Our Tax Strategy

Year ended 31 December 2025

Published for and on behalf of the Executive Board on 15th December, 2025.

Introduction

Mott MacDonald’s purpose is to improve society through the projects we deliver and how we conduct our business. In tax as in all things, we act with integrity and social responsibility. We are committed to paying our fair share of tax, on time, in all jurisdictions where we operate. By doing so, we support the economic and social well-being of the communities in which we do business. Responsible tax conduct is fundamental to our positive impact and to maintaining the trust of our stakeholders – from governments and clients to the public and our employees.

We recognize that the taxes we pay and collect (corporation tax, income taxes, PAYE, National Insurance, VAT, social security contributions, and other taxes) are a vital contribution to public finances and society. We seek to contribute positively by complying fully with tax laws and ensuring our tax payments are accurate and timely, reflecting the real substance of our business activities.

Scope

This strategy applies to every Mott MacDonald entity worldwide, including all operating companies, branches, and joint ventures. While it is published to meet UK requirements, it sets out principles that guide our approach to tax matters globally. All Mott MacDonald staff involved in finance or tax management are expected to adhere to this strategy. We also communicate these principles to our external partners where relevant. In cases where local laws or practices require additional tax guidelines, such local policies align with the overarching approach defined here.

Tax governance and risk management

Mott MacDonald maintains the highest standards of tax governance, in line with our overall corporate governance and ethical code (“Our Code”). Oversight at the top level: Responsibility for tax governance ultimately rests with our Board and Group leadership. The Executive Board (via the Group Finance Director) provides oversight of tax matters. The Chief Financial Officer (Group Finance Director) is the Board member responsible for being apprised of the Group’s tax affairs and for ensuring the Board is engaged on significant tax matters. The Group Head of Tax, a senior qualified tax professional, manages the global Tax Function and reports to the CFO, providing regular updates to the Board and Audit Committee on tax risks and compliance. This governance structure ensures that tax strategy is reviewed at least annually, updated as needed, and that the tone from the top reinforces compliance and integrity in all tax dealings.

Robust policies and internal controls: We have a published Tax Risk Management Framework that outlines how tax risks are identified, assessed, and managed in alignment with the Group’s enterprise risk management system. Tax policies and procedures are documented and form part of our internal control environment. Key controls (such as review of tax returns, approval processes for significant transactions, transfer pricing policies, etc.) are in place to ensure tax compliance. These controls are periodically tested and audited – both internally and by independent external advisors – to verify their effectiveness. Any findings are reported to management and remedied promptly. In addition, emerging tax risks and mitigation measures are included in the Group’s Risk Register and discussed in management risk reviews, so that tax risk is managed with the same rigor as other principal business risks.

Low risk tax appetite: Mott MacDonald’s appetite for tax risk is low and we do not pursue aggressive tax positions.  While we acknowledge that some level of risk or uncertainty is inherent in complex tax matters, our approach is to minimize tax risk wherever feasible. This conservative stance on tax risk means that we prefer certainty and compliance over aggressive tax savings. Factors such as our reputation, relationships with tax authorities, and the integrity of our brand take priority over any tax planning that might be viewed as high-risk. Any material tax uncertainty or potential significant tax risk is escalated to the Group Head of Tax and CFO, and ultimately to the Board if needed, so that it can be addressed with appropriate caution and governance.

Monitoring and training: The Tax Function keeps abreast of changes in tax legislation and promptly evaluates their impact on the Group. We proactively update our processes and train our teams to comply with new laws (for instance, digital reporting requirements or OECD initiatives like BEPS Pillar II). We invest in ongoing training and awareness for employees – including education on obligations under the UK Criminal Finances Act 2017 regarding the prevention of tax evasion facilitation. Through these efforts, we embed a culture of compliance and ethical tax behaviour across the organization.

Tax planning and business structure

Mott MacDonald’s approach to tax planning is to support genuine commercial activity and ensure long-term sustainability, while fully complying with all applicable tax laws and regulations. We structure our business transactions based on commercial substance and business needs, not for the primary purpose of achieving a tax advantage. In practice, this means:

• We will claim available tax reliefs, incentives, and exemptions that are intended by governments to support investment, innovation, and economic growth – but only if they align with the reality of our business operations. For example, where we undertake qualifying R&D activities or make capital investments, we will apply the related tax credits or allowances in the manner that tax law intended. This is part of our duty to our stakeholders (including shareholders and clients) to manage costs efficiently and not leave value on the table. However, we do not use incentives in ways that contradict the spirit of the law or for artificial tax benefit.
• We do not engage in aggressive tax planning or avoidance schemes. Any arrangements that lack a substantial commercial purpose, or which rely on loopholes in tax legislation against its spirit, are strictly off-limits for us. For example, we do not shift profits to low-tax jurisdictions where we have no genuine business presence or operations. We ensure that all intra-group transactions are conducted at arm’s length (in accordance with the OECD Transfer Pricing Guidelines) and reflect the economic activity of each entity. We have zero tolerance for the use of tax havens for evading taxes – we only operate in jurisdictions where we have real business and staff, and we pay the appropriate taxes there.
• We evaluate tax consequences as part of our business decisions (such as project structures, investments, or reorganizations) alongside other commercial, legal, and reputational factors. If there are multiple ways to achieve a commercial outcome, we will consider the tax implications of each route. We may choose a tax-efficient option, provided it is aligned with our commercial objectives and compliant with law. Tax efficiency for us means not paying more tax than legally required, but also not pushing boundaries to reduce tax at the expense of compliance or reputation.
• Seeking external advice: In situations where the tax treatment of a transaction or a new law is unclear or complex, we seek professional advice to ensure we interpret the law correctly. We consult reputable external tax advisors or legal counsel for an independent view on significant uncertain matters. This helps us to ensure that our tax positions are robust and supported by expert opinion. If needed, we also engage with tax authorities or industry groups to gain clarity. By doing so, we manage uncertainty prudently and avoid taking overly aggressive positions.

In summary, our tax planning strategy is to only engage in responsible tax planning: utilizing provisions as intended by legislators and avoiding any form of abusive tax arrangements. We believe this approach is in line with our values as an employee-owned, ethical company, and it safeguards our license to operate in all regions.

Relationships with HRMC and other tax authorities

We seek to build and maintain open, honest, and positive relationships with tax authorities globally. In the UK, we work closely with our HMRC Customer Compliance Manager, aiming for a constructive dialogue. We are responsive to information requests and engage in real-time discussions where possible to pre-empt issues. If HMRC (or any tax authority in other countries) has a question or challenge about our tax filings or interpretation of the law, we approach the matter in a collaborative and professional manner. Our goal is to resolve any disagreements or audits efficiently and amicably, based on facts and applicable law, and if needed, by seeking mutual agreement or clearance in advance. We support and adhere to cooperative compliance approaches (such as HMRC’s Business Risk Review and the OECD’s cooperative compliance framework), because we believe that working transparently with authorities reduces uncertainty for both sides.

In cases where tax law is new or especially complex, we do not hesitate to approach authorities for guidance or advance rulings to ensure we get it right. This proactive engagement helps us manage risk and demonstrates our good faith. Overall, the Group aims to achieve a low-risk tax status in the eyes of HMRC by being transparent, compliant, and forthcoming in all dealings.

Stakeholder communications: We recognize that tax transparency is important to a broad range of stakeholders. This strategy is published on our external website, affirming our commitments publicly. We also align our tax disclosures in financial statements, and other reporting to provide stakeholders with clear insight into our tax contributions and approach. Internally, we communicate our tax principles to ensure management and employees understand the importance of compliance and ethical behaviour. Our aim is that stakeholders – whether governments, clients, employees, or the communities we serve – can trust that Mott MacDonald manages its tax affairs responsibly and transparently.

Total tax contribution: In demonstrating transparency, we emphasize that our impact goes beyond corporate income tax. Mott MacDonald makes a significant total tax contribution in the countries where we operate. This includes not only corporate taxes on profits, but also employment taxes (income tax withholding and employer national insurance/social security), indirect taxes (VAT/GST we pay on our purchases, net of any recoveries, and sales taxes we collect and remit), and other business taxes (such as property taxes, withholding taxes, etc.). We view these as part of our contribution to society.

Ethical conduct and prevention of tax evasion

We uphold strong ethical standards in all our tax practices. In line with UK legislation and our own values, Mott MacDonald has zero tolerance for tax evasion or its facilitation. We do not tolerate any conduct by any director, employee, contractor or other associate that deliberately evades tax or assists others in doing so. To this end:

• We have implemented procedures to prevent the facilitation of tax evasion, as required under the UK Criminal Finances Act 2017. This includes risk assessments of where our business could inadvertently be used to facilitate third-party tax evasion, staff training on how to identify and avoid such risks, and channels to report any concerns.
• Our Code of Conduct and whistleblowing mechanisms (Speak Up hotline) are communicated to all staff, encouraging them to report any unethical or unlawful behaviour, including any tax-related misconduct. Any such reports are taken seriously and investigated, with appropriate disciplinary action for violations.
• All intra-group transactions are conducted on an arm’s length basis and documented, to ensure that we pay the right amount of tax in each jurisdiction and do not transfer profits inappropriately. We follow the OECD guidelines strictly in this area.

By fostering an ethical culture and robust controls, we ensure that no part of the Mott MacDonald Group will knowingly facilitate tax evasion by anyone, and that we remain in full compliance with the law at all times. Acting ethically in tax matters is not just about avoiding penalties; it is core to who we are as a business that cares about the societies we work in.

Continual improvement: technology and future readiness

The global tax landscape is evolving rapidly, with digitalisation, data analytics, and more demanding transparency requirements (e.g. electronic reporting, Pillar II global minimum tax rules) becoming the norm. Mott MacDonald is proactively investing in tax technology and process improvement to enhance compliance and insight. We are rolling out modern tax software and data analytics tools that help automate tax calculations, filings, and risk monitoring. By doing so, we aim to continue our focus on accuracy, efficiency, and our ability to comply with new reporting obligations (for instance, preparing for OECD Pillar II reporting and any country-by-country disclosures).

Leveraging technology also supports our commitment to sustainability – for example, reducing reliance on paper through digital workflows, and optimizing processes to save time and resources. We maintain dashboard reporting and real-time data capabilities for key tax metrics, which improves transparency internally and allows management to make informed decisions. These investments in systems and people (training our tax and finance teams in new tools) ensure that our tax function remains “future-ready” and can adapt to regulatory changes quickly. Continuously improving our tax processes is part of our broader commitment to excellence and responsible governance.

Environment, social, and governance (ESG) alignment

Mott MacDonald aligns its tax strategy with our overarching ESG commitments to sustainability, social responsibility, and good governance:

• Environmental: We strive for eco-efficient tax administration. Wherever possible, we use digital platforms for tax compliance, thereby reducing paper use and travel. For example, implementing e-invoicing and e-filing across our operations lowers our carbon footprint and supports our company’s environmental goals. While the environmental impact of tax processes is relatively small, we believe every part of the business should contribute to our climate action objectives.
• Social: Paying the correct amount of tax is a key way we contribute to society. Our tax payments support public infrastructure, education, healthcare, and other vital services in the countries where we operate – directly reflecting our purpose of improving society. We also consider the social implications of our tax decisions; we avoid arrangements that, while legal, would undermine the societal trust in our company. By being open about our tax approach, we enhance our social license to operate. Additionally, through our graduate and training programs, we help develop tax and finance expertise in the communities we operate in, building local capacity.
• Governance: Strong tax governance is an integral part of Mott MacDonald’s overall governance and sustainability profile. Our approach to tax exemplifies transparency and accountability, which are key pillars of good governance. By embedding these principles, we ensure our tax practices support long-term sustainable value creation for all stakeholders.

In essence, we view responsible tax behaviour as a component of our ESG performance. Stakeholders increasingly evaluate companies on their tax transparency and fairness as part of sustainability assessments, and we are proud to be ahead of the curve by explicitly linking our tax strategy to these wider goals.

Additional information

Mott MacDonald’s Executive Board is fully committed to this Tax Strategy. We believe that by adhering to the above principles – strong governance, low-risk appetite, responsible planning, transparency, ethical conduct, continuous improvement, and alignment with our values – we will continue to meet our obligations and be recognized as a responsible taxpayer in all jurisdictions. This approach supports our business strategy, upholds our reputation, and fulfils our purpose of improving society.

The Board regards this strategy as satisfying the requirements of UK law for the year ending 31 December 2025. It will be reviewed annually and updated as necessary to reflect changes in law or business operations. For any questions or further information about Mott MacDonald’s Tax Strategy, please contact the Group Head of Tax at tax@mottmac.com.