Page 57 - CCB_Annual Report_2022

56 Corporate Governance Statement 57

Our proven

business model

enables us to face
Risk & Compliance Power of Directors
Committee report the challenging The Directors are responsible for managing
economic the business of the Bank and may exercise
Membership and operation of the Committee all the powers of the Bank so long as the
Articles or applicable legislation do not
The Risk & Compliance Committee is chaired environment stipulate that any such powers must be
by Nick Treble, and its members include exercised by the shareholders.
the Chair, Patrick Newberry, Christiane from a position
Wuillamie, Tim Harvey-Samuel (Shareholder Directors’ indemnities
Representatives), and the Chair of the Audit of strength Each of the Directors has the benefit of
Committee Mike Peck. Committee meetings a deed of indemnity which constitutes a
are attended by members of the Executive ‘qualifying third party indemnity provision’.
committee including the Chief Executive
This indemnification for Directors
Officer, the Chief Risk Officer, the Chief
provided by the Bank has been arranged
Financial Officer and the Chief Development
in accordance with the Articles and the
Officer. The Company Secretary, or an
Companies Act 2006. The indemnities
appropriate delegate, acts as the secretary to
remain in force at the date of signing
the committee.
these financial statements and are
Directors available for inspection at the Company’s
Risk & Compliance Committee Directors’ report
responsibilities and activity in 2022 The Directors of the company who were registered office.
in office during the year, or from the date
During the year, the Committee completed Introduction of their appointment, and up to the date of Directors’ emoluments waiver
its regular business relating to risk receiving
signing the financial statements were: Richard Perry, whilst the Shareholder
the Chief Risk Officer’s reports, reviewing The Directors of Cambridge & Counties representative for Cambridgeshire County
the Bank’s risk metrics, its Internal Liquidity Bank Limited present their report and Simon Moore 1 Chair & Independent Council as Administering Authority of the
Adequacy Assessment Process and Internal audited financial statements for the year Non-Executive Director Cambridgeshire Local Government Pension
Capital Adequacy Assessment Process, setting ended 31 December 2022, in accordance Fund, did not receive a fee for his services
2
the Bank’s credit protocols and lending with section 415 of the Companies Patrick Newberry Chair & Independent as a Non-Executive Director. These fees
policies and approving the Funding Plan. Act 2006. Non-Executive Director were payable and distributed directly to
Part of the work for the year has also been The following information is incorporated Caroline Fawcett Senior Independent the Pension Fund and Cambridgeshire
in improving the Bank’s approach to cyber into this Directors’ Report: Non-Executive Director County Council.
risk. As part of the review and challenge of
the Chief Risk Office’s report the Committee • The information in the Section 172 Mike Peck 3 Independent Non-Executive Director Governance arrangements
assessed and challenged the potential impacts statement on page 14 on employee Nick Treble Independent Non-Executive Director
of the uncertain economic environment, the engagement and fostering business The Board has chosen to voluntarily
war in Ukraine as well as high rates of inflation relationships with customers, suppliers, Tim Harvey-Samuel Non-Executive Director adopt the principles of the UK Corporate
and energy cost increases. and others; Richard Perry 4 Non-Executive Director Governance Code (Code) to the extent
that they are applicable or considered
The Committee is also responsible for the • The internal control and financial risk Christiane Wuillamie 5 Non-Executive Director appropriate for the Bank. Details of the
Bank’s compliance, including oversight management systems described in aspects of the Code not applicable or
of the Bank’s compliance monitoring and ‘how the business is managed’ section of Donald Kerr Chief Executive Officer considered appropriate for the Bank,
financial crime programmes. The Committee the corporate governance statement on Andrea Hodgson Chief Financial Officer together with the areas where the Bank has
completed its annual review of the Bank’s pages 42 – 73; and deviated from the recommendations of the
whistleblowing report. Mike Hudson Chief Risk Officer
• The diversity and inclusion section Code and the rationale for this, are set out
The Bank’s Important Business Services of the Nominations and Governance Simon Lindley 6 Chief Development Officer within how the business is managed in the
are overseen by the Risk & Compliance Committee report on pages 51 – 52. 1 Retired 30 September 2022 Bank’s Corporate Governance statement
committee and the work during the year has 2 Appointed as Chair with effect from Simon Moore’s retirement on pages 42 – 73.
included reviewing its approach to identifying Results and dividends 3 Appointed 27 October 2022
4 Resigned 31 March 2022
important business services, setting the 5 Appointed 24 March 2022 and resigned 31 December 2022 Share capital
appropriate impact tolerances and concluding The statement of comprehensive income 6 Retired on 31 January 2023 Details on the Bank’s shareholders and
its self-assessment. and statement of financial position for the
Bank can be found on pages 84 & 85. The share capital at 31 December 2022
Finally, the Committee considered the role of Directors do not propose to pay a dividend are provided in Notes 25 and 33 to the
second line in regulatory reporting and the in respect of ordinary shares for the year financial statements.
output of initial work in this regard. ended 31 December 2022 (2021: Nil). The biographies of the Bank’s Directors are available at
www.ccbank.co.uk/about‑us/our‑directors