Invaluable
advice
Annual Report and Accounts 2024
There’s advice that can change your day. Then there’s advice that
can change your life. And the lives of those you love. The kind of
advice that only ever comes from people who have your best
interests at heart, who want to see you happy. Like your dad.
Your sister. Your best friend since primary school. And us.
That’s invaluable advice.
What we do
Why we are here
Our purpose is to empower clients with
invaluable advice to realise bolder ambitions.
Our client focus and collective, unwavering
belief in the value of advice is what drives
everyone in the SJP community. We want to
be known as the home of invaluable advice.
Our Business model on page 07
How we deliver
We deliver invaluable advice to clients
through our Partnership of 4,920 financial
advisers, the largest network in the UK.
They build long-term, trusted relationships
with clients, helping them to navigate
through every step in their life journey.
Our strategy on page 14
About this report
This Annual Report and Accounts provides
information on our operating and financial
performance for 2024, and provides detail
on our strategy and corporate governance.
Throughout this report you will find indicators
to additional content, data and insights,
denoted by these icons:
Additional content in this report
Additional content from external sources
Reporting suite
Our wider reporting suite provides
additional information and disclosures,
including our sustainability report. These
are available online in the shareholders
section of our website.
Our reports, presentations and webcasts
sjp.co.uk/shareholders/reports-
presentations-webcasts
In 2024 we launched a national
brand advertising campaign on the
value that trusted financial advice
can have in shaping the course of
people’s lives.
Find out more about our campaign
sjp.co.uk/invaluable-advice
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St. James’s Place plc Annual Report and Accounts 2024
Strategic report Governance Financial statements Other information
Invaluable
advice…
…for everyone.
…for Mark and
Blanche
…for
John
…for
Daniel
…for
Claire
Financial statements
131
Independent Auditors’ report to
the members of St. James’s Place plc 132
Consolidated financial statements prepared
under International Financial Reporting
Standards as adopted by the United Kingdom 140
Notes to the consolidated financial statements
under International Financial Reporting Standards 144
Parent Company financial statements
under Financial Reporting Standard 101 200
Strategic report
03
Chair’s report 04
Market overview 05
Market trends and opportunities 06
Business model 07
Our equity story 11
Chief Executive Officer’s report 12
Chief Financial Officer’s report 15
Financial review 17
Risk and control management 30
Our responsible business 39
Non-financial and sustainability
information statement 51
Approval of the strategic report 52
Governance
53
Corporate governance report 54
Board of Directors 55
Section 172(1) statement 58
The role of the Board and its responsibilities 64
Board composition, succession and evaluation 66
Report of the Group Nomination
and Governance Committee 72
Report of the Group Audit Committee 76
Report of the Group Risk Committee 85
Report of the Group Remuneration Committee 91
Directors’ report 127
Statement of Directors’ responsibilities 130
Other information
206
Shareholder information 207
How to contact us and our advisers 208
Aligning our progress with recognised frameworks 209
Full emissions disclosure 213
Glossary of alternative
performance measures 215
Glossary of terms 218
sjp.co.uk
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Strategic report Governance Financial statements Other information
01
Highlights of the year
Our business performance in 2024 has been strong from both an operational and a financial perspective. This is testament to the strength of the
relationships our advisers have with clients, the invaluable advice they provide, and the long-term nature of our client proposition.
2024
Saw the launch of our first ever national
brand campaign, our Real Life Advice
series and our client stories. These are
featured on the divider pages of this
Annual Report and Accounts.
£190.2bn
Funds under management
Up 13% from £168.2 billion at
31 December 2023
£447.2m
Underlying cash result
1
Up 14% from £392.4 million in 2023
£398.4m
IFRS profit after tax
2023: £(9.9)m loss
£18.4bn
Gross inflows
Up 20% from £15.4 billion in 2023
94.5%
Client FUM retention rate
2023: 95.3%
10.5%
Investment return, net of all charges,
as a percentage of opening FUM
2023: 9.9%
93%
Core UK employee retention rate
2023: 94%
1 million+
Number of clients
2023: 958,000
79%
Client advocacy
2
2023: 79%
2020 2021 2022 2023 2024
87%
90%
78%
79%
79%
£4.3bn
Net inflows
Down 18% from £5.1 billion in 2023
1 The Underlying cash result is an alternative performance measure (APM). The glossary of alternative performance measures defines this APM and explains why it is useful.
The Underlying cash result is reconciled to International Financial Reporting Standards (IFRS) in the financial review.
2 Client survey results from 61,206 responses in early 2024. See our responsible business section for further information on the client survey.
2020 2021 202420232022
£129.3bn
£190.2bn
£168.2bn
£148.4bn
£154.0bn
Overall percentile rank: 88%
ESG risk rating: Low
03
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Strategic report Governance Financial statements Other information
02
Strategic report
Chair’s report 04
Market overview 05
Market trends and opportunities 06
Business model 07
Our equity story 11
Chief Executive Officer’s report 12
Chief Financial Officer’s report 15
Financial review 17
Risk and control management 30
Our responsible business 39
Non-financial and sustainability
information statement 51
Approval of the strategic report 52
65%
Of people say that taking financial advice
has improved their quality of life.
Find out more in our Real Life Advice Report
1
sjp.co.uk/real-life-advice-report
Invaluable advice
that enabled Daniel
to start his journey
For 27-year-old Daniel Beddoes, life is about finding
balance between enjoying his time now and giving
himself options for the future. With the support of his
financial adviser, he bought his first home in Ramsgate,
Kent, in 2022 – and is hoping to have the chance to
retire early.
Watch and read Daniel’s and other stories
sjp.co.uk/client-stories
1 The Real Life Advice Report, commissioned by St. James’s Place and carried out by Opinium, surveyed just under 12,000 UK adults nationwide
in two polls between May and August 2024. Quantitative data referenced is sourced from the first poll which had a total of 7,995
respondents. Quotas and post-weighting were applied to the sample to make the data set representative of the UK adult population.
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03
Chair’s report
Setting the foundations for future growth
2024 has been a year of change
globally and for St. James’s Place.
Elections in several democratic
countries have led to changes
in governments, and uncertainty
both before and after the events.
Change at St. James’s Place has included
the strengthening of the Executive team,
the historic ongoing service evidence review,
making progress with the implementation of
our simple, comparable charging structure
and the commencement of a cost and
efficiency programme. These projects are
significant in terms of scale and complexity
and the Board has closely monitored the
good progress made in 2024. Notwithstanding
the scale of change, which the Chief Executive
Officer covers in his report, the business
has performed well during the year. This
demonstrates the strength of our proposition
and the requirement for financial advice.
The Board and governance
As I explain in more detail in the Report of the
Group Nomination and Governance Committee,
succession planning remains an important
focus for the Board and in 2024, we have seen
the appointment of a new Senior Independent
Director in Simon Fraser and a new Chief
Financial Officer in Caroline Waddington.
Both have been welcome additions to the
Board, bringing with them a depth of
experience and diversity of thought.
Caroline was appointed following Craig
Gentle’s decision to retire. Craig had been
with St. James’s Place since 2016 and served
as Chief Financial Officer since 1 January 2018.
On behalf of the Board I would like to thank
Craig for his contribution, in particular his
careful stewardship of the Group’s finances,
whilst also wishing him the best for the future.
Emma Griffin and Lesley-Ann Nash have
decided to step down from the Board
following the Annual General Meeting to
pursue other opportunities and I would like
to express the Board’s gratitude for their
contributions during their time on the Board.
I am delighted to welcome Rooney Anand
to the Board, following his appointment as
a Non-executive Director on 1 January 2025.
Succession planning is well underway and will
take account of the impact of the departure
of Emma and Lesley-Ann on the balance of
skills, experience and diversity on the Board.
Further detail on the work of the Group
Nomination and Governance Committee
can be found in its report later in this Annual
Report and Accounts.
The Board’s priorities and our strategy
The Board believes that St. James’s Place has
a significant opportunity in the UK market given
the current lack of advice available to many
potential clients. We will only maximise that
opportunity if we serve our current clients well
and position the business to be attractive to
these potential new clients. The business review
we conducted during the year therefore focused
on improving our proposition in terms of service,
technology, investment performance, culture
and good governance. Client outcomes are
the focus of all we do and in this regard the
Chief Executive Officer and his much-
strengthened Executive team have been
making good progress. The Board believes all
stakeholders will benefit from these changes.
In redefining our purpose and refreshing our
strategy, the Board has had an opportunity
to reflect on how our culture aligns with
our vision of the future. Recognising the
importance of tone from the top, the Board
has been pleased to see how changes to the
Executive team have positively reinforced the
values expected across the wider workforce.
The Board continues to assess and monitor
culture both through the formal reporting
it receives from management and via its
broader engagement with the workforce and
other stakeholders. Details on this are set out
in the corporate governance report. Where we
identify areas of concern, the Board engages
with management to ensure corrective action
is taken.
Shareholder returns
As announced in February 2024, the Board
expects that annual shareholder returns will
be set at 50% of the full year Underlying cash
result for 2024, 2025 and 2026. This will comprise
18.00 pence per share in annual dividends
declared with the balance returned through
share buy-backs. Shareholder returns
proposed by the Board for 2024 are in line
with this guidance. Full details can be found
in the Chief Financial Officer’s report.
Concluding remarks
I would like to express my thanks to my Board
colleagues and management for their support
and hard work during 2024, and commend
employees and our Partner businesses for the
strong performance achieved in a challenging
year. I have provided a high-level overview of
some of the key areas of the Board’s activity
in 2024 and would encourage you to read the
corporate governance report, which provides
more detail. I look forward to welcoming
shareholders to this year’s Annual General
Meeting, which will be held on 13 May 2025.
Paul Manduca
Chair
26 February 2025
“Our purpose
–
to empower clients
with invaluable
advice to realise
bolder ambitions
–
puts clients at the
heart of all we do.”
Paul Manduca
Chair
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04 04
6
3
2
1
4
5
Forecast
+7% CAGR
0
2018 2023 2030
Ongoing drivers of demand
UK wealth management market
£’tn
Market overview
Demand for advice is increasing…
“As a nation, it is vital
that we encourage more
people to think and talk
about money, how to
budget, putting a
financial plan in place
and building wealth
early if we are to secure
a better future whatever
our circumstances.”
Real Life Advice report 2024
Complexity
of personal
tax and
pensions rules
Inter-
generational
wealth
transfer
Growing UK
advice and
savings gaps
Decline
of defined
benefit pension
provision
Wide range
of investment
products and
information
available
£3.3tn
UK wealth management
market is forecast
to continue growing
across all segments
1
Retail (<£100k)
Mass affluent
(£100k–£2m)
High-net-worth
(HNW) (£2m–£10m)
Ultra HNW (>£10m)
The UK wealth market
A compelling market opportunity
UK individuals today have around £3.3 trillion
in liquid investable assets,
1
expected to grow
at around 7% per annum compound to 2030.
1
Growth is driven by a combination of factors
including asset appreciation and growing
provision for retirement, and is expected to
be most rapid at the upper end of the market.
The UK wealth management market is
served by a range of different types of
providers, from banks to pension providers to
direct-to-consumer platforms. We operate
in the £2.1 trillion
2
fully advised market
where clients want and need the support
of a trusted financial adviser. While our
marketplace has experienced significant
change in the regulatory landscape, there
continues to be strong support amongst
politicians, policymakers and regulators
for a healthy UK financial advice industry.
We expect demand for face-to-face
financial advice to only get stronger
over time because there are a number
of systemic factors driving the need for
advice, as set out on the right-hand side.
Financial advice creates real value by
supporting financial wellbeing and helping
turn individuals from savers to investors.
This is critical given the potential for
long-term outperformance of risk-based
investing compared to cash and savings
rates. More information about the value
of advice can be found on page 08.
1 GlobalData.
2 Platforum, Lit Search.
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Market trends and opportunities
…with the evolving landscape creating growth opportunities
Long-term structural growth drivers are driving need for advice… …creating compelling growth opportunities for SJP
The UK wealth landscape is evolving, with long-term structural drivers
that are shaping the sector and creating opportunities for growth.
How SJP can benefit
We’re the leading provider of advice-led wealth management in the UK,
with 4,920 advisers at 31 December 2024. We have a proven track record of
attracting and retaining great financial advisers, as well as training those looking
to build a new career in financial advice through our Academy programme.
Our advisers have an average age of 46, significantly below the industry average
of 58.
1
Those training in our Academy have an average age of 37. As a result, our
advisers can establish and build long-term relationships with clients, making us
ideally placed to take advantage of the increasing demand for financial advice.
The market opportunity for financial advice
£3.3tn
UK investable wealth
2
£0.2tn
St. James’s Place
Within the £2.1 trillion
3
fully
advised landscape we
are the most significant
operator, with a c.9% market
share. There are significant
opportunities for us to grow
further, with nearly four
million mass affluent
individuals open to advice
but not yet receiving it,
4
and individuals in the
high-net-worth space
feeling underserved by
organisations moving
up the wealth spectrum.
£2.1tn
Fully advised AUM
3
1
Growing advice
and savings gaps
There is a widening advice gap in the UK where
individuals would like to receive financial
advice but cannot afford to pay for it. It is
exacerbated by the shortfall in financial
advisers and the rising demand for advice.
There is also a growing savings gap, with many
individuals’ savings insufficient to support their
retirement. These gaps provide opportunities
to support individuals, converting them from
savers to investors.
2
Population
demographics
Increased life expectancies and the
decline of defined benefit pension
schemes means there is an increased
reliance on defined contribution pensions
and savings. There is also significant
intergenerational wealth transfer in the
years to come. Both of these factors
require financial advice and household-
level planning to ensure individuals have
enough to meet their needs in retirement,
and pass on wealth efficiently.
3
Technology
innovation
Financial advisers are making greater use of
digital solutions to improve client experiences
and run more efficient businesses, for
example using digital tools to help service
their clients. Clients are also embracing
technology and are increasingly expecting
the companies they interact with to have
simple, intuitive digital tools which provide
easy access to information, and to use data
to deliver personalised service.
4
Advice Guidance
Boundary Review
The Government and the FCA are working
on initiatives to close the advice and savings
gaps through the Advice Guidance
Boundary Review. They want people to be
able to make informed decisions about their
finances with confidence, through accessing
the help, guidance and advice they need.
Proposals including targeted support and
simplified advice present opportunities to
support individuals in different ways.
1 Professional Adviser.
2 GlobalData.
3 Platforum, Lit Search.
4 Royal London – Exploring the Advice Gap report (2021).
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Business model
We have a distinct and successful business model
Our advice-led wealth management business… …and refreshed focus… …creates benefits for our stakeholders
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Clients
We empower clients
with invaluable
advice to realise
bolder ambitions
Underpinned by a risk-aware culture, an effective control environment,
rigorous governance and a responsible business mindset
We have defined a clear path
forward so we can drive great
outcomes for our clients and
all our stakeholders.
Our refreshed strategy is
underpinned by our redefined
purpose – to empower clients
with invaluable advice to
realise bolder ambitions –
which articulates what drives
everyone in the SJP community.
This strategy is based around
four pillars that will strengthen
our fundamentals and drive
sustained growth.
Brilliant Basics
Differentiated
Client Proposition
Leading Adviser
Offering
Performance
Focused
Organisation
Read more about our
refreshed strategy on page 14
Our clients
An end-to-end,
integrated proposition
focused on great
long-term outcomes
94.5%
FUM retention
rate in 2024
(2023: 95.3%)
Our Partnership
Superior support to
build great businesses
over the long term
4,920
advisers
(2023: 4,834)
Our employees
Empowered
and engaged
colleagues who
build responsible
relationships
93%
retention rate
for core UK
employees
(2023: 94%)
Society
Create a positive and
lasting impact on the
world around us
£9.0m
raised in
2024 for the
St. James’s Place
Charitable
Foundation
1
Our shareholders
Long-term sustainable
growth in funds under
management and
financial results
£447.2m
Underlying cash
result in 2024
(2023: £392.4m)
1 With Company matching.
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St. James’s Place plc Annual Report and Accounts 2024
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Strategic report Governance Financial statements Other information
Business model
We provide value to clients through financial advice…
The value of financial advice
Our advisers build strong relationships with clients to understand their
needs and ambitions, providing them with invaluable advice and
building a holistic financial plan that keeps them on track for the future.
They help clients choose the right investment
solutions, make the most of tax allowances,
reassure them through unexpected life events,
act as a steady hand through market volatility
and so much more.
While there have been many studies to
quantify the value of financial advice, the overall
conclusion is that people who receive financial
advice are on average better off than had they
not sought advice. Recent research demonstrates
that many people in the UK are not saving enough
for retirement, and that retirees are running out
of money. A recent report states that 38%
1
of people are on track for living standards
in retirement that are below the minimum level
set out by the Pensions and Lifetime Savings
Association. This is up from 35% in 2023,
1
showing the problem is getting worse.
Financial advice supports financial wellbeing,
peace of mind and can help turn people in
the UK from savers to investors. This is critical
given the long-term outperformance of
risk-based investing compared to cash
and savings rates.
As well as measurable financial benefits,
advice also provides reassurance of knowing
that your savings are working hard for you
and your loved ones. Our recent Real Life
Advice Report found that 84% of individuals
who take occasional or ongoing financial
advice said that it had significantly benefited
their emotional and mental health.
How we are driving awareness of financial advice through
leading the conversation in UK wealth management
Promoting the value of financial advice
Using our position as the UK’s leading advice-
led wealth manager, we promote what we
and all our industry deliver: the value of advice.
As more people understand the value of advice
the more the advised wealth market will grow,
which is positive for the industry and the UK
economy as a whole. Starting with our Real Life
Advice Report, we are conducting research to
further explore and better illustrate the value
of financial advice.
Working with Government and regulators
By leveraging our expertise and building trusted
relationships with policy stakeholders, we give
SJP a voice at the table on issues that matter
to us and to society. This helps us to shape the
public policy agenda, mitigate risks, and drive
meaningful change to the benefit of wider society.
A top policy issue impacting the wealth
management sector is addressing the advice
gap. We have played an integral role with
industry and policymakers on the Advice
Guidance Boundary Review including as an
active member of the industry working group
and through bilateral engagement. We are
responding to the consultations on the plans
for targeted support.
We are strong advocates of the value of financial advice… …and champion closing the advice and savings gaps
38%
Of people are on track for
retirement living standards
below the minimum level
1
84%
Of people say that taking financial
advice benefited them mentally or
emotionally
2
91%
Of people stated that financial
advice they had received
was helpful
3
66%
Of people do not think they
are preparing adequately
for retirement
1
1 Scottish Widows’ Retirement Report, July 2024.
2 Real Life Advice Report 2024.
3 The Lang Cat, The Advice Gap 2024.
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50
0
25
-25
01/01/20 31/12/24
40
20
10
0
30
-10
30/09/20 31/12/24
31/12/24
40
20
10
0
30
-10
30/11/22
Business model
…and our distinctive investment management approach
Our investment proposition
We’ve got a distinct, scalable investment management approach (IMA)
that is focused on delivering good client outcomes. It offers a broad range
of solutions to support clients whatever their circumstances and life stage,
with advisers taking into account clients’ goals, time horizons and risk
appetite to plan an investment solution that suits them.
Our IMA has two key components: our market-leading asset allocation,
and our Select-Monitor-Change process.
3 portfolio ranges
Our three portfolio ranges are designed to meet different client needs.
A significant benefit of our approach is that we have segregated mandates
with each of our fund managers. This means we can flexibly change fund
managers when the need arises; we can reallocate mandates quickly
without disrupting clients’ investments.
Our investment management approach
Asset allocation
Our asset allocation process leverages
our unrivalled access to the leading
asset managers from across the world,
and makes use of our own investment
team’s expertise to manage our
proposition from the top down.
This approach has enabled us to build,
maintain and develop the investment
solutions that our clients need.
Select-Monitor-Change
‘Select-Monitor-Change’ is the way
we build our IMA from the bottom up.
We select world-class external
managers to manage our funds,
accessing diverse investment styles
to ensure our funds are positioned to
deliver strong investment performance.
We have a distinct, scalable investment
management approach (IMA)…
…focused on delivering good client outcomes
Asset allocation
Top down
Select Monitor Change
Bottom up
1
Growth portfolios
Growth portfolios that
can be tailored
2
InRetirement
Supporting regular
withdrawals
3
Polaris
Designed to grow
your investments
All figures are percentage growth on a bid-to-bid basis for
accumulation units, income reinvested, in fund currency
and net of ongoing charges, excluding initial charges.
Further information can be found in the fund factsheets
and the prospectus, which can be provided upon request.
Please be aware that past performance is not indicative
of future performance. The value of an investment may fall
as well as rise. Returns on equities cannot be guaranteed.
Equities do not provide the security of capital characteristic
of a deposit with a bank or building society.
All data is quoted as at 31 December 2024.
The fund allocations of the
growth Unit Trust portfolios are not
rebalanced automatically. Client
portfolios will have different fund
allocations and, therefore, individual
investment experience will vary.
Performance figures since launch
have been used where funds are
less than five years old.
Performance figures since launch
have been used where funds are
less than five years old.
Conservative
Balanced
Adventurous
Polaris 1
Polaris 2
Polaris 3
Polaris 4
Balance InRetirement
Growth InRetirement
Prudence InRetirement
Managed
Funds
Strategic
Growth
Growth portfolios – cumulative performance
(Unit Trust/ISA) %
InRetirement range – cumulative performance
(Unit Trust/ISA) %
Polaris range – cumulative performance
(Unit Trust/ISA) %
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Strategic report Governance Financial statements Other information
We provide superior adviser support and training so that we
are the best place to build a financial advice business…
…and realise its value through our succession support scheme
The Academy
There is a shortfall of high quality, qualified financial advisers in the UK, and so a key way we recruit for the
Partnership is by training our own advisers through our award-winning SJP Academy. It is the largest and most
comprehensive financial adviser training and development scheme in the UK marketplace: over the last five years
we have trained around half of those advisers who have joined the industry.
The Academy programme blends cutting-edge technology with ‘real-world’ exposure and application. It is flexible,
accepting applications from high-quality individuals who are completely new to the world of financial advice,
through to those who may already hold a financial advice qualification but lack experience in advising clients.
37
Average age
Enables long-term client relationships;
increases attractiveness to younger clients
34%
Female advisers
Contributes to Partnership diversity,
supporting diverse client base
Over 20%
Proportion of our 4,920 advisers who
were trained by the Academy
Refreshing our Partnership
Adviser support
We provide the Partnership with practical and technical support to help them run effective
and efficient businesses, enabling them to spend as much time as possible doing what they
do best: helping clients grow and protect their wealth over time.
We offer developmental support through coaching, learning and development opportunities,
technical services and business checking, equipping advisers with the knowledge and
client-facing skills they need to provide high-quality advice.
In addition, we can support with a lot of the time-consuming tasks associated with running
a business, such as marketing, insurance, technology and cyber security. This gives advisers
more time to spend with clients.
Our superior support means we are proud to have adviser retention of 92% for 2024 (2023: 92%).
Our business sale and purchase scheme
Our advisers can realise the value of their businesses through our succession support
scheme, known as our business sale and purchase (BSP) scheme. This is one of the
key features of our Partner proposition.
It allows growing Partner businesses to take on the businesses of retiring or
downsizing Partners, facilitating adviser succession and providing the opportunity
for Partners to realise value in the high-quality sustainable businesses that they
have created. The scheme also enables continuity of service for clients, supporting
good client outcomes.
Through the BSP scheme we match sellers with appropriate buyers, facilitate
agreement of an appropriate valuation, and arrange financing for the purchase.
We provide value to the Partnership
Business model
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Our equity story
We have a compelling equity story
We are already established as the UK’s leading provider of advice-led wealth management. We have a number of great strengths in our business,
but we recognise the need to evolve so that we can capitalise on the compelling market opportunity. We are positioning for further success.
Established market leader
operating with scale advantage
We provide invaluable financial advice, product and
platform, and distinctive investment management
in a single service for clients
We support over one million mass affluent and
high-net-worth clients through our Partnership
of 4,920 advisers, the largest network in the UK
Highly cash generative, supporting
growth and shareholder returns
We have an ambition to double the 2023
Underlying post-tax cash result by 2030
Visibility of future earnings is supported by
gestation FUM, high levels of retention and our simple,
comparable charging structure to be implemented
in 2025. Refer to the financial review for further
information on gestation FUM
We expect to return 50% of the Underlying
post-tax cash result to shareholders through
dividends and share buy-backs for 2024, 2025
and 2026
Well-placed for earnings growth as
we deliver scale operating leverage
Our FUM has delivered over 10% compound
growth over the last 5, 10 and 15 years
Our key profit drivers are charges we earn on FUM,
hence growth in FUM is a strong indicator of future
growth in earnings
We have an ambition for mid-to-high single
digit annual FUM growth to 2030
Sustainable and effective
asset-gathering model
We look after £190.2 billion of funds under
management (FUM) which we manage
using our distinctive investment proposition
We have a long-term track record of net inflows
through the economic cycle
The Partnership is fundamental to our business
model, and so we work hard to be the best place
to build a financial advice business in the UK,
attracting the best advisers
We also train our own advisers through the Academy
Positioned to benefit from
structural market growth
The £3.3 trillion UK wealth management market is
forecast to continue to grow across all segments
There is rising demand for advice due to a number
of structural factors such as the growing savings
gap and the complexity of pension and taxation
rules, creating the perfect environment for our
client-focused advice business
£190.2bn
Funds under management
Up 13% from £168.2 billion at
31 December 2023
2020 2021 202420232022
£129.3bn
£190.2bn
£168.2bn
£148.4bn
£154.0bn
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We have a clear path forward…
Chief Executive Officer’s report
“Our 2024
performance reaffirms
the strength and quality
of our advice-led
business model.”
Mark FitzPatrick
Chief Executive Officer
I am pleased to report a strong year for
the Group, once again demonstrating
the power and quality of our advice-
led model and the value that over
one million clients place in the
trusted relationships they enjoy
with our advisers.
Operating performance
2024 presented a mixed environment for UK
consumers. Positively, we saw headline inflation
falling and Bank of England base rate cuts,
increasing the capacity for long-term
investment for some individuals. However,
this was tempered by uncertainty in the UK,
particularly in advance of the Autumn Budget.
There was also uncertainty in the US in the
run up to their elections, and subsequently
in anticipation of the impact of the Trump
administration. In addition, pressures on
disposable income persisted, with mortgage
costs rising for many households. Overall,
this meant that consumer confidence
remained fragile.
Against this backdrop, and in a year which in
many ways was challenging for the business,
we are very pleased with our business and
financial performance. Gross inflows for
2024 were £18.4 billion, up 20% on 2023,
with momentum building during the year.
Retention of client funds under management
(FUM) remained strong at 94.5%, resulting in
net inflows of £4.3 billion, representing 2.6%
of opening FUM.
Investment performance
Our investment management approach
(IMA) continued to perform well for clients,
with our portfolios delivering strong returns
that compared favourably against peer
groups, supporting great outcomes for our
clients. Our net investment return for 2024
represented over 10% of opening FUM, and
it’s important to remember that is after all
charges, including advice.
Our Polaris multi-asset fund range continued
to be very successful. Polaris packages our
most sophisticated investment thinking in
a simple structure for clients looking to grow
their wealth. It has been incredibly popular,
and has quickly grown to be the largest retail
multi-asset range in the UK less than two
years after it was launched. It had over
£60 billion invested across the four risk-rated
solutions at 31 December 2024, and Polaris 3
is now the single largest fund in the country.
Strong investment returns in Polaris and our
other funds, combined with sustained net
inflows, drove our FUM to a record £190.2 billion
at the end of the year, up 13% on 2023.
Financial performance
This operating and investment performance
led to strong financial results. Our Underlying
cash result of £447.2 million is up 14% on 2023,
reflecting growth in FUM and the associated
income. This increase is despite the significant
short-term costs incurred during 2024 as we
progress with the implementation of our simple,
comparable charging structure, which I cover
in more detail later on. Excluding these costs,
the Underlying cash result increased by 27%.
This performance reaffirms the strength,
quality and resilience of our advice-led
business model.
Market opportunity
The market opportunity across all segments
in UK wealth management is compelling,
with UK individuals having £3.3 trillion in liquid
investable assets, which is expected to grow
at 7% per annum, compound, to 2030. In the
advised space we expect demand to only get
stronger over time, driven by systemic factors
including the complexity of pension and
taxation rules. Take the 2024 Autumn Budget
as an example – bringing pensions into scope
for inheritance tax purposes only adds to the
complexity of estate planning, driving the
need for financial advice.
The advice and savings gaps in the UK
continue to grow. We are playing our part in
closing them, using our industry leadership to
champion financial advice in the media, with
policymakers and regulators. As part of this
we are proud to have increased our profile
by running our first national brand campaign
that focused on invaluable personal advice.
We have also showcased the wide-ranging
benefits that advice can have through our
client stories, some of which you can see
throughout this Annual Report, and our Real Life
Advice research series. Alongside this, we are
working closely with the UK Government and
the FCA on the opportunities presented within
the Advice Guidance Boundary Review (AGBR).
Market opportunity and AGBR
on pages 05 and 06
Value of advice on page 08
Client stories and Real Life Advice findings
on pages 03, 53, 131, 206
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…which positions us for further success…
Chief Executive Officer’s report
“We have a clear path
forward which
positions us for further
success. This will
enable us to capitalise
on the compelling
market opportunity
and drive growth.”
Our refreshed strategy sees us leverage our
great strengths, whilst making the changes
necessary to drive sustained growth, and to
capture economies of scale as we succeed.
We are building a confident, high-performance
culture that will see SJP thrive for the benefit of
all stakeholders.
The key components of our strategy, which
will take us to 2030, are set out overleaf. In the
near-term, we are focused on strengthening
our fundamentals by safely delivering our
key programmes of work: implementing
our simple, comparable charging structure,
completing our historic ongoing service
evidence review, and executing our cost
and efficiency programme.
All of this requires a period of heavy lifting,
after which we will have more capacity to
focus on elevating and expanding our leading
offering for clients and advisers as we look
to drive sustained growth over the long term.
However, where we have capacity within the
business, alongside these key programmes
we are progressing with our other strategic
initiatives. For example, we’re developing
and trialling AI tools to support advisers
with administrative and technical queries,
which will enhance efficiency. In addition,
our investment team is exploring options
around a dedicated passives proposition.
Progress with our key programmes
Simple, comparable charges
We continue to make good progress with the
implementation of our simple, comparable
charging structure. We believe this will help to
improve the perception of SJP and the value
of our proposition, making us more attractive
to potential clients and advisers.
We are well advanced with the IT infrastructure
build necessary to deliver the programme,
and we are working through an extensive
testing plan. Alongside this, we are equipping
our advisers with a comprehensive suite of
tools and materials to ensure they understand
the impact of the new charging structure, and
can explain it to clients. We will shortly start to
communicate the changes to clients directly.
Though we still have a lot of heavy lifting to
do to complete the project over the next few
months, we remain on track for it to be in
place by the second half of 2025, and for
delivery to be on budget.
Historic ongoing service evidence review
We have progressed our review of historic
client servicing records. We have been
building the infrastructure needed to collate
and analyse these efficiently and accurately,
and validating evidence to correctly identify
servicing gaps across our client base.
We said from the outset that this is a very
significant exercise that would take the
best part of two to three years to complete.
We anticipate making substantial headway
during 2025.
We note the recent FCA statement on ongoing
financial advice services and appreciate the
guidance it provides. We are focused on
completing our programme of work and will
take into consideration the FCA’s guidance as
we move through that programme. We remain
confident in the adequacy of our provision.
Cost and efficiency programme
As we set out in July, we are evolving how
we operate to align to our refreshed strategy.
To create the capacity to invest in our strategic
initiatives, as well as improve the Cash result,
we have commenced our cost and efficiency
programme. Our ambition is to take around
£100 million per annum before tax out of our
addressable cost base by 2027, and we are
on track to deliver this.
We are working to implement a range
of operating efficiencies, including changing
our organisational design to ensure we have the
right people in the right places to support our
strategic ambitions, simplifying our technology
estate, and optimising our procurement.
Summary
2024 has been a successful year for the
business, which is testament to the strength
and quality of our advisers, employees and
all those within the SJP community. They have
remained fully committed to driving great
client outcomes during a period of significant
ongoing change in the business, and I thank
them for their continued efforts.
As we look forward, the work we are doing to
enhance our business by strengthening our core
and building on our key strengths will ensure
we continue to capture the compelling market
opportunity in UK wealth management. The
demand, and need, for financial advice is high,
driven by systemic factors which means this isn’t
going away. We are passionate about helping
more people to secure their financial futures
through the power of advice, we are leveraging
our scale advantage, and we are seeking to
deliver better outcomes for all our stakeholders.
Mark FitzPatrick
Chief Executive Officer
26 February 2025
Our redefined purpose
and refreshed strategy
In July we set out the results of our
comprehensive business review. Whilst
our business continues to perform strongly
throughout the cycle due to the high quality
advice our advisers provide to clients, we are
not complacent. We are evolving to position
for further success, so we can capture the
fantastic market opportunity and continue
to drive great outcomes for clients, advisers
and all stakeholders going forward.
Our strategic direction is underpinned by our
redefined purpose: to empower clients with
invaluable advice to realise bolder ambitions.
This is what drives our 4,920 advisers across
the Partnership, our employees and everyone
else in the SJP community. This is why we get
up in the morning. We want to be known as
the home of invaluable advice.
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Chief Executive Officer’s report
…through our redefined purpose and refreshed strategy.
Our purpose
How we will deliver
Our ambitions
Our strategic focus areas
To empower clients with invaluable advice to realise bolder ambitions
Brilliant Basics
Simplify and standardise our
operations, delivering excellent
client outcomes
Differentiated
Client Proposition
Enhance our client proposition,
tailoring for different client
segments
Leading Adviser
Offering
Continue to be the best
place to be a financial
adviser in the UK
Performance
Focused Organisation
Drive empowerment,
accountability, and performance
across our SJP community
Drive standardisation and
simplification of our processes
Leverage data to provide enhanced
analytics, supporting adviser
productivity with client insights
Drive awareness of financial advice
through leading the conversation
in UK wealth management
Strengthen 2024 to 2026 Enhance fundamentals for the future Amplify 2027+ Elevate and expand our leading offering
Continue to broaden our
investment shelf to provide
clients with greater choice
Develop our digital channels,
improving functionality and
delivering a more personalised
experience
Enhance the experience we provide
for clients in different segments of
our market, tailoring solutions to
their needs
Continue to refine our Academy
programme, providing the best
support to build a career in
financial advice
Continue to provide a market-
leading succession proposition for
advisers and clients by supporting
the continual evolution of BSP
Evolve our Partnership support
model, honing our focus on helping
quality, productive advisers to thrive
Embed high performance into
our culture by driving clear
accountability through a new
leadership framework and values
Maintain a disciplined approach
to capital allocation, utilising our
resources in line with our framework
Optimise our cost base to deliver
a more efficient operating model
which is aligned to our strategy, and
invest savings to drive future growth
Leading adviser
advocacy
c.95% annual
client retention
Doubling the
Underlying cash
result between
2023 and 2030
Mid-to-high
single digit
annual FUM
growth
High-performing,
empowered
& engaged
colleagues
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Chief Financial Officer’s report
“Since joining the
business I have been
struck by the power of
our business model,
and how it translates
into fundamentally
predictable income.”
Caroline Waddington
Chief Financial Officer
We are delivering strong financial results
I am delighted to present a strong
set of financial results in my first
report as Chief Financial Officer.
Since joining the business in September 2024,
I have been struck by the power of our
business model, and how it translates into
fundamentally predictable income. Clients
truly value the trusted, personal relationship
they build with their adviser, as demonstrated
by our high retention levels through what has
been a challenging time for the business. The
advice we provide really is invaluable in
helping them navigate the ups, downs and
complexities of their lives. Having been a
client with the same adviser for 27 years,
I know this first-hand.
Financial business model
I have also been struck by the simplicity of
our financial business model. When clients
choose to invest with us our stock of funds
under management (FUM) grows. Our income
is based on the value of FUM, and so attracting
new clients to invest with us, retaining the
investments made by existing clients, and
positive investment performance are key to
future growth in income and hence returns.
Our primary profit drivers are annual product
management charges on FUM. Under our
current charging structure, most of our
investment bond and pension business is
not subject to these charges for the first six
years after an investment is made. We refer
to FUM in this period as being in ‘gestation’.
Gestation FUM at any point in time rolls out
into mature FUM and so becomes subject to
annual product management charges over
the following six years, which provides a high
degree of visibility to our future income growth.
We will be simplifying our charging structure
by the second half of 2025. This is an
important change for the financial business
model. From the point of implementation,
we will benefit from all charges applying
from the day that a new investment is made.
We will not have to wait six years for new
investment bond and pension business to
contribute recurring income to the Cash
result. In addition, we will continue to benefit
from existing gestation FUM at the point of
transition maturing to make a positive
contribution. The dynamics of our new
charging structure, together with the visibility
of future income growth from maturing FUM in
gestation, build a powerful picture of how our
income can develop in the medium term –
conscious, of course, of the expected dip in
profitability in 2025 and 2026 as we transition
between structures.
Combined with our focus on managing
expenses, whether they are fixed in nature or
vary with FUM or business levels, this supports
our ambition to double the Underlying cash
result over the period from 2023 to 2030.
Financial performance in 2024
As Mark has already set out in his Chief
Executive Officer’s report, our FUM grew by
13% over the year to a record £190.2 billion.
This increase in FUM has driven an increase
in the income we receive from it. Paired with
continued discipline in managing our costs,
this has enabled us to deliver IFRS profit after
tax of £398.4 million (2023: loss of £9.9 million),
and a post-tax Underlying cash result of
£447.2 million, up 14% year-on-year.
This is despite the short-term costs incurred
during 2024 as we progress with the
implementation of our simple, comparable
charging structure, which was £59.5 million
for the year post-tax (2023: £7.2 million).
If these costs are excluded, the Underlying
cash result would be up 27% on 2023.
Simple, comparable charges
The implementation costs for 2024 were
approximately £12 million post-tax lower
than we originally guided to in October 2023.
These costs have been deferred into 2025.
We expect the overall implementation costs
for the project to be towards the upper end of
our original guidance range of £140 million to
£160 million pre-tax. It is important to note that
this cost phasing change does not impact our
planned implementation timetable, which
remains by the second half of 2025.
Historic ongoing service evidence review
Mark has provided an update on this
significant programme of work in his Chief
Executive Officer’s report. From a financial
perspective there is no change in our
estimate of the cost of the programme, and
so we remain comfortable with our provision.
Cost and efficiency programme
A key area of focus during the year has been
our cost and efficiency programme. We have
an ambition to take around £100 million per
annum before tax out of our addressable cost
base by 2027. We’ll do this by operating more
effectively at scale, creating capacity to
invest in our business to drive further growth,
underpinning a growing Cash result over time.
We are on track to deliver the programme by
2027, and in line with the financial guidance
provided in July 2024. For 2024 the cost and
efficiency programme has had no material
impact on our results as the costs to achieve
the savings we have identified have, as
expected, offset the savings achieved.
We anticipate this will also be the case for
2025, as the benefits we realise, net of costs
to achieve, are reinvested in the business to
drive future growth.
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Chief Financial Officer’s report
Financial position and solvency
Our IFRS consolidated statement of financial
position contains policyholder assets and
liabilities. To understand the assets and
liabilities that shareholders can benefit from,
these policyholder balances, along with
‘accounting’ balances such as deferred
income (DIR) and deferred acquisition costs
(DAC), are removed in the Solvency II Net
Assets Balance Sheet. This balance sheet
is straightforward, and demonstrates we are
in a strong financial position. It is analysed
in section 2.2 of the financial review.
We take a prudent approach to managing the
balance sheet and our capital requirements.
Given the simplicity of our business model,
we manage solvency by holding assets to
match client unit-linked liabilities, and allow
for a management solvency buffer (MSB).
At 31 December 2024 we held surplus assets
over the MSB of £892.2 million (31 December
2023: £603.5 million).
Capital allocation
I am fully committed to our capital allocation
framework, which sets out our disciplined
approach to allocating our capital resources:
1. We will maintain a strong balance sheet,
ensuring the safety of client investments.
2. We will invest to drive organic growth,
ensuring we have the necessary core
capabilities in the business.
3. We will deliver reliable annual shareholder
returns, which are in line with guidance.
4. We will return excess capital over
and above what we need to invest
in the business at attractive returns.
We see being deliberate and disciplined in
how we manage capital allocation as critical
to ensuring we have a well-invested business
that drives returns and creates sustained
value for shareholders.
Shareholder returns
As announced in February 2024, the Board
expects that annual shareholder returns will be
set at 50% of the full year Underlying cash result
for 2024, 2025 and 2026. This will comprise 18.00
pence per share in annual dividends declared
with the balance returned through share
buy-backs. The Board intends to reassess
its approach to shareholder distributions for
2027 and beyond at the appropriate time.
Following the payment of a 6.00 pence per
share interim dividend and a £32.9 million
share buy-back programme in September,
the Board are declaring a 12.00 pence per
share final dividend, subject to shareholder
approval at the AGM, and a £92.6 million
final share buy-back programme for 2024.
This will bring the total shareholder returns
to £223.6 million for the year, equivalent to
50% of the Underlying cash result.
Summary
We’ve had a successful year, which has
translated into strong financial results.
We have grown our Underlying cash result
by 14% despite short-term cost headwinds
as we implement our new charging structure.
We have an attractive and highly visible
earnings profile, a robust balance sheet, and
a disciplined approach to capital allocation.
Caroline Waddington
Chief Financial Officer
26 February 2025
Summary financial information
Page
reference
Year ended
31 December
2024
Year ended
31 December
2023
FUM-based metrics
Gross inflows (£’Billion) 17 18.4 15.4
Net inflows (£’Billion) 17 4.3 5.1
Total FUM (£’Billion) 17 190.2 168.2
Total FUM in gestation (£’Billion) 18 50.1 47.6
IFRS-based metrics
IFRS profit/(loss) after tax (£’Million) 19 398.4 (9.9)
IFRS profit/(loss) before shareholder tax (£’Million) 19 535.9 (4.5)
IFRS basic earnings per share (EPS) (Pence) 73.0 (1.8)
IFRS diluted EPS (Pence) 72.6 (1.8)
Dividend per share (Pence) 18.00 23.83
Cash result-based metrics
Controllable expenses (£’Million) 20 291.7 283.3
Underlying cash result (£’Million) 20 447.2 392.4
Cash result (£’Million) 20 447.2 68.7
Underlying cash result basic EPS (Pence) 82.0 71.7
Underlying cash result diluted EPS (Pence) 81.5 70.5
EEV-based metrics
EEV net asset value per share (£) 16.25 14.11
Solvency-based metrics
Management solvency buffer (£’Million) 29 548.4 529.5
Solvency ratio (Percentage) 189 193% 191%
A complete glossary of APMs is set out on pages 215 to 217.
The Cash result should not be confused with the IFRS consolidated statement of cash flows,
which is prepared in accordance with IAS 7.
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This financial review provides analysis of the
Group’s financial position and performance.
It is split into the following sections:
Section 1 – Funds under management (FUM)
1.1 FUM analysis
1.2 Gestation
page 17
Section 2 – Performance measurement
2.1 International Financial Reporting Standards (IFRS)
2.2 Cash result
2.3 European Embedded Value (EEV)
page 19
Section 3 – Solvency
page 29
Section 1 – Funds under management (FUM)
1.1 FUM analysis
During 2024 our advisers attracted £18.4 billion (2023: £15.4 billion) of new client investments
and client retention rates remained strong at 94.5% (2023: 95.3%). As a result we generated
£4.3 billion (2023: £5.1 billion) of net inflows, once again demonstrating the strength of our
advice-led business model.
Our investment management approach has continued to work well for clients, with
our portfolios delivering strong returns that compare favourably against peer groups.
This, together with another year of net inflows, resulted in FUM increasing by 13% to a record
£190.2 billion (2023: £168.2 billion). Growth in FUM provides our business with good visibility
over future growth in income and the creation of sustainable value for shareholders over time.
The following table shows how FUM evolved during 2024 and 2023. Investment return is
presented net of all charges.
2024 2023
Investment
bond Pension
UT/ISA
and DFM Total Total
£’Billion £’Billion £’Billion £’Billion £’Billion
Opening FUM 35.99 87.32 44.89 168.20 148.37
Gross inflows 2.42 12.06 3.93 18.41 15.39
Net investment return 3.37 10.03 4.28 17.68 14.71
Regular income withdrawals
and maturities (0.36) (3.92) – (4.28) (2.77)
Surrenders and part-surrenders (2.24) (3.51) (4.05) (9.80) (7.50)
Closing FUM 39.18 101.98 49.05 190.21 168.20
Net flows (0.18) 4.63 (0.12) 4.33 5.12
Implied surrender rate as a
percentage of average FUM 6.0% 3.7% 8.6% 5.5% 4.7%
Included in the table above is:
Rowan Dartington Group FUM of £3.49 billion at 31 December 2024 (31 December 2023:
£3.43 billion), gross inflows of £0.24 billion for the year (2023: £0.36 billion) and outflows
of £0.24 billion (2023: £0.18 billion).
SJP Asia FUM of £1.90 billion at 31 December 2024 (31 December 2023: £1.72 billion),
gross inflows of £0.26 billion for the year (2023: £0.21 billion) and outflows of £0.22 billion
(2023: £0.15 billion).
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Financial review
1.1 FUM analysis continued
The following table shows our sustained net inflows and the progression of FUM over the past
six years.
Year
Opening FUM
as at
1 January Net inflows
Investment
return
Closing FUM
as at
31 December
£’Billion £’Billion £’Billion £’Billion
2024 168.2 4.3 17.7 190.2
2023 148.4 5.1 14.7 168.2
2022 154.0 9.8 (15.4) 148.4
2021 129.3 11.0 13.7 154.0
2020 117.0 8.2 4.1 129.3
2019 95.6 9.0 12.4 117.0
The following table provides a geographical and investment-type analysis of FUM at 31 December.
31 December 2024 31 December 2023
£’Billion
Percentage
of total £’Billion
Percentage
of total
North American equities 74.9 39% 57.4 34%
Fixed income securities 31.6 17% 27.1 16%
European equities 24.3 13% 23.6 14%
Asia and Pacific equities 24.0 13% 20.5 12%
UK equities 16.0 8% 16.0 10%
Alternative investments 6.2 3% 10.5 6%
Cash 6.9 4% 7.2 4%
Other 5.0 2% 4.1 3%
Property 1.3 1% 1.8 1%
Total 190.2 100% 168.2 100%
1.2 Gestation
As explained in our financial business model in the Chief Financial Officer’s report, due to our
current product structure for most investment bond and pension business, there is a significant
amount of FUM in ‘gestation’. This means it is not subject to annual product management
charges, our key profit driver. FUM rolls out of gestation into ‘mature’ FUM six years after initial
investment, at which point it becomes subject to annual product management charges for
the first time.
Approximately 54% of gross inflows for 2024, after initial charges, moved into gestation FUM
(2023: 54%).
The following table shows an analysis of FUM, after initial charges, split between mature
FUM that is contributing net income to the Cash result and FUM in gestation which is not yet
contributing. The value of both mature and gestation FUM is impacted by investment return
as well as net inflows.
Position as at
Mature FUM
contributing
to the Cash
result
Gestation
FUM that will
contribute to
the Cash
result in the
future Total FUM
£’Billion £’Billion £’Billion
31 December 2024 140.1 50.1 190.2
31 December 2023 120.6 47.6 168.2
31 December 2022 102.9 45.5 148.4
31 December 2021 104.7 49.3 154.0
31 December 2020 85.9 43.4 129.3
We will be simplifying our charging structure by the second half of 2025. Under the revised
charging structure, new business will no longer enter a period of gestation and the existing
gestation FUM at the point of implementation will gradually mature. After this point there will
be no further concept of gestation FUM. In the meantime, gestation FUM continues to be a
material store of shareholder value that will make a significant contribution to the Cash result
in the future.
The following table gives an indication, for illustrative purposes, of the way in which gestation
FUM could mature and start to contribute to the Cash result over the next six years and beyond.
Once it has all matured, it could contribute a further £289.1 million per annum to net income
from FUM and hence the Underlying cash result, at no additional cost.
For simplicity the table assumes that FUM values remain unchanged, that there are no
surrenders, and that business is written at the start of the year. Allowance has been made for
the reduction in ongoing charges under our new charging structure. Actual emergence in the
Cash result will reflect the varying business mix of the relevant cohort and business experience.
Year
Cumulative
gestation FUM
maturity profile
Gestation FUM
future contribution
to the post-tax
Cash result
£’Billion £’Million
2025 6.5 45.2
2026 13.9 80.4
2027 22.3 128.8
2028 31.9 184.3
2029 40.8 235.8
2030 50.1 289.1
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Section 2 – Performance measurement
In line with statutory reporting requirements, we report profits assessed on an IFRS basis.
The presence of a significant life insurance company within the Group means that, although
we are an advice-led wealth manager in substance with a simple business model, we apply
IFRS accounting requirements for insurance companies. These requirements lead to financial
statements which are more complex than those of a typical wealth manager and so our IFRS
results may not provide the simplest presentation for users who are trying to understand
our business.
Key examples of this include:
Our IFRS consolidated statement of comprehensive income includes policyholder tax
balances which we are required to recognise as part of our corporation tax arrangements.
This means that our Group IFRS profit before tax includes amounts charged to clients to
meet policyholder tax expenses, which are unrelated to the underlying performance of
our business.
Our IFRS consolidated statement of financial position includes policyholder liabilities and
the corresponding assets held to match them, and so policyholder liabilities increase or
decrease to match increases or decreases experienced on these assets. This means that
shareholders are not exposed to any gains or losses on the £190.0 billion of policyholder
assets and liabilities recognised in our IFRS consolidated statement of financial position,
which represented over 97% of our IFRS total assets and liabilities at 31 December 2024.
We therefore present our financial performance and position on three different bases, using
a range of alternative performance measures (APMs) to supplement our IFRS reporting. These
APMs strip out policyholder balances, and remove items such as deferred acquisition costs
(DAC) and deferred income (DIR) to reflect Solvency II recognition requirements and to better
match the way in which cash emerges from the business. The three different bases, which are
consistent with those presented last year, are:
International Financial Reporting Standards (IFRS)
Cash result
European Embedded Value (EEV).
APMs are not defined by the relevant financial reporting framework (which for the Group is IFRS),
but we use them to provide greater insight to the financial performance, financial position and
cash flows of the Group and the way it is managed. The glossary of alternative performance
measures (APMs) included within this Annual Report and Accounts defines each APM used
in our financial review, explains why it is used and, if applicable, how the measure can be
reconciled to the IFRS consolidated financial statements. It also sets out the rationale for
any APM we have ceased to report during the year.
2.1 International Financial Reporting Standards (IFRS)
To address the challenge of policyholder tax being included in the IFRS results we focus on
IFRS profit before shareholder tax, an APM, as our pre-tax metric.
This is a profit measure based on IFRS which aims to remove the impact of policyholder tax.
The following table demonstrates the way in which IFRS profit before shareholder tax is
presented in the consolidated statement of comprehensive income.
Year ended
31 December
2024
Year ended
31 December
2023
£’Million £’Million
IFRS profit before tax 1,049.1 439.6
Policyholder tax (513.2) (444.1)
IFRS profit/(loss) before shareholder tax 535.9 (4.5)
Shareholder tax (137.5) (5.4)
IFRS profit/(loss) after tax 398.4 (9.9)
However, in both the current and prior year IFRS profit/(loss) before shareholder tax and IFRS
profit/(loss) after tax have been reduced by another nuance of life insurance tax which we refer
to as policyholder tax asymmetry. This is defined in the glossary within this Annual Report
and Accounts.
External market conditions during the year drive the movement in the tax asymmetry balances.
Net market gains during 2024 have resulted in a negative policyholder tax asymmetry impact
of £38.9 million (2023: negative impact of £44.4 million).
Shareholder tax reflects the tax charge attributable to shareholders and is closely related to
the performance of the business. However, it can vary year on year due to several factors:
further detail is set out in Note 10 Income and deferred taxes.
Change in APMs
In previous years, in addition to IFRS profit before shareholder tax we also reported underlying
profit as an APM in this section. This was calculated as IFRS profit before shareholder tax,
adjusted for the impact of movements in DAC, DIR and the purchased value of in-force business
(PVIF). We have retired underlying profit as a separate APM for 2024 as we look to simplify our
reporting. The movement in DAC, DIR and PVIF is now presented as part of the reconciliation
between IFRS profit and the Cash result.
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2.2 Cash result
The Cash result is used by the Board to assess and monitor the level of cash profit generated by
the business. It is presented net of tax, and is based on IFRS with adjustments made to exclude
policyholder balances and certain non-cash items, such as DAC, DIR, deferred tax and equity-
settled share-based payment costs. The reconciliation to IFRS can be found on pages 22 and 23,
and further details, including the full definition of the Cash result, can be found in the glossary
of APMs. Although the Cash result should not be confused with the IAS 7 consolidated statement
of cash flows, it provides a helpful supplementary view of the way in which cash is generated
and emerges within the Group.
The following table shows an analysis of the Cash result using two different measures:
Underlying cash result
This measure represents the regular emergence of cash from the business, excluding any
items of a one-off nature and temporary timing differences.
Cash result
This measure includes items of a one-off nature and temporary timing differences.
Consolidated Cash result (presented post-tax)
Note
Year ended
31 December 2024
Year ended
31 December
2023
In-force
New
business Total Total
£’Million £’Million £’Million £’Million
Net annual management fee 1 1,034.2 74.5 1,108.7 1,000.8
Reduction in fees in gestation period 1 (425.1) – (425.1) (401.6)
Net income from FUM 1 609.1 74.5 683.6 599.2
Margin arising from new business 2 – 117.4 117.4 104.5
Controllable expenses 3 (22.2) (269.5) (291.7) (283.3)
Asia – net investment 4 – (10.2) (10.2) (19.4)
DFM – net investment 4 – (2.4) (2.4) (6.4)
Regulatory fees and FSCS levy 5 (2.2) (19.3) (21.5) (23.1)
Shareholder interest 6 66.0 – 66.0 61.8
Tax relief from capital losses – – – 2.1
Charge structure implementation costs 7 – (59.5) (59.5) (7.2)
Miscellaneous 8 (34.5) – (34.5) (35.8)
Underlying cash result 616.2 (169.0) 447.2 392.4
Ongoing Service Evidence provision 9 – – – (323.7)
Cash result 616.2 (169.0) 447.2 68.7
The Underlying cash result of £447.2 million for 2024 (2023: £392.4 million) is 14% higher than
the prior year, driven by the increase in income received from growing levels of FUM. In 2023 the
Cash result was significantly impacted by the establishment of the Ongoing Service Evidence
provision, which meant the result of £68.7 million was substantially lower than the Underlying
cash result. There have been no items recognised outside of the Underlying cash result for 2024,
meaning the Cash result and the Underlying cash result are both £447.2 million.
Notes to the Cash result
1. Net income from FUM
The net annual management fee is the net manufacturing margin that the Group retains
from FUM after payment of the associated costs: for example, advice fees paid to Partners,
investment management fees paid to external fund managers and the policy servicing tariff
paid to our third-party administration provider. Each product has standard fees, but they vary
between products. Overall post-tax margin on FUM reflects business mix but also the different
tax treatments, particularly life insurance tax on onshore investment bond business.
As explained in our financial business model in the Chief Financial Officer’s report, our
investment bond and pension business product structure means that these products do not
contribute to net Cash result, after the margin arising from new business, during the first six
years. This is known as the ‘gestation period’ and is reflected in the reduction in fees in
gestation period line.
We focus our explanatory analysis on the net income from FUM, which is the net annual
management fee after the reduction in fees in the gestation period. This is the Cash result
income from FUM that has reached maturity. As with net annual management fees, the
average rate can vary over time with business mix and tax.
For 2024, our net income from FUM was £683.6 million (2023: £599.2 million), an increase of 14%.
This outcome is within our guided margin range of 0.54% to 0.56%, and reflects an increase in
average mature FUM.
Our margin range is applicable to average mature FUM, excluding discretionary fund
management (DFM) and Asia FUM, in line with prior guidance. It is this mature FUM that
contributes to the net income from FUM figure and, at any given time, it comprises all unit
trust and ISA business, as well as investment bond and pension business written more than
six years ago.
Following the introduction of our new charging structure by the second half of 2025, our margin
range will reduce to 0.43% to 0.45%. However, under this charging structure new investment bond
and pension business will no longer enter a period of gestation. Once the remaining gestation
FUM at the point of implementation has matured over a six-year period there will be no further
gestation FUM, and so the margin will apply to all FUM.
Net income from Asia and DFM FUM is not included in this line, it is included in the Asia –
net investment and DFM – net investment lines.
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2.2 Cash result continued
2. Margin arising from new business
This is the net positive Cash result impact of new business in the year, as initial charges levied
on gross inflows exceed new-business-related expenses. The majority of these expenses vary
with new business levels, such as the incremental third-party administration costs of setting
up a new policy on our back-office systems, and payments to Partners for the initial advice
provided to secure clients’ investment. As a result, gross inflows are a key driver of this margin.
However, the margin arising from new business also contains some fixed expenses, and
elements which do not vary exactly in line with gross inflows. Therefore, whilst the margin arising
from new business tends to move directionally with the scale of gross inflows generated during
the year, the relationship between the two is not linear.
3. Controllable expenses
Controllable expenses are a key metric for the business. They are comprised of expenses
which do not vary with business volumes, including people, property and technology expenses,
and the costs associated with running our Academy. Growth in controllable expenses has been
contained to 5% on a pre-tax basis, in line with guidance. This is equivalent to 3% increase on a
post-tax basis as presented in the Cash result, reflecting the corporation tax rate of 25% being
applicable for the whole of 2024.
Going forward we will seek to contain growth in controllable expenses to 5% per annum,
balancing disciplined expense management with the need to invest in the business for
the future.
This is before the positive impact of our cost and efficiency programme as set out in July 2024,
which will start to benefit the Cash result from 2027 onwards. Prior to 2027, the cost savings
realised from the programme will be offset by the costs to achieve those savings, and
reinvestment in the business to drive future growth.
4. Asia and DFM
These lines represent the net income from Asia and DFM FUM. They include the Asia and DFM
expenses set out in the reconciliation on page 22 between expenses presented separately
on the face of the Cash result before tax and IFRS expenses.
We have continued to invest in developing our presence in Asia, as well as in discretionary
fund management via Rowan Dartington. Net investment in Asia has reduced, reflecting the
restructuring undertaken during the prior year. Net investment in DFM has also reduced,
due to continued focus on disciplined expense control.
5. Regulatory fees and FSCS levy
The costs of operating in a regulated sector include regulatory fees and the Financial Services
Compensation Scheme (FSCS) levy. On a post-tax basis, these are as follows:
Year ended
31 December
2024
Year ended
31 December
2023
£’Million £’Million
FSCS levy 9.1 10.0
Regulatory fees 12.4 13.1
Regulatory fees and FSCS levy 21.5 23.1
Our position as a market-leading provider of advice means we make a substantial contribution
to supporting the FSCS, thereby providing protection for clients of other businesses in the sector
that fail. The FSCS levy in 2024 and 2023 was below the level typically seen in recent years,
as a result of prior years surpluses that had built up within the FSCS scheme. We anticipate
a substantial increase in the levy for 2025.
6. Shareholder interest
This is the income accruing on investments and cash held for regulatory purposes together
with the interest received on the surplus capital held by the Group. It is presented net of
funding-related expenses, including interest paid on borrowings and securitisation costs.
7. Charge structure implementation costs
We announced in October 2023 that we would be implementing our simple, comparable
charging structure by the second half of 2025. This will see us disaggregate our charges into
their component parts, supporting clients by making it easier to compare charges for advice,
investment management and other services, on a component-by-component basis.
We continue to make good progress with this complex project. The implementation costs
for 2024 of £59.5 million post-tax were approximately £12 million lower than we had originally
guided to in October 2023. These costs have been deferred into 2025. We expect the overall
implementation costs for the project to be towards the upper end of our original guidance
range of £140 million to £160 million pre-tax.
8. Miscellaneous
This category represents the net cash flow of the business not covered in any of the other
categories. It includes Group contributions to the St. James’s Place Charitable Foundation,
movements in the fair value of renewal income assets and the remediation costs associated
with client complaints.
9. Ongoing Service Evidence provision
The Ongoing Service Evidence provision was established in 2023 following the appointment
of a skilled person and an assessment undertaken into the evidencing and delivery of historic
ongoing servicing, reflecting the anticipated cost of refunding ongoing servicing charges,
together with the interest, and the administrative costs associated with completing the work.
For 2024 there is no change in our estimate of the cost of the programme, and so we remain
comfortable with our provision. Consequently, there is no impact on the 2024 Cash result.
More information can be found in Note 18 within the IFRS consolidated financial statements.
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2.2 Cash result continued
Reconciliation of Cash result expenses to IFRS expenses
Whilst certain expenses are recognised in separate line items on the face of the Cash result,
expenses which vary with business volumes, such as payments to Partners and third-party
administration expenses, and expenses which relate to investment in specific areas of the
business such as DFM, are netted from the relevant income lines rather than presented
separately. In order to reconcile to the IFRS expenses presented on the face of the consolidated
statement of comprehensive income, the expenses netted from income lines in the Cash result
need to be added in, as do certain IFRS expenses which by definition are not included in the
Cash result. In addition, all expenses need to be converted from post-tax, as they are presented
in the Cash result, to pre-tax, as they are presented under IFRS.
Expenses presented on the face of the Cash result before and after tax are set out below.
Year ended 31 December 2024 Year ended 31 December 2023
Before tax Tax rate After tax Before tax Tax rate After tax
£’Million Percentage £’Million £’Million Percentage £’Million
Controllable expenses 388.9 25.0% 291.7 370.4 23.5% 283.3
Regulatory fees
and FSCS levy 28.7 25.0% 21.5 30.2 23.5% 23.1
Charge structure
implementation costs 79.3 25.0% 59.5 9.4 23.5% 7.2
Total expenses presented
separately on the face of
the Cash result 496.9 372.7 410.0 313.6
The total expenses presented separately on the face of the Cash result before tax then
reconcile to IFRS expenses as set out below.
Year ended
31 December
2024
Year ended
31 December
2023
1
£’Million £’Million
Total expenses presented separately on the face of the Cash result
before tax 496.9 410.0
Expenses which vary with business volumes
Other performance costs 171.0 147.4
Payments to Partners 1,134.8 1,013.2
Investment expenses 115.7 96.9
Third-party administration 172.1 151.8
Other 63.4 513.3
Expenses relating to investment in specific areas of the business
Asia expenses 22.7 26.5
DFM expenses 27.4 33.3
Total expenses included in the Cash result 2,204.0 2,392.4
Reconciling items to IFRS expenses
Amortisation of DAC and PVIF, net of additions 21.3 35.5
Equity-settled share-based payment expenses 11.2 5.4
Insurance contract expenses presented elsewhere
1
(1.1) (2.4)
Other
1
1.3 2.4
Total IFRS Group expenses before tax 2,236.7 2,433.3
1 The 2023 comparatives have been represented to better reflect the nature of the expenses.
Expenses which vary with business volumes
Other performance costs vary with the level of new business and the operating profit
performance of the business.
Payments to Partners, investment expenses and third-party administration costs are met
through charges to clients, and so any variation in them from changes in the volumes of new
business or the level of the stock markets does not impact Group profitability significantly.
Each of these items is recognised within the most relevant line of the Cash result, which is
determined based on the nature of the expense. In most cases, this is either the net annual
management fee or margin arising from new business lines.
Other expenses include the operating costs of acquired financial adviser businesses,
donations to the St. James’s Place Charitable Foundation and complaints costs. In 2023,
they also included the cost of setting up the Ongoing Service Evidence provision.
These costs are recognised across various lines in the Cash result.
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2.2 Cash result continued
Expenses relating to investment in specific areas of the business
Asia expenses and DFM expenses both reflect disciplined expense control during the year,
and for Asia the impact of restructuring undertaken during 2023.
In the Cash result, Asia and DFM expenses are presented net of the income they generate
in the Asia – net investment and DFM – net investment lines.
Reconciling items to IFRS expenses
DAC amortisation, net of additions, PVIF amortisation and equity-settled share-based payment
expenses are the primary expenses which are recognised under IFRS but are excluded from the
Cash result.
Expenses associated with insurance contract expenses are included in the Cash result but
are shown within the Insurance service expense rather than the expenses line under IFRS 17.
Reconciliation of Cash result to IFRS profit before shareholder tax
The Cash result reconciles to IFRS profit before shareholder tax, as presented in section 2.1,
as follows:
Year ended
31 December 2024
Year ended
31 December 2023
Before
shareholder
tax After tax
Before
shareholder
tax After tax
£’Million £’Million £’Million £’Million
Underlying cash result 580.9 447.2 483.0 392.4
Ongoing Service Evidence provision – – (426.0) (323.7)
Cash result 580.9 447.2 57.0 68.7
Movements in DAC, DIR and PVIF 0.5 (0.1) 3.5 3.1
Impact of policyholder tax asymmetry (38.9) (38.9) (44.4) (44.4)
Equity-settled share-based payments (11.2) (11.2) (5.4) (5.4)
Impact of deferred tax – (9.0) – (24.9)
Other 4.6 10.4 (15.2) (7.0)
IFRS profit/(loss) 535.9 398.4 (4.5) (9.9)
Movements in DAC, DIR and PVIF are explained and analysed as follows:
IFRS requires certain upfront expenses incurred and income received to be deferred. The
deferred amounts are initially recognised on the statement of financial position as a DAC
asset and DIR liability, which are subsequently amortised to the consolidated statement of
comprehensive income over a future period.
The impact of accounting for DAC, DIR and PVIF in the IFRS result is that there is an accounting
timing difference between the emergence of accounting profits and actual cash flows.
The following table presents the impact of each of these items on profit before shareholder tax.
Due to policyholder tax on DIR, the amortisation of DIR during the year and DIR on new business
for the year set out below are not the same as those presented in Note 11, which are presented
before both policyholder and shareholder tax.
Year ended
31 December
2024
Year ended
31 December
2023
£’Million £’Million
Amortisation of DAC (63.4) (72.2)
DAC on new business for the year 45.2 39.9
Net impact of DAC (18.2) (32.3)
Amortisation of DIR 141.9 149.3
DIR on new business for the year (120.0) (110.3)
Net impact of DIR 21.9 39.0
Amortisation of PVIF (3.2) (3.2)
Movement in year 0.5 3.5
The simplification of our charging structure by the second half of 2025 will see the removal
of initial product fees, and as a result there will be immaterial income being deferred from
the point of implementation onwards. Most of the existing DIR liability at that point will amortise
over a period of 6 years.
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2.2 Cash result continued
The impact of policyholder tax asymmetry is a temporary effect caused by asymmetries
between fund tax deductions and the policyholder tax due to HMRC. Movement in the
asymmetry can be significant in volatile markets.
Equity-settled share-based payments represent the expense associated with a number
of equity-settled share schemes across the Group.
The impact of deferred tax is the recognition in the Cash result of the benefit from realising
tax relief on various items including share options, capital allowances and deferred expenses.
These have already been recognised under IFRS through the establishment of deferred tax
assets. More information can be found in Note 10 to the IFRS consolidated financial statements.
Other represents a number of other small items, including the removal of other intangibles
and the difference between the lease expense recognised under IFRS 16 Leases and lease
payments made.
Derivation of the Cash result
The Cash result is derived from the IFRS consolidated statement of financial position in a
two-stage process:
Stage 1: Solvency II Net Assets Balance Sheet
Firstly, the IFRS consolidated statement of financial position is adjusted for a number of material
balances that reflect policyholder interests in unit-linked liabilities together with the underlying
assets that are held to match them. Secondly, it is adjusted for a number of non-cash
‘accounting’ balances such as DIR, DAC and associated deferred tax. The result of these
adjustments is the Solvency II Net Assets Balance Sheet and the following table shows the
way in which it has been calculated at 31 December 2024.
31 December 2024 Note
IFRS
Balance
Sheet
Adjustment
1
Adjustment
2
Solvency II
Net Assets
Balance
Sheet
Solvency II
Net Assets
Balance
Sheet: 2023
£’Million £’Million £’Million £’Million £’Million
Assets
Goodwill 1 23.3 – (23.3) – –
Deferred acquisition costs 2 286.2 – (286.2) – –
Intangible assets 1 15.5 – (15.5) – –
Property and equipment 3 134.0 – – 134.0 153.1
Investment property 892.3 (892.3) – – –
Deferred tax assets 4 2.7 – (2.6) 0.1 20.4
Investment in associates 21.9 – – 21.9 10.2
Reinsurance assets 14.9 – (4.2) 10.7 6.7
Other receivables 5 2,687.4 (816.7) (3.3) 1,867.4 2,147.3
Financial investments 6 182,320.2 (180,117.3) – 2,202.9 1,462.6
Derivative financial assets 2,812.8 (2,812.8) – – –
Cash and cash equivalents 6 5,663.9 (5,311.3) – 352.6 285.4
Total assets 194,875.1 (189,950.4) (335.1) 4,589.6 4,085.7
Liabilities
Borrowings 7 516.8 – – 516.8 251.4
Deferred tax liabilities 4 679.4 – 10.7 690.1 414.5
Insurance contract liabilities 518.6 (467.3) (37.0) 14.3 18.2
Deferred income 2 469.5 – (469.5) – –
Other provisions 8 460.3 – – 460.3 500.1
Other payables 3, 9 2,144.3 (692.7) (6.2) 1,445.4 1,757.0
Investment contract benefits 141,038.8 (141,038.8) – – –
Derivative financial liabilities 3,052.1 (3,052.1) – – –
Net asset value attributable
to unit holders 44,699.5 (44,699.5) – – –
Income tax liabilities 10 22.1 – – 22.1 11.5
Total liabilities 193,601.4 (189,950.4) (502.0) 3,149.0 2,952.7
Net assets 1,273.7 – 166.9 1,440.6 1,133.0
Adjustment 1 strips out the policyholder interest in unit-linked assets and liabilities, to present
solely shareholder-impacting balances. For further information refer to Note 14 Financial
investments, investment property and cash and cash equivalents within the IFRS consolidated
financial statements.
Adjustment 2 removes items such as DAC, DIR, PVIF and their associated deferred tax balances
from the IFRS statement of financial position to bring it in line with Solvency II recognition
requirements.
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2.2 Cash result continued
Notes to the Solvency II Net Assets Balance Sheet
1. Goodwill and intangible assets
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s
share of the identifiable net assets of the acquired entity at the date of acquisition. Goodwill
is not amortised, but is reviewed annually for impairment.
Intangible assets include computer software and the purchased value of in-force business.
This represents the present value of future profits that are expected to emerge from insurance
business acquired on business combinations, calculated at the time of acquisition using
best-estimate assumptions. The balance is amortised over the anticipated lives of the related
insurance contracts.
Each of these items is excluded from the Solvency II Net Assets due to their intangible nature.
See Note 11 to the IFRS consolidated financial statements for further detail.
2. Deferred acquisition costs and deferred income
IFRS requires certain upfront expenses incurred and income received to be deferred.
The deferred amounts are initially recognised on the IFRS consolidated statement of
financial position as a DAC asset and DIR liability, which are subsequently amortised
to the consolidated statement of comprehensive income over a future period.
They are each excluded from the Solvency II Net Assets due to their intangible nature.
See Note 11 to the IFRS consolidated financial statements for further detail.
3. Property and equipment, and other payables
The property and equipment balance includes the right to use leased assets of £103.9 million
(2023: £118.5 million), together with fixtures, fittings and office equipment of £28.4 million
(2023: £32.1 million) and computer equipment of £1.7 million (2023: £2.5 million).
The right to use leased assets has decreased year on year due to depreciation. Lease liabilities
of £107.2 million are recognised within the other payables line (2023: £120.5 million).
Note 12 Property and equipment, including leased assets, Note 13 Leases and Note 16 Other
payables to the IFRS consolidated financial statements provide further detail.
4. Deferred tax assets and liabilities
Analysis of deferred tax assets and liabilities, including how they have moved year on year, is
set out in Note 10 Income and deferred taxes within the IFRS consolidated financial statements.
5. Other receivables
Other receivables on the Solvency II Net Assets Balance Sheet have decreased from
£2,147.3 million at 31 December 2023 to £1,867.4 million at 31 December 2024, principally
reflecting a decrease in short-term outstanding market trade settlements in the unit-
linked funds and consolidated unit trusts. Other receivables on the IFRS balance sheet
have decreased from £2,997.4 million at 31 December 2023 to £2,687.4 million at
31 December 2024, additionally reflecting receivables within policyholder funds.
Detailed breakdowns of other receivables can be found in Note 15 Other receivables within
the IFRS consolidated financial statements. Within other receivables there are two items
which merit further analysis:
Operational readiness prepayment asset
The operational readiness prepayment asset arose from the investment made into our
back-office infrastructure project, as we recognised Bluedoor development costs as a
prepayment. The asset stood at £256.3 million at 31 December 2024 (31 December 2023:
£283.5 million). It has been amortising through the IFRS statement of comprehensive income
and the Cash result since 2017 and will continue to do so over the remaining life of the contract,
which at 31 December 2024 is nine years.
Business loans to Partners
Facilitating business loans to Partners is a key way in which we are able to support growing
Partner businesses. Such loans are principally used to enable Partners to take over the
businesses of retiring or downsizing Partners, and this process has multi-stakeholder benefits:
It supports the delivery of great outcomes for clients as they receive continuity of service
within the SJP ecosystem.
It makes SJP a great place for motivated, entrepreneurial advisers to build high-quality
businesses over the long-term.
It helps to support the next generation of SJP advisers.
It retains advisers and clients which leads to retention of our FUM, which in turn supports
our financial results and thus shareholders.
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2.2 Cash result continued
In addition to recognising a strong business case for facilitating such lending, we recognise
too the fundamental strength and credit quality of business loans to Partners. We have low
impairment experience due to a number of factors that help to mitigate the inherent credit risk
in lending. These include taking a cautious approach to Group credit decisions, with lending
secured against prudent business valuations. Demonstrating this, loan-to-value (LTV)
information is set out in the following table.
31 December
2024
31 December
2023
Aggregate LTV across the total Partner lending book 25% 29%
Weighted average LTV across the total Partner lending book 39% 42%
Proportion of the book where LTV is over 75% 5% 5%
Net exposure to loans where LTV is over 100% (£’Million) 7.2 6.7
If FUM were to decrease by 10%, the net exposure to loans where LTV is over 100% at
31 December 2024 would increase to £8.3 million (31 December 2023: increase to £7.7 million).
Our credit experience also benefits from the repayment structure of business loans to Partners.
The Group collects advice charges from clients. Prior to making the associated payment to
Partners, we deduct loan capital and interest payments from the amount due.
During the year we have continued to facilitate business loans to Partners and have also
repurchased a proportion of loans previously funded by third parties which were guaranteed by
the Group. For many of these loans we have conducted an in-year onward placement of them
into our non-recourse securitisation facility, which is an interim step towards placing them fully
off balance sheet. Further information is provided in Note 15 Other receivables and Note 19
Borrowings and financial commitments.
31 December
2024
31 December
2023
£’Million £’Million
Total business loans to Partners 557.3 408.0
Split by funding type:
Business loans to Partners directly funded by the Group 386.6 340.8
Securitised business loans to Partners 170.7 67.2
6. Liquidity
Cash generated by the business is held in highly rated government securities, AAA-rated
money market funds and bank accounts. Although these are all highly liquid, only the latter is
classified as cash and cash equivalents on the Solvency II Net Assets Balance Sheet. The total
liquid assets held are as follows.
31 December
2024
31 December
2023
£’Million £’Million
Fixed interest securities 8.6 8.2
Investment in Collective Investment Schemes
(AAA-rated money market funds) 2,194.3 1,454.4
Financial investments 2,202.9 1,462.6
Cash and cash equivalents 352.6 285.4
Total liquid assets 2,555.5 1,748.0
The Group’s primary source of net cash generation is product charges. In line with profit
generation, as most of our investment bond and pension business enters a gestation period,
there is no cash generated (apart from initial charges) for the first six years of an investment.
This means that the amount of FUM that is contributing to the Cash result will increase year
on year as gestation FUM becomes mature and is subject to annual product management
charges. Unit trust and ISA business do not have a gestation period, and so generate cash
immediately from the point of investment.
Cash is used to invest in the business and to support returns to shareholders. Our shareholder
returns guidance is set such that appropriate cash is retained in the business to support the
investment needed to meet our future growth aspirations.
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2.2 Cash result continued
7. Borrowings
The Group continues to pursue a strategy of diversifying and broadening its access to debt
finance. We have done this successfully over time, for example via the creation and execution
of our securitisation vehicle. For accounting purposes we are obliged to disclose on our
consolidated statement of financial position the value of loan notes relating to the securitisation.
However, as the securitisation loan notes were secured only on the securitised portfolio of
business loans to Partners, they were non-recourse to the Group’s other assets. This means that
the senior tranche of non-recourse securitisation loan notes, whilst included within borrowing,
is very different from the Group’s senior unsecured corporate borrowings, which are used to
manage working capital and fund investment in the business.
31 December
2024
31 December
2023
£’Million £’Million
Corporate borrowings: bank loans 250.0 50.0
Corporate borrowings: loan notes 138.3 151.1
Senior unsecured corporate borrowings 388.3 201.1
Senior tranche of non-recourse securitisation loan notes 128.5 50.3
Total borrowings 516.8 251.4
Senior unsecured corporate borrowing of £388.3 million at 31 December 2024 increased
from £201.1 million at 31 December 2023. This principally reflects the drawing of an additional
£250.0 million bridging facility, offset by a reduction in the amount drawn under our revolving
credit facility. We have committed to repay the £250.0 million bridging facility after the balance
sheet date. Further information is provided in Note 19 Borrowings and financial commitments
and Note 28 Events after the end of the reporting period within the IFRS consolidated financial
statements.
8. Other provisions
Further information on other provisions, including how the balance has moved year on year,
is set out in Note 18 Other provisions and contingent liabilities within the IFRS consolidated
financial statements.
9. Other payables
Other payables on the Solvency II Net Assets Balance Sheet have decreased from £1,757.0 million
at 31 December 2023 to £1,445.4 million at 31 December 2024, largely due to a decrease in short-
term outstanding policy-related settlements. Other payables on the IFRS balance sheet have
decreased from £2,388.1 million at 31 December 2023 to £2,144.3 million at 31 December 2024,
additionally reflecting payables within policyholder funds.
Detailed breakdowns of other payables can be found in Note 16 Other payables within the IFRS
consolidated financial statements.
10. Income tax liabilities
The Group has an income tax liability of £22.1 million at 31 December 2024 (31 December 2023:
£11.5 million). This is due to a current tax charge of £349.3 million, tax paid in the year of
£326.1 million and other impacts of £12.6 million. Further detail is provided in Note 10 Income
and deferred taxes.
Stage 2: Movement in Solvency II Net Assets Balance Sheet
After the Solvency II Net Assets Balance Sheet has been determined, the second stage in the
derivation of the Cash result identifies a number of movements in that balance sheet which
do not represent cash flows for inclusion within the Cash result. The following table explains
how the overall Cash result reconciles to the total movement.
Year ended
31 December
2024
Year ended
31 December
2023
£’Million £’Million
Opening Solvency II net assets 1,133.0 1,379.9
Dividend paid (76.8) (289.9)
Issue of share capital and exercise of options – 6.8
Consideration paid for own shares (9.5) (0.5)
Change in deferred tax (9.6) (24.9)
Impact of policyholder tax asymmetry (38.9) (44.4)
Reassurance recapture add-back – 39.8
Change in goodwill, intangibles and other non-cash movements 28.3 (2.5)
Share buy-back (33.1) –
Cash result 447.2 68.7
Closing Solvency II net assets 1,440.6 1,133.0
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2.3 European Embedded Value (EEV)
Wealth management differs from most other businesses, in that the expected shareholder
income from client investment activity emerges over a long period in the future. We therefore
supplement the IFRS and Cash results by providing additional disclosure on an EEV basis,
which brings into account the net present value of the expected future cash flows. We believe
that a measure of the total economic value of the Group’s operating performance is useful
to investors.
As in previous reporting, our EEV continues to be calculated on a basis determined in
accordance with the EEV principles originally issued in May 2004 by the CFO Forum and
supplemented both in October 2005 and, following the introduction of Solvency II, in April 2016.
Many of the principles and practices underlying EEV are similar to the requirements of Solvency
II, and we have sought to align them as closely as possible.
For 2024 we have simplified the EEV information provided in this section. Additional information,
previously included within this section, can now be found within the data book on our website
sjp.co.uk/full-year-results-2024-databook.
The following table and accompanying notes summarise the profit/(loss) before tax of the
combined business.
Note
Year ended
31 December
2024
Year ended
31 December
2023
£’Million £’Million
New business contribution 1 801.0 695.4
Profit from existing business
– unwind of the discount rate 2 580.8 506.0
– experience variance 3 (136.1) (11.3)
– operating assumption change 4 (20.8) 13.9
Investment income 32.5 30.3
Funds management EEV operating profit 1,257.4 1,234.3
Distribution business 5 (77.3) (68.3)
Other 6 (86.0) (125.0)
EEV operating profit before exceptional items 1,094.1 1,041.0
Exceptional item: Charge structure 7 (49.1) (2,506.6)
Exceptional item: Ongoing Service Evidence provision 8 – (426.0)
EEV operating profit/(loss) after exceptional items 1,045.0 (1,891.6)
Investment return variance 9 533.7 501.7
Economic assumption changes 10 23.5 2.5
EEV profit/(loss) before tax 1,602.2 (1,387.4)
Tax (390.5) 340.3
EEV profit/(loss) after tax 1,211.7 (1,047.1)
A reconciliation between EEV operating profit/(loss) before tax and IFRS profit before tax is
provided in Note 3 Segment reporting within the IFRS consolidated financial statements.
Notes to the EEV result
1. The new business contribution for the year at £801.0 million (2023: £695.4 million) was 15%
higher than the prior year, predominantly reflecting the increase in new business volumes.
2. The unwind of the discount rate for the year was higher at £580.8 million (2023: £506.0 million),
primarily reflecting a higher value of in-force business.
3. The experience variance during the year was negative £136.1 million (2023: negative £11.3 million),
reflecting the adverse persistency experience in the year.
4. The impact of operating assumption changes in the year was negative £20.8 million
(2023: positive £13.9 million), driven by a small increase in expenses assumed for the
maintenance of in-force business under our new charging structure, and minor changes
to persistency assumptions. The impact in 2023 reflected a small improvement to the
persistency assumptions for our offshore bond business.
5. The distribution business loss includes the positive gross margin arising from advice income
less payments to advisers, offset by the costs of supporting the Partnership and building
distribution capabilities in Asia. The reported loss has increased year-on-year due to an
increase in expenses recognised in this part of the Group.
6. Other represents a number of miscellaneous items including development expenditure,
the costs of running our Academy and implementing our new charging structure, as well as
the cost of redress associated with client complaints. It has decreased due to the decrease
in complaints costs during the year.
7. The exceptional item: charge structure recorded in the prior year reflected the impact on
the opening position of changes to our charging structure which were announced during
2023. In 2024, the charge of £49.1 million reflects a refinement to our modelling of the impact
of these changes.
8. The exceptional item: Ongoing Service Evidence provision recorded in the prior year
reflected the impact of establishing a provision following a review into the evidencing of
historic ongoing servicing. The provision recognised during 2023 remains appropriate.
9. The investment return variance reflects the capitalised impact on the future annual
management fees resulting from the difference between the actual and assumed
investment returns. Given the size of our FUM, a small difference can result in a large
positive or negative variance.
The typical investment return on our funds during the year was 11.9% after charges, compared
to the assumed investment return of 5.8%. This resulted in an investment return variance of
£533.7 million (2023: £501.7 million).
10. The positive economic assumption changes variance of £23.5 million arising in the year
(2023: £2.5 million) reflects an increase in real yields.
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2.3 European Embedded Value (EEV) continued
Analysis of the EEV result
The table below provides a summarised breakdown of the embedded value position at the
reporting dates.
31 December
2024
31 December
2023
£’Million £’Million
Value of in-force business 7,401.9 6,606.1
Solvency II net assets 1,440.6 1,133.0
Total embedded value 8,842.5 7,739.1
31 December
2024
31 December
2023
£ £
Net asset value per share 16.25 14.11
The EEV result above reflects the specific terms and conditions of our products. Our pension
business is split between two portfolios. Our current product, the Retirement Account,
was launched in 2016 and incorporates both pre-retirement and post-retirement phases of
investment in the same product. Earlier business was written in our separate Retirement Plan
and Drawdown Plan products, targeted at each of the two phases separately, and therefore
has a slightly shorter term and lower new business margin.
Our experience is that much of our Retirement Plan business converts into Drawdown Plan
business at retirement, but, in line with the EEV guidelines, we are required to defer recognition
of the additional value from the Drawdown Plan until it crystallises. If instead we were to assess
the future value of Retirement Plan business (beyond the immediate contract boundary) in a
more holistic fashion, in line with Retirement Account business, this would result in an increase
of approximately £279.0 million to our embedded value at 31 December 2024 (31 December 2023:
£250.0 million).
Section 3 – Solvency
St. James’s Place has a business model and risk appetite that result in underlying assets
being held that fully match our obligations to clients. Our clients can access their investments
‘on demand’ and because the encashment value is matched, movements in equity markets,
currency markets, interest rates, mortality, morbidity and longevity have very little impact on
our ability to meet liabilities. We also have a prudent approach to investing shareholder funds
and surplus assets in cash, AAA-rated money market funds and highly rated government
securities. The overall effect of the business model and risk appetite is a resilient solvency
position capable of enabling liabilities to be met even during adverse market conditions.
Our Life businesses are subject to the Solvency II capital regime introduced in 2016. Given the
relative simplicity of our business compared to many other organisations that fall within the
scope of Solvency II, we have continued to manage the solvency of the business on the basis of
holding assets to match client unit-linked liabilities plus a management solvency buffer (MSB).
This has ensured that not only can we meet client liabilities at all times (beyond the Solvency II
requirement of a ‘1-in-200-years’ event), but we also have a prudent level of protection against
other risks to the business. At the same time, we have ensured that the resulting capital held
meets with the requirements of the Solvency II regime, to which we are ultimately accountable.
For the year ended 31 December 2024 we reviewed the level of our MSB for the Life businesses,
and chose to maintain it at £355.0 million (31 December 2023: £355.0 million). The Group’s overall
Solvency II net assets position, MSB, and management solvency ratios are as follows:
31 December 2024
31 December
2023
totalLife
1
Other
regulated Other
1,2
Total
£’Million £’Million £’Million £’Million £’Million
Solvency II net assets 419.9 408.8 611.9 1,440.6 1,133.0
MSB 355.0 193.4 – 548.4 529.5
Excess Solvency II net assets over MSB 64.9 215.4 611.9 892.2 603.5
Management solvency ratio 118% 211% – – –
1 After payment of year-end intra-Group dividend.
2 Before payment of the Group final dividend.
Solvency II Balance Sheet
Information about the Solvency II free asset position for the Group is provided in Note 22 to
the IFRS consolidated financial statements. Analysis of the Solvency II position split by regulated
and non-regulated entities and Solvency II sensitivities, previously included within this section,
can now be found within the data book on our website sjp.co.uk/full-year-results-2024-databook.
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As the leading advice-led wealth
manager in the UK, the Group
remains steadfast in its
commitment to providing
exceptional service and delivering
long-term value to its clients.
Central to this commitment is embedding
a strong risk culture across the organisation,
underpinned by a robust approach to
compliance, governance and control,
and client-centricity.
A risk-aware culture across all levels of the
organisation is essential to achieving the
organisation’s objectives. This culture, which
prioritises client outcomes and safe business
growth, will ensure that risk management is
an integral part of the approach to delivering
value for clients and maintaining SJP’s
reputation as a trusted adviser with the
market and its regulators.
The business activities of the Group and the
industry within which it operates expose it to a
wide variety of inherent risks and opportunities.
The Group aims to understand its risks and
opportunities, and to consciously manage
them. Effective risk management strategies
are applied, so that material risks are identified
and managed within the agreed risk appetite.
When assessing risks and deciding on the
appropriate responses, the potential impacts
are considered for key stakeholders: clients,
advisers, shareholders, regulators, employees
and society.
Over the next few years SJP will further invest
in and strengthen the risk management and
internal control framework. This will include
leveraging data and technology developments
for managing risk and implementing enhanced
control assurance and testing capability.
Risk appetite
The Board sets its appetite for managing
risk in the context of the Group’s strategic
objectives. These choices are set out in
the Group risk appetite statement, which
is reviewed at least annually by senior risk
owners, the Group Executive Committee,
and the Group Risk Committee before being
approved by the Board. The Group risk
appetite statement also provides a
mechanism to record the key individuals
within the Group who are ultimately
accountable for managing particular risks.
The Group risk appetite statement includes
a risk appetite scale ranging from no appetite
for taking risks at all, through to acceptance
of risk. Risk appetite may change over time,
sometimes rapidly as economic and business
environment conditions change, and therefore
the statement is an evolving document.
A comprehensive suite of key risk indicators
(KRIs) is incorporated into regular risk reporting,
alongside qualitative information, to enable
the Group Risk Committee, on behalf of the
Board, to monitor the Group’s risk profile.
“A culture that
prioritises risk
awareness is essential
to the quality of our
advice-led business
model and for
achieving SJP’s goals.”
Hestie Reinecke
Chief Risk Officer
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Strategic report Governance Financial statements Other information
Risk and control management
Conscious risk management
Risk management and internal
control framework
The internal control environment is built upon
a risk and control conscious culture and
organisational assignment of responsibility.
The first line business is responsible and
accountable for risk management, with
oversight and challenge by second line risk
and compliance functions, and independent
assurance from the third line internal
audit function.
The risk management and internal control
framework is a combination of processes
and systems by which the Group identifies,
assesses, measures, manages, and monitors
the risks that may impact the successful
delivery of its strategic objectives and its
ability to meet obligations towards clients,
regulators and other key stakeholders.
The Board, through the Group Risk Committee,
takes an active role in overseeing the risk
management and control framework, for
which it is responsible. To this end the Board
assesses its principal and emerging risks,
which are considered in regular reporting
and summarised annually in the Group’s
own risk and solvency assessment processes
(ORSA and ICARA). Further information on
this is provided opposite.
The Board has overall responsibility for
ensuring that management maintains
comprehensive systems of internal control
for managing its principal and emerging risks.
On behalf of the Board, the Group Audit
Committee takes responsibility for assessing
the effectiveness of the Group’s risk
management and internal control frameworks,
covering all material financial, operational,
compliance and reporting controls for the
Group and its individual entities.
It does this by overseeing the review of
risk and control self-assessments (RCSAs)
and monitoring the effectiveness of the risk
management and internal control framework
throughout the year through the quarterly
updates provided by management to the
Committee, and annual executive-level
attestations. The risk management and
internal control frameworks have been in
place for the year under review and up to
the date of approval of the Annual Report
and Accounts.
The Board receives regular reports from
the Group Risk Committee and Group Audit
Committee and approves key aspects of the
Group’s risk management and internal control
framework including the risk appetite
statement and Group ORSA.
The diagram below depicts the risk
management and internal control framework.
Risk governanceRisk capital Risk management and control framework
Regulatory
assessment
Own
assessment
Board
Group Risk and
Audit Committees
Subsidiary Boards
Group Executive
Committee
Other ExCos
Risk culture
M
a
n
a
g
e
I
d
e
n
t
i
f
y
M
o
n
i
t
o
r
A
s
s
e
s
s
112
211
310
49
8
67
5
Insights
communicated
to inform further
activity
1. Loss event reporting
2. Emerging risk
assessment
3. Stress and
scenario testing
4. Risks and controls
self-assessment
5. Operational risk
assessments
6. Reverse
stress testing
7. Own risk
and solvency
assessment
8. Recovery and
resolution planning
9. Risk registers
10. Regular risk
reporting
11. Key risk indicators
12. Risk relationship
meetings
Risk escalation
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Strategic report Governance Financial statements Other information
Risk and control management
Own risk and solvency assessment
(ORSA)
SJP Group is classified as an insurance group
and a key part of the regulatory requirements
include a consistent approach to risk
management across the Group, supported
by the production of an annual ORSA.
The ORSA process follows an annual cycle,
which applies comprehensive risk assessments
to the business’s activity, and ensures the
Group is resilient to stresses in both the short
term and over a five-year period. The ORSA
cycle is depicted in the diagram.
The ORSA assists decision-making by bringing
together the following and is particularly
useful in assessing viability, as it involves
a comprehensive assessment of risks and
capital requirements for the business:
Strategic planning
Risk appetite consideration
Risk identification and management
Capital planning and management.
The ORSA continues to evolve and further
strengthen risk management processes
throughout the Group.
The Solvency Capital Requirement for insurers
allows for at least a ’1-in-200-year’ risk event
over a one-year time horizon. In addition, a
range of stresses and scenario testing are
used to help provide insight into the ability
to maintain regulatory capital in such
conditions. This assists us when considering
the calculations and allocation of risk capital
to all major risks in the Group, and the
adequacy of capital positions.
In calibrating the level of stresses and
scenarios used, consideration is given to
factors or events that impact on the income
from funds under management such as
market movements, retention of clients
or ability to attract new clients. Factors
which impact costs, such as inflation,
non-inflationary expense increases,
and operational event-related losses
are also considered. A range of severities
is considered, including more extreme
scenarios. The scenarios are used to assess
both the immediate impact of an event and
the impact over the longer term (in the wake
of an event). Assessments are completed
based on a standard set of factors as well
as more current/topical or emerging risk
exposures affecting the Group or financial
services more generally.
Assess
changes to risk
profile, emerging
risks; agree
scenarios
Agree final
ORSA, update
policies
Agree
own needs,
thresholds and
recovery plans
Present
draft ORSA
Assess
sensitivities
and own
solvency
needs
Annual
results/
dividends
Mid-year
results/
dividends
Annual
business
plan refresh
Update
risk profile
Update ORSA-
related policies
Determine
solvency
capital
requirement
/ own
solvency
assessment
Confirm
risk appetite
Stress
and
scenario
testing
Monitor
risk
exposure
and capital
adequacy
ORSA
summary report
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Strategic report Governance Financial statements Other information
Risk and control management
Recovery and exit planning
In view of the introduction of solvent exit
planning requirements by the PRA we have
continued to review and refine our approach
to recovery and exit planning through the
year, including alignment to our broader risk
management framework and operational
resilience processes.
Current risk environment
Operational risks
SJP expects to implement its simple,
comparable charging structure by the second
half of 2025 and in the lead up to this, SJP will
be communicating and engaging with clients
to ensure they understand how their charges
will change. This change enhances SJP’s
proposition for clients and reflects the Group’s
commitment to improving client outcomes.
SJP believes that these efforts will yield
significant long-term benefits for both clients
and the business. While the new charging
structure is expected to be implemented by
the second half of 2025, foundational systems
development to support this initiative was
undertaken in 2024. Recognising the risks
inherent in a project of this scale, oversight
and change management practices aligned
with the level of change are maintained within
a robust governance framework.
At half year, SJP announced a redefined
purpose and refreshed strategy. As the
implementation of the new organisational
model is progressed to support the delivery
of the strategy and take costs out of the
addressable cost base, people risks will be
heightened. SJP is sensitive to the risks and
is focused on managing impacts to people,
whilst maintaining operational and financial
resilience through the implementation of the
new model and delivery of the SJP strategy.
Whilst SJP consistently aims to achieve good
outcomes for clients, the Group experienced
higher levels of complaints than usual during
2023. These complaints were principally in
connection with the delivery of historic
ongoing advice. This prompted the Group’s
historic ongoing service evidence review, a
key programme of work which kicked off in
2024 to review the historic servicing records
for all clients who have been charged for
ongoing advice since the start of 2018.
In February 2024 the Group announced a
provision, recognised in the 2023 year-end
financial statements, for the estimated cost
of providing refunds to clients where the
evidence of ongoing advice delivery fell
below an acceptable standard. There has
been no change in the estimated cost of
the programme during 2024, and hence the
Group remains comfortable with the provision.
Changes have been implemented to ensure
more consistent, centralised evidence of
the activities of the Partnership with clients,
which reduces the risk of clients not receiving
ongoing advice of value to them. Where there
is not adequate evidence of ongoing advice
being provided, ongoing advice charges are
switched off.
Claims management companies (CMCs)
have continued to be interested in the Group.
Alongside existing advice standards and
checking processes, several actions have
been taken to embed the Consumer Duty,
enhance evidential standards for ongoing
advice, switch off ongoing advice charges for
clients who haven’t received ongoing advice,
and strengthen adviser oversight and
complaint handling processes. All these help
to further manage the risk, and mitigate the
potential level of complaints over the medium
to long term. Whilst the volume of complaints
received during 2024 has been much higher
than usual, there has been a significant
reduction in the average number of complaints
received per month in the second half of 2024
relative to the first half.
This is a positive trend which we to expect to
continue. We also note that from 1 April 2025,
CMCs will be required to pay a case fee for
all cases brought forward to the Financial
Ombudsman Service (FOS). We expect this
to result in fewer spurious complaints as
CMCs will have some financially exposure
where complaints are referred to the FOS.
Macroeconomic/political
Inflation has reduced in 2024 from the high
levels seen in recent years, although following
the Autumn Budget it is expected to remain
above the UK Government’s target of 2% over
the next few years, which could further impact
on the cost of living and put pressure on
expenses. The Autumn Budget made a variety
of changes to taxation, and the impact of the
tax changes on clients could result in reduced
capacity or desire to save into certain
products. SJP’s advisers, through ongoing
financial advice and a broad product/
investment range, can support clients
in managing their financial affairs, help
manage the effects of inflation on the
standard of living they are aiming for in
retirement, and remain tax-efficient in their
savings as the tax landscape changes.
There remains potential for global geopolitical
tensions to escalate, which could have
relevance to the Group through impacts on
financial markets and through heightened
cyber risk.
The Group’s business model has
demonstrated resilience to macroeconomic
factors through 2024. For clients, SJP’s advisers
are well placed to advise them on the benefits
of taking a long-term view and investing or
continuing to invest.
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Strategic report Governance Financial statements Other information
Risk and control management
Regulatory change
SJP actively engages with the regulators and
makes improvements to meet evolving and
higher industry standards and expectations
for financial advisers and investment
intermediaries to help reduce and prevent
the risks of serious harm to clients.
Regulatory change is a constant and,
amongst the significant regulatory changes,
the FCA reinforces the need for firms to
embed the Consumer Duty regulation.
Accordingly, it remains a priority to continue
to embed the Duty and to improve activity
to monitor and assess clients’ outcomes.
Property fund closure
In line with industry peers managing property
funds, SJP announced the decision to wind
down the Property Unit Trust and remove the
Property Life and Pension fund options. Due to
low investor sentiment towards property and
market-wide challenges experienced by
property funds, it was not feasible to continue
to offer the fund. Work is underway to focus
on operational processes to implement the
change and clients’ money has started to
be returned to them. This process is expected
to take up to two years as we are prioritising
delivering fair value to clients, which is less
likely to be achieved over a compressed
timeframe.
Sustainability and climate change
The information on the actions being taken to
support the transition to a more sustainable
economy can be found in the our responsible
business section.
Sustainability and specifically climate-related
risks are identified and assessed through the
suite of Group risk policies, framework,
processes and scoring methodologies as
outlined throughout this section. Sustainability
and climate change are cross-cutting risks
that primarily drive market-related risk to
investments as transition risks could threaten
asset valuations; reputational risks associated
with greenwashing accusations which could
harm the Group’s ability to attract and retain
clients, reducing fee income; and regulatory
risk as compliance with climate-related
requirements can carry a high implementation
cost. These could amplify the following
principal risks to the business: client proposition,
financial, strategy and change, regulatory
and legislative (see our responsible business
section for more detail).
The Group’s approach to managing climate-
driven market risk is similar to how other
drivers of market-related investment risk
are managed, through our investment
management approach (IMA), whereby
work is undertaken with fund managers to
ensure they take account of climate risks
whilst seeking to deliver returns for clients
in line with their risk appetite.
Similarly to help mitigate reputational and
regulatory risks, minimum standards are set
for fund managers in relation to compliance
and integration of ESG risks in decision-making.
Physical climate-related risks (acute or
chronic) are assessed to ensure and enhance
the Group’s operational resilience. However,
given the nature of SJP’s operations, physical
risks to the business are considered low.
Climate-related opportunities, and the
applicable timeframes assessed for each
risk and opportunity are outlined in the our
responsible business section.
Further details on the principal sustainability
and climate-related risks can be found in the
Group Climate report, including subsidiary-
specific considerations where these differ
from the consolidated Group position.
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Strategic report Governance Financial statements Other information
Risk and control management
Principal risks and uncertainties
Whilst the risk landscape evolved over the course of the year, the inherent principal risk areas that the business faces remain largely consistent with the previous year and are set out in the
tables on the following pages, together with further information on the key risk components, and examples of material controls and processes through which these are aimed to be mitigated.
Reputational damage and impacts to clients, the firm, or other stakeholders and the environment are a likely consequence of any of the principal risks materialising.
Principal risk and
business priority
Risk description Example risk components Example mitigation/material controls
Advice and
conduct
Quality, suitable
advice, or service
to clients is not
provided.
Advisers deliver poor-quality or unsuitable advice
Failure to evidence the provision of good-quality
service and advice
Increasing complaint volumes
Licensing programme which supports the quality of advice and service from advisers
Technical support helplines for advisers
Partner financial reviews
Whistleblowing and investigations
Oversight processes in respect of the advice provided to clients delivered by Business Assurance,
Field Risk, Advice Guidance and Compliance Monitoring teams
Evidence of ongoing servicing of clients and charge switch-off process where ongoing advice has not
been provided
Client complaint handling process and reporting
Client
proposition
The product
proposition fails to
meet the needs,
objectives and
expectations of
clients. This
includes poor
relative investment
performance and
poor product
design.
Investments provide poor returns relative to their
benchmarks and/or do not deliver expected client
outcomes
Range of solutions does not align with the product
and service requirements of current and potential
future clients
Failure to meet client expectations of a sustainable
business, not least in respect of climate change and
responsible investing
Monitoring of asset allocations across portfolios to consider whether they are performing as expected
in working towards long-term objectives
Monitoring funds against their objectives, mindful of an appropriate level of investment risk
Ongoing assessment of value delivered by funds and portfolios versus their objectives
Where necessary, fund managers are changed in the most effective way possible
Continuous review and development of the range of services offered to clients
Engagement with fund managers around principles of responsible investment
Financial
The business’s
finances are not
effectively
managed.
Failure to meet client liabilities
Investment/market risk
Liquidity risk
Credit risk
Solvency/capital risk
Expense risk
Finance operations and financial reporting risk
Policyholder liabilities are fully matched
The Group maintains liquidity facilities with banks which are available on short notice if required
to meet liquidity needs
Excess assets appropriately invested in high-quality, high-liquidity cash and cash equivalents
Strict lending criteria applied. Use of securitisation structures to manage exposure to Partner loans
Monitoring and management of subsidiaries’ solvency to minimise Group interdependency
Setting and monitoring budgets
Financial control policy, application and monitoring
Budget and expense management and monitoring
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Strategic report Governance Financial statements Other information
Risk and control management
Principal risk and
business priority
Risk description Example risk components Example mitigation/material controls
Partner
proposition
The proposition
solution fails to
meet the needs,
objectives and
expectations of
current and
potential future
advisers.
Failure to attract new members to the Partnership
Failure to retain advisers
Failure to increase adviser productivity
Available technology falls short of client and adviser
expectations and fails to support growth objective
The Academy does not adequately support growth
of the Partnership
Focus on providing a market-leading Partner proposition
Adequately skilled and resourced population of supporting field managers
Market-leading support to Partners’ businesses
Reliable systems and administration support
Expanding the Academy capacity and supporting recruits through the Academy and beyond
People
SJP is unable to
attract, retain and
organise the right
people to run the
business.
Failure to attract and retain personnel with key skills
Failure to manage colleague performance
effectively to meet objectives
Key person dependencies
Failure to create an inclusive and diverse business
Poor employee wellbeing or corporate culture
Culture of supporting social value is eroded
Competitive total reward packages and effective performance management processes
Succession planning and talent management
Employee wellbeing is supported through various initiatives, benefits and services
Monitoring of employee engagement and satisfaction
Corporate incentives to encourage social value engagement, including matching of employee
charitable giving to the SJP Charitable Foundation
Whistleblowing hotline
Regulatory and
legislative
Current, changing,
or new regulatory
and legislative
expectations
are not met.
Failure to prevent financial crime, money laundering,
bribery and corruption, market abuse
Internal or external fraud
Failure to protect the confidentiality, integrity and
availability of data
Failure to comply with changing regulation or
respond to changes in regulatory expectations
Inadequate internal controls
Financial crime prevention
Fraud awareness programme
Data protection measures including policies, governance & impact assessments, and awareness
programmes. Clearly defined accountabilities and delegated authorities across the business
Fostering of positive regulatory relationships
Established governance and reporting processes, including incident escalations and breach reporting
Extensive reviews over control environment and product governance
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Strategic report Governance Financial statements Other information
Risk and control management
Principal risk and
business priority
Risk description Example risk components Example mitigation/material controls
Security and
resilience
SJP fails to
adequately secure
its physical assets,
systems and/
or sensitive
information, or
to deliver critical
business services
to its clients.
Core system failure
Disruption in key business services to clients
Failure to protect against cyber attack
Corporate, Partnership or third-party information
security and cyber risks
Business continuity planning for SJP and its key suppliers, and strengthening operational resilience
capabilities by undertaking robust identification, assessment and testing of important business
services
Clear cyber strategy and mandatory ‘Cyber Essentials Plus’ accreditation for Partner practices
or use of an SJP ‘Device as a Service’ solution
Identification, communication, and response planning for a cyber event
Data leakage detection technology, incident reporting and systems
Strategy and
change
Failure to deliver
change effectively
and in line with the
agreed strategy.
Risk that change initiatives fail to achieve the
expected strategic contributions, outcomes
and benefits
Risk that change initiatives exceed budget,
timelines, or fail to meet quality commitments
Unnecessary delays/errors caused by failures
in change delivery
Failure to meet commitments to net zero
Robust change governance and change management practices, including oversight, structured
methodologies and testing
Project sponsorship and change governance
Transformation prioritisation, planning and oversight
Change budget and resource planning and management
Risk, assumption, issue and dependency management
Data protection impact assessments
Establishing appropriate interim emission targets using a data-driven approach to ensure feasibility
Third parties
Third-party
outsourcers’
activities impact
performance and
risk management.
Operational failures by material outsourcers
Failure of critical services. Significant outsourced
areas include:
– investment administration
– fund management
– custody
– policy administration
– cloud services
Ongoing third-party monitoring and governance, including assessment of operational resilience
Due diligence on contractual agreements and SLAs
Review of exit planning, operational resilience and business continuity plans
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Risk and control management
Emerging risks
Emerging risks are identified through many
activities: conversations and workshops
with stakeholders and governance forums
throughout the business, reviewing academic
papers, attending industry events and other
horizon scanning by the Group Risk team.
The purpose of monitoring and reporting
emerging risks is to give assurance that the
Group is well positioned to manage the novel
developing or rapidly changing risks to its
future strategy. The Group Risk Committee
reviewed emerging risks during 2024.
Examples of emerging risks include:
Cyber security risk – Cyber attacks that
result in loss of customer data, financial
assets, and damage to reputation.
Climate change risk – The risks associated
with climate change and the need to
transition to net zero by 2050 will have
physical, legal, and regulatory
consequences.
Regulatory change risk – SJP is subject
to conduct and prudential regulation
in the UK by the PRA and FCA and in the
other jurisdictions in which it operates.
Geopolitical risk – Political instability,
trade wars, and other geopolitical events
can disrupt markets, reduce investment
returns, and increase operating costs.
Artificial intelligence risk – The use of
artificial intelligence (AI) can improve
efficiency and profitability but can also
create risks associated with data privacy,
algorithmic bias, and regulatory
compliance.
Demographic shift risk – Ageing
population and demographic shifts
can impact the demand for SJP services,
requiring the need for innovative product
solutions and a more advanced digital
proposition.
Energy crisis/blackout risk – Greater
reliance on legacy nuclear plants and
new renewable sources is highlighting
a disparity between the UK’s supply
and demand of energy.
Viability statement
How viability is assessed
The business considers five-year financial
forecasts when developing its strategy.
These incorporate the budget for the next
financial year and four further years of
forecasts based on reasonable central
assumptions around the development
of business drivers.
At the core of assessing viability is
understanding how different principal risks
could materialise. Risks are considered
which might present either in isolation or
in combination and which could result in
acute shocks to the business or long-term
underperformance against forecast(ed)
business drivers. A five-year time horizon
is considered sufficiently long to assess
potential impacts and aim to ensure that
the business remains viable, noting that
identified management actions could
also be taken to restore the business’s
prospects.
When considering how the principal
risks previously described might affect
the business, impacts on the following
key financial drivers are considered:
reduction in client and Partner retention
reduction in new business relative
to forecasts
market stresses
increases in expenses
direct losses through operational
risk events.
Stress and scenario testing on these key
financial drivers is carried out, alongside
operational risk assessments. To provide
comfort over viability over the next five years,
the scenarios and assessments look at events
which would be extreme, whilst still remaining
plausible. The analysis contained in the most
recent ORSA demonstrated that the Group
is resilient.
As an example, a scenario considered in
the most recent ORSA included a severe fall
in new business volumes in year one of the
projection, followed by no subsequent growth
in new business; a large immediate lapse
across all lines of business; and 0% investment
growth over five years. Even in this extreme
scenario, the Group maintained capital well
above the regulatory capital requirements.
For adverse stresses and scenarios there
would be impacts on profitability, and
depending on the severity of the scenario
the Group would review and implement
recovery actions which aim to protect
and/or restore the Group’s finances.
Conclusion
In accordance with the UK Corporate Governance Code (Provision 31), the Directors have
assessed the Group’s current financial position and prospects over the next five-year
period and have a reasonable expectation that the Group will be able to continue in
operation and meet its liabilities as they fall due. The Directors believe that the Group’s
risk planning, management processes and culture allow for a robust and risk-conscious
environment.
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Strategic report Governance Financial statements Other information
Risk and control management
Responsible and sustainable decision-making
Our responsible business
Being a responsible business is an integral part of what we do and how
we do it. We are committed to taking responsibility for our actions and
strive to have a positive impact on our people and communities.
Our approach
At SJP, we recognise that we have both the
responsibility and the opportunity to drive
positive change by considering the long-term
impact of our actions. We aspire to make real
progress by focusing our strategy on the areas
that most materially impact our stakeholders
and our Responsible Business (RB) Framework
represents the scope of our ambitions.
Effective and transparent reporting can lead to
real change by equipping our stakeholders with
sufficient insights to enable effective decision-
making. For consistency and comparability,
we align our reporting to the UN Sustainable
Development Goals and SASB standards in the
other information section. We are preparing
for upcoming regulations, including the
International Sustainability Standards Board’s
inaugural standards IFRS S1 and S2. We welcome
these new standards as an opportunity to
further enhance SJP’s strategy and build trust
through demonstrating a credible approach.
Policy influence
Building on the strong foundations we
have set in working with Government and
the regulators, as discussed in the business
model section, we continue to enhance our
voice at industry level with Mark FitzPatrick
now sitting on the Board of the Investment
Association and Ian MacKenzie representing
SJP on the Wealth Management CEOs group.
We have strong and senior representation
with TheCityUK, Personal Investment
Management and Financial Advice
Association, and The Investing and
Saving Alliance.
For 2025, we plan to step up our focus on
addressing the advice gap as a societal
issue. We will also be contributing to
consultations on sustainability policies and
to support the finance industry to unite their
efforts towards an economy-wide transition
to net zero.
Our double materiality assessment
During 2024 we undertook a double
materiality assessment (DMA), aligned to the
European Sustainability Reporting Standards.
We saw this as an important action to help
inform our ongoing responsible business
approach, risk management and corporate
reporting.
The assessment considered both the
impact of SJP’s business operations on our
stakeholders, society and the environment
(impact materiality), as well as the financial
risks and opportunities that societal and
environmental changes represent to SJP
(financial materiality). It builds upon the
financial materiality exercises we have
undertaken since 2019. The assessment
helped to confirm our material topics, the
sustainability issues that are the most
significant for SJP, and to better understand
our stakeholders’ perspectives. These material
topics are incorporated into our RB framework
as shown on the right. We will continue to use
these outputs in 2025 to focus our responsible
business and sustainability-related efforts.
Material topics Responsible
Business
Framework
References
Consumers
and end
users
page 41
page 40
Climate
change
page 41
page 41
Our own
workforce
page 47
Workers in the
value chain
page 50
Affected
communities
page 40
Business
conduct
page 50
Investing responsibly
Considering relevant
ESG factors throughout
our investment process,
and engagement with
our fund managers.
page 41
Community impact
Giving back to support
local communities
and regeneration.
page 40
Financial wellbeing
Enhancing financial
wellbeing for our clients,
our people and our
communities.
page 40
Climate change
Taking action on climate
change with the aim of
achieving Group net zero
by 2050.
page 41 to 46
People
Investing in long-term
relationships so we can
create success together.
pages 47 and 48
Good governance
Helping us to build trust,
effectively manage risks
and deliver against
our priorities.
pages 49 and 50
For additional detail on our 2024 activities
see our Responsible Business report
sjp.co.uk/2024RBreport
Our responsible business framework
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Strategic report Governance Financial statements Other information
Our responsible business
Financial wellbeing
Enhancing financial wellbeing for our clients, our people,
and our communities
Community impact
Giving back to support local communities and regeneration
We want to create lasting value in the places
we live and work. We do this through the
delivery of our FE programmes, volunteering
time and skills in the local community,
supporting the SJP Charitable Foundation and
by providing added value to the charities
funded by the Charitable Foundation.
As a business, we encourage all employees to
volunteer for two days a year in work time, with
1,012 employees volunteering 10,065 hours in
2024 (2023: 928 and 9,900). We know that
volunteering has a much broader impact than
direct support for the wider community. Of the
414 employee volunteers who responded to our
impact survey, 54% reported that volunteering
improved at least one aspect of their wellbeing
and 55% developed a skill that helped either
their personal or professional lives.
Supporting communities through
our Charitable Foundation
Giving back to our communities has been
a priority for SJP and part of our culture
since day one, and the Charitable Foundation
has been at the heart of this for more than
30 years. The Charitable Foundation continues
to thrive today, bringing our people together
to achieve its ambition of making a positive
and lasting difference to people’s lives. 79%
of people supported through the Charitable
Foundation report a substantive or
transformational impact on their life (2023: 66%).
SJP matches all donations and fundraising
from the SJP community to the Charitable
Foundation, raising a total £8.95 million in 2024
(2023: £9.5 million). We also allocate some of
our funding available under the Government’s
Apprenticeship Scheme to support the
development of people in the funded charities.
The Charitable Foundation’s grant-making is
focused on supporting small- and medium-
sized charities across four key areas: children
and young people who are disadvantaged or
have a disability, hospices, cancer, and
mental health support. Additionally, the
Charitable Foundation continues to support
charities local to the SJP offices. This is
facilitated through a network of Charitable
Foundation Committees, which are made up
of passionate SJP employees and advisers.
Read more about the Charitable
Foundation sjpfoundation.co.uk
Financial wellbeing is a key component of a
thriving society and we work hard to improve
people’s financial lives. When we talk about
financial wellbeing, we mean the feeling of
being financially confident, included, resilient,
and prepared for the future.
We remain committed to creating a positive
impact for our clients, advisers, employees,
and the communities we serve. Through our
advice proposition, targeted initiatives,
strategic partnerships, and a focus on
financial education (FE), we aim to ensure that
our business acts to support sustainable
growth, economic resilience, and societal
financial wellbeing.
Our clients
Our greatest impact on financial wellbeing is
delivered through the trusting relationships
our advisers build with their clients and the
invaluable advice provided. This can lead to
both financial and non-financial benefits.
More detail on the value of financial advice
and the part we play is discussed in the
business model section.
We recognise that people are unique with
different needs and ambitions. We always
put our clients’ needs at the heart of every
conversation and seek to understand their
individual circumstances, including how
much knowledge they have about money
and what financial wellbeing means to them.
We continue to develop our approach to
supporting clients in vulnerable circumstances.
Specialists from across the business have
supported the continued professional
development of our advisers, to enhance
our services to our most vulnerable clients
and avoid foreseeable harm. This includes
increasing the educational resources
that accompany our mandatory training.
Our Academy curriculum also features case
studies to prompt discussion on tailoring
advice to support accessibility needs.
Our people
We all experience major life events or
milestones, and these are often the biggest
prompts for people to seek financial advice.
We know receiving financial advice is
something many of our employees find
invaluable. During 2024, we launched a
panel of advisers to make advice more
available to our people. This enhances
the self-serve financial education toolkit
available to employees, which includes
seminars, videos and podcasts designed
to empower informed decision-making.
Our communities
Supporting wider communities to develop
their financial literacy and improve their
day-to-day money management skills, is
pivotal to our societal financial wellbeing
ambitions. We do this by delivering FE
through a combination of funding strategic
partnerships, such as Young Enterprise,
RedSTART and Help for Heroes, and through
face-to-face volunteering in schools. In
2024, we reached over 16,600 young people
through our FE initiatives (2023: 10,008).
Our network of committed advisers and
employees directly engage with young
people from wide-ranging backgrounds.
Their efforts help foster a financially
informed generation who are empowered
to make confident future financial
decisions. 77% of the young people who
responded to our feedback survey feel
more confident managing their money
day-to-day after attending one of our
workshops (2023: 81%).
Thank you
The Charitable Foundation thanks everyone
who has contributed and is grateful for the
continued and generous support of the SJP
community in the UK, Ireland, Middle East
and Asia, and that of the SJP Group, who
year on year provide outstanding support in
donations, fundraising and volunteering time.
The ongoing enthusiasm, creativity and
willingness to give back is both inspiring and
an agent for positive and sustained change in
our communities both in the UK and overseas.
Across 2024, we supported 981 charities, a 14%
increase on 2023, helping those in need of
support when they need it most.
12.8m
People supported since 1992
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Strategic report Governance Financial statements Other information
Investing responsibly
Considering relevant ESG factors throughout our investment
process, and engagement with our fund managers
We believe considering how companies
approach ESG risks and opportunities can
help our fund managers identify resilient
businesses to invest in over the long term.
Our job is to ensure our managers are
managing these risks, and capitalising on
opportunities, to deliver value for our clients.
Responsible
investing
ESG risks and
opportunities
Engagement
=
+
We apply this approach across our entire fund
range. Our Sustainable & Responsible Equity
Fund goes above and beyond this for clients
that wish to go further. The fund has been
granted a ‘sustainability focus’ label by the
FCA under the new Sustainability Disclosure
Requirements, and aims to invest in
companies that make a positive contribution
to the planet and/or people. The bar to be a
labelled fund is high and we are proud the
fund is one of a minority in the UK to achieve
one. Our discretionary fund management
service provides the option to invest
according to a client’s specific values
and objectives.
ESG risks and opportunities
Our fund managers must meet our minimum
standards. They must be signed up to the
United Nations supported Principles for
Responsible Investment (PRI) and cannot invest
in companies on our exclusions list. We monitor
our fund managers through our annual
responsible investment manager assessment.
For additional oversight, we use company
ESG data to check whether fund managers’
portfolios align with the approach they set
out in their responses to this assessment.
If data seems inconsistent, we will engage
with the manager to understand why.
We use this information, alongside our
responsible investment manager
assessment, to prioritise our engagements
with managers throughout the year.
Engagement
Engagement can be a means of enhancing
investment returns. We approach
engagement in the following four ways:
1. We engage with our fund managers.
2. Our fund managers engage with the
companies they invest in.
3. Our engagement partner, Robeco,
engages with companies on our behalf.
This strengthens the engagement
undertaken by our fund managers.
4. We collaborate with industry initiatives to
encourage better sustainability practices
and disclosure.
Since our baseline year, 2019, we have
reduced the weighted average carbon
intensity of our investments
1
by 43.9% as at
31 December 2024 (2023: 39.4%
2
), exceeding
our interim target of a 25% reduction by 2025.
Read more about our
responsible investment approach
sjp.co.uk/responsibleinvesting
1 This excludes real estate funds and Rowan Dartington assets.
2 As part of developing our new interim targets we have revised our calculation methodology and hence amended
our 2023 reduction in weighted average carbon intensity from 43.8% to 39.4% since our baseline year 2019.
Our responsible business
Climate change
Taking action on climate change with the aim of achieving Group
net zero by 2050
We recognise the importance of supporting
the transition to a lower-carbon economy and
SJP remains committed to its Group net zero
by 2050 goal.
Climate transition planning
The Transition Plan Taskforce guidance is
proving invaluable in developing our plans.
In 2024, we analysed where we have material
impacts and what actions we must prioritise
to progress impactful, realistic pathways.
This exercise revealed that, although our
actions can achieve meaningful impact,
we are significantly dependent on the broader
UK economy’s transition to achieve net zero.
This includes decarbonisation plans for
the UK grid, rail, air travel and wider industry.
We therefore challenged our ambitions and
determined it was also necessary to reduce
our reliance on carbon offsetting. As a result,
we will be updating our interim targets,
supported by data-driven insights and
actionable roadmaps. We believe this is
the right thing to do and reflects our vision
of a credible long-term strategy.
Progress in 2024
Our DMA verified that most of our
climate impact is generated through our
investments, which remain a key focus.
We aim to set our new investment
emissions target during 2025.
Reviewed our existing ambitions and
agreed to remove our near-term
operations target of climate positive in
2025, as this relied too heavily on carbon
offsetting to be a credible achievement.
A new, science-led target will be set in 2025
as part of our evolving approach.
Began rigorously reviewing our Partnership
and supply chain targets of net zero by
2035, to be updated in due course.
Assessed which Scope 3 emissions
categories are applicable to SJP to identify
any gaps (see other information section).
Launched an employee electric or plug-in
hybrid vehicle salary sacrifice scheme.
Implemented policies to curb business
travel, reducing travel emissions by 13%.
We continue to use our utility analytical
software and a carbon tracker to identify
and remediate inefficiencies in our heating
and cooling system optimisations,
alongside identifying and implementing
other energy efficiency initiatives.
Maintained our zero waste to landfill policy
across all UK properties where we oversee
waste collection.
We remain fully committed to maximising our
contributions towards a global sustainable
future. Our climate transition planning focuses
on four key areas to drive progress:
1. Efficiency: Taking an informed approach
to improving energy and resource
efficiency to minimise waste, travel
and more.
2. Insight-led action: Using a data-led
approach to identify initiatives that deliver
the greatest impact.
3. Engagement: Collaborating with key
stakeholders to drive awareness, action
and transparency.
4. Embedding sustainability: Further
integrating sustainability into our risk
management, culture and governance.
Read more about our evolving climate
approach on pages 13 to 15 of our Climate
report 2024 sjp.co.uk/ClimateReport2024
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Our responsible business
Our climate-related risk management
This year we have strengthened our climate
risk management approach through the
completion of a DMA and integrated this with
Group-wide risk management. In particular,
our DMA scoring was calibrated to the Group
risk appetite, helping to ensure the robustness
and consistency of the process. Full details of
our group-wide risk approach, including
climate-related risk management, are
available in the risk and control management
section, pages 30 to 34.
Our material climate-related
risks and opportunities
The DMA provided a comprehensive
evaluation of material climate-related risks,
opportunities and impacts across our
value chain. For these areas, we are focused
on ensuring effective governance, risk
management and robust metrics and
tracking. To ensure appropriate prioritisation of
action, subject matter experts (SMEs) across
our business have agreed the timeframes over
which SJP’s material climate-related risks and
opportunities could manifest. We appreciate
that climate change implications could
extend beyond the five-year planning horizon
used in our financial sensitivity analysis
process (own risk and solvency assessment).
Therefore, these timeframes are reviewed
annually and adjusted according to evidence.
We identified five climate-related risks which
we consider to amplify four principal risks to
the business. These are outlined in the table
on the top-right. They were determined after
considering all physical risk (acute, chronic)
and transition risk categories recommended
by the Task Force on Climate-Related
Financial Disclosures. Physical risks were
deemed immaterial to SJP given the nature of
our business and mitigations in place. We also
identified two climate-related opportunities,
shown in the table on the bottom-right.
For a more detailed breakdown of our
climate-related risks, opportunities and
impacts, please see our Climate report 2024
sjp.co.uk
/
ClimateReport2024
Timeframes
When we believe the risk/opportunity is most likely to materialise.
S
Short Term – 0-5 years
M
Medium Term – 6–9 years
L
Long Term – 10+ years
Principal risk
amplified
Underlying climate-
related risk(s) identified
in Climate report 2024
Timeframes Description of risk and impacts Example mitigation
(full list in Climate report 2024 pages 17 to 21 and 35)
Transition risks
Strategy
and change
Reputation risk –
greenwashing; and
Reputation risk –
action failure
S
M
Loss of prospective or existing clients due to
negative publicity caused by greenwashing,
accusations of greenwashing, or failure to
contribute to tackling climate change.
We have updated our fund labels to align
with the FCA’s Sustainable Disclosure Rules.
Client
proposition
Market risk –
client offering
M
Client perceptions of how well our product
offering aligns with their climate preferences
could influence both new business inflows
and the retention of existing clients and
market share.
Clients with an ESG focus are made aware of
our specialist Sustainable and Responsible
Equity Fund, which has a ‘sustainability focus’
label and aims to invest in companies that make
a positive contribution to the planet
and/or people.
Regulatory
and
legislative
Policy & legal –
regulatory compliance
M
Increased costs for continued compliance
given enhanced climate-related disclosure,
governance and risk management
obligations. Risk of regulatory fines if
we fail to comply.
We have begun preparatory work towards
alignment with aspects of emerging regulations,
such as the IFRS Sustainability Disclosure
Standards.
Financial
Market risk –
investments value
M
Financial risk of losses on investments
caused by climate-triggered physical and
transition-related risks adversely affecting
investment values.
The risk is primarily minimised through
matching our assets to policyholder liabilities
(asset-liability matching).
Title & timeframes Description Actions taken
Opportunity
Market – client offering
S
M
L
The potential impact on the business includes
the ability to attract new clients, and retention/
growth of market share.
The client attraction and retention
opportunity for SJP arising from
developing new sustainable investment
solutions, demonstrating our
commitment to managing climate
impact throughout our clients’ financial
journey.
Continuing to offer our Sustainable and Responsible
Equity Fund to clients
Regularly reviewing our offering to consider whether
there is demand for further sustainable products
Our personalised approach means we can advise
clients in line with their goals, including ESG
Reputational benefits
S
M
The potential impact on the business includes
strengthening client trust and retention/growth
of market share.
SJP realises the potential benefits of
aligning with our clients’ expectations
and values.
Having clear minimum expectations for fund
managers on ESG
Taking a data-driven approach to setting
new interim emissions targets
Reducing our reliance on carbon offsets
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Our responsible business
Climate scenario analysis
Our climate scenario analysis shows that our
business model remains resilient to climate-
related risks. Scenario analysis relies on key
assumptions outlined in the other information
section. As such, it is not intended to be an
accurate prediction. Nonetheless, scenario
analysis is a valuable tool to identify the
potential impacts of climate change on our
business. We annually model climate-related
physical and transition risks to our investment
universe based on three climate pathways,
shown below. These pathways were modelled
in consultation with a leading climate
scenario modelling agency, and are based on
the Phase III climate scenarios constructed by
the Network for Greening the Financial System
(NGFS). NGFS is known for its research in this
field and is widely used in the finance industry.
The results of our scenario analysis provide
an opportunity to test the effectiveness of
our climate-related risk mitigations. We aim
to maintain or strengthen those measures
that deliver the greatest resilience against
the following impacts.
Impacts and resilience
We focused our impact analysis on estimating
the risk-adjusted value of our investment
universe, the most material part of our
business, broken down by sector, company
and geography. Transition risks to our
investments were highest in the Orderly
scenario, disproportionately impacting
equities in companies sensitive to
decarbonisation. Climate risk was greatest
for investments vulnerable to physical risks
in the Hot House World pathway. This remains
the scenario that could most negatively
impact our business model, in the ways
described below.
As SJP’s income is largely derived from funds
under management, a reduction in the value
of our investments due to climate risk could
also decrease revenue, impacting profitability.
This impact was possible under all scenarios
tested. However, our modelling shows that
once mitigating controls (described on the
right) are taken into account, our business
remains resilient to all three climate-related
scenarios tested.
The key mitigations driving our resilience are:
Asset-liability matching: To ensure
the resilience of our business model to
climate-related market impacts, our
liabilities to clients are fully matched by
our invested assets. Much of our income
and costs also fluctuate with asset values.
As they rise or fall in tandem, impacts
on our Group’s financial position and
profitability are minimised. This ensures
resilience against all three climate
scenarios below.
Fund manager minimum standards:
As part of our annual assessments,
we evaluate all our fund managers’
approaches to climate scenario analysis
to ensure they are considering climate-
related risks in their investment approach
and decision-making.
Read more about our scenario analysis, climate-
related risks and resilience in our Climate
report 2024 sjp.co.uk/ClimateReport2024
Our scenarios
+1.5°C
Orderly –
Net Zero 2050
Approximate global warming by 2100: +1.5°C
Assumes climate policies are introduced immediately
and implemented smoothly, reflecting our ambition
as a Group.
+3°C
Hot House World
Approximate global warming by 2100: +3°C
Assumes only current policies are preserved, resulting
in continued emissions increases and a minimum of
3°C warming.
+1.5°C
to
+2°C
Disorderly –
Delayed
Transition
Approximate global warming by 2100: +1.5°C to +2°C
Assumes global emissions do not decrease until 2030,
followed by an ambitious policy response thereafter.
At the time of writing, this appears to represent the
current level of warming globally.
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Our responsible business
Our climate change metrics and targets
To ensure our efforts remain focused on reducing emissions, we track data relating to a variety of metrics as listed below. We are in the process of developing additional key performance
indicators to supplement these.
Area Metric Description Risk/opportunity Target Progress
Investment
universe
Weighted
average
carbon
intensity
(WACI)
WACI is a measure of investment emissions that shows us how
much carbon our investments produce, on average, for every
pound (£) of revenue they generate. This allows us to assess
how carbon-efficient or carbon-intensive the companies
we invest in are relative to others.
For more details on how this calculation works and the carbon
intensity of our investment funds, refer to our TCFD product report.
We separately track total investment emissions (see ‘Absolute
financed emissions’ below).
Transition –
reputation risk
Reduce the carbon intensity of our portfolios
by 25% by 2025 (base year 2019).
1
Target successfully met. We aim
to set a new interim target in 2025.
Opportunity –
reputation benefits
Transition our investment portfolio to net
zero greenhouse gas emissions by 2050.
1
As at 31 December 2024 our
portfolio has seen a 43.9%
reduction in WACI since 2019.
See our TCFD product report
for more information
sjp.co.uk/tcfd-product-report
Absolute
financed
emissions
Absolute financed emissions measure the total emissions
footprint of our entire portfolio, taking into account its actual size,
i.e. the total amount of money invested. This is in contrast to WACI
(above), which tracks the emissions per dollar ($).
This covers our Scope 3, Category 15 emissions in line
with the Greenhouse Gas Protocol and is PCAF aligned.
Transition –
reputation risk
Opportunity –
reputation benefits
No specific target – we believe intensity-based
investment targets (see above) remain the better
measure of sustainability and help to drive
more meaningful progress since they focus
on the overall carbon efficiency of investments
rather than the total amount of investments
held, which is influenced by business growth.
See our TCFD product report
for more information
sjp.co.uk/tcfd-product-report
Sustainable
funds under
management
We track the total funds under management (FUM) in our
Sustainable and Responsible Equity Fund. This allows us
to assess demand for ESG investment product offerings
to ensure we evolve with market expectations.
Transition –
market risk
Opportunity –
market – client
offering
Whilst we do not have a specific FUM target for
this fund, we continue to track this metric as a
useful proxy of consumer sentiment towards
sustainable products, to enable us to evolve
our offering.
See fact sheet for
more information
sjp.co.uk/funds
Operations
Operational
emissions
Scope 1, Scope 2 and limited Scope 3 categories of emissions
in metric tonnes of CO
2
-equivalents. This helps us monitor
emissions progress to ensure we are meeting our public targets.
SJP enhances its minimum regulatory carbon emissions
disclosure requirements by voluntarily measuring and reporting
against additional categories. See our full emissions disclosure
on page 213 in the other information section of this Annual Report
and Accounts.
As mentioned on page 41 we will be updating our operations
interim target in 2025, supported by data-driven insights and
actionable roadmaps.
Transition –
reputation risk
Reduce our Scope 1 emissions by 50% by 2025.
Base year 2018, total 835 tonnes CO
2
e.
Read more about our
operational emissions targets
and progress on page 213
Opportunity –
reputation benefit
Eliminate our Scope 2 (market-based)
emissions by 2025.
Base year 2018, total 167 tonnes CO
2
e.
Transition –
regulatory risk
Reduce our Scope 3
2
emissions by 50% by 2025.
Base year 2018, total 10,380 tonnes CO
2
e.
1 This metric covers approximately 89% of our overall FUM as at 31 December 2024. 89% represents the total market value of the funds considered in the reduction of weighted average carbon intensity calculations, expressed as a proportion
of the total AUM for SJP’s core fund range. This includes all funds investing predominantly in equity and debt for listed corporates, as well as third-party funds held within funds of funds.
2 This target covers Scope 3 categories 3, 5, and 6. Additional Scope 3 categories are disclosed in our full emissions disclosure in the other information section of this Annual Report and Accounts.
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Gross operational emissions
We continue to track and disclose the annual
consolidated carbon emissions and energy
usage for which St. James’s Place plc is
responsible, providing a comprehensive view
of our Group climate impact. Our emissions
calculations are conducted by independent
experts. To ensure accuracy and comparability,
to calculate our emissions, they have used
the requirements of the Greenhouse Gas
Protocol’s Corporate Standard along with the
UK Government GHG Conversion Factors for
Company Reporting 2024, provided by the
Department for Energy Security and Net Zero
(DESNZ) and the Department for Environment,
Food & Rural Affairs (DEFRA), as well as the IEA
Emission Factors 2024. We follow an operational
control consolidation approach to report
our emissions. The coverage of our Scope 1
and 2 emissions disclosed is 100% for 2024.
Any estimates included in our totals are
derived from actual data which have been
extrapolated to cover the full reporting period.
We collect and report our environmental data
on a one-quarter lag, so this year’s reporting
includes data from 1 October 2023 to
30 September 2024.
Summary of emissions
The table below summarises our greenhouse
gas emissions for the 2024 reporting year as
per Streamlined Energy and Carbon Reporting
(SECR) requirements, and our full emissions
breakdown (including additional Scope 3
categories) is shown in our full emissions
disclosure in the other information section of
this Annual Report and Accounts. Our Scope 1
emissions remained relatively flat, indicating
stable direct emissions from our operations.
Whilst we note our Scope 2 emissions
increased, we are pleased that this was
largely driven by our push to electrify our fleet.
Consumption from electric vehicles was up
65% this year as we continued our shift
towards more sustainable technologies.
As is typical for financial services companies,
Scope 3 emissions remain the largest portion
of our footprint. Encouragingly, our reported
Scope 3 emissions did not increase despite
growth in the business. This was primarily the
result of decreased emissions from our
property fund combined with our efforts to
reduce transportation usage. This facilitated
a 33% decrease in our flight emissions and
a 13% reduction in overall business travel.
A full breakdown of our 2024 and baseline
year numbers, as well as our global energy
consumption, is available in our full emissions
disclosure, in the Other information section
on pages 213 and 214 of this Annual Report
and Accounts.
Our approach to offsetting
We believe beyond value chain mitigation
(BVCM) is vital to the global net zero transition
and we are therefore progressing alignment
with the Science Based Targets initiative’s
(SBTi) BVCM portfolio design principles.
This means supporting nature-based solutions
through offsetting programs, whilst prioritising
decarbonising our operations. Since 2019,
we have neutralised our residual operational
emissions annually using carbon credits.
For 2024, this involved offsetting 12,418 tCO
2
e.
We recognise the heightened scrutiny of
credit providers’ quality standards and have
outlined our strengthened offset selection
process in our Climate report 2024.
Our responsible business
Carbon emissions disclosure
Scope
Current reporting year (2024) Comparison reporting year (2023)
UK
Global
(excluding UK) Total UK
Global
(excluding UK) Total
Energy consumption
1
used to calculate emissions (kWh) 11,155,499.63 220,472.68 11,375,972.30 9,726,267.24 224,976.41 9,951,243.65
Scope 1 emissions (tCO
2
e) 596.44 – 596.44 572.5 – 572.5
Scope 2 (location-based) emissions (tCO
2
e) 1,656.37 104.88 1,761.24 1,383.89 113.42 1,497.31
Scope 2 (market-based) emissions (tCO
2
e) 750.18 101.98 852.16 577.54 111.47 689.01
Total gross Scope 1 & Scope 2 emissions / tCO
2
e
(location-based) 2,252.81 104.88 2,357.69 1,956.39 113.42 2,069.81
Total gross Scope 1 & Scope 2 emissions / tCO
2
e
(market-based) 1,346.62 101.98 1,448.60 1,150.04 111.47 1,261.51
Carbon intensity ratio: tCO
2
e (gross Scope 1 + 2) / MWh
(market-based) 0.121 0.463 0.127 0.118 0.495 0.127
Emissions from WTT, T&D and WTT (T&D) (Scope 3) 677.08 576.55
Total gross tCO
2
e based on above (location-based)
2
3,034.77 2,646.36
Total gross tCO
2
e based on above (market-based)
2
2,125.69 1,838.06
1 Energy consumption includes all energy related to Scope 1 and 2.
2 We track and disclose additional Scope 3 emissions categories in our full emissions disclosure in the other information section of this Annual Report and Accounts.
The table above sets out mandatory reporting on greenhouse gas emissions and global energy use pursuant to the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008, as amended by the Companies Act 2006 (Strategic Report and Directors’
Report) Regulations 2013 and the Streamlined Energy and Carbon Reporting (SECR) under the Companies (Directors’ Report) and Limited
Liability Partnerships (Energy and Carbon Report) Regulations 2018.
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Our responsible business
Our Climate Report
This year, we are reporting against the Task Force on Climate-related Financial Disclosures (TCFD) framework for the fourth time. Given its size and scale, our comprehensive Climate Report 2024,
which covers all 11 TCFD disclosures, can be found separately here: sjp.co.uk/ClimateReport2024. To aid readers of the Annual Report and Accounts, we provide a summary of the key Group
disclosures from the report below.
Summary of the Task Force on Climate-related Financial Disclosures (TCFD)
We are fully consistent with the TCFD recommendations and recommended disclosures. We have also considered the TCFD’s All Sector Guidance and consider SJP to be fully consistent with these.
Recommendations we have been able to fully disclose against
Disclosure in this
Annual Report and
Accounts
Description TCFD recommended disclosure 2024 Summary of our disclosures Disclosure pages
in the Climate
report 2024
Governance
pages 49 and 59
Disclose the organisation’s
governance around climate-
related risks and
opportunities.
a) Describe the Board’s oversight of climate-related risks and opportunities.
We have provided an overview of how
we govern climate-related risks and
opportunities, including references to
training and KPIs. We identify our
accountable leaders and provide more
context on our subsidiaries.
pages
08 to 11
b) Describe management’s role in assessing and managing climate-
related risks and opportunities.
Strategy
pages 34 to 37
and 41 to 43
Disclose the actual and
potential impacts of climate-
related risks and opportunities
on the organisation’s
businesses, strategy and
financial planning where
such information is material.
a) Describe the climate-related risks and opportunities the organisation
has identified over the short, medium, and long term.
We have considered and outlined
our short-, medium- and long-term
climate-related risks and opportunities.
Using this assessment, alongside our
scenario analysis, we have considered
their potential impact on us as a
business and our resilience, and have
incorporated the outputs into strategic
planning.
pages
12 to 31
b) Describe the impact of climate-related risks and opportunities on the
organisation’s businesses, strategy, and financial planning.
c) Describe the resilience of the organisation’s strategy, taking into
consideration different climate-related scenarios, including a +2°C
or lower scenario.
Risk
pages 30 to 38
and 42
Disclose how the organisation
identifies, assesses and
manages climate-related risks.
a) Describe the organisation’s processes for identifying and assessing
climate-related risks.
We have outlined the key climate-
related risk processes we follow to
identify, assess and manage our
climate-related risks and opportunities,
along with an overview of how we
integrate this into our risk management
process.
pages
32 to 35
b) Describe the organisation’s processes for managing climate-related risks.
c) Describe how processes for identifying, assessing and managing
climate-related risks are integrated into the organisation’s overall risk
management.
Metrics and
targets
pages 44 to 45
and 212 to 213
Disclose the metrics and
targets used to assess and
manage relevant climate-
related risks and opportunities
where such information is
material.
a) Disclose the metrics used by the organisation to assess climate-related
risks and opportunities in line with its strategy and risk management
process.
We have listed our key climate-related
metrics including our Scope 1, 2 and 3
greenhouse gas emissions, our progress
against targets and the impact of our
investment proposition on our exposure
to carbon-intensive companies.
pages
36 to 43
b) Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 greenhouse gas
(GHG) emissions, and the related risks.
c) Describe the targets used by the organisation to manage climate-
related risks and opportunities and performance against targets.
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People
Investing in long-term relationships so we can create success together
Our business is built around people
and strong, trusted relationships.
We understand that how we make
connections and the environment
we create are essential to
our success.
We know that meaningful engagement with
all of our stakeholders is essential, including
clients and employees. See more detail in the
section 172(1) statement section.
Client satisfaction and retention
In early 2024 we conducted a client survey
which received 61,206 responses. The
feedback indicated good client sentiment
with 82% (2023: 81%) of clients being satisfied
with their overall experience with us, 79%
(2023: 79%) advocating for us, and 68% (2023:
66%) believing we offer value for money. Given
the challenging macroeconomic environment
in the year prior to the survey, we are pleased
with these results. For 2025 we intend to
change our client surveying approach by
conducting smaller, more regular surveys
during the year to obtain more timely feedback
which reflects sentiment throughout the year.
Value for money
2020 2021 2022 2023 2024
72%
83%
62%
68%
63%
Overall satisfaction
2020 2021 2022 2023 2024
86%
94%
87%
82%
81%
Employee wellbeing
Striking the right balance between work
and personal lives, while caring for one’s
own wellbeing, and those of others, can be
challenging. SJP is committed to supporting
our colleagues, ensuring their health and
wellbeing remain a top priority, and this was
highlighted by senior leaders in our townhalls
during the year. We shared a reminder of all
the resources and support available to help
sustain mental and physical wellbeing through
the period of change in the business. This
includes online resources to help people build
resilience and maintain a healthy work-life
balance, a 24-hour employee assistance
programme, private health insurance,
and discounted gym memberships.
When needed, we assess the adjustments
that can be made to the working environment
or working pattern so employees with a
disability, impairment or long-term condition
can take up opportunities or enhance their
role. We also aim to assist employees who
become ill or disabled, for example, by
arranging appropriate support and training.
Our new workplace adjustments policy
provides guidance in relation to these.
Reward and benefits
In our 2023 employee survey more clarity was
asked for around our annual salary review
and promotions processes. During 2024 we
have simplified and communicated our
processes for these, and in our end-of-year
annual salary review we prioritised those who
were below the market median and our
lower-paid colleagues.
We are working towards improving our
ethnicity and gender pay gaps which we
report on in our annual Pay Gap report.
This is hosted on our website and on the
Government’s gender pay gap service.
We had 70% employee participation in
our all-employee Share Incentive Plan and
Sharesave Plan following our annual invitation
period to eligible employees. Share
participation creates a strong sense of
ownership and interest in the performance
of the business.
SJP provides a comprehensive benefits
package for employees, including a minimum
pension contribution of 10%, protection
benefits such as life cover, critical illness and
income protection, alongside salary sacrifice
and payroll benefits. We are proud that our
maternity and paternity leave is an enhanced
benefit of 26 weeks of full pay.
Learning and development
At SJP we are committed to providing and
investing in the personal development of our
people to enhance their knowledge, abilities and
individual skills essential for high performance.
Our learning platform drives learning initiatives
throughout our organisation and caters to
both employees and our Partnership network.
We provide personalised and engaging
learning experiences, with a focus on on-
demand digital content, peer-to-peer learning,
instructor-led sessions, and collaboration with
internal coaches and mentors. The platform
supports learners with additional needs by
blending a mix of text, audio, face-to-face,
video, and interactive content. Our video
content has the availability of screen reader
compatible transcripts and closed captions.
We seek input from learners with disabilities
to help our learning methods meet diverse
needs. As a mark of learners’ satisfaction with
their learning on our platform, the L&D team’s
net promoter score is 76.4% (2023: 72.51%
1
)
against an industry average of 48%.
2
Our virtual reality immersive technology
is growing rapidly, with workshops available
for employees covering topics such as
communication and negotiation using
AI software, in addition to vulnerable client
roleplays for our Partnership, enhancing their
empathy training and support for clients in
vulnerable circumstances. For more information
on the professional development support we
provide our Partnership (see business model).
We are committed to investing in the skills that
we require to be successful as an organisation,
now and in the future. The 2024 leadership
theme of psychological safety linked high
performance, healthy corporate culture and
good client outcomes.
We offer employees Apprenticeship Levy
funded programmes as part of their
professional development, with 50 people
enrolling during the year. Our early careers
programmes saw 11 graduates and 22
apprentices hired across our business.
1 72.51% amended from 74.4% reported in 2023 Annual Report and Accounts. We are able to analyse data from a wider
range of learning programmes and events than in previous years, so the collection methodology has been improved.
2 Source: ‘Metrics the Matter’ Learning Analytics platform (N=2,258,000).
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Our responsible business
1 Employees may appear in more than one of the
data points and graphs presented on this page.
2 We have defined senior roles within our core
employee base as a combination of GEC and
their senior direct reports
3
and managers and
decision-makers.
4
3 The GEC and their senior direct reports; this
includes the Company Secretary and excludes
administrative and executive support staff such
as personal assistants and executive assistants.
4 Managers and decision-makers are defined as
employees who have responsibility for planning,
directing or controlling activities of the Company,
or a strategically significant part of the Company.
5 Gender information is an evolving area of reporting
and there are a variety of different frameworks
requiring disclosures under different definitions
and calculation methodologies. As a result, not
all of our statistics will align to each other.
6 We have restated our 2023 numbers for ‘managers
and decision-makers’ from 108 females and 206
males to 107 females and 239 males, and for ‘total
employees’ from 1,214 females and 1,084 males to
1,612 females and 1,442 males, following the
identification of a gap in the data.
7 Includes GEC and their senior direct reports.
8 Relates to our core employee base.
For UKLR6.6.6 R(9 to 11) Board and executive management diversity disclosures please refer to pages 74 and 75.
The following figures and charts for race
and ethnicity, gender, sexual orientation
and disability are based on voluntary
employee diversity disclosures for our core
employee base as at 31 December 2024.
Minority ethnic representation
8
GEC and their senior
direct reports
3
90.6%
White
2023: 91.7%
9.4%
Asian, Black,
Mixed, Other
2023: 8.3%
0%
Prefer not to say
2023: 0%
All
employees
7
89.4%
White
2023: 90.8%
9.5%
Asian, Black,
Mixed, Other
2023: 8.2%
(see ethnicity graph on
the right for breakdown)
1.1%
Prefer not to say
2023: 1.0%
At 31 December 2024 we had 3,334
employees, of which 3,060 were in the UK
(31 December 2023: 3,054 employees, of
which 2,798 were in the UK). A breakdown
of our workforce by gender is shown below.
Gender
5
GEC and their senior direct reports
3
25
Female
2023: 16
46
Male
2023: 37
Managers and decision-makers
4, 6
127
Female
2023: 107
248
Male
2023: 239
Total employees
6
1,769
Female
2023: 1,612
1,565
Male
2023: 1,442
Inclusion and diversity (I&D)
1
As a company, we believe I&D is an essential
part of creating a great place to work and a
high-performing organisation. In early 2024
we announced our updated I&D-related
targets, for our core employee base,
reinforcing our commitment to sustaining
and accelerating progress. We are pleased
to report that we are making good progress
towards these targets. These commitments
are to achieve:
40% female representation on the Board by
2025. See page 66 for Board composition.
40% female representation in senior roles
2,5
by 2028 (37.3% as at 31 December 2024).
10% minority ethnic representation in our
GEC and their senior direct reports
3
by 2027
(see figures on the right).
12% minority ethnic representation by 2028
(see figures on the right).
The voluntary diversity disclosure rate of our
core employee base is 75.3% (2023: 75.3%)
and informs our deliberate actions to drive
positive change.
Our I&D approach
Our approach to I&D remains focused
on attracting, retaining and developing
diverse talent. This includes giving full
and fair consideration to all applications
for employment, fostering an inclusive
environment with equal opportunities for
employees to build their careers, irrespective
of their background or characteristics,
including disability. Our continued focus on
I&D has led to improvements in our metrics as
shown to the right. In 2024 we also introduced
two new working groups focused on inclusion
and continued to collaborate with our I&D
Community Networks to drive engagement
and understanding. This included the
celebration of key events, intended to
raise awareness of issues and provide the
opportunity for open discussion and learning
in a safe environment.
Gender
5
Sexual Orientation
Ethnicity
Disability
Female 53.5%
Male 45.1%
Non-binary 0.2%
Other 0.0%
Prefer not
to say (PNS) 1.2%
Heterosexual 92.5%
Bisexual 2.1%
Gay/lesbian 1.6%
Other 0.4%
PNS 3.4%
White 89.4%
Asian 5.8%
Mixed 1.9%
Black 1.5%
Other 0.2%
PNS 1.1%
Without a
disability 85.1%
With a
disability 12.1%
PNS 2.8%
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Strategic report Governance Financial statements Other information
Our responsible business
Our responsible business
Good governance
Helping us to build trust, effectively manage risks and deliver against our priorities
Good governance drives efficient
decision-making and thoughtful
delegation, allowing us to effectively
deliver on our objectives as a
business and our commitments
to stakeholders. It underpins our RB
approach with the overall strategy,
including for climate, determined at
Group level.
1
Sustainability governance framework
We have specific governance forums at
Board, executive and management level
which oversee and manage responsible
business-related risks and opportunities for
the wider Group. By engaging with relevant
stakeholders, we ensure we remain focused
on progressing towards our ambitions and
maximise the probability of proactively
identifying risks and capitalising on
opportunities, strengthening outcomes
for clients and all stakeholders alike.
1 Subsidiary boards hold the responsibility for corporate
governance for their respective companies, and are
informed and aligned with Group strategy, including
on climate.
Chief Executive Officer (CEO)
The CEO sets the tone of SJP’s approach to being a responsible
business. They are supported by the GEC, who facilitates the execution of
responsible business-related activity. The accountable Board Director
for our climate approach is the CEO who has received individual
climate knowledge sessions in addition to those received at Board.
Group Audit Committee
The Group Audit Committee
reviews key regulatory reports,
including the Climate report.
Group Nomination and
Governance Committee
The Group Nomination and
Governance Committee reviews
biannual updates on our
responsible business approach
with an I&D focus.
Group Remuneration
Committee
The Group Remuneration
Committee reviews key
regulatory reports, including
our Pay Gap reports.
Group Risk Committee
The Group Risk Committee
supports review of responsible
business risks including our
climate-related risks. Risk
management and controls
are discussed in detail on
pages 30 to 38.
Group Executive Committee (GEC)
Working Groups
There are a number of working groups consisting of subject matter experts from across the business and covering key responsible business topics.
This includes environment and climate change, I&D, financial wellbeing, and modern slavery and human trafficking.
Chief Risk Officer (CRO)
The CRO is supported by the Risk Oversight Group, which provides
oversight of the effectiveness of the Group’s risk management
framework, including climate-related risks and opportunities.
Chief Corporate Affairs Officer (CCAO)
The CCAO holds the senior management function for climate and has
oversight of our responsible business approach and related policies,
supported by the Responsible Business Advisory Group.
Investment Executive Committee
The Investment Executive Committee is responsible for executing
responsible investment principles, including those linked to climate.
Responsible Business (RB) Advisory Group
The RB Advisory Group is responsible for driving forward our responsible
business ambitions, including identifying and considering climate-
related risks and opportunities. The group covered climate change
topics at four meetings in 2024.
SJP plc Board
The Board sets the strategic direction in relation to our Responsible
Business approach. This covers our entire Framework with a focus
on financial wellbeing, investing responsibly, climate change,
community impact, people and good governance. More detail
on the Board’s climate-related decision-making on page 59.
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Strategic report Governance Financial statements Other information
Human rights
SJP is committed to respecting and
supporting the protection of internationally
proclaimed human rights and managing
our business in an ethical manner, with no
tolerance for the abuse of human rights
(including modern slavery). Our approach
to human rights includes:
All employees have access to our code of
ethics and equal opportunities policies,
which make it clear that we oppose all
forms of unfair discrimination or
victimisation.
Our bullying and harassment policy sets
out that these are unacceptable forms of
behaviour and SJP is committed to taking
proactive measures to prevent all forms of
bullying and harassment. In aid of
identifying and addressing any issues, we
monitor our workplace culture through the
Workforce Engagement Panel, employee
engagement surveys, exit interviews and
employee relations case numbers. In 2024
we launched mandatory Equality Act
training which covers harassment and
discrimination.
Our focus on I&D and employee wellbeing,
as discussed earlier in this chapter,
provides detail on how we work to prevent
negative impacts on these human rights
related topics.
We are committed to respecting the health
and safety of workers. We gather accident
and illness data which is reported to the
Health and Safety Committee quarterly.
Due to our office environment the risk of
accidents remains low.
We respect the dignity of the individual
and support the right of employees to
freedom of association, join trade unions
and engage in collective bargaining in
accordance with local law.
More broadly, our supply chain due
diligence and ongoing oversight seek
to secure evidence of good practice in
relation to human rights. Recognising the
impact of payment practices on workers
in the value chain we are signatories of
the Prompt Payment Code, which is
encouraged by the Department for
Business and Trade and demonstrates our
commitment to good payment practices
between ourselves and our suppliers.
In 2024 we reviewed our policies through
a labour rights lens and updated them
where appropriate. We also enhanced
our longstanding commitment to respect
human rights by publishing on our website
a standalone Board-approved human rights
policy.
1
This encompasses our business
operations and wider value chain.
Responsible procurement
Our procurement process is designed to
ensure we meet our regulatory and business
obligations. Our sourcing, outsourcing
and supplier management policy requires
effective, risk-based due diligence to
be conducted on all new suppliers and
outsourcers. Where applicable this includes
an assessment of their approach to compliant,
responsible, and sustainable procurement,
including but not limited to their environmental
sustainability, ethical and fair treatment of
workers (including human rights), information
security and financial crime prevention
(including anti-bribery and corruption).
We also require regular oversight by the
business owners and relationship managers.
This is supported by periodic reassessment of
the due diligence throughout the term of the
relationship; the frequency of this activity
depends on the materiality of the supplier/
outsourcer, which is a measure of the risk
they may pose to SJP and/or its stakeholders.
We are a Living Wage Foundation accredited
employer and assess, where applicable, how
our third parties remunerate their workforce.
In some cases, we have ensured our
commercial agreements reflect this
requirement and we provide the supplier with
the correct support to do so.
Anti-bribery and corruption
We have a zero-tolerance approach to bribery
and corruption and aim to protect the SJP
Group, our clients, shareholders, employees,
and associated companies from any
involvement. Our Board has responsibility
for oversight of the Group’s financial crime
prevention policy, which includes anti-bribery
and corruption, and reviews this annually.
Our employees and advisers are provided
with annual training on money laundering
and biennial training regarding other
financial crimes including fraud, bribery
and corruption, and facilitation of tax
evasion through mandatory online training
programmes. In 2024 SJP was not issued with
any associated fines or penalties relating to
corruption. Our anti-bribery and corruption
policy statement is available on our website.
2
Mechanism for raising concerns
At SJP our speak up policy and the
Whistleblowing Framework are key tools
for our employees, Partnership and other
stakeholders to raise any concerns, or to notify
breaches of company codes or policies.
Examples could include anything linked to
anti-bribery and corruption, human rights,
and bullying or harassment. All employees,
advisers and their support staff are made
aware of our Speak Up mechanisms in
annual training.
The Whistleblowing Framework strengthens
our corporate governance by identifying risks
early, safeguarding the company’s reputation
and promoting a healthy culture. It plays a
critical role in risk mitigation and trust building
with stakeholders.
In 2024 under the oversight of the
Whistleblowers’ Champion and the
Whistleblowing team, we provided clear,
confidential and anonymous reporting channels
for concerns to be raised without the fear of
retaliation. We introduced an independent
third-party reporting hotline, available 24/7,
to provide additional reporting channels and
enhance confidence in the Whistleblowing
Framework. The Framework remained robust
and effective, ensuring transparency and
accountability with concerns raised
appropriately addressed throughout the year.
We comply with all jurisdictional whistleblowing
laws and regulations applicable to our
operations, including the UK Public Interest
Disclosure Act 1998, Financial Conduct Authority
Systems and Controls 18, Irish Protected
Disclosures Act 2014 (amended 2022) and
Dubai Financial Services Authority Rulebook
General module section 5.4. To date, there
have been no breaches of whistleblowing
regulations. We continue to further enhance
the Whistleblowing Framework with continued
awareness and training across the Group.
Further information, including relevant
contact details, can be found on our website.
2
Data privacy
We know how important it is to demonstrate
responsibility as data custodians, protecting
the privacy of all those with whom we interact.
We are committed to ensuring strong data
protection standards, which is integral to our
success as a trustworthy organisation. During
2024 we launched mandatory training on
information security.
SJP adheres to the requirements of the UK
Data Protection Act 2018 and relevant data
protection regulations in the countries in
which we operate. We ensure that any transfer
of a data subject’s personal data outside the
UK is done with the appropriate safeguards in
place, as per the Information Commissioner’s
Office guidance, and only to third parties with
whom we have a contracted business
relationship. Our privacy policy is publicly
available on our website.
3
1 sjp.co.uk/responsiblebusiness
2 sjp.co.uk/about-us/corporate-governance
3 sjp.co.uk/site-services/privacy-policy
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Strategic report Governance Financial statements Other information
Our responsible business
Non-financial and sustainability information statement
This section of the Annual Report and Accounts constitutes the St. James’s Place non-financial and sustainability information statement, produced to comply with sections 414CA and 414CB
of the Companies Act 2006. The following table sets out where, within our Annual Report and Accounts, we provide further detail on matters required to be disclosed under the sections of
these sections of the Companies Act 2006. In particular, it covers the impact we have on the environment, our employees, social matters, human rights, anti-corruption and anti-bribery matters,
policies pursued and the outcome of those policies, and principal risks that may arise from the Company’s operations and how we manage these, to the extent necessary for an understanding
of the Company’s development, performance and position and the impact of its activity.
Reporting
requirement
Relevant policies,
1
documents,
or reports that set out our approach
Section(s) and page(s)
Anti-bribery
and corruption
Group financial crime
prevention policy
SJP anti-bribery and
corruption policy statement
Our responsible business (page 50), Report of the Group Audit Committee (page 84)
Business model Our business model (pages 07 to 10)
Climate-related
financial
disclosures
Climate report 2024 Governance structure (pages 49 and 59), systems and processes (pages 30 to 34), integration with wider risk
management (page 34), material risks and opportunities and time periods (page 34 and 42), impact of material
risks and opportunities (page 34 and 42), resilience assessment (page 43), targets (page 41 and 44), measuring
progress (pages 44 to 45 and 213 to 214)
Employees
Speak up policy
Inclusion and diversity
policy
Health and safety policy
Equal opportunities policy
Employee handbook
Employee reward policy
Flexible working policy
Our responsible business (pages 47 to 48, 50, and 209 to 212), risk and control management (page 31), section 172(1)
statement (page 59 and 63), Board performance review (page 71), Report of the Group Risk Committee (page 89),
Report of the Group Nomination and Governance Committee (pages 74 to 75), Directors’ report (page 128)
Environmental
matters
Outsourcer and supplier
management policy
Zero waste to landfill policy
Climate report 2024
Our responsible business (pages 39, 41 to 46 and 49), risk and control management (pages 34 to 38)
Non-financial
key performance
indicators
Our business model (page 11), our responsible business (pages 39 to 50), Report of the Group Audit Committee
(pages 80 to 81)
Principal risks
Risk management
framework
Group risk appetite
statement
Risk and control management (pages 35 to 37)
Respect for
human rights
Group human rights policy
Speak up policy
Modern slavery statement
Grievance procedure policy
Equal opportunities policy
Our responsible business (pages 47 to 48 and 50)
Social matters
Group financial crime
prevention policy
Community engagement
and volunteering policy
GDPR and data protection
policy
Our responsible business (pages 39 to 40 and 47 to 50), Section 172(1) statement (page 60), corporate governance
report (pages 58 to 63), Report of the Group Nomination and Governance Committee (pages 72 to 75)
1 Group policies are regularly reviewed and third line monitors adherence.
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Strategic report Governance Financial statements Other information
As part of the Annual Report and Accounts by the Directors it is a statutory
requirement to produce a strategic report.
The purpose of the report is:
to inform members of the Company and help them assess how the Directors have
performed their duty under section 172(1) of the Companies Act 2006 (duty to promote the
success of the Company).
The objective of the report is to provide shareholders with an analysis of the Company’s past
performance, to impart insight into its business model, strategies, objectives and principal risks,
and to provide context for the financial statements in the Annual Report and Accounts.
The Directors consider that the report meets the statutory purpose and objectives of the
strategic report.
On behalf of the Board:
Mark FitzPatrick Caroline Waddington
Chief Executive Officer Chief Financial Officer
26 February 2025
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Strategic report Governance Financial statements Other information
Approval of the strategic report
Governance
Corporate governance report 54
Board of Directors 55
Section 172(1) statement 58
The role of the Board
and its responsibilities 64
Board composition,
succession and evaluation 66
Report of the Group Nomination
and Governance Committee 72
Report of the Group
Audit Committee 76
Report of the Group
Risk Committee 85
Report of the Group
Remuneration Committee 91
Directors’ report 127
Statement of Directors’
responsibilities 130
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sjp.co.uk
St. James’s Place plc Annual Report and Accounts 2024
53
Strategic report Governance Financial statements Other information
As a responsible business, we seek to operate with the highest standards of corporate
governance, balancing the interests of a broad range of stakeholders in our decision-
making. Robust and proportionate governance remains critical to the successful
delivery of our strategy.
This report consolidates governance reporting, providing context that explains how the Company’s
governance arrangements, and the Board’s activities, have contributed to the delivery of our strategy.
As a result, you will find reporting that may be found elsewhere in other companies’ reports, including
the section 172(1) statement.
Links between elements of this report and more detailed examples in the strategic report that seek
to outline our approaches to themes within the Code are highlighted throughout.
Paul Manduca
Chair
In this section
1
1
Board leadership and
Company purpose
(section 172(1) statement)
pages 55 to 63
1
2
Role of the Board and
its responsibilities
pages 64 to 65
1
3
Board composition,
succession and evaluation
pages 66 to 71 and also the
Report of the Group Nomination
and Governance Committee on
pages 72 to 75
1
4
Audit, risk and
internal control
See the Report of the Group Audit
Committee and the Report of the
Group Risk Committee on pages
76 to 90
1
5
Remuneration
See the Report of the Group
Remuneration Committee
on pages 91 to 126
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Strategic report Governance Financial statements Other information
Corporate governance
The UK Corporate Governance Code 2018
The corporate governance report on pages 54 to 71 explains
how the Board leads the Company’s approach to corporate
governance, including an explanation that would enable
shareholders to evaluate how the principles of the Financial
Reporting Council’s UK Corporate Governance Code (the Code)
have been applied in practice.
The Board considers that the Company has complied
with all of the principles and provisions of the Code
(available at: www.frc.org.uk) during 2024.
Paul Manduca
NC
Chair of the Board
Date of appointment
Chair May 2021.
Non-executive Director January 2021.
Experience
Paul joined from Prudential plc, where he
was chairman for eight and a half years.
He was also previously chair of Aon UK Limited,
JPM European Smaller Companies Investment
Trust plc and Templeton Emerging Markets
Investment Trust plc. Paul was the senior
independent director of Wm Morrison
Supermarkets Plc, a non-executive director
of KazMunaiGas Exploration & Production and
chair of Henderson Diversified Income Limited.
Prior to this, he served as founding chief
executive officer of Threadneedle Asset
Management Limited, director of Eagle Star
and Allied Dunbar, chief executive officer,
Europe of Deutsche Asset Management,
global chief executive officer of Rothschild
Asset Management, chair of Bridgewell
Group plc and was a director of Henderson
Small Companies Investment Trust plc.
External appointments
Paul is currently chair of W.A.G. Payment
Solutions Plc.
Mark FitzPatrick
Chief Executive Officer
Date of appointment
Chief Executive Officer December 2023.
Experience
Mark started his career with Deloitte in Cape
Town, becoming a partner in 1997. He remained
with Deloitte for 25 years building his industry
focus in financial services in the UK, Europe
and South Africa. He became group chief
financial officer at Prudential plc in July 2017,
before his role was broadened to include chief
operating officer. He was appointed interim
chief executive officer of Prudential plc in
April 2022, standing down on 24 February 2023.
External appointments
Mark chairs the audit and risk committees
of the British Heart Foundation and is chair
of the audit committee for the Scottish
Mortgage Investment Trust.
Caroline Waddington
Chief Financial Officer
Date of appointment
Chief Financial Officer September 2024.
Experience
A chartered accountant, Caroline began her
career at Coopers & Lybrand. She subsequently
held senior finance roles at Barclays Capital,
RBS and Deutsche Bank before becoming
chief financial officer for UK and EMEA at
Credit Suisse. More recently she was chief
financial officer for UBS Group’s UK Credit
Suisse entities, as well as chief operating
officer for Credit Suisse International.
External appointments
Trustee and member of the board and
finance & audit committee of St Giles Trust.
NC Member of Group Nomination
and Governance Committee
AC Member of Group Audit Committee
RK
Member of Group Risk Committee
RM
Member of Group Remuneration Committee
Denotes Chair of Committee
Full biographical details of each
Director can be found at sjp.co.uk/
shareholders/about-us/directors
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Strategic report Governance Financial statements Other information
Board of Directors
1
1
1
2
1
3
1
4
1
5
Board leadership and Company purpose
Emma Griffin
NC
RK
RM
Independent Non-executive Director
Date of appointment
Non-executive Director February 2020.
Experience
Emma has previously been a non-executive
director of SDCL Energy Efficient Income Trust
plc, EDF Man Holdings Limited, AIMIA Inc and
Enterra Holdings. From 2002 to 2013, Emma
was a founding partner of the stockbroking
firm Oriel Securities, which was sold to Stifel
Corporation. In her early career Emma worked
at HSBC, James Capel and Schroders.
External appointments
Emma is currently a non-executive director
of N.M. Rothschild & Sons Limited. She is also
a non-executive director and chair of the
Investment Committee of Industrial Alliance
Financial Group, one of Canada’s largest
insurance and wealth management
companies, listed on the TSX. She is also
a non-executive director of the private
investment company Claridge and of
one of its key holdings, Solotech.
John Hitchins
NC
AC
RK
Independent Non-executive Director
Date of appointment
Non-executive Director November 2021.
Experience
John has extensive experience of the financial
services industry gained through his career as
a senior audit partner and his non-executive
directorships. John spent 38 years with
PricewaterhouseCoopers LLP, specialising
in financial services auditing and advisory
services, before retiring in 2014. Since retiring
from PricewaterhouseCoopers LLP he has
undertaken a number of non-executive
director roles with financial services
companies alongside a role as a senior
adviser to the Financial Reporting Council.
External appointments
Non-executive director and chair of the
audit committee of Aldermore Group PLC.
Lesley-Ann Nash
AC
RK
RM
Independent Non-executive Director
Date of appointment
Non-executive Director June 2020.
Experience
Prior to joining the Company, Lesley-Ann
stepped down as a director in the Cabinet
Office of HM Government, where she spent
six years leading a range of large-scale
commercial and consumer programmes.
Lesley-Ann was a managing director at
Morgan Stanley from 1998 to 2009, having
previously worked at UBS and Midland Bank.
She is a Fellow of the Chartered Institute of
Management Accountants (CIMA). She was
a trustee of the North London Hospice for
nine years.
External appointments
Lesley-Ann is a non-executive director
and chair of the joint nominations and
remuneration committee of Homes England,
non-executive director and chair of the
remuneration committee of Workspace
Group plc and non-executive director of
the Confederation of British Industry (CBI).
Full biographical details of each
Director can be found at sjp.co.uk/
shareholders/about-us/directors
NC Member of Group Nomination
and Governance Committee
AC Member of Group Audit Committee
RK
Member of Group Risk Committee
RM
Member of Group Remuneration Committee
Denotes Chair of Committee
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Strategic report Governance Financial statements Other information
1
1
1
2
1
3
1
4
1
5
Board leadership and Company purpose
Board of Directors continued
Rosemary Hilary
NC
AC
RK
RM
Independent Non-executive Director
Date of appointment
Non-executive Director October 2019.
Experience
Rosemary was chief internal auditor at TSB
Bank from 2013 to 2016 and previously held
senior positions at the Financial Services
Authority and the Bank of England. Rosemary
is a chartered certified accountant, FCCA.
Rosemary was formerly a non-executive
director and chair of the audit and risk
committee of Record plc, non-executive
director, chair of the risk and audit committee
and member of the investment committee
of the Pension Protection Fund, and a trustee
and member of the audit, risk and finance
committee of Shelter.
External appointments
Rosemary is a non-executive director and
chair of the audit committee of Willis Ltd; and
a non-executive director and chair of the risk
committee of Vitality Life and Vitality Health.
In 2021 she became a trustee of the King’s
Foundation and chair of its audit and risk
committee. She joined the board of the
Scottish Building Society in 2022.
Simon Fraser
NC
AC
RM
Senior Independent Non-executive Director
Date of appointment
Non-executive Director April 2024.
Senior Non-executive Director July 2024.
Experience
Simon started his career as a stockbroker,
working for Barclays de Zoete Wedd between
1986-1992, from which he went on to set up
an institutional stockbroking business Gerrard
Vivian Gray. In 1997 Simon joined Bank of
America Merrill Lynch where he remained for
the rest of his executive career. From 2004 until
his retirement in 2011, Simon was managing
director and co-head of corporate broking
at Bank of America Merrill Lynch. He stepped
down in 2011 to develop a non-executive
portfolio. Simon has previously been a
senior independent director and chair of the
nomination committee at Derwent London
plc, senior independent director and chair
of the remuneration committee at Lancashire
Holdings Ltd and most recently a non-
executive director at Legal & General
Investment Management Ltd until March 2024.
External appointments
Simon is currently a non-executive director
and chair of the remuneration committee
for SEGRO plc.
Rooney Anand
RK
RM
Independent Non-executive Director
Date of appointment
Non-executive Director January 2025.
Experience
Rooney served as chief executive officer
at Greene King and has held non-executive
positions as chair of Casual Dining Group
and Away Resorts, non-executive director of
Drive Assist Holdings and Pursuit Dynamics.
He was also senior independent director
for Wm Morrison Supermarkets Plc until its
sale to private equity.
External appointments
Rooney is non-executive chair of RedCat Pub
Company and Purity Soft Drinks. He is also a
visiting professor at Aston Business School.
Full biographical details of each
Director can be found at sjp.co.uk/
shareholders/about-us/directors
NC Member of Group Nomination
and Governance Committee
AC Member of Group Audit Committee
RK
Member of Group Risk Committee
RM
Member of Group Remuneration Committee
Denotes Chair of Committee
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Strategic report Governance Financial statements Other information
1
1
1
2
1
3
1
4
1
5
Board leadership and Company purpose
Board of Directors continued
The Board of Directors at
St. James’s Place plc considers
that it has both individually and
collectively, acted in a way which
would most likely promote the
success of the Company for the
benefit of its members as a whole,
and in doing so have had regard
(amongst other matters) to factors
A to F, as set out in section 172(1)
of the Companies Act 2006 for
the decisions taken during the
year ended 31 December 2024.
In making this statement, the
Directors have considered the
matters, detailed below.
Purpose and leadership
The likely consequences of any
decisions in the long term and
a focus on long-term success
Section 172(1) factor:
A
The Board’s priority is to ensure that the
Company generates and preserves value
over the long term for all of its stakeholders.
Long-term relationships with clients are
essential if SJP is to deliver its strategy, and
in turn drive long-term value (financial and
non-financial) for shareholders and other
stakeholders. The Company’s purpose and
values influence decision-making across
the business, and support the Board’s aim to
make sure that decisions are consistent with
strategic objectives and support the long-
term success of the Company. Work to
enhance values and expected behaviours is
underway and our revised values will be built
around the key themes of client-centricity,
trust, empowerment and empathy.
Our governance framework, explained in
more detail on pages 64 and 65, is designed
to ensure that the Board, led by the Chair,
is able to monitor the sustainability of the
business model, performance against
strategy, and opportunities and threats as
they arise. When reviewing performance
against strategy, the Board looks to ensure
it continues to align with the Group’s culture,
which remains vital to the continued success
of the Group through setting an appropriate
tone from the top, monitoring the business
and seeking to both protect it and add value.
The Board continues to align to the Group’s
commitment to being a responsible business,
contributing to wider society, and delivering
long-term success to SJP and its stakeholders,
by focusing on:
providing effective and entrepreneurial
leadership and direction to the Group
in setting out its purpose, values and
strategy overseeing delivery against these,
including approving major transactions
and initiatives
satisfying itself that the purpose, values
and strategy are aligned with the Group’s
culture
monitoring financial performance and
reporting, and approving/recommending
distributions to shareholders
setting the Company’s risk appetite,
assessing the principal and emerging
risks facing the Company and ensuring
that adequate controls are in place to
manage risk effectively
ensuring that appropriate and effective
succession planning arrangements and
remuneration policies are in place
implementing and ensuring the effective
operation of corporate governance
procedures
ensuring that good client outcomes
are delivered through the combination
of the Group’s distinctive investment
management approach and the provision
of high-quality ongoing advice
ensuring that necessary resources,
policies and practices are in place
to meet objectives and measure
performance against these objectives.
The strategy, and performance against the
strategy, are discussed throughout the Chair’s
report, Chief Executive Officer’s report and
strategic report.
Reputation and standards
of business conduct
The desirability of the company
maintaining a reputation for high
standards of business conduct
Section 172(1) factor:
E
Our business exists to empower clients with
invaluable advice to realise bolder ambitions.
Our ability to achieve this would be materially
impacted if we were unable to demonstrate
high standards of business conduct. Failure
to maintain appropriate standards of conduct
could inevitably lead to poor client outcomes,
regulatory sanctions and/or adverse media
coverage that could damage SJP’s reputation
and the value placed on it by all of our
stakeholders. Conduct is prominent in our
list of principal risks (see pages 35 to 38)
and we seek to minimise the risk of harm to
clients due to conduct issues through a robust
control environment. The Board looks to the
Group Risk Committee and the boards of
its subsidiaries to monitor conduct risks and
provide an appropriate level of assurance
to support the Board’s decision-making. Our
reputation is best protected and improved by
ensuring good client outcomes and avoiding
conduct issues. Our reputation is also shaped
by the image we project. With this in mind, the
Board continues to monitor the Group’s brand
and public relations activities to ensure they
align with our purpose and long-term aims,
and accurately depict our culture.
Factors A to F of section 172(1)
A
Likely consequences of any
decision in the long-term
B
Interests of the company’s
employees
C
Need to foster the company’s
business relationships with
suppliers, customers and others
D
Impact of the company’s operations
on the community and environment
E
Desirability of the company
maintaining a reputation for high
standards of business conduct
F
Need to act fairly as between
members of the company
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Our stakeholders
Section 172(1) factor:
B
C
D
F
The Group’s principal stakeholders include
advisers, employees, clients, shareholders,
wider society, suppliers and regulators.
Successful implementation of our strategy
will also deliver against the expectations
of our stakeholders. The following sections
provide more detail on how we engage
with each. Maintaining strong relationships
with stakeholders remains important and
engagement with stakeholders is assessed on
an ongoing basis. Where there is an indication
that insufficient insight exists to support the
Board’s work, adjustments are made.
Accountability for managing climate-related
risks and opportunities is owned by the Board
and it considers climate as part of the
articulation of the Group risk appetite
statement, which is referenced throughout the
strategic report. The Group risk appetite
statement is considered in light of the Group’s
strategic objectives and the risks which might
materially impact the ability to meet those
objectives. In 2024 the Board received a
comprehensive responsible business update,
including a deep dive on climate to inform
its decision-making in relation to the updating
of our goals.
Not all engagement is directly between
stakeholders and the Board. Where
engagement is not with the Board, the output
informs business-level decisions made by
management, an overview of which is fed
back to the Board through regular reporting
and focus on strategic topics.
Employees
Effective and timely engagement with
employees has always been an integral
part of our culture, with key examples of
employee engagement being:
In 2024 we launched our first ever series
of quarterly, all-employee townhalls.
These provided an opportunity for
management and senior leaders
to engage colleagues with strategic
progress and celebrate high
performance and values in action.
A digital internal communication
platform enabling employees to
engage anonymously, so they can
be heard and responded to.
An annual Group-wide employee
engagement survey which enabled
us to track how employee sentiment
trended over time, the output of which
is presented to the Board, to drive
community action plans.
Our Workforce Engagement Panel, led
by Independent Non-executive Director
Lesley-Ann Nash, where employee-
nominated representatives discuss key
strategic topics affecting employees
and help develop solutions.
The introduction of two new working
groups focused on inclusion in the
female and ethnic minority experience
space (alongside our existing employee
network groups), which forms part of
our commitment to better understand
our challenges and opportunities
around inclusivity as an organisation.
Plans to build an employee listening
programme in 2025, where we will look
to bolster both our formal and informal
mechanisms for checking in on
colleague sentiment – through the
introduction of pulse surveys, senior
leader ‘ask me anything’ sessions
and cross-functional working groups.
We have started work on refreshing
and sharpening the focus on our
organisational values – with a view to
becoming clearer on our expectations
and driving a culture of empowerment
and accountability.
Advisers
We communicate and engage with
our advisers in a range of ways:
Face-to-face through corporate-
led and locally arranged events,
including individual meetings,
regional and national conferences,
and our Annual Company Meeting.
Our calendar of conferences and
events throughout the year provides
opportunities to bring together the
Partnership and senior management
to discuss key business developments.
Digitally through communication
platforms such as our Partnership
intranet, webinars and virtual
townhalls.
Through our dedicated Partnership
consultation platform which runs
surveys to gauge sentiment and
understand what is important to
the Partnership. These are supported
by in-person focus groups facilitated
by the Wisdom Council to further
our understanding of survey
response themes and to test
key strategic updates.
Through the Partnership Advisory
Council (‘PAC’), a panel of advisers
who convene quarterly to provide
their perspective on a range of topics
and help to shape SJP’s future,
chaired by the CEO.
Through our learning and
development opportunities for
the Partnership and Academy, we
provide structured digital content,
face-to-face training and extensive
coaching.
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Clients
Engagement with clients is largely driven
through their ongoing relationship with
their adviser. This is supplemented by
direct engagement through:
Client-facing videos from Mark
FitzPatrick available on our corporate
website and distributed via social
media, which explain the key milestones
and programmes of work the
business is undertaking and
their impact on clients.
Our annual wealth report survey
which measures client sentiment.
The 2024 survey received responses
from 64,930 clients, representing
a 7% response rate. The feedback
indicated good client sentiment
with 82% positive satisfaction.
Our ‘SJP Client Community’ made
up of over 4,000 clients which was
established in 2020 with the Wisdom
Council. This enables us to better
understand what our clients think,
feel, and do, and gauge their views
on key topics. We can also test their
understanding of key communications,
ensuring we meet their evolving needs.
Society
We care deeply about the role we play
in wider society. ‘Society’ can be defined
broadly and includes for example the
government, regulators, suppliers, media,
and the wider communities in which we
operate. Cultivating strong and mutually
beneficial relationships with these groups
ensures our values and aims are aligned.
Examples of how we engaged with society
in 2024 include:
We engaged and collaborated with
industry bodies, regulators, ministers
and wider policymakers to shape
policies in ways that directly addressed
societal issues, namely the advice gap
and access to financial education.
In 2024 we commissioned our ‘Real
Life Advice’ research, our largest ever
consumer survey into the impact
of financial advice on people’s lives,
including real life advice stories, and
attitudes to receiving financial advice.
The survey was conducted on our
behalf by Opinium from May to August
2024 and covered around 12,000
UK consumers.
Reached over 16,000 young people
through our financial education
programmes, working to support
developing young people’s knowledge,
skills and confidence to make informed
and independent financial decisions.
Supported 981 charities in communities
across the UK and overseas in 2024
through the SJP Charitable Foundation,
facilitating positive and lasting impacts
on thousands of lives.
Continued to meet our responsibilities
and commitment under the Prompt
Payment Code demonstrating our
commitment to good payment
practices between ourselves and
our suppliers.
Shareholders
We maintain close relationships
with shareholders, engaging through:
Regular meetings, roadshows and
conferences across the year, many
of which involve the Chief Executive
Officer and/or Chief Financial Officer
alongside the Investor Relations team
and provide frequent opportunities
to gain insights into institutional
shareholder views and expectations.
As suggested in the Code, the Chair,
Senior Independent Director and
Committee chairs seek engagement
with major shareholders on
significant matters as they arise.
In 2024, prior to our Annual General
Meeting Paul Manduca offered
meetings with the top 20 shareholders
to discuss the Board’s governance,
including the appointment of Mark
FitzPatrick as Chief Executive Officer,
the establishment of the Ongoing
Service Evidence provision and
the revised charging structure.
All Directors are available to
meet with shareholders after the
Company’s Annual General Meeting.
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Board activity during 2024
Each year we provide an overview of the key
areas of the Board’s focus. This is incorporated
through our section 172(1) statement which
enables us to explain better how each topic
aligns with our strategy and how the board
considered stakeholder interests in its
decision-making. The Board’s activities are
not limited to the formal Board meetings at
which decisions are made. Board decision-
making is supported by a much wider range
of engagements with the business which
include via the work of its committees,
organised training and development and
specific focus sessions, further details of
which can be found later in the corporate
governance report. Alongside regular
reporting from management and the chairs
of committees and subsidiary boards, topics
that the Board focused on in 2024 included
the Group governance review, Consumer Duty
and the Board strategy review. On the next few
pages we have given some examples of how
this activity in 2024 had regard to the duties
under section 172(1).
Consumer Duty
In July 2024, our inaugural set of Consumer
Duty board reports were approved by the
boards of the Group’s subsidiaries that are
directly authorised and regulated by the
Financial Conduct Authority (FCA).
In line with the Consumer Duty’s
requirements, each Consumer Duty
board report assessed how that company
delivered good outcomes, identified areas
for improvement, and summarised how the
strategy for each company was aligned
with the Duty. Actions for improvement
are now being implemented, and progress
reports being tracked. As is now required
under the Duty, and given our traditional
focus on delivering good outcomes for
our clients, each company will continually
identify areas of improvement and take
appropriate action.
Throughout the year, the Board, the boards
of each company and the Board’s principal
committees closely monitored progress
made in implementing the Duty, particularly
with respect to St. James’s Place UK plc’s
closed products, as well as the evidencing
of the delivery of good client outcomes.
The Group Risk Committee and Group
Audit Committee provided channels
through which the views of the second and
third lines of defence could be considered.
While the directly authorised subsidiaries play
an essential role in the delivery of good client
outcomes, the Group must ensure that it
provides the right organisational leadership
and support for subsidiaries to deliver for
our clients. As such, the Board has provided
both guidance and challenge as to how
Group-level constructs such as our leadership
framework and strategy, alongside our culture
continue to adapt to the Consumer Duty.
In addition, the Board, and its committees,
ensure that the Group’s internal change
programmes also focus their transformational
efforts on the delivery of good client outcomes.
Importantly, over the last year, particular
attention has been given to the ways in which
the Group supports our clients in vulnerable
circumstances. Our internal processes to
record clients’ vulnerabilities have been
strengthened. A complementary programme
of research, support and training – relating to
the needs of our clients with vulnerabilities –
has further improved our organisational
ability to support our clients. In addition, given
our position of influence in the advice sector,
we have publicly shared our insights about
vulnerability through our ‘Real Life Advice
Report’ and our active membership of both
TISA and PIFMA.
To further enhance governance of
Consumer Duty considerations across our
Group, Consumer Duty board champions
will be appointed to each subsidiary board.
These appointments, which complement
John Hitchins’ role as Group Non-executive
Director Consumer Duty Champion, will
help to ensure the management of each
subsidiary is challenged to provide robust
evidence of good client outcomes and
manage risks of poor outcomes, as needed.
Considerable work has been undertaken to
more explicitly define the specific outcomes
that we deliver for clients. Further work is
currently underway to embed these specific
outcomes across the Group, including
ensuring that outcome delivery is adapted
to better support our clients in vulnerable
circumstances. The Group’s approach to
Consumer Duty is informed not only by
the regular publications and guidance
delivered by the FCA, but also from regular
direct engagement with them.
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Board strategy review
As we reported at the half-year, in 2024 the
business review provided the basis from
which the Board approved alignment of
its recommended strategic choices and
redefined purpose. The business review
involved engagement and collated
feedback from key stakeholders. For
employees this included gathering
feedback from the Workforce Engagement
Panel, focus groups, brand and reputation
outputs and the all-employee survey.
Feedback was received from clients,
the Partnership, regulators and analysts/
investors to shape thinking and hypotheses,
and shape the direction of travel on
outcomes. The Board was closely involved
and engaged in collectively overseeing
and discussing in detail the business
review and received regular updates
on development and progress. Board
discussions and feedback factored in
an overview of the landscape to 2030
including the macroeconomic outlook,
key trends and potential areas of growth
in the wealth market, potential disruption
scenarios and how SJP can become more
resilient. The Board provided feedback on
emerging strategic choices and direction
and this, alongside feedback received in
entity board meetings, has been reflected
in the strategy.
Our refreshed strategy is underpinned by
our redefined purpose, which is to empower
clients with invaluable advice to realise
bolder ambitions. Sitting underneath our
purpose, are four pillars, namely, brilliant
basics, differentiated client proposition,
leading adviser offering and a performance
focused organisation, as set out on page 14
of the Chief Executive Officer’s report.
The Board believes that the refreshed
strategy and redefined purpose will ensure
that SJP remains best placed to capture
the market opportunity and is well
positioned for further success. Continuing
to serve and support the delivery of positive
outcomes for stakeholders remains a
primary objective for SJP and the Board
is confident that the redefined purpose
and refreshed strategy supports this.
Group governance review
In 2023, the Group undertook a review of
its governance model, recognising that
governance arrangements could be
enhanced and rationalised to reflect
SJP’s size, impact, and operating model.
Recommended enhancements to the
Group’s governance framework were
approved in 2023, and during 2024
considerable progress was made
to implement the key foundations.
This includes progress towards:
Revising our corporate structure –
enabling the Board to have clearer
oversight over our material legal
entities and more closely aligning
entity accountabilities.
Evolving the composition of our
subsidiary boards – ensuring board
compositions are consistent, balanced
and proportionate to the needs of those
companies and the Group as a whole.
Establishing a delegation of authority
framework – promoting clearer
understanding of the accountabilities
and responsibilities of individuals and
collective bodies (including SMCR).
Strengthening MI and reporting –
equipping boards and committees with
the relevant data and insights to enable
robust and effective decision-making.
Work to implement and embed the
changes will continue into 2025.
Throughout 2024, the Board welcomed
feedback from stakeholders, including
employees, Partners and regulators.
Regulators attended a Board meeting
in April and shared their views on areas
of consideration that the Board has since
taken on – including strengthening our
management team, the composition of
our subsidiary boards and the importance
of prioritising change programmes to best
ensure success and safeguard service to
our clients. It also provided an opportunity
for the Board to directly share its broader
perspectives on the financial services
industry, including views from the
Company’s other stakeholders.
We recognise that governance is not
just about ‘what’ we do, but ‘how’ we do it.
As such, we need to create a cultural
environment that welcomes governance
and embraces the revised approach.
More on our people and culture can
be found on the next page.
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People and culture
Our refreshed strategy and redefined
purpose relies heavily upon us having
the right people and culture. During 2024
the Board has continued to monitor the
implementation of our people strategy
and spent considerable time focusing
on employee culture. The Group Risk
Committee has also kept a keen eye on
people risk, which we recognise as being
one of our principal risks, as set out in the
Report of the Group Risk Committee on
page 89.
We are in the process of sharpening our
focus on the culture we want to build as
an organisation. A key part of this work
is around getting clearer on both the
strengths we want to harness – and the
challenges we need to face into. As part of
this work, we are clarifying and enhancing
the values and behaviours we need to build
and embedding a culture of empowerment
and accountability. When considering the
values and desired behaviours it has been
essential to capture what was valued by
stakeholders and then use these to help
shape not only the values but also the
leadership competencies that the Board
expects of management.
The Board has provided its input alongside
other stakeholders, with our final values
expected to centre around the key themes
of client-centricity, trust, empowerment and
empathy. We are in the process of building
and refining these through collaboration
with colleagues and testing with clients.
Once finalised, we will embark on a holistic
programme of embedding these more
focused values across the employee lifecycle
– from attraction and recruitment all the way
through to performance assessment and how
we reward and recognise our people. This will
contribute towards a client-centric culture
where individuals feel informed, empowered
and accountable for their performance.
In addition to an annual Board deep dive
focusing on people and culture, the Board
also receives regular management
information alongside regular reports from
Lesley-Ann Nash as our nominated Non-
executive Director for workforce engagement.
Looking to the future, enablers have been
chosen to help embed culture and values.
They have been chosen not only because it
is believed they will have the biggest impact,
but also because our stakeholders have
recognised them as important. The tools to
support the Board’s monitoring of culture will
be enhanced as part of this work with our core
KPIs being reviewed to ensure they align. In the
meantime, the Board has been keen to also
see examples of tactical interventions being
employed to safeguard culture.
Throughout 2024 the Board has continued
to listen to our people to understand how
it feels to work for the Group. Our Workforce
Engagement Panel has played a key part
in employee engagement and strengthens
the feedback loop between the workforce
and the Board. Beyond the work of the
Panel, a wider engagement plan was
being created, anchored around townhalls
with planned communications in between.
We have also taken the opportunity during
2024 to refresh our speak up policy,
supported by a communication plan.
This, together with initiatives such as
the setting up of female experience and
minority ethnic experience working groups
will contribute to a better understanding of
the challenges faced by employees in the
workplace and help to determine actions
to improve inclusivity.
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Powers of Directors
The powers of the Directors are set out in the
Company’s Articles of Association (the Articles),
prescribed by Special Resolutions of the
Company and codified in UK company law.
The Articles contain, for example, specific
provisions and restrictions concerning the
Company’s power to borrow money. They
also provide Directors with authority to allot
unissued shares up to pre-determined levels
set and approved by shareholders in general
meetings. The Articles can be amended by
a special resolution of the members of the
Company, and a copy can be found on the
Company’s website. Our shareholders have
granted the Directors authority to make
charitable donations, and further details
on the donations made can be found on
page 129.
At the 2024 Annual General Meeting (AGM),
shareholders granted authority to the Directors
for the purchase by the Company of its own
shares. In line with the company’s revised
approach to shareholder distributions, the
Company commenced a share buy-back
programme on 27 August 2024, repurchasing
ordinary shares, for a total consideration of
£32.9 million. The Directors will propose the
renewal of this authority at the 2025 AGM.
Further to the powers granted above, the
Board maintains a full schedule of matters
reserved to it, together with a Group
Management Responsibilities Map which
includes the senior manager functions and
management responsibilities held within
each subsidiary of the Group (as applicable).
Company Secretary
Responsible for guiding the Board in meeting the requirements of relevant legislation and regulation and for ensuring that Board
procedures are both followed and regularly reviewed.
Directors have access to the advice of the Company Secretary at all times, as well as independent professional advice where
needed, in order to assist them in carrying out their duties.
Division of responsibility
The job descriptions of each Director, including the Chair and Chief Executive Officer, and the division of responsibilities between
them are clearly defined and agreed by the Board. The responsibilities of each of the Directors and the role of Company Secretary
are summarised below.
Leadership
Chair
Responsible for the leadership of the Board and its continuing
effectiveness; and for ensuring that the Board is satisfied that
the Group’s purpose, values and strategy align with its culture
and that communication between the Executive and
Non-executive Directors, as well as with shareholders
generally, is effective.
Chief Executive Officer
Responsible for the development and communication of the
Group’s strategy; for developing and achieving the business
objectives; for leading and motivating an effective senior
management team; and for ensuring an appropriate culture
is adopted in the day-to-day management of the Group.
Chief Financial Officer
Responsible for providing leadership and direction for,
and oversight of, the financial, accounting, tax, capital
and liquidity activities of the Group; and for maintaining
effective investor relations.
Independent oversight
Senior Independent Non-executive Director
Responsible for providing a sounding board for the Chair;
for serving as an intermediary for the other Directors, when
necessary; for leading the appraisal of the performance of
the Chair; and for being available to shareholders as a point
of contact if they have concerns which contact through
normal channels has failed to resolve or for which such
contact is inappropriate.
Independent Non-executive Directors
Responsible for contributing to the entrepreneurial leadership
of the Group, within a framework of prudent and effective
controls. Non-executive Directors provide independence,
impartiality, experience, specialist knowledge and other
diverse personal skills and capabilities. In some cases,
Non-executive Directors take on additional oversight
responsibilities, as is the case in relation to workforce
engagement and championing the Consumer Duty.
The Board
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Planning and preparing
The Chair is responsible for setting the Board
agenda together with the Chief Executive
Officer and the Company Secretary. The
Group’s strategy and business plan provide
a basis for the forward Board agenda for
the year and this is refined as key topics
and strategic priorities emerge. The Board’s
forward agenda is coordinated with those
of its committees to ensure that topics are
given sufficient coverage in the most
appropriate forums.
The Chairs of the various committees and
material subsidiaries report on their activity
at each Board meeting and liaise with the
Chair to ensure items escalated get sufficient
time and focus on Board meeting agendas.
The Board and other key Director forums
are explained in more detail on this page.
The work undertaken by the principal
committees appointed by the Board is
covered in more detail in the individual
committee reports.
Scheduled Board
meetings
Scheduled Board meetings follow an agreed format with the final agenda being set by the Chair, Chief Executive
Officer and Company Secretary by reference to the forward agenda and having considered key developments since
the previous meeting. This approach ensures that coverage of the Board’s key responsibilities is balanced against
the need to focus on strategic priorities and address topical matters.
The papers for each meeting, which include Chief Executive Officer and Chief Financial Officer reports covering
key developments in the business and performance indicators, are sent to the Board a week ahead of the meeting.
This ensures that the information is timely and that the Directors are able to prepare for the meetings.
The Board’s forward agenda is also coordinated with those of its committees. The chairs of the various committees
and material subsidiaries report on their activity at each Board meeting and liaise with the Chair to ensure items
escalated get sufficient time and focus on Board meeting agendas.
Ad-hoc Board
meetings
From time to time, the Board is required to hold meetings outside its planned schedule, to consider topics that require
immediate attention or to approve Board appointments or transactions.
Board dinners
Board dinners provide valuable opportunities to deepen relationships, trust and rapport, and help the Board to
develop greater unity, alignment and resilience. Dinners are usually held around Board meetings and allow for informal
unstructured engagement, as well as the chance to meet and hear from other members of the management team
or guests from outside the business.
Strategy meetings
A focused strategy meeting is usually held each year during the delivery periods in the strategy cycle to enable
the Board and management to reflect on, debate and refine the existing Group’s strategy. The Board is more closely
and regularly involved when strategy is being set, meaning these meetings may be replaced by a number of other
meetings focusing on specific aspects being considered for the future strategy.
Non-executive
Director meetings
The independent Non-executive Directors meet privately with the Chair during the year to consider matters arising
from Board meetings. They also meet without the Chair to consider his performance.
Development
sessions and
deep dives
Directors are provided with development sessions and deep dives on specific topics during the year, either to
support their understanding of key facets of the business, or wider trends and developments that are influencing
the Board’s agenda.
Other meetings
The Board also appoints ad-hoc committees from time to time to manage procedural matters.
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Composition
The balance of skills, experience, knowledge,
independence and diversity on the Board
is reviewed annually or when appointments
are considered and is the responsibility of the
Nomination and Governance Committee who
assess Non-executive Directors on a collective
and individual basis. The Nomination and
Governance Committee regularly reviews
composition and succession planning and
Non-executive Director recruitment priorities,
leads the process for Board appointments
and makes recommendations to the Board.
Biographies for each Director, including details
of the skills, experience and knowledge they
bring to the Board, their board committee
memberships and other principal appointments
can be found on pages 55 to 57.
Diversity
Embracing diversity is important and the
Board recognises the benefits of diversity in
all forms. The Board diversity policy aims to
consider diversity in the widest sense rather
than focusing only on specific aspects of
diversity, to ensure that the Board composition
features a range of perspectives, insights
and the cognitive diversity needed for
good decision-making.
The Board is clear that it has a key role in
overseeing and supporting the drive for
diversity at all levels of the organisation.
The benefit of diversity of thought is not
achieved simply by meeting targets, however,
and the Board and Group Nomination and
Governance Committee are cognisant that
the underlying committees and subsidiary
boards will broadly be reflective of the overall
diversity across the Group. Each of those
committees and boards will have smaller
memberships (where individual changes
could have material impacts on diversity
ratios) and could require specific skills or
experience which are vested in a smaller
subset of existing Directors and managers.
We are also aware that diversity based
on demographic factors can be easier
to demonstrate than the diversity of
backgrounds and cognitive diversity
which help to shape the multi-dimensional
conversations and the debates we experience
in Board meetings. The broad range of
backgrounds and experiences on our Board,
gained both within and outside the financial
services sector, supports wide-ranging
conversations that reflect and recognise
the interests of all of our stakeholders. Further
information on inclusion and diversity can be
found in the Report of the Group Nomination
and Governance Committee on page 74.
Board composition
1
Board gender
Female 4
Male 4
Board ethnicity
White 7
Minority
ethnic 1
Board tenure
0–3 years 3
4–7 years 5
1 This information is at 31 December 2024.
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Succession planning
The Nomination and Governance Committee
is responsible for ensuring that plans are in
place for orderly succession to both Board
and senior management positions and
oversees the development of a diverse
pipeline for succession. More information
about the work of the Group Nomination
and Governance Committee on succession
planning can be found on pages 73 and 74.
All Directors are subject to annual re-election
or election at the Company’s Annual
General Meeting.
Independence
The Nomination and Governance Committee
carefully considers the independence of the
Board and determined that the Chair was
independent on appointment and believes
that all of the Non-executive Directors continue
to demonstrate their independence. When
determining independence, the Board
considers each individual against the criteria
set out in the Code and also considers how
they conduct themselves in Board meetings,
including how they exercise judgement and
independent thinking. Further information
can be found in the Report of the Group
Nomination and Governance Committee
on page 75.
Attendance in 2024
1
Attendance Non-attendance
Director
Board
(total 6)
Audit
(total 6)
Risk
(total 5)
Nomination and
Governance (total 3)
Remuneration
(total 5)
Dominic Burke (SID)
2
–
– – –
Mark FitzPatrick (CEO)
–
– – –
Simon Fraser (SID)
3
–
Craig Gentle (CFO)
4
– – – –
Emma Griffin
–
(Chair)
Rosemary Hilary
(Chair)
John Hitchins
(C hair)
–
Paul Manduca (Chair)
(Chair)
– –
(Chair)
–
Lesley-Ann Nash
5
–
Caroline Waddington (CFO)
6
– – – –
1 This table provides details of scheduled meetings held in the 2024 financial year and the attendance at each meeting of the members of the Board and each committee.
2 Dominic Burke stepped down from all of the committees on 31 January 2024.
3 Simon Fraser was appointed to the Board on 22 April 2024 and appointed as SID and member of Group Nomination and Governance Committee on 16 July 2024.
Simon Fraser’s absences as indicated in this table are attributable to pre-existing commitments at the date of appointment.
4 Craig Gentle retired on 11 October 2024.
5 Lesley-Ann Nash’s absence as indicated in this table is attributable to unforeseen circumstances.
6 Caroline Waddington was appointed on 16 September 2024.
Group Audit
Committee
Chair:
John Hitchins
Report on
page 76
Group
Remuneration
Committee
Chair:
Emma Griffin
Report on
page 91
Group Risk
Committee
Chair:
Rosemary Hilary
Report on
page 85
Group Nomination
and Governance
Committee
Chair:
Paul Manduca
Report on
page 72
Board and Committee structure
and attendance
Our Non-executive Board Committees
The Board has appointed four principal
Non-executive Committees. The Chair of the
Board is a member of, and chairs, the Group
Nomination and Governance Committee.
All of the other members of these Committees
are independent Non-executive Directors.
Further information on these Committees
can be found in their separate reports on
pages 72 to 126.
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Other forums reporting to the Board
In addition to the wholly Non-executive
Director Committees, the Board has also
delegated specific responsibilities to three
further committees. The terms of reference
of these forums are regularly reviewed and
are included in the Group Management
Responsibilities Map.
Forum and purpose
Group Defence Committee
Comprises the Chair, Senior Independent
Director, Chief Executive Officer and Chief
Financial Officer and its purpose is to
monitor dealing in the Company’s shares
with a view to being prepared in the
event of a formal bid for ownership of the
Company, and to oversee engagement
with activist investors.
Group Disclosure Committee
Comprises the Executive Directors and is
responsible for assisting the Board with
ensuring timely and accurate disclosure
of all information required is disclosed to
meet the legal and regulatory obligations
and requirements under the UK Market
Abuse Regulation, the UKLA’s Listing Rules
and the Disclosure Guidance and
Transparency Rules.
Group Share Scheme Committee
Comprises the Executive Directors and its
purpose is to assist the Board in fulfilling
its responsibilities for operating and
administering executive, employee,
adviser and restricted share plans.
Directors’ appointments
The Board has a responsibility to ensure that appropriate succession plans are in place for the Board and senior management. Details of progress
made in the year can be found in the Report of the Group Nomination and Governance Committee. A summary of key aspects of Directors’
appointments is set out below:
Appointment,
replacement
and re-election
of Directors
The Articles permit Directors to appoint additional Directors and to fill casual vacancies. Any Directors appointed must
stand for election at the first AGM following their appointment. All other Directors will stand for re-election at each AGM.
Directors can be removed from office by an ordinary resolution of shareholders or in certain other circumstances as
set out in the Articles.
Before a Director is proposed for re-election by shareholders, the Chair considers whether their performance continues
to be effective and whether they demonstrate commitment to the role. After careful consideration, the Chair is pleased
to support the Board’s recommendations to re-elect all Directors at the forthcoming AGM, except for Emma Griffin
and Lesley-Ann Nash who have decided to step down from the Board and will not seek re-election at the 2025 AGM.
Each Director brings significant skills to the Board as a result of their varied careers and we believe that this diversity
is essential to the mix of skills, knowledge and experience needed by the Board and its Committees in order to protect
the interests of the Company’s shareholders. Further information can be found in the Notice of Meeting for the
forthcoming AGM.
Duration of
appointments
Non-executive Directors are appointed for a specified term and the Executive Directors have service contracts. Copies
of the terms and conditions of appointment of all Directors are available for inspection at the registered office address
and will be available for inspection at the Company’s AGM.
Terms of
appointment
The Executive Directors have service contracts with the Company that provide for termination on 12 months’ notice
from either the Company or the Director (except in certain exceptional recruitment situations where a shorter or longer
notice period from the Company may be set, provided it reduces to a maximum of 12 months within a specified time
limit). Service contracts do not contain a fixed end date. The Company does not have agreements with any Director
or employee that would provide compensation for loss of office or employment resulting from a takeover, except that
provisions in the Company’s share schemes may, in certain circumstances, cause share awards granted to employees
under such schemes to vest on a takeover.
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Time commitments
Non-executive Directors are expected to commit sufficient time to enable them to undertake their responsibilities
and, as explained in the Report of the Group Nomination and Governance Committee, their capacity to fulfil their
responsibilities is reviewed on an ongoing basis so that the Board can be satisfied that each Non-executive Director
commits sufficient time to the business of the Company.
Paul Manduca was appointed as Chair in May 2021 and devotes a significant proportion of his time to the role.
In conjunction with the Senior Independent Director, he regularly assesses his commitments and continues to
manage his portfolio of other activities to ensure that he has sufficient time to meet the requirements of the position.
He currently also chairs W.A.G Payment Solutions Plc. He had a full attendance record at the Company’s Board
meetings in 2024 and also attended all Board Committee meetings, in addition to spending a substantial amount of
time engaging with the business outside formal Board and Committee meetings. Whilst Paul is the chair of another
quoted company board, the Board is satisfied that he commits sufficient time to the business of the Company and
will be able to do so throughout the remainder of his tenure.
Conflicts of interest
The Board has in place procedures for the management of conflicts of interest. In the event a Director becomes aware
of an actual or potential conflict of interest, they must disclose this to the Board immediately. The Board then considers
the potential conflict of interest based on its particular facts, and decides whether to authorise the existence of the
potential conflict and/or impose conditions on such authorisation if it believes this to be in the best interests of the
Company. Internal controls also exist to conduct regular checks to ensure that the Directors have disclosed material
interests appropriately.
No Director has, or has had during the year under review, any material interest in any contract or arrangement with
the Company or any of its subsidiaries.
Directors’ and
officers’ indemnity
and insurance
The Company has taken out insurance covering Directors and officers against liabilities they may incur in their
capacity as Directors or officers of the Company and its subsidiaries. The Company has granted indemnities to
all of its Directors in their capacities as Directors of the Company and, where applicable, subsidiary companies on
terms consistent with the applicable statutory provisions. Qualifying third-party indemnity provisions for the purposes
of Section 234 of the Companies Act 2006 were accordingly in force during the course of the financial year ended
31 December 2024, and remain in force at the date of this report.
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Directors’ development
Inductions for new Directors
Induction plans typically run for around three to six months and are tailored to meet their
individual needs based on their existing knowledge and experience, specific aspects relevant
to the roles they will be taking up and to address development needs identified at appointment.
An appropriate induction and development programme is designed to enable all new Directors
to meet senior management, understand the business and future strategy, visit various office
locations and speak directly to advisers and employees around the country, as well as being
introduced to other key stakeholders. The programmes are centred on three key elements
which are summarised below:
Element What the element provides
Information and
materials
Directors are provided with a comprehensive library of key
documents covering the Group’s history, constitution, governance
framework, corporate reporting, policies, key business areas and
much more. This helps Directors to build their knowledge of SJP,
highlights areas of further interest and provides a reference library
to consult as and when appropriate.
Individual
meetings
Meetings are arranged with specific employees and the Board’s
advisers to explore in more detail aspects of the business and to
provide the opportunity to build relationships that will support
the Directors going forward. Where a Director will be carrying out
a role on a specific board or committee, specific meetings and
development sessions will be set up to support the Director’s
understanding of matters relevant to that role.
Meeting
attendance
Directors are invited to attend meetings of committees of the Board
that they do not sit on, the boards of material subsidiaries and, where
appropriate, other corporate events and forums that will increase
their understanding of the Group. Attendance at these meetings
provides an opportunity for Directors to observe the Group’s
governance in action and familiarise themselves with some
of the key and emerging themes across the Group.
Continuing professional development
The Chair and Company Secretary ensure continuing professional development for all
Directors, based on their individual requirements. This is achieved through a wide range
of approaches:
Approach Examples in 2024
Specific
development
sessions and
training
Specific development sessions have been provided for the Directors
during the year. The sessions are led by a mixture of internal and
external subject matter experts and in 2024 included a session on
Market Abuse Regulations and a deep dive on the Partnership. The
development sessions provide Directors with opportunities to engage
with employees from departments across the business and advisers
to augment their knowledge of the business, the marketplace and
the regulatory environment. The Group Audit Committee also holds
development sessions to support the Committee’s understanding of
topics relevant to it, including developments in audit and corporate
governance reform and how these would impact SJP, which are
outlined in the Group Audit Committee report on page 77.
Visits to head
office, other
locations and
service providers
to meet with
employees and
members of the
Partnership
During 2024 Directors visited SJP offices both to attend Board and
Committee meetings and as part of their ongoing engagement with
management and employees. The Directors were also able to attend
a number of conferences held for advisers.
Attendance at
subsidiary board
meetings,
executive
committees and
management
forums
Periodically, some Non-executive Directors attend meetings of the
boards of subsidiary companies and they are also invited to attend
other management forums where appropriate and relevant.
Attendance at
seminars or other
events which assist
Directors in carrying
out their duties
Directors receive invitations from time to time to attend seminars and
conferences that provide opportunities to network and enhance their
knowledge and experience.
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Board performance
Progress since the 2023 Board
effectiveness review
The 2023 review was the last in a three-year
programme facilitated by Independent Audit
and, as reported in last year’s Report, identified
as areas of focus: Board environment; Board
composition; decision-making and stakeholder
relationships. Whilst both the Board and the
organisation have experienced significant
change during 2024, the Board has sought
to address these areas of focus.
Deliberate and consistent efforts have been
made to further strengthen relationships
between Non-executive Directors and
management, building in both formal and
informal opportunities to spend time together,
including via regular one-to-one meetings.
The focus on succession planning is evident
in the changes that have already taken place,
and the Group Nomination and Governance
Committee is increasing its focus on its
longer-term succession planning and
balancing the workload of the Group’s
Non-executive Directors. The arrival of a new
Chief Executive Officer and Chief Financial
Officer, together with further changes to the
management team have brought fresh eyes.
Increased formality in agenda setting and
focus on management information and
reporting are also contributing to stronger
decision-making. There has also been
increased focus on how we engage with
our stakeholders and more information
can be found on pages 59 to 60.
The 2024 Board performance review
Following a formal tender process, the Board,
on the recommendation of the Group
Nomination and Governance Committee, has
appointed Independent Board Evaluation to
carry out an externally facilitated performance
review programme that will run for the next
three years. Noting the changes at Board level
over the past year it was agreed that, as it
was early days to assess the ‘business as
usual’ performance of the Board, the 2024
review would be a light touch assessment,
paving the way for a further, comprehensive
review process in 2025.
A thorough brief was given to the assessment
team by the Chair, the Chief Executive Officer,
and the Company Secretary in September
2024. The lead evaluator observed main
Board and Committee meetings in July,
September, October and November and
support materials for briefing purposes were
provided by the Company. Detailed interviews
were conducted with every Board member,
with further interviews conducted with
members of the senior management
team and advisers. Draft conclusions were
discussed with the Chair and subsequently
discussed with the Board at its meeting on
21 November with the lead evaluator present.
The lead evaluator discussed the Board’s
feedback for the Chair with the Senior
Independent Director and provided the Chair
with a report with feedback on individual
Directors’ performance as an input to the
regular annual performance review process.
The review highlighted a number of findings
which will form the basis of an action plan
for the Board in 2025. Amongst the findings,
the key themes were:
Risk management – the Board should look
to stand back and consider what realistically
has the potential to destroy the business,
both from a financial and cultural perspective.
Given the scale of change, materiality and
focus were critical for the Board in the
year ahead.
Board and organisation culture – The Board
needed to mirror what it wanted to see in the
organisation. It would do so by increasing its
presence, being more active and visible to
management and employees. Any gaps
would be obvious, especially for those
spending time with the Board and its
Committees.
Succession planning – The Board should
continue its strong focus on succession
planning at main Board and subsidiary level,
evolving that in line with the Group’s longer-
term strategy.
By order of the Board:
Paul Manduca
Chair
26 February 2025
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Paul Manduca
Dear Shareholder,
Membership of the Board continued to evolve
in 2024 as we welcomed Simon Fraser and
Caroline Waddington as our new Senior
Independent Director and Chief Financial
Officer. Both appointments augment the
existing experience of the Board and bring fresh
eyes and challenge around the Board table,
ensuring we continue to benefit from diverse
perspectives and the wider experience they
have gained in their careers to date. Rooney
Anand also joined the Board from 1 January
2025 bringing with him important experience
that will further strengthen the Board.
Simon and Caroline’s appointments arise from
our Board and management succession plans,
and our short- and medium-term succession
planning is an area of focus for the Committee.
The Committee has noted that the average
tenure of non-executive directors on listed
company boards appears to be shortening.
As a result, succession planning has become
more important in ensuring that anticipated
and unforeseen changes in Directors do not
adversely impact the Board’s capacity and
capability to make balanced and informed
decisions safe in the knowledge that it has
appropriate diversity and experience. The remit
of the Committee extends to the non-executive
membership of the Group’s subsidiary
companies, with independent directors
becoming more common on subsidiary
boards in the financial services sector.
This is an area of increased focus for the
Committee as it seeks to maintain the right
balance of independence and alignment
with the Group’s governance framework.
Inclusion and Diversity is a prominent focus of
the Committee and, in addition to forming an
important aspect of our succession planning,
remains an aspect of the business as a whole
that the Committee monitors closely. During
the year, we updated the Group’s inclusion
and diversity policy and our own Board
diversity policy and continued to monitor
progress against our inclusion and diversity
strategy and stated public commitments.
We report against the new UK Listing Rules
relating to board diversity and this can
be found on pages 74 and 75.
During the year, the Board appointed
Independent Board Evaluation to carry out
an externally facilitated performance review
programme that will run for the next three
years. Committing to a three-year programme
will provide continuity and enable the Board
to track progress against consistent reference
points, as well as providing ongoing access
to the knowledge and experience that
Independent Board Evaluation has built up.
Further details on both the 2023 and 2024
reviews can be found in the corporate
governance report on page 72.
I look forward to reporting on further progress
as we continue our work in 2025.
Paul Manduca
On behalf of the Group Nomination
and Governance Committee
26 February 2025
Group Nomination and Governance
Committee membership
Member and date joined Committee
Paul Manduca (Chair)
1 January 2021
Rosemary Hilary
22 July 2020
Emma Griffin
18 May 2023
John Hitchins
18 May 2023
Simon Fraser
16 July 2024
The Committee’s terms of reference set
out the Committee’s role and authority
and can be found on the corporate website
at sjp.co.uk/corporate-governance.
Key objective of the Committee
The Committee has overall responsibility
for planning Board and overseeing senior
executive succession, leading the process
for new appointments of Directors and
ensuring that these appointments bring
the required skills, knowledge, experience
and diversity to the Board. The Committee is
also responsible for overseeing the Group’s
governance arrangements, taking into
consideration the structure, size and
composition of all its boards and committees
to ensure they are made up of the right
people with the necessary skills, knowledge
and experience to direct the Group in the
successful execution of its strategy.
Regular attendees at meetings
The Chief Executive Officer, Company
Secretary and representatives of external
consultants are regular attendees.
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Key corporate reporting topics
Topic Summary of activity Find out more
Board composition
The Committee remained focused on the longer-term
succession planning for Non-executive Directors and
oversaw the process of appointing additional
Non-executive Directors.
Page 73
Committee and
subsidiary board
compositions
The composition of the Board’s principal committees
and subsidiaries is kept under regular review and
changes were made during the year to ensure
appropriate balance of membership.
Page 67
Management
succession
The Committee recommended to the Board the
appointment of Caroline Waddington as Craig
Gentle’s successor as Chief Financial Officer.
The Committee continues to monitor the plans
for members of the Group Executive Committee
and key personnel.
Page 74
Inclusion and
diversity
The Committee continued to assess the progress
made against the inclusion and diversity strategy and
SJP’s commitments. The Board diversity policy and the
inclusion and diversity policy have also been reviewed
and updated.
Page 74
Group governance
The Committee continued to monitor developments
that impacted the Group’s governance framework
and the overall operation of Group governance.
Page 74
Board effectiveness
The Committee kept under review the progress
made against the actions identified in the 2023
Board effectiveness review and agreed the provider
and scope for the 2024 Board Performance review.
Page 71
Operation and performance
of the Committee
The Committee is comprised of the Chair
of the Board and four independent Non-
executive Directors, who between them are
also the chairs of the Group Nomination and
Governance, Audit, Risk and Remuneration
Committees and the Senior Independent
Director. Membership of the Committee,
alongside the Board’s other Committees, was
reviewed in 2024. Following the departure of
Dominic Burke and the receipt of regulatory
approval, Simon Fraser joined the Committee
on 16 July 2024. The Committee’s effectiveness
was considered as part of the Board’s overall
assessment of its effectiveness (see page 71)
and it remains satisfied that, as a whole,
the Committee has the experience and
qualifications necessary to perform its role.
Board succession and
Committee composition
Following the appointment of a new Chief
Executive Officer in 2023, the Committee
has overseen in 2024 the appointment of
Simon Fraser as Senior Independent Director,
Rooney Anand as a Non-executive Director
and Caroline Waddington as Chief Financial
Officer. The appointments of Simon and
Caroline form part of the Board’s succession
plans, which continue to evolve as the
Committee seeks to strengthen its approach
to assessing the consideration of the skills
and experience needed on the Board over
the longer term. As referenced in the findings
and outcome of the 2024 Board Performance
Review on page 71 this is an area of focus for
the Committee for the coming year.
As reported last year, a search had
commenced to identify a new Senior
Independent Director and a further Non-
executive Director. The Committee agreed
to engage Russell Reynolds to support the
search, recognising that it is a sponsor of the
30% Club and is accredited in the FTSE 350
category of the Enhanced Voluntary Code of
Conduct for Executive Search Firms. Russell
Reynolds have no connection with the Group
or individual directors other than conducting
leadership searches. From a diverse long list,
shortlists of candidates were interviewed
for both roles resulting in Simon Fraser
and Rooney Anand being identified as the
preferred candidates. Preferred candidates
met with other members of the Board ahead
of the Committee making a recommendation
to the Board. The Board approved Simon and
Rooney’s appointments which took effect
from 22 April 2024 and 1 January 2025,
respectively.
The Committee also oversees succession
planning for non-executive roles on the
Group’s subsidiary companies. The demands
on and expectations of the boards of our
regulated subsidiary companies have
increased in recent years and the composition
of these boards has increasingly been a
focus of the Committee. Striking a balance
between maintaining the cohesiveness of
the Group and preserving the autonomy
and accountability of its subsidiaries is a
key consideration for the Committee and
it continues to assess on an ongoing basis
the most effective means of ensuring the
effectiveness of corporate governance
across the Group.
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Executive succession
Whilst the Chief Executive Officer is
responsible for succession planning of
executive roles, during 2024 he has kept
the Committee and the Board appraised
of developments. In anticipation of
Craig Gentle confirming his intention to
retire, Mark FitzPatrick began the search for
a successor as the Group’s Chief Financial
Officer. Having considered potential internal
candidates, Spencer Stuart was selected to
support in the search for potential external
candidates. Spencer Stuart has been
recognised by the Human Rights Campaign
Foundation’s Corporate Equality Index as an
Equality 100 organisation and is a signatory
to the voluntary code of conduct to address
gender diversity on corporate boards.
Spencer Stuart have no connection with
the Group or individual directors other than
conducting leadership searches. Following
an extensive and robust search process,
which involved interviews and meetings
with Directors, Mark recommended Caroline
Waddington’s appointment to the Committee.
The Committee approved the
recommendation, and Caroline was
appointed as a Director on 16 September
2024. Whilst it is not within the remit of
the Committee to determine changes
to executives who are not Directors of the
Company, it continues to monitor succession
planning and Mark has kept both the
Committee and the Board updated
as changes have been considered
and made throughout the year.
Group governance
The Committee continues to play a key
role in overseeing the Group’s governance
arrangements and last year reported that
the opportunity had been taken to step back
and review both our corporate structure and
the governance framework that underpins it.
This review resulted in the establishment of a
programme of work to enhance the Group’s
governance framework. Whilst the Committee
will remain responsible for oversight of this
framework, during the programme of work the
Board will also be monitoring implementation.
Removing unnecessary duplication is an
important aspect of the programme and this
has meant that in practice we have sought to
avoid the Committee having to also consider
updates that had already been considered
by the Board. A summary of the progress
overseen by the Board during 2024 can be
found in the corporate governance statement
on page 62.
Inclusion and diversity
Inclusion and diversity is an important aspect
of our succession planning and we recognise
that if we are to meet our long-term inclusion
and diversity aims, it must form a part of our
formal plans. During 2024 the Committee
approved updates to the Group’s inclusion
and diversity policy and its own Board
diversity policy and has continued to monitor
their implementation. Our performance
against our inclusion and diversity strategy
and the related targets have been factored
into executive team bonus performance
criteria. There is still more both SJP and the
financial services industry as a whole need
to do to increase diversity, but we are pleased
to have continued to make progress against
our stated targets in 2024. During 2024,
the number of senior female hires increased
by 44% as compared to 2023 and the total
representation of women in senior roles
increased to 37.3% (2023: 34.4%).
Also during 2024, 22% of external hires
identified as minority ethnic which, alongside
more employees voluntarily sharing their
diversity data with us, has contributed to
the total representation of minority ethnic
employees increasing to 9.5% (2023: 8.2%).
Further information on how the inclusion and
diversity policy has been implemented can
be found in our responsible business section
on page 48. Our latest Gender and Ethnicity
Pay Gap report is available on our website at
sjp.co.uk/shareholders/esg-reporting-hub.
The Board diversity policy, which was updated
in 2024, sets out our own commitment and
provides an important part of the Board’s
succession plans, and the process for
recruiting new Directors. As at 31 December
2024 the Board meets the UK Listing Rule
UKLR 6.6.6 R(9)(a) requirements as at least
one of its members is from an ethnic minority,
the Chief Financial Officer is a woman and
the percentage of women on the Board
was at least 40%. Following Rooney Anand’s
appointment as a Director of the Company
on 1 January 2025 the Company continues
to meet the requirements of UKLR 6.6.6 R(9)(a).
The information required under UKLR 6.6.6
R(10) and (11) as at 31 December 2024 can
be found overleaf.
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Board composition, succession and evaluation
Board and executive management diversity disclosure
Number
of Board
members
% of the
Board
Number of
senior positions
on the Board
(CEO, CFO,
SID & Chair)
Number in
executive
management
% of executive
management
Men 4 50.0% 3 6 54.5%
Women 4 50.0% 1 3 27.3%
Not specified/prefer not to say 0 0.0% 0 2 18.2%
Total population 8 100.0% 4 11 100.0%
Number
of Board
members
% of the
Board
Number of
senior positions
on the Board
(CEO, CFO,
SID & Chair)
Number in
executive
management
% of executive
management
White British or other White
(including minority-white groups) 7 88% 4 9 81.8%
Mixed/multiple ethnic groups 0 0% 0 0 0.0%
Asian/Asian British 0 0% 0 0 0.0%
Black/African/Caribbean/
Black British 1 13% 0 0 0.0%
Other ethnic group, including Arab 0 0% 0 0 0.0%
Not specified/prefer not to say 0 0% 0 2 18.2%
Total population 8 100.0% 4 11 100.0%
Data on the diversity of the individuals in Executive Management (this includes Group Executive
Committee members plus the Company Secretary) is collected through our voluntary employee
diversity survey, and from other Board members by self-disclosure directly from the individuals
concerned.
Board effectiveness
The Committee has reviewed detailed
analysis of the significant other commitments
of existing and newly joined Non-executive
Directors and how much time was spent
on the Company’s business and affairs.
The Committee and the Board are satisfied
that the Non-executive Directors are able to,
and do, commit sufficient time and attention
to the Company’s business. In addition, the
Committee reviewed and approved an
assessment of the independence of each
of the Non-executive Directors, concluding
that each of the Non-executive Directors
demonstrated that they remained
independent in character and judgement.
Further information on these conclusions
can be found in the Notice of Meeting for
the Company’s 2025 AGM.
The Committee has monitored progress
against the actions that arose from the 2023
Board effectiveness review during 2024 and
is satisfied that they have been addressed.
During 2024 it also selected Independent
Board Evaluation to carry out an externally
facilitated performance review programme
that will run for the next three years. Further
details of the progress made and the 2024
review are set out on page 71. For details on
the training and development provided to
Directors (including induction programmes)
please see page 70.
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Dear Shareholder,
I am pleased to present the Committee’s
report for the year ended 31 December 2024.
The report provides insight into our work over
the year and details how we have discharged
the responsibilities delegated to us by
the Board.
As part of the Group’s governance framework
the Committee fulfils a vital role in providing
valuable independent challenge and oversight
across the Group’s financial reporting, audit
and internal control procedures.
The Committee continues to be conscious
of the external environment we are reporting
in and is comfortable that appropriate
procedures are in place to ensure this
has been taken into account as part of
the year-end process, which included
consideration of the accounting
judgements and actuarial assumptions.
A key focus for the Committee this year
has been to ensure that the valuation of
the Ongoing Service Evidence (OSE) provision
remains appropriate. Work in this area
included receiving regular updates from
management with views sought from the
external auditor. Further details are set
out later on in this report.
During the latter part of the year the Financial
Reporting Council (FRC) selected the Group’s
FY23 External Audit for review as part of its
standard Audit Quality Review inspection.
Further detail can be found within the ‘Auditor
independence, objectivity and effectiveness’
section of this report.
The Committee has also been kept updated
on the key changes to the UK Corporate
Governance Code (the Code), including
how the business was managing the relevant
changes, and ensured that amendments
were made to its terms of reference as
appropriate.
Looking ahead to next year, the Committee
will continue to monitor the development of
the OSE provision and the implementation of
the simple, comparable charging structure
which was announced during 2023.
The Committee will seek updates from
management in relation to the accounting
for costs arising from the implementation
of our cost and efficiency programme.
The Committee will also continue to monitor
for future developments in accounting
regulations, and receive regular progress
updates from management on applying
the revisions to the Code prior to the relevant
application dates.
John Hitchins
On behalf of the Group Audit Committee
26 February 2025
Group Audit Committee
membership
Members and date joined Committee
John Hitchins
(Chair from 18 May 2023)
1 January 2022
Simon Fraser
22 April 2024
Rosemary Hilary
17 October 2019
Lesley-Ann Nash
1
31 January 2024
1 Initially appointed as an interim member of
the Committee, then subsequently became
a permanent member.
The terms of reference of the Committee
set out the Committee’s role and
authority as Committee for the Company
and certain subsidiaries. They can be
found on the corporate website at
sjp.co.uk/corporate-governance.
Key objective of the Committee
The Committee’s primary purpose is to
oversee financial reporting, the internal
and external audits and the Group’s systems
of internal control, and to provide guidance
and advice on these areas to the Board and,
where applicable, other boards and
committees in the Group.
Regular attendees at meetings
Chair of the Board; Group CEO; Chair of the
SJPUK Board; Chief Financial Officer; Chief
Risk Officer; Internal Audit Director; Director,
Finance; Director, Financial Reporting; and
Senior Statutory Auditor.
John Hitchins
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Operation and performance of the
Audit Committee
The Chair of the Committee discussed
agendas and significant matters separately
with the external auditors and the Internal
Audit Director in advance of each of the six
scheduled meetings, focusing on the key
topics set out in its forward work programme.
Attendance by Committee members at these
meetings is shown on page 67. The Committee
also welcomed attendance from other
Non-executive Directors, who attended
Committee meetings as part of their ongoing
development. Private sessions were held with
the Internal Audit Director and the external
auditors as required, providing an opportunity
for matters to be discussed in the absence
of management.
Development sessions are held to further
enhance the Committee’s understanding of
key and emerging topics and to provide a
platform for the Committee to discuss and
consider any impact on the Group. During
2024 these sessions focused on ESG reporting
requirements, Pillar Two tax reforms, changes
to the UK Corporate Governance Code and an
overview of IFRS 18. Committee members also
attended external briefings and technical
updates, for example those given by the
major accounting firms.
The Committee evaluated its own
performance and effectiveness over
the course of the year and carried out an
annual review of its terms of reference. The
Committee’s effectiveness was also reviewed
by the Board as part of the overall assessment
of its effectiveness (see page 71). The Board
and the Committee remain satisfied that
the Committee operated effectively and that,
as a whole, the Committee members have
the experience and qualifications necessary,
noting in particular that the Chair of the
Committee is a qualified accountant and
former Senior Audit Partner, and that other
members also have recent and relevant
experience and expertise in the financial
services sector. With regard to the Audit
Committees and the External Audit: Minimum
Standard published by the FRC in May 2023,
the Committee is content that it meets the
relevant responsibilities set out in the
Standard as demonstrated by this report.
The Committee was responsible for carrying
out the function required under the FCA’s
Disclosure and Transparency Rule DTR7.1.3R
(Audit Committees) and complied with the
Statutory Audit Services for Large Companies
Market Investigation (Mandatory Use of
Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014
throughout the year ended 31 December 2024.
Matters considered during the year
The Committee focused on a number of
matters which can be grouped under four
broad headings: corporate reporting,
external audit, internal audit, and internal
controls. The following sections illustrate
the Committee’s activities during the year.
Corporate reporting
Formal Committee meetings, covering
the activities set out on pages 78 to 79,
are supplemented during the year with
informal discussion sessions to review, with
management, key messages for both the
Annual and Half-Year Report and Accounts,
and to explore in more depth any
complicated issues emerging. This forum
provides Committee members with an
opportunity to gain further clarity and
understanding.
The significant issues that the Committee
considered relating to the financial statements
are included in the table on page 80.
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The Committee’s activities are centred on a rolling cycle of key
areas of focus and events as summarised in this timeline:
Management present the
Half-Year Report and Accounts
External auditors present
their half-year review report
Internal Audit present their interim
internal controls evaluation
Internal Audit present their internal
audit plan for the following year
External auditors present their
year-end plan
Management present their review
of the year-end process
The Committee reviews the result of
the annual evaluation of the external
auditors, and considers whether
the external auditors continue to
be appropriately independent and
objective, and effective in the role
of external auditor
External auditors present their
internal control findings from
the year-end audit
The Money Laundering Reporting
Officer (MLRO) presents their annual
MLRO report and annual review of
systems and controls over bribery
and fraud
Internal Audit present their
annual review and quality
assessment of their
performance as an
operational function,
including the effectiveness of
their delivery of the audit plan
The Whistleblowers’
Champion presents their
annual report, providing an
overview of the operation and
effectiveness of the systems
and controls in relation to
whistleblowing
The Committee reviews
its terms of reference and
evaluates its performance
May
July October
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Management present their plan
for the year-end process, including
any technical considerations
as well as key judgements
External auditors provide a year-
end progress update on the audit
The MLRO presents their financial
crime report, covering the operation
and effectiveness of the Group’s
systems and controls regarding
anti-money laundering, counter-
terrorist financing, financial
sanctions compliance, facilitation
of tax evasion, fraud prevention
and anti-bribery and corruption
Management present the tax
strategy for approval
Management provide a year-end
progress update, including key
accounting issues and judgements,
presenting drafts of narrative
sections of the Annual Report
and Accounts, Climate report
and Solvency II reporting
Management present an
overview of the unit trust audits
External auditors provide a
year-end progress update
on the audit
Group Risk present their findings
from the year-end internal
controls process
Internal Audit present their draft
internal controls evaluation
Management present the final
draft Annual Report and Accounts,
Climate report and Solvency II
reporting, along with the year-end
control and compliance reporting,
for the Committee to consider
recommending to the Board
for approval
Group Risk present their year-end
assessment of risk and controls
Internal Audit present their internal
controls evaluation
External auditors present their
findings from the audit and
their Auditors’ Report, providing
confirmation of independence,
and the Committee considers
recommending to the Board the
reappointment of the external
auditors at the Company’s next AGM
In addition to the items set out in the diagram above, the Committee also received regular updates on the following:
External auditor
independence
Progress against the
internal audit plan
Internal control Compliance
monitoring
Capital management
and financial control
breaches
Developments in
corporate reporting
Fraud and
whistleblowing
activity and
reports from the
Money Laundering
Reporting Officer
Key policies
November January February
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Key corporate reporting topics
Significant issues considered How these were addressed by the Committee
Accounting judgements and actuarial assumptions
Following the recognition of an Ongoing Service Evidence (OSE) provision
at 31 December 2023, the Group initiated a project to undertake a review
of historic client servicing records. The project has made positive progress
in developing systems and processes that will facilitate redress, but at this
stage the provision remains a critical judgement.
In arriving in at the conclusion that the provision remains a critical
judgement, management considered the progress made by the project
and the data emerging. Based on this information they reviewed the
assumptions and methodology and judged that overall, the valuation
remains materially correct.
The Committee sought to understand the conclusions of management
in relation to the year end valuation of the OSE provision.
In particular, the Committee challenged management to justify that:
the methodology used in calculating the provision was appropriate
overall, data available was not indicating that a materially changed
OSE provision was appropriate.
Significant increases in reported complaints during 2023, which reached
a peak in Q2 2024, created uncertainty around the assessment of the
complaints provision. This resulted in the decision to classify the provision
as a Critical Estimate for 2024 Half-Year reporting. Since then, the
proportion upheld and cost of redress associated with these complaints
has reduced, resulting in a marked reduction in the provision at year end.
The Committee challenged management’s methodology used to
calculate the complaints provision, including the consideration of
alternative approaches, and was satisfied that the provision was
appropriate.
In 2023 the Group announced its plans to introduce simple, comparable
charges and the anticipated impacts were included in the 2023 Solvency
II and EEV results. Over the year, propositional details have been refined
and this has have been reflected in the 2024 year-end evaluations.
The Committee noted management’s assumptions in relation to the
treatment of cash flows for Solvency II and EEV, and was in agreement
with the approach taken.
In July 2024, as part of its business review the Group announced a
cost and efficiency programme, seeking to take around £100 million
per annum before tax out of its addressable cost base by 2027. Plans are
being developed to deliver the programme by the end of 2026, however
at the year end sufficient detail had yet to be communicated to impacted
employees and so a provision has not been recognised for the costs of
this exercise.
The Committee agreed with the conclusion of management that a
constructive obligation did not exist at the year-end and will monitor
for further developments.
As part of the year-end exercise management provided a paper to the
Committee setting out the key accounting judgements and actuarial
assumptions.
The Committee was satisfied with the judgements made in relation to
the impairment reviews of the operational readiness prepayment, Partner
loans and goodwill, given the prevailing macroeconomic conditions.
‘Fair, balanced and understandable’ opinion
The Board is required to provide its opinion on
whether the Company’s Annual Report and
Accounts taken as a whole are fair, balanced
and understandable, and provide the
information necessary for shareholders
to assess the Company’s position and
performance, business model and strategy.
To support the Board in providing its opinion,
the Committee carried out a formal review,
taking account of investor feedback,
commentary from the FRC’s annual review
of corporate reporting, and management’s
own assessment. The Committee assessed
the quality of financial reporting through
discussion with the external auditor, receiving
presentations, and discussing key matters
with senior financial management.
This process included considering each of the
elements (fair, balanced and understandable)
on an individual basis to ensure our reporting
was comprehensive in a clear and consistent
way, and in compliance with accounting
standards and regulatory and legal
requirements. The external auditor also
considered and confirmed agreement
with the ‘fair, balanced and understandable’
statement as part of the audit process.
Following its review, the Committee advised
the Board that the Company’s Annual Report
and Accounts for the year ended 31 December
2024 were fair, balanced and understandable.
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External audit
Audit tender
PwC were first appointed in 2009 and were
reappointed as the Group’s external auditor
following a tender process in 2016. The Group
will be required to change its audit firm no
later than the 2027 audit. Planning for this
has begun with a view to completing a
competitive tender process by 2026, well
ahead of the FY27 audit cycle. The FRC’s Audit
Committees and the External Audit: Minimum
Standard sets out the FRC’s expectations
and guidelines regarding the tendering for
external audit and will be used to support
the process.
Auditor activity
To launch PwC’s programme of work, the
Committee received and agreed their
plan for the audit of the 2024 year-end. PwC
then provided regular updates on their work,
culminating in their overall final report and
findings from the year-end audit and the
review of the half-year results. The reports
were discussed with PwC, and the Committee
concurred with management’s response to
the recommendations identified.
As in previous years, PwC attended all
Committee meetings and the Chair of the
Committee also regularly met with Gary Shaw,
the Group’s Senior Statutory Auditor (appointed
since May 2022), to receive updates on
progress and discuss any private matters.
The Committee asked PwC to pay particular
attention to the assessment of the OSE
provision and its associated judgements,
as well as the provision for complaints, and
was satisfied with the results of PwC’s work
and findings.
Auditor independence, objectivity
and effectiveness
During the year, an internal evaluation was
carried out to assess the independence,
objectivity and effectiveness of PwC and the
effectiveness of the 31 December 2023 audit
process. This was conducted in various ways,
including: feedback from management
involved in the audit; feedback from the
Committee; assessing audit quality including
a discussion with PwC of how they had
addressed any risks to audit quality that they
had identified; delivery against the audit plan;
and interrogating client administration
systems to ensure senior PwC audit team
members did not hold any St. James’s Place
products or shares.
In their audit report to the Committee, PwC
confirmed that they remain independent
of the Group. Management presented to the
Committee the results of its assessment of
PwC’s independence and objectivity, as part
of the annual evaluation of the external auditor
covering six key areas: level of audit and non-
audit fees including audit fee benchmarking;
review of services against the policy on
auditor independence to confirm adherence;
PwC’s policies and processes for maintaining
independence which were confirmed via
a letter of independence following PwC’s
own independence assessment; threats to
independence and safeguards PwC have
applied which were communicated via
PwC’s letter of independence; employment
of former PwC employees; and rotation of
key audit personnel. Having reviewed and
discussed the results, the Committee was in
agreement with management’s assessment
and concluded that PwC remained
independent and objective.
The Committee also noted the results of the
FRC’s review of PwC for the 2023/24 inspection
cycle and observed that PwC’s percentage of
audits graded as ‘good or limited improvements
required’ was 76% overall and 100% for clients
in the FTSE 350.
The FRC selected the Group’s FY23 External
Audit for review as part of its standard Audit
Quality Review (AQR) inspection. The FRC
routinely monitors the quality of the audit work
of certain UK audit firms through inspections
of sample audits and related procedures at
individual audit firms. The Committee were
pleased to note that the FRC had no key
findings in their report and were satisfied with
the explanations presented by the external
auditors in relation to two points classified
in the report as other findings.
The Committee found that PwC demonstrated
robust challenge and professional scepticism
during the 2024 year-end process and that
Gary Shaw had been highly visible and
effective as the engagement partner for the
Group. PwC continued to provide high-quality
output to the Committee, setting out clearly
their approach, findings and recommendations.
The Committee discussed with PwC the
results of their work and challenge of
management. The Committee noted in
particular the challenges raised in relation
to the assessment of the OSE provision and
the disclosures required.
Audit quality indicators (AQIs) were
discussed and introduced to the audit
plan for the first time in 2023. The AQIs
were tailored to provide quantitative
and qualitative metrics regarding
the audit process. They are intended
to be long-term measures that are
reported over multiple year-ends
to enable trends to be identified,
reported and discussed with further
action and analysis being undertaken
as required. The main themes from
the FY24 audit were the reduction in
the amount of specialist and expert
involvement and time compared to
the previous year-end due to the
introduction of the OSE provision
in 2023.
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The Committee agreed with management’s
view that PwC were effective in their role as
external auditor. Following this evaluation,
the Committee recommended that the
Board seek the reappointment of PwC as
external auditor at the next Annual General
Meeting (AGM).
The Committee also reviewed the evaluation
of Grant Thornton’s performance, in relation
to their role as auditors of St. James’s Place
International plc and contributing to the
Group audit by PwC and were satisfied
with their performance.
Finally, the Committee was authorised by
shareholders at the last AGM to determine the
remuneration of the external auditor. As such,
the Committee considered and approved the
2024 audit fees. More information on the audit
fees can be found in Note 5 to the financial
statements.
Non-audit services
During the year the Committee considered
proposals for all non-audit services as they
arose and received updates at each meeting
on fees incurred with PwC for all services.
The Committee discussed and approved
the non-audit work carried out by PwC,
which was limited to audit services relating
to the corporate reporting, such as the review
of the half-year results, as this work aligned
closely with the audit work.
The Committee also carried out its annual
review of the Policy on Auditor Independence,
noting the changes to the FRC Ethical Standard,
with the review resulting in minor changes.
More information on non-audit fees can be
found in Note 5 to the financial statements.
Internal Audit
The primary role of Internal Audit is to help the
Boards and Executive Management to deliver
good client outcomes and protect the assets,
reputation and sustainability of SJP through
the provision of independent risk-based and
objective assurance. Its objective is therefore to
drive continuous improvement in these areas.
This is set out in the Internal Audit Charter,
which defines the purpose, mandate and
scope of Internal Audit and explains its primary
duties and responsibilities. The Charter was
revised during 2024 to reflect the new Global
Internal Audit Standards and was approved
by the Committee in November 2024.
The Committee oversees the work of the
Internal Audit function, which is set out in
the risk-based internal audit plan (the Plan).
The Plan is approved annually by the
Committee in October and, together with
a risk-ranked watchlist, remains subject
to ongoing strategic and risk assessments
throughout the year, with updates and
changes to the Plan being discussed and
approved by the Committee. The Committee
is satisfied that the Plan provides appropriate
coverage of SJP’s key risks and strategic
priorities and is suitably coordinated with
assurance activity undertaken in the
second line and by the external auditor.
Key topics included in the 2024 Plan included
the Consumer Duty implementation,
investment risk controls, initial advice
processes, proposition oversight and
governance, cyber security and operational
resilience.
The delivery of the Plan is the responsibility of
the Internal Audit Director, who is accountable
to the Committee and who meets regularly
with the Chair of the Committee and the Chair
of the Board. Each internal audit report is sent
promptly to all members of the Committee.
The Internal Audit Director attends and
presents at each meeting, where the
Committee discusses the function’s key
performance indicators, recent audit findings
and management’s progress in addressing
any remedial actions. The Internal Audit
Director also meets regularly with the
members of the Committee without
management present.
Informed by this information, and the results
of Internal Audit’s robust quality assurance
and improvement programme, the Committee
annually reviews the objectivity, impact and
effectiveness of the Internal Audit function.
The assessment in May 2024 concluded
that the function meets the needs of the
Group, being effective, objective and driving
enhancements in the Group’s control
environment. This was supported by the
five-yearly external quality assessment,
carried out in October by BDO against global
internal audit standards, which concluded
that the function is Generally Conformant
to the Global Internal Audit Standards and
to the Financial Services Code in all the
areas assessed, which is the highest rating
for an external quality assessment.
The Internal Audit function reports regularly
to the Committee on internal controls and
risk management. This includes an annual
internal controls evaluation which draws
together findings from internal audits over
the course of the year to provide input to
the Committee’s own assessment of the
effectiveness of the internal control
framework. The most recent evaluation was
provided at the February 2025 Committee
meeting. The Committee reviewed the plans
that management has in place for further
enhancements to the control framework in
specific areas in which Internal Audit has
identified that controls require improvement.
Progress in these areas will continue to be
monitored by Internal Audit and the
Committee. For example, work is underway
to further enhance the monitoring of client
outcomes in some areas of the Group and
on ongoing enhancements to the Group’s
IT general control environment.
The Chair of the Committee, with input from
the Chief Executive Officer, is responsible for
setting the objectives of the Internal Audit
Director, appraising their performance and
recommending their remuneration to the
Group Remuneration Committee. The
Committee also assesses the quality,
experience and expertise of the overall
internal audit resource and has concluded
that this remains appropriate. In addition,
Deloitte LLP continues to provide internal audit
co-sourcing services for specialist expertise
and market insight. Examples of services
provided under this contract include subject
matter experts such as IT and regulatory
specialists, and additional resources to
maintain and enhance the level of assurance
provided to the Committee.
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Whistleblowing
The Board ensures that appropriate
arrangements are in place to enable
individuals to raise any concerns about
illegal or improper behaviour connected to
St. James’s Place. The Chair of the Committee
is a key contact in the speak up policy and is
the Whistleblowers’ Champion under the
Senior Managers and Certification Regime.
On behalf of the Board, the Committee
reviewed whistleblowing arrangements
during the year and received regular updates
on activity. Each case was considered when
first reported and tracked through at each
meeting until satisfactorily concluded.
The Committee established that each of
the matters had been properly investigated
and appropriate actions taken, including any
resulting changes to the Group’s procedures
or systems of control, and that none of the
matters was material to the financial position
or results of the Group.
Following review and challenge by the
Committee, the Annual Whistleblowing Report
and the speak up policy were considered by
the Board in May 2024. The Board concluded
that the whistleblowing arrangements were
appropriate, consistently in force across
the Group and encouraged the disclosure
of relevant concerns, enabling these to
be appropriately addressed in a timely
manner. The Committee also oversaw the
implementation of a new independent
third-party reporting hotline.
Internal controls
Systems of internal control
The Board has overall responsibility for
ensuring that management maintains
comprehensive systems of internal control
for managing its principal and emerging risks.
On behalf of the Board, the Committee takes
responsibility for assessing the effectiveness
of the Group’s risk management and internal
control frameworks, covering all material
financial, operational, compliance and
reporting controls for the Group and its
individual entities. It does this by:
overseeing the review of risk and control
self-assessments (RCSAs)
monitoring the effectiveness of the risk
management and internal control
framework throughout the year through
the quarterly updates provided by
management to the Committee.
The Committee, in conjunction with the
Group Risk Committee, seeks assurance
that the Group operates within a framework
of prudent, effective and proportionate
controls that facilitate the timely identification,
assessment and mitigation of risks. The
material controls are designed to manage
each inherent risk down to an acceptable
level of residual risk which is within tolerance
of our stated risk appetite, rather than aiming
to eliminate the risk altogether. This approach
allows us to recognise that conscious risk
management can also include potential
benefits and enables us to make informed
decisions, enabling the business to grow
safely whilst delivering good client outcomes.
Specifically, in relation to the financial
reporting processes, the main features
of the internal control systems include:
operation and assessment of controls
in key risk areas
monthly review and approval of all
financial accounting data including data
generated by our outsource providers
formal review of financial information by
senior management, for both individual
companies and the consolidated Group
extensive documentation of key processes,
procedures and applicable key controls
associated with financial reporting.
In addition, non-financial reporting is subject
to formal management review by senior
management as well as periodic review by
Internal Audit.
The Committee is provided with updates on
the operation of financial reporting controls
throughout the year and each control is
subject to an annual cycle of review and
reapproval which culminates at the year-end.
Further, in respect of other material controls,
the Committee receives, discusses and
evaluates quarterly key risk and control
indicator reports from the Group Risk function
providing information relating to the internal
control environment. Over recent years there
have been notable enhancements to the
Group’s strategic approach to risk
management and the internal control
environment. At the core of this is a risk
management system which allows for
consistent recording, analysis, reporting and
monitoring of risks and controls. The Group
Risk function also has in-house SJP-specific
risk and controls training to augment
understanding and awareness for all
employees. Enhancements have extended
to an enriched RCSA process with clearer
guidance on documentation standards and,
a multi-level review and attestation across
the organisation, ensuring responsibility and
accountability are clearly articulated and
understood, with the tone from the top setting
expectations for all divisions. An overhaul of
our risk event and incident management
processes that support our internal control
environment is progressing to ensure best
practice elements, and a standardised
approach is adopted across the Group.
Throughout the year the Committee
has continued to monitor and consider
management’s plans to meet the
requirements of the 2024 UK Corporate
Governance Code that come effective for
the financial reporting year 2026, including
enhancements to assurance and control
testing. The Committee will continue to
review management’s implementation
of the plans in 2025.
Over the next couple of years SJP is continuing
to invest and prioritise further strengthening
of the enterprise risk and internal control
management framework to better meet
the needs of the changing organisational
structure, increased entity-led governance
and evolving regulatory and legislative
environment.
The Committee also receives and discusses
the assessments of internal controls from the
Internal Audit function, to support its review of
the internal control system. Actions identified
through internal audits, as well as compliance
-monitoring reviews, and internal control
updates on the RCSA process are monitored,
to ensure suitable and proportionate
improvements are made.
Information on SJP’s principal risks and
mitigations and material controls and
mitigants are included in the risk and
control management section.
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Overall, the Committee is satisfied that the
Group’s internal control and risk management
framework will provide adequate arrangements,
actions and mitigating controls, noting that
where weaknesses in material controls are
identified, actions are taken to address and
remediate them. Nevertheless, the Committee
recognises that to support the continuing
growth, there is a need to continue to invest
in improving and strengthening the Group’s
risk and control conscious culture and the risk
management and internal control framework.
These sources of assurance assist the
Committee in completing its annual review
and enable it to attest on behalf of the Board
that it has been able to properly review the
effectiveness of St. James’s Place’s system of
internal control in accordance with the 2014
FRC Guidance on risk management, internal
control and related financial and business
reporting.
The Committee did not identify any significant
control failings or weaknesses where actions
were not taken so that it remains unmitigated,
and it has ensured that corrective action is
being taken on matters arising from the review.
Anti-corruption, bribery and fraud review
The Committee monitors and receives regular reports from the Money Laundering
Reporting Officer on the Group’s policies, systems and controls to prevent corruption,
including bribery and fraud. During 2024, fraud update reports were presented at each
Committee meeting and a comprehensive annual report covering fraud and bribery was
presented to the Committee in May. It was determined that, overall, St. James’s Place’s
controls are effective, appropriate policies and procedures are in place, and operational
effectiveness of controls is evidenced.
The majority of fraud attempts against St. James’s Place and its clients arise as a result of
activities involving email hacking and email interception by fraudsters. Fraud prevention
controls to prevent the takeover of client accounts and fraudulent withdrawal of client
funds are reliant on manual controls performed by advisers and their support staff. Whilst
most operate the required controls effectively, individual lapses do lead to financial losses,
of which we saw a small number in 2024. The Group has seen an increase in cases whereby
an adviser or Partner practice is cloned online, with the intention of deceiving clients into
making investments with profiles that adopt the genuine adviser’s details. The following
actions have been undertaken to counteract these threats:
fraud prevention training and awareness webinars with our advisers, their support
staff and employees to improve awareness of these risks and how to counteract them
monitoring of St. James’s Place social media activity to detect attempted takeovers
or suspicious activity, and detection and removal of cloned St. James’s Place websites
communications to advisers, their support staff and clients via a ‘one-pager’ document
to increase awareness of how to protect themselves from a range of investment scams.
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Rosemary Hilary
Group Risk Committee membership
Members and date joined Committee
Rosemary Hilary
(Chair from 19 August 2020)
17 October 2019
Rooney Anand
1 January 2025
Emma Griffin
22 July 2020
John Hitchins
1 January 2022
Lesley-Ann Nash
16 September 2020
Note: Dominic Burke was a member of the Committee
until 31 January 2024.
The Committee’s terms of reference set
out the Committee’s role and authority
and can be found on the corporate website
at sjp.co.uk/corporate-governance.
Key objective of the Committee
The Committee’s primary role is to provide
guidance and advice to the Board (and
where appropriate to other relevant boards
and committees in the Group) in relation
to the Group’s risk appetite, attitude to risk
and also to provide oversight of its risk
management framework. The other
relevant boards are the wholly owned
subsidiaries of St. James’s Place plc
(the Company), including its regulated
companies.
Regular attendees at meetings
The Chair of the Board, Chief Executive
Officer, Chief Operations and Technology
Officer, Chief Risk Officer, Chief Actuary
and Internal Audit Director are regular
attendees. Subject matter experts and
other members of senior management
are also invited to attend and present on
specific topics throughout the year.
Dear Shareholder,
I am pleased to present this report to you
as Chair of the Committee and would like
to take this opportunity to thank all the
members for their contribution during the
year and welcome Rooney Anand, who
joined the Committee on 1 January 2025.
During 2024, the Committee has focused
on several key programmes and the risks
associated with implementing them. These
have included the changes to introduce our
simple, comparable charging structure and
monitoring the progress made to refund
clients where there was a lack of evidence
for the delivery of historic ongoing servicing.
In addition the Committee reviewed the
refreshed strategy announced in July 2024
and its four pillars to assess whether the risks
of each had been fully considered and
supported the delivery of good client
outcomes. Alongside this the Committee
is also focused on employee wellbeing and
has discussed the ways in which the Group
continues to support employees through a
significant period of change.
The Committee has monitored the continued
embedding of the Consumer Duty principles,
which has involved defining client outcomes
to identify and mitigate foreseeable harm and
reviewing and challenging the Group’s first
annual assessment of Consumer Duty.
The Committee has also provided oversight
of risks arising from the macroeconomic
environment including the abatement of
inflation and reducing interest rates which
have been taken into account as we evolve
our approach to Consumer Duty to ensure we
support clients in vulnerable circumstances
and achieve positive outcomes for all
our clients.
During the year, the Committee monitored
the Group’s oversight of its key material
outsourcers and suppliers and related
policies as there is an increasing reliance on
them to help the Group deliver key strategic
outcomes and programmes of work.
The Committee considered the stress and
scenario testing conducted as part of the
own risk and solvency assessment (ORSA)
in order to assess the risks to the Group’s
capital and liquidity. This analysis continued
to confirm that the Group remains resilient to
macroeconomic shocks arising from volatile
financial markets, changing inflation and
interest rates and geopolitical tension.
The Committee also oversaw an analysis
of the Group’s ability to deliver a solvent
wind-down process. This confirmed that
the Group had sufficient financial and
non-financial resources to manage a
solvent wind-down.
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The Committee also assisted in informing
the Group’s shareholder return guidance and
considered a risk view of the determination
of the Ongoing Service Evidence provision.
Additionally, focused reports from senior
executives have contributed to the
Committee’s evaluation of the Group’s
principal risks.
During the year, the Committee continued
its focus on strategic and emerging risks and
received updates on how the Group analyses
them and develops an enhanced
understanding of the risk they present to the
Group’s strategy and where risk management
activities should be prioritised. Specifically,
the Committee reviewed strategic risks
associated with the Group’s key programmes
of work and considered views on the latest
emerging risks which covered Group-specific
risk as well as wider industry and global risks
such as increasing geopolitical tensions and
risks arising from changes in governments in
the UK and internationally.
Committee operation, governance
and effectiveness
The Group’s risk and compliance functions
sit under the executive leadership of Hestie
Reinecke, the Group’s Chief Risk Officer (CRO),
who was appointed in October 2024. I have
worked closely with Hestie and her predecessor
to set the agenda of Committee meetings,
discuss key issues, ensure that the Committee’s
key responsibilities are fulfilled, and that
significant and emerging risks are considered
at appropriate times. I also regularly meet
the Chief Executive Officer, the Chief Financial
Officer and individual members of the Group
Executive Committee to discuss key risk topics.
The Committee’s performance was reviewed
by the Board as part of the overall assessment
of its effectiveness (see page 71). The Board
remains satisfied that the Committee
operated effectively and that, as a whole,
the Committee members have the experience
and qualifications necessary. The Committee’s
annual review of its terms of reference
concluded that it continued to discharge
its responsibilities appropriately.
Oversight of risk
The Committee spends a significant
proportion of its time receiving updates from
the CRO and other key executives, who have
direct access to me as Chair should the need
arise. The Committee sought assurance on
the operation, performance and resourcing
levels of the risk and compliance functions.
Oversight of the risk management framework
is key to the delivery of the responsibilities of
the Committee. During 2024, the Group’s
principal and emerging risks evolved with the
changing regulatory, macroeconomic and
geopolitical situation. It is important that the
risk management framework is regularly
reviewed to reflect changes in the business
and the risk profile. The Committee has
reviewed plans for further enhancement
of the risk management framework to be
progressed during 2025. The Group uses
technology and data analytics tools to
support areas such as risk reporting to
ensure it operates effectively.
Assessing risk mitigation is another area
which the Committee reviews and challenges.
Where risks crystallise, the Committee reviews
the circumstances, root causes and response
of management. More details on the principal
risks, how risk is monitored and managed
across the business, the risk management
framework and risk appetite can be found on
pages 30 to 38. The Committee reviewed and
commented on the Group’s risk appetite
statement and, in its final form, recommended
its approval to the Board.
Rosemary Hilary
On behalf of the Group Risk Committee
26 February 2025
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Operation and performance of the Committee
Key matters considered during the year
The table below highlights the key risks and matters considered by the Committee across the Group’s nine principal risk areas.
Risk area Principal risks considered by the Committee
Client
proposition
Consumer Duty – The Committee received regular reports monitoring how the
Group has continued to embed the Consumer Duty (Duty) principles including
evolving our culture and compliance with the Duty. The Group’s first annual
assessment of the Duty was reviewed and has helped the development of
client outcomes to identify and mitigate foreseeable harm. The Committee
reviewed the Group’s process to define its client outcomes and challenged
whether they would be easy for clients to understand and be closely aligned
to both the Group’s strategy and the needs of clients and could be monitored
through suitable management information metrics.
The Group will continually assess and improve how it delivers good outcomes
for clients and the Committee was encouraged by the plan to further embed
the Duty’s principles across the Group and its relevant regulated subsidiaries,
including through an enhanced governance framework and a focused Group
Client Outcomes team.
Simple, comparable charges – The Committee received regular reporting
on the progress of the programme to implement our simple, comparable
charging structure, and has monitored the risks associated with the successful
completion of the changes, including their scope, business readiness for
successful execution, reliance on third parties and the plan to communicate
the changes to all relevant stakeholders including clients and the Partnership.
The Group recognises that significant change programmes of this nature carry
inherently high levels of risk, including people risk. The Committee challenged
the progress of the programme and received assurance that the risks to
completing it were appropriately mitigated through a governance framework
which was operating effectively to achieve both the changes and the
continued alignment with the principles of the Duty.
Risk area Principal risks considered by the Committee
Conduct
Historic ongoing service evidence review – Following the announcement of
the Ongoing Service Evidence provision in February 2024, the Committee has
provided oversight of the programme to review historic client servicing records
and identify those clients who should be offered a refund. The Committee has
monitored the actions being taken to assist the efficient progress of the
programme including ensuring the accurate payment of refunds to minimise
potential client harm. The Committee noted that priority was being given to
clients in vulnerable circumstances to resolve the gaps in evidence of their
ongoing advice. The Committee reviewed the plans for communications to
both clients and the Partnership and challenged whether they were sufficiently
clear. The Committee was also reassured by the programme’s use of technology
to efficiently analyse data and assess the available evidence for historic client
servicing.
Complaints handling – The Committee received reports on the Group’s
complaints handling operations which showed that the volume of complaints
from clients via claims management companies predominantly in relation to
historic ongoing servicing had remained high during 2024 although a reduction
had been seen since the announcement of the Ongoing Service Evidence
provision. The Committee noted that the complaints handling process had
evolved which had resulted in increased consistency and speed of resolution.
This included increasing the resources available and the productivity of
claims handlers.
The Committee scrutinised the root cause analysis of complaints and noted
that enhancements were being made to aid the process of their identification,
the development of remedial actions and ultimately the closure of each root
cause item. The Committee will continue to closely monitor the volume of
complaints and how the Group’s strategy to manage them develops and
adapts to the evolving situation.
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Risk area Principal risks considered by the Committee
Conduct
continued
Clients in vulnerable circumstances – The Committee reviewed the Group’s
approach to supporting clients in vulnerable circumstances and noted how
the development of client outcomes was incorporating the needs of vulnerable
clients to identify and mitigate foreseeable harm. Further progress had been
achieved in respect of recording data relating to vulnerability, the use by
administration centres of voice analytics to identify potential characteristics
of vulnerability and the development of employee and Partner skills to identify
potentially vulnerable clients. The Committee will monitor the enhancements
being made to the approach to identifying and supporting clients in vulnerable
circumstances.
Supervision of Partner businesses – The Committee received updates on
Partnership oversight activities including conduct reviews and the approach to
identifying, assessing and managing risks to address potential systemic issues.
Key areas included improving the risk framework, automation of data collation
for firm reviews and improvements to record keeping. The Committee recognised
the increased focus placed on developing the approach to oversight and
supervision of the Partnership. It challenged the process used to identify Partner
practices for review and was encouraged by the use of data intelligence to
assess and mitigate the risks posed, including potential systemic risks.
The Committee continued to closely monitor the actions taken to minimise
and mitigate the risk of client detriment through the improved process for
evidencing the provision of client servicing using the Salesforce CRM platform,
the availability of vulnerable client information and the process to cease
charging and refund clients where ongoing servicing could not be evidenced.
The Committee reviewed the supervision of Partner businesses to assess
compliance with the FCA’s Improvements to the Appointed Representatives regime.
Business assurance – The Committee received an update on the effectiveness
of the controls in place to provide assurance that advice received by clients is
of a high standard in order to support good client outcomes. The Committee
noted that developments had been made to the assessment of advice
processes used to ensure continued alignment to the Group’s target markets
which further embedded the Duty’s principles.
The Committee noted that the business assurance function continued to drive
efficiencies and optimise its performance, enabling it to play a valuable role
in helping to assess the quality of advice and associated documentation,
with a focus on higher risk products.
Risk area Principal risks considered by the Committee
Financial
ORSA – The Committee reviewed and challenged the Group’s own risk and
solvency assessment (ORSA) process throughout the year. This included
detailed stress and scenario testing which supports the assessment of financial
resilience indicators such as liquidity and solvency ratios for the Group and its
UK and Irish insurance entities, as well as analysis and challenge of reverse
stress testing. The Committee was comfortable that: risks within the Group
remained at an acceptable level; the Group was adequately capitalised to
deliver its strategy; the Group would remain solvent in stressed situations;
and the Group had sufficient liquidity.
Recovery, resolution and solvent wind-down planning – The Group conducted
a detailed review of its recovery, resolution and solvent wind-down planning
which covered the Company and its material regulated subsidiaries. These
comprised analyses of operational activities and assessment of the adequacy
of the Group’s financial and non-financial resources to ensure potential harm
to clients was minimised and good client outcomes were prioritised. The
Committee noted that detailed operational contingency plans have been
determined and that the Group continues to have sufficient financial and
non-financial resources in place to mitigate potential harm to clients and
other stakeholders in the context of an extreme stress or wind-down scenario.
Partner
proposition
Partner finance – The Committee received an update on the Group’s approach
to its business ‘sale and purchase’ proposition and the key risks it faced, including
higher interest rates and less favourable economic conditions which placed
pressure on sale and purchase opportunities for the Partnership. The Committee
noted that enhancements had been made to the proposition to align it with
the Duty’s principles whilst ensuring that overall Partner debt was carefully
managed and monitored, with a focus on affordability and supporting Partners.
Key matters considered during the year continued
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Risk area Principal risks considered by the Committee
People
The Committee received updates on people risks, which focused on the need
to support employee wellbeing during a period of significant and complex
change affecting most areas of the business.
The Committee recognised that the volume of change, including the new
strategic focus, could impact employee sentiment, wellbeing and performance.
The Committee supported the actions taken to address these risks including
the creation of a clear culture strategy; initiatives to enhance employee
engagement and feedback; realising the benefits of diversity and inclusion;
and organisational health and wellbeing.
As part of the overall review of people risk, the Committee considered
remuneration risks. The review of such risks supports the Group Remuneration
Committee’s consideration of how best to align the Group’s remuneration
policies for Directors and employees with its strategy. It also provides assurance
on compliance with existing and forthcoming regulatory requirements.
The CRO attended meetings of the Group Remuneration Committee to provide
a view of risk culture and the management of operational incidents in order to
ensure reward and performance were reflected appropriately. The Committee’s
own activities supported the Group Remuneration Committee in reaching its
conclusion that remuneration policies continue to mitigate potential conflicts
of interest and do not encourage inappropriate risk-taking.
Regulatory
Regulatory change – The Committee reviewed and discussed the impact
and implementation of regulatory changes and management’s responses
to them. The Committee provided oversight of, and reviewed the controls in
place to assess the Group’s compliance with its regulatory obligations.
Client money and client assets – The Committee received updates on the
Client Assets Sourcebook (CASS) control environment, which provided assurance
that core operational controls remained robust and that risks were being
addressed and managed effectively.
Supervision of appointed representatives – In relation to the FCA’s
Improvements to the Appointed Representatives regime, the Committee
reviewed the annual Self-Assessment of Compliance report by St. James’s Place
Wealth Management plc (SJPWM) which highlighted the work conducted to
complete annual firm reviews. The Committee recommended enhancements
to the report before it was ultimately approved by the board of SJPWM.
Risk area Principal risks considered by the Committee
Security and
resilience
Operational resilience – The Committee oversaw and scrutinised the Group’s
risk profile and operational resilience including the policy and framework
approach adopted by the Group to assess whether its important business
services remained operationally resilient and were prepared for operational
disruptions, in order to minimise client harm. The Committee noted that
enhanced oversight of the Group’s material outsourcers facilitated early
preventative action to address any vulnerabilities identified and the Committee
was satisfied with the operation of the policy framework and its compliance
with the regulations.
Cyber risks – The Committee received regular updates on cyber risks, including
the changing threat levels and corresponding mitigating actions taken to
protect clients, the Partnership and the wider Group and noted that potential
threats from increased geopolitical instability had so far not materialised. The
Committee was encouraged by both the implementation by Partner practices
of a base level of cyber security through either self-accreditation to the Cyber
Essentials Plus (CE+) scheme or accreditation through subscribing to the
Group’s own ‘Device as a Service’ (DaaS) proposition, as well as the evolution
of security levels through Partner practices being encouraged to implement
additional standards above the base level of CE+ and DaaS. It noted that their
implementation had significantly reduced the risk of cyber incidents and risk
within the Partnership.
Information security and data protection – The Committee was updated on
the activities undertaken to support both best practice and risk mitigation in
relation to data protection across the Group and the Partnership. The threat
landscape is constantly evolving and the Group’s security tools and training
and awareness exercises were continually being enhanced in order to assess
vulnerability and strengthen defence mechanisms to reduce the likelihood of
a successful attack materialising, and to protect both the Group’s and Partner
practices’ data.
Key matters considered during the year continued
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Risk area Principal risks considered by the Committee
Strategy,
competition
and brand
Strategy impact – Prior to the Group announcing its refreshed strategy focus
in July 2024, the Committee reviewed the different risks posed by the four pillars
of the strategy, including how good client outcomes would be achieved when
implementing the changes, such as placing greater emphasis on providing
a differentiated client proposition. The Committee also challenged how
operational risks were being considered in the plans to achieve cost savings.
The Committee was reassured by the actions and developments evidenced to
mitigate the risks to delivering the refreshed strategy including taking a phased
approach which would involve first strengthening the core business to drive
sustained growth, then expanding our leading offering from 2027 and beyond.
More details can be found on pages 12 to 14.
The Committee also received reports on the risks faced by St. James’s Place
International plc (SJPI) and the Asia business.
Emerging risks – The Committee considered updates on management’s
views of emerging risks and assessed which ones were most likely to arise
in the future. These included adviser retention, competition, culture, and
the impact of geopolitical risks, which would be monitored to consider
appropriate actions. The Committee was satisfied that emerging risks
had been appropriately considered and were being monitored accordingly.
Reporting of these risks continues to be enhanced to facilitate rigorous
debate on the potential implications for the Group.
Responsible business – The Committee noted that the Group was evolving
its approach to its responsible business objectives: SJP’s positive impact on
the financial wellbeing of society; SJP’s Climate Transition Plan; continuing
to improve diversity and an inclusive culture; and focusing on data, controls
and processes to ensure continued compliance. The Committee recognised
the risk arising from increased regulatory requirements and the reputational
risk associated with potential ‘greenwashing’ and noted the mitigating actions
included in the objectives for 2025.
Key matters considered during the year continued
Risk area Principal risks considered by the Committee
Third parties
Administration performance – The Committee received regular updates
regarding the risks to the provision of administration services provided to
advisers and clients. The Committee recognised the enhanced level of risk
associated with the implementation of our simple, comparable charging
structure and the increased reliance placed on third-party administrators.
The Committee noted the mitigating actions being taken to monitor and
manage the risks from that project including an enhanced governance model
supported by expert advisers and regular direct engagement with third parties
to ensure early identification of changes to the risk environment and to support
the delivery of good client outcomes through the implementation of the
changes.
Outsourcing – The Committee reviewed the Group’s outsourcer and supplier
management approach including the cascading and embedding of the
outsourcer and supplier management policy to maintain continued
compliance with the regulations regarding oversight of outsourcing.
The Committee also reviewed the Group’s arrangements for maintaining
appropriate controls over and managing cyber security risk across its material
outsourcers, and the third and fourth parties to whom they subcontract.
The Committee was encouraged by the elevated levels of due diligence
maintained for key suppliers, the testing of exit plans for material outsourcers,
and the successful launch of a management database to provide a single
source for those data. The Committee monitors adherence to the policy on
a regular basis.
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Dear Shareholder,
On behalf of the Committee, I am pleased
to present the Directors’ Remuneration report
for 2024 (the Remuneration report).
The Remuneration report is in three sections:
Committee Chair’s annual statement
Annual Report on Remuneration for 2024,
including an ‘at a glance’ summary
Directors’ Remuneration Policy, including
two proposed policy amendments
(see overleaf).
The sections are set out in accordance
with the UK Directors’ Remuneration Report
Regulations 2013, as amended in 2018 and 2019.
Last year’s Remuneration report received
strong support from shareholders with 93.58%
of votes in favour.
Group Remuneration Committee
membership
Members and date joined Committee
Emma Griffin (Chair from 18 May 2023)
22 July 2020
Rooney Anand
1 January 2025
Lesley-Ann Nash
1 January 2022
Rosemary Hilary
1 August 2022
Simon Fraser
22 April 2024
Note: Dominic Burke was a member of the Committee
until 31 January 2024.
The Committee’s terms of reference set
out the Committee’s role and authority.
They can be found on the corporate
website at sjp.co.uk/corporate-governance.
Key objective of the Committee
The Committee’s primary purpose is to
ensure that the Directors’ Remuneration
Policy and related arrangements support
the business’s strategy and culture as well
as the recruitment, motivation and retention
of Executive Directors, the Chair of the Board
and senior executives, whilst also having
regard to workforce remuneration and
complying with regulatory requirements.
Regular attendees at meetings
The Chair of the Board, Chief Executive
Officer, Chief Financial Officer, Chief People
Officer and Chief Risk Officer are regular
attendees.
Emma Griffin
Section 1 – Committee
Chair’s annual statement
(unaudited)
page 92
Section 2 – Remuneration
at a glance and annual
report on remuneration
page 96
Section 3 – 2025 Directors’
Remuneration Policy
page 117
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Section 1 – Committee Chair’s annual
statement (unaudited)
Introduction
Following a challenging period for the Group in 2023, there has been an overall positive shift in
2024, with record levels of funds under management, strong operational financial performance,
and a renewed strategy which positions us for further success in the years to come. During the
year, the Chief Executive Officer and wider management have been refreshing our leadership
and talent at all levels – especially in our Executive team. The Board has also made some
difficult but necessary decisions as we start to implement the refreshed strategy, including
steps taken to change our organisational design as part of our cost and efficiency programme.
The Committee continues to improve alignment of incentive plan outcomes for Executives with
Group and personal performance, and this can be clearly seen from the information set out in
this Remuneration Report. 2024 marked a year in which pay packages for GEC members were
set and evaluated on an individual basis. The Chief Executive Officer has delivered good results
in his first year with significant achievements in all scorecard areas, which is reflected in the
annual bonus outcome for 2024. This has been complemented with a good start from our
new Chief Financial Officer, Caroline Waddington, since her appointment in September 2024.
The share price has also been improving and a Total Shareholder Return (TSR) for the year to
31 December 2024 of 30.5%, compared with 9.5% for the FTSE All-Share Index.
Directors’ Remuneration Policy (the Policy)
The Policy was approved in the triennial vote at the 2023 Annual General Meeting (AGM) and
a full review will take place in autumn 2025 for submission to the 2026 AGM. However, we are
proposing two amendments to the existing Policy at the 2025 AGM, summarised below:
To permit the granting of Restricted Shares to Executive Directors as part of a balanced
reward package, without increasing the quantum of remuneration. The current Policy
relies on Performance Shares (PSP) only for Executive Directors, which is out of line with our
practice for executives below Board. It also restricts the Committee’s flexibility to align the
total package with multiple business needs. The change will allow the Committee flexibility,
in future years from 2026 onwards, to grant a combination of Performance Shares and
Restricted Shares (up to a maximum of 62.5% of base salary). This will support share
ownership, aid retention and drive performance during the continued transformation
of the business over the next few years. We have structured the change to align with the
Investment Association’s Principles of Remuneration (IA Guidance) including a 50% discount
for Restricted Shares relative to Performance Shares, a robust underpin assessment by
the Committee before Restricted Shares are permitted to vest, and a five-year period
from grant before vested shares can be sold (excluding sales to settle tax on vesting).
This proposed change does not increase the value of Executive Director’s overall packages.
For the avoidance of doubt, the grant in 2025 will be wholly in PSP with a total performance
and holding period to 2030, and the Chief Executive Officer will also continue to be
incentivised from his 2024 PSP grant with a total vesting and holding period to 2029.
To bring the annual bonus deferral policy into line with the latest IA Guidance. The current
Policy sets the mandatory deferral percentage into shares at 50% of the annual bonus
award, even where an Executive Director already holds a large multiple of their base salary
in Company shares. The proposal is to maintain the deferral at 50% of total bonus whilst an
Executive Director is building their minimum shareholding requirement (MSR) (300% of base
salary for the Chief Executive Officer and 200% of base salary for the Chief Financial Officer),
but to allow flexibility for the Committee to set a lower bonus deferral percentage for that
individual once their shareholding has reached the required level and subject to the
Executive Director maintaining it. This lower deferral percentage will be set at a level to
ensure that the Committee retains the ability to apply malus provisions when necessary,
and to meet any regulatory deferral requirements applying to total variable pay. We have
also set a ‘floor’ deferral percentage of 25% of the total bonus award. The earliest this change
would apply is to the annual bonus in respect of 2025 (awarded in 2026) and only if an
Executive Director has met their MSR by the time of the award in 2026.
We sought the views of our top 20 shareholders on these proposals in November 2024 and
addressed several questions. Shareholders were generally very supportive of the proposed
changes subject to (i) a maximum percentage of any grant being in Restricted Shares, which
we have complied with (up to 50% of the fair value of the grant – i.e. up to 62.5% of base salary)
and (ii) a ‘floor’ deferral percentage, which has now been set at 25%. The detailed changes are
set out in the Policy section of this Remuneration Report and the new Policy is subject to a vote
at the AGM in May 2025.
From 1 May 2024, we consolidated car allowance into base salary. To ensure that total fixed
pay remained unchanged, the amount consolidated was adjusted downwards for the pension
contribution that applies to base salary. This impacted all employees including Executive
Directors. Removing car allowances simplifies the package, reduces administrative costs
and brings us more into line with market practice.
Annual bonus outcomes for 2024
The annual bonus for 2024 was based on a combination of financial criteria (60% weighting),
strategic criteria (20% weighting) and individual performance objectives (20% weighting).
As set out in the Policy, the maximum annual bonus for 2024 was 200% of bonusable salary
(175% of bonusable salary for the new Chief Financial Officer, Caroline Waddington). The
financial metrics were: the Underlying cash result, net inflows and controllable expenses.
Strategic criteria covered six elements including key performance indicators relating to building
community, being easier to do business with, delivering value to advisers and clients through
our investment proposition, building and protecting our brand and reputation, our culture and
being a responsible business, and continued financial strength. The Committee undertook a
robust assessment for all the performance criteria and considered the wider performance of
the Group in 2024.
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As explained in the Chief Financial Officer’s report, the financial performance of the Group
in 2024 was strong. Net inflows were £4.3 billion (2023: £5.1 billion), the Underlying cash result
was £447.2 million (2023: £392.4 million), and year-on-year growth in controllable expenses
was contained to 5%. As a result, the Committee determined that the payout for the financial
component of the bonus should be in line with the scorecard outcomes, totalling 60% of
the maximum for this element, without any exercise of overriding downward discretion.
The Committee assessed performance for the strategic criteria taking appropriate input
and determined that a total of 75% of maximum had been earned for this element. Individual
performance was assessed as earning between 80% and 100% of the maximum for this
element across the three Executive Directors who served during the year.
Based on these scorecard outcomes, the total award for the Chief Executive Officer was
calculated to be 96.4% of maximum (192.8% of base salary). The pro-rata total award for the
former Chief Financial Officer, Craig Gentle, for his nine months’ service as Chief Financial
Officer, was assessed to be 87% of maximum (174% of bonusable salary after application of time
pro-ration). Caroline Waddington was awarded 89.5% of maximum (156.7% of bonusable salary
which includes the buyout of bonus from her previous employer).
50% of the annual bonus awards referred to above will be deferred into shares, vesting after
three years.
No bonus payment was made to Andrew Croft for 2024 as he stepped down from the
Board and his role as Chief Executive Officer at the end of November 2023 and remained
on ‘gardening leave’ until 13 September 2024.
Performance Share Plan (PSP) outcome for 2022 to 2024
The PSP awards granted in 2022 reached the end of their three-year performance period
in 2024. The performance metrics for these awards were earnings per share (two-thirds),
and relative total shareholder return against the companies comprising the FTSE 51 to 150
(excluding investment trusts and those companies in the FTSE Oil and Gas and FTSE Mining
sectors) (one-third). The performance outcomes on these metrics were below the threshold
vesting level. The total vesting outcome was therefore zero, which further reinforces the
alignment of Executive Director remuneration with the long-term outcomes for shareholders.
Vesting of buyout award for Chief Executive Officer
Mark FitzPatrick joined the Group as Chief Executive Officer Designate on 1 October 2023 and
was appointed Chief Executive Officer on 1 December 2023. As part of his joining arrangements,
he received an award of 100,044 SJP performance shares to replace the portion of share
awards from Prudential plc that he forfeited to join SJP.
The first tranche of the buyout award (14,873 shares) was based on the same performance
conditions that applied to him at Prudential and vested in May 2024, with 27.58% of the award
(4,101 shares) vesting. The second and third tranches of the buyout award (85,171 shares in total)
vest in April and May 2025 based on SJP’s relative TSR performance to the end of 2024, using the
same peer group used for the Company’s PSP. The Committee applied discretion to determine
that relative TSR be measured using the average TSR index for the fourth quarter of 2023
(three-month period) as the baseline and the average TSR index for the fourth quarter of
2024 (three-month period) as the end point (rather than measuring TSR on a ‘spot basis’
from 1 October 2023). This approach is consistent with our Policy. The three-month averaging
approach is also consistent with market practice and with the normal methodology the
Company uses for measuring relative TSR for its PSP.
The TSR outcome for these second and third tranches of the buyout award is above the upper
quartile, meaning that 100% of these tranches will vest. The vested options (net of any sales to
settle taxes on exercise) are required to be retained for a minimum of two years post-vesting.
Change of Chief Financial Officer
Craig Gentle retired as Chief Financial Officer effective 16 September 2024 and as a member
of the Board on 11 October 2024, after more than eight years’ service with the Company and six
years as Chief Financial Officer. Craig will leave through retirement on 12 June 2025, 12 months
from the announcement that he would retire. Craig will remain employed by the Group on
‘gardening leave’ until his contractual notice period ends on 12 June 2025. Craig is eligible for
base salary and contractual benefits for the remainder of his notice period. Craig remained
eligible for an annual bonus for 2024 pro-rated for the period he was a member of the Board
and subject to the performance conditions; as explained above, the Committee determined
that the annual bonus award for 2024 should be £646,687. He is not eligible for an annual
bonus in respect of the financial year ending 31 December 2025, or for a PSP award at the
2025 grant date.
The Committee exercised discretion to allow Craig to retain his deferred bonus awards earned
in respect of previous financial years, vesting at the normal three-year vesting dates, and his
PSP awards from prior years, subject to time pro-rating and performance, with vesting dates
unchanged and subject to the normal two-year post-vesting holding period. He is required to
retain a shareholding in the Company of 200% of his base salary for two years post cessation.
Malus and clawback provisions continue to apply to all awards under the relevant plans.
Caroline Waddington was appointed Chief Financial Officer effective 16 September 2024,
joining from UBS where she was Chief Financial Officer for the Group’s UK Credit Suisse entities.
Her base salary was set at £625,000, which, although higher than her predecessor in the Chief
Financial Officer role at SJP, is less than the base salary she was earning at UBS. Her initial
variable pay opportunity with SJP has been set below that of her predecessor, with an initial
maximum annual bonus of 175% of base salary (compared with 200% for Craig Gentle) and
eligibility for a PSP award in 2025 of up to 200% of base salary (compared to Craig Gentle’s PSP
grants of 215% of base salary in 2024 (reduced due to market circumstances) and 250% in 2023).
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These bonus and PSP maximum award levels are below the levels permitted under the Policy.
The Committee may, at its discretion, bring these into line with the Policy in due course, taking
account of Caroline’s development in the role. Caroline’s pension level is 10% of base salary in
line with other new joiners to the Group. To compensate Caroline for the forfeiture of her UBS
annual bonus for 2024, Caroline will receive an annual bonus for 2024 based on a full year’s
service. She also received awards of SJP shares, and deferred cash awards, with a total value of
£1.2 million to replace the deferred share and cash awards she held at UBS that she forfeited to
take up her role with SJP on 16 September 2024. These replacement awards are subject to terms
equivalent to those applying to the UBS awards they replace, including performance conditions
where forfeited awards had such conditions, and vest over a seven-year period from 2025 to
2032 in line with the vesting dates of the awards she forfeited.
Payments to former Chief Executive Officer
As detailed in last years’ Report, Andrew Croft stepped down from the Board on 30 November 2023.
Andrew undertook a period of ‘gardening leave’ from 1 December 2023 until his employment ended
on 13 September 2024 following the end of his contractual notice period. During the ‘gardening leave’
period, Andrew continued to receive his base salary and contractual benefits. In 2024, Andrew
received a base salary of £448,973, pension payments of £71,729 and benefits totalling £77,129.
Andrew received no additional compensation or payment for the termination of his service
contract or his ceasing to be a director of the Company or any other Group Company.
Non-Executive Board changes
Dominic Burke stepped down from the Board on 31 January 2024 and Simon Fraser and
Rooney Anand were appointed to the Board on 22 April 2024 and 1 January 2025 respectively.
Base salary reviews for 2025
The Committee has reviewed base salaries for Executive Directors for 2025 and determined
that the Chief Executive Officer’s base salary should be increased by 3.25% at the 1 March 2025
review date, slightly below the average 3.3% increase for SJP employees overall. The Committee
also determined that the Chief Financial Officer’s base salary should remain unchanged at the
2025 review date.
Annual bonus metrics for 2025
As in 2024, the Committee has applied the key principles for selecting performance metrics
as set out in the Policy, with an emphasis on robust financial performance, strategic goals
and personal performance. The financial metrics make up 60% of the annual bonus and will
be similar to the 2024 approach. The only change is that we are separating the controllable
expenses metric into two separate components, i.e. (i) ongoing control of regular expenses
(as per 2024) and (ii) delivery of the specific targets for significant cost reduction as part of
the implementation of our cost and efficiency programme. The other two financial metrics
continue to be: net inflows and the Underlying cash result. The non-financial element of the
annual bonus will be split between strategic targets (20% of maximum bonus) and individual
performance criteria (20% of maximum bonus). The full set of targets and outcomes will be
reported to shareholders in the Remuneration Report for 2025, in the usual way.
PSP grants in 2025
We have also considered the metrics for the 2025 grants of the PSP, taking account of
the Board’s review of business priorities for the next one to three years. This has included
considering the choice of financial metrics, the weighting on relative TSR, and whether
environmental, social and governance (ESG) targets should form a part of the scorecard.
We have concluded that the metrics for the 2025 grant should remain unchanged from those
that applied to 2024 grants, including: one-third based on relative TSR, and two-thirds based
on EPS.
The quantum will be as follows:
Mark FitzPatrick will receive an award of 250% of base salary, as permitted in the Policy
Caroline Waddington will receive an award of 200% of base salary as set out in her contract
of employment.
Vesting of these awards will be subject to demanding performance conditions and the
Committee also retains additional discretion to make downwards adjustment at vesting
should this be considered appropriate.
Board Chair fee, and Non-executive Director fees for 2025
The Committee reviewed the Board Chair fee level, taking account of benchmark fee levels and
the time commitment in the role, and decided to increase the fee by 3.25% to £413,000 effective
1 January 2025, which is less than the average increase for employees in 2025. The fee level will
be reviewed again from 1 January 2026.
The Board (excluding Non-executive Directors) reviewed the Non-executive Director fee rates
and concluded that a modest increase of 2.6% should be applied to the base fee, which is less
than the average increase of 3.3% for employees in 2025.
Diversity and pay gaps
The Board monitors the gender and ethnic diversity of employees. We have achieved 37.3%
female representation in senior management roles in 2024 and we are also working towards at
least 12% minority ethnic representation in our UK employee population by 2028 (currently 9.5%).
We also track the total gender pay gap, which is an indication of whether we are moving closer
to a broadly equal number of men and women at each job level in the Group. Over the seven
years since 2017, we have made progress on this: the median and mean hourly pay gaps have
reduced by 13.0 and 12.9 percentage points respectively over that time.
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Consultation with colleagues
One of our Committee members, Lesley-Ann Nash, is also the Non-executive Director
with responsibility for workforce engagement. Lesley-Ann conducts regular meetings
with our Workforce Engagement Panel, which includes a cross-section of SJP colleagues.
These discussions include Executive remuneration policy and practice.
Corporate Governance Code and FCA regulations
The Committee regularly monitors how remuneration policy and practice meet the
requirements of the 2018 Corporate Governance Code, and the FCA Remuneration Codes
that apply to regulated subsidiaries within the Group. The Committee considers that our
Remuneration Policy effectively addresses the following principles set out in the Code:
Factors Approach taken in Remuneration Policy
Clarity
Our Policy and its operation and alignment with our strategic
objectives are disclosed in the Directors’ Remuneration report,
which provides stakeholders with clarity on the link between the
achievement of SJP’s strategy and how Executive Directors are
rewarded. Clarity on remuneration is also provided to employees
via our Workforce Engagement Panel, which provides the opportunity
for Panel members to engage on remuneration-related topics
including the Policy.
Simplicity
The structure of the package for Executive Directors is simple to
understand and provides transparent performance criteria and
payment scales for variable pay, plus appropriate scope for the
use of judgement and discretion by the Committee. In recent years
we have adjusted the performance measures for variable elements
so that they are more clearly aligned with stakeholder expectations
and experience. This has involved selecting measures that are better
understood by stakeholders as well as ensuring we explain the
alignment better in the Policy and the Report. In 2024, we removed
car allowance from the remuneration package to further simplify
fixed pay.
Risk
The Executive Directors’ package is sensitive to risk and is aligned with
our strategic objectives and the interests of our shareholders and
other stakeholders. The Policy is assessed to ensure it aligns with the
Group’s risk appetite and regulatory requirements, and that it does
not encourage undue risk-taking. Assurance of this is sought from
the Chief Risk Officer.
Factors Approach taken in Remuneration Policy
Predictability
Our Policy clearly discloses the maximum opportunity for each
element of remuneration. The actual outcomes depend on the
performance achieved against the specific performance metrics.
Proportionality
The metrics and maximum award levels in the annual bonus and PSP
help to ensure that variable pay for Executive Directors is proportionate
to the performance delivered for stakeholders and that there is
alignment between the outcomes and the achievement of SJP’s
strategy. Stretching performance conditions and the discretion available
to the Committee ensure that poor performance is not rewarded.
Alignment
to culture
The Policy reflects SJP’s culture of rewarding performance, being
a responsible business, and taking account of the needs of all
stakeholders. This is particularly relevant for the strategic objectives
relating to the annual bonus as these include elements specifically
aligning with cultural indicators.
Conclusion
Remuneration outcomes for 2024 reflect the Committee’s robust approach to performance
assessment – with total remuneration reflecting the positive developments in the business
during the year. We align the remuneration of Executive Directors with the long-term interests of
our shareholders; shares constitute around 60% of the total package, through deferral of bonus
over three years and long-term incentive awards that are subject to a total five-year vesting
and holding period. The amendments to our Policy do not increase the quantum of
remuneration and retain close alignment with shareholders’ interests.
I encourage you to vote for the Directors’ Remuneration report for 2024 and the amended
Directors’ Remuneration Policy.
Emma Griffin
On behalf of the Group Remuneration Committee
26 February 2025
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Section 2 – Remuneration at a glance and annual report on remuneration
Summary of Executive Directors’ remuneration for the year
How were our Executive Directors rewarded?
Single figure remuneration for the year
The following tables provide a summary single total figure of remuneration for 2024 and 2023 for the Executive Directors.
Mark FitzPatrick, Chief Executive Officer
1
£’000
2023
2024
977,570
257,469
2,412,388
Fixed
Variable
2024 2023
Base salary
7
861,455 210,000
Benefits
7
29,970 26,469
Pension 86,145 21,000
Other 751,334 –
Annual bonus (cash)
5
830,527 –
Annual bonus
(deferred)
5
830,527 –
Total 3,389,958 257,469
PSP vested
6
– –
Caroline Waddington, Chief Financial Officer
2
£’000
2023
2024
205,092
1,056,252
Fixed
Variable
2024 2023
Base salary 182,692 –
Benefits 4,047 –
Pension 18,353 –
Other 76,877 –
Annual bonus (cash)
5
489,687 –
Annual bonus
(deferred)
5
489,688 –
Total 1,261,344 –
PSP vested
6
– –
Craig Gentle, Chief Financial Officer
3
£’000
2023
2024
502,629
624,016 173,811
646,870
Fixed
Variable
2024 2023
Base salary
7
371,975 445,104
Benefits
7
74,634 112,146
Pension 56,021 66,766
Other 183 179
Annual bonus (cash)
5
323,343 86,816
Annual bonus
(deferred)
5
323,344 86,816
Total 1,149,500 797,827
PSP vested
6
– –
Andrew Croft, Chief Executive Officer
4
£’000
2023
2024
000
695,545
Fixed
Variable
2024 2023
Base salary – 563,862
Benefits – 47,104
Pension – 84,579
Other – –
Annual bonus (cash)
5
– –
Annual bonus
(deferred)
5
– –
Total – 695,545
PSP vested
6
– –
1 Mark FitzPatrick was appointed as Chief Executive Officer Designate and to the Board on 1 October 2023 and became Chief Executive Officer on 1 December 2023.
2 Caroline Waddington was appointed as Chief Financial Officer and to the Board on 16 September 2024.
3 Craig Gentle retired as Chief Financial Officer on 16 September 2024 and from the Board on 11 October 2024. The figures shown are his remuneration for services as a Director.
4 Andrew Croft stepped down as Chief Executive Officer and from the Board on 30 November 2023. The figures shown are his remuneration for services as a Director.
5 The annual bonus awards are in respect of performance during the years ending 2023 and 2024 respectively.
6 The value of the PSP vested corresponds to the long-term incentives in the total remuneration table on page 98.
7 From 1 May 2024, car allowance was consolidated into base salary. To ensure that total fixed pay remained unchanged, the amount consolidated was adjusted downwards for the pension contribution that applies to base salary.
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Summary of Executive Directors’ remuneration for the year continued
Linking remuneration to achievement of key business goals
Weighting (maximum
potential percentage
points per item)
Mark FitzPatrick
1
Caroline Waddington
2
Craig Gentle
3
Outturn
(actual points
earned)
Percentage of
base salary
earned
Outturn
(actual points
earned)
Percentage of
base salary
earned
Outturn
(actual points
earned)
Percentage of
base salary
earned
Annual bonus for
2024 (max 200%
of base salary)
Underlying cash result 12% 12.0 24.0% 12.0 21.0% 12.0 24.0%
Net funds under management flows 24% 24.0 48.0% 24.0 42.0% 24.0 48.0%
Annual growth in controllable expenses 24% 24.0 48.0% 24.0 42.0% 24.0 48.0%
Strategic performance objectives 20% 16.4 32.8% 13.5 23.7% 11.0 22.0%
Individual performance objectives 20% 20.0 40.0% 16.0 28.0% 16.0 32.0%
Total calculated payout 100% 96.4 192.8% 89.5 156.7% 87.0 174.0%
PSP (2022 award)
(max 250% of
base salary)
4
Relative TSR 33.3% N/A N/A N/A N/A 0.0 0.0%
Average annual adjusted earnings (EPS) per share growth target, based on
EEV in excess of CPI, with the scale starting at CPI+5% and extending to CPI+12%
5
66.7% N/A N/A N/A N/A 0.0 0.0%
Total PSP opportunity 100% N/A N/A N/A N/A 0.0 0.0%
1 The annual bonus outturn and percentage of base salary earned for Mark FitzPatrick are based on a maximum bonus opportunity of 200% of base salary).
2 The annual bonus outturn and percentage of base salary earned for Caroline Waddington (maximum bonus opportunity of 175% of base salary).
3 The annual bonus outturn and percentage of base salary earned for Craig Gentle (maximum bonus opportunity of 200% of base salary earned up to the date he stepped
down from the Board).
4 Base salary for PSP is the base salary at the time of grant. The value of the PSP vesting is also dependent on the amount of share price movement between grant and vesting.
5 The EPS performance condition is calculated by reference to the post-tax European Embedded Value (EEV) operating profit (on a fully diluted per share basis) for two-thirds of
the award. For the EPS performance metric element a threshold and stretch level of performance is set. At threshold, 25% of the relevant element vests, rising on a straight-line
basis to 100% for attainment of levels of performance between threshold and maximum targets.
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2.1 How the Remuneration Policy was applied in 2024
2.1.1 Remuneration payable in respect of performance in 2024 (audited)
Summary of total remuneration
The remuneration received by Executive Directors in respect of the years ended 31 December 2024 and 2023 is set out below.
Executive Director
Base salary
£
Benefits
£
Annual bonus
£
Long-term
incentives
£
Pension
£
Other
£
Total
£
Total fixed
remuneration
£
Total variable
remuneration
£
Mark FitzPatrick
1
2024 861,455 29,970 1,661,054 – 86,145 751,334 3,389,958 977,570 2,412,388
2023 210,000 26,469 – – 21,000 – 257,469 257,469 –
Caroline Waddington
2
2024 182,692 4,047 979,375 – 18,353 76,877 1,261,344 205,092 1,056,252
2023 – – – – – – – – –
Craig Gentle
3
2024 371,975 74,634 646,687 – 56,021 183 1,149,500 502,630 646,870
2023 445,104 112,146 173,632 – 66,766 179 797,827 624,016 173,811
Andrew Croft
4
2024 – – – – – – – – –
2023 563,862 47,104 – – 84,579 – 695,545 695,545 –
Non-executive Director
Base salary
£
Benefits
£
Total
£
Dominic Burke
5
2024 16,958 – 16,958
2023 147,109 – 147,109
Simon Fraser
6
2024 125,968 – 125,968
2023 – – –
Emma Griffin 2024 190,212 7,870 198,082
2023 139,363 10,617 149,980
Rosemary Hilary 2024 204,504 735 205,239
2023 159,252 419 159,671
John Hitchins 2024 199,747 – 199,747
2023 142,472 118 142,590
Paul Manduca 2024 400,000 8,810 408,810
2023 375,000 2,880 377,880
Lesley-Ann Nash 2024 132,875 966 133,841
2023 111,996 113 112,109
Annual report on remuneration
This Directors’ Remuneration report, will be put
to an advisory shareholder vote at the 2025
AGM. This part of the Remuneration report
explains the work of the Remuneration
Committee and sets out how we implemented
our Policy during 2024. The information on
pages 98 to 116 has been audited where
indicated. This part also sets out how
we intend to implement the Directors’
Remuneration Policy in 2025. The Policy,
including the proposed amendments is
set out on pages 117 to 126.
1 Mark FitzPatrick joined the Board on 1 October 2023. The Other amount includes the
value of buyout awards which vested on 17 May 2024 (4,169 shares at a market price
on vesting of £4.774 per share) and are due to vest in 2025 (87,309 shares at a market
price of £8.3437, the average of the closing share prices for the three months ending
on 31 December 2024). The number of shares include dividend equivalent shares
which will be added on vesting.
2 Caroline Waddington joined the Board on 16 September 2024. The Other
amount relates to a buyout cash award payment as shown on page 99.
3 Craig Gentle stepped down from the Board on 11 October 2024.
4 Andrew Croft stepped down from the Board on 30 November 2023.
5 Dominic Burke stepped down from the Board on 31 January 2024.
6 Simon Fraser joined the Board on 22 April 2024.
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Benefits
Benefits for Executive Directors comprise private healthcare, life and critical illness cover,
permanent health insurance, health screening, travel costs and car allowance until 30 April
2024 when this was consolidated into base salary with a downward adjustment to reflect the
pension contribution that applies to base salary. For Craig Gentle, they also included a location
allowance of £72,000 per annum, which allowed him to work increased amounts of time in SJP’s
London office away from his normal place of work at SJP’s Cirencester office (2023: £72,000).
The amounts shown are generally the taxable amounts.
Benefits for Non-executive Directors are for the reimbursement of taxable travel expenses
grossed up for any tax payable thereon. Non-executive Directors are not paid a pension and
do not participate in any of the Company’s variable incentive schemes.
Pension allowance
Consistent with the pension contributions provided to the wider workforce, all Executive
Directors appointed after the 2018 AGM receive a pension allowance of 10% of salary on joining,
increasing to 12.5% after five years and 15% after ten years of service. The pension allowances
for Executive Directors appointed prior to the 2018 AGM were reduced to 15% of base salary on
1 January 2023. None of the Executive Directors participate in defined benefit pension schemes.
Annual bonus
As explained on page 120, half of the annual bonus is paid in cash, and the other half in the
form of a conditional award of the Company’s shares. Release of the shares is subject to the
participant’s continued employment. Deferred shares are subject to forfeiture for three years
under the terms of the Deferred Bonus Plan (DBP).
Long-term incentives
The value of the long-term incentives is the value of shares vesting from the award where the
performance period ends in the year, together with the value of dividend equivalents that have
been added in the form of shares, during the three-year performance period, to the vested
shares. The long-term incentive values for 2024 are zero for all Executive Directors. For Andrew
Croft and Craig Gentle, this is due to the performance conditions not being met for the PSP
award granted on 25 March 2022. These awards will lapse in full and no shares will vest. The
long-term incentive values for 2023 are zero for all Executive Directors. For Andrew Croft and
Craig Gentle, this is due to the performance conditions not being met for the PSP award granted
on 25 March 2021.
Other
These amounts relate to two elements: (i) income received from the Share Incentive Plan and the
Save As You Earn scheme; (ii) vesting of buyout awards for Mark FitzPatrick; and (iii) the payment
of a buyout cash award to Caroline Waddington. For the Share Incentive Plan, the value relates
to the matching shares received (one matching share is awarded for every ten Partnership
shares purchased). For Mark FitzPatrick and Craig Gentle, 39 matching shares were awarded
on 25 March 2024 at £4.5243 per share. For Craig Gentle, 15 matching shares were awarded
on 24 March 2023 at £11.93 per share. Employees making contributions to the Save As You Earn
scheme receive a 20% discount on shares under option. Mark FitzPatrick started a savings
contract in March 2024 with a discount of £1.008 per share for 2,748 shares under option. Mark will
be eligible to received a tax-free bonus of 1.1. times his monthly savings amount on the maturity
of the Save As You Earn scheme. None of the Directors started a savings contract in 2023.
For Mark FitzPatrick, 4,101 shares vested in May 2024 from his buyout awards and a further 85,171
shares are due to vest in April and May 2025 based on SJP’s TSR performance in 2024. The buyout
awards accrue dividend equivalent shares in the period from the grant date to the date of
exercise. 68 dividend equivalent shares were added on vesting to the shares which vested
in May 2024 and 2,138 dividend equivalent shares have accrued on the shares which are due
to vest in April and May 2025. The shares which vested in May 2024 have been valued using a
share price of £4.774, the closing share price on 17 May 2024. The shares which are due to vest in
April and May 2025 have been valued using a share price of £8.3437, the average of the closing
share prices for the three months ending on 31 December 2024.
The buyout awards replaced part of the Prudential awards that Mark forfeited on leaving.
The vesting level of the award which vested on 17 May 2024 was 27.58%. This was based on the
same performance conditions that applied to the Prudential LTIP 2021 award. The awards which
are due to vest in April and May 2025 will vest in full. The vesting level for these awards has been
determined by the Company’s relative total shareholder return against the companies comprising
the FTSE 51 - 150 (excluding investment trusts and those companies in the FTSE Oil and Gas and
FTSE Mining sectors) during the period from 1 January 2024 to 31 December 2024. The Company
was ranked above the upper quartile (16th out of 80 companies). Therefore, 100% of the shares
will vest.
Caroline Waddington received a buyout cash award payment of £76,877 to compensate her
for a portion of Upfront Cash Awards clawed back by UBS due to cessation of employment and
the income tax and National Insurance contributions due on the payment.
Subsidiary board fees
Emma Griffin received a fee of £62,500 as a Non-executive Director of St. James’s Place Unit
Trust Group Limited during 2024.
Dominic Burke, Simon Fraser, Rosemary Hilary and John Hitchins received the following fees as
Non-executive Directors of St. James’s Place UK plc during 2024; £5,208 for Dominic Burke until
he stepped down from 31 January 2024; £43,229 for Simon Fraser from when he was appointed
on 22 April 2024; £62,500 for Rosemary Hilary; and £62,500 for John Hitchins.
John Hitchins received a fee of £2,352 as a Non-executive Director of St. James’s Place Wealth
Management plc from when he was appointed on 18 December 2024. The payment of this fee
was made in January 2025.
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Payment for loss of office (audited)
As detailed in last years’ Report, it was announced on 13 September 2023 that Andrew Croft would
step down from the Board on 30 November 2023. Andrew undertook a period of ‘gardening leave’
from 1 December 2023 to 13 September 2024 when he ceased to be an employee, and during
that time he continued to receive his base salary and contractual benefits, for the period he
continued to be an employee, that he was entitled to under the terms of his Service Contract
in respect of the balance of his notice period during which he was on gardening leave. During
2024, Andrew received a base salary of £448,973, pension payments of £71,729 and benefits
totalling £77,129. Andrew was eligible for an annual bonus award for the financial year ending
31 December 2023, pro-rated for the period he was a member of the Board of the Company.
The Committee determined that the bonus award in respect of 2023 was zero. He was not
eligible for annual bonus in respect of the financial year ending 31 December 2024.
Andrew was treated as a good leaver in respect of his outstanding awards under the DBP and
the PSP, and accordingly the unvested awards under these plans are due to vest on the normal
vesting dates. PSP awards are and will be subject to the achievement of performance conditions
and pro-rating in respect of his period of employment. He did not receive a PSP award in 2024.
PSP awards are and will continue to be subject to post-vesting holding periods in accordance
with the rules of the PSP.
Andrew’s unvested Company Share Option Plan (CSOP) awards will vest on the normal vesting
dates, subject to the achievement of performance conditions and pro-rating in respect of his
period of employment. He did not receive a CSOP award in 2024 and CSOP awards will continue
to be subject to post-vesting holding periods in accordance with the rules of the CSOP.
Malus and clawback provisions apply to any awards or payments made to Andrew under any
of the above award and share plans. Andrew has retained his shares held in the Share Incentive
Plan (SIP) in accordance with the plan rules.
In line with the Policy, Andrew is required to maintain a shareholding equivalent to 300% of
his base salary from the date he stepped down from the Board for two years post cessation.
Andrew will receive no additional compensation or payment for the termination of his service
contract or his ceasing to be a director of the Company or any other Group Company or any
other Group Company, except for the Company paying legal fees up to £25,000 plus VAT.
2.1.2 Remuneration arrangements for change of Chief Financial Officer
(audited)
Leaving arrangements for Craig Gentle
As we announced on 13 June 2024, Craig Gentle retired from the position of Chief
Financial Officer on 16 September 2024 and stood down from the Board on 11 October 2024.
Craig will leave through retirement on 12 June 2025, the end of his contractual notice period.
From 11 October 2024 to the end of the year, Craig continued to receive his base salary and
contractual benefits at a rate consistent with the table in 2.1.1. Payments and remuneration
arrangements relating to loss of office are set out below.
Craig will remain employed by the Group on ‘gardening leave’ until his contractual notice period
ends on 12 June 2025 and he will continue to receive his base salary and contractual benefits
during that period in accordance with his service agreement and the Company’s Directors’
Remuneration Policy. Craig is eligible for an annual bonus award for the financial year ending
31 December 2024, pro-rated for the period he was a member of the Board of the Company and
subject to the achievement of performance conditions. To the extent that any annual bonus
award is made, 50% of it will be deferred for three years and invested in the Company’s shares
under the terms of the DBP. He will not be eligible for an annual bonus award in respect of the
financial year ending 31 December 2025.
The Committee exercised discretion to allow Craig to retain his outstanding awards under the
DBP and the PSP (subject to time pro-rating) and the awards under these plans will vest on the
normal vesting dates. PSP awards will be subject to the achievement of performance conditions,
and pro-rating in respect of his period of employment. He will not receive a PSP award in 2025.
PSP awards will continue to be subject to the post-vesting holding periods in accordance with
the rules of the PSP. Craig’s unvested CSOP awards will vest on the normal vesting dates, subject
to the achievement of performance conditions and pro-rating in respect of his period of
employment. He will not receive a CSOP award in 2025 and CSOP awards will continue to
be subject to post-vesting holding periods in accordance with the rules of the CSOP.
Malus and clawback provisions will apply to any awards or payments made to Craig under
any of the above award and share plans.
Shares held in the Share Incentive Plan (SIP) will be released to Craig on leaving in accordance
with the rules of the SIP. In line with the Directors’ Remuneration Policy, Craig will be required to
maintain a shareholding equivalent to 200% of his base salary from the date he retired from
the Board (or the actual shareholding held at cessation, if the value is lower) for two years
post cessation.
Craig will receive no additional compensation or payment for the termination of his service
contract or his ceasing to be a director of the Company or any other Group Company or any
other Group Company, except for the Company paying legal fees up to £25,000 plus VAT.
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Joining arrangements for Caroline Waddington
Caroline Waddington was appointed Chief Financial Officer and was appointed to the Board
on 16 September 2024. She receives a base salary of £625,000. Caroline’s pension level is 10%
of base salary, in line with other new joiners to the Company. Her maximum annual bonus is set
at 175% of base salary for 2025, and her maximum PSP grant is 200% of base salary, both below
the maximum level in the approved Policy. To compensate Caroline for the forfeiture of her UBS
annual bonus for 2024, Caroline will receive an annual bonus for 2024 based on a full year’s
service. Caroline also received buyout cash awards with a value of £527,989 and buyout share
awards with a value of £735,235 to replace the awards she held at UBS and that were forfeited
on cessation of employment.
The buyout cash awards consist of the following: a payment of £76,877 to compensate
Caroline for a portion of Upfront Cash Awards clawed back by UBS due to cessation of
employment; conditional cash awards of £138,000 (50% vesting in March 2026 and 50% in
March 2027) and £85,000 (20% vesting annually between August 2026 and August 2030);
and a performance cash award of £228,112 (20% vesting in March 2031 and 80% in March 2032).
The vesting of the performance cash award will be subject to St. James’s Place plc and, if
applicable, its subsidiary companies maintaining the levels of solvency and capital adequacy
required by regulation, and operating within any applicable external banking covenants,
in each case as determined by the Committee as determined by the Committee, during
a performance period ending on 1 March 2029.
The details of the buyout share awards are listed in the “Buyout awards outstanding” table in
section 2.1.5 of this report. A total of 103,140 shares under option were granted on 10 December
2024 (38,737 condition options and 64,403 performance options). These options will vest in
various tranches as outlined in section 2.1.5. The vesting of conditional options is subject to
continued employment. The vesting conditions for performance options vary depending on
the performance period end date of the original awards which were forfeited and the type of
performance conditions which applied to the forfeited award. For tranches of options with
original performance periods ending on or before 31 December 2025 (22,664 performance
options in total), the vesting level will be determined by the vesting level for the original award
as disclosed in the UBS annual report for the relevant financial year. The vesting of 38,458
performance options is subject to the SJP PSP 2024 performance conditions outlined in
“Granting of PSP awards in 2024” in section 2.1.4 of this report. The vesting of 3,281 performance
options will be subject to St. James’s Place plc and, if applicable, its subsidiary companies
maintaining the levels of solvency and capital adequacy required by regulation, and operating
within any applicable external banking covenants, in each case as determined by the
Committee, during the relevant performance periods ending on or after 31 December 2026.
These replacement awards vest in line with the vesting dates of the awards Caroline forfeited.
Where applicable, vested option will be subject to the same post-vesting holding periods as
the forfeited award. Dividend equivalent shares will be added to vested options where dividend
equivalents were earned on the forfeited award. The replacement awards are subject to the
St. James’s Place plc Malus and Clawback Policy and the malus and clawback terms which
applied to the forfeited award.
2.1.3 Summary of total annual bonus for 2024 performance (audited)
Bonus scorecard
The performance conditions (both financial and non-financial targets) and weightings which applied to the annual bonus were as follows:
Measure
Weighting
(percentage
of salary)
1,3
Weighting
(percentage
of salary)
2
Weighting
(percentage
of maximum)
Threshold
(20% payable)
Maximum
value
(100% payable) Actual
Mark FitzPatrick
1
Caroline Waddington
2
Craig Gentle
3
Payout
(percentage
of salary)
Payout
(percentage
of maximum
total bonus)
Payout
(percentage
of salary)
Payout
(percentage
of maximum
total bonus)
Payout
(percentage
of salary)
Payout
(percentage
of maximum
total bonus)
Underlying cash result 24.0% 21.0% 12.0% £335.0m £385.0m £447.2m 24.0% 12.0% 21.0% 12.0% 24.0% 12.0%
Net funds under
management flows 48.0% 42.0% 24.0% £1.0bn £3.0bn £4.3bn 48.0% 24.0% 42.0% 24.0% 48.0% 24.0%
Annual growth in
controllable expenses 48.0% 42.0% 24.0% £396.3m £388.9m £388.9m 48.0% 24.0% 42.0% 24.0% 48.0% 24.0%
Strategic objectives 40.0% 35.0% 20.0%
Assessment by the Committee of the
performance of the Executive Directors
32.8% 16.4% 23.7% 13.5% 22.0% 11.0%
Individual objectives 40.0% 35.0% 20.0% 40.0% 20.0% 28.0% 16.0% 32.0% 16.0%
Total calculated payout 192.8% 96.4% 156.7% 89.5% 174.0% 87.0%
1 The weighting and payout for Mark FitzPatrick is based on a maximum bonus opportunity of 200% of base salary.
2 The weighting and payout for Caroline Waddington is based on a maximum bonus opportunity of 175% of base salary.
3 The weighting and payout for Craig Gentle is based on a maximum bonus opportunity of 200% of base salary earned up to the date he stepped down from the Board..
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Annual bonus for 2024
The maximum bonus opportunity for Mark FitzPatrick and Craig Gentle increased to 200%
of salary for 2024 following approval of the two stage increase in the Policy at the 2023 AGM.
As part of her appointment terms, it was agreed that Caroline Waddington would have a
maximum bonus opportunity of 175% of base salary for 2024, based on a full year’s service of
which 8.5 months related to the buyout of bonus foregone. As shown in the table on page 101,
60% of the annual bonus was determined by a scorecard of financial performance metrics,
20% by strategic objectives and 20% by individual performance objectives.
Financial performance metrics
The scorecard of financial performance metrics were as follows:
Metric Alignment with strategy
Underlying cash result Recognises annual cash profitability, which is an important
driver of dividends and future investment in the business.
Net funds under
management flows
Reflects both new business and client retention and is a driver
of sustained profit growth.
Annual growth in
controllable expenses
Keeping cost growth below the rate of growth in revenues
is a key determinant of profit growth.
As shown in the table on page 101, the maximum targets for all the financial performance
metrics were met and 60% of the maximum bonus will payout based on these measures.
Strategic performance objectives
Mark FitzPatrick and Craig Gentle were set the following strategic performance objectives:
Strategic Performance Objective
Mark FitzPatrick Craig Gentle
Weighting
(percentage
of maximum
bonus)
Payout
(percentage
of maximum
bonus)
Weighting
(percentage
of maximum
bonus)
Payout
(percentage
of maximum
bonus)
Partner Sentiment 7.0% 7.0% N/A N/A
Employee engagement 2.0% 0.6% 5.0% 1.5%
Digital Performance 3.5% 2.1% N/A N/A
Administration Performance 3.5% 3.5% N/A N/A
Risk and control environment 2.0% 1.2% 5.0% 3.0%
Inclusion and Diversity 2.0% 2.0% 5.0% 5.0%
Culture N/A N/A 5.0% 1.5%
Total 20.0% 16.4% 20.0% 11.0%
As Caroline Waddington was appointed on 16 September 2024, the Committee determined that
the strategic objectives element of her bonus would be calculated based on the aggregate of
the strategic objectives outcomes for the members of the Group Executive Committee (GEC)
excluding Mark FitzPatrick. This included the following additional objectives: Client Sentiment;
Investment Performance; and Investment risk and controls. This resulted in a payout of 13.5%
out of 20% of bonus.
The details of the strategic objectives are as follows:
Strategic
Performance Objective Measure/target Outcome
Building community
Partner sentiment
Overall score based on proposition rating criteria in Partner engagement
survey
Achieved in-line with target
Employee
engagement
Employee engagement score based on blended result of key employee
survey questions.
High engagement with employee survey however challenges to sentiment given significant change
in-year (e.g. consultation), key themes to be addressed in 2025. Overall outcome below target
Being easier to do business with
Digital performance
Blended performance against dashboard of adoption and sentiment
measures for key digital tools & initiatives
Improvements across key metrics through year driving achievement close to target
Administration
performance
Improved administration service by delivering reduced average error rate Achieved in-line with target
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Strategic
Performance Objective Measure/target Outcome
Delivering value to advisers and clients through our investment proposition
Investment
performance
Assessment of investment performance across our funds & portfolios Significant outperformance vs peers but underperformance vs challenging market benchmarks led
to outcome close to stretch target
Investment risk
and controls
Qualitative assessment of progress across investment risk and controls
priorities
Achieved in-line with target
Building and protecting our brand and reputation
Risk and control
environment
Quantitative and qualitative blended assessment of our risk and control
environment in-line with our risk appetite
Leadership positively influenced risk culture and continued to drive improvements in risk
management across the business
Client sentiment
Client Satisfaction score measured via annual client survey Achieved in-line with target
Our culture and being a responsible business (ESG)
Inclusion and
diversity
Performance against annual targets for female and minority ethnic
employee and senior representation
Achieved in-line with target with 37.3% female representation in senior management roles,
9.5% minority ethnic representation in our UK employee population and 9.4% minority ethnic
representation in senior management roles
Culture
Culture score based on blended result of key culture indicator questions in
employee engagement survey
High engagement with employee survey however challenges to sentiment given significant change
in-year (e.g. consultation), key themes to be addressed in 2025. Overall outcome below target
Individual performance objectives
Mark FitzPatrick
Mark achieved all of his individual objectives which related to Culture; Regulatory Matters;
Reputation; Strategy and People. For Culture, launching a campaign to set out expectations
of our corporate culture with a view to enhancing a more open and less siloed environment
where people feel more empowered and willing to share views openly. For Regulatory Matters,
continue to create an environment where there is a strong relationship with the regulator
and issues are clearly known, understood and actioned appropriately. For Reputation,
further developing the positive external perception of our stakeholders with a clear approach
of working with the media and partnership across multiple channels. For Strategy, creating
a new strategic plan for 2030 that provides the Board with the confidence to support it and
our people and Partnership the energy to strive towards it. For People, continue to create
a leadership team capable of executing on the strategy, being a role model for our values
and behaviours and that accelerates our growth agenda.
Caroline Waddington
Caroline has made an impressive start, working well with GEC members, her finance team
and leading the restructuring project.
Craig Gentle
Craig delivered on his key objectives – most notably ensuring that financial information
production and dissemination was on time, to quality. The finance function, and Craig, were
instrumental in helping to shape restructuring costs saving and reinvestment windows and
in determining the new dividend policy for the Board to consider. The treasury function and
credit providers were carefully managed and interacted with. Expenditure controls in the UK
were effective.
2.1 How the Remuneration Policy was applied in 2024 continued
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2024 performance against bonus scorecard (including Committee discretion)
The table below sets out performance against financial and non-financial targets under the
bonus scorecard, and the effect of the Committee’s overriding discretion on the final outcome.
The table also shows the portion of the annual bonus awarded in cash and the portion
awarded in deferred shares.
Mark
FitzPatrick
Caroline
Waddington
Craig
Gentle
Financial targets (% of base salary) 120.0% 105.0% 120.0%
Strategic objectives (% of base salary) 32.8% 23.7% 22.0%
Individual objectives (% of base salary) 40.0% 28.0% 32.0%
Committee discretion (% of base salary) 0.0% 0.0% 0.0%
Final bonus outcome (% of base salary) 192.8% 156.7% 174.0%
Maximum opportunity for 2024 (% of base salary) 200% 175% 200%
Final bonus outcome (% of maximum) 96.4% 89.5% 87.0%
Cash amount £830,527 £489,687 £323,343
Deferred amount £830,527 £489,688 £323,344
2.1.4 Long-term incentive awards (audited)
Vesting of Performance Share Plan awards
On 31 December 2024, the awards made on 25 March 2022 under the PSP reached the end
of their three-year performance period. As outlined below, these awards did not meet the
minimum performance hurdles and therefore no shares will vest. The performance conditions
which applied to the 2022 PSP awards, and the actual performance achieved against these
conditions, are set out in the table below:
Performance hurdle
TSR relative to the FTSE 51 to 150
1
Average annual adjusted
EPS growth in excess of RPI
2
Performance required
Percentage of
one third of
award vesting
Performance
required
Percentage of
two thirds of
award vesting
Below threshold Below median 0% Below 5% 0%
Threshold Median 25% 5% 25%
Stretch or above Upper quartile or above 100% 12% or above 100%
Actual achieved
3
71 out of 78 companies 0% 0% 0%
1 FTSE 51 to 150 index excluding investment trusts and companies in the FTSE oil, gas and mining sectors.
2 The EPS performance condition is calculated by reference to the post-tax EEV operating profit (on a fully diluted
per-share basis). This measure excludes the direct impact of stock market fluctuations and changes in economic
assumptions on the final year’s performance.
3 No discretion was exercised by the Committee to override the outcome referred to above.
Granting of PSP awards in 2024
Details of PSP awards (nil-cost options) granted to the Executive Directors in 2024 are set out
in the table below. As discussed in last year’s Remuneration Report, the Committee applied
a downward adjustment to the PSP award for Craig Gentle, reducing it to 215% of base salary
rather than the normal award of 250% of base salary, to take account of the impact of the
significant fall in share price in 2023. As Mark FitzPatrick was new in role, his award was not
subject to downward adjustment.
Director
Type of
award
Basis of
award granted
Average
share price at
date of grant
Number of SJP
shares over
which award
was granted
1, 2
Face value of
award
(£’000)
Percentage of face
value that would
vest at threshold
performance
Mark
FitzPatrick
Nil-cost
option
250% of salary
of £840,000 £4.5243 464,160 £2,099,999 25%
Craig Gentle
3
Nil-cost
option
215% of salary
of £466,612 £4.5243 221,739 £1,003,214 25%
1 The number of shares awarded was calculated based on the average of the mid-market share prices over a period
of three days prior to the date of grant on 25 March 2024, being £4.5243 per share. The face value of the award
figure is calculated by multiplying the number of shares awarded by the average share price figure of £4.5243.
2 PSP awards are structured as nil-cost options and therefore no exercise price is payable on exercise. Dividend
equivalents accrue to the Executive Directors between the date of grant and exercise of the award (up to a
maximum of six years from date of grant) but are released only to the extent that awards vest. Awards in 2024
were based on the achievement of three metrics: (a) TSR performance relative to a composite benchmark of the
FTSE 51 to 150, excluding investment trusts and companies in the oil, gas and mining sectors for one-third of the
award. For the TSR performance metric element, 25% vests at median, with a straight-line relationship to 100%
vesting for upper quartile performance; (b) EPS using EEV adjusted profit for one-third of the award. This is by
reference to the post-tax EEV operating profit (on a fully diluted per-share basis). This metric excludes the direct
impact of stock market fluctuations and changes in economic assumptions on the final year’s performance, for
one-third of the award; and (c) EPS using Cash result profits for one-third of the award. For the EPS performance
metric elements, a threshold and stretch level of performance is set. At threshold, 25% of the relevant element vests,
rising on a straight-line basis to 100% for attainment of levels of performance between threshold (EPS in 2026 using
EEV adjusted profit of 116.06 pence per share and EPS in 2026 using Cash result profits of 45.38 pence per share) and
maximum (EPS in 2026 using EEV adjusted profit of 143.65 pence per share and EPS in 2026 using Cash result profits
of 55.86 pence per share) targets. These awards also have a post-vesting holding period of two years from the
vesting date.
3 Craig Gentle’s award is subject to pro-rating in respect of his period of employment until 12 June 2025.
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2.1.5 Share awards (audited)
The tables below set out details of share awards that have been granted to individuals who were Executive Directors during 2024 and
which had yet to vest or be exercised at some point during the year. With the exception of the buyout awards granted to Mark FitzPatrick
and Caroline Waddington, the performance periods for share awards run for a period of three years, ending on 31 December of the year
immediately preceding the vesting date.
Buyout awards outstanding
Director Date of grant
Market price
at grant (£)
1
Shares
originally
awarded
Face value
(£)
1
Shares
vested Vesting date
Dividend
equivalents
added to
vested
awards
Shares
exercised
including
dividend
equivalents
Shares
lapsed
Remaining
unexercised
at 31 Dec 2024
Mark FitzPatrick 24 Oct 2023 6.4388 14,873 95,764 4,101
2
17 May 2024 102 0 10,772
2
4,203
24 Oct 2023 6.4388 34,513 222,222 – 4 April 2025
3,13
– – – 34,513
24 Oct 2023 6.4388 50,658 326,177 – 27 May 2025
3, 13
– – – 50,658
Caroline
Waddington
10 Dec 2024 7.1280 19,229 137,064 – Various
4, 1 3
– – – 19,229
10 Dec 2024 7.1280 19,229 137,064 – Various
4, 1 3
– – – 19,229
10 Dec 2024 7.1280 314 2,238 – 25 Mar 2025
13
– – – 314
10 Dec 2024 7.1280 1,261 8,988 – Various
5, 13
– – – 1,261
10 Dec 2024 7.1280 2,213 15,774 – Various
6, 13
– – – 2,213
10 Dec 2024 7.1280 2,434 17,350 – Various
7, 13
– – – 2,434
10 Dec 2024 7.1280 1,853 13,208 – Various
8, 1 3
– – – 1,853
10 Dec 2024 7.1280 188 1,340 – 25 Mar 2025
14
– – – 188
10 Dec 2024 7.1280 757 5,396 – Various
5, 14
– – – 757
10 Dec 2024 7.1280 1,328 9,466 – Various
6, 14
– – – 1,328
10 Dec 2024 7.1280 1,461 10,414 – Various
9, 14
– – – 1,461
10 Dec 2024 7.1280 1,327 9,459 – Various
9, 14
– – – 1,327
10 Dec 2024 7.1280 14,588 103,983 – Various
10 , 15
– – – 14,588
10 Dec 2024 7.1280 8,804 62,755 – Various
11 , 13
– – – 8,804
10 Dec 2024 7.1280 4,914 35,027 – Various
9, 13
– – – 4,914
10 Dec 2024 7.1280 19,088 136,059 – Various
10 , 15
– – – 19,088
10 Dec 2024 7.1280 4,152 29,595 – Various
12 , 13
– – – 4,152
1 The face value of the award is calculated by
multiplying the number of shares awarded by
the market price at grant (for awards granted
on 24 October 2023, this was calculated using the
average share price figure over a period of five
days prior to the date of grant and for awards granted
on 10 December 2024, this was calculated using the
average share price figure over a period of five days
prior to 16 September 2024).
2 27.58% of the award vested on 17 May 2024 and 72.42%
of the award lapsed on the same date. The vesting
level was determined by the vesting level of the
Prudential LTIP 2021 award as disclosed in the
Prudential plc Annual Report 2023 and approved
by the Committee. The vested options are available
to exercise until 17 May 2027.
3 The performance period for Mark FitzPatrick’s awards
which vest on 4 April 2025 and 27 May 2025 is from
1 January 2024 to 31 December 2024.
4 The vesting dates and the percentage of the award
due to vest on each date are as follows: 25 March 2027
(26%); 25 March 2028 (26%); 25 March 2029 (26%); and
25 March 2030 (22%).
5 The vesting dates are 25 March 2025 and 25 March
2026. 50% of the award is due to vest on each date.
6 The vesting dates are 25 March 2025; 25 March 2026
and 25 March 2027. One-third of the award is due to
vest on each date.
7 The vesting dates are 25 March 2025; 25 March 2026;
25 March 2027 and 25 March 2028. 25% of the award
is due to vest on each date.
8 The vesting dates and the percentage of the award
due to vest on each date are as follows: 25 March 2025
(4.52%); 25 March 2026 (23.87%); 25 March 2027 (23.87%);
25 March 2028 (23.87%); and 25 March 2029 (23.87%).
9 The vesting dates are 25 March 2025; 25 March 2026;
25 March 2027; 25 March 2028 and 25 March 2029.
20% of the award is due to vest on each date.
10 The vesting dates are 25 March 2026; 25 March 2027;
25 March 2028; 25 March 2029 and 25 March 2030.
20% of the award is due to vest on each date.
11 The vesting dates are 25 March 2028; 25 March 2029
and 25 March 2030. One-third of the award is due to
vest on each date.
12 The vesting dates are 25 March 2026 and 25 March
2027. 50% of the award is due to vest on each date.
13 Vesting subject to performance conditions and
continued employment. Vested awards will be
subject to post-vesting holding periods.
14 Vesting subject to continued employment
(no performance conditions). Vested awards will
not be subject to post-vesting holding periods.
15 Vesting subject to continued employment
(no performance conditions). Vested awards
will be subject to post-vesting holding periods.
16 The awards are in the form of nil-cost options.
The 24 October 2023 awards were granted under
the rules of the Performance Share Plan and are
subject to the performance conditions outlined
in section 2.1.1. Vested awards will be subject to a
two-year holding period from the relevant vesting
date. The 10 December 2024 awards were granted
under the terms of a buyout award deed pursuant
to Listing Rule 9.3.2(2). The share awards were granted
under a Listing Rule 9.3.2(2) arrangement to facilitate
the recruitment of Caroline Waddington as the rules
of the PSP did not permit conditional share awards
without performance conditions to be granted.
Where applicable, post-vesting holding periods
end on the same date as the post-vesting holdings
periods which applied to the original award which
the buyout award relates to.
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Performance Share Plan awards outstanding
Director Date of grant
Market price
at grant (£)
Shares
originally
awarded
Face value
(£)
1
Shares
vested
6
Vesting date
Dividend
equivalents
added to
vested
awards
Shares
exercised
including
dividend
equivalents
5
Shares
lapsed
Remaining
unexercised
at 31 Dec 2024
Mark FitzPatrick 25 Mar 2024
2
4.5243 464,160 2,100,000 – 25 Mar 2027 – – – 464,160
Craig Gentle 25 Mar 2021 12.6700 64,856 821,726 – 25 Mar 2024 – – 64,856
5
–
25 Mar 2022 14.6400 72,992 1,068,238 – 25 Mar 2025
3
– – – 72,992
3 May 2023
4
11.9683 93,719 1,121,657 – 3 May 2026 – – – 93,719
25 Mar 2024
2, 4
4.5243 221,739 1,003,214 – 25 Mar 2027 – – – 221,739
1 The face value of the award is calculated by multiplying the number of shares awarded by the market price at grant (the average share price figure over a period
of three days prior to the date of grant). All awards are in the form of nil-cost options.
2 The performance conditions for the awards granted on 25 March 2024 are outlined in the ‘Granting of PSP awards in 2024’ section on page 104.
3 The three-year performance period for the awards which are due to vest on 25 March 2025 ended on 31 December 2024.
4 Craig Gentle’s awards are subject to pro-rating in respect of his period of employment until 12 June 2025, as detailed on page 93.
5 Lapsed due to the minimum performance conditions not being met.
6 There are no vested but unexercised options.
Company Share Option Plan options outstanding (linked to PSP awards)
Director Date of grant
Option price
(£)
Share options
originally
awarded
Grant value
(£)
1
Share
options
vested Vesting date
Share options
exercised
2
Share
options
lapsed
Remaining
unexercised
at 31 Dec 2024
Mark FitzPatrick 25 Mar 2024 4.5243 13,261 59,997 – 25 Mar 2027 – – 13,261
Craig Gentle 25 Mar 2022 14.635 1,749 25,597 – 25 Mar 2025 – – 1,749
3 May 2023
2
11.9683 2,874 34,397 – 3 May 2026 – – 2,874
1 The grant value of the award is calculated by multiplying the number of shares options awarded by the option price (the average share price figure over a period
of three days prior to the date of grant).
2 Craig Gentle’s 3 May 2023 award is subject to pro-rating in respect of his period of employment until 12 June 2025, as detailed on page 93.
All share options are in the form of tax-advantaged CSOP options which are linked to the PSP award granted on the same date shown in the PSP
awards outstanding table above. The CSOP options are subject to the same performance conditions as the linked PSP award. On the exercise
of vested CSOP options, shares will lapse from the linked PSP award equivalent in value to the gain achieved on the exercise of the CSOP options.
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Deferred Bonus Plan (DBP) – shares held during 2024
The table below sets out details of the awards held by the Executive Directors under the
deferred element of the annual bonus scheme during 2024:
Director
Balance at
1 January
2024
Released in
year
1
Awarded in
year
Balance at
31 December
2024
1
Vesting date
Craig Gentle 23,091 – – 23,091 25 Mar 2025
20,567 – – 20,567 24 Mar 2026
– – 19,188 19,188 25 Mar 2027
1 Outstanding awards at the year-end relate to deferred shares awarded in 2022, 2023 and 2024 which were earned
in 2021, 2022 and 2023 respectively. The share price used to calculate the 2022 award was £12.90 (the average of the
mid-market share prices for 1, 2 and 3 March 2022), for the 2023 award was £11.93 (the average of the mid-market
share prices for 21, 22 and 23 March 2023) and for the 2024 award was £4.5243 (the average of the mid-market share
prices for 20, 21 and 22 March 2024). The face value of the deferred shares awarded in 2024 was £86,812 at the time
of award. The awards are not subject to performance conditions.
2 Deferred share awards are held as Restricted Shares in the Group’s Employee Share Trust until the vesting date.
Further details of the deferred element of the annual bonus scheme are set out on page 120.
Dividends accrue to the Executive Directors during the three-year period that the shares are
subject to forfeiture, and details of these dividends are set out on page 120.
Save As You Earn (SAYE) share option scheme – shares held during 2024
Details of the options held by the Directors in 2024 under the SAYE scheme and any movements
during the year are as follows:
Director
Options
held at
1 January
2024
Granted in
year
Lapsed in
year
1
Exercised
in year
Options
held at
31 December
2024
Exercise
price
Dates from which
exercisable
Mark
FitzPatrick
– 2,748 – – 2,748 £4.05 1 May 2027 to
31 October 2027
Craig Gentle 843 – 843 – – £12.81 1 November 2024
to 30 April 2025
1 Craig Gentle’s SAYE option lapsed on 24 October 2024 following the withdrawal of the amount saved prior to the
maturity date.
At 31 December 2024 the mid-market price for the Company’s shares was £8.68. The range
of prices between 1 January 2024 and 31 December 2024 was between £4.02 and £9.14.
Share Incentive Plan – shares held during 2024
The table below sets out details of the awards held by the Directors under the Share Incentive
Plan during 2024:
Director
Balance at
1 January
2024
Partnership
shares
allocated in
year
1
Matching
shares
allocated in
year
2
Dividend
shares
allocated in
year
3
Balance at
31 December
2024
4
Holding period
(matching shares)
Mark FitzPatrick – 397 39 3 439 25 March 2024 to
25 March 2027
Craig Gentle 188 – – – 188 24 March 2017 to
24 March 2020
192 – – – 192 25 March 2019 to
25 March 2022
156 – – – 156 25 March 2021 to
25 March 2024
165 – – – 165 24 March 2023 to
24 March 2026
– 397 39 – 436 25 March 2024 to
25 March 2027
1 Partnership shares are shares awarded in return for an investment of between £10 and £1,800. Partnership shares
were purchased on behalf of Mark FitzPatrick and Craig Gentle on 25 March 2024 at a price of £4.5243 per share,
in return for £1,800 being deducted from their pre-tax salaries.
2 For every ten Partnership shares acquired, the Company awards one matching share. Matching shares were also
awarded on 25 March 2024 in relation to the Partnership shares mentioned above.
3 Dividend shares were purchased on 24 September 2024 at a price of £7.2574 per share.
4 The Partnership, dividend and matching shares will be held by an employee benefit trust on behalf of the Director.
The matching and dividend shares must be held for a minimum period of three years from the date of the award/
purchase.
Between 1 January 2025 and 26 February 2025, there were no exercises or other dealings in the
Company’s share awards by the Directors.
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2.1.6 Shareholding requirements and Directors’ share interests (audited)
Shareholding requirements
To align the long-term interests of Executive Directors and shareholders Executive Directors are
required to build up a shareholding in Company shares. The Chief Executive Officer is required
to build up a shareholding equivalent to 300% of salary and the Chief Financial Officer is required
to build up a shareholding equivalent to 200% of salary. The table sets out the shareholdings of
the Executive Directors. Mark FitzPatrick’s shareholding will build as his awards have started to
vest from 2024 and Caroline Waddington’s shareholding will build as her awards start to vest
from 2025 onwards. Until the shareholding requirements are met, at least 50% of vested shares
from the PSP and other share awards (less tax liability) will normally be retained by the Executive
Director.
Director
Shares
held at
1 January
2024
Shares
held at
31 December
2024
Percentage of base
salary held in SJP
shares as at
31 December 2024
1
Mark FitzPatrick – 439 0.4%
Craig Gentle
2
141,652 161,276 205%
Caroline Waddington – – 0%
Dominic Burke
3
– –
Simon Fraser – –
Emma Griffin 2,275 2,331
Rosemary Hilary – –
John Hitchins – –
Paul Manduca 27,000 27,000
Lesley-Ann Nash – –
1 Calculated using the mid-market price at 31 December 2024 of £8.68 and the base salary as at 31 December 2024
for Mark FitzPatrick and Caroline Waddington. Calculated using the mid-market price at 11 October 2024 of £7.64
and the base salary as at 11 October 2024 for Craig Gentle. The overall percentage of base salary excludes the value
of shares that would need to be sold to meet the notional tax and employee National Insurance contributions on
DBP awards that remained in their periods of deferral.
2 Craig Gentle stepped down from the Board on 11 October 2024 (see page 93). He is subject to a post-cessation
shareholding requirement which requires him to hold shares equivalent to 200% of his salary as at 11 October 2024
up to the second anniversary of the date he retired from the Board.
3 Dominic Burke retired from the Board on 31 January 2024.
4 The interests of the Executive Directors set out on this page include the gross number of shares held in trust for
the Directors for DBP awards which are subject to a three-year continuous service requirement, details of which
are set out on page 107. The interests of the Executive Directors also include awards under the Share Incentive Plan,
details of which are set out on page 107. They also include shares which are beneficially owned and are subject to
a post-vesting holding period following the exercise of PSP options. Unexercised share options are not included.
5 The Company’s register of Directors’ interests contains full details of Directors’ shareholdings and any share awards
under the Company’s various share schemes.
6 Disclosure of the Directors’ interests in share awards is made on pages 105 to 107 and also in Note 27 – Related party
transactions.
Between 1 January 2025 and 26 February 2025, there were no transactions in the Company’s
shares by the Directors.
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Executive Directors’ shareholdings and outstanding share awards
Beneficially
owned at
31 December
2024
1
Outstanding
PSP awards
(performance
conditions)
2
Outstanding
unvested
buyout awards
(performance
conditions)
3
Outstanding
unvested
buyout awards
(no performance
conditions)
3
Outstanding vested
buyout awards
(unexercised
options)
3
Outstanding
SAYE options
(no performance
conditions)
4
Outstanding
DBP awards
(no performance
conditions)
5
Outstanding
SIP shares
(no performance
conditions)
6
Mark FitzPatrick 439 464,160 85,171 – 4,203 2,748 – 439
Craig Gentle
7
161,276 388,450 – – – – 62,846 1,137
Caroline Waddington – – 64,403 38,737 – – – –
1 Beneficially owned shares include those DBP awards and SIP shares set out in columns 8 and 9 above.
2 Details of the PSP awards are set out on page 106.
3 Details of the buyout awards (including options that are unvested and those that are vested but have not been exercised) are set out on page 105.
4 Details of the SAYE options are set out on page 107.
5 Details of DBP awards are set out on page 107.
6 Details of the SIP shares are set out on page 107.
7 Craig Gentle’s shareholdings and outstanding share awards are as at the date he stepped down from the Board (11 October 2024).
2.1.7 Dilution (unaudited)
Dilution limits agreed by shareholders at the time of shareholder approval of the various
long-term incentive schemes allow for up to 10% of share capital in ten years to be used
for grants to employees and members of the St. James’s Place Partnership under all share
schemes (i.e. both the employee and Partner share schemes), and up to 5% of share capital
in ten years to be used for grants to employees under discretionary schemes. These limits
comply with the Investment Association dilution guidelines on the issue of new shares.
The table to the right sets out, as at 31 December 2024, the number of new ordinary shares in the
Company which have been issued, or are capable of being issued (subject to the satisfaction
of any applicable performance conditions), as a result of options or awards granted under
the various long-term incentive schemes operated by the Company in the ten years prior
to 31 December 2024.
Share scheme
Number of new
ordinary shares of
15 pence each
Percentage of
total issued share
capital as at
31 December
2024
SAYE schemes 5,291,027 0.97%
Executive share schemes 16,245,051 2.99%
Partners’ share schemes 10,840,263 1.99%
Total 32,376,341 5.95%
In addition, as at 31 December 2024, the Group’s Employee Share Trust held 4,209,800 shares in
the Company which were acquired to meet awards made under the PSP, CSOP, DBP, RSP, buyout
awards and SAYE. The number of shares in the Company held in the Share Incentive Plan Trust
as at 31 December 2024 was 666,564.
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2.1.8 Total shareholder return performance and CEO pay over the same
period (unaudited)
The graph to the right shows a comparison of the Company’s TSR performance against the
FTSE All-Share Index over the last ten financial years. The Company considers this to be the most
appropriate comparator index, given the broad nature of the index and the companies within it.
This graph shows the value, by 31 December 2024, of £100 invested in St. James’s Place on
31 December 2014, compared with the value of £100 invested in the FTSE All-Share Index on
the same date. The other points plotted are the values at intervening financial year-ends.
300
200
100
0
Value (£) (rebased)
31/12/14 31/12/15 31/12/16 31/12/17 31/12/18 31/12/19 31/12/20 31/12/21 31/12/22 31/12/23 31/12/24
St. James’s Place FTSE All-Share
The table below shows the total remuneration figure for the Chief Executive Officer over the last ten financial years. The total remuneration figure includes the annual bonus and long-term
incentive awards which vested based on performance in those years (and ending in that year for PSP scheme awards).
Year ending 31 December
David
Bellamy
Andrew
Croft
Mark
FitzPatrick
2015 2016 2017 2018 2019 2020 2021 2022 2023 2023 2024
Total remuneration (£) 3,115,230 2,631,667 2,458,020 1,886,774 1,421,729 812,678 3,141,423 3,115,406 695,545 257,469 3,389,958
Annual bonus (% of maximum) 93.3% 96.67% 96.67% 62% 37.5% 0% 96.7% 77.1% 0% – 96.4%
LTIP vesting (% of maximum) 100% 100% 87.94% 85.3% 62.9% 9% 93.4% 86.4% 0% – –
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2.1.9 Percentage change in remuneration of all Directors and employees (unaudited)
As the Company has no employees, the table below shows the percentage change in the salary/fee,
benefits and annual bonus for each Director against all UK employees of the Group over the last five years.
Remuneration element
Average
employee
(% change)
Executive Directors (% change)
M FitzPatrick
3
C Waddington
3
C Gentle
4
A Croft
4
Salary/fee
1
2024 9.1 310.2 – (16.4) –
2023 7.5 – – 4.8 (4.0)
2022 7.4 – – 3.3 3.3
2021 – – – 5.8 5.8
2020 5.0 – – (2.2) (2.2)
Benefits
2
2024 6.0 13.2 – (33.4) –
2023 8.6 – – 184.7 (5.2)
2022 3.3 – – 1.1 1.1
2021 5.6 – – 1.6 1.7
2020 3.1 – – (6.1) –
Bonus 2024 77.7 100 – 272.4 –
2023 (28.7) – – (64.6) (100)
2022 9.5 – – (17.6) (17.6)
2021 – – – – –
2020 (100) – – (100) (100)
Remuneration
element
Average
employee
(% change)
Non-executive Directors (% change)
5
D Burke
7, 8
S Fraser
7
E Griffin
7, 9
R Hilary
8
J Hitchins
7, 8, 9
P Manduca
7
L-A Nash
7
Salary/fee
1,6
2024 9.1 (88.5) – 36.5 28.4 40.2 6.7 18.6
2023 7.5 593.6 – 12.3 3.4 16.7 – 0.9
2022 7.4 – – 18.6 20.6 765.1 22.6 31.1
2021 – – – 18.1 34.3 – – 71.4
2020 5.0 – – – 686.2 – – –
Benefits
2
2024 6.0 – – (25.9) 75.5 (100) 205.9 755.2
2023 8.6 – – 61.3 100 100 (39.8) 32.9
2022 3.3 – – 239.0 (100) – 2,572.6 (94.6)
2021 5.6 – – 62.9 (58.5) – – –
2020 – – – – – – – –
Bonus 2024 77.7 – – – – – – –
2023 (28.7) – – – – – – –
2022 9.5 – – – – – – –
2021 – – – – – – – –
2020 (100) – – – – – – –
1 The change in the salary for average employees is higher in 2022, 2023 and 2024 than the average salary increase of the workforce referred to in the Chair’s annual statements in prior years due to salary increases in respect of promotions
and role changes being taken into account. Additionally, the consolidation of car allowance into base salaries contributed to the salary increases in 2024.
2 See the Benefits note on page 99 for further details on the benefits for Directors.
3 Mark FitzPatrick was appointed to the Board on 1 October 2023 and as Chief Executive Officer on 1 December 2023 and Caroline Waddington was appointed to the Board and as Chief Financial Officer on 16 September 2024.
4 Craig Gentle stepped down from the Board on 11 October 2024 and Andrew Croft stepped down from the Board on 30 November 2023.
5 The fees for Non-executive Directors for 2022 were split into a base fee and a separate committee membership fee. The total for these two elements resulted in an increase of 1.6% for 2022.
6 The Directors in office at the time each agreed to a 20% reduction of base salaries/fees for May, June and July 2020. The reduction is reflected in the changes for 2021.
7 Emma Griffin and Lesley-Ann Nash were appointed during 2020. Paul Manduca and John Hitchins were appointed in 2021, Dominic Burke was appointed in 2022 and Simon Fraser was appointed in 2024. John Hitchins was appointed to the
Board of St. James’s Place UK plc during 2022, Emma Griffin stepped down as Chair to the Board of St. James’s Place Unit Trust Group Limited during 2023. John Hitchins joined the Board of St. James’s Place Wealth Management plc in 2024.
Dominic Burke stepped down from the Board on 31 January 2024.
8 The significant increase in a) Rosemary Hilary’s fee in 2020 was due to her not having served a full year in 2019; b) John Hitchins’ fee in 2022 was due to him having not served a full year in 2021; and c) Dominic Burke’s fee in 2023 was due
to him having not served a full year in 2022. The significant decrease in Dominic Burke’s fee in 2024 was due to him not serving a full year in 2024.
9 The increase in Emma Griffin’s and John Hitchins’ fees in 2024 takes account of them serving as Chairs of the Group Remuneration Committee and Group Audit Committee respectively and members of the Group Nomination and
Governance Committee for a full year, having been appointed to the roles part way through 2023. The increase in Lesley-Ann Nash’s fee in 2024 was in part due to her joining the Group Audit Committee during the year. Fees for Directors
serving on Committees (including as chair) and subsidiary boards were also higher in 2024 than in 2023.
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2.1 How the Remuneration Policy was applied in 2024 continued
2.1.10 Relative importance of spend on pay (unaudited)
The following table sets out the percentage change in profit, dividends and overall spend on
pay in the year ending 31 December 2024, compared to the year ending 31 December 2023.
2024 2023
Percentage
change £’Million £’Million
Executive Directors’ remuneration
1
5.7 1.8 227%
IFRS profit after tax
2
398.4 (9.9) N/A
European Embedded Value (EEV) operating profit after
exceptional items before tax
2
1,045.0 (1,891.6) N/A
Dividends 98.1 130.3 (25)%
Share buy-back programme 32.9 – –
Employee remuneration costs 317.8 253.4 25%
1 Calculated on the same basis as the single total figure of remuneration on page 98 for Executive Directors in office
as at 31 December 2024.
2 IFRS profit after tax has been presented to enable comparison between different companies, as it is a measure
defined by International Financial Reporting Standards. EEV operating profit after exceptional items before tax is
an alternative performance measure (for further details see the glossary of alternative performance measures
on pages 215 to 217), which has been presented as it is the financial performance measure upon which bonuses
are based. Further information about these measures is set out in the financial review on pages 19 to 29.
2.1.11 CEO pay ratio (unaudited)
Year Methodology
25th
percentile
pay ratio
Median pay
ratio
75th
percentile
pay ratio
2024 Option C 73:1 53:1 36:1
2023 Option C 19:1 13:1 7:1
2022 Option C 75:1 54:1 30:1
2021 Option C 93:1 60:1 33:1
2021 Option A 87:1 56:1 31:1
2020 Option A 25:1 16:1 10:1
2019 Option A 45:1 28:1 17:1
CEO pay
25th
percentile
pay
50th
percentile
pay
75th
percentile
pay
£ £ £ £
Salary 861,455 33,208 47,167 68,917
Total pay 3,389,958 46,597 63,671 94,654
For 2024, we have continued to calculate the CEO pay ratio using Option C, as it allows us to
use our existing gender pay gap information supplemented with other pay data from our Group
companies. To calculate the ratio in accordance with the regulations we ranked all our UK
employees by their annualised full-time equivalent salary as at 31 December 2024. From this we
identified three employees at the 25th, 50th and 75th percentiles. We then calculated the total
remuneration figure for each of the three employees throughout 2024, in line with the same
reporting regulations that apply to our Executive Directors, which is then used to calculate the
ratio to the Chief Executive Officer’s remuneration. We believe the three identified employees
are representative of the 25th, 50th and 75th percentiles.
In 2023, the Chief Executive Officer (Andrew Croft) did not receive an annual bonus and no
share awards vested which meant the ratios were lower than the previous year. Mark FitzPatrick
was appointed as Chief Executive Officer on 1 December 2023. He was not eligible for an annual
bonus for 2023. For 2024, Mark is receiving an annual bonus. In addition, share buyout awards
vested in 2024 and are due to vest in 2025 and their values have been included in his total pay
calculation for 2024. As a larger proportion of the Chief Executive Officer’s total remuneration
was delivered through variable pay schemes, the pay outs in 2024 were strong, in line with his
and the Company’s performance. Variable pay made up a much smaller proportion of the
total pay for the three employees identified at the 25th, 50th and 75th percentiles which has
contributed to the ratios having increased compared to the previous year.
The median pay ratio has been broadly consistent from 2021 to 2024 with an exception in 2023
where variable pay was not paid for the Chief Executive Officer. The median ratio is consistent
with our pay, reward and progression policies for employees which relate pay levels to
performance and market benchmarks.
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2.2 Remuneration Committee (unaudited)
2.2.1 Role, activities and performance of the Committee
The Committee’s primary purpose is to ensure that there is a clear link between reward
and performance and that the Policy structure and levels of remuneration for both Executive
Directors and Material Risk Takers (identified in accordance with relevant PRA and FCA
requirements) are appropriate. In particular, the Committee reviews the list of those employees
who are considered to be Material Risk Takers and monitors compliance with the Group’s
remuneration policies, as they apply to that population. When determining the appropriateness
of remuneration, the Committee pays particular attention to the remuneration paid to the
wider workforce (such as Director pay ratios, relative importance of spend and levels of
salary increase) and the overall competitiveness of packages when compared to peers.
The key responsibilities of the Committee are set out in its terms of reference, which can
be found at sjp.co.uk/corporate-governance.
The Committee’s key areas of activity during the year included:
Topic Summary of activity Find out more
Annual bonus
objectives and
new awards
The Committee considered and set the strategic
and individual performance objectives for 2025
and agreed the bonus outcomes from 2024.
pages
101 to 103
LTIP awards
and vestings
The Committee determined the grants and
performance conditions for LTIP awards to be made
to Directors, senior management and Material Risk
Takers. The Committee also considered whether
there were any circumstances which warranted the
application of malus or clawback provisions, or the
exercise of discretion permitted under scheme rules.
page 104
Assessing risk
The Committee assessed the alignment of the
Group’s remuneration policies with risk appetite and
regulatory requirements. Assurance was sought from
the Chief Risk Officer and relevant management from
across the business, that the remuneration outcomes
were in line with the policies and were appropriate.
Topic Summary of activity Find out more
Financial services
regulation
The Group’s remuneration policies and practices are
required to meet regulatory requirements that apply
to certain Group subsidiaries. In addition, industry
best practice drives the expectations of a range
of stakeholders, including our regulators. During
the year, the Committee considered adherence
to existing requirements and the implications of
the Investment Firms Prudential Regulations (IFPRs).
The Committee has also considered the approach
to remuneration for individuals in control functions
and is responsible for setting the methodology for
determining Material Risk Takers and for agreeing
the list of Material Risk Takers.
Remuneration
advisers
The Committee carried out an annual review of
the Committee’s advisers, Alvarez and Marsal (A&M),
and confirmed that the Committee continued to be
satisfied with the support and advice provided and
that there were no circumstances existing which
would compromise A&M’s independence.
page 114
Regulatory
developments
and feedback
from investors
Regular updates were received from the Company
Secretary and the Committee’s remuneration
advisers on regulatory developments, investor
guidelines and feedback from investor meetings.
These were taken into account by the Committee
when determining remuneration outcomes and
the application of the Policy for 2024.
Remuneration
Policy and
shareholder
engagement
The Committee reviewed, consulted with
shareholders and agreed on changes proposed to
the Director’s Remuneration Policy for approval by
shareholders at the Annual General Meeting in 2025.
pages 92
and 118
Governance and
other matters
The Committee reviewed the Gender and Ethnicity
Pay Gap report, its own terms of reference and the
Chair’s fee, and carried out an annual review of the
remuneration adviser as detailed above.
The Committee’s effectiveness was reviewed by the Board as part of its overall assessment of
its effectiveness (see page 71) and the Board remains satisfied that, as a whole, the Committee
has the experience and qualifications necessary.
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2.2 Remuneration Committee (unaudited) continued
2.2.2 Committee membership and attendance in 2024
This is set out on page 67. No Director was present when their own remuneration was
considered or agreed.
2.2.3 Advisers to the Committee
The Committee carried out a formal tender process in 2021 and appointed A&M as advisers
to the Committee. A&M are signatories to the Remuneration Consultants’ Code of Conduct,
which requires their advice to be impartial, and they have confirmed their compliance with
the Code to the Committee. A&M provided advice in relation to general remuneration matters
and on proposed changes to the Policy. A&M did not provide any other services to the Company.
Following an annual review, the Committee is satisfied that A&M have no connection with the
Company or individual Directors which might compromise their independence or objectivity.
The total fees paid to A&M for the advice provided to the Committee during the year was
£236,527. Fees are charged on a ‘time spent’ basis.
2.2.4 Voting at annual general meetings
The votes cast at the 2024 Annual General Meeting in respect of the resolution on the Directors’
Remuneration report is summarised below.
2024 Directors’
Remuneration
report vote
Percentage
of votes
cast
2023 Directors’
Remuneration
Policy vote
Percentage
of votes
cast
Votes for 409,172,609 93.58% 421,579,842 97.35%
Votes against 28,082,529 6.42% 11,475,885 2.65%
Total votes cast 437,255,138 433,055,727
Total votes withheld 567,169 54,287
2.3 Implementation of the Remuneration Policy in 2025
(unaudited)
2.3.1 2025 salaries
The base salaries of the Executive Directors were reviewed in 2024. The salaries as at 1 May 2024
(post-car allowance consolidation) and from 1 March 2025 are as shown below. These percentage
increases are below the average increase levels for other employees of the Company.
Executive Director
Salary from
March 2024
Salary from
1 May 2024
Salary from
March 2025
Percentage
increase £ £ £
Mark FitzPatrick 840,000 872,182
1
900,527 3.25%
Caroline Waddington – 625,000
2
625,000 0%
1 Mark FitzPatrick’s car allowance was consolidated into base salary, in line with other employees and GEC members,
effective 1 May 2024. The amount added to base salary was adjusted downward to take account of the 10% pension
contribution that applies to salary. This ensured that his fixed pay was unchanged.
2 Caroline Waddington’s salary is from the date of her appointment on 16 September 2024.
2.3.2 Annual bonus for 2025
60% of the annual bonus will be determined by a scorecard of financial performance metrics,
20% by strategic objectives and 20% by individual performance objectives. Malus and clawback
provisions apply to both the cash and deferred elements of the bonus.
Financial objectives
The scorecard of financial performance metrics is intended to:
provide a rounded and balanced view of financial performance
include targets that management can directly influence
include a target relating to future growth
recognise current year profitability.
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2.3 Implementation of the Remuneration Policy in 2025
(unaudited)
continued
Metrics
Weighting (% of base
salary – total 120%) Alignment with strategy
Underlying
cash result
24% Recognises annual cash profitability, which is an important
driver of dividends and future investment in the business.
Net funds under
management flows
48% Reflects both new business and client retention, and is
a driver of sustained profit growth.
Annual growth in
controllable expenses
24% Keeping cost growth below the rate of growth in revenues
is a key determinant of profit growth.
Cost and efficiency
programmes savings
24% This is to ensure that the savings under the programme
are delivered.
Annual bonus performance targets for the 2025 metrics set out here will be disclosed in the
Directors’ Remuneration report for 2025, as disclosing them in the report for 2024 could have
commercial disadvantages for the Company.
Strategic and individual performance objectives
For 2025, the Committee has set the Executive Directors strategic and individual performance
objectives which will each have a weighting of 20% of maximum (40% of base salary). The
strategic objectives align to the refreshed strategic outcomes and KPIs underpinning our
annual business plan. Each outcome is equally weighted and is made up of objectives which
will be scored against a set of defined KPI metrics to determine the outcome. Set out below
are details of the measures for the strategic objectives. Underlying the targets set out above
are a range of standards which are expected to be adhered to, i.e. culture, exclusivity, risk and
regulatory and SMCR obligations. The individual performance objectives include a range of
objectives which are designed to support the achievement of certain strategic outcomes.
Strategic outcomes (scorecard weighting – % of base salary – total 20%)
Brilliant basics
Operations
Differentiated client proposition
Investment performance
Client satisfaction
Leading adviser offering
Adviser advocacy
Adviser quality
Performance focused organisation
Employee engagement and culture
2.3.3 Performance Share Plan awards for 2025
The Policy sets the maximum award capacity at 250% of base salary. In 2025, the Chief
Executive Officer will receive a PSP award of 250% of salary (2024: 250%) and the Chief Financial
Officer will receive a PSP award of 200% of salary (2024: n/a). These awards will be subject to a
relative TSR performance condition for one-third of the award; EPS in 2027 using Cash result
profits for one-third and EPS in 2027 using EEV adjusted profits for the final third, as follows:
Performance level hurdle
TSR relative to
FTSE 51 to 150
1
EPS in 2027 using
Cash result profits
2
EPS in 2027 using
EEV adjusted profit
3
Performance
required
Percentage
of one-third
of award
vesting
Performance
required
(pence per
share)
Percentage
of one-third
of award
vesting
Performance
required
(pence per
share)
Percentage
of one-third
of award
vesting
Below threshold Below
median
0% below 71.62 0% below
174.92
0%
Threshold Median 25% 71.62 25% 174.92 25%
Stretch or above Upper
quartile
or above 100% 85.68 100% 214.64 100%
1 FTSE 51 to 150, excluding investment trusts and companies in the FTSE oil, gas and mining sectors.
2 One-third of the award is based on EPS in 2027 using Cash result profits.
3 One-third of the award is based on EPS in 2027 using EEV adjusted profit. This is by reference to the post-tax
EEV operating profit (on a fully diluted per-share basis). This metric excludes the direct impact of stock market
fluctuations and changes in economic assumptions on the final year’s performance.
4 Straight-line vesting occurs between threshold and maximum vesting.
5 Awards are subject to a three-year performance period. Vested shares cannot normally be sold for a further
two years other than to the extent necessary to settle tax on vesting or exercise.
6 Malus and clawback provisions apply.
2.3.4 Shareholding requirement
The Chief Executive Officer is required to build and maintain a shareholding equivalent to
300% of salary in the Company’s shares. For the other Executive Directors, the shareholding
requirement is 200% of salary.
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2.3.5 Duration of contracts
The details of existing Executive Directors’ service contracts are summarised in the table below:
Executive Director
Date of service
agreement
Notice period from
Company
Notice period from
Executive Director
Mark FitzPatrick 1 October 2023 12 months 12 months
Caroline Waddington 16 September 2024 12 months 12 months
Executive Directors’ service contracts do not have fixed end dates. The Board of the Company
is proposing that each of the Executive Directors be elected or re-elected at the Company’s
forthcoming AGM.
2.3.6 Fees for the Board Chair and Non-executive Directors for 2025
The fees for the Board Chair and Non-executive Directors for 2024 and 2025 are as set out
to the right. SJP aims to provide competitive recognition and reward for all employees that
reflects the nature of individual roles and enables us to attract and retain the best talent.
Similarly, providing adequate compensation to all Board members is essential if the Board
is to be able to recruit and retain high-calibre Directors and maintain effective succession
plans for all Board roles. The fees paid to Non-executive Directors are set in line with individual
responsibilities, which the Board believes will ensure that the fees paid better reflect their
differing responsibilities and time commitments and will also recognise the impact on specific
Committees and roles of increased complexity, workload, regulatory responsibilities and the
size of the Group.
The Board (excluding the Non-executive Directors) reviewed the base fees for the Non-executive
Directors, Senior Independent Director and Designated Non-executive Director for Workforce
Engagement during the year and concluded that, in some cases, changes were required for
2025 in order to reflect the increased responsibility and commitments for those roles and to
ensure the fees remained competitive with comparable roles elsewhere. The Board therefore
agreed that the following increases should be made, commencing on 1 January 2025. The fees
for Committee Chairs increased to £31,000 (2024: £30,000) and for Committee members (other
than Committee Chairs) increased to £14,500 (2024: £14,000). These fees do not apply to the
Chair or members of the Nomination and Governance Committee, which increased to £7,500
(2024: £7,000). Alongside the Board’s review of Non-executive Director fees, the Committee also
reviewed the fee for the Chair of the Board and decided that it would be increased to £413,000
(2024: £400,000). When setting the fees paid to our Non-executive Directors and the Chair for
2025, the Board and Remuneration Committee sought to ensure that they were comparable
with those for listed financial services companies of a similar size.
Fees from
1 January to
31 December
2024
Fees from
1 January to
31 December
2025
Percentage
increase
from 2024£ £
Board Chair 400,000 413,000 3.25%
Base fee 77,000 79,000 2.60%
Committee Chair
(excluding Nomination and Governance Committee) 30,000 31,000 3.33%
Audit, Risk and Remuneration Committee member
(per Committee membership) 14,000 14,500 3.57%
Nomination and Governance Committee member 7,000 7,500 7.14%
Senior Independent Director 15,000 16,000 6.67%
Designated Non-executive Director for Workforce
Engagement 15,000 15,000 0.00%
This Remuneration report was approved by the Board of Directors and signed on its behalf by:
Emma Griffin
Chair of the Group Remuneration Committee
26 February 2025
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Section 3 – 2025 Directors’ Remuneration Policy
During the year, the Committee carried out a review of the Directors’ Remuneration Policy
(Policy) in preparation for the proposed new Policy being put to a vote at the AGM on 13 May 2025.
The Committee decided to propose some amendments to the Policy to support the continued
success of the business over the next three years and to incorporate latest developments
in best practice. This section of the Directors’ Remuneration report sets out the new Policy,
which will be submitted for a shareholder vote at the 2025 AGM. The Committee does not intend
to grant Restricted Share awards until 2026, and as set out, these are subject to a maximum
62.5% of base salary. The Committee intends to conduct a further review of the Policy during
2025 in preparation for the normal triennial vote at the AGM in 2026. The Policy can be found
at sjp.co.uk/corporate-governance.
Overview of the Policy
How the Committee sets the Policy
The Committee, on behalf of the Board, draws up and recommends the Policy and determines
the remuneration packages of the Executive Directors of the Company and the Chair of the
Board. In addition, the Committee determines the remuneration of the senior management
team (including the Chief Risk Officer) and any other employees classified as Material Risk
Takers or Identified Staff under relevant financial services regulations. The Committee also
oversees remuneration policy and practice for the wider employee population, including the
operation of any share schemes.
Approach to, and objectives of, the Policy
Our previous Policy was approved by shareholders in the required triennial vote at the 2023 AGM
with 97.35% votes in favour, and operated from 2023 to 2024. The overall approach to remuneration
adopted by St. James’s Place has been in place for many years. The Committee has been more
robust in our implementation of that Policy to ensure that the remuneration outcomes reflect
circumstances.
The Committee carried out a review of the current Policy during 2024, taking into account the
business strategy for the next three years, pay and employment conditions of other employees
in the Group, shareholder feedback received, latest best practice guidance and the 2024
UK Corporate Governance Code. Following the review, the Committee decided to propose
amendments to the Policy to ensure the remuneration arrangements for Executive Directors
continue to be in line with best practice and shareholder expectations, and that the Policy
supports the business strategy. A summary of the proposed amendments to the current Policy
is also provided.
The proposed new Policy is designed to meet the following objectives:
To support the retention of individuals with the experience and skills to drive the
performance of the Company.
To ensure remuneration is transparent and reflects the performance of the Group in the
relevant year and the longer term. Annual bonus and long-term incentive opportunities
are therefore linked to the achievement of demanding performance targets.
To align pay with the strategic objectives of the Company and the interests of our
shareholders, whilst giving due regard to principles of best practice and relevant regulations.
To allow the Committee to apply a broadly consistent approach to Executive Directors and
other executives of the Company.
Considerations when setting the Policy
In setting the Policy for the Executive Directors, the Committee also takes into consideration
a number of factors:
The Committee applies the principles set out in the UK Corporate Governance Code and
also takes into account best practice guidance issued by the major UK institutional investor
bodies, the PRA and FCA (including the provisions of any applicable remuneration codes)
and other relevant organisations.
The Committee has overall responsibility for the remuneration policies and structures for
employees of the Group as a whole and it reviews remuneration policy on a firm-wide basis.
When the Committee determines and reviews the Policy, it considers and compares it
against the pay, policy and employment conditions of the Group to ensure that there is
appropriate alignment.
The Committee considers the external market in which the Group operates and uses
comparator remuneration data from time to time to inform its decisions. However, the
Committee recognises that such data should be used as a guide only (recognising that
data can be volatile and may not be directly relevant) and that there is often a need to
phase in changes over a period of time.
The Committee’s overall policy, having had due regard to the factors above, is that a substantial
proportion of total remuneration should be in the form of variable pay. This is achieved by
setting base pay and benefits around mid-market levels, with annual bonus and long-term
incentive opportunities linked to the achievement of demanding performance targets.
The Policy ensures alignment of the total remuneration paid to the Executive Directors with
the interests of shareholders. Historically, the levels of annual bonus awarded, and long-term
incentives awarded, to the Executives have varied considerably, reflecting the performance
of the Group in the relevant year.
Executive Directors are not involved in the determination of their personal remuneration.
Committee members are not permitted to vote on the implementation of the Non-Executive
Director elements of the Policy that apply to them, in line with the procedures established by
the Board for the management of conflicts of interest (see page 70).
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Overview of the Policy continued
Engagement with shareholders
The Committee engages with, and seeks the views of, its major investors and investor
representative bodies on the Policy. The Committee also engages from time to time with
shareholders when considering important questions about the implementation of the Policy.
Views expressed by shareholders are considered by the Committee as part of any review of
the Policy, or sooner if appropriate. The Committee has consulted with major shareholders
on the proposed amendments to the Policy.
Summary of proposed amendments to the current Policy:
To allow the Committee to make long-term incentive grants to Executive Directors in the form
of Restricted Shares (share awards with a performance underpin, rather than a sliding-scale
performance condition) in lieu of half of the grants of Performance Shares. The maximum
Restricted Share award size will be 50% of the fair value of a Performance Shares award
under the current Policy. This means the maximum grant of Restricted Shares will be 62.5%
with 125% of base salary awarded in Performance Shares. This means the total award under
the new Policy is the equivalent of 250% of base salary in Performance Shares – the same
as the current Policy. The Restricted Share awards will be subject to the same three-year
‘cliff-vesting’ requirement (i.e. award vests after three years rather than in annual tranches)
as the Performance Shares, and the same two-year post-vesting holding period – providing
a total five-year period between grant and the ability to sell the shares (apart from sales
to settle tax on vesting/exercise). Vesting of Restricted Share awards will also be subject
to a robust underpin assessment by the Committee. The Committee will have the right to
cancel or scale back vesting if it considers that there has been significant underperformance
over the vesting period. The underpin assessment by the Committee will be a rounded
appraisal of all aspects of performance, including: financial and return performance such
as Funds Under Management flows, profitability and TSR; client acquisition, retention and
satisfaction; colleague engagement; risk management and regulatory compliance; and
sustainability indicators. Only awards of PSPs will be granted to Executives Directors in 2025.
The Committee has not finalised how it will use Restricted Shares in the future and will do so
at the appropriate time.
To bring the annual bonus deferral into line with the latest IA guidelines. The current Policy
sets the deferral percentage into shares at 50% of the annual bonus award. The proposal
is to maintain this at 50% whilst an Executive Director is below their Director’s Shareholding
Requirement (300% of base salary for the Chief Executive Officer and 200% of base salary
for all other Executive directors), but to allow flexibility for the Committee to set a lower bonus
deferral percentage once the Executive Director’s shareholding has reached and maintained
the required level. This lower deferral percentage would be set at a level to ensure that the
Committee has sufficient ability to apply malus and clawback provisions, and to meet any
regulatory deferral requirements applying to total variable pay. The minimum deferral, after
the achievement of the shareholding requirement, will be 25%.
The reasons for the proposal to grant Restricted Shares are as follows:
Restricted Shares will also help in building Executive Director shareholdings and long-term
alignment with shareholders. Once vested, Restricted Share awards will count (net of tax)
towards the shareholding requirement, together with deferred bonus shares (net of tax)
and owned shares. Restricted Shares will assist the Executive Directors to achieve their
shareholding requirements of 300% of base salary and 200% of base salary respectively.
SJP already grants Restricted Share awards to colleagues below executive level and has
also started granting these awards to non-Board executives in 2024. We have found that
this approach has assisted in retention and recruitment and enhanced the alignment with
shareholders. Extending awards of Restricted Shares to the Executive Directors will permit us
to apply a simpler and more consistent approach across the Executive team.
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Remuneration
Remuneration Policy for Executive Directors
The following table summarises each element of the Policy, explaining how each element operates and links to corporate strategy.
Element Purpose and link to strategy Operation including maximum opportunity Performance metrics
Base salary
To provide the core reward for the role.
Sufficient level to recruit and retain
individuals of the necessary calibre,
taking into account the required skills,
experience, demands and complexity
of the role.
Normally reviewed annually from 1 March, taking into account: role, experience and
performance of the individual; Company performance; external economic conditions;
average changes in broader workforce salary; and periodic benchmarking for each role
against similar UK-listed companies.
Percentage increases will normally be at, or below, the level of percentage increases
for the Company’s wider employee population. Increases may be higher in exceptional
circumstances, such as a change in role, a significant change in responsibility or role size
and/or where salary is substantially out of line with market norms.
Where new appointees have been given a starting salary below mid-market level,
percentage increases above those granted to the wider workforce may be awarded,
subject to individual performance and development in the role.
Whilst there are no performance targets
attached to the payment of base salary,
performance is considered as context in
the annual salary review.
Pension
Helps recruit and retain Executive
Directors.
Provides a discrete element of the
package to contribute to retirement
income.
Provides either defined contributions to a pension scheme or an equivalent cash amount
via non-pensionable allowance if the Executive Director is affected by HMRC limits.
The pension allowances for Executive Directors are aligned to those of the wider workforce,
which is currently an employer contribution of 10% of salary on joining, which increases with
service up to a maximum of 15%.
In response to changes in legislation or similar developments, the Company may amend
the form of an Executive Director’s pension arrangements.
N/A
Other benefits
Operate competitive benefits to
help recruit, retain and support the
wellbeing of employees.
Including but not limited to:
private medical insurance
life cover
critical illness
death-in-service cover
relocation assistance, such as accommodation allowance, where necessary
use of a driver for business purposes.
Executive Directors are eligible to participate in any all-employee share plan (e.g. SIP
and SAYE) operated by the Company, on the same terms as other eligible employees.
The maximum level of participation is subject to limits imposed by HMRC (or a lower
cap set by the Company).
Any reasonable business expenses (including tax thereon) may be reimbursed.
N/A
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Remuneration
Element Purpose and link to strategy Operation including maximum opportunity Performance metrics
Annual bonus
Rewards the achievement of annual
financial and strategic business plan
targets and delivery of key non-
financial objectives.
Deferred element aids retention,
encourages long-term shareholding,
discourages excessive risk-taking and
aligns with shareholders’ interests.
Performance metrics reflect the key
performance drivers of the annual
business plan, achievement of which
will indicate performance in line with
the Group’s strategy.
Commencing in the 2024 financial year, our approach to bonus changed to ensure that we
had greater levels of individual accountability and closer alignment to the business plan and
hence to the experience of shareholders. The financial metrics (comprising 60% of the total
bonus) are common amongst all Executive Directors. The strategic metrics (comprising 20%
of the total bonus) are individually crafted to align with personal responsibilities. The final 20%
of the total bonus is focused on individual targets which are aligned with personal
responsibilities. This approach will continue in 2025.
Maximum opportunity for the Executive Directors is 200% of base salary from 2024.
Caroline Waddington has a maximum bonus potential of 175% of base salary which will,
at the Committee’s discretion, increase to the maximum opportunity of 200%. Her maximum
bonus in 2025 will be 175% of base salary.
Performance below threshold results in zero payment. Payments are on a scale from 20%
to 100% of the maximum opportunity, for performance between threshold and maximum.
Normally, fifty per cent of any bonus payable is paid in cash and the remaining 50% deferred
into SJP shares, the vesting of which is normally subject to a three-year continuous service
requirement but not further performance conditions.
Once an Executive Director has met their Director’s minimum shareholding requirement, the
Committee is able to set a lower bonus deferral percentage. This lower deferral percentage
will be set at a level to ensure that the Committee has sufficient ability to apply malus and
clawback provisions, and to meet any regulatory deferral requirements applying to total
variable pay and will be subject to a minimum of 25% deferral.
Dividends in the form of shares accrue on the deferred shares and are paid to the Executive
Directors during the three-year deferral period.
All bonus payments are at the discretion of the Committee. The Committee has the discretion
to override formulaic bonus outcomes, where necessary, under both financial and non-
financial performance metrics, to take account of overall performance.
The Company’s malus and clawback policy applies. The Committee may apply malus or
clawback in such circumstances as:
misconduct
failure to meet appropriate standards of fitness and propriety
financial misstatement
error or miscalculation in determining a performance outcome or award
material failure of risk management.
Performance measures, targets and
weightings are reviewed annually and
set in line with the annual business plan.
Performance is measured over one year.
At least 60% of the bonus is based on
financial measures, reflecting the key
priorities of the business for the relevant
year. Up to 40% of the annual bonus can
be based on the achievement of key
non-financial objectives set at the start
of the year.
Actual measures and weightings may
change from year to year to reflect the
business priorities at that time.
Details of performance criteria and
targets set for the year under review and
performance against them are provided
in the annual report on remuneration.
Remuneration Policy for Executive Directors continued
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Remuneration
Element Purpose and link to strategy Operation including maximum opportunity Performance metrics
Long-term
incentives
Supports long-term retention.
Focuses the Executive Director on
longer-term corporate performance
and objectives.
Aligns interests to those of shareholders.
Grants of up to 250% of base salary in Performance Shares, or alternatively up to 62.5% of
base salary in Restricted Shares with grants of Performance Shares reducing down to 125% of
base salary. Both Performance Shares and Restricted Shares vest in a single tranche after three
years and are both subject to a two-year post-vesting holding requirement. The Committee
has not finally determined the use of Restricted Shares and will do so at the appropriate time.
Dividend equivalents may accrue, in the form of shares, on awards made between the date
of grant and the end of the two-year post-vesting holding period. These dividend equivalents
will be released only to the extent that awards vest.
The Committee has the discretion to override formulaic vesting outcomes, where necessary,
to take account of overall performance.
The Committee has the discretion, in exceptional circumstances, to grant and/or settle an
award in cash.
The Company’s malus and clawback policy applies. The Committee may apply malus or
clawback in such circumstances as:
misconduct
failure to meet appropriate standards of fitness and propriety
financial misstatement
error or miscalculation in determining a performance outcome or award
material failure of risk management.
Caroline Waddington is currently entitled to receive a grant of up to 200% of base salary.
As with the bonus, this can increase to the maximum of 250% of base salary at the Committee’s
discretion. For 2025, the grant will be 200% of base salary in Performance Shares.
Performance Shares: awards vest to the
extent of achievement of the following
performance metrics (equally weighted)
EPS based on EEV adjusted profits
EPS based on cash result
relative TSR performance
The Committee may choose different
measures and weightings, if it deems
appropriate, taking into account the
strategic objectives of the Company.
For each performance metric a threshold
and stretch level of performance is set.
At threshold, 25% of the relevant element
vests, rising on a straight-line basis to
100% for stretch performance.
Restricted Shares: The Committee
has the ability to cancel or scale back
vesting if there has been significant
underperformance over the vesting
period. The underpin assessment by the
Committee will be a rounded appraisal
of all aspects of performance including:
financial and return performance such
as FUM flows, profitability and TSR; client
acquisition, retention and satisfaction;
colleague engagement; risk management
and regulatory compliance; and
sustainability indicators.
Minimum
shareholding
requirements
To ensure alignment of the long-term
interests of Executive Directors and
shareholders.
Executive Directors are required to build and maintain a minimum shareholding equivalent to
300% of base salary for the Chief Executive Officer and 200% of base salary for other Executive
Directors, to be achieved normally within five years of appointment.
Until the threshold is reached, at least 50% of vested shares from the PSP and other share
awards (less tax liability) should normally be retained.
N/A
Post-cessation
shareholding
requirements
To ensure continued alignment of
the long-term interests of Executive
Directors and shareholders post
cessation.
Executive Directors are required to maintain a shareholding equivalent to the in-employment
shareholding requirement immediately prior to departure (or the actual share and award
holding on departure, if lower) for two years post cessation.
There are appropriate arrangements in place to ensure enforceability.
N/A
Remuneration Policy for Executive Directors continued
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Remuneration
Element Purpose and link to strategy Operation including maximum opportunity Performance metrics
Non-executive
Directors’ fees
To attract high-quality, experienced
Non-executive Directors.
The Chair of the Board is paid an all-inclusive annual fee which is reviewed periodically
by the Committee.
All Non-executive Directors receive a basic annual fee for carrying out their duties, together
with additional fees in respect of Board Committee chairship and, where appropriate,
membership and other responsibilities, with fee levels reviewed periodically by the Board.
They may also be paid additional fees in the event of exceptional levels of additional time
being required. Non-executive Directors who are also members of subsidiary boards of the
Company may receive fees in respect of their duties on the subsidiary boards.
Any reasonable business expenses (including tax thereon if applicable) may be reimbursed.
There is no prescribed maximum individual fee level or annual increase. Reviews take into
account market data for similar non-executive roles in other companies of a similar size,
complexity and/or business to SJP as well as the time commitment of Non-executive
Directors. The policy is to take account of market levels based for similar roles and time
commitments of chairs and non-executives in comparable companies.
Neither the Chair nor the Non-executive
Directors are eligible for any
performance-related remuneration.
Notes to the Policy table
The performance measures and targets that are set for the Executive Directors’ annual bonus
and PSP awards are carefully selected to align with the Company’s strategic and key
performance indicators.
For the annual bonus, financial and strategic measures are reviewed and selected by the
Committee annually. The measures selected and weighting between them may vary annually
depending on the key priorities of the business for the year ahead. Robust and demanding
targets will be set annually taking into account the economic environment, market expectations
and the Company’s budget and business plan for the year ahead. Currently a set of financial
metrics, such as cash profit result, net FUM flows and costs, are used to assess financial
performance as these measures reflect a number of key performance drivers including
new business, retention of funds under management and cost control. The remaining bonus
is determined based on strategic measures set annually on a balanced scorecard basis.
The Company has used a relative TSR measure and EPS growth targets for the PSP for a number
of years in line with the Group’s strategy of delivering profitable growth and superior returns to
its shareholders. The Committee will continue to review the choice of performance measures
and the appropriateness of targets prior to each PSP award being made and will set robust
and stretching measures for any alternative measures used.
For the EPS growth measure, stretching targets will be set annually taking into account the
economic environment, market expectations and the Company’s budget and business plan at
that time. For the comparative TSR measure the Committee’s policy is to set threshold vesting
for median performance rising to full vesting for upper quartile performance. The Committee
may from time to time review the appropriateness of the TSR comparator group.
No performance targets are set for the SAYE and SIP awards as these form part of all-employee
arrangements designed to encourage employees across the Group to purchase shares in the
Company.
Remuneration Policy for Executive Directors continued
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Remuneration Policy for Executive Directors continued
Committee discretion
The Committee will operate the annual bonus plan, DBP, LTIP and all-employee share plans
according to the rules of each respective plan and consistent with normal market practice
and the UK Listing Rules, where relevant. The Committee will retain flexibility in a number of
areas regarding the operation and administration of these plans, including (but not limited to)
the following:
who participates in the plans
when to make awards and payments
how to determine the size of an award, a payment, or when and how much of an award
should vest
how to deal with a change of control or restructuring of the Group
in the case of stated good leaver reasons or otherwise, whether a Director is a good/bad
leaver for incentive plan purposes and whether and what proportion of awards vest at the
time of leaving or at the original vesting date(s) as relevant
how and whether an award may be adjusted in certain circumstances (e.g. for a rights issue,
a corporate restructuring or for special dividends)
whether any adjustment to the LTIP vesting outcome is required, taking account of any
windfall gain due to share price variation at the time of grant or other relevant factors.
The Committee also has the discretion within the Policy to adjust targets and/or set different
measures and alter weightings for the annual bonus plan and the LTIP if events happen that
cause it to determine that the original targets or conditions are no longer appropriate and
the amendment is required so that the targets or conditions achieve their original purpose.
The Committee has the discretion to adjust the application of the minimum shareholding
requirements, in role or post-cessation, to take account of exceptional circumstances.
Any use of exceptional discretion to override formulaic outcomes would, where relevant,
be explained in the Annual Report on Remuneration, as appropriate.
Awards made prior to the effective date
For the avoidance of doubt, in approving the Policy, authority was given to the Company
to honour any commitments entered into with current or former Directors that have been
disclosed to shareholders in previous remuneration reports. This includes all historic awards
that were granted under any current or previous share schemes operated by the Company
but remain outstanding (detailed in the Annual Report on Remuneration) and which will remain
eligible to vest based on their original award terms. Awards made under the Performance Share
Plan in earlier years will continue to be based on the achievement of the metrics previously set
for those awards.
For each performance metric, a threshold and stretch level of performance is set. At threshold,
25% of the relevant element vests, rising on a straight-line basis to 100% for performance
between threshold and maximum targets. Details of payments to former Directors will be
set out in the Annual Report on Remuneration, where required by the relevant regulations,
as they arise.
Approach to remuneration for recruitment and promotions
The Committee aims to set a new Executive Director’s remuneration package in line with the
Policy in place at the time of appointment. The Committee will take into account, in arriving
at a total package and in considering the quantum for each element of the package, the skills
and experience of the candidate, the market rate for a candidate of that experience, and the
importance of securing the best candidate. For new appointments, base salary and total
remuneration may be set initially below normal market rates on the basis that it may be
increased once satisfactory development and performance in role has been demonstrated.
Annual bonus and long-term incentive maximum award sizes will comply with the maximum
opportunity set out in the Policy table (not including any arrangements to replace foregone
remuneration – see below). Participation in the annual bonus plan will normally be pro-rated
for the year of joining and different performance measures may be set from those applying to
the other Directors, if it is appropriate to do so to reflect the individual’s responsibilities and the
point in the year at which they joined the Board. A PSP award or a Restricted Share award can
be made shortly following an appointment (assuming the Company is not in a closed period).
Where it is essential for the purposes of recruitment, such as where a new external recruit
has not had any bonus deferral in their previous role, bonus deferral may be phased in over a
short period. The standard approach will be for deferral to apply as stated in the Policy table.
The Committee may make additional cash and/or share-based awards as it deems
appropriate and, if the circumstances so demand, to take account of foregone remuneration
by an executive on leaving a previous employer. Awards would, where possible, reflect the
nature of awards forfeited in terms of delivery mechanism (cash or shares), time horizons,
attributed expected value and performance conditions. Other payments may be made in
relation to relocation expenses and other incidental expenses as appropriate.
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Remuneration Policy for Executive Directors continued
In the case of an internal appointment, any variable pay element awarded in respect of
the prior role would be allowed to pay out according to its terms and any other ongoing
remuneration obligations existing prior to appointment would continue.
For an overseas appointment, the Committee will have the discretion to offer benefits
and pension provisions which reflect local market practice and relevant legislation.
If appropriate and in exceptional circumstances the Committee may agree, on the recruitment
of a new Executive Director, a notice period of in excess of 12 months but reducing to 12 months
over a specified period.
For the appointment of a new Chair or Non-executive Director, the fee arrangement would be
set in accordance with the approved Policy at that time.
Risk management
Risk is managed within the Policy through the Committee:
Taking into consideration the recommendations contained in any applicable Remuneration
Codes and associated guidance which apply to the Group.
Structuring the annual bonus plan to contain a mix of financial and strategic performance
metrics, where performance conditions are tailored to the business outlook and strategy,
including the management of risk within the business. The Committee also retains the
discretion to reduce the bonus and PSP outturns where appropriate.
Assessing the performance metrics from a risk perspective, with input from the Group Risk
Committee and Chief Risk Officer.
Requiring deferral of 50% of annual bonus payments into the Company’s shares, which
are then deferred for three years.
Requiring Executive Directors to retain shares acquired on vesting of PSP awards granted
for a post-vesting holding period of two years on the shares vesting. During this period
the vested shares cannot normally be sold other than to the extent necessary to settle
tax on vesting or exercise.
Ensuring that the majority of the incentive pay comes in the form of a long-term incentive
plan subject to stretching performance targets measured over multi-year performance
periods, with the performance period for subsequent awards overlapping the previous
award, together with an additional two-year holding period. This ensures that there is
no incentive to maximise performance over a particular period.
Incorporating withholding (malus) and recovery (clawback) provisions into the Company’s
bonus and long-term incentive plans.
Requiring Executive Directors to build and maintain a substantial shareholding in the
Company, and to retain a shareholding for two years post cessation.
Remuneration policy across the Group
The Policy is designed after having regard to the remuneration policy for employees across
the Group as a whole and the Committee aims, where appropriate, for there to be a consistent
approach applied. For instance, the suite of benefits in kind is generally consistent (other than
in relation to quantum) and all employees participate in annual bonus plans. All employees,
including Executive Directors, are offered the opportunity to participate in the Group’s SAYE
Share Option Plan and Share Incentive Plan. Senior managers participate in the long-term
incentive plan.
The Policy is more weighted towards variable pay than for other employees to make a
greater part of their pay conditional on the successful delivery of the strategy, and in line with
shareholder interests. In addition, a higher proportion of senior level remuneration is deferred
than is the case for the workforce as a whole.
The Workforce Engagement Panel is periodically consulted on a range of topics, which include,
amongst other matters, the Directors’ Remuneration Policy and the Company’s approach to
remuneration.
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Remuneration Policy for Executive Directors continued
Remuneration scenarios for Executive Directors
The chart to the right shows how the proportion of each Executive Director’s remuneration
package varies at different levels of performance in accordance with the Policy to be
implemented in 2025 and using the assumptions set out below. A significant proportion
of remuneration is linked to performance, especially at stretch performance levels.
Assumptions
Threshold = fixed pay only (salary, benefits and pension).
Target = fixed pay plus payout of the annual bonus at midway between threshold and
maximum and 50% vesting of PSP awards.
Maximum = fixed pay plus 100% vesting of the annual bonus and PSP awards.
Maximum + 50% share price growth = maximum pay + the impact of an assumed 50% share
price growth on the PSP award.
Salaries used are those applying on 1 March 2025 and taxable benefits are those reported for
the year ending 31 December 2024.
Amounts have been rounded to the nearest £1,000. The assumptions noted for ‘on-target’ PSP
performance in the graph on the right are provided for illustration purposes only. Participation
in all employee plans, dividends payable on PSP awards over the vesting period or on deferred
share bonus awards are not included in the above scenarios and the chart assumes no
increase to the share price.
CEO
100%
31%
20%
16%
34% 35%
36% 45%
29% 55%
£1,002,581
£3,208,874
£5,054,957
£6,180,617
Minimum
Target
Maximum
Maximum + 50%
share price growth
CFO
100%
35%
23%
19%
33% 32%
36% 41%
30% 51%
£699,500
£1,980,750
£3,043,250
£3,668,250
Minimum
Target
Maximum
Maximum + 50%
share price growth
Fixed pay
Annual bonus
LTIP
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Remuneration Policy for Executive Directors continued
Service contracts and loss of office
The Company’s policy is that service contracts may be terminated with 12 months’ notice from
either the Company or from the Executive Director (except in certain exceptional recruitment
situations where a longer notice period from the Company may be set provided it reduces
to a maximum of 12 months with a specified time limit). Service contracts do not contain a fixed
end date.
Under their service contracts the Executive Directors are entitled to salary, pension contributions
and benefits for their notice period (except on termination for events such as gross misconduct
where payment will be for sums earned up to the date of termination with no notice period
only). The Company would seek to ensure that any payment is mitigated by the use of phased
payments and offset against earnings elsewhere in the event that an Executive Director finds
alternative employment during their notice period. There are no contractual provisions in force
other than those set out above that impact any termination payment.
In summary the position on cessation of employment is as follows:
Provision Detailed Terms
Notice Period
12 months by either party
Termination payment
Base salary plus benefits (including pension). An express obligation
on the Executive to mitigate their loss. Payments can be made on a
monthly basis, and reduced or ceased if an Executive is able to secure
alternative employment.
In addition any statutory amounts would be paid as necessary.
Remuneration
entitlements
on cessation
of appointment
A pro-rata bonus may also become payable for the period of active
service along with the vesting of outstanding share awards (in certain
circumstances as described on the right).
Change of control
As on termination and with remuneration entitlements as
described above.
Executive Directors are also subject to the Company’s post-cessation shareholding policy.
When considering the size of any proposed termination payment, the Committee would take
into account a number of factors including the health, length of service and performance of
the relevant Executive, including the duty to mitigate their own loss, with a broad aim to avoid
rewarding poor performance while dealing fairly with cases where the departure is due to other
reasons, for example illness or redundancy.
Any unvested awards held under the PSP and RSP schemes will lapse at cessation of employment,
unless the individual is leaving for certain reasons (defined under the plan such as death, injury,
ill-health, disability, redundancy, retirement, their office or employment being either a company
which ceases to be a Group member or relating to a business or part of a business which is
transferred to a person who is not a Group member, or any other reason the Committee so
decides). In these circumstances, unvested awards will normally vest at the normal vesting
date (unless the Committee decides they should vest at cessation of appointment) subject to
performance conditions being met and normally subject to scaling back in respect of actual
service as a proportion of the total performance period (unless the Committee decides that
scaling back is inappropriate). The same approach applies on a change of control.
Any unvested awards held under the Deferred Bonus Scheme will lapse at cessation of
employment unless the Committee exercises discretion to allow them to be retained. In these
circumstances the Committee may determine whether unvested awards will vest at the normal
vesting date or at cessation of employment.
The Committee may agree to the payment of disbursements such as legal costs and
outplacement services if appropriate and depending on the circumstances of the leaving
Executive.
The Committee may pay any legal entitlements or settle or compromise claims in connection
with a termination of employment, where considered in the best interests of the Company.
Non-executive Directors’ letters of appointment
The Non-executive Directors (including the Chair) do not have service contracts or any
benefits in kind arrangements and do not participate in any of the Group’s pension or incentive
arrangements. The appointment of each Non-executive Director can be terminated by giving
three months’ notice (subject to annual re-appointment at the AGM). Any period of service
longer than six years is subject to particularly rigorous review by the Group Nomination and
Governance Committee of the Board. The Non-executive Directors’ letters of appointment do
not provide for any payment on termination except for accrued fees and expenses to the date
of termination.
The terms and conditions of Executive Directors’ service contracts and the letters of
appointment of the Non-executive Directors are available for inspection at the Company’s
registered office during normal business hours and at the AGM, the details of which can be
found in the Directors’ report in the Company’s Annual Report and Accounts.
External appointments
Executive Directors are permitted to be appointed to an external board or committee so long as
this is unlikely to interfere with the business of the Group. Any fees received in respect of external
appointments are retained by the relevant Executive Director.
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Remuneration
The Directors present their report together with the audited consolidated financial statements of
the Group for the year ended 31 December 2024. This report has been prepared in accordance
with requirements outlined within The Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 and, together with the strategic report, forms the
management report as required under the UK Financial Conduct Authority’s (FCA) Disclosure
and Transparency Rule DTR4.1. Certain information that fulfils the requirements of the Directors’
report can be found elsewhere in this document and is referred to below. This information is
incorporated into this Directors’ report by reference.
Information disclosed in accordance with the requirements of the sections of the FCA’s UK
Listing Rule UKLR6.6.1 R (Annual Financial Report) and Disclosure and Transparency Rule DTR7
(Corporate Governance) that is applicable can be located as follows:
Disclosure Location
Board diversity targets Corporate governance report
Details of long-term incentive schemes Directors’ remuneration report
Contracts of significance This Directors’ report
Shareholder waivers of dividends This Directors’ report
Shareholder waivers of future dividends This Directors’ report
Directors’ interests in the Company’s shares Directors’ remuneration report
Major shareholders’ interests This Directors’ report
Authority to purchase own shares Corporate governance report
Internal controls Report of the Group Audit Committee
Climate-related financial disclosures
consistent with TCFD
Our responsible business section
and Climate report 2024 located
on our corporate website at
sjp.co.uk/responsible-business
As permitted by legislation, some of the matters required to be included in the Directors’
report have instead been included elsewhere in this Annual Report and Accounts:
future business developments throughout the strategic report
risk management on pages 30 to 38 of the strategic report
employment of disabled persons on page 47 of the our responsible business section
details of branches operated by the Company on page 195 of the financial statements
the Group’s impact on the environment, including those disclosures required regarding
greenhouse gas emissions, on pages 41 to 47 of the strategic report.
Status of Company
The Company is registered as a public limited company under the Companies Act 2006.
For details of the Company’s subsidiaries and overseas branches, please see Note 26 to
the financial statements.
Going concern
In conjunction with its assessment of longer-term viability as set out on pages 38, the Board
concluded that it remained appropriate to adopt the going concern basis of accounting in
preparing the consolidated financial statements as it believes the Group will continue to be in
business, with neither the intention nor the necessity of liquidation, ceasing trading or seeking
protection from creditors pursuant to laws or regulations, for a period of at least 12 months
from the date of approval of the consolidated financial statements.
Share capital
Structure of the Company’s capital
As at 31 December 2024, the Company’s issued and fully paid-up share capital was 544,014,711
ordinary shares of 15 pence each. All ordinary shares are quoted on the London Stock Exchange
and can be held in uncertificated form via CREST. All shares have equal rights to dividends and
to participate in a distribution on winding up. Details of the movement in the issued share
capital during the year are provided in Note 23 to the consolidated financial statements.
Voting rights
At any General Meeting, on a show of hands, each member who is present in person has one
vote and every proxy present who has been duly appointed by a member entitled to vote on
a resolution has one vote. On a poll, every member who is present in person or by proxy shall
have one vote for every share of which they are the holder.
Shares held by the Company’s Employee Share Trust and Share Incentive Plan Trust rank pari passu
with the shares in issue and have no special rights. Voting rights and rights of acceptance of
any offer relating to the shares held in the Employee Share Trust rests with the trustees, who may
take account of any recommendation from the Company. The trustees of the Share Incentive
Plan Trust may vote in respect of shares held in the Trust, but only as instructed by participants
in the Share Incentive Plan in respect of their Partnership, dividend and/or matching shares.
The trustees will not otherwise vote in respect of shares held in the Share Incentive Plan Trust.
Restrictions on voting rights
If any shareholder has been sent a notice by the Company under section 793 of the Companies
Act 2006 and has failed to supply the relevant information within a period of 14 days, then the
shareholder may not (for so long as the default continues) be entitled to attend or vote either
personally or by proxy at a shareholders’ meeting, or to exercise any other right conferred by
membership in relation to shareholders’ meetings.
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Directors’ report
If those default shares represent at least 0.25% of their class, any dividend payable in respect of the
shares will be withheld by the Company and (subject to certain limited exceptions) no transfer, other
than an excepted transfer, of any shares held by the member in certificated form will be registered.
Articles of Association
The full rights and obligations attaching to the ordinary shares of the Company are set out in the
Articles. Holders of ordinary shares are entitled to: receive the Company’s Reports and Accounts;
attend, speak and exercise voting rights; and appoint proxies to attend General Meetings.
Restrictions on share transfers
There are restrictions on share transfers, all of which are set out in the Articles. Restrictions
include transfers made in favour of more than four joint holders and transfers held in certificated
form. Directors may decline to recognise a transfer unless it is in respect of only one class of
share and lodged and duly stamped by HMRC. The Directors may also refuse to register any
transfer of shares held in certificated form which are not fully paid. Directors may also choose
to decline requests for share transfers from a US Person (as defined under Regulation S of the
United States Securities Act 1933) that would cause the aggregate number of beneficial owners
of issued shares who are US Persons to exceed 70.
The registration of transfers may be suspended at such times and for such periods (not
exceeding 30 days in any year) as the Directors may from time to time determine in respect
of any class of shares.
The Company is not aware of any agreements between shareholders that restrict the transfer
of shares or voting rights attached to the shares.
The interests of the Directors, and any persons closely associated with them, in the issued share
capital of the Company are shown on page 108.
Substantial shareholders
Information provided to the Company by substantial shareholders pursuant to the FCA’s
Disclosure Guidance and Transparency Rules (DTR) is published via a Regulatory Information
Service and is available on the Company’s website.
As at 31 December 2024 and the date of this report, the Company had been notified of the
following interests disclosed to the Company under Chapter 5 of the DTR:
% of voting rights as
at 31 December 2024
% of voting rights as
at 26 February 2025
BLS Capital 10.25% 8.79%
BlackRock, Inc. 5.07% 5.07%
Norges Bank 4.19% 4.19%
Lind Invest 2.93% 2.93%
Results and dividends
The financial review on pages 17 to 29 sets out the consolidated results for the year.
An interim dividend of 6.00 pence per share, which equates to £32.8 million, was paid
on 20 September 2024 in respect of the year ended 31 December 2024 (2023: 15.83 pence
per share/£86.5 million). The Directors recommend that shareholders approve a final
dividend of 12.00 pence per share, which equates to £65.3 million (2023: 8.00 pence per
share/£43.8 million), in respect of the year ended 31 December 2024, to be paid on
23 May 2025 to shareholders on the register at close of business on 11 April 2025.
Details of the Dividend Reinvestment Plan (DRIP) are set out on page 207.
During the year, SJP outlined a change to its guidance on shareholder returns and introduced
a share buy-back programme, the purpose of which was to re-purchase its ordinary shares
as a method of returning capital to shareholders alongside the payment of dividends and
to reduce the capital of the Company.
On 27 August 2024 the company commenced an interim share buy-back programme with
respect to 2024, and purchased 4,590,083 ordinary shares on the London Stock Exchange in
aggregate at a volume weighted average price of 716.7626p per ordinary share for a total
consideration of £32.9 million. This was equivalent to approximately 0.84% of the total value
of outstanding shares. The Company cancelled all purchased shares. The interim buy-back
concluded on 16 September 2024.
In addition, under the authority granted by shareholders at the 2024 Annual General Meeting,
the Directors have resolved to undertake a final share buy-back programme with respect to
2024, committing to purchase shares up to a maximum value of £92.6 million. This share
buy-back programme will commence on 28 February 2025, and will bring the total share
buy-back in respect to 2024 to a maximum value of £125.5 million.
Our people
Details of the Company’s approach to maintaining an appropriately skilled and diverse
workforce, including recruitment practices, development opportunities and equal opportunities,
can be found in the our responsible business section on pages 39 to 50. Details of the Company’s
approach to employee engagement can be found in the section 172(1) statement on page 59.
Details of how the Board engages with employees can be found on page 59 of the governance
section. This engagement, and the presence of a designated Non-executive Director on the
Board, ensures that the Board is able to take account of the interests of employees in its
discussions and when making decisions. Engagement during 2024 contributed to the Board’s
consideration of key strategic topics and the determination of policies affecting the workforce,
and helped to inform future decision-making around flexible working and our strategy
regarding employee rewards.
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Directors’ report continued
Fostering business relationships
Engagement with the Board’s key stakeholders, including suppliers and clients, is summarised
in the corporate governance report on pages 58 to 63. In many cases the Group’s primary point
of engagement with stakeholders is through the business, where regular dialogue is maintained.
Focus on strategic topics and regular reporting from management enables the Board to
establish a clear view of business relationships with these stakeholders and has provided
important context in its deliberations and decision-making. Further details are set out in the
section 172(1) statement on pages 58 to 63.
Significant contracts and change of control
The Company has a number of contractual arrangements which it considers essential to the
business of the Company. Specifically, these are committed loan facilities from a number of
banks, arrangements with fund managers and third-party providers of administrative services.
A change of control of the Company may cause some agreements to which the Company is a
party to alter or terminate. These include bank facility agreements, securitisation arrangements
and employee share plans.
The Group had committed facilities totalling £733 million as at 26 February 2024 which contain
clauses which require lender consent for any change of control. In addition, the Group guarantees
the obligations of loans made to Partners in connection with facilities agreed with various
lenders totalling £365 million in aggregate. Should consent not be given, a change of control
would trigger mandatory repayment of the said facilities.
The Group also had committed securitisation facilities totalling £175 million which contain
clauses which require lender consent for any change of control. Should such consent not
be given, a change of control would trigger early amortisation of the facilities.
All the Company’s employee share plans contain provisions relating to a change of control.
Outstanding awards and options may vest and become exercisable on a change of control,
subject where appropriate to the satisfaction of any performance conditions at that time and
pro-rating of awards.
Financial instruments
An indication of the Group’s use of financial instruments can be found in Note 20 to the financial
statements.
Directors and Directors’ indemnities
Details of the Directors of the Company at the date of this report and during the year ended
31 December 2024 can be found in the governance report on pages 55 to 57. Details of the
indemnity provisions in place for the Directors, including qualifying third-party indemnity
provisions, can be found on page 69.
Political and charitable donations
It is the Group’s policy not to make any donations to political parties within the definitions set
out in the Political Parties, Elections and Referendums Act 2000 and sections 362 to 379 of the
Companies Act 2006. During the year we have donated £4.6 million to the St. James’s Place
Charitable Foundation, more details of which can be found on page 40.
Annual General Meeting
The Company plans to hold its Annual General Meeting on Tuesday 13 May 2025. Full details
of the meeting, including location, time and the resolutions to be put to shareholders at the
meeting, are included in a separate Notice of Annual General Meeting, which will be available
on our website sjp.co.uk/shareholder-meetings.
Important events since the financial year-end
Details of important events affecting the Group since 31 December 2024 can be found in the
Chief Executive Officer’s report on pages 12 to 14.
Disclosure of information to auditors
Each of the Directors, at the date of approval of this report, confirms that:
so far as each Director is aware, there is no relevant audit information of which the
auditors are unaware
each Director has taken all steps that he or she ought to have taken as a Director to
make himself or herself aware of any relevant audit information and to establish that
the Company’s auditors are aware of such information.
This confirmation is given and should be interpreted in accordance with the provisions
of section 418 of the Companies Act 2006.
On behalf of the Board:
Mark FitzPatrick Caroline Waddington
Chief Executive Officer Chief Financial Officer
26 February 2025
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Directors’ report continued
The Directors are responsible for preparing the Annual Report and Accounts 2024 in
accordance with applicable law and regulation.
Company law requires the directors to prepare financial statements for each financial year.
Under that law the Directors have prepared the Group financial statements in accordance with
UK-adopted international accounting standards and the Parent Company financial statements
in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom
Accounting Standards, comprising FRS 101 ‘Reduced Disclosure Framework’, and applicable law).
Under company law, directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the Group and Parent
Company and of the profit or loss of the Group for that period. In preparing the financial
statements, the directors are required to:
select suitable accounting policies and then apply them consistently
state whether applicable UK-adopted international accounting standards have been
followed for the Group financial statements and United Kingdom Accounting Standards,
comprising FRS 101 have been followed for the parent company financial statements, subject
to any material departures disclosed and explained in the financial statements
make judgements and accounting estimates that are reasonable and prudent
prepare the financial statements on the going concern basis unless it is inappropriate to
presume that the Group and Parent Company will continue in business.
The directors are responsible for safeguarding the assets of the Group and Parent Company
and hence for taking reasonable steps for the prevention and detection of fraud and other
irregularities.
The directors are also responsible for keeping adequate accounting records that are sufficient
to show and explain the group’s and parent company’s transactions and disclose with
reasonable accuracy at any time the financial position of the Group and Parent Company and
enable them to ensure that the financial statements and the Directors’ remuneration report
comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Parent Company’s
website. Legislation in the United Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions.
Directors’ confirmations
The directors consider that the Annual Report and Accounts 2024, taken as a whole, is fair,
balanced and understandable and provides the information necessary for shareholders to
assess the group’s and parent company’s position and performance, business model and
strategy.
Each of the Directors, whose names and functions are listed in Board of Directors section on
pages 55 to 57 confirm that, to the best of their knowledge:
the Group financial statements, which have been prepared in accordance with UK-adopted
international accounting standards, give a true and fair view of the assets, liabilities,
financial position and profit of the Group
the Parent Company financial statements, which have been prepared in accordance with
United Kingdom Accounting Standards, comprising FRS 101, give a true and fair view of the
assets, liabilities and financial position of the Parent Company
the strategic report includes a fair review of the development and performance of the
business and the position of the Group and Parent Company, together with a description
of the principal risks and uncertainties that it faces.
In the case of each director in office at the date the Directors’ report is approved:
so far as the Director is aware, there is no relevant audit information of which the Group’s
and Parent Company’s auditors are unaware
they have taken all the steps that they ought to have taken as a Director in order to make
themselves aware of any relevant audit information and to establish that the Group’s and
Parent Company’s auditors are aware of that information.
Company Secretary
26 February 2025
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Strategic report Governance Financial statements Other information
Statement of Directors’ responsibilities
Financial statements
Independent Auditors’
Report to the Members
of St. James’s Place plc 132
Consolidated financial statements
prepared under International
Financial Reporting Standards as
adopted by the United Kingdom 140
Consolidated statement
of comprehensive income 140
Consolidated statement
of changes in equity 141
Consolidated statement
of financial position 142
Consolidated statement
of cash flows 143
Notes to the consolidated financial
statements under International
Financial Reporting Standards 144
84%
Of people say that taking financial advice
benefited them mentally or emotionally.
Find out more in our Real Life Advice Report
sjp.co.uk/real-life-advice-report
Invaluable advice
for whatever life
throws at you
John Prentice lives in King’s Lynn with his daughter, Amelia,
aged seven. He tells us how, thanks to the financial advice
he took, they’ve been able to make the most of the terrible
hand life dealt them when his long-term partner, Sue,
was diagnosed with a rare form of cancer.
Watch and read John’s and other stories
sjp.co.uk/real-life-advice-report
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131
Report on the audit of the financial statements
Opinion
In our opinion:
statements (the “financial statements”) give a true and fair view of the state of the group’s
and of the Parent Company’s affairs as at 31 December 2024 and of the group’s profit and
the group’s cash flows for the year then ended;
with UK-adopted international accounting standards as applied in accordance with
the provisions of the Companies Act 2006;
with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting
Standards, including FRS 101 “Reduced Disclosure Framework”, and applicable law); and
Companies Act 2006.
We have audited the financial statements, included within the Annual Report and Accounts
2024 (the “Annual Report”), which comprise: the Consolidated and the Parent Company
statements of financial position as at 31 December 2024; the Consolidated statement of
comprehensive income, the Consolidated statement of cash flows, the Consolidated and
the Parent Company statements of changes in equity for the year then ended; and the notes
to the financial statements, comprising material accounting policy information and other
explanatory information.
Our opinion is consistent with our reporting to the Group Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK)
(“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described
in the Auditors’ responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
Independence
We remained independent of the group in accordance with the ethical requirements that
are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical
Standard, as applicable to listed public interest entities, and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the
FRC’s Ethical Standard were not provided.
Other than those disclosed in Note 5, we have provided no non-audit services to the company
or its controlled undertakings in the period under audit.
Our audit approach
Overview
Audit scope
The consolidated financial statements comprise the consolidation of approximately
75 individual components, each of which represents an individual legal entity within
the Group or consolidation adjustments.
We assessed each component and considered the contribution it made to the Group’s
performance in the year, whether it displayed any significant risk characteristics and/or
whether it contributed a significant amount to any individual financial statement line item.
The above assessment resulted in us identifying seven components significant by risk or
size that required audit procedures for the purpose of the audit of the consolidated financial
statements.
Six components that are significant by risk or size are based in the UK and were audited
by the PwC UK audit team. The other significant component by risk or size is based in the
Republic of Ireland and was audited by Grant Thornton Ireland. We also perform audit of
specific balances in four additional components with large individual balances.
We performed a full scope audit of all material line items in the Parent Company financial
statements.
Key audit matters
Valuation of level 3 investments, being investment properties and equities and fixed income
securities in the Diversified Assets Fund (group)
Valuation of the Operational Readiness prepayment in respect of the development of
an administration platform at an outsourced provider (group)
Provision for redress in respect of ongoing service evidence (group)
Recoverability of Parent Company’s investment in the subsidiaries (parent)
Materiality
Overall Group materiality: £22,500,000 (2023: £19,600,000) based on 5% of underlying cash
generated in the year.
Specific Group overall materiality: £931,000,000 (2023: £820,000,000) based on 0.5% of Assets
held to cover linked liabilities applies to assets held to cover linked liabilities, investment
contract liabilities and associated income Statement line items.
Overall Parent Company materiality: £20,250,000 (2023: £15,700,000) based on 1% of total assets.
Performance materiality: £16,875,000 (2023: £14,700,000) (group) and £15,187,500
(2023: £10,775,000) (Parent Company).
Specific performance materiality: £698,250,000 (2023: £615,000,000) applied to assets held
to cover linked liabilities, investment contract liabilities and associated income Statement
line items.
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material
misstatement in the financial statements.
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Independent Auditors’ Report to the Members of St. James’s Place plc
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financial statements of the current period and include the
most significant assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy;
the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed
in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
This is not a complete list of all risks identified by our audit.
The key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Valuation of level 3 investments, being investment properties and equities
and fixed income securities in the Diversified Assets Fund (group)
As disclosed in Note 20 (page 177) as at 31 December 2024 the Group held
£189.1 billion of financial assets and investment properties. The majority of these
investments do not require significant judgement in calculating their valuation
in the Financial Statements. Included in the total financial assets and investment
properties are investment properties (£0.9 billion), level 3 equities (£1.0 billion) and
fixed income securities (£0.1 billion) held within the Diversified Assets Fund (“DAF”),
which require management to use significant estimates and judgements in
order to calculate the valuation at the year-end. Due to the magnitude of these
balances and the level of judgement involved in their valuation, this was an area
of focus for our audit. The Group outsources the investment valuation activities for
each, with assets in the DAF valued by Kohlberg Kravis Roberts & Co. Inc (“KKR”),
whilst the investment property portfolio is managed by Orchard Street with regular
valuations performed by CBRE.
Investment properties
We engaged our internal real estate valuation experts (qualified chartered surveyors) to review the methodology and
key assumptions used by CBRE in valuing the property portfolio.
To verify that the valuation approach was suitable for use in determining the carrying value for investment properties
in the Financial Statements, we:
Obtained and read the CBRE valuation reports covering all of the Group’s investment properties
Confirmed that the valuation approach was in accordance with RICS standards;
Benchmarked the key assumptions used by CBRE against industry norms using our experience and knowledge of
the market for all properties in the portfolio;
With the support of our internal valuation experts, we also challenged the external valuers as to the extent to which
recent market transactions and expected rental values used in deriving their valuations took into account the
impact of climate change and related ESG considerations;
Where they fell outside of the expected ranges, valuations showed unexpected movements, or otherwise appeared
unusual, further testing was performed and, when necessary, further discussions were held with external valuers to
understand and validate the assumptions; and
Tested the key input data which the Group provided to the external valuers for use in the performance of
the valuation. This involved testing a sample of lease data for leases and testing the accuracy of lease and other
property information.
Level 3 equities and fixed income securities in the Diversified Assets Fund
We engaged our internal valuation experts to review the methodology and key assumptions used by KKR in valuing
a sample of individual level 3 investments within the DAF. Our valuations experts met with KKR and reviewed the year
end valuation report for each asset in the sample. They challenged KKR on the appropriateness of the methodology
and assumptions, given the specifics of each of the assets in question.
Based on the procedures performed and evidence obtained when testing the valuation of investment properties
and level 3 assets in the DAF, we found management’s methodologies and assumptions to be appropriate.
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Independent Auditors’ Report to the Members of St. James’s Place plc continued
Key audit matter How our audit addressed the key audit matter
Valuation of the Operational Readiness prepayment in respect of the
development of an administration platform at an outsourced provider (group)
As disclosed in Note 15 (page 167). The Group has been charged costs by an
outsourced provider for the development of a policy administration platform
used by the Group. These costs have been recognised as a prepayment and are
unwound over the duration of the related service agreement with the provider.
The balance of the prepayment asset at 31 December 2024 was £256.3 million.
The maximum value at which the prepayment can be recognised is equal to
the net present value of future cost savings from the agreement.
Due to the nature and magnitude of the amount arising from the contractual
terms, the valuation of this asset was an area of focus for our audit.
In testing whether the asset was valued appropriately and whether an impairment was necessary we:
Assessed the reasonableness of the assumptions underlying management’s discounted cash flow analysis
calculating the anticipated future cost savings that support the valuation of the asset;
Agreed that the cost savings had been calculated using appropriate service tariffs;
Performed a sensitivity analysis on the inflation and discount rate assumptions as well as business flow levels to
determine the potential impact of changes in these assumptions to check whether they would affect the carrying
value of the asset; and
Evaluated the headroom available under what we considered to be reasonably possible downside scenarios and
whether additional disclosure was necessary.
We determined that the accounting, recognition and disclosure of the asset in the Financial Statements was
supported by the evidence obtained.
Provision for redress in respect of ongoing service evidence (group)
As disclosed in the Report of the Group Audit Committee (page 76) and Note 18
(page 174) to the Financial Statements the Group holds an Ongoing Service
Evidence provision related to the ongoing review of a sub-population of clients
that has been charged for ongoing advice services since the start of 2018 but
where the evidence of delivery of the ongoing advice service falls below an
acceptable standard.
As at 31 December 2024 the total provision in respect of the review was £425.1m
which represents the estimated refund of charges, interest and the administration
costs associated with completing the exercise. The estimation of the provision
involves significant judgement and subjectivity in relation to key assumptions.
Management estimated the provision based on a sample of case record reviews
undertaken by a Skilled Person (and management’s expert for the purpose of our
audit) with the results from the sample applied to the wider population.
Management determined that the period under review is from the start of 2018.
Significant assumptions include:
the estimation of the population of clients where evidence is not available to
demonstrate that ongoing advice was provided;
the amount of redress based on average client ongoing advice charge for the
period subject to refund;
the response rate from clients; and
the administration costs of running the review programme.
We have assessed and challenged the Group’s methodology and the assumptions applied in determining the
provision as at 31 December 2024.
We obtained management’s updated analysis and tested the mathematical accuracy and agreed the calculation
back to source data;
Where applicable, we performed testing over a sample of the additional or new data available back to supporting
evidence;
We assessed whether any changes were required to be made to management’s assumptions and estimates
based on currently available evidence and information;
We assessed whether there was any contradictory information that existed within the company or the wider market
that require alternative assumptions to be utilised in the estimation of the provision;
We independently performed sensitivity analysis on the significant assumptions and considered alternative
scenarios which could be considered reasonably possible;
We obtained and reviewed relevant regulatory correspondence with the Financial Conduct Authority and
Prudential Regulation Authority, discussing the content of any correspondence considered to be pertinent
to our audit with management. As part of our audit procedures we met with each regulator; and
Given the inherent uncertainty in the estimation of the provision and its judgemental nature, we evaluated the
disclosures made in the Financial Statements. In particular, we focused on challenging management around
whether the disclosures were sufficiently clear in highlighting the significant uncertainties that exist in respect
of the provision and the sensitivity of the provision to changes in the underlying assumptions.
Based on the procedures performed and evidence obtained, we found management’s assumptions to be appropriate.
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St. James’s Place plc Annual Report and Accounts 2024
Independent Auditors’ Report to the Members of St. James’s Place plc continued
Key audit matter How our audit addressed the key audit matter
Recoverability of Parent Company’s investment in the subsidiaries (parent)
The carrying value of directly held investments in subsidiaries is £2,102.4m as at
31 December 2024 accounting for 96.6% of the Parent Company’s total assets.
The investments in subsidiaries are carried at cost stated after any impairment
losses. Management is required by IAS 36 ‘Impairment of assets’ to review at least
annually for impairment, or when circumstances or events indicate there may be
uncertainty over its value. When an impairment indicator exists, the determination
of recoverable amounts for subsidiaries requires assumptions to be made and
the key assumptions used are the value of in-force business and the discount rate
applied. The carrying value of these investments is not at a higher risk of significant
misstatement or subject to significant judgement. However, due to their materiality
in the context of the Parent Company Financial Statements, this is the area that
had the greatest effect on our overall Parent Company audit.
For investments where impairment indicators exist, we obtained management’s value in use impairment assessment
and ensured the calculations were mathematically accurate.
We verified that the methodology used by the directors in arriving at the carrying value of each subsidiary was
compliant with applicable accounting standards.
We challenged management on key elements of the assessments including the value of in-force-business and the
discount rate. We further obtained and understood management’s value in use and sensitivity calculations over the
carrying value assessments, and have independently re-performed the sensitivities ourselves.
Based on the procedures performed and evidence obtained, we did not identify any matters indicating that
management’s model or assessments were inappropriate.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give
an opinion on the financial statements as a whole, taking into account the structure of the
group and the Parent Company, the accounting processes and controls, and the industry in
which they operate.
The Group is structured as a vertically integrated wealth management business and operates
predominantly within the United Kingdom. Seven components within the group were considered
significant by risk or size and therefore required an audit of their complete financial information.
These were St. James’s Place UK plc, St. James’s Place Unit Trust Group Limited, St. James’s Place
Investment Administration Limited, St. James’s Place Management Services Limited,
St. James’s Place Wealth Management plc, St. James’s Place Wealth Management Group
Limited and St. James’s Place International plc.
Six of the components that are significant by risk or size were audited by PwC UK.
St. James’s Place International plc is incorporated and regulated in the Republic of Ireland and
was audited by Grant Thornton Ireland. At the planning stage of the audit we provided written
instructions to Grant Thornton Ireland to confirm the work we required them to complete. The
instructions set out respective responsibilities (including on actuarial work), our involvement in
their work, and the materiality level they should perform their work to. We held regular phone
calls and meetings with the Grant Thornton Ireland engagement leader, director, and senior
members of the Grant Thornton Ireland team through the planning, execution and completion
phases of the audit to inform them of developments at a Group level and to understand from
them any local developments that were relevant for our audit of the Group. During the
execution phase, senior members of the UK engagement team visited Grant Thornton Ireland
and performed a review of Grant Thornton Ireland’s audit working papers, reviewing selected
elements of their work focused on the significant and elevated risks identified.
In addition to the full scope audit of the seven components noted above, we also performed
audit procedures on certain financial statement line items within four other components.
These financial statement line items were selected for testing to ensure that we had sufficient
coverage of each financial statement line item within the consolidated Financial Statements.
The impact of climate risk on our audit
The Group has set out its approach and goals in respect of its Funds under Management in
the Investing responsibly section of the Strategic Report. This includes the goal of becoming
“Net Zero” in investments by 2050 (with an interim target of a 25% reduction in the carbon
emissions of its investment proposition by 2025).
In planning our audit, we considered the extent to which climate change is impacting the
Group and how it impacted our risk assessment for the audit of the Consolidated Financial
Statements. In making these considerations we:
Enquired of management in respect of their own climate change risk assessment, including
associated governance processes and understood how these have been implemented;
Obtained the latest Task Force for Climate Related Financial Disclosures (“TCFD”) report from
the Group and checked it for consistency with our knowledge of the Group based on our
audit work and the disclosures made in the Strategic Report; and
Considered management’s risk assessment and the TCFD report in light of our knowledge
of the wider asset management and wealth management industries.
We have incorporated a consideration of the climate change impact on the audit of the Group’s
valuation of investment properties and level 3 investments in the Diversified Assets Fund held at
fair value, taking into account the nature of the asset and the valuation approach. This has not
had a significant impact on the related key audit matters.
Our conclusions were that the impact of climate change does not give rise to a Key Audit Matter
for the Group and it did not impact our risk assessment for any material Financial Statement
line item or disclosure.
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Materiality
The scope of our audit was influenced by our application of materiality. We set certain
quantitative thresholds for materiality. These, together with qualitative considerations, helped
us to determine the scope of our audit and the nature, timing and extent of our audit procedures
on the individual financial statement line items and disclosures and in evaluating the effect of
misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements
as a whole as follows:
Financial statements – group Financial statements – company
Overall materiality
£22,500,000 (2023: £19,600,000). £20,250,000 (2023: £15,700,000).
How we
determined it
5% of underlying cash generated
in the year
1% of total assets
Rationale for
benchmark applied
The engagement team
concluded that £22.5 million
is the most appropriate figure
when setting an overall
materiality on the engagement.
The quantum of £22.5 million was
determined by considering the
various benchmarks available
to us as auditors, our experience
of auditing the Group and our
experience of the group.
£22.5 million represents 5% of
the underlying cash generated
in the year.
The purpose of the Parent
Company is to hold investments
in other Group companies.
As such PwC considers it
appropriate to use total assets
as the benchmark for overall
materiality.
For certain balances, our specific group overall materiality level was £931,000,000
(2023: £820,000,000) for assets held to cover linked liabilities applies to assets held to cover
linked liabilities, investment contract liabilities and associated Income Statement line items.
For each component in the scope of our group audit, we allocated a materiality that is less
than our overall group materiality. The range of materiality allocated across components was
between £4,000,000 and £18,000,000. Certain components were audited to a local statutory
audit materiality that was also less than our overall group materiality.
We use performance materiality to reduce to an appropriately low level the probability that
the aggregate of uncorrected and undetected misstatements exceeds overall materiality.
Specifically, we use performance materiality in determining the scope of our audit and the
nature and extent of our testing of account balances, classes of transactions and disclosures,
for example in determining sample sizes. Our performance materiality was 75% (2023: 75%) of
overall materiality, amounting to £16,875,000 (2023: £14,700,000) for the consolidated financial
statements and £15,187,500 (2023: £10,775,000) for the Parent Company financial statements.
In determining the performance materiality, we considered a number of factors – the history
of misstatements, risk assessment and aggregation risk and the effectiveness of controls –
and concluded that an amount at the upper end of our normal range was appropriate.
For certain balances, our specific performance materiality was 75% of the specific overall
materiality for assets held to cover linked liabilities, investment contract liabilities and
associated income statement line items, amounting to £698,250,000 (2023: £615,000,000)
for the Consolidated Financial Statements.
We agreed with the Group Audit Committee that we would report to them misstatements
identified during our audit above £1,125,000 (group audit) (2023: £980,000) and £1,012,500
(Parent Company audit) (2023: £780,000) as well as misstatements below those amounts that,
in our view, warranted reporting for qualitative reasons. For balances where we apply our
specific performance materiality we agreed to report misstatements greater than £22,500,000
(2023: £19,600,000).
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group’s and the Parent Company’s ability
to continue to adopt the going concern basis of accounting included:
Obtaining the Directors’ going concern assessment for the Group and the Parent Company
Financial Statements and gaining an understanding of the Directors’ going concern
assessment process, including the preparation of the budget;
Obtaining the budget covering the period of the going concern assessment and evaluating
the forecasting method adopted by the Directors in assessing going concern;
Testing the mathematical accuracy of the model and evaluating the key assumptions using
our understanding of the Group and external evidence where appropriate. We also
performed a comparison of the 2024 budget and the actual results to assess the historical
accuracy of the budgeting process;
Evaluating the results of management’s analysis of the relevant solvency requirements and
liquidity position of the Group, including forward looking plausible downside scenarios within
the Group’s Own Risk and Solvency Assessment;
Evaluating the reasonableness of management’s downside assumptions using our
understanding of the Group and the external environment. We evaluated management’s
assumptions by performing independent stress testing to determine whether a reasonable
alternative stressed scenario would result in a breach of minimum regulatory requirements
or the Group’s liquidity requirements;
Evaluating the mitigating actions that management identified and assessing whether these
were in the control of management and possible in the going concern period of assessment;
Evaluating information obtained through review of regulatory correspondence, minutes of
meetings of the Board, Group Audit and Group Risk Committees, as well as publicly available
information to identify any information that would contradict management’s assessment; and
Assessing the adequacy of disclosures in the Going Concern Statement in note 1 of the
Consolidated and Parent Company Financial Statements and within the Assessment of
going concern section of the Directors’ report on page 127.
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Based on the work we have performed, we have not identified any material uncertainties
relating to events or conditions that, individually or collectively, may cast significant doubt
on the group’s and the Parent Company’s ability to continue as a going concern for a period
of at least twelve months from when the financial statements are authorised for issue.
In auditing the financial statements, we have concluded that the directors’ use of the going
concern basis of accounting in the preparation of the financial statements is appropriate.
However, because not all future events or conditions can be predicted, this conclusion is not a
guarantee as to the group’s and the Parent Company’s ability to continue as a going concern.
In relation to the directors’ reporting on how they have applied the UK Corporate Governance
Code, we have nothing material to add or draw attention to in relation to the directors’
statement in the financial statements about whether the directors considered it appropriate
to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the
financial statements and our auditors’ report thereon. The directors are responsible for the
other information. Our opinion on the financial statements does not cover the other information
and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly
stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the financial statements or our knowledge obtained in the audit, or otherwise appears to
be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information.
If, based on the work we have performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact. We have nothing to report based
on these responsibilities.
With respect to the Strategic report and Directors’ Report, we also considered whether the
disclosures required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us
also to report certain opinions and matters as described below.
Strategic report and Directors’ Report
In our opinion, based on the work undertaken in the course of the audit, the information given
in the Strategic report and Directors’ Report for the year ended 31 December 2024 is consistent
with the financial statements and has been prepared in accordance with applicable legal
requirements.
In light of the knowledge and understanding of the group and Parent Company and their
environment obtained in the course of the audit, we did not identify any material misstatements
in the Strategic report and Directors’ Report.
Directors’ Remuneration
In our opinion, the part of the Report of the Group Remuneration Committee to be audited has
been properly prepared in accordance with the Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern,
longer-term viability and that part of the corporate governance statement relating to the
Parent Company’s compliance with the provisions of the UK Corporate Governance Code
specified for our review. Our additional responsibilities with respect to the corporate
governance statement as other information are described in the Reporting on other
information section of this report.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement is materially consistent with the
financial statements and our knowledge obtained during the audit, and we have nothing
material to add or draw attention to in relation to:
The directors’ confirmation that they have carried out a robust assessment of the emerging
and principal risks;
The disclosures in the Annual Report that describe those principal risks, what procedures
are in place to identify emerging risks and an explanation of how these are being managed
or mitigated;
The directors’ statement in the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting in preparing them, and their
identification of any material uncertainties to the group’s and the Parent Company’s ability
to continue to do so over a period of at least twelve months from the date of approval of the
financial statements;
The directors’ explanation as to their assessment of the group’s and the Parent Company’s
prospects, the period this assessment covers and why the period is appropriate; and
The directors’ statement as to whether they have a reasonable expectation that the Parent
Company will be able to continue in operation and meet its liabilities as they fall due over
the period of its assessment, including any related disclosures drawing attention to any
necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and the
Parent Company was substantially less in scope than an audit and only consisted of making
inquiries and considering the directors’ process supporting their statement; checking that the
statement is in alignment with the relevant provisions of the UK Corporate Governance Code;
and considering whether the statement is consistent with the financial statements and our
knowledge and understanding of the group and the Parent Company and their environment
obtained in the course of the audit.
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In addition, based on the work undertaken as part of our audit, we have concluded that each
of the following elements of the corporate governance statement is materially consistent with
the financial statements and our knowledge obtained during the audit:
The directors’ statement that they consider the Annual Report, taken as a whole, is fair,
balanced and understandable, and provides the information necessary for the members
to assess the group’s and the Parent Company’s position, performance, business model
and strategy;
The section of the Annual Report that describes the review of effectiveness of risk
management and internal control systems; and
The section of the Annual Report describing the work of the Group Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’
statement relating to the Parent Company’s compliance with the Code does not properly
disclose a departure from a relevant provision of the Code specified under the Listing Rules
for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Statement of Directors’ Responsibilities, the directors are
responsible for the preparation of the financial statements in accordance with the applicable
framework and for being satisfied that they give a true and fair view. The directors are also
responsible for such internal control as they determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s
and the Parent Company’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless the
directors either intend to liquidate the group or the Parent Company or to cease operations,
or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations.
We design procedures in line with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud. The extent to which our procedures
are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the group and industry, we identified that the principal risks
of non-compliance with laws and regulations related to UK and Irish regulatory principles,
such as those governed by the Prudential Regulation Authority, the Financial Conduct Authority
and the Central Bank of Ireland, and we considered the extent to which non-compliance might
have a material effect on the financial statements. We also considered those laws and regulations
that have a direct impact on the financial statements such as the Companies Act 2006.
We evaluated management’s incentives and opportunities for fraudulent manipulation of
the financial statements (including the risk of override of controls), and determined that the
principal risks were related to management bias in accounting estimates and judgmental
areas as shown in our key audit matters. The group engagement team shared this risk
assessment with the component auditors so that they could include appropriate audit
procedures in response to such risks in their work. Audit procedures performed by the group
engagement team and/or component auditors included:
Discussions with the Risk and Compliance function, Internal Audit and the group’s legal
counsel, including consideration of known or suspected instances of non-compliance
with laws and regulation and fraud;
Reading the Group Audit Committee papers in which whistle blowing matters are reported
and considered the impact of these matters on the group’s compliance with laws and
regulations;
Reading key correspondence with the Prudential Regulation Authority, the Financial Conduct
Authority and the Central Bank of Ireland in relation to compliance with laws and regulations;
Reviewing relevant meeting minutes including those of the Board, Risk and Group Audit
Committees
Reviewing data regarding customer complaints and the company’s register of litigation
and claims, in so far as they related to non-compliance with laws and regulations and fraud;
Identifying and testing journal entries, in particular any journal entries posted with unusual
account combinations increasing reported revenues;
Designing audit procedures to incorporate unpredictability around nature, timing or extent
of our testing;
Procedures relating to the estimates and judgements applied in the valuation of level 3
investments, being investment properties and equities and fixed income securities in the
Diversified Assets Fund, valuation of the operational Readiness prepayment in respect of the
development of an administration platform at an outsourced provider, provision for redress
in respect of ongoing service evidence and recoverability of Parent Company’s investment
in the subsidiaries described in the related key audit matter.
There are inherent limitations in the audit procedures described above. We are less likely to
become aware of instances of non-compliance with laws and regulations that are not closely
related to events and transactions reflected in the financial statements. Also, the risk of not
detecting a material misstatement due to fraud is higher than the risk of not detecting one
resulting from error, as fraud may involve deliberate concealment by, for example, forgery
or intentional misrepresentations, or through collusion.
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Our audit testing might include testing complete populations of certain transactions and
balances, possibly using data auditing techniques. However, it typically involves selecting a
limited number of items for testing, rather than testing complete populations. We will often
seek to target particular items for testing based on their size or risk characteristics. In other
cases, we will use audit sampling to enable us to draw a conclusion about the population
from which the sample is selected.
A further description of our responsibilities for the audit of the financial statements is located
on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part
of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the Parent Company’s
members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and
for no other purpose. We do not, in giving these opinions, accept or assume responsibility for
any other purpose or to any other person to whom this report is shown or into whose hands it
may come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
we have not obtained all the information and explanations we require for our audit; or
adequate accounting records have not been kept by the Parent Company, or returns
adequate for our audit have not been received from branches not visited by us; or
certain disclosures of directors’ remuneration specified by law are not made; or
the Parent Company financial statements and the part of the Report of the Group
Remuneration Committee to be audited are not in agreement with the accounting
records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Group Audit Committee, we were appointed by
the members on 7 December 2009 to audit the financial statements for the year ended
31 December 2009 and subsequent financial periods. The period of total uninterrupted
engagement is 16 years, covering the years ended 31 December 2009 to 31 December 2024.
Other matter
The Parent Company is required by the Financial Conduct Authority Disclosure Guidance
and Transparency Rules to include these financial statements in an annual financial report
prepared under the structured digital format required by DTR 4.1.15R – 4.1.18R and filed on the
National Storage Mechanism of the Financial Conduct Authority. This auditors’ report provides
no assurance over whether the structured digital format annual financial report has been
prepared in accordance with those requirements.
Gary Shaw
(Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Bristol
26 February 2025
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| Year ended | Year ended | ||
| 31 December | 31 December | ||
| 2024 | 2023 | ||
| Note | £’Million | £’Million | |
Fee and commission income | 4 | ||
Expenses | 5, 18 | ( | ( |
Investment return | 6 | ||
Movement in investment contract benefits | 6 | ( | ( |
Insurance revenue | 7 | ||
Insurance service expenses | 8 | ( | ( |
Net reinsurance expense | ( | ( | |
Insurance service result | ( | ||
Net insurance finance income/(expense) | ( | ||
Finance income | 9 | ||
Finance costs | 9 | ( | ( |
Profit before tax | 3 | ||
Tax attributable to policyholders’ returns | 10 | ( | ( |
Profit/(loss) before tax attributable to shareholders’ returns | ( | ||
Total tax charge | 10 | ( | ( |
Less: tax attributable to policyholders’ returns | 10 | ||
Tax attributable to shareholders’ returns | 10 | ( | ( |
Profit/(loss) and total comprehensive income for the year | ( | ||
Profit attributable to non-controlling interests | |||
Profit/(loss) attributable to equity shareholders | ( | ||
Profit/(loss) and total comprehensive income for the year | ( | ||
Note | Pence | Pence | |
Basic earnings per share | 23 | ( | |
Diluted earnings per share | 23 | ( |
The results relate to continuing operations.
The Notes and information on pages 144 to 199 form part of these consolidated financial statements.
As permitted by section 408 of the Companies Act 2006, no statement of comprehensive income is presented for the Company.
140 141
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Consolidated statement of comprehensive income
| Equity attributable to owners of the Parent Company | ||||||||||
| Capital | Non- | |||||||||
| Share | redemption | Shares in trust | Retained | controlling | Total | |||||
Share capital | premium | reserve | reserve | Misc. reserves | earnings | Total | interests | equity | ||
| Note | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | |
At 1 January 2023 | ( | |||||||||
(Loss)/profit and total comprehensive income for the year | ( | ( | ( | |||||||
Dividends | 23 | ( | ( | ( | ( | |||||
Exercise of options | 23 | |||||||||
Consideration paid for own shares | ( | ( | ( | |||||||
Issue of treasury shares in respect of share schemes | ( | |||||||||
Retained earnings credit in respect of share option charges | ||||||||||
Retained earnings debit arising on disposal of subsidiary | ( | ( | ( | |||||||
At 31 December 2023 | ( | |||||||||
Profit and total comprehensive income for the year | ||||||||||
Dividends | 23 | ( | ( | ( | ( | |||||
Shares repurchased in the buy-back programme | 23 | ( | ( | ( | ( | |||||
Consideration paid for own shares | ( | ( | ( | |||||||
Retained earnings credit in respect of share option charges | ||||||||||
At | ( | ( |
The number of shares held in the shares in trust reserve is given in Note 23 Share capital, earnings per share and dividends.
Miscellaneous reserves represent other non-distributable reserves.
The Notes and information on pages 144 to 199 form part of these consolidated financial statements.
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Consolidated statement of changes in equity
| As at | As at | ||
| 31 December | |||
| 2023 | |||
| Assets | Note | £’Million | £’Million |
Goodwill | 11 | ||
Deferred acquisition costs | 11 | ||
Intangible assets | 11 | ||
Property and equipment, including leased assets | 12 | ||
Investment property | 14, 20 | ||
Deferred tax assets | 10 | ||
Investment in associates | 26 | ||
Reinsurance assets | 17 | ||
Other receivables | 15 | ||
Financial investments | 14, 20 | ||
Derivative financial assets | 14, 20 | ||
Cash and cash equivalents | 14 | ||
Total assets | |||
| Liabilities | |||
Borrowings | 19 | ||
Deferred tax liabilities | 10 | ||
Insurance contract liabilities | 17 | ||
Deferred income | 11 | ||
Other provisions | 18 | ||
Other payables | 16 | ||
Investment contract benefits | 14 | ||
Derivative financial liabilities | 14 | ||
Net asset value attributable to unit holders | 14 | ||
Income tax liabilities | |||
Total liabilities | |||
Net assets |
| As at | As at | ||
| 31 December | 31 December | ||
| 2024 | 2023 | ||
| Shareholders’ equity | Note | £’Million | £’Million |
Share capital | 23 | ||
Share premium | |||
Capital redemption reserve | |||
Shares in trust reserve | ( | ( | |
Miscellaneous reserves | |||
Retained earnings | |||
Equity attributable to owners of the Parent Company | |||
Non-controlling interests | ( | ||
Total equity | |||
Pence | Pence | ||
Net assets per share |
The Notes and information on pages 144 to 199 form part of these consolidated financial
statements.
142 143
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Consolidated statement of financial position
| Year ended | Year ended | ||
| 31 December | 31 December | ||
| 2024 | 2023 1 | ||
| Note | £’Million | £’Million | |
| Cash flows from operating activities | |||
Cash (used in)/generated from operations 1 | 21 | ( | |
Interest received 1 | |||
Interest paid | ( | ( | |
Income taxes paid | 10 | ( | ( |
Contingent consideration paid | 20 | ( | ( |
Net cash (outflow)/inflow from operating activities | ( | ||
| Cash flows from investing activities | |||
Payments for property and equipment | 12 | ( | ( |
Payment of software development costs | 11 | ( | ( |
Payments for acquisition of subsidiaries and other business combinations, net of cash acquired | ( | ||
Payments for associates | ( | ( | |
Proceeds from sale of shares in subsidiaries and other business combinations, net of cash disposed | |||
Net cash outflow from investing activities | ( | ( | |
| Cash flows from financing activities | |||
Proceeds from the issue of share capital and exercise of options | |||
Shares repurchased in the share buy-back programme | ( | ||
Consideration paid for own shares | ( | ( | |
Proceeds from borrowings | 19 | ||
Repayment of borrowings | 19 | ( | ( |
Principal elements of lease payments | 13 | ( | ( |
Dividends paid to Company’s shareholders | 23 | ( | ( |
Dividends paid to non-controlling interests in subsidiaries | ( | ( | |
Net cash inflow/(outflow) from financing activities | ( | ||
Net decrease in cash and cash equivalents | ( | ( | |
Cash and cash equivalents at 1 January | 14 | ||
Effects of exchange rate changes on cash and cash equivalents | ( | ||
Cash and cash equivalents at 31 December | 14 |
1 Restated to reclassify £60.6 million of money market fund interest from cash generated from operations to interest received, which had been misclassified.
The Notes and information on pages 144 to 199 form part of these consolidated financial statements.
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Strategic report Governance Financial statements Other information
Consolidated statement of cash flows
1. Accounting policies
144 145
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Notes to the consolidated financial statements under International Financial Reporting Standards
1. Accounting policies continued
iv. Summary of significant accounting policies
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
146 147
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
148 149
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
1. Accounting policies continued
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
2. Critical accounting estimates and judgements in applying
accounting policies
Estimates
Critical accounting estimates are those which give rise to a significant risk of material
adjustment to the balances recognised in the financial statements within the next 12 months.
The Group’s critical accounting estimates relate to:
Estimates are also applied in calculating other assets of the financial statements, including
determining the value of deferred tax assets, investment contract benefits, the operational
readiness prepayment and other provisions.
Determining the value of insurance contract liabilities and reinsurance assets
In accordance with IFRS 17, the Group has used the following assumptions in the calculation
of insurance contract liabilities and reinsurance assets:
experience during the year
and expected rates in 2025 and over the long term
(2023: 3%). There has been no change during the year.
Further details of the valuation of insurance contract liabilities and reinsurance assets,
including sensitivity analysis, are set out in Note 17.
Determining the fair value of investment property
In accordance with IAS 40, the Group initially recognises investment properties at cost, and
subsequently remeasures its portfolio to fair value in the statement of financial position. Fair
value is determined at least monthly by professional external valuers. It is based on anticipated
market values for the properties in accordance with the guidance issued by the Royal Institution
of Chartered Surveyors (RICS), being the estimated amount that would be received from a sale
of the assets in an orderly transaction between market participants.
The valuation of investment property is inherently subjective as it requires, among other factors,
assumptions to be made regarding the ability of existing tenants to meet their rental obligations
over the entire life of their leases, the estimation of the expected rental income into the future,
the assessment of a property’s potential to remain as an attractive technical configuration to
existing and prospective tenants in a changing market and a judgement on the attractiveness
of a building, its location and the surrounding environment. Wherever appropriate, sustainability
and environmental matters are an integral part of the valuation approach. In a valuation
context, sustainability encompasses a wide range of physical, social, environmental and
economic factors that can affect value. The range of issues includes key environmental risks,
such as flooding, energy efficiency and climate, as well as design, configuration, accessibility,
legislation, management and fiscal considerations and, additionally, current and historical land
use. As such, investment properties are classified as Level 3 in the IFRS 13 fair value hierarchy
because they are valued using techniques which are not based on observable inputs.
During the year, SJP announced the decision to wind down the Property Unit Trust and remove
the Property Life and Pension fund options. The process of determining the fair value of
investment property remains unchanged.
Further details of the valuation of investment properties, including sensitivity analysis, are set
out in Note 20.
Determining the fair value of Level 3 fixed income securities and equities
In accordance with IFRS 9, the Group elects to classify its portfolio of policyholder fixed income
securities at fair value through profit and loss to match the accounting for policyholder liabilities.
Its portfolio of equities is required to be held at fair value through profit and loss. As a result,
all fixed income securities and equities are held at fair value, with the best evidence of the
fair value at initial recognition typically being the transaction price, i.e. the fair value
of the consideration given or received.
A number of investments are held in private credit and private equity assets, which are
recognised within fixed income securities and within equities, respectively, on the consolidated
statement of financial position. The fair value of these assets is determined following a monthly
valuation process which uses two different valuation models and includes verification by
professional external valuers. The models use suitable market comparatives and an estimate
of future cash flows expected to flow from the issuing entity.
The valuations are inherently subjective as they require a number of assumptions to be made,
such as determining which entities provide suitable market comparatives and their relevant
performance metrics (for example earnings before interest, tax, depreciation and amortisation),
determining appropriate discount rates and cash flow forecasts to use in models, the weighting
to apply to each valuation methodology, and the point in the range of valuations to select as
the fair value. As the inputs to the valuation models are unobservable, the investments in
private credit and private equity assets are classified as Level 3 in the IFRS 13 fair value hierarchy.
Further details about the valuation models, including sensitivity analysis, is set out in Note 20.
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2. Critical accounting estimates and judgements in applying
accounting policies
continued
Determining the value of the Ongoing Service Evidence provision
The Group has committed to review the sub-population of clients that has been charged for
ongoing advice services since the start of 2018 but where the evidence of delivery falls below
the acceptable standard. Where the standard of evidence is deemed by the Group to be
marginal the Group will invite clients to join the review (the ‘Opt-In population’), but where the
standard of evidence is deemed to be poor the Group will include clients in the review unless
instructed otherwise (the ‘Opt-Out population’).
In accordance with IAS 37, and reflecting an initial assessment of a statistically credible
representative cohort of clients undertaken by a skilled person, the Group has quantified the
Ongoing Service Evidence provision as the best estimate of the amount necessary to settle
the present obligation, taking into account the associated risks and uncertainties.
The period for the review has been determined by the Group to commence from 2018 following
an assessment of the regulatory regime in force during this period and the requirement to
retain evidence of delivery for this period of time.
Key estimates and assumptions in assessing the estimated value are:
credible representative cohort of client records, can be extrapolated to the wider review
population
industry experience
similar exercises can be used to estimate the cost to fulfil the exercise.
Further details of the provision, including sensitivity analysis, are set out in Note 18.
Determining the value of the complaints provision
In accordance with IAS 37 the Group has continued to quantify the complaints provision as
the best estimate of the amount necessary to settle the present obligation, taking into account
the associated risks and uncertainties. The key estimate in assessing the value of the provision
is the assessment of the proportion of cases requiring redress. Further details of the provision
are set out in Note 18.
Judgements
The primary areas in which the Group has applied judgement are as follows:
Consolidation
Entities are consolidated within the Group financial statements if they are controlled by
the Group. Control exists if the Group is exposed to, or has rights to, variable returns from
its involvement with the entity and the Group has the ability to affect those returns through
its power over the entity. Significant judgement can be involved in determining whether the
Group controls an entity, such as in the case of the structured entity set up for the Group’s
securitisation transaction, SJP Partner Loans No.1 Limited, and for the Group’s unit trusts.
A structured entity is one that has been designed so that voting or similar rights are not the
dominant factor in deciding who controls the entity. As a result, factors such as whether a
Group entity is able to direct the relevant activities of the entity and the extent to which the
Group is exposed to variability of returns are considered. In the case of SJP Partner Loans No.1
Limited, it was determined that the Group does control the entity and hence it is consolidated.
This is due to an entity in the Group holding the junior tranche of loan notes, hence being
subject to variability of returns, and the same entity being able to direct the relevant activities
of the structured entity through its role of servicer to the securitised portfolio.
Unit trusts are consolidated when the Group holds more than 30% of the units in that unit trust.
This is the threshold at which the Group is considered to achieve control, having regard to
factors such as:
the unit trust manager
to influence the unit trust manager’s remuneration.
Determining non-performing business loans to Partners
Business loans to Partners are considered to be non-performing (Stage 3), in the context
of the definition prescribed by IFRS 9, if they are in default. This is defined as a loan to either:
and where an orderly settlement of debt is considered to be in question.
Determining the derecognition of business loans to Partners
Business loans to Partners are derecognised, in the context of the definition prescribed
by IFRS 9, when:
party under a ‘pass-through’ arrangement
See Note 15 for further information on the derecognition of business loans to Partners.
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3. Segment reporting
IFRS 8 Operating Segments requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the Board, in order to
allocate resources to each segment and assess its performance.
The Group’s only reportable segment under IFRS 8 is a ‘wealth management’ business –
providing support to our clients through our network of advisers providing valuable face-to-
face financial advice, and financial solutions including (but not limited to) wealth management
products manufactured in the Group, such as insurance bonds, pensions, unit trust and ISA
investments, and a DFM service.
Separate geographical segmental information is not presented since the Group does not
segment its business geographically. Most of its customers are based in the United Kingdom,
as is management of the assets. In particular, the operation based in Asia is not yet sufficiently
material for separate consideration.
Segment revenue
Revenue received from fee and commission income is set out in Note 4, which details the
different types of revenue received from our wealth management business.
Segment profit
Two separate measures of profit are monitored by the Board. These are the post-tax Underlying
cash result and the pre-tax European Embedded Value (EEV) profit. Further details can be found
within the glossary of alternative performance measures section.
Underlying cash result
The measure of cash profit monitored by the Board is the post-tax Underlying cash result.
For further information please refer to the glossary of alternative performance measures section.
More detail is provided in section 2.2 of the financial review.
The Cash result should not be confused with the IFRS consolidated statement of cash flows,
which is prepared in accordance with IAS 7.
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Underlying cash result after tax | 447.2 | 392.4 |
Ongoing Service Evidence provision | – | (323.7) |
Movement in DAC/DIR/PVIF | (0.1) | 3.1 |
Impact of policyholder tax asymmetry (see Note 4) 1 | (38.9) | (44.4) |
Equity-settled share-based payments | (11.2) | (5.4) |
Impact of deferred tax | (9.0) | (24.9) |
Other | 10.4 | (7.0) |
IFRS profit/(loss) after tax | 398.4 | (9.9) |
Shareholder tax | 137.5 | 5.4 |
Profit/(loss) before tax attributable to shareholders’ returns | 535.9 | (4.5) |
Tax attributable to policyholder returns | 513.2 | 444.1 |
IFRS profit before tax | 1,049.1 | 439.6 |
1 Further information on policyholder tax asymmetry can also be found in the Glossary.
EEV operating profit
EEV operating profit is monitored by the Board. The components of the EEV operating profit are
included in more detail in the financial review within the Annual Report and Accounts.
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
EEV operating profit/(loss) before tax after exceptional items | 1,045.0 | (1,891.6) |
Investment return variance | 533.7 | 501.7 |
Economic assumption changes | 23.5 | 2.5 |
EEV profit/(loss) before tax | 1,602.2 | (1,387.4) |
| Adjustments to IFRS basis: | ||
Deduct: amortisation of purchased value of in-force business | (3.2) | (3.2) |
Movement of balance sheet life value of in-force business (net of tax) | (354.5) | 2,769.6 |
| Movement of balance sheet unit trust and DFM value of in-force | ||
business (net of tax) | (345.4) | 226.0 |
| Movement of balance sheet other value of in-force business | ||
(net of tax) | (291.4) | (1,918.9) |
Tax on movement in value of in-force business | (71.8) | 309.4 |
Profit/(loss) before tax attributable to shareholders’ returns | 535.9 | (4.5) |
Tax attributable to policyholder returns | 513.2 | 444.1 |
IFRS profit before tax | 1,049.1 | 439.6 |
The movement in life, unit trust and DFM, and other value of in-force business is the difference
between the opening and closing discounted value of the profits that will emerge from the
in-force book over time, after adjusting for DAC and DIR impacts which are already included
under IFRS.
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3. Segment reporting continued
Segment assets
Funds under management (FUM)
FUM, as reported in section 1 of the financial review, is the measure of segment assets which
is monitored on a monthly basis by the Board.
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Investment | 39,180.0 | 35,990.0 |
Pension | 101,980.0 | 87,320.0 |
UT/ISA and DFM | 49,050.0 | 44,890.0 |
Total FUM | 190,210.0 | 168,200.0 |
| Exclude client and third-party holdings in non-consolidated unit trusts | ||
and DFM | (4,183.3) | (4,360.4) |
Other | 3,923.7 | 3,968.2 |
Gross assets held to cover unit liabilities | 189,950.4 | 167,807.8 |
IFRS intangible assets | 335.1 | 399.6 |
Shareholder gross assets | 4,589.6 | 4,085.7 |
Total assets | 194,875.1 | 172,293.1 |
Other represents liabilities included within the underlying unit trusts. The unit trust liabilities form
a reconciling item between total FUM, which is reported net of these liabilities, and total assets,
which exclude these liabilities.
More detail on IFRS intangible assets and shareholder gross assets is provided in section 2.2 of
the financial review.
4. Fee and commission income
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Advice charges (post RDR) | 1,089.2 | 954.3 |
Third-party fee and commission income | 131.3 | 132.4 |
Wealth management fees | 1,234.1 | 1,065.0 |
Investment management fees | 74.5 | 68.4 |
Fund tax deductions | 513.2 | 444.1 |
Policyholder tax asymmetry | (38.9) | (44.4) |
Discretionary fund management fees | 23.4 | 23.6 |
Fee and commission income before DIR amortisation | 3,026.8 | 2,643.4 |
Amortisation of DIR | 137.1 | 145.5 |
Total fee and commission income | 3,163.9 | 2,788.9 |
Advice charges are received from clients for the provision of initial and ongoing advice
in relation to a post-Retail Distribution Review (RDR) investment into a St. James’s Place
or third-party product.
Third-party fee and commission income is received from the product provider where
an investment has been made into a third-party product.
Wealth management fees represent charges levied on manufactured business.
Investment management fees are received from clients for the provision of all aspects of
investment management. Broadly, investment management fees are matched by investment
management expenses.
Fund tax deductions represent amounts credited to, or deducted from, the life insurance
business to match policyholder tax credits or charges. Market conditions will impact the level
of fund tax deductions. This may lead to significant year-on-year movements when markets
are volatile.
Life insurance tax incorporates a policyholder tax element, and the financial statements of a
life insurance group need to reflect the liability to HMRC, with the corresponding deductions
incorporated into policy charges (‘Fund tax deductions’ in the table on the left). The tax liability
to HMRC is assessed using IAS 12 Income Taxes, which does not allow discounting, whereas the
policy charges are designed to ensure fair outcomes between clients and so reflect a wide
range of possible outcomes. This gives rise to different assessments of the current value of
future cash flows and hence an asymmetry in the IFRS consolidated statement of financial
position between the deferred tax position and the offsetting client balance. The net tax
asymmetry balance reflects a temporary position, and in the absence of market volatility we
expect it will unwind as future cash flows become less uncertain and are ultimately realised.
External market conditions drive the movement in the policyholder tax asymmetry balances.
Net market gains in the year to 31 December 2024 have resulted in a negative policyholder
tax asymmetry.
Discretionary fund management fees are received from clients for the provision of DFM services.
Where an investment has been made in a St. James’s Place product, the initial product charge is
deferred and recognised as a deferred income liability. This liability is extinguished, and income
recognised, over the expected life of the investment. The income is the amortisation of DIR in the
table on the left.
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| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Payments to Partners | 1,134.8 | 1,013.2 |
| Fees payable to the Company’s auditors and its associates: | ||
For the audit of the Company and consolidated financial statements | 0.5 | 0.4 |
| For other services: | ||
– Audit of the Company’s subsidiaries (excluding unit trusts) | 0.8 | 0.9 |
– Audit of the Company’s unit trusts | 0.8 | 0.8 |
– Audit-related assurance services | 0.7 | 0.7 |
– Other assurance services | 0.2 | 0.2 |
Total fees payable to the Company’s auditors and its associates | 3.0 | 3.0 |
| Employee costs: | ||
Wages and salaries | 255.5 | 208.2 |
Social security costs | 29.2 | 21.8 |
Other pension costs | 21.7 | 18.2 |
Cost of employee share awards and options | 11.3 | 5.2 |
Total employee costs | 317.7 | 253.4 |
| Average monthly number of persons employed by the Group | ||
during the year | 2,942 |
6. Investment return and movement in investment contract benefits
The majority of the business written by the Group is unit-linked investment business, and so
investment contract benefits are measured by reference to the underlying net asset value of
the Group’s unitised investment funds. As a result, investment return on the unitised investment
funds and the movement in investment contract benefits are linked.
Investment return
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Attributable to unit-linked investment contract benefits: | £’Million | £’Million |
Rental income | 60.8 | 69.9 |
Loss on revaluation of investment properties | (3.3) | (44.9) |
Net investment return on financial instruments classified at fair value through profit and loss | 15,594.6 | 13,013.4 |
15,652.1 | 13,038.4 | |
Income attributable to third-party holdings in unit trusts | 7,036.4 | 3,092.5 |
Investment return on net assets held to cover unit liabilities | 22,688.5 | 16,130.9 |
Net investment return on financial instruments classified at fair value through profit and loss | 95.6 | 60.2 |
Net investment return on financial instruments held at amortised cost | 1.2 | 6.5 |
Investment return on shareholder assets | 96.8 | 66.7 |
Total investment return | 22,785.3 | 16,197.6 |
Included in the net investment return on financial instruments classified as fair value through
profit and loss, within investment return on net assets held to cover unit liabilities, is dividend
income of £1,576.7 million (2023: £1,499.1 million).
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6. Investment return and movement in investment contract benefits
continued
Movement in investment contract benefits
2024 | 2023 | |
£’Million | £’Million | |
Balance at 1 January | 123,149.8 | 106,964.7 |
Deposits | 14,451.6 | 11,842.3 |
Withdrawals | (10,778.2) | (7,459.6) |
Movement in unit-linked investment contract benefits | 15,652.1 | 13,038.4 |
Fees and other adjustments | (1,436.5) | (1,236.0) |
Balance at 31 December | 141,038.8 | 123,149.8 |
Current | 6,762.1 | 6,584.5 |
Non-current | 134,276.7 | 116,565.3 |
141,038.8 | 123,149.8 | |
| Movement in unit liabilities | ||
Unit-linked investment contract benefits | 15,652.1 | 13,038.4 |
Third-party unit trust holdings | 7,036.4 | 3,092.5 |
Movement in investment contract benefits in the consolidated statement of comprehensive income | 22,688.5 | 16,130.9 |
See accounting policy (ai) for further information on the current and non-current disclosure.
7. Insurance revenue
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Amounts relating to changes in liabilities for remaining coverage | £’Million | £’Million |
– Expected incurred claims and other insurance service expenses | 23.2 | 23.3 |
– Change in risk adjustment for non-financial risk for risk expired | 0.6 | 0.7 |
– CSM recognised for services provided | 1.4 | 1.3 |
Total insurance revenue | 25.2 | 25.3 |
8. Insurance service expenses
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Amounts relating to changes in liabilities for remaining coverage | £’Million | £’Million |
– Incurred claims and other insurance service expenses | (21.8) | (24.5) |
Total insurance services expenses | (21.8) | (24.5) |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Interest received on cash and cash equivalents | 15.5 | 17.8 |
Interest received on business loans to Partners | 43.0 | 31.0 |
Finance income | 58.5 | 48.8 |
Interest paid on external borrowings | (33.0) | (13.9) |
Interest paid on lease liabilities | (3.2) | (3.4) |
Other interest paid | (0.2) | – |
Finance costs | (36.4) | (17.3) |
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| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Current tax | £’Million | £’Million |
| UK corporation tax | ||
– Current year charge | 330.7 | 222.8 |
– Adjustment in respect of prior year | 1.9 | (0.5) |
| Overseas taxes | ||
– Current year charge | 17.0 | 2.9 |
– Adjustment in respect of prior year | (0.3) | 0.1 |
| Deferred tax | 349.3 | 225.3 |
Unrealised capital gains in unit-linked funds | 261.6 | 243.4 |
| Unrelieved expenses | ||
– Utilisation in the year | 8.9 | 11.3 |
| Capital losses | ||
– Utilisation in the year | – | 2.2 |
– Adjustment in respect of prior year | – | (0.1) |
DAC, DIR and PVIF | (5.3) | (7.8) |
Share-based payments | (5.3) | 8.1 |
Renewal income assets | (3.9) | (1.4) |
Fixed asset timing differences | 0.5 | 2.6 |
UK trading losses | 40.8 | (36.1) |
Other items | 3.8 | 1.8 |
Overseas losses | – | 0.3 |
Transitional adjustment | 3.4 | – |
Adjustment in respect of prior year | (3.1) | (0.1) |
301.4 | 224.2 | |
Total tax charge for the year | 650.7 | 449.5 |
| Attributable to: | ||
– Policyholders | 513.2 | 444.1 |
– Shareholders | 137.5 | 5.4 |
650.7 | 449.5 |
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10. Income and deferred taxes continued
| Year ended | Year ended | |||
| 31 December | 31 December | |||
| 2024 | 2023 | |||
£’Million | £’Million | |||
| Profit before tax | 1,049.1 | 439.6 | ||
Tax attributable to policyholders’ returns | (513.2) | (444.1) | ||
Profit/(loss) before tax attributable to shareholders’ returns | 535.9 | (4.5) | ||
| Shareholder tax charge/(credit) at corporate | ||||
tax rate of 25% (2023: 23.5%) | 134.0 | 25% | (1.1) | 23.5% |
| Adjustments: | ||||
| Lower rates of corporation tax | ||||
in overseas subsidiaries | (1.2) | (0.2%) | (1.8) | 39.4% |
Expected shareholder tax | 132.8 | 24.8% | (2.9) | 62.9% |
| Effects of: | ||||
Non-taxable income | (0.4) | (2.5) | ||
| Adjustment in respect of prior year | ||||
– Current tax | (0.8) | 1.0 | ||
– Deferred tax | (3.1) | (0.2) | ||
| Differences in accounting and tax bases | ||||
in relation to employee share schemes | (3.1) | 0.3 | ||
Impact of difference in tax rates between current and deferred tax | – | (2.3) | ||
Disallowable expenses | 6.1 | 4.3 | ||
Change in accounting base – Hong Kong | 4.2 | – | ||
Provision for future liabilities | (0.6) | 5.1 | ||
Tax losses not recognised | 2.4 | 1.9 | ||
| Other | – | 0.7 | ||
4.7 | 0.9% | 8.3 | (182.9%) | |
Shareholder tax charge | 137.5 | 25.7% | 5.4 | (120.0%) |
Policyholder tax charge | 513.2 | 444.1 | ||
Total tax charge for the year | 650.7 | 449.5 |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Current tax charge for the year | 349.3 | 225.3 |
| (Payments to be made)/refunds due to be received in future years | ||
in respect of current year | (22.9) | 1.7 |
| Payments made/(refunds received) in current year in respect | ||
of prior years | 0.6 | (39.7) |
Other | (0.9) | (7.9) |
Tax paid | 326.1 | 179.4 |
| Tax paid can be analysed as: | ||
– Taxes paid in UK | 252.4 | 156.4 |
– Taxes paid in overseas jurisdictions | 5.9 | 6.2 |
– Withholding taxes suffered on investment income received | 67.8 | 16.8 |
Total | 326.1 | 179.4 |
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10. Income and deferred taxes continued
| (Charge)/credit to the statement | Expected | ||||||
| of comprehensive income | utilisation period | ||||||
| As at | Utilised and | Reanalysis to | As at | As at | |||
| created | Total | Impact of | deferred tax | 31 December | 31 December | ||
| in year | (charge)/credit | acquisitions | liabilities | 2024 | 2024 | ||
£’Million | £’Million | £’Million | £’Million | £’Million | £’Million | ||
Deferred acquisition costs (DAC) | (18.6) | 0.1 | 0.1 | – | 19.4 | 0.9 | 14 years |
Deferred income (DIR) | 35.1 | (0.1) | (0.1) | – | (33.3) | 1.7 | 14 years |
Fixed asset temporary differences | 1.3 | – | – | – | (1.3) | – | 6 years |
Renewal income assets | (19.9) | – | – | – | 19.9 | – | 20 years |
Share-based payments | 4.8 | – | – | – | (4.8) | – | 3 years |
UK trading losses | 36.1 | (36.1) | (36.1) | – | – | – | – |
Other temporary differences | (2.3) | – | – | – | 2.4 | 0.1 | – |
Total | 36.5 | (36.1) | (36.1) | – | 2.3 | 2.7 | |
| Credit/(charge) to the statement | Expected | ||||||
| of comprehensive income | utilisation period | ||||||
| As at | Utilised and | Total | Reanalysis to | As at | As at | ||
| 1 January | created | credit/ | Impact of | deferred tax | 31 December | 31 December | |
| 2023 | in year | (charge) | acquisitions | liabilities | 2023 | 2023 | |
£’Million | £’Million | £’Million | £’Million | £’Million | £’Million | ||
Deferred acquisition costs (DAC) | (20.4) | 1.8 | 1.8 | – | – | (18.6) | 14 years |
Deferred income (DIR) | 37.7 | (2.6) | (2.6) | – | – | 35.1 | 14 years |
Fixed asset temporary differences | 3.9 | (2.6) | (2.6) | – | – | 1.3 | 6 years |
Renewal income assets | (20.7) | 1.5 | 1.5 | (0.7) | – | (19.9) | 20 years |
Share-based payments | 12.9 | (8.1) | (8.1) | – | – | 4.8 | 3 years |
UK trading losses | – | 36.1 | 36.1 | – | – | 36.1 | 1 years |
Other temporary differences | (0.9) | (2.3) | (2.3) | 0.9 | – | (2.3) | – |
Total | 12.5 | 23.8 | 23.8 | 0.2 | – | 36.5 | |
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10. Income and deferred taxes continued
| Charge/(credit) to the statement | Expected | |||||||
| of comprehensive income | utilisation period | |||||||
| Utilised and | Impact of | Total | Reanalysis | As at | As at | |||
| As at | created | tax rate | charge/ | Impact of | from deferred | 31 December | 31 December | |
| 1 January | in year | change | (credit) | acquisitions | tax assets | 2024 | 2024 | |
| 2024 | ||||||||
| £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | ||
Deferred acquisition costs (DAC) | 12.3 | (7.6) | – | (7.6) | – | 19.4 | 24.1 | 14 years |
Deferred income (DIR) | – | 3.2 | – | 3.2 | – | (33.3) | (30.1) | 14 years |
Purchased value of in-force business (PVIF) | 2.0 | (0.8) | – | (0.8) | – | – | 1.2 | 2 years |
Unrealised capital gains on life insurance (BLAGAB) assets backing unit liabilities | 423.4 | 261.5 | – | 261.5 | – | – | 684.9 | 6 years |
Unrelieved expenses on life insurance business | (26.2) | 8.9 | – | 8.9 | – | – | (17.3) | 4 years |
Fixed asset temporary differences | – | 0.9 | – | 0.9 | – | (1.3) | (0.4) | 6 years |
Renewal income assets | – | (2.5) | – | (2.5) | – | 19.9 | 17.4 | 20 years |
Share based payments | – | (5.3) | – | (5.3) | – | (4.8) | (10.1) | 3 years |
Transitional adjustment | – | 3.4 | – | 3.4 | – | 1.6 | 5.0 | 4 years |
Other temporary differences | 0.2 | 3.6 | – | 3.6 | 0.1 | 0.8 | 4.7 | |
Total | 411.7 | 265.3 | – | 265.3 | 0.1 | 2.3 | 679.4 |
| Charge/(credit) to the statement | Expected | |||||||
| of comprehensive income | utilisation period | |||||||
| As at | Utilised and | Impact of | Total | Reanalysis | As at | As at | ||
| 1 January | created | tax rate | charge/ | Impact of | from deferred | 31 December | 31 December | |
| 2023 | in year | change | (credit) | acquisitions | tax assets | 2023 | 2023 | |
£’Million | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million | ||
Capital losses (available for future relief) | (2.1) | 2.1 | – | 2.1 | – | – | – | – |
Deferred acquisition costs (DAC) | 20.2 | (7.9) | – | (7.9) | – | – | 12.3 | 14 years |
Purchased value of in-force business (PVIF) | 2.8 | (0.8) | – | (0.8) | – | – | 2.0 | 2 years |
Unrealised capital gains on life insurance (BLAGAB) assets backing unit liabilities | 180.1 | 243.3 | – | 243.3 | – | – | 423.4 | 6 years |
Unrelieved expenses on life insurance business | (37.5) | 11.3 | – | 11.3 | – | – | (26.2) | 5 years |
Other temporary differences | (0.6) | 0.1 | – | 0.1 | 0.7 | – | 0.2 | – |
Total | 162.9 | 248.1 | – | 248.1 | 0.7 | – | 411.7 |
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10. Income and deferred taxes continued
| Computer | |||||
| Purchased | software and | ||||
| value of | other specific | ||||
| in-force | software | ||||
| Goodwill | business | developments | DAC | DIR | |
£’Million | £’Million | £’Million | £’Million | £’Million | |
| Cost | |||||
At 1 January 2023 | 36.6 | 73.4 | 70.9 | 1,050.6 | (1,635.0) |
Additions | – | – | 10.9 | 39.9 | (106.6) |
Disposals | – | – | (16.2) | (144.7) | 105.3 |
At 31 December 2023 | 36.6 | 73.4 | 65.6 | 945.8 | (1,636.3) |
Additions | – | – | 5.1 | 45.2 | (115.1) |
Disposals | – | – | – | (182.0) | 153.0 |
At 31 December 2024 | 36.6 | 73.4 | 70.7 | 809.0 | (1,598.4) |
| Accumulated amortisation | |||||
| and impairment | |||||
At 1 January 2023 | 3.0 | 62.2 | 37.6 | 714.0 | (1,104.6) |
Charge for the year | – | 3.2 | 15.4 | 72.1 | (145.5) |
Eliminated on disposal | – | – | (15.4) | (144.7) | 105.3 |
At 31 December 2023 | 3.0 | 65.4 | 37.6 | 641.4 | (1,144.8) |
Charge for the year | 10.3 | 3.2 | 22.4 | 63.4 | (137.1) |
Eliminated on disposal | – | – | – | (182.0) | 153.0 |
At 31 December 2024 | 13.3 | 68.6 | 60.0 | 522.8 | (1,128.9) |
| Carrying value | |||||
At 1 January 2023 | 33.6 | 11.2 | 33.3 | 336.6 | (530.4) |
At 31 December 2023 | 33.6 | 8.0 | 28.0 | 304.4 | (491.5) |
At 31 December 2024 | 23.3 | 4.8 | 10.7 | 286.2 | (469.5) |
Current | – | 3.2 | 4.1 | 52.8 | (130.2) |
Non-current | 23.3 | 1.6 | 6.6 | 233.4 | (339.3) |
| Outstanding amortisation period | |||||
At 31 December 2023 | N/A | 2 years | 5 years | 14 years | 6 to 14 years |
At 31 December 2024 | N/A | 1 year | 5 years | 14 years 6 to 14 years |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
11. Goodwill, intangible assets, deferred acquisition costs (DAC)
and deferred income (DIR)
continued
| Fixtures, fittings | ||||
| and office | Computer | Leased assets: | ||
| equipment | equipment | properties | Total | |
£’Million | £’Million | £’Million | £’Million | |
| Cost | ||||
At 1 January 2023 | 56.2 | 8.6 | 168.0 | 232.8 |
Additions | 9.7 | 1.5 | 24.4 | 35.6 |
Revaluations | – | – | (2.3) | (2.3) |
Acquisition of subsidiary | 0.3 | 0.1 | 0.3 | 0.7 |
Disposals | (2.3) | (0.2) | (9.5) | (12.0) |
At 31 December 2023 | 63.9 | 10.0 | 180.9 | 254.8 |
Additions | 2.8 | 0.8 | 4.8 | 8.4 |
Disposals | (2.3) | – | (12.4) | (14.7) |
At 31 December 2024 | 64.4 | 10.8 | 173.3 | 248.5 |
| Accumulated depreciation | ||||
At 1 January 2023 | 27.6 | 5.9 | 53.6 | 87.1 |
Charge for the year | 5.9 | 1.7 | 16.4 | 24.0 |
Acquisition of subsidiary | 0.3 | – | – | 0.3 |
Eliminated on disposal | (2.0) | (0.1) | (7.6) | (9.7) |
At 31 December 2023 | 31.8 | 7.5 | 62.4 | 101.7 |
Charge for the year | 6.4 | 1.6 | 15.4 | 23.4 |
Eliminated on disposal | (2.2) | – | (8.4) | (10.6) |
At 31 December 2024 | 36.0 | 9.1 | 69.4 | 114.5 |
| Net book value | ||||
At 1 January 2023 | 28.6 | 2.7 | 114.4 | 145.7 |
At 31 December 2023 | 32.1 | 2.5 | 118.5 | 153.1 |
At 31 December 2024 | 28.4 | 1.7 | 103.9 | 134.0 |
| Depreciation period (estimated useful life) | ||||
At 31 December 2023 | 5 to 15 years | 3 years | 1 to 17 years | |
At 31 December 2024 | 5 to 15 years | 3 years | 1 to 17 years |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
| 31 December | 31 December | |
| 2024 | 2023 | |
| Within the property and equipment balance – refer to Note 12 | £’Million | £’Million |
Leased assets: properties | 103.9 | 118.5 |
| Within the other payables balance – refer to Note 16 | ||
Lease liabilities: properties | 107.2 | 120.5 |
Amounts recognised in the consolidated statement of comprehensive income
The following amounts relating to leases are recognised within expenses in the consolidated
statement of comprehensive income.
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Depreciation charge for leased assets: properties | 15.4 | 16.4 |
Interest expense on lease liabilities: properties | 3.2 | 3.4 |
Lease expense relating to short-term leases | 0.3 | 0.4 |
Lease expense relating to low-value assets | 2.3 | 2.1 |
Total lease expense for the year | 21.2 | 22.3 |
Total cash outflow for leases during the year | 17.2 | 17.6 |
Reconciliation of lease liabilities: properties
The following movement schedule reconciles the opening and closing lease liabilities relating
to properties in the consolidated statement of financial position.
2024 | 2023 | |
£’Million | £’Million | |
Balance at 1 January | 120.5 | 116.6 |
Additions | 4.4 | 19.1 |
Disposals | (3.7) | (1.0) |
Interest charged | 3.2 | 3.4 |
Lease payments made | (17.2) | (17.6) |
Balance at 31 December | 107.2 | 120.5 |
The principal lease payments disclosed in the table below link to the principal lease payments
set out in the consolidated statement of cash flows as follows:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Interest payments | 3.2 | 3.4 |
Principal lease payments | 14.0 | 14.2 |
Lease payments made | 17.2 | 17.6 |
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| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Equities | 130,549.0 | 116,761.5 |
Fixed income securities | 26,118.5 | 27,244.7 |
Investments in Collective Investment Schemes | 25,652.7 | 13,967.5 |
Total financial investments | 182,320.2 | 157,973.7 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Assets | £’Million | £’Million |
Investment property | 892.3 | 1,110.3 |
Equities | 130,549.0 | 116,761.5 |
Fixed income securities | 26,109.9 | 27,236.5 |
Investment in Collective Investment Schemes | 23,458.4 | 12,513.1 |
Cash and cash equivalents | 5,311.3 | 5,918.9 |
Other receivables | 816.7 | 846.9 |
Derivative financial assets | 2,812.8 | 3,420.6 |
Total assets | 189,950.4 | 167,807.8 |
| Liabilities | ||
Other payables | 692.7 | 613.3 |
Derivative financial liabilities | 3,052.1 | 3,073.0 |
Total liabilities | 3,744.8 | 3,686.3 |
Net assets held to cover linked liabilities | 186,205.6 | 164,121.5 |
Investment contract benefits | 141,038.8 | 123,149.8 |
Net asset value attributable to unit holders | 44,699.5 | 40,536.5 |
Unit-linked insurance contract liabilities | 467.3 | 435.2 |
Net unit-linked liabilities | 186,205.6 | 164,121.5 |
2024 | 2023 | |
£’Million | £’Million | |
Balance at 1 January | 1,110.3 | 1,294.5 |
Capitalised expenditure on existing properties | 15.8 | 10.1 |
Disposals | (230.5) | (149.4) |
Changes in fair value | (3.3) | (44.9) |
Balance at 31 December | 892.3 | 1,110.3 |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
14. Financial investments, investment property and cash and
cash equivalents
continued
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Rental income | 60.8 | 69.9 |
Direct operating expenses | 9.5 | 5.0 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Undiscounted contractual rental income to be received in: | £’Million | £’Million |
Year 1 | 45.7 | 64.6 |
Year 2 | 42.6 | 58.2 |
Year 3 | 38.3 | 52.3 |
Year 4 | 33.8 | 47.2 |
Year 5 | 29.9 | 41.8 |
Year 6 onwards | 156.2 | 235.6 |
Total undiscounted contractual rental income to be received | 346.5 | 499.7 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Cash and cash equivalents not held to cover unit liabilities | 352.6 | 285.4 |
Balances held to cover unit liabilities | 5,311.3 | 5,918.9 |
Total cash and cash equivalents | 5,663.9 | 6,204.3 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Receivables in relation to unit liabilities excluding policyholder interests | 656.4 | 956.0 |
Other receivables in relation to life and unit trust business | 55.9 | 151.9 |
Operational readiness prepayment | 256.3 | 283.5 |
Advanced payments to Partners | 137.4 | 127.4 |
Other prepayments and accrued income | 37.8 | 37.9 |
Business loans to Partners | 557.3 | 408.0 |
Renewal income assets | 121.0 | 138.3 |
Miscellaneous | 45.3 | 44.3 |
Total other receivables on the Solvency II Net Assets Balance Sheet | 1,867.4 | 2,147.3 |
Policyholder interests in other receivables (see Note 14) | 816.7 | 846.9 |
Other | 3.3 | 3.2 |
Total other receivables | 2,687.4 | 2,997.4 |
Current | 1,781.3 | 2,243.8 |
Non-current | 906.1 | 753.6 |
2,687.4 | 2,997.4 |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
15. Other receivables continued
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Business loans to Partners directly funded by the Group | 386.6 | 340.8 |
Securitised business loans to Partners | 170.7 | 67.2 |
Total business loans to Partners | 557.3 | 408.0 |
| Stage 2: | Stage 3: | |||
| Stage 1: | under- | non- | ||
| performing | performing | performing | Total | |
£’Million | £’Million | £’Million | £’Million | |
Gross balance at 1 January 2024 | 359.7 | 44.6 | 8.5 | 412.8 |
| Business loans to Partners classification | ||||
| changes: | ||||
– Transfer to underperforming | (19.0) | 19.0 | – | – |
– Transfer to non-performing | (21.0) | (2.5) | 23.5 | – |
– Transfer to performing | 16.5 | (16.4) | (0.1) | – |
New lending activity during the year | 215.0 | 7.8 | 2.6 | 225.4 |
Interest charged during the year | 37.4 | 3.6 | 2.0 | 43.0 |
Repayment activity during the year | (104.4) | (7.6) | (3.4) | (115.4) |
Gross balance at 31 December 2024 | 484.2 | 48.5 | 33.1 | 565.8 |
| Stage 2: | Stage 3: | |||
| Stage 1: | under- | non- | ||
| performing | performing | performing | Total | |
£’Million | £’Million | £’Million | £’Million | |
Gross balance at 1 January 2023 | 297.1 | 17.7 | 4.6 | 319.4 |
| Business loans to Partners classification | ||||
| changes: | ||||
– Transfer to underperforming | (11.9) | 11.9 | – | – |
– Transfer to non-performing | (3.2) | (0.2) | 3.4 | – |
– Transfer to performing | 4.2 | (3.5) | (0.7) | – |
New lending activity during the year | 195.0 | 16.9 | 0.7 | 212.6 |
Interest charged during the year | 26.2 | 3.1 | 0.8 | 30.1 |
Repayment activity during the year | (147.7) | (1.3) | (0.3) | (149.3) |
Gross balance at 31 December 2023 | 359.7 | 44.6 | 8.5 | 412.8 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Gross business loans to Partners | 565.8 | 412.8 |
Provision | (8.5) | (4.8) |
Net business loans to Partners | 557.3 | 408.0 |
2024 | 2023 | |
£’Million | £’Million | |
Balance at 1 January | 138.3 | 115.5 |
Additions | 4.8 | 32.0 |
Disposals | (0.7) | (2.1) |
Revaluation | (21.4) | (7.1) |
Balance at 31 December | 121.0 | 138.3 |
| 31 December | 31 December | |
| 2024 | 2023 | |
Lapse rate – SJP Partner renewal income 1 | 5.0% to 15.0% | 5.0% to 15.0% |
Lapse rate – non-SJP renewal income 1 | 6.5% to 25.0% | 6.5% to 25.0% |
Discount rate | 15.8% | 11.8% |
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| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Payables in relation to unit liabilities excluding policyholder interests | 216.7 | 437.1 |
Other payables in relation to life and unit trust business | 590.4 | 738.6 |
Accrual for ongoing advice fees | 168.9 | 150.0 |
Other accruals | 138.5 | 101.1 |
Contract payment | 72.2 | 84.2 |
Lease liabilities: properties (see Note 13) | 107.2 | 120.5 |
Other payables in relation to Partner payments | 88.9 | 75.1 |
Miscellaneous | 62.6 | 50.4 |
Total other payables on the Solvency II Net Assets Balance Sheet | 1,445.4 | 1,757.0 |
Policyholder interests in other payables (see Note 14) | 692.7 | 613.3 |
Other (see adjustment 2 on page 24) | 6.2 | 17.8 |
Total other payables | 2,144.3 | 2,388.1 |
Current | 1,992.5 | 2,212.9 |
Non-current | 151.8 | 175.2 |
2,144.3 | 2,388.1 |
Risk | Description | Management |
| Underwriting | Failure to price appropriately | The Group ceased writing new protection |
| for a risk, or the impact of | business in April 2011 and the remaining UK | |
| anti-selection. | insurance risk is substantially covered by | |
| quota share reinsurance with a low level of | ||
| retention. Experience is monitored regularly | ||
| and for most business the premium or | ||
| deduction rates can be reviewed. | ||
| Epidemic/ | An unusually large number | Protection is provided through reinsurance. |
| disaster | of claims arising from a single | The Group has fully reinsured the UK |
| incident or event. | insurance risk. | |
| Expense | Administration costs exceed | Administration is outsourced and a tariff of |
| expense allowance. | costs is agreed. The contract is monitored | |
| regularly to rationalise costs incurred. | ||
| Internal overhead expenses are monitored | ||
| and closely managed. |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
17. Insurance contract liabilities and reinsurance assets continued
| Liability for | ||||
| remaining coverage | Liability for | |||
| Excluding loss | Loss | incurred | ||
| component | component | claims | Total | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2024 | 477.8 | – | 18.2 | 496.0 |
Insurance revenue | (25.2) | – | – | (25.2) |
Insurance service expenses | – | – | 21.8 | 21.8 |
| Finance income from insurance contracts | ||||
recognised in profit or loss | (2.1) | – | – | (2.1) |
| Total changes in the statement | ||||
of comprehensive income | (27.3) | – | 21.8 | (5.5) |
| Investment components excluded | ||||
| from insurance revenue and insurance | ||||
service expenses | 25.0 | – | 46.0 | 71.0 |
Premiums received | 28.8 | – | – | 28.8 |
| Claims and other insurance service | ||||
expenses paid | – | – | (71.7) | (71.7) |
Total cash flows | 28.8 | – | (71.7) | (42.9) |
Balance at 31 December 2024 | 504.3 | – | 14.3 | 518.6 |
Current | 77.8 | |||
Non-current | 440.8 | |||
| 518.6 |
| Liability for | ||||
| remaining coverage | Liability | |||
| Excluding loss | Loss | for incurred | ||
component 1, 2 | component | claims 1, 2 | Total 1, 2 | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2023 | 452.6 | – | 17.9 | 470.5 |
Insurance revenue | (25.3) | – | – | (25.3) |
Insurance service expenses 1 | – | – | 24.5 | 24.5 |
| Finance expense from insurance contracts | ||||
recognised in profit or loss | 2.8 | – | – | 2.8 |
| Total changes in the statement | ||||
of comprehensive income | (22.5) | – | 24.5 | 2.0 |
| Investment components excluded | ||||
| from insurance revenue and insurance | ||||
service expenses 2 | 16.4 | – | 33.0 | 49.4 |
Premiums received 2 | 31.3 | – | – | 31.3 |
| Claims and other insurance service | ||||
expenses paid 2 | – | – | (57.2) | (57.2) |
Total cash flows | 31.3 | – | (57.2) | (25.9) |
Balance at 31 December 2023 | 477.8 | – | 18.2 | 496.0 |
Current | 84.0 | |||
Non-current | 412.0 | |||
| 496.0 |
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17. Insurance contract liabilities and reinsurance assets continued
| Estimates of | Risk adjustment | |||
| present value of | for non- | |||
| future cash flows | financial risk | CSM | Total | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2024 | 463.0 | 6.0 | 8.8 | 477.8 |
Insurance service result | (26.1) | (1.1) | 2.0 | (25.2) |
| Finance income from insurance | ||||
contracts recognised in profit or loss | (1.9) | (0.3) | 0.1 | (2.1) |
| Total changes in the statement | ||||
of comprehensive income | (28.0) | (1.4) | 2.1 | (27.3) |
| Investment components excluded | ||||
from insurance revenue and insurance service expenses | 25.0 | – | – | 25.0 |
Premiums received | 28.8 | – | – | 28.8 |
Total cash flows | 28.8 | – | – | 28.8 |
Balance at 31 December 2024 | 488.8 | 4.6 | 10.9 | 504.3 |
| Estimates of | Risk adjustment | |||
| present value of | for non- | |||
future cash flows 1, 2 | financial risk | CSM | Total 1, 2 | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2023 | 439.0 | 5.8 | 7.8 | 452.6 |
Insurance service result 1 | (26.4) | 0.1 | 1.0 | (25.3) |
| Finance expense from insurance | ||||
contracts recognised in profit or loss | 2.7 | 0.1 | – | 2.8 |
| Total changes in the statement | ||||
of comprehensive income | (23.7) | 0.2 | 1.0 | (22.5) |
| Investment components excluded | ||||
from insurance revenue and insurance service expenses 2 | 16.4 | – | – | 16.4 |
Premiums received 2 | 31.3 | – | – | 31.3 |
Claims and other insurance service expenses paid 2 | – | – | – | – |
Total cash flows | 31.3 | – | – | 31.3 |
Balance at 31 December 2023 | 463.0 | 6.0 | 8.8 | 477.8 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Less than 1 year | 0.6 | 0.7 |
In 2 to 5 years | 1.8 | 1.7 |
>5 years | 8.5 | 6.4 |
Total CSM for insurance contracts | 10.9 | 8.8 |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
17. Insurance contract liabilities and reinsurance assets continued
| Remaining | Recoverable | ||
| coverage | for claims | ||
| component | reinsured | Total | |
£’Million | £’Million | £’Million | |
Balance at 1 January 2024 | 6.3 | 6.7 | 13.0 |
Net reinsurance expense | (22.6) | 19.5 | (3.1) |
| Finance income from reinsurance | |||
contracts recognised in profit or loss | 0.5 | – | 0.5 |
Total changes in the statement of comprehensive income | (22.1) | 19.5 | (2.6) |
Premiums paid | 19.9 | – | 19.9 |
| Amounts received from reinsurers relating | |||
to incurred claims | – | (15.4) | (15.4) |
Total cash flows | 19.9 | (15.4) | 4.5 |
Balance at 31 December 2024 | 4.1 | 10.8 | 14.9 |
Current | 10.2 | ||
Non-current | 4.7 | ||
| 14.9 |
| Remaining | Recoverable | ||
| coverage | for claims | ||
component 1, 2 | reinsured 1, 2 | Total 1, 2 | |
£’Million | £’Million | £’Million | |
Balance at 1 January 2023 | 49.0 | 5.6 | 54.6 |
Net reinsurance expense 1 | (15.7) | 10.7 | (5.0) |
| Finance expenses from reinsurance contracts | |||
| recognised in profit or loss | (7.2) | – | (7.2) |
Total changes in the statement of comprehensive income | (22.9) | 10.7 | (12.2) |
Premiums paid | 21.7 | – | 21.7 |
| Reinsurance recapture | (41.5) | – | (41.5) |
| Amounts received from reinsurers relating | |||
to incurred claims 2 | – | (9.6) | (9.6) |
Total cash flows | (19.8) | (9.6) | (29.4) |
Balance at 31 December 2023 | 6.3 | 6.7 | 13.0 |
Current | 6.7 | ||
Non-current | 6.3 | ||
| 13.0 |
172 173
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
17. Insurance contract liabilities and reinsurance assets continued
| Estimates of | Risk adjustment | |||
| present value of | for non- | |||
| future cash flows | financial risk | CSM | Total | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2024 | – | 1.1 | 5.2 | 6.3 |
Net reinsurance expense | (22.3) | (0.3) | – | (22.6) |
| Finance income from reinsurance | ||||
contracts recognised in profit or loss | 0.6 | (0.1) | – | 0.5 |
| Total changes in the statement | ||||
of comprehensive income | (21.7) | (0.4) | – | (22.1) |
Premiums paid | 19.9 | – | – | 19.9 |
Total cash flows | 19.9 | – | – | 19.9 |
Balance at 31 December 2024 | (1.8) | 0.7 | 5.2 | 4.1 |
| Estimates of | Risk adjustment | |||
| present value of | for non- | |||
future cash flows 1, 2 | financial risk | CSM | Total 1, 2 | |
£’Million | £’Million | £’Million | £’Million | |
Balance at 1 January 2023 | 35.7 | 5.1 | 8.2 | 49.0 |
Net reinsurance expense 1 | (15.4) | (0.5) | 0.2 | (15.7) |
| Finance expenses from reinsurance | ||||
contracts recognised in profit or loss | (0.5) | (3.5) | (3.2) | (7.2) |
| Total changes in the statement | ||||
of comprehensive income | (15.9) | (4.0) | (3.0) | (22.9) |
Premiums paid | 21.7 | – | – | 21.7 |
| Reinsurance recapture | (41.5) | – | – | (41.5) |
| Amounts received from reinsurers | ||||
relating to incurred claims 2 | – | – | – | – |
Total cash flows | (19.8) | – | – | (19.8) |
Balance at 31 December 2023 | – | 1.1 | 5.2 | 6.3 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Less than 1 year | 0.1 | 0.1 |
In 2 to 5 years | 0.6 | 0.6 |
>5 years | 4.5 | 4.5 |
Total CSM for reinsurance contracts | 5.2 | 5.2 |
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17. Insurance contract liabilities and reinsurance assets continued
Assumption | Description | ||
| Interest rate | The valuation interest rate is calculated by reference to the long-term | ||
| risk-free swap rate at the balance sheet date. The specific rates used are | |||
| between 3.4% and 4.5% depending on the tax regime (2023: 2.9% and 4.7%). | |||
| Mortality | Mortality is based on Group experience and is set at 65% of the TM/F92 tables | ||
| with an additional loading for smokers. | |||
| Morbidity – | Morbidity is based on Group experience. There has been no change during | ||
| critical illness | 2024 | . Sample annual rates per £ for a male non-smoker are: | |
Age | Rate | ||
25 | 0.063% | ||
35 | 0.111% | ||
45 | 0.266% | ||
| Morbidity – | Morbidity is based on Group experience. There has been no change during | ||
| permanent | 2024 | . Sample annual rates per £ income benefit for a male non-smoker are: | |
| health insurance | Age | Rate | |
25 | 0.228% | ||
35 | 0.603% | ||
45 | 1.308% | ||
| Expenses | Contract liabilities are calculated allowing for the actual costs of | ||
| administration of the business. | |||
| Annual cost | |||
| 31 December | 31 December | ||
| Product | 2024 | 2023 | |
Onshore protection business | £35.69 | £35.11 | |
Offshore protection business | £71.76 | £69.72 | |
| Persistency | of the liabilities. There has been no change in rates during 2024. Sample | Allowance is made for a best-estimate level of lapses within the calculation | |
| annual lapse rates are: | |||
| Lapse | |||
Product | All durations | ||
Onshore protection business | 9% | ||
Offshore whole of life | 8% | ||
Offshore critical illness | 13% | ||
| Risk adjustment | The risk adjustment is determined using a cost of capital approach with a 3% | ||
| charge. There has been no change during 2024. | |||
| Change in | Change in | ||||
| profit | profit | Change in | Change in | ||
| Change in | before tax | before tax | net assets | net assets | |
| assumption | 2024 | 2023 | 2024 | 2023 | |
| Sensitivity analysis | Percentage | £’Million | £’Million | £’Million | £’Million |
Interest rates | (1%) | (5.5) | (6.5) | (4.2) | (5.0) |
Mortality/morbidity | 10% | (0.9) | (1.5) | (0.6) | (1.1) |
| Complaints | Ongoing Service | Lease | Clawback | Total | |
| provision | Evidence provision | provision | provision | provisions | |
£’Million | £’Million | £’Million | £’Million | £’Million | |
At 1 January 2023 | 29.7 | – | 13.3 | 3.0 | 46.0 |
Additional provisions | 61.8 | 426.0 | 2.6 | 0.1 | 490.5 |
Utilised during the year | (21.0) | – | (0.8) | – | (21.8) |
Release of provision | (14.4) | – | (0.2) | – | (14.6) |
At 31 December 2023 | 56.1 | 426.0 | 14.9 | 3.1 | 500.1 |
Additional provisions | 21.8 | – | 0.3 | 0.3 | 22.4 |
Utilised during the year | (24.9) | (18.5) | (0.1) | – | (43.5) |
Impact of discounting | – | 17.6 | – | – | 17.6 |
Release of provision | (35.3) | – | (1.0) | – | (36.3) |
At 31 December 2024 | 17.7 | 425.1 | 14.1 | 3.4 | 460.3 |
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18. Other provisions and contingent liabilities continued
| Change in profit/(loss) | |||
| before tax | |||
| Change in | Favourable | Unfavourable | |
| assumption | changes | changes | |
| Sensitivity analysis | Percentage | £’Million | £’Million |
| Extrapolation from a representative cohort | |||
| – Variation in proportion of client population subject | |||
to the review | 2% | 22.0 | (22.0) |
| Extrapolation from a representative cohort | |||
– Variation in the level of charges, subject to refund | 10% | 31.0 | (31.0) |
| Opt-In response rate | |||
– Variation in response rate | 10% | 17.0 | (17.0) |
| Administration costs | |||
| – Change in estimation of the cost to fulfil the exercise | |||
(cost per claim) | 10% | 12.0 | (12.0) |
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| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Corporate borrowings: bank loans | 250.0 | 50.0 |
Corporate borrowings: loan notes | 138.3 | 151.1 |
Senior unsecured corporate borrowings | 388.3 | 201.1 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Senior unsecured corporate borrowings | 388.3 | 201.1 |
Senior tranche of non-recourse securitisation loan notes | 128.5 | 50.3 |
Total borrowings | 516.8 | 251.4 |
Current | 41.3 | 62.0 |
Non-current | 475.5 | 189.4 |
516.8 | 251.4 |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Junior tranche of non-recourse securitisation loan notes | 48.2 | 20.9 |
Senior tranche of non-recourse securitisation loan notes | 128.5 | 50.3 |
Total non-recourse securitisation loan notes | 176.7 | 71.2 |
Backed by Securitised business loans to Partners (see Note 15) | 170.7 | 67.2 |
Other net assets of SJP Partner Loans No.1 Limited | 6.0 | 4.0 |
Total net assets held by SJP Partner Loans No.1 Limited | 176.7 | 71.2 |
176 177
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
19. Borrowings and financial commitments continued
| Senior | Senior | Senior | Senior | |||
| unsecured | tranche of | unsecured | tranche of | |||
| corporate | securitisation | Total | corporate | securitisation | Total | |
| borrowings | loan notes | borrowings | borrowings | loan notes | borrowings | |
2024 | 2024 | 2024 | 2023 | 2023 | 2023 | |
£’Million | £’Million | £’Million | £’Million | £’Million | £’Million | |
Balance at 1 January | 201.1 | 50.3 | 251.4 | 163.8 | – | 163.8 |
| Additional borrowing | ||||||
during the year | 360.0 | 113.8 | 473.8 | 175.0 | 58.1 | 233.1 |
Repayment of borrowings during the year | (172.8) | (35.3) | (208.1) | (137.7) | (7.1) | (144.8) |
| Costs on additional | ||||||
borrowings during the year | (0.7) | (1.0) | (1.7) | – | – | – |
| Unwind of borrowing costs | ||||||
(non-cash movement) | 0.9 | 0.7 | 1.6 | – | – | – |
Reclassification of prepaid loan facility | ||||||
expense to prepayments | (0.2) | – | (0.2) | – | (0.7) | (0.7) |
Balance at 31 December | 388.3 | 128.5 | 516.8 | 201.1 | 50.3 | 251.4 |
Loans guaranteed | Facility | |||
| 31 December | 31 December | 31 December | 31 December | |
| 2024 | 2023 | 2024 | 2023 | |
£’Million | £’Million | £’Million | £’Million | |
Bank of Scotland | 12.3 | 19.6 | 16.0 | 35.0 |
Investec | 26.5 | 33.3 | 50.0 | 50.0 |
Metro Bank | 10.6 | 17.6 | 35.0 | 50.0 |
NatWest | 27.5 | 32.2 | 75.0 | 75.0 |
Santander | 171.4 | 186.5 | 206.6 | 189.1 |
Total loans | 248.3 | 289.2 | 382.6 | 399.1 |
20. Financial risk
Risk management objectives and risk policies
The Group’s financial risk can usefully be considered by looking at two categories of assets:
In general, the policyholder bears the financial risk arising on assets backing the unitised
business, and risk arising on shareholder assets is minimised through investment in liquid
assets with a strong credit rating.
Exposure to the following risks for the two categories of assets is analysed separately in the
following sections, in line with the requirements of IFRS 7:
Credit risk is the risk of loss due to a debtor’s non-payment of a loan or other line of credit.
Credit risk also arises from holdings of cash and cash equivalents, deposits and formal loans
with banks and financial institutions. The Group has adopted a risk-averse approach to such
risk and has a stated policy of not actively pursuing or accepting credit risk except when
necessary to support other objectives.
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20. Financial risk continued
Risk | Description | Management |
| Shareholders’ | Loss of assets | Shareholder funds are predominantly invested in AAA- |
| assets | or reduction | rated unitised money market funds, which are classified |
| in value. | as investments in Collective Investment Schemes (CIS), | |
| and deposits with approved banks, but may be invested | ||
| in sovereign fixed interest securities such as UK gilts where | ||
| regulatory constraints on other assets apply. Maximum | ||
| counterparty limits are set for each company within the | ||
| Group and aggregate limits are also set at a Group level. | ||
| Reinsurance | Failure of | Credit ratings of potential reinsurers must meet or exceed |
| counterparty, | AA-. Consideration is also given to size, risk concentrations/ | |
| or counterparty | exposures and ownership in the selection of reinsurers. | |
| unable to meet | The Group also seeks to diversify its reinsurance credit | |
| liabilities. | risk through the use of a spread of reinsurers. | |
| Business loans | Inability of Partners | Loans and advances are managed in line with the Group’s |
| to Partners | to repay loans or | secured lending policy. Loans are secured on the future |
| advances from the | renewal income stream expected from a Partner’s portfolio, | |
| Group. | and loan advances vary in relation to the projected future | |
| income of the relevant Partner. Outstanding balances are | ||
| regularly reviewed and assessed on a conservative basis. | ||
| Support is provided to help Partners manage their | ||
| businesses appropriately. Expected credit losses are | ||
| recognised as provisions against the loans. |
Liquidity risk is the risk that the Group, although solvent, either does not have available sufficient
financial resources to enable it to meet its obligations as they fall due, or can secure such
resources only at excessive cost. The Group is averse to liquidity risk and seeks to minimise
this risk by not actively pursuing it except where necessary to support other objectives.
Risk | Description | Management |
| Cash or | A significant cash | The majority of free assets are invested in cash or cash |
| expense | or expense | equivalents and the cash position and forecast are |
| requirement | requirement needs | monitored on a monthly basis. The Group also maintains |
| to be met at short | a margin of free assets in excess of the minimum required | |
| notice. | solvency capital within its regulated entities. Further, the | |
| Group has established committed borrowing facilities | ||
| (see Note 19) intended to further mitigate liquidity risk. |
Market risk is the impact a fall in the value of equity or other asset markets may have on
the business. The Group adopts a risk-averse approach to market risk, with a stated solvency
policy of not actively pursuing or accepting market risk except where necessary to support
other objectives. However, the Group accepts the risk that a fall in equity or other asset markets
will reduce the level of annual management charge income derived from policyholder assets
and the consequent risk of lower future profits.
The table below summarises the main market risks that the business is exposed to and the
methods by which the Group seeks to mitigate them.
Risk | Description | Management |
Client liabilities As a result of a reduction | This risk is substantially mitigated by the Group’s | |
| in equity values, the | strategic focus on unitised business, by not | |
| Group may be unable | providing guarantees to clients on policy values | |
| to meet client liabilities. | and by the matching of assets and liabilities. | |
| Retention | Loss of future profit on | Retention of investment contracts is closely |
| investment contracts | monitored and unexpected experience | |
| due to more clients than | variances are investigated. Retention has | |
| anticipated withdrawing | remained consistently strong throughout 2024 | |
| their funds, particularly | despite the volatile market conditions | |
| as a result of poor | experienced. | |
| investment performance. | ||
| New business | Poor performance in | The benefit to clients of longer-term equity |
| the financial markets | investment as part of a diversified portfolio | |
| in absolute terms, | of assets is fundamental to our philosophy. | |
| and relative to inflation, | Advice becomes even more important when | |
| leads to existing and | market values fall, and greater attention is | |
| future clients rejecting | required to support and give confidence to | |
| investment in longer- | existing and future clients in such circumstances. | |
| term assets. | In addition, as controls against poor | |
| performance the Group monitors asset | ||
| allocations across portfolios to ensure they are | ||
| working as expected to meet long-term goals, | ||
| and monitors funds against their objectives to | ||
| ensure an appropriate level of investment risk. | ||
| Where necessary, fund managers are changed. | ||
The Group is not subject to any significant direct currency risk, since all material shareholder
financial assets and financial liabilities are denominated in pounds Sterling. However, since
future profits are dependent on charges based on funds under management (FUM), changes
in FUM as a result of currency movements will impact future profits.
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20. Financial risk continued
| Financial | Financial | Financial | Financial | ||
| assets at fair | liabilities at fair | assets | liabilities | ||
| value through | value through | measured at | measured at | ||
| profit and loss | profit and loss | amortised cost | amortised cost | Total | |
| 31 December 2024 | £’Million | £’Million | £’Million | £’Million | £’Million |
| Financial assets | |||||
Fixed income securities | 8.6 | – | – | – | 8.6 |
| Investment in Collective | |||||
Investment Schemes 1 | 2,194.3 | – | – | – | 2,194.3 |
Other receivables 2 | |||||
– Business loans to Partners | – | – | 557.3 | – | 557.3 |
– Renewal income assets | 121.0 | – | – | – | 121.0 |
– Other | – | – | 760.9 | – | 760.9 |
Total other receivables | 121.0 | – | 1,318.2 | – | 1,439.2 |
Cash and cash equivalents | – | – | 352.6 | – | 352.6 |
Total financial assets | 2,323.9 | – | 1,670.8 | – | 3,994.7 |
| Financial liabilities | |||||
Borrowings | – | – | – | 516.8 | 516.8 |
| Other payables | |||||
– Lease liabilities : properties | – | – | – | 107.2 | 107.2 |
– Contingent consideration | – | 5.3 | – | – | 5.3 |
– Other | – | – | – | 1,339.1 | 1,339.1 |
Total other payables | – | 5.3 | – | 1,446.3 | 1,451.6 |
Total financial liabilities | – | 5.3 | – | 1,963.1 | 1,968.4 |
| Financial | Financial | Financial | Financial | ||
| assets at fair | liabilities at fair | assets | liabilities | ||
| value through | value through | measured at | measured at | ||
| profit and loss | profit and loss | amortised cost | amortised cost | Total | |
| 31 December 2023 | £’Million | £’Million | £’Million | £’Million | £’Million |
| Financial assets | |||||
Fixed income securities | 8.2 | – | – | – | 8.2 |
| Investment in Collective | |||||
Investment Schemes 1 | 1,454.4 | – | – | – | 1,454.4 |
Other receivables 2 | |||||
– Business loans to Partners | – | – | 408.0 | – | 408.0 |
– Renewal income assets | 138.3 | – | – | – | 138.3 |
– Other | – | – | 1,155.4 | – | 1,155.4 |
Total other receivables | 138.3 | – | 1,563.4 | – | 1,701.7 |
Cash and cash equivalents | – | – | 285.4 | – | 285.4 |
Total financial assets | 1,600.9 | – | 1,848.8 | – | 3,449.7 |
| Financial liabilities | |||||
Borrowings | – | – | – | 251.4 | 251.4 |
| Other payables | |||||
– Lease liabilities : properties | – | – | – | 120.5 | 120.5 |
– Contingent consideration | – | 3.2 | – | – | 3.2 |
– Other | – | – | – | 1,651.1 | 1,651.1 |
Total other payables | – | 3.2 | – | 1,771.6 | 1,774.8 |
Total financial liabilities | – | 3.2 | – | 2,023.0 | 2,026.2 |
1 All assets included as shareholder investment in Collective Investment Schemes are holdings of high-quality,
highly liquid money market funds, containing assets which are cash and cash equivalents.
2 Other receivables exclude prepayments and advanced payments to Partners, which are not considered
financial assets.
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20. Financial risk continued
Income, expense, gains and losses arising from financial assets and financial liabilities
The income, expense, gains and losses arising from shareholder financial assets and financial liabilities are summarised in the table below:
| Financial | Financial | Financial | ||
| assets at fair | assets | liabilities | ||
| value through | measured at | measured at | ||
| profit and loss | amortised cost | amortised cost | Total | |
| Year ended 31 December 2024 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 1.1 | – | – | 1.1 |
Investment in Collective Investment Schemes | 108.7 | – | – | 108.7 |
| Other receivables | ||||
– Business loans to Partners | – | 36.2 | – | 36.2 |
– Renewal income assets | (21.4) | – | – | (21.4) |
Total other receivables | (21.4) | 36.2 | – | 14.8 |
Cash and cash equivalents | – | 15.5 | – | 15.5 |
Total financial assets | 88.4 | 51.7 | – | 140.1 |
| Financial liabilities | ||||
Borrowings | – | – | (33.0) | (33.0) |
| Other payables | ||||
– Lease liabilities: properties | – | – | (3.2) | (3.2) |
– Other | – | – | (0.2) | (0.2) |
Total other payables | – | – | (3.4) | (3.4) |
Total financial liabilities | – | – | (36.4) | (36.4) |
| Financial | Financial | Financial | ||
| assets at fair | assets | liabilities | ||
| value through | measured at | measured at | ||
| profit and loss | amortised cost | amortised cost | Total | |
| Year ended 31 December 2023 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 1.2 | – | – | 1.2 |
Investment in Collective Investment Schemes | 60.6 | – | – | 60.6 |
| Other receivables | ||||
– Business loans to Partners | – | 22.1 | – | 22.1 |
– Renewal income assets | (7.1) | – | – | (7.1) |
Total other receivables | (7.1) | 22.1 | – | 15.0 |
Cash and cash equivalents | – | 17.7 | – | 17.7 |
Total financial assets | 54.7 | 39.8 | – | 94.5 |
| Financial liabilities | ||||
Borrowings | – | – | (13.9) | (13.9) |
| Other payables | ||||
– Lease liabilities: properties | – | – | (3.4) | (3.4) |
Total other payables | – | – | (3.4) | (3.4) |
Total financial liabilities | – | – | (17.3) | (17.3) |
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20. Financial risk continued
| Total | ||||
Level 1 | Level 2 | Level 3 | balance | |
| 31 December 2024 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 8.6 | – | – | 8.6 |
Investment in Collective Investment Schemes 1 | 2,194.3 | – | – | 2,194.3 |
Renewal income assets | – | – | 121.0 | 121.0 |
Total financial assets | 2,202.9 | – | 121.0 | 2,323.9 |
| Financial liabilities | ||||
Contingent consideration | – | – | 5.3 | 5.3 |
Total financial liabilities | – | – | 5.3 | 5.3 |
| Total | ||||
Level 1 | Level 2 | Level 3 | balance | |
| 31 December 2023 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 8.2 | – | – | 8.2 |
Investment in Collective Investment Schemes 1 | 1,454.4 | – | – | 1,454.4 |
Renewal income assets | – | – | 138.3 | 138.3 |
Total financial assets | 1,462.6 | – | 138.3 | 1,600.9 |
| Financial liabilities | ||||
Contingent consideration | – | – | 3.2 | 3.2 |
Total financial liabilities | – | – | 3.2 | 3.2 |
2024 | 2023 | |
| Renewal income assets | £’Million | £’Million |
Balance at 1 January | 138.3 | 115.5 |
Additions during the year | 4.8 | 32.0 |
Disposals during the year | (0.7) | (2.1) |
Unrealised losses recognised in the statement of comprehensive income | (21.4) | (7.1) |
Balance at 31 December | 121.0 | 138.3 |
2024 | 2023 | |
| Contingent consideration | £’Million | £’Million |
Balance at 1 January | 3.2 | 8.3 |
Additions during the year | 3.4 | 3.2 |
Payments made during the year | (1.3) | (6.7) |
Released during the year | – | (1.6) |
Balance at 31 December | 5.3 | 3.2 |
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20. Financial risk continued
AAA | AA | A | BB | Unrated | Total | |
| 31 December 2024 | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million |
Fixed income securities | – | 8.6 | – | – | – | 8.6 |
| Investment in Collective | ||||||
Investment Schemes 1 | 2,194.3 | – | – | – | – | 2,194.3 |
Other receivables | – | 10.8 | – | – | 1,428.4 | 1,439.2 |
Cash and cash equivalents | – | 187.9 | 164.7 | – | – | 352.6 |
Total | 2,194.3 | 207.3 | 164.7 | – | 1,428.4 | 3,994.7 |
AAA | AA | A | BB | Unrated | Total | |
| 31 December 2023 | £’Million | £’Million | £’Million | £’Million | £’Million | £’Million |
Fixed income securities | – | 8.2 | – | – | – | 8.2 |
| Investment in Collective | ||||||
Investment Schemes 1 | 1,454.4 | – | – | – | – | 1,454.4 |
Other receivables | – | 6.7 | – | – | 1,695.0 | 1,701.7 |
Cash and cash equivalents | – | 74.2 | 211.2 | – | – | 285.4 |
Total | 1,454.4 | 89.1 | 211.2 | – | 1,695.0 | 3,449.7 |
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20. Financial risk continued
Up to 1 year | 1 to 5 years | Over 5 years | Total | |
| 31 December 2024 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 8.6 | – | – | 8.6 |
Investment in Collective Investment Schemes | 2,194.3 | – | – | 2,194.3 |
| Other receivables | ||||
– Business loans to Partners | 88.1 | 247.8 | 221.4 | 557.3 |
– Renewal income | 23.1 | 52.2 | 45.7 | 121.0 |
– Other | 760.9 | – | – | 760.9 |
Total other receivables | 872.1 | 300.0 | 267.1 | 1,439.2 |
Cash and cash equivalents | 352.6 | – | – | 352.6 |
Total financial assets | 3,427.6 | 300.0 | 267.1 | 3,994.7 |
| Financial liabilities | ||||
Borrowings | 58.4 | 389.7 | 141.8 | 589.9 |
| Other payables | ||||
– Lease liabilities: properties | 14.6 | 60.6 | 74.1 | 149.3 |
– Contingent consideration | 2.3 | 3.0 | – | 5.3 |
– Other | 1,281.7 | 48.0 | 18.0 | 1,347.7 |
Total other payables | 1,298.6 | 111.6 | 92.1 | 1,502.3 |
Total financial liabilities | 1,357.0 | 501.3 | 233.9 | 2,092.2 |
Up to 1 year 1 | 1 to 5 years 1 | Over 5 years 1 | Total 1 | |
| 31 December 2023 | £’Million | £’Million | £’Million | £’Million |
| Financial assets | ||||
Fixed income securities | 8.2 | – | – | 8.2 |
Investment in Collective Investment Schemes | 1,454.4 | – | – | 1,454.4 |
| Other receivables | ||||
– Business loans to Partners | 120.9 | 253.7 | 33.4 | 408.0 |
– Renewal income | 22.1 | 51.7 | 64.5 | 138.3 |
– Other | 1,155.4 | – | – | 1,155.4 |
Total other receivables | 1,298.4 | 305.4 | 97.9 | 1,701.7 |
Cash and cash equivalents | 285.4 | – | – | 285.4 |
Total financial assets | 3,046.4 | 305.4 | 97.9 | 3,449.7 |
| Financial liabilities | ||||
Borrowings | 75.8 | 127.3 | 119.2 | 322.3 |
| Other payables | ||||
– Lease liabilities: properties 1 | 15.2 | 65.0 | 83.0 | 163.2 |
– Contingent consideration | 1.3 | 1.9 | – | 3.2 |
– Other | 1,581.6 | 58.0 | 22.5 | 1,662.1 |
Total other payables | 1,598.1 | 124.9 | 105.5 | 1,828.5 |
Total financial liabilities | 1,673.9 | 252.2 | 224.7 | 2,150.8 |
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20. Financial risk continued
Unit liabilities and associated assets
Categories of financial assets and financial liabilities
Assets held to cover unit liabilities are summarised in Note 14, and all are held at fair value
through profit or loss. Equities, investments in unit trusts which sit within investment in Collective
Investment Schemes, and derivative financial assets are required to be held at fair value
through profit or loss by IFRS 9, as they are equity instruments or derivatives. All other assets
held to cover unit liabilities are elected to be held at fair value through profit or loss to match
the fair value through profit or loss classification which is required for unit liabilities. They are
designated as such upon initial recognition.
Income, expense, gains and losses arising from financial assets, investment properties
and financial liabilities
The income, expense, gains and losses arising from financial assets, investment properties and
financial liabilities are summarised in the table below:
| 31 December | 31 December | |
| 2024 | 2023 | |
| Financial assets and investment properties | £’Million | £’Million |
Investment properties | 48.0 | 20.0 |
Other assets backing unit liabilities | 15,594.6 | 13,013.4 |
Total financial assets and investment properties | 15,642.6 | 13,033.4 |
Financial liabilities 1 | ||
Unit liabilities | (15,652.1) | (13,038.4) |
Total financial liabilities | (15,652.1) | (13,038.4) |
1 None of the change in the fair value of financial liabilities at fair value through profit or loss is attributable to
changes in their credit risk.
The investment properties figure of £48.0 million for the year ended 31 December 2024 (2023:
£20.0 million) includes direct operating expenses of £9.5 million (2023: £5.0 million).
Gains/(losses) have been recognised within the investment return line in the statement of
comprehensive income.
Level 1 | Level 2 | Level 3 | Total balance | |
| 31 December 2024 | £’Million | £’Million | £’Million | £’Million |
| Financial assets and investment properties | ||||
Investment property | – | – | 892.3 | 892.3 |
Equities | 129,554.8 | – | 994.2 | 130,549.0 |
Fixed income securities | 6,938.3 | 19,059.7 | 111.9 | 26,109.9 |
Investment in Collective Investment Schemes | 23,447.1 | – | 11.3 | 23,458.4 |
Derivative financial assets | – | 2,812.8 | – | 2,812.8 |
Cash and cash equivalents | 5,311.3 | – | – | 5,311.3 |
Total financial assets and investment properties | 165,251.5 | 21,872.5 | 2,009.7 | 189,133.7 |
| Financial liabilities | ||||
Investment contract benefits | – | 141,038.8 | – | 141,038.8 |
Derivative financial liabilities | – | 3,052.1 | – | 3,052.1 |
Net asset value attributable to unit holders | 44,699.5 | – | – | 44,699.5 |
Total financial liabilities | 44,699.5 | 144,090.9 | – | 188,790.4 |
Level 1 | Level 2 | Level 3 | Total balance | |
| 31 December 2023 | £’Million | £’Million | £’Million | £’Million |
| Financial assets and investment properties | ||||
Investment property | – | – | 1,110.3 | 1,110.3 |
Equities | 115,134.5 | – | 1,627.0 | 116,761.5 |
Fixed income securities | 6,883.7 | 20,006.3 | 346.5 | 27,236.5 |
Investment in Collective Investment Schemes | 12,505.7 | – | 7.4 | 12,513.1 |
Derivative financial assets | – | 3,420.6 | – | 3,420.6 |
Cash and cash equivalents | 5,918.9 | – | – | 5,918.9 |
Total financial assets and investment properties | 140,442.8 | 23,426.9 | 3,091.2 | 166,960.9 |
| Financial liabilities | ||||
Investment contract benefits | – | 123,149.8 | – | 123,149.8 |
Derivative financial liabilities | – | 3,073.0 | – | 3,073.0 |
Net asset value attributable to unit holders | 40,536.5 | – | – | 40,536.5 |
Total financial liabilities | 40,536.5 | 126,222.8 | – | 166,759.3 |
184 185
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20. Financial risk continued
| Fixed | Collective | |||
| Investment | income | Investment | ||
| property | securities | Equities | Schemes | |
| 2024 | £’Million | £’Million | £’Million | £’Million |
Balance at 1 January 2024 | 1,110.3 | 346.5 | 1,627.0 | 7.4 |
Transfer into Level 3 | – | 4.8 | – | 4.0 |
Additions during the year | 15.8 | 33.9 | 62.7 | – |
Disposed during the year | (230.5) | (270.2) | (724.4) | (0.5) |
(Losses)/gains recognised in the income statement | (3.3) | (3.1) | 28.9 | 0.4 |
Balance at 31 December 2024 | 892.3 | 111.9 | 994.2 | 11.3 |
Realised (losses)/gains | (95.3) | (2.0) | 177.6 | – |
Unrealised gains/(losses) | 92.0 | (1.1) | (148.7) | 0.4 |
(Losses)/gains recognised in the income statement | (3.3) | (3.1) | 28.9 | 0.4 |
| Fixed | Collective | |||
| Investment | income | Investment | ||
| property | securities | Equities | Schemes | |
| 2023 | £’Million | £’Million | £’Million | £’Million |
Balance at 1 January 2023 | 1,294.5 | 366.4 | 1,592.0 | 3.9 |
Transfer into Level 3 | – | 26.7 | – | 4.0 |
Additions during the year | 10.1 | 25.9 | 227.1 | – |
Disposed during the year | (149.4) | (58.2) | (225.0) | (0.4) |
(Losses)/gains recognised in the income statement | (44.9) | (14.3) | 32.9 | (0.1) |
Balance at 31 December 2023 | 1,110.3 | 346.5 | 1,627.0 | 7.4 |
Realised (losses)/gains | (39.0) | 7.4 | (4.4) | – |
Unrealised (losses)/gains | (5.9) | (21.7) | 37.3 | (0.1) |
(Losses)/gains recognised in the income statement | (44.9) | (14.3) | 32.9 | (0.1) |
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20. Financial risk continued
| Investment property classification | ||||
| 31 December 2024 | Office | Industrial | Retail and leisure | All |
Gross ERV (per sq ft) 1 | ||||
Range | £31.00 to £120.00 | £5.50 to £24.00 | £1.86 to £80.00 | £1.86 to £120.00 |
Weighted average | £49.70 | £14.46 | £13.96 | £17.70 |
| True equivalent yield | ||||
Range | 4.7% to 10.5% | 4.6% to 7.0% | 5.7% to 9.1% | 4.7% to 10.5% |
Weighted average | 6.8% | 5.6% | 7.3% | 6.3% |
| Investment property classification | ||||
| 31 December 2023 | Office | Industrial | Retail and leisure | All |
Gross ERV (per sq ft) 1 | ||||
Range | £29.50 to £110.00 | £5.25 to £24.00 | £2.50 to £97.54 | £2.50 to £110.00 |
Weighted average | £49.58 | £13.74 | £13.53 | £16.89 |
| True equivalent yield | ||||
Range | 4.7% to 10.3% | 5.0% to 6.8% | 6.2% to 13.9% | 4.7% to 13.9% |
Weighted average | 7.0% | 5.6% | 7.8% | 6.7% |
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20. Financial risk continued
| Effect of reasonably possible | ||||
| alternative assumptions | ||||
| Carrying | Favourable | Unfavourable | ||
| Investment property | value | changes | changes | |
| significant unobservable inputs | £’Million | £’Million | £’Million | |
31 December 2024 | Expected rental value/relative yield | 892.3 | 1,064.5 | 747.0 |
31 December 2023 | Expected rental value/relative yield | 1,110.3 | 1,314.4 | 938.9 |
| Effect of reasonably possible | ||||
| alternative assumptions | ||||
| Carrying | Favourable | Unfavourable | ||
| value | changes | changes | ||
£’Million | £’Million | £’Million | ||
31 December 2024 | Fixed income securities | 111.9 | 115.6 | 108.1 |
Equities | 994.2 | 1,128.1 | 911.7 | |
31 December 2023 | Fixed income securities | 346.5 | 351.9 | 340.7 |
Equities | 1,627.0 | 1,813.0 | 1,449.2 | |
21. Cash generated from operations
| Year ended | Year ended | ||
| 31 December | 31 December | ||
| 2024 | 2023 1 | ||
| Cash flows from operating activities | Note | £’Million | £’Million |
Profit before tax for the year | 1,049.1 | 439.6 | |
| Adjustments for: | |||
Amortisation of purchased value of in-force business | 11 | 3.2 | 3.2 |
Amortisation of computer software | 11 | 22.4 | 15.4 |
Depreciation | 12 | 23.4 | 24.0 |
Impairment of goodwill | 11 | 10.3 | – |
Loss on disposal of computer software | 11 | – | 0.8 |
| Loss on disposal of property and equipment, including leased | |||
assets | 12 | 4.1 | 2.3 |
Gain on disposal of subsidiary | – | (1.2) | |
Share-based payment charge | 24 | 11.2 | 4.9 |
Interest income 1 | (236.6) | (168.6) | |
Interest expense | 9 | 36.4 | 17.3 |
(Decrease)/increase in provisions | 18 | (39.8) | 454.1 |
Exchange rate (gains)/losses | (0.2) | 2.3 | |
| Changes in operating assets and liabilities | (165.6) | 354.5 | |
Decrease in deferred acquisition costs | 11 | 18.2 | 32.2 |
Decrease in investment property | 218.0 | 184.2 | |
Increase in other investments | (23,738.7) | (21,077.2) | |
Increase in investments in associates | (3.5) | – | |
(Increase)/decrease in reinsurance assets | (1.9) | 41.6 | |
Decrease/(increase) in other receivables | 310.3 | (14.2) | |
Increase in insurance contract liabilities | 22.6 | 25.5 | |
Increase in financial liabilities (excluding borrowings) | 17,868.1 | 15,991.8 | |
Decrease in deferred income | 11 | (22.0) | (38.9) |
(Decrease)/increase in other payables | (246.1) | 206.2 | |
Increase in net assets attributable to unit holders | 4,163.0 | 3,908.1 | |
(1,412.0) | (740.7) | ||
Cash (used in)/generated from operations | (528.5) | 53.4 |
1 Restated to reclassify £60.6 million money market fund interest from interest income to interest received, which had
been misclassified.
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22. Capital management and allocation
The Group’s capital management policy, set by the Board, is to maintain a strong capital base
in order to:
The policy requires that each subsidiary manages its own capital, in particular to maintain
regulatory solvency, in the context of a Group capital plan. Any capital in excess of planned
requirements is returned to the Group’s Parent Company, St. James’s Place plc, normally by
way of dividends. The Group capital position is monitored by the Audit Committee on behalf
of the St. James’s Place plc Board.
Regulatory capital
The Group’s capital management policy is, for each subsidiary, to hold the higher of:
to absorb changes
For our insurance companies, we hold capital based on our own internal assessment,
recognising the regulatory requirement. For other regulated companies we generally
hold capital based on the regulatory requirement uplifted by a specified margin.
The following entities are subject to regulatory supervision and have to maintain a minimum
level of regulatory capital:
Entity | Regulatory body and jurisdiction |
Capstone Financial (HK) Limited | Securities and Futures Commission |
| (Hong Kong): | |
| Insurance Authority (Hong Kong) | |
Perennial Financial Management Limited | FCA: Personal Investment Firm |
Policy Services Limited | FCA: Personal Investment Firm |
Rowan Dartington & Co Limited | FCA: Investment Firm |
St. James’s Place (Hong Kong) Limited | Securities and Futures Commission |
| (Hong Kong): | |
| Insurance Authority (Hong Kong) | |
St. James’s Place (Middle East) Limited | Dubai Financial Services Authority |
| St. James’s Place International | |
(Hong Kong) Limited | Insurance Authority (Hong Kong) |
St. James’s Place International plc | Central Bank of Ireland: Life Insurance Business |
| St. James’s Place Investment | |
Administration Limited | FCA: Investment Firm |
St. James’s Place Partnership Services Limited | FCA: Consumer Credit Firm |
St. James’s Place (Singapore) Private Limited | Monetary Authority of Singapore: Member |
| of the Association of Financial Advisers | |
St. James’s Place UK plc | PRA and FCA: Long-term insurance business |
St. James’s Place Unit Trust Group Limited | FCA: UCITS Management Company |
St. James’s Place Wealth Management plc | FCA: Personal Investment Firm |
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22. Capital management and allocation continued
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
IFRS total assets | 194,875.1 | 172,293.1 |
Less Solvency II valuation adjustments and unit-linked liabilities | (193,434.5) | (171,160.1) |
Solvency II net assets | 1,440.6 | 1,133.0 |
Solvency II value of in-force (VIF) | 2,992.4 | 2,485.2 |
Risk margin | (373.0) | (318.4) |
Own funds (A) | 4,060.0 | 3,299.8 |
Standard formula SCR (B) | (2,104.1) | (1,727.7) |
Solvency II free assets | 1,955.9 | 1,572.1 |
Solvency II ratio (A/B) | 193% | 191% |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Solvency II net assets | 1,440.6 | 1,133.0 |
Less: management solvency buffer (MSB) | (548.4) | (529.5) |
Excess of free assets over MSB | 892.2 | 603.5 |
For the year ended 31 December 2024, we reviewed the level of our MSB and maintained the MSB
for the Life businesses at £355.0 million (2023: £355.0 million). There has been no other material
change in the level of capital requirements of individual companies during the year, nor in
the Group’s management of capital. All regulated entities exceeded the minimum solvency
requirements at the reporting date and during the year. See section 3 of the financial review
for further information.
IFRS capital composition
The principal forms of capital are included in the following balances on the consolidated
statement of financial position:
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Share capital | 81.6 | 82.3 |
Share premium | 233.9 | 233.9 |
Capital redemption reserve | 0.7 | – |
Shares in trust reserve | (10.2) | (0.7) |
Miscellaneous reserves | 2.5 | 2.5 |
Retained earnings | 965.3 | 665.4 |
Shareholders’ equity | 1,273.8 | 983.4 |
Non-controlling interests | (0.1) | 0.1 |
Total equity | 1,273.7 | 983.5 |
The above assets do not all qualify as regulatory capital. The required minimum regulatory
capital, and analysis of the assets that qualify as regulatory capital, is outlined in section 3 of
the financial review, which demonstrates that the Group has met its internal capital objectives.
The Group and its individually regulated operations have complied with all externally and
internally imposed capital requirements throughout the year.
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23. Share capital, earnings per share and dividends
| Number of | Called-up | |
| ordinary shares | share capital | |
| £’Million | ||
At 1 January 2023 | 544,235,757 | 81.6 |
– Issue of shares | – | – |
– Exercise of options | 4,369,037 | 0.7 |
At 31 December 2023 | 548,604,794 | 82.3 |
– Issue of shares | – | – |
– Exercise of options | – | – |
– Shares repurchased in the buy-back programme | (4,590,083) | (0.7) |
At 31 December 2024 | 544,014,711 | 81.6 |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Earnings | £’Million | £’Million |
| Profit/(loss) after tax attributable to equity shareholders | ||
(for both basic and diluted EPS) | 398.4 | (10.1) |
| Weighted average number of shares | Million | Million |
Weighted average number of ordinary shares in issue (for basic EPS) | 545.4 | 547.6 |
Adjustments for outstanding share options | 3.6 | 8.8 |
Weighted average number of ordinary shares (for diluted EPS) | 549.0 | 556.4 |
| Earnings per share (EPS) | Pence | Pence |
Basic earnings per share | 73.0 | (1.8) |
Diluted earnings per share | 72.6 | (1.8) |
| Year ended | Year ended | Year ended | Year ended | |
| 31 December | 31 December | 31 December | 31 December | |
| 2024 | 2023 | 2024 | 2023 | |
| Pence per | Pence per | |||
| share | share | £’Million | £’Million | |
Final dividend in respect of 2022 | – | 37.19 | – | 203.1 |
Interim dividend in respect of 2023 | – | 15.83 | – | 86.5 |
Final dividend in respect of 2023 | 8.00 | – | 43.8 | – |
Interim dividend in respect of 2024 | 6.00 | – | 32.8 | – |
Total dividends | 14.00 | 53.02 | 76.6 | 289.6 |
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24. Share-based payments
During the year ended 31 December 2024, the Group operated a number of different equity-
settled and cash-settled share-based payment arrangements, which are aggregated as follows:
Share option schemes
employees where individuals may contribute up to £300 per month over the three-year
vesting period to purchase shares at a price not less than 80% of the market price at
the date of the invitation to participate. A total of 3,204,991 (2023: 587,793) SAYE options
were granted across two grants made on 22 March 2024 and 25 September 2024
(2023: 23 March 2023). There are no other vesting conditions.
whereby Partners and advisers are entitled to purchase a set number of shares in the future
at the market price at the date of the invitation if they meet the required business volumes
over the following three years. No grants were made in 2024 (2023: nil).
awards of performance options to the Executive Directors and other senior managers.
Two thirds of options awarded to Executive Directors are subject to an earnings growth
condition(s) of the Group and one third of options awarded to Executive Directors are subject
to a comparative total shareholder return condition, both measured over a three-year
performance period. Further information regarding the vesting conditions of the earnings-
growth-dependent and total-shareholder-return-dependent portions of the award is given
in the Report of the Group Remuneration Committee. Awards made to senior managers are
typically subject to the same performance conditions as the awards to Executive Directors.
Alternatively, awards made to senior managers may be subject to personal performance
conditions. This is predominantly an equity-settled scheme. A total of 3,394,380 (2023: 1,863,029)
options were granted under the Performance Share Plan across two grants made
on 25 March 2024 and 27 November 2024 (2023: three grants made on 3 May 2023,
24 October 2023 and 27 November 2023).
the Group Executive Committee have been awarded conditional and performance related
shares. The vesting of conditional awards is subject to employment related conditions.
Performance awards include both Group and external performance conditions. The Group
performance targets are outlined in the details of the Executive Performance Share Plan
above and in the Report of the Group Remuneration Committee. The external performance
conditions are the original performance conditions relating to forfeited awards which had
an outstanding performance period of less than two years at the time of award. The plans
are predominantly equity-settled. 241,181 (2023: nil) awards were granted under the Buyout
award plans on 10 December 2024 (2023: N/A).
Share awards
where individuals may invest up to an annual limit of £1,800 of pre-tax salary in
St. James’s Place plc shares, to which the Group will add a further 10%. The vesting period
is three years; however, if the shares are held for five years they may be sold free of income
tax or capital gains tax. There are no other vesting conditions. A total of 19,385 (2023: 7,695)
shares were granted under the SIP on 25 March 2024 (2023: 24 March 2023).
annual bonus is used to purchase shares at market value in the Company. The shares are
held in trust over the three-year vesting period and may be subject to further non-market-
based performance conditions. The plans are predominantly equity-settled. A total of
1,079,020 (2023: 575,481) shares were granted under the Deferred Bonus Plan on 25 March 2024
(2023: 24 March 2023).
shares with the vesting condition being linked to Group funds under management.
The plan is predominantly equity-settled. A total of 576,010 (2023: 231,859) awards were
granted under the Restricted Share Plan on 25 March 2024 (2023: 24 March 2023).
Share options and awards outstanding under the various share-based payment schemes
set out above at 31 December 2024 amount to 17.6 million shares (2023: 11.9 million). Of these,
2.8 million (2023: 2.8 million) are under option to Partners and advisers of the St. James’s Place
Partnership, 11.6 million (2023: 8.2 million) are under option to Executive Directors and senior
management (including 1.1 million (2023: 0.8 million) under option to Directors as disclosed in
the Directors’ remuneration report) and 3.2 million (2023: 0.9 million) are under option through
the SAYE and SIP schemes. These are exercisable on a range of future dates.
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24. Share-based payments continued
Financial assumptions underlying the calculation of fair value
The fair value expense has been based on the fair value of the instruments granted, as calculated using appropriate derivative pricing models.
The table below shows the weighted average assumptions and models used to calculate the grant-date fair value of each award:
| Executive | Buyout | ||||||
| Share | Executive | Performance | Restricted | Buyout Awards | Awards – | ||
SAYE Plan 3 | Incentive Plan | Deferred Bonus | Share Plan 3,4 | Share Plan | – Conditional | Performance 4,5 | |
| Valuation model | Black-Scholes | Black-Scholes | Black-Scholes | Monte Carlo | Monte Carlo | Black-Scholes | Monte Carlo |
| Awards in 2024 | |||||||
Fair value (pence) | 114.2/266.4 | 470.0 | 470.0 | 105.3/418.8 | 403.3 | 864.0 | 194.0/770.0 |
Share price (pence) | 458.6/725.0 | 470.0 | 470.0 | 470.0 | 470.0 | 864.0 | 864.0 |
Exercise price (pence) | 405.0/578.0 | – | – | – | – | – | – |
Expected volatility (% per annum) 1 | 36.9/39.9 | N/A | N/A | 36.9 | N/A | N/A | 36.9 |
Expected dividends (% per annum) 2 | 5.2/1.9 | – | – | 5.1 | 5.1 | – | 5.1 |
Risk-free interest rate (% per annum) | 3.91/3.74 | N/A | N/A | 4 | N/A | N/A | 4.0 |
Expected life (years) | 3.5 | 3 | 3 | 3 | 3 | 1-6 | 3-6 |
Volatility of competitors (% per annum) | N/A | N/A | N/A | 20-69 | N/A | N/A | 20-69 |
Correlation with competitors (%) | N/A | N/A | N/A | 32 | N/A | N/A | 32 |
| Executive | |||||||
| Share | Executive | Performance | Restricted | Buyout Awards | Buyout Awards | ||
SAYE Plan 3 | Incentive Plan | Deferred Bonus | Share Plan 3, 4 | Share Plan | – Conditional | – Performance | |
| Valuation model | Black-Scholes | Black-Scholes | Black-Scholes | Monte Carlo | Monte Carlo | Black-Scholes | Monte Carlo |
| Awards in 2023 | |||||||
Fair value (pence) | 314.4 | 1,191.0 | 1,173.5 | 655.0/1,184.5 | 1,028.0 | N/A | N/A |
Share price (pence) | 1,191.0 | 1,191.0 | 1,173.5 | 1,184.5 | 1,173.5 | N/A | N/A |
Exercise price (pence) | 988.0 | – | – | – | – | N/A | N/A |
Expected volatility (% per annum) 1 | 34 | N/A | N/A | 31 | N/A | N/A | N/A |
Expected dividends (% per annum) 2 | 4.4 | – | – | 4.5 | 4.5 | N/A | N/A |
Risk-free interest rate (% per annum) | 3.4 | N/A | N/A | N/A | N/A | N/A | N/A |
Expected life (years) | 3.5 | 3 | 3 | 3 | 3 | N/A | N/A |
Volatility of competitors (% per annum) | N/A | N/A | N/A | 21-66 | N/A | N/A | N/A |
Correlation with competitors (%) | N/A | N/A | N/A | 20 | N/A | N/A | N/A |
1 Expected volatility is based on an analysis of the Company’s historical share price volatility over a period which is commensurate with the expected term of the options or the awards.
2 For schemes where dividends are payable on the shares during the vesting period, the dividend yield assumption in the Black-Scholes option pricing model is set at zero.
3 The awards made under the Executive Performance Share Plan are dependent upon earnings growth in the Company (two-thirds of the award) and a total shareholder return of
a comparator group of companies (one-third of the award). This results in having two fair values for each of the awards made in the table above: the first being in relation to the
comparator total shareholder return, which is a market-based performance condition and so valued using a Monte Carlo simulation; and the second relating to the Company’s
earnings growth, which is a non-market-based performance condition and so valued using the Black-Scholes model.
4 The awards made under the Executive Performance Share Plan and Buyout Awards – Performance, to recently recruited Executive Directors or members of the Group Executive
Committee (GEC), are subject to a two-year holding period once the award has vested. This results in discounted fair values for the Executive Director and GEC population of
105.3/418.8 (2023: 594.6/1,073.9) to reflect the reduced marketability of the awards.
5 The awards made under Buyout Awards – Performance are significantly dependent upon earnings growth in the Company (two-thirds of the award) and a total shareholder
return of a comparator group of companies (one-third of the award). This results in having two fair values for each of the awards made in the table above, the first being in
relation to the comparator total shareholder return which is a market-based performance condition and so valued using a Monte Carlo simulation, and the second relating
to the Company’s earnings growth, which is a non-market-based performance condition and so valued using the Black-Scholes model.
192 193
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Strategic report Governance Financial statements Other information
Notes to the consolidated financial statements under International Financial Reporting Standards continued
24. Share-based payments continued
Share option schemes
| Year ended | Year ended | Year ended | Year ended | |
| 31 December | 31 December | 31 December | 31 December | |
| 2024 | 2024 | 2023 | 2023 | |
| Weighted | Weighted | |||
| Number | average | Number | average | |
| of options | exercise price | of options | exercise price | |
| SAYE Plan | ||||
Outstanding at start of year | 862,956 | £10.26 | 1,139,731 | £9.76 |
Granted | 3,204,991 | £4.20 | 587,793 | £9.88 |
Forfeited | (882,952) | £9.32 | (498,775) | £10.23 |
Exercised | – | – | (365,793) | £8.14 |
Outstanding at end of year | 3,184,995 | £4.43 | 862,956 | £10.26 |
Exercisable at end of year | 8,829 | £12.81 | – | – |
| Associate Partner Plan | ||||
Outstanding at start of year | 2,842,183 | £10.91 | 2,909,183 | £10.91 |
Granted | – | – | – | – |
Forfeited | (7,500) | £10.83 | (28,500) | £10.88 |
Exercised | – | – | (38,500) | £10.83 |
Outstanding at end of year | 2,834,683 | £10.91 | 2,842,183 | £10.91 |
Exercisable at end of year | 2,834,683 | £10.91 | 2,842,183 | £10.91 |
The average share price during the year was 639.4 pence (2023: 997.5 pence).
The SAYE Plan options outstanding at 31 December 2024 had exercise prices of 940 pence
(1,643 options), 1,281 pence (8,829 options), 1,111 pence (38,173 options), 988 pence (61,068 options),
405 pence (2,793,731 options) and 578 pence (281,551 options), and a weighted average
remaining contractual life of 2.3 years.
The options outstanding under the Associate Partner Plan at 31 December 2024 had an exercise
price of 1,083 pence (2,388,958 options) and 1,135 pence (445,725 options), and a weighted
average remaining contractual life of nil years.
Share awards
All share awards under the below schemes have exercise prices of nil.
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Number | Number | |
| of shares | of shares | |
| Share Incentive Plan | ||
Outstanding at start of year | 38,707 | 39,249 |
Granted | 19,385 | 7,695 |
Forfeited | – | – |
Exercised | (5,068) | (8,237) |
Outstanding at end of year | 53,024 | 38,707 |
Exercisable at end of year | – | 10,558 |
| Executive Deferred Bonus Plan | ||
Outstanding at start of year | 1,091,624 | 985,271 |
Granted | 1,079,020 | 575,481 |
Forfeited | (57,294) | (469,128) |
Exercised | – | – |
Outstanding at end of year | 2,113,350 | 1,091,624 |
Exercisable at end of year | – | – |
| Executive Performance Share Plan | ||
Outstanding at start of year | 6,660,214 | 7,373,170 |
Granted | 3,394,380 | 1,863,029 |
Forfeited | (1,405,649) | (562,733) |
Exercised | (364,701) | (2,013,252) |
Outstanding at end of year | 8,284,244 | 6,660,214 |
Exercisable at end of year | 2,230,261 | 2,616,406 |
| Restricted Share Plan | ||
Outstanding at start of year | 417,973 | 197,291 |
Granted | 576,010 | 231,859 |
Forfeited | (72,960) | (11,177) |
Exercised | – | – |
Outstanding at end of year | 921,023 | 417,973 |
Exercisable at end of year | – | – |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
24. Share-based payments continued
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Number | Number | |
| of shares | of shares | |
| Buyout Awards – conditional | ||
Outstanding at start of year | – | – |
Granted | 149,372 | – |
Forfeited | – | – |
Exercised | – | – |
Outstanding at end of year | 149,372 | – |
Exercisable at end of year | – | – |
| Buyout Awards – performance | ||
Outstanding at start of year | – | – |
Granted | 91,809 | – |
Forfeited | – | – |
Exercised | – | – |
Outstanding at end of year | 91,809 | – |
Exercisable at end of year | – | – |
Early exercise assumptions
An allowance has been made for the impact of early exercise once options have vested in the
SAYE Plan, where all option holders are assumed to exercise half-way through the six-month
exercise window.
Allowance for performance conditions
The Executive Performance Share Plan includes a market-based performance condition
based on the Company’s total shareholder return relative to an index of comparator
companies. The impact of this performance condition has been modelled using Monte Carlo
simulation techniques, which involve running many thousands of simulations of future share
price movements for both the Company and the comparator index. For the purpose of these
simulations it is assumed that the share price of the Company and the comparator index
are 32% (2023: 20%) correlated and that the comparator index has volatilities ranging between
20% per annum and 69% per annum (2023: 21% per annum and 66% per annum).
The performance condition is based on the Company’s performance relative to the comparator
index over a three-year period commencing on 1 January each year. The fair-value calculations
for the awards that were made in 2024 therefore include an allowance for the actual performance
of the Company’s share price relative to the index over the period between 1 January 2024 and
the various award dates.
Charge to the consolidated statement of comprehensive income
The table below sets out the charge to the consolidated statement of comprehensive income in
respect of the share-based payment awards:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Equity-settled share-based payment expense | 11.2 | 5.4 |
Cash-settled share-based payment expense | 0.2 | (0.3) |
Total share-based payment expense | 11.4 | 5.1 |
Liabilities recognised in the statement of financial position
The liabilities recognised in the statement of financial position in respect of the cash-settled
share-based payment awards, and National Insurance obligations arising from share-based
payment awards, are as follows. These liabilities are included within other payables on the face
of the statement of financial position. None of the liability in respect of cash-settled share-
based payment awards at 31 December 2024 or 31 December 2023 is in respect of vested
cash-settled share-based payments.
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Liability for cash-settled share-based payments | 1.5 | 1.2 |
| Liability for employer National Insurance contributions | ||
on cash-settled and equity-settled share-based payments | 4.8 | 3.5 |
194 195
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Strategic report Governance Financial statements Other information
Notes to the consolidated financial statements under International Financial Reporting Standards continued
25. Interests in unconsolidated entities
Unconsolidated structured entities
The Group operates investment vehicles, such as unit trusts. Clients are able to invest in
these directly, but also indirectly through products offered by St. James’s Place UK plc and
St. James’s Place International plc. As a result, the Group’s insurance companies can be
significant investors in the unit trusts. Note 2 sets out the judgements inherent in determining
when the Group controls, and therefore consolidates, the relevant investment vehicles.
The majority of the risk from a change in the value of the Group’s investment in unconsolidated
unit trusts is matched by a change in unit holder liabilities. The maximum exposure to loss,
prior to considering unit holder liabilities, is equal to the carrying value of the investment.
This is recognised within investments in Collective Investment Schemes.
The following unit trust is not consolidated within the Group financial statements; however,
the Group does act as the fund manager of this unit trust.
| Percentage of | Net asset value | ||||||
| ownership interest | as at 31 December | ||||||
2024 | 2023 | Principal place | Nature of | Measurement | 2024 | 2023 | |
% | % | of business | relationship | method | £’Million | £’Million | |
| St. James’s Place | 1.47 | 1.21 | United | Manager of | Fair value | 586.8 | 786.7 |
| Property Unit Trust | Kingdom | unit trust | through | ||||
| profit or loss | |||||||
As at 31 December 2024 the value of the Group’s interests in St. James’s Place Property Unit Trust
was £8.6 million (2023: £9.6 million).
| Principal subsidiaries | |
Investment Holding Companies | St. James’s Place Wealth Management Group Limited 1 |
St. James’s Place DFM Holdings Limited 1 | |
Life Assurance | St. James’s Place UK plc |
St. James’s Place International plc (incorporated in Ireland) 2 | |
Unit Trust Management | St. James’s Place Unit Trust Group Limited |
| Unit Trust Administration | |
and ISA Management | St. James’s Place Investment Administration Limited |
Distribution | St. James’s Place Wealth Management plc |
Management Services | St. James’s Place Management Services Limited 3 |
Treasury Company | St. James’s Place Partnership Services Limited |
Adviser Acquisitions | St. James’s Place Acquisition Services Limited |
Asia Distribution | St. James’s Place International Distribution Limited |
Discretionary Fund Management | Rowan Dartington & Co. Limited |
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
26. Interests in other entities continued
| Company | Country of | Audit | ||||||
| Entity | number | Registered office | incorporation | Principal activity | exemption | |||
Cabot Portfolio Nominees Limited | 03636010 | 2610 | The Quadrant, Aztec West, Almondsbury, Bristol, England, BS32 4AQ | England and Wales | Nominee company | Yes | ||
Capstone Financial (HK) Limited | 1256431 | 8F Kailey Tower, 16 Stanley Street Central, Hong Kong | Hong Kong | Financial advice | No | |||
CGA Financial & Investment Services Limited | 02666180 * | England and Wales | Financial advice | Yes | ||||
Dartington Portfolio Nominees Limited | 01489542 | 2610 | The Quadrant, Aztec West, Almondsbury, Bristol, England, BS32 4AQ | England and Wales | Nominee company | Yes | ||
Edwards Wealth Ltd | 09229694 * | England and Wales | Financial advice | Yes | ||||
| Fortura Financial Partners Limited | 14320641 * | England and Wales | Financial advice | Yes | ||||
| (previously Tivoli Private Clients Limited) | ||||||||
Future Proof Limited | 07608319 * | England and Wales | Financial advice | Yes | ||||
Ian Cockbain Wealth Management Limited | 04639701 * | England and Wales | Financial advice | Yes | ||||
Lewington Wealth Management Limited | 04290504 * | England and Wales | Financial advice | Yes | ||||
Linden House Financial Services Limited | 02990295 * | England and Wales | Financial advice | Yes | ||||
M.H.S. (Holdings) Limited | 00559995 * | England and Wales | Non-trading | Yes | ||||
Perennial Financial Management Limited | 04609753 * | England and Wales | Financial advice | Yes | ||||
Policy Services Limited | SC230167 | Oracle Campus, Blackness Road, Linlithgow, West Lothian, EH49 7BF, | Scotland | Financial advice | No | |||
Reflect Financial Limited | 04373946 * | United Kingdom | England and Wales | Financial advice | Yes | |||
Rowan Dartington & Co. Limited | 02752304 * | England and Wales | Stockbroker and | No | ||||
| investment manager | ||||||||
Rowan Dartington Holdings Limited | 07470226 * | England and Wales | Holding company | Yes | ||||
SJP Legacy Holdings Ltd | SC492906 | Oracle Campus, Blackness Road, Linlithgow, West Lothian, EH49 7BF, | Scotland | Holding company | Yes | |||
| United Kingdom | ||||||||
SJP Partner Loans No. 1 Limited | 11390901 | 10th Floor, 5 Churchill Place, London, E14 5HU, United Kingdom | England and Wales | Securitisation | No | |||
St. James’s Place (Hong Kong) Limited | 275275 | 1st Floor, Henley Building, 5 Queen’s Road Central, Hong Kong | Hong Kong | Overseas distribution | No | |||
St. James’s Place (Middle East) Limited | 6826 | Gate District Precinct Building 03, Unit Precinct 3-7th Floor-Units 706, 707 | United Arab | Overseas distribution | No | |||
& | 708 | Level 7, Dubai International Financial Centre, United Arab Emirates, | Emirates | |||||
St. James’s Place (PCP) Limited | 02706684 * | PO Box 507256 | England and Wales | Transaction and servicing | Yes | |||
| of SJP income streams | ||||||||
St. James’s Place (Singapore) Private Limited | 200406 | 398R | 1 Raffles Place, #15-61 One Raffles Place, 048616, Singapore | Singapore | Financial advice | No |
196 197
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| Company | Country of | Audit | ||||
| Entity | number | Registered office | incorporation | Principal activity | exemption | |
St. James’s Place Acquisition Services Limited | 07730835 * | England and Wales | Adviser acquisitions | Yes | ||
St. James’s Place Corporate Secretary Limited | 09131866 * | England and Wales | Corporate secretary | Yes | ||
St. James’s Place DFM Holdings Limited | 09687687 * | England and Wales | Holding company | Yes | ||
St. James’s Place International (Hong Kong) Limited | 2207694 | 1st Floor, Henley Building, 5 Queen’s Road Central, Hong Kong | Hong Kong | Life assurance | No | |
St. James’s Place International Distribution Limited | 08798683 * | England and Wales | Holding company | Yes | ||
St. James’s Place International plc | 185345 | Fleming Court, Flemings Place, Dublin 4, Ireland | Ireland | Life assurance | No | |
St. James’s Place Investment Administration Limited | 08764231 * | England and Wales | Unit trust administration | No | ||
| and ISA manager | ||||||
St. James’s Place Management Services Limited | 02661044 * | England and Wales | Management services | No | ||
St. James’s Place Nominees Limited | 08764214 * | England and Wales | Nominee company | Yes | ||
St. James’s Place Partnership Services Limited | 08201211 * | England and Wales | Treasury company | No | ||
St. James’s Place UK plc | 02628062 * | England and Wales | Life assurance | No | ||
St. James’s Place Unit Trust Group Limited | 00947644 * | England and Wales | Unit trust management | No | ||
| St. James’s Place Wealth Management (Shanghai) | 1511517 | 1st Floor, Henley Building, 5 Queen’s Road Central, Hong Kong | Hong Kong | Overseas distribution | No | |
| Limited | ||||||
St. James’s Place Wealth Management Group Limited | 02627518 * | England and Wales | Holding company | No | ||
| St. James’s Place Wealth Management International | 20132345 | 3N | 1 Raffles Place, #15-61 One Raffles Place, 048616, Singapore | Singapore | Holding company | No |
| Pte. Ltd | ||||||
St. James’s Place Wealth Management plc | 04113955 * | England and Wales | UK distribution | No | ||
Technical Connection Limited | 03178474 * | England and Wales | Tax and advisory services | Yes | ||
Tring Financial Management Limited | 05487108 * | England and Wales | Policy administration | Yes | ||
Virtue Money Limited | SC346827 | Oracle Campus, Blackness Road, Linlithgow, West Lothian, EH49 7BF, | Scotland | Holding company | Yes | |
| United Kingdom |
26. Interests in other entities continued
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Strategic report Governance Financial statements Other information
Notes to the consolidated financial statements under International Financial Reporting Standards continued
26. Interests in other entities continued
198 199
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
26. Interests in other entities continued
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Aggregate carrying value of individually immaterial associates | 21.9 | 10.2 |
| Aggregate amounts of the Group’s share of total | ||
comprehensive income | 0.3 | 0.1 |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
£’Million | £’Million | |
Short-term employee benefits | 10.2 | 5.0 |
Post-employment benefits | 0.6 | 0.5 |
Share-based payments | (0.7) | 0.2 |
Total | 10.1 | 5.7 |
28. Events after the end of the reporting period
On 13 February 2025 the Group made an irrevocable commitment to repay all of the fully drawn
£250.0 million bridging loan. The repayment is due on 27 February 2025.
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Notes to the consolidated financial statements under International Financial Reporting Standards continued
Design to be reviewed
Parent Company
financial statements
Parent Company statement
of financial position 200
Parent Company statement
of changes in equity 201
Notes to the Parent Company
financial statements 202
Note
As at
31 December
2024
As at
31 December
2023
£’Million £’Million
Investment in subsidiaries 3 2,102.4 1,576.2
Current assets
Amounts owed by Group undertakings 7 274.8 143.8
Corporation tax assets 0.1 –
Other receivables 0.1 –
Current liabilities
Corporation tax liabilities – (5.0)
Net current assets 275.0 138.8
Amounts due to Group undertakings 7 (201.3) –
Net assets 2,176.1 1,715.0
Equity
Share capital 4 81.6 82.3
Share premium 233.9 233.9
Capital redemption reserve 4 0.7 –
Share option reserve 290.7 279.5
Miscellaneous reserves 0.1 0.1
Retained earnings 1,569.1 1,119.2
Total shareholders’ funds 2,176.1 1,715.0
In publishing the Parent Company financial statements, the Company has taken advantage
of the exemption in section 408 of the Companies Act 2006 not to present its individual income
statement and related notes that form part of these Parent Company financial statements.
The Company is not required to present a statement of comprehensive income. The Company’s
profit after tax for the financial year was £559 .6 million (2023: £33 1. 4 million) which can be seen
in the statement of changes in equity.
The Parent Company financial statements on pages 200 to 205 were approved by the Board
of Directors on 26 February 2025 and signed on its behalf by:
Mark FitzPatrick Caroline Waddington
Chief Executive Officer Chief Financial Officer
The Notes and information on pages 202 to 205 form part of these Parent Company
financial statements.
200 201
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St. James’s Place plc Annual Report and Accounts 2024
Strategic report Governance Financial statements Other information
Parent Company statement of financial position
Registered number: 03183415
Note
Share
capital
Share
premium
Capital
redemption
reserve
Share option
reserve
Miscellaneous
reserves
Retained
earnings
Total
shareholders’
funds
£’Million £’Million £’Million £’Million £’Million £’Million £’Million
At 1 January 2023 81.6 227.8 – 274.1 0.1 1,077.4 1,661.0
Profit and total comprehensive income for the year – – – – – 331.4 331.4
Dividends 6 – – – – – (289.6) (289.6)
Exercise of options 4 0.7 6.1 – – – – 6.8
Cost of share options expensed in subsidiaries – – – 5.4 – – 5.4
At 31 December 2023 82.3 233.9 – 279.5 0.1 1,119.2 1,715.0
Profit and total comprehensive income for the year – – – – – 559.6 559.6
Dividends 6 – – – – – (76.6) (76.6)
Shares repurchased in the buy-back programme 4 (0.7) – 0.7 – – (33.1) (33.1)
Cost of share options expensed in subsidiaries – – – 11.2 – – 11.2
At 31 December 2024 81.6 233.9 0.7 290.7 0.1 1,569.1 2,176.1
The Notes and information on pages 202 to 205 form part of these Parent Company financial statements.
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Strategic report Governance Financial statements Other information
Parent Company statement of financial position
Registered number: 03183415
Parent Company statement of changes in equity
1. Accounting policies
Basis of preparation
St. James’s Place plc (the Company) is a public company limited by shares which is incorporated
and registered in England and Wales, domiciled in the United Kingdom and whose shares
are publicly traded. The Company offers a range of insurance, investment and other wealth
management services through its subsidiaries, which are incorporated in the UK, Ireland,
Middle East and Asia.
The financial statements have been prepared under the historical cost convention, on a going
concern basis and in accordance with Financial Reporting Standard 101 (FRS 101) Reduced
Disclosure Framework and the Companies Act 2006 as applicable to companies using FRS 101.
The preparation of these financial statements in compliance with FRS 101 requires the use of certain
critical accounting estimates. It also requires management to exercise judgement in applying the
Company’s accounting policies. No significant accounting judgements have been made.
Adoption of new and amended accounting standards
There were no new or amended accounting standards adopted as of 1 January 2024.
FRS 101 – reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions under FRS 101:
the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based Payment
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement
the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present
comparative information in respect of paragraph 79(a)(iv) of IAS 1
the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111
and 134-136 of IAS 1 Presentation of Financial Statements
the requirements of IAS 7 Statement of Cash Flows
the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes
in Accounting Estimates and Errors
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
the requirements in IAS 24 Related Party Disclosures to disclose related-party transactions
entered into between two or more members of a group, provided that any subsidiary which
is a party to the transaction is wholly owned by such a member
the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d) to 134(f) and 135(c) to 135(e) of IAS 36
Impairment of Assets, provided that equivalent disclosures are included in the consolidated
financial statements of the group, in which the entity is consolidated.
Going concern
The Company is a non-trading investment holding company which has positive net assets.
Going concern has been evaluated by the Directors of the Company. As part of this the
Directors have reviewed and take comfort from the Group’s assessment of going concern as
set out in Note 1 to the consolidated financial statements. The Board believes the Company will
continue to be in business, with neither the intention nor the necessity of liquidation, ceasing
trading or seeking protection from creditors pursuant to laws or regulations, for a period of at
least 12 months from the date of approval of the company financial statements. As a result, the
Company continues to adopt the going concern basis in preparing these financial statements.
Significant accounting policies
The following principal accounting policies have been applied consistently to all the years presented.
(a) Investment return
Investment return comprises dividends from subsidiaries. Interim dividends are accounted for
when received. Final dividends are accounted for when the dividend has been declared and
approved by the subsidiary.
(b) Taxation
Taxation is based on profits and income for the year as determined in accordance with
the relevant tax legislation, together with adjustments to provisions for prior years.
(c) Investment in subsidiaries
Investments in subsidiaries are carried at cost stated after any impairment losses,
plus the cost of equity-settled share awards granted by the Company of its own shares.
(d) Financial instruments
The Company recognises financial instruments when it becomes a party to the contractual
arrangements of the instrument. Financial instruments are de-recognised when they are
discharged or when the contractual terms expire. The Company’s accounting policies in
respect of financial instruments transactions are explained below:
Financial assets
The Company classifies its financial assets at amortised cost.
At amortised cost
Financial assets held at amortised cost are non-derivative financial assets with fixed
or determinable payments that are not quoted in an active market. The most significant
category of financial assets held at amortised cost for the Company is amounts owed by
Group undertakings. They are initially recognised at fair value plus transaction costs that are
directly attributable to their acquisition or issue, and are subsequently carried at amortised
cost using the effective interest rate method, less provision for impairment.
Financial assets held at amortised cost are impaired using an expected credit loss model.
Expected credit losses are based on the historic levels of loss experienced for the relevant
financial assets, with due consideration given to forward looking information.
202 203
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St. James’s Place plc Annual Report and Accounts 2024
Strategic report Governance Financial statements Other information
Notes to the Parent Company financial statements
1. Accounting policies continued
Financial liabilities
The Company classifies all of its financial liabilities at amortised cost.
At amortised cost
Financial liabilities at amortised cost are initially recognised at fair value net of any transaction
costs directly attributable to the issue of the instrument. Such interest-bearing liabilities are
subsequently measured at amortised cost using the effective interest rate method, which
ensures that any interest expensed over the period to repayment is at a constant rate on the
balance of the liability carried into the Statement of Financial Position.
2. Income from shares in Group undertakings
Dividend income received during the year was £560.0 million (31 December 2023: £315.0 million).
3. Investment in subsidiaries
Cost
1
Share
awards
Impairment
provision
1
Net book
value
£’Million £’Million £’Million £’Million
At 1 January 2023
1
1,104.7 274.1 – 1,378.8
Share awards granted – 5.4 – 5.4
Share capital injection 7.0 – – 7.0
Capital contribution 185.0 – – 185.0
At 31 December 2023 1,296.7 279.5 – 1,576.2
Share awards granted – 11.2 – 11.2
Share capital injection 370.0 – – 370.0
Capital contribution 145.0 – – 145.0
At 31 December 2024 1,811.7 290.7 – 2,102.4
1 Cost and Impairment provision have been restated to reflect the dissolution of Cirenco Limited (Registered number:
01773177) on 23 August 2022. The restatement decreased Cost by £181.9 million and increased Impairment provision
by the same amount.
The investment in subsidiaries’ net book value is broken down as follows:
31 December
2024
31 December
2023
£’Million £’Million
St. James’s Place Wealth Management Group Limited 1,704.1 1,189.1
St. James’s Place DFM Holdings Limited 107.6 107.6
Directly held investments 1,811.7 1,296.7
St. James’s Place Management Services Limited 221.1 210.5
St. James’s Place Wealth Management plc 62.1 62.1
Rowan Dartington & Co. Limited 6.4 5.8
St. James’s Place International plc 0.9 0.9
Technical Connection Limited 0.2 0.2
Investments held due to share awards granted 290.7 279.5
Total 2,102.4 1,576.2
During the year the Company made a capital contribution of £145.0 million (2023: £185.0 million)
to St. James’s Place Wealth Management Group Limited and purchased £370.0 million ordinary
shares in its subsidiary undertaking, St. James’s Place Wealth Management Group Limited.
The carrying value of the investment in subsidiaries is reviewed at least annually for impairment,
or when circumstances or events indicate there may be uncertainty over its value. The investments
are supported by the value in use of the subsidiaries. The key assumptions used are the value
of in-force business together with a discount rate of 7.8% (2023: 6.3%). It is considered that any
reasonably possible levels of change in the key assumptions would not result in an impairment.
4. Share capital
Number of
ordinary shares
Called-up
share capital
£’Million
At 1 January 2023 544,235,757 81.6
– Issue of shares – –
– Exercise of options 4,369,037 0.7
At 31 December 2023 548,604,794 82.3
– Issue of shares – –
– Exercise of options – –
– Shares repurchased in the buy-back programme (4,590,083) (0.7)
At 31 December 2024 544,014,711 81.6
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Strategic report Governance Financial statements Other information
Notes to the Parent Company financial statements continued
4. Share capital continued
Ordinary shares have a par value of 15 pence per share (2023: 15 pence per share) and are fully
paid. The Company received consideration of £nil (2023: £6.8 million) for the shares issued during
the year, including those issued to satisfy the exercise of options.
During the year, the Company repurchased and cancelled 4,590,083 shares (2023: nil) for a
total consideration of £32.9 million (2023: £nil) and incurred transaction costs of £0.2 million
(2023: £nil). The cancelled shares, which had a nominal value of £0.7 million (2023: £nil), have
been reflected as a decrease in share capital and a corresponding increase in the capital
redemption reserve as required by the Companies Act 2006.
5. Auditors’ remuneration
The total audit fee in respect of the Group is set out in Note 5 to the consolidated financial
statements. The audit fee charged to the Company for the year ended 31 December 2024
is £33,316 (2023: £31,730), which is borne by another entity within the Group.
6. Dividends
The following dividends have been paid by the Company:
Year ended
31 December
2024
Year ended
31 December
2023
Year ended
31 December
2024
Year ended
31 December
2023
Pence per
share
Pence per
share £’Million £’Million
Final dividend in respect of 2022 – 37.19 – 203.1
Interim dividend in respect of 2023 – 15.83 – 86.5
Final dividend in respect of 2023 8.00 – 43.8 –
Interim dividend in respect of 2024 6.00 – 32.8 –
Total dividends 14.00 53.02 76.6 289.6
In respect of 2024 the Directors have recommended a 2024 final dividend of 12.00 pence per share.
This amounts to £65.3 million based on the number of shares in issue on 31 December 2024 and
will, subject to shareholder approval at the Annual General Meeting, be paid on 23 May 2025 to
those shareholders on the register as at 11 April 2025.
In addition, under the authority granted by shareholders at the 2024 Annual General Meeting,
the Directors have resolved to undertake a final share buy-back programme in respect to 2024,
committing to purchase shares up to a maximum value of £92.6 million. The share buy-back will
commence on 28 February 2025. This is in addition to the interim share buy-back in respect to
2024 of £32.9 million, which is referenced above.
7. Related-party transactions and balances
At the year-end the following related-party balances existed, in addition to the investments in
subsidiaries which are set out in Note 2.
31 December
2024
31 December
2023
£’Million £’Million
Amounts owed by Group undertakings
St. James’s Place Partnership Services Limited 274.8 143.8
Total 274.8 143.8
The amounts owed by Group undertakings are loans granted by the Company which are
unsecured and repayable on demand. The loans incur interest at an agreed rate above the
Bank of England’s base rate, as stated in the loan agreements.
Amounts owed by Group undertakings continue to be classified as performing; see accounting
policy (d).
31 December
2024
31 December
2023
£’Million £’Million
Amounts due to Group undertakings
St. James’s Place UK plc (201.3) –
Total (201.3) –
Amounts due to Group undertakings are unsecured with a variable interest rate and repayable
after ten years.
During the year, the Company received £560.0 million (2023: £315.0 million) of dividends
from subsidiary undertakings. The total value of St. James’s Place funds under management
(FUM) held by related parties of the Company as at 31 December 2024 was £25.2 million
(2023: £17.5 million). The total value of dividends paid to related parties of the Company
during the year was £0.2 million (2023: £1.0 million).
The following wholly-owned subsidiaries of St. James’s Place plc have taken advantage, or are
expected to take advantage, of the exemption from statutory audit granted by section 479A of
the Companies Act 2006.
204 205
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Notes to the Parent Company financial statements continued
7. Related-party transactions and balances continued
In accordance with section 479C, St. James’s Place plc has therefore guaranteed all the
outstanding liabilities as at 31 December 2024 of:
Cabot Portfolio Nominees Limited 03636010
CGA Financial & Investment Services Limited 02666180
Dartington Portfolio Nominees Limited 01489542
Edwards Wealth Ltd 09229694
Fortura Financial Partners Limited (previously Tivoli Private Clients Limited} 14320641
Future Proof Limited 07608319
Ian Cockbain Wealth Management Limited 04639701
Lewington Wealth Management Limited 04290504
Linden House Financial Services Limited 02990295
M.H.S. (Holdings) Limited 00559995
Perennial Financial Management Limited 04609753
Reflect Financial Limited 04373946
Rowan Dartington Holdings Limited 07470226
SJP Legacy Holdings Ltd SC492906
St. James’s Place (PCP) Limited 02706684
St. James’s Place Acquisition Services Limited 07730835
St. James’s Place Corporate Secretary Limited 09131866
St. James’s Place DFM Holdings Limited 09687687
St. James’s Place International Distribution Limited 08798683
St. James’s Place Nominees Limited 08764214
Technical Connection Limited 03178474
Tring Financial Management Limited 05487108
Virtue Money Limited SC346827
8. Directors’ emoluments
The Directors’ responsibilities relate primarily to the trading companies of the Group and
accordingly their costs are charged to those companies and none are met by the Parent Company.
Disclosure of the Directors’ emoluments is made within the Directors’ remuneration report.
9. Company information
In the opinion of the Directors there is not considered to be any ultimate controlling party.
Copies of the consolidated financial statements of St. James’s Place plc may be obtained
from the Company Secretary, St. James’s Place plc, St. James’s Place House, 1 Tetbury Road,
Cirencester, Gloucestershire GL7 1FP, United Kingdom.
10. Events after the end of the reporting period
On 26 February 2025 the Company’s subsidiary undertaking, St. James’s Place Wealth
Management Group Limited, declared a dividend of £400.0 million.
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205
Strategic report Governance Financial statements Other information
Notes to the Parent Company financial statements continued
Other information
Shareholder information 207
How to contact us and our advisers 208
Aligning our progress with
recognised frameworks 209
Full emissions disclosure 213
Glossary of alternative
performance measures 215
Glossary of terms 218
75%
Of people who have received financial advice
would recommend it to others.
Find out more in our Real Life Advice Report
sjp.co.uk/real-life-advice-report
Invaluable advice
for following your
dreams
The sudden death of her sister made Claire Smith, 45,
re-evaluate her life. She tells us how setting up her own
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206
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Strategic report Governance Financial statements Other information
207
Analysis of shareholder holdings as of 31 December 2024
Analysis by number of shares Holders Percentage Shares held Percentage
1–999 1,851 49.47% 637,013 0.12%
1,000–9,999 1,340 35.82% 3,829,616 0.70%
10,000–99,999 295 7.89% 10,016,189 1.84%
100,000 and above 255 6.82% 529,531,893 97.34%
3,741 100.00% 544,014,711 100.00%
2025 financial calendar
Ex-dividend date for 2024 final dividend 10 April 2025
Record date for 2024 final dividend 11 April 2025
Announcement of first quarter new business 24 April 2025
Annual General Meeting 13 May 2025
Payment date for 2024 final dividend 23 May 2025
Announcement of half-year results and second quarter new business 31 July 2025
Ex-dividend date for 2025 interim dividend 7 August 2025
Record date for 2025 interim dividend 8 August 2025
Payment date for 2025 interim dividend 19 September 2025
Announcement of third quarter new business 23 October 2025
The above dates are subject to change and further information on the 2025 financial calendar can
be found on the shareholders section of the Company’s website, at sjp.co.uk/financial-calendar.
Dividend Reinvestment Plan
If you would prefer to receive new shares instead of cash dividends, please complete a
Dividend Reinvestment Plan (DRIP) form, which is available from our Registrars, Computershare
Investor Services PLC. Their contact details are overleaf.
Dividend mandate
Shareholders can arrange to have their dividends paid directly into their bank or building society
account by completing a bank mandate form. The advantages to using this service are: the
payment is more secure than sending a cheque through the post; it avoids the inconvenience
of paying in a cheque; and it reduces the risk of lost, stolen or out-of-date cheques. A mandate
form can be obtained from Computershare or you will find one on the reverse of your last
dividend confirmation.
Share dealing
A postal and web-based dealing service has been established with the Registrars,
Computershare Investor Services PLC, which provides shareholders with a simple
way of buying and selling St. James’s Place plc shares on the London Stock Exchange.
Further information about share dealing services can be obtained by logging on to:
www-uk.computershare.com/Investor/#ShareDealingInfo.
Electronic communications
If you would like to have access to shareholder communications such as the Annual Report and
Accounts and the Notice of Annual General Meeting through the internet rather than receiving
them by post, please register at www.investorcentre.co.uk/ecomms.
sjp.co.uk
St. James’s Place plc Annual Report and Accounts 2024
Strategic report Governance Financial statements Other information
207
Shareholder information
How to contact us
Registered office
St. James’s Place House
1 Tetbury Road
Cirencester
Gloucestershire
GL7 1FP
Tel: 01285 640302
sjp.co.uk
Chair
Paul Manduca
Email: chair@sjp.co.uk
Chief Executive Officer
Mark FitzPatrick
Email: ceooffice@sjp.co.uk
Chief Financial Officer
Caroline Waddington
Email: cfooffice@sjp.co.uk
Company Secretary
Jonathan Dale
Email: jonathan.dale@sjp.co.uk
Client services
Sharon Rowe
Tel: 01285 878921
Email: sharon.rowe@sjp.co.uk
Analyst enquiries
Hugh Taylor
Email: hugh.taylor@sjp.co.uk
Media enquiries
St. James’s Place
Angela Warburton
Tel: 07912 281502
Email: angela.warburton@sjp.co.uk
Brunswick Group
Eilís Murphy/Charles Pretzlik
Tel: 020 7404 5959
Email: sjp@brunswickgroup.com
Advisers
Registrar and transfer office
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6ZZ
Tel: 0370 702 0197
Email: webqueries@computershare.co.uk
www.investorcentre.co.uk/contactus
Independent auditors
PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
2 Glass Wharf
Bristol
BS2 0FR
Brokers
J.P. Morgan Cazenove Limited
25 Bank Street
London
E14 5JP
Bank of America Securities Incorporated
2 King Edward Street
London
EC1A 1HQ
208
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209
How to contact us and our advisers
We want to make it easy for all our stakeholders to understand the work we are doing and how we are measuring our performance. We are aligning our approach to key
external frameworks which help broaden our impact. In 2018, we aligned to the United Nations Sustainable Development Goals (UNSDGs) as a blueprint to achieve a better
and more sustainable future for all. Within our Responsible Business Framework, our material topics each contribute to progress against the UNSDGs. We believe we can
have the greatest impact on the six UNSDGs listed below.
SDG Our promise and progress
Target 4.4
By 2030, substantially
increase the number
of youth and adults
who have relevant skills,
including technical
and vocational skills
for employment,
decent jobs and
entrepreneurship.
Our promise
To improve money management in the next generation by supporting
schools and other organisations to deliver financial education to
children and young people. Alongside this, we aim to provide our
advisers with the resources and knowledge to teach financial
education in their local community.
To provide relevant financial skills and education to our clients to give
them the confidence to create the future they want.
Our progress
Throughout the year, we continued to grow our partnership with national
charity Young Money. In 2022 we committed to sponsoring the development
of 21 ‘Centres of Excellence’ over the next three years, equipping schools
– predominantly in areas of deprivation – to deliver a robust financial
education curriculum. All schools have now been onboarded to the
programme with three schools achieving accredited status.
We continued our support of RedSTART’s ‘Change the Game’
programme, a longitudinal study into the impact of embedding
financial education into the national curriculum.
Collaboration with key industry leaders including The Investing
and Saving Alliance (TISA), Money and Pensions Service (MaPS) and
The Centre for Financial Capability has enabled us to influence policy.
Target 5.5
Ensure women’s full and
effective participation
and equal opportunities
for leadership at all levels
of decision-making in
political, economic and
public life.
Our promise
To ensure equal opportunities for women through our inclusion
and diversity programmes and by ensuring we align to national
commitments.
Our progress
In 2024, we reached 50% female representation on the Board and
launched our updated women in senior roles target of 40% by 2028,
reaching 37.3% at the end of 2024.
We continued our commitment to support mentoring programmes
for women facilitating the 30% Club cross-sector mentoring programme
supporting female development. We offered 20 mentors and matched
20 female mentees with mentors outside of the company.
We also launched mandatory Equality Act training, reinforcing inclusion
and fairness as core values, ensuring equality transcends compliance
and defines SJP’s culture.
SDG Our promise and progress
Target 8.5
By 2030, achieve full and
productive employment
and decent work for
all women and men,
including for young
people and persons
with disabilities, and
equal pay for work
of equal value.
Our promise
To invest in our employees through training and development.
To increase the aspirations of young people by working with schools and
charities to support employability and provide positive work experiences.
To support social mobility diversity in financial services, we actively seek
to support disadvantaged young people into financial services careers.
Our progress
In 2023, we continued to equip and empower employees to grow their
career through our comprehensive curriculum guides, workshops,
virtual reality training and bespoke leadership blueprint.
We remain an accredited Real Living Wage employer and conduct
regular equal pay reviews to ensure that we are paying employees
doing like-for-like roles equally. We are a Disability Confident employer
and were reaccredited with Leader status in 2023.
During 2024, other examples of engagement included mentoring young
people from less advantaged backgrounds in the delivery of social
action projects reaching 61 young people, and supporting a targeted
work experience and mentoring programme in wealth and asset
management for young people in lower socio-economic areas.
Target 9.2
Promote inclusive
and sustainable
industrialisation and,
by 2030, significantly
raise industry’s share
of employment and
gross domestic product,
in line with national
circumstances,
and double its share
in least developed
countries.
Our promise
To encourage responsible practice among our suppliers and fund
managers in the areas of environmental impact, societal impact
and governance.
To support our Partner practices in operating responsibly and aligning
to national standards.
Our progress
In 2024, we continued to highlight sustainability considerations in our
due diligence, conversations with suppliers, and within our investment
management approach.
Where possible, we aim to procure through small, local suppliers
to support our communities. We launched a targeted supplier
engagement programme in 2024, starting to have meaningful
conversations around our long-term sustainability aspirations and the
role suppliers and third parties will play in helping to achieve these aims.
We have worked with sector and industry initiatives to inform and shape
our strategy on inclusion and sustainability. Educating and engaging
SJP Partners to ensure they can share our journey with our clients
with transparency.
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209
Aligning our progress with recognised frameworks
SDG Our promise and progress
Target 10.2
By 2030, empower
and promote the social,
economic and political
inclusion of all,
irrespective of age,
sex, disability, race,
ethnicity, origin,
religion or economic
or other status.
Our promise
To support the St. James’s Place Charitable Foundation, through funding
and volunteering, as its grants support charities that reduce social
inequality and promote economic inclusion.
To support employability programmes throughout our business.
Our progress
In 2024, the SJP community raised £8.95 million for the SJP Charitable
Foundation. The Charitable Foundation distributed £8.8 million to 981
charities during the year to support inclusion and social mobility. In
addition, a further £5.3 million was pledged to support ongoing service
delivery, embedding and developing services over the next three years.
We continued to build on our inclusion and employability partnerships,
including The Diversity Project, LGBT Great, Stonewall, GAIN, Career
Returners, the Aleto Foundation, Progress Together, the Business
Disability Forum and Disability Confident.
Target 13.2
Integrate climate
change measures
into national policies,
strategies and planning.
Our promise
To control and reduce our environmental impact and promote
sustainable business practices.
Our progress
We are pleased to have implemented policies aimed at curbing
business travel, which have reduced our flight emissions by 33%.
We continued the sustainable transition of our fleet, with 93% of
company vehicles now being hybrid or fully electric. The carbon
intensity of our investment universe also continues to improve, down
over 40%
1
compared to our baseline year (2019). We remain committed
to our Group net zero by 2050 goal, but recognise our interim targets
need to be revised to reduce our reliance on carbon offsetting. We aim
to launch new short-term operational and investment emissions targets
in 2025.
1 This metric covers approximately 89% of our overall FUM as at 31 December 2024. 89% represents the total market
value of the funds considered in the reduction of weighted average carbon intensity calculations, expressed as a
proportion of the total AUM for SJP’s core fund range. This includes all funds investing predominantly in equity and
debt for listed corporates, as well as third-party funds held within funds of funds.
Memberships and partnerships
We collaborate with several external initiatives for guidance,
advice and direction on various sustainability issues.
These have influenced our investment strategy, engagement
activities, approach to educating colleagues, and
assessment of our overarching responsible business goals.
We are proud to be members and supporters of many
organisations driving change, including those shown below.
Signatory of
Signatory of
210
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211
Aligning our progress with recognised frameworks continued
Sustainability Accounting Standards Board
We are pleased to continue to align our responsible business reporting to the Sustainability Accounting Standards Board (SASB) framework for our industry.
The standards offer a consistent method of reporting and we engage with the framework for the benefit of all our stakeholders, sharing sustainability data
in a consistent and transparent way.
Given our focus on wealth management we have responded to the reporting standards under the Asset Management & Custody Activities.
Topic Accounting metric 2024 status Code
Transparent
information &
fair advice for
customers
(1) Number and (2) percentage of covered employees with
a record of investment-related investigations, consumer-
initiated complaints, private civil litigations, or other
regulatory proceedings
We publish complaints data half-yearly which can be found on our website
at sjp.co.uk/how-to-make-a-complaint.
We do not currently publish further information.
FN-AC-270a.1
Total amount of monetary losses as a result of legal
proceedings associated with marketing and communication
of financial-product-related information to new and
returning customers
We do not currently publish this. FN-AC-270a.2
Description of approach to informing customers about
products and services
Before any advice is provided, our advisers must inform clients about the products and
services we offer. This is a closely regulated area in the UK and we are fully compliant.
We publish numerous supporting documents, available on our website.
FN-AC-270a.3
Employee Diversity
and Inclusion
Percentage of gender and racial/ethnic group
representation for (1) executive management, (2) non-
executive management, (3) professionals, and (4) all other
employees
This data breakdown can be found in the our responsible business section. FN-AC-330a.1
Incorporation of
environmental, social
and governance factors
in investment
management
and advisory
Amount of assets under management, by asset class,
that employ (1) integration of environmental, social
and governance (ESG) issues, (2) sustainability-themed
investing, and (3) screening
1. 100% of SJP manufactured funds employ some degree of ESG integration. All funds
must meet our minimum standards which includes being a UN Principles of Responsible
Investment (UNPRI) signatory. We believe integration is the consideration of ESG risk and
opportunity, but we do not rely upon divestment other than in extreme circumstances.
2. £5.0 billion (Sustainable and Responsible Equity Fund). Due to a transcription error 2023
figure is amended from £5.5million to £5.4billion)
3. Our general approach is for engagement rather than divestment with companies
to drive positive change over the longer term. However we do we have an exclusions
policy which covers all of our manufactured funds, where applicable. Our exclusions
policy can be found on our website at sjp.co.uk/responsibleinvesting.
FN-AC-410a.1
Description of approach to incorporation of environmental,
social and governance (ESG) factors in investment and/or
wealth management processes and strategies
Responsible investing is an important component in creating long-term value for our clients.
Our approach to responsible investing can be found on our website
at sjp.co.uk/responsibleinvesting.
FN-AC-410a.2
Description of proxy voting and investee engagement
policies and procedures
Details on proxy voting and investee engagement policies and procedures are publicly
disclosed in our:
Stewardship and Engagement report
Stewardship, engagement and shareholder voting policy.
These and further statements can be found on our website
at sjp.co.uk/responsibleinvesting.
FN-AC-410a.3
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Aligning our progress with recognised frameworks continued
Topic Accounting metric 2024 status Code
Business ethics
Total amount of monetary losses as a result of legal
proceedings associated with fraud, insider trading, anti-
trust, anti-competitive behaviour, market manipulation,
malpractice, or other related financial industry laws
or regulations
Fraud:
There have been no losses that fall within the definition of ‘legal proceedings’ outlined in the
SASB criteria.
We hold data on monetary loss in respect of fraud, but this is categorised as a ‘loss’ due to
our corporate decision to reimburse our clients for any losses suffered as a result of fraud.
The frauds generally materialise as a result of adviser negligence, premeditated intent or
a mistake at one of our administration centres and we reimburse these instances of fraud.
This data is not disclosed publicly.
Malpractice:
We currently hold data on the monetary losses accrued in respect of claims brought
against SJP by clients for negligent financial advice provided to clients by our advisers.
We do not disclose this publicly, and some litigation claims have strict non-disclosure
agreements. We are progressing our significant programme of work to review historic
client servicing records. More information in the Chief Executive Officer’s report section.
We are not currently aware of any litigation in relation to anti-trust, anti-competitive
behaviour or market manipulation that we would be required to disclose.
Insider trading:
There have been no losses as a result of insider trading claims.
FN-AC-510a.1
Description of whistleblowing policies and procedures This is discussed in the Our responsible business section.
Further details can be found in our speak up policy, which is available to members of our
internal community through the SJP intranet and, for external parties, can be found on our
website at sjp.co.uk/corporate-governance.
FN-AC-510a.2
Activity
(1) Total registered and (2) total unregistered assets under
management (AUM)
(1) £0
(2) £190. 2 billion
The majority of AUM is retail unit trusts authorised by the FCA in the UK, with the balance
primarily being insurance company assets.
FN-AC-000.A
Total assets under custody and supervision Our closing 2024 funds under management stood at £190.2 billion. FN-AC-000.B
Financed emissions
Absolute gross financed emissions, disaggregated by
(1) Scope 1, (2) Scope 2 and (3) Scope 3
We do not currently disaggregate the emissions of our investment portfolio by
Scopes 1, 2, and 3.
FN-AC-410b.1
Total amount of assets under management (AUM) included
in the financed emissions disclosure
£154.9 billion FN-AC-410b.2
Percentage of total assets under management (AUM)
included in the financed emissions calculation
In 2024 this is approximately 84% of AUM. This 84% reflects the percentage of NAV of the
funds included in SJP’s total financed emissions, measured as a proportion of the total AUM
for SJP’s core fund range. This covers all funds investing predominantly in equity and debt
for listed corporates but excludes the third-party funds held within fund of funds.
FN-AC-410b.3
Description of the methodology used to calculate financed
emissions
We use carbon emissions data provided by MSCI. Emissions from our investments are
calculated by allocating emissions to us based on how much of the company our funds own.
FN-AC-410b.4
Sustainability Accounting Standards Board continued
212
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Aligning our progress with recognised frameworks continued
Category Scope 2023/24 2022/23
2018
(baseline)
Scope 1 Natural gas 507 500 –
Company vehicles 84 71 –
Other fuels 6 2 –
Total Scope 1 emissions (tCO
2
e) 597 573 835
Scope 2 Scope 2 (Location-based) emissions (tCO
2
e) 1,761 1,497 2,004
Scope 2 (Market-based) emissions (tCO
2
e) 852 689 168
Scope 3 Category 1: Purchased goods & services
1
74,289 68,383 –
Category 2: Capital goods
2
4,222 8,240 –
Category 3: Fuel- and energy-related activities 677 577 657
Category 5: Waste generated in operations 40 46 110
Category 6: Business travel 5,942 6,808 9,613
Category 15:
Investments (PUT/PLC properties)
3, 4
42,237 43,723 75,767
Total Scope 3 emissions (tCO
2
e) above 127,407 127,776 86,147
5
Total
Total emissions above (Location-based) (tCO
2
e) 129,765 129,846 88,986
5
Total emissions above (Market-based) (tCO
2
e) 128,856 129,037 87,150
5
1 Category 1 emissions for 2022/23 have been restated (from 0 to 68,383) as these were not published last year
and are being disclosed for the first time this year.
2 Category 2 emissions for 2022/23 have been restated (from 0 to 8,240) as these were calculated for the first
time after the cut-off date for last year’s reporting.
3 Category 15 emissions (PUT/PLC) for 2022/23 have been restated (from 2,816 to 43,723) to follow the revised
methodology used this year. This now accounts for both tenant emissions and landlord emissions from our
investment properties, which provides a more complete emissions picture.
4 Given the size and complexities involved with our Category 15 (Investments) emissions, we provide details
of the carbon intensity of these separately on page 41 of our Climate report 2024.
5 Total emissions above for 2018 do not include emissions from Category 1 and Category 2, as these were
not calculated at the time. As this is a significant portion of emissions in subsequent reporting years, it has
a proportional impact on the overall totals.
Absolute emissions targets
We are committed to doing our part to cap global warming at 1.5°C by 2050 and in 2019
we set the following interim targets for 2025:
ID Scope Description
% of
emissions
in scope
% decrease
from base
year
Base
year
Base year
emissions
Target
year
Abs1
1 Gas and owned
vehicles
100% 50% 2018 835 2025
Abs2
2 (Market-based) Electricity
100% 100% 2018 167 2025
Abs3
3 Business travel,
waste, WTT
100% 50% 2018 10,380 2025
Normalised emissions
Scope
Normalised
emissions in
prior year
(tonnes CO
2
e
per '000 sq ft)
Normalised
emissions in
current year
(tonnes CO
2
e
per '000 sq ft) Comment
1 0.96 0.95
Normalised Scope 1 emissions and Scope 3
emissions (excluding investments) improved
this year relative to the size of our estate. This
encouragingly reflects emissions reductions
across various aspects of our operations and
value chain. In particular, business travel emissions
fell following the introduction of company policies
aimed at reducing transportation use, which
drove a 33% reduction in air travel. Unfortunately,
we are unable to guarantee whether our
normalised Scope 2 emissions decreased this
year as not all of the REGO evidence for our rented
estate was available at the time of reporting.
However, we reaffirm our commitment to sourcing
renewable energy for all our UK sites where
possible.
2 (Market-based) 1.16 1.36
3 12.47 10.61
Progress against absolute emissions targets
We acknowledge more needs to be done to achieve our targets and have accelerated
work on our Climate Transition Plan to help us develop a detailed and achievable plan.
ID Scope
Actual
emissions in
year (tonnes
CO
2
e)
% of target
achieved Comment
Abs1
1
596 57%
Absolute Scope 1 emissions increased
marginally this year but remain well below
2018 levels. We hope the continued
electrification of our fleet will restore our
momentum next year.
Abs2
2 (Market-based)
852 -410%
We continue to purchase renewable
electricity, evidenced by renewable energy
guarantees of origin (REGO) certificates,
for most of our UK managed estate, but
will need to escalate work across some of
our international sites to achieve this goal.
Abs3
3
6,659 62%
Absolute Scope 3 emissions continue to
track significantly lower than they were in
our base year, driven largely by reductions
across our business travel emissions in 2024.
1 Renewable Energy Guarantees of Origin certificates.
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Full emissions disclosure
Scenario limitations and assumptions:
As discussed in the responsible business section, climate scenario analysis is still
developing across our industry and is limited by the current availability of climate-
related modelling data, which will likely improve over time. As such, scenario analysis
carries inherent uncertainties and is not intended to be an accurate prediction of the
future impacts of climate change on our business. Instead, it is intended to provide a
high-level indication of key business metrics that may be sensitive to climate-related
risks, so that efforts to improve strategic resilience can be made. There was no material
divergence in the methodology or assumptions used in our modelling this year, but we
aim to update these as best practices evolve over time. Our scenario analysis was also
limited by key underlying assumptions such as the following:
1
No mitigating actions
being taken in response
to different scenarios
emerging. In reality,
targeted management
actions would be taken
should material impacts to
our business be identified,
to help minimise the
negative effects.
2
Our modelling is based on
a point-in-time snapshot
of our investment holdings,
which change over time.
It does not consider how
individual companies in
that investment universe
may adapt to changing
conditions.
3
The model does not
account for the potential
second-order effects of
climate-related risks such
as political instability.
These could materially
change the output, but
are too complex to fully
capture with current data.
For more details on the results and objectives of our scenario analysis, and how
this helps build climate resilience, refer to pages 23 to 31 of our Climate report 2024.
sjp.co.uk/ClimateReport2024
Scope 3 breakdown
As referenced in our responsible business section, a scoping assessment was
conducted by an independent expert provider to determine which of the 15 Scope 3
categories were applicable to SJP. The outcomes of this exercise are summarised below,
with emissions for applicable categories disclosed where they are measured. Full details
of the rationale as to why each category was deemed applicable or not is available on
page 40 of our Climate report 2024.
Scope 3 emissions category Applicability
Upstream
activities
1. Purchased goods and services Applicable
2. Capital goods Applicable
3. Fuel and energy-related activities Applicable
4. Upstream transportation and distribution Not applicable
5. Waste generated in operations Applicable
6. Business travel Applicable
7. Employee commuting
1
Applicable
8. Upstream leased assets Not applicable
Downstream
activities
9. Downstream transportation and distribution Not applicable
10. Processing of sold products Not applicable
11. Use of sold products Not applicable
12. End-of-life treatment of sold products Not applicable
13. Downstream leased assets Not applicable
14. Franchises Not applicable
15. Investments
2
Applicable
1 Employee commuting emissions were not reported this year, but we are developing a data collection
methodology to enable reporting next year.
2 Our reported Category 15 (Investments) emissions figure includes our investment properties but not
emissions from our broader funds holdings in equities and other assets. We separately report the carbon
intensity of these investments in our TCFD Product Report and in our responsible business section in this
Annual Report and Accounts.
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Full emissions disclosure continued
Within the Annual Report and Accounts various alternative performance measures (APMs) are disclosed.
An APM is a measure of financial performance, financial position or cash flows which is not defined by the relevant financial reporting framework, which for the Group is International Financial
Reporting Standards as adopted by the UK (adopted IFRSs). APMs are used to provide greater insight into the performance of the Group and the way it is managed by the Directors. The tables
below define each APM, explains why it is used and, if applicable, detail where the APM has been reconciled to IFRS:
Financial position-related APMs
APM Definition Why is this measure used?
Reconciliation
to the financial statements
Solvency II
net assets
Based on IFRS Net Assets, but with the following adjustments:
1. Reflection of the recognition requirements of the Solvency II regulations for
assets and liabilities. In particular this removes deferred acquisition costs
(DAC), deferred income (DIR), purchased value of in-force (PVIF) and their
associated deferred tax balances, other intangibles and some other small
items which are treated as inadmissible from a regulatory perspective; and
2. Adjustment to remove the matching client assets and the liabilities as these
do not represent shareholder assets.
No adjustment is made to deferred tax, except for that arising on DAC, DIR
and PVIF, as this is treated as an allowable asset in the Solvency II regulation.
Solvency II net assets is not the same as Solvency II own funds as it excludes
Solvency II value of in-force (VIF) and Risk margin.
Our ability to satisfy our liabilities to clients, and consequently our solvency,
is central to our business. By removing the liabilities which are fully matched
by assets, this presentation allows the reader to focus on the business
operation. It also provides a simpler comparison with other wealth
management companies.
Refer to page 24.
Total embedded
value
A discounted cash flow valuation methodology, assessing the long-term
economic value of the business.
Our embedded value is determined in line with the European Embedded Value
(EEV) principles originally set out by the Chief Financial Officers (CFO) Forum in
2004, and amended for subsequent changes to the principles, including those
published in April 2016, following the implementation of Solvency II.
Life business and wealth management business differ from most other
businesses, in that the expected shareholder income from the sale of a
product emerges over a long period in the future. We therefore supplement
the IFRS and Cash results by providing additional disclosure on an
embedded value basis, which brings into account the net present
value of expected future cash flows, as we believe that a measure
of the total economic value of the Group is useful to investors.
Not applicable.
EEV net asset
value (NAV)
per share
EEV net asset value per share is calculated as the EEV net assets divided
by the year-end number of ordinary shares.
Total embedded value provides a measure of total economic value of the
Group, and assessing the EEV NAV per share allows analysis of the overall
value of the Group by share.
Not applicable.
IFRS NAV per share
IFRS net asset value per share is calculated as the IFRS net assets
divided by the year-end number of ordinary shares.
Total IFRS net assets provides a measure of value of the Group, and
assessing the IFRS NAV per share allows analysis of the overall value
of the Group by share.
Not applicable.
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Glossary of alternative performance measures
Financial performance-related APMs
APM Definition Why is this measure used?
Reconciliation
to the financial statements
Cash result,
and Underlying
cash result
The Cash result is defined as the movement between the opening and closing
Solvency II net assets adjusted as follows:
1. The movement in deferred tax is excluded, except that in relation to the
exceptional Ongoing Service Evidence provision;
2 The movements in goodwill and other intangibles are excluded; and
3 Other changes in equity, such as dividends paid in the year and equity-settled
share option costs, are excluded.
The Underlying cash result reflects the regular emergence of cash from the
business, excluding any items of a one-off nature and temporary timing
differences.
The Cash result reflects all other cash items, including items of a one-off nature
and temporary timing differences.
Neither the Cash result nor the Underlying cash result should be confused with
the IFRS consolidated statement of cash flows which is prepared in accordance
with IAS 7.
IFRS income statement methodology recognises non-cash items such as
deferred tax and equity-settled share options. By contrast, dividends can
only be paid to shareholders from appropriately fungible assets. The Board
therefore uses the Cash results to monitor the level of cash generated by
the business.
While the Cash result gives an absolute measure of the cash generated in
the year, the Underlying cash result is particularly useful for monitoring the
expected long-term rate of cash emergence, which supports dividends
and sustainable dividend growth.
Refer to sections
2.1 and 2.2 of the
financial review and
also see Note 3 to
the consolidated
financial statements.
Underlying cash
basic and diluted
earnings per
share (EPS)
These EPS measures are calculated as Underlying cash divided by the number
of shares used in the calculation of IFRS basic and diluted EPS.
As Underlying cash is the best reflection of the cash generated by the
business, Underlying cash EPS measures allow analysis of the shareholder
cash generated by the business by share.
Not applicable.
EEV profit
Derived as the movement in the total EEV during the year. Both the IFRS and Cash results reflect only the cash flows in the year.
However, our business is long-term, and activity in the year can generate
business with a long-term value. We therefore believe it is helpful to
understand the full economic impact of activity in the year, which is
the aim of the EEV methodology.
See Note 3 to
the consolidated
financial statements.
EEV operating
profit
A discounted cash flow valuation methodology, assessing the long-term
economic value of the business.
Our embedded value is determined in line with the EEV principles originally
set out by the Chief Financial Officers (CFO) Forum in 2004, and amended for
subsequent changes to the principles, including those published in April 2016,
following the implementation of Solvency II.
The EEV operating profit reflects the total EEV result with an adjustment to strip
out the impact of stock market and other economic effects during the year.
Within EEV operating profit is new business contribution, which is the change
in embedded value arising from writing new business during the year.
Both the IFRS and Cash results reflect only the cash flows in the year.
However, our business is long-term, and activity in the year can generate
business with a long-term value. We therefore believe it is helpful to
understand the full economic impact of activity in the year, which is
the aim of the EEV methodology.
Within the EEV, many of the future cash flows derive from fund charges,
which change with movements in stock markets. Since the impact of
these changes is typically unrelated to the performance of the business,
we believe that the EEV operating profit (reflecting the EEV profit, adjusted
to reflect only the expected investment performance and no change in
economic basis) provides the most useful measure of embedded value
performance in the year.
See Note 3 to
the consolidated
financial statements.
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Glossary of alternative performance measures continued
APM Definition Why is this measure used?
Reconciliation
to the financial statements
Policyholder and
shareholder tax
Shareholder tax is estimated by making an assessment of the effective rate
of tax that is applicable to the shareholders on the profits attributable to the
shareholders. This is calculated by applying the appropriate effective corporate
tax rates to the shareholder profits.
The remainder of the tax charge represents tax on policyholders’ investment returns.
This calculation method is consistent with UK legislation relating to the
calculation of the tax on shareholders’ profits.
The UK tax regime facilitates the collection of tax from life insurance
policyholders by making an equivalent charge within the corporate tax of
the Company. The total tax charge for the insurance companies therefore
comprises both this element and an element more closely related to
normal corporation tax.
Life insurance business impacted by this tax typically includes policy
charges which align with the tax liability, to mitigate the impact on the
corporate entity. As a result, when policyholder tax increases, the charges
also increase. Since these offsetting items can be large, and typically do
not perform in line with the business, it is beneficial to be able to identify
the two elements separately. We therefore refer to that part of the overall
tax charge which is deemed attributable to policyholders as policyholder
tax, and the rest as shareholder tax.
Disclosed as separate
line items in the
statement of
comprehensive income.
Profit before
shareholder tax
A profit measure which reflects the IFRS result adjusted for policyholder tax,
but before deduction of shareholder tax. Within the consolidated statement
of comprehensive income the full title of this measure is ‘profit before tax
attributable to shareholders’ returns’.
The IFRS methodology requires that the tax recognised in the financial
statements should include the tax incurred on behalf of policyholders in our
UK life assurance company. Since the policyholder tax charge is unrelated
to the performance of the business, we believe it is also useful to separately
identify the profit before shareholder tax, which reflects the IFRS profit
before tax, adjusted only for tax paid on behalf of policyholders.
Disclosed as a separate
line item in the statement
of comprehensive
income.
Controllable
expenses
The total of expenses which reflects establishment, development,
and our Academy.
We are focused on managing long-term growth in controllable expenses. Full details of the
breakdown of
expenses is provided
in section 2.2 of the
financial review.
Change in APMs
In previous years we have reported underlying profit as an APM. This was calculated as
IFRS profit before shareholder tax, adjusted for the impact of movements in DAC, DIR and
PVIF. We have retired underlying profit as a separate APM for 2024 as we look to simplify
our reporting. The movement in DAC, DIR and PVIF is now presented in the reconciliation
between IFRS profit and the Cash result on page 23.
In addition, we have retired EEV operating profit basic and diluted earnings per share (EPS),
again as we look to simplify our reporting.
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Glossary of alternative performance measures continued
Administration platform, also Bluedoor
A client-centric administration system, which has been developed in conjunction with our
third-party outsourced administration provider, SS&C Technologies, Inc. (SS&C). The system
is owned by SS&C.
Adviser or financial adviser
An individual who is authorised by an appropriate regulatory authority to provide financial
advice. In the UK our advisers are authorised by the FCA.
Chief Operating Decision-Maker (CODM)
The Group Executive Committee (GEC) of the Board, which is responsible for allocating
resources and assessing the performance of the operating segments.
Client numbers
The number of individuals who have received advice from a St. James’s Place Partner
and own a St. James’s Place wrapper.
Company
The Company refers to St. James’s Place plc, which is also referred to as ‘St. James’s Place’
and ‘SJP’ throughout the Annual Report and Accounts.
Controllable expenses
The total of expenses which reflects establishment, development, and our Academy.
Core employees
Employees of the main employing entity in the UK, St. James’s Place Management Services.
Deferred acquisition costs (DAC)
An intangible asset required to be established through the application of IFRS to our long-term
business. The value of the asset is equal to the amount of all costs which accrue in line with
new business volumes. The asset is amortised over the expected lifetime of the business.
Deferred income (DIR)
Deferred income, which arises from the requirement in IFRS that initial charges on long-term
financial instruments should only be recognised over the lifetime of the business. The initial
amount of the balance is equal to the charge taken.
Discretionary fund management (DFM)
A generic term for a form of investment management in which buy and sell decisions are made
(or assisted) by a portfolio manager for a client’s account. Within St. James’s Place, the services
provided by Rowan Dartington (including discretionary fund management and stockbroking)
are collectively referred to as discretionary fund management, distinguishing them from the
services provided by our Partners and from our investment management approach (IMA).
European Embedded Value (EEV)
EEV reflects the fact that the expected shareholder income from the sale of wealth
management products emerges over a long period of time, by bringing into account the
net present value of the expected future cash flows. EEV is calculated in accordance with the
EEV principles originally issued in May 2004 by the Chief Financial Officers Forum (CFO Forum),
supplemented in both October 2005 and, following the introduction of Solvency II, in April 2016.
Financial Conduct Authority (FCA)
The FCA is a company limited by guarantee and is independent of the Bank of England. It is a
UK government regulator and is responsible for the conduct of business regulation of all firms
(including those firms subject to prudential regulation by the Prudential Regulation Authority
(PRA)) and the prudential regulation of all firms not regulated by the PRA. The FCA has three
statutory objectives: securing an appropriate degree of protection for consumers, protecting
and enhancing the integrity of the UK financial system, and promoting effective competition in
the interests of consumers.
Financial Services Compensation Scheme (FSCS)
The FSCS is the UK’s statutory compensation scheme for customers of authorised financial
services firms. This means that the FSCS can pay compensation if a firm is unable, or is likely to
be unable, to pay claims against it. The FSCS is an independent body, set up under the Financial
Services and Markets Act 2000, and funded by a levy on ‘authorised financial services firms’. The
scheme covers deposits, insurance policies, insurance brokering, investments, mortgages and
mortgage arrangement.
Funds under management (FUM)
Represents all assets actively managed or administered by or on behalf of the Group, including
all life insurance and unit trust assets, but not assets managed by third parties where we have
only introduced or advised on the business. Assets managed by Rowan Dartington count
as FUM from the date of acquisition.
FUM retention rate
The proportion of FUM retained over the period after allowing for the effect of full and partial
surrenders, but excluding the effect of intrinsic regular income withdrawals and maturity
payments.
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Glossary of terms
Gestation FUM
This represents FUM on which no annual product management charges are taken. Most of
our investment bond and pension business enters a six-year gestation period following initial
investment. FUM which is not gestation FUM is known as mature FUM, which is defined later
in this section.
Gross inflows
Total new funds under management accepted in the period.
Group
The term ‘Group’ refers to the Company together with its subsidiaries as listed in Note 26 to the
consolidated financial statements.
Group Executive Committee (GEC)
The GEC comprises the Executive Directors of the Board and other members of senior
management. It is via the GEC that operational matters are delegated to management.
The GEC is responsible for communicating and implementing the Group’s business plan
objectives, ensuring that the necessary resources are in place in order to achieve those
objectives, and managing the day-to-day operational activities of the Group.
International Financial Reporting Standards (IFRS)
These are accounting regulations issued by the International Accounting Standards Board
(IASB) designed to ensure comparable preparation and disclosure of statements of financial
position. The Group financial statements have been prepared in accordance with International
Financial Reporting Standards as adopted by the UK (adopted IFRSs).
Investment business
This refers to onshore and offshore investment bond business written by the life insurance
entities in the Group.
Investment management approach (IMA)
The IMA is how St. James’s Place manages clients’ investments. It is overseen by St. James’s Place
Investment Committee, which empowers specialist internal investment teams – under the
management of our Chief Investment Officer – to identify the third-party fund managers
best placed to manage assets on our behalf. This involves detailed research and ongoing
monitoring to ensure the highest of standards are met, and will, at times, result in the
replacement of an incumbent fund manager.
Mature FUM
This represents FUM on which annual product management charges are taken. ISA and unit
trust business flows into mature FUM from initial investment, but most of our investment bond
and pension business only becomes mature FUM after the six-year gestation period, during
which time it is known as gestation FUM.
Mature FUM
This represents FUM on which annual product management charges are taken. ISA and unit
trust business flows into mature FUM from initial investment, but most of our investment bond
and pension business only becomes mature FUM after the six-year gestation period, during
which time it is known as gestation FUM.
Maturities
Those sums paid out where a plan has reached the intended, pre-selected, maturity event
(e.g. retirement).
Net inflows
Net inflows are gross inflows less the amount of FUM withdrawn by clients during the same
period. The net inflows are the growth in FUM not attributable to investment performance.
Policyholder and shareholder tax
The UK tax regime facilitates the collection of tax from life insurance policyholders by making an
equivalent charge within the corporate tax of the Company. This part of the overall tax charge,
which is attributable to policyholders, is called policyholder tax. The rest of the Company’s tax
liability is attributable to shareholders, so is known as shareholder tax.
Policyholder tax asymmetry
The financial statements of a life insurance group need to reflect the liability to HMRC and the
corresponding deductions incorporated into policy charges. In particular, the tax liability to
HMRC is assessed using IAS 12 Income Taxes, which does not allow discounting, whereas the
policy charges are designed to ensure fair outcomes between clients and so reflect a wide
range of possible outcomes.
This gives rise to different assessments of the current value of future cash flows and hence
an asymmetry in the consolidated statement of financial position between the deferred tax
position and the offsetting client balance. The net balance reflects a temporary position, and
in the absence of market volatility we expect it will unwind as future cash flows become less
uncertain and are ultimately realised. Movement in the asymmetry is recognised in the
consolidated statement of comprehensive income and analysed in Note 4 Fee and commission
income. We refer to it throughout this Annual Report and Accounts as the impact of policyholder
tax asymmetry.
Prudential Regulation Authority (PRA)
The PRA is a part of the Bank of England and is responsible for the prudential regulation of
deposit-taking institutions, insurers and major investment firms. The PRA has two statutory
objectives: to promote the safety and soundness of these firms and, specifically for insurers,
to contribute to the securing of an appropriate degree of protection for policyholders.
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Glossary of terms continued
Purchased value of in-force (PVIF)
An intangible asset established on takeover or acquisition, reflecting the present value of the
expected emergence of profits from a portfolio of long-term business. The asset is amortised
in line with the emergence of profits.
Regular income withdrawals
Those amounts, pre-selected by clients, which are paid out by way of periodic income.
Responsible investment (RI)
Principles and practices that consider broader sustainability themes and specific
environmental, social and corporate governance factors within the investment process.
Retirement Account (RA)
A St. James’s Place pension product which incorporates both pre-retirement pension saving
and post-retirement benefit receipts in the same investment product.
Rowan Dartington (RD)
A wealth management business providing discretionary fund management and stockbroking
services, acquired by St. James’s Place in 2016.
Solvency II
Insurance regulations designed to harmonise EU insurance regulation which became effective
on 1 January 2016. The key concerns of the regulation are to ensure robust risk management in
insurance companies and to use that understanding of risk to help determine the right amount
of capital for UK and European insurance companies to hold to ensure their ongoing viability
in all but the most severe stressed scenarios. Following the UK’s withdrawal from the EU these
regulations have been adopted by the UK.
SS&C Technologies, Inc. (SS&C)
A provider of investor and policyholder administration and technology services. SS&C is our
third-party outsourced provider, responsible for the administration of our UK life insurance
company SJPUK, our Irish life insurance company SJPI, our unit trust manager SJPUTG,
our investment administration company SJPIA and our discretionary fund manager RD.
St. James’s Place Charitable Foundation
The independent grant-making charity established at the same time as the Company in 1992.
More information about the Charitable Foundation can be found on its website sjpfoundation.co.uk.
St. James’s Place International plc (SJPI)
A life insurance entity in the Group which is incorporated in the Republic of Ireland.
St. James’s Place Investment Administration Limited (SJPIA)
An entity in the Group which is responsible for unit trust administration and ISA management,
which is incorporated in England and Wales.
St. James’s Place Partner
A member of the St. James’s Place Partnership. Specifically, the individual or business
that is registered, on the relevant regulatory register, as an appointed representative
of St. James’s Place Wealth Management plc, St. James’s Place (Hong Kong) Limited,
St. James’s Place (Middle East) Limited or St. James’s Place (Singapore) Private Limited.
St. James’s Place Partnership
The collective name for all of our advisers, who are appointed representatives
of St. James’s Place.
St. James’s Place UK plc (SJPUK)
A life insurance entity in the Group which is incorporated in England and Wales.
St. James’s Place Unit Trust Group Limited (SJPUTG)
An entity in the Group which is responsible for unit trust management, and which
is incorporated in England and Wales.
St. James’s Place Wealth Management plc (SJPWM)
The UK distribution entity within the Group, which is responsible for the St. James’s Place
Partnership and the advice it provides to clients. It is incorporated in England and Wales.
Surrenders and part-surrenders
Those amounts of money which clients have chosen to withdraw from their plan,
which were not pre-selected regular income withdrawals or maturities.
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Glossary of terms continued
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These protected forests are then able to continue absorbing carbon from the atmosphere, referred to as REDD (Reduced
Emissions from Deforestation and forest Degradation). This is now recognised as one of the most cost-effective and swiftest
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this land preserves, including a number of species identified at risk of extinction on the IUCN Red List of Threatened Species.
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