Just group PLC | Annual Report and accounts 2022
GOVERNANCE IN OPERATION continued
Board activities Set out below are the key focus areas of the Board during the year, their alignment to our Group strategic priorities, and the decisions taken by the Board.
GROUP STRATEGIC PRIORITIES 1. Grow sustainably
2. Transform how we work 3. Grow through innovation 4. Get closer to our customers and partners 5. Be proud to work at Just
Alignment to strategic priorities
STRATEGY
• Held a Board strategy session to monitor progress against the Group’s strategy, and to review and agree refinements to it. The strategy session focused on environment, how to remain commercially resilient within the Group’s key markets, transformation and growth, and the future vision of the Group • Reviewed and received regular updates on the delivery of the 2022 Group Strategy Execution Plan • Approved the sale of a portfolio of lifetime mortgages to further reduce the Group’s exposure to UK residential property risk
• Reviewed the present and target states of the Group’s business model • Reviewed and agreed the Group’s return on equity and sales targets • Reviewed the Group plan for change and people initiatives including updating our people engagement goal to be more independently measurable • Carried out in-depth reviews into each of the Group’s business areas • Throughout the year the Board received deep dive papers on strategically important initiatives for the Group. This included innovative products including Secure Lifetime Income and Destination Retirement as well as the Group’s ambition on Defined Benefit solutions and transformation initiatives • Reviewed the progression against the “Be Proud to Work at Just” and “Transform the Way we Work” dependencies as part of the Strategy Execution Plan • Monitored progress of various initiatives to reach our carbon net zero targets • Monitored the Group’s capital and liquidity position • Approved the Group’s Own Risk and Solvency Assessment (“ORSA”) • Reviewed risks to the Group’s strategy and business plan • Approved the self-assessment for operational resilience • Engaged on the Consumer Duty implementation plans for the various business areas • Approved the Group’s business plan and forecast • Reviewed and challenged reports provided by its Committees on key financial-related matters including IFRS 17, the new insurance accounting standard, and climate change disclosures • Approved the Group Solvency and Financial Condition Report • Approved the Group Regular Supervisory Report • Approved the renewal of the revolving credit facility • Assessed the impact of interest rate exposure between IFRS and the Solvency II balance sheets • Approved the continuation of the purchase of shares in the market through the Group’s Employee Benefit Trust in order to meet exercisable awards • Approved shareholder resolutions in relation to the issue of new shares and Restricted Tier 1 (“RT1”) capital for the 2023 AGM to create flexibility for the Group
1, 2, 3, 4, 5
SUSTAINABILITY
• Considered and approved the proposed approach to ensure appropriate governance and oversight of the Group’s sustainability targets and associated initiatives • Considered and approved the Group’s first iteration of a net zero transition plan
2, 5
RISK MANAGEMENT AND REGULATION
• Material interaction with the Prudential Regulation Authority (“PRA”) with regard to their annual review letter and various approvals on applications including the credit risk major model change application • Approved the Group recovery plan • Approved the Group run-off plan • Received Group Chief Risk Officer reports on the Group’s capital management initiatives and other material changes FINANCIAL REPORTING AND CONTROLS AND DIVIDEND POLICY • Reviewed the Group’s financial performance on an ongoing basis and approved the Group’s half-year and annual financial results • Reviewed the dividend policy and agreed to recommend a final dividend to shareholders for the financial year ended 31 December 2021 and declared an interim dividend which was paid to shareholders in September 2022
1
1, 2, 3
STRUCTURE AND CAPITAL
• Assessed the Group’s capital and liquidity requirements including optimisation of its Solvency II capital structure • Provided oversight of changes to improve the resilience of the Group’s capital position to insurance, market and counterparty risks • Continued to examine underlying capital generation improvement measures • Provided oversight of external and intra-Group financing • Approved the proposed Group’s tender for £100m of 2026 Tier 2 debt in November 2022
1
76
Powered by FlippingBook