A message from our CEO

Boku continues to grow as a global payments business, partnering with many of the world’s leading technology companies. Our values guide how we operate and how we engage with our merchants, partners, employees and the communities in which we work. The Board recognises that strong governance, ethical conduct and a positive corporate culture are fundamental to the Group’s long-term success. As an AIM-quoted company, Boku applies the principles of the Quoted Companies Alliance (QCA) Corporate Governance Code, adopting a proportionate approach aligned to the nature, scale and risk profile of the business.

Responsibility for ESG matters sits with the Board, supported by management and relevant committees. ESG considerations are embedded within the Group’s governance and risk framework, with regular reporting to the Board and its committees that address matters including culture, people, governance and ethical standards.

As an asset-light, digital payments business with a global workforce, the Group’s ESG focus is on the areas most material to its operations, including its people, responsible business practices, strong governance, and maintaining the trust of merchants and partners. The Board believes this integrated and proportionate approach supports effective risk management and long-term shareholder value.

The Group’s ESG approach will continue to evolve in line with its business model, regulatory environment and stakeholder expectations.

Environmental

The Group operates a predominantly digital, asset-light business model and does not engage in manufacturing or other emissions-intensive activities. As a result, the environmental impact of the Group’s operations is relatively limited compared to many other sectors.

The Group’s principal environmental impacts relate to purchased electricity for office locations and business travel. These impacts are managed in a pragmatic and proportionate manner, taking account of local requirements and operational needs.

The Group’s operating model includes a largely cloud-based technology infrastructure, supporting flexible and hybrid working arrangements and reducing reliance on physical infrastructure. Renewable electricity tariffs are used in certain European offices where available, and during the year improved oversight of business travel has been introduced through the implementation of a global travel platform.

Where required, the Group reports energy usage and emissions in line with applicable regulatory requirements. The Board continues to monitor environmental risks and opportunities and considers that, at present, no environmental matters pose a material risk to the Group’s business model or strategy.

Social

The Group’s employees are central to delivering its strategy and supporting sustainable growth. With teams in over 30 countries, the Group is focused on fostering an inclusive, respectful and high-performance working environment.

During the year, the Group continued to strengthen its people practices, including fair and consistent recruitment, objective performance management, leadership development and support for employee wellbeing. In 2025, the Group welcomed almost 200 new employees across its global footprint and introduced initiatives to support development and progression, including a global mentoring programme involving senior leaders. Progress was also made in strengthening reward and pay governance through the development of a clear Reward Philosophy and job-levelling framework, designed to promote consistency, transparency and fairness in pay and career progression.

The Group is committed to providing equal opportunities and promoting inclusive behaviours, which are viewed as important enablers of innovation, effective decision-making and long-term performance. During the year, diversity and inclusion initiatives included cultural awareness activities and the launch of employee-led networks such as Women at Boku, forming part of the Group’s broader approach to inclusion.

Employees are encouraged to contribute positively to the communities in which the Group operates through charitable giving, volunteering and local community initiatives across its global footprint. During the year, the Group made charitable donations to a range of local causes and continued to support volunteering, mentoring and work-experience opportunities.

The Board receives regular updates on workforce matters, including engagement, retention, talent development and succession planning.

Governance

The Group’s governance framework continues to evolve in line with its growth, regulatory environment and stakeholder expectations. Strong governance, ethical conduct and effective oversight remain central to how the Group operates.

Boku has an established Code of Ethics, supported by policies covering areas including whistleblowing, information security, and anti-bribery and corruption. These policies set clear expectations for behaviour across the organisation and are regularly reviewed to ensure continued relevance.

During the year, no systemic issues or breaches of the Group’s anti-bribery and corruption policies or applicable laws were identified. Mandatory annual training on data protection, information security and anti-money laundering is completed by all employees.

Preventing unethical practices within the Group and across its supply chain is a priority. Due to the nature of the business, the Group’s principal suppliers are primarily providers of information technology and marketing services and are generally assessed as low risk. All prospective partners and suppliers are subject to due diligence as part of the onboarding process, with a risk-based approach applied to ensure appropriate standards are met. The Group has published a Modern Slavery Statement, available on its website.

Boku is committed to maintaining a safe and inclusive workplace in which colleagues and third parties can raise concerns without fear of retaliation. Whistleblowing arrangements allow concerns to be reported confidentially or anonymously, including via an independent third-party provider, WhistleB. The whistleblowing policy is introduced to all new employees during onboarding and is reviewed regularly to ensure it remains appropriate and effective.  Summary reports on whistleblowing activity are provided to the Audit Committee.s.