Strategic Report | Governance | Financial Statements | 97
GROUP RISK AND COMPLIANCE COMMITTEE REPORT
REVIEW OF THE YEAR Eight scheduled meetings were convened during 2023. Four of the meetings focused on regular risk and compliance reports and two meetings were to allow time to review a range of risk and compliance matters and certain key risk documents. A further two scheduled meetings were held on a nested basis with the JRL and PLACL Investment Committees (“Nested meetings”). The purpose of the Nested meetings is to review investment activities to ensure they are within risk appetite, and to consider and challenge any proposed changes to the investment risk frameworks. The Chair of the JRL and PLACL Boards, who is not a member of the Committee, was invited to attend the meetings and contributed, at the invitation of the Chair, to the challenge and debate. There were standing invitations for the Group Chief Executive Officer, Group Chief Financial Officer, Group Chief Risk Officer and Director of Group Internal Audit to attend the meetings during the year. Other Group executives and senior managers were invited to present on their areas of responsibility as required. The Committee Chair regularly engages with the Group Chief Risk Officer to ensure that all significant areas of risk are considered and that risk management is embedded within the business. The effectiveness of the Committee was reviewed as part of the annual Board effectiveness review and the Board concluded that the Committee was effective. In addition, the Committee considers the quality of papers and effectiveness of its discussions as a standing item at the end of each meeting, and assesses its compliance with its terms of reference annually. The Committee follows an annual rolling forward agenda with various standing items considered throughout the year in addition to other focus areas as outlined in more detail in the next section. A report from the Group Chief Risk Officer is considered at six scheduled meetings, and a report from the Director of Financial Risk outlining investment risk-related concerns is reviewed at each scheduled Nested meeting. Own Risk and Solvency Assessment (“ORSA”) reports and updates, compliance oversight reports, conduct and customer risk dashboards, and updates on regulatory developments and cyber security risk strategy are received on a quarterly basis or more frequently if required. Various annual reports are considered by the Committee including the internal model validation report, annual money laundering reporting officer’s report and an annual report from the Group Data Protection Officer. The Committee also approves the compliance monitoring plan annually and any proposed changes during the course of the year.
KALPANA SHAH Chair, Group Risk and Compliance Committee
I am pleased to present my report on behalf of the Group Risk and Compliance Committee (the “Committee”) for the year ended 31 December 2023. This report outlines the key areas of focus and main activities carried out during the year. ROLE The Committee is responsible for assisting the Board in discharging its responsibility to maintain effective systems of risk management, compliance and internal control throughout the Group. The Committee plays an important role in providing effective oversight and challenge on the continued appropriateness and effectiveness of the risk management and internal control framework and risk strategy, and of the principal and emerging risks inherent in the business. The Committee also oversees regulatory compliance matters. The Committee is responsible for considering the above matters from the perspectives of the Company and each of the Group’s life companies, Just Retirement Limited (“JRL”) and Partnership Life Assurance Company Limited (“PLACL”), as well as from the perspective of any other Group entity as appropriate. The Committee works closely with other committees, in particular the Group, JRL and PLACL Audit Committees, and the JRL and PLACL Investment Committees. The cross membership between Board Committees promotes a good understanding of issues and efficient communication. 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.
MEMBERSHIP Kalpana Shah
Chair
Jim Brown
Independent Non-Executive Director
John Hastings-Bass
Chair of the Board
Mary Phibbs
Senior Independent Director
At the conclusion of the Company’s Annual General Meeting on 9 May 2023, Paul Bishop and Ian Cormack retired as members of the Committee. Mary Phibbs and Jim Brown were appointed as members of the Committee on 5 January 2023 and 1 November 2023, respectively.
Committee meeting attendance can be found on p82 . Biographies of Committee members can be found on p72–74 .
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