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52







           Performance &
           Remuneration

           Committee report


           Membership and operation of
           the Committee
           The Performance & Remuneration
           Committee is chaired by Caroline Fawcett
           (Senior Independent Non‑Executive
           Director) and its members in 2024
           included Patrick Newberry (Chair of
           Board), Tim Harvey‑Samuel (Shareholder
           Representative), Michele Ibbs (Shareholder
           Representative) and Elizabeth Lockwood
           (Chair of Risk Committee). The Chair of
           the Audit Committee attends meetings
           of the Performance & Remuneration
           Committee from time to time to ensure
           alignment between the work of the
           Performance & Remuneration Committee
           and the Audit Committee. Performance    is the responsibility of the Shareholders in
           & Remuneration Committee meetings       consultation with the Chair of Board.
           are also attended by the Chief Executive   The Performance & Remuneration
           Officer, the Chief People Officer, and   Committee:
           the Company Secretary. The Chief Risk
           Officer attends annually to present his     Ž exercises independent judgment on
           views on the Executives’ management of     remuneration policies, practices, and
           risk and performance against the Senior    recommendations of the Executive;
           Management Regime requirements and          Ž ensures compliance with this policy,
           company framework. No members or           regulations, and statutory duties;
           attendees participate in the discussion
           of issues directly affecting their own      Ž advises on remuneration policies and
           remuneration. The Committee invites        practices generally;
           specialist external advisors to attend at     Ž provides specific recommendations
           least annually to support their work and   on remuneration packages and other
           educate on best practice.
                                                      terms of employment for Executive
                                                      Directors; and
           Committee responsibilities and activity
           in 2024                                     Ž considers the implications of
                                                      remuneration policy and practices
           The Performance & Remuneration             on the management of risk, capital,
           Committee met five times during 2024.      and liquidity.
           The Committee is responsible for
           reviewing and approving the remuneration   The Performance & Remuneration
           and performance arrangements at the     Committee engages Deloitte LLP (Deloitte)
           Bank, including reviewing the Bank’s    to provide independent advice on
           remuneration policy to ensure that it   remuneration matters. Deloitte is a member
           remains up to date and consistent with   of the Remuneration Consultants Group
           the relevant requirements of the Financial   and, as such, voluntarily operates under the
           Conduct Authority (FCA) remuneration    code of conduct in relation to executive
           code (SYSC 19D) and the Prudential      remuneration consulting in the UK.
           Regulation Authority (PRA) rulebook,    Deloitte has provided independent advice
           as well as supporting the business      on matters under consideration by the
           strategy and values of the Bank. In doing   Performance & Remuneration Committee
           this, it oversees the performance and   including compliance with regulations,
           remuneration of the Chair and members   advice on market trends and data,
           of the Executive. Remuneration of NEDs   remuneration policy and implementation
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