Just Annual Report and Accounts 2023

100 | Just Group PLC | Annual Report and Accounts 2023

DIRECTORS’ REMUNERATION REPORT

NEW BUSINESS PROFIT 1 £ 355 m 2022: £266m

UNDERLYING OPERATING PROFIT 1 £ 377 m 2022: £257m

ORGANIC CAPITAL GENERATION 1 £ 126 m 2022: £139m

IFRS PROFIT/(LOSS) BEFORE TAX £ 172 m 2022: £(494)m

Return on equity 1 13.5 % 2022: 10.3%

MICHELLE CRACKNELL Chair, Remuneration Committee

1 Alternative performance measure.

I am pleased to present the Remuneration Committee Report for the year ended 31 December 2023. ROLE The Remuneration Committee (the “Committee”) determines the policy for the remuneration, benefits, pension rights and compensation payments of the Chair, Executive Directors, Senior Management and Solvency II identified staff. The Committee ensures that no Director or employee is involved in decision making on their own remuneration or is present in Committee meetings when their own remuneration is being decided. The Committee also reviews and recommends for approval by the Board (and where required, the shareholders) the design of, and determine the targets for, the operation of all share incentive plans, including all schemes involving the grant of shares awards, in which Executive Directors, Senior Management and identified staff participate. For any such schemes or plans, it determines each year whether the awards will be made, and if so, approves the levels of participation in such schemes or plans by those individuals. The Committee is made up of Michelle Cracknell, John Hastings-Bass, Jim Brown and Mary Phibbs. Jim Brown was appointed an 1 November 2023. The full responsibilities of the Committee are set out in the terms of reference, which are reviewed annually and can be found at www.justgroupplc.co.uk.

STATEMENT FROM THE CHAIR OF THE REMUNERATION COMMITTEE Dear Shareholder This is my first report as chair of the Remuneration Committee at Just Group. Firstly, I would like to thank my predecessor, Ian Cormack, for his commitment to the role before stepping down at the 2023 AGM when I took over the role. I have been an Non-Executive Director since 1 March 2020 and member of the Committee since 14 May 2020, and was pleased to take over as Committee Chair with effect from the conclusion of the 2023 AGM. The Company’s directors’ remuneration policy was renewed at that AGM with over 95% of shares voted in favour, both for the new policy and for the annual advisory vote on the Remuneration report. In terms of Company performance during 2023, the business has faced a number of challenges as a result of an uncertain global and domestic macro-economic climate, heightened geo-political uncertainty and domestic monetary policy undertaken by the Bank of England in particular the interplay between rising interest rates to combat inflation and a fragile economy post COVID-19. However, through strong leadership and culture, and a clear understanding of our risks, we have delivered profitable and sustainable growth and helped more of our customers achieve a better later life. Our financial position has never been stronger as a result of continued high delivery against stretching objectives in 2023. Shareholder funded sales in 2023 were up 24% to £3.9bn, driven by growth in DB sales which were up 17% to £3.0bn. This was as a result of completing 80 DB deals which is well ahead of the 56 transactions in 2022. Underlying operating profit increased by 47% helped by higher new business and in-force profit, and lower financing costs. Alongside the good progress being made on the financial business priorities, the Group has continued to build strong engagement levels as reported in the colleagues and culture section page 50, and positive progress on building a diverse and inclusive workforce. In addition, we have received well-deserved external recognition for products and service to customers (see page 3 for details). Committee meeting attendance can be found on page 82. Biographies of Committee members can be found on pages 72 to 74. We have shared the work of the Committee and information on remuneration with Board members and colleagues throughout the year. Sessions with colleagues have covered multiple topics including the role of the Board in guiding our organisation and our approach to reward, specifically how executive remuneration aligns with that of our colleagues across the Group.

Membership Michelle Cracknell  John Hastings-Bass 

Chair

Chair of the Board

Mary Phibbs  Jim Brown 

Senior Independent Non-Executive Director Independent Non-Executive Director

At the conclusion of the AGM on 9 May 2023, Ian Cormack retired as a member of the Committee and Michelle Cracknell was appointed Chair. The Committee comprises three independent Non-Executive Directors and the Group Chair, who was independent on appointment.

Committee meeting attendance can be found on p82 . Biographies of Committee members can be found on p72–74 .

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