Meet our Board of Directors

With a broad range of experience and knowledge between them, our Board is responsible for making key business decisions and representing you, the member. They all share a passion for the Society and a genuine belief that our members and staff should always come first.

You can find out more about each of our Directors below.

Joanne Hindle

Chairman

Ann-Marie O’Dea

Chief Executive Officer

Nemone Wynn-Evans

Non-Executive Director

Simon Pashby

Non-Executive Director

Cameron Mills

Non-Executive Director

Mark Myers

Non-Executive Director

Nasrin Hossain

Executive Director

Sam Chivers

Executive Director

Christopher Critchlow

Executive Director

Other committees we operate

Alongside our Board of Directors, Shepherds Friendly also operates several other committees.

Each committee shares the same purpose: to ensure that our members remain at the forefront by providing guidance, advice and recommendations to the Board.

It is a regulatory requirement that each committee provides a ‘Terms of Reference’ report. These documents outline what the committee covers and its responsibilities. You can take a look at these by clicking the relevant link.

Board and Committees structure

Board

Board

The Chairman of the Society is responsible for chairing and overseeing the performance of the Board in accordance with the Society’s rules, regulatory and legal requirements in order to maintain the highest standards of corporate governance.  They provide ethical leadership and direction to the Board and ensure that the work of the Board is focused on meeting the Society’s mission, vision and strategic direction.

The Senior Independent Director’s role is to ensure the Society places the Members at the heart of everything it does.  The Senior Independent Director also acts as a channel of communication for any Member who believes they have a problem which cannot be resolved through the usual channels. They are also responsible for assessing the Chairman’s performance.

Audit and Compliance Committee

Audit and Compliance Committee

The Chairman of the Audit and Compliance Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of internal and external audit. The Committee is responsible for ensuring the independence of the audit functions and monitors the auditors’ performance. The Chairman has oversight of the effectiveness of the whistleblowing policies and procedures, including those for the protection of staff raising concerns.

The Society’s Chief Actuary attends the Audit Committee to present recommendations on appropriate methodologies and assumptions to use in the valuation of the Society’s long-term business provision in its Annual Report and Accounts as well as the Solvency II regulatory valuation.

Terms of reference

 

Nominations and Governance Committee

Nominations and Governance Committee

The Chairman of the Nomination and Governance Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for nominations matters.  They have oversight responsibility for ensuring that all key function holders are fit, proper and competent on a continuous basis.

The Committee also has also taken on responsibility for overseeing the impact of climate change on the Society.   Fair Members Benefit Committee (incorporating the With-Profits Committee)

Terms of reference

Fair Members Benefits Committee

Fair Members Benefits Committee

The Chairman of the FMBC is responsible for chairing and overseeing the performance of the Committee, which is responsible for supporting the Board in discharging its corporate governance obligations in relation to compliance with the Principles and Practices of Financial Management (PPFM).

The scope of the FMBC covers activities that are normally part of a With-Profits Committee.  It also includes the consideration of the fair treatment of non-profit policyholders to ensure that the needs of all the Society’s policyholders are considered.

The FMBC monitors the performance of the Society’s investment managers to ensure with-profits policyholders are securing the returns in line with their reasonable expectations.

With-Profits Actuary The FMBC is supported by the With-Profits Actuary whose responsibility it is to advise the Society on key aspects of the discretion to be exercised affecting with-profits policyholders.

Terms of reference

 

Remuneration Committee

Remuneration Committee

The Chairman of the Remuneration Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of the design and implementation of the Society’s remuneration policy. They are responsible for ensuring that the Society’s remuneration policy and practices are aligned to business strategy and objectives, its risk appetite, values and culture, and relevant regulations.

Terms of reference

Board Risk Committee

Board Risk Committee

The Chairman of the Board Risk Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of the risk management system. They have oversight responsibility for ensuring that the Society has an appropriate ORSA Policy and that the requirements of the policy are implemented by the Board. Their responsibilities include having oversight that the Society is fully and effectively using its Risk management systems.

The Board Risk Committee also monitors the risks attaching to the Society’s investments which are currently managed by Royal London Asset Management (“RLAM”) and Legal and General (“L&G”).

Terms of reference

Conduct Risk Committee

Conduct Risk Committee

The Board is further supported by an executive committee, the Conduct Risk Committee.  The Committee is responsible for monitoring and reviewing the performance of the Society and its subsidiaries and partners against the Conduct Risk policy and its stated outcomes.  The Committee will also monitor and review the performance of the Society and its subsidiaries and partners against each element of the Conduct Risk Life Cycle – product, sales, after sales, and governance and culture.  The Conduct Risk Committee is represented by a Head of Function for every area of the business who is responsible for ensuring that good conduct risk culture is embedded within their function.

Executive Operational Risk Committee

The Board Risk Committee is further supported in its activities by an Executive Operational Risk Committee (“EORC”) who monitor and report on the Society’s operational risk management in the following key categories: business continuity, data security, legal and regulatory, operational resilience, and processes.  The EORC also manages a programme of deep dives for specific areas of operational risk concern and managing the future development and maintenance of the Society’s risk management software.

Board and Committees structure

Board

Board

The Chairman of the Society is responsible for chairing and overseeing the performance of the Board in accordance with the Society’s rules, regulatory and legal requirements in order to maintain the highest standards of corporate governance.  They provide ethical leadership and direction to the Board and ensure that the work of the Board is focused on meeting the Society’s mission, vision and strategic direction.

The Senior Independent Director’s role is to ensure the Society places the Members at the heart of everything it does.  The Senior Independent Director also acts as a channel of communication for any Member who believes they have a problem which cannot be resolved through the usual channels. They are also responsible for assessing the Chairman’s performance.

Audit and Compliance Committee

Audit and Compliance Committee

The Chairman of the Audit and Compliance Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of internal and external audit. The Committee is responsible for ensuring the independence of the audit functions and monitors the auditors’ performance. The Chairman has oversight of the effectiveness of the whistleblowing policies and procedures, including those for the protection of staff raising concerns.

The Society’s Chief Actuary attends the Audit Committee to present recommendations on appropriate methodologies and assumptions to use in the valuation of the Society’s long-term business provision in its Annual Report and Accounts as well as the Solvency II regulatory valuation.

Terms of reference

 

Nominations and Governance Committee

Nominations and Governance Committee

The Chairman of the Nomination and Governance Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for nominations matters.  They have oversight responsibility for ensuring that all key function holders are fit, proper and competent on a continuous basis.

The Committee also has also taken on responsibility for overseeing the impact of climate change on the Society.   Fair Members Benefit Committee (incorporating the With-Profits Committee)

Terms of reference

Fair Members Benefits Committee

Fair Members Benefits Committee

The Chairman of the FMBC is responsible for chairing and overseeing the performance of the Committee, which is responsible for supporting the Board in discharging its corporate governance obligations in relation to compliance with the Principles and Practices of Financial Management (PPFM).

The scope of the FMBC covers activities that are normally part of a With-Profits Committee.  It also includes the consideration of the fair treatment of non-profit policyholders to ensure that the needs of all the Society’s policyholders are considered.

The FMBC monitors the performance of the Society’s investment managers to ensure with-profits policyholders are securing the returns in line with their reasonable expectations.

With-Profits Actuary The FMBC is supported by the With-Profits Actuary whose responsibility it is to advise the Society on key aspects of the discretion to be exercised affecting with-profits policyholders.

Terms of reference

 

Remuneration Committee

Remuneration Committee

The Chairman of the Remuneration Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of the design and implementation of the Society’s remuneration policy. They are responsible for ensuring that the Society’s remuneration policy and practices are aligned to business strategy and objectives, its risk appetite, values and culture, and relevant regulations.

Terms of reference

Board Risk Committee

Board Risk Committee

The Chairman of the Board Risk Committee is responsible for chairing and overseeing the performance of the Committee, which is responsible for the oversight of the risk management system. They have oversight responsibility for ensuring that the Society has an appropriate ORSA Policy and that the requirements of the policy are implemented by the Board. Their responsibilities include having oversight that the Society is fully and effectively using its Risk management systems.

The Board Risk Committee also monitors the risks attaching to the Society’s investments which are currently managed by Royal London Asset Management (“RLAM”) and Legal and General (“L&G”).

Terms of reference

Conduct Risk Committee

Conduct Risk Committee

The Board is further supported by an executive committee, the Conduct Risk Committee.  The Committee is responsible for monitoring and reviewing the performance of the Society and its subsidiaries and partners against the Conduct Risk policy and its stated outcomes.  The Committee will also monitor and review the performance of the Society and its subsidiaries and partners against each element of the Conduct Risk Life Cycle – product, sales, after sales, and governance and culture.  The Conduct Risk Committee is represented by a Head of Function for every area of the business who is responsible for ensuring that good conduct risk culture is embedded within their function.

Executive Operational Risk Committee

The Board Risk Committee is further supported in its activities by an Executive Operational Risk Committee (“EORC”) who monitor and report on the Society’s operational risk management in the following key categories: business continuity, data security, legal and regulatory, operational resilience, and processes.  The EORC also manages a programme of deep dives for specific areas of operational risk concern and managing the future development and maintenance of the Society’s risk management software.

A message from our Senior Independent Director

I am here to be at the heart of members’ issues, and to act on your behalf when you have areas of concern and cannot reach an agreeable solution through other available channels to you.

I aim to gain a thorough understanding of what matters the most to our members, and I promise to do this through regular member communication via our website, being available when you need another voice, and staying connected with member-related administration functions.

I conduct and chair on an annual basis a meeting of non-executive directors that will appraise the Chairman’s performance, and on other such occasions where appropriate. I will ensure that the annual performance evaluation of the non-executive directors is conducted and that any matters arising from this review are promptly acted upon.

I will manage and deal with any whistleblowing matters that should arise in accordance with the Public Interest Disclosure Act 1998. I will also act as a sounding board for the Chairman, and serve as an intermediary for the other non executive directors when necessary.

Overall I am here to help you and be your voice. Your feedback, honest opinions or observations are important to me, and together we will make our society the best society it can be. If you would like to get in touch with me please send an email to [email protected] Don’t forget to leave your name and your preferred contact details, such as telephone number or email, that way I can help with your query as soon as I can. I look forward to hearing from you soon.

Yours sincerely,

Nemone Wynn-Evans

Senior Independent Director

 

Board Diversity Policy

The Society recognises and values the benefits of having a diverse Board. For more details click the link below.

View PDF »

 

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