Corporate Governance

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As one of the UK's largest asset managers, corporate governance is very important to Schroders. The Company is committed to business integrity, high ethical values and professionalism across all of its activities. The Board of Schroders plc supports the highest standards of corporate governance.

The Schedule of Matters reserved to the Board can be viewed here

The Annual Report and Accounts 2012 describes how the Company has applied the principles set out in the UK Corporate Governance Code. It also sets out the extent to which the Company has complied with the Code's provisions and provides an explanation of those areas where the Company departs from them.

The Board adopted the Corporate Governance Guidelines which form the basis for how the Board and the Board Committees operate, what is expected of Directors and how they discharge their duties. The Schroders plc Board believes in the value and importance of diversity in the boardroom and throughout the Company but does not consider that it is appropriate or in the interests of the Company and its shareholders to set prescriptive targets for gender or nationality on the Board. The Nominations Committee considers diversity, including the balance of skills, experience, gender and nationality amongst many other factors when reviewing the appointment of new Directors.

The Company's Articles of Association adopted on 6 May 2010 can be viewed here.

The Board retains accountability for risk management. It regularly considers the most significant risks facing the Group and uses quantitative exposure measures, such as stress tests, where appropriate. The non-executive oversight of the risk management process lies with the Audit and Risk Committee.

The Chief Executive and Group Management Committee review the key corporate risks facing the Group. Individual risks are managed in different ways depending on the nature of the risks and their potential impacts so as to mitigate adverse consequences. We group the risks we face into market, investment performance and liquidity risks; credit risks; operational risks; and emerging risks. We continually upgrade our risk control processes and technological support tools to increase their effectiveness.

The Chief Executive has delegated the executive oversight of risk to the Chief Financial Officer. The Chief Financial Officer has responsibility for the risk and control framework of the Group and the independent monitoring and reporting of risks and controls.

The Chief Financial Officer is supported by the Group Head of Risk and chairs the Group Risk Committee, which includes, as well as the executive Directors, the heads of the control functions and the Chief Operating Officer. Meetings are attended by Group Management Committee members consistent with the quarterly cycle of reviewing individual businesses. As the principal management committee for the monitoring and reporting of risks and controls, the Group Risk Committee reviews and monitors the adequacy and effectiveness of the Group's risk management framework, including relevant policies and limits. It also reviews trends and exceptions in the most significant risk exposures.

Corporate Governance Overview

As one of the UK's largest asset managers, corporate governance is very important to Schroders. The Company is committed to business integrity, high ethical values and professionalism across all of its activities. The Board of Schroders plc supports the highest standards of corporate governance.

The Schedule of Matters reserved to the Board can be viewed here

The Annual Report and Accounts 2012 describes how the Company has applied the principles set out in the UK Corporate Governance Code. It also sets out the extent to which the Company has complied with the Code's provisions and provides an explanation of those areas where the Company departs from them.

The Board adopted the Corporate Governance Guidelines which form the basis for how the Board and the Board Committees operate, what is expected of Directors and how they discharge their duties. The Schroders plc Board believes in the value and importance of diversity in the boardroom and throughout the Company but does not consider that it is appropriate or in the interests of the Company and its shareholders to set prescriptive targets for gender or nationality on the Board. The Nominations Committee considers diversity, including the balance of skills, experience, gender and nationality amongst many other factors when reviewing the appointment of new Directors.

The Company's Articles of Association adopted on 6 May 2010 can be viewed here.

Risk management

The Board retains accountability for risk management. It regularly considers the most significant risks facing the Group and uses quantitative exposure measures, such as stress tests, where appropriate. The non-executive oversight of the risk management process lies with the Audit and Risk Committee.

The Chief Executive and Group Management Committee review the key corporate risks facing the Group. Individual risks are managed in different ways depending on the nature of the risks and their potential impacts so as to mitigate adverse consequences. We group the risks we face into market, investment performance and liquidity risks; credit risks; operational risks; and emerging risks. We continually upgrade our risk control processes and technological support tools to increase their effectiveness.

The Chief Executive has delegated the executive oversight of risk to the Chief Financial Officer. The Chief Financial Officer has responsibility for the risk and control framework of the Group and the independent monitoring and reporting of risks and controls.

The Chief Financial Officer is supported by the Group Head of Risk and chairs the Group Risk Committee, which includes, as well as the executive Directors, the heads of the control functions and the Chief Operating Officer. Meetings are attended by Group Management Committee members consistent with the quarterly cycle of reviewing individual businesses. As the principal management committee for the monitoring and reporting of risks and controls, the Group Risk Committee reviews and monitors the adequacy and effectiveness of the Group's risk management framework, including relevant policies and limits. It also reviews trends and exceptions in the most significant risk exposures.