Just Annual Report and Accounts 2020

GOVERNANCE REPORT

non plc INDEPENDENT NON-EXECUTIVE DIRECTORS

KALPANA SHAH, Independent Non-Executive Director

CLARE SPOTTISWOODE, Independent Non-Executive Director

MARY KERRIGAN

Appointed: 1 March 2021 Kalpana Shah was appointed as a Non-Executive Director of Just Group plc on 1 March 2021. Kalpana brings 30 years of business experience in the insurance and investment industry having started her career at the London Commodity Exchange and moving into insurance as Deputy to the Director of Underwriting at Groupama Gan. She was longstanding Group Chief Actuary and a Partner at Hiscox plc until 2016. Kalpana has chaired and contributed to working parties for the Bank of England, Lloyd’s of London, and the Bermuda Monetary Authority. Kalpana was elected to the governing body of the Institute and Faculty of Actuaries in 2019 and is a member of its Audit and Risk Committee. She is also a senior Liveryman of the Worshipful Company of Insurers and a trustee of Unitas, a Barnet Youth Zone. Last year, she headed up a voluntary team of actuaries helping the NHS with analytics and planning in the height of the COVID-19 pandemic. In addition to Just Group, Kalpana is Chair of RiverStone Managing Agency, Senior Independent Director of RiverStone Insurance (UK), and Non-Executive Director of Asta Managing Agency and Markel International.

Appointed: 4 April 2016 Clare Spottiswoode was appointed as a Non-Executive Director of Just Group plc in April 2016. She was Non-Executive Director of Partnership Assurance Group plc fromOctober 2014 to April 2016. Clare is a mathematician and economist by training; in June 2010, she was appointed by HM Treasury to the Independent Commission on Banking (The Vickers Commission). Her career has involved acting as Policyholder Advocate for Norwich Union’s with-profits policyholders at Aviva, in which role she acted on behalf of one million policyholders tasked with reattributing Aviva’s inherited estate, and included time as Director General of Ofgas, the UK gas regulator. Clare previously served as a Non-Executive Director of BW Offshore Limited from August 2013 to May 2020. In addition to the Just Group, Clare is Chair of Xoserve Limited and Naftogaz Group. She is also a Non-Executive Director of the British Management Data Foundation, Gas Strategies Group Limited and Gas Strategies Holdings Limited.

Appointed: 1 November 2019 Mary Kerrigan was appointed as a Non-Executive Director of Just Retirement Limited and Partnership Life Assurance Company Limited, the Group’s life company subsidiaries, in November 2019. Mary has considerable experience in the pensions, life insurance and investment industries, and is a former partner of Willis Towers Watson. Outside of Just Group, Mary is a Non-Executive Director of New Ireland Assurance Company and Chair of its Risk Committee. She is also a member of the Independent Governance Committee of Prudential Assurance UK. Mary was appointed as a Non-Executive Director of Aegon Asset Management Limited on 24 September 2020. Mary is Chair of the Just Retirement Limited & Partnership Life Assurance Company Limited Investment Committees.

NICK POYNTZ-WRIGHT

Appointed: 8 March 2016 Nick Poyntz-Wright was appointed as Chair of Just Retirement Limited and Partnership Life Assurance Company Limited on 30 April 2019, having previously held the role of Non-Executive Director of Just Retirement Limited since March 2016 and Partnership Life Assurance Company Limited since April 2016. Nick has significant experience of both insurance and retail financial services. He is a Fellow of the Institute of Actuaries and was previously Chief Executive Officer of Skandia UK and Director of Long-Term Savings and Pensions at the Financial Conduct Authority. Outside of Just Group, Nick is a Non-Executive Director with the Phoenix Group, sitting on the boards of its life subsidiaries as well as Chair of its Investment Committee. He is a Non-Executive Director of Unum Limited and Unum European Holding Company Limited. In July 2020, Nick also was appointed as a Non-Executive Director and Chair of the Investment Committee of ReAssure Limited. Nick is a member of the Just Retirement Limited & Partnership Life Assurance Company Limited Investment Committees and the subsidiary Audit Committees.

Current other listed directorships None.

Committee and internal directorships Member of the Group Audit Committee and Group Risk and Compliance Committee. Director of Just Retirement Limited and Partnership Life Assurance Company Limited.

Committee and internal directorships Member of the Group Audit Committee and Group Risk and Compliance Committee. Director of HUB Financial Solutions Limited, HUB Pension Solutions Limited, Just Retirement Limited and Partnership Life Assurance Company Limited.