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BIGGER
BETTER
BRIGHTER
JuSt GRouP Plc
AnnuAl REPoRt And AccountS 2024
Just Group plc AnnuAl REPoRt And AccountS 2024
Or Proe
WE HELP PEOPLE ACHIEVE A
BETTER
LATER
LIFE.
We believe that every
decision we make and every
action we take should help
us fulfil our purpose.
PNIN SHM
TUTE
We provide improved security
of income for members of
defined benefit pension schemes
bytransferring the risk to Just.
IDVDAS
We provide guaranteed income
for life to deliver security and peace
of mind for our customers
and we provide regulated advice,
guidance and information services
to help people make the most of
their pensions and other savings.
APPROVAL
The Strategic Report was approved by
the Board of Directors on6March 2025
and signed on its behalf by:
JH HSIG-BS
Chair
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
JS GOP | TTL D D-RSIG SLS
Number of transactionsTotal DB (£bn)
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
£bn
0
1
2
3
4
5
6
0
30
60
90
120
150
Number of transactions
or srtg i ato
A RECORD YEAR FOR OUR DEFINED
BENEFIT DE-RISKING BUSINESS
BIGGER.
We have increased our scale
so we can help more trustees,
sponsorsand pension
schememembers.
BETTER.
We’ve invested to add new
capabilities into our business,
from new talented colleagues
to leading edge technology
so that we can provide solutions
to meet the needs of
all schemes.
BRIGHTER.
We’re innovating and ambitious
to help more members so
that we may fulfil our purpose.
This requires us to think differently
and push ourselves to break
new ground as the results
demonstrate this year.
Our defined benefit de-risking business exemplifies the
spirit of this year’s Annual Report. We’ve become bigger,
better and the future is bright. 2024 was a record year on
every level.
Largest ever transaction – £1.8bn Buy-in for G4S
Highest value of Total DB De-risking sales – £5.4bn
Highest number of transactions completed – 129
The most de-risking transactions completed in a single year
by an insurer
Highest number of schemes using Beacon, our successful bulk
quotation and price monitoring service – over 350.
Cumulatively, we’ve completed over
500 transactions sin ce we launched in
2012, that’s one-in-four deals across the
entiremarket.
We are providing outstandin g support to
pension schemes of all shap es and sizes – big
ones, small ones and ever ything in between.
The market has never been brig hter and
more vibrant, and we have respo nded with
ambition, innovatio n, focus and discipline to
deliver a record-breaking ye ar.
 Read m ore about our biggest deal to
date on
p20
Bdok o Bian
Supporting small an d medium size schemes is in our DNA and we are
passionate about help ing them to access the security that de-r isking
with an insurer delivers. We are proud to ha ve worked with some
of the great organisation s that are part of the heritage of Britain
covering a spectrum of ind ustries – such as S.A. Brain & Co (brewer y),
Wednesbury (copper tubin g manufacturer), St.Modwen (sustaina ble
house builder) and First Mi lk (British farming co-operati ve) to name
a few. De-risking their DB pensio n schemes means that these
businesses can focus on growin g their business, their contributi on to
the economy and their commun ities, with legacy DB obligati ons and
the associated risks n ow managed by Just.
A rptto fr eclec
2024 also saw us complete our third largest transa ction to date,
a £510m Buy-in with a global engineering com pany and pioneers
in creating technolog y for communication. This was our third
transaction with th e company.
When trustees choos e to contract with you to deliver furthe r services
it provides a strong sense of pri de inside Just. It’s a clear signal that
we are trusted to deliver outs tanding service and value to membe rs.
Mme frt
When it comes to innovati on – our north star is providing t he very
best experience we can fo r our members. At the start of th e year,
we carried out a piece of res earch with over 1,500 members of DB
schemes to surface how t hey feel about planning and man aging
their retirement and how t hat could inform how we support t hem.
The headline conclusi on was that none of us should assume th at
just because someo ne has a gold standard DB pension it m eans
that they don’t need sup port and help as they approac h, and
journey through retire ment.
In particular, for those app roaching retirement they could be i n
a position where their D B pension is only one of perhaps fou r or
more retirement savin gs pots they have in place. We identifie d
that for schemes movi ng to Buy-out, those member s may not
have access to help, suppor t and advice. To close this gap, we’ve
launched a member adv ice service in conjunction w ith our sister
company HUB Pension Consu lting. Another example of Just
becoming better for i ts members.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUN TS 202418 19STRAT EGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Homeowners
We provide the resources to
improve the later lifeof
homeowners and their families.
Companies
We provide advisory, technology
and customer services to help
UK companies with retirement-
focused solutions to meet the
needs of their customers and
clients in later life.
Bigger. BETTER. BRIGHTER. explained
p18 – 19
Strategic Report
1 Our purpose
2 Investment case
3 Financial and operational highlights
4 At a glance
6 Chair’s statement
8 Chief Executive Officer’s statement
10 Market context
14 Business model
16 Strategic priorities
18 Our strategy in action: Case studies
26 Financial key performance indicators
28 Business review
40 Sustainability: TCFD
54 Colleagues and culture
58 Relationships with stakeholders
61 Section 172 statement
62 Non-financial and sustainability information statement
64 Risk management
66 Principal risks and uncertainties
Governance REPORT
70 Chair’s Governance overview
72 Board of Directors
76 Senior leadership
78 Governance in operation
94 Nomination and Governance Committee report
98 Group Audit Committee report
104 Group Risk and Compliance Committeereport
108 Directors’ Remuneration report
123 Directors’ report
128 Directors’ responsibilities
Financial Statements
129 Independent auditors’ report
139 Consolidated financial statements
143 Notes to the consolidated financialstatements
207 Company financial statements
210 Notes to the Company financial statements
214 Additional information
216 Information for shareholders
218 Directors and advisers
219 Glossary and abbreviations
All Just Group plc regulatory announcements,
shareholder information and news releases
can be found on our Group website,
www.justgroupplc.co.uk/investors
01
STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Investment Case
GROWTH, INNOVATION
AND DELIVERY
Deploying the capabilities of our highly
effective new business franchise to
create value from leadership positions
in attractive growth segments of the
UKretirement income market.
WE HELP PEOPLE ACHIEVE
ABETTERLATER LIFE
Just has a compelling, clear purpose. We help
people achieve a better later life, by providing
competitive products, financial advice, guidance
and services to those approaching, at and in-
retirement. We deliver value for shareholders
by putting customers first and meeting
theirneeds.
Read more on p5
INCREASING
SHAREHOLDER VALUE
We are committed to consistently growing the
value of the business. In 2024, we delivered
underlying earnings of 36.3p per share, a 15.3%
return on equity (“RoE”) and tangible net asset
value (“TNAV”) per share up 34% or 64p to 254p
since the end of 2022. Our operating return on
equity target of greater than 12% shows the
confidence we have in sustainably increasing
this value over time.
Read more on p26
EXCEEDING OUR TARGETS AND
DELIVERING attractive GROWTH
in the future
Our priority is to deliver profitable and
sustainable growth. We have exceeded our
profit growth pledge in each of the last three
years and substantially exceeded a doubling
of the underlying operating profit achieved
in 2021. We are confident in our ability to
continue delivering attractive underlying
operating profit growth.
Read more on p29
We have
consistently
exceeded the
commitments we
have made and
we’re more
optimistic than
ever about the
future for Just.”
David Richardson
Group Chief Executive Officer
CONSISTENT DELIVERY
AND DISCIPLINE
Over the last five years we have developed
a strong track record of delivery and have
consistently met or exceeded our profit
targets. We operate a sustainable business
model, where we fund new business from
our own means and have progressively
improved the sensitivity, quality and
resilience of our capital base. The Solvency
II capital coverage ratio of 204% (proforma,
estimated) is robust and provides a platform
to fund our ambitious growth plans.
Read more on p26
UNIQUELY POSITIONED
IN ATTRACTIVE GROWING
RETIREMENT MARKETS
Around £1tn of defined benefit pension
scheme liabilities remain available for
de-risking and transfers of £50bn per annum
to insurers are projected over the next
decade. Helped by more normalised long-
term interest rates, and as the population
ages with larger defined contribution pension
pots, the retail markets are projected to grow
sustainably over time.
Read more on p10
GROWING SHARE THROUGH
INNOVATION AND
POSITIVEDISRUPTION
We increase our share in these growing
markets through constant innovation –
seeking to positively disrupt the markets
where we choose to participate. Bydelivering
better outcomes for customers, we also
deliver increasing valueforshareholders.
Read more on p14
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202402
Financial and operational highlights
A+
FITCH INSURER FINANCIAL
STRENGTH RATING
for Just Retirement Limited (2023: A+)
A
Fitch issuer deFault rating
for Just Group plc (2023: A)
AWARDED FURTHER RECOGNITION FOR OUTSTANDING SERVICE
FINANCIAL STRENGTH AND OTHER INDICATORS
FINANCIAL ADVISER:
1 Alternative performance measure (“APM”) (unaudited, the explanations and definitions of APMs can be found in the glossary). Reconciliations are included in the Business Review
for: New business strain, Underlying organic capital generation and Solvency coverage ratio which are reconciled to Solvency II excess own funds; New business profit and Return
on equity and Underlying EPS which are both based on Underlying operating profit, arereconciled to IFRS profit before tax; and Tangible net asset value is reconciled to IFRS total
equity. Retirement Income sales (shareholder funded) are reconciled to premium cash flows in note 2 to the Consolidated financial statements.
2 Solvency capital coverage ratios as at 31 December 2024 and 31 December 2023 include a recalculation of transitional measures on technical provisions (“TMTP”) as at the
respectivedates. The estimated 2024 ratio is presented after the impact of the pre-funded repayment of Tier 3 debt in February 2025. The reconciliation to the regulatory capital
position is explained in note 30.
3 Underlying EPS, an APM (unaudited, the explanation and definition can be found in the glossary).
UNDERLYING OPERATING
PROFIT
1
£504m
2023: £377m, up 34%
Equivalent to Underlying EPS³
36P 2023: 28p
TANGIBLE NET ASSET
VALUE PER SHARE
1
254p
2023: 224p, up 30p
UNDERLYING ORGANIC
CAPITAL GENERATION
1
£23m
£57m at 31 December 2023
SOLVENCY II CAPITAL
COVERAGE RATIO (PROFORMA)
1,2
204%
197% at 31 December 2023
NEW BUSINESS STRAIN
1
1.3%
2023: 0.9%
RETIREMENT INCOME SALES
(SHAREHOLDER FUNDED)
1
£5.3bn
2023: £3.9bn, up 36%
RETURN ON EQUITY
1
15.3%
13.5% at 31 December 2023
NEW BUSINESS PROFIT
1
£460m
2023: £355m, up 30%
IFRS PROFIT BEFORE TAX
£113m
2023: £172m, down 34%
KEY PERFORMANCE INDICATORS
5 Star service award
(Pensions and Protection)
5 Star service award
(Mortgages)
03STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
At a glance
WE ARE A
SPECIALIST IN
OUR CHOSEN
MARKETS,
SERVING FOUR
DISTINCT
GROUPS…
Leaders in our markets.
We positively disrupt
markets where we can
become a leader and
deliver great outcomes
for customers enabling
us to create value for
shareholders.
CORPORATE CLIENTS:
SOLVING PROBLEMS FOR
COMPANIES
We develop scalable retirement-focused
solutions for banks, building societies,
lifeassurance companies, pension scheme
trustees, other corporate clients and for
theircustomers, clients and members.
retirement-
focused solutions
HOMEOWNERS: ACCESSING
PROPERTY WEALTH
People aged 55+ who want to access
wealth locked up in their property.
>£3.5 trillion
Property wealth owned
by people aged 55+
INDIVIDUALS: PROVIDING
RETIREMENT INCOME
People who have built up pension savings
throughout their career and want a
guaranteed income, flexible income,
or a combination in retirement.
>£1 trillion
Market value of defined
contribution pension savings
TRUSTEES AND SCHEME
SPONSORS: PROVIDING
MEMBER SECURITY AND
DE-RISKING PENSION
LIABILITIES
Defined benefit pension schemes
de-risking their liabilities by
securing member benefits with
aninsurancecontract.
£1 trillion
Addressable market
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202404
...with products and services
marketed
products
1
SERVICES BENEFIT AND COMPETITIVE POSITION
DEFINED BENEFIT DE-RISKING
SOLUTIONS (“DB”)
Solutions for pension scheme trustees
to reduce thefinancial risks of operating
pension schemes andincrease certainty that
members’ pensions willbepaid in the future.
We have developed our own proprietary
technology platform to underpin our highly
successful bulk quotation service. We
are a leader in the small to medium size
transaction space, with a differentiated
position and competitiveadvantage.
GUARANTEED INCOME FOR LIFE
(“GIFL”)
A solution for individuals/couples who want
the securityof knowing they will receive a
guaranteed income for life.
By using our unrivalled intellectual property,
Just provides an individually tailored solution
providing customers typically withdouble-
digit percentage increases in income
compared to standard products.
SECURE LIFETIME INCOME (“SLI”)
SLI is a tax-efficient solution for individuals
who want the security of knowing they will
receive a guaranteed income for life and
the flexibility to make changes in the early
yearsof the plan.
Just’s pioneering Secure Lifetime Income
product enables customers to select a
guaranteed income from within a Self-
Invested Personal Pension. This enables
acustomer to manage and blend their
totalpension assets tax efficiently within
asingletechnology platform.
CARE PLANS (“CP”)
A solution for people moving to residential
care who want the security of knowing a
regular payment will bemade to the care
provider for the rest of their life.
Just’s Care Plans can be tailored to
theindividual and offer a tax-efficient
solution by making payments to
residentialcareproviders.
1 Reported in our Insurance segment.
LIFETIME MORTGAGES (“LTM”)
Solutions designed for people who want to
release someof the value of their home.
By using our unrivalled intellectual
property,Just provides an individually
tailored solution providing around six-in-ten
customers with a lower interest rate or a
higher borrowing amount compared to
standard products. Just provides a range
oflifetime mortgages, enabling people to
meet a variety of needs in later life.
professional
services
2
SERVICES BENEFIT AND COMPETITIVE POSITION
HUB GROUP
Our professional services and distribution
businesses delivering technology, broking
and advice solutions for corporate clients
andpension schemes. We also provide
regulated financial advice on how people
should use pension, investment and
savings, or release some of the value
from theirhomes.
Support for organisations wanting to deliver
whole-of-market shopping around services
tosource retirement income products for
their customers, employees or pension
scheme members. HUB Financial Solutions
isthe UK’s largest GIfL broker.
HUB Financial Solutions offers an innovative
approach that provides affordable regulated
advice to people with modest pension
savings. It also delivers face-to-face advice at
a time and place to suit the client.
Provides a range of business services tailored
to the needs of the organisation, ranging
from consultancy and software development
to fully outsourced customer service delivery
and marketing services.
2 Reported in our Other segment.
Competitive position:
A leader
Developing
05STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
It’s been an exceptional
year, andwe have delivered
sustainable growth of the
business, helped more of our
customers and significantly
increased value
forshareholders.”
JOHN HASTINGS-BASS Chair
Chair’s statement
BETTER
FOR
CUSTOMERS
Annual General
Meeting 2024
10.00am
8 May 2025
at Just Group plc
1 Angel Lane
London
EC4R 3AB
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202406
Our industry can contribute materially to drive economic growth
byinvesting in UK infrastructure, UK companies and UK assets.
JustGroup are founding members of the Investment Delivery Forum,
which brings together the major insurance and long-term savings
firms with an interest in large-scale infrastructure investment. Itwas
formed to act as an accelerator for driving investment into the next
generation of investment opportunities following key regulatory
reforms that help unlock capital held by insurers and pension funds.
We are making good progress towards our goal to become carbon
net zero and doing our part to help the world transition towards
a sustainable environment and low carbon global economy. You
can read our high-level transition plan on our Group website and
this year’s Annual Report provides insight to our climate-related
risks and opportunities. Our disclosures are consistent with those
recommended by the Taskforce on Climate-related Financial
Disclosures and you can read more on pages 40 to 53.
Read more about our sustainability strategy on page p40
and at justgroupplc.co.uk
ENGAGEMENT WITH OUR STAKEHOLDERS
The Board engages directly and indirectly with our customers,
shareholders, colleagues, regulators, government, professional
bodies and wider society to promote the interests of our customers
more broadly. We place great importance on working effectively with
these groups and actively seeking their feedback.
We work hard to ensure our customers benefit from our services and
our shareholders receive the benefit of long-term value creation.
Throughout this report you can read how the Board takes into
consideration feedback from the Company’s stakeholders and how
the Board, and colleagues from across the Group, promote the
success of the Company.
PURPOSE DRIVEN
We help people achieve a better later life, this is our purpose, it’s why
we exist. We fulfil our purpose by delivering excellent products and
services, so our customers achieve great outcomes.
People don’t get a chance to experience retirement before it
happens. Managing finances without regular salary payments can be
complicated and stressful. We assist individuals in envisioning their
post-work life and offer support, guidance, and advice to help them
confidently take the next steps.
Our purpose is just as meaningful today as it was when we first
established it. It’s clear, authentic and it acts as a beacon for
colleagues throughout the entire Group to embody our purpose daily.
OUTLOOK
There are strong structural drivers of growth which make all of our
markets attractive. The propensity of company directors and pension
scheme trustees to transact with insurers to de-risk their defined
benefit pension schemes remains very strong.
We continue to focus our leadership team on delivering great
outcomes for customers, driving long-term profitable growth and
investing for the future. The commercial outlook remains favourable
for our Group.
On behalf of the Board, I would like to conclude by expressing
gratitude to David, his team, and all of our colleagues across the
Group for their dedication to supporting our customers and delivering
such exceptional results. I also extend my thanks to our business
partners for trusting us to provide excellent service to their clients.
We are helping our customers, building shareholder value through
profitable and sustainable growth, fulfilling our purpose and helping
contribute to growing the UK economy. We are optimistic about
thefuture.
JOHN HASTINGS-BASS
Chair
I am pleased to introduce Just Group plc’s 2024 Annual
Report. The title of our report captures the feeling
amongst the Board and our colleagues about the Group’s
performance, culture and outcomes for 2024. It’s been
an exceptional year, and we have delivered sustainable
growth of the business, helped more of our customers
andsignificantly increased value for shareholders.
HELPING OUR CUSTOMERS
The ongoing economic challenges in the UK and globally are
significantly affecting our customers and their families. During
these uncertain times, our solutions offer much-needed certainty.
As retirement specialists, we are committed to supporting our
customers and their families through these difficult periods. By
growing and adding to our capabilities we provide better help
to more customers. At Just, our customers, both current and
prospective, remain at the core of everything we do.
OVERVIEW
The primary focus of our Group in 2024 has been to capture profitable
growth opportunities, invest for the future, and to ensure our
business model continues to be financially resilient, so that we
deliver ongoing sustainable growth.
This has resulted in a robust balance sheet, with strong financial
performance and business momentum. We have substantially
exceeded the profit growth pledge as we more than doubled
underlying operating profit in three years instead of five.
We completed a £1.8bn defined benefit de-risking transaction, a new
record for the Group, and our first deal to exceed £1bn. At the time
of writing this report, the DB business unit has completed over 500
deals since it was formed just over a decade ago and is now equipped
to support pension scheme trustees with big deals, small deals and
everything in between.
Our retail business has delivered significant growth, driven by the
continued attractiveness of guaranteed income to advisers and
their clients.
The Group’s financial strength and performance have reached
record levels, and both are set out in detail in the Business Review.
I am delighted we have been successful in materially increasing
shareholder value during this period.
DIVIDEND
Given the Group’s performance and strong capital position, the
Boardhas recommended a final ordinary dividend of 1.8 pence
pershare, in line with our progressive dividend policy.
BOARD COMPOSITION AND GOVERNANCE
Kalpana Shah stepped down from the Board on 1 March, following
her resignation, after serving for four years as Independent Non-
Executive Director. On behalf of the Board, I would like to extend my
appreciation to Kalpana for the contribution she has made to Just
during her time on the Board and in particular as Chair of the Group
Risk and Compliance Committee. We wish Kalpana all the best in her
future endeavours.
I take great pride in leading the Board and the Group’s governance
function, and my introduction to the Corporate Governance report on
page 70 provides further information on our governance and decision
making processes. We have an excellent team in place for the
medium term, that will ensure the Company is effectively governed
and well led. I would like to thank the Board for their significant
contribution, and look forward to working with them in2025. You can
read more about the Directors of the Company on pages 72 to 74.
Supporting uk Growth, productivity and
sustainability
Our number one priority is to deliver the promises we make to our
policyholders. In order to meet these promises, we invest billions of
pounds into the UK. We have expanded our investment capabilities
and have originated a wider range of assets to meet the demands
ofour growing business.
07STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
With a clear purpose and
vision, we’re shaping a future
that’s not just bigger and
better – but brighter.”
David Richardson Group Chief Executive Officer
Chief executive officer’s statement
Buoyant
markets
and strong
growth.
£5.3bn
Retirement Income sales
(shareholder funded)
1
2023: £3.9bn up 36%
1 Alternative performance measure
£504m
Underlying operating
profit
1
2023: £377m up 34%
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202408
Sustainability
We are committed to a sustainable strategy that protects our
communities and the planet we live on. The most material impact
we can make to reduce carbon emissions is through the decisions we
take with our £27bn investments portfolio, which accounts for over
99% of our carbon footprint. Compared to our 2019 baseline, we have
now reduced these emissions by 36%, which is excellent progress
onour journey to achieving our net zero target.
Our people
We are harnessing the power of our highly talented, ambitious and
engaged colleagues to deliver strong business growth and fulfil our
purpose. Our focus is on ensuring we have the right capabilities for
today and the future, delivering an exceptional colleague experience
and enhancing the skills of our people managers.
I am very pleased we’ve made excellent progress in two key focus
areas. Our colleague engagement score has continued to increase
and is now 8.3 (2023: 7.9). We have exceeded our 2026 target, two
years early, to increase the number of females in senior positions
to 40%.
I would like to thank all my colleagues for their significant efforts
in providing outstanding support to our customers – directly and
indirectly – and delivering these excellent results. It’s always a
team effort and my colleagues make Just a brilliant place to work.
Financial performance, underlying operating
profits up 34%
In 2024, underlying operating profit is up 34% to £504m, driven by
strong new business performance further augmented by robust
growth in recurring in-force profit, which combine to deliver a 15.3%
return on equity. We incurred operating experience variances,
the cost of strengthening the maintenance expense assumption,
together with strategic costs as we invest to develop new
propositions. These were partially offset by investment and economic
profits and adjustments for items accounted for in equity, resulting in
an adjusted profit before tax of £481m for 2024 (2023: £520m). After
allowing for deferral of profit into the CSM balance sheet reserve,
the IFRS profit before tax is £113m (2023: £172m). Our disciplined
approach to risk selection means we can fund our growth ambitions
from our own resources, maintain a strong buffer of capital and
reward shareholders with a growing dividend.
We will pay a final dividend of 1.8 pence per share, giving a total of
2.5 pence for the year, representing 20% year-on-year growth.
In conclusion
Over the last three years underlying operating profit has more than
doubled as we successfully executed our strategy. We are confident
in our ability to grow at attractive rates from this elevated level.
Wehave multiple opportunities available and structural growth
in our chosen markets. Our DB and retail businesses are both
contributing to our excellent performance, reflecting our continuing
investment in technology and talent. We have a growth mindset, and
we’ve developed a winning formula – one which will ensure we fulfil
our purpose, to help people achieve a better later life. This formula is
delivering sustained growth in the value of the business. With a clear
purpose and vision, we’re shaping a future that’s not just bigger and
better—but brighter.
DAVID RICHARDSON
Group Chief Executive Officer
Our underlying operating profit has grown by 34% to
£504m, drivenby very strong growth in shareholder funded
sales, up 36% to £5.3bn. Our DB and retail businesses
contributed to this excellent performance, and both are
operating in markets that are benefitting from long-
term structural growth drivers. We are committed to
compounding the growth in value of the business. During
2024, we have delivered 36.3p of underlying earnings per
share and increased the Group’s tangible net asset value
by 30p to254p pershare.
Defined Benefit De-risking business (shareholder
funded) sales up43%, total DB sales up 57%
Our DB business generated another record year of transactions,
with total sales up 57% to £5.4bn. This total includes our largest
transaction to date, a £1.8bn full Buy-in with the Trustee of the
G4S Pension Scheme, covering the benefits of c.22,500 pensioner
and deferred members. This transaction, our first above £1bn,
demonstrates that we have all the capabilities in place to deliver
de-risking solutions across the DB market.
During 2024, we completed 129 transactions, a significant increase
on the 80 we completed in 2023 and more than double the 56
completed in 2022. This number is a record year for any company in
the history of the DB market as we completed over one third of the
total market transactions. We have used technology to meet growing
market demand and use of our bulk quotation and price monitoring
service, Beacon, continues to increase. It is now being used by all
major employee benefit consultants and Beacon has the capacity
toprovide services to every DB pension scheme in the UK.
Pension scheme de-risking is helping to support growth in the
UK economy by enabling UK corporates to focus on growing their
businesses and by investing the assets in productive finance.
 Read more about our DB business on P18–20
Guaranteed Income for Life sales up 16%
After a very strong return to growth in 2023, I am delighted that our
retail business has shown further excellent progress in 2024, with
GIfL sales up 16% to £1.0bn. Market demand has been strong as the
appetite of advisers to lock-in security for their clients continues to
grow. Strong consumer demand is also evidenced by the activity
levels in our GIfL broking business, the largest in the UK. The number
of advisers sourcing quotes from Just has increased rapidly over the
last two years and continues to provide increased opportunities to
utilise our medical underwriting intellectual property to select the
most attractive risks.
SCALABILITY OF OUR investments CAPABILITY
Our successful illiquid origination strategy enabled us to source
£2.4bn of illiquid investments during 2024, a 40% increase year
on year, at attractive spreads above equivalent public assets.
Weare continuing to broaden our capabilities, with £1.0bn of
this total sourced internally by our expanded Investments team,
in addition to£0.3bn of funded lifetime mortgages via our retail
business. Ourilliquid investments in 2024 included social housing,
infrastructure and private placements.
Our purpose and our customers
We help people achieve a better later life, that’s our purpose and
whywe exist. We fulfil that purpose by delivering market-leading
products and award-winning services to our customers. In 2024,
more than 90,000 people became new customers of one of our
businesses. We are now in a privileged position to be helping record
numbers ofcustomers, and we are investing to explore how we
can help more people, with unmet needs, across the wider
retirement markets.
09STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Market Context
HELPING
CUSTOMERS
STRENGTHEN
THEIR
FINANCIAL
RESILIENCE
Structural drivers in our
markets mean we can grow
profits sustainably while
delivering better outcomes
for customers.
DEFINED BENEFIT DE-RISKING SOLUTIONS
Private and public sector employers traditionally provided
Defined Benefit (“DB") pension schemes, often called final
salary schemes, as an important benefit for employees.
Theemployer would share some responsibility for the
wellbeing of their former workers when they retired by
providing a guaranteed retirement income based on their
earnings history and length of employment. However,
providing these guaranteed benefits became expensive.
Over 95% of the UK’s DB pension schemes are now closed
to new members. Continuing to operate these schemes
has become more onerous for employers. The DB de-
risking business has allowed these employers to alleviate
the financial and operational challenges of running these
schemes by passing responsibility for the schemes to
insurers who can fully or partially de-risk the employer’s
defined benefit obligations. DB de-risking can occur via
aBuy-in or Buy-out. All Buy-outs begin as Buy-ins.
A Buy-in involves the pension scheme paying a premium to
an insurance company to purchase an income stream that
matches its DB obligations to some or all of its members.
The risk attached to that portion of the scheme is
transferred to the insurer, but the scheme retains legal
responsibility for its DB obligations to its members. During
a Buy-in, the pension scheme continues to pay pensions
to members, but the funding wholly or partly comes from
theinsurer.
Buy-out is when the scheme’s obligations move fully across
to the insurance company to pay its members’ benefits.
As part of a conversion from Buy-in to Buy-out, members
receive individual policies and become customers of the
insurer. Subsequently, the pension scheme is closed (also
known as completing wind-up) as the DB obligations
are moved across to the insurer, who now pays the
members directly.
Current market
As of 31 March 2024, total UK DB obligations were £1.2tn.
Within this, 78% of the almost 5,000 schemes have assets
of less than £100m. Since 2019, the funding levels of all
schemes on a full Buy-out basis has increased from 72% to
94%. The improvement in funding levels was initially driven
by sponsoring company contributions and insurer’s ability
to access improved reinsurance terms. In the last few years,
the main driver has been higher long-term interest rates,
which reduce the liability value of the DB pension obligation
by more than the asset value held in the scheme.
Favourable market conditions have led to more DB schemes
now being in surplus. According to the Purple Book, March
2024, there is an aggregate £68bn of surplus on an insurer
Buy-out basis for those schemes that are already in surplus.
Surplus has been a hot topic amongst trustees and their
advisers throughout the year, in terms of debating the
best end game option for their scheme (e.g. run-on versus
insurance). Buy-in (and ultimately Buy-out) remain by far
themost popular de-risking options for the majority of
schemes (source: LCP).
Competitive, regulatory factors
With a new government elected there is a period of
re-assessment towards pension policy. Chancellor Rachel
Reeves’ first Mansion House speech announced the
findings from the first part of the government’s landmark
pension review. This focused on consolidation of smaller
occupational defined contribution (“DC") pension schemes,
Local Government Pension Schemes (“LGPS") and a drive to
invest more into UK productive investment to enhance UK
economic growth. The insurance industry has pledged to
invest £100bn in productive finance over the next decade.
There is a vibrant insurance
de-risking market for defined
benefit pension schemes of all
sizes and Just are delivering
outstanding service to small
and large schemes and
everything in between.”
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202410
2021
2023
2024
2018
2014
2010
2020
2022
2017
2013
2009
2007
0 4020 60 80 100
2019
2015
2011
2016
2012
2008
2006
Closed to new members (open to benefit accrual)
Closed to future accrual
Source: The Purple Book 2024, PPF
96% of defined benefit pension schemes are
closed to new members and increasingly to
future accrual (%)
2024
2020
2016
2012
2022
2023
2019
2015
2011
0 2010 30 40 6050
2021
2017
2013
2018
2014
Buy–in/Buy-out Backbook acquisition
Source: Just analysis, LCP 2024, ABI
Expected growth in DB de-risking transactions
(£bn)
In 2025, we expect the government’s new Pension Bill will introduce
legislation for the so called superfund regime, replacing the pension
regulator’s temporary regime. In addition to the technical matters of
how superfund schemes will be governed, we expect the legislation
will make clear which DB pension schemes would be allowed to
consolidate through these arrangements. A very small number of
transactions have been announced under the temporary regime.
In April, the Department for Work and Pensions (“DWP") closed a
consultation on legislative changes to introduce greater flexibility
to access surplus funds in DB pension schemes. It also consulted on
establishing a public sector consolidator administered by the Pension
Protection Fund, for DB pension schemes that were unattractive
to commercial consolidation providers. We and others in the
industry have responded to the consultation and maintain an open,
constructive dialogue with government and officials. 2024 was a
very strong year for the value and volume of insurance consolidation
with £47bn of deals completed (source: Association of British Insurers
(“ABI”)). Just Group estimates that approximately 280 transactions
were concluded, setting a new record for the industry. There is a
vibrant insurance de-risking market for DB pension schemes of allsizes.
As expected, three new participants entered, and completed
transactions in the DB market – Royal London, M&G and Utmost.
Scottish Widows exited, which resulted in there being 10 active
insurers competing for business at the end of 2024. There is
speculation other new entrants could emerge in 2025.
New regulations for climate reporting introduced in The Pensions
Schemes Act 2021, have led to more trustees considering de-risking
to seek assurance that ESG considerations underpin the asset choices
in insurers’ investment portfolios. In 2023, the Church of England and
Railpen Pension Schemes spearheaded an initiative to integrate ESG
principles into the selection of insurers during bulk annuity processes.
This initiative resulted in the creation of the ‘Sustainable Principles
Charter for the Bulk Annuity Process’. Guided by the organisation
‘Accounting for Sustainability’, Just Group is proud to have been a
founding partner for the Charter. This puts bulk annuity providers ESG
credentials on a comparable basis, helping schemes approaching
buy-out to make a well informed and ESG based selection of their
preferred provider.
We welcome innovative solutions to the market, but irrespective,
we believe the scale of the market and strength of demand for
‘gold standard’ insurance solutions will mean that trustees and
their consultants will continue to prioritise the insurer pathway
wherepossible.
OUTLOOK
In conclusion, the structural growth drivers for the DB de-risking
market remain intact and the outlook for the next decade is strong.
The increase in gilt yields since 2022 has reduced the estimated
liabilities of defined benefit pension schemes and dramatically
improved funding levels. The strong demand in the insurance
de-risking market is predicted to continue over the decade to 2033,
with commentators predicting up to £600bn (source: LCP) could
betransferred to insurers during this period.
There is a vibrant market for schemes of all sizes and insurance
capacity has kept pace with demand. As transaction volumes
continue to increase, pressure on scarce human resources may
be felt across the wider ecosystem. When selecting new business,
insurers will prioritise pension schemes that have their governance,
data and benefit specifications in good order. Just Group is
continuing to invest in its proposition, resources and service to
ensurethat schemes we work with can realise their de-risking
ambition and provide the best member outcomes and experience.
11STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Market Context continued
INDIVIDUAL RETIREMENT INCOME MARKET
Guaranteed Income for Life (“GIfL”) products are bought by individual
customers to convert some or all of their accumulated pension
savings into a guaranteed lifetime retirement income. The solution
provides people with peace of mind from the security of knowing
the income will continue to be paid for as long as the customer and,
where relevant, for as long as they or, typically, their spouse, lives.
In the UK, GIfL products traditionally offered an income payable
without reference to the individual’s health or lifestyle, and were
differentiated only by reference to a limited number of factors such
as age, premium size and, prior to 31 December 2012, gender.
An individually underwritten GIfL takes into account an individual’s
medical conditions, personal and lifestyle factors to determine their
life expectancy. People who are eligible and purchase an individually
underwritten GIfL typically achieve double-digit percentage
increases in income compared to purchasing a GIfL which is not
individually underwritten.
CURRENT MARKET AND OUTLOOK
Pension customers are encouraged to compare the GIfL offer
provided by their existing pension company to those offered on what
is the open or external market. The Financial Conduct Authority
(“FCA”) requires pension companies to provide customers with a
comparison to the best income available from the external market
alongside the quotation from the incumbent firm. All firms are
required to provide a medically underwritten comparison where
a customer is eligible. These FCA rules to strengthen competition
and deliver better outcomes for customers has provided new
opportunities for the Group as we compete in the open market when
these customers choose to shop around; this is our addressable
market as we do not have an existing base of pension savings
customers. The open market share of the total GIfL market for
2024 was 76% up from 70% in 2023 (source: Association of British
Insurers (“ABI”)).
Continuing developments are driving growth over the medium term
in our addressable market:
• the structural drivers of growth in the retirement income market
are strong and assets accumulating in defined contribution
(“DC”) pension schemes are projected to increase consistently
over the next decade. This growth arises from an increase in the
number of people joining workplace pension schemes as a result
of the successful state auto-enrolment policy and the increase in
contribution rates implemented in 2018;
• growth in DC pension assets also arises as companies close down
final salary or DB pension schemes and offer their employees DC
pensions instead;
• many life and pension companies are choosing to put in place
broking solutions to offer their pension savings customers access
to the best individually underwritten GIfL deals in the market.
Some are choosing to transfer their obligations to provide a
guaranteed GIfL rate to their customers, to an alternative product
provider or broking solution. This grows our addressable market
and provides customers with better outcomes. Our HUB group of
companies is providing many of these corporate services;
• the market is currently benefitting from the return of UK long
term interest rates to more normalised levels. The rate of income
on GIfL has risen by around 50% compared to 2021. This has
resulted in the volume of quotations from financial intermediaries
and their clients for guaranteed income solutions increasing; and
• new solutions are being introduced to the market to provide
financial advisers with more sophisticated options to blend a
guaranteed income producing asset with other investments to
deliver improved outcomes for their clients.
REGULATION AND LEGISLATION
There are a number of changes in-flight from legislators and
regulators that when implemented may increase the size of our
addressable market.
• In March 2024, the FCA published findings on how the retirement
income advice market is working and whether consumers are
receiving appropriate advice on meeting their income needs in
retirement. The FCA concluded improvements must be made by
firms who were not currently meeting the standards required
to ensure people receiving a retirement income were treated
differently to those people who were in the accumulation, or
savings phase. Retirement income advice remains an ongoing
focus for the FCA and they will be carrying out further supervisory
work in this area.
• In August 2023, the FCA set out the basis for a joint review of
the Advice Guidance Boundary with the HM Treasury which
forms part of the UK government’s Edinburgh Reforms. Their
aim is to understand where existing regulation may carry a
disproportionate burden, and to explore ideas to reduce that
burden, whilst continuing to provide the right level of consumer
protection. In their November 2024 update, the FCA has stated
they will focus on helping people navigate the complex decisions
about pensions and are consulting on high-level proposals for
targeted support in pensions, which would allow firms they
regulate to provide support to pension savers in a new way.
Thismay, over the medium term, result in more people receiving
help and guidance in how to use their pensionsavings.
• In July 2023, the FCA introduced a new duty, known as the
Consumer Duty, that sets higher and clearer standards of
consumer protection across financial services, and requires firms
to put their customers’ needs first. The duty introduces a new
consumer principle that requires firms to act to deliver good
outcomes for retail customers. The outcomes relate to (i) products
and services; (ii) price and value; (iii) consumer understanding;
and (iv) consumer support.
LIFETIME MORTGAGES
A lifetime mortgage (“LTM”) allows homeowners to borrow money
secured against the equity in their home. The amount borrowed is
repayable together with accrued interest on the death of the last
remaining homeowner or their move into permanent residential care.
This product can be used by retirees to supplement savings, top up
retirement income or to settle any outstanding indebtedness.
Our typical lifetime mortgage customer is around 69 years old,
has a house valued at around £360,000 and borrows 29% of the
propertyvalue.
Just Group is a leading product provider of lifetime mortgages.
OurHUB Financial Solutions business is a leading distribution
business providing consumers with regulated advice on equity
release solutions from across the market.
CURRENT MARKET AND OUTLOOK
The LTM market experienced a period of stagnation and decline
in 2023, as the market and consumer demand adjusted to higher
interest rates and the impact of increased inflation. This resulted in
providers and distributors reshaping their operating models and risk
appetites to reflect a higher interest rate environment.
The market returned to year on year growth in the final quarter of
2024. There has been an increase in the number of on-sale products,
which provide customers with a range of options to ensure their
individual needs are met.
Many people are positively disposed to accessing some of the equity
in their homes to improve the quality of their later lives or to help
their family.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202412
External GIFL Market (£M)
0
1,000
2,000
3,000
4,000
6,000
5,000
Lifetime mortgage market size and growth rate (£m)
Lump sum
mortgage sales
New drawdown
mortgage –
initialadvance
Existing drawdown
mortgages –
furtheradvances
2015 2016 2017 2018 2019 2020 2021 2022 20242023
Source: Just analysis, ABI
2024
2023
2020
2016
2012
2022
2019
2015
2011
0 1,000 2,000 3,000 4,000 5,000 6,000 7,000
2021
2017
2013
2018
2014
Source: Equity Release Council
PEOPLE AGED 60 AND OVER
29.3% 30.7%28.9%27.9%26.2%25%
205020402022 2025 2030 2035
Source: Office of National Statistics, population projections UK
Percentages: 60 and over as a proportion of total UK population
Number of people (millions)
15
17
18
20
21
22
16
19
23
The fundamental drivers of growth remain intact, and are:
• households wanting to top up their retirement income to improve
their, or their family’s standard of living in later life;
• people with outstanding mortgages who are entering retirement
and require a solution to settle the debt with the existing
mortgage company;
• strong demographic growth. The number of people aged 65
and over is forecast to increase from around 13 million today to
around 17 million by 2040 (source: ONS); and
• homeowners aged over 55 are estimated to own property wealth
of over £3.5tn (source: ONS). We estimate that the existing
industry loan book including interest is around £48bn.
Just Group introduced medical underwriting into a niche segment of
the lifetime mortgage market some years ago and in 2021 extended
it across the Just for You mortgage range. We estimate by collecting
medical information and lifestyle factors from applicants, we are
able to provide six-in-ten a lower interest rate, or for those who need
it, a higher borrowing amount. This market disruption has positively
changed how lifetime mortgages are advised.
LONG-TERM CARE SOLUTIONS
Care Plans, or immediate needs annuities, are a form of purchased
life annuity. In exchange for an up-front premium, they provide a
guaranteed income for the life of the insured to help contribute to the
cost of their care. Under current rules this income is tax free when paid
directly to a registered care provider, with Care Plans available both to
individuals entering care facilities and receiving domiciliary support.
As such, Care Plans provide a form of longevity insurance to an
individual against the ongoing costs of receiving care until theirdeath.
In January 2025, the government announced their intention to
launch an independent commission to reform adult social care.
The taskforce, to be led by the cross-bench peer Louise Casey, will
be charged with developing plans for a new national care service,
a Labour election manifesto pledge, in the biggest shake-up to
social care in England in decades. The final report is not expected
until2028.
CURRENT MARKET AND OUTLOOK
The drivers of the need for care are strong because:
• there are currently around 1.7 million people aged 85 or over in the
UK – this is the average age at which people go into care homes;
• this is the fastest growing demographic cohort, with its number
expected to almost double over the next 25 years, suggesting a
rate in excess of 2.6%;
• 40% of all people in the UK aged 65 and over are estimated to
have a limiting long-standing illness, which may require care in
the future; and
• the recent focus on pressures within the care sector has
highlighted the need to plan for care, and any government reform
will provide additional focus on the limited number of solutions
currently available.
13STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
BUSINESS MODEL
We help people achieve a better later life – meeting
complex and evolving retirement needs by providing
financial products, advice and guidance that deliver
sustainable value for customers, shareholders, partners,
colleagues and protect the planet we live on.
How we create value through our retirement expertise
Pension Scheme
Trustees and
sponsors
Advisers
Corporate
partners
HUB Group
Providing
secure
income for
customers
Innovative
solutions
Operational
Scalability
Risk selection
and fair
pricing
Brilliant
Customer
Experience
Sustainable
Long term
investments
We charge a
margin in exchange
for accepting risk over
the lifetime of the policy
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202414
Innovative solutions
Our insurance and investment solutions help
customersmanage risks such as running out of
money,becoming unable to afford care, or being exposed to
their defined benefit pension scheme runninginto difficulty.
Risk selection
Prognosys™ is our powerful proprietary underwritingengine
for individual medical underwritingthat allows the Group
to identify and pricethe risks we want, andtoimprove
customeroutcomes.
Sustainable investments
Our Investment capabilities and successful illiquid origination
strategy enables us to manage a diversified portfolio of
assets to ensure sustainable returns for policyholders
and shareholders.
Operational scalability
We continue to automate processes and modernise
infrastructure to reduce our operating cost ratio and sustain
high service levels as we grow.
Brilliant customer experience
Our colleagues work hard to understand and serve customers
as individuals, be there for the moments thatmatter, and
minimise their administration.
SHAREHOLDERS
Through efficient resource management we
generate returns above our cost of capital and
maintain strong underlying organic capital
generation to reinvest in growth and support
sustainable dividends.
CUSTOMERS
We utilise medical underwriting to price
customers fairly and strive to deliver the best
customer experience; our robust business model
ensures they can depend on us to pay claims
over the long-term.
PARTNERS
For trustee and scheme sponsors we provide
solutions to de-risk pension liabilities and deliver
member security.
COLLEAGUES
Our purpose-led culture and focus on high-
performing teams creates an environment for
ambitious, curious and collaborative people
to thrive.
ENVIRONMENT
We will reduce emissions from investments
by 50% by 2030, invest in green infrastructure
assets, and be net zero in our operations by 2025.
WE CREATE VALUE for
15STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Principal risks and uncertainties
Ongoing risks:
A
Market
B
Credit
C
Insurance
D
Liquidity
E
Conduct and operational
f
Strategic
Risk outlook:
1
Political and regulatory
2
Climate and environmental,
social and governance (“ESG”)
3
Cyber and technology
4
Insurance
5
Market and credit
6
Liquidity
7
Strategic
FOCUS
We enhanced our capital resilience and
capacity to support strong growth in our
DB and retail businesses.
FOCUS
We continued to modernise our legacy
infrastructure and automate processes,
to enable future productivity.
FOCUS
By scaling through innovation and
strategic partnerships, we expanded our
reach to meet new customer needs.
FOCUS
We improved customer satisfaction/
recommendations, ina period
of substantial growth and
customeronboarding.
FOCUS
We built a high-performing culture
and organisation that is proud to work
forJust.
2024 PROGRESS
• Secured our largest DB deal to
date, at £1.8bn. Enabled by utilising
our DB partner relationships and
demonstrating our large deal
framework in practice.
• We are a major participant in the <£1bn
transaction size part of the market,
doubling our market share since 2021.
• Strengthened our investments
capability. Our expanded team
internally originated £1.0bn of new
illiquid assets, in addition to LTMs.
• Achieved significant growth in new
business sales and profits, maintaining
low capital strain on new business.
• Successful issuance of a Sustainability
Tier 2 bond.
2024 PROGRESS
• Modernised our DB infrastructure
and operational processes, improving
business productivity.
• Improved our ability to provide DB
quotes on demand.
• Initiated modernisation of our retail
new business systems.
• Launched an AI enablement hub to
identify/progress key opportunities.
• Enhanced our operating cost to
revenue ratio.
2024 PROGRESS
• Established new partnerships, such as
with Invesco, Fidelity and Which?.
• Refreshed our proposition and pricing
to be competitive across wider
segments.
• Provided solutions for customers
in drawdown through Secure
LifetimeIncome.
2024 PROGRESS
• Celebrated the 20th consecutive year
of receiving a 5-star award in the
FT Adviser Service Awards for our
GIfL business.
• Delivered a DB customer relationship
management system with enhanced
capabilities.
• Drove customer centricity across the
Group, defining our customer promise
and conducting our biggest ever
consumer research programme.
2024 PROGRESS
• Achieved over 85% score for “Be Proud
to Work at Just” in our end-of-year
colleague survey.
• Increased the number of females
in our most senior population,
exceeding our 2026 target of 40% two
yearsearly.
• David Richardson awarded “Best
people focused CEO of the year” by
HR Excellence Awards.
• Just and our colleagues donated
£112k to charities aligned with
ourpurpose.
2025 FOCUS
• We will continue to strengthen
our investment capabilities whilst
maintaining financial discipline as
wegrow.
2025 FOCUS
• We will continue to enhance
productivity and improve operational
capabilities, through process
improvements and investment
intechnology.
2025 FOCUS
• We will continue to increase our market
reach through partners and integration
with adviser technology.
2025 FOCUS
• We will continue to improve the
customer experience by utilising
data-driven insights.
2025 FOCUS
• We aim to be a destination employer
through enhancing colleague
experience and investing in their
growth anddevelopment.
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
STRATEGIC PRIORITIES
GROW
Sustainably
Scale with
Technology
Our purpose: We help people achieve a better later life
Underpinned by our five strategic priorities:
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202416
FOCUS
We enhanced our capital resilience and
capacity to support strong growth in our
DB and retail businesses.
FOCUS
We continued to modernise our legacy
infrastructure and automate processes,
to enable future productivity.
FOCUS
By scaling through innovation and
strategic partnerships, we expanded our
reach to meet new customer needs.
FOCUS
We improved customer satisfaction/
recommendations, ina period
of substantial growth and
customeronboarding.
FOCUS
We built a high-performing culture
and organisation that is proud to work
forJust.
2024 PROGRESS
• Secured our largest DB deal to
date, at £1.8bn. Enabled by utilising
our DB partner relationships and
demonstrating our large deal
framework in practice.
• We are a major participant in the <£1bn
transaction size part of the market,
doubling our market share since 2021.
• Strengthened our investments
capability. Our expanded team
internally originated £1.0bn of new
illiquid assets, in addition to LTMs.
• Achieved significant growth in new
business sales and profits, maintaining
low capital strain on new business.
• Successful issuance of a Sustainability
Tier 2 bond.
2024 PROGRESS
• Modernised our DB infrastructure
and operational processes, improving
business productivity.
• Improved our ability to provide DB
quotes on demand.
• Initiated modernisation of our retail
new business systems.
• Launched an AI enablement hub to
identify/progress key opportunities.
• Enhanced our operating cost to
revenue ratio.
2024 PROGRESS
• Established new partnerships, such as
with Invesco, Fidelity and Which?.
• Refreshed our proposition and pricing
to be competitive across wider
segments.
• Provided solutions for customers
in drawdown through Secure
LifetimeIncome.
2024 PROGRESS
• Celebrated the 20th consecutive year
of receiving a 5-star award in the
FT Adviser Service Awards for our
GIfL business.
• Delivered a DB customer relationship
management system with enhanced
capabilities.
• Drove customer centricity across the
Group, defining our customer promise
and conducting our biggest ever
consumer research programme.
2024 PROGRESS
• Achieved over 85% score for “Be Proud
to Work at Just” in our end-of-year
colleague survey.
• Increased the number of females
in our most senior population,
exceeding our 2026 target of 40% two
yearsearly.
• David Richardson awarded “Best
people focused CEO of the year” by
HR Excellence Awards.
• Just and our colleagues donated
£112k to charities aligned with
ourpurpose.
2025 FOCUS
• We will continue to strengthen
our investment capabilities whilst
maintaining financial discipline as
wegrow.
2025 FOCUS
• We will continue to enhance
productivity and improve operational
capabilities, through process
improvements and investment
intechnology.
2025 FOCUS
• We will continue to increase our market
reach through partners and integration
with adviser technology.
2025 FOCUS
• We will continue to improve the
customer experience by utilising
data-driven insights.
2025 FOCUS
• We aim to be a destination employer
through enhancing colleague
experience and investing in their
growth anddevelopment.
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Link to ONGOING RISKS:
LINK TO RISK OUTLOOK:
Reach New
Customers
Be Recommended
by our
customers
Be Proud to
Work at Just
17STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
our strategy in action
A record year for our defined
benefit de-risking business
bigger.
We have increased our scale
so we can help more trustees,
sponsorsand pension
schememembers.
Better.
We’ve invested to add new
capabilities into our business,
from new talented colleagues
to leading edge technology
so that we can provide solutions
to meet the needs of
all schemes.
Brighter.
We’re innovating and ambitious
to help more members so
that we may fulfil our purpose.
This requires us to think differently
and push ourselves to break
new ground as the results
demonstrate this year.
Our defined benefit de-risking business exemplifies the
spirit of this year’s Annual Report. We’ve become bigger,
better and the future is bright. 2024 was a record year on
every level.
Largest ever transaction – £1.8bn Buy-in for G4S
Highest value of Total DB De-risking sales – £5.4bn
Highest number of transactions completed – 129
The most de-risking transactions completed in a single year
by an insurer
Highest number of schemes using Beacon, our successful bulk
quotation and price monitoring service – over 350.
Cumulatively, we’ve completed over
500 transactions since we launched in
2012, that’s one-in-four deals across the
entiremarket.
We are providing outstanding support to
pension schemes of all shapes and sizes – big
ones, small ones and everything in between.
The market has never been brighter and
more vibrant, and we have responded with
ambition, innovation, focus and discipline to
deliver a record-breaking year.
 Read more about our biggest deal to
date on p20
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202418
Just Group | Total DB De-risking sales
Number of transactionsTotal DB (£bn)
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
£bn
0
1
2
3
4
5
6
0
30
60
90
120
150
Number of transactions
Bedrock of Britain
Supporting small and medium size schemes is in our DNA and we are
passionate about helping them to access the security that de-risking
with an insurer delivers. We are proud to have worked with some
of the great organisations that are part of the heritage of Britain
covering a spectrum of industries – such as S.A. Brain & Co (brewery),
Wednesbury (copper tubing manufacturer), St.Modwen (sustainable
house builder) and First Milk (British farming co-operative) to name
a few. De-risking their DB pension schemes means that these
businesses can focus on growing their business, their contribution to
the economy and their communities, with legacy DB obligations and
the associated risks now managed by Just.
A reputation for excellence
2024 also saw us complete our third largest transaction to date,
a £510m Buy-in with a global engineering company and pioneers
in creating technology for communication. This was our third
transaction with the company.
When trustees choose to contract with you to deliver further services
it provides a strong sense of pride inside Just. It’s a clear signal that
we are trusted to deliver outstanding service and value to members.
Member first
When it comes to innovation – our north star is providing the very
best experience we can for our members. At the start of the year,
we carried out a piece of research with over 1,500 members of DB
schemes to surface how they feel about planning and managing
their retirement and how that could inform how we support them.
The headline conclusion was that none of us should assume that
just because someone has a gold standard DB pension it means
that they don’t need support and help as they approach, and
journey through retirement.
In particular, for those approaching retirement they could be in
a position where their DB pension is only one of perhaps four or
more retirement savings pots they have in place. We identified
that for schemes moving to Buy-out, those members may not
have access to help, support and advice. To close this gap, we’ve
launched a member advice service in conjunction with our sister
company HUB Pension Consulting. Another example of Just
becoming better for its members.
19STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
OUR STRATEGY IN ACTION continued
£1.8bn
Total transaction value
22,500
Pensioner and deferred
members
A new record for
Just – our biggest
deal to date
We successfully completed a £1.8bn, full scheme Buy-in
with the Trustee of the G4S Pension Scheme, covering
thebenefits of c.22,500 pensioner and deferred members.
Completing deals of this size and complexity required a
different Just to the one that existed a few years ago.
We’vebeen on an ambitious journey to become bigger and
better. The investment we’ve made to add to our capabilities
and scale have been put to great use to support the trustee
and members of the G4S scheme.
To meet the trustee requirements for this
milestonetransaction:
• Our investment team sourced attractive assets
and our dedicated reinsurance team executed a
combination of longevity and asset reinsurance.
• We locked the premium to movements in the scheme’s
asset portfolio, received the scheme’s assets as premium
payment, and offered enhanced contractual terms to
mitigate post-transaction risks for the trustee.
• We started the member calculation set-up process early in
the process which meant that high standards of member
service were uninterrupted at the point of transaction.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202420
Just now has the leadership
and capabilities in place to
deliver outstanding services
and solutions to schemes of
allsizes, as we have
demonstrated through
ourresults in 2024.”
Pretty Sagoo Managing Director, DB Solutions
21STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
OUR STRATEGY IN ACTION continued
INVESTING
THE JUST WAY
Over the last few years we’ve been investing in our
capabilities to ensure we achieve our ambitions to become
bigger and better so we can deliver improved value for
customers and shareholders.
Our investment approach is driven by our ability to cashflow match
our liabilities via our combined investment portfolio. We continue
to evolve our approach to generate better value for customers and
shareholders. At Just, we have both a matching adjustment and non-
matching adjustment portfolio. Matching adjustment is amechanism
prescribed by the Solvency II directive that allows theGroup to adjust
the relevant risk-free interest rate term structure when calculating
a best estimate of a portfolio of eligible insurance obligations. We
continue to explore new investment opportunities to broaden our
investment universe, including assets that may qualify under the
highly predictable cash flow category introduced in Solvency UK.
For our credit assets, we invest in long-term, liquid and illiquid,
income-producing assets to match our liabilities. The majority
of these assets are managed in-house. To support with sourcing
investments, we take a hybrid approach to investing where we
directly source opportunities (on both liquid and illiquid assets),
alongside partially outsourcing this to external managers. The
illiquid credit assets include infrastructure loans, private placements,
commercial mortgages, long income real estate and social housing.
On the liquid side, we also invest in investment grade fixed income
securities, such as government and corporate bonds, as well as cash
and cash equivalents. We use derivatives to hedge the currency risk
associated with non-sterling assets, and also any residual interest
rate or inflation risk as we cashflow match the in-force book.
We have built a panel of 13 specialist external managers, each
carefully selected based on their areas of expertise. The assets
originated by external managers are then assessed by our in-house
investment function, who select the most suitable investments to
pass through our internal screening process – exercising our veto
right if the opportunity does not meet our investment criteria. It is
through diversification of investments that we are able to source
and access appropriate assets, within the tolerance of our risk
appetites, to provide a portfolio that enables us to continue to meet
our policyholder obligations over the long term. We also internally
originate LTMs, which provide matching cashflows for longer duration
liabilities and achieves higher return relative to our liquid assets.
Our credit assets (bond portfolio and other assets) account for
£19.6bn or 72% of our £27.0bn investment portfolio (see page 38).
OUR PROGRESS OVER THE LAST 12 MONTHS
Throughout 2024 our investment function has become bigger
andbetter to match the ambitious growth plans of the business.
Building capabilities
All colleagues within our Company understand and drive forward our
commitment to be a strong and sustainable purpose-led business for
our customers, our colleagues, our planet and generations to come.
The combination of our strong purpose and having highly engaged
teams working the Just way, allows us to successfully implement our
investment approach. Over the last 12 months we have continued to
expand the team to support in delivering our investment objectives
and priorities. We continue to focus on recruiting talent with the skills
and expertise required of a high performing investment team. Our
investment team has expanded from 21 colleagues in 2022 to 40 in
2024. We’ll be adding more talent in 2025 to expand our capabilities
further so we can be more innovative to better meet the needs of
customers and achieve Just Group’s ambitious growth plans.
Asset origination
To deliver great customer outcomes, while delivering shareholder
returns and managing our risks through diversification, we need
to source a wider range of investments. In 2024, we enhanced our
Investments capabilities, which enabled us to insource a portion
of our private asset investments, complementing our manager of
managers model. This includes overseeing the lifecycle of private asset
investments – origination, structuring, pricing and analysis, execution
and ongoing asset management – across a variety of asset classes and
sectors. Our new capabilities enabled Just to internally originate and
manage £1.3bn or 54% of the £2.4bn of illiquid assets sourced during
the year. Illiquid assets support new business pricing and provide
certainty through long-term fixed rate financing into theeconomy.
This new illiquid asset capability adds to our existing public credit
asset management. We acquire public credit assets through a
network of banks, brokers and dealers to back new business, and to
enhance return generation through portfolio optimisation of existing
assets. Liquidity funds and derivatives are also managed in-house.
Liquid assets
48%
Illiquid assets
45%
Liquidity funds
7%
PortFolio breakdown by asset class
22 JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
We continue to leverage external managers, with specialist
areas of expertise, to source new asset classes and investment
opportunities to meet our investment needs.
Further integrating responsible investment
In 2024, we continued enhancing our approach to integration
of responsible investment. Key milestones achieved in the last
yearinclude:
• Successfully gained signatory status, upon first application
tothe Financial Reporting Council’s UK Stewardship Code.
• Enhanced our Sustainability Bond Framework to align
with market standard and successfully issued a £400m
Sustainability Tier 2bond.
• Further integrated climate change into investment
decision making through improvements in tools, processes
anddocumentation.
• Enhanced our internal scoring system, PAYG, expanded
exclusionary criteria and incorporated newly established
sectorviews.
We are committed to meeting the needs of our customers
andsupporting growth in the UK economy, by actively evolving
our approach to investing.
Read more about PAYG scoring system on p49
Sustainable Investments
In 2024 we invested a total of £315m in assets aligned with
our Sustainability Bond Framework. Below we summarise our
current allocation towards sustainable assets, which includes
investments aligned with our Sustainability Bond Framework,
classified as ‘green’ under our internal PAYG scoring system as
well as other public market labelled bonds:
Sustainable assets (IFRS valuation basis)
1
31 December
2024
£m
31 December
2023
£m
Renewable energy – wind 335 371
Renewable energy – solar 363 387
Affordable and social housing 1,528 1,142
Green buildings 56 41
Clean transportation 95 –
Access to essential services / local
authority 271 196
Other social assets 226 383
Green, social, sustainability bonds 731 497
Total dedicated sustainable assets 3,605 3,017
Bond portfolio and Other assets 19,581 17,141
Dedicated sustainable assets % 19% 18%
1 Sustainable assets includes the £919m invested over2022 – 2024, exceeding our
three-year target of £750m. The amount invested in2024 was £315m.
Bigger,
BETTER,
BRIGHTER.
We are committed to meeting the
needsof our customers and supporting
growth in the UK economy, by actively
evolving our approach to investing.
Ourkey priorities are:
Skills and capabilities
Continue expanding skills and capabilities
to effectively source, manage and monitor
investment opportunities.
Scale with technology
Leverage technology to automate
processes and enhance efficiency of
toolsused in the investment decision
makingprocess.
Asset origination
Continue to enhance our ability to
originate assets and explore new asset
classes both internally and via external
managers. This includes assets and asset
classes which may qualify under the
highly predictable cash flow amendment
introduced in Solvency UK.
Responsible investment
Build on the foundations laid in previous
years to take a more sophisticated
approach to responsible investment
integration within the investment
processes.
More information on our responsible investment progress,
processes and frameworks can be found on our website.
23STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
OUR STRATEGY IN ACTION continued
BETTER INSIGHT.
BETTER AT UNDERSTANDING
OUR CUSTOMERS.
BETTER CUSTOMER OUTCOMES.
One of our Just behaviours we ask all of our colleagues to embrace is
called ‘for the customer’ (you can read more about our behaviours in
the colleagues and culture section). All of our colleagues understand
and prioritise putting our customers first, delivering outstanding
service, designing solutions and services to ensure our customers
receive great experiences and outcomes. To meet our ambitious
growth agenda, we equip our colleagues across the Group with deep
insight into our customers and target customers lives.
Each year we originate a wide variety of research programmes that
help us get closer to our customers. We get help to solve customer
problems, validate ideas we have about developing new solutions,
and test how we can improve our communications and services.
This year, in addition to our problem-solving research activity,
we commissioned two highly significant consumer research studies
focused into the lives of individuals and families belonging to the
baby boomer generation and generation x. These two generations
represent the significant majority of the people we strive to serve.
As the retirement specialist, its crucial we go deeper to uncover the
full technicolour of their lives and what’s important to them. From
health to wealth, work life to family life, personality, values, social
views, lifestyle and much more.
Equipping our colleagues with this deep insight helps to satisfy
another one of our Just behaviours which we call curious.
We encourage curiosity to support our teams to explore,
challenge and grow so they can better help our customers.
GenVoices.co.uk
We help people achieve a better later life. That’s our
purpose and why we exist. To ensure we better fulfil
our purpose we’ve been investing to better understand
the lives of the people we strive to serve.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202424
#GENVOICES #JUSTASKTHEGENXPERTS
Sharing our insight to support
our business partners
As the retirement expert, our business partners ask us to help them
understand the lives of people approaching, at and in-retirement.
We work together to develop solutions and solve problems for
customers. We love talking about customers. It’s a currency that
transcends industries and unifies us as we develop our partnerships
with other organisations.
We are sharing some of this insight from our two new consumer
segmentation studies through our new website GenVoices.co.uk.
Our first campaign started in early 2025 revealing the six never-
before-seen audience segments that reveal diverse aspirations,
concerns and lifestyles within the generation x cohort.
The campaign highlights the gadgets, objects, and culture that
generation x grew up with, offering a witty reminder of how
much has changed over their lifetime. These nostalgic and playful
references create an emotional connection that sparks curiosity and
drives engagement. They also serve as a reflection of how generation
x has evolved and transformed over the decades.
We are encouraging engagement and discussion across the industry
and into wider territories and you may spot us promoting our insight
through digital channels and physically at a range of events. We are
rolling out new interactive data tools, video content, social posts
and digital advertising, focusing on themes within the research,
like family matters, shopping habits and approaches to finances.
The campaign line ‘Just Ask The GenXperts’ reflects our commitment
to finding fresh insights through new research. Our insight into baby
boomers will be added to GenVoices during 2025.
Bigger. Better. BRIGHTER.
To fulfil our purpose and strengthen our position as the retirement
expert we’ve embraced the spirit of this year’s annual report. We’re
becoming better at understanding the lives of our target customers
so we can better meet their needs and deliver bigger, better and
brighter outcomes for those we strive to serve.
To meet our ambitious
growth agenda, we equip
our colleagues across the
Group with deep insight
into our customers and
target customers lives.”
25STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
2024
2024
2024
2023
2023
2023
2022
2022
2022
£5,308m
£460m
£504m
£3,893m
£355m
£377m
£3,131m
£266m
£257m
Link to strategic priorities
Link to strategic priorities
Link to strategic priorities
Measured against our strategic priorities
financial KEY PERFORMANCE INDICATORS
The Board has adopted the following metrics, which are
considered to give an understanding of the Group’s
underlying performance drivers. These measures are
referred to as key performance indicators (“KPIs”).
Retirement
income SALES
(SHAREHOLDER FUNDED)
1
£5,308m
Retirement Income sales (shareholder funded)
include DB, GIfL and Care premiums written and
are akey measure of the Group’s performance
thatdemonstrates the Group’s ability to grow
shareholder value.
In 2024, Retirement Income sales (shareholder
funded) increased by 36% to £5.3bn as prior
investment in capability and market positioning
enabled us to take advantage of multiple growth
opportunities available.
NEW BUSINESS PROFIT
1
£460m
Underlying
OPERATING PROFIT
1
£504m
New business profit represents the profit generated
from new business written in the year and is
significant in assessing business performance.
New business profit increased by 30% driven by
theincrease in Retirement Income volumes.
New business profit is reconciled to underlying
operating profit in the Business Review.
Underlying operating profit is a core performance
metric on which we measure the year to year
performance of the business. 2024 Underlying
operating profit significantly exceeded our target
to double underlying operating profit in five years
compared to the 2021 base (£211m). Underlying
operating profit growth was up 34% driven by both
new business and in-force profits.
Underlying operating profit is reconciled to IFRS profit
before tax in the BusinessReview.
The Board keeps KPIs under review to ensure
they continue to reflect the Group’s priorities
and strategic objectives. Our KPI for sales
measures performance against our growth
ambitions to deliver our strategic priority to
Grow through innovation. Monitoring KPIs for
Tangible net asset value and Capital Coverage
Ratio provide measures of our financial
strength and combined with the profit, Return
on equity and capital KPIs, enables the Group
to monitor performance against our strategic
priority of sustainable growth.
Grow
sustainably
Be Recommended
by our customers
3
Scale with
Technology
Be Proud to Work
at Just
3
Reach New
Customers
1 Alternative performance measure, see page 30. See glossary on page 219 for definition.
2 Solvency capital coverage ratios as at 31 December 2024 (estimated on a proforma basis) and 31
December 2023 include a recalculation of transitional measures on technical provisions (“TMTP”)
as at the respective dates.
3 Performance against our non-financial strategic priorities are included on page 62.
See our Strategic Priorities on p16
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202426
2023
2024
2023
2024
2024
2024
2024
2024
2022
2022
2023
2023
2023
2023
2022
2022
2022
2022
£172m
£113m
13.5%
15.3%
254p
1.3%
£23m
204%
£(494)m
10.3%
224p
0.9%
£57m
197%
199%
190p
1.9%
£34m
Link to strategic priorities
Link to strategic priorities
Link to strategic priorities
Link to strategic priorities
Link to strategic priorities
Link to strategic priorities
Return on equity
1
15.3%
NEW business strain
1
1.3%
IFRS PROFIT BEFORE TAX
£113m
SOLVENCY CAPITAL
COVERAGE RATIO
2
(Proforma)
204%
Tangible net asset
value per share
1
254P
Underlying Organic
capital generation
1
£23m
Return on equity is the measure used by management
to monitor the Group’s generation of underlying
operating profit from its tangible net asset base.
In2024, Return on equity increased as underlying
operating profit after tax rose by 31%.
Return on equity is based on underlying operating
profit, which is reconciled to IFRS profit, and tangible
net asset value, which is reconciled to IFRS total
equity in the Business Review.
New business strain is a key measure of our pricing
discipline, reflecting the amount of capital invested
asa percentage of premium to write the new business
volumes. It is assessed against our target of below
2.5% of premium.
Continued outperformance against target is driven
bypricing discipline, risk selection and business mix.
IFRS profit/(loss) before tax is the primary IFRS
statutory KPI used by management to monitor the
profit/(loss) before tax attributable to equity holders.
We delivered £504m of underlying operating profit.
After operating experience, assumption changes,
strategic costs and various other non-operating items,
and deferral of profit to CSM, the IFRS profit before
tax was £113m (2023: £172m). The 2022 result was
impacted by investment and economic losses, which
did not (and are not expected to) repeat.
Solvency capital and its trajectory is a key focus
for the Board in capital and business planning.
Itexpresses the regulatory view of the available
capital as a percentage of the required capital.
In 2024, the capital coverage ratio rose, driven by
higher interest rates and management actions.
Proforma solvency capital coverage ratio is presented
after the pre-funded debt repayment in February
2025. The reconciliation to the regulatory capital
position is explained in note 30.
Tangible net asset value represents the tangible net
assets attributable to the shareholders and is our
primary metric used to measure the increase
in shareholder value delivered. 2024 TNAV has
increased by 64p (34%) since 2022.
Tangible net asset value is reconciled to IFRS total
equity in the Business Review.
Underlying organic capital generation provides insight
into the ongoing capital sustainability of the business.
It is the amount of capital generated by the in-force
business less the day to day running costs including
expenses, finance costs and funding our ambitious
growth plans through new business strain.
The reduction in 2024 was due to a large proportion
of cash generation being invested to write higher new
business volumes. UOCG forms part of the movement
in excess own funds in the BusinessReview.
27STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Business Review
Our robust capital position
and reduced sensitivities to
market and other risks enable
us to sustainably fund our
ambitious growth plans from
our own means.”
MARK GODSON Group Chief Financial Officer
DELIVERING
COMPOUNDING
GROWTH.
36p
Underlying Earnings Per Share
2023: 28p up 30%
2.5p
Dividend
2023: 2.08p per share up 20%
254p
Tangible Net Asset Value
2023: 224p per share
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202428
We innovate, risk select and price with discipline,
ensuringour business model delivers long-term value
forcustomers and shareholders.
The Business Review presents the results of the Group for the
year ended 31 December 2024, including IFRS and Solvency II
(“SII”)information.
The continued growth and success of the business is built on
the foundation of our low capital intensity new-business model,
supported by a strong and resilient capital base. In line with our
investment strategy, we continue to diversify the asset portfolio by
originating a wide variety of high quality investments. We remain
focused on cost control across the business whilst specifically
targeting investment in systems and people to enable the business
to scale efficiently. As we innovate and further broaden our growth
strategy, increased product development investment will be aligned
to our purpose to help people achieve a better later life through the
before, at, and in-retirement phases of life.
SALES
During 2024, total retirement income sales grew 49% to £6.4bn (2023:
£4.3bn), driven by continued strong momentum in bothshareholder
funded DB (up 43% to £4.3bn) and GIfL (up 16% to £1.0bn), further
augmented by £1.1bn of DB Partner (funded reinsurance).
Since the beginning of 2022, rising interest rates have accelerated the
closure of, and in most cases eliminated, DB pension scheme funding
gaps. During 2024, we wrote a record amount of DB new business,
up 57% to £5,376m from 129 transactions (2023: £3,415m from 80
transactions). Our consistent high level of activity translates into over
one third of all market transactions that have occurred over the past
three years. Prior investment in our proposition and early positioning
enabled Just to take advantage of the strong market demand as
rates rose. In November 2024, Just announced that it had completed
its largest transaction to date, a £1.8bn deal with the G4S pension
scheme. This complex, multi-faceted transaction demonstrated
our structuring and operational capabilities, with Just now actively
quoting and participating in the large transaction segment (£1bn+),
in addition to being a major participant in the up to £1bn transaction
size part of the market. Combined, this translated into an 11%
market share by value of a £47bn DB market in 2024 (source: ABI,
Just analysis). We expect the strong momentum in all segments to
continue in 2025 and beyond, with multiple small, medium and large
opportunities available as corporates of all sizes choose to offload
legacy and complex DB pension risk to insurers. Despite record
market volumes in recent years, we estimate that only c.20% of the
£1.1tn DB market opportunity has transferred across to insurers thus
far. In October 2024, LCP
1
re-affirmed their forecast that £400-600bn
of DB Buy-in/Buy-out transactions could transact over the decade to
2033, of which c.£300bn could transact in the first five years (2024 to
2028 inclusive). The forecasts demonstrate the growth opportunity
available to drive material increases in shareholder value.
Our Retail business also had a strong 2024, as the market continues
to benefit from higher and more normalised long-term interest rates,
which directly increase the GIfL customer rate on offer. This increases
the attractiveness of a guaranteed income relative to other forms
of retirement income. The customer rate can be further improved
through bespoke medical underwriting, in which Just is a market
leader. During 2024, we continued to maintain pricing discipline
and selectively wrote £1,033m of GIfL/Care new business, up 16%
(2023:£894m), in a buoyant market.
Our market insight allowed us to tactically choose the most
profitable risks and allocate the available capital budget to those
opportunities. Furthermore, the introduction of the FCA’s Consumer
Duty and findings from the FCA’s thematic review into retirement
income advice, are leading to increased adviser conversations on the
importance of considering guaranteed solutions to help customers
achieve their objectives. Regulatory pressure, technology tools and
consolidation into larger advice networks are driving new trends
in distribution, as advisers respond to the changing needs of their
customers as they decumulate in the spending phase of retirement.
We see a multi-decade opportunity as an increasing proportion of
the population reach retirement age with larger pension pots, driven
by auto-enrolment.
1 LCP: “Reaching cruising altitude” – October 2024
PROFIT
In 2024, underlying operating profit was £504m (2023: £377m), up
34%, thereby significantly exceeding guidance of doubling 2021’s
£211m underlying operating profit over five years, achieving the
target in three years instead.
Prior investment, market insight and strong demand for our products
enabled us to write high volumes of new business at an efficient
capital strain. Shareholder funded Retirement Income sales at
£5,308m, were 36% higher (2023: £3,893m). New business profit
was up 30% at £460m (2023: £355m), translating to a new business
margin of 8.7% (2023: 9.1%) on shareholder funded premiums.
Asexpected, new business margin was a little lower and reverted
to its medium term average due to business mix and tighter credit
spreads compared to the prior year, where we had outperformed.
Buoyant markets in both of our business lines supported active risk
selection, and we are increasingly benefiting from operational gearing
and systems investment. Growth of the in-force book of business
together with continued higher and more normalised interest rates
during 2024 boosted the return on surplus assets, thereby increasing
in-force operating profit, up 24% to £236m (2023: £191m). Finance
costs were stable at £69m, and we invested £25m (2023: £17m) in
development expenditure regarding new systems and processes to
scale the business efficiently for the future. We delivered a 15.3%
Return on equity and underlying earnings per share of 36p (2023:
13.5% and 28p respectively).
We incurred negative operating experience, the cost of strengthening
the maintenance expense basis, together with strategic costs as we
invest to develop new customer propositions. These were partially
offset by investment and economic profits and adjustments for items
accounted for in equity, resulting in an adjusted profit before tax of
£482m (2023: £520m). After allowing for the deferral of profit into the
CSM balance sheet reserve, the IFRS profit before tax is £113m (2023:
£172m). This decrease primarily reflects lower positive investment
and economic variances of £18m (2023: £92m) primarily due to lower
asset trading and other variances, and a smaller decrease in credit
spreads in 2024 compared to 2023, as explained on page 33.
INCREASING SHAREHOLDER VALUE
Buoyant markets in both of our business lines drive volumes, which
combined with Just’s strong pricing discipline, market insight and
business mix determine the new business margin, and therefore
the shareholder value we create through new business. In addition,
weprudently reserve for credit default and other risks, and release
the excess provisions and profits earned as the existing book of
business unwinds, together with the return earned on surplus assets
into in-force profits.
29STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
BUSINESS REVIEW continued
Each year, the upfront profit delivered from new business increases
the Contractual Service Margin (“CSM”) reserve, offset by the profits
earned as we pay the customer pensions due on business written
in prior years. Our CSM store of value (post-tax) grows strongly as
the volume of new business added each year far outweighs the
amount of customer payments. Whenadded to equity attributable
to shareholders (excluding intangible assets), Just’s Adjusted Equity
or Tangible Net Assets is 254p per share (31 December 2023: 224p
per share), on which we are earning a15.3% return (2023: 13.5%),
greater than our 12% Return on Equity target. The internal rate
of return (“IRR”) on shareholder capital invested in new business
remains above our “mid-teen” target, as available capital is tactically
allocated to exploitthe opportunities available – both today and in
the future.
CAPITAL
The Group’s estimated Solvency II capital coverage ratio has
increased to 204% (31 December 2023: 197%) as the capital position
benefited from management actions and rising interest rates. In-
force surplus after TMTP amortisation was up 6% to £178m (2023:
£168m), and over the medium term is expected to grow in line with
asset growth. Underlying organic capital generation (“UOCG”) was
£23m (2023: £57m), as we continue to invest the majority of cash
generation into funding new business growth. Within this, the £71m
capital strain from writing the increased level of new business was
1.3% of premium (2023: £35m and 0.9% of premium), well within our
target of 2.5% of premium and ahead of the 1.5% average over the
past five years. This low new business strain reflects continued strong
pricing discipline, focused risk selection and our ability to originate
increasing quantities of high-quality illiquid assets. Management
actions and other items contributed a further £58m (2023 £69m),
leading to £81m of organic capital generation (2023: £126m). In 2024,
we paid a £23m shareholder dividend. We continue to closely monitor
and prudently manage our risks, including interest rates, inflation,
currency, residential property and credit. The Solvency II sensitivities
are set out in the Capital Managementsection of the Business Review.
Following the UK’s exit from the European Union, over the past two
years, all proposed stages of the new Solvency UK capital regime have
been fully implemented. The Prudential Regulation Authority (“PRA”)
implemented the more straightforward items including a significant
reduction in risk margin for life insurance business at the end of 2023,
with revisions to the matching adjustment (“MA”) rules to increase
investment flexibility and the reforms in relation to fundamental
spread applied during 2024. In the second half of 2025, we expect the
PRA to publish the results of an industry wide life insurance stress test
(“LIST”). LIST will apply to a shortlist of UK life insurers and include
one core scenario and two additional exploratory scenarios that build
on the first. The results of the core scenario will be published at an
individual firm level.
OUTLOOK
The trajectory of central bank interest rates will be dependent on
how new government policies and wider macro and geopolitical
forces impact the future level of inflation. These external forces
have a negligible impact on the Group’s business model, with the
normalisation of long-term interest rates continuing to drive demand
for our products. Our positioning, reputation and capabilities,
including investments in our people enable us to continue to strongly
execute as we take advantage of the multiple growth opportunities
in our chosen markets.
We have a strong and resilient capital base, with a low-strain
business model that is generating sufficient capital on an underlying
basis to fund our ambitious growth plans, whilst also paying a
progressive shareholder dividend that is expected to grow over time.
ALTERNATIVE PERFORMANCE MEASURES AND
KEYPERFORMANCE INDICATORS
The Group uses a combination of alternative performance measures
(“APMs”) and IFRS statutory performance measures. The Board
believes that the use of APMs gives a useful insight into the
underlying performance of the Group.
The Directors have concluded that the principles used as a basis
for the calculation of the APMs remain appropriate. Just Group
has been growing strongly for a number of years and regards the
writing of profitable new business contracts as a key objective
for management. As a result, in management’s view, the use of a
performance measure which includes the value of profits deferred
for recognition in future periods is a useful alternative to IFRS
profits under IFRS 17 which exclude the deferred profits from new
businesssales.
Further information on our APMs can be found in the glossary,
together with a reference to where the APM has been reconciled tothe
nearest statutory equivalent. KPIs are regularly reviewed against the
Group’s strategic objectives, no changes have been made in 2024.
The Group’s KPIs are discussed in more detail on the following pages.
The Group’s KPIs are shown below:
2024 2023 Change
Retirement Income sales
(shareholder funded)
1
£5,308m £3,893m 36%
New business profit
1
£460m £355m 30%
Underlying operating profit
1
£504m £377m 34%
IFRS profit before tax £113m £172m (34)%
Return on equity
1
15.3% 13.5% +1.8pp
Tangible net asset value
pershare
1
254p 224p +30p
New business strain
1
(as % of premium) 1.3% 0.9% +0.4pp
Underlying organic capital
generation
1
£23m £57m (60)%
Solvency capital coverage ratio
2,3
204% 197% +7pp
1 Alternative performance measure, see glossary for definition.
2 Solvency capital coverage ratios as at 31 December 2024 (estimated) and 31December
2023 include a recalculation of TMTP at the respective dates.
3 2024 capital position is presented on a proforma basis after the impact of the February
2025 repayment of Tier 3 subordinated debt.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202430
TANGIBLE NET ASSETS/RETURN ON EQUITY (UNDERLYING)
The return on equity in the year to 31 December 2024 was 15.3%
(2023: 13.5%), based on underlying operating profit after attributed
tax of £378m (2023: £288m) arising on average adjusted tangible net
assets of £2,475m (2023: £2,133m). Tangible net assets are reconciled
to IFRS total equity as follows:
31 December
2024
£m
31 December
2023
£m
IFRS total equity attributable to ordinary
shareholders 924 883
Less intangible assets (40) (41)
Tax on amortised intangible assets 1 2
Add back contractual service margin 2,328 1,959
Adjust for tax on contractual service margin (578) (488)
Tangible net assets 2,635 2,315
Tangible net assets per share 254p 224p
Return on equity % (underlying) 15.3% 13.5%
UNDERLYING OPERATING PROFIT
Underlying operating profit is a core performance metric on which
we measure the year to year performance of the business. It includes
the value of profits deferred for recognition in future periods.
Underlying operating profit captures the performance and running
costs of the business including interest on the capital structure, but
excludes operating experience and assumption changes, which by
their nature are less predictable and can vary substantially from
period to period.
2024 underlying operating profit grew by 34% to £504m (2023:
£377m), as we strongly outperformed against both the prior year
and our profit growth target. We set the 15% per annum profit
growth target from the 2021 baseline (£211m), and significantly
outperformed a more than doubling of underlying operating profit
in three years instead of five.
Year ended
31 December
2024
£m
Year ended
31 December
2023
£m
Change
%
New business profit 460 355 30
CSM amortisation (71) (62) 15
Net underlying CSM increase 389 293 33
In-force operating profit 236 191 24
Other Group companies’
operating results (17) (15) 13
Development costs and other (35) (24) 46
Finance costs (69) (68) 1
Underlying operating profit
2
504 377 34
1 The classification of costs within Other group companies operating results and
Development costs and other has been aligned with the presentation in Solvency II.
2 See reconciliation to IFRS profit before tax further in this Business Review.
NEW BUSINESS PROFIT
New business profit was up 30% at £460m (2023: £355m) driven by
36% increase in shareholder funded Retirement Income sales to
£5.3bn (2023: £3.9bn). Despite the significantly higher volumes, we
continued to focus on risk selection, which combined with strong
pricing discipline, market insight and internally originating increasing
quantities of illiquid assets all contributed towards offsetting the
headwind of tighter credit spreads. New business margin decreased
to 8.7%(2023: 9.1%), but was in-line with the recent average.
movement in csm
The total movement in CSM represents the net underlying increase of
profit deferral in CSM during the year before any transfers to CSM in
respect of operating experience and assumption changes recognised
in the current year.
The new business profit of £460m deferred in CSM is three times
higher than the CSM in-force release (£154m). This provides a healthy
level of replacement profit, and demonstrates the value of new
business written during the year relative to the CSM release from
existing business. This strong growth dynamic increases the CSM
store of value, which predictably releases into the recurring in-force
profit infuture years.
CSM amortisation is the release from the CSM reserve into profit as
services are provided, net of accretion (unwind of discount) on the
CSM reserve balance (see below). £71m of net CSM amortisation
(2023: £62m) is a £154m release of CSM into profit, offset by £83m
of interest accreted to the CSM. The £154m CSM release into profit
(2023: £129m) represents 6.2% (2023: 6.2%) of the CSM balance
immediately prior to release.
Accretion at locked in rates on the CSM balance was £83m (2023:
£67m), adding 3.4% (2023: 3.4%) to the CSM. The rate of accretion
reflects the interest rates locked in on IFRS 17 transition and
prevailing rates for subsequent new business written.
IN-FORCE OPERATING PROFIT
In-force operating profit represents investment returns earned on
surplus assets, the release of allowances for credit default, CSM
amortisation, release of risk adjustment allowance for non-financial
risk and other items. Taken together, these are the key elements of
the operating profit from insurance activities on an IFRS 17 basis.
Year ended
31 December
2024
£m
Year ended
31 December
2023
£m
Change
%
Investment return earned on
surplus assets 133 100 33
Release of allowances for
creditdefault 29 28 4
CSM amortisation 71 62 15
Release of risk adjustment for
non-financial risk/Other 3 1 n/a
In-force operating profit 236 191 24
The in-force operating profit increased by 24% to £236m (2023:
£191m), driven by a significant increase in investment return, as
a result of a greater amount of surplus assets. The higher release
of allowance for credit default reflects growth in the investment
portfolio that backs the insurance guarantees we provide to our
customers. Increase in CSM amortisation is due to growth in the
CSM release offset by the higher accretion asnotedearlier.
OTHER GROUP COMPANIES’ OPERATING RESULTS
Other Group companies operating results of £17m (2023: £15m)
include the net cost of corporate and proposition related initiatives in
the HUB group of businesses and the Group’s holding companies. This
reflects the Group’s commitment to investing in delivery against our
longer-term strategic priorities.
31STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
business review continued
When combined with our proven ability to originate high-quality
illiquid assets, shareholder capital invested in new business adds
substantially to increasing existing shareholder value.
Shareholder funded DB sales at £4,275m (2023: £2,999m) were up
43%, as we were consistently busy throughout the year. In November,
we announced our largest DB transaction to date at £1.8bn with the
G4S pension scheme, comprising a full scheme Buy-in with c.22,500
pensioner and deferred members. In writing this transaction,
we demonstrated our extensive structuring and operational
capabilities, including our large deal framework and DB Partner
(funded reinsurance) proposition to reinsure all of the investment and
longevity risks on 60% of the deal, with the remaining 40% subject
to our existing reinsurance structures on new business. Theupfront
origination fee received from our external reinsurance partner
partially offsets the new business strain incurred on the £4.3bn of
DB new business funded by Just’s shareholders. Transactions of
this type are additive to Just’s core shareholder funded business by
generating incremental fee income, while being repeatable, scalable
and providing optionality going forward. Adding both shareholder
funded and partner sales, DB wrote £5,376m of new business, up 57%
year on year (2023: £3,415m), representing an 11% share of a £47bn
DB market in 2024 (source: ABI, Just analysis).
In 2024, we completed 129 deals, of which 120 were below £100m
in transaction size. Prior investment in our proposition and early
positioning enabled Just to take advantage of the very strong market
demand, particularly for small transactions, which are typically
less hedged to interest rates. Over the past three years, Just has
completed 265 transactions, representing over a third of all deals
written in the market during that time. As part of our proposition to
EBCs (employee benefit consultants), trustees, and scheme sponsors,
we are always available to service and quote for schemes of all sizes,
as evidenced from our consistently high activity levels. Our whole of
market offering is demonstrated by the 2024 transaction range from
£0.5m (our smallest to date) to £1.8bn (our largest to date).
We maintained our leadership position in the less than £100m
transaction size segment, writing £1.8bn of business (2023: £1.4bn),
with a further £1.7bn from the £100m-£1bn medium transaction size
segment. Combined, we estimate that this resulted in a c.20% market
share by value in the up to £1bn transaction size part of the market,
a doubling over the past three years. Due to schemes improved
funding position, there are now increased opportunities in the large
deal transaction size segment (£1bn plus), as per 2024’s £1.8bn G4S
transaction, where we will continue to actively quote and selectively
participate. Our proprietary bulk quotation and price monitoring
service, (“Beacon”), continues to grow in popularity with over 350 DB
schemes now onboarded. Demonstrating the success of the service,
all major EBCs completed a transaction during the year, reflecting its
universal adoption across the industry. Beacon provides access to the
DB de-risking market for trustees, accelerates transaction flow for EBCs
by providing a streamlined process and provides a steady source of
completions for Just. Recent examples include a £0.8m DB transaction
with a charity, an £8m scheme that had been price monitored since
2021, before interest rates rose, and a £30m scheme where we
transacted only six weeks after first receiving the member data – a
unique turnaround time due to our talented people, client focussed
culture, systems infrastructure and streamlinedprocesses.
GIfL sales were up 16% to £1,033m (2023: £894m). A strong
foundation from the first half, together with continued market
strength in the second half enables us to utilise our market leading
medical underwriting to risk select more profitable and niche
segments of a larger individual GIfL market. Due to the higher
customer rates now on offer, advisers and customers are positively
inclined to use guaranteed income in their retirement planning.
Theintroduction of the FCA’s Consumer Duty in July 2023 and the
findings from the FCA’s thematic review into retirement income
advice published in March 2024 are leading advisers to re-examine the
importance of considering guaranteed solutions to help customers
achieve theirobjectives.
DEVELOPMENT Costs and Other
Development costs and other include development costs of £25m
(2023: £17m) and £10m of other items (2023: £7m). Development
costs relate to investment in systems capability, in addition to
various business lineand functional transformation. This investment
will enable Justto continue to grow efficiently allowing us to
increasingly benefitfrom operational gearing, while managing our
risks and delivering products and services to our customers and
businesspartners through the latest technology.
FINANCE COSTS
Finance costs are stable at £69m (2023: £68m). These include the
coupon on the Group’s Restricted Tier 1 notes, as well as the interest
payable on the Group’s Tier 2 and Tier 3 notes.
Due to favourable market conditions, in September 2024, the Group
prudently refinanced its £250m Tier 2 (callable from October 2025)
and £155m Tier 3 (repaid in February 2025) into a single £400m
Tier 2 bond, while extending maturity to 2035. A larger and more
liquid bond has expanded the pool of investors available to Just,
which improved pricing, while also acting as a reference point for
futureissuance.
Reflecting growth in the balance sheet and our ambitious growth
plans for the future, in June 2024, we exercised our ability to increase
the £300m revolving credit facility to £400m, while extending it to
June 2027. The facility is provided by eight banks and has not been
drawn upon since inception.
On a statutory IFRS basis, the Restricted Tier 1 coupon is accounted
for as a distribution of capital, consistent with the classification of
the Restricted Tier 1 notes as equity, but the coupon is included as
afinance cost on an underlying and adjusted operating profit basis.
RETIREMENT INCOME SALES
Year ended
31 December
2024
£m
Year ended
31 December
2023
£m
Change
%
Defined Benefit De-risking
Solutions (“DB”)
1
4,275 2,999 43
Guaranteed Income for Life
Solutions (“GIfL”)
2
1,033 894 16
Retirement Income sales
(shareholder funded) 5,308 3,893 36
DB Partner (funded reinsurance)
1
1,101 416 165
Total Retirement Income sales 6,409 4,309 49
1 Adding the DB shareholder funded and Partner business leads to total DB de-risking
sales volumes of £5,376m (2023: £3,415m).
2 GIfL includes UK GIfL, South Africa GIfL and Care Plans.
The structural drivers and trends in our markets underpin our
confidence that we can continue to deliver attractive returns and
growth rates over the long-term. We are extremely well positioned to
take advantage of the growth opportunities available in both of our
chosen markets. Over the past three years, rising interest rates have
accelerated the closure of, and in most cases eliminated, DB pension
scheme funding gaps. Therefore, more of our target schemes are able
to begin the process to be “transaction ready”, accelerating business
into our short/medium-term pipeline that previously would have been
expected to transact in the second half of the decade. The retail GIfL
market is also buoyant, driven by the customer rate available and
advisers shopping around in the Open market. The level of long-term
interest rates directly influences the customer rate we can offer,
which is further augmented by individual medical underwriting.
This increases the value of the guarantee to customers, making
the product more attractive relative to other forms of retirement
income. We will take advantage of this very strong market backdrop
through our low-strain new business model, which enables us to fund
our ambitious growth plans through the Group’s cash generation.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202432
In recognition of our consistent level of customer service and
excellence, in November, at the FT Financial Adviser Service Awards
(“FASA”), Just won its 20th consecutive five star award in the
Pensions and Protection Providers category, and five star award for
the 15th time in the Mortgage Providers category. In both categories,
Just scored particularly highly on product support, product
knowledge, communications and reliability. This consistent high level
of service was achieved even as business volumes grew strongly
in 2023 and 2024, and is a testament to the dedication from the
customer serviceand business development teams.
LIFETIME MORTGAGES ADVANCES
2024 internally funded lifetime mortgage advances were £326m
(2023: £164m). In 2024, the LTM market fell by 11% to £2.3bn, but
began to stabilise towards the end of the year. We continue to be
selective, and use our market insight and distribution to target
certain sub-segments of the market. LTMs remain an attractive
assetclass, however, in a higher interest rate environment, the
capital charge attaching to the NNEG risk becomes onerous and
hence we carefully monitor the loan to value and borrower age at
inception. Prior investment in LTM digital capabilities and proposition
has been well received by financial advisers, resulting in retention
ofour five star service award, as mentioned above.
RECONCILIATION OF UNDERLYING OPERATING PROFIT
TOIFRS PROFIT BEORE TAX
Year ended
31 December
2024
£m
Year ended
31 December
2023
£m
Underlying operating profit
1
504 377
Operating experience and
assumptionchanges (37) 52
Adjusted operating profit before tax
1
467 429
Investment and economic movements 18 92
Strategic expenditure (23) (17)
Adjustment for transactions reported
directly in equity in IFRS 20 16
Adjusted profit before tax
1
482 520
Deferral of profit in CSM (369) (348)
Profit before tax 113 172
1 Alternative performance measure, see glossary for definition.
OPERATING EXPERIENCE AND ASSUMPTION CHANGES
As usual, the Group carried out a full basis review in December
2024, and has updated its longevity reserving using the CMI 2023
mortality tables (2023: CMI 2022). Assessment of the longer-term
impact of the pandemic on the population continues to evolve.
Our year end assumptions reflect our expectation that longer term
mortality rates are predicted to be marginally higher than previously
as challenges over NHS funding, retention of healthcare staff and
insufficient investment mean that future healthcare capacity could
be insufficient to meet increased demand from an ageing,
growing population.
Operating experience and assumption changes were £(37)m (2023:
£52m release). The Group reported negative operating experience of
£14m in 2024 (2023: negative £10m). Assumption changes resulted
in a £(23)m strengthening (2023: £62m reserve release), and were
primarily driven by a strengthening of the Group’s maintenance
expense assumption. Sensitivity analysis is shown in notes 16 and 22,
which sets out the impact on the IFRS results from changes to key
assumptions, including mortality, expenses and property.
INVESTMENT AND ECONOMIC MOVEMENTS
Year ended
31 December
2024
£m
Year ended
31 December
2023
£m
Change in interest rates 1 (5)
Narrower/(Wider) credit spreads 6 44
Property growth experience (22) (13)
Other 33 66
Investment and economic movements 18 92
Investment and economic movements were positive at £18m (2023:
£92m). Movements in risk free rates have had a negligible effect due
to the revised hedging strategy that was first implemented in the
latter part of 2022 and continued into 2023 and 2024. This includes
the purchase of £4.0bn (2023: £2.5bn) of long dated gilts held at
amortised cost under IFRS. This approach has almost eliminated the
IFRS exposure
1
whilst also containing our Solvency II sensitivity to
future interest rate movements (see estimated Group Solvency II
sensitivities below).
Credit spreads further narrowed during 2024 leading to a positive
£6m movement (2023: credit spreads narrowed leading to a positive
movement of £44m). The LTM portfolio property growth performed a
little below the 3.3% annual long-term property growth assumption
(2023: 3.3% annual property growth assumption), resulting in a
negative variance. Other includes positives from corporate bond
default experience, investment return on surplus assets being above
the assumption allowed for in the in-force operating profit, offset by
lower asset trading and other variances.
1 See note 22 for interest rate sensitivities, with a 100 bps increase in interest rates
resulting in an increase in pre-tax profit of £19m and a 100 bps decrease in interest
rates resulting in a decrease in pre-tax profit of £(24)m.
STRATEGIC EXPENDITURE
Strategic expenditure was £23m (2023: £17m). This included
increased investment to scale and bring to market various retail
related propositions, corporate project costs and costs in relation to
the implementation of Consumer Duty, Solvency UK reforms, and the
internal model update.
33STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
UNDERLYING EARNINGS PER SHARE
Underlying EPS (based on underlying operating profit after attributed
tax) has increased to 36.3 pence (2023: 27.9 pence).
Year ended
31 December
2024
Year ended
31 December
2023
Underlying operating profit (£m) 504 377
Attributable tax (£m) (126) (89)
Underlying operating profit after
attributable tax (£m) 378 288
Weighted average number of shares
(million) 1,040 1,032
Underlying EPS
1
(pence) 36.3 27.9
1 Alternative performance measure, see glossary for definition.
EARNINGS PER SHARE
Earnings per share (based on net profit after tax, see note 10)
has decreased to 6.5 pence (2023: 11.3 pence). This includes any
operating experience and assumption changes, the non-operating
items and deferral of profit to the CSM reserve, and reflects the
IFRS17 statutory profit.
Year ended
31 December
2024
Year ended
31 December
2023
Profit before tax (£m) 113 172
Tax (£m) (33) (43)
Profit attributable to equity holders
ofJust Group Plc (£m) 80 129
Coupon payments in respect of
Tier 1 notes (net of tax) (£m) (12) (12)
Earnings (£m) 68 117
Weighted average number of shares
(million) 1,040 1,032
EPS (pence) 6.5 11.3
CAPITAL MANAGEMENT
The Group’s proforma capital coverage ratio was 204% at
31December 2024, including a recalculation of transitional measures
on technical provisions (“TMTP”) (31 December 2023: 197% including
a recalculation of TMTP). The Solvency capital coverage ratio isa key
metric and is one of the Group’s KPIs.
Unaudited
Proforma
31 December
2024
1
£m
31 December
2023
1,2
£m
Own funds 3,055 3,104
Solvency Capital Requirement (1,494) (1,577)
Excess own funds 1,561 1,527
Proforma Solvency capital coverage ratio
3
204% 197%
1 Includes a recalculation of TMTP.
2 2023 capital position is the reported regulatory position as included in the Group’s
Solvency and Financial Condition Report as at 31 December 2023.
3 2024 capital position is presented on a proforma basis after the impact of the February
2025 repayment of Tier 3 subordinated debt. As reported in Note 30 the capital ratio
at 31 December 2024 was 211% prior to this repayment. The 2024 capital position is
estimated.
The Group has approval to apply the matching adjustment and TMTP
in its calculation of technical provisions and uses an internal model
tocalculate its Group Solvency Capital Requirement (“SCR”).
In July 2024, the Group received approval to expand the scope of
its revised internal model, and applied it to include the Partnership
business from 30 September 2024, which previously had its capital
requirement calculated using Standard Formula. The application of a
full internal model from this date has led to increased diversification
benefits between the Group’s two life companies, which has
resulted in a reduction in SCR. This one-off effect accounted for 6%
of the increase in the capital coverage ratio, and is included in the
management actions and other items line in the Movement in Excess
Own Funds analysis below.
MOVEMENT IN EXCESS OWN FUNDS
1
The business is delivering sufficient cash generation, which
augmented with management actions, supports the deployment of
capital to capture the significant growth opportunity available in our
chosen markets, provide returns to our capital providers and further
investment in the strategic growth of the business.
The table below analyses the movement in excess own funds, in the
year to 31 December 2024.
Unaudited
Year ended
31 December
2024
(Proforma)
£m
Year ended
31 December
2023
£m
Opening excess own funds at 1 January 1,527 1,370
Operating
In-force surplus net of TMTP amortisation 178 168
Financing costs (48) (49)
Group and other costs (11) (8)
Cash generation
2
119 111
New business strain
3
(71) (35)
Development costs and other (25) (19)
Underlying organic capital generation
2
23 57
Management actions and other items 58 69
Total organic capital generation
2
81 126
Non-operating
Strategic expenditure (17) (13)
Dividends (23) (19)
Economic movements 49 (22)
Regulatory changes (42) 109
Capital actions
4
(14) (24)
Proforma closing excess own funds 1,561 1,527
1 All figures are net of tax and include a formal recalculation of TMTP where applicable.
2 Alternative performance measure, see glossary for definition. Definition of cash
generation has been revised in the year and development costs and other are now
stated outside of this measure. 2023 cash generation has been restated.
3 New business strain calculated based on pricing assumptions.
4 Capital actions are the effect of Tier 2 buyback (2023 and 2024) together with the
proforma impact of the February 2025 Tier 3 repayment) and includes the positive
effect (if any) from release of Solvency tiering restrictions.
BUSINESS REVIEW continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202434
UNDERLYING ORGANIC CAPITAL GENERATION AND
NEWBUSINESS STRAIN
The Group is focused on sustainable growth, whereby the various
costs of the business including TMTP amortisation, finance and other
costs, and new business strain is funded through the cash generation
from the existing in-force book. In 2024, we have delivered £23m
of underlying organic capital generation (2023: £57m), as the 36%
increase in shareholder funded new business led to a higher amount
of new business strain. Management actions and other items,
including the impact of the move to a full internal model, increased
the capital surplus by £58m (2023: £69m). This led to a total of £81m
from organic capital generation (2023: £126m).
In-force surplus after TMTP amortisation was up 6% to £178m, as
growth in assets was offset by lower release from the risk margin
reserve. The Solvency UK reforms led to a welcomed c.60% reduction
in riskmargin balance, which boosted the surplus by an upfront
£107min 2023, however, that prudent margin is no longer available
to release annually into future capital generation. Group and other
costs including non-life costs were £11m (2023:£8m), reflecting
the non-insurance subsidiaries. Finance costs were flat at £48m.
Cash generation available to support new business was £119m
(2023:£111m).
The Group continues to maximise the growth opportunities available
to increase shareholder value. In 2024, due to writing £5.3bn of
shareholder funded new business (2023: £3.9bn), new business
strain increased to £71m (2023: £35m), which represents 1.3% of
new business premium (2023: 0.9% of premium), well within our
target ofbelow 2.5% of premium, and outperforming the 5 year
average (1.5%). Thisis due to a continued combination of focused
risk selection and DB/GIfL business mix based on our market insight,
pricing discipline, operational gearing and originating sufficient
quantities of high-quality illiquid assets.
Development costs and other were £25m (2023: £19m).
NON-OPERATING ITEMS
Changes in capital surplus were as follows. Together, economic
movements summed to a £49m increase. This is derived from the
£(10)m effect of the increase in long term interest rates at year end,
but as the SCR fell more relative to the Own Funds, it resulted in a five
percentage point increase in the capital coverage ratio. Property price
growth experience was a little below the 3.3% long-term growth
assumption, which led to a £(19)m decrease, while various economic
and timing variances lead to a £78m increase.
Payment of shareholder dividends during 2024 cost £23m, while
strategic expenses reduced the capital surplus by a further £17m.
Regulatory changes relate to the Solvency UK reforms for matching
adjustment attestation and other items as explained in note 30.
Capital actions refer to the effect of raising £400m Tier 2 debt in
September 2024, the proceeds of which were used to fully repay
£250m (nominal) of Tier 2 debt in September/October 2024 and
£155m (nominal) of Tier 3 debt in February 2025. There were no
capital restrictions following the Tier 3 repayment or deferred tax
assets in the proforma closing excess own funds.
proforma GROUP SOLVENCY II SENSITIVITIES
The property sensitivity for an immediate 10% fall in UK house prices
has reduced to 6% (31 December 2023: 10%). This reduction has
been driven by modelling refinements following implementation of
the internal model on the Partnership business. We expect that a
reduced LTM backing ratio on new business will contain the Solvency
II sensitivity to house prices within risk appetite. The credit quality
step downgrade sensitivity has slightly reduced due to credit spreads
narrowing during the period, which decreases the cost of trading the
10% of our credit portfolio
3
assumed to be downgraded back to their
original credit rating.
Sensitivities to economic and other key metrics are shown in the
table below.
Unaudited
At 31 December 2024
CCR
%
Excess own
funds
£m
Proforma solvency coverage ratio/excess
own funds at 31 December 2024
1,2,3,4
204 1,561
-50bps fall in interest rates
(with TMTP recalculation) (4) 59
+50bps increase in interest rates
(with TMTP recalculation) 4 (59)
+100bps credit spreads
(with TMTP recalculation) 11 106
Credit quality step downgrade
5
(6) (89)
-10% property values
(with TMTP recalculation)
6
(6) (84)
-5% mortality (8) (129)
1 The sensitivities above are determined by applying stresses to single risk factors.
Stresses to multiple risk factors at the same time can create more severe outcomes
than on individual factors as reported above.
2 In all sensitivities the Effective Value Test (“EVT”) deferment rate is allowed to change
subject to the minimum deferment rate floor of 3.5% as at 31 December 2024.
3 The results do not include the impact of capital tiering restriction, if applicable.
4 Sensitivities are applied to the reported proforma capital position which includes a
TMTPrecalculation.
5 Credit migration stress covers the cost of an immediate big letter downgrade (e.g.AAA
to AA or A to BBB) on 10% of all assets where the capital treatment depends on a credit
rating (including corporate bonds, long income real estate/income strips; but lifetime
mortgage senior notes are excluded). Downgraded assets are assumed to be traded
to their original credit rating, so the impact is primarily a reduction in Own Funds from
the loss of value on downgrade. The impact of the sensitivity will depend upon the
market levels of spreads at the balance sheet date. In addition, for residential ground
rents, the Group has identified that the impact of downgrading the entire portfolio to
BBB would reduce Excess own funds (the capital surplus) by £22m and CCR% by two
percentagepoints.
6 After application of NNEG hedges.
RECONCILIATION OF IFRS EQUITY TO SOLVENCY OWN UNDS
31 December
2024
£m
31 December
2023
£m
IFRS net equity 1,246 1,203
CSM 2,328 1,959
Goodwill (34) (34)
Intangibles (6) (7)
Solvency risk margin (194) (196)
Solvency TMTP
1
409 637
Other valuation differences and
impact on deferred tax (1,316) (1,059)
Ineligible items (3) (5)
Subordinated debt 643 619
Group adjustments (18) (13)
Solvency own funds
1
3,055 3,104
Solvency SCR
1
(1,494) (1,577)
Proforma solvency excess own funds
1,2
1,561 1,527
1 Solvency capital coverage ratios as at 31 December 2024 and 31 December 2023
includes a recalculation of TMTP.
2 2024 capital position is presented on a proforma basis after the impact of the February
2025 repayment of Tier 3 subordinated debt.
35STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
BUSINESS REVIEW continued
Reconciliation from operating profit to ifrs consolidated statement of comprehensive income
The table below presents the reconciliation from the Group’s APM income statement view to the IFRS statement of comprehensive income
forthe Group.
Statutory accounts format
31 December 2024
Reported
1
£m
Quote date
difference
2
£m
CSM
deferral
3
£m
Adjusted
total
4
£m
Insurance
service
result
£m
Net
investment
result
£m
Other
finance
costs
£m
Other
income,
expenses
and
associates
£m
PBT
£m
Alternative profit measure format
New business profit 460 2 (462) –
CSM amortisation (71) 71 –
Net underlying CSM increase 389 2 (391) –
In-force operating profit:
Investment return earned on surplus assets 133 133 133 133
Release of allowances for credit default 29 29 29 29
CSM amortisation 71 71 154 (83) 71
Release of risk adjustment for
non-financial risk/other 3 3 7 (4) 3
Other Group companies’ operating results (17) (17) (17) (17)
Development costs and other (35) (35) (35) (35)
Finance costs (69) (69) (69) (69)
Underlying operating profit 504 2 (391) 115
Operating experience and assumption
changes (37) 22 (15) (12) (3) (15)
Adjusted operating profit before tax 467 2 (369) 100
Investment and economic movements 18 (2) 16 226 (192) (18) 16
Strategic expenditure (23) (23) (23) (23)
Adjustment for transactions reported
directlyin equity in IFRS 20 20 20 20
Adjusted profit before tax 482 (369) 113
Deferral of profit in CSM (369) 369 –
Profit before tax 113 113 149 298 (241) (93) 113
1 The rows and first numeric column of this table present the Reported alternative profit measure (APM) format as presented in the Underlying operating profit section and Reconciliation
of Underlying operating profit to IFRS profit before tax section of this review.
2 The Quote date difference adjustment is made because Just bases its assessment of new business profitability for management purposes on the economic parameters prevailing
atthe quote date of the business instead of completion dates as required by IFRS 17 (see new business profit reconciliation in the additional information section towards the end of
thisreport).
3 The CSM column presents how elements of the APM basis result are deferred in the CSM reserve held on the IFRS balance sheet consistent with the table in the Deferral of profit
in CSM section of this review. Under IFRS 17, new business profits and the impact of changes to estimates of future cash flows are deferred in the CSM reserve for release over the
lifeofcontracts.
4 The Adjusted total column is then transposed in the columns on the right-hand side into the IFRS statutory accounts Condensed consolidated statement of comprehensive income
format. Figures are presented on a net of reinsurance basis.
The IFRS profit before tax of £113m (2023: £172m) is reported after deferral of £460m new business profit in CSM (2023: £355m) and
assumption changes of £22m increase (2023: £67m reduction) in the balance sheet. The CSM amortisation recognised in the IFRS result of
£71m (2023: £62m) reflects the recognition of services provided in the year net of accretion. This is expected to increase as our stock of CSM
grows with new business. The pre-tax CSM closing balance stands at £2,328m (2023: £1,959m), as per the table on page 39.
Investment and economic movements recognised within IFRS finance costs of £192m (2023: £70m) include a full year’s worth of interest on
repurchase agreements of £146m (2023: £70m) that fund the Group’s increased amortised cost portfolio of sovereign gilts that now stands at
£4.0bn (2023: £2.5bn). Interest earned on the amortised cost gilts of £135m (2023: £54m) is reported within net investment result. Net interest
paid on collateral of £1m is reported gross within net investment result for interest income of £34m and in finance costs for interest paid
of £35m.
The remaining impact on Net investment result, and IFRS PBT, from investment and economic movements of £57m (2023: 145m) relates to
changes in long-term interest rates, and where the impact on the investment portfolio backing insurance contracts does not perfectly match
the impact on reserves.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202436
HIGHLIGHTS FROM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
The table below presents selected items from the Condensed consolidated statement of financial position. The information below is extracted
from the statutory consolidated statement of financial position.
31 December 2024
£m
31 December 2023
£m
Assets
Financial investments 34,390 29,423
Reinsurance contract assets 2,067 1,143
Cash available on demand 808 546
Other assets 657 726
Total assets 37,922 31,838
Share capital and share premium 199 199
Other reserves 944 943
Retained earnings and other adjustments (219) (259)
Total equity attributable to ordinary shareholders of Just Group plc 924 883
Tier 1 notes 322 322
Non-controlling interest – (2)
Total equity 1,246 1,203
Liabilities
Insurance contract liabilities 27,753 24,131
Reinsurance contract liabilities 94 125
Payables and other financial liabilities
1
7,889 5,608
Other liabilities 940 771
Total liabilities 36,676 30,635
Total equity and liabilities 37,922 31,838
1 Other payables has been aggregated with other financial liabilities in all periods presented.
The amounts reported in the Condensed consolidated statement of financial position above for Insurance and Reinsurance contracts include
our best estimate, risk adjustment and contractual service margin “CSM”. The analysis of these as reported in note 22 is included below.
31 December 2024 31 December 2023
Gross
£m
Net Reinsurance
£m
Net
£m
Gross
£m
Net Reinsurance
£m
Net
£m
Best estimate 23,970 (838) 23,132 20,758 64 20,822
Risk adjustment 1,052 (732) 320 924 (592) 332
CSM 2,731 (403) 2,328 2,449 (490) 1,959
Net closing balance 27,753 (1,973) 25,780 24,131 (1,018) 23,113
After tax, the closing CSM is £1,750m (31 December 2023: £1,471m).
Financial investments
During the year, financial investments increased by £4.9bn to £34.5bn (31 December 2023: £29.6bn). Excluding derivatives and collateral,
and gilts purchased in relation to the interest rate hedging, the core investments portfolio on which we take credit risk increased by 13% to
£27.0bn. The increase in the portfolio has been driven by investment of the Group’s £5.3bn of shareholder backed new business premiums and
credit spread tightening, offset by the increase in long-term risk-free rates at the 2024 year end compared to the previous year end, which
decreases the market value of the assets (and matched liabilities). The credit quality of the Group’s bond portfolio remains resilient, with 62%
rated A or above (31 December 2023: 54%), driven by an increase in allocation to UK government gilts. Our diversified portfolio continues to
grow and is well balanced across a range of industry sectors and geographies.
We continue to position the portfolio with a defensive bias. The Group continues to have very limited exposure to those sectors that are most
sensitive to structural change or macroeconomic conditions, such as auto manufacturers, consumer (cyclical), energy and basic materials.
The Group has further increased its infrastructure investments, driven by social housing and private placement assets. We continue to
increase long income real estate assets from a low base as we originated a number of large investments internally through our in-house
team, but reduced the allocation towards other sectors. The increase in government bonds and liquidity is driven by the tighter corporate
credit spreads, with excess cash and gilts expected to be recycled into corporate credit and illiquid assets as opportunities arise. The BBB rated
bonds are weighted towards the most defensive sectors including utilities, communications and technology, and infrastructure.
We prudently manage the balance sheet by hedging all foreign exchange and inflation exposure, and continue to execute strategic interest rate
hedging. This involves the purchase of £4.0bn of long dated gilts, which are held at amortised cost under IFRS. The effect is to significantly reduce
the Solvency II sensitivity to future interest rate movements, without exposing the IFRS position to interest rate volatility on these assets.
37STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Illiquid assets
To support new business pricing, optimise back book returns, and
further diversify its investments, the Group originates illiquid assets
including infrastructure, real estate investments, private placements
and lifetime mortgages. Income producing real estate investments
are typically much longer duration and hence the cash flow profile
isbeneficial, especially to match DB deferred liabilities.
In 2024, we funded £2.4bn of illiquid assets, which represents
a 45% new business backing ratio. Over the past two years, we
have invested in our Investments function, and are now directly
originating illiquids from particular asset classes (e.g. social housing,
private placements and commercial ground rents), in addition
to lifetime mortgages. These amounted to £1.0bn and £0.3bn
respectively. In parallel, we originated the remaining £1.1bn of
illiquid assets via a panel of 13 specialist external asset managers,
each carefully selected based on their particular area of expertise.
Our illiquid asset origination strategy allows us to efficiently scale
origination of new investments, and to flex allocations between
sectors depending on market conditions and risk adjusted returns.
To date, Just has invested £6.6bn in illiquid assets (excluding LTMs),
representing 24% of the investments portfolio (31 December 2023:
21%), spread across more than 360 investments (average £18m),
both UK and abroad. We have invested in our in-house credit team
as we have broadened the illiquid asset origination, and work very
closely with our specialist asset managers on structuring to enhance
our security, with a right to veto on each asset. We anticipate that
the Solvency UK and wider government reforms in pensions and
planning will increase the investment opportunities available to us
through wider matching adjustment (“MA”) eligibility criteria, such
as callable bonds, or assets with a construction phase, where the
commencement of cashflows is not entirely certain. These changes
to the MA are part of a package, that when fully implemented are
designed to support the pledge made by the insurance industry to
generate £100bn of productive investments over the next decade
to support UK economic growth.
Lifetime mortgages at £5.6bn represent 21% of the investments
portfolio, which we expect to continue reducing over time as we
originate fewer new LTMs and diversify the portfolio with other
illiquid assets. The loan-to-value ratio of the in-force lifetime
mortgage portfolio was 39.0% (31 December 2023: 38.2%), reflecting
the gradual seasoning of the mortgages across our geographically
diversified portfolio, as house price growth partially offset the
interest roll-up during the year. In 2024, shareholder funded LTM
advances were £326m (2023: £164m). We continue to be selective
and use our market insight to target sub-segments of the market.
The following table provides a breakdown by credit rating of financial
investments, including privately rated investments allocated to the
appropriate rating.
31 December
2024
£m
31 December
2024
%
31 December
2023
£m
31 December
2023
%
AAA
1
2,766 8 2,252 8
AA
1
and gilts 8,354 24 5,327 18
A
1,2
8,853 26 7,239 24
BBB
1,2
7,826 23 8,083 27
BB or below
1,2
195 1 176 1
Lifetime mortgages 5,637 16 5,681 19
Unrated
1
894 2 837 3
Total
1,2,3
34,525 100 29,595 100
1 Includes liquidity funds, derivatives, collateral and gilts (interest rate hedging).
2 Includes investment in trusts which holds long income real estate assets that are
included in investment properties and investments accounted for using the equity
method in the IFRS Consolidated statement of financial position.
3 The residential ground rent portfolio market value is £157m, and is rated AAA
(2023: £164m rated AAA and £12m rated AA).
business review continued
On 9 November 2023, the previous government published a consultation
seeking views on capping the maximum ground rent that residential
leaseholders can be required to pay, but did not implement any reform
of residential ground rent before dissolution of parliament ahead of
the election. The Group continues to closely monitor developments as
leasehold reform was included in the new government’s manifesto and
subsequent King’s Speech, and any adverse impact this may have on
the Group’s £157m by market value (2023: £176m market value) portfolio
of residential ground rents. Reflecting the uncertainty associated with
the Consultation, an adjustment was made at year end 2023 and the
same approach to that adjustment has been followed at year end 2024.
For further information on the Group’s approach to the valuation of
residential ground rents, see Note 16.
Sector
The sector analysis of the Group’s financial investments portfolio
isshown below and continues to be well diversified across a variety
of industry sectors.
31 December
2024
£m
31 December
2024
%
31
December
2023
£m
31
December
2023
%
Basic materials 109 0.4 149 0.6
Communications
and technology 1,154 4.3 1,334 5.6
Auto manufacturers 85 0.3 130 0.5
Consumer staples (incl
healthcare) 1,226 4.5 1,167 4.9
Consumer cyclical 178 0.7 197 0.8
Energy 278 1.0 378 1.6
Banks 1,469 5.4 1,606 6.7
Insurance 745 2.8 735 3.1
Financial – other 590 2.2 583 2.4
Real estate incl REITs 630 2.3 660 2.8
Government 3,081 11.4 1,767 7.4
Industrial 524 1.9 543 2.3
Utilities 2,452 9.1 2,637 11.0
Commercial mortgages
1
809 3.0 764 3.2
Long income
real estate
2
1,808 6.7 1,154 4.8
Infrastructure 3,512 13.0 2,473 10.3
Other 43 0.2 42 0.2
Bond total 18,693 69.2 16,319 68.1
Other assets 888 3.3 822 3.4
Lifetime mortgages 5,637 20.9 5,681 23.7
Liquidity funds 1,792 6.6 1,141 4.8
Investments portfolio 27,010 100.0 23,963 100
Derivatives, collateral 3,564 3,083
Gilts (interest rate
hedging) 3,951 2,549
Total 34,525 29,595
1 Includes investment in trusts which are included in investment properties in the IFRS
Consolidated statement of financial position.
2 Includes direct long income real estate and where applicable, investment in trusts
of £135m which are primarily included in investments accounted for using the equity
method in the IFRS Consolidated statement of financial position. Long income real
estate includes £1,651m commercial ground rents/income strips and £157m residential
ground rents.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202438
Reinsurance contract assets and liabilities
The Group has identified separate portfolios of reinsurance contracts, based on whether or not the underlying contracts transfer financial risk
in addition to longevity risk. The Group’s contracts transferring financial risk are quota share arrangements which are in asset positions. Since
the introduction of Solvency II in 2016, the Group has increased its use of reinsurance swaps rather than quota share treaties and these are in
liability positions.
Reinsurance assets increased to £2,067m at 31 December 2024 (31 December 2023: £1,143m) as the funded reinsurance in relation to the
DBPartner transaction in November 2024 was partially offset by other reinsurance quota share treaties which are in gradual run-off.
Cash and other assets
Other assets (primarily cash) remained consistent at £1.5bn at 31 December 2024 (31 December 2023: £1.3bn). The Group holds significant
amounts of assets in cash, so as to protect against liquidity stresses.
Insurance contract liabilities
Insurance contract liabilities increased to £27.8bn at 31 December 2024 (31 December 2023: £24.1bn). The increase in liabilities reflects
thenew business premiums written, offset by an increase to the valuation rate of interest and policyholder payments over the period.
Payables and other financial liabilities
Payables and other financial liabilities increased to £7.9bn at 31 December 2024 (31 December 2023: £5.6bn) due to an increase in repurchase
agreements used to fund the Group’s amortised cost portfolio of gilts which has increased by £1.4bn during 2024.
Other liabilities
Other liability balances increased to £940m at 31 December 2024 (31 December 2023: £771m).
IFRS net assets
The Group’s total equity at 31 December 2024 was £1.2bn (31 December 2023: £1.2bn). Total equity includes the Restricted Tier 1 notes
of£322m (after issue costs) issued by the Group. The total equity attributable to ordinary shareholders increased to £924m (31 December
2023: £883m).
DEFERRAL OF PROFIT IN CSM
As noted above, underlying operating profit is the performance metric on which we had based our profit growth target. This includes new
business profits deferred in CSM that will be released in future. When reconciling the underlying operating profit with the statutory IFRS profit
it is necessary to adjust for the value of the net deferral of profit in CSM.
Net transfers to contractual service margin includes amounts that are recognised in profit or loss including the accretion and the amortisation
of the contractual service margin. The table below is on a pre-tax basis:
Year ended 31 December 2024 Year ended 31 December 2023
Gross insurance
contracts
£m
Reinsurance
contracts
£m
Total
£m
Gross insurance
contracts
£m
Reinsurance
contracts
£m
Total
£m
CSM balance at 1 January 2,449 (490) 1,959 1,943 (332) 1,611
New Business initial CSM recognised 438 24 462 380 (37) 343
Accretion of interest on CSM 113 (30) 83 79 (12) 67
Changes to future cash flows at
locked-in economic assumptions (92) 70 (22) 203 (136) 67
Release of CSM (177) 23 (154) (156) 27 (129)
Net transfers to CSM 282 87 369 506 (158) 348
CSM balance at 31 December 2,731 (403) 2,328 2,449 (490) 1,959
The closing CSM balance (post tax) at 31 December 2024 is £1,750m (2023: £1,471m), which when added to £924m of total equity attributable to
ordinary shareholders (2023: £883m) less £39m (post tax) intangible assets (2023: £39m), results in Tangible Net Assets of £2,635m or 254p per share
(2023: £2,315m and 224p respectively), on which we earned a 15.3% Return on equity (2023: 13.5%).
Dividends
In line with our stated policy to grow the dividend over time, the Board is recommending a final dividend of 1.8 pence per share, or £19m,
bringing the total dividend for the year ended 31 December 2024 to 2.5 pence per share, or £26m. The 20% growth in total dividend is a repeat
of the 2023 dividend growth rate.
MARK GODSON
Group Chief Financial Officer
39STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
SUSTAINABILITY: TCFD
TAKING STEPS TO
A FAIRER FUTURE
Our sustainability strategy has three pillars:
You can discover more about our
sustainability story on our Group website
justgroupplc.co.uk/sustainability
Making a positive impact
Leaving a responsible footprint
Creating a fair world
You can read more about our
transition to net zero in our 2024
Transition Plan, on the Sustainability
section of our Group website.
OUR COMMITMENT TOWARDS NET ZERO
Scope 1 and 2
NET ZERO BY 2025
All Emissions
50% reduction
by 2030
(includes all Scope 3 emissions categories as per GHG protocol)
All Emissions
Net Zero by 2050
(includes all Scope 3 emissions categories as per GHG protocol)
OUR PROGRESS so far TO NET ZERO BY 2025
Just set an ambitious target to reach net zero in our own operations
(Scope 1 and 2) by the end of 2025. We have made great progress
towards the target so far, reducing our emissions by 651 tCO
2
e
(a90% reduction against our baseline). The trees we are planting
in partnership with EcoTree have already certified 59,518 tCO
2
e of
ex-ante credits for use against our net zero target. We had intended
to retire our credits once a minimum of a 90% absolute reduction
has been achieved, in line with the Science-Based Targets initiative’s
(SBTi) standards for net zero. We will continue to make further
reductions in 2025, before retiring any credits.
Methodology: We have used the GHG Protocol Corporate Accounting and Reporting Standard (revised edition), and
2024 emission factors from the Department for Energy Security and Net Zero. The organisational boundary of our
emissions reporting is operational control. Our operational boundary, comprises our directly owned and leased
offices and building emissions (including gas, fugitive gas, and electricity) as well as Scope 3 categories 5, 6, 7 and
15. We use both a sales intensity metric (tonnes of CO
2
e per £m retirement income sales) and an employee intensity
metric (tonnes of CO
2
e per employee) to normalise our data and provide useful performance indicators. Eshcon Ltd
conducts an annual review of Just Group plc’s data collation and calculation processes and provides verification of
the GHG Emissions Statement to ISO 14064-3 standards, with the exception of our investments emissions (Scope
3, category 15). We are in the process of setting near and long-term targets aligned with 1.5 degrees science based
target trajectory. 100% of the reported emissions relate to emissions in the UK and offshore area.
1000
Plan
200 300 400 500 600 700 800
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202440
99%
of our purchased electricity is from
renewable sources (REGO
1
certified)
90%
reduction in scope 1 and 2,
againstbaseline
250,000
trees planted since 2021 through
our partner ecotree
LEAVING A RESPONSIBLE FOOTPRINT
We are making good progress to achieving our 2030 target to reduce our
scope 3 emissions by 50% against our 2019 baseline. The emissions from our
investment activities make up the majority of our scope 3 emissions, and as of
28 June 2024, we have achieved a 36% emissions reduction on our investment
portfolio (on a tCO
2
e/$m nominal invested basis).
Furthermore, we have reduced the carbon footprint of our operations (Scope
1 and 2) by 90% since 2019 (market based). One of the biggest contributions
to this is from our switch to a Renewable Energy Guarantees of Origin
1
(REGO)
certified energy supply. 99% of our electricity supply is now from renewable
sources. Theremaining carbon emissions primarily come from gas usage in
our offices. We continue to optimise our heating schedule to better align with
colleague attendance, reducing our energy consumption and emissions. We
voluntarily include in our accounting, gas emissions from shared facilities
within the buildings for which we are tenants, such as communal cafeterias.
We feel this voluntary step allows us to acknowledge that we still have some
indirect gas emissions from our office activities and to take the responsibility to
engage with our landlords to assist with their own transition.
We are continuing with colleague education on the climate impact of different
methods of travel to continue to encourage a more sustainable way of
conducting our business. During the year we set carbon budgets to monitor
business travel activities and encourage emission reductions. We have reduced
the carbon footprint of our business travel activities by 69% since 2019.
As a growing business, we are seeing a naturally associated increase in
requirements for business travel. This means we are likely to need to use more
offsets than planned by the end of 2025, in order to bring our business travel
emissions to zero. We understand that by offsetting more than 10% we will not
meet the SBTi’s definition of ‘net zero’. If we constrain business travel further
we risk impacting our business growth. We acknowledge that including business
travel (as a Scope 3 activity) within our Scope 1 and 2 target was ambitious and
we are proud of the reduction we have made so far. We also have to balance
the growth requirements of the business with the fact that our business travel
emissions are small in comparison to our broader Scope 3 emissions. As such we
have decided to remove business travel from our 2025 net zero target. We have
re-aligned it with the net zero targets we have set for our other applicable Scope
3 emissions, where we have set a target to achieve an overall 50% reduction by
2030 and net zero by 2050. Having already made a 69% reduction on business
travel emissions since 2019, we are proud of the progress we have made to date.
1 The Renewable Energy Guarantees of Origin (REGO) scheme provides transparency
toconsumers about the proportion of electricity that suppliers source from
renewableelectricity.
MAKING A POSITIVE IMPACT
We understand we have a long way to go, including continuing to invest in assets
that support a positive impact. Like others we are on a journey to fulfil this goal.
Below we provide a breakdown of emissions relevant to Just. For some Scope 3
categories we are working on a methodology to allow us to calculate these figures.
We do not consider Scope 3 categories 2 and 8-14, inclusive, to be relevant to us due
the nature of our business. For our Scope 3 emissions, our investments make up the
majority and we have made good progress in reducing these by 36% since 2019, on
course to reach our 50% reduction target by 2030. Although we have not calculated
all relevant scopes, we remain confident that we are on track to achieve our 2030
and 2050 net zero targets. In the reporting year we increased the requirement for
our office-based employees to attend the office a minimum of 50% of their working
time (previously 40%). This has naturally led to an increase in employee commuting
emissions, however relative to our base year we have still seen a 45% decrease in
emissions on a per person basis.
Emissions – tCO
2
e
1,2
2024 2023
Scope 1 natural gas and fugitive gas
3,4
70 73
Scope 2 purchased electricity
4
202 177
Total emissions (location based) 272 250
Scope 2 purchased electricity
4
2 1
Total emissions (market based) 72 74
Scope 3 waste generated in operations
4
5.3 4.1
Scope 3 business travel
4,5
166 145
Scope 3 employee commuting/homeworking
4
1,016 666
Emissions – tCO
2
e
1
per $m nominal
Scope 3 investments
6
215 234
Usage – KwH
Scope 1 natural gas and fugitive gas
3
382,241 401,266
Scope 2 purchased electricity (location based) 974,407 854,557
Scope 2 purchased electricity (market based) 7,552 5,416
CREATING A FAIR WORLD
Creating a fair world is directly influenced by the way we carry out our
business and also the way we treat each other, namely colleagues,
customers, suppliers, or members of society at large.
We have committed to: The HM Treasury Women in Finance Charter,
The BITC Race at Work Charter, The Centre for Ageing Better’s Age-
friendly Employer Pledge, The Workplace Menopause Pledge, ABI
Transparency on Parental Pay and Making Flexible Work campaigns,
Disability Confident Employer Scheme.
We are members of: The Asset Owner Diversity Charter,
Progress Together, Group for Autism, Insurance, Investment and
Neurodiversity, 55/Redefined, The UK Stewardship Code.
We are also in partnership with impact platform, OnHand, allowing
colleagues to track their sustainability actions alongside local
opportunities to do good.
You can read more about Creating a fair world within our Colleagues
and Culture section on pages 54 to 57.
50%
of our board are women
(as at 31 December 2024)
47%
women in the most
senior population*,
exceeding 40% target
16%
of senior leadership
arefrom an ethnic
minority background,
target of >16%*
£112k
donated to charity by
the business and our
colleagues in 2024
£315m
invested in eligible
green and social
assets in 2024
* The ‘senior population’ definition
for our December 2026 targets have
been aligned with the HMTreasury
Women in Finance Charter and
comprises Executive committee
members and their direct reports.
41STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
sustainability: TCFD continued
Intensity ratios
7
Market based Location based
2024 2023 2024 2023
tCO
2
e per £m sales 0.01 0.02 0.04 0.06
tCO
2
e per FTE 0.05 0.06 0.20 0.22
1 Tonnes of carbon dioxide equivalent (“tCO
2
e”).
2 Scope 3 (purchased goods and services), (fuel and energy related activities) and
(upstream transportation and distribution) are not reported at this time.
3 Fugitive emissions (nil) are based on any on-site chiller system refrigerant gas escape.
4 In scope of review by Eshcon Ltd.
5 We have improved our methodology for business travel to align with a predominantly
mileage-based methodology. We are unable to retrospectively apply this methodology.
6 Data as of 28 June 2024. See breakdown on page 51.
7 Intensity ratios based on Scope 1 and Scope 2.
Strategy and Governance
WHY CLIMATE CHANGE IS IMPORTANT FOR JUST
We are aware of the increasing need to protect our business from
the risks and effects of climate change and to reduce the impact
we have on the planet to continue achieving our purpose. However,
there are still many uncertainties regarding how the impacts
of climate change will develop, with future government policy
potentially playing a significant role. The potential climate change
impacts on Just are interconnected with other sustainability issues.
Werecognise this is ajourney and we plan to continue to work
towards limiting the effects of climate change.
Making a
positive impact
CREATING a
fair world
Leaving a
responsible footprint
STRATEGIC OVERVIEW
We have built our sustainability strategy around the United Nations’
Sustainable Development Goals and three guiding themes: Making
a positive impact, Leaving a responsible footprint and Creating a
fair world. The strategy is aligned to those Sustainable Development
Goals where we believe we can make the most difference.
Just has made a commitment to reach net zero in its own emissions
(scope 1 and 2) by 2025 and in all other emissions (scope 3) by 2050,
with a 50% reduction overall by 2030. This commitment aims to align
with the Association of British Insurers’ Climate Change Roadmap,
published on behalf of the insurance industry. This year the SBTi
have granted an extension, to submission deadlines for financial
institutions, which we have accepted. The timing of our submission
therefore will now align with the revised deadlines published
this year.
In 2024 we published the second iteration of our Transition
Plan,which can be found on our Group website:
www.justgroupplc.co.uk/sustainability. This outlines our focus
for 2024 and 2025. In 2026 we will publish the third iteration
of our Transition Plan in 2026 to conclude with reaching our first
near term emissions reduction target at the end of 2025.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202442
The Group’s strategic objectives are aligned to growth and careful planning is needed to
achieve growth without an undue impact on our transition to net zero. Climate change and
wider sustainability issues are important considerations when we make strategic decisions as
a business. Just incorporates sustainability into the Group strategy development process and
subsequently the Group strategy execution plan. The plan progress is monitored monthly by
the Group Executive Committee and quarterly by the Group Board. The link between our Group
strategic objectives and those of our sustainability strategy (our three sustainability pillars),
issummarised below:
Our pillars Our commitment How will we achieve our ambition? 2025 focus
Link to Just’s
strategic objective
MAKING A
POSITIVE
IMPACT
Develop and
offer sustainable
products
Innovate to support our existing
and new customers by delivering
sustainableproducts
Further develop propositions
to support our customers
Increase our
green financing
opportunities
Look for further opportunities to
fund green and social assets
Continue allocating in line with
existing targets
LEAVING A
RESPONSIBLE
FOOTPRINT
Protect our business Grow in a sustainable way so Just
remains strong for future colleagues
and customers
Embed sustainability into
businessplanning
Invest responsibly Continue to integrate responsible
investment criteria into our
investment decisions
Continue enhancing our
investment approach
Attain net zero in
our own operations
by 2025
Identify areas of efficiencies and
initiatives to enact
Reduce the need for carbon
intensive fuels in our properties
Attain net zero
in our scope 3
emissions by 2050
(including a 50%
reduction by 2030)
Decarbonise our investmentportfolio Meet our additional set of targets
aligned to Net-Zero Asset Owner
Alliance (“NZAOA") and have our
targets validated by the SBTi
Continue to support our colleagues
in finding ways to reduce their
ownemissions
Further education on business
travel impacts and embed
sustainable travel initiatives for
our employees. Encouraging
reduction first followed by a use of
lower emission alternative travel
methods, where possible
Engage with our supply chain and
partners to understand their plans for
net zero and encourage reductions
Continue engaging with our supply
chain, where possible, and improve
data collection and analysis
CREATING A
FAIR WORLD
Manage with
good governance
Continue to integrate sustainability
throughout our business and ensure
itis governed to a high standard
Increase employees’ awareness
of sustainability issues through
annual training, communications
and engagement opportunities
Improve diversity
and inclusion
Build a diverse workforce Monitor and review progress
against ethnicity and gender
diversity targets
Support health
and wellbeing of
ourcolleagues
Continue to deliver against our
strategic objective of building
aworkforce that is proud to
workatJust
Retain a positive and
supportiveculture
Support our
customers
(poverty,income
and housing)
Continue to provide sound and
helpful advice and continue
to provide support to our
charitablepartners
Increase awareness of initiatives
to support our customers
STRATEGIC PRIORITIES
Grow sustainably
Scale with technology
Reach new customers
Be recommended by our customers
Be proud to work at Just
43STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Sustainability and Climate Change Governance
The Group Board is responsible for setting the Group’s sustainability
strategy and targets. The Group Chief Executive Officer (“CEO”) is
responsible for delivery of the sustainability strategy and associated
emissions targets, delegating responsibilities, as appropriate, to
management and various governance bodies shown in the table
below. The Group Chief Risk Officer (“GCRO”) has been appointed as
the executive sponsor for sustainability and holds the designated
Senior Management Function for climate change. The Group Board
also includes a sustainability sponsor responsible for ensuring
the Board is appropriately discussing sustainability matters
includingclimate.
A section of the Group Executive Committee and the Group Board
meetings are dedicated to sustainability on a quarterly basis. More
information on the activities of the Group Board in the reporting year
can be found in the Governance section on page 82. Our governance
structure is regularly reviewed to ensure it remains appropriate for
the business and ensures sustainability matters are given sufficient
time and debate at the appropriate level. Thefrequency and level of
oversight are listed in the table below:
Focus Areas Frequency Chair/Owner
Responsible lead
1. Sustainability lead
(Non-Executive
Director)
Responsible for championing sustainability at Board level. Ongoing Mary Kerrigan
Meets regularly with executive management to discuss
sustainabilityinitiatives and emerging developments.
Quarterly
2. Group Chief
ExecutiveOfficer
Executes the sustainability strategy approved by the Group
Boardanddelegates responsibilities, as appropriate.
Ongoing David
Richardson
3. Executive Sponsor
forSustainability
Oversees and communicates sustainability initiatives
to the business.
Ongoing Alex Duncan
Committees
4 Group Board Sets sustainability strategy and targets. Annual review Board Chair
Receives updates on sustainability initiatives and activities. Quarterly
Approval of the annual report which includes sustainability reporting. Annual
5. Group Executive
Committee
Oversees new sustainability initiatives including emissions
reductionstrategies.
Quarterly Chief Executive
Officer
Monitors progress of ongoing sustainability initiatives. Quarterly
Oversees progress to reach diversity and inclusion targets. Quarterly
Reviews any proposed changes to diversity and inclusion targets. Annual
Tracks sustainability management information and progress
againstthe Group Strategy Execution plan.
Monthly
6. Group Audit
Committee
Reviews the appropriateness and clarity of climate-related
disclosures and compliance with financial reporting standards
intheannualreport.
Annual Chair of Audit
Committee
7. Group Nomination
and Governance
Committee
Considers sustainability as part of the skills gap analysis and any
impact on succession planning for future director appointments.
At least annually Board Chair
8. Group Risk
andCompliance
Committee (“GRCC”)
Receives an update on the status of various climate risk actions
andany concerns about the delivery of the actions.
As required Chair of GRCC
Oversees sustainability and climate-related risks in the full Group
ORSA and quarterly ORSA updates.
Annual and quarterly
Considers sustainability and climate-related risks within the Risk
Appetite Framework.
At least annually
9. Group Executive
RiskCommittee
Considers the reports for GRCC prior to submission. As per 8 above Chief Risk
Officer
10. Remuneration
Committee
Formulates and monitors performance-related criteria for Executive
Directors and Senior Management (see page 109), which include
relevant sustainability targets.
Annual Chair of
Remuneration
Committee
11. JRL and PLACL
Investment
Committees
Approval of the Responsible Investment Framework, which forms
partof the investment framework.
Annual Chair of JRL
and PLACL
Investment
Committees
Oversight and review of ongoing adherence of investment activities
tomeet the Group’s net zero commitment.
Quarterly
Oversight and review of climate risks impacting the
investmentportfolio.
Quarterly
12. JRML Board Oversight of approach to reduce the emissions associated with the
LTM portfolio to support our net zero commitments.
Quarterly Chair of JRML
Board
Oversight and review of climate risks impacting the LTM portfolio. Annual
SUSTAINABILITY: TCFD continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202444
Focus Areas Frequency Chair/Owner
13. Sustainability
BondForum
Reviews the assets eligible for allocation to green and
sustainabilitybonds.
Quarterly Chief Risk Officer
14. Executive
Sustainability
Steering Committee
Oversight and approval of the implementation of various
sustainability initiatives across the Group and recommends items
to the GEC and other committees as appropriate. Reviews the
appropriateness and clarity of climate-related disclosures.
Quarterly Chief Risk
Officer
15. Sustainability
Working Group
Monitors the status of various sustainability initiatives and risks,
reporting into the Executive Sustainability Steering Committee. Act as
a forum for the sharing of knowledge relating to existing and future
sustainability related activities, market and regulatory developments.
Seek approval from the Executive Sustainability Steering Committee
for new initiatives or proposals for changes.
Monthly Sustainability
Manager/Head
of Responsible
Investment
Risks and Opportunities
RISK MANAGEMENT AND STRESS AND SCENARIO TESTING ANALYSIS
Scenario analysis remains a key tool for ensuring we have a deep understanding of the risks the Group faces over a long-term time horizon.
Three Network for Greening the Financial System (“NGFS”) scenarios were used again for 2024. For measuring the impact of climate change
onour LTM portfolio, we also use a specific set of scenarios using the Representative Concentration Pathway (“RCP”) for assessment of
physical risks and assuming that a minimum EPC rating of C is implemented by government for assessment of transition risks.
The management, identification and disclosure of climate-related risks and broader sustainability risks are key for Just. We recognise that
the potential impact from these risks may influence Just’s strategy. We also recognise that sustainability and climate-related risks impact
many of the other types of risks faced by Just, such as credit, market, operational, reputational, compliance and legal. The management
of sustainability and climate change risk are embedded within Just’s risk governance and management structures and reflected within
Just’s Enterprise Risk Management Framework as both a cross-cutting risk (a risk theme) and also as a risk in its own right. Within Just’s risk
management system, controls are linked to both the core risks and sustainability and climate change risk. This ensures that the relevant
business area remains responsible for managing the risk, whilst also allowing visibility by the Group Sustainability team.
Stress and scenario testing is used to deepen our understanding of the risks the Group faces and establish which risks could become more
prominent in certain scenarios. From this we better understand what early warning indicators we may need to be looking out for and what
management actions we can take; both now to help prevent the risks from materialising or weaken their impact upon the business if they did
materialise, and what actions we may want to take in the future. Assessing the risks in this way can also help to uncover the opportunities for
us as we transition to a net zero world.
SUMMARY OF KEY OPPORTUNITIES
The opportunities to Just are emerging as we develop our sustainability strategy and undertake further work to assess our business from a
sustainability perspective. We believe that certain opportunities have the potential to materially impact our business by increasing revenue,
while others, although not as impactful, could still offer positive financial or societal benefits.
Opportunity Timescale
Material
Impact
Link to Just’s strategic
objectives
Group: The increased opportunity to influence and support the transition to net zero
by engaging with asset owners, managers, suppliers, policy makers and other market
initiatives. This will support a market-wide transition which aligns with broader net
zerocommitments.
<5 years No
Investments: Emerging technology and innovation are seen as potential investment
opportunities. New products available via external asset managers, which focus more
specifically on climate and sustainability objectives, represent an opportunity to
providediversification across our investment portfolio.
<5 years No
Defined Benefit: There are opportunities to support a diversified client base of
scheme trustees in achieving their responsible investment and climate change goals.
Additionally, as ESG considerations become increasingly important for trustees when
choosing an insurer, we have the opportunity to position ourselves ahead of the market.
<5 years Yes
LTMs: There is an opportunity to provide more support to our customers to help
them make their homes more energy efficient and to access affordable borrowing
with the need increased due to continued higher energy costs. This could lead to an
improvement of the EPC rating of our property portfolio and a reduction in energy costs
for our customers. As part of this, we are also exploring a retrofitting proposition to help
customers access lending or direct them to grants for specific retrofitting needs.
<5 years No
Retail: New products are emerging in the market that focus on responsible investment
and ‘green’ products. We are considering how best to further enhance our approach
andproducts and services.
5 – 10 years Yes
STRATEGIC PRIORITIES
Grow
sustainably
Scale with
technology
Reach new
customers
Be recommended
by our customers
Be proud to work
at Just
45STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
SUMMARY OF KEY RISKS
Our climate risk assessment remains that our investment portfolio is the area with the largest potential exposure to climate-related transition
and physical risks.
As we continue to develop our process some new key risks have been identified in the reporting period, which can be seen in the table below
and are covered in more detail within the Further analysis of key risks section on page 48. The table below shows the key risks that have been
identified and whether there have been any changes in risk exposure for those identified in the previous reporting period. Additionally, the key
risks are categorised as either a physical or transition risk, or both. Physical risks are those related to the physical effects of climate change
and transition risks are those relating to an economy-wide transition to a low-carbon economy. We treat the timescale as to when we could
expect the risk to become a material concern to thebusiness.
Risk Impact Type Timescale Mitigation 2024 change
More stringent
energy performance
standards for
commercial and
residential property
Property values may
fall below the level of
the loan leading to
losses
Transition 5 – 10 years Fund EPC ratings for new LTM customers
to improve the energy performance
data we hold and help borrowers to
improve the energy efficiency of their
property. We offer discounted mortgage
rates to customers with more energy
efficienthomes.
Potential government assistance
for property owners’ energy
improvementcosts.
Consider energy performance ratings
when lending on LTMs.
Structure commercial loans to include
key performance indicators for energy
efficiency and other climate-related
factors.
No change to risk
identified
Increased impacts
and threats from
flooding and
coastal erosion
and furthermore
that particular
geographical areas
become uninsurable
or uninvestable.
For infrastructure
andincome
producing real estate,
the borrower’s
ability to service
and repay the loan
could be affected by
increased costs due
to physicalrisks
Physical <5 years Potential government action to protect
populated areas.
Review technical and environmental
duediligence reports to avoid vulnerable
infrastructure and income producing
realestate.
No change to risk
identified
Green investments
become difficult to
source or produce
lower yields
Unable to meet
the objectives
outlined under
our Responsible
Investment
Framework while
meeting investment
return needs
Transition <5 years Increase the range of sources of
origination for potential investments.
Availability of green investments
expected to continue to increase
duetogovernment focus.
No change to risk
identified
Credit investments
seen as exposed to
climate risks lose
market value
Income should
continue but with
increased risk of
default if issuers
cannot refinance at
an affordable price
Transition
and physical
10+ years Reduce and avoid such investments
in line with the Responsible
InvestmentFramework.
No change to risk
identified
Targets for reducing
emissions are
missed by Just
Reputational
damagefrom failing
to meet stated
commitments
Transition <5 years Commit and align with initiatives
required to reduce emissions.
Monitor progress.
Pursue Responsible Investment
Framework and align with relevant
external initiatives/guidance.
Enhance LTM proposition strategy
to support customers with energy
efficiency improvements.
Engage with our supply chain to
reducetheir emissions.
Marginal increase to
risk identified
SUSTAINABILITY: TCFD continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202446
Risk Impact Type Timescale Mitigation 2024 change
Energy load
shedding, rationing
or rapid increase
inprices
Increased demand
for office space,
increased costs
for employees
and the business
and a reduction
in operational
capabilities
Transition 10 years+ Continued monitoring of Government
intention around minimum energy
performance standards.
Increased due diligence on third-
party suppliers to assess their
understanding and readiness to handle
energy supply risks. Review potential,
where possible, for onsite renewable
electricity generation and storage at
ourofficespaces.
New risk identified in
reporting period
Damage to server
centres or other
critical third-party
infrastructure
Reduction in
operational
capabilities or
complete cessation of
critical operations
Physical 10 years+ Continue to conduct annual failover
anddisaster recovery tests.
Complete validation of the recovery
capability and resilience of services from
other key suppliers.
New risk identified in
reporting period
Group action
lawsuits directly or
indirectly against the
business or financial
service industry
Increased scrutiny
of our climate
strategy and those
of the wider industry,
reputational damage,
costly and resource
intensive to defend
Transition 10 years+ Maintain our progress towards achieving
established net zero targets.
Continue engagement with industry
bodies (such as the ABI), including
monitoring of current and future climate
change related group action lawsuits.
New risk identified in
reporting period
New climate-related
regulation or
legislation
Increased need for
resources or material
adaptation in our
products and services
to remain compliant
Transition <5 years Continue engagement with industry
bodies (such as the ABI) and continuous
horizon-scanning.
New risk identified in
reporting period
Mortality, Longevity
and Morbidity
model assumption
inaccuracies
Model risk failures
if the effects (both
negative and positive)
of climate change are
not properly factored.
Physical,
Transition
10 years+ Continue to track behavioural and
health trends and, as needed,
modifying assumptions and adjusting
reinsurancepercentages.
New risk identified in
reporting period
Scenario Testing Analysis
Since 2023, the “Divergent Net Zero” scenario has been phased out as part of the NGFS Phase IV. As a result we have adopted the NGFS
“Delayed Transition” scenario as our base case, the most closely aligned replacement available. Like our previous base case scenario, this
scenario is classified as “Disorderly” and represents a world with delayed near term climate action with strong policies required to limit
warming below 2˚C. We use the “Current Policies” and “Net Zero 2050” scenarios as a further exploration of physical and transition risks
respectively. We have taken an approach to assess the most extreme transition and physical risk scenarios to better understand the extent
to which this may affect the Group. Below we provide additional information on the scenarios we have used, which directly references the
descriptions found on the NGFS’ website: www.ngfs.net/ngfs-scenarios-portal/explore
NGFS SCENARIOS ASSUMPTIONS
Delayed
Transition
Delayed Transition assumes global annual emissions do not decrease until 2030. Strong policies are then needed to limit
warming to below 2 °C. Negative emissions are limited.
This scenario assumes new climate policies are not introduced until 2030 and the level of action differs across countries and
regions based on currently implemented policies.
The availability of carbon dioxide removal technologies is assumed to be low, pushing carbon prices higher than in Net Zero
2050. As a result, emissions exceed the carbon budget temporarily and decline more rapidly than in Well-below 2 °C after
2030 to ensure a 67 % chance of limiting global warming to below 2 °C. This leads to both higher transition and physical
risks than the Net Zero 2050 and Below 2 °C scenarios.
Net Zero 2050
(“NZ2050”)
Net Zero 2050 limits global warming to 1.5 °C through stringent climate policies and innovation, reaching net zero CO
2
emissions around 2050.
This scenario assumes that ambitious climate policies are introduced immediately. Carbon dioxide removal is used to
accelerate the decarbonisation but kept to the minimum possible and broadly in line with sustainable levels of bioenergy
production. Net CO
2
emissions reach zero around 2050, giving at least a 50 % chance of limiting global warming to below
1.5 °C by the end of the century, with limited overshoot (< 0.2 °C) of 1.5 °C in earlier years. Physical risks are relatively low
buttransition risks are high.
Current Policies Current Policies assumes that only currently implemented policies are preserved, leading to higher physical risks.
Emissions grow until 2080 leading to about 3 °C of warming and the severest of physical risks. This includes irreversible
changes like higher sea level rise.
47STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
SUSTAINABILITY: TCFD continued
DISORDERLY
ORDERLY
too little too late
Hot house world
TRANSITIONAL RISK
High
High
Low
Low
Delayed
Transition
Net Zero
2050
Current
Policies
PHYSICAL RISKS
OUR APPROACH
The qualitative side of our scenario testing exercise consisted of
the running of four workshops each centred around a key risk.
These were: energy supply and business interruption, litigation
and regulation, insurance (mortality, longevity and morbidity) and
property (investments). The workshop discussions then took each of
the three NGFS scenarios in turn, considering specifically what risks
could materialise in each scenario, alongside what early warning
indicators and pre-emptive and mitigatory management actions
could be taken. From this, identification was possible of the gaps
between what we are currently doing, what we could be doing and
what we may want to consider doing should the scenario in question
start to manifest. This also gave us an insight into the opportunities
that could exist for us to capitalise on.
For the quantitative side of the exercise we utilise MSCI data, by
mapping to the three chosen NGFS scenarios, to produce an updated
Climate Value-at-Risk (CVaR) metric (further details of this can be
found on page 51). Following this exercise we reviewed the data and
undertook an analysis of change for the numbers to identify the key
drivers for the changes and how each of the three scenarios could
potentially affect our credit portfolio. For our LTM portfolio support
from external specialists was used to provide us with modelling
outputs and an explanation of the three chosen NGFS scenarios’
potential impact. Both the credit portfolio and the LTM portfolio
consider the physical and transition risks of climate change.
Further Analysis of scenarios
ENERGY SUPPLY AND BUSINESS INTERRUPTION
Energy supply risks were identified across all three scenarios.
Thisincludes load shedding, rationing or a rapid increase in prices.
The effects of this risk include increased demand for office space,
increased costs for employees and the business and a reduction in
operational capabilities. Physical risks of severe weather events could
result, in some scenarios, in damage to our servers or other critical
third-party infrastructure. Energy security concerns for the UK were
also agreed to be prevalent in all scenarios, including an acceptance
that this risk is already materialising. Even in the ‘Net Zero 2050’
scenario, the risk was still considered to remain through, for
example, an increase in the deployment of retrofitting technologies
and associated energy demand. Current management actions are
helping to manage the risk on our critical infrastructure, such as
annual failover and disaster recovery tests that are conducted with
our third-party data centres. Further management actions were
identified to help us to prepare for scenarios of high energy prices or
low National Grid supply, including a focus on how these might affect
our ability for staff to work from home and their well-being.
LITIGATION AND REGULATION
Litigation risk comes from group action lawsuits directly or indirectly
against Just or the wider financial services industry. In scenarios with
a high physical risk, windfall taxes could be introduced on businesses
seen to profit from the negative effects of climate change, such
as life insurers. Additionally future climate related litigation and
regulation are uncertain and could create an increased need for
resources or material adaptation in our products and services to
remain compliant. In scenarios where the transition away from
fossil fuels nears completion, it was considered that the focus of
climate-related group action lawsuits could start to turn to other
high emitting sectors. The financial services industry produces the
most emissions from its investments and it was discussed that in
all scenarios, those who fail to make progress on decarbonising
their investment portfolio or meet publicly stated targets, could
conceivably become the new target of such groups. The risk of an
increase in climate related regulations for the financial services
industry materialising was viewed as inevitable. Whilst the ‘Current
Policies’ scenario looks at an effective freeze on any further
legislation and regulation, it was considered to be unrealistic.
A‘Current Policies’ scenario (a 3C degree global warming average)
could still materialise even with further litigation and regulation.
Fora Net Zero 2050 scenario this looked like an introduction of
minimum energy standards for properties as well as more stringent
Solvency requirements as regulators seek to ensure business can
cope with the physical losses of climate change or the transitional
burdens. This could be through increased quantitative requirements,
increased risk management requirements and/or increased
disclosure requirements.
INSURANCE RISK (MORTALITY, LONGEVITY AND MORBIDITY)
The Group’s primary insurance risk exposure is to longevity risk,
through the products we sell. In recent decades, life expectancy has
improved due to medical advances and lifestyle changes, which can
be expected to continue. Interacting factors, including government
policy and individual lifestyle choices, make it difficult to accurately
predict how much climate change could impact on longevity, but
this can be expected to evolve gradually over the years. All the three
scenarios explored could benefit the profitability of the products
we sell, however consideration needs to be given to the reliability of
models upon which this is based. Windfall taxes could be imposed on
businesses seen to profit from the negative effects of climate change
on people, especially in high physical risk scenarios. In all scenarios,
the inaccuracy of mortality assumptions could lead to model risk
failures if the effects of climate change are not properly factored in.
Examples include increase in mortality from heat related deaths and
reductions in mortality from improved air quality or a society-wide
transition to a vegetarian or low-meat diet.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202448
INVESTMENT RISKS:
Our credit investments are held as long-term investments.
Althoughthe value of the investments may be affected over
time bythe market’s view of the borrower’s credit quality, it is the
borrower’s ability to repay the debt that affects us the most.
Transition risks: The companies we invest in could face
additional costs due to the nature and rate of the transition or,
asaresult of substitutability, assets could become stranded.
Physical risks: Depending on the location, issuers we are invested
in may face higher costs from extreme weather events or sustained
asset damage. There may be business interruption from longer
duration physical impacts of climate change.
Material increased costs to the borrower, as a result of climate
change, may affect their ability to meet their debt repayment
obligations, increasing the risk of default. Sensitivity analysis of the
risk of default on our credit portfolio is included in note 16.
We seek to incorporate responsible investment, including climate
change and climate risk management across all of the teams within
the Investment Function, with all teams responsible for different
elements of the investment process as outlined below.
Our Responsible Investment Framework sets the basis for managing
the risk exposure arising from broader environmental, social and
governance risks, including climate change, and is monitored by the
Investment Committee. At the broader strategic level, we consider
the overall financed emissions of the portfolio and other metrics,
such as the portfolio’s exposure to issuers with science based targets,
to assess the portfolio’s potential future decarbonisation pathway.
For the purposes of implementation, we have split our approach into
the following areas:
• Top down: portfolio management and asset manager
duediligence.
• Bottom up: credit research and investment due diligence.
Top down:
For internally and externally managed assets, our approach
to portfolio management seeks to combine fundamental and
responsible investment data, to support with meeting our
overarching net zero objectives. The investment function uses
outputs from our proprietary emissions modelling tool as an
input into the investment decision making process while seeking
more information directly from issuer reporting, in the case of
internally managed assets, and via asset managers for externally
managedassets.
For externally managed assets, we seek to engage with our asset
managers to understand their broader approach to responsible
investment. We use our internal responsible investment manager
assessment questionnaire to source information on their approach
to responsible investment. The outputs of our assessment feed into
abroader manager performance assessment, the results of which
are presented to the Investment Committee and communicated to
our asset managers.
More information can be found on our responsible investment
manager assessment in our UK Stewardship Code report available
onour website www.justgroupplc.co.uk/sustainability.
Bottom up:
All of Just’s existing and prospective investments, where we have
veto rights in place, are scored using our internal classification
system (“PAYG”). In 2024 we enhanced this framework to remove
therestricted bucket (Red) due to there being significant overlap
withthis bucket and the Purple bucket.
• Purple – excluded: divestment and no new investment
• Amber – watchlist: invest but monitoring required
• Yellow – neutral: investment permitted
• Green – positive impact: investment encouraged
This ensures a consistent and robust approach is taken when
assessing environmental, social and governance risks, including
climate-related risks. Our classification system leverages information
from third party data providers, external asset managers (where
relevant) and directly sourced information from issuers.
As part of our analysis for PAYG, the Credit research team considers
a prospective investment’s financed emissions using reported or
estimated data before determining their recommendation.
To explicitly consider the physical and transition risks of climate
change, we leverage third party data on Climate Value-at-Risk
(“CVaR”), where data is available, primarily for our liquid corporate
bonds. The purpose of this data is to understand, directionally, the
potential impact of different climate change scenarios. Where data
is unavailable, which is primarily the case for illiquid investments, a
sector average based estimate that accounts for investment time
horizon is applied to produce a holistic assessment of the portfolio’s
exposure to physical and transition risks.
We actively consider investments in activities and issuers which
aresupportive or enabling of the overall transition to net zero,
suchas renewable energy production. We expect these investments
to exhibit less transition risk. For more information, please see
ourSustainability Bond Framework on our website
www.justgroupplc.co.uk/sustainability.
Just Group is exposed to property risk via the LTMs held on our
balance sheet. These LTMs are secured against residential properties
located across the UK. If the sale proceeds from the property are
insufficient to repay the accumulated loan balance on the death or
entry into long-term care of the customer, Just would suffer a loss
due to the no-negative equity guarantee.
Climate risk can lead to increased property risk on the LTMs held in
our investment portfolio due to changes in property values as a result
of physical risks or transitional risks, see pages 51 and 52.
What progress have we made to improve climate risk management
of the Investment Portfolio?
In 2024, we continued to enhance our approach to responsible
investment in the following ways:
• Enhanced our internal responsible investment classification
system to improve the granularity of our assessments.
• Obtained signatory status to the Financial Reporting Council’s
UKStewardship Code.
• Enhanced our approach to calculating financed emissions with
improvements in data integrity checks.
• Enhanced the capabilities of the team by hiring specialists fully
dedicated to responsible investment.
• Improved our overall governance and internal processes,
and produced an internal methodology document for
financedemissions.
On our LTM investments, our property underwriting assessments
allow for existing flood and coastal erosion risk. We have undertaken
climate change scenario analysis to improve our understanding of
how our lending policy and underwriting approach need to evolve
to manage any future exposure to climate change risk. We have
been engaging with the Equity Release Council (“ERC") and the
Partnership for Carbon Accounting Financials (“PCAF") on developing
a standardised approach to emission reporting to further support the
development of green lending and retrofit mortgages.
Property risk
The risk is attributable to both our LTM portfolio and also property
related investments outside of our LTMs. In high transition risk
scenarios the greatest risk may come from the introduction of
legislation and regulation mandating the retrofitting of properties
as well as the introduction of minimum energy-performance rating
standards. This could lead to significant costs for property owners, with
the burden also being passed on to businesses through their investment
interests and a reduction in future investment opportunities.
49STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
SUSTAINABILITY: TCFD continued
The introduction of minimum energy standards or retrofitting technologies could impact the value of properties which fail to meet these
standards. Significant costs associated with retrofitting or repairing properties could impact the ability of commercial property owners to
repay their debts, posing a risk to the company’s financial stability. Similarly for residential property owners, without central government
funding of private-sector options, a large number of property owners could struggle to fund the needed improvements.
One consideration made was that even in the ideal scenario of Net Zero 2050, where physical and transition risks remain the lowest,
weshould still expect to see a risk emerge around demand from property owners for retrofitting technologies.
In all scenarios, but especially those with a high physical risk, flooding poses a significant risk to existing infrastructure and income producing
real estate. In addition, coastal erosion and subsidence risks should be considered to increase in all scenarios, with flooding the physical risk
ofmostconcern.
With scenarios that present high transition risks, the demographics of a particular area could amplify this risk. For example, minimum EPC
standards may disproportionally affect areas that have a high concentration of property owners who live below the poverty line (who may
typically have less available funds in which to pay for energy improvements), which produces a concentration risk of properties falling behind
such standards. Without central government or local authority financial assistance, this could create a significant concentration of stranded
or significantly devalued assets in particular geographic areas.
Particularly in high physical risk scenarios, with more properties being at risk of flooding, there could be a risk that increasing amounts of
our assets become stranded. Interlinked with risks around flooding and stranded assets, the concept of compulsory purchase orders was
discussed. This would look similar to those made for projects such as High Speed (rail) 2 but for flood alleviation projects to protect towns
orother important national infrastructure.
It was identified that for all scenarios, whether transition or physical risks were the prevalent risk, there could materialise a risk that particular
geographical areas (or postal code areas) become uninsurable or uninvestable. This risk is already materialising for some areas of the UK
affected by extreme coastal erosion or repeated flooding.
METRICS AND TARGETS
The metrics below are used for our Investment Portfolio:
Metric Description Calculation Methodology
CLIMATE
VALUE-AT-RISK
(“cvar”)
A risk metric which is an estimation
of scenario-specific valuation impact
for transition and physical impacts,
atboth an issuer and portfolio level.
The CVaR for the in-scope credit portfolio is provided for three scenarios:
Delayed Transition, Net Zero 2050 and Current Policies. Each scenario
is presented as an aggregate of physical CVaR and transition CVaR and
is calculated by normalising the aggregate of the physical CVaR and
transition CVaR by the market value (GBP) of the portfolio.
property
VALUE-AT-RISK
(“Pvar”)
A risk metric derived from analysing
the potential reduction in property
values to derive a value at risk.
PVaR is the estimated reduction in property value due to climate change
as modelled using RCP8.5 in 2080. We apply the climate scenario to the
current LTM portfolio and property values in 2024, with no assumed
change in portfolio composition. This is a simplification as we expect
the geographic concentration of the portfolio will change as climate
risk underwriting changes the composition of new business over time.
Reduction in property value is calculated for increased risks of flooding,
subsidence and coastal erosion.
CARBON
FOOTPRINT
An impact metric that gives the
financed emissions (Scope 1, 2 and
3) at an issuer and portfolio level.
Thismetric represents performance
against our net zero targets.
The carbon footprint for the in-scope investment portfolio includes the
credit portfolio and the LTM portfolio.
• Carbon footprint of credit portfolio: calculated by normalising the
financed emissions (Scope 1, 2 and 3) of our credit portfolio by the
sum of the nominal USD dollars invested.
• Carbon footprint of the LTM portfolio is the ratio of total financed
carbon emissions to the total outstanding loan expressed in USD
millions. The carbon footprint for each property in the LTM portfolio
is determined by using data from the EPC, where one exists and is
active, using shared building data or frommodelling.
The carbon footprint is used specifically to monitor our progress towards
achieving our net zero commitments.
IMPLIED
TEMPERATURE
RISE (“ITR”)
We use ITR as a forward-looking
metric for our credit portfolio,
expressed in degrees celsius, which
can show the temperature alignment
of the issuers we invest in and the
portfolio as awhole.
For LTMs we monitor the EPC ratings
of the portfolio using actual and
modelled ratings to monitor our
exposure to any introduction of
minimum EPCstandards.
The ITR for the in-scope investment portfolio includes the credit portfolio.
• ITR of the credit portfolio: a weighted average of the temperature
alignment of the investments in our credit portfolio, where available,
normalised by the sum of the nominal USD dollars invested.
We do not have an ITR for the LTM portfolio.
The ITR provides a forward-looking measure to understand the
temperature alignment of individual issuers.
1 Our methodology excludes funds or positions where data is not available or position sizes are immaterial (<5% of the in-scope credit portfolio) and reinsurance assets, cash positions,
derivatives and liquidity funds which are not relevant to this analysis.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202450
The CVaR is purely illustrative as it projects far into the future based
on assumptions about our existing investment portfolio. The longer
the time period that data is projected into the future, the more
uncertainty in the results. The carbon footprint metric reflects the
financed emissions of our current portfolio. ITR gives an indication of
the temperature alignment of the portfolio. We expect each of these
metrics to reduce as the composition of our investment portfolio
changes over the years through the application of our Responsible
Investment Framework.
ENHANCEMENTS
As part of the scenario analysis, we have further enhanced our
approach in the following ways:
1.Modelling and tools:
• Improved modelling of carbon emissions on LTMs through
refined assumptions.
• Improved analysis of projected financed emissions on the
investment portfolio.
• Improved data integrity checks and controls on the
creditportfolio.
• Fully aligned to the NGFS scenarios following enhancements
made by our third party data provider
1
.
2.Risk Exposure
• Reduced exposure to high emissions intensity investments
through portfolio optimisation.
• Financed emissions are now considered as part of due
diligence for all prospective investments.
COMBINED ILLUSTRATIVE IMPACTS – cvar and pvar
PRE-MANAGEMENT ACTIONS
The results of our quantitative analysis of CVaR relating to the credit
portfolio and PVaR relating to the LTM portfolio are shown in the
table below. The metrics show the illustrative impacts on our existing
credit portfolio if it were to remain unchanged to 2100. Theanalysis
assumes no changes in the Investment Portfolio and does not
consider the Group’s cash/cash equivalent holdings, derivatives,
reinsurance assets and sovereign bonds.
Sub-Portfolio Delayed Transition Net Zero 2050 Current Policies
1
Credit portfolio
1
-2.0% CVaR -5.7% CVaR -0.8% CVaR
LTM portfolio -1.5% PVaR -1.5% PVaR -0.2% PVaR
1 Results as at 31 December 2024. Historically, all scenarios were required to select
a physical risk (aggressive or average) alongside the NGFS scenario and Nationally
Determined Contributions was the only available scenario, within the ‘Hot House
World’ segment. In line with the NGFS Phase IV scenarios, the Delayed Transition
scenario (wellbelow 2 degree pathway) has replaced the Divergent Net Zero scenarios
(1.5degree pathway), our 3rd party provider updated their physical risk methodology,
both of which have contributed to changes in CVaR.
Across all scenarios we have seen a fall in the aggregate CVaR which
is due to a number of factors including:
• The previous base case scenario, Divergent Net Zero, being
replaced with Delayed Transition. The transition risks in the latter
are more pronounced in the longer term.
• Updated methodology, where our third party data provider has
incorporated more accurate physical risk data which has reduced
the overall physical risk across each scenario.
The modelling continues to suggest that transition risks represent a
more material risk to our investment portfolio than physical risks.
In the Net Zero 2050 and Delayed Transition scenarios, there is an
assumed implementation of minimum EPC standards for residential
properties (based on assumptions stated in the Climate Biennial
Exploratory Scenario). 70% of the LTM portfolio has an EPC below C,
which is the anticipated minimum standard.
For LTMs, we have not made explicit allowance for transition risk
within our reported numbers. The estimated potential impact of
transition risk on property values is based on the UK government
implementing a minimum EPC standard of C and this has not
been confirmed as a government policy yet. Any impact would
be incremental over a period of years as and when loans become
repayable following the customer’s death or entry into long-
term care. The impact may be mitigated by the extent to which
government softens the blow for homeowners through grants
andsubsidies.
The cost of transition risk could lead to a 1.3% reduction in property
values under the net zero scenarios for our LTM portfolio. This is a
material reduction of 52% from the figure previously reported, which
is due to an enhancement to our methodology. This is now based
on the assumption that the most cost effective solution for energy
efficiency improvements are completed first, in place of using an
average cost approach. Any reduction in property value would only
affect Just in instances where it leads to the property sale price being
lower than the loan balance.
Our physical risk modelling estimates that they lead to at most a
0.2% reduction in property values by 2080 on our LTM portfolio.
Ofthe physical risks to which we are exposed, increased flood risk
due to climate change is expected to have the most material impact.
CARBON FOOTPRINT – INVESTMENT PORTFOLIO
The carbon footprint of our credit and LTM portfolios are shown in
the table below. The metrics show our baseline year (2019) and our
2024 position. We acknowledge there is double counting in producing
the carbon footprint data and have therefore split the data by
scope of emissions. Our carbon footprint does not include cash/cash
equivalents, derivatives and reinsurance assets.
Investment Portfolio 2019 2024¹
Credit portfolio
(tCO
2
e/$m nominal
invested)
Scope 1 and 2: 84 Scope 1 and 2: 89
Scope 3: 407 Scope 3: 180
Coverage: (Scope 1, 2
and 3): 99.8%
Coverage: (Scope 1, 2
and 3): 99.2%
LTM portfolio
4
(tCO
2
e/$m nominal)
Scope 3: 10.3
5
Scope 3: 10.4
Coverage (Scope 3):
n/a
Coverage (Scope 3):
96%
Combined
Scope 1 and 2: 60 Scope 1 and 2: 72
Scope 3: 274 Scope 3: 143
1 Data as at 28 June 2024.
2 A combination of latest available reported and estimated data has been used to
calculate the carbon footprint of the credit portfolio using nominal values; this includes
our third party data provider aiming to apply the principles under version one of the
PCAF Financed Emissions Standard. For asset classes where no approach has yet been
identified by PCAF, our third party data provider has applied an appropriate approach
that is similar to the PCAF standard. Where data was not available an unweighted
sector average was applied to produce a full portfolio footprint. Sector averages cover
c.30% of the 2019 data. In 2024, scope 1 data improved significantly with c.7% of data
representing sector averages and c.25% for scope 2 and scope 3. Data could be subject
to change due to improvements in data quality going forward.
3 Coverage of the portfolio in the carbon footprint data. Data coverage varies across
individual scopes of emissions, lowest value shown for prudence.
4 The LTM portfolio’s carbon footprint is calculated using an updated method from prior
years, which is more accurate. The actual emissions are from the EPC where it exists and
is active, and is modelled for the rest of the portfolio. The EPCs are associated for those
properties secured against a LTM. Electricity is based on a rolling 12 month average
CO
2
intensity factor from the National Grid based on the Distribution Network Operator
for the region where that property is located. For other sources, the most recently
published intensity factors from the Department for Energy Security and Net Zero
‘Government conversion factors for company reporting of greenhouse gas emissions’
report is used in place of the SAP 2012 factors. For 38% of properties we use the rating
on the record, and for 58% of properties we use an estimated rating. For the remaining
4% of properties, an estimated rating was not available, as the model had insufficient
information about the property to produce an estimated rating. The results of the
existing data were then extrapolated to represent the whole portfolio. There is not an
emissions standard for LTMs. We have calculated the emissions intensity based on the
PCAF residential mortgage standard. The contribution of an individual property to the
carbon emissions of the overall portfolio is based on current loan-to-value ratio of the
relevant LTM. We have used the current loan balance and property value to calculate
the loan-to-value ratio.
5 We have updated our approach to calculating emissions on LTMs to use a more accurate
approach than prior years. To avoid using an inconsistent baseline, we have restated the
2019 figure. The figures for 2019 and 2024 are now reported in $m/nominal in order that
we can report an aggregate scope 3 carbon footprint.
51STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
SUSTAINABILITY: TCD continued
IMPLIED TEMPERATURE RISE
As at 28th June 2024, our weighted average ITR for the credit
portfolio is 2.3, which is a marginal decrease relative to
previousyears.
LIMITATIONS AND OUTCOMES
Credit portfolio – CVaR and carbon footprint
To determine the potential impact on the credit portfolio, we have
used the data available from our third party data provider, which
predominantly covers our liquid credit assets, and estimated the
remaining by taking sector averages, accounting for the investment
time horizon. The results of our quantitative analysis of CVaR relating
to the credit portfolio does not include the Group’s cash/cash
equivalent holdings, derivatives, reinsurance assets and sovereign
bonds. The exclusion of sovereign bonds is driven by limitations
in our methodology, however this is a key consideration for future
enhancements to our assessment.
To produce a full portfolio aggregate CVaR and carbon footprint,
where data is unavailable via our third party provider, we apply an
unweighted sector average and consider the maturity profile of
the individual securities. The results are a function of assumptions
applied by the NGFS. Sector averages can give an indication of the
climate-related risks a company may face but do not account for the
company-specific nature of these risks.
The longer-term time horizon for projections on the credit portfolio
lends itself to greater uncertainty of potential future impacts. As a
result, whilst some conclusions can be drawn from our analysis, we
acknowledge that our data has limitations associated with it. We
are continuing to address this area as part of our development work
going forward. Data could be subject to change due to improvements
in data quality going forward.
LTM portfolio – PVaR and carbon footprint
For the LTM portfolio, 38% of the portfolio has an actual EPC rating
that is valid and 58% of the portfolio has a modelled rating, which
affects the accuracy of the PVaR. This is reflected in the PCAF data
quality score of 3.6.
We anticipate that over time issuers will provide greater
transparency and reporting on emissions. We expect to restate the
carbon footprint figures for the investment portfolio at the baseline
year and subsequent years reflecting the overall improvements in
availability of data, data quality, or where a methodology change
is made. As explained above 38% of the LTM portfolio has an actual
EPC rating, which affects the accuracy of the emissions data and is
reflected in our PCAF score.
Potential Actions to Mitigate Climate Risks
From our scenario analysis exercise we were able to identify
somepotential actions we can take to help mitigate or manage
therisksidentified:
• Increase due diligence on third-party suppliers to assess their
understanding and readiness to handle energy supply risks.
• Better understand the business’ exposure to rising energy
prices, including budgetary considerations against the
differentscenarios.
• Specific monitoring of employee health and well-being to
understand specifically how resilient staff would be to periods
ofshort and sustained energy price increases.
• Assessment and deployment, where possible, of onsite renewable
electricity generation and storage at our offices.
• Continue to validate the recovery capability and resilience of
services from key third party suppliers.
• Continue engagement with industry and UK Government bodies
and continue dedicating resources to horizon-scanning.
• Increase climate change subject-awareness amongst staff
pertinent to managing climate change related risks.
• Continue the tracking of behavioural and health changes in the
UK population and as required, use this to modify internal model
assumptions around mortality and longevity.
WHAT ARE OUR FUTURE PLANS FOR ENHANCING CLIMATE RISK MANAGEMENT OF THE
INVESTMENT PORTFOLIO?
Below we have outlined several potential actions:
Integration
• Incorporate climate-related scenario analysis data within
investment decision making alongside other factors.
Engagement
• Continue to influence our issuers, external managers and the
wider market to support our ambition to reach net zero.
• Continue to develop our LTM lending propositions to support our
customers in making their homes more energy efficient and
to reduce the proportion of our LTM portfolio that is below an
EPC rating of C. The government’s aim is for as many homes as
possible to be upgraded to an EPC rating of C, with proposals for
this minimum to apply to rented homes from2030.
Data
• Identify other sources of information to improve the quality
of data used to analyse the physical and transition risks of
climatechange.
• Enhance our modelling to capture the CVaR associated with
sovereign bonds.
• Improve use of artificial intelligence and technology, where
relevant, to enhance integration of climate change.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202452
In accordance with Listing Rule 6.6.6R(8), climate-
related financial disclosures consistent with the Task
Force on Climate-related Financial Disclosures (“TCFD”)
recommendations and recommended disclosures are
contained in the Sustainability TCFD section on pages 40 to
52and in the Risk Management section on pages 65 to 67.
Information on the Group’s greenhouse gas emissions,
energy consumption and efficiency during 2024 are also
included in the Sustainability TCFD section on pages 40 to 42.
In preparing the TCFD disclosures, the Group has considered
the guidance for all sectors and supplemental guidance for
insurance companies within the TCFD Annex “Implementing
the Recommendations of the Task Force on Climate-related
Financial Disclosures.”
TCFD Pillars Recommended Disclosures Disclosure location
Governance: Disclose the
organisation’s governance
around climate-related issues
andopportunities
a. Describe the Board’s oversight of climate-related
risks and opportunities.
Page 44
Pages 94-99
Pages 104-107
b. Describe management’s role in assessing and
managing climate-related risks and opportunities.
Page 44
Pages 60-63
Strategy: Disclose the actual and
potential impacts of climate-related
risks and opportunities on the
organisation’s business, 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.
Pages 45-50
b. Describe the impact of climate-related risks and
opportunities on the organisation’s businesses,
strategy, and financial planning.
Pages 45-51
c. Describe the resilience of the organisation’s
strategy, taking into consideration different
climate-related scenarios, including a 2°C or
lowerscenario.
Pages 45-52
Risk management: Disclose how
theorganisation identifies, assesses
and manages climate-related risks.
a. Describe the organisation’s processes for
identifying and assessing climate-related risks.
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.
Pages 47-48
Pages 45, 49 and 52
Pages 45, and 65-67
Metrics and targets: 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.
Pages 47, 48, 50 and 51
b. Disclose Scope 1, Scope 2, and, if appropriate,
Scope 3 greenhouse gas emissions (GHG), and
therelated risks.
Pages 40-42 and 51
c. Describe the targets used by the organisation to
manage climate-related risks and opportunities
and performance against targets.
Pages 40-43
53STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
LOVED BY
CUSTOMERS
LOVED BY
COLLEAGUES
In 2024, we set our sights on becoming the
destination employer in our sector – a company
loved by customers and loved by colleagues.
Our people continue to be galvanised around our strong purpose
of helping people achieve a better later life, and we are harnessing
their appetite to be more ambitious in what they do and how they
do it. With our people strategy as a key enabler of our growth
plans, we have continued to build momentum around three,
keystrategicpriorities:
• Ensuring we have the right people, with the right skills, in the
rightplace, at the right time to meet current and futureneeds.
• Delivering a brilliant employee experience underpinned by a
sense of belonging, with Just feeling like the best place to work
infinancial services as a destination employer.
• Evolving our Just behaviours to support our future ambition,
aspart of a culture centred on our purpose and high performance,
where colleagues feel proud to work at Just.
‘Best resourcing initiative’ atthe CIPD
In September we were delighted to be awarded the Best
Resourcing Initiative at the CIPD (Chartered Institute of Personnel
and Development) People Management Awards in recognition
of our success in building an in-house Talent Acquisition
function. This was a priority to further enable a high-performing
organisation that recruits diverse, brilliant people, underpinned
bycomprehensive strategic workforce planning. It also recognised
the extensive work we undertook to build a powerful employer
brand as part of our overall attraction strategy.
The CIPD judges praised Just
Group for its ‘joined-up thinking,
clear drivers and strong focus on
data-led decisions’, emphasising
the team’s ‘clear demonstration
of measures achieved in a very
short time frame’.
COLLEAGUES AND CULTURE
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202454
OVER 15,000 HOURS OF LEARNING
In parallel to our talent acquisition strategy, during 2024 we increased our focus on growing our
own talent within theorganisation.
Shortlisted for a Learning and Development award at the Personnel
Today awards, we have continued to roll out our ‘Power Up’ for
people managers. This programme focuses on supporting managers
to lead high performing, engaged and inclusive teams, where
people feel a strong sense of belonging. We’ve run modules on key
skills including feedback, coaching, career conversations, inclusive
leadership and planning and prioritising. Feedback from participants
has been exceptional, with an average 92% of survey respondents
saying that they would recommend the content to theircolleagues.
The Power Up programme has been
avaluable resource. The Leading High
Performing teams module gave me a
great insight into ‘defining a purpose’
and led to us developing a team
charterand best practice, and
TheCommunicator module gave me
theskills needed to share impactful
feedback with my team.”
Attendee comment
Power Up for People Managers
Following the success of this programme, we launched a new
learning offering for all colleagues, branded ‘Power Up Your Career’.
This includes virtual and in-person workshops on a range of
topics, such as financial industry awareness, communicating with
impact, influencing, business partnering and project management.
Thisforms part of our strategy to develop talent at different levels of
the organisation. Again, feedback on the sessions has been excellent,
with an average 97% of survey respondents saying that they would
recommend the workshops to their colleagues.
I found the session really useful
andenjoyed the group discussions…
somereally useful tips and structures
shared... lots of interaction and shared
experiences.”
Attendee comment
Power Up Your Career
Supporting this, we also ran two ‘Learning at Work’ weeks with
virtual and in-person sessions across all our offices. We had more
than 1,600 sign-ups to over 25 sessions across the two weeks,
including external speakers on topics such as developing a growth
mindset through to colleague-led talks on topics around AI and
future capabilities. Feedback from participants has been excellent
with an average 95% of survey respondents saying that they would
recommend the session they attended to their colleagues.
Very informative and I definitely
learnednew things…”
Attendee comment
Learning at Work Week
2024 saw us hire our largest ever graduate cohort (over 20 in both
2023 and 2024), providing a structured career and development
programme for these early career colleagues. This includes rotations,
apprenticeships leading to professional qualifications, and an
18-month programme focused on core soft skills.
In addition to these in-house programmes, we provide other
learning and development opportunities, including full access to
LinkedIn Learning, apprenticeship programmes (BPP), development
programmes (partnering with Corndel for level 5 & 7 and the
Chartered Insurance Institute), external training and professional
qualifications in areas like actuarial, finance andtechnology.
A brilliant experience working at Just
As part of setting our sights on Just becoming the best place to
work in financial services, we have continued to focus on delivering
a brilliant employee experience. This comes together in our EVP –
Employee Value Proposition – which articulates the ‘deal’ between
our employees and Just as an employer.
We support positive wellbeing through a flexible
approach of company funded and employee
selected options. Delivered through our Just
Thrive programme, an example of one of our key
activities was promoting World Wellbeing Week
inJune. This included:
• In-office ‘know your numbers’ health assessments delivered
by AXA for awareness around cholesterol, blood pressure, BMI,
height/weight and more, attended by over 90 colleagues.
• Women’s health and hormones talk, men’s health webinar,
eachhosted by our Women’s and Men’s networks.
• Benefits webinars from some of our benefit providers,
includingLevel Payroll Saving, My Gym Discounts, My Care Hub,
Cycle to Work, EAP and Tooth Fairy.
We have continued to promote our range of physical, mental and
financial wellbeing support including our mental health webinars,
Headspace app, virtual yoga sessions, menopause support and
running or football get togethers. Our mental health first aiders
provide a confidential safe space where our people can be listened
to, heard and supported via signposting to other resources as
necessary. In addition, our Menopause Cafés, hosted by our
Menopause Champions, support discussion, sharing advice and
resources, askingquestions, or simply listening.
55STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
In October we updated our DEIB strategy for 2025 to continue
tostrengthen our inclusive culture and build a sense of
belonging. We know that this is critical to enhance our business
success, driving innovation and balanced decision making.
Our seven employee networks, including our newest ones –
Men’s Health and Wellbeing, and Older Workers – are thriving.
We’ve held many different events and activities, such as
immersive experiences for Neurodiversity Celebration Week
andour socials for Black History and Pride months.
We have completed the third year of our reciprocal mentoring
programme where diverse participants are paired with senior
leaders for conversations to increase allyship and drive action.
We also take part in the 30% Club Mission Include cross-
company mentoring for our diverse talent and the Actuarial
Mentoring Programme specifically for diverse actuarial talent.
We continue to run our brilliant Just Meet programme quarterly
– colleagues who sign up are paired for a 30 minute conversation
with a colleague who they do not know.
NURTURING A SENSE OF BELONGING
At the heart of a brilliant experience are colleagues
who feel like they belong.
We also hold more informal opportunities for colleagues to engage in
conversation with our leadership team. These include ‘Lean Coffees’
with our Group CEO, where colleagues get to set the agenda of the
meeting, and ‘Conversations with the Execs’ led by our Chief People
Officer, Ellie Evans, to discuss important topics, including our focus
onthe customer.
91% of colleagues that attended
September’s Lean Coffee strongly
agreed that they found the
sessionvaluable.
As a new starter the session provided an
excellent opportunity to meet colleagues
outside of my immediate team/
department and was really helpful to
hear directly from David. Also helpful to
get a sense of the wider topics/themes
that came up across the participants –
liked the openness andtransparency.”
Attendee comment
September’s Lean Coffee
As well as the Executive team, it’s also extremely important that
our Non-Executive Directors can hear first hand from colleagues to
discuss important topics and also gauge the ‘mood of the nation’.
In addition to sessions with colleagues branded as ‘Take on Board’,
where discussions over the year ranged from career development
to our approach to reward, we also introduced a new session for our
senior leadership team (those reporting into the Executive team).
Hosted by Michelle Cracknell, our Board lead for engagement and
consumer duty, the conversation was focused around the importance
of culture and how we can bring our Just behaviours tolife.
My first attendance at a menopause
cafe made me realise that there were
other people going through the same
thing in the workplace. People needing
and reaching out for support and advice,
it made a huge difference to me and
took a huge weight off my shoulders –
Iwas not alone.”
Attendee comment
Menopause Café, August 2024
We have an all encompassing and well regarded colleague
communications and engagement programme which focuses on
people having a voice and freely sharing their views. As part of
recognising that the ‘tone from the top’ is extremely important, we
have quarterly town halls led by our Group CEO and members of our
Executive team. We receive excellent feedback on these sessions,
with 96% of colleagues who completed our survey agreeing that
they found the town hall in October valuable. The sessions provide
an opportunity for colleagues to hear a ‘big picture’ update, as well
as reflect on current successes and challenges. There is also time for
colleagues to ask our Group CEO and leadership team any questions
they may have.
Really inspiring. Great communicator
and really good understanding of the
business. Seems to really care about
people and high degree of integrity.”
Feedback on David Richardson
Peakon survey, May 2024
For the second year running we held a Belonging
at Just Week, with an exciting week of events
and speakers. This included June Sarpong OBE on
diversity, leadership and privilege, allyship from the
Association of British Insurers and Hester Grainger on
creating neurodiverse teams and cultures. Our scores
on our Belonging index from our November Peakon
survey were our highest yet, showing how colleagues
really value our efforts.
We also held our charity flagship event ‘Just
Oarsome’ in Wimbledon Park in September, with
dragon boat teams led by members of our Executive
Committee. We raised £42,000 for our corporate
charity partner Hourglass, the only UK-wide charity
dedicated to calling time on the harm and abuse of
older people.
COLLEAGUES AND CULTURE continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 202456
Proud to work at Just
During 2024 we held two colleague engagement surveys
via Peakon to give our people managers access to
meaningful data to support the engagement of their
teams. We once again had excellent response rates, with
15,593 free text comments related to a whole range of
aspects about working at Just – what we are doing well
and areas for improvement.
I really enjoy working at Just,
Ilike my role and what the
endresult of what I do is.
Ibelieve inwhat we are trying
toachievetogether.”
Colleague comment
November Peakon survey
Ambitious and curious
As part of enabling our growth strategy, during
the year we evolved our Just behaviours,
co-designing with colleagues across the
organisation. As well as capturing the spirit
of the journey we are on, we also wanted to
make sure that we have the right behaviours
to provide guidance for colleagues in their day
to day decision making. The introduction of
ambitious and curious were extremely well
received by colleagues and we held a launch
event in December to bring them to life as
part of the Just Way. Embedding our evolved
behaviours will be a key priority for 2025 to
helpdrive overall business success.
To conclude the year, in December we were
delighted that David Richardson was awarded
‘Best People-Focused CEO of the Year’ at the
HR Excellence Awards. The judges praised
David’s leadership style as being “personal,
transparent, and forward-thinking, supported
by tangible achievements.” They went on to
say that “when we write in HR magazine about
how leaders should role model the behaviours
they want to see in their organisation –
there would be few finer role models than
DavidRichardson.”
At the end of 2024 we were pleased to exceed our 85% ‘Proud to work at Just’
score, achieving a brilliant 86%, based on six questions particularly relevant to
our organisation.
November 2024 October 2023 October 2022
Response rate
90% 90% 85%
Overall engagement
(out of 10)
8.3 7.9 7.7
Proud to work at
Justmetrics
8.6 8.3 8.0
Some other key information includes:
At 31 December 2024
London Reigate
Tunbridge
Wells Belfast
Home
Based/
Remote Total
Colleagues 460 558 4 258 104 1,384
Contingent Workers 147 29 0 1 140 317
Our colleague headcount has grown by 17.5% over the last year supporting
core business activities and new and emerging propositions. Retention has
remained stable at 87%, annualised including all colleagues, fixed term
contracts that have come to an end and summer placements. Retention
excluding involuntary leavers and fixed term contracts is 92%.
Our Peakon survey provides us with an important
insight into our culture at Just, and we combine this
with other quantitative and qualitative insights to
assess ‘how’ we do things as an organisation and
the overall engagement of our people.
57STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
The Board recognises that the long-term sustainable success of
Just depends on effective engagement with key stakeholders.
We understand the importance of each stakeholder in our success and our duties to them. Strong engagement to
understandtheir interests is crucial. Below summarises our key stakeholders and how the Board and Group engage with them.
The Section 172 statement can be found on p61. Examples of principal decisions taken by the Board impacting
stakeholders are contained within the Governance in Operation report on p86 to p88.
STAKEHOLDER ENGAGEMENT
COLLEAGUES COMMUNITY AND THE ENVIRONMENT REGULATORS SUPPLIERS
The team of colleagues at Just who deliver exceptional service to
customers and to the people who support those that deliver theservices.
Our peers, civic society and the later life financial advice
communities who we engage with and the wider environment.
Organisations who regulate the conduct of firms and their
financialstability.
The companies providing the services, materials and resources
toenable Just to operate the businesses in the Group.
Link to Strategic Priorities Link to Strategic Priorities Link to Strategic Priorities Link to Strategic Priorities
HOW WE ENGAGE HOW WE ENGAGE HOW WE ENGAGE HOW WE ENGAGE
• Directly, day-to-day through line management and by using a variety of
communication channels.
• Gather feedback using a range of techniques such as structured surveys and
through more informal channels.
• Partnership with charities supporting local communities.
• Engage with the financial advice community.
• Participate in external sustainability initiatives and publish
climate-related disclosures for transparency around our progress.
• Formal meetings with regulators.
• Written responses to consultation documents and regulatory requests.
• Participation in workshops directly with regulators and via tradeassociations.
• Regular performance reviews of our key suppliers enable all
parties to understand expectations and support each other to
optimise delivery.
• Oversight of controls to mitigate risks and to ensure the delivery
of good customer outcomes.
• Written feedback following each tender process to explain the
outcomes.
• Conflicts of interest checks, ensuring advantages are not gained
through personal relationships.
• Sanctions screening, ensuring that Just and its suppliers are free
from financial crime risk.
WHAT MATTERS TO THEM WHAT MATTERS TO THEM WHAT MATTERS TO THEM WHAT MATTERS TO THEM
• The Group having a clear vision and purpose.
• A brilliant employee experience.
• A listening culture to share views.
• Having the opportunity to grow and develop.
• Diversity, equity, inclusion and belonging initiatives.
• Wellbeing.
• Hybrid working.
• Strong community and environmental credentials.
• Offer support and information to help individuals transition from
work to retirement.
• Provide support for vulnerable customers.
• Support fundraising efforts in local communities.
• Leave a responsible footprint.
• Boards and senior management understand the regulatory objectives, and seek
to ensure good consumer outcomes are achieved and policyholder commitments
are met.
• A culture that supports adherence to the spirit and letter of regulatory rules and
principles.
• Foster open and transparent communications with our regulators.
• Positive engagement to encourage effective competition and consumer
protection which results in better customer outcomes.
• Collaborative relationships with open, honest and transparent
communications.
• Fair, transparent and objective process and evaluation criteria
when bidding for new business.
• Fair payment terms which are consistently met within deadlines.
HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES
• CEO quarterly briefing sessions for all colleagues to reiterate Just’s purpose and
provide a business update on key initiatives to deliver our strategic priorities the
Just Way and help people achieve a better later life.
• Non-Executive Director engagement with colleagues to bring their voice into the
boardroom.
• CEO Lean Coffee and informal Executive sessions with colleagues to discuss
matters that are important to them.
• Employee engagement surveys and action planning at a Group, functional and
local level.
• Developing colleagues through in-role experience, mentoring, online learning and
training. This includes training on ethical standards, privacy and data security,
which is provided to all colleagues including part-time employees and contractors.
• Continued commitment to building a diverse workforce and inclusive culture at Just,
through hosting our second annual Belonging at Just Week and events organised by
our seven employee networks, which now include our Men’s Health and Wellbeing
Network and Older Workers Learning and SharingNetwork.
• Providing support and guidance for our colleagues around mental, physical, social
and financial wellbeing.
• Hybrid way of working to encourage collaboration and innovation, and sustain
Just’s culture.
• Providing volunteering opportunities to make a positive impact in our
localcommunities.
• Offer helpful tips and guidance on topics relating to retirement
on our customer websites.
• Initiatives to raise awareness in the financial advice community
to support the needs of vulnerable customers.
• Partnering with a charity close to our purpose each year. In 2024,
we partnered with Hourglass, a national charity whose mission is
to end the harm, abuse and exploitation of older people in the UK.
• Continue to make progress to reach our carbon net zero targets.
• Continued partnership with EcoTree, a sustainable forestry
management company, to plant trees, as one of our
sustainabilityinitiatives.
• Continue to respond to regulators in a timely and constructive manner and
engage directly on any key regulatory matters and thematic reviews.
• Implement plans to ensure that new regulatory requirements are met.
• Active participation in policy development directly with regulators and via trade
bodies.
• Timely preparation and filing of regulatory returns.
• Our procurement and outsourcing policy ensures that tender
processes are fair and transparent, and all suppliers receive
feedback on submissions. All suppliers are expected to adhere to
relevant legislation and regulatory regimes, and to act ethically
and with integrity. Risk-based assessments ensures all suppliers
receive the relevant level of governance oversight and interaction
with Just.
• Clearly defined performance metrics are agreed with our key
suppliers at the outset to measure ongoing success.
• Supplier Code of Conduct: A regulatory obligation for Just to make
new suppliers aware of relevant internal policies.
RELATIONSHIPS WITH STAKEHOLDERS
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202458
STAKEHOLDER ENGAGEMENT
COLLEAGUES COMMUNITY AND THE ENVIRONMENT REGULATORS SUPPLIERS
The team of colleagues at Just who deliver exceptional service to
customers and to the people who support those that deliver theservices.
Our peers, civic society and the later life financial advice
communities who we engage with and the wider environment.
Organisations who regulate the conduct of firms and their
financialstability.
The companies providing the services, materials and resources
toenable Just to operate the businesses in the Group.
Link to Strategic Priorities Link to Strategic Priorities Link to Strategic Priorities Link to Strategic Priorities
HOW WE ENGAGE HOW WE ENGAGE HOW WE ENGAGE HOW WE ENGAGE
• Directly, day-to-day through line management and by using a variety of
communication channels.
• Gather feedback using a range of techniques such as structured surveys and
through more informal channels.
• Partnership with charities supporting local communities.
• Engage with the financial advice community.
• Participate in external sustainability initiatives and publish
climate-related disclosures for transparency around our progress.
• Formal meetings with regulators.
• Written responses to consultation documents and regulatory requests.
• Participation in workshops directly with regulators and via tradeassociations.
• Regular performance reviews of our key suppliers enable all
parties to understand expectations and support each other to
optimise delivery.
• Oversight of controls to mitigate risks and to ensure the delivery
of good customer outcomes.
• Written feedback following each tender process to explain the
outcomes.
• Conflicts of interest checks, ensuring advantages are not gained
through personal relationships.
• Sanctions screening, ensuring that Just and its suppliers are free
from financial crime risk.
WHAT MATTERS TO THEM WHAT MATTERS TO THEM WHAT MATTERS TO THEM WHAT MATTERS TO THEM
• The Group having a clear vision and purpose.
• A brilliant employee experience.
• A listening culture to share views.
• Having the opportunity to grow and develop.
• Diversity, equity, inclusion and belonging initiatives.
• Wellbeing.
• Hybrid working.
• Strong community and environmental credentials.
• Offer support and information to help individuals transition from
work to retirement.
• Provide support for vulnerable customers.
• Support fundraising efforts in local communities.
• Leave a responsible footprint.
• Boards and senior management understand the regulatory objectives, and seek
to ensure good consumer outcomes are achieved and policyholder commitments
are met.
• A culture that supports adherence to the spirit and letter of regulatory rules and
principles.
• Foster open and transparent communications with our regulators.
• Positive engagement to encourage effective competition and consumer
protection which results in better customer outcomes.
• Collaborative relationships with open, honest and transparent
communications.
• Fair, transparent and objective process and evaluation criteria
when bidding for new business.
• Fair payment terms which are consistently met within deadlines.
HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES
• CEO quarterly briefing sessions for all colleagues to reiterate Just’s purpose and
provide a business update on key initiatives to deliver our strategic priorities the
Just Way and help people achieve a better later life.
• Non-Executive Director engagement with colleagues to bring their voice into the
boardroom.
• CEO Lean Coffee and informal Executive sessions with colleagues to discuss
matters that are important to them.
• Employee engagement surveys and action planning at a Group, functional and
local level.
• Developing colleagues through in-role experience, mentoring, online learning and
training. This includes training on ethical standards, privacy and data security,
which is provided to all colleagues including part-time employees and contractors.
• Continued commitment to building a diverse workforce and inclusive culture at Just,
through hosting our second annual Belonging at Just Week and events organised by
our seven employee networks, which now include our Men’s Health and Wellbeing
Network and Older Workers Learning and SharingNetwork.
• Providing support and guidance for our colleagues around mental, physical, social
and financial wellbeing.
• Hybrid way of working to encourage collaboration and innovation, and sustain
Just’s culture.
• Providing volunteering opportunities to make a positive impact in our
localcommunities.
• Offer helpful tips and guidance on topics relating to retirement
on our customer websites.
• Initiatives to raise awareness in the financial advice community
to support the needs of vulnerable customers.
• Partnering with a charity close to our purpose each year. In 2024,
we partnered with Hourglass, a national charity whose mission is
to end the harm, abuse and exploitation of older people in the UK.
• Continue to make progress to reach our carbon net zero targets.
• Continued partnership with EcoTree, a sustainable forestry
management company, to plant trees, as one of our
sustainabilityinitiatives.
• Continue to respond to regulators in a timely and constructive manner and
engage directly on any key regulatory matters and thematic reviews.
• Implement plans to ensure that new regulatory requirements are met.
• Active participation in policy development directly with regulators and via trade
bodies.
• Timely preparation and filing of regulatory returns.
• Our procurement and outsourcing policy ensures that tender
processes are fair and transparent, and all suppliers receive
feedback on submissions. All suppliers are expected to adhere to
relevant legislation and regulatory regimes, and to act ethically
and with integrity. Risk-based assessments ensures all suppliers
receive the relevant level of governance oversight and interaction
with Just.
• Clearly defined performance metrics are agreed with our key
suppliers at the outset to measure ongoing success.
• Supplier Code of Conduct: A regulatory obligation for Just to make
new suppliers aware of relevant internal policies.
STRATEGIC PRIORITIES
Grow sustainably
Scale with technology
Reach new customers
Be recommended by our customers
Be proud to work at Just
59STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
RELATIONSHIPS WITH STAKEHOLDERS continued
Our Stakeholders
INVESTORS INDIVIDUALS/FINANCIAL ADVISERS/
trustees
The equity and debt investors who invest the capital to
financethebusiness.
Individuals wanting help with their retirement finances,
financial advisers and trustees accountable for securing
goodoutcomes for pension members and clients.
Link to Strategic Priorities Link to Strategic Priorities
HOW WE ENGAGE HOW WE ENGAGE
• Direct investor meetings with members of the Board.
• Annual General Meeting and results presentations.
• Industry conferences, marketing roadshows and engagement.
• Shareholder communications.
• Regular news updates on the business and industry topics.
• Engage directly when we provide regulated financial advice,
guidance and other forms of help and customer service.
• Engage indirectly via financial intermediaries and other
organisations such as pension schemes and corporates.
• Commission surveys and other research to listen to feedback
from customers, advisers and trustees to understand how
Just is delivering itsservices and meeting the needs of our
target customers.
• Convene and attend industry events to bring together trustees,
advisers and subject matter experts to encourage dialogue and
share knowledge.
WHAT MATTERS TO THEM WHAT MATTERS TO THEM
• Deliver a sustainable business model and manage the capital
base prudently.
• Business performance and executing on opportunities available.
• Returns on investment.
• Sustainability of the Group’s external debt and receipt of scheduled interest and
principal payments.
• Operate in a socially responsible and sustainable manner.
• Security and peace of mind that Just will deliver its promises.
• Financial strength and strong counterparty credentials that
deliver security for advisers, trustees and their members.
• Good value for money and product differentiation.
• Quality of service delivered and good customer outcomes.
• Reputation of the Company.
• A secure asset portfolio with ESG and sustainability credentials.
HOW WE ADDRESS THESE CHALLENGES HOW WE ADDRESS THESE CHALLENGES
• Growth in net asset value, delivery of performance metrics and targets, and
payment of an attractively growing dividend to shareholders.
• Held meetings with existing and prospective shareholders to engage on Just’s
performance and strategic developments, and to discuss any issues or concerns.
• Consistently high level of engagement with investment analysts, in addition to
management presentations to the equity sales teams at banks/brokers.
• International and UK regional roadshows, and attendance at multiple investor
conferences.
• Dedicated fixed income investor relations programme, completion of a
refinancing exercise and maintained A credit rating with stable Outlook.
• Further refined our strategy with clear, specific goals driven by
appropriate priorities.
• The Board receives regular updates on investor relations activities and feedback
received from investors.
• Behave prudently and have strong, effective governance to ensure
we always meet the promises we make to our policyholders, and
that due care and attention is given to customer outcomes.
• Continue to invest in our colleagues and infrastructure to ensure
we maintain our reputation for service design and delivery,
evidenced by our awards for outstanding service.
• Differentiate our products offering unique features to customers
such as our medically underwritten Just For You Lifetime Mortgage
(“LTM”) which offers personalised terms for customers.
• Further investment in automation initiatives to enhance services.
• Offer Destination Retirement, a financial planning service
that provides tailor-made advice to individuals approaching or
transitioning into retirement after work.
• Offer a bulk quotation service to provide early visibility of insurer
pricing.
• Offer retrofit mortgages to our LTM customers and invest in
accordance with our responsible investment framework to meet
policyholder needs.
STRATEGIC PRIORITIES
Grow sustainably
Scale with technology
Reach new customers
Be recommended by our customers
Be proud to work at Just
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202460
In July 2024, our Customer Service Contact team in
Reigate hosted a “customer call listening” session for
ourBoard members.
The team runs these highly interactive and engaging
sessions for all new starters and other colleagues on
a monthly basis and has received fantastic feedback
todate.
The aim of these sessions is to share our customer-centric
calling approach to deliver positive experiences and
explain how our call agents provide the “Just” experience
through our customer experience framework. The sessions
also highlight some of the challenges our customers
face, which in turn helps our colleagues feel closer to our
customers and better understand their needs.
During the session, the Board listened to some
anonymised call recordings followed by a discussion on
how our agents are supported, especially when handling
complex and emotive calls such as bereavement. Plans
were shared about how technology will be leveraged
to improve the overall call experience, with enhanced
knowledge-based support tools and automation, enabling
the call agent to deliver improved customer outcomes.
Through sharing valuable insights from real-life customer
stories, the importance of listening and understanding
customer and partner needs is brought to life, which is an
essential part of ensuring everyone at Just is connected to
our purpose of helping people achieve a better later life.
Call Listening Sessions
with the board
Stakeholder
spotlight…
It was an extremely powerful
andhumbling session, which
hashelped me see the decisions
Imake through a different lens.
Thank you for sharing such rich
and valuable insights into your
daily work.”
Mary Phibbs
Senior Independent Director
Section 172 statement
Directors’ statement
The Directors consider, both individually and collectively, that they
have acted in the way they consider, in good faith, would be most
likely to promote the long-term success of the Company for the
benefit of its members as a whole, whilst having regard to the
matters set out in Section 172(1)(a) to (f) of the Companies Act
2006 in the decisions taken during the year.
Engagement
The Board recognises that our stakeholders have diverse and
sometimes competing interests that need to be finely balanced,
and that these interests need to be heard and understood in order
for them to be effectively reflected in decision making. Information
about how the Board has engaged with stakeholders during the
year and outcomes of that engagement can be found on pages 58
to 60 and 86 to 88.
Board decisions and oversight
The matters set out in Section 172(1) underpin Just’s purpose to
help people achieve a better later life. Examples of how stakeholder
engagement and Section 172(1) matters have influenced Board
discussion and decision making during the year can be found on
pages 86to88.
The table below sets out where key disclosures in respect of each
ofthe Section 172(1) matters can be found:
Section 172(1) factor Relevant disclosures Location
The likely consequences of
decisions in the long term
• Strategic priorities
• Consideration of Section
172(1) factors by the Board
Pages 16 to 17
Pages 86 to 88
The interests of the
Company’s employees
• Colleagues and culture
• Colleague engagement
scores
• Diversity, equity, inclusion
and belonging
• Relationships with
stakeholders
• Non-Executive Director
Lead on employee
engagement
Pages 54 to 57
Page 57
Pages 56, 88
and 96
Pages 58 to 60
Page 84
The need to foster the
Company’s business
relationships with suppliers,
customers and others
• Strategic priorities
• Consideration of Section
172(1) factors by the Board
• Relationships with
stakeholders
Pages 16 to 17
Pages 86 to 88
Pages 58 to 60
The impact of the
Company’s operations
on the community and
environment
• Sustainability: TCFD
• Board oversight of Just’s
sustainability strategy
• Relationships with
stakeholders
Pages 40 to 53
Page 79
Page 58
The desirability of the
Company maintaining
a reputation for high
standards of business
conduct
• Our purpose
• The Board’s role in
monitoring culture
• Internal controls
Page 1
Page 81
Pages 102 to
103
The need to act fairly
between members of
theCompany
• Business review
• Shareholder voting rights
• Annual General Meeting
Pages 28 to 39
Page 124
Page 124
61STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Non-financial and sustainability information statement
This statement sets out how Just meets the non-financial information and sustainability reporting requirements contained
within sections 414CA and 414CB of the Companies Act 2006. For information on Just’s business model, see pages 14 to 15.
NON-FINANCIAL KEY PERFORMANCE INDICATORS
The Board receives reports and management information regarding key non-financial matters such as business change
initiatives, the investment programme, operational performance, customer outcomes and colleague-related matters. Just’s
discretionary short-term and long-term incentive plans for colleagues uses stretching financial and non-financial metrics to
determine the bonus pool which the Board and Remuneration Committee review.
As part of its Sustainability strategy, Just has set the following key performance indicators. Progress towards meeting these
targets is outlined on pages 40 to 53.
Key Performance Indicator TARGET
Amount invested in eligible green and social assets. Invest £825m in green and social assets over 2023 to 2025.
Level of Scope 1 and 2 emissions. Achieve net zero in our operations (Scope 1 and 2) by 2025.
Level of Scope 3 emissions. 50% reduction of our overall Scope 3 emissions by 2030.
Net zero business. Operate as a net zero business by 2050.
NON-FINANCIAL RISK MANAGEMENT
The Risk management report sets out our approach to risk management. Our approach enables all colleagues to take more
effective business decisions through a better understanding of risk. The Annual Report and Accounts sets out our principal risks
and uncertainties including non-financial risks and how we mitigate those risks. The Group Risk and Compliance Committee
(“GRCC”) considers various non-financial risks. These include risks arising from people and culture, operational processes,
information security, conduct and climate change. The aim is to prevent non-financial risks from materialising and having
adetrimental impact on our business (including our reputation), colleagues, customers, suppliers and other stakeholders.
Our Risk team manages the Group’s Risk Policy Framework. The framework comprises the following three Group Risk policies,
which have been adopted by the Board, and underlying Company risk policies.
1. Conduct and Operational Risk Policy. Sets out principles to ensure that decisions and behaviours do not lead to poor
outcomes for customers or losses from failed processes, systems, people or external events.
2. Financial and Insurance Risk Policy. Sets out principles for how financial and insurance risks taken in activities or
transactions to drive the Group’s financial performance are identified, measured, monitored, managed and reported.
3. Risk Management Policy. Sets out principles for how risks that could significantly affect the ability of the Group to meet
its objectives are identified, measured, monitored, managed and reported.
Each Company risk policy has a policy owner and an executive sponsor, who review and approve the policy at least annually
and provide an attestation as to its adherence and any material breaches. Under the updated framework, which was
embedded in 2024, the GRCC and Board have received updated Group Risk policies with details of all underlying Company risk
policies established to address each subordinate risk. This update included an opinion from the Group Risk function on the
effectiveness of the risk management framework and how this has been addressed through the Group Risk Policy Framework.
Material breaches of policies are recorded in our risk management system and are escalated to the Group Chief Risk Officer.
Any serious breaches are reported to the GRCC or Board. This ongoing management of risks highlighted by breaches enables
the business to take necessary action to mitigate the risk through training, improving a process or policy, or enhancing
associated controls.
NON-FINANCIAL POLICIES AND FRAMEWORKS
Just has non-financial policies which govern how we do business and how we interact with our stakeholders to help ensure
that we have a positive impact and fulfil our purpose. Our policies reflect our commitment to act ethically and with integrity
in all of our business relationships, and to protect our stakeholders by growing the business sustainably. Our Group Risk Policy
Framework is designed to ensure that all policies collectively demonstrate how all core risks to the business are effectively
controlled as outlined above.
The following table outlines Just’s material areas of impact relating to environmental matters and climate change disclosures,
colleagues, social matters, anti-bribery and anti-corruption matters and respect for human rights, which are in scope of the
reporting requirements contained in the Companies Act 2006. The information listed is incorporated by cross-reference.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202462
FOCUS AREAS POLICIES AND STATEMENTS SUPPORTING INFORMATION
Environmental matters
• Delivering net zero targets
• Managing climate-related issues
• Monitoring carbon performance, metrics
and targets
• Responsible resource use – water, energy use and
air emissions
• Managing impacts on the natural environment
and biodiversity
• Responsible Investment framework
• Sustainability: TCFD
• Procurement and outsourcing policy
Page 49
Pages 40 to 53
Page 85
Colleagues
• Culture and ethics
• Protecting health, safety and wellbeing
• Promoting diversity, equity, inclusion
and belonging
• Rewards and benefits
• Investing in training and career development
• Group conduct and operational risk policy
• Conduct and customer risk framework
• Health and safety policy
• Diversity equity, inclusion and belonging
policy
• Board diversity, equity, inclusion and
belonging policy
• Capability policy
• Training and competence policy
Page 62
Sets out the framework of principles, standards and
controls around the management of conduct and
customer risk by the Group.
Sets the principles which govern the management
of health and safety risk.
Concerns the promotion of equality of opportunity,
inclusive behaviours and diversity at Just.
Page 96
Sets out Just’s approach to deal with unsatisfactory
performance and long-term incapacity.
Sets out the standards in respect of training and
competency requirements within Just.
Respect for human rights
• Reinforcing an ethical business culture
• Speaking up against wrongdoing
• Approach to human rights and modern slavery
• Supporting vulnerable customers
• Modern slavery statement
• Data protection – personal information policy
• Group conduct and operational risk policy
• Conduct and customer risk framework
• Financial crime policy
• Compliance policy
• Whistleblowing policy
Pages 85 and 125 and www.justgroupplc.co.uk
Page 85
Page 62
See above.
Sets high level standards to meet to manage risks
from financial crime.
Sets out the Group’s approach to ensure it operates
in compliance with relevant laws and regulations.
Pages 81 and 103
Anti-bribery and anti-corruption
• Prevention of bribery and corruption
• Conflicts of interest
• Corporate gifts and hospitality
• Anti-money laundering
• Financial crime policy
• Compliance policy
• Gifts and hospitality procedure
• Conflicts of interest policy
• Procurement and outsourcing policy
• Whistleblowing policy
See above.
See above.
Sets out rules and guidance to ensure no undue
influence impacts a business decision.
Sets minimum standards and provides guidance in
relation to activities which may give rise to an actual
or potential conflict of interest.
Page 85
Pages 81 and 103
Social matters
• Partnership with charities and volunteering
initiatives
• Support local communities
• Support vulnerable customers
• Responsible approach to tax
• Charity and community strategy
• Conduct and customer risk framework
• Tax strategy
Pages 58 and 85
See above.
Page 85
63STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
RISK MANAGEMENT
The Group’s enterprise-
wide risk management
strategy is to enable all
colleagues to take more
effective business
decisions through a better
understanding of risk.
The first level of the control
environment is the business
operations which perform day-to-
day risk management activity.
Risk and Control
An established risk and
control environment
EMBEDDING GOVERNANCE
VIA THREE LINES OF DEFENCE
Oversight functions in the Company,
such as Risk Management (which
includes Regulatory Compliance),
support the Board in setting risk
appetite and defining risk and
compliance policy.
Risk and Control
Oversight of the risk and control
environment
Independent challenge and
reporting on the risk profile and
conduct of the business
Monitoring actions being taken
to mitigate risk
Internal Audit is the third line
of defence, providing the Board
and executive management with
independent assurance over
business operations and the level
of oversight.
Risk and Control
Provide independent challenge
and assurance
2ND LINE
Oversight
functions
1ST LINE
Business
operations
3RD LINE
Independent
assurance
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202464
PURPOSE
The Group risk management framework supports management
in making decisions that balance the competing risks and rewards.
This allows them to generate value for shareholders, deliver
appropriate outcomes for customers and help our business partners
and other stakeholders have confidence in us. Our approach to risk
management is designed to ensure that our understanding of risk
underpins how we run the business.
RISK FRAMEWORK
Our risk framework, owned by the Group Board, covers all aspects
involved in the successful management of risk, including governance,
reporting and policies. Our appetite for different types of risk is
embedded across the business to create a culture of confident and
informed risk-taking. The framework is continually developed to
reflect our risk environment and emerging best practice.
RISK EVALUATION AND REPORTING
We evaluate our principal and emerging risks to decide how best
to manage them within our risk appetite. Management regularly
reviews its risks and produces management information to provide
assurance that material risks in the business are being appropriately
mitigated. The Risk function, led by the Group Chief Risk Officer
(“GCRO”), challenges the management team on the effectiveness
of its risk identification, measurement, management, monitoring,
and reporting. The GCRO provides the Group Risk and Compliance
Committee (“GRCC”) with his independent assessment of the
principal and emerging risks to the business.
Company policies govern the exposure of risks to which the Group
isexposed and define the risk management activities to ensure
theserisks remain within appetite.
Financial risk modelling is used to assess the amount of each risk type
against our capital risk appetite. This modelling is principally aligned
to our regulatory capital metrics. The results of the modelling allow
the Board to understand the risks included in the Solvency Capital
Requirement (“SCR”) and how they translate into regulatory capital
needs. By applying stress and scenario testing, we gain insights into
how risks might impact the Group in different circumstances.
Quantification of the financial impact of climate risk is subject to
significant uncertainty. Climate-related transition and physical risks
are heavily dependent on government policy developments, social
responses to these developments and market trends. Just’s initial
focus has been on the implementation of strategies to reduce the
likely exposure to this risk. Just will continue to adapt its view of
climate risk as both methodologies and data quality improve.
The identification, disclosure and management of climate-related
risks and broader sustainability risks are embedded within Just’s
Enterprise Risk Management Framework. This includes climate-
related scenario analysis, based on Network for Greening the
Financial System scenarios, which is a key tool for ensuring we have
a deep understanding of the risks the Group faces over a long-term
time horizon.
OWN RISK AND SOLVENCY ASSESSMENT
The Group’s Own Risk and Solvency Assessment (“ORSA”) process
embeds comprehensive risk reviews into our Group management
activities. Our annual ORSA report is an important part of our
business risk management cycle.
It summarises work carried out in assessing the Group’s risks
related to its strategy and business plan, supported by a variety
ofquantitative scenarios, and integrates findings from the Group’s
recovery and run-off analysis. The report provides an opinion on
the viability and sustainability of the Group and informs strategic
decision making. Risk updates are provided to the GRCC each quarter,
including factors such as key risk limit consumption, and conduct,
operational and market risk developments, to keep the Board
appraised of the Group’s evolving risk profile.
Reporting on climate risk is embedded into the Group’s regular
reporting processes, which will continue to evolve as the
quantification of risk exposures develops and key risk indicators
(“KRIs”) are identified.
VIABILITY STATEMENT
The Directors have carried out a robust assessment of the principal
and emerging risks facing the Group, including those that could
threaten its business model, future performance, solvency or
liquidity, and make this assessment with reference to the risk
appetite of the Board and the processes and controls in place to
mitigate the principal risks and uncertainties as detailed in the
Strategic Report.
Based on the assessments made, the Directors confirm that they have
a reasonable expectation that the Group will continue in operation and
meet its liabilities, as they fall due, over the next five years.
The Directors note that the Group is subject to the Prudential
Regulatory Regime for Insurance Groups, which monitors the
Group’s compliance with Solvency Capital Requirements. A five-
year timeframe has been selected for this statement, although the
Group, as with any insurance group, has policyholder liabilities in
excess of five years and, therefore, performs its modelling and stress
and scenario testing on time frames extending to the expected
settlement of these liabilities, with results reported in the Group’s
ORSA. Given the inherent uncertainty increases as longer time frames
are considered, the Directors consider five years to be an appropriate
time frame upon which they can report with a reasonable degree of
confidence. The Directors have no reason to believe that the Group
will not be viable over a longer period.
In making the viability assessment, the Group considers the Group’s
business plan approved by the Board, the projected solvency and
liquidity position of the Company and the Group, impacts of potential
economic stresses, current financing arrangements and contingent
liabilities, and a range of forecast scenarios with differing levels of
new business and associated additional capital requirements to write
anticipated levels of new business. Furthermore, the Directors note
that in a scenario where the Group ceases to write new business, the
going concern basis would continue to be applicable while the Group
continued to service in-force policies.
The resilience of the Group’s capital position is tested under a range of
adverse stresses and scenarios before and after management actions
within the Group’s control. These include testing against Group risk
appetites, severe stresses and specific scenarios which reflect the
Group’s exposures to risks. These include stresses on the credit quality
of assets, mortality and risk-free rates. Eligible own funds exceeded
the minimum capital requirements in all stressed scenarios described
above. The scenarios considered are consistent with the going concern
assessment in the Financial Statements in the Annual Report.
65STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
Risks and uncertainties are presented in this report in two separate
sections: (1) the first section summarises the Group’s ongoing principal
risks and how they are managed in business as usual; and (2) the second
section calls out the risk outlook for subjects that are evolving and are
of material importance from a Group perspective.
ONGOING PRINCIPAL RISKS
RISK How We manage or mitigate the risk
A
Market Risk
strategic priorities
Arises from changes in interest rates, residential
property prices, credit spreads, inflation, and
exchange rates, which affect, directly or indirectly,
the level and volatility of market prices of assets and
liabilities.
The Group is not exposed to any material levels of
equity risk.
• Premiums are invested to match asset and liability cash flows as closely as practicable.
• Market risk exposures are managed within pre-defined limits aligned to risk appetite for
individual risks.
• Exposure is managed using regulatory and economic metrics to achieve desired financial outcomes.
• Balance sheet is managed by hedging exposures, including currency and inflation where cost effective
to do so.
• Interest rate hedging is in place to manage Solvency capital coverage and IFRS equity positions.
B
CREDIT Risk
strategic priorities
Arises if another party fails to perform its financial
obligations to the Group, including failing to perform
them in a timely manner.
• Investments are restricted to permitted asset classes and concentration limits.
• Credit risk exposures are monitored in line with credit risk framework, driving corrective action
whererequired.
• External events that could impact credit markets are tracked continuously.
• Credit risks from reinsurance balances are mitigated by the reinsurer depositing back premiums
cededand through collateral arrangements or recapture plans.
• Credit risk associated with derivatives is managed through collateral arrangements.
• The external fund managers we use are subject to Investment Management Agreements and
additional credit guidelines.
C
Insurance Risk
strategic priorities
Arises through exposure to longevity, mortality,
morbidity risks and related factors such as levels
of withdrawal from lifetime mortgages and
management and administration expenses.
• Controls are maintained over insurance risks related to product development and pricing.
• Approved underwriting requirements are adhered to.
• Medical information is developed and used for pricing and reserving to assess longevity risk.
• Reinsurance is used to reduce longevity risk exposure, with oversight by Just of overall exposures
andthe aggregate risk ceded.
• Group Board review and approve assumptions used.
• Regular monitoring, control and analysis of actual experience and expense levels is conducted.
D
LIQUIDITY Risk
strategic priorities
The risk of insufficient suitable assets available to
meet the Group’s financial obligations as they fall due.
• Stress and scenario testing and analysis is conducted: including collateral margin stresses, asset
eligibility and haircuts under stress.
• Corporate collateral capacity to reduce liquidity demands and improve our liquidity stress resilience
ismonitored.
• Risk assessment reporting and risk event logs inform governance and enable effective oversight.
• Contingency funding plan is maintained with funding options and process for determining actions.
E
CONDUCT AND OPERATIONAL RiskS
STRATEGIC PRIORITIES
Arise from inadequate internal processes, people and
systems, or external events including changes in the
regulatory environment. Such risks can result in harm
to our customers, the markets in which we do business
or our regulatory relationships as well as direct or
indirect loss, or reputational impacts.
• Implement risk policies, controls, and mitigating activities to keep risks within appetite.
• Oversee risk status reports and any actions needed to bring risks back within appetite.
• Scenario-based assessment is in place to establish the level of capital needed for conduct
andoperational risks.
• Monitor conduct and customer risk indicators and their underlying drivers prompting action
toprotectcustomers.
• Deliver risk management training and other actions to embed regulatory changes.
• Ensure that risks associated with outsourcing and critical third parties including their suppliers,
areadequately mitigated via robust processes and controls.
• Ensure data subjects can exercise their GDPR rights including their right to be forgotten and subject
access requests to obtain their data held by Just.
STrATEGIC Risk
strategic priorities
Arises from the choices the Group makes about the
markets and environment in which it competes.
These risks include the risk of changes to regulation,
competition, or social changes which affect the
desirability of the Group’s products and services.
• The Group operates an annual strategic review cycle.
• Information on the strategic environment, which includes both external market and economic
factorsand those internal factors which affect our ability to maintain our competitiveness,
isregularlyanalysed to assess the impact on the Group’s business models.
• Engagement with industry bodies supports our information gathering.
• The Group responds to consultations through trade bodies where appropriate.
PRINCIPAL RISKS AND UNCERTAINTIES
STRATEGIC PRIORITIES
Grow sustainably
Scale with technology
Reach new customers
Be recommended by our customers
Be proud to work at Just
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202466
risk outlook
how this risk effects just just’s exposure to risk outlook and how we manage or mitigate the risk
1
Political and Regulatory
Trend: Uncertain strategic priorities
Changes in regulation and/or the
political environment can impact
the Group’s financial position
and its ability to conduct
business. The financial services
industry continues to see a high
level of regulatoryactivity.
Just monitors and assesses regulatory
developments for their potential impact on an
ongoing basis. We seek to actively participate
in all regulatory initiatives which may affect
or provide future opportunities for the Group.
Ouraims are to implement any changes required
effectively and deliver better outcomes for our
customers and a competitive advantage for
the business. We develop our strategy by giving
consideration to planned political and regulatory
developments and allowing for contingencies
should outcomes differ from our expectations.
On 6 June 2024, the PRA published a new policy
statement entitled “PS10/24 – Review of Solvency
II: Reform of the Matching Adjustment”. The
policy statement introduces a number of
changes to the MA rules, including on the
eligibility of MA portfolios, justification of the MA
taken, and firms’ reporting. We expect that the
PRA will provide further post-implementation
guidance during 2025.
The Solvency II reform, including Matching Adjustment and Risk Margin
reform is of key importance to the Group’s business model. The PRA
published final policy and rules on the MA in 2024 with all changes relating
to the Solvency II review effective on 31 December 2024. The Company
has adapted and created processes to meet the requirements, including
assessing the Fundamental Spread to support the required attestation.
TheCompany understands the PRA will evaluate the outcomes in 2025
within an intent to provide further guidance at some point. This further
guidance is uncertain.
The Group is participating in the PRA’s Life Insurance Stress Test exercise in
2025 and expect the results of to be published in the second half of 2025.
Weexpect the LIST results to inform regulatory policy and supervisory
activity going forward. The Group holds a capital buffer above that required
by regulation to withstand a 99.5% 1 year VaR shock. The target level of
buffer is maintained in line with industry peers.
The Group has limited Funded Reinsurance which is collateralised to ensure
recapture risks remain within appetite considering the full balance sheet
impacts. SS5/24 – Funded Reinsurance has created requirements for new
treaties that include, but are not restricted to, models, limits, capacity
available and correlations between counterparties.
The FCA’s rules for consumer duty were fully implemented across the Group
with the timeframes set and the annual Board report was submitted in July
2024. Following the PRA and FCA regulations on operational resilience from
March 2022, Just identified its most important business services and set
impact tolerances for each. These are subject to regular scenario testing and
an annual self-assessment is prepared for Board approval. Just continues to
evolve its operational resilience capability through the pillars that support
the delivery of business services.
The new Government has stated its intent to pursue leasehold reform, which
the prior Government did not implement due to the election. The Group is
closely monitoring the new Government’s agenda which remains uncertain
following the King’s Speech and the possible impact of this on the Group’s
£157m portfolio of residential ground rents. The value of these assets
has been adjusted to reflect an expected increase in credit spread and
consequential increase in the credit risk deduction for defaults. The Group
has not made any change to the approach for determining this adjustment
as at 31 December 2024.
2
Climate and SUSTAINABILITY
Trend: Increasing strategic priorities
Climate change could
impact our financial position
by impacting the value of
residential properties in our
lifetime mortgage portfolio
and the yields and default risk
of our investment portfolios.
Just’s reputation could also be
affected by missed emissions
targets or inadequate actions
onenvironmental issues or
broader sustainability issues.
Our TCFD disclosures (pages 40 to 53) explain
how climate-related risks and opportunities are
embedded in Just’s governance, strategy and risk
management, with metrics to show the potential
financial impacts on the Group. The metrics
reflect the stress-testing and scenario capabilities
developed to date to assess the potential impact
of climate risk on the Group’s financial position.
The value of properties on which lifetime
mortgages are secured can be affected by:
(i) transition risk – such as potential government
policy changes related to the energy
efficiency of residential properties;
(ii) physical risks – such as increased flooding
due to severe rainfall, or more widespread
subsidence after extended droughts.
A shortfall in property sale price against the
outstanding mortgage could lead to a loss
due to the no-negative equity guarantee given
tocustomers.
The value of corporate bonds and illiquid
investments can be affected by physical and
transition risks from climate change on the assets
or business models of corporate bond issuers
and commercial borrowers. Yields available from
corporate bonds may also be affected by any
litigation or reputational risks associated with the
issuers’ environmental policies or adherence to
emissions targets.
Just is proactive in pursuing its sustainability responsibilities and recognises
the importance of its social purpose. We have set targets for Scope 1 and
2 to be carbon net zero by 2025. For emissions from Scope 3 including,
but not limited to, our investment portfolio, properties on which lifetime
mortgages are secured and supply chain we have set net zero targets
by 2050, with a 50% reduction in these emissions by 2030. Performance
against these targets is being monitored and reported.
We continue to look to improve stress and scenario testing capabilities
to support the monitoring of potential climate change impact on our
investment and LTMs portfolios with a particular focus on refining the
quality of input data.
The lifetime mortgage lending criteria will be kept under review and
adjustments made as required.
Under Just’s Responsible Investment Framework, the sustainability risks,
including climate change, are considered for liquid and illiquid assets.
Risks arising from flooding, coastal erosion and subsidence are taken into
account in lifetime mortgage lending decisions.
The consideration of sustainability in investment decisions may restrict
investment choice and the yields available; but may also create new
opportunities to invest in assets that are perceived to be more sustainable.
Following the Bank of England and PRA Climate and Capital Conference,
in March 2023, the Bank of England published a report setting out its
thinking. This included consideration of whether firms assess risks within
the matching adjustment (“MA") adequately to allow for the capture of
climate risk. They will also start to explore whether it is appropriately
reflected in external credit ratings (or firms’ own internal ratings) and
if resulting MA benefits could be too large. The ABI are maintaining
engagement with key stakeholders including Just.
67STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
PRINCIPAL RISKS AND UNCERTAINTIES continued
risk outlook
how this risk effects just just’s exposure to risk outlook and how we manage or mitigate the risk
3
Cyber and technology
Trend: STABLE strategic priorities
IT systems are key to serving
customers and running the
business. These systems may
not operate as expected or
may be subject to cyber-
attack to steal or misuse our
data or for financial gain. Any
system failure affecting the
Group could lead to costs and
disruption, adversely affecting
its business and ability to
serve its Customers, and
reputationaldamage.
Our IT systems are central to conducting our
business from delivering outstanding customer
service and to the financial management of
the business. We maintain a framework of
operational resilience and disaster recovery
capabilities so that we can continue to operate
the business in adverse circumstances.
Protecting the personal information of our
customers and colleagues is a key priority.
Internal controls and our people are integral to
protecting the integrity of our systems, with our
multi-layered approach to information security
supported by training, embedded company
policies and governance.
We continue to invest in strategic technologies.
The cyber threat to firms is expected to continue at a high level in the
coming years and evolve in sophistication, especially with the increased
threat of sophisticated and expected high volumes of attacks resulting
from Artificial Intelligence. We will continue to closely monitor evolving
external cyber threats to ensure our information security measures
remain fit forpurpose.
Further investments in cyber-attack countermeasures were made in 2024,
to enable consistent delivery of required security standards, in line with
our Cyber strategy. We will continue to evaluate impacts of other new and
emerging technologies, such as Artificial Intelligence, during 2025.
We also conduct severe but plausible cyber desktop scenarios exercises
to find gaps in our controls. To strengthen data security and overall
resilience, enhancements to network architecture and data centre
upgrades have been implemented in 2024.
Our email system continues to be made more resilient to malicious
attacks, including detection of emerging types of phishing and malware.
A specialist security operations centre monitors all our externally facing
infrastructure and services, with threat analysis, incident management
andresponse capabilities. The Group’s cyber defences are subject
to regular external penetration tests to drive enhancements to our
technologyinfrastructure.
The development of in-house systems and our use of third-party
systems,including cloud and via third-party administrators’
arrangements, is continuously monitored by technical teams
followingestablished standards and practices.
4
Insurance risk
Trend: STABLE strategic priorities
In the long-term, the rates
of mortality suffered by our
customers may differ from the
assumptions made when we
priced the contract.
A high proportion of longevity risk on new
business Just writes is reinsured, with the
exception of the Care business. Care longevity
risk is immaterial to the Group and is retained
in full. Most of the financial exposure to the
longevity risks that are not reinsured relate to
business written prior to 2016.
Reinsurance treaties include collateral to
minimise exposure in the event of a reinsurer
default. Analysis of collateral arrangements
canbe found in Note 29.
Mortality experience continues to be volatile
andremains above pre-pandemic levels.
Experience and insights emerging since mid-2021 indicate that COVID-19,
and the aftermath of the pandemic, has had a material and enduring
impact on mortality for existing and future policyholders.
Our views on the changes are updated annually taking into account recent
data, emerging best practice and expected trends. The assumptions
about these changes have been incorporated into Just’s pricing across our
Retirement Income and Lifetime Mortgage products and will be updated
as more information becomes available. The Group continues to assess its
reinsurance strategy in the light of pricing and experience. This has led to
an increase in the retained longevity risk for a subset of new policies in the
retail business.
Changes in customer behaviour due to current higher interest rates have
been taken into account where appropriate.
5
Market and credit risk
Trend: INCREASING strategic priorities
Fluctuations in interest rates,
residential property values,
credit spreads, inflation and
currency may result, directly
or indirectly, in changes in the
level and volatility of market
prices of assets and liabilities.
Investment credit risk is a
result of investing to generate
returns to meet our obligations
topolicyholders.
Our business model and risk management
framework have been designed to manage
exposure to market risks within pre-defined limits
and to ensure hedge effectiveness remains high.
Investment in fixed income investments exposes
the Group to default risk and subsequent losses
should collateral and recovery be less than the
expected investment value. The Group is exposed to
concentration risk and to the downgrade of assets
which shows an increased probability of default.
Credit risk exposures arise due to the potential
default of counterparties where we have
reinsurance, holding cash balances, or have traded
derivatives to mitigate market risk exposures. To
reduce risk, the Group ensures it trades with a wide
range of counterparties to diversify exposures.
Reinsurance and derivative contracts will be
collateralised to reduce exposure to counterparty
credit risk. Reinsurance contracts are struck
on terms with protection against termination.
Derivative transactions are under standardised
agreements with various collateral arrangements
under each master agreement.
The Group is aligned to SS5/24 – Funded
Reinsurance in respect of reinsurer counterparty
risk measurement and management.
Interest rates remain elevated and central banks affirm their intention
to lower rates slowly to ensure inflation hits and remains at target.
Economic growth has been positive but low. There is a risk rates do not
fall leading to wider difficulties due to debt levels and refinancing risk for
corporateborrowers.
Our investment assets may experience increased movements in
downgrade and/or default experience. We continually monitor our portfolio
and take necessary actions as part of our overall approach to credit
riskmanagement.
Sustained high interest rates may result in UK residential property price
falls, increasing the Group’s exposure to the risk of shortfalls in expected
repayments due to no-negative equity guarantee within its portfolio
of lifetime mortgages. Commercial property price falls would reduce
the value of collateral held within our loan portfolio secured against
commercialproperties.
Our balance sheet sensitivities to these risks can be found in note 16.
Credit risk on cash assets is managed by imposing restrictions over the
credit ratings of third parties with whom cash is deposited.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202468
risk outlook
how this risk effects just just’s exposure to risk outlook and how we manage or mitigate the risk
6
Liquidity risk
Trend: INCREASING strategic priorities
Having sufficient liquidity to
meet our financial obligations
as they fall due requires
ongoing management and
the availability of appropriate
liquidity cover. The liquidity
position is stressed to
reflect the most extreme
marketconditions.
Exposure to liquidity risk arises from:
• short term cash flow volatility leading to
mismatches between cash flows from assets
and liabilities, particularly servicing collateral
requirements of financial derivatives and
reinsurance agreements;
• the liquidation of assets to meet liabilities during
stressed market conditions;
• higher-than-expected funding requirements on
existing LTM contracts, lower redemptions than
expected; and
• liquidity transferability risk across the Group.
Liquidity risk is ever present therefore the Group manages liquidity to
ensure sufficient levels to withstand historic events. Controls are in place
to maintain liquidity risk within preset limits including the use of corporate
bond collateral agreements to assist in liquidity risk mitigation.
Financial markets are expected to remain volatile into the foreseeable
future resulting in an increased level of liquidity risk. At the same time,
Just is experiencing strong market demand for defined benefit de-risking
solutions from pension schemes.
The Group’s use of derivative positions is planned to increase in proportion
to its planned growth. Throughout any period of heightened volatility, Just
maintains robust liquidity stress testing and holds a high level of liquidity
coverage above stressed projections.
The Group maintains a robust short term liquidity stress testing process
and holds a high level of liquidity coverage above stressed requirements.
Medium and long term liquidity risk projections are used to support
planning for future liquidity requirements.
7
Strategic risk
Trend: STABLE strategic priorities
The choices we make about the
markets in which we compete
and the demand for our product
and service offering may be
affected by external risks
including changes to regulation,
competition, or social changes.
Risks to the Group’s strategy arise from
regulatory change as the Group operates
in regulated markets and has partners and
distributors who are themselves regulated.
Actions by regulators may change the shape
and scale of the market or alter the
attractiveness ofmarkets.
Changes in the nature or intensity of competition
may impact the Group and increase the risk the
business model is not able to be maintained.
The actions of our competitors may increase
the exposure to the risk from regulation should
they fail to maintain appropriate standards
ofprudence.
Regulation changes have been significant in recent years. It is unlikely
that Group’s regulators will make any significant change until these have
been embedded, however the government has asked them to propose
change to grow UK competitiveness and hence the economy. At the time
of writing, it is not possible to judge the impact of these further changes
on the Group overall.
A range of governmental initiatives from the review of the pensions
landscape may change the operation of existing DB pension schemes
and workplace pensions.
The Government is keen for the development of Collective Defined
Contributions (“CDC") Schemes. The Group believes that CDC would likely
be complementary to the existing decumulation market rather than
replace it. Both the ABI and the Group continue to actively contribute to
ongoing discussions specific to this matter.
The FCA will further consult on draft rules and guidance in 2025 following
the Advice Guidance Boundary Review, the outcome of which could
impact the financial advice landscape.
The risks to the Group from selection of strategies to compete are
mitigated through a strategic review process examining the competitive
environment, the Group’s capabilities, and ability to deploy resources to
take advantage of opportunities.
69STRATEGIC REPORT
GOVERNANCE FINANCIAL STATEMENTS
CHAIR’S GOVERNANCE OVERVIEW
Dear shareholders and other stakeholders,
In my opening Chair’s statement on pages 6 to 7, I set the scene
for our Annual Report with an overview of our performance and
successes, and the outlook for the business in the year ahead.
Onbehalf of the Board of Just Group plc (the “Board”), I am
pleased to present the 2024 Corporate Governance report, which
supplements the information contained in the Strategic report.
This section of the Annual Report and Accounts explains how the
Board seeks to ensure that we have effective corporate governance
and oversight in place to help support the creation of long-term
sustainable value for our shareholders and broader stakeholders.
As covered in the Governance in Operation report, the Board
considers that, for the year under review, it has applied the Principles
and complied with all Provisions of the UK Corporate Governance
Code 2018 (the “Code”).
Plans are in place for the Group to comply with the 2024 iteration of
the Code, which is effective from 1 January 2025 except for Provision
29 which will apply to financial years beginning 1 January 2026.
Throughout the Corporate Governance report, we have set out how
the Board has discharged its duties through the activities of the
Board and its Committees.
STRATEGY AND PURPOSE
The Board has agreed on an effective corporate governance
framework, which includes the key mechanisms through which the
Group sets its strategy and objectives, monitors performance and
considers risk management. Just has a compelling, clear purpose,
to help people achieve a better later life by providing competitive
products, financial advice, guidance and services to those
approaching, at, or in-retirement. Our priority is to deliver profitable
and sustainable growth so that we can take advantage ofthe markets
we operate in.
We work hard to ensure our customers benefit from our services and
our shareholders receive the benefit of long-term, sustainable value
creation, whilst also taking into consideration the needs of our other
stakeholders and the impact of our operations on the wider society
and environment.
BOARD AND COMMITTEE COMPOSITION
Kalpana Shah informed the Board of her decision to resign as an
independent Non-Executive Director with effect from 1 March
2025 after serving four years on the Board. From 31 January 2025,
Michelle Cracknell was appointed as a member of the Group, JRL
and PLACL Audit Committees and I have been appointed as interim
Chair of the Group Risk and Compliance Committee (“GRCC”)
pending the appointment of a permanent Chair to replace Kalpana.
Further details on the changes and recruitment process for a new
independent Non-Executive Director are contained in the Nomination
and Governance Committee report.
A key focus in 2024 was ensuring the smooth onboarding of Just’s
Group Chief Financial Officer, Mark Godson, and independent Non-
Executive Director, Jim Brown, who were both appointed to the
Board in late 2023. The Nomination and Governance Committee has
continued to monitor the skills and capabilities needed to support
the Group deliver its strategic objectives, and this will remain a focus
in the year ahead.
BOARD AND COMMITTEE ACTIVITY
The Governance in Operation report describes the work of the Board
and its Committees over the year. This has been a busy year for the
Board and I would like to take the opportunity to highlight some of
the main activities during and in respect of the 2024 financial year.
• The Board has been actively engaging on the Group’s strategy,
sustainability and change initiatives to ensure that it can achieve
its growth ambitions in a controlled and sustainablemanner.
• The Board was actively engaged in the oversight of the Group’s
largest single defined benefit de-risking transaction to date.
• The Board considered and approved proposed debt
refinancingarrangements.
JOHN HASTINGS-BASS
Chair
GOVERNANCE HIGHLIGHTS
Culture Oversight Board oversight of culture
during the year.
Read more on page 81
Board Performance Annual evaluation of the
performance of the Board and
principal Board Committees
led by the Chair and Group
Company Secretary.
Read more on page 89
Consumer Duty Board assessment of
the Group’s approach to
ensuring the delivery of
good customer outcomes.
Read more on page 86
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202470
• The Board was briefed on new regulatory requirements including
changes to the PRA’s expectations on funded reinsurance
arrangements and agreed changes to the funded reinsurance
counterparty limits to ensure ongoing compliance withregulations.
• The Board assessed how the Group has embedded Consumer Duty
requirements to ensure the delivery of good customer outcomes.
• The Nomination and Governance Committee reviewed succession
plans, the Board Diversity, Equity, Inclusion and Belonging Policy,
Board training schedules, and annual Board, Committee and
Director performance reviews. It monitored plans to ensure
compliance with the 2024 iteration of the Code. It also considered
the Board’s role in the oversight of Just’s culture and behaviours,
and agreed enhancements to reporting.
• The Group Audit Committee provided oversight of the preparation
of the Group’s Annual Report and Solvency II reporting. It was
briefed on sustainability disclosure requirements, interest rate
exposures and the Solvency UK matching adjustment reform,
including matching adjustment attestation requirements. It
appointed a new Director of Group Internal Audit who provided
reports on internal controls and updates on assuranceactivities.
• The GRCC considered various risk matters during the year. This
included a review of Just’s risk appetites and stress and scenario
testing results. Regular updates on conduct and customer risk
matters, and regulatory developments were also received. Other
areas of focus included the management of model risk, third party
risk and technologyrisk.
• The Remuneration Committee discharged its delegated
responsibilities for the remuneration arrangements for the Chair,
Executive Directors and Senior Management during the year. It
also reviewed workforce remuneration and related policies, and
took into consideration the alignment of incentives and rewards
with the Group’s culture. The Remuneration Committee conducted
a tender process and appointed Deloitte as its new remuneration
consultant in late 2024. Further details on the tender process can
be found on page 117.
An outline of the range of matters discussed at Board meetings
during the year can be found on pages 82 to 83. More information
on the work and activities of the principal Board Committees can be
found on pages 94 to 122.
BOARD PERFORMANCE
Board evaluation is an important annual process and in 2024, there
was an internal performance review facilitated by the Chair and
Group Company Secretary. A key theme of the review focused on the
interaction between the Board and its Committees, and the efficient
operation of meetings. Further information on the review and the
conclusions can be found in the Governance inOperation report.
The Board has assessed the performance, independence and time
commitment of all of the Non-Executive Directors and concluded
that they continue to be effective and meet all of the independence
and time commitment expectations. The Board also believes that
the mix of tenure and balance of skills is in the best interest of
shareholders and recommends the re-election of all current Directors
at the2025 Annual General Meeting (“AGM”).
STAKEHOLDER ENGAGEMENT
During the year, the Directors engaged with stakeholders in various
ways. The Executive Directors met with numerous investors and
potential investors, and the Non-Executive Directors took advantage
of opportunities to engage with colleagues. The Relationships with
stakeholders report and Section 172 statement contain more details
of how the Board has considered our different stakeholders when
making decisions.
ANNUAL GENERAL MEETING
The 2025 AGM will be held at 10.00am on 8 May 2025 at 1 Angel Lane,
London EC4R 3AB.
The Directors were pleased with the support received from
shareholders at the 2024 AGM with investors representing over 80%
of the share capital voting and, of those, more than 90% of the votes
were in favour of the resolutions.
On behalf of the Board, I would like to thank shareholders for their
continued engagement and support. I would also like to thank our
colleagues for their continued commitment and dedication to Just
and our purpose. The Board and I look forward to engaging with our
stakeholders in the year ahead.
JOHN HASTINGS-BASS
Chair
6 March 2025
UK CORPORATE GOVERNANCE CODE 2018
The 2018 Code, which is available to view on the Financial Reporting
Council’s website is the standard against which we measured
ourselves in 2024.
Details on how we have applied the Principles and complied with the
Provisions set out in the Code and how governance operates at Just
have been summarised throughout this Governance section and
elsewhere inthe Annual Report as set out below.
Pages
BOARD LEADERSHIP AND COMPANY PURPOSE
A. Effective Board 72-74
B. Purpose, values and culture 1, 54-57
C. Governance framework 78
D. Stakeholder engagement 58-60
E. Workforce policies and practices 63
DIVISION OF RESPONSIBILITIES
F. Role of Chair 80
G. Independence 80, 95-96
H. External commitments and conflicts of interest 95-96
I. Board resources 83
COMPOSITION, SUCCESSION AND EVALUATION
J. Appointment to the Board 95, 97
K. Board skills, experience and knowledge 95, 97
L. Annual Board evaluation 89-90
AUDIT, RISK AND INTERNAL CONTROL
M. External Auditor and Internal Auditor 101-103
N. Fair, balanced and understandable review 99, 128
O. Internal financial controls and risk management 102, 106
REMUNERATION
P. Linking remuneration to purpose and strategy 109-110
Q. Remuneration policy review 110
R. Performance outcomes in 2024 111
71
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
CAREER AND EXPERIENCE
John brings over 45 years of business experience
in the insurance and reinsurance sectors and has
undertaken the role of Chair in a number of
publicly quoted and privately owned businesses.
John began his career in Hong Kong with Jardine
Matheson in 1976. He moved to London and was
latterly a Director of JLT Group and Chief
Executive Officer of International Business Group.
He joined Arthur J. Gallagher in 2007 as Chairman
of International Development, leading the Asia
Pacific business, and served as Chair of Novae
Group plc from 2008 to 2017. In January 2015,
John was appointed Non-Executive Chair of
BMS Group, the private equity backed global
insurance broking group, and in October 2022,
hewas appointed Chair of Dale Management
Agency Limited.
John is a Trustee of the Landmark Trust and is
Chair of its Audit Committee.
SKILLS AND COMPETENCIES
• Strong broad commercial skills in strategy,
mergers and acquisitions
• High level of competency managing customer
and financial adviser relationships through his
brokering experience
• Extensive experience of all aspects of
governance from over 15 years as an
independent Non-Executive Director
CURRENT OTHER LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
• Director of HUB Financial Solutions Limited
CAREER AND EXPERIENCE
David was appointed as Group Chief Executive
Officer on 19 September 2019. Prior to that David
was Deputy CEO and Managing Director of the DB
Solutions business. He was the CFO of Partnership
Assurance Group plc from February 2013 until
April2016.
Since his appointment as Group CEO, David has
focused on transforming the Group into a
customer-focused leader in the retirement space,
growing the business sustainably and profitably
tocreate material value for shareholders.
Over a 30-year career David has gained deep and
varied experience across long-term savings, life
insurance, pensions and reinsurance sectors.
Previously, David was Group Chief Actuary of
Phoenix Group, where he was the Executive
Committee member responsible for restructuring
the group’s balance sheet and enhancing its
overall capital management. Prior to this, David
worked in various senior roles at Swiss Re in the
UK and US, across both its Admin Re and
traditional reinsurance businesses. David
commenced his career at Tillinghast.
SKILLS AND COMPETENCIES
• Extensive experience in long-term savings,
lifeinsurance, pensions and reinsurance
• Outstanding enterprise-wide
executiveleadership
• Strategic clarity supported by strong delivery
• Qualified Actuary
• Chartered Financial Analyst (CFA) charterholder
CURRENT OTHER LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
CAREER AND EXPERIENCE
Mark brings over 20 years’ experience in the
insurance industry across several international
markets, with particular expertise in delivering
growth strategies, business transformation,
commercial optimisation, and mergers and
acquisitions. Prior to his appointment as Group
Chief Financial Officer, Mark was a partner at
Ernst & Young (EY), and leader of their UK
Actuarial practice.
Prior to EY, Mark was a Director at Swiss Re,
leading the pricing, structuring, anddiligence
of closed and open book transactions across
Europe and USA.
Mark holds Executive responsibility for
sponsorship of the Race Equality network.
SKILLS AND COMPETENCIES
• Significant international experience across
theinsurance industry
• Strong understanding of the markets the
Groupoperates in
• Qualified Actuary
CURRENT OTHER LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
• Director of Just Retirement Money Limited
• Director of Partnership Home Loans Limited
EXECUTIVE DIRECTORSNON-EXECUTIVE CHAIR
BOARD OF DIRECTORS
John Hastings-Bass
CHAIR
Appointed: 13 August 2020 (5 years)
David Richardson
GROUP CHIEF EXECUTIVE OFFICER
Appointed: 4 April 2016 (9 years)
Mark Godson
GROUP CHIEF FINANCIAL OFFICER
Appointed: 1 December 2023 (1 year)
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202472
CAREER AND EXPERIENCE
Mary has more than 40 years of international
business, retail and corporate finance, risk
management, advisory and board experience
invarious countries.
Previous UK and overseas board experience
includes serving as Chair of Virgin Money Unit
Trust Managers Limited, and a Non-Executive
Director of Morgan Stanley & Co International plc,
Novae Group plc, New Day Group Limited, Friends
Life Group plc, and the Charity Bank Limited.
Maryhas held senior positions at Standard
Chartered Bank plc, ANZ Banking Group, National
Australia Bank, Commonwealth Bank of Australia,
and PricewaterhouseCoopers LLP.
Mary currently serves on the Board of the
Institute of Chartered Accountants for England
and Wales. She is also a Non-Executive Director
ofThe Canada Pension Plan Investment Board
(CPP Investments) in Toronto, and is Chair of its
Risk Committee.
SKILLS AND COMPETENCIES
• Extensive experience in financial services
including retail, insurance and investment
management sectors
• Strong experience of financial, accounting,
riskmanagement and internal control matters
• Chartered Accountant (ACA, FCA)
• Fellow of the Institute of Chartered
Accountants in England and Wales
• Fellow of the Institute of Chartered
Accountants in Australia and New Zealand
CURRENT OTHER LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
• Director of Just Retirement Money Limited
• Director of Partnership Home Loans Limited
CAREER AND EXPERIENCE
Jim has considerable corporate finance,
restructuring and mergers and acquisition
experience, and has worked within the financial
services industry throughout his career, latterly
within the Retail and Commercial banking sector.
Jim was appointed as a Non-Executive Director
ofSecure Trust Bank plc on 31 March 2024 and
asChair on 16 May 2024. He was Chief Executive
Officer of Sainsbury’s Bank plc and a member of
the Sainsbury’s Group Operating Board until his
retirement from such roles at the end of March
2024. Prior to this, Jim was Chief Executive Officer
of Williams and Glyn between 2015 and 2017 and
Chief Executive Officer of Ulster Bank in Northern
Ireland and the Republic of Ireland from 2011
to2015.
Internationally, Jim has held a number of senior
roles in Asia, Australia and New Zealand, including
Chief Executive Officer of Retail and Commercial
Banking, Asia and the Middle East for RBS and
ABNAMRO.
SKILLS AND COMPETENCIES
• Extensive experience of corporate finance,
restructuring and mergers and acquisitions
• Highly competent in change management
• Certified Bank Director
CURRENT OTHER LISTED DIRECTORSHIPS
Secure Trust Bank plc
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
CAREER AND EXPERIENCE
Michelle brings a wealth of strategic and
customer behavioural experience, having spent
over 30 years in senior roles in the regulated
financial services industry.
Michelle was Chief Executive Officer of The
Pensions Advisory Service from 2013 to 2018. Prior
to that, she held Director roles in advice firms,
pension providers and insurance companies.
In addition to Just Group, Michelle is a Non-
Executive Director and Trustee of Lloyds Banking
Group Pension Funds, Chair of FIL Wealth
Management Limited, Non-Executive Director of
FIL Holdings Limited and Financial Administration
Services Limited. Michelle is also a Non-Executive
Director and Chair of the Audit and Risk
Committee of PensionBee Group plc, and a
Non-Executive Director of Sport England and
Chair of its Audit and Risk Committee. She is a
Trustee of the charity, Orthogeriatric
ResearchFund.
SKILLS AND COMPETENCIES
• Broad knowledge and understanding of
employee benefits
• Extensive experience in later life benefits
andregulated financial services
• Chartered Actuary (Fellow)
CURRENT OTHER LISTED DIRECTORSHIPS
PensionBee Group plc
KEY INTERNAL DIRECTORSHIPS
• Chair of Just Retirement Money Limited
• Chair of Partnership Home Loans Limited
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
• Director of HUB Financial Solutions Limited
SENIOR INDEPENDENT DIRECTOR NON-EXECUTIVE DIRECTORS
Mary Phibbs
SENIOR INDEPENDENT DIRECTOR
Appointed: 5 January 2023 (2 years)
Michelle Cracknell
INDEPENDENT NON-EXECUTIVE DIRECTOR
Appointed: 1 March 2020 (5 years)
James Brown
(known as Jim Brown)
INDEPENDENT NON-EXECUTIVE DIRECTOR
Appointed: 1 November 2023 (1 year)
PLC COMMITTEES
Group Audit Committee
Remuneration Committee
Market Disclosure Committee
JRL and PLACL Committees
Audit Committees
Investment Committees
Committee Chair
Nomination and Governance Committee
Group Risk and Compliance Committee
Committee Chair
73
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
NON-EXECUTIVE DIRECTORS continued
NON PLC INDEPENDENT
NON-EXECUTIVE DIRECTORS
CAREER AND EXPERIENCE
John has significant experience in the life
andpensions industry, with over 30 years of
experience in the sector. He was previously
Chief Executive Officer of Police Mutual and
Managing Director of Life & Pensions at LV=.
Prior to that, he held senior roles at Prudential,
AXA and Swiss Life. At LV=, John was a “friendly
competitor” of Just Group in many of its
product markets, in addition to his role as Chief
Executive Officer of its pension advice
company, bringing important commercial and
strategic perspectives to the Boards.
Outside of Just Group, John is Chair of HSBC
Life(UK) Limited. He is also a Non-Executive
Director of Mobius Life Limited, and is Chair
ofits Audit and Risk Committee.
SKILLS AND COMPETENCIES
• Considerable experience in the life and
pensions industry
• Broad knowledge of the advice market
andrisk management
• Chartered Actuary (Fellow)
CURRENT LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Chair of Just Retirement Limited
• Chair of Partnership Life Assurance
CompanyLimited
• Chair of HUB Financial Solutions Limited
CAREER AND EXPERIENCE
Mary has considerable experience in the pensions,
life insurance and investment industries, and is a
former partner of Willis Towers Watson.
Outside of Just Group, Mary is a Non-Executive
Director of New Ireland Assurance Company plc
and Companjon Services DAC, and is Chair of
theirrespective Risk Committees. She is also
aNon-Executive Director of Aegon Asset
Management UK plc and La Banque Postale
AssetManagement Limited. Mary is a member
ofthe Independent Governance Committee of
Prudential Assurance UK Limited and Trustee
ofThe London Irish Centre.
SKILLS AND COMPETENCIES
• Considerable experience in the pensions,
lifeinsurance and investment industries
• Qualified Actuary
• Holds a Chartered Financial Analysts
Certificatein ESGInvesting
CURRENT OTHER LISTED DIRECTORSHIPS
None
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
PLC committees
Group Audit Committee
Remuneration Committee
Market Disclosure Committee
Nomination and Governance Committee
Group Risk and Compliance Committee
Committee Chair
Board of directors
continued
Mary Kerrigan
Independent Non-Executive Director
Appointed: 1 February 2022 (3 years)
John Perks
Life companies’ chair
Appointed: 1 April 2021 (4 years)
CAREER AND EXPERIENCE
Kathy Byrne has over 40 years’ experience
intheinsurance industry and was previously
ChiefExecutive Officer of the Metropolitan Police
Friendly Society. A qualified actuary, Kathy started
her career at consulting actuaries Hymans
Robertson & Co and was Managing Director of
Cardif Pinnacle’s investment business unit. Prior
tothis she wastheir Group Actuarial Director.
Kathy has an MBA from Henley Management
College and has served on the Institute and
Faculty of Actuaries Council.
Outside of Just Group, Kathy is a Non-Executive
Director of Amicorp FS (UK) plc. Kathy is also a
co-founder and shareholder of Alpasión
Vineyard, Mendoza, where she held a
Non-Executive Director role until 2020.
SKILLS AND COMPETENCIES
• Considerable experience in the insurance
and investment management industries
• Experience of providing strong innovation,
marketing and product development
• Chartered Actuary (Fellow)
CURRENT LISTED DIRECTORSHIPS
Amicorp FS (UK) plc
KEY INTERNAL DIRECTORSHIPS
• Director of Just Retirement Limited
• Director of Partnership Life Assurance
Company Limited
• Director of Just Retirement Money Limited
• Director of Partnership Home Loans Limited
JRL and PLACL Committees
Audit Committees
Investment Committees
Committee Chair
Kathleen Byrne
(known as Kathy Byrne)
Independent Non-Executive Director
Appointed: 1 February 2022 (3 years)
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202474
John Hastings-Bass 5
1
2
3
3.2
5
Mary Phibbs
Jim Brown
Michelle Cracknell
Mary Kerrigan
Average
Please note all statistics relate to Just Group plc only.
commitment TO DIVERSITY
The Directors recognise the benefits of having a diverse and inclusive Board.
As part of the Non-Executive Director recruitment process in 2025 to fill a
vacancy, the Nomination and Governance Committee will be mindful of the
recommendations of the FTSE Women Leaders Review, the Parker Review
andthe diversity targets set out in the Listing Rules.
Further details on the recruitment plans are contained on
page 95.
1 As at 5 March 2025.
Average non-executive
director tenure
1
3.2 YEARS
independence GENDER DIVERSITY
ETHNIC DIVERSITY
31 December 2024
Asian 1
Black 0
Mixed 0
White 7
Other 0
05 March 2025
Asian 0
Black 0
Mixed 0
White 7
Other 0
05 March 2025
Chair 1
Executive Directors 2
Non-Executive Directors 4
31 December 2024
Chair 1
Executive Directors 2
Non-Executive Directors 5
05 March 2025
Male 4
Female 3
31 December 2024
Male 4
Female 4
See the Nomination and Governance Committee report on page 97
for the Directors’ skills and expertise matrix.
SKILLS AND COMPETENCIES
75
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
01.
David Richardson
GROUP CHIEF EXECUTIVE OFFICER
See David’s Biography on P72
02.
Mark Godson
GROUP CHIEF FINANCIAL OFFICER
See Mark’s biography on P72
03.
David Cooper
GROUP MARKETING AND
DISTRIBUTIONDIRECTOR
Role and experience
David is responsible for marketing, distribution
and the Group’s HUB business. He leads the
Group’s brand, insight and marketing activities,
Group business development and is responsible
for the Group strategy function. He is also the
accountable Executive for all aspects of customer
strategy including Consumer Duty. David holds
Executive responsibility for sponsorship of the
Older Workers Learning and Sharing network.
With 40 years in the financial services industry,
David has operated in a number of sectors
including retail banking, general insurance,
personal credit, actuarial consulting and the
retirement industry. He has worked for a variety
of large organisations including GE Capital,
Centrica, Bradford & Bingley and Hymans
Robertson as well as much smaller growth
businesses such as Stalwart Assurance, the
business that developed enhanced annuities.
David is an Executive Director of various
Just subsidiaries including HUB Financial
Solutions Limited.
On behalf of Just, David is a Director of 55
Redefined Limited, a Group which delivers
solutions that are targeted towards attracting,
engaging, growing and retaining those in the
50+ demographic.
04.
Alex Duncan
GROUP CHIEF RISK OFFICER
Role and experience
Alex is responsible for the oversight of risk
management and compliance with financial
regulation. He holds accountability, among others,
for the firm’s performance of its obligations under
the FCA senior management and certification
regime (SMCR); conduct rules training and
reporting, countering the risk that the Company
might be used to further financial crime; the
Group’s Own Risk and Solvency Assessment;
thefirm’s Compliance; and Climate Change risk.
Alexholds Executive responsibility for Just’s
implementation of its Sustainability strategy
and for sponsorship of the Pride at Just network.
With over 35 years’ experience in the financial
services industry, Alex has held roles in
reinsurance, investment banking, consulting,
treasury, mergers and acquisitions, and capital
management. Alex is a Chartered Actuary (Fellow)
of the Institute and Faculty of Actuaries.
05.
Ellie Evans
GROUP CHIEF PEOPLE OFFICER
Role and experience
Ellie is responsible for the people and culture
agenda, and plays an active role in delivering the
Group’s strategy and fostering Just’s culture of
inclusion, belonging and high performance. In her
role, Ellie is focused on ensuring the Group
possesses the necessary talent, leadership and
capabilities to meet both current and future
business needs. Her remit encompasses all facets
of colleague experience, including engagement,
the workplace environment, development, reward,
belonging and inclusion, and sustainability. Ellie is,
together with Paul Fulcher, the joint Executive
Sponsor for Just’s charitable activities.
Ellie has over 20 years of cross industry HR
leadership experience in operational, talent,
learning, engagement, organisational design and
development roles. Prior to Just, Ellie has worked
at companies such as BAA plc, BP plc, Volkswagen
Group, ABF plc and most recently, BGl Group.
06.
Paul Fulcher
GROUP CAPITAL MANAGEMENT AND
INVESTMENT EXECUTIVE
Role and experience
Paul is responsible for Just’s in-house Investment
function, and for Capital Management. He leads
on the first line management of Just’s market,
credit, demographic and reinsurance risks, and
manages the Group Pricing function. Paul is the
Executive Sponsor for the social mobility network
Just Mobile, and, together with Ellie Evans, leads
the Group’s charitable activities.
Paul has 35 years of experience in the life
insurance industry. Before joining Just, Paul was
aprincipal at Milliman LLP, a life and financial
services consulting firm. Prior to his time at
Milliman, he spent six years at Nomura as a
Managing Director, overseeing their Structuring
and Insurance Solutions team providing solutions
to insurers across Europe. He also worked in risk
advisory and capital solutions roles for the Royal
Bank of Scotland and UBS, and on mergers and
acquisitions in the UK and Japan for HSBC and
PwC. Paul is a Chartered Actuary (Fellow) of the
Institute and Faculty of Actuaries.
07.
Pretty Sagoo
MANAGING DIRECTOR,
DEFINED BENEFIT SOLUTIONS
Role and experience
Pretty is responsible for the Group’s de-risking
(pension risk transfer) activities, providing
security in retirement for members of corporate
defined benefit (“DB”) pension schemes that
transfer to the Group. She also leads the DB
business and proposition development for
corporate pension schemes. Pretty holds
Executive responsibility for sponsorship of the
Diverse Abilities network.
Pretty has over 20 years of pensions and life
insurance experience gained through a career in
Investment Banking and Insurance. Prior to Just,
Pretty was Head of New Business and Pensions
atAthora, a European Insurance consolidator,
where she was responsible for developing the new
business franchise to support their growth. Pretty
has also worked in pricing and execution for Legal
and General, and insurance and pension solutions
at Deutsche Bank.
Outside of Just, Pretty is a Trustee for the
Mineworkers’ Pension Scheme.
08.
Paul Turner
MANAGING DIRECTOR, RETAIL
Role and experience
Paul is responsible for the Group’s retail
businesses in the UK and South Africa. The retail
business delivers retirement solutions to
intermediated customers through insurance,
investment and mortgage propositions. Paul
holds Executive responsibility for sponsorship
ofthe Women’s and Men’s Health and
Wellbeingnetworks.
Paul has over 30 years’ experience in the
insurance industry. Prior to Just, Paul held various
senior international roles at Swiss Re in Asia and
Australia including the executive leadership of its
life and health business for Southeast Asia based
in Singapore, and Chief Underwriting Officer for
Asia Pacific based in Hong Kong.
Paul is an Executive Director of various Just
subsidiaries including our life companies, Just
Retirement Limited and Partnership Life Assurance
Company Limited. Outside of Just, Paul is a Just
representative Director for EPPARG Limited.
SENIOR LEADERSHIP
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202476
05.
Ellie Evans
08.
Paul Turner
02.
Mark Godson
04.
Alex Duncan
07.
Pretty Sagoo
01.
David Richardson
03.
David Cooper
06.
Paul Fulcher
77
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION
The Just Group plc Board (the “Board”) is committed to underpinning all of Just’s activities with the highest standards of
corporate governance to fulfil our purpose of helping people achieve a better later life. This report sets out our governance
framework and how we have applied the principles of the UK Corporate Governance Code (the “Code”).
The effective working relationship between the
Board and the Group Chief Executive Officer and
the Group Executive team facilitates support and
challenge through regular reporting and dialogue.
Our Governance Framework is designed to embed strong governance and oversight processes and to ensure compliance with the Code.
It covers the group of companies of which Just Group plc is the ultimate shareholder (the “Group”). An overview of the governance
arrangements in place for the subsidiary companies is provided at the end of this report under the heading “Subsidiaries Governance”.
The Board is responsible for the overall leadership of the Group and setting its purpose, values and strategy including the Group’s
sustainability strategy. The Board ensures our culture is aligned with our strategy, oversees our conduct and affairs, and promotes the
success of the Group for the benefit of our shareholders and other stakeholders.
These bodies support the Group’s strategic priorities, business needs or specific projects and meet regularly with approved terms
ofreference to discharge their duties on behalf of the Group. The Senior Management Committees and Forums include:
Responsible for the overall performance
andday-to-day leadership of the Group.
Responsible for monitoring the integrity of the financial statements, reviewing the
effectiveness of the Group Internal Audit function, assessing the Group’s internal
controls and maintaining the external auditor relationship.
Responsible for maintaining effective systems of risk management, compliance and
internal control throughout the Group.
Responsible for reviewing Board and Board Committee composition and succession
needs, proposes new Board appointments and oversees governance developments.
Determines the remuneration policies for the Chair, Executive Directors, Senior
Management and Solvency II identified staff. It is also responsible for the operation
ofshare incentive plans and the oversight of gender and ethnicity pay gap reporting.
Oversees the identification of inside information and disclosure of information to the
market to ensure the Company complies with relevant regulatory rules including the
UK Market Abuse Regulation.
Assists the Group Chief Executive Officer
todischarge their duties.
Key responsibilities include:
• Implementing the strategy and
businessplan set by the Board.
• Executing plans to meet
sustainabilitycommitments.
• Development and oversight of
cultureandpeople initiatives.
OUR GOVERNANCE FRAMEWORK
BOARD OF DIRECTORS
GROUP CHIEF EXECUTIVE OFFICER
SENIOR MANAGEMENT COMMITTEES AND FORUMS
BOARD COMMITTEES
GROUP AUDIT COMMITTEE
GROUP RISK AND COMPLIANCE COMMITTEE
NOMINATION AND GOVERNANCE COMMITTEE
REMUNERATION COMMITTEE
MARKET DISCLOSURE COMMITTEE
Business Areas’ Leadership
• HUB Executive
Committee
• Retail Senior
Management Team
Committee
• UK Corporate Business
Senior Management
Committee
Investments
• Asset Liability Committee
• Credit Committee
• Insurance Committee
Sustainability
• Sustainability Bond
Forum
• Executive Sustainability
SteeringCommittee
• Sustainability
WorkingGroup
Business Change
• Executive Change
Committee
Risk Management
• Executive Risk
Committee
• Conduct and Operational
Risk Committee
• Information Security and
IT Risk Committee
• Retail Conduct and
Customer Risk
Committee
GROUP EXECUTIVE COMMITTEE
Underlying the governance framework between the Board, Board Committees, Group Chief Executive Officer and the Group Executive
Committee, are various senior management committees and forums strengthening our governance and improving Board oversight.
The Board delegates certain matters to its Board Committees. At each scheduled
Board meeting, the Chairs provide an update on their Committees’ activities.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202478
CORPORATE GOVERNANCE STATEMENT
UK Corporate Governance Code 2018 Compliance
The Directors have assessed the Company’s compliance with the
2018 Code for the year ended 31 December 2024. The Board has
noted the 2024 iteration of the Code, which applies to the Company
with effect from the financial year commencing 1 January 2025.
Assuch, the Company will first report against the new Code in its
next Annual Report in 2026.
The Board has considered and concluded that the Company
appliedthe Principles and complied with all Provisions of the Code
in 2024. Further details of how the Company applied the Code’s
Principles and complied with the Provisions are provided in the
Chair’sgovernance overview, Governance in Operation report
andBoard Committees’ reports.
LEADERSHIP AND RESPONSIBILITY
Role of the Board
The Board is responsible for the overall leadership of the Company
and establishing the Group’s purpose, values, culture, standards and
strategy. The Board promotes the long-term sustainable success of
the Company, generating value for customers, shareholders, other
stakeholders and the wider society.
The schedule of matters reserved for the Board contains items
reserved for the Board to consider and approve relating to strategy
and management, structure and capital, financial reporting and
controls, internal controls and risk management, material contracts,
Board composition and succession planning, corporate governance
matters and delegations of authority.
The matters reserved for the Board are reviewed at least annually
to ensure they remain appropriate and in line with best practice.
Throughout 2024, the Board acted in accordance with the matters
reserved for the Board.
The Board discharges some of its responsibilities through its
Board Committees, which have terms of reference defining their
roles and responsibilities that are reviewed and approved by the
Board at least annually. The matters reserved for the Board and
terms of reference of the principal Board Committees can be
found at www.justgroupplc.co.uk/about-us/governance.
Strategy
The Board spends a significant amount of time during meetings
reviewing, analysing and debating matters relating to Just’s key
strategic priorities, advising and shaping Just’s strategic direction
as needed. It is responsible for overseeing the execution of the
Group’s strategy and business plan, and receives regular updates on
key strategic initiatives from the Group Chief Executive Officer and
members of the Group Executive team. During the year, the Board
considered and agreed the medium and longer-term strategy of the
Group and its strategic goals and objectives at its strategy day and
Board meetings. An overview of the Group’s strategic priorities and
business model can be found in the Strategic report on pages 14 to
17. More information on the Board’s approach to its sustainability
strategy is covered in the next section.
Technology is an area of focus for the Board and is taken into
consideration as part of its discussions on strategic priorities
and transformation initiatives. Rapid growth in digital tools and
computing power presents both opportunities and risks for Just.
To stay abreast of this topic, the Board received updates on the
use of artificial intelligence and the implementation of the Group’s
technology strategy from the Group Chief Digital Information Officer.
The Group Risk and Compliance Committee (“GRCC”) received regular
updates on cyber security risk, data protection and third party data
risk, and it approved the updated cyber security strategy in 2024.
Sustainability Strategy
The Board has set Just’s sustainability strategy,
whichhasthree pillars:
• making a positive impact;
• leaving a responsible footprint; and
• creating a fair world.
The Board has a standing agenda item to engage on
sustainability matters each quarter to oversee strategic
priorities and initiatives as well as any regulatory developments.
It also receives regular updates on progress to reach
sustainability targets for the Group’s operations to be carbon
net zero by 2025 and its investments and supply chain to be net
zero by 2050, with a reduction of 50% by 2030 in line with the
Association of British Insurers (“ABI”) climate changeroadmap.
Mary Kerrigan has been appointed as the Sustainability Lead
for the Board, and is responsible for ensuring the Board is
appropriately discussing sustainability matters including
climate change. Mary has functional expertise in sustainability
and has completed the Chartered Financial Analyst’s
Certificate in ESG Investing. During the year, Mary regularly
interacted with the Executive Sponsor for Sustainability and
Head of Responsible Investment to engage on driving the
sustainability agenda and to receive progress updates on
various ESG initiatives. She also attended management’s
Executive Sustainability Steering Committee to engage with
colleagues on sustainability initiatives and developments.
During the year, the Board considered its sustainability
strategic priorities at its strategy day and received quarterly
updates on the status of Just’s commitment to meet net zero
targets and various initiatives, including activity to increase
engagement with Just’s supply chain. The Board considered
and approved the second iteration of Just’s Transition Plan,
which was published on our website in March 2024. It also
assessed Just’s readiness to apply to become a signatory of
the UK Stewardship Code and authorised the submission of its
application, which was approved by the Financial Reporting
Council in July 2024. The first annual Stewardship Report,
which sets out Just’s stewardship priorities and how the Group
has aligned with the 12 Principles of the UK Stewardship
Code, was approved by the Board and is available to view
onourwebsite.
Further details on Just’s sustainability strategy and story
canbe found in the Sustainability: TCFD reporton pages
40to53, and on the Just website at
www.justgroupplc.co.uk/sustainability.
79
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
Division of roles and responsibilities
As at the date of this report, there are seven members of the Board: the Chair (independent on appointment), two Executive Directors
and fourNon-Executive Directors, all of whom are considered independent. John Hastings-Bass is the Chair and Mary Phibbs is the Senior
Independent Director.
The Board believes that documented roles and responsibilities for Directors including a clear division of key responsibilities between
theChairand the Group Chief Executive Officer, are essential elements in the Group’s governance framework and facilitate the effective
operationof the Board.
The following table provides an overview of key Executive and Non-Executive accountabilities, which support the integrity of the
Board’soperations.
DEFINING BOARD RESPONSIBILITIES
CHAIR
• responsible for the effective leadership and governance of the
Board but takes no part in the day-to-day running of the business;
• leads the Board effectively to ensure it is primarily focused on
strategy, performance, long term value creation and accountability
in line with the Group’s purpose, values and culture;
• ensures the Board determines the risk appetite of the Group
and considers material risks when setting Just’s strategy and
business plan;
• leads the succession planning process (except his own succession)
and chairs the Nomination and Governance Committee;
• encourages all Directors to contribute fully to Board discussions
and decision making, and ensures that there is constructive
challenge on major proposals;
• fosters relationships within the Board and provides a sounding
board for the Group Chief Executive Officer on important
businessmatters;
• identifies development needs for the Board and
individualDirectors;
• leads the process for evaluating Board and individual Director
performance; and
• ensures effective communication with major shareholders,
regulators and other stakeholders.
GROUP CHIEF EXECUTIVE OFFICER
• responsible for leadership of the business and manages it within
the authorities delegated by the Board;
• proposes and develops the Group’s strategy (including the
sustainability strategy) and significant commercial initiatives;
• leads the Group Executive team in the day-to-day running
of the business;
• ensures the Group’s operations are in accordance with the
business plan approved by the Board, including the Board’s overall
risk appetite, the policies established by the Board, and applicable
laws and regulations;
• represents the Group’s interests to external parties;
• maintains dialogue with the Chair on important business and
strategy issues;
• recommends budgets and forecasts for Board approval;
• makes recommendations to the Remuneration Committee on
Just’s remuneration strategy; and
• leads the communication programme with shareholders,
regulators and other stakeholders, and ensures the appropriate
and timely disclosure of information to the stock market.
SENIOR INDEPENDENT DIRECTOR
• provides a sounding board for the Chair;
• serves as an intermediary for the other Directors when necessary;
• serves as an alternative channel of communication for
shareholders and other stakeholders; and
• meets annually with each Non-Executive Director without the
Chair present to appraise his performance and, as required, to
address any other matters which the Directors might wish to raise.
GROUP CHIEF FINANCIAL OFFICER
• leads the actuarial, finance, investment operations and reporting,
legal, company secretarial and tax functions;
• deputises for the Group Chief Executive Officer;
• proposes policy and action to support sound financial
management; and
• engages with shareholders, analysts and other key stakeholders.
INDEPENDENT NON-EXECUTIVE DIRECTORS
• provide constructive challenge and scrutiny of the performance of
management, and promote the highest standards of integrity and
governance;
• bring an external perspective, knowledge and experience to the
Board; and
• assist in the development of strategy and the decision
making process.
GROUP COMPANY SECRETARY
• supports the Chair and provides guidance to aid the smooth
functioning of the Board;
• ensures the Board receives high-quality information in adequate
time and has access to appropriate resources;
• advises the Directors on corporate governance developments;
• facilitates Board performance reviews; and
• coordinates Director induction programmes and assists with their
professional development.
DESIGNATED NON-EXECUTIVE DIRECTOR CHAMPIONS
Consumer Duty: supports the Chair and Group Chief Executive Officer in ensuring that Consumer Duty is raised in all relevant discussions and
that the Board is challenging management on how it is delivering good consumer outcomes.
Employee Engagement: gathers the views of colleagues through employee engagement and provides an employee voice in the Boardroom.
Sustainability: supports the Chair in ensuring that sustainability matters are raised in all relevant discussions, and challenges and guides
management on Just’s targets and wider sustainability developments.
Whistleblowing: ensures and oversees the integrity, independence, and effectiveness of whistleblowing policies and procedures.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202480
The Board has delegated responsibility for implementing the strategy
and business plans, and for managing risk and operating effective
controls across the business to the Group Chief Executive Officer who
is responsible for the day-to-day leadership of the Group in accordance
with the purpose, values, behaviours and culture set by the Board. The
Group Chief Executive Officer has established a committee of senior
executives to assist him with the discharge of the duties delegated to
him by the Board (the “Group Executive Committee”).
The Group Executive Committee is responsible for:
• implementing the strategy set by the Board and recommending
strategic developments to the Board;
• business risk management and the oversight of the
implementation of effective controls to manage and
mitigaterisks;
• executing plans to meet the sustainability commitments that
theBoard has set;
• recommending the business plan and budgets to the Board
forapproval;
• monitoring the Group’s performance;
• implementing and oversight of processes which govern how we
do business and how we interact with our stakeholders; and
• development and oversight of initiatives to ensure colleagues
feel well led, managed and supported with opportunities
fordevelopment.
There is also a Group Executive Risk Committee (“ERC”) chaired by the
Group Chief Risk Officer, which focuses on risk management across
the Group. This includes oversight of risk appetite, risk controls, and
regulatory and compliance matters. The ERC considers reports from
management before they are presented to the GRCC.
CULTURE, VALUES and behaviours
The Board seeks to ensure that Just’s culture, values and behaviours
remain aligned with our purpose, recognising that they are
integral to the success of Just. Our Directors are committed to
growing and fostering a strong culture and values, and the Board
monitors progress across the Group in a number of ways. Some
examples of how the Board and its Committees monitor culture are
providedbelow.
The Board’s collective responsibility for safeguarding Just’s culture
is an important aspect of its role. It aims to set a clear tone from
the top and lead by example through strong custodianship over the
Just brand and promoting and embedding our values. During the
year, the Nomination and Governance Committee reviewed a paper
on the Board’s role in assessing, measuring and monitoring culture.
Itconsidered and agreed various recommendations to enhance the
Board’s oversight in 2025 and beyond.
Whistleblowing
A healthy culture is one where everyone feels able to speak up, in
the event of wrongdoing. Just’s Whistleblowing Policy is reviewed
and approved by the Group Audit Committee at least annually.
Colleagues across the Group are encouraged to raise any matters of
concern with our Group Company Secretary or anonymously through
our dedicated and independent whistleblowing hotline or portal.
The Group Company Secretary leads the review and response from
relevant areas of the business, and raises the matters with the Group
Audit Committee Chair, who is the whistleblowing champion. Regular
reports are provided to the Group Audit Committee on the operation
of the policy, including an overview of the steps taken to ensure
colleagues are aware and understand the whistleblowing process
and associated protections.
HOW THE BOARD MONITORS CULTURE
The following is a non-exhaustive set of examples of how the Board and its Committees monitor culture at Just.
Internal Communications
The Directors have access to HQ,
Just’s intranet, which publishes
the latest news, updates on
network activities and events,
recognition articles, guidance
material and the colleague
magazine, US., which all provide
an insight into culture at Just.
Informal Channels
Useful stakeholder feedback is
received via informal channels
that relates to or potentially
impacts Just’s culture or
values, which can inform Board
discussions or decisions.
Colleague Engagement
Surveys
The Board reviews results from
colleague engagement surveys,
which include questions on
culture, and receives updates on
action plans which are developed
based on feedback received.
Non-Executive Director
Engagement
Non-Executive Directors
participate in “Take on Board”
sessions directly with colleagues.
These sessions are framed
around various themes including
culture, diversity, inclusion, and
remuneration alignment.
Board reporting
The Board receives regular
updates from the Group Chief
Executive Officer on major
areas of focus, centred around
the Group’s strategic priorities,
which include Be Proud to Work
at Just. The Board also receives
updates on colleague-related
initiatives from the Group Chief
People Officer.
Remuneration
The Remuneration Committee
ensures that our approach to
remuneration is aligned with
Just’s culture. It sets Short
and Long Term Incentive Plan
metrics, which are aligned
with the Company’s expected
behaviours and values.
Diversity, Equity, Inclusion
and Belonging
The Nomination and Governance
Committee monitors Just’s
diversity, equity, inclusion and
belonging strategy and the
Board receives updates on the
various initiatives undertaken
by the business to create an
inclusive workplace, which is a
key element of our culture.
Town Halls
The Group Chief Executive
Officer leads regular interactive
“Town Halls”, which are
important touchpoints in terms
of promoting our culture and
providing an opportunity for
colleagues to hear and ask
questions about key initiatives,
results and events in an
engaging format.
Risk Culture
Key risk indicators focused on
risk culture have been developed
that are reviewed bi-annually
by the GRCC. This provides an
opportunity for the Directors to
consider positive developments
and areas requiring more focus
by the business.
Customer Call Listening
Sessions
During the year, some of our
Directors attended a customer
call listening session, which
brought to life how our Customer
Service Contact team provide the
“Just” experience on calls with
customers, as covered in more
detail on page 61.
Board Champions
The Board has designated
specific responsibilities to
various Non-Executive Directors
in relation to Consumer Duty,
employee engagement,
sustainability and whistleblowing
who provide updates to the
Board on their insights.
Whistleblowing
The Group Audit Committee
is responsible for the
oversight of whistleblowing
matters. It receives
updates on whistleblowing
activity, including incidents,
investigations and outcomes.
81
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
BOARD ACTIVITIES
Set out below are the key focus areas of the Board during
the year, their alignment to our Group strategic priorities
and the decisions taken by the Board.
Group STrategic Priorities
Grow sustainably
Scale with technology
Reach new customers
STRATEGY, CULTURE AND MANAGEMENT
• Held a Board strategy session to consider and agree refinements to
the Group’s strategy with a particular focus on our customers, Just’s
compelling purpose and ambition, performance momentum, financial
strength and culture.
• Approved the Group’s key strategic targets and priorities for the year.
• Received updates on the delivery of the Group strategy execution plan.
• Monitored progress of various initiatives to reach our carbon net zero
targets, and received updates on climate matters.
• Received regular updates on sustainability matters and approved
the Transition Plan and application to become a signatory of the UK
Stewardship Code.
• Engaged on Just’s reinsurance strategy.
• Considered resource capacity and capability requirements to meet the
future needs of the business.
• Considered the Group’s approach to the utilisation of artificial
intelligence technology, and the opportunities and risks
associated with its use.
• Received updates on the Change delivery programme.
• Monitored colleague engagement and culture initiatives,
and received updates on diversity, equity, inclusion and
belonginginitiatives.
• Approved updates to the Diversity, Equity, Inclusion and
Belonging Policy.
• Received detailed updates on strategically important initiatives
for the Group.
• Conducted in-depth reviews of the strategy, including
opportunities and challenges, of each of the Group’s
businessareas.
Alignment to strategic priorities
  
STRUCTURE AND CAPITAL
• Assessed the Group’s capital and liquidity requirements including
optimisation of its Solvency II capital structure.
• Approved the continuation of the purchase of shares in the market
through the Group’s Employee Benefit Trust in order to meet
exercisable share incentive awards.
• Approved debt refinancing arrangements.
• Engaged on internal loan refinancing arrangements.
• Approved resolutions for adoption by shareholders to permit
the issue of new shares and Restricted Tier 1 (“RT1”) capital for
the 2025 AGM to create flexibility for the Group if required.
• Approved the payment of RT1 coupons in respect of RT1 notes.
• Approved the Capital Management Policy.
Alignment to strategic priorities
  
FINANCIAL PERFORMANCE AND INVESTOR RELATIONS
• Approved the business plan and targets, and monitored the Group’s
results against them.
• Approved the Group’s half-year and annual financial results.
• Reviewed the dividend policy. Recommended the 2023 final dividend
and declared the 2024 interim dividend.
• Approved the Group Solvency and Financial Condition Report
for submission to the Prudential Regulation Authority.
• Received updates on investor activity, market and peer
analysis, and share price performance.
• Reviewed broker reports on the Group and received feedback
from investor meetings.
Alignment to strategic priorities
  
RISK MANAGEMENT AND INTERNAL CONTROLS
• Approved changes to risk appetites to continue to manage
risks effectively.
• Considered risks to the Group’s strategy and business plan.
• Approved the annual Group’s Own Risk and Solvency Assessment
(“ORSA”) and ORSA Policy.
• Approved the annual operational resilience self-assessment.
• Engaged on the Group’s financial resilience.
• Approved the Group’s recovery plan in line with
regulatory requirements.
• Received annual Chief Actuary validation reports.
• Considered reinsurance counterparty arrangements.
• Provided oversight of a material defined benefit de-risking
transaction, including reinsurance arrangements, and
approved a Matching Adjustment application.
• Provided oversight of Consumer Duty-related activities.
Assessed progress against regulatory expectations and
approved the first Annual Board Consumer Duty report.
Alignment to strategic priorities
  
Be recommended by our
customers
Be proud to work at Just
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202482
Group STrategic Priorities
Grow sustainably
Scale with technology
Reach new customers
BOARD AND BOARD COMMITTEE GOVERNANCE
• Received reports from the principal Board Committees.
• Approved updates to matters reserved for the Board and Board
Committees’ terms of reference.
• Approved updates to the Inside Information Policy and Securities
Dealing Policy and Code.
• Received updates on regulated subsidiaries governance, initiatives
andchallenges.
• Convened the 2024 Annual General Meeting (“AGM").
• Conducted an internal performance review of the Board, Board
Committees and individual Directors’ effectiveness.
• Considered key changes to the Principles and Provisions of
theCode and noted plans to ensure ongoing compliance.
• Reviewed changes to the UK Listing Rules relevant to Just.
• Received an overview of the Economic Crime and Corporate
Transparency Act 2023 and its impact on Just.
• Approved the Company’s Modern Slavery Statement.
• Attended a series of workshops and training sessions
covering, amongst others, detailed updates on expense
allocations and assumptions, stress and scenario testing,
andsustainabilitymatters.
Alignment to strategic priorities
  
Meeting attendance
There were seven scheduled Board meetings in 2024 and an offsite to discuss the Group’s strategy. All scheduled meetings were in-person
with facilities for virtual attendance for those Directors who could only attend remotely. Various senior executives and external advisers were
invited to attend and present on various business development and governance matters, as required.
The table below sets out Directors’ attendance at the scheduled Board and Board Committee meetings in 2024. Additional Board and Board
Committee meetings were convened during the year to discuss material transactions, and various governance and regulatory matters.
Papers were circulated before each meeting to give the Directors sufficient opportunity to consider the issues to be discussed. In exceptional
circumstances where Directors could not attend some of the additional meetings, they had the opportunity to provide comments and raise
any concerns to the Chair in advance of the meeting. The Group Company Secretary attended the Board meetings and he, or his nominated
deputy, attended all Board Committee meetings. Minutes and actions are documented, and circulated following each meeting.
Board Group Audit
Group Risk and
Compliance
Nomination and
Governance Remuneration
John Hastings-Bass Chair 7/7 – 8/8 3/3 5/5
David Richardson Executive Director 7/7 – – – –
Mark Godson Executive Director 7/7 – – – –
Mary Phibbs Senior Independent Director 7/7 6/6 8/8 3/3 5/5
Jim Brown Non-Executive Director 7/7 – 8/8 – 5/5
Michelle Cracknell
1
Non-Executive Director 7/7 – – 3/3 5/5
Mary Kerrigan Non-Executive Director 7/7 6/6 – – –
Kalpana Shah
2
Non-Executive Director 7/7 6/6 8/8 – –
Additional meetings held 2 0 0 0 0
1 Michelle Cracknell was appointed as a member of the Group Audit Committee on 31 January 2025.
2 Kalpana Shah resigned as a Director on 1 March 2025.
Board support
The Group Company Secretary supports the Chair and the Board, which includes bringing all governance matters to the attention of the Board
and delivering an annual programme of Board and Board Committee meetings, training and presentations from senior management, to
ensure that each Director has sufficient information required to discharge their statutory duties, in a timely and effective manner.
Directors may seek independent professional advice at the Company’s expense where they consider it appropriate in relation to their duties.
All Directors have access to the advice and services of the Group Company Secretary and the Group General Counsel.
Be recommended by our
customers
Be proud to work at Just
83
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
STAKEHOLDERS AND KEY BOARD DECISIONS
Colleagues
Ensuring colleagues feel proud to work at Just remains a key
strategic priority for the Board. During the year, we evolved our
Just behaviours to support our future ambition as part of a culture
centred on Just’s purpose and high performance, where colleagues
feel proud to work at Just.
Colleagues were invited to attend a series of engagement sessions
with Non-Executive Directors branded as “Take on Board” in 2024.
Atall sessions, colleagues had the opportunity to ask questions
on any matters of interest and provide feedback, which was an
opportunity for the Directors to gain insight on what matters to
our colleagues, and what requires the attention of the Board.
Inaddition, the designated lead Non-Executive Director on employee
engagement provided feedback to the Board on colleague-related
matters as outlined in the spotlight on employee engagement.
Shareholder engagement
The Group maintained an open dialogue with its institutional
shareholders and debt investors during 2024 through a programme
of meetings undertaken by the Group Chief Executive Officer, Group
Chief Financial Officer and the Investor Relations team. Equity-led
post results roadshows were held in March and August/September
2024, in addition to two North America roadshows for prospective
investors in May and October. Executive Directors and management
attended multiple investor conferences throughout the year, where
they met both debt and equity investors. They also provided briefings
to brokers and non-brokers, and throughout the year hosted various
events, roundtable discussions and one-to-one meetings with
existing and prospectiveinvestors.
There was regular engagement with shareholders during 2024 on
a number of important matters including the growth opportunities
available to the Group, our market positioning and competitive
threats, the investment strategy, capital management and
allocation, and the regulatory environment following the Solvency
UKreforms. Other topics included customer regulation such as
the FCA’s Consumer Duty and the retirement income thematic
review, the effect of any pension reforms, people and culture,
andproposition development.
The Investor Relations team provides regular reporting to the
Board on investor activity, market and peer analysis, share price
performance and investor feedback from meetings with the Chair,
Executive Directors and the Investor Relations team. Analysts’
and brokers’ reports are also made available to the Directors and
the Board receives detailed feedback from our corporate brokers
following the results roadshow.
The Company’s ordinary shares are covered by seven analysts.
TheInvestor Relations team also maintains an open dialogue with
non-covering analysts, banks, brokers, credit analysts and other
market participants. Fitch continues to maintain their A/A+ credit
ratings for subsidiaries of the Group, and reaffirmed a Stable outlook
in November2024.
During 2024, the value of the Company’s ordinary shares increased
by89% to 162.40 pence at 31 December 2024, compared with the
FTSE 250 life insurance index which decreased by 12%.
The Senior Independent Director and Committee Chairs are available
for consultation with shareholders if they have concerns which are
inappropriate to raise with the Chair, Group Chief Executive Officer
orother ExecutiveDirectors.
Our 2024 AGM was held on 7 May 2024 in our London office.
Shareholders were given the opportunity to raise questions
in person at the AGM or via email in advance of the meeting.
All resolutions were passed with at least 90% of those voting
supporting theresolutions.
SPOTLIGHT ON EMPLOYEE ENGAGeMENT
Michelle Cracknell is the Employee Engagement Champion.
She brings a wealth of experience and knowledge on colleague
dynamics, culture and values, which is valuable for this role. A
role profile has been developed for the Employee Engagement
Champion role, which ensures that the Board complies with
Provision 5 of the Code regarding engagement with employees.
Each year, Michelle follows an agreed plan of work in
collaboration with the Group Chief People Officer, which
uses all the channels of communication and fosters new
engagement opportunities. The role profile and effectiveness
of this employee engagement method has been reviewed as
part of the annual Board and Director performance review
process. It was concluded that it remains effective and adds
value in ensuring that the Board considers employees in its
decision making. It will remain unchanged in 2025.
Michelle had an active year. She met regularly with the Group
Chief People Officer to discuss developments on colleagues,
culture and wellbeing matters. She also engaged with
colleagues on an informal basis in our Belfast, London and
Reigate offices, and she attended a customer call listening
session with members of the Customer Contact Service team.
Michelle introduced a new session on culture with senior leaders
of the Company. This provided an interactive opportunity to
engage on Just’s approach to culture and gain an insight into
howJust’s culture has been embedded across the business.
As part of the Take on Board series in 2024, Michelle and the
Group Chief People Officer hosted a session on remuneration
matters and the alignment of Executive Directors’ remuneration
with the wider workforce, which created an opportunity for
colleagues to ask questions and provide feedback.
Through these various forms of engagement, Michelle is able
to provide feedback to the Board on her insight into what
matters to our colleagues and important initiatives that
support Just’s strategic priority to ensure colleagues feel
proudto work at Just.
I’m grateful for the open and
candid conversations I’ve
had with various colleagues
at Just. The insights gained
are invaluable to help me
fulfil my role as employee
engagement champion.”
Michelle Cracknell
Independent Non-Executive Director
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202484
Customers
Just has a compelling, clear purpose to help people achieve a better
later life. This is reflected in the strategic priorities set and monitored
by the Board, which are described in the Strategic report on pages 16
to 17.
The Board is responsible for the oversight of Consumer Duty to
ensure customers’ needs are put first. It receives regular updates
on customer initiatives and challenges management on its actions
to ensure they are embedded across the business. In 2024, the
Board assessed the Group’s progress to fully comply with regulatory
expectations and was satisfied that it is compliant. It approved its
first annual Board Consumer Duty report and oversees initiatives
to continue to enhance customer experiences. The GRCC regularly
monitors conduct and customer risk metrics, and engages on the
actions required to ensure the ongoing delivery of good customer
outcomes. The Board has appointed Michelle Cracknell as its Non-
Executive Director Consumer Duty Champion who meets regularly
with relevant stakeholders in the business to engage on the Group’s
approach to ensure it achieves good customer outcomes. Michelle
presented her insights on progress and areas requiring further
investment to the GRCC during the year.
Suppliers
The Board recognises the value that Just’s suppliers provide to
our business and it is committed to fostering strong business
relationships with its third party service providers. Just’s
Procurement and Outsourcing Policy ensures high standards of
honesty, impartiality and integrity are maintained in our business
relationships. It ensures that contractual arrangements with third
parties are undertaken with due regard for the associated risks.
TheBoard monitors the third party register and approves any
material contracts. The GRCC oversees the management of third
party risks, including cyber risks. Further information on engagement
with suppliers can be found in the Relationships with stakeholders
report on page 59.
Being a responsible corporate citizen
Just has a number of policies to ensure we operate in a socially
responsible and compliant manner, reflecting our value of doing
the right thing for all stakeholders, including customers, colleagues,
shareholders, suppliers and wider society.
Anti-bribery and anti-corruption
The Board takes a zero tolerance approach to bribery and corruption.
Our colleagues undertake regular training to ensure they understand
their responsibilities to prevent financial crime. Just has a number of
internal policies relating to anti-bribery and anti-corruption, which
are not published externally, including a financial crime policy, which
sets high level standards for the Group and colleagues to meet to
manage the risks from financial crime.
The Board keeps abreast of activities by the Company to adhere to
legislative and regulatory developments to reduce economic crime,
including the prevention of fraud. At least annually, the GRCC receives
reports from the Group’s Money Laundering Reporting Officer on
controls in place to prevent financial crime.
Data protection and privacy
The Board is responsible for ensuring that Just operates an
effective control framework, which includes the need to safeguard
customers and colleagues’ personal data. Just has policies and
processes to promote sound practices for the collection and
processing of personal data, and training is provided to ensure
colleagues understand their responsibilities. The GRCC oversees the
management of data protection risk and receives a report at least
annually from Just’s Data Protection Officer on the effectiveness of
Just’s data protection framework and control environment.
Modern slavery and human rights
Just takes a zero tolerance approach to modern slavery and the
Board is committed to uphold human rights throughout our business
and value chain. Each year, the Board approves a modern slavery
statement, which covers, among other matters, how modern
slavery and human rights risk in Just’s operations and value chain
is assessed, due diligence that is performed and Just’s policies and
practices. The current statement can be found on our website at
www.justgroupplc.co.uk.
Tax strategy
The Board is responsible for ensuring Just complies with all tax
reporting and payment obligations in a timely and transparent
manner. Each year, the Group Audit Committee considers and
approves Just’s tax strategy, which sets out the framework for
managing taxes, including information on the Group’s approach to
tax risk management and governance. The current tax strategy is
available to view on our website, www.justgroupplc.co.uk.
Community
As part of Just’s key priority of creating a fair world, Just continues to
support charity and local community initiatives which are relevant to
our business, colleagues, customers and other stakeholders. In 2024,
Just partnered with Hourglass, a charity whose mission is to end the
harm, abuse and exploitation of older people in the UK. Just also
has a Charity and Community strategy, which supports colleagues’
fundraising (half matching each colleagues’ funds up to £500).
TheBoard received updates on the various volunteering events
organised in 2024 as covered in more detail in the Colleagues and
Culture report on pages 54 to 57.
Environment
As part of the Board’s strategy on sustainability, Just has set net zero
targets and is a signatory to the Stewardship Code. Further details
on Just’s sustainability initiatives can be found in the Sustainability:
TCFD report on pages 40 to 53.
85
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
HOW THE BOARD ConsiderED STAKEholders during the year
The Board sets the strategic direction, culture and values for Just. The Directors collectively have
a diverse set of skills, knowledge, experience and stakeholder expertise, which assists the Board in
making well-informed decisions, which promote the long-term sustainable success of the Company.
Ateach Board meeting, detailed papers provide information on the impacts of decisions on
stakeholders, including customer experience outcomes, sustainability considerations, and risks that
require the attention of theBoard.
The Group’s Section 172(1) statement can be found in the Strategic report on page 61. The table below
sets out examples of how factors under Section 172(1) of the Companies Act 2006 and engagement
with stakeholders had fed into Board discussion and decision making on key topics. More information
on Board engagement with stakeholders can be found on pages 58 to 60.
Section 172(1) factors:
Long term
Colleagues
Business relationships
Community and environment
High standards of conduct
Investors
Consumer Duty
S172 factor considered:
  
Background
The Board is responsible for the oversight of Consumer Duty and, as part of its regulatory obligations, it must review a report, which sets out
the results of its monitoring activities and any actions required at least annually.
How the Board approached it
In 2024, the Board received regular reports on the governance arrangements to embed Consumer Duty, the status of the delivery of the second
phase of the Group’s Consumer Duty programme and a detailed view of Just’s reporting framework. Appropriate time was allocated during the
Board meetings to give Directors the opportunity to challenge management on its approach to delivering good customer outcomes. In July
2024, the Directors considered an assessment of whether Just was delivering good outcomes for its customers, which were consistent with the
Duty. As part of the review, the Directors considered whether there was any evidence of poor outcomes and if the experience of any group of
customers was worse than others and why. The Board also reflected on the actions that had been taken to address any risks or issues identified
by the business and whether the Group’s future business strategy was consistent with acting to deliver good customer outcomes under the Duty.
The Board noted that implementing the Duty was a natural extension of the Group’s business strategy and it was intrinsic to Just’s purpose
to help people achieve a better later life. The Board considered the various activities that had been undertaken as part of continuous
development to deliver good customer outcomes and whether Just’s practices were aligned with regulatory expectations.
The Board received an update on resourcing requirements to embed Consumer Duty across the business. The Directors discussed the steps
that had been taken to ensure colleagues understood Just’s approach to delivering good customer outcomes and noted that training and
support was provided to ensure colleagues fulfilled their roles and responsibilities. In addition, the Remuneration Committee approved
strategic performance metrics for senior management, which included measures aligned with the delivery of good customer outcomes.
Outcome
After assessing the work undertaken by the business to deliver good customer outcomes, and taking into consideration customer experience,
regulatory expectations, colleagues’ responsibilities and resourcing needs, and the long-term strategy of the business, the Board concluded
that the Group was in full compliance and approved its first annual Board report on Consumer Duty.
The Board also agreed that there were opportunities to further enhance its data gathering and production of management information to
monitor customer outcomes, which would be a main focus area for the business in the year ahead. The Board continues to receive regular
updates on Consumer Duty and all papers must now include an explanation on the impact on customer experience and outcomes to aid the
Board’s oversight of the delivery of good customer outcomes.
FUNDED REINSURANCE COUNTERPARTIES
S172 factor considered:
  
Background
In 2024, the PRA published its new policy expectations in respect of funded reinsurance arrangements for life insurance firms. The Board
considered the impact of the changes and what actions needed to be taken by Just to ensure compliance with the new requirements.
How the Board approached it
The Board received a detailed update on changes to regulatory requirements, which were published by the PRA in its Supervisory Statement
(SS)5/24 in relation to funded reinsurance. The changes build on existing regulatory requirements and expectations that apply in respect of
firms’ reinsurance arrangements.
The Board assessed Just’s alignment and compliance with the new regulatory requirements. As part of the discussions, the Board considered
the Group’s reinsurance strategy and the approach required to support the needs and growth ambitions of Just’s Defined Benefits business,
when determining what actions should be taken. One area of focus during the Board discussion was reinsurance counterparty limits. The
Board revisited the current risk appetite noting that Just’s reinsurance strategy and financial position had evolved over time, and it also took
into consideration the new regulatory expectations from the PRA. An important focus area was the need to offer competitive prices to Just’s
customers, while also ensuring that appropriate processes and controls are in place to protect policyholders in the event that a reinsurer fails
to deliver on its contractual commitments.
Outcome
After considering Just’s long term reinsurance strategy and stakeholder expectations, the Board approved changes to the reinsurance
counterparty risk appetite and associated limits.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202486
Defined BENEFITS Strategy
S172 factor considered:
  
Background
The Board considered and refined the Group’s strategy with clear, specific goals driven by appropriate priorities to be delivered sustainably
and following the Just way. One of the strategic objectives for the business was to enhance the Group’s capacity to support Defined Benefit
(“DB”) growth ambitions sustainably.
How the Board approached it
The Board considered Just’s strategy and agreed on goals for 2024 and beyond, driven by appropriate priorities to fulfil its purpose of
helping people achieve a better later life. The Group remains focused on achieving its growth ambitions, maintaining a sustainable capital
model and reaching its environmental sustainability targets. It updated its strategic priorities to reflect its growth plans. The strategic
objectives approved by the Board fall into five broad categories, namely, Grow sustainably, Scale with technology, Reach new customers,
Berecommended by our customers and Be proud to work at Just. Sustainably building on the success of the DB business to date and
enhancing brand awareness were themes which weaved through a number of the strategic objectives.
As part of the strategic objective to enhance the Group’s capacity to support DB growth ambitions sustainably, the Board set a goal to write
larger DB deals. In preparation for supporting larger transactions, the GRCC requested a detailed overview of the Large Deal Framework and
the governance arrangements, which support its effective operation. The GRCC considered the processes that were followed to mitigate
the risks that had been identified and drew comfort that there was a strong governance framework to ensure the smooth delivery of larger
DBtransactions.
During the year, the Board played an active role in the oversight of the successful completion of Just’s largest defined benefit de-risking
transaction, a £1.8bn full Buy-in covering the benefits of c. 22,500 pensioner and deferred members. As part of the discussions, the
Board engaged on third party relationships and Just’s operational readiness for the transaction. The Board considered the technological
developments that had been made to enable the DB function to scale its business and it reflected on the importance of maintaining high
standards of conduct to operate the DB scheme effectively and to protect Just’s reputation.
The Board engaged on the reinsurance arrangements and associated regulatory expectations, and approved a new reinsurance counterparty
for the transaction. The Board also kept abreast of resourcing requirements and the allocation of resources, and noted that there was strong
and effective collaboration between teams, which led to the successful delivery of this transaction.
Outcome
The long term sustainability of the Group and associated impact on investors and customers were key considerations by the Board when
determining the Group’s strategic priorities. Further information on the Group’s strategy can be found in the Strategic priorities report on
pages 16 to 17. Scaling with technology has been an important focus area that has enabled Just to execute larger transactions and deliver
excellent customer service.
The Board had a debrief on the transaction to reflect on what worked well and whether any processes could be enhanced in the future to
ensure the Group maintains high standards of conduct to help achieve its sustainable growth ambitions for the DB business.
Debt Refinancing Programme
S172 factor considered:
  
Background
Just has issued Restricted Tier 1, Tier 2 and Tier 3 debt instruments, which have varying maturity dates. The Board considered the Group’s
debt structure and asked management to explore debt optimisation opportunities.
How the Board approached it
The Board is responsible for determining the Group’s appetite for issuing debt instruments as part of its long-term strategic plans. During
the year, the Board considered the Group’s debt structure and maturity timelines, and noted that market conditions were favourable to
potentially early refinance £405m of debt first callable/due in 2025. The Board asked management to explore the opportunities available
andto present options for consideration.
A proposal to refinance a tranche of Tier 2 and Tier 3 debt into a larger single Tier 2 note was presented to the Board. The Directors took into
consideration the financial implications of the proposal to repurchase the existing notes, including issuance costs for the new Tier 2 note and
investor appetite. Feedback from the regulator was also taken into consideration.
The Board engaged on the sustainability credentials and their alignment with the Group’s sustainability strategy. It was proposed that the
new issue would be a Sustainability bond with proceeds invested in a mixture of qualifying Green and Social assets. Just’s Sustainability Bond
Framework was updated to include an overview of the Group’s broad approach to investing and the specific type of assets that Just would
invest in as part of the new issue.
Outcome
Once the Board approved the Tier 2 refinancing arrangements in principle, a Board Committee was authorised to consider the market
conditions at launch and approve the final terms. Following approval, Just issued a Tier 2 note as covered in more detail on page 32. This
issuance supports the long term success of the Company, meets debt investor demand and provides a reference pricing point for future debt
issuance. It also is aligned with Just’s sustainability strategy through investment in Green and Social assets.
87
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
Dividend Payments
S172 factor considered:
  
Background
The Board considered the long term impact of payment of dividends on the Group’s liability and solvency positions.
How the Board approached it
As part of the Board’s considerations for the payment of a final dividend for the year ended 31 December 2023, the Board assessed the
affordability and sustainability of a dividend with regard to the solvency position, business performance, and liquidity of the business across
the plan period, and it reviewed the outcome of various stress and scenario tests. The Board also considered the impact of the dividend
decision on shareholder expectations as it relates to the Group’s dividend policy. A similar exercise was carried out when considering the
Group’s half year results.
The Board considered growth options and concluded that a 20% increase would be appropriate for the dividend payment due to the strong
financial results for the financial year ended 31 December 2023 and projected growth plans for the Group. The 20% growth in total dividend
was ahead of the 15% 2022 dividend growth rate.
Outcome
Following due consideration of the various matters, the Board agreed a 20% growth in total dividend and declared a final dividend of 1.50
pence per ordinary share, which was paid to shareholders in May 2024. An interim dividend of 0.7 pence per ordinary share was declared,
which was paid to shareholders in October 2024.
DIVERSITY, EQUITY, INCLUSION AND BELONGING
The Board is fully committed to promoting diversity, equity, inclusion and belonging at Board and senior management level as well as
throughout the Group. The Board has in place a Diversity, Equity, Inclusion and Belonging (“DEIB”) Policy which sets out the Board’s broader
diversity strategy and plans alongside Just’s approach to the diversity of the Board, its principal Committees and the Group Executive
Committee. This policy was updated during the year to reflect updates to the Group’s DEIB strategy to continue to strengthen Just’s inclusive
culture and sense of belonging. Our progress against our DEIB strategy and targets is underpinned by a range of initiatives, which are outlined
in the Colleagues and culture report. The Board sponsor for DEIB is the Group Chief Executive Officer.
The Board satisfied the diversity targets set by the FTSE Women Leaders and Parker reviews, and Listing Rules in 2024. The Senior
Independent Director is female and, until 1 March 2025, one Non-Executive Director was from a minority ethnic background. Recruitment is
underway to fill a vacancy and one of the considerations as part of the search will be the Board’s commitment to promoting diversity, and
specifically, to satisfy the Parker review and Listing Rules targets on ethnicity.
In 2024, gender diversity across senior roles (grade 14+, 13% of colleagues) increased by six percentage points to 39% female, which exceeded
our historic target to reach 33% by the end of 2023. As a signatory to the Women in Finance Charter, we have updated our target to state that
40% of our most senior population (Executive Committee and their direct reports) will be female by the end of 2026. As at 31 December 2024,
47% of this population were female. As a signatory to the Race at Work Charter, we are committed to ensuring our workforce is representative
of the ethnic composition of the broader UK population. We have set an ethnicity target that more than 16% of our most senior population
(recently updated to align with the new approach to gender reporting i.e. Executive Committee and their direct reports) will be ethnically
diverse by the end of 2026. As at 31 December 2024, 16% of this population were ethnically diverse and we remain committed to maintaining
progress against this target.
The tables below set out data about the gender and ethnicity of the Board and senior management as at 31 December 2024 (the Listing Rules
reference date), in the format prescribed by the Listing Rules.
Gender diversity as at 31 December 2024
Number of
Board members
Percentage of
the Board
(%)
Number of
senior positions
on the Board
1
Number in
executive
management
2
Percentage
of executive
management
(%)
Men 4 50 3 8 80
Women 4 50 1 2 20
Other categories 0 0 0 0 0
Not specified/prefer not to say 0 0 0 0 0
Ethnic background as at 31 December 2024
White British or other White 7 87.5 4 9 90
Mixed/multiple Ethnic Groups 0 0 0 0 0
Asian/Asian British 1 12.5 0 1 10
Black/African/Caribbean/Black British 0 0 0 0 0
Other ethnic group including Arab 0 0 0 0 0
Not specified/prefer not to say 0 0 0 0 0
1 Senior positions on the Board, as defined by the Listing Rules, comprise the Chair, Senior Independent Director, Group Chief Executive Officer and Group Chief Financial Officer.
2 Executive management, as defined by the Listing Rules and in line with the Code requirements, comprises members of the Group Executive Committee and the Group Company
Secretary. The number of males and females in senior management positions in accordance with the Companies Act 2006 definition (includes Executive Directors of the Group’s
subsidiary undertakings but excludes Directors of the Parent Company) was 12 (86%) and 2 (14%) respectively as at 31 December 2024.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202488
As set out in the above table, 50% of the Board and 20% of executive management (as defined by the Listing Rules) were female as at
31December 2024. 12.5% of the Board and 10% of executive management were ethnically diverse. The data collected for the purposes of
making this disclosure was received from the Directors on a voluntary basis. The data of our executive management and wider workforce is
captured via the Company’s internal HR system on a voluntary basis. Recognising that for some, gender identity can differ from that assigned
at birth, all colleagues are offered the opportunity to volunteer their gender identity on our HR system.
The Board has delegated responsibility to the Remuneration Committee to oversee gender and ethnicity pay gap data and reporting. Just’s
median hourly gender pay gap decreased from 34.0% in April 2023 to 31.6% in April 2024 (mean hourly pay gap is 26.4% and has decreased
by 4.9%). Our median hourly ethnicity mean pay gap decreased from -20.2% in April 2023 to -14.7% in April 2024, remaining in favour of our
ethnically diverse colleagues (mean hourly pay gap of -2.3% has swung in favour of our ethnically diverse colleagues). Further details can be
found in the gender and ethnicity pay gap reports at www.justgroupplc.co.uk.
BOARD PERFORMANCE REVIEW
In accordance with the Code, the Board conducts an annual performance review of the Board and its principal Committees to assess the
effectiveness of its activities, the quality of its decisions, and the contributions made by Board members both individually and collectively.
The 2024 performance review was conducted internally by the Group Company Secretary, led by the Chair. Each Director completed a
questionnaire covering a broad range of topics, including strategy, risk, finance, people and culture, Board dynamics, composition, and
succession. Additionally, Directors provided their views on key focus areas for the Board in 2025 and were given the opportunity to raise any
other observations. As in previous years, the review also included the Boards of the regulated life companies, Just Retirement Limited (“JRL”)
and Partnership Life Assurance Company Limited (“PLACL"). This process aimed to assess the strengths, skills, culture, and decision making of
the Board, and to identify any challenges and opportunities for improvement.
Subsequent to the questionnaire, the Group Company Secretary conferred with the Chair to review the conclusions and delivered a
comprehensive written report to the Nomination and Governance Committee, followed by the Board. The Board considered the findings and
determined the main actions. Each Committee Chair received detailed feedback regarding the effectiveness of their respective Committee for
further evaluation and action.
The last external review was undertaken by Boardroom Review Limited in 2023. All actions necessitating further attention from the 2023
Board performance review were addressed throughout 2024, as outlined in the table below. In line with the Company’s approach and the
Code, the next externally led review is scheduled for 2026.
The Nomination and Governance Committee will monitor progress against the actions agreed from the performance review throughout the
year to ensure that all areas that required further attention are addressed.
Progress against 2023 review findings
Focus areas Actions taken during 2024
Board
administration
The Company’s approach to Board governance was thoroughly reviewed by the Chair and the Nomination and
Governance Committee throughout the year, with support from the Group Company Secretary. The recommendations
were discussed with each Committee Chair, resulting in several administrative adjustments. These included allocating
sufficient time for the presentation of new and ongoing strategic initiatives, scheduling sessions throughout the year
dedicated to training, and arranging additional meetings when necessary, rather than extending existing ones.
Throughout the year, paper templates were refined to offer improved guidance on information presentation. The primary
focus was to ensure that there was sufficient detail regarding the discussions and challenges encountered during the
development process of Board proposals.
Culture Throughout the year, the Board placed significant emphasis on the topic of culture. With ongoing support from the Group
Chief People Officer, the Board assessed and reviewed a comprehensive programme of cultural activities implemented
across Just. This included updates received on the outcomes of the two employee engagement surveys conducted during
the year, which offered insights into our colleagues’ perceptions of the Company’s culture. Further enhancements will
continue to be made to the Board’s oversight role in 2025, such as the presentation of a bi-annual report on culture to
theBoard.
Additionally, the Board’s designated Non-Executive Director for employee engagement, Michelle Cracknell, hosted a
session with various senior leaders of the Company on the topic of culture and her insights, as well as the considerations
being addressed by the Board.
Effective control
environment
Ensuring that the control environment and three lines of defence remain effective and interconnected is of critical
importance to the Board. In October 2024, an educational and insight session attended by members of the Group Audit
Committee and GRCC was held, the purpose of which was to raise awareness of the new requirements to be introduced
under Provision 29 of the revised Code, and to oversee any additional processes required to ensure compliance by 1
January 2026. The Board, supported by the Group Audit Committee and GRCC, will continue to closely monitor the
effectiveness of the control environment and schedule further joint meetings as considered necessary throughout 2025.
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GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
2024 Board performance findings
The performance review of the Board yielded positive results, indicating significant progress in several key areas as compared to previous
assessments. Notable areas included the adequacy of information provided to the Board regarding the Group’s strategic initiatives, the
involvement of stakeholders at the Board and its principal Committees, and the relationship between the Chair, Non-Executive Directors,
andthe Group Chief Executive Officer remains strong.
The review concluded that the Board, its Committees and individual Directors continue to operate effectively and demonstrate a high level
ofskills, knowledge and experience.
Several opportunities for improvement and refinement have been identified, as detailed in the table below. The Group Company Secretary
hasdeveloped an action plan that will be overseen by the Nomination and Governance Committee, with periodic progress reports presented
to the Board.
2024 Board performance findings
Focus areas Commentary and actions for 2024
Information flow It was acknowledged that as the business continues to grow, it is important to efficiently manage the flow of
information to the Board to ensure timely and appropriate communication. Additionally, regard must also be given to the
administration of the Board’s annual rolling forward agenda.
Agreed actions by the Board:
• Conduct a comprehensive review of the administration and strategic planning related to the Board’s annual rolling
forward agenda.
• Ensure that the information flow from the Committees to the Board is effective, considering the timeliness and
appropriateness of the information being conveyed.
Board and
Committee
management
The effective management of the Board and its Committees is crucial for maintaining operational efficiency. While the
review concluded that the Board and its Committees are effective, it was acknowledged that establishing guidelines would
improve processes and provide clarity regarding both attendees’ roles and Directors’ expectations during meetings.
Agreed actions by the Board:
• Develop comprehensive guidelines for effectively managing the Board and its principal Committees, applicable to both
attendees and Chairs. These guidelines should cover several key areas including meeting administration, attendance
protocols, agenda alignment, and Directors’ expectations.
Board and
Committee
composition
To support the Group’s ongoing growth ambitions, it is important to ensure that the composition of the Board and its
principle Committees remains appropriate in relation to its size, diversity and expertise, to continue to operate effectively.
Agreed actions by the Board:
• Conduct a review of the composition of the Board and each of the principal Committees, considering the appropriate
size, diversity and expertise.
• Continued focus on Executive and Non-Executive succession planning.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202490
Directors’ induction, training and development
Upon appointment, all Directors receive a formal and tailored induction programme to ensure their smooth transition and to enable them to
gain an understanding of the Company’s purpose, vision, strategy, culture and values, alongside the governance framework, sustainability
strategy and the opportunities and challenges facing our industry. The induction is tailored based on discussions with the Chair and the Group
Company Secretary, considering existing expertise, business priorities, and any potential Board or Board Committee roles. The programme has
evolved over time, culminating in a combination of senior management and advisor meetings, site visits, and a library of documents including
past meeting papers and minutes, financial and operational plans and priorities, and compliance and regulatory information. TheGroup
Company Secretary briefs new Directors on Company policies, Board and Committee procedures, and core governance practice, which
includes Directors’ duties and market abuse regulatory requirements.
SPOTLIGHT ON TRAINING
The Company is committed to fostering the continuous
development of all employees and members of
the Board, which is a core aspect of its culture
and essential for Directors to effectively fulfil their
responsibilities. Directors receive training on recent
and forthcoming developments based on the annual
Board skills and knowledge assessments and feedback
from Directors, the Group Company Secretary, and
other senior leaders to ensure their knowledge and
skills remain current. Additionally, any Director may
request further information or one-to-one sessions
with management to support their individual duties
orcollective Board roles.
Furthermore, during the annual Board performance
review, the Chair engages with each Director to discuss
their training and development needs, which are
subsequently incorporated into their development plan
and Board training programme. Just also facilitates
ongoing opportunities for Directors to enhance and
update their skills, knowledge and familiarity with the
Company in the areas mutually identified as beneficial.
Annually, the Nomination and Governance Committee
reviews and approves the Board training programme,
after which training sessions are scheduled
throughout the year. These sessions typically consist
of a live presentation followed by a question-and-
answer segment, allowing Directors to delve into
specific aspects of the presentation. The sessions not
only enhance the Board’s knowledge and skills but
also provide them access to senior leaders and other
Company experts below the Board and Executive
levels who frequently conduct the training. Valuable
insights are also obtained from external advisers.
SAMPLE OF TRAINING SESSIONS HELD DURING 2024
Sustainability
disclosures
The session, facilitated by Ernst & Young (“EY”),
updated the Board on the principal regulatory
requirements and standards for sustainability
disclosures pertinent to UK insurers. It also sought
to clarify the responsibilities of the Board and Group
Audit Committee, as well as to provide insights
into the current and forthcoming landscape of
sustainabletechnology.
IFRS and Solvency
II balance sheets
The session, led internally by senior leaders from the
Capital Management and Finance functions, refreshed
the Board’s knowledge and comprehension of the key
components of the Company’s IFRS and Solvency II
balance sheets.
HUB advised
propositions
The session, led internally by senior leaders of the
Group Compliance function and the HUB business,
provided an overview of the HUB business advice
propositions, addressed mis-selling risks within
the advice journeys, and discussed the broader
regulatoryenvironment.
Expense
allocation
The session, led internally by a senior leader from the
Finance function, refreshed the Board’s knowledge
of the process to allocate expenses across products
and categories within the financial statements, and
how expense assumptions feed into the setting of the
maintenance basis.
Corporate
Governance Code
reform
The session, facilitated by Deloitte, informed our
Directors of the upcoming requirements under
Provision 29 of the revised Code. It aimed to provide
a thorough cross-sector analysis of the processes
being established or revised to ensure effective
implementation of these new requirements.
91
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GOVERNANCE IN OPERATION continued
AUDIT, RISK AND INTERNAL CONTROL
Preparation of the Annual Report
The Board diligently ensures that a fair, balanced and understandable
assessment of the Group’s position and prospects is presented.
The Board believes that the Annual Report delivers the essential
information required for shareholders to assess the Group’s position,
performance, business model and strategy.
The going concern statement and a review of whether there are any
material uncertainties to the Group’s ability to continue to adopt the
going concern basis of accounting in respect of the Annual Report is
set out in the Group Audit Committee report and Directors’ report.
The Viability statement is on page 65.
Assessing emerging and principal risks
The Board defines the nature and scope of risks it is prepared to
undertake in pursuit of its strategic objectives by establishing its risk
appetite framework. The Directors conducted a robust assessment
of the emerging and principal risks facing the Group, including
those that could affect its business model, future performance,
and constraints on capital and liquidity. A detailed description of
these principal and emerging risks, along with the procedures for
identifying emerging risks, is provided in the section on principal risks
and uncertainties.
Risk management and internal control systems
Throughout the year, the Board, with assistance of the Group Audit
Committee and GRCC, as well as support from the Risk and Group
Internal Audit functions where appropriate, monitored the Group’s
risk management and internal control systems and assessed
their effectiveness. The Group Internal Audit function provides
independent and objective assurance regarding the adequacy and
effectiveness of the Group’s controls to the Group Audit Committee
annually. Further details on this review can be found in the Group
Audit Committee report.
Remuneration
The Remuneration Committee focuses on determining and agreeing
Just’s remuneration policy and practices and reviewing their ongoing
appropriateness and relevance. It ensures remuneration is strongly
aligned to Just’s purpose and strategy, encourages long-term
stewardship and rewards individual contributions towards the
success of Just.
Just’s Directors’ Remuneration Policy (the “Policy”) was approved
with over 95% of shareholder votes in favour at the Company’s
AGM on 9 May 2023. It is intended the Policy will apply for a period
of up to three years and shareholders will be asked to approve
the updated Policy at the 2026 AGM (or earlier if required). The full
Policy is provided in the 2022 Annual Report, which is available on
the Just website. The Directors’ Remuneration report describes how
the factors set out in the Code (clarity, simplicity, risk, predictability,
proportionality and alignment to culture) are addressed in the Policy
on page 121.
Further details on how the Remuneration Committee has complied
with the Code in 2024 can be found on pages 108 to 122.
SUBSIDIARIES’ GOVERNANCE
The governance of the Group’s wholly owned subsidiaries (the
“subsidiaries”) is of paramount importance to the Board in ensuring
that its strategy, purpose, values, and culture permeate all business
areas. Due to the significance of the regulated life companies (“life
companies”) within the Group’s business model, the Board conducts
its meetings concurrently with the Boards of these companies.
Additionally, it receives reports from other regulated entities as
necessary regarding their activities and any significant issues or
concerns. The Group Chief Executive Officer provides updates on the
performance and key developments of the Group as a whole.
The Group Board Committees oversee matters within their remit to
the extent relevant and necessary for the subsidiaries.
With the exception of JRL and PLACL which have established
separate audit committees and investment committees as outlined
below, the regulated companies have not established any separate
Board Committees as it is more effective to manage any specific
matters on a Group-wide basis.
The following provides an overview of the governance arrangements
for our UK regulated entities.
Regulated life companies
JRL and PLACL are the Group’s life companies. JRL serves as the
primary operating entity within the Group, thereby exerting a
strategic and substantial influence on the consolidated Group
performance. The principal activities of JRL include underwriting
premiums for Defined Benefit de-risking solutions, Guaranteed
Income for Life solutions, the Secure Lifetime Income product,
and residential lifetime mortgage solutions in the UK, in addition
to servicing and administering existing policies. PLACL’s principal
activities focus on the orderly run-off of life assurance products and
annuities, and writing new Care annuities in the UK.
Boards
Operating the life companies’ Boards on a nested basis with the
Board ensures the Group strategy and governance are aligned and
implemented effectively. To maintain independence in mindset and
decision making, the JRL and PLACL Boards include two independent
Non-Executive Directors who are not Directors of Just Group plc.
One of these Directors, John Perks, chairs the life company Boards.
A separate section is included in the nested meeting agendas for
JRL and PLACL business to ensure time is allocated for each Board to
address matters specific to each respective company.
The matters reserved for the JRL and PLACL Boards have been
documented and approved by their respective Boards. They are
reviewed annually to ensure they reflect best practice and are
aligned with the approach for other entities, whereappropriate.
Board committees
Audit
The Boards of JRL and PLACL have established independent
subsidiary audit committees to ensure effective oversight of
financial reporting and internal controls, and to ensure compliance
with relevant regulatory requirements. The JRL and PLACL Audit
Committees primarily convene concurrently with the Group Audit
Committee. During these meetings, topics of mutual interest are
discussed simultaneously from the perspective of each respective
Committee. Dedicated time is allocated, when necessary, to address
issues specific to each company. Each of the JRL and PLACL Audit
Committees comprise one independent Non-Executive Director who
is not a Director of Just Group plc, ensuring an independent focus and
adherence to good governance practices. The terms of reference,
which outline the scope and delegated responsibilities of each
Committee, are reviewed and approved by the JRL and PLACL Boards
at least annually.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202492
Investment
The Boards of JRL and PLACL have delegated responsibility for
the oversight of investment activities within an investment
management governance framework to the JRL and PLACL
Investment Committees.
Key responsibilities include:
• recommending the investment framework, material changes to
the investment strategy and any major strategic initiatives to the
JRL and PLACL Boards for approval;
• overseeing the alignment of investment activities and
performance to the Group’s strategy, including the Group’s targets
for investments to be carbon net zero by 2050 with an interim
target of a reduction of 50% by 2030;
• reviewing climate-related risks to the investment portfolio;
• reviewing the performance of external investment managers and
the effectiveness of reporting procedures; and
• approving the entry into investment management agreements
and other documentation within the remit of their terms
ofreference.
In addition to the scheduled quarterly meetings, the JRL and PLACL
Investment Committees held two meetings on a nested basis with
the GRCC in 2024 to consider investment risk related matters.
The terms of reference, which set out the scope and delegated
responsibilities of each Committee, are reviewed and approved by
the JRL and PLACL Boards at least annually.
Regulated distributor
HUB Financial Solutions Limited specialises in offering comprehensive
financial retirement solutions and distributing products tailored for
the at-retirement and in-retirement market. The Board consists of
three Non-Executive Directors and one Executive Director, and it is
chaired by John Perks. During the year, there were four scheduled
Board meetings, along with an additional strategy session. The
matters reserved for the Board are documented and approved by
theBoard.
Regulated lifetime mortgage providers
The principal activity of the regulated lifetime mortgage providers,
Just Retirement Money Limited (“JRML”) and Partnership Home
Loans Limited (“PHLL”), is the origination and administration of loans
secured by residential mortgages. Each Board comprises three Non-
Executive Directors and two Executive Directors, and it is chaired
by Michelle Cracknell. Four scheduled meetings were held during
the year. The matters reserved for the JRML and PHLL Boards are
documented and approved by the respective Boards.
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
NOMINATION AND GOVERNANCE
COMMITTEE REPORT
ROLE
The Nomination and Governance Committee (the “Committee”)
is responsible for regularly reviewing the structure, size and
composition of the Board and its Committees, and where
appropriate makes recommendations to the Board for the orderly
succession of Executive and Non-Executive Director appointments.
It oversees the refreshment of the Board and its Committees, and
seeks to maintain an appropriate balance of skills, knowledge,
independence, experience and diversity, taking into account the
Group’s strategic priorities, its challenges and opportunities, all
relevant corporate governance standards, and associated guidance
on Boardcomposition.
The Committee is also responsible for keeping under review
compliance with the UK Corporate Governance Code (the “Code”),
monitoring emerging trends in, and consultations on, corporate
governance matters, considering the potential effect on the Group’s
governance arrangements and recommending any relevant changes
to the Board, as appropriate, on matters including the corporate
governance framework of the Group. It is responsible for overseeing
the induction, training and continuous professional development of
the Group’s Directors.
The full responsibilities of the Committee are set out in its terms
ofreference, which are reviewed annually and can be found at
www.justgroupplc.co.uk/about-us/governance.
REVIEW OF THE YEAR
The Committee continued to focus on maintaining strong and
effective leadership at Just, aligned to the skills, knowledge,
experience and diversity needed to support the Group’s delivery of
its growth ambitions. Three scheduled meetings were convened
during 2024. The Group Chief Executive Officer and Group Chief
People Officer were invited to attend the meetings during the
year. Other Group executives and senior managers were invited
to attend meetings, where appropriate, to report on their areas of
responsibility.
Key Highlights in 2024
• Reviewed Board composition, Non-Executive Director
independence and time commitment.
• Assessed the performance of the Board, its principal
Committees and individual Directors.
• Recommended the re-election of Directors.
• Considered Director and senior management succession
plans and contingency arrangements.
• Agreed the Board training requirements and schedule
for2025.
• Recommended updates to the Board Diversity, Equity,
Inclusion and Belonging Policy.
• Formalised requirements for Board champion roles.
• Considered the Board’s compliance with the 2018 Code
in2024.
• Ongoing oversight of compliance with 2024 iterations of
theCode.
• Considered and agreed recommendations to enhance the
Board’s oversight of Just’s culture.
• Engaged on principles for the future operation of Board and
Committee meetings.
AREAS OF FOCUS
The Committee follows an annual rolling forward agenda with
standing items considered at each meeting in addition to any
matters arising and topical issues which the Committee has decided
to focus on. The key focus areas for the year are covered in the
sections below.
This report outlines the
key areas of focus and
activities carried out by
the Nomination and
Governance Committee
during the year ended
31December 2024
andpriorities for the
yearahead.”
JOHN HASTINGS-BASS
Chair, Nomination and Governance Committee
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202494
Composition
MEMBERS
John Hastings-Bass Chair
Michelle Cracknell Independent
Non-Executive Director
Mary Phibbs Senior Independent Director
There has been no change in membership during the
year.
Committee meeting attendance can be found
on P83. Biographies of Committee members
can be found on P72-74.
BOARD LEADERSHIP
Composition
The composition, skills, experience and diversity of the Board
continued to be assessed by the Committee during the year.
TheCommittee considered whether there is a diverse mix of skills,
knowledge, expertise and backgrounds to enhance decision making,
reduce the risk of groupthink and support the robust management
of risk.
As part of the skills and competency review, the Committee
considered the Directors’ current attributes, which are set out in
the skills and expertise matrix on page 97. The Board comprises
individuals with significant financial services and actuarial experience,
which continues to be valuable in supporting the complexmatters
that arise in the business. The Committee considered the needs
of the Board to support the Group’s growth ambitions. Theshort
term priority is to appoint an additional independent Non-Executive
Director with relevant risk managementexpertise.
The Committee determined that the current mix of Executive and
Non-Executive Directors is appropriate, preventing the Board
from being too large and ensuring that it remains predominantly
independent. The Committee was also satisfied that there is
collective experience, expertise, diversity and cultural alignment to
set and challenge the Group’s sustainable longer-term strategy and
understand the needs of the business to achieve its growth ambitions.
To ensure that the Directors maintain relevant skills and knowledge
of the Group, their training needs are reviewed regularly.
Acomprehensive training programme is in place as covered in
moredetail in the Governance in Operation report.
Board aND COMMITTEE CHANGES
In January 2025, Kalpana Shah informed the Board of her decision
to resign as an independent Non-Executive Director as of 1 March
2025. The Committee is leading the recruitment process for the
appointment of a new independent Non-Executive Director and
Chair of the Group Risk and Compliance Committee (“GRCC").
Asummary of the process is shown on the last page of this report.
A role specification has been agreed by the Committee and the
Board’s commitment to recruiting diverse talent is an important
consideration as part of the search process. External search
consultancy, Russell Reynolds Associates (“RRA"), which has no
connection to the Company or any Director, has been appointed
to facilitate this search. RRA has adopted the voluntary code of
conduct addressing gender diversity and best practice in search
assignments. On 31 January 2025, Michelle Cracknell was appointed
as a member of the Group’s Audit Committees. The Committee
was satisfied that Michelle has relevant experience and insight to
bring valuable contributions to the Audit Committees’ deliberations.
Following consideration by the Committee and the Board, I have
been appointed as interim Chair of the GRCC to ensure its smooth
operation pending the appointment of a new Committee Chair.
Conflicts of interest
Each Director has a duty to disclose any actual or potential conflict
of interest, as defined by law, for consideration and approval by the
Board. This requirement is supported by an annual authorisation
process, in which the Committee reviews the Directors’ conflicts of
interest register and seeks confirmation from each Director of any
changes or updates to their position.
Independence
The independence of the Non-Executive Directors was considered
by the Committee as part of the Board performance review. The
independence criteria set out in the Code was taken into consideration
as part of the review in addition to the Directors’ conflicts of interest.
The Committee concluded that over half of the Board (excluding
the Chair) are independent in the manner required by the Code and
that they continue to demonstrate independence in both character
and judgement. Each of the current Non-Executive Directors that
ETHNIC DIVERSITY
GENDER DIVERSITY
05 March 2025
Male 1
Female 2
31 December 2024
Male 1
Female 2
31 December 2024
Asian 0
Black 0
Mixed 0
White 3
Other 0
05 March 2025
Asian 0
Black 0
Mixed 0
White 3
Other 0
95
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
NOMINATION AND GOVERNANCE COMMITTEE REPORT continued
were considered to be independent during the year are identified on
pages 72 to 74. Additional measures are in place to support Director
independence, which include meetings between the Chair and Non-
Executive Directors, individually and collectively throughout the year,
without the Executive Directors present.
Time commitments
The expected time commitment of the Non-Executive Directors is
agreed and set out in writing in a letter of appointment, and the
need for availability in exceptional circumstances is recognised.
TheCommittee supports the Board by ensuring that the Directors
have sufficient time to meet their obligations. Any additional
external appointments may only be accepted following approval by
the Board. Non-Executive Directors are expected to avoid holding an
excessive number of external appointments.
As part of the annual performance review of the Directors, the
Committee considered each Non-Executive Director’s time
commitments and whether they continued to have sufficient
availability to perform their roles. The Committee assessed and
confirmed to the Board that the Non-Executive Directors devoted
sufficient time to effectively discharge their obligations to ensure the
long-term sustainable success of Just. The other Directorships of the
Non-Executive Directors are set out in their biographies. No Director
is appointed to the Board of any FTSE 100 company.
SUCCESSION PLANNING
Board succession
The Committee continued to oversee the succession planning
process for the Board in 2024 to fulfil its responsibility to proactively
plan for an orderly succession of Directors to ensure continuity
and the retention of relevant skills, knowledge and expertise.
TheCommittee reviewed the current tenure of the Non-Executive
Directors and was satisfied that no immediate action was required.
As part of the review, the Committee considered contingency
plans to ensure the continued smooth operation of the Board and
Committees in the event of any unplanned changes to the Board.
Senior Management succession
The Committee regularly reviews succession plans for the Group
Executive Committee and Group Company Secretary to ensure they
are orderly and aligned with Just’s strategic objectives. As part of
the review during the year, the Committee identified immediate
emergency successors for critical roles to mitigate risk events
and candidates with a longer-term development trajectory.
The Committee remained satisfied that the plans were
comprehensive and robust.
DIVERSITY, EQUITY, INCLUSION AND BELONGING
The Board’s strategy reinforces Just’s commitment to drive progress
on all aspects of diversity, equity, inclusion and belonging (“DEIB”)
with a pledge to build a culture at Just that has DEIB at its core. The
Board DEIB Policy (the “Policy”) was reviewed by the Committee
during the year. The Committee recommended, and the Board
subsequently approved, changes to the Policy to reflect updates
to the Group’s DEIB strategy. The Committee considered the 2024
iterations to the Code, which has removed the list of diversity
characteristics that should be considered when promoting diversity,
inclusion and equal opportunity in recognition that diversity
characteristics are wide ranging. The Committee was comfortable
that the Policy already encompassed all aspects of diversity within
Just, therefore no changes were required to meet thenew
Code requirements.
As at 31 December 2024, the Board met the three targets on
Board diversity set out in the FCA Listing Rule 6.6.6 (9). The Senior
Independent Director is female and one Non-Executive Director was
from a minority ethnic background. As set out in a table on diversity
in the Governance in Operation report on page 88, 50% of the Board
and 20% of executive management (as defined under the FCA Listing
Rules) were female as at 31 December 2024. As at the date of this
report, the ethnicity target is temporarily not met.
The Committee fully supports Just’s commitment to all aspects
of diversity, including gender, race, sexuality, neurodiversity and
disability, and welcomes the steps taken with respect to gender and
ethnic diversity as a signatory to the Women in Finance Charter and
Race at Work Charter. A focus as part of succession planning in 2025
will be to meet the FCA Listing Rule target on ethnic representation
on the Board.
BOARD AND COMMITTEE EFFECTIVENESS
As part of the annual performance review of the Board, its principal
Committees and individual Directors, the Committee considered and
approved the proposed questionnaires and timeline of the exercise.
There was an extensive discussion on the findings from the review
and feedback provided by the Chair on his assessment of the
individual Directors overall performance. The Senior Independent
Director also provided feedback on her review of the Chair. Various
recommendations were subsequently approved by the Board.
Progress against the delivery of these actions will be monitored by
the Committee during the year. Further details on the approach
taken and outcomes of the review can be found in the Governance
inOperation report.
DIRECTOR RE-ELECTION
The Committee has considered the Directors tenure and
independence, and balance of skills, knowledge and experience of
the Board as well as taking into consideration the requirements of
the FCA Listing Rules. The Committee and the Board believe that
the current composition of the Board is in the best interests of our
stakeholders, and that the Non-Executive Directors continue to
challenge appropriately and act independently. Consequently, all
current Directors will be standing for re-election at the Company’s
Annual General Meeting on 8 May 2025 to serve on the Board to
promote thelong-term success of the Company.
CORPORATE GOVERNANCE
Changes to the Code
The Committee monitors emerging trends and requirements on
governance matters, and ongoing compliance with the Code. During
the year, the Committee considered a gap analysis of the 2024
iteration of the Code and monitored the status of actions that had
been agreed to ensure ongoing compliance with the Code.
Board and Committee Operation
The Committee considered the operation of the Board and its
Committees, and the decision making process. At the start of each
scheduled Board and Committee meeting, there is a private session
for the Non-Executive Directors to discuss any pertinent matters or
concerns without management present. There is also a standing
agenda item for meeting participants to discuss the effectiveness of
the meeting and quality of papers, which provides an opportunity to
agree on any enhancements that could be made in future.
During the year, the Group completed its largest ever Defined
Benefit de-risking transaction and the Committee Chair asked the
Group Company Secretary to consider the governance process to
ensure it was appropriate to oversee similar material developments
in future. Following engagement with key stakeholders, the Group
Company Secretary presented his findings to the Committee, which
included various administrative recommendations. After considering
the Group Company Secretary’s observations, the Committee was
satisfied that the governance arrangements were effective.
The Chair discussed the efficient operation of the Board and
Committees with each of the Directors to identify opportunities to
streamline processes across all Board and Committee meetings,
where sensible. Following consideration of the feedback received,
guidance will be drafted for review by the Committee before it is
presented to the Board for adoption by theDirectors.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202496
Board Champions
The Board has designated specific responsibilities to various
Non-Executive Directors in relation to Consumer Duty, employee
engagement, sustainability and whistleblowing. During the year,
formal role profiles were developed with input from the respective
Non-Executive Directors for consideration and approval by the
Committee. The role profiles will be reviewed by the Committee
on anannual basis as part of the Board and Director performance
reviews. An extract of a role profile is provided below.
Consumer Duty Champion – Role Profile Extract
The Non-Executive Director is expected to:
• meet regularly with stakeholders to ensure good customer
outcomes;
• meet on a quarterly basis with the Director of Compliance;
• periodically attend the GRCC to present their insights on
progress; and
• provide support to management on all papers with a
Consumer Duty theme.
Culture
The Committee considered the Board’s approach to assess, measure
and monitor Just’s culture and its alignment with the expectations
of the Code. There was a discussion on proposed enhancements to
the Board’s oversight role and it was agreed that a bi-annual report
on culture will be presented to the Board in future. An overview of
the Board’s role in the oversight and embedding of Just’s culture is
included in the Governance in Operation report.
PRIORITIES FOR THE YEAR AHEAD
The focus of the Committee for the year ahead is to continue
to strengthen the effectiveness of the Board’s governance and
oversight framework, and to oversee the implementation of the
2024 iteration of the Code. Director recruitment and induction, and
succession planning will also be key areas of focus in 2025.
On behalf of the Nomination and Governance Committee
JOHN HASTINGS-BASS
Chair, Nomination and Governance Committee
6 March 2025
BOARD RECRUITMENT AND SUCCESSION PROCESS
STAGE 1
Confirm objective of
the process and role
specification
STAGE 2
Engage an external
recruitment firm and
setout process
STAGE 3
Assess how the
specification can be
metthrough a longlist
STAGE 4
Review technical and
cultural fit to agree a
shortlist
STAGE 5
Identify the preferred
candidate to
recommend to the Board
BOARD SKILLS AND EXPERTISE TO SUPPORT LONG-TERM SUCCESS
The skills and expertise matrix below sets out a high level of skills and experience that the Non-Executive Directors have assimilated outside
of their Board role at Just. The collective position is enhanced by the innate differences in approach and thinking styles, which results from the
diverse background and experience of each individual as set out in their biographies on pages 72 to 74.
Core skills
Secondary skills 
John Hastings-Bass Jim Brown Michelle Cracknell Mary Kerrigan Mary Phibbs
Sectoral Experience
Insurance/Financial Services
Pensions
Equity Release
Functional Expertise
Actuarial
Customer Experience
Digital/Fintech
Finance/Audit/Accounting
Mergers and Acquisition
Remuneration
Risk Management
Sustainability
Other
Financial Services Regulation
Listed Board Experience
97
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GROUP AUDIT COMMITTEE REPORT
ROLE
The Group Audit Committee (the “Committee”) is responsible for
assisting the Board in discharging its responsibility for oversight of
the Group’s financial and solvency reporting, and the effectiveness of
the Group’s systems of internal controls and other related activities.
The Committee is also responsible for the oversight of the work
and effectiveness of the Group Internal Audit function and the
externalauditor.
The Committee is responsible for considering the above matters from
the perspective of the Company together with the Audit Committees
of each of the Group’s life companies, Just Retirement Limited (“JRL”)
and Partnership Life Assurance Company Limited (“PLACL”), as
well as from the perspective of any other Group entity as deemed
appropriate. The Committee works closely with other Committees, in
particular the Group Risk and Compliance Committee (“GRCC”), with
close co-operation between the Chairs of these Committees. The
Chair of the Committee is also a member of the GRCC. This ensures
that the Audit Committee agenda is focused on higher risk areas and
the results of internal and external audit work can be used to inform
the work of the GRCC.
The full responsibilities of the Committee are set out in the terms
of reference, which are reviewed annually and can be found at
www.justgroupplc.co.uk.
COMMITTEE MEMBERSHIP
The Committee currently comprises three independent Non-
Executive Directors. Kalpana Shah was a member throughout 2024
until 1 March 2025 when she resigned as a Director of the Company.
Michelle Cracknell was appointed as a member of the Committee
on 31 January 2025. Collectively the members bring a diverse array
of financial and commercial expertise essential for the necessary
fulfilment of the Committee’s responsibilities, including specific
expertise in life insurance accounting and competence pertinent
to the sector in which the Group operates. The Board is satisfied
that the Committee Chair possesses recent and relevant financial
experience as advocated in the UK Corporate Governance Code
(the “Code”).
In addition to the Committee members, the Executive Directors
attended the meetings together with members of the senior
leadership team who presented reports within their respective
areas of responsibility. Other Non-Executive Directors were invited
to participate and contribute to the discussions and debates.
The external auditor for the Group, PricewaterhouseCoopers LLP
(“PwC”), was present at all meetings throughout the year. The
Committee routinely allocated private time to meet with the Group
Chief Financial Officer, the Director of Group Internal Audit, and the
external auditor, without the presence of executive management,
allowing for confidential discussions.
REVIEW OF THE YEAR
Six scheduled meetings were convened during 2024. The Committee
also held an educational session with the GRCC to discuss the
new requirements under Provision 29 of the Code which explicitly
requires an annual directors’ declaration on the effectiveness of risk
management and internal controls forming part of the Annual Report
starting from the 2026 year end reporting cycle. The Committee was
satisfied that sufficient progress is being made to ensure the Group is
aligned with the new requirements in advance of its implementation.
During the year, the Committee was briefed on a range of key topics
by management’s subject matter experts. These topics included
Sustainability Disclosures, Expense Allocation, and IFRS and Solvency
II balance sheets, with an emphasis on interest rate exposure, and
Solvency UK reforms to Matching Adjustment.
I am pleased to present my
report on behalf of the
Group Audit Committee for
the year ended 31 December
2024. This report outlines the
main activities and areas of
focus during the year.”
MARY PHIBBS
Chair, Group Audit Committee
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 202498
Composition
MEMBERS
Mary Phibbs Chair
Michelle Cracknell Independent
Non-Executive Director
Mary Kerrigan Independent
Non-Executive Director
Kalpana Shah resigned as a Director and member of
the Committee on 1 March 2025. Michelle Cracknell
was appointed as a member of the Committee on 31
January 2025.
Committee meeting attendance can be found
on P83. Biographies of Committee members
can be found on P72-74.
The effectiveness of the Committee was reviewed as part of the
annual Board performance review and the Board concluded that the
Committee was effective. The Committee considers the quality of
papers and effectiveness of its discussions as a standing item at the
end of each meeting, and assesses its compliance with its terms of
reference annually.
AREAS OF FOCUS
The Committee adheres to an annual rolling forward agenda, which
includes various standing items considered throughout the year, as
well as specific matters requiring the Committee’s attention. Regular
reporting is received from Group Internal Audit and the external
auditor as outlined later in this report.
Key areas of focus during the year included the following matters.
Financial reporting
In 2024 and to date in 2025, the Committee:
• reviewed the areas of significant estimate and judgement
relevant to the Group’s financial statements and considered the
impact of Solvency UK reforms on the Group’s capital position
(seepage 100);
• reviewed the assumptions critical to assessing the value of assets
and liabilities, in particular insurance contract liabilities and
lifetimemortgages;
• reviewed the Matching Adjustment and took into account
the requirements under PS10/24 including consideration of
Fundamental Spreads and adjustments considered necessary
toreflect the compensation for the risks retained by the Group;
• considered correspondence received from the Financial Reporting
Council (“FRC”) in respect of the 2023 Annual Report, together
with FRC publications, with a view to continuing to provide high
quality and relevant disclosures within the Annual Report;
• reviewed reports on internal controls and progress towards
compliance with the forthcoming requirements on reporting
onall material controls in the 2026 Annual Report as part of the
2024 Code;
• reviewed documentation prepared in support of the going
concern basis and longer-term viability assessment;
• considered reports from the Group Chief Actuary;
• reviewed reports from the external auditor on the outcomes of
their half-year review and financial year end audit. The Committee
considered the external auditor to have displayed the necessary
professional scepticism its role requires throughout the year; and
• oversaw the preparation and reviewed the Group’s Solvency
II reporting including the Group-wide Solvency and Financial
Condition Report (“SFCR”) and the Annual Quantitative Reporting
Templates (“AQRTs”) ahead of submission to the Prudential
Regulation Authority (“PRA”).
After thorough assessment and consideration of all relevant matters,
the Committee was pleased to recommend to the Board, ahead of
its publication, that the judgements and assumptions relevant to
items reported within the financial statements are appropriate and
that the Group Annual Report is fair, balanced and understandable,
and provides the necessary information for shareholders to assess
theGroup’s position, prospects, business model and strategy.
GENDER DIVERSITY
05 March 2025
Male 0
Female 3
31 December 2024
Male 0
Female 3
ETHNIC DIVERSITY
31 December 2024
Asian 1
Black 0
Mixed 0
White 2
Other 0
05 March 2025
Asian 0
Black 0
Mixed 0
White 3
Other 0
99
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
REVIEW OF SIGNIFICANT FINANCIAL REPORTING JUDGEMENTS
The key areas of financial reporting judgements considered by the Committee in relation to the 31 December 2024 Group Annual Report are set
out below. Further details on the significant judgements and estimates are included in note 1.3 of the financial statements.
SIGNIFICANT
JUDGEMENTS APPROACH ACTION BY THE COMMITTEE
Judgements
applied in the
measurement
of insurance
contract
liabilities and
reinsurance
contract assets
The Group’s accounting policies for insurance contracts include
judgements made on initial adoption of IFRS 17 regarding:
• use of a top-down approach for determination of discount rates
based on a reference portfolio of assets;
• calibration of the risk adjustment to provide a 70% confidence level
regarding the adequacy of reserves; and
• weighting of coverage units based on the probability of the policy
being in-force.
The Committee reviewed the significant judgements
initially made on adoption of IFRS 17 and concluded
that these remain appropriate.
Longevity
assumptions
used in the
measurement
of LTMs and
insurance
contracts
The longevity assumptions regarding the Group’s Retirement Income and
LTM customers are key assumptions used in valuing these contracts.
As explained in notes 16(d)(vi) and 22(b)(ii)m:
• changes to assumptions regarding mortality include adoption of
the latest CMI 2023 model with updated overlay for expected post
COVID-19 pandemic effects; and
• a comprehensive review of the LTM basis for longevity, long-term
care and voluntary redemption has been performed.
The Committee considered management’s assessment
of the latest mortality trends, including insights
into the expected longer-term impacts on mortality
following the COVID-19 pandemic. The Committee
agreed with management’s recommendation and
approved the proposed changes to demographic
assumptions.
Economic
assumptions
used in the
measurement
of insurance
contracts
As explained in notes 16(d)(vi) and 22(b)(iii), changes to yield curves
used to discount insurance contract cash flows reflect an assessment
of the latest trend analysis of defaults and current spreads in
determining the allowance for both expected and unexpected credit
risk. For LTM assets, updates have been made to reflect the outcomes
from a review of recent experience regarding property sales completion
timing.
As explained in notes 16(d)(vi) and 22(b)(iv, v):
• strengthening of assumptions regarding future expenses reflect
the latest expense forecast and allocation model, and the impact of
increased in-housing of investments; and
• for LPI inflation, an update has been performed of the inflation
model calibration.
The Committee reviewed the analysis of economic
assumptions including those relating to credit risk
and expectations regarding future expenses. The
Committee approved strengthening of the basis for
maintenance expenses for in-force business.
Selection of
valuation
approach
for financial
instruments in
the absence of
an active market
Where the Group concludes that there is no active market for
an investment, judgement is applied in selecting an appropriate
valuationtechnique.
As explained in note 16(d)(vi), the Group applies a variant of the Black-
Scholes option pricing formula with real world assumptions to measure
the No-Negative-Equity-Guarantee (“NNEG”) included in LTM contracts.
As explained in note 1.13.4:
• in the absence of an active market internally developed valuation
models are used to value illiquid assets. The results from these
models are compared against independent price verifications
provided by third parties to ensure their reasonableness. Key
assumptions used in valuing illiquid assets include discount rates,
credit spreads, projected inflation (which applies only to index-linked
assets) and, notably, the credit quality of these assets, particularly
for residential ground rents. See note 16(d) for further information.
The Committee is satisfied that the Black-Scholes
variant applied by the Group continues to be the
most appropriate valuation model for determining
the value of the NNEG.
The Committee noted that management have
performed independent price verification of illiquid
assets comparing prices provided by asset managers
and third-party vendors to those determined
internally using its own methodologies, models,
and key assumptions. Any differences outside the
risk-based tolerance were investigated to identify
the reasons, and the results shared with the Asset
Valuation Committee which is a subcommittee of the
Asset Liability Committee, prior to sharing with the
Committee which supported it reach its conclusion
that the fair values of the investments included in the
financial statements are appropriate.
Property
assumptions
used to value
LTMs
The expected shortfall on redemption of LTMs in respect of the
NNEGisdetermined using assumptions regarding future house
pricegrowth and volatility.
The Committee reviewed management’s assessment
of recent property price trends and agreed with
management’s conclusion that there has been no clear
indications of changes to longer-term expectations
and as such it is appropriate that the assumptions for
property price volatility and future house price growth
should remain unchanged from the 2023 year end.
Matching
Adjustment in
the valuation
of insurance
contracts within
the Solvency II
balance sheet
The Matching Adjustment allows the Group to recognise a prudent
viewof expected future return on assets backing liabilities in the
Solvency II balance sheet. The Group is required to comply with
the requirements of the Prudent Person Principle (“PPP”) and other
requirements as laid out in PS10/24, which is to include appropriate
adjustments for credit risk via Fundamental Spread.
In accordance with the Matching Adjustment
Attestation Policy, the Committee reviewed
the Matching Adjustment and considered the
requirements under PS10/24 including fundamental
spreads and any adjustments necessary to reflect
compensation for the risks retained by the Group.
GROUP AUDIT COMMITTEE REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024100
FRC REVIEW
Reviews performed¹
The FRC have carried out a review of the 2023 Annual Report in
accordance with Part 2 of the FRC Corporate Reporting Review
Operating Procedures. In addition, the Group was also included
in the sample for the FRC thematic review “IFRS 17 ‘Insurance
Contracts’ Disclosures in the First Year of Application”.
Outcome of reviews
The thematic review of IFRS 17 disclosures, published in
September 2024, identified three of the Group’s disclosures as
examples of good practice. Whilst no queries were identified
from the Corporate Reporting Review, the FRC identified areas of
improvement regarding disclosure of Alternative Performance
Measures (“APMs”) and Task Force on Climate-Related Financial
Disclosures (“TCFD”), which have been addressed in this report.
1 Scope and limitations of FRC reviews
The FRC review was based solely on the information contained in the Group Annual
Report and does not benefit from detailed knowledge of the Group’s business or an
understanding of the underlying transactions entered into. It is, however, conducted
by staff of the FRC who have an understanding of the relevant legal and accounting
framework. The correspondence received by the Group from the FRC provides no
assurance that the Annual Report is correct in all material respects; the FRC’s role is
not to verify the information provided to it but to consider compliance with reporting
requirements. Correspondence provided to the Group from the FRC was written on
the basis that the FRC (which includes its officers, employees and agents) accepts no
liability for reliance on it by the Group or any third party, including but not limited to
investors and shareholders.
The Committee reviewed the changes arising from the PS10/24
reform, legislation for which came into force as of 31 December 2024,
and concluded that the Fundamental Spread add-ons within the
Matching Adjustment portfolio appropriately reflect compensation
for the risks retained by the Group.
Finance transformation
During the year, the Committee received reports on progress against
key milestones in the Group’s Finance Transformation Programme.
The Committee provided oversight on various workstreams, including
implementation of Cloud-computing technology, monitoring of
the Financial Reporting Controls Framework, activities aimed at
accelerating the reporting Working Day timetable and Treasury
transformation, which together have been designed to enhance
controls and create a scalable Finance function that delivers
increased value for the business.
EXTERNAL AUDIT
Appointment
The Company’s external auditor is PwC, formally appointed by
shareholders in 2020. During the year, Philip Watson was appointed as
the lead audit engagement partner, following rotation of the previous
engagement partner, Lee Clarke.
The Committee is responsible for recommending to the Board
the appointment, reappointment and removal of the external
auditor, considering factors such as independence, effectiveness,
and lead partner rotation, and overseeing the tender process for
new appointments. After receiving a recommendation from the
Committee, the Board plans to propose the reappointment of PwC as
the Company’s auditor at the 2025 Annual General Meeting on 8 May
2025, to hold office until the conclusion of the next general meeting
at which accounts are laid before the Company. The Committee
believes the independence, objectivity of the external auditor,
professional scepticism and the effectiveness of the audit process,
issafeguarded and remain strong.
The Committee confirms it has complied with The Statutory Audit
Services for Large Companies Market Investigation (Mandatory Use
of Competitive Process and Audit Committee Responsibilities) Order
2014, published by the Competition and Markets Authority on 26
September 2014. There are no contractual obligations restricting the
Group’s choice of external auditor.
Oversight
The Committee is responsible for approving the terms of engagement
for the external auditor. Throughout the year, the Committee has
reviewed regular reports from PwC and held private meetings with
the lead audit engagement partner without management present,
allowing for confidential discussions and open dialogue. Additionally,
private meetings were regularly held between the lead audit
engagement partner and the Chair of the Committee.
In 2024 and to date in 2025, the Committee:
• reviewed the 2024 audit plan including the scope of the audit and
the materiality levels adopted by the external auditor for the year
end audit and interim review;
• reviewed the effectiveness of the external audit process;
• agreed the terms of engagement and fees to be paid to the
external auditor for the audit of the 2024 Annual Report;
• reviewed the external auditor’s explanation of how the significant
risks related to financial reporting were addressed;
• reviewed reports from the external auditor regarding findings
from their audit work, in particular conclusions regarding
significant judgements and key assumptions in the valuation
of amounts reported within the financial statements;
Going concern
As part of the assessment of going concern and longer-term viability
for December 2024, the Committee considered the Group business
plan approved by the Board in November 2024 and the forecast
regulatory solvency position calculated on a Solvency II basis, which
includes stretch and adverse scenarios in addition to the primary
central plan. In addition, the Committee considered factors including
further credit rating downgrades, reductions in interest rates, and
other uncertainties which may impact the Group.
The Committee also considered various risks under stressed
scenarios for the going concern assessment including the risks
associated with capital requirements necessary to write anticipated
levels of new business which form part of the Group’s business plan;
the projected liquidity position of the Group and liquidity stresses; the
findings of the Group Own Risk and Solvency Assessment (“ORSA”);
and the risk of regulatory intervention.
Regulatory reporting oversight
The Committee receives regular updates on the Group’s regulatory
reporting matters, including the oversight and preparation of the
Group’s annual SFCR. The Committee also receives regular updates
relating to the ongoing publication of supervisory statements by the
PRA that set out its expectations for certain aspects of prudential
regulation. Further information on supervisory statements is
included in the Risk Management section on page 102.
As part of the Solvency requirements, the Committee has responsibility
for overseeing the recalculation of the Transitional Measures on
Technical Provisions (“TMTP”). During the year, it reviewed and
approved changes to the TMTP methodology for inclusion in the SFCR
as at 31 December 2024 to reflect refinements in the methodology.
There was regular engagement with the PRA on the changes proposed
to the TMTP and other matters affecting reporting.
101
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
• reviewed the recommendations made by the external auditor
in their internal control report and considered the adequacy
of management’s response; and
• reviewed the Group’s policy on using the external auditor for
non-audit services and assessed proposed non-audit service
engagements against compliance with the policy.
The Committee considered the quality and effectiveness of the
external audit process. Its effectiveness relies on accurately
identifying and assessing key audit risks at the beginning of the
audit cycle, as set out in the audit plan. For the 2024 reporting
period, the significant risks identified were consistent with those
in 2023 with the exception of the removal of the significant risk
relating to implementation of IFRS 17 which is no longer required
following the full implementation of IFRS 17 in 2023.
Significant risks identified were in relation to:
• valuation of insurance contract liabilities including assumptions
regarding mortality, expenses, calibration of the risk adjustment and
credit default assumptions relevant to the discount rate applied;
• valuation of certain hard-to-value investments;
• fraud risks regarding risk of management override of controls and
fraud in revenue recognition; and
• judgements in applying the Matching Adjustment in the Solvency
II balance sheet.
The significant judgements considered by the Committee in
relation to these risks are detailed on page 100. The Committee
challenged the work conducted by the external auditor to test
management’s assumptions and estimates around these areas. The
Committee evaluated the effectiveness of the audit process based
on PwC’s interim and year end reports and feedback received from
management. For the 2024 reporting period, management were
satisfied with the focus on audit risks and deemed the quality of the
audit process to be good. The Committee agreed with thisassessment.
Safeguarding independence and non-audit services
The independence of the external auditor is key to providing
an objective opinion on the accuracy and fairness of financial
statements. Auditor independence and objectivity are safeguarded
through various control measures, such as limiting the type and
amount of non-audit services performed by the external auditor
androtating partners at least every five years.
The Group has an established policy regarding the provision of
non-audit services by our external auditor. All non-audit services
rendered by the external auditor are subject to review and approval
by the Committee. This policy ensures that the Group leverages the
accumulated knowledge and experience of its external auditor while
maintaining objectivity and independence.
In concluding the appropriateness of the use of the external auditor
for non-audit services the Committee assessed:
a) The independence and objectivity of the external auditor, based
on their safeguarding procedures;
b) The level, nature and extent of non-audit services provided by
theexternal auditor;
c) The suitability of the external audit firm for the non-audit
services; and
d) the fees charged for non-audit services, both individually and
inaggregate;
During the year, the value of audit services to the Group was £2.6m
(2023: £3.2m). The value of non-audit services for the year amounted
to £0.9m (2023: £0.8m), which related to the annual audit of the SFCR,
and, in the current year, assurance services regarding the issuance of
the £400m sustainability Tier 2 bond.
GROUP AUDIT COMMITTEE REPORT continued
The ratio of non-audit services to audit services fees was 1:2.9. These
services are closely related to the work performed by the external
auditor of the Group and the Committee determined that these
services do not impact the independence of the external auditor.
As part of assessing the objectivity and independence of the
external auditor, the Committee reviewed written confirmation
that PwC has verified their compliance with all UK regulatory
and professional requirements. Additionally, PwC has confirmed
that theirindependence is not compromised by the non-audit
engagements undertaken during the year, the level of non-audit
feescharged, or any other factors.
The non-audit services provided reflects the external auditor’s
comprehensive knowledge and understanding of the Group.
TheGroup has also appointed other accountancy firms to provide
specific non-audit services related to internal audit, controls,
governance, tax and regulatory advice.
An analysis of auditor remuneration is detailed in note 3 to the
consolidated financial statements. The Committee has approved
PwC’s remuneration and terms of engagement for 2024 and remains
satisfied with the audit quality, affirming that PwC continues to be
independent and objective.
RISK MANAGEMENT AND INTERNAL CONTROL
The Committee is responsible for reviewing the system of internal
financial controls and internal control and risk management systems
that identify, assess, manage and monitor risks. In executing this
responsibility, the Group employs a three lines of defence model.
The first line of defence consists of line management, who design
and operate the controls over the business operations. The second
line includes functions such as Risk Management and Group
Compliance. These functions, together with Actuarial Assurance
oversee the first line, ensuring that the systems of internal controls
are sufficient and appropriately implemented. They also measure
and report on risk to the GRCC, taking into account adequacy of
these controls. The third line comprises Group Internal Audit, which
provides independent assurance to the Board and its Committees
that both the first and second lines are operating effectively.
The Group’s internal control and risk management systems comprise
the following keyfeatures:
• clear and detailed matters reserved for the Board and terms
ofreference for each of its Committees;
• a clear organisational structure, with documented delegation
ofauthority from the Board to senior management;
• a Group Risk policy framework, which sets out risk management
andcontrol standards for the Group’s operations;
• defined procedures for the approval of major transactions and
capital allocation;
• a Group Internal Audit function that provides independent and
objective assurance on the effectiveness of the Group’s risk
management, governance and internal control processes; and
• clear accountability and reporting.
The Group has specific internal mechanisms that govern the financial
reporting process and the disclosure controls and procedures around
the approval of the Group’s financial statements. The results of
the financial disclosure process are reported to the Committee to
provide assurance that the Annual Report is fair, balanced, and
understandable, including the opportunity to challenge members
of management and the external auditor on the robustness of
thoseprocesses.
It is the view of the Committee that the Group’s system of
risk management and internal controls is appropriate to the
Group’sneeds.
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024102
INTERNAL AUDIT
Group Internal Audit is an internal function that provides
independent and objective assurance to the Committee that
the Group’s risk management, governance and internal control
processes are operating effectively. The purpose, scope and authority
of Internal Audit is defined in its Charter, which is reviewed and
approved each year by the Committee and published on the
Group’s website.
Internal Audit Plan
The Committee annually reviews and approves the Internal Audit
Plan, which employs a risk-based approach aligned with the Group’s
risk profile, control environment, and assurance arrangements.
The Plan incorporates input from senior management and takes
into account previous external and internal audit findings. The
Internal Audit Plan is kept under review and any proposed changes
are discussed with and, if thought appropriate, approved by the
Committee. The Committee was satisfied with the progress made
ofthe Internal Audit Plan in 2024/2025.
Quarterly reports from the Director of Group Internal Audit include
updates on audit activities, progress of the Internal Audit Plan,
the results of all audits, with a particular focus on those requiring
significant improvement, and plans to address the recommended
remediations. The Committee regularly monitors and reviews
the scope, extent and effectiveness of the activity of Group
InternalAudit.
The Committee regularly receives reports from Group Internal Audit
concerning the resource requirements of its function and monitors
steps and contingency plans to ensure it is adequately resourced and
equipped with the necessary skills and experience to perform its role
effectively. External providers may be engaged to support delivery
of the Internal Audit Plan where specific skills and expertise are
required. During the year, the Committee approved the appointment
of the Director of Group Internal Audit, who joined the Group in
September 2024, and oversaw the transition of responsibilities from
the interim Head of Internal Audit.
During the year, the Committee held private discussions with the
interim Head of Internal Audit and latterly the new Director of
Group Internal Audit. Additionally, the Committee Chair frequently
meets with the Director of Group Internal Audit outside the formal
Committee meetings. The Chair is responsible for setting and
appraising their objectives and performance, with input from the
Group Chief Executive Officer.
Activities carried out during the year
In 2024, the Committee:
• approved the appointment of the Director of Group Internal Audit;
• continued to oversee the Group Internal Audit function with
the Director of Group Internal Audit reporting directly to the
Committee Chair;
• approved and reviewed progress against the annual Internal
Audit Plan ensuring alignment to the key risks of the business;
• oversaw progress against the implementation of the new Internal
Audit Report rating approach;
• reviewed results from audits performed, including any audit
findings that required significant improvement and related
actionplans;
• monitored progress against open audit management actions;
• reviewed the conclusions from the Group Internal Audit’s Internal
Control Framework effectiveness review;
• reviewed and approved the Just Group Internal Audit
Independence and Objectivity Policy;
• reviewed and approved the Internal Audit Charter; and
• conducted an assessment of the Group Internal Audit function.
Internal Audit effectiveness
The Committee determined that the Group Internal Audit function
continues to be effective, delivering an appropriate level of assurance
through its programme of work.
The Group Internal Audit function continues to comply with the
International Professional Practices Framework (“IPPF”) that
provides authoritative guidance promulgated by the Institute of
Internal Auditors (“IIA”). The standards require that an External
Quality Assessment (“EQA”) of the Group Internal Audit function is
carried out every three to five years. The Committee oversaw the
appointment of an independent firm who performed an EQA in May
2023 which assessed the function against the IIA standards with an
overall rating of Partially Conforms. The Committee oversaw progress
made by the Group Internal Audit on addressing observations raised,
leading to completion of all major items during the year.
WHISTLEBLOWING
The Group has a whistleblowing framework that is designed to
enable colleagues to raise concerns confidentially about conduct
they consider contrary to the Group’s values such as unsafe or
unethical practices. Any concerns can be reported directly to the
Group Company Secretary or by contacting an external confidential
dedicated telephone hotline or via a secure web portal. The concern
can be given anonymously. The Committee receives regular updates
on any concerns identified and, where appropriate, what action has
been taken to address the issues raised.
The Chair of the Committee is the Group’s whistleblowing champion
and is responsible for ensuring and overseeing the integrity,
independence, autonomy and effectiveness of the Group’s policies
and procedures on whistleblowing including the Just Whistleblowing
Policy which is reviewed and approved annually.
On behalf of the Group Audit Committee
MARY PHIBBS
Chair, Group Audit Committee
6 March 2025
103
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
GROUP RISK AND COMPLIANCE
COMMITTEE REPORT
ROLE
The Group Risk and Compliance Committee (the “Committee”) is
responsible for assisting the Board in discharging its responsibility
to maintain effective systems of risk management, compliance
and internal control throughout the Group. The Committee plays
an important role in providing effective oversight and challenge
on the continued appropriateness and effectiveness of the risk
management and internal control framework and risk strategy,
andof the principal and emerging risks inherent in the business.
TheCommittee also oversees regulatory compliance matters.
The Committee is responsible for considering the above
matters from the perspectives of the Company and each of
the Group’s life companies, Just Retirement Limited (“JRL”) and
Partnership Life Assurance Company Limited (“PLACL”), as well
as from the perspective of any other Group entity as appropriate.
TheCommittee works closely with other committees, in particular
the Group, JRL and PLACL Audit Committees, and the JRL and
PLACL Investment Committees. The cross membership between
Board Committees promotes a good understanding of issues and
efficientcommunication.
The full responsibilities of the Committee are set out in the terms
of reference, which are reviewed annually and can be found at
www.justgroupplc.co.uk/about-us/governance.
cOmmittee membership
The Committee currently comprises three Non-Executive Directors.
Kalpana Shah was Chair of the Committee throughout 2024 and
until 1 March 2025 when she resigned as a Director of the Company.
I am fulfilling the role of Committee Chair on an interim basis while
the Nomination and Governance Committee leads the search for
a new independent Non-Executive Director with relevant skills and
capabilities to serve as Chair of this Committee. An update on this
appointment will be published on our website once the vacancy
hasbeen filled.
The Chair of the JRL and PLACL Boards, who is not a member of the
Committee, was invited to attend the meetings and contributed, at
the invitation of the Chair, to the challenge and debate. There were
standing invitations for the Group Chief Executive Officer, Group
Chief Financial Officer, Group Chief Risk Officer and Director of Group
Internal Audit to attend the meetings during the year. Other Group
executives and senior managers were invited to present on their
areas of responsibility as required.
The Group Risk and
Compliance Committee
continued to focus on the
key risks impacting
financial and operational
resilience during 2024 to
ensure the business is well
placed to achieve its
growth ambitions.”
JOHN HASTINGS-BASS
Interim Chair, Group Risk and Compliance Committee
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024104
Composition
MEMBERS
John Hastings-Bass Interim Chair
Jim Brown Independent Non-Executive Director
Mary Phibbs Senior Independent Director
Kalpana Shah resigned as a Director and Chair of the
Committee on 1 March 2025.
Committee meeting attendance can be found
on P83. Biographies of Committee members
can be found on P72-74.
REVIEW OF THE YEAR
Eight scheduled meetings were convened during 2024. Four of the
meetings focused on regular risk and compliance reports and two
meetings were to allow time to review a range of risk and compliance
matters and certain key risk documents. Two meetings were held
on a nested basis with the JRL and PLACL Investment Committees
(“Nested Meetings”). The purpose of convening Nested Meetings in
2024 was to review investment activities to ensure they were within
risk appetite, and to consider and challenge any proposed changes to
the investment risk frameworks.
The Committee Chair regularly engages with the Group Chief Risk
Officer to ensure that all significant areas of risk are considered, and
that risk management is embedded within the business.
The Committee follows an annual rolling forward agenda with
various standing items considered throughout the year as well as
matters requiring the Committee’s attention. A report from the
Group Chief Risk Officer is considered at each scheduled standalone
meeting, which provides his high level view of Just’s risk position and
calls out the most pertinent risk developments for the Committee’s
awareness. Risk reports, compliance oversight reports, and conduct
and customer risk dashboards are received on a quarterly basis or
more frequently if required. Various annual reports are considered by
the Committee including the internal model validation report, annual
money laundering reporting officer’s report and an annual report
from the Group Data Protection Officer. The Committee also approves
the compliance monitoring plan annually and any proposed changes
during the course of the year.
The Committee considers the quality of papers and effectiveness of
its discussions as a standing item at the end of each meeting, and
assesses its compliance with its terms of referenceannually.
The effectiveness of the Committee was reviewed as part of the
annual Board performance review and a separate review was
carried out, at the request of the former Committee Chair, to
consider opportunities to enhance the operation of the Committee
in future. Recommendations for enhancements were agreed by the
Committee and the Board following a discussion by the Nomination
and Governance Committee. After considering the findings from the
reviews, the Board concluded that the Committee continues to
be effective.
GENDER DIVERSITY
05 March 2025
Male 2
Female 1
31 December 2024
Male 2
Female 2
ETHNIC DIVERSITY
31 December 2024
Asian 1
Black 0
Mixed 0
White 3
Other 0
05 March 2025
Asian 0
Black 0
Mixed 0
White 3
Other 0
105
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
AREAS OF FOCUS
Areas of focus during the year included the following matters.
Matters considered How the Committee addressed the matter
RISK MANAGEMENT, CONTROLS AND CULTURE
RISK MANAGEMENT
AND CONTROLS
FRAMEWORK
The Committee reviewed and approved the risk management plan for the year and ensured that the risk framework
continued to be developed in line with the business needs. It also received an update on the implementation of a revised
Enterprise Risk Management Framework and enhancements to the Company Risk Policy Framework during the year.
The Committee noted findings from a review carried out by Group Internal Audit on the effectiveness of financial and
non-financial reporting controls, which had been considered by the Group Audit Committee. There was a discussion on
the advisory and oversight engagement by the Risk function and the Committee was supportive of the actions that the
Risk team have undertaken to ensure ongoing effective oversight of financial and non-financial reporting controls. During
the year, the Committee and the Group Audit Committee held a joint educational session on the requirements introduced
in the 2024 iteration of the UK Corporate Governance Code on the effectiveness of risk management and internal
controls, which apply from 1 January 2026. The Directors considered the strong foundations in place and the areas that
need to evolve to ensure compliance with the new requirements. This will continue to be a focus area for the Committee
in the year ahead.
RISK CULTURE During the year, the Committee received updates on risk culture including management information on the key risk
indicators and observations from the Risk function, which facilitated a constructive discussion on positive developments
and areas requiring more focus by the business. Metrics and key performance indicators have been further developed to
monitor the delivery of good customer outcomes under the Consumer Duty regulation.
The Committee received updates on risk events and breaches, and considered the controls assurance processes in
place to investigate risk events during the year. The Committee was satisfied that, overall, there is a healthy risk culture
of reporting risk events and breaches, and that processes are in place to address any weaknesses identified as part of
ongoing monitoring and oversight.
OWN RISK AND
SOLVENCY
ASSESSMENT
The Own Risk and Solvency Assessment (“ORSA") is the on-going process of identifying, measuring, managing,
monitoring and reporting the risks to which the Group is exposed and to assess the capital adequacy of the Group and
its life companies. The Committee considered, and recommended to the Group Board for approval, the annual ORSA
report during the year, which provided a risk review of the Group together with a forward-looking assessment of the
main risks it faces. The Committee considered the Group’s readiness to operate effectively in an uncertain environment,
the sustainability of the Group’s business model and Just’s ability to recover from various stress events. It considered
and agreed recommendations from the Risk function to enhance the ability of the Group to address and withstand the
forward-looking risks identified. These are being monitored by the Committee to ensure effective action implementation.
The Committee also received regular updates on the Group’s evolving risk profile for review and discussion throughout
the year. This included a review of model risk management. Additionally, various risk appetite tolerances and key risk
indicators were revisited to ensure that the measurement and oversight of risk was appropriate and reflected the growth
ambitions of Just. Further details of the Group’s principal risks can be found on pages 66 to 69.
FINANCIAL
RESILIENCE
As part of the oversight of Just’s financial risk management framework, the Committee engaged on stress testing
scenarios and the outcomes of tests undertaken during the year. The Committee provided input into the suitability and
severity of a multi-metric scenario narrative and the choice of risk drivers and management actions. The outcome of the
multi-metric test was subsequently considered by the Committee. There was also a review of the Group’s Recovery Plan
and potential risks. During this review, the Committee considered whether the Group had credible and realistic options to
effect recovery in the event of a range of possible shocks, both short term and medium term, and the impact on capital
and liquidity needs of the business. After consideration, the Committee recommended, and the Board subsequently
approved, the Recovery Plan. The effectiveness of Just’s stress and scenario testing framework and how its scenario
analysis feeds into the overarching financial risk appetite will continue to be a key focus for the Committee in 2025.
RISK APPETITES The Committee considered the continued appropriateness of the Solvency II capital, IFRS earnings, liquidity, operational
and conduct risk appetites and limits as part of the business plan and strategy risk review. The Committee concluded
that no material changes were required. The Committee also reviewed the reinsurance risk appetite and thresholds
set for funded reinsurance. After taking into consideration Just’s reinsurance strategy and financial position, as well as
regulatory expectations, the Committee recommended changes which were approved by the Board.
During the year, the Committee considered changes to Just’s risk exposure as a result of its new business profile and
investment strategy. The Committee recommended that the Board adjust its risk taxonomy and associated risk appetites
to continue to manage the risks effectively. The proposal was subsequently approved by the Board.
INVESTMENT RISK
OVERSIGHT
The Nested Meetings considered proposed changes to the investment risk framework and investment limits during
the year. One focus area was the development of enhanced credit risk metrics to support portfolio management and
facilitate effective oversight of the Group’s credit risk exposure. Enhanced credit risk metrics are now included in the
Quarterly Risk Reports for review by the Committee. These metrics will continue to be developed with input from the
Committee to ensure credit risk remains effectively managed. There were discussions on the resources, skills and
capability requirements of the Investment, Risk and supporting functions to support Just’s growth ambitions. This led to
further engagement at Board meetings on the strategic workforce plans to ensure the needs of the business are met as
it grows. There was also a discussion on regulatory changes to the matching adjustment requirements during the year.
During a Nested Meeting, the Committee considered and recommended the adoption of a new Matching Adjustment
Attestation Policy, which was subsequently approved by the JRL and PLACL Boards.
GROUP RISK AND COMPLIANCE COMMITTEE REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024106
Matters considered How the Committee addressed the matter
OPERATIONAL RESILIENCE
OPERATIONAL
RESILIENCE
FRAMEWORK
The Committee considered a self-assessment, which described Just’s operational resilience at a specific date and
included an overview of lessons learnt from testing that had been conducted, and future remediation and test plans
scheduled to ensure ongoing operational resilience. Following the review, the Committee concluded that the impact
tolerances remained reasonable for the Group to operate safely and soundly to protect our customers in the event
of a material disruption to business operations. Throughout the year, the Committee considered and challenged the
Group’s operational resilience during discussions on the operational risk profile of the business, and received updates
on technology modernisation programmes to support the business as it grows. This will remain an area of focus in 2025
andbeyond.
IT RISK AND
CYBER SECURITY
STRATEGY
During the year, the Committee considered and approved the updated cyber security strategy, which set out objectives
to further enhance the Group’s approach to managing cyber security risks. The Committee kept abreast of the steps
being taken to attain an industry recognised accreditation for information security and audit, and received updates on
other cyber security initiatives. Following the appointment of our new Group Chief Digital Information Officer in 2024, the
Committee received an insight on his initial observations on technology and data capabilities at Just, the strategic risks
that impact the Group and the actions that are being taken to mitigate the risks. The Committee also engaged on data
risks, with particular focus on the risks associated with the use of third party administrators. Following consideration of
the options available to enhance the assurance process, the Committee approved changes to the risk assessment process
to independently verify suppliers’ security and technology measures to mitigate risks.
THIRD PARTY RISK
MANAGEMENT
Following a request from the Committee, a detailed overview of third party risk management at Just was provided in
2024. The Committee received an update on the steps being taken to evolve processes and controls, and plans to enhance
policies and practices to meet the needs of the business as it grows. The Committee engaged on the management of
risks related to chain outsourcing, and there was a discussion on next steps to enhance performance monitoring and
the management of cyber risk. A focus area for 2025 will be to oversee enhancements to third party risk management
processes.
SUSTAINABILITY
CLIMATE CHANGE During 2024, the Nested Meetings of the Committee received updates on the Responsible Investment Framework and
the transition management plan to meet the climate-related commitments set by the Board, including a specific target
for scope 3 emissions to reduce by 50% by 2030 and to achieve net zero by 2050. The Committee noted the progress on
climate risk actions that had been made during the year and discussed future actions and concerns in relation to their
delivery. This will remain an important focus area for the Committee in 2025 and beyond.
SUSTAINABILITY
RISK
The Committee receives regular updates on the management of sustainability risk within Just. During the year, the
Committee noted progress to embed sustainability across Just’s Enterprise Risk Management Framework, which included
the creation of a new Group sustainability risk dashboard to monitor progress against sustainability metrics and assess
the operation of key controls. The Committee considered the new challenges and risks relevant to the business, and will
continue to monitor activities to manage risks as the sustainability environment continues to evolve.
COMPLIANCE, CONDUCT AND REGULATORY RISK
COMPLIANCE
OVERSIGHT
In 2024, the Committee received regular updates on the Group’s oversight of prudential and conduct risks, financial crime
issues, and regulatory developments. It approved the annual compliance monitoring programme, including various
changes requested throughout the year, and provided oversight of the findings from the reviews completed during the
year. The Committee considered findings from various regulatory thematic reviews and noted the actions being taken to
ensure the Group continues to meet regulatory expectations. During 2024, there continued to be a high level of regulatory
activity as covered in more detail in principal risks and uncertainties on page 67.
CONDUCT AND
CUSTOMER RISK
The Committee regularly reviews and challenges management’s view of conduct and customer risks across the Group.
During the year, the Committee engaged on customer service levels, and received regular updates on actions being taken
to enhance the Group’s customer complaints handling process. Just’s Consumer Duty Champion, Michelle Cracknell,
presented an overview of the steps being taken to embed Consumer Duty and she provided her view on the areas requiring
further work to ensure the ongoing effective delivery of good customer outcomes. The Committee noted plans to evolve
customer metrics and further enhance reporting in 2025 as Just continues its journey to embed Consumer Duty across
the business.
On behalf of the Group Risk and Compliance Committee
John hastings-bass
Interim Chair, Group Risk and Compliance Committee
6 March 2025
107
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
DIRECTORS’ REMUNERATION REPORT
ROLE
The Remuneration Committee (the “Committee”) determines
the remuneration policy for the Chair, Executive Directors, Senior
Management and Solvency II identified staff, alongside the
Company’s overall remuneration policy. The terms of reference of
the Committee are available at www.justgroupplc.co.uk/investors/
shareholder-information/board-and-committee-governance.
The key activities of the Committee during the year included:
• review and approval of the Directors’ Remuneration report;
• approval of the grant of the 2024 awards and performance
conditions, and approval of the vesting of the 2021 award under
the Long Term Incentive Plan (“LTIP”);
• approval of the grant of share options under the all-employee
Sharesave scheme (“SAYE”);
• assessment of the performance of the Executive Directors against
the corporate financial, non-financial and personal performance
outturns, in relation to their annual bonus, in the context of wider
Company performance and approving thepayments;
• approval of the list of colleagues with responsibilities categorised
under Solvency II and the treatment of their variable pay;
• review and approval of bonus plans across the Group, where they
are not aligned to the Group Short Term Incentive Plan (“STIP”) or
the LTIP;
• review and approval of the all-employee remuneration policy
for2024;
• review of the Company’s gender and ethnicity pay gap data;
• monitoring the developments in the corporate governance
environment and investor expectations; and
• considering the application of the policy for 2025.
STATEMENT FROM THE CHAIR OF THE
REMUNERATIONCOMMITTEE
Dear Shareholder
I am pleased to present the Directors’ Remuneration Report for the
year ended 31 December 2024.
The Company’s directors’ Remuneration Policy was renewed at
the 2023 AGM with a vote of over 95% in favour, and the Directors’
Remuneration Report was well supported at the 2024 AGM with
a vote of over 97% in favour. The Committee has reflected on the
ongoing operation of the Policy and believes it continues to serve
Just Group well and remains aligned to our strategy and culture,
whilst acting appropriately in the context of the requirements of
paragraph 40 of the UK Corporate Governance Code in terms of
clarity, simplicity, risk, predictability, proportionality and alignment
to culture. The Policy will be reviewed again over the next year and a
new Policy put to a shareholder vote at the 2026 AGM, in line with the
normal three-year cycle.
I am pleased to present
the Remuneration
Committee Report for
theyear ended
31 December 2024.”
MICHELLE CRACKNELL
Chair, Remuneration Committee
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024108
Composition
MEMBERS
Michelle Cracknell Chair
Jim Brown Independent
Non-Executive Director
John Hastings-Bass Chair of the Board
Mary Phibbs Senior Independent Director
There has been no change in membership during the
year.
Committee meeting attendance can be found
on P83. Biographies of Committee members
can be found on P72-74.
As set out earlier in the Annual Report, in 2024 the Group has
delivered sustainable growth, helped more of our customers, and
significantly increased value for our shareholders. 2024 has been
a year of record growth, continued efficient delivery and strong
strategic execution for the Group, which has resulted in a strong
balance sheet and the Group exceeding the profit growth pledge
made by more than doubling underlying operating profit two years
earlier than planned. We have delivered underlying operating
profit growth of 34%, with Defined Benefit Sales up 57% and Retail
Business Sales up 16%.
During 2024 we completed 129 DB transactions, which was a record
year for any company in the history of the DB market, including the
completion of a £1.8bn deal which was a new record for the Group;
whilst our retail business continues to deliver strong growth through
the attractiveness of the guaranteed income proposition to our
customers. Our business success has remained underpinned by our
purpose of helping people achieve a better later life. We have also
continued to deliver on our commitments to our planet and our
people, with a reduction of 8% in emissions from our investment
portfolio and an increase to our colleague engagement scores of 8.3.
This strong performance has been reflected with the returns to
shareholders, with a total shareholder return over 2024 being 87.6%
and a total shareholder return over the last three years being 79.3%,
significantly above the FTSE 250 index total shareholder return over
the same periods.
Alongside the good progress being made on the financial business
priorities, the Group has continued to build strong engagement
levels as reported in the colleagues and culture section page 57, and
positive progress on building a diverse and inclusive workforce. In
addition, we have received well-deserved external recognition for
products and service to customers (see page 3 for details).
2024 REMUNERATION OUTCOMES
SHORT TERM INCENTIVE PLAN
The Board approved a challenging business plan for 2024, against
which David Richardson and his team have delivered a strong
set of results. Following very strong performance against the
STIP measures of IFRS New Business Profit, Underlying Operating
Profit and New Business Strain, and good progress on a number of
customer and people initiatives such as successfully embedding
Consumer Duty, improving gender diversity at senior grades, and
employee satisfaction scores which were above expectations set
at the start of the year, the overall Group bonus outturn is 100% of
maximum. This creates the overall pool from which payments are
made with individual allocations based on personal performance.
For performance in 2024 the Committee approved awards for David
Richardson at 90% and Mark Godson at 90% of maximum. These
payments reflect their strong personal performance, the delivery of
robust financial results, and the significant shareholder returns over
the period. The Committee considered the outturn in the context of
wider Group performance detailed above, the shareholder experience
and the wider stakeholder experience and determined that no
discretion would be applied.
In line with the policy, 60% of the Executive Directors’ STIP will be
paid in cash and 40% will be deferred into Just Group shares for three
years under the Deferred Share Bonus Plan (“DSBP”).
GENDER DIVERSITY
05 March 2025
Male 2
Female 2
31 December 2024
Male 2
Female 2
ETHNIC DIVERSITY
31 December 2024
Asian 0
Black 0
Mixed 0
White 4
Other 0
05 March 2025
Asian 0
Black 0
Mixed 0
White 4
Other 0
109
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
Long Term Incentive Plan
The LTIP awards made in 2022 are due to vest in March 2025 based
on performance to 31 December 2024. The 2022 LTIP award had a
25% weighting on Underlying Organic Capital Generation (‘UOCG’);
30% on Relative TSR; 35% Return on Equity (‘ROE’) and 10% on ESG
fund value relating to ESG classified investments.
As disclosed in the 2023 Directors’ Remuneration Report, UOCG
targets for the 2022 LTIP have been increased to reflect the adoption
of IFRS17 and strategic costs. In addition, given the success in
delivering capital self-sufficiency ahead of schedule the Group has
been able to write new business at a higher level than envisaged
when first approving the targets. This has negatively impacted
the UOCG outturn. As disclosed last year, the Committee has
therefore exercised discretion to remove the impact of writing this
additional business on this measure to ensure that management are
appropriately incentivised to drive, and are rewarded, for the delivery
of performance which is positive for overall Group performance and
the creation of shareholder value. A consistent approach will also
betaken for the 2023-25 LTIP outturn.
Following this, the Underlying Organic Capital Generation
performance condition was achieved at 100% of maximum; the TSR
performance condition was achieved at maximum, with our TSR
being c.80% over the three year performance period versus an upper
quartile TSR of c.21% in the comparator group; and the ROE and ESG
Fund Value conditions were achieved at maximum. Therefore 100%
of the 2022 LTIP award will vest in March 2025.
The Committee felt that outturns under the 2022 LTIP awards were
appropriate and did not exercise any further discretion. Further detail
on the LTIP outcome is provided later on in this report.
IMPLEMENTATION OF THE REMUNERATION POLICY
FOR 2025
Salary, pension, benefits and incentive award levels
The Committee agreed that David Richardson would receive a salary
increase with effect from 1 April 2025 of 3%. The CEO’s increase is in
line with the increases awarded to most colleagues, with the salary
increase budget available for the general employee population
eligible to be considered for an increase sitting at 4%. The Committee
reviewed David’s LTIP award level taking into account of the business
context outlined above and earlier in this Annual Report, alongside
the performance of the Company and David since his appointment
in 2019. David has demonstrated exceptional leadership in helping
transform the Company into a customer-focussed leader in the
retirement space, growing sustainably and profitably to create
significant value for shareholders. Since David’s appointment, there
has been a total shareholder return of over 210%, representing
significant returns for shareholders. In order to recognise this
performance and to reflect the increased size and complexity of the
Company, the Committee has determined to increase David’s 2025
LTIP award level to 250% of salary, using the existing headroom in
the Remuneration Policy approved by shareholders at the 2023 AGM.
As well as to recognise performance, the Committee considers this
necessary to motivate and retain David in what is a hot talent market
in this sector. An increase to the LTIP ensures that remuneration is
only delivered if stretching, long-term performance targets are met,
and creates further shareholder alignment as awards are delivered in
shares. There is no change to David’s STIP opportunity.
Mark Godson joined the Group as CFO in November 2023 and was
appointed on a salary of £400,000 and received a maximum bonus
and LTIP opportunity of 150% of salary. This package was set below
his predecessor’s, who was paid a salary of £442,000 and received
a maximum bonus opportunity of 150% of salary alongside a LTIP
opportunity of 175% of salary. As set out in the 2023 Directors’
Remuneration Report, the Committee highlighted that it would
increase his salary and LTIP opportunity as he develops and
becomes more experienced in the role.
Since appointment, whilst continuing to develop in the role, Mark
has performed strongly from an individual perspective and the
Group has also performed strongly over the same period. In light
of this, the Committee has decided to award a salary increase of
10%. His LTIP opportunity has been increased to align with that of
his predecessor at 175%, ensuring pay outcomes remain linked to
stretching and ambitious performance targets and the delivery of
long-term shareholder value. Following these changes the total
package remains conservatively positioned against the market and
is below where Mark’s predecessor would have been if he was still in
post. The Committee will consider a similar level of increase to salary
next year to bridge this gap, taking into account of Mark’s continued
development and performance in the role. There will be no change to
Mark’s STIP opportunity for 2025.
There is no change to benefits or pension.
STIP measures
The STIP will continue to be subject to stretching corporate financial
and strategic measures, alongside personal objectives. The core
bonus opportunity is determined through a balance of financial and
strategic performance measures and is then distributed to Executive
Directors against achievement of their personal objectives. There
will be no change to the Group Pool structure and choice of financial
measures for 2025. The Pool will continue to be weighted 40% on
IFRS New Business Profit, 30% on Underlying Operating Profit and
30% on New Business Strain. The Pool will also continue to be subject
to a +/- 15% strategic modifier based on Customer and People
performance and for 2025 the modifier will also include an operating
efficiency and risk measure.
LTIP me asures
For the LTIP awards to be made in 2025, the measures are broadly
unchanged and have been selected to align to Just’s long term
strategy. These are Cash Generation (15%); Relative TSR (25%); Return
on Equity (‘ROE’) (45%) and ESG (15%). For 2025, the ESG measure
will be based on investments into sustainable assets which is a key
action that we can take as a business for the environment.
Chair’s concluding comments
I hope you will agree that we have struck an appropriate balance
between retaining and motivating both the Executive Directors and,
indeed, the wider workforce and aligning their interests with those of
our shareholders and other stakeholders.
I continue to make myself available to discuss these arrangements
with key stakeholders and welcome feedback.
I hope that you will support the resolution at the AGM on the
Directors’ Remuneration Report.
MICHELLE CRACKNELL
Chair, Remuneration Committee
6 March 2025
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024110
VARIABLE Remuneration outcomes in 2024
Implementation of Remuneration Policy in 2025
Annual Bonus
Single Figures
Base Salary
2025 Annual Bonus
Pension and benefits
Key structural features
Key structural features
2025 – 2027 LTIP
2022 – 2024 LTIP
Financial Measures
Measure
Weighting
%
Outcome
(% of max)
IFRS New Business Profit 40
Underlying Operating Profit 30
New Business Strain 30
Group Pool Outcome (% of maximum)
Strategic modifier: 10%
Final Pool Outcome (% of maximum)
*
* Final Outcome is capped at 100% of maximum
Performance
Measure
Weighting
%
Outcome
(% of max)
Average Return
on Equity (RoE) 35
Underlying OCG 25
Relative TSR 30
ESG assets 10
Total
100%
Element of Pay
David
Richardson
Mark
Godson
Base Salary £684k £400k
Pension £68k £40k
Taxable Benefits £29k £25k
Annual bonus £945k £540k
LTIP £2,116k £0k
Total £3,842k £1,005k
100%
100%
100%
80%
94%
100%
100%
100%
100%
David Richardson
Mark Godson
£0k £500k £1,000k £1,500k £2,000k £2,500k £3,000k £3,500k £4,000k
£0k £500k £1,000k £1,500k £2,000k £2,500k £3,000k £3,500k £4,000k
ANNUAL REPORT ON REMUNERATION
Total bonus payout (% of maximum)
David Richardson: 90% Mark Godson: 90%
David Richardson: £721,000
(increase of 3%)
Mark Godson: £440,000
(increase of 10%)
• Pension aligned to wider
workforce rate at 10% ofsalary
• No change to taxable benefits
• Shares vesting under the LTIP will be subject to a
two year holding period
• Committee retains discretion to adjust LTIP
outcomes to reflect underlying performance
ofbusiness
• Malus and clawback provisions apply
Total LTIP achievement (% of maximum)
David Richardson 100%
Performance Measure
Weighting
%
Cash Generation 15%
Relative TSR v FTSE 250 (excluding
investment trusts)
25%
Return on Equity 45%
ESG – Investments 15%
Performance Measure
Weighting
%
New Business Profit 40%
Underlying Operating Profit 30%
New Business Strain 30%
Strategic Modifier +-15%
Total LTIP opportunity (% of salary)
David Richardson 250% Mark Godson: 175%
• 40% of any bonus earned will
be deferred into shares for three
years
• Committee retains discretion
to adjust bonus outcomes to
reflect underlying performance
ofbusiness
• Malus and clawback provisions
apply
111
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
This report describes the remuneration for our Executive Directors and Non-Executive Directors and sets out how the remuneration policy
hasbeen used and, accordingly, the amounts paid relating to the year ended 31 December 2024. In addition, this report states how the policy
will be implemented in 2025.
The report has been prepared in accordance with the provisions of the Companies Act 2006, the FCA’s Listing Rules and The Large and
Medium-Sized Companies and Groups (Accounts and Reports) Regulations 2008, as amended. The report has also been prepared in line
withthe recommendations of the UK Corporate Governance Code.
Various disclosures of the detailed information about the Directors’ remuneration set out below have been audited by the Group’s
independent auditor, PricewaterhouseCoopers LLP.
Total single figure of remuneration (audited)
£000
Salary/fees Taxable Benefit STIP LTIP
2,3
Pension Total
Total fixed
remuneration
Total variable
remuneration
2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
David Richardson 684 630 29 28 945 859 2,116 1,026 68 63 3,842 2,606 781 721 3,061 1,885
Mark Godson
1
400 63 25 4 540 – – – 40 6 1,005 73 465 73 540 –
Jim Brown
1
64 10 4 – – – – – – – 68 10 68 10 – –
Michelle Cracknell 84 74 1 1 – – – – – – 85 75 85 75 – –
John Hastings-Bass 223 200 – – – – – – – – 223 200 223 200 – –
Mary Kerrigan 79 75 1 1 – – – – – – 80 76 80 76 – –
Mary Phibbs
1
94 75 – 1 – – – – – – 94 76 94 76 – –
Kalpana Shah 84 80 – – – – – – – – 84 80 84 80 – –
1 Amounts reported in the single figure table reflect the period during which Directors provided services to the Company as a Director. Mark Godson’s 2023 remuneration is from when
he joined the Group as CFO Designate on 6 November 2023. Mary Phibbs and Jim Brown’s 2023 remuneration reflect their appointment dates of 5 January 2023 and 1 November 2023
respectively. Director’s who left during 2023 and had no remuneration during 2024 are not reflected in this table.
2 Remuneration in respect of LTIP is reported on vesting. The 2024 amounts in the table represent the outcome of the 2022-2024 LTIP scheme. This scheme interest was earned but did
not vest during 2024. Scheme vesting is set out on page 114. For the purposes of valuation, the amounts have been estimated based on a share price of £1.4576 (the average share price
from 1 October to 31 December 2024) plus any dividend equivalents on that scheme. This estimate will be updated to reflect the actual valuation in next year’s report. The share price
used for this estimate represents an increase of £0.5824 (67)% when measured against the share price at the time of grant of £0.8752.
3 The 2023 amounts in the table represent the 2021-2023 LTIP scheme and the value has been updated since the estimate reported in the 2023 ARA to reflect the actual share price of
£1.058 at the time of vesting of that scheme, representing a difference of £0.2659 from the price used to estimate in the 2023 DRR of £0.7921.
2024 FIXED PAY
Base salaries (unaudited)
David Richardson received a salary increase in April 2024 of 10% to £700,000, detail of which was provided in the 2023 Directors’
Remuneration Report. Mark Godson’s salary for 2024 was set on his appointment at £400,000.
BENEFITS AND PENSION (AUDITED)
Benefits include an executive allowance from which the executives can purchase their own benefits, for example private medical cover.
TheCompany also provides permanent health insurance, life assurance and biennial health screening benefits.
The Executive Directors each received a cash payment in lieu of the Company pension of 10% of salary, in line with the contribution rate
offered to the majority of the wider workforce.
Non-Executive Directors’ fees
The fees for the Non-Executive Directors in 2024 are as detailed in the table below.
£000 As at 31 December 2024 As at 31 December 2023
Board Chair
1
230 200
Basic fee 65 60
Additional fee for Senior Independent Director 10 10
Additional fee for Committee Chair, Risk and Audit Committees 20 20
Additional fee for Committee Chair, all other Committees 15 15
1 The Board Chair receives a single, all-inclusive fee for the role.
No increase to base fees are planned for 2025.
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024112
2024 EXECUTIVE DIRECTORS’ SHORT TERM INCENTIVE PLAN (AUDITED)
The 2024 STIP outturn was calculated on corporate financial performance measures, split across three measures, and moderated by non-
financial performance measures. The bonus is distributed on personal performance based on objectives agreed with the Remuneration
Committee each year. The personal performance of David and Mark against strategic objectives is outlined on page 114. Based on the
personal performance achievements the Committee distributed a bonus of 90% of maximum to both David and Mark.
In line with our policy, 40% of the 2024 STIP award will be deferred into nil cost options (DSBP), subject to continued employment/good leaver
status and clawback/malus provisions.
STIP (balanced scorecard)
Cash STIP
(£000)
Deferred STIP
(£000)
Estimated
number of
shares deferred
under DSBP
1
David Richardson 90% of maximum 567 378 259,330
Mark Godson 90% of maximum 324 216 148,189
1 The estimated number of shares deferred under the DSBP were determined using the average closing share price between 1 October 2024 and 31 December 2024, being £1.4576.
Theactual number of shares will be confirmed in the RNS at the time of grant and updated in next year’s Directors’ Remuneration report.
2 Maximum opportunity is 150% of salary.
The performance outcome against the targets set for the 2024 STIP was as follows:
STIP (balanced scorecard)
Weighting
Threshold
(25%)
On-target
(50%)
Maximum
(100%) Actual % achieved
New business profit 40% £355m £387m £455m £460m 40%
Underlying operating profit 30% £377m £429m £498m £504m 30%
New business strain 30% 2.5% 1.75% 1.0% 1.3% 24%
Total 94%
The financial component of the pool is subject to adjustment of up to +/- 15% of potential based on various pre-set non-financial
performancemeasures.
Under the strategic modifier the bonus outturn based on financial performance can be increased or decreased by up to 15%. For 2024, the
strategic modifier was equally weighted between customer and people metrics. The customer portion of the modifier focused on the progress
the Group has made in successfully embedding Consumer Duty. The Committee was satisfied with the progress on this portion of the modifier
and determined that it was between target and maximum.
The people portion of the modifier consisted of a scorecard encompassing the percentage of females in the Group’s senior leadership team;
belonging index scores measured through Peakon and scores on proud to work at Just metrics. For 2024, we made strong progress on our
diversity metric, with 40% of the senior leadership team identifying as female being above the stretch target; and saw positive scores on our
belonging index at 8.3 (against a stretch target of 8.3), alongside a score of 86% on our Proud to work at Just metric in line with the stretch
target we set ourselves.
Taking all of the above into account, this has resulted in a 10% increase in the bonus pool (out of a maximum of 15%), resulting in a final
corporate bonus outcome of 100% of maximum. The Committee is comfortable this outcome is reflective of exceptional progress in the year
and the continued delivery of value for our shareholders.
David and Mark were assessed to have outperformed against their personal objectives, having each successfully performed against an
extensive range of stretching objectives set at the beginning of the year, further detail of which is provided below. As set out earlier, their final
bonus outturns are 90% of maximum.
RISK CONSIDERATION
The Committee reviewed a comprehensive report from the Group Chief Risk Officer to ascertain that the Executive Directors’ objectives
hadbeen fulfilled within the risk appetite of the Group. Remuneration policy is designed to encourage a positive approach to risk
management. Inaddition, the Committee received feedback from the Group Chief Risk Officer that there were no material issues to
consider around regulatory breaches, customer outcomes or litigation that would prevent payment of any STIP award or trigger any malus
provisions. Takinginto account the risk assessment and the wider context in the year, including the experience of customers, employees
andshareholders, the Committee was satisfied that the STIP awards should be paid.
113
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
PERSONAL PERFORMANCE
Strategic personal objective outturn 90% Key achievements
DAVID RICHARDSON
Business Performance and Business
Model development
Developed investment, reinsurance and operational capabilities supporting the Group in writing £6.4bn
ofnew business sales at low capital strain in 2024.
Operational Performance and
Modernisation
Drove, with the Chief Digital Information Officer, the development of a three-year roadmap for
modernising the Group’s technology estate to improve operational resilience.
Talent, Engagement and Belonging
Fostered a culture of a high performing leadership team, evidenced by the improving and strong colleague
engagement scores, enabling Just to retain and attract talent at all levels.
Regulatory Developments
Embedded consumer duty in the organisation and continued to ensure the risk, compliance and controls
capabilities and culture meet the developing needs of the business. Good progress has been made on the
key regulatory priorities.
Strategic personal objective outturn 90% Key achievements
Mark Godson
Deliver the Business Plan
Delivered 30% growth in new business profit at low capital strain levels of 1.3%. Issued a £400m tier 2
sustainability bond. Reduction risk profile, supported by continued investment in held to maturity gilts.
People Leadership
Established a culture of high performing teams across finance. Provided opportunities for team members
to progress and broaden their experience, supported by the creation of talent boards.
Develop the Market to Improve
Shareholder Value
Achieved substantial growth in share price over 2024, outperforming against the FTSE 250. Engaged with
existing and potential investors both in the UK and USA.
Regulatory Engagement
Oversaw the implementation of UK Solvency and the internal model for PLACL ensuring working closely
with the regulators.
Finance Transformation
Continued focus on finance transformation activities, including processes, systems and controls
supporting financial reporting. Developed a technology roadmap for the next two years.
VESTING OF LTIP AWARDS WITH A PERFORMANCE PERIOD ENDING IN 2024 (AUDITED)
2022 awards
The 2022 LTIP award performance period ended on 31 December 2024. The award is forecast to vest at 100% on 24 March 2025 based
on underlying organic capital generation, relative TSR performance, return on equity and amounts invested in ESG sustainable assets.
Performance is measured against targets over the three-year period ending 31 December 2024.
Date of grant Type of award
Number of
shares awarded % vesting
Dividend
equivalent due
No of shares
due to vest
1
Value of shares
due to vest
1
David Richardson 24 March 2022 Nil-cost options 1,391,681 100% £87,815 1,391,681 £2,028,514
1 The value shown is based on the three-month average share price to the year end, being £1.4576. This value will be trued up to reflect the actual share price at vesting in next year’s
single total figure table.
Summary of performance
Condition Weighting
Target
Actual performance
Vesting outcome (% of
maximum)
Threshold (25%) Maximum (100%)
Underlying organic capital
generation (“UOCG") 25% £110m £150m £155m 100%
Relative TSR vs. FTSE 250
(excluding investment trusts) 30% Median Above Upper Quartile 79.3% 100%
Return on Equity 35% 8% p.a. average 12% p.a. average 13% p.a. average 100%
ESG – investment into
sustainable assets 10% £300m £750m £919m 100%
Total Vesting Outcome 100%
As set out in the Remuneration Committee Chair’s letter, the UOCG targets have been increased to reflect IFRS17 and strategic costs, and
the outcome has removed the impact of writing higher levels of additional business than envisaged when first approving the targets.
Further detail is set out earlier in the report.
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024114
2024 LTIP AWARDS GRANTED (AUDITED)
The following awards were made to the Executive Directors in 2024:
Date of grant Type of award
Face value at time of
grant
1
Number of shares
End of performance
period
David Richardson 28 March 2024 Nil-cost options £1,400,000
(200% of salary)
1,327,014 31 December 2026
Mark Godson 28 March 2024 Nil-cost options £600,000
(150% of salary)
568,720 31 December 2026
1 The actual share price calculated as the average price over the five days preceding the grant was £1.055.
Performance conditions and targets applying to the 2024 LTIP awards
Condition Weighting
Target
Threshold Maximum
Cash generation (alignment with strategic objectives) 15% £291m £341m
Relative TSR vs. FTSE 250 (excluding investment trusts) 25% Median Upper Quartile
Return on Equity 45% 10% p.a. average 15% p.a. average
ESG – investment emissions 15%
Reduction by 2026 of
38%
Reduction by 2026 of
50%
Each performance condition will have nil vesting for performance below threshold; and will vest between 25% and 100% on a straight-line
basis for performance between threshold and maximum.
As disclosed in the 2023 Directors’ Remuneration Report, 7.5% of the 2023 LTIP award is subject to an ESG measure of being net zero by 2025
with offset including Scope 1, 2 and business travel. As a growing business, we are seeing a naturally associated increase in requirements
for business travel. We have to balance the growth requirements of the business with the fact that our business travel emissions are small in
comparison to our broader Scope 3 emissions. As such we have decided to remove business travel from our Group 2025 net zero target and
the Committee has therefore determined to remove business travel from the 2023 LTIP ESG measure. This also aligns with the change to this
measure in the Sustainability: TCFD report on page 41. There is no change to the targets themselves which remain appropriately stretching.
DIRECTORS’ BENEFICIAL SHAREHOLDINGS (AUDITED)
To align the interests of the Executive Directors with shareholders, each Executive Director must build up and maintain a shareholding in the
Group equivalent to 200% of base salary, in line with the Policy. Until the guideline is met, Executive Directors are required to retain 50% of any
LTIP and DSBP share awards that vest (and are exercised), net of tax and national insurance contributions (“NICs”).
Details of the Directors’ interests in shares of the Company are shown in the table below. Beneficially owned shares include shares owned
outright by the Directors and their connected persons. For the purpose of calculating whether the shareholding guideline has been met,
awards vested but not exercised and awards unvested under the DSBP (detailed in the Directors’ outstanding incentive scheme interests
section following), net of tax and NIC, are included.
Director
Beneficially
owned shares
at 31 December
2024
Interest in
share awards
– subject to
performance
conditions
Interest in
share awards –
not subject to
performance
conditions
Interest in
share awards
– vested but
unexercised
Shareholding
guideline
(% of salary)
Shareholding
guideline met
1
(% of salary)
David Richardson
2
3,175,633 4,261,725 975,062 – 200% 769%
Mark Godson 35,733 568,720 37,176
4
– 200% 13%
Jim Brown 200,000 – – – n/a n/a
Michelle Cracknell 59,000 – – – n/a n/a
John Hastings-Bass 210,200 – – – n/a n/a
Mary Kerrigan 61,715 – – – n/a n/a
Mary Phibbs – – – – n/a n/a
Kalpana Shah
3
– – – – n/a n/a
1 Based on the average closing price of £1.4576 between 1 October 2024 and 31 December 2024.
2 Included in David Richardson’s 3,175,633 beneficially owned shares at 31 December 2024 are 334,172 shares, which were financed by way of a company loan, of which £455k was
outstanding as at 31 December 2024. This loan accrues interest at 4% p.a. and will be repaid out of any sale proceeds on such shares. To the extent a shortfall remains, the Company
will write off the balance and settle any taxes due on a grossed-up basis.
3 Kalpana Shah resigned from the Board on 1 March 2025 and her holdings reported in the table above are as at that date.
4 Mark Godson has not yet met the shareholding guideline of 200% with a current holding of 13%. In line with the Remuneration Policy, until this is met, he must retain 50% of any LTIP or
DBSP awards, net of tax, and NICs.
There have been no changes in the Directors’ interests in shares in the Company between the end of the 2024 financial year and the date of
this Annual Report.
115
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
DIRECTORS’ OUTSTANDING INCENTIVE SCHEME INTERESTS (AUDITED)
The below tables summarise the outstanding awards made to David Richardson and Mark Godson. All awards under the LTIP schemes
are granted under options with performance conditions. Awards granted under the DSBP schemes are granted under options with no
performance conditions.
The table below summarises the outstanding awards made to David Richardson:
Date of grant
Exercise
price
Interest
as at
31/12/2023
Granted in
the year
Dividend
shares
accumulating
at vesting
Vesting in
the year
Lapsed in
the year
Exercised in
the year¹
Interest
as at
31/12/2024 Vesting date Expiry date
LTIP
28 Mar 2024 Nil – 1,327,014 – – – – 1,327,014 28 Mar 2027 28 Mar 2034
23 Mar 2023 Nil 1,543,030 – – – – – 1,543,030 23 Mar 2026 23 Mar 2033
24 Mar 2022 Nil 1,391,681 – – – – – 1,391,681 24 Mar 2025 24 Mar 2032
24 Mar 2021 Nil 959,704 – – 940,509 19,195 940,509 – 24 Mar 2024 24 Mar 2031
DSBP
28 Mar 2024 Nil – 325,791 – – – – 325,791 28 Mar 2027 28 Mar 2034
23 Mar 2023 Nil 325,475 – – – – – 325,475 23 Mar 2026 23 Mar 2033
24 Mar 2022 Nil 323,796 – – – – – 323,796 24 Mar 2025 24 Mar 2032
24 Mar 2021 Nil 331,305 – – 331,305 – 331,305 – 24 Mar 2024 24 Mar 2031
1 2021 LTIP and DSBP were exercised on 11 April 2024 at a price of £1.023.
2 The actual share price calculated as the average price over the five days preceding the grant was £1.055.
The table below summarises the outstanding awards made to Mark Godson:
Date of grant
Exercise
price
Interest
as at
31/12/2023
Granted in
the year
Dividend
shares
accumulating
at vesting
Vesting in
the year
Lapsed in
the year
Exercised/
released in
the year¹
Interest
as at
31/12/2024 Vesting date Expiry date
LTIP
28 Mar 2024 Nil – 568,720 – – – – 568,720 28 Mar 2027 28 Mar 2034
Save As You Earn (SAYE) (Audited)
The table below summarises the Directors’ outstanding options from the SAYE scheme:
Name As at 1 Jan 2024 Options Granted Options Exercised Options Lapsed As at 31 Dec 2024 Options Price Exercisable from Date of expiry
David
Richardson – – – – – – – –
Mark Godson – 37,176 – – 37,176 £0.85 01 Jun 2029 01 Dec 2029
SAYE options are granted at a 20% discounted option price, calculated using the three-day average share price immediately before the
invitation date. The face value of the award on grant was £39,500.
Dilution
The Company’s employee share plans operate within the dilution limits in the Investment Association principles of remuneration, of 10%
under all share plans and 5% under the executive share plans in any rolling ten-year period. Awards granted under the LTIP, DSBP and SAYE are
satisfied by either using newly issued shares or market purchased shares held in the employee benefit trust, however it is the intention of the
Company to use only market purchased shares to satisfy future awards under LTIP and DSBP.
Should the decision be made to issue new shares to satisfy LTIP or DSBP in the future, the current dilution is 3.79% (10% in 10 years under the
all shares plans) and 2.97% (5% in 10 years under the executive share plans).
PAYMENTS FOR LOSS OF OFFICE (AUDITED)
No payments were made for loss of office to Directors during 2024.
PAYMENTS TO PAST DIRECTORS (AUDITED)
Andy Parsons
Andy stepped down from the Board in 2023 and the treatment of his awards granted under the LTIP and DSBP was disclosed in the 2023
Annual Report. During 2024 Andy exercised his 2021 LTIP and 2021 DSBP entitlements of 816,062 nil-cost options in total and sold 383,862
shares at a market price of £1.063. Further details about the vesting of the LTIP awards is set out on page 114. During the year Andy was
issued 201,099 DBSP shares in respect of the 2023 deferred bonus.
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024116
Rodney Cook
Rodney stepped down from the Board in 2019 and the treatment of his awards under the LTIP and DSBP was disclosed in the 2019 Annual
Report. All of his awards vested prior to 2024. He exercised his 2018 LTIP and 2018 DSBP nil-cost options of 336,863 shares in total on 5 April
2024 at a market price of £1.062.
simon thomas
Simon stepped down from the Board in 2018 and the treatment of his awards under the LTIP and DSBP was disclosed in the 2018 Annual
Report. All of his awards vested prior to 2024. He exercised:
• on 11 March 2024 150,892 2015 LTIP nil-cost options and sold the shares at £0.9875 each; and
• on 4 October 2024 50,000 2017 LTIP nil-cost options and sold the shares at £1.404 each.
SERVICE CONTRACTS AND LETTERS OF APPOINTMENT
Executive Directors are on rolling service contracts with no fixed expiry date. The contract dates and notice periods for each Executive Director
are as follows:
Date of contract Notice period by Company Notice period by Director
David Richardson 27 November 2019 6 months 6 months
Mark Godson 6 November 2023 6 months 6 months
The appointment of each Non-Executive Director may be terminated at any time with immediate effect if he/she is removed as a Director by
resolution at a general meeting, by giving one months’ notice, or pursuant to the Articles. The Non-Executive Directors (other than the Chair)
are not entitled to receive any compensation on termination of their appointment.
Contract/letter of appointment effective dates
Jim Brown 1 November 2023
Michelle Cracknell 1 March 2020
John Hastings-Bass 13 August 2020
Mary Kerrigan 1 February 2022
Mary Phibbs 5 January 2023
Kalpana Shah 1 March 2021
1 Kalpana stepped down from the Board on 1 March 2025.
Executive Directors’ service contracts are available for inspection at the Group’s registered office during normal business hours and will be
available for inspection at the AGM.
STATEMENT OF VOTING AT THE ANNUAL GENERAL MEETING (UNAUDITED)
At the Company’s 2024 AGM held on 7 May, shareholders were asked to vote on the Directors’ Remuneration report for the year ended
31 December 2023. The Directors’ Remuneration policy was most recently considered and approved at the 9 May 2023 AGM. The votes
received were:
Resolution Votes for % of votes Votes against % of votes Votes withheld
To approve the Directors’ Remuneration report (2024 AGM) 841,209,063 97% 22,281,164 3% 49,209
To approve the Directors’ Remuneration policy (2023 AGM) 810,331,240 95% 39,534,784 5% 5,501
The full Directors Remuneration policy can be found in the 2022 ARA on our website: www.justgroupplc.co.uk/investors/results-reports-and-
presentations
EXTERNAL ASSISTANCE PROVIDED TO THE COMMITTEE
Following a robust and competitive tender process, Deloitte LLP (“Deloitte”) were appointed as the independent adviser to the Remuneration
Committee in October 2024. From 2020 to October 2024, FIT Remuneration Consultants LLP (“FIT”) had been retained as the independent
adviser to the Committee. Deloitte LLP also provided tax advisory, treasury and internal audit services during 2024. The Committee regularly
reviews and satisfies itself that all advice received is objective and independent (through assessing the advice against their own experience
and market knowledge), and fully addresses the issues under consideration. Deloitte and Fit are members of the Remuneration Consultants
Group and subscribe to its Code of Conduct. Fees paid to Deloitte for services to the Committee in 2024 were £28,250 and were charged on a
time spent basis in accordance with the terms of engagement. Fees paid to Fit for services to the Committee in 2024 were £41,666 and were
charged on a time spent basis in accordance with the terms of engagement.
117
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
REMUNERATION FOR EMPLOYEES BELOW THE BOARD (UNAUDITED)
General remuneration policy
In setting Executives’ pay, the Committee seeks to ensure that the underlying principles, which form the basis for decisions on Executive
Directors’ pay, are consistent with those on which pay decisions for the rest of the workforce are taken. For example, the Committee takes into
account the general salary increases for the broader employee population when conducting the salary review for the Executive Directors. The
wider workforce participates in either the group bonus plan which led to an outturn of 100% for 2024, or within distinct bonus arrangements
for business unit areas. Individual bonuses are then determined based on delivery against personal objectives. The Executive Directors are
subject to the same process as other colleagues.
However, there are some structural differences in the Executive Directors’ remuneration policy compared to that for the broader employee
base, which the Committee believes are necessary to reflect the differing levels of seniority and responsibility. A greater weight is placed on
performance-based pay through the quantum and participation levels in incentive schemes. Deferral is greater for Executive Directors than
for other regulated employees. This ensures the remuneration of the Executive Directors is aligned with the performance of the Group and
therefore the interests of shareholders.
The remuneration policy for the wider Group is designed to attract, retain and motivate new and existing employees. It is in line with
the sector in which we operate and our overall total remuneration approach is to pay a market competitive level of remuneration that is
structured to appropriately reward employees, align them with the interests of our shareholders and customers, be compliant with Solvency
II remunerations regulation and be relevant to the markets/geographies in which we operate. We define total remuneration as base salary,
annual incentive (STIP) and any benefits, for example pensions. For those eligible to participate in the LTIP, this will also be included.
Summary of the remuneration structure for employees below Executive Director
Element Policy approach
BASE SALARY To attract and retain key employees we pay salaries which deliver market competitive total remuneration.
We take into account the following when determining the base salary: the size of the role and its scope,
the required skills, knowledge and experience, relevant pay in terms of the wider organisation and market
comparative data. For 2024, the average salary increase (excluding promotions and joiners shortly prior
to year end) for all employees awarded in April 2024 was 4.5%. This is an average figure, with individual
increases varying within a range depending on the factors above.
BENEFITS All employees participate in the permanent health insurance and life assurance schemes. They can choose
to participate in the private medical cover scheme and the health cash plan.
PENSION All employees are provided with the opportunity to participate in the Group defined contribution pension
plan, with a Company contribution of up to 15% of salary for the executive team (excluding Executive
Directors) and 10% of salary for Executive Directors and all other employees. New members of the
executive team are provided with a Company contribution of 10% of salary, in line with the wider workforce.
Employees who have reached HMRC annual or lifetime allowance limits can be paid a cash allowance in lieu
of pension contributions.
SHORT TERM INCENTIVE PLAN
(“STIP”)
All of our employees participate in a discretionary bonus plan (STIP) unless an alternative plan is in
operation. The STIP is based on corporate performance and distributed based on personal performance
incorporating individual objectives and behaviours in line with our culture and conduct in the role.
TheGroup also operates bonus plans for certain types of roles, for example sales, based on objectives,
behaviours in line with our culture and conduct in the role.
For regulated roles in control functions, for example in risk, audit or compliance roles, the STIP is primarily
based on the performance of their function.
The Remuneration Committee has the ultimate discretion on all incentive plans and these are reviewed on
an annual basis. Bonuses for all of the executive team who are not Board members and employees under
Solvency II have an element of variable remuneration deferred into shares for three years.
LONG TERM INCENTIVE PLAN
(“LTIP”)
Participation in the LTIP is a small number of executives, and some key roles each year. Participation
recognises the strategic and critical roles they hold in supporting the strategic direction of the business
anddelivering Company performance. In 2024 60 individuals were granted awards under the LTIP.
DEFERRED SHARE BONUS
PLAN (“DSBP”)
The Company operates a DSBP which provides the vehicle for the deferral of the STIP awards.
SHARESAVE (“SAYE”) The Company operates a SAYE which is a tax-advantaged share scheme and is open to all UK-based
employees as well as the Executive Directors. Participants are allowed to save a maximum of £500 per
month and acquire the Company’s shares at a discount of up to 20% of the market value at the date
of grant, within a six-month period following the maturity of their savings contracts in either three or
fiveyears.
SHARE INCENTIVE PLAN
(“SIP”)
The SIP is a tax-advantaged share scheme in which all of the UK-based employees are eligible to participate
as well as the Executive Directors. Free shares were awarded to the UK-based employees in 2016.
Thisscheme is not currently in operation but the Company may choose to do so in the future.
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024118
TOTAL SHAREHOLDER RETURN (UNAUDITED)
Group’s share performance compared to the FTSE 250 Index
The following graph shows a comparison of the Group’s total shareholder return (share price growth plus dividends paid) with that of the FTSE
250 Index (excluding investment trusts).
The Group has selected this index as it comprises companies of a comparable size and complexity across the period and provides a good
indication of the Group’s relative performance.
TOTAL REMUNERATION OF THE CEO DURING THE SAME PERIOD (UNAUDITED)
The total remuneration of the CEO over the last ten years is shown in the table below.
2015¹ 2016¹ 2017 2018 2019² 2019² 2020 2021 2022 2023 2024
Chief Executive RC RC RC RC RC DR DR DR DR DR DR
Total remuneration (£000) 1,357 2,630 2,369 2,507 438 1,440 1,541 1,577 2,470 2,606 3,842
STIP (% of maximum) 89% 97.5% 95% 91.2% 0% 83.1% 85% 80% 75% 90% 90%
LTIP (% of maximum) n/a 39.5% 50% 50% 50% 50% 19.75% 31.8% 93% 98% 100%
1 The 2015 figures represent the year to 30 June 2015. The year ended 31 December 2016 covered 18 months following the change of year end from 30 June. The total single figure of
remuneration for the 12-month period ended 31 December 2016 was £1,870,000.
2 Rodney Cook (“RC”) stood down as CEO from 30 April 2019 and David Richardson (“DR”) assumed the role of CEO from this date (initially on an interim basis). The total single figure
remuneration for Rodney Cook in 2019 represents four months to 30 April 2019 and the full vesting value of the 2017 LTIP and for David Richardson represents 8/12ths of his pay in 2019.
CEO pay ratio (UNAudited)
This is the sixth year in which Just Group has been required to publish its CEO pay ratio.
Year Method
1
25th percentile
pay ratio
50th percentile
pay ratio
75th percentile
pay ratio
2024 Option A 96 : 1 60: 1 34 : 1
2023 Option A 62 : 1 38 : 1 21 : 1
2022 Option A 73 : 1 44 : 1 25 : 1
2021 Option A 47 : 1 29 : 1 17 : 1
2020 Option A 42 : 1 26 : 1 16 : 1
2019 Option A 44 : 1 28 : 1 17 : 1
1 Option A was selected as it provided a full picture of pay across the Group. The Company determined the single figure remuneration for all UK employees on a FTE basis as at
31 December of the relevant year and used this to identify the three employees who represent the 25th percentile, 50th percentile and 75th percentile by total pay. FTE remuneration
was determined by reference to pay across 260 working days per year over a 35 hour week. Cases where employees were on maternity leave have been excluded as their remuneration
in the year was not felt to be an accurate reflection of their ordinary pay levels. This did not have a material impact on the ratios and so the Committee is satisfied that the three
individuals are reflective of the three percentiles.
2 The total pay and benefits for the role of CEO in 2019 was calculated using Rodney Cook’s base salary, benefits and pension contributions for the four months to 30 April 2019 and
David Richardson’s base salary, benefits and pension contributions for the remainder of the year, full year 2019 annual bonus and 2017 LTIP award which vests based on performance
to 31 December 2019.
The CEO pay ratio is heavily impacted by the performance of the Group and the share price. The CEO pay ratio has increased between 2023
and 2024 due to the strong performance of the Group and the material increase in the share price. This is as the CEO’s remuneration package
is heavily weighted to performance-related pay with a significant proportion being delivered in shares.
20242023202220212020201920182017201620152014
180
200
160
140
120
100
80
60
40
20
Just Group
FTSE 250 (excluding investment trusts)
119
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
The table below shows the total pay and benefits and the salary component of this for the employees who sit at each of the three quartiles
in2024.
£000 Total pay and benefits
Salary component of
total pay
25th percentile 40 32
50th percentile 64 49
75th percentile 112 85
Group Chief Executive 3,842 684
The Group Chief Executive Officer was paid 60 times the median employee in 2024. The Remuneration Committee is confident that this is
consistent with the pay, reward and progression policies for the Company’s UK employees. The base salary and total remuneration for the CEO
and the median representative employee are competitively positioned within the relevant markets and reflect our remuneration structures
which are effective in appropriately incentivising and rewarding employees for both what they achieve, as well as how they do so, while
having due regard to our risk appetite. Just provides competitive reward and benefit packages to all employees ensuring pay is at or above the
real living wage, while allowing for full participation in the pension arrangements.
We have a career progression framework for our operations teams providing incremental salary increases as they develop in role and gain
new skills. Annual benchmarking is conducted for all roles and corrective action taken where an individual is remunerated below the target
level. Our competitive pension scheme provides for employer contributions of up to 10%. We have a comprehensive benefits package allowing
employees to select benefits of value to them and employees are invited to participate in the annual SAYE offering. The Committee will
continue to monitor the CEO pay ratio and gender pay gap statistics as part of its overview of all employee pay.
Percentage annual change in remuneration of Directors and employees of Just Group plc (unaudited)
The table below shows the percentage change in salary, taxable benefits and STIP in respect of each Director earned between 2020 and 2024,
compared to that for the average employee of the Group (on a per capita (FTE) basis).
Percentage change
between 2023 and 2024
Percentage change
between 2022 and 2023
Percentage change
between 2021 and 2022
Percentage change
between 2020 and 2021
Percentage change
between 2019 and 2020
Base
salary Benefits
Annual
bonus
Base
salary Benefits
Annual
bonus
Base
salary Benefits
Annual
bonus
Base
salary Benefits
Annual
bonus
Base
salary Benefits
Annual
bonus
Average employee
1
8.4% 9.3% 10.8% 9.5% 5.9% 24.3% 5.9% 1.1% -2.8% 2.5% 2.2% -7.4% 4.6% 4.8% 0.5%
Executive Directors
David Richardson 8.7% 7.1% 11.2% 3.9% 3.0% 24.1% 1.5% 1.2% -4.4% 1.0% -2.0% -6.0% 8.9% 2.7% 11.9%
Mark Godson/Andy
Parsons
2
(8.5)% (5.7)% (8.5)% 3.9% 2.7% 24.1% 1.5% 1.0% -4.4% 0.0% -51.0% 0.0% n/a n/a n/a
Non-Executive Directors
Jim Brown 6.7% 100% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Michelle Cracknell
3
13.5% n/a n/a 25.0% n/a n/a 0.0% n/a n/a n/a n/a n/a n/a n/a n/a
John Hastings-Bass
3
11.5% n/a n/a 0.0% n/a n/a 0.0% n/a n/a n/a n/a n/a n/a n/a n/a
Mary Kerrigan 5.3% n/a n/a 0.0% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Mary Phibbs 25.3% -100% n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a
Kalpana Shah
3
5.0% n/a n/a 0.0% n/a n/a 0.0% n/a n/a n/a n/a n/a n/a n/a n/a
1 All permanent employees (excluding the Executive Directors) of the Group in the UK who were in employment during 2020 and 2023 were selected as the most relevant comparator.
This was chosen as the listed Company has no employees.
2 The figures are calculated using remuneration for Mark Godson from 2024 and Andy Parsons for 2020-2023.
3 The figures in the table have been adjusted to include a full year’s remuneration for Directors that are appointed part way through a year.
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024120
Relative importance of spend on pay (unaudited)
The table below illustrates the relative importance of spend on pay compared to shareholder dividends paid.
Year ended
31 December 2024
Year ended
31 December 2023 % difference
Total personnel costs (£m) 149 127 17%
Dividends paid (£m) 23 19 21%
Considering the policy (UNAUDITED)
The Committee continues to consider the policy against a number of different factors, including maintaining a link with the broader
remuneration framework to ensure consistency and common practice across the Group. In determining the overall levels of remuneration
of the Executive Directors, the Committee also pays due regard to pay and conditions elsewhere in the organisation. In particular, the
Committee takes an active role in approving the remuneration of senior executives, which covers eight roles in addition to the Executive
Directors across the Group, as well as overseeing the remuneration of Solvency II staff.
As set out in the UK Corporate Governance Code, the Policy has been viewed in the context of six factors:
• Clarity – the policy has a clear objective: to recruit, retain and motivate high-calibre individuals to deliver long-term sustainable
performance which benefits all stakeholders in a manner which remains well understood by participants.
• Simplicity – the policy aligns with standard UK market practice, consisting of an annual bonus plan alongside a single LTIP, keeping
remuneration structures simple and easy to communicate.
• Risk – relevant individual and plan limits prevent excessive outcomes under the annual bonus or LTIP. Regular interaction with the Group
Chief Risk Officer ensures relevant risk implications are understood when setting or assessing performance targets. Comprehensive
clawback and malus provisions are in place across all incentive plans and the Committee retains the ability to exercise discretion to
override formulaic outcomes which are considered inappropriate amidst wider Company performance and the broader stakeholder
experience.
• Predictability – the possible reward outcomes are quantified and reviewed at the outset of the performance period, with potential
outcomes under different performance scenarios laid out in the ‘Illustrations of 2024 Remuneration Policy’ on page 103 of the 2023 annual
report.
• Proportionality – incentives only pay out if strong performance has been delivered by the Executive Directors against performance
measures which have a direct link to the KPIs of the business
• Alignment to culture – incentive structures incentivise and reward for strong performance in accordance with the Company’s expected
behaviours and values.
Shareholder views
The Committee engaged with its largest shareholder and the main proxy advisory firms as part of the policy renewal process and were
comfortable with the policy changes proposed in 2023.
Employee
As explained on page 84, Michelle Cracknell hosted a “take on board” session on remuneration matters with the wider workforce, which
created an opportunity for colleagues to ask questions and provide feedback.
The full Directors’ Remuneration Policy is set out in the 2022 Annual Report which can be found on our website.
Implementation of the remuneration policy in 2025 for Directors (unaudited)
Element Policy approach
BASE SALARY David Richardson, CEO: £721,000
Mark Godson CFO £440,000
David Richardson’s and Mark Godson’s salary will increase by 3% and 10% respectively from 1 April 2025, compared
to 3% awarded to most colleagues (with the salary increase budget available for the wider workforce eligible to be
considered sitting at 4%).
NON-EXECUTIVE
DIRECTORS FEES
Board Chair
Basic fee
Additional fee for Senior Independent Director
Additional fee for Committee Chair, Risk and Audit Committees
Additional fee for Committee Chair, all other Committees
£230,000
£65,000
£10,000
£20,000
£15,000
BENEFITS AND
PENSIONS
The Executive Directors will receive a benefits allowance of £20,000 for 2025 and a Company pension contribution or
cash in lieu of 10% of salary. All employees are enrolled into the Company Group Life Assurance and Group Income
Protection schemes.
121
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
SHORT TERM
INCENTIVE PLAN
(“STIP”)
Maximum STIP opportunity remains unchanged at 150% of salary for Executive Directors. 50% of maximum will pay
out for on-target performance.
The core bonus for 2025 is determined by a balanced scorecard of performance against financial and strategic
measures. The financial measures are:
• 40% based on new business profit measure
• 30% based on underlying operating profit
• 30% based on new business strain
• +-15% Strategic modifier
The strategic measures, which can increase or decrease the bonus pool available (subject always to a maximum
bonus pool of 100%) are:
• “Customer” (customer experience)
• “People” (engagement, belonging and gender diversity)
• “Operating Efficiency” (reduction in operating cost to revenue)
• “Risk” (successfully embedding risk and controls)
The Committee has chosen not to disclose in advance details of the STIP performance targets for the forthcoming
year as these include items which the Committee considers commercially sensitive. An explanation of bonus pay
outsand performance achieved will be provided in next year’s Annual Report on remuneration.
40% of any bonus earned will be deferred for three years into awards over shares under the Deferred Share
BonusPlan.
LONG TERM INCENTIVE PLAN (“LTIP”)
Awards will be made over shares with a face value of 250% and 175% of salary in 2025 to the CEO and CFO respectively. The awards made in
2025 will be subject to the conditions below, calculated over the three financial years to 31 December 2027, and will be subject to a further
two-year post-vesting holding period.
Performance conditions and targets applying to the 2025 LTIP awards
Condition Weighting
Cash Generation 15%
Relative TSR vs. FTSE 250 (excluding investment trusts) 25%
Return on Equity 45%
Investments into sustainable assets 15%
Each performance condition will have nil vesting for performance below threshold; and will vest between 25% and 100% on a straight-line
basis for performance between threshold and maximum.
At the date of this report the Committee is still finalising the targets and these will be disclosed in the RNS announcement when the awards are
granted in March.
APPROVAL
This report was approved by the Board of Directors on 6 March 2025 and signed on its behalf by:
MICHELLE CRACKNELL
Chair, Remuneration Committee
6 March 2025
DIRECTORS’ REMUNERATION REPORT continued
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024122
The Directors present their report for the financial year
ended 31 December 2024.
The Strategic report, the Corporate Governance report and the
Directors’ Remuneration report include information that would
otherwise be included in the Directors’ report.
The Annual Report contains forward-looking statements, which are
not guarantees of future performance. Rather, they are based on
current views and assumptions and involve known and unknown
risk, uncertainties and other factors that may cause actual results
to differ from any future results or developments expressed in, or
implied by, the forward-looking statements. Each forward-looking
statement speaks only as of the date of that particular statement.
STRATEGY AND FUTURE DEVELOPMENTS
Principal activities and performance
Just is a specialist UK financial services group focusing on attractive
segments of the UK retirement income market. Just Group plc
(the “Company”) is a public company limited by shares and was
incorporated in England and Wales with the registered number
08568957. The Company is a holding company. Details of the
Company’s subsidiaries are set out in note 31.
Commentary on the Group’s strategy and performance in
the financial year ended 31 December 2024 and likely future
developments is included in the Strategic report. Our approach to
stakeholder engagement, including our Section 172 statement, can
be found in the Strategic report and Corporate Governance report.
GOVERNANCE
Corporate governance statement
The FCA’s Disclosure Guidance and Transparency Rules require a
corporate governance statement in the Directors’ report to include
certain information. You can find information that fulfils this
requirement in this Directors’ report, the Corporate Governance
report, Board Committee reports, and the Directors’ Remuneration
report, all of which is incorporated in the Directors’ report
byreference.
Requirements under Listing Rule 6.6.1
In accordance with Listing Rule 6.6.1, the table below sets
out the location of the information required to be disclosed,
whereapplicable.
Information Page number
Interest capitalised by the Group Not applicable
Publication of unaudited financial
information Page 214
Long-term incentive schemes involving one
director only Not applicable
Waiver of emoluments by a director Not applicable
Waiver of any future emoluments by a
director Not applicable
Non pre-emptive issues of equity for cash Not applicable
Non pre-emptive issues of equity for cash in
relation to major subsidiary undertakings Not applicable
Parent participation in a placing by a listed
subsidiary Not applicable
Contracts of significance involving a director Not applicable
Contracts of significance involving a
controlling shareholder Not applicable
Shareholder waiver of dividends Share plans page 125
Shareholder waiver of future dividends Share plans page 125
Agreements with controlling shareholders Not applicable
Articles of Association
The Company may make amendments to the Articles of Association
by way of special resolution of the shareholders in accordance with
the Companies Act. The Company’s Articles of Association can be
found at www.justgroupplc.co.uk/about-us/governance.
GOING CONCERN AND VIABILITY STATEMENT
The Directors are required to assess and report on the
appropriateness of adoption of the going concern basis of accounting
over the 12 months from the date of this report in accordance with
Provision 30 of the UK Corporate Governance Code 2018 (the “Code”).
In addition, in accordance with Provision 31 of the Code, the Directors
are required to assess the prospects of the Group and report on
conclusions reached regarding its longer-term viability.
The going concern and longer-term viability assessments include
consideration of the Group’s business plan approved by the Board; the
projected liquidity position of the Company and the Group; ongoing
impacts of economic stresses; current financing arrangements and
contingent liabilities; and a range of forecast scenarios with differing
levels of new business and associated additional capital requirements
to write anticipated levels of new business.
The Group and its regulated insurance subsidiaries are required to
complywith the requirements established by the Solvency II Framework,
and to measure and monitor its capital resources on thisbasis.
It is fundamental to the Group that the Directors manage and
monitor the key risks the Group is exposed to, including longevity risk,
property risk, credit risk, and interest rate risk, so that it can protect
policyholders and meet their payments when due.
The resilience of the solvency capital position has been tested
under a range of adverse scenarios, before and after management
actions within the Group’s control, which considers the possible
impact on the Group’s business, including stresses to the credit
quality of assets, mortality and risk-free rates. Eligible own funds
exceeded the minimum capital requirement in all stressed scenarios
describedabove.
Furthermore, the Directors note that in a scenario where the Group
ceases to write new business, the going concern basis would
continue to be applicable while the Group continued to service in-
force policies.
Having due regard to these matters and after making appropriate
enquiries, the Directors confirm that they consider it appropriate to
prepare the financial statements on the going concern basis.
The longer-term viability statement, as required by the Code, has been
undertaken for a period of five years in line with the Group’s business
planning horizon. It is in the Strategic report on page 65.
THE BOARD
Directors
The Directors who served during the year and up to the date of this
report are set out below.
• John Hastings-Bass, Chair
• James Brown (known as Jim Brown)
• Michelle Cracknell
• Mark Godson
• Mary Kerrigan
• Mary Phibbs
• David Richardson
• Kalpana Shah (resigned on 1 March 2025)
The biographies of the Directors in office as at the date of this report
can be found on pages 72 to 74. The rules governing the appointment
and retirement of Directors are set out in the Company’s Articles of
Association and all appointments are made in accordance with the
Code. All current Directors will retire and stand for election or
re-election at the 2025 Annual General Meeting (“AGM").
DIRECTORS’ REPORT
123
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
Secretary
Simon Watson is the Group Company Secretary of Just Group plc
and can be contacted at the Company’s Registered Office, details
of which are on page 218.
Directors’ powers
The Board is responsible for the management of the business of
the Company and may exercise all powers of the Company subject
to the provisions of the Company’s Articles of Association and
relevantlegislation.
Directors’ insurance and indemnities
The Directors and Officers of the Company benefit from an indemnity
provision in the Company’s Articles of Association against any liability
they may incur in relation to the Company’s affairs, subject to the
provisions of the Companies Act 2006 as amended. Each Director
of the Company benefits from a deed of indemnity in respect of the
costs of defending claims against them and third party liabilities,
the terms of which are in accordance with the Companies Act
2006 as amended. Such qualifying third party indemnity provision
remains in force at the date of this report. Directors’ and Officers’
liability insurance cover was maintained throughout the year at the
Company’s expense and remains in force at the date of this report.
Directors’ interests
The interests of Directors and their connected persons in the ordinary
shares of the Company as disclosed in accordance with the Listing
Rules of the Financial Conduct Authority (the “Listing Rules”) are
as set out in the Directors’ Remuneration report and details of the
Directors’ long-term incentive awards are also set out on pages 114
to 115.
Conflicts of Interest
The Board has established procedures for the management of
potential or actual conflicts of interest of the Directors in accordance
with the Companies Act 2006 and the Company’s Articles of
Association. All Directors are responsible for notifying the Group
Company Secretary and declaring at each Board meeting any
new actual or potential conflicts of interest. The Directors are also
responsible for declaring any existing conflicts of interest which are
relevant to transactions to be discussed at each Board meeting.
If a conflict is deemed to exist, the relevant Director will excuse
themselves for discussions relating to that conflict. None of the
Directors had a material interest in any significant contract with the
Company or with any Group undertaking during the year.
SHAREHOLDERS
Annual General Meeting
The Company’s AGM in respect of the financial year ended
31 December 2024 will be held at 10.00am on Thursday 8 May 2025
at 1 Angel Lane, London EC4R 3AB. More information about the
2025 AGM can be found in the Notice of Meeting which will be made
available to shareholders separately.
Results and dividends
The financial statements set out the results of the Group and the
Company for the year ended 31 December 2024 and are shown on
pages 139 to 215.
The Board is recommending a final dividend for the year ended
31 December 2024 of 1.8 pence per ordinary share (2023: 1.5 pence).
Subject to approval by shareholders at the Company’s 2025 AGM, the
Company will pay the final dividend on 14 May 2025 to shareholders
on the register of members at the close of business on 11 April 2025.
The final dividend resolution provides that the Board may cancel the
dividend and, therefore, payment of the dividend at any time before
payment, if it considers it necessary to do so for regulatory capital
purposes. You can find detailed explanations about this in the Notice
of Meeting for the 2025 AGM.
SHARE CAPITAL
Ordinary share capital
As at 31 December 2024, the Company had an issued share capital of
1,038,702,932 ordinary shares of 10 pence each, all fully paid up and
listed on the equity shares of commercial companies segment of the
London Stock Exchange. No shares are held in treasury.
The holders of the ordinary shares are entitled to receive notice of,
attend and speak at general meetings including the AGM, to appoint
proxies and to exercise voting rights. The shares are not redeemable.
The share price on 31 December 2024 was 162.40 pence.
Further information relating to the Company’s issued share capital
can be found in note 19.
Restricted Tier 1 NoTES
The Company has £325m of Restricted Tier 1 notes (“Notes”) in issue.
The Notes are convertible into equity in certain circumstances. The
circumstances in which the Notes may convert into ordinary shares
would be limited to a “trigger event”. A trigger event may only
occur if the Board determines in consultation with the Prudential
Regulation Authority that it has ceased to comply with its capital
requirements under Solvency II in a significant way. This may occur
if the amount of capital held by the Group fails to comply with its
capital requirements for a continuous period of three months, or if
the Group fails to comply with other minimum capital requirements
applicable to it. Only if a trigger event occurs would any Notes
convert into ordinary shares. The holders of the Notes do not have
the right or option to require conversion of the Notes. On a change
of control, the Notes may also be convertible into equity in an entity
other than the Company where the acquiror is an approved entity
(being an entity which has in issue ordinary share capital which is
listed or admitted to trading on a regulated market) and the new
conversion condition (as set out therein) is satisfied. Otherwise the
Notes may be written down to zero.
Further information relating to the Company’s Notes can be found in
note 21.
Share capital authorities
The Company’s Articles of Association specify that, subject to the
authorisation of an appropriate resolution passed at a general
meeting of the Company, Directors can allot relevant securities under
Section 551 of the Companies Act 2006 up to the aggregate nominal
amount specified by the relevant resolution. In addition, the Articles
of Association state that the Directors can seek authority from
shareholders at a general meeting of the Company to allot equity
securities for cash, without first being required to offer such shares to
existing ordinary shareholders in proportion to their existing holdings
under Section 561 of the Companies Act 2006, in connection with a
rights issue and in other circumstances up to the aggregate nominal
amount specified by the relevant resolution.
The Directors were granted the following authorities at the 2024 AGM
held on 7 May 2024:
• to allot ordinary shares in the Company up to a maximum
aggregate nominal amount of £69,246,862;
• to allot equity securities for cash on a non pre-emptive basis up to
an aggregate nominal amount of £10,387,029 and further granted
an additional power to disapply pre-emption rights representing a
further 10% only to be used in specified circumstances;
• to make market purchases of up to an aggregate of 103,870,293
ordinary shares, representing approximately 10% of the
Company’s issued ordinary shares as of 11 March 2024; and
• to allot ordinary shares in the Company and to grant rights to
subscribe for or to convert any security into ordinary shares in
the Company, on a non pre-emptive basis, up to an aggregated
nominal amount of £50,000,000 in relation to any issue(s) by the
Company or any subsidiary undertaking of the Company (together
the “Group”) of contingent convertible securities.
DIRECTORS’ REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024124
No shares were issued by the Company during 2024 (2023: nil). No
shares were purchased by the Company during the year (2023: nil).
The Directors propose to renew the above-mentioned authorities at
the 2025 AGM for a further year.
Other securities carrying special rights
No person holds securities in the Company carrying special rights
with regard to control of the Company.
Restrictions on transfer of shares and voting
The Company’s Articles of Association do not contain any specific
restrictions on the size of a holding or on the transfer of shares,
except that certain restrictions may from time to time be imposed
by laws and regulations (for example, the Market Abuse Regulation
(“MAR”) and insider trading law) or pursuant to the Listing Rules
whereby the Directors and certain employees of the Company require
clearance from the Company to deal in the Company’s ordinary
shares. The Directors are not aware of any agreements between
holders of the Company’s shares that may result in restrictions on
the transfer of securities of voting rights.
No person has any special rights with regard to the control of the
Company’s share capital and all issued shares are fully paid. This
is a summary only and the relevant provisions of the Articles of
Association can be consulted if further information is required.
Share plans
The Group operates a number of share-based incentive plans that
provide the Company’s ordinary shares to participants at exercise
of share options upon vesting or maturity. The plans in operation
include the Just Group plc Long Term Incentive Plan (“LTIP”), the
Just Group plc Deferred Share Bonus Plan (“DSBP”), Just Group plc
Sharesave Scheme (“SAYE”), and the Just Retirement Group plc
Share Incentive Plan (“SIP”). Details of these plans are set out in the
Directors’ Remuneration report and in note 9.
The rules for the Company’s LTIP, DSBP and SAYE were adopted
by shareholders at the 2023 AGM. They each have a ten-year life
expiring in May 2033. The Directors propose to renew the SIP at the
2025 AGM.
Awards under the LTIP, DSBP and SAYE are satisfied by using either
newly issued shares or shares purchased in the market, which are
held in the employee benefit trust (“EBT”). The trustee does not
register votes in respect of these shares and has waived the right to
receive any dividends.
During the 12 months to 31 December 2024, no ordinary shares were
issued to employees in satisfaction of the exercise of share options
under the SAYE (2023: nil). No shares were issued to the EBT or to
employees in respect of other plans during the year (2023: nil).
Substantial shareholdings
The table below shows the holdings of the major shareholders in the Company’s issued ordinary share capital, as at 31 December 2024 and as
at 6 March 2025, as notified in accordance with the provisions of Chapter 5 of the FCA’s Disclosure Guidance and Transparency Rules. It should
be noted that these holdings may have changed since the Company was notified. However, notification of any change is not required until the
next notable threshold is crossed.
Shareholder
Ordinary
shareholdings
at 31 Dec 2024 % of capital
Ordinary
shareholdings
at 6 Mar 2025
1
% of capital
Fidelity International 57,253,643 5.51 57,253,643 5.51
Blackrock, Inc. – – 55,621,695 5.34
JPMorgan Asset Management Holdings Inc. – – 53,096,902 5.11
Schroders plc 52,147,535 5.02 52,147,535 5.02
Janus Henderson Group plc 51,931,621 4.99 51,931,621 4.99
Baillie Gifford 51,895,600 4.99 51,895,600 4.99
Aegon N.V. 51,584,569 4.97 51,584,569 4.97
Lombard Odier Asset Management (Europe) Ltd 51,361,808 4.94 51,361,808 4.94
Ameriprise 50,857,090 4.90 50,857,090 4.90
AXA Investment 49,615,299 4.78 49,615,299 4.78
Credit Suisse Group AG 40,054,845 3.86 40,054,845 3.86
1
The last practicable date prior to publication of the Annual Report.
BUSINESS RELATIONSHIPS
The Board is committed to foster the Company’s business relationships with suppliers, customers and other stakeholders. Details on
how the Board engages with our principal suppliers and customers, as well as other stakeholders can be found in the Relationships with
stakeholdersreport.
Modern slavery
The Directors are committed to combatting modern slavery and human trafficking in all its forms. Just takes a zero tolerance approach to
modern slavery within our workforce and the same is expected from suppliers. In compliance with Section 54(1) of the Modern Slavery Act
2015, the Company’s modern slavery statement, approved by the Board, is available to view on our website at www.justgroupplc.co.uk.
125
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
EMPLOYEES
Equal opportunities employment
Just is an equal opportunities employer and has policies in place
to ensure decisions on recruitment, development, promotions and
other employment-related issues are made solely on the grounds
of individual ability, achievement, expertise and conduct. These
principles are operated on a non-discriminatory basis, without regard
to race, nationality, culture, ethnic origin, religion, belief, gender,
sexual orientation, age, disability or any other reason not related
to job performance or prohibited by applicable law.
We are a Disability Confident Committed employer and our
recruitment process ensures we give full and fair consideration
to applications made by those who are neurodivergent or have a
disability, and any reasonable adjustments are made as required
during the recruitment process to ensure all applicants have the
same opportunity to demonstrate their skills. If an employee were
to become disabled during their employment with the Group,
support for continued employment would be provided and
workplace adjustments made as appropriate in respect of their
duties and working environment.
Employee engagement and communication
Employee engagement and creating a sense of belonging remained
key priorities in 2024. Our people continue to be galvanised around
our strong purpose of helping people achieve a better later life,
and we are harnessing their appetite to be more ambitious in what
they do and how they do it. During the year we evolved our Just
behaviours, co-creating with colleagues across the organisation,
as part of enabling our growth strategy.
We have continued with our well-defined communication and
engagement programme so that all colleagues understand our
organisation’s strategy and goals and the role they play in achieving
them. This includes quarterly Group CEO town hall business updates,
regular emails to all colleagues, videos and news items on our
intranet. We seek feedback on our activities to ensure that they are
as valuable as possible.
We regularly monitor the engagement of our colleagues and their
views on matters that are important to them. During the year,
colleagues were asked to complete two employee engagement
surveys and we put in place specific and tangible actions as a result
of the feedback.
Performance-based pay rewards colleagues for the achievement
of strategic business objectives and upholding our cultural,
conduct and behavioural expectations. In addition, alignment
with shareholder interest is provided through offering employee
share plans to all employees.
Further information regarding colleague engagement and how the
Directors have engaged with colleagues, including the impact on
decision making, is included in the Strategic report and Governance
in Operation report.
Employee diversity
The Company is committed to building a diverse workforce and
inclusive culture, and we collect data to monitor our progress
in achieving our diversity targets. As at 31 December 2024, Just
employed 724 males (53%), 651 females (47%) and <1% under other
categories. We have increased gender diversity at senior levels
(grade 14+, 13% of colleagues) by six percentage points to 39%
females. As a signatory to the Women in Finance Charter, we have
updated our target to state that 40% of our most senior population
(Executive Committee and their direct reports) will be female by
the end of 2026. As at 31 December 2024, 47% of this population
were female. As a signatory to the Race at Work Charter, we are
committed to ensuring our workforce is representative of the ethnic
composition of the broader UK population. We have set an ethnicity
target that more than 16% of our most senior population (recently
updated to align with the new approach to gender reporting i.e.
Executive Committee and their direct reports) will be ethnically
diverse by the end of 2026. As at 31 December 2024, 16% of this
population were ethnically diverse and we remain committed to
maintaining progress against this target.
Further information on colleagues, culture and diversity can be found
in the Colleagues and culture report.
Board and Executive Management diversity
The Governance in Operation report includes the Group’s data on
the gender identity or sex and ethnic diversity of the Board and
executive management as at 31 December 2024, the reference date,
in accordance with the Listing Rules requirements. Details of the
Board’s diversity, equity, inclusion and belonging policy and targets
can be found in the Nomination and Governance Committee report.
AUDITOR
Disclosure of information to the auditor
Each Director of the Company at the date of this Directors’ report has
confirmed that, so far as they are aware, there is no relevant audit
information of which the Company’s external auditor is unaware.
Each Director has 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 Company’s external auditor is
aware of that information. This confirmation is given and should be
interpreted in accordance with the provisions of Section 418 of the
Companies Act 2006.
Auditor appointment
PwC has expressed its willingness to continue in office as the
external auditor of the Group. A resolution to reappoint PwC will be
proposed at the 2025 AGM. An assessment of the effectiveness and
recommendation for reappointing PwC can be found in the Group
Audit Committee report.
DIRECTORS’ REPORT continued
JUST GROUP PLC
| ANNUAL REPORT AND ACCOUNTS 2024126
RESEARCH AND DEVELOPMENT
The Group is involved in a range of innovative projects and
programmes, which are designed to support the fulfilment of our
strategic objectives. A number of these projects and programmes
are referred to in the Strategic report.
ENVIRONMENT AND EMISSIONS
In accordance with Listing Rule 6.6.6R(8), climate-related financial
disclosures consistent with the Task Force on Climate-related
Financial Disclosures (“TCFD”) recommendations and recommended
disclosures are contained in the Sustainability TCFD section on
pages 40 to 53 and in the Risk Management section on pages 65 to
67. Information on the Group’s greenhouse gas emissions, energy
consumption and efficiency during 2024 are also included in the
Sustainability TCFD section on pages 40 to 42. In preparing the TCFD
disclosures, the Group has considered the guidance for all sectors
and supplemental guidance for insurance companies within the TCFD
Annex “Implementing the Recommendations of the Task Force on
Climate-related Financial Disclosures”.
OTHER DISCLOSURES
Change of control provisions
There are various agreements that take effect, alter or terminate
upon a change of control of the Company, such as commercial
contracts, bank loan agreements and property lease arrangements.
None of these agreements are considered significant in terms of
their impact on the Group’s business as a whole. All the Company’s
employee share incentive plans contain provisions relating to a
change of control. Outstanding awards would typically vest and
become exercisable. This is subject to satisfying any performance
conditions, and normally with an additional time-based pro-rata
reduction where performance conditions apply, and with approval
from the Remuneration Committee.
Financial instruments
The Group does not currently apply hedge accounting although
it applies asset and liability matching and hedging strategies to
limit its exposure to interest rate risk and market risk arising from
the Group’s financial instruments and insurance contracts. The
Group holds a portfolio of UK Government bonds (“Gilts”) that act
as an economic hedge to liabilities that do not expose the IFRS
balance sheet to interest rate movements. Details of the Group’s
exposure to risk management is included in the Strategic report
and note 28 to the financial statements. Details of the derivatives
held for risk management purposes are included in note 26 to the
financialstatements.
Overseas branches
The Company does not have any overseas branches within the
meaning of the Companies Act 2006.
Political donations and expenditure
No political donations were made, or political expenditure incurred,
by the Company and its subsidiaries during the year (2023: nil).
Related party transactions
Related party transactions are set out in note 32 to the financial
statements.
POST BALANCE SHEET EVENTS
Details of post balance sheet events are set out in note 34 to the
financial statements.
The Directors’ report has been approved by the Board and is signed
on its behalf by:
SIMON WATSON
Group Company Secretary
6 March 2025
127
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
The Directors are responsible for preparing the Annual Report and
financial statements in accordance with applicable UK law and
regulations.
Company law requires the Directors to prepare Group and Parent
Company financial statements for each financial year. Under that law
they have elected to prepare both the Group and Parent Company
financial statements in accordance with UK-adopted International
Accounting Standards in conformity with the requirements of the
Companies Act 2006.
Under company law, the 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 their profit or loss for that period.
In preparing each of the Group and Parent Company financial
statements, the Directors are required to:
• select suitable accounting policies and then apply
themconsistently;
• make judgements and estimates that are reasonable
andprudent;
• present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandableinformation;
• state whether they have been prepared in accordance with
applicable UK-adopted International Accounting Standards;
• assess the Group and Parent Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern; and
• use the going concern basis of accounting unless they either
intend to liquidate the Group or the Parent Company or to cease
operations, or have no realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Parent Company’s
and Group’s transactions, and disclose with reasonable accuracy at
any time the financial position of the Parent Company and the Group,
and enable them to ensure that the financial statements comply
with the Companies Act 2006. They are 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, and have general responsibility for
taking such steps as are reasonably open to them to safeguard
the assets of the Group and to prevent and detect fraud and
otherirregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic report, Directors’ report,
Directors’ Remuneration report and Corporate Governance statement
that comply with that law and those regulations.
The Directors are responsible for the maintenance and integrity of
the corporate and financial information included on the Company’s
website. Legislation in the UK governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors confirm to the best of their knowledge that:
• the financial statements, prepared in accordance with the
relevant financial reporting framework, give a true and fair view
of the assets, liabilities, financial position and profit or loss of the
Company and the undertakings included in the consolidation
taken as a whole;
• the Annual Report, including the Strategic report, includes a fair
review of the development and performance of the business and
the position of the Company and undertakings included in the
consolidation taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
• the Annual Report and the financial statements, taken as a
whole, are fair, balanced and understandable and provide the
information necessary for shareholders to assess the Company’s
position, performance, business model and strategy.
The Strategic report contains certain forward-looking statements
providing additional information to shareholders to assess the
potential for the Company’s strategies to succeed. Such statements
are made by the Directors in good faith, based on the statements
available to them up to the date of their approval of this report, and
should be treated with caution due to the inherent uncertainties
underlying forward-looking information.
Neither the Company nor the Directors accept any liability to any
person in relation to the Annual Report and financial statements
except to the extent that such liability could arise under English law.
By order of the Board
DAVID RICHARDSON
Group Chief Executive Officer
MARK GODSON
Group Chief Financial Officer
6 March 2025
DIRECTORS’ RESPONSIBILITIES
JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024128
Report on the audit of the financial statements
Opinion
In our opinion, Just Group plc’s Group financial statements and Company financial statements (the “financial statements”):
• give a true and fair view of the state of the Group’s and of the Company’s affairs as at 31 December 2024 and of the Group’s profit and
the Group’s and Company’s cash flows for the year then ended;
• have been properly prepared in accordance with UK-adopted international accounting standards as applied in accordance with the
provisions of the Companies Act 2006; and
• have been prepared in accordance with the requirements of the 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 Company statements of financial position as at 31 December 2024; the Consolidated statement of comprehensive
income for the year then ended; the Consolidated and Company statements of changes in equity for the year then ended and the
Consolidated and Company statements of cash flows 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 3(b), we have provided no non-audit services to the Company or its controlled undertakings in the period
underaudit.
Our audit approach
Context
The Group is predominantly based in the United Kingdom and writes business across four main product lines, being Defined Benefit
De-risking Solutions, Guaranteed Income for Life Solutions, Lifetime Mortgages and Care Plans. The Group has two regulated insurance
companies, Just Retirement Limited and Partnership Life Assurance Company Limited, in addition to other financial services companies.
In planning our audit, we met with the Group Audit Committee and members of management across the Group to discuss and understand
business developments during the year, and to understand their perspectives on associated business risks. We used this insight and our
knowledge of the Group and our industry experience when forming our own views regarding the audit risks and as part of developing our
planned audit approach to address those risks. Given the activities of the Group, we have built a team with the relevant industry experience
and technical expertise.
Overview
Audit scope
• Our audit scope has been determined to provide coverage of all material financial statement line items.
• Three reporting components were subject to full scope audits and we performed an audit of specific account balances for a further
fivecomponents.
Key audit matters
• Valuation of insurance contract liabilities (Group).
• Valuation of insurance contract liabilities – Annuitant mortality assumptions (Group).
• Valuation of insurance contract liabilities – Credit default assumptions for illiquid assets (Group).
• Valuation of insurance contract liabilities – Expense assumption (Group).
• Valuation of certain hard to value investments (Group).
• Valuation of the Company’s investments in Group undertakings (Company).
Materiality
• Overall Group materiality: £29,920,000 (2023: £26,860,000) based on 1% of Total Equity plus net of tax contractual service margin (CSM).
• Overall Company materiality: £12,610,000 (2023: £12,755,000) based on 1% of Total Equity.
• Performance materiality: £22,440,000 (2023: £20,145,000) (Group) and £9,457,500 (2023: £9,566,000) (Company).
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.
Independent Auditors’ Report
to the members of Just Group plc
129
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Independent Auditors’ Report continued
to the members of Just Group 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.
Valuation of insurance contract liabilities and reinsurance assets and liabilities – Implementation of IFRS 17: Judgements, new models and
data flows, which was a key audit matter last year, is no longer included because IFRS 17 has been fully implemented as of 31 December
2023. Otherwise, the key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Valuation of insurance contract liabilities (Group)
Refer to Group Audit Committee Report, Accounting policy
1.7 Insurance contracts and note 22 Insurance contracts
and related reinsurance.
The inherent uncertainty involved in setting the
assumptions used to determine the insurance liabilities
represents a significant area of management
judgement for which small changes in assumptions can
result in material impacts to the valuation of these
liabilities. As part of our consideration of the entire set
of assumptions, we focused particularly on annuitant
mortality assumptions, credit default risk assumptions
and expense assumptions as these are considered the
most significant andjudgemental.
We performed the following audit procedures to test the valuation of insurance
contract liabilities (including best estimate liabilities, risk adjustment and
contractual service margin):
• Tested the design and operating effectiveness of the controls in place over
the determination of the insurance contract liabilities, including those
relating to model inputs, model operation and extraction and consolidation
of results from the actuarial model;
• Tested the design and operating effectiveness of controls related to
policyholder data used in the valuation of insurance contract liabilities;
• For a sample, agreed policyholder data used in the actuarial models to
source documentation;
• Using our actuarial specialist team members, we applied our industry
knowledge and experience to assess the appropriateness of the
methodology, models and assumptions used against recognised actuarial
practices. This included consideration of the reasonableness of assumptions
against actual historical experience, and the appropriateness of any
judgements applied, including if there was any indication of
managementbias;
• Performed testing over the calculations in the liability cash flow model.
This included testing of changes made during the year, risk-based audit
procedures to independently test certain cashflows at regular intervals and
testing of analysis of change in modelled results, to assess whether the
model continues to operate as expected;
• Tested the derivation of the current, new business and annual locked in
discount rates used to discount the insurance contract liabilities;
• Used the results of an independent PwC annual benchmarking survey
of assumptions to further challenge the assumption setting process by
comparing certain assumptions used relative to the Group’s industry peers
(where available and applicable); and
• Tested the disclosures made by management in the financial statements.
Further details on the specific procedures performed over each of the identified
key assumptions are included in the below sections of our Key Audit Matters.
Based on the work performed and the evidence obtained, we consider the
assumptions used for valuation of insurance contract liabilities to
beappropriate.
130 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Key audit matter How our audit addressed the key audit matter
Valuation of insurance contract liabilities – Annuitant
mortality assumptions (Group)
Refer to Group Audit Committee Report, Accounting policy 1.7
Insurance contracts and note 22 Insurance contracts and
related reinsurance.
Annuitant mortality assumptions are an area of
significant management judgement due to the inherent
uncertainty involved. Annuity liabilities are sensitive to
the choice of best estimate annuitant mortality
assumptions due to the large volume of annuity
business. The best estimate annuitant mortality
assumption has two main components:
1) Base mortality assumptions
This part of the assumption is mainly driven by internal
experience analyses, but judgement is also required. For
example, in determining the most appropriate
granularity at which to carry out the analysis; the time
window used for historic experience, or whether data
should be excluded from the analysis; and in selecting
an appropriate industry mortality table to which
management overlays the results of the
experienceanalysis.
2) Rate of future mortality improvements
This part of the assumption is more subjective given the
lack of data and the uncertainty over how life
expectancy will change in the future. The allowance for
future mortality improvements is inherently subjective,
as improvements develop over long timescales and
cannot be captured by analysis of internal
experiencedata.
The extent to which mortality rates may remain
elevated in future, as a result of COVID-19 and other
trends in the UK, is subject to considerable uncertainty.
Judgement is required in estimating the allowance for
expected high future mortality rates in the long term.
The Continuous Mortality Investigation Bureau provides
mortality projection models which are widely used
throughout the industry and contain a standard core set
of assumptions calculated by the CMIB based on the
most recent available population data.
Risk adjustment for longevity risk
In addition, under IFRS 17, an allowance for risk in
excess of the best estimate and representing the view of
compensation for non-financial risk that management
require is held (known as the risk adjustment). The
primary component of the risk adjustment is annuity
mortality risk and the selection of the distribution and
associated stresses is a matter of judgement.
We performed the following audit procedures to test the annuitant mortality
assumptions (including base mortality assumptions, rate of future mortality
improvements and the risk adjustment):
• Tested the design and operating effectiveness of controls in place over the
performance of annuitant mortality experience analysis studies, approval of
the proposed assumptions and implementation within the actuarial model;
• Tested the reasonableness of the methodology used to perform the annual
experience studies. This involves the assessment of key judgements with
reference to relevant rules, actuarial guidance and by applying industry
knowledge and experience;
• Tested completeness and accuracy of experience analysis data. For a sample,
agreed experience analysis data used to source documentation;
• Assessed the appropriateness of expert judgments used in the development
of the mortality improvement assumptions, including the selection and
parameterisation of the CMI model (e.g. the choice of the smoothing
parameter, initial rate, long term rate and tapering at older ages);
• Assessed management’s considerations in relation to the long term impacts
of COVID-19 and other trends in the UK on results of experience analysis and
in the allowance made for potential changes in current and future expected
rates of annuitant mortality;
• Assessed management’s risk adjustment methodology relative to the
compensation required by management for non-financial risk, including the
selected confidence level and calibration, and the impact of Partnership Life
Assurance Company Limited (PLACL) being on the PRA-approved Solvency II
internal model, as well as testing management’s controls over the processes;
and
• Compared the annuitant mortality assumptions selected by management
against those adopted by peers using our annual benchmarking survey of the
market (to the extent available).
Based on the work performed and the evidence obtained, we consider the
assumptions used for annuitant mortality to be appropriate.
131
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Independent Auditors’ Report continued
to the members of Just Group plc
Key audit matter How our audit addressed the key audit matter
Valuation of insurance contract liabilities – Credit
default assumptions for illiquid assets(Group)
Refer to Group Audit Committee Report, Accounting policy
1.7 Insurance contracts and note 22 Insurance contracts
and related reinsurance.
The Group, as permitted by IFRS 17 derives the discount
rate for calculating the insurance contract liabilities
(future cash flows and risk adjustment) is determined
using a ‘top-down’ approach. In this approach the
discount rate is set using the yield on a reference
portfolio of assets (based on the actual assets held)
with explicit deductions for both expected and
unexpected credit default risk.
The credit default assumptions are also used to
determine the locked-in discount rate based on the
target asset mix for new business written in the period
(applicable to the contractual servicemargin).
This is a key audit matter because the Group’s asset
portfolio includes a material amount of illiquid assets
for which the determination of credit default
assumptions, including consideration of expected and
unexpected default risk, requires a significant level of
expert judgement.
We performed the following audit procedures to test the credit
defaultassumptions:
• Tested the design and operating effectiveness of controls over
management’s analysis of change in discount rate (including credit default
assumptions);
• Tested change controls around the implementation of the credit default
assumptions within the various tools used for current and locked-in discount
rates for new business written in the period;
• Tested accuracy of asset data used to determine credit default assumptions.
For a sample, agreed asset data used to source documentation and/or
market information;
• Tested the methodologies used to derive the assumptions (including
expected and unexpected risk) with reference to relevant rules and actuarial
guidance and by applying our industry knowledge and experience. This also
included analysis of any impact of the Solvency II Matching Adjustment
Attestation on the credit default assumptions under IFRS 17;
• Tested significant assumptions used by management against market
observable data (to the extent available and relevant) and our experience of
market practices. We have also considered the impact of current economic
conditions on levels of expected and unexpected credit default risk;
• Performed procedures to obtain comfort over the appropriateness of asset
credit ratings. This included engaging our valuation experts to assess the
appropriateness of the methodology and assumptions used for a sample of
assets, and testing management’s oversight, review and challenge of ratings
provided by external assetmanagers; and
• Compared the assumptions selected against those adopted by peers using
our independent annual benchmarking survey of the market assumptions
(to the extent available).
Based on the work performed and the evidence obtained, we consider the
assumptions used for credit default risk to be appropriate.
Valuation of insurance contract liabilities – Expense
assumption(Group)
Refer to Group Audit Committee Report, Accounting policy
1.7 Insurance contracts and note 22 Insurance contracts
and related reinsurance.
Future maintenance expenses and expense inflation
assumptions are used in the measurement of the
insurance contract liabilities. The assumptions reflect
the expected future expenses that will be required to
maintain the in-force policies at the balance sheet date,
including an allowance for project costs and
futureinflation.
In addition, acquisition expenses are also relevant in
determining the contractual service margin component
of the insurance contract liabilities at point of sale.
The assumptions used require judgement, particularly
with respect to the allocation of expenses between
acquisition, maintenance andother.
We performed the following audit procedures to test the expense assumptions:
• Tested the design and operating effectiveness of controls related to the
expense assumptionprocess;
• Assessed the methodology used by management to derive the assumptions
with reference to relevant rules and actuarial guidance and by applying our
industry knowledge and experience;
• Tested the completeness and accuracy of the total cost base and allocation
of expenses to the appropriate cost centre;
• Assessed the appropriateness of significant judgements in application of the
methodology, including excluded costs (for example, due to costs either not
relating to the insurance business or being non-recurring in nature), expected
future improvements in efficiency, and the allocation of expenses between
acquisition and maintenance and to products. This assessment also
considered the appropriateness of the treatment of non-discretionary
project spend where we expect these costs to be included in the ongoing
cost base;
• Assessed the appropriateness of the rate at which expenses are assumed to
inflate in the future, taking into account current and future market
expectations of both price and earnings inflation; and
• Tested the policy counts used in the derivation of per policy expense
assumptions and considered whether any adjustments are required to
reflect changes in future expected policy volumes, for example, to allow for
diseconomies of scale.
Based on the work performed and the evidence obtained, we consider the
expense assumptions to be appropriate.
132 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Key audit matter How our audit addressed the key audit matter
Valuation of certain hard to value investments (Group)
Refer to Group Audit Committee Report, Accounting policy
1.13 Financial investments and note 16 Fair value of
financial assets and liabilities.
The valuation of the investment portfolio involves
judgement and continues to be an area of inherent risk.
The valuation risk is not uniform for all investment types
and is greatest for certain hard to value assets
categorised as level 3 under the fair value methodology.
This is due to the level of complexity involved and the
significant judgement required in the selecting and
applying of key assumptions and unobservable inputs,
and the resulting sensitivities on the reported amounts.
The asset classes that we consider for this risk are:
1. Lifetime mortgages (LTM);
2. Loans secured by commercial mortgages;
3. Long income real estate (which includes
residential ground rents); and
4. Other illiquid debt instruments.
The setting of voluntary redemptions (persistency), as
well as key economic assumptions, applied in the
valuation of LTMs (including current property values,
house price inflation and volatility) are impacted by the
uncertainty in the current economic environment.
We performed the following audit procedures in respect of Lifetime Mortgages:
• Tested the design and operating effectiveness of controls related to the
accuracy and completeness of data used in the modelling of LTMs;
• For a sample of mortgages, agreed data used in the modelling of LTMs to
policyholder documentation;
• Tested the design and operating effectiveness of controls in place over the
determination of the valuation of LTMs, including those relating to model
inputs, model operation and extraction and consolidation of results from the
valuation models;
• Engaged our actuarial specialists, applied our industry knowledge and
experience to assess the appropriateness of the methodology, models and
assumptions used to assess the allowance for the no negative Equity
Guarantee (nnEG) against recognised actuarial practices, including any
changes made during the year, taking into account the impact of current
economic conditions;
• Performed testing over the actuarial model calculations relating to the nnEG
and tested the analysis of change in modelled results, to assess whether the
model continues to operate as expected.
• Evaluated the appropriateness of significant economic assumptions,
including the property price inflation assumption and property price volatility
assumptions used within the valuation process, with reference to market
data and industry benchmarks where available, and taking into account the
impact of current economic conditions;
• Assessed the appropriateness of current property prices derived using
Automated Valuation Model (AVM);
• Tested the key judgements involved in the preparation of the manually
calculated components of the asset balance, and the accuracy of
the calculations;
• Evaluated the Group’s historic data used to prepare the Group’s mortality,
morbidity and voluntary redemptions experience analysis, taking into
account the impact of current economic conditions for voluntary
redemptions together with industry data on expectations of future mortality
improvements and assess whether this supports the assumptions adopted;
and
• Considered the adequacy of the Group’s disclosures in relation to the
valuation of those assets designated Level 3, in particular the sensitivity of
the valuations adopted to alternative outcomes.
We performed the following audit procedures to test the valuation of other
hard to value investments classified as Level 3 (excluding Lifetime mortgages):
• Tested the design and operating effectiveness of controls related to the
valuation of investments;
• Obtained independent confirmations from third party asset managers
(where relevant);
• Engaged our valuation experts to perform independent valuations for a
sample of commercial mortgages, long income real estate, and other illiquid
debt instruments which included assessing the reasonableness and
appropriateness of the valuation methodology applied; and investigated any
variances outside of our tolerable threshold;
• Tested inputs into the valuation to external sources, where possible; and
• Tested the disclosures made by management in the financial statements.
Based on the work performed and the evidence obtained, we consider the
valuation of hard to value investments to be appropriate.
133
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Independent Auditors’ Report continued
to the members of Just Group plc
Key audit matter How our audit addressed the key audit matter
Valuation of the Company’s investments in Group
undertakings (Company)
Refer to Company accounting policy 1.4 Investments in
Group undertakings and note 2 to the Company’s
financial statements – Investments in Group
undertakings.
In the Company’s statement of financial position,
investments in subsidiaries are reported at cost less
impairment. The investments in subsidiaries are the
largest assets on the Company’s statement of financial
position. There is a risk that the carrying value of the
investments in subsidiaries exceeds the recoverable
amount and therefore an impairment loss should
berecognised.
In respect of the carrying value of investments in Group undertakings we have:
• Obtained management’s assessment of impairment indicators in
investments in Group undertakings and tested relevant key inputs;
• Evaluated whether there is an impact on the carrying value of the investment
based on our understanding of the business and accounting treatment; and
• Tested the disclosures made by management in the financialstatements.
Based on the work performed and the evidence obtained, we consider the
carrying amount of the Company’s investments in Group undertakings to
beappropriate.
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 Company, the accounting processes and controls, and the industry in which
theyoperate.
Decisions regarding scoping require a significant degree of professional judgement based on quantitative and qualitative considerations,
including the size and nature of business activities in each operating entity.
The Group is predominantly based in the United Kingdom and writes business across four main product lines, being Defined Benefit
De-risking Solutions, Guaranteed Income for Life Solutions, Lifetime Mortgages and Care Plans. The Group consists of the parent Company,
Just Group plc, and a number of subsidiary companies, of which the most significant are Just Retirement Limited and Partnership Life
Assurance Company Limited, which conduct substantially all the insurance business on behalf of the Group.
We have determined three components which were subject to full scope audits, Just Group plc, Just Retirement Limited and Partnership
Life Assurance Company Limited. In addition, we performed a limited scope audit covering specific financial statement line items for a
further five components. For the residual components, we performed analysis at an aggregated Group level to re-examine our assessment
that there were no significant risks of material misstatements. Our scoping resulted in 94% coverage of consolidated total assets, 96%
coverage of consolidated total liabilities and 95% coverage of consolidated profit before tax.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the governance and process adopted to assess the extent of the
potential impact of climate risk on the Group’s financial statements and support the disclosures made within the Annual Report.
In addition to enquiries with management, we also read the Group’s climate risk assessment documentation, reviewed board minutes and
considered disclosures in the Annual Report in relation to climate change (including the Task Force on Climate-related Financial Disclosures
(“TCFD”)) in order to assess the completeness of management’s climate risk assessment.
Management has made commitments to aim for the operations of the Group to be carbon net zero by 2025 and for emissions from the
investment portfolio, properties on which lifetime mortgages are secured and supply chain to be net zero by 2050, with a 50% reduction
in emissions from the portfolio by 2030.
The key areas of the financial statements where management evaluated that climate risk has a potential impact are Lifetime Mortgage
and investment portfolios, where the value of investments may be affected over time based on market expectations.
We have assessed the risks of material misstatement to the Annual Report as a result of climate change and concluded that for the year
ended 31 December 2024, the main audit risks are related to disclosures included within the ‘Sustainability TCFD’ sections.
We also considered the consistency of the disclosures in relation to climate change (including the disclosures in the Task Force on Climate-
related Financial Disclosures section) within the Annual Report with the financial statements and our knowledge obtained from our audit.
Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or our key audit
matters for the year ended 31 December 2024.
134 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
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 £29,920,000 (2023: £26,860,000). £12,610,000 (2023: £12,755,000).
How we determined it 1% of Total Equity plus net of tax contractual service
margin (CSM)
1% of Total Equity
Rationale for benchmark
applied
In determining our materiality, we considered financial
metrics alongside additional non-financial factors such as
nature of the Group, its industry and the economic
environment. The engagement team has considered the
primary focus of the users of the financial statements,
including shareholders, policyholders and regulators and
has determined that an equity based benchmark would be
the most appropriate given the primary focus of the users
of the financial statements continues to be the capital
position of the Group. In addition, the income statement is
driven largely by balance sheet movements in insurance
contract liabilities for long-term products. Total equity plus
net of tax CSM is considered an indication of the valuation
of the current in-force business as it reflects the in-force
profits to be released over the duration of the existing
contracts.
In determining our materiality, we considered
financial metrics which we believed to be
relevant and concluded that total equity was
the most appropriate benchmark. The primary
use of the financial statements is to determine
the entity’s ability to pay dividends and the
users will therefore be focused on distributable
reserves, a balance captured using a total
equity benchmark.
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 £23,460,000 and £3,520,000. 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 £22,440,000 (2023: £20,145,000) for the Group financial
statements and £9,457,500 (2023: £9,566,000) for the 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.
We agreed with the Group Audit Committee that we would report to them misstatements identified during our audit above £1,496,000
(Group audit) (2023: £1,336,000) and £630,500 (Company audit) (2023: £700,000) as well as misstatements below those amounts that, in
our view, warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the Directors’ assessment of the Group’s and the Company’s ability to continue to adopt the going concern basis of
accounting included:
• Obtained the Directors’ going concern assessment and challenged the rationale for downside scenarios adopted and material
assumptions made using our knowledge of the Group’s business performance, review of regulatory correspondence and obtaining
further corroborating evidence;
• Considered management’s assessment of the regulatory solvency coverage and liquidity position in the forward looking scenarios
considered;
• Assessed the impact of severe, but plausible, downside scenarios which removed certain actions which are not necessarily within
management’s control;
• Assessed the impact of the factors outlined in Note 28 Financial and Insurance risk management, which could erode the Group’s capital
resources;
• Assessed the liquidity of the Company, including the Company’s ability to pay policyholder obligations, suppliers and creditors as
amounts fall due;
• Assessed the ability of the Group and the Company to comply with covenants; and
• Reviewed the disclosures included in the financial statements, including the Basis of Preparation.
135
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Independent Auditors’ Report continued
to the members of Just Group plc
Conclusions relating to going concern continued
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 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
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 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 Directors’ Remuneration Report 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 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 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 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 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.
136 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Our review of the Directors’ statement regarding the longer-term viability of the Group and 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 Company and their environment
obtained in the course of theaudit.
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 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 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 Directors’ Responsibility Statement, 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 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 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 breaches of UK regulatory principles, such as those governed by the Prudential Regulation Authority (“PRA”) and the Financial
Conduct Authority (“FCA”), 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
judgemental areas as described in our key audit matters. Audit procedures performed by the engagement team included:
• Discussions with the Board, management, Internal Audit, and senior management involved in the Risk and Compliance functions,
including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
• Assessment of matters reported on the Group’s whistleblowing register and the results of management’s investigation of such matters
where applicable;
• Reviewing correspondence with the PRA and FCA in relation to compliance with laws and regulations;
• Meeting with the PRA supervisory team to discuss matters in relation to compliance with laws and regulations;
• Attendance at Audit Committee meetings;
• Reviewing relevant meeting minutes including those of the Board of Directors, Group Audit, Group Risk and Compliance, Investment and
Remuneration Committees;
• Reviewing data regarding policyholder complaints, the Group’s register of litigation and claims, Internal Audit reports, and Compliance
reports in so far as they related to non-compliance with laws and regulations and fraud;
• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and
regulations;
• Procedures relating to the valuation of life insurance contract liabilities, in particular annuitant mortality, credit default and expense
assumptions, and the valuation of certain hard to value investments, described in the related key audit matters;
• Validating the appropriateness of journal entries identified based on our fraud risk criteria; and
• Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing.
137
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Independent Auditors’ Report continued
to the members of Just Group plc
Auditors’ responsibilities for the audit of the financial statements continued
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.
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 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 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 Company financial statements and the part of the Directors’ Remuneration Report 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 14 May 2020 to audit the financial
statements for the year ended 31 December 2020 and subsequent financial periods. The period of total uninterrupted engagement is five
years, covering the years ended 31 December 2020 to 31 December 2024.
Other matter
As required by the Financial Conduct Authority Disclosure Guidance and Transparency Rule 4.1.14R, these financial statements form part of
the ESEF-prepared annual financial report filed on the National Storage Mechanism of the Financial Conduct Authority in accordance with
the ESEF Regulatory Technical Standard (‘ESEF RTS’). This auditors’ report provides no assurance over whether the annual financial report
has been prepared using the single electronic format specified in the ESEF RTS.
Philip Watson (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
6 March 2025
138 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 December 2024
Year ended Year ended
31 December 2024 31 December 2023
Note£m £m
Insurance revenue
1,809
1,555
Insurance service expenses
(1,621)
(1,396)
Net expenses from reinsurance contracts
(39)
(41)
Insurance service result
3
149
118
Interest income on financial assets measured at amortised cost
135
54
Other investment return
(263)
2,119
Investment return
(128)
2,173
Net finance income/(expenses) from insurance contracts
480
(2,006)
Net finance (expenses)/income from reinsurance contracts
(52)
108
Movement in investment contract liabilities
(2)
(2)
Net investment result
4
298
273
Other income
18
21
Other operating expenses
3
(85)
(104)
Other finance costs
5
(241)
(122)
Share of results of associates accounted for using the equity method
31
(26)
(14)
Profit before tax
2
113
172
Income tax expense
6
(33)
(43)
Profit for the year
80
129
Other comprehensive income:
Items that will not be reclassified subsequently to profit or loss:
Revaluation of land and buildings
(2)
–
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations
(4)
–
Other comprehensive income for the year, net of income tax
(6)
–
Total comprehensive income for the year
74
129
Profit attributable to:
Equity holders of Just Group plc
80
129
Profit for the year
80
129
Total comprehensive income attributable to:
Equity holders of Just Group plc
74
129
Total comprehensive income for the year
74
129
Basic earnings per share (pence)
10
6.5
11.3
Diluted earnings per share (pence)
10
6.5
11.2
The notes are an integral part of these financial statements.
139
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2024
Total equity Non-
Share Share Other Retained Tier 1 excluding controlling
capital premium reserves
earnings
1
notes NCI interest Total
Year ended 31 December 2024
Note
£m£m£m£m£m£m £m £m
At 1 January 2024
104
95
943
(259)
322
1,205
(2)
1,203
Profit for the year
–
–
–
80
–
80
–
80
Other comprehensive income for the
period, net of income tax
–
–
(2)
(4)
–
(6)
–
(6)
Total comprehensive income for the year
–
–
(2)
76
–
74
–
74
Contributions and distributions
Dividends
11
–
–
–
(23)
–
(23)
–
(2 3)
Interest paid on Tier 1 notes (net of tax)
21
–
–
–
(12)
–
(12)
–
(12)
Share-based payments reserve credit
(net of tax)
–
–
–
9
–
9
–
9
Transactions in shares held by trusts
–
–
3
(7)
–
(4)
–
(4)
Total contributions and distributions
–
–
3
(33)
–
(30)
–
(30)
Acquisition of non-controlling interest
–
–
–
(3)
–
(3)
2
(1)
Total changes in ownership interests
–
–
–
(3)
–
(3)
2
(1)
At 31 December 2024
104
95
944
(219)
322
1,246
–
1,246
Total equity Non-
Share Share Other Retained Tier 1 excluding controlling
capital premium reserves
earnings
1
 notes NCI interest Total
Year ended 31 December 2023
Note
£m£m £m£m£m£m£m £m
At 1 January 2023
104
95
938
(354)
322
1,105
(2)
1,103
Profit for the year
–
–
–
129
–
129
–
129
Total comprehensive income for the year
–
–
–
129
–
129
–
129
Contributions and distributions
Dividends
11
–
–
–
(19)
–
(19)
–
(19)
Interest paid on Tier 1 notes (net of tax)
21
–
–
–
(12)
–
(12)
–
(12)
Share-based payments reserve credit
(net of tax)
–
–
–
7
–
7
–
7
Transactions in shares held by trusts
–
–
5
(10)
–
(5)
–
(5)
Total contributions and distributions
–
–
5
(34)
–
(29)
–
(29)
At 31 December 2023
104
95
943
(259)
322
1,205
(2)
1,203
1 Includes currency translation reserve of £5m (31 December 2023: £1m).
The notes are an integral part of these financial statements.
140 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 December 2024
31 December 2024 31 December 2023
Note £m£m
Assets
Intangible assets
12
40
41
Property and equipment
13
20
22
Investment property
14
27
32
Financial investments
15
34,390
29,423
Investments accounted for using the equity method
31
119
149
Reinsurance contract assets
22
2,067
1,143
Deferred tax assets
17
387
406
Current tax assets
1
4
Prepayments and accrued income
14
12
Other receivables
49
60
Cash available on demand
18
808
546
Total assets
37,922
31,838
Equity
Share capital
19
104
104
Share premium
19
95
95
Other reserves
20
944
943
Retained earnings
(219)
(259)
Total equity attributable to shareholders of Just Group plc
924
883
Tier 1 notes
21
322
322
Total equity attributable to owners of Just Group plc
1,246
1,205
Non-controlling interest
31
–
(2)
Total equity
1,246
1,203
Liabilities
Insurance contract liabilities
22
27,753
24,131
Reinsurance contract liabilities
22
94
125
Investment contract liabilities
23
42
35
Loans and borrowings
24
839
686
Payables and other financial liabilities
1
25
7,889
5,608
Accruals and provisions
2
59
50
Total liabilities
36,676
30,635
Total equity and liabilities
37,922
31,838
1 Other payables has been aggregated with other financial liabilities in all periods presented.
2 Other provisions has been aggregated with accruals and deferred income in all periods presented.
The notes are an integral part of these financial statements.
The financial statements were approved by the Board of Directors on 6 March 2025 and were signed on its behalf by:
MARK GODSON
Director
141
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2024
Year ended Year ended
31 December 2024 31 December 2023
Note£m£m
Cash flows from operating activities
Profit before tax
113
172
Adjustments for:
Depreciation of property and equipment
13
3
2
Share of results from associates
26
14
Amortisation of intangible assets
12
1
3
Impairment of intangible assets
12
–
3
Share-based payments
1
1
Interest income
4
(1,217)
(1,104)
Interest expense
5
241
122
Change in operating assets and liabilities:
Net increase in financial investments
(4,247)
(6,068)
Increase in net reinsurance contracts balance
(955)
(363)
Increase in prepayments and accrued income
(2)
(1)
Decrease in other receivables
10
3
Increase in insurance contract liabilities
3,622
4,484
Increase in investment contract liabilities
7
2
Increase in accruals and provisions
9
16
Increase in net derivative liabilities, financial liabilities and other payables
1
2,101
1,774
Interest received
1,151
1,075
Taxation (paid)/received
(1)
6
Net cash inflow from operating activities
863
141
Cash flows from investing activities
Acquisition of property and equipment
13
(4)
(3)
Disposal of property
13
–
1
Dividends from associates
4
–
Net cash outflow from investing activities
–
(2)
Cash flows from financing activities
Proceeds on issue of borrowings (net of costs)
24
398
–
Payment on redemption of borrowings
24
(256)
(26)
Acquisition of non-controlling interests
(1)
–
Dividends paid
11
(23)
(19)
Coupon paid on Tier 1 notes
11
(16)
(16)
Interest paid on borrowings
(48)
(48)
Payment of lease liabilities – principal
(2)
(1)
Net cash inflow/(outflow) from financing activities
52
(110)
Net increase in cash and cash equivalents
915
29
Foreign exchange differences on cash balances
(2)
2
Cash and cash equivalents at 1 January
1,687
1,656
Cash and cash equivalents at 31 December
2,600
1,687
Cash available on demand
808
546
Units in liquidity funds
1,792
1,141
Cash and cash equivalents at 31 December
18
2,600
1,687
1 Other payables has been aggregated with other financial liabilities in all periods presented.
The notes are an integral part of these financial statements.
142 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. MATERIAL ACCOUNTING POLICIES
General information
Just Group plc (the “Company”) is a public company limited by shares, incorporated and domiciled in England and Wales. The Company’s
registered office is Enterprise House, Bancroft Road, Reigate, Surrey, RH2 7RP.
1.1. Basis of preparation
The consolidated financial statements have been prepared in accordance with UK adopted international accounting standards in
conformity with the requirements of the Companies Act 2006 and the disclosure guidance and transparency rules sourcebook of the
United Kingdom’s Financial Conduct Authority.
The consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of land
and buildings, certain financial assets and financial liabilities (including derivative instruments and investment contract liabilities) and
investment properties at fair value and the accounting for the remeasurement of insurance and reinsurance contracts as required by IFRS
17. Unless otherwise stated, values are expressed to the nearest £1m.
Going concern
A detailed going concern assessment has been undertaken and having completed this assessment, the Directors are satisfied that the
Group has adequate resources to continue to operate as a going concern for a period of not less than 12 months from the date of signing
of this report and that there is no material uncertainty in relation to going concern. Accordingly, the going concern basis continues to be
applied in preparing these financial statements and it remains appropriate to value assets and liabilities on the assumption that there are
adequate resources to continue in business and meet obligations as they fall due. The Directors considered the findings of the work
performed to support the long-term viability statement of the Group in the Risk management section of the Annual Report and Accounts,
which is undertaken together with the going concern assessment.
This assessment includes the consideration of the Group’s business plan approved by the Board; the projected solvency and liquidity
positions of the Company and the Group, impacts of economic stresses, the current financing arrangements and contingent liabilities,
and a range of forecast scenarios with differing levels of new business and associated additional capital requirements to write anticipated
levels of new business. Over the time periods assessed, the Group does not consider there to be any material uncertainty arising from
climate-related risk. Further information regarding the Group’s exposure to physical and transition risks of climate change is included
in the Strategic report disclosures on the TCFD disclosure framework.
The Group has a robust liquidity framework designed to withstand a range of “worst case” 1-in-200 year historic liquidity events.
The Group liquid resources includes the Parent Company’s undrawn revolving credit facility of up to £400m for general corporate and
working capital purposes. The borrowing facility is subject to financial covenants that are measured biannually as at the end of June
and December, being the ratio of consolidated net debt to the sum of net assets and consolidated net debt not being greater than 45%.
The ratio on 31 December 2024 was 19% (31 December 2023: 24%). The Group’s business plan indicates that liquidity headroom will be
maintained above the Group’s borrowing facilities and financial covenants will be met throughout the going concern period.
As explained in note 30, the Group complies with the requirements of Solvency II, which includes the requirement to maintain eligible
capital in excess of the value of the Solvency Capital Requirement (“SCR”) which is determined based on capital required to absorb
1-in-200 year stress tests for longevity risk, property risk, credit risk and interest rate risk over the next years’ time horizon.
The resilience of the solvency capital position has been tested under a range of adverse scenarios, before and after management actions
within the Group’s control, which consider the possible impacts on the Group’s business, including stresses to UK residential property
prices, house price inflation, the credit quality of assets including residential ground rent portfolios, mortality, and risk-free interest rates.
Eligible own funds exceeded the minimum capital requirement in all stressed scenarios described above.
Furthermore, the Directors note that in a scenario where the Group ceases to write new business, the going concern basis would continue
to be applicable while the Group continued to service in-force policies.
1.2. New accounting standards and new material accounting policies
Adoption of new and amended accounting standards
The following amendments to existing standards have been adopted by the Group and do not have a significant impact on the
financial statements:
• IAS 1 “Presentation of financial statements” – Amendments in respect of the classification of liabilities as current or non-current.
• IAS 1 “Presentation of financial statements” – Amendments in respect of non-current liabilities with covenants.
The following new accounting standards are in issue but not endorsed yet. These have not yet been adopted by the Group and are not
expected to have a significant impact on the results within the financial statements:
• IFRS 18 “Presentation and Disclosure in Financial Statements” (effective 1 January 2027 with restatement for comparatives). IFRS 18
introduces new requirements on presentation and disclosures in the financial statements, with a focus on the income statement and
reporting of financial performance. Items in the statement of profit or loss will be classified into different categories such as operating,
investing and financing. As a presentation and disclosure standard, the implementation of IFRS 18 will not affect the Group’s results.
The Group is considering the impact on the presentation of the Group’s financial statements.
143
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
1.3. Material accounting policies and the use of judgements, estimates and assumptions
The preparation of financial statements requires the Group to select accounting policies and make estimates and judgements that affect
items reported in the Consolidated statement of comprehensive income, Consolidated statement of financial position, other primary
statements and Notes to the financial statements.
All estimates are based on management’s knowledge of current facts and circumstances, assumptions based on that knowledge and
predictions of future events and actions. Actual results may differ significantly from those estimates. Sensitivities of investments and insurance
contracts to reasonably possible changes in significant estimates and assumptions are included in notes 16(d) and 22(h) respectively.
The major areas of judgement applied as part of accounting policy application are summarised below.
Note
Item involving judgement
Critical accounting judgement
1.7
Selection of the
The Group has elected to apply the top-down approach for the determination of discount rate for
top-down approach insurance and reinsurance contracts.
and identification of Discount rates are determined based on a reference portfolio of assets and allow for deductions for credit
the reference portfolio risk (both expected and unexpected). Management have exercised judgement in identifying the reference
used to determine the portfolio which is based upon the actual asset portfolio backing the net of reinsurance best estimate
discount rate for liabilities and risk adjustment and is adjusted in respect of new contracts incepting in the period to
insurance and allow for a period of transition from the actual asset holdings to the target portfolio where necessary.
reinsurance contracts
No adjustment for liquidity differences between the reference portfolio and the liabilities is made.
For calculation of the Contractual Service Margin (“CSM”) at the inception of contracts, discount rates
are based on the yields from a reference portfolio assumed to be represented by the current target
portfolio mix based on the latest investment strategy. Consistent discount rates are used for
calculation of the reinsurance CSM as used for the underlying business.
A weighted average discount rate curve is used for accreting interest on the CSM and for calculating
movements in the CSM due to changes in fulfilment cash flows relating to future service. This
separate “locked-in” discount rate curve is determined for each annual cohort at the end of the
cohort’s first year and then does not change throughout the remainder of life of the group
of contracts.
1.7, 22
Calibration of risk
Future cash flows are adjusted by the risk adjustment for non-financial risk representing the level of
adjustment for compensation that the Group requires for bearing the uncertainty regarding the amount and timing
insurance contract of the cash flows that arise from non-financial risk.
liabilities and The Group has applied judgement in calibrating the risk adjustment using an appropriate confidence
reinsurance assets interval. The risk adjustment is calibrated to provide a 70% level of confidence that longevity,
and liabilities expense and insurance contract specific operational risks will be covered by the liabilities when
viewed over the lifetime of the contracts and is used as a core parameter within the Group’s pricing
framework when assessing the profitability of new business.
The reinsurance risk adjustment represents the extent to which non-financial risks are transferred to
reinsurers and is measured using the same calibrations as applied to the underlying contracts.
1.7, 22
Determination of the
 Coverage units for phasing the recognition of CSM in profit or loss are determined by the type of
weighting of coverage service provided. Coverage units for the Group’s products are defined as follows:
units for phasing the
–
In the deferred phase of Defined Benefit policies, investment return service coverage units are
recognition of CSM in represented by the return on the funds backing the future cash flow liability in this accumulation
profit or loss phase. Insurance service in this phase is considered insignificant.
–
In the guaranteed phase of Defined Benefit and Guaranteed Income for Life policies, when
payments outwards are being made regardless of any insurance event, investment return service
is represented by the payments to annuitants.
–
In the life contingent phase of all policies, insurance service is represented by payments to
annuitants, as confirmed by the IASB Interpretation Committee (“IFRIC”) during 2022.
The Group applies judgement in weighting these disparate coverage units. The Group has determined
that the appropriate weighting to apply is the probability of the policy being in force. This reflects the
judgement made by the Group that the value of services provided to policyholders is broadly
equivalent across the different phases in the life of contracts.
1.13
Assessment whether
Management exercises judgement in determining whether there is an active market for a particular
a market is active security. Where the market is not active, management applies judgement in selecting the
and the selection appropriate valuation technique.
of an appropriate The Group has determined that the appropriate valuation model to fair value the No-Negative Equity
measurement model to Guarantee (“NNEG”) associated with the Group’s Lifetime Mortgages (“LTMs”) is a variant of the Black-
determine the fair value Scholes option pricing formula with real world assumptions. The Group has selected to use real world
of financial assets assumptions instead of risk neutral assumptions due to the lack of relevant observable market inputs
where the market is not to support a risk neutral valuation approach.
active
144 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
The table below sets out the significant estimates and assumptions and other estimates applied by the Group in measuring assets and
liabilities.
Note
Significant estimate
Description
1.7, 22
Measurement of
The measurement of insurance liabilities is determined by the present value of estimates of the
insurance contract projected future annuity payments and the cost of administering payments to policyholders. The key
liabilities using assumptions used in the determination of future cash flows are the mortality and annuity escalation
assumptions for assumptions and the level and inflation of costs of administration.
mortality, expenses, Mortality assumptions are derived from the appropriate standard mortality tables, adjusted to reflect
discount rates
the future expected mortality experience of the policyholders.
The Group considers any maintenance expenses to be directly attributable if they are required to be
incurred to enable the insurance entities to continue to operate as insurance companies maintaining
the contracts in force. Maintenance expenses are determined from expense analyses and are
assumed to inflate at market-implied rates.
The present value of future cash flows are discounted based on discount rates as at the valuation
date. Discount rates are based on estimates of the yield of a reference portfolio including deductions
for allowances for expected and unexpected credit default losses. Factors that may affect future
levels of defaults, including historic trends and current spread levels, are closely monitored when
determining deductions for credit risk.
1.7, 22
Measurement of
The measurement of the value of reinsurance assets and liabilities is determined by the present value
reinsurance contracts of estimates of the projected future cash flows arising from the reinsurers’ share of the Group’s
using assumptions for insurance liabilities including the risk adjustment. The key assumptions used in the valuation include
mortality, discount mortality experience, discount rates and assumptions around the reinsurers’ ability to meet their
rates and credit default claims obligations.
risk Mortality assumptions are derived consistently with the approach described above for gross
insurance contracts.
Discount rates are derived consistently with the approach described above for gross insurance
contracts with the following adjustments:
–
In instances where reinsurance cover is in place when underlying contracts are written, the
reinsurance CSM is calculated using discount rates as at the start of the relevant treaty
notice period.
–
In instances where reinsurance is transacted subsequently to the underlying business being
written, the reinsurance CSM is calculated using discount rates as at the start date of the
reinsurance treaty.
Allowance is made for reinsurer credit default risk based on the net balance held with the reinsurer
after allowing for collateral arrangements.
1.13, Measurement of fair The measurement of lifetime mortgages includes estimates of the projected future receipts of
16(a) value of lifetime interest and loan repayments and the future costs of administering the loan portfolio.
16(d) mortgages, including The key assumptions used as part of the valuation calculation include future property prices and their
measurement of the volatility, mortality, the rate of voluntary redemptions and the liquidity premium added to the swap
no-negative equity curve and used to discount the mortgage cash flows. In addition, the costs of administering the loan
guarantee
portfolio are estimated using assumptions for future policy expense levels.
16(a)
Measurement of fair
The fair value of other illiquids is estimated using discounted cash flow valuation approaches and
value of other illiquid pricing from asset managers and other third party pricing sources. Discounted cash flow models
financial investments include assumptions regarding unobservable inputs where the market is not active.
The assumptions for unobservable inputs include management’s expectations regarding credit
spreads and also credit ratings for privately-rated assets used in determining the discount rate for
such investments.
16
Measurement of the
The Group notes the significant uncertainty regarding the outcome of the previous Government
value of residential consultation and the 2024 King’s Speech regarding restriction of residential ground rents. In
ground rents as a determining the valuation of the Group’s residential ground rents portfolio the Group considers the
result of the ongoing impact that this uncertainty has on the fair value that a market participant would be willing to
government exchange such assets. The value of these assets includes an adjustment to reflect an expected
consultation increase in credit spread and consequential increase in the credit risk deduction for defaults.
145
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
1.4. Consolidation principles
The consolidated financial statements incorporate the assets, liabilities, results and cash flows of the Company and its subsidiaries, joint
ventures and associates.
Subsidiaries are those investments over which the Group has control. The Group has control over an investee if all of the following are met:
• it has power over the investee;
• it is exposed, or has rights, to variable returns from its involvement with the investee; and
• it has the ability to use its power over the investee to affect its own returns.
Subsidiaries are consolidated from the date on which control is transferred to the Group and are excluded from consolidation from the date
on which control ceases. All inter-company transactions, balances and unrealised surpluses and deficits on transactions between Group
companies are eliminated on consolidation. Accounting policies of subsidiaries are aligned on acquisition to ensure consistency with
Group policies.
The Group uses the acquisition method of accounting for business combinations. Under this method, the cost of acquisition is measured
as the aggregate of the fair value of the consideration at the date of acquisition and the amount of any non-controlling interest in the
acquiree. The excess of the consideration transferred over the identifiable net assets acquired is recognised as goodwill.
The Group uses the equity method of accounting to consolidate its investments in joint ventures and associates. Under the equity method
the investment is initially recognised at fair value and adjusted thereafter for the post-acquisition change in the Group’s share of net assets
of the joint ventures and associates.
1.5. Segments
The Group’s segmental results are presented on a basis consistent with internal reporting used by the Chief Operating Decision Maker
(“CODM”) to assess the performance of operating segments and the allocation of resources. The CODM has been identified as the Group
Executive Committee.
An operating segment is a component of the Group that engages in business activities from which it derives income and incurs expenses.
The results of operating segments that do not meet the Reportable segment criteria within IFRS 8 “Operating segments” are not disclosed
on a standalone basis. Operating segments, where certain materiality thresholds in relation to total results from operating segments are
not exceeded, are combined when determining reportable segments. For segmental reporting, the arranging of guaranteed income for life
contracts, providing intermediary mortgage advice and arranging, plus the provision of licensed software are included in the Other
segment along with Group activities, such as capital and liquidity management, and investment activities.
1.6. Foreign currencies
Transactions in foreign currencies are translated to sterling at the rates of exchange ruling at the date of the transaction. Monetary assets
and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the end of the financial year.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies are recognised in profit or loss.
The assets and liabilities of foreign operations are translated to sterling at the rates of exchange at the reporting date. The revenues and
expenses are translated to sterling at the average rates of exchange for the year. Foreign exchange differences arising on the translation
of foreign operations to sterling are accounted for through other comprehensive income.
1.7. Insurance contracts
The Group uses the General Measurement Model to measure all insurance and reinsurance contracts and consequently does not apply the
Variable Fee Approach or the Premium Allocation Approach to the measurement of any of its liabilities. IFRS 17 is only applied to insurance
and reinsurance contracts and not to any other ancillary agreements which represent the provision of distinct non-insurance services
including LTM servicing as part of reinsurance arrangements, see note 28(c)(iii).
1.7.1. Classification of insurance and investment contracts
The measurement and presentation of assets, liabilities, income and expenses arising from Retirement Income contracts issued and
associated reinsurance contracts held is dependent upon the classification of those contracts as either insurance or investment contracts.
A contract is classified as insurance only if it transfers significant insurance risk. Insurance risk is significant if an insured event could cause
an insurer to pay significant additional benefits to those payable if no insured event occurred. A contract that is classified as an insurance
contract remains an insurance contract until all rights and obligations are extinguished or expire. The primary products written by the
Group of Defined Benefit (“DB”) and Guaranteed Income for Life (“GIfL”) are classified as insurance contracts.
Any contracts not considered to be insurance contracts under IFRS are classified as investment contracts. Deposits collected are not
accounted for through the income statement, but are accounted for directly through the statement of financial position as an adjustment
to the investment contract liability. IFRS 17 includes an election to treat lifetime mortgages as either financial instruments or insurance
contracts, Just has chosen to report lifetime mortgages as financial assets, measured at FVTPL in accordance with IFRS 9.
146 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
1.7.2. Recognition
The Group recognises a group of insurance contracts issued from the earliest of the following dates (point of sale):
• The date of the beginning of the insurance coverage period of the group of contracts.
• The date when the first payment from a policyholder in the group becomes due.
• The date when facts and circumstances indicate that the group to which an insurance contract will belong is onerous.
Premiums are considered to be due and the Group is “on risk” only after a contract with a policyholder has been completed. New contracts
are added to the annual cohort group when they are issued, provided that all contracts in the Group are issued in the same financial year.
Reinsurance is recognised from the start of the period during which the Group receives coverage for claims arising from the reinsured
portions of the underlying insurance contracts. From time to time the Group may transact reinsurance coverage in respect of underlying
contracts already in force, in which case recognition is from the date of the reinsurance contract.
The Group recognises a group of contracts acquired as part of a business transfer as at the date of acquisition.
1.7.3. Level of aggregation
Insurance contracts may be negotiated as a suite of legal arrangements which are combined into a single insurance contract where these
are designed to achieve an overall commercial effect. This applies to certain DB schemes. In addition the Group has established framework
agreements with reinsurers in order to facilitate the execution of subsequent DB scheme reinsurance contracts. The Group does not
combine such contracts into a single contract as they are individually negotiated and not designed to achieve an overall commercial effect.
The unit of account is a group of contracts and insurance contracts are aggregated into groups for measurement purposes. Within each
legal entity, the Group identifies portfolios of insurance contracts which comprise contracts that are subject to similar risks, and are
managed together. Risks included in this assessment comprise both risks transferred from the policyholder and other business risks.
For this purpose, DB, GIfL, and Care contracts have been determined to represent a single portfolio that is managed together and subject
to primarily longevity and financial risk. Minor products including the small protection portfolio that is in run-off have been included in the
same portfolio on the grounds of immateriality.
The single annual portfolio for reporting purposes is divided into three groups:
• contracts that are onerous on initial recognition, if any;
• contracts that have no significant likelihood of becoming onerous, if any; and
• any remaining contracts in the portfolio.
Contracts within the single portfolio that would otherwise fall into different groups are included in the same group where law or regulation
specifically constrains the Group’s practical ability to set a different price or level of benefits for policyholders with different characteristics.
This applies to contracts issued in the UK that are required by regulation to be priced on a gender-neutral basis.
All GIfL and Care contracts are evaluated based on the margins that individual contracts contribute when measured on a gender-neutral
basis. The Group has evaluated that these contracts all fall into the remaining contracts grouping in the current year. DB contracts are
allocated either to the grouping of those contracts that have no significant likelihood of becoming onerous, or the remainder, based on
whether contracts are capital generative at inception. Each group of insurance contracts is further divided by year of issue for calculation
of the CSM. The resulting groups represent the level at which the recognition and measurement accounting policies are applied. The groups
are established on initial recognition and their composition is not reassessed subsequently.
Reinsurance treaties are allocated to portfolios depending on whether they transfer longevity and financial (inflation and/or investment)
risk or longevity risk alone. The Group has concluded that both Just Retirement Limited (“JRL”) and Partnership Life Assurance Company
Limited (“PLACL”) hold portfolios of reinsurance contracts that transfer only longevity risk, and that JRL holds a portfolio that transfers
longevity risk and financial risks. Reinsurance CSM is computed separately for each reinsurance treaty for each underwriting year.
1.7.4. Contract boundaries
The measurement of a group of contracts includes all of the future cash flows within the boundary of each contract in the group. Cash
flows are within the boundary of a contract if they arise from substantive rights and obligations that exist during the current reporting
period under which the Group has a substantive obligation to provide services or be compelled to pay reinsurance premiums, or can
compel reinsurers to pay claims.
1.7.5. Initial measurement
On initial recognition, the Group measures a group of profitable insurance contracts as the total of:
• the fulfilment cash flows; and
• the CSM, if a positive value.
Fulfilment cash flows include payments to policyholders and directly attributable expenses including investment management expenses.
Investment management expenses are considered to be directly attributable if they are in respect of investment activities from which the
expected investment returns are considered in setting the price at outset for the policyholder benefits.
147
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
Fulfilment cash flows, which comprise estimates of current and future cash flows, are adjusted to reflect the time value of money and
associated financial risks, and a risk adjustment for non-financial risk. These calculations are maintained at contract level for GIfL and Care
business, and at DB scheme member level. Insurance acquisition cash flows which are included in fulfilment cash flows at point of sale are
costs incurred in the selling, underwriting and starting a group of contracts that are directly attributable to the portfolio of contracts to
which the group of contracts belongs.
The risk adjustment for non-financial risk for a group of insurance contracts is the compensation required for bearing uncertainty regarding
the amount and timing of the cash flows that arise from non-financial risk. The measurement of the fulfilment cash flows of a group of
insurance contracts does not reflect non-performance (own credit) risk of the Group.
The detailed policies and methodologies used for the determination of the discount rate and the risk adjustment are included within
note 22(b).
The CSM of a group of insurance contracts represents the unearned profit that the Group will recognise as it provides services under
those contracts. The CSM is recognised at point of sale based on the value of the fulfilment cash flows, including directly attributable
acquisition expenses.
A group of insurance contracts is not onerous on initial recognition if the total of the fulfilment cash flows, any derecognised assets for
insurance acquisition cash flows, and any cash flows arising at that date is a net inflow. In this case, the CSM is measured as the equal and
opposite amount of the net inflow, which results in no income or expenses arising on initial recognition.
If the total of the fulfilment cash flows is a net outflow, then the CSM grouping of contracts is considered to be onerous. The full value of
the fulfilment cash flows is recognised as an insurance contract liability, and the net outflow is recognised as a loss component in profit or
loss on initial recognition. Reversals of loss components following re-projection of future cash flows are recognised in profit or loss only to
the extent that they reverse the loss previously recorded in profit or loss, with any further amounts recognised on the balance sheet by
creation of a CSM. The value of the run-off of the loss component as policyholder benefits are paid is excluded from insurance revenue.
1.7.6. Subsequent measurement
The carrying amount of a group of insurance contracts at each reporting date is the sum of the liability for remaining coverage and the
liability for incurred claims. The liability for remaining coverage comprises:
• the fulfilment cash flows that relate to services that will be provided under the contracts in future periods; and
• any remaining CSM at that date.
The fulfilment cash flows of groups of insurance contracts are measured at the reporting date using current estimates of future cash flows,
current discount rates and current estimates of the risk adjustment for non-financial risk. Outstanding balances due from or to
policyholders and intermediaries are also included within this balance.
Payments of annuities made before due dates, for example on the final working day of the month, are shown as a reduction to insurance
contract liabilities.
The CSM of each group of contracts is calculated on a cumulative year to date basis, rather than being locked in at each interim reporting period.
For insurance contracts, the carrying amount of the CSM at the end of each period is the carrying amount at the start of the period,
adjusted for:
• the CSM of any new contracts that are added to the group in the period;
• interest accreted on the carrying amount of the CSM during the period, measured at the discount rates determined on initial recognition
of the group of contracts;
• changes in fulfilment cash flows that relate to future services, except to the extent that:
– any increases in the fulfilment cash flows exceed the carrying amount of the CSM, in which case the excess is recognised as a loss in
the profit or loss account and creates a loss component; or
– any decreases in the fulfilment cash flows are allocated to the loss component, reversing losses previously recognised in profit or
loss account;
– the changes are due to financial risk in policyholder cash flows compared with expectations, for example inflation; and
– the amount recognised as insurance revenue is in respect of services provided in the period.
Changes in fulfilment cash flows that relate to future services and accordingly adjust the CSM comprise:
• premium adjustments, such as DB true-ups (which can be both positive and negative) to the extent that they relate to future coverage;
• changes in estimates of the present value of future cash flows in the liability for remaining coverage, except for those that relate to the
effects of the time value of money, benefit inflation, financial risk and changes therein; and
• changes in the risk adjustment for non-financial risk that relate to future services.
Adjustments to CSM for changes in fulfilment cash flows are measured at the discount rates determined at initial recognition, i.e. are
calculated using “locked-in” discount rates. The allowance for benefit inflation within the CSM calculation uses the locked-in inflation
assumptions prospectively, with actual inflation experience recognised in the period up to the measurement date. The effect of changes
to the related best estimate and risk adjustment balances caused by changes in discount rates and benefit inflation are recognised as
insurance finance income or expenses within the profit or loss account.
148 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
IFRS 17 requires that the CSM is recognised in profit and loss over the period of the contracts issued. The recognition of amounts in profit
and loss is based on coverage units which represent the services that are received by the customers.
The Group provides the following services to customers:
• investment return service when a customer is in the deferred or guarantee phase; and
• insurance coverage services when an annuitant is in payment period for annuitants.
By their nature, coverage units vary depending on the type of service provided. A weighting then needs to be applied to the different types
of coverage unit in order to calculate an aggregate value of the proportion of the CSM balance that is to be released. The Group uses the
probability of the policy being in force in each time period for weighting the disparate types of coverage units. This weighting reflects
management’s view that the value of services provided to policyholders is broadly equivalent across the different phases in the life
of contracts.
The coverage units and the weightings used to combine coverage units are discounted using the locked-in discount rates and financial
risk assumptions as at inception of the contracts. The weightings applied are updated each period for changes in life expectancies
of annuitants.
1.7.7. Reinsurance contracts
Reinsurance contracts are measured using policies consistent with those described above for underlying contracts. Measurement of the
estimates of the present value of future cash flows uses assumptions that are consistent with those used to measure the estimates of the
present value of future cash flows for the underlying insurance contracts, with an adjustment for risk of non-performance by the reinsurer.
The effect of the non-performance risk of the reinsurer is assessed at each reporting date and the effect of changes in the non-
performance risk is recognised in profit or loss.
The risk adjustment for non-financial risk represents the amount of the risk transferred by the Group to the reinsurer.
On initial recognition, the CSM of a group of reinsurance contracts represents the net cost or net gain on purchasing reinsurance.
Reinsurance contracts cannot be onerous. The initial CSM is measured as the equal and opposite amount of the total of the reinsurance
fulfilment cash flows recognised in the period including any cash flows arising at that date. However, if any net cost on purchasing
reinsurance coverage relates to insured events that occurred before the purchase, the cost is recognised immediately in profit or loss as
an expense.
The level of aggregation for CSM calculation purposes is at annual cohort level for each treaty. The existing treaties for which the deposit
back arrangements were reported separately as financial liabilities prior to adoption of IFRS 17 are included within the value of the
associated reinsurance contracts under IFRS 17. Reinsurance contracts are presented in the Statement of financial position based on
whether the portfolios of reinsurance contracts are an asset or liability. The Group has identified separate portfolios of reinsurance
contracts, based on whether or not the underlying contracts transfer financial risk in addition to longevity risk.
The carrying amount of the reinsurance CSM at the end of each period is the carrying amount at the start of the year, adjusted for:
• the CSM of reinsurance ceded in the period;
• interest accreted on the CSM during the period, measured at the discount rates determined on initial recognition;
• changes in fulfilment cash flows that relate to future services, measured at the discount rates determined on initial recognition, except
to the extent that a change results from a change in fulfilment cash flows allocated to a group of underlying insurance contracts that
does not adjust the CSM of the group of underlying contracts, in which case the change is recognised in profit or loss;
• any reinsurance recovery, or reversal thereof, recognised in connection with a loss component on underlying contracts calculated based
on the reinsurance quota share; and
• the amount representing either the cost or gain of services received from reinsurance in the period.
The allowance for benefit inflation within the CSM calculation uses the locked-in inflation assumptions prospectively, with actual inflation
experience recognised in the period up to the measurement date.
The coverage units for the release of the reinsurance CSM in profit and loss are based on the cash flows associated with the risk transferred
to the reinsurer, this includes “variable leg” reinsurance claim cash flow values.
1.7.8. Derecognition and contract modification
The Group derecognises a contract when it is extinguished – i.e. when the specified obligations in the contract expire or are discharged or
cancelled. It also derecognises a contract if its terms are modified in a way that would have changed the accounting for the contract
significantly had the new terms always existed, in which case a new contract based on the modified terms is recognised. If a contract
modification does not result in derecognition, then the Group treats the changes in cash flows caused by the modification as changes in
estimates of fulfilment cash flows.
The Group transacts two main types of contract modification which are not normally expected to result in derecognition as they do not
result in changes to profitability groupings or accounting treatment:
• transition of DB schemes from Buy-in to Buy-out is anticipated within the original contracts and is therefore not treated as
modifications; and
• from time to time, fees and quota shares are amended within reinsurance treaties however these do not have a significant impact on
the accounting for the treaties.
On the derecognition of a contract from within a group of contracts, the fulfilment cash flows, CSM and coverage units of the group are
adjusted to reflect the removal of the contract that has been derecognised.
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Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
1.7.9. Presentation
The Group only writes types of annuity insurance business which are similar in risk profile and are managed together. The small protection
portfolio, which is in run-off, is considered immaterial and is aggregated with the annuity business and reported as a single portfolio.
The Group holds proportional reinsurance cover that is designed to be similar in longevity risk profile to the underlying contracts.
The proportional reinsurance cover is reported in separate portfolios depending on whether or not treaties transfer financial risk.
Aggregated reinsurance portfolio balances may be either assets or liabilities in the statement of financial position.
Income and expenses from insurance contracts are presented separately from income and expenses from reinsurance contracts.
Income and expenses from reinsurance contracts, other than reinsurance finance income or expenses, are presented on a net basis
as “net expenses from reinsurance contracts” in the insurance service result.
The Group has elected to disaggregate the change in the risk adjustment for non-financial risk between the insurance service result and
insurance finance income or expenses.
1.7.9.1. Insurance revenue
The Group recognises insurance revenue as it satisfies its performance obligations – i.e. as it provides coverage or other services under
groups of insurance contracts through the payment of annuities and expenses. Expected incurred claims and other insurance service
expenses represents the expected claims and maintenance expense cash flows in the period based on the assumptions within the opening
liability for future cash flows excluding the value of investment components and other non-insurance cash flows.
The proportion of the CSM account balance recognised as insurance revenue in each period is based on the proportion of insurance
contract services provided in the period compared with the value of services expected to be provided in future periods. The proportion of
CSM is based on “coverage units” which represent the quantity of insurance coverage provided by the contracts in the Group, determined
by considering, for each contract, the quantity of benefits provided and its expected coverage duration. Further information on the
calculation of CSM is given in note 1.7.6.
Acquisition costs are deducted from the CSM at point of sale, with the result that as the CSM release is recognised in the income statement,
there will be an implicit allowance for acquisition costs made each year over the life of contracts. The Group allocates a portion of
premiums that relate to recovery of insurance acquisition cash flows to each period in a systematic way based on CSM coverage units.
Insurance revenue and insurance service expenses are grossed up by this annual value of acquisition expenses so that the full value of the
premium is recognised as insurance revenue over the lifetime of contracts.
Policyholder cash flows that may occur regardless of an insurance event are deemed to be “investment components” or other non-
insurance components (such as a premium refund) or a combination. This includes the guarantees that the Group offers to policyholders
which provide for annuity payments to continue after death until the policy reaches a predetermined anniversary of its start date (the
guarantee period), tax-free cash payments that DB scheme members may select at retirement, and payments on surrenders and transfers
to other retirement schemes. All investment components are regarded as non-distinct as they only exist as a result of the underlying
insurance contract, and are measured consistently with future insurance cash flows included in the estimate of present value of future
cash flows.
The value of payments made within investment components and other non-insurance payments are excluded from both insurance
revenue and expenses. Amounts recoverable from reinsurers in respect of such amounts are also reported as investment components
on reinsurance contracts.
1.7.9.2. Insurance service expenses
The Group recognises insurance service expenses arising from groups of insurance contracts issued comprising incurred claims (excluding
repayments of investment components); maintenance expenses; amortisation of insurance acquisition cash flows; and the impact of
changes that relate to either past service (changes in fulfilment cash flows relating to the liability for incurred claims) or future service
(loss component).
1.7.9.3. Loss component
The Group establishes a loss component of the liability for remaining coverage for onerous groups of insurance contracts, if any. The loss
component represents the amount of fulfilment cash outflows that exceed the premium income, and hence are excluded from insurance
revenue. Loss components are recognised in the statement of comprehensive income within insurance service expenses when they occur.
The balance sheet disclosures in note 22 present the allocation between the loss component and the liability for remaining coverage
excluding the loss component, if any. This run-off of the loss component element of the liability for remaining coverage is determined
based on coverage units (as used for CSM amortisation) such that the loss component is nil at the end of the contracts.
Once a loss component is established, changes in estimates of cash flows relating to future services are allocated solely to the loss
component. If the loss component is reduced to zero, then any excess over the amount allocated to the loss component creates a new
CSM for the group of contracts.
1.8. Finance costs
Finance costs include interest on loans and borrowings and interest on repurchase agreements. Interest is recognised applying the
effective interest method and recognised as an expense each year over the term of the liability. The effective interest rate calculation
includes the impact of capitalised transaction costs and any premium/discount associated with the Group’s borrowings.
150 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
1.9. Employee benefits
Defined contribution plans
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in funds
managed by a third party. Obligations for contributions to the defined contribution pension scheme are recognised as an expense in profit
or loss when due.
Share-based payment transactions
Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at grant date, determined
using stochastic and scenario-based modelling techniques where appropriate. The fair value of each scheme, based on the Group’s
estimate of the equity instruments that will eventually vest, is expensed in the Consolidated statement of comprehensive income on a
straight-line basis over the vesting period, with a corresponding credit to equity.
At each balance sheet date, the Group revises its estimate of the number of equity instruments that will eventually vest as a result of
changes in non-market-based vesting conditions, and recognises the impact of the revision of original estimates in the Consolidated
statement of comprehensive income over the remaining vesting period, with a corresponding adjustment to equity. Where a leaver is
entitled to their scheme benefits, this is treated as an acceleration of the vesting in the period they leave. Where a scheme is modified
before it vests, any increase in fair value as a result of the modification is recognised over the remaining vesting period. Where a scheme
is cancelled, this is treated as an acceleration in the period of the vesting of all remaining options.
1.10. Intangible assets
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net assets of the acquired
subsidiary and represents the future economic benefit arising from assets that are not capable of being individually identified and
separately recognised. Goodwill is measured at initial value less any accumulated impairment losses. Goodwill is not amortised but
assessed for impairment annually or when circumstances or events indicate there may be uncertainty over the carrying value.
For the purpose of impairment testing, goodwill has been allocated to cash-generating units and an impairment is recognised when the
carrying value of the cash-generating unit exceeds its recoverable amount. Impairment losses are recognised directly in the Consolidated
statement of comprehensive income and are not subsequently reversed.
Other intangible assets are recognised if it is probable that future economic benefits attributable to the asset will flow to the Group, and
are measured at cost less accumulated amortisation and any impairment losses. For intangible assets with finite useful lives, impairment
testing is performed where there is an indication that the carrying value of the assets may be subject to an impairment. An impairment
loss is recognised where the carrying value of an intangible asset exceeds its recoverable amount.
Costs that are directly associated with the production of identifiable and unique software products controlled by the Group are capitalised
and recognised as an intangible asset. Direct costs include the incremental software development team’s employee costs. All other costs
associated with researching or maintaining computer software programmes are recognised as an expense as incurred.
Intangible assets with finite useful lives are amortised on a straight-line basis over their useful lives, up to 15 years. The useful lives are
determined by considering relevant factors, such as usage of the asset, potential obsolescence, competitive position and stability of
the industry.
The useful economic life and the method used to determine the cost of intangible assets acquired in a business combination is as follows:
Intangible asset
Estimated useful economic life
Valuation method
Intellectual property
12–15 years
Estimated replacement cost
The useful economic lives of intangible assets recognised by the Group other than those acquired in a business combination are as follows:
Intangible asset
Estimated useful economic life
PrognoSys™
,1
 12 years
Software
3 years
1 PrognoSys™ is the Group’s proprietary underwriting engine; see note 12.
1.11. Property and equipment
Land and buildings are measured at their revalued amounts less any subsequent depreciation, and impairment losses. Valuations are
performed periodically but at least triennially to ensure that the fair value of the revalued asset does not differ materially from its carrying
value. A revaluation surplus is recognised in other comprehensive income and credited to the revaluation reserve in equity. A revaluation
deficit is recognised in profit or loss, except to the extent that it offsets an existing surplus on the same asset recognised in the revaluation
reserve. Reversals of revaluation deficits follow the original classification of the deficit in the Consolidated statement of
comprehensive income.
All other property and equipment is measured at cost less accumulated depreciation and impairment losses. Depreciation is calculated on
a straight-line basis to write down the cost to residual value over the estimated useful lives.
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Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
The useful lives over which depreciation is charged for all categories of property and equipment are as follows:
Property and equipment
Estimated useful economic life
Land
Indefinite – Land is not depreciated
Buildings
25 years
Computer equipment
3–4 years
Furniture and fittings
2–10 years
1.12. Investment property
Investment property includes property that is held to earn rentals and/or for capital appreciation. Investment property is initially
recognised at cost, including any directly attributable transaction costs and subsequently measured at fair value.
Fair value is the price that would be received to sell a property in an orderly transaction between market participants at the measurement
date. The subsequent measurement of fair value reflects, among other things, rental income from current leases and other assumptions
that market participants would use when pricing investment property under current market conditions. Gains and losses arising from the
change in fair value are recognised as income or expense in the Consolidated statement of comprehensive income. Where investment
property is leased out by the Group, rental income from these operating leases is recognised as income in the Consolidated statement
of comprehensive income on a straight-line basis over the period of the lease.
1.13. Financial investments
1.13.1. Classification of financial assets and financial liabilities
The Group classifies its financial assets into either the Amortised Cost or FVTPL measurement categories. The Group measures its financial
assets according to the business model applied. This reflects how the Group manages financial assets either in order to solely collect the
contractual cash flows from assets (measured at amortised cost), or collect both the contractual cash flows and cash flows arising from
the sale of assets (measured at FVTPL).
Business model – measurement of financial investments at FVTPL
Financial investments which back the net insurance fulfilment cash flows are classified as part of the fair value business model and
measured at FVTPL. Factors considered by the Group in determining the business model for a group of assets include past experience on
how the cash flows for these assets were collected, how the asset’s performance is evaluated and reported to key management personnel,
how risks are assessed and managed, and how managers are compensated. To ensure that the contractual cash flows from the financial
assets are sufficient to settle those liabilities, the Group undertakes significant buying and selling activity on a regular basis to rebalance
its portfolio of assets and to meet cash flow needs as they arise. Investments are measured at fair value with any gains and losses
recognised in Investment return in the Consolidated statement of comprehensive income. Transaction costs are recognised in Other
operating expenses when incurred.
The Groups’ investments in Lifetime Mortgages, which contain No Negative Equity Guarantees, are included in financial investments
mandatorily measured at FVTPL as the cash flows do not represent the solely payments of principal and interest (“SPPI”).
Derivative instruments
All derivative instruments, both assets and liabilities are classified as FVTPL in accordance with IFRS 9 as they are held for trading.
All derivatives are carried as assets when the fair value is positive and liabilities when the fair values are negative. The Group does not use
hedge accounting.
Amortised cost
The Group has classified bank balances and other receivables at amortised cost. These financial assets are eligible for this measurement
as they contain payments of solely payments of principal and interest and are not held for trading purposes.
In addition, the Group has a distinct portfolio of UK Government bonds (“Gilts”) held in a business model to collect cash flows that
represent solely payments of principal and interest. This portfolio is managed separately from the assets that are held to back the
insurance contracts, and the Group expects to hold these assets through to maturity. The Group has policies and procedures which define
the framework for when disposals of these Gilts can occur, which is expected to be in extreme market conditions for risk
management purposes.
Transaction costs incurred on financial assets measured at amortised cost are capitalised to the underlying instrument and are included in
the determination of the effective rate of interest.
1.13.2. Recognition and derecognition
Regular-way purchases and sales of investments are recognised on the trade date, which is the date that the Group commits to purchase
or sell the assets. For purchases of new illiquid investments the Group commits to purchase the assets where there is unconditional
agreement made by both parties. Amounts payable or receivable on unsettled purchases or sales are recognised in other payables or other
receivables respectively. Forward contracts to enter into investments at a contracted date some time in the future are not recognised until
the settlement date; prior to that a derivative forward contract is recognised.
LTMs are recognised when cash is advanced to borrowers.
152 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Financial investments are derecognised when our rights to the contractual cash flows expire or the IFRS 9 derecognition criteria for
transferred financial assets are met. The criteria include assessment of rights and obligations to the cash flows, an assessment of the transfer
of substantially all the risks and rewards of ownership and an assessment of whether the Group has retained control of the investment.
Collateral
The Group receives and pledges collateral in the form of cash or securities in respect of derivative, repurchase, reinsurance or other
contracts such as securities lending. Cash collateral received that is not legally segregated from the Group is recognised as an asset with
a corresponding liability for the repayment in other financial liabilities. Cash collateral pledged that is legally segregated from the Group
is derecognised and a receivable for its return is recorded in the Consolidated statement of financial position.
Non-cash collateral received is not recognised as an asset unless it qualifies for derecognition by the transferor. Non-cash collateral
pledged continues to be recognised in the Consolidated statement of financial position within the appropriate asset classification when the
Group continues to control the collateral and receives the economic benefit. Where non-cash collateral pledged continues to be recognised
by the Group but the counterparty is permitted to sell or re-pledge the collateral, the non-cash collateral assets are classified separately
within the Financial instruments note.
The Group has various reinsurance collateral arrangements including funds withheld, funds transferred and premium deposit-back
arrangements. The recognition/derecognition of the collateral assets is determined by the IFRS 9 recognition/derecognition criteria. An
assessment is made of the contractual terms, including consideration of the Group’s exposure to the economic benefits. See note 28(c)(iii)
for further details. Where collateral is recognised in the Group’s Consolidated statement of financial position, such as premium deposit-
back arrangements, the liability for the repayment of the deposit is recognised as a cash flow within the boundary of the
insurance contract.
1.13.3. Investment return
Investment return on financial assets consists of interest receivable for the year and realised and unrealised gains and losses on financial
assets and liabilities at FVTPL.
Interest income is recognised as it accrues on the effective interest method and is reported separately for each classification of financial
instruments.
Realised gains and losses on financial assets and liabilities occur on disposal or transfer and represent the difference between the
proceeds received net of transaction costs, and the original cost.
Unrealised gains and losses arising on financial assets and liabilities measured at fair value through profit or loss represent the difference
between the carrying value at the end of the year and the carrying value at the start of the year or purchase value during the year, less the
reversal of previously recognised unrealised gains and losses in respect of disposals made during the year.
1.13.4. Use of fair value
The Group uses current bid prices to value its investments with quoted prices. Actively traded investments without quoted prices are valued
using prices provided by third parties. If there is no active established market for an investment, the Group applies an appropriate valuation
technique as described below.
Determining the fair value of financial investments when the markets are not active
The Group holds certain financial investments which are not quoted in active markets including LTMs, derivatives and other illiquid
investments for which markets are not active. When the markets are not active, there is generally no or limited observable market data
that can be used in the fair value measurement of the financial investments. The determination of whether an active market exists for a
financial investment requires management’s judgement.
Fixed-maturity securities, in line with market practice, are generally valued using an independent pricing service. These valuations are
determined using independent external quotations from multiple sources and are subject to a number of monitoring controls, such as
monthly price variances, stale price reviews and variance analysis. Pricing services, where available, are used to obtain the third-party
broker quotes. When prices are not available from pricing services, prices are sourced from external asset managers or internal models
using both market observable and unobservable inputs. Financial investments using these valuation techniques are classified as Level 3
under the fair value hierarchy. These valuation techniques involve judgement with regard to the valuation models used and the inputs to
these models can lead to a range of plausible valuations for financial investments. For further details of determining fair value hierarchy
see note 16.
If the market for a financial investment of the Group is not active, the fair value is determined using valuation techniques. The Group
establishes fair value for these financial investments by using internally developed pricing models validated against independent price
verifications where possible. The valuation technique is chosen with the objective of arriving at a fair value measurement which reflects
the price at which an orderly transaction would take place between market participants on the measurement date. The valuation
techniques include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted
cash flow analysis and option pricing models. The valuation techniques may include a number of assumptions relating to variables such as
credit risk and interest rates and, for lifetime mortgages, mortality, future expenses, voluntary redemptions and house price assumptions.
These assumptions can be impacted by climate change transition risk, noting, for example, the Group’s investment in residential and
commercial mortgages secured on properties.
Financial investments measured at fair value are classified into the three-level hierarchy described in note 16 on the basis of the lowest
level of inputs that are significant to the fair value measurement of the financial investment concerned.
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Notes to the consolidated financial statements continued
1. MATERIAL ACCOUNTING POLICIES continued
1.13.5. Financial assets measured at amortised cost
Financial assets held at amortised cost are measured using the effective interest rate method and a loss allowance is recognised for
expected credit losses. The model splits financial assets into those which are performing, underperforming and non-performing based
on changes in credit quality since initial recognition.
At initial recognition financial assets are considered to be performing. They become underperforming where there has been a significant
increase in credit risk since initial recognition, and non-performing when there is objective evidence of impairment. 12 months of expected
credit losses are recognised within expenses in the Consolidated statement of comprehensive income and netted against the financial
asset in the Consolidated statement of financial position for all performing financial assets, with lifetime expected credit losses recognised
for underperforming and non-performing financial assets.
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. The most significant categories of financial assets held at amortised cost for the Group are its portfolio
of investments in sovereign gilts (see note 15) and cash available on demand. Investments are reclassified from performing to under-
performing when coupons become more than 30 days past due, in line with the presumption set out in IFRS 9, or when the financial
institution is no longer considered to be investment grade by the rating agents. Due to the nature of the investment in sovereign gilts, the
Group concludes that these investments are low credit risk and there has been no significant deterioration in credit risk in the investments.
1.13.6. Investment contract liabilities
The majority of the Group’s investment contract liabilities are linked endowment contracts. Fair value is determined by reference to the
value of the assets backing the liabilities.
1.13.7. Loans and borrowings
Loans and borrowings are initially recognised at fair value, net of transaction costs, and subsequently amortised through profit or loss over
the period to maturity at the effective rate of interest required to recognise the discounted estimated cash flows to maturity.
1.13.8. Other financial liabilities
Except for derivative financial liabilities, all other financial liabilities are held at amortised cost and measured using the effective interest
rate method.
1.14. Cash and cash equivalents
Cash and cash equivalents in the Consolidated statement of cash flows consist of amounts reported in Cash available on demand in the
Consolidated statement of financial position and short-term highly liquid investments included in Financial investments in the
Consolidated statement of financial position.
Cash available on demand includes cash at bank and in hand and deposits held at call with banks. Additional cash equivalents reported in
the Consolidated statement of cash flows include other short-term highly liquid investments with less than 90 days’ maturity from the date
of acquisition. Those do not meet the definition of Cash available on demand and are therefore reported in Financial investments (note 15).
1.15. Equity
Share capital, share premium and payment of dividends
The difference between the proceeds received on issue of the shares, net of share issue costs, and the par value of the shares issued is
credited to the share premium account.
Interim dividends are recognised in equity in the period in which they are paid. Final dividends require shareholder approval prior to
payment and are therefore recognised when they have been approved by shareholders.
Where the Company purchases shares for the purposes of employee incentive plans, the consideration paid, net of issue costs, is deducted
from equity within shares held by trusts. Upon issue or sale, any consideration received is credited to equity net of related costs.
Other reserves
The reorganisation reserve represents the difference between the value of shares in the Company and the value of subsidiary shares for
which they were exchanged as part of a Group reorganisation.
The merger reserve represents the difference between the value of businesses acquired and the nominal value of shares issued to acquire
those businesses in a share-for-share exchange that meets the requirements to apply merger relief under Section 612 of the Companies
Act 2006.
Tier 1 notes
Loan notes are classified as either debt or equity based on the contractual terms of the instruments. Loan notes are classified as equity
where they do not meet the definition of a liability because they are perpetual with no fixed redemption or maturity date, they are only
repayable on liquidation, conversion is only triggered under certain circumstances of non-compliance, and interest on the notes is
non-cumulative and cancellable at the discretion of the issuer.
154 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
1.16. Taxation
The current tax expense is based on the taxable profits for the year, using blended rates determined from tax rates substantively enacted
at the Consolidated statement of financial position date, and after any adjustments in respect of prior years. Current and deferred tax is
charged or credited to Profit or loss unless it relates to items recognised in Other comprehensive income or directly in equity.
Provision is made for deferred tax liabilities, or credit taken for deferred tax assets, using the liability method, on all material temporary
differences between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. The
principal temporary differences arise from the transitional tax adjustments resulting from the implementation of IFRS 17. The principal
temporary differences arise from the transitional tax adjustments resulting from the implementation of IFRS 17 and are being amortised
over a period of 10 years from 1 January 2023.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary
differences can be utilised.
The deferred tax assets and liabilities are measured using substantively enacted corporation tax rates based on the timings of when they
are expected to reverse.
2. SEGMENTAL REPORTING
Segmental analysis
The Group has a single reportable segment “Insurance” which is reconciled to the total Group result by including the non-reportable
segments plus the other companies’ results. This includes the Group’s corporate activities that are primarily involved in managing the
Group’s liquidity, capital and investment activities.
The Insurance segment writes insurance products for distribution to the at/in-retirement market and the DB de-risking market. The
primary products written by the Group are DB and GIfL and the Group invests the premiums received from these contracts in debt and
other fixed income securities, gilts, liquidity funds, Lifetime Mortgage advances and other illiquid assets.
The Group’s other segment which is not currently sufficiently significant to disclose separately as a reportable segment is the Advisory
segment. This segment performs the arranging of retirement income products through regulated advice and intermediary services and
the provision of licensed software to financial advisers, banks, building societies, life assurance companies and pension trustees.
The Group primarily operates in the material geographical segment the United Kingdom.
The internal reporting used by the CODM includes segmental information regarding premiums and profit. Material product information is
analysed by product line and includes shareholder funded DB, GIfL, DB Partner (funded re), Care Plans, Protection, LTM and Drawdown
products. Further information on the DB Partner (funded re) transactions is included in the Business review. The information on adjusted
operating profit and profit before tax used by the CODM is presented on a combined product basis within the insurance operating segment
and is not analysed further by product.
Underlying operating profit
The Group reports underlying operating profit as an alternative measure of profit which is used for decision making and performance
measurement. The Board believes that underlying operating profit, which represents a combination of both the future profit generated
from new business written in the year and additional profit emerging from the in-force book of business, provides a view of the
development of the business aligned to growth and future cash release. The underlying operating profit metric is presented prior to
deferring new business profit to the CSM as the Board considers the value of new business is significant in assessing business performance.
Actual operating experience, where different from that assumed at the start of the year, and the impacts of changes to future operating
assumptions applied in the year, are then also included in arriving at adjusted operating profit.
New business profits incorporate expected investment returns on the financial instruments assumed to be newly purchased to back that
business after allowances for expected movements in liabilities and deduction of acquisition costs. New business profits are based on
valuation of investment returns as at the date of quoting for new business whereas the CSM on new business is computed as at the date of
inception of new contracts. Profits arising from the in-force book of business represent an expected return on surplus assets of 4% (2023: 4%)
which is primarily based upon short-term risk-free rates, the expected unwind of allowances for credit default and the release of the
risk adjustment.
Underlying operating profit excludes strategic expenditure, and where applicable any impairments, exceptional items and amortisation of
intangible assets arising on consolidation, since these items arise outside the normal course of business in the year.
Variances between actual and expected investment returns due to economic and market changes, including on surplus assets and on
assets assumed to back new business, and gains and losses on the revaluation of land and buildings, are also disclosed outside underlying
operating profit.
155
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
2. SEGMENTAL REPORTING continued
Segmental reporting and reconciliation to financial information
Year ended 31 December 2024
Year ended 31 December 2023
Insurance Other Total Insurance Other Total
£m £m £m £m £m £m
New business profits
460
–
460
355
–
355
CSM amortisation
1
(71)
–
(71)
(62)
–
(62)
Net underlying CSM increase
2
389
–
389
293
–
293
In-force operating profit
1
226
10
236
185
6
191
Other Group companies’ operating results
3
–
(17)
(17)
–
(15)
(15)
Development costs and other
3
(24)
(11)
(35)
(16)
(8)
(24)
Finance costs
(82)
13
(69)
(84)
16
(68)
Underlying operating profit
509
(5)
504
378
(1)
377
Operating experience and assumption changes
1
(37)
–
(37)
52
–
52
Adjusted operating profit before tax
472
(5)
467
430
(1)
429
Investment and economic movements
24
(6)
18
106
(14)
92
Strategic expenditure
(8)
(15)
(23)
(8)
(9)
(17)
Adjustment for transactions reported directly in equity in IFRS
26
(6)
20
28
(12)
16
Adjusted profit before tax
514
(32)
482
556
(36)
520
Deferral of profit in CSM
1
(369)
–
(369)
(348)
–
(348)
Profit before tax
145
(32)
113
208
(36)
172
1 See glossary for definition.
2 New business profitability is valued based on quotation date in the new business profitability measure used by the Chief Operating Decision Maker. In IFRS, new business is
measured based on the completion date and therefore there is a quotation date reconciling item between the segmental reporting profit and IFRS profit.
3 The classification of costs within Other group companies operating results and Development costs and other has been aligned with the presentation in Solvency II.
The reconciliation of the non-GAAP new business profit to the new business contractual service margin (IFRS measure) is included in the
Additional information.
Additional analysis of segmental profit or loss
Revenue, depreciation of property and equipment, and amortisation of intangible assets are materially all allocated to the insurance
segment. The adjustment for transactions reported directly in equity in IFRS primarily relates to interest on the Tier 1 notes. The interest
adjustment in respect of Tier 1 notes in the other segment represents the difference between interest charged to the insurance segment in
respect of Tier 1 notes and interest incurred by the Group in respect of Tier 1 notes.
Product information analysis
Additional analysis relating to the Group’s products is presented below:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Defined Benefit De-risking Solutions (“DB”)
4,275
2,999
Guaranteed Income for Life contracts (“GIfL”)
1
1,033
894
Retirement Income sales (shareholder funded)
5,308
3,893
DB Partner (funded re)
1,101
416
Retirement Income sales
6,409
4,309
Movements in premiums receivable
4
185
Premium cash flows (note 22(c))
6,413
4,494
1 GIfL includes UK GIfL, South Africa GIfL and Care Plans.
The DB Partner (funded re) relates to the full-scheme buy in of the G4S Pension scheme as described in the Strategic report: Case studies.
Drawdown and LTM products are accounted for as investment contracts and financial investments respectively in the Consolidated
statement of financial position. An analysis of the amounts advanced during the year for these products is shown below:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
LTM advances
340
186
Other investment products
13
12
156 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
3. INSURANCE SERVICE RESULT
Year ended Year ended
31 December 2024 31 December 2023
Note £m £m
Insurance revenue
Contractual service margin recognised for services provided
177
156
Change in risk adjustment for non-financial risk for risks expired
11
11
Expected incurred claims and other insurance service expenses
1,589
1,369
Recovery of insurance acquisition cash flows
32
19
Total insurance revenue
(a)
1,809
1,555
Insurance service expenses
Actual claims and maintenance expenses
(1,589)
(1,377)
Amortisation of insurance acquisition cash flows
(32)
(19)
Total insurance service expenses
(b)
(1,621)
(1,396)
Net expenses from reinsurance contracts
(c)
(39)
(41)
Insurance service result
149
118
(a) Insurance revenue measured by transition type:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Fully retrospective approach and General measurement model applied since inception
512
310
Fair value measurement at the date of transition
1,297
1,245
Total
1,809
1,555
The contractual service margin (“CSM”) release of £177m (2023: £156m) is based on the coverage units, at cohort level, representing
services provided in the year as a proportion of current and future coverage units, see note 22(f). The increase compared with 2023 reflects
the inclusion of an additional year’s cohort of business, together with the movement in the CSM balance in 2024 as a result of changes in
estimates of future cash flows following demographic assumption changes for longevity and expenses and updates to the calibration of
the risk adjustment.
The CSM release represents 6.1% (2023: 6.0%) of the CSM reserve balance immediately prior to release.
The risk adjustment release of £11m (2023: £11m) represents the value of the release of risk as insurance coverage expires.
The increase in expected incurred claims and other insurance service expenses to £1,589m (2023: £1,369m) reflects the increase in
business mix towards DB business, together with the continued growth and maturity of the business whereby more of the Group’s claims
payments are for policies that are beyond guarantee periods and are recognised within insurance revenue and expenses.
The growth in the recovery of insurance acquisition cash flows in the year to £32m (2023: £19m) reflects the inclusion of an additional new
business cohort. Only the cohorts measured on a fully retrospective basis at transition to IFRS 17 and cohorts of business written since
transition (i.e. underwriting years 2021 onwards) have insurance acquisition cash flows. The recovery percentage recognised in the period
is consistent with the CSM release percentages.
157
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
3. INSURANCE SERVICE RESULT continued
(b) Insurance service expenses:
Year ended Year ended
31 December 2024 31 December 2023
Note £m £m
Incurred expenses
Claims
1,534
1,332
Personnel expenses and other
8
149
127
Investment expenses and charges
71
93
Other costs
85
75
Commission
33
23
Other acquisition costs
13
6
Impairment of intangible assets
–
3
Amortisation of intangible assets
1
3
Depreciation of equipment
3
2
IFRS 17 treatment of acquisition costs
Amounts attributable to insurance acquisition cash flows
(215)
(183)
Amortisation of insurance acquisition cash flows
32
19
1,706
1,500
Represented by:
Actual claims and maintenance expenses
1,589
1,377
Amortisation of insurance acquisition cash flows
32
19
Insurance service expenses
1,621
1,396
Other operating expenses
85
104
Total
1,706
1,500
Total expenses, including claims costs, recognised in profit and loss in the period amounted to £1,706m (2023: £1,500m), of which
£1,621m (2023: £1,396m) are attributed to provision of insurance services, and £85m (2023: £104m) of other operating expenses.
The actual insurance claims and expenses of £1,589m (2023: £1,377m) compared with an expected value of £1,589m (2023: £1,369m),
included within insurance revenue.
Insurance acquisition cash flows are deducted from CSM at point of sale and recognised in Insurance revenue and Insurance services
expenses over the life of contracts. The total of £215m in 2024 increased compared with the prior year amount of £183m mainly reflecting
growth in business volumes combined with higher investment acquisition costs as the Group has increased its investment in illiquid assets.
Other operating expenses of £85m (2023: £104m) represent expenses of the Group’s non-insurance business of £40m (2023: £38m) and
development and strategic expenses of £45m (2023: £34m). In the prior year, a further £32m of other costs are mainly investment
acquisition related expenses attributed to in force insurance contracts.
These figures are stated after adjustments for:
• reduction of claims to exclude investment components and other non-insurance cash flows as noted above for insurance revenue; and
• acquisition expenses incurred in the period are treated as a deduction when calculating the CSM, with only the portion related to the
current period service provision included in profit or loss.
158 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
During the year the following services were provided by the Group’s auditor at costs, which is included in other costs, as detailed below:
Year ended Year ended
31 December 2024 31 December 2023
£000 £000
Auditor remuneration
Fees payable for the audit of the Parent Company and consolidated accounts
697
676
Fees payable for other services
The audit of the Company’s subsidiaries pursuant to legislation
1,910
2,555
Audit-related assurance services
822
792
Other assurance services
–
–
Other non-audit services not covered above
77
1
Total
3,506
4,024
Audit-related assurance services mainly include fees relating to the audit of the Group’s Solvency II regulatory returns and review
procedures in relation to the Group’s interim results. In the prior year, fees payable for the audit of the Company’s subsidiaries pursuant to
legislation includes fees of £789,000 for audit activities related to the implementation of IFRS 17.
(c) Net expenses from reinsurance contracts:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Contractual service margin recognised for services received
23
27
Change in risk adjustment for non-financial risk for risk expired
4
4
Expected net settlements and reinsurance expenses
46
27
Actual net settlements and reinsurance expenses
(34)
(17)
Total
39
41
The CSM release for reinsurance contracts is recognised based on coverage units in a similar manner to the CSM in respect of the
underlying contracts. For reinsurance swaps, the coverage units are calculated based on the cash flows of the floating (receiving) leg only.
The contractual service margin (“CSM”) release on gross insurance contracts is detailed in note 3(a). On a net of reinsurance basis, the CSM
release of £154m into profit (2023: £129m) represents 6.2% (2023: 6.2%) of the CSM balance immediately prior to release. The release in the
current year reflects the inclusion of an additional year’s cohort of business, together with the movement in the reinsurance CSM balance
in 2024 as a result of changes in estimates of future reinsurance cash flows following demographic assumption changes for longevity and
updates to the calibration of the risk adjustment.
The reinsurance risk adjustment is based on the floating leg cash flows, and hence the behaviour of the risk adjustment, including its
release, is similar to the movement on the underlying contracts that are reinsured.
Actual reinsurance claims and expenses of £34m (2023: £17m) were lower than the expected value of £46m (2023: £27m) as a result of
reductions in longevity experience during the year.
159
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
4. NET INVESTMENT RESULT
Year ended Year ended
31 December 2024 31 December 2023
Note £m £m
Investment return
Interest income on assets:
–
at amortised cost
135
54
–
designated at FVTPL
869
806
–
mandatorily measured at FVTPL: LTMs
213
244
1,217
1,104
Movement in fair value of financial assets:
–
designated at FVTPL
(951)
424
–
mandatorily measured at FVTPL: LTMs
(212)
278
–
mandatorily measured at FVTPL: Derivatives
(180)
365
(1,343)
1,067
Foreign exchange (losses)/gains on amortised cost assets
(2)
2
Investment return
(a)
(128)
2,173
Net finance income/(expenses) from insurance contracts
Interest accreted
(1,693)
(1,317)
Effect of changes in interest rates and other financial assumptions
2,142
(622)
Effect of measuring changes in estimates at current rates
and adjusting the CSM at rates on initial recognition
31
(67)
Net finance income/(expenses) from insurance contracts
(b)
480
(2,006)
Net finance (expenses)/income from reinsurance contracts
Interest accreted
99
34
Effect of changes in interest rates and other financial assumptions
(114)
32
Effect of measuring changes in estimates at current rates
and adjusting the CSM at rates on initial recognition
(28)
49
Effect of changes in non-performance risk of reinsurers
(9)
(7)
Net finance (expenses)/income from reinsurance contracts
(c)
(52)
108
Movement in investment contract liabilities
(2)
(2)
Net investment result
298
273
The Net investment result of £298m (2023: £273m) is the net impact on the Group from the return on investments offset by similar
movements on insurance and investment contract liabilities. The principal driver over the period is the changes in the value of the
investment assets and net insurance liabilities due to changes in long-term interest rates.
These amounts will not completely offset for a number of reasons, including:
• the term structures for financial investments held and net insurance liabilities are not identical;
• the existence of surplus assets held on the balance sheet which do not back insurance liabilities and the value of which are subject
to changes in interest rates; and
• the deduction of a credit default allowance from the interest rate used to value insurance liabilities.
160 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(a) Investment return
Investment return of £128m loss (2023: £2,173m gain) includes interest on the Group’s investment assets of £1,217m (2023: £1,104m)
together with mark to market movements on portfolios held at fair value through profit or loss of £1,343m loss (2023: £1,067m gain).
The growth in interest income reflects both the Group’s continued investment of new business premiums into additional holdings of fixed
income investments and the growth in the amortised cost portfolio of Gilts. The Group invested over £2.4bn (2023: £1.7bn) into illiquid fixed
income investments over 2024 including £0.3bn (2023: £0.2bn) in LTMs. The Group invested a further £1.4bn (2023: £2.3bn) into the
amortised cost gilts portfolio which has been established.
The amortised cost portfolio has been established in tranches over the past two years and now totals £4bn (2023: £3bn); as it is valued at
amortised cost the valuation is not sensitive to interest rate movements.
The Group’s fixed income and LTM portfolios are long dated and are all exposed to changes in long term risk free rates. Mark to market
losses incurred on the Group’s fixed income and LTM portfolios reflect increases in long-term interest rates over the period. In the prior
period, expectations of long-term interest rates reduced over the second half of 2023, resulting in mark to market gains over 2023.
Interest income and change in valuation of investments is reported separately for assets classified in a portfolio at FVTPL and assets
classified in an amortised cost portfolio. The majority of the Group’s investments are classified at FVTPL.
(b) Net finance income/(expenses) from insurance contracts
Total net finance income from insurance contracts of £480m in 2024 compared with net finance expenses of £2,006m in 2023, with the
year on year change primarily driven by the movement in discount rates over the period.
The net finance income/(expenses) represents a combination of unwind of discount rates and impact of changes in discount rates for the
estimate of present value of future cash flows and risk adjustment, and unwind of discount rates alone for the CSM, which is measured
using locked-in discount rates. Finance income/(expense) is recognised for the difference between the impact of changes in valuation
measured at current rates vs locked-in rates.
Interest accreted
Interest accreted of £1,693m (2023: £1,317m) represents the effect of unwinding of the discount rates on the future cash flow and risk
adjustment components of the insurance contract liabilities and the effect of interest accretion on the CSM. The increased accretion in the
current period compared with the prior year reflects the growth in the size of the insurance portfolio.
The future cash flows and risk adjustment are interest rate sensitive and represent a significant majority of the value of insurance contract
liabilities. The CSM is measured using historic “locked-in” discount rate curves. The majority of the CSM arises from the fair value approach
on transition to IFRS 17 which is measured using the locked-in discount rate curve as at 1 January 2022. This curve is upward sloping in the
early years which, combined with an increasing CSM balance attributable to new business and demographic assumption changes, has
resulted in increased accretion.
Effect of changes in interest rates and other financial assumptions
The principal economic assumption changes impacting the movement in insurance liabilities during the year of £2,142m gain (2023: £622m
loss) relate to discount rates and inflation. Expectations regarding increases in long-term interest rates primarily explain the current year
result observed. In the prior year expectations regarding reductions in long-term interest rates primarily led to finance expenses
recognised in the Consolidated statement of comprehensive income.
Insurance liabilities for inflation-linked products, most notably Defined Benefit business, and expenses on all products are impacted by
changes in future expectations of Retail Price Inflation (“RPI”), Consumers Price Inflation (“CPI”), Linked Price Indexation (“LPI”) and
earnings inflation.
The relationship between changes in key inputs used in determining the value of net insurance liabilities and financial assets is explained
in note 22(h).
Effect of measuring changes in estimates at current rates and adjusting the CSM at rates on initial recognition
The difference in the measurement of changes in estimates relating to future coverage at current discount rates of £61m loss (2023: £136m
gain) compared to locked-in rates of £92m gain (2023: £203m loss), amounting to a £31m gain (2023: £67m loss), is recognised within net
finance income. Significant assumption changes in estimates mainly relate to the demographic basis change on a gross of reinsurance basis.
(c) Net finance (expenses)/income from reinsurance contracts
Net finance expenses from reinsurance contracts of £52m loss (2023: £108m gain) reflects the impact of changes in discount rates and
unwinding of discounting. Accretion of £99m (2023: £34m) includes £30m (2023: £12m) accretion of the reinsurance CSM, with the increase
reflecting an additional year’s cohort and the upwards shape of the yield curve applying to the in-force business.
Consistent with the underlying business, the principal economic assumption changes impacting the movement in reinsurance liabilities
relate to discount rates and inflation.
The CSM is valued using economic parameters locked-in at point of sale. During the year, the impact of £28m loss (2023: £49m gain) on
reinsurance is from demographic assumption changes and updates to the calibration of the risk adjustment.
161
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
5. OTHER FINANCE COSTS
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Interest on subordinated debt
50
49
Interest on repurchase agreements
146
70
Interest on collateral received and other
39
3
Tender premium on redemption of Tier 2 subordinated debt
6
–
Total
241
122
The amortised cost Gilt portfolio is funded by repurchase agreements; as this portfolio continues to grow, the Group incurs additional
interest on repurchase agreements.
6. INCOME TAX
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Current taxation
Current year tax on current year profits
4
–
Adjustments in respect of prior periods
6
–
Effect of tax losses carried back on current tax
(1)
–
Total current tax
9
–
Deferred taxation
Deferred tax recognised for losses in the current period
(13)
(2)
Origination and reversal of temporary differences
2
6
Adjustments in respect of prior periods
–
3
Effect of tax losses carried back on current tax
1
–
Tax relief on the transitional adjustment on IFRS 17 implementation
34
34
Remeasurement of deferred tax – change in UK tax rate
–
2
Total deferred tax
24
43
Total income tax recognised in profit or loss
33
43
The deferred tax assets and liabilities have been calculated at 25% (2023: 25%), the current corporation tax rate, and the rate at which they
are expected to reverse. The Group has assessed that the deferred tax balances will be fully recoverable based on the Group’s five-year
business plan and projection thereafter.
In accordance with Paragraph 4A of IAS 12 “Income taxes”, the Group has not recognised nor disclosed information about deferred tax
assets and liabilities related to Pillar Two income taxes. The Group does not currently expect the effect of the Pillar Two legislation to have
a material impact on the tax position in future periods.
Reconciliation of total income tax to the applicable tax rate
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Profit on ordinary activities before tax
113
172
Income tax at 25% (2023: 23.5%)
28
40
Effects of:
Expenses not deductible for tax purposes
–
2
Remeasurement of deferred tax – change in UK tax rate
–
2
Adjustments in respect of prior periods
6
3
Other
(1)
(4)
Total income tax recognised in profit or loss
33
43
162 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Income tax recognised in other comprehensive income
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Revaluation of land and buildings
(1)
–
Total deferred tax
(1)
–
Total income tax recognised in other comprehensive income
(1)
–
Income tax recognised directly in equity
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Current taxation
Relief on Tier 1 interest
(4)
(4)
Total current tax
(4)
(4)
Deferred taxation
Relief in respect of share-based payments
(4)
–
Total deferred tax
(4)
–
Total income tax recognised directly in equity
(8)
(4)
Pillar 2 is not considered to have a significant impact on the Group’s financial statements. The Group is predominantly a UK-centric
business with an effective tax rate of close to the UK rate of tax of 25%.
In 2023, IFRS 17 Insurance Contracts was adopted. Cumulative differences arising between IFRS 17 and the previous accounting standards
(IFRS 4), which represent the differences in retained profits previously reported and impact of the adoption of the standard, are brought
back into the computation of taxable profits. However, legislation provided for transitional arrangements whereby such differences are
amortised on a straight-line basis over a ten-year period from 1 January 2023. The tax charge for the year to 31 December 2024 includes
current tax relief arising from amortisation of transitional balances of £34m (2023: £32m).
7. REMUNERATION OF DIRECTORS
Information concerning individual Directors’ emoluments, interests and transactions is given in the Directors’ Remuneration report. For the
purposes of the disclosure required by Schedule 5 to the Companies Act 2006, the total aggregate emoluments of the Directors in the year
was £5m (2023: £5m). Employer contributions to pensions for Executive Directors for qualifying periods were £nil (2023: nil). The aggregate
net value of share awards granted to the Directors in the year was £2m (2023: £3m), calculated by reference to the average closing
middle-market price of an ordinary share over the five days preceding the grant. One Director exercised share options during the year with
an aggregate gain of £1m (2023: two Directors exercised options with an aggregate gain of £3m).
8. STAFF NUMBERS AND COSTS
The average number of persons employed by the Group (including Directors) during the financial year, analysed by category, was
as follows:
Year ended Year ended
31 December 2024 31 December 2023
Number Number
Directors
10
11
Senior management
165
142
Staff
1,179
1,052
Average number of staff
1,354
1,205
The aggregate personnel costs were as follows:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Wages and salaries
121
104
Social security costs
15
11
Other pension costs
7
6
Share-based payment expense
6
6
Total
149
127
163
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
9. EMPLOYEE BENEFITS
Defined contribution pension scheme
The Group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable to the
fund and amounted to £7m (2023: £6m).
Employee share plans
The Group operates a number of employee share option plans. Details of those plans are as follows:
Long Term Incentive Plans (“LTIP”)
The Group has made awards under the LTIP to Executive Directors and other senior managers. Awards granted prior to 9 May 2023 were
granted under the Just Retirement Group plc 2013 Long Term Incentive Plan. Awards granted since 9 May 2023 are granted under the Just
Group plc Long Term Incentive Plan. Awards are made in the form of nil-cost options which become exercisable on the third anniversary of
the grant date, subject to the satisfaction of service and performance conditions set out in the Directors’ Remuneration report.
Performance conditions include a range of measures regarding financial metrics and Environmental Social and Governance “ESG” targets.
Options are exercisable until the tenth anniversary of the grant date, with the exception for good leavers in respect of awards granted
after 9 May 2023 which are exercisable until the first anniversary of the vesting date. The majority of options granted are also subject to
a two-year holding period after the options have vested.
The options are accounted for as equity-settled schemes.
The number and weighted-average remaining contractual life of outstanding options under the LTIP are as follows:
Year ended Year ended
31 December 2024 31 December 2023
Number of options Number of options
Outstanding at 1 January
26,004,780
25,935,723
Granted
7,005,523
9,544,856
Forfeited
(2,466,040)
(2,902,296)
Exercised
(5,311,380)
(6,573,503)
Expired
(19,450)
–
Outstanding at 31 December
25,213,433
26,004,780
Exercisable at 31 December
3,119,011
4,546,466
Weighted-average share price at exercise (£)
1.08
0.85
Weighted-average remaining contractual life (years)
1.06
1.14
The exercise price for options granted under the LTIP is nil.
During the year to 31 December 2024, awards of LTIPs were made on 28 March 2024, 18 April 2024 and 9 September 2024. The weighted-
average fair value and assumptions used to determine the fair value of the LTIPs and the Buy-out options granted during the year are
as follows:
2024 awards
2023 awards
Fair value at grant date
£0.95
£0.77
Option pricing model used
Black–Scholes,
Black–Scholes,
Stochastic, Finnerty Stochastic, Finnerty
Share price at grant date
£1.05
£0.84
Exercise price
Nil
Nil
Expected volatility – TSR performance
34.70% – 37.89%
41.34%
Expected volatility – holding period
37.45%
37.52% – 37.60%
Option life (including 2-year holding period)
2.93, 3.93 and 5 years
5 years
Dividend yield
Nil
HUB awards – 2.05%
Other – Nil
Risk-free interest rate – TSR performance
4.11% – 4.59%
3.44%
Risk-free interest rate – holding period
3.94%
3.25% – 3.41%
A Stochastic model is used where vesting is related to a total shareholder return target, a Black-Scholes option pricing model is used for all
other performance vesting targets, and a Finnerty model is used to model the holding period.
164 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
For awards subject to a market performance condition, such as Total Shareholder Return (“TSR”), expected volatility has been calculated
using historic volatility of the Company, and for each company in the TSR comparator group, over the period of time commensurate with
the remainder of the performance period immediately prior to the date of grant. For awards with a holding period condition, expected
volatility has been calculated using historic volatility of the Company over the period of time commensurate with the holding period
immediately prior to the date of grant.
Deferred share bonus plan (“DSBP”)
The DSBP is operated in conjunction with the Group’s short-term incentive plan for Executive Directors and other senior managers of the
Company or any of its subsidiaries, as explained in the Directors’ Remuneration report. Awards are made in the form of nil-cost options
which become exercisable on the third anniversary of the grant date. Options are exercisable until the tenth anniversary of the grant date,
with the exception of good leavers in respect of awards granted after 9 May 2023 which are exercisable until the first anniversary of the
vesting date.
The options are accounted for as equity-settled schemes.
The number and weighted-average remaining contractual life of outstanding options under the DSBP are as follows:
Year ended Year ended
31 December 2024 31 December 2023
Number of options Number of options
Outstanding at 1 January
5,400,381
5,998,639
Granted
1,336,229
1,278,872
Forfeited
–
(273,206)
Exercised
(1,733,872)
(1,603,924)
Outstanding at 31 December
5,002,738
5,400,381
Exercisable at 31 December
1,263,652
1,661,999
Weighted-average share price at exercise (£)
1.08
0.83
Weighted-average remaining contractual life (years)
0.95
0.85
The exercise price for options granted under the DSBP is nil (2023: nil).
During the year to 31 December 2024, awards of DSBPs were made on 28 March 2024. The weighted-average fair value and assumptions
used to determine the fair value of options granted during the year under the DSBP are as follows:
2024 awards
2023 awards
Fair value at grant date
£1.05
£0.84
Option pricing model used
Black–Scholes
Black–Scholes
Share price at grant date
£1.05
£0.84
Exercise price
Nil
Nil
Option life
3 years
3 years
Dividend yield
Nil
Nil
Risk-free interest rate
Nil
Nil
Save As You Earn (“SAYE”) scheme
The Group operates SAYE plans for all employees, allowing a monthly amount to be saved from salaries over either a three- or five-year
period that can be used to purchase shares in the Company at a predetermined price. The employee must remain in employment for the
duration of the saving period and satisfy the monthly savings requirement (except in “good leaver” circumstances). Options are exercisable
for up to six months after the saving period.
The options are accounted for as equity-settled schemes.
165
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
9. EMPLOYEE BENEFITS continued
The number, weighted-average exercise price, weighted-average share price at exercise, and weighted-average remaining contractual life
of outstanding options under the SAYE are as follows:
Year ended 31 December 2024
Year ended 31 December 2023
Number Weighted-average Number Weighted-average
of options exercise price £ of options exercise price £
Outstanding at 1 January
7,853,387
0.60
12,918,140
0.45
Granted
2,215,921
0.85
3,910,005
0.67
Forfeited
(262,928)
0.69
(646,127)
0.56
Cancelled
(241,025)
0.73
(442,187)
0.71
Exercised
(1,020,834)
0.59
(7,794,943)
0.38
Expired
(45,735)
0.74
(91,501)
0.92
Outstanding at 31 December
8,498,786
0.66
7,853,387
0.60
Exercisable at 31 December
75,215
0.42
231,646
0.50
Weighted-average share price at exercise (£)
1.12
0.84
Weighted-average remaining contractual life (years)
1.55
1.97
The range of exercise prices of options outstanding at the end of the year are as follows:
2024
Number of
2023
Number of
options outstanding options outstanding
£0.38
1,750,493
2,043,899
£0.52
–
217,744
£0.67
3,273,896
3,647,050
£0.71
1,235,804
1,380,653
£0.74
125,566
562,516
£0.85
2,113,027
–
£1.18
–
1,525
Total
8,498,786
7,853,387
During the year to 31 December 2024, awards of SAYEs were made on 24 April 2024. The weighted-average fair value and assumptions used
to determine the fair value of options granted during the year under the SAYE are as follows:
2024 awards
2023 awards
Fair value at grant date
£0.36
£0.38
Option pricing model used
Black–Scholes
Black–Scholes
Share price at grant date
£1.03
£0.89
Exercise price
£0.85
£0.67
Expected volatility – 3-year scheme
37.51%
47.78%
Expected volatility – 5-year scheme
48.00%
50.32%
Option life
3.35 or 5.36 years
3.37 or 5.37 years
Dividend yield
2.02%
1.95%
Risk-free interest rate – 3-year scheme
4.46%
3.65%
Risk-free interest rate – 5-year scheme
4.30%
3.62%
Expected volatility has been calculated using historic volatility of the Company over the period of time commensurate with the expected
term of the awards immediately prior to the date of grant.
Employee share
The share-based payment expense recognised in the Consolidated statement of comprehensive income for employee services receivable
during the year is as follows:
Year ended Year ended
Note 31 December 2024 31 December 2023
Equity-settled schemes
6
6
Total expense
8
6
6
166 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
10. EARNINGS PER SHARE
The calculation of basic and diluted earnings per share is based on dividing the profit or loss attributable to ordinary equity holders of the
Company by the weighted-average number of ordinary shares outstanding, and by the diluted weighted-average number of ordinary
shares potentially outstanding at the end of the year. The weighted-average number of ordinary shares excludes shares held by the
Employee Benefit Trust on behalf of the Company to satisfy future exercises of employee share scheme awards.
Earnings for the purposes of determining earnings per share and diluted earnings per share is calculated by adjusting the profit or loss
attributable to ordinary equity holders of the Company for amounts in respect of the RT1 notes. This is based on the judgement that the
rights associated with the RT1 notes are similar to preference shares. Adjustments include coupon payments and any gains/losses
on redemption.
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Profit attributable to equity holders of Just Group plc
80
129
Coupon payments in respect of Tier 1 notes (net of tax)
(12)
(12)
Profit attributable to ordinary equity holders of Just Group plc/basic earnings
68
117
Effect of potentially dilutive share options
–
–
Diluted earnings
68
117
Year ended Year ended
31 December 2024 31 December 2023
million million
Basic weighted average no. of shares
1,040
1,032
Effect of potentially dilutive share options
13
17
Diluted weighted average no. of shares
1,053
1,049
Year ended Year ended
31 December 2024 31 December 2023
pence pence
Basic earnings per share
6.5
11.3
Diluted earnings per share
6.5
11.2
11. DIVIDENDS AND APPROPRIATIONS
Dividends and appropriations paid in the year were as follows:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Final dividend
Final dividend in respect of prior year end (1.5 pence per ordinary share, paid on 15 May 2024)
16
13
Interim dividend
Interim dividend in respect of current year end (0.7 pence per ordinary share,
paid on 4 October 2024)
7
6
Total dividends paid
23
19
Coupon payments in respect of Tier 1 notes
1
16
16
Total distributions to equity holders in the period
39
35
1 Coupon payments on Tier 1 notes are treated as an appropriation of retained profits and, accordingly, are accounted for when paid.
Subsequent to 31 December 2024, the Directors proposed a final dividend for 2024 of 1.8 pence per ordinary share (2023: 1.5 pence) and
together with the interim dividend of 0.7 pence per ordinary share paid in 4 October 2024 amounting to £26m (2023: £22m) in total. Subject
to approval by shareholders at the Company’s 2025 AGM, the dividend will be paid on 14 May 2025 to shareholders on the register of
members at the close of business on 11 April 2025, and will be accounted for as an appropriation of retained earnings in year ending
31 December 2025.
167
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
12. INTANGIBLE ASSETS
Acquired intangible assets
Intellectual
Goodwill property PrognoSys™ Software Total
Year ended 31 December 2024 £m £m £m £m £m
Cost
35
2
6
29
72
Disposals
–
–
–
(1)
(1)
At 31 December 2024
35
2
6
28
71
Amortisation and impairment
At 1 January 2024
(1)
(1)
(4)
(25)
(31)
Charge for the year
–
–
(1)
–
(1)
Disposals
–
–
–
1
1
At 31 December 2024
(1)
(1)
(5)
(24)
(31)
Net book value at 31 December 2024
34
1
1
4
40
Net book value at 1 January 2024
34
1
2
4
41
Acquired intangible assets
Intellectual
Goodwill property PrognoSys™ Software Total
Year ended 31 December 2023 £m £m £m £m £m
Cost
At 1 January 2023
35
2
6
29
72
At 31 December 2023
35
2
6
29
72
Amortisation and impairment
At 1 January 2023
(1)
(1)
(3)
(20)
(25)
Impairment
–
–
–
(3)
(3)
Charge for the year
–
–
(1)
(2)
(3)
At 31 December 2023
(1)
(1)
(4)
(25)
(31)
Net book value at 31 December 2023
34
1
2
4
41
Net book value at 1 January 2023
34
1
3
9
47
The amortisation and impairment charge is recognised in other operating expenses in profit or loss.
PrognoSys™ is the Group’s proprietary underwriting engine. The Group has accumulated years of experience collected over 20 years of
operations. It is enhanced by an extensive breadth of external primary and secondary healthcare data and medical literature. Accordingly,
an intangible asset in relation to its development is recognised in the Consolidated statement of financial position.
Impairment testing
The Group’s goodwill of £34m at 31 December 2024 represents the following:
• £33m on the 2009 acquisition by Just Retirement Group Holdings Limited of Just Retirement (Holdings) Limited, the Holding Company of
JRL; and
• £1m recognised on the 2018 acquisition of HUB Pension Consulting (Holdings) Limited.
The majority of the goodwill has been allocated to the cash-generating unit of Just Retirement (Holdings) Limited and its subsidiaries. The
recoverable amounts of goodwill have been determined from the value-in-use of the cash generating unit.
2024
2023
Period on which management approved forecasts are based
5 years
5 years
Discount rate (pre-tax)
12.9%
11.4%
The value-in-use of the cash-generating unit is considered by reference to the latest business plans over the next five years, which reflect
management’s best estimate of future cash flows based on historical experience, expected growth rates and assumptions around market
share, customer numbers, expense inflation and mortality rates. The discount rate was determined using a weighted average cost of
capital approach, with appropriate adjustments to reflect a market participant’s view. The outcome of the impairment assessment is that
the goodwill allocated to the cash-generating unit is not impaired and that the value-in-use is higher than the carrying value of goodwill.
Any reasonably possible changes in assumptions will not cause the carrying value of the goodwill to exceed the recoverable amounts.
168 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
13. PROPERTY AND EQUIPMENT
Freehold land Computer Furniture Right-of-use
and buildings equipment and fittings assets Total
Year ended 31 December 2024 £m £m £m £m £m
Cost or valuation
At 1 January 2024
10
12
9
16
47
Acquired during the year
–
1
3
–
4
Disposals
–
–
–
(7)
(7)
Revaluations
(4)
–
–
–
(4)
At 31 December 2024
6
13
12
9
40
Depreciation and impairment
At 1 January 2024
–
(11)
(6)
(8)
(25)
Depreciation charge for the year
–
(1)
(1)
(1)
(3)
Disposals
–
–
–
7
7
Revaluations
1
–
–
–
1
At 31 December 2024
1
(12)
(7)
(2)
(20)
Net book value at 31 December 2024
7
1
5
7
20
Net book value at 1 January 2024
10
1
3
8
22
Freehold land Computer Furniture Right-of-use
and buildings equipment and fittings assets Total
Year ended 31 December 2023 £m £m £m £m £m
Cost or valuation
At 1 January 2023
10
11
9
15
45
Acquired during the year
–
1
–
2
3
Disposals
–
–
–
(1)
(1)
At 31 December 2023
10
12
9
16
47
Depreciation and impairment
At 1 January 2023
–
(10)
(6)
(7)
(23)
Depreciation charge for the year
–
(1)
–
(1)
(2)
At 31 December 2023
–
(11)
(6)
(8)
(25)
Net book value at 31 December 2023
10
1
3
8
22
Net book value at 1 January 2023
10
1
3
8
22
Included in freehold land and buildings is land of value £2m (2023: £2m).
The Group’s freehold land and buildings are stated at their revalued amounts, being the fair value at the date of revaluation less any
subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value measurements of freehold land and
buildings as at 22 August 2024 were performed by Hurst Warne and Partners Surveyors Ltd, independent valuers not related to the Group.
Hurst Warne and Partners Surveyors Ltd is registered for regulation by the Royal Institution of Chartered Surveyors (“RICS”). The valuation
process relies on expert judgement which is heightened due to the macroeconomic-related uncertainty. The valuer has sufficient current
local knowledge of the particular market, and the knowledge, skills and understanding to undertake the valuation competently. The fair
value of the freehold land was undertaken using a residual valuation assuming a new build office to an exact equivalent size as currently
exists to a modern Grade A specification, disregarding the possibility of developing any alternative uses or possible enhancements. The fair
value of the buildings was determined based on open market comparable evidence of market rent in the existing condition. The fair value
measurement of revalued land and buildings has been categorised as Level 3 within the fair value hierarchy based on the non-observable
inputs to the valuation technique used.
Revaluations during the year comprise a loss of £4m recognised in other comprehensive income (gross of tax of £1m) and the elimination
of depreciation on the revaluations of £1m, reversing previously recognised gains of £4m (gross of tax of £1m).
If freehold land and buildings were stated on the historical cost basis, the carrying values would be land of £4m (2023: £4m) and buildings
of £4m (2023: £4m).
Right-of-use assets are property assets leased by the Group.
169
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
14. INVESTMENT PROPERTY
Year ended Year ended
31 December 2024 31 December 2023
£m £m
At 1 January
32
40
Net loss from fair value adjustment
(5)
(8)
At 31 December
27
32
Investment properties are leased to commercial tenants. Investment properties are valued using discounted cash flow analysis using
assumptions based on the repayment of the underlying loan. The valuation model discounts the expected future cash flows using a
discount rate which includes a credit spread allowance associated with that asset. The redemption and default assumptions are derived
from the assumptions for the Group’s bond portfolio. The Group’s investment property is held by the Group’s Jersey Property Unit Trust
(“JPUT”). Rental income received in the year from investment properties was £1m (2023: £1m). Minimum lease payments receivable on
leases of investment properties are as follows (undiscounted cash flows):
Year ended
Year ended 31 December 2023
31 December 2024 (restated)¹
£m £m
Within 1 year
1
1
Between 1 and 2 years
1
1
Between 2 and 3 years
1
1
Between 3 and 4 years
1
1
Between 4 and 5 years
1
1
Later than 5 years
265
266
Total
270
271
1 Amounts have been restated to reflect the revised contractual lease term.
15. FINANCIAL INVESTMENTS
The Group’s financial investments that are measured at fair value through the profit or loss are either managed within a fair value business
model, or mandatorily measured at fair value. The Group’s financial investments that are measured at amortised cost are held within a
business model where the intention of holding the instruments is to collect solely payments of principal and interest. The table below
summarises the classification of the Group’s financial assets and liabilities.
Analysis of financial investments
31 December 2024 31 December 2023
£m £m
Units in liquidity funds
1,792
1,141
Investment funds
399
495
Debt securities and other fixed income securities
–
Debt securities
12,860
12,269
–
Infrastructure and Long income real estate debt securities
3,150
1,385
16,010
13,654
Deposits with credit institutions
808
706
Loans secured by commercial mortgages
809
764
Long income real estate
2
787
779
Infrastructure loans
2
1,246
1,113
Other loans
195
164
Total investments measured at FVTPL – designated
22,046
18,816
Lifetime mortgages
5,637
5,681
Derivative financial assets
2,756
2,377
Total investments measured at FVTPL – mandatory
8,393
8,058
Gilts – subject to repurchase agreements
3,951
2,549
Total investments measured at amortised cost
3,951
2,549
Total financial investments
34,390
29,423
1. Includes £2,266m (2023: £1,146m) of Infrastructure debt securities and £884m (2023: 239m) of Long income real estate debt securities.
2. Long income real estate includes £157m (2023: £176m) residential and £630m (2023: £603m) commercial ground rents. Long income real estate of £119m was transferred to
infrastructure loans as a result of a decision to reclassify certain assets whose security relied on the property operator rather than the property itself.
170 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Units in liquidity funds comprise wholly of units in funds which invest in very short dated liquid assets. However as they do not meet the
definition of Cash available on demand, liquidity funds are reported within Financial investments. Liquidity funds do however meet the
definition of cash equivalents for the purposes of disclosure in the Consolidated statement of cash flows.
The majority of investments included in debt securities and other fixed income securities are listed investments. The Group also originates
illiquid fixed income assets including infrastructure, real estate and private placements. Long income real estate investments are typically
much longer duration and hence the cash flow profile is more appropriate to match DB deferred liabilities.
Deposits with credit institutions with a carrying value of £808m (2023: £706m) have been pledged as collateral in respect of the Group’s
derivative and repurchase agreement financial instruments. Amounts pledged as collateral are deposited with the derivative or repurchase
agreement counterparty.
Derivatives are reported within Financial investments where the derivative valuation is in an asset position, or alternatively within Payables
and other financial liabilities where the derivative is in a liability position.
In 2023, the Group first established an amortised cost portfolio; the Group has now invested around £4bn in long dated gilts that are held
within this portfolio, to significantly reduce the Solvency II coverage ratio sensitivity to future interest rate movements, with a much
reduced volatility on the IFRS position.
16. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES
This note explains the methodology for valuing the Group’s financial assets and liabilities fair value, including financial investments, and
provides disclosures in accordance with IFRS 13 “Fair value measurement” including an analysis of such assets and liabilities categorised
in a fair value hierarchy based on market observability of valuation inputs.
(a) Determination of fair value and fair value hierarchy
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value
hierarchy described as follows, based on the lowest level input that is significant to the fair value measurement as a whole.
Level 1
Inputs to Level 1 fair values are unadjusted quoted prices in active markets for identical assets and liabilities that the entity can access
at the measurement date.
Level 2
Inputs to Level 2 fair values are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full
term of the instrument. Level 2 inputs include the following:
• quoted prices for similar assets and liabilities in active markets;
• quoted prices for identical assets or similar assets in markets that are not active, the prices are not current, or price quotations vary
substantially either over time or among market makers, or in which very little information is released publicly;
• inputs other than quoted prices that are observable for the asset or liability; and
• market-corroborated inputs.
Level 3
Inputs to Level 3 fair values include significant unobservable inputs for the asset or liability. Unobservable inputs are used to measure fair
value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for
the asset or liability at the measurement date. However, the fair value measurement objective remains the same, i.e. an exit price at the
measurement date from the perspective of a market participant that holds the asset or owes the liability. Unobservable inputs reflect the
same assumptions as those that the market participant would use in pricing the asset or liability including those about risk.
The sensitivity of Level 3 investments to reasonably possible alternative assumptions for unobservable inputs used in the valuation model
that could give rise to significant changes in the fair value of the assets is included in section (d). The sensitivities in this note only consider
the impact of the change in these assumptions on the fair value of the asset. Some of these sensitivities would also impact the yield on
assets and hence the valuation discount rate used to determine insurance contract liabilities. For some of these sensitivities, the impact
on the value of insurance contract liabilities and therefore the combined impact on profit before tax is included in note 22(h).
171
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
16. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES continued
Assessment of the observability of pricing information
All assets classified as Level 1 and 2 are valued using observable market data from standard market pricing sources such as Bloomberg.
Debt securities and financial derivatives categorised as Level 1 and Level 2 are valued using observable data, either directly (as prices) or
indirectly (derived from prices). The pricing data for the Level 2 instruments undergoes expert review to determine its quality. For instance,
the pricing data is sourced from multiple external sources (such as Bloomberg and Thomson Reuters) and is subject to several monitoring
controls, such as monthly price variances, stale price reviews and variance analysis. If the data quality is not sufficiently high, the
instrument is reassigned to Level 3.
If Bloomberg’s pricing service (BVAL) assigns a low score to the pricing data provided by brokers/asset managers, the instruments are then
classified as Level 3.
The Group’s assets and liabilities held at fair value, which are valued using valuation techniques for which observable market data are not
available and classified as Level 3, include loans secured by mortgages, long income real estate, infrastructure loans, private placement
debt securities, investment funds, other loans and also the Group’s investment contract liabilities.
(b) Analysis of assets and liabilities held at fair value according to fair value hierarchy
31 December 2024
31 December 2023
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
£m £m £m £m £m £m £m £m
Assets held at fair value through profit or loss
Units in liquidity funds
1,792
–
–
1,792
1,135
6
–
1,141
Investment funds
–
110
289
399
–
97
398
495
Debt securities and other fixed income securities
6,291
4,964
4,755
16,010
4,941
5,799
2,914
13,654
Deposits with credit institutions
808
–
–
808
706
–
–
706
Loans secured by commercial mortgages
–
–
809
809
–
–
764
764
Long income real estate
–
–
787
787
–
–
779
779
Infrastructure loans
–
–
1,246
1,246
–
–
1,113
1,113
Other loans
–
61
134
195
–
41
123
164
Lifetime mortgages
–
–
5,637
5,637
–
–
5,681
5,681
Derivative financial assets
–
2,750
6
2,756
–
2,377
–
2,377
Financial investments
8,891
7,885
13,663
30,439
6,782
8,320
11,772
26,874
Investment property
–
–
27
27
–
–
32
32
Fair value of financial assets held at
amortised cost
Gilts – subject to repurchase agreements
(fair value)
3,604
–
–
3,604
2,614
–
–
2,614
Total financial assets and investment property
12,495
7,885
13,690
34,070
9,396
8,320
11,804
29,520
Liabilities held at fair value
Investment contract liabilities
–
37
5
42
–
–
35
35
Derivative financial liabilities
–
2,997
18
3,015
–
2,473
14
2,487
Fair value of financial liabilities at amortised cost
Obligations for repayment of cash collateral
received (fair value)
662
–
–
662
511
21
–
532
Loans and borrowings at amortised cost (fair value)
–
862
–
862
–
694
–
694
Repurchase obligation (fair value)
–
3,878
–
3,878
–
2,569
–
2,569
Total financial liabilities
662
7,774
23
8,459
511
5,757
49
6,317
There are no non-recurring fair value measurements in either period.
172 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(c) Transfers between levels
The Group’s policy is to assess pricing source changes and determine transfers between levels as of the end of each half-yearly reporting
period. Transfers between levels arise from changes in the pricing sources. During the year there were the following transfers between levels:
• Transfers from Level 2 to Level 1 as a result of improved pricing sources were £1,380m (2023: £1,492m)
• Transfer from Level 1 to Level 2 due to a fall in pricing quality were £275m (2023: £279m)
• Transfers from level 2 to level 3 due to a fall in pricing quality £192m (2023: 157m)
• Transfers from level 3 to level 2 are investment contract liabilities which have been transferred to match the classification of the assets
backed to those liabilities £37m (2023: nil) and investments which have improved pricing sources £467m (2023: £15m)
(d) Level 3 assets and liabilities measured at fair value
Reconciliation of the opening and closing recorded amount of Level 3 assets and liabilities held at fair value.
Debt Loans
securities and secured by Long Infra- Investment Derivative Derivative
Investment other fixed commercial income real structure Other Lifetime contract financial financial
funds income mortgages estate loans loans mortgages liabilities liabilities assets
Year ended 31 December 2024 £m securities £m £m £m £m £m £m £m £m £m
At 1 January 2024
398
2,914
764
779
1,113
123
5,681
(35)
(14)
–
Purchases/advances/deposits
81
2,417
178
235
101
–
340
(13)
–
–
Transfers to Level 3
–
192
–
–
–
–
–
–
–
1
Transfers from Level 3
–
(467)
–
–
–
–
–
37
–
–
Reclassification between level 3
–
–
–
(119)
119
–
–
–
–
–
Sales/redemptions/payments
(180)
(107)
(127)
(13)
(39)
–
(375)
8
–
–
Recognised in profit or loss in
investment return
– Realised gains and losses
(11)
–
–
–
–
–
150
–
–
–
– Unrealised gains and losses
1
(175)
(7)
(95)
(43)
2
(364)
–
(4)
5
Interest accrued
–
(19)
1
–
(5)
9
205
–
–
–
Change in fair value of liabilities
recognised in profit or loss
–
–
–
–
–
–
–
(2)
–
–
At 31 December 2024
289
4,755
809
787
1,246
134
5,637
(5)
(18)
6
Debt Loans
securities and secured by Long Infra- Investment Derivative Derivative
Investment other fixed commercial income real structure Other Lifetime contract financial financial
funds income mortgages estate loans loans mortgages liabilities liabilities assets
Year ended 31 December 2023 £m securities £m £m £m £m £m £m £m £m £m
At 1 January 2023
338
1,605
584
247
948
112
5,306
(33)
(42)
–
Purchases/advances/deposits
56
1,195
256
529
138
17
186
(12)
–
–
Transfers to Level 3
–
157
–
–
–
–
–
–
–
–
Transfers from Level 3
–
(15)
–
–
–
–
–
–
–
–
Sales/redemptions/payments
4
(116)
(110)
(4)
(50)
–
(342)
1
23
–
Recognised in profit or loss in
investment return
– Realised gains and losses
–
–
–
–
–
–
122
–
–
–
– Unrealised gains and losses
–
93
32
7
72
(16)
164
–
5
–
Interest accrued
–
(5)
2
–
5
10
245
–
–
–
Change in fair value of liabilities
recognised in profit or loss
–
–
–
–
–
–
–
9
–
–
At 31 December 2023
398
2,914
764
779
1,113
123
5,681
(35)
(14)
–
173
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
16. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES continued
Sensitivity analysis
The sensitivities disclosed in this note only consider the impact of the change in these assumptions on the fair value of the investment
assets. Some of these sensitivities would also impact the yield on assets and hence the valuation discount rate used to determine the
insurance contract liabilities. For some of these sensitivities, the impact on the value of insurance contract liabilities and hence profit
before tax is included in note 22(h).
Reasonably possible alternative assumptions for unobservable inputs used in the valuation model either as at the valuation date or from
a suitable recent reporting period where appropriate to do so could give rise to significant changes in the fair value of the assets. The Group
has estimated the impact on fair value to changes to these inputs as follows:
Principal 31 December 2024 31 December 2023
Financial investments
Note
assumption
1
Sensitivity applied £m £m
Investment funds
(i)
credit spreads
+100bps
(11)
(10)
Debt securities and other fixed income securities
(ii)
credit spreads
+100bps
(420)
(293)
Loans secured by commercial mortgages
(iii)
credit spreads
+100bps
(27)
(27)
Long income real estate
(iv)
credit spreads
+100bps
(114)
(158)
Long income real estate
(iv)
credit rating
downgrade of residential
(4)
(11)
ground rents to BBB
Infrastructure loans
(v)
credit spreads
+100bps
(87)
(78)
1 Sensitivities are determined by reference to the movement in credit spreads where the valuation models used discount the expected cash flows using a discount rate which
includes a credit spread allowance associated with the asset.
For sensitivity analysis of lifetime mortgages, please refer to 16(d)(vi).
(i) Investment funds
Investment funds classified as Level 3 are structured entities that operate under contractual arrangements which allow a group of
investors to invest in a pool of corporate loans without any one investor having overall control of the entity. Discount rates are the most
significant assumption applied in calculating the fair value of investment funds. The average discount rate used is 8% (2023: 10%).
(ii) Debt securities and other fixed income securities
In line with market practice, fixed-income securities are generally valued using independent pricing services such as Bloomberg and
Thomson Reuters. When pricing data is unavailable from pricing services, prices are sourced from external asset managers or internal
models and classified as Level 3 under the fair value hierarchy due to the use of significant unobservable inputs. These include private
placement bonds, asset-backed securities and illiquid corporate bonds.
(iii) Loans secured by commercial mortgages
Loans secured by commercial mortgages are valued using a discounted cash flow model. The contractual cash flows are discounted by
a risk-free discount rate with additional spreads to allow for credit and illiquidity risks. The additional spreads used in the discount rate are
calculated using an internally developed methodology, which takes into consideration the credit rating of each loan and refers to external
market spread indices to assess market movements in spreads and the impact of changes in credit ratings.
(iv) Long income real estate
Long income real estate is valued using discounted cash flow analysis using assumptions based on the repayment of the underlying loan.
Principal assumptions underlying the calculation of long income real estate
In determining the credit spreads for the valuation of residential ground rents, the Group has taken a market participant approach, which
requires consideration of the assumptions, including those about risk, that a market participant would make at the balance sheet date for
valuing such assets. The Group notes the significant uncertainty regarding the outcome of the previous Government consultation and the
2024 King’s Speech regarding restriction of residential ground rents as explained in the Risk Management report. The Group included an
adjustment to the valuation of its residential ground rents portfolio in 2023 to reflect this uncertainty in the fair value that a market
participant would be willing to exchange such assets. The value of these assets was adjusted to reflect an expected increase in credit
spread and consequential increase the credit risk deduction for defaults. The Group has not made any change to the approach for
determining this adjustment as at 31 December 2024 but figures have been refreshed to reflect current economic conditions.
As explained in note 30, the Group continues to monitor the new Government’s agenda regarding residential ground rent assets. The Group
has performed additional sensitivity analysis over the residential ground rents within the long income real estate portfolio. The sensitivity
of residential ground rents to more significant adverse changes in credit quality has been evaluated in light of the potential scenarios
proposed in the previous Government consultation. As shown in the sensitivities table above, an additional sensitivity has been performed
under the scenario that the credit rating of the Group’s holding in residential ground rents reduces to BBB.
174 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(v) Infrastructure loans
Infrastructure loans are valued using a discounted cash flow model. The contractual cash flows from the loans are discounted by a
risk-free discount rate plus additional spreads to allow for credit and illiquidity risks. The additional spreads used in the discount rate are
calculated using an internally developed methodology, which takes into consideration the credit rating of each loan and refers to external
market spread indices to assess market movements in spreads and the impact of changes in credit ratings.
(vi) Lifetime mortgages
Methodology and judgement underlying the calculation of lifetime mortgages
The valuation of lifetime mortgages is determined using internal models which project future cash flows expected to arise from each loan.
Future cash flows allow for assumptions relating to future expenses, future mortality experience, voluntary redemptions and repayment
shortfalls on redemption of the mortgages due to the NNEG. The fair value is calculated by discounting the future cash flows at a swap rate
plus a liquidity premium.
Under the NNEG, the amount recoverable by the Group on eligible termination of mortgages is capped at the net sale proceeds of the
property. A key judgement is with regard to the calculation approach used. The Black 76 variant of the Black-Scholes option pricing model
has been used in conjunction with an approach using best estimate future house price growth assumptions.
Cash flow models are used in the absence of a deep and liquid market for lifetime mortgages. The bulk sales of the portfolios of Just LTMs
in recent years represented market prices specific to the characteristics of the underlying portfolios of loans sold, in particular: loan rates;
loan-to-value ratios; and customer age. This was considered insufficient to affect the judgement of the methodology and assumptions
underlying the discounted cash flow approach used to value individual loans in the remaining portfolio. The pricing of these portfolio sales
did not indicate a bias in either direction and, as such, any suggestion that the current valuation approach was inappropriate. The
methodology and assumptions used would be reconsidered if any information is obtained from future portfolio sales that is relevant and
applicable to the remaining portfolio.
Principal assumptions underlying the calculation of lifetime mortgages
Gains and losses arising from lifetime mortgages are largely dependent on the term of the mortgage, which in turn is determined by the
longevity of the customer. Principal assumptions underlying the calculation of lifetime mortgages include the items set out below. These
assumptions are also used to provide the expected cash flows from the lifetime mortgages which determine the yield on this asset. This
yield is used for the purpose of setting valuation discount rates on the liabilities supported, as described in note 22(b).
Maintenance expenses
Assumptions for future policy expense levels are based on the Group’s recent expense analyses. The assumed future expense levels
incorporate an annual inflation rate allowance of 3.7% (2023: 3.6%).
Mortality
Mortality assumptions have been derived with reference to England and Wales population mortality using the CMI 2023 (2023: CMI 2022)
model for mortality improvements. These base mortality and improvement tables have been adjusted to reflect the expected future
mortality experience of mortgage contract holders, taking into account the medical and lifestyle evidence collected during the sales
process and the Group’s assessment of how this experience will develop in the future. This assessment takes into consideration relevant
industry and population studies, published research materials and management’s own experience. The Group has considered the possible
impact of the COVID-19 pandemic on its mortality assumptions and has included an allowance for the expected future direct and indirect
impacts of this and wider UK mortality trends, updated from that which applied at 31 December 2023. Further details of the matters
considered in relation to mortality assumptions at 31 December 2024 are set out in note 22(b).
Property prices
The approach in place as at 31 December 2024, which is the same as at 31 December 2023, is to calculate the value of a property by taking
the latest Automated Valuation Model “AVM” result, or latest surveyor value if more recent, indexing this to the balance sheet date using
Nationwide UK house price indices and then making a further allowance for property dilapidation since the last revaluation date.
The appropriateness of this valuation basis is regularly tested on the event of redemption of mortgages. The sensitivity of lifetime
mortgages to a fall in property prices is included in the table of sensitivities below.
Future property price
In the absence of a reliable long-term forward curve for UK residential property price inflation, the Group has made an assumption about
future residential property price inflation based upon available market and industry data. These assumptions have been derived with
reference to the long-term expectation of the UK consumer price index inflation metric, “CPI”, plus an allowance for the expectation of
house price growth above CPI (property risk premium) less a margin for a combination of risks including property dilapidation and basis
risk. An additional allowance is made for the volatility of future property prices. This results in a single rate of future house price growth of
3.3% (2023: 3.3%), with a volatility assumption of 13% per annum (2023: 13%). The setting of these assumptions includes consideration of
future long and short-term forecasts, the Group’s historical experience, benchmarking data, and future uncertainties including the possible
impacts of the COVID-19 pandemic and a higher interest and inflation rate economic environment on the UK property market. Increases in
house price indices have been observed over 2024, albeit this only represents a short time period in relation to the long-term assumption
being considered here. As such, at this stage our view is that there is no clear indication of a change in the long-term prospects of the
housing market. In light of this, the future house price growth and property volatility assumptions have been maintained at the same level
as assumed at 31 December 2023. The sensitivity of lifetime mortgages to changes in future property price growth is included in the table
of sensitivities below.
175
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
16. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES continued
Voluntary redemptions
Assumptions for future voluntary redemption levels are based on the Group’s recent experience analyses and management’s expert
judgement. The assumed redemption rate varies by factors such as product type, duration, issue age and property value with base
assumptions varying between 0.5% and 3.7% for loans in JRL (2023: 0.5% and 4.1%) and between 0.2% and 6.0% for loans in PLACL
(2023: 0.6% and 6.8%).
Liquidity premium
The liquidity premium at initial recognition is set such that the fair value of each loan is equal to the face value of the loan. The liquidity
premium partly reflects the illiquidity of the loan and also spreads the recognition of profit over the lifetime of the loan. Once calculated,
the liquidity premium remains unchanged at future valuations except when further advances are taken out. In this situation, the single
liquidity premium to apply to that loan is recalculated allowing for all advances. The average liquidity premium for loans held within JRL is
3.2% (2023: 3.2%) and for loans held within PLACL is 3.3% (2023: 3.3%). The movement over the period observed in both JRL and PLACL is a
function of the liquidity premiums on new loan originations compared to the liquidity premiums on those policies which have redeemed
over the period, both in reference to the average spread on the in-force portfolio of LTMs.
Sensitivity analysis
Reasonably possible alternative assumptions for unobservable inputs used in the valuation model could give rise to significant changes in
the fair value of the assets. The Group has estimated the impact on fair value to changes to these inputs as follows:
Immediate Future Future
Maintenance Base Mortality property property property Voluntary Liquidity
Lifetime mortgages net increase/ expenses mortality improvement price fall price growth price volatility redemptions premium
(decrease) in fair value (£m) +10% -5% +10% -10% -0.5% +1% +10% +10bps
2024
(5)
(23)
(3)
(88)
(51)
(33)
27
(46)
2023
(5)
(15)
(3)
(83)
(50)
(34)
19
(49)
The sensitivity factors are applied via financial models either as at the valuation date or from a suitable recent reporting period where
appropriate to do so. The analysis has been prepared for a change in each variable with other assumptions remaining constant. In reality
such an occurrence is unlikely due to correlation between the assumptions and other factors. It should be noted that some of these
sensitivities are non-linear and larger or smaller impacts should not be simply interpolated or extrapolated from these results.
For example, the impact from a 5% fall in property prices would be slightly less than half of that disclosed in the table above.
The impact on insurance liabilities of sensitivities to mortality is included in note 22(h).
Other limitations in the above sensitivity analysis include the use of hypothetical market movements to demonstrate potential risk that
only represents the Group’s view of reasonably possible near-term market changes that cannot be predicted with any certainty.
(vii) Other loans
Other loans classified as Level 3 are mainly commodity trade finance loans. These are valued using discounted cash flow analyses.
Sensitivity analysis
The sensitivity of fair value to changes in credit spread assumptions in respect of other loans is not material.
17. DEFERRED TAX ASSETS
31 December 2024 31 December 2023
£m £m
Transitional tax relief on adoption of IFRS 17
273
307
Tax losses and other
113
99
Land and buildings
1
–
Total
387
406
The £273m (2023: £341m) deferred tax asset was recognised on adoption of IFRS 17 for transitional tax relief and is being amortised over a
period of ten years from 1 January 2023.
The movement in the net deferred tax balance was as follows:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Net balance at 1 January
406
449
Recognised in profit or loss
(24)
(43)
Recognised in other comprehensive income
1
–
Recognised in equity
4
–
Net balance at 31 December
387
406
The Group has unrecognised deferred tax assets of £8m (2023: £6m).
176 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
18. CASH AND CASH EQUIVALENTS
31 December 2024 31 December 2023
£m £m
Cash available on demand
808
546
Units in liquidity funds
1,792
1,141
Cash and cash equivalents in the Consolidated statement of cash flows
2,600
1,687
Units in liquidity funds comprise wholly of units in funds which invest in very short dated liquid assets. However as they do not meet the
definition of Cash available on demand, liquidity funds are reported within financial investments (see note 15). Liquidity funds do however
meet the definition of cash equivalents for the purposes of disclosure in the Consolidated statement of cash flows.
19. SHARE CAPITAL AND SHARE PREMIUM
The allotted, issued and fully paid ordinary share capital of Just Group plc is detailed below:
Number of £0.10 Share capital Share premium
ordinary shares £m £m
At 1 January 2024
1,038,702,932
104
95
At 31 December 2024
1,038,702,932
104
95
At 1 January 2023
1,038,702,932
104
95
At 31 December 2023
1,038,702,932
104
95
The Company does not have a limited amount of authorised share capital.
20. OTHER RESERVES
31 December 2024 31 December 2023
£m £m
Merger reserve
597
597
Reorganisation reserve
348
348
Revaluation reserve
1
3
Share held by trusts
(2)
(5)
Total
944
943
Reorganisation reserve represents the difference in the nominal value of the shares in the Company and the value of shares in Just Retirement
Group Holdings Limited for which they were exchanged as part of the Group reorganisation in November 2013.
The merger reserve is the result of a placing of 94,012,782 ordinary shares in 2019 and the acquisition of 100% of the equity of Partnership
Assurance Group plc in 2016. The placing was achieved by the Company acquiring 100% of the equity of a limited company for
consideration of the new ordinary shares issued. Merger relief under Section 612 of the Companies Act 2006 applied to both transactions,
as explained in note 6 of Parent Company’s financial statements.
21. TIER 1 NOTES
Year ended Year ended
31 December 2024 31 December 2023
£m £m
At 1 January
322
322
At 31 December
322
322
On 16 September 2021 the Group issued £325m 5.0% perpetual restricted Tier 1 contingent convertible notes, incurring issue costs of £3m.
During the year, interest of £16m was paid to holders of the Tier 1 notes (2023: £16m). The Tier 1 notes bear interest on the principal
amount up to 30 September 2031 (the first reset date) at the rate of 5.0% per annum, and thereafter at a fixed rate of interest reset on the
first call date and on each fifth anniversary thereafter. Interest is payable on the Tier 1 notes semi-annually in arrears on 30 March and 30
September each year.
The Group has the option to cancel the coupon payment at its discretion and cancellation of the coupon payment becomes mandatory upon
non-compliance with the solvency capital requirement or minimum capital requirement or where the Group has insufficient distributable
funds. Cancelled coupon payments do not accumulate or become payable at a later date and do not constitute a default. In the event of
non-compliance with specific solvency requirements, the conversion of the Tier 1 notes into ordinary shares could be triggered.
The Tier 1 notes are treated as a separate category within equity and the coupon payments are recognised outside of the profit after tax
result and as a deduction directly from shareholders’ equity. Amounts reported in the Statement of changes in equity are £12m (2023:
£12m) after attributable tax.
177
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE
31 December 2024 31 December 2023
£m £m
Gross insurance liabilities
27,753
24,131
Reinsurance contract assets
(2,067)
(1,143)
Reinsurance contract liabilities
94
125
Net reinsurance contracts
(1,973)
(1,018)
Net insurance liabilities
25,780
23,113
Insurance liabilities and reinsurance assets and liabilities include valuation of the Best estimate of the present value of future cash flows,
the Risk adjustment for non-financial risk and the Contractual service margin. A summary of the movement in insurance liabilities and net
reinsurance contracts is presented below.
Year ended 31 December 2024
Year ended 31 December 2023
Gross Net reinsurance Net Gross Net reinsurance Net
£m £m £m £m £m £m
Best estimate
20,758
64
20,822
17,030
76
17,106
Risk adjustment
924
(592)
332
674
(399)
275
CSM
2,449
(490)
1,959
1,943
(332)
1,611
Net opening balance
24,131
(1,018)
23,113
19,647
(655)
18,992
CSM recognised for services provided
(177)
23
(154)
(156)
27
(129)
CSM accretion
113
(30)
83
79
(12)
67
Other movements in the CSM
346
94
440
583
(173)
410
Release from risk adjustment
(11)
4
(7)
(11)
4
(7)
Other movements in risk adjustment
139
(144)
(5)
261
(197)
64
Movements in best estimate
3,212
(902)
2,310
3,728
(12)
3,716
Net closing balance
27,753
(1,973)
25,780
24,131
(1,018)
23,113
Best estimate
23,970
(838)
23,132
20,758
64
20,822
Risk adjustment
1,052
(732)
320
924
(592)
332
CSM
2,731
(403)
2,328
2,449
(490)
1,959
Net closing balance
27,753
(1,973)
25,780
24,131
(1,018)
23,113
The detailed movements analysis of insurance liabilities and reinsurance assets and liabilities are presented in note 22(c) and (d)
respectively. The movements include the CSM split between contracts under the Fair Value Approach (“FVA”) and other contracts, including
those measured under the Fully Retrospective Approach (“FRA”) at transition to IFRS 17 and new contracts since transition to IFRS 17.
(a) Terms and conditions of insurance and reinsurance contracts
The Group’s long-term insurance contracts include Retirement Income (Defined Benefit, Guaranteed Income for Life, and Care Plans), and
whole of life and term protection insurance.
Although the process for the establishment of insurance liabilities follows specified rules and guidelines, the liabilities that result from the
process remain uncertain. As a consequence of this uncertainty, the eventual value of claims could vary from the amounts provided to
cover future claims.
The estimation process used in determining insurance liabilities involves projecting future annuity payments and the cost of maintaining
the contracts.
The Group uses reinsurance as an integral part of its risk and capital management activities. New business is reinsured via longevity swap
and quota share arrangements. The percentage of new business reinsured in 2024 is:
• GIfL was reinsured using longevity swap reinsurance at 90%.
• DB was reinsured using longevity swap reinsurance at c.90% for future cash flows excluding tax free cash.
• One DB Partner transaction was executed in 2024 and was reinsured using both quota share (funded) reinsurance and longevity swap
reinsurance at respectively 60% and 35% of the total risk. The funded reinsurance represented 17% of the total new business volume in
2024.
In-force business is reinsured under longevity swap and quota share treaties.
178 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
The longevity reinsurance on JRL GIfL in-force business is as described for new business, noting the following differences in proportion
reinsured:
• Business written between 1 January 2016 and 31 December 2019 is reinsured at 100% following a change implemented in 2020 for
in-force policies, which increased the reinsurance coverage from 75% to 100%.
• Business written prior to March 2015 is not reinsured; business written from March to December 2015 is reinsured at 45%.
The reinsurance on JRL DB written:
• Between 1 January 2016 and 30 June 2019 is reinsured at 100% following a change implemented in 2019 for in-force policies, which
increased the reinsurance coverage from 55% for underwritten schemes and 75% for non-underwritten schemes.
• Between 1 July 2019 and 31 December 2023 is reinsured at 90% for non-underwritten schemes and 75% for underwritten schemes,
and a small proportion has been reinsured using quota share reinsurance since 2020 via DB partnering.
• DB Partner (funded re) in-force business is reinsured using quota share reinsurance arrangements at 100% reinsured.
The reinsurance arrangements above are subject to collateral arrangements in order to mitigate the credit risk created by such contracts.
Collateral arrangements for both quota share and longevity swap treaties are described in note 28(c)(iii).
(b) Measurement of insurance contracts
The Group’s long-term insurance contracts include retirement annuities, namely Defined Benefit and Guaranteed Income for Life products,
and annuities to fund care fees (immediate needs and deferred).
The value of insurance contracts in the financial statements comprises the following components:
• Present value of future cash flows
– estimates of future cash flows;
– an adjustment to reflect the time value of money and the financial risks related to future cash flows, to the extent that the financial
risks are not included in the estimates of future cash flows;
• a risk adjustment for non-financial risk; and
• a contractual service margin.
(i) Estimates of future cash flows
In estimating future cash flows, the Group incorporates, in an unbiased way, all reasonable and supportable information that is available
without undue cost or effort at the reporting date. This information includes both internal and external historical data about claims and
other experience, updated to reflect current expectations of future events. When estimating future cash flows, the Group takes into
account current expectations of future events that might affect those cash flows.
Cash flows within the boundary of a contract relate directly to the fulfilment of the contract, including those for which the Group has
discretion over the amount or timing. These include payments to (or on behalf of) policyholders, insurance acquisition cash flows and other
costs, including investment expenses, that are incurred when fulfilling contracts. The valuation of future policyholder payments is by its
nature inherently uncertain, and is based on recognised mortality assumptions as described below.
Insurance acquisition cash flows, and other costs that are incurred in fulfilling contracts, comprise both direct costs and an allocation of fixed
and variable overheads. These may include costs incurred in providing the required level of benefits; policy administration and maintenance
costs; transaction-based taxes and levies directly associated with the insurance contract; payments by the insurer in a fiduciary capacity to
meet tax obligations incurred by the policyholder, and related receipts; costs the entity will incur performing investment activities to the
extent the entity performs that activity to enhance benefits from insurance coverage for policyholders; and an allocation of fixed and variable
overheads.
Cash flows are attributed to acquisition activities, other fulfilment activities and other activities using activity-based costing techniques.
Cash flows attributable to acquisition and other fulfilment activities are allocated to groups of contracts using methods that are
systematic and rational and are consistently applied to all costs that have similar characteristics. Other costs are recognised in profit
or loss as they are incurred.
(ii) Mortality assumptions
Mortality assumptions have been set by reference to appropriate standard mortality tables, adjusted to reflect the future mortality
experience of the policyholders, taking into account the medical and lifestyle evidence collected during the underwriting process, premium
size, gender and the Group’s assessment of how this experience will develop in the future. This assessment takes into consideration
relevant industry and population studies, published research materials, and management’s own industry experience.
The Group continues to make an explicit allowance in the Group’s mortality assumptions to reflect the emerging evidence of the future
impacts of COVID infections and continuing and likely long-lasting disruption to healthcare services. This explicit allowance involved a
mortality uplift of +2.8% in 2025, running down to +2.5% in 2030, +1.7% in 2040 and +1.3% in 2050. The revised allowance reflects the
signal from the most recent mortality experience; updated views on future mortality drivers following the COVID-19 pandemic; and the
impact of adopting the latest version of the CMI model. The Group will continue to follow closely the impact of COVID-19 as part of a
comprehensive assessment of all factors influencing mortality trends, in keeping its assumptions under regular review.
179
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
For 31 December 2024, projected mortality rates are lower (versus 31 December 2023) in the short term, and higher in the long term.
An age-standardised mortality rate for the population of England & Wales aged 50-89 for calendar year 2025 is 2.2% lower; whereas for
calendar year 2035 it is 0.8% higher; and for 2045 it is 1.4% higher. For 31 December 2024, the average annual mortality improvement rate
over the period 2025-35 is 0.8% p.a. (2023: 1.1% p.a.). Over the period 2035-45 the average annual mortality improvement rate is 1.1% p.a.
(2023: 1.2% p.a.).
The standard tables which underpin the mortality assumptions are summarised in the table below.
Product group
Entity
2024
2023
Individually underwritten JRL, Modified E and W Population mortality, Modified E and W Population mortality, with CMI
Guaranteed Income for PLACL with CMI 2023 model mortality 2022 model mortality improvements
Life Solutions improvements
Defined Benefit
JRL
Modified E and W Population mortality,
Modified E and W Population mortality, with CMI
with CMI 2023 model mortality 2022 model mortality improvements. Medically
improvements. Medically underwritten underwritten: Reinsurer supplied tables underpinned
unchanged from 2023 by the Self-Administered Pension Scheme (“SAPS”)
S1 tables, with modified CMI 2009 model mortality
improvements for medically underwritten business
Defined Benefit
PLACL
Modified E and W Population mortality,
Modified E and W Population mortality, with CMI
with CMI 2023 model mortality 2022 model mortality improvements
improvements
Care Plans and other
PLACL
Modified PCMA/PCFA or modified E and W
Modified PCMA/PCFA or modified E and W
annuity products Population mortality with CMI 2023 model Population mortality with CMI 2022 model mortality
mortality improvements improvements
Protection
PLACL
Unchanged from 2023
TM/TF00 Select
The long-term improvement rates in the CMI 2023 model are 1.5% for males and 1.25% for females (2023: CMI 2022 model with 1.5% for
males and 1.25% for females). The period smoothing parameter in the modified CMI 2023 model has been set to 7.0 (2023: CMI 2022 model
with 7.0). The addition to initial rates (“A”) parameter in the model is set to 0% (2023: between 0% and 0.25% depending on product). A 0%
weighting has been given to 2023 CMI mortality experience (2023: 0% for 2022 mortality experience). All other CMI model parameters are
the defaults (2023: all other parameters set to defaults).
(iii) Discount rates
All cash flows are discounted using investment yield curves adjusted to allow for expected and unexpected credit risk. For non-lifetime
mortgage assets, this adjustment is comprised of an element based upon historic default experience and an element based upon current
spread levels where both elements are relevant to the asset in question. The yields on lifetime mortgage assets are derived using the
assumptions described below and also in note 16 with an additional reduction to the future house price growth rate of 50bps (2023: 50bps)
allowed for. The yields on residential ground rents are derived using the assumptions described in note 16(d)(iv) and the adjustments set
out in note 1.3 in light of the ongoing uncertainty associated with the government consultation regarding these investments.
The overall reduction in yield to allow for the risk of defaults from all non-LTMs and the adjustment from LTMs, which included a
combination of the NNEG and the additional reduction to future house price growth rate, was 56bps for JRL (2023: 58bps). During the year,
the Group has aligned PLACL’s presentation of this reduction in yield with that of the JRL assumption. The PLACL assumption is 96bps (2023:
88bps on an equivalent basis).
Discount rates at the inception of each contract are based on the yields within a hypothetical reference portfolio of assets which the Group
expects to acquire to back the portfolio of new insurance liabilities (the “target portfolio”). A weighted average of these discount rate
curves is determined for the purpose of calculating movements in the CSM relating to each group of contracts.
At each valuation date, the estimate of the present value of future liability cash flows and the risk adjustment for non-financial risks are
discounted using the yields from a reference portfolio based upon the actual asset portfolio backing the net of reinsurance best estimate
liabilities and risk adjustment. The reference portfolio is adjusted in respect of new contracts incepting in the period to allow for a period of
transition from the actual asset holdings to the target portfolio where necessary. Typically, this period of transition can be up to six months
but is dependent on the volume of new business transactions completed.
The target asset portfolio seeks to select the appropriate mix of assets to match the underlying net insurance contract liabilities. The target
asset portfolio consists of listed bonds, unlisted illiquid investments and lifetime mortgages.
The tables below set out rates at certain points on the yield curves used to discount the best estimate liability and risk adjustment reserves
as at 31 December together with the weighted average discount rates applied to the new business cohorts for the principal insurance
product lines. The discount rates used for the gross insurance and reinsurance contracts at the year end date are consistent, having been
based on a single investment portfolio for each legal entity. The discount rates used for locking-in the CSM for the new business cohort are
based on the interest rates applicable on the date of recognition for underlying business. For reinsurance:
– In instances where reinsurance cover is in place when underlying contracts are written, the reinsurance CSM is calculated using discount
rates as at the start of the relevant treaty notice period.
– In instances where reinsurance is transacted subsequently to the underlying business being written, the reinsurance CSM is calculated
using discount rates as at the start date of the reinsurance treaty.
180 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Locked-in rates for underlying business are presented below. Equivalent locked-in reinsurance discount rates vary by reinsurer but are based
upon the same underlying reference portfolios as for gross insurance business so will only differ due to the recognition date difference
described above. Discount rates have been disclosed in aggregate and have not been split according to their profitability groupings.
Discount rate – insurance contracts JRL
31 December 2024
31 December 2023
Valuation rate at New business cohort Valuation rate at New business cohort
31 December (Locked-in rates) 31 December (Locked-in rates)
All products
GIfL
DB
All products
GIfL
DB
1 year
6.6%
6.4%
6.2%
6.9%
7.1%
7.0%
5 year
6.2%
6.1%
5.9%
5.5%
6.5%
6.3%
10 year
6.2%
6.1%
6.0%
5.4%
6.2%
6.0%
20 year
6.4%
6.2%
6.2%
5.5%
6.0%
5.9%
30 year
6.4%
5.9%
5.8%
5.5%
5.9%
5.6%
Discount rate – insurance contracts PLACL
Valuation rate at 31 December 2024
Valuation rate at 31 December 2023
GIfL/DB
Care
GIfL/DB
Care
1 year
6.6%
5.1%
6.8%
4.9%
5 year
6.2%
4.6%
5.5%
3.5%
10 year
6.2%
4.7%
5.4%
3.4%
20 year
6.4%
4.9%
5.5%
3.6%
30 year
6.4%
4.8%
5.5%
3.5%
(iv) Inflation
Assumptions for annuity escalation are required for RPI, CPI and LPI index-linked liabilities, the majority of which are within the Defined
Benefit business. The inflation curve assumed in each case is that which is implied by market swap rates, using a mark to model basis
for LPI inflation, taking into account any escalation caps and/or floors applicable. Compared to the previous period, the approach to the
derivation of inflation curves has incorporated additional market data from 2022 and 2023 and extended the term structure to reach the
ultimate level but is otherwise unchanged.
For the purposes of calculating movements in the CSM relating to each group of contracts, for JRL separate weighted average inflation
curves for each index are calculated and locked-in for each annual cohort. The inflation curves from each day are weighted by the business
volumes completed on that day to which that inflation variant applies.
(v) Future expenses
Assumptions for future costs of maintaining policies are set with reference to analysis of the existing expense base and actual fees payable
under the contracts for those services outsourced. The assumptions cover both the direct and indirect costs of maintaining policies. The
JRL GIfL maintenance expense assumption used was £29.05 per plan (2023: £25.37), and the JRL DB maintenance assumption used was
£71.14 per scheme member (2023: £68.49). The PLACL GIfL maintenance expense assumption used was £40.42 per plan (2023: £28.85), and
the PLACL DB maintenance assumption used was £119.74 per scheme member (2023: £203.50). The changes in the PLACL maintenance
expense assumptions reflect an updated assessment of activity required to support in-force policies.
Assumptions for future policy expense levels are determined from the Group’s recent expense analyses and incorporate an annual inflation
rate allowance of 3.7% (2023: 3.6%) derived from the expected RPI and CPI implied by inflation swap rates and an additional allowance for
earnings inflation. The annual inflation rate allowance is regarded as a financial assumption and therefore all changes in expense inflation
rates are recognised immediately within net investment result.
(vi) Risk adjustment
The best estimate liability represents the present value of future net cash outflows to settle claims and expenses quantified at the 50th
percentile confidence interval. The risk adjustment for non-financial risk is determined to reflect the compensation that the Group requires
for bearing longevity, expense, and insurance-contract specific operational risks. The risk adjustment represents an additional reserve held
that increases the ultimate time horizon confidence interval up to the 70th percentile and amounts to £0.3bn (2023 £0.3bn) net of
reinsurance. Based upon the latest risk adjustment calibration exercise, a 5% increase in the ultimate run-off confidence interval would
increase the net of reinsurance risk adjustment by c£0.1bn (2023: c£0.1bn).
181
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
The Group determines the risk adjustment for non-financial risk using a “value at risk” technique. The primary non-financial risks allowed
for are longevity and expenses, which is consistent with the primary life underwriting risks allowed for in Solvency II reporting. On an
annual basis, the Group uses the probability distributions of the future net of reinsurance cash flows from insurance contracts on a
one-year time horizon as used within the respective JRL and PLACL internal models for Solvency II reporting for the aforementioned
non-financial risks, which are then converted to ultimate horizon distributions in order to determine stress parameters at the target
percentile. This represents a change from the approach adopted for 31 December 2023 following the adoption of a Solvency II internal
model for PLACL in 2024. Financial risks are reflected as adjustments to discount rates (by comparison, both financial and non-financial
risks are included in the Solvency II SCR).
The risk adjustment for non-financial risk is then calculated as the excess of the value at risk at the target confidence level percentile over
the expected present value of the future cash flows. The Group targets an ultimate confidence interval at the 70th percentile. At the point
of calibration, this calibration represents an approximately one-in-ten year stress on a one-year basis. The calibration is carried out on an
annual basis ahead of the financial reporting year end, therefore the actual confidence interval as at the valuation date may differ slightly,
for example, due to economic movements in the intervening period.
The Group’s IFRS risk adjustment for non-financial risk is considered by management to provide an economic view of the profitability of
new business and is therefore used for pricing purposes as well as representing the basis used within the new business profits KPI.
The confidence level is targeted on a net of reinsurance basis as this reflects how insurance risk is managed by the Group. The reinsurance
risk adjustment represents the amount of risk being transferred by the holder of the reinsurance contract to the issuer of that contract.
Reinsurance contracts held by the Group transfer longevity risk proportional to the underlying insurance contract. Consequently, the same
risk adjustment stresses for this non-financial risk are applied to both gross and reinsurance contracts to determine the respective risk
adjustment for each. Expense and operational risks are not transferred to reinsurers as part of the reinsurance contract held by the Group
and hence there are no stresses applied for these in the reinsurance risk adjustment.
Allowance is made for diversification between risks within legal entities, but not between the different legal entities within the Group.
(c) Movements analyses – insurance contracts
(i) Insurance contracts analysis of remaining coverage
Liability for
remaining Incurred
coverage claims Total
Year ended 31 December 2024
Note
£m £m £m
Opening insurance contract liabilities balance (restated
1
)
24,208
(77)
24,131
Changes in the statement of comprehensive income
Insurance revenue
3(a)
(1,809)
–
(1,809)
Insurance service expenses
– Incurred claims and directly attributable expenses
–
1,589
1,589
– Amortisation of insurance acquisition cash flows
32
–
32
3(b)
32
1,589
1,621
Insurance service result
(1,777)
1,589
(188)
Investment component
(296)
296
–
Net finance income from insurance contracts
4(b)
(480)
–
(480)
Exchange rate movements
(4)
–
(4)
Total changes in the statement of comprehensive income
(2,557)
1,885
(672)
Cash flows
Premiums received
2
6,413
–
6,413
Claims and other insurance service expenses paid,
including investment components
–
(1,904)
(1,904)
Insurance acquisition cash flows
3(b)
(215)
–
(215)
Total cash flows
6,198
(1,904)
4,294
Closing insurance contract liabilities balance
27,849
(96)
27,753
1 The analysis of the opening balance between Liability for remaining coverage and Incurred claims has been restated by £34m as a result of a correction to the amounts reported
for the investment component in the comparative table on the next page.
182 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Liability for
remaining
coverage Incurred claims
(restated
1
)
(restated
1
)
Total
Year ended 31 December 2023 Note £m £m £m
Opening insurance contract liabilities balance
19,720
(73)
19,647
Changes in the statement of comprehensive income
Insurance revenue
3(a)
(1,555)
–
(1,555)
Insurance service expenses
– Incurred claims and directly attributable expenses
–
1,377
1,377
– Amortisation of insurance acquisition cash flows
19
–
19
3(b)
19
1,377
1,396
Insurance service result
(1,536)
1,377
(159)
Investment component
1
(267)
267
–
Net finance expenses from insurance contracts
4(b)
2,006
–
2,006
Exchange rate movements
(26)
–
(26)
Total changes in the statement of comprehensive income
177
1,644
1,821
Cash flows
Premiums received
2
4,494
–
4,494
Claims and other insurance service expenses paid,
including investment components
–
(1,648)
(1,648)
Insurance acquisition cash flows
3(b)
(183)
–
(183)
Total cash flows
4,311
(1,648)
2,663
Closing insurance contract liabilities balance
24,208
(77)
24,131
1 The investment component has been restated by £34m to also include amounts paid as tax free cash and transfers out, consistent with the presentation in the statement of
comprehensive income.
The amount of insurance contract liabilities that relates to annuity payments due in the year “liability for incurred claims” is reported
separately from the amounts related to future periods “Liability for remaining coverage” in the table above. This balance includes
guarantee period payments due in future years (together with related CSM) regardless of whether or not the guarantees have crystallised.
Payments of annuities in advance are deducted as prepayments from incurred claims. These include payments made, for example on the
final working day of the month.
There were no material loss components during the year.
Investment component
Investment component represents the value of payments due to annuitants in the year that fall within guarantee periods. These payments
are made to annuitants or their beneficiaries regardless of any insurance event and are excluded from insurance revenue and insurance
service expenses.
Transfer payments and tax-free cash paid to DB scheme members at retirement are treated by the Group as non-insurance cash flows, not
relating to any insurance event, and are therefore included as investment components and also excluded from insurance revenue and
insurance service expenses.
This is further explained in accounting policy note 1.7.9.1.
Exchange rate movements
Exchange rate movements of £4m in 2024 (2023: £26m) reflect the impact of change in converting the reserves of Just Retirement South
Africa into sterling at year end exchange rates.
183
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
(ii) Insurance contracts analysed by measurement component
Estimate of present Risk adjustment
value of future for non-financial
cash flows risk CSM Total
Year ended 31 December 2024
Note
£m £m £m £m
Opening insurance contract liabilities balance
20,758
924
2,449
24,131
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service provided
3(a)
–
–
(177)
(177)
Change in risk adjustment for non-financial risk for risk expired
3(a)
–
(11)
–
(11)
Experience adjustments
3
–
–
–
–
Changes that relate to future service
Contracts initially recognised in the year
(728)
290
438
–
Changes in estimates that adjust the CSM
72
20
(92)
–
Insurance service result
3
(656)
299
169
(188)
Net finance income from insurance contracts
4(b)
(422)
(171)
113
(480)
Exchange rate movement
(4)
–
–
(4)
Total changes in the statement of comprehensive income
(1,082)
128
282
(672)
Cash flows
Premiums received
2
6,413
–
–
6,413
Claims and other insurance service expenses paid,
including investment components
(1,904)
–
–
(1,904)
Insurance acquisition cash flows
3(b)
(215)
–
–
(215)
Total cash flows
4,294
–
–
4,294
Closing insurance contract liabilities balance
23,970
1,052
2,731
27,753
Estimate of present Risk adjustment
value of future for non-financial
cash flows risk CSM Total
Year ended 31 December 2023
Note
£m £m £m £m
Opening insurance contract liabilities balance
17,030
674
1,943
19,647
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service provided
3(a)
–
–
(156)
(156)
Change in risk adjustment for non-financial risk for risk expired
3(a)
–
(11)
–
(11)
Experience adjustments
3
8
–
–
8
Changes that relate to future service
Contracts initially recognised in the year
(542)
162
380
–
Changes in estimates that adjust the CSM
(292)
89
203
–
Insurance service result
3
(826)
240
427
(159)
Net finance expenses from insurance contracts
4(b)
1,917
10
79
2,006
Exchange rate movement
(26)
–
–
(26)
Total changes in the statement of comprehensive income
1,065
250
506
1,821
Cash flows
Premiums received
2
4,494
–
–
4,494
Claims and other insurance service expenses paid,
including investment components
(1,648)
–
–
(1,648)
Insurance acquisition cash flows
3(b)
(183)
–
–
(183)
Total cash flows
2,663
–
–
2,663
Closing insurance contract liabilities balance
20,758
924
2,449
24,131
184 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(iii) Disclosure of movement in CSM by IFRS 17 Transitional approach
Below is the CSM movement split by Fair Value Approach (“FVA”) on transition to IFRS 17 and other contracts.
Year ended 31 December 2024
Year ended 31 December 2023
Contracts Other Contracts Other
under FVA contracts Total CSM under FVA contracts Total CSM
£m £m £m £m £m £m
Opening insurance contract liabilities balance
1,437
1,012
2,449
1,354
589
1,943
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service provided
(108)
(69)
(177)
(109)
(47)
(156)
Changes that relate to future service
Contracts initially recognised in the period
–
438
438
–
380
380
Changes in estimates that adjust the CSM
27
(119)
(92)
150
53
203
Insurance service result
(81)
250
169
41
386
427
Net finance expenses from insurance contracts
44
69
113
42
37
79
Total changes in the statement of comprehensive income
(37)
319
282
83
423
506
Closing insurance contract liabilities balance
1,400
1,331
2,731
1,437
1,012
2,449
Changes that relate to current service
CSM recognised in the period is computed based on the proportion of insurance contract services provided in the period compared with the
value of services expected to be provided in future periods. Experience adjustments represent the difference between the expected value
of claims and expenses projected as at the start of the year included in insurance revenue, and the actual value of claims and expenses
due in the year included in insurance service expense. The experience adjustment of nil in 2024 (2023: £8m unfavourable) should be viewed
in the context of £1,904m (2023: £1,648m) of claims and expenses paid.
Changes that relate to future service
The value of contracts initially recognised in the year is presented in note 22(e).
Changes in estimates that adjust the CSM represent changes in projected future years cash flows that arise from experience in the period
and non-economic assumption changes, measured at locked-in discount rates. This movement in the CSM is directionally opposite to the
movement in the projected future cash flows.
In the current year the £72m change in present value of future cash flows mainly reflect increases due to updates to demographic
assumptions for longevity and expenses. The £20m risk adjustment impact reflects recalibration of the associated stress parameters.
The corresponding amounts in the prior year include a release associated with longevity improvements (2023: £(292)m) and the impact
of recalibration of the risk adjustment (2023: £89m).
Net finance income from insurance contracts
The £113m of accretion of CSM (discount unwind of which £69m was in FRA/GMM cohorts and £44m in FVA cohorts) in 2024 compared with
£79m in 2023, with the increase due to the addition of another cohort of new business and the upwards shape of the yield curves for prior
year cohorts.
185
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
(d) Movements analysis – reinsurance contracts
(i) Reinsurance contracts analysis of remaining coverage
Remaining coverage Incurred claims Total
Year ended 31 December 2024
Note
£m £m £m
Opening reinsurance contract asset
1,136
7
1,143
Opening reinsurance contract liability
(34)
(91)
(125)
Net opening balance
1,102
(84)
1,018
Changes in the statement of comprehensive income
Reinsurance expenses
(1,035)
–
(1,035)
Claims recovered
–
996
996
Net expenses from reinsurance contracts
3(c)
(1,035)
996
(39)
Investment component
(2)
2
–
Net finance expenses from reinsurance contracts
4(c)
(52)
–
(52)
Total changes in the statement of comprehensive income
(1,089)
998
(91)
Cash flows
Premiums paid
1,976
–
1,976
Claims received
–
(930)
(930)
Total cash flows
1,976
(930)
1,046
Closing reinsurance contract asset
2,059
8
2,067
Closing reinsurance contract liability
(70)
(24)
(94)
Net closing balance
1,989
(16)
1,973
Remaining coverage Incurred claims Total
Year ended 31 December 2023
Note
£m £m £m
Opening reinsurance contract asset
769
7
776
Opening reinsurance contract liability
(114)
(7)
(121)
Net opening balance
655
–
655
Changes in the statement of comprehensive income
Reinsurance expenses
(857)
–
(857)
Claims recovered
–
816
816
Net expenses from reinsurance contracts
3(c)
(857)
816
(41)
Net finance income from reinsurance contracts
4(c)
108
–
108
Total changes in the statement of comprehensive income
(749)
816
67
Cash flows
Premiums paid
1,196
–
1,196
Claims received
–
(900)
(900)
Total cash flows
1,196
(900)
296
Closing reinsurance contract asset
1,136
7
1,143
Closing reinsurance contract liability
(34)
(91)
(125)
Net closing balance
1,102
(84)
1,018
186 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Liabilities for remaining coverage represent the present value of reinsurance cash flows due for payment in future years adjusted for
non-financial risk, together with the value of unamortised CSM.
Incurred claims represent the value of net reinsurance settlements on longevity swaps, facultative reinsurance, and other reinsurance
arrangements during the period.
As noted in note 1.7.3, reinsurance contracts in each legal entity are allocated to either a portfolio of treaties transferring longevity and
financial (inflation and/or investment) risk, or a portfolio transferring longevity risk alone. Portfolios may be in either net asset or liability
positions including CSM.
Within the table above, the value of fixed legs of longevity swaps are presented as Reinsurance expenses and Premiums paid, and the
value of floated legs of longevity swaps are presented as Claims recovered and Claims received.
Premiums paid of £1,976m in 2024 (2023: £1,196m) mainly represented new quota share premiums of £1,013m including in relation to
DB partner (funded re) and current year fixed leg values on longevity swaps of £963m (2023: £397m and £761m respectively).
(ii) Reinsurance contracts analysed by measurement component
Estimate
of present value Risk adjustment
of future cash for non-financial
flows risk CSM Total
Year ended 31 December 2024
Note
£m £m £m £m
Opening reinsurance contract asset
937
106
100
1,143
Opening reinsurance contract liability
(1,001)
486
390
(125)
Net opening balance
(64)
592
490
1,018
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service received
3(c)
–
–
(23)
(23)
Change in risk adjustment for non-financial risk for risk expired
3(c)
–
(4)
–
(4)
Experience adjustments
3(c)
(12)
–
–
(12)
Changes that relate to future service
Contracts initially recognised in the year
(208)
232
(24)
–
Change in estimates that adjust the CSM
(2)
72
(70)
–
Net expenses from reinsurance contracts
3(c)
(222)
300
(117)
(39)
Net finance expenses from reinsurance contracts
4(c)
78
(160)
30
(52)
Total changes in the statement of comprehensive income
(144)
140
(87)
(91)
Cash flows
Premiums paid
1,976
–
–
1,976
Claims received
(930)
–
–
(930)
Total cash flows
1,046
–
–
1,046
Closing reinsurance contract asset
1,802
128
137
2,067
Closing reinsurance contract liability
(964)
604
266
(94)
Net closing balance
838
732
403
1,973
187
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
Estimate of Risk adjustment
present value of for non-financial
future cash flows risk CSM Total
Year ended 31 December 2023
Note
£m £m £m £m
Opening reinsurance contract asset
589
80
107
776
Opening reinsurance contract liability
(665)
319
225
(121)
Net opening balance
(76)
399
332
655
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service received
3(c)
–
–
(27)
(27)
Change in risk adjustment for non-financial risk for risk expired
3(c)
–
(4)
–
(4)
Experience adjustments
3(c)
(10)
–
–
(10)
Changes that relate to future service
Contracts initially recognised in the year
(168)
131
37
–
Change in estimates that adjust the CSM
(200)
64
136
–
Net expenses from reinsurance contracts
3(c)
(378)
191
146
(41)
Net finance income from reinsurance contracts
4(c)
94
2
12
108
Total changes in the statement of comprehensive income
(284)
193
158
67
Cash flows
Premiums paid
1,196
–
–
1,196
Claims received
(900)
–
–
(900)
Total cash flows
296
–
–
296
Closing reinsurance contract asset
937
106
100
1,143
Closing reinsurance contract liability
(1,001)
486
390
(125)
Net closing balance
(64)
592
490
1,018
(iii) Disclosure of movement in CSM by IFRS 17 Transitional approach
Below is the CSM movement split by Fair Value Approach (“FVA”) on transition to IFRS 17 and other contracts.
Year ended 31 December 2024
Year ended 31 December 2023
Contracts Other Contracts Other
under FVA contracts Total CSM under FVA contracts Total CSM
£m £m £m £m £m £m
Opening reinsurance contract asset
68
32
100
75
32
107
Opening reinsurance contract liability
203
187
390
137
88
225
Net opening balance
271
219
490
212
120
332
Changes in the statement of comprehensive income
Changes that relate to current service
CSM recognised for service received
(18)
(5)
(23)
(20)
(7)
(27)
Changes that relate to future service
Contracts initially recognised in the period
–
(24)
(24)
–
37
37
Change in estimates that adjust the CSM
(3)
(67)
(70)
73
63
136
Net (expenses)/income from reinsurance contracts
(21)
(96)
(117)
53
93
146
Net finance income from reinsurance contracts
17
13
30
6
6
12
Total changes in the statement of comprehensive income
(4)
(83)
(87)
59
99
158
Closing reinsurance contract asset
86
51
137
68
32
100
Closing reinsurance contract liability
181
85
266
203
187
390
Net closing balance
267
136
403
271
219
490
188 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
The value of contracts initially recognised in the year are explained in note 22(e).
The change in estimates that adjust the CSM recognised in the estimate of present value of future cash flows and risk adjustment in 2024
of £(2)m (2023: £(200)m) and £72m (2023: £64m) respectively represent the reinsurers’ share of the equivalent gross changes of £72m
(2023: £(292)m) and £20m (2023: £89m) respectively explained in note 22(c)(ii).
(e) New insurance contracts issued and reinsurance contracts held
The tables below present the CSM at point of inception of new contracts sold in the year together with CSM for the related reinsurance:
Year ended Year ended
31 December 2024 31 December 2023
Note £m £m
Insurance contracts issued
Insurance acquisition cash flows
3(b)
(215)
(183)
Estimate of present value of future cash outflows
(5,466)
(3,580)
Estimate of present value of future cash inflows
6,409
4,305
Estimates of net present value of cash flows
728
542
Risk adjustment
(290)
(162)
Contractual service margin
438
380
The amount recognised in the CSM represents the value of new business acquired in the period valued based on point of sale economic and
non-economic assumptions.
The estimate of present value of future cash outflows of £5,466m (2023: £3,580m) represents the present value of claims and maintenance
expenses quantified at the discount rates applicable at date of inception of contracts. The expense loading is determined based on
incremental marginal costs including overheads that are attributable to the new contracts signed in the current period and does not
include costs which have been previously allocated to existing contracts in prior years. The increase reflects the increase in business sold in
the year, with retirement income sales increasing from £4,305m in 2023 to £6,409m in 2024.
Year ended 31 December 2024
Year ended 31 December 2023
Originated with Originated with Originated with Originated with
a positive CSM a negative CSM Total a positive CSM a negative CSM Total
£m £m £m £m £m £m
Reinsurance contracts ceded
Estimate of present value of future cash outflows
(55)
(153)
(208)
(19)
(149)
(168)
Risk adjustment
104
128
232
31
100
131
Contractual service margin
49
(25)
24
12
(49)
(37)
New insurance contracts and reinsurance contracts ceded include the impact of DB Partner (funded-re) transactions as described in the
Strategic report.
(f) Contractual service margin run-off
The following represents the current view of the run-off of the CSM after allowing for accretion.
Insurance
contract liability Net reinsurance Net
31 December 2024 £m £m £m
Within 1 year
86
(15)
71
1–2 years
89
(15)
74
2–3 years
93
(15)
78
3–4 years
98
(15)
83
4–5 years
97
(15)
82
5–10 years
482
(78)
404
10–20 years
825
(137)
688
20–30 years
556
(79)
477
Over 30 years
405
(34)
371
Total
2,731
(403)
2,328
189
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
Insurance contract Net reinsurance
liability (restated)
1
(restated)
1
Net
31 December 2023
1
£m £m £m
Within 1 year
71
(10)
61
1–2 years
78
(11)
67
2–3 years
80
(12)
68
3–4 years
85
(13)
72
4–5 years
88
(14)
74
5–10 years
437
(74)
363
10–20 years
765
(151)
614
20–30 years
489
(113)
376
Over 30 years
356
(92)
264
Total
2,449
(490)
1,959
1 Amounts have been restated to disclose the run-off of the CSM associated with the Group’s Insurance contract liabilities and Net Reinsurance balances after allowing for accretion
on the CSM. Previously the run-off of the CSM was reported excluding the impact of accretion.
(g) Estimated timing of net cash outflows from insurance contract liabilities
The following table shows the insurance contract balances analysed by duration. The total balances are split by duration of payments in
proportion to the policy cash flows estimated to arise during the year, measured as the expected undiscounted net cash flows.
Insurance Reinsurance Reinsurance
contract liability contract assets contract liabilities Net
31 December 2024 £m £m £m £m
Less than 1 year
2,051
(133)
29
1,947
1–2 years
2,044
(135)
31
1,940
2–3 years
2,037
(138)
33
1,932
3–4 years
2,027
(140)
34
1,921
4–5 years
2,016
(142)
36
1,910
5–10 years
9,790
(724)
190
9,256
10–20 years
16,900
(1,368)
324
15,856
20–30 years
11,272
(1,000)
(40)
10,232
Over 30 years
8,456
(755)
(537)
7,164
Total value (undiscounted)
56,593
(4,535)
100
52,158
Carrying value (discounted)
25,166
(1,922)
337
23,581
Insurance Reinsurance Reinsurance
contract liability contract assets contract liabilities Net
31 December 2023 £m £m £m £m
Less than 1 year
1,731
(73)
30
1,688
1–2 years
1,715
(75)
31
1,671
2–3 years
1,697
(76)
33
1,654
3–4 years
1,679
(76)
34
1,637
4–5 years
1,662
(76)
35
1,621
5–10 years
7,971
(378)
187
7,780
10–20 years
13,317
(659)
324
12,982
20–30 years
8,325
(408)
86
8,003
Over 30 years
5,802
(253)
(130)
5,419
Total value (undiscounted)
43,899
(2,074)
630
42,455
Carrying value (discounted)
21,789
(1,039)
426
21,176
The tables above present the timing and amount of expected future cash flows excluding both current insurance related accruals and
prepayments, and the CSM release as presented in note 22(f). Contractual amounts payable on demand include amounts that DB scheme
members may transfer out in the deferred phase prior to retirement of £4,335m as at 31 December 2024 (31 December 2023: £2,868m).
190 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(h) Sensitivity analysis
The Group has estimated the impact on fulfilment cash flows, contractual service margin and profit before tax for the year in relation to
insurance contracts and related reinsurance from reasonably possible changes in key assumptions relating to financial assets and to
liabilities. The sensitivities capture the liability impacts arising from the impact on the yields of the assets backing liabilities in each
sensitivity. The impact of changes in the value of assets and liabilities has been shown separately to aid the comparison with the change
in value of assets for the relevant sensitivities in note 16.
The sensitivity factors are applied via financial models either as at the valuation date or from a suitable recent reporting period where
appropriate to do so. The analysis has been prepared for a change in each variable with other assumptions remaining constant. In reality,
such an occurrence is unlikely, due to correlation between the assumptions and other factors. It should also be noted that these
sensitivities are non-linear, and larger or smaller impacts cannot necessarily be interpolated or extrapolated from these results. The extent
of non-linearity grows as the severity of any sensitivity is increased. For example, in the specific scenario of property price falls, the impact
on IFRS profit before tax from a 5% fall in property prices would be slightly less than half of that disclosed in the table below. Furthermore,
in the specific scenario of a mortality reduction, a smaller fall in fulfilment cash flows than disclosed in the table below or a similar increase
in mortality may be expected to result in broadly linear impacts. However, it becomes less appropriate to extrapolate the expected impact
for more severe scenarios. The sensitivity factors take into consideration that the Group’s assets and liabilities are actively managed and
may vary at the time that any actual market movement occurs. The sensitivities below cover the changes on all assets and liabilities from
the given stress. Parameters that have had limited sensitivity both historically and currently are not included, such as inflation for which
the risk is substantially hedged. The impact of these sensitivities on IFRS net equity is the impact on profit before tax as set out in the table
below less tax at the current tax rate.
Sensitivity factor
Description of sensitivity factor applied
Interest rate and The impact of a change in the market interest rates by +/- 1% (e.g. if a current interest rate is 5%, the
investment return impact of an immediate change to 4% and 6% respectively). The test consistently allows for similar
changes to both assets and liabilities
Expenses
The impact of an increase in maintenance expenses by 10%
Base mortality rates
The impact of a decrease in base table mortality rates by 5% applied to both Retirement Income
liabilities and lifetime mortgages
1
Mortality improvement rates
The impact of a level increase in mortality improvement rates of 10% for both Retirement Income
liabilities and LTMs
1
. This sensitivity applies a multiplicative adjustment to the improvement rates
Immediate property price fall
The impact of an immediate decrease in the value of properties on lifetime mortgages
1
by 10%
Future property price growth
The impact of a reduction in future property price growth on lifetime mortgages
1
by 0.5%
Future property price volatility
The impact of an increase in future property price volatility on lifetime mortgages
1
by 1%
Voluntary redemptions
The impact of an increase in voluntary redemption rates on lifetime mortgages
1
by 10%
Credit defaults
The impact of an increase in the credit default assumption of 10bps
1 Including the impact from NNEG hedges.
A guide to the sensitivity table is provided below:
Abbreviation
Title
Impact
FCF
Fulfilment cash flows
Positive values represent cash inflows or lower cash outflows resulting in reductions
in insurance contract liabilities or an increase in reinsurance contracts assets
Negative values represent cash outflows or higher cash outflows resulting in increased
insurance contract liabilities or a decrease in reinsurance contracts assets
CSM
Contractual service margin
Positive values represent a reduction in the CSM
Negative values represent an increase in the CSM
P&L
Profit/(loss) before tax
Profit – increase in pre-tax profit
(Loss) – decrease in pre-tax profit
Sensitivities can result in an opposite impact on Profit/(loss) before and after allowance
for the CSM due to the impact of the use of locked-in rates for the CSM
191
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
22. INSURANCE CONTRACTS AND RELATED REINSURANCE continued
Impact of sensitivities
Insurance Reinsurance Net insurance Net impact
contract contracts contract Valuation on profit
liabilities (net) held liabilities of assets before tax
31 December 2024 £m £m £m £m £m
FCF
2,193
(181)
2,012
–
–
Interest rate and investments + 1%
CSM
–
–
–
–
–
P&L
2,193
(181)
2,012
(1,993)
19
FCF
(2,617)
226
(2,391)
–
–
Interest rate and investments -1%
CSM
–
–
–
–
–
P&L
(2,617)
226
(2,391)
2,367
(24)
FCF
(41)
2
(39)
–
–
Maintenance expenses +10%
CSM
41
–
41
–
–
P&L
–
2
2
(5)
(3)
FCF
(361)
236
(125)
–
–
Decrease in base mortality by 5%
CSM
554
(409)
145
–
–
P&L
193
(173)
20
(23)
(3)
FCF
(165)
109
(56)
–
–
Mortality improvements rates +10%
CSM
274
(231)
43
–
–
P&L
109
(122)
(13)
(3)
(16)
FCF
(53)
6
(47)
–
–
Immediate fall of 10% in house prices
CSM
–
–
–
–
–
P&L
(53)
6
(47)
(75)
(122)
FCF
(40)
4
(36)
–
–
Future property price growth reduces by 0.5%
CSM
–
–
–
–
–
P&L
(40)
4
(36)
(40)
(76)
FCF
(20)
3
(17)
–
–
Future property price volatility increase by 1%
CSM
–
–
–
–
–
P&L
(20)
3
(17)
(27)
(44)
FCF
(22)
3
(19)
–
–
Voluntary redemptions increase by 10%
CSM
–
–
–
–
–
P&L
(22)
3
(19)
27
8
FCF
(239)
21
(218)
–
–
Credit default allowance – increase by 10bps
1
CSM
–
–
–
–
–
P&L
(239)
21
(218)
–
(218)
1 Over that included in the discount rate section in note 22(b).
192 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Insurance Reinsurance Net insurance Net impact
contract contracts contract Valuation on profit
liabilities (net) held liabilities of assets before tax
31 December 2023 £m £m £m £m £m
FCF
1,970
(77)
1,893
–
–
Interest rate and investments + 1%
CSM
–
–
–
–
–
P&L
1,970
(77)
1,893
(1,933)
(40)
FCF
(2,366)
100
(2,266)
–
–
Interest rate and investments -1%
CSM
–
–
–
–
–
P&L
(2,366)
100
(2,266)
2,316
49
FCF
(30)
–
(30)
–
–
Maintenance expenses +10%
CSM
31
–
31
–
–
P&L
1
–
1
(5)
(5)
FCF
(327)
196
(131)
–
–
Decrease in base mortality by 5%
CSM
476
(293)
182
–
–
P&L
148
(97)
51
(14)
37
FCF
(178)
106
(72)
–
–
Mortality improvements rates +10%
CSM
263
(172)
91
–
–
P&L
85
(66)
20
(3)
17
FCF
(46)
2
(44)
–
–
Immediate fall of 10% in house prices
CSM
–
–
–
–
–
P&L
(46)
2
(44)
(68)
(113)
FCF
(38)
2
(36)
–
–
Future property price growth reduces by 0.5%
CSM
–
–
–
–
–
P&L
(38)
2
(36)
(38)
(74)
FCF
(18)
1
(17)
–
–
Future property price volatility increase by 1%
CSM
–
–
–
–
–
P&L
(18)
1
(17)
(27)
(44)
FCF
(24)
1
(23)
–
–
Voluntary redemptions increase by 10%
CSM
–
–
–
–
–
P&L
(24)
1
(23)
19
(4)
FCF
(213)
9
(204)
–
–
Credit default allowance – increase by 10bps
1
CSM
–
–
–
–
–
P&L
(213)
9
(204)
–
(204)
1 Over that included in the discount rate section in note 22(b).
23. INVESTMENT CONTRACT LIABILITIES
Year ended Year ended
31 December 2024 31 December 2023
£m £m
At 1 January
35
33
Deposits received from policyholders
13
12
Payments made to policyholders
(8)
(1)
Change in contract liabilities recognised in profit or loss
2
(9)
At 31 December
42
35
(a) Terms and conditions of investment contracts
The Group has written linked endowment contracts and term-certain GIfL contracts for the at-retirement market in South Africa which are
classified as investment contracts.
(b) Principal assumptions underlying the calculation of investment contracts
The majority of the Group’s investment contract liabilities are linked endowment contracts and are deposit accounted for. Fair value is
determined by reference to the value of the assets backing the liabilities.
193
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
24. LOANS AND BORROWINGS
Carrying value
Fair value
31 December 2024 31 December 2023 31 December 2024 31 December 2023
£m £m £m £m
£250m 9.0% 10-year subordinated debt 2026 (Tier 2)
issued by Just Group plc (£150m principal outstanding)
152
152
163
164
£125m 8.125% 10-year subordinated debt 2029 (Tier 2)
issued by Just Group plc
125
126
136
127
£250m 7.0% 10.5-year subordinated debt 2031 (Green Tier 2)
issued by Just Group plc
–
251
–
252
£400m 6.875% 10.5 year subordinated debt 2035 non-callable
for first 10.0-years (Sustainability Tier 2) issued by Just Group plc
405
–
407
–
£230m 3.5% 7-year subordinated debt 2025 (Tier 3) issued by
Just Group plc (£155m principal outstanding)
1
157
157
156
151
Total
839
686
862
694
1 The Group’s Tier 3 debt is repayable within one year.
The £400m 6.875% bond is callable after 30 September 2034. The maturity analysis in note 28(d) assumes it is called at the first
possible date.
The Group does not expect there to be any breaches to report in the attestations to be made to lenders in March 2025 and there are no
indications that the Group may have difficulties complying with the covenants over the forthcoming 12 months.
The Group also has an undrawn revolving credit facility for general corporate and working capital purposes. During the year the size of
the facility has been increased from £300m to £400m. Interest is payable on any drawn amounts at a rate of SONIA plus a margin of
between 0.81% and 1.94% per annum depending on the Group’s ratio of net debt to net assets and the outcomes of certain sustainability
performance targets.
Movements in borrowings during the year were as follows:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
At 1 January
686
699
Coupon payments
(46)
(48)
Proceeds on issuance of Just Group plc Tier 2 subordinated debt
400
–
Issue costs
(2)
–
Repayment of Just Group plc Tier 2 subordinated debt
1
(256)
(24)
Financing cash flows
96
(72)
Transfer brought forward interest from accruals
–
10
Interest charged at the effective interest rate
50
48
Tender premium on redemption of Tier 2 subordinated debt
6
–
Amortisation of issue costs
1
1
Amounts reported in the statement of comprehensive income
57
59
At 31 December
839
686
1 In 2024, 7.0% 10.5-year Tier 2 subordinated debt included £6m tender premium on redemption of the Tier 2 subordinated debt was repaid (2023 repayment is in respect of the
Group’s 9.0% 10-year Tier 2 subordinated debt).
During the year the Company completed a refinancing exercise which consisted of the issuance of a £400m 10.5-year sustainability Tier 2
bond with a coupon of 6.875% and concurrent tender offer of Just’s existing £250m 7.0% Green Tier 2 bond.
194 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
25. PAYABLES AND OTHER FINANCIAL LIABILITIES
31 December 2024 31 December 2023
£m £m
Derivative financial liabilities
3,015
2,487
Repurchase obligation
3,878
2,569
Obligations for repayment of cash collateral received
662
532
Outstanding investment purchases
307
–
Other payables
1
20
11
Lease liability
1
7
9
Total
7,889
5,608
1 Other payables and lease liability have been aggregated with other financial liabilities in all periods presented.
Derivative financial liabilities are classified as mandatorily FVTPL and are analysed in note 26 below.
As described in note 15, the Group has entered into a number of repurchase agreements whereby a fixed amount is repayable at a certain
date. At the inception of these agreements they had durations of between 7 and 24 months. The repurchase agreements are measured at
amortised cost in the financial statements. The fair value of these agreements is £3,878m (2023: £2,569m). Additional repurchase
agreements have been entered into during the period to fund increases in the amortised cost portfolio of gilts.
The Group has received cash collateral of £662m (2023: £532m). Obligations to pay cash collateral is measured at amortised cost and there
is no material difference between the fair value and amortised cost of the instruments.
As at 31 December 2024, the Group had pledged collateral in respect of repurchase agreements and derivatives. Collateral pledged of
£5,416m (2023: £4,016m) includes £3,604m of the Group’s amortised cost gilt portfolio (2023: £2,614m), £1,004m of corporate bonds (2023:
£696m) and £808m deposits (2023: £706m), which continue to be recognised in financial investments in the statement of financial position
as the Group retains the significant risks and rewards of ownership.
26. DERIVATIVE FINANCIAL INSTRUMENTS
The Group uses various derivative financial instruments to manage its exposure to interest rates, counterparty credit risk, inflation and
foreign exchange risk.
31 December 2024
31 December 2023
Asset Liability Notional Asset Liability Notional
fair value fair value amount Fair value fair value amount
Derivatives £m £m £m £m £m £m
Foreign currency swaps
475
1,070
22,631
515
857
16,607
Interest rate swaps
1,762
1,811
46,157
1,435
1,512
26,995
Inflation swaps
382
106
8,527
409
102
5,681
Forward swaps
8
10
692
4
1
630
Total return swaps
123
–
1,393
–
–
–
Put options on property index (NNEG hedges)
–
14
380
–
14
380
Interest rate options
–
–
115
–
1
100
Investment asset derivatives
6
4
401
14
–
210
Total
2,756
3,015
80,296
2,377
2,487
50,603
The Group’s derivative financial instruments are not designated as hedging instruments and changes in their fair value are included in
profit or loss. All over-the-counter derivative transactions are conducted under standardised International Swaps and Derivatives
Association Inc. master agreements, and the Group has collateral agreements between the individual Group entities and relevant
counterparties in place under each of these market master agreements.
27. COMMITMENTS
At 31 December 2024, the Group had £401m unfunded commitments (2023: £210m) primarily related to investments and commitments
associated with property leases and associated capital commitments.
The Group has pledged a letter of credit in relation to its Protected Cell Company as explained in note 31.
195
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FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
28. FINANCIAL AND INSURANCE RISK MANAGEMENT
This note presents information about the major financial and insurance risks to which the Group is exposed, and its objectives, policies and
processes for their measurement and management. Financial risk comprises exposure to market, credit and liquidity risk.
(a) Insurance risk
The Group’s insurance risks include exposure to longevity, mortality and morbidity and management and administration expenses.
The writing of long-term insurance contracts requires a range of assumptions to be made. The Group’s main insurance risk arises from
adverse experience compared with the assumptions used in pricing products and valuing insurance liabilities.
Individually underwritten GIfL policies are priced using assumptions about future longevity that are based on historic experience
information, lifestyle and medical factors relevant to individual customers, and judgements about the future development of longevity
improvements. Our DB business uses our DB pricing platform and we perform regular insurer price monitoring utilising our bulk quotation
service. In the event of an increase in longevity, the actuarial reserve required to make future payments to customers may increase.
Loans secured by mortgages are used as part of the portfolio to match the liabilities arising from writing long-term insurance policies.
In the event that early repayments on LTMs in a given period are higher than anticipated, less interest will have accrued on the mortgages
and the amount repayable will be less than assumed at the time of sale. In the event of an increase in longevity, although more interest
will have accrued and the amount repayable will be greater than assumed at the time of the sale, the associated cash flows will be
received later than had originally been anticipated. In addition, a general increase in longevity would have the effect of increasing the total
amount repayable, which would increase the LTV ratio and could increase the risk of failing to be repaid in full as a consequence of the
no-negative equity guarantee. There is also exposure to morbidity risk as the LTM is repayable when the customer moves into long-
term care.
(i) Management of insurance risk
Underpinning the management of insurance risk are:
• the use of controls around the development of suitable products and their pricing;
• adherence to approved underwriting requirements;
• the development and use of medical information including PrognoSys™ for both pricing and reserving to assess longevity risk;
• the use of reinsurance to transfer longevity risk outside the Group. The Group retains oversight of the risks transferred, uses a range
of reinsurers and monitors exposures to ensure the Group remains within the reinsurance counterparty risk appetite;
• review and approval of insurance assumptions used by the Board; and
• regular monitoring and analysis of actual experience and expense levels.
The insurance risk exposures to climate change are highly uncertain and have not yet been quantified in the Group’s risk scenarios,
therefore no explicit allowance is made.
(ii) Concentrations of insurance risk
Improved longevity arises from enhanced medical treatment and improved life circumstances. Concentration risk to individual groups
whose longevity may improve faster than the population is managed by writing business across a wide range of different medical and
lifestyle conditions to avoid excessive exposure. Reinsurance is also an important mitigant to concentrations of insurance risk.
(b) Market risk
Market risk is the risk of loss or of adverse change in the financial situation from fluctuations in the level and in the volatility of market
prices of assets, liabilities and financial instruments, together with the impact of changes in interest rates. Market risk is implicit in the
insurance business model and arises from exposure to interest rates, residential property markets, credit spreads, inflation and exchange
rates. The Group is not exposed to any material levels of equity risk. Some very limited equity risk exposure arises from investment into
credit funds which have a mandate that allows preferred equity to be held. Changes in the value of the Group’s investment portfolio will
also affect the Group’s financial position. In addition, falls in the financial markets can reduce the value of pension funds available to
purchase Retirement Income products and changes in interest rates can affect the relative attractiveness of Retirement Income products.
In mitigation, Retirement Income product premiums are invested to match the asset and liability cash flows as closely as practicable.
In practice, it is not possible to eliminate market risk fully as there are inherent uncertainties surrounding many of the assumptions
underlying the projected asset and liability cash flows.
Just has bonds denominated in currencies other than GBP. Some have coupons linked to rates which are hedged into fixed GBP coupons.
If any of these rates were no longer produced, there is a risk that the bond coupons would not match the swap leg payments. In mitigation,
Just would restructure the related cross currency asset swap to match the new coupon rate.
For each of the material components of market risk, described in more detail below, the Group’s Market Risk Policy sets out the Group’s risk
appetite and management processes governing how each risk should be measured, managed, monitored and reported.
The Group is exposed to market risk associated with any unmatched exposure arising from the value of investments backing insurance
liabilities, and the consequential impact on the valuation interest rate used to discount insurance liabilities.
196 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(i) Interest rate risk
The Group is exposed to interest rate risk arising from the changes in the values of assets or liabilities as a result of changes in risk-free
interest rates. The Group seeks to limit its exposure through appropriate asset and liability matching and hedging strategies. The Group
actively hedges its interest rate exposure to protect balance sheet positions on both Solvency II and IFRS bases in accordance with its risk
appetite framework and principles.
The Group continues to increase its portfolio of amortised cost gilts as part of managing the exposure of the Group’s Solvency II balance
sheet to interest rate movements, whilst limiting the market risk exposure on the IFRS balance sheet.
The Group’s main exposure to changes in interest rates is concentrated in the investment portfolio, loans secured by mortgages and its
insurance obligations. Changes in investment and loan values attributable to interest rate changes are mitigated by corresponding and
partially offsetting changes in the value of insurance liabilities. The Group monitors this exposure through regular reviews of the asset and
liability position, capital modelling, sensitivity testing and scenario analyses. Interest rate risk is also managed using derivative instruments
e.g. swaps.
The following table indicates the earlier of contractual repricing or maturity dates for the Group’s significant financial assets.
Less than One to Five to Over ten No fixed
one year five years ten years years term Total
31 December 2024 £m £m £m £m £m £m
Units in liquidity funds
1,792
–
–
–
–
1,792
Investment funds
108
289
–
–
2
399
Debt securities and other fixed income securities
499
1,675
2,708
11,128
–
16,010
Deposits with credit institutions
808
–
–
–
–
808
Loans secured by commercial mortgages
8
475
165
161
–
809
Long income real estate
1
21
–
–
766
–
787
Infrastructure loans
–
132
260
854
–
1,246
Other loans
1
168
4
22
–
195
Total investments measured at FVTPL – designated
3,237
2,739
3,137
12,931
2
22,046
Lifetime mortgages
–
–
–
–
5,637
5,637
Derivative financial assets
52
351
526
1,827
–
2,756
Total investments measured at FVTPL – mandatory
52
351
526
1,827
5,637
8,393
Gilts – subject to repurchase agreements
–
–
–
3,951
–
3,951
Total investments measured at amortised cost
–
–
–
3,951
–
3,951
Total financial investments
3,289
3,090
3,663
18,709
5,639
34,390
1 Includes residential ground rents of £157m.
Less than One to Five to Over ten No fixed
one year five years ten years years term Total
31 December 2023 £m £m £m £m £m £m
Units in liquidity funds
1,141
–
–
–
–
1,141
Investment funds
97
398
–
–
–
495
Debt securities and other fixed income securities
527
1,625
2,513
8,989
–
13,654
Deposits with credit institutions
706
–
–
–
–
706
Loans secured by commercial mortgages
87
378
202
97
–
764
Long income real estate
1
–
4
–
775
–
779
Infrastructure loans
–
72
246
795
–
1,113
Other loans
1
146
4
13
–
164
Total investments measured at FVTPL – designated
2,559
2,623
2,965
10,669
–
18,816
Lifetime mortgages
–
–
–
–
5,681
5,681
Derivative financial assets
48
177
573
1,579
–
2,377
Total investments measured at FVTPL – mandatory
48
177
573
1,579
5,681
8,058
Gilts – subject to repurchase agreements
–
–
–
2,549
–
2,549
Total investments measured at amortised cost
–
–
–
2,549
–
2,549
Total financial investments
2,607
2,800
3,538
14,797
5,681
29,423
1 Includes residential ground rents of £176m.
A sensitivity analysis of the impact of interest rate movements on profit before tax is included in note 22(h).
197
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
28. FINANCIAL AND INSURANCE RISK MANAGEMENT continued
(ii) Property risk
The Group’s exposure to property risk arises from the provision of lifetime mortgages which creates an exposure to the UK residential
property market. A substantial decline or sustained underperformance in UK residential property prices, against which the Group’s lifetime
mortgages are secured, could result in the mortgage debt at the date of redemption exceeding the proceeds from the sale of the property.
Demand for lifetime mortgage products may also be impacted by a fall in property prices. It may diminish consumers’ propensity to borrow
and reduce the amount they are able to borrow due to reductions in property values.
The risk is managed by controlling the loan value as a proportion of the property’s value at outset and obtaining independent third party
valuations on each property before initial mortgages are advanced. Lifetime mortgage contracts are also monitored through dilapidation
reviews. House prices are monitored and the impact of exposure to adverse house prices (both regionally and nationally) is regularly
reviewed. Further mitigation is through management of the volume of Lifetime Mortgages, including disposals, in the portfolio in line with
the Group’s LTM backing ratio target, and the establishment of the NNEG hedges.
A sensitivity analysis of the impact of residential property price movements is included in note 16(d)(vi) and note 22(h).
The Group is also exposed to commercial property risk indirectly through the investment in loans secured by commercial mortgages.
Mitigation of such risk is covered by the credit risk section below.
(iii) Inflation risk
Inflation risk is the risk of change in the value of assets or liabilities arising from changes in actual or expected inflation or in the volatility
of inflation. Exposure to long-term inflation occurs in relation to the Group’s own management expenses and its writing of index-linked
Retirement Income contracts. The Group continues to manage inflation risk through the application of disciplined cost control over
management expenses and matching inflation-linked assets including inflation swaps, and inflation-linked liabilities for the long-term
inflation risk.
(iv) Currency risk
Currency risk arises from changes in foreign exchange rates which affect the value of assets denominated in foreign currencies.
Exposure to currency risk could arise from the Group’s investment in non-sterling denominated assets. The Group invests in fixed income
securities denominated in US dollars and other foreign currencies for its financial asset portfolio. All material Group liabilities are in
sterling. As the Group does not wish to introduce foreign exchange risk into its investment portfolio, derivative or quasi-derivative contracts
are entered into to mitigate the foreign exchange exposure as far as possible.
The Group invests in non-sterling denominated assets; any foreign exchange exposure is managed through foreign currency swaps in order
to minimise this risk exposure.
(c) Credit risk
Credit risk arises if another party fails to perform its financial obligations to the Group, including failure to perform them in a timely
manner, and is managed through credit concentration limits and collateral arrangements. Climate-related matters may affect the ability
of counterparties to meet their obligations in the future, see further information in the Strategic report Sustainability: TCFD report.
Credit risk exposures arise from:
• Holding fixed income investments. The risk of default (where the counterparty fails to pay back the capital and/or interest on a
corporate bond) is mitigated by investing only in higher quality or investment grade assets. Concentration of credit risk exposures is
managed by placing limits on exposures to individual counterparties, sectors and geographic areas. The Group holds a portion of its
fixed income investments as loans secured against a variety of types of collateral including but not limited to commercial real estate
and commercial ground rents as well as residential ground rents.
• Counterparties in derivative contracts. The Group uses financial instruments to mitigate interest rate, inflation and currency risk
exposures. It therefore has credit exposure to various counterparties through which it transacts these instruments, although this is
usually mitigated by collateral arrangements (see note 15).
• Reinsurance treaties. Reinsurance is used to manage longevity risk and to fund new business but, as a consequence, credit risk exposure
arises should a reinsurer fail to meet its claim repayment obligations. Credit risk on reinsurance balances is mitigated by the reinsurer
depositing back more than 100% of premiums ceded under the reinsurance agreement and/or through robust collateral arrangements.
• Reinsurance concentration risk: to reduce risk, the Group ensures it trades with a wide range of counterparties to diversify exposures.
• Cash balances. Credit risk on cash assets is managed by imposing restrictions over the credit ratings of third parties with whom cash is
deposited, as well as the balances permitted.
• Credit risk for lifetime mortgages secured on residential property has been considered within “property risk” above.
198 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(i) Credit ratings of financial assets
The following table provides information regarding the credit risk exposure for financial assets of the Group, which are neither past due nor
impaired at 31 December:
AAA AA A BBB BB or below Unrated Total
31 December 2024 £m £m £m £m £m £m £m
Units in liquidity funds
1,792
–
–
–
–
–
1,792
Investment funds
–
–
–
–
–
399
399
Debt securities and other fixed income securities
986
3,960
5,452
5,490
122
–
16,010
Deposits with credit institutions
–
11
588
209
–
–
808
Loans secured by commercial mortgages
–
–
–
–
–
809
809
Long income real estate
1
157
–
241
389
–
–
787
Infrastructure loans
57
135
242
799
13
–
1,246
Other loans
–
–
–
–
60
135
195
Lifetime mortgages
–
–
–
–
–
5,637
5,637
Derivative financial assets
–
16
2,018
716
–
6
2,756
Gilts – subject to repurchase agreements
–
3,951
–
–
–
–
3,951
Reinsurance
2
–
416
984
350
–
180
1,930
Other receivables
–
–
–
–
–
49
49
Total
2,992
8,489
9,525
7,953
195
7,215
36,369
1 Includes residential ground rents of £157m rated AAA.
2 This is the reinsurance asset position excluding CSM.
AAA AA A BBB BB or below Unrated Total
31 December 2023 £m £m £m £m £m £m £m
Units in liquidity funds
1,135
6
–
–
–
–
1,141
Investment funds
–
–
–
–
–
495
495
Debt securities and other fixed income securities
927
2,283
4,521
5,763
160
–
13,654
Deposits with credit institutions
–
100
425
181
–
–
706
Loans secured by commercial mortgages
–
–
–
–
–
764
764
Long income real estate
1
164
20
185
410
–
–
779
Infrastructure loans
64
121
151
764
13
–
1,113
Other loans
–
–
–
–
41
123
164
Lifetime mortgages
–
–
–
–
–
5,681
5,681
Derivative financial assets
–
28
1,686
649
–
14
2,377
Gilts – subject to repurchase agreements
–
2,549
–
–
–
–
2,549
Reinsurance
2
–
264
193
387
–
199
1,043
Other receivables
–
–
–
–
–
60
60
Total
2,290
5,371
7,161
8,154
214
7,336
30,526
1 Includes residential ground rents of £164m rated AAA and £12m rated AA.
2 This is the reinsurance asset position excluding CSM.
There are no financial assets that are either past due or impaired.
The amortised cost portfolio of gilts are investment grade and deemed low credit risk, as such lifetime expected credit losses are therefore
considered immaterial.
The credit rating for Cash available on demand at 31 December 2024 was between a range of A and BB (31 December 2023: between a
range of AA- and A).
The carrying amount of those assets subject to credit risk represents the maximum credit risk exposure.
199
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
28. FINANCIAL AND INSURANCE RISK MANAGEMENT continued
(ii) Offsetting financial assets and liabilities
The Group has no financial assets and financial liabilities that have been offset in the Consolidated statement of financial position as at
31 December 2024 (2023: none). In accordance with IFRS 7, disclosure is included below regarding recognised financial instruments subject
to enforceable master netting arrangements irrespective of whether they are set off in the Consolidated statement of financial position.
In the tables below, the amounts of assets or liabilities presented in the Consolidated statement of financial position are offset first by
financial instruments that have the right of offset under master netting arrangement or similar arrangements with any remaining amount
reduced by cash and securities collateral.
Related financial Securities collateral
As reported
instruments
1
Cash collateral
2
pledged
2
Net amount
31 December 2024 £m £m £m £m £m
Derivative assets
2,756
(2,317)
(421)
(18)
–
Derivative liabilities
(3,015)
2,317
243
455
–
Repurchase obligation
(3,878)
–
–
3,878
–
Related financial Securities collateral
As reported
instruments
1
Cash collateral
2
pledged
2
Net amount
31 December 2023 £m £m £m £m £m
Derivative assets
2,362
(1,917)
(376)
(67)
2
Derivative liabilities
(2,471)
1,917
338
211
(5)
Repurchase obligation
(2,569)
–
–
2,569
–
1 Related financial instruments represent outstanding amounts with the same counterparty which, under agreements such as the ISDA Master Agreement, could be offset and
settled net following certain predetermined events.
2 Cash and securities held may exceed target levels due to the complexities of operational collateral management, timing and agreements in place with individual counterparties.
This may result in over/under-collateralisation of derivative positions. The amount of collateral reported in the table above is restricted to the value of the associated derivatives
recognised in the Consolidated statement of financial position. Securities collateral pledged against the repurchase obligation include the Group’s portfolio of amortised cost Gilts.
(iii) Significant reinsurance collateral arrangements
The quota share reinsurance treaties have deposit back or other collateral arrangements to remove the majority of the reinsurer credit risk,
as described below. The majority of longevity swaps also have collateral arrangements, for the same purpose.
The Group has received deposits from reinsurers that are recognised as part of the cash flows from the reinsurance contract and are
included in the measurement of reinsurance balances within note 22. Whereas certain reinsurance arrangements give rise to deposits from
reinsurers that are not included in the Consolidated statement of financial position of the Group as described below:
• The Group has an agreement with reinsurers, including funded reinsurance partners, whereby financial assets arising from the payment
of reinsurance premiums, less the repayment of claims, in relation to specific treaties, are legally and physically deposited back with the
Group. Although the funds are controlled by the Group, no future benefits accrue to the Group as any returns on the deposits are paid to
reinsurers. Consequently, the deposits are not recognised as assets of the Group and the investment income they produce does not
accrue to the Group.
• The Group has an agreement with one reinsurer whereby assets equal to the reinsurer’s full obligation under the treaty are deposited
into a ring-fenced collateral account. The Group has first claim over these assets should the reinsurer default, but as the Group has no
control over these funds and does not accrue any future benefit, this fund is not recognised as an asset of the Group.
• The Group has agreements with reinsurers, including funded reinsurance treaties, whereby assets equal to the reinsurers’ full obligation
under the treaties are deposited into ring-fenced collateral accounts of notes/shares issued through the dedicated Investment vehicles.
The investments in these vehicles are restricted only for the purpose of these reinsurance agreements. Consequently, the collateralised
assets are not recognised as assets of the Group and the investment income they produce does not accrue to the Group. The reinsurers
also deposit cash into a bank account held legally by the Group to fund reinsurance claims but as this cash is ring-fenced for the
reinsurers purpose, it is also not recognised as an asset by the Group.
• The Group has an agreement with one funded reinsurance partner whereby assets equal to the reinsurer’s full obligation under the
treaty are either deposited into a ring-fenced collateral account of corporate bonds, or held under a funds withheld structure of Lifetime
Mortgages. The latter are legally and physically held by the Group. Although the funds are managed by the Group (as the Group controls
the investment of the asset), no future benefits accrue to the Group as returns on the assets are paid to reinsurers. Consequently, the
lifetime mortgages are not recognised as assets of the Group and the investment income they produce does not accrue to the Group.
The reinsurer also deposits cash into a bank account held legally by the Group to fund future lifetime mortgages but as this cash is
ring-fenced for issued lifetime mortgage quotes agreed by the reinsurer, it is also not recognised as an asset by the Group.
2024 2023 Restated
£m £m
Deposits held in trust
2,133²
992
1
1 Deposits held in trust have been restated to include amounts incorrectly excluded in the previously reported figure of £787m
2 The increase in 2024 relates to the addition of £1bn related to the DB partner (funded-re) transaction entered into during year.
The collateral that is not recognised in the Consolidated statement of financial position does not represent a cash flow within the IFRS 17
contract boundaries. The Group is exposed to a minimal amount of reinsurance counterparty default risk in respect of reinsurance
arrangements and calculates an allowance for counterparty default in the reinsurance future cash flows accordingly. At 31 December 2024,
this liability totalled £16m (2023: £8m).
200 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
(d) Liquidity risk
Liquidity risk is the risk of loss because the Group does not have sufficient suitable assets available to meet its financial obligations as
they fall due.
The Group is exposed to liquidity risk as part of its business model and its desire to manage its exposure to inflation, interest rates and
currency risks using derivatives.
Exposure to liquidity risk arises from:
• maintaining and servicing collateral requirements arising from the changes in market value of financial derivatives used by the Group;
• needing to realise assets to meet liabilities during stressed market conditions;
• increasing cash flow volatility in the short term giving rise to mismatches between cash flows from assets and requirements from
liabilities;
• needing to support liquidity requirements for day-to-day operations;
• higher than expected funding requirements on existing LTM contracts, or lower redemptions than expected; and
• ensuring financial support can be provided across the Group.
Liquidity risk continues to be managed by holding assets of a suitable maturity, collateral eligibility and marketability to meet liabilities as
they fall due. The Group’s short-term liquidity requirements to meet annuity payments are predominantly funded by investment coupon
receipts, and bond principal repayments. There are significant barriers for policyholders to withdraw funds that have already been paid to
the Group in the form of premiums. Cash outflows associated with insurance liabilities including any pension commencement lump sum
payments can be reasonably estimated and liquidity can be arranged to meet this expected outflow through asset-liability matching.
The cash flow characteristics of the Lifetime Mortgages are reverse when compared with Retirement Income products, with cash flows
effectively representing an advance payment, which is eventually funded by repayment of principal plus accrued interest. Borrowers are
able to redeem mortgages, albeit with payment of an early redemption charge. The mortgage assets themselves are considered illiquid,
as they are not readily saleable due to the complexity of valuation and the lack of a market in which to trade them.
Cash flow forecasts over the short, medium and long term are regularly prepared to predict and monitor liquidity levels in line with limits
set on the minimum amount of liquid assets required. Short-term stresses, periods from one day up to and including one month, take into
account market volatility and focus on the worst observed movements over the last 40 years. Cash flow forecasts include an assessment of
the impact to a range of scenarios including 1-in-200 shocks on the Group’s long-term liquidity and the minimum cash and cash equivalent
levels required to cover enhanced stresses.
The Group increased its undrawn Revolving Credit Facility during the period from £300m to £400m for general corporate and working
capital purposes. Interest is payable on any drawn amounts at a rate of SONIA plus a margin of between 0.81% and 1.94% per annum
depending on the Group’s ratio of net debt to net assets and the outcomes of certain sustainability performance targets.
The table below summarises the maturity profile of the financial liabilities, including both principal and interest payments, of the Group
based on remaining undiscounted contractual obligations:
Within one year or
payable on demand One to five years Five to ten years Over ten years Total
31 December 2024 £m £m £m £m £m
Investment contract liabilities
4
50
–
–
54
Subordinated debt
209
439
138
428
1,214
Derivative financial liabilities
3,142
9,393
7,031
19,452
39,018
Repurchase obligation
3,357
626
–
–
3,983
Obligations for repayment of
cash collateral received
662
–
–
–
662
Other payables
327
–
–
–
327
Within one year or
payable on demand One to five years Five to ten years Over ten years Total
31 December 2023 £m £m £m £m £m
Investment contract liabilities
7
38
–
–
45
Subordinated debt
47
598
285
–
930
Derivative financial liabilities
1,463
4,273
5,725
17,642
29,103
Repurchase obligation
2,178
478
–
–
2,656
Obligations for repayment of
cash collateral received
532
–
–
–
532
Other payables
11
–
–
–
11
201
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
29. Contingent liabilities, guarantees and indemnities
Provision for the liabilities arising under contracts with policyholders is based on certain assumptions at outset, which may differ over time
based upon actual experience, resulting in a variance of the provision originally made. Liabilities may also arise in respect of claims relating
to the interpretation of policyholder contracts, or circumstances in which policyholders have entered into them. It is not possible to predict
the preciseness of such liabilities as they are influenced by a number of factors, including updated legislation, guidance and regulation of
the PRA, FCA, ombudsman rulings, industry compensation schemes and court judgments.
Relevant Group companies ensure that they make prudent provision as and when such circumstances became known and more precise,
and readjust capital and reserves to meet such reasonably foreseeable eventualities. However, it is not always possible to predict with
certainty the extent and timing of the financial impact on such liabilities arising from these circumstances.
Group companies continue to give warranties, indemnities and guarantees as part of their normal business operations, whether in relation
to capital market transactions or otherwise.
30. CAPITAL
Group capital position
The Group’s estimated regulatory capital surplus position at 31 December 2024 is shown below. This excludes the impact from repayment
of Tier 3 debt in February 2025, which is estimated to reduce the Solvency coverage ratio to 204% as reported in the Business Review.
Solvency II capital requirement
Minimum Group Solvency II capital requirement
31 December 2024
1, 2
31 December 2023
1, 2
31 December 2024
31 December 2023
2
£m £m £m £m
Eligible own funds
3,159
3,104
2,508
2,572
Capital requirement
(1,494)
4
(1,577)
(502)
4
(462)
Excess own funds
1,665
4
1,527
2,006
4
2,110
Solvency II Capital coverage ratio³
211%
3,4
197%
499%
3,4
557%
1 Solvency II capital coverage ratios as at 31 December 2024 and 31 December 2023 include a formal recalculation of TMTP.
2 2024 regulatory position is estimated. 2023 regulatory position is reported as included in the Group’s Solvency II and Financial Condition Report as at 31 December 2023.
3 2024 regulatory position excludes the £104m reduction in eligible own funds (net of release of restrictions) from repayment of the Group’s £155m Tier 3 debt in February 2025,
which is estimated to reduce the Solvency coverage ratio to 204%. There would be no impact on the Minimum Group Solvency II capital requirement.
4 The capital requirement, excess own funds and Capital coverage ratio information is unaudited.
Further information on the Group’s Solvency II position, including a reconciliation between the regulatory capital position to the reported
capital surplus, is included in the Business Review. This information is estimated and therefore subject to change.
The Group and its regulated insurance subsidiaries are required to comply with the requirements established by the Solvency II Framework
directive as adopted by the Prudential Regulation Authority (“PRA”) in the UK, and to measure and monitor its capital resources on this
basis. The overriding objective of the Solvency II capital framework is to ensure there is sufficient capital within the Group and its insurance
companies to protect policyholders and meet their payments when due. Firms are required to maintain eligible capital, or “Own Funds”, in
excess of the value of their Solvency Capital Requirements (“SCR”). The SCR represents the risk capital required to be set aside to absorb
1-in-200 year stress tests over the next one-year time horizon, allowing for each risk type that the Group is exposed to, including longevity
risk, property risk, credit risk and interest rate risk. These risks are all aggregated with appropriate allowance for diversification.
The capital requirement for Just Group plc is calculated using an approved Internal Model.
Group entities that are under supervisory regulation and are required to maintain a minimum level of regulatory capital are:
• JRL and PLACL – authorised by the PRA, and regulated by the PRA and FCA.
• HUB Financial Solutions Limited, Just Retirement Money Limited and Partnership Home Loans Limited – authorised and regulated
by the FCA.
• In accordance with a waiver agreed with the PRA, the Group’s South Africa business is out of scope for regulatory reporting to the PRA.
The Group and its regulated subsidiaries complied with their regulatory capital requirements throughout the year.
Capital management
The Group’s objectives when managing capital for all subsidiaries are:
• to comply with the insurance capital requirements required by the regulators of the insurance markets where the Group operates.
The Group’s policy is to manage its capital in line with its risk appetite and in accordance with regulatory expectations;
• to safeguard the Group’s ability to continue as a going concern, and to continue to write new business;
• to ensure that in all reasonably foreseeable circumstances, the Group is able to fulfil its commitment over the short term and long term
to pay policyholders’ benefits;
• to continue to provide returns for shareholders and benefits for other stakeholders;
• to provide an adequate return to shareholders by pricing insurance contracts commensurately with the level of risk; and
• to generate capital from in-force business, excluding economic variances, management actions, and dividends, that is greater than new
business strain.
The Group regularly assesses a wide range of actions to improve the capital position and resilience of the business.
202 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
In managing its capital, the Group undertakes stress and scenario testing to consider the Group’s capacity to respond to a series of relevant
financial, insurance, or operational shocks or changes to financial regulations should future circumstances or events differ from current
assumptions. The review also considers mitigating actions available to the Group should a severe stress scenario occur, such as raising
capital, varying the volumes of new business written and a scenario where the Group does not write new business.
EVT Compliance
The Effective Value Test (“EVT”) is a regulatory requirement that assesses the economic value of equity release mortgages (LTMs). The EVT
is used to ensure that LTMs do not exceed the economic value of assets on the Solvency II balance sheet. At 31 December 2024, JRL and
PLACL passed the PRA EVT with a buffer of 1.2% and 1.0% (unaudited) respectively, over the current minimum deferment rate of 3.5%
(allowing for volatility of 13%, in line with the requirement for the EVT).
At 31 December 2023, the buffer for JRL was 1.1% (unaudited) compared to the minimum deferment rate of 3.0%. PLACL did not take credit
for the matching adjustment on LTM assets at 31 December 2023 so the EVT test was not applicable at that time.
Regulatory developments
Following PRA approval to move from Standard Formula to Internal Model for calculating the PLACL capital requirement in July 2024, the
Firm now uses an Internal Model for calculating the capital requirement of JRL, PLACL and the Group.
The key regulatory developments are included below.
Residential ground rents – On 9 November 2023, the previous government published a consultation seeking views on capping the
maximum ground rent that residential leaseholders can be required to pay. Although the previous government did not implement any
reform of residential ground rent, the new government may still consider reforming the ground rent charges. The Group is closely
monitoring the new government’s agenda, which remains uncertain, and the impact of this on the Group’s £157m (2023: £176m) portfolio
of residential ground rents. An adjustment was made at year end 2023, which has been maintained at a similar level for year end 2024 to
reflect the ongoing uncertainty.
Matching adjustment (SUK) reform – In line with the requirements set out in PS10/24, the Group has implemented required changes at
31 December 2024, including: Matching Adjustment attestation, removal of the sub-investment grade cliff in the matching adjustment, and
the reflection of rating notches in the fundamental spread. The overall impact of these regulatory changes is reported within the Business
review analysis of movement in excess own funds. The Group is assessing new matching adjustment eligible investment opportunities.
Life Insurance Stress Test – The PRA is conducting its second Life Insurance Stress Test (“LIST”) exercise in 2025 to assess sector and firm
resilience to severe but plausible adverse scenarios and to strengthen market understanding of risk exposures. JRL and PLACL will take part
in the exercise. The Group will assess the impact of a severe economic stress, as prescribed by the PRA in a document published in January,
and provide results to the PRA in June 2025. The PRA plans to publish sector and firm level results in Q4 2025. The Group has been engaged
with industry and regulatory discussions ahead of LIST 2025.
31. GROUP ENTITIES
In accordance with the requirements of the Companies Act 2006, information regarding the Group’s related undertakings at 31 December
2024 are disclosed below. Related undertakings comprise subsidiaries, joint ventures, associates and other significant holdings.
Percentage of nominal
share capital and voting
Principal activity
Registered office
rights held
Direct subsidiary
Just Retirement Group Holdings Limited
3
Holding company
Reigate
100%
Partnership Assurance Group Limited
3
Holding company
Reigate
100%
Indirect subsidiary
HUB Acquisitions Limited
1, 3
Holding company
Reigate
100%
HUB Financial Solutions Limited
Distribution
Reigate
100%
Just Re 1 Limited
3
Investment activity
Reigate
100%
Just Re 2 Limited
3
Investment activity
Reigate
100%
Just Retirement (Holdings) Limited
3
Holding company
Reigate
100%
Just Retirement (South Africa) Holdings (Pty) Limited
Holding company
South Africa
100%
Just Retirement Life (South Africa) Limited
Life assurance
South Africa
100%
Just Retirement Limited
Life assurance
Reigate
100%
Just Retirement Management Services Limited
3
Management services
Reigate
100%
Just Retirement Money Limited
Provision of lifetime mortgage products
Reigate
100%
Partnership Group Holdings Limited
3
Holding company
Reigate
100%
Partnership Holdings Limited
3
Holding company
Reigate
100%
203
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
Percentage of nominal
share capital and voting
Principal activity
Registered office
rights held
Indirect subsidiary
Partnership Home Loans Limited
Provision of lifetime mortgage products
Reigate
100%
Partnership Life Assurance Company Limited
Life assurance
Reigate
100%
Partnership Services Limited
3
Management services
Reigate
100%
TOMAS Online Development Limited
3
Software development
Belfast
100%
Enhanced Retirement Limited
Dormant
Reigate
100%
HUB Digital Solutions Limited
Dormant
Reigate
100%
Pension Buddy Limited
Dormant
Belfast
100%
HUB Pension Solutions Limited
Dormant
Reigate
100%
HUB Transfer Solutions Limited
Dormant
Reigate
100%
JRP Group Limited
Dormant
Reigate
100%
JRP Nominees Limited
Dormant
Reigate
100%
Just Annuities Limited
Dormant
Reigate
100%
Just Equity Release Limited
Dormant
Reigate
100%
Just Direct Limited
Dormant
Reigate
100%
Just Management Services (Proprietary) Limited
Dormant
South Africa
100%
Just Protection Limited
Dormant
Reigate
100%
Just Retirement Finance plc
3
Non-trading
Reigate
100%
Just Retirement Nominees Limited
Dormant
Reigate
100%
Just Retirement Solutions Limited
Dormant
Reigate
100%
PAG Finance Limited
Dormant
Jersey
100%
PAG Holdings Limited
Dormant
Jersey
100%
PASPV Limited
Dormant
Reigate
100%
PayingForCare Limited
Dormant
Reigate
100%
PLACL RE 1 Limited
Investment activity
Reigate
100%
PLACL RE 2 Limited
Dormant
Reigate
100%
TOMAS Acquisitions Limited
Dormant
Reigate
100%
The Open Market Annuity Service Limited
Dormant
Belfast
100%
HUB Pension Consulting (Holdings) Limited
3
Holding company
Reigate
100%
HUB Pension Consulting Limited
3
Pension consulting
Reigate
100%
Spire Platform Solutions Limited
2
Software development
Reigate
100%
White Rock Insurance (Gibraltar) PCC Limited
Protected cell company
Gibraltar
100%
Pineyard Unit Trust
Unit trust
Jersey
100%
Associate
TP2 Unit trust
Unit trust
Guernsey
60%
Comentis Ltd
Product development
Bristol
13%
1 Class “A” and Class “B” ordinary shares.
2 30 June year end.
3 The financial statements of these subsidiary undertakings are exempt from the requirements of the Companies Act 2006 relating to the audit of individual financial statements by
virtue of Section 479A of the Companies Act 2006.
Registered offices
Reigate office:
Enterprise House
Bancroft Road
Reigate, Surrey RH2 7RP
Belfast office:
Level 5 The Ewart
3 Bedford Street
Belfast BT2 7EP
South Africa office:
Spaces Waterfront, Dock Road Junction
Cnr Stanley & Dock Road, Waterfront
Cape Town 8001
Jersey office (PAG):
44 Esplanade
St Helier
Jersey JE4 9WG
31. GROUP ENTITIES continued
204 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Consolidated structured entities
The Group holds an investment in a cell of a Protected Cell Company, White Rock Insurance (Gibraltar) PCC Limited, 913 Europort, Gibraltar,
GX 11 1AA. Financial support provided by the Group is limited to amounts required to cover transactions between the cell and the Group.
Just is the cell owner of the individual protected cell and owns the single insurance share associated with the cell. The Group has provided
£10m financial support in the form of a letter of credit.
The Group holds a controlling interest in a Jersey Property Unit Trust (JPUT), Pineyard Unit Trust, Pineyard Trustee 1 Limited, 47 Esplanade,
St Helier, Jersey JE1 0BD. The Group has determined that it controls the JPUT as a result of the Group’s ability to remove the Trustees; other
than the Group and the Trustees there are no other parties with decision making rights over the JPUT. The Group has taken the option within
IFRS 3 “Business Combinations” to apply the concentration test to determine whether the JPUT represents a business within the scope of IFRS
3. The conclusion of the concentration test is that the assets of the JPUT are concentrated in the single identifiable asset of the investment
property, which the Trust is not permitted to dispose except on termination, and as such the investment by the Group does not represent a
business combination (see note 14). The Group has consolidated the results of the JPUT; any excess of investment purchase price over the fair
value of the assets acquired is allocated against the identifiable assets and liabilities in proportion to their relative fair values; goodwill is
not recognised.
Unconsolidated structured entities
The Group has interests in structured entities which are not consolidated as the definition of control has not been met.
Interests in unconsolidated structured entities include investment funds and liquidity funds and loans granted to special purpose vehicles
(“SPVs”) secured by assets held by the SPVs such as commercial mortgages and long income real estate.
As at 31 December 2024 the Group’s interest in unconsolidated structured entities, which are classified as investments held at fair value
through profit or loss, is shown below:
31 December 2024 31 December 2023
£m £m
Loans secured by commercial mortgages
809
764
Long income real estate
787
779
Asset backed securities
1,078
7
Investment funds
399
495
Liquidity funds
1,792
1,141
Total
4,865
3,186
The Group’s exposure to financial loss from its interest in unconsolidated structured entities is limited to the amounts shown above.
The Group is not required to provide financial support to the entities, nor does it sponsor the entities, or intend to do so.
Non-controlling interests
During the year, the Group acquired the remaining non-controlling interest in Spire Platform Solutions for £1m.
The Group has no material non-controlling interests.
Associates
The Group holds a 60% equity stake in a Guernsey Property Unit Trust (GPUT) “TP2 Unit Trust”, M&G (Guernsey), PO Box 156, Dorey Court,
Admiral Park, St. Peter Port, Guernsey GY1 4EU.
The GPUT is a structured entity as voting rights are not the determining factor in assessing which party controls the entity. Although the
Group has a majority equity stake, the decisions regarding the relevant activities of the GPUT are made by the Trustee. Each investor holds
veto rights, however these are not proportionate to the equity holding and as such the veto rights do not give any investor more power
than any other investor. The Group accounts for this investment as an Associate using the equity method.
All other associates are immaterial.
205
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the consolidated financial statements continued
Summarised financial information for associates
31 December 2024 31 December 2023
Summarised balance sheet – GPUT £m £m
Assets
Financial investments
196
244
Cash and cash equivalents
3
3
Total assets
199
247
Equity
Partners capital
327
327
Retained earnings
(131)
(80)
Total equity
196
247
Other payables
3
–
Total equity and liability
199
247
Year ended Year ended
31 December 2024 31 December 2023
Reconciliation to carrying amount £m £m
Net assets brought forward – GPUT
247
270
Total movement in retained earnings
(51)
(23)
Net assets at 31 December – GPUT
196
247
Group’s share – GPUT
118
148
Group’s share – Other associates
1
1
Carrying amount of associates
119
149
Year ended Year ended
31 December 2024 31 December 2023
Summarised statement of comprehensive income – GPUT £m £m
Fair value loss on financial investments
(43)
(15)
Distributions to unitholders
(8)
(8)
Total movement in retained earnings
(51)
(23)
32. RELATED PARTIES
The Group has related party relationships with its key management personnel and subsidiary undertakings detailed in note 31. Key
management personnel comprise the Directors of the Company. There were no material transactions between the Group and its key
management personnel other than those disclosed below. Key management compensation is as follows:
Year ended Year ended
31 December 2024 31 December 2023
£m £m
Short-term employee benefits
3
3
Share-based payments
2
2
Total
5
5
In addition there are loans owed by Directors of £0.4m (2023: £0.4m) which accrue interest fixed at 4% per annum and are repayable in
whole or in part at any time.
33. ULTIMATE PARENT COMPANY AND ULTIMATE CONTROLLING PARTY
The Company is the ultimate Parent and Controlling Party of the Group.
34. POST BALANCE SHEET EVENTS
Subsequent to 31 December 2024, the Directors proposed a final dividend for 2024 of 1.8 pence per ordinary share (2023: 1.5 pence) and
together with the interim dividend of 0.7 pence per ordinary share paid in 4 October 2024 amounting to £26m (2023: £22m) in total. Subject
to approval by shareholders at the Company’s 2025 AGM, the dividend will be paid on 14 May 2025 to shareholders on the register of
members at the close of business on 11 April 2025, and will be accounted for as an appropriation of retained earnings in year ending
31 December 2025.
On 6 February 2025 the Group repaid the remaining £155m notional of its Tier 3 subordinated debt.
31. GROUP ENTITIES continued
206 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
STATEMENT OF CHANGES IN EQUITY OF THE COMPANY
for the year ended 31 December 2024
Year ended 31 December 2024
Share
capital
£m
Share
premium
£m
Other
reserves
£m
Retained
earnings
£m
Tier 1
notes
£m
Total
£m
At 1 January 2024 104 93 295 462 322 1,276
Profit for the year – – – 17 – 17
Total comprehensive income for the year – – – 17 – 17
Contributions and distributions
Dividends – – – (23) – (23)
Interest paid on Tier 1 notes (net of tax) – – – (12) – (12)
Share-based payments reserve credit – – – 6 – 6
Transactions in shares held by trusts – – 2 (5) – (3)
Total contributions and distributions – – 2 (34) – (32)
At 31 December 2024 104 93 297 445 322 1,261
Year ended 31 December 2023
Share
capital
£m
Share
premium
£m
Other
reserves
£m
Retained
earnings
£m
Tier 1
notes
£m
Total
£m
At 1 January 2023 104 93 290 476 322 1,285
Profit for the year – – – 22 – 22
Total comprehensive income for the year – – – 22 – 22
Contributions and distributions
Dividends – – – (19) – (19)
Interest paid on Tier 1 notes (net of tax) – – – (12) – (12)
Share-based payments reserve credit – – – 6 – 6
Transactions in shares held by trusts – – 5 (11) – (6)
Total contributions and distributions – – 5 (36) – (31)
At 31 December 2023 104 93 295 462 322 1,276
207
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
STATEMENT OF FINANCIAL POSITION OF THE COMPANY
as at 31 December 2024
Note
31 December 2024
£m
31 December 2023
£m
Assets
Investments in Group undertakings 2 861 855
Loans to Group undertakings 3 910 711
Property and equipment 5 3
Deferred tax – 1
Total non-current assets 1,776 1,570
Financial investments 4 264 85
Prepayments and accrued income – 1
Loans to Group undertakings 3 51 300
Amounts due from Group undertakings – 1
Cash available on demand 15 12
Total current assets 330 399
Total assets 2,106 1,969
Equity
Share capital 5 104 104
Share premium 5 93 93
Other reserves 6 297 295
Retained earnings 445 462
Total equity attributable to shareholders of Just Group plc 939 954
Tier 1 notes 322 322
Total equity 1,261 1,276
Liabilities
Subordinated debt 7 684 689
Lease liability 2 2
Total non-current liabilities 686 691
Subordinated debt 157 –
Other payables 2 2
Total current liabilities 159 2
Total liabilities 845 693
Total equity and liabilities 2,106 1,969
The Company has taken advantage of the exemption in Section 408 of the Companies Act 2006 not to present its own statement of
comprehensive income. The profit arising in the year amounts to £1 7m (2023: £22m). The financial statements were approved by the Board
of Directors on 6 March 2025 and were signed on its behalf by:
MARK GODSON
Director
Company number: 08568957
208 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
STATEMENT OF CASH FLOWS OF THE COMPANY
for the year ended 31 December 2024
Year ended
31 December 2024
£m
Year ended
31 December 2023
(restated)¹
£m
Cash flows from operating activities
Profit before tax 23 30
Adjustments for:
Impairment of loans to Group undertakings – 2
Transactions in shares held by trusts (3) (6)
Coupon received on Tier 1 notes from Group undertakings (26) (28)
Interest income (63) (59)
Interest expense 59 51
Change in operating assets and liabilities:
Decrease in prepayments – 5
Taxation received – 4
Net cash outflow from operating activities (10) (1)
Cash flows from investing activities
Interest received on financial assets 7 4
Acquisition of property and equipment (2) –
Repayment of loans from Group undertakings 300 –
Issue of loan to Group undertaking (250) –
Coupon received on Tier 1 notes from Group undertakings
¹ 26 28
Interest received on borrowings from Group undertakings
¹ 56 56
Net cash inflow from investing activities
¹ 137 88
Cash flows from financing activities
Proceeds on issue of borrowings (net of costs) 398 –
Payment on redemption of borrowings (256) (26)
Dividends paid (23) (19)
Coupon paid on Tier 1 notes
¹ (16) (16)
Interest paid on borrowings
¹ (48) (49)
Net cash inflow/(outflow) from financing activities
¹ 55 (110)
Net increase/(decrease) in cash and cash equivalents 182 (23)
Cash and cash equivalents at 1 January 97 120
Cash and cash equivalents at 31 December 279 97
Cash available on demand 15 12
Units in liquidity funds 264 85
Cash and cash equivalents at 31 December 279 97
1 Payments and receipts in respect of coupons/interest are presented on a gross basis as there is no right of offset between the external payments due and the intercompany
receipts. Prior period figures have been restated to report £28m interest received on the Tier 1 notes from Group undertakings and £56m interest received on the loans from Group
undertakings within investing activities; previously reported within financing activities net of coupons/interest paid.
209
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
NOTES TO THE COMPANY FINANCIAL STATEMENTS
1. MATERIAL ACCOUNTING POLICIES
General information
Just Group plc (the “Company”) is a public company limited by shares, incorporated and domiciled in England and Wales.
1.1.Basis of preparation
The financial statements have been prepared in accordance with UK adopted international accounting standards in conformity with the
requirements of the Companies Act 2006 and the disclosure guidance and transparency rules sourcebook of the United Kingdom’s
Financial Conduct Authority.
The accounting policies followed in the Company financial statements are the same as those in the consolidated accounts. Values are
expressed to the nearest £1m.
1.2. Net investment income
Investment income is accrued up to the balance sheet date. Investment expenses and charges are also recognised on an accruals basis.
1.3. Taxation
Taxation is based on profits for the year as determined in accordance with the relevant tax legislation, together with adjustments to
provisions for prior periods. Deferred taxation is provided on temporary differences that have originated but not reversed at the balance
sheet date, where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future
have occurred at the balance sheet date. A net deferred tax asset is regarded as recoverable and therefore recognised only when, on the
basis of all available evidence, it can be regarded as more likely than not that there will be sufficient taxable profits to utilise carried
forward tax losses against which the reversal of underlying timing differences can be deducted. Deferred tax is measured at the average
tax rates that are expected to apply in the periods in which the temporary differences are expected to reverse, based on tax rates and laws
that have been enacted or substantially enacted by the balance sheet date. Deferred tax is measured on an undiscounted basis.
1.4 Investments in Group undertakings
Shares in subsidiary undertakings are stated at cost less any provision for impairment.
1.5 Loans to Group undertakings
Investments in subordinated debt issued by subsidiary undertakings are valued at amortised cost net of impairment for expected credit
losses. Expected credit losses are calculated on a 12-month forward-looking basis where the debt has low credit risk or has had no
significant increase in credit risk since the debt originated.
1.6 Financial investments
Financial investments are designated at fair value through profit or loss on initial recognition and subsequently measured at Fair Value
Through Profit or Loss (“FVTPL”).
1.7 Share-based payments
The Group offers share award and option plans for certain key employees and a Save As You Earn scheme for all employees. The share-
based payment plans operated by the Group are all equity-settled plans. Under IFRS 2, Share-based payment, where the Company, as the
Parent Company, has the obligation to settle the options or awards of its equity instruments to employees of its subsidiary undertakings,
and such share-based payments are accounted for as equity-settled in the Group financial statements, the Company records an increase
in the investment in subsidiary undertakings for the value of the share options and awards granted with a corresponding credit entry
recognised directly in equity. The value of the share options and awards granted is based upon the fair value of the options and awards
at the grant date, the vesting period and the vesting conditions.
1.8 Classification of intra-Group loan arrangements
The Company assesses the commercial substance of its intra-Group lending arrangements to determine the classification as either a
financial asset (that gives rise to a financial liability or equity instrument in the subsidiary) or whether the lending arrangement forms part
of the Company’s investment in the subsidiary. In making the assessment the Company considers evidence of past principal and coupon
payments, planned payments and the contractual terms of the arrangement. Intra-Group loans that bear a market rate of interest and
have fixed repayment dates are classified as financial liabilities by the subsidiary and as financial assets by the Company.
The Company issued Restricted Tier 1 notes in the external market in 2019 and on-lent the proceeds from these instruments to its
subsidiaries JRL and PLACL under the same commercial terms as the Company obtained in the external market. During the current year,
these instruments were redeemed, and JRL entered into a simultaneous replacement Restricted Tier 1 note under the same commercial
terms as the original instrument and reflecting current market rates of interest.
These instruments are classified as equity instruments by the issuer as explained in note 21 to the Group financial statements;
classification by the subsidiaries is consistent with this. As the on-lending of this instrument was on the same commercial terms, the
Company does not consider that the transaction represents an action in its capacity as the shareholder, and therefore the asset recognised
in the Company’s financial statements is classified as a financial asset in the scope of IFRS 9. Interest received on these Restricted Tier 1
notes is recognised in profit or loss when received.
210 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
2. INVESTMENTS IN GROUP UNDERTAKINGS
Shares in Group
undertakings 2024
£m
Shares in Group
undertakings 2023
£m
At 1 January 855 849
Additions 6 6
At 31 December 861 855
Details of the Company’s investments in the ordinary shares of subsidiary undertakings are given in note 31 to the Group financial
statements. Additions to shares in Group undertakings relate to the cost of share-based payments for services provided by employees of
subsidiary undertakings to be satisfied by shares issued by the Company. Investments in Group undertakings are assessed annually for any
indication of impairment.
Impairment testing has been carried out to assess the recoverable amount of the investments in JRL and PLACL at 31 December 2024.
The carrying amount of the investment at 31 December 2024 for JRL was £513m and for PLACL was £272m. The recoverable amounts for
both entities were calculated to be in excess of this amount, indicating that no impairment of the Company’s investment in JRL or PLACL
was required.
The calculation of value-in-use for JRL and PLACL uses cash flow projections based on the emergence of surplus for in-force business on a
Solvency II basis, together with new business cash flows on a Solvency II basis set out in the Group’s business plan approved by the Board.
The pre-tax discount rates used were 12.1% for JRL and 11.1% for PLACL. The discount rates were determined using a weighted average
cost of capital approach, adjusted for specific risks attributable to the businesses, with the lower rate used for PLACL reflecting that it is
largely closed to new business. A one percentage point increase in the discount rates used would reduce the headroom of the excess of the
value-in-use above the cost of investment of JRL and PLACL by 16% and 14% respectively. The Directors have not identified a reasonably
possible change in assumptions which would result in the carrying amount of the Group’s investment in JRL or PLACL to exceed its
recoverable amount.
3. LOANS TO GROUP UNDERTAKINGS
2024
£m
2023
£m
At 1 January 1,011 1,000
Additions 250 13
Repayments (300) –
Loss allowance for expected credit losses – (2)
At 31 December 961 1,011
Details of the Company’s loans to Group undertakings are as follows:
31 December 2024 £m 31 December 2023 £m
9.375% perpetual restricted Tier 1 contingent convertible debt
(call option in April 2024) issued by JRL in April 2019 – 250
9.375% perpetual restricted Tier 1 contingent convertible debt
(call option in April 2024) issued by PLACL in April 2019 – 50
9.75% perpetual restricted Tier 1 contingent convertible debt
(call option in March 2031) issued by JRL in April 2024 250 –
7.0% 10.5-year subordinated debt 2031 (Tier 2) issued by JRL in November 2020 76 76
7.0% 10.5-year subordinated debt 2031 (Tier 2) issued by PLACL in November 2020 102 102
8.2% 10-year subordinated debt 2030 (Tier 2) issued by JRL in May 2020 103 103
8.125% 10-year subordinated debt 2029 (Tier 2) issued by JRL in October 2019 25 25
8.125% 10-year subordinated debt 2029 (Tier 2) issued by PLACL in October 2019 102 102
9.0% 10-year subordinated debt 2026 (Tier 2) issued by JRL in October 2016 254 254
5.0% 7-year subordinated debt 2025 (Tier 3) issued by JRL in December 2018 51 51
963 1,013
Less: Loss allowance for expected credit losses (2) (2)
Total 961 1,011
1 Included in current assets.
211
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Notes to the Company financial statements continued
3. LOANS TO GROUP UNDERTAKINGS continued
On 26 April 2019, JRL issued £250m fixed rate perpetual restricted Tier 1 contingent convertible notes to the Company. These notes were
redeemed in full on 26 April 2024. New loan notes of £250m have been advanced to JRL by the Company on 26 April 2024 with no fixed
maturity date and under same terms but with a new interest rate of 9.75%.
On 26 April 2019, PLACL completed the issue of £50m fixed rate perpetual restricted Tier 1 contingent convertible notes. The notes were
redeemed in full on 26 April 2024.
4. FINANCIAL INVESTMENTS
Fair value (designated)
31 December 2024
£m
31 December 2023
£m
Units in liquidity funds 264 85
Total 264 85
All assets for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, based on
the lowest level input that is significant to the fair value measured as a whole. In the fair value hierarchy, units in liquidity funds are all
classified as Level 1. There have been no transfers between levels during the year.
5. SHARE CAPITAL AND SHARE PREMIUM
The allotted, issued and fully paid ordinary share capital of the Company at 31 December 2024 is detailed below:
Number of £0.10
ordinary shares
Share capital
£m
Share premium
£m
Total
£m
At 1 January 2024 1,038,702,932 104 93 197
At 31 December 2024 1,038,702,932 104 93 197
At 1 January 2023 1,038,702,932 104 93 197
At 31 December 2023 1,038,702,932 104 93 197
6. OTHER RESERVES
31 December 2024
£m
31 December 2023
£m
Merger reserve 300 300
Share held by trusts (3) (5)
Total other reserves 297 295
The merger reserve was established as the result of a placing of 94,012,782 ordinary shares in 2019 and the acquisition of 100% of the
equity of Partnership Assurance Group plc in 2016.
The placing was achieved by the Company acquiring 100% of the equity of a limited company for consideration of the new ordinary shares
issued. Accordingly, merger relief under Section 612 of the Companies Act 2006 applied, and share premium was not recognised in respect
of this issue of shares. The merger reserve recognised represents the premium over the nominal value of the shares issued.
Consideration for the acquisition of the equity shares of Partnership Assurance Group plc consisted of a new issue of shares in the
Company. Accordingly, merger relief under Section 612 of the Companies Act 2006 applied, and share premium was not recognised in
respect of this issue of shares. The merger reserve recognised represents the difference between the nominal value of the shares issued
and the net assets of Partnership Assurance Group plc acquired.
7. SUBORDINATED DEBT
Details of the Company’s subordinated debt are shown in note 24 to the Group financial statements. The Company’s Tier 3 debt is
repayable on 7 February 2025 and is presented within current liabilities.
212 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
8. RELATED PARTY TRANSACTIONS
(a) Trading transactions and balances
The following transactions were made with related parties during the year:
Year ended
31 December 2024
£m
Year ended
31 December 2023
£m
Staff costs, Directors’ remuneration, operating expenses and management fees charged (8) (5)
Interest on loan balances charged to JRL 64 64
Interest on loan balances charged to PLACL 18 20
Additions to Group undertakings are detailed in note 2 and loans advanced to or repaid by Group undertakings are detailed in note 3.
The following balances in respect of related parties were owed by the Company at the end of the year:
31 December 2024
£m
31 December 2023
£m
Amounts owed for Group tax relief (1) –
Others (1) (2)
The following balances in respect of related parties were owed to the Company at the end of the year:
31 December 2024
£m
31 December 2023
£m
Loans to JRL (including interest) 758 759
Loans to PLACL (including interest) 203 253
Amounts owed for Group tax relief – 1
Others (2) (1)
(b) Key management compensation
Key management personnel comprise the Directors of the Company.
Key management compensation is disclosed in note 32 to the Group financial statements.
9. COMMITMENTS
Capital commitments of £nil (2023: £2m) relate to improvements to office space to be undertaken in the Company’s Belfast office.
10. POST BALANCE SHEET EVENTS
Subsequent to 31 December 2024, the Directors proposed a final dividend for 2024 of 1.8 pence per ordinary share (2023: 1.5 pence),
and together with the interim dividend of 0.7 pence per ordinary share paid in 4 October 2024 amounting to £26m (2023: £22m) in total.
Subject to approval by shareholders at the Company’s 2025 AGM, the dividend will be paid on 14 May 2025 to shareholders on the register
of members at the close of business on 11 April 2025, and will be accounted for as an appropriation of retained earnings in year ending
31 December 2025.
On 6 February 2025 the Company repaid the remaining £155m notional of its Tier 3 subordinated debt. Prior to this, the Company received
the proceeds from settlement of the outstanding £50m notional associated with the Tier 3 loan to Group undertaking JRL.
213
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
The following additional financial information is unaudited.
Financial investments credit ratings
The sector analysis of the Group’s financial investments portfolio by credit rating at 31 December 2024 is shown below:
Total
£m %
AAA
£m
AA
£m
A
£m
BBB
£m
% BBB
£m
BB or below
£m
Basic materials 109 0.4% – 5 21 79 1.1% 4
Communications and technology 1,154 4.3% 117 223 162 652 9.4% –
Auto manufacturers 85 0.3% – – 78 7 0.1% –
Consumer staples (including healthcare) 1,226 4.5% 129 175 541 364 5.3% 17
Consumer cyclical 178 0.7% – 4 47 127 1.8% –
Energy 278 1.0% – 67 5 175 2.5% 31
Banks 1,469 5.4% 51 108 908 402 5.8% –
Insurance 745 2.8% – 301 102 342 5.0% –
Financial – other 590 2.2% 90 85 329 86 1.3% –
Real estate including REITs 630 2.3% 30 16 289 245 3.6% 50
Government 3,081 11.4% 312 2,301 230 238 3.4% –
Industrial 524 1.9% – 105 155 254 3.7% 10
Utilities 2,452 9.1% – 64 889 1,489 21.6% 10
Commercial mortgages 809 3.0% 89 323 281 116 1.7% –
Long income real estate 1,808 6.7% 157 234 921 496 7.2% –
Infrastructure 3,512 13.0% 57 367 1,246 1,829 26.5% 13
Other 43 0.2% – – 43 – 0.0% –
Corporate/government bond total 18,693 69.2% 1,032 4,378 6,247 6,901 100.0% 135
Other assets 888 3.3%
Lifetime mortgages 5,637 20.9%
Liquidity funds 1,792 6.6%
Investments portfolio 27,010 100.0%
Derivatives and collateral 3,564
Gilts (interest rate hedging) 3,951
Total 34,525
1 Includes residential ground rents of £157m rated AAA.
NEW BUSINESS PROFIT RECONCILIATION
New business profit is deferred on the balance sheet under IFRS 17. In addition IFRS 17 provides clarification regarding the economic
assumptions to be used at the point of recognition of contracts. Just recognises contracts based on their completion dates for IFRS 17, but
bases its assessment of new business profitability for management purposes based on the economic parameters prevailing at the quote
date of the business.
Year ended
31 December 2024
£m
Year ended
31 December 2023
£m
New business CSM on gross business written 438 380
Reinsurance CSM 24 (37)
Net new business CSM 462 343
Impact of using quote date for profitability measurement (2) 12
New business profit 460 355
Additional information
214 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
RECONCILIATION FROM OPERATING PROFIT TO IFRS CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
The tables below present the reconciliation from the Group’s APM income statement view to the IFRS statement of comprehensive income
for the Group. Further information on these tables is included in the Business Review.
YEAR ENDED 31 DECEMBER 2024
Alternative profit measure format Statutory accounts format
Reported
£m
Quote date
difference
£m
CSM
deferral
£m
Adjusted
total
£m
Insurance
service
result
£m
Net
investment
result
£m
Other
finance
costs
£m
Other
income,
expenses
and
associates
£m
PBT
£m
New business profit 460 2 (462) –
CSM amortisation (71) 71 –
Net underlying CSM increase 389 2 (391) –
In-force operating profit 236 236 161 75 236
Other Group companies’ operating results (17) (17) (17) (17)
Development costs and other (35) (35) (35) (35)
Finance costs (69) (69) (69) (69)
Underlying operating profit 504 2 (391) 115 161 75 (69) (52) 115
Operating experience and
assumption changes (37) 22 (15) (12) (3) (15)
Adjusted operating profit before tax 467 2 (369) 100
Investment and economic movements 18 (2) 16 226 (192) (18) 16
Strategic expenditure (23) (23) (23) (23)
Adjustment for transactions reported
directly in equity in IFRS 20 20 20 20
Adjusted profit before tax 482 (369) 113
Deferral of profit in CSM (369) 369 –
Profit before tax 113 113 149 298 (241) (93) 113
YEAR ENDED 31 DECEMBER 2023
Alternative profit measure format Statutory accounts format
Reported
£m
Quote date
difference
£m
CSM
deferral
£m
Adjusted
total
£m
Insurance
service
result
£m
Net
investment
result
£m
Other
finance
costs
£m
Other
income,
expenses
and
associates
£m
PBT
£m
New business profit 355 (12) (343) –
CSM amortisation (62) 62 –
Net underlying CSM increase 293 (12) (281) –
In-force operating profit 191 191 136 55 191
Other Group companies’ operating results (15) (15) (15) (15)
Development costs and other (24) (24) (24) (24)
Finance costs (68) (68) (68) (68)
Underlying operating profit 377 (12) (281) 84 136 55 (68) (39) 84
Operating experience and
assumption changes 52 (67) (15) (18) 3 (15)
Adjusted operating profit before tax 429 (12) (348) 69
Investment and economic movements 92 12 104 215 (70) (41) 104
Strategic expenditure (17) (17) (17) (17)
Adjustment for transactions reported
directly in equity in IFRS 16 16 16 16
Adjusted profit before tax 520 (348) 172
Deferral of profit in CSM (348) 348 –
Profit before tax 172 172 118 273 (122) (97) 172
215
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
INFORMATION FOR SHAREHOLDERS
The following information is unaudited.
SHAREHOLDER PROFILE AS AT 31 DECEMBER 2024
Holdings No. of holders % of holders No. of shares % of issued share capital
1–5,000 511 48.07 515,656 0.05
5,001–10,000 63 5.93 470,912 0.05
10,001–100,000 217 20.41 7,633,158 0.73
100,001–1,000,000 136 12.79 52,857,087 5.09
1,000,001–10,000,000 113 10.63 366,297,729 35.26
10,000,001–20,000,000 11 1.04 162,949,600 15.69
20,000,001 and over 12 1.13 447,978,790 43.13
Totals 1,063 100.00 1,038,702,932 100.00
REGISTRAR
The Company’s register of shareholders is maintained by our
Registrar, Equiniti Limited. All enquiries regarding shareholder
administration, including dividends, lost share certificates or
changes of address, should be communicated in writing, quoting
the Company’s reference number 3947 to Equiniti via one of the
methods below.
Online
Shareholders can view and manage their shareholdings
and dividend mandates online at www.shareview.co.uk
Telephone
+44 (0) 371 384 2787 Lines are open 8.30am to 5.30pm (UK time)
Monday to Friday (excluding public holidays in England and Wales).
Post
Equiniti Limited, Aspect House, Spencer Road
Lancing, West Sussex, BN99 6DA
DIVIDEND PAYMENTS and MANDATES
Any dividends due will only be paid by direct credit. We strongly
encourage all shareholders to register a Shareview Portfolio and
nominate their bank account at www.shareview.co.uk in order to
receive their cash dividends by direct transfer to a bank or building
society account.
ANNUAL GENERAL MEETING
The Company’s 2025 Annual General Meeting (“AGM”) will be held
on Thursday 8 May 2025 at 10.00am at 1 Angel Lane, London EC4R
3AB. More information about the AGM can be found in the Notice of
Meeting, which will be made available to shareholders separately.
Financial calendar
Event Date
Ex-dividend date for final dividend 10 April 2025
Record date for final dividend 11 April 2025
Annual General Meeting 8 May 2025
Payment date for final dividend 14 May 2025
2025 half-year end 30 June 2025
2025 half-year results announcement 7 August 2025
Please note that the above dates may be subject to change.
JUST GROUP PLC SHARE PRICE
The Company’s ordinary shares are listed on the equity shares of
commercial companies segment of the London Stock Exchange
under the symbol JUST. Current and historical share price
information is available on our website www.justgroupplc.co.uk/
investors/share-monitor and also on many other websites.
ELECTRONIC COMMUNICATIONS
Shareholders are encouraged to elect to receive shareholder
documents electronically to receive shareholder information quickly
and securely, and to help us save paper and reduce our carbon
footprint, by registering with Shareview at www.shareview.co.uk.
Shareholders who have registered will be sent an email notification
whenever shareholder documents are available on the Company’s
website. When registering, shareholders will need their shareholder
reference number which can be found on their share certificate or
Form of Proxy.
shareholder security
Shareholders should be very wary of any unsolicited advice,
offers to buy shares at a discount, or offers of free company
reports. These are typically from overseas based “brokers” who
target UK shareholders, offering to sell them what often turn out to
be worthless or high risk shares in UK investments. These
operations are commonly known as “boiler rooms”. These “brokers”
can be very persistent and persuasive. Just Group plc shareholders
are advised to be extremely wary of such approaches and to only
deal with firms authorised by the FCA. You can check whether an
enquirer is properly authorised and report scam approaches by
contacting the FCA on www.fca.org.uk/consumers or by calling the
FCA Consumer Helpline on 0800 111 6768.
INVESTOR RELATIONS ENQUIRIES
For all institutional investor relations enquiries, please contact our
Investor Relations team whose contact details can be found at
www.justgroupplc.co.uk/contact-us. Individual shareholders with
queries regarding their shareholding in the Company should
contact our Registrar, Equiniti Limited.
Shareholders can keep up to date with all the latest Just Group plc
news and events by registering with our Alert Service
www.justgroupplc.co.uk/investors/alert-service. Select the
information of interest to you, such as Results, Board changes
and AGM and other meetings. You will then be notified by email
when this information is available to view on our website.
Digital copies of our Annual Report and Accounts are available
at www.justgroupplc.co.uk/investors/results-reports-and-
presentations and physical copies can be obtained by contacting
our Registrar, Equiniti Limited.
216 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
CAUTIONARY STATEMENT AND FORWARD-LOOKING STATEMENTS
This Annual Report has been prepared for, and only for, the members of Just Group plc (the “Company”) as a body, and for no other
persons. The Company, its Directors, employees, agents and advisers do not accept or assume responsibility to any other person to
whom this document is shown or into whose hands it may come, and any such responsibility or liability is expressly disclaimed.
By their nature, the statements concerning the risks and uncertainties facing the Company and its subsidiaries (the “Group”) in this Annual
Report involve uncertainty since future events and circumstances can cause results and developments to differ materially from those
anticipated. This Annual Report contains, and we may make other statements (verbal or otherwise) containing, forward-looking
statements in relation to the current plans, goals and expectations of the Group relating to its or their future financial condition,
performance, results, strategy and/or objectives (including, without limitation, climate-related plans and goals). Statements containing
the words: ‘believes’, ’intends’, ’expects’, ’plans’, ’seeks’, ’targets’, ‘continues’, ‘future’, ‘outlook’, ‘potential’ and ’anticipates’ or other words
of similar meaning are forward-looking (although their absence does not mean that a statement is not forward-looking). Forward-looking
statements involve risk and uncertainty because they are based on information available at the time they are made, based on assumptions
and assessments made by the Company in light of its experience and its perception of historical trends, current conditions, future
developments and other factors which the Company believes are appropriate and relate to future events and depend on circumstances
which may be or are beyond the Group’s control. For example, certain insurance risk disclosures are dependent on the Group’s choices
about assumptions and models, which by their nature are estimates. As such, although the Group believes its expectations are based on
reasonable assumptions, actual future gains and losses could differ materially from those that we have estimated. Other factors which
could cause actual results to differ materially from those estimated by forward-looking statements include, but are not limited to:
domestic and global political, economic and business conditions (such as the longer-term impact from the COVID-19 outbreak or the
impact of other infectious diseases, climate change, the conflict in the Middle East, and the continuing situation in Ukraine); asset prices;
market-related risks (such as fluctuations in interest rates and exchange rates, and the performance of financial markets generally); the
policies and actions of governmental and/or regulatory authorities (including, for example, new government initiatives related to the
provision of retirement benefits or inheritance tax or the costs of social care or climate action, particularly the transition to net zero);
the impact of inflation and deflation on both market conditions and customer behaviours; market competition; failure to efficiently and
effectively respond to climate change related risks and the transition to a net zero economy; changes in assumptions in pricing and
reserving for insurance business (particularly with regard to mortality and morbidity trends, gender pricing and lapse rates); risks
associated with arrangements with third parties, including joint ventures and distribution partners and the timing, impact and other
uncertainties associated with future acquisitions, disposals or other corporate activity undertaken by the Group and/or within relevant
industries; inability of reinsurers to meet obligations or unavailability of reinsurance coverage; default of counterparties; information
technology or data security breaches including cybersecurity threats and the rapid pace of technological change (including the role of
artificial intelligence and machine learning); the impact of changes in capital, solvency or accounting standards; and tax and other
legislation and regulations in the jurisdictions in which the Group operates (including changes in the regulatory capital requirements which
the Company and its subsidiaries are subject to). As a result, the Group’s actual future financial condition, performance and results may
differ materially from the plans, goals and expectations set out in the forward-looking statements.
The forward-looking statements only speak as at the date of this document and reflect knowledge and information available at the date
of preparation of this Annual Report. The Group undertakes no obligation to update these forward-looking statements or any other
forward-looking statement it may make (whether as a result of new information, future events or otherwise), except as may be required
by law. Persons receiving this Annual Report should not place undue reliance on forward-looking statements. Past performance is not an
indicator of future results. The results of the Company and the Group in this Annual Report may not be indicative, and are not an estimate,
forecast or projection of, the Group’s future results. Nothing in this Annual Report should be construed as a profit forecast.
217
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
DIRECTORS AND ADVISERS
The following is unaudited.
DIRECTORS
Non-Executive Directors:
John Hastings-Bass, Chair
Mary Phibbs, Senior Independent Director
Jim Brown
Michelle Cracknell
Mary Kerrigan
Executive Directors:
David Richardson, Group Chief Executive Officer
Mark Godson, Group Chief Financial Officer
GROUP COMPANY SECRETARY
Simon Watson
REGISTERED OFFICE
Just Group plc
Enterprise House
Bancroft Road
Reigate
Surrey RH2 7RP
Website: www.justgroupplc.co.uk
Tel: +44 (0)1737 233296
Registered in England and Wales number 08568957
independent AUDITORs
PricewaterhouseCoopers LLP
7 More London Riverside
London
SE1 2RT
CORPORATE BROKERS
J.P. Morgan Cazenove RBC Capital Markets
25 Bank Street 100 Bishopsgate
Canary Wharf London
London EC2N 4AA
E14 5JP
CORPORATE LAWYERS
Hogan Lovells International LLP
Atlantic House
Holborn Viaduct
London
EC1A 2FG
218 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
GLOSSARY
Acquisition costs Comprise directly attributable costs incurred in the selling, underwriting and commencing of insurance
contracts.
Adjusted operating
profit before tax
An APM, this is the sum of underlying operating profit and operating experience and assumption changes.
The net underlying CSM increase is added back as the Board considers the value of new business is significant
in assessing business performance. As such Adjusted operating profit is reported prior to the deferral of profit
in CSM as defined below. Adjusted operating profit before tax is reconciled to IFRS profit before tax in the
Business Review.
Adjusted profit/
(loss) before tax
An APM, this is the profit/(loss) before tax before deferral of profit in CSM and represents adjusted operating
profit before tax plus the impact from non-operating items (investment and economic movement, strategic
expenditure, and any adjustments to IFRS for transactions reported directly in equity).
Alternative
performance measure
(“APM”)
In addition to statutory IFRS performance measures, the Group has presented a number of non-statutory
alternative performance measures. The Board believes that the APMs used give a useful insight into the
underlying performance of the Group. APMs are identified in this glossary together with a reference to where
the APM has been reconciled to its nearest statutory IFRS equivalent. APMs regarding our Solvency position
are reconciled to the Solvency II excess own funds. APMs which are also KPIs are indicated as such.
Buy-in An exercise enabling a pension scheme to obtain an insurance contract that pays a guaranteed stream of
income sufficient to cover the liabilities of a group of the scheme’s members.
Buy-out An exercise that wholly transfers the liability for paying member benefits from the pension scheme to an
insurer which then becomes responsible for paying the members directly.
Care Plan (“CP”) A specialist insurance contract contributing to the costs of long-term care by paying a guaranteed income to
a registered care provider for the remainder of a person’s life.
Cash Generation A Solvency II APM and represents underlying organic capital generation before the impact of new business
strain and development costs and other.
Confidence interval The degree of confidence that the provision for future cash flows plus the risk adjustment reserve will be
adequate to meet the cost of future payments to annuitants.
Contractual Service
Margin (“CSM”)
Represents deferred profit earned on insurance products. CSM is recognised in profit or loss over the life of the
contracts.
CSM amortisation Represents the net release from the CSM reserve into profit as services are provided. The figures are net of
accretion (unwind of discount), and the release is computed based on the closing CSM reserve balance for the
period.
Deferral of profit in
CSM
The total movement on CSM reserve in the year. The figure represents CSM recognised on new business,
accretion of CSM (unwind of discount), transfers to CSM related to changes to future cash flows at locked-in
economic assumptions, less CSM release in respect of services provided.
Defined benefit
deferred (“DB
deferred”) business
The part of DB de-risking transactions that relates to deferred members of a pension scheme. These members
have accrued benefits in the pension scheme but have not yet retired.
Defined benefit
de-risking partnering
(“DB partnering”)
A DB de-risking transaction in which a reinsurer has provided reinsurance in respect of the asset and liability
side risks associated with one of our DB Buy-in transactions.
Defined benefit (“DB”)
pension scheme
A pension scheme, usually backed or sponsored by an employer, that pays members a guaranteed level of
retirement income based on length of membership and earnings.
Defined contribution
(“DC”) pension scheme
A work-based or personal pension scheme in which contributions are invested to build up a fund that can be
used by the individual member to obtain retirement benefits.
De-risk An action carried out by the trustees of a pension scheme with the aim of transferring risks such as longevity,
investment, inflation, from the sponsoring employer and scheme to a third party such as an insurer.
Development costs Incurred relating to the generation of incremental value (extending market reach or share) in future years, from
developing existing products, markets, or new developments to the Group’s technology and modelling
capability, and additionally major business transformational projects related to generating incremental value
in future years.
Drawdown (sales or
products)
Collective term for investment products including Capped Drawdown.
Employee benefits
consultant (“EBC”)
An adviser offering specialist knowledge to employers on the legal, regulatory and practical issues of rewarding
staff, including non-wage compensation such as pensions, health and life insurance and profit sharing.
219
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
GLOSSARY continued
Finance costs Finance costs included within underlying operating profit include coupons paid on the Group’s restricted
Tier 1 notes, interest payable on the Group’s Tier 2 and Tier 3 notes, facility non-utilisation fees and debt
repurchase costs when incurred, and amortisation of debt issue and facility arrangement costs capitalised.
Finance costs included in underlying organic capital generation include coupons paid on the Group’s
restricted Tier 1 notes, interest paid on the Group’s Tier 2 and Tier 3 notes, and all facility costs when incurred.
Debt issue and repurchase costs are excluded from underlying organic capital generation and included within
capital actions when incurred.
Guaranteed Income
for Life (“GIfL”)
Retirement income products which transfer investment and longevity risk and provide the retiree with a
guarantee to pay an agreed level of income for as long as the retiree lives. On a “joint-life” basis, the policy
will continue to pay a guaranteed income to a surviving spouse/partner. Just provides modern individually
underwritten GIfL solutions.
IFRS profit before tax One of the Group’s KPIs, representing the profit before tax attributable to equity holders.
In-force operating
profit
An APM and represents profits from the in-force portfolio before investment and insurance experience
variances, and assumption changes. It mainly represents expected release of risk adjustment for non-
financial risk and of allowance for credit default in the period, investment returns earned on shareholder
assets, together with the value of the (net) CSM amortisation.
Investment and
economic movements
Reflect the difference in the period between expected investment returns, based on investment and
economic assumptions at the start of the period, and the actual returns earned. Investment and economic
profits also reflect the impact of assumption changes in future expected risk-free rates, corporate bond
defaults and house price inflation and volatility.
Key performance
indicators (“KPIs”)
KPIs are metrics adopted by the Board which are considered to give an understanding of the Group’s
underlying performance drivers. The Group’s KPIs are Retirement income sales (shareholder funded), New
business profit, Underlying operating profit, IFRS profit before tax, Return on equity, Tangible net asset value
per share, New business strain, Underlying organic capital generation and Solvency II capital coverage ratio.
Lifetime mortgage
(“LTM”)
An equity release product that allows homeowners to take out a loan secured on the value of their home,
typically with the loan plus interest repaid when the homeowner has passed away or moved into long-term
care.
LTM notes Structured assets issued by a wholly owned special purpose entity, Just Re1 Ltd. Just Re1 Ltd holds two pools
of lifetime mortgages, each of which provides the collateral for issuance of senior and mezzanine notes to
Just Retirement Ltd, eligible for inclusion in its matching portfolio.
Medical underwriting The process of evaluating an individual’s current health, medical history and lifestyle factors, such as
smoking, when pricing an insurance contract.
Net asset value (“NAV”) An APM that represents IFRS total equity, net of tax, and excluding equity attributable to Tier 1 noteholders.
New business margin An APM that is calculated by dividing new business profit by Retirement income sales (shareholder funded).
It provides a measure of the profitability of shareholder funded Retirement income sales.
New business profit An APM and one of the Group’s KPIs, representing the profit generated from new business written in the year
after allowing for the establishment of reserves and for future expected cash flows and risk adjustment and
allowance for acquisition expenses and other incremental costs on a marginal basis. The net underlying CSM
increase from new business is added back as the Board considers the value of new business is significant in
assessing business performance. New business profit is reconciled to adjusted profit before tax, which is
reconciled to IFRS profit before tax in the Business Review.
New business strain An APM and one of the Group’s KPIs, representing the capital strain on new business written in the year after
allowing for acquisition expense allowances and the establishment of Solvency II technical provisions and
Solvency Capital Requirement.
No-negative equity
guarantee (“NNEG”)
hedge
A derivative instrument designed to mitigate the impact of changes in property growth rates on both the
regulatory and IFRS balance sheets arising from the guarantees on lifetime mortgages provided by the Group
which restrict the repayment amounts to the net sales proceeds of the property on which the loan is secured.
Operating experience
and assumption
changes
Represents changes to cash flows in the current and future periods valued based on end-of-period economic
assumptions. This is reported prior to the deferral of profit in CSM from changes to future cash flows.
Organic capital
generation
An APM that is calculated in the same way as underlying organic capital generation, plus the impact of
management actions and other items.
Other Group
companies’ operating
results
The results of Group companies including our HUB group of companies, which provides regulated advice and
intermediary services, and professional services to corporates, and corporate costs incurred by Group holding
companies.
Pension Freedoms/
Pension Freedom and
Choice/Pension Reforms
The UK government’s pension reforms, implemented in April 2015.
220 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
Peppercorn rent A very low or nominal rent.
PrognoSys™ The Group’s proprietary underwriting engine, which is based on individual mortality curves derived from Just
Group’s own data collected since its launch in 2004.
Regulated financial
advice
Personalised financial advice for retail customers by qualified advisers who are regulated by the Financial
Conduct Authority.
REITs A Real Estate Investment Trust is a company that owns, operates, or finances income-generating real estate.
Retail The Group’s collective term for GIfL and Care Plan.
Retirement income
sales (shareholder
funded)
An APM and one of the Group’s KPIs and a collective term for GIfL, DB and Care Plan new business sales
“Sales” and excludes DB partner premium. Premiums are reported gross of commission paid. Retirement
income sales (shareholder funded) are reconciled in note 2 to premiums included in the analysis of movement
in insurance liabilities within note 22.
Return on equity An APM and one of the Group’s KPIs. Return on equity is calculated by dividing underlying operating profit
after attributed tax for the period by the average tangible net asset value for the period and is expressed as
an annualised percentage. Underlying operating profit and tangible net asset value are reconciled
respectively to IFRS profit before tax and IFRS total equity in the Business Review.
Risk adjustment for
non-financial risk
(“RA”)
Allowance for longevity, expense, and insurance specific operational risks representing the compensation
required by the business when managing existing and pricing new business.
Secure Lifetime
Income (“SLI”)
A tax efficient solution for individuals who want the security of knowing they will receive a guaranteed
income for life and the flexibility to make changes in the early years of the plan.
Solvency II Sets out regulatory requirements for insurance firms and groups, covering financial resources, governance
and accountability, risk assessment and management, supervision, reporting and public disclosure.
Solvency UK Covers the reforms to the Solvency II requirements for the UK and implemented by the PRA.
Solvency capital
coverage ratio
One of the Group’s KPIs. Solvency II capital is the regulatory capital measure and is focused on by the Board
in capital planning and business planning alongside the economic capital measure. It expresses the
regulatory view of the available capital as a percentage of the required capital.
Strategic expenditure Are costs that deliver major regulatory change, the implementation of major strategic investment, new
product and business lines and other restructuring costs.
Tangible net asset
value (“TNAV”)
An APM that comprises IFRS total equity attributable to ordinary shareholders, excluding goodwill and other
intangible assets, and after adding back contractual service margin, net of tax.
Tangible net asset
value per share
An APM and one of the Group’s KPIs, representing tangible net asset value divided by the closing number of
issued ordinary shares excluding shares held in trust.
Trustees Individuals with the legal powers to hold, control and administer the property of a trust such as a pension
scheme for the purposes specified in the trust deed. Pension scheme trustees are obliged to act in the best
interests of the scheme’s members.
Underlying earnings
per share
An APM that is calculated by dividing underlying operating profit after attributed tax by the weighted average
number of shares in issue by the Group for the period.
Underlying
operating profit
An APM and one of the Group’s KPIs representing new business profit, in-force operating profit, other Group
companies’ operating results, development costs and other, and finance costs. Underlying operating profit is
reported prior to deferring new business profit to the CSM as the Board considers the value of new business is
significant in assessing business performance. The Board believes the combination of both future profit
generated from new business written in the year and additional profit from the in-force book of business,
provides a view of the development of the business aligned to growth and future cash release. Underlying
operating profit is reconciled to adjusted operating profit before tax, which is reconciled to IFRS profit before
tax in the Business Review.
Underlying organic
capital generation
An APM and one of the Group’s KPIs. Underlying organic capital generation is the net movement in Solvency II
excess own funds over the year, generated from in-force surplus, net of new business strain, cost overruns
and other expenses and debt interest. It excludes strategic expenditure, economic variances, regulatory
adjustments, capital raising or repayment and impact of management actions and other operating items.
The Board believes that this measure provides good insight into the ongoing capital sustainability of the
business. Underlying organic capital generation is reconciled to Solvency II excess own funds, which is
reconciled to shareholders’ net equity on an IFRS basis in the Business Review.
221
STRATEGIC REPORT GOVERNANCE
FINANCIAL STATEMENTS
Abbreviations
ABI Association of British Insurers
AGM Annual General Meeting
APM alternative performance measure
Articles Articles of Association
CMI Continuous Mortality Investigation
Code UK Corporate Governance Code
CP Care Plans
CPI consumer prices index
DB Defined Benefit De-risking Solutions
DC defined contribution
DSBP deferred share bonus plan
EBT employee benefit trust
EPS earnings per share
ERM equity release mortgage
ESG environment, social and governance
EVT effective value test
FCA Financial Conduct Authority
FRC Financial Reporting Council
GDPR General Data Protection Regulation
GHG greenhouse gas
GIfL Guaranteed Income for Life
GIPA Guaranteed Income Producing Asset
Hannover Hannover Life Reassurance Bermuda Ltd
IFRS International Financial Reporting Standards
IP intellectual property
ISA International Standards on Auditing
JRL Just Retirement Limited
KPI key performance indicator
LCP Lane Clark & Peacock LLP
LPI limited price index
LTIP Long Term Incentive Plan
LTM lifetime mortgage
MA matching adjustment
MAR Market Abuse Regulation
NAV net asset value
NNEG no-negative equity guarantee
ORSA Own Risk and Solvency Assessment
PAG Partnership Assurance Group
PLACL Partnership Life Assurance Company Limited
PPF Pension Protection Fund
PRA Prudential Regulation Authority
PRI United Nations Principles for Responsible Investment
PVIF purchased value of in-force
PwC PricewaterhouseCoopers LLP
REIT Real Estate Investment Trust
RPI retail price inflation
SAPS Self-Administered Pension Scheme
SAYE Save As You Earn
SCR Solvency Capital Requirement
SFCR Solvency and Financial Condition Report
SID Senior Independent Director
SIP Share Incentive Plan
SLI Secure Lifetime Income
SME small and medium-sized enterprise
STIP Short Term Incentive Plan
tCO
2
e tonnes of carbon dioxide equivalent
TMTP transitional measures on technical provisions
TSR total shareholder return
222 | JUST GROUP PLC | ANNUAL REPORT AND ACCOUNTS 2024
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