STRATEGIC REPORT
FINANCIAL STATEMENTS
Governance
Alignment to strategic priorities
CORPORATE GOVERNANCE
• Received regular updates from Board Committees, management and external advisers on economic and regulatory developments, and status updates on various projects including the finance and retail transformation programmes and climate change project • Reviewed and approved the terms of reference of the principal Board Committees • Reviewed and approved the Group Matters Reserved for the Board • Reviewed and recommended the adoption of revised Articles of Association to shareholders at the 2022 AGM • Reviewed and approved updates to various Group policies and the new Group Policy Framework
• The Chair engaged with shareholders in addition to the normal CEO/CFO programme of meetings • Appointed Mary Kerrigan as the Director responsible for leading sustainability matters following the retirement of Steve Melcher • Approved the appointment of Michelle Cracknell as the new Board Consumer Duty Champion • Attended a series of workshops covering, amongst others, an overview of the internal model, the new insurance accounting standard IFRS 17, and climate risk
1, 4, 5
COLLEAGUES
• Significant focus given to the 2022 colleague engagement strategy and wellbeing programme, in addition to consideration of the results of the first Peakon engagement survey implemented in 2022 and how they will form part of the engagement priorities for the Group’s people strategy
• Held “Take on Board” sessions throughout the year in both the UK and Belfast offices giving colleagues the opportunity to engage with various Non-Executive Directors • Increased the percentage of women on the Board and made progress against the Board’s commitment to improve diversity at senior levels across Just
2, 5
BOARD SUCCESSION PLANNING
• Significant focus was given to Board and executive succession planning, and good progress was made in refreshing the Board • Reaffirmed its commitment to Board, executive and senior management diversity
• Undertook an internally facilitated evaluation of the Board’s effectiveness and the performance of its Committees, the Chair and individual Directors
1, 3, 5
Whistleblowing The Group has a Whistleblowing policy which has been approved by the Group Audit Committee. Colleagues across the Group are able to raise any matters of concern through our dedicated and independent whistleblowing hotline. Reports are sent anonymously to the Group Company Secretary who leads the review and response from the relevant areas of the business, and raises the matters with the Group Audit Committee Chair, who is the whistleblowing champion. The Group Audit Committee has a regular agenda item on whistleblowing, receiving updates on the operation of the policy and any concerns raised.
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