Assisting the Board in its oversight of culture, conduct and reputation issues.
The Board strongly believes that good governance and strong, responsible, balanced leadership by the Board are critical to creating long-term shareholder value and business success. The committee’s role is to assist the Board in shaping the culture and ethical values of the Group through overseeing and advising on conduct, reputation and culture matters.
The committee comprises independent Non-Executive Directors.
Membership and Attendance in 2018
|Member||Number of meetings attended||Percentage attendance*|
|Claudia Arney (chair)
|Keith Williams **
|Belen Romana Garcia
* This shows the percentage of meetings which the committee member attended during the year whilst a member of the committee.
** Keith Williams retired from the Committee with effect 23 May 2019.
The following officers normally attend, by invitation, all meetings of the committee:
- Group Chairman
- Group Chief Executive Officer.
Other members of senior management attended meetings by invitation, where appropriate, or to present reports.
Committee role and responsibilities
The key responsibilities of the committee are to:
- Assess the Group’s operational risks related to customer and business conduct, including regulatory conduct risk, financial crime risk, reputational risk, data governance and data privacy risk
- Assess the implementation of the Group’s customer strategy, including customer conduct obligations
- Monitor and assess regulatory requirements in relation to customers and conduct
- Oversee the Group’s brand and reputation and assess the Group’s brand and reputational risks and profile
- Oversee data governance and data privacy and assess the Group’s data risks and profile
- Assess the implementation of the Group’s data strategy
- Oversee the Group’s corporate and societal obligations, including setting the guidance, direction and policies for the Group’s corporate responsibility agenda and related activities.
Activities during 2018
A summary of the committee’s activities during 2018 is shown below, full details can be found in the committee’s report in the 2018 Annual Report and Accounts.
- Regularly reviewed updates from the Chief Audit Officer on any significant control issues
- Considered regular updates from the Group Company Secretary on governance matters, legal and litigation risks which had the potential to impact the reputation of the Group
- Received and considered reports detailing ongoing and possible reputational, brand and franchise risks, including media and public policy issues
- Continued to drive the corporate responsibility agenda and monitored compliance with the Group’s corporate responsibility strategy
- Reviewed the Group’s modern slavery statement, annual corporate responsibility reporting and the Group’s Financial Crime, Regulatory Business and Corporate Responsibility, Environment and Climate Change Business Standards.