Page 56 - CCB_Full-Annual-Report-2021

56 Corporate Governance Statement
Directors’ report
Introduction
The Directors of Cambridge & Counties
Bank Limited present their report and
audited financial statements for the year
ended 31 December 2021, in accordance
with section 415 of the Companies
Act 2006.
The following information is incorporated
into this Directors’ Report:
∞ The information in the Section 172
statement on page 14 on employee
engagement and fostering business
relationships with customers, suppliers,
and others;
∞ The internal control and financial risk
management systems described in
‘how the business is managed’ section of
the corporate governance statement on
pages 42 - 72; and
∞ The diversity and inclusion section
of the Governance and Nominations
Committee report on page 50.
57
Contents
Contents
Power of Directors Future developments
The Directors are responsible for managing The future development of the Bank is
the business of the Bank and may exercise set out in the Chief Executive Officer’s Strategic Report
Results and dividends
all the powers of the Bank so long as the statement on pages 10 - 11.
The statement of comprehensive income Articles or applicable legislation do not
and statement of financial position for the stipulate that any such powers must be Political donations and expenditure
Bank can be found on pages 86 - 87. The exercised by the shareholders. No amounts were given for political
Directors do not propose to pay a dividend purposes during the year (2020: Nil).
in respect of ordinary shares for the year Directors’ indemnities
ended 31 December 2021 (2020: Nil).
Each of the Directors has the benefit of Financial risk management and
a deed of indemnity which constitutes a hedging policies
Directors ‘qualifying third party indemnity provision’.
Details of the use of financial instruments,
The Directors of the company who were This indemnification for Directors together with risk management disclosures Corporate Governance Statement
in office during the year, or from the date provided by the Bank has been arranged
of their appointment, and up to the date of in accordance with the Articles and the can be found in the managing financial risk
signing the financial statements were: Companies Act 2006. The indemnities section of the financial statements in Note
remain in force at the date of signing 28 and the Risk Management section in the
these financial statements and are Strategic report on pages 4 - 41.
Simon Moore Chairman & Independent
Non-Executive Director available for inspection at the Company’s Post balance sheet events
registered office.
Paul ffolkes Davis 1 Non-Executive Director & Vice Chairman There have been no significant quantifiable
Directors’ emoluments waiver events between 31 December 2021 and
Ian Smith 2 Senior Independent the date of approval of the financial
Non-Executive Director Richard Perry, as Shareholder
statements which would require a change
representative for Cambridgeshire County
Caroline Fawcett 3 Senior3 Independent to, or additional disclosure, in the financial
Non-Executive Director Council as Administering Authority of statements. The Covid 19 pandemic and
the Cambridgeshire Local Government the Ukrainian conflict continue to create Independent Auditor’s Report
Patrick Newberry 4 Independent Non-Executive Director Pension Fund, does not receive a fee for his
an uncertain economic outlook across
services as a Non-Executive Director, the
Nick Treble Independent Non-Executive Director the UK and globally. Management and the
fees payable are distributed directly to the
Board continue to monitor the situation
Tim Harvey-Samuel 5 Non-Executive Director Pension Fund.
and evaluate the impact on the Bank on a
Richard Perry 6 Non-Executive Director regular basis.
Governance arrangements
Christiane Wuillamie 7 Non-Executive Director
The Board has chosen to voluntarily Research and development activities
Donald Kerr Chief Executive Officer adopt the principles of the UK Corporate The Bank develops new products and
Governance Code (Code) to the extent
Andrea Hodgson Chief Financial Officer services during the ordinary course of
that they are applicable or considered
its business.
Mike Hudson Chief Risk Officer appropriate for the Bank. Details of the Financial Statements
aspects of the Code not applicable or
Simon Lindley Chief Development Officer Overseas branches
considered appropriate for the Bank,
together with the areas where the Bank has The Bank does not have any branches
1 Resigned 30 June 2021 deviated from the recommendations of the outside of the United Kingdom.
2 Resigned 30 September 2021 Code and the rationale for this, are set out
3 Appointed Senior Independent Direct in addition to Independent within how the business is managed in the Corporate headquarters and
Non-Executive Director 30 September 2021
4 Appointed 24 September 2021 Bank’s Corporate Governance statement registered office
5 Appointed 24 June 2021 on pages 42 - 72.
6 Resigned 31 March 2022 The corporate headquarters and registered
7 Appointed 24 March 2022 offices address for Cambridge & Counties
Share capital
Bank Limited is Charnwood Court, 5B New
Details on the Bank’s shareholders and Walk, Leicester, LE1 6TE.
share capital at 31 December 2021 are Notes to the Financial Statements
provided in Notes 25 and 32 to the
financial statements.
The biographies of the Bank’s Directors are available at
www.ccbank.co.uk/about-us/our-directors