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 2018 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 roles of the Chairman, Senior Independent Director and Group Chief Executive are outlined in the Corporate Governance Guidelines. Further details of the roles are provided in the role statements below:
The Company's Articles of Association adopted on 6 May 2010 can be viewed here.
The Board is accountable for risk and the oversight of the risk management process. It considers the most significant risks facing the Group and also uses quantitative exposure measures, such as stress tests, where appropriate. Non-executive oversight of the risk management process with respect to standards of integrity, risk management and internal control is exercised through the Audit and Risk Committee.
It is the responsibility of all employees to uphold the control culture of Schroders and we therefore embed risk management within all areas of the business. Members of the Group Management Committee (GMC) have risk management responsibility for their respective business areas and we expect individual behaviours to mirror the culture and core values of the firm.
The Group Chief Executive and Group Management Committee as the principal executive committee with responsibiity for the monitoring and reporting of risk controls, regularly review the key risks facing the firm.
The executive oversight of risk is delegated by the Group Chief Executive to the Chief Financial Officer. The Chief Financial Officer has responsibility for the risk and control framework of the firm 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 meets ten times a year and is attended by the heads of the control functions; Group Risk, Compliance, Legal and Internal Audit. Chief Operating Officers from across the business, senior managers from Distribution and Wealth Management and other Group Management Committee members regularly attend.The Group Risk Committee supports the Chief Financial Officer and the Group Management Committee in discharging these risk responsibilities. It 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. There is also a dedicated Wealth Management Risk Committee, which reports into the Group Risk Committee.