Board committees and terms of reference

The principle Board committees are the executive, audit, nomination, remuneration and group risk committees. The Board has delegated full authority to the executive committee, subject to a list of matters which are reserved for the decision by the full Board. The other Board committees have formal terms of reference, which are reviewed and approved by the Board on an annual basis.

Chairman indicator Chairman
Member indicator  Member

  Executive Committee Audit Committee Nomination Committee Remuneration Committee Group Risk Committee
Mark Nicholls     Member indicator  
Philip Howell Chairman indicator        
Paul Stockton Member indicator        
James Dean   Chairman indicatorv Member indicator Member indicator Member indicator
Terri Duhon   Member indicator Member indicator Member indicator Member indicator
Sarah Gentleman  
Member indicator
Member indicator Chairman indicator Member indicator
Jim Pettigrew   Member indicator Member indicator Member indicator Member indicator
Colin Clark   Member indicator Member indicator Member indicator Member indicator
Andrew Butcher Member indicator        
Mike Webb Member indicator        
Mike Bolsover Member indicator        
Richard Smeeton Member indicator        
Andrew Morris Member indicator        
Ivo Clifton Member indicator        
Sarah Owen-Jones Member indicator        
Rupert Baron Member indicator        
Terms of reference  

Committee approved documents   Internal audit charter


More information on the activities of these committees is available in corporate governance section of our annual reports and accounts. 

Nomination committee

The committee is responsible for recommending changes to the composition of the board, and keeps under review a succession timetable for both executives and non-executives. The committee is mindful of the benefits of a diverse board with a broad range of skills and experience. 

The committee also considers issues such as appraisals, training and director development and monitors the development of management talent below board level.

Remuneration committee

The committee is responsible for our directors’ remuneration policy and oversight of the groups’ remuneration strategy. Our remuneration strategy seeks to provide a competitive pay and rewards package to employees that is comparable to other companies in the financial services sector. Our reputation and the reputation of our employees plays an important role in the growth and development of our business, and our remuneration policy is designed to ensure that we continue to attract the best talent, whilst aligning this with our shareholders’ interests.
See 2016 report.

Group risk committee

The committee is responsible for; advising the board on the groups overall risk appetite and risk tolerance, supporting the board’s risk assessment of any proposed strategic business changes and providing guidance to other committees. The committee reviews the current business risks and a ‘watch list’ of emerging risks and issues, identifies risk trends and correlations, reviews the risk assessment process and metrics used and reviews the risk-related aspects of key regulatory documents.

The committee is supported in its duties by the risk management committee and the group executive committee. The risk management committee consists of representatives from all the different business units and reviews all the different risks within the business at an operational level. The executive committee reviews the risks as identified by the risk management committee from a group wide perspective, and within the framework of group strategy. These discussions form the basis for debate and challenge of the key risks and emerging risks by the group risk committee.

More information on the activities of the committee and our work in relation to risk management can be found in our annual report and accounts.