group's cornerstone food retail businesses located in Australia and New Zealand comprising of over 1,000 supermarkets and Metro Food Stores and complementary business to consumer (B2C) eCommerce channels.

Reporting Entities

Woolworths Group Limited	(ACN 000 014 675)
Drumstar Pty Ltd	(ACN 085 415 032)
Woolworths (South Australia) Pty Limited	(ACN 007 873 118)
Leasehold Investments Pty Ltd	(ACN 009 237 932)
Progressive Enterprises Holdings Limited	(ACN 113 919 878)

Woolworths Food Company

Woolworths Food Company (WFC) comprises the development of the Group's own brand and exclusive products; Australian food wholesale and distribution businesses, including Australian Grocery Wholesalers and Statewide Independent Wholesalers. Also includes the red meat business, Greenstock, and the food service business, PFD.

Reporting Entities

Woolworths Group Limited	(ACN 000 014 675)
PFD Food Services Pty Ltd	(ACN 006 972 381) 2
Statewide Independent Wholesalers Limited	(ACN 009 519 546)	1,3
Woolworths (Victoria) Pty Limited	(ACN 004 177 155)

• Controlled, but not wholly owned, entity of Woolworths Group Limited.

• Controlled, but not wholly owned, entity of Woolworths Group Limited, to lodge its own Modern Slavery Statement for F23.
  3 Statewide Independent Wholesalers Limited registered office is 8 Translink Avenue, Western Junction TAS 7212.

Everyday Rewards

Everyday Rewards comprises Woolworths Group's loyalty, subscription and service businesses.

Reporting Entities

Woolworths Group Limited

(ACN 000 014 675)

BIG W and Specialty (W Living)

• Living comprises the Group's non-food retail businesses, including discount general merchandise retailer, BIG W, and online businesses Pet Culture and Healthylife.

Reporting Entities

Woolworths Group Limited

(ACN 000 014 675)

Retail Business Platforms

Retail Business Platforms comprises the Group's supply chain business, Primary Connect, format and development arm, Woolworths360,

and property and construction business, Fabcot. It also includes the Group's digital, technology and analytics enabled businesses and platforms.

Reporting Entities

Woolworths Group Limited	(ACN 000 014 675)
Fabcot Pty Ltd	(ACN 002 960 983)
The Quantium Group Holdings Pty Limited	(ACN 121 842 957) 2,4
The Quantium Group Pty Limited	(ACN 102 444 253) 2,4
Cartology Pty Limited	(ACN 009 671 149)
Woolworths Group Payments Pty Limited	(ACN 646 516 001)
Wpay Pty Limited	(ACN 646 547 908)

• Quantium Group Holdings Limited and The Quantium Group Pty Ltd registered office is Bay 12, 2 Locomotive Street, Eveleigh NSW 2015. Except as described in footnotes 3 and 4, the registered office of each of the reporting entities within Woolworths Group is 1 Woolworths Way, Bella Vista NSW 2153.

3

Modern SlaveryWoolworths Group

Statement 2023

Section 1

Section 2

Section 3

Section 4

Section 5

Section 6

4

Governance

Human Rights Program governance and ways of working

Our Human Rights Program framework

5

Woolworths Group

Modern Slavery Statement

Our Human Rights Program is the way we manage risks to people, including modern slavery and broader worker rights, in our operations and supply chain. It is informed by the United Nations Guiding Principles on Business and Human Rights (UNGPs), the International Labour Organization's (ILO) Declaration on Fundamental Principles and Rights at Work, and the Woolworths Group Risk Management Framework and Risk Appetite Statement (each approved by the Group Board), which identifies human rights as a 'level one' risk, meaning we take all practicable steps to work towards zero harm.

Our Group Human Rights team, which sits within the Group Sustainability Platform, is responsible for developing our overarching human rights strategy and annual work plan, which includes our modern slavery work. Human Rights team members in Australia, New Zealand, Hong Kong and Bangladesh are supported by cross-functional working groups for specific prioritised work programs. Our team works with a number of external program partners,

including Lloyd's Register Quality Assurance (LRQA)/ ELEVATE, and Verite South East Asia Australia to provide strategic advice and support in extreme risk areas.

Our Human Rights Program, including our approach to managing modern slavery risk, is supported by the Human Rights Steering Committee (SteerCo), sponsored by the Chief Sustainability Officer (CSO), which oversees the implementation of the Group's Human Rights Program, including strategic direction, prioritisation, risk management, resourcing, reporting and program effectiveness. SteerCo members are reviewed annually based on our strategic priorities. In F23, this continued to include the Director of Sourcing for Australian Food Group, General Manager of Procurement, Head of Quality Assurance, Ethical Sourcing and Packaging Sustainability for BIG W, Woolworths Group Company Secretary, General Counsel for Australian Food Group and the Group Head of Reputation and Public Policy.

Our Human Rights Program is in its sixth year and continues to evolve. The first phase (2017-2020) focused on developing and embedding our Responsible Sourcing Program (RS Program) across own brand and fresh categories. In this current phase (2021-2025) we are scaling up human rights due diligence across our value chain, while strengthening risk mitigation through targeted pilots which aim to drive structural changes that reduce our biggest risks.

To maximise our impact we take a risk-based approach to identifying issues and, as our program matures, we are shifting our attention to mitigation and leadership. In F23 we:

• continued to use a supplier and category segmentation approach based on inherent risk to determine which suppliers are in scope of the RS Program requirements for enhanced due diligence
• prioritised our work where there is a higher likelihood of severe human rights impacts, including modern slavery, and conducted due diligence beyond our direct suppliers to manage risks at multiple supply chain tiers
• launched a suite of pilots to test new interventions in extreme risk areas to drive change 'beyond audit' and begin to address root causes of exploitation
• enhanced our partnerships approach with advocacy to increase scale and foster collective solutions to shared and complex challenges.

Suppliers in scope of Woolworths Group's Responsible Sourcing Program and enhanced due diligence

2023

Section 1

Section 2

Board engagement and capability building

Progress is periodically reported to the Woolworths Group Board through the CEO Report, complemented by commentary from the Chief Legal Officer. Progress is also reported to the Woolworths Group Board's Sustainability Committee (SUSCO) each meeting through the CSO Report, complemented with an annual Human Rights Deep Dive session. In F23, the deep dive session provided an opportunity for discussion with the Group Board in relation to key aspects of the Human Rights Program framework, our approach to managing human rights including modern slavery risk, priority and emerging areas of risk, and examples and learnings from the Program in action.

Woolworths Group Board

Responsible for reviewing, appraising and approving the Group's Sustainability Plan 2025,

which includes human rights and our annual Modern Slavery Statement

TradeNon-trade

Tier 1: Direct suppliers

Section 3

Section

Sustainability Commiee (SusCo)

Reviews and monitors the Group's human rights initiatives and due diligence. SusCo is responsible for reviewing the

Group's Modern Slavery Statement and recommending it to the Board for approval

The CEO and Executive Commiee, including the CSO

Accountable for the implementation of our Human Rights Program and managing human rights risks across the Group. Progress is reported to SusCo quarterly

Supported by external human rights advisory partners, LRQA/ELEVATE and Verité

• Woolworths, Countdown and BIG W own brands
• Fresh meat and seafood, including products sold behind the counter
• All fresh produce (fruit and veg), including packaged and loose, and floral products
• Own brand products of majority owned businesses 1

• Suppliers of high-risk services, including cleaning, trolley collection, security, warehousing, logistics and key services we rely on to meet our sustainability objectives
• Suppliers of branded goods not for resale, including shopping bags, baskets, trolleys, signage, uniforms and construction materials

4

Section

Human Rights Steering Commiee (SteerCo)

Oversees the implementation of the Group's Human Rights program

Squads

Responsible Sourcing	Commodities	Sustainable Cotton
critical issues management	(Woolworths Food Company)	(Woolworths Group)
(Woolworths Group)

Functions and Business Units (BU)

Tier 2 and beyond: Indirect suppliers for targeted intervention to address modern slavery risks

Higher risk commodities, including but not limited	Higher risk commodities/component parts,
to cotton, seafood, fresh produce, and where there	including but not limited to cotton, polysilicon
are risks related to labour hire providers	and subcontractors of higher risk services

Effective grievance mechanisms and partnerships

• 'Majority owned businesses' refers to businesses that are controlled by the Group, but not wholly owned, as per the definition of 'control' in the Australian Accounting Standards.

5

Section 6

6

Identifying and taking action to address modern slavery risks

As the largest retailer in Australia and New Zealand, Woolworths Group's operations and supply chains are complex and exposed to dynamic human rights risks.

We continue to monitor our risk environment through a combination of supplier screening, third party risk assessments, audit programs, grievances management, team member insights, regulatory trends, industry commentary, media, civil society reports, and engagement with human rights defenders and non-government organisations. These diverse sources help us identify and prioritise our response to the most salient human rights risks, including emerging risks.

Our operations

Direct

When it comes to human rights management we are more than a collection of businesses, and our commitment to respecting human rights starts with our team. Our team works in our cornerstone retail business to provide food and everyday needs to our customers in our retail food stores and online, including 1,095 Woolworths Supermarkets and Metro Food stores, and 191 New Zealand Supermarkets. Our team also delivers more everyday to our customers when working in our 177 BIG W stores, and supports our Australian and New Zealand business-to-business (B2B) and B2C network by performing work in our 20 distribution centres (DCs) and 7 customer fulfilment centres (CFCs) in Australia. These activities are supported by professional team members working in Group support functions in our 19 support offices across Australia, New Zealand, Hong Kong, Thailand and Bangladesh.

The majority of the Group's approximately 204,000 team members are employed directly. This means we have direct visibility of employment terms and conditions, which are set out in contracts of employment and relevant industrial instruments that are regulated by Australian and New Zealand employment laws. Eighty-nine percent of Australian team members are covered by 29 enterprise agreements and 83% of New Zealand team members are in roles that are covered by 11 collective employment agreements.

We consider that the risk of modern slavery in our direct team is low. Strong policies, ongoing monitoring, team member training and accessible grievance mechanisms are key controls we use to mitigate the risk of modern slavery in our

7

Modern SlaveryWoolworths Group

Statement 2023

Section 1

Forced labour risk assessments

Building on our initial forced labour risk assessment in F20, we conducted our second forced labour risk assessment in F23. Consistent with the approach taken in F20, assessments were conducted at a trade and non-trade level so that identified risks could be managed by the relevant business units:

• for our own brand trade suppliers we combined commodity risk scores with RS supplier segmentation data to evaluate the risks of forced labour based on the commodity/country relationships within our food and non-food supply chains
• two non-trade assessments were conducted at the category-level across products and services.

Overall, there were no material changes to the results of the F20 forced labour risk assessment. At a high level, findings of our F23 assessment were:

• trade - food: seafood remains our top food product risk, followed by coconuts; and cocoa, nuts and coffee remain top ingredient risks
• trade - non-food: cotton and apparel remain our top non-food risks, and risk has increased for hard goods such as domestic appliances and computer equipment
• non-tradeproducts: preferred dress (uniforms) has increased to the most extreme risk
• non-tradeservices: construction, waste management (particularly recycling), transport and storage (warehousing) remain top inherent risks. In operations services, property management services, including cleaning and security services, remain high risk.

These results reaffirm that our current strategic priorities are appropriate to manage the most extreme inherent forced labour risks in our supply chain, being: manufacturing in Bangladesh and Malaysia; commodity-based priorities such as seafood from Thailand; risks in cotton that may be sourced from Turkmenistan, India and the Xinjiang Uyghur Autonomous Region (XUAR) in China; renewable energy equipment, including risks related to component parts that could originate from the Democratic Republic of Congo and XUAR; and key service providers in our operations.

Incident tracking with Sentinel

Sentinel, an LRQA/ELEVATE tool, analyses internet data and 31 international sanctions lists for incidents, insights and negative news related to human rights violations, including forced labour and child labour at supplier sites. Information is drawn from material in the languages of sourcing countries dating back three years, and new sources of information are regularly added. This provides us strategic insight into localised risks that may otherwise not be visible.

In F23 we expanded Sentinel to include scans of over 2,000 own brand supplier sites. In extreme risk categories such as tomatoes, we included tier two and three ingredient suppliers, and direct suppliers of vendor branded seafood. In the past two years, Sentinel identified 120 incidents linked to our extended supply chain, with 9% occurring

in F23. Thirty percent of all issues raised related to labour incidents, 22.5% to health and safety and 12% were environmental concerns. We were already aware of the most material incidents, but in one case the Sentinel alert was the first time the issue was known to our team, resulting in further due diligence. Four other supplier conversations were triggered by the alerts, which provided clarity of the issues and actions taken by our suppliers

to address the incidents.

Monitoring emerging risks with Control Risks

Last year we established a framework with third party provider, Control Risks, to identify emerging risks in our supply chain and key sourcing locations. This year Thailand and Bangladesh were added to this scope for proactive monitoring to provide our team with deeper coverage of potential modern slavery risks informed by geopolitical dynamics, supply chain disruptions and regulatory developments.

Our specific modern slavery risks and our actions to address them are discussed in more detail in the following sections.

operations. We also recognise the importance of freedom of association and acknowledge the right of team members t negotiate collectively. Woolworths Group has regular engagements with registered trade unions, and an estimated

37% of Australian team members and 49% of New Zealand team members are members of a registered trade union.

We acknowledge that the risks may be greater in inherently higher risk geographies, including Thailand and Bangladesh. However, our 205 team members across these countries are performing specialised roles, including sourcing and quality assurance for our Group businesses such as Woolworths Supermarkets and BIG W. These team members are engaged directly on employment terms and conditions that comply with the Group's policies and procedures and are regulated by the relevant local laws of the country they are based in. These factors lower the risk of modern slavery as the Group has direct visibility over team member's employment terms and conditions, and engages team members in these geographies to perform specialised roles, as opposed to base skill work.

Our teamOur stores

1,463

total

204,2851,2	196,2742	1,095
team members	directly employed
								Woolworths Supermarkets
								and Metro Food Stores
					205	191
					Asia
			21,111		New Zealand supermarkets
174,958					New Zealand		177
Australia
+8,011 contracted						BIG W stores

• Team members include 8,011 contractors.

• Team members and directly employed exclude Statewide Independent Wholesalers Limited, The Quantium Group Holdings Pty Limited, The Quantium Group Pty Limited and PFD Food Services Pty Ltd.

Section 2

Section 3

Section 4

Section 5

Section 6