Just Group plc | Annual Report and Accounts 2024
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GOVERNANCE IN OPERATION continued
Dividend Payments
S172 factor considered: Background The Board considered the long term impact of payment of dividends on the Group’s liability and solvency positions. How the Board approached it As part of the Board’s considerations for the payment of a final dividend for the year ended 31 December 2023, the Board assessed the affordability and sustainability of a dividend with regard to the solvency position, business performance, and liquidity of the business across the plan period, and it reviewed the outcome of various stress and scenario tests. The Board also considered the impact of the dividend decision on shareholder expectations as it relates to the Group’s dividend policy. A similar exercise was carried out when considering the Group’s half year results. The Board considered growth options and concluded that a 20% increase would be appropriate for the dividend payment due to the strong financial results for the financial year ended 31 December 2023 and projected growth plans for the Group. The 20% growth in total dividend was ahead of the 15% 2022 dividend growth rate. Outcome Following due consideration of the various matters, the Board agreed a 20% growth in total dividend and declared a final dividend of 1.50 pence per ordinary share, which was paid to shareholders in May 2024. An interim dividend of 0.7 pence per ordinary share was declared, which was paid to shareholders in October 2024. DIVERSITY, EQUITY, INCLUSION AND BELONGING The Board is fully committed to promoting diversity, equity, inclusion and belonging at Board and senior management level as well as throughout the Group. The Board has in place a Diversity, Equity, Inclusion and Belonging (“DEIB”) Policy which sets out the Board’s broader diversity strategy and plans alongside Just’s approach to the diversity of the Board, its principal Committees and the Group Executive Committee. This policy was updated during the year to reflect updates to the Group’s DEIB strategy to continue to strengthen Just’s inclusive culture and sense of belonging. Our progress against our DEIB strategy and targets is underpinned by a range of initiatives, which are outlined in the Colleagues and culture report. The Board sponsor for DEIB is the Group Chief Executive Officer. The Board satisfied the diversity targets set by the FTSE Women Leaders and Parker reviews, and Listing Rules in 2024. The Senior Independent Director is female and, until 1 March 2025, one Non-Executive Director was from a minority ethnic background. Recruitment is underway to fill a vacancy and one of the considerations as part of the search will be the Board’s commitment to promoting diversity, and specifically, to satisfy the Parker review and Listing Rules targets on ethnicity. In 2024, gender diversity across senior roles (grade 14+, 13% of colleagues) increased by six percentage points to 39% female, which exceeded our historic target to reach 33% by the end of 2023. As a signatory to the Women in Finance Charter, we have updated our target to state that 40% of our most senior population (Executive Committee and their direct reports) will be female by the end of 2026. As at 31 December 2024, 47% of this population were female. As a signatory to the Race at Work Charter, we are committed to ensuring our workforce is representative of the ethnic composition of the broader UK population. We have set an ethnicity target that more than 16% of our most senior population (recently updated to align with the new approach to gender reporting i.e. Executive Committee and their direct reports) will be ethnically diverse by the end of 2026. As at 31 December 2024, 16% of this population were ethnically diverse and we remain committed to maintaining progress against this target. The tables below set out data about the gender and ethnicity of the Board and senior management as at 31 December 2024 (the Listing Rules reference date), in the format prescribed by the Listing Rules.
Percentage of executive management (%)
Number of senior positions on the Board 1
Percentage of the Board (%)
Number in executive management 2
Number of Board members
Gender diversity as at 31 December 2024
Men
4 4 0 0 7 0 1 0 0 0
50 50
3 1 0 0 4 0 0 0 0 0
8 2 0 0 9 0 1 0 0 0
80 20
Women
Other categories
0 0
0 0
Not specified/prefer not to say
Ethnic background as at 31 December 2024 White British or other White Mixed/multiple Ethnic Groups
87.5
90
0
0
Asian/Asian British
12.5
10
Black/African/Caribbean/Black British Other ethnic group including Arab
0 0 0
0 0
Not specified/prefer not to say 0 1 Senior positions on the Board, as defined by the Listing Rules, comprise the Chair, Senior Independent Director, Group Chief Executive Officer and Group Chief Financial Officer. 2 E xecutive management, as defined by the Listing Rules and in line with the Code requirements, comprises members of the Group Executive Committee and the Group Company Secretary. The number of males and females in senior management positions in accordance with the Companies Act 2006 definition (includes Executive Directors of the Group’s subsidiary undertakings but excludes Directors of the Parent Company) was 12 (86%) and 2 (14%) respectively as at 31 December 2024.
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